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December 8, 2005
On December 20, 2005, Sony Communication Network Corporation (“SCN”), a consolidated subsidiary of Sony Corporation (“Sony”), plans to list its common stock on the Mothers market of the Tokyo Stock Exchange. In association with this listing, it was determined today that the offer price per share for the public offering of new and existing shares of SCN common stock is to be 340,000 yen per share.
Regarding the impact on Sony's consolidated financial results for the fiscal year ending March 31, 2006, Sony estimates that the above-mentioned public offering will contribute approximately 19.0 billion yen to consolidated income before taxes and approximately 11.2 billion yen to consolidated net income. The impact of this transaction is not incorporated within the outlook for the fiscal year ending March 31, 2006, announced by Sony on October 27, 2005.
Details of this public offering of new and existing shares are stated below:
(1) Number of Shares to be Sold by Sony and Sony Finance International (“SFI”):
(Shares to be sold by Sony: 66,000 shares)
(Shares to be sold by SFI: 4,000 shares)
In addition to the number of shares stated above, Sony has granted an option to purchase up to 12,000 additional shares (the “Greenshoe Option”) to one of the underwriters.The Greenshoe Option will be exercisable until January 13, 2006.
(2) Number of New Shares to be Issued by SCN:
(3) Shares of SCN Held by Sony After the Public Offering:
(This represents approximately 64.8% of the outstanding shares of SCN, including the issuance of new shares but excluding the Greenshoe Option described above.)
(4) Method of Sale and Offering:
Secondary offering (in the case of shares to be sold by Sony and SFI) and primary offering (in the case of the newly issued shares) to the public in Japan.
This press release is intended as general information regarding Sony and SFI's sale of a portion of their shareholdings in SCN and issuance of new shares by SCN and shall not be considered a solicitation of these securities. This press release shall not be construed as an offering of securities in any region including the United States or Canada. The securities will not be or have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Securities Act.