FAST RETAILING CO., LTD.

迅 銷 有 限 公 司

Interim Report 2019/20

2019.9.1-2020.2.29 Stock Code: 6288

Contents

1.

Corporate Profile

1

2.

Financial Highlights

2

3.

Management Discussion and Analysis

3

4.

Information about the Reporting Entity

8

5.

Financial Section

12

1. Interim Condensed Consolidated Financial Statements

13

(1) Interim Condensed Consolidated Statement of

13

Financial Position

(2) Interim Condensed Consolidated Statement of

Profit or Loss and Interim Condensed Consolidated

15

Statement of Comprehensive Income

Interim Condensed Consolidated Statement of Profit or Loss

15

Interim Condensed Consolidated Statement of

17

Comprehensive Income

(3) Interim Condensed Consolidated Statement of

19

Changes in Equity

(4) Interim Condensed Consolidated Statement of Cash Flows

21

2. Others

38

Independent Accountant's Review Report

39

1. Corporate Profile

Board of Directors

Principal Place of Business in Japan

Executive Director

Midtown Tower 9-7-1

Tadashi Yanai(Chairman of the Board of Directors,

Akasaka, Minato-ku

President and Chief Executive Officer)

Tokyo 107-6231

Japan

Non-executive Directors

Takeshi Okazaki

Principal Place of Business in Hong Kong

Kazumi Yanai

702-706, 7th Floor, Mira Place Tower A

Koji Yanai

No. 132 Nathan Road

Tsim Sha Tsui

Independent Non-executive Directors

Kowloon

Toru Hambayashi (External)

Hong Kong

Nobumichi Hattori (External)

Masaaki Shintaku (External)

HDR Registrar and HDR Transfer Office

Takashi Nawa (External)

Computershare Hong Kong Investor Services Limited

Naotake Ohno (External)

Shops 1712-1716, 17th Floor

Hopewell Centre

Board of Statutory Auditors

183 Queen's Road East

Akira Tanaka

Wanchai

Masaaki Shinjo

Hong Kong

Masumi Mizusawa

Takaharu Yasumoto (External)

Stock Code

Keiko Kaneko (External)

Hong Kong: 6288

Takao Kashitani (External)

Japan: 9983

Company Secretary

Website Address

Shea Yee Man

https://www.fastretailing.com

External Independent Accountants

Deloitte Touche Tohmatsu LLC

Principal Banks

Sumitomo Mitsui Banking Corporation

MUFG Bank, Ltd.

Mizuho Bank, Ltd.

The Hong Kong and Shanghai Banking Corporation Limited

Registered Office and Headquarters

717-1 Sayama, Yamaguchi City

Yamaguchi 754-0894

Japan

- 1 -

2. Financial Highlights

Consolidated Financial Summary

Half-yearly period

Half-yearly period

Term

of

of

58th Fiscal

58th Fiscal

59th Fiscal

Year

Year

Year

Six months

Six months

Year ended

ended

ended

Accounting period

31 August

28 February

29 February

2019

2019

2020

Revenue (Millions of yen)

1,267,697

1,208,512

2,290,548

Operating profit (Millions of yen)

172,941

136,736

257,636

Profit before income taxes (Millions of yen)

174,214

150,859

252,447

Profit for the period attributable to owners

114,029

100,459

162,578

of the Parent (Millions of yen)

Comprehensive income attributable to owners

120,920

140,153

140,900

of the Parent (Millions of yen)

Equity attributable to owners of the Parent (Millions of yen)

961,680

1,020,308

938,621

Total assets (Millions of yen)

2,015,201

2,454,296

2,010,558

Basic earnings per share (Yen)

1,117.54

984.21

1,593.20

Diluted earnings per share (Yen)

1,115.67

982.49

1,590.55

Ratio of equity attributable to owners of the Parent to total assets (%)

47.7

41.6

46.7

Net cash generated by operating activities (Millions of yen)

230,899

236,680

300,505

Net cash used in investing activities (Millions of yen)

(59,688)

(58,828)

(78,756)

Net cash used in financing activities (Millions of yen)

(63,240)

(99,195)

(102,429)

Cash and cash equivalents at end of the period (Millions of yen)

1,111,067

1,184,303

1,086,519

Three months

Three months

Accounting period

ended

ended

28 February

29 February

2019

2020

Revenue (Millions of yen)

623,230

585,028

Profit attributable to owners of the Parent (Millions of yen)

40,552

29,552

Basic earnings per share for the period (Yen)

397.40

289.51

(Notes) 1. FAST RETAILING CO., LTD. (the "Company", "Parent", or "reporting entity") prepared interim condensed consolidated financial statements and therefore has not included the non-consolidated financial summary of the reporting entity.

  1. Revenue does not include consumption taxes, etc.
  2. The financial figures are sourced from the interim condensed consolidated financial statements or consolidated financial statements prepared in accordance with International Financial Reporting Standards ("IFRS").

Business Description

There were no significant changes in the nature of the business engaged in by the Company and its subsidiaries (collectively, the "Group") during the six months ended 29 February 2020.

In addition, there were no significant changes in the organizational structure of the Group, including the major subsidiaries, during the six months ended 29 February 2020.

- 2 -

3. Management Discussion and Analysis

Business Review

  1. Business and Operational Risks
    For the six-month period ended 29 February 2020 and as of the date of submission of this quarterly report (14 April 2020), the following item should be added to business risks described in the Securities Report for the fiscal year ended 31 August 2019. Due to the global spread of COVID-19, the temporary closure of stores may cause a deterioration in performance and adversely affect the product supply system.
  2. Financial Analysis
  1. Financial Position and Results of Operations

() Results of Operations

The Fast Retailing Group's revenue and profit declined in the first half of fiscal 2020, or the six months from 1 September 2019 to 29 February 2020. Consolidated revenue totaled 1.2085 trillion yen (−4.7% year-on-year) and operating profit totaled 136.7 billion yen (−20.9% year-on-year). This weaker performance was caused primarily by significant reductions in revenue and profit at UNIQLO International segment (South Korea, Mainland China, Hong Kong and Taiwan), which were adversely impacted by COVID-19 and other factors. We recorded 14.1 billion yen under finance income net of costs after reporting a net 12.1 billion yen foreign-exchange gain on our holdings of foreign-currency denominated assets. As a result, first-half profit before income taxes declined to 150.8 billion yen (−13.4% year-on-year) and profit attributable to owners of the Parent declined to 100.4 billion yen (−11.9% year-on-year).

The Group's medium-term vision is to become the world's number one apparel retailer. In pursuit of this aim, we focus our efforts on expanding UNIQLO International, as well as our GU brand and our global e-commerce operation. We continue to increase UNIQLO store numbers in each markets and areas in which we operate, and open global flagship stores and large-format stores in major cities around the world to instill deeper and more widespread empathy for UNIQLO's LifeWear concept. Within the UNIQLO International segment, Greater China (Mainland China, Hong Kong and Taiwan) and Southeast Asia are serving as the key pillars of our Group's business and growth. In terms of our GU segment, in addition to expanding the GU store network primarily in Japan, we are working to establish GU's position as a brand that offers fun fashion at amazingly low prices.

UNIQLO Japan

UNIQLO Japan segment reported a decrease in revenue but a rise in profit in the first half of fiscal 2020, with revenue declining to 463.5 billion yen (−5.7% year-on-year) and operating profit rising to 71.6 billion yen (+5.7% year-on-year).Same-store sales (including e-commerce sales) declined by 4.6% year-on-year after the warmer winter weather stifled sales of core Winter items. While e-commerce sales totaled 52.5 billion yen (+8.3% year-on-year) over the first-half period, the rate of online sales growth slowed for the same reasons as for our physical stores. UNIQLO Japan's gross profit margin improved by 2.2 points to 47.8% on the back of a continued appreciation in the yen exchange rate for merchandise purchasing. The selling, general and administrative expense ratio increased 0.5 point to 31.9%, while, in monetary terms, selling, general and administrative expenses decreased further than planned and compared to the prior fiscal year. Despite a strong launch of our new Spring ranges, revenue began to decline sharply from the latter half of February brought by the impact of COVID-19 started to adversely affect results.

UNIQLO International

UNIQLO International segment reported a sharp decline in both revenue and profit in the first half of fiscal 2020, with revenue falling to 541.2 billion yen (−6.7% year-on-year) and operating profit declining to 53.2 billion yen (−39.8% year-on-year). This was caused primarily by considerable reductions in revenue and profit at UNIQLO South Korea and UNIQLO Greater China, which were both adversely impacted by the outbreak of COVID-19 and other factors. UNIQLO International's gross profit margin contracted 2.3 points year-on-year following an early rundown of excess stock in each UNIQLO International market. The selling, general and administrative expense ratio increased 2.3 points year-on-year on the back of lower-than-planned revenue.

Looking at individual regions, UNIQLO Greater China revenue dipped, while operating profit declined sharply. Our Mainland China operation continued to generate strong results through most of January 2020, but revenue then fell sharply in the wake of the spread of COVID-19 at the end of January. In February, we temporarily closed a maximum of 395 stores resulting in a sharp fall in that month's revenue and an overall decline in both revenue and profit for the first-half as a whole. Revenue has started to recover in Mainland China from March onwards as the majority of stores reopened for business. At UNIQLO South Korea, the adverse impact of ongoing Korea-Japan tensions since July 2019 followed by the impact of COVID-19 from February 2020 resulted in a sharp decline in same-stores sales and recorded of a wider operating loss for the first half of fiscal 2020. UNIQLO South, Southeast Asia & Oceania, which includes Southeast Asian nations, Australia and India, generated double-digit growth in

- 3 -

first-half revenue and profit. UNIQLO operations in Indonesia, the Philippines and Thailand continued to expand favorably by reporting double-digit increases in both revenue and profit. Our new Indian operation generated strong first-half sales following our entry into the market in October 2019 and the opening of our third store in new Delhi in February 2020. Following the opening of its first store in December 2019, our Vietnam operation has achieved a higher-than-expected performance thanks to the popularity of UV-cut mesh parkas, DRY-EX polo shirts, and other clothing that is well suited to the local climate. UNIQLO USA reported a first-half operating loss as warmer winter weather stifled the sales of Winter ranges. Meanwhile, UNIQLO Europe reported double-digit increases in both revenue and profit in the first half of fiscal 2020, thanks to especially strong sales in Italy and Spain and a double-digit increase in same-store sales in Russia.

GU

GU segment reported significant increases in both revenue and profit in the first half of fiscal 2020, with revenue climbing to

132.2 billion yen (+12.9% year-on-year) and operating profit expanding to 15.8 billion yen (+12.0% year-on-year).Same-store sales increased thanks to strong sales of on-target mass fashion trend items such as knitted cardigans and matching knitwear top and bottom sets along with lightweight outerwear hit products that adapted successfully to the warm winter weather. On the profit front, GU's gross profit margin improved by 0.4 point in the first half and operating profit increased significantly thanks to a decline in the cost of sales generated by further aggregate purchasing of core materials and early submission of production orders.

Global Brands

Global Brands segment revenue and profit both declined in the first half of fiscal 2020. Revenue totaled 70.1 billion yen (−9.8% year-on-year) and operating profit stood at 0.7 billion yen (−76.3% year-on-year). Our Theory fashion label reported a decline in both revenue and profit after sales of Winter items struggled during the warmer winter weather. Revenue from our Japan-based PLST brand came in flat year-on-year as warmer winter weather dampened sales of Winter-season clothing, while operating profit dipped on a more determined rundown of excess inventories during the period. Finally, our France-based Comptoir des Cotonniers brand reported a first-half operating loss of similar magnitude to the preceding fiscal year.

Sustainability

Under our slogan "The power of clothing is the power of society", we have been promoting sustainability initiatives through the clothing business by focusing on six priority areas ("materialities"). The six materialities are: (1) Creating new value through products and sales, (2) Respecting human rights and the work environment in our supply chain, (3) Respecting the environment,

  1. Strengthening communities, (5) Supporting employee fulfillment, and (6) Implementing good corporate governance. Details of our main activities during the six months ended February 2020 are as follows.
    ■ Creating new value through products and sales: In January 2020, we began selling our "Dry-EX"high-performance quick- drying wear that uses recycled polyester derived from PET bottles. By turning recovered PET bottles into valuable resources, we reduce the use of petroleum resources. We will continue to create new value through clothing by actively applying new technologies to promote recycling of resources.
    ■ Respecting the environment: By the end of 2020, we aim to reduce greenhouse gas emissions at UNIQLO stores in Japan by 10% per unit of floor area (compared to 2013 emissions). As of the end of 2019, we already achieved a reduction of about 31.6%. As our next goal on environmental protection, we are currently formulating SBT (science-based targets), which are targets for reducing greenhouse gas emissions based on the Paris Agreement. In January 2020, we signed the Fashion Industry Charter for Climate Action, promoted by the secretariat of the United Nations Framework Convention on Climate Change (UNFCCC), which prescribes initiatives to be implemented in cooperation with the fashion industry as a whole.
    ■ Strengthening communities: In November 2019, we contributed a total of US$1 million in cash for initiatives for refugees conducted by the United Nations High Commissioner for Refugees (UNHCR) in Mali and South Sudan. In February 2020, as part of our "All Product Recycling Initiative" for collecting clothing no longer needed by customers at stores and donating them to refugees and displaced persons, UNIQLO and GU headquarters and store employees together with the UNHCR visited refugee camps in the Republic of Malawi where they distributed part of the approximately 250,000 items of clothing donated to that country.

- 4 -

() Financial Position

Total assets as at 29 February 2020 were 2,454.2 billion yen, which was an increase of 443.7 billion yen relative to the end of the preceding fiscal year. The principal factors were an increase of 390.2 billion yen in right-of-use assets, an increase of 97.7 billion yen in cash and cash equivalents and a decrease of 56.6 billion yen in inventories.

Total liabilities as at 29 February 2020 were 1,389.5 billion yen, which was an increase of 362.4 billion yen relative to the end of the preceding fiscal year. The principal factors were an increase of 444.3 billion yen in lease liabilities, an increase of 110.6 billion yen in other financial liabilities, a decrease of 129.2 billion yen in non-current financial liabilities and a decrease of 30.9 billion yen in trade and other payables.

Furthermore, the increases of right-of-use assets and lease liabilities are due to the application of IFRS 16 Leases as mentioned in "Notes to the Interim Condensed Consolidated Financial Statements 3. Significant Accounting Policies".

Total net assets as at 29 February 2020 were 1,064.7 billion yen, which was an increase of 81.2 billion yen relative to the end of the preceding fiscal year. The principal factors were an increase of 45.5 billion yen in retained earnings and an increase of 33.3 billion yen in other components of equity.

  1. Cash Flow Information
    Cash and cash equivalents as at 29 February 2020 had increased by 97.7 billion yen from the end of the preceding fiscal year, to 1,184.3 billion yen.
    (Operating Cash Flows)
    Net cash generated by operating activities for the six months ended 29 February 2020 was 236.6 billion yen, which was an increase of 5.7 billion yen (+2.5% year-on-year) from the six months ended 28 February 2019. The principal factors were 150.8 billion yen in profit before income taxes (a decrease of 23.3 billion yen from the six months ended 28 February 2019), 87.8 billion yen in depreciation and amortization (an increase of 63.7 billion yen from the six months ended 28 February 2019), a decrease of 64.1 billion yen in inventories (a decrease of 23.1 billion yen from the six months ended 28 February 2019), a decrease of 1.2 billion yen in other liabilities (a decrease of 20.9 billion yen from the six months ended 28 February 2019), a decrease of 32.9 billion yen in trade and other payables (an increase of 19.5 billion yen from the six months ended 28 February 2019), 12.1 billion yen in foreign exchange gains (a decrease of 13.9 billion yen from the six months ended 28 February 2019),
    39.5 billion yen in income taxes paid (a decrease of 8.2 billion yen from the six months ended 28 February 2019), 5.4 billion yen in impairment losses (an increase of 3.9 billion yen from the six months ended 28 February 2019) and a decrease of 0.2 billion yen in trade and other receivables (an increase of 3.7 billion yen from the six months ended 28 February 2019).

(Investing Cash Flows)

Net cash used in investing activities for the six months ended 29 February 2020 was 58.8 billion yen, which was a decrease of

  1. billion yen(-1.4%year-on-year) from the six months ended 28 February 2019. The principal factors were a net increase of
  1. billion yen in bank deposits with original maturity over three months (a decrease of 4.0 billion yen from the six months ended 28 February 2019), 23.8 billion yen in payments for property, plant and equipment (an increase of 2.7 billion yen from the six months ended 28 February 2019), 3.4 billion yen in proceeds from collection of lease and guarantee deposits (an increase of
  1. billion yen from the six months ended 28 February 2019) and 1.7 billion yen in payments forright-of-use assets (an increase of 1.7 billion yen from the six months ended 28 February 2019).

(Financing Cash Flows)

Net cash used in financing activities for the six months ended 29 February 2020 was 99.1 billion yen, which was an increase of

  1. 35.9 billion yen (+56.9% year-on-year) from the six months ended 28 February 2019. The principal factors were 68.2 billion yen in repayments of lease liabilities (an increase of 63.8 billion yen from the six months ended 28 February 2019) and 30.0 billion yen in repayment of redemption of bonds for the six months ended 28 February 2019 (a decrease of 30.0 billion yen from the six months ended 28 February 2019).

  2. Operational and Financial Challenges
    There have been no significant challenges during the six months ended 29 February 2020 that resulted in issues that must be addressed by the Group.

- 5 -

(4) Research and Development

Not applicable.

- 6 -

  1. Significant Facilities
    The following are the significant facilities that were newly completed during the six months ended 29 February 2020.
    Not applicable.

Company name

Type of facility

Name of business

Location

Completion date

UNIQLO EUROPE LIMITED

UNIQLO

UNIQLO Piazza

Milan,

September 2019

International Store

Cordusio

Italy

UNIQLO INDIA PRIVATE

UNIQLO

UNIQLO Ambience

New Delhi,

Mall Vasant Kunj

October 2019

LIMITED

International Store

India

store

The following are the significant facilities that were newly planned during the six months ended 29 February 2020.

Amount of planned

investment

Construction

Construction Planned sales

Type of

Name of

Amount

Company name

Location

commencement

completion

floor area

Reference

facility

business

Total

already

date

date

(m2)

(Millions of

disbursed

yen)

(Millions of

yen)

UNIQLO

UNIQLO CO., LTD.

UNIQLO

PARK

Yokohama,

548

0

May 2019

April 2020

2,118

Leasehold

Japan srores

Yokohama

Kanagawa

Bayside

GU UNIQLO

G.U. CO., LTD.

GU Japan

PARK

Yokohama,

517

76

May 2019

April 2020

1,541

Leasehold

stores

Yokohama

Kanagawa

Bayside

UNIQLO CO., LTD.

UNIQLO

UNIQLO

Shibuya-ku,

624

380

November

April 2020

2,039

Leasehold

Japan stores

Harajuku

Tokyo

2018

UNIQLO CO., LTD.

UNIQLO

UNIQLO

Chuo-ku,

2,085

1,201

October 2019

May 2020

4,415

Leasehold

Japan stores

TOKYO

Tokyo

(Notes) 1. It is expected that the Group will be able to meet its funding needs from equity capital. 2. The above figures do not include consumption taxes, etc.

Not applicable.

3. Significant Contracts in Business Operation None.

- 7 -

4. Information about the Reporting Entity

1. Stock Information

  1. Number of Shares

(i) Total number of shares

Type

Total number of authorized shares

Common stock

300,000,000

Total

300,000,000

(ii) Shares Issued

Name of financial

Number of shares issued

Number of shares issued

instrument exchange

Type

as at submission date

of listing, or authorized

Remarks

as at 29 February 2020

(As at 14 April 2020)

financial instruments

firms association

First section of the Tokyo

Stock Exchange and

100 shares

Common stock

106,073,656

106,073,656

the Main Board of

as one unit

The Stock Exchange of

Hong Kong Limited (Note)

Total

106,073,656

106,073,656

-

-

(Note) Hong Kong Depositary Receipts are listed on the Main Board of The Stock Exchange of Hong Kong Limited.

  1. Share Subscription Rights
    1. Details of the Stock Option Program Not applicable.
    2. Other Share Subscription Rights Not applicable.
  2. Exercise of convertible bonds with conditional permission for adjustment of exercise price Not applicable.
  3. Change in total number of Shares Issued, Capital Stock, Etc.

Increase/

Balance of total

Increase/

Balance of

Increase/

Balance of

(decrease) of

(decrease) of

(decrease) of

Date

number of

capital stock

capital reserve

total number of

capital stock

capital reserve

shares issued

(Millions of yen)

(Millions of yen)

shares issued

(Millions of yen)

(Millions of yen)

1 December 2019 to

-

106,073,656

-

10,273

-

4,578

29 February 2020

(Note) There was no change in the total number of shares issued, capital stock or capital reserve during the three months ended 29 February 2020.

- 8 -

(5) Major Shareholders

As at 29 February 2020

Number of

As a percentage

over total

shares held

Name or trade name

Location

number of

(in thousands

shares (excluding

of shares)

treasury stock)

Tadashi Yanai

Shibuya-ku, Tokyo

22,037

21.59

The Master Trust Bank of Japan, Ltd.

2-11-3Hamamatsu-cho,Minato-ku, Tokyo

20,096

19.69

Japan Trustee Services Bank, Ltd.

1-8-11 Harumi, Chuo-ku, Tokyo

10,854

10.63

TTY Management B.V.

De Entree 99, 1101HE Amsterdam,

5,310

5.20

The Netherlands

Kazumi Yanai

New York, U.S.A.

4,781

4.68

Koji Yanai

Shibuya-ku, Tokyo

4,780

4.68

Fight & Step Co., Ltd.

1-4-3 Mita, Meguro-ku, Tokyo

4,750

4.65

MASTERMIND, LLC

1-4-3 Mita, Meguro-ku, Tokyo

3,610

3.54

Trust & Custody Services Bank, Ltd.

1-8-12 Harumi, Chuo-ku, Tokyo

3,347

3.28

Teruyo Yanai

Shibuya-ku, Tokyo

2,327

2.28

Total

-

81,896

80.23

(Notes) 1. "Number of shares held" is rounded down to the nearest unit of thousand shares.

  1. The shares held by The Master Trust Bank of Japan, Ltd., Japan Trustee Services Bank, Ltd. and Trust & Custody Services Bank, Ltd. are all held in conjunction with trust businesses.
  2. According to the report of large shareholdings (Report of Change of Composition) submitted on 21 October 2019 by Mitsubishi UFJ Financial Group, Inc. and the three parties of Mitsubishi UFJ Trust and Banking Corporation, Mitsubishi UFJ Kokusai Asset Management Co., Ltd. and Mitsubishi UFJ Morgan Stanley Securities Co., Ltd., which are all joint shareholders, each party held the shares stated below as at 14 October 2019. However, since the Company has not been able to confirm the number of shares actually held as at 29 February 2020, these shareholdings have not been included in the above table of major shareholders.

Number of

Percentage of

shares held

Name or trade name

Location

total number of

(in thousands of

shares issued

shares)

Mitsubishi UFJ Trust and Banking

1-4-5 Marunouchi, Chiyoda-ku, Tokyo

820

0.77

Corporation

Mitsubishi UFJ Kokusai Asset Management

1-12-1 Yurakucho, Chiyoda-ku, Tokyo

3,018

2.85

Co., Ltd.

Mitsubishi UFJ Morgan Stanley Securities

2-5-2 Marunouchi, Chiyoda-ku, Tokyo

1,428

1.35

Co., Ltd.

- 9 -

4. According to the report of large shareholdings (Report of Change of Composition) submitted on 4 December 2019 by Nomura Securities Co., Ltd. and the two parties of Nomura International PLC and Nomura Asset Management Co., Ltd., which are all joint shareholders, each party held the shares stated below as at 27 November 2019. However, since the Company has not been able to confirm the number of shares actually held as at 29 February 2020, these shareholdings have not been included in the above table of major shareholders.

Number of

Percentage of

shares held

Name or trade name

Location

total number of

(in thousands of

shares issued

shares)

Nomura Securities Co., Ltd.

1-9-1 Nihonbashi, Chuo-ku, Tokyo

16

0.02

Nomura International PLC

1 Angel Lane, London EC4R 3AB, United

54

0.05

Kingdom

Nomura Asset Management Co., Ltd.

1-12-1 Nihonbashi, Chuo-ku, Tokyo

10,885

10.26

5. According to the report of large shareholdings (Report of Change of Composition) submitted on 21 January 2020 by Sumitomo Mitsui Trust Bank, Limited and the two parties of Sumitomo Mitsui Trust Asset Management Co., Ltd. and Nikko Asset Management Co., Ltd., which are all joint shareholders, each party held the shares stated below as at 15 January 2020. However, since the Company has not been able to confirm the number of shares actually held as at 29 February 2020, these shareholdings have not been included in the above table of major shareholders.

Number of

Percentage of

shares held

Name or trade name

Location

total number of

(in thousands of

shares issued

shares)

Sumitomo Mitsui Trust Asset Management

1-1-1 Shibakoen, Minato-ku, Tokyo

1,167

1.10

Co., Ltd.

Nikko Asset Management Co., Ltd.

9-7-1 Akasaka, Minato-ku, Tokyo

5,688

5.36

6. In addition to the above, 3,991,435 shares of treasury stock are held by the Company (3.76% of the total number of outstanding shares).

- 10 -

  1. Voting Rights
  1. Shares issued

Class

Non-voting shares

Shares subject to restrictions on voting rights (e.g., treasury stock)

Shares subject to restrictions on voting rights (e.g., other than treasury stock)

Shares with full voting rights (e.g., treasury stock)

Shares with full voting rights (e.g., other than treasury stock)

Shares less than one unit

Total number of shares issued

Total number of voting rights of all shareholders

As at 29 February 2020

Number of shares

Number of voting rights

Remarks

-

-

-

-

-

-

-

-

-

(Shares held as treasury

stock)

-

-

Common stock

3,991,400

Common stock

1,020,165

(Note) 1

102,016,500

Common stock

(Notes) 1, 2

65,756

106,073,656

-

-

1,020,165

-

(Notes) 1.The columns for the number of shares of "Shares with full voting rights (e.g., other than treasury stock)" and "Shares less than one unit" include 2,700 shares and 84 shares, respectively, held in the name of Japan Securities Depository Center, Inc.

  1. 2. Common stock in the "Shares less than one unit" row includes 35 shares of treasury stock held by the Company.

  2. Treasury Stock

As at 29 February 2020

Name or trade name of

Number of

Number of

Total number of

Percentage of

Holder's address

shares held in

shares held in

total number of

holder

shares held

own name

other's name

shares issued (%)

FAST RETAILING

717-1 Sayama,

Yamaguchi-shi,

3,991,400

3,991,400

3.76

CO., LTD.

Yamaguchi

Total

-

3,991,400

3,991,400

3.76

2. Directors

Since the submission of the year-end report for the preceding fiscal year, there has been no change of directors during the six months ended 29 February 2020.

- 11 -

5. Financial Section

  1. Preparation of Interim Condensed Consolidated Financial Statements
    The interim condensed consolidated financial statements of the Group, namely, the interim condensed consolidated statement of financial position of the Group as at 29 February 2020, the related interim condensed consolidated statements of profit or loss and interim condensed consolidated statement of comprehensive income for the three-month and six-month periods then ended, and the interim condensed consolidated statements of changes in equity and cash flows for the six-month period then ended (collectively, the "interim condensed consolidated financial statements") were prepared in compliance with International Accounting Standard 34, Interim Financial Reporting("IAS 34"), pursuant to Article 93 of the "Rules Governing Term, Form and Preparation of Consolidated Quarterly Financial Statements" (Cabinet Office Ordinance No. 64 of 2007, hereinafter referred to as "Consolidated Quarterly Financial Statements Rules").
  2. Review Report
    Pursuant to the first clause of Article 193-2 of the Financial Instruments and Exchange Act, the interim condensed consolidated financial statements have been reviewed by Deloitte Touche Tohmatsu LLC.

- 12 -

(Amounts are stated in millions of yen and are rounded down to the nearest million unless otherwise stated)

1. Interim Condensed Consolidated Financial Statements

  1. Interim Condensed Consolidated Statement of Financial Position

(Millions of yen)

Notes

As at 31 August 2019

As at 29 February 2020

ASSETS

Current assets

Cash and cash equivalents

1,086,519

1,184,303

Trade and other receivables

60,398

56,968

Other financial assets

15

44,473

66,424

Inventories

6

410,526

353,907

Derivative financial assets

15

14,787

21,117

Income taxes receivable

1,492

4,087

Other assets

19,975

15,569

Total current assets

1,638,174

1,702,379

Non-current assets

Property, plant and equipment

7

162,092

133,068

Right-of-use assets

390,283

Goodwill

8,092

8,092

Intangible assets

60,117

66,054

Financial assets

15

77,026

68,497

Investments in associates accounted

14,587

14,344

for using the equity method

Deferred tax assets

33,163

36,311

Derivative financial assets

15

9,442

27,919

Other assets

7,861

7,344

Total non-current assets

372,384

751,916

Total assets

2,010,558

2,454,296

Liabilities and equity

LIABILITIES

Current liabilities

Trade and other payables

191,769

160,836

Other financial liabilities

8, 15

159,006

269,688

Derivative financial liabilities

15

2,985

1,037

Lease liabilities

104,361

Current tax liabilities

27,451

39,394

Provisions

13,340

895

Other liabilities

82,103

59,605

Total current liabilities

476,658

635,820

Non-current liabilities

Financial liabilities

8, 15

499,948

370,732

Lease liabilities

339,951

Provisions

20,474

32,482

Deferred tax liabilities

8,822

7,418

Derivative financial liabilities

15

3,838

637

Other liabilities

17,281

2,473

Total non-current liabilities

550,365

753,694

Total liabilities

1,027,024

1,389,515

- 13 -

Notes

As at 31 August 2019

As at 29 February 2020

EQUITY

Capital stock

10,273

10,273

Capital surplus

20,603

23,229

Retained earnings

928,748

974,342

Treasury stock, at cost

(15,271)

(15,198)

Other components of equity

(5,732)

27,661

Equity attributable to owners of the Parent

938,621

1,020,308

Non-controlling interests

44,913

44,471

Total equity

983,534

1,064,780

Total liabilities and equity

2,010,558

2,454,296

- 14 -

  1. Interim Condensed Consolidated Statement of Profit or Loss and Interim Condensed Consolidated Statement of Comprehensive Income
    Interim Condensed Consolidated Statement of Profit or Loss Six months ended 29 February 2020

(Millions of yen)

Notes

Six months ended

Six months ended

28 February 2019

29 February 2020

Revenue

10

1,267,697

1,208,512

Cost of sales

(660,923)

(631,722)

Gross profit

606,773

576,790

Selling, general and administrative expenses

11

(433,463)

(438,798)

Other income

12

2,106

6,002

Other expenses

12

(2,738)

(7,309)

Share of profit and loss of associates accounted

264

51

for using the equity method

Operating profit

172,941

136,736

Finance income

13

5,413

18,069

Finance costs

13

(4,140)

(3,946)

Profit before income taxes

174,214

150,859

Income tax expense

(49,283)

(47,414)

Profit for the period

124,930

103,444

Profit for the period attributable to:

Owners of the Parent

114,029

100,459

Non-controlling interests

10,901

2,985

Total

124,930

103,444

Earnings per share

Basic (yen)

14

1,117.54

984.21

Diluted (yen)

14

1,115.67

982.49

- 15 -

Three months ended 29 February 2020

(Millions of yen)

Notes

Three months ended

Three months ended

28 February 2019

29 February 2020

Revenue

623,230

585,028

Cost of sales

(341,265)

(321,161)

Gross profit

281,964

263,867

Selling, general and administrative expenses

(211,948)

(214,699)

Other income

1,688

1,918

Other expenses

(3,503)

(5,842)

Share of profit and loss of associates accounted

74

(197)

for using the equity method

Operating profit

68,276

45,045

Finance income

2,883

5,850

Finance costs

(8,031)

(2,051)

Profit before income taxes

63,127

48,844

Income tax expense

(18,482)

(17,239)

Profit for the period

44,644

31,604

Profit for the period attributable to:

Owners of the Parent

40,552

29,552

Non-controlling interests

4,092

2,052

Total

44,644

31,604

Earnings per share

Basic (yen)

14

397.40

289.51

Diluted (yen)

14

396.72

288.98

- 16 -

Interim Condensed Consolidated Statement of Comprehensive Income

Six months ended 29 February 2020

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Profit for the period

124,930

103,444

Other comprehensive income, net of income tax

Items that will not be reclassified subsequently to

profit or loss

Financial assets measured at fair value through

(223)

(231)

other comprehensive income

Total items that will not be reclassified subsequently to

(223)

(231)

profit or loss

Items that may be reclassified subsequently to

profit or loss

Exchange differences on translating

3,493

14,715

foreign operations

Cash flow hedges

3,731

25,556

Share of other comprehensive income of associates

17

18

Total items that may be reclassified subsequently to

7,243

40,291

profit or loss

Other comprehensive income, net of income tax

7,019

40,060

Total comprehensive income for the period

131,950

143,505

Attributable to:

Owners of the Parent

120,920

140,153

Non-controlling interests

11,029

3,352

Total comprehensive income for the period

131,950

143,505

- 17 -

Three months ended 29 February 2020

(Millions of yen)

Three months ended

Three months ended

28 February 2019

29 February 2020

Profit for the period

44,644

31,604

Other comprehensive income, net of income tax

Items that will not be reclassified subsequently to

profit or loss

Financial assets measured at fair value through

(107)

(249)

other comprehensive income

Total items that will not be reclassified subsequently to

(107)

(249)

profit or loss

Items that may be reclassified subsequently to

profit or loss

Exchange differences on translating

(3,342)

(3,286)

foreign operations

Cash flow hedges

(13,076)

5,312

Share of other comprehensive income of associates

(1)

(0)

Total items that may be reclassified subsequently to

(16,419)

2,024

profit or loss

Other comprehensive (loss) / income, net of income tax

(16,526)

1,775

Total comprehensive income for the period

28,118

33,380

Attributable to:

Owners of the Parent

24,848

32,524

Non-controlling interests

3,269

855

Total comprehensive income for the period

28,118

33,380

- 18 -

  1. Interim Condensed Consolidated Statement of Changes in Equity For the six months ended 28 February 2019

(Millions of yen)

Other components of equity

Treasury

Financial assets

Capital

Capital

Retained

measured at fair

Foreign

Cash flow

Share of other

Note

stock

surplus

earnings

stock,

value

currency

comprehensive

Total

at cost

through other

translation

hedge

income of

reserve

comprehensive

reserve

associates

income

Equity

attributable

Non-

Total

to owners

controlling

equity

of the

interests

Parent

As at 1 September 2018

10,273

18,275

815,146

(15,429)

37

15,429

19,202

-

34,669

862,936

39,841

902,777

Net changes during the period

Comprehensive income

Profit for the period

-

-

114,029

-

-

-

-

-

-

114,029

10,901

124,930

Other comprehensive

-

-

-

-

(223)

3,489

3,608

17

6,891

6,891

127

7,019

income / (loss)

Total comprehensive income /

-

-

114,029

-

(223)

3,489

3,608

17

6,891

120,920

11,029

131,950

(loss)

Transactions with the owners of

the Parent

Acquisition of treasury stock

-

-

-

(2)

-

-

-

-

-

(2)

-

(2)

Disposal of treasury stock

-

1,109

118

-

-

-

-

-

1,228

-

1,228

Dividends

9

-

(24,484)

-

-

-

-

-

-

(24,484)

(3,531)

(28,016)

Share-based payments

-

1,081

-

-

-

-

-

-

-

1,081

-

1,081

Incorporation of a new

-

-

-

-

-

-

-

-

-

-

239

239

subsidiary

Changes in ownership

interests in subsidiaries

-

-

-

-

-

-

-

-

-

-

169

169

without losing control

Total transactions with the

-

2,191

(24,484)

116

-

-

-

-

-

(22,177)

(3,122)

(25,299)

owners of the Parent

Total net changes during the period

-

2,191

89,544

116

(223)

3,489

3,608

17

6,891

98,743

7,906

106,650

As at 28 February 2019

10,273

20,466

904,690

(15,312)

(186)

18,919

22,810

17

41,561

961,680

47,748

1,009,428

- 19 -

For the six months ended 29 February 2020

(Millions of yen)

Other components of equity

Financial

Equity

Capital

Capital

Retained

Treasury

assets

Foreign

Share of other

attributable

Non-

Total

Note

stock, at

measured

Cash flow

to owners

controlling

stock

surplus

earnings

currency

comprehensive

Total

equity

cost

at fair value

translation

hedge

income of

of the

interest

through other

reserve

Parent

comprehensive

reserve

associates

income

As at 1 September 2019

10,273

20,603

928,748

(15,271)

(697)

(13,929)

8,906

(11)

(5,732)

938,621

44,913

983,534

Effect of change in accounting

3

-

-

(30,370)

-

-

-

-

-

(30,370)

(1,429)

(31,800)

policy

Net changes during the period

10,273

20,603

898,377

(15,271)

(697)

(13,929)

8,906

(11)

(5,732)

908,250

43,483

951,734

Comprehensive income

Profit for the period

-

-

100,459

-

-

-

-

-

-

100,459

2,985

103,444

Other comprehensive

-

-

-

-

(231)

13,727

26,178

18

39,693

39,693

366

40,060

income / (loss)

Total comprehensive income /

-

-

100,459

-

(231)

13,727

26,178

18

39,693

140,153

3,352

143,505

(loss)

Transactions with the owners of

the Parent

Acquisition of treasury stock

-

-

-

(5)

-

-

-

-

-

(5)

-

(5)

Disposal of treasury stock

-

934

-

78

-

-

-

-

-

1,013

-

1,013

Dividends

9

-

-

(24,494)

-

-

-

-

-

-

(24,494)

(1,569)

(26,064)

Share-based payments

-

1,690

-

-

-

-

-

-

1,690

1,690

Transfer to non-financial

-

-

-

-

-

-

(6,299)

-

(6,299)

(6,299)

(794)

(7,093)

assets

Total transactions with the

-

2,625

(24,494)

73

-

-

(6,299)

-

(6,299)

(28,095)

(2,363)

(30,459)

owners of the Parent

Total net changes during the period

-

2,625

75,964

73

(231)

13,727

19,878

18

33,394

112,057

988

113,046

As at 29 February 2020

10,273

23,229

974,342

(15,198)

(928)

(202)

28,785

7

27,661

1,020,308

44,471

1,064,780

- 20 -

(4) Interim Condensed Consolidated Statement of Cash Flows

(Millions of yen)

Note

Six months ended

Six months ended

28 February 2019

29 February 2020

Cash flows from operating activities

Profit before income taxes

174,214

150,859

Depreciation and amortization

24,090

87,871

Impairment losses

1,512

5,443

Interest and dividend income

(5,413)

(5,878)

Interest expenses

2,374

3,946

Foreign exchange losses / (gains)

1,765

(12,190)

Share of profit and loss of associates accounted for using the

(264)

(51)

equity method

Losses on disposal of property, plant and equipment

129

355

(Increase) / decrease in trade and other receivables

(3,538)

207

Decrease in inventories

87,283

64,120

Decrease in trade and other payables

(52,515)

(32,925)

Decrease in other assets

9,016

10,648

Increase / (decrease) in other liabilities

19,757

(1,227)

Others, net

610

2,061

Cash generated from operations

259,022

273,241

Interest and dividends income received

5,194

5,633

Interest paid

(2,070)

(3,483)

Income taxes paid

(31,246)

(39,535)

Income taxes refunded

-

825

Net cash generated by operating activities

230,899

236,680

Cash flows from investing activities

Amounts deposited into bank deposits with original maturities

(72,631)

(53,772)

of three months or longer

Amounts withdrawn from bank deposits with original

48,314

33,503

maturities of three months or longer

Payments for property, plant and equipment

(21,097)

(23,833)

Payments for intangible assets

(11,926)

(10,895)

Payments for acquisition of right-of-use assets

(1,759)

Payments for lease and guarantee deposits

(2,951)

(2,952)

Proceeds from collection of lease and guarantee deposits

1,456

3,437

Others, net

(853)

(2,556)

Net cash used in investing activities

(59,688)

(58,828)

- 21 -

(Millions of yen)

Note

Six months ended

Six months ended

28 February 2019

29 February 2020

Cash flows from financing activities

Proceeds from short-term loans payable

8,305

976

Repayment of short-term loans payable

(7,483)

(847)

Repayment of long-term loans payable

(2,237)

(4,343)

Repayment of redemption of bonds

8

(30,000)

Dividends paid to owners of the Parent

9

(24,484)

(24,494)

Capital contributions from non-controlling interests

420

Dividends paid to non-controlling interests

(3,531)

(2,328)

Repayments of financial lease obligations

(4,345)

Repayments of lease liabilities

-

(68,231)

Others, net

117

73

Net cash used in financing activities

(63,240)

(99,195)

Effect of exchange rate changes on the balance of cash held in

3,399

19,127

foreign currencies

Net increase in cash and cash equivalents

111,370

97,783

Cash and cash equivalents at the beginning of period

999,697

1,086,519

Cash and cash equivalents at the end of period

1,111,067

1,184,303

- 22 -

Notes to the Interim Condensed Consolidated Financial Statements

  1. Reporting Entity
    FAST RETAILING CO., LTD. is a company incorporated in Japan. The locations of the registered headquarters and principal offices of the Company are disclosed on the Group's website (http://www.fastretailing.com).
    The principal activities of the Company and its consolidated subsidiaries are the operations of the UNIQLO business (i.e., casual clothing retail business operating under the "UNIQLO" brand in Japan and overseas), GU business (i.e., casual clothing retail business operating under the "GU" brand in Japan and overseas), Theory business (i.e., apparel design and retail business in Japan and overseas) and other businesses.
  2. Basis of Preparation
    The interim condensed consolidated financial statements have been prepared in compliance with IAS 34. The Group meets all of the criteria of a "specified company" defined under Article 1-2 of the Consolidated Quarterly Financial Statements Rules and accordingly, applies Article 93 of the Consolidated Quarterly Financial Statements Rules. Since the interim condensed consolidated financial statements do not include all the information and disclosures required for consolidated financial statements, they should be read in conjunction with the Group's annual consolidated financial statements for the year ended 31 August 2019.
    The interim condensed consolidated financial statements were approved on 14 April 2020 by Tadashi Yanai, Chariman, President and CEO and Takeshi Okazaki, Group Executive Vice President and CFO.

- 23 -

3. Significant Accounting Policies

Except for the following standards that have been newly applied, the accounting policies presented in the consolidated financial statements for the year ended 31 August 2019 are applied consistently in the preparation of these interim condensed consolidated financial statements.

The Group adopted the following new and revised standards and interpretations beginning with the preparation of the interim condensed consolidated financial statements.

IFRS

Title

Summary of new standards and amendments

IFRS 16

Leases

Amendments to accounting treatment for lease arrangement

Uncertainty over Income Tax

IFRIC 23Clarifies the accounting for uncertainties in income tax Treatments

  1. Application of IFRS 16: Leases
    The Group began applying IFRS 16 Leases(announced in January 2016; hereinafter "IFRS 16"), from the first quarter of the current fiscal year. In applying IFRS 16, the Group has adopted the cumulative catch-up approach that recognizes the cumulative effect of initial application of the standard as at the date of initial application (1 September 2019) as a transition method, without restating comparative information.
  1. Definition of lease
    The application of IFRS 16 requires that a judgment be made at the inception of a contract as to whether a contract is, or contains, a lease. If a contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration, the contract is, or contains, a lease.
    To determine whether or not a contract conveys the right to control the use of an identified asset, the Group examines whether the contract includes the use of the specified asset, whether the Group has the right to obtain substantially all of the economic benefits from use of identified asset throughout the period of use, and whether the Group has the right to direct the use of the identified asset.
  2. Accounting treatment of leases
    2.1) Leases in which Fast Retailing Group is the lessee
    Separate from short-term leases or leases for which the underlying asset is of low value, the Group accounts for each lease component within the contract as a lease and recognizes a right-of-use asset and a lease liability. On the date of commencement of a lease, the right-of-use asset is measured at cost, and the lease liability is calculated as the present value of lease payments outstanding.
    The cost of the right-of-use asset is mainly composed of the initial measurement of the lease liability, initial direct costs and the amount of any prepaid lease payments. Furthermore, the discount rate used to calculate the present value of lease payments is the interest rate implicit in the lease. If that rate cannot be readily determined, the lessee's incremental borrowing rate is used.
    The lease term is determined as the non-cancelable period which includes an option to extend the lease (if it is reasonably certain that the Group will exercise that option), or an option to cancel the lease (if it is reasonably certain that the Group will not exercise that option).
    After the commencement date, the right-of-use asset is measured at cost less any accumulated depreciation and any accumulated impairment losses. When depreciating right-of-use assets, the Group applies the depreciation requirements in IAS 16 Property, Plant and Equipment. In addition, the Group applies IAS 36, Impairment of Assets, to determine whether the right-of-use asset is impaired and to account for any impairment loss identified.
    Depreciation of right-of-use asset is measured from the commencement date to the end of the useful life of the underlying asset if ownership of the underlying asset is to be transferred to the Group by the end of the lease term, or if it is reasonably certain that the lessee purchase options will be exercised; otherwise the straight-line method will be used to calculate depreciation from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term.
    After the commencement date, the carrying amount of the lease liability is increased to reflect the interest rates on the lease liability and reduced to reflect any lease payments made. Furthermore, any reassessment or lease modifications, or to reflect revised in-substance fixed lease payments is remeasured.
    The Group uses the straight-line basis to recognize any lease payments associated with short-term leases or leases for which an underlying asset is of low value.
    2.2) Leases in which the Group is the lessor
    The Group classifies a lease as either a finance lease or an operating lease at the inception of the lease contract.
    • 24 -

To classify each lease, the Group comprehensively assesses whether all the risks and rewards incidental to ownership of the underlying asset will be substantially transferred or not. If the risks and rewards value are to be transferred, the lease is classified as a finance lease; if not, it is classified as an operating lease.

If the Group is acting as an intermediate lessor, the Group accounts for head leases and subleases separately. A sublease classification is determined by reference to the right-of-use asset arising from the head lease, rather than by reference to the underlying asset.

The Group recognizes lease payments from operating leases as lease income on a straight-line basis over the lease term.

Lease payments from finance leases are recognized at the commencement date as assets held under finance leases and presented as receivables at an amount equal to the net investment in the lease.

3) Treatment on transition

In applying IFRS 16, the Group applies the practical expedient in place of the judgments previously used to determine whether or not a contract is a lease. Consequently, the requirements in IFRS 16 is applied only to contracts entered into or changed on or after 1 September 2019.

3.1) Leases in which the Group is the lessee

(Leases previously classified as operating leases applying IAS 17)

Lease liabilities on transition are measured at the present value of the remaining lease payments discounted using the lessee's incremental borrowing rate as at 1 September 2019. In addition, right-of-use assets on transition are measured using one of the following methods.

  • Its carrying amount calculated on the assumption that IFRS 16 was applied from the commencement of the lease. Note that the discount rate used is the lessee's incremental borrowing rate on the date of initial application of IFRS 16.
  • The amount measured for the lease liability, is adjusted by the amount of any prepaid or accrued lease payments.

Note that the followings apply when IFRS 16 is applied to leases that were previously classified as operating leases IAS 17.

  • A single discount rate is applied to a portfolio of leases with reasonably similar characteristics.
  • Leases for which the lease term ends within 12 months of the date of initial application of IFRS 16 are accounted for in the same way asshort-term leases.
  • Initial direct costs are excluded from the measurement ofright-of-use assets at the date of initial application of IFRS 16.
  • The Group uses hindsight, such as in determining the lease term if the contract contains options to extend or terminate the lease.
    (Leases previously classified as operating leases applying IAS 17)
    The Group accounts for the carrying amount of the right-of-use asset and the lease liability at the date of initial application at the amount of the lease asset and lease liability applying IAS 17 immediately prior to the date of initial application of IFRS 16.
    3.2) Leases in which the Group is the lessor
    Leases in which the Group acts as lessor require no adjustment on transition to IFRS 16, except for subleases. Subleases will be accounted for in accordance with the transition provisions under IFRS 16 as stated below.
  • In applying IFRS 16, the Group classifies sublease transactions as at the date of initial application as either operating leases or finance leases. This classification is determined based on the remaining contractual terms and conditions of the head lease and sublease at that date.
  • Any subleases classified as operating leases applying IAS 17 but finance leases applying IFRS 16 are accounted for as

new finance leases entered into at the date of initial application.

- 25 -

4) Impact on interim condensed consolidated financial statements

With the application of IFRS 16, the Group recognized an additional 368,722 million yen in right-of-use assets, 420,772 million yen in lease liabilities and a decrease of 30,370 million yen in retained earnings in its interim condensed consolidated statement of financial position at the start of the fiscal year.

The weighted average of the lessee's incremental borrowing rate applied to lease liabilities recognized in interim condensed consolidated statement of financial position as at the date of initial application of IFRS 16 is 0.9%.

The major factors for the difference in the commitment amount related to operating leases applying IAS 17 disclosed in interim condensed consolidated statement of financial position as at 31 August 2019 and the lease liabilities recognized in interim condensed consolidated statement of financial position as at the date of initial application of IFRS 16 are as follows.

Minimum future lease payments for non-cancelable operating lease contracts (31 August 2019) Present value of non-cancelable operating lease contracts (31 August 2019)

Finance lease obligations (31 August 2019)

Extension or termination options that are reasonably certain to be exercised

Lease liabilities recognized in interim condensed consolidated statement of financial position as at the date of initial application of IFRS 16

(Unit: Million Yen)

344,888

337,009

38,726

45,036

420,772

(2) Application of IFRIC 23: Uncertainty over income tax treatments

IFRIC 23 interpretations are additional to the requirement of IAS 12 Income Taxes and establish accounting procedures for uncertain tax positions, such as items with no clear tax treatment or items related to matters that are not yet resolved with the tax authorities. If it is determined that the tax treatment used by the Group is not likely to be approved by the tax authorities, the Group's calculation of taxable income will recognize additional taxable income in an amount equivalent to the impact of that uncertainty, using either the most likely amount or expected value.

The application of IFRIC 23 does not have a significant impact on the Group's interim condensed consolidated financial statements.

- 26 -

4. Use of Estimates and Judgments

The preparation of the interim condensed consolidated financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. The effects of the review of accounting estimates are recognized in the accounting period in which the estimates were reviewed and in future accounting periods.

In principle, estimates and judgments that have significant effects on the amounts recognized in the interim condensed consolidated financial statements are the same as those in the preceding fiscal year except the impact of applying IFRS16.

- 27 -

5. Segment Information

  1. Description of reportable segments
    The Group's reportable segments are components for which discrete financial information is available and which are reviewed regularly by the Board of Directors (the "Board") to make decisions about the allocation of resources and to assess performance. The Group's main retail clothing business is divided into four reportable operating segments: UNIQLO Japan, UNIQLO International, GU and Global Brands, each of which is used to frame and form the Group's strategy.
    The main businesses covered by each reportable segment are as follows: UNIQLO Japan: UNIQLO clothing business within Japan
    UNIQLO International: UNIQLO clothing business outside of Japan
    GU: GU clothing business in Japan and overseas
    Global Brands: Theory, PLST, COMPTOIR DES COTONNIERS, PRINCESSE TAM.TAM and J Brand clothing operations

(ii) Segment revenue and results

For the six months ended 28 February 2019

(Millions of yen)

Reportable segments

Interim

Condensed

Others

Adjustments

Total

Consolidated

UNIQLO

UNIQLO

Global

(Note 1)

(Note 2)

GU

Statement of

Japan

International

Brands

Profit or Loss

Revenue

491,343

580,006

117,195

77,745

1,266,290

1,406

-

1,267,697

Operating profit

67,741

88,486

14,122

3,125

173,475

110

(644)

172,941

Segment income

(i.e., Profit

67,883

87,385

14,037

3,071

172,377

110

1,725

174,214

before income taxes)

(Note 1) "Others" includes the real estate leasing business, etc.

(Note 2) "Adjustments" mainly includes revenue and corporate expenses which are not allocated to individual reportable segments.

For the six months ended 29 February 2020

(Millions of yen)

Reportable segments

Interim

Condensed

Others

Adjustments

Total

Consolidated

UNIQLO

UNIQLO

Global

(Note 1)

(Note 2)

GU

Statement of

Japan

International

Brands

Profit or Loss

Revenue

463,568

541,248

132,293

70,100

1,207,211

1,301

1,208,512

Operating profit / (loss)

71,626

53,267

15,823

741

141,458

278

(5,000)

136,736

Segment income

(i.e., Profit before income 73,470 54,159 15,711 517 143,858 279 6,721 150,859 taxes)

(Note 1) "Others" includes the real estate leasing business, etc.

(Note 2) "Adjustments" mainly includes revenue and corporate expenses which are not allocated to individual reportable segments.

- 28 -

For the three months ended 28 February 2019

(Millions of yen)

Reportable segments

Interim

Condensed

Others

Adjustments

Total

Consolidated

UNIQLO

UNIQLO

Global

(Note 1)

(Note 2)

GU

Statement of

Japan

International

Brands

Profit or Loss

Revenue

245,202

288,623

51,701

36,969

622,497

732

-

623,230

Operating profit

29,783

35,921

5,553

396

71,654

65

(3,444)

68,276

Segment income (i.e.,

Profit before income

29,568

34,769

5,500

385

70,223

65

(7,161)

63,127

taxes)

(Note 1) "Others" includes the real estate leasing business, etc.

(Note 2) "Adjustments" mainly includes revenue and corporate expenses which are not allocated to individual reportable segments.

For the three months ended 29 February 2020

(Millions of yen)

Reportable segments

Interim

Condensed

Others

Adjustments

Total

Consolidated

UNIQLO

UNIQLO

Global

(Note 1)

(Note 2)

GU

Statement of

Japan

International

Brands

Profit or Loss

Revenue

230,536

260,499

59,344

33,987

584,368

659

585,028

Operating profit

33,068

15,431

3,446

(1,128)

50,818

311

(6,084)

45,045

Segment income /

(losses) (i.e., Profit /

34,017

17,138

3,333

(1,252)

53,236

312

(4,705)

48,844

(loss) before income

taxes)

(Note 1) "Others" includes the real estate leasing business, etc.

(Note 2) "Adjustments" mainly includes revenue and corporate expenses which are not allocated to individual reportable segments.

6. Inventories

Write-down of inventories to their net realizable values recognized in expenses is as follows:

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Write-down of inventories to net realizable value

4,624

4,121

- 29 -

7. Property, Plant and Equipment

The breakdown of property, plant and equipment at each reporting date is as follows:

(Millions of yen)

As at

As at

31 August 2019

29 February 2020

Buildings and structures

104,845

94,659

Furniture, equipment and vehicles

17,076

18,114

Land

1,927

1,927

Construction in progress

10,404

8,180

Lease assets (Note)

38,024

Total

162,092

133,068

(Note) With the application of IFRS 16 as at the first quarter of the current fiscal year, leased assets have been reclassified and are presented under "right-of-use assets".

8. Corporate Bonds

The 1st non-collateralized corporate bonds of 30 billion yen (interest rate: 0.110%; date of maturity: 18 December 2018) was repaid during the 6 months ended 28 February 2019.

- 30 -

9. Dividends

The total amount of dividends paid was as follows: For the six months ended 28 February 2019

Resolution

Meeting of the Board on 2 November 2018

Total dividends

Dividends per share

(Millions of yen)

(Yen)

24,484

240

Dividends were declared on 2 November 2018 and paid on 9 November 2018. The effective date of the dividend was for shareholders as at 31 August 2018.

For the six months ended 29 February 2020

Resolution

Total dividends

Dividends per share

(Millions of yen)

(Yen)

Meeting of the Board on 5 November 2019

24,494

240

Dividends were declared on 5 November 2019 and paid on 8 November 2019. The effective date of the dividend was for shareholders as at 31 August 2019.

Dividends on common stock declared subsequent to 29 February 2020 are as follows:

Six months ended

Six months ended

28 February 2019

29 February 2020

Total dividends (Million yen)

24,492

24,499

Dividends per share (yen)

240

240

The Board has approved the dividends on common stock subsequent to 29 February 2020, and the amount is not recognized as a liability as at 29 February 2020.

- 31 -

10. Revenue

The Group conducts its global clothing retail operations through both physical stores and e-commerce channels. The following is a breakdown of total revenue by major regional market operation.

Six months ended 28 February 2019

Revenue

Percent of Total

(Millions of yen)

(%)

Japan

491,343

38.8

Greater China

282,484

22.3

Other parts of Asia & Oceania

174,275

13.7

North America & Europe

123,246

9.7

UNIQLO (Note 1)

1,071,349

84.5

GU (Note 2)

117,195

9.2

Global Brands (Note 3)

77,745

6.1

Others (Note 4)

1,406

0.1

Total

1,267,697

100.0

(Note 1) Revenue is classified by nation or region based on customer location.

The designated countries and regions are classified as follows:

Greater China:

Mainland China, Hong Kong, Taiwan

Other parts of Asia & Oceania:

South Korea, Singapore, Malaysia, Thailand, the Philippines,

Indonesia, Australia

North America & Europe:

United States of America, Canada, United Kingdom, France, Russia,

Germany, Belgium, Spain, Sweden, the Netherlands

(Note 2) Main national and regional market:

Japan

(Note 3) Main national and regional markets:

North America, Europe, Japan

(Note 4) The "Others" category includes real estate leasing operations.

Six months ended 29 February 2020

Revenue

Percent of Total

(Millions of yen)

(%)

Japan

463,568

38.4

Greater China

270,334

22.4

Other parts of Asia & Oceania

135,428

11.2

North America & Europe

135,485

11.2

UNIQLO (Note 1)

1,004,816

83.1

GU (Note 2)

132,293

10.9

Global Brands (Note 3)

70,100

5.8

Others (Note 4)

1,301

0.1

Total

1,208,512

100.0

(Note 1) Revenue is classified by nation or region based on customer location.

The designated countries and regions are classified as follows:

Greater China:

Mainland China, Hong Kong, Taiwan

Other parts of Asia & Oceania:

South Korea, Singapore, Malaysia, Thailand, the Philippines,

Indonesia, Australia, Vietnam, India

North America & Europe:

United States of America, Canada, United Kingdom, France, Russia,

Germany, Belgium, Spain, Sweden, the Netherlands, Denmark, Italy

- 32 -

(Note 2) Main national and regional market:

Japan

(Note 3) Main national and regional markets:

North America, Europe, Japan

(Note 4) The "Others" category includes real estate leasing operations.

11. Selling, General and Administrative Expenses

The breakdown of selling, general and administrative expenses for each reporting period is as follows:

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Selling, general and administrative expenses

Advertising and promotion

39,722

39,712

Rental expenses (Note)

104,371

38,742

Depreciation and amortization (Note)

24,090

87,871

Outsourcing

22,159

25,370

Salaries

146,745

145,931

Others

96,373

101,168

Total

433,463

438,798

(Note) The decrease of rental expenses and the increase of depreciation and amortization are due to the application of IFRS 16 Leasesas mentioned in "Notes to the Interim Condensed Consolidated Financial Statements 3. Significant Accounting Policies".

- 33 -

12. Other Income and Other Expenses

The breakdown of other income and other expenses for each reporting period is as follows:

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Other income

Foreign exchange gains (Note)

-

3,551

Others

2,106

2,450

Total

2,106

6,002

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Other expenses

Foreign exchange losses (Note)

51

Loss on retirement of property, plant and equipment

129

355

Impairment losses

1,512

5,443

Others

1,046

1,510

Total

2,738

7,309

(Note) Currency adjustments incurred in the course of operating transactions are included in "other income" and "other expenses".

13. Finance Income and Finance Costs

The breakdown of finance income and finance costs for each reporting period is as follows:

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Finance income

Foreign exchange gains (Note)

-

12,190

Interest income

5,365

5,867

Others

48

11

Total

5,413

18,069

(Millions of yen)

Six months ended

Six months ended

28 February 2019

29 February 2020

Finance costs

Foreign exchange losses (Note)

1,765

Interest expenses

2,374

3,946

Total

4,140

3,946

(Note) Currency adjustments incurred in the course of non-operating transactions are included in "finance income" and "finance costs".

- 34 -

14. Earnings per Share

Six months ended 28 February 2019

Equity per share attributable to owners of the Parent (Yen)

Basic earnings per share (Yen)

Diluted earnings per share (Yen)

Six months ended 29 February 2020

9,423.53

Equity per share attributable to owners

9,994.97

of the Parent (Yen)

1,117.54

Basic earnings per share (Yen)

984.21

1,115.67

Diluted earnings per share (Yen)

982.49

(Note) The basis for calculation of basic earnings per share and diluted earnings per share is as follows:

Six months ended

Six months ended

28 February 2019

29 February 2020

Basic earnings per share for the period

Profit for the period attributable to owners of the Parent (Millions of yen)

114,029

100,459

Profit not attributable to common shareholders (Millions of yen)

Profit attributable to common shareholders (Millions of yen)

114,029

100,459

Average number of common stock outstanding during the period (Shares)

102,035,840

102,070,655

Diluted earnings per share for the period

Adjustment to profit (Millions of yen)

Increase in number of common stock (Shares)

171,262

179,046

Number of share subscription rights included in increase

(171,262)

(179,046)

Three months ended 28 February 2019

Three months ended 29 February 2020

Basic earnings per share (Yen)

397.40

Basic earnings per share (Yen)

289.51

Diluted earnings per share (Yen)

396.72

Diluted earnings per share (Yen)

288.98

(Note) The basis for calculation of basic earnings per share and diluted earnings per share is as follows:

Three months ended

Three months ended

28 February 2019

29 February 2020

Basic earnings per share for the period

Profit for the period attributable to owners of the Parent (Millions of yen)

40,552

29,552

Profit not attributable to common shareholders (Millions of yen)

Profit attributable to common shareholders (Millions of yen)

40,552

29,552

Average number of common stock outstanding during the period (Shares)

102,044,080

102,076,667

Diluted earnings per share for the period

Adjustment to profit (Millions of yen)

Increase in number of common stock (Shares)

176,333

186,765

Number of share subscription rights included in increase

(176,333)

(186,765)

- 35 -

15. Fair value of Financial Instruments

Information about the carrying amount and fair value of financial instruments is as follows:

(Millions of yen)

As at 31 August 2019

As at 29 February 2020

Carrying amounts

Fair value

Carrying amounts

Fair value

Financial assets:

Security deposits and guarantees

62,398

63,982

62,780

63,948

Total

62,398

63,982

62,780

63,948

Financial liabilities:

Long-term borrowings (Note)

4,258

4,258

Corporate bonds (Note)

469,183

478,638

469,262

475,288

Total

473,442

482,896

469,262

475,288

(Note) The amount above include the outstanding balance of borrowings and corporate bonds due within one year.

The fair values of current financial assets, current financial liabilities and non-current financial assets, which are measured by amortized cost, approximate their carrying amounts.

The fair value of security deposits and guarantees is calculated on the basis of the current value, applying the current market interest rate.

The fair value of corporate bonds is calculated with reference to publicly available market prices.

The fair value of long-term borrowings is classified by term, and are calculated on the basis of the present-value, applying a discount rate that takes into account the time remaining to maturity, and credit risk.

The fair value measurements of security deposits and guarantees, corporate bonds and long-term borrowings are classified as Level 2.

The following tables illustrate the fair value measurement hierarchy of the Group's financial instruments. All assets and liabilities for which fair value is measured or disclosed in the interim condensed financial statements are categorized within the fair value hierarchy based on the following characteristics:

Level 1 - based on quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2 - based on valuation techniques for which the lowest level input that is significant to the fair value measurement is observable, either directly or indirectly

Level 3 - based on valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

When multiple inputs are used to measure fair value, the fair value level is determined based on the input with the lowest level classification in the overall fair value assessment.

- 36 -

The following tables illustrate the fair value measurement hierarchy of the Group's financial instruments:

(Millions of yen)

As at 31 August 2019

Financial assets measured at fair value through other comprehensive income Financial assets measured at fair value

through profit or loss

Financial assets and financial liabilities designated as hedging instruments - Fair value

Total

Level 1

Level 2

Level 3

Total

1,471

173

1,645

17,406

17,406

1,471

17,406

173

19,051

(Millions of yen)

As at 29 February 2020

Financial assets measured at fair value through other comprehensive income Financial assets measured at fair value

through profit or loss

Financial assets and financial liabilities designated as hedging instruments - Fair value

Total

Level 1

Level 2

Level 3

Total

1,186

171

1,358

3,416

3,416

43,944

43,944

1,186

47,361

171

48,719

For the valuation of Level 2 derivative financial instruments for which a market value is available, we use a valuation model that uses observable data on the measurement date using inputs such as interest rates, yield curves, currency rates and volatility in comparable instruments.

Financial instruments classified as Level 3 consist mainly of unlisted shares. The fair values of unlisted shares are measured by the division responsible in the Group according to the Group's accounting policy, etc., using the immediately preceding figures available for each quarter.

There were no significant changes due to the purchase, sale, issuance and settlement of Level 3 financial instruments, and no transfers between Levels 1, 2 and 3.

16. Commitments for Expenditures

The Group had the following commitments at each reporting date:

(Millions of yen)

As at

As at

31 August 2019

29 February 2020

Commitment for the acquisition of property, plant and equipment

13,552

7,382

Commitment for the acquisition of intangible assets

4,340

3,184

Total

11,723

16,736

17. Subsequent Events

Impact of temporary stores closure after March 2020 due to the Global Spread of COVID-19

UNIQLO International

In response to the global spread of COVID-19, governments of various countries have asked people to exercise voluntary restraint in their daily activities and have imposed various restrictions on going outdoors and general behavior since the middle of March. As a result, we made a decision to temporarily close the following stores: all 28 stores in Singapore from 7 April 2020, all 49 stores in Malaysia from 18 March 2020, up to a maximum of all 50 stores in Thailand from 22 March 2020, all 60 stores in the Philippines from 16 March 2020, all 30 stores in Indonesia from 27 March 2020, all three stores in India from 22 March 2020, both stores in Vietnam from 28 March 2020, and all 22 stores in Australia from 2 April 2020. As at 14 April 2020, operations were resumed at some stores in Indonesia.

In addition, we have temporarily closed all 62 UNIQLO stores in the United States and Canada from 17 March 2020.

- 37 -

In Europe as well, in response to requests from the governments of various countries from mid-March 2020, we have temporarily closed UNIQLO stores (97 out of 98 stores) in all EU countries except Sweden.

Global Brands

For the Theory business, mainly in the United States, we have temporarily closed all its stores from 17 March 2020. And for the COMPTOIR DES COTONNIERS business in Europe, we have also temporarily closed all its stores.

UNIQLO Japan and GU

Following the declaration of a state of emergency by the Government of Japan on 7 April 2020, for both UNIQLO Japan and GU segments, we have temporarily closed stores mainly in large shopping complexes in the relevant areas in Japan, while we continue to operate all other stores in other areas with shorter business hours.

For information on the impact of the spread of COVID-19 on the first six months of the current fiscal year, please refer to "3. Management Discussion and Analysis, 2. Financial Analysis, (1) Financial Position and Results of Operations."

Although a decrease in revenue is expected due to the impact of temporary store closures accompanying the spread of COVID- 19, it is difficult at present to reasonably estimate the impact on the Group's financial position, business performance and cash flows after the six months ended February 29 as the extent of the impact due to the rapid global expansion of COVID-19 is unknown.

2. Others

Dividends

The Company resolved to pay dividends from retained earnings at the meeting of the Board convened on 9 April 2020. The total amount of dividends paid and the amount per share are stated under "Financial Section 1. Interim Condensed Consolidated Financial Statements, Notes to the Interim Condensed Consolidated Financial Statements 9. Dividends."

- 38 -

(TRANSLATION)

Independent accountant's review report

14 April 2020

To the Board of Directors of FAST RETAILING CO., LTD.

Deloitte Touche Tohmatsu LLC

Designated Unlimited Liability Partner,

Engagement Partner,

Certified Public Accountant

Koichi Okubo

Designated Unlimited Liability Partner,

Engagement Partner,

Certified Public Accountant

Hirofumi Otani

Designated Unlimited Liability Partner,

Engagement Partner,

Certified Public Accountant

Yohei Masuda

Pursuant to the first paragraph of Article 193-2 of the Financial Instruments and Exchange Act, we have reviewed the interim condensed consolidated financial statements included in the Financial Section, namely, the interim condensed consolidated statement of financial position of FAST RETAILING CO., LTD. (the "Company") and its consolidated subsidiaries (collectively, the "Group") as of 29 February 2020 and the related interim condensed consolidated statements of profit or loss and statement of comprehensive income for the three-month and six-month periods then ended, statement of changes in equity and cash flows for the six-month period then ended, and the related notes.

Management's Responsibility for the Interim Condensed Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of these interim condensed consolidated financial statements in conformity with International Accounting Standard 34 "Interim Financial Reporting" ("IAS 34"), pursuant to Article 93 of the "Rules Governing Term, Form and Preparation of Consolidated Quarterly Financial Statements", and for such internal control as management determines is necessary to enable the preparation of interim condensed consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Accountant's Responsibility

Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. We conducted our review in accordance with quarterly review standards generally accepted in Japan. A review consists principally of making inquiries, primarily of management and persons responsible for financial and accounting matters, and applying analytical procedures and other quarterly review procedures. A review is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in Japan. We believe that we have obtained the evidence to provide a basis for our conclusion.

Accountant's Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the interim condensed consolidated financial statements referred to above do not present fairly, in all material respects, the condensed consolidated financial position of the Company and its consolidated subsidiaries as of 29 February 2020, and the condensed consolidated results of their operations for the three-month and six-month periods then ended, and their cash flows for the six-month period then ended in conformity with IAS 34.

Interest

Our firm and the engagement partners do not have any interest in the Company for which disclosure is required under the provisions of the Certified Public Accountants Act.

The above represents a translation, for convenience only, of the original report issued in the Japanese language.

- 39 -

Attachments

  • Original document
  • Permalink

Disclaimer

Fast Retailing Co. Ltd. published this content on 14 April 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 April 2020 08:22:06 UTC