Ir Japan Holdings Ltd. · TSE:6035
Ir Japan — FY2020 Earnings Presentation
37 slides from Ir Japan's earnings presentation, May 10, 2021
Slide 1: Financial Results for the Fiscal Year Ended March 31, 2021
Financial Results For the Fiscal Year Ended March 31, 2021 (April 1, 2020–March 31, 2021) May 10, 2021 IR Japan Holdings, Ltd. (6035)
Slide 2: Disclaimer
This presentation is made by IR Japan Holdings, Ltd. (hereinafter, “the Company”) solely for the disclosure of the financial statements, and not published for the purpose of soliciting sales or purchases of securities in Japan, the United States, nor any other regions. In addition, the Company makes
Slide 3: 1. Financial Results for the Fiscal Year Ended March 31, 2021
1. Financial Results for the Fiscal Year Ended March 31, 2021 3
Slide 4: Fiscal 2020: Financial Highlights
Fiscal 2020: Financial Highlights Net sales and profit at each level reached record highs during fiscal 2020. FY2020 Original forecast FY2019 (Announced on (Apr. 2020―Mar. 2021) (Apr. 2019―Mar. 2020) Oct. 30, 2020) Change from Amount Change Amount Amount （Millions of yen） （Millions of yen） Previous
Slide 5: Revision of Earnings Forecast
Revision of Earnings Forecast ＜Reference＞ Original forecast and Normal projects Large-scale projects breakdown (Projects with sales of ¥50 million or more) ¥9.7 billion (Forecast) ¥8.28 billion Large-scale projects -¥1.26 billion ¥7.68 billion Impact of the delay in the execution of TOB-related an
Slide 6: Status of Large-Scale Projects
Status of Large-Scale Projects Number of Contracts and Sales Amount of Large-Scale Projects* (Millions of yen) First half Second half Total Cases Amount Cases Amount Cases Amount FY2020 13 1,694 12 1,751 25 3,446 FY2019 7 702 16 2,537 23 3,239 Change 6 993 -4 -785 2 207 *Projects with sales of ¥50 m
Slide 7: Fiscal 2020: Main Financial Points
Fiscal 2020: Main Financial Points Friendly and hostile corporate restructuring and business reorganizations at Japanese listed companies both by corporations and activists, including proposals made behind the scenes, became more active and vigorously ushered in an era of major restructuring in the
Slide 8: Quarterly Sales
Quarterly Sales (Millions of yen) 1Q 2Q 3Q 4Q 8,284 7,682 2,276 2,584 -12％ 4,827 ＋133％ 1,905 4,134 +12% 3,837 1,107 1,699 3,470 ＋20％ 3,210 ＋2％ 923 +47% 909 1,723 887 ＋2％ 1,160 676 ＋31％ ＋22％ ＋40％ 949 1,230 843 ＋13％ ＋5％ ＋5％ 791 ＋1％ 801 ＋6％ 1,173 862 ＋29％ 1,111 -12％ 766 ＋13％ 869 2,379 2,169 +9% 1,223 -
Slide 9: Quarterly Operating Profit
Quarterly Operating Profit 4,080 （Millions of yen） 1Q 2Q 3Q 4Q 3,626 1,219 -9％ 1,308 825 -2% ＋341％ 844 690 1,434 ＋207% ＋197％ 1,157 296 232 1,010 ＋87％ -22％ 158 781 -25％ 203 198 ＋39％ 275 550 -34％ 107 ＋85％ 303 -23％ 1,345 269 120 +161％ 315 -4％ 1,242 125 ＋31％ 164 ＋8％ 152 27 +353％ -83％ 579 -16％ 486 ＋15％ 5
Slide 10: Fiscal 2020: Cost Breakdown
Fiscal 2020: Cost Breakdown (Millions of yen) Breakdown Item FY2020 FY2019 Change （Apr. 2020―Mar. 2021） （Apr. 2019―Mar. 2020） Variable costs (Cost of sales） Outsourcing 603 592 11 Fixed costs (SG&A) Personnel 1,967 1,987 -19 Depreciation 231 224 -7 Rent 379 371 7 Other (including database) 1,020 882
Slide 11: Fiscal 2020: Operating Profit Margin
Fiscal 2020: Operating Profit Margin In terms of profitability, by keeping SG&A expenses under control, we were able to achieve an operating profit margin above that of the previous fiscal year and grow operating profit by double digits. Operating Profit Margin 4,500 60.0 Operating profit 営業利益（百万円）
Slide 12: Quickening Activity of Company Reorganizations in Japan
Quickening Activity of Company Reorganizations in Japan Shareholder proposals, shareholders demanding extraordinary shareholder meetings, hostile TOBs, MBOs, market restructurings, group restructurings, and other business reorganizations continue at a rapid clip. Proposal Proposer/buyer Target compa
Slide 13: Quickening Activity of Company Reorganizations in Japan
Quickening Activity of Company Reorganizations in Japan Proposal Proposer/buyer Target company Requirements period February 2021, After announcement of the MBO, City Index Eleventh submitted a large City Index Eleventh SAKAI OVEX 03/2021 shareholding report. (7.93%) ⇒ MBO was not implemented. Novemb
Slide 14: Arrival of the Era of Major Restructurings
Arrival of the Era of Major Restructurings Company Ａ Sale of Sub- Subsidiary sidiary Assets Company B Company E Sale of assets Friendly Integration Sub- Spin off sidiary Hostile Company C TOB Company D In the era of major restructuring, the Group provides specialized consulting services for strategi
Slide 15: Advantages of our Proxy Advisory and Financial Advisory Services
Advantages of our Proxy Advisory and Financial Advisory Services During the Era of Major Restructuring Other Business description IRJ/JOIB Information essential to acquiring control rights firms Countermeasures against activists ◎ △ Detailed and accurate analysis of shareholders (Overseas institutio
Slide 16: Activity of Activist
Activity of Activist Number of Activist Funds that are Active in Japan U.S. and European activists 44 Asian activists Domestic activists 35 23 24 20 16 13 13 11 8 9 8 7 6 6 4 3 4 1 2 2 7 8 4 5 3 3 3 2014 2015 2016 2017 2018 2019 2020 16
Slide 17: Activists are Acting Aggressively
Activists are Acting Aggressively Number of Activist Funds Submitting Proposals 26 16 15 13 9 5 3 2 2014 2015 2016 2017 2018 2019 2020 2021 As of May 7, 2021 17
Slide 18: Company's Strengths that Support our Record in Activist Response
Company’s Strengths that Support our Overwhelming Record in Activist Response Institutional Institutional Collective shareholder Ａ shareholder B engagement Listed Activist company Institutional Institutional shareholder C shareholder D Our AI and proprietary global research systems enable detailed a
Slide 19: Expansion of Support Services Starting from Equity Consulting
Expansion of Support Services Starting from the Equity Consulting Business Requests for advanced equity consulting services, which are unique to our company, have increased significantly, and we are steadily establishing much closer relationships with clients. Normal Large-scale projects projects Eq
Slide 20: The Source of our PA and FA Business: Equity Consulting Services
The Source of our PA and FA Business: Equity Consulting Services Expansion of our Core Client Base Note: Number of clients with annual transaction amounts of ¥5 million or more 303 288 257 227 200 FY2016 FY2017 FY2018 FY2019 FY2020 20
Slide 21: Growing Demand for Equity Consulting Services
Growing Demand for Equity Consulting Services The TSE’s New Sections First Second Mothers JASDAQ Current For diversified Section Section For startups and emerging companies companies (Companies For companies with a For companies with a with a proven track sections large amount of liquidity proven tr
Slide 22: Growing Demand for Equity Consulting Services
Growing Demand for Equity Consulting Services Main Points of the Revision (Draft) of the Governance Code １. The primary functions of the Board of Directors Appointment of at least one-third independent outside directors at companies listed on the Prime Market (Encourage the consideration of a majo
Slide 23: Pipeline of Large-Scale Projects
Pipeline of Large-Scale Projects* Type of Type of project Clients Content contract Contest for corporate control Listed company (Market cap > ¥500 billion) FA・PA TOB Contest for corporate control Listed company (Market cap > ¥500 billion) FA・PA TOB Contest for corporate control Listed company (Marke
Slide 24: Pipeline of Large-Scale Projects
Pipeline of Large-Scale Projects* Type of Type of project Clients Content contract Business reorganization Listed company (Market cap > ¥500 billion) FA・PA Business reorganization, M&A Business reorganization Listed company (Market cap > ¥100 billion) FA・PA Business reorganization, M&A Business reor
Slide 25: Finalizing the JOIB's Organizational Structure
Finalizing the JOIB’s Organizational Structure The newly established JOIB is expected to establish a specialized staff and organizational structure within the first quarter. We have expectations that this will lead to an increase in the number of large-scale project contracts for the execution of fi
Slide 26: Support for MBOs
Support for MBOs Even in privatizations such as MBOs, the ability of specialized FA groups to design and implement sophisticated schemes based on our advanced and abundant experience in the shareholder control structure is highly evaluated. Number of MBOs Our Support for MBOs 2021 12 Taisei (Suppo
Slide 27: Transfer Agency Business
Transfer Agency Business Entrustments with 72 companies have been completed, and the number of shareholders under administration reached 390,152 as of March 31, 2021. We continue to pursue strategic business development from the perspective of defending the company from activist and hostile TOBs, in
Slide 28: 2. Financial Forecast and Shareholder Return
2. Financial Forecast and Shareholder Return 28
Slide 29: Financial Forecast for Fiscal 2021
Financial Forecast for Fiscal 2021 (As of May 10, 2021) We will increase the number of contracts for advanced equity consulting services, as well as the number of large-scale projects. We expect that the newly established JOIB is entrusted with the execution of the core business of our financial adv
Slide 30: Shareholder Return
Shareholder Return The year-end dividend for fiscal 2020 is ¥50 per share. The total annual dividend, including the interim dividend of ¥35 per share, is ¥85 per share. For fiscal 2021, we currently plan to pay an interim dividend of ¥45 per share and a year-end dividend of ¥68 per share, for an ann
Slide 31: Corporate Governance Structure
Corporate Governance Structure Our Group has adopted a company with an audit and supervisory committee system, and 50% of the directors are independent outside directors. With Mr. Noumi, who has extensive insight in the financial and investment fields, as an Outside Director, the Company will be man
Slide 32: 3. Supplementary Information
3. Supplementary Information 32
Slide 33: Field of Power of Equity and Market Size
Field of Power of Equity and Market Size IR SR M&A (Investor Relations) (Shareholders Relations) (Mergers and Acquisitions) Investor Response Shareholder Response Corporate Acquisition IR market in the wide sense: SR market in the wide sense: M&A market: ¥600 billion ¥45 billion ¥100 billion ◆Instit
Slide 34: The Group's Long-Term Goals
The Group’s Long-Term Goals The Current SR (“Shareholder Relations”) Market (the broad market measure which includes TA (“Transfer Agency”) SR Market The Group’s current market share: ¥3 billion TA Market (share breakdown: 60% of SR Market narrow measure + TA Market) narrow measure (¥95 billion)* (¥
Slide 35: Total Shareholder Return (TSR)
Total Shareholder Return (TSR) Period March 31, 2021 April 30, 2021 1 year 479.50% 515.37% 3 years 2,151.52％ 2,312.45％ 5 years 3,253.16％ 3,496.47％ From listing (March 17, 2011) 9,994.00％ 10,741.50％ * TSR: Calculated as capital gain + income gain assuming the income gain is reinvested and the value o
Slide 36: Fiscal 2020: Net Sales by Business Segment
(Reference) Fiscal 2020: Net Sales by Business Segment FY2020 FY2019 (Apr. 2020―Mar. 2021） (Apr. 2019―Mar. 2020) Amount Percent of Total Change Amount (Millions of yen) (％) (％) (Millions of yen) IR・SR Consulting 7,614 91.9 9.2 6,974 Disclosure Consulting 475 5.7 -8.9 522 Database/Other 194 2.3 4.9 1
Slide 37: "Power of Equity" is a registered trademark of IR Japan
We, IR Japan, are a consulting firm that provides services with high additional value based on voting power, for the development of the capital market. “Power of Equity” is a registered trademark of IR Japan