TIDM56ID

RNS Number : 6128A

Softbank Corp

03 February 2011

This English translation of the financial report was prepared for reference purposes only and is qualified in its entirety by the original Japanese version. The financial information contained in this report is derived from our unaudited consolidated financial statements appearing in item 3 of this report.

SOFTBANK CORP.

CONSOLIDATED FINANCIAL REPORT

For the nine-month period ended December 31, 2010

Tokyo, February 3, 2011

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.) 
------------------------------------------------------------------------------------ 
                                     Operating 
                  Net sales            income       Ordinary income     Net income 
------------  -----------------  ----------------  ----------------  --------------- 
                  Amount      %     Amount      %    Amount       %    Amount      % 
------------  ----------  -----  ---------  -----  --------  ------  --------  ----- 
 Nine-month 
  period 
  ended 
  December 
  31, 2010     2,249,901   10.0    482,159   31.6   399,917    42.2   142,299   50.0 
------------  ----------  -----  ---------  -----  --------  ------  --------  ----- 
 Nine-month 
    period 
    ended 
   December 
   31, 2009    2,045,304    3.2    366,319   33.4   281,187    61.1    94,861   63.0 
------------  ----------  -----  ---------  -----  --------  ------  --------  ----- 
 
                  Net income 
                   per share        Net income 
                     basic           per share 
                    (yen)          diluted (yen) 
------------  -----------------  ---------------- 
 Nine-month 
    period 
    ended 
   December 
   31, 2010           131.47             126.32 
------------  -----------------  ---------------- 
 Nine-month 
    period 
    ended 
   December 
   31, 2009            87.68              84.55 
------------  -----------------  ---------------- 
 

(2) Financial Condition

 
             (Millions of yen; amounts less than one million yen are omitted.) 
------------------------------------------------------------------------------ 
                                                               Shareholders' 
                                      Total    Equity ratio        equity 
                 Total assets        equity         (%)        per share (yen) 
--------------  -------------  -------------  -------------  ----------------- 
 As of 
  December 31, 
  2010              4,375,058        814,842           13.0             527.23 
                                              -------------  ----------------- 
 As of March 
  31, 2010          4,462,875        963,971           10.5             434.74 
--------------  -------------  -------------  -------------  ----------------- 
 

Note: Shareholders'equity (consolidated)

As of December 31, 2010: JPY 570,644 million

As of March 31, 2010: JPY 470,531 million

2. Dividends

 
                                       Dividends per share 
----------------  ------------------------------------------------------------ 
                      First         Second      Third         Fourth 
  (Record date)      quarter       quarter      quarter      quarter     Total 
----------------  -------------  -----------  -----------  -----------  ------ 
                          (yen)        (yen)        (yen)        (yen)   (yen) 
    Fiscal year 
    ended March 
      31, 2010                -         0.00            -         5.00    5.00 
----------------  -------------  -----------  -----------  -----------  ------ 
    Fiscal year 
   ending March 
     31, 2011                 -         0.00            - 
----------------  -------------  -----------  -----------  -----------  ------ 
   Fiscal year ending March 31, 
         2011 (Forecasted)                                        5.00    5.00 
-------------------------------  -----------  -----------  -----------  ------ 
 

Revision of forecasts on the dividends: No

3. Forecasts on the consolidated operation results for the fiscal year ending in March 2011 (April 1, 2010 - March 31, 2011)

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

(Millions of yen)

 
                                      Operating income 
---------------------  ---------------------------------------------- 
 Full financial year                   600,000                28.8(%) 
---------------------  -----------------------  --------------------- 
 

Revision of forecasts on the consolidated operation results: Yes

4. Others (Please refer to page 19 "2. Others" for details)

(1) Significant Changes in Scope of Consolidation: No

Note: Existence or non existence of significant changes in scope of consolidation of specified subsidiaries

(2) Application of simple accounting methods or special accounting methods for preparation for the consolidated financial statements: No

Note: Existence or non existence of application of simple accounting methods or special accounting methods for the consolidated financial statements

(3) Changes in accounting principles, procedures, disclosure methods, etc., used in the presentation of the consolidated financial statements

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

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

Note: Existence or non existence of changes in accounting principles, procedures, disclosure methods, etc., used in the presentation of the consolidated financial statements

(4) Number of shares issued (Common stock)

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

As of December 31, 2010: 1,082,526,378 shares

As of March 31, 2010: 1,082,503,878 shares

[2] Number of treasury stock:

As of December 31, 2010: 179,491 shares

As of March 31, 2010: 174,775 shares

[3] Weighted average number of common stock:

As of December 31, 2010: 1,082,344,678shares

As of December 31, 2009: 1,081,880,972 shares

* Implementation status of quarterly review procedures

This quarterly consolidated financial report is not subject to quarterly review procedures based on Financial Instruments and Exchange Act and the review procedures for the quarterly consolidated financial statements were being conducted when this report was disclosed.

* Note to forecasts on the consolidated operating results and other items

The forecast figures are estimated based on the information which SOFTBANK CORP. is able to obtain at the present point and assumptions which are deemed to be reasonable. However, actual results may be different due to various factors. Please refer to page 17 "1. Qualitative Information Regarding Nine-month Period Results (3) Earnings Forecasts" for details of notes to precondition and usage for forecasts.

(Appendix)

Content

 
 1. Qualitative Information Regarding the Nine-month Period        p.2 
  Results 
===============================================================  ===== 
   (1) Qualitative Information Regarding Consolidated Results      p.2 
    of Operations 
  =============================================================  ===== 
   1. Consolidated Results of Operations                           p.2 
  =============================================================  ===== 
   2. Results by Business Segment                                  p.5 
  =============================================================  ===== 
   Reference 1: Principal Operational Data                         p.9 
  =============================================================  ===== 
   Reference 2: Capital Expenditure and Depreciation              p.11 
  =============================================================  ===== 
   (2) Qualitative Information Regarding Consolidated Financial   p.12 
    Position 
  =============================================================  ===== 
   3. Assets, Liabilities and Equity                              p.12 
  =============================================================  ===== 
   4. Cash Flows                                                  p.14 
  =============================================================  ===== 
   Reference: Major Financing Activities                          p.16 
  =============================================================  ===== 
   (3) Earnings Forecasts                                         p.17 
  =============================================================  ===== 
   (4) The SOFTBANK Group                                         p.18 
  =============================================================  ===== 
 2. Others                                                        p.19 
===============================================================  ===== 
   (1) Significant Changes in Scope of Consolidation              p.19 
  =============================================================  ===== 
   (2) Application of Simple Accounting Methods or Special        p.19 
    Accounting Methods for Preparation for the Consolidated 
    Financial Statements 
  =============================================================  ===== 
   (3) Changes in Accounting Principles, Procedures, Disclosure   p.19 
    Methods, etc., Used in the Presentation of the Consolidated 
    Financial Statements 
  =============================================================  ===== 
 3. Consolidated Financial Statements                             p.20 
===============================================================  ===== 
   (1) Consolidated Balance Sheets                                p.20 
  =============================================================  ===== 
   (2) Consolidated Statements of Income                          p.22 
  =============================================================  ===== 
   (3) Consolidated Statements of Cash Flows                      p.24 
  =============================================================  ===== 
   (4) Significant Doubt About Going Concern Assumption           p.26 
  =============================================================  ===== 
   (5) Significant Changes in Shareholders` Equity                p.26 
  =============================================================  ===== 
   (6) Basis of Presentation of Consolidated Financial            p.26 
    Statements 
  =============================================================  ===== 
   (7) Notes                                                      p.27 
  =============================================================  ===== 
 

1. Qualitative Information Regarding the Nine-month Period Results

(1) Qualitative Information regarding Consolidated Results of Operations

1. Consolidated Results of Operations

<Overview of results for the nine-month period from April 1 to December 31, 2010>

For the nine-month period from April 1 to December 31, 2010 (hereafter "the period"), the SOFTBANK Group (hereafter "the Group") achieved JPY 2 249,901 million of consolidated net sales, a JPY 204,596 million (10.0%) increase compared with the same period of the previous fiscal year (April 1 to December 31, 2009, hereafter "year-on-year"), with a JPY 115 839 million (31.6%) increase in operating income to JPY 482,159 million. This consolidated revenue and profit growth was driven by strong performance at the Mobile Communications segment. Ordinary income grew JPY 118,730 million (42.2%) to JPY 399,917 million. Net income rose JPY 47,438 million (50.0%) to JPY 142,299 million.

The Company owns 100% shares issued by WILLCOM, Inc. However, WILLCOM, Inc. is in the process of reorganization under the Corporate Reorganization Act and the Company does not have effective control over WILLCOM, Inc. Therefore, WILLCOM, Inc. is not treated as a subsidiary.

Note:

Definition of terms: as used in this consolidated financial report for the nine-month period ended December 31, 2010, references to "the Company," "the Group" and "the SOFTBANK Group" are to SOFTBANK CORP. and its consolidated subsidiaries except as the context otherwise requires or indicates.

The main factors affecting earnings for the period were as follows:

(a) Net Sales

Net sales totaled JPY 2,249,901 million, for a JPY 204,596 million (10.0%) year-on-year increase. This was mainly the result of strong growth in the number of mobile phone subscribers, combined with a rise in ARPU1 and the number of mobile handsets shipped2, at the Mobile Communications segment.

Notes:

1. Average Revenue Per User.

2. Handsets shipped: handsets shipped (sold) to agents.

(b) Cost of Sales

The cost of sales rose JPY 46,780 million (4.8%) year-on-year to JPY 1 027,735 million. The increase primarily reflected a higher cost of goods at the Mobile Communications segment on the increase in the number of mobile handsets shipped, while depreciation and amortization expenses related to the 2G mobile phone service decreased as a result of the termination of this service in March 2010.

(c) Selling, General and Administrative Expenses

Selling, general and administrative expenses grew JPY 41,976 million (6.0%) year-on-year to JPY 740,006 million. This was mainly because of increased sales commissions3 associated with the increase in the number of mobile handsets sold4 at the Mobile Communications segment.

Notes:

3. Sales commissions paid to sales agents per new subscription and upgrade purchase.

4. Handsets sold: handsets sold to customers upon new subscription and handset upgrade.

(d) Operating Income

As a result, operating income totaled JPY 482,159 million, for a JPY 115 839 million (31.6%) year-on-year increase. The operating margin rose 3.5 percentage points year-on-year, to 21.4%.

(e) Non-operating Income / Expenses

Non-operating income totaled JPY 15,044 million, a JPY 5,059 million year-on-year increase. Non-operating expenses stood at JPY 97,285 million, a JPY 2,168 million year-on-year increase. The primary item of non-operating expenses was interest expense, which totaled JPY 80,610 million.

(f) Ordinary Income

Ordinary income therefore totaled JPY 399,917 million, for a JPY 118,730 million (42.2%) year-on-year increase.

(g) Special Income

Special income totaled JPY 11,686 million, the main components of which were a JPY 4,907 million gain on sale of investment securities and a JPY 4,187 million gain on repurchase of minority interests and long-term debt. Gain on repurchase of minority interests and long-term debt was the result of the Company's acquisition, which was carried out on December 10, 2010. This acquisition, amounting to a total of JPY 412,500 million, contains all class 1 preferred stock series 1 and stock acquisition rights issued by BB Mobile Corp. (hereafter "BB Mobile") to Vodafone International Holdings B.V., and the entire amount of the principal and accrued interest of a long-term loan receivable, which was recorded as long-term debt in the Company's consolidated balance sheets, from SOFTBANK MOBILE Corp. (hereafter "SOFTBANK MOBILE") to Vodafone Overseas Finance Limited.

(h) Special Loss

The special loss was JPY 26,997 million, which included a JPY 7,841 million valuation loss on option and a JPY 7,099 million loss on adjustment for changes of the accounting standard for asset retirement obligations. The Company has entered into agreements containing a put option5 and a call option6 for shares of Wireless City Planning Inc. (hereafter "WCP"), which is the Company's affiliate under equity method, with its shareholders other than the Company. These options are measured at fair value and the valuation loss is recorded as described above.

Notes:

5. Put option: the right of the other shareholders of WCP to sell the WCP shares to the Company.

6. Call option: the Company's right to buy the WCP shares from the other shareholders of WCP.

(i) Income Taxes

Provisions for current income taxes were JPY 125,137 million, provisions for deferred income taxes were JPY 47,450 million, and additional tax expenses of JPY 26,450 million were recorded as income taxes - correction. Current income taxes increased by JPY 35,588 million year-on-year, mainly as a result of loss carryforwards under the BB Mobile income taxes under consolidated tax return7 having been fully utilized in the previous fiscal year. The income taxes - correction were recorded in response to a correction and ruling notice received by Yahoo Japan Corporation (hereafter "Yahoo Japan") from the Tokyo Regional Taxation Bureau on June 30, 2010, regarding Yahoo Japan's tax accounting treatment. Refer to page 31, "3. Consolidated Financial Statements - Notes Consolidated Statements of Income - 5. Income taxes - corrections (For the nine-month period ended December 31, 2010)" for details. Yahoo Japan paid the relevant additional income taxes on July 1, 2010.

Note:

7. BB Mobile and its wholly owned subsidiaries including SOFTBANK MOBILE adopt the consolidation taxation system.

(j) Minority Interests in Net Income

Minority interests in net income totaled JPY 43,268 million, primarily from profit recorded at Yahoo Japan and at SB Asia Infrastructure Fund L.P., which became a consolidated subsidiary of the Company during the three-month period from April 1 to June 30, 2010 (hereafter "the first quarter").

(k) Net Income

As a result of the above, net income totaled JPY 142,299 million, for a JPY 47,438 million (50.0%) year-on-year increase.

The Group is strengthening its cash-flow-oriented management, and aims to reduce its JPY 1,939,520 million of net interest-bearing debt8 as of the end of March 2009 by half over three years (by the end of March 2012) and to zero over six years (by the end of March 2015). To achieve this, the Group plans to generate an aggregate total of at least JPY 1 trillion in free cash flow9 over the three years from fiscal 2009 (period from April 1, 2009, to March 31, 2012). As a result of the strong performance of the Mobile Communications segment, free cash flow totaling JPY 364,264 million was recorded during the period. Net interest-bearing debt at the end of the period was JPY 1,429,929 million.

Notes:

8. Net interest-bearing debt: interest-bearing debt - cash position.

Interest-bearing debt: short-term borrowings + commercial paper + current portion of corporate bonds + corporate bonds + long-term borrowings. Lease obligations are excluded. This also excludes the corporate bonds (WBS Class B2 Funding Notes, issued by J-WBS Funding K.K.) with a face value of JPY 27,000 million acquired by the Company during the previous fiscal year that were issued under the whole business securitization financing scheme associated with the acquisition of Vodafone K.K.

Cash position: cash and cash deposits + marketable securities recorded as current assets (excludes Yahoo! Inc. shares held by a subsidiary of the Company in the United States of America).

9. Free cash flow: cash flows from operating activities + cash flows from investing activities.

2. Results by Business Segment

The "Accounting Standard for Disclosures about Segments of an Enterprise and Related Information" (ASBJ Statement No.17, March 27, 2009) and the "Guidance on the Accounting Standard for Disclosures about Segments of an Enterprise and Related Information" (ASBJ Guidance No.20, May 21, 2008) are being applied from the first quarter. Hereafter the accounting standard and the guidance on the accounting standard applied in the same period of the previous fiscal year are referred to as the "former standard", while those applied from the first quarter are referred to as the "new standard."

Net sales and operating income for the period are compared on a year-on-year basis, based on the new standard.

Note:

Principal operational data is shown on pages 9-10 "(Reference 1: Principal Operational Data)."

(a) Mobile Communications

(Millions of yen)

 
                                                     Nine-month                   (Reference) 
                                                    Period Ended    (Reference)      Change 
                   Nine-month Period Ended          December 31,      Change           % 
                       December 31, 2009                2010        (d)=(c)-(b)     (d)/(b) 
-----------  -----------------------------------  ---------------  ------------  ------------ 
              (Former standard)   (New standard)   (New standard) 
                     (a)                (b)              (c) 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Net sales            1,264,254        1,264,257        1,458,620       194,363         15.4% 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Operating 
   income               215,112          215,109          314,486        99,377         46.2% 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 

2,523,300 cumulative net subscriber additions10 for the period

ARPU11 for the third quarter12 was JPY 4,310, a JPY 110 year-on-year13 increase. Out of this data ARPU amounted to JPY 2,330, a JPY 270 year-on-year increase

Notes:

10. The number of net subscriber additions includes prepaid mobile phones and communication module service subscribers. Net subscriber additions for communication modules for the period totaled 553,600, which included an increase of 189,600 in the third quarter.

11. Average Revenue Per User (rounded to the nearest JPY 10). Revenue and number of mobile phone subscribers include prepaid mobile phones and communication module service subscribers. For the Mobile Communications segment, the term "ARPU" used alone indicates the total of the basic monthly charge plus voice ARPU plus data ARPU.

12. The three-monthperiod ended December 31, 2010 (from October 1 to December 31, 2010).

13. Compared to the three-month period ended December 31, 2009 (from October 1 to December 31, 2009).

<Analysis of Results>

The segment's net sales increased by JPY 194,363 million (15.4%) year-on-year to JPY 1,458,620 million. The revenue growth was driven by continued strong upward trend of mobile phone subscribers combined with increases in ARPU and the number of mobile handsets shipped. Operating income increased by JPY 99,377 million (46.2%) year-on-year to JPY 314 486 million.

<Number of Mobile Phone Subscribers>

Net subscriber additions (new subscribers minus cancellations) for the period totaled 2,523,300, of which 925,700 net subscribers were added in the third quarter. This increase was primarily the result of strong sales of iPhone14. As a result, the cumulative number of subscribers at the end of the period stood at 24,399,90015, raising SOFTBANK MOBILE's cumulative subscriber share by 1.2 of a percentage point year-on-year, to 20.8%16.

Notes:

14. iPhone is a trademark of Apple Inc. The iPhone trademark is used under license from Aiphone K.K.

15. The number of cumulative subscribers includes prepaid mobile phones and communication module service subscribers. The cumulative number of communication module service subscribers at the end of the period was 1 091,100.

16. Calculated by the Company based on Telecommunications Carriers Association statistical data.

<ARPU>

ARPU for the third quarter rose JPY 110 year-on-year to JPY 4,310. Out of this the sum of the basic monthly charge and voice ARPU declined JPY 170 year-on-year to JPY 1,980, reflecting an increase in devices like PhotoVision that do not have voice communication functionality, and revised access charges between carriers. On the other hand, data ARPU rose JPY 270 year-on-year to JPY 2,330. This was mainly the result of an increase in the number of data-intensive iPhone subscribers, combined with the termination of the non-data-intensive 2G service in March 2010.

<Churn Rate and Upgrade Rate>

The churn rate17 for the third quarter was 0.91%, which was 0.25 of a percentage point lower year-on-year. This was primarily because the termination of the 2G service ceased to be a factor causing an increase in the churn rate, combined with a decline in the churn rate of customers who have completed their installment handset payments.

The upgrade rate17 for the third quarter was 1.43%, which was 0.1 of a percentage point lower year-on-year. The number of upgrades to iPhone 4 increased but this impact was outweighed by the fact that the termination of the 2G service no longer had an increasing impact.

Note:

17. Calculation includes prepaid mobile phones and communication module service subscribers in the number of subscribers, churn and upgrades respectively.

<Average Acquisition Cost per Subscriber>

The average acquisition cost per subscriber18 for the third quarter rose JPY 400 year-on-year to JPY 37,800.

Note:

18. Average commission paid to sales agents per new subscription. New subscriptions include prepaid mobile phones and communication modules.

(b) Broadband Infrastructure

(Millions of yen)

 
                                                     Nine-month                   (Reference) 
                                                    Period Ended    (Reference)      Change 
                   Nine-month Period Ended          December 31,      Change           % 
                       December 31, 2009                2010        (d)=(c)-(b)     (d)/(b) 
-----------  -----------------------------------  ---------------  ------------  ------------ 
              (Former standard)   (New standard)   (New standard) 
                     (a)                (b)              (c) 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Net sales              155,328          154,353          144,485       (9,867)        (6.4%) 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Operating 
   income                39,409           39,115           33,525       (5,590)       (14.3%) 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 

<Overview of Operations>

The segment's net sales decreased by JPY 9,867 million (6.4%) year-on-year to JPY 144,485 million. This was mainly because of the continued decreasing trend in revenue, on a decline in the number of charged lines19 for the ADSL service. Operating income decreased by JPY 5,590 million (14.3%) year-on-year to JPY 33,525 million. In addition to the decrease in net sales, customer acquisition for Yahoo! BB hikari with FLET'S20 led to an increase in sales-related expenses.

Net subscriber additions for Yahoo! BB hikari with FLET'S for the period totaled 546,000, which included an increase of 208,000 in the third quarter, bringing the cumulative number of contracts at the end of the period to 783,000. Combined with installed lines21 for the ADSL service, this brought the total number of users to 4,074,000.

Notes:

19. Number of installed lines excluding customers whose basic monthly charge is free under promotion campaigns or other promotional initiatives.

20. A broadband connection service that combines the Internet connection service Yahoo! BB and the FLET'S HIKARI fiber-optic connection provided by NIPPON TELEGRAPH AND TELEPHONE EAST CORPORATION ("NTT East") and NIPPON TELEGRAPH AND TELEPHONE WEST CORPORATION ("NTT West"). FLET'S and FLET'S HIKARI are registered trademarks of NTT East and NTT West.

21. Number of lines for which connection construction for ADSL line at central office of NTT East or NTT West is complete.

(c) Fixed-line Telecommunications

(Millions of yen)

 
                                                     Nine-month                   (Reference) 
                                                    Period Ended    (Reference)      Change 
                   Nine-month Period Ended          December 31,      Change           % 
                       December 31, 2009                2010        (d)=(c)-(b)     (d)/(b) 
-----------  -----------------------------------  ---------------  ------------  ------------ 
              (Former standard)   (New standard)   (New standard) 
                     (a)                (b)              (c) 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Net sales              258,687          258,687          263,273         4,586          1.8% 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Operating 
   income                14,344           14,400           23,889         9,488         65.9% 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 

<Overview of Operations>

The segment's net sales increased by JPY 4,586 million (1.8%) year-on-year to JPY 263,273 million. Net sales to third-parties decreased, primarily as a result of the continued decrease in revenue from relay connection voice services such as MYLINE, despite the increase in revenue from the OTOKU Line, a direct connection voice service. On the other hand, inter-segment sales increased, due to a growth in telecom service revenue from network provision to the Group telecommunication companies such as SOFTBANK MOBILE, and contributed to the overall segment's revenue growth. Operating income increased by JPY 9,488 million (65.9%) to JPY 23,889 million. This was mainly due to an increase in net sales, combined with a decrease in lease expenses on equipment for the OTOKU Line service.

(d) Internet Culture

(Millions of yen)

 
                                                     Nine-month                   (Reference) 
                                                    Period Ended    (Reference)      Change 
                   Nine-month Period Ended          December 31,      Change           % 
                       December 31, 2009                2010        (d)=(c)-(b)     (d)/(b) 
-----------  -----------------------------------  ---------------  ------------  ------------ 
              (Former standard)   (New standard)   (New standard) 
                     (a)                (b)              (c) 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Net sales              199,862          199,791          210,166        10,374          5.2% 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 Operating 
   income                98,526           99,665          110,669        11,003         11.0% 
-----------  ------------------  ---------------  ---------------  ------------  ------------ 
 

<Overview of Operations>

The segment's net sales increased by JPY 10,374 million (5.2%) year-on-year to JPY 210,166 million. Net sales at Yahoo Japan grew mainly on an increase in listing and display advertising. Operating income increased by JPY 11,003 million (11.0%) year-on-year to JPY 110 669 million. This was primarily a result of the growth in net sales, in addition to a decrease in communications expenses in connection with the reduction in data center related expenses.

(Reference 1: Principal Operational Data

(a) Mobile Communications

 
 SoftBank mobile phones 
-------------------------------------------------  ---------------------------------------------------- 
                                                                                           Fiscal Year 
                                                                                           Ending March 
                            Fiscal Year Ended March 31, 2010                                 31, 2011 
----------------  ----------------------------------------------------  ------------------------------- 
                                                                Full 
                      Q1         Q2         Q3        Q4        Year        Q1         Q2         Q3 
----------------  =========  =========  =========  ========  =========  =========  =========  ========= 
                                                                                            (Thousands) 
------------------------------------------------------------------------------------------------------- 
  Net additions       323.3      360.7      350.3     209.4    1,243.7      696.6      901.0      925.7 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
   (Postpaid)         359.5      394.9      383.3     506.8    1,644.5      645.3      833.6      865.4 
    (Prepaid)        (36.2)     (34.2)     (33.0)   (297.4)    (400.8)       51.3       67.4       60.3 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
  Market share 
       (%)             32.3       31.5       35.6      13.4       26.5       45.4       53.5       55.8 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
   Cumulative 
   subscribers     20,956.2   21,316.9   21,667.2             21,876.6   22,573.2   23,474.2   24,399.9 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
       3G          19,455.0   20,237.7   20,885.4             21,876.6   22,573.2   23,474.2   24,399.9 
       2G           1,501.2    1,079.2      781.8                    -          -          -          - 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
  Market share 
       (%)             19.3       19.4       19.6                 19.5       19.9       20.3       20.8 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
                                                                                        (Yen per month) 
------------------------------------------------------------------------------------------------------- 
      ARPU            4,030      4,150      4,200     3,890      4,070      4,290      4,300      4,310 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
 (Basic monthly 
     charge + 
      voice)          2,150      2,160      2,150     1,750      2,050      2,030      2,020      1,980 
     (Data)           1,880      1,990      2,060     2,140      2,020      2,250      2,290      2,330 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
                                                                                                  (Yen) 
------------------------------------------------------------------------------------------------------- 
     Average 
   acquisition 
     cost per 
    subscriber       50,100     35,900     37,400    40,200     40,500     37,200     37,500     37,800 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
                                                                                          (% per month) 
------------------------------------------------------------------------------------------------------- 
   Churn rate          1.05       1.24       1.16      2.01       1.37       1.02       0.96       0.91 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
  (3G postpaid)        0.87       1.07       0.99      1.28       1.06       0.99       0.92       0.86 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
  Upgrade rate         1.73       1.81       1.53      1.78       1.71       1.18       1.67       1.43 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  --------- 
 

Notes:

1. Includes the number of prepaid mobile phones and communication module service subscribers.

2. Calculated by the Company based on Telecommunications Carriers Association statistical data.

3. Average Revenue Per User (rounded to the nearest JPY 10).

Revenue and number of mobile phone subscribers include prepaid mobile phones and communication modules.

For the Mobile Communications segment, the term "ARPU" used alone indicates the total of the basic monthly charge plus voice ARPU plus data ARPU.

4. Average commissions paid to sales agents per new subscription.

New subscriptions include prepaid mobile phones and communication modules.

5. Calculation includes prepaid mobile phones and communication module service subscribers in the number of subscribers,

churn and upgrades respectively.

(b) Broadband Infrastructure

 
 Yahoo! BB ADSL                                                         (Thousands) 
----------------------------  ----------------------------------------------------- 
                                                                           Fiscal 
                                                                            Year 
                                                                           Ending 
                                                                         March 31, 
                 Fiscal Year Ended March 31, 2010                           2011 
===========  ---------------------------------------  ----------------------------- 
                                               Full 
               Q1       Q2      Q3      Q4      Year     Q1      Q2         Q3 
===========  ======  =======  ======  ======  ======  =======  ======  ============ 
 Installed 
    lines     4,158    4,040   3,908           3,769    3,609   3,457         3,291 
-----------  ------  -------  ------  ------  ------  -------  ------  ------------ 
  Charged 
    lines     3,769    3,657   3,533           3,389    3,221   3,066         2,903 
-----------  ------  -------  ------  ------  ------  -------  ------  ------------ 
                                                                    (Yen per month) 
----------------------------------------------------------------------------------- 
  Average 
    user 
   payment 
     per 
   charged 
    line      4,260    4,260   4,250   4,210            4,200   4,200         4,160 
-----------  ------  -------  ------  ------  ------  -------  ------  ------------ 
                                                                      (% per month) 
----------------------------------------------------------------------------------- 
 Churn rate    2.12     1.80    1.96    2.20    2.02     2.26    2.32          2.47 
-----------  ------  -------  ------  ------  ------  -------  ------  ------------ 
 

Notes:

6. Number of lines for which connection construction for ADSL line at central office of NTT East or NTT West is complete.

7. Number of installed lines excluding customers whose basic monthly charge is free under campaigns or other promotional initiatives.

8. Rounded to the nearest JPY 10.

9. Average ratio of customer lines with a history of payment, for which a cancellation application has been filed during the relevant period.

(c) Fixed-line Telecommunications

 
 OTOKU 
 Line                                                              (Thousands) 
-------  --------------------------------------------------------------------- 
                                                                      Fiscal 
                                                                       Year 
                                                                      Ending 
                                                                    March 31, 
            Fiscal Year Ended March 31, 2010                           2011 
=======  --------------------------------------  ----------------------------- 
                                          Full 
           Q1      Q2      Q3      Q4      Year     Q1      Q2         Q3 
=======  ======  ======  ======  ======  ======  =======  ======  ============ 
 Lines    1,631   1,652   1,657           1,669    1,668   1,667         1,662 
-------  ------  ------  ------  ------  ------  -------  ------  ------------ 
                                                               (Yen per month) 
------------------------------------------------------------------------------ 
  ARPU    6,390   6,280   6,450   6,830            6,610   6,570         6,610 
-------  ------  ------  ------  ------  ------  -------  ------  ------------ 
 

Note:

10. Average Revenue Per User: average revenue per line (rounded to the nearest JPY 10).

(d) Internet Culture

 
                                                                           (Millions) 
----------  ------------------------------------------------------------------------- 
                                                                             Fiscal 
                                                                              Year 
                                                                             Ending 
                                                                           March 31, 
                 Fiscal Year Ended March 31, 2010                             2011 
==========  ------------------------------------------  ----------------------------- 
                                                 Full 
               Q1       Q2       Q3       Q4      Year     Q1       Q2         Q3 
==========  =======  =======  =======  =======  ======  =======  =======  =========== 
 Yahoo! JAPAN 
   Total 
  monthly 
    page 
   views     46,445   46,378   42,779   46,882           48,722   49,671       46,756 
            -------  -------  -------  -------  ------  -------  -------  ----------- 
 Unique 
  browsers      229      189      197      209              224      226          222 
----------  -------  -------  -------  -------  ------  -------  -------  ----------- 
 Yahoo! Auctions 
  Average 
   number 
  of total 
   listed 
   items         20       20       23       23               22       22           22 
----------  -------  -------  -------  -------  ------  -------  -------  ----------- 
 

Notes:

11. Number of accesses to Yahoo! JAPAN Group websites during the last month of each quarter.

12. Number of browsers accessing a Yahoo! JAPAN service during the last month of each quarter.

13. Daily average number of items posted during the last month of each quarter.

(Reference 2: Capital Expenditure and Depreciation)14

(a) Capital Expenditure (acceptance basis)

 
                                                                               Millions of yen 
---------------------------------------------------------------------------------------------- 
                                                                        Fiscal Year Ending 
                            Fiscal Year Ended March 31, 2010               March 31, 2011 
====================  --------------------------------------------  -------------------------- 
                                                            Full 
                         Q1       Q2       Q3       Q4       Year      Q1       Q2       Q3 
====================  =======  =======  =======  =======  ========  =======  =======  ======== 
       Mobile 
    Communications     32,408   39,148   47,921   65,291   184,770   25,987   65,387   116,324 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------- 
      Broadband 
    Infrastructure      1,588    1,590    2,095    4,068     9,343    3,319    3,294     5,076 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------- 
     Fixed-line 
  Telecommunications    3,710    3,939    3,436    6,893    17,979    5,112    6,362     9,095 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------- 
  Internet Culture      1,085    1,264    1,450    2,327     6,128    1,906    1,908     2,783 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------- 
       Others           1,571      915      678    1,528     4,693    1,216    1,559     1,148 
--------------------  -------  -------  -------  -------  ========  =======  -------  -------- 
    Consolidated 
        total          40,364   46,858   55,582   80,109   222,915   37,542   78,513   134,428 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------- 
 

(b) Depreciation (excluding amortization of goodwill)

 
                                                                              Millions of yen 
--------------------------------------------------------------------------------------------- 
                                                                        Fiscal Year Ending 
                            Fiscal Year Ended March 31, 2010              March 31, 2011 
====================  --------------------------------------------  ------------------------- 
                                                            Full 
                         Q1       Q2       Q3       Q4       Year      Q1       Q2       Q3 
====================  =======  =======  =======  =======  ========  =======  =======  ======= 
       Mobile 
    Communications     42,732   43,377   44,656   45,569   176,337   36,636   37,636   40,051 
--------------------  -------  -------  -------  -------  --------  -------  -------  ------- 
      Broadband 
    Infrastructure      4,373    4,366    4,095    4,188    17,023    4,234    3,968    3,965 
--------------------  -------  -------  -------  -------  --------  -------  -------  ------- 
     Fixed-line 
  Telecommunications    8,982    8,837    8,669    8,803    35,292    9,104    9,242    9,290 
--------------------  -------  -------  -------  -------  --------  -------  -------  ------- 
  Internet Culture      2,366    2,441    2,492    2,563     9,864    2,169    2,307    2,412 
--------------------  -------  -------  -------  -------  --------  -------  -------  ------- 
       Others           1,353    1,243    1,401    1,427     5,426    1,445    1,482    1,608 
--------------------  -------  -------  -------  -------  --------  =======  =======  ------- 
    Consolidated 
        total          59,809   60,266   61,314   62,553   243,944   53,590   54,637   57,329 
--------------------  -------  -------  -------  -------  --------  -------  -------  ------- 
 

Note:

14. Capital expenditure and Depreciation for the fiscal year ended March 31, 2010 are calculated based on the new standard.

Capital expenditure and Depreciation for the e-Commerce segment for the fiscal year ended March 31, 2010 are included in "Others."

(2) Qualitative Information regarding Consolidated Financial Position

1. Assets, Liabilities and Equity

Assets, liabilities and equity at the end of the period were as follows:

(Millions of yen)

 
                         As of 
                      December 31,       As of 
                          2010       March 31, 2010      YoY       YoY % 
-------------------  -------------  ---------------  ----------  -------- 
    Total assets         4,375,058        4,462,875    (87,816)    (2.0%) 
-------------------  -------------  ---------------  ----------  -------- 
 Total liabilities       3,560,215        3,498,903      61,312      1.8% 
-------------------  -------------  ---------------  ----------  -------- 
    Total equity           814,842          963,971   (149,129)   (15.5%) 
-------------------  -------------  ---------------  ----------  -------- 
 

(a) Current Assets

Current assets at the end of the period totaled JPY 1,684,518 million, for a JPY 9,922 million (0.6%) decline from the previous fiscal year-end. The primary components of the change were as follows:

Notes and accounts receivable-trade decreased by JPY 138,762 million. This was mainly because of sales of installment sales receivables at SOFTBANK MOBILE.

Marketable securities increased by JPY 72,087 million from the previous fiscal year-end. This was mainly from the transfer of shares of Yahoo! Inc. that were previously recorded as investment securities under fixed assets, to current assets at the end of the three-month period from July 1 to September 30, 2010 (hereafter "the second quarter"). In February 2004, one of the Company's U.S. subsidiaries entered into a loan involving a portion of the proceeds from a forward contract under which its Yahoo! Inc. shares are expected to be delivered in August 2011. Because the subsidiary intends to deliver these shares in accordance with the settlement of the forward contract beginning August 2011 or within one year, the corresponding shares of Yahoo! Inc. were transferred to current assets.

Other current assets increased by JPY 51,443 million from the previous fiscal year-end, primarily from increases in derivative assets and accrued revenue included in other current assets. A derivative contract ("collar transaction") was concluded with regard to the aforementioned shares of Yahoo! Inc. to limit the risk from market price fluctuations of those shares for the period until the repayment, but with the remaining period until the repayment having become less than one year, the corresponding derivative assets were transferred to current assets at the end of the second quarter.

(b) Fixed Assets

Fixed assets totaled JPY 2,689,152 million at the end of the period, for a JPY 77,331 million (2.8%) decrease from the previous fiscal year-end. The primary components of the change were as follows:

Investments and other assets decreased by JPY 124,297 million from the previous fiscal year-end. This was mainly because of a JPY 62,155 million decrease in investment securities from the aforementioned transfer of shares of Yahoo! Inc. to marketable securities under current assets. In addition, derivative assets related to those shares of Yahoo! Inc., included in other assets under investment and other assets, were transferred to other current assets.

Total property and equipment increased JPY 77,670 million from the previous fiscal year-end, primarily on a JPY 181,990 million increase from new acquisitions of telecommunications equipment. The increase, reflecting the adjustment for changes of accounting standard for asset retirement obligations as of April 1, 2010, amounted to JPY 10,595 million.

Total intangible assets decreased JPY 30,704 million from the previous fiscal year-end. This was mainly because of a JPY 46,026 million of decrease in goodwill, which occurred when SOFTBANK MOBILE and SOFTBANK TELECOM Corp. (hereafter "SOFTBANK TELECOM") were acquired, resulting from regular amortization. On the other hand, software increased by JPY 28,676 million as a result of new acquisitions of telecommunications equipment.

(c) Current Liabilities

Current liabilities at the end of the period totaled JPY 1,533,002 million, for a JPY 154,123 million (11.2%) increase from the previous fiscal year-end. The primary components of the change were as follows:

Short-term borrowings increased by JPY 104,587 million from the previous fiscal year-end. This was mainly because of an increase in the Company's short-term borrowings, and the transfer to current liabilities of the aforementioned borrowings at one of the Company's U.S. subsidiaries as the redemption dates came to be within one year. On the other hand, SOFTBANK MOBILE continued to repay borrowings procured via the securitization of installment sales receivables.

The current portion of corporate bonds increased by JPY 74,100 million from the previous fiscal year-end. Transfers were made from corporate bonds under long-term liabilities in the amounts of JPY 53,500 million for the 25th Unsecured Straight Corporate Bond, JPY 60,000 million for the 27th Unsecured Straight Corporate Bond, and JPY 15,000 million for SOFTBANK TELECOM's 2nd series Unsecured Straight Corporate Bond, as the redemption dates came to be within one year. On the other hand, payments of JPY 54,400 million in total were made for the redemptions of the 22nd Unsecured Straight Corporate Bond and the 24th Unsecured Straight Corporate Bond.

Accounts payable-other and accrued expenses declined by JPY 35,349 million from the previous fiscal year-end. This was mainly the result of a JPY 75,000 million decline from the payment of additional entrustment for debt assumption, while equipment-related payables increased, at SOFTBANK MOBILE.

(d) Long-term Liabilities

Long-term liabilities totaled JPY 2,027,213 million at the end of the period, for a JPY 92,811 million (4.4%) decline from the previous fiscal year-end. The primary components of the change were as follows:

Long-term borrowings decreased by JPY 259,312 million. This was mainly because SOFTBANK MOBILE's ongoing repayment of its SBM loan1, and the elimination in consolidation of the long-term loan receivable acquired by the Company from Vodafone Overseas Finance Limited, which was long-term debt owed by SOFTBANK MOBILE to Vodafone Overseas Finance Limited, and the long-term debt of SOFTBANK MOBILE (refer to page 3, "1. Qualitative Information Regarding Nine-month Period Results - 1. Consolidated Results of Operations - (g) Special Income"). In addition, long-term borrowings at the Company's U.S. subsidiaries and SOFTBANK MOBILE that came to be payable within one year were transferred to current liabilities. On the other hand, there was an increase in the Company's long-term borrowings.

Other liabilities under long-term liabilities increased JPY 227,499 million from the previous fiscal year-end, mainly from an increase in long-term accounts payable included in other liabilities under long-term liabilities. The increase in long-term accounts payable represents the JPY 200,000 million that is scheduled to be paid to Vodafone International Holdings B.V. and Vodafone Overseas Finance Limited (hereafter "the Vodafone Group") in April 2012, in relation to the transaction with the Vodafone Group which was carried out in December 2010 (refer to page 3, "1. Qualitative Information Regarding Nine-month Period Results - 1. Consolidated Results of Operations - (g) Special Income").

Lease obligations decreased by JPY 41,918 million from the previous fiscal year-end, mostly from transfers to current liabilities as leases became payable within one year, which outweighed the amount of new capital expenditure via leases.

Note:

1. The funds procured for the acquisition of Vodafone K.K. were refinanced in November 2006 via a whole business securitization program.

(e) Equity

Equity totaled JPY 814,842 million at the end of the period, for a JPY 149,129 million (15.5%) decline from the previous fiscal year-end. While retained earnings increased JPY 131,791 million, totaling JPY 174,863 million at the end of the period, minority interests came to JPY 243,469 million, for a decrease of JPY 249,493 million. This was primarily due to the elimination in consolidation of JPY 300,000 million of minority interests caused by the Company's acquisition of class 1 preferred stock series 1 issued by BB Mobile to Vodafone International Holdings B.V (refer to page 3, "1. Qualitative Information Regarding Nine-month Period Results - 1. Consolidated Results of Operations - (g) Special Income"). On the other hand, there was a JPY 22,851 million increase of minority interests from the change in the scope of consolidation of SB Asia Infrastructure Fund L.P. from an affiliate under equity method to a consolidated subsidiary2.

Note:

2. This change reflects the adoption of Accounting Standards Codification Topic (ASC) 810, Consolidations formerly SFAS No.167, Amendments to FASB Interpretation No. 46 (R) (SFAS 167) applied at certain overseas subsidiaries of the Company in the United States of America.

2. Cash Flows

Cash flow activities during the period were as follows.

Cash and cash equivalents at the end of the period totaled JPY 706,489 million, for a JPY 18,808 million increase from the previous fiscal year-end.

(Millions of yen)

 
                           Nine-month period    Nine-month period 
                                  ended                ended 
                            December 31, 2009    December 31, 2010      YoY 
------------------------  -------------------  -------------------  ---------- 
     Cash flows from 
   operating activities               469,178              525,908      56,730 
------------------------  -------------------  -------------------  ---------- 
     Cash flows from 
   investing activities             (185,596)            (161,644)      23,951 
------------------------  -------------------  -------------------  ---------- 
  (Reference) Free cash 
           flow                       283,581              364,264      80,682 
------------------------  -------------------  -------------------  ---------- 
     Cash flows from 
   financing activities             (136,457)            (340,716)   (204,259) 
------------------------  -------------------  -------------------  ---------- 
 

(a) Cash Flows from Operating Activities

Net cash provided by operating activities totaled JPY 525,908 million (compared with JPY 469,178 million provided in the same period of the previous fiscal year).

Income before income taxes and minority interests totaled JPY 384,607 million, while JPY 165,557 million in depreciation and amortization and JPY 46,980 million in amortization of goodwill were recorded as positive non-cash items. Receivables-trade decreased (increase in cash flow) by JPY 147,443 million mainly on sales of installment sales receivables at SOFTBANK MOBILE.

In addition, income taxes paid of JPY 185,288 million were recorded, for a JPY 146,404 million year-on-year increase. This was mainly because of increased income tax payments for BB Mobile's income tax under consolidated tax return and at Yahoo Japan, and includes JPY 26,450 million of additional income taxes paid by Yahoo Japan on July 1, 2010, related to the correction and ruling notice it received.

(b) Cash Flows from Investing Activities

Net cash used in investing activities was JPY 161,644 million (compared with JPY 185,596 million used in the same period of the previous fiscal year).

Capital expenditures, mainly at telecommunications-related businesses, resulted in outlays of JPY 149,043 million for property and equipment and intangibles. Purchases of marketable and investment securities resulted in JPY 39,401 million in cash outlays.

As a result, free cash flow (the combined net cash flows from operating activities and investing activities) was a positive JPY 364,264 million (compared with a positive JPY 283,581 million in the same period of the previous fiscal year), for a year-on-year increase of JPY 80,682 million.

(c) Cash Flows from Financing Activities

Net cash used in financing activities was JPY 340,716 million (compared with JPY 136,457 million used in the same period of the previous fiscal year).

Outlays were recorded in the amounts of JPY 348,550 million for repayments of long-term borrowings, JPY 212,563 million for the repurchase of minority interests and long-term borrowings, JPY 113,321 million for the repayment of lease obligations, and JPY 105,508 million for the redemption of corporate bonds, JPY 75,000 million for the payment relating to the additional entrustment for debt assumption. The aforementioned outlay for repurchase of minority interests and long-term debt represents the portion of the transaction with the Vodafone Group (refer to page 3, "1. Qualitative Information Regarding Nine-month Period Results - 1. Consolidated Results of Operations - (g) Special Income"), carried out in December 2010, which was paid to the Vodafone Group in the third quarter in addition to acquisition-related expenses. On the other hand, long-term borrowings raised JPY 197,900 million and corporate bond issues generated JPY 179,182 million, in addition to a positive JPY 90,275 million recorded as a net increase in short-term borrowings.

(Reference: Major Financing Activities)

The major financing activities in the period were as follows:

 
           Item               Company          Details                     Summary 
                               Name 
-------------------------  ------------  ------------------  ----------------------------------- 
 Bond issuances             SOFTBANK      31st Unsecured                  Issue date: June 2, 
                            CORP.         Straight                        2010 Redemption date: 
                                          Corporate Bond                  May 31, 2013 Procured 
                                                                          amount: JPY 25,000 
                                                                          million Interest rate: 
                                                                          1.17%/year Use: 
                                                                          redemption of bonds 
                                                                          which will mature by 
                                                                          the end of June 2011 
-------------------------  ------------  ------------------  ----------------------------------- 
                                          32nd Unsecured                  Issue date: June 2, 
                                          Straight                        2010 Redemption date: 
                                          Corporate Bond                  June 2, 2015 Procured 
                                                                          amount: JPY 25,000 
                                                                          million Interest rate: 
                                                                          1.67%/year Use: 
                                                                          redemption of bonds 
                                                                          which will mature by 
                                                                          the end of June 2011 
-------------------------  ------------  ------------------  ----------------------------------- 
                                          33rd Unsecured                  Issue date: September 
                                          Straight                        17, 2010 Redemption 
                                          Corporate Bond                  date: September 17, 
                                          (Fukuoka SoftBank               2013 Procured amount: 
                                          HAWKS Bond)                     JPY 130,000 million 
                                                                          Interest rate: 
                                                                          1.24%/year Use: 
                                                                          redemption of bonds 
                                                                          which will mature by 
                                                                          the end of June 2011 
-------------------------  ------------  ------------------  ----------------------------------- 
 Bond redemption            SOFTBANK      24th Unsecured      Redemption date: April 26, 2010 
                            CORP.         Straight            Redeemed amount: JPY 20,000 
                                          Corporate Bond      million 
                                          (Fukuoka SoftBank 
                                          HAWKS Bond) 
-------------------------  ------------  ------------------  ----------------------------------- 
                                          22 Unsecured        Redemption date: September 14, 
                                          Straight            2010 Redeemed amount: JPY 34,400 
                                          Corporate Bond      million 
-------------------------  ------------  ------------------  ----------------------------------- 
                                          Euro-denominated    Redemption date: October 15, 2010 
                                          Senior Notes Due    Redeemed amount: JPY 47,269 
                                          2013 (redeemed      million (EUR 352 million) 
                                          before maturity) 
-------------------------  ------------  ------------------  ----------------------------------- 
 Securitization of          SOFTBANK      Procurement of                  Procurement date: June 
 receivables (recorded as   MOBILE        funds totaling                  29, 2010 Redemption 
 borrowings)                Corp.         JPY 10,000                      method: monthly 
                                          million                         pass-through repayment 
                                          accompanying                    Use: capital 
                                          securitization of               expenditure and 
                                          mobile handsets                 repayment of funds 
                                          installment sales               procured via the whole 
                                          receivables                     business 
                                                                          securitization 
                                                                          program 
-------------------------  ------------  ------------------  ----------------------------------- 
 Repayment of               SOFTBANK      Repayment of JPY    Repayment of funds procured via 
 securitization of          MOBILE        147,227 million     securitization of mobile handsets 
 receivables                Corp.                             installment sales receivables 
                                         ------------------  ----------------------------------- 
 Increase or                SOFTBANK      Increase of JPY                 Mainly increase of 
 decrease in debt           CORP.         273,300 million                 long-term borrowings 
  (excluding 
 securitization of 
  receivables) 
-------------------------  ------------  ------------------  ----------------------------------- 
                            SOFTBANK      Decrease of JPY                 Repayment of funds 
                            MOBILE        179,542 million                 raised via the whole 
                            Corp.                                         business 
                                                                          securitization 
                                                                          financing scheme 
-------------------------  ------------  ------------------  ----------------------------------- 
                            Yahoo Japan   Decrease of JPY 
                            Corporation   10,000 million 
-------------------------  ------------  ------------------  ----------------------------------- 
 Capital expenditure by     SOFTBANK      New capital                     Funds procured during 
 financial lease            MOBILE        expenditure via                 the nine-month period 
                            Corp. etc.    leases                          ended December 31, 
                                                                          2010: JPY 54,667 
                                                                          million 
-------------------------  ------------  ------------------  ----------------------------------- 
 Additional entrustment     SOFTBANK      Payment of JPY                  Bonds in scope: Former 
 for debt assumption        MOBILE        75,000 million                  Vodafone K.K. 
                            Corp.                                         corporate bonds 3 
                                                                          Unsecured Straight 
                                                                          Corporate Bond JPY 
                                                                          25,000 million 
                                                                          (redeemed on August 
                                                                          19, 2010) 5 Unsecured 
                                                                          Straight Corporate 
                                                                          Bond JPY 25,000 
                                                                          million (redeemed on 
                                                                          August 25, 2010) 7 
                                                                          Unsecured Straight 
                                                                          Corporate Bond JPY 
                                                                          25,000 million 
                                                                          (redeemed on September 
                                                                          22, 2010) 
-------------------------  ------------  ------------------  ----------------------------------- 
 Acquisition of preferred   SOFTBANK      Payment of JPY      Acquisition cost: JPY 412,500 
 stock etc., issued by      CORP.         212,500 million     million in total Payment date: 
 the Company's                            (refer to page 3,   December 10, 2010 JPY 212,500 
 consolidated subsidiary                  "1. Qualitative     million April 2012 (tentative) JPY 
 and held by the Vodafone                 Information         200,000 million 
 Group                                    Regarding 
                                          Nine-month Period 
                                          Results - 1. 
                                          Consolidated 
                                          Results of 
                                          Operations - (g) 
                                          Special Income") 
-------------------------  ------------  ------------------  ----------------------------------- 
 

(3) Earnings Forecasts

The Group had previously forecasted consolidated operating income of JPY 500,000 million for the fiscal year ending March 31, 2011. The Group has upwardly revised the forecast of consolidated operating income for the fiscal year ending March 31, 2011 to JPY 600,000 million as of the Consolidated Financial Report for the nine-month period ended December 31, 2010 (issued on February 3, 2011), mainly reflecting the strong earnings momentum at the Mobile Communications segment.

Consolidated net sales are subject to, among others, rapid changes in the Group's main markets, the Internet and the telecommunications industry. There is, therefore, a possibility that new sales initiatives will be introduced in the future in order to flexibly respond to changes in the market situation, making it difficult to publicly disclose a forecast for consolidated net sales.

Forecasts for consolidated ordinary income and consolidated net income are also difficult to publicly disclose because the performance of the Company's various holdings of investment securities and investments via funds is subject to changes in the market environment and other factors, making equity in earnings under equity method and valuation gain and loss on investment securities difficult to project.

Refer to the Company's press release "Upward Revision of Earnings Forecast" announced on February 3, 2011 for details.

(4) The SOFTBANK Group

As of December 31, 2010, the Group's business segments were comprised of the following consolidated subsidiaries and equity method companies. The segments' main businesses were as follows.

 
                                                     Equity Method 
                                                    Non-consolidated    Main Business of 
                                     Consolidated   Subsidiaries and    Segment and Name 
         Business Segments           Subsidiaries      Affiliates         of Business 
==================================  =============  =================  =================== 
                                                                       Provision of 
                                                                       mobile 
                                                                       communication 
                                                                       services and sale 
                                                                       of mobile phones 
                                                                       accompanying the 
                                                                       services etc. 
                                                                       (Core company: 
 Reportable    Mobile                                                  SOFTBANK MOBILE 
  segments      Communications            3                1           Corp.) 
------------  --------------------  -------------  -----------------  ------------------- 
                                                                       Provision of 
                                                                       high-speed 
                                                                       Internet 
                                                                       connection 
                                                                       service, IP 
                                                                       telephony service, 
                                                                       and provision of 
                                                                       content etc. (Core 
               Broadband                                               company: SOFTBANK 
                Infrastructure            3                            BB Corp. ) 
------------  --------------------  -------------  -----------------  ------------------- 
                                                                       Provision of 
                                                                       fixed-line 
                                                                       telecommunications 
                                                                       etc. (Core 
               Fixed-line                                              company: SOFTBANK 
                Telecommunications        2                            TELECOM Corp.) 
              --------------------  -------------  -----------------  ------------------- 
                                                                       Internet-based 
                                                                       advertising 
                                                                       operations, 
                                                                       e-commerce site 
                                                                       operations such as 
                                                                       Yahoo! Auctions 
                                                                       and Yahoo! 
                                                                       Shopping, 
                                                                       membership 
                                                                       services, etc. 
                                                                       (Core company: 
                                                                       Yahoo Japan 
  Internet Culture                        13               10          Corporation) 
 ---------------------------------  -------------  -----------------  ------------------- 
                                                                       Distribution of PC 
                                                                       software and 
                                                                       peripherals, 
                                                                       Fukuoka SOFTBANK 
                                                                       HAWKS related 
 Others                                   95               69          businesses, etc. 
               Total                     116               80 
----------------------------------  -------------  -----------------  ------------------- 
 

Note:

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

Listed Companies

The Company's five following subsidiaries were listed on domestic stock exchanges as of December 31, 2010:

 
      Company Name            Listed Exchange 
========================  ====================== 
 Yahoo Japan Corporation   Tokyo Stock Exchange 
                            1st section 
                            Osaka Stock Exchange 
                            JASDAQ (Standard) 
------------------------  ---------------------- 
 SOFTBANK TECHNOLOGY       Tokyo Stock Exchange 
  CORP.                     1st section 
------------------------  ---------------------- 
 Vector Inc.               Osaka Stock Exchange 
                            JASDAQ (Standard) 
------------------------  ---------------------- 
 ITmedia Inc.              Tokyo Stock Exchange 
                            Mothers 
------------------------  ---------------------- 
 Carview Corporation       Tokyo Stock Exchange 
                            Mothers 
------------------------  ---------------------- 
 

2. Others

(1) Significant Changes in Scope of Consolidation (Changes in Scope of Consolidation of Specified Subsidiaries)

There are no significant changes in scope of consolidation.

(2) Application of simple accounting methods or special accounting methods for preparation for the consolidated financial statements

There are no applicable items.

(3) Changes in accounting principles, procedures, disclosure methods, etc., used in the presentation of the consolidated financial statements

[1] Application of accounting standard for equity method of accounting for investments

"Accounting Standard for Equity Method of Accounting for Investments" (Accounting Standards Board of Japan (ASBJ) Statement No. 16, March 10, 2008) and "Practical Solution on Unification of Accounting Policies Applied to Associates Accounted for Using the Equity Method" (Practical Issues Task Force (PITF) No. 24, March 10, 2008) were applied and necessary adjustments for the consolidated accounting were made for the period ended December 31, 2010. The effect of this change is not material for the period ended December 31, 2010.

[2] Application of accounting standard for asset retirement obligations

"Accounting Standard for Asset Retirement Obligations" (ASBJ Statement No. 18, March 31, 2008) and "Guidance on Accounting Standard for Asset Retirement Obligations" (ASBJ Guidance No. 21, March 31, 2008) were applied as of April 1, 2010. The effect of this change in operating income and ordinary income is not material and income before income taxes and minority interests decreased by JPY 8,242 million for the period ended December 31, 2010.

1. Asset retirement obligations which are recorded in the consolidated balance sheets

The Group reasonably estimated removal costs and recorded the asset retirement obligations mainly for the corporate head quarter building, certain data and network centers located in the rental properties under the rental contracts. Useful periods of 2 years to 33 years and discount rates from 0.1% to 2.3% are applied for the estimation of asset retirement obligations.

2. Asset retirement obligations which are not recorded in the consolidated balance sheets

The Group has obligations to restore mobile phone base stations and telephone line facilities for transmission to their original conditions under the rental contracts. However, considering business continuity, the removal of these facilities is difficult and the possibility of executing the obligation to restore these facilities to their original conditions is extremely low, and therefore, the asset retirement obligations are not recorded at the period ended December 31, 2010.

3. Consolidated Financial Statements

(1) Consolidated Balance Sheets

(Millions of yen)

 
                                             As of                As of 
                                       December 31, 2010      March 31, 2010 
                                      -------------------  ------------------- 
                                                   Amount               Amount 
------------------------------------  -------------------  ------------------- 
 ASSETS 
 Current assets: 
      Cash and deposits                           708,768              690,053 
          Notes and accounts 
           receivable - trade                     677,787              816,550 
      Marketable securities                        76,430                4,342 
      Merchandise and finished 
       products                                    41,421               37,030 
      Deferred tax assets                          57,106               74,290 
      Other current assets                        158,176              106,733 
          Less: Allowance for 
           doubtful accounts                     (35,173)             (34,559) 
------------------------------------  -------------------  ------------------- 
      Total current assets                      1,684,518            1,694,440 
------------------------------------  -------------------  ------------------- 
 Fixed assets: 
   Property and equipment, net: 
      Buildings and structures                     73,322               68,182 
      Telecommunications equipment                770,660              706,283 
      Telecommunications service 
       lines                                       69,950               72,983 
      Land                                         22,438               22,401 
      Construction in progress                     43,257               34,634 
      Other property and equipment                 48,744               46,218 
------------------------------------  -------------------  ------------------- 
         Total property and 
          equipment                             1,028,373              950,703 
------------------------------------  -------------------  ------------------- 
   Intangible assets, net: 
      Goodwill                                    854,741              900,768 
      Software                                    237,591              208,915 
      Other intangibles                            29,348               42,702 
------------------------------------  -------------------  ------------------- 
         Total intangible assets                1,121,681            1,152,386 
------------------------------------  -------------------  ------------------- 
   Investments and other assets: 
           Investment securities and 
            investments in 
            unconsolidated 
            subsidiaries and 
            affiliated companies                  307,871              370,027 
      Deferred tax assets                         120,673              152,654 
      Other assets                                127,484              164,950 
      Less: Allowance for doubtful 
       accounts                                  (16,932)             (24,238) 
------------------------------------  -------------------  ------------------- 
         Total investments and other 
          assets                                  539,097              663,394 
------------------------------------  -------------------  ------------------- 
 Total fixed assets                             2,689,152            2,766,483 
------------------------------------  -------------------  ------------------- 
 Deferred charges                                   1,388                1,951 
      Total assets                              4,375,058            4,462,875 
------------------------------------  -------------------  ------------------- 
 

Consolidated Balance Sheets

(Millions of yen)

 
                                             As of                As of 
                                       December 31, 2010      March 31, 2010 
                                      -------------------  ------------------- 
                                                   Amount               Amount 
------------------------------------  -------------------  ------------------- 
 LIABILITIES AND EQUITY 
 Current liabilities: 
          Accounts payable - trade                161,507              158,942 
          Short-term borrowings                   542,548              437,960 
          Commercial paper                         24,500                    - 
 Current portion of corporate bonds 
                                                  128,500               54,400 
          Accounts payable - other 
           and accrued expenses                   416,059              451,408 
          Income taxes payable                     67,390              100,483 
          Deferred tax liabilities                 13,329                    - 
          Current portion of lease 
           obligations                            122,203              109,768 
          Other current liabilities                56,963               65,914 
------------------------------------  -------------------  ------------------- 
      Total current liabilities                 1,533,002            1,378,878 
------------------------------------  -------------------  ------------------- 
 Long-term liabilities: 
          Corporate bonds                         452,398              448,523 
          Long-term debt                        1,022,273            1,281,586 
          Deferred tax liabilities                 13,147               30,482 
          Liability for retirement 
           benefits                                15,172               15,557 
          Allowance for point 
           mileage                                 41,980               47,215 
          Lease obligations                       182,565              224,484 
          Other liabilities                       299,675               72,175 
------------------------------------  -------------------  ------------------- 
      Total long-term liabilities               2,027,213            2,120,024 
------------------------------------  -------------------  ------------------- 
      Total liabilities                         3,560,215            3,498,903 
------------------------------------  -------------------  ------------------- 
 Equity: 
          Common stock                            188,771              188,750 
          Additional paid-in capital              212,639              213,068 
          Retained earnings                       174,863               43,071 
          Less: Treasury stock                      (237)                (225) 
------------------------------------  -------------------  ------------------- 
      Total shareholders' equity                  576,036              444,665 
------------------------------------  -------------------  ------------------- 
          Unrealized gain on 
           available-for-sale 
           securities                              34,446               43,864 
       Deferred gain on derivatives 
        under hedge accounting                     11,575               14,528 
          Foreign currency 
           translation adjustments               (51,414)             (32,525) 
      Total valuation and 
       translation adjustments                    (5,392)               25,866 
------------------------------------  -------------------  ------------------- 
      Stock acquisition rights                        729                  476 
------------------------------------  -------------------  ------------------- 
      Minority interests                          243,469              492,963 
------------------------------------  -------------------  ------------------- 
      Total equity                                814,842              963,971 
------------------------------------  -------------------  ------------------- 
      Total liabilities and equity              4,375,058            4,462,875 
------------------------------------  -------------------  ------------------- 
 

(2) Consolidated Statements of Income

For the nine-month period ended December 31, 2009 and 2010 (Millions of yen)

 
                                      Nine-month period     Nine-month period 
                                             ended                ended 
                                      December 31, 2009     December 31, 2010 
                                     -------------------  -------------------- 
                                       April 1, 2009 to     April 1, 2010 to 
                                       December 31, 2009    December 31, 2010 
                                     -------------------  -------------------- 
                                            Amount                      Amount 
-----------------------------------  -------------------  -------------------- 
 Net sales                                     2,045,304             2,249,901 
 Cost of sales                                   980,954             1,027,735 
   Gross Profit                                1,064,349             1,222,165 
   Selling, general and 
    administrative expenses                      698,030               740,006 
-----------------------------------  -------------------  -------------------- 
 Operating income                                366,319               482,159 
-----------------------------------  -------------------  -------------------- 
   Interest income                                   472                 1,668 
   Foreign exchange gain, net                      1,188                 1,846 
   Equity in earnings of affiliated 
    companies                                      3,763                 4,818 
   Other non-operating income                      4,560                 6,710 
-----------------------------------  -------------------  -------------------- 
 Non-operating income                              9,985                15,044 
-----------------------------------  -------------------  -------------------- 
   Interest expense                               83,810                80,610 
   Other non-operating expenses                   11,306                16,674 
-----------------------------------  -------------------  -------------------- 
 Non-operating expenses                           95,116                97,285 
-----------------------------------  -------------------  -------------------- 
   Ordinary income                               281,187               399,917 
-----------------------------------  -------------------  -------------------- 
       Gain on sale of investment 
        securities                                 4,149                 4,907 
       Dilution gain from changes 
        in equity interest                         1,403                 2,349 
       Gain on repurchase of 
        minority interests and 
        long-term debt                                 -                 4,187 
   Other special income                              451                   241 
-----------------------------------  -------------------  -------------------- 
 Special income                                    6,004                11,686 
-----------------------------------  -------------------  -------------------- 
   Valuation loss on investment 
    securities                                     2,940                 3,927 
       Unrealized appreciation on 
        valuation of investments 
        and loss on sale of 
        investments at subsidiaries 
        in the U.S., net                             551                   371 
       Loss on retirement of non 
        current assets                            47,630                 1,784 
       Valuation loss on option                        -                 7,841 
       Loss on adjustment for 
        changes of accounting 
        standard for asset 
        retirement obligations                         -                 7,099 
       Other special losses                        1,514                 5,973 
 Special loss                                     52,637                26,997 
-----------------------------------  -------------------  -------------------- 
       Income before income taxes 
        and minority interests                   234,554               384,607 
-----------------------------------  -------------------  -------------------- 
 Income taxes: 
   Current                                        89,548               125,137 
     Correction                                        -                26,450 
   Deferred                                       15,671                47,450 
-----------------------------------  -------------------  -------------------- 
 Total income taxes                              105,220               199,039 
-----------------------------------  -------------------  -------------------- 
   Income before minority interests                    -               185,567 
-----------------------------------  -------------------  -------------------- 
 Minority interests in net income                 34,473                43,268 
   Net income                                     94,861               142,299 
-----------------------------------  -------------------  -------------------- 
 

For the three-month period ended December 31, 2009 and 2010 (Millions of yen)

 
                                      Three-month period   Three-month period 
                                             ended                ended 
                                      December 31, 2009     December 31, 2010 
                                     -------------------  -------------------- 
                                                             October 1, 2010 
                                      October 1, 2009 to            to 
                                       December 31, 2009    December 31, 2010 
                                     -------------------  -------------------- 
                                            Amount                      Amount 
-----------------------------------  -------------------  -------------------- 
 Net sales                                       696,028               784,879 
 Cost of sales                                   331,603               362,239 
   Gross Profit                                  364,425               422,640 
   Selling, general and 
    administrative expenses                      228,728               256,002 
-----------------------------------  -------------------  -------------------- 
 Operating income                                135,697               166,637 
-----------------------------------  -------------------  -------------------- 
   Interest income                                   165                   534 
   Foreign exchange gain, net                        422                 1,588 
   Equity in earnings of affiliated 
    companies                                      1,479                 5,902 
   Other non-operating income                      1,549                 1,768 
-----------------------------------  -------------------  -------------------- 
 Non-operating income                              3,617                 9,794 
-----------------------------------  -------------------  -------------------- 
   Interest expense                               28,464                25,827 
   Other non-operating expenses                    3,200                 4,529 
-----------------------------------  -------------------  -------------------- 
 Non-operating expenses                           31,665                30,356 
-----------------------------------  -------------------  -------------------- 
   Ordinary income                               107,649               146,074 
-----------------------------------  -------------------  -------------------- 
       Gain on sale of investment 
        securities                                   121                    95 
       Dilution gain from changes 
        in equity interest                           242                   913 
       Unrealized loss on valuation 
        of investments and gain on 
        sale of investments at 
        subsidiaries in the U.S., 
        net                                            -                   374 
       Gain on repurchase of 
        minority interests and 
        ong-term debt                                  -                 4,187 
   Other special income                                3                     - 
-----------------------------------  -------------------  -------------------- 
 Special income                                      367                 5,570 
-----------------------------------  -------------------  -------------------- 
       Valuation loss on investment 
        securities                                 1,652                 1,241 
       Unrealized loss on valuation 
       of investments and loss on 
       sale of investments at 
       subsidiaries in the U.S., 
       net                                           896                     - 
       Loss on retirement of non 
        current assets                            47,192                   738 
       Valuation loss on option                        -                 7,841 
       Other special losses                          537                 3,723 
 Special loss                                     50,278                13,544 
-----------------------------------  -------------------  -------------------- 
       Income before income taxes 
        and minority interests                    57,739               138,100 
-----------------------------------  -------------------  -------------------- 
 Income taxes: 
   Current                                        40,725                29,436 
   Deferred                                     (19,064)                28,947 
-----------------------------------  -------------------  -------------------- 
 Total income taxes                               21,661                58,384 
-----------------------------------  -------------------  -------------------- 
   Income before minority interests                    -                79,716 
-----------------------------------  -------------------  -------------------- 
 Minority interests in net income                 11,967                14,255 
   Net income                                     24,110                65,460 
-----------------------------------  -------------------  -------------------- 
 

(3) Consolidated Statements of Cash Flows

 
(Millions of yen) 
-------------------------------------------------------------------------------------------------------------------------- 
                                                            Nine-month period                   Nine-month period 
                                                                   ended                               ended 
                                                             December 31, 2009                  December 31, 2010 
                                                    ---------------------------------  ----------------------------------- 
                                                             April 1, 2009 to                    April 1, 2010 to 
                                                             December 31, 2009                   December 31, 2010 
--------------------------------------------------  ---------------------------------  ----------------------------------- 
 Cash flows from operating activities: 
 
   Income before income taxes and 
    minority interests                                                        234,554                              384,607 
 
       Adjustments for: 
       Depreciation and amortization                                          181,390                              165,557 
       Amortization of goodwill                                                45,804                               46,980 
       Loss on retirement of non current 
        assets                                                                 47,630                                1,784 
       Equity in earnings of affiliated 
        companies                                                             (3,763)                              (4,818) 
      Dilution gain from changes in 
       equity interest, net                                                   (1,334)                              (2,074) 
       Valuation loss on investment 
        securities                                                              2,940                                3,927 
       Unrealized appreciation on valuation 
        of investments and loss on sale 
        of investments at subsidiaries 
        in the U.S., net                                                          551                                  371 
       Gain on sale of marketable and 
        investment securities, net                                            (4,051)                              (4,439) 
       Foreign exchange gain, net                                             (1,293)                              (1,604) 
       Interest and dividend income                                             (714)                              (2,076) 
       Interest expense                                                        83,810                               80,610 
       Changes in operating assets, 
        and liabilities 
          Decrease in receivables - trade                                      79,942                              147,443 
          (Decrease) increase in payables 
           - trade                                                           (18,353)                                  918 
      Other, net                                                             (65,083)                             (36,176) 
--------------------------------------------------  ---------------------------------  ----------------------------------- 
                      Sub-total                                               582,029                              781,011 
 
   Interest and dividends received                                                710                                2,103 
   Interest paid                                                             (74,677)                             (71,918) 
   Income taxes paid                                                         (38,883)                            (185,288) 
 Net cash provided by operating 
  activities                                                                  469,178                              525,908 
--------------------------------------------------  ---------------------------------  ----------------------------------- 
 

- Continued -

Consolidated Statements of Cash Flows (Continued)

 
                                   (Millions of yen) 
----------------------------------------------------  ---------------------- 
                                  Nine-month period       Nine-month period 
                                         ended            ended December 31, 
                                   December 31, 2009      2010 
                                 -------------------  ---------------------- 
                                   April 1, 2009 to      April 1, 2010 to 
                                   December 31, 2009     December 31, 2010 
-------------------------------  -------------------  ---------------------- 
 
 Cash flows from investing 
 activities: 
       Purchase of property and 
        equipment, and 
        intangibles                        (183,048)               (149,043) 
       Purchase of marketable 
        and investment 
        securities                          (24,827)                (39,401) 
       Proceeds from sale of 
        marketable and 
        investment securities                 17,380                  25,123 
       Acquisition of interests 
        in subsidiaries newly 
        consolidated, net of 
        cash acquired                           (40)                   (701) 
       Other, net                              4,939                   2,378 
-------------------------------  -------------------  ---------------------- 
 Net cash used in investing 
  activities                               (185,596)               (161,644) 
-------------------------------  -------------------  ---------------------- 
 
 Cash flows from financing 
 activities: 
      (Decrease) increase in 
       short-term borrowings, 
       net                                 (121,645)                  90,275 
      Increase in commercial 
       paper, net                                  -                  24,500 
      Proceeds from long-term 
       debt                                  261,808                 197,900 
      Repayment of long-term 
       debt                                (352,398)               (348,550) 
      Proceeds from issuance of 
       bonds                                 153,603                 179,182 
      Redemption of bonds                   (51,673)               (105,508) 
      Exercise of warrants                     2,105                      41 
        Proceeds from issuance 
         of shares to minority 
         shareholders                          1,095                   1,430 
      Cash dividends paid                    (2,673)                 (5,371) 
      Cash dividends paid to 
       minority shareholders                 (4,615)                (14,917) 
        Proceeds from sale and 
         lease back of 
         equipment newly 
         acquired                             55,441                  54,667 
      Repayment of lease 
       obligations                          (69,589)               (113,321) 
        Payments for additional 
         entrustment for debt 
         assumption                                -                (75,000) 
        Payments for repurchase 
         of minority interests 
         and long-tem debt                         -               (212,563) 
       Other, net                            (7,915)                (13,481) 
-------------------------------  -------------------  ---------------------- 
 Net cash used in financing 
  activities                               (136,457)               (340,716) 
-------------------------------  -------------------  ---------------------- 
         Effect of exchange 
          rate changes n cash 
          and cash equivalents                 (808)                 (4,756) 
-------------------------------  -------------------  ---------------------- 
          Net increase in cash 
           and cash 
           equivalents                       146,316                  18,791 
-------------------------------  -------------------  ---------------------- 
         Increase in cash and 
          cash equivalents due 
          to newly consolidated 
          subsidiaries                           126                   1,919 
                Decrease in 
                 cash and cash 
                 equivalents 
                 due to 
                 exclusion of 
                 previously 
                 consolidated 
                 subsidiaries                  (807)                    (64) 
                Decrease in 
                 cash and cash 
                 equivalents 
                 resulting from 
                 corporate 
                 separation                        -                 (1,837) 
     Cash and cash equivalents, 
      beginning of the period                457,644                 687,681 
                                 -------------------  ---------------------- 
 Cash and cash equivalents, end 
  of the period                              603,279                 706,489 
-------------------------------  -------------------  ---------------------- 
 
 

(4) Significant Doubt about Going Concern Assumption

There are no applicable items for the nine-month period ended December 31, 2010.

(5) Significant Changes in Shareholder's Equity

There are no applicable items for the nine-month period ended December 31, 2010.

(6) Basis of Presentation of Consolidated Financial Statements

(Items described in "2. Others (3) Changes in accounting principles, procedures, disclosure methods, etc., used in the presentation of the consolidated financial statements" on page 19 are excluded.)

1. Changes in scope of consolidation

(1) Changes in scope of consolidation for the nine-month period ended December 31, 2010 are as follows:

<Increase>

 
 11 companies 
 Significant changes: 
 SB Asia Infrastructure Fund L.P. and its 6 consolidated subsidiaries 
 
 

<Decrease>

 
 4 companies 
 

(2) The number of consolidated subsidiaries after the changes:

116 companies

The Company owns 100% shares issued by WILLCOM, Inc. However, WILLCOM, Inc. is in the process of reorganization under the Corporate Reorganization Act and the Company does not have effective control over WILLCOM, Inc. Therefore, WILLCOM, Inc. is not treated as a subsidiary.

2. Changes in scope of equity method

(1) Changes in scope of equity method are as follows:

<Increase>

 
 22 companies 
 Significant changes: 
 SB Asia Infrastructure Fund L.P.'s 12 affiliates under equity 
  method 
 USTREAM, Inc. 
 Wireless City Planning 
  Inc. 
 

<Decrease>

 
 6 companies 
 Significant changes: 
 SB Asia Infrastructure 
  Fund L.P. 
 

(2) The number of non-consolidated subsidiaries and affiliated companies under the equity method after the changes:

Non-consolidated subsidiaries under the equity method: 5 companies

Affiliated companies under the equity method: 75 companies

(Changes in accounting principles and procedures)

Effective April 1, 2010, certain subsidiaries of the Company that apply generally accepted accounting principles in the United States of America adopted Accounting Standards Codification (ASC) 810, Consolidations, formerly SFAS No. 167, Amendments to FASB Interpretation No. 46(R) (SFAS 167).

As a result of the application of the accounting standard, the scope of SB Asia Infrastructure Fund L.P. changed from an affiliate under equity method to a consolidated subsidiary.

The effect of this change is not material for the period ended December 31, 2010.

(7) Notes

(Consolidated Balance Sheets)

1. Accumulated depreciation of property and equipment

 
 As of December 31,    As of March 31, 
        2010                 2010 
             million             million 
  1,129,953    yen    1,048,584    yen 
 
 

2. Additional entrustment for debt assumption of bonds (As of March 31, 2010)

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 had collateralized debt obligations ("CDO") issued by a Cayman Islands based Special-Purpose Company ("SPC"). The SPC contracted a credit default swap agreement secured by debt securities (corporate bonds), which referred to a certain portion of the portfolio consisting of 160 referenced entities. Since defaults (credit events under the agreement) of more than a certain number of referenced entities occurred JPY 75,000 million in total was reduced from the redemption amount of the CDO in April 2009 and an additional entrustment was required for the reduced amount.

As a result, for the amount required as the additional entrustment of JPY 75,000 million, a long term accounts payable was recognized as a recognized subsequent event (Type I subsequent event) and included in "Other liabilities" of long-term liabilities in the consolidated balance sheets, and it was recorded as special loss in the consolidated statements of income for the year ended March 31, 2009.

As of March 31, 2010, since the maturity for the additional entrustment was within one year, the accounts payable was included in "Accounts payable-other and accrued expenses" of current liabilities in the consolidated balance sheets.

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 March 31, 2010

 
            Subject                         Maturity     Amount of transferred 
            Bonds            Issue date      date         bond 
----------------------  ----------------  ------------  ---------------------- 
  Third Series           August 19,        August 19, 
   Unsecured Bond         1998              2010                 25,000 
  Fifth Series           August 25,        August 25, 
   Unsecured Bond         2000              2010                 25,000 
  Seventh Series         September         September 
   Unsecured Bond         22, 2000          22, 2010             25,000 
----------------------  ----------------  ------------  ---------------------- 
                         Total                           75,000 million yen 
 
 

3. Secured loans

(1) Assets pledged as collateral for secured liabilities

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

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

 
                                      As of December 31,    As of March 31, 
                                             2010                 2010 
Assets pledged as collateral: 
   Cash and deposits                   188,806              213,098 
   Notes and accounts receivable 
    - trade                            284,639              273,231 
  Marketable securities                 71,907                    - 
   Buildings and structures             11,718               12,133 
   Telecommunications equipment        243,035              182,945 
   Telecommunications service 
    lines                                   76                   86 
   Land                                 10,690               10,633 
    Investment securities and 
     investments in unconsolidated 
     subsidiaries 
    and affiliated companies                 -               81,701 
   Investments and other assets 
    - other assets                       9,649               17,225 
                                                 million             million 
   Total                               820,522     yen      791,054    yen 
 
 
                               As of December 31,    As of March 31, 
                                      2010                 2010 
Secured liabilities: 
   Accounts payable - trade         817                 1,674 
   Short-term borrowings         91,176                 1,928 
   Long - term debt             807,160             1,086,707 
                                          million              million 
   Total                        899,153     yen     1,090,310    yen 
 

Notes:

1. Shares of Yahoo! Inc. placed as collateral for a loan procured by a subsidiary of the Company in the United States of America were transferred to "Marketable securities" since the maturity for the loan was within one year. These shares were recorded as "Investment securities and investments in unconsolidated subsidiaries and affiliated companies" as of March 30, 2010.

2. Consolidated subsidiaries shares owned by SOFTBANK MOBILE, 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 JPY 986,702 million and JPY 807,160 million, as of March 31, 2010 and December 31, 2010, respectively) resulting from the acquisition of SOFTBANK MOBILE, in addition to the assets pledged as collateral above.

[2] For borrowings of investee

Assets pledged as collateral for third party's liability are as follows:

 
                                  As of December 31,    As of March 31, 
                                         2010                 2010 
Assets pledged as collateral: 
 Investment securities and         -      million        2,000  million 
  investments in unconsolidated             yen                    yen 
  subsidiaries and affiliated 
  companies 
 

(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, excluding that qualify for derecognition criteria of a financial asset, were included in "Short-term borrowings" (JPY 175,359 million and JPY 80,905 million, as of March 31, 2010 and December31, 2010, respectively) and "Long-term debt" (JPY 44,454 million and JPY 1,681 million, as of March 31, 2010 and December 31, 2010, respectively). The amounts of the senior portion of the securitized installment sales receivables (JPY 219,813 million and JPY 82,586 million, as of March 31, 2010 and December 31, 2010, respectively) 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 (JPY 10,504 million and JPY 4,585 million, as of March 31, 2010 and December 31, 2010, respectively) from a financial institution. Cash proceeds through the asset backed loans are included in the "Short-term borrowings" (JPY 6,660 million and JPY 4,585 million, as of March 31, 2010 and December 31, 2010, respectively) and "Long-term debt" (JPY 3,844 million, as of March 31, 2010).

Note:* 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 December 31, 
                                2010                  As of March 31, 2010 
                                     million                         million 
Short-term borrowings     114,000        yen             114,000      yen 
 
 

(4) Others

A consolidated subsidiary purchased assets by installments, and the assets of which ownership was not transferred to the consolidated subsidiary and its installment payables are as follows:

 
                                       As of December 31,     As of March 31, 
                                        2010                        2010 
Assets of which ownership 
 is not transferred: 
    Buildings and 
     structures                        60                         35 
    Telecommunications 
     equipment                     44,640                     16,710 
    Construction in 
     progress                       1,082                      1,538 
    Software                       10,917                      4,755 
    Other intangibles                 150                         12 
    Investments and other 
     assets - other 
     assets                           348                        240 
                                               million                million 
   Total                           57,201         yen         23,292     yen 
 
 
                                   As of December 31,    As of March 31, 
                                          2010                 2010 
Installment payables: 
    Accounts payable - other 
     and accrued expenses             8,671               4,148 
    Long term liability - other 
     liabilities                     53,652              20,741 
                                              million            million 
   Total                             62,324     yen      24,889     yen 
 

4. Guarantee obligation (As of December 31, 2010)

The Company has entered into a sponsor agreement with WILLCOM, Inc. Under the sponsor agreement, the Company provides necessary financial support to WILLCOM, Inc. for business operation and execution of the rehabilitation plan. The agreement is effective until WILLCOM, Inc. completes the payment of its reorganization clams and reorganization security interests amounting to JPY 41,000 million.

(Consolidated Statements of Income)

For the nine-month period ended December 31, 2009 and 2010 (From April 1 to December 31, 2009 and 2010)

1. Selling, general and administrative expenses

 
                                 Nine-month period          Nine-month period 
                                  ended                       ended December 
                                  December 31, 2009              31, 2010 
Sales commission and 
 sales promotion                              million                  million 
 expense                       330,509            yen      377,679         yen 
   Provision for 
    allowance for 
    doubtful accounts           11,390                       9,994 
 

2. Unrealized appreciation on valuation of investments and 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 set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification Topic 946(ASC 946) and account for investment securities in accordance with ASC 946.

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

 
                             Nine-month period              Nine-month period 
                              ended                               ended 
                              December 31, 2009             December 31, 2010 
Unrealized 
 appreciation on 
 valuation of 
 investment at 
 subsidiaries in the 
 U.S.,net                    1,074                         124 
Loss on sale of 
 investments at 
 subsidiaries in the 
 U.S.,net                  (1,625)                       (495) 
                      ------------                 -----------  -------------- 
                                          million                      million 
Total                        (551)            yen        (371)             yen 
 
 

3. Loss on retirement of non current assets (For the nine-month period ended December 31, 2009)

(1) Loss on retirement of non current assets related to the termination of second-generation mobile phone services

Certain pieces of telecommunications equipment being used exclusively for second-generation (2G) mobile phone services in the Mobile communications business are scheduled to be removed upon termination of 2G mobile phone services in March, 2010. These pieces of telecommunications equipment are being depreciated under the straight-line method over the period commencing from the acquisition of Vodafone K.K. (currently SOFTBANK MOBILE) in April 2006 to the scheduled termination of 2G services in March, 2010.

In June 2009, a new frequency for the next generation mobile phone services was assigned to SOFTBANK MOBILE. The telecommunications equipment being used for 2G mobile phone services except for the aforementioned equipment was reviewed to determine which pieces would be used for the next generation mobile phone services and which pieces will be removed. For the nine-month period ended December 31, 2009, loss on retirement of non current assets was recorded for the assets to be additionally removed. As the assets to be removed upon termination of 2G services were specified, it became possible to reasonably estimate the removal costs. These removal costs were included in loss on retirement of non current assets in the consolidated statements of income for the nine-month period ended December 31, 2009.

The loss on retirement of non current assts of JPY 24,338 million consists of JPY 17,884 million for equipment removal cost and JPY 6,453 million for loss on retirement of telecommunications equipment.

(2) Loss on retirement of non current assets related to the telecommunications equipment for third-generation mobile phone

SOFTBANK MOBILE replaced certain pieces of existing wireless network equipment in order to increase efficiency of the future capital expenditures and reduce maintenance costs. As a result, the previously used wireless network equipment for third-generation mobile phone services was retired, and the total carrying amounts of the retired assets and the related removal costs were recorded as loss on retirement of non current assets in the consolidated statements of income for the nine-month period ended December 31, 2009. The loss on retirement of non current assets of JPY 22,555 million consists of JPY 13,719 million for telecommunications equipment, JPY 8,726 million for software, and JPY 110 million for removal costs.

4. Valuation loss on option (For the nine-month period ended December 31 2010)

The Company has entered into agreements containing a put option and a call option for shares of Wireless City Planning Inc., which is the Company's affiliate under equity method, with its shareholders other than the Company. The put option is the other shareholders' right to sell the shares to the Company and the call option is the Company's right to buy the shares from the other shareholders. These options are measured at fair value and the valuation loss is recorded.

5. Income taxes - corrections (For the nine-month period ended December 31, 2010)

Yahoo Japan received a correction notice from Tokyo Regional Taxation Bureau on June 30, 2010. Yahoo Japan acquired all the shares of SOFTBANK IDC Solutions Corp. from the Company in February 2009 and merged it in March 2009. At the merger, loss carryforwards held by SOFTBANK IDC Solutions Corp. were carried and utilized by Yahoo Japan. The notice corrects this tax treatment insisting that the treatment was to reduce Yahoo Japan's income taxes inappropriately. Additional income taxes of JPY 26,450 million were recorded as income taxes - correction and paid for the period ended December 31, 2010. Yahoo Japan submitted a request for reconsideration to the national tax tribunal, will separately bring legal suit depending on the situation, and thoroughly argue its position on this matter.

For the three-month period ended December 31, 2009 and 2010 (From October 1 to December 31, 2009 and 2010)

1. Selling, general and administrative expenses

 
                            Three-month period             Three-month period 
                             ended                                ended 
                             December 31, 2009             December 31, 2010 
Sales commission 
 and sales 
 promotion                               million                       million 
 expense                  106,602            yen        135,932            yen 
   Provision for 
    allowance for 
    doubtful 
    accounts                2,523                         2,547 
 

2. Unrealized loss on valuation of investments and gain (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 set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification Topic 946(ASC 946) and account for investment securities in accordance with ASC 946.

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

 
                              Three-month period         Three-month period 
                               ended                       ended December 
                               December 31, 2009              31, 2010 
Unrealized loss on 
 valuation of 
 investment at 
 subsidiaries in the 
 U.S.,net                   (264)                        (213) 
Gain (loss) on sale 
 of investments at 
 subsidiaries in the 
 U.S.,net                   (631)                          587 
                       ----------                   ----------  ------------ 
                                           million                   million 
Total                       (896)              yen         374           yen 
 

3. Loss on retirement of non current assets (For the three-month period ended December 31, 2009)

(1) Loss on retirement of non current assets related to the termination of second-generation mobile phone services

Certain pieces of telecommunications equipment being used exclusively for second-generation (2G) mobile phone services in the Mobile communications business are scheduled to be removed upon termination of 2G mobile phone services in March, 2010. These pieces of telecommunications equipment are being depreciated under the straight-line method over the period commencing from the acquisition of Vodafone K.K. (currently SOFTBANK MOBILE) in April 2006 to the scheduled termination of 2G services in March, 2010.

In June 2009, a new frequency for the next generation mobile phone services was assigned to SOFTBANK MOBILE. The telecommunications equipment being used for 2G mobile phone services except for the aforementioned equipment was reviewed to determine which pieces would be used for the next generation mobile phone services and which pieces will be removed. For the three-month period ended December 31, 2009, loss on retirement of non current assets was recorded for the assets to be additionally removed. As the assets to be removed upon termination of 2G services were specified, it became possible to reasonably estimate the removal costs. These removal costs were included in loss on retirement of non current assets in the consolidated statements of income for the three-month period ended December 31, 2009.

The loss on retirement of non current assts of JPY 24,338 million consists of JPY 17,884 million for equipment removal cost and JPY 6,453 million for loss on retirement of telecommunications equipment.

(2) Loss on retirement of non current assets related to the telecommunications equipment for third-generation mobile phone

SOFTBANK MOBILE replaced certain pieces of existing wireless network equipment in order to increase efficiency of the future capital expenditures and reduce maintenance costs. As a result, the previously used wireless network equipment for third-generation mobile phone services was retired, and the total carrying amounts of the retired assets and the related removal costs were recorded as loss on retirement of non current assets in the consolidated statements of income for the three-month period ended December 31, 2009. The loss on retirement of non current assets of JPY 22,555 million consists of JPY 13,719 million for telecommunications equipment, JPY 8,726 million for software, and JPY 110 million for removal costs.

4. Valuation loss on option (For the three-month period ended December 31, 2010)

The Company has entered into agreements containing a put option and a call option for shares of Wireless City Planning Inc., which is the Company's affiliate under equity method, with its shareholders other than the Company. The put option is the other shareholders' right to sell the shares to the Company and the call option is the Company's right to buy the shares from the other shareholders. These options are measured at fair value and the valuation loss is recorded.

(Consolidated Statements of Cash Flows)

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

 
                                     As of December 31,    As of December 31, 
                                            2009                  2010 
                                                million               million 
Cash and deposits                     605,749     yen       708,768    yen 
Marketable securities                   4,149                76,430 
Time deposits with original 
 maturity over three months           (2,800)               (2,608) 
   Stocks and bonds with original 
    maturity over three months        (3,818)              (76,099) 
                                                          ---------  --------- 
                                                million               million 
Cash and cash equivalents             603,279     yen       706,489    yen 
 
 

2. Income taxes paid

Payment for income taxes-corrections of JPY 26,450 million based on the receipt of the correction notice described in "(7) Notes (Consolidated Statements of Income) 5. Income taxes-corrections" are included in "Income taxes paid" in the consolidated statements of cash flows for the period ended December 31, 2010.

3. 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.

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

Once SOFTBANK MOBILE and others purchase telecommunications equipment for the purpose of assembly, installation and inspection, SOFTBANK MOBILE and others sell the equipment to lease companies for sale and lease back purposes. 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."

5. Payments for additional entrustment for debt assumption

Additional entrustment of JPY 75,000 million recorded as special loss in the consolidated statements of income for the year ended March 31, 2009 reached its maturity date for the period ended December 31, 2010. The amount of payment was recorded as "Payments for additional entrustment for debt assumption" in the consolidated statements of cash flows.

6. Payments for repurchase of minority interests and long-tem debt

The Company acquired all class 1 preferred stock-series 1, stock acquisition rights issued by BB Mobile Corp. to Vodafone International Holdings B.V. and all principal and accrued interest of a long-term loan receivable, which was recorded as "Long-term debt" in the Company's consolidated balance sheets, from SOFTBANK MOBILE Corp. to Vodafone Overseas Finance Limited for the total amount of JPY 412,500 million during the period ended December 31, 2010. Of the total amount of the acquisition, the amount paid during the period ended December 31, 2010 amounting to JPY 212,500 million, together with related expenses associated with the acquisition were recorded as "Payments for repurchase of minority interest and long-tem debt." The remaining amount of JPY 200,000 million is scheduled to be paid in April 2012.

(Segment Information)

1. Business segment information

For the nine-month period ended December 31, 2009 (From April 1, 2009 to December 31, 2009)

 
                                                                                                                                 (Millions of yen) 
                                                                                                                        Elimination 
                       Mobile         Broadband          Fixed-line       Internet                                          or 
                   Communications   Infrastructure   Telecommunications    Culture   e-Commerce   Others      Total      Corporate    Consolidated 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  ----------  ------------  ------------- 
 Net sales 
  (1) Customers         1,256,766          152,154              225,912    196,419      165,976    48,074   2,045,304             -      2,045,304 
  (2) 
   Inter-segment            7,487            3,174               32,774      3,442        8,573    13,352      68,806      (68,806)              - 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  ----------  ------------  ------------- 
 Total                  1,264,254          155,328              258,687    199,862      174,550    61,426   2,114,110      (68,806)      2,045,304 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  ----------  ------------  ------------- 
 Operating 
  income (loss)           215,112           39,409               14,344     98,526        3,790   (1,341)     369,841       (3,522)        366,319 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  ----------  ------------  ------------- 
 

For the three-month period ended December 31, 2009 (From October 1, 2009 to December 31, 2009)

 
                                                                                                                               (Millions of yen) 
                                                                                                                      Elimination 
                       Mobile         Broadband          Fixed-line       Internet                                        or 
                   Communications   Infrastructure   Telecommunications    Culture   e-Commerce   Others     Total     Corporate    Consolidated 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  --------  ------------  ------------- 
 Net sales 
  (1) Customers           429,353           48,808               74,345     67,467       61,474    14,578   696,028             -        696,028 
  (2) 
   Inter-segment            2,708              982               11,732      1,264        2,909     4,215    23,812      (23,812)              - 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  --------  ------------  ------------- 
 Total                    432,061           49,791               86,077     68,732       64,384    18,793   719,841      (23,812)        696,028 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  --------  ------------  ------------- 
 Operating 
  income (loss)            83,336           12,178                6,514     34,372        1,628   (1,180)   136,849       (1,152)        135,697 
----------------  ---------------  ---------------  -------------------  ---------  -----------  --------  --------  ------------  ------------- 
 

Notes:

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

2. The main business segments are as follows:

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

Broadband Infrastructure: Provision of ADSL and fiber-optic high-speed Internet connection service, IP telephony service, and provision of contents etc.

Fixed-line Telecommunications: Provision of fixed-line telecommunications service etc.

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

e-Commerce: Distribution of PC software and such hardware as PCs and peripherals, enterprise solutions, and e-commerce businesses, including business transaction platform (B2B) and consumer-related e-commerce (B2C) etc.

Others: Technology Services, Media & Marketing, Overseas Funds, and other businesses

2. Geographic segment information

For the nine-month period ended December 31, 2009 (From April 1, 2009 to December 31, 2009)

(Millions of yen)

 
                                                          Elimination 
                               North                          or 
                     Japan    America  Others    Total     Corporate   Consolidated 
-----------------  ---------  -------  ------  ---------  -----------  ------------ 
 Net sales 
   (1) Customers   2,038,725      762   5,816  2,045,304            -     2,045,304 
   (2) 
    Inter-segment        855        -       -        855        (855)             - 
 ----------------  ---------  -------  ------  ---------  -----------  ------------ 
  Total            2,039,580      762   5,816  2,046,159        (855)     2,045,304 
 ----------------  ---------  -------  ------  ---------  -----------  ------------ 
 Operating income 
  (loss)             371,928    (749)   (407)    370,772      (4,452)       366,319 
-----------------  ---------  -------  ------  ---------  -----------  ------------ 
 

For the three-month period ended December 31, 2009 (From October 1, 2009 to December 31, 2009)

(Millions of yen)

 
                                                      Elimination 
                             North                        or 
                    Japan   America  Others   Total    Corporate   Consolidated 
-----------------  -------  -------  ------  -------  -----------  ------------ 
 Net sales 
   (1) Customers   693,823      237   1,968  696,028            -       696,028 
   (2) 
    Inter-segment      629        -       -      629        (629)             - 
 ----------------  -------  -------  ------  -------  -----------  ------------ 
  Total            694,452      237   1,968  696,657        (629)       696,028 
 ----------------  -------  -------  ------  -------  -----------  ------------ 
 Operating income 
  (loss)           137,717    (278)   (135)  137,304      (1,606)       135,697 
-----------------  -------  -------  ------  -------  -----------  ------------ 
 

Notes:

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

2. Significant countries in each region are as follows:

North America: United States of America and Canada

Others: Europe, Korea, China, Singapore, and others

3. Overseas sales

Disclosure of overseas sales for the three-month and nine-month period ended December 31, 2009 was omitted because the total overseas sales were less than 10% of total consolidated sales.

4. Reportable segment information

(Additional Information)

"Accounting Standard for Disclosures about Segments of an Enterprise and Related information" (ASBJStatement No. 17, March 27, 2009) and "Guidance on Accounting Standard for Disclosures about Segments of an Enterprise and Related information" (ASBJ Guidance No. 20, March 21, 2008) were applied for the period ended December 31, 2010.

(1) Over view of reportable segments

Reportable segments of the Company are components of an entity about which separate financial information is available and such information is evaluated regularly by the board of directors in deciding how to allocate resources and in assessing performance.

The Company as a pure holding company assigns core operating companies to primary businesses. The core operating companies develop comprehensive business strategies for the products and services and perform business activities.

Accordingly, the Company's segments are separated based on the products and services provided by the core operating companies, and 4 segments, "Mobile Communications," "Broadband Infrastructure," "Fixed-line Telecommunications," and "Internet Culture" are treated as reportable segments.

"Mobile Communications" business provides mobile communication services and sale of mobile phones accompanying the services. "Broadband Infrastructure" business provides high-speed Internet connection service IP telephony service, and contents. "Fixed-line Telecommunications" business provides fixed-line telecommunication services. "Internet Culture" business provides Internet-based advertising operations, e-commerce site operations such as Yahoo! Auctions and Yahoo! Shopping.

(2) Net sales and segment income or loss of reportable segments

For the nine-month period ended December 31, 2010 (From April 1, 2010 to December 31, 2010) (Millions of yen)

 
                                                                                                                       Reconciliations    Amounts in 
                                                                                                                       to consolidated   consolidated 
                                                                                                                        statement of     statement of 
                                               Reportable segments                                Other      Total         income           income 
                  ----------------------------------------------------------------------------  --------  ----------  ----------------  ------------- 
                       Mobile         Broadband          Fixed-line       Internet 
                   Communications   Infrastructure   Telecommunications    Culture   Subtotal 
 ---------------  ---------------  ---------------  -------------------  ---------  ----------  --------  ----------  ----------------  ------------- 
 Net sales 
 Customers              1,451,042          139,739              221,872    206,934   2,019,590   230,311   2,249,901                 -      2,249,901 
 Inter-segment              7,578            4,746               41,400      3,231      56,956    24,878      81,835          (81,835)              - 
----------------  ---------------  ---------------  -------------------  ---------  ----------  --------  ----------  ----------------  ------------- 
 Total                  1,458,620          144,485              263,273    210,166   2,076,547   255,189   2,331,737          (81,835)      2,249,901 
----------------  ---------------  ---------------  -------------------  ---------  ----------  --------  ----------  ----------------  ------------- 
 Segment 
  income                  314,486           33,525               23,889    110,669     482,571     8,048     490,619           (8,459)        482,159 
----------------  ---------------  ---------------  -------------------  ---------  ----------  --------  ----------  ----------------  ------------- 
 

Notes:

1. The PC software and peripherals distribution business and Fukuoka SOFTBANK HAWKS related business are included in "Other."

2. Amounts in the column "Reconciliations to consolidated statement of income" of JPY (8,459) million represents elimination of intersegment transactions and expenses of the corporate division of the Company, which totaled JPY 758 million and JPY (9,218) million, respectively.

3. Segment income is adjusted with operating income in the consolidated statements of income.

For the three-month period ended December 31, 2010 (From October 1, 2010 to December 31, 2010) (Millions of yen)

 
                                                                                                                   Reconciliations    Amounts in 
                                                                                                                   to consolidated   consolidated 
                                                                                                                    statement of     statement of 
                                              Reportable segments                               Other     Total        income           income 
                  ---------------------------------------------------------------------------  -------  --------  ----------------  ------------- 
                       Mobile         Broadband          Fixed-line       Internet 
                   Communications   Infrastructure   Telecommunications    Culture   Subtotal 
 ---------------  ---------------  ---------------  -------------------  ---------  ---------  -------  --------  ----------------  ------------- 
 Net sales 
 Customers                515,997           44,906               75,034     71,677    707,617   77,262   784,879                 -        784,879 
 Inter-segment              2,578            2,209               15,351      1,023     21,162    7,825    28,988          (28,988)              - 
----------------  ---------------  ---------------  -------------------  ---------  ---------  -------  --------  ----------------  ------------- 
 Total                    518,576           47,115               90,386     72,701    728,780   85,087   813,867          (28,988)        784,879 
----------------  ---------------  ---------------  -------------------  ---------  ---------  -------  --------  ----------------  ------------- 
 Segment 
  income                  107,283           10,825               10,285     39,029    167,422    2,134   169,557           (2,919)        166,637 
----------------  ---------------  ---------------  -------------------  ---------  ---------  -------  --------  ----------------  ------------- 
 

Notes:

1. The PC software and peripherals distribution business and Fukuoka SOFTBANK HAWKS related business are included in "Other."

2. Amounts in the column "Reconciliations to consolidated statement of income" of JPY (2,919) million represents elimination of intersegment transactions and expenses of the corporate division of the Company, which totaled JPY 119 million and JPY (3,039) million, respectively.

3. Segment income is adjusted with operating income in the consolidated statements of income.

(Leases)

Finance lease transactions

(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 as if capitalized information is as follows:

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

 
                                 As of December 31,    As of March 31, 
                                        2010                 2010 
Telecommunications equipment 
 and 
telecommunications service 
 lines 
 Acquisition cost                   136,743            141,093 
 Accumulated depreciation          (77,735)           (67,776) 
 Accumulated impairment 
  loss                             (29,882)           (33,232) 
                                             million            million 
      Net leased property            29,126      yen    40,084      yen 
Buildings and structures 
 Acquisition cost                    46,715             46,730 
 Accumulated depreciation          (13,654)           (11,909) 
 Accumulated impairment 
  loss                                    -                  - 
 -----------------------------  -----------  -------  --------  ------- 
                                             million            million 
      Net leased property            33,061      yen    34,820      yen 
Property and equipment - 
 others 
 Acquisition cost                    14,511             16,113 
 Accumulated depreciation          (10,683)           (10,223) 
 Accumulated impairment 
  loss                              (1,078)            (1,242) 
 -----------------------------  -----------  -------  --------  ------- 
                                             million            million 
      Net leased property             2,750      yen     4,647      yen 
Intangible assets 
 Acquisition cost                     8,602              9,070 
 Accumulated depreciation           (7,586)            (6,669) 
 Accumulated impairment 
  loss                                (171)              (290) 
 -----------------------------  -----------  -------  --------  ------- 
                                             million            million 
      Net leased property               845      yen     2,110      yen 
Total 
 Acquisition cost                   206,574            213,007 
 Accumulated depreciation         (109,659)           (96,579) 
 Accumulated impairment 
  loss                             (31,131)           (34,765) 
 -----------------------------  -----------  -------  --------  ------- 
                                             million            million 
      Net leased property            65,783      yen    81,662      yen 
 

Current portion of long-term prepaid expenses related to a lease contract, in which the contract term and payment term are different, in the amount of JPY 670 million and JPY 613 million as of March 31, 2010 and December 31, 2010 are included in "Other current assets" in the consolidated balance sheets. Long-term prepaid expenses relating to the lease contract as of March 31, 2010 and December 31, 2010 were JPY 25 157 million and JPY 26,135 million, respectively and are included in "Other assets" of investments and other assets in the consolidated balance sheets.

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

 
                              As of December 31,    As of March 31, 
                                     2010                 2010 
 
Due within one year             19,314               26,191 
Due after one year              65,011               79,431 
---------------------------  ---------  ---------  --------  ------- 
                                          million            million 
           Total                84,326        yen   105,623      yen 
 
Balance of allowance for 
 impairment loss on leased                million            million 
 property                        5,384        yen    10,776      yen 
 

(3) Lease payments, payment of the lease obligation for impaired leased property, amounts equivalent to depreciation, and interest expense for each period:

From April 1 to December 31, 2009 and 2010

 
                            Nine-month period              Nine-month period 
                             ended                          ended 
                            December 31, 2009              December 31, 2010 
                                        million                        million 
Lease payments           28,345             yen         22,722             yen 
Payment of the 
 lease 
 obligation for 
 impaired leased 
 property                 6,600                          5,391 
Depreciation 
 expense                 18,376                         14,946 
Interest expense          6,669                          5,264 
 

From October 1 to December 31, 2009 and 2010

 
                          Three-month period              Three-month period 
                           ended                           ended 
                          December 31, 2009               December 31, 2010 
                                       million                         million 
Lease payments         9,299               yen         7,431               yen 
Payment of the 
 lease 
 obligation 
 for impaired 
 leased 
 property              2,200                           1,594 
Depreciation 
 expense               6,118                           4,857 
Interest 
 expense               2,117                           1,639 
 

(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.

(Investment in Debt and Equity Securities)

As of March 31, 2010

1. Held-to-maturity debt securities

(Millions of yen)

 
              Classification              As of March 31, 2010 
------------------------------ 
                                Carrying Amount  Fair Value  Differences 
 -----------------------------  ---------------  ----------  ----------- 
Corporate bonds                           1,499       1,344        (155) 
 Total                                    1,499       1,344        (155) 
 -----------------------------  ---------------  ----------  ----------- 
 
 

2. Marketable and investment securities at fair value

(Millions of yen)

 
                   Classification              As of March 31, 2010 
     ------------------------------ 
                                                      Investment 
                                     Carrying Amount     Cost     Differences 
---    ----------------------------  ---------------  ----------  ----------- 
(1)  Equity securities                       101,095      30,351       70,743 
(2)  Debt securities                          28,957      26,673        2,283 
(3)  Others                                    3,408       3,064          344 
     ------------------------------ 
       Total                                 133,460      60,089       73,371 
---    ----------------------------  ---------------  ----------  ----------- 
 
 

Note: Investment securities held by certain subsidiaries in the United States of America which apply ASC 946 are described in below "3. Investment securities evaluated at fair value under the provisions set forth in Financial Services- Investment Companies of the FASB Accounting Standards Codification."

3. Investment securities evaluated at fair value under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification

Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification Topic 946(ASC 946) and account for investment securities in accordance with ASC946.

The carrying amounts of the investment securities at fair value recorded in the consolidated balance sheets as of March 31, 2010 were as follows:

As of March 31, 2010

Carrying amounts of investment securities at fair value: 15,316 million yen

As of December 31, 2010

1. Held-to-maturity debt securities

(Millions of yen)

 
              Classification            As of December 31, 2010 
------------------------------ 
                                Carrying Amount  Fair Value  Differences 
 -----------------------------  ---------------  ----------  ----------- 
Corporate bonds                           1,795       1,601        (194) 
 Total                                    1,795       1,601        (194) 
 -----------------------------  ---------------  ----------  ----------- 
 
 

2. Marketable and investment securities at fair value

(Millions of yen)

 
                   Classification            As of December 31, 2010 
     ------------------------------ 
                                                      Investment 
                                     Carrying Amount     Cost     Differences 
---    ----------------------------  ---------------  ----------  ----------- 
(1)  Equity securities                       108,569      45,325       63,243 
(2)  Debt securities                          31,618      27,174        4,444 
(3)  Others                                    3,024       2,957           66 
     ------------------------------ 
       Total                                 143,212      75,457       67,754 
---    ----------------------------  ---------------  ----------  ----------- 
 
 

Note: Investment securities held by certain subsidiaries in the United States of America which apply ASC 946 are described in below "3. Investment securities evaluated at fair value under the provisions set forth in Financial Services- Investment Companies of the FASB Accounting Standards Codification."

3. Investment securities evaluated at fair value under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification

Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification Topic 946(ASC 946) and account for investment securities in accordance with ASC946.

The carrying amounts of the investment securities at fair value recorded in the consolidated balance sheets as of December 31, 2010 were as follows:

As of December 31, 2010

Carrying amounts of investment securities at fair value: 11,800 million yen

(Per Share Data)

1. Shareholders' equity per share

 
                                           As of 
                                        December 31,       As of 
                                            2010       March 31, 2010 
--------------------------------------  ------------  --------------- 
 Shareholders' equity per share (yen)         527.23           434.74 
--------------------------------------  ------------  --------------- 
 

2. Net income per share and basic data for computation of the per share data

For the nine-month period ended December 31, 2009 and 2010

 
                                                  April 1, 2009  April 1, 2010 
                                                        to             to 
                                                  December 31,   December 31, 
                                                       2009           2010 
------------------------------------------------  -------------  ------------- 
 Net income per share - primary (yen)                     87.68         131.47 
------------------------------------------------  -------------  ------------- 
 Net income per share - diluted (yen)                     84.55         126.32 
------------------------------------------------  -------------  ------------- 
 
                                                  April 1, 2009  April 1, 2010 
                                                        to             to 
     Basic data for computation of the per        December 31,   December 31, 
                   share data                          2009           2010 
------------------------------------------------  -------------  ------------- 
     1. Net income (in millions of yen)                  94,861        142,299 
------------------------------------------------  -------------  ------------- 
2. Amounts not allocated to shareholders 
 (in millions of yen)                                         -              - 
                                                                 ------------- 
     3. Net income allocated to common stock 
      outstanding 
      (in millions of yen)                               94,861        142,299 
------------------------------------------------  -------------  ------------- 
     4. Weighted average number of common 
      stock outstanding 
      during each period (unit: thousand of 
      shares)                                         1,081,880      1,082,344 
------------------------------------------------  -------------  ------------- 
 5. Adjustment for net income used to 
  calculate net income per share - diluted 
  (in millions of yen) 
     - Interest expense (net of tax)                        722            722 
         - Adjustments for net income used to 
          calculate diluted net income 
         per share in consolidated subsidiaries 
          and affiliated companies                         (22)          (197) 
                                                  -------------  ------------- 
     -Total                                                 700            525 
------------------------------------------------                 ------------- 
     6. Increase of common stock used to 
      calculate net income per share- diluted 
      (unit: thousand of shares)                         48,394         48,297 
                                                  -------------  ------------- 
    7. Significant changes in residual                  -              - 
     securities which do not dilute net income 
     per share 
------------------------------------------------  -------------  ------------- 
 
 

For the three-month period ended December 31, 2009 and 2010

 
                                              October 1, 2009  October 1, 2010 
                                                     to               to 
                                               December 31,     December 31, 
                                                    2009             2010 
--------------------------------------------  ---------------  --------------- 
 Net income per share - primary (yen)                   22.28            60.48 
--------------------------------------------  ---------------  --------------- 
 Net income per share - diluted (yen)                   21.53            58.04 
--------------------------------------------  ---------------  --------------- 
 
                                              October 1, 2009  October 1, 2010 
                                                     to               to 
   Basic data for computation of the per       December 31,     December 31, 
                 share data                         2009             2010 
--------------------------------------------  ---------------  --------------- 
     1. Net income (in millions of yen)                24,110           65,460 
--------------------------------------------  ---------------  --------------- 
2. Amounts not allocated to shareholders 
 (in millions of yen)                                       -                - 
                                                               --------------- 
     3. Net income allocated to common stock 
      outstanding 
      (in millions of yen)                             24,110           65,460 
--------------------------------------------  ---------------  --------------- 
     4. Weighted average number of common 
      stock outstanding 
      during each period (unit: thousand of 
      shares)                                       1,082,313        1,082,348 
--------------------------------------------  ---------------  --------------- 
 5. Adjustment for net income used to 
  calculate net income per share - diluted 
  (in millions of yen) 
     - Interest expense (net of tax)                      240              240 
         - Adjustments for net income used 
          to calculate diluted net income 
          per share in consolidated 
          subsidiaries and affiliated 
          companies                                       (6)             (80) 
                                              ---------------  --------------- 
     -Total                                               233              160 
--------------------------------------------                   --------------- 
     6. Increase of common stock used to 
      calculate net income per share- 
      diluted (unit: thousand of shares)               48,303           48,296 
                                              ---------------  --------------- 
    7. Significant changes in residual               -                - 
     securities which do not dilute net 
     income per share 
--------------------------------------------  ---------------  --------------- 
 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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