Consolidated Financial Results
for the Three Months Ended March 31, 2021
[IFRS]
May 14, 2021
Company name: NIPPON PAINT HOLDINGS CO., LTD.
Stock exchange listing: Tokyo Stock Exchange
Code number: 4612
URL: https://www.nipponpaint-holdings.com/
Representative: Yuichiro Wakatsuki, Representative Executive Officer & Co-President
Wee Siew Kim, Representative Executive Officer & Co-President
Contact: Ryosuke Tanaka, General Manager of Investor Relations
Phone: +81-50-3131-7419
Scheduled date of filing the quarterly securities report: May 14, 2021
Scheduled date of commencing dividend payments: Availability of supplementary briefing material on quarterly financial results: Yes
Schedule of consolidated financial results briefing session: Yes(Amounts of less than one million yen are rounded down.)
1. Consolidated Financial Results for the Three Months Ended March 31, 2021 (January 1, 2021 to March 31, 2021)(1) Consolidated Operating Results(% indicates changes from the previous corresponding period.)
Revenue

Operating profit

Three months ended
March 31, 2021
March 31, 2020

Million yen
231,426
162,916

%
42.1
10.6

Three months ended
March 31, 2021
March 31, 2020

Profit attributable toowners of parent
Million yen%
17,685136.7
7,470(29.9)

Basic earnings per
share

Million yen
26,26015,234

Profit before tax%
72.4(24.3)

Million yen
25,764
13,993%84.1(31.3)

ProfitMillion yen
17,778
10,226%73.8(32.2)

Comprehensive income
Million yen
81,261(50,566)%－－

Diluted earnings per
share

Three months ended
Yen
Yen
March 31, 2021
8.25
8.25
March 31, 2020
4.66
4.66
Note: NPHD implemented a 5-for-1 stock split of its common shares with March 31, 2021 as the record date and April 1, 2021 as theeffective date. Basic earnings per share and diluted earnings per share are calculated by assuming that the stock split was implemented
at the beginning of the fiscal year ended March 31, 2020.
(2) Consolidated Financial Position

Total assets
As of March 31, 2021
As of December 31, 2020

Million yen
1,862,032
1,615,384

Total equity
Million yen
912,616
699,805

Equity attributableto owners of parent

Equity attributableto owners of parent
to total assets

Million yen
904,275
568,398

%
48.6
35.2

2. Dividends
Annual dividends
1stquarter-end
Yen

2nd
quarter-end
Yen

3rd
quarter-end
Yen

Year-end

Total

Yen
Yen
Fiscal year ended
22.00
23.00
45.00
－
－
December 31, 2020
Fiscal year ending－
December 31, 2021
Fiscal year ending
5.00
5.00
10.00
－
December 31, 2021 (Forecast)
Note 1: Revision to the dividends forecast announced most recently: No
Note 2: NPHD implemented a 5-for-1 stock split of its common shares with March 31, 2021 as the record date and April 1, 2021 as
the effective date. The dividends for the fiscal year ended December 31, 2020 are the dividends before the stock split.
Note 3: Composition of the dividend forecast for the 2nd quarter of the fiscal year ending December 31, 2020: ordinary dividend:¥4.00; commemorative dividend: ¥1.00 for the 140th anniversary of the company’s founding.
3. Consolidated Financial Results Forecast for the Fiscal Year Ending December 31, 2021 (January 1, 2021 to December 31, 2021)(% indicates changes from the previous corresponding period)
Revenue
Million yen

Operating profit% Million yen%

Profit attributable to Basic earnings perowners of parent
share

Profit before tax
Million yen%

Million y
en

%

Yen

Full year
890,000
13.9
87,00088,00029.17
0.1(0.8) 67,000
50.1
Note 1: Revision to the financial results forecast announced recently: No
Note 2: Third-party allotment for value
NPHD issued new shares through a third-party allotment on January 25, 2021. As a result, the total number of new sharesissued increased by 148,700,000 shares to 474,102,443 shares.
Note 3: Basic earnings per share was calculated by taking into consideration the third-party allotment for value and the stock split
described in footnote, “2. Dividends.”

* Notes:(1) Changes in significant subsidiaries during the period under review: No(Changes in specified subsidiaries resulting in changes in the scope of consolidation)
Newly consolidated Excluded(2) Changes in accounting policies and changes in accounting estimates
1) Changes in accounting policies required by IFRS: No
2) Changes in accounting policies other than 1) above: No
3) Changes in accounting estimates: No(3) Total number of issued shares (common shares)
1) Total number of issued shares at the end of the period (including treasury shares):
March 31, 2021: 2,370,512,215 shares
December 31, 2020: 1,627,012,215 shares2) Total number of treasury shares at the end of the period:
March 31, 2021: 22,538,180 shares
December 31, 2020: 22,719,125 shares
3) Average number of shares during the period:
Three months ended March 31, 2021: 2,143,589,706 shares
Three months ended March 31, 2020: 1,603,885,038 shares
Note: NPHD implemented a 5-for-1 stock split of its common shares with March 31, 2021 as the record date and April 1, 2021 as theeffective date. The total number of shares issued at the end of the period, total number of treasury shares at the end of the period, andaverage number of shares during the period are calculated by assuming that the stock split was implemented at the beginning of the fiscal
year ended December 31, 2020.
*These consolidated financial results are outside the scope of audit by Certified Public Accountants or auditing corporations.
*Explanation of the proper use of financial results and other notes(Caution concerning forward-looking statements)
The earnings forecasts and other forward-looking statements in this report are based on information currently available and contain risks
and uncertainties. Actual results, etc. may differ significantly from the forecast due to various factors.

Table of Contents
1. Qualitative Information on Quarterly Financial Results for the Period under Review ........................ 2(1) Explanation of Operating Results ................................................................................................. 2(2) Explanation of Financial Position ................................................................................................. 3(3) Explanation of Consolidated Financial Results Forecast and Other Forward-Looking Information 3
2. Condensed Quarterly Consolidated Financial Statements and Primary Notes .................................... 4(1) Condensed Quarterly Consolidated Statements of Profit or Loss and Comprehensive Income ....... 4(2) Condensed Quarterly Consolidated Statement of Financial Position ............................................. 6(3) Condensed Quarterly Consolidated Statement of Changes in Equity ............................................. 8(4) Condensed Quarterly Consolidated Statement of Cash Flows ....................................................... 9(5) Notes to Condensed Quarterly Consolidated Financial Statements ............................................. 10(Notes on going concern assumption) ...................................................................................... 10(Segment information) ............................................................................................................ 10(Business combinations) ......................................................................................................... 13(Significant subsequent events) ............................................................................................... 16-1-

1. Qualitative Information on Quarterly Financial Results for the Period under Review(1) Explanation of Operating Results
During the three months ended March 31, 2021, consolidated revenue of Nippon Paint Holdings (“NPHD”) and its groupcompanies (collectively, the “Group”) increased by 42.1% from the corresponding period of the previous year (the “previous
year”) to ¥231,426 million due to the acquisition of 100% ownership of the Asia JVs and the Indonesia business owned by the
Wuthelam Group (Wuthelam and Mr. Goh Hup Jin collectively, “Wuthelam and Mr. Goh”; Wuthelam and Mr. Goh, Wuthelam’s
subsidiaries, and companies substantively controlled by Wuthelam and Mr. Goh collectively, the “Wuthelam Group”), coupledwith the strong performance in the decorative coatings business in China, which is a key business of the Group. Consolidated
operating profit increased by 72.4% from the previous year to ¥26,260 million on higher revenue. Consolidated profit before tax
increased by 84.1% from the previous year to ¥25,764 million, and profit attributable to owners of parent increased by 136.7%
from the previous year to ¥17,685 million.
Results by business segment are as follows.
Japan
In this region, revenue for automotive coatings was on a par with the previous year despite a lower number of automobiles
manufactured than the previous year due to factors such as the shortage of semiconductor chips. Industrial coatings revenue wason a par with the previous year despite weak market conditions such as new housing starts, contrary to expectations of a market
recovery from the COVID downturn. As for decorative paints, revenue was lower than the previous year due to factors such as
delays in construction projects and sluggish new paint project orders due to new waves of COVID infections.
As a result, consolidated revenue decreased by 0.4% from the previous year to ¥39,907 million. Consolidated operating profit
decreased by 13.7% to ¥4,383 million. From the first quarter of the current fiscal year, headquarters expenses incurred by theCompany, which were previously allocated to the Japan segment, are classified as “Adjustments” that do not belong to any
reportable segment in order to more accurately reflect the performance of each reportable segment.
Asia
In this region, the earnings of the Indonesia business have been included in the consolidated performance of the Group fromJanuary 2021. Revenue for automotive coatings increased from the previous year due to the continuing market recovery as shownin the increase in the number of automobile manufactured in China and Thailand. Revenue of decorative paints, a mainstay
business in Asia, was higher than in the previous year as a result of contributions from the earnings of the Indonesia business andthe continued recovery in demand for new housing construction and repainting interiors of existing homes in China.
As a result, consolidated revenue increased by 88.2% from the previous year to ¥117,394 million. Consolidated operating profit
increased by 175.2% to ¥19,248 million.
Oceania
In this region, revenue for decorative paints increased from the previous year due to the absence of the adverse effects incurredby bushfires and floods in the previous year, as well as robust demand for home renovations. Revenue for the paint related businessincreased due to robust demand for home renovation.
As a result, consolidated revenue increased by 30.5% from the previous year to ¥41,518 million, and consolidated operating
profit increased by 67.1% to ¥5,853 million.
Americas
In this region, revenue for automotive coatings increased from the previous year due to factors such as robust sales of automotive
parts in the United States, a core region, despite automobile production adjustments due to the shortage of semiconductor chips.
Revenue for the decorative paints increased due to factors such as stable housing demand and favorable weather.
As a result, consolidated revenue increased by 0.3% from the previous year to ¥17,703 million. Consolidated operating profit
increased by 12.6% to ¥925 million.

-2-

OtherIn this region, revenue for automotive coatings increased from the previous year due to the continuing market recovery fromthe impact of COVID, although at different paces from country to country. Revenue for decorative paints and paint related
businesses increased due to successful marketing activities.
As a result, consolidated revenue increased by 35.5% from the previous year to ¥14,902 million, and consolidated operating
profit increased by 72.1% to ¥1,387 million.

(2) Explanation of Financial Position
Total assets at the end of the first quarter of the current fiscal year increased by ¥246,647 million from the end of the previous
fiscal year to ¥1,862,032 million.
Current assets decreased by ¥57,754 million mainly due to a decrease in cash and cash equivalents. Non-current assets increasedby ¥304,401 million mainly because of an increase in goodwill resulting from the acquisition of the Indonesia business.
Liabilities increased by ¥33,836 million yen to ¥949,415 million mainly due to an increase in trade and other receivables.
Equity increased by ¥212,810 million to ¥912,616 million. This was mainly attributable to an increase in share capital due toan issuance of new shares through a third-party allotment.
As a result, equity attributable to owners of parent to total assets increased from 35.2% at the end of the previous fiscal year to
48.6%.

(3) Explanation of Consolidated Financial Results Forecast and Other Forward-Looking Information
There are no changes in the consolidated earnings forecast for the fiscal year ending December 31, 2021 provided in the financial
report for the fiscal year ended December 31, 2020 that was released on February 10, 2021.

-3-2. Condensed Quarterly Consolidated Financial Statements and Primary Notes(1) Condensed Quarterly Consolidated Statements of Profit or Loss and Comprehensive Income
Condensed Quarterly Consolidated Statement of Profit or Loss
Three Months Ended March 31
For the three months ended
March 31, 2020
162,916(Million yen)
For the three months ended
March 31, 2021
231,426

Cost of sales(94,869)(135,706)

Gross profit
Selling, general and administrative expenses
Other income

68,046(52,774)589

95,719(70,978)
2,389

Other expenses

(626)

(869)

Operating profit

15,23426,260

Revenue

Finance income
Finance costs
Share of profit of investments accounted for using
equity method
Loss on step acquisitions

964

2,333

(2,594)(1,699)

389

471

－

(1,601)

Profit before tax

13,99325,764

Income taxes(3,767)(7,985)

Profit10,226

17,778

7,470

17,685

Profit attributable to
Owners of parent
Non-controlling interests

2,756

93

Profit10,226

17,778

Basic earnings per share (yen)

4.66

8.25

Diluted earnings per share (yen)

4.66

8.25

Earnings per share-4-Condensed Quarterly Consolidated Statement of Comprehensive Income
Three Months Ended March 31(Million yen)
For the three months ended
March 31, 2020

For the three months ended
March 31, 2021

10,226

17,778(5,824)

855

(33)

(44)

－

1

(5,857)811(54,378)

62,414

88

36

(645)

219

(54,935)

62,670Total other comprehensive income(60,793)

63,482Comprehensive income(50,566)

81,261(48,829)80,826

ProfitOther comprehensive income
Items that will not be reclassified to profit or loss
Financial assets measured at fair value
through other comprehensive income
Remeasurements of defined benefit plans
Share of other comprehensive income ofinvestments accounted for using equity
methodTotal of items that will not be reclassified to
profit or loss
Items that may be reclassified to profit or loss
Exchange differences on translation offoreign operations
Cash flow hedges
Share of other comprehensive income ofinvestments accounted for using equity
methodTotal of items that may be reclassified to
profit or loss

Comprehensive income attributable to
Owners of parent
Non-controlling interests
Comprehensive income-5-(1,737)434(50,566)

81,261

(2) Condensed Quarterly Consolidated Statement of Financial Position(Million yen)
As ofDecember 31, 2020

As ofMarch 31, 2021

AssetsCurrent assets
Cash and cash equivalents

232,134

121,600

Inventories

94,055

118,479

Trade and other receivables

231,995

270,426

Other financial assets

66,91554,874

Other current assets

17,46819,970642,569

585,350

Assets held for sale

927

391

Total current assets

643,496585,742

Property, plant and equipment

248,302

273,457

Goodwill

424,168

689,976

Other intangible assets

230,099

245,364

Investments accounted for using equity method

13,174

8,661

Other financial assets

49,93952,850

Other non-current assets

3,124

3,068

Deferred tax assets

3,078

2,909

971,887

1,276,289

1,615,384

1,862,032

Subtotal

Non-current assets

Total non-current assets
Total assets-6-

(Million yen)
As ofDecember 31, 2020

As ofMarch 31, 2021

Liabilities and equity
Liabilities
Current liabilities
Trade and other payables

161,525

167,697

Bonds and borrowings

68,13373,351Other financial liabilities

25,534

26,429

Income taxes payable

8,796

12,716

Provisions

2,945

5,788

Other current liabilities

48,61154,014

Total current liabilities

315,547

339,998

Bonds and borrowings

467,627

468,917

Other financial liabilities

46,91747,781Retirement benefit liability

20,76323,192

Non-current liabilities

Provisions

775

964

Other non-current liabilities

4,344

4,383

Deferred tax liabilities

59,60264,176

Total non-current liabilities

600,030

609,417915,578

949,415

78,862

671,432

Total liabilities
EquityShare capital
Capital surplus

63,320－Treasury shares(6,268)(6,221)Retained earnings

444,639

195,684

Other components of equity(12,156)

43,379Total equity attributable to owners of parent

568,398

904,275

Non-controlling interests

131,407

8,341

699,805

912,616

1,615,384

1,862,032

Total equity
Total Liabilities and equity-7-(3) Condensed Quarterly Consolidated Statement of Changes in Equity
For the Three Months Ended March 31, 2020 (From January 1, 2020 to March 31, 2020)(Million yen)
Equity attributable to owners of parent
SharecapitalBalance as of January 1, 2020

CapitalsurplusTreasurysharesRetainedearnings

Other
components ofequityTotal

Noncontrollinginterests

Total equity

78,862

62,927(6,378)411,941

5,568

552,922

135,056

687,979

Profit

－

－

－

7,470

－

7,470

2,756

10,226

Other comprehensive income

－

－

－

－

(56,299)(56,299)(4,493)(60,793)

Comprehensive income

－

－

－

7,470

(56,299)(48,829)(1,737)(50,566)

Issuance of new shares

－

－

－

－

－

－

－

－

New share issuance expenses

－

－

－

－

－

－

－

－

Purchase of treasury shares

－

－

(0)

－

－

(0)

－

(0)

Disposal of treasury shares

－

61

27

－

－

89

－

89

Dividends－－－(7,378)－(7,378)(1,897)(9,275)

Changes in ownership interest in
subsidiaries

－

－

－

－

－

－

－

－

Transfer from retained earnings tocapital surplus

－

－

－

－

－

－

－

－

Change in scope of consolidation

－

－

－

－

－

－

－

－

Transfer from other components ofequity to retained earnings

－

－

－

(43)

43

－

－

－

Other

－

－

－

－

－

－

(8)

(8)

Total transactions with owners

－

61

27

(7,421)

43(7,289)(1,905)(9,195)

Balance as of March 31, 2020

78,862

62,989(6,350)411,990(50,688)496,803

131,413628,216

For the Three Months Ended March 31, 2021 (From January 1, 2021 to March 31, 2021)(Million yen)
Equity attributable to owners of parent
SharecapitalBalance as of January 1, 2021

CapitalsurplusTreasurysharesRetainedearnings

Other
components ofequityTotal

Noncontrollinginterests

Total equity

78,862

63,320(6,268)444,639(12,156)

568,398

131,407699,805

Profit－－－17,685－

17,68593

17,778Other comprehensive income

－

－

－

－

63,141

63,141

340

63,482Comprehensive income

－

－

－

17,685

63,14180,826434

81,261

592,569

592,569－－－

1,185,139－

1,185,139

New share issuance expenses－(3,619)－－－(3,619)－(3,619)Purchase of treasury shares

－

－

(3)

－

－

(3)

－

(3)

Disposal of treasury shares

－

218

50

－

－

269

－

269

Dividends－－－(7,380)－(7,380)(95)(7,476)

Changes in ownership interest in
subsidiaries－(912,321)－－(7,033)(919,354)(124,174)(1,043,529)

Transfer from retained earnings tocapital surplus－

259,832－(259,832)

－

－

－

－

Change in scope of consolidation

－

－

－

－

－

－

748

748

Transfer from other components ofequity to retained earnings

－

－

－

573

(573)

－

－

－

Other

－

－

－

－

－

－

21

21

Total transactions with owners

592,569(63,320)46(266,639)(7,606)

255,050(123,500)

131,549

Balance as of March 31, 2021

671,432－(6,221)

195,684

43,379904,275

8,341

912,616

Issuance of new shares-8-（４）Condensed Quarterly Consolidated Statement of Cash Flows(Million yen)
For the three months ended
March 31, 2020

For the three months ended
March 31, 2021

13,993
7,135

(675)
1,658

25,764
8,417(1,528)
1,601
(826)
1,528

Cash flows from operating activities
Profit before tax
Depreciation and amortization
Gain on bargain purchase
Loss on step acquisitions
Interest and dividend income
Interest expenses
Share of loss (profit) of investments accounted forusing equity method
Decrease (increase) in inventories

(389)

(471)

(3,414)(9,915)Decrease (increase) in trade and other receivables
Increase (decrease) in trade and other payables
Increase (decrease) in other current liabilities
Other(4,639)(18,722)183
3,650(14,991)(8,487)
(823)
2,029

SubtotalInterest received
Dividends received
Interest paid
Income taxes paid

(1,221)787
869(2,092)(6,803)

2,297
881
32
(1,930)(5,639)Net cash provided by (used in) operating activities(8,460)(4,358)Cash flows from investing activities
Net decrease (increase) in time deposits
Net decrease (increase) in marketable securities
Purchase of property, plant and equipment
Proceeds from sale of property, plant and equipment
Purchase of intangible assets
Purchase of shares of subsidiaries
Payments for loans receivable
Other(2,610)12,538(6,518)193(504)(1,453)
(20)
460

5,929
17,406(7,566)
171(891)(98,280)(3,005)233

Net cash provided (used in) investment activities

2,083(86,002)(322,163)
321,762(13,067)(2,398)－(7,378)
(153)

2,607
693
(928)
(2,243)(5,214)(7,334)(1,325)－(10,011)

284

(31)

Net cash provided by (used in) financing activities
Effect of exchange rate changes on cash and cash equivalents(23,114)(4,901)(23,788)
3,616

Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period(34,393)
123,300(110,534)
232,134

Cash and cash equivalents at end of period

88,906

121,600－－

Cash flows from financing activities
Net increase (decrease) in short-term borrowings
Proceeds from long-term borrowings
Repayments of long-term borrowings
Repayments of lease obligations
Payments for issuance of shares
Dividends paid
Dividends paid to non-controlling interests
Dividends paid to former shareholders of
newly consolidated subsidiaries
Other

-9-

(5) Notes to Condensed Quarterly Consolidated Financial Statements(Notes on going concern assumption)
There is no relevant information.
(Segment information)(1) Summary of reportable segments
The reportable segments of the Group categorize the business composition of the Group for which separate financial information
is available and are subject to periodical evaluation by the Board of Directors, which is the highest decision-making body, in orderto make decisions regarding management resource allocation and performance assessment. The Group’s primary businesses are
the paint and coating business which manufactures and sells automotive coatings, decorative paints, industrial coatings, finechemicals, and other paints, and the paint related business which manufactures and sells paint-related products such as adhesives.
NPHD and separate local companies are responsible for activities in Japan, and separate local companies are responsible for theAsia, Oceania, Americas, and other overseas regions. Each company is an individual management unit which makes decisions
about items to carry and strategies for each region to foster business growth.
As a result, the Group consists of four reportable segments divided by region with a manufacture and sales structure as a base:
Japan, Asia, Oceania, and Americas.
“Other” consists of business activities at overseas subsidiaries in Europe, etc. These business activities are managed individually,
but are not material enough to be disclosed separately as an independent segment of the Group.
(2) Matters regarding changes in reportable segments
From the first quarter of the current fiscal year, headquarters expenses incurred by Nippon Paint Holdings, which werepreviously allocated to the Japan segment, are classified as “Adjustments” that do not belong to any reportable segment in orderto more accurately reflect the performance of each reportable segment. The segment information for the first quarter of the previous
fiscal year has been revised for consistency with this change.

- 10 -

(3) Performance by reportable segment
For the Three Months Ended March 31, 2020 (From January 1, 2020 to March 31, 2020)
Reportable segment(Million yen)
Condensed
quarterly
Adjustments
consolidated(Note)
financialstatements

Other

Total

151,915

11,001

162,916－

162,916

25

5,776

177

5,953

(5,953)－31,827

17,671

157,691

11,178168,869(5,953)

162,916

3,502

821

16,398806

17,205(1,970)15,234

Japan

Asia

Oceania

Americas Subtotal

Revenue from externalcustomers

40,08162,361

31,826

17,645Intersegment revenue

4,739

1,009

1

Total

44,821

63,370

5,080

6,993

Revenue

Segment profit (loss)
Financial income

964

Financial costs(2,594)

Share of profit ofinvestments accounted forusing equity method

389

Loss on step acquisitions－

Profit before tax

13,993

Note: Adjustments for segment profit of ¥-1,970 million include Headquarters expenses of ¥-3,612 million that do not belong to
any reportable segment and intersegment eliminations of ¥1,641 million.
For the Three Months Ended March 31, 2021 (From January 1, 2021 to March 31, 2021)
Reportable segment(Million yen)
Condensed
quarterly
Adjustments
consolidated(Note)
financialstatements

Other

Total

216,524

14,902

231,426－

231,426

19

6,847

181

7,028

(7,028)－41,62817,723

223,371

15,083

238,454(7,028)231,426

5,853

925

30,4091,387

31,797(5,537)26,260

Japan

Asia

Oceania

Americas Subtotal

Revenue from externalcustomers

39,907

117,394

41,51817,703

Intersegment revenue

5,604

1,113

109

Total

45,511

118,507

Segment profit

4,383

19,248

Revenue

Financial income

2,333

Financial costs(1,699)

Share of profit ofinvestments accounted forusing equity method

471

Loss on step acquisitions(1,601)

Profit before tax

25,764

Note: Adjustments for segment profit of ¥-5,537 million includes Headquarters expenses of ¥-7,222 million that do not belong to
any reportable segment and intersegment eliminations of ¥1,684 million yen.

- 11 -

(4) Information on products and services
For the Three Months Ended March 31, 2020 (From January 1, 2020 to March 31, 2020)(Million yen)
Japan

Asia

Oceania

Americas

Other

Total

Paint and coating business

40,08162,361

18,321

17,645

9,025

147,435

Automotive coatings

10,253

12,358

－

6,011

2,615

31,239Decorative paints

10,25940,514

17,048

10,8795,182

83,884

Industrial coatings

9,092

5,053

1,272

－

841

16,259Fine chemicals

2,006

1,214

－

720

345

4,286

Other paints

8,469

3,221

－

34

40

11,765－－

13,505－

1,975

15,48040,08162,361

31,826

17,645

11,001

162,916

Paint related business
Total

For the Three Months Ended March 31, 2021 (From January 1, 2021 to March 31, 2021)(Million yen)
Japan

Asia

Oceania

Americas

Other

Total

Paint and coating business

39,907

117,394

23,092

17,703

11,275

209,372

Automotive coatings

10,177

19,294

－

6,160

2,883

38,516

Decorative paints

9,935

82,12021,538

11,228

6,708

131,532

Industrial coatings

9,026

9,044

1,553

－

1,069

20,693

Fine chemicals

1,923

1,592

－

314

612

4,442

Other paints

8,844

5,342

－

－

1

14,187－－

18,426－

3,627

22,05339,907

117,394

41,51817,703

14,902

231,426

Paint related business
Total- 12 -

(Business combinations)
For the three months ended March 31, 2020 (From January 1, 2020 to March 31, 2020)
There is no relevant information
For the three months ended March 31, 2021 (From January 1, 2021 to March 31, 2021)(Acquisition of the 100% ownership of the Asian JVs and the Indonesia business)
Main reasons for the business combinations
The many applications of paint include residential and commercial construction, transport applications such as cars and trains, andinfrastructure such as bridges and roads, meaning that demand for paint increases in step with population growth and urbanization. Asia
is becoming a key region for NPHD’s sustainable growth in terms of both market size and growth rate. NPHD acquired approximately
100% ownership of the Asian JVs (the “Target JVs,” collectively with the Indonesia business, the “Target Businesses”) with the
Wuthelam Group due to the outlook for increasing demand in Asia because of the projected demographic and economic growth in Asia.
The Indonesia business operates in the growing Indonesian market and has a large share of the decorative paints market, which hassignificant growth potential due to its correspondence to population and per-capita GDP growth. Acquiring the Indonesia business gives
the Company a dominant position with its “Asia x Construction” business model. Furthermore, by increasing its equity and enhancing
its financial soundness by issuing new shares through a third-party allotment to NIPSEA International Limited and Fraser (HK) Limited,which are both members of the Wuthelam Group, the Company will be in an even better position to use M&A for the maximization ofshareholder value. This is expected to further accelerate growth.
The acquisition of the Target Businesses will also enable the Company to fully capture in the non-controlling interests of the AsianJVs that previously belonged to the Wuthelam Group, as well as the profits of the Indonesia business, which will be consolidated into
the Company’s earnings. This is expected to increase basic earnings per share (EPS) and enable the Company to optimize the allocationof resources by reducing the outflow of profits. Furthermore, the consolidation of the Asian JVs and Indonesia business will allow
shifting the industrial coatings business from a regional focus to a business focus and constructing a unified global system. This will
enable faster decision-making and business execution and is expected to increase operating profit. Therefore, these acquisitions are
expected to contribute to the maximization of shareholder value.
The transaction includes the following business combination and acquisition of non-controlling interests.
(1) Business combination(i) Summary of business combination(a) Name and description of businesses of companies acquired
Name of companies acquired: Neave Limited and its subsidiary PT NIPSEA Paint and Chemicals (the Indonesia business)
Business activities: Manufacture and sale of paint(b) Date of acquisition
January 25, 2021
(c) Percentage of equity interests with voting rights acquired: 100%(d) Method of acquisition of control: By acquisition of shares(ii) Fair value of assets acquired and liabilities assumed at the date of business combination（Million yen）
Fair value
Cash and cash equivalents

1,062

Property, plant and equipment

6,802

Intangible assets

25

Other assets

14,115

Fair value of liabilities assumed(5,937)

Fair value of assets acquired and liabilities assumed, net

16,069- 13 -

Trade and other receivables(Million yen)Contractual amount due

Fair value

Trade and other receivables

7,249

6,980

Accounts receivable-other

97

93

Total

7,346

7,074

Best estimate of contractual cash flows not expected tobe collected

(272)

－

Net total

7,074

7,074

The amounts of assets acquired and liabilities assumed are provisionally calculated based on the information available at thistime because the allocation of acquisition cost had not been completed as of March 31, 2021. Accounting treatment at the timeof the acquisition will be modified if any revisions or additions to the above amounts are needed because NPHD becomesaware of new information about facts and circumstances that existed at the date of the acquisition within one year of theacquisition date.
(iii) Consideration transferred and goodwill(Million yen)AmountConsideration transferred(Cash）(Claim for payment ofconsideration）(Note 1)

A

100,000

B

135,490

Fair value of assets acquired and liabilities
assumed, net
Non-controlling interests (Note 2)

C

16,069D

16

Goodwill (Note 3) A+B-(C-D）

E

219,436

Note 1: NPHD issued new shares through a third-party allotment in exchange for a contribution in kind.
Note 2: Non-controlling interests are measured as the ownership ratio of non-controlling shareholders of the fair value ofidentifiable net assets of the acquired company
Note 3: Goodwill primarily reflects the ability to generate excess earnings in the future and synergies with existing
businesses. Goodwill does not include any amount which is expected to be deductible for tax purposes.
(iv) Acquisition-related expenses
Account item: Selling, general and administrative expenses
Amount: ¥387 million(v) Effects on the condensed consolidated statement of profit or loss
Financial results of the acquired company on and after the date of acquisition recognized in the condensed consolidated
statement of profit or loss
（Million yen）
For the three months ended
March 31, 2021
(From January 1, 2021 toMarch 31, 2021)
9,910

Revenue
Profit2,971- 14 -

(vi) Effects of business combination on cash flows(Million yen)AmountConsideration paid for acquisition

100,000

Cash and cash equivalents(1,062)

Purchase of shares of subsidiaries

98,937(2）Acquisition of non-controlling interests
In the three months ended March 31, 2021, NPHD acquired additional shares of the following companies in order to establish afoundation for growth through the integration of the Group’s Asian operations.
As a result, non-controlling interests declined by ¥124,174 million, capital surplus by ¥912,321 million, and other componentsof equity by ¥7,033 million. Due to these changes, capital surplus became negative, and ¥259,832 million was transferred fromretained earnings to capital surplus to make capital surplus zero.
Ownership ratio of voting rights(indirect ownership)Company

Prior toacquisition

Additional
acquisition

Afteracquisition

Nippon Paint (China) Company Limited (Note)

51%
(－%)

Guangzhou Nippon Paint Co., Ltd. (Note)

51%
(－%)

Nippon Paint (Chengdu) Co., Ltd. (Note)

51%
(－%)

Nippon Paint (H.K.) Company Limited (Note)

51%
(－%)

Nippon Paint Marine Coatings Co., Ltd. (Note)

60%
(－%)

Nippon Paint Materials Co., Ltd. (Note)

60%
(－%)

Nippon Paint Coatings (Taiwan) Co., Ltd.

51%
(－%)

49%
(49%)
49%
(49%)
49%
(49%)
49%
(49%)
40%
(40%)
40%
(40%)
49%
(－%)

100%
(49%)
100%
(49%)
100%
(49%)
100%
(49%)
100%
(40%)
100%
(40%)
100%
(－%)

NIPSEA Chemical Co., Ltd.

51%
(－%)

49%
(－%)

100%
(－%)

Nippon Paint (Malaysia) Sdn. Bhd.

51%
(－%)

49%
(－%)

100%
(－%)

Paint Marketing Co. (M) Sdn. Bhd

51%
(－%)

49%
(－%)

100%
(－%)

Nippon Paint (Singapore) Company Private Limited

51%
(－%)

49%
(－%)

100%
(－%)

NIPSEA Technologies Pte. Ltd.

51%
(－%)

49%
(－%)

100%
(－%)

Nippon Paint (Thailand) Company Limited

51%
(－%)

48.9%
(－%)

99.9%
(－%)

Note: Company owned indirectly through NIPSEA Pte. Ltd.

- 15 -

(Significant subsequent events）
Based on the resolution of the Board of Directors on February 10, 2021, NPHD implemented a stock split and partially amended the
Articles of Incorporation with April 1, 2021 as the effective date.
(Stock split)(1) Purpose of the stock split
The purpose of the stock split is to improve the liquidity of NPHD’s stock and make the stock more accessible to a broader baseof investors as well as our Group’s employees and others by reducing the price per investment unit.
(2) Outline of the stock split(i) Method of the stock split
Each share of common stock owned by shareholders listed or recorded in the final register of shareholders as of the record dateof March 31, 2021 was split into five shares.
(ii) Number of shares increased by the stock split
Total number of issued shares prior to the stock split:

474,102,443 shares

Number of shares increased by the stock split:

1,896,409,772 shares

Total number of issued shares following the stock split:

2,370,512,215 shares

Total number of authorized shares following the stock split:

5,000,000,000 shares(iii) Schedule of the stock split
Public notice of record date:

March 12, 2021

Record date:

March 31, 2021

Effective date:

April 1, 2021

(3) Effects on per share information
Effects on per share information are described where appropriate.
(Partial amendment to the Articles of Incorporation)(1) Reason for the amendment
In conjunction with the stock split, pursuant to Article 184, Paragraph 2 of the Companies Act, NPHD has amended Article 6(Total Number of Authorized Shares) of its Articles of Incorporation.
(2) Details of the amendment(Changes are underlined)
Prior to the amendment

Following the amendment(Total Number of Authorized Shares)(Total Number of Authorized Shares)

Article 6 The total number of shares authorized to be issued

Article 6 The total number of shares authorized to be issued

by the Company shall be one billion shares.

by the Company shall be five billion shares.

(3) Schedule of the amendment
Effective date: April 1, 2021
(Other)
The amount of stated capital did not change as a result of this stock split.

- 16 -