リミックスポイント(3825) – (Delayed)Consolidated Financial Results for the Fiscal Year Ended March 31, 2022 [Japanese GAAP]

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開示日時:2022/05/27 15:30:00

損益

決算期 売上高 営業益 経常益 EPS
2018.03 1,416,317 341,196 341,510 43.97
2019.03 1,178,000 -171,100 -171,000 -31.81
2020.03 1,122,900 -119,800 -119,700 -88.66
2021.03 1,321,700 -288,900 -288,200 -36.86

※金額の単位は[万円]

株価

前日終値 50日平均 200日平均 実績PER 予想PER
388.0 257.8 195.015

※金額の単位は[円]

キャッシュフロー

決算期 フリーCF 営業CF
2018.03 -16,269 21,596
2019.03 8,100 64,000
2020.03 -418,000 -375,200
2021.03 -332,000 -307,500

※金額の単位は[万円]

▼テキスト箇所の抽出

Disclaimer: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail. This document does not contain or constitute any guarantee and the Company will not compensate any losses and/or damage stemming from actions taken based on this document. Consolidated Financial Results for the Fiscal Year Ended March 31, 2022 [Japanese GAAP] May 13, 2022 Company name: Remixpoint, inc. Stock exchange listing: Tokyo Stock Exchange Code number: 3825 URL: https://www.remixpoint.co.jp Representative: Genki Oda, President, CEO and Representative Director Contact: Shinji Suzuki, Chief Financial Officer Phone: +81-3-6303-0280 Scheduled date of annual general meeting of shareholders: June 28, 2022 Scheduled date of commencing dividend payments: - Scheduled date of filing annual securities report: June 28, 2022 Availability of supplementary briefing material on financial results: Available Schedule of financial results briefing session: Scheduled (for institutional investors and analysts) (Amounts of less than one million yen are rounded down.) 1. Consolidated Financial Results for the Fiscal Year Ended March 31, 2022 (April 1, 2021 to March 31, 2022) (1) Consolidated Operating Results (% indicates changes from the previous corresponding period.) Net sales Operating profit Ordinary profit Profit attributable to owners of parent Fiscal year ended March 31, 2022 March 31, 2021 Million yen 28,753 13,217 117.5 17.7 (Note) Comprehensive income: Fiscal year ended March 31, 2022: ¥6,913 million [-%] % Million yen – 8,173 (2,893) – % Million yen 8,205 (2,888) % Million yen – 6,913 (2,974) – % – – Fiscal year ended March 31, 2021: ¥(2,974) million [-%] Basic earnings per share Diluted earnings per share Rate of return on equity Ordinary profit to total assets Operating profit to net sales Fiscal year ended March 31, 2022 March 31, 2021 Yen 64.05 (36.86) Yen 63.26 - (Reference) Equity in earnings (losses) of affiliates: % 75.2 (73.3) % 13.6 (9.4) % 28.5 (21.9) Fiscal year ended March 31, 2022: ¥- million Fiscal year ended March 31, 2021: ¥- million (2) Consolidated Financial Position Total assets Net assets Equity ratio As of March 31, 2022 As of March 31, 2021 Million yen 72,968 47,556 Million yen 14,114 4,322 (Reference) Equity: As of March 31, 2022: ¥14,096 million As of March 31, 2021: ¥4,296 million Net assets per share Yen 121.03 43.76 % 19.3 9.0 (3) Consolidated Cash Flows Fiscal year ended March 31, 2022 March 31, 2021 2. Dividends Cash flows from operating activities Cash flows from investing activities Cash flows from financing activities Million yen (429) (3,075) Million yen (259) (203) Million yen 2,715 3,397 Cash and cash equivalents at end of period Million yen 4,896 2,889 Annual dividends 1st quarter- end Yen 2nd quarter- end Yen 3rd quarter- end Yen Year- end Total Total dividends Payout ratio (consolidated) Dividends to net assets (consolidated) Yen Yen Million yen % Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 Fiscal year ending March 31, 2023 (forecast) – – – 0.00 0.00 – – 0.00 0.00 0.00 0.00 – – 0.00 – 2.00 2.00 % – – – – – 3. Consolidated Financial Results Forecast for the Fiscal Year Ending March 31, 2023 (April 1, 2022 to March 31, 2023) The energy business is subject to potential impact in the short term from the trend in rising electric power trading prices, and in the medium to long term from structural reform of electric power on the way to a low-carbon society. As for the influence on performance in the fiscal year ending March 2023 from the matters announced in the press release of May 12, 2022, “Conclusion of a capital and business alliance with SBI Holdings, Inc., change in scope of consolidation (partial stock transfer), and the expected posting of extraordinary profit,” at the present time it is difficult to make a reasonable estimate of these impacts. The Company intends to announce consolidated financial forecasts for the fiscal year ending March 31, 2023 as soon as a reasonable estimate becomes possible. * Notes: (1) Changes in significant subsidiaries during the fiscal year ended March 31, 2022 (changes in specified subsidiaries resulting in changes in scope of consolidation): No (2) Changes in accounting policies, changes in accounting estimates and retrospective restatement 1) Changes in accounting policies due to the revision of accounting standards: Yes 2) Changes in accounting policies other than 1) above: No 3) Changes in accounting estimates: No 4) Retrospective restatement: No (3) Total number of issued shares (common stock) 1) Number of issued shares at the end of the period (including treasury shares): March 31, 2022: 116,530,700 shares March 31, 2021: 98,254,000 shares 2) Number of treasury shares at the end of the period: March 31, 2022: 60,000 shares March 31, 2021: 60,000 shares 3) Average number of shares during the period: Fiscal year ended March 31, 2022: 107,938,410 shares Fiscal year ended March 31, 2021: 80,691,768 shares (Reference) Overview of Non-consolidated Financial Results 1. Non-consolidated Financial Results for the Fiscal Year Ended March 31, 2022 (April 1, 2021 to March 31, 2022) (1) Non-consolidated Operating Results (% indicates changes from the previous corresponding period.) Net sales Operating profit Ordinary profit Profit Fiscal year ended March 31, 2022 March 31, 2021 Million yen 18,438 11,733 % 57.1 12.6 Million yen 1,054 (2,634) % – – Million yen 1,482 (2,414) – % – Million yen 1,218 (2,467) % – – Fiscal year ended March 31, 2022 March 31, 2021 Basic earnings per share Diluted earnings per share Yen 11.28 (30.58) Yen 11.14 – (2) Non-consolidated Financial Position Total assets Net assets Equity ratio As of March 31, 2022 As of March 31, 2021 Million yen 11,441 9,237 Million yen 9,752 5,654 (Reference) Equity: As of March 31, 2022: ¥9,733 million As of March 31, 2021: ¥5,627 million Net assets per share Yen 83.57 57.31 % 85.1 60.9 * These financial results are outside the scope of audits by certified public accountants or an audit corporation. * Explanation of the proper use of financial results forecast and other special notes (Caution regarding forward-looking statements) The forward-looking statements herein are based on information that is currently available and certain assumptions deemed reasonable by the Company. They include potential risks and uncertainties. Furthermore, actual results (including but not limited to actual business performance and dividend forecasts) may differ significantly from forecasts due to various factors. For all matters relating to forecasts, please refer to “1. Overview of Operating Results, etc. (4) Future Outlook” on page 4 of the attached materials. (Obtaining supplementary documentation) The Company plans to hold an online briefing session for institutional investors and analysts on Thursday, May 19, 2022. The supplementary documentation will be posted on the Company’s website immediately after the announcement of consolidated financial results. Table of Contents 1. Overview of Operating Results, etc ……………………………………………………………………………………………………. 2 (1) Overview of Operating Results for the Fiscal Year Under Review ……………………………………………………. 2 (2) Overview of Financial Position for the Fiscal Year Under Review……………………………………………………. 3 (3) Overview of Cash Flows for the Fiscal Year Under Review …………………………………………………………….. 4 (4) Future Outlook …………………………………………………………………………………………………………………………… 4 2. Basic Stance Concerning Choice of Accounting Standards ……………………………………………………………………. 5 3. Consolidated Financial Statements and Primary Notes …………………………………………………………………………. 6 (1) Consolidated Balance Sheets ……………………………………………………………………………………………………….. 6 (2) Consolidated Statements of Income and Comprehensive Income ……………………………………………………… 8 (3) Consolidated Statements of Changes in Equity …………………………………………………………………………….. 10 (4) Consolidated Statements of Cash Flows ………………………………………………………………………………………. 11 (5) Notes to Consolidated Financial Statements …………………………………………………………………………………. 13 (Notes on going concern assumption) …………………………………………………………………………………………… 13 (Changes in accounting estimates) ……………………………………………………………………………………………….. 13 (Additional information) …………………………………………………………………………………………………………….. 14 (Segment information, etc.) …………………………………………………………………………………………………………. 14 (Per share information) ……………………………………………………………………………………………………………….. 17 (Significant subsequent events) ……………………………………………………………………………………………………. 18 1 1. Overview of Operating Results, etc. (1) Overview of Operating Results for the Fiscal Year Under Review For the fiscal year ended March 31, 2022, net sales increased by 117.5% from the previous fiscal year to ¥28,753 million. Operating profit was ¥8,205 million, ordinary profit was ¥8,173 million, and profit attributable to owners of parent was ¥6,913 million, while for the previous fiscal year operating loss was ¥2,888 million, ordinary loss was ¥2,893 million, and loss attributable to owners of parent was ¥2,974 million. Operating results by business segment are as follows. Net sales amounts given here for each segment do not include inter-segment net sales. The Group’s reportable segments have been determined based on sections of high importance in accordance with the evaluation of operating results, the building of business strategies, the allocation of management resources, etc., and have been organized into five sections as the “energy business,” “used car business,” “resilience business,” “financial business,” and “other businesses.” Based on a policy decided in the previous fiscal year, the division into reportable segments for this fiscal year has been partially changed. Energy business In the energy business, after the price of electricity traded on the Japan Electric Power Exchange (JPEX) soared from mid-December 2020 to late January 2021, the Company endeavored to diversify its procurement of electricity, including by making use of fixed-price relative transactions and electricity futures contracts, so as to achieve a stable supply of electric power to customers. In view of the coming policy of determining capacity contribution based on maximum demand, the Company decided to enter the capacity market and engaged in marketing activities toward that end. Even though some customers at the end of their contract term did not renew their contracts under this policy, resulting in a decline in contracted capacity, factors such as the Russian invasion of Ukraine triggered a worldwide rise in electricity trading prices; moreover, considering the tendency of JPEX electricity trading prices to rise in winter, the Company procured the expected capacity needed for demand in advance at fixed prices, so that from a procurement standpoint there was very little impact from the JPEX winter price rises. In addition, both realized profit and profit on valuation resulted from the clearing margin of electricity future contracts, which the Company had entered into for procuring a supply of electricity for April 2022 and after at fixed cost. Thanks to such factors, profits greatly increased. As a result, net sales for the segment increased by 83.9% from the previous fiscal year to ¥12,672 million and segment profit (operating profit) was ¥1,664 million (operating loss was ¥2,150 million in the previous fiscal year). Used car business In the used car business, the Company trades used cars with used car dealers, and engages in consulting related to used car trading and other activities. In the used car trading business, although the gross margin ratio is low, partially due to trades between business operators, the length of time between procurement and recovery of sales proceeds is short, realizing a business model with a high capital turnover ratio. In the fiscal year under review, the number of units sold increased from the previous fiscal year, and sales and profit increased. Based on the nature of trades, for some sales transactions, changes were made in the timing or amounts of posting of sales. As a result, net sales for the segment increased by 15.1% from the previous fiscal year to ¥4,542 million and segment profit (operating profit) increased by 1.1% to ¥19 million. Resilience business Resilience business consists of the energy saving consulting business and the infection control business. In the fiscal year under review, the Company sought to expand sales of products and materials related to infection control, having taken up these products in the previous fiscal year, and began devoting a full-scale sales effort to MA-T System products (“Amazing Water” Series). The Company further 2 provided consulting on obtaining subsidies and other kinds of financial assistance, based on the know-how built up to date. However, sales of MA-T System products were sluggish, partly due to the lack of name recognition. Moreover, production of the remixbattery home electrical storage system, for which sales were expected to start in the second quarter, was slowed by the worldwide shortage of semiconductors, and sales efforts lagged, so that in the fiscal year under review both sales and profits declined year on year. As a result, net sales for the segment decreased by 16.1% from the previous fiscal year to ¥700 million and segment loss (operating loss) was ¥228 million (operating profit was ¥110 million in the previous fiscal year). Financial business BITPoint Japan Co., Ltd. (hereinafter, “BPJ”), operates a cryptoasset exchange as a cryptoassets exchanger. Up to now it has been engaged in services including physical trading of cryptoassets, derivatives trading (margin trading), and lending. After the Financial Instruments and Exchange Act was revised in 2019 lowering the leverage rate limit of cryptocurrency margin trading from 4x to 2x, however, the market for cryptoasset derivative trading became smaller and the amount of profit obtained by BPJ from such trading (margin trading) began trending downward. In light of this trend, the Company withdrew its registration as a Type I Financial Instruments Business under the Financial Instruments and Exchange Act as of December 29, 2021, and stopped offering trading in crypto derivatives (margin trading). In the fiscal year under review, revenue from commissions and trading increased, due to having started handling multiple cryptoassets. At the same time, thanks to success in controlling selling, general and administrative expenses to a low level despite having increased sales, profitability was improved over the previous fiscal year. Furthermore, investments in cryptoasset-related business, included as business transactions in financial business starting in the first quarter, also enabled the steady booking of profits, as dividends from investment instruments and as profit and loss of the investment partnerships in which the investments were made. As a result, net sales for the segment increased by 739.0% from the previous fiscal year to ¥10,767 million and segment profit (operating profit) was ¥7,612 million (operating loss was ¥260 million in the previous fiscal year). Others Other businesses include the marketing consulting business and newly launched businesses. Note that comparisons with the previous fiscal year include data from the travel business existing at that time. As a result, net sales for the segment decreased by 73.2% from the previous fiscal year to ¥70 million and segment profit (operating profit) decreased by 77.6% to ¥13 million. (2) Overview of Financial Position for the Fiscal Year Under Review At the end of the fiscal year under review, the balance of current assets was ¥71,147 million, an increase of ¥25,103 million from the end of the previous fiscal year (¥46,043 million). The main factors for this include increases of ¥13,372 million in users cryptoassets, ¥2,819 million in cash segregated as deposits, ¥2,000 million in cash and deposits, and ¥1,793 million in owned cryptoassets. (Non-current assets) At the end of the fiscal year under review, the balance of non-current assets was ¥1,821 million, an increase of ¥308 million from the end of the previous fiscal year (¥1,513 million). The main factors for this include increases of ¥299 million in deferred tax assets, ¥224 million in leasehold and guarantee deposits, and ¥46 million software, along with decreases of ¥88 million in investment securities and of ¥59 million in software in progress. (Current liabilities) At the end of the fiscal year under review, the balance of current liabilities was ¥58,853 million, an increase of ¥15,619 million from the end of the previous fiscal year (¥43,233 million). The main factors for this include increases of ¥13,372 million in deposits received for cryptoassets, ¥2,824 million in deposits received, and ¥1,574 million in income taxes payable, along with a decrease of ¥2,403 million 3 in accounts payable – trade. (Net assets) At the end of the fiscal year under review, the balance of net assets was ¥14,114 million, an increase of ¥9,792 million from the end of the previous fiscal year (¥4,322 million). The main factors for this include increases of ¥1,371 million in share capital, ¥1,371 million in capital surplus, and ¥6,913 million in retained earnings resulting from recording of profit attributable to owners of parent. (3) Overview of Cash Flows for the Fiscal Year Under Review At the end of the fiscal year under review, cash and cash equivalents (hereinafter, “cash”) amounted to ¥4,896 million, an increase of ¥2,006 million from the previous fiscal year (¥2,889 million).The following explains the situation of each cash flow and any underlying factors. (Cash flows from operating activities) Net cash used in operating activities amounted to ¥429 million (net cash used in operating activities amounted to ¥3,075 million in the previous fiscal year). This is mainly due to increases of ¥13,372 million in users cryptoassets and ¥2,819 million in cash segregated as deposits, a decrease of ¥2,403 million in trade payables, an increase of ¥13,372 million in deposits received for cryptoassets, and ¥8,172 million in profit before income taxes. (Cash flows from investing activities) Net cash used in investing activities amounted to ¥259 million (net cash used in investing activities amounted to ¥203 million in the previous fiscal year). This is mainly due to ¥215 million used in purchase of intangible assets, ¥112 million used for leasehold deposits, ¥79 million used in purchase of property, plant and equipment, and ¥167 million obtained as proceeds from refund of leasehold deposits. (Cash flows from financing activities) Net cash provided by financing activities amounted to ¥2,715 million (net cash provided by financing activities amounted to ¥3,397 million in the previous fiscal year). This is mainly due to ¥2,695 million in proceeds from issuance of shares resulting from exercise of share acquisition rights, and ¥19 million in proceeds from issuance of share acquisition rights. (4) Future Outlook 1) Performance outlook for the next period In the energy business, fuel price trends are uncertain due to the Ukraine crisis and other impacts. In the short term, areas and time periods are expected to see temporary drops below the reserve rate necessary for the stable supply of electric power; moreover, at times of electricity supply and demand tightness due to factors such as natural disasters and climate change, the trading price of electricity tends to soar. Meanwhile, the Japanese Government has been undertaking various initiatives on the way to realizing a decarbonized society along with stable supply of electrical power, such as introduction of the capacity market, and building an energy supply structure highly resilient to disasters. A business and market environment capable of meeting growing needs for procurement from carbon-free energy sources is also being readied, through measures including revision of the non-fossil fuel energy value trading market and building of a next-generation electrical grid and distributed power systems. Through such policy measures, structural reform of electric power is expected to advance. The Group has a policy of seeking to adapt appropriately to such changes in the business climate, but at the present time it is difficult to reasonably estimate sales and profits. As for the matters announced in the press release of May 12, 2022, “Conclusion of a capital and business alliance with SBI Holdings, Inc., change in scope of consolidation (partial stock transfer), and the expected posting of extraordinary profit,” in the second quarter of the fiscal year ending March 31, 2023, booking of an extraordinary profit of approximately ¥8,662 million is forecast from the partial sale of shares in consolidated subsidiary (second-generation subsidiary) BITPoint Japan Co., Ltd. (This figure is based on financial data as of March 31, 2022 and is subject to change depending on BPJ performance in the first quarter of the fiscal year ending March 31, 2023.) As a result of the partial share sale, BPJ is expected to become an equity method affiliate from July 1, 2022. It is further expected that the business 4 alliance with the SBI Group in the energy and cryptoassets fields will contribute to the profitability of our Group. Regarding the impact on the consolidated performance of our Group from this capital and business alliance, at the present time we have no specific data. The Company intends to announce performance forecasts as soon as it becomes possible. 2) Dividend outlook for the next period The Company considers the returning of profits to our shareholders to be a priority management policy. The basic policy in return of profits is to make ongoing stable dividend payments in overall consideration of the need to maintain the necessary internal reserves for long-term investment in future business expansion and strengthening of business fundamentals, along with the profit situation, future outlook, and payout ratio. As noted in the May 13, 2022 release, “Announcement of dividend of surplus,” an end-of-term dividend of ¥2 per share is forecast for the fiscal year ending March 31, 2023. This is premised on implementation of the elimination of deficiency at the end of the fiscal year ended March 31, 2022 as per the release on the same date (May 13, 2022), “Notice of reduction of legal capital surplus, appropriation of surplus, and acquisition of treasury shares,” and on the booking of extraordinary profit as noted above under “1) Performance outlook for the next period.” 2. Basic Stance Concerning Choice of Accounting Standards The Group applies Japanese accounting standards in order to ensure comparability with other domestic companies in the same industries. Regarding the application of international accounting standards, appropriate measures will be taken with consideration to any relevant circumstances in Japan and overseas. 5 3. Consolidated Financial Statements and Primary Notes (1) Consolidated Balance Sheets (Million yen) As of March 31, 2021 As of March 31, 2022 Assets Current assets Vehicles, tools, furniture and fixtures Accumulated depreciation Vehicles, tools, furniture and fixtures, net Cash and deposits Trade receivables and contract asset Merchandise Finished goods Raw materials and supplies Operational investment securities Users’ cryptoassets Owned cryptoassets Guarantee deposits for cryptoassets Cash segregated as deposits Guarantee deposits Other Allowance for doubtful accounts Total current assets Non-current assets Property, plant and equipment Buildings and structures Accumulated depreciation Buildings and structures, net Leased assets Accumulated depreciation Leased assets, net Total property, plant and equipment Intangible assets Software Software in progress Total intangible assets Investments and other assets Investment securities Leasehold and guarantee deposits Fixed loan Deferred tax assets Other Allowance for doubtful accounts Total investments and other assets Total non-current assets Total assets 2,895 1,516 264 – – – 32,724 3,176 312 3,890 743 558 (37) 46,043 17 (12) 5 73 (49) 23 3 (3) 0 28 615 74 689 156 464 2 – 193 (20) 794 1,513 47,556 6 4,896 1,971 251 94 126 370 46,097 4,969 1,170 6,709 2,493 2,051 (55) 71,147 60 (4) 56 92 (62) 29 – – – 86 662 15 677 67 688 16 299 41 (56) 1,057 1,821 72,968 As of March 31, 2021 As of March 31, 2022 (Million yen) Liabilities Current liabilities Accounts payable – trade Accounts payable – other Deposits received Deposits received for cryptoassets Guarantee deposits received Income taxes payable Loans payable-cryptoassets Provision for loss on business of subsidiaries and associates Provision for bonuses Other Total current liabilities Total liabilities Net assets Shareholders’ equity Share capital Capital surplus Retained earnings Treasury shares Total shareholders’ equity Share acquisition rights Total net assets Total liabilities and net assets 3,041 1,287 3,744 32,724 371 81 1,844 2 4 132 43,233 43,233 5,808 5,830 (7,324) (18) 4,296 26 4,322 47,556 638 1,406 6,569 46,097 – 1,656 2,028 2 – 456 58,853 58,853 7,180 7,201 (268) (18) 14,096 18 14,114 72,968 7 (2) Consolidated Statements of Income and Comprehensive Income Consolidated Statements of Income Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 Selling, general and administrative expenses Net sales Cost of sales Gross profit Operating profit (loss) Non-operating income Interest income Dividend income Foreign exchange gains Subsidy income Settlement income Penalty income Gain on investments in investment partnerships Other Total non-operating income Non-operating expenses Interest expenses Loss on investments in investment partnerships Share acquisition rights issuance costs Share issuance costs Provision of allowance for doubtful accounts Other Total non-operating expenses Ordinary profit (loss) Extraordinary income Insurance income Total extraordinary income Extraordinary losses Gain on reversal of asset retirement obligations Loss on retirement of non-current assets Loss on valuation of investment securities Head office relocation expenses Loss on valuation of investments in capital Impairment losses Total extraordinary losses Profit (loss) before income taxes Income taxes – current Income taxes – deferred Total income taxes Profit (loss) Profit (loss) attributable to owners of parent 13,217 13,026 190 3,079 (2,888) 1 26 – 19 – – 7 2 57 18 – 9 18 9 5 61 85 89 19 – 8 12 – 12 61 (2,893) 24 37 154 (2,962) (2,974) (2,974) 8 (Million yen) 28,753 15,018 13,735 5,530 8,205 0 2 3 – 12 12 37 – 5 4 10 5 15 27 6 69 – 24 24 19 – 5 0 – 25 8,173 8,172 1,558 (299) 1,258 6,913 6,913 Consolidated Statements of Comprehensive Income Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 Profit (loss) Comprehensive income Comprehensive income attributable to Comprehensive income attributable to owners of parent Comprehensive income attributable to non-controlling interests (2,974) (2,974) (2,974) – (Million yen) 6,913 6,913 6,913 – 9 (3) Consolidated Statements of Changes in Equity Fiscal Year Ended March 31, 2021 (from April 1, 2020 to March 31, 2021) Issuance of new shares 1,722 1,722 3,445 3,445 Balance at beginning of period Cumulative effects of changes in accounting policies Restated balance Changes during period High reduction of retained earnings arising from changes in the scope of consolidation Profit (loss) attributable to owners of parent Net changes in items other than shareholders’ equity Total changes during period Balance at end of period Share capital Capital surplus Treasury shares Shareholders’ equity Retained earnings (Million yen) Total shareholders’ equity Share acquisition rights Total net assets 4,085 4,107 (4,349) (18) 3,825 45 3,870 4,085 4,107 (4,349) (18) 3,825 45 3,870 – – (19) (19) 26 – – (2,974) (19) 451 4,322 (2,974) (2,974) 1,722 5,830 (2,974) (7,324) – (18) 471 4,296 1,722 5,808 10 Fiscal Year Ended March 31, 2022 (from April 1, 2021 to March 31, 2022) Share capital Capital surplus Treasury shares Shareholders’ equity Retained earnings (Million yen) Total shareholders’ equity Share acquisition rights Total net assets 5,808 5,830 (18) 4,296 26 4,322 Balance at beginning of period Cumulative effects of changes in accounting policies Changes during period High reduction of retained earnings arising from changes in the scope of consolidation Profit (loss) attributable to owners of parent Net changes in items other than shareholders’ equity Total changes during period Balance at end of period Restated balance 5,808 5,830 (18) 4,440 26 4,466 Issuance of new shares 1,371 1,371 (7,324) 144 (7,180) (1) 6,913 6,911 (268) 144 2,743 (1) 6,913 (7) (7) 18 144 2,743 (1) 6,913 (7) 9,647 14,114 1,371 7,180 1,371 7,201 – (18) 9,655 14,096 11 (4) Consolidated Statements of Cash Flows Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 (Million yen) Cash flows from operating activities Profit (loss) before income taxes Depreciation Increase (decrease) in allowance for doubtful accounts Impairment losses Interest and dividend income Interest expenses Share issuance costs Issuance cost of subscription rights to shares Loss on retirement of non-current assets Insurance proceeds Penalty income Settlement income Loss (gain) on valuation of investment securities Loss (gain) on investments in investment partnerships Loss (gain) on valuation of investments in capital Increase (decrease) in provision for loss on business of subsidiaries and associates Decrease (increase) in trade receivables Decrease (increase) in inventories Decrease (increase) in users cryptoassets Decrease (increase) in owned cryptoassets Decrease (increase) in guarantee deposits for cryptoassets Decrease (increase) in cash segregated as deposits Decrease (increase) in guarantee deposits Decrease (increase) in other current assets Increase (decrease) in trade payables Increase (decrease) in accounts payable – other Increase (decrease) in deposits received Increase (decrease) in deposits received for cryptoassets Increase (decrease) in accrued consumption taxes Increase (decrease) in loans payable-cryptoassets Decrease (increase) in other current liabilities Other, net Subtotal Interest and dividends received Interest paid Income taxes refund Income taxes paid Proceeds from insurance income Proceeds from penalty income Settlement received Expenditures on additional losses related to the theft of virtual currency Net cash provided by (used in) operating activities 12 (2,962) 216 (62) 37 (27) 18 18 9 89 – – – 19 (7) 8 (9) (571) 191 (25,417) (2,743) (142) (3,890) (592) 20 2,772 848 2,357 25,417 (203) 1,274 213 60 (3,057) 21 (18) 0 (15) – – – (5) (3,075) 8,172 229 53 – (2) 4 15 5 19 (24) (12) (12) – 10 0 (0) (311) (208) (13,372) (1,793) (858) (2,819) (2,033) (1,897) (2,403) 135 2,824 13,372 537 184 (238) (21) (445) 2 (4) 4 (36) 24 12 12 – (429) Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 (Million yen) Cash flows from investing activities Proceeds from withdrawal of investments in partnership Purchase of property, plant and equipment Purchase of intangible assets Purchase of investment securities Proceeds from withdrawal of time deposits Proceeds from refund of guarantee deposits Payments of leasehold deposits Proceeds from refund of leasehold deposits Net cash provided by (used in) investing activities Cash flows from financing activities Repayments of lease liabilities Proceeds from issuance of share acquisition rights Proceeds from issuance of shares resulting from exercise of share acquisition rights Payments for purchase of treasury subscription right to share Dividends paid Net cash provided by (used in) financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Decrease in cash and cash equivalents resulting from exclusion of subsidiaries from consolidation Cash and cash equivalents at end of period 27 (11) (234) (24) – – (0) 40 (203) (0) 44 3,388 (35) (0) 3,397 118 2,771 – 2,889 – (79) (215) (26) 6 0 (112) 167 (259) – 19 2,695 – (0) 2,715 2,026 2,889 (19) 4,896 13 (5) Notes to Consolidated Financial Statements (Notes on going concern assumption) There is no relevant information (Changes in accounting policies) (Application of Accounting Standard for Revenue Recognition) The Accounting Standard for Revenue Recognition (ASBJ Statement No. 29 of March 31, 2020) (hereinafter, “Revenue Recognition Standard”) has been applied from the beginning of the fiscal year under review. With this change, revenue is now recognized at the time the promised goods or services are transferred to the customer, in an amount that reflects the consideration expected to be received in exchange for the goods or services. As a result, in the energy business, in the case of electricity supply contracts for which booking of revenue has been based on the meter inspection date (booking of revenue based on the amount used as confirmed by meter inspection performed monthly on a day other than month end), this is changed to a method of recognition by estimating revenue generated in the closing month from the date of meter inspection to the closing date. In the case also of some of the sales by auction in the used car business, whereas up to now revenue was recognized as the total amount resulting from determining the roles in provision of goods or services to the customer (the customer or agent), this is changed to recognition of revenue as net amount. Implementation of the Revenue Recognition Standard and related standard is in line with the transitional measures provided in the proviso to Paragraph 84 of the Revenue Recognition Standard. Accordingly, the cumulative impact of the change when the new accounting policy is applied retroactively prior to the beginning of the fiscal year under review is reflected in retained earnings at the beginning of the fiscal year, and the new accounting policy is applied starting from the retained earnings balance at the beginning of the fiscal year under review. Provided, however, that in applying the transitional measures provided in Paragraph 86 of the Revenue Recognition Standard, the new accounting standard is not applied retroactively to contracts for which nearly the entire amount of revenue has been handled in accordance with the previous method prior to the beginning of the fiscal year under review. Moreover, the method specified in Paragraph 86 item (1) of the Revenue Recognition Standard is applied for contract changes made prior to the beginning of the fiscal year under review, such that accounting is performed based on the contract provisions after all changes have been reflected, and the cumulative impact is reflected in retained earnings at the beginning of the fiscal year under review. In addition, on the consolidated balance sheets for the previous fiscal year, data reported as “accounts receivable – trade” under “current assets” is from the fiscal year under review included in “trade receivables and contract asset.” Provided, however, that in line with the transitional measures provided in Paragraph 89-2 of the Revenue Recognition Standard, the new account classification will not be incorporated in the previous fiscal year. As a result, on the consolidated balance sheets for the fiscal year under review, trade receivables and contract asset is ¥203 million higher than before application of the Revenue Recognition Standard. On the consolidated statements of income for the fiscal year under review, net sales increased by ¥7 million, cost of sales decreased by ¥51 million, and operating profit, ordinary profit, and profit before income taxes each increased by ¥58 million. On the consolidated statements of cash flows for the fiscal year under review, profit before income taxes is higher by ¥58 million. As a result of reflecting the cumulative impact on net assets at the beginning of the fiscal year under review, the retained earnings at the beginning of the fiscal year under review on the consolidated statements of changes in equity increased by ¥144 million. The effect on per-share information is stated in the applicable section of this document. Note that in line with the transitional measures provided in Paragraph 89-3 of the Revenue Recognition Standard, no notes on revenue recognition are given for the previous fiscal year. (Application of Accounting Standard for Fair Value Measurement) 14 The Accounting Standard for Fair Value Measurement (ASBJ Statement No. 30 of July 4, 2019) (hereinafter, “Fair Value Standard”) has been applied from the beginning of the fiscal year under review. Implementation of the Fair Value Standard is in line with the transitional measures provided in Paragraph 19 of the Fair Value Standard and Paragraph 44-2 of the Accounting Standard for Financial Instruments (ASBJ Statement No. 10 of July 4, 2019). Accordingly, the new accounting policies prescribed in the Fair Value Standard and related guidelines are applied prospectively. There is no impact from these changes on the consolidated financial statements for the fiscal year under review. (Additional information) (Operational investment securities) After earlier having invested in venture businesses in the field of cryptoassets, the Company in the fiscal year under review carried out a reorganization aimed at clarifying the responsibility for executing and managing investment related to cryptoasset business, and began investment business in this area. The occasion for this change was the registration, on May 10, 2021, of subsidiary BITPoint Japan Co., Ltd. (BPJ) as a Type I Financial Instruments Business. With this change, items on the consolidated balance sheets were reclassified so that Investments in capital of ¥160 million that had been included in “investments and other assets” “other” under “non-current assets,” and short-term investment securities of ¥104 million that had been including in “investment securities,” are now reported as “operational investment securities” under “current assets.” The profit of 452 million yen related to this investment business has been recorded as net sales. Note that on December 22, 2021, BPJ stopped providing services related to cryptoasset margin trading (over-the-counter derivative transactions), and on December 29, 2021 withdrew its registration as a Type I Financial Instruments Business. Since, however, the Company is committed to continuation of investment business as an organization, investment business in the cryptoassets field is now undertaken as business transactions in the financial business. (Accounting estimates of the impact from the spread of COVID-19) On the assumption that the impact from the spread of COVID-19 will continue for a certain period or longer, the Group makes accounting estimates based on information available at the time of preparing consolidated financial statements and reflects these estimates in accounting processing. However, there are many uncertainties regarding the impact from the spread of COVID-19, and the potential exists for impact on the business fundamentals and performance of the Group. (Segment information, etc.) (Segment information) 1. Overview of reportable segments The Group’s reportable segments provide separate financial information on the business units of the company and are evaluated regularly by the Board of Directors to determine the allocation of management resources and evaluate operating performance. In addition to the Company, the Group includes the operating subsidiary BITPoint Japan Co., Ltd., and functions on a business execution system to accommodate the individual characteristics of each business field. The Group’s reportable segments categorize business corporations (on a consolidated basis) into broad units, which are classified according to the affiliated services or products. The division into reportable segments for the fiscal year under review has been partially changed with a change in performance management classification. The electric power retail business and the energy saving consulting business have been split off from the previous “energy businesses,” with electric power retailing now constituting the “energy business,” while the energy saving consulting business and the infection control business have been merged to form the “resilience business.” Travel business is now included in “Others.” Note that segment information shown for the previous fiscal year has been prepared based on the division of reportable segments after the above changes. As noted under (Changes in accounting policies), the Accounting Standard for Revenue Recognition (ASBJ Statement No. 29 of March 31, 2020) has been applied from the beginning of the fiscal year 15 Energy business Used car business Resilience business under review. Since the accounting method relating to revenue recognition has changed, the method of measuring profit and loss in each business segment has similarly changed. As a result of this change, net sales for the energy business increased by ¥58 million for the fiscal year under review compared to use of the previous method, and segment profit also increased by ¥58 million. Net sales for the “used car business” are lower by ¥51 million, but there is no impact from this on segment profit. The services and products affiliated with each reportable segment are detailed as follows. The previous “energy business” segment carried out both electric power retail business and energy saving consulting business. Starting from the fiscal year under review, the consulting business has been separated off and the segment name has been changed to “energy business.” The energy business currently consists only of electric power retail business. This segment consists of consulting related to used car trading and actual trading of used cars, etc. The energy saving consulting business that had been part of the “energy business” segment has been merged with the “infection control business” to form the resilience business segment as of the fiscal year under review. In the resilience business, as an energy management business operator, the Company makes proposals for energy saving equipment and systems, and assists with applying for subsidies available for investment in energy efficiency. It further markets MA-T System-related products “Amazing Water” and “SUGOMIZU mouthwash,” and sells storage batteries for home use (remixbattery). Financial business Physical trading of cryptoassets, remittance and receipt services, lending and other services are provided by consolidated subsidiary BITPoint Japan Co., Ltd. Note that on December 29, 2021, BPJ withdrew its registration as a Type I Financial Instruments Business, and no longer provides cryptoasset derivative trading (margin trading). From the fiscal year under review, moreover, the profit and expenses related to investments for the Company’s cryptoasset business are included in the financial business. Others These businesses include the marketing consulting business and newly launched businesses. 16 2. Explanation of measurements of net sales, profit (loss), asset, liability, and other items for each reportable segment Net sales The accounting policies applied to reportable business segments comply with the accounting policies used in the preparation of the consolidated financial statements. Segment profit is based on operating profit. The amounts of “inter-segment net sales or transfers” are calculated based on the market prices and prices determined by the cost. 3. Information on net sales, profit (loss), assets, liabilities, and other items for each reportable segment For the fiscal year ended March 31, 2021 (from April 1, 2020 to March 31, 2021) Reportable segment Energy business Used car business Resilience business Financial business Others Total Adjustment (Note 1) (Million yen) Amount recorded in Consolidated Financial Statements (Note 2) 6,892 3,945 833 1,283 262 13,217 6 - 3 (2,150) 1,411 19 324 - - - 0 834 110 370 1 - 0 113 1,396 (260) 43,794 188 - 218 25 288 59 208 1 - 0 139 13,356 (2,220) 46,109 198 - 223 - (139) (139) (667) 1,446 18 37 3 13,217 - 13,217 (2,888) 47,556 216 37 227 Net sales to outside customers Inter-segment net sales or transfers - - Total 6,892 3,945 Segment profit (loss) Segment assets Other items Depreciation Impairment loss Increase in property, plant and equipment, and intangible assets (Notes) 1. Adjustments are as follows. (1) The adjustment for segment profit (loss) of negative ¥667 million is primarily corporate expenses not allocated to the reportable segments. The corporate expenses are mainly general and administrative expenses which are not attributable to the reportable segments. (2) The adjustment for segment assets of ¥1,446 million includes corporate assets not allocated to the reportable segments of ¥10,724 million, capital eliminated in consolidation of negative ¥3,720 million, and an elimination of receivables and payables of negative ¥5,557 million. (3) The adjustment for an increase in property, plant and equipment and intangible assets of ¥3 million is the amount of increase in corporate assets not allocated to the reportable segments. 2. The total segment profit (loss) is adjusted with operating loss in the consolidated financial statements. 17 For the fiscal year ended March 31, 2022 (from April 1, 2021 to March 31, 2022) Reportable segment Energy business Used car business Resilience business Financial business Others Total Net sales Net sales to outside customers Inter-segment net sales or transfers 12,672 4,542 700 10,767 28,753 - - - 0 Total 12,672 4,542 700 10,767 28,753 Adjustment (Note 1) (Million yen) Amount recorded in Consolidated Financial Statements (Note 2) - (0) (0) 15 - 75 28,753 - 28,753 229 - 289 0 - 205 - 0 205 70 - 70 13 0 - - 0 213 - 214 Segment profit (loss) (228) 7,612 9,081 (875) 8,205 402 66,220 210 71,031 1,937 72,968 1,664 3,778 7 - 19 419 - - - Segment assets Other items Depreciation Impairment loss Increase in property, plant and equipment, and intangible assets (Notes) 1. Adjustments are as follows. 7 (1) The adjustment for segment profit (loss) of negative ¥875 million is primarily corporate expenses not allocated to the reportable segments. The corporate expenses are mainly general and administrative expenses which are not attributable to the reportable segments. (2) The adjustment for segment assets of ¥1,937 million includes corporate assets not allocated to the reportable segments of ¥9,901 million, capital eliminated in consolidation of negative ¥3,720 million, and an elimination of receivables and payables of negative ¥4,243 million. (3) The adjustment for an increase in property, plant and equipment and intangible assets of ¥75 million is the amount of increase in corporate assets not allocated to the reportable segments. 2. The total segment profit (loss) is adjusted with operating profit in the consolidated financial statements. (Per share information) Net assets per share Basic earnings (loss) per share Diluted earnings per share Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 ¥43.76 (¥36.86) ― ¥121.03 ¥64.05 ¥63.26 (Notes) 1. Diluted earnings per share is not indicated because there was a loss per share, despite the existence of diluted shares. 2. The basis for calculating basic earnings (loss) per share is shown below. 18 Fiscal year ended March 31, 2021 Fiscal year ended March 31, 2022 Basic earnings (loss) per share Profit (loss) attributable to owners of parent (Million yen) Amount not attributable to common shareholders (Million yen) Profit (loss) attributable to owners of parent relating to common stock (Million yen) Average number of shares of common stock during the period (shares) Diluted earnings per share Adjusted profit attributable to owners of parent (Million yen) Increase in common stock (shares) (Of which share acquisition rights (shares)) Overview of residual shares not included in calculation of diluted earnings per share due to lack of dilutive effect 80,691,768 107,938,410 (2,974) - (2,974) - - - 6,913 - 6,913 - - 1,353,338 (1,353,338) (Significant subsequent events) (Conclusion of capital and business alliance agreement, and change in scope of consolidation (partial share transfer)) At the Board of Directors meeting of May 12, 2022, a resolution was adopted on forming a capital and business alliance with SBI Holdings, Inc. (Head Office: Minato-ku, Tokyo; Representative Director, President & CEO: Yoshitaka Kitao; hereinafter, “SBI Holdings”) aimed at expanding business through a comprehensive partnership in the energy and cryptoasset areas; and a capital and business alliance agreement was concluded on the same date. This alliance is a comprehensive capital and business alliance by which SBI Holdings agrees to acquire 5% of the Company’s shares on the stock market, and the Company agrees to transfer 51% of the shares of second-generation subsidiary BITPoint Japan Co., Ltd. (hereinafter, “BPJ”) to a group company of SBI Holdings. 1. Purpose of the capital and business alliance Core businesses of the Group are energy business supplying electric power to end users as a retail electricity supplier, and financial business operating cryptoasset exchange and sales offices and investing in cryptoasset-related business. The comprehensive alliance was formed based on an assessment of its potential for realizing stability of the Group business and further increase in corporate value. For the Company, the alliance has a high possibility of business growth in the energy business from the regional financial institution network and finance functions of the SBI Group, while large synergies with our Group are seen in new initiatives of the SBI Group such as in the cryptoasset-related business and metaverse area. 19 2. Overview of the capital and business alliance Details of the capital alliance in this capital and business alliance are as follows. 1) Details of the capital alliance a) SBI Holdings will acquire approximately 5.0% of the 116,530,700 (as of March 31, 2022) outstanding shares of the Company’s common stock on the Tokyo Stock Exchange Standard Market, as a market trade. b) 51% of BPJ shares will be transferred to an SBI Group company. ・ SBI Financial Services Co., Ltd. (a wholly owned subsidiary of SBI Holdings; Head Office: Minato-ku, Tokyo; President and Representative Director: Masato Takamura; hereinafter, “SBIFS”) will purchase from the Company’s consolidated subsidiary BITPoint Holdings, Inc. (Head Office: Minato-ku, Tokyo; Representative Director: Genki Oda; hereinafter, “BPH”) 51.0% of the 128,400 outstanding shares of BPJ common stock for ¥12,750 million. (Note that in addition to the above transfer amount, the agreement includes an earnout clause under which BPH may receive additional transfer payment depending on subsequent performance by BPJ.) 2) Details of the business alliance a) Collaboration in the cryptoassets field operated by BPJ will increase. ・ Through cross-marketing with the SBI Group, accounts in the cryptoassets exchange and sales offices ・ Through collaboration with SBI Group company B2C2, a global top-level market maker in the cryptoassets industry, the liquidity of BPJ cryptoassets trading will improve. ・ The cryptoassets business will expand as a result of BPJ becoming the first in Japan to handle tokens carefully selected from worldwide cryptoassets projects in which the SBI Group is involved. b) Collaboration in the Web 3.0 field ・ Toward the advancement of Web 3.0, the Company will take part in the Japan Digital Space Economic Alliance (Location: Minato-ku, Tokyo; Representative Director: Yoshitaka Kitao), and will collaborate in promoting Web 3.0-related projects including the Metaverse. ・ Making use of the know-how of the SBI Group gained from global financial business operations, and that of our Group in the cryptoassets exchange business, the partners will jointly set up and manage Metaverse-related funds. c) Collaboration in the energy field ・ The partners will jointly develop energy sources making use of wind, biomass, floating solar, micro hydro and other forms of renewable energy. ・ Cooperation in nationwide promotion of PPA projects(*) (*) PPA projects make use of the PPA (Power Purchase Agreement) scheme, by which the electric service provider, receiving the provision of space from the user for power generation system and other facilities, installs the power generation facilities and uses them to supply electricity to the user, so as to recover the business cost. The user is spared the burden of up-front costs for the power generation facilities, in exchange for which an electricity purchase agreement is formed with the electric service provider for a certain length of time. In this capital and business alliance, it is believed possible to accelerate the advancement of such projects through collaboration with the financial institution network of the SBI Group. 20 3. Overview of the second-generation subsidiary (1) Name BITPoint Japan Co., Ltd. (2) Head office location 4-3-9, Toranomon, Minato-ku, Tokyo (3) Name and title of Chairman of the Board Genki Oda representative President Takashi Tashiro (4) Main operations Operation of cryptoasset exchange and sales offices, etc. (5) Capitalization 100 million yen (as of March 31, 2022) (6) Established March 3, 2016 (7) Large shareholders and equity shares BITPoint Holdings, Inc. 100% (Note) (8) Relation of the company to Capital relationships The Company, through its intermediate holding publicly traded companies company BPH, holds 100% of the company’s voting rights. Personal relationships Of the company’s six (6) directors, two (2) are directors of the Company, and the remaining four (4) are employees of the Company. Business relationships The Company provides business management and Related parties status BPH is a consolidated subsidiary (second-generation other services to the company. subsidiary) of the Company. (9) Business results and financial condition of BPH in the most recent three years (Million yen unless otherwise noted) Fiscal year ended March 31, 2020 March 31, 2021 March 31, 2022 Net assets per share (yen) 17,399.57 62,419.19 1,003 10,732 9,012.06 743 (983) (5,325) 2,234 42,492 1,283 (192) (469) 8,014 65,178 10,320 7,198 5,780 (47,805.82) (3,659.18) 45,019.63 ― ― ― Net assets Total assets Net sales Operating profit Profit Profit (loss) per share (yen) Dividend per share (yen) company). (Note) BITPoint Holdings, Inc. is a wholly owned consolidated subsidiary of the Company (intermediate holding 21 4. Overview of alliance partner Overview of SBI Holdings (1) Name (1) Representative (3) Head office location (4) Main business operations (5) Capitalization (6) Established (7) Large shareholders and equity shares (As of September 30, 2021)(Note) (8) Relation to the Company SBI Holdings, Inc. President & CEO Yoshitaka Kitao 1-6-1, Roppongi, Minato-ku, Tokyo Governance and administration of the corporate group through holding of shares, etc. 99,312 million yen (as of March 31, 2022) The Master Trust Bank of Japan, Ltd. (trust account) 13.97% Custody Bank of Japan, Ltd. (trust account) 5.22% July 8, 1999 Capital relationships Personal relationships Business relationships Related parties status There is no relevant information. There is no relevant information. There is no relevant information. There is no relevant information. 562,557 5,034,124 2,000.82 593,699 5,513,227 1,955.91 351,411 368,055 83,037 52,548 231.43 100 65,819 37,487 163.18 100 717,095 7,208,572 2,297.87 541,145 140,380 81,094 339.78 120 (9) Business results and financial condition of SBI Holdings in the most recent three years (Million yen unless otherwise Fiscal year ended March 31, 2019 March 31, 2020 March 31, 2021 noted; IFRS) Total equity Total assets Equity per share attributable to owners of parent (yen) Revenue Profit (loss) before tax Profit attributable to owners of parent Basic earnings per share attributable to owners of parent (yen) Dividend per share (yen) (Note) The percentage of held shares to the total outstanding shares excluding treasury shares. 5. Number of BPJ-related shares transferred, transfer price, and shareholdings before and after transfer (1) Shares held before transfer 128,400 shares (Number of votes: 128,400) (Share of voting rights: 100%) 65,484 shares (Number of votes: 65,484) 12,750 million yen 62,916 shares (Number of votes: 62,916) (Share of voting rights: 49%) (2) Number of shares transferred (3) Transfer price (4) Shares held after transfer 22 6. Schedule May 12, 2022 May 12, 2022 7. Future outlook Resolution by the Company’s Board of Directors Conclusion of a capital and business alliance agreement (the Company and SBI Holdings) Conclusion of a share transfer agreement (contract between BPH and SBIFS) July 1, 2022 (planned) Execution of share transfer (transfer of 51% of BPJ shares outstanding to SBIFS) This capital and business alliance is expected to result in the booking of an extraordinary profit of approximately 8,662 million yen in the second quarter of the fiscal year ending March 31, 2023 from gain on sale of shares of subsidiaries (calculated based on the financial statements as of March 31, 2022; subject to change before the planned transfer date of July 1 depending on performance in the first quarter of the fiscal year ending March 31, 2023). As a result of the share transfer, it is planned to change the status of BPJ from a consolidated subsidiary of the Company to an equity method affiliate as of July 1, 2022. In addition, while it is expected that collaboration to be carried out with the SBI Group in the energy field and cryptoassets field will contribute to profitability, the forecast impact on our Group performance will be announced when specific figures have been determined. (Reduction of legal capital surplus, appropriation of surplus, and acquisition of treasury shares) At the Board of Directors meeting of May 13, 2022, the Company decided to refer the “Proposed reduction of legal capital surplus” to the 19th general meeting of shareholders (hereinafter, “the general meeting of shareholders), scheduled for June 28, 2022. The Board further decided, on the condition that this proposal is adopted at the general meeting of shareholders, to refer for discussion the acquisition of treasury shares using as sources of funds the appropriation of surplus and capital surplus. 1. Purpose of the reduction of legal capital surplus, appropriation of surplus, and acquisition of treasury shares The reduction of legal capital surplus is aimed at obtaining flexibility and maneuverability in coming capital policies, while also achieving a state enabling the implementation of dividend of surplus, acquisition of treasury shares, and other

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