Acquisition of Preferred Stock, etc. Issued by BB Mobile Corp. to Yahoo Japan Corporation
SOFTBANK CORP. (hereafter “the Company”) announces that the Company concluded the purchase and sales agreement with Yahoo Japan Corporation, a subsidiary of the Company (head office: Minato-ku, Tokyo; Representative: Masahiro Inoue, hereafter “Yahoo”), under which the Company acquires class 1 preferred stock and stock acquisition rights issued by the Company's subsidiary, BB Mobile Corp. (head office: Minato-ku, Tokyo; Representative; Masayoshi Son, hereafter “BBM”) to Yahoo.
The class 1 preferred stock and acquisition rights were issued in April 2006 to Vodafone International Holdings B.V. (hereafter “Vodafone”) and Yahoo *1 , in connection with the acquisition of Vodafone K.K. (currently SOFTBANK MOBILE Corp., head office: Minato-ku, Tokyo; Representative: Masayoshi Son).
In December 2010, the Company acquired the class 1 preferred stock and stock acquisition rights from Vodafone *2 . After this acquisition from Yahoo, all the class 1 preferred stock and stock acquisition rights issued by BBM will be held by the Company.
- *1 Please refer to the press release “ SOFTBANK to acquire Vodafone K.K., to establish mobile communications business alliance with Yahoo! JAPAN ” on March 17, 2006.
- *2 Please refer to the press release “ Acquisition of Preferred Stock, etc. Issued to Vodafone Group ” on November 9, 2010.
1. Summary of the sales and purchase agreement
(1) Assets to be acquired by SOFTBANK CORP.
- a) Class 1 preferred stock issued by BBM to Yahoo (600,000 shares)
- b) Stock acquisition rights issued by BBM to Yahoo (98 rights)
(2) Acquisition cost
JPY 120.0 billion in total for the assets listed in above (1).
In addition to the acquisition cost, the Company shall also pay an amount equivalent to the interest on the acquisition cost for the period from the acquisition date to the payment date, which is scheduled at the end of March 2013.
(3) Schedule
| Date of agreement | January 25, 2011 |
|---|---|
| Date of acquisition | January 28, 2011 |
| Date of payment | end of March 2013 (tentative) |
Reference:
BBM's class 1 preferred stock to be acquired by the Company is redeemable at any time upon prior notice by BBM. No dividend will be paid up to March 31, 2013. From April 1, 2013, the issue price multiplied by 0.12 plus 5-year swap rate shall be distributed as dividend.
2. Impact on consolidated financial results
The transaction based on this purchase and sales agreement will be eliminated in consolidation. This transaction will cause minor impact on the consolidated financial results for the fiscal year ending March 2011.
3. Others
Yahoo, as a member of the SOFTBANK Group, will continue to provide a variety of content for Yahoo! Keitai, a portal for SoftBank mobile phones, and applications for iPhone.
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