Commentary & Deal Flow

+++US$ pricing is to follow on later today+++

SoftBank Group Corp (SOFTBK) approx $11.138bn equiv (US$/EUR) 144A/Reg S sr unsecured notes 5-part. NR/BB+/BB+ (stable/stable). Via Citi (lead left US$)/JPM (lead left EUR) + others. No reg rights. List Singapore. NY law. Covenants substantially the same as the existing sr unsec notes, including negative pledge, merger or consolidation covenant, limitation on subsidiary guarantees of indebtedness. Settlement 09/29 (T+4).

US$10bn sr notes 3-part. Via Citi (lead left, B&D US$)/GS/JPM/MS/DB jt glocos/HSBC/Mizuho/SMBC Nikko/Barc/DB/Nomura/BNP/CA/Natixis/Daiwa/IMI jt books, StanChart, TD, WFS, ANZ, BofA as co-managers.  

    - US$1bn sr unsec notes due 01-April-2030 (3.5y). NCL (MWC T+50bp) (3mo par call). CoC at 100. Pays April 01 and Oct 01, starting 01-April-2027. Denoms: 250kx1k. IPT: 9 to low 9s. Price talk: 8.75%-8.875%. Revised price talk: 8.625%.

    - US$4.5bn sr unsec notes due 01-April-2032 (5.5y). NCL (MWC T+50bp) (3mo par call). CoC at 100. Pays April 01 and Oct 01, starting 01-April-2027. Denoms: 250kx1k. IPT: mid 9s. Price talk: 9.375%-9.50%. Revised price talk: 9.250% - 9.375%.

    - USD4.5bn sr unsec notes due 01-April-2034 (7.5y). NCL (MWC T+50bp) (3mo par call). CoC at 100. Pays April 01 and Oct 01, starting 01-April-2027. Denoms: 250kx1k. IPT: high 9s to 10%. Price talk: 9.75%-9.875%. Revised price talk: 9.750% - 9.875%.

EUR1bn sr notes 2-part. Via JPM (lead left, B&D EUR)/DB/GS jt gloco/Citi/MS/Barc/BNP/CA/Natixis/HSBC jt books, BBVA, IMI, ING, SocGen, UBS as co-managers. 

    - EUR500m sr unsec notes due 01-Oct-2030 (4y). NCL (MWC B+50bp) (3mo par call). CoC at 100. Pays April 01 and Oct 01, starting 01-April-2027. Denoms: 250kx1k. 144A CUSIP: 83408KAD1; 144A ISIN: XS3516262329. IPT: mid-to-high 7s. Price talk: 7.50% area (+/-12.5bp). Revised price talk: 7.25% area (+/-12.5bp).Final terms: E500m at 7.25%. Priced: 7.125% at 100. +373bp vs OBL 2.20% due 10/10/30.

    - EUR500m  sr unsec notes due 01-Oct-2032 (6y). NCL (MWC B+50bp) (3mo par call). CoC at 100. Pays April 01 and Oct 01, starting 01-April-2027. Denoms: 250kx1k. 144A CUSIP: 351626305;144A ISIN: XS3516263053. IPT: mid 8s. Price talk: 8.25%-8.50%. Revised price talk: 8.00%-8.25%. Final terms: E500m at 8%. Priced: 8% at 100. +456bp vs DBR 2.5% due 11/15/32.

Did Investor calls at 11am HKT/SGT and 3pm UKT/10am NYT Monday Sept 21 (also did a series of in-person 144A fixed income investor meetings and investor calls at Citi's HQ in NYC  Sept 14-17, Citi coordinated the logistics). Books closed: US$ 12:30pm NYT (from 12pm NYT) 09/23; EUR 4pm UKT 09/23. US$ tranches pricing Sept 23 (originally pricing 09/24). UOP: fund the $10bn payment for the third tranche of the $30bn 2026 OpenAI follow-on investment expected to close on 10/01/26 concurrently with canceling all of the $10bn of undrawn capacity under the $40bn 2026 bridge loan facility, and GCP. Biz: a diversified global investment holding company with holdings in telecom, e-commerce, internet advertising, AI and other sectors. HQ: Tokyo, Japan.

EUR tranches - TOE: 19:23 UKT; Free to trade: 24h September 2026 @ 7:30am UKT.

NetRoadshow direct link: www.netroadshow.com/nrs/home/#!/?show=56f83748. Entry code: TechForce2026.

Global investor call #1 (Asia) link: https://www.netroadshow.com/events/login/1PeTHmojCm8a8K87kWxsZrorLhYqZ9gkCdgS1. Access code: 972479.

Global investor call #2 (US/Europe) link: https://www.netroadshow.com/events/login/1PeTHmohTl3u1DdKuZNW0Ftfly6DaOWi7vahM. Access code: 731712

On 27-March-2026 SoftBank signed a $40bn 1y unsecured bridge loan agreement ($10bn for GCP and $30bn to fund its $30bn follow-on Investment in ChatGPT developer OpenAI Group PBC). $10bn was drawn 01-April-2026, $5bn on 13-April-2026, $5bn on 20-April-2026, and $10bn on 01-July-2026. The remaining US$25.9bn balance of the $30bn drawn on its $40bn bridge loan was repaid 15-Sept-2026. 

Other recent financings include: On 04/15/26 SoftBank Group Corp issued US$1.5bn and EUR1.75bn (approx US$3.7bn total) notes, which were used to repay the bridge loan. In August through a wholly-owned sub SoftBank entered into variable prepaid  forward transactions in respect of all of its holdings in Intel for upfront proceeds of $7.4bn. Also in August SVF2 raised a $10bn loan. On 09/17/26 SoftBank issued Yen1trln 4.75% 7y notes. In early September Softbank increased its Arm holdings backed margin loan by $5bn to $25bn, increased its revolver by $450m to $6.5bn, and raised a new $11.9bn 2y AI-linked sr margin term loan. And it was reported that Apollo is in talks to increase the size of its NAV loan (backed by Vision Fund 2 assets) to $9bn from $5.4bn.