Note: This document has been translated from the Japanese original for reference purposes only. In the event of any discrepancy between this translated document and the Japanese original, the original shall prevail.

[Cover]

[Document Filed]

Annual Securities Report ("Yukashoken Hokokusho")

[Applicable Law]

Article 24, Paragraph 1 of the Financial Instruments and Exchange Act of

Japan

[Filed with]

Director-General, Kanto Local Finance Bureau

[Filing Date]

June 15, 2022

[Fiscal Year]

The 12th Fiscal Year (from April 1, 2021 to March 31, 2022)

[Company Name]

Kabushiki Kaisha MIRAIT Holdings

[Company Name in English]

MIRAIT Holdings Corporation

[Title and Name of Representative]

Toshiki Nakayama, President and CEO

[Address of Head Office]

5-6-36 Toyosu, Koto-ku, Tokyo

[Phone No.]

+81-3-6807-3111

[Contact Person]

Masakazu Tsukamoto, Director and CFO

[Contact Address]

5-6-36 Toyosu, Koto-ku, Tokyo

[Phone No.]

+81-3-6807-3111

[Contact Person]

Masakazu Tsukamoto, Director and CFO

[Place Where Available for Public Inspection]

Tokyo Stock Exchange, Inc.

(2-1 Nihonbashi Kabutocho, Chuo-ku, Tokyo)

―1―

Part 1 Information on the Company

I. Overview of the Company

1. Key Financial Data

  1. Consolidated financial data, etc.

Fiscal year

8th

9th

10th

11th

12th

Year ended

March 31, 2018

March 31, 2019

March 31, 2020

March 31, 2021

March 31, 2022

Net sales

(million

312,967

375,911

441,166

463,744

470,385

yen)

Ordinary profit

(million

17,838

21,992

23,207

31,739

34,152

yen)

Profit attributable to owners of

(million

11,504

25,711

15,220

24,205

25,163

parent

yen)

Comprehensive income

(million

14,241

23,118

17,156

25,138

25,469

yen)

Net assets

(million

140,744

199,559

218,710

231,323

249,237

yen)

Total assets

(million

234,489

331,462

352,134

358,751

432,683

yen)

Net assets per share

(yen)

1,733.14

1,933.82

2,006.42

2,232.25

2,446.54

Net income per share

(yen)

145.41

295.34

149.93

229.59

250.84

Diluted net income per share

(yen)

126.05

259.19

-

-

-

Equity ratio

(%)

58.5

59.3

61.2

63.1

56.0

Return on equity

(%)

8.8

15.4

7.4

11.0

10.7

Price-earnings ratio

(times)

11.66

6.39

9.50

7.66

7.67

Net cash provided by (used in)

(million

12,562

6,491

7,936

41,602

12,972

operating activities

yen)

Net cash provided by (used in)

(million

(10,021)

(13,523)

(9,176)

1,869

(46,204)

investing activities

yen)

Net cash provided by (used in)

(million

(3,686)

(1,928)

(2,814)

(32,200)

38,395

financing activities

yen)

Cash and cash equivalents at

(million

32,218

35,657

31,632

42,851

48,901

end of period

yen)

Number of employees

9,010

12,361

12,580

12,882

14,006

[separately, average number of

(persons)

[1,540]

[2,586]

[2,624]

[2,439]

[2,291]

temporary employees]

Notes: 1 The amounts of diluted net income per share for the 10th, 11th, and 12th fiscal years are not stated because there are no dilutive shares outstanding.

  1. The Company has introduced the "Board Benefit Trust" performance-linkedstock-based remuneration system since the 7th fiscal year for directors and executive officers of the Company and its subsidiaries (excluding outside directors and non-executive directors; hereinafter collectively referred to as the "Group's Officers"). The Company's shares held by the Board Benefit Trust are recorded as treasury shares in the consolidated financial statements. In calculating net assets per share, the number of shares held by the Board Benefit Trust is deducted from the total number of shares issued at the end of the fiscal year. Additionally, the number of shares held by the Board Benefit Trust is deducted from the average number of shares of common stock outstanding during the period used in calculating net income per share and diluted net income per share.
  2. The Company has adopted the "Accounting Standard for Revenue Recognition" (ASBJ Statement No. 29 dated March 31, 2020) and other relevant standards from the beginning of the 12th fiscal year. Key financial data, etc. for the 12th fiscal year is presented after the application of such accounting standards.

―2―

(2) Financial data, etc. of reporting company (Non-consolidated)

Fiscal year

8th

9th

10th

11th

12th

Year ended

March 31, 2018

March 31, 2019

March 31, 2020

March 31, 2021

March 31, 2022

Net sales

(million

4,198

6,118

8,545

13,928

16,652

yen)

Ordinary profit

(million

2,627

4,515

6,871

12,307

14,425

yen)

Profit

(million

2,587

4,461

8,091

12,278

14,402

yen)

Share capital

(million

7,000

7,000

7,000

7,000

7,000

yen)

Total number of issued shares

(shares)

85,381,866

108,325,329

108,325,329

108,325,329

108,325,329

Net assets

(million

63,043

111,522

113,727

111,920

116,565

yen)

Total assets

(million

106,886

163,362

166,240

166,364

237,063

yen)

Net assets per share

(yen)

796.05

1,048.49

1,059.24

1,103.56

1,177.85

Dividends per share

35

40

40

45

55

[Of which, interim dividends per

(yen)

[15]

[20]

[20]

[22]

[25]

share]

Net income per share

(yen)

32.71

50.43

78.84

116.46

143.57

Diluted net income per share

(yen)

28.26

44.25

-

-

-

Equity ratio

(%)

59.0

68.3

68.4

67.3

49.2

Return on equity

(%)

4.1

5.1

7.2

10.9

12.6

Price-earnings ratio

(times)

51.84

38.55

17.87

15.09

13.39

Payout ratio

(%)

107.0

79.3

50.7

38.6

38.3

Number of employees

(persons)

102

102

100

106

110

Total shareholder return

158.2

154.8

133.8

181.8

198.0

[Benchmark: TOPIX Total Return

(%)

[115.9]

[110.0]

[99.6]

[141.5]

[144.3]

Index]

Highest share price

(yen)

1,760

1,988

1,779

1,913

2,403

Lowest share price

(yen)

1,040

1,475

1,129

1,173

1,719

Notes: 1 The amounts of diluted net income per share for the 10th, 11th, and 12th fiscal years are not stated because there are no dilutive shares outstanding.

  1. The Company has introduced the "Board Benefit Trust" performance-linkedstock-based remuneration system since the 7th fiscal year for the Group's Officers. The Company's shares held by the Board Benefit Trust are recorded as treasury shares in the financial statements. In calculating net assets per share, the number of shares held by the Board Benefit Trust is deducted from the total number of shares issued at the end of the fiscal year. Additionally, the number of shares held by the Board Benefit Trust is deducted from the average number of shares of common stock outstanding during the period used in calculating net income per share and diluted net income per share.
  2. The highest and lowest share prices are quoted prices on the First Section of the Tokyo Stock Exchange.

―3―

2. History

MIRAIT Holdings Corporation (hereinafter the "Company") was established in October 2010 as a joint holding company through a share transfer among Daimei Telecom Engineering Corporation (hereinafter "Daimei"), Commuture Corporation (hereinafter "Commuture"), and TODENTSU Corporation (hereinafter "TODENTSU"), which were engaged in telecommunications facility work and other businesses.

The history of the corporate group is as follows.

Month and year

Event

November 2009

Daimei, Commuture, and TODENTSU (hereinafter collectively the "Three Companies") executed a

memorandum of understanding on business integration through the establishment of a joint holding company

(share transfer).

May 2010

The Three Companies agreed to jointly establish a holding company through a share transfer, subject to

approval at their respective ordinary general meetings of shareholders and other conditions. A share transfer

plan was prepared and a business integration agreement was executed.

June 2010

At the Three Companies' respective ordinary general meetings of shareholders, it was approved and resolved

that the Three Companies would jointly establish the Company by means of a share transfer and that the Three

Companies would become wholly owned subsidiaries of the Company.

October 2010

The Three Companies established the Company by means of a share transfer.

The Company's common shares were listed on the First Section of Tokyo Stock Exchange, Inc. and Osaka

Securities Exchange, Inc.

January 2012

TODENTSU acquired shares of Nissetsu Co., Ltd. and made it a consolidated subsidiary.

October 2012

Daimei merged with TODENTSU and changed its trade name to MIRAIT Corporation.

Commuture changed its trade name to MIRAIT Technologies Corporation.

October 2013

Daimei Next Co., Ltd., Todentsu Technos Corp., and Renat Tokyo Corp. were merged, which subsequently

changed its trade name to M's Frontier Co., Ltd.

Renat Kansai Co., Ltd., Daimei Engineering Corp., and Todentsu Engineering West Japan Corp. were merged,

which subsequently changed its trade name to AST_ENG CORP.

July 2014

MIRAIT Technologies Corporation acquired shares of CCTS Telecommunications Construction Pty. Limited

(currently MIRAIT Technologies Australia Pty. Limited) in Australia and made it a consolidated subsidiary.

October 2015

IP TECHNO SERVICE CORP. changed its trade name to MIRAIT-X Corporation due to the contribution of

capital by ORIX Corporation.

June 2016

Mirait Singapore Pte. Ltd. acquired shares of Lantrovision(S)Ltd, a Singapore-based company, and made it a

consolidated subsidiary.

December 2016

The Company issued yen-denominated convertible bond-type bonds with share acquisition rights subject to call

due 2021 (totaling 16.5 billion yen).

June 2017

Lantrovision(S)Ltd merged by absorption with Mirait Singapore Pte. Ltd.

October 2018

The Company conducted business integration with TTK Co., Ltd. through a share exchange and acquired TTK

Co., Ltd. and its eight consolidated subsidiaries as consolidated subsidiaries.

January 2019

The Company conducted business integration with SOLCOM Co., Ltd. through a share exchange and acquired

SOLCOM Co., Ltd. and its seven consolidated subsidiaries as consolidated subsidiaries.

The Company conducted business integration with Shikokutsuken Co., Ltd. through a share exchange and

acquired Shikokutsuken Co., Ltd. and its consolidated subsidiary as consolidated subsidiaries.

December 2019

The Company redeemed in advance all the yen-denominated convertible bond-type bonds with share

acquisition rights subject to call due 2021 issued in December 2016.

March 2020

Lantrovision(S)Ltd acquired shares of YL Integrated Pte Ltd and made it a consolidated subsidiary.

June 2020

Lantrovision(S)Ltd acquired shares of Shanghai Changling Communication Equipment Co., Ltd. and made it a

consolidated subsidiary.

March 2022

The Company acquired shares of Seibu Construction Co., Ltd. and made it a consolidated subsidiary.

―4―

3. Description of Business

The MIRAIT Group (hereinafter the "Group") comprises the Company as the holding company, and 79 consolidated subsidiaries including MIRAIT Corporation, MIRAIT Technologies Corporation, Lantrovision(S)Ltd, TTK Co., Ltd., SOLCOM Co., Ltd, Shikokutsuken Co., Ltd., and Seibu Construction Co., Ltd. Under the guidance of the Company as the holding company, each group of reportable segments aims to be a trusted "Comprehensive Engineering and Services Company," and is mainly engaged in telecommunications engineering work, such as NTT business, multi-carrier business, environmental and social innovation business, and ICT solutions business. The Company falls under the category of specified listed company, etc. under the insider trading regulations. Thus, the criteria for determining the insignificance of material facts relative to the size of the Company with respect to insider trading regulations are decided based on the figures on a consolidated basis.

The Group's operational structure is as follows.

(As of March 31, 2022)

―5―

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MIRAIT Holdings Corporation published this content on 22 September 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 September 2022 07:59:05 UTC.