• New 50/50 joint venture company established to manage shared physical infrastructure.
• Companies to pool site portfolios and ancillary infrastructure on over 2000 sites.
• Both companies will continue to run their own radio equipment and spectrum independently of each other.

Dublin, 13th July 2012, Vodafone Ireland and Three Ireland today announced a strategic partnership agreement creating a 50/50 joint venture company to share their physical network and site infrastructure at over 2000 locations across the country. Both companies will continue to run the 'intelligent' elements of the network separately, including their core network capabilities and service platforms, as well as manage their own radio equipment and spectrum independently.

This strategic partnership is the first of its kind in Ireland whereby the joint venture company¹ will manage the rapid roll-out of a consolidated portfolio of shared network sites and infrastructure as well as the maintenance and on-going operational service and associated equipment. Both companies will also benefit from increased purchasing leverage, an increased fibre footprint and the opportunity to expand mobile network coverage for customers.

Consolidation of network sites and the transmission infrastructure of competing telecommunications companies is underway industry-wide, across many markets. Under this agreement, duplicate sites will be decommissioned, and each company will have access to the other's sites. Both companies will continue to remain independently responsible for what technology and spectrum is deployed on a site-by-site basis and what standard of service customers experience. Each operator retains the flexibility to invest in dedicated sites and equally to choose the pace and degree of new technology deployment according to the level of service each company plans to deliver.

Jeroen Hoencamp, CEO Vodafone Ireland, said: "Securing future investment for technologies in a competitive market is critical to maintaining a sustainable business. We believe this partnership will place Vodafone in a stronger position to commit to future investment in our network, and the products and services we provide to customers.

"This agreement, in which infrastructure is shared between both parties, means we can concentrate investment on the intelligent part of the network that will ultimately deliver a better experience for Vodafone customers. At a retail level we will continue to compete aggressively against one another and with other operators, to offer value and innovative services to consumers and businesses across the country."

Welcoming the partnership, Robert Finnegan CEO of Three, commented: "Around the world, operators are adopting a network sharing and consolidation strategy that delivers cost efficiencies and rapid network expansion with the roll-out of new technologies such as LTE, whilst still competing fiercely on customer service and acquisition. Today's announcement is significant for Irish consumers - jointly we're creating the largest physical network in Ireland with the best network quality and service. As a result of this agreement we expect to be able to deliver the latest technologies to our customers faster than ever before. This new joint venture combines the best of both networks and will be the smart choice for the savvy mobile customer."

The new company is expected to be fully operational from the Autumn and will be headquartered in Dublin. The managing director will be appointed from an independent pool of talent and the new company will have its own management board. Approximately 80 employees will transfer from Vodafone Ireland and Three Ireland to the new joint venture company after a consultation period. These will include employees that currently work in the radio and transmission teams, the Network Operations Centre, and some support roles.

Notes to Editors

1. The new 50/50 joint venture company, owned by Vodafone Ireland and Three Ireland, will be responsible for:
1. The execution of the agreed network infrastructure consolidation plan.
2. Consolidated Transmission Network.
3. The operation and maintenance of all sites.
4. The building of all new sites.

For more information please contact:
Rachel Channing
PR & Communications Director, Three
+353 8300 28518
Or alternatively email 3PR@three.ie.

About Three

• Three is 100% owned by Hutchison Whampoa Limited, a leading international corporation committed to innovation and technology. HWL own various businesses around the globe, from port operators and retailers to property development and infrastructure and of course the most technologically-advanced and marketing-savvy telecommunications operators.
• Before launching Three, HWL ran the network Orange, which it later sold. HWL used the profits from this sale to buy the first 3G licences. Three worldwide now holds 3G licences in Ireland, Austria, Denmark, Hong Kong, Italy, Macau, Sweden and the UK.
• Three launched in 2005 and is Ireland's largest high-speed network.
• So far, Three has invested over €800 million in building its Irish network.
• Three has opened over 49 of its own retail stores in Ireland, called 3Stores.
• In December 2008, Three won the Government contract to roll-out broadband services to the final 10% of Ireland under the National Broadband Scheme. The Scheme was completed on time and in budget in December 2010.
• Three was the first to launch mobile broadband in Ireland with a datacard modem in 2006, as well as being the first operator in Ireland to offer a pre-paid mobile broadband service. Three operates the most advanced high speed network in the country and uses technology to support speeds of up to 21 mb per second.
• Three has 99.5% population coverage, 96% broadband and mobile internet population coverage.

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