Annual Report 2008 Growing in Harmony 1-9-1, Higashi-Shimbashi, Minato-ku, Tokyo 105-7303, Japan “SOFTBANK,” SOFTBANK’s equivalent in Japanese, and the SOFTBANK logo are registered trademarks or trademarks of SOFTBANK CORP. in Japan and in other countries. The names of other companies, other logos, product names, brands, etc., mentioned in this annual report Printed in Japan. are registered trademarks or trademarks of SOFTBANK CORP. or the applicable companies. The mobile phone screens appearing in this Copyright ©2008, SOFTBANK CORP. publication are images, and may differ from actual screens. All Rights Reserved. Annual Report 2008 www.softbank.co.jp FUNDAMENTAL MANAGEMENT POLICY CORPORATE DATA AND STOCK INFORMATION The SOFTBANK Group’s main characteristic lies in its fundamental management SOFTBANK’s policy: “Endeavoring to benefit society and the economy and to maximize enter- 1. CORPORATE DATA (As of March 31, 2008) Unique prise value by fostering the sharing of wisdom and knowledge gained through the Corporate Name: SOFTBANK CORP. Fiscal Year-End: March 31 Founded: September 3, 1981 Consolidated Subsidiaries: 109 (of which, 52 are overseas) Dynamism IT revolution.” Paid-in Capital: ¥187,422,993,101 Equity-Method Affiliates: 67 (of which, 35 are overseas) We want to be a Group that develops in harmony with its stakeholders through its Corporate Headquarters: 1-9-1, Higashi-Shimbashi, Number of Employees: 130 (consolidated basis: 19,040) businesses. This dream is driving our dynamic and innovative way of operating. Minato-ku, Tokyo 105-7303, Japan Tel: +81-3-6889-2000 SOFTBANK believes that a company able to provide high added value to society can gain the strong support of society in general, resulting in high profitability and growth, even if 2. STOCK INFORMATION (As of March 31, 2008) its practices are initially taken as maverick. Based on this conviction, the SOFTBANK Shareholder Registrar: Mitsubishi UFJ Trust and Principal Shareholders Group will continue to create new and exciting lifestyles. Banking Corporation Number of Percentage of shares held total shares Stock Exchange Registration: Tokyo Stock Exchange, Name (Thousands) issued (%) First Section Masayoshi Son 317,847 29.41 Number of Shares: The Master Trust Bank of Japan, Ltd. 45,864 4.24 Shares authorized 3,600,000,000 shares Japan Trustee Services Bank, Ltd. 37,415 3.46 Shares issued 1,080,664,578 shares Trust & Custody Services Bank, Ltd. 26,972 2.49 Number of Shareholders: 383,786 Son Holdings, Y.K. 25,041 2.31 JPMCB Omnibus US Pension Distribution of Ownership among Shareholders Treaty JASDEC380052 15,874 1.46 Clearstream Banking S.A 10,562 0.97 Financial Instruments Firm Other Companies JPMCB USA Residents Pension 2.65% 3.68% Jasdec Lend 385051 8,764 0.81 Financial Institutions JP Morgan Chase Bank 380055 8,679 0.80 13.83% Solo-managed money trust trustee: Mitsui Asset Trust and Banking Company, Limited (Account 1) 7,918 0.73 Top 10 Shareholders 504,940 46.72 Note: The above table includes shares held as part of trust operations as follows: The Master Trust Bank of Japan, Ltd. 45,864 thousand shares Japan Trustee Services Bank, Ltd. 37,415 thousand shares Trust & Custody Services Bank, Ltd. 26,972 thousand shares Foreign Institutions Individuals and Others Mitsui Asset Trust and and Individuals 60.15% Banking Company, Limited (Trust Account) 7,918 thousand shares 19.69% Stock Price and Trading Volume (Yen) Stock price (left) Nikkei stock average (right) (Yen) 4,000 25,000 3,000 20,000 2,000 15,000 1,000 10,000 0 5,000 Trading volume (million shares) PRECAUTIONS REGARDING FORWARD-LOOKING STATEMENTS 60 This annual report includes information regarding the Company’s mid-to-long term strategies, plans, and outlooks. All information that is not 40 based on historical facts does not represent a guarantee regarding future operating results and contains inherent risks and uncertainties. Consequently, as there may be significant changes in the operating environment and other factors, investors are cautioned not to rely entirely on 20 the information in this annual report with regard to the outlook for future operating results. 0 (CY) 2003 2004 2005 2006 2007 2008 Note: Stock prices are average prices for each month, and trading volumes are average volumes for each month (retroactively adjusted). 139 THEME Building Harmony between Group companies between Japan and the World between You and Us By removing common barriers and creating “harmony” between various elements, we create new added value that would not have been possible for the individual elements on their own, which becomes a new source of SOFTBANK growth. In this annual report, we focus on the many types of harmonies within the SOFTBANK Group and new added value created by these harmonies. 1 CONTENTS P4-5 Consolidated Financial P46 Internet Culture Segment Highlights P50 e-Commerce Segment P52 Broadmedia Segment P7-11 SOFTBANK’s Anatomy P53 Technology Services Segment P8 Business Domains P54 Media & Marketing Segment P9 Areas of Activity P10 Business Presence P55 Status of Investments P11 Growth Path P56-59 Major Subsidiaries and Affiliates P13-20 CEO’s Message P60-70 Management Organization: P21-22 Financial Strategy: Aiming for Continuous Growth Increasing Corporate Value P71-77 Facts & Figures P23-31 Special Feature: SOFTBANK’s “Four Strengths” P72 Macroeconomic and Semi-macroeconomic Data P24 I. Organizational Strength P74 SOFTBANK Group in Figures P26 II. Branding Strength P28 III. Product and Service P79 Financial Section Development Strength P30 IV. Overseas Development Strength P80 Eleven-Year Summary P82 Management’s Discussion and P33-54 Business Segments Analysis of Operating Results and P34 Business Segment Highlights Financial Condition P36 Inter-Segment Synergy at a Glance P100 Consolidated Financial Statements P38 Mobile Communications Segment and Notes P42 Broadband Infrastructure Segment P138 Independent Auditors’ Report P44 Fixed-line Telecommunications Segment P139 Corporate Data and Stock Information 13 26 30 38 2 Many Colors Creativity 3 CONSOLIDATED FINANCIAL HIGHLIGHTS SOFTBANK CORP. AND CONSOLIDATED SUBSIDIARIES Fiscal years ended March 31 • For historical data, please refer to pages 80-81 for the main data for the past 11 years. • For short-term trends, please refer to pages 76-77 for the main quarterly data. (Millions of yen, except where noted) 2004 2005 2006 2007 2008 For the Fiscal Year: Net sales ¥�517,394 ¥ 837,018 ¥1,108,665 ¥ 2,544,219 ¥ 2,776,169 Operating (loss) income (54,894) (25,359) 62,299 271,066 324,287 EBITDA*1 (20,705) 44,095 149,913 525,428 626,662 (Loss) income before income taxes and minority interests (76,745) (9,549) 129,484 208,574 225,887 Net (loss) income (107,094) (59,872) 57,551 28,815 108,625 Capital expenditure 64,216 294,233 148,946 389,801 293,720 Depreciation and amortization 32,864 66,417 80,417 189,092 220,255 Net cash (used in) provided by operating activities (83,829) (45,989) 57,806 311,202 158,258 Net cash provided by (used in) investing activities 81,878 (242,944) 27,852 (2,097,937) (322,461) Net cash provided by (used in) financing activities 306,390 277,771 30,078 1,718,385 284,727 At Fiscal Year-End: Total assets ¥1,421,207 ¥1,704,854 ¥1,808,399 ¥ 4,310,853 ¥ 4,558,902 Total shareholders’ equity 238,081 178,017 242,768 282,950 383,743 Interest-bearing debt*2 575,541 853,918 905,293 2,394,403 2,532,969 Net interest-bearing debt*2 * 3 134,858 531,680 454,614 2,008,149 2,036,879 Per Share Data*4 (Yen): Net (loss) income ¥ (104.91) ¥ (57.01) ¥ 54.36 ¥ 27.31 ¥ 101.68 Shareholders’ equity 225.80 168.62 229.88 268.02 355.15 Cash dividends 2.33 2.33 2.50 2.50 2.50 Major Indicators: Operating margin (%) — — 5.6 10.7 11.7 EBITDA margin (%) — 5.3 13.5 20.7 22.6 ROIC*5 (%) (4.6) (1.6) 3.4 8.4 6.9 Equity ratio (%) 16.8 10.4 13.4 6.6 8.4 Debt/equity ratio*2 (%) 241.7 479.7 372.9 846.2 660.1 Net debt/equity ratio*2 * 3 (%) 56.6 298.7 187.3 709.7 530.8 Interest-bearing debt/EBITDA multiple (times) — 21.6 6.7 4.8 4.0 Number of employees 5,108 12,949 14,182 17,804 19,040 *1 For fiscal 2004, EBITDA = operating income (loss) + interest income and dividends + depreciation + amortization. For fiscal 2005-2008, EBITDA = operating income (loss) + depreciation, amortization, loss on disposal of fixed assets included in operating expenses. *2 Interest-bearing debt, net interest-bearing debt, the debt/equity ratio, and the net debt/equity ratio include cash receipts as collateral from financial insti- tutions, to whom the Company lent shares of its subsidiary under security deposit agreements, from fiscal 2008. *3 Net interest-bearing debt and the net debt/equity ratio are calculated by deducting cash and deposits and marketable securities (current assets) and oth- ers from interest-bearing debt. *4 Net (loss) income per share is calculated based on the weighted-average number of shares outstanding during each fiscal year, and shareholders’ equity per share are calculated based on the number of shares outstanding as of each fiscal year-end. *5 ROIC (Return On Invested Capital) = operating income after taxes ÷ (average shareholders’ equity + average interest-bearing debt). 4 1. Scale Trends Net Sales Operating (Loss) Income/EBITDA Total Assets (Trillions of yen) (Billions of yen) Operating (loss) income (Trillions of yen) 3 800 EBITDA 5 600 4 2 400 3 200 2 1 0 1 0 –200 0 FY 04 05 06 07 08 FY 04 05 06 07 08 FYE 04 05 06 07 08 2.