TIDM56ID

RNS Number : 1819G

Softbank Corp

09 May 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 4 of this report.

SOFTBANK CORP.

CONSOLIDATED FINANCIAL REPORT

For the fiscal year ended March 31, 2011

Tokyo, May 9, 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.) 
-------------------------------------------------------------------------------------------------------- 
                                                                       Ordinary 
                       Net sales           Operating income             income            Net income 
---------------  --------------------  ------------------------  -------------------  ------------------ 
                      Amount        %    Amount               %       Amount       %     Amount        % 
---------------  -----------  -------  --------  --------------  -----------  ------  ---------  ------- 
  Fiscal year 
   ended March 
    31, 2011       3,004,640      8.7   629,163            35.1      520,414    52.6    189,712     96.2 
---------------  -----------  -------  --------  --------------  -----------  ------  ---------  ------- 
  Fiscal year 
   ended March 
    31, 2010       2,763,406      3.4   465,871            29.7      340,997    51.1     96,716    124.0 
---------------  -----------  -------  --------  --------------  -----------  ------  ---------  ------- 
         Note: Comprehensive income 
          Fiscal year ended March 31, 2011: JPY 219,942 
          million (51.4%) 
          Fiscal year ended March 31, 2010: JPY 145,265 
          million ( - %) 
--------------------------------------------------------------- 
                    Net income                                           Ordinary      Operating 
                     per share        Net income                         income /      income / 
                       basic           per share        Return on      Total assets    Net sales 
                       (yen)         diluted (yen)      Equity (%)          (%)           (%) 
---------------  ----------------  ----------------  --------------  ---------------  ---------- 
  Fiscal year 
   ended March 
    31, 2011             175.28         168.57            34.8             11.4          20.9 
---------------  ----------------  ----------------  --------------  ---------------  ---------- 
  Fiscal year 
   ended March 
    31, 2010              89.39          86.39            22.9             7.7           16.9 
---------------  ----------------  ----------------  --------------  ---------------  ---------- 
 
 

Note: Equity in earnings (losses) of affiliated companies

Fiscal year ended March 31, 2011: JPY 2,874 million

Fiscal year ended March 31, 2010: JPY (3,616) million

(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 March 
  31, 2011          4,655,725        879,618           13.3        572.14 
                                              -------------  ----------------- 
 As of March 
  31, 2010          4,462,875        963,971           10.5        434.74 
--------------  -------------  -------------  -------------  ----------------- 
 

Note: Shareholders'equity (consolidated)

As of March 31, 2011: JPY 619,252 million

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

(3) Cash Flows

 
             (Millions of yen; amounts less than one million yen are omitted.) 
------------------------------------------------------------------------------ 
                                                                 Cash and cash 
                                                                  equivalents 
                   Operating       Investing       Financing       at the end 
                   activities     activities      activities      of the year 
---------------  -------------  --------------  --------------  -------------- 
  Fiscal year 
   ended March 
    31, 2011           825,837       (264,447)       (397,728)         847,155 
---------------  -------------  --------------  --------------  -------------- 
  Fiscal year 
   ended March 
    31, 2010           668,050       (277,162)       (159,563)         687,681 
---------------  -------------  --------------  --------------  -------------- 
 

2. Dividends

 
                                                                    Total Amount of                      Dividends on 
                                                                       dividends        Payout ratio        equity 
                                Dividends per share                    (Annual)        (Consolidated)   (Consolidated) 
----------------  ----------------------------------------------  ------------------  ---------------  --------------- 
                    First     Second     Third    Fiscal 
  Fiscal years     quarter    quarter   quarter    year 
 ended March 31      end        end       end      end     Total 
----------------  ---------  --------  --------  -------  ------  ------------------  ---------------  --------------- 
                      (yen)     (yen)     (yen)    (yen)   (yen)   (millions of yen)                %                % 
      FY 2010             -      0.00         -     5.00    5.00               5,411              5.6              1.3 
      FY 2011             -      0.00         -     5.00    5.00               5,411              2.9              1.0 
----------------  ---------  --------  --------  -------  ------  ------------------  ---------------  --------------- 
      FY 2012             -         -         -        -       -                                    - 
    (Forecasted) 
----------------  ---------  --------  --------  -------  ------  ------------------  ---------------  --------------- 
 

Note: Dividend for the fiscal year ending March 31, 2012 is planned to be increased from JPY 5 for the fiscal year ended March 31, 2011, however it is not determined at this point. The concrete amount of dividend will be announced promptly upon resolution.

3. Forecasts on the consolidated operation results for the fiscal year ending in March 2012 (April 1, 2011 - March 31, 2012)

The SOFTBANK Group is forecasting an increase in revenue and profit, however it is difficult to disclose numerical earnings forecasts. This is because the customer acquisition initiatives need to be planned and adjusted flexibly according to circumstances involving numerous unconfirmed elements which could impact revenue and profit. On the other hand an increase in consolidated CAPEX (acceptance basis) has been resolved up to approximately JPY 500.0 billion. To improve disclosure of information for shareholders and investors, the earnings forecasts will be disclosed when deemed to be reasonable.

4. Others

(1) Significant Changes in Scope of Consolidation (Changes in Scope of Consolidation of Specified Subsidiaries): No

(2) 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

(3) Number of shares issued (Common stock)

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

As of March 31, 2011: 1,082,530,408 shares

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

[2] Number of treasury stock:

As of March 31, 2011: 180,503 shares

As of March 31, 2010: 174,775 shares

[3] Weighted average number of common stock:

As of March 31, 2011: 1,082,345,444 shares

As of March 31, 2010: 1,081,990,217 shares

[For Reference]

FINANCIAL HIGHLIGHTS (Non-Consolidated)

1. Non-Consolidated Results of Operations

 
                          (Millions of yen; amounts less than one million yen are omitted.) 
------------------------------------------------------------------------------------------- 
                                                           Ordinary          Net income 
                   Net sales        Operating income    income (loss)          (loss) 
-------------  -----------------  -------------------  ---------------  ------------------- 
                  Amount       %      Amount        %     Amount     %    Amount          % 
-------------  ---------  ------  ----------  -------  ---------  ----  --------  --------- 
 Fiscal year 
  ended March 
   31, 2011       35,161   172.6     23,296     903.0     24,653     -   (2,296)          - 
-------------  ---------  ------  ----------  -------  ---------  ----  --------  --------- 
 Fiscal year 
  ended March 
   31, 2010       12,900     4.5       2,322   (24.2)   (20,581)     -    33,095          - 
-------------  ---------  ------  ----------  -------  ---------  ----  --------  --------- 
 
                   Net income          Net income 
                     (loss)              (loss) 
                 per share basic    per share diluted 
                      (yen)               (yen) 
-------------  -----------------  ------------------- 
 Fiscal year 
  ended March 
   31, 2011             (2.12)             - 
-------------  -----------------  ------------------- 
 Fiscal year 
  ended March 
   31, 2010             30.59            30.13 
-------------  -----------------  ------------------- 
 
 

2. Non-Consolidated Financial Condition

 
             (Millions of yen; amounts less than one million yen are omitted.) 
------------------------------------------------------------------------------ 
                                                               Shareholders' 
                                      Net      Equity ratio        equity 
                Total assets         Assets         (%)        per share (yen) 
-------------  -------------  --------------  -------------  ----------------- 
 As of March 
  31, 2011         2,185,506         419,752           19.2        387.72 
                                                             ----------------- 
 As of March 
  31, 2010         1,491,232         435,211           29.2        402.11 
-------------  -------------  --------------  -------------  ----------------- 
 

Note: Shareholders'equity (non-consolidated)

As of March 31, 2011: JPY 419,652 million

As of March 31, 2010: JPY 435,211 million

* Implementation status of audit procedures

This consolidated financial report is not subject to audit procedures based on Financial Instruments and Exchange Act and the audit procedures for the 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 12 "1. Results of Operations (1) Analysis of Consolidated Results of Operations 3. Earnings Forecasts" for details of forecasts on the consolidated operating results.

(Appendix)

Content

 
       1. Results of Operations                                           p. 2 
                   (1) Analysis of Consolidated Results of Operations     p. 2 
                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 
                 3. Earnings Forecasts                                    p.12 
                   (2) Analysis of Financial Position                     p.13 
                      1. Assets, Liabilities and Equity                   p.13 
                      2. Cash Flows                                       p.16 
                   Reference: Major Financing Activities                  p.18 
                 (3) Fundamental Policy for Distribution of Profit,       p.20 
                  and Dividends for Current and Following Years 
       2.        The SOFTBANK Group                                       p.21 
       3. Management Policies                                             p.22 
        (1) Basic Management Approach                                     p.22 
        (2) Medium- to Long-term Strategies                               p.22 
        (3) Important Management Issues for the Company                   p.23 
        4. Consolidated Financial Statements                              p.25 
                     (1) Consolidated Balance Sheets                      p.25 
                   (2) Consolidated Statements of Income and              p.27 
                   Consolidated Statements of Comprehensive Income (3)    p.29 
                   Consolidated Statements of Changes in Equity 
                 (4) Consolidated Statements of Cash Flows                p.31 
                  (5) Significant Doubt About Going Concern Assumption    p.33 
                  (6) Basis of Presentation of Consolidated Financial     p.33 
                  Statements                                              p.37 
                  (7) Changes in Basis of Presentation of Consolidated    p.37 
                  Financial Statements                                    p.38 
                  (8) Additional information                              p.38 
                  (9) Notes                                               p.42 
                  (Consolidated Balance Sheets)                           p.44 
                  (Consolidated Statements of Income)                     p.45 
                  (Consolidated Statements of Comprehensive Income) 
                  (Consolidated Statements of Changes in Equity) 
                 (Consolidated Statements of Cash Flows)                  p.47 
                  (Leases)                                                p.49 
                  (Financial Instruments)                                 p.51 
                  (Investment in Debt and Equity Securities)              p.59 
                  (Derivative Transactions)                               p.62 
                  (Income Taxes)                                          p.65 
                  (Segment Information)                                   p.66 
                  (Per Share Data)                                        p.68 
                  (Significant Subsequent Events)                         p.69 
 

Qualitative Information/Financial Statements

1. Results of Operations

(1) Analysis of Consolidated Results of Operations

1. Consolidated Results of Operations

<Overview of results for the fiscal year from April 1, 2010 to March 31, 2011>

For the fiscal year from April 1, 2010 to March 31, 2011 (hereafter "this fiscal year"), the SOFTBANK Group (hereafter "the Group") achieved consolidated net sales of JPY 3,004,640 million, a JPY 241,234 million (8.7%) increase compared with the same period of the previous fiscal year (April 1, 2009 to March 31, 2010, hereafter "year on year"), with a JPY 163,291 million (35.1%) increase in operating income to JPY 629,163 million. This consolidated revenue and profit growth was driven by strong performance at the Mobile Communications segment. Ordinary income grew JPY 179,416 million (52.6%) to JPY 520,414 million. Net income rose JPY 92,996 million (96.2%) to JPY 189,712 million.

Note:

Definition of terms: as used in this consolidated financial report for the fiscal year ended March 31, 2011, 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 this fiscal year were as follows:

(a) Net Sales

Net sales totaled JPY 3,004,640 million, for a JPY 241,234 million (8.7%) year-on-year increase. This was mainly the result of strong growth in the number of mobile phone subscribers, combined with a rise in ARPU(1) and the number of mobile handsets shipped,(2) in the Mobile Communications segment.

Notes:

1. Average Revenue Per User.

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

(b) Cost of Sales

Cost of sales rose JPY 47,045 million (3.5%) year on year to JPY 1,373,617 million. This was mainly due to higher cost of goods on the increase in the number of mobile handsets shipped, while depreciation and amortization expenses relating to the 2G mobile phone service decreased due to termination of this service in March 2010, in the Mobile Communications segment.

(c) Selling, General and Administrative Expenses

Selling, general and administrative expenses grew JPY 30,896 million (3.2%) year on year to JPY 1,001,859 million. This was mainly because of increased sales commissions(3) associated with the increase in the number of mobile handsets sold(4) in the Mobile Communications segment.

Notes:

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

4. Handsets sold: total of new subscriptions and handset upgrades.

(d) Operating Income

As a result, operating income totaled JPY 629,163 million, for a JPY 163,291 million (35.1%) year-on-year increase. The operating margin rose 4.1 percentage points year on year, to 20.9%.

(e) Non-operating Income / Expenses

Non-operating income totaled JPY 17,320 million, a JPY 8,001 million year-on-year increase. Non-operating expenses stood at JPY 126,069 million, a JPY 8,122 million year-on-year decrease. The primary item of non-operating expenses was interest expense, which totaled JPY 104,019 million.

(f) Ordinary Income

Ordinary income therefore totaled JPY 520,414 million, for a JPY 179,416 million (52.6%) year-on-year increase.

(g) Special Income

Special income totaled JPY 14,252 million, the main components were a JPY 6,623 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 an acquisition made by the Company during this fiscal year, amounting to a total of JPY 412,500 million. This acquisition was of 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

Special loss was JPY 54,053 million, which included a JPY 14,416 million loss on disaster, a JPY 9,521 million valuation loss on option, a JPY 8,739 million valuation loss on investment securities, and a JPY 7,099 million loss on adjustment for changes of the accounting standard for asset retirement obligations.

Loss on disaster was recorded in connection with the Great East Japan Earthquake that occurred in March 2011. Refer to page 43, "4. Consolidated Financial Statements - (9) Notes to Consolidated Statements of Income - 4. Loss on disaster" for details.

The Company has entered into agreements containing a put option(5) and a call option(6) 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 173,509 million, provisions for deferred income taxes were JPY 32,047 million, and additional tax expenses of JPY 27,391 million were recorded as income taxes - correction. The income taxes - correction includes additional income taxes paid by Yahoo Japan Corporation (hereafter "Yahoo Japan") in response to a correction and ruling notice which it received from the Tokyo Regional Taxation Bureau. Refer to page 43, "4. Consolidated Financial Statements - (9) Notes to Consolidated Statements of Income - 6. Income taxes - corrections" for details.

(j) Minority Interests in Net Income

Minority interests in net income totaled JPY 57,950 million. This was mainly the portion of net income recorded at Yahoo Japan and SB Asia Infrastructure Fund L.P., a consolidated subsidiary from this fiscal year, attributable to the shareholders other than the Company.

(k) Net Income

As a result of the above, net income totaled JPY 189,712 million, for a JPY 92,996 million (96.2%) year-on-year increase.

(l) Comprehensive Income

Comprehensive income was JPY 219,942 million. Of this, comprehensive income attributable to owners of the parent was JPY 159,777 million and comprehensive income attributable to minority interests came to JPY 60,165 million.

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 this fiscal year.

Net sales and operating income for the previous fiscal year are also shown 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) 
------------------------------------------------------------------------------ 
                     Fiscal Year      Fiscal Year 
                     Ended March      Ended March    (Reference)   (Reference) 
                       31, 2010         31, 2011        Change       Change % 
----------------  ---------------  ---------------  ------------  ------------ 
    Net sales           1,701,414        1,944,551       243,136          14.3 
----------------  ---------------  ---------------  ------------  ------------ 
    Operating 
      income              260,895          402,411       141,516          54.2 
----------------  ---------------  ---------------  ------------  ------------ 
 

3,532,100 cumulative net subscriber additions(7) for this fiscal year

ARPU(8) for this fiscal year was JPY 4,210, a JPY 140 year-on-year increase. Out of this, data ARPU amounted to JPY 2,310, a JPY 290 year-on-year increase

Notes:

7. The number of net subscriber additions includes prepaid mobile phones and communication module service subscribers. Net communication module service subscriber additions for this fiscal year totaled 771,100.

8. 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.

< Overview of Operations >

The segment's net sales increased by JPY 243,136 million (14.3%) year on year to JPY 1,944,551 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 141,516 million (54.2%) year on year to JPY 402,411 million.

<Number of Mobile Phone Subscribers>

Net subscriber additions (new subscribers minus cancellations) for this fiscal year totaled 3,532,100. This net increase was primarily the result of strong sales of iPhone.(9) As a result, the cumulative number of subscribers(10) at the end of this fiscal year stood at 25,408,700, raising SOFTBANK MOBILE's cumulative subscriber share by 1.8 of a percentage point year on year, to 21.3%.(11)

Notes:

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

10. 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 this fiscal year was 1,308,600.

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

< Number of Mobile Handsets Sold/ Shipped >

The number of mobile handsets sold and handsets shipped for this fiscal year increased by 1,108,000 year on year to 10,242,000 and 1,199,000 year on year to 10,016,000, respectively. These increases were mainly the result of a favorable sales and shipment trend of mobile handsets especially iPhone and communication modules.

<ARPU>

ARPU for this fiscal year rose JPY 140 year on year to JPY 4,210. Out of this, the sum of the basic monthly charge and voice ARPU declined JPY 160 year on year to JPY 1,890, reflecting an increase in devices which do not have voice communication functionality, and revised access charges between carriers. On the other hand, data ARPU rose JPY 290 year on year to JPY 2,310. This was mainly the result of an increase in the number of data-intensive iPhone subscribers, combined with the after-effect of the termination of the non-data-intensive 2G service in March 2010.

<Churn Rate and Upgrade Rate>

The churn rate(12) for this fiscal year was 0.98%, which was 0.39 of a percentage point lower year on year. This was primarily because the churn rate was no longer inflated by the termination of the 2G service, and there was a decline in the churn rate of customers who have completed their installment handset payments.

The upgrade rate(12) for this fiscal year was 1.40%, which was 0.31 of a percentage point lower year on year. The upgrade rate was no longer inflated by upgrades from 2G to 3G, in association with the termination of the 2G service completed in March 2010, while the number of upgrades to iPhone 4 increased.

Note:

12. Calculated with prepaid mobile phones and communication module service subscribers included in the number of subscribers, churn and upgrades, respectively.

<Average Acquisition Cost per Subscriber>

The average acquisition cost per subscriber(13) for this fiscal year declined JPY 3,600 year on year to JPY 36,900. This was primarily because of the increase in the number of mobile handsets shipped, especially for those handsets without voice communication functionality whose acquisition cost per subscriber is lower.

Note:

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

(b) Broadband Infrastructure

 
                                                             (Millions of yen) 
------------------------------------------------------------------------------ 
                     Fiscal Year      Fiscal Year 
                     Ended March      Ended March    (Reference)   (Reference) 
                       31, 2010         31, 2011        Change       Change % 
----------------  ---------------  ---------------  ------------  ------------ 
    Net sales             202,127          190,055      (12,072)        (6.0%) 
----------------  ---------------  ---------------  ------------  ------------ 
    Operating 
      income               48,399           43,154       (5,245)       (10.8%) 
----------------  ---------------  ---------------  ------------  ------------ 
 

<Overview of Operations>

The segment's net sales decreased by JPY 12,072 million (6.0%) year on year to JPY 190,055 million. This was mainly because of the continued decreasing trend in revenue, on a decline in the number of charged lines(14) for the ADSL service. Operating income decreased by JPY 5,245 million (10.8%) year on year to JPY 43,154 million. This was primarily due to a decrease in net sales, and an increase in sales-related expenses led by customer acquisition for Yahoo! BB hikari with FLET'S.(15)

Net subscriber additions for Yahoo! BB hikari with FLET'S for this fiscal year totaled 695,000, bringing the cumulative number of contracts at the end of this fiscal year to 932,000. Combined with installed lines(16) for the ADSL service, this brought the total number of users to 4,082,000.

Notes:

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

15. 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.

16. 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) 
------------------------------------------------------------------------------ 
                     Fiscal Year      Fiscal Year 
                     Ended March      Ended March    (Reference)   (Reference) 
                       31, 2010         31, 2011        Change       Change % 
----------------  ---------------  ---------------  ------------  ------------ 
    Net sales             348,692          356,561         7,869           2.3 
----------------  ---------------  ---------------  ------------  ------------ 
    Operating 
      income               23,065           38,006        14,941          64.8 
----------------  ---------------  ---------------  ------------  ------------ 
 

<Overview of Operations>

The segment's net sales increased by JPY 7,869 million (2.3%) year on year to JPY 356,561 million. Inter-segment sales increased due to network provision to the Group telecommunication companies such as SOFTBANK MOBILE, and contributed to the overall segment's revenue growth. On the other hand, net sales to third-parties decreased, primarily as a result of the continued decrease in revenue from relay connection voice services such as MYLINE, and despite an increase in revenue from the OTOKU Line, a direct connection voice service.

Operating income increased by JPY 14,941 million (64.8%) to JPY 38,006 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) 
------------------------------------------------------------------------------ 
                     Fiscal Year      Fiscal Year 
                     Ended March      Ended March    (Reference)   (Reference) 
                       31, 2010         31, 2011        Change       Change % 
----------------  ---------------  ---------------  ------------  ------------ 
    Net sales             270,755          283,615        12,860           4.7 
----------------  ---------------  ---------------  ------------  ------------ 
    Operating 
      income              136,585          150,305        13,719          10.0 
----------------  ---------------  ---------------  ------------  ------------ 
 

<Overview of Operations>

The segment's net sales increased by JPY 12,860 million (4.7%) year on year to JPY 283,615 million. This was mainly due to revenue growth at Yahoo Japan on an increase in listing and display advertising. Operating income increased by JPY 13,719 million (10.0%) year on year to JPY 150,305 million. This was primarily a result of the growth in net sales, in addition to a decrease in communications expenses in connection with the improved operational efficiency as a result of direct ownership of data centers.

(Reference 1: Principal Operational Data

(a) Mobile Communications

 
 SoftBank mobile phones 
-----------------------------------------------------------  --------------------------------------------------------------- 
                               Fiscal Year Ended March 31,                                    Fiscal Year Ended March 31, 
                                           2010                                                           2011 
----------------  ----------------------------------------------------  ---------------------------------------------------- 
                                                                Full                                                  Full 
                      Q1         Q2         Q3        Q4        Year        Q1         Q2         Q3        Q4        Year 
----------------  =========  =========  =========  ========  =========  =========  =========  =========  ========  ========= 
                                                                                                                 (Thousands) 
---------------------------------------------------------------------------------------------------------------------------- 
       Net 
   additions(1)       323.3      360.7      350.3     209.4    1,243.7      696.6      901.0      925.7   1,008.8    3,532.1 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
   (Postpaid)         359.5      394.9      383.3     506.8    1,644.5      645.3      833.6      865.4     975.3    3,319.6 
    (Prepaid)        (36.2)     (34.2)     (33.0)   (297.4)    (400.8)       51.3       67.4       60.3      33.5      212.5 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
 Market share(2) 
       (%)             32.3       31.5       35.6      13.4       26.5       45.4       53.5       55.8      40.0       48.0 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
   Cumulative 
  subscribers(1)   20,956.2   21,316.9   21,667.2             21,876.6   22,573.2   23,474.2   24,399.9             25,408.7 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
       3G          19,455.0   20,237.7   20,885.4             21,876.6   22,573.2   23,474.2   24,399.9             25,408.7 
        2G          1,501.2    1,079.2      781.8                    -          -          -          -                    - 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
 Market share(2) 
       (%)             19.3       19.4       19.6                 19.5       19.9       20.3       20.8                 21.3 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
                                                                                                                 (Thousands) 
---------------------------------------------------------------------------------------------------------------------------- 
    Number of 
     handsets 
     sold(3)          2,059      2,300      2,078     2,697      9,134      2,162      2,712      2,605     2,763     10,242 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
    Number of 
     handsets 
    shipped(4)        2,001      2,101      2,215     2,500      8,817      2,051      2,687      2,736     2,542     10,016 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
                                                                                                             (Yen per month) 
---------------------------------------------------------------------------------------------------------------------------- 
     ARPU(5)          4,030      4,150      4,200     3,890      4,070      4,290      4,300      4,310     3,940      4,210 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
 (Basic monthly 
     charge + 
      voice)          2,150      2,160      2,150     1,750      2,050      2,030      2,020      1,980     1,570      1,890 
     (Data)           1,880      1,990      2,060     2,140      2,020      2,250      2,290      2,330     2,370      2,310 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
                                                                                                                       (Yen) 
---------------------------------------------------------------------------------------------------------------------------- 
     Average 
   acquisition 
     cost per 
  subscriber(6)      50,100     35,900     37,400    40,200     40,500     37,200     37,500     37,800    35,400     36,900 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
                                                                                                               (% per month) 
---------------------------------------------------------------------------------------------------------------------------- 
  Churn rate(7)        1.05       1.24       1.16      2.01       1.37       1.02       0.96       0.91      1.02       0.98 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
       ( ) 
  (3G postpaid)        0.87       1.07       0.99      1.28       1.06       0.99       0.92       0.86      0.98       0.94 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
     Upgrade 
     rate(7)           1.73       1.81       1.53      1.78       1.71       1.18       1.67       1.43      1.33       1.40 
----------------  ---------  ---------  ---------  --------  ---------  ---------  ---------  ---------  --------  --------- 
 

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. Handsets sold: total of new subscriptions and handset upgrades.

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

5. 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.

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

New subscriptions include prepaid mobile phones and communication modules.

7. Calculated with prepaid mobile phones and communication module service subscribers included in the number of subscribers, churn and upgrades, respectively.

(b) Broadband Infrastructure

 
 Yahoo! BB ADSL                                                                    (Thousands) 
-----------------------------------  --------------------------------------------------------- 
                   Fiscal Year Ended March 31,            Fiscal Year Ended March 31, 2011 
                               2010 
===========  --------------------------------------  ----------------------------------------- 
                                              Full                                      Full 
               Q1      Q2      Q3      Q4      Year    Q1      Q2      Q3      Q4       Year 
===========  ======  ======  ======  ======  ======  ======  ======  ======  ======  ========= 
 Installed 
  lines(8)    4,158   4,040   3,908           3,769   3,609   3,457   3,291              3,150 
-----------  ------  ------  ------  ------  ------  ------  ------  ------  ------  --------- 
  Charged 
  lines(9)    3,769   3,657   3,533           3,389   3,221   3,066   2,903              2,752 
-----------  ------  ------  ------  ------  ------  ------  ------  ------  ------  --------- 
                                                                               (Yen per month) 
---------------------------------------------------------------------------------------------- 
  Average 
    user 
   payment 
     per 
   charged 
  line(10)    4,260   4,260   4,250   4,210           4,200   4,200   4,160   4,120 
-----------  ------  ------  ------  ------  ------  ------  ------  ------  ------  --------- 
                                                                                 (% per month) 
---------------------------------------------------------------------------------------------- 
   Churn 
  rate(11)     2.12    1.80    1.96    2.20    2.02    2.26    2.32    2.47    2.43       2.37 
-----------  ------  ------  ------  ------  ------  ------  ------  ------  ------  --------- 
 

Notes:

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

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

10. Rounded to the nearest JPY 10.

11. 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 Ended March 31,            Fiscal Year Ended March 31, 2011 
                              2010 
==========  --------------------------------------  ----------------------------------------- 
                                             Full                                      Full 
              Q1      Q2      Q3      Q4      Year    Q1      Q2      Q3      Q4       Year 
==========  ======  ======  ======  ======  ======  ======  ======  ======  ======  ========= 
   Lines     1,631   1,652   1,657           1,669   1,668   1,667   1,662              1,671 
----------  ------  ------  ------  ------  ------  ------  ------  ------  ------  --------- 
                                                                              (Yen per month) 
--------------------------------------------------------------------------------------------- 
 ARPU(12)    6,390   6,280   6,450   6,830           6,600   6,570   6,610   6,930 
----------  ------  ------  ------  ------  ------  ------  ------  ------  ------  --------- 
 

Note:

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

(d) Internet Culture

 
                                                                                              (Millions) 
--------------  ---------------------------------------------------------------------------------------- 
                        Fiscal Year Ended March 31,               Fiscal Year Ended March 31, 2011 
                                    2010 
==============  ------------------------------------------  -------------------------------------------- 
                                                     Full                                         Full 
                   Q1       Q2       Q3       Q4      Year     Q1       Q2       Q3       Q4       Year 
==============  =======  =======  =======  =======  ======  =======  =======  =======  =======  ======== 
 Yahoo! JAPAN 
 Total monthly 
      page 
   views(13)     46,445   46,378   42,779   46,882           48,722   49,671   46,756   54,631 
                -------  -------  -------  -------  ------  -------  -------  -------  -------  -------- 
    Unique 
  browsers(14)      229      189      197      209              224      226      222      238 
--------------  -------  -------  -------  -------  ------  -------  -------  -------  -------  -------- 
 Yahoo! Auctions 
    Average 
   number of 
  total listed 
   items(15)         20       20       23       23               22       22       22       22 
--------------  -------  -------  -------  -------  ------  -------  -------  -------  -------  -------- 
 

Notes:

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

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

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

(Reference 2: Capital Expenditure and Depreciation)(16)

(a) Capital Expenditure (acceptance basis)

 
                                                                                                   Millions of yen 
------------------------------------------------------------------------------------------------------------------ 
                               Fiscal Year Ended March 31,                    Fiscal Year Ended March 31, 
                                           2010                                           2011 
====================  --------------------------------------------  ---------------------------------------------- 
                                                            Full                                            Full 
                         Q1       Q2       Q3       Q4       Year      Q1       Q2       Q3        Q4        Year 
====================  =======  =======  =======  =======  ========  =======  =======  ========  ========  ======== 
       Mobile 
    Communications     32,408   39,148   47,921   65,291   184,770   25,987   65,387   116,324   143,826   351,525 
--------------------  -------  -------  -------  -------  --------  -------  -------  --------  --------  -------- 
      Broadband 
    Infrastructure      1,588    1,590    2,095    4,068     9,343    3,319    3,294     5,076     5,160    16,850 
--------------------  -------  -------  -------  -------  --------  -------  -------  --------  --------  -------- 
     Fixed-line 
  Telecommunications    3,710    3,939    3,436    6,893    17,979    5,112    6,362     9,095    15,665    36,236 
--------------------  -------  -------  -------  -------  --------  -------  -------  --------  --------  -------- 
  Internet Culture      1,085    1,264    1,450    2,327     6,128    1,906    1,908     2,783     4,114    10,713 
--------------------  -------  -------  -------  -------  --------  -------  -------  --------  --------  -------- 
       Others           1,571      915      678    1,528     4,693    1,216    1,559     1,148     1,340     5,265 
--------------------  -------  -------  -------  -------  ========  =======  -------  --------  --------  -------- 
    Consolidated 
        total          40,364   46,858   55,582   80,109   222,915   37,542   78,513   134,428   170,107   420,591 
--------------------  -------  -------  -------  -------  --------  -------  -------  --------  --------  -------- 
 

(b) Depreciation (excluding amortization of goodwill)

 
                                                                                                 Millions of yen 
---------------------------------------------------------------------------------------------------------------- 
                               Fiscal Year Ended March 31,                   Fiscal Year Ended March 31, 
                                           2010                                          2011 
====================  --------------------------------------------  -------------------------------------------- 
                                                            Full                                          Full 
                         Q1       Q2       Q3       Q4       Year      Q1       Q2       Q3       Q4       Year 
====================  =======  =======  =======  =======  ========  =======  =======  =======  =======  ======== 
       Mobile 
    Communications     42,732   43,377   44,656   45,569   176,337   36,636   37,636   40,051   42,668   156,993 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------  -------  -------- 
      Broadband 
    Infrastructure      4,373    4,366    4,095    4,188    17,023    4,234    3,968    3,965    3,672    15,840 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------  -------  -------- 
     Fixed-line 
  Telecommunications    8,982    8,837    8,669    8,803    35,292    9,104    9,242    9,290    8,997    36,634 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------  -------  -------- 
  Internet Culture      2,366    2,441    2,492    2,563     9,864    2,169    2,307    2,412    2,533     9,422 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------  -------  -------- 
       Others           1,353    1,243    1,401    1,427     5,426    1,445    1,482    1,608    1,508     6,045 
--------------------  -------  -------  -------  -------  --------  =======  =======  -------  -------  -------- 
    Consolidated 
        total          59,809   60,266   61,314   62,553   243,944   53,590   54,637   57,329   59,379   224,937 
--------------------  -------  -------  -------  -------  --------  -------  -------  -------  -------  -------- 
 

Note:

16. Capital expenditure and Depreciation for this 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."

3. Earnings Forecasts

(a) Forecast for fiscal year ending March 2012 to fiscal year ending March 2014

The Group is forecasting continuous increasing trend in consolidated net sales and consolidated operating income year on year for both the fiscal year ending March 2012 and March 2014, however the earnings growth rate is expected to be below that of the fiscal year ended March 2011. This is due to enhanced initiatives on network expansion and customer acquisition over the two fiscal years to come in the Group's core business the Mobile Communications segment, aimed at medium-term growth, which may increase the expense and decrease the profit. The Group expects to finish these initiatives by the fiscal year ending March 2014, and profit to turn to a new growth path.

(b) Forecast for fiscal year ending 2012

The Group is planning to focus on network expansion and customer acquisition in the Mobile Communications segment. The Group is forecasting an increase in revenue and profit, however it is difficult to disclose numerical earnings forecasts. This is because the customer acquisition initiatives need to be planned and adjusted flexibly according to circumstances and this involves numerous unconfirmed elements which could impact revenue and profit. On the other hand an increase in consolidated CAPEX (acceptance basis) has been resolved up to approximately JPY 500.0 billion.

To improve disclosure of information for shareholders and investors, the earnings forecast will be disclosed when deemed to be reasonable.

Reference: trend (actual figures) of the Company's consolidated CAPEX (acceptance base)

Fiscal year ended March 2009: JPY 259.0 billion

Fiscal year ended March 2010: JPY 222.9 billion

Fiscal year ended March 2011: JPY 420.5 billion

(2) Analysis of Financial Position

1. Assets, Liabilities and Equity

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

(Millions of yen)

 
                           As of             As of 
                       March 31, 2010    March 31, 2011     YoY      YoY % 
-------------------  ----------------  ----------------  ---------  ------- 
    Total assets            4,462,875         4,655,725    192,850    4.3 % 
-------------------  ----------------  ----------------  ---------  ------- 
 Total liabilities          3,498,903         3,776,107    277,203     7.9% 
-------------------  ----------------  ----------------  ---------  ------- 
    Total equity              963,971           879,618   (84,353)   (8.8%) 
-------------------  ----------------  ----------------  ---------  ------- 
 

(a) Current Assets

Current assets at the end of this fiscal year totaled JPY 1,862,617 million, for a JPY 168,176 million (9.9%) increase from the previous fiscal year-end. The primary components of the change were as follows:

Notes and accounts receivable-trade decreased by JPY 158,776 million. This was mainly because of sales of installment sales receivables at SOFTBANK MOBILE.

Marketable securities increased by JPY 73,757 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. 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 55,335 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 shares of Yahoo! Inc. to limit the risk from market price fluctuations of those shares for this fiscal year until the repayment. However, with the remaining period until the repayment having become less than one year, the corresponding derivative assets were transferred to current assets during this fiscal year.

(b) Fixed Assets

Fixed assets totaled JPY 2,791,726 million at the end of this fiscal year, for a JPY 25,243 million (0.9%) increase from the previous fiscal year-end. The primary components of the change were as follows:

Total property and equipment increased JPY 162,744 million from the previous fiscal year-end, primarily on a JPY 315,955 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.

Investments and other assets decreased by JPY 105,460 million from the previous fiscal year-end. This was mainly because of a JPY 43,508 million decrease in deferred tax assets, JPY 41,590 million decrease in other assets, and a JPY 29,591 million decrease in investment securities. Other assets decreased due to the transfer of derivative assets related to the shares of Yahoo! Inc. to current assets. The decrease in investment securities is attributed to the transfer of shares of Yahoo! Inc. to current assets which outweighed additional investments in Renren inc.(1) and investment in PPLive Corporation(2) among others.

Total intangible assets decreased JPY 32,041 million from the previous fiscal year-end. This was mainly because of a JPY 61,530 million decrease resulting from regular amortization of the goodwill recorded when the Company acquired SOFTBANK MOBILE and SOFTBANK TELECOM Corp. (hereafter "SOFTBANK TELECOM"). On the other hand, software increased by JPY 39,957 million as a result of new acquisitions of telecommunications equipment.

Notes:

1. Changed from Oak Pacific Interactive in December 2010.

2. Changed from Synacast Corporation in April 2011.

(c) Current Liabilities

Current liabilities at the end of this fiscal year totaled JPY 1,644,407 million, for a JPY 265,529 million (19.3%) increase from the previous fiscal year-end. The primary components of the change were as follows:

Accounts payable-other and accrued expenses increased by JPY 110,012 million from the previous fiscal year-end. This was mainly the result of an increase of JPY 177,038 million in equipment-related payables, while a decrease of JPY 75,000 million came from the payment of additional entrustment for debt assumption, at SOFTBANK MOBILE.

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 25(th) Unsecured Straight Corporate Bond, JPY 60,000 million for the 27(th) Unsecured Straight Corporate Bond, and JPY 15,000 million for SOFTBANK TELECOM's 2(nd) 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 22(nd) Unsecured Straight Corporate Bond and the 24(th) Unsecured Straight Corporate Bond.

Accounts payable-trade increased by JPY 34,701 million from the previous fiscal year-end. This was mainly due to an increase in purchases of mobile phones for resale.

Short-term borrowings decreased by JPY 27,010 million from the previous fiscal year-end. This was mainly because SOFTBANK MOBILE continued to repay borrowings procured via the securitization of installment sales receivables. On the other hand, there was an increase in the Company's short-term borrowings, and the borrowings at one of the Company's U.S. subsidiaries were transferred to current liabilities as the redemption dates came to be within one year.

The balance of commercial paper at the end of this fiscal year totaled JPY 25,000 million (recorded as JPY 0 at the previous fiscal year-end).

(d) Long-term Liabilities

Long-term liabilities totaled JPY 2,131,699 million at the end of this fiscal year, for a JPY 11,674 million (0.6%) increase from the previous fiscal year-end. The primary components of the change were as follows:

Long-term borrowings decreased by JPY 250,626 million. This was mainly because of SOFTBANK MOBILE's ongoing repayment of its SBM loan,(3) 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) Results of Operations - 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.

Long-term accounts payable increased JPY 217,600 million from the previous fiscal year-end. The increase chiefly represents the recording of a scheduled payment of JPY 200,000 million as long-term accounts payable. This amount 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) Results of Operations - 1. Consolidated Results of Operations - (g) Special Income").

Corporate bonds increased JPY 58,866 million from the previous fiscal year-end. This increase mainly reflects a total of JPY 235,000 million from the issuance of the 31(st) to 35(th) Unsecured Straight Corporate Bond. On the other hand, the transfers were made for corporate bonds from long-term to current liabilities in the amounts of JPY 53,500 million for the 25(th) Unsecured Straight Corporate Bond, JPY 60,000 million for the 27(th) Unsecured Straight Corporate Bond, and JPY 15,000 million for SOFTBANK TELECOM's 2(nd) series Unsecured Straight Corporate Bond, as the redemption dates came to be within one year. Payments of JPY 47,625 million were also made for the accelerated redemption of Euro-denominated Senior Notes due 2013, "refer to (Reference: Major Financing Activities)" on page 18 for the main items in this early redemption.

Note:

3. 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 879,618 million at the end of this fiscal year, for a JPY 84,353 million (8.8%) decline from the previous fiscal year-end. While retained earnings increased JPY 179,205 million, totaling JPY 222,277 million at the end of this fiscal year, minority interests came to JPY 259,661 million, for a decrease of JPY 233,301 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) Results of Operations - 1. Consolidated Results of Operations - (g) Special Income"). On the other hand, there were increases in minority interests of JPY 41,346 million from the recording of earnings by Yahoo Japan and JPY 24,839 million from a change in the scope of consolidation of SB Asia Infrastructure Fund L.P. from an equity method affiliate to a consolidated subsidiary.(4)

Note:

4. 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 this fiscal year were as follows:

Cash and cash equivalents at the end of this fiscal year totaled JPY 847,155 million, for a JPY 159,473 million increase from the previous fiscal year-end.

(Millions of yen)

 
                             Fiscal year ended   Fiscal year ended 
                               March 31, 2010      March 31, 2011       YoY 
--------------------------  ------------------  ------------------  ---------- 
 Cash flows from operating 
         activities                    668,050             825,837     157,786 
--------------------------  ------------------  ------------------  ---------- 
 Cash flows from investing 
         activities                  (277,162)           (264,447)      12,714 
--------------------------  ------------------  ------------------  ---------- 
   (Reference) Free cash 
            flow                       390,888             561,389     170,501 
--------------------------  ------------------  ------------------  ---------- 
 Cash flows from financing 
         activities                  (159,563)           (397,728)   (238,165) 
--------------------------  ------------------  ------------------  ---------- 
 

(a) Cash Flows from Operating Activities

Net cash provided by operating activities totaled JPY 825,837 million (compared with JPY 668,050 million provided in the previous fiscal year).

Income before income taxes and minority interests totaled JPY 480,612 million and non-cash items were recorded as positive. The main components of non-cash items are JPY 224,937 million in depreciation and amortization and JPY 62,688 million in amortization of goodwill. Receivables-trade decreased (increase in cash flow) by JPY 167,452 million mainly due to sales of installment sales receivables at SOFTBANK MOBILE.

In addition, income taxes paid of JPY 186,162 million were recorded, for a JPY 146,971 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 in response to a correction and ruling notice it received.

(b) Cash Flows from Investing Activities

Net cash used in investing activities was JPY 264,447 million (compared with JPY 277,162 million used in the previous fiscal year).

Capital expenditures, mainly at telecommunications-related businesses, resulted in outlays of JPY 208,553 million for property and equipment and intangibles. Purchases of marketable and investment securities resulted in JPY 79,441 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 561,389 million (compared with a positive JPY 390,888 million in the previous fiscal year), for a year-on-year increase of JPY 170,501 million.

(c) Cash Flows from Financing Activities

Net cash used in financing activities was JPY 397,728 million (compared with JPY 159,563 million used in the previous fiscal year).

Outlays were recorded in the amounts of JPY 459,165 million for repayments of long-term borrowings, JPY 213,564 million for the repurchase of minority interests and long-term borrowings, JPY 155,063 million for the repayment of lease obligations, JPY 105,508 million for the redemption of corporate bonds, and JPY 75,000 million as payment for additional entrustment for debt assumption. The outlay for repurchase of minority interests and long-term debtrepresents the portion of the transaction with the Vodafone Group (refer to page 3, "(1) Results of Operations - 1. Consolidated Results of Operations - (g) Special Income"), carried out during this fiscal year, which was paid to the Vodafone Group during this fiscal year in addition to acquisition-related expenses. On the other hand, long-term borrowings raised JPY 252,900 million and corporate bond issues generated JPY 233,936 million, in addition to JPY 117,596 million recorded as proceeds from the sale and lease back of equipment newly acquired.

(d) Trends in Cash Flow-related Indicators

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

 
                     Fiscal year Ended   Fiscal year Ended   Fiscal year Ended 
                       March 31, 2009      March 31, 2010      March 31, 2011 
==================  ==================  ==================  ================== 
 Equity ratio              8.5 %              10.5 %               13.3% 
------------------  ------------------  ------------------  ------------------ 
 Equity ratio 
  (Market cap.)           30.9 %              55.9 %               77.2% 
------------------  ------------------  ------------------  ------------------ 
 Debt repayment 
  period                 3.5 years           2.7 years           2.2 years 
------------------  ------------------  ------------------  ------------------ 
 Interest coverage 
  ratio                     6.0                 7.0                 8.9 
------------------  ------------------  ------------------  ------------------ 
 

Notes:

1. The above indicators are calculated using the following formulas based on consolidated figures: Equity ratio: shareholders' equity divided by total assets. Equity ratio (market cap.): market capitalization divided by total assets. Debt repayment period: interest-bearing debt divided by EBITDA. Interest coverage ratio: EBITDA divided by interest expenses.

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

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

4. Interest-bearing debt: 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 this fiscal year that were issued under the whole business securitization scheme associated with the acquisition of Vodafone K.K.

5. Interest expense is the corresponding figure on the Consolidated Statements of Income

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

 
                     Fiscal year Ended   Fiscal year Ended   Fiscal year Ended 
                       March 31, 2009      March 31, 2010      March 31, 2011 
==================  ==================  ==================  ================== 
 Debt repayment 
  period                 3.1 years           3.0 years           3.5 years 
------------------  ------------------  ------------------  ------------------ 
 Interest coverage 
  ratio                    10.2                 9.8                11.7 
------------------  ------------------  ------------------  ------------------ 
 

(Reference: Major Financing Activities)

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

 
           Item               Company          Details                 Summary 
                               Name 
-------------------------  ------------  ------------------  --------------------------- 
 Bond issuances             SOFTBANK      31st Unsecured      Issue date: June 2, 2010 
                            CORP.         Straight            Redemption date: May 31, 
                                          Corporate Bond      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: 
                                          Straight                        June 2, 2010 
                                          Corporate Bond                  Redemption 
                                                                          date: 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: 
                                          Straight                        September 17, 
                                          Corporate Bond                  2010 
                                          (Fukuoka SoftBank               Redemption 
                                          HAWKS Bond)                     date: 
                                                                          September 17, 
                                                                          2013 Procured 
                                                                          amount: JPY 
                                                                          130,000 
                                                                          million 
                                                                          Interest rate: 
                                                                          1.24%/year 
                                                                          Use: 
                                                                          redemption of 
                                                                          bonds which 
                                                                          will mature by 
                                                                          the end of 
                                                                          June 2011 
                                         ------------------  --------------------------- 
                                          34th Unsecured                  Issue date: 
                                          Straight                        January 25, 
                                          Corporate Bond                  2011 
                                                                          Redemption 
                                                                          date: January 
                                                                          25, 2016 
                                                                          Procured 
                                                                          amount: JPY 
                                                                          45,000 million 
                                                                          Interest rate: 
                                                                          1.10%/year 
                                                                          Use: 
                                                                          redemption of 
                                                                          bonds which 
                                                                          will mature by 
                                                                          the end of 
                                                                          June 2011 and 
                                                                          acquisition of 
                                                                          proffered 
                                                                          stock issued 
                                                                          by a 
                                                                          consolidated 
                                                                          subsidiary 
                                         ------------------  --------------------------- 
                                          35th Unsecured                  Issue date: 
                                          Straight                        January 25, 
                                          Corporate Bond                  2011 
                                                                          Redemption 
                                                                          date: January 
                                                                          25, 2018 
                                                                          Procured 
                                                                          amount: JPY 
                                                                          10,000 million 
                                                                          Interest rate: 
                                                                          1.66%/year 
                                                                          Use: 
                                                                          redemption of 
                                                                          bonds which 
                                                                          will mature by 
                                                                          the end of 
                                                                          June 2011 and 
                                                                          acquisition of 
                                                                          proffered 
                                                                          stock issued 
                                                                          by a 
                                                                          consolidated 
                                                                          subsidiary 
-------------------------  ------------  ------------------  --------------------------- 
 Bond redemption            SOFTBANK      24th Unsecured      Redemption date: April 26, 
                            CORP.         Straight            2010 Redeemed amount: JPY 
                                          Corporate Bond      20,000 million 
                                          (Fukuoka SoftBank 
                                          HAWKS Bond) 
-------------------------  ------------  ------------------  --------------------------- 
                                          22(nd) Unsecured    Redemption date: September 
                                          Straight            14, 2010 Redeemed amount: 
                                          Corporate Bond      JPY 34,400 million 
-------------------------  ------------  ------------------  --------------------------- 
                                          Euro-denominated    Redemption date: October 
                                          Senior Notes Due    15, 2010 Redeemed amount: 
                                          2013 (redeemed      JPY 47,269 million (EUR 
                                          before maturity)    352 million) 
-------------------------  ------------  ------------------  --------------------------- 
 Securitization of          SOFTBANK      Procurement of                  Procurement 
 receivables (recorded as   MOBILE        funds totaling                  date: June 29, 
 borrowings)                Corp.         JPY 10,000                      2010 
                                          million                         Redemption 
                                          accompanying                    method: 
                                          securitization of               monthly 
                                          mobile handsets                 pass-through 
                                          installment sales               repayment Use: 
                                          receivables                     capital 
                                                                          expenditure 
                                                                          and repayment 
                                                                          of funds 
                                                                          procured via 
                                                                          the whole 
                                                                          business 
                                                                          securitization 
                                                                          program 
-------------------------  ------------  ------------------  --------------------------- 
 Repayment of               SOFTBANK      Repayment of JPY    Repayment of funds 
 securitization of          MOBILE        179,910 million     procured via 
 receivables                Corp.                             securitization of mobile 
                                                              handsets installment sales 
                                                              receivables 
                                         ------------------  --------------------------- 
 Increase or                SOFTBANK      Increase of JPY                 Mainly 
  decrease in debt          CORP.         217,000 million                 increase of 
  (excluding                                                              long-term 
  securitization of                                                       borrowings 
  receivables) 
-------------------------  ------------  ------------------  --------------------------- 
                            SOFTBANK      Decrease of JPY                 Repayment of 
                            MOBILE        214,124 million                 funds raised 
                            Corp.                                         via the whole 
                                                                          business 
                                                                          securitization 
                                                                          financing 
                                                                          scheme 
-------------------------  ------------  ------------------  --------------------------- 
                            Yahoo Japan   Decrease of JPY 
                            Corporation   10,000 million 
-------------------------  ------------  ------------------  --------------------------- 
 Capital expenditure by     SOFTBANK      New capital         Funds newly procured 
 financial lease            MOBILE        expenditure via     during this fiscal year: 
                            Corp. etc.    leases              JPY 117,596 million 
-------------------------  ------------  ------------------  --------------------------- 
 Additional entrustment     SOFTBANK      Payment of JPY         Bonds in scope: Former 
 for debt assumption        MOBILE        75,000 million         Vodafone K.K. corporate 
                            Corp.                                bonds 3(rd) Unsecured 
                                                                 Straight Corporate Bond 
                                                                 JPY 25,000 million 
                                                                 (redeemed on August 19, 
                                                                 2010) 5(th) Unsecured 
                                                                 Straight Corporate Bond 
                                                                 JPY 25,000 million 
                                                                 (redeemed on August 25, 
                                                                 2010) 7(th) Unsecured 
                                                                 Straight Corporate Bond 
                                                                 JPY 25,000 million 
                                                                 (redeemed on September 
                                                                 22, 2010) 
-------------------------  ------------  ------------------  --------------------------- 
 Acquisition of preferred   SOFTBANK      Payment of JPY      Acquisition cost: JPY 
 stock etc., issued by      CORP.         212,500 million     412,500 million in total 
 the Company's                            (refer to page 3,   Payment date: December 10, 
 consolidated subsidiary                  "(1) Results of     2010 JPY 212,500 million 
 and held by the Vodafone                 Operations - 1.     April 2012 (tentative) JPY 
 Group                                    Consolidated        200,000 million 
                                          Results of 
                                          Operations - (g) 
                                          Special Income") 
-------------------------  ------------  ------------------  --------------------------- 
 

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

The Company strives to increase returns to shareholders by raising corporate value and has a fundamental policy of returning appropriate amounts of profit to shareholders and other stakeholders. The Company's policy regarding dividends to shareholders is to balance the strengthening of the financial base by reducing interest-bearing debt while maintaining a stable dividend over the medium- to long-term.

Based on this policy the dividend for this fiscal year is scheduled to be the same as the previous fiscal year at JPY 5 per share.

The Company intends to increase the dividend for the fiscal year ending March 2012 from JPY 5 per share and increase it further in the fiscal year ending March 2015. The concrete amount of dividend will be announced promptly upon resolution.

2. The SOFTBANK Group

As of March 31, 2011, the Group's business segments were comprised of the following consolidated subsidiaries and equity method companies. The segments' main businesses were as follows.

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.

 
                                                     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.(1) ) 
------------  --------------------  -------------  -----------------  ------------------- 
                                                                       Provision of 
                                                                       fixed-line 
                                                                       telecommunications 
                                                                       etc. (Core 
                                                                       company: SOFTBANK 
               Fixed-line                                              TELECOM Corp.(1) 
                Telecommunications        2                            ) 
              --------------------  -------------  -----------------  ------------------- 
                                                                       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               9           Corporation(1) ) 
 ---------------------------------  -------------  -----------------  ------------------- 
                                                                       Distribution of PC 
                                                                       software and 
                                                                       peripherals, 
                                                                       Fukuoka SOFTBANK 
                                                                       HAWKS related 
 Others                                   96               63          businesses, etc. 
               Total                     117               73 
----------------------------------  -------------  -----------------  ------------------- 
 

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 consolidated subsidiaries were listed on domestic stock exchanges as of March 31, 2011:

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

3. Management Policies

(1) Basic Management Approach

1. Fundamental Management Policy

Since its establishment, the SOFTBANK Group has consistently operated under the fundamental management policy of "endeavoring to benefit society and the economy and to maximize enterprise value by fostering the sharing of wisdom and knowledge gained through the IT revolution."

2. Next 30-Year Vision

As last year marked the 30(th) year since its founding, the Group announced "SOFTBANK's Next 30-Year Vision." The vision is a statement of what the Group aims to achieve over the next 30 years, and what the Group aims to look like after this period. Through its various businesses the Group will strive to achieve the stated goal of this vision: to be a group that provides the technologies and services most needed by people around the world.

(2) Medium- to Long-Term Strategies

1. Forming and Expanding a Strategic Synergy Group Focused on Asia

The information industry in which the Group's businesses operate sees a steady stream of new technologies and business models. The industry's ups and downs will likely become more pronounced going forward. The Group seeks to provide lifestyle-changing services on a continuous basis in this fluctuating environment. The strategy the Group has adopted to achieve this is to be flexible in implementing technologies or business models and to invest in or form joint ventures with companies that have the best technologies or business models at the time, eventually forming and expanding a "strategic synergy group" focused on Asia. Each company in the strategic synergy group will make decisions autonomously, enabling it to continue to grow while creating synergies with other group companies.

2. Focus on Mobile Internet

Forecasts for trends in Japan five years from now suggest the number of smartphones shipped will have increased almost five-fold, and that of tablet PC will have increased more than seven-fold.(1) These trends point to a world-wide shift toward using these mobile devices as a means for accessing the Internet, in preference to PCs. The Group's strategy is to develop its businesses focused on the domain of mobile internet, which will expand in line with this change.

In line with this strategy, the Group will work to strengthen the network in the mobile communications business, provide high speed telecommunications services, and enhance its lineup of smartphones and tablet PCs. It will also provide a full array of mobile content including video, electronic books, and games.

Note:

1. Mobile Computing Promotion Consortium forecast (November 26, 2010). Comparison of the forecast for one year from April 2010 to March 2011 and from April 2015 to March 2016.

(3) Important Management Issues for the Company

1. Reduction of Net Interest-bearing Debt

The Group recognizes the importance of reducing its net interest-bearing debt,(2) and has set a target of reducing its JPY 1,939,520 million of net interest-bearing debt as of the end of March 2009 by half over three years (as of the end of March 2012), and to zero over six years (as of the end of March 2015). Net interest-bearing debt at the end of this fiscal year was JPY 1,209,635 million, down 37.6% from the end of March 2009.

To achieve this target, the Group plans to generate an aggregate total of at least JPY 1 trillion in free cash flow(3) over the three years from the fiscal year ended March 2010 through the fiscal year ending March 2012, in order to obtain funds to repay the interest-bearing debt. To generate the free cash flow, the Group will focus on improving operating cash flow, mainly in its core telecommunications-related businesses.

Notes:

2. Net interest-bearing debt: interest-bearing debt minus cash position.

Interest-bearing debt: short-term borrowings + commercial paper + current portion of corporate bonds + corporate bonds + long-term debt. Lease obligations are excluded.

This 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).

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

2. Mobile Communications Enhancement

In relation to the mobile phone services provided by SOFTBANK MOBILE, the Group recognizes the need to enhance its network. In March 2010, SOFTBANK MOBILE announced the SoftBank Network Enhancement Initiative, and in one year doubled the number of mobile phone base stations from around 60,000 at the end of April 2010, to 122,508 as of the end of March 2011.

To further increase service area and improve communications quality, the Group plans to increase the number of base stations to 140,000 by the end of September 2011. At the same time, the Group will continue efforts to improve the users' convenience by providing small base stations (femtocells) and Wi-Fi routers free of charge in users' homes and in stores.

3. Response to the Great East Japan Earthquake and Revision of BCP in Preparation for Disasters

The Great East Japan Earthquake of March 11, 2011 left some regions unable to use the Group's telecommunication services. The Group is making every effort to restore its services and network as quickly as possible, as it recognizes these services are important lifelines.

Regarding the mobile communications service, on the morning of March 12(th) , 2011, the day after the earthquake occurred, 3,786 base stations were rendered inoperative. The Group deployed vehicle-mounted base stations, auxiliary telecommunications facilities, and other response measures and had restored the service area to nearly the pre-disaster equivalent(4) by April 14, 2011. At present the Group is working to restore the rest of the inoperative base stations and continuing efforts to provide pre-disaster levels of communications quality across the entire service area by the end of May 2011.

Meanwhile, for fixed-line telecommunications service and broadband service, the Group had restored around 97% of the total of around 178,000(5) affected subscriber lines as of May 6, 2011.

Moving ahead, the Group will look at countermeasures to allow it to continue providing telecommunications services even in the event of a major disaster, and for speeding recovery from service disruptions caused by damage. It will also review its business continuity plan to prepare for disasters of a larger scale than previously imagined.

Notes:

4. Excludes the exclusion zone around the Fukushima Nuclear power plant and areas with restricted access due to immense earthquake and tsunami damages.

5. Total number of lines for SOFTBANK TELECOM fixed-line communication services and SOFTBANK BB broadband service (Yahoo! BB service and SOFTBANK broadband service) including the number of lines in the exclusion zone around the Fukushima Nuclear power plant.

4. Consolidated Financial Statements

(1) Consolidated Balance Sheets

(Millions of yen)

 
                                             As of                As of 
                                         March 31, 2010       March 31, 2011 
                                      -------------------  ------------------- 
                                                   Amount               Amount 
------------------------------------  -------------------  ------------------- 
 ASSETS 
 Current assets: 
      Cash and deposits                           690,053              861,657 
          Notes and accounts 
           receivable - trade                     816,550              657,774 
      Marketable securities                         4,342               78,099 
      Merchandise and finished 
       products                                    37,030               49,887 
      Deferred tax assets                          74,290               90,907 
      Other current assets                        106,733              162,068 
          Less: Allowance for 
           doubtful accounts                     (34,559)             (37,778) 
------------------------------------  -------------------  ------------------- 
      Total current assets                      1,694,440            1,862,617 
------------------------------------  -------------------  ------------------- 
 Fixed assets: 
   Property and equipment, net: 
      Buildings and structures                     68,182               74,867 
      Telecommunications equipment                706,283              840,839 
      Telecommunications service 
       lines                                       72,983               68,856 
      Land                                         22,401               22,882 
      Construction in progress                     34,634               55,663 
      Other property and equipment                 46,218               50,339 
------------------------------------  -------------------  ------------------- 
         Total property and 
          equipment                               950,703            1,113,447 
------------------------------------  -------------------  ------------------- 
   Intangible assets, net: 
      Goodwill                                    900,768              839,238 
      Software                                    208,915              248,872 
      Other intangibles                            42,702               32,233 
------------------------------------  -------------------  ------------------- 
         Total intangible assets                1,152,386            1,120,345 
------------------------------------  -------------------  ------------------- 
   Investments and other assets: 
           Investment securities and 
            investments in 
            unconsolidated 
            subsidiaries and 
            affiliated companies                  370,027              340,436 
      Deferred tax assets                         152,654              109,145 
      Other assets                                164,950              123,360 
      Less: Allowance for doubtful 
       accounts                                  (24,238)             (15,008) 
------------------------------------  -------------------  ------------------- 
         Total investments and other 
          assets                                  663,394              557,933 
------------------------------------  -------------------  ------------------- 
 Total fixed assets                             2,766,483            2,791,726 
------------------------------------  -------------------  ------------------- 
 Deferred charges                                   1,951                1,381 
      Total assets                              4,462,875            4,655,725 
------------------------------------  -------------------  ------------------- 
 

Consolidated Balance Sheets

(Millions of yen)

 
                                             As of                As of 
                                         March 31, 2010       March 31, 2011 
                                      -------------------  ------------------- 
                                                   Amount               Amount 
------------------------------------  -------------------  ------------------- 
 LIABILITIES AND EQUITY 
 Current liabilities: 
          Accounts payable - trade                158,942              193,644 
      Short-term borrowings                       437,960              410,950 
      Commercial paper                                  -               25,000 
      Current portion of corporate 
       bonds                                       54,400              128,500 
         Accounts payable - other 
          and accrued expenses                    451,408              561,421 
      Income taxes payable                        100,483              115,355 
      Deferred tax liabilities                          -                7,104 
      Current portion of lease 
       obligations                                109,768              131,305 
      Other current liabilities                    65,914               71,125 
------------------------------------  -------------------  ------------------- 
      Total current liabilities                 1,378,878            1,644,407 
------------------------------------  -------------------  ------------------- 
 Long-term liabilities: 
      Corporate bonds                             448,523              507,390 
      Long-term debt                            1,281,586            1,030,959 
      Long-term accounts payable - 
       other                                       47,541              265,141 
      Deferred tax liabilities                     30,482               26,582 
      Liability for retirement 
       benefits                                    15,557               14,414 
      Allowance for point mileage                  47,215               41,947 
      Lease obligations                           224,484              199,769 
      Other liabilities                            24,634               45,494 
------------------------------------  -------------------  ------------------- 
      Total long-term liabilities               2,120,024            2,131,699 
------------------------------------  -------------------  ------------------- 
      Total liabilities                         3,498,903            3,776,107 
------------------------------------  -------------------  ------------------- 
 Equity: 
      Common stock                                188,750              188,775 
      Additional paid-in capital                  213,068              212,510 
      Retained earnings                            43,071              222,277 
      Less: Treasury stock                          (225)                (240) 
------------------------------------  -------------------  ------------------- 
      Total shareholders' equity                  444,665              623,321 
------------------------------------  -------------------  ------------------- 
         Unrealized gain on 
          available-for-sale 
          securities                               43,864               34,920 
         Deferred gain on 
          derivatives under hedge 
          accounting                               14,528               11,224 
      Foreign currency translation 
       adjustments                               (32,525)             (50,213) 
      Total valuation and 
       translation adjustments                     25,866              (4,068) 
------------------------------------  -------------------  ------------------- 
      Stock acquisition rights                        476                  703 
------------------------------------  -------------------  ------------------- 
      Minority interests                          492,963              259,661 
------------------------------------  -------------------  ------------------- 
      Total equity                                963,971              879,618 
------------------------------------  -------------------  ------------------- 
      Total liabilities and equity              4,462,875            4,655,725 
------------------------------------  -------------------  ------------------- 
 

(2) Consolidated Statements of Income and Consolidated Statements of Comprehensive Income

Consolidated Statements of Income (Millions of yen)

 
                                       Fiscal year ended    Fiscal year ended 
                                         March 31, 2010       March 31, 2011 
                                      ------------------  -------------------- 
                                       April 1, 2009 to     April 1, 2010 to 
                                         March 31, 2010       March 31, 2011 
                                      ------------------  -------------------- 
                                            Amount                      Amount 
------------------------------------  ------------------  -------------------- 
 Net sales                                     2,763,406             3,004,640 
 Cost of sales                                 1,326,571             1,373,617 
   Gross Profit                                1,436,834             1,631,022 
   Selling, general and 
    administrative expenses                      970,963             1,001,859 
------------------------------------  ------------------  -------------------- 
 Operating income                                465,871               629,163 
------------------------------------  ------------------  -------------------- 
   Interest income                                 1,024                 2,228 
   Foreign exchange gain, net                      1,707                 1,808 
   Equity in earnings of affiliated 
    companies                                          -                 2,874 
   Gain on investments in 
    partnership                                        -                 2,088 
   Other non-operating income                      6,586                 8,320 
------------------------------------  ------------------  -------------------- 
 Non-operating income                              9,318                17,320 
------------------------------------  ------------------  -------------------- 
   Interest expense                              111,152               104,019 
   Equity in losses of affiliated 
    companies                                      3,616                     - 
   Loss on investments in 
   partnership                                     1,529                     - 
   Other non-operating expenses                   17,893                22,049 
------------------------------------  ------------------  -------------------- 
 Non-operating expenses                          134,192               126,069 
------------------------------------  ------------------  -------------------- 
   Ordinary income                               340,997               520,414 
------------------------------------  ------------------  -------------------- 
       Gain on sale of investment 
        securities                                 4,758                 6,623 
       Dilution gain from changes in 
        equity interest                            1,407                 2,879 
       Gain on repurchase of 
        minority interests and 
        long-term debt                                 -                 4,187 
      Unrealized appreciation on 
       valuation of investments and 
       loss on sale of investments 
       at subsidiaries in the 
       U.S.,net                                        -                   263 
   Other special income                              489                   298 
------------------------------------  ------------------  -------------------- 
 Special income                                    6,655                14,252 
------------------------------------  ------------------  -------------------- 
   Valuation loss on investment 
    securities                                     5,167                 8,739 
       Unrealized appreciation on 
       valuation of investments and 
       loss on sale of investments 
       at subsidiaries in the 
       U.S.,net                                      303                     - 
       Loss on retirement of non 
        current assets                            48,786                 6,542 
       Loss on disaster                                -                14,416 
       Valuation loss on option                        -                 9,521 
       Loss on adjustment for 
        changes of accounting 
        standard for asset 
        retirement obligations                         -                 7,099 
       Other special losses                        4,145                 7,734 
 Special loss                                     58,403                54,053 
------------------------------------  ------------------  -------------------- 
       Income before income taxes 
        and minority interests                   289,249               480,612 
------------------------------------  ------------------  -------------------- 
 Income taxes: 
   Current                                       117,876               173,509 
   Correction                                          -                27,391 
   Deferred                                       26,683                32,047 
------------------------------------  ------------------  -------------------- 
 Total income taxes                              144,559               232,949 
------------------------------------  ------------------  -------------------- 
   Income before minority interests                    -               247,663 
------------------------------------  ------------------  -------------------- 
 Minority interests in net income                 47,973                57,950 
   Net income                                     96,716               189,712 
------------------------------------  ------------------  -------------------- 
 

Consolidated Statements of Comprehensive Income

(Millions of yen)

 
                                      Fiscal year ended     Fiscal year ended 
                                        March 31, 2010        March 31, 2011 
                                     -------------------  -------------------- 
                                       April 1, 2009 to     April 1, 2010 to 
                                        March 31, 2010        March 31, 2011 
                                     -------------------  -------------------- 
                                            Amount                      Amount 
-----------------------------------  -------------------  -------------------- 
 Income before minority interests                      -               247,663 
 Other comprehensive income 
   Unrealized gain on 
    available-for-sale securities                      -               (6,822) 
     Deferred gain on derivatives 
      under hedge accounting                           -               (3,176) 
   Foreign currency translation 
    adjustment                                         -              (10,195) 
       Share of other comprehensive 
        income of associates 
        accounted for using equity 
        method                                         -               (7,526) 
-----------------------------------  -------------------  -------------------- 
   Total other comprehensive income                    -              (27,720) 
-----------------------------------  -------------------  -------------------- 
 Comprehensive income                                  -               219,942 
-----------------------------------  -------------------  -------------------- 
 Comprehensive income attributable 
  to 
       Comprehensive income 
        attributable to owners of 
        the parent                                     -               159,777 
       Comprehensive income 
        attributable to minority 
        interests                                      -                60,165 
-----------------------------------  -------------------  -------------------- 
 

(3)Consolidated Statements of Changes in Equity

 
Fiscal year from April 
 1, 2009 to March 31, 
 2010:                                                                                                                                           (Millions of yen) 
                                                                                                                                      Stock 
                                                                                                                                   acquisition  Minority    Total 
                                           Shareholders' equity                         Valuation and translation adjustments        rights     interests   equity 
                           ----------------------------------------------------  ------------------------------------------------  -----------  ---------  ------- 
                                                                                   Unrealized     Deferred 
                                                  Retained                          gain on        gain on      Foreign 
                                    Additional    earnings                       available-for-  derivatives   currency 
                           Common     paid-in   (accumulated  Treasury                sale       under hedge  translation 
                            stock     capital     deficit)      stock    Total     securities    accounting   adjustments  Total 
 ------------------------  -------  ----------  ------------  --------  -------  --------------  -----------  -----------  ------  -----------  ---------  ------- 
 Balance at April 1, 
  2009                     187,681     211,999      (51,269)     (214)  348,197          31,334       25,117     (30,554)  25,897          289    450,414  824,798 
 ------------------------  -------  ----------  ------------  --------  -------  --------------  -----------  -----------  ------  -----------  ---------  ------- 
 Changes of items during 
  the year 
  Exercise of warrants       1,069       1,069             -         -    2,138               -            -            -       -            -          -    2,138 
  Cash dividends                 -           -    (2,702)            -  (2,702)               -            -            -       -            -          -  (2,702) 
  Net income                     -           -        96,716         -   96,716               -            -            -       -            -          -   96,716 
  Purchase of treasury 
   stock                         -           -             -      (11)     (11)               -            -            -       -            -          -   (11) 
   Adjustments of 
    retained earnings 
    (accumulated deficit) 
    due to change in 
    scope of the 
    consolidation                -           -           327         -      327               -            -            -       -            -          -      327 
       Items other than 
        changes in 
        shareholders' 
        equity, net              -           -             -         -        -          12,530     (10,589)      (1,971)    (30)          187     42,548   42,705 
 ------------------------  -------  ----------  ------------  --------  -------  --------------  -----------  -----------  ------  -----------  ---------  ------- 
 Total changes in the 
  year                       1,069       1,069        94,341      (11)   96,468          12,530     (10,589)      (1,971)    (30)          187     42,548  139,173 
 ------------------------  -------  ----------  ------------  --------  -------  --------------  -----------  -----------  ------  -----------  ---------  ------- 
 Balance at March 31, 
  2010                     188,750     213,068        43,071     (225)  444,665          43,864       14,528     (32,525)  25,866          476    492,963  963,971 
 ------------------------  -------  ----------  ------------  --------  -------  --------------  -----------  -----------  ------  -----------  ---------  ------- 
 
 
Fiscal year from 
April 1, 2010 to 
March 31, 2011:                                                                                                                              (Millions of yen) 
                                                                                                                                Stock 
                                                                                                                             acquisition  Minority     Total 
                                     Shareholders' equity                        Valuation and translation adjustments         rights     interests    equity 
                       ------------------------------------------------  --------------------------------------------------  -----------  ---------  --------- 
                                                                           Unrealized     Deferred 
                                                                            gain on        gain on      Foreign 
                                Additional                               available-for-  derivatives   currency 
                       Common     paid-in   Retained  Treasury                sale       under hedge  translation 
                        stock     capital   earnings    stock    Total     securities    accounting   adjustments   Total 
 --------------------  -------  ----------  --------  --------  -------  --------------  -----------  -----------  --------  -----------  ---------  --------- 
 Balance at April 1, 
  2010                 188,750     213,068    43,071     (225)  444,665          43,864       14,528     (32,525)    25,866          476    492,963    963,971 
 --------------------  -------  ----------  --------  --------  -------  --------------  -----------  -----------  --------  -----------  ---------  --------- 
   Decrease in 
    retained earnings 
    due to adoption 
    of practical 
    solution on 
    unification of 
    accounting 
    policies applied 
    to associates 
    accounted for 
    using the equity 
    method                   -           -   (4,510)         -  (4,510)               -            -            -         -            -          -    (4,510) 
 --------------------  -------  ----------  --------  --------  -------  --------------  -----------  -----------  --------  -----------  ---------  --------- 
 Changes of items 
 during the year 
  Exercise of 
   warrants                 24          24         -         -       49               -            -            -         -            -          -         49 
  Cash dividends             -           -  (5,411)          -  (5,411)               -            -            -         -            -          -   (5,411) 
  Net income                 -           -  189,712          -  189,712               -            -            -         -            -          -    189,712 
  Purchase of 
   treasury stock            -           -         -      (15)     (15)               -            -            -         -            -          -    (15) 
   Adjustments of 
    retained earnings 
    due to change in 
    scope of the 
    consolidation            -           -     (585)         -    (585)               -            -            -         -            -          -      (585) 
    Changes in 
     foreign 
     affiliate's 
     interests in its 
     subsidiary              -       (582)         -         -    (582)               -            -            -         -            -          -      (582) 
       Items other 
        than changes 
        in 
        shareholders' 
        equity, net          -           -         -         -        -         (8,943)      (3,303)     (17,687)  (29,935)          226  (233,301)  (263,010) 
 --------------------  -------  ----------  --------  --------  -------  --------------  -----------  -----------  --------  -----------  ---------  --------- 
 Total changes in the 
  year                      24       (558)   183,715      (15)  183,166         (8,943)      (3,303)     (17,687)  (29,935)          226  (233,301)   (79,843) 
 --------------------  -------  ----------  --------  --------  -------  --------------  -----------  -----------  --------  -----------  ---------  --------- 
 Balance at March 31, 
  2011                 188,775     212,510   222,277     (240)  623,321          34,920       11,224     (50,213)   (4,068)          703    259,661    879,618 
 --------------------  -------  ----------  --------  --------  -------  --------------  -----------  -----------  --------  -----------  ---------  --------- 
 

(4) Consolidated Statements of Cash Flows

 
(Millions of yen) 
-------------------------------------------------------------------------------------------------------------------------- 
                                                              Fiscal year ended                  Fiscal year ended 
                                                                March 31, 2010                     March 31, 2011 
                                                      --------------------------------  ---------------------------------- 
                                                              April 1, 2009 to                   April 1, 2010 to 
                                                                March 31, 2010                     March 31, 2011 
----------------------------------------------------  --------------------------------  ---------------------------------- 
 Cash flows from operating activities: 
 
   Income before income taxes and minority 
    interests                                                                  289,249                             480,612 
 
       Adjustments for: 
 Depreciation and amortization                                                 243,944                             224,937 
       Amortization of goodwill                                                 61,070                              62,688 
       Loss on retirement of non current 
        assets                                                                  48,786                               6,542 
       Equity in losses (earnings) of affiliated 
        companies                                                                3,616                             (2,874) 
       Dilution gain from changes in equity 
        interest, net                                                            (327)                             (2,045) 
       Valuation loss on investment securities                                   5,167                               8,739 
           Unrealized appreciation on valuation 
            of investments and loss on sale of 
            investments at subsidiaries in the 
            U.S., net                                                              303                               (263) 
       Gain on sale of marketable and investment 
        securities,net                                                         (4,621)                             (5,972) 
       Foreign exchange gain, net                                              (1,818)                             (1,587) 
       Interest and dividend income                                            (1,370)                             (3,856) 
       Interest expense                                                        111,152                             104,019 
       Changes in operating assets, and 
        liabilities 
          Decrease in receivables - trade                                       59,637                             167,452 
          (Decrease) increase in payables - 
           trade                                                               (1,038)                              33,679 
      Other, net                                                              (10,447)                              30,735 
----------------------------------------------------  --------------------------------  ---------------------------------- 
                       Sub-total                                               803,304                           1,102,806 
 
   Interest and dividends received                                               1,234                               3,900 
   Interest paid                                                              (97,297)                            (94,708) 
   Income taxes paid                                                          (39,191)                           (186,162) 
 Net cash provided by operating activities                                     668,050                             825,837 
----------------------------------------------------  --------------------------------  ---------------------------------- 
 

- Continued -

Consolidated Statements of Cash Flows (Continued)

 
                                                             (Millions of yen) 
------------------------------------------------------------------------------ 
                                         Fiscal year ended   Fiscal year ended 
                                           March 31, 2010      March 31, 2011 
                                        ------------------  ------------------ 
                                         April 1, 2009 to    April 1, 2010 to 
                                           March 31, 2010      March 31, 2011 
--------------------------------------  ------------------  ------------------ 
 Cash flows from investing activities: 
       Purchase of property and 
        equipment, and intangibles               (223,818)           (208,553) 
       Purchase of marketable and 
        investment securities                     (56,686)            (79,441) 
       Proceeds from sale of 
        marketable and investment 
        securities                                  19,040              31,492 
           Acquisition of interests in 
            subsidiaries newly 
            consolidated, net of cash 
            acquired                              (20,880)               (701) 
       Other, net                                    5,183             (7,243) 
--------------------------------------  ------------------  ------------------ 
 Net cash used in investing activities           (277,162)           (264,447) 
--------------------------------------  ------------------  ------------------ 
 Cash flows from financing activities: 
       (Decrease) increase in 
        short-term borrowings, net               (112,910)              20,129 
       Increase in commercial paper, 
        net                                              -              25,000 
       Proceeds from long-term debt                337,929             252,900 
       Repayment of long-term debt               (516,051)           (459,165) 
       Proceeds from issuance of bonds             183,433             233,936 
       Redemption of bonds                        (70,675)           (105,508) 
       Exercise of warrants                          2,138                  41 
        Proceeds from issuance of 
         shares to minority 
         shareholders                                1,493               1,684 
       Cash dividends paid                         (2,678)             (5,387) 
       Cash dividends paid to minority 
        shareholders                               (4,618)            (16,009) 
           Proceeds from sale and 
            lease back of equipment 
            newly acquired                         135,941             117,596 
       Repayment of lease obligations            (103,052)           (155,063) 
       Payments for additional 
        entrustment for debt 
        assumption                                       -            (75,000) 
        Payments for repurchase of 
         minority interests and 
         long-tem debt                                   -           (213,564) 
       Other, net                                 (10,512)            (19,316) 
--------------------------------------  ------------------  ------------------ 
 Net cash used in financing activities           (159,563)           (397,728) 
--------------------------------------  ------------------  ------------------ 
      Effect of exchange rate changes 
       on cash and cash equivalents                  (606)             (4,203) 
--------------------------------------  ------------------  ------------------ 
          Net increase in cash and 
           cash equivalents                        230,718             159,457 
--------------------------------------  ------------------  ------------------ 
          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 year                        457,644             687,681 
                                        ------------------  ------------------ 
 Cash and cash equivalents, end of 
  the year                                         687,681             847,155 
--------------------------------------  ------------------  ------------------ 
 

(5) Significant Doubt about Going Concern Assumption

There are no applicable items.

(6) Basis of Presentation of Consolidated Financial Statements

1. Changes in scope of consolidation

As of March 31, 2011, SOFTBANK CORP. (the "Company") consolidated 117 subsidiaries (together, the "Group"). 61 subsidiaries were not consolidated as the individual and aggregate amounts were not considered material in relation to the consolidated total assets, net sales, net income and retained earnings of the SOFTBANK Consolidated Financial Statements.

Changes in scope of consolidation are as follows:

<Increase>

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

<Decrease>

 
 4 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

As of March 31, 2011, the Company held 4 non-consolidated subsidiaries and 69 affiliates, all of which were accounted for under the equity method. 57 non-consolidated subsidiaries and 23 affiliates were not accounted for under the equity method, as the individual and aggregate amounts were not considered material in relation to the net income and retained earnings of the SOFTBANK Consolidated Financial Statements.

Changes in scope of equity method are as follows:

<Increase>

 
 24 companies 
  Significant changes: 
   Synacast Corporation (Synacast Corporation has changed its name 
    to PPLive Corporation at April 5, 2011.) 
   SB Asia Infrastructure Fund L.P.'s 12 affiliates under equity 
    method 
 Wireless City Planning Inc. 
 USTREAM, Inc. 
 

<Decrease>

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

3. Fiscal year end

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

 
<Fiscal year end>                               <Domestic>  <Overseas> 
March end                                               48          35 
(same as the consolidated balance sheet date) 
July end                                                 -           8 
December end                                             2          21 
January end                                              -           1 
February end                                             2           - 
 

4. Summary of significant accounting policies

(1) Evaluation standards and methods for major assets

[1] Marketable securities and investment securities

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

Available-for-sale securities:

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

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

Certain subsidiaries of the Company in the United States of America qualify as investment companies under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification Topic 946 (ASC 946) and account for the investment securities in accordance with the ASC 946. The investment securities are carried at fair value, and net changes in fair value are recorded in the consolidated statements of income under the application of the ASC 946.

[2] Derivative instruments: Stated at fair value

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

(2) Depreciation and amortization

[1] Property and equipment:

 
  Buildings and structures:   Computed primarily using the straight-line 
                               method 
  Telecommunications          Computed using the straight-line method 
   equipment: 
 Telecommunications           Computed using the straight-line method 
  service lines: 
 Others:                      Computed primarily using the straight-line 
                               method 
 

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

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

(3) Accounting principles for major allowances and accruals

<Allowance for doubtful accounts>

To prepare for uncollectible credits, allowance for doubtful accounts is calculated based on the actual bad debt ratio, and specific allowance for doubtful accounts deemed to be uncollectible is calculated considering its collectability.

<Accrued retirement benefits>

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

SOFTBANK MOBILE and SOFTBANK TELECOM amended the pension plans by suspending the defined benefit pension plans at the end of March 2007 and March 2006, respectively, and implementing defined contribution pension plans. The retirement benefits existed and calculated under the benefit pension plan were fixed and will be paid at the retirement of applicable employees, and the projected benefit obligations are calculated based on these fixed retirement benefits. As a result, service cost under the defined benefit pension plans at SOFTBANK MOBILE and SOFTBANK TELECOM did not occur for the fiscal year ended March 31, 2011.

<Allowance for point mileage >

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

(4) Translation of foreign currency transactions and accounts

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

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

(5) Accounting for significant hedge transactions

[1] Forward-exchange contract

<Hedge accounting>

Receivables and obligations denominated in foreign currencies for which foreign exchange forward contracts are used to hedge the foreign currency fluctuation are translated at the contracted rate, if the forward contracts qualify for hedge accounting. For forecasted transactions denominated in foreign currencies, recognitions of gains or losses resulting from changes in fair value of derivative instruments for hedging are deferred until the related gains and losses on hedged items are recognized.

<Derivative instruments for hedging and hedged items>

Derivative instruments for hedging: Forward-exchange contract

Hedged items: Foreign currency-denominated receivables, obligations and

forecasted transactions

<Hedging policy>

In accordance with the Group's policy, derivative financial instruments are used to hedge foreign exchange risk associated with hedged items denominated in foreign currencies.

< Effectiveness of hedge transactions >

For receivables and obligations denominated in foreign currencies, effectiveness of the hedge transaction is omitted due to qualifying for hedge accounting. For forecasted transaction denominated in foreign currencies, the effectiveness of hedge transaction is assessed by measuring high correlation between the variability of cash flows associated with the foreign currency fluctuation of hedged items and variability of cash flows of hedge instruments.

[2] Interest rate swap

<Hedge accounting>

Recognitions of gains or losses resulting from changes in fair value of derivative instruments for hedging are deferred until the related gains and losses on hedged items are recognized.

<Derivative instruments for hedging and hedged items>

Derivative instruments for hedging: Interest rate swap contracts

Hedged items: Interest expense on borrowings

<Hedging policy>

In accordance with the Group's policy, derivative financial instruments are used to hedge the risk of exposures to fluctuations in interest rates in accordance with its internal policies, regarding the authorization and credit limit amount.

< Effectiveness of hedge transactions >

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

[3] Collar transaction

<Hedge accounting>

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

<Derivative instruments for hedging and hedged items>

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

Hedged items: Equity security

<Hedging policy>

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

<Effectiveness of hedge transactions>

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

(6) Amortization of goodwill

"Goodwill" is amortized on a straight-line basis over reasonably estimated periods in which economic benefits are expected to be realized. Immaterial goodwill is expensed as incurred. The goodwill resulted from acquisition of Vodafone K.K. (currently SOFTBANK MOBILE) is amortized over a 20-year-period.

(7) Scope of cash and cash equivalents in the consolidated statements of cash flows

"Cash and cash equivalents" are comprised of cash on hand, bank deposits withdrawable on demand and highly liquid investments with initial maturities of three months or less and a low risk of fluctuation in value.

(8) Other

[1] Accounting method for consumption taxes

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

[2] Application of consolidated taxation system

BB Mobile Corp., as a parent company of the consolidated tax return, SOFTBANK MOBILE, and Telecom Express Co.,Ltd. adopted the consolidated taxation system.

(7) Changes in Basis of Presentation of Consolidated Financial Statements

1. Application of accounting standards codification (ASC) 810, consolidations, formerly SFAS No. 167, amendments to FASB interpretation No. 46 (R) (SFAS 167)

Effective April 1, 2010, certain subsidiaries of the Company that apply generally accepted accounting principles in the United States of America adopted ASC 810.

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 fiscal year ended March 31, 2011.

2. 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 fiscal year ended March 31, 2011. The effect of this change is not material for the fiscal year ended March 31, 2011.

3. 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 8,596 million for the fiscal year ended March 31, 2011.

(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 fiscal year ended March 31, 2011.

(8) Additional information

"Accounting Standard for Presentation of Comprehensive Income" (ASBJ Statement No. 25, June 30, 2010) was applied for the fiscal year ended March 31, 2011.

(9) Notes

(Consolidated Balance Sheets)

1. Accumulated depreciation of property and equipment

 
 As of March 31,      As of March 31, 
       2010                 2011 
           million              million 
1,048,584    yen    1,113,677     yen 
 
 

2. Investments in non-consolidated subsidiaries and affiliates

 
                                As of March 31,    As of March 31, 
                                      2010               2011 
Investment securities and                million             million 
 investments in partnerships    149,025    yen      192,046    yen 
 
 

3. 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 statement of income for the fiscal 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 
 

4. 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 March 31,     As of March 31, 
                                               2010                 2011 
Assets pledged as collateral: 
   Cash and deposits                     213,098              222,613 
   Notes and accounts receivable 
    - trade                              273,231              306,527 
  Marketable securities(1)                     -               73,592 
   Buildings and structures               12,133               11,694 
   Telecommunications equipment          182,945              281,936 
   Telecommunications service 
    lines                                     86                   71 
   Land                                   10,633               10,747 
    Investment securities and 
     investments in unconsolidated 
     subsidiaries and affiliated 
     companies                            81,701                    - 
   Investments and other assets 
    - other assets                        17,225                9,554 
                                                   million             million 
                                Total    791,054     yen      916,738    yen 
 
 
                                          As of March 31,     As of March 31, 
                                               2010                 2011 
Secured liabilities: 
   Accounts payable - trade                 1,674                964 
   Short-term borrowings                    1,928             93,686 
   Long - term debt(2)                  1,086,707            772,577 
                                                   million             million 
                                Total   1,090,310     yen    867,227    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 772,577 million, as of March 31, 2010 and March 31, 2011, 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 March 31, 
                                      As of March 31, 2010          2011 
Assets pledged as collateral: 
    Investment securities and 
     investments in unconsolidated 
     subsidiaries and affiliated                  million           million 
     companies                           2,000      yen       -       yen 
 

(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 49,903 million, as of March 31, 2010 and March 31, 2011, respectively) and "Long-term debt" (JPY 44,454 million, as of March 31, 2010). The amounts of the senior portion of the securitized installment sales receivables (JPY 219,813 million and JPY 49,903 million, as of March 31, 2010 and March 31, 2011, 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 2,920 million, as of March 31, 2010 and March 31, 2011, 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 2,920 million, as of March 31, 2010 and March 31, 2011, 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 March 31, 2010           As of March 31, 2011 
                                       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 March    As of March 31, 
                                                    31, 2010             2011 
Assets of which ownership 
 is not transferred: 
    Buildings and structures                35                         60 
    Telecommunications equipment        16,710                     55,075 
    Construction in progress             1,538                        186 
    Other property and equipment             -                          1 
    Software                             4,755                     14,055 
    Other intangibles                       12                        179 
    Investments and other assets 
     - other assets                        240                        328 
                                                     million               million 
                                Total   23,292         yen         69,886    yen 
 
 
                                          As of March 31,     As of March 31, 
                                               2010                 2011 
Installment payables: 
    Accounts payable - other 
     and accrued expenses                  4,148               9,906 
    Long- term accounts payable 
     - other                              20,741              63,086 
                                                   million            million 
                                Total     24,889     yen      72,993     yen 
 

5. Guarantee obligation (As of March 31, 2011)

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.

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

 
                                              As of March 31, 
             As of March 31, 2010              2011 
                      million                      million 
          16,846       yen                 15,894   yen 
 
 

7. Financial covenants (As of March 31, 2011)

The Group's interest-bearing debt includes financial covenants, with which the Group is in compliance. The major financial covenants are as follows. If the Group fails to comply with the following covenants, creditors may require repayment of all debt. (Where the covenants set several conditions, the strictest condition is presented below.)

As of March 31, 2011, there is no infringement of the debt covenants.

(1) The amount of the Company's net assets at the end of the year and the first half of the year must not fall below 75% of the Company's net assets at the end of the previous year.

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

(3) SOFTBANK MOBILE received a loan (the "SBM loan") from Mizuho Trust & Banking Co., Ltd. (the "lender"), which, as the Tokutei Kingai Trust Trustee, was entrusted with the proceeds by WBS Funding(1) . Under the terms of the SBM loan agreement, SOFTBANK MOBILE is allowed a certain degree of flexibility in its business operations, as a general rule. However, in the event that the loan agreement's financial performance targets (reduction in cumulative debt, adjusted EBITDA(2) , leverage ratio(3) ) or operational performance targets (number of subscribers) are not met, depending on the importance and the timing of the issue, the influence of the lender on the operations of SOFTBANK MOBILE might be increased. It is possible that limits will be placed on capital investment, that prior approval will be required for development of new services, that a majority of the board directors will be appointed, and that rights to assets pledged as collateral, including shares of SOFTBANK MOBILE, will be exercised.

Notes:

1. WBS Funding (Whole Business Securitization Funding)

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

2. Adjusted EBITDA

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

3. Leverage ratio

Leverage ratio = Debt / Adjusted EBITDA. The balance of debt does not include capital financing, subordinated loans from the SOFTBANK Group.

(Consolidated Statements of Income)

1. Selling, general and administrative expenses

 
                              Fiscal year ended            Fiscal year ended 
                               March 31, 2010               March 31, 2011 
Sales commission and 
 sales promotion                          million                      million 
 expense                    471,920           yen        513,482           yen 
Payroll and bonuses         125,798                      126,883 
   Provision for 
    allowance for 
    doubtful 
    accounts                  8,499                       14,646 
 

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:

 
                                        Fiscal year             Fiscal year 
                                        ended March             ended March 
                                        31, 2010                31, 2011 
Unrealized appreciation on 
 valuation of investment at 
 subsidiaries in the U.S.,net      1,927                  1,041 
Loss on sale of investments at 
 subsidiaries in the U.S.,net    (2,230)                  (777) 
                                 -------                -------  ------------- 
                                           million                     million 
             Total                 (303)    yen             263            yen 
 
 

3. Loss on retirement of non current assets (For the fiscal year ended March 31, 2010)

(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 to be removed upon termination of 2G mobile phone services in March, 2010. These pieces of telecommunications equipment were 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 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 year ended March 31, 2010, 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 fiscal year ended March 31, 2010.

The loss on retirement of non current assts of JPY 23,011 million consists of JPY 16,544 million for equipment removal cost and JPY 6,467 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 fiscal year ended March 31, 2010. The loss on retirement of non current assets of JPY 22,493 million consists of JPY 13,726 million for telecommunications equipment, JPY 8,689 million for software, and JPY 77 million for removal costs.

4. Loss on disaster (For the fiscal year ended March 31, 2011)

Loss on disaster was recorded due to the Great East Japan Earthquake occurred in March 2011.

The details are as follows:

 
 
Loss on damage and restoration expenses for                                    million 
 telecommunications network                                             6,243    yen 
      - Loss on retirement and demolition of telecommunications 
       network such as base stations due to the earthquake 
 - Removal, restoration, and check up expenses 
  for the assets described above 
   Loss on exemption of receivables from customers 
    and additional allowance for doubtful accounts                      3,636 
   - Exemption of receivables from customers afflicted 
    by the disaster 
   - Additional allowance for doubtful accounts 
    deemed to be uncollectable 
Loss on non cancelable advertisement contracts 
 which were already ordered                                             2,005 
Others                                                                  2,530 
      - Lending of mobile phone handsets free of charge 
       and replacement expenses of customer premises 
       equipment 
   - Business consignment expenses for call centers 
    to support customers corresponding 
    to the earthquake disaster 
- Supporting expenses for damaged agencies, 
 and others 
                                                           Total       14,416  million 
                                                                                 yen 
 
 

5. Valuation loss on option (For the fiscal year ended March 31, 2011)

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.

6. Income taxes - corrections (For the fiscal year ended March 31, 2011)

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 included in income taxes - correction and paid for the fiscal year ended March 31, 2011. Yahoo Japan submitted a request for reconsideration to the national tax tribunal and brought legal suit in April 2011.

(Consolidated Statements of Comprehensive Income)

(Additional information)

"Accounting Standard for Presentation of Comprehensive Income" (ASBJ Statement No. 25, June 30, 2010) was applied for the fiscal year ended March 31, 2011.

Fiscal year from April 1, 2010 to March 31, 2011

1. Comprehensive Income attributable for the last fiscal year ended March 31, 2010

 
 
Comprehensive income attributable                       million 
 to owners of the parent                        96,685    yen 
Comprehensive income attributable 
 to minority interests                          48,579 
                                   Total       145,265  million 
                                                          yen 
 
 

2. Other Comprehensive income for the last fiscal year end March 31, 2010

 
 
Unrealized gain on available-for-sale                    million 
 securities                                      12,806    yen 
Deferred gain on derivatives under 
 hedge accounting                              (10,788) 
Foreign currency translation adjustment         (3,618) 
   Share of other comprehensive income 
    of associates accounted for using 
    equity method                                 2,176 
                                   Total            575  million 
                                                           yen 
 
 

(Consolidated Statements of Changes in Equity)

Fiscal year from April 1, 2009 to March 31, 2010

1. Class and number of outstanding shares

(shares in thousands)

 
                     March 31,                         March 31, 
                        2009     Increase   Decrease      2010 
------------------  ----------  ---------  ---------  ---------- 
 Number of common 
       stocks        1,081,023    1,479        -       1,082,503 
------------------  ----------  ---------  ---------  ---------- 
 

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

2. Class and number of treasury stocks

(shares in thousands)

 
                     March 31,                         March 31, 
                        2009     Increase   Decrease      2010 
------------------  ----------  ---------  ---------  ---------- 
 Number of common 
       stocks           169         5          -       174 
------------------  ----------  ---------  ---------  ---------- 
 

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

3. Stock acquisition rights

(1) Stock acquisition rights as stock options

 
                   Detail of 
                     stock        Class 
                  acquisition      of               Number of shares for stock            Millions 
     Type           rights       shares          acquisition rights (in thousands)         of yen 
--------------  --------------  --------  ---------------------------------------------  --------- 
                                           March                                           March 
                                            31,                                March        31, 
                                            2009    Increase    Decrease      31, 2010      2010 
--------------  --------------  --------  -------  ----------  ----------  ------------  --------- 
 Consolidated 
  Subsidiaries         -                                   -                                450 
--------------  --------------  -------------------------------------------------------  --------- 
             Total                                         -                                450 
------------------------------  -------------------------------------------------------  --------- 
 
 

(2) Stock acquisition rights other than above

 
                   Detail of 
                     stock        Class 
                  acquisition      of               Number of shares for stock            Millions 
     Type           rights       shares          acquisition rights (in thousands)         of yen 
--------------  --------------  --------  ---------------------------------------------  --------- 
                                           March                                           March 
                                            31,                                March        31, 
                                            2009    Increase    Decrease      31, 2010      2010 
--------------  --------------  --------  -------  ----------  ----------  ------------  --------- 
 Consolidated 
  Subsidiaries         -                                   -                                 25 
--------------  --------------  -------------------------------------------------------  --------- 
             Total                                         -                                 25 
------------------------------  -------------------------------------------------------  --------- 
 
 

4. Dividends

(1) Dividend paid

 
    Resolution      Class of   Amount of     Dividend     Record     Effective 
                     shares     dividend     per share      date        date 
                                (Millions 
                                 of yen) 
-----------------  ---------  -----------  -----------  ----------  ---------- 
 Ordinary general    Common         2,702     JPY 2.50   March 31,   June 25, 
    meeting of       stocks                                 2009        2009 
  shareholders, 
  June 24, 2009 
-----------------  ---------  -----------  -----------  ----------  ---------- 
 

(2) Dividends which recorded date is in the fiscal year ended March 31, 2010 and effective date for payment is in the fiscal year ended March 31, 2011

 
  Resolution     Class    Amount of    Source    Dividend   Record   Effective 
                   of     dividend       of        per       date       date 
                 shares   (Millions   dividend    share 
                           of yen) 
--------------  -------  ----------  ---------  ---------  -------  ---------- 
   Ordinary      Common       5,411   Retained   JPY 5.00   March    June 28, 
    general      stocks               earnings               31,        2010 
  meeting of                                                 2010 
 shareholders, 
   June 25, 
     2010 
--------------  -------  ----------  ---------  ---------  -------  ---------- 
 

Fiscal year from April 1, 2010 to March 31, 2011

1. Class and number of outstanding shares

(shares in thousands)

 
                     March 31,                         March 31, 
                        2010     Increase   Decrease      2011 
------------------  ----------  ---------  ---------  ---------- 
 Number of common 
       stocks        1,082,503      26         -       1,082,530 
------------------  ----------  ---------  ---------  ---------- 
 

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

2. Class and number of treasury stocks

(shares in thousands)

 
                     March 31,                         March 31, 
                        2010     Increase   Decrease      2011 
------------------  ----------  ---------  ---------  ---------- 
 Number of common 
       stocks           174         5          -       180 
------------------  ----------  ---------  ---------  ---------- 
 

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

3. Stock acquisition rights

(1) Stock acquisition rights as stock options

 
                   Detail of 
                     stock        Class 
                  acquisition      of               Number of shares for stock            Millions 
     Type           rights       shares          acquisition rights (in thousands)         of yen 
--------------  --------------  --------  ---------------------------------------------  --------- 
                                           March                                           March 
                                            31,                                March        31, 
                                            2010    Increase    Decrease      31, 2011      2011 
--------------  --------------  --------  -------  ----------  ----------  ------------  --------- 
 The Company           -                                   -                                100 
--------------  --------------  -------------------------------------------------------  --------- 
 Consolidated 
  Subsidiaries         -                                   -                                585 
--------------  --------------  -------------------------------------------------------  --------- 
             Total                                         -                                685 
------------------------------  -------------------------------------------------------  --------- 
 
 

(2) Stock acquisition rights other than above

 
                   Detail of 
                     stock        Class 
                  acquisition      of               Number of shares for stock            Millions 
     Type           rights       shares          acquisition rights (in thousands)         of yen 
--------------  --------------  --------  ---------------------------------------------  --------- 
                                           March                                           March 
                                            31,                                March        31, 
                                            2010    Increase    Decrease      31, 2011      2011 
--------------  --------------  --------  -------  ----------  ----------  ------------  --------- 
 Consolidated 
  Subsidiaries         -                                   -                                 18 
--------------  --------------  -------------------------------------------------------  --------- 
             Total                                         -                                 18 
------------------------------  -------------------------------------------------------  --------- 
 
 

4. Dividends

(1) Dividend paid

 
    Resolution      Class of   Amount of     Dividend     Record     Effective 
                     shares     dividend     per share      date        date 
                                (Millions 
                                 of yen) 
-----------------  ---------  -----------  -----------  ----------  ---------- 
 Ordinary general    Common         5,411     JPY 5.00   March 31,   June 28, 
    meeting of       stocks                                 2010        2010 
  shareholders, 
  June 25, 2010 
-----------------  ---------  -----------  -----------  ----------  ---------- 
 

(2) Dividends which recorded date is in the fiscal year ended March 31, 2011 and effective date for payment is in the fiscal year ending March 31, 2012

 
  Resolution     Class    Amount of    Source    Dividend   Record   Effective 
                   of     dividend       of        per       date       date 
                 shares   (Millions   dividend    share 
                           of yen) 
--------------  -------  ----------  ---------  ---------  -------  ---------- 
   Ordinary      Common       5,411   Retained   JPY 5.00   March    June 27, 
    general      stocks               earnings               31,        2011 
  meeting of                                                 2011 
 shareholders, 
   June 24, 
     2011 
--------------  -------  ----------  ---------  ---------  -------  ---------- 
 

(Consolidated Statements of Cash Flows)

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

 
                                       As of March 31,     As of March 31, 
                                             2010                2011 
                                                million              million 
Cash and deposits                      690,053     yen     861,657    yen 
Marketable securities                    4,342              78,099 
Time deposits with original 
 maturity over three months            (2,733)            (14,832) 
   Stocks and bonds with original 
    maturity over three months         (3,980)            (77,769) 
                                                          --------  -------- 
                                                million              million 
Cash and cash equivalents              687,681    yen      847,155    yen 
 
 

2. Assets and liabilities of newly consolidated subsidiaries by acquisition (For the fiscal year ended March 31, 2010)

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

BB Modem Rental Yugen Kaisha

 
                                    As of March 31, 
                                          2010 
                                             million 
Current assets                      13,685      yen 
Non-current assets                   9,618 
Goodwill                             4,679 
   Current liabilities             (7,142) 
                                  --------  ---------- 
Acquisition cost (2)                20,840 
 Cash and cash equivalents               - 
  of newly 
  consolidated subsidiary 
Payment for the acquisition       (20,840)  million 
                                              yen 
 
 

Notes:

1. SOFTBANK BB spun off its modem rental business in order to concentrate on its core broadband business and established BB Modem Rental Yugen Kaisha ("BB Modem rental") in 2005. SOFTBANK BB sold its modem rental business (the sale of all BB Modem Rentals' whole ownership interest) to Yugen Kaisha Gemini BB in 2005.

On February 16, 2010, SOFTBANK BB acquired all shares of BB Modem Rental from Gemini BB Holdings, as a result of reconsideration of significance of its modem rental business after the Group's entry into Mobile Communications business in 2006. SOFTBANK BB merged BB Modem Rental on March 31, 2010, effectively.

2. Loan payable to SOFTBANK BB of JPY 20,827 million was included.

3. Income taxes paid

Payment for income taxes-corrections of JPY 26,450 million based on the receipt of the correction notice described in "(9) Notes (Consolidated Statements of Income) 6. Income taxes-corrections" are included in "Income taxes paid" in the consolidated statements of cash flows for the fiscal year ended March 31, 2011.

4. 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.

5. 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."

6. 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 fiscal year ended March 31, 2009 reached its maturity date for the fiscal year ended March 31, 2011. The amount of payment was recorded as "Payments for additional entrustment for debt assumption" in the consolidated statements of cash flows.

7. 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 fiscal year ended March 31, 2011. Of the total amount of the acquisition, the amount paid during the fiscal year ended March 31, 2011 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.

8. Non-cash investing and financing transaction

Acquisitions of fixed assets by installments were JPY 23,695 million and JPY 51,347 million, respectively for the fiscal year ended March 31, 2010 and March 31, 2011.

(Leases)

1. 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 year:

 
                                 As of March 31,    As of March 31, 
                                       2010               2011 
Telecommunications equipment 
 and 
 telecommunications service 
 lines 
 Acquisition cost                141,093             124,132 
 Accumulated depreciation       (67,776)            (73,353) 
 Accumulated impairment 
  loss                          (33,232)            (24,743) 
                                          million             million 
 Net leased property              40,084      yen     26,035      yen 
Buildings and structures 
 Acquisition cost                 46,730              46,715 
 Accumulated depreciation       (11,909)            (14,238) 
 Accumulated impairment 
  loss                                 -                   - 
                                          million             million 
 Net leased property              34,820      yen     32,477      yen 
Property and equipment - 
 others 
 Acquisition cost                 16,113              13,072 
 Accumulated depreciation       (10,223)             (9,859) 
 Accumulated impairment 
  loss                           (1,242)             (1,078) 
                                          million             million 
 Net leased property               4,647      yen      2,134      yen 
Intangible assets 
 Acquisition cost                  9,070               8,597 
 Accumulated depreciation        (6,669)             (8,004) 
 Accumulated impairment 
  loss                             (290)               (171) 
                                          million             million 
 Net leased property               2,110      yen        421      yen 
Total 
 Acquisition cost                213,007             192,518 
 Accumulated depreciation       (96,579)           (105,455) 
 Accumulated impairment 
  loss                          (34,765)            (25,992) 
                                          million             million 
 Net leased property              81,662      yen     61,069      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 583 million as of March 31, 2010 and March 31, 2011 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 March 31, 2011 were JPY 25,157 million and JPY 26,073 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 year:

 
                              As of March 31,    As of March 31, 
                                    2010               2011 
 
Due within one year            26,191            15,678 
Due after one year             79,431            62,845 
                                       million            million 
           Total              105,623      yen   78,523       yen 
 
Balance of allowance for 
 impairment loss on leased             million            million 
 property                      10,776      yen    4,530       yen 
 

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

 
                            Fiscal year ended              Fiscal year ended 
                             March 31, 2010                 March 31, 2011 
                                        million                        million 
Lease payments           36,752             yen         30,830             yen 
Payment of the 
 lease 
 obligation for 
 impaired leased 
 property                 8,416                          6,246 
Depreciation 
 expense                 23,960                         20,989 
Interest expense          8,654                          6,735 
Impairment loss             383                              - 
 

(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.

(Financial Instruments)

Fiscal year ended March 31, 2010

(Additional information)

"Accounting Standard for Financial Instruments" (ASBJ Statement No. 10, March 10, 2008) and its "Implementation Guidance on Disclosures about Fair Value of Financial Instruments" (ASBJ Guidance No. 19 Guidance, March 10, 2008) were applied for the fiscal year ended March 31, 2010.

1. Conditions of Financial instruments

(1) Management policy

The Group utilizes diversified financing methods of raising funds through both indirect financing, such as bank loans, and direct financing, such as issuance of bonds and commercial paper and borrowings through securitization, taking market conditions and current/non-current debts ratio into consideration. The Group makes short-term deposits for fund management purposes. The Group also utilizes derivative financial instruments to hedge various risks as described in detail below and does not enter into derivatives for trading or speculative purposes.

(2) Financial instruments, risks, and risk management

The notes and accounts receivable-trade are exposed to credit risk of customers. To minimize the credit risk, the Group performs due date controls and balance controls for each customer in accordance with internal customer credit management rules, and regularly screens major customers' credit status. For credit risk associated with installment sales receivables of mobile handsets, SOFTBANK MOBILE screens customers' credit in accordance with internal screening standards for new subscriber contracts as well as refers to an external institution for customers' credit status.

Marketable and investment securities are exposed to stock market fluctuation risk and foreign currency exchange risk. For those risks, the Group is continuously monitoring investees' financial condition, stock market fluctuation, and foreign currency exchange risk. The Group enters into a variable share prepaid forward contract (collar transaction) utilizing its shares of Yahoo! Inc. The purpose of this collar transaction is to hedge the variability of cash flows associated with the future market price of the underlying security, which will be used for the settlement of loans at their maturity.

Maturities of accounts payable-trade and accounts payable-other are mostly within one year. Loan payables with variable interest rate are exposed to interest rate risk, and interest rate swaps are used for certain loan payables in order to hedge this risk. Corporate bonds are mainly issued by the Company and corporate bonds denominated in foreign currency are exposed to foreign currency exchange risk. Foreign exchange forward contracts are used to hedge this risk.

In order to hedge the cash flow fluctuation risk associated with the future market price of underlying securities for sale, interest rate risk associated with financial assets and liabilities, and foreign currency exchange risk associated with assets and liabilities denominated in foreign currencies, derivative transactions such as a collar transaction, interest rate swap transactions, and foreign exchange forward contracts are used.

Hedge accounting is applied for certain derivative transactions. Hedging instruments and hedged items, hedging policy, and effectiveness of hedge transactions are described in "(6) Basis of Presentation of Consolidated Financial Statements 4. Summary of significant accounting policies (5) Accounting for significant hedge transactions." Derivative transactions entered into by the Company are implemented and controlled based on the Company's internal polices and are limited to the extent of actual demand. Balance and fair value of derivative transactions are reported regularly to the board of directors. Consolidated subsidiaries also manage the derivative transactions based on the Company's policies.

(3) Supplemental explanation regarding fair value of financial instruments

Fair value of financial instruments are measured based on the quoted market price, if available, or reasonably assessed value if a quoted market price is not available. Fair value of financial instruments which quoted market price is not available is calculated based on certain assumptions, and the fair value might differ if different assumptions are used. In addition, the contract amount of the derivative transactions described below in "(9) Notes (Derivative Transactions)" does not represent the market risk of the derivative transactions.

2. Fair value of financial instruments

The carrying amounts on the consolidated balance sheets, fair value, and differences as of March 31, 2010 are as follows.

In addition, financial instruments, of which it is extremely difficult to measure the fair value, are not included. (Please see "Notes 2. Financial instruments of which the fair value is extremely difficult to measure")

(Millions of yen)

 
                                                               As of March 31, 2010 
                                                    Carrying Amount  Fair value   Differences 
Assets 
(1) Cash and deposit                                       690,053     690,053           - 
(2) Notes and accounts receivable-trade                    816,550 
Allowance for doubtful accounts(1)                        (32,801) 
        Notes and accounts receivable-trade, 
         net                                               783,748     783,748           - 
(3) Marketable securities and 
 investment securities 
     [1]  Held-to-maturity debt securities                   1,499       1,344       (155) 
           Investments in unconsolidated 
            subsidiaries 
     [2]    and affiliated companies                         8,639      19,274      10,635 
     [3]  Other securities                                 148,777     148,777           - 
                                  Total                  1,632,718   1,643,198      10,480 
Liabilities 
(1) Accounts payable-trade                                 158,942     158,942           - 
 (2) Short-term borrowings                                 437,960     437,960           - 
(3) Current portion of corporate 
 bonds                                                      54,400      54,400           - 
(4) Accounts payable-other and 
 accrued expenses                                          451,408     451,408           - 
(5) Income taxes payable                                   100,483     100,483           - 
(6) Current portion of lease 
 obligations                                               109,768     109,768           - 
(7) Corporate bonds                                        448,523     488,877      40,353 
(8) Long-term debt                                       1,281,586   1,364,076      82,490 
(9) Lease obligations                                      224,484     224,922         438 
                                  Total                  3,267,557   3,390,840     123,282 
Derivative transactions (2) 
         Hedge accounting is not 
    [1]   applied                                            1,324       1,324           - 
    [2]  Hedge accounting is applied                        25,701      25,701           - 
                                  Total                     27,025      27,025           - 
 
 

Notes:

1. Allowance for doubtful accounts associated with notes and accounts receivable-trade are deducted.

2. Derivative assets and liabilities are on net basis.

Notes 1. Fair value measurement of financial instruments

Assets

(1) Cash and deposits

The carrying amount approximates fair value because of the short maturity of these instruments.

(2) Notes and accounts receivable-trade

The carrying amount of installment sales receivables approximates fair value, which is based on the present value of future cash flows through maturity discounted using an estimated credit-risk-adjusted interest rate. The carrying amount of notes and accounts receivable-trade other than installment sales receivables approximates fair value because of the short maturity of these instruments.

(3) Marketable and investment securities

The fair value of equity securities equals quoted market price, if available. The fair value of debt securities equals quoted market price or provided price by financial institutions. The investment securities held by certain subsidiaries in the United States of America which apply ASC 946 are carried at fair value (Please see "(9) Notes (Investment in Debt and Equity Securities) 5. Investment securities evaluated at fair value under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification"). Marketable and investment securities based on holding purpose are described in "(9) Notes (Investment in Debt and Equity Securities)."

Liabilities

(1) Accounts payable-trade, (4) Accounts payable-other, and (5) Income taxes payable

The carrying amount approximates fair value because of the short maturity of these instruments.

(2) Short-term borrowings

The carrying amount of the current portion of long-term debt approximates fair value since the carrying amount was equivalent to the present value of future cash flows discounted using the current borrowing rate for similar debt of a comparable maturity. Borrowings other than the current portion of long-term debt, the carrying amount approximates fair value because of the short maturity of these instruments.

(3) Current portion of corporate bonds

The carrying amount approximates fair value because the carrying amount was equivalent to the quoted market price.

(6) Current portion of lease obligations

The carrying amount approximates fair value since the carrying amount was equivalent to the present value of future cash flows discounted using the current interest rate for similar lease contracts of comparable maturities and contract conditions.

(7) Corporate bonds

Fair value equals the quoted market price or the price provided by a financial institution. For certain corporate bonds denominated in foreign currencies, for which foreign exchange forward contracts are used to hedge the foreign currency fluctuations, fair value includes fair value of the derivative financial instrument.

(8) Long-term debt

Fair value of long-term debts is based on the price provided by a financial institution or the present value of future cash flows discounted using the current borrowing rate for similar debt of a comparable maturity.

(9) Lease obligations

Fair value equals to the present value of future cash flows discounted using the current interest rate for similar lease contracts of comparable maturities and contract conditions.

Derivative Transactions

Contract amount, fair value, unrealized gain or loss, and others are described in "(9) Notes (Derivative Transactions)."

Notes 2. Financial instruments of which the fair value is extremely difficult to measure.

(Millions of yen)

 
                              Classification         Carrying Amounts 
 Unlisted investment securities of unconsolidated 
  subsidiaries 
  and affiliated companies                                    140,386 
Unlisted equity securities                                     68,241 
 Investments in partnerships                                    6,827 
                                    Total                     215,454 
 

Above are not included in "Assets (3) Marketable and investment securities" because there is no market value and it is extremely difficult to measure the fair value.

Notes 3. The redemption schedule for money claim and held-to-maturity debt securities with maturity date subsequent to the consolidated balance sheets date.

(Millions of yen)

 
                                                                   April 
                                                                     1, 
                                                                    2015 
                                       April 1,         April 1,     to 
                                        2010 to          2011 to   March    April 1, 
                                       March 31,        March 31,   31,     2020 and 
        Classification                   2011             2015      2020   thereafter 
 Cash and deposits                            690,053           -       -           - 
 Notes and accounts 
  receivable-trade                            693,406     123,144  -       - 
 Marketable and investment 
  securities 
    Held-to-maturity debt 
     securities 
     (corporate bonds)                            800         100       -         600 
    Other securities with 
     maturity date 
     (corporate bonds)                              0         503  27,000           - 
    Other securities with 
     maturity date (other)                        300           -       -           - 
                     Sub-total                  1,100         603  27,000         600 
                       Total                1,384,559     123,747  27,000         600 
 

Notes 4. The redemption schedule for corporate bonds, long-term debt, and lease obligations subsequent to the consolidated balance sheets date.

(Millions of yen)

 
                                April 1,    April 1,    April 1,    April 1, 
                                 2010 to     2011 to     2012 to     2013 to 
                                March 31,   March 31,   March 31,   March 31, 
       Classification             2011        2012        2013        2014 
 Corporate bonds                   54,400     128,500     144,998      97,625 
 Long-term debt                   229,653     184,804     136,691     250,200 
 Lease obligations                109,768      79,639      77,552      39,726 
                       Total      393,821     392,943     359,241     387,552 
 
 
                                April 1,    April 1, 
                                 2014 to     2015 to        April 1, 
                                March 31,   March 31,          2020 
       Classification             2015        2020        and thereafter 
 Corporate bonds                   44,900      32,500                    - 
 Long-term debt                   232,581     477,308  - 
 Lease obligations                 24,715       2,850  - 
                       Total      302,197     512,658                    - 
 

Fiscal year ended March 31, 2011

1. Conditions of Financial instruments

(1) Management policy

The Group utilizes diversified financing methods of raising funds through both indirect financing, such as bank loans, and direct financing, such as issuance of bonds and commercial paper and borrowings through securitization, taking market conditions and current/non-current debts ratio into consideration. The Group makes short-term deposits for fund management purposes. The Group also utilizes derivative financial instruments to hedge various risks as described in detail below and does not enter into derivatives for trading or speculative purposes.

(2) Financial instruments, risks, and risk management

The notes and accounts receivable-trade are exposed to credit risk of customers. To minimize the credit risk, the Group performs due date controls and balance controls for each customer in accordance with internal customer credit management rules, and regularly screens major customers' credit status. For credit risk associated with installment sales receivables of mobile handsets, SOFTBANK MOBILE screens customers' credit in accordance with internal screening standards for new subscriber contracts as well as refers to an external institution for customers' credit status.

Marketable and investment securities are exposed to stock market fluctuation risk and foreign currency exchange risk. For those risks, the Group is continuously monitoring investees' financial condition, stock market fluctuation, and foreign currency exchange risk. The Group enters into a variable share prepaid forward contract (collar transaction) utilizing its shares of Yahoo! Inc. The purpose of this collar transaction is to hedge the variability of cash flows associated with the future market price of the underlying security, which will be used for the settlement of loans at their maturity.

Maturities of accounts payable-trade and accounts payable-other are mostly within one year. Loan payables with variable interest rate are exposed to interest rate risk, and interest rate swaps are used for certain loan payables in order to hedge this risk. Corporate bonds are mainly issued by the Company and corporate bonds denominated in foreign currency are exposed to foreign currency exchange risk. Foreign exchange forward contracts are used to hedge this risk.

In order to hedge the cash flow fluctuation risk associated with the future market price of underlying securities for sale, interest rate risk associated with financial assets and liabilities, and foreign currency exchange risk associated with assets and liabilities denominated in foreign currencies, derivative transactions such as a collar transaction, interest rate swap transactions, and foreign exchange forward contracts are used.

Hedge accounting is applied for certain derivative transactions. Hedging instruments and hedged items, hedging policy, and effectiveness of hedge transactions are described in "(6) Basis of Presentation of Consolidated Financial Statements 4. Summary of significant accounting policies (5) Accounting for significant hedge transactions." Derivative transactions entered into by the Company are implemented and controlled based on the Company's internal polices and are limited to the extent of actual demand. Balance and fair value of derivative transactions are reported regularly to the board of directors. Consolidated subsidiaries also manage the derivative transactions based on the Company's policies.

(3) Supplemental explanation regarding fair value of financial instruments

Fair value of financial instruments are measured based on the quoted market price, if available, or reasonably assessed value if a quoted market price is not available. Fair value of financial instruments which quoted market price is not available is calculated based on certain assumptions, and the fair value might differ if different assumptions are used. In addition, the contract amount of the derivative transactions described below in "(9) Notes (Derivative Transactions)" does not represent the market risk of the derivative transactions.

2. Fair value of financial instruments

The carrying amounts on the consolidated balance sheets, fair value, and differences as of March 31, 2011 are as follows.

In addition, financial instruments, of which it is extremely difficult to measure the fair value, are not included. (Please see "Notes 2. Financial instruments of which the fair value is extremely difficult to measure")

(Millions of yen)

 
                                                            As of March 31, 2011 
                                                     Carrying 
                                                      Amount     Fair value  Differences 
Assets 
(1) Cash and deposit                                   861,657     861,657             - 
(2) Notes and accounts receivable-trade                657,774 
Allowance for doubtful accounts(1)                    (36,063) 
        Notes and accounts receivable-trade, 
         net                                           621,710     621,710             - 
(3) Marketable securities and 
 investment securities 
     [1]  Held-to-maturity debt securities               1,587       1,487         (100) 
           Investments in unconsolidated 
            subsidiaries 
     [2]    and affiliated companies                    15,937      30,947        15,009 
     [3]  Other securities                             160,025     160,025             - 
                                  Total              1,660,919   1,675,827        14,908 
Liabilities 
(1) Accounts payable-trade                             193,644     193,644             - 
 (2) Short-term borrowings                             410,950     410,950             - 
 (3) Commercial paper                                   25,000      25,000             - 
(4) Current portion of corporate 
 bonds                                                 128,500     128,500             - 
(5) Accounts payable-other and 
 accrued expenses                                      561,421     561,421             - 
(6) Income taxes payable                               115,355     115,355             - 
(7) Current portion of lease 
 obligations                                           131,305     131,305             - 
 (8) Corporate bonds                                   507,390     584,477        77,087 
 (9) Long-term debt                                  1,030,959   1,102,328        71,368 
(10) Long-term accounts payable-other                  265,141     265,085          (56) 
(11) Lease obligations                                 199,769     203,113         3,343 
                                  Total              3,569,439   3,721,182       151,742 
Derivative transactions (2) 
         Hedge accounting is not 
    [1]   applied                                        (216)       (216)             - 
    [2]  Hedge accounting is applied                    20,856      20,856             - 
                                  Total                 20,640      20,640             - 
 
 

Notes:

1. Allowance for doubtful accounts associated with notes and accounts receivable-trade are deducted.

2. Derivative assets and liabilities are on net basis. Net liabilities are disclosed in brackets.

Notes 1. Fair value measurement of financial instruments

Assets

(1) Cash and deposits

The carrying amount approximates fair value because of the short maturity of these instruments.

(2) Notes and accounts receivable-trade

The carrying amount of installment sales receivables approximates fair value, which is based on the present value of future cash flows through maturity discounted using an estimated credit-risk-adjusted interest rate. The carrying amount of notes and accounts receivable-trade other than installment sales receivables approximates fair value because of the short maturity of these instruments.

(3) Marketable and investment securities

The fair value of equity securities equals quoted market price, if available. The fair value of debt securities equals quoted market price or provided price by financial institutions. The investment securities held by certain subsidiaries in the United States of America which apply ASC 946 are carried at fair value (Please see "(9) Notes (Investment in Debt and Equity Securities) 5. Investment securities evaluated at fair value under the provisions set forth in Financial Services - Investment Companies of the FASB Accounting Standards Codification"). Marketable and investment securities based on holding purpose are described in "(9) Notes (Investment in Debt and Equity Securities)."

Liabilities

(1) Accounts payable-trade, (3) Commercial paper, (5) Accounts payable-other, and (6) Income taxes payable

The carrying amount approximates fair value because of the short maturity of these instruments.

(2) Short-term borrowings

The carrying amount of the current portion of long-term debt approximates fair value since the carrying amount was equivalent to the present value of future cash flows discounted using the current borrowing rate for similar debt of a comparable maturity. Borrowings other than the current portion of long-term debt, the carrying amount approximates fair value because of the short maturity of these instruments.

(4) Current portion of corporate bonds

The carrying amount approximates fair value because the carrying amount was equivalent to the quoted market price.

(7) Current portion of lease obligations

The carrying amount approximates fair value since the carrying amount was equivalent to the present value of future cash flows discounted using the current interest rate for similar lease contracts of comparable maturities and contract conditions.

(8) Corporate bonds

Fair value equals the quoted market price or the price provided by a financial institution.

(9) Long-term debt

Fair value of long-term debts is based on the price provided by a financial institution or the present value of future cash flows discounted using the current borrowing rate for similar debt of a comparable maturity.

(10) Long-term accounts payable - other

Fair value of long-tem accounts payable - other is based on the present value of future cash flows discounted using the rate with consideration for period up to payment date and credit risk.

(11) Lease obligations

Fair value equals to the present value of future cash flows discounted using the current interest rate for similar lease contracts of comparable maturities and contract conditions.

Derivative Transactions

Contract amount, fair value, unrealized gain or loss, and others are described in "(9) Notes (Derivative Transactions)."

Notes 2. Financial instruments of which the fair value is extremely difficult to measure.

(Millions of yen)

 
                              Classification         Carrying Amounts 
 Unlisted investment securities of unconsolidated 
  subsidiaries 
  and affiliated companies                                    176,108 
 Unlisted equity securities                                    55,297 
 Investments in partnerships                                    9,579 
                                    Total                     240,985 
 

Above are not included in "Assets (3) Marketable and investment securities" because there is no market value and it is extremely difficult to measure the fair value.

Notes 3. The redemption schedule for money claim and held-to-maturity debt securities with maturity date subsequent to the consolidated balance sheets date.

(Millions of yen)

 
                                                                    April 
                                                                      1, 
                                                                     2016 
                                  April 1,         April 1,           to 
                                   2011 to          2012 to         March        April 1, 
                                  March 31,        March 31,         31,           2021 
        Classification              2012              2016           2021     and thereafter 
 Cash and deposits                  861,657                      -       -                   - 
 Notes and accounts 
  receivable-trade                  566,564                 91,210       -                   - 
 Marketable and investment 
  securities 
    Held-to-maturity debt 
     securities 
     (corporate bonds)                1,100                      -       -                 600 
    Other securities with 
     maturity date 
     (corporate bonds)                  117                    400  27,200                   - 
    Other securities with 
     maturity date (other)                -                    109       -                   - 
                     Sub-total        1,217                    509  27,200                 600 
                       Total      1,429,438                 91,719  27,200                 600 
 

Notes 4. The redemption schedule for corporate bonds, long-term debt, lease obligations, and other interest bearing debt subsequent to the consolidated balance sheets date.

(Millions of yen)

 
                                April 1,    April 1,    April 1,    April 1, 
                                 2011 to     2012 to     2013 to     2014 to 
                                March 31,   March 31,   March 31,   March 31, 
       Classification             2012        2013        2014        2015 
 Corporate bonds                  128,500     144,998     204,992      44,900 
 Long-term debt                   182,694     124,100     268,825     232,581 
 Lease obligations                131,305      85,325      55,599      40,919 
   Accounts payable - other 
    by installment purchase         9,906      13,921      13,921      13,921 
                       Total      452,407     368,345     543,338     332,322 
 
 
                                April 1,    April 1, 
                                 2015 to     2016 to        April 1, 
                                March 31,   March 31,          2021 
       Classification             2016        2021        and thereafter 
 Corporate bonds                   70,000      42,500  - 
 Long-term debt                   230,000     175,452  - 
 Lease obligations                 17,861          63  - 
   Accounts payable - other 
    by installment purchase        13,921       7,401                    - 
                       Total      331,782     225,417                    - 
 

(Investment in Debt and Equity Securities)

For the fiscal year ended March 31, 2010

1. Held-to-maturity debt securities

(Millions of yen)

 
                       Classification              As of March 31, 2010 
                                            Carrying 
                                             Amount     Fair value  Differences 
 Fair value > Carrying Amount 
 Corporate bonds                                  199         199             0 
 Fair value Carrying Amount 
 Corporate bonds                                1,300       1,144         (155) 
  Total                                         1,499       1,344         (155) 
 
 

2. Marketable and investment securities at fair value

(Millions of yen)

 
                        Classification            As of March 31, 2010 
                                           Carrying    Investment 
                                            Amount        Cost     Differences 
 Carrying Amount > Investment 
  Cost 
     (1)  Equity securities                    93,084      19,014       74,070 
     (2)  Debt securities                      28,680      26,397        2,283 
     (3)  Others                                2,718       2,359          358 
            Sub-total                         124,483      47,771       76,712 
 Carrying Amount Investment Cost 
     (1)  Equity securities                     8,010      11,337      (3,326) 
     (2)  Debt securities                         276         276            - 
     (3)  Others                                  690         704         (14) 
            Sub-total                           8,976      12,317      (3,340) 
            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 "5. Investment securities evaluated at fair value under the provisions set forth in Financial Services- Investment Companies of the FASB Accounting Standards Codification."

3. Marketable and investment securities sold during the fiscal year ended March 31, 2010

(Millions of yen)

 
                                                        Loss on 
                Securities  Sales Price  Gain on sales   sales 
(1)  Equity securities            1,437            803      226 
(2)  Others                       3,049             56        - 
     Total                        4,487            860      226 
 

Note: Sales price of JPY 760 million, gain on sales of JPY 580 million, and loss on sales of JPY 57 million for financial instruments of which the fair value is extremely difficult to measure are included in the amounts above.

4. Marketable and investment securities impaired

Certain marketable and investment securities are impaired, and valuation loss on investment securities of JPY 5,167 million (valuation loss on investment securities, of which the fair value is extremely difficult to measure, of JPY 3,183 million is included) is recorded for the fiscal year ended March 31, 2010.

5. 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.

Proceeds from sales and 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

Proceeds from sales: 1,864 million yen

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

Regarding net changes in fair value of the investment securities and gain on sale of the investment securities, please see "(9) Notes (Consolidated Statements of Income) 2. Unrealized appreciation on valuation of investments and loss on sale of investments at subsidiaries in the United States of America, net."

For the fiscal year ended March 31, 2011

1. Held-to-maturity debt securities

(Millions of yen)

 
                       Classification              As of March 31, 2011 
                                            Carrying 
                                             Amount     Fair value  Differences 
 Fair value > Carrying Amount 
 Corporate bonds                                  197         199             1 
 Fair value Carrying Amount 
 Corporate bonds                                1,390       1,288         (102) 
  Total                                         1,587       1,487         (100) 
 
 

2. Marketable and investment securities at fair value

(Millions of yen)

 
                        Classification            As of March 31, 2011 
                                           Carrying    Investment 
                                            Amount        Cost     Differences 
 Carrying Amount > Investment 
  Cost 
     (1)  Equity securities                    92,582      19,151       73,430 
     (2)  Debt securities                      31,060      26,587        4,473 
     (3)  Others                                2,390       2,298           91 
            Sub-total                         126,033      48,038       77,995 
 Carrying Amount Investment Cost 
     (1)  Equity securities                    20,185      27,667      (7,481) 
     (2)  Debt securities                         693         702          (9) 
     (3)  Others                                  632         636          (4) 
            Sub-total                          21,510      29,005      (7,494) 
            Total                             147,544      77,043       70,500 
 

Note: Investment securities held by certain subsidiaries in the United States of America which apply ASC 946 are described in below "5. Investment securities evaluated at fair value under the provisions set forth in Financial Services- Investment Companies of the FASB Accounting Standards Codification."

3. Marketable and investment securities sold during the fiscal year ended March 31, 2011

(Millions of yen)

 
                                                        Loss on 
                Securities  Sales Price  Gain on sales   sales 
(1)  Equity securities           13,650          1,971      598 
(2)  Others                       3,767            105        1 
     Total                       17,418          2,076      600 
 

Note: Sales price of JPY 371 million, gain on sales of JPY 173 million, and loss on sales of JPY 123 million for financial instruments of which the fair value is extremely difficult to measure are included in the amounts above.

4. Marketable and investment securities impaired

Certain marketable and investment securities are impaired, and valuation loss on investment securities of JPY 8,739 million (valuation loss on investment securities, of which the fair value is extremely difficult to measure, of JPY 6,168 million is included) is recorded for the fiscal year ended March 31, 2011.

5. 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.

Proceeds from sales and the carrying amounts of the investment securities at fair value recorded in the consolidated balance sheets as of March 31, 2011 were as follows:

As of March 31, 2011

Proceeds from sales: 1,550 million yen

Carrying amounts of investment securities at fair value : 12,480 million yen

Regarding net changes in fair value of the investment securities and gain on sale of the investment securities, please see "(9) Notes (Consolidated Statements of Income) 2. Unrealized appreciation on valuation of investments and loss on sale of investments at subsidiaries in the United States of America, net."

(Derivative Transactions)

As of March 31, 2010

(1) Derivative transactions to which the Company did not apply hedge accounting

1. Currency Related

(Millions of yen)

 
                                                              March 31, 2010 
                                  Nature of                           Fair     Unrealized 
                                  transaction    Contract amounts     value    gain(loss) 
                                                           Over 1 
                                                             year 
 Off-market      Forward exchange contracts 
  transactions    to- 
      Purchase U.S. dollars 
  -    and sell Japanese yen                       81,567        -      1,357       1,357 
      Purchase Euro and sell 
  -    Japanese yen                                   657        -       (33)        (33) 
                         Total                     82,225        -      1,324       1,324 
 
 

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

2. Interest Related

There are no applicable items.

3. Securities Related

There are no applicable items.

(2) Derivative transactions to which the Company applied hedge accounting

1. Currency Related

(Millions of yen)

 
Hedge accounting       Nature of                                               Fair 
      method          transaction     Hedged items      Contract amount       value 
                                                             Over 1 
                                                              year 
                   Forward-exchange 
                    contracts: 
    Deferral        Purchased option 
 hedge accounting   to buy 
                    Forecasted 
                     transactions 
                     for expenses 
                     denominated 
                     in foreign 
  U.S. dollars       currencies                         843               -        43 
                    Forecasted 
                     transactions 
                     for expenses 
                     denominated 
                     in foreign 
  Euro               currencies                          13               -       (0) 
                   Forward-exchange 
     Alternative    contracts: 
        method      Purchased option 
       (Note 2)     to buy 
                    Accounts payable- 
  U.S. dollars       trade and other                    545               -  (Note 3) 
                    Accounts payable- 
                     trade, and 
  Euro               corporate bonds                 49,120          47,807  (Note 3) 
                       Total                         50,522      47,807            43 
 

Notes:

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

2. Foreign monetary obligations denominated in foreign currencies for which foreign exchange forward contracts are used to hedge the foreign currency fluctuation are translated at the contracted rate, if the forward contracts qualify for hedge accounting.

3. For certain accounts payable-trade, accounts payable-other and corporate bonds denominated in foreign currencies for which foreign exchange forward contracts are used to hedge the foreign currency fluctuations, fair value of derivative financial instrument is included in fair value of the accounts payable-trade, accounts payable-other and corporate bonds as hedged items.

2. Interest Related

(Millions of yen)

 
    Hedge 
  accounting       Nature of 
    method        transaction     Hedged items    Contract amount   Fair value 
                                                           Over 1 
                                                            year 
Deferral hedge 
  accounting    Interest swap: 
 Receiving 
  floating rate 
  and paying 
  fix rate        Interest for loan                15,000   10,000       (260) 
                     Total                       15,000    10,000        (260) 
 

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

3. Securities Related

(Millions of yen)

 
   Hedge 
 accounting     Nature of 
   method      transaction   Hedged items      Contract amount      Fair value 
                                                           Over 1 
                                                            year 
              Collar 
               transaction: 
               A variable 
               share 
               prepaid 
               forward 
               contract 
               consisting 
               of a 
               purchased 
  Deferral     put option 
    hedge      and a sold    Equity 
 accounting    call option    securities          105,697  105,697      25,918 
                  Total                           105,697  105,697      25,918 
 

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

As of March 31, 2011

(1) Derivative transactions to which the Company did not apply hedge accounting

1. Currency Related

(Millions of yen)

 
                                                              March 31, 2011 
                                  Nature of                           Fair     Unrealized 
                                  transaction    Contract amounts     value    gain(loss) 
                                                           Over 1 
                                                            year 
 Off-market      Forward exchange contracts 
  transactions    to- 
      Purchase U.S. dollars 
  -    and sell Japanese yen                       52,791        -      (217)       (217) 
      Purchase U.S. dollars 
  -    and sell Korean won                            353        -          1           1 
                         Total                     53,144        -      (216)       (216) 
 
 

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

2. Interest Related

There are no applicable items.

3. Securities Related

There are no applicable items.

(2) Derivative transactions to which the Company applied hedge accounting

1. Currency Related

(Millions of yen)

 
    Hedge 
 accounting        Nature of 
   method         transaction     Hedged items    Contract amount   Fair value 
                                                          Over 1 
                                                           year 
               Forward-exchange 
  Deferral      contracts: 
    hedge       Purchased option 
 accounting     to buy 
                    Forecasted 
                     transactions 
                     for expenses 
                     denominated 
                     in foreign 
  U.S. dollars       currencies                      205         -         (3) 
                    Forecasted 
                     transactions 
                     for expenses 
                     denominated 
                     in foreign 
  Euro               currencies                    1,181         -         (1) 
                     Total                        1,387   -                (5) 
 

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

2. Interest Related

(Millions of yen)

 
   Hedge 
accounting    Nature of      Hedged 
  method      transaction     items          Contract amount        Fair value 
                                                     Over 1 
                                                      year 
 Deferral 
   hedge     Interest 
accounting   swap: 
 Receiving 
  floating 
  rate and 
  paying fix 
  rate         Interest for loan            104,000         99,000     (1,418) 
                Total                       104,000         99,000     (1,418) 
 

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

3. Securities Related

(Millions of yen)

 
   Hedge 
accounting     Nature of      Hedged                                     Fair 
  method      transaction      items            Contract amount         value 
                                                       Over 1 
                                                        year 
             Collar 
              transaction: 
              A variable 
              share 
              prepaid 
              forward 
              contract 
              consisting 
              of a 
              purchased 
 Deferral     put option 
   hedge      and a sold    Equity 
 accounting   call option    securities        94,461                -  22,280 
                 Total                         94,461                -  22,280 
 

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

(Income Taxes)

 
        For the fiscal year ended March 31, 
                        2010                                    For the fiscal year ended March 31, 2011 
     Significant components of deferred                          Significant components of deferred 
1.    tax assets and liabilities                      1.          tax assets and liabilities 
                                      (Million yen)                                                    (Million yen) 
     Deferred tax assets                                          Deferred tax assets 
       Depreciation / 
       Amortization                      99,676                     Loss carryforwards                    79,172 
       Loss carryforwards                88,229                     Depreciation / Amortization           64,682 
       Revaluation of acquired 
       consolidated subsidiary 
       at the respective fair 
       market value                      54,774                       Investment securities               48,450 
                                                                    Revaluation of acquired 
                                                                    consolidated subsidiary at 
       Allowances for doubtful                                      the respective fair market 
       accounts                          39,377                     value                                 43,560 
                                                                    Accounts payable-other and 
       Investment securities             32,106                      accrued expenses                     31,520 
       Accounts payable-other                                       Allowances for doubtful 
       and accrued expenses              29,302                     accounts                              19,903 
       Allowances for point 
       mileage                           19,211                     Allowances for point mileage          17,068 
       Others                            52,860                     Others                                64,275 
 
      Gross deferred tax assets         415,538                     Gross deferred tax assets            368,633 
      Less: valuation allowance       (174,215)                     Less: valuation allowance          (141,498) 
      Total deferred tax assets         241,323                     Total deferred tax assets            227,135 
 
 
    Deferred tax liabilities                                  Deferred tax liabilities 
      Unrealized gains on other                                     Unrealized gains on other 
       securities                      (30,504)                      securities                         (27,844) 
                                                                      Deferred taxable gain on a 
                                                                      sale of shares of a 
      Deferred gain on                                                subsidiary to a 100% owned 
      derivatives under hedge                                         subsidiary under Japanese 
      accounting                       (10,251)                       group taxation regime             (13,294) 
                                                                    Deferred gain on derivatives 
      Others                            (4,106)                      under hedge accounting              (7,642) 
             Total deferred tax 
             liabilities               (44,862)                     Others                              (11,987) 
                                                                           Total deferred tax 
      Net deferred tax assets           196,461                            liabilities                  (60,768) 
                                                                    Net deferred tax assets              166,366 
 
      Reconciliation between the statutory                      Reconciliation between the statutory 
       income tax rate                                           income tax rate 
2.     and effective income tax rate:                 2.         and effective income tax rate: 
 
     Statutory tax rate                   40.69%              Statutory tax rate                           40.69% 
     (Reconciliation)                                         (Reconciliation) 
       Change in valuation                                      Income taxes, current, 
       allowance                         (8.64)%                correction, and deferred                    5.70% 
       Amortization of goodwill            8.40                  Amortization of goodwill                   5.09 
         Consolidation 
         adjustments resulting 
         from gain on sale of 
         investments in 
         consolidated                                               Change in valuation 
         subsidiaries                      7.26                     allowance                             (5.05) 
                                                                  Consolidation adjustments 
                                                                  resulting from gain on sale of 
       Equity in losses of                                        investments in consolidated 
       affiliated companies                1.00                   subsidiaries                              4.18 
      Others                               1.26               Others                                      (2.14) 
        Income tax rate per                                     Income tax rate per statements 
        statements of income              49.97%                 of income                                 48.47% 
 
 
 

(Segment Information)

1. 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) (hereafter "the new standards") were applied for the fiscal year ended March 31, 2011.

(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) Calculation for net sales, segment income or loss, and others of reportable segments

Accounting treatment for reportable segments is the same as the treatment described in "Basis of Presentation of Consolidated Financial Statements". Income of reportable segments is based on operating income. Internal net sales between segments are under general business condition which is applied for external customers. Assets are not allotted in the reportable segments.

(3) Net sales, segment income or loss, and others of reportable segments

For the fiscal year ended March 31, 2010 (Millions of yen)

 
                                                                                                               Reconciliations   Amounts in 
                                                                                                               to consolidated  consolidated 
                                                                                            Other               statement of    statement of 
                                            Reportable segments                              (2)      Total      income (3)      income (4) 
                      Mobile        Broadband         Fixed-line      Internet 
                  Communications  Infrastructure  Telecommunications   Culture  Subtotal 
Net sales 
 Customers             1,692,326         198,262             304,182   265,938  2,460,709  302,696  2,763,406                -     2,763,406 
 Inter-segment             9,088           3,865              44,509     4,816     62,280   29,152     91,433         (91,433)             - 
Total                  1,701,414         202,127             348,692   270,755  2,522,989  331,849  2,854,839         (91,433)     2,763,406 
Segment 
 income                  260,895          48,399              23,065   136,585    468,945    5,878    474,824          (8,953)       465,871 
Others: 
 Depreciation 
 and 
 amortization            176,337          17,023              35,292     9,864    238,517    4,667    243,184              759       243,944 
 

Notes:

1. Segment information is disclosed based on the new standards.

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

3. Amounts in the column "Reconciliations to consolidated statement of income" of JPY (8,953) million represents elimination of intersegment transactions and expenses of the corporate division of the Company, which totaled JPY 1,624 million and JPY (10,577) million, respectively.

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

For the fiscal year ended March 31, 2011 (Millions of yen)

 
                                                                                                               Reconciliations   Amounts in 
                                                                                                               to consolidated  consolidated 
                                                                                            Other               statement of    statement of 
                                            Reportable segments                              (1)      Total    income (2) ( )    income (3) 
                      Mobile        Broadband         Fixed-line      Internet 
                  Communications  Infrastructure  Telecommunications   Culture  Subtotal 
Net sales 
 Customers             1,936,093         183,070             297,090   279,232  2,695,486  309,153  3,004,640                -     3,004,640 
 Inter-segment             8,458           6,984              59,471     4,382     79,297   34,481    113,778        (113,778)             - 
Total                  1,944,551         190,055             356,561   283,615  2,774,783  343,635  3,118,419        (113,778)     3,004,640 
Segment 
 income                  402,411          43,154              38,006   150,305    633,877    7,092    640,970         (11,806)       629,163 
Others: 
 Depreciation 
 and 
 amortization            156,993          15,840              36,634     9,422    218,891    4,833    223,725            1,211       224,937 
 

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 (11,806) million represents elimination of intersegment transactions and expenses of the corporate division of the Company, which totaled JPY 57 million and JPY (11,864) million, respectively.

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

2. Information on impairment loss on fixed assets of reportable segments

Fiscal year ended March 31, 2011

There are no applicable items.

3. Information on amortization of goodwill and balance of goodwill of reportable segments

Fiscal year ended March 31, 2011

(Millions of yen)

 
                                                                                               Elimination 
                                                                                        Other      or 
                                         Reportable segments                             (1)    corporate    Total 
                    Mobile        Broadband         Fixed-line      Internet 
                Communications  Infrastructure  Telecommunications   Culture  Subtotal 
Amortization 
of goodwill             51,427           1,560               7,283     1,817    62,088    599            -   62,688 
Balance of 
 goodwill              775,700           3,119              35,203    21,515   835,539  3,699            -  839,238 
 

Notes:

1. Fukuoka SOFTBANK HAWKS related business is included in "Other."

2. Negative goodwill which occurred from a business combination before April 1, 2010 is offset by goodwill.

4. Information on gain on negative goodwill of reportable segments

Fiscal year ended March 31, 2011

There are no applicable items.

(Per Share Data)

 
                                           Fiscal year 
                                           ended March     Fiscal year ended 
                                             31, 2010        March 31, 2011 
 Shareholders' equity per share (yen)          JPY 434.74         JPY 572.14 
 Net income per share - primary (yen)               89.39             175.28 
 Net income per share - diluted (yen)               86.39             168.57 
 
                                           Fiscal year 
Basic data for computation of the per      ended March     Fiscal year ended 
              share data                     31, 2010        March 31, 2011 
     1. Net income (in millions of 
      yen)                                         96,716            189,712 
     2. Net income allocated to common 
      stock outstanding (in millions 
      of yen)                                      96,716            189,712 
3. Amounts not allocated to 
shareholders (in millions of yen)                       -                  - 
     4. Weighted average number of 
      common stock outstanding during 
      each year (unit: shares)              1,081,990,217      1,082,345,444 
      5. Adjustment for net income 
      used to calculate net income per 
      share - diluted (in millions of 
      yen) 
      - Interest expense (net of tax)                 963                963 
         - Adjustments for net income 
          used to calculate diluted 
          net income per share in 
          consolidated subsidiaries 
          and affiliated companies                   (30)               (87) 
     - Total                                          933                875 
      6. Increase of common stock used 
      to calculate net income per 
      share - diluted (unit: shares) 
      - Corporate bonds with stock 
       acquisition rights                      48,297,825         48,296,643 
      - Stock acquisition rights                   74,184                712 
      - Total                                  48,372,009         48,297,355 
 7. Residual securities which do not    Stock acquisition  Stock acquisition 
  dilute net income per share           rights agreement   rights agreement 
                                        on June 22, 2005   on June 22, 2005 
                                        in accordance      in accordance 
                                        with special       with special 
                                        resolution at      resolution at 
                                        general            general 
                                        shareholders'      shareholders' 
                                        meeting            meeting and July 
                                                           29, 2010 in 
                                                           accordance with 
                                                           resolution at 
                                                           board meeting 
 
 

(Significant Subsequent Events)

Fiscal year ended March 31, 2010

There are no applicable items.

Fiscal year ended March 31, 2011

There are no applicable items.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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