楽天グループ（4755） – Announcement of Establishment of a Consolidated Subsidiary by Company Split

January 4, 2022 Company name Rakuten Group, Inc. Representative Hiroshi Mikitani Chairman and CEO (Stock Code: 4755 Tokyo Stock Exchange First Section) Announcement of Establishment of a Consolidated Subsidiary by Company Split Rakuten Group, Inc. (hereafter “the Company”) announces that Rakuten Mobile, Inc. (hereafter “Rakuten Mobile”), a wholly-owned subsidiary of the Company, has completed the succession of rights and obligations of “Rakuten Symphony” business (hereafter “the Business”) to Rakuten Symphony, Inc. (hereafter “Rakuten Symphony”) which is a wholly-owned subsidiary of Rakuten Mobile, established through an incorporation-type company split, as described below. Since this incorporation-type company split corresponds to an incorporation-type company split involving only a wholly-owned subsidiary of the Company, the disclosure of certain items and details has been omitted from this announcement. 1. Purpose of the company split The business aims to provide a future-proof, cost-effective, communication cloud platform for carriers, businesses and government agencies around the world by consolidating the products and services which are related to cloud-native, open RAN-based mobile networks including Rakuten Communications Platform (hereafter “RCP”). In addition, as announced in “1&1 and Rakuten agree far-reaching partnership to build Europe’s first fully virtualized mobile network based on new OpenRAN technology” on August 4, 2021, 1&1 has agreed to comprehensively adopt RCP. The business has been steadily accumulating its achievements. As announced on September 30, 2021 in “Announcement Regarding Incorporation, etc, of Rakuten Symphony”, through the incorporation, accountability (duties) will be clarified, flexible decision-making and business execution will be possible, and products, services, and solutions for telecommunications carriers will be consolidated across the board. We will be ready to provide 4G and 5G infrastructure and platform solutions to the global market. 1 2. Summary of the company split (1) Outline of the company split Resolution date of the Board of Directors (the incorporation-type company split plan) Resolution date of the Board of Directors (revised incorporation-type company split plan) Shareholders’ meeting resolution Effective date of the company split (2) Split method December 2, 2021 January 3, 2022 January 3, 2022 January 4, 2022 An incorporation-type company split in which Rakuten Mobile is the splitting company and Rakuten Symphony to be newly established as the successor company. (3) Details of allotments related to the company split Rakuten Symphony will issue 2,000 shares of common stock, and all the shares will be allocated to Rakuten Mobile. (4) Handling of subscription rights to shares and bonds accompanying the company split There is no corresponding matter. (5) Increase/decrease of capital There will be no change in Rakuten Mobile’s capital stock. (6) Rights and obligations to be succeeded Rights and obligations such as assets, liabilities and contractual positions belong to the business, which is prescribed in the incorporation-type company split plan, will be succeeded to Rakuten Symphony. (7) Prospect of fulfillment of obligations The incorporation-type company split has no impact on the ability of Rakuten Mobile and Rakuten Symphony to fulfill obligations. The succession of obligations accompanying the incorporation-type company split is all implemented by the way of concomitant assumption of the obligation. 2 3．Overview of companies involved in the company split Splitting company in Successor company in incorporation-type company split incorporation-type company split (As of December 31, 2020) (As of January 4, 2022) Company name Rakuten Mobile, Inc. Rakuten Symphony, Inc. Head office 1-14-1 Tamagawa, 1-14-1 Tamagawa Setagaya-ku, Tokyo Setagaya-ku, Tokyo Representative Yoshihisa Yamada Tareq Amin Telecommunications business Telecommunications business based on the based on the Main business Telecommunications Business Telecommunications Business Act and other communications Act and other communications Capital (million yen) 100 million yen businesses businesses 100 million yen January 10, 2018 January 4, 2022 2,383,870 shares 2,000 shares Fiscal year end December 31 December 31 and percentage of Rakuten Group, Inc. 100% Rakuten Mobile, Inc. 100％ Date of establishment Outstanding no. of shares Major shareholders shares held Business results Fiscal year Net assets (million yen) Total assets (million yen) Net assets per share (yen) Sales (million yen) Operating loss (million yen) Loss before income tax (million yen) Net loss (million yen) Net loss per share (yen) 3 Rakuten Mobile, Inc. (Non-consolidated, J-GAAP) Year ended December 31, 2020 154,232 528,473 64,698.42 135,171 (207,909) (207,584) (161,231) (133,563.60) 4．Overview of the business unit to be split and succeeded (1) Business to be split including RCP. Development and delivery of open RAN telco infrastructure platforms, services and solutions (2) Business results, assets and liabilities of the business to be split are not to be disclosed due to the perspective of a competitive business environment. Following this incorporation-type company split, there are no changes to the company name, main business, head office, title and name of representative, shareholders’ equity and fiscal 5．Post-company split details year end of Rakuten Mobile. 6．Impact on business results No material impact on Rakuten Group consolidated financial results. 4