Nihon M&a Center Holdings Inc. · TSE:2127
Nihon M&a Center — Q3 FY2024 Earnings Presentation
72 slides from Nihon M&a Center's earnings presentation, Jan 30, 2025
Slide 1: IR Report: Financial Results Report for Q3 FY2024
Assisting companies to continue and prosper through M&A IR Report Financial Results Report for Q3 FY2024 Year to March 2025 TSE code ２１２７ The information included in this presentation, such as industry trends and analysis, future plans and forecasts, is based on data available at the time of release
Slide 2: Table of Contents
Table of Contents Nihon M&A Center Holdings Purpose P1 Business Environment P３４～P３７ Q3 FY2024Results Review P２～P１１ （Reference） Distribution of the Age of Owners & Ratio of Companies with No Successor P３５ Q3 Results Review (YoY comparison) P３ （Reference） Key Reasons for Companies Becoming Dormant, Cl
Slide 3: Nihon M&A Center Holdings Purpose
Nihon M&A Center Holdings Purpose To connect hopes and dreams for the best M&A experience in Japan and then the world Best M&A ＝ Top level compliance, client satisfaction, quality Copyright©2025 Nihon M&A Center Holdings Inc. All rights reserved. 1
Slide 4: Q3 FY2024 Results Review
Q3 FY2024 Results Review IIIANihon MaA Center HD
Slide 5: Q3 Results Review (YoY comparison)
Q3 Results Review (YoY comparison) Sales and profit decline due to a decrease in transactions closed Increase in new sell-side mandates and new transaction negotiations to impact next financial year results Q3 YTD results （Apr - Dec） Q3 results （Oct - Dec） FY2024 FY2023 YoY FY2024 FY2023 YoY Sales (
Slide 6: Sales/Ordinary Profit Progression
Sales/Ordinary Profit Progression Sales progression Ordinary profit progression % of full year forecast 61.0％ % of full year forecast 63.0％ （¥mn） （¥mn） Q3 YTD FY2024 result Q3 YTD FY2024 result 29,８４３ 10,７１２ FY2024 forecast FY2024 forecast 4８,９00 17,000 H1 40％ H2 60％ H1 ２６％ H2 ７４％ 0 10,000 20,000 30
Slide 7: Review of Q3 FY2024
Review of Q3 FY2024 Q3 YTD results YoY Cause/results (Apr – Dec) Sales (¥mn) 29,８４３ -4.2％ Impact from some delayed mandates (in particular late receipt of success fees) in Q3 again Strengthening of project management for mandates in progress in Q4 to lead to an increase in the number of transact
Slide 8: Leading Indicator
Leading Indicator Healthy leading indicator continues New sell-side mandates *1 New buy-side mandates *2 FY23-Q3 FY24-Q3 FY23-Q3 FY24-Q3 +15.0% +5.8% ２８７ ３３０ ３45 ３65 New mid-cap sell-side mandates*1 New transaction negotiations *3 with expectation of total success fees in excess of between sellers a
Slide 9: Latest Leading Indicators and Corresponding M&A Mandate Flow
Latest Leading Indicators and Corresponding M&A Mandate Flow * Figures for FY2024-Q3, % changes yoy Preparatory phase Matching phase Negotiation phase M&A intermediary Management Preparation of Definitive advisory agreement valuations & teasers Matching Completion with potential sellers meeting agre
Slide 10: Record of Transactions Closed, M&A Sales, New Mandates
Record of Transactions Closed, M&A Sales, New Mandates Continually implementing policy to increase the average revenue per transaction （Continuously implementing measures to strengthen ability to gain large mandates and handle small mandates by a group company） FY2021 FY2022 FY2023 FY2024 （Units: no
Slide 11: Income Statement Key Data
Income Statement Key Data FY2024 Q3 YTD FY2023 Q3 YTD FY2024 results YoY results full-year forecasts (¥mn, ％) Total % % Total % Total % Sales 29,843 100.0 -4.2 31,147 100.0 48,900 100.0 (o/w M&A sales) 28,861 96.7 -4.2 30,138 96.8 Cost of sales 12,904 43.2 -2.5 13,237 42.5 (o/w referral fees and out
Slide 12: Balance Sheet Key Data
Balance Sheet Key Data Maintaining a healthy balance sheet Asset （¥mn、％） End-Dec 2024 % Change End-Mar 2024 Ⅰ Current assets 34,075 63.4 -8,311 42,386 Cash and deposits 32,585 60.7 -4,854 37,439 Accounts receivable 849 1.6 -1,729 2,579 Others 640 1.2 -1,727 2,367 Ⅱ Fixed assets 19,637 36.6 3,383 16,
Slide 13: Number of Employees
Number of Employees Recruitment activity and methods reviewed and reenergised leading to an increase in volume and quality Plan 120 increase in number of consultants in FY2024 (including graduates) Total of 728 consultants, with 17 due to start, as at Jan 1 （hired from other companies, joining befor
Slide 14: Shareholder Return Contribution, Shareholder Breakdown
Shareholder Return Contribution Shareholder Breakdown
Slide 15: Shareholder Return Contribution (Dividend Policy)
Shareholder Return Contribution (Dividend Policy) Forecast dividend of ¥29 in respect of FY2024, including special dividend of ¥6 following end of shareholder benefit programme （¥14 as interim） FY2024 dividend forecast Dividends*2 and pay-out ratio Dividends（left axis） (¥) Pay-out ratio (right axis)
Slide 16: ROE trend
ROE trend Improvement in ROE to 20% range due to shareholder return initiatives Shareholder equity and ROE （return on equity） (Reference) Returns to shareholders in FY2023 (¥mn) Shareholder equity（left axis） ROE（right axis） 60,000 30.0% 26.6% 24.0% 24.3% Annual dividend about ¥7.3bn 50,000 21.8% 18.
Slide 17: Share Ownership and Market Capitalization
Share Ownership and Market Capitalization Ratio of individual shareholders has increased and the total number of shareholders has in parallel risen to over 100,000 Share ownership as of 30 Sep 2024 Market capitalization （from Jan 2020） Other corporations (¥100mn) Treasury stock 2.9％ 5.9％ 14,000 Secu
Slide 18: Mid-term Management Plan and FY2024 Forecast
Mid-term Management Plan and FY2024 Forecast
Slide 19: Mid-term Management Plan
Mid-term Management Plan Continuing to strive for the ordinary profit target for FY2027 of ¥30.5bn (¥mn) 80,000 Consolidated sales Consolidated ordinary profit +18.3％ 76,200 70,000 +10.8％ Consolidated 60,000 sales forecast +15.0％ 64,400 Consolidated 48,900 sales result 44,136 +15.0％ 56,000 50,000 +1
Slide 20: FY2024 Forecast
FY2024 Forecast Due to implementation of strategic growth investments ordinary profit ratio to dip in the short term Comparison of results for last year with forecasts for this year Full year FY2024 target on mid- FY2023 results FY2024 forecasts growth term management plan Sales (￥mn) 44,136 48,900
Slide 21: Investment Focus in FY2024: Strategic Investment
Investment Focus in FY2024: Strategic Investment Direct marketing for nationwide coverage Over 10,000 registrations for seminars up to the end of Q3 Hosting a variety of seminars nationwide to cover all areas of owners interest in M&A In addition Small discussion groups Seminar on pensions, Nation
Slide 22: Local regional rejuvenation project
Investment Focus in FY2024: Strategic Investment Local regional rejuvenation project Status of “local representative office with Investment strategy to be deep-rooted discussion desk”* openings regionally Opening in Prefecture Started to distribute magazines and company literature in each locality
Slide 23: Investment Focus in FY2024: Human Resources Investment
Investment Focus in FY2024: Human Resources Investment Coordinated strengthening of recruitment, training and support for employee activities Aiming for a virtuous circle creating a sustainable organisation Higher recruitment volume, quality and speed Acceleration of development and improvement of r
Slide 24: Investment Focus in FY2024: Operations Investment
Investment Focus in FY2024: Operations Investment Japan Investment Fund, Fund Number 1* 5th exit 5th exit Japan Investment Fund performance to date （as of Jan 2025） Japan Investment Fund Fund Number 1 Fund Number １ （Since Feb 20１８） Investment in 2018 12 investments in total / exited from 5 （Aichi, I
Slide 25: Related Activities
Related Activities IIIANihon MaA Center HD
Slide 26: Update on Related Activities
Update on Related Activities Financial Performance of M&A Sales and Other Sales Slight drop in “Other income” impacted by Batonz Co., Ltd. deconsolidation in FY2023-Q2 QoQ comparison YoY comparison FY2024 FY2023 Q3 YTD Q3 YTD FY2023 FY2022 FY2021 (¥mn, ％) Total % YoY Total YoY Total YoY Total YoY To
Slide 27: TOKYO PRO Market (TPM) IPO support activities
TOKYO PRO Market（TPM）*1 IPO support activities Number of companies we have newly sponsored for IPOs on TPM Jan – Dec 2023 J-Advisor ※２ top share ※３ for two years running Jan – Dec 2024 Launch of new IPO support services for TPM IPOs Fukuoka PRO Market (no. of companies) No. of TPM IPOs 40 40 No. of
Slide 28: Industry Trends
Industry Trends IIIANihon MaA Center HD
Slide 29: Industry Trends – External Landscape
Industry Trends – External Landscape Improvement required to service quality and ethical standards of the industry Number of companies providing M&A support Reactions in public and private sectors （as of 20 Jan 2025） M&A specialist companies Growth in new – intermediaries SME Agency market entrant
Slide 30: SME M&A guidelines 2nd revised edition
Industry Trends – External Landscape “SME M&A guidelines” ２nd revised edition (30 Aug 202４) Added content including fee transparency and policy for inappropriate buyers Summary of revisions (for intermediary parties) 1. Intermediaries, financial advisor fees and 5. Risks for parties following defini
Slide 31: Reporting of problems with inappropriate buyers
Industry Trends – External Landscape (Since May 2024) Reporting of problems in the industry with inappropriate buyers Examples of problems 【Problems】 Buyer takes cash out of target company Personal guarantee of target company owner not released Subsidiary M&A support Seller Buyer institution Int
Slide 32: Measures to prevent M&A problems
Industry Trends – Our Response Measures to prevent M&A problems System for risk management in the transaction process There are 3 key touchpoints for reviews Checkpoint 1 Criminal record Checkpoint 2 Financial capacity of buyer Checkpoint 3 Suitability of scheme Legal review meeting① Legal review
Slide 33: Response by Self-Regulatory Body
Industry Trends – Response by Self-Regulatory Body M&A Advisors Association （Renamed from Jan 2025） Creation of Qualification system committee and Self governance evaluation committee Board representation from financial institutions and other professional practices （starting Jan 2025） • Change of st
Slide 34: Industry Trends – Our Response
Industry Trends – Our Response As a leading company we advocate regulation, contributing to the healthy development and improved quality of the industry as a whole Promote the collaboration of academic, industry and government Participating as Collaboration agreement with Kobe University Graduat
Slide 35: Industry Trends – Our Response
Industry Trends – Our Response Companies are places for owners, employees and families to form lasting bonds M&A support companies are subject to comparative selections due to changes in the market environment Change in ① Increase in number of companies providing M&A support competitive landscape ②
Slide 36: Business Environment
Business Environment IIIANihon MaA Center HD
Slide 37: Distribution of the Age of Owners & Ratio of Companies with No Successor
（Reference） Distribution of the Age of Owners & Ratio of Companies with No Successor The ratio of owners aged over 70 is at a record high The ratio of companies with no successor is trending down, but still represents a majority Age distribution of SME owners (in 5-year categories) Ratio of SMEs wit
Slide 38: Key Reasons for Companies Closing Down
（Reference） Key Reasons for Companies Becoming Dormant, Closing Down or Being Broken Up Over half the companies which closed down are profitable The reason for about 30% of companies closing down is the lack of a successor Breakdown according to profit/loss of companies which Reasons for companies c
Slide 39: Trends in Business Succession
（Reference） Trends in Business Succession Acceleration in trend towards removal of family ownership, as company ownership is moving away from families to internally and externally appointed third parties Trends in changes to ownership appointments Family relatives Internally selected M&A, other Exte
Slide 40: Potential Market
Potential Market IIIANihon MaA Center HD
Slide 41: Estimated Potential Demand for M&A Related to Business Succession
Estimated Potential Demand for M&A Related to Business Succession Potential demand for M&A of SMEs lacking a successor is forecast to peak in 2035, but still maintain a high annual volume of over 90,000 ＊1 Projection of potential demand for M&A of SMEs lacking a successor （sales over ￥100m, CEO age
Slide 42: M&A Potential Market Size
M&A Potential Market Size The potential market size for M&A of SMEs (sales over ¥100m) in the domestic market is ¥13.5 trillion Number of potential M&A target companies*2 Sales size Number of Potential market SMEs*1 Business succession Business succession focus not focus size*3 （CEO age over 60） （CE
Slide 43: Company Overview
Company Overview IIIANihon MaA Center HD
Slide 44: 15-year Results Record
(Reference) 15-year Results Record 14th consecutive period of higher sales (¥mn) 50,000 Sales 売上高 45,000 Ordinary profit 経常利益実績 44,136 41,315 40,401 40,000 Compound annual growth rate of ordinary profit 19.4% 34,795 35,000 in the last 14 years ＝+ 32,009 30,000 28,463 24,625 25,000 19,069 20,000 16,5
Slide 45: Last Three Mid-term Management Targets and Ordinary Profit Trend
(Reference) Last Three Mid-term Management Targets and The Trend in Ordinary Profit All three of the last mid-term management targets have been reached early As the industry leader in SME Ｍ＆Ａ we have displayed steady growth and established a unique position Period 3 mid-term target (¥mn) Consolidate
Slide 46: To Become the Top Global Integrated M&A Company
To Become the Top Global Integrated M&A Company Number of transactions closed Number of mandated projects, number of transactions closed Customer satisfaction ◆Recognized by Guinness World Records Optimal matching and post-merger integration for 4 consecutive years ◆ Best-selling mergers and acquisi
Slide 47: Corporate Profile
Corporate Profile (as of end-Dec 2024) Leading company in M&A intermediary services with a track record of over 9,500 completed transactions Company name Nihon M&A Center Holdings Inc. Established April 1991 *Transition to a holding company structure taken place in October 2021 Business outline Grou
Slide 48: Corporate History
Corporate History ★ We have been profitable since the second year of our history and have continuously paid a dividend Honorable Chairman Wakebayashi and President Miyake worked at Olivetti Japan, selling computers nationally to accounting firms and regional financial institutions. The current M&A n
Slide 49: Nationwide M&A information network
Business Model Nationwide M&A information network Providing corporates buying or selling with an abundance of information on deals, irrespective of location or sector, harnessing a nationwide network of financial institutions and accountants Information Information Network Information As of end-Dec
Slide 50: The Strengths of Nihon M&A Center
The Strengths of Nihon M&A Center Never let any competitor catch up Differentiation through service, superiority without competing on price 1. Strong systems for developing Very strong network for M&A information valuable information Regional financial institutions, accountants, large financial in
Slide 51: Our Workflow as An M&A Intermediary
Our Workflow as An M&A Intermediary Seller Buyer Consultation Explanation of important contract terms and conditions Retainer Strategic planning and fee Signing of search for target advisory agreement Discussion on non-name basis Arrangement of support team Signing of confidentiality agreement Provi
Slide 52: Becoming An Integrated M&A Company
Becoming An Integrated M&A Company Specialised high quality group companies Japan PMI Consulting： Nihon M&A Center： Batonz： A consulting firm specializing Established in 1991. The top Running BATONZ, M&A and in post-merger integration company for closed deals business succession (PMI) support, the k
Slide 53: Expanding Presence throughout Japan and Overseas
Expanding Presence throughout Japan and Overseas Locations where we have established a Status of development of international presence （as of end-Dec 202４） operations Rapidly growing internationally, leading the way ７ in SME M&A domestic locations Sapporo • Presence in 5 ASEAN countries. Together wi
Slide 54: Nihon M&A Center Inc. Organization Structure
52 ration HQ Administ- General Affairs Dept. Document Mgmt. Dept. Copyright©2025 Nihon M&A Center Holdings Inc. All rights reserved. Finance and Accounting Dept. Quality Control HQ Matching Promotion Dept. Legal Advisory Dept. Nihon M&A Center Inc. Organization Structure （as of Dec 2024） Corporate A
Slide 55: Human Resources Training
Human Resources Training Subsidy system for training of new recruits and further development of key employees Internal training External training Step up training Training for new recruits Regular training for each level Understanding of our company Analysis of case studies for Monthly training
Slide 56: Human Resource Development Plan
Human Resource Development Plan A layered approach for thoroughness We aim to achieve fast results from the training For Senior executive officers and above. Core to strengthened training plan Senior Goal Creating and implementing growth strategies executives for our company. Executive offsites/Mana
Slide 57: What We Do for Digital Transformation
What We Do for Digital Transformation Utilising media & digital communication Digitalisation brings greater efficiency Awareness Lead creation to every component of the M&A process Lead Awareness creation Private company valuation system, Creation of potential buyer lists now also adopted by regiona
Slide 58: Transactions closed in FY2023
Transactions closed in FY2023 What size sellers does Nihon M&A Center support ？ Calculated from deals closed in FY2023 Sales in a seller (¥mn) Number of employees in a seller More than 2,000 6.2％ More than 100 employees 6.4％ More than More than 50 to 5 employees 100 or less 1,000 to 2,000 9.0％ 100 e
Slide 59: Transactions closed in FY2023
Transactions closed in FY2023 We achieve optimal matching from our broad geological and sector reach Industries of companies sold Nihon M&A Center matching results Same Different Total sector sector Other Construction 25.6％ 22.8％ Same region 10.6 ％ 23.6 ％ 34.2 ％ Metal and plastic related Different L
Slide 60: Number of Transactions Closed in Q3 (1/5)
Number of Transactions Closed in Q3 (1/5) 145 transactions closed, ２84 by number of companies Selling company Acquiring company Industry classification Region Industry classification Region 1 Civil engineering contractor Kanto Building construction Kanto 2 Energy Hokkaido, Tohoku Civil engineering c
Slide 61: Number of Transactions Closed in Q3 (2/5)
Number of Transactions Closed in Q3 (2/5) Selling company Acquiring company Industry classification Region Industry classification Region 29 Beauty salon Kanto Beauty salon Koshinetsu 30 Rental / leasing Kanto Rental / leasing Kanto 31 Services for corporate customers Kansai Private equity fund Kant
Slide 62: Number of Transactions Closed in Q3 (3/5)
Number of Transactions Closed in Q3 (3/5) Selling company Acquiring company Industry classification Region Industry classification Region Laboratory instruments manufacture / 62 wholesale Kanto Services for corporate customers Kansai 63 Pipe contractor Kanto Services for corporate customers Chugoku,
Slide 63: Number of Transactions Closed in Q3 (4/5)
Number of Transactions Closed in Q3 (4/5) Selling company Acquiring company Industry classification Region Industry classification Region 95 Resin parts processing Overseas Resin parts processing Overseas 96 Pipe contractor Kanto Resin parts processing Tokai, Hokuriku 97 Electric components manufact
Slide 64: Number of Transactions Closed in Q3 (5/5)
Number of Transactions Closed in Q3 (5/5) Selling company Acquiring company Industry classification Region Industry classification Region 130 Industrial machinery manufacture Kanto Services for corporate customers Kanto 131 Truck transportation Kanto Private equity fund Kanto 132 Food manufacture Ky
Slide 65: Sustainability
Sustainability IIIANihon MaA Center HD
Slide 66: Sustainability Initiatives: 2024 MSCI ESG Rating
Sustainability Initiatives 2024 MSCI ESG Rating Raised to A MSCI ESG Rating background Our ESG Rating progression （AAA is the highest level） （Score） Global ESG investment index created by the US company MSCI (Morgan Stanley Capital AAA6 International) AA 5 7 ratings (CCC – AAA) awarded based on
Slide 67: Sustainability Initiatives: Materiality
Sustainability Initiatives FY2024 Revision and re-identification of materiality New materiality items （★ - top priority issues） Materiality matrix Top priority * No difference in degree of issues importance within each quadrant 1. Further advancement 1-1 Structure that can provide services to all ma
Slide 68: Initiatives towards healthy development of M&A industry
Sustainability Initiatives Initiatives towards healthy development of M&A industry Obtained Ph.D. of research on legal aspects of SME M&A Initiatives towards development of M&A industry Mr. Yokoi, Head of Legal Advisory Department, obtained Ph.D. in his research on legal aspects of SME M&A at Gradua
Slide 69: Initiatives to broadening the base of M&A
Sustainability Initiatives Initiatives to broadening the base of M&A The pupils reaction Commencement of talks nationwide at schools • I used to have a bad impression of M&A, but this changed after hearing “Who knows about M&A“ – broadening the base examples of how both parties in an M&A transaction
Slide 70: Our M&A intermediary activities provide economic benefits
Our M&A intermediary activities provide economic benefits Enabling the continual growth of society through sustaining and increasing employment 1 Total revenues for the companies Number of M&A contracts involved in the aforementioned supported by Nihon M&A Center M&A contracts FY202３ Basic informati
Slide 71: Nihon M&A Center Holdings Philosophy
Nihon M&A Center Holdings Philosophy 1. Utmost respect for 5. Best decisions upon our clients free and open discussion 2. High viewpoint, 6. Never give up until the broad field of view result is achieved 3. Challenge without 7. Be humble, fear of mistake learn and grow 4. Swing the pendulum 8. The r
Slide 72: Lastly
Lastly Ⅰ. Corporate ethos Corporate ethos Corporate Purpose To connect hopes and dreams for the best Assisting companies to continue and prosper through M&A M&A experience in Japan and then the world Ⅱ. To investors Increase market value Return profits to shareholders We aim to increase market value
Nihon M&A Center Holdings — Q3 FY2024 Earnings Presentation on 6ix