This English translation of the financial report was prepared for reference purposes only and is qualified in its entirety by the original Japanese version. The financial information contained in this report is derived from our unaudited consolidated financial statements appearing in item 4 of this report.
SoftBank Group Corp.
Consolidated Financial Report
For the Fiscal Year Ended March 31, 2024 (IFRS)
Tokyo, May 13, 2024 | |||||||||||||||||
1. | Financial Highlights | (Millions of yen; amounts are rounded to the nearest million yen) | |||||||||||||||
(1) | Results of Operations | ||||||||||||||||
(Percentages are shown as year-on-year changes) | |||||||||||||||||
Net sales | Income | Net income | Net income | Total | |||||||||||||
attributable to | comprehensive | ||||||||||||||||
before income tax | |||||||||||||||||
owners of the parent | income | ||||||||||||||||
Amount | % | Amount | % | Amount | % | Amount | % | Amount | % | ||||||||
Fiscal year ended | ¥6,756,500 | 2.8 | ¥57,801 | - | ¥209,217 | - | ¥(227,646) | - | ¥2,241,441 | 378.8 | |||||||
March 31, 2024 | |||||||||||||||||
Fiscal year ended | ¥6,570,439 | 5.6 | ¥(469,127) | - | ¥(789,801) | - | ¥(970,144) | - | ¥468,140 | (32.3) | |||||||
March 31, 2023 | |||||||||||||||||
Ratio of net income | Ratio of income before | ||||||||||||||||
Basic earnings per share | Diluted earnings per | to equity, | |||||||||||||||
attributable to | income tax to total assets | ||||||||||||||||
(Yen) | share (Yen) | ||||||||||||||||
owners of the | (%) | ||||||||||||||||
parent (%) | |||||||||||||||||
Fiscal year ended | ¥(170.99) | ¥(174.20) | (2.3) | 0.1 | |||||||||||||
March 31, 2024 | |||||||||||||||||
Fiscal year ended | ¥(652.37) | ¥(662.41) | (10.2) | (1.0) | |||||||||||||
March 31, 2023 | |||||||||||||||||
Note: | |||||||||||||||||
* Loss on equity method investments | |||||||||||||||||
Fiscal year ended March 31, 2024: | ¥(38,641) | million | |||||||||||||||
Fiscal year ended March 31, 2023: | ¥(96,677) | million | |||||||||||||||
(2) | Financial Position | ||||||||||||||||
Equity | Ratio of equity | Equity per share | |||||||||||||||
Total assets | Total equity | attributable to | attributable to | attributable to | |||||||||||||
owners of the | owners of the parent | owners of the | |||||||||||||||
parent | to total assets (%) | parent (Yen) | |||||||||||||||
As of March 31, 2024 | ¥46,724,243 | ¥13,237,169 | ¥11,162,125 | 23.9 | 7,479.43 | ||||||||||||
As of March 31, 2023 | ¥43,936,368 | ¥10,649,215 | ¥9,029,849 | 20.6 | 5,888.94 | ||||||||||||
Note:
- "Equity per share attributable to owners of the parent" is based on "Equity attributable to owners of the parent" excluding the amount not attributable to ordinary shareholders.
(3) Cash Flows
Operating activities | Investing activities | Financing activities | Cash and cash | ||
equivalents | |||||
at the end of the year | |||||
Fiscal year ended | ¥250,547 | ¥(841,461) | ¥(606,222) | ¥6,186,874 | |
March 31, 2024 | |||||
Fiscal year ended | ¥741,292 | ¥547,578 | ¥191,517 | ¥6,925,153 | |
March 31, 2023 | |||||
2. Dividends
Dividends per share | |||||||
First quarter | Second quarter | Third quarter | Fourth quarter | Total | |||
(Yen) | (Yen) | (Yen) | (Yen) | (Yen) | |||
Fiscal year ended | - | 22.00 | - | 22.00 | 44.00 | ||
March 31, 2023 | |||||||
Fiscal year ended | - | 22.00 | - | 22.00 | 44.00 | ||
March 31, 2024 | |||||||
Fiscal year ending | - | 22.00 | - | 22.00 | 44.00 | ||
March 31, 2025 (Forecasted) | |||||||
Ratio of dividend | |||||||
Total amount of | Payout ratio | to equity | |||||
attributable to | |||||||
dividends | |||||||
(Consolidated) | owners of the | ||||||
(Annual) | |||||||
parent | |||||||
(Consolidated) | |||||||
(Millions of yen) | % | % | |||||
Fiscal year ended | 66,285 | - | 0.8 | ||||
March 31, 2023 | |||||||
Fiscal year ended | 64,496 | - | 0.7 | ||||
March 31, 2024 | |||||||
Fiscal year ending | - | ||||||
March 31, 2025 (Forecasted) | |||||||
- Notes
-
Significant changes in scope of consolidation (changes in scope of consolidation of specified subsidiaries): No
Newly consolidated: None
Excluded from consolidation: None
Note:
- Foreign subsidiaries prepare stand-alone financial statements only under circumstances where it is necessary under their local laws and practices. Applicability of Cabinet Office Ordinance on Disclosure of Corporate Affairs, etc. Article 19, Paragraph (10), Item (i) to (iii), is determined by using the financial statements.
On the other hand, for foreign subsidiaries that do not prepare stand-alone financial statements, information on the capital and net assets for those companies is not available. Therefore, Cabinet Office Ordinance on Disclosure of Corporate Affairs, etc. Article 19, Paragraph (10), Item (i) is used to determine whether the companies are the specified subsidiaries.
The applicability of Cabinet Office Ordinance on Disclosure of Corporate Affairs, etc. Article 19, Paragraph (10), Item (i) is determined based on the percentage of total amount of purchase from SoftBank Group Corp. and dividend paid to SoftBank Group Corp. to total amount of operating revenue of SoftBank Group Corp.
For fund-type subsidiaries, the amount of net assets based on financial statements prepared in accordance with the corresponding laws and practices is used to determine the applicability of Cabinet Office Ordinance on Disclosure of Corporate Affairs, etc. Article 19, Paragraph (10), Item (ii).
- Changes in accounting policies and accounting estimates
- Changes in accounting policies required by IFRSs: Yes
- Changes in accounting policies other than those in [1]: No
- Changes in accounting estimates: No
Note:
- Please refer to page 47 "Changes in Accounting Policies" under "3. Notes to Summary Information" for details.
- Number of shares issued (common stock)
[1] | Number of shares issued (including treasury stock): | ||
As of March 31, 2024: | 1,469,995,230 | shares | |
As of March 31, 2023: | 1,469,995,230 | shares | |
[2] | Number of shares of treasury stock: | ||
As of March 31, 2024: | 4,069,831 | shares | |
As of March 31, 2023: | 6,947,599 | shares | |
[3] | Number of average shares outstanding during the twelve-month period (April-March): | ||
As of March 31, 2024: | 1,464,957,496 | shares | |
As of March 31, 2023: | 1,542,473,887 | shares |
[For Reference]
Financial Highlights (Non-Consolidated)
(1) | Non-Consolidated Results of Operations | ||||||||||
(Percentages are shown as year-on-year changes) | |||||||||||
Operating revenue | Operating income | Ordinary income | Net income | ||||||||
Amount | % | Amount | % | Amount | % | Amount | % | ||||
Fiscal year ended | ¥20,818 | (96.8) | ¥(42,808) | - | ¥(1,161,224) | - | ¥69,020 | (97.6) | |||
March 31, 2024 | |||||||||||
Fiscal year ended | ¥657,112 | (23.2) | ¥592,131 | (24.8) | ¥(1,057,199) | - | ¥2,828,995 | - | |||
March 31, 2023 | |||||||||||
Net income per | Net income per | ||||||||||
share-basic (Yen) | share-diluted (Yen) | ||||||||||
Fiscal year ended | ¥47.11 | ¥47.06 | |||||||||
March 31, 2024 | |||||||||||
Fiscal year ended | ¥1,834.06 | ¥1,831.33 | |||||||||
March 31, 2023 | |||||||||||
(2) | Non-Consolidated Financial Position | ||||||||||
Total assets | Net Assets | Equity ratio (%) | Shareholders' equity | ||||||||
per share (Yen) | |||||||||||
As of March 31, 2024 | ¥23,334,956 | ¥5,331,126 | 22.8 | ¥3,633.53 | |||||||
As of March 31, 2023 | ¥24,563,884 | ¥5,734,553 | 23.3 | ¥3,913.20 | |||||||
Note: | |||||||||||
* Shareholders' equity (Non-consolidated) | |||||||||||
As of March 31, 2024: | ¥5,326,486 million | ||||||||||
As of March 31, 2023: | ¥5,725,194 million |
(3) Differences in Non-Consolidated Operating Results from the Previous Fiscal Year
The decrease in net income for the fiscal year ended March 31, 2024, from the previous fiscal year ended March 31, 2023, was mainly attributable to a ¥4,368,404 million year-on-year decrease in gain on sale of investment securities.
Financial Highlights (Non-Consolidated) are prepared in accordance with Accounting Principles Generally Accepted in Japan.
- This consolidated financial report is not subject to audit procedures by certified public accountants or an auditing firm.
-
Note to forecasts on the consolidated results of operations and other items
Descriptions regarding the future are estimated based on the information that the Company is able to obtain at the present point in time and assumptions which are deemed to be reasonable. However, actual results may be different due to various factors.
On May 13, 2024 (JST), the Company will hold an earnings results briefing for the media, institutional investors, and financial institutions. This earnings results briefing will be broadcasted live on the Company's website in both Japanese and English at https://group.softbank/en/ir. The Data Sheet will also be posted on the website on the same date at the same site.
SoftBank Group Corp. Consolidated Financial Report | ||
For the Fiscal Year Ended March 31, 2024 | ||
(Appendix) | ||
Contents | ||
1. Results of Operations | P.3 | |
(1) | Overview of Results of Operations | P.3 |
a. Consolidated Results of Operations | P.8 | |
b. Results by Segment | P.12 | |
(a) Investment Business of Holding Companies Segment | P.13 | |
(b) SoftBank Vision Funds Segment | P.17 | |
(c) SoftBank Segment | P.25 | |
(d) Arm Segment | P.27 | |
(2) | Overview of Financial Position | P.31 |
(3) | Overview of Cash Flows | P.41 |
(4) | Forecasts | P.45 |
2. Basic Approach to the Selection of Accounting Standards | P.46 | |
3. Notes to Summary Information | P.47 | |
Changes in Accounting Policies | P.47 | |
4. Consolidated Financial Statements and Primary Notes | P.48 | |
(1) | Consolidated Statement of Financial Position | P.49 |
(2) | Consolidated Statement of Profit or Loss and | P.51 |
Consolidated Statement of Comprehensive Income | ||
(3) | Consolidated Statement of Changes in Equity | P.53 |
(4) | Consolidated Statement of Cash Flows | P.57 |
(5) | Significant Doubt about Going Concern Assumption | P.59 |
(6) | Notes to Consolidated Financial Statements | P.59 |
Disclaimer
This material does not constitute an offer to sell, or a solicitation of an offer to buy, limited partnership interests or comparable limited liability equity interests in any funds (including SoftBank Vision Fund 1, SoftBank Vision Fund 2, and SoftBank Latin America Funds) managed by any of the subsidiaries of SoftBank Group Corp. ("SBG"), including SB Global Advisers Limited, SB Investment Advisers (UK) Limited, or their respective affiliates, or any securities in any jurisdiction, nor should it be relied upon as such in any way.
Notice Regarding PFIC Status
It is possible that SBG (and certain subsidiaries of SBG) may be a "passive foreign investment company" ("PFIC") under the U.S. Internal Revenue Code of 1986, as amended, for its current fiscal year due to the composition of its assets and the nature of its income. We recommend that U.S. holders of SBG's shares consult their tax advisors with respect to the U.S. federal income tax consequences to them if SBG and its subsidiaries are classified as PFICs. SBG is not responsible for any tax treatments or consequences thereof with respect to U.S. holders of SBG's shares.
1
SoftBank Group Corp. Consolidated Financial Report
For the Fiscal Year Ended March 31, 2024
Definition of Company Names and Abbreviations Used in This Appendix
Company names and abbreviations used in this appendix, unless otherwise stated or interpreted differently in the context, are as follows:
Company names/Abbreviations | Definition |
SoftBank Group Corp. or SBG | SoftBank Group Corp. (stand-alone basis) |
The Company | SoftBank Group Corp. and its subsidiaries |
*Each of the following names or abbreviations indicates the respective company and its subsidiaries, if any.
SB Northstar or | SB Northstar LP |
asset management subsidiaries | |
SoftBank Vision Fund 1 or SVF1 | SoftBank Vision Fund L.P. and its alternative investment vehicles |
SoftBank Vision Fund 2 or SVF2 | SoftBank Vision Fund II-2 L.P. |
SoftBank Latin America Funds or | SBLA Latin America Fund LLC |
LatAm Funds | |
SoftBank Vision Funds or SVF | SVF1, SVF2, and LatAm Funds |
SBIA | SB Investment Advisers (UK) Limited |
SBGA | SB Global Advisers Limited |
Arm | Arm Holdings plc or Arm Limited*1 |
Sprint | Sprint Corporation |
T-Mobile | T-Mobile US, Inc. after merging with Sprint |
Alibaba | Alibaba Group Holding Limited |
MgmtCo | MASA USA LLC |
The first quarter | Three-month period ended June 30, 2023 |
The second quarter | Three-month period ended September 30, 2023 |
The third quarter | Three-month period ended December 31, 2023 |
The fourth quarter | Three-month period ended March 31, 2024 |
The fiscal year | Fiscal year ended March 31, 2024 |
The previous fiscal year | Fiscal year ended March 31, 2023 |
The fiscal year-end / The fourth | March 31, 2024 |
quarter-end | |
The previous fiscal year-end | March 31, 2023 |
Note:
1. A corporate reorganization was undertaken in August 2023, pursuant to which Arm Holdings Limited, a former subsidiary of Arm Limited, acquired all the issued ordinary shares of Arm Limited, thereby making it a wholly owned subsidiary. Subsequently, Arm Holdings Limited changed its name to Arm Holdings plc and was listed on the Nasdaq Global Select Market through an initial public offering on September 14, 2023.
Exchange Rates Used for Translations
Fiscal year ended March 31, 2023 | Fiscal year ended March 31, 2024 | |||||||
USD/JPY | Q1 | Q2 | Q3 | Q4 | Q1 | Q2 | Q3 | Q4 |
Average rate for the quarter | ¥129.04 | ¥138.68 | ¥141.16 | ¥133.26 | ¥138.11 | ¥145.44 | ¥147.00 | ¥147.87 |
Rate at the end of the period | ¥133.53 | ¥151.41 |
2
SoftBank Group Corp. Consolidated Financial Report
For the Fiscal Year Ended March 31, 2024
1. Results of Operations
- Overview of Results of Operations
- Listing of Arm on the Nasdaq Global Select Market
- Arm was listed on the Nasdaq Global Select Market on September 14, 2023. In the IPO, a wholly owned subsidiary of the Company disposed of 102,500,000 American depositary shares (ADSs), representing 10% of Arm's outstanding ordinary shares,*1 and received proceeds of $5.12 billion.
- No gain on the disposal is recorded in the consolidated statement of profit or loss as Arm continues to be a subsidiary of the Company after the disposal. However, in the consolidated statement of financial position, ¥674.4 billion ($4.65 billion), which represents the gain on disposal, was recorded as capital surplus.
- Acquisition of T-Mobile 48.8 million shares for no additional consideration upon satisfaction of contingent consideration condition
The Company acquired 48.8 million shares of T-Mobile stock equivalent to $7.74 billion (¥1.1 trillion) for no additional consideration on December 28, 2023, following the satisfaction of the contingent consideration condition on December 22, 2023. This was part of the consideration the Company received for the merger between T-Mobile US and the Company's then-U.S. subsidiary Sprint, which closed on April 1, 2020.
3. Results highlights
- ¥559.4 billion investment loss (¥835.1 billion loss for the previous fiscal year)
- ¥459.0 billion investment loss at Investment Business of Holding Companies
- Realized and unrealized valuation losses on Alibaba shares of ¥959.9 billion exceeded an investment gain
of ¥371.1 billion on T-Mobile shares.
Note: The ¥959.9 billion realized and unrealized valuation losses on Alibaba shares were offset by a derivative gain of
¥1,517.4 billion, which arose from prepaid forward contracts using Alibaba shares and is recorded separately as "derivative gain (excluding gain or loss on investments)."
- ¥167.3 billion investment loss at SoftBank Vision Funds (excluding gains associated with SVF's investments in the Company's subsidiaries)
Note: The SoftBank Vision Funds segment recorded ¥724.3 billion gain on investments, which included gains associated with SVF's investments in Arm and other subsidiaries of the Company.
- Unrealized valuation losses from decreases in the fair values of investments, notably including WeWork stocks and notes, were partially offset by the fair value increases of select companies, such as ByteDance, Coupang, and DoorDash.
- Since inception, the gross performance was a gain of $16.7 billion for SVF1 and a loss of $19.3 billion for
SVF2.*2
Note: Since Arm, SoftBank Corp., and other subsidiaries are consolidated, changes in the fair value of their shares are not recorded in the Company's consolidated statement of profit or loss.
- ¥57.8 billion gain before income tax (improvement of ¥526.9 billion YoY) reflecting the recordings of:
- Finance cost of ¥556.0 billion
- Foreign exchange loss of ¥703.1 billion due to the impact of the weaker yen. This resulted from a net excess of U.S. dollar-denominated liabilities over its U.S. dollar-denominated cash and cash equivalents and loans receivable, primarily within SBG
- Derivative gain (excluding gain or loss on investments) of ¥1,502.3 billion, arising from a gain relating to prepaid forward contracts using Alibaba shares following a fall in Alibaba's share price, which offset the previously mentioned realized and unrealized valuation losses on these shares
- ¥227.6 billion net loss attributable to owners of the parent (improvement of ¥742.5 billion YoY) reflecting the recordings of:
- Negative income tax of ¥151.4 billion (profit)
- Net income attributable to non-controlling interests of ¥436.9 billion
4. Continued monetization of assets and new investments
- Monetization of assets
- Raised $4.39 billion through prepaid forward contracts using Alibaba shares
- Received proceeds of $5.12 billion through the disposal of 10% of Arm's outstanding shares in its IPO
- Received proceeds totaling $6.33 billion from sales of investments by SVF,*3 after adjusting for the proceeds from the sale of Arm shares to another subsidiary of the Company, which were eliminated in consolidation
3
SoftBank Group Corp. Consolidated Financial Report
For the Fiscal Year Ended March 31, 2024
- New investments
- $1.50 billion for acquisition of investments by SVF,*3 net of investments in subsidiaries of the Company that were eliminated in consolidation
- ¥348.8 billion primarily for strategic investments by SBG and its wholly owned subsidiaries*4
5. Refinance of bonds
- Completed refinance of USD-denominated NC6 undated hybrid notes
In April 2023, the Company issued domestic hybrid bonds totaling ¥222.0 billion, followed by a hybrid loan*5 of ¥53.1 billion in May 2023. These funds were used to refinance USD-denominated NC6 undated hybrid notes ($2.0 billion), with the first voluntary call date in July 2023. Additionally, in September 2023, the Company refinanced domestic hybrid bonds (¥15.4 billion), coinciding with their first voluntary call date in the same month.
- Refinance of domestic straight bonds
The Company redeemed domestic straight bonds of ¥399.9 billion that matured in March 2024 and issued domestic straight bonds of ¥550.0 billion to retail markets in the same month. In April 2024, the Company also issued domestic straight bonds of ¥100.0 billion to wholesale markets to partially fund the redemption of domestic straight bonds due to mature in June 2024.
Notes:
- The calculation is based on the 1,025,234,000 company shares issued and outstanding on September 30, 2023.
- Gross amounts before deductions, such as third-party interests and taxes
- The amounts recorded in the consolidated statement of cash flows
- The amount comprises the investment outlay by SBG and its primary wholly owned subsidiaries (excluding investments in U.S. Treasury Bonds), as accounted for under "Acquisition of investments" in the consolidated statements of cash flows, combined with the amount paid to third-party shareholders in connection with the subsidiary acquisitions of Berkshire Grey, Inc. in July 2023 and Balyo SA in October 2023, net of cash and cash equivalents held by these companies.
- The hybrid loan is eligible for 50% equity treatment for the drawn down amount by Japan Credit Rating Agency, Ltd. and S&P Global Ratings Japan Inc.
INTRAGROUP TRANSACTION OF ARM SHARES AND IPO OF ARM
1. Intragroup transaction of Arm shares
(1) Transaction overview
Prior to Arm's initial public offering (the "IPO"), in August 2023, a wholly owned subsidiary of the Company acquired substantially all of the ordinary shares of Arm held by SVF1 (equivalent to 24.99% of Arm's outstanding
shares)*7 (the "Transaction") for $16.1 billion (the "Transaction Consideration"). The Transaction Consideration was established by reference to the terms of a prior contractual arrangement between the parties. The Transaction Consideration is being paid in four installments, with the first installment of $4.1 billion paid upon completion of the Transaction in August 2023, and the remaining three installments to be paid over the course of two years up to August 2025. SVF1 used the entire $4.1 billion received from the first installment to repay its borrowings. The proceeds from the second and subsequent installments will be used primarily to make payments to limited partners, including the Company, in accordance with the allocation method specified in the Limited Partnership Agreement.
Timing and amount of installments of the Transaction Consideration
1st | 2nd | 3rd | 4th | |
Timing | August 2023 | August 2024 | February 2025 | August 2025 |
Amount | $4.1 billion | $4.1 billion | $4.1 billion | $3.8 billion |
In addition to the Transaction, an agreement was also reached to acquire interests in Arm Technology (China) Co., Ltd. ("Arm China") and Treasure Data, Inc. ("Treasure Data"), both of which were previously spun out from Arm. The total consideration for the intragroup transaction, including the acquisition of interests in these two companies, was $16.4 billion.
4
SoftBank Group Corp. Consolidated Financial Report
For the Fiscal Year Ended March 31, 2024
Note:
7. Following the completion of Arm's pre-IPO corporate reorganization, SVF1 continued to hold one ordinary share of Arm Holdings plc, which wholly owns Arm Limited.
(2) Primary impact on consolidated financial statements
SVF1 recorded an investment gain of $6.9 billion, derived from the discounted present value of the Transaction Consideration of $15.1 billion as of August 2023, after deducting the investment cost of $8.2 billion. Additionally, over the course of two years up to August 2025, SVF1 will recognize investment gains from the difference between $16.1 billion and $15.1 billion.
In the SoftBank Vision Funds segment, a realized gain of ¥1,074,039 million ($7.4 billion), an unrealized loss of ¥189,817 million ($1.8 billion) (reclassified to realized gain recorded in the past fiscal years), and a loss of ¥76,902 million as the effect of foreign exchange translation were recorded under gain on investments at SoftBank Vision Funds for the fiscal year. These investment gains were and will be eliminated in consolidation, as they resulted from an intragroup transaction of subsidiary shares.
Income for the SoftBank Vision Funds segment is represented by the net amount, calculated by deducting the gains attributable to third-party investors from the total investment gains. The gains attributable to third-party investors are also reflected in the consolidated statement of profit or loss, recorded as an increase in third-party interests in SVF.
Difference between segment information and the consolidated statement of profit or loss
(Millions of yen) | |||
SoftBank Vision | Reconciliations | Consolidated | |
statement of | |||
Funds segment | |||
profit or loss | |||
Gain/loss on investments at SoftBank Vision Funds | 724,341 | (891,631) | (167,290) |
Gain on investments in subsidiaries, etc. | 891,631 | (891,631) | - |
Including gain on investments in Arm shares | 807,320 | (807,320) | - |
Loss on investments other than in subsidiaries, etc. | (167,290) | - | (167,290) |
Change in third-party interests in SVF | (390,137) | - | (390,137) |
2. IPO of Arm
(1) Transaction overview
Arm was listed on the Nasdaq Global Select Market on September 14, 2023, under the ticker symbol "ARM." In the IPO, a wholly owned subsidiary of the Company disposed of 102,500,000 ADSs, representing 10% of Arm's outstanding ordinary shares, at a price to the public of $51.00 per ADS.
(2) Primary impact on consolidated financial statements
The Company did not recognize a gain on disposal in its consolidated statement of profit or loss as Arm remains a subsidiary of the Company after the disposal. However, ¥674,370 million ($4.65 billion), representing the gains on disposal, was recorded as capital surplus in the consolidated statement of financial position. In the consolidated statement of cash flows, proceeds of ¥745,082 million ($5.12 billion) from the partial sales of shares of subsidiaries to non-controlling interests were recorded under cash flows from financing activities.
Since Arm continues to be a consolidated subsidiary of the Company, changes in the fair value of its shares are not recorded in the Company's consolidated statement of profit or loss.
5
SoftBank Group Corp. Consolidated Financial Report
For the Fiscal Year Ended March 31, 2024
ACQUISITION OF 48.8 MILLION T-MOBILE SHARES FOR NO ADDITIONAL CONSIDERATION UPON SATISFACTION OF CONTINGENT CONSIDERATION CONDITION
(1) Transaction overview
The Company received the right (the "Contingent Consideration") to acquire 48,751,557 shares of T-Mobile stock (the "Shares") for no additional consideration, contingent upon the satisfaction of a certain condition, which was part of the consideration under the Letter Agreement, dated as of February 20, 2020, by and among T-Mobile US, Inc., SBG, and Deutsche Telekom AG ("Deutsche Telekom") in connection with the merger between T-Mobile US, Inc. and the Company's then-U.S. subsidiary Sprint, which closed on April 1, 2020 (the "Merger"). Following the satisfaction of the Contingent Consideration condition on December 22, 2023, the Company acquired the Shares (equivalent to $7,744 million or ¥1,098,435 million) for no additional consideration on December 28, 2023.
(2) Primary impact on consolidated financial statements
Upon the closing of the Merger on April 1, 2020, the Company recorded the fair value of the Contingent Consideration of $1,825 million (¥196,313 million) as part of the gains on the sale of Sprint in the consolidated statement of profit or loss and as derivative financial assets in the consolidated statement of financial position. Subsequently, changes in its fair value have been recorded under gains and losses on investments at Investment Business of Holding Companies as derivative gains and losses on investments in the consolidated statement of profit or loss.
On December 28, 2023, the acquisition date of the Shares, the Company derecognized the abovementioned derivative financial assets (fair value as of that date: $7,744 million (¥1,098,435 million)) and recorded the acquired Shares as investment securities at the same amount in the consolidated statement of financial position. In the consolidated statement of profit or loss for the fiscal year, the Company recorded a derivative gain on investments of ¥227,012 million as part of investment gains at Investment Business of Holding Companies. In addition, also as part of investment gains at Investment Business of Holding Companies, the Company recorded an unrealized gain of ¥154,538 million on valuation of T-Mobile shares, including preexisting holdings. Of this gain, ¥31,440 million is attributed to the Shares received on December 28, 2023.
WEWORK'S FILING FOR PROTECTION UNDER CHAPTER 11 OF THE UNITED STATES BANKRUPTCY CODE
On November 6, 2023, WeWork Inc. ("WeWork"), a portfolio company of SVF, filed for protection under Chapter 11 of the United States Bankruptcy Code. The following table elucidates the gains and losses associated with the investment and financial support provided to WeWork, as recognized in the consolidated statement of profit or loss for the fiscal year. The amounts are the same as those recorded for the nine-month period ended December 31, 2023.
As of December 31, 2023, the carrying amounts of the stocks and warrants held by SVF1 and SVF2 and the notes held by SVF2 have been written down to zero yen. The amount of credit support by SVF2 for a letter of credit facility provided by financial institutions to WeWork has been fully accrued by September 30, 2023, including the unfulfilled portion, as an allowance for financial guarantee contract losses. The guarantee was fulfilled during the three-month period ended December 31, 2023. On November 6, 2023, WeWork entered into a Restructuring Support Agreement with its major debt investors for the restructuring of the company.
6
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SoftBank Group Corporation published this content on 13 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 May 2024 06:11:05 UTC.