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Softbank Corp To Acquire 70% Stake In Sprint Nextel Corp

Monday, 15 Oct 2012 04:23am EDT 

Softbank Corp and Sprint Nextel Corporation announced that they have entered into a series of definitive agreements under which SoftBank will invest $20.1 billion in Sprint, consisting of $12.1 billion to be distributed to Sprint stockholders and $8.0 billion of new capital to strengthen Sprint`s balance sheet. Through this transaction, approximately 55% of current Sprint shares will be exchanged for $7.30 per share in cash, and the remaining shares will convert into shares of a new publicly traded entity, New Sprint. Following closing, SoftBank will own approximately 70% and Sprint equity holders will own approximately 30% of the shares of New Sprint on a fully-diluted basis. The companies expect the closing of merger transaction to occur in mid-2013. SoftBank will form a new U.S. subsidiary, New Sprint, which will invest $3.1 billion in a newly-issued Sprint convertible senior bond following announcement. The convertible bond will have a seven-year term and 1.0% coupon rate, and will be convertible, into Sprint common stock at $5.25 per share. Immediately prior to the merger, bond will be converted into shares of Sprint, which will become a wholly owned subsidiary of New Sprint. Citigroup Global Markets Inc., Rothschild Inc. and UBS Investment Bank acted as co-lead financial advisors. Skadden, Arps, Slate, Meagher and Flom, LLP acted as lead counsel to Sprint. Lawler, Metzger, Keeney and Logan served as regulatory counsel, Polsinelli Shughart PC served as Kansas counsel. 

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21 Aug 2014