MasOrange & Vodafone Form €10B FibreCo to Consolidate Spain's Fibre Market

Spanish telcos MasOrange and Vodafone are set to form a new fibre-to-the-home (FTTH) company combining their FTTH assets, potentially reaching a combined enterprise value of €7.5-10 billion including debt. The new FibreCo would cover around 12 million premises: MasOrange contributing approximately 9 million FTTH connections, and Vodafone supplying about 3 million plus existing cable-network customers.

In the proposed ownership structure, MasOrange will hold 50%, Vodafone 10%, and an external investment partner around 40%. The institutional investor's stake, likely pension funds or insurers, is expected to cost between €1.5 billion and €2 billion. MasOrange will lead operations and control, with Vodafone as minority shareholder.

A key feature: The combined firm will not be a full network wholesale entity. It will primarily serve its parent companies' end users (Vodafone's fixed broadband base plus MasOrange's fibre customers), rather than offering wholesale access to third parties. This design appears tailored to mitigate regulatory concerns about market dominance and foreclosure.

The deal is part of Vodafone's strategic expectation to migrate its cable customers and hybrid fibre-coax (HFC) lines toward full fibre where possible, and align its future broadband network roadmap with MasOrange's build-out. Additionally, Vodafone is reportedly in discussions with Telefónica to use its infrastructure in some areas, further supporting network convergence.

By consolidating FTTH assets, the new FiberCo may achieve economies of scale, reduce capital intensity per premise, accelerate rollout, and streamline maintenance and operations. The move may also alleviate competitive pressure in Spain's broadband market, where multiple fixed and cable players compete.