May 8, 2018

COMSYS Holdings Corporation
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018
Under Japanese GAAP
Head Ofﬁce:
17-1, Higashigotanda 2-chome, Shinagawa-ku, Tokyo 141-8647, Japan
Stock Exchange Listings: First Section of Tokyo Stock Exchange (Securities code: 1721)
URL:
http://www.comsys-hd.co.jp
Representative:
Takashi Kagaya, President and Representative Director
For Inquiry:
Hidehiko Ozaki, Director and General Manager of Finance & Accounting Department (Telephone:81-3-3448-7000)
Scheduled Annual General Meeting of Shareholders: June 26, 2018
Scheduled Commencement of Dividend Payment: June 27, 2018
Scheduled Filing of Securities Report:
June 26, 2018
Supplementary Materials on Financial Results:
Attached
IR Presentation on Financial Results:
Scheduled (For Institutional Investors and Analysts)
Amounts less than one million yen have been omitted.

1. Consolidated Financial Results (for the ﬁscal year ended March 31, 2018)(1) Consolidated Operating Results
Net SalesYear ended March 31, 2018Year ended March 31, 2017

¥380,024
334,163(Millions of yen, except per share data and percentages)

Operating Income
13.7%
4.2

¥30,347
25,036Net Income Attributable to
Owners of Parent

Recurring Proﬁt

21.2%
5.0

¥30,706
25,341

21.2%
4.6¥20,390
14,485

40.8%
(6.1)

Notes: 1. Comprehensive income:Year ended March 31, 2018: ¥22,260 million [44.6%]
Year ended March 31, 2017: ¥15,399 million [22.7%]
2. Percentages indicate the percentage change from the corresponding period of the previous fiscal year.
Net Income per ShareNet Income per Share(Diluted)

Return on Equity¥178.64129.96¥177.89129.52

9.4%
7.3

Year ended March 31, 2018Year ended March 31, 2017
(Reference) Equity in earnings of afﬁliates:

Year ended March 31, 2018: ¥— million

Recurring Proﬁt/ Total Assets

Operating Margin

10.0%
9.2

8.0%
7.5

Year ended March 31, 2017: ¥— million(2) Consolidated Financial Position(Millions of yen, except per share data and percentages)

Total Assets
As of March 31, 2018
As of March 31, 2017

Net Assets¥328,192
284,367(Reference) Shareholders’ equity:

Equity Ratio¥231,767
202,943

Net Assets per Share
70.1%
70.9

As of March 31, 2018: ¥230,119 million¥2,008.42
1,848.33

As of March 31, 2017: ¥201,717 million(3) Consolidated Cash Flows

Year ended March 31, 2018Year ended March 31, 2017

(Millions of yen)

Cash Flows fromOperating Activities¥28,831
12,545

Cash Flows from
Investing Activities¥(13,896)(9,940)Cash Flows from
Financing Activities¥(12,499)(12,178)

2. Cash Dividends for Shareholders of Common Stock(Millions of yen, except per share data and percentages)

Consolidated BasisCash Dividends per ShareYear ended March 31, 2017
Year ended March 31, 2018Year ending March 31, 2019 (Forecast)

Total
Dividends(Annual)End of
1st QuarterEnd of2nd QuarterEnd of3rd Quarter

Year-End

Annual¥ ———¥20.00
25.00
30.00

¥ —
—
—

¥20.0025.00
30.00¥40.0050.00
60.00

3. Consolidated Earnings Forecast (for the ﬁscal year ending March 31, 2019)
Net Sales

Cash and Cash Equivalents
at End of Year
¥28,957
20,879Operating Income¥4,406
5,765

Dividend
PayoutRatio

Ratio of
Dividends to
Net Assets

30.8%
28.0
32.7

2.2%
2.6

(Millions of yen, except per share data and percentages)

Recurring Proﬁt

Net income attributable
Net Income per Shareto owners of parent

Six months ending September 30, 2018
¥170,000 11.7%¥10,500
7.6%¥10,700
7.2%¥ 7,000
2.7%¥ 61.09
Year ending March 31, 2019
400,000
5.3
32,000
5.4
32,2004.9
21,0003.0
183.28Note. For ﬁscal-year ﬁgures, percentages indicate the percentage change from the previous ﬁscal year. For ﬁrst-half ﬁgures, percentages indicate the percentagechange from the corresponding half of the previous ﬁscal year.

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

*Notes:(1) Changes in significant subsidiaries during the period under review (changes to subsidiaries that would alter the scope of
consolidation): No(2) Changes in accounting policies, changes in accounting estimates and restatements of prior period financial statements
due to error correctiona) Changes in accounting policies due to revisions of accounting standards: Nob) Changes in accounting policies due to other reasons: Noc) Changes in accounting estimates: Nod) Restatements of prior period financial statements due to error correction: No(3) Number of shares issued (common stock)a) Number of shares issued (including treasury stock)b) Number of treasury stockc) Average number of shares issued in the period

As of March 31, 2018
141,000,000 shares
26,422,771 shares

As of March 31, 2017
141,000,000 shares
31,865,224 sharesYear ended March 31, 2018
114,145,710 sharesYear ended March 31, 2017
111,462,585 shares(Reference) Summary of Non-Consolidated Financial Results
Non-Consolidated Financial Results (for the ﬁscal year ended March 31, 2018)(1) Non-Consolidated Operating Results
Year ended March 31, 2018Year ended March 31, 2017

(Millions of yen, except per share data and percentages)

Operating Revenues

Operating Income

Recurring Proﬁt¥7,867
9,972¥6,787
8,985¥6,821
8,965(21.1)%
128.8(24.5)%
162.5(23.9)%
162.4

Net Income¥6,7578,921(24.3)%
165.2

Note: Percentages indicate the percentage change from the corresponding period of the previous fiscal year.
Net Income per ShareNet Income per Share (Diluted)¥59.1879.98

Year ended March 31, 2018Year ended March 31, 2017¥58.9379.71(2) Non-Consolidated Financial Position(Millions of yen, except per share data and percentages)

Total Assets
As of March 31, 2018
As of March 31, 2017
(Reference) Shareholders’ equity:

Net Assets¥99,930
90,968Equity Ratio¥83,162
70,287

As of March 31, 2018: ¥82,649 million

Net Assets per Share
82.7%
76.6

¥721.08638.51

As of March 31, 2017: ¥69,709 million<Reason for Disparities in the Non-Consolidated Earnings from the Previous Fiscal Year>
During the current fiscal year, dividend income from consolidated subsidiaries decreased, causing significant disparities with the figures for theprevious fiscal year across the board for operating revenues, operating income, recurring profit, net income, net income per share and net
income per share (diluted).
*This Consolidated Financial Results report has not been subjected to audit procedures by certified public accountants or an audit corporation.
*Disclaimer concerning the Proper Use of Business Results Forecasts and Other Relevant Specific Items
1. Forward-looking statements including earnings forecasts contained in this document are based on certain reasonable assumptions and beliefs
in light of information currently available to management. Readers are advised that actual results may differ materially from forecasts due
to a variety of factors. With respect to the conditions that underpin earnings forecasts as well as cautionary statements regarding the properuse of earnings forecasts, please refer to “1. Business Review” of this Consolidated Financial Results report in the Accompanying Materials
section on page 3.
2. COMSYS Holdings Corporation plans to hold an IR presentation on its financial results for institutional investors and analysts on
Friday, May 11, 2018. Other materials distributed during the IR presentation will be posted on the Company’s website in a timely
manner after the presentation.

2

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

Accompanying Materials
1. Business Review(1) Operating Results
During the fiscal year ended March 31, 2018 (April 1, 2017 to March 31, 2018), the Japanese economy maintained amoderate recovery, including improvements in corporate earnings and the employment environment, backed by the effectsof various policies implemented by the Japanese government and the Bank of Japan, along with economic recovery
overseas, primarily in Europe and the U.S. However, it is still necessary to monitor such factors as the uncertainty in theeconomy overseas and fluctuations in financial and capital markets.
In the information and communications field, the COMSYS Group’s principal area of activity, there was expansion
in value-added services such as content provision amid an intensification in the competition between mobile telecom carriers
over services. The upgrading of the mobile network was promoted to accommodate the sharply increasing, higher-volume
traffic accompanying the growth of today’s mobile society. Moreover, in both the public and private sectors, expansion was
anticipated in social infrastructure investment aimed at new innovations utilizing information and communication technology(ICT). This includes the internet of things (IoT), wherein everything is connected to the internet, and artificial intelligence(AI), which has the capacity to learn and make high-level decisions by itself, as well as policies for building national resilience,the development of the environment and energy business, and preparation for the Tokyo Olympics and Paralympic Games.
The COMSYS Group took initiatives for top-line expansions, which included entering the renewable energy
business, particularly solar power and biomass power construction projects. It also ventured into new business domains in
response to the rise in public-sector and ICT investment aimed at the development of a smart society, and it implemented
M&A activities. Moreover, the Group worked to improve profit by transferring personnel to growth businesses andimplementing measures such as increasing construction efficiency and cutting costs by promoting workstyle reform.
Under these circumstances, orders received in the fiscal year under review increased 8.7% year on year to¥402,229 million, and net sales rose 13.7% to ¥380,024 million.
From a profit perspective, operating income increased by 21.2% year on year to ¥30,347 million, while net
income attributable to owners of the parent increased 40.8% to ¥20,390 million.

(2) Financial Position(a) Assets
Current assets as of March 31, 2018 stood at ¥186,515 million, ¥19,349 million higher than at the end of the previous fiscal
year. This was mainly attributable to a ¥8,182 million increase in cash and cash equivalents. Fixed assets as of March 31,2018 stood at ¥141,676 million, ¥24,475 million higher than at the end of the previous fiscal year. This was mainly
attributable to an increase of ¥15,779 million in property and equipment, a ¥5,394 million increase in intangible fixed assets
and a ¥3,300 million increase in investments and other assets.
As a result, total assets amounted to ¥328,192 million as of March 31, 2018, an increase of ¥43,824 million
compared with the end of the previous fiscal year.
(b) Liabilities
Current liabilities as of March 31, 2018 stood at ¥82,836 million, up ¥11,546 million compared with the previous fiscal
year-end. This was mainly attributable to an increase of ¥5,727 million in income taxes payable and a ¥4,172 million
increase in accounts payable – trade. As of March 31, 2018, long-term liabilities amounted to ¥13,588 million, ¥3,454
million higher compared with the end of the previous fiscal year. This was mainly attributable to a ¥2,908 million increase in
net defined benefit liability and a ¥414 million increase in deferred income taxes.
As a result, total liabilities amounted to ¥96,424 million, an increase of ¥15,000 million compared with the end of
the previous fiscal year.
(c) Net assets
Net assets stood at ¥231,767 million as of March 31, 2018, an increase of ¥28,823 million compared with the end of theprevious fiscal year. This was mainly due to a ¥15,134 million increase in retained earnings after accounting for the current
fiscal year’s net income and a ¥8,358 million increase in additional paid-in capital due to the acquisition of a consolidated
subsidiary by means of share exchange.
As of the end of the fiscal year under review, the equity ratio stood at 70.1%, down from 70.9% as of March 31, 2017.

3

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(3) Cash Flow
Cash and cash equivalents stood at ¥28,957 million at the end of the fiscal year, a increase of ¥8,077 million, or 38.7%,
compared with the end of the previous fiscal year.
The principal factors underpinning movements in each of the Group’s major cash flows for the fiscal year ended
March 31, 2018 are presented as follows.
(a) Cash flows from operating activities
Net cash provided by operating activities stood at ¥28,831 million compared with net cash provided by operating activitiesof ¥12,545 million for the previous fiscal year. The major cash inflows were income before income taxes and otheradjustments to net income of ¥30,861 million and depreciation and amortization of ¥5,866 million. Major cash outflows forthe fiscal year ended March 31, 2018 included income taxes paid of ¥6,516 million and inventories of ¥4,717 million.
(b) Cash flows from investing activities
Net cash used in investing activities totaled ¥13,896 million for the fiscal year under review compared with net cash of¥9,940 million used in investing activities in the previous fiscal year. The major components were acquisitions of property
and equipment of ¥13,139 million and acquisitions of intangible fixed assets of ¥1,026 million.
(c) Cash flows from financing activities
Net cash used in financing activities was ¥12,499 million for the fiscal year ended March 31, 2018, compared with ¥12,178
million used in financing activities in the previous fiscal year. Acquisition of treasury stock amounted to ¥8,019 million,
while cash dividends totaled ¥5,082 million.

(4) Outlook for fiscal year ending March 31, 2019
In the consolidated earnings forecasts for the COMSYS Group for the year ending March 31, 2019, despite the trend of anincrease in public- and private-sector business for social infrastructure investment including policies for building national
resilience, renewable energy projects, and the Tokyo Olympic and Paralympic Games, orders received are expected to fall dueto the decrease in capital expenditure in the NTT Engineering Business. Sales are forecast to rise due to the continuing highvolume of work in progress carried over from the current period.
Profit is expected to rise due to the promotion of structural and workstyle reforms initiated to date, as well as efforts
to increase construction efficiency, along with the effect of cost reductions.
Consolidated Earnings Forecast(Millions of yen, except percentages)

Year ended March 31, 2018Year ending March 31, 2019

Orders received¥402,229¥400,000

Change(0.6)%Net sales

380,024400,000

5.3

Gross profits

53,43356,000

4.8

Operating income

30,34732,000

5.4

Recurring profit

30,70632,2004.9

Net income attributable to owners of parent

20,39021,000

3.0

2. Basic Approach to Selection of Accounting Standard
The COMSYS Group’s policy for the time being is to use Japanese GAAP for the preparation of its consolidated financial
statements because its business operations are primarily carried out in Japan, and comparison with other Japanese companies
is thus facilitated.

4

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

3. Consolidated Financial Statements(1) Consolidated Balance Sheets
Millions of yen
As of March 31, 2017
As of March 31, 2018ASSETS
Current assets:
Cash and cash equivalents
Notes and accounts receivable—trade
Lease investment assets
Accumulated cost of construction in progress
Merchandise
Materials and supplies
Deferred income taxes
Other current assets
Less: Allowance for doubtful receivables
Total current assets
Fixed assets:
Property and equipment:
Buildings and structures
Less: Accumulated depreciation
Buildings and structures, net
Machinery, vehicles and equipment
Less: Accumulated depreciation
Machinery, vehicles and equipment, net
Land
Lease assets
Less: Accumulated depreciation
Lease assets, net
Construction in progress
Total property and equipment
Intangible assets
Goodwill
Other intangible assets
Total intangible assets
Investments and other assets:
Investment securities
Long-term loans receivable
Deferred income taxes
Net defined benefit asset
Other assets
Less: Allowance for doubtful receivables
Total investments and other assets
Total fixed assets
Total assets

5

20,961
114,322
2,572
19,617
77
518
3,587
5,543
(34)
167,166

29,144
121,826
2,719
24,607
120
682
4,269
3,199
(54)
186,515

56,994(28,052)
28,94230,355(16,934)
13,42040,186
523
(270)
253
4,166
86,96861,982(31,391)
30,59135,176(19,005)
16,17147,592
451
(287)
164
8,228
102,748

666
4,002
4,669

5,969
4,094
10,063

11,154
1,067
333
10,082
4,510(1,585)25,563
117,201
284,367

12,956
1,000
399
11,3703,304(166)
28,863
141,676
328,192

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

Millions of yen
As of March 31, 2017
As of March 31, 2018

LIABILITIESCurrent liabilities:
Accounts payable—trade
Short-term bank loans
Income taxes payable
Advances received on construction in progress
Allowance for warranty work on construction projects
Allowance for losses on construction contracts
Other current liabilities
Total current liabilities
Long-term liabilities:
Deferred income taxes
Deferred tax liabilities for unrealized gains on land revaluation
Net defined benefit liability
Allowance for directors’ retirement benefits
Other long-term liabilities
Total long-term liabilities
Total liabilities
NET ASSETS
Shareholders’ equity:
Common stock
Additional paid-in capital
Retained earnings
Treasury stock, at cost
Total shareholders’ equity
Accumulated other comprehensive income (loss):
Unrealized gain on other securities
Revaluation reserve for landRemeasurements of defined benefit plans
Total accumulated other comprehensive income (loss)
Subscription rights to shares
Non-controlling interests
Total net assets
Total liabilities and net assets

6

55,577
113
2,088
1,291
206
297
11,712
71,28959,749
106
7,815
2,873
176
548
11,566
82,836

3,084
1,369
4,355
257
1,068
10,13481,423

3,499
1,369
7,263
271
1,185
13,58896,42410,00052,525
186,195(41,028)
207,692

10,00060,883201,329(38,014)
234,199

2,666(7,990)(650)(5,974)578
647
202,943284,367

3,795(7,905)30(4,079)513
1,134
231,767
328,192

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(2) Consolidated Statements of Income and Consolidated Statements of Comprehensive Income(Consolidated Statements of Income)Millions of yen

Net sales
Cost of sales
Gross profits
Selling, general and administrative expenses
Operating income
Other income:Interest income
Dividend income
Rent income on noncurrent assets
Other
Total other income
Other expenses:
Interest expenses
Provision for allowance for doubtful receivables
Rent expenses
Depreciation of idle assets
Commission for purchase of treasury stock
Other
Total other expenses
Recurring profit
Extraordinary income:Gain on sales of fixed assets
Gain on sale of investment securities
Reversal of allowance for doubtful receivables
Gain on exchange from business combination
Other
Total extraordinary income
Extraordinary loss:
Loss on disposal of fixed assets
Loss on impairment of fixed assets
Special payments on employees’ retirement benefits
Amortization of goodwill
Other
Total extraordinary loss
Income before income taxes and other adjustments to net income
Income taxes:
Current
Deferred
Total income taxes
Net income
Net income attributable to non-controlling interests
Net income attributable to owners of parent

7

Year ended
March 31, 2017

Year ended
March 31, 2018334,163
288,440
45,723
20,68625,036

380,024
326,591
53,43323,08530,347

15
179
91
164
451

14
227
158
248
647

8
0
63
35
21
18
147
25,341

7
117
86
31
15
29
288
30,706

24
161
328
84
49
649

16
0
927
—
30
974

114
391
163
2,273
239
3,183
22,807

83
494
102
—
139
819
30,861

8,958
(663)
8,295
14,512
26
14,485

10,857(440)
10,417
20,44453
20,390COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(Consolidated Statements of Comprehensive Income)Millions of yen

Net income
Other comprehensive income:Unrealized gain on other securities
Remeasurements of defined benefit plans
Total other comprehensive income
Comprehensive income(Breakdown)Comprehensive income attributable to owners of the parent
Comprehensive income attributable to non-controlling interests

8

Year ended
March 31, 2017

Year ended
March 31, 2018

14,512

20,444318
568
886
15,399

1,134
681
1,816
22,26015,36929

22,201
59

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(3) Consolidated Statements of Changes in Net Assets
Millions of yen

Shareholders’ equity

Year ended March 31, 2017
Balance at the end of the previous period

Commonstock

Additional
paid-in capital

Retainedearnings

Treasurystock,at cost

Total
Shareholders’equity10,00051,264

176,847(36,008)

202,104

Changes during the period
Cash dividends(4,435)

Net income attributableto owners of parent

14,485(4,435)
14,485

Repurchase of treasury stock
Disposal of treasury stock99(8,000)(8,000)442

541

Purchase of treasury stockof subsidiaries—

Changes of scope of consolidation(837)

Increase by share exchanges

(837)

2,538

1,161

Reversal of revaluation reserve
for land

134

134

Net changes during the period
except for shareholders’ equity
Total changes during the period
Balance at the end of the period

3,700

—
—

1,260

9,347

(5,019)5,588

10,00052,525

186,195(41,028)

207,692

Millions of yen

Accumulated other comprehensive income

Year ended March 31, 2017
Balance at the end of the previous period

Unrealized
gain on othersecurities

2,350

Total
accumulated
other
Revaluation Remeasurements
reserveof deﬁned comprehensive Subscription
incomefor landbeneﬁt plansrights to shares(7,856)(1,219)(6,724)542

Noncontrollinginterests

Total
net assets

621

196,543

Changes during the period
Cash dividends(4,435)

Net income attributableto owners of parent

14,485

Repurchase of treasury stock(8,000)

Disposal of treasury stock

541

Purchase of treasury stockof subsidiaries—

Changes of scope of consolidation(837)

Increase by share exchanges

3,700

Reversal of revaluation reserve
for landNet changes during the period
except for shareholders’ equity
Total changes during the period
Balance at the end of the period

(134)

—

(134)

315

568

884

35

26

946

315

(134)

568

749

35

26

6,400

2,666

(7,990)(650)(5,974)578

647

202,943

9

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

Millions of yen

Shareholders’ equity

Year ended March 31, 2018
Balance at the end of the previous period

Commonstock

Additional
paid-in capital

Retainedearnings

Treasurystock,at cost

Total
Shareholders’equity10,00052,525

186,195(41,028)

207,692

Changes during the period
Cash dividends(5,082)

Net income attributableto owners of parent

20,390(5,082)
20,390

Repurchase of treasury stock
Disposal of treasury stock

244

Purchase of treasury stockof subsidiaries

104(8,003)(8,003)

700

944

104

Changes of scope of consolidation(88)

Increase by share exchanges(88)

10,317

8,009

Reversal of revaluation reserve
for land

(84)

(84)

Net changes during the period
except for shareholders’ equity
Total changes during the period
Balance at the end of the period

18,326——

8,358

15,134

3,013

26,506

10,00060,883201,329(38,014)

234,199

Millions of yen

Accumulated other comprehensive income

Year ended March 31, 2018
Balance at the end of the previous period

Unrealized
gain on othersecurities

2,666

Total
accumulated
other
Revaluation Remeasurements
reserveof deﬁned comprehensive Subscription
incomefor landbeneﬁt plansrights to shares(7,990)(650)(5,974)578

Noncontrollinginterests

Total
net assets

647

202,943

Changes during the period
Cash dividends(5,082)

Net income attributableto owners of parent

20,390

Repurchase of treasury stock(8,003)

Disposal of treasury stock

944

Purchase of treasury stockof subsidiaries

104

Changes of scope of consolidation(88)

Increase by share exchanges

18,326

Reversal of revaluation reserve
for land(84)

Net changes during the period
except for shareholders’ equity
Total changes during the period
Balance at the end of the period

84

681

1,129

84

3,795

(7,905)

1,129

10

1,895

(65)

486

2,317

681

1,895

(65)

486

28,82330(4,079)

513

1,134

231,767

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(4) Consolidated Statements of Cash Flows
Millions of yen

Cash flows from operating activities:
Income before income taxes and other adjustments to net income
Depreciation and amortization
Loss on impairment of fixed assets
Amortization of goodwill
Decrease in allowance for doubtful receivables
Increase in net defined benefit liability
Interest and dividends received
Interest expenses
Increase in receivables—trade
Increase in inventories
Increase in payables—trade
Gain on sale of investment securities
Decrease (increase) in other assets
Increase in other liabilities
Other, net
Cash and cash equivalents received on interest and dividends income
Cash and cash equivalents paid for interest expenses
Cash and cash equivalents paid for income taxes
Net cash provided by operating activities
Cash flows from investing activities:
Decrease (increase) in time deposits, net
Payment for purchases of investment securities
Proceeds from sale of investment securities
Purchase of investments in subsidiaries
Acquisitions of property and equipment
Acquisitions of intangible fixed assets
Proceeds from sale of property and equipment
Payments of loans receivableCollection of loans receivable
Purchase of insurance funds
Proceeds from cancellation of insurance funds
Other, net
Net cash used in investing activities

11

Year ended
March 31, 2017

Year ended
March 31, 2018

22,807
5,723
391
3,017
(453)
24
(195)
7
(7,694)(4,257)
801
(161)
(282)
811
168
20,709194(7)(8,351)
12,54530,861
5,866
494
888
(1,436)36(241)
7(2,510)(4,717)
535
(0)
1,106
3,137
1,085
35,114241(7)(6,516)
28,831

30
(151)
242
(241)
(8,864)(1,171)
101
(38)
151
(96)
258
(160)
(9,940)

(94)
(155)
56
—
(13,139)(1,026)
26
(200)
718
(333)
435
(184)
(13,896)

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

Millions of yen

Cash flows from financing activities:
Increase in short-term borrowings, net
Repayment of long-term debt
Acquisitions of treasury stock
Proceeds from sale of treasury stock
Purchase of treasury stock of subsidiaries
Cash dividends paid
Cash dividends paid to non-controlling interests
Repayments of finance lease obligations
Net cash used in financing activities
Effect of exchange rate changes on cash and cash equivalents
Net Increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Increase in cash and cash equivalents resulting
from change of scope of consolidation
Increase in cash and cash equivalents resulting from merger
Increase in cash and cash equivalents resulting from share exchange
Cash and cash equivalents at end of year

12

Year ended
March 31, 2017

Year ended
March 31, 201856
(9)
(8,022)329—(4,435)(2)(94)(12,178)(0)(9,573)28,81830(6)(8,019)668(3)(5,082)(2)(82)(12,499)
5
2,441
20,879

282
96
1,255
20,879316—
5,319
28,957

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(Per share Information)
Yen

Net assets per share
Net income per share
Net income per share (diluted)

Year ended
March 31, 2017

Year ended
March 31, 2018

1,848.33
129.96129.522,008.42
178.64177.89Notes. The bases for calculation of net income per share and diluted net income per share are as follows:
Millions of yen, except per share data and number of sharesYear ended
Year ended
March 31, 2017
March 31, 2018

Net income per share
Net income attributable to owners of parent
Amount not attributable to common shareholders
Net income attributable to owners of parent
attributable to common stock
Average number of common stockduring the period (in thousands)
Net income per share (diluted)
Adjustment for net income attributable to owners of parent
Increase in number of shares of common stock (in thousands)[Of which subscription rights to shares (in thousands)]
Outline of dilutive shares which were not included in
the calculation of “Net income per share (diluted)”
because they do not have dilutive effect:

129.96
14,485—178.64
20,390—14,485

20,390111,462

114,145129.52—373[373]

177.89—476[476]

August 5, 2016
Board of Directors resolution
Stock options(Stock Acquisition Rights)
Common stock 367 thousand shares

13—

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

(Significant Subsequent Event)(Acquisition of Treasury Stock)
The meeting of the Board of Directors held on May 8, 2018 resolved as follows on the matters related to the acquisitionof treasury stock in accordance with Article 156 of Japan’s Companies Act, as applied pursuant to paragraph 3, Article
165 of the Act.
(1) Reason for Acquisition of Treasury Stock

The Company will acquire treasury stock in order to facilitate
enhancement of shareholder returns and the execution of ﬂexible capital
policies that respond to changes in the corporate environment.

(2) Type of Shares to be Acquired

Shares of common stock of the Company(3) Total Number of Shares to be Acquired

Up to 2,000,000 shares(4) Total Acquisition Price

Up to ¥5,000,000,000(5) Acquisition Period

From May 9, 2018 to March 31, 2019

(Creation of Wholly Owned Subsidiary through Share Exchange)
At the meeting of the Board of Directors held on May 8, 2018, a resolution was taken to approve a share exchange in which (1)the Company will become the sole parent company and NDS Co., Ltd. the wholly owned subsidiary; (2) the Company will
become the sole parent company and SYSKEN Corporation the wholly owned subsidiary; and (3) the Company will become
the sole parent company and Hokuriku Denwa Kouji Co., Ltd. the wholly owned subsidiary. The respective share exchange
agreements were concluded on the same date. All of the share exchanges are scheduled to come into force on October 1, 2018.
In addition, NDS Co., Ltd., SYSKEN Corporation, and Hokuriku Denwa Kouji Co., Ltd. will be delisted on
September 26, 2018 as a result of the share exchange.
(1) Overview of Business Acquisition
1) Name of Company to be Acquired and Content and Scale of its Business
NDS Co., Ltd. (Multidiscipline engineering business, ICT solution business, and housing and real estate business)
The total assets and net sales of the NDS Group are as follows.
Total Assets: ¥70,959 million (FY March 2018)
Net Sales: ¥78,013 million (FY March 2018)
SYSKEN Corporation (Information and communications construction business, infrastructure construction business and other)
The total assets and net sales of the SYSKEN Group are as follows.
Total Assets: ¥24,052 million (FY March 2018)
Net Sales: ¥28,088 million (FY March 2018)
Hokuriku Denwa Kouji Co., Ltd. (Telecommunications construction business and information systems business)
The total assets and net sales of the Hokuriku Denwa Kouji Group are as follows.
Total Assets: ¥10,270 million (FY March 2018)
Net Sales: ¥13,447 million (FY March 2018)2) Main Reason for Business Acquisition
The NDS Group engages in telecommunications infrastructure and network construction for telecom carriers, primarily
the NTT Group, in the Tokai and Hokuriku areas. In these areas as well as in the Tokyo metropolitan and Kansai areas,
the NDS Group is also concentrating its efforts on expanding the contracting of construction business from government
agencies and private companies, as well as telecommunications facilities construction, electrical and civil engineering,
ICT-related business, semi-conductor manufacturing equipment installation and maintenance, information systems
development, and settlement services of transport-related e-money systems.

14

COMSYS Holdings Corporation (1721)
Consolidated Financial Results for the Fiscal Year Ended March 31, 2018

The SYSKEN Group has pursued business in diverse fields centered on the NTT infrastructure construction
business and the general facilities construction business. It contributes to regional revitalization and development as acompany that operates primarily in Kyushu in the telecom infrastructure sector, primarily for the NTT Group, and thegeneral facilities sector, which includes electrical and air-conditioning installation.
The Hokuriku Denwa Kouji Group is mainly based in the Hokuriku area, and its core business is
telecommunications infrastructure and network construction for telecom carriers, primarily the NTT Group. It is also
concentrating efforts on the communications construction business, including network construction, electrical wire
undergrounding projects and solar power facility construction for public- and private-sector clients, as well as information
systems-related business including software development and data broadcasting.
Through the share exchange, the Company will pursue the maximization of synergies by operating a greater
scope of business, leveraging the respective strengths of the COMSYS Holdings Group and the targeted acquisition of
the NDS, SYSKEN, and Hokuriku Denwa Kouji groups. This includes expanding the service range in infrastructureand facility construction, including communications, electricity, gas, and water supply, as the technical capabilities
possessed by the Company and each target group complement each other. Another benefit is increasing efficiency throughpersonnel exchange and the sharing and utilization of construction, safety and quality management know-how, alongwith IT platforms. This share exchange will surely help achieve the stable and sustainable development of the Company
and each company targeted for acquisition with the aim of further enhancing COMSYS corporate value by powerfully
implementing the Group’s growth strategy.
3) Planned Date of Business Acquisition:
October 1, 2018 for all acquisitions
4) Legal Form of Business Acquisition:
Share exchange for all acquisitions5) Company Name after Acquisition:
NDS Co., Ltd., SYSKEN Corporation, Hokuriku Denwa Kouji Co., Ltd.
6) Percentage of Voting Rights to be Acquired: 100% for all acquisitions
7) Main Grounds for Determining the Company to Acquire:
The Company will acquire 100% of the voting rights through the share exchange, making all of the companies into
wholly owned subsidiaries of the Company.
(2) Exchange Ratio by Type of Shares, Method of Calculation, and Number of Shares to Be Exchanged
1) Exchange Ratio by Type of Shares
The Company will allot and deliver one share of the Company’s common stock for the following number of sharesof the common stock of each company.
NDS Co., Ltd.: 2.07 shares
SYSKEN Corporation: 1.04 shares
Hokuriku Denwa Kouji Co., Ltd.: 0.178 shares
2) Method of Calculating Share Exchange Ratio
In order to ensure fairness and appropriateness, the calculation of the share exchange ratio was determinedthrough individual consultation and negotiation between the Company and each target company, based on the resultsof calculations and analysis made by the independent third-party appraisers engaged by the Company and each target
company respectively, in reference to the results of due diligence performed by the Company and each target company,
and taking full consideration of such factors as the respective financial position, assets, and future outlook of theCompany and each of the companies targeted for acquisition.
Note: Matters yet to be finalized are omitted.

4. Other
Change of Directors (scheduled for June 26, 2018)
1) Changes in Representatives
Not applicable.
2) Changes in Other Officers
Not applicable.
15