Ntt Inc · TSE:9432
Ntt — Merger or Acquisition (May 2025)
12 slides from Ntt's merger presentation, May 8, 2025
Slide 1: Transaction to Make NTT DATA Group a Wholly Owned Subsidiary
Transaction to Make NTT DATA Group a Wholly Owned Subsidiary May 8, 2025
Slide 2: Strategic Direction of NTT Group
Strategic Direction of NTT Group ◆ NTT Group Medium-Term Management Strategy (announced May 2023) Fundamental Principles Pillars of Our Initiatives 1. NTT as a Creator of New Value and Accelerator of a Global Sustainable Society - Strengthening the use of DX/data in society and industry Innovating a
Slide 3: Objectives of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary
Objectives of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary ◆ Challenges arising from the current capital relationship between NTT and NTT DATA Group (1) Conflicts of interest associated with the dual listing (2) Complex decision-making processes (3) Accountability to shareholders of
Slide 4: Objectives of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary
Objectives of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary ◆ Objectives of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary ✓ By unifying decision-making processes, a structure will be established where NTT DATA Group plays a central role in NTT Group’s global solutions b
Slide 5: Key Initiatives 1/3
Key Initiatives 1/3 (1) Enhancement of the global solutions business portfolio ✓ Enhance growth investments by leveraging NTT Group’s cash flow and financing capabilities • Strengthen presence in markets like North American, which has the highest demand worldwide and continues to produce the cutting
Slide 6: Key Initiatives 2/3
Key Initiatives 2/3 (2) Enhancement of coordination of resources/capabilities of both groups ✓ Corporate Sales: Strengthen cooperation between NTT DATA Group and NTT Group companies • Strengthen and expand sales of integrated solutions for large corporations by combining customer bases and offerings
Slide 7: Key Initiatives 3/3
Key Initiatives 3/3 (3) Facilitation of rapid decision-making and improving cost-competitiveness and customer/employee experience ✓ Facilitate rapid decision-making and optimize resources and assets by simplifying governance and consolidating overlapping functions ✓ Promote cross-group DX of shared
Slide 8: Overview of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary
Overview of Transaction to Make NTT DATA Group a Wholly Owned Subsidiary ➢ Implement the Tender Offer for Shares of NTT DATA Group Tender Offer Period May 9 (Friday) – June 19 (Thursday) Tender Offer Price JPY 4,000 per share Shares to be 592,810,968 shares Purchased ➢ If NTT is not able to acquire
Slide 9: Financing and Financial Policy
Financing and Financial Policy ◆ Financing ✓ The Tender Offer will be financed through bridge loans from five Japanese financial institutions ✓ The bridge loans are planned to eventually be replaced with long-term financing ◆ Financial Policy ✓ Continue to make growth investments and return profits
Slide 10: Initiatives for Synergy Creation
Initiatives for Synergy Creation ➢ NTT DATA Group and NTT Group companies will engage in discussions to strengthen collaboration and optimize overlapping functions ◆ Topics and Relevant Group Companies (Examples) ✓ Corporate Sales - Optimization of sales to large corporations: NTT Communications - A
Slide 11: Innovating a Sustainable Future for People and Planet
Innovating a Sustainable Future for People and Planet
Slide 12: Innovating a Sustainable Future for People and Planet
The tender offer referred to herein (the “Tender Offer”) will be conducted in compliance with the procedures and information disclosure standards set out in the Financial Instruments and Exchange Act of Japan, but those procedures and standards are not necessarily the same as the procedures and info