Will : Supplementary Materials for the Third Quater of the Fiscal Year Ending March 31, 2021

Supplementary Materials for the Third Quarter of the Fiscal Year Ending March 31, 2021

February 9, 2021

WILL GROUP, INC. (Tokyo Stock Exchange, First Section / Stock code: 6089)

Copyright (C) 2021 WILL GROUP, INC. All Rights Reserved

Contents

• I. 3Q FY3/21 Highlights

• II. FY3/21 Earnings and Dividend Forecasts

• III. Topics

ⅳ. Reference

* In this material, the term "net sales" refers to either "net sales" under Japanese GAAP or "revenue" under IFRS, and "equity ratio" refers to either "equity ratio" under Japanese GAAP or "ratio of equity attributable to owners of parent to total assets" under IFRS.

I. 3Q FY3/21 Highlights

3Q FY3/21 HighlightsThe negative impact of COVID-19 on business operations is steadily declining in Japan and other countries

Gross profit (Gross margin)

19.19

(20.9%)

17.91

(20.3%)

-1.28

(-0.6pt)

Operating profit (Operating margin)

(3.6%)

3.33

3.24

(3.7%)

-0.08

(+0.1pt)

Profit before tax

3.25

3.04

Profit attributable to owners of parent

EBITDA

(Operating profit + Depreciation and amortization)

Number of employees: 4,820 (+332 from the end of FY3/20)

1.79 4.74

1.87 4.80

+0.07 +0.06

-0.21

-4.0% -6.7% -2.6% -6.5% +4.4% +1.4%

Consolidated Revenue

(Billions of yen)

3Q 20.03

1Q 19.03

3Q FY3/21 revenue was ¥400 million above the 2Q

→ The negative impact of

COVID-19 on business

Overseas

operations is decreasing

Domestic

2Q 19.03

3Q 19.03

4Q 19.03

1Q 20.03

2Q 20.03

4Q 20.03

1Q 21.03

2Q 21.03

3Q 21.03

FY3/19

FY3/19

FY3/19

FY3/19

FY3/20

FY3/20

FY3/20 FY3/20 FY3/21 FY3/21 FY3/21

1Q

2Q

3Q

4Q

1Q

2Q

3Q

4Q

1Q

2Q

3Q

Consolidated Gross Margin and SG&A Expense Ratio

(Billions of yen)

Gross margin

16.3% 16.1%

SG&A expense ratio

6.2

6.4

6.4

6.2

191.Q03 192Q.03 193Q.03 149Q.03 201.Q03 202Q.03 203.Q03 204Q.03 21.Q03 212.Q03 213.Q03

FY3/19 FY3/19 FY3/19 FY3/19 FY3/20 FY3/20 FY3/20 FY3/20 FY3/21 FY3/21 FY3/21 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q

Gross profit*SG&A expenses*

*The gross profit and SG&A expenses in FY3/21 is based on adjusted figure that excludes overseas subsidy income.

The decline in the gross margin has ended and most investments for recruiting and other activities have restarted

Copyright (C) 2021 WILL GROUP, INC. All Rights Reserved

3Q FY3/21 Revenue: Breakdown of Year-on-Year Changes

(Billions of yen)

91.7

* A gain of ¥810 million on the sale of real estate for sale and the sale of shares owned by our investment funds, which is included in Others, was eliminated by IFRS adjustments. As a result, the figure after this elimination is shown.

88.1

3Q FY3/20

Domestic WORK

BusinessOverseas WORK

BusinessOthers

IFRS adjustments

3Q FY3/21

3Q FY3/21 Operating Profit: Breakdown of Year-on-Year Changes

(Billions of yen)

3.33

3Q FY3/20

+0.14

Lower permanent placement revenue, received employment support subsidy

Higher profitability in existing businesses

+0.51*

Subsidies for employment adjustment, decrease in the provision for paid leave

* A gain of ¥250 million on the sale of real estate for sale and the sale of shares owned by our investment funds, which is included in Others, was eliminated by IFRS adjustments. As a result, the figure after this elimination is shown.

3.24

consisting of employment support subsidies in Japan and other countries (about 0.7) and a decrease in the provision for paid leave (about 0.2)

One-time items of about 0.9

Domestic WORK Overseas WORK

Business BusinessOthersIFRS adjustmentsCorporate expenses

3Q FY3/21

FY3/21 Forecasts for the Impact of COVID-19

The January 2021 declaration of another state of emergency and extension of the state of emergency may have a negative effect on results of operations, mainly in the apparel and sales support sectors

Segments	Sectors	3Q FY3/21 COVID-19 impact and responses
Domestic WORK Business	Sales outsourcing	Difficulties continue in the apparel and sales promotion sectors, strengthening services in the stable telecommunications, sales agency and other sectors.
Call center outsourcing	Demand is firm; strengthening sales activities to capture new orders as the volume of new orders is still below the pre-COVID level.
Factory outsourcing	The decline in orders caused by falling production (except food) has ended. Sales down as low-margin projects in food and other sectors were completed but profitability has improved. Increasing sales activities in the stable food sector. Also increasing sales activities for factory projects using foreign workers (technical interns, skilled workers, etc.) due to expected easing of restrictions on entering Japan.
Care support/ nursery schools	Effect on recruiting of companies in other industries entering this field is slowly decreasing. Temporary staffing orders are still below the pre-COVID level because nursing care facilities often prefer to employ people directly. Increasing sales activities targeting new nursing care facilities and nursery schools.
HR support for startups	Recruiting projects started recovering in the 2Q but this sector is still not growing. Strengthening support for senior executives, engineers and other job categories where demand is firm.
Others	No COVID impact in FY3/21 on assistant language teacher staffing because schools have reopened. But restrictions on entering Japan is affecting FY3/22 recruiting. Solid demand for construction management engineers due to strong construction demand, labor shortages and shortages of young people. Hiring more people with no experience and increasing sales activities to add new customers.

Overseas WORK	Singapore, etc.	COVID-19 is under control in Singapore and Australia and appears to be slowly winding down. As a result,
Business	Australia	demand for permanent placement services is recovering, but has not returned to the pre-COVID level.
Temporary staffing is performing well because operations are in stable business domains.

Domestic WORK Business

Revenue and segment profit (Billions of yen)

(Billions of yen)

3Q FY3/21

3Q FY3/20

Vs. 3Q FY3/20 % change

Revenue

59.89

63.34

-5.4%

31QH FY3/18

13HQ FY3/17

31QH FY3/19

13HQ FY3/20

13HQ FY3/21

Number of workers on assignments (person)

Segment profit

3.21

Topics

•  The number of workers on assignments in the factory sector decreased because of the completion of low-margin projects. But workers on assignments are expected to start increasing in Japan in the 4Q.

•  Controlled recruiting expenses based on the level of new orders. (down ¥240 million from 3Q FY3/20)

1Q 1FY93./0139

1Q 2FY03./0230

3.80

-15.5%

-19

Vs. 2Q FY3/21

-215

Vs. 2Q FY3/21

-22

Vs. 2Q FY3/21

+44

Vs. 2Q FY3/21

2Q 1FY93.0/139

3Q F1Y93/.0193

4Q 1FY93.0/139

2Q 2F0Y3.0/230

3Q 2FY03./0230

4Q 2FY03./0230

1Q 2F1Y3.0/231

2Q 2FY13./0231

3Q 2F1Y3.0/231

1Q

2Q

3Q

4Q

1Q

2Q

3Q

4Q

1Q

2Q

3Q

Domestic WORK Business（Sales and operating profit by sector ）

The call center outsourcing and care support/nursery school sectors performed well. Operating profit in the sales outsourcing and factory outsourcing sectors is improving steadily.

Sales by Sector

Operating profit by sector

(Billions of yen)

3Q FY3/21

Others

Care support/ nursery

Factory outsourcingCall center outsourcingSales support outsourcing

1Q FY3/20

2Q FY3/20

3Q FY3/20

4Q FY3/20

1Q FY3/21

2Q FY3/21

3Q FY3/21

HR support for startups

1Q FY3/20

2Q FY3/20

3Q FY3/20

4Q FY3/20

1Q FY3/21

2Q FY3/21

Domestic WORK Business (Business sector sales)

COVID-19 negatively affected the apparel, other sales support and factory (except food) sectors

(Billions of yen)

Others

Construction management engineers IT engineers

HR support for startups

Care support/ nursery schools

Factory except food

Food factory

Finance Office

Call center, etc

Other sales support

Apparel

3.0 Telecommunications

1Q FY3/19

2Q FY3/19

3Q FY3/19

4Q FY3/19

1Q FY3/20

2Q FY3/20

3Q FY3/20

4Q FY3/20

1Q FY3/21

2Q FY3/21

3Q FY3/21

Revenue and segment profit (Billions of yen)

(Billions of yen)

3Q FY3/21

3Q FY3/20

Vs. 3Q FY3/20 % change

Revenue

27.27

27.35

-0.3%

Revenue

3.6%

27.3

27.2

3Q FY3/17

3Q FY3/18

3Q FY3/19

3Q FY3/20

3Q FY3/21

Major components of changes in segment profit

(Billions of yen)

3Q FY3/20

Foreign exchange impact

0.74

Segment profit

0.88

0.74

+20.0%

Topics

•  With COVID-19 under control in Australia and Singapore, permanent placement service demand is slowly recovering. Temporary staffing continued to perform well.

  -0.02

•  Received an employment support subsidy (approx. ¥600 million) as a countermeasure against COVID-19 in Singapore.

Reduction in SG&A expensesIncrease in temporary staffing gross profit

Decrease in sales from permanent placement

Subsidy income

+0.47

+0.04

-0.93+0.57

3Q FY3/21

0.88

Forex sensitivity	Initially assumed	3Q FY3/21 Results	3Q FY3/20 Results	Change for ¥1 difference/y
Revenue	Profit
AUD	¥70	¥74	¥75	¥380 mln	¥10 mln
SGD	¥75	¥77	¥79	¥90 mln	¥0 mln

(Sales by contract type, sector operating profit)

Permanent placement sales are slowly recovering and earnings from business activities (excluding subsidies) are recovering too

Sales by contract type

Operating profit by sector

(Billions of yen)

1Q FY3/20

1Q FY3/20

2Q FY3/20

3Q FY3/20

4Q FY3/20

1Q FY3/21

2Q FY3/21

3Q FY3/21

2Q FY3/20

3Q FY3/20

4Q FY3/20

1Q FY3/21

2Q FY3/21

3Q FY3/21

Business Portfolio Changes in Japan and Overseas

Domestic WORK Business Portfolio (Gross profit basis)

Final year of New Medium-term Management Plan

→:Temp: 40% Perm: 60%

■ FY3/20

Perm: 40%

Temp: 60%

Overseas WORK Business Portfolio (Gross profit basis)

■ FY3/20

Perm: 55%

Temp: 45%

■ 3Q FY3/21

Perm: 40%

Temp: 60%

Final year of New Medium-term Management Plan

■ 3Q FY3/21

Perm: 46%

Difficulties in the permanent placement sector

→:Temp: 60% Perm: 40%

Permanent placements started to recover but down about 20% from 3Q FY3/20. The stable temporary staffing sector continues to perform well despite

Temp: 54% the COVID-19 pandemic

Others

Revenue and segment profit (Billions of yen)

(Billions of yen)

3Q FY3/21

3Q FY3/20

Vs. 3Q FY3/20 % change

Revenue

1.78

1.07

+66.0%

-0.3

3Q FY3/17

3Q FY3/18

3Q FY3/19

3Q FY3/20

3Q FY3/21

Other business activities

Segment profit

-0.03

-0.30

-

Topics ➢ Upfront investments (¥320 million) in the HRTech field

 Number of workers registered in the Visamane foreign worker management system

9,026

8,718 9,014 9,158

Dec-20

Jul-19

Aug-19

Sep-19

Oct-19

Nov-19

Dec-19

Jan-20

Feb-20

Mar-20

Apr-20

May-20

Jun-20

Jul-20

Aug-20

Sep-20

Oct-20

Nov-20

Financial Indicators

All financial indicators are improving on an adjusted equity basis*

End of December 2019

End of March 2020

End of June 2020

End of September 2020 End of December 2020

Adjusted ratio of equity attributable to owners of parent to total assets

Adjusted net debt to equity ratio

(Interest-bearing debt - Cash and deposits) / Adjusted equity attributable to owners of parent

Ratio of goodwill to adjusted equity attributable to owners of parent

Goodwill outstanding /

Adjusted equity attributable to owners of parent

EBITDA

Adjusted interest-bearing debt to EBITDA ratio

Interest-bearing debt (excluding short-term borrowings) / Forecast EBITDA

*Adjusted equity represents total equity, net of written put option.

Copyright (C) 2021 WILL GROUP, INC. All Rights Reserved

Consolidated Balance Sheet

(Billions of yen)	March 31, 2020	December 31, 2020	Change
Current assets	22.0	21.8	-0.1
Non-current assets	22.5	22.3	-0.2
Total assets	44.6	44.1	-0.4
Current liabilities	21.5	23.1	+1.5
Non-current liabilities	15.9	11.8	-4.0
Total liabilities	37.4	34.9	-2.4
Total equity	7.1	9.1	+2.0
Total liabilities and equity	44.6	44.1	-0.4

Major components of changes

(Billions of yen)

• ● Total assets

  • Cash and cash equivalents +0.5

  • Trade and other receivables -1.1

  • Other financial assets (current) +0.3

  • Property, plant and equipment -0.1

  • Right-of-use assets -1.1

  • Goodwill +0.2

  • Other intangible assets +0.4

  Ratio of equity attributable to owners of parent to total assets

  11.7%

  17.0%

  +5.3pt

  +0.6
  -0.2
  -0.1
  ● Total liabilities
  Trade and other payables	+0.7
  Other financial liabilities (current)	+1.6
  Income taxes payable	-0.7
  Borrowings (non-current)	-1.9
  Other financial liabilities (non-current)	-2.0
  ● Total equity
  Treasury shares	-0.1
  Retained earnings	+1.5
  Exchange differences on translation
  of foreign operations	+0.9
  Non-controlling interests	-0.2
  Copyright (C) 2021 WILL GROUP, INC. All Rights Reserved

  ・・・・・

  • • Investments accounted for using equity method

  • • Other non-current financial assets

  • • Other non-current assets

・ ・ ・

・

Consolidated Statement of Cash Flows

(Major Components)

(Billions of yen)	3Q FY3/20	3Q FY3/21
Profit before tax Depreciation and amortization Income taxes paid Other	3.2 1.4 (1.4) 0.2	3.0 1.5 (1.7) 1.7
Net cash provided by (used in) operating activities	3.4	4.6
Purchase and sales of property, plant and equipment, etc. Purchase and sales of shares of subsidiaries Other	(0.4) (0.2) (0.3)	(0.4) - (0.1)
Net cash provided by (used in) investing activities	(2.9)	(0.6)
Net increase (decrease) in interest-bearing debt Purchase and sales of shares of subsidiaries not resulting in change in scope of consolidation Dividends paid	(1.6) (2.0) (0.4)	(2.9) (0.7) (0.5)

Decrease in trade receivablesDecrease in M&A investments

Free Cash Flows

(Billions of yen)

3.9

3Q FY3/20

3Q FY3/21

Net cash provided by (used in) financing activities	(2.5)	(3.5)
Effect of exchange rate changes	(0.2)	0.1
Net increase (decrease) in cash and cash equivalents	(2.3)	0.5
Cash and cash equivalents at end of period	4.5	6.4
Free cash flows (Operating activities + Investing activities)	0.5	3.9

Decrease in interest-bearing debt

Government subsidy income Other

0.0 (0.2)

1.0 (0.4)

II. FY3/21 Earnings and Dividend Forecasts

FY3/21 Forecast

Sales and earnings in the first three quarters were high in relation to the FY3/21 forecasts. However, the FY3/21 forecasts are unchanged due to the 4Q outlook for (1) an increase in expenditures for growth in FY3/22 and afterward (personnel, recruiting, brand promotions, etc.) and (2) a continuation of the negative impact of COVID-19.

(Billions of yen)

Revenue

Domestic WORK Business Overseas WORK Business Others

IFRS adjustments

Operating profit (Operating margin)

Domestic WORK Business Overseas WORK Business Others

Adjustments IFRS adjustments

Profit attributable to owners of parent EBITDA

Dividend Forecast

Forecast an increase of one yen to a year-end dividend of ¥24 for FY3/21

Year-end dividend Total return ratio*

*Total return ratio: The sum of dividends and the cost of share repurchases divided by profit attributable to owners of parent

■ Dividend per share and total return ratio

FY3/20

¥23 per share

25.1%

Dividend per share

Total return ratio

27.6%

27.4%

FY3/16

25.8%

FY3/17

FY3/18

J-GAAP

The dividend per share has been adjusted to reflect a 2-for-1 stock split on December 1, 2016.

FY3/21 (Forecast)

¥24 per share

30.5%

25.7%

30.5%

FY3/19

FY3/20

FY3/21 (Forecast)

IFRS

III. Topics

Reorganization of the Domestic WORK BusinessMerger of three subsidiaries to increase profitability by improving efficiency and strengthening the WILLOF brand

Ownership

100%

100%

100%

100%

100%

100%

WILLOF

WILLOF WORK, Inc.

WILLOF FACTORY, Inc. WILLOF SPORTS, In

Human resources services for:

• • Sales support

• • Call centers

• • Care support/Nursery schools

• • Other market sectors

WILLOF SPORTS, Inc.

• • Human resources services for factories

• • Human resources services for athletes and other sports-related personnel

• • Human resources services for construction management engineers

3 company merger with WILLOF WORK remaining WILLOF WORK will absorb WILLOF SPORTS on April 1, 2021 and WILLOF FACTORY on July 1, 2021

Benefits of the reorganization Sharing of sales offices

62%

• • Human resources services for assistant language teachers

• • Planning and management of sales promotion

Human resources support, mainly placements, for startup companies

Integration of administrative activities Ability to offer more opportunities to job applicants

ⅳ. Reference

Responses to COVID-19

Current Actions

Employees

• • Encouraging people to work at home, limiting face-to-face meetings, frequent use of online and conference call meetings

Business

• • Retain employees to be prepared for the return to normal business after the end of this crisis. Shift workers to operations less affected by the spread of COVID-19

• • Partial reviewing new investment plans in order to remain profitable and maintain financial soundness

→ Responding with speed and flexibility to this crisis while closely monitoring changes in the current "with-corona" business conditions and looking ahead to the post-corona worldSegment Results

Domestic WORK Business ■ Revenue

1Q	2Q	3Q	4Q
FY3/19	17,149	18,734	20,242	19,702
FY3/20	19,984	21,741	21,639	21,098
FY3/21	19,782	19,814	20,301

Overseas WORK Business ■ Revenue

1Q	2Q	3Q	4Q
FY3/19	5,798	6,286	6,959	7,197
FY3/20	9,098	9,257	8,995	8,723
FY3/21	8,457	9,444	9,369

■ Segment profit

(Millions of yen)

1Q	2Q	3Q	4Q
FY3/19	715	913	1,226	1,210
FY3/20	1,091	1,392	1,310	1,279
FY3/21	974	1,141	1,102

■ Segment profit

1Q	2Q	3Q	4Q
FY3/19	268	208	101	(149)
FY3/20	283	184	270	232
FY3/21	232	334	321

Others ■ Revenue

1Q	2Q	3Q	4Q
FY3/19	578	264	286	422
FY3/20	290	364	452	483
FY3/21	885	611	293

■ Segment profit

1Q	2Q	3Q	4Q
FY3/19	(37)	(55)	(13)	42
FY3/20	(84)	(134)	(72)	(80)
FY3/21	(98)	153	(90)

Geographic (Overseas) Segment Results

(Millions of yen)

■ Revenue (Asia)

1Q	2Q	3Q	4Q
FY3/19	1,338	1,412	1,442	1,700
FY3/20	1,923	1,967	1,999	2,070
FY3/21	1,285	1,482	1,768

■ Revenue (Australia)

1Q	2Q	3Q	4Q
FY3/19	4,468	4,881	5,523	5,508
FY3/20	7,184	7,299	7,014	6,672
FY3/21	7,181	7,972	7,627

Overseas (Australia, Singapore) Macro Environment

Market conditions for WILL GROUP

Economic indicators

The impact of COVID-19 on business operations is declining because the crisis is currently mostly under control. Permanent placement demand is recovering, but still below the pre-COVID level. Temporary staffing orders are firm due to steady demand in the public sector, IT, financial services and legal services sectors.

As in Australia, demand for permanent placement services is recovering.

Operations are shifting to temporary staffing services because there is still certain demand for hiring people even during this economic downturn.

■ Real GDP growth rate (YoY change)

*Source: Australian Bureau of Statistics

■ Unemployment rate

*Source: Australian Bureau of Statistics

4

-10

-2

-4

-6

-8

2

0

3Q 2020

1Q 2018

2Q 2018

3Q 2018

4Q 2018

1Q 2019

2Q 2019

3Q 2019

4Q 2019

■ Real GDP growth rate (YoY change)

1Q 2020

*Source: Singapore Department of Statistics

8

7

6

5

4

2Q 2020

Dec-2018 Mar-2019 Jun-2019 Sep-2019 Dec-2019 Mar-2020 Jun-2020 Sep-2020 Dec-2020

■ Unemployment rate

*Source: Singapore Department of Statistics

-10

20

-20

-30

-40

-50

10

0

1Q 2018

2Q 2018

5 4 3 2 1 0

1Q	2Q	3Q	4Q	1Q	2Q	3Q	4Q	1Q	2Q	3Q
2018	2018	2018	2018	2019	2019	2019	2019	2020	2020	2020
29

3Q 2018

4Q 2018

1Q 2019

2Q 2019

3Q 2019

4Q 2019

1Q 2020

2Q 2020

3Q 2020

Performance of Major Overseas Subsidiaries

(Billions of yen)

Primary location	Business activities	Start of consolidation since (WILL GROUP ownership)	Investment *1
Singapore	Providing permanent placement and consulting services focused on HR primarily in Singapore, through wholly-owned subsidiaries in Hong Kong, Japan, U.S., China, Australia and UK.	Jan. 2019 (51%)	1.47
	Brisbane	Providing temporary staffing and permanent placement services to government agencies and major corporations in Australia	Apr. 2019 (80%)	1.51
Melbourne	Providing temporary staffing and permanent placement services for office work and call center operations to agencies and companies in various sectors such as the government, telecommunications, resources and appliance manufacturing in Australia.	Jan. 2018 (80%)	0.86

*2	3Q FY3/20	3Q FY3/21	YoY change
Sales	1.11	0.81	-27.2%
Profit *3	0.35	0.24	-30.1%
Sales	4.65	4.51	-3.0%
Profit	0.43	0.42	-4.4%
Sales	8.53	9.32	+9.2％
Profit	0.26	0.23	-9.7%

*1 The investment in each company includes goodwill and identifiable intangible assets.

*2 Sales and profit are for the April-December consolidated fiscal year regardless of the timing of consolidated disclosures.

Converted to yen at the rates of ¥75/SGD and ¥70/AUD in order to eliminate the effects of foreign exchange rate movements.

*3 Profit is profit before tax after the amortization of identifiable intangible assets, internal transactions and one-time expenses.

Breakdown of Revenue by Region/Contract Type

Human resources services in Japan

(Billions of yen)

25.0

Overseas human resources services

20.0

15.0

10.0

5.0

0.0

212.Q03 FY3/21

210Q.03 FY3/20

202.Q03 FY3/20

203.Q03 FY3/20

204.Q03 FY3/20

21.Q03 FY3/21

212Q.03 FY3/21

213.Q03 FY3/21

201Q.03 FY3/20

202Q.03 FY3/20

203.Q03 FY3/20

204.Q03 FY3/20

21.Q03 FY3/21

213Q.03 FY3/21

1Q

2Q

3Q

4Q

1Q

2Q

3Q

1Q

2Q

3Q

4Q

1Q

2Q

3Q

Forecasts of future performance in this report are based on assumptions judged to be valid and information available to the Will Group's management at the time the materials were prepared, but are not promises by the Will Group regarding future performance. Actual results may differ significantly from these forecasts for a number of reasons.

This report is an English translation of the original Japanese document and is only for reference purposes. In the event of any discrepancy between the original Japanese version and this translated version, the Japanese version shall prevail.

■ IR Contact:

Financial DepartmentTel: [phone]