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Acquisition of Australian staffing companies: Peoplebank and Chandler Macleod Recruit Holdings Co., Ltd. January 14, 2015

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Page 1: Acquisition of Australian staffing companies: … · Acquisition of Australian staffing companies: Peoplebank and ... Provided us full-scale entry into ... The staffing industry is

Acquisition of Australian staffing companies:

Peoplebank and Chandler Macleod

Recruit Holdings Co., Ltd.

January 14, 2015

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Disclaimer

In preparing these materials, Recruit Holdings Co., Ltd. relies upon and assumes the accuracy and completeness of all available information. However, we make no representations or warranties of any kind, express or implied, about the completeness and accuracy.This presentation also contains forward-looking statements. Actual results, performance and achievements are subject to various risks and uncertainties. Accordingly, actual results may differ significantly from those expressed or implied by forward-looking statements. Readers are cautioned against placing undue reliance on forward-looking statements.Third parties are not permitted to use and/or disclose this document and the contents herein for any other purpose without the prior written consent of Recruit Holdings Co., Ltd.

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Table of Contents

1.Highlights of the transaction2.About Staffing industry market

2-1 Global Staffing market2-2 Staffing market in Australia

3.About Peoplebank and Chandler Macleod3-1 Company profile3-2 Growth strategy and Track record

4.Acquisition cost and Impact to our Financial resultsAppendix

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

1.Highlights of the transaction

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Provided us full-scale entry into the strategically important and expanding Australian market

As a result of the successful completion of both transactions, Recruit is now in the second position in the Australian staffing market

Improve EBITDA margin of the acquired companies through the introduction of our Unit Management Method, cultivated in Japan

1.Highlights of the transaction

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

2.About Staffing industry market

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

2-1.Global Staffing market The staffing industry is mature and well established industry and is a key component of the overall labor

market. Market size is Appx. JPY40 trillion globally(mostly in matured countries). Australia is one of the attractive market because of the high penetration rate and market size.

(%)

Global Average:0.9%

(1)The penetration ratio is calculated by dividing number of temporary staffing by all labor population

(2)The above ranking does not include China due to the lack of reliable statistical dataSource: Ciett Economic Report 2014

(2)

Staffing market penetration rate: Global(1)

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(1)Calculated by adding the salesSource: Staffing Industry Analysts: 2014 Contingent Market Forecasts (Nov. 2013)

Global staffing markets (2013)

US

30%

Japan

14%UK

9%France

7%

Germany

6%

Australia

5%

Netherland

4%

Brazil

3%

Rest of the

World

22%

Total MarketUS$422Billion(1)

3.8

2.92.7

2.22 2

1.4

0

1

2

3

4

5

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

18.5

21.9

0

5

10

15

20

25

2013 2018

1,544 1,785

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

2,000

2013 2018Source : IBIS World 「Temporary Staff Services in Australia」

(Bn AUD) (Bn AUD)

Source : International Monetary Fund, World Economic Outlook Database, October 2014

CAGR2.9% CAGR

3.4%

2-2.Staffing market in Australia

Growth forecast of GDP(real): Australia Staffing market growth forecast: Australia

We see steady growth in the Australian staffing market.

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

3.About Peoplebank and Chandler Macleod

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

3-1.Company profile(1/2) Both Peoplebank and Chandler Macleod are staffing businesses based in Australia.

Peoplebank specialized in IT Chandler Macleod is diversified staffing firm with multiple services

Peoplebank Chandler Macleod

Corporate name : Peoplebank Holdings Pty Ltd

Established : 2007

HQ : North Sydney, Australia

Listed : Private 

Revenue : $522million (AUD) in FY2014 

EBITDA(margin) : $14million (AUD) in FY2014(2.7%)Head count : Appx. 230

Countries : 5

Business domain : IT & Engineering

Managements :

Peter AchesonCEO

Corporate name : Chandler Macleod Group Limited

Established  : 1959

HQ  : Sydney, Australia

Listed  : Listed(Australian Security Exchange)Revenue  : $1,413million (AUD) in FY2014 

EBITDA(margin) : $38million (AUD) in FY2014(2.7%)Head count  : Appx. 1,100

Countries  : 7

Business domain  : Diversified staffing

Managements  :

Cameron Judson CEO and Managing Director 10

(Australia, Singapore, Hong Kong, Indonesia, Malaysia)

(Australia, China(including Hong Kong), Singapore, Indonesia, New Zealand, UK and Ireland)

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Business domain Core Business domain

Source: IBISWorld「Temporary Staff Services in Australia」

(%)

3-1. Company profile(2/2) Through acquisition of Peoplebank and Chandler Macleod, we will become one of the market leaders in

the Australian staffing market. Each acquired companies will operate independently to maximize their specialty, in line with the approach

to previously acquired company.Market Share among Australian staffing business Business Domain/Service line-ups

Clerical

LightIndustry

IT

Engineering

Professional

Healthcare IT

Out Sourcing

Mining

Other

8.6

5.1

2.5

2.1

1.9

1.6

1.3

0 2 4 6 8 10

Skilled Group

Chandler Macleod Group

Manpower Services

(Australia)

Adecco Holdings

Peoplebank Holdings

WorkPac

Hays Specialist Recruitment

(Australia)

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(Australia)

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Before Acquisition(FY 6/2011)

Most Recent(FY 12/2013)

Acquired in Jul. 2010 Acquired in Oct. 2011

EBITDA Margin(1) /(EBITDA amount)

Before Acquisition(FY 12/2009)

Most Recent(FY 12/2013)

Acquired in Dec. 2011

Before Acquisition(FY 12/2010)

Most Recent(FY 12/2013)

EBITDA Margin(2) /(EBITDA amount)

EBITDA Margin(3) /(EBITDA amount)

(USD 0.2MM)

(USD 12MM)

(USD 33MM)

(USD 50MM)

(USD 42MM)

(USD 53MM)

3-2.Growth strategy and Track record In the past M&A, we have improve EBITDA margin of the acquired companies through the introduction of our

Unit Management Method, cultivated in Japan. We expect a similar performance from both acquisitions in Australia.

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4.Acquisition cost and Impact to our Financial results

Impact :Insignificant impact to financial results for FY2014 (Consolidation to our FS will occur from FY2015)

Total acquisition cost : Appx. JPY36Bn(1)

(Cost for ordinary share: Peoplebank AUD 68.6 MM (Appx. JPY 6.7Bn)(2), Chandler Macleod AUD290.4MM (Appx. JPY 28.3Bn) (2))

Financing arrangements: None (cash in hand, partly generated by the IPO)

(1)Total acquisition cost include Advisory and other related costs (2) JPY 97.43/ AUD

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Appendix

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

Our Mid-to-Long term vision

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Sustainable growth in domestic business Further growth in overseas business

Be the No.1 in Global HR Businessby approximately 2020

Be the No.1 in Global HR and Marketing Media Business by approximately 2030

No. 1 market share (net sales) in major

services

Strong client base IT strategies

Acquire new clients by leveraging IT

technologies

Enhance value by providing our

operating knowhow

Improve profitability at subsidiaries

Expand and enhance business foundation

through M&A

M&A strategies

Our plan is to grow our global business whilst maintaining our dominant position in Japan.We set our target to be the No.1 in Global HR Business by appx. 2020 and No.1 in Global HR and

Marketing Media by appx. 2030.We will promote further M&A overseas with cash generated from our domestic business.

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

M&A policy

2

“2-Phase Approach” for Global Expansion

Disciplined Investment Criteria

Phase 1・Feasibility evaluation・Small-size acquisitions / minority investments etc.

Phase 2・Global expansion through acquisitions・Maximizing value of acquired companies

・Implementing appropriate hurdle rate when making investment decisions

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

We are driving global expansion in Staffing, HR Media and Marketing Media segments. For Staffing and HR Media, we will accelerate our investments within Phase 2 criteria.

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M&A track record

Staffing HR Media Marketing Media

Phase 2

M&A /Global expansion

Phase 1

Minority investment/Feasibility evaluation

4 companies

5companies

9 companies

Acquired in 2010

Acquired in 2011

Acquired in 2011

Acquired in 2013

Acquired in 2013

Minority Investment in 2010

100% Acquisition in 2013

Acquired in 2009

Acquired in 2012

Acquired in 2014

JV (Minority Investment) in 2012

Acquired in 2013

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(C) Recruit Holdings Co.,Ltd. All rights reserved.

SHAREHOLDER AND ANALYST ENQUIRIESGreenhill Contacts:Greenhill & Co. Australia Pty LimitedLevel 43, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000, AustraliaT: +61 2 9229 1410 | F: +61 2 9229 1490