Acquisition(s)

Verizon Completes Acquisition of Vodafone's 45 Percent Indirect Interest inVerizon Wireless Verizon Now Owns 100 Percent of the Industry-Leading U.S. Wireless Carrier NEW YORK, Feb. 21, 2014 -- Verizon Communications Inc. (NYSE, Nasdaq: VZ)today announced that it has completed its acquisition of Vodafone Group Plc's(London, Nasdaq: VOD) 45 percent indirect interest in Verizon Wireless in atransaction valued at approximately $130 billion. As previously announced, thetransaction is immediately accretive to Verizon's earnings per share byapproximately 10 percent, excluding any non-operational adjustments. "This is a great day for Verizon," said Lowell McAdam, Verizon chairman andCEO. "The new Verizon now has full ownership of the U.S. wireless industryleader in network performance, profitability and cash flow. AcquiringVodafone's stake in Verizon Wireless provides us with opportunities for greaterfinancial flexibility, enhanced operational efficiency and innovations thatwill benefit customers. We are confident it will fuel further growth in ourbusiness." McAdam continued: "Over the past 14 years, Verizon Wireless has become thelargest and most profitable wireless company in the U.S., and this could nothave been achieved without the successful partnership between Verizon andVodafone. We look forward to continuing to provide superior solutions andservices to meet our customers' evolving demands and delivering significantvalue to our shareholders." As previously announced, pursuant to the stock purchase agreement, Verizonissued 1,274,764,121 common shares to shareholders of Vodafone as the stockportion of the consideration for Vodafone's 45 percent indirect interest inVerizon Wireless. Verizon used proceeds from capital markets transactionsoccurring in September 2013 and February 2014, as well as $6.6 billion borrowedon Feb. 21, 2014 under its Term Loan Credit Agreement, dated Oct. 1, 2013, forthe payment of the cash portion of the consideration to Vodafone and relatedfees and expenses. Guggenheim Securities LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLCand Paul J. Taubman served as lead financial advisers to Verizon. Barclays andBofA Merrill Lynch served as financial advisers to Verizon. Wachtell, Lipton,Rosen & Katz and Macfarlanes LLP served as transaction counsel to Verizon, andDebevoise & Plimpton LLP advised Verizon on its debt financings. Founded in 2000 as a joint venture of Verizon and Vodafone, Verizon Wirelessreported $81.0 billion in operating revenues in 2013. Operating income marginwas 32.1 percent in 2013. Investor Webcast Scheduled for Monday McAdam will provide further comment during an investor presentation on Monday,Feb. 24, the first full day of trading for the new Verizon. Fran Shammo,Verizon executive vice president and CFO, will also participate in the webcast,which will begin at 8:30 a.m. Eastern time. Website access instructions, a newsrelease and presentation slides will be available prior to the presentation onVerizon's Investor Website at www.verizon.com/investor. Verizon Communications Inc. (NYSE, Nasdaq: VZ), headquartered in New York, is aglobal leader in delivering broadband and other wireless and wirelinecommunications services to consumer, business, government and wholesalecustomers. Verizon Wireless operates America's most reliable wireless network,with nearly 103 million retail connections nationwide. Verizon also providesconverged communications, information and entertainment services over America'smost advanced fiber-optic network, and delivers integrated business solutionsto customers in more than 150 countries. A Dow 30 company with more than $120billion in 2013 revenues, Verizon employs a diverse workforce of 176,800. Formore information, visit www.verizon.com. VERIZON'S ONLINE NEWS CENTER: Verizon news releases, executive speeches andbiographies, media contacts and other information are available at Verizon'sonline News Center at newscenter.verizon.com. The news releases are availablethrough an RSS feed. To subscribe, visit newscenter.verizon.com/corporate/feeds. Forward-Looking Statements In this communication we have made forward-looking statements. These statementsare based on our estimates and assumptions and are subject to risks anduncertainties. Forward-looking statements include the information concerningour possible or assumed future results of operations. Forward-lookingstatements also include those preceded or followed by the words "anticipates,""believes," "estimates," "hopes" or similar expressions. For those statements,we claim the protection of the safe harbor for forward-looking statementscontained in the Private Securities Litigation Reform Act of 1995. Thefollowing important factors, along with those discussed in our filings with theSecurities and Exchange Commission (the "SEC"), could affect future results andcould cause those results to differ materially from those expressed in theforward-looking statements: the ability to realize the expected benefits of ourtransaction with Vodafone in the timeframe expected or at all; an adversechange in the ratings afforded our debt securities by nationally accreditedratings organizations or adverse conditions in the credit markets affecting thecost, including interest rates, and/or availability of further financing;significantly increased levels of indebtedness as a result of the Vodafonetransaction; changes in tax laws or treaties, or in their interpretation;adverse conditions in the U.S. and international economies; material adversechanges in labor matters, including labor negotiations, and any resultingfinancial and/or operational impact; material changes in technology ortechnology substitution; disruption of our key suppliers' provisioning ofproducts or services; changes in the regulatory environment in which weoperate, including any increase in restrictions on our ability to operate ournetworks; breaches of network or information technology security, naturaldisasters, terrorist attacks or acts of war or significant litigation and anyresulting financial impact not covered by insurance; the effects of competitionin the markets in which we operate; changes in accounting assumptions thatregulatory agencies, including the SEC, may require or that result from changesin the accounting rules or their application, which could result in an impacton earnings; significant increases in benefit plan costs or lower investmentreturns on plan assets; and the inability to implement our business strategies. SOURCE Verizon Communications Inc.

CONTACT: Bob Varettoni, 908-559-6388, [email protected]