Toyota Tsusho to Acquire 85% of SB Energy Shares

Maximizing synergies in the renewable energy businesses of both companies to accelerate Carbon Neutral initiatives

February 9, 2023

Toyota Tsusho Corporation
SoftBank Group Corp.

Toyota Tsusho Corporation (“Toyota Tsusho”) and SoftBank Group Corp. (“SBG”) today agreed to a transaction (“Transaction”) pursuant to which Toyota Tsusho will acquire an 85% stake in SB Energy Corp. ("SB Energy"), a Japanese wholly-owned subsidiary of SBG, with the aim of maximizing synergies in the renewable energy businesses of both companies and their group companies.

Upon completion of the Transaction, SB Energy will become a subsidiary of Toyota Tsusho with 85% stock ownership ratio and an affiliate of SBG with 15% stock ownership ratio. In addition, Toyota Tsusho and SBG will explore collaborative efforts among their group companies in the renewable energy businesses, such as joint development of renewable energy, electric power supply and demand adjustment, and so on, aiming toward achieving Carbon Neutrality.

Having prioritized renewable energy strategy in its Mid-term Business Plan, Toyota Tsusho has been actively expanding its renewable energy businesses in Japan and beyond, primarily through its subsidiary Eurus Energy Holdings Corporation (“Eurus Energy”) which is the largest wind power generator in Japan. Eurus Energy owns a renewable energy generation capacity of approximately 3,701MW (as of December 2022), including 3,055MW of wind power and 350MW of solar power, and is further engaged in new business capitalizing on existing renewable energy businesses, including energy management projects and virtual power plant (“VPP”) demonstration projects.

In July 2021, the Toyota Tsusho Group announced its goal of reducing greenhouse gas (“GHG”) emissions by 50% from the 2019 level by 2030 and achieving Carbon Neutrality by 2050. In November 2021, it laid out its “Carbon Neutral Roadmap 2030” as part of its constructive expansion of businesses that contribute to GHG reduction throughout the industrial life cycle.

SBG established SB Energy in October 2011 in response to the Great East Japan Earthquake that struck on March 11, 2011, and has since constructed and operated a total of 773.0MW in Japan (as of January 2023), including 667.1MW of solar power and 55.9MW of wind power, as well as abroad, including 50MW of wind power in the Gobi Desert, Mongolia. SBG has managed to build a model case for the promotion of renewable energy which is a safe, secure source of power with continuous supply, and has also contributed to an increase in the volume of renewable energy adopted in Japan and beyond. SBG has also undertaken leading-edge businesses that have strong affinity with the Toyota Tsusho Group, such as the Bits business, which is an energy platform construction operation including VPP projects, and the Mobility business, building new business models through energy time-shifting by coordinating the use of renewable energy and electric vehicle batteries or stationary power storage systems. Furthermore, the SoftBank Group is engaged in renewable electricity generation in the United States through SB Energy Global Holdings Limited^* and is investing in technologies concerning renewable energy through funds within the SoftBank Group. Through these efforts and the collaboration explored involving group companies of both parties, SBG aims to realize a decarbonized society with its group goal of “Achieving Carbon Neutrality by Fiscal 2030,” and will continue to focus on the technological advancement in the renewable energy front.

With SB Energy joining under Toyota Tsusho’s umbrella, the Toyota Tsusho Group will become one of Japan's largest power generators not only in wind power but also in solar power. The Toyota Tsusho Group will be capable of further promoting the penetration of renewable energy and meeting a wider range of market needs through SB Energy's electric power supply and demand adjustment centered on VPPs in Bits business, creation of stable demand for renewable energy addressed in the Mobility business, and the use of latest technologies owned by SB Energy's portfolio companies. Toyota Tsusho intends to further expand the amount of renewable energy introduced in Japan and abroad, and at the same time, promote Carbon Neutrality initiatives by accelerating the creation of new businesses that utilize renewable energy responding to market needs and the evolution of technology in the renewable energy sector.

Ichiro Kashitani, President & CEO, Toyota Tsusho said,
“I am confident that SB Energy's expertise in advanced efforts will provide us the opportunity to further promote our Carbon Neutrality efforts in an unparalleled way. The Toyota Tsusho Group will continue to contribute to the realization of a decarbonized society to pass on a better global environment to the future generations.”

Masayoshi Son, Representative Director, Corporate Officer, Chairman & CEO, SoftBank Group Corp. and Director & Chairman, SB Energy, said,
“The Great East Japan Earthquake has driven us to establish SB Energy to build a model case for the promotion of renewable energy and also contribute to an increase in the volume of renewable energy. We are delighted to work with Toyota Tsusho, a leading company in the industry, to take the promotion of renewable energy to the next level toward further growth in the future.”

*Important note: SB Energy Global Holdings Limited is a separate entity that operates entirely in the United States and is not impacted by this transaction.

Overview of SB Energy Corp.

Company name	SB Energy Corp.
Location	TOKYO PORTCITY TAKESHIBA Office Tower, 1-7-1 Kaigan, Minato-ku, Tokyo
Established	October 6, 2011
Representative	Shigeki Miwa, Representative Director & CEO
Business description	1. Generating and storing electricity from renewable energy sources, etc., supplying and selling electricity and heat. 2. Installing, selling, operating, and maintaining equipment used for generating and storing electricity from renewable energy sources, etc. 3. Planning, producing, and operating various events related to renewable energy, etc. 4. Researching and providing information related to renewable energy, etc. 5. Services related to adjusting the supply and demand of electric power. 6. Investing in, acquiring, holding, and using securities. 7. Buying and selling, leasing, broking, and managing real estate, and other services related to real estate. 8. Dealing in secondhand articles and services related to brokerage thereof. 9. Granting monetary loans, mediating monetary loans, guaranteeing obligations, financial instruments business, and other financial businesses. 10. Providing various services, and training and consulting services pertaining to the preceding items. 11. Other services incidental to the preceding items.

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