On 31 December 2024, Swisscom completed its acquisition of Vodafone Italia for €8 billion — the largest Italian deal of the year, and Vodafone Group's highest-value market exit of the past decade. The combined entity, rebranded Fastweb + Vodafone, is now Italy's second-largest integrated telecommunications operator, behind Telecom Italia (TIM).

For Vodafone Group, the sale marked the acceleration of a multi-year asset disposal programme. For Swisscom, it represented an €8 billion bet that Italian telecommunications consolidation would create sustainable economic value. Both sides had strong incentives. Vodafone's Italian operation had struggled for years with competitive pressure and sub-scale economics. Swisscom's Fastweb subsidiary had excellent fixed-line infrastructure but limited mobile capacity.

The 7.6× multiple: what's inside it

Vodafone Group disclosed that the deal valued Vodafone Italia at 7.6× consensus adjusted EBITDAaL for FY24, where EBITDAaL (EBITDA after leases) is the standard European telecom profitability metric. This is at the top end of recent Italian telecom transaction comparables.

Vodafone highlighted that this represented the highest OpFCF multiple of any Vodafone market exit in the past 10 years — a useful disclosure for understanding how the seller valued its own portfolio. The company received better pricing for Italy than for any of its other exits including Germany assets and other European operations.

Why Swisscom, not a larger player

The initial assumption among industry analysts was that a pan-European telecom giant — Deutsche Telekom, Orange, or TelefonicA — would be the natural acquirer for Vodafone Italia. None of them bid. Swisscom, a Swiss national telecom operator with a market cap a fraction of those players, won the asset.

The reason is structural: Swisscom had Fastweb. The combination thesis worked specifically because Fastweb's fixed-line strength and Vodafone Italia's mobile scale are complementary. A pure mobile player acquiring Vodafone Italia would have had network overlap, not network complementarity. The buyer that valued it most highly was the one for whom the strategic fit was most specific.

This illustrates a consistent principle in strategic M&A: the highest-valuing buyer is rarely the obvious one. It is the one for whom the specific assets of the target — not just its scale or brand — solve a strategic problem that no other acquisition could solve as efficiently.

Italy's consolidation dynamic

The Swisscom-Vodafone deal effectively moved Italy from four national mobile operators to three. The Italian telecom market had been structurally over-competitive: four operators fighting for market share in a country where subscribers had among the lowest ARPU in Western Europe. Consolidation from 4 to 3 players is consistently associated with improved pricing dynamics and margin recovery in European telecommunications — based on precedents in the Netherlands, Ireland, Austria, and Germany.

Regulatory approval from the EU Commission came with conditions (spectrum remedies and MVNO access obligations) but not with forced divestiture. That outcome was broadly in line with market expectations and reflects the EU's evolving stance on telecom consolidation.

In 2024, two logistics companies sold within months of each other. One was one of the largest freight networks in Europe. The other was a mid-sized cold-chain specialist. The larger company sold at 7.5× EBITDA. The smaller one sold at 14.5× EBITDA. nearly double.

The larger company was DB Schenker, acquired by DSV for €14.3 billion in a full cash transaction. The smaller one was Frigo-Trans, acquired by UPS. Same sector. Same year. Radically different multiples.

Understanding why is one of the most valuable things a business owner can do before deciding to sell.

The two deals side by side

Why did DSV pay only 7.5×?

Seven and a half times EBITDA is not a low multiple for a business of this size. The average EV/EBITDA for transport and logistics SMEs in DACH sits between 3.5× and 5.5×. DSV paid well above the market average for mid-sized players.

But the question is not whether 7.5× is low in absolute terms. The question is what capped it. and what business owners can learn from it.

Three factors compressed the multiple. First: integration complexity. DB Schenker is enormous. Integrating it into DSV's network requires years of systems alignment, cultural change, and operational restructuring. Buyers price that execution risk into the multiple. Second: revenue overlap. DSV and DB Schenker serve many of the same large corporate clients. An acquirer does not get 100% of that revenue. some customers will consolidate. Third: regulatory exposure. A deal of this size required approval from multiple competition authorities across jurisdictions. Uncertainty has a cost, and buyers discount for it.

Why did UPS pay 14.5× for Frigo-Trans?

Frigo-Trans operates ultra-low-temperature transport. a highly specialised segment with significant barriers to entry. The equipment is expensive and specialised, the operational expertise takes years to build, and the regulatory requirements are demanding.

That specialisation creates three things a buyer values above everything else: it removes competitive acquisition alternatives, it generates pricing power that generic operators do not have, and it produces contract-based, recurring revenue that is highly predictable.

What the sector benchmarks tell us

The DACH transport and logistics market in 2024 showed a wide dispersion of multiples. not because the market was inconsistent, but because the drivers of value vary dramatically by sub-sector. General road freight: 3.5–5.5×. E-commerce and last-mile specialists: 10–12×. Cold-chain and ultra-specialised segments: 12–14.5×.

The pattern is consistent: the more defensible the niche, the higher the multiple. The more commoditised the service, the lower. This holds across geographies and deal sizes.