Press Releases 2006

Vodafone K.K. and other receive approval on application of the Law on Special Measures for Industrial Revitalization

Jun. 9, 2006

SOFTBANK CORP. (“SOFTBANK”) announces that two of its consolidated subsidiaries, Vodafone K.K. (head office: Minato-ku, Tokyo; Representative: Masayoshi Son, hereinafter “Vodafone”) and BB Mobile Corp. (head office: Minato-ku, Tokyo; Representative: Masayoshi Son, hereinafter “BB Mobile”) had submitted their business restructuring plan pursuant to Article 3-1 of the Law on Special Measures for Industrial Revitalization (hereinafter “the Revitalization Law”) and the plan was approved as of today by the Minister of Internal Affairs and Communications.

The business restructuring plan includes share exchange between BB Mobile and Vodafone, which enables a change in business structure by making BB Mobile a wholly-owning parent company of Vodafone and by making Vodafone a wholly-owned subsidiary of BB Mobile. The plan aims for further improving enterprise value of SOFTBANK through an establishment of strategically integrated business models through collaborating with other Softbank Group companies, provision of innovative mobile services, and strengthening sales force and earning power, enhancement of higher operational effectiveness and competitiveness by integrating telecommunication infrastructure.

BB Mobile currently holds 99.54% of Vodafone shares by methods including the tender bid offer targeting common stock of Vodafone, completed in April this year. According to the relevant business restructuring plan, BB Mobile plans to make Vodafone its wholly-owned subsidiary by share exchange arrangement* through delivery of cash in accordance with the Revitalization Law, after obtaining necessary approvals from relevant institutions and the Minister of Internal Affairs and Communications for the share exchange through delivery of cash based on the Revitalization Law. More details regarding the timing, the amount of cash and such will be announced immediately upon finalization.

[Note]
  • *Please refer to the chart below for the overview of share exchange through delivery of cash.

As for the shares held by minor shareholders of Vodafone, share exchange through delivery of cash is planned to be executed after obtaining approval from the Minister of Internal Affairs and Communications based on the Revitalization Law. (BB Mobile will acquire the shares held by relative minor shareholders by delivering cash.)

After this procedure, Vodafone will become a wholly-owned subsidiary of BB Mobile. Shareholders are to be informed on specifics of the method after obtaining the relative approval.

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