(Appendix)

Results for the Third Quarter

of the Fiscal Year Ending May 31, 2024

FY2023 (June 1, 2023 - May 31, 2024)

Nine months ended February 29, 2024

Pasona Group Inc.

Prime Market TSE (2168)

April 12, 2024

www.pasonagroup.co.jp/English

※ Units in billions of yen have been rounded to the nearest first decimal place. Units in millions of yen have been rounded down.

The Tender Offer for Shares of a Subsidiary

With respect to the tender offer for Benefit One Inc., a consolidated subsidiary of Pasona Group Inc. to be implemented by Dai-ichi Life Holdings, Inc. on February 8, 2024, Pasona Group Inc. has entered into an agreement stipulating, among other things, that Pasona Group Inc. will sell all shares it owns through a share buyback to be conducted by Benefit One Inc. after the tender offer is completed.

Performance impact on FY2023 (current period)

After the completion of the tender offer, we will sell our holdings of Benefit One shares in response to the share buyback by Benefit One, and we expect to record an extraordinary gain of approximately ¥122.3 billion yen on a non-consolidated basis and ¥112.0 billion* yen on a consolidated basis for the fiscal year ending May 31, 2024, and an extraordinary loss of approximately ¥1.2 billion yen as expenses related to the sale of shares in affiliated companies.

（＊）This is a current estimate based on the consolidated earnings forecast for the fiscal year ending March 31, 2024 released by Benefit One Inc. on February 8, 2024. It is subject to change in the future.

Schedule of the Transaction

Completion of treasury stock acquisition (planned): Late May 2024

For more information, please refer to the following release dated February 8, 2024:

「Notice Concerning the Execution of an Agreement Relating to Subsidiary Shares, the Expected Recording of

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Extraordinary Gains/Losses, and Revision of Consolidated Earnings Forecast for the Fiscal Year Ending May 2024」

Special Dividend and Revision of Year-end Dividend Forecast

for the Fiscal Year Ending May 2024

  • In order to enhance shareholder returns in connection with the tender offer, Pasona Group Inc. will pay a special dividend of 60 yen per shareover five years from the fiscal year ending May 2024 to the fiscal year ending May 2028. The total amount of the special dividends to be paid over the five years is expected to reach approximately 12 billion yen.
  • In light of the current business performance, excluding extraordinary income, the Company has revised the year-end ordinary dividend for the fiscal year announced on July 14, 2023. As a result, the year-end dividend for the fiscal year ending May 31, 2024, including the special dividend, will be 75yen.

Dividends Per Share (Yen)

End of Second Quarter

Fiscal Year-End

Annual

Previous Forecast

―

35.00

35.00

(Announced on July 14, 2023)

75.00

75.00

Revised Forecast

―

(Ordinary dividend) 15.00

(Ordinary dividend) 15.00

(Special dividend) 60.00

(Special dividend) 60.00

Fiscal Year Ending May 2024

0.00

(Actual)

Reference:

Fiscal Year Ending May 2023

0.00

35.00

35.00

(Actual)

For more information, please refer to the following release dated April 12, 2024:

2

「Resolution to Pay Special Dividends and Revision of Dividend Forecast for the Fiscal Year Ending May 2024」

Basic Policy on Use of Funds

A rough estimate of how to allocate the extraordinary gains resulting from the Transaction to the three themes of "expansion of shareholder return", "investment for growth" and "strengthening the operating platform" is expected to be 10~20%, 60~70%, and 20~30%, respectively. The specific details of each investment will be disclosed as necessary.

1 The amount is calculated using current estimates based on the consolidated earnings forecast for the fiscal year ending March 2024 announced by Benefit One Inc. on February 8, 2024 and is subject to change.

For more information, please refer to the following release dated April 12, 2024:

3

「Resolution to Pay Special Dividends and Revision of Dividend Forecast for the Fiscal Year Ending May 2024」

Consolidated Results

（Millions of yen）

Net sales

Cost of sales

Gross profit

SG＆A

expenses

Operating profit

Ordinary profit

Net profit attributable to owners of parent or net loss attributable to owners of the parent

Gross profit ratio

Operating profit ratio

9M FY22

9M FY23

Increase

/Decrease

(%)

(%)

277,280

265,558

(11,721)

100.0

100.0

(4.2)%

209,466

203,108

(6,358)

75.5

76.5

(3.0)%

67,813

62,450

(5,363)

24.5

23.5

(7.9)%

57,148

57,775

+627

20.6

21.8

+1.1%

10,664

4,674

(5,990)

3.8

1.8

(56.2)%

11,445

4,622

(6,823)

4.1

1.7

(59.6)%

3,948

(753)

(4,701)

1.4

-

-

24.5%

23.5%

(1.0)pt

3.8%

1.8%

(2.0)pt

Net Sales

Operating Profit

(Billions of yen)

(4.2)%(56.2)%

YoYYoY

277.3

265.6

10.66

4.67

9M FY22

9M FY23

9M FY22

9M FY23

4

Operating Profit

Gross profit

SG＆A Expenses

Operating

(5.36) [62.45]

+0.63 [57.78]

Profit

Decrease in

(Billions of yen)

10.66

net sales

Decrease in

(2.86)

gross profit

ratio

(2.50)

Personnel

Advertisement

expenses

IT related

others

expenses

+1.57

Rent

expenses

(0.66)

+0.08

4.67

(0.77)

+0.39

(56.2)%

YoY

9M FY22

FY14

FY15

FY16

FY17

FY18

FY19

FY20

FY21

FY22

Gross Profit ratio

20.3%

20.0%

20.2%

21.5%

22.8%

23.6%

24.8%

24.5%

24.6%

SG&A ratio

18.7%

18.6%

18.6%

19.4%

20.0%

20.3%

18.8%

18.5%

20.7%

Operating Profit ratio

1.5%

1.5%

1.6%

2.1%

2.9%

3.3%

6.0%

6.0%

3.9%

Major Item of Increase/Decrease

9M FY23

9M FY22

9M FY23

24.5%

23.5%

20.6%

21.8%

3.8%

1.8%

  • Gross profit ： In Expert Services and Outsourcing, sales and gross profit margins decreased due to a decrease in special demand related to the COVID-19.
    Consolidated gross profit ¥(5.36) billion, gross profit margin ratio 23.5% ((1.0) pt YoY).
  • SG&A expenses ：Increased costs of personnel expenses mainly due to business growth in BPO Services.

5

Non-operating/Extraordinary profit (loss), Others

（Millions of yen）

9M FY22

9M FY23

Increase/

YoY

Decrease

Operating profit

10,664

4,674

(5,990)

(56.2)%

Non-operating

1,378

527

(850)

(61.7)%

profit

Non-operating

596

579

(17)

(3.0)%

expenses

Ordinary profit

11,445

4,622

(6,823)

(59.6)%

Extraordinary

995

16

(978)

(98.3)%

profit

Extraordinary

113

171

+57

+51.0%

loss

Profit before

12,327

4,467

(7,859)

(63.8)%

income taxes

Income taxes

4,735

3,072

(1,663)

(35.1)%

- current

Income taxes

322

(407)

(730)

-

- deferred

Income taxes

5,058

2,664

(2,394)

(47.3)%

Profit attributable to

3,320

2,556

(763)

(23.0)%

non-controlling

interests

Net profit attributable to

owners of parent or

3,948

(753)

(4,701)

-

net loss attributable to

owners of the parent

Net profit attributable to owners of parent or

Ordinary profit

net loss attributable to owners of the parent

(Billions of yen)

(59.6)%

YoY

11.45

4.623.95

9M FY23

9M FY22

9M FY23

9M FY22

(0.75)

Major Item of Increase/Decrease

  • Non-operatingprofit

・Subsidy income FY22 ¥ 738 million / FY23 ¥ 109 million

（Decrease in subsidy income due to the end of accepting secondees）

  • Extraordinary profit

・FY22（Previous fiscal year）：

Gain on change in equity (listing of circlace) ¥ 213 million

・FY22（Previous fiscal year）：

Gain on sales of investment securities ¥ 731 million

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Consolidated Results by Segment

Net sales

Segment

9M FY22

9M FY23

Increase/

YoY

Decrease

①

Expert Services

110,876

100,937

(9,939)

(9.0)%

(Temporary Staffing)

②

BPO Services

105,047

106,777

+1,729

+1.6%

(Contracting)

③

HR Consulting ,

6,251

6,381

+130

+2.1%

Education & Training ,

Others.

④

Global Sourcing

7,288

7,911

+623

+8.5%

(Overseas)

Subtotal

229,463

222,008

(7,455)

(3.2)%

⑤

Career Solutions

10,305

9,909

(395)

(3.8)%

(Placement/ Recruiting,

Outplacement)

⑥

Outsourcing

31,022

28,376

(2,646)

(8.5)%

⑦

Life Solutions

6,114

5,686

(427)

(7.0)%

⑧

Regional Revitalization

5,247

4,327

(919)

(17.5)%

Solutions

⑨

Eliminations and Corporate

(4,872)

(4,749)

+122

-

Total

277,280

265,558

(11,721)

(4.2)%

Operating profit (loss)

9M FY22

9M FY23

Increase/

YoY

Decrease

10,953

7,506

(3,446)

(31.5)%

456

114

(341)

(74.8)%

11,409

7,621

(3,787)

(33.2)%

2,969

2,980

+10

+0.4%

7,838

5,813

(2,024)

(25.8)%

314

90

(223)

(71.1)%

(2,119)

(1,966)

+152

-

(9,748)

(9,865)

(117)

-

10,664

4,674

(5,990)

(56.2)%

(Millions of yen)

Operating profit ratio

9M FY22

9M FY23

Increase/

Decrease

4.9%

3.5%

(1.4)pt

6.3%

1.5%

(4.8)pt

5.0%

3.4%

(1.6)pt

28.8%

30.1%

+1.3pt

25.3%

20.5%

(4.8)pt

5.1%

1.6%

(3.5)pt

-

-

-

-

-

-

3.8%

1.8%

(2.0)pt

7

Balance Sheet

(Billions of yen)

Major Item of Increase/Decrease

May 31,2023

Feb 29,2024

Increase/

Decrease

Assets

275.5

254.5

(21.0)

Current assets

194.3

167.0

(27.2)

Cash and deposits

123.1

90.6

(32.5)

Notes and accounts receivable-trade, and contract assets

52.6

57.5

+4.9

Non-current assets

81.1

87.3

+6.2

Property, plant and equipment

33.7

39.3

+5.6

Intangible assets

26.6

27.1

+0.6

Investments and other assets

20.8

20.9

+0.1

Liabilities

203.9

186.2

(17.7)

Current liabilities

144.8

132.4

(12.4)

Accounts payable-trade

7.4

4.8

(2.6)

Short-term loans payable

10.3

19.9

+9.7

Deposits received

78.7

65.9

(12.8)

Non-current liabilities

59.1

53.8

(5.3)

Long-term loans payable

43.5

38.5

(5.0)

Net assets

71.6

68.3

(3.3)

Shareholders' equity

52.7

50.5

(2.2)

Capital surplus

17.1

17.4

+0.3

Retained earnings

32.9

30.8

(2.1)

Treasury shares

(2.4)

(2.7)

(0.3)

Total accumulated other comprehensive income

1.3

1.1

(0.3)

Share acquisition rights

0.0

0.0

(0.0)

Non-controlling interests

17.6

16.7

(0.9)

Equity ratio

19.6%

20.3%

+0.7pt

Equity ratio （Excluding deposits received for contracted projects）

26.9%

27.0%

+0.1pt

Major Item of Increase/Decrease

  • Cash and deposits 】

・Decreased due to acquisition of fixed assets and payment of long-term borrowings, etc.

・Decreased in temporary deposits related to contracted

projects.¥ (11.6) billion YoY

As of Feb 29, 2024（9M FY23） ¥ 63.3 billion （As of May 31, 2023（FY22） ¥ 74.9 billion）

  • Deposits received 】

Decreased in temporary deposits related to contracted projects.

  • Capital surplus / Treasury shares 】 Difference on disposal of treasury shares due to

additional BBT/ESOP contribution.

¥ 0.32 billion

  • Non-controllinginterests 】

Decreased due to dividends from subsidiaries, etc.

  • Equity ratio 】

27.0% (+0.1pt) after deducting "deposits received" related to contracted projects.

8

Segment information

※ Units in billions of yen have been rounded to the nearest first decimal place. Units in millions of yen have been rounded down.

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Disclaimer

Pasona Group Inc. published this content on 12 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 April 2024 07:02:02 UTC.