Security Code: 4689

Z Holdings Corporation Business Results

FY2020 Q1 (April - June)

July 31, 2020

0

Table of contents

1

FY2020 Q1 Financial Results

& Impact of COVID-19

2

Business Topics

3

Company-wide Initiatives

4 Appendix

FY2020 Q1 Financial Results - Topics

Q1 Financial results

Full year financial results

Business topics

Revenue increased YoY 14.8%; net income decreased YoY 16.9%

  • Revenue increased due to growth of Commerce business; Shopping business transaction value increased YoY 85.9%
  • For the first time, op. income of Commerce business surpassed that of Media business, due to synergy effects among group companies (Yahoo Japan, ASKUL, ZOZO, etc.) and company-widecost cuts
  • Slight increase in total advertising revenue (YoY +1.2%) due to decrease in ad placements impacted by COVID-19
  • Net income decreased YoY due to recording of gain on change in equity interest in PayPay Corporation in FY2019 Q1

Aim for 2 consecutive terms of increase in revenue & op.

income; continue to leverage our diversified business portfolio

Unify brands of our financial services to "PayPay"; promote multi- partnership strategy

2

FY2020 Q1 Consolidated income statement

Increase in revenue and operating income leveraging diversified business portfolio

Item

FY2019 Q1

FY2020 Q1

YoY

Revenue

238.6

(¥B)

273.8 (¥B)

+14.8 %

Operating income

36.1

(¥B)

50.6

(¥B)

+40.0 %

EBITDA *1

54.0

(¥B)

75.3

(¥B)

+39.5 %

Other non-operating income and expenses

*2 11.0

(¥B)

-1.9

(¥B)

n.a.

Equity in earnings of associates and joint venture *3

-5.9(¥B)

-3.7

(¥B)

n.a.

Net income attributable to owners of the parent

27.3

(¥B)

22.7 (¥B)

-16.9%

Diluted EPS

¥5.40

¥4.78

-11.5%

Net leverage ratio *4

0.56 X

2.74 X

n.a.

*1

Change in EBITDA is mainly due to application of IFRS 16, Leases

*2

Includes gain on change in equity interest in PayPay Corporation (¥10.8 B)

*3

Mainly due to PayPay Corporation

3

*4

Net leverage ratioNet interest-bearing debt/EBITDA Excludes banking business. Figures for the most recent 12 months used for calculating EBITDA. Includes impact of IFRS16.

Factors of change in operating income

Growth in Commerce business and cost cuts contributed to increase in op. income

ZOZO

(¥ B)

Commerce

Media

business

business

consolidation Fixed cost ↓

50.63

Marginal

Marginal

Op. income* ↑

+3.27

income ↓

Gross income +7.31

income ↑

+6.89

-3.00

36.16

40.05

FY2019 Q1

FY2020 Q1

Q1 Cost cuts (variable/fixed cost)

Against budget: approx. JPY 10.2 B

Breakdown

  • Commerce business: ¥5.08 B
    • Sales promotional cost for Shopping business, YAHUOKU!
  • Media business: ¥3.89 B
    • Sales promotional cost for apps, etc.
  • Others: ¥1.26 B
    • Reduction/postponement of
      CAPEX
    • Travel expense, etc.

* Reflects amortization of identifiable assets as a result of PPA

4

Impact of COVID-19

Business environment under COVID-19

Macro

environment

Expansion of domestic EC market

EC Merchandise

  • Increase in cocooning consumption due to restraint from going out
  • Use of EC recommended by government

Increase in value of online media

Media/Advertising

  • Increase in time spent online due to restraint from going out

Secondary

Increase in new buyers

Our business

Q1 YoY+54%

positive

impacts

environment

Increase in new stores

Q1 YoY+37%

Shopping

Mall

  • Increase in usage time via PC
    Q1 YoY+9.7%

Macro

environment

Negative Our business impacts environment

  • Logistical constraints due to oversupply
  • Decrease in demand for office supplies/BtoB products due to remote working
  • Reduction in advertisers' marketing budget
  • Decrease in advertising demand from specific industries (e.g. travel/recruitment)

6

FY2020 Q1 - KPI results

Slight increase in total advertising revenue, but strong growth in transaction value of EC (merchandise) business

Item

FY2020 Q1

YoY

Merchandise transaction value

653.6

(¥B)

+37.4 %

Shopping business transaction value

379.3 (¥B)

+85.9 %

Reuse business transaction value

202.0 (¥B)

+0.8 %

Credit card transaction value

556.3

(¥B)

+31.3 %

Total advertising revenue

79.1

(¥B)

+1.2 %

7

Provision of service/functions adapted to users' needs during COVID-19

Commerce

Media/Search

Media/Search - new functions

Mall

Displayed inventory in physical stores

Shopping

Stay Home

Feature

(The Japan Net Bank)

Business loan support to corporations/individual proprietors

Newly installed a COVID-19 tab

News

Special feature: How do we live with the coronavirus?

Search

Info on government's special cash handouts by municipalities

Maps

Congestion radar

Search

Congestion status of facilities

Transit

Information

Congestion status of train routes

8

Third party survey results

Most trusted Japanese platform operator

Nielsen, April 2020

Nikkei BP Consulting, Web Brand Survey

Toyo Keizai, 2020 CSR Ranking

Monthly Total Report

2020 Spring/Summer (April)

No. 1

No. 1

No. 1

Total digital users

in Web brand survey

in Governance+Social division

Rank

Brand

MAU

Reach

Rank

Website

Score

Difference

Rank

Company

Points

1

Yahoo Japan

79.50 mil

63.6

1

Yahoo! JAPAN

118.3

+11.7

1

Z Holdings

100.0

2

Google

73.45 mil

58.8

2

Rakuten Ichiba

116.2

+1.4

2

NTT Docomo

99.4

3

LINE

66.89 mil

53.5

3

Google

99.4

+0.8

2

Omron

99.4

4

Rakuten

57.70 mil

46.2

4

Amazon.co.jp

98.1

-1.5

4

Seiko Epson

98.9

5

Amazon

52.35 mil

42.0

5

YouTube

94.9

+6.5

4

SOMPO Holdings

98.9

Source: Nielsen April 2020, Monthly Total Report

Source: Nikkei BP Consulting, Web Brand Survey 2020

SourceToyo Keizai, Top 500 CSR companies most

Total no. of digital users TOP10

Spring/Summer (April)

trusted under COVID-19 (July)

9

Challenging a new work style adapted to the "new normal"

Transition to a new work style leveraging information technology (From Oct. 2020)

Before

After

Ad placed in nation-wide

newspapersJuly 16

(1) Remote work

5 times/month (Max.)

No limit

(2) Flex time

Core time (10:00-15:00)

Abolish core time

(3) Subsidies

¥3,000/month

Max. ¥7,000/month

(subsidy for tele-

(Telecommunication

communication expense)

subsidy/allowance for remote work)

(4) Transportation

Payment of commuter

Stop paying commuter pass

fee (Actual transportation expense

pass fee

to be paid instead)

Allowed employees' side

Accept outside workers as gig

(5) Gig workers

business

workers

Did not accept outside

Begin "Gig Partner" program

workers as gig workers

10

Our target for this fiscal year

EC Merchandise

Others

Revenue composition

FY2020 Q1

Media

Will aim to increase both revenue and operating income for the full year leveraging our diverse business portfolio

11

Business Topics

Commerce Business

FY2020 Q1 Commerce business - KPI results

Item

Q1 Actual results

YoY

Major measures/Major factors of change

EC transaction value

707.3 (¥B)

+21.1 %

Merchandise transaction value

653.6 (¥B)

+37.4 %

Expanded due to consolidation of ZOZO

(Excluding ZOZOTOWN Main Store: YoY+42.4%)

Shopping business transaction value

379.3 (¥B)

+85.9 %

Expanded due to PayPay Mall

Increase in cocooning consumption due to

restraint from going out

Reuse business transaction value

202.0 (¥B)

+0.8 %

Expanded due to PayPay Flea Market

QoQ increase in YAHUOKU! due to increase in

visitors

Services and digital contents

53.7 (¥B)

-50.5 %

Large decrease in O2O service due to restraint

from going out

transaction value

Gradually showing signs of recovery from June

Credit card transaction value

556.3 (¥B)

+31.3 %

Increased due to synergies with PayPay despite

decrease in offline usage due to restraint from

going out (Mainly travel/dining out)

14

Commerce Business

PayPay Mall - New measure: X (Cross) Shopping

Supporting retailers to expand sales route & maximize sales

X Shopping

Introduced/Scheduled to be introduced (As of end of June)

ONLINE

OFFLINE

32 tenants (6,666 offline stores)

Able to check

Immediately

inventory in brick

available in brick and

and mortar stores

mortar stores

Examples of companies to which X Shopping is introduced

Target market - expanding

X Shopping Approx. ¥149 T

Physical stores*

Merchandise

EC*

c. ¥139 T

c. ¥10 T

+

Merchandise EC*

c. ¥10 T

As-is

To-be

* METI 2019 International Economics Research for Building a Domestic and Foreign Integrated Economic Growth Strategy (E-Commerce Market Survey)

16

Commerce Business

Future synergies with ZOZO

Creating synergies in various fields

Item

Expected impacts

Short term

Collaborations in

Construction of ecosystem with shopping business

Easy listing of items purchased from ZOZOTOWN in

reuse business

PayPay Flea Market

Introduction of

Capturing of PayPay users

Reduction of cost for payment commissions

PayPay

utilizing group companies

Collaborations with

Promote use by SoftBank users through in-store promotions

SoftBank

and provision of benefits

Media/Advertising

Joint promotion of advertising business with Yahoo Japan,

business

using ZOZOTOWN and WEAR

Cooperation among

Use of data science

engineers

Improvement in product recommendation

Mid term

Linkage in logistics

Use of ZOZOBASE

Implemented

in July

To be

implemented in

Q2

18

Commerce Business

PayPay - KPI

Each KPI growing steadily, despite declining trend in offline use due to COVID-19

No. of PayPay payments

No. of merchants*

No. of registered users

(quarter)

quarter-end)

(quarter-end)

Approx. 9X

428.5 mil

Approx. 2.9X

2.31 mil

Approx. 3.5X

30.04 mil

YoY

YoY

YoY

0.79 mil

8.44 mil

47.48 mil

Q3

Q4

Q1

Q2

Q3

Q4

Q1

Q3

Q4

Q1

Q2

Q3

Q4

Q1

Q3

Q4

Q1

Q2

Q3

Q4

Q1

FY2018

FY2019

FY2020

FY2018

FY2019

FY2020

FY2018

FY2019

FY2020

*No. of merchant applications to PayPay (e.g. stores, taxis)

20

PayPay - Developments in monetization services

FY2020

April 15

May 28

June 1

Finance

Finance

O2O

Bonus management

"PayPay Atobarai*"

Loan for individuals

PayPay Pick Up

(Lump-sum payment)

Fall 2020:

Plan to expand to all

users this fall

Currently available only

to limited users

Within this fiscal year

Finance

Investment

Insurance Business loan

O2O

Information distribution Display of coupons

*Atobarai: Deferred payment

21

Commerce Business

Reorganization of financial brands

Financial brands to be unified to PayPay, to make full use of our diverse portfolio

Now

Sequentially from fall 2020

Credit card

Yahoo! JAPAN Card

PayPay Card

Bank

The Japan Net Bank

PayPay Bank

Securities

PayPay Securities

Insurance

Yahoo! JAPAN

PayPay Insurance

Insurance

FOREX

Asset

PayPay Investment Trust

management

Note: Company names scheduled to be changed after approval in shareholders meeting in each company and after approval by governmental agencies, etc.

23

Multi-partnership strategy

Enrich services through collaborations with financial services of other companies and provide diverse options to our users

Securities

Credit card

FOREX

A Securities

A Card

Bank

A FX

A銀行

B Card

A Bank

B Securities

B FX

B銀行

B Bank

Asset management

Insurance

A Asset Management

A Insurance

B Asset Management

B Insurance

24

Vol. 1

Various promotional

measures for brand 2020 Fall integration coming up!

Card

(Details to be announced)

・・・

25

Scenario finance initiative - progress

Launching financial products that fit the nature of each service

(YAHUOKU!)

Travel

Mall

Car Navigation

Repair warranty

Launched in FY2019 Q4

Repair service provided to home appliances/smartphones purchased in YAHUOKU! (Max. warranty: purchase price) Warranty provided by:

Mitsui Sumitomo Insurance Co., Ltd.

Loan

Launched in FY2020 Q1

Application and usage of credit card loan

Provider: The Japan Net Bank

Cancellation

insurance

Launched in FY2020 Q2

Coverage of users' cancellation

fee for reservations of "Yahoo! Scheduled to be sequentially launched from Q3 onwards JAPAN plan" provided by Ikyu

Corporation Insurance provided by: Mysurance

26

Current Situation and Outlook

(Commerce Business)

Current situation and outlook

Growth expected to decline due to relaxed cocooning consumption, termination of government's promotional measures on cashless payment, and changes in our point-reward program

Shopping business transaction

State of emergency lifted (5/25)

value YoY growth rate

Government's

Declaration of state of

+94.0%

individual number

emergency nation-wide (4/16)

card point

+86.9%

program*

+76.7%

+35.5%

+61.0% +55.5% +58.8%

Termination of government's cashless payment

promotional measure (6/30)

Change in our point-reward program (7/1-)

2020

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep

・・・

Note: Figure for July is the cumulative figure for July 1 - 26, 2020 and the comparison with the same period last year.

28

*Japanese government's program to promote registration of individual number card and cashless payment.

Media Business

Integration of advertising platforms (Sequentially introduced to advertisers from July)

Integrated display advertising/services into one platform

Before

Separate advertising platforms

1. Flexible ad placements that meet various purposes

Flexible ad placements that meet various purposes

and issues faced by advertisers (from awareness,

Yahoo! JAPAN

Yahoo! JAPAN Promotional Ads

acquisition to loyalty) provided in one-stop

Premium AdsYahoo! JAPAN Display Ad Network

ReservationProgrammatic

Sequentially introduced from July onwards

Integrated to "Yahoo! JAPAN Ads"

Display advertising

Reservation advertising

Programmatic advertising

2.

Easy to use ad management tools

Renewed to easy-to-use/operate & intuitive tools

3.

Optimal distribution algorithm suited for purpose

From a distribution algorithm mainly geared to

website referral, renovated to an optimal distribution

algorithm that suits ad purpose

30

Integration of advertising platforms: Changed classifications to accommodate rebranding of ad products

Before

After

Classification

Main products

Classification

Main products

Paid search

Sponsored Search

Search advertising

Yahoo! JAPAN Ads

advertising

"Search advertising"

Yahoo! JAPAN Ads

"Display ads"

YDN and

Programmatic

Programmatic-based)

YDN, Criteo, etc.

Former YDN and others

others

advertising

Shopping ads

Display

Display

(Programmatic-based)

advertising

advertising

Yahoo! JAPAN Ads

Premium Advertising

"Display ads"

Premium

Reservation

Reservation-based)

Former Premium Advertising

Advertising

advertising

Shopping advertising

Shopping ads

Reservation-based)

31

FY2020 Q1 Total advertising revenue - results

Item

Q1 Actual results

YoY

Major measures/Major factors of change

Total advertising revenue

79.1 (¥B)

+1.2 %

Search advertising

35.4

(¥B)

-11.6%

Decrease in ad placements due to COVID-19

(Q1 -¥9.7 B)

Display advertising

43.6

(¥B)

+14.7 %

Increase in traffic to media services due to COVID-19

38.1

(¥B)

+21.5 %

Successful product-related measures (e.g. addition

Programmatic advertising

of header bidding)

Increase in shopping advertising revenue in line with

growth in shopping business

5.5

(¥B)

-17.1%

Decrease in ad placements due to COVID-19,

Reservation advertising

despite increased ad placements by governmental

authorities

32

Media Business

Integrated marketing solution - New service (Measurement of store visits)

Visualized Yahoo! JAPAN Ad's referral effect

User actions

Encounter

Search

Visit store

Purchase (Pay)

Measurement of

PayPay

PayPay

Consumer

Display

Search

Retail Gift

store visits

advertising

advertising

Gift

FY20 Q1

Launched in

Launched in

FY19 Q3

FY19 Q4

Digital (Online)

Brick-and-mortar (Offline)

Yahoo! JAPAN Ads

Yahoo! JAPAN Sales Promotion

Integrated marketing solution

34

Measurement of store visits - example

Begin verification of store visit measurements in selected industries

Ad contact

Visit store

Wi-Fi

Wi-Fi

Wi-Fi

Yahoo! JAPAN

Ads

Car dealers

Mobile phone shop

Supermarket

Check ad effects through report on collected results

Note: The structure of measurement is provided by SoftBank Corp. This initiative is expected to be deployed in full scale as soon as we are prepared to provide explanations on how we measure store visits and how we handle data (incl. how to stop measurement) to our individual users.

35

Strengthened sales activities

Major client

Major

proposal

Topics

Collaborations with SoftBank

Acquisition of new clients

Increase ad placements by existing clients

  • Large-scaleclients (SoftBank clients)
  • Mid-smallscale clientsYahoo! JAPAN clients
  • For SoftBank clients
    • Proposals leveraging data use
  • For Yahoo! JAPAN's existing clients
    • Build operational support system, new proposals/planning for ad placements
  • Established horizontal sales organization in both companies, in May
  • Q1 Revenue from synergy: Approx. ¥3 B*FY2019 H2 ¥4.4 B)

Joint business plan

Set clear goals with clients and conclude annual contract for collaborations as a business partner

  • Large-scaleclients
  • Proposals leveraging data use
  • Mid-longterm collaborations throughout the clients' marketing planning

Visualize

Formulate

Decide most

Business

Marketing

suitable

issues

plan

ad distribution

  • No. of companies w/ contract*YoY+133%
  • Transaction amount of contract*YoY+54%

* Gross revenue before deduction of incentive payments

* Actual result as of July 9, 2020

36

Current Situation and Future Outlook

(Media Business)

Current situation and outlook

Outlook of advertising demand continues to be uncertain under COVID-19

Total advertising revenue

YoY growth rate

+8.9%

+7.4%

+8.8%

State of emergency lifted (5/25)

+10.0%

+2.8%

-1.5%

Declaration of state of emergency

-2.6%

nation-wide (4/16)

2020

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug

Sep ・・・

Note: Part of the figure for July includes expected figures.

38

Company-wide Initiative

Business integration with LINE

  • Procedures and measures under the competition laws of some countries have not been completed*, due in part to the impact of the global spread of COVID-19.
  • We are currently not aware of any material issues relating to the procedures required, etc.
  • The completion of the business integration is expected to be later than initially anticipated (October 2020).
  • A revised schedule will be announced as soon as it is confirmed.

* For details, please refer to our IR News dated June 30, 2020, "Announcement Regarding Progress Toward Implementation of the Business Integration".

40

Creating a large future that can only be shaped by Z Holdings

Unleashing the infinite potential of all people, with the power of information technology

Appendix

FY2020 Q1 Factors of change in consolidated operating income

Item

Actual results

YoY

Major factors of change

FY2020 Q1 Results

36.1

(¥B)

• Increase due to consolidation of ZOZO +33.6 (¥B)

Revenue

+35.2

(¥B)

+14.8 %

• eBOOK +2.3 (¥B)

• YJ Card +2.2 (¥B)

• Ikyu -3.5 (¥B)

• Increase due to consolidation of ZOZO +1.5 (¥B)

Cost of sales

-1.6 (¥B)

-1.6 %

• Decrease in advertising cost of sales due to decrease in advertising

revenue (excl. shopping ads)

• ASKUL Group -1.8 (¥B)

SG&A

+22.4

(¥B)

+22.3 %

Increase due to consolidation of ZOZO +24.8 (¥B)

YoY

(Major items only↓)

• Increase due to consolidation of ZOZO +5.1 (¥B)

difference

Depreciation and amortization

+7.0

(¥B)

+40.0 %

• Increase in software, servers, etc.

Shipping cost

+6.7

(¥B)

+113.8 %

Increase due to consolidation of ZOZO +6.6 (¥B)

Personnel expenses

+4.9

(¥B)

+20.4 %

Increase due to consolidation of ZOZO +4.6 (¥B)

Commissions expenses

+2.6

(¥B)

+193.0 %

Increase due to consolidation of ZOZO +2.4 (¥B)

Business commissions

+2.3

(¥B)

+16.6 %

• Increase due to consolidation of ZOZO +3.2 (¥B)

• Yahoo Japan -0.8 (¥B)

Sales promotion cost

-4.6 (¥B)

-27.4 %

• Decrease due to cost cuts

• Increase in point-reward cost due to increase in transaction value

FY2020 Q1 Results

50.6

(¥B)

+40.0 %

44

FY2020 Q1 Impact from consolidation of ZOZO

Consolidated from Nov. 2019

Item

ZOZO FY2020 Q1

FY2020 Q1 (excl. ZOZO)

YoY

Revenue

33.6

(¥B)

240.2

(¥B)

+0.7 %

Operating income

*1 7.3

(¥B)

43.3

(¥B)

+19.8 %

Net income

4.9

(¥B)

22.5

(¥B)

-19.0%

Net income attributable to

2.4

(¥B)

20.2

(¥B)

-26.0%

owners of the parent

*1 Reflects amortization of identifiable assets as a result of PPA

Amortization period

Goodwill

Total

212.9 (¥B)

Item

Amount

(Straight line)

Total

502.1 (¥B)

Customer base

322.0

(¥B)

18-25

years

(Shops/users)

PPA

Trademark*2

178.7

(¥B)

-

Amortization

3.3 (¥B)

(FY2020 Q1)

Others

1.4

(¥B)

4 years

*2 Indefinite-lived intangibles

45

FY2020 Q1 Statement of financial position

Consolidated (IFRS)

(¥B)

FY2019

FY2020

Difference

Q4

Q1

Assets

3,933.9

3,980.3

46.4

Cash and cash

880.1

902.5

22.4

equivalents

Trade and other

386.7

399.4

12.6

receivables

Loans in credit

342.2

342.9

0.7

card business

Investment

415.8

422.9

7.1

securities in

banking business

Property and

131.2

131.1

-0.0

equipment

Intangible assets

679.3

677.4

-1.9

Liabilities

2,886.0

2,948.3

62.2

Trade and other

487.2

474.0

-13.1

payables

Customer deposit

903.1

1,009.4

106.3

in banking

business

Interest-bearing

1,086.4

1,194.9

108.4

liabilities

Equity

1,047.8

1,031.9

-15.8

The Japan Net Bank, Limited (JGAAP)

(¥B)

FY2019

FY2020

Difference

Q4

Q1

Assets

995.5

1,109.3

113.8

Cash and cash

323.3

425.6

102.2

equivalents

Trade and other

20.5

21.8

1.2

receivables

Loans in credit

card business

Investment

425.8

432.9

7.1

securities in

banking business

Property and

0.6

0.6

-0.0

equipment

Intangible assets

7.0

6.9

-0.0

Liabilities

941.0

1,053.6

112.6

Trade and other

15.5

15.8

0.3

payables

Customer deposit

920.3

1,033.6

113.2

in banking

business

Interest-bearing

liabilities

Equity

54.5

55.6

1.1

YJ Card Corporation (JGAAP)

(¥B)

FY2019

FY2020

Difference

Q4

Q1

Assets

554.2

566.4

12.1

Cash and cash

127.4

126.7

-0.7

equivalents

Trade and other

14.8

26.2

11.3

receivables

Loans in credit

337.4

337.4

0.0

card business

Investment

securities in

banking business

Property and

4.8

4.7

-0.1

equipment

Intangible assets

29.4

29.5

0.1

Liabilities

523.2

533.7

10.4

Trade and other

265.5

272.9

7.4

payables

Customer deposit

in banking

business

Interest-bearing

245.3

249.3

3.9

liabilities

Equity

30.9

32.6

1.6

Note: Figures before internal transactions within the Group are eliminated.

Note: Figures before internal transactions within the

Group are eliminated.

46

Financial data

CAPEX

Adjusted FCF

(¥B)

(¥B)

Impact of ZOZO consolidation*

85.1

Right-of-use assets

Property & equipment/Intangible assets

109.1

29.0

3.6

-24.0

18.8

0.3

-97.6

0.9

Operating CF

25.3

-28.4

17.5

Investment CF

-

Adjusted FCF

-126.0

FY2019 Q1

FY2020 Q1

FY2019 Q1

FY2020 Q1

Note: Excludes banking business.

47

* Includes right-of-use assets of ZOZO, Inc.

Securitization of credit card receivables is added in operating cash flow.

Financial data

Interest-bearing debt/Net interest-bearing debt

Net leverage ratio

(Excludes banking business)

(Excludes banking business)

Lease liabilities

1,204.0

EBITDA

Securitization

Net interest-bearing debt

702.9

Loan

110.7

- Net leverage ratio

Approx. 2.74 x

Bond

93.0

- Net interest-bearing debt

(¥B)

446.5

(¥B)

702.9

453.1

257.0

87.1

553.7

181.7

118.0

Approx. 0.56 X

118.0

102.3

130.0

102.3

FY2019 Q1

FY2020 Q1

FY2019 Q1

FY2020 Q1

Note: Net interest-bearing debtInterest bearing debt - Cash and cash equivalents

Note: Net leverage ratioNet interest-bearing debt/EBITDA

Figures for the most recent 12 months used for calculating EBITDA.

48

Includes impact of application of IFRS 16.

Includes impact of application of IFRS 16.

Major funding activities

Amidst market uncertainties due to COVID-19, issued a total of ¥200 B corporate bonds

Refinanced the funding for acquiring ZOZO, and secured stable sources of funds

Series

Amount

Interest rate

Redemption

14th Series Unsecured Bonds (1.5 year bond)

25 (¥B)

0.20 %

Dec. 2021

15th Series Unsecured Bonds (3 year bond)

80 (¥B)

0.35 %

Jun. 2023

16th Series Unsecured Bonds (5 year bond)

70 (¥B)

0.60 %

Jun. 2025

17th Series Unsecured Bonds (7 year bond)

15 (¥B)

0.79 %

Jun. 2027

18th Series Unsecured Bonds (10 year bond)

10 (¥B)

0.90 %

Jun. 2030

49

Z Holding's new corporate structure

From Y to Z - Structure that creates a greater future

President & Representative Director

Kentaro Kawabe

President &

President &

Representative

Representative

Director

Director

Kentaro Kawabe

Tomoaki Tanida

・・・

Commerce

Commerce business

Consolidated subsidiaries

Group companies directly under

Business

(E-commerce, Finance, etc.)

directly under Z Holdings

Z Financial

Media

Media business

Consolidated subsidiaries

Business

(Media, Advertising, etc.)

directly under Z Holdings

50

Image of our long-term revenue composition

Will continue to grow while drastically changing our revenue composition

to meet the changes in the business environment

Data solution

Fintech

E-commerce

Integrated marketing solution, shopping advertising

Search advertising, display advertising

(excl. shopping advertising)

FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23

・・・

・・・

・・・ Future

51

Operating income - long-term outlook

  • Businesses to be strengthened (Shopping advertising, Integrated marketing solution, Financial & Payment, Membership, Reuse business)
  • Advertising income - base (Search advertising, display advertising)

FY2023

225.0 B

Record high

FY2018

¥140.5 B

Businesses to be

Maintain

strengthened will be

the growth driver to

over ¥140 B

expand income

op. income level

FY18

FY19

FY20 FY21

FY22 FY23

Future

Results

Period for structural reform

Next development stage

Note: Other business and adjustments are prorated to businesses to be strengthened and advertising income (base), according to their composition ratio.

  • FY2022

Invest in measures to expand users and EC transaction value, and start up new businesses, etc. to achieve:

  • Double-digitrevenue growth

FY2023 - Future

Monetize increasingly activated users'

economic actions to:

Bring income to an expansionary phase

52

Z Holdings - Service map

Media

TOP page

Weather/Disaster

Knowledge search

Sportsnavi

(Sports news site)

NewsFinance

GYAO!

(Video streaming)

Commerce

Digital Contents

Shopping

Auction

Fortune telling

Game

ebookjapan

(Digital books)

PayPay

PayPay

Mall

Flea Market

O2O

Real

Travel

Loco

ZOZO

ASKUL

LOHACO

estate

booking

Retty (Restaurant information)

kurashiru (Recipe video service)

Fashion online

B to B EC) (B to C EC

Ikyu.com

Ikyu.com

shopping

(Hotel)

(Restaurant)

Local Information

Search

Finance/Payment/Fintech

Transit information

Map

Search

Real-time search

Beauty

Credit card

Online wallet

PayPay

TaoTao

(Smartphone payment)

Cryptocurrency trading

Car navigation

Vocal assistant

Job search

YJFX

The Japan Net Bank

Blockchain

FOREX

(Internet banking)

For corporations

Data/AI

PIM

CSR

Research

Crowdsourcing

e-Mail

Calendar

Kids

Internet

fund raising

Customer Base

No. of users: Approx. 80 mil *

* Annual logged-in user IDs.

53

Materiality matrix for Z Holdings Group

11 17

Corporate

9

Solving social

Issues with

governance

Data

IT

security

11 17

8

9

Disaster measures/

Level

Recovery support

5

10

Health &

Network

safety

Diversity/inclusion

management

reliability

9

8

of

4

9

Rewarding

Contributionータ利活用

stakeholder

9

Supporting

workplace

Using data

による貢献

consumption

Correct AI use

Improving media literacy

13

the future

generation

Risk

Response

to climate

12

management

change

Sustainable

9

production/

concern

11

9

Relationship with local community

4

9

Sound advertising market

10

Accessibility

13

Illegal/harmful content

13 14

Pollution/waste

16

Bio-diversity

Fair competition

Anti-corruption

6 Water/land use

Importance to Z Holdings Group

The numbers and colors in the matrix coincide with the SDG icons.

  1. Quality Education
  2. Gender Equality
  3. Clean Water and Sanitation
  1. Decent Work and Economic Growth
  2. Industry, Innovation and Infrastructure
  1. Reduced Inequalities
  2. Sustainable Cities and Communities
  3. Responsible Production and Consumption
  4. Climate Action
  5. Life Below Water
  1. Peace, Justice and Strong Institutions
  2. Partnerships for the Goals

Note: Big circles are especially important to the stakeholders and the Z Holdings Group, and need to be dealt with focus.

54

Business segment breakdown

Advertising

Display advertising (Programmatic, reservation), ZOZO

Business Services

ASKUL, ZOZO, Affiliate-related services, Reservation-related services, Corporate system-use fees of

YAHUOKU!, Payment-related services, Banking-related services, Credit card-related services and

(For corporations)

Commerce

others, Real estate-related services

LOHACO, ZOZO, Yahoo! JAPAN Premium, Personal system-use fees of YAHUOKU!, PayPay Flea

Business

Personal Services

Market sales commission, Credit card-related services, Pet supplies-related services,

(For individuals)

Telecommunications carrier-related services, Banking-related services, E-book-related services, FX-

related services and others, Payment-related services

Others

Banking-related services

Advertising

Search advertising, Display advertising (Programmatic, reservation)

Media

Business Services

Media-related services, CRM-related services and others

Business

(For corporations)

Personal Services

Video-related services and others

(For individuals)

Advertising

Others

Business Services

Utilities payment-related services and others

(For corporations)

Personal Services

Yahoo! JAPAN Mail, Yahoo! JAPAN Address Book, Utilities payment-related services and others

(For individuals)

Note: The contracts of business services are concluded with corporations; the contracts of personal services are concluded with individual users.

55

The same product may be classified in different segments depending on the contractor.

Definition of EC transaction value

Merchandise

EC transaction value

Services and

digital contents

Reuse business

YAHUOKU!, PayPay Flea Market,

ZOZOUSED

Yahoo! JAPAN Shopping,

Shopping business

PayPay Mall, ZOZOTOWN,

LOHACO, Charm

ASKUL BtoB

Other

Yahoo! JAPAN Tickets,

(Merchandise)

Ouchi-Direct

O2O

Ikyu, Yahoo! JAPAN Travel,

Yahoo! JAPAN Dining

Other

Fee-based digital contents

(Services and digital contents)

56

Advertising products

Advertising Products

Main Format

Fee Calculation

Placement

Type of Advertiser

Pages

Search

Yahoo! JAPAN Ads "Search advertising"

Text

Search results

advertising

Cost per-click

pages

Yahoo! JAPAN Ads

Text

Top page

Major

Banner

Interior pages of

corporations/SMEs

"Display ads"

service sites

(Programmatic-based)

Programmatic

Video

Cost per-view

Partner sites

advertising

Shopping ads

Yahoo! JAPAN

Tenants of Yahoo!

Text banner

Cost per-conversion

Shopping

JAPAN Shopping,

(Programmatic-based)

PayPay Mall

PayPay Mall

Display

advertising

Rich (incl. video)

Cost per-impression

Top page,

Yahoo! JAPAN Ads

Interior pages of

Major corporations

Banner

(Reservation-based)

service sites

"Display ads"

Reservation

Text

Cost per-guaranteed

(Reservation-based)

advertising

period, etc.

Yahoo! JAPAN

Tenants of Yahoo!

Banner

(Reservation-based)

Shopping

JAPAN Shopping,

PayPay Mall

PayPay Mall

Shopping ads

Text banner

Cost per-guaranteed

(Reservation-based)

period, etc.

57

PayPay Corporation - capital structure

Shareholding ratio

May 2018

May 2019

As of end of March 2020

As of end of June 2020

At founding

Yahoo Japan

50 %

25 %

25 %

25 %

Common stock

SoftBank

50 %

25 %

25 %

25 %

SoftBank Group

-

50 %

50 %

50 %

Total

100 %

100 %

100 %

100 %

Yahoo Japan

-

-

50 %

50 %

Preferred stock*

SoftBank

-

-

50 %

50 %

SoftBank Group

-

-

-

-

Total

-

-

100 %

100 %

April 2020 onwards, may be converted to common stocks (conversion rate=1:1) Voting rights ratio after conversion: 36%

As of end of June 2020

25.0%

Voting rights ratio

58

Business integration with LINE

Post-integration structure

50%

50%

General

JV

LINE

shareholders

34.7%

65.3%

Integrated company

100%100%

Succeeding company

Exchange Ratio

1 11.75

No. of Z Holdings shares before/after share exchange

4.8 B 7.7 B

sharesshares

  • All incremental shares are issued to JV
  • No. of treasury shares to be allocated is undecided

59

Disclaimer

Statements made at the meeting or included in the documents that are not historical facts are forward-looking statements about the future performance of Z Holdings Corporation (Company, Z Holdings) and its consolidated subsidiaries and affiliates.

The Company cautions you that a number of important factors could cause actual results to differ materially from those discussed in the forward-looking statements.

Such factors include, but are not limited to, the items mentioned in "Risk Factors" in "Consolidated Financial Statements and Independent Auditor's Report" (Japanese only). Unauthorized use of the information or the data in this document is not permitted.

Unless otherwise specified, English-language documents are prepared solely for the convenience of non-Japanese speakers.

If there is any inconsistency between the English-language documents and the Japanese-language documents, the Japanese-language documents will prevail.

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Z Holdings Corporation published this content on 31 July 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 July 2020 08:51:07 UTC