Squire Patton Boggs Advises Global Technology Group e& on its Disposal of 16.21% Stake in Vodafone for US$5.95 Billion

Squire Patton Boggs has advised e& on its agreement to sell its 16.21% stake in Vodafone Group PLC (“Vodafone”) to Vega, an acquisition vehicle wholly owned by the Niel family group for US$5.95 billion. Completion of the transaction is subject to customary closing conditions and is expected to take place in the near future.

The cross-practice team advising the global technology group was led by Dubai Corporate Partner Matt Powell and included London partner Naomi Briercliffe, Paris partner Marion Seranne, Dubai principal Katy Fisher and London director Sam Hare. The firm advised e& as co-counsel alongside Sullivan & Cromwell.

Following a comprehensive strategic review of its international investment portfolio, e& Group elected to terminate its Relationship Agreement with Vodafone, and its Board representative stepped down from his position as a non-executive Director of Vodafone.

Subsequently, e& signed a binding agreement with Vega to divest its entire holding of 3,944,743,685 ordinary shares in Vodafone, representing around 16.21% of the Vodafone share capital and 17.13% of its total voting rights, for a total consideration of 112.5 GBp per share, comprised of c. 110.5 GBp paid in cash by the buyer and final FY’26 dividend of 2.02 GBp per share to be received on 30 July 2026.

The shares will be sold simultaneously through off-market block trades to three financial institutions who will hold the shares until Vega completes regulatory requirements, allowing e& to receive cash proceeds as soon as possible. Completion of the transaction expected to take place in the near future. At completion of the transfer of the shares to the financial institutions, the transaction will generate cash proceeds to e& of approximately AED 21.8 billion (US$5.95 billion) inclusive of final FY26 dividend. This will result in net cash return to e& of AED 4.7 billion (~US$ 1.3 billion).

e& is the major global technology and telecommunications group based in the United Arab Emirates. Originally founded in 1976 as the UAE's first phone company, the group now operates in 16 countries across the Middle East, Asia, and Africa, serving over 170 million customers.

Xavier Niel is a French entrepreneur and businessman with a particular focus in the telecoms sector. During the past few decades, as well as building up Iliad Group across France, Italy and Poland, Niel has acquired stakes in various operators, including Latin American telco Millicom, Ireland’s eir, and Sweden’s Tele2.