CoverDocument Filed

Quarterly Securities Report (“Shihanki Hokokusho”)

Applicable Law

Article 24-4-7, Paragraph 1 of the Financial Instruments and Exchange Act of Japan

File toDirector, Kanto Local Finance Bureau

Filing Date

November 10, 2021

Fiscal Year

The Third Quarter of the 21st Business Term (From July 1, 2021 to September 30, 2021)

Company Name

Vision Inc.

Title and Name of Representative Kenichi Sano, President, Founder & CEO
Address of Head Office

6-5-1 Nishi-Shinjuku, Shinjuku-ku, Tokyo

Phone No.

+81 3 (5325) 0344

Contact Person

Shinichi Nakamoto, Director, Managing Executive Officer, CFO, and General Manager of
Administrative Dept.

Contact Address

6-5-1 Nishi-Shinjuku, Shinjuku-ku, Tokyo

Phone No.

+81 3 (5325) 0344

Contact Person

Shinichi Nakamoto, Director, Managing Executive Officer, CFO, and General Manager of
Administrative Dept.

Place Where
Available for Public Inspection

Tokyo Stock Exchange(2-1 Nihombashi Kabuto-cho, Chuo-ku, Tokyo)―1―

Part 1: Company Information
Item 1: Company Overview
1. Changes in Major Management Indicators

Reporting period

FY2020/3Q

FY2021/3Q

Cumulative period

Cumulative period

January 1, 2020 -January 1, 2021 -January 1, 2020 -September 30, 2020

September 30, 2021

December 31, 2020

FY2020Net sales(Thousands of yen)

13,108,091

13,392,003

16,654,475

Ordinary profit(Thousands of yen)

167,813

1,042,134

227,947(Thousands of yen)

-1,226,334

702,010-1,183,960

Comprehensive income(Thousands of yen)

-1,205,368

728,885-1,152,432

Net assets(Thousands of yen)

8,716,235

9,502,312

8,769,171

Total assets(Thousands of yen)

11,046,902

12,632,294

11,313,034

Profit or loss (-) attributable toowners of parent

Basic earnings per share(Yen)-25.9414.91-25.07

Diluted earnings per share

(Yen)

－

14.50

－

Equity-to-asset ratio

(%)

78.7

75.2

77.3

Reporting period
Basic earnings per share

FY2020/3Q

FY2021/3Q

Fiscal period

Fiscal period

July 1, 2020 -July 1, 2021 -September 30, 2020

September 30, 2021

2.67

5.22

(Yen)

(Note) 1. Since the Company prepares quarterly consolidated financial statements, changes in non-consolidated financial data,
among others, are not provided.
2. Sales do not include consumption tax.
3. Diluted earnings per share for FY2020/3Q consolidated cumulative period and FY2020 are not shown in the above tablebecause there was a net loss per share, although there are dilutive shares.

2. Description of Business
During the third quarter of the current consolidated cumulative period, there have been no significant changes in the content ofbusinesses operated by the Group (the Company and its affiliated companies).
In addition, there are no changes to major affiliated companies.

―2―

Item 2: Business Overview
1. Business Risks
During the first three quarters of the current fiscal year, there were no significant changes relating to business or accounting that
may impact on the decisions of investors or cause major changes from the “Business Risks” described in the securities report for theprevious fiscal year.
We will continue to closely monitor the situation regarding the spread of COVID-19, as it may have an impact on our Group’sbusiness results.

2. Management’s Analysis of Consolidated Financial Condition, Results of Operations, and Cash Flow Conditions
This report contains certain forward-looking statements that are based on the management’s judgments as of the last day of theconsolidated fiscal period for the third quarter.

(1) Financial position and operating results
For the current consolidated cumulative period, Japan’s economy had been starting to show signs of recovery amidst a harsheconomic environment due to the COVID-19 pandemic, but the pace is now slowing down.
Looking ahead, the economy is expected to pick up, partly due to the effects of various policies and improvements in overseas
economies and as various countermeasures against infection are taken and vaccination rates increase. However, we need to closely
monitor risks due to the effects through the supply chain, trends in infection rates in Japan and overseas, and fluctuations in financial
and capital markets.
While still in a severe economic environment where measures are being taken to restrict travel both internationally as well as
domestically, the Group has continued to focus on the “GLOBAL WiFi” and Information and Communications Service businesses
for the domestic market.
As a result, net sales, operating profit, ordinary profit, and profit attributable owners of parent for the third quarter of the current
fiscal year all exceeded the results of the third quarter of the previous fiscal year.
FY2021/3Q

FY2020/3Q

Cumulative period

Cumulative period(million yen)(million yen)

ChangeYoY(million yen)(%)

Net sales

13,392

13,108283

2.2

Operating profit

1,013

58

955

1,641.8

Ordinary profit

1,042

167

874

521.0

702

-1,226

1,928－

Profit or loss (-) attributableowners of parent
Business results by segment are as follows.
(“GLOBAL WiFi” Business)

During the third quarter of the consolidated cumulative period, there was domestic demand for Wi-Fi router rentals to be used invarious situations such as moving, business trips, various events, etc. as the pandemic necessitates working from home and doing
sales online. We have endeavored to increase sales of our services, “Global WiFi for Biz,” monthly charge mobile Wi-Fi router forthe office, “Vision WiMAX,” an ultra-high-speed Wi-Fi router, and “World eSim”, our newly released eSim service that can be―3―

used in 120 countries around the world.
Also, those entering Japan must install certain apps on their phone as part of border measures at the airport quarantine station
when entering Japan and we have temporarily been given the registration and confirmation work for the app since April 2021.
As a result of these efforts, both sales and segment profit for the third quarter of the current consolidated cumulative period
exceeded the results for the same period of the previous year and these are the highest quarterly results since the previous third
quarter consolidated accounting period when the effects of COVID-19 became apparent.

Net sales

FY2021/3Q

FY2020/3Q

Cumulative period

Cumulative period(millions of yen)

ChangeYoY(millions of yen)(millions of yen)

(%)

6,493

5,906

586

9.9

749

-48

797

－

Segment profit or loss (-)(Information and Communications Service Business)
For this segment, we are developing services that can contribute to cost reduction, operational efficiency improvement, andremote work support, which are able to be operational during and after the pandemic and where demand can be expected regardlessof the economy.
We are also working on improving stability and profitability by increasing stock and promoting efficient sales activities, using
the strategies of targeting new corporations and venture companies and upselling or cross-selling according to the growth stage ofthe company.
During the third quarter of the current consolidated cumulative period, there was large demand for mobile telecommunications
equipment that support remote environments and we focused on sales. Additionally, in the future, operating costs will temporarily
increase however continuous monthly profits can be expected with our new power service “Vision Denki” mainly aimed at small
and medium-sized enterprises and start-up companies.
As a result, sales were higher than in the same period of the previous year, but segment profit was lower than in the same periodof the previous year.
FY2021/3Q

FY2020/3Q

Cumulative period

Cumulative period(millions of yen)
Net sales
Segment profit

ChangeYoY(millions of yen)(millions of yen)

(%)

6,724

6,666

57

0.9

1,024

1,184

-160

-13.5

Analysis of financial position(Assets)
Total assets at the end of the third quarter consolidated accounting period are 12,632 million yen (1,319 million yen morethan the end of the previous consolidated fiscal term).
Current assets are 10,384 million yen (1,511 million yen more than the end of the previous consolidated fiscal term). The
main reasons for this are that cash and deposits increased by 957 million yen and notes and accounts receivable increased by 673
million yen.
Fixed assets are 2,247 million yen (192 million yen less than the end of the previous consolidated fiscal term) because
investment and other assets decreased by 231 million yen.

―4―

(Liabilities)
Total liabilities at the end of the third quarter consolidated accounting period are 3,129 million yen (586 million more than theend of the previous consolidated fiscal term).
Current liabilities are 3,105 million yen (597 million yen more than the end of the previous consolidated fiscal term). This wasdue to the increase of bills and accounts payable by 103 million yen, payable income taxes and the like by 60 million yen, andreserve for bonuses by 95 million yen.
Fixed liabilities are 24 million yen (11 million yen less than the end of the previous consolidated fiscal term).
(Net assets)
Total net assets at the end of the third quarter consolidated accounting period are 9,502 million yen (733 million yen more thanthe end of the previous consolidated fiscal term).
The main reason for this was the recording of a net income of 702 million yen attributable to owners of the parent.
(2) Business and financial challenges that should be prioritized and addressed
During the third quarter of the current consolidated cumulative period, there were no changes in priority business or financial
issues that need to be addressed by the Group.
(3) Research and development activities
Not applicable.

3. Important Material Contracts, etc.
During the third quarter of the current consolidated cumulative period, there were no business contracts decided or signed.

―5―

Item 3: Information Related to Vision
1. Information Related to Vision’s Shares(1) Total number of shares① SharesClass

Total number of shares authorized to be issued (shares)

Common stock

123,000,000

Total

123,000,000② Issued shares

Class

Number of shares issued
as of the end of period(September 30, 2021)

Stock exchange on which
Number of shares issues
Vision is listed or authorized
as of the filing datefinancial instruments firms(November 10, 2021)
association

Common stock

49,053,000

49,063,500

Tokyo Stock Exchange(The First Section)

Total

49,053,000

49,063,500―

Description
The number ofshares per one unitof shares is 100
shares.
―(Note) Number of shares issues as of the filing date does not include the number of shares issued by exercising stock acquisitionrights from November 1, 2021 to the filing date of this quarterly securities report.
(2) Status of stock acquisition rights① Information on stock option limits
Not applicable.
② Status of other stock acquisition rights
Not applicable.
(3) Exercise status of corporate bonds with stock acquisition rights with exercise price adjustment clauseNot applicable.
(4) Changes in the total number of issued shares, capital, etc.

Date

Changes in the Balance of thetotal number of total number ofissued shares issued shares(shares)(shares)

Changes incapital(thousands ofyen)

July 1, 2021 - September
5,400
49,053,000
2,344
30, 2021 (Note)(Note) This is an increase due to the exercise of stock acquisition rights.
(5) Status of major shareholders
Not applicable for the third quarter ended December 31, 2021.

―6―

Balance ofcapital(thousands ofyen)
2,373,469

Changes in
Balance ofcapital reserve capital reserve(thousands of (thousands of
yen)
yen)
2,344

2,191,467

(6) Voting status① Issued shares
As of September 30, 2021
Classification

Number of stock shares

Number of voting rights

Description

Shares without voting rights

－

－

－

Shares with restricted voting rights(treasury stock, etc.)

－

－

－

Shares with restricted voting rights(others)

－

－

－

－

－

Shares with full voting rights(treasury stock, etc.)
Shares with full voting rights(others)
Shares representing less than one
unit(Treasury stock)
Common stock
1,948,000
Common stock
47,098,300

470,983－

Common stock

Number of issued shares

Total number of voting rights

6,700

－

－

49,053,000－－

470,983－－(Note) “Shares representing less than one unit” includes 90 shares of company treasury stock.
② Treasury stock

Owner’s name(Treasury stock)
Vision Inc.
Total

Owner’s address

6-5-1 Nishi-Shinjuku, Shinjuku,
Tokyo－

As of September 30, 2021
Ownership
percentage ofTotal number
total number ofof shares held
shares(shares)
outstanding(%)

Number ofshares heldunder
own name(shares)Number ofshares held
under the nameof others(shares)

1,948,000－

1,948,000

3.97

1,948,000－

1,948,000

3.97

2. Changes in Directors and Company Auditors
Not applicable.

―7―

Item 4: Financial Information
1. Preparation method of the condensed consolidated financial statements
The condensed consolidated financial statements of Vision have been prepared in accordance with the “Ordinance on Terminology,
Forms, and Preparation Methods of Quarterly Consolidated Financial Statements, etc.” (Cabinet Office Ordinance No. 64 of 2007).

2. Independent auditor’s report on quarterly review
Pursuant to Article 193-2, Paragraph 1 of the Financial Instruments and Exchange Act of Japan, the condensed consolidated
financial statements for the third quarter ended December 31, 2021 (from July 1, 2021 to September 30, 2021) and the nine months
ended December 31, 2021 (from January 1, 2021 to September 30, 2021) have been reviewed by KPMG AZSA LLC.

―8―

1. Quarterly Consolidated Financial Statements(1) Quarterly Consolidated Balance Sheet
As of December 31, 2020

(Thousands of yen)
As of September 30, 2021

AssetsCurrent assets
Cash and deposits

6,650,318

Notes and accounts receivable - trade
Products

1,428,842
125,3037,608,099
2,102,102
166,970
9,154

Supplies
Other

4,748
724,808

Allowance for doubtful accounts-61,666

572,132-74,132

8,872,354

10,384,327

342,989

382,164

196,721

195,852

Total current assets
Fixed assets
Tangible fixed assets
Intangible fixed assets
Investments and other assets
Other

1,949,361

1,724,294

Allowance for doubtful accounts-48,393-54,344

Total investments and other assets

1,900,967
2,440,679

1,669,949

Total fixed assets

11,313,034

2,247,966
12,632,294

716,837
55,918820,478
116,644

Short-term surrender fees reserve
Other

159,001
49,271

254,999
51,563

1,526,752

1,862,088

Total current liabilities

2,507,781

3,105,773

36,08024,20736,08024,2072,543,862

3,129,981

2,363,785
2,396,243

2,373,469
2,405,927

Treasury stock

6,359,377-2,416,784

7,061,387-2,416,841

Total shareholders’ equity

8,702,621

9,423,942

Valuation difference on available-for-sale securities
Deferred gains or losses on hedges

47,618-721

39,315－

Foreign currency translation adjustment-2,54930,227

Total other accumulated comprehensive income

44,34769,542

21,344

6,288

Total assets
Liabilities
Current liabilities
Notes and accounts payable – trade
Income taxes payable
Provision for bonuses

Fixed liabilities
Other
Total fixed liabilities
Total liabilities
Net assets
Shareholders’ equity
Share capital
Capital surplus
Retained earnings

Other accumulated comprehensive income

Subscription rights to shares
Non-controlling interests
Total net assets
Total liabilities and net assets

―9―

859

2,538

8,769,171
11,313,034

9,502,312
12,632,294

(2) Quarterly Consolidated Statement of Profit or Loss and Comprehensive Income
Quarterly Consolidated Statement of Profit or Loss
Consolidated Cumulative Third Quarter(Thousands of yen)
Nine months ended September
30, 2020

Nine months ended September
30, 2021

Net sales

13,108,091

Cost of sales

6,284,066

13,392,003
6,573,667

Gross profit

6,824,025

6,818,335

Selling, general, and administrative expenses

6,765,844

5,804,960

58,1801,013,375

732
1,500

607
1,500

Other

8,320
106,456
7,674

24,2063,804
6,397

Total non-operating income

124,684

36,516

5,249
8,643

5
4,151

Other

1,158

3,600

Total non-operating expenses

15,051

7,756

Operating profit
Non-operating income
Interest income
Dividends earned
Currency exchange gain
Subsidy income

Non-operating expenses
Interest expenses
Payment fees

Ordinary profit

167,813

1,042,134

Extraordinary income
Gain on reversal of stock acquisition rights－

14,940Gain on sale of fixed assets
Gain on sale of investments in securities

4,793
3,402

Gain on sale of shares of subsidiary

62,867649－－

Total extraordinary income

71,063

15,590

1,176
6,469

2,039

Extraordinary losses
Losses on retirement of fixed assets
Losses on lease cancellations
Losses on revaluation of investments in securities
Office relocation costs

187,658
7,070

Impairment losses* 1,395,072

Total extraordinary losses－
17,335－－

1,597,447

19,375

Profit or loss (-) before tax adjustment-1,358,570

1,038,349

Corporate, resident, and business taxes
Deferred income tax

113,945-244,616

138,190
196,469

Total income taxes
Quarterly profit or loss (-)
Quarterly profit or loss (-) attributable to non-controllinginterests
Quarterly profit or loss (-) attributable to owners of parent―10―-130,671

334,659-1,227,898

703,690-1,564

1,679-1,226,334

702,010

Quarterly Consolidated Statement of Comprehensive Income
Consolidated Cumulative Third Quarter(Thousands of yen)
Nine months ended September 30,
2020
Quarterly comprehensive income or loss (-)

Nine months ended
September 30, 2021

-1,227,898

703,690

Other comprehensive income
Other valuation difference on hedges

47,040-8,302

Deferred gains or losses on hedges
Foreign currency translation reserve-19,251-5,258721
32,777

Total other comprehensive income

22,53025,195-1,205,368

728,885-1,203,803

727,205-1,564

1,679

Quarterly comprehensive income(Breakdown)
Quarterly comprehensive income related to owners of
the parent
Quarterly comprehensive income related to noncontrolling interests―11―Notes:(Additional information)(Accounting estimate for the effects of the COVID-19 pandemic)
Although there is great uncertainty about the economic impact of COVID-19 and predicting the future is difficult, therecoverability of deferred tax assets and fixed assets will be based on the assumptions of changes in the business environment asfollows and we will make accounting estimates for impairment losses.
Regarding assumptions and accounting estimates, including the time when the effects of pandemic will converge, as stated in thereport for the previous consolidated fiscal year, demand for the “GLOBAL WiFi” business will partially recover from the fourth
quarter. However, we have revised the forecast so there will be a delay by about six months. On the other hand, by continuing tocapture the domestic demand for Wi-Fi devices, we are maintaining business performance that exceeds expectations. We havecomprehensively evaluated these circumstances and determined that future estimates will not change.
In addition, there are no significant changes in the Information and Communications Services business and we continue toforecast that the impact will be minor.

*(Quarterly Consolidated Statement of Profit or Loss)
Impairment loss
FY2020/3Q Cumulative period (January 1, 2020 - September 30, 2020)
Impairment losses for the following asset groups were recorded during the third quarter of the current consolidated
cumulative period.
(1) Overview of impairment loss according to asset group
Amount of impairment
Place
User
Category
loss (Thousands of yen)
Rental assets
577,254
Software378,128“GLOBAL WiFi”
Tools, utensils, and173,183
Vision Inc.
equipment(Shinjuku City, Tokyo)
Other80,577
Software

ProDrivers
ProDrivers(Nerima City, Tokyo）

ProDrivers

18,408Other

22,940Goodwill

119,924

Leased assets

24,493Other

161(2) Background to recording impairment loss
As a result of promptly reviewing the business plan because of the impact of the COVID-19 pandemic andconsidering future profit outlook and recoverability, the rental assets, software, tools, and equipment related to the
Vision GLOBAL WiFi as well as software, equipment, goodwill, and leased assets relating to the chauffeur driven car
sharing service, ProDrivers were decided to have recoverable value of zero and impairment loss was recorded.
(3) Method of grouping assets
In calculating impairment losses, the Group organizes assets by the smallest unit that generates cash flow and islargely independent of other assets or asset groups.
(4) Calculation method of recoverable amountThe recoverable value of “GLOBAL WiFi”, is measured by the value in use which is calculated assuming that therecoverable amount is zero because no future cash flow is expected.
The recoverable value of assets related to the chauffeur driven car sharing service, ProDrivers, is measured by the net
selling price and the leased assets are based on the disposal price.
Since it is difficult to sell or divert other assets to others, the net selling price is calculated to be zero.
FY2021/3Q Cumulative period (January 1, 2021 - September 30, 2021)
Not applicable.

―12―(Quarterly consolidated cash flow statement)
We have not prepared a quarterly consolidated cash flow statement for the third quarter consolidated cumulative period. The
depreciation costs (including depreciation costs for intangible fixed assets excluding goodwill) and goodwill depreciation for the third
quarter consolidated cumulative period are as follows.
FY2020/3Q Cumulative period
FY2021/3Q Cumulative period(January 1, 2020 - September 30, 2020) (January 1, 2021 - September 30, 2021)
Depreciation
Goodwill depreciation

483,424 thousand yen
19,555 thousand yen

84,985 thousand yen
14,870 thousand yen(Shareholders’ equity)
FY2020/3Q Cumulative period (January 1, 2020 - September 30, 2020)
1. Dividend paid.
Not applicable.
2.

Of the dividends whose recorded date are in the third quarter consolidated cumulative period, the effective date of the dividend
is after the last day of the third quarter consolidated accounting period.
Not applicable.

3.

Significant fluctuations in shareholders’ equity
Based on the resolution of the Board of Directors held on February 21, 2020, the Company has acquired 909,000 shares oftreasury stock by market purchase method. As a result, treasury stock increased by 985,674 thousand yen during the third quarter
consolidated cumulative period and increased by 2,416,784 thousand yen at the end of the third quarter consolidated accounting
period.

1.

FY2021/3Q Cumulative period (January 1, 2021 - September 30, 2021)
Dividend payment amountNot applicable.

2.

Of the dividends whose recorded date are in the third quarter consolidated cumulative period, the effective date of the dividend
is after the last day of the third quarter consolidated accounting period.
Not applicable.

3.

Significant fluctuations in shareholders’ equity
Not applicable.

―13―

(Segment Information, etc.)
Segment Information
Ⅰ. FY2020/3Q Cumulative period (January 1, 2020 - September 30, 2020)
1. Information on net sales and profit or loss by reporting segment
Reporting segment“GLOBAL
WiFi”

Information andCommunications
Service

Total

Other
(Note 1)

Total

(Thousands of yen)
Quarterly
consolidated
Adjustments
income(Note 2)statement(Note 3)

Net sales
Sales to externalcustomers
Intersegment sales
and transfers
Total

5,906,654－
5,906,654

6,663,529 12,570,183

537,908

13,108,091－

13,108,091

2,999

555

3,555

-3,555－

6,666,528 12,573,183

538,463

13,111,646-3,555

13,108,091

2,999

Segment profit or
1,184,885 1,136,422
780,496
58,180-48,462-355,926-722,316
loss (-)(Note) 1. The “Other” category is for businesses that are not included in the reporting segment such as ProDrivers, media, andcatalog sales businesses.
2. The segment loss adjustment of -722,316 thousand yen is a company-wide expense that is not allocated to each reporting
segment. These are mainly general and administrative expenses that do not belong to the reporting segment.
3. Segment profit is adjusted to the operating profit of the quarterly consolidated income statement.
2. Information on impairment loss of fixed assets by reporting segment as it relates to matters such as goodwill.
(Major impairment losses that relate to fixed assets)
The profitability of the “GLOBAL WiFi” and ProDrivers businesses included in the “Other” category have declined andrecovery of the investment amount is no longer expected, therefore the book value of assets (including goodwill) has been
reduced to the recoverable amount.
The amount of impairment losses for the consolidated cumulative third quarter is 1,395,072 thousand yen. The recorded
segment losses are 1,209,144 thousand yen for “GLOBAL WiFi” and 185,928 thousand yen for ProDrivers.
(Significant fluctuations in the financial value of goodwill)
The ProDrivers business included in the “Other” category had its goodwill value decrease by 119,924 thousand yen in thethird quarter of the current fiscal year due to the recording of a goodwill impairment loss.

―14―

Ⅱ.

FY2021/3Q Cumulative period (January 1, 2021 - September 30, 2021)

1.

Information on net sales and profit or loss by reporting segment(Thousands of yen)
Quarterly
consolidated
Adjustments
income(Note 2)statement(Note 3)

Reporting segment“GLOBAL
WiFi”

Information andCommunications
Service

Total

Other
(Note 1)Total

Net sales
Sales to externalcustomers
Intersegment sales
and transfers
Total

6,493,547

6,723,650 13,217,198

174,805

13,392,003－

13,392,003

478

6,915

7,393

-7,393－

6,724,128 13,217,676

181,720

13,399,397-7,393

13,392,003

478－
6,493,547

Segment profit or
749,348
1,024,461 1,773,809-62,307
1,711,501-698,126
1,013,375
loss (-)(Note) 1. The “Other” category is for businesses that are not included in the reporting segment such as ProDrivers, media, andcatalog sales businesses.
2. The segment loss adjustment of -698,126 thousand yen is a company-wide expense that is not allocated to each reporting
segment. These are mainly general and administrative expenses that do not belong to the reporting segment.
3. Segment profit is adjusted to the operating profit of the quarterly consolidated income statement.
2.

Information on impairment loss on fixed assets or goodwill by reporting segment
Not applicable.
(Information on per share)
Basic earnings per share and calculation basis and diluted earnings per share and calculation basis are as follows.
FY2020/3Q Cumulative period
January 1, 2020 - September 30, 2020

FY2021/3Q Cumulative period
January 1, 2021 - September 30, 2021

-25.94 yen

14.91 yen

-1,226,334

702,010－－

Profit attributable to owners of parent for common
stock (thousands of yen)

-1,226,334

702,010

Average number of shares of common stock

47,270,324

47,090,561－

14.50 yen

Profit adjustment attributable to owners of the parent(thousands of yen)－－

Increase in common stock－

1,325,778

Item(1) Basic earnings per share(Calculation basis)
Profit attributable to owners of parent (thousands ofyen)
Amount not attributable to ordinary shareholders(thousands of yen)

(2) Diluted earnings per share(Calculation basis)

Summary of potential shares that were not included in
the calculation of diluted earnings per share because
they don’t have a diluting effect and changed
significantly since the end of the previous consolidated
fiscal year

－

―15―

Stock acquisition rights (2,801,400
shares of common stock) resolved by
the Board of Directors on November
13, 2017 have been determined to notmeet exercise conditions and were all
extinguished on March 29, 2021.

(Note) Diluted earnings per share for the third quarter of the previous fiscal year are not stated because there is a net loss per share,
although there are residual shares.
(Important subsequent events)(About the share delivery)
The Company resolved at a Board of Directors meeting held on October 18, 2021 to execute a share delivery referred through which
we will become the parent company and adval Corp. (hereinafter referred to as “adval”) will become a subsidiary.
1. Summary of the share delivery(1) Name and business summary of share delivery subsidiary
Share delivery subsidiaryadval Corp.
Business summary
Space management business(2) Purpose of the share delivery
With this stock issuance, both the Company’s Information and Communications Service business and adval’s customer base canbe expanded, sales can be improved by utilizing the know-how of both companies, purchasing efficiency can be improved, and costs
can be reduced. Judging that it will lead to an increase in corporate value for both companies over the medium to long term, theCompany decided to make adval a subsidiary.
(3) Schedule of the share delivery
Resolution of Board of Directors about the share delivery
Deadline for applications of the transfer of shares by the subsidiary
Scheduled date of share issuance (effective date)

October 18, 2021
November 12, 2021 (planned)
December 1, 2021 (planned)(4) Share delivery method
This is a share delivery with the Company as the parent company and adval as the subsidiary.
(5) Name of the company after the merger
Not applicable.
(6) Ratio of acquired voting rights
50.1% (planned)(7) Allotment details related to the share delivery

Allocation ratio of the share delivery

Vision(parent company)

adval(subsidiary)1

4.7

Number of shares to be delivered in the
Vision’s common stock: 446,500 shares (planned)
share delivery(Note) 1. In order to ensure fairness and validity in calculating the share delivery ratio of the share delivery, a third-party organization
independent of the Company and adval has been used to calculate the share grant ratio.
(Note) 2. Number of shares to be delivered through the share delivery
During the share delivery, the Company will allot 446,500 shares of common stock of the Company to the shareholders who
applied for delivery of adval shares immediately prior to when the Company acquired adval issued stock.

2. Other
Not applicable.

―16―Part 2: Information about Guarantors of the Company
Not applicable.

―17―Independent Auditor’s Report on Review of Condensed Quarterly Consolidated Financial Statements
November 10, 2021
The Board of Directors
Vision Inc.
KPMG AZSA LLC
Tokyo Office
Designated Limited Liability Partner
Engagement Partner

Certified accountant

Naoki Ueno

Designated Limited Liability Partner
Engagement Partner

Certified accountant

Masato Nagai

Conclusion
In accordance with Article 193-2, Paragraph 1 of the Financial Instruments and Exchange Law, the audit corporation used theconsolidated quarterly report for the third quarter (July 1, 2021 to September 30, 2021) of the consolidated fiscal year (January 1, 2021
to September 30, 2021) of Vision Inc., which is listed in “Accounting Status.” A quarterly review was conducted based on the financial
statements, namely the quarterly consolidated balance sheet, quarterly consolidated statement of profit and loss, quarterly consolidated
statement of comprehensive income, and additional notes.
For the quarterly review that we conducted, nothing has come to our attention that causes us to believe that the above quarterly
consolidated financial statements do not present fairly, in all material respects, the financial position of Vision Inc. and its subsidiaries
as of September 30, 2021, and the consolidated results of their operations for the six months in accordance with accounting principles
for quarterly financial statements generally accepted in Japan.
Basis for Conclusion
We conducted our review in accordance with quarterly review standards generally accepted in Japan. Our responsibilities under thosestandards are further described in the “Auditors Responsibilities for the Review of the Condensed Quarterly Consolidated Financial
Statements” section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to ourreview of the condensed quarterly consolidated financial statements in Japan, and we have fulfilled our other ethical responsibilities inaccordance with these requirements. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis forour conclusion.
Responsibilities of Management, Corporate Auditors and the Board of Corporate Auditors for the Condensed Quarterly
Consolidated Financial Statements
The responsibility of management is to prepare and properly present the quarterly financial statements in accordance with the standards
for preparing quarterly consolidated financial statements that are generally accepted in Japan. This includes establishing and operatinginternal controls that management deems necessary to prepare and properly present quarterly consolidated financial statements withoutmaterial misstatement due to fraud or error.
In preparing the quarterly consolidated financial statements, the management evaluates whether it is appropriate to prepare quarterly
consolidated financial statements based on the premise of going concern, and if it is necessary to disclose matters concerning going
concern in accordance with the standards for preparing quarterly consolidated financial statements generally accepted in Japan.
The responsibility of the corporate auditors and the board of corporate auditors is to monitor the execution of duties by the directors
in the development and operation of the financial reporting process.
Auditor’s Responsibilities for the Review of the Condensed Quarterly Consolidated Financial Statements
Our responsibility is to express a conclusion on these condensed quarterly consolidated financial statements based on our review inour report on review of condensed quarterly consolidate financial statements. As part of our review in accordance with quarterly review
standards generally accepted in Japan, we exercise professional judgment and maintain professional skepticism throughout the review.
We also:・Make inquiries, primarily of management and persons responsible for financial and accounting matters and apply analytical andother review procedures. A quarterly review is substantially less in scope than an audit conducted in accordance with auditing standards
generally accepted in Japan.
・Conclude whether nothing has come to our attention that causes us to believe that the condensed consolidated financial statements
do not present fairly in accordance with the generally accepted criteria for preparing financial statements and based on obtained
evidence, when a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to―18―continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s reportto the related disclosures in the condensed consolidated financial statements or, if such disclosures are inadequate, to express aqualified conclusion or an adverse conclusion. Our conclusions are based on the evidence obtained up to the date of our auditor’sreport. However, future events or conditions may cause the Group to cease to continue as a going concern.
・Evaluate whether nothing has come to our attention that causes us to believe that the presentation and disclosures in the condensed
consolidated financial statements are not in accordance with auditing standards generally accepted in Japan, the overall presentation,
structure and content of the condensed consolidated financial statements, including the disclosures, and whether nothing has come toour attention that causes us to believe that the condensed consolidated financial statements do not represent the underlying transactions
and events in a manner that achieves fair presentation.
・Obtain sufficient appropriate evidence regarding the financial information of the entities or business activities within the Group to
express a conclusion on the condensed quarterly consolidated financial statements. We are responsible for the direction, supervisionand performance of the group review. We remain solely responsible for our review conclusion.
We communicate with corporate auditors and the board of corporate auditors regarding, the planned scope and timing of the review,
significant review findings that we identify during our review.
We also provide corporate auditors and the board of corporate auditors with a statement that we have complied with relevant ethicalrequirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safeguards.
Interests
There are no special interests between the company and the audit corporation or audit corporation executives that need to be statedaccording to the provisions of the Certified Public Accountants Act of Japan.

(Note) 1.
2.

The above is an electronic version of the items described in the original quarterly review report and the original is stored
separately by the Company (the company that submits the quarterly report).
XBRL data is not included in the quarterly review.

―19―