BRIEF STATEMENT OF CONSOLIDATED FINANCIAL RESULTS
FOR THE 3rd QUARTER OF THE FISCAL YEAR ENDING MARCH 2014
[Japanese Standards]

February 13, 2014
Company name:
Faith, Inc. (Stock code 4295, Listed on TSE 1st section)
URL:
http://www.faith.co.jp/
Representative:
Hajime Hirasawa, CEO/President
Contact:
Jiro Saeki, CFO/Director
Tel: +81-03-5464-7633
Date of Submission of Securities Report: February 14, 2014
Starting Date of the Dividend Payment: ―Preparation of Supplementary Materials for Quarterly Financial Results: Applicable
Information Meeting for Quarterly Financial Results to be Held: None
Amounts are rounded down to the nearest ¥1 million.

1. Consolidated Results for the 3rd Quarter of the Fiscal Year Ending March 2014
（From April 1，2013 to December 31，2013）(1) Consolidated Operating Results
Percentages indicate increased/decreased ratio compared with the same quarter of the previous fiscal year

Net Sales
Millionsof yenQ3 of the year ending
March 2014
Q3 of the year ending
March 2013

Operating Profit%

Millionsof yenRecurring Profit%

Millionsof yenNet Profit%

Millionsof yen

%

4,752

△7.1

476

△41.4

509

△44.6

464

△42.5

5,115

△83.8

813

△39.7

918

△35.7

808

△87.4

Note: Comprehensive income: 3rd quarter of the fiscal year ending March 2014: ¥544 million (△30.7%); 3rd quarter of the fiscal year
ending March 2013: ¥785 million (△88.3%)

Net Profit per Share

Diluted Net Profit per Share

Yen
40.79
703.82Q3 of the year ending March 2014
Q3 of the year ending March 2013

Yen
40.79
—

Note: With effect from October 1, 2013, the Company carried out a stock split of its common shares at a ratio of 10 shares per share. For thisreason, the quarterly net profit per share and the quarterly diluted net profit per share are calculated under the supposition that thestock split had taken place at the beginning of the previous consolidated fiscal year.

(2) Consolidated Financial Position
Total Assets

Net Assets per
Share

Millions of yen

Millions of yen%

Yen

22,60922,611

20,97920,55292.8
90.9

1,841.87
1,803.89

Q3 of the year ending March 2014
Year ending March 2013
Ref.

Ratio of Equity
CapitalNet Assets

Equity capital: 3rd quarter of the fiscal year ending March 2014: ¥20,979 million; the fiscal year ending March 2013: ¥20,552 million

Note: With effect from October 1, 2013, the Company carried out a stock split of its common shares at a ratio of 10 shares per share. For thisreason, the net assets per share are calculated under the supposition that the stock split had taken place at the beginning of the previous
consolidated fiscal year.

2. Dividends
Dividends per Share
(Record dates)

Year ending March 2013
Year ending March 2014
Year ending March 2014 (Forecast)

1st Quarter

Interim

Yen
―
―

Yen
50.00
50.00

3rd Quarter

Yen―

Year-end

Total

Yen
50.00

Yen
100.005.00—

Notes: Revisions of recently announced dividend forecasts: none
With effect from October 1, 2013, the Company carried out a stock split of its common shares at a ratio of 10 shares per share. The
size of the year-end dividend per share (forecast) for the year ending March 2014 is being considered in view of the implementation ofthis stock split.

13. Forecast for the Consolidated Results for the Year Ending March 2014
（from April 1，2013 to March 31，2014）(Percentages indicate changes compared with the previous fiscal year.)

Net Sales

Full year
ending March2014

Operating Profit

Recurring Profit

Net Profit

Millionsof yen%Millionsof yen%Millionsof yen%Millionsof yen

%

6,700

△0.5

400

△60.5

440

△60.7

380

△65.8

Net Profit
per Share
Yen

33.35

Notes: Revisions of recently announced financial results forecasts: none
With effect from October 1, 2013, the Company carried out a stock split of its common shares at a ratio of 10 shares per share. The
size of the net profit per share in the consolidated financial results forecast for the year ending March 2014 is being considered in viewof the implementation of this stock split.

※ Notes(1) Changes in significant subsidiaries (accompanying changes in scope of consolidation): None
Newly added subsidiaries: 0 companies (subsidiary’s name:)Removed subsidiaries: 0 companies (subsidiary’s name:)(2) Adoption of simplified accounting practices or specific procedures in preparation of the quarterly
consolidated financial reports: Applicable* For details, please refer to “2. Summary Information, (2) Adoption of Simplified Accounting Methods in the
Preparation of Quarterly Financial Statements” on page 3 of the accompanying material.

(3) Changes in accounting policy, changes in accounting estimates, and restatements(3)-1. Changes accompanying revisions of accounting standards, etc.: None(3)-2. Changes other than the above: None(3)-3. Changes in accounting estimates: None(3)-4. Restatements: None

(4) Outstanding shares (common shares)(4)-1. Outstanding shares at the end of the fiscal years (including treasury shares):
The 3rd quarter of the fiscal year ending March 2014: 11,960,000 shares
The fiscal year ending March 2013: 11,960,000 shares(4)-2. Treasury shares at the end of the fiscal year:
The 3rd quarter of the fiscal year ending March 2014: 596,470 shares
The fiscal year ending March 2013: 566,570 shares(4)- 3. Average number of shares at the interim accounting period
The 3rd quarter of the fiscal year ending March 2014: 11,392,610 shares
The 3rd quarter of the fiscal year ending March 2013: 11,480,500 shares
Note: With effect from October 1, 2013, the Company carried out a stock split of its common shares at a ratio of 10 shares per share. The
abovementioned numbers of shares are calculated under the supposition that the stock split had taken place at the beginning of theprevious consolidated fiscal year.

* Indication of quarterly review procedures implementation status
This financial results report is exempt from quarterly review procedures under Japan’s Financial Instruments and Exchange
Law. As of the time of disclosure of this report, the auditing procedure based on the Financial Instruments and Exchange Law
has not been completed.
* Statement regarding the proper use of financial forecasts and other special remarks(Notice regarding statements concerning the future)
Statements concerning the future, such as performance forecasts, etc., described in the present material are based on
information currently available to the Company and on certain assumptions judged as reasonable by the Company. Suchstatements do not represent promises by the Company with respect to their attainment. The Company’s actual performance
may differ substantially from these forecasts as a result of various factors beyond the Company’s control. For details of
cautions, etc., employed in making performance forecasts and the assumptions underlying performance forecasts, please referto page 3 of the accompanying material, “Qualitative Information Regarding Forecast of Consolidated Financial Results”.
(To obtain supplemental documents relating to financial results)
Supplemental documents related to the Company’s quarterly and other financial results are posted on the company website.
(URL: http://www.faith-inc.com/ir/library.html )2

Contents
1. Qualitative Information Concerning the Settlement of Accounts for the 3rd Quarter ··················(1) Explanation Concerning the Operating Results ·····························································(2) Explanation Concerning the Financial Position ·····························································(3) Explanation Concerning Future Forecast Information on the Consolidated Financial Results, etc. ·

2
2
3
3

2. Summary Information ····························································································(1) Changes in Major Subsidiaries During the 3rd Quarter ·····················································(2) Adoption of Simplified Methods in the Preparation of the Quarterly Financial Statements ·········(3) Changes in Accounting Principles, Procedures, and Disclosure Methods ······························

4
4
4
4

3. Consolidated Financial Statements ············································································· 5(1) Consolidated Balance Sheet for the 3rd Quarter ···························································· 5(2) Consolidated Statement of Income and Consolidated Statement of Comprehensive Income ········ 7
Consolidated Statement of Income for the 3rd Quarter ·················································· 7
Consolidated Statement of Comprehensive Income for the 3rd Quarter ······························· 8(3) Notes Concerning the Consolidated Financial Statements ·················································· 9Note Concerning the Premise of a Going Concern ······················································ 9Note in the Case of Significant Changes in the Amount of Shareholders’ Equity ·················· 9
Segment Information ························································································ 9
Significant Subsequent Events ············································································ 10

11. Qualitative Information Concerning the Settlement of Accounts for the 3rd Quarter(1) Explanation Concerning the Operating Results
In Japan, the number of individual mobile phone and smartphone subscriptions was 136,550,000 in
December 2013 (*1). Accordingly, the diffusion rate of these devices among the Japanese population of
127,220,000 has reached 107%(*2), and the popularization of multiple mobile phone/smartphoneownership and tablet device ownership is continuing to expand. In particular, the popularization ofsmartphones continues to progress rapidly, with smartphone shipments forecast to reach 29,900,000
units in FY 2013, accounting for 75.5% of total mobile phone shipments.
Against the backdrop of the popularization of these smartphone and tablet devices, in accordance withthe diversification of the means of distributing information and of the collection, construction anddistribution of large volumes of information, there is a growing demand for the creation of various
services and content distribution systems that meet emerging user needs so that people can use andshare this information in line with the birth of new services that facilitate human exchanges such ascommunication platforms, social games and SNS (Social Network Services).
(*1) Presentation materials by the Telecommunications Carriers Association (Since October 2013, PHS operators havestopped providing information on monthly subscription numbers, so the number quoted above does not include PHS
subscriptions.)(*2) Statistics Bureau, Ministry of Internal Affairs and Communications

Under the above-described circumstances, based on its Multi-Content and Multi-Platform Strategy ofcreating an environment that allows people to enjoy a wide diversity of content whenever and wherever
they choose, the Faith Group is moving ahead with the production of new content including music andvideo in order to be able to bring excellent high-value-added content to the market promptly. At thesame time, we are proceeding with the provision of highly convenient services including new services
for users of smartphones, for which popularization is accelerating.
During the 3rd quarter of the fiscal year ending March 2014, Faith Inc. focused on developing newservices that make use of the functions of smartphones and tablet devices and continued to work on
developing and introducing smartphone-use intellectual training apps and new music services and on
improving its existing services.
Moreover, on February 3, 2014, the Company announced a tender offer to acquire outstanding shares in
Nippon Columbia, Co., Ltd., which is currently an affiliate under the equity-method, for the purpose of
making this company a consolidated subsidiary. By making greater use of Nippon Columbia’s brandpower, music (sound source) assets, music production know-how and business infrastructure, we willbuild a new business model capable of responding to the drastically changing market environment not
only in Japan but also globally.
The Faith Group’s net sales for end of the 3rd quarter of the fiscal year ending March 2014 decreasedby 7.1% compared with the same period of the previous fiscal year to ¥4,752 million, operating profit
decreased by 41.4% year on year to ¥476 million, recurring profit decreased by 44.6% year on year to¥509 million, and the Group recorded a net profit of ¥464 million, an decrease of 42.5% year on year.
Information on each business segment is as follows.
<Content Business>
In the ringtone melody field, which is a part of the Content Business, because a shift is taking place inthe smartphone-use market, amid a declining trend in sales, we are positively developing our efforts tostrengthen the distribution of smartphone applications in both the Japanese and international markets.
FaRaoTM, Japan’s first internet-based radio service equipped with a recommendation function, has beendeveloped for smartphone use and is also standard equipped with HIKARI BOX+ HB-1000, provided
by NTT West Corporation. Also slated by Clarion and other makers for incorporation in car navigationequipment, FaRao realizes an environment in which listeners can enjoy a wide variety of music
services.

2Moreover, in October 2013, the Company newly launched ARTIST CROWD®, a crowd-sourcing
service specialized for music production that allows people to use the internet to place orders
concerning work to an indefinite number of others in a competition-style process and to advertise forcontractors, etc.
Meanwhile, in Kidzapplanet®, a worldwide intellectual training application brand for pre-school
children, in November 2013, we simultaneously released two apps, Gambare! Ruru Roro no Nurie
Ehon and Gambare! Ruru Roro no Mushi Megane Tanken in collaboration the popular children’s TV
animation Gambare! Ruru Roro. The Company is steadily adding its lineup of Kidzapplanet titles andstriving to further expand this popular intellectual training application brand both in Japan andinternationally.
In August 2013, the Company started an artist cultivation and development project, the Pop Icon Project
Tokyo, with Nicola Formichetti, the well-known fashion director who collaborates with Lady Gaga. In
order to discover girl vocal units that can represent Japan and enchant the world, we held auditions andfollowing the final review we selected three successful candidates. In future, the Company will shapeits “New 360° Strategy” by making maximum use of the diverse distribution services that reach theFaith Group’s more than 10 million users and platforms that connect artists and fans.
In line with of the above developments and due to a decrease in income in the ringtone melody business,
the Group recorded net sales in the Content Business for the 3rd quarter of the fiscal year ending March2014 of ¥3,758 million, a decrease of 7.3% compared with the same period of the previous fiscal year,
and an operating profit of ¥419 million, a decrease of 39.0% year on year.
<Point Service Business>
In the Point Service Business, despite strengthened sales promotion at existing affiliated stores, etc., aswell as an increase in revenue from new business ventures, the end of the government-administered
reconstruction support home appliance eco-point system had a negative impact, resulting in net sales forthis business of ¥993 million, a decline of 6.1% year on year. However, due to an increase in sales
promotion expenses and an increase in new project expenses, this business recorded an operating profitof ¥56 million, a decline of 55.4% year on year.

(2) Explanation Concerning the Consolidated Financial Position
Total assets as of the end of the 3rd quarter of FY 2013 (December 31, 2013) decreased by ¥1 million
compared to the end of the previous consolidated fiscal year to ¥22,609 million. This result was due to adecrease in sales of securities and a decrease in corporation tax refunds receivable, etc., despite anincrease in cash and deposits.
Total liabilities decreased by ¥429 million compared to the end of the previous consolidated fiscal yearto ¥1,629 million. This result was mainly due to a decrease in long-term loans payable in accordancewith repayments and to a decrease in corporation tax payable in accordance with corporation tax
payments.
Total net assets increased by ¥427 million compared to the end of the previous consolidated fiscal yearto ¥20,979 million. This result was due mainly to the recording of a net profit for the 3rd quarter underreview despite the payment of a dividend. In line with this result, the equity capital ratio increased by
1.9 percentage points to 92.8%.

(3) Explanation Concerning Future Forecast Information on the Consolidated Financial
Results, etc.
Performance forecasts are made based on information currently available to the Company, but there is apossibility that the actual performance figures will differ significantly from the forecast figures due to avariety of factors. In addition, the current performance forecast for the full financial year is unchanged
from the revised forecast issued on November 8, 2013.

3

2. Summary Information(1) Changes in Major Subsidiaries During the 3rd Quarter
None
In addition, although this does not correspond with any change of specified subsidiaries, the FaithGroup acquired a 100% shareholding in ENTERMEDIA INC. in April 2013.

(2) Adoption of Simplified Methods in the Preparation of Quarterly Financial Statements
Tax expenses are calculated by making a reasonable estimate of the effective tax rate after applying tax
effect accounting to the amount of quarterly net profit before tax deduction for the consolidated
financial year including the 3rd quarter under review, and then multiplying the amount of quarterly net
profit before tax deduction by the current estimated effective tax rate.

(3) Changes in Accounting Policy, Changes in Accounting Estimates, and Restatements
None4

3. Consolidated Financial Statements for the 3rd Quarter(1) Consolidated Balance Sheet for the 3rd Quarter(Unit: thousands of yen)
The 3rd Quarter of FY2013

FY2012(As of March 31, 2013)(Assets)
Current assets
Cash and deposits
Accounts and notes receivable
Marketable securities
Commercial products
Products in progress
Primary materials and inventory goods
Corporation tax refunds receivable, etc.
Deferred tax assets
OthersAllowance for doubtful accounts
Total current assets
Fixed assets
Tangible fixed assets
Intangible fixed assets
Goodwill
OthersTotal intangible fixed assets
Investment and other assets
Investment securities
OthersAllowance for doubtful receivables
Total investments and other assets
Total fixed assets
Total assets(Liabilities)
Current liabilities
Trade notes and accounts payable
Short-term loans
Lease obligations
Income taxes payable
Allowance for points
Allowance for bonus payments
OthersTotal current liabilities
Fixed liabilities
Long-term liabilities
Lease obligations
Deferred tax liabilities
Allowance for retirement benefits
OthersTotal fixed liabilities
Total liabilities

5(As of Dec. 31, 2013)12,076,535
930,681
540,780
4,464
5,633
7,004
696,298
224,075
117,874△21,627
14,581,719

13,216,982
773,396
241,740
9,110
8,583
7,982
7,442
224,146
130,332△19,454
14,600,263

2,870,397

2,822,970

16,269317,804
334,074

29,642360,068
389,710

4,761,282
63,890△225
4,824,948
8,029,420
22,611,140

4,728,617
67,955△185
4,796,387
8,009,068
22,609,331

203,006
409,884
4,453
145,492
175,091
73,914
411,137
1,422,978158,917409,884
6,674
17,196
175,757
75,052415,733
1,259,216

333,400
13,030156,077
127,394
5,755
635,657
2,058,636

33,412
15,721
197,527
119,404
4,151
370,216
1,629,432

FY2012(Net assets)
Shareholder's equity
Common stock
Capital surplus
Retained earnings
Treasury stock
Total shareholder's equity
Other accumulated comprehensive income
Valuation difference on available-for-sale securities
Foreign currency translation adjustments
Total other accumulated comprehensive income
Total net assets
Total liabilities and net assets

6(Unit: thousands of yen)
The 3rd Quarter of
FY2013(As of March 31, 2013)(As of Dec. 31, 2013)

3,218,000
3,708,355
14,103,509△751,372
20,278,491

3,218,000
3,708,355
14,454,252△754,467
20,626,140

283,308△9,296
274,012
20,552,504
22,611,140

358,692△4,933353,758
20,979,898
22,609,331

(2) Consolidated Statement of Income and Consolidated Statement of Comprehensive
Income(Consolidated Statement of Income for the 3rd Quarter)(Unit: thousands of yen)

Net sales
Cost of sales
Gross profit
Selling, general and administrative expenses
Operating profit
Non-operating profit
Interest income
Dividend income
Interest on securities
Foreign exchange profit
Investment gain on equity method
Operating profit on investment partnership
Interest on refund
Miscellaneous receipts
Total non-operating profit
Non-operating expenses
Interest paid
Investment partnership losses
Investment loss on equity method
Miscellaneous expenses
Total non-operating expenses
Recurring profit
Extraordinary profit
Gain on sale of fixed assets
Gain on sale of investment securities
Gain from changes in equity
Gain on transfer of businessTotal extraordinary profit
Extraordinary losses
Loss on disposal of fixed assets
Loss on valuation of investment securities
Relocation expenses
Oversees tax-related losses
Total extraordinary losses
Net income before income taxes
Corporate, local, and business taxes
Net income before minority interests
Minority interests in income (△)
Net profit for the quarter7

3rd Quarter of FY 2012

3rd Quarter of FY 2013

(April 1-Dec. 31, 2012)(April 1-Dec. 31, 2013)

5,115,433
2,551,719
2,563,713
1,749,976
813,737

4,752,604
2,650,875
2,101,729
1,625,136
476,592

23,507
6,395
2,575
7,306
71,283——
3,870
114,939

13,254
7,096
2,061
4,041
—
4,909
18,66910,15260,183

5,588
4,165
—
103
9,857
918,819

4,161—
23,540—27,702509,074316
51,400——51,716—25,2203,759
28,32057,300

9,140
2,573
—
11,892
23,606
946,928
160,834
786,093△21,927
808,021

14,248
—
2,314
7,491
24,054542,319
77,625
464,694—
464,694(Consolidated Statement of Comprehensive Income for the 3rd Quarter)(Unit: thousands of yen)

Net income before minority interests
Other comprehensive income
Valuation difference on other available-for-salesecurities
Share in comprehensive income of equity method
affiliates
Total other comprehensive income
Comprehensive income(Details)
Comprehensive income attributable to shareholders of
the parent company
Comprehensive income attributable to minority
interests

8

3rd Quarter of FY 2012

3rd Quarter of FY 2013

(April 1-Dec. 31, 2012)(April 1-Dec. 31, 2013)

786,093464,694△3,40674,562

2,844

5,183

△562
785,531

79,746544,440

807,458

544,440△21,927—

(3) Notes Concerning the Consolidated Financial Statements(Notes Concerning the Premise of a Going Concern)
Not applicable(Notes in the Case of Significant Changes in the Amount of Shareholders’ Equity)
Not applicable(Segment Information)
I. Previous 3rd Quarter Accumulated Period (April 1, 2012 through December 31, 2012)
1. Information Concerning Sales and Profit/Loss by Reportable Segment
Content
Business
Net sales
Sales to outside customers
Intersegment sales
transfers
Total
Segment profit
Notes:

andPoint Service
Business

Total(Unit: thousands of yen)
Consolidated
Adjustment
statement amount(Note 1)
(Note 2)

4,056,775

1,058,658

5,115,433—

5,115,433

12,409—12,409△12,409—

4,069,185
687,562

1,058,658
125,869

5,127,843
813,431△12,409306

5,115,433
813,737

1. The segment profit adjustment of ¥306 thousand refers to the elimination of intersegment transactions.
2. Segment profit is adjusted with the operating profit in the quarterly consolidated profit and loss statement.

2. Information Concerning Impairment Loss on Fixed Assets or Goodwill by Reportable Segment
This information is omitted since there is no critical impairment loss on fixed assets or significant change in
the amount of goodwill.
II. Current 3rd Quarter Accumulated Period (April 1, 2013 through December 31, 2013)
1. Information Concerning Sales and Profit/Loss by Reportable Segment
Content
Business
Net sales
Sales to outside customers
Intersegment sales
transfers
Total
Segment profit
Notes:

andPoint Service
Business

Total(Unit: thousands of yen)
Consolidated
Adjustment
statement amount(Note 1)
(Note 2)

3,758,796

993,808

4,752,604—

4,752,604

10,529297

10,826△10,826—

3,769,325
419,734

994,105
56,0794,763,431
475,814△10,826778

4,752,604
476,592

1. The segment profit adjustment of ¥778 thousand refers to the elimination of intersegment transactions.
2. Segment profit is adjusted with the operating profit in the quarterly consolidated profit and loss statement.

2. Information Concerning Impairment Loss on Fixed Assets or Goodwill by Reportable Segment
This information is omitted since there is no critical impairment loss on fixed assets or significant change in
the amount of goodwill.
3. Information Regarding Impairment Losses on Fixed Assets or Goodwill by Reportable Segment

This information is omitted since there is no critical impairment loss on fixed assets or significant change in
the amount of goodwill.

9

(Significant Subsequent Events)
1. Company Acquisition via Stock Acquisition
With effect from January 29, 2014, Faith Inc. acquired a capital stake in OK Life Inc. and also subscribedto a third-party allocation of new OK Life’s shares to third parties, thereby making OK Life a consolidated
subsidiary.
(1) Outline of business combination① Acquired subsidiary outline
Name:
OK Life Inc.
Business contents: Operation of social music website OKMusic, entrusted development of web software,
editing and publication of free paper “okmusic UP’s”, etc.
② Reason for proceeding with business combination
OK Life’s music service OKMusic is highly evaluated by its users as a service that has shrunk the
distance between amateur bands and singers that have yet to sign contracts with major music labels(artists) and the people who listen to their music (fans). OKMusic has achieved rapid growth to become
Japan’s number-one music social media service with over 22.9 million songs, over 2.7 million mentions,over 140,000 registered artists and over 50,000 fans, and is also developing as one of Japan’s largest
music news distribution services, boasting 83.4 billion PVs and 600 million UUs per month.
OKMusic is proceeding with three-dimensional service development centered on the free music
communication app “Music Fountain”, which allows smartphone users to enjoy commenting on andsharing stamps from the OKMusic site’s more than 22.9 million songs.
By bringing OK Life into the Faith Group, Faith will be able construct mutual links with the other
distribution services that reach the Group’s customer base of over 10 million users as well as with thevarious platforms that connect artists and fans. In addition, even greater business synergies can be
expected in line with prospective developments in the O2O business field, such as the Faith Group’s
e-tickets, distribution services and point solutions through links with the free music-specialist paper“okmusic UP’s”, which has a circulation of more than 120,000 copies.
③ Date of business combination
January 26, 2014
Also, processing will be carried out taking February 28, 2014 as the effective acquisition date.
④ Legal method of business combination
Stock acquisition⑤ Post-combination company name
No change⑥ Acquired voting rights ratio
59.3%⑦ Main grounds for deciding to acquire the acquired subsidiary
The decision was made to obtain 59.3% of the voting rights in the OK Life Inc. by obtaining shares inexchange for cash and subscribing to a third-party allocation of new shares(2) Cost of acquisition of the acquired subsidiary and its breakdown
Value of acquisition:(Cash and deposits)
Cost directly attributed to acquisition:(Due diligence costs, etc.)
Cost of acquisition:(3) Method of procuring funds for payment
Lump sum payment from own funds

10¥270,000,000¥3,700,000¥273,700,000

2. Tender Offer for Nippon Columbia Co., Ltd.
At the Board of Directors Meeting held on February 3, 2014, the Company voted to acquire ordinary sharesin Nippon Columbia Co., Ltd. (hereinafter referred to as “the target company”), which is an currently anaffiliate under the equity-method, by making a tender offer.
(1) Outline of tender offer① This tender offer is aimed at making the target company a consolidated subsidiary of the Company. The
Faith Group and the Columbia Group share a common understanding that for both groups to promote
their mutual business under an even more powerful capital relationship will lead to a further
improvement in the corporate value of both groups.
② Target company outline
Name:
Nippon Columbia Co., Ltd.
Business contents: Production, advertising and sales of audio, video and game software, etc., andmusic artist management
Paid-in capital:¥1,000 million③ Tender offer period
From February 4, 2013 until March 18, 2014 (30 business days)④ Tender offer price¥780 per share of common stock⑤ Number of share certificates to be purchased
Number of shares to be purchased
Lower limit of number ofshares to be purchased
3,692,500 shares—⑥ Changes in shareholding ratios due to the tender offer
Number of voting rights represented by shares, etc.,
held by the tender offeror before the tender offer
Number of voting rights represented by shares, etc.,
held by specially related parties before the tender offer
Number of voting rights represented by shares, etc.,
held by the tender offeror after the tender offer
Number of voting rights represented by shares, etc.,
held by specially related parties after the tender offer
Number of voting rights held by all shareholders

44,855521
81,780521

Upper limit of number of shares
to be purchased
3,692,500 shares(Shareholding ratio before thetender offer: 32.91%)(Shareholding ratio before thetender offer: 0.38%)(Shareholding ratio after thetender offer: 60.00%)(Shareholding ratio after thetender offer: 0.38%)

261,751⑦ Purchase price¥2,880,150,000(Note) The purchase price is a reflection of the number of shares to be purchased (3,692,500 shares)
times the tender offer price (¥780 per share).
⑧ Method of procuring funds for payment
Lump sum payment from own funds(2) Maintenance of stock market listing
As of today, the target company’s stock is listed on the First Section of the Tokyo Stock Exchange, Inc.,and this tender offer is not aimed at delisting the target company. Rather, the Company wishes topurchase 3,692,500 shares of the target company’s stock (holding ratio: 27.09%). In addition, theCompany is conducting this tender offer in order to bring the upper limit of its shareholding to8,178,038 shares) following the completion of the purchase of 3,692,500 shares through this tender offer.
After the tender offer is completed, the parties have a policy to maintain the listing of the target shareson the First Section of the Tokyo Stock Exchange, Inc.

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Note: This document is in English translation and is provided solely for reference purposes. In the eventof any inconsistency between the Japanese version and any English translation of it, the Japaneseversion will govern.

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