On September 18, 2023 (U.K. time), Arm Holdings plc (“Arm”), a subsidiary of SoftBank Group Corp. (“SBG”), announced the closing of the initial public offering (the “IPO”) of 102,500,000 American depositary shares (“ADSs”), representing its ordinary shares, at a price to the public of $51.00 per ADS, including the underwriters’ full exercise of their option to purchase up to an additional 7,000,000 ADSs to cover over-allotments. Arm’s ADSs began trading on the Nasdaq Global Select Market on September 14, 2023, under the ticker symbol “ARM.” All of the ADSs in the IPO were sold by Kronos II LLC, an indirect wholly-owned subsidiary of SBG.
In the six-month period ending September 30, 2023, SBG expects to receive the proceeds from the disposal of $5,123 million, after the underwriting discount and commissions but before the payment of expenses. Since Arm will continue to be a subsidiary of SBG, the gain on the disposal will not be recorded in the consolidated statement of profit or loss in SBG’s consolidated financial statements. The amount equivalent to the gain on the disposal will be recorded as capital surplus in the consolidated statement of financial position.
A registration statement on Form F-1 relating to the IPO has been filed with the U.S. Securities and Exchange Commission (the “SEC”) and was declared effective on September 13, 2023. The IPO is being made only by means of a prospectus. Copies of the prospectus relating to the IPO may be obtained by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus may be obtained from Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 1-888-603-5847 or by email at barclaysprospectus@broadridge.com; Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at 866-471-2526 or by email at prospectus-ny@ny.email.gs.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 866-803-9204 or by email at prospectus-eq_fi@jpmorganchase.com or Mizuho Securities USA LLC, Attention: U.S. ECM Desk, 1271 Avenue of the Americas, New York, NY 10020, by telephone at (212) 205-7602 or by email at US-ECM@mizuhogroup.com. There is no solicitation or offering in Japan in the IPO.
This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the U.S. Securities Act of 1933, as amended.
