Issue of the 36th Unsecured Straight Corporate Bond and the 37th Unsecured Straight Corporate Bond
SOFTBANK CORP. (the “Company”) announces that it has determined the following terms and conditions for the issuance of its 36th unsecured straight corporate bond (also known as the “Fukuoka SoftBank HAWKS Bond”) and 37th unsecured straight corporate bond.
1. The 36th Unsecured Straight Corporate Bond
| 1. Bond name | 36th SOFTBANK CORP. Unsecured Straight Corporate Bond with inter-bond pari passu clause | |
|---|---|---|
| 2. Total amount of issue | JPY 100 billion | |
| 3. Denomination per bond | JPY 1 million | |
| 4. Coupon rate | 1.00% per annum | |
| 5. Issue price | 100% of the principal amount | |
| 6. Redemption price | 100% of the principal amount | |
| 7. Maturity and redemption | (a) Maturity date | June 17, 2016 (5 years) |
| (b) Redemption | The bonds will be redeemed in full upon maturity. The bonds may also be repurchased and redeemed at any time commencing from the first day following the closing date, subject to requirements of the book-entry transfer institution. | |
| 8. Coupon payment dates | June 17 and December 17 of each year | |
| 9. Offering period | June 6, 2011 to June 16, 2011 | |
| 10. Closing date | June 17, 2011 | |
| 11. Method of offering | Offering to the general public | |
| 12. Collateral | No collateral or guarantee is pledged and no assets are specifically reserved to secure these bonds. | |
| 13. Covenants | Negative pledge clause and clause for transformation from unsecured to secured status | |
| 14. Underwriters |
Nomura Securities Co., Ltd.
Daiwa Securities Capital Markets Co. Ltd. SMBC Nikko Securities Inc. Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. Mizuho Securities Co., Ltd. SBI SECURITIES Co., Ltd. Okasan Securities Co., Ltd. Cosmo Securities Co., Ltd. Tokai Tokyo Securities Co., Ltd. | |
| 15. Place for handling subscriptions | Head office and domestic branches of underwriters | |
| 16. Trustee | Aozora Bank, Ltd. | |
| 17. Application of Act on Transfer of Company Bonds, Shares, etc. | The Act on the Transfer of Company Bonds, Shares, etc. will apply to these bonds. | |
| 18. Book-entry transfer institution | Japan Securities Depository Center, Inc. | |
| 19. Rating | A- (Japan Credit Rating Agency, Ltd.) | |
| 20. Use of proceeds | Redemption of bonds, repayment of borrowings, and payments relating to the December 2010 acquisition of preferred stock issued by a consolidated subsidiary | |
- * Regarding the 36th unsecured straight corporate bond, the Company prepares gifts (sports towels (Imabari Towel) featuring the “White Family” father the cheerleader) for all subscribers to this bond. The Company will also hold a prize drawing for such bond subscribers, where 20 lucky couples (40 people) will win a pair of tickets and one night's hotel accommodation for two for the Fukuoka SoftBank HAWKS' 2012 season home opening game.
- * Imabari Towel is a registered trademark of the Shikoku Towel Industrial Association.
2. The 37th Unsecured Straight Corporate Bond
| 1. Bond name | 37th SOFTBANK CORP. Unsecured Straight Corporate Bond with inter-bond pari passu clause | |
|---|---|---|
| 2. Total amount of issue | JPY 30 billion | |
| 3. Denomination per bond | JPY 100 million | |
| 4. Coupon rate | 0.65% per annum | |
| 5. Issue price | 100% of the principal amount | |
| 6. Redemption price | 100% of the principal amount | |
| 7. Maturity and redemption | (a) Maturity date | June 10, 2014 (3 years) |
| (b) Redemption | The bonds will be redeemed in full upon maturity. The bonds may also be repurchased and redeemed at any time commencing from the first day following the closing date, subject to requirements of the book-entry transfer institution. | |
| 8. Coupon payment dates | June 10 and December 10 of each year | |
| 9. Offering period | June 3, 2011 | |
| 10. Closing date | June 10, 2011 | |
| 11. Method of offering | Offering to the general public | |
| 12. Collateral | No collateral or guarantee is pledged and no assets are specifically reserved to secure these bonds. | |
| 13. Covenants | Negative pledge clause | |
| 14. Underwriters |
Mizuho Securities Co., Ltd.
Citigroup Global Markets Japan Inc. Merrill Lynch Japan Securities Co., Ltd Barclays Capital Japan Limited | |
| 15. Place for handling subscriptions | Head office and domestic branches of underwriters | |
| 16. Trustee | Mizuho Corporate Bank, Ltd. | |
| 17. Application of Act on Transfer of Company Bonds, Shares, etc. | The Act on the Transfer of Company Bonds, Shares, etc. will apply to these bonds. | |
| 18. Book-entry transfer institution | Japan Securities Depository Center, Inc. | |
| 19. Rating | A- (Japan Credit Rating Agency, Ltd.) | |
| 20. Use of proceeds | Repayment of borrowings | |
This press release relates to offerings of Japanese Yen-denominated Bonds (the “Bonds”) that are intended to be directed into Japan and its residents thereof in accordance with the laws, customary practices and documentation of Japan. This press release does not constitute an offer of any securities for sale in the United States. The Bonds have not been registered under the United States Securities Act of 1933, as amended (the “Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Act.
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