Delaware Project 4 L.L.C.

SEC source: 0000925421-20-000264 · edgar.xml · derivative · entry 5

SOFTBANK GROUP CORP · CIK 0001065521 · Director · 10% owner

SoftBank Group Capital Ltd · CIK 0001755163 · Director · 10% owner

Delaware Project 4 L.L.C. · CIK 0001815950 · Director · 10% owner

Delaware Project 6 L.L.C. · CIK 0001815949 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Delaware Project 4 L.L.C.

Disclosed balance after: Not disclosed

Underlying: Common Stock · Not disclosed shares

Expires not disclosed

F6 · derivative.exercise_price: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · derivative.exercise_price: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

F6 · reported_value: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · reported_value: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

F6 · price: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · price: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

F6 · derivative.exercise_date: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · derivative.exercise_date: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

F6 · derivative.expiration_date: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · derivative.expiration_date: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

F6 · derivative.underlying_shares: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · derivative.underlying_shares: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

F6 · ownership.direct: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F7 · ownership.direct: (Continued from footnote 6) The maximum number of shares of Common Stock that can be received pursuant to the CVR Note is approximately 3,566,400. The number of shares of Common Stock deliverable under the CVR Note is subject to acceleration and adjustment in certain circumstances.

SEC source: 0000925421-20-000264 · edgar.xml · nonDerivative · entry 4

SOFTBANK GROUP CORP · CIK 0001065521 · Director · 10% owner

SoftBank Group Capital Ltd · CIK 0001755163 · Director · 10% owner

Delaware Project 4 L.L.C. · CIK 0001815950 · Director · 10% owner

Delaware Project 6 L.L.C. · CIK 0001815949 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Delaware Project 6 L.L.C.

Disclosed balance after: 106,291,623

F1 · kind: Marcelo Claure, Stephen Kappes, each members of the Board of Directors of the Issuer, and Ronald D. Fisher, who resigned from the Board of Directors on June 22, 2020, were elected as representatives of Softbank Group Corp. ("SoftBank"), SoftBank Group Capital Ltd ("SBGC"), Delaware Project 4 L.L.C. ("Project 4 LLC") and Delaware Project 6 L.L.C. ("Project 6 LLC"). As a result, each of these entities is a director by deputization for Section 16 purposes.

F4 · kind: Represents the number of shares of Common Stock that the Issuer agreed to sell to an entity controlled by Marcelo Claure for $103.00 per share, subject to receipt of necessary regulatory approvals. Pursuant to the Share Repurchase Agreement, SBGC has agreed to sell to the Issuer 5,000,000 shares upon the closing of such sale to Mr. Claure at the same price per share.

F5 · ownership.direct: Reflects the transfer of 106,291,623 shares of Common Stock to Project 6 LLC. As a result, Project 6 LLC directly owns 106,291,623 shares of Common Stock. Project 6 LLC and SBGC are wholly owned subsidiaries of SoftBank. As a result, SoftBank may be deemed to beneficially own the shares of Common Stock owned directly by Project 6 LLC. Project 4 LLC expressly disclaims the beneficial ownership of the shares of Common Stock owned by Project 6 LLC, Project 6 LLC expressly disclaims beneficial ownership with respect to the CVR Note owned by Project 4 LLC, and SBGC expressly disclaims beneficial ownership with respect to the CVR Note owned by Project 4 LLC and the shares of Common Stock owned by Project 6 LLC.

SEC source: 0000925421-20-000264 · edgar.xml · nonDerivative · entry 3

SOFTBANK GROUP CORP · CIK 0001065521 · Director · 10% owner

SoftBank Group Capital Ltd · CIK 0001755163 · Director · 10% owner

Delaware Project 4 L.L.C. · CIK 0001815950 · Director · 10% owner

Delaware Project 6 L.L.C. · CIK 0001815949 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SoftBank Group Capital Ltd

Disclosed balance after: 111,291,623

F1 · kind: Marcelo Claure, Stephen Kappes, each members of the Board of Directors of the Issuer, and Ronald D. Fisher, who resigned from the Board of Directors on June 22, 2020, were elected as representatives of Softbank Group Corp. ("SoftBank"), SoftBank Group Capital Ltd ("SBGC"), Delaware Project 4 L.L.C. ("Project 4 LLC") and Delaware Project 6 L.L.C. ("Project 6 LLC"). As a result, each of these entities is a director by deputization for Section 16 purposes.

F3 · kind: Represents the number of shares of Common Stock subject to a rights offering by the Issuer pursuant to which it issued holders of record of Common Stock as of 5:00 pm on June 25, 2020 the right to purchase 0.05 shares of Common Stock at $103.00 per share, up to an aggregate of 19,750,000 shares. Pursuant to the Share Repurchase Agreement, SBGC agreed to sell an aggregate of up to 19,750,000 shares to the Issuer, to the extent such shares are issued in the rights offering.

F3 · shares: Represents the number of shares of Common Stock subject to a rights offering by the Issuer pursuant to which it issued holders of record of Common Stock as of 5:00 pm on June 25, 2020 the right to purchase 0.05 shares of Common Stock at $103.00 per share, up to an aggregate of 19,750,000 shares. Pursuant to the Share Repurchase Agreement, SBGC agreed to sell an aggregate of up to 19,750,000 shares to the Issuer, to the extent such shares are issued in the rights offering.

SEC source: 0000925421-20-000264 · edgar.xml · nonDerivative · entry 2

SOFTBANK GROUP CORP · CIK 0001065521 · Director · 10% owner

SoftBank Group Capital Ltd · CIK 0001755163 · Director · 10% owner

Delaware Project 4 L.L.C. · CIK 0001815950 · Director · 10% owner

Delaware Project 6 L.L.C. · CIK 0001815949 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SoftBank Group Capital Ltd

Disclosed balance after: 131,041,623

F1 · kind: Marcelo Claure, Stephen Kappes, each members of the Board of Directors of the Issuer, and Ronald D. Fisher, who resigned from the Board of Directors on June 22, 2020, were elected as representatives of Softbank Group Corp. ("SoftBank"), SoftBank Group Capital Ltd ("SBGC"), Delaware Project 4 L.L.C. ("Project 4 LLC") and Delaware Project 6 L.L.C. ("Project 6 LLC"). As a result, each of these entities is a director by deputization for Section 16 purposes.

F2 · kind: The shares were sold to the Issuer pursuant to a Share Repurchase Agreement, dated as of June 22, 2020 (the "Share Repurchase Agreement"), between SBGC and the Issuer. The Issuer sold 154,147,026 shares of common stock in a registered public offering that closed on June 26, 2020, the net proceeds of which were used by the Issuer to purchase an equal number of shares of Common Stock from SBGC.

F6 · kind: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

F2 · price: The shares were sold to the Issuer pursuant to a Share Repurchase Agreement, dated as of June 22, 2020 (the "Share Repurchase Agreement"), between SBGC and the Issuer. The Issuer sold 154,147,026 shares of common stock in a registered public offering that closed on June 26, 2020, the net proceeds of which were used by the Issuer to purchase an equal number of shares of Common Stock from SBGC.

F6 · price: Reflects the acquisition from the Issuer, in accordance with the Share Repurchase Agreement, and as partial consideration, together with a $1,667,167,222.80 cash payment from the Issuer, for the 19,417,400 shares of Common Stock reported on this Form 4, a contingent value right note (the "CVR Note") in the aggregate principal amount of $2,000,000,000. Pursuant to the CVR Note, the Trust will deliver on the Exchange Date (June 1, 2023, which may be extended as provided for in the CVR Note) a number of shares of Common Stock with respect to each $1,000 principal amount of the CVR Note determined by an exchange rate set forth in the CVR Note. The exchange rate is based on the daily volume weighted average price of a share of Common Stock during the 40 trading days preceding June 1, 2023.

SEC source: 0000925421-20-000264 · edgar.xml · nonDerivative · entry 1

SOFTBANK GROUP CORP · CIK 0001065521 · Director · 10% owner

SoftBank Group Capital Ltd · CIK 0001755163 · Director · 10% owner

Delaware Project 4 L.L.C. · CIK 0001815950 · Director · 10% owner

Delaware Project 6 L.L.C. · CIK 0001815949 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SoftBank Group Capital Ltd

Disclosed balance after: 150,459,023

F1 · kind: Marcelo Claure, Stephen Kappes, each members of the Board of Directors of the Issuer, and Ronald D. Fisher, who resigned from the Board of Directors on June 22, 2020, were elected as representatives of Softbank Group Corp. ("SoftBank"), SoftBank Group Capital Ltd ("SBGC"), Delaware Project 4 L.L.C. ("Project 4 LLC") and Delaware Project 6 L.L.C. ("Project 6 LLC"). As a result, each of these entities is a director by deputization for Section 16 purposes.

F2 · kind: The shares were sold to the Issuer pursuant to a Share Repurchase Agreement, dated as of June 22, 2020 (the "Share Repurchase Agreement"), between SBGC and the Issuer. The Issuer sold 154,147,026 shares of common stock in a registered public offering that closed on June 26, 2020, the net proceeds of which were used by the Issuer to purchase an equal number of shares of Common Stock from SBGC.