Presentation of Financial Results
for the First Six Months of FY2019
November 5, 2019
Tamotsu Adachi
President & CEO
Benesse Holdings, Inc.
The earnings forecasts, future plans, and planned strategies described in this presentation are forward-looking statements
concerning the Company’s future performance and, therefore, are not statements of historical facts. They were deemed
reasonable by the Company’s management based on information available at the time of publication, but are subject to risks anduncertainties. Accordingly, users are requested to refrain from making investment decisions solely on the basis of the earnings
forecasts contained in this presentation.

1. Results for the First Six Months of
FY2019 and Full-Year Forecast

1H FY2019 Highlights

Transform and Grow
Benesse 2022

Sales and income up YoY,
steady progress on this year’s plansImplementing strategies prioritizing profit growth atShinkenzemi

Steady expansion in the school and teacher support
business and the cram school business

Reformed Berlitz and Kodomo Challenge in China



Solid results in the nursing care and childcare
business2

YoY Comparison of 1H Results
Net sales

224.72,260160

2,240

140

2,220120

2,2001002,180214.7

2,160
2,140

Operating income

14.6(￥Billions)

8.680

+4.6％

Transform and Grow
Benesse 2022

+68.8％

60402,1202,100202,0800

FY18FY19

Ordinary income

12.91409080

120

FY19Net income*

8.3

70

10080

FY18606.8

50
40+89.2％

60

3.0

30

40+176.7％

2020

1000

FY18

FY19FY18

FY19*Net income attributable to owners of parent

3

1H Results: Domestic Education

Transform and Grow
Benesse 2022

Net sales up 8.1%
Operating income up 95.7%
Net sales

101.493.8<Factors for change>＋2.3 Shinkenzemi+8.1％

FY18FY19(￥Billions)＋3.5 School and teacher support
business, consolidation ofClassi Corp. and EDUCOM
Corp.
＋1.7 Cram schools, English
education business

9.1

Operatingincome＋3.4

Shinkenzemi＋1.0

School and teacher support
business, cram school
business

4.6+95.7％(+) Higher sales,
lower marketing costs(+) Higher sales

FY18FY194

1H Results: Global Kodomo Challenge

Transform and Grow
Benesse 2022

Net sales up 2.7%
Operating income down 1.4%
Net sales27.127.8<Factors for change>(￥ Billions)＋0.4 Japan: price revision+2.7％＋1.0 Overseas: price revision-0.7 Foreign exchange rate
impactOperatingincome

FY18

FY192.92.9-1.4％

FY18

FY19-0.1

Japan:(+) Higher sales(ー) Higher marketing costs＋0.1

Overseas: higher sales inChina-0.1

Foreign exchange rate
impact51H Results: Nursing Care and Childcare

Transform and Grow
Benesse 2022

Net sales up 5.6%
Operating income up 9.4%
Net sales

60.7

57.5

+5.6％

FY18

Operatingincome(￥ Billions)+3.2 Increase in nursing homeresident numbers

FY195.7

5.2+9.4％

FY18<Factors for change>+0.4 Higher sales

FY1961H Results: Berlitz

Transform and Grow
Benesse 2022

Net sales down 6.3%
Operating loss shrank by ￥0.3bn
Net sales<Factors for change>

24.5

23.0-0.8

Impact of franchisingconversion in Scandinavia inBTS, lower sales from ELS-0.7

Foreign exchange rate
impact-6.3％

Operatingincome

FY18

FY19

FY18

FY19

+￥0.3 bil-2.4(￥ Billions)+0.3 (ー) Lower sales(＋) Reduction of fixed
costs by closing schools-2.07

Full-Year Forecast for FY2019

Transform and Grow
Benesse 2022

Targets announced on May 10, 2019 unchanged
4,650
4,600

Net sales

Operating income

459.0

4,550

16.2

4,500
4,450
4,400

439.4(￥Billions)
20.0+23.1％

+4.5％

4,350
4,300
4,250

FY18

FY19(target)

Ordinary income

16.0

10090

FY18

FY19(target)

Net income*

9.5

80

12.1

7060

+31.7％

50

4.9

40

+93.8％

3020
100

FY18

FY19(target)

FY18

FY19(target)*Net income attributable to owners of parent

8

2. Strategies Going Forward

9

Enrollment in Shinkenzemi as of October (Japan)

Transform and Grow
Benesse 2022

Profit growth on target from reduction in ineffectivemarketing, despite YoY fall in total enrollees(Thousands)
3,000

2,360-0.6％

As of October

2,350

2,000

Courses

2018

2019

ChangeSenior highschool

120110-10-9.0

Junior highschool350

330-20-5.1

1,100

1,120

+20+2.1

800

790-10-1.22,360

2,350-10-0.6

Elementaryschool

1,000

KodomoChallenge(preschool)
0October
2018
2018年10月

Senior high school
Elementary school

October
20192019年10月(Thousands)

Total%

Junior high school
Kodomo Challenge

10Highlights of Shinkenzemi

Transform and Grow
Benesse 2022

On track to meet targets despite decreasein new enrollees in the summer Operating income up strongly YoY as targeted• Boost from price revisions in April• Cutback ineffective marketing Average retention rate stable despite price revisions• Steady YoY, exclusive of April new enrollee campaign impact• Some grade levels slow in 1H, but rate rose each month Decrease in new enrollees in the summer• Prioritized retention rate, curbed marketing expenses andnew enrollee campaigns from August• Negative impact from stronger campaigns by competitors

11Transform and Grow
Benesse 2022

Digitalizing Senior High School Course
From the presentation onFY2018 financial results

Renewed sequentially fromthe 1st grade●Increased course materialusage• Up 10%• Both digital and pen-andpaper materials●Retention rates also up YoY●Profitability increased

Also digitalizing junior high school courses
from April 202012

Area of Enhancement for Shinkenzemi FY2020
Senior highschool

Junior highschool

Elementaryschool

Transform and Grow
Benesse 2022

• Essay questions to develop critical thinking,decision making skills and expressiveness• Learning methods tailored to each high school• Digitalize to improve user friendliness• Adaptive learning curriculum• An AI speaker as a learning assistant• Tailor English study materials
to fit school curriculum changes• Develop computer programming lessons• Provide lessons on creative writingAll• Provide support for improving practical English capability

Registrations for April 2020 on track to reach record-high levels
Strengthen marketing to attract new enrollees in April
13

School and Teacher Support

Transform and Grow
Benesse 2022

Expanding business with a broad lineup ofservices from schools to adult education
Shinken
Simulated Exams・ 5.6 million examinees in FY2018
・ 2,500 school users for Classi*

School and teacher
support+400 schools YoY
Now used by almost 50% of all highschools in Japan

・7,500 elementary and junior highschool users for EDUCOM** As of May 2019

・Examinees: 1.26 million in FY2018

English education
Support college
students andadults+230,000 students YoY

Shinken-Ad.
Co., Ltd.

・Net sales* up 39.2% YoY・Net sales* up 6.6% YoY* 1H FY2019 results

14Support College Students and Adults

Transform and Grow
Benesse 2022

Scaling up adult education services in partnership withUdemy, one of the world’s largest online learning
platforms• Over 40 million users in 190+countries• Launched services for corporations
in June 2019 in Japan
 50+ companies registered infour months after the launch• Received awards from METI and theJapan Electronic Publishing
Association at an awards event heldby e-Learning Initiative Japan*Benesse Corporation has been Udemy’s exclusive partner in Japan since 201515

Cram Schools and English Language Education

Transform and Grow
Benesse 2022

Steady growth in English education and cram schools,strengthening Class Benesse
Englisheducation

・Increase in students at BE Studios

294 outlets (excluding franchise operations)*
25,000 enrollees* +9.1% YoY* As of September 30, 2019

Group’scram schools

・Steady sales growth at the Group’s
cram schools*
Combined net sales of four cram schools
up 3.0% YoY*Tokyo Individualized Educational Institute, Tetsuryokukai,
Up Inc., and Ochanomizu Seminar

ClassBenesse

Benesse Groupcram schools

・Expanding links with Shinkenzemi
59 locations*+22 locations YoY

4,135 students*+32.0% YoY* As of September 30, 2019

Class Benesse
cram schools

16Cram Schools and English Language EducationTransform and Grow
Benesse 2022

Introduce digitalized learning system to enhance
the linkage with Shinkenzemi for Class Benesse
Main features and initiatives• Enable personal management ofscholastic achievements• Provide tests and review videos
for each subject• Share information amonginstructors• Analyze results and data with aview to use AI in the future

New learning systems compatible
with Shinkenzemi

 Improve teaching quality and scholastic
productivity
17

Global Kodomo Challenge

Transform and Grow
Benesse 2022

Reform Kodomo Challenge in China to revitalize growthProduct
商品戦略Strategies
 Renew course materials
・Renewed products in FY2018
Renewed product lineups for the lowest
age category of 7 to 35 months
 Total enrollment in 2Q up 6.6% YoYMarketing Strategies
 Strengthen sales via E-commercechannels through partnerships withother companies
・Rising ratio of E-commerce sales tototal sales
From 7% in FY2018 to 13% in FY2019

・Renewed products in September 2019
3 Courses for children age 2 to 5
 Aiming to increase the retention
rate going forward

Kodomo Challengein China

AI speaker developedin collaboration withAlibaba Group HoldingLtd.

Video app developed byTencent Holdings Ltd.

18

Nursing Care and Childcare

Transform and Grow
Benesse 2022

Increase the No. of high-end nursing homes andmaintain high occupancy rates
 Steadily grow nursing homes numbers
and increase the No. of high-end nursing
homesGranda Ashiya

Opened in April 2019

Urawa Seishotei

Opened in September 2019・No. of nursing homes: 326 as of Sep 30 2019+9 nursing homes YoY (of which 5 were high end)

 Maintain high occupancy rates bydifferentiating services
・Received Good Design awards for the Benesse
Method in nursing care and childcare businessNote: A nursery school wasbuilt at the Granda Ashiya

The Benesse Methodfor childcare-First award for the Granda Inamuragasaki nursing home
-Second award for a booklet, cards and website basedon the Benesse Method for childcare

Words that Continually Expand a Child’s Universe
is a booklet that encapsulates about 25 years ofpracticing the Benesse Method in nursery schools

19

Nursing Care and Childcare

Transform and Grow
Benesse 2022

Overhauled personnel systems
to develop and retain human resources Improved salaries and wages for nursing care staff andrevised the personnel system in October 2019・ Annual investment totaled about ￥1.4 billion, including
government subsidies
Residential nursing home services• Increased salaries of full-time nursing care employees who are
certified care workers (to at least ￥5 million for team leaders,at least ￥4.4 million for others)• Established a new professional qualification system• Raised wages for part-time staff

Home nursing care services• Raised salaries of managers in charge of service provision• Higher salaries and wages were extended to care managers notcovered by benefits
20Berlitz

Transform and Grow
Benesse 2022

Additional Restructuring Additional cost reduction by franchising and closing
schools in countries with poor profitability
BTS (Language services)• Concluded franchise agreements in 4 countries in Scandinavia
and for 2 schools in Mexico. Agreements in more countries areplanned this year.
• Closed most schools in France (with some turned into
franchises), and plan to close 23 schools in the U.S.

ELS (Study abroad support)• Closed (or scheduled to close) 9 schools in the U.S. and soldoff schools in Australia.

 Reorganize management structure of BTS in North andSouth America21

Berlitz

Transform and Grow
Benesse 2022

Berlitz 2.0 leads to the next stage of growth Offering an all-new student experience to meet the needsof customers worldwide• Improve flexibility with a new learning platform• New online courses to realize individualized study attuned to specificstudy goals, paces and preferences• Enhance productivity and convenience with new CRM/ERP systems(new website to aid communication with potential customers)• Widen customer base and increase margins with new pricing strategy

An all-new student experience- Services optimized for smartphones- Easy to manage lesson schedules and online review- New Berlitz Method based self-study materials to enhance service
quality and to realize consistency of learning with classroom
lessons and online study
22

Towards Further Growth

Transform and Grow
Benesse 2022

In FY2019, we intend to take account ofchanges in the business environment by
swiftly enacting full-fledged reforms
designed to achieve medium-term growth23