August 19, 2020

SoftBank Group Corp.

Establishment of Subsidiary through Incorporation-type Company Split of Subsidiary

SoftBank Group Corp. ("SBG") announced today that its wholly owned subsidiary SoftBank Group Japan Corporation ("SBGJ") decided on an incorporation-type company split, in which all the rights and obligations of SBGJ in relation to fund procurement using shares of Alibaba Group Holding Limited ("Alibaba") held by SBGJ will be transferred into a newly-established company, Skybridge Corporation ("Skybridge") (the "Company Split"). Concurrently, SBGJ decided to deliver all the shares of Skybridge, which will be allocated to SBGJ through the Company Split, to SBG as a dividend of surplus. The details are as below.

1. Purpose of establishment of subsidiary through the Company Split

SBGJ is a wholly owned subsidiary of SBG and holds shares in Alibaba and SoftBank Corp., which are the most material investment assets of SBG. By carving out Alibaba shares held by SBGJ that are being used to procure funds and having Skybridge hold them, the Company Split is intended to improve SBGJ's management efficiency.

2. Outline of the new subsidiary

Newly incorporated company

(Scheduled on October 1, 2020)

(1)

Trade name

Skybridge Corporation

(2)

Address

1-9-1Higashi-shimbashi,Minato-ku, Tokyo

(3)

Name of representative

Norikazu Oba, Representative Director

(4)

Founded

October 1, 2020 (scheduled)

(5)

Nature of business

Holding company

(6)

Share capital

JPY 1 million

(7)

Number of shares issued

1,000,000 shares

(8)

Fiscal year-end

March 31

(9)

Shareholder and its

SoftBank Group Corp.: 100%

shareholding ratio

Net sales

Operating income

Ordinary income

Net income

Total assets

Net assets

  • As Skybridge Corporation is to be incorporated through the Company Split, there are no figures for net sales, etc.

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3. Outline of the splitting company

Splitting company

(as of August 19, 2020)

(1)

Trade name

SoftBank Group Japan Corporation

(2)

Address

1-9-1Higashi-shimbashi,Minato-ku, Tokyo

(3)

Name of representative

Masayoshi Son, Representative Director

(4)

Founded

January 26, 2001

(5)

Nature of business

Holding company

(6)

Share capital

JPY 188,797 million (as of August 19, 2020)

(7)

Number of shares issued

155,974,137 shares (as of August 19, 2020)

(8)

Fiscal year-end

March 31

(9)

Shareholder and its shareholding

SoftBank Group Corp.: 100%

ratio

Net sales (fiscal year ended March

31, 2020; the same applies hereafter)

-

Operating income

JPY 37 million loss

Ordinary income

JPY 276,900 million

Net income

JPY 643,385 million

Total assets

JPY 2,635,088 million

Net assets

JPY 2,113,216 million

4. Number of shares to be acquired, acquisition price, and share ownership before and after acquisition

(1)

Number of shares held before transfer

- shares

(2)

Number of shares to be acquired

1,000,000 shares

(3)

Acquisition price

Delivered to SBG as a dividend of surplus

(4)

Number of shares held after transfer

1,000,000 shares

(number of voting rights: 1,000,000)

(voting rights holding ratio: 100%)

5.

Timeline

Decision of the directors of SBGJ

August 19, 2020

Resolution by Shareholders' Meeting of SBGJ

September 23, 2020 (scheduled)

Effective date of the Company Split

October 1, 2020 (scheduled)

6.

Future outlook

As both the companies involved in the Company Split are wholly owned subsidiaries of SBG, the impact of the Company Split on SBG's consolidated financial results will be minor.

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Disclaimer

SoftBank Group Corporation published this content on 19 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 August 2020 05:01:03 UTC