Business Combination Agreement T-Mobile Sprint
SoftBank Group Corp. („SBG“) announced that, on February 20, 2020 (ET), as part of the upcoming merger of Sprint Corporation (a U.S. subsidiary of SBG), „Sprint“) and T-Mobile US, Inc. („T-Mobile“) in an all-stock transaction, as stated in „SPRINT AND T-MOBILE TO COMBINE, ACCELERATing 5G INNOVATION – INCREASING COMPETITION“ of April 30, 2018 („the transaction“), Sprint, T-Mobile, SBG, Deutsche Telekom AG („Deutsche Telekom“) and the other parties to the final agreement (the Business Combination Agreement, previously amended by an amendment of 26 July 2019 (ET), entered into agreements to amend the merger agreement and set certain additional conditions for the transaction, as agreed between SBG, T-Mobile and Deutsche Telekom (together the „amendment“). This change does not affect the above outlook for combined business synergies („New T-Mobile“), long-term profitability and liquidity creation. In addition, SoftBank has agreed to exempt New T-Mobile US from certain business risks identified after the signing. 1.7 Miscellaneous. The provisions of Article X (General Provisions) (with the exception of Section 10.1, Section 10.9 and Section 10.14) of the Merger Contract apply mutatis mutandis to this correspondence agreement. This arrangement is binding and favourable to the parties and their successors, heirs, legal representatives and approved beneficiaries of the transfer. Unless this correspondence agreement otherwise has access, T-Mobile US, Inc.
(„T-Mobile“) filed a registration statement on Form S-4 (File 333-226435), which was declared effective on October 29 by the U.S. Securities and Exchange Commission (SEC). 2018, which contains a joint approval statement from T-Mobile and Sprint Corporation („Sprint“), which also constitutes a prospectus of T-Mobile (the „joint approval statement/prospectus“), and each party will submit additional documents on the proposed transaction with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT SOLICITATION SOLICITATION STATEMENT/OTHER relevant for www.t-mobile.com or SEC website, www.sec.gov or T-Mobile, contact T-Mobile US, Inc., Investor Relations, 1 Park Avenue, 14th Floor, New York, NY 10016 or by phone at 212-358-3210.