February 14, 2024
To AllCompany Name Frontier Management Inc.
Representative

Shoichiro Onishi, Representative Director,
President & Executive Officer(Stock code: 7038

The Prime Market ofTokyo Stock Exchange)
Contact

Hiroaki Hamada,
Executive Officer, Head of Company
Planning and Administration Department(TEL．+81-3-6862-8335)

Notice of the Formulation of a Medium-Term Management Plan
Frontier Management Inc. (the “Company”) hereby announces that at the Board of Directors meeting held on February 14,
2024, the Company resolved a Medium-Term Management Plan for the period from the fiscal year ending December 31,
2024 to the fiscal year ending December 31, 2026.
1. Our Vision
We aim to become a global independent professional firm that supports the realization of results that will enhance
corporate value by providing optimal services tailored to the characteristics of our clients’ businesses.
2. Growth Strategies (Business Strategies and Organization Reinforcement)
We will work on the business strategies and organizational strengthening described below in order to enhance
corporate value by realizing results that will strengthen and develop the value-creating capability of companies’
management resources and create new growth businesses.
(1) Consulting and M&A Advisory BusinessWe will focus on solutions that will strengthen and develop the value-creating capability of client companies’
management resources.
(i) Providing one-stop support for strategy formulation, M&A execution, and PMI related to the business portfolio(ii) Improving customer productivity by providing hands-on support for digitalization(iii) Equipped with full-spec support functions such as planning, hands-on, investment, and CxO dispatch forrevitalization projects(iv) Strengthening the global competitiveness of clients by providing one-stop support for mid-cap cross-border
M&A and PMI(v) Supporting the formation of management teams and the development of management personnel responsible
for future growth tailored to management strategies(2) Investment BusinessWe will work on the full-scale investment of FCI and the formation of a new fund with diverse investment policies.
(i) Strengthening the investment business that will increase our involvement in the realization of results(ii) FCI will achieve the dramatic growth of client companies by accelerating full-scale investment in regional corecompanies, and will also contribute to the expansion of the Group's scale through consolidated investments.
1

(iii) Launching new funds (Revital Funds, Venture Funds, etc.)(3) Strengthening the Organization
We will aim for quantitative expansion and productivity improvement through active recruitment, as well as noncontinuous growth through M&A.
(i) Increasing personnel by 200 over three years (on a non-consolidated basis). Diversifying recruitment methods
to achieve both a quantitative expansion and improved efficiency(ii) Significantly improving business productivity through knowledge DB advancement, generative AI andbusiness BPO(iii) Actively implementing M&A and alliances with companies where synergies are expected
Based on the above, the numerical targets for the fiscal year ending December 31, 2026 (the 20th fiscal year of theCompany), the final year of the Medium-term Management Plan, are consolidated net sales of 23 billion yen,consolidated ordinary income of 3.5 billion yen, and consolidated net income of 2.4 billion yen, and the major KPIs are(i) consolidated ordinary income of 3.5 billion yen or more, (ii) consolidated ordinary profit margin of 20% or moreexcluding FCI, (iii) ROE of at least 30%, (iv) a consolidated number of personnel (excluding FCI's consolidated portfolio
companies) of at least 620, (v) 8 investment projects in the Investment Business (2 projects on a consolidated basis) andan investment amount of 15 billion yen, and (vi) the annual number of dispatched CxOs of at least 50.

2

FY2024-2026
Medium-Term Management Plan

February 14, 2024

Frontier
Management Inc.
フロンティア・マネジメント株式会社
TSE Prime Market: 7038

Chapter 1 Frontier Management's Vision

Table of Contents

Chapter 2 Market Opportunities and Growth Strategies
Chapter 3 Strengthening of Frontier Management's Organization
Chapter 4 Plan Figures and Shareholder Return Policy

1Chapter 1 Frontier Management's Vision

Contributions to the benefit of clients- We work for the benefit of our clients by enhancing corporate value

Corporate
MissionContributions to the benefit of stakeholders- By offering well balanced solutions, we work for the benefit ofbusiness owners and managers, employees, business partners,
customers, creditors, and other stakeholders.

Contributions to society- We contribute to society by raising the value (goods & services)
provided by our client companies

3Frontier Management's Vision

Vision andValues- Global independent professional firm that provides optimal
services according to the business characteristics of clients andsupports the delivery of results that will enhance corporate value

Frontier Management's Values- Pursuing the essence- Committed to the delivery of results- Leveraging diversity- Seeing the broader picture4Outline of Growth Strategy- Improve corporate value by strengthening and nurturing the value creation
capabilities of our clients' management resources and delivering results in theform of the creation of new growth businesses
Ability to combine diverse expertise
Our Features

Outline of
Growth Strategy

Main points
forenhancing
corporate
value

Fully integrated
specialist services

Executives withhands-on CxOexperience

Strengthening andnurturing the value
creation capabilities ofcompanies' management
resources

Investment
capabilities

Creating new
growth businesses

51

Businessstrategies andstrengthening oforganization

Consulting and M&A advisory business:
Focus on solutions for strengthening and nurturing the value creation
capabilities of management resources- Provide fully integrated support for the formulation of business portfolio strategies, M&A
activities, and PMI- Improve productivity through hands-on support for digitalization- Develop full-spec support capabilities for revitalization projects spanning revitalization plan
formulation, hands-on support , investment and dispatch of CxO- Strengthen the global competitiveness of clients through fully integrated support for mid-cap
cross-border M&A deals and PMI- Support the formation of a leadership team and the development of executives to drive future
growth in accordance with management strategies

2

Investment business (FCI): Step up investment and establish new fund

- Strengthen investment business that will increase involvement in the delivery of results- FCI: Step up investment in local core companies and realize dramatic growth of investees- Establish new fund for new business creation

3

Strengthening of organization: Achieve discontinuous growth throughquantitative expansion, improvement of productivity and M&A- Hire 200 additional employees over the 3-year period (non-consolidated basis). Diversify
recruiting methods and achieve both quantitative expansion and greater efficiency- Significantly improve operational productivity through sophistication of knowledge DB,
generative AI, and BPO- Actively undertake M&A/alliances with companies with potential synergies
6

Chapter 2 Market Opportunities and Growth Strategies

FY2024-2026 Medium-Term Management Plan

Social Issues and Management Challenges Faced by Japanese Companies
Social issues are becoming even more complex. We will focus on the management challenge that Japanese companies are
falling behind the rest of the world financially
Increasingly complex social issues and management challenges facing Japanese companies
Increasingly complex social issues

Advance of
globalization andcomplex crises(polycrises)

Changes in thecompetitiveenvironment due todigitalization

Population decrease
and aging, rigid
labor market

GradualerosionManagement challenges faced by Japanese companies

Growing need to review businessportfolio and develop executives（includes overseas business）

Demands for the creation of
profitability through new growthbusinesses

Japanese companies are falling behind
the rest of the world financially8

FY2024-2026 Medium-Term Management Plan

Social Issues and Management Challenges Faced by Japanese Companies- Comparison of Listed Companies in Japan and US, Japanese companies are lagging behind
The market capitalization of Japanese companies is much smaller than the market capitalization of their US counterparts, Japanese companies
also show no business expansion compared to the past

Changes on US and Japanese stock markets (market capitalization is market capitalization excluding GAFAM)
Number of listed companies

Market capitalization of listed companies (excluding GAFAM)（Companies）

10,000Japan(End of 2023)
US: 5,704 companies
Japan: 3,935 companies

US

5,000

（B$）
10.0

(End of 2023)（JPY Bil.)

Japan（Right axis）
US: USD 6,835 million
US（Left axis）(Approx. JPY 960 billion)

Japan: JPY 220 billion

1,500

1,000

5.0
13 times than1990 level500

0.9 times
than 1990 level

0

1990

1995

2000

2005

2010

2015

2023 Year0.0＊Data in 2000 and 2001 aren’t exist

1990

1995

2000

2005

2010

2015

Source: Prepared by Frontier Management based on data from WEF and SPEEDA.
Note: Figure for Japan is the combined market capitalization of stocks listed on the Tokyo Stock Exchange and the Osaka Exchange (abolished), while the figure for the US is the combined market capitalizationof stocks listed on the NYSE and Nasdaq.

02023 Year

9

FY2024-2026 Medium-Term Management Plan

Social Issues and Management Challenges Faced by Japanese Companies- Low Profitability and Business Portfolios of Japanese Companies

Japanese companies have lower profit margins than their US counterparts, and a breakdown shows that half have an
operating margin of less than 10%
Some might say that low profit business portfolio diversification is a drag on the growth of listed companies
Average operating margin of Japanese companies(Listed companies with market capitalization of
10 billion US dollars or more)

Operating margin distributionin all business segments※(Listed companies with market capitalization of
10 billion US dollars or more)

(%)

100

25
21.8

20% or higher

20
15

24.1%
48.0%

14.2

10

From 10% to less than 20%

27.5%

From 5% to less than 10%

23.4%

5
Less than 5%

0100

Japan (114 companies)

US (572 companies)

Source: Prepared by Frontier Management based on data from FactSet
Note: Extracted business segments of companies whose most recent market capitalization is 10 billion US dollar or more and whose
operating margin in the most recent fiscal year was between -100% and 100%.

25.0%

26.7%
12.0%
13.3%

Japan

US

114 companies,
448 segments

572 companies,
1,205 segments
10

FY2024-2026 Medium-Term Management Plan

Social Issues and Management Challenges Faced by Japanese Companies- Need for Dispatch or Development of Executives

In Japan, most of CEOs have no experience at other companies. In addition, there are few people with “management” experience.
These characteristics of Japan's labor market lead to demand for the dispatch and development of executives or demand forhands-on consulting
Attributes of CEOs newly appointed in 2022
Ratio of internallypromoted CEOs

Professional experienceat other companies

Skills held by CEOs in 2019（％）
100

Externally recruited CEOs

80

8.2%
(24)

91.8%
(268)

90
70

70

No

61.3%
(179)

38.7% Yes
(113)

Internally promoted CEOs

60

63

50
40

39

46

39

30
20

15

10
0
Source: (Left) Independent survey conducted by Frontier Management of more than 290 companies that had a changeof president in 2022 identified through Nikkei Value Research(Right) Prepared by Frontier Management based on data provided by Commercial Law Review

13
3Management

Overseas

BUsiness

Corporateplanning

Sales

HR
management
and generalaffairs

Finance

Legal affairs

11

FY2024-2026 Medium-Term Management Plan

Frontier Management' Growth Strategies
Management challenges faced by Japanese companies
Growing need to review businessportfolio and develop executives(includes overseas business)

Operating divisions

Sophistication of hands-on, fully integrated solutions

BtoB/BtoC Consulting

Hands-on support for DX

Digital Strategy

Priority
themes ineach business

Cross-border Consulting
Corporate Value Strategy
Management Executive Support
M&A advisory
Celebrain

Frontier
Management's
Features

Demands for the creation of
profitability through new growthbusinesses

Fully integrated
specialist services

Hands-on support for new businesses
Dispatch of CxO depending on client's growth phase
Full-spec revitalization support(from plant formulation to hands-on consulting/investment)
Regional revitalization support
Support at every stage from business portfolio strategy
to M&A and PMI
Fully integrated support for mid-cap, cross-border M&A and PMI

Investment Business• Strengthen
investment in local
core companies• Venture investment
aimed at new
business creation

HR strategy, executive development, reform of organizational culture

Executives with handson CxO experience

Investment capabilities

Ability to combine diverse expertise12

FY2024-2026 Medium-Term Management Plan

Consulting and M&A Advisory Business- Strengthen Solutions: DX Hands-on Support
We will improve our clients' profitability and productivity through hands-on support from the management reform phase through to digitalstrategy and digital operations reform phases

Hands-on support for DX

Digital strategy reform phase

Management
reform phase

Support forbusiness growthand sales
expansion

Support for DX of
business baseSupport forenhancement ofdigital assets

Digital operations reform phase

Business growthstrategy/Marketing DX strategy

Sales and marketing
process reform

Implementation ofmarketing measures

Design of customer experience/
UI for realizing strategy

Development of datautilization platform

Support for big data analysis

Creation of new digital business

DX_PMO

Corporate DX strategy

Corporate process reformEnterprise system reform

UX/DX organizational design

IT organizational reformBPO (CoE/SSC)

Dispatch of CDO/DX
human resources

Adoption of AI anddigital technologies/
Development of governance13

FY2024-2026 Medium-Term Management Plan

Consulting and M&A Advisory Business- Strengthen Solutions: Full-spec Revitalization Support
We will provide full-spec revitalization support including not only formulation of revitalization plan, dispatch of CxO and hands-on consulting
but also investment

FMI's revitalization support total package
Formulation ofrevitalization plan, etc.

Dispatch of CxO andhands-on consulting

Revital Fund

Emergency responseLP• Understanding of content
of profit/loss plan
• Discussion ofrevitalization scheme• BDD and FDD• Formulate a businessrevival plan

Search for sponsor
and FA

FMI
Investment

Fully-integrated support

DD and plan
formulation

Turnaround manager

Financial
institutions
Investment

GP

Dispatched as CxOFinancial
institutions
LP
investment

Investment

Targetcompany

Targetcompany

Targetcompany

Support for management
reform in revitalization phase
Flexible hands-on support

Investment limited
partnership (LPS)

Targetcompany

Targetcompany

Targetcompany

14

FY2024-2026 Medium-Term Management Plan

Consulting and M&A Advisory Business- Strengthen Solutions: Support for Regional Revitalization
We will leverage our regional financial institution network to contribute to regional revitalization by realizing the sustainable growth of local
core companies

Major management challenges
faced by local core companies

Frontier Management's support structure

Frontier
Management
Inc.

Network ofregional financial
institutions

Action to address
management challengesof local core companies

Shortage of executives
Realignment of business portfolio
for growth
Low productivity

Solutions provided• Development and introduction of
executives• Dispatch of CxO• Hands-on support for DX• Investment in local core companies• Business matching across areas

Regional economic decline

Solve challenges faced by local corecompanies and deliver results in theform of sustainable growth
Contribute to regional revitalization
15

FY2024-2026 Medium-Term Management Plan

Consulting and M&A Advisory Business- Strengthen Solutions: Mid-cap, Cross-border M&A and PMI
We will gather information on attractive M&A deals around the world and support cross-border M&A and PMI , with emphasis on mid-cap
targets
Representativein Europe

Paris

CFI

Athema

CFI
Representativein North America

Shanghai

Local partner firm

VietnamSingapore

New YorkJapan
Representativein ASEAN

Local partner firm

Development of structure enabling amassing of information from around the world in Japanand development PMI after acquisitions
Provision of attractive mid-cap, cross-border M&A opportunities to Japanese and overseas companies
Consulting team
M&A advisory team Fully integrated support including PMI
Consideration of
M&A strategy

Execution of
M&A

Preparation forcompletion of
acquisition

PMI and hands-on
consulting

Representative
Partner firm
16

FY2024-2026 Medium-Term Management Plan

Consulting and M&A Advisory Business- Strengthen Solutions: Executive Development and Organizational Culture Reform
We will also further strengthen solutions in terms of HR strategy, executive development and organizational culture reform, in collaboration
with Celebrain

Fully integrated solutions for realization of management strategies-in collaboration with Celebrain

Management
strategy

Growing interest in
human capital due todisclosure requirements

Formulation of
HR and humancapital strategy

M＆A andexternal collaboration
Business operations
and executives
Organizational culture

Changes in external
environment

HR PMI
Executive
development and
HR development

Celebrain's
support areas

Reform oforganizational
cultureGrowing demand for new
HR design in connection
with M&A
Shortage of managementhuman resources17

FY2024-2026 Medium-Term Management Plan

Investment Business - Strengthening Policy- Whilst strengthening the Consulting and M&A advisory business, we plan to establish new funds with diverse investment policies

Consulting and M&A advisory business

Hands-onconsulting

Investment BusinessBusiness
succession andregional
revitalization

CxO dispatch

Business
revitalization
Revitalization
support

M&A

Strengthening the profitability of local core companies
and supporting the creation of new growth businesses

VentureFCINanto Capital joint fund
New Revital Fund

New

New
New fundSupporting the creation of
new growth businesses18

FY2024-2026 Medium-Term Management Plan

Investment Business - FCI's Growth Strategy- FCI will continue to identify and implement investment projects that will contribute to regional revitalization, etc

Investment
concept

To contribute to the revitalization of local economies by
supporting the resolution of management issues from along-term perspective through the investment of
human resources, know-how and money in various
companies facing management issues. This approach is
not limited to specific industries, areas or industries.
• Supports sustainable improvement in corporate value
through medium- and long-term investment• Provides hand-on support through resident
Characteristics
consultants and provides management executives

Portfolio strategy formedium- and long-term expansion
Expansion into newindustrial domains

Valueenhancementof existing
investments

Existing
investments

FY2024 targets• Also actively considering non-consolidated
investment projects (minority investments)

Example (1): Civil engineering andconstruction → Infrastructure
Example (2): Dental technology→ Healthcare

Expansion into new
business domains• Excels at developing and implementing businessstrategies• Aiming for early implementation of one consolidated
investment (majority investment)New
investments

Application of know-how
gained in industries alreadyinvested in to other industries

Expansion of value chain within
industries already invested inContribution toregional revitalization

Expansion into new regions
Regional expansion of existing
investment for the purpose ofregional revitalization

19

Chapter 3 Strengthening of Frontier Management's Organization

FY2024-2026 Medium-Term Management Plan

Acceleration of Value and Growth and Improvement of Productivity- We achieved our goal of accelerating value and growth through active recruitment. Going forward, our priorities are (1) diversification ofrecruitment methods and (2) creation of a comfortable workplace environment

Number of Frontier Management group employees

Future priorities(Persons)

500
450

FCI

400

Celebrain

350

335

300
250
200

227

Diversification ofrecruitment methods

FMI

257

177

150

Creating a comfortableworkplace environment

Achieved goal of accelerating value and growthPlan to continue increasing number of personnel
going forward

100
50
0

369

2019

2020

2021

2022

2023

2026

(FY)

21

FY2024-2026 Medium-Term Management Plan

Diversification of recruitment methods- FMI formed a cross-functional recruitment and development team to deploy diverse recruitment methods and carry out a continual review of
the recruitment process
We will also seek to reduce recruitment costs by bringing recruitment in-house through direct recruitment and encouraging use of Celebrain

Use of agentsContinuous review ofrecruitment process

Formation ofcross-functional
recruitment anddevelopment team

BeforePromotion of referrals andrecruitment of alumni
Deployment of FMI's own
recruitment staff and implementationof direct recruitment
Utilization of Celebrain's HR
development capabilities
An increase in the recruitment of
new graduates

Experts

Inexperiencedhuman
resourcesNew
graduates22

FY2024-2026 Medium-Term Management Plan

Creating a Comfortable Work Environment
We will hold "DE&I Promotion Committee" meetings across the Group. With reference to the ideas raised here, we will create a work
environment in which importance is attached to "growth opportunities for realizing career vision" and "diverse working styles according tolifestyle."

Growth opportunities
for realizing career vision

Diverse working styles
according to life style

System of support for transfer between
departments(enhancement of internal DX, consolidation ofoperations, external resource utilization)

Productivity improvement

Participation in cross-departmental
practice teams

Flextime system

Work at various locations in Japan andoverseas

Remote working system

Enhancement of HR training system

Training related to DE&I

Establishment of Working Style Reform
Promotion Section

Babysitter subsidies and partner childcare
centers

Living support for non-Japaneseemployees

Medical checkups for all employees
23

FY2024-2026 Medium-Term Management Plan

Strengthening of M&A and Alliances
We will actively undertake M&A/alliances with companies with potential synergies to strengthen our capabilities and accelerate the growth of
the FMI Group

PurposeReinforcement
domains

Revitalization support

Hands-on consulting/
CxO dispatch

M&A advisory

Expansion of structure forfull-spec revitalization
supportExpansion of DX hands-on
supportExpansion of mid-cap, crossborder M&A

Launch of Revital Fund incollaboration with financial
institutions

Enhancement of DX
consulting resources
External collaboration in
cutting edge technology
domains

Strengthening of crossborder network throughcollaboration with overseas
consulting and M&A firms(including CFI)

24

Chapter 4 Numerical Targets and Shareholder Return Policy

FY2024-2026 Medium-Term Management Plan

Targets in the Medium-Term Management Plan
- We plan to achieve net sales of JPY 16 billion and ordinary income of JPY 3.2 billion, excluding FCI, by FY2026. FCI's consolidated investment
projects will also contribute to profit, and the ordinary income of the entire group will expand to JPY 3.5 billion
Targets in the Medium-Term Management Plan

(JPY Bil.)

350
35
300
30

20%

Ordinary income margin

14%

250
25

14%

14%

11%

12%

200
20

16%

150
15

7.0

16.0

50
5
(FY)

4.7

4.8

5.2

5.7

2018

2019

2020

2021

FCI (Entire Group)
FCI(連結)Excluding FCI
除FCI連結

7.9

18%
13%
8%

10.0

-2%
-7%

2022

FY20232023

Ordinary income margin
経常利益率(ALL連結)(Entire Group)

2026
Plan

Ordinary income margin
経常利益率(除FCI連結)(Excluding FCI)(JPY Bil.)
FY2026

Net sales

10.0

23.0

Ordinary income

1.2

3.5

Net income※

0.8

2.4

3%

Net sales

100
10

0

15%

12%

9%

Entire Group(%)

Excluding FCI
FY2023(JPY Bil.)
FY2026

Net sales

10.0

16.0

Ordinary income

1.6

3.2

Net income※

1.2

2.3

※Net income above means net income attributable to owners of parent.
[Conditions]• Entire group means consolidated income or loss of all group companies including FCI and its consolidated investees. Excluding FCI means consolidated income or loss excluding FCI and its consolidated investees.
• FCI is expected to make one consolidated investment in FY2024. FCI will consider consolidated investments in FY2025 and FY2026 as well but these are not included in the plan.
26• With respect to Athema in which we hold a 40% stake, we have the option to acquire an additional 20% stake but our income projections do not reflect exercise of this option.

FY2024-2026 Medium-Term Management Plan

Medium-Term Management Plan: Ordinary Income Forecast (Entire Group）- The FY2026 ordinary income forecast for the entire group is JPY 3.5 billion, based on projections that the ordinary profit of FMI and Celebrain
will increase by JPY 1.5 billion and JPY 0.1 billion respectively from the FY2023 level, that FCI will also achieve profitability, with a profit
contribution of JPY 0.4 billion and that FCI's consolidated investees will also make a profit contribution of JPY 0.4 billion- As a result of the consolidated investments and non-consolidated investments that FCI will make between now and 2026, monetization of
the investment business through the dispatch of management executives to investees is expected to be achieved to some extent at an FCI
non-consolidated level

Breakdown of Ordinary Income Growth from FY2023 to FY2026（JPY Bil.）

40
35

+0.4

30

+0.1

25
20

▲0.1

+0.4

+1.5

3.5

15
10
5
0

1.2
FY2023

FMI

Celebrain※Other includes anticipated goodwill amortization in connection with FCI's investments

FCI(non-consolidated)

FCI(Consolidated
invests)

Others※

FY2026plan
27

FY2024-2026 Medium-Term Management Plan

Personnel Plan
- We will continue actively recruiting, with a planned increase of 200 personnel on an FMI non-consolidated basis

Personnel Plan in FY2026(Persons)

700
600

セレブレイン
Celebrain

620

FCI (non-consolidated)
FCI(単体)

50
40

FMI

500
369
26

400
300

13
530

200

330

100

Increase on 200
Personnel on an FMI
non-consolidated basis

0
2018

2019

2020

2021

2022

2023

[Assumption]
FCI is expected to make one consolidated investment in FY2024 but the personnel plan reflects FCI personnel on a non-consolidated basis

2026

(FY)

Plan

28

FY2024-2026 Medium-Term Management Plan

Long-term Business Portfolio Expansion- We will incorporate cross-border M&A and investment businesses that require a great deal of capital into the portfolio, aiming for a further
leap in growth potential and profitability
Profitability

Current business portfolioHigh

M&A advisory

Key: Size ofcircle represents
scale of profit

Dispatch of
CxO

M&A
AdvisoryHigh
Consulting(including handson support)

Consulting(including hands-on
support)MediumFuture business portfolio

Profitability

MediumRevitalization
support

Dispatch of CXOCrossborder
M&A
Advisory+
PMI

Key: Size ofcircle represents
scale of profit

Investment
Business

Revitalization
supportInvestment business is very
volatile in terms of profitability
and time to profitability

Short term

Medium termLong termTime toprofitability(size of capitalneeded)Short term

Medium termTime toLong term profitability
29

FY2024-2026 Medium-Term Management Plan

Main KPI (FY2026) and Shareholder Return Policy

Entire Group's ordinary income
Consolidated ordinary income
margin excluding FCI
ROE※1

JPY 3.5 billion or more
[Shareholder Return Policy]
20% or more
Maintain at least 30%

Reference: WACC※2 of 8% at end of 2023

Number of consolidated
employees (excluding FCI's
consolidated investments)

620 or more

Investment business
Number of investments andamount of investment

8 (2 consolidated investments)
JPY 15 billion

Number of CxOs dispatched* While the goal is two consolidated investments, only one
is factored into the numerical plan targets• Our basic policy is to continue to pay stabledividends, while securing the retained earnings
necessary to expand our future business andstrengthen our management structure.
• Our dividend payout ratio is targeted at 40% of
net income attributable to owners of parent and
we determine dividends based on cash-backed
gains and losses excluding gains and losses on
FCI that do not involve cash flows and the impactof unrealized losses on investment securities

50 or more/year※1 ROE = Net income attributable to owners of parent ÷ Shareholders' equity (average)※2 WACC is our weighted average cost of capital. Calculated based on risk free rate of 0.75% and market risk premium of 6% and assuming our beta value is 1.2 andwe have zero interest-bearing debt.

30

Corporate Profile

Corporate Profile

Background to Establishment of Frontier Management
Shoichiro Onishi

Masahiro Matsuoka

Representative Director,
President and Executive Officer

Director• Registered as attorney and joined law offices of Okuno &Partners
Appointed as a partner in 1997
• Acted as trustee representative, etc. in corporate
reorganization of Nippon Lease Co., Ltd., LIFE Corporation
and Taisei Fire and Marine Insurance Company, Limited• Joined UBS Securities Japan Ltd. after working at Nomura
Research Institute, Ltd. and Barclays Bank PLC
Appointed concurrently as Head of Equity Research andManaging Director in 1999
• Worked as securities analyst focusing on distribution
industry for more than 10 years

JoinedJoinedIndustrial Revitalization Corporation Japan
OnishiEngaged in turnaround projects as an auditor in Mitsui Mining Co.,and a director in Kanebo, Ltd. and The Daiei, Inc.

MatsuokaEngaged in the turnaround projects of Kanebo, Ltd. and The Daiei, Inc.
as a director.

Jointly established in 200732

Corporate Profile

History
2007
2011
2012
2014
2017

2018
2019
2020
2022

2023

Established the Company
Established a Chinese subsidiary (Frontier Management (Shanghai) Inc.)
Opened the Singapore Branch to strengthen cross-border M&A
Opened the Nagano Branch and the Osaka Branch to realize community-based management
support services
Opened the New York Branch to strengthen cross-border M&A
Launched the fund business to provide financial support services to customers

Made investments in first fund projects
Listed on TSE Mothers Section
Opened the Nagoya Branch to expand the service area
Listing switched to the TSE First Section
Formed a capital and business alliance with Celebrain Corporation
Established Frontier Capital Inc.
Shifted to the TSE Prime Market

Formed a capital and business alliance with Athema, a French firm
providing M&A advisory services

33

Corporate Profile

Organizational Chart for Directors
Frontier Management Inc.
Consumer Strategy & Operation Department
Industrial Strategy & Operation Department
Professional Service Department
Value Creation Platform Department

Representative Director, President andExecutive Officer

SHOICHIRO ONISHI

Representative Director

Director

MASAHIRO MATSUOKAManagement Executive Support Department
M&A Advisory Department
Marketing Division
Business Development Department
Industry Research Department
Company Planning and Administration
Department

Branches

Director of the Board, Deputy
President and Executive Officer

TADAAKI KOMORI

Director

MASAO NISHIHARA

Outside Director

KAZUHITO OSUGIOutside Director

KEIKO UNOTORO

Subsidiaries and Affiliates

Osaka
BranchNagoyaBranchFrontier Management(Shanghai) Inc.

Frontier Capital Inc.

Fukuoka
BranchSingapore
BranchCelebrain Corporation

FCD Partners Inc.

New York
BranchParis
BranchAthema34

Corporate Profile

Our Business and Services

Overall PictureManagement
Consulting• Business analysis and strategy
formulation• Business due diligence (BDD)• Medium-term business plans andmanagement, finance, and businessstrategies• Support for drafting/reform of DX
strategy• Support for corporate value
improvement- SR/IR strategy and responses to activist
shareholders- ESG/SDGs strategies and climate change
actions- Promotion of diversity and inclusion (D&I)• Support in implementing plans• Support for governance, complianceand risk management

Management
Executive Support• Management execution support
including dispatch of CxO• Domestic and overseas PMI support
based on hands-on approach• Support for management reforms forbusiness revitalization

M&A Advisory

Management
Consulting

M&A
Advisory• M&A deal advisory (including crossborder M&As)- Drafting of strategies, preparation of longlists,
and approach of target companies- Corporate valuation- Support for contract negotiations and closing• Post M&A consulting (PMI)• Business succession consulting

Management
Executive
SupportBusiness
Revitalization

Investment

投資事業• Investment and management executive
aiming for enhancing long term andsustainable customer’s corporate value• Investment fund development andoperation with financial institutions orcompanies

Business
Revitalization• Support for rehabilitation procedures• Emergency PMO management
support• Support for business and financial
restructuring• Support for the adjustment ofinterests among stakeholders
35

Corporate Profile

Frontier Management's Characteristics: Diverse Customer Groups
Providing services to companies in diverse industries(Breakdown of projects)

IT
1%

Other
9%

Retail and wholesale
16%

Finance
12%

Infrastructure

Restaurant and services

7%

17%
Consumer goods manufacturers
6%

Industrial goods manufacturers
32%

FY2023 Results

36Corporate Profile

Frontier Management's Characteristics: Provision of optimal solutions through combination ofdiverse expertise
Main domain: ✓Our main capabilities and solutions

Sector-specificconsulting

Companies'
management agenda※
Optimized businessportfolio✓
Improvement ofreturns※Based on Tokyo Stock Exchange data

Revitalization
Support

Dispatch of CxOInvestment

✓

✓

✓

✓

✓

Operational reform ➡ DX
Marketing reform ➡ DX

M&A
Revitalization consulting Dispatch of CxORevitalization consulting
Medium- and long-term value enhancement➡ Revitalization FA
through investment + CXO dispatch
Revital Fund investment + CxO dispatch

M&A strategy ➡ M&A ➡PMI

Strengthening
the organization

Enhancing governance

Strengthening ofshareholder returns

M&A Advisory

Cross-border consulting

Investment in human capitalStrengthening of IR(DX, cross-border, corporate
value enhancement strategy,
etc.)

Growth strategy consulting

Investment in growth

Sustainability measures

Capability-specificconsulting

Revitalization consulting ➡ CxO dispatch

✓

✓

✓

Human capital management consultin

GRC consulting

Dispatch of CXOOperational reform ➡ Personnel system design
Sustainability measures consulting

Review of
response tocapital markets

✓

✓

✓

Sophistication of capital cost management
Investor engagement

FMI provides best solutions
for customer by combining
our various expertise

Strategic delisting through MBO[FMI's framework combining diverse expertise ]Company-wide offsite meetings, company-wide study groups,
system of interdepartmental transfer system, practice teams
37

Corporate Profile(Reference) Creating a Comfortable Workplace Environment- Enhancement of HR Training System
We will continue to develop a training system that enables diverse human resources to grow as professionals

OJT

Manager orsupervisor

Dispatch of CxO
to clients

Off-JT
Support for
self-improvement
Support for
acquisition ofqualification

Secondment tooverseas locations
and partnercompanies

language learning
supportProject OJTSupport forparticipation inseminars

OthersIn-house/Utilization of external resources
Compliance training
Management training

Harassment

Skillsdevelopmenttraining
Mid-career
training
New graduate
training

Insider trading

Unconscious biais
Online training(Udemy, etc.)

Antisocial forces
Information security

38

Corporate Profile(Reference) Creating a Comfortable Workplace Environment- Further Improvement of Productivity
We will further improve productivity through measures such as enhancing internal DX, pooling knowledge across the company, consolidating
operations, and utilizing external resources

Marketing

SFA/CRM

Enhancement ofinternal DX

Centralization of information andenhancement of sales

Project execution

Accumulation of knowledge

Knowledge database andgenerative AI

Improvement of searchability and centralization of
relevant information

Communication app and project management app
Improvement of productivity of sales activities and project execution

Pooling of
knowledge acrosscompany
Consolidation ofoperations andutilization of
external resources

Talentmanagement
database
Visualization ofinternal skill map

Cross-departmental practice teams

Improvement of productivity and quality of sales activities and project execution

BPO and research/practice teams (Japan and overseas)
Improvement of productivity through division of labor in areas
such as research and slide preparation

39

Corporate Profile

AthemaThe Company formed a capital and business alliance with Athema, a French firm providing M&A advisory services,in July 2023. We are conducting activities with the FMI Paris branch to step up project development
Corporate Profile
Company name

Athema (Registered trademark: AT Conseil)

Established

2001

Representative

Antema SAS(Representative of Antema SAS: Jean-Marc Teurquetil)

Address

Paris, France

Number of
employees

16 (As of January 1, 2024)

Business
description

Provides M&A advisory services mainly to clients in the
manufacturing, IT, business services, food and beverages, retail,energy, real estate, aviation, healthcare and life science sectors.

Examples of sectors covered

Automobile

Food andbeverages

Sectors covered by Jean-Marc
Teurquetil, 6 directors with industry
insights and 6 senior advisors with astrong customer network

Retail andconsumer goods

Jean-Marc Teurquetil's background
•
•
•
•
•

Has expertise in advisory services for the aviation, logistics, food &beverages and PE funds
Engaged in derivatives business at Credit Lyonnais for 7 years
Became general manager of BNP FinanceAppointed as president of independent brokerage firm Aurel Leven in
1996 and sold to Cantor Fitzgerald in 2006
Established Athema and currently engaged in M&A advisory services

IT software

Healthcare andlife science

Energy40

Corporate Profile

Celebrain Corporation
In 2022, FMI Celebrain concluded a capital and business alliance with Celebrain. Celebrain expands HR consulting business by utilizing FMI
network
Corporate Profile
Company name

Celebrain Corporation

Established

2000

Representative

Koji Takagi, Representative Director, President
Atsuko Takahashi, Representative Director, Vice President

Address

2-11-1, Nagatacho, Chiyoda-ku, Tokyo

Number of
employees

26 (As of December 1, 2023)

Business
description

•
•
•
•
•

Human Resources Strategy Consulting
Human development and training
Human Resources technology
Human Resources investigation and evaluation
Recruiting professionals

Human Resources segments covered
HR Strategy
Consulting• Human resources and organization strategy
consulting (e.g. Reconstruction of thepersonnel system)

IPO・M&A
Consulting• The personnel system integration andcompany policy revision along with M&A
and IPO

HR
Technology

Recruiting
Professionals

Human development
And Training• Optimized talent management system withvarious HR application and software• Finding suitable CxO and professionals forthe company• Establishing human training system,
organizing business skills training anddeveloping e-learning applications
41

Corporate Profile

Frontier Capital Inc.
FCI was established in 2022. Based on the business concept of contributing to regional revitalization, FCI invests
in local core businesses and provides them with capital through joint funds
Corporate Profile

Business Concept

Company name Frontier Capital Inc.
Established

2022
Shoichiro Onishi, Representative Director, President, CEO and COO
Masahiro Matsuoka, Representative Director

Address

3-2-1 Roppongi, Minato-ku, Tokyo

Number of
employees

23※ (As of December 1, 2023)

Verifyinginvestments

Business
description• Screening• Decision on policy

Makinginvestments• Project
negotiations• DD

Enhancing
value

Exit

• Business execution • M＆A• IPO• Strategy
implementation• Formation and management of joint investment funds withfinancial institutions, business companies, etc.

Common issues facedby regional areas• Execution of investment and management for the purpose of thelong-term, sustainable enhancement of corporate value of
portfolio companies

Common issues faced
by individual companies

Representative

Business environment
perception
Management executive
difficulties (uneven
distribution of people)
Low productivity(uneven distributionof technology)
Insufficient alliancesacross areas (uneven
distribution ofbusiness)
Decline of regional
areas as a result of
shrinking population,etc.
Economic stagnation
caused by COVID-19
pandemic

Our role

Contribution toregional revitalization
Realizing the sustainable growthof local core companies by
providing long-term solutions to
issues faced by industries,
areas, sectors, etc.

"True" business reforms
through long-term
investment/Realization of IPO
Deployment/ development ofprofessionals/ management
executives (people matching)
Matching of businessacross areas

Sophistication andmatching of technologies

Credit enhancement
as listed company

FCI
Partnercompanies

GP investment※Including loaned employees from FMI

Joint funds

Provision of capital
Dispatch of humanresources, etc.

Investees42© 2024 Frontier Management Inc.