News Release

Carlyle Group and Kyocera to Buy DDI Pocket from KDDI for $2.03 Billion; Significant Growth in Wireless Data Communications Market Expected

2004-010

Tokyo, Japan – Global private equity firm The Carlyle Group and Kyocera Corp. today announced that they have agreed to purchase DDI Pocket, Japan’s market leader in wireless data, from KDDI Corp. for Yen 220 billion ($2.03 billion). Under the agreement, ownership stakes will be Carlyle -- 60 percent; Kyocera -- 30 percent; and KDDI -- 10 percent. The transaction is expected to close in the fourth quarter of 2004. Current management will remain in place and all employees will be retained.

DDI Pocket is the market leader in Japan for Personal Handyphone Service (PHS) wireless voice and data services, with approximately 3 million customers and a vast network of more than 160,000 base stations nationwide. Subscribers for it core mobile data communication services, branded “Air H”, have grown four-fold since 2001.

James A. Attwood, Jr., Carlyle Managing Director and Head of the Global Telecommunications & Media Group, said, “As the market leader in wireless data services, DDI Pocket is very well positioned in the Japanese market, especially as corporate mobile data services grow. As one of Carlyle’s largest investments ever, this acquisition clearly demonstrates our commitment to the Japanese market and our continued faith in the vitality of the telecom sector globally. Carlyle’s global platform and telecommunications expertise enabled us to make this new partnership a reality.”

Tamotsu Adachi, Carlyle Managing Director and Head of the Japan Team, said, “We have been particularly impressed by the knowledge and experience of the DDI Pocket management team and we look forward to working with them to enhance the value of the company. This transaction is a perfect opportunity for us to further the development of PHS, an important and underutilized telecommunications technology.”

Yasuo Nishiguchi, President of Kyocera, said, “DDI Pocket’s PHS business produces quality results by deploying competitive services to a demanding audience. By focusing to a greater extent on operations, we will be able to maximize DDI Pocket’s wonderful potential. Our joint investment with Carlyle, which has a strong track record in telecommunications investments, will enable us to unleash this great potential.”

Tadashi Onodera, President of KDDI, said, “This sale has several positive attributes. It allows KDDI to focus on its core business operations, while enabling us to keep part ownership in a company and technology we very much believe in. DDI Pocket’s customers will be well served by the expertise and commitment that Carlyle and Kyocera bring to the equation.”

Takeo Yamashita, President of DDI Pocket, said, “With the support of new shareholders, we are confident that we can realize the business potential of PHS. By combining Carlyle’s global investment experience in telecommunications with a strengthened partnership with Kyocera, with whom we developed PHS originally, and a continued collaboration with KDDI, our senior management and employees will work together to create new value for our customers and investors.”

Transaction Overview

Estimated timetable for the transaction:
-- June 21, 2004 Definitive Purchase Agreement signed
-- Late August 2004 KDDI general shareholders meeting to approve transaction
-- Mid-fourth quarter 2004 Closing

Ownership stakes:
-- Carlyle will own 60 percent
-- Kyocera will own 30 percent, an increase from 13 percent
-- KDDI will own 10 percent, a decrease from 81 percent

Carlyle Telecommunications Experience

Carlyle has a track record of successful telecommunications investments, deep knowledge of the wireless business, and deep understanding of the complex regulatory issues affecting the industry. Further, Carlyle executives involved in this investment have exceptional experience in the telecommunications sector:

  • James A. Attwood, Jr. – former Executive Vice President of Verizon and GTE
  • Daniel F. Akerson – former CEO and Chairman of XO Communications, former CEO and Chairman of Nextel Communications, and former Chief Operating Officer of MCI
  • William E. Conway, Jr. – Carlyle founder, former CFO of MCI and current Chairman of Nextel Communications

Select Carlyle Global Telecommunications & Media Investments

  • Verizon Hawaii (pending) – U.S. telecommunications company
  • PanAmSat (pending) – Global satellite services provider
  • Casema BV – Dutch cable TV provider
  • Dex Media, Inc. – U.S. directories provider
  • eAccess, Ltd. – Japan-based broadband access provider
  • Taiwan Broadband Communications – Taiwanese cable TV provider
  • WCI Cable, Inc. – Alaskan submarine telecommunications cable company

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