1. Company Overview
2. Financial Highlights and Policy
3. Towards Becoming a Technology Platformer Offering End-to-End Management
Solutions to SMEs
4. Governance Policy and ESG Initiatives
5. Reference Material
products and optimal marketing solutions for a variety of business environments, including offices, stores, and e-commerce ◼ We will continue to evolve our platform to be able to provide end- to-end solutions to the management issues faced by our customers at each stage, from the opening of their business through to growth and expansion, and beyond BETTER SYSTEMS, BETTER WORLD
Hacobell) +24.6% +42.1% +40.5% +31.7% +39.8% 26.5% Track Record of Quality Growth (2) ◼ Our gross profit is similar in nature to net revenue of general software companies ◼ The combination of high growth and improved margins leads to an increase in cash flow, which in turn creates the financial capacity for further investment in growth and M&A, creating a virtuous cycle of further growth FY2025 3Q Cumulative FY2024 FY2023 FY2022 FY2021 FY2020 0.0% 14.5% 16.7% 25.6% 28.2% 28.6%
non-operating production equipment, owned by suppliers in various industries across the country, we are able to provide high-quality customized products and marketing services at low prices ◼ Providing value through software: We provide one-stop services from the website for software that designs printed materials and manages customers, as well as offline advertising services such as newspaper inserts and posting, to provide overwhelming convenience ◼ Through the above, we have an unusually high gross profit margin and sticky sales in EC 3. Delivery Users 3. Software Supplier Supplier Supplier Supplier 1. Order 1. Payment 2. Order 2. Payment Online designs Marketing DX TV commercial effectiveness analysis Posting area designation Optimal ordering algorithm automated checking of submitted data Raksul Novasell
as a printing EC company, but it has since expanded into custom EC areas other than printing, and has recently expanded into non-custom areas (product sales), continuously expanding its TAM 2024 2013 2015 2016 2017 2014 2018 2019 2020 2021 2022 2023 Cardboard & Packaging Apparel and Uniforms Printing Novelty Items Business Stamps Store supplies & packaging materials Printing EC Custom EC Non-Custom
roll-up M&A model on top of a platform that enables organic growth, we aim to complement the challenges of both and build a business model with a high probability of growth ◼ Through strategic M&A that enhances our product portfolio, customer reach, and supply capabilities, we accelerate the structural growth engine of our platform ◼ We are considering more deals than in the previous year, while focusing on affinity with the platform and valuation discipline. Several more are currently in progress with LOI already submitted Accelerating and strengthening our platform's growth cycle through M&A Expanding products and functions that meet the needs of SME customers Strengthening and optimizing supply functions Cost reduction through improved supplier productivity M&A to enhance product and feature offerings M&A to strengthen supply capabilities Expansion of transaction volume Expansion of added values of the platform & investment capacity • Broadening our product offering in adjacent domains to reach new customer segments • Increased frequency of use and unit price of existing customers • Stronger production capacity & cost reduction through internalization of manufacturing supply capabilities, such as printing plants, DM delivery, and direct purchase of advertisements Receipt of M&A opportunities 300+companies *Additionally short-listed and reviewed over 200 candidate companies Progress and Status of M&A in FY2025 LOI (Letter of Intent) submitted 13 companies Deal completed/ announced 5 companies DANBALL ONE 、 A-link 、 Hankoya 、 Marutama 、Peraichi、Antoo All Marke Raksul Factory 、 Mailing Japan 、 Wildside、A-link
earnout consideration, etc./ exclude net cash Date Company Name Business Overview FY2022 Feb 2022 DANBALL ONE. Inc. E-commerce platform for cardboard and packaging FY2024 Aug 2023 RAKSUL FACTORY INC. Production base for on-demand printing Aug 2023 Peraichi Inc. Website Builder & payment service SaaS Oct 2023 AmidA Holdings Co., Ltd. Manufacturing & sales of Japanese business stamps Mar 2024 Wild Side Inc. Agency for TV commercials Jun 2024 A-LINK Services Co., Ltd. Manufacturing & sales of tote bags Jun 2024 Antoo Co., Ltd. Video production for SMEs FY2025 Nov 2024 Company in Printing & Solutions Printing brokerage Jan 2025 All Marke Inc. Web marketing agency Jul 2025 Mailing Japan Co., Ltd. Direct mail fulfillment FY2026 Aug 2025 Marutama CO.,LTD Marutama Wel CO.,LTD Manufacturing & sales of original paper bags Operation of Type A continuous employment support business ◼ Changed policy from FY2024 and executed continuous M&A to supplement organic growth. Strengthened structure by forming a dedicated M&A team ◼ For FY2024, EV/EBITDA multiple based on the initial year is in the 4x range for an investment of JPY 5.1Bn ◼ For FY2025, a JPY 700MM investment was made at a 3x-range EV/EBITDA multiple
SMEs account for more than 90% of the total number of companies in Japan, and our strength lies in our customer base of SMEs. Orders from SMEs account for 70% of our revenue ◼ Our customer base is around 2% of the national total, leaving great room for expansion ◼ We plan to proceed with the integration of multiple brands and formation of cross-business sales organizations by leveraging our high brand recognition and image as a supporter of SMEs This Year’s Brand Recognition Survey Results(3) (% of Customers that Answered “Yes”) Do you know Raksul? 81% Do you see Raksul as supporting SMEs? 61% Would you like to purchase new products from Raksul that you have not purchased before? 65% 0.5MM companies 23.4MM people 10,000 companies 14.4MM people Large enterprises Small enterprises Medium- sized enterprises 630k users 610k users 80k users Number of companies/employees in Japan (1) Number of registered enterprise users of Raksul (2) 2.9MM companies 9.7MM people Penetration 0.4% 2% 5%
of each market is progressing ◼ Based on our positioning as the country's No.1 in print and other customized EC areas, and our ability to create CF, we will continue to expand into new areas and target new markets in the future Stable and Large TAM Digital Market Expansion Increase in Market Share (M/S) CAGR (over the past five years) Transaction JPY 7.8 Tn Software＆ Marketing JPY 6.5 Tn Finance JPY 2.5Tn Printing E-commerce 7% SaaS for domestic enterprises 24% Corporate Cards 30% Digital Advertising 12% B2B E-commerce 5% Digital finance for SMEs Online/offline marketing Indirect material procurement EC Future development, Increasing M/S Top M/S in Japan, Further M/S Expansion with EC Penetration Printing EC Business Stamps EC Packaging Materials EC SaaS for domestic enterprises Notes Please see Reference Materials for source information Our Edge #2 Expanding TAM
technology infrastructure, thereby integrally expanding the range of services that solve the business challenges of SMEs ◼ At the same time, we will create synergies more efficiently with group companies joined through M&As Core Capabilities & Assets Domain Capabilities User Facing Services Procurement Platform Software & Marketing Platform Finance Platform Novelties Store Supplies Business Supplies Apparel Business Stamps Offline Marketing Commercial Printing Packaging Cardboard Enterprise Solutions Procurement Capabilities Recommendation / DTP / Customer Support / Data Checking / Design / Coupon / Supply Chain Management / Inventory Management TV Advertising Digital Marketing Effectiveness Measurement Website Builder CRM Bank Accounts Payments Bill Management Pay Later Finance Domain Capabilities Transaction / Account Management / Embedded Fintech Core Capabilities Software Development / User Interface Optimization / Data Analysis / AI / Security / Enterprise Sales / Marketing Core Assets 2.7 Million Userbase / Transaction Data / Supply Chain Software & Marketing Domain Capabilities Marketing Spend Optimization / Media Buying / Creative Dashboard / Consulting & Reporting RAKSUL Technology Platform (Finance Platform to be developed sequentially) Our Edge #3 Tech & Data Integrating Multiple Businesses
is to become an End-to-End Technology Platform for Small Businesses ◼ A common ID (RAKSUL ID) is at the heart of providing these services ◼ It has been our consistent message that we position our transaction business (BtoB E- commerce) as a “sales order management platform” for a variety of industries and needs. The business domains are transaction, software and finance RAKSUL ID Data provision Transactions (E-commerce, etc.) Data provision Software Finance End-to-End Technology Platform for Small Businesses Customer base Data Growing GMV (transaction volume) Our core competencies
five years, there are many attractive investment opportunities in our adjacent domains that will solidify our growth and competitive edge, and we will prioritize continuous M&As and investments that will drive business growth ◼ With stable and growing cash flow established, we will return minimum 10% of the cash generated through our business (min. JPY 2.5Bn) to shareholders over the next 5 years, mainly through share buybacks Cash In Cash Out Cash Flow from Business JPY 25Bn+ Future Borrowings approx. JPY 15Bn Growth Investments JPY 17.5Bn - 40.0Bn CB Redemption approx. JPY 5.0Bn Borrowings already made JPY 12.7Bn Capital Allocation Cumulative Total for FY2024 - FY2028 Continuous M&A Capex and R&D Maximum repayment if the loans are not renewed is approximately JPY 14Bn over the next 5 years March 2024 Share buyback of JPY 700MM October 2024 Dividend of JPY 1.7 per share December 2024 Share buyback of JPY 700MM October 2024 Dividend of JPY 3.0 per share planned Shareholder Return JPY 2.5Bn+ Continuous M&A 6 companies were newly consolidated in FY2024, and JPY 5.1Bn (including future earning out consideration, etc.) was invested in M&A related costs Borrowings • In January 2025, we announced a new loan of JPY 6Bn . After deducting the amount to be repaid during the term, we raised approximately JPY 4.5Bn Capital Allocation
balance sheet Pursuit of capital efficiency Future Direction Financial Policy Domains What Assures Continuous Growth BETTER SYSTEMS, BETTER WORLD Expanding TAM Technology & data infrastructure Continuous M&A execution capabilities Highly recognized among SMEs Main Business Transaction (Vertical platform) Software Finance Synergy creation with common ID (RAKSUL ID) Vision Summary: Investment Highlights
4,921 5,353 5,151 5,389 5,759 6,188 2,174 2,345 2,506 2,501 2,732 2,972 3,364 3,418 3,639 4,562 4,958 5,272 5,997 5,839 6,310 1,501 1,543 1,723 1,951 1,893 1,924 1,973 2,182 2,104 2,150 2,174 2,465 2,366 720 1,007 538 562 643 703 542 766 658 964 1,062 892 1,039 880 1,019 7,007 8,033 9,383 9,556 9,338 10,172 10,610 10,897 11,228 12,762 13,566 13,563 14,709 15,043 15,997 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q FY2022 FY2023 FY2024 FY2025 Hacobell Others & Corporate Marketing Platform Packaging Business Supplies & Adjacent Domains （in JPY MM） Revenue by Business Segment ◼ Companywide revenue continued to grow in all categories. Ratio of printing sales down compared to past years Procurement Platform Business Printing & Solutions Printed materials on paper used by customers in their business activities, and printing solutions for large enterprises Business Supplies & Adjacent Domains Customized items used by customers in offices and stores, as well as other services Packaging Cardboard, paper bags, and other types of packaging Marketing Platform Business Marketing SaaS, website builder, advertising agency business
FY25 raksul.com Done AmidA 112 184 442 hankoya.com -15.0% -10.0% -5.0% 0.0% 5.0% 10.0% 15.0% 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q FY21 FY22 FY23 FY24 FY25 Revenue per Order Number of Orders Procurement PF Business KPI Trends(1) ◼ Organic growth of 8.8% in the number of purchasing users, and 38% growth in the number of purchasing users with RAKSUL ID, due in part to ID integration with DANBALL ONE ◼ The impact of New Year's cards and invoices etc. on user growth has normalized ◼ Cross-selling through ID integration, etc. is currently being tested. Although still a minor impact, we are starting to see gradual progress RAKSUL ID +38.4％ Entire segment including new M&A +10.1％ Number of Purchasing Users per quarter (Organic growth rate of existing services only) Average number of purchases 2.1 times +2.2% Average revenue per order JPY 12,160 +2.0% 554 Organic growth +8.8％ Services acquired through M&A Quarterly Average Number of Orders & YoY Average Revenue per Order (unit: 1,000 users) DANBALL ONE Notes (1) For each indicator disclosed in March 2024, please refer to the excel sheet on our IR website A-LINK Services
◼ RAKSUL Enterprise, RAKSUL for large enterprises, continues to grow rapidly ◼ In addition, for large and medium- sized companies, RAKSUL Direct Mail (DM) delivery service was launched in March jointly with the Seino Group 0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000 0 200 400 600 800 1,000 1,200 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q FY23 FY23 FY24 FY25 Revenue (left axis) Number of companies (right axis) Raksul Enterprise revenue and number of registered companies （in JPY MM） (Number of companies) Start of RAKSUL DM delivery service • One-stop shop for direct mail (DM), from printing to delivery, at low costs and in a short delivery times • Combining RAKSUL's strength in low-cost, quick- delivery printing with Seino Group’s last-mile delivery network (“Chikutaku-bin”), we have achieved one of the lowest prices in the industry • The business is up and running well, and expected to boost the growth rate of the procurement platform business by about 1% in 4Q
SMEs as well as SaaS business for large enterprises are growing continuously ◼ The advertising agency business for large enterprises has a certain degree of volatility, but is gradually expanding in scale 2023/5-2024/4 2024/5-2025/4 360 344 Medium & Large Enterprises +4.7% 25,471 28,957 2023/5-2024/4 2024/5-2025/4 Sole Proprietors & SMEs （1） +13.7% 190 195 202 214 228 235 237 77 78 79 87 105 116 166 128 145 167 168 271 253 261 279 157 297 328 300 270 271 278 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q FY2023 FY2024 FY2025 Advertising agency services for large enterprises SaaS/Professional Services for large enterprises Marketing for SMEs (in JPY MM) Gross Profit Trends Number of companies using the service Notes (1) The number of Peraichi users included in sole proprietors and SMEs is calculated based on the number of registered users at the time of financial closing
Net Assets Short-term borrowings Current portion of long-term borrowings and bonds Other Current Assets Current Liabilities (35.6% of Total Assets) (36.0% of Total Assets) Non-Current Assets Cash & Deposits Non-Current Liabilities Net Assets (in JPY MM) Consolidated Balance Sheet ◼ We continue to maintain a healthy balance sheet. Actions that will affect the balance sheet from 2Q onwards are as follows: Bank Loan 11,197 Goodwill 6,956 Share Capital 2,894 Capital Surplus 3,825 Retained Earnings 5,897 Treasury shares -1,701 Stock Acquisition Rights 1,436 Others 3,169 4,150 2,734 • Redeemed JPY 5Bn in CBs on November 29 • Announced a loan on January 21. • Transferred Hacobell shares on January 31 ◼ Net debt at the end of 3Q was JPY2.7 Bn. In light of ratios below, our balance sheet is healthy and retains large room for additional investment and leverage • Net debt to equity ratio is 0.17x • Net debt to FY25 EBITDA is 0.45x
gross profit range, EBITDA and other indicators revised ◼ Net sales and gross profit are expected to be in the middle of the range ◼ Profit items below EBITDA are expected to be at or near the upper end of the range (in JPY MM) FY2025 Financial Forecast (2024/8-2025/7) FY2025 Forecast Initial forecast before the change FY24 Actual YoY Revenue 61,500~62,500 61,000~63,000 51,121 +20.3~22.3% Gross Profit 21,300~21,800 21,000~22,000 17,192 +23.9~26.8% EBITDA 6,000 5,500~6,000 4,547 +31.9% Operating Profit (non-GAAP) (1) 5,200 4,700~5,200 3,929 +32.3% Operating Profit (J-GAAP) 3,700 3,200~3,700 2,523 +46.6% Net Profit (non-GAAP) 4,200 3,980~4,280 3,533 +18.9% Net Profit (J-GAAP) 2,700 2,480~2,780 2,118 +27.4% EPS (non-GAAP) JPY72.2 JPY68.3～73.5 JPY 60.5 +19.2% EPS (J-GAAP) JPY46.4円 JPY42.6～47.7 JPY 36.3 +27.8% Dividend per Share JPY3.0 JPY3.0 JPY1.7 +76.5% Notes (1) Non-GAAP adjustments from operating profit to net profit of approx. 1.5 billion, including stock-based compensation expenses and amortization goodwill
FY2026 business plans. The following are the current considerations for business growth in the next financial year and beyond ◼ Four items on the right are important drivers for revenue and profit growth Accelerating Organic Growth • Enhancing cross-selling and creating growth as ecosystem • Large Enterprises: Growth investment centered on Raksul Enterprises • Pursue synergies in both revenue and costs to strengthen the competitiveness of the group • Our FY guidance will not include M&A transactions not concluded • Investments into improving the efficiency of customer experience, business processes, and software development Continuation of Quality Growth • Growth with profit and cash flow and maximizing capital efficiency Revenue Gross Profit EBITDA
the only GAAP adjustment item was stock-based compensation expense, however from 2Q, amortization of goodwill was added ◼ The amount in “Difference (stock- based compensation expense)” varies between operating profit and ordinary profit as RS held by retired/resigned employees are recorded as non- operating expenses (in JPY MM) FY2025 3Q (2025/1-2025/4) Actual (non-GAAP) Difference (stock-based compensation expense + amortization goodwill) Actual (J-GAAP) Revenue 15,997 - 15,997 Gross Profit 5,659 - 5,659 Operating Profit 1,456 339 1,117 EBITDA 1,652 64 1,588 Ordinary Profit 1,344 339 1,004 Net Profit 891 339 551
issues that SMEs consider important are personnel and labor shortages, marketing, and finance ◼ Raksul has been creating labor hours by streamlining procurement operations and democratizing marketing, and will continue to solve end-to-end management issues for SMEs by expanding into the finance field RAKSUL's Platform Challenges Faced by SMEs in Japan(1) Notes (1) Source: Based on the Small and Medium Enterprise Agency's “2020 White Paper on Small Businesses (HTML version), Figure 3-2-23: Management Issues Considered Important (by Company Size and Industry)”. Compiled the top three important management issues faced by small businesses. The total does not add up to 100% due to multiple choice Labor Shortage 74% Marketing 62% Finance / Payment 34% Product/ Service development/improvement 34% Production equipment/ facility management 34% R&D 23% Productivity improvement, Data utilization 13% Others 2% Procurement PF (Improvement of productivity through efficiency) asily, cheaply, and quickly procure printing, customized products, and office supplies Marketing PF (Democratization of marketing) Anyone can easily master marketing Finance (Convenient payment experience for SMEs)
a shared Raksul ID, we will fulfil the diverse needs of our SME customers. In doing so, we will focus on providing an integrated user experience and creating synergies between businesses ◼ As we address the business challenges of SMEs, we will continue to expand our business domain and service lineup Current business domains Sequential rollout Transaction Diverse contact point with B2B users Maximizing group GMV Software Lock-in through data acquisition Finance Share of Wallet expansion, lock-in, enhanced monetization Customer needs / Values provided Get Items Procuring what is needed at the right price at the right time Manage Workers Improve efficiency of employee management Get Customers Acquire/manage customers Get Paid Simplify payment process Improve Cashflow Domain Purchasing & procurement Labor mgmt & Administration Marketing & CRM Accounting Finance Accumulated Data Purchasing data Employee data Purchasing data Credit data & Purchasing data Credit data & Purchasing data Specific Service Domains Custom products (Printing, novelty items, BtoB apparel) TBC Marketing Financial services for SMEs Non-custom products (product sales) Customer contact points (Peraichi (websites, payments, reservations)) CRM
a comprehensive software- based customer attraction system through diversified means to SMEs that use printed materials to attract customers ◼ We plan to provide software that enables integrated management and utilization of customer information (customer database), contents (flyers, DM, etc.), and commercial area data that customers have entrusted us with Marketing platform for small businesses targeted in the mid-to-long term Data Channel Products Offered Providing comprehensive services to attract customers through diverse means E-mail Website SNS Printed Materials CRM Content Management Advertising Operations SNS Operations Software Clients Database DM Customer Information Advertisement Contents Website On-site Video Shooting DM Users and business partners Flyers
Preparing to offer financial services for SMEs and suppliers ◼ With GMV of over JPY 60Bn in revenue (payment side) and over JPY 40Bn in cost of sales (payment side) in FY2025 forecast; we will develop the business by taking advantage of the GMV of approx. JPY100Bn total ◼ On June 25, we signed a BaaS usage agreement with GMO Aozora Net Bank Services offered (planned) - Account setup on the same day of application (subject to conditions) - Complete mobile onboarding and usage - Industry-leading low transfer fees for payments to other banks (as of May 30, 2025, according to RAKSUL research) - Earn 2% points (with some exceptions) for spending via RAKSUL BANK debit card - Earn 2% points (with some exceptions) when using RAKSUL BANK Payment for purchases on the RAKSUL platform Schedule (planned) CY2025 Partnership By utilizing BaaS provided by GMO Aozora Net Bank, we can offer low-cost services We aim to deliver early customer value and monetization Preparing to provide banking services
business segment/corporate function Governance System to Support Adequate Risk-Taking ◼ We have built a governance structure that preserves and maximizes corporate value while conducting portfolio management of businesses ◼ Both companywide optimization and autonomous business management are ensured ◼ Shifted to an executive structure centered with SVPs from FY2023 to clarify roles and responsibilities in execution. The number of internal directors to be reduced to 2 (1) to further refine the position of the Board of Directors as part of the governance Governance Companywide Optimization Autonomous Business Management SVP meeting CEO and Representative Director Board of Directors Companywide optimization/ decision-making (budgeting etc.) Nomination and Remuneration Committee Executive Committee (EC) Sustainability Committee Decides on Nomination/Remuneration of Directors (majority of the members are Outside Directors) Business portfolio/capital optimization etc., Long-term corporate value enhancement, Nomination of business CEO Long-term corporate value improvement through addressing management issues related to Sustainability and ESG Raksul Board Meeting Tatsuru Watanabe, SVP, Head of Raksul Division Novasell Board Meeting Masaki Tabe, SVP of Novasell Corporate Board Meeting Shinnosuke Nishida, SVP of Group CAO Audit function Management supervision function Notes (1) Of the retiring directors, Kozo Fukushima, Masaki Tabe and Sota Mizushima continue to serve as SVP (Senior Vice President) and be responsible for the execution of the Company's management Novasell Raksul Investment Committee Increase corporate value through continuous M&A
referring to external guidelines such as SASB and SDGs, as well as multiple discussions with stakeholders and the Board of Directors ◼ We will further strengthen our ESG initiatives in accordance with this materiality map ◼ We will review the map every 1-2 years, taking into account changes in social conditions and dialogues with stakeholders
includes Japanese companies with that have taken excellent ESG (Environmental, Social and Governance) measures (2) An index constructed by FTSE Russell that reflects the relative performance of Japanese companies with superior ESG (environmental, social and governance) performance in their respective sectors (3) An index developed jointly by S&P Dow Jones Indices and the Japan Exchange Group, which selects companies with excellent levels of carbon efficiency and environmental information disclosure in the TOPIX constituents (4) Designed by Morningstar, this index is constructed with an emphasis on companies with established gender diversity policies embedded in their corporate culture and a commitment to equal opportunities for employees regardless of gender 1. FTSE Blossom Japan Index(1) 2. FTSE Blossom Japan Sector Relative Index(2) 3. S&P/JPX Carbon Efficient Index(3) 4. Morningstar Japan ex-RET Gender Diversity Tilt Index(4) ◼ Selected as a constituent of 4 of the 6 ESG indices adopted by the GPIF: ESG External Evaluation
the organization continuous to expand Number of Employees (1) Average Age (2) Average Years of Service (2) Male/Female Ratio (1) 929 Employees 36.3 Years old 4.1 Years Male 46.9% Notes (1) Headcount as of July 2024, including full-time, part-time, and contract employees of RAKSUL, consolidated subsidiaries, and overseas development center (non-consolidated subsidiary) (2) Full-time employees of RAKSUL, consolidated subsidiaries, and overseas development center (non-consolidated subsidiary) as of July 2024 Female 53.1%
objective of realizing the vision and maximizing long-term corporate value Our Vision and RAKSUL Style • Organizational design that places the highest priority on our vision “BETTER SYSTEMS, BETTER WORLD” and the Raksul Style (Code of Conduct)* to realize such vision *Reality/System/Transparency/Team first Diversity & Inclusion • We will take advantage of the fact that the ratio of female employees in the company is already about 53% and the ratio of foreign nationals is about 9%, and provide an environment and opportunities to recruit and retain the best talents from both Japan and overseas • In the coming future, we plan to increase the ratio of female and foreign- national members in management positions Productivity Improvement • To improve productivity (gross profit per employee, gross profit divided by labor cost) year by year is the long-term policy for new hire planning in each business Strengthening Our Technology Team • Investment in technology is essential in redesigning the industry structure, and we will focus on strengthening our teams in Japan and overseas • Drive both new technology initiatives and efforts to eliminate technical debt Incentive Design Linked to Long-term Equity Value • In addition to cash remuneration, we have a stock-based compensation system (stock options and restricted stock), which provides compensation for individual performance through long-term increases in equity value
and approach to equity incentives have remained the same since the disclosure of our RS system implementation in FY2019 Q4 Purpose • To align the incentives and commitment of directors and employees with the maximization of long-term shareholder value • To ensure the competitiveness of our compensation level in order to attract and retain talent which is the foundation of our competitive advantage Structure • Structure: restricted stock (RS) and stock options • Simple design that both investors and recipients can expect Dilution • Expected dilution of max. 10% over 10 years from FY2019 (around 1% per year) • Designed with flexibility for variation in each year • Our percentage of dilutive shares was 7.3% at IPO and 3.9% as of the end of FY2024 - lower than other growing companies (see other page for stock incentive balance) Impact on P&L/CF • Stock-based compensation expense for FY2024 was JPY 473MM per year • Stock-based compensation expense for FY2025 will be max. JPY 400MM per year (1) • We disclose non-GAAP profits, excluding the impact of stock-based compensation
the shareholders’ viewpoint, in order to ensure that the new CEO will not merely be a hired successor, but become a "founder" who will be responsible for increasing the company's value over the next 10 years ◼ While monetary compensation level is lower than that of other listed companies, the ratio of equity compensation is set at the highest possible level to encourage long-term commitment ◼ All incentive grants to be contingent upon approval of the grant of RSUs at the 14th Annual General Meeting of Shareholders Name Format Number of Shares (Dilution %(1)) Conditions of Exercise, etc. PL/BS Impact(2) Monetary Compensation ｰ ｰ Executive compensation expenses Stock-Based Compensation (Service requirement + Single year performance requirement) Total for 10 years Maximum 877,000 Shares (1.50%) Removal of restrictions on the transfer of 87,700 shares each after the end of each fiscal year, provided that the following two conditions are met (if not met, the share will be forfeited for that fiscal year) ・Remain as CEO until the end of each fiscal year ・Consolidated gross profit growth of over 15% YoY Expense of approx. JPY 120MM per year Performance Target Linked (Stock price requirement + Performance requirement) 877,000 Shares (1.50%) 3 tranches setting (share price requirement and performance requirement) 1. Share price of 8,500 yen (market capitalization of approximately 500 billion yen) + EBITDA of 10 billion yen: 20% exercisable 2. Share price 12,000 yen (market cap of approx. 700 billion yen) + EBITDA of 15 billion yen: 33% exercisable 3. Stock price of 17,000 yen (market capitalization of approximately 1 trillion yen) + EBITDA of 20 billion yen: 47% exercisable Performance evaluation after 5 years for a period of 10 years Expense of approx. JPY 80MM per year Capital Gain 877,000 Shares (0.00%) No dilution due to the fact that this is a secondary transaction and not an issuance of new shares Company stocks will be purchased from the founder, Yasukane Matsumoto, and the stock market in a negotiated transaction (We lend part or all of the funds) - Total Expense of approx. JPY 200MM per year Monetary Compensation Stock Options （Paid-in SO） Restricted Stock Units （RSU） Negotiated Transaction Notes (1) Based on 58,476,092 shares (581,858 voting rights), the total number of outstanding shares of the Company as of July 31, 2023 (2) Calculated based on an estimated share price of JPY 1,400 yen 1,754,000 Shares + 877,000 Shares (3.00%) (0.00%)
Technology and business organizations are also appointing the next generation of leaders Director and Chairman Yasukane Matsumoto Established the Company in September 2009 after working for A.T. Kearney. Established a business model using the sharing economy to utilize idle assets in the printing industry Joined the Company in April 2014 after working at Mizuho Securities, Carlyle, and DeNA. Specializes in all aspects of financial strategy through extensive experience in financial and investment companies Representative Director, President and Group CEO Yo Nagami Joined the company in August 2014, after working for Marui Group and Take and Give Needs. Specializes in new customer acquisition, especially for TV commercials, and stabilizing the repeat rate through data-driven CRM, oversees not only promotions but also 4P strategies Group CMO / SVP of Novasell Masaki Tabe Joined the Company in October 2017 after working for IBM Japan and DeNA, engaged as CPO and product owner of printing business. Launched the Design Promotion Office in 2020, leading problem-solving design and corporate branding for each business Group CPO / SVP of Design Sota Mizushima Joined the company in July 2017, after working for Toyota Motor Corporation. Leading the supply strategy planning for RAKSUL’s BtoB printing platform, BPR for partner factories, new business development, and PMI of M&A partners SVP of Raksul Tatsuru Watanabe Joined the Company in August 2014 after working for Mori Building and DeNA Responsible for the 2018 Mothers listing and all corporate actions over the past few years, leading the planning, design and execution as Chief Administrative Officer Group CAO / SVP of Corporate Shinnosuke Nishida Joined the Company in November 2023 from Goldman Sachs, where he worked as an analyst in the technology industry, and XICA, where he served as CFO. Leading corporate value enhancement with a focus on IR Group CFO / SVP of Finance & Sustainability Masaru Sugiyama Joined the Company in February 2024 after working as General Manager and Head of Data Utilisation in the Media and Entertainment Division at Rakuten Group, and CTO at WealthNavi. Leading the company-wide engineering organization and maximizing group synergies Group CTO / SVP of Technology Supervisory Toshiharu Takeuchi
Long standing career at ORIX Corporation since 1964, previous positions include Representative Executive Officer, Chairman, and CEO • Senior Chairman of ORIX Corporation since 2014 • Joined RAKSUL as Outside Director in October 2019 • Joined Tohmatsu & Co. (currently Deloitte Touche Tohmatsu LLC) in 1997 • Joined Asahi & Co. (currently KPMG AZSA LLC) in 1998 • Joined Makoto Sato Accounting Office in 2013 • Joined RAKSUL as Outside Corporate Auditor in October 2014 • Registered as attorney at law and joined a law firm, Nagashima Ohno & Tsunematsu in 2000 • Temporarily transferred to the Tokyo Stock Exchange, Inc. in 2007 • Established Utsunomiya Law Office in 2011 • Established a law firm, Utsunomiya Shimizu & Haruki, and assumed office as Partner since 2018 • Joined RAKSUL as Outside Corporate Auditor in October 2018 Yoshihiko Miyauchi Outside Director • Joined Corporate Direction, Inc. in 2005 • Joined DeNA Co., Ltd., where he served as a director and executive officer (2009-2017) • Co-Founder of Signifiant Inc., since 2017 • Joined RAKSUL as Outside Director in October 2020 Kenji Kobayashi Outside Director Masahiro Kotosaka Outside Director, Audit & Supervisory Committee member Junko Utsunomiya Outside Director, Audit & Supervisory Committee member Naomi Mori Outside Director, Audit & Supervisory Committee member • United Nations Transitional Authority in Cambodia in 1991 • Managing Director at Goldman Sachs and Co in 1997 • Managing Director at Credit Suisse Securities (Japan) Limited in 2009 • Founded MPower Partners Fund L.P. General Partner in 2021 • Joined RAKSUL as Outside Director in October 2021 • Joined McKinsey & Company, Inc. in 2004 • Associate Professor of College of Business Administration, Ritsumeikan University in 2013 • Associate Fellow at the Foundation France-Japon de L’École des Hautes Études en Sciences Socials in 2015 • Associate Professor at Faculty of Policy Management, Keio University since 2016 • Joined RAKSUL as Outside Corporate Auditor in June 2017 Kumiko Kurosawa Outside Director, Audit & Supervisory Committee member • Joined ChuoAoyama Audit Corporation (later to become MISUZU Audit Corporation) in 2002 • Joined ShinNihon LLC (currently Ernst & Young ShinNihon LLC) in 2007 • Supervisory Board at Japan Organization of Occupational Health and Safety (to present) in 2024 • Joined RAKSUL as Outside Corporate Auditor in October 2024
Towards Becoming a Technology Platformer Offering End-to-End Management Solutions to SMEs 4. Governance Policy and ESG Initiatives 5. Reference Material
Domestic mail-order printing market is expected to grow to JPY 134Bn in 2022(1), and the EC rate has grown to 5.1%(2) 543 599 659 751 910 1,040 1,176 1,209 1,237 1,340 1.9% 1.9% 2.1% 2.6% 3.0% 3.4% 4.0% 4.6% 4.6% 5.1% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 6.0% 7.0% 0 200 400 600 800 1,000 1,200 1,400 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Domestic Online Printing Market EC Penetration Rate (in JPY 100MM) (1) (2) Notes (1) Yano Research Institute "Survey on the Domestic Online Printing Market," February 2023 (2) Calculated by dividing the market size of Yano Research Institute “Survey of the Domestic Online Printing Market” by the market size of Commercial printing and office printing, which we estimated based on “Summary of the Economic Census of Activities by industry (manufacturing industry, summary version)” and “Current Production Statistics: Paper, Printing, and Plastic” (METI)
Penetration ◼ There is still huge potential for E-commerce penetration in the printing industry (3) （2018 Actual） Domestic Online Printing Market (2) JPY 134Bn Domestic Business Stationery and Commercial Printing Market (1) JPY 2.6Tn 5.1% ~30% Source : Yano Research Institute, METI Notes (1) Calculated based on “Current Production Statistics: Paper, Printing, and Plastic” (METI) (2) Calculated based on the financial information of domestic online printing companies (2019) (3) Source : zipcon consulting (2019)
based on “Current Production Statistics: Paper, Printing, and Plastic” (METI), production volume basis Novelty items Calculated based on Yano Research Institute’s “Gift Market White Paper (2022)”, “Conducted research on the corporate gift market (2024)”, “Conducted research on the character business (2023)”, and Mitsubishi UFJ Research & Consulting’s “Survey results on the domestic creator economy” Promotional media = Offline advertising Total of inserts, DMs, and free magazines from “Advertising Expenditures in Japan” (Dentsu, 2023) Packaging materials Shipment volume of Japan packaging industry 2023 Japan Packaging Institute, paper and cardboard products Software & Marketing TV commercials "Advertising Expenditures in Japan" (Dentsu, 2023) Digital advertising "Advertising Expenditures in Japan" (Dentsu, 2023) Digital signage “Digital Signage Advertising Market Study 2023” (CARTA HOLDINGS) Software “Software Business New Markets 2023” (Fuji Chimera Research Institute) Finance Financial services Calculations based on Yano Research Institute’s “Actual Conditions and Outlook for the Credit Card Market in 2022”, “Actual Conditions and Future Forecasts for the Domestic Cashless Payment Market in 2024”, Bank of Japan’s ”Payment Trends”, and Small and Medium Enterprise Agency’s “Statistics on Small and Medium Enterprises” Digital Market Expansion Corporate cards “Credit Card Market Facts and Outlook 2022” (Yano Research Institute) SaaS for domestic enterprises “Software Business New Markets 2023” (Fuji Chimera Research Institute) Digital advertising "Advertising Expenditures in Japan" (Dentsu, 2023) Printing E-commerce “Conducted a survey on the domestic print mail-order market (2022)” (Yano Research Institute) BtoB E-commerce “Market Survey on Electronic Commerce 2022” (METI) P10 Number of companies/employees in Japan Source: Small and Medium Enterprise Agency, “Number of enterprises, number of regular employees, and total number of employees by prefecture and metropolitan area (private, non-primary industry, 2021)” Small enterprises: 20 or less employees (5 or less for wholesale, retail, and service industries); Medium-sized enterprises: Rubber product manufacturers with capital of JPY 300MM or less or 900 employees or less; other manufacturers, construction, and transportation companies with capital of JPY 300MM or less or 300 employees or less; hospitality companies with capital of JPY 50MM or less or 200 employees or less; wholesale companies with capital of JPY 100MM or less or 100 employees or less; retailers with capital of JPY 50MM or less or 50 employees or less, other industries vary Number of registered enterprise users of Raksul Small enterprises: less than 10 employees; Medium enterprises: less than 500 employees Recognition Survey Results Survey period: June 26, 2024 - July 7, 2024 Survey targets: 18-69 year olds, monthly budget of at least JPY100,000 for printed materials, and those who place orders at least once a year (excluding students, housewives/househusbands, part-timers, and unemployed) - ‘I have the authority to order printed materials or select a printing company for my job’ n=543 - ‘I do not have the authority to make decisions on ordering printed materials or selecting a printing company, but I am involved in the selection process’ n=526 P11
statements. These forward-looking statements were created based on the information available at the time they were created. They do not guarantee our future results and involve certain risks and uncertainties. Please note that actual results may differ materially from those discussed in the forward-looking statements due to changes in environments surrounding Raksul or any other factors. The factors which may affect actual results include but are not limited to: Japanese and global economic conditions, and conditions of markets in which Raksul operates. Raksul is not obligated to update or revise any content of the forward-looking statements within this material, even in cases such as where new information becomes available or future events take place. Information contained within this material on other topics besides Raksul is quoted from published information and other sources. As such, the accuracy, appropriateness, etc. of such information has not been verified, nor do we guarantee them thereof. Contact Us IR Group E-mail: [email protected] IR Information: https://corp.raksul.com/en/
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