Announcement on Senior Loan Guarantee in Relation to Preparations to List SoftBank Corp.
SoftBank Group Corp. (“SBG”) announces that it has obtained the necessary consents from its lenders, to release the guarantee provided by SoftBank Corp. to the loan (the “Senior Loan”) made pursuant to the loan agreement dated November 2, 2017. The consent will become effective provided that the listing of SoftBank Corp. shares is approved by the Tokyo Stock Exchange.
Once the guarantee provided by SoftBank Corp. to the Senior Loan, a part of which are applicable to the obligations for loans made to repay SBG's obligations pursuant to the loan agreement dated September 13, 2013, are released, all other guarantees provided by SoftBank Corp. to SBG's other loans and unsecured straight corporate bonds, including to yen-denominated and foreign currency-denominated bonds, will also be released, successively, subject to the formalities stipulated in the respective terms of agreements, bond prospectuses, and indentures. This will result in all of SBG's liabilities becoming unguaranteed.
The release of the guarantees will be executed in preparation to list SoftBank Corp. shares as announced by SBG and SoftBank Corp. in “SoftBank Group Corp. and SoftBank Corp. Commence Preparations to List SoftBank Corp. Shares” dated February 7, 2018. Preparations for the listing will be conducted based on the premise that SoftBank Corp. will continue to be an important consolidated subsidiary within SBG's telecommunications business, after listing. In addition, SBG will determine the group and capital structure that maximizes its corporate value and ensures sound financial discipline, while taking into account the impact of SoftBank Corp.'s listing on SBG's creditworthiness and cash flow. However, there has been no decision on which exchange, including the Tokyo Stock Exchange, to list the shares of SoftBank Corp. There is also a possibility that a decision not to list SoftBank Corp. shares could be made following reviews and studies conducted during the preparation process.
This press release does not constitute an offer of securities in the United States. The SoftBank Corp. shares referred to above have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration thereunder or an applicable exemption from registration requirements.
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