Nisshin Seifun : Securities Report 179th Fiscal Term (April 1, 2022 to March 31, 2023)

Disclaimer: This document is a translation of the Japanese original. The Japanese original has been disclosed in Japan in accordance with Japanese accounting standards and the Financial Instruments and Exchange Act. This document

does not contain or constitute any guarantee and the Company will not compensate any losses and/or damage stemming from actions taken based on this document. In the case that there is any discrepancy between the Japanese original and this document, the Japanese original is assumed to be correct.

179th Fiscal Term (April 1, 2022 to March 31, 2023)

Securities Report

Nisshin Seifun Group Inc.

		Contents
			Page
Report Data	2
Part A: Company Information	1
[1]	Company Overview	1
(1)	Principal Business Performance Indicators	1
(2)	History	3
(3)	Business Overview	5
(4)	Subsidiaries and Affiliates	8
(5)	Employees	10
[2]	Review of Operations and Financial Position	12
(1)	Management Policies, Management Environment and Issues to be Addressed	12
(2)	Sustainability Approach and Measures	16
(3)	Business and Other Risks	23
(4)	Management's Analysis of Financial Position, Performance and Cash Flows	29
(5)	Legal and Contractual Matters	38
(6)	Research and Development	40
[3]	Facilities and Capital Expenditures	42
(1)	Capital Expenditures	42
(2)	Principal Facilities	43
(3)	Facility Construction and Disposal Plans	45
[4]	Other Matters Related to Nisshin Seifun Group Inc	46
(1)	Share-Related Matters	46
(2)	Acquisitions of Treasury Shares	58
(3)	Dividend Policy	59
(4)	Corporate Governance and Other Matters	60
[5]	Financial Accounts	91
(1)	Consolidated Financial Statements, etc	92
(2)	Non-consolidated Financial Statements, etc	140
[6]	Stock-related Administration	151
[7]	Corporate Reference Data	152
(1)	Information on the Parent Company of Nisshin Seifun Group Inc	152
(2)	Other Reference Data	152
Part B: Information on Corporate Guarantor for Nisshin Seifun Group Inc	153

Report Data

Document type	Securities Report (regulatory filing)
Mandatory provision	Financial Instruments and Exchange Act, Article 24, Paragraph 1
Filing submitted to	Director, Kanto Local Finance Bureau
Date of submission	June 28, 2023
Fiscal period	April 1, 2022 to March 31, 2023 (179th fiscal term)
Company name	NISSHIN SEIFUN GROUP INC.
Representative	Kenji Takihara (Representative Director and President)
Head office address	25, Kanda-Nishiki-cho1-chome,Chiyoda-ku, Tokyo Japan
Telephone	[phone]
Administrative contact	Takashi Katsurai
	(General Manager, Accounting Department, Finance and Accounting Division)
Nearest available location	25, Kanda-Nishiki-cho1-chome,Chiyoda-ku, Tokyo Japan
Telephone	[phone]
Administrative contact	Takashi Katsurai
	(General Manager, Accounting Department, Finance and Accounting Division)
Locations where filings are available for	Tokyo Stock Exchange, Inc.
public inspection	(2-1,Nihonbashi-Kabutocho,Chuo-ku, Tokyo)

Part A: Company Information

[1] Company Overview

1. Principal Business Performance Indicators

1. Consolidated business performance indicators

Fiscal term		175th	176th	177th	178th	179th
Years ended March 31	2019	2020	2021	2022	2023
Net sales	(millions	565,343	712,180	679,495	679,736	798,681
of yen)
Ordinary profit	(millions	32,062	31,434	29,886	32,626	33,051
of yen)
Profit (loss) attributable	(millions	22,268	22,407	19,011	17,509	(10,381)
to owners of parent	of yen)
Comprehensive income	(millions	17,043	1,347	49,252	28,892	(12,365)
of yen)
Net assets	(millions	418,848	409,042	444,774	460,643	438,499
of yen)
Total assets	(millions	594,754	666,215	687,415	723,073	713,874
of yen)
Net assets per share	(yen)	1,359.49	1,328.71	1,456.37	1,510.35	1,425.24
Earnings (loss) per share	(yen)	74.98	75.40	63.95	58.88	(34.91)
Fully diluted earnings per	(yen)	74.90	75.35	63.94	58.88	-
share
Equity ratio	(%)	67.9	59.3	63.0	62.1	59.4
Return on equity	(%)	5.5	5.6	4.6	4.0	(2.4)
Price-earnings ratio (p/e)	(times)	33.88	23.90	28.93	28.97	-
Cash flows from	(millions	39,873	38,420	49,506	41,833	23,422
operating activities	of yen)
Cash flows from	(millions	(19,184)	(96,844)	(17,105)	(15,517)	487
investing activities	of yen)
Cash flows from	(millions	(10,567)	8,337	(31,264)	(17,850)	(10,625)
financing activities	of yen)
Cash and cash	(millions	107,374	56,550	59,152	68,728	82,971
equivalents at end of year	of yen)
Number of employees		6,760	8,962	8,951	8,918	9,420
[average number of	(persons)	[2,622]	[10,200]	[10,258]	[9,794]	[10,075]
part-time employees]

Notes:

1. "Accounting Standard for Revenue Recognition" (ASBJ Statement No. 29, March 31, 2020) and relevant implementation guidance has been applied from the start of the 178th fiscal term. Principal business performance indicators for the 178th fiscal term and onwards reflect the application of this accounting standard.
2. Fully diluted earnings per share is not reported for the 179th fiscal term due to the net loss per share and the absence of any shares experiencing dilution effects.
3. The price-earnings ratio is not reported for the 179th fiscal term due to the loss attributed to owners of parent for the year.

1

2. Non-consolidated business performance indicators

Fiscal term		175th	176th	177th	178th	179th
Years ended March 31	2019	2020	2021	2022	2023
Net sales	(millions	25,077	20,068	24,335	29,445	26,891
of yen)
Ordinary profit	(millions	13,874	8,190	13,320	16,772	15,088
of yen)
Profit	(millions	14,987	8,460	13,030	16,831	15,453
of yen)
Paid-in capital	(millions	17,117	17,117	17,117	17,117	17,117
of yen)
Shares issued and	(thousand	304,357	304,357	304,357	304,357	304,357
outstanding	shares)
Net assets	(millions	300,019	293,079	304,725	308,172	306,325
of yen)
Total assets	(millions	371,633	385,798	402,329	380,464	381,348
of yen)
Net assets per share	(yen)	1,008.91	985.14	1,024.05	1,035.63	1,029.66
Total dividends per share		32.00	34.00	37.00	39.00	40.00
(interim dividend	(yen)	(16.00)	(17.00)	(17.00)	(19.00)	(19.00)
amount)
Earnings per share	(yen)	50.44	28.46	43.82	56.59	51.96
Fully diluted earnings per	(yen)	50.39	28.44	43.81	56.59	-
share
Equity ratio	(%)	80.7	75.9	75.7	81.0	80.3
Return on equity	(%)	5.0	2.9	4.4	5.5	5.0
Price-earnings ratio (p/e)	(times)	50.36	63.32	42.22	30.15	29.85
Dividend payout ratio	(%)	63.4	119.5	84.4	68.9	77.0
Number of employees		337	342	355	372	346
[average number of	(persons)	[44]	[49]	[55]	[60]	[66]
part-time employees]
Total shareholder return	(%)	122.0	88.6	92.6	87.6	82.2
(Benchmark: TOPIX	(%)	(95.0)	(86.0)	(122.2)	(124.6)	(131.8)
Total Return Index)
Share-price highs	(yen)	2,573	2,677	1,950	1,953	1,768
Share-price lows	(yen)	2,078	1,461	1,518	1,547	1,414
Notes:

1. Stock price highs and lows are prices for the Company's shares listed on the Tokyo Stock Exchange Prime Market after April 4, 2022. Before that date, they are prices on the First Section of the Tokyo Stock Exchange.
2. "Accounting Standard for Revenue Recognition" (ASBJ Statement No. 29, March 31, 2020) and relevant implementation guidance has been applied from the start of the 178th fiscal term. Principal business performance indicators for the 178th fiscal term and onwards reflect the application of this accounting standard.
3. Fully diluted earnings per share is not reported for the 179th fiscal term due to the absence of any shares experiencing dilution effects.

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