SoftBank Group Corp. (SBG) and ARM Holdings plc (ARM) announced that on July 18, 2016, they reached agreement on the terms of a recommended all-cash acquisition of the entire issued and to-be-issued share capital of ARM by SBG, under which SBG will acquire 1,412 million shares of ARM with a total acquisition price amounting to approximately GBP 24.0 billion (approximately $31.0 billion or JPY 3.3 trillion) by means of a court-sanctioned scheme of arrangement.

SBG has also made an announcement as required under the UK Takeover Code in the UK; a copy of this announcement is available on the SBG website at www.softbank.jp/en/.

The Acquisition, which has been approved at a meeting of SBG’s board of directors, is subject to the approval of ARM’s shareholders and of the English court. ARM’s board of directors has unanimously confirmed that it intends to recommend the acquisition to ARM’s shareholders.

The companies expect the closing of the Acquisition to occur as soon as practicable in the third calendar quarter 2016 (the period ending September 30, 2016). As a result of the acquisition, ARM will become a wholly-owned subsidiary of SBG.

As reported in The Wall Street Journal, SoftBank chief executive Masayoshi Son said, “ARM will be an excellent strategic fit within the SoftBank group as we invest to capture the very significant opportunities provided by the Internet of Things.”