Interim report
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- 1 - Summary of Consolidated Financial Results For the Nine Months ended December 31, 2024 (IFRS) February 14, 2025 Company name: TORIDOLL Holdings Corporation Stock exchange listing: Tokyo Stock Exchange Stock code: 3397 URL: https://www.toridoll.com Representative: Takaya Awata, President, Representative Director Inquiries: Satoshi Yamaguchi, Director, CFO and Head of Finance Division TEL: +81-3-4221-8900 Starting date of dividend payments: - Preparation of explanatory materials on quarterly financial results: Yes Information meetings arranged related to quarterly financial results: No (Amounts are rounded to the nearest million) 1. Consolidated Financial Results for the Nine Months Ended December 31, 2024 (from April 1, 2024 to December 31, 2024) (1) Consolidated Operating Results (% figures denote year-on-year change) Revenue Business profit Operating profit Profit before tax Profit for the period Millions of yen % Millions of yen % Millions of yen % Millions of yen % Millions of yen % Nine months ended December 31, 2024 201,787 17.1 14,048 21.1 11,537 1.6 11,162 4.8 6,278 (6.8) Nine months ended December 31, 2023 172,342 22.3 11,598 86.4 11,351 40.7 10,648 28.5 6,737 31.2 Profit for the period attributable to owners of the parent Comprehensive income for the period Earnings per share attributable to owners of the parent (basic) Earnings per share attributable to owners of the parent (diluted) Millions of yen % Millions of yen % Yen Yen Nine months ended December 31, 2024 5,977 (3.9) 11,225 (4.6) 65.03 64.46 Nine months ended December 31, 2023 6,222 35.1 11,762 7.7 68.11 67.45 (Reference) EBITDA (*) Nine months ended December 31, 2024: ¥ 36,371 million (increased 10.6% year-on-year basis) Nine months ended December 31, 2023: ¥ 32,892 million Adjusted EBITDA Nine months ended December 31, 2024: ¥ 37,453 million (increased 12.2% year-on-year basis) Nine months ended December 31, 2023: ¥ 33,389 million (*) The Company discloses EBITDA as comparative information. EBITDA = Operating Profit + Other Operating Expenses - Other Operating Income + Depreciation + Amortization Adjusted EBITDA = EBITDA + Impairment Loss + Extraordinary Expenses Translation Notice: This document is an excerpt translation of the original Japanese document and is only for reference purposes. In the event of any discrepancy between this translated document and the original Japanese document, the latter shall prevail. discrepancy between this translated document and the original Japanese document, the latter shall prevail.
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- 2 - (2) Consolidated Financial Position Total assets Total equity Equity attributable to owners of parent Equity attributable to owners of parent ratio Equity per share attributable to owners of parent Millions of yen Millions of yen Millions of yen % Yen As of December 31, 2024 335,343 104,547 94,738 28.3 1,082.50 As of March 31, 2024 321,438 90,135 80,600 25.1 923.23 (Notes) Due to the finalization of provisional accounting treatment related to the business combination carried out in the Fiscal Year ended March 31, 2024, the Consolidated Financial Position for the same fiscal year have been reflected. 2. Dividends Annual dividend per share Q1 Q2 Q3 Year-end Total Yen Yen Yen Yen Yen Fiscal Year ended March 31, 2024 ― 0.00 ― 9.00 9.00 Fiscal Year ended March 31, 2025 ― 0.00 ― Fiscal Year ending March 31, 2025 (Forecast) 10.00 10.00 3. Consolidated Financial Result Forecasts for the Fiscal Year Ending March 31, 2025 Percentages indicate year-on-year changes Revenue Business profit Operating profit Profit before tax Profit for the period Millions of yen % Millions of yen % Millions of yen % Millions of yen % Millions of yen % Fiscal year 265,000 14.2 17,300 21.1 11,600 1.9 10,200 (3.3) 5,400 (9.8) Profit for the period attributable to owners of the parent Earnings per share attributable to owners of the parent (basic) Millions of yen % Yen Fiscal year 4,900 (10.2) 51.69 * Notes (1) Changes in significant subsidiaries during the period (changes in specified subsidiaries resulting in the change in scope consolidation): No New: - Excluded: - (2) Changes in accounting policies and accounting estimates 1) Changes in accounting policies as required by IFRS: No 2) Changes in accounting policies other than 1) above: No 3) Changes in accounting estimates: No
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- 3 - (3) Number of shares outstanding (ordinary shares) 1) Total number of issued shares at the end of the period (including treasury shares) As of December 31, 2024 88,346,552 shares As of March 31, 2024 88,140,552 shares 2) Number of treasury stock at the end of the period As of December 31, 2024 828,949 shares As of March 31, 2024 837,892 shares 3) Average number of shares during the period Nine months ended December 31, 2024 87,322,808 shares Nine months ended December 31, 2023 87,101,228 shares * Review of the attached consolidated quarterly financial statements by certified public accountants or an audit firm: None * Appropriate use of financial results forecasts and other notes The forward-looking statements in this report are based upon various assumptions, including, without limitation, business forecasts, management’s estimates, assumptions, and projections at the time of publication. These statements do not represent a promise or commitment by the Company to achieve these forecasts. Actual results may differ significantly from these forecasts due to a wide range of factors.
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- 4 - 1. Qualitative Information Concerning Financial Results for the Nine Months ended December 31, 2024 (FY3/25 Q1-Q3) (1) Consolidated Financial Results During the first nine months of the consolidated fiscal year under review (April 1 to December 31, 2024), the business environment was somewhat uncertain, as wage increases across industries and regions were expected to stimulate consumption sentiment, but there were also concerns about the impact of higher labor costs on business perfomance. Business activities: In such an environment, the Group further strengthened its efforts to promote the appeal of food as KANDO experiences both in Japan and abroad. In Japan, we have also worked on the creation of a system to increase the satisfaction of our store employees and meet our human resources needs. As a result, all segments (Marugame Seimen, which is an authentic Sanuki udon restaurant chain, Other Domestic segment, and Overseas) recorded revenue growth, with total revenue reaching ¥ 201,787 million (up 17.1 % year on year), marking the highest total revenue for the first nine months of the consolidated fiscal year. At Marugame Seimen, the increase in revenue offset higher raw material and labor costs, resulting in the highest business profit (*1) for the first nine months of the consolidated fiscal year. The Other Domestic Segment, on the other hand, reported a decline in business profit year on year, mainly due to persistently high raw material costs and increased costs associated with openings. The Overseas Segment saw a decline in business profit, impacted in part by deteriorating market conditions in certain regions. As a result, consolidated business profit was ¥ 14,048 million (up 21.1 % year on year), marking the highest-ever result for the first nine months of the consolidated fiscal year. Operating profit (*2) for the first nine months of the consolidated fiscal year was ¥ 11,537 million (up 1.6 % year on year), resulting in a profit increase, while profit for the period attributable to owners of the parent was ¥ 5,977 million (down 3.9 % year on year). Q1-Q3 FY3/24 Results Q1-Q3 FY3/25 Results Year-on-year change Amount Percentage Revenue 172,342 201,787 +29,445 +17.1% Business profit 1 11,598 14,048 +2,450 +21.1% Operating profit 2 11,351 11,537 +187 +1.6% Profit for the period attributable to owners of the parent 6,222 5,977 (245) (3.9)% (Note) 1. Business profit is calculated as total revenue less cost of goods sold (COGS) and selling, general, and administrative 2. Operating profit is calculated as the sum of: 1) business profit less impairment losses and 2) other operating income
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- 5 - (2) Financial Results by Segment During the first nine months of the consolidated fiscal year, we revised Fulham Shore’s SG&As and business profit, which is in the Overseas Segment, for the same period of the previous year. The results for the nine months ended June 30, 2024 in this document reflect the amounts after a significant revision of the initial allocation of acquisition costs, following the finalization of provisional accounting treatments. Revenue Q1-Q3 FY3/24 Results Q1-Q3 FY3/25 Results Year-on-year change Amount Percentage Marugame Seimen 86,685 97,209 +10,524 +12.1% Other Domestic 20,943 26,068 +5,125 +24.5% Overseas 64,714 78,510 +13,795 +21.3% Consolidated 172,342 201,787 +29,445 +17.1% Business profit Q1-Q3 FY3/24 Results Q1-Q3 FY3/25 Results Year-on-year change Amount Percentage Marugame Seimen 13,834 15,971 +2,137 +15.4% Other Domestic 3,713 3,355 (358) (9.6)% Overseas 2,948 1,932 (1,016) (34.5)% Adjustments 3 (8,897) (7,210) +1,687 - Consolidated 11,598 14,048 +2,450 +21.1% (Note) 3. Adjustments are corporate expenses that are not allocated to each segment in financial reporting (Note) 4. This includes locations other than company-owned stores, including locations operated by franchisees or joint ventures. (Store)Number of StoresMarugameSeimenOther Domestic OverseasBusiness categoryCompanyownedCompany-ownedFranchiseand etc.(Note 4)Sub-TotalCompany-ownedFranchiseand etc.(Note 4)Sub-TotalAt the end of FY3/24 840 246 4 250 432 429 861 1,951Openings in Q1 FY3/25 24 30 1 31 37 49 86 141Closing in Q1 FY3/25 9 5 0 5 19 29 48 62At the end of Q1FY3/25855 271 5 276 450 449 899 2,030Total
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- 6 - Marugame Seimen Segment In the Marugame Seimen segment, we are developing our marketing strategy to simultaneously elevate brand value, customer experience (CX) and employee experience (EX) by combining a brand strategy that forms perceptions to keep customers choosing us and a product strategy that creates impulses. In addition, the full deployment of Menshokunin (noodle masters) (*5) across all locations and the fulfillment of staffing needs enabled the rapid rollout of numerous new initiatives. As a seasonal fair menu, starting November 1, Marugame Seimen launched its first-ever nationwide regional initiative, “Wagamachi Kamaage Udon 47,” in which Menshokunin across Japan created dipping sauces for Kamaage Udon inspired by the local food culture of all 47 prefectures. Additionally, starting November 26, we launched “Oretachi (our) Udon with Tonjiru (pork and vegetable soup)” along with the “Oretachi no Tomato Tonjiru Udon,” topped with a new special tomato sauce. Furthermore, on December 17, we introduced “Oretachi no Garibata Mayo Tonjiru Udon,” featuring a rich garlic butter-flavored mayonnaise. By incorporating gochujang and oyster sauce, the “Oretachi no Tonjiru” series created an addictive flavor that redefined traditional tonjiru. This series became a major hit, selling around 156 million servings. As a new product category, “Marugame Udonuts,” made from udon dough, was launched nationwide at Marugame Seimen on June 25, 2024. It received an overwhelmingly positive response from customers, surpassing a cumulative sales total of 10 million servings in about six months. Among them, the newly launched Marugame udonut Chocolate Flavor, which went on sale on December 3, became a major hit, selling more than twice the expected amount. As a result of these initiatives, total revenue reached ¥ 97,209 million (up 12.1 % year on year), marking the highest-ever result for the nine-month consolidated cumulative period. Business profit also saw a significant increase, reaching a record- high ¥ 15,971 million (up 15.4 % year on year) for the same period. *5. Menshokunin (noodle masters): Certification given only to those who have passed the unique training system, the Menshokunin program. Since its founding, Menshokunin have inherited the skills and passion of Marugame Seimen and have been dedicated to making udon noodles from scratch using flour at all of the restaurants on a daily basis in order to provide customers with the “best bowl of udon” they have ever eaten. Other Domestic Segment The Other Domestic segment covers the following businesses: Kona’s Coffee, Ramen Zundo-ya, Niku no Yamagyu, Banpai- ya, Tempura Makino, Toridoll, Buta-ya Tonichi, Nagata Honjyouken, and freshly baked Koppe pan. Kona's Coffee, which operates under the concept of Hawaiian dining experience “closest to you,” saw a significant increase in the number of customers due toseasonal fair menus and in-store and out-of-store events to attract customers, as well as enhanced online and offline information dissemination and use of social media marketing. The Itabashi store (Tokyo), which opened on October 24, and the Neyagawa store (Osaka), which reopened on December 4, both achieved top-class domestic sales, contributing to the segment's revenue growth. As we continued new store openings in Q3 onward, costs related to openings increased, but these were absorbed by the increase in revenue, resulting in an increase in business profit. Zundo-ya, a brand that serves ramen in brothy rich pork-bone soup, opened its first store in Saitama Prefecture, the Tokorozawa store, on October 31, followed by the opening of the Takatsuki Akaoji store (Osaka) on November 28, reaching a total of 100 locations nationwide.
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- 7 - As a result, revenue reached a record-high ¥ 26,068 million for the nine-month consolidated cumulative period (up 24.5 % year on year). On the other hand, business profit declined to ¥ 3,355 million (down 9.6 % year on year), mainly due to persistently high raw material costs and increased expenses associated with new store openings. Overseas Segment On October 1, 2024, we established a department within our Overseas Business Division to drive the reform of our overseas restaurant business. We are dispatching personnel with extensive expertise in domestic operations to overseas locations to strengthen the development of successful restaurant models. In addition to efforts to improve product and service quality and enhance productivity, the development of appealing products and the introduction of dynamic in-store designs have begun to show a certain level of positive impact on revenue and profitability at test locations. However, these efforts have not yet fully offset the impact of deteriorating market conditions in certain regions. Revenue saw a significant increase, reaching a record-high ¥ 78,510 million for the nine-month consolidated cumulative period (up 21.3 % year on year), driven in part by the contribution of Fulham Shore, which was consolidated from the previous second quarter. On the other hand, as mentioned earlier, business profit declined to ¥ 1,932 million (down 34.5 % year on year). (3) Explanations of Consolidated Financial Forecast The financial results for the first nine months of the fiscal year ending March 2025 have generally aligned with the full-year consolidated financial results forecasts announced on November 14, 2024, and no revisions have been made to the forecast.
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- 8 - Condensed Quarterly Consolidated Financial Statements Condensed Quarterly Consolidated Statements of Financial Position (Millions of yen) As of March 31, 2024 As of December 31, 2024 Assets Current assets Cash and cash equivalents 70,627 75,030 Trade and other receivables 9,678 10,250 Inventories 1,087 1,378 Other current assets 4,569 3,952 Total current assets 85,960 90,609 Non-current assets Property and equipment 44,281 47,578 Right-of-use assets 100,859 104,437 Intangible assets and goodwill 66,232 69,038 Investments accounted for using the equity method 4,498 4,721 Other financial assets 12,826 12,792 Deferred tax assets 5,078 4,140 Other non-current assets 1,704 2,028 Total non-current assets 235,478 244,733 Total assets 321,438 335,343
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- 9 - (Millions of yen) As of March 31, 2024 As of December 31, 2024 Liabilities Current liabilities Trade and other payables 16,963 17,017 Short-term loans payable 20,210 3,030 Current portion of long-term loans payable 15,573 14,893 Current portion of Bonds 800 800 Lease liabilities 20,001 21,300 Income taxes payable 3,683 2,904 Provisions 1,347 1,440 Other current liabilities 14,007 11,229 Total current liabilities 92,583 72,613 Non-current liabilities Bonds 2,386 22,431 Long-term loans payable 39,016 37,859 Lease liabilities 85,971 87,638 Provisions 5,954 6,520 Deferred tax liabilities 3,846 3,368 Other non-current liabilities 1,546 368 Total non-current liabilities 138,719 158,183 Total liabilities 231,303 230,795 Equity Equity attributable to owners of the parent Capital stock 4,834 5,057 Capital surplus 9,369 11,221 Other equity instruments 10,847 13,854 Retained earnings 38,816 43,481 Treasury stock (994) (985) Other components of equity 17,729 22,111 Total equity attributable to owners of the parent 80,600 94,738 Non-controlling interests 9,535 9,809 Total equity 90,135 104,547 Total liabilities and equity 321,438 335,343
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- 10 - Condensed Quarterly Consolidated Statements of Income (Millions of yen) Nine months ended December 31, 2023 Nine months ended December 31, 2024 Revenue 172,342 201,787 Cost of sales (41,624) (48,145) Gross profit 130,718 153,642 Selling, general and administrative expenses (119,120) (139,594) Impairment loss (243) (1,082) Other operating income 695 702 Other operating expenses (699) (2,131) Operating profit 11,351 11,537 Finance income 856 1,784 Finance costs (1,560) (2,132) Finance income (costs), net (704) (348) Share of profit (loss) of investments accounted for using the equity method 1 (28) Profit before tax 10,648 11,162 Income tax expense (3,911) (4,885) Profit for the period 6,737 6,278 Profit for the period attributable to Owners of the parent 6,222 5,977 Non-controlling interests 515 301 Profit for the period 6,737 6,278 Earnings per share attributable to owners of the parent (yen) Basic earnings per share 68.11 65.03 Diluted earnings per share 67.45 64.46
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- 11 - Condensed Quarterly Consolidated Statements of Comprehensive Income (Millions of yen) Nine months ended December 31, 2023 Nine months ended December 31, 2024 Profit for the period 6,737 6,278 Other comprehensive income Items that will not be reclassified to profit or loss Financial assets measured at fair value through other comprehensive income - 94 Total of items that will not be reclassified to profit or loss - 94 Items that may be reclassified to profit or loss Exchange differences on translating foreign operations 4,517 4,611 Share of other comprehensive income of investments accounted for using the equity method 509 243 Total of items that may be reclassified to profit or loss 5,025 4,853 Other comprehensive income 5,025 4,947 Comprehensive income for the period 11,762 11,225 Comprehensive income for the period attributable to Owners of the parent 10,656 10,428 Non-controlling interests 1,106 797
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- 12 - Condensed Quarterly Consolidated Statements of Changes in Equity For the nine months ended December 31, 2023 (Millions of yen) Equity attributable to owners of the parent Non- controlling interests Total equity Capital stock Capital surplus Other Equity instruments Retained earnings Treasury stock Other components of equity Total Exchange differences on translating foreign operations Stock Acquisition rights Total As of April 1, 2023 4,673 11,575 10,847 34,207 (1,003) 8,659 607 9,267 69,566 8,592 78,158 Profit for the period 6,222 - 6,222 515 6,737 Other comprehensive income 4,434 4,434 4,434 591 5,025 Total comprehensive income for the period - - - 6,222 - 4,434 - 4,434 10,656 1,106 11,762 Issuance of new shares―Exercise of stock acquisition rights 125 125 (53) (53) 197 197 Share-based payment transactions 131 131 131 131 Purchase or disposal of treasury stock 7 7 - 14 14 Dividends (653) - (653) (842) (1,495) Distribution to owners of other equity instruments (386) - (386) (386) Changes in ownership interests in subsidiaries that do not result in loss of control 16 - 16 9 25 Put options over non- controlling interests (2,285) - (2,285) (2,285) Other 14 - 14 18 32 Total transaction amount with owners 125 (2,137) - (1,025) 7 - 78 78 (2,951) (815) (3,766) As of December 31, 2023 4,798 9,439 10,847 39,404 (997) 13,094 685 13,779 77,271 8,883 86,154
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- 13 - For the nine months ended December 31, 2024 (Millions of yen) Equity attributable to owners of the parent Non- controlling interests Total equity Capital stock Capital surplus Other Equity instruments Retained earnings Treasury stock Other components of equity Total Exchange differences on translating foreign operations Financial assets measured at fair value through other comprehensive income Stock Acquisition rights s Total As of April 1, 2024 4,834 9,369 10,847 38,816 (994) 17,103 (90) 715 17,729 80,600 9,535 90,135 Profit for the period 5,977 - 5,977 301 6,278 Other comprehensive income 4,357 94 4,451 4,451 496 4,947 Total comprehensive income for the period - - - 5,977 - 4,357 94 - 4,451 10,428 797 11,225 Issuance of new shares―Exercise of stock acquisition rights 223 223 (104) (104) 342 342 Share-based payment transactions 42 42 42 42 Purchase or disposal of treasury stock 12 9 - 21 21 Dividends (786) - (786) (491) (1,277) Issuance of other equity instruments 13,854 - 13,854 13,854 Redemption of other equity instruments (10,847) (153) - (11,000) (11,000) Distribution to owners of other equity instruments (394) - (394) (394) Changes in ownership interests in subsidiaries that do not result in loss of control 21 - 21 (31) (10) Issuance of convertible bonds 811 - 811 811 Put options over non- controlling interests 761 - 761 761 Transfer to retained earnings from other components of equity 5 (5) (5) - - Other 25 14 (2) (2) 37 37 Total transaction amount with owners 223 1,852 3,007 (1,313) 9 - (5) (64) (69) 3,709 (523) 3,187 As of December 31, 2024 5,057 11,221 13,854 43,481 (985) 21,460 (1) 652 22,111 94,738 9,809 104,547
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- 14 - Condensed Quarterly Consolidated Statements of Cash Flows (Millions of yen) Nine months ended December 31, 2023 Nine months ended December 31, 2024 Cash flows from operating activities Profit before tax 10,648 11,162 Depreciation and amortization 21,537 23,405 Impairment loss 243 1,082 Interest income (836) (1,506) Interest expenses 1,542 2,052 Share of loss (profit) of investments accounted for using the equity method (1) 28 Decrease (increase) in trade and other receivables (913) (195) Decrease (increase) in inventories (121) (252) Increase (decrease) in trade and other payables 162 (417) Other, net 1,195 164 Subtotal 33,458 35,523 Interest income received 801 1,412 Interest expenses paid (1,669) (2,195) Income taxes paid (655) (5,393) Net cash provided by (used in) operating activities 31,934 29,347 Cash flows from investing activities Purchases of property and equipment (6,853) (10,241) Purchases of intangible assets (27) (51) Payments for lease and guarantee deposits (404) (880) Proceeds from collection of lease and guarantee deposits 310 478 Payments of construction assistance fund receivables (59) (40) Collection of construction assistance fund receivables 363 331 Payments for acquisition of subsidiaries (16,683) - Other, net 3 1,405 Net cash provided by (used in) investing activities (23,351) (8,999) Cash flows from financing activities Proceeds from issuance of bonds - 21,872 Payments for redemption of bonds (800) (800) Net increase (decrease) in short-term loans payable 16,100 (17,184) Proceeds from long-term loans payable 7,660 10,462 Repayments of long-term loans payable (12,744) (12,393) Repayments of lease liabilities (15,323) (17,312) Proceeds from share issuance to non-controlling shareholders 89 - Dividends paid (653) (786) Proceeds from issuance of other equity instruments - 13,790 Redemption of other equity instruments - (11,000) Distribution to owners of other equity instruments (556) (567) Payments for purchase of shares of subsidiaries that do not result in change in scope of consolidation - (4,023) Others, net (648) (150) Net cash provided by (used in) financing activities (6,875) (18,090) Net increase (decrease) in cash and cash equivalents 1,708 2,258 Cash and cash equivalents at the beginning of the period 67,456 70,627 Effect of exchange rate change on cash and cash equivalents 1,967 2,145 Cash and cash equivalents at the end of the period 71,131 75,030