Issue of the 63rd Unsecured Straight Corporate Bond
SoftBank Group Corp. (“SBG”) announced today that it has determined the following terms and conditions for the issuance of its 63rd unsecured straight corporate bond (also known as the “Fukuoka SoftBank HAWKS Bond”) (the “Bond”).
| The 63rd Unsecured Straight Corporate Bond | |
|---|---|
| 1. Total amount of issue | JPY 550.0 billion |
| 2. Denomination per bond | JPY 1 million |
| 3. Interest rate | 3.03% per annum |
| 4. Issue price | 100% of the denomination per bond |
| 5. Redemption price | 100% of the denomination per bond |
| 6. Term | 7 years |
| 7. Maturity date | June 13, 2031 |
| 8. Redemption | The Bond will be redeemed in full upon maturity. The Bond 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. |
| 9. Interest payment dates | June 14 and December 14 of each year |
| 10. Offering period | From June 3, 2024 to June 13, 2024 |
| 11. Issue date | June 14, 2024 |
| 12. Method of offering | Public offering in Japan |
| 13. Offerees | Mainly individual investors |
| 14. Collateral | No collaterals are set up for the Bond and no assets are specifically reserved to secure the Bond. |
| 15. Guarantee | None |
| 16. Covenants | Negative pledge clause, clause for transformation from unsecured to secured status, and net worth maintenance clause |
| 17. Underwriters | Daiwa Securities Co. Ltd. SMBC Nikko Securities Inc. Nomura Securities Co., Ltd. SBI SECURITIES Co., Ltd. Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. Mizuho Securities Co., Ltd. Okasan Securities Co., Ltd. IwaiCosmo Securities Co., Ltd. Tokai Tokyo Securities Co., Ltd. Mito Securities Co., Ltd. Nishi-Nippon City Tokai Tokyo Securities Co., Ltd. |
| 18. Trustee | Aozora Bank, Ltd. |
| 19. Credit rating | A（Japan Credit Rating Agency, Ltd.） |
| 20. Use of proceeds | To be allocated to a part of the redemption of the domestic bond that will reach maturity on June 14, 2024, and a part of the second installment of USD 4.1 billion due in August 2024 for the consideration of Arm Holdings plc shares, acquired from SoftBank Vision Fund 1 in August 2023. |
Note:
This press release is related to the offering of Japanese Yen-denominated Bond that is intended to be directed into Japan and its residents thereof in accordance with the law, customary practices, and documentation in Japan. This press release does not constitute an offer of any securities for sale in the United States. The Bond has 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 application exemption from the registration requirements under the Act.
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