CONSOLIDATED FINANCIAL REPORT

RNS Number : 5406R
Softbank Corp
30 April 2009
 





SOFTBANK CORP.

CONSOLIDATED FINANCIAL REPORT

For the fiscal year ended March 31, 2009


Tokyo, April 30, 2009


1. FINANCIAL HIGHLIGHTS

(Percentages are shown as year-on-year changes)

(1)    Results of Operations

(Millions of yen; amounts less than one million yen are omitted.)


Net sales

Operating income

Ordinary income

Net income

Amount

%

Amount

%

Amount

%

Amount

%

 Fiscal year ended 

March 31, 2009

¥2,673,035

(3.7)

¥359,121

10.7

¥225,661

(12.7)

¥43,172

(60.3)

 Fiscal year ended 

March 31, 2008

¥2,776,168

9.1

¥324,287

19.6

¥258,614

68.6

¥108,624

277.0



Net income

 per sharebasic 

(yen)

Net income

 per sharediluted (yen)

Return on Equity (%)

Ordinary income / Total assets (%)

Operating income / Net sales (%)

Fiscal year ended

 March 31, 2009

¥39.95

¥38.64

 11.4

5.1

 13.4

Fiscal year ended

 March 31, 2008 

¥101.68

¥95.90

 32.6

5.8

 11.7

Note: Equity in earnings of affiliated companies :

Fiscal Year ended March 31, 2009:       ¥(13,759) million

Fiscal Year ended March 31, 2008:       ¥55,411 million


(2)    Financial Condition

(Millions of yen; amounts less than one million yen are omitted.)


Total assets

Total equity

Equity ratio (%)

Shareholders' equity

per share (yen)

As of March 31, 2009

¥4,386,672

¥824,798

8.5

¥346.11

 As of March 31, 2008

¥4,558,901

¥848,725

8.4

¥355.15

Note: Shareholders'equity (consolidated)     

As of March 31, 2009:  ¥374,094 million

As of March 31, 2008:  ¥383,742 million


(3) Cash Flows 

 (Millions of yen; amounts less than one million yen are omitted.)


Operating activities

Investing activities

Financing activities

Cash and cash equivalents

 at the end of the year

Fiscal year ended

 March 31, 2009

447,857

(266,295)

(210,348)

457,644

Fiscal year ended

 March 31, 2008 

¥158,257

¥(322,461)

¥284,727

¥490,266





2. Dividends 



Dividends per share

Total Amount of dividends (Annual)

Payout ratio

(Consolidated)

Dividends on equity

(Consolidated)

(Record date)

First quarter

Second quarter

  Third quarter

Fourth quarter

Total



(yen) 

(yen) 

(yen) 

(yen)     

(yen)   

(millions of yen)

%

%

FY 2008

-

0.00

  -

2.50

2.50

2,701

2.5

0.8

FY2009

-

0.00

-

2.50

2.50

2,702

6.3

0.7

FY 2010

(Forecasted)

-

0.00

-

5.00

5.00


-




3.    Forecasts on the consolidated operation results for the fiscal year ending in March 2009 (April 1, 2009 - March 31, 2010)

(Percentages are shown as year-on-year changes)

(Millions of yen)


Operating income

First-half financial year

¥  -

- (%)

Full financial year

¥420,000

16.9(%)



4. Others

 

(1) Significant Changes in Scope of Consolidation (Changes in Scope of Consolidation of Specified Subsidiaries): None

 

(2) Changes in accounting principles, procedures, disclosure methods, etc., used in the presentation of the consolidated financial statements (Changes described in '(7) Change in accounting policies')

[1] Changes due to revisions in accounting standards: Yes

[2] Changes other than those in [1]: No


(3) Number of shares issued (Common stock)    

[1] Number of shares issued (including treasury stock):   

As of March 31, 2009: 1,081,023,978 shares

As of March 31, 2008: 1,080,664,578 shares

[2] Number of treasury stock:

As of March 31, 2009: 169,204 shares

As of March 31, 2008: 163,811 shares


 




[For Reference] 

FINANCIAL HIGHLIGHTS (Non-Consolidated)


1.    Non-Consolidated Results of Operations

(Millions of yen; amounts less than one million yen are omitted.)


Net sales

Operating income

Ordinary loss

Net income

Amount

%

Amount

%

Amount

%

Amount

%

Fiscal year ended

 March 31, 2009

¥12,343

(3.7)

¥3,064

(36.9)

¥(19,789)

-

¥2,785

(57.0)

Fiscal year ended

 March 31, 2008

¥12,817

-

¥4,857

-

¥(15,388)

-

¥6,474

-



Net income

 per sharebasic (yen)

Net income 

per sharediluted (yen)

Fiscal year ended

 March 31, 2009

¥2.58

¥ 2.58

Fiscal year ended

 March 31, 2008

¥6.06

¥ 6.03



2.    Non-Consolidated Financial Condition

(Millions of yen; amounts less than one million yen are omitted.)


Total assets

Net Assets

Equity ratio (%)

Shareholders' equity

per share (yen)

  As of March 31, 2009

¥1,349,878

¥401,665

29.8

¥371.62

  As of March 31, 2008

¥1,336,787

¥415,403

31.1

¥384.45

Note: Shareholders'equity (non-consolidated)     

As of March 31, 2009:  ¥401,665 million

As of March 31, 2008:  ¥415,403 million




* Notes to forecasts on the consolidated operating results and another item


1.    The forecast figures are estimated based on the information which the company is able to obtain at present point and the assumption which is deemed to be reasonable. However, actual results may be different due to various factors.  

2.    The earning forecasts for interim period ending September 31, 2009 are not disclosed. 



 





Qualitative Information / Financial Statements

1. Results of Operations

(1) Analysis of Results of Operations

1. Consolidated Results of Operations

<<Summary of Results of Operations>>

Net sales

¥ 2,673,035 million (3.7% decrease year-on-year)

Operating income

¥ 359,121 million (10.7% increase year-on-year)

Ordinary income

¥ 225,661 million (12.7% decrease year-on-year)

Net income

¥ 43,172 million (60.3% decrease year-on-year)


<Overview of results for the period ended March 31, 2009 (fiscal year from April 1, 2008 to March 31, 2009)>

The SOFTBANK Group (hereinafter 'the Group') designated the fiscal year ended March 2009 (April 1, 2008 to March 31, 2009; hereinafter 'this fiscal year') as the 'Year of the Internet Machine,' and strove to further realize the potential and popularize mobile Internet use. Efforts during this fiscal year include the sales of attractive mobile handsets like Apple's iPhone™ 3G*1, and the provision of FMC services*2 including White Call 24, White Line 24, and White Office by the Group's three telecommunication companies-SOFTBANK MOBILE Corp. (hereinafter 'SOFTBANK MOBILE'), SOFTBANK BB Corp. (hereinafter 'SOFTBANK BB'), and SOFTBANK TELECOM Corp. (hereinafter 'SOFTBANK TELECOM')-.  Moreover effective promotions in the peak sales periods and aggressive acquisition of corporate subscribers were also implemented. SOFTBANK MOBILE introduced attractive mobile content including as 'MOBILE WIDGET' and 'S-1 BATTLE'.  

  As a result, SOFTBANK MOBILE has achieved the industry's highest number of monthly net subscriber additions-new subscribers minus cancellations-for 23 consecutive months, going through March 2009. Continuing the pace set in the previous fiscal year ended March 2008 (April 1, 2007 to March 31, 2008; hereinafter 'the previous fiscal year'), net subscriber additions were also the highest on a full-year basis, with 2,046,700 net additions during this fiscal year. As of the end of this fiscal year, the total number of subscribers stood at 20,632,900, with 3G subscribers constituting more than 90% of this total.

  As a result of these efforts, the Group's net sales for this fiscal year totaled ¥2,673,035 million and operating income came to ¥359,121 million, for the fourth consecutive year of record operating income.

  The Group also began releasing earnings forecasts for consolidated operating income and consolidated free cash flow from the second quarter ended September 30, 2008 (announced on October 29, 2008), and consolidated operating income and consolidated free cash flow this fiscal year exceeded those forecasts.

*1 iPhone is a trademark of Apple. The trademark 'iPhone' is used with a license from Aiphone K.K. 

*2 Fixed Mobile Convergence services: telecommunications services that integrate the functions of mobile communications and fixed-line telecommunications.


  


<Quarterly Results>


(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

2,544,219

663,084

701,660

694,020

717,402

2,776,168

647,255

681,742

653,264

690,772

2,673,035

Operating income

271,065

78,746

89,000

92,441

64,098

324,287

85,086

94,913

94,690

84,430

359,121

Ordinary income

153,423

51,154

60,010

120,833

26,615

258,614

54,272

63,043

57,178

51,167

225,661

Net income (loss)

28,815

25,130

21,331

46,734

15,427

108,624

19,368

21,747

17,066

(15,009)

43,172



(a) Net Sales

Net sales amounted to ¥2,673,035 million a decline of ¥103,132 million (3.7%) year-on-year. This decrease was primarily the result of a ¥67,961 million decline in net sales at the Mobile Communications segment on lower handset sales.


(b) Operating Income

Operating income totaled ¥359,121 million, an increase of ¥34,833 million (10.7%) year-on-year. The main contributions to this growth came from continued cost reductions at SOFTBANK TELECOM and SOFTBANK BB, combined with steady profit growth at Yahoo Japan Corporation (hereinafter 'Yahoo Japan'), and increase in operating income at the Fixed-line Telecommunications segment by ¥15,628 million (467.9%), the Internet Culture segment by ¥9,860 million (8.6%), and the Broadband Infrastructure segment by ¥7,553 million (19.0%).

  The cost of sales for this fiscal year was ¥1,365,903 million, down ¥101,460 million (6.9%) year-on-year. This decline was due primarily to a lower cost of goods sold in the Mobile Communications and e-Commerce segment and a decrease in telecommunication equipment usage fees at the three telecommunication companies. Selling, general and administrative expenses came to ¥948,011 million, a decrease of ¥36,506 (3.7 %) year-on-year. This decline was primarily attributable to lower expenses related to doubtful accounts at the Mobile Communications segment and lower selling-related expenses at the Broadband Infrastructure segment.


(c) Non-operating Income

Non-operating income came to ¥13,016 million, a decrease of ¥56,371 million (81.2%) year-on-year. After recording a ¥55,411 million gain from equity in earnings under the equity-method of affiliated companies in the previous fiscal year, a ¥13,759 million loss from equity earnings of affiliated companies was recorded as a non-operating expense this fiscal year. The primary component of the previous fiscal year's gain in equity was ¥57,223 million from the new listing of Alibaba.com Limited, a subsidiary of the Group's equity-method affiliate Alibaba Group Holding Limited, on the Hong Kong Stock Exchange on November 6, 2007.






(d) Non-operating Expenses

Non-operating expenses were ¥146,475 million, an increase of ¥11,414 million (8.5%) year-on-year. The deterioration in the equity market during the year led to a downturn in the performance of investment funds accounted for by the equity- method, resulting in an equity-method investment loss of ¥13,759 million. On the other hand, interest expenses decreased by ¥2,517 million, to ¥112,345 million.  


(e) Special Income

Special income totaled ¥11,212 million, primarily from the recognition of a ¥3,454 million gain on sale of investment securities and a ¥2,972 million gain on the liquidation of a subsidiary.


(f) Special Loss

The special loss came to ¥129,535 million. This was mainly from the recording of ¥75,000 million in relation to in-substance redemption before maturity (debt assumption) executed in the past for the outstanding bonds of SOFTBANK MOBILE Corp., as loss on additional entrustment for debt assumption. An impairment loss of ¥29,478 million was also recorded, the main component of which was a ¥28,999 million write-off of the entire book value and removal costs for assets related to the Yahoo! BB hikari service. This impairment of assets related to Yahoo! BB hikari was coincident with the launch of the new fiber-optic Internet connection service Yahoo!BB hikari with FLET'S*3 in this segment.

*3 FLET'S is a trademark of Nippon Telegraph and Telephone East Corporation (NTT East) Nippon Telegraph and Telephone West Corporation (NTT West) 


(g) Income Taxes and Others

Current income taxes of f¥39,390 million were recorded, at the same time deferred income taxes of ¥19,674 million were recorded as credit. Current income taxes declined as a result of the transfer and utilization of loss carryfowards held by SOFTBANK IDC SOLUTIONS Corp. (hereinafter 'SOFTBANK IDC') to Yahoo Japan along with the merger of Yahoo Japan and SOFTBANK IDC on March 30, 2009. Taking the earnings stability and the lesser importance of the balance of loss carryforwards at SOFTBANK BB into consideration, deferred income taxes were recorded as a credit, reflecting the improved collectability of the deferred tax assets.

  In addition, ¥44,450 million was recorded as minority interests in net income.  As a result the net income for this fiscal year came to ¥43,172 million.

  


2. Results by Business Segment

(a) Mobile Communications

<<Summary of Segment Results>>

Net sales

¥1,562,890 million

(4.2% decrease year-on-year)

Operating income

¥171,389 million

(1.8% decrease year-on-year)

Net subscriber additions totaled 2,046,700 for this fiscal year.

No. 1 in monthly net additions for 23 consecutive months through March 2009.

Total number of subscribers at the end of this fiscal year reached 20.63 million, of which 18.65 million were 3G subscribers.


<Analysis of Results>

Net sales were ¥1,562,890 million, down ¥67,961 million (4.2%) year-on-year. Operating income decreased by ¥3,180 million (1.8%) year-on-year to ¥171,389 million. The decrease in net sales was primarily a reflection of a decline in number of handsets sold at SOFTBANK MOBILE, the segment's core company, however due to a steady increase in subscribers, the trend in telecom service revenue was positive this fiscal year.  The decline in handset sales reflects the economic slow down and longer handset tenure throughout the industry after the introduction of the installment sales method, which was first introduced by SOFTBANK MOBILE and later on by competitors, etc. During the fourth quarter the net sales in this segment increased compared to the same period of the previous fiscal year. 

  A special loss of ¥75,000 million was recorded as loss on additional entrustment for debt assumption in relation to in-substance redemption before maturity (debt assumption) executed in the past for the outstanding bonds of SOFTBANK MOBILE.


<Quarterly Results>

(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

1,442,040

391,668

422,841

406,081

410,260

1,630,851

372,585

401,375

376,861

412,068

1,562,890

Operating income

155,743

43,528

50,691

53,760

26,589

174,570

44,273

43,890

46,747

36,478

171,389


<Number of Mobile Phone Subscribers>

Net subscriber additions (new subscribers minus cancellations) at SOFTBANK MOBILE for this fiscal year totaled 2,046,700 (a 11.0% increase year-on-year,) maintaining SOFTBANK MOBILE's top position on an annual basis with more than two million net additions for the second consecutive year. The number of SOFTBANK MOBILE subscribers totaled 20,632,900*4 as of the fiscal year end, while market share of cumulative subscribers rose 1.1 percentage points to 19.2% from the end of the previous fiscal year. In addition, the number of 3G subscribers totaled 18,653,600, representing more than 90% of total subscribers. SOFTBANK MOBILE continues to promote the migration to 3G in advance of the scheduled termination of its 2G service on March 31, 2010.

*4 The total number of subscribers for SOFTBANK MOBILE includes communication module service subscribers. The number of communication module service subscribers at the end of this fiscal year was 56,200.






(Thousands of lines)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net additions

698.6

530.8

612.0

561.0

972.7

2,676.5

525.5

521.4

366.6

633.1

2,046.7

Total

15,908.5

16,440.5

17,052.5

17,613.5

18,586.2

18,586.2

19,111.7

19,633.2

19,999.8

20,632.9

20,632.9


<Churn Rate and Upgrade Rate>

The churn rate for this fiscal year was 1.00%, a 0.32 percentage point improvement year-on-year. The upgrade rate in this fiscal year improved by 0.49 percentage point to 1.71%.

(% per month)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Churn rate

1.50

1.46

1.42

1.21

1.19

1.32

0.98

0.98

0.91

1.13

1.00

   

(3G only)*5

 

1.54

1.07

1.05

0.88

0.85

0.95

0.72

0.76

0.69

0.90

0.77

Upgrade rate

 

2.61

2.25

2.67

2.00

1.93

2.20

1.27

1.91

1.67

1.98

1.71

*5 Excludes 3G Prepaid Service.


<ARPU and Average Acquisition Commission per User>

Total ARPU*6 for this fiscal year was ¥4,070, the decline in total ARPU was a reflection of the decrease in voice ARPU due to an increase in the number of users with Monthly Discounts*7, a special discount for subscribers to New Super Bonus, etc. There were also one-time factors which had an impact during the fourth quarter including access charge tariff revisions between carriers and the fact that the previous fiscal year was a leap year. On the other hand, data ARPU rose ¥250 year-on-year to ¥1,740 and accounted for 42.8% of total ARPU.  

The average acquisition commission per user during the fourth quarter was ¥45,300.

*6 Average Revenue Per User

*7 The name of New Super Bonus Special Discount was changed to Monthly Discounts on November 1, 2008. 


  


(Yen per month)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Total

5,510

5,000

4,800

4,520

4,310

4,650

4,180

4,170

4,090

3,830

4,070

(Voice)

4,150

3,590

3,340

3,040

2,710

3,150

2,530

2,460

2,300

2,020

2,320

(Data)

1,360

1,410

1,470

1,490

1,600

1,490

1,650

1,710

1,790

1,820

1,740

  


(b) Broadband Infrastructure

<<Summary of Segment Results>>

Net sales

¥235,199 million

(8.9 % decrease year-on-year)

Operating income

¥47,253 million

(19.0% increase year-on-year)

Total installed lines for Yahoo! BB ADSL: 4,299,000 (as of this fiscal year end) 

Progress was made in improving the operating margin by reducing expenses


<Analysis of Results>

Net sales totaled ¥235,199 million, which was down ¥22,869 million (8.9%) year-on-year. Operating income rose ¥7,553 million year-on-year (19.0%) to ¥47,253 million. Revenue from the ADSL business of core company SOFTBANK BB is trending lower on a decline in aggregate lines installed, but the trend of profit growth continues because of a decrease in sales related expenses like acquisition incentives and lower depreciation for telecommunications equipment, leasing expenses, etc.


<Quarterly Results>

(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

264,227

65,747

64,072

64,340

63,908

258,069

60,127

59,911

58,376

56,784

235,199

Operating income

26,809

8,665

10,320

11,309

9,404

39,700

10,475

11,789

14,341

10,646

47,253


<Overview of Operations>

The number of installed lines for Yahoo! BB ADSL, the comprehensive broadband service provided by SOFTBANK BB, totaled 4,299,000 lines at this fiscal year end, and ARPU for the fourth quarter was ¥4,262 on a customer payment basis.

  SOFTBANK BB launched the Yahoo! BB White Plan a two-tiered flat-rate ADSL service, with a basic rate*8 of as low as ¥980, on December 1, 2008. The SoftBank Keitai Set Discount, a bundled service for users of both the Yahoo! BB White Plan and SoftBank 3G phones, was also launched on the same day. By cross-selling with SOFTBANK MOBILE, SOFTBANK BB is creating synergies across the Group companies, leading to enhanced competitiveness.

  The Yahoo!BB hikari with FLET'S service was launched in February 2009 to address customer demand for a diverse range of broadband services. In connection with this launch, a ¥28,999 million impairment loss representing the entire book value and removal costs for assets related to the previous Yahoo! BB hikari was recorded as a special loss.

*8 Basic rate + provider charge

  


(c) Fixed-line Telecommunications

<<Summary of Segment Results>>

Net sales

¥363,632 million

(1.9% decrease year-on-year)

Operating income

¥18,968 million

(467.9% increase year-on-year)

Total installed lines for OTOKU Line: 1,608,000 (as of this fiscal year end)

As a result of fixed cost reductions and an increase in the number of lines for OTOKU Line, operating income increased 467.9% year-on-year.


<Analysis of Results>

Net sales were ¥363,632 million, down ¥7,108 million (1.9%) year-on-year. Operating income totaled ¥18,968 million, an increase of ¥15,628 million (467.9%) year-on-year. At the core company SOFTBANK TELECOM, revenue from the OTOKU Line direct connection fixed-line voice service and from corporate sales of mobile phones continued to show steady growth, but the downward trend in revenue from existing voice services including MY LINE and international telephone services continued. Nevertheless, the segment is showing a trend of profit growth on improved management efficiency including continued fixed cost reductions, and growth in the number of lines with high profitability like OTOKU Line and Ether Connect.


<Quarterly Results>

(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

374,129

90,486

90,986

89,979

99,288

370,740

88,453

90,005

90,196

94,977

363,632

Operating income (loss)

(2,965)

(111)

460

1,375

1,615

3,340

798

4,759

5,777

7,632

18,968


<Overview of Operations>

SOFTBANK TELECOM continues to leverage its core OTOKU Line service to expand its corporate customer base. The number of OTOKU Line lines installed is increasing steadily and stood at 1,608,000 as of this fiscal year end, for an increase of 206,000 (14.7%) from the end of the previous fiscal year. Corporate customers constituted 77.6% of the total number of lines, and this figure continues to rise.

  SOFTBANK TELECOM launched the White Line 24 discount service, which provides free domestic voice calls, 24 hours a day, between subscribers of SOFTBANK TELECOM's OTOKU Line service and SoftBank mobile phones (White Plan), in June 2008. SOFTBANK TELECOM also began accepting applications for the White Office corporate FMC service, which enables mobile phones to be used as extension lines of fixed-line telephones, in March 2009. SOFTBANK TELECOM will keep working to enhance synergies with the Mobile Communications segment and further strengthen the corporate business.


  


(d) Internet Culture

<<Summary of Segment Results>>

Net sales

¥254,238 million

(2.7% increase year-on-year)

Operating income

¥125,098 million

(8.6% increase year-on-year)


<Analysis of Results>

Net sales increased by ¥6,595 million (2.7%) year-on-year to ¥254,238 million. Operating income increased by ¥9,860 million (8.6%) year-on-year to ¥125,098 million.


<Quarterly Results>

(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

194,212

52,796

57,623

66,505

70,717

247,642

62,326

63,259

64,247

64,404

254,238

Operating income

96,544

27,148

27,766

28,864

31,457

115,237

30,542

30,645

30,872

33,037

125,098


<Overview of Operations>

  In the advertising business of Yahoo Japan, the core company of the segment, display advertising sales grew more than 100% year-on-year due to higher recognition of behavioral targeting and demographic targeting advertising. Increased synergies with consolidated subsidiary Overture K.K. in paid search advertising, enhanced adoption of media outside the Yahoo Group, etc. lead to approximately 40% growth in sales year-on-year. However, due to the sudden worsening of the economic situation in the latter half of the year, the display advertising sales declined, and there was a large decrease in placements of paid search advertisements in certain industries.  The growth in interest-linked advertising Interest Match™, which was started in September, continued and mobile advertising also grew approximately 170% year-on-year mainly on paid search advertising sales.  

  In business services other than advertising, Yahoo! Shopping continued its efforts during the period such as developing sales promotions in line with the season etc. as well as simplification of the shopping procedures and the addition of shopping item review functions in order to enhance the usability. As a result, the transaction volume expanded. The number of merchant stores registered on Yahoo! Shopping and Yahoo! Auctions totaled 32,843, expanding by 1,554 stores, or 5.0% year-on-year. Tenant and commission fees for Yahoo! Shopping and Yahoo! Auctions also expanded favorably helped by the increase in transaction volume in B2C auctions and the upward revision in Yahoo! Auctions store royalties.

  In the personal service business, due to efforts by the Yahoo! Premium service to add special benefits for members, such as member-exclusive services, and to increase value-added content, the number of Yahoo! Premium membership IDs rose to a record high of 7.36 million (an increase of 6.4% year-on-year) and sales increased approximately 20% despite the increased monthly membership fee in December.

  SOFTBANK IDC Solutions Corp. was merged by absorption into Yahoo Japan on March 30, 2009 this will allow Yahoo Japan to reduce data center related costs and build a strategic base for the next generation Internet business.





(e) e-Commerce

<<Summary of Segment Results>>

Net sales

¥258,184 million

(4.6% decrease year-on-year)

Operating income

¥4,636 million

(46.9% increase year-on-year)


<Analysis of Results>

Net sales were ¥258,184 million, which was ¥12,539 million (4.6%) less year-on-year. Operating income rose ¥1,479 million (46.9%) year-on-year to ¥4,636 million.


<Quarterly Results>

(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

271,570

61,660

63,812

69,634

75,615

270,723

62,459

65,522

64,706

65,496

258,184

Operating income

6,680

1,167

933

809

246

3,156

1,009

1,737

1,055

833

4,636


<Overview of Operations>

Core company SOFTBANK BB's Commerce & Service Division posted solid sales of hardware and software to retail customers, but the deterioration in the market environment from autumn 2008 has led to a large decline in corporate sales, and net sales declined as a result. On the other hand, continuous improvement of operational efficiency and readjustment of the product mix supported revenue. In addition, SoftBank SELECTION, launched in November 2007, began to contribute to earnings as the lineup of mobile phone accessories was expanded and the number of stores handling these products increased.  

  This segment will continue to pursue additional synergies with telecommunication related companies in the Group as it strengthens its sales of mobile phone accessories, PC and mobile software, and corporate solutions packaged around telecommunications lines.


(f) Others

<Analysis of Results>

Net sales decreased by ¥11,646 million (11.7%) year-on-year to ¥88,226 million. The operating loss was ¥194 million, compared with the previous fiscal year's loss of ¥5,121 million.

  This segment includes the Technology Services business (SOFTBANK TECHNOLOGY CORP.), the Media & Marketing business (mainly SOFTBANK Creative Corp. and ITmedia Inc.), the Overseas Funds business, and Other businesses (mainly TV Bank Corporation and Fukuoka Softbank Hawks Corp.).

  Broadmedia Corporation, which belonged to the Broadmedia segment that was previously included in this segment, changed from a consolidated subsidiary to an equity-method affiliate as the result of a capital increase via third-party allotment of shares carried out on May 16, 2008. The Broadmedia segment was therefore disbanded at the beginning of this fiscal year.




<Quarterly Results>

(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Net sales

90,785

24,871

26,907

23,184

24,909

99,873

21,818

24,189

20,556

21,662

88,226

Operating income (loss)

4,730

689

38

2,617

1,852

5,121

758

3,383

2,855

36

194




  


3. Earnings Forecasts 

The Group is forecasting consolidated operating income of ¥420.0 billion and consolidated free cash flow of ¥250.0 billion for the fiscal year ending March 31, 2010.

  These forecasts anticipate improvements from this fiscal year of ¥60.8 billion for consolidated operating income and ¥68.4 billion for consolidated free cash flow. The Group will endeavor to achieve these forecasts and continue to improve cash flow through activities to improve earnings, primarily at the Mobile Communications segment where sales have been strong, combined with efficient capital expenditure.


<Earnings Forecasts>




(Billions of yen)


Results

Forecast

Fiscal year ended March 31, 2008 (FY2007)

Fiscal year ended March 31, 2009 (FY2008)

Fiscal year ending March 31, 2010 (FY2009)

Consolidated operating income

324.2

359.1

420.0

Consolidated free cash flow*9

 

(164.2)

181.5

250.0

*9 The combined net consolidated cash flows from operating activities and investing activities


  Consolidated net sales are greatly influenced by the sales method used for mobile handsets, which makes it difficult to forecast business results. In addition, the Company holds a variety of investment securities and invests in funds that are vulnerable to the market environment, making it difficult to estimate earnings under the equity-method and special income/loss, and for this reason, meaningful earnings forecasts for consolidated ordinary income and consolidated net income cannot be provided at this time.

  The Group's main activities are in the Internet and telecommunications industry in which the market situation changes rapidly. There is therefore a possibility that new sales method etc. will be introduced flexibly in the future in response to changes in the market situation. In this market environment it is difficult to make forecasts, therefore the Group does not disclose earnings forecasts for the interim period ending September 30, 2009..

  


(2) Analysis of Financial Position


<<Summary of the Consolidated Financial Position>>

Total assets

¥4,386,672 million

(3.8% decrease year-on-year)

Total liabilities

¥3,561,873 million

(4.0% decrease year-on-year)

Equity

¥824,798 million

(2.8% decrease year-on-year)

Cash flows from operating activities

¥447,857 million provided

Cash flows from investing activities

¥266,295 million used

Cash flows from financing activities

¥210,348 million used

Balance of cash and cash equivalents

¥457,644 million

(¥32,622 million decrease from the end of March 2008)


1. Assets, Liabilities and Equity

Assets, liabilities, and equity at the end of this fiscal year were as follows:


(a) Current Assets

Current assets decreased by ¥62,431 million from the end of the previous fiscal year, to ¥1,520,313 million. This decrease was primarily due to a ¥33,207 million decline in cash and deposits as the result of the acquisition of treasury stock by Yahoo Japan, and a ¥29,638 million decline in notes and accounts receivable-trade that reflected lower sales at SOFTBANK BB's Commerce & Service Division and an increase in internal transactions from SOFTBANK TELECOM PARTNERS Corp. being made a subsidiary. At the end of this fiscal year, SOFTBANK MOBILE's accounts receivables were classified by uncollected period, ¥48,294 million which exceeded the normal operating cycle was transferred to investments and other assets as long-term pending claims, resulting in the transfer of the corresponding allowance of doubtful accounts to investments and other assets. 


(b) Fixed Assets

Property and equipment, net, decreased by ¥28,318 million from the end of the previous fiscal year, to ¥1,000,946 million. This decline was primarily due to depreciation and amortization, and a ¥16,212 million impairment write-down on dedicated assets of Yahoo! BB hikari. Intangible assets decreased by ¥16,200 million from the end of the previous fiscal year, to ¥1,222,108 million. This included a ¥44,208 million increase in goodwill associated with making SOFTBANK TELECOM PARTNERS Corp. a consolidated subsidiary of SOFTBANK TELECOM, and from the acquisition of treasury stock by Yahoo Japan Corporation. This was more than offset, however, by ¥61,111 million in amortization of goodwill mainly relating to SOFTBANK MOBILE and SOFTBANK TELECOM.

  Investments and other assets decreased by ¥63,782 million from the end of the previous fiscal year, to ¥641,980 million. This decrease was primarily the result of a ¥144,894 million decrease in investment securities associated with a decline in the share price of Yahoo! Inc. in the U.S.  At the same time, with the revaluation of the collectability of the deferred tax assets at SOFTBANK BB, etc. deferred tax assets grew by ¥31,340 million In addition, ¥48,294 million of long-term pending claims from accounts receivables-trade and the corresponding allowance for doubtful accounts, out of which ¥16,305 million was written down, were transferred to investments and other assets. As a result, long term claims and the corresponding allowance for doubtful accounts of ¥31,988 million were included in investments and other assets.  



(c) Current Liabilities

Current liabilities increased by ¥108,878 million from the end of the previous fiscal year, to ¥1,349,583 million. Although notes accounts payable-trade decreased by ¥26,939 million and income taxes payable decreased by ¥13,716 million, short-term borrowings increased by ¥126,960 million, primarily by the Company under the credit line facility. Lease obligations also grew by ¥18,470 million.  


(d) Long-term Liabilities

Long-term liabilities decreased by ¥257,181 million from the end of the previous fiscal year, to ¥2,212,290 million. This was mainly because of a decrease in long-term borrowings by ¥150,352 million, corporate bonds outstanding by ¥120,645 million, and deferred tax liabilities by ¥13,181 million. However, ¥75,000 million in long-term payables of other liabilities associated with the loss additional entrustment for debt assumption was recorded.  

  At the Mobile Communications segment, the balance of long-term debt procured by SOFTBANK MOBILE through the whole business securitization financing scheme decreased by ¥91,635 million from the end of the previous fiscal year, to ¥1,184,853 million.


(e) Equity

Equity decreased by ¥23,926 million from the end of the previous fiscal year, to ¥824,798 million. Retained earnings increased by ¥40,474 million, but the net unrealized gain on other securities decreased by ¥49,580 million because of the decline in share price of Yahoo Inc. in the U.S., and foreign currency translation adjustments were down ¥37,992 million as well. The decline in foreign currency translation adjustments was the result of the yen's continued appreciation since the end of the previous fiscal year, which led to a decline in the value of equity in overseas subsidiaries.

  The acquisition of treasury stock by Yahoo Japan Corporation also reduced minority interest in consolidated subsidiaries by ¥14,447 million.


2. Cash Flows

During this fiscal year, net cash provided by operating activities was ¥447,857 million, net cash used in investing activities was ¥266,295 million, and net cash used in financing activities was ¥210,348 million. As a result, free cash flow (the combined net cash flows from operating activities and investing activities) for this fiscal year totaled ¥181,562 million. 

  At the end of this fiscal year, cash and cash equivalents totaled ¥457,644 million, a decrease of ¥32,622 million from the end of the previous fiscal year.

  


<Trend of Cash Flows>


(Millions of yen)


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009


Full year

Q1

Q2

Q3

Q4

Full year

Q1

Q2

Q3

Q4

Full year

Cash flow from operating activities

311,201

(27,478)

27,922

56,812

101,001

158,257

52,899

124,307

93,561

177,089

447,857

Cash flow from investing activities

(2,097,937)

(111,519)

(115,766)

(46,349)

(48,826)

(322,461)

(90,769)

(74,334)

(58,016)

(43,175)

(266,295)

(Reference) free cash flow*

(1,786,735)

(138,997)

(87,843)

10,462

52,175

(164,203)

(37,869)

49,972

35,545

133,914

181,562

Cash flow from financing activities

1,718,384

218,480

85,045

(2,311)

(16,487)

284,727

(32,254)

(49,689)

(67,564)

(60,840)

(210,348)

Cash and cash equivalents, beginning of period

446,694

377,520

457,727

452,771

460,278

377,520

490,266

419,498

419,186

383,703

490,266

Cash and cash equivalents, end of period

377,520

457,727

452,771

460,278

490,266

490,266

419,498

419,186

383,703

457,644

457,644

*The combined net cash flows from operating activities and investing activities.

 (a) Cash Flow from Operating Activities: ¥447,857 million net inflow

Income before income taxes and minority interests for this fiscal year totaled ¥107,338 million, while non-cash items included depreciation and amortization of ¥236,013 million, amortization of goodwill of ¥61,111 million, and impairment losses of ¥29,478 million. In terms of working capital, receivables-trade turned to a decline, having a ¥1,699 million positive impact on operating cash flow, while a decline in payables-trade had a negative impact of ¥29,230 million. Income taxes paid by Yahoo Japan and other entities were ¥60,408 million. 


(b) Cash Flow from Investing Activities: ¥266,295 million net outflow

Capital expenditure in the form of purchases of property and equipment and intangibles, mainly at the telecommunications segments, totaled ¥240,637 million. Purchases of securities and investment securities totaled ¥33,197 million. In addition, SOFTBANK TELECOM's acquisition of additional shares of SOFTBANK TELECOM PARTNERS Corp., making it a consolidated subsidiary of SOFTBANK TELECOM etc., resulted in an outlay of ¥17,530 million for the acquisition of interests in subsidiaries newly consolidated. 

  As a result, free cash flow for this fiscal year was positive at ¥181,562 million.


(c) Cash Flow from Financing Activities: ¥210,348 million net outflow    

Proceeds from long-term debt totaled ¥234,681 million, and short-term borrowings, net increased by ¥116,358 million. Proceeds of ¥90,208 million were recorded from the sale and lease back of equipment newly acquired, mainly at the Mobile Communications segment. In terms of outflows, ¥372,300 million of long-term borrowings were repaid, bond redemptions totaled ¥108,930 million, and ¥81,347 million of lease obligations were repaid. A ¥71,166 million outlay was also recorded for the purchase of treasury stock 

of consolidated subsidiaries in consolidation, mainly at Yahoo Japan.



(d) Trends in Cash Flow Related Indicators

A summary of trends in cash flow related indicators is presented below.


Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009 

Equity ratio

6.6

%

8.4

%

8.5

%

Equity ratio (Market cap.)

74.2

%

42.8

%

30.9

%

Debt repayment period

4.5

years

4.0

years

3.5

years

Interest coverage ratio

6.6


5.4


6.0


Notes:

1.    The above indicators are calculated using the following formulas based on consolidated figures.

Equity ratio: Shareholders' equity divided by total assets

Equity ratio (Market cap.): Market capitalization divided by total assets

Debt repayment period: Interest-bearing debt divided by EBITDA

Interest coverage ratio: EBITDA divided by interest expenses

2.    EBITDA = Operating income (loss) + depreciation and amortization (including amortization of goodwill), and loss on disposal of fixed assets included in operating expenses.

3.    Market capitalization is calculated based on the number of shares outstanding, net of treasury stock

4.    Interest-bearing debt is the sum of all borrowing, commercial paper, and bonds on the Consolidated Balance Sheets for the end of the fiscal year.

5.    Interest expense is the corresponding figure on the Consolidated Statements of income for the fiscal year.


A summary of cash flow related indicators excluding the Mobile Communications Segment is shown below.



Fiscal year ended March 31, 2007

Fiscal year ended March 31, 2008

Fiscal year ended March 31, 2009

Debt repayment period

4.6 years

3.0 years

2.6 years

Interest coverage ratio

6.6

9.2

12.0


(Reference)

(a) Summary of main investment activities

The main investment activities in this fiscal year are as follows:


Month of investment

Name of company invested in

Investee

Invested amount

Voting rights

Apr 2009

SOFTBANK TELECOM PARTNERS Corp.

SOFTBANK TELECOM Corp. 

¥17,204 million 

*

100.0

Apr 2009

Oak Pacific Interactive

SOFTBANK CORP.

¥10,240 million


14.1

*This is the amount after the cash and cash deposits etc. of ¥8,325 million owned by SOFTBANK TELECOM PARTNERS Corp. has been deducted from the amount used for acquisition of additional shares ¥25,530 million.  








(b) Major Financing Activities

The major financing activities in this fiscal year were as follows: 

Item

Company Name

Details

Summary

Stock buyback by subsidiaries in consolidation

Yahoo Japan Corporation

Implementation of the stock buyback by Yahoo Japan Corporation

Buyback Period: 

June 2, 2008 to July 10, 2008

Total amount of buyback: ¥51,639 million



Implementation of the stock buyback by Yahoo Japan Corporation

Buyback date: 

March 18, 2009

Total amount of buyback: ¥17,536 million*

Securitization of receivables

SOFTBANK MOBILE Corp.

Procurement of funds totaling ¥45,343 million accompanying securitization of mobile phone installment sales receivables (recorded as borrowings)

Procurement date: June 27, 2008

Redemption method:

 monthly pass-through repayment

Use: capital investment and repayment of funds raised via the whole business securitization financing scheme

Procurement of funds totaling ¥57,278 million accompanying securitization of mobile phone installment sales receivables (recorded as borrowings)

Procurement date: September 29, 2008

Redemption method:

 monthly pass-through repayment

Use: capital investment and repayment of funds raised via the whole business securitization financing scheme



Procurement of funds totaling ¥45,655 million accompanying securitization of mobile phone installment sales receivables (recorded as borrowings)

Procurement date: December 29, 2008

Redemption method:

 monthly pass-through repayment

Use: capital investment and repayment of funds raised via the whole business securitization financing scheme



Procurement of funds totaling ¥61,405 million accompanying securitization of mobile phone installment sales receivables (recorded as borrowings)

Procurement date: March 30, 2009

Redemption method:

 monthly pass-through repayment

Use: capital investment and repayment of funds raised via the whole business securitization financing scheme


SOFTBANK BB Corp.

Procured a total of ¥20,000 million through the securitization of current and future ADSL receivables linked to the provision of services (recorded as borrowings) 

Procurement date: March 26, 2009

Redemption method: monthly and quarterly redemption

Use: repayment of consolidated interest-bearing debt

Increase or decrease in debt and others (excluding securitization of receivables)

SOFTBANK CORP.

Increase ¥102,999 million (net)


SOFTBANK MOBILE Corp.

Decrease ¥91,635 million

Repayment of funds raised via the whole business securitization financing scheme

SOFTBANK TELECOM Corp.

Decrease ¥31,000 million


Yahoo Japan Corporation

Decrease ¥20,000 million


* The amount of group internal sales transaction amounting to ¥12,491 million has been subtracted from the total amount of shares bought back by Yahoo Japan at ¥30,027 million.   


Item

Company Name

Details

Summary

Bond redemption


SOFTBANK CORP.


20th Unsecured Straight Bond

Date of redemption: June 9, 2008

Aggregate amount of redemption:

 ¥12,500 million

21st Unsecured Straight Bond

Date of redemption: September 12, 2008

Aggregate amount of redemption:

 ¥20,000 million



23rd Unsecured Straight Bond

Date of redemption: November 28, 2008

Aggregate amount of redemption:

 ¥20,000 million



Convertible bond due 2015

Date of early redemption: March 21, 2009

Aggregate amount of redemption: ¥50,000 million

Implementation of capital investment through finance lease agreements

SOFTBANK MOBILE Corp. etc.

Implementation of capital expenditure mainly for mobile communications utilizing lease agreements

Funds procured during this period :

 ¥90,208 million



(3) Fundamental Policy for Distribution of Profit, and Dividends for Current and Following Year

The Company strives to increase returns to shareholders by raising corporate value, and has a fundamental policy of returning appropriate amounts of profit to shareholders and other stakeholders.

  The Company's policy regarding dividends to shareholders is to balance the strengthening of the operating base by reducing interest-bearing debt while maintaining a stable dividend over the medium to long term. The Company is currently putting efforts into cash flow operations, focusing on the reduction of interest-bearing debt and therefore intends to pay a dividend of ¥2.5 per share this year, the same amount as last year. The earnings forecasts for the next fiscal year anticipate great improvements in free cash flow as the result of cash flow management. In order to return profits to the shareholders the dividend for the next fiscal year is scheduled to be double the amount of this fiscal year at ¥5 per share.


  


2. The SOFTBANK Group

As of March 31, 2009, the Group comprised the Company (a pure holding company) and the following nine business segments. The number of consolidated subsidiaries and equity-method companies in each business segment is as follows.


Business segments

Consolidated subsidiaries

Equity-method non-consolidated subsidiaries and affiliates

Main business of segment and name of business

Mobile Communications

6

2

Provision of mobile communication services and sale of mobile phones accompanying the services etc.

(Core company: SOFTBANK MOBILE Corp.)

Broadband Infrastructure

6

3

Provision of ADSL and fiber-optic high-speed Internet connection service, IP telephony service, and provision of content etc. (Core company: SOFTBANK BB Corp.(*1))

 

Fixed-line Telecommunications

3

-

Provision of fixed-line telecommunication services etc.

(Core companies: SOFTBANK TELECOM Corp.(*1) )

Internet Culture

17

18

Internet-based advertising operations, portal business and auction business etc. 

(Core company: Yahoo Japan Corporation (*1,2))

 

e-Commerce

7

4

Distribution of PC software and hardware including PCs and peripherals and enterprise solutions, and diversified e-commerce businesses, including business transaction platforms (B2B) and consumer-related e-commerce (B2C) etc. 

(Core companies: SOFTBANK BB Corp. (*1) 

 

Vector Inc., Carview Corporation)

 

Others(*3)

69

47

Technology Services, Media & Marketing, Overseas Funds, and Other businesses

(Core companies: SOFTBANK TECHNOLOGY CORP., SOFTBANK Creative Corp., ITmedia Inc., Fukuoka SoftBank Hawks Marketing Corp.)

Total

108

74



Notes

*1. SOFTBANK BB Corp., SOFTBANK TELECOM Corp. and Yahoo Japan Corporation are included in as consolidated subsidiaries in the Broadband Infrastructure, Fixed-line Telecommunications and Internet Culture segments, respectively, while SOFTBANK BB Corp., SOFTBANK TELECOM Corp. and Yahoo Japan Corporation operate multiple businesses and their operating results are allocated to multiple business segments.


*2. SOFTBANK IDC Solutions Corp. (its company name changed from SOFTBANK IDC Corp. on February 2, 2009) which was previously included in the Fixed-line Telecommunications segment merged with Yahoo Japan Corporation on February 2, 2009. As a result of this merger the datacenter business that was taken over from SOFTBANK IDC Corp. by Yahoo Japan is included in the Internet Culture segment from this fiscal year. 


*3. Broadmedia Corporation, which belonged to the Broadmedia segment that was previously included in Others above, changed from a consolidated subsidiary to an equity-method affiliate as the result of a capital increase via third-party allotment of shares implemented on May 16, 2008. The Broadmedia segment was therefore disbanded in the first quarter of this fiscal year.


 




Listed Companies

The following SOFTBANK subsidiaries are listed on domestic stock exchanges as of March 31, 2009: 

Company Name

Listed Exchange

Yahoo Japan Corporation

Tokyo Stock Exchange 1st section

Jasdaq Securities Exchange

SOFTBANK TECHNOLOGY CORP.

Tokyo Stock Exchange 1st section

Vector Inc.

Osaka Securities Exchange Hercules

ITmedia Inc.

Tokyo Stock Exchange Mothers 

Carview Corporation 

 

 

Tokyo Stock Exchange Mothers


  


3. Management Policies

(1) Fundamental Management Policies

Since its establishment, the SOFTBANK Group has followed the fundamental management policy of 'Endeavoring to benefit society and the economy and to maximize corporate value by fostering the sharing of wisdom and knowledge gained through the IT revolution.' The Group is working to facilitate the realization of a 'true ubiquitous society,' where broadband will enable anyone to access all kinds of information at any time and anywhere.

As a corporate group based on Internet-related businesses, the Group will not limit itself to its existing role of a telecom operator. Rather, by providing both information infrastructure and content as a 'comprehensive digital information company,' the Group aims to make people's lifestyles and business styles more affluent and enjoyable, and to be the global No. 1 corporate group in the broadband era.


(2) Target Management Indices

The Group places great importance on results and rates of change in the principal management indices-net sales, operating income, ordinary income, net income, cash flow and EBITDA*1-for each of our internal management segments. The Group also attaches great importance to indices that track user trends, particularly in the telecommunications businesses, such as the number of subscribers, market share, churn rate, and ARPU. In addition, the Group began releasing earnings forecasts (commitments) for consolidated operating income and cash flows (cash flows from operating activities, cash flows from investing activities, and free cash flow ) with the announcement of earnings results for the second quarter of the fiscal year ended March 31, 2009 (released on October 29, 2008). Going forward, the Group will work to further strengthen its financial position by managing cash flows, maximizing free cash flow, and reducing interest-bearing debt.

*1 EBITDA: Operating income/loss + depreciation and loss from disposal of fixed assets (which are included in operating expenses.)


(3) Medium-and-Long-Term Strategies

As a 'comprehensive digital information company' in the ubiquitous age, the Group aims to integrate fixed-line and mobile telecommunications broadband services and to seamlessly develop a range of broadband content over that infrastructure. In this way, the Group will work to maximize Group revenue and corporate value through the establishment of unique 'business models for the broadband era' that will generate long-term, stable income from its infrastructure businesses, increased returns from its portal businesses, and diversified sources of profit from its content businesses. 

In addition, the Group operates its businesses with the aim of being the 'No. 1 Internet Company in Asia' and the 'No. 1 Mobile Internet Company.' In China, the world's largest market, we have invested in Oak Pacific Interactive, which operates one of China's largest SNS 'Xiaonei,' in addition to the Alibaba Group, our strategic partner in China, in order to enhance efforts in the area of Internet services in China going forward. In the mobile Internet field, the Group has established the 'Joint Innovation Lab (JIL B.V.)' joint venture with China Mobile Limited, the world's largest mobile operator in terms of the number of subscribers, and Vodafone Group Plc, the world's No. 2 mobile operator. JIL began by offering a Mobile Widget*2 platform, and through innovation and synergies in the mobile communications industry, and is providing new services to users around the world. Verizon Wireless, the operator with one of the largest subscriber bases in the U.S., also participates in JIL, and the four companies involved in this project represent a customer base of approximately one billion customers.

*2 Mobile Widget: An application on the mobile handset screen that allows for one-touch access to desired information.

  


(4) Important Management Issues for the Company

1. Initiatives to reduce interest-bearing debt

The Group's interest-bearing debt as of March 31, 2009, stood at ¥2,400,391 million. The majority of this amount represents borrowings for the acquisition of the mobile communications business, and the remainder totals ¥1,184,853 million. Repayments are being made ahead of schedule, with total repayments of ¥181,146 million made during the fiscal year ended March 31, 2009.

  The Group generated consolidated free cash flow of ¥181,562 million during the year, and has made a commitment to generate ¥250,000 million in the fiscal year ending March 31, 2010. Free cash flow is used to repay interest-bearing debt, thereby strengthening the Group's financial position.


2. Initiatives in the Mobile Communications segment 

Immediately following its full-fledged entry into the mobile communications market, the Group identified four key initiatives - '3G network enhancement,' '3G handset lineup enrichment,' 'mobile content enhancement,' and 'enhancement of sales structure & branding'-and has worked to expand the customer base and further establish the 'SoftBank' brand. The Group will continue to work on the implementation of these initiatives as a means of contributing to its overall growth. 

  The Group has made 'Mobile Internet Content' its area of focus for 2009, and will provide attractive content to allow customers to have a more enjoyable, ongoing mobile Internet experience. As a first step in this area, the comedy video contest S-1 BATTLE was launched on March 1, 2009.


3. Initiatives in the Broadband Infrastructure segment 

The Group's comprehensive broadband service, Yahoo! BB has the largest share of the market for ADSL services, but the broadband market is experiencing a shift to higher speed FTTH*3 services that use optical fiber. The Group is therefore striving to retain ADSL customers by expanding the service lineup and continuing to provide services that meet customer needs. These services include the FMC service White Call 24, which offers free domestic calls 24-hours a day between SoftBank mobile phones and the IP telephone service offered by SOFTBANK BB, and the new Yahoo! BB White Plan, which can be used for as little as ¥655/month*4 with a two ceilings plan and SOFTBANK Keitai Set Discount

  The Group is also working to expand its lineup of FTTH services, and in February 2009 SOFTBANK BB launched the Yahoo!BB hikari with FLET'S as one step in this process. We are working aggressively to attract customers who prefer FTTH services.

*3 Fiber To The Home: A data telecommunications service for homes using an optical fiber connection.

*4 When used with SoftBank 3G in the eastern Japan area.


4. Initiatives in the Fixed-line Telecommunications segment 

The consumer market for fixed-line telecommunications operations continues to shrink because of the penetration of mobile phones and IP phone services, but demand remains firm in the corporate market. Given this environment, SOFTBANK TELECOM Corp. continues to directly market fixed-line services to corporations, with an emphasis on the OTOKU Line, a direct connection fixed-line voice service. SOFTBANK TELECOM also began accepting applications for White Office, a corporate FMC service that uses SOFTBANK MOBILE's mobile phone services to use mobile phones as extension lines for fixed-line phones, from March 2, 2009. Other FMC services already introduced to aggressively acquire subscriber lines include White Plan Corporate Discount 24 and White Line 24, as the business works to increase profit by continuing to emphasize corporate data services.





5. Pursuing synergies among Group companies

As a corporate group, based on Internet-related businesses, the Group will not limit itself to its existing role as a comprehensive communications carrier. Rather, the Group will further enhance its appealing broadband content, such as through the Yahoo! Streaming video portal site. As a comprehensive digital information company in the broadband era, the Group will work to develop innovative services in infrastructure, portals, and content and strive to clearly differentiate itself from competitors.

  The Group has been pursuing synergies in the telecommunications businesses- the three telecommunications companies of the SOFTBANK Group, namely, SOFTBANK MOBILE, SOFTBANK BB and SOFTBANK TELECOM-in a variety of ways. These initiatives include cost reductions through the integration of backbone networks, the expansion of the customer base and sales channels and the offering of FMC services.  

  The Group considers the further pursuit of Group synergies to be an important issue, and as a step in this direction the service brand logos of the three telecommunications companies were unified on April 1, 2009. By working even more closely together, these three companies will utilize synergies to provide customers with innovative services by creating a full-fledged mobile Internet environment and continuing to pursue FMC. This is also contributing to increased management efficiency.  




 




4. Consolidated Financial Statements

(1) Consolidated Balance Sheets

(Millions of yen)


As of 

March 31, 2008

As of 

March 31, 2009


 Amount

 Amount

ASSETS



Current assets:



Cash and deposits

¥491,161

¥457,953

Notes and accounts receivable - trade

887,723

858,084

Marketable securities

4,928

2,917

Merchandise

58,118

42,320

Deferred tax assets

105,850

93,021

Other current assets

103,351

114,874

Less: 

Allowance for doubtful accounts

(68,388)

(48,858)

Total current assets

1,582,744

1,520,313




Fixed assets:



Property and equipment, net:



Buildings and structures

75,781

71,577

Telecommunications equipment

744,037

738,967

Telecommunications service lines

86,062

79,637

Land

23,442

22,576

Construction in progress

45,576

37,477

Other

54,364

50,710

Total property and equipment

1,029,265

1,000,946




Intangible assets, net:



Goodwill

974,435

956,730

Software

224,180

226,131

Other intangibles

39,693

39,245

Total intangible assets

1,238,309

1,222,108




Investments and other assets:



Investment securities and 

investments in unconsolidated subsidiaries 

and affiliated companies

464,997

320,102

Deferred tax assets

126,887

158,228

Other assets

118,491

200,749

Less: 

Allowance for doubtful accounts

(4,613)

(37,100)

Total investments and other assets

705,763

641,980

  Total fixed assets

2,973,337

2,865,036

Deferred charges

2,818

1,322

Total assets

¥4,558,901

¥4,386,672

  


Consolidated Balance Sheets

(Millions of yen)


As of 

March 31, 2008

As of 

March 31, 2009


 Amount

 Amount

LIABILITIES AND EQUITY



Current liabilities:



Accounts payable - trade

¥187,279

¥160,339

Short-term borrowings

448,571

575,532

Current portion of corporate bonds

52,540

64,000

Accounts payable - other 

and accrued expenses

364,450

352,171

Income taxes payable

35,079

21,363

Current portion of lease obligations

69,770

88,241

Other current liabilities

83,012

87,935

Total current liabilities

1,240,704

1,349,583

Long-term liabilities:



Corporate bonds

445,211

324,566

Long-term debt

1,586,645

1,436,292

Deferred tax liabilities

41,977

28,795

Liability for retirement benefits

16,158

16,076

Allowance for point mileage

43,809

41,816

Lease obligations

241,496

233,314

Other liabilities

94,172

131,428

Total long-term liabilities

2,469,472

2,212,290

Total liabilities

3,710,176

3,561,873

Equity:



Common stock

187,422

187,681

Additional paid-in capital

211,740

211,999

Accumulated deficit

(91,744)

(51,269)

Less: Treasury stock

(206)

(214)

Total shareholders' equity

307,213

348,197

Unrealized gain on available-for-sale securities

80,914

31,334

Deferred (loss) gain on derivatives under hedge accounting

(11,823)

25,117

Foreign currency translation adjustments

7,437

(30,554)

Total valuation and translation adjustments

76,529

25,897

Stock acquisition rights

120

289

Minority interests

464,862

450,414

Total equity

848,725

824,798

Total liabilities and equity

¥4,558,901

¥4,386,672

  

(2) Consolidated Statements of Income

(Millions of yen)


Fiscal year ended 

March 31, 2008

Fiscal year ended 

March 31, 2009



Amount

 Amount


Net sales

¥2,776,168

¥2,673,035

Cost of sales

1,467,363

1,365,903


Gross Profit

1,308,805

1,307,132


Selling, general and administrative expenses

984,517

948,011


Operating income

324,287

359,121

Interest income

3,137

1,399

Foreign exchange gain, net

4,981

1,884


Equity in earnings of affiliated companies

55,411

-


Contribution for construction

699

3,423


Other non-operating income

5,158

6,309


Non-operating income

69,387

13,016

Interest expense

114,863

112,345

Equity in losses of affiliated companies

-

13,759


Other non-operating expenses

20,197

20,370


Non-operating expenses

135,060

146,475


Ordinary income

258,614

225,661

Gain on sale of investment securities

6,432

3,454

Dilution gain from changes in equity interest

3,765

2,483

Unrealized appreciation on investments and gain on sale of investments at subsidiaries in the U.S. , net

12,967

-


Gain on liquidation of a subsidiary

-

2,972


Other special income

6,619

2,301


Special income

29,785

11,212


Valuation loss on investment securities

21,855

11,504


Unrealized loss on valuation of investments and loss on sale of investments at subsidiaries in the U.S., net

-

5,316


Impairment loss

10,644

29,478


Loss on additional entrustment for debt assumption

-

75,000


Other special losses

30,011

8,236


Special loss

62,511

129,535


Income before income taxes and minority interests

225,887

107,338


Income taxes:




Current

48,649

39,390


Deferred

29,533

(19,674)


Total income taxes

78,183

19,715


Minority interests in net income

39,079

44,450


Net income 

¥108,624

¥43,172





(3)Consolidated Statements of Changes in Equity


Fiscal year from April 1, 2007 to March 31, 2008:



(Millions of yen)




Shareholders' equity

Valuation and translation adjustments

Stock acquisition rights

Minority interests

Total equity




Common 

stock

Cash receipts for new stock subscriptions

Additional paid-in 

capital

Accumulated deficit

Treasury stock

Total

Unrealized gain (loss) on available-for- sale securities

Deferred gain (loss) on derivatives under hedge accounting

Foreign currency translation adjustments

Total


Balance at April 1, 2007


¥163,309

¥1

¥187,669

¥(192,271)

 ¥(193)

¥158,515

¥122,619

¥(26,995)

¥28,810

¥124,434

¥3,180

¥430,106

¥716,237


Changes of items during the year
















 Increase in accumulated deficit due to adoption of new accounting standards at a subsidiary 

in the U.S.


-

-

-

(5,150)

-

(5,150)

-

-

-

-

-

-

(5,150)


Exercise of warrants


24,113

(1)

24,071

-

-

48,183

-

-

-

-

-

-

48,183


Cash dividends 


-

-

-

  (2,639)

-

(2,639)

-

-

-

-

-

-

  (2,639)


Adjustments of accumulated deficit due to change in scope of the consolidation


-

-

-

(307)

-

(307)

-

-

-

-

-

-

(307)


Net income


-

-

-

108,624

-

108,624

-

-

-

-

-

-

108,624


Purchase of treasury stock


-

-

-

-

(12)

(12)

-

-

-

-

-

-

  (12)


 Items other than changes in shareholders' equity, net


-

-

-

-

-

-

(41,704)

15,172

(21,372)

(47,904)

(3,060)

34,755

(16,209)


Total changes in the year


24,113

(1)

24,071

100,527

(12)

148,697

(41,704)

15,172

(21,372)

(47,904)

(3,060)

34,755

132,487


Balance at March 31, 2008


¥187,422

¥-

¥211,740

¥(91,744)

¥(206)

¥307,213

¥80,914

¥ (11,823)

¥7,437

¥76,529

¥120

¥464,862

¥848,725


    


Fiscal year from April 1, 2008 to March 31, 2009:



(Millions of yen)




Shareholders' equity

Valuation and translation adjustments

Stock acquisition rights

Minority interests

Total equity




Common 

stock

Additional paid-in 

capital

Accumulated deficit

Treasury stock

Total

Unrealized gain (loss) on available-for- sale securities

Deferred gain (loss) on derivatives under hedge accounting

Foreign currency translation adjustments

Total


Balance at April 1, 2008


¥187,422

¥211,740

¥(91,744)

¥(206)

¥307,213

¥80,914

¥ (11,823)

¥7,437

¥76,529

¥120

¥464,862

¥848,725


Increase in accumulated deficit due to adoption of a new accounting standard for accounting policies at foreign subsidiaries


-

-

(3)

-

(3)

-

-

-

-

-

-

(3)


Changes of items during the year















Exercise of warrants 


258

258

-

-

517

-

-

-

-

-

-

517


Cash dividends 


-

-

  (2,701)

-

(2,701)

-

-

-

-

-

-

  (2,701)


Adjustments of accumulated deficit due to change in scope of the consolidation


-

-

7

-

7

-

-

-

-

-

-

7


Net income


-

-

43,172

-

43,172

-

-

-

-

-

-

43,172


Purchase of treasury stock


-

-

-

(8)

(8)

-

-

-

-

-

-

  (8)


 Items other than changes in shareholders' equity, net


-

-

-

-

-

(49,580)

36,940

(37,992)

(50,632)

169

(14,447)

(64,910)


Total changes in the year


258

258

40,478

(8)

40,987

(49,580)

36,940

(37,992)

(50,632)

169

(14,447)

(23,923)


Balance at March 31, 2009


¥187,681

¥211,999

¥(51,269)

¥(214)

¥348,197

¥31,334

¥ 25,117

¥(30,554)

¥25,897

¥289

¥450,414

¥824,798






(4) Consolidated Statements of Cash Flows

(Millions of yen)


Fiscal year ended 

March 31, 2008

Fiscal year ended 

March 31, 2009

Cash flows from operating activities:






Income before income taxes and minority interests

¥225,887

¥107,338




Adjustments for:



Depreciation and amortization

220,254

236,013

Amortization of goodwill

59,050

61,111

Equity in (earnings) losses of affiliated companies

(55,411)

13,759

Dilution gain from changes in equity interest, net

(1,570)

(2,410)

Impairment loss

10,644

29,478

Valuation loss on investment securities

21,855

11,504

Unrealized (appreciation) loss on investments and (gain) loss on sale of investments at subsidiaries in the U.S., net

(12,967)

5,316

Gain on sale of marketable and investment securities, net

(7,569)

(3,037)

Foreign exchange gain , net

(4,431)

(1,494)

Interest and dividend income

(3,754)

(2,396)

Interest expense

114,863

112,345

Changes in operating assets, and liabilities



(Increase) decrease in receivables - trade

(309,196)

1,699

Decrease in payables - trade

(7,508)

(29,230)

Other, net

60,917

65,426

Sub-total

311,066

605,425




Interest and dividends received

3,473

2,603

Interest paid

(103,467)

(99,761)

Income taxes paid

(52,815)

(60,408)

  Net cash provided by operating activities

158,257

447,857


- Continued -


Consolidated Statements of Cash Flows (Continued)

(Millions of yen)


Fiscal year ended

 March 31, 2008

Fiscal year ended

 March 31, 2009




Cash flows from investing activities:



Purchase of property and equipment, and intangibles

¥ (345,677)

¥ (240,637)

Purchase of marketable and investment securities

(45,576)

(33,197)

Proceeds from sale of marketable and investment securities

44,175

18,858

Acquisition of interests in subsidiaries newly consolidated, net of cash acquired

1,207

(17,530)

Sale of interests in subsidiaries previously consolidated, net

(257)

-

Proceeds from sales of interests in consolidated subsidiaries 

1,012

-

Other, net

22,655

6,212

  Net cash used in investing activities

(322,461)

(266,295)




Cash flows from financing activities:



(Decrease) increase in short-term borrowings, net

(69,530)

116,358

Decrease in commercial paper, net

(5,000)

-

Proceeds from long-term debt

280,716

234,681

Repayment of long-term debt

(234,874)

(372,300)

Proceeds from issuance of bonds

89,462

-

Redemption of bonds

(58,038)

(108,930)

Exercise of warrants

44,846

517

Proceeds from issuance of shares to minority shareholders

9,127

1,137

Cash dividends paid

(2,640)

(2,680)

Cash dividends paid to minority shareholders

(3,549)

(4,121)

Purchase of treasury stock of subsidiaries in consolidation

(408)

(71,166)

Proceeds from sale and lease back of equipment newly acquired

297,922

90,208

Repayment of lease obligations

(49,901)

(81,347)

Other, net

(13,403)

(12,705)

  Net cash provided (used in ) by financing activities

284,727

(210,348)




Effect of exchange rate changes 

on cash and cash equivalents

(7,006)

(2,383)

Net increase (decrease) in cash and cash equivalents

113,516

(31,169)

Increase in cash and cash equivalents due to newly consolidated subsidiaries

-

357

Decrease in cash and cash equivalents due to exclusion of previously consolidated subsidiaries

(771)

(1,810)

Cash and cash equivalents, beginning of the year

377,520

490,266

Cash and cash equivalents, end of the year

¥490,266

¥457,644





(5)Significant doubt about going concern assumption

 Not applicable


 (6) Basis of Presentation of Consolidated Financial Statements


1.    Changes in scope of consolidation

As of March 31, 2009, SOFTBANK CORP. (the 'Company'consolidated 108 subsidiaries (together, the 'Group'). 65 subsidiaries were not consolidated as the individual and aggregate amounts were not considered material in relation to the consolidated total assets, net sales, net income and retained earnings (accumulated deficit) of the SOFTBANK Consolidated Financial Statements.

 Changes in scope of consolidation are as follows:

<Increase>

11 companies

Significant changes: 

SOFTBANK TELECOM PARTNERS Corp.



Additionally acquired

<Decrease>

12 companies

 Significant changes:

  Broadmedia Corporation


Decreased in interest due to allocation of new stock to a third party

   

2.    Changes in scope of equity method

As of March 31, 2009, the Company held 4 non-consolidated subsidiaries and 70 affiliates, all of which were accounted for under the equity method. 61 non-consolidated subsidiaries and 20 affiliates were not accounted for under the equity method, as the individual and aggregate amounts were not considered material in relation to the net income and retained earnings (accumulated deficit) of the SOFTBANK Consolidated Financial Statements. 

Changes in scope of equity method are as follows:

<Increase>

16 companies    

Significant changes:

  Broadmedia Corporation


Changed from a consolidated subsidiary

<Decrease>

9 companies


   

3.    Fiscal year end

    Fiscal year ends of consolidated subsidiaries for both domestic and overseas entities are as follows:

    

<Fiscal year end>

<Domestic>


<Overseas>

March end 

50


32

  (same as the consolidated balance sheet date) 


June end

1


-

July end

-


2

December end

2


17

January end

-


2

February end

2


-


4.    Summary of significant accounting policies

(1) Evaluation standards and methods for major assets

    [1] Marketable securities and investment securities

    Held-to-maturity debt securities: Stated at amortized cost

    Available-for-sale securities:

With market quotations:    Stated at fair value, which represents the market prices at the balance sheet date (unrealized gain/loss is included as a separate component in equity, net of tax, while cost is primarily determined using the moving-average method)

Without market quotations: Carried at cost, primarily based on the moving-average method

    

   




Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions of 'American Institute of Certified Public Accountants Audit and Accounting Guide' investment companies (the AICPA Guide) and account for the investment securities in accordance with the AICPA Guide. The investment securities are carried at fair value, and net changes in fair value are recorded in the consolidated statements of income under the application of the AICPA Guide.


[2] Derivative instruments:    Stated at fair value


    [3] Inventories (merchandise):     Carried at cost, primarily net selling value determined by the moving-average method


    (2) Depreciation and amortization

[1] Property and equipment:

Buildings and structures:  

Computed primarily using the straight-line method

Telecommunications equipment: 

Computed using the straight-line method

Telecommunications service lines:  

Computed using the straight-line method

Others:     

Computed primarily using the straight-line method


    [2] Intangible assets: Computed using the straight-line method


Finance leases in which the ownership of leased assets is not transferred to lessees at the end of lease periods are computed using the straight-line method over the period of the finance leases. Finance lease transactions in which the ownership of leased assets was not transferred to lessees and contracted before April 1, 2008 are accounted for as operating lease transactions and 'as if capitalized' information is disclosed in the notes to the Company's consolidated financial statements. 


(3) Accounting principles for major allowances and accruals

<Allowance for doubtful accounts>

Allowance for doubtful accounts is calculated based on the aggregate amount of estimated credit losses on doubtful receivables, plus an amount for receivables other than doubtful receivables calculated using historical write-off experience ratios from certain prior periods.


<Accrued retirement benefits>

SOFTBANK MOBILE, SOFTBANK TELECOM, and certain other subsidiaries have defined benefit pension plans for their employees. These companies account for the obligation for retirement benefits based on the projected benefit obligations at the end of the fiscal year end.

SOFTBANK MOBILE and SOFTBANK TELECOM amended the pension plans by suspending the defined benefit pension plans at the end of March 2007 and March 2006, respectively, and implementing defined contribution pension plans. The retirement benefits existed and calculated under the benefit pension plan were fixed and will be paid at the retirement of applicable employees, and the projected benefit obligations are calculated based on these fixed retirement benefits. As a result, service cost under the defined benefit pension plans at SOFTBANK MOBILE and SOFTBANK TELECOM did not occur for the fiscal year ended March 31, 2009.


<Allowance for point mileage >

SOFTBANK MOBILE has an allowance for point mileage which is accrued based on the estimated future obligation arising from point service, based on past experience.


(4) Translation of foreign currency transactions and accounts

  All assets and liabilities in foreign currencies are translated at the foreign currency exchange rates prevailing at the respective balance sheet dates. Foreign currency exchange gains or losses are charged to net income when incurred.

The translation of foreign currency denominated revenues and expenses in the financial statements of foreign consolidated subsidiaries into Japanese yen is performed by using the average exchange rate for the period. Assets and liabilities are translated using the foreign currency exchange rates prevailing at the balance sheet dates, and capital stock is translated using the historical foreign currency exchange rates. Foreign currency financial statement translation differences are presented as a separate component of 'Equity,' and the portion pertaining to minority shareholders, which is included in 'Minority interests.'




(5) Accounting for significant hedge transactions 

[1]Collar transaction

    <Hedge accounting> 

    Unrealized gains and losses, net of tax, on a collar transaction that qualifies as an effective cash flow hedge at consolidated subsidiaries in the United States of America are reported as a separate component of 'Equity' in the Company's consolidated balance sheets. As such, unrealized gains and losses associated with the collar transaction will be recognized into earnings in the same period during which the hedged assets and liabilities are recognized in earnings.


    <Derivative instruments for hedging and hedged items>

     Derivative instruments for hedging: Prepaid variable share forward contract (the collar transaction)

Hedged items:      Equity security


    <Hedging policy>

The purpose of the collar transaction is to hedge the variability of cash flows associated with the future market price of the underlying equity security, which is used for the settlement of loans at maturity.


    <Effectiveness of hedge transactions>

The effectiveness of hedge transaction is assessed by measuring high correlation between the variability of cash flows associated with the market price of hedged items and variability of cash flows of hedge instruments. 


[2] Interest rate swap

    <Hedge accounting>

Recognitions of gains or losses resulting from changes in fair value of derivative instruments for hedging are deferred until the related gains and losses on hedged items are recognized. For interest rate swaps whose amounts, index and periods are same as the conditions for hedged items, the 'exceptional method' is adopted. Under this method, a certain domestic consolidated subsidiary does not account for gains and losses of those interest rate swaps on a fair value basis and recognizes swap interest on an accrual basis.


    <Derivative instruments for hedging and hedged items>

    Derivative instruments for hedging: Interest rate swap contracts

    Hedged items:         Interest expense on borrowings 


    <Hedging policy>

In accordance with the Company's policy, the domestic consolidated subsidiaries use derivative financial instruments to hedge the risk of exposures to fluctuations in interest rates in accordance with its internal policies, regarding the authorization and credit limit amount.


    < Effectiveness of hedge transactions >

The effectiveness of hedge transaction is assessed by measuring high correlation between the variability of cash flows associated with the interest rate of hedged items and variability of cash flows of hedge instruments. For the circumstance that 'exceptional method' is adopted, the valuations of effectiveness are omitted.


[3] Forward-exchange contract

① <Hedge accounting>

  Long-term debt denominated in foreign currencies for which foreign exchange forward contracts are used to hedge the foreign currency fluctuation are translated at the contracted rate, if the forward contracts qualify for hedge accounting.

   

② <Derivative instruments for hedging and hedged items>

    Derivative instruments for hedging: Forward-exchange contract

    Hedged items:         Foreign currency-denominated bond


③ <Hedging policy>

  In accordance with the Company's policy, the Company uses derivatives to hedge foreign exchange risk associated with

certain assets and liabilities denominated in foreign currencies.




    < Effectiveness of hedge transactions >

Effectiveness of the hedge transaction is omitted due to qualifying for hedge accounting.


(6) Other

[1] Accounting method for consumption taxes

    Consumption taxes are accounted for using the net method of reporting.


[2] Application of consolidated taxation system

BB Mobile Corp., SOFTBANK MOBILE, and its 4 subsidiaries, all of which are subsidiaries of the Company, adopted the consolidated taxation system.


5. Accounting for business combinations

All assets and liabilities of acquired entities are revalued at the respective fair market value at the combination date.


6. Amortization of goodwill

    'Goodwill' is amortized on a straight-line basis over reasonably estimated periods in which economic benefits are expected to be realized. Immaterial goodwill is expensed as incurred.

  The goodwill resulted from acquisition of Vodafone K.K. (currently SOFTBANK MOBILE) is amortized over a 20-year-period.


7.  Scope of cash and cash equivalents in the consolidated statements of cash flows

'Cash and cash equivalents' are comprised of cash on hand, bank deposits withdrawable on demand and highly liquid  

investments with initial maturities of three months or less and a low risk of fluctuation in value.

 




 (7) Changes in accounting policies 


  1. Application of accounting standard for measurement of inventories

  Prior to April 1, 2008, inventories held for sale in the ordinary course of business were measured by primarily cost determined by the moving-average method. 'Accounting Standard for Measurement of Inventories'(ASBJ Statement No.9 issued on July 5, 2006), which is effective for fiscal years beginning on or after April 1, 2008, was adopted for the year ended March 31, 2009. Due to the application of the accounting standard, inventories are measured by primarily net selling value determined by the moving-average method. The effect of this change is not material.


2. Application of practical solution on unification of accounting policies applied to foreign subsidiaries for consolidated financial statements

  'Practical Solution on Unification of Accounting Policies Applied to Foreign Subsidiaries for Consolidated Financial Statements' (ASBJ PITE No.18 issued on May 17, 2006) was applied for the year ended March 31, 2009 and the necessary adjustments are reflected in the consolidated financial statements. The effect of this change is not material. 


3. Application of accounting standard for lease transactions

  Prior to April 1, 2008, finance lease in which the ownership of leased assets was not transferred to lessees was permitted to be accounted for as operating lease transactions. 'Accounting Standard for Lease Transactions'(ASBJ Statement No.13 issued on June 17, 1993 and revised on March 30, 2007) and 'the Guidance on Accounting Standard for Lease Transactions (ASBJ Guidance No.16 issued on January 18, 1994 and revised on March 30, 2007) were adopted from the fiscal year beginning on April 1 , 2008. They were applied for all lease transactions contracted after April 1, 2008, and the finance lease transactions are capitalized recognizing lease assets and lease obligations in the balance sheet. The effect of this change is not material. 

Finance lease transactions in which the ownership of leased assets was not transferred to lessees and contracted before April 1, 2008 are permitted to be accounted for as operating lease transactions if certain 'as if capitalized' information is disclosed in the notes to the lessee's financial statements.



 



(8) Notes


(Consolidated Balance Sheets)


1.    Accumulated depreciation of property and equipment

As of March 31, 2008

As of March 31, 2009

837,286

million yen

966,322

million yen


2.    Investments in non-consolidated subsidiaries and affiliates


As of March 31, 2008

As of March 31, 2009

Investment securities and investments in partnerships

167,111

million yen

133,791

million yen


3.    Obligation of additional entrustment for debt assumption of bonds (As of March 31, 2009)

SOFTBANK MOBILE has entrusted cash for the repayment of the straight bonds listed in the following table, based on debt assumption agreements with a financial institution. The bonds are derecognized in the Company's consolidated balance sheets.

The trust has collateralized debt obligations (CDO) issued by a Cayman Islands based Special-Purpose Company (SPC). The SPC has contracted a credit default swap agreement secured by debt securities (corporate bond), which refers to a certain portion of the portfolio consisting of 160 referenced entities.  

In case that defaults (credit events under the agreement) of 8 and above of referenced entities occur, the CDO of ¥75,000 million in total is redeemed.

As of March 31, 2009, SOFTBANK MOBILE received notices of the default of 6 referenced entities from Goldman Sachs International, the arranger of the CDO. On April 10, 2009, SOFTBANK MOBILE received a notice of the default of two referenced entities. As a result, for the amount required as an additional entrustment of ¥75,000 million, long term accounts payable was recognized and included in 'Other liabilities' of long-term liabilities in the consolidated balance sheet. In the consolidated statement of income, it was recorded as 'Loss on additional entrustment for debt assumption' in special loss.


Mizuho Corporate Bank, Ltd and the Company set up a credit line facility contract in order to support the repayments of the bonds issued by SOFTBANK MOBILE.




As of December 31, 2008

Subject Bonds


Issue date


Maturity date


Amount of transferred bond

Third Series Unsecured Bond


August 19, 1998


August 19, 2010


25,000 

Fifth Series Unsecured Bond


August 25, 2000


August 25, 2010


25,000 

Seventh Series Unsecured Bond


September 22, 2000


September 22, 2010


25,000 

Total






75,000 million yen




 





4.    Secured loans

(1) Assets pledged as collateral for secured liabilities

[1] For future lease liabilities


As of March 31, 2008

As of March 31, 2009

Assets pledged as collateral:





Notes and accounts receivable - trade

10,181

million yen

76

million yen


In addition to above, amounts eliminated in the consolidated balance sheets as an intercompany balance:

Notes and accounts receivable - trade

13,787

million yen

78

million yen


Note: The collateral for the future lease liabilities (finance lease accounted for as operating lease transactions) was provided by mortgaging against the aggregate of the current and future receivables due from customers of certain consolidated subsidiaries. The future lease liabilities at the end of each year are as follows:



As of March 31, 2008

As of March 31, 2009

Future lease liabilities

(finance lease accounted for as operating lease transactions)

8,121

million yen

2,519

million yen


[2] For short-term borrowings and long-term debt



As of March 31, 2008


As of March 31, 2009

Secured liabilities:







Accounts payable - trade


1,447



1,239


Short-term borrowings


4,724



2,903


Long - term debt


1,378,900



1,287,099


  Total


1,385,072

million yen


1,291,242

million yen

Assets pledged as collateral and secured liabilities by consolidated subsidiaries are as follows: 



As of March 31, 2008


As of March 31, 2009

Assets pledged as collateral:







Cash and deposits


220,801



212,414


Notes and accounts receivable - trade


330,157



312,831


Other current assets


10



-


Buildings and structures


13,872



12,774


Telecommunications equipment


268,494



260,509


Telecommunications service lines


170



189


Land


15,576



10,617


Investment securities and investments in unconsolidated 

subsidiaries and affiliated companies


152,638



66,863


Investments and other assets - other assets


240



31,999


 Total


1,001,961

million yen


908,201

million yen



 



SOFTBANK MOBILE shares owned by BB Mobile Corp. and BB Mobile Corp. shares owned by Mobiletech Corporation are pledged as collateral for long-term debt (totaled to ¥1,276,488 million and ¥1,184,853 million, as of March 31, 2008 and March 31, 2009, respectively) resulting from the acquisition of SOFTBANK MOBILE, in addition to the assets pledged as collateral above.


(2) Borrowings by securitization of receivables

[1] The securitization of installment sales receivable of SOFTBANK MOBILE

Cash proceeds through the securitization of installment sales receivables of SOFTBANK MOBILE were included in 'Short-term borrowings' in the amount of ¥165,872 million and ¥185,669 million, as of March 31, 2008 and








March 31 2009, respectively, and 'Long-term debt' in the amount of ¥53,146 million and ¥36,256 million, as of March 31, 2008 and March 31, 2009, respectively. The amounts of the senior portion of the securitized installment sales receivables of ¥ 219,018 million as of March 31, 2008 and ¥221,925 million as of March 31, 

2009, were included in 'Notes and account receivable-trade', along with the subordinated portion held by the SOFTBANK MOBILE The trustee raised the funds through asset backed loans based on the receivables.


[2] The securitization of receivables for ADSL services of SOFTBANK BB

SOFTBANK BB transferred its senior portion of the securitized present and future receivables for ADSL services* to a SPC (a consolidated subsidiary), and the SPC raised the funds through asset backed loans based on the receivables (¥20,000 million at the fiscal year ended March 31, 2009) from a financial institution. Cash proceeds through the asset backed loans are included in the 'Short-term borrowings' and 'Long-term debt' in the amount of ¥6,660 million and ¥13,340 million, respectively, as of March 31, 2009.


* A certain portion of present and future (through March 2012) receivables realized through the ADSL services provided by SOFTBANK BB.



(3) Borrowings by security lending agreements

Cash receipts as collateral from financial institutions, to whom the Company lent a portion of shares in its subsidiary under security lending agreements are presented as follows:  



As of March 31, 2008

As of March 31, 2009

Short-term borrowings

130,000

million yen

110,000

million yen








5.    Deferred revenue 

SOFTBANK BB sold its ADSL modem rental business to BB Modem Rental Yugen Kaisha for the fiscal years ended March 31, 2006 and March 31, 2008. The gain on sale of the business was deferred and is being amortized based on the estimated economic useful life of modem equipment as a revenue source of the modem rental operations (five years). For the fiscal years ended March 31, 2008 and March 31, 2009, the Company recorded operating income of ¥4,648 million, and ¥5,659 million, respectively, as a result of amortization.


Based on the service agreement with BB Modem Rental Yugen Kaisha, SOFTBANK BB received royalties relating to future revenue from the modem rental business and recorded it as deferred revenue. The deferred revenue will be reversed in conjunction with the recognition of revenue in proportion to the actual business performance of the ADSL business, such as the number of paying customers. Royalties totaling ¥9,497 million and ¥8,809 million for the fiscal years ended March 31, 2008 and March 31, 2009, respectively were recorded as revenue. Ending balances of deferred revenue as of March 31, 2008 and March 31, 2009 were as follows:



As of March 31, 2008

As of March 31, 2009

Other current liabilities (deferred revenue)

14,804

million yen

12,044

million yen 

Other liabilities (long-term deferred revenue)

15,922


3,773




In accordance with the service agreement, SOFTBANK BB must refund a part of the above deferred revenue, which is attributable to the service agreement, if certain financial performance targets are not met.

   











6.    Line of credit as a creditor (not used)

As of March 31, 2008

As of March 31, 2009

14,676

million yen

17,266

million yen


7. Financial covenants

The Group's interest-bearing debt includes financial covenants, with which the Group is in compliance. The major financial covenants are as follows. If the Group conflicts with the following covenants, creditors may require repayment of all debt. In the events where the covenants set several conditions, the strictest condition is presented below.


(1) The amount of the Company's net assets at the end of each quarter must not fall below the larger of [1] or [2] below.

[1] 75% of the amount of the Company's net assets at the end of the most recent year.

[2] 60% of the amount of the Company's net assets at March 31, 2005.


(2) At the end of the year and the first half of the year, balance sheets of SOFTBANK BB and SOFTBANK TELECOM must not show excessive debt. The consolidated balance sheets of BB Mobile Corp. at the end of the year and the first half of the year must not show excessive debt.


(3) Other than the exceptions listed below, as a general rule, members of the following restricted group of companies (the 'restricted group'), will not take on debt obligations* from any company not included in the restricted group or issue any preferred stock after October 12, 2006, the issuance date of these Euro-denominated Senior Notes due 2013.


(Restricted group)

(a) SOFTBANK CORP.

(b) SOFTBANK BB Corp.

(c) SOFTBANK TELECOM Corp.

(d) SOFTBANK MOBILE Corp.

(e) Mobiletech Corporation

(f) BB Mobile Corp.

(g) TELECOM EXPRESS Co., Ltd.

(h) Japan System Solution Co., Ltd.

(i) SBBM Corporation

(j) SOFTBANK TELECOM PARTNERS Corp

(k) Shiodome Management CORP.

(Exceptions)

The major exceptions are as follows:

. SOFTBANK CORP. is permitted to borrow up to ¥200 billion through its commitment line, etc.

. Borrowing related to the acquisition of Vodafone K.K. (currently SOFTBANK MOBILE) (including refinancing) is permitted up to a principal amount of ¥1,450 billion.

.Among the restricted group, those involved in the Mobile Communications business segment (d, f, g, h) are permitted to incur capital expenditure related debt incurring activities* up to a principal amount of ¥400 billion.

.SOFTBANK TELECOM is permitted to borrow up to a principal amount of ¥175 billion.

.The refinancing of the outstanding debt of the restricted group as of October 12, 2006, the issuance date of those notes, is permitted up to the same level of principal amount.

.In the event that [1] a company in the restricted group incurs lease obligations or [2] a subsidiary of SOFTBANK CORP. other than the members of the restricted group incur lease obligations, SOFTBANK CORP. is permitted to provide guarantees to leasing companies up to a principal amount of ¥400 billion for the total of [1] and [2].

. SOFTBANK CORP. is permitted to make security lending transactions using the stock of Yahoo Japan up to, as a general rule, ¥200 billion.

. Other than () to () above, debt-incurring activities* which are pari passu with those notes are permitted up to ¥150 billion.

*(Note) Debt-incurring activities include new borrowings, leasing, etc.










(4) SOFTBANK MOBILE received a loan (the 'SBM loan') from Mizuho Trust & Banking Co., Ltd. (the 'lender'), which, as the Tokutei Kingai Trust Trustee, was entrusted with the proceeds by WBS Funding*1. Under the terms of the SBM loan agreement, SOFTBANK MOBILE is allowed a certain degree of flexibility in its business operations, as a general rule. However, in the event that the loan agreement's financial performance targets (reduction in cumulative debt, adjusted EBITDA*2, leverage ratio*3) or operational performance targets (number of subscribers) are not met, depending on the importance and the timing of issue, the influence of the lender on the operations of SOFTBANK MOBILE might be increased. It is possible that limits will be placed on capital investment, that prior approval will be required for development of new services, that a majority of the board directors will be appointed, and that rights to assets pledged as collateral, including shares of SOFTBANK MOBILE, will be exercised. As of March 31, 2009, there is no infringement of the debt covenants.

Note: *1. WBS Funding (Whole Business Securitization Funding)

    A special purpose company for the purpose of allocating the total amount raised from domestic and foreign financial institutions--¥1,441.9 billion--under the WBS scheme through the Tokutei Kingai Trust Trustee for the SBM loan to SOFTBANK MOBILE. SOFTBANK MOBILE borrowed from Tokutei Kingai Trust Trustee an amount of ¥1,366 billion, representing the total amount of ¥1,441.9 billion raised by WBS Funding less such items as interest hedge costs and interest reserve.

*2. Adjusted EBITDA (Adjusted Earning Before Interests, Taxes, Depreciation, and Amortization)

Lease payments which are included in operating expenses are added back to EBITDA.

*3. Leverage ratio

Leverage ratio = Debt / Adjusted EBITDA. The balance of debt does not include capital financing, subordinated loans from the SOFTBANK Group or Vodafone Oversea Financial Limited or existing bonds.


The amount of net assets shown in SOFTBANK TELECOM's balance sheets for the end of each interim period and the end of each year must not fall below the larger of [1] or [2] below.

[1]    75% of the net assets shown in the consolidated balance sheets of SOFTBANK TELECOM at the end of the most recent year.

[2] 60% of the amount of net assets shown in the consolidated balance sheets of SOFTBANK TELECOM as of March 31, 2005.


 





(Consolidated Statements of Income)


1. Selling, general and administrative expenses



Fiscal year ended

March 31, 2008

Fiscal year ended

March 31, 2009

Sales commission and sales promotion expense


450,658

million yen


423,789

million yen

Payroll and bonuses


106,560



112,670


Provision for allowance for doubtful accounts


46,109



33,341



2.    Unrealized appreciation or loss on valuation of investments and gain or loss on sale of investments at subsidiaries in the United States of America, net

Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions of 

'American Institute of Certified Public Accountants Audit and Accounting Guide' investment companies (the AICPA Guide) 

and account for the investment securities in accordance with the AICPA Guide. 


The net changes in the fair value of the investments are recorded as 'Unrealized appreciation or loss on valuation of investments and gain or loss on sale of investments at subsidiaries in the U.S., net' and gain or loss on sale of investments, computed based on the acquisition cost, is also included in this account. The unrealized appreciation or loss on valuation of investments and gain or loss on sale of investments included in 'Unrealized appreciation or loss on valuation of investments and gain or loss on sale of investments at subsidiaries in the U.S., net' are as follows:





Fiscal year ended

March 31, 2008

Fiscal year ended

March 31, 2009

Unrealized appreciation or loss on valuation of investment

at subsidiaries in the U.S.,net

171


(234)


Gain or loss on sale of investments

at subsidiaries in the U.S.,net

12,795


(5,081)


Total


12,967

million yen


(5,316)

million yen


3. Impairment loss

(Fiscal year ended March 31, 2008)

The Company recorded impairment loss for the following asset groups.

Segment

Purpose of use 

Type of assets

Impairment loss

Fixed-line Telecommunications

Access gateway switch (AGW)

Finance lease assets

¥8,818 million

Internet Culture

Other

Goodwill

¥1,826 million


(1) Method used to determine assets grouping

When reviewing for impairment, assets are grouped based on the business unit conducted by the Group. Moreover, assets related to disposition or restructuring of business, idled assets, and assets leased to others are grouped individually.


(2)Details of Impairment loss

[1] Impairment loss of leased access gateway switch (AGW)

An impairment loss was recorded for certain unused access gateway switch (AGW) which were reserved for the analog lines customers of otoku line direct connection fixed-line voice service. The present values of future lease payment, which are considered as the carrying value of lease assets, were recorded in the consolidated statement of income. 

  [2] The goodwill related to the subsidiaries of the internet culture segment was recorded as impairment loss in the consolidated statement of income.  







 (Fiscal year ended March 31, 2009)

The Company recorded impairment loss for the following asset groups.

Segment

Purpose of use 

Type of assets

Impairment loss

Broadband Infrastructure

Assets for FTTH infrastructural business

Telecommunications equipment, Finance lease assets, Construction in progress, Software, Structures, and other

¥28,999 million

Internet Culture

Other

Goodwill

¥479 million


(1) Method used to determine assets grouping

When reviewing for impairment, assets are grouped based on the business unit within the Group. Moreover, assets related to disposition or restructuring of a business, idled assets, and assets leased to others are grouped individually.


(2)Details of Impairment loss

[1] Impairment loss of assets in Broadband Infrastructure business

As SOFTBANK BB launched Yahoo BB hikari with FLET'S, which is a new FTTH Internet connection service, the future revenue generated from the assets for Yahoo BB! hikari service, which is a current FTTH infrastructural service, was reassessed. As a result, impairment loss for the total carrying amounts of the assets and the removal costs were recorded in the consolidated statements of income, since the carrying amounts of the assets were not recovered by estimated future cash flows.

The impairment loss consists of ¥10,702 million for telecommunications equipment, ¥7,259 million for finance lease assets*, ¥4,630 million for constructing in progress, ¥1,265 million for software, ¥880 million for structures and ¥4,261 million for removal costs.

For the calculation of impaired value of the leased assets, the present values of the future lease payments were considered to be the carrying value of leased assets.


*Note 

The finance lease assets contracted before April 1, 2008 are accounted for as operating lease transactions.


  [2] The goodwill related to certain subsidiaries of the Internet culture segment was recorded as an impairment loss in the consolidated statements of income.  


4. Loss on additional entrustment for debt assumption


As described in 'Obligation of additional entrustment for debt assumption of bonds' in note 3 to the consolidated balance sheet, special loss is recorded for an additional entrustment required.

 



(Consolidated Statements of Changes in Equity)


Fiscal year from April 1, 2007 to March 31, 2008:


1.    Class and number of outstanding shares:                (shares in thousands)


March 31, 2007

Increase

Decrease

March 31, 2008

Number of common stocks

  1,055,862

  24,801 

  -

  1,080,664

Note: Increase resulted from the exercise of stock acquisition rights.


2.    Class and number of treasury stocks:                  (shares in thousands)


March 31, 2007

Increase

Decrease

March 31, 2008

Number of common stocks

  158

  5  

  -

  163

Note: Increase resulted from the acquisition of the fractional shares.


3.    Stock acquisition rights:


Type

Detail of stock acquisition rights

Class of shares

Number of shares for stock acquisition rights     (in thousands)

Millions of yen

March 31, 2007

Increase

Decrease

March 31, 2008

March 31, 2008

SOFTBANK, Corp.

Stock acquisition rights issued in 2004

Common stocks

24,000

-

24,000

-

-

Consolidated Subsidiaries 

-

-

120

Total

-

120


4.    Dividends:

(1) Dividend paid

Resolution

Class of shares

Amount of dividend (Millions of yen)

Dividend per share

Record date

Effective date

Ordinary general meeting of shareholders, June 22, 2007

Common stocks

2,639  

¥2.50

 March 31, 2007  

June 25, 2007


(2) Dividends which recorded date is in the fiscal year 2008 and effective date for payment is in the fiscal year 2009

Resolution

Class of shares

Amount of dividend 

(Millions of yen)

Source of dividend

Dividend per share

Record date

Effective date

Ordinary general meeting of shareholders, June 25, 2008

Common stocks

  2,701

Retained earnings

¥2.50

 March 31, 2008  

June 26, 2008


5. Accounting for Uncertainty in Income Taxes

A subsidiary of the Company in the United States of America applied 'Accounting for Uncertainty in Income Taxes' (Financial Accounting Standard Board Interpretation No. 48), effective for fiscal years beginning after December 15, 2006, from the fiscal year ended March 31, 2008.  

The cumulative effect of applying the provisions of this Interpretation was recorded as an adjustment to the opening balance of accumulated deficit.


6. Exercise of warrants

   Exercise of warrants is related to exercise of stock subscription rights and stock acquisition rights.










Fiscal year from April 1, 2008 to March 31, 2009:


1.    Class and number of outstanding shares:                (shares in thousands)


March 31, 2008

Increase

Decrease

March 31, 2009

Number of common stocks

  1,080,664

  359

  -

  1,081,023

Note: Increase resulted from the exercise of stock acquisition rights.


2.    Class and number of treasury stocks:                  (shares in thousands)


March 31, 2008

Increase

Decrease

March 31, 2009

Number of common stocks

  163

  5  

  -

  169

Note: Increase resulted from the acquisition of the fractional shares.


3.    Stock acquisition rights:

(1) Stock acquisition rights as stock options

Type

Detail of stock acquisition rights

Class of shares

Number of shares for stock acquisition rights     (in thousands)

Millions of yen

March 31, 2008

Increase

Decrease

March 31, 2009

March 31, 2009

Consolidated Subsidiaries 

-

-

271

Total

-

271

   

    (2) Stock acquisition rights other than above

Type

Detail of stock acquisition rights

Class of shares

Number of shares for stock acquisition rights     (in thousands)

Millions of yen

March 31, 2008

Increase

Decrease

March 31, 2009

March 31, 2009

Consolidated Subsidiaries 

-

-

18

Total

-

18


4.    Dividends:

(1) Dividend paid

Resolution

Class of shares

Amount of dividend (Millions of yen)

Dividend per share

Record date

Effective date

Ordinary general meeting of shareholders, June 25, 2008

Common stocks

2,701  

¥2.50

 March 31, 2008  

June 26, 2008


(2) Dividends which recorded date is in the fiscal year 2009 and effective date for payment is in the fiscal year 2010

Resolution

Class of shares

Amount of dividend 

(Millions of yen)

Source of dividend

Dividend per share

Record date

Effective date

Ordinary general meeting of shareholders, June 24, 2009

Common stocks

  2,702

Retained earnings

¥2.50

March 31, 2009

June 25, 2009















(Consolidated Statements of Cash Flows)


1.    Reconciliation of cash and cash equivalents to the amounts presented in the accompanying consolidated balance sheets



As of March 31, 2008

As of March 31, 2009

Cash and deposits

491,161

million yen

457,953

million yen

Marketable securities

4,928


2,917


Time deposits with original maturity over three months 

(2,145)


(442)


Stocks and bonds with original maturity over three months 

(3,678)


(2,783)


Cash and cash equivalents

490,266

million yen

457,644

million yen


2.    Scope of Purchase of property and equipment, and intangibles in the consolidated statements of cash flows


'Purchase of property and equipment, and intangibles' are comprised of cash outflows from purchasing property and equipment, and intangible assets (excluding goodwill) and long-term prepaid expenses.


3.    Proceeds from sale and lease back of equipment newly acquired


Once SOFTBANK MOBILE purchases telecommunications equipment for the purpose of assembly, installation and inspection, SOFTBANK MOBILE sells the equipment to lease companies for sale and lease back purpose. The leased asset and lease obligation are recorded in the consolidated balance sheets.

The cash outflows from the purchase of the equipment from vendors are included in 'Purchase of property and equipment, and intangibles' and the cash inflows from the sale of the equipment to lease companies are included in 'Proceeds from sale and lease back of equipment newly acquired.'


4.    Assets and liabilities of a newly consolidated subsidiary by acquisition

The estimated fair values of the assets acquired and liabilities assumed of a new consolidated subsidiary at the acquisition date are as follows:


SOFTBANK TELECOM PARTNERS Corp.


As of April 1, 2008

Current assets  

20,250

million yen

Non-current assets

401


Goodwill

22,077


Current liabilities 

(12,726)


Acquisition cost before April, 2008

(4,473)


Acquisition cost

25,530


Cash and cash equivalents of newly 

consolidated subsidiary (Note)

(8,325)


Payment for the acquisition

(17,204)

million yen


   Note: Loan receivables to the seller of SOFTBANK TELECOM PARTNERS Corp. of ¥7,500 million, which were collected at the same time of the payment for the acquisition, were included.













 (Segment Information)

1. Business segment information


For the fiscal year ended March 31, 2008  (Millions of yen)


Mobile Communications

Broadband Infrastructure

Fixed-line

Telecommunications

Internet Culture

e-Commerce

Others

Total

Elimination 

or Corporate

Consolidated

Net sales

 

 

 

 

 

 

 

 

 

(1) Customers

¥1,618,935

¥251,309

¥324,722

¥243,849

¥255,690

¥81,660

¥2,776,168

¥-

¥2,776,168

(2) Inter-segment

11,916

6,759

46,017

3,792

15,033

18,212

101,733

(101,733)

-

Total

1,630,851

258,069

370,740

247,642

270,723

99,873

2,877,902

(101,733)

2,776,168

Operating expenses

1,456,281

218,369

367,400

132,405

267,567

104,994

2,547,018

(95,137)

2,451,881

Operating income (loss)

174,570

39,700

3,340

115,237

3,156

(5,121)

330,883

(6,595)

324,287

Identifiable assets

3,041,749

165,971

440,414

506,430

88,047

259,101

4,501,713

57,188

4,558,901

Depreciation 

and amortization

193,196

26,550

43,351

11,221

1,117

3,398

278,835

469

279,304

Impairment loss

-

-

8,818

1,826

-

-

10,644

-

10,644

Capital expenditures

¥235,547

¥21,543

¥13,853

¥12,975

¥2,436

¥2,677

¥289,033

¥586

¥289,619


For the fiscal year ended March 31, 2009 

                    (Millions of yen)


Mobile Communications

Broadband Infrastructure

Fixed-line

Telecommunications

Internet Culture

e-Commerce

Others

Total

Elimination 

or Corporate

Consolidated

Net sales

 

 

 

 

 

 

 

 

 

(1) Customers

¥1,554,783

¥229,241

¥320,358

¥251,166

¥247,352

¥70,133

¥2,673,035

¥-

¥2,673,035

(2) Inter-segment

8,107

5,958

43,273

3,071

10,831

18,093

89,335

(89,335)

-

Total

1,562,890

235,199

363,632

254,238

258,184

88,226

2,762,371

(89,335)

2,673,035

Operating expenses

1,391,500

187,946

344,663

129,140

253,547

88,420

2,395,220

(81,305)

2,313,914

Operating income (loss)

171,389

47,253

18,968

125,098

4,636

(194)

367,151

(8,030)

359,121

Identifiable assets

3,033,653

158,146

436,256

347,395

69,086

240,818

4,285,357

101,314

4,386,672

Depreciation 

and amortization

212,946

22,012

44,319

12,290

1,328

3,309

296,206

918

297,124

Impairment loss

-

28,999

-

479

-

-

29,478

-

29,478

Capital expenditures

¥199,568

¥14,697

¥51,824

¥31,984

¥1,414

¥4,766

¥304,256

¥241

¥304,498


Notes: 

1. Business segments are categorized primarily based on the nature of business operations, type of services, and similarity of sales channels, etc. which the SOFTBANK Group uses for its internal management purpose.

2. Regarding the main business segments, please see 'Qualitative Information / Financial Statements 2. The SOFTBANK Group' in details on page 22.

3. Unallocated operating expenses for the fiscal year ended March 31, 2008 and March 31, 2009 in the column 'Elimination or Corporate,' mainly represent expenses of the corporate division of the Company, which totaled ¥7,959 million and ¥9,278 million, respectively.

4. Corporate assets at March 31, 2008 and 2009 in the column 'Elimination or corporate' were ¥87,251 million and ¥135,258 million, respectively. Corporate assets represent mainly surplus operating funds (cash and marketable securities), long-term investment securities of the Company and assets held by the corporate division of the Company.

5. 'Depreciation and amortization' includes depreciated amount of long-term prepaid expenses

6. 'Capital expenditures' include increase in 'Property and equipment, net,' 'Intangible assets, net,' and long-term prepaid expense on the consolidated balance sheet, and increase in 'goodwill' and each asset in the acquisition of newly consolidated subsidiary. 





2. Geographic segment information


For the fiscal year ended March 31, 2008       (Millions of yen)


Japan

North 
America

Others

Total

Elimination
or corporate

Consolidated

Net sales

 

 

 

 

 

 

(1)

Customers

¥2,760,397

¥1,342

¥14,428

¥2,776,168

¥-

¥2,776,168

(2)

Inter-segment

2,739

-

221

2,961

(2,961)

-

 

Total

2,763,136

1,342

14,650

2,779,129

(2,961)

2,776,168

Operating expenses

2,429,573

3,022

15,463

2,448,059

3,821

2,451,881

Operating income (loss)

333,562

(1,679)

(813)

331,070

(6,782)

324,287

Identifiable assets

¥4,057,935

¥219,004

¥194,711

¥4,471,651

¥87,250

¥4,558,901



For the fiscal year ended March 31, 2009  (Millions of yen)


Japan

North 
America

Others

Total

Elimination
or corporate

Consolidated

Net sales

 

 

 

 

 

 

(1)

Customers

¥2,659,114

¥1,066

¥12,853

¥2,673,035

¥-

¥2,673,035

(2)

Inter-segment

3,362

-

-

3,362

(3,362)

-

 

Total

2,662,477

1,066

12,853

2,676,398

(3,362)

2,673,035

Operating expenses

2,295,801

(1,232)

13,530

2,308,098

5,815

2,313,914

Operating income (loss)

366,676

2,299

(676)

368,299

(9,178)

359,121

Identifiable assets

¥3,987,163

¥141,933

¥154,884

¥4,283,981

¥102,690

¥4,386,672

Notes: 

1. Net sales by geographic region are recognized based on geographic location of the operation. 

Significant countries in each region are as follows:

North America : United States of America and Canada

Others   : Europe, KoreaChinaSingapore, and others

2. Unallocated operating expenses for the fiscal years ended March 31, 2008 and 2009 in the column 'Elimination or corporate,' which mainly represent expenses of the corporate division of the Company, were ¥7,959 million and ¥9,278 million, respectively.

3. Corporate assets at March 31, 2008 and 2009 in the column 'Elimination or corporate' were ¥87,251 million and ¥135,258 million, respectively. Corporate assets represent mainly surplus operating funds (cash and marketable securities), long-term investment securities of the Company and assets held by the corporate division of the Company.

4. In the North America segment, Softbank Holdings Inc., a consolidated subsidiary of the company in the United States of America, reversed a tax reserve for net worth taxes of ¥3,446 million and credited it to operating expenses.



3.    Overseas sales

 Disclosure of overseas sales was omitted because the total overseas sales were less than 10% of total consolidated sales.















 (Leases)


1. Finance lease transactions

'Accounting Standard for Lease Transactions'(ASBJ Statement No.13) and 'the Guidance on Accounting Standard for Lease Transactions (ASBJ Guidance No.16 ) were early adopted from the fiscal year beginning on April 1 , 2008.


 (As a lessee)

(1) Finance leases in which the ownership of leased assets is transferred to lessees at the end of lease periods

[1] Details of lease assets are as follows:

Tangible assets, mainly telecommunications equipment in the Mobile Communications segment.

[2] Depreciation method for lease assets

   The depreciation method is the same as the method used for fixed assets possessed by each subsidiary and the Company.

(2) Finance leases in which the ownership of leased assets is not transferred to lessees at the end of lease periods

[1] Details of lease assets are as follows:

Tangible assets, mainly telecommunications equipment in the Fixed-line Telecommunications segment.

[2] Depreciation method for lease assets

The straight-line method is adopted over the period of the finance leases, assuming no residual value.


Lease transactions contracted before April 1, 2008 are continuously permitted to be accounted for as operating lease transactions, and the note of as if capitalized information is as follows:


 

 (1) Amounts equivalent to acquisition costs, accumulated depreciation, and accumulated impairment loss of leased property for each year:



As of March 31, 2008


As of March 31, 2009


Telecommunications equipment and 

telecommunications service lines









Acquisition cost


179,479



171,192




Accumulated depreciation


(66,202)



(77,309)




Accumulated impairment loss


(30,521)



(37,786)




Net leased property


82,755

million yen


56,096

million yen


Buildings and structures









Acquisition cost


47,005



47,004




Accumulated depreciation


(7,429)



(9,836)

 



Accumulated impairment loss


-



-




Net leased property


39,575

million yen


37,168

million yen


Property and equipment - others









Acquisition cost


17,979



17,227




Accumulated depreciation


(6,302)



(8,424)

 



Accumulated impairment loss


(1,253)



(1,077)




Net leased property


10,423

million yen


7,724

million yen


Intangible assets









Acquisition cost


9,373



9,086




Accumulated depreciation


(3,353)

 


(4,919)

 



Accumulated impairment loss


(169)



(171)




Net leased property


5,851

million yen


3,996

million yen


Total









Acquisition cost


253,838



244,511




Accumulated depreciation


(83,288)



(100,489)




Accumulated impairment loss


(31,943)



(39,035)




Net leased property


138,606

million yen


104,986

million yen








Long-term prepaid expenses relating to a lease contract, in which the contract term and payment term are different, for the year ended March 31, 2008 and March 31, 2009 are ¥15,053 million and 19,867 million, respectively and are included in 'Other assets' of investments and other assets in the consolidated balance sheets. Current portion of long-term prepaid expenses related to the lease contract in the amount of ¥714 millions for the year ended March 31, 2009 are included in 'Other current assets' in the consolidated balance sheets.


(2) Obligations under finance lease at the end of each year:

    


As of March 31, 2008


As of March 31, 2009










Due within one year 


32,482



30,726



Due after one year


141,179



110,651



Total


173,662

million yen


141,378

million yen










Balance of allowance for impairment loss on leased property


21,601

million yen


18,809

million yen



(3)Lease payments, reversal of allowance for impairment loss on leased property, amounts equivalent to depreciation, interest expense and impairment loss for each year:

    


Fiscal year ended 

March 31, 2008


Fiscal year ended 

March 31, 2009


Lease payments


44,329

million yen


41,444

million yen


Reversal of allowance for impairment loss on leased property


5,387



10,051



Depreciation expense


30,917



26,769



Interest expense


12,788



10,721



Impairment loss


8,818



7,259




(4) Calculation method used to determine the amount equivalent to depreciation and interest expense:

The amount equivalent to depreciation is computed using the straight-line method over the period of the finance leases, assuming no residual value.

        

    The amount equivalent to interest expense is calculated by subtracting acquisition costs from the total lease payments and allocated over the lease periods based on the interest method.



2.    Non-cancelable operating lease transactions 

(As a lessee)

The future lease payments under non-cancelable operating leases at the end of each year:


    


As of March 31, 2008


As of March 31, 2009


Due within one year 


2,959



21,930



Due after one year 


13,126



41,129



Total


16,086

million yen


63,059

million yen



(As a lessor)

The future lease receivables under non-cancelable operating leases at the end of each year:


    


As of March 31, 2008


As of March 31, 2009


Due within one year 


1,371



1,142



Due after one year 


1,996



1,537



Total


3,367

million yen


2,679

million yen










(Tax Effect Accounting) 


 

 

 

 

For the fiscal year ended March 31, 2008

For the fiscal year ended March 31, 2009 

1.

Significant components of deferred tax assets and liabilities 

1.

Significant components of deferred tax assets and liabilities 

 

 


(Million yen)

 


(Million yen)

 

Deferred tax assets




 

Deferred tax assets



 

 


Loss carryforwards


¥180,330

 

 


Loss carryforwards


¥127,398

 



Depreciation / Amortization


82,205

 

 


Depreciation / Amortization


108,078


 


Revaluation of acquired consolidated subsidiary

 at the respective fair market value

74,443

 

 


Revaluation of acquired consolidated subsidiary

 at the respective fair market value


63,140

 

 


Investment securities


54,211

 

 


Allowances for doubtful accounts


39,459

 



Allowances for doubtful accounts


32,556




Investment securities


28,330


 


Allowances for point mileage

 

17,826

 

 


Allowances for point mileage

 

17,015

 

 


Deferred revenue


13,472

 

 


Deferred revenue


8,599

 



Deferred loss on derivatives under hedge accounting

 

8,308 




Others

 

72,772 


 


Others

 

78,921 

 

 





 

 


Gross deferred tax assets

 

542,274

 

 


Gross deferred tax assets

 

464,793

 



Less: valuation allowance


(286,137) 




Less: valuation allowance


(201,794) 


 


Total deferred tax assets


256,137  

 

 


Total deferred tax assets


262,999  

 

 





 

 





 

 





 

 




 

























 




 

 

Deferred tax liabilities



 

 


Deferred tax liabilities



 

 


Unrealized gains on other securities


(20,660)

 

 


Unrealized gains on other securities


(58,666)

 

 


Deferred gain on derivatives under hedge accounting


(16,022)

 

 


Others


(6,710)

 

 


Others


(3,861)

 

 


Total deferred tax liabilities


(65,376)

 

 


Total deferred tax liabilities


(40,545)

 

 


Net deferred tax assets


¥190,760

 

 


Net deferred tax assets


¥222,454

 

 





 

 



 

 

 

 





 

 





 

2.

Reconciliation between the statutory income tax rate 

and effective income tax rate:

 

2.

Reconciliation between the statutory income tax rate 

and effective income tax rate:

 

 

 

 

 

 

Statutory tax rate


40.69

%

 

Statutory tax rate


40.69 

%

 

(Reconciliation)



 

 

(Reconciliation)



 



Change in valuation allowance due to adoption 

of consolidated taxation system in subsidiaries


(16.34)

%



Change in valuation allowance


(53.54)

%

 


Other changes in valuation allowance


7.28

 

 


Amortization of goodwill


22.81

 

 


Amortization of goodwill


10.74

 

 


Equity in losses of affiliated companies


2.16

 

 


Equity in earnings of affiliated companies


(7.71)


 


Tax rate differential


5.38

 

 


Others


(0.05)

 

 


Others


0.86




Income tax rate per statements of income

34.61

%



 Income tax rate per statements of income


18.36

%

 





 





 

 




 



 













(Investment in Debt and Equity Securities)

As of March 31, 2008

1.    Marketable and investment securities at fair value   

(Millions of yen)

     

 

 

As of March 31, 2008

 

 

 

Investment Cost

Carrying Amount

Differences

Carrying Amount > Investment Cost


 


 

 

 

(1)

Equity securities

¥17,893

 

¥162,793


¥144,900

 

(2)

Others 

1,101

 

1,108


6

 

 

 

Sub-total

18,995


163,901


144,906

 

Carrying Amount≦Investment Cost






 

(1)

Equity securities

11,325


8,882


(2,443)

 

(2)

Corporate bonds

218


210


(8)


 

 

Sub-total

11,544


9,093


(2,451)

 

 

 

Total

¥30,540


¥172,994


¥142,454

 


2. Marketable and investment securities sold during the fiscal year ended March 31, 2008

(Millions of yen)



  Sales Price

 

  Gain on sales

 

  Loss on sales

 

(1)

Equity securities

¥18,832


¥6,304


¥133

 

(2)

Debt securities

177


13


-

 

  (3)

Others

9,864


292


2

 

 

        Total

¥28,874


¥6,611


¥136

 


3. Carrying amounts of the unlisted investment securities

(Millions of yen)

 

 

 

 

 

Carrying Amounts

 (1)Held-to-maturity debt securities




  Unlisted foreign debt securities


¥700


  Unlisted debt securities


368


 (2)Available-for-sale and other securities

 


 

 


Unlisted equity securities, excluding over-the-counter stocks

 

91,446

 



Investments in limited partnerships


6,725




Money Management Fund


2,519




Unlisted foreign debt securities


958


 


Others

 

1,058

 

 

 

Total

 

¥103,777

 

 

4. The redemption schedule for 'held-to-maturity debt securities' and 'available-for-sale and other securities' with maturity date subsequent to the consolidated balance sheet date

(Millions of yen)

 

April 1, 2008 to March 31, 2009

April 1, 2009 to March 31, 2013

April 1, 2013to March 31, 2018

April 1, 2018 

and thereafter

Debt securities 









   Corporate bonds

194


1,258


600


-


Local bonds

100


-


-


-


Total

294


1,258


600


-











5. Investment securities evaluated at fair value under the provisions of 'American Institute of Certified Public Accountants Audit and Accounting Guide' Investment Companies


Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions of 'American Institute of Certified Public Accountants Audit and Accounting Guide' investment companies (the AICPA Guide) and account for the investment securities in accordance with the AICPA Guide. 

The carrying amounts of the investment securities at fair value recorded in the consolidated balance sheets at March 31, 2008 are as follows: 


As of March 31, 2008

  Proceeds from sales: 15,000 million yen

Carrying amounts of investment securities at fair value : 26,042 million yen


Regarding net changes in fair value of the investment securities and gain on sale of the investment securities, please see 'Notes Consolidated Statements of Income 2. Unrealized appreciation or loss on investments and gain or loss on sale of investments at subsidiaries in the United States of America, net' in details on page 44.


 





As of March 31, 2009

1.Marketable and investment securities at fair value   

(Millions of yen)

     

 

 

As of March 31, 2009

 

 

 

Investment Cost

Carrying Amount

Differences

Carrying Amount > Investment Cost


 


 

 

 

(1)

Equity securities

¥16,640

 

¥71,766


¥55,125

 

(2)

Others 

58

 

59


1

 

 

 

Sub-total

16,698


71,825


55,126

 

Carrying AmountInvestment Cost






 

(1)

Equity securities

8,629


8,023


(605)

 

(2)

Others

2,866


2,611


(254)


 

 

Sub-total

11,496


10,635


(860)

 

 

 

Total

¥28,194


¥82,461


¥54,266

 


2. Marketable and investment securities sold during the fiscal year ended March 31, 2009

(Millions of yen)



  Sales Price

 

  Gain on sales

 

  Loss on sales

 

(1)

Equity securities

¥4,851


¥2,659


¥114

 

(2)

Debt securities

225


-


-

 

  (3)

Others

4,986


6


193

 

 

       Total

¥10,062


¥2,666


¥307

 


3. Carrying amounts of the unlisted investment securities

(Millions of yen)

 

 

 

 

 

Carrying Amounts

 (1)Held-to-maturity debt securities




  Unlisted foreign debt securities


¥700


  Unlisted debt securities


299


 (2)Available-for-sale and other securities

 


 

 


Unlisted equity securities, excluding over-the-counter stocks

 

80,747

 



Investments in limited partnerships


6,732


 


Others

 

223

 

 

 

Total

 

¥88,702

 

 

4. The redemption schedule for 'held-to-maturity debt securities' and 'available-for-sale and other securities' with maturity date subsequent to the consolidated balance sheet date

(Millions of yen)

 

April 1, 2009 to March 31, 2010

April 1, 2010 to March 31, 2014

April 1, 2014to March 31, 2019

April 1, 2019 

and thereafter

Debt securities 








 

   Corporate bonds

100


300


600


-

 

  Local bonds

79


134


-


-


Sub-total

179


434


600


-














5. Investment securities evaluated at fair value under the provisions of 'American Institute of Certified Public Accountants Audit and Accounting Guide' Investment Companies


Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions of 'American Institute of Certified Public Accountants Audit and Accounting Guide' investment companies (the AICPA Guide) and account for the investment securities in accordance with the AICPA Guide. 

The carrying amounts of the investment securities at fair value recorded in the consolidated balance sheets at March 31, 2009 are as follows: 


     As of March 31, 2009

  Proceeds from sales:     3,627 million yen

Carrying amounts of investment securities at fair value :     18,064 million yen


Regarding net changes in fair value of the investment securities and gain on sale of the investment securities, please see 'Notes Consolidated Statements of Income 2. Unrealized appreciation or loss on investments and gain or loss on sale of investments at subsidiaries in the United States of America, net' in details on page 44.



(Derivative Transactions)


1. Currency Related              (Millions of yen)

 

 

 

March 31, 2008

March 31, 2009

 



Contract amounts

Fair 
value

Unrealized gain(loss)

Contract amounts

Fair 
value

Unrealized gain (loss)

 

 

Nature of transaction

 

Over 1 year

 

Over 1 year

Off-market transactions

Forward exchange contracts to-

 

 

 

 

 

 

 

 

Purchase U.S. dollars and sell Japanese yen

86,218 

- 

85,324  

(893)

83,589 

- 

86,519  

2,929

Purchase Euro and sell Japanese yen

3,034

-

3,082

48

3,637

-

3,370

(267)

 

 

Total

 

¥(845) 

 

¥2,662 

 Notes: 1. Fair value is based on information provided by financial institutions at the end of each fiscal year.

2. Derivative transactions to which the Company applied hedge accounting are excluded.


2. Interest Related     

There are no applicable items.

Note: Derivative transactions to which the Company applied hedge accounting are excluded.


3. Securities Related

There are no applicable items.

   Note: Derivative transactions to which the Company applied hedge accounting are excluded.



 






(Pension and Severance Plans)  


1. Pension Plans  

Employees of the Company and most of its domestic consolidated subsidiaries participate in defined contribution pension plans and the contributory defined benefit welfare pension plans. 


  Funded status and the Group employees' percentages of total participants in the plan under a multi-employer contributory defined benefit welfare pension plan for the year ended March 31, 2009 are as follows:


(The Pension Fund of Kanto IT Software)

(1) Funded status (as of March 31, 2008)



Plan assets at fair value


145,958

million yen



Benefit obligation under pension financing


140,968




Net asset


4,989

million yen



(2) The Group employees' percentages of total participants in the plan (as of March 31, 2008)



12.7    %  




(The Pension Fund of Japan Electronics Information Technology Industry)

(1) Funded status (as of March 31, 2008)



Plan assets at fair value


193,907

million yen



Benefit obligation under pension financing


226,155




Net liability


(32,248)

million yen



(2) The Group employees' percentages of total participants in the plan (as of March 31, 2008)



0.2    %  



2. Projected Benefit Obligation




March 31, 2008


March 31, 2009


Projected benefit obligation (PBO)


16,158

million yen


16,076

million yen


Plan assets at fair value


-

 


-

 


Unfunded PBO


16,158



16,076



Unrecognized actuarial losses


-



-



Net liability for retirement benefits


16,158



16,076



Prepaid pension costs


-



-



Accrued retirement benefits


16,158

million yen


16,076

million yen


3. Pension and Severance Costs




March 31, 2008


 March 31, 2009


Service costs (Note 1)


1,063

million yen


1,198

million yen


Interest costs


349



336



Recognized actuarial losses


466



618



Contributions 


2,048



2,077



Net pension and severance costs


3,926

million yen


4,231

million yen

Notes: 

1. Service costs include ¥1,060 million for FY2008 and ¥1,186 million for FY2009 of contributions to multi-employer contributory defined benefit welfare pension plans.



(Stock Option)


There are no significant stock option transactions as of March 31, 2008 and March 31, 2009.


(Business Combinations)


Merger of consolidated subsidiaries

1. Merger of Yahoo Japan and SOFTBANK IDC SOLUTIONS Corp.

On February 24, 2009, the Company transferred all shares of SOFTBANK IDC SOLUTIONS Corp., a Company's wholly-owned subsidiary, to Yahoo Japan, a Company's consolidated subsidiary.

On March 30, 2009Yahoo Japan merged with SOFTBANK IDC SOLUTIONS Corp.

1    Outline of the merger

[1] Companies involved in the merger

Yahoo Japan and SOFTBANK IDC SOLUTIONS Corp.

[2] Principal business of the merging companies

Yahoo Japan

Internet Culture: Internet-based advertising operations, portal business, and auction business etc.

SOFTBANK IDC SOLUTIONS Corp.

Data center business

[3] Method of the merger

Yahoo Japan, as the surviving company, acquired SOFTBANK IDC SOLUTIONS Corp., which was subsequently dissolved.

[4] Company's name after the merger

Yahoo Japan

[5] Purpose and method of the merger

This merger enables the early establishment of a strategic base for the next generation Internet business by maximizing the synergy effect between Yahoo Japan and SOFTBANK IDC SOLUTIONS Corp., and aims to enhance sustainable growth and competitiveness of the Internet business and the data center business. Yahoo Japan, as the surviving company, acquired SOFTBANK IDC SOLUTIONS Corp., which was subsequently dissolved.

2    Summary of accounting procedures

The merger is accounted as under common control transaction, based upon 'Accounting Standard for Business Combinations' (Accounting Standards issued on October 31, 2003 by the Business Accounting Council in Japan) and 'Guidance on Accounting Standard for Business Combinations and Accounting Standard for Business Divestitures' (Financial Accounting Standards Implementation Guidance No. 10 issued on November 15, 2007).

























(Per Share Data)





Fiscal year ended March 31, 2008


Fiscal year ended March 31, 2009

Shareholders' equity per share (yen)


¥355.15


¥346.11

Net income per share - primary (yen)


101.68


39.95

Net income per share - diluted (yen)


95.90


38.64




Basic data for computation of the per share data

Fiscal year ended March 31, 2008


Fiscal year ended March 31, 2009

1. Net income (in millions of yen)


108,624


43,172

2. Net income allocated to common stock outstanding
(in millions of yen)


108,624


43,172

 3. Amounts not allocated to shareholders 
  (in millions of yen) 


-


-

4. Weighted average number of common stock outstanding 
during each year (unit: shares)


1,068,291,756


1,080,700,888

5. Adjustment for net income used to calculate net income per share 

- diluted (in millions of yen) 


1,508


1,522

6. Increase of common stock used to calculate net income per share

- diluted (unit: shares) 


80,134,671


75,869,347

7. Residual securities which do not dilute net income per share


Stock acquisition rights

agreement on June 22,

2005 in accordance with

special resolution at general

shareholders' meeting


Stock acquisition rights

agreement on June 22,

2005 in accordance with

special resolution at general

shareholders' meeting











5. Others

(Change of Board)


(1) Change of Representative

Not applicable


(2) Change of other directors

   Not applicable


<Reference>

 The structure of the Board of the Company as of June 24, 2009 will be as stated below. 


 1. Directors (9 people)

Name

Title

Masayoshi Son

Chairman & CEO

Ken Miyauchi

Director

Kazuhiko Kasai

Director

Masahiro Inoue

Director

Ronald Fisher

Director

Yun Ma

Director

Tadashi Yanai

Director

Jun Murai

Director

Mark Schwartz

Director

 The Directors, Messrs. Tadashi Yanai, Jun Murai, and Mark Schwartz are the External Directors. 


 2. Statutory Auditors (4 people)

Name

Title

Mitsuo Sano

Full-time Statutory Auditor

Soichiro Uno

Statutory Auditor

Koichi Shibayama

Statutory Auditor

Hidekazu Kubokawa

Statutory Auditor

 The Statutory Auditors, Messrs. Soichiro Uno, Koichi Shibayama, and Hidekazu Kubokawa are the External Statutory Auditors.


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http://www.rns-pdf.londonstockexchange.com/rns/5406R_1-2009-4-30.pdf


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