Aderans Company Limited
Transcription
Aderans Company Limited
Aderans Company Limited A N N U A L R E P O R T 2 O O 4 Aderans Company Limited A d e r a n s From New Building Blocks Come New Growth A N N U A L R E P O R T 2OO4 Year ended February 29, 2004 Uses soybean ink in consideration of the environment 100% recycled paper Printed in Japan The Aderans Group Maximizing value potential through Wellness Directors and Auditors Corporate Data Aderans Company Limited As of May 27, 2004 Aderans Company Limited As of February 29, 2004 S OLID B RAND R EPUTATION C HAIRMAN & CEO H EAD O FFICE Takayoshi Okamoto* 6-3, Shinjuku 1-chome, Shinjuku-ku, Tokyo 160-8429 replacement products and hair-related services for men and women. The Company P RESIDENT & COO E STABLISHED maintains Japan’s leading brand of custom-made hair-replacement products for both Katsuji Tokumaru* March 1, 1969 sexes and has also built a solid presence in the women’s fashion wig market through S ENIOR M ANAGING D IRECTOR P AID - IN C APITAL Mamoru Mino ¥12,944 million Established in 1969, Aderans Co., Ltd., is a comprehensive provider of hair- Fontaine Co., Ltd., a domestic subsidiary. C OMPREHENSIVE P RODUCTS AND Deputy general manager and director of sales and marketing headquarters S ERVICES We augment our mainstay custom-made wigs for men and women with a rich selection N UMBER 41,713,388 Shigeru Ueda steady expansion of Group operations beyond wigs and hair-replacement products to In charge of satellite salon management division, business development division and technical & education division hair-growth treatments and medical procedures. Toward this end, we welcomed the start of trial activities of our first affiliated clinic in February 2004. Hiroyasu Yamakawa General manager of administrative division G LOBAL P RESENCE Senkichi Yagi Aderans heads a group of 28 consolidated companies — three operating in Japan and General manager of sales and marketing division 25 overseas — with a Groupwide workforce of more than 5,400 people. Members of S UPREME A DVISORS especially in women’s fashion wig wholesaling. This achievement is complemented by brisk sales of men’s wigs in Taiwan, South Korea and other areas of Asia. CONTENTS 1 Consolidated Financial Highlights 2 Message from the Management 5 From New Building Blocks Come New Growth Evolving Perspectives; Change and Growth; New Pillar of Growth; Global Profile; Good Corporate Citizen AND D IRECTORS Nobuo Nemoto Kunihiko Hirakawa Haruo Okita the Group in the United States and Europe have captured high market shares, MISSION AND GOALS S PECIAL A DVISOR Our mission is to alleviate S TANDING C ORPORATE A UDITOR whatever concerns people may have about hair loss, regardless of the cause or degree. Our corporate slogan — Wellness — represents concerted efforts to contribute to people’s health and happiness through an enhanced physical appearance and a positive state of mind. For investors, we strive to achieve long-term growth and higher shareholder value. AND D IRECTOR Nobuo Watabe S HAREHOLDERS Number of Shares and Shareholding Ratio Name % 6,525 4,632 4,280 1,498 1,227 15.9 11.3 10.4 3.6 3.0 1,004 873 726 641 2.4 2.1 1.7 1.5 574 1.4 Notes: 1. The Company holds of 632 thousand of its own shares in treasury stock. 2. Those shares held by the Master Trust Bank of Japan, Limited, Japan Trustee Services Bank, Ltd., and The Nomura Trust and Banking Co., Ltd., are shares relating to their trust businesses. S TOCK L ISTINGS C ORPORATE A UDITORS First Section of Tokyo Stock Exchange First Section of Osaka Securities Exchange Okio Akutsu Masaaki Katagiri Iwao Toigawa Thousands of shares Japan Trustee Services Bank, Ltd. (Trust Account) Nobuo Nemoto The Master Trust Bank of Japan, Ltd. (Trust Account) State Street Bank and Trust Company Bank of Bermuda Sparx Asset Management The Nomura Trust and Banking Co., Ltd. (Investment Trust Account) Nomura Securities Co., Ltd. The Dai-ichi Mutual Life Insurance Company Bank of New York Europe Limited Luxembourg The National Mutual Insurance Federation of Agricultural Cooperatives Fumio Arai T RANSFER A GENT AND R EGISTRAR The Chuo Mitsui Trust and Banking Company, Limited Securities Department 8-4, Izumi 2-chome, Suginami-ku, Tokyo 168-0063 *Representative director SALES AND MARKETING DIVISION Hokkaido, Tohoku, Tokyo, Kanto, Chukyo, Kansai, Chugoku, Kyushu N UMBER OF O UTLETS OF E MPLOYEES 234 N UMBER 2,103 S TOCK P RICE R ANGE Trading Volume (Thousands of shares) 16 Domestic Strengths: R&D and After-Sales Services F OR F URTHER I NFORMATION C ONTACT : 17 Financial Section Investor Relations Division, Aderans Co., Ltd. 40 Subsidiaries and Affiliates 6-3, Shinjuku 1-chome, Shinjuku-ku, Tokyo 160-8429, Japan 41 Directors and Auditors, Corporate Data OF S HARES I SSUED P RINCIPAL S HAREHOLDERS In charge of customer service division, IT control division, public relations division and investor relations division research and development on hair-regeneration treatments. This move underpins N UMBER OF 10,620 Tsuguo Tanaka presence in the U.S. hair-transplant business with the June 2002 commencement of S HARES A UTHORIZED Noboru Kaneko D IRECTORS the forefront of the hair-transplant and hair-growth markets, we have reinforced our OF 138,033,400 M ANAGING D IRECTOR In charge of advertising division and administrative division of complementary products and hair-related services. Seeking to cement a position at N UMBER Tel. +81-3-3350-3268 Fax. +81-3-3356-3052 E-mail. [email protected] Stock Price (¥) 8,400 2,800 7,200 2,400 6,000 2,000 4,800 1,600 3,600 1,200 2,400 800 1,200 400 0 0 03 3 4 5 6 7 8 04 9 10 11 12 1 2 41 Consolidated Financial Highlights Thousands of U.S. dollars Millions of yen 2004 2003 % change 2004 Net sales Operating income Net income ¥73,881 10,796 5,001 ¥77,112 12,973 6,173 –4.2% –16.8 –19.0 $673,976 98,490 45,625 PER COMMON SHARE AMOUNTS (yen and dollars): Net income Cash dividends applicable to the year ¥120.46 32.00 ¥147.82 30.00 –18.5% 6.7 $ Total assets Shareholders’ equity Net cash provided by operating activities Depreciation and amortization Capital expenditures ¥91,048 73,884 7,558 2,368 5,078 ¥92,864 70,303 9,729 2,285 2,537 –2.0% 5.1 –22.3 3.6 100.2 $830,579 674,007 68,955 21,603 46,324 OTHER YEAR-END DATA: Number of shares outstanding (thousand) Number of employees 40,997 5,373 40,357 5,406 1.6 –0.6 1.09 0.29 — — Notes: 1. The U.S. dollar amounts represent the arithmetical results of translating yen into U.S. dollars at the rate of ¥109.62 to US$1. 2. Net income per share is calculated based on the new accounting standard described on page 34 (Note 14). SALES BY PRINCIPAL PRODUCT HAIR-RELATED BUSINESS OTHER BUSINESS ¥444 ¥73,436 Service revenues ¥17,822 (Millions of yen) SALES BY REGION Asia ¥566 Europe ¥2,670 (Millions of yen) Total ¥73,881 Custom-made wigs ¥34,632 Total ¥73,881 North America ¥12,191 Other products ¥6,205 Japan ¥58,453 Ready-made wigs ¥14,776 Note: The above figures exclude intersegment transactions. NET SALES AND NET INCOME TO NET SALES RATIO Net Sales (Billions of yen) Net Income to Net Sales Ratio (%) RETURN ON ASSETS AND RETURN ON EQUITY NET INCOME AND NET 10 INCOME PER SHARE 8 200 7.5 6 120 30 5 4 80 15 2.5 2 40 Return on Equity 0 Return on Assets 75 12.5 60 10 45 160 (Yen) (%) 0 2000 2001 2002 2003 2004 0 12 10 8 6 4 Net Income Net Income per Share 14 0 2000 2001 2002 2003 2004 2 0 2000 2001 2002 2003 2004 This annual report has been prepared for non-Japanese investors and contains forward-looking statements that are based on management’s estimates, assumptions and projections at the time of publication. Aderans cautions you that a number of factors could cause actual results to differ materially from expectations. 1 Message from the Management Fiscal Review On a consolidated basis, net sales and net income for fiscal 2004, ended February 29, 2004, fell year-on-year, to ¥73.8 billion and ¥5.0 billion, respectively. Priority issues for management in fiscal 2004 were to reinvigorate faltering sales to new male clients in the domestic market and to promote measures, particularly advertising strategies, that would underscore improved demand from men. While our efforts were successful in capturing steady sales from repeat male clients, they were insufficient to halt the downward trend in sales to new male clients. We encountered a similar situation in the domestic women’s market, largely because EFFECTIVE FROM FEBRUARY 29, 2004, TAKAYOSHI Sifore, a new brand, took more time than we had anticipated to really attract the market’s attention. This slow market response led to a delay in the recovery of sales to new female clients. Regrettably, lackluster sales to new male and female clients had a pivotal impact on OKAMOTO OFFICIALLY net sales. On behalf of the Board, we extend our sincerest apologies to investors for our ASSUMED THE POSITION inability to meet performance goals in fiscal 2004. Turning to overseas developments, we are happy to report that sales by our U.S. oper- OF CHAIRMAN AND CHIEF ations exceeded expectations, thanks to favorable results from Bosley Medical Institute, EXECUTIVE OFFICER AND Inc. Our European operations also marked year-on-year gains, in both sales and income. KATSUJI TOKUMARU In Asia, excluding Japan, efforts to attract new clients in Taiwan were hampered in the first half of fiscal 2004 by the spread of Severe Acute Respiratory Syndrome — the SARS BECAME PRESIDENT AND CHIEF OPERATING OFFICER. virus — in eastern Asia, but sales rallied somewhat in the second half. The past few years have been characterized by unexpected events having global repercussions, most notably the September 11 terrorist attacks in the United States and the spread of SARS, but signs of recovery are definitely emerging in the business world. Strategies for Fiscal 2005 The men’s wig business in Japan has been the pillar of Aderans’ operations since the Company was established. For this reason, it is absolutely imperative for the Aderans Group to revitalize demand in this market. Indeed, in fiscal 2005, we will continue to emphasize higher sales from new male clients and, keeping advertising at the heart of our marketing strategy, we will turn three advertising-oriented keys to unlock success. One key is to enhance the image of wigs in society. Recently, television commercials highlighting products and services to promote healthy hair growth have become mainstream among our competitors. But at Aderans, we believe that the steady rise in the number of people who are concerned about their hair, or lack thereof, actually creates substantial latent demand for wigs, the most effective solution to hair loss. To help us translate this latent demand into sales, we renamed the Aderans Fathers’ Club in February 2004. The new name — Aderans Hair Club — is more general and more inviting to men of all ages. We will also explore the potential of television commercials aimed at men in a wider age range that serve to erase the negative image wigs have and encourage men to see wigs as more everyday items. 2 The second key is to make the market more aware that Aderans offers a comprehensive range of products and services, from wigs to haircare items. We aim to tailor our advertising to specific age groups and showcase aspects of interest to each segment. Our wide selection of products and services has captured the interest of many men, substantiated by the fact that about 60% of the 20,000 plus inquiries we receive each year from potential new male clients lead to contracts. But I’d like to find a way to encourage the men who comprise the remaining 40% to try one of the many Aderans products, too. The third key is the development of new products for the men’s market that distinguish Aderans from its competition. This key is indispensable from a medium-term perspective. We are going to focus on concept products, which are intermediate solutions more sophisticated than services such as Hair Support and Pinpoint, but not as extreme as the use of a wig. WE In the domestic women’s market, we will focus on three objectives to increase HAVE NO INTENTION OF IMPLEMENTING ANYTHING RADICAL — NO STRATEGIES sales to new female clients. First, we will establish a solid reputation for two brands: the existing Eve Series and Sifore, the line that debuted in September 2003. By targeting a wider age range, we will increase the potential for higher sales to new female clients. Second, we will organize try-on events in major urban centers throughout THAT SHIFT MANAGEMENT Japan as part of a fresh approach to marketing. Third, we will boost demand from RESOURCES AWAY FROM women through joint projects with Fontaine, which became a wholly owned subsidiary THE MEN ’ S MARKET IN in December 2003. FAVOR OF THE WOMEN ’ S MARKET . In other domestic operations, we have expended a great deal of energy to set up the hair transplant business, which will reinforce our profile as a comprehensive provider of hair-replacement products and hair-related services. In February 2004, we opened our first affiliated clinic, in the Shinjuku district of Tokyo. We expect the affiliated clinic to be recognized as a legally incorporated medical institution around October 2004, after which the affiliated clinic will open locations in major urban centers throughout Japan. In the medium to long term, we aim to establish business models for products that make hair look fuller and that promote healthy hair growth by integrating operations in the domestic men’s market with the hair-transplant business. In overseas operations, we have five main undertakings: to promote selfsustained growth in countries where we already have a presence, expand the content of our operations, and improve profitability; to reinforce our overseas KATSUJI TOKUMARU President and Chief Operating Officer (left) TAKAYOSHI OKAMOTO Chairman and Chief Executive Officer (right) operating foundation; to pursue operations in regions where we currently do not have a presence, such as newly developing markets; to take the hair transplant business global; to strengthen our production structure and hone research and development capabilities. Minimum profitability ratios have been set for each overseas subsidiary, effective from fiscal 2005, to encourage efforts to acquire larger slices of their respective markets and realize steadily increasing sales and income. If unprofitable operations in a certain area fail to show improvement, we may withdraw from that market. Management Direction The management direction of the Aderans Group emphasizes the development of business in three core segments — products, such as wigs, that create the appearance of a fuller head of hair; medicinal therapies, specifically items that encourage the healthy growth of hair; and medical procedures, namely hair-transplant services — to underpin the Group’s global position as a comprehensive provider of hair replacement and hair-related services for men and women. As far as management objectives are concerned, we aim for a ratio of recurring profit to net sales exceeding 25%, on a non-consolidated basis, and return on equity exceeding 10%, on a consolidated basis. Our long-term business strategy is to raise the contribution of overseas sales to net sales so that the ratio from domestic and overseas operations is 50:50. WE WILL SEPARATE In our policy toward shareholders, we seek to return more than 50% of non-consolidated net income to shareholders. Two pillars of this policy are stable dividends and treasury stock buy- RESPONSIBILITY FOR backs. On the latter point, we executed buybacks of 500,000 shares and one million shares in MAKING DECISIONS 2003 and 2004, respectively. AND EXECUTING THEM , Swift formation and implementation of strategies is imperative today, given the globally diverse business activities of the Aderans Group in an operating environment characterized by ACCELERATE THESE significant changes at home and abroad. To achieve stated goals and ensure corporate growth PROCESSES AND ACHIEVE into the future, Aderans adopted a new management structure that makes the chairman and OUR GOALS . chief executive officer (CEO) accountable for long-term business strategies and gives the president and chief operating officer responsibility for executing regular business activities, according to the direction indicated by the chairman and CEO. Based on a resolution passed at the Board of Directors’ meeting on February 12, 2004, and effective from February 29, 2004, we officially assumed our new roles. These executive changes lend a younger perspective to the way business gets done. Moreover, by giving oversight for overseas strategies to the chairman and responsibility for domestic strategies to the president, decisions pertaining to business expansion will be made more swiftly. Both of us, as well as every employee in the Aderans Group, will work diligently to fulfill our obligations and realize corporate objectives. We look forward to the continued support and encouragement of stakeholders and business associates. June 2004 Takayoshi Okamoto Chairman and Chief Executive Officer Katsuji Tokumaru President and Chief Operating Officer 4 AN INTERVIEW WITH TOP MANAGEMENT T he Aderans Group seeks to build a framework to support its position as a provider of comprehensive hair-related products and services. From New Building Blocks Come New Growth Can the Aderans Group achieve its growth objectives amid the challenges presented by today’s diversifying market? Takayoshi Okamoto, chairman and CEO responsible for overall group strategies and overseas operations, and Katsuji Tokumaru, president and COO responsible mainly for domestic operations, share their views on strategies aimed at achieving stated goals. 5 Question 1 Exactly what is Aderans doing to revitalize the men’s market in Japan? T o k u m a r u Latent demand for comprehensive hair-related products and services in the domestic men’s market appears to be expanding, as the number of men in Japan with thinning hair increases. I think wigs will be the predominant choice of Japanese men seeking a solution to hair loss. But against this promising backdrop, we have diversifying market needs and client groups to which we cannot fully respond with existing products and services. For example, Hair Support has been popular with young men. But when these men enter middle-age, will they be receptive to wigs? We must prioritize these men — the ones who have never used wigs before — in our strategies and apply different tactics to identify evolving market needs. Before Evolving Perspectives Advertising is a vital component of our strategy for attracting new male clients. Following a review of the content and time period for our television commercials — predominantly spot ads, a format we have emphasized over the past two years — we decided to experiment with program sponsorship as well. We continue to promote greater interest in wigs and hair-replacement products through membership in the Aderans Hair Club, a relatively new approach to marketing, while testing the market waters on a spectrum of topics, not just products and services but also pricing and sales methods. From a medium-term perspective, we will focus on medical procedures, products and services that promote healthy hair growth, and the development of new products. At the same time, we will endeavor to come up with intermediate products — more sophisticated than Hair Support and Pinpoint but less radical than a wig — to erase any reluctance clients currently receiving Hair Support or Pinpoint services might feel about switching to a wig. Discovering a fast-acting cure for the ailing men’s market is not easy. But we are extremely keen to mine the proverbial mother load that exists in the men’s market and are implementing a variety of measures that will help us find pay dirt. 6 After Aderans developed the Aderans Hair Club membership system to stimulate demand for men’s products and services. H AIR S UPPORT A QUA , A SERVICE AVAILABLE SINCE S EPTEMBER 2003, USES A PATENTED SOLUTION WITH Japan’s Market Scale Japan’s market for hair-related products and services — such as wigs (including custom-made and ready-made wigs), products to create fuller-looking hair and services to promote healthy hair growth — is estimated to be ¥167 billion annually. The custom-made wig and hair support service market alone is worth about ¥120 billion, of which Aderans accounts for nearly 40%. A HIGH CONCENTRATION OF OXYGEN TO ACCELERATE Men’s Market SCALP REGENERATION . A derans has enjoyed top spot in the domestic industry for many years, an achievement substantiated by the solid regard the Company’s custom-made wigs have earned for high quality and the sophisticated technology that goes into making them. Indeed, “Aderans” has become a synonym for men’s wigs and hairreplacement products. From the time the Company was established, middle-aged men formed our core of demand for wigs. But in recent years, demand from this client segment has waned. In fact, sales to women have exceeded sales to men since fiscal 2002, and demand from men, in general, is more for services, such as Hair Support, which is directed toward younger men. Aderans Hair Club T he renewal rate for the Aderans Fathers’ Club, the Company’s first membership sales system, is about 80%. In February 2004, we changed the name to the Aderans Hair Club, in an effort to make the name more inclusive to men of all ages, not only fatherly figures in middle-age. Marketing System Conscientious marketing, underpinned by salient advertising strategies, has given our stress-free consultation system — accessible by telephone or postcard — a solid reputation. In recent years, we have also enhanced the content on our web site to enable potential clients to use Hair Check and to confirm STRATEGIC ADVERTISING TV Magazines ● Web site ● ● consultation appointments online. Average monthly sales through the web site reached about ¥800 million in fiscal 2004. (Non-Consolidated) (Non-Consolidated) (Billions of yen) (Billions of yen) Custom-made wigs Male Female 10 Hair Support, Physical Esthé 0 MEMBERSHIP SALES Male Female 2000 2001 2002 2003 2004 SYSTEM (Aderans Hair Club) 30 Custom-made wigs, Hair Fix, and Pinpoint Fix + Hair support services 20 Female New Repeat Consulting + Hair check (Free) SALES BY PRODUCT SALES BY GENDER Male New Repeat SERVICES VIA NATIONWIDE NETWORK 20 10 0 After-sales services 2000 2001 2002 2003 2004 Question 2 In December 2003, Aderans acquired 100% equity in Fontaine through a share exchange and turned the company into a wholly owned subsidiary. What does Aderans gain from this move? T o k u m a r u Through this move, we enhance business mobility in the domestic women’s market — a favorable domain — while strengthening executive and capital strategies, encouraging greater management efficiency, and elevating the corporate value of the Aderans Group. The Group’s products for women — basically, Aderans’ custommade wigs and Fontaine’s fashion wigs — have always complemented each other. But to protect the interests of shareholders in both companies, neither Aderans nor Fontaine could suggest the other’s products to its own clients. Change and Growth The new equity structure changes that. We can now promote products to Fontaine’s clients, and vice versa, through our salon networks and through the barber and hairdressing salons that form Fontaine’s primary distribution channel. No more lost opportunities within the Group. We will be able to combine our efforts, sharing market information to reinforce sales and teaming up on the development of new products. We will also be able to integrate Fontaine’s Beauty Support System into our new-concept salons. We plan to commit resources to the creation of products under the brands of both companies that will grab the attention of women younger than those we currently target. We will utilize Fontaine’s new status to underpin the strategic development of products in a wider price range for women of a more diverse age group. Other members of the Aderans Group will benefit, as well, through access to Fontaine’s distribution channels. Fontaine’s transformation into a wholly owned subsidiary is part of a vital management priority that parallels Aderans’ entry into the hair-transplant business: the restructuring of domestic Group activities, specifically the establishment of a holding company sometime in the future. 8 FONTAINE SALES BY PRODUCT (Millions of yen) Wigs 9,259 ● VALAN 5,846 ● Fontaine wigs 2,759 ● Hairpieces 220 ● Hair-related products 434 ● Other products 954 E VE Q UEEN Women’s Market IS DISTINGUISHED Sales from the domestic women’s market com- BY ITS RICH VARIETY OF prise sales from Aderans, the parent, which focuses COLORS , A RESULT OF A DERANS ’ on custom-made wigs, and Fontaine, which specializes in fashion wigs. In fiscal 2004, sales to PROPRIETARY women in Japan reached ¥32.6 billion, with Aderans TECHNIQUE TO CREATE contributing ¥22.3 billion, down 4.0% year-on-year, and Fontaine providing ¥10.2 billion, down 2.3%. ALTERNATELY COLORED STRANDS . Aderans’ Brand Strategy Aderans has increased sales to women in the 50–70 age group by emphasizing the high quality of the Eve Series, a well-established brand of custom-made wigs. But demand from new clients could falter as the make up of this age group shifts to the over-60s. To offset the possibility of a negative effect on sales, Aderans reviewed the timing of new products and launched a new brand, Sifore, in September 2003, geared to younger women. A two-brand structure, hinging on the Eve Series and Sifore, will allow us to target a wider range of ages and, with alternating investment in new products, such as our own introduction of Eve Queen in March 2004, we will be able to raise brand recognition, which will in turn boost sales. On the service front, we debuted Reage Hair Support, an allinclusive haircare system for women, in March 2003, to meet heightened demand for haircare services from our female clients. In our marketing efforts, we are working to augment existing distribution channels, such as our salon network, with fresh marketing approaches. For example, we are scheduling additional try-on events in major urban centers throughout Japan. We are also exploring ordinary access routes to the market, through retailers, such as Tokyu Hands, a A DERANS chain of do-it-yourself and hobby stores, which began selling Mederona, a UTILIZES THREE series of haircare products for middle-aged women in May 2004 as a follow- PRIMARY SALES CHANNELS IN J APAN : up to the 9696 (“kuro-guro”) Series, a collection of medicated haircare prod- REGULAR SALONS , WHICH ucts, for men. ARE LOCATED IN MAJOR URBAN Fontaine Brands CENTERS THROUGHOUT THE Fontaine’s product list comprises about 200 items in three categories: wigs; COUNTRY ; SATELLITE SALONS , Top Piece, a hairpiece; and Posté, a hair accessory. The company offers fashion wigs under three brands — Fontaine, made from the highest-quality synthetic WHICH CATER TO CLIENTS fibers; Valan, a luxurious blend of natural and synthetic fibers; and Roloc, OUTSIDE LARGE CITIES ; AND NEW - CONCEPT SALONS , WHICH OFFER A DERANS ’ SERVICES IN ADDITION TO TYPICAL BARBER AND HAIRDRESSING SERVICES . which features two-toned strands created with a proprietary OUTLETS technique — all of which have earned top marks for design (As of February 29, 2004) Counseling Offices Regular Salons Ladies’ Salons Satellite Salons New-Concept Salons 9 138 25 52 10 and fashionability. 9 Question 3 What is the status of hair-transplant services in Japan? T o k u m a r u Preparations to establish hair-transplant services in Japan culminated in February 2004 with the opening of our first affiliated clinic, Wellness Shinjuku Clinic. We do not run this medical facility, but we grant the doctor in charge access to the know-how of U.S.-based Bosley Medical Institute, Inc., a member of the Aderans Group and a leader in hair restoration, and we accept fees for providing technology- and business-related support. We expect authorities in Japan to give the clinic corporate medical institution status in October 2004. Once the clinic has official status, additional locations will be established in such major urban centers as Osaka and Nagoya, by the end of the current fiscal year. We’d like to see eight locations in operation within five years. New Pillar of Growth Adding hair-transplant services to our business content provides the obvious merit of an expanded service menu for clients. But because wigs and hair-transplant procedures are often used together in treating hair loss, these services also hold great potential for boosting sales of wigs to men who might have had no interest in wigs before considering a hair transplant. However, the rosy prospect is tempered by two vital issues in further expansion of hair-transplant services. First, we have to identify a way to make society receptive to these medical procedures. Second, we have to find and retain skilled surgeons. We will devote the necessary time and energy to grow this business in Japan. Our reward will be higher sales in the domestic men’s market. 10 THE ENTIRE ADERANS GROUP BENEFITS FROM THE BUSINESS KNOW-HOW OF GROUP COMPANIES IN THE UNITED STATES, PARTICULARLY IN TERMS OF R&D INTO MEDICINAL THERAPIES AND MEDICAL PROCEDURES. Domestic Environment In the United States, where hair-transplant procedures are a well-established treatment for thinning hair, the market for such operations is worth the equivalent of ¥80 billion to ¥100 billion. The size of the market in Japan, based on population, is estimated between ¥40 billion and ¥50 billion. We will have to clear two hurdles to get hair-transplant services really going in Japan. First, the Medical Service Law prohibits a private company from providing services as a medical institution. But a policy is being considered that would facilitate the participation of nonprofit medical institutions in the medical profession through the Ministry of Health, Labor and Welfare. Second, a medical institution is allowed to promote its name, but it cannot advertise the effectiveness of services that are performed at the facility. Aderans Group’s Medical Procedures Business The Aderans Group seeks to be a provider of comprehensive hair-related products and services for men and women with activities in three core segments — wigs, medicinal therapies and medical procedures. In the United States, which functions as our business model, we are already involved in all three businesses. In August 2001, Bosley Medical Institute, Inc., the largest provider of hair-transplant services in the United States, came under the Aderans Group umbrella. This company, with 12 clinics and 33 consulting offices in North America, is recognized worldwide as a pioneer in the hair-transplant field. In June 2002, we established Aderans Research Institute, Inc., in California, to undertake research and development on hair-regeneration treatments. Working toward the commercialization of hair-regeneration techniques by 2007, the company is tackling R&D at two laboratories, in Philadelphia, Pennsylvania, and Atlanta, Georgia. Activities are moving steadily closer to the clinical trial stage. What is hair transplantation? Even in the field of cosmetic surgery, hair transplantation is considered a sophisticated med- Aderans Research Institute, Inc., Atlanta, Georgia ical procedure whereby a section of the patient’s own scalp with healthy hair roots is surgically removed and relocated to the area of hair loss. In a market where most providers are doctors in private practice, Bosley Medical Institute holds the top share — about 10% — with net sales of $71 million for the fiscal year ended December 31, 2003. What is hair-regeneration technology? Hair-regeneration technology is a process whereby a small amount of hair follicle cells — the cells that produce hair roots — is cultivated and transplanted into the scalp. The procedure can be used to help burn victims and people Bosley Medical Institute, Inc. who have lost hair due to cancer. 11 Question 4 What are your medium- to long-term strategies and expectations for overseas operations? O k a m o t o Our long-term vision is to establish Aderans as the world brand of a group of companies providing comprehensive hair-related products and services. In our growth strategy, our medium- to long-term objective is to have domestic and overseas operations contribute equally to consolidated net sales. The first step toward this goal is to capture leading shares in each of the overseas markets where we have a presence. More specifically, if we can achieve a 40% share in markets where our subsidiaries already exist, we will be able to set industry prices in each market. Other companies in the industry will have to follow our lead. Global Profile Our overseas network has four regional hubs: Japan, Europe, the United States and Asia, excluding Japan. Holding companies have already been set up in the United States — Aderans Holding Co., Inc. — and in Europe — Aderans Europe B.V. — but in the near future we’d like to bring companies in each geographical area outside of Japan under a regional holding company. Profits earned in a particular region would be reinvested there, and operations would naturally expand. Under this plan, each regional hub would gain independence and a higher degree of freedom in determining activities suited to the respective markets. Over the medium to long term, we will allocate headquarter functions to each regional holding company. In a supervisory capacity, each holding company will be run by a CEO and a COO who carry the responsibilities now shouldered by the head office in Japan. To promote steady progress toward our ultimate goal, we have set down groupwide and region-specific numerical targets for contribution to consolidated net sales, as well as performance figures, such as net sales and recurring profit, for fiscal 2005. Concrete efforts directed at achieving these targets are already under way. 12 The Noriko Collection features individual strands of multicolored fibers developed through Aderans’ proprietary technology. Two-Sided Market Strategy The overseas strategy of the Aderans Group is two-sided, with activities in each region geared to local conditions. In the United States and Europe, where the market for wigs and hair-replacement products is already well established, we have expanded our presence through mergers and acquisitions of wholesaling operations. In Asia, excluding Japan, we have applied the business model used in Japan to promote our brands directly to end users through retail shops. We have also endeavored to cultivate new markets. Global Production System Aderans has three manufacturing and product development facilities in Thailand and one in the Philippines. We have lowered overall production costs for the Group by concentrating production in Thailand and the Philippines. The annual production capacity of the Group amounted to about 115,000 wigs in fiscal 2004. U.S. Market Aderans is developing a stronger U.S. presence in everything from retailing and wholesaling to hair-transplant services and hair-regeneration R&D through 11 companies, including four that wholesale men’s and women’s wigs; Aderans, Inc., a retailing company; and Bosley Medical Institute, Inc., which provides hair-transplant services, under the Aderans Holding umbrella. Solid efforts by local subsidiaries have locked the Aderans Group into the market lead, with 40% to 50% of the wholesale market for women’s wigs and hairpieces. Of note, International Hairgoods, Inc., which handles men’s Cyberhair hair-replacement products, enjoys top spot in the U.S. wholesale market for men’s wigs. In December 2002, Aderans, Inc., marked the beginning of full-scale retailing activities in the United States with the opening of a store called Roloc inside a major Aderans Thai, Ltd., and World Quality Co., Ltd. World-class production facilities with a combined workforce of about 4,000 people. Aderans Philippines, Inc. Assumed operations of Allan Arthur (Manila) and relocated from superannuated premises to newly built facility, where full-scale production commenced in February 2004, with a workforce of about 750 people. shopping destination — the Roosevelt Field Mall, in Garden City, New York. We expect the hair-transplant business of Bosley Medical Institute to be a key source of revenue in the United States. This performance outlook is made brighter by continued expansion of the company’s network of counseling offices. European Market Nine companies, with operations in France, Germany, Belgium, the Netherlands, and the United Kingdom, fall under the umbrella of Aderans Europe B.V., a holding company based in the Netherlands. Aderans seeks to establish a distribution network in Europe mirroring the one in the United States that encompasses wholesaling and retailing. A step in this direction came in May 2002, when Trend Hair Supplies Co., Ltd., a major retailer of wigs in the United Kingdom, with headquarters in East Sussex, joined the Aderans Group. Asian Market Aderans has sales subsidiaries in Taiwan, South Korea and Thailand and is focusing its expansion efforts in Asia, outside of Japan, on retailing. In October 2002, Aderans Singapore Pte. Ltd. opened its first retail outlet in Singapore and kicked off the Group’s retail presence in the Asia-Oceania region. Aderans Inc. (Taiwan) sells custom-made wigs and provides related services through five directly operated salons. Aderans Siam Co., Ltd. is a vital point for strategic product development, collecting a range of data, from product development to distribution, on Group companies. 13 Question 5 What is Aderans doing to be a socially responsible corporate citizen? O k a m o t o Everything we do to cement our position as a globally active provider of comprehensive hair-related products and services is underscored by an ongoing commitment to ensure that our operations have a positive effect on society. An obvious example is the presentation of medical-use wigs to people who have lost hair due to sickness or injury. A not-so-obvious example is the Tokyo Hair Beauty College. The school is most certainly a business but ultimately the instruction provided here promotes the development of skilled hair stylists who meet the haircare needs of society. We strive to be a good employer by fostering a healthy work environment. We also contribute to regional societies through the creation of stable jobs, particularly in Asia, outside of Japan. Good Corporate Citizen From a perspective of management transparency and stability, we are working to reinforce corporate governance. We are enhancing the activities of various executive groups, such as the Board of Directors, the Executive Committee and a reporting group consisting of directors and general managers, to expedite the making of decisions and their execution. This will enable us to respond more appropriately to the fast-paced changes characterizing our operating environment. Rather than implementing a formal reorganization, we are making qualitative improvements to clarify administrative responsibilities and the authority for executing business activities. In 2001, Aderans worked with the Ministry of Economy, Trade and Industry to establish the Japan Hair Industry Association as a means to reinforce the disclosure practices of domestic companies providing wigs, products to make hair look fuller and products to promote healthy hair growth. The formation of such an association highlights the fact that the industry has developed to a point where providers of hair-related products and services have a significant influence on society. I am the association’s representative director, and my goal is to inspire greater consumer confidence in the industry while promoting sound development of the industry itself. 14 I N T HAILAND , Environmental Protection and Quality Control Efforts at Aderans Thai OUR PRODUCTION FACILITIES and World Quality Aderans Thai and World Quality were quick to get involved in environmental protec- ARE ACTIVE IN VARIOUS tion and quality control activities. In 1999, the International Standards Organization cer- ENVIRONMENTAL PURSUITS . tified both manufacturing facilities with ISO 14001 for environmental protection systems and ISO9002 for quality control, based on 1994 criteria. These production subsidiaries are now keen to acquire certification based on 2001 criteria. Major environmental protection efforts at Aderans Thai and World Quality ● Prevent water pollution by factory wastewater ● Prevent air pollution within the facility ● Ensure safe processing of industrial waste ● Promote effective use of available resources ● Improve working conditions within the facility Major Community Activities in 2003 June Sponsored the 2nd Aderans Wellness Open, on the Senior Professional Golf Association Tour circuit. July Established the Wellness Workshop, a facility for the disabled that is attached to the manufacturing headquarters. August Sponsored the 9th Aderans Children’s Soccer Festival. Sponsored the 7th Aderans Summer Holiday Children’s Golf Competition. October Sponsored the 19th Aderans Love Charity campaign. Aderans Love Charity Aderans initiated the Aderans Love Charity campaign in 1978 as a way to donate custom-made wigs to children up to age 15 who had lost their hair through accident, injury, hair-related illness or as a sideeffect of medical treatment, such as radiation therapy or chemotherapy. During the most recent campaign, which ran from October 2003 to November 2003, 200 children were randomly selected to receive wigs. The number of children to whom Aderans has donated wigs reached almost 4,000 from the first to the most recent campaign. Aderans Wellness Open Aderans has become the regular sponsor of an event — the Aderans Wellness Open — on the 3rd Senior Professional Golf Association Tour schedule. The Company sees the tournament as an excellent opportunity to contribute to regional society by encouraging seniors to be more active. Aderans Love Charity The most recent tournament was held in June 2004 at a golf course in Niigata operated by ADN, a member of the Aderans Group. The event attracted many spectators from diverse backgrounds; everyone, from children to seniors and from locals to Aderans Wellness Open dedicated golf fans, found something to enjoy. Children’s Soccer Festival 15 Aderans is the recognized industry leader in Japan, a position substantiated Domestic Strengths: R&D and After-Sales Services not only by brand power but also by sophisticated R&D capabilities and the solid technical expertise shown by after-sales service staff. Main Products and Services Custom-made Wigs All of Aderans’ wigs and hair-replacement products are custom-made. The Company offers the Fit System, for men and women who seek overall coverage, and the Plus System, for men and women who want more volume in Cyberhair Cyberhair, developed by Aderans and certain places. patented in 11 countries, possesses proper- Cyberhair CA30, a wig that can be worn continuously, and Hair Fix and ties incredibly similar to real hair, with Pinpoint Fix, which add volume in a particular area. Each method is tai- excellent durability, heat-resistance, water lored to the specific needs of the individual. For men, we offer various volume-increasing methods, such as absorption and stable light-refraction For women, we feature the Eve Series, aimed primarily at women in qualities, in addition to natural luster their 60s and older, and Sifore, directed toward women in their 40s and 50s. and texture. Fontaine complements Aderans’ lineup with fashion wigs for younger women. The consolidated subsidiary is actively promoting its products nationwide. Care System Natural hair Cyberhair Conventional artificial hair In addition to wigs and partial hair-replacement products, Aderans offers Hair Support, a service that promotes healthy hair growth by improving hair quality and preventing hair loss, and Physical Esthé, a service that restores the health of hair damaged by sunlight or chemical treatments, for example. These services have earned the Company high marks Counseling Skills and Staff Expertise Our counseling staff will set up meetings with a potential client at a salon or visit the individual’s own home to provide ample advice and draw up contracts for products and services. After-sales services, such as a haircut from clients, particularly women and younger men. R&D Division Product and technology development for the Aderans Group revolve around the R&D Division in Niigata Prefecture. The fabrication of a high-quality wig depends on several key technologies, such as molding technology, which ensures a perfect fit through faithful reproduction of head shape, following the purchase of a custom-made flow of hair, whorls, receding hairline and other charac- wig, are an extremely important aspect of teristics unique to each client. The technology used to our operations, substantiated by the fact that make the polyurethane foundation of wigs and hair- about 60% of our employees are involved in pieces produces a safe and hygienic artificial skin with service-related activities. Trained professionals are available at more than 200 salons nationwide to provide services and products to client when and where needed. 16 color and texture extremely close to real skin. Financial Section CONTENTS 17 Consolidated Five-Year Summary 18 Consolidated Financial Review 24 Consolidated Financial Statements 37 Report of Independent Auditors 38 Non-Consolidated Five-Year Summary 39 Non-Consolidated Operating Data Consolidated Five-Year Summary Aderans Company Limited and Consolidated Subsidiaries Years ended the last day of February 2004 RESULTS OF OPERATIONS Net sales Cost of sales Gross profit Selling, general and administrative expenses Operating income Income before income taxes Net income Capital expenditures Research and development expenses Depreciation and amortization AMOUNTS PER SHARE OF COMMON STOCK (IN YEN) Net income FINANCIAL POSITION Current assets Shareholders’ equity Cash dividends applicable to the year Current liabilities Interest-bearing debt Shareholders’ equity Total assets KEY RATIOS (%) Operating income to net sales Net income to net sales Shareholders’ equity to total assets Return on equity Return on assets Interest-bearing debt ratio OTHER YEAR-END DATA Number of shares outstanding (thousand) Number of employees Millions of yen 2003 2002 2001 2000 ¥ 73,881 ¥ 77,112 ¥ 74,181 ¥ 67,022 ¥ 64,187 13,146 60,734 49,938 10,796 10,229 5,001 5,078 591 2,368 13,080 64,032 51,058 12,973 12,742 6,173 2,537 519 2,285 13,324 11,522 10,333 60,856 55,499 53,854 44,197 39,574 38,593 16,659 15,925 15,261 15,788 14,523 13,047 9,200 8,020 5,887 2,715 2,537 3,756 315 372 214 2,270 2,209 1,841 ¥ 120.46 ¥ 147.82 ¥ 224.76 ¥ 194.63 ¥ 141.30 1,798.67 32.00 1,737.41 30.00 1,678.28 1,509.60 1,344.16 28.00 26.00 25.00 ¥ 35,029 ¥ 39,282 ¥ 33,830 ¥ 37,979 ¥ 28,829 11,778 — 73,884 91,048 13,638 — 70,303 92,864 14,966 13,462 12,383 145 749 851 68,577 62,126 55,648 92,284 83,890 75,101 14.6 6.8 81.2 6.9 5.4 — 16.8 8.0 75.7 8.9 6.7 — 22.5 23.8 23.8 12.4 12.0 9.1 74.3 74.1 74.1 14.1 13.6 10.9 10.4 10.1 7.9 0.2 0.9 1.1 40,997 5,373 40,357 5,406 40,861 41,154 41,400 5,172 4,544 4,504 Note: Net income per share and shareholders’ equity per share for both 2004 and 2003 are calculated based on the new accounting standard. 17 Consolidated Financial Review The scope of consolidation for this review of fiscal 2004, ended February 29, 2004, covers Aderans Co., Ltd. — the Company — and 28 consolidated subsidiaries: three domestic subsidiaries, including Fontaine Co., Ltd., and 25 overseas subsidiaries, including the newest member of the Aderans Group, wig manufacturer Aderans Philippines, Inc. Net Sales, Expenses and Profitability Net sales fell 4.2%, to ¥73,881 million ($673 million), largely because of a 5.5% reduction in the contribution from domestic operations as Aderans, the parent, and Fontaine both posted year-on-year decreases over fiscal 2003. Millions of yen Operating Data Net sales Operating income Net income Net sales per employee Net income per employee Number of employees 2004 2003 % Change ¥73,881 10,796 5,001 13.8 0.93 5,373 ¥77,112 12,973 6,173 14.3 1.14 5,406 –4.2% –16.8 –19.0 –3.6 –18.5 –0.6 Cost of sales edged up 0.5%, to ¥13,146 million ($119 million), primarily because of a temporary rise in the valuation of inventory at a U.S. subsidiary. The cost of sales ratio grew 0.8 percentage point, to 17.8%. Cost of Sales and Selling, General and Administrative Expenses Millions of yen Cost of sales Selling, general and administrative expenses Advertising expenses Personnel expenses Other 2004 2003 ¥13,146 49,938 12,109 19,556 18,272 ¥13,080 51,058 12,982 19,558 18,518 % Change 0.5% –2.2 –6.7 –0.0 –1.3 Selling, general and administrative (SGA) expenses inched down 2.2%, to ¥49,938 million ($455 million), thanks to lower consolidated advertising expenses, which shrank 6.7%, to ¥12,109 million ($110 million). Of note, Aderans, the parent company, curbed its use of funds for advertising and promotions by ¥705 million, while Bosley Medical Institute recorded a slight increase, on a dollar basis. But the ratio of advertising expenses to net sales at Bosley Medical Institute actually improved because of the company’s higher net sales performance. Also of note, expenses incurred in the United States increased as much as 2.5% on a dollar basis, but due to yen appreciation, these costs decreased 4.5%, on a yen basis. The pressure of these expenses squeezed operating income again, pushing it down 16.8% in fiscal 2004, to ¥10,796 million ($98 million). COST OF SALES, SGA EXPENSES AND OPERATING INCOME TO NET SALES RATIOS 60 (%) 40 6,000 10 20 3,000 5 NET INCOME, AND NET INCOME TO NET SALES 9,000 RATIO 0 0 0 2000 18 15 (Millions of yen/%) 2001 2002 2003 2004 Cost of sales ratio 16.1 17.2 SGA expenses ratio 60.1 59.0 Operating income to net sales ratio 23.8 23.8 18.0 59.6 17.0 17.8 66.2 67.6 22.4 16.8 14.6 2000 2001 2002 2003 2004 Net income (Millions of yen) 5,887 8,020 9,200 6,173 5,001 Net income to net sales ratio (%) 9.1 12.0 12.4 8.0 6.8 Notable developments in non-operating income and expenses were a ¥341 million ($3.1 million) gain on the sale of investment securities by Aderans, the parent company, and a ¥182 million ($1.6 million) loss on the valuation of inventory, also by the parent company. Under other expenses, the Company booked ¥825 million ($7.5 million) as devaluation of land, caused by a difference in the book value and the fair value of the transaction for a real estate deal between the parent and Fontaine. A drop in income before income taxes prompted a 12.8% drop in corporate income taxes, to ¥5,728 million, while Fontaine’s December 2003 transformation into a wholly owned subsidiary cut minority interests 60.4%, to ¥141 million. Consequently, net income decreased 19.0%, to ¥5,001 million ($45 million), and net income per share dropped to ¥120.46 ($1.09). Yen Per Common Share Data 2004 Net income per common share Shareholders’ equity per common share Cash dividends per common share ¥ 120.46 1,798.67 32.00 Net Sales by Region Japan Key Ratios by Geographic Area Sales growth ratio Operating income (loss) to net sales Operating income (loss) (millions of yen) Asset turnover ratio (times) Operating income (loss) to total assets 2003 2004 2003 –5.4% 24.9% ¥14,560 0.88 21.9% –3.5% 26.7% ¥16,509 0.97 25.9% % Change ¥ 147.82 1,737.41 30.00 North America, Europe and Asia 2004 2003 0.9% –0.3% ¥(51) 0.78 –0.3% 50.8% 0.1% ¥16 0.69 0.1% –18.5% 3.5 6.7 Average/Total 2004 2003 –4.2% 19.6% ¥14,508 0.86 16.8% 4.0% 21.4% ¥16,525 0.90 19.2% The figures above, except sales growth rate, represent those before adjustments for and eliminations of unallocated corporate expenses and assets. Japan Domestic sales comprise contributions from Aderans, the parent, and Fontaine, both involved in hair-related businesses, and two other consolidated subsidiaries, which are involved in activities other than hair-related businesses. Aggregate sales generated in Japan reached ¥58,532 million ($533 million), down 5.5%, but still represented the largest percentage — 79.0% — of consolidated net sales. A breakdown of sales by Aderans, the parent, and Fontaine in the domestic market by product category reveals a 5.0% drop in sales of custom-made wigs, to ¥33,771 million, and 1.3% decline in sales of ready-made wigs, to ¥9,262 million, despite favorable demand at department stores and directly operated stores. Sales of other hair-related products tumbled 13.8%, to ¥5,587 million, while service revenue fell 5.8%, to ¥9,387 million, owing to slow demand from new clients. Other business income edged down, to ¥444 million. Intersegment sales continued to decline, settling at ¥79 million in fiscal 2004, following the end of Aderans’ intermediary role in sales to the United States and Europe. As a result, operating income decreased 11.8%, to ¥14,560 million ($132 million). NET SALES BY REGION (Billions of yen) OPERATING INCOME (Millions of yen) 60 15,000 40 10,000 20 5,000 0 0 2000 Japan Asia North America Europe Total 2001 2002 2003 2004 58.4 60.9 0.5 0.6 3.3 3.7 1.8 1.6 64.1 67.0 64.0 0.7 7.5 1.8 74.1 61.8 58.4 0.7 0.5 12.4 12.1 2.1 2.6 77.1 73.8 2000 Japan Asia North America Europe Eliminations Total 2001 2002 2003 2004 17,543 18,331 19,696 16,509 14,560 1,080 1,142 1,433 1,371 988 (22) 65 (450) (1,343)(1,045) 3 (12) (68) (11) 4 (3,344) (3,601) (3,952) (3,552)(3,721) 15,261 15,925 16,659 12,973 10,796 Note: The above figures exclude intersegment transactions. 19 ADERANS’ PERFORMANCE Aderans posted non-consolidated net sales of ¥47,757 million ($435 million), down 6.2%, because higher sales to repeat female clients could not offset faltering demand from new and repeat male clients as well as new female clients. Specifically, sales to new female clients dropped 12.1%, because Sifore, a new brand launched in September 2003, took longer to permeate the market than anticipated and led to a delayed recovery in sales to this client segment. Sales to new male clients retreated 23.3%, despite promising measures, such as promotions and a free-of-charge trial campaign. Aderans managed to cut cost of sales 5.7%, to ¥7,998 million ($72 million), for a cost of sales ratio of 16.7%. Tighter control over advertising expenses helped trim SGA expenses 2.7%, to ¥30,553 million ($278 million). Ultimately, however, the weakened net sales starting point caused non-consolidated operating income to fall 16.2%, to ¥9,205 million ($83 million). Noteworthy components of other income and expenses that had a bearing on non-consolidated performance are the same as those already described in the consolidated performance portion of this financial review. Net income ended up at ¥5,671 million ($51 million), down 12.4%. Capital expenditures more than tripled, to ¥5,709 million ($52 million). Most of this increase is accounted for by ¥1,539 million used in a land deal with Fontaine and ¥2,772 million used to acquire land and buildings for salons. In salon development, Aderans opened nine new locations: two regular salons; three satellite salons; and four new-concept salons. Six salons were relocated. The Company maintained stable dividends for shareholders. The end-of-year dividend was raised one yen, to ¥16 per share. Combined with the interim dividend of ¥16, also one yen higher than a year earlier, the annual dividend was ¥32 per share. Millions of yen ADERANS’ NEW MALE CUSTOMERS BY AGE (%) Under 20 20s 30s 40s 50s 60s 70 and over Net Sales of Aderans by Product Category Custom-made wigs Hair Fix Pinpoint Hair Support Physical Esthé Subtotal Other custom-made wigs 2.5% Ready-made wigs 46.8 26.0 Other sales 12.4 Service revenues 7.1 Total 3.9 (%) ADERANS’ SALES OF PRINCIPAL 20 PRODUCTS BY GENDER (Billions of yen) 20 2003 2002 2001 2000 ¥31,599 108 1,908 5,516 1,191 40,325 84 8 4,687 2,652 ¥47,757 ¥32,950 167 2,300 5,997 1,455 42,872 68 16 5,449 2,481 ¥50,888 ¥33,435 233 3,010 6,460 1,513 44,653 67 1,899 6,064 2,590 ¥55,275 ¥31,096 399 3,562 6,321 1,122 42,501 80 1,690 5,983 2,469 ¥52,726 ¥31,328 551 2,354 6,079 453 40,765 58 1,624 5,666 2,632 ¥50,746 1.3 ADERANS’ NEW FEMALE CUSTOMERS BY AGE Under 20 20s 30s 40s 50s 60s 70 and over 2004 0.6% 0.9 2.0 5.3 17.8 36.6 36.8 ADERANS’ SALES OF PRINCIPAL 20 PRODUCTS TO NEW AND REPEAT CUSTOMERS 15 (Billions of yen) 10 10 5 5 0 0 2000 Female Male 15 2001 2002 2003 2004 18.7 19.9 23.1 23.3 22.3 22.0 22.5 21.4 19.5 17.9 2000 New Repeat 2001 2002 2003 2004 17.3 18.5 20.8 18.5 15.6 23.3 23.9 23.7 24.3 24.7 FONTAINE’S PERFORMANCE In December 2003, Aderans, the parent company, acquired all remaining equity in Fontaine through a share exchange and turned the company into a wholly owned subsidiary. Prior to this, in November 2003, Fontaine delisted from the Second Section of the Tokyo Stock Exchange. Fontaine maintains the top share — about 30% — of the women’s fashion wig market in Japan. The company enjoys a high profile through its presence at 175 department stores — the cornerstone of its sales network — and through various marketing channels, including wholesale supply to some 100,000 beauty salons and fine cosmetics stores across the country, sales at 38 directly operated shops, and mail order. For fiscal 2004, Fontaine recorded net sales of ¥10,213 million ($93 million), a 2.3% erosion that reflects sluggish sales through beauty salons. A look at sales by product category shows that sales of mainstay fashion wigs and hair accessories slipped 1.2%, to ¥9,259 million ($84 million). By marketing channel, the wholesale route posted a 3.5% decrease in sales, to ¥7,798 million, because a 17.9% drop in sales through beauty salons and a combined 7.2% decline in sales through cosmetics stores and by mail order more than offset a modest 1.5% gain in sales through department stores. The retail route registered a 13.1% improvement in sales, to ¥1,461 million. Sales of other products, namely products other than fashion wigs and hair accessories, amounted to ¥953 million, down 11.7%. Net income plunged 61.8%, to ¥409 million ($3.7 million). Asia The Aderans Group continues to expand its presence in Asia, outside its home base in Japan, with subsidiaries in Taiwan, South Korea, Singapore, Thailand and the Philippines. Consolidated subsidiaries are Aderans Inc. (Taiwan), which markets wigs; Aderans Thai., Ltd., and World Quality Co., Ltd., which manufacture wigs and hair-replacement products in Thailand; and Aderans Philippines, Inc., which produces wigs and hair-replacement products in the Philippines. Aggregate net sales in Asia, excluding Japan, reached ¥4,936 million ($45 million), down 5.7%, as the spread of Severe Acute Respiratory Syndrome — the SARS virus — in East Asia hampered the sales activities of Aderans Inc. (Taiwan) during the first half of fiscal 2004. Sales recovered somewhat in the second half, preventing sales from falling any further than they did. By product, sales of custom-made wigs tumbled 28.0%, to ¥291 million. Sales of ready-made wigs fell 10.7%, to ¥108 million. Sales of other hair-related products dropped 15.5%, to ¥60 million. Service revenue contributed ¥106 million, down 21.5%. Intersegment sales slipped 2.9%, to ¥4,370 million. As a result, operating income for Asia, excluding Japan, dropped 27.9%, to ¥988 million ($9.0 million). Excluding Japan The Aderans Group is represented by 11 consolidated subsidiaries, including four that wholesale men’s and women’s wigs; Aderans, Inc., a retailing company; and Bosley Medical Institute, Inc., which provides hair-transplant services, under the Aderans Holding umbrella. Aggregate sales in North America dipped 0.5%, to ¥12,725 million ($116 million), but the result might have been worse if the local economy, which stalled with the war in Iraq, had not shown signs of gradual recovery. In a breakdown by product category, sales of custom-made wigs fell 11.2%, to ¥397 million, while sales of ready-made wigs, such as the high-quality Noriko and Amore collections, declined 9.2%, to ¥3,243 million. Sales of other hair-related products bucked the downward trend with a 6.0% increase, to ¥264 million. Service revenue, including contributions from the hair-transplant business, also rose, up 1.8%, to ¥8,284 million. Intersegment sales soared 38.7%, to ¥534 million. Of note, Bosley Medical Institute, which provides hair-transplant services, delivered a 9.6% increase in sales, underpinned by the successful expansion of its network of small-scale consulting offices. Unfortunately, appreciation of about nine yen on the U.S. dollar squeezed net sales on a yen basis. In the end, operations in North America produced an operating loss of ¥1,045 million ($9.5 million). However, this was 22.2% less than the ¥1,343 million operating loss recorded in fiscal 2003. North America 21 Europe The Aderans Group maintains a presence in Europe through nine consolidated companies, with operations in France, Germany, Belgium, the Netherlands and the United Kingdom. Favorable sales in each country, plus a full-year contribution from U.K.-based Trend Hair Supplies Co., Ltd., which was acquired in May 2002, boosted sales 18.0%, to ¥2,670 million ($24 million). Of this total, custom-made wigs represented ¥172 million, a 21.1% jump, ready-made wigs accounted for ¥2,161 million, a 26.1% surge, and other hair-related products contributed ¥293 million, a 8.9% increase. Service revenue climbed 34.4%, to ¥43 million. Trend Hair Supplies marked steady sales of high-quality wigs with excellent fashion and performance features. The higher profit margin on these upscale wigs helped bring operating income in Europe back into the black. Supported by generally good demand in Europe, operations here posted aggregate operating income of ¥4 million ($39 thousand), returning to a positive profit position after an ¥11 million operating loss in fiscal 2003. Cash and cash equivalents at February 29, 2004, stood at ¥16,819 million ($153 million), down 11.1% Cash Flow, Capital from a year earlier. Expenditures, Net cash provided by operating activities fell 22.3%, to ¥7,558 million ($68 million). The major Funding and Ratings changes leading to this decrease were ¥10,229 million in income before income taxes, ¥2,596 million in depreciation and amortization, and ¥992 million in the amortization of consolidation differences on the assets side, and ¥6,237 million in payment of income taxes on the liabilities side. Net cash used in investing activities soared 85.6%, to ¥6,309 million ($57 million). The key components of this change were ¥7,999 million applied to payment for purchase of marketable securities and ¥5,389 million applied to payment for purchase of investment securities, which overshadowed ¥10,994 million in proceeds from sales of marketable securities. Net cash used in financing activities fell 3.1%, to ¥3,458 million ($31 million). The largest application of funds was ¥2,163 million for the repurchase of treasury stock. Aderans has acquired long-term credit ratings from two domestic rating agencies. The Company earned an A– from Rating and Investment Information, Inc. (R&I), and an A rating from Japan Credit Rating Agency Ltd. (JCR). Millions of yen Summary of Cash Flows Statements Net cash provided by operating activities Net cash used in investing activities Net cash used in financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of year Cash and cash equivalents at the end of year GROSS CASH FLOWS AND CAPITAL EXPENDITURES (Billions of yen) 2003 % Change ¥ 7,558 (6,309) (3,458) (2,390) 18,921 16,819 ¥ 9,729 (3,399) (3,568) 2,486 16,435 18,921 –22.3% 85.6 –3.1 — 15.1 –11.1 FREE CASH FLOWS 12 (Billions of yen) 10 9 5 6 0 3 -5 0 Gross cash flows Capital expenditures -10 2000 2001 2002 2003 2004 7.7 3.5 10.2 2.5 11.9 2.7 8.5 2.5 7.5 5.0 Gross cash flows = Net income + Depreciation and amortization 22 2004 2000 2001 Net cash flows provided by operating activities 9.2 12.0 Net cash flows used in investing activities (6.9) (7.7) Free cash flows 2.3 4.2 2002 2003 2004 9.4 9.7 7.5 (4.7) (3.3) (6.3) 4.6 6.3 1.2 Free cash flows = Net cash flows provided by operating activities + Net cash flows used in investing activities Financial Position At February 29, 2004, total assets stood at ¥91,048 million ($830 million), down 1.9%, while total liabilities amounted to ¥17,048 million ($155 million), down 11.0%. Current assets shrank 10.8%, to ¥35,029 million. The main reason for this change is an increase in investment securities and a reciprocal decrease in marketable securities, following the parent’s shift in the focus of asset management toward the midterm range. Fixed assets grew 4.5%, to ¥56,018 million, primarily because of purchases totaling ¥2.772 million by the parent for buildings to use as salons, and land on which to construct new salons. The balance in the consolidation difference account dropped 24.1%, to ¥6,222 million. Major components of the change included the application of ¥843 million for amortization of goodwill in Bosley Medical Institute, a difference of ¥294 million on a share exchange with Fontaine, and a loss of about ¥700 million caused by the high yen-to-U.S. dollar rate prevailing at year-end. Current liabilities slipped 13.6%, to ¥11,778 million. As a result, the current ratio (ratio of current assets to current liabilities) climbed 9.4 percentage points, to 297.4%. Total shareholders’ equity rose 5.0%, to ¥73,884 million ($674 million), owing to higher retained earnings. The equity ratio gained 5.5 percentage points, to 81.2%. Millions of yen Summary of Financial Position Total assets Total liabilities Shareholders’ equity Shareholders’ equity to total assets (%) RETURN ON EQUITY AND RETURN ON ASSETS 12 (%) 2004 2003 2002 2001 2000 ¥91,048 17,048 73,884 81.2 ¥92,864 19,152 70,303 75.7 ¥92,284 20,365 68,577 74.3 ¥83,890 18,866 62,126 74.1 ¥75,101 16,772 55,648 74.1 INTEREST-BEARING DEBT RATIO AND DEBT TO 1.5 EQUITY RATIO (%) 8 1.0 4 0.5 0 0 Return on equity Return on assets 2000 2001 2002 2003 2004 10.9 7.9 13.6 10.1 14.1 10.4 8.9 6.7 6.9 5.4 WORKING CAPITAL AND CURRENT 25 RATIO 2000 250 ASSET TURNOVER RATIO 2002 2003 2004 749 145 — — 0.9 1.2 0.2 0.2 — — — — 2000 2001 2002 2003 2004 0.86 0.84 0.84 1.0 (Times) Left Scale (Billions of yen) 20 200 0.8 Right Scale (%) 15 150 0.6 10 100 0.4 5 50 0.2 0 0 0 2000 Current assets Current liabilities Working capital Current ratio (%) 2001 Interest-bearing debt (Millions of yen) 851 Interest-bearing debt ratio 1.1 Debt to equity ratio 1.5 2001 2002 2003 2004 28.8 37.9 33.8 39.2 12.3 13.4 14.9 13.6 16.4 24.5 18.8 25.6 232.8 282.1 226.0 288.0 35.0 11.7 23.2 297.4 Asset turnover ratio 0.83 0.80 23 Consolidated Balance Sheets Aderans Company Limited and Consolidated Subsidiaries February 29, 2004 and February 28, 2003 Millions of yen 2004 ASSETS LIABILITIES AND SHAREHOLDERS’ EQUITY Current assets: Cash and time deposits (Note 4) Marketable securities (Note 6) Notes and accounts receivable Allowance for doubtful accounts Inventories (Note 5) Deferred tax assets (Note 8) Other current assets Total current assets Investments and long-term loans: Long-term loans receivable Investment securities (Note 6) Total investments and long-term loans Property, plant and equipment, at cost: Land Buildings and structures Machinery and equipment Construction in progress Other Total Less accumulated depreciation Property, plant and equipment, net Intangible assets Security deposits Deferred tax assets (Note 8) Other assets Allowance for doubtful accounts Total assets Current liabilities: Notes and accounts payable Accrued income taxes (Note 8) Accrued expenses Deferred tax liabilities (Note 8) Other current liabilities Total current liabilities Long-term liabilities: Accrued severance and retirement benefits—employees (Note 7) Accrued severance and retirement benefits—directors and corporate auditors Other long-term liabilities Total long-term liabilities Total liabilities Minority interests Contingent liabilities (Note 10) Shareholders’ equity (Note 9): Common stock, no par value Authorized—138,033 thousand shares for 2004 and 2003 Issued—41,713 thousand shares for 2004 and 2003 Additional paid-in capital Retained earnings Unrealized gain (loss) on available-for-sale securities Foreign currency translation adjustments Treasury stock, at cost Total shareholders' equity Total liabilities, minority interests and shareholders’ equity See Notes to the Consolidated Financial Statements. 24 Thousands of U.S. dollars 2003 ¥ 12,965 ¥ 10,873 10,111 15,905 5,617 5,646 (67) (71) 3,966 4,615 1,213 973 1,222 1,339 35,029 39,282 10 7,458 7,469 2004 $ 118,274 92,242 51,246 (613) 36,181 11,067 11,155 319,554 59 4,873 4,933 97 68,041 68,139 13,996 13,282 31,490 29,297 5,554 5,124 172 447 1,038 1,007 52,251 149,159 (20,414) (19,182) 31,837 29,976 9,713 12,173 3,933 3,759 1,852 1,572 1,231 1,192 (19) (27) ¥ 91,048 ¥ 92,864 127,678 287,273 50,667 1,571 9,473 476,664 (186,225) 290,439 88,607 35,879 16,902 11,236 (180) $ 830,579 ¥ $ 985 2,774 1,086 3 6,928 11,778 ¥ 1,192 3,282 2,021 1 7,141 13,638 8,990 25,310 9,909 33 63,202 107,445 3,081 2,872 28,110 863 1,325 5,270 17,048 114 793 1,847 5,513 19,152 3,408 7,877 12,094 48,082 155,528 1,043 12,944 13,157 50,974 (140) (1,219) (5,412) 70,303 92,864 118,081 120,026 476,784 149 (20,798) (20,235) 674,007 $ 830,579 12,944 13,157 52,265 16 (2,279) (2,218) 73,884 ¥ 91,048 ¥ Consolidated Statements of Income Aderans Company Limited and Consolidated Subsidiaries For the years ended February 29, 2004 and February 28, 2003 Millions of yen Net sales Cost of sales Gross profit Selling, general and administrative expenses (Note 13) Operating income Other income (expenses): Interest and dividend income Interest expenses Unrealized loss on investment securities Devaluation of land Exchange loss on foreign currency translation Loss on disposal of property, plant and equipment Other income and expenses, net Total other income (expenses) Thousands of U.S. dollars 2004 2003 2004 ¥73,881 13,146 60,734 ¥77,112 13,080 64,032 $673,976 119,926 554,049 49,938 10,796 51,058 12,973 455,559 98,490 95 (7) — (825) (201) (58) 430 (567) 189 (19) (189) — (328) (94) 211 (231) 873 (70) — (7,529) (1,834) (536) 3,924 (5,173) Income before income taxes and minority interests Income taxes (Note 8) Current Deferred Minority interests Net income 10,229 12,742 93,317 5,728 (641) (141) ¥ 5,001 6,569 (356) (356) ¥ 6,173 52,254 (5,850) (1,288) $ 45,625 Net income per common share (Note 14) (in the whole yen) ¥120.46 ¥147.82 $ 1.09 See Notes to the Consolidated Financial Statements. 25 Consolidated Statements of Shareholders’ Equity Aderans Company Limited and Consolidated Subsidiaries For the years ended February 29, 2004 and February 28, 2003 Millions of yen 2004 2003 2004 ¥12,944 ¥12,944 $118,081 ¥12,944 ¥12,944 $118,081 ¥13,157 ¥13,157 ¥13,157 ¥13,157 $120,026 $120,026 ¥50,974 ¥46,120 $465,009 5,001 — 6,173 55 45,625 — 1,235 173 14 2,287 ¥52,265 1,195 179 — — ¥50,974 11,266 1,582 132 20,868 $476,784 Unrealized gain (loss) on available-for-sale securities: Balance, beginning of year Net change Balance, end of year ¥ (140) 157 ¥ 16 ¥ (46) (94) (140) $ (1,283) 1,432 $ 149 Foreign currency translation adjustments: Balance, beginning of year Net change Balance, end of year ¥ (1,219) (1,060) ¥ (2,279) ¥ (172) (1,047) ¥ (1,219) $ (11,124) (9,673) $ (20,798) ¥ (5,412) (2,163) 5,547 (190) ¥ (3,426) (1,986) — — $ (49,371) (19,736) 50,608 (1,735) ¥ (2,218) ¥ (5,412) $ (20,235) Common stock: Balance, beginning of year Balance, end of year (2004—41,713,388 shares; 2003—41,713,388 shares) Additional paid-in capital: Balance, beginning of year Balance, end of year Retained earnings: Balance, beginning of year Increase in retained earnings: Net income Others Decrease in retained earnings: Cash dividends Bonuses to directors and statutory auditors Loss on consolidation of new subsidiary Loss on exchange of treasury stock Balance, end of year Treasury stock: Balance, beginning of year Purchases of treasury stock Exchange for the common stock of Fontaine Co., Ltd. Treasury stock held by Fontaine Co., Ltd. Balance, end of year (2004—735,402 shares; 2003—1,355,642 shares) See Notes to the Consolidated Financial Statements. 26 Thousands of U.S. dollars ¥ Consolidated Statements of Cash Flows Aderans Company Limited and Consolidated Subsidiaries For the years ended February 29, 2004 and February 28, 2003 Millions of yen Thousands of U.S. dollars 2004 2003 2004 ¥10,229 2,596 155 992 (2) 224 825 — (95) 7 18 589 (245) (281) (185) (1,121) 13,708 95 (7) (6,237) 7,558 ¥12,742 2,370 133 1,030 (1) 249 — 189 (189) 19 131 (14) (888) 335 (192) 32 15,948 154 (39) (6,332) 9,729 $ 93,317 23,684 1,422 9,051 (22) 2,052 7,529 — (873) 70 173 5,377 (2,237) (2,563) (1,689) (10,233) 125,057 868 (70) (56,900) 68,955 Cash flows from investing activities: Payment for purchase of marketable securities Proceeds from sales of marketable securities Payment for purchase of property, plant and equipment Payment for purchase of intangible assets Payment for purchase of investment securities Proceeds from sales of investment securities Payment for purchase of investment in subsidiaries Other Net cash used in investing activities (7,999) 10,994 (4,734) (561) (5,389) 1,084 — 295 (6,309) (11,011) 7,793 (2,217) (567) (3,310) 6,274 (781) 421 (3,399) (72,974) 100,296 (43,186) (5,117) (49,167) 9,895 — 2,695 (57,557) Cash flows from financing activities: Payments of short-term borrowings Payment to acquire treasury stock Payment by consolidated subsidiaries to acquire treasury stock Cash dividends paid Other Net cash used in financing activities — (2,163) (0) (1,235) (59) (3,458) (137) (1,985) (189) (1,195) (60) (3,568) — (19,736) (3) (11,266) (545) (31,552) (181) (2,390) 18,921 (275) 2,486 16,435 (1,653) (21,808) 172,614 Cash flows from operating activities: Income before income taxes and minority interests Depreciation and amortization Loss on retirement of fixed assets Amortization for consolidation difference Change in allowance for employees’ bonus Increase in accrued severance benefits—employees Devaluation of land Unrealized loss on investment securities Interest and dividend income Interest expenses Change in notes and accounts receivable Decrease in inventories Change in notes and accounts payable Change in guarantee deposits Bonuses to directors and statutory auditors Other Subtotal Proceeds from interest and dividend income Payment of interest Payment of income taxes Net cash provided by operating activities Effects of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of year Cash and cash equivalents held by newly consolidated subsidiary at beginning of year Cash and cash equivalents at the end of year 288 ¥16,819 — ¥18,921 2,630 $153,436 See Notes to the Consolidated Financial Statements. 27 Notes to the Consolidated Financial Statements Aderans Company Limited and Consolidated Subsidiaries Note 1. The accompanying consolidated financial statements of Aderans Company Limited (the “Company”) and Basis of Presenting its consolidated subsidiaries have been prepared in accordance with accounting principles generally Consolidated Financial Statements accepted in Japan, and from consolidated financial statements filed with the Minister of Finance, as required by the Securities and Exchange Law of Japan. Certain items presented in the original financial statements have been reclassified for the convenience of readers outside Japan. As permitted under the Securities and Exchange Law of Japan, amounts of less than one million yen have been omitted. As a result, the totals shown in the accompanying financial statements (both in yen and in dollars) do not necessarily agree with the sum of the individual amounts. The accompanying consolidated financial statements include the accounts of the Company and its significant subsidiaries. Note 2. Summary of Significant Accounting Policies (a) Principles of consolidation The accompanying consolidated financial statements include the accounts of the Company and its significant subsidiaries (the “Companies”). All significant intercompany transactions and unrealized profits among the Companies have been eliminated in consolidation. The difference between the cost and underlying net equity of investments in consolidated subsidiaries is deferred and amortized within ten years. Investments in remaining non-consolidated subsidiaries are not accounted for by the equity method because of the immaterial effect on the consolidated financial statements. Fiscal year end of two domestic consolidated subsidiaries and all overseas consolidated subsidiaries is December 31, which differ from that of the Company; however, the accounts of these subsidiaries have been consolidated with appropriate adjustments for the intercompany transactions and events to the end of fiscal year. (b) Cash and cash equivalents For the purpose of consolidated statements of cash flows, the Companies consider all highly liquid low risk investments with maturities of three months or less when purchased to be cash equivalents. (c) Marketable and investment securities Marketable and investment securities are classified and accounted for, depending on management intent. Based on the examination of the intent of holding, the Company classified those securities as held-tomaturity debt securities, equity securities issued by non-consolidated subsidiaries and available-for-sale securities. Held-to-maturity debt securities are stated at amortized cost. Equity securities issued by non-consolidated subsidiaries are stated at cost by the moving average method. Available-for-sale securities are with available fair market values are stated the market value. Unrealized gains or losses on those securities are reported, net of applicable income taxes, as a separate component of shareholders’ equity. Realized gains and losses on sale of such securities are computed by the moving average method. Available-for-sale securities without available fair market value are stated at cost by the moving average method. (d) Allowance for doubtful accounts Allowance for doubtful accounts are stated at an amount considered to be appropriate based on the Companies’ past credit loss experience and an evaluation of potential losses in the receivables outstanding. Overseas consolidated subsidiaries provide for doubtful accounts at the estimated amount of uncollectible receivables. (e) Inventories Custom-made goods are stated at cost on the basis of specific identification method. Ready-made goods are stated at cost on the basis of average method. Raw materials and work in process are stated at lower of cost (first-in, first-out) or market, or lower of moving average cost or market. Supplies are principally stated at cost on the basis of specific identification method. (f) Property, plant and equipment Property, plant and equipment of the Companies have been principally depreciated by the declining-balance method, at rates based on the estimated useful lives of the assets. However, the straight-line method has been applied to buildings, excluding building fixtures, acquired after April 1, 1998 at rates based on the estimated useful lives of assets. The straight-line method is used for some domestic consolidated subsidiaries. The straight-line method is principally used for overseas consolidated subsidiaries. Expenditures for maintenance and repairs are charged to operating expenses as incurred. Upon the disposal of property, 28 plant and equipment, the cost and accumulated depreciation are removed from the accounts and any gain or loss is recorded as income or expenses. (g) Intangible assets Intangible assets are carried at cost less accumulated amortization, which is calculated by the straight-line method over the estimated useful lives. (five years for software) (h) Allowance for employees’ bonuses The Company and its domestic consolidated subsidiaries provide allowance for employees’ bonuses at the estimated-amount-method based on the bonuses to be paid subsequent to the balance sheet dates. This allowance amounted to ¥1,405 million ($12,821) at February 29,2004 and ¥1,407 million at February 28, 2003 and was included in other current liabilities in the consolidated balance sheets. (i) Warranty reserve A warranty reserve is provided based upon prior actual experience, while the Companies provide a warranty on its goods. This reserve amounted to ¥124 million ($1,133 thousand) at February 29, 2004 and ¥132 million at February 28, 2003 and was included in other current liabilities in the consolidated balance sheets. (j) Allowance for returned goods One of the Japanese subsidiaries, Fontaine Co., Ltd., sets allowance for returned goods up. This allowance is provided based on accounts receivable multiplied by an average of sales returns rate referring current and previous year and gross profit rate of current year. Amounted to ¥124 million ($1,137 thousand) at February 29, 2004 and ¥185 million at February 28, 2003 and was included in other current liabilities in the consolidated balance sheets. (k) Accrued severance and retirement benefits—employees The Company and its consolidated subsidiaries accounted for the liability for retirement benefits based on the projected benefit obligations and plan assets at the balance sheet date. Actuarial difference is amortized using the straight-line method over the estimated average remaining service lives (five years) of employees commencing with the following period. (l) Accrued severance and retirement benefits—directors and corporate auditors The Company, one domestic consolidated subsidiary and some overseas consolidated subsidiaries have recorded retirement benefits for directors and corporate auditors accruing the full amount at the balance sheet date. (m) Translation of foreign currency accounts Balance sheets of consolidated overseas subsidiaries are translated into Japanese yen at the current rate at the end of year except for shareholders’ equity accounts, which are translated at historical rates. Statements of income of consolidated overseas subsidiaries are translated at the average rate. Differences arising from such translation are disclosed under “Foreign currency translation adjustments” on the statement of consolidated shareholders’ equity and accumulated in the shareholders’ equity section of the consolidated balance sheet. (n) Derivative financial instruments In accordance with the accounting standard for financial instruments, all derivative financial instruments, recognized as either assets or liabilities and measured at fair value, and gains or losses on derivative transactions are recognized in the consolidated statement of income. (o) Leases Finance leases which do not transfer ownership to lessees (and do not have bargain purchase provisions) are accounted for in the same manner as operating leases under accounting principles generally accepted in Japan. (p) Research and development costs Research and development costs are charged to income when incurred. (q) Reclassifications In preparing the accompanying consolidated financial statements, certain reclassifications have been made to the consolidated financial statements for the year ended February 29, 2004 issued domestically. In addition, the consolidated financial statements for 2003 have been retroactively restated to conform to the 2004 presentation. Note 3. U.S. Dollar Amounts The financial statements are stated in Japanese yen. The U.S. dollar amounts included in the financial statements and notes thereto represent the arithmetical results of translating yen into U.S. dollars at the rate of ¥109.62 to U.S.$1. This is the approximate rate of exchange in effect on February 29, 2004. 29 Note 4. Cash and Cash Equivalents Reconciliation of cash and time deposits in the consolidated balance sheets and cash and cash equivalents shown in the consolidated statements of cash flows at February 29, 2004 and February 28, 2003 were as follows: Thousands of U.S. dollars Millions of yen Cash and time deposits Cash equivalents included in marketable securities Time deposits with maturities more than three months Cash and cash equivalents 2004 2003 2004 ¥12,965 4,501 (647) ¥16,819 ¥10,873 8,899 (850) ¥18,921 $118,274 41,064 (5,903) $153,436 Note 5. Inventories At February 29, 2004 and February 28, 2003, inventories consisted of the following: Thousands of U.S. dollars Millions of yen Finished goods Work in process Raw materials and supplies Total 2004 2003 2004 ¥2,801 183 981 ¥3,966 ¥3,384 157 1,073 ¥4,615 $25,559 1,672 8,949 $36,181 Note 6. (1) The following tables summarize acquisition costs, book values and fair value of securities at February Marketable and 29, 2004 and February 28, 2003 Investment Securities (a) Held-to-maturity debt securities February 29, 2004 Securities with available fair values exceeding book values Bonds Subtotal Securities other than the above Bonds Subtotal Total Millions of yen Thousands of U.S. dollars Book value Fair value Difference Book value Fair value Difference ¥5,795 5,795 ¥5,801 5,801 ¥5 5 $52,872 52,872 $52,926 52,926 $ 53 53 2,896 2,896 ¥8,692 2,895 2,895 ¥8,696 (1) (1) ¥4 26,424 26,424 $79,297 26,411 26,411 $79,337 (12) (12) $ 40 Millions of yen February 28, 2003 Securities with available fair values exceeding book values Bonds Subtotal Securities other than the above Bonds Subtotal Total Book value Fair value Difference ¥1,700 1,700 ¥1,701 1,701 ¥1 1 4,600 4,600 ¥6,300 4,596 4,596 ¥6,298 (3) (3) ¥(1) (b) Available-for-sale securities February 29, 2004 Securities with book values exceeding acquisition costs Equity securities Subtotal Securities other than the above Equity securities Subtotal Total 30 Millions of yen Book value Fair value Thousands of U.S. dollars Difference Book value Fair value Difference ¥277 277 ¥491 491 ¥ 214 214 $2,529 2,529 $4,482 $ 1,952 4,482 1,952 662 662 ¥939 471 471 ¥963 (190) (190) ¥ 23 6,040 6,040 $8,569 4,305 (1,735) 4,305 (1,735) $8,787 $ (217) Millions of yen February 28, 2003 Securities with book values exceeding acquisition costs Equity securities Others Subtotal Securities other than the above Equity securities Subtotal Total Book value Fair value ¥ ¥ 29 200 229 1,451 1,451 ¥1,680 Difference 38 203 241 ¥ 1,184 1,184 ¥1,425 8 3 11 (266) (266) ¥(254) (2) Total sales of available-for-sale securities sold for the year ended February 29, 2004 amounted to ¥542 million ($4,948 thousand) and February 28, 2003 amounted to ¥178 million. The related gains and losses for the year ending 2004 amounted to ¥370 million ($3,380 thousand) and ¥30 million ($275 thousand), respectively and 2003 amounted to ¥40 million and ¥0 million, respectively (3) The following tables summarize book values of securities with no available fair values at February 29, 2004 and February 28, 2003 Thousands of U.S. dollars Millions of yen Held-to-maturity debt securities Commercial paper Available-for-sale securities Money management funds 2004 2003 2004 ¥5,997 ¥8,995 $54,716 ¥1,502 ¥2,901 $13,702 (4) Available-for-sale securities with maturities and held-to-maturity debt securities were as follows: Millions of yen February 29, 2004 Bonds Others Total Thousands of U.S. dollars Within one year Within five years Within ten years Over ten years Within one year Within five years Within ten years Over ten years ¥2,600 5,997 ¥8,597 ¥6,092 — ¥6,092 ¥— — ¥— ¥— — ¥— $23,718 54,716 $78,434 $55,578 — $55,578 $— — $— $— — $— Millions of yen February 28, 2003 Bonds Others Total Within one year Within five years Within ten years Over ten years ¥ 4,000 8,995 ¥12,995 ¥2,300 — ¥2,300 ¥— — ¥— ¥— — ¥— Note 7. Employees who terminate their service with the Company or one of the domestic consolidated subAccrued Severance sidiaries are entitled to defined benefit pension plans, i.e., tax-qualified pension plans and lump-sum and Retirement Benefits—Employees payment plans determined by reference to basic rates of pay, length of service and conditions under which the termination occurs. Another domestic subsidiary has maintained unfounded lump-sum payment plans, whereas certain overseas subsidiaries have defined contribution pension plans or non-funded lump-sum payment plans. The following table sets forth the founded and accrued status of the retirement benefits, and the amounts recognized in the consolidated balance sheets as of February 29, 2004 and February 28, 2003: Millions of yen (a) Projected retirement benefit obligation (b) Pension assets at fair value (c) Unfunded retirement benefit obligation (a)+(b) (d) Unrecognized actuarial differences (e) Accrued employees’ sererance and retirement benefits (c)+(d) Thousands of U.S. dollars 2004 2003 2004 ¥(5,399) 1,954 (3,444) 363 ¥(3,081) ¥(5,226) 1,786 (3,439) 567 ¥(2,872) $(49,256) 17,832 (31,424) 3,314 $(28,110) 31 The component of retirement benefit costs for the years ended February 29, 2004 and February 28, 2003 were as follows: Millions of yen 2004 (a) Service cost (b) Interest cost (c) Expected return on plan assets (d) Amortization for actuarial difference Total 2003 ¥424 101 (17) 127 ¥635 ¥424 110 (16) 70 ¥589 Thousands of U.S. dollars 2004 $3,873 922 (163) 1,164 $5,797 The assumptions used to calculate relating to retirement benefit liabilities were as follows: (a) Method of allocation of estimated retirement benefits (b) Discount rate (c) Expected rate of return on pension assets (d) Amortization period of actuarial difference (e) Amortization period of difference arising from initial adoption of new accounting standard at transition Straight–line method 2.00% 1.00% 5 years 1 year Note 8. Income Taxes The Company and domestic consolidated subsidiaries are subject to a number of taxes based on income, which in the aggregate amount to statutory tax rates of approximately 42.1% for the year of 2004 and 2003. Foreign consolidated subsidiaries are subject to income taxes of countries in where they operate. However, income taxes as shown in the accompanying consolidated statements of income differ from the amounts computed by applying the above-mentioned statutory tax rates to “income before income taxes”. The principal reason for this difference is the effect of timing differences in the recognition of certain expenses for tax and financial reporting purposes and the effect of permanent non-deductible expenses. Significant components of the deferred tax assets and liabilities held by the Company and its consolidated subsidiaries as of February 29, 2004 and February 28, 2003 were summarized as follows: Millions of yen 2004 Deferred tax assets: Unrealized profits on inventories Excess of retirement allowance Accrued severance benefits for directors Enterprise tax payable Excess of allowance for employees’ bonuses Warranty reserve Allowance for returned goods Excess of depreciation Unrealized loss on golf club memberships Net loss carry forward Other Total deferred tax assets Valuation allowance Net deferred tax assets Deferred tax liabilities: Reserve for special depreciation Other Total deferred tax liabilities Net deferred tax assets 32 137 997 349 237 492 52 52 651 126 949 773 4,820 (1,713) 3,106 2003 139 822 334 285 374 117 77 349 128 1,073 299 4,003 (1,421) 2,582 Thousands of U.S. dollars 2004 ¥ ¥ $ 1,255 9,096 3,188 2,164 4,488 482 478 5,943 1,157 8,657 7,056 43,970 (15,628) 28,342 29 14 44 ¥ 3,062 32 5 38 ¥ 2,544 271 134 406 $ 27,936 The difference between the statutory tax rate and the Company’s effective tax rate reflected in the consolidated statement of income for the years ended February 29, 2004 and February 28, 2003 were as follows: 2004 Statutory tax rate Permanently non-deductible expenses Inhabitant tax on capita basis Changes in valuation allowance for deffered tax assets Others The Company’s effective income tax rate 2003 42.1% 0.6 1.4 2.9 2.7 49.7% 42.1% 0.5 1.1 4.3 0.7 48.7% On March 31, 2003, a tax reform law was enacted in Japan which changed the normal effective statutory tax rate from 42.1% to 40.7%, effective for years beginning on or after April 1, 2004. The effect of this change was to decreased deferred tax assets (less deferred tax liabilities) by ¥61 million, credit amount of income taxes—deferred by ¥61 million and increased unrealized gain on available-for-sale securities by 0 million in the consolidated financial statements for the year ended February 29, 2004. Note 9. Shareholder’s Equity Under the Commercial Code of Japan, the entire amount of the issue price of shares is required to be accounted for as common stock, although a company may, by resolution of its board of directors, account for an amount not exceeding one-half of the issue price of the new shares as additional paid-in capital. Effective October 1, 2001, the Japanese Commercial Code provides that an amount equal to at least 10% of cash dividends and other cash appropriations shall be appropriated and set aside as a legal reserve until the total amount of legal reserve and additional paid-in capital equals 25% of common stock. The legal reserve and additional paid-in capital may be used to eliminate or reduce a deficit by resolution of the shareholders’ meeting or may be capitalized by resolution of the board of directors. On condition that the total amount of legal reserve and additional paid-in capital remains being equal to or exceeding 25% of common stock, they are available for distributions and certain other purposes by the resolution of shareholders’ meeting. Legal reserve is included in retained earnings in the accompanying consolidated financial statements. The maximum amount that the Company can distribute as dividends is calculated based on the unconsolidated financial statements of the Company in accordance with the Code. Note 10. Contingent Liabilities One of domestic consolidated companies was contingently liable as a surety for bank loans of members of a golf course. The aggregate amount at February 28, 2003 was ¥0 million. Note 11. Derivative Financial Instruments The Company utilizes currency option contracts primarily to hedge their exposure to fluctuations in foreign exchange rates. As a matter of policy, the Company does not speculate in derivatives. Derivative transactions are controlled by the Treasury Office of the Company based on internal rules. The contract amounts and unrealized gain or loss at February 29, 2004 and February 28, 2003 of outstanding derivative transactions were as follows: Currency-related transactions Millions of yen 2004 Options: Call options, sold: Yen—Notional amount Fair value Put options, purchased: Yen—Notional amount Fair value Total—Notional amount Unrealized gain (loss) 2003 Thousands of U.S. dollars 2004 ¥1,644 (97) ¥3,179 (104) $15,000 (889) 548 4 2,192 ¥ (92) 1,059 47 4,239 ¥ (56) 5,000 43 20,000 $ (845) The notional amounts of derivatives which are shown in the above table do not represent the amounts exchanged by the parties and do not measure the company’s exposure to risk. 33 Note 12. Leases (1) Finance Leases Future lease payments and lease payments under finance lease at February 29, 2004 and February 28, 2003 were as follows: Thousands of U.S. dollars Millions of yen Outstanding finance lease payments Within one year Over one year Total Lease payments 2004 2003 2004 ¥ 96 53 150 ¥159 ¥156 107 264 ¥171 $ 884 486 1,370 $1,458 A summary of assumed amounts of acquisition cost, accumulated depreciation and net book value at February 29, 2004 and February 28, 2003 were as follows: Millions of yen February 29, 2004 Equipment Vehicle Total Thousands of U.S. dollars Acquisition cost Accumulated depreciation Net book value Acquisition cost Accumulated depreciation Net book value ¥749 44 ¥793 ¥616 26 ¥643 ¥132 17 ¥150 $6,835 402 $7,237 $5,625 241 $5,867 $1,209 161 $1,370 Millions of yen February 28, 2003 Equipment Vehicle Software Total Acquisition cost Accumulated depreciation ¥777 63 5 ¥847 ¥547 29 5 ¥583 Net book value ¥229 34 0 ¥264 (2) Operating Leases Future lease payments under operating lease at February 29, 2004 and February 28, 2003 were as follows: Millions of yen Outstanding lease payments Within one year Over one year Total 2004 2003 ¥ 490 1,162 ¥1,652 ¥ 548 1,623 ¥2,171 Thousands of U.S. dollars 2004 $ 4,475 10,602 $15,077 Note 13. Research and Development Costs Research and development costs included in selling, general and administrative expenses for the year ended February 29, 2004 and February 28, 2003 amounted to ¥591 million ($5,394 thousand) and ¥519 million, respectively. Note 14. Net Income per Common Share 34 Effective April 1, 2002, the Company adopted a new accounting standard for earnings per share of common stock issued by the Accounting Standards Board of Japan. Under the new standard, basic net income per share is computed by dividing net income available to common shareholders, which is more precisely computed than under previous practice, by the weighted-average number of common stock shares outstanding for the period. Computation of the basic net income under the new standard is retroactively applied to prior year. The Company did not have securities or contingent stock agreements that could potentially dilute net income per common share in the year ended February 29, 2004 and February 28, 2003. Note 15. Segment Information (1) Business Segments As the ratios of “Hair-related business” against the total sales, operating income and assets of all segment exceed 90%, information by business segment is not prepared or disclosed. (2) Geographical Segments Millions of yen Year ended February 29, 2004 Sales Outside customers Intersegment Total Operating expenses Operating income Total assets Japan North America Europe ¥58,453 ¥12,191 ¥2,670 79 534 — 58,532 12,725 2,670 43,972 13,770 2,665 ¥14,560 ¥ (1,045) ¥ 4 ¥67,502 ¥10,178 ¥2,492 Asia Total Elimination Consolidated ¥ 566 4,370 4,936 3,947 ¥ 988 ¥6,186 ¥73,881 4,938 78,865 64,356 ¥14,508 ¥86,360 ¥ — (4,983) (4,983) (1,271) ¥(3,721) ¥ 4,687 ¥73,881 — 73,881 63,084 ¥10,796 ¥91,048 Thousands of U.S. dollars Year ended February 29, 2004 Sales Outside customers Intersegment Total Operating expenses Operating income Total assets Japan North America Europe Asia Total Elimination Consolidated $533,236 $111,213 $24,358 $ 5,168 $673,976 $ — $673,976 722 4,875 — 39,868 45,465 (45,465) — 533,958 116,088 24,358 45,036 719,442 (45,465) 673,976 401,131 125,623 24,318 36,015 587,088 (11,602) 575,486 $132,827 $ ( 9,535) $ 39 $ 9,021 $132,353 $(33,863) $ 98,490 $615,789 $ 92,854 $22,738 $56,438 $787,820 $ 42,759 $830,579 Millions of yen Year ended February 28, 2003 Sales Outside customers Intersegment Total Operating expenses Operating income Total assets Japan North America Europe Asia ¥61,816 ¥12,404 ¥2,159 ¥ 732 100 385 103 4,502 61,916 12,790 2,262 5,234 45,407 14,133 2,273 3,863 ¥16,509 ¥ (1,343) ¥ (11) ¥1,371 ¥65,239 ¥13,150 ¥2,196 ¥5,581 Total Elimination Consolidated ¥77,112 5,091 82,204 65,678 ¥16,525 ¥86,167 ¥ — (5,091) (5,091) (1,539) ¥(3,552) ¥ 6,697 ¥77,112 — 77,112 64,138 ¥12,973 ¥92,864 (3) Overseas Sales Millions of yen Year ended February 29, 2004 Overseas sales Consolidated net sales Share of overseas sales North America Europe ¥12,067 ¥2,941 16.3% 4.0% Asia Others ¥494 ¥38 0.7% 0.0% Total ¥15,541 ¥73,881 21.0% Thousands of U.S. dollars Year ended February 29, 2004 North America Europe Asia Others Overseas sales Consolidated net sales Share of overseas sales $110,084 $26,835 $4,511 $347 Year ended February 28, 2003 North America Europe ¥12,085 ¥2,421 16.3% 4.0% 0.7% Total $141,779 $673,976 0.0% 21.0% Millions of yen Overseas sales Consolidated net sales Share of overseas sales 15.7% 3.1% Asia ¥639 0.8% Others Total ¥122 ¥15,268 ¥77,112 0.2% 19.8% 35 Note 16. Related Party Transactions Transactions with related parties for the years ended February 29, 2004 and February 28, 2003 were as follows: Thousands of U.S. dollars Millions of yen 2004 KK Keiho Shoji: Travel expenses Kowa Shoji KK: Rental income Fontaine Co., Ltd.: Purchase for land ¥ 2003 2004 1 ¥ 1 $ 16 2 2 23 ¥1,559 — $14,227 Note 17. Subsequent Events 36 On May 27, 2004, the shareholders of the Company approved payment of a year-end cash dividend of ¥16.00 ($0.14) per share to holders of recorded at February 29, 2004, totaling ¥657 million ($5,996 thousand) and bonuses to directors and corporate auditors of 148 million ($1,358 thousand). Report of Independent Auditors To the Board of Directors of Aderans Company Limited We have audited the accompanying consolidated balance sheets of Aderans Company Limited and consolidated subsidiaries at February 29, 2004 and February 28, 2003, and the related consolidated statements of income, shareholders’ equity, and cash flows for the years then ended, all expressed in yen. These financial statements are the responsibility of the Company’s management. Our responsibility is to independently express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards, procedures and practices generally accepted and applied in Japan. Those standards, procedures and practices require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Aderans Company Limited and consolidated subsidiaries at February 29, 2004 and February 28, 2003, and the consolidated results of their operations and their cash flows for the years then ended in conformity with accounting principles and practices generally accepted in Japan. The U.S. dollar amounts in the accompanying consolidated financial statements with respect to the year ended February 29, 2004 are presented solely for convenience. Our audit also included the translation of yen amounts into U.S. dollar amounts and, in our opinion, such translation has been made on the basis described in Note 3 to the consolidated financial statements. Tokyo, Japan May 27, 2004 37 Non-Consolidated Five-Year Summary Aderans Company Limited Years ended the last day of February Millions of yen 2004 RESULTS OF OPERATIONS Net sales 2000 7,998 8,483 10,642 9,653 9,080 Gross profit 39,758 42,405 44,633 43,072 41,666 Selling, general and administrative expenses 30,553 31,414 30,601 29,866 29,208 Operating income 9,205 10,990 14,031 13,205 12,458 Income before income taxes 9,957 11,313 12,081 12,375 10,821 Net income 5,671 6,476 6,952 7,150 4,938 Capital expenditures 5,709 1,831 1,979 2,122 2,994 620 467 314 371 214 1,684 1,582 1,553 1,538 1,293 AMOUNTS PER SHARE OF COMMON STOCK (IN YEN) Net income FINANCIAL POSITION Current assets Shareholders’ equity ¥ 137.85 ¥ 156.10 ¥ 169.86 ¥ 171.42 ¥ 117.72 1,746.10 1,640.46 1,548.98 1,464.47 1,305.07 32.00 30.00 28.00 26.00 25.00 Cash dividends applicable to the year ¥ 19,586 ¥ 24,449 ¥ 20,979 ¥ 27,802 ¥ 20,865 Current liabilities 9,072 9,374 9,242 10,496 10,192 Interest-bearing debt — — — — — Shareholders’ equity 71,880 66,357 63,293 61,088 54,439 Total assets 84,606 78,976 75,561 74,863 66,325 19.3 21.6 25.4 25.0 24.6 Operating income to net sales Net income to net sales 11.9 12.7 12.6 13.6 9.7 Shareholders’ equity to total assets 85.0 84.0 83.8 81.6 82.1 Return on equity 8.2 10.0 11.2 12.3 9.2 Return on assets 6.9 8.4 9.2 10.1 7.5 — — — — — 41,081 40,357 40,861 41,154 41,400 2,103 2,137 2,068 1,908 1,789 Interest-bearing debt ratio Number of shares outstanding (thousand) Number of employees COMMON STOCK PRICES (IN YEN) 2001 Cost of sales Depreciation and amortization OTHER YEAR-END DATA 2002 ¥ 47,757 ¥ 50,888 ¥ 55,275 ¥ 52,726 ¥ 50,746 Research and development expenses KEY RATIOS (%) 2003 High 2,485 ¥ 4,250 ¥ 4,720 ¥ 5,000 ¥ 6,100 Low ¥ 1,664 2,180 3,410 2,670 2,850 Year-end close 2,200 2,225 4,050 3,890 3,000 Note: Net income per share and shareholders’ equity per share for both 2004 and 2003 are calculated based on the new accounting standard. 38 Non-Consolidated Operating Data Millions of yen SALES OF PRINCIPAL PRODUCTS SALES OF PRINCIPAL PRODUCTS TO NEW CUSTOMERS Custom-made wigs ¥31,096 ¥31,328 167 233 399 551 2,300 3,010 3,562 2,354 Hair Support 5,516 5,997 6,460 6,321 6,079 Physical Esthé 1,191 1,455 1,513 1,122 453 Total ¥40,325 ¥42,872 ¥44,653 ¥42,501 ¥40,765 Custom-made wigs ¥12,420 ¥14,321 ¥15,586 ¥13,109 ¥13,132 15 18 30 124 178 Hair Fix Pinpoint 825 1,145 1,796 2,212 1,383 2,036 2,582 2,939 2,816 2,567 315 469 544 318 114 Total ¥15,614 ¥18,539 ¥20,897 ¥18,581 ¥17,374 Custom-made wigs ¥19,178 ¥18,628 ¥17,849 ¥17,986 ¥18,196 Hair Fix 93 149 202 274 373 Pinpoint 1,083 1,155 1,214 1,350 971 Hair Support 3,480 3,414 3,520 3,504 3,512 875 985 968 804 339 Total ¥24,710 ¥24,333 ¥23,755 ¥23,920 ¥23,391 Custom-made wigs ¥10,538 ¥10,916 ¥11,606 ¥12,399 ¥13,669 Hair Fix 102 154 225 392 538 Pinpoint 1,849 2,241 2,936 3,499 2,296 Hair Support 4,264 4,908 5,337 5,216 5,077 1,174 1,320 1,380 1,041 434 Total ¥17,928 ¥19,541 ¥21,485 ¥22,550 ¥22,014 Custom-made wigs ¥21,060 ¥22,033 ¥21,829 ¥18,696 ¥17,659 Hair Fix 6 13 8 6 13 Pinpoint 59 59 74 63 58 1,252 1,089 1,123 1,104 1,002 17 134 132 80 19 ¥22,396 ¥23,330 ¥23,168 ¥19,951 ¥18,751 Hair Support Physical Esthé Total NUMBER OF CUSTOMER VISITS (THOUSAND) 2000 ¥33,435 108 Physical Esthé NUMBER OF OUTLETS 2001 ¥32,950 1,908 Physical Esthé SALES OF PRINCIPAL PRODUCTS TO FEMALE CUSTOMERS 2002 ¥31,599 Pinpoint Physical Esthé SALES OF PRINCIPAL PRODUCTS TO MALE CUSTOMERS 2003 Hair Fix Hair Support SALES OF PRINCIPAL PRODUCTS TO REPEAT CUSTOMERS 2004 Counseling offices 9 9 9 9 9 Regular outlets 138 136 134 128 123 Ladies’ salons 25 25 25 24 23 Satellite salons 52 50 50 37 24 New-concept salons 10 6 4 2 — Total 234 226 222 200 179 Male 886 967 1,028 979 919 Female 517 507 495 453 415 1,403 1,474 1,523 1,432 1,334 Total 39 Consolidated Subsidiaries As of February 29, 2004 Company name Main business Established Capital Sells ready-made women’s fashion wigs and hairrelated products through department stores and directly operated outlets, and sells wholesale to beauty salons. Real estate agent. January 5, 1979 ¥1,539 million (Acquired December 1, 2003, as a wholly owned subsidiary) September 2, 1972 ¥90 million (Acquired May 30, 1985) May 1, 1985 ¥654 million (Acquired December 4, 1998) Percentage of parent company’s ownership Japan ● Fontaine Co., Ltd. ■ ADE Co., Ltd. Advertising agent for members of the Aderans Group. Golf course management. ■ ADN Co., Ltd. 100% 100% 83.2% U.S.A. ● Aderans Holding Co., Inc. Sells wigs and hair-replacement products through directly operated outlets. ● International Hairgoods, Wholesales custom-made wigs and other hairInc. replacement products to wig shops and barber shops. ● New Concepts Hair Goods, Wholesales high-quality human-hair products to wig Inc. shops, barber shops and beauty salons. ● Rene of Paris Wholesales and exports fashionable, high-quality wigs and hair accessories to wig shops and beauty salons. ● General Wig Wholesales fashion wigs and hair accessories to wig Manufacturers, Inc. shops, major beauty salon supply chains and beauty salons. Exports to Latin America and Europe. ■ Bosley Medical Institute, Undertakes hair-transplant business in the Inc. United States. ● Aderans, Inc. November 23, 1994 April 19, 2001 US$83,000 thousand US$3,000 thousand October 31, 1968 (Acquired June 29, 1987) February 13, 1991 (Acquired March 5, 1998) November 1, 1976 (Acquired March 1, 1989) June 14, 1963 (Acquired September 28, 1998) US$2,546 thousand August 3, 1989 (Acquired August 1, 2001) US$8,261 January 9, 1992 €19,285 thousand 100% March 1, 1980 (Acquired March 1, 1992) December 5, 1956 (Acquired March 1, 1992) €2,000 thousand 100% (Indirect) 100% (Indirect) Europe ● Aderans Europe B.V. US$25 US$1,000 thousand US$37 thousand 100% 100% (Indirect) 100% (Indirect) 100% (Indirect) 100% (Indirect) 100% (Indirect) 96.2% (Indirect) Netherlands ● Gesmofra S.A.S. France Wholesales women’s fashion wigs and hair accessories, as well as custom-made wigs and hair-replacement products, to wig shops and beauty salons. Sells fashion wigs and hair accessories through department stores and directly operated boutiques. ● Monfair Mode S.A.R.L. Sells women’s fashion wigs and hair accessories France by mail order. ● Creations de Paris Wholesales women’s fashion wigs and hair accessories, Camaflex Vertriebs as well as custom-made wigs and hair-replacement G.m.b.H. products, to wig shops and beauty salons. Retails Germany women’s fashion wigs and hair accessories through department stores and directly operated boutiques ● Monfair Moden Vertriebs Wholesales men’s hair-replacement products, women’s G.m.b.H. fashion wigs and hair accessories to wig shops and Germany beauty salons in Germany and neighboring countries. ● Camaflex S.A. Wholesales custom-made wigs and hair-replacement Belgium products, women’s fashion wigs and hair accessories to wig shops and beauty salons. ● D. van Nooijen B.V. Wholesales custom-made wigs and hair-replacement Netherlands products, women’s fashion wigs and hair accessories to wig and beauty salons. ● Trend Hair Supplies Sells custom-made wigs, hair replacement products, Co., Ltd. and women’s fashion wigs through directly operated England outlets, and sells wholesale to wig shops. ● Camaflex S.A. France February 16, 1987 (Acquired March 1, 1992) July 26, 1966 (Acquired March 1, 1992) €540 thousand €10 thousand €800 thousand 100% (Indirect) 100% (Indirect) December 11, 1985 (Acquired March 1, 1992) €50 thousand 100% (Indirect) September 25, 1962 (Acquired March 1, 1992) €70 thousand 100% (Indirect) January 1, 1984 (Acquired March 1, 1994) €20 thousand 100% (Indirect) March 26, 1973 (Acquired May 13, 2002) £30 thousand 100% (Indirect) January 12, 1990 NT$20,000 thousand 100% October 17, 1986 B170,000 thousand 100% September 3, 1992 B15,000 thousand 100% (Indirect) January 31, 2002 P300,000 thousand 100% Asia ● Aderans Inc. (Taiwan) Taiwan ● Aderans Thai., Ltd. Thailand ● World Quality Co., Ltd. Thailand ● Aderans Philippines, Inc. Philippines ● Holding Company 40 ● Sells custom-made wigs and provides related services through five directly operated salons. Implants hairs into custom-made wig and hairpiece foundations. Manufactures fashion wigs and hair-replacement products. Manufactures the foundations of custom-made wigs and hairpieces. Implants hairs into wig foundations. Dyes and otherwise processes human hair. Produces Cyberhair. Manufactures the foundations of custom-made wigs and hairpieces. Implants hair into wig foundations. Marketing Company ■ Hair-Transplant Business ■ Other Business ● Manufacturing Company The Aderans Group Maximizing value potential through Wellness Directors and Auditors Corporate Data Aderans Company Limited As of May 27, 2004 Aderans Company Limited As of February 29, 2004 S OLID B RAND R EPUTATION C HAIRMAN & CEO H EAD O FFICE Takayoshi Okamoto* 6-3, Shinjuku 1-chome, Shinjuku-ku, Tokyo 160-8429 replacement products and hair-related services for men and women. The Company P RESIDENT & COO E STABLISHED maintains Japan’s leading brand of custom-made hair-replacement products for both Katsuji Tokumaru* March 1, 1969 sexes and has also built a solid presence in the women’s fashion wig market through S ENIOR M ANAGING D IRECTOR P AID - IN C APITAL Mamoru Mino ¥12,944 million Established in 1969, Aderans Co., Ltd., is a comprehensive provider of hair- Fontaine Co., Ltd., a domestic subsidiary. C OMPREHENSIVE P RODUCTS AND Deputy general manager and director of sales and marketing headquarters S ERVICES We augment our mainstay custom-made wigs for men and women with a rich selection N UMBER 41,713,388 Shigeru Ueda steady expansion of Group operations beyond wigs and hair-replacement products to In charge of satellite salon management division, business development division and technical & education division hair-growth treatments and medical procedures. Toward this end, we welcomed the start of trial activities of our first affiliated clinic in February 2004. Hiroyasu Yamakawa General manager of administrative division G LOBAL P RESENCE Senkichi Yagi Aderans heads a group of 28 consolidated companies — three operating in Japan and General manager of sales and marketing division 25 overseas — with a Groupwide workforce of more than 5,400 people. Members of S UPREME A DVISORS especially in women’s fashion wig wholesaling. This achievement is complemented by brisk sales of men’s wigs in Taiwan, South Korea and other areas of Asia. CONTENTS 1 Consolidated Financial Highlights 2 Message from the Management 5 From New Building Blocks Come New Growth Evolving Perspectives; Change and Growth; New Pillar of Growth; Global Profile; Good Corporate Citizen AND D IRECTORS Nobuo Nemoto Kunihiko Hirakawa Haruo Okita the Group in the United States and Europe have captured high market shares, MISSION AND GOALS S PECIAL A DVISOR Our mission is to alleviate S TANDING C ORPORATE A UDITOR whatever concerns people may have about hair loss, regardless of the cause or degree. Our corporate slogan — Wellness — represents concerted efforts to contribute to people’s health and happiness through an enhanced physical appearance and a positive state of mind. For investors, we strive to achieve long-term growth and higher shareholder value. AND D IRECTOR Nobuo Watabe S HAREHOLDERS Number of Shares and Shareholding Ratio Name % 6,525 4,632 4,280 1,498 1,227 15.9 11.3 10.4 3.6 3.0 1,004 873 726 641 2.4 2.1 1.7 1.5 574 1.4 Notes: 1. The Company holds of 632 thousand of its own shares in treasury stock. 2. Those shares held by the Master Trust Bank of Japan, Limited, Japan Trustee Services Bank, Ltd., and The Nomura Trust and Banking Co., Ltd., are shares relating to their trust businesses. S TOCK L ISTINGS C ORPORATE A UDITORS First Section of Tokyo Stock Exchange First Section of Osaka Securities Exchange Okio Akutsu Masaaki Katagiri Iwao Toigawa Thousands of shares Japan Trustee Services Bank, Ltd. (Trust Account) Nobuo Nemoto The Master Trust Bank of Japan, Ltd. (Trust Account) State Street Bank and Trust Company Bank of Bermuda Sparx Asset Management The Nomura Trust and Banking Co., Ltd. (Investment Trust Account) Nomura Securities Co., Ltd. The Dai-ichi Mutual Life Insurance Company Bank of New York Europe Limited Luxembourg The National Mutual Insurance Federation of Agricultural Cooperatives Fumio Arai T RANSFER A GENT AND R EGISTRAR The Chuo Mitsui Trust and Banking Company, Limited Securities Department 8-4, Izumi 2-chome, Suginami-ku, Tokyo 168-0063 *Representative director SALES AND MARKETING DIVISION Hokkaido, Tohoku, Tokyo, Kanto, Chukyo, Kansai, Chugoku, Kyushu N UMBER OF O UTLETS OF E MPLOYEES 234 N UMBER 2,103 S TOCK P RICE R ANGE Trading Volume (Thousands of shares) 16 Domestic Strengths: R&D and After-Sales Services F OR F URTHER I NFORMATION C ONTACT : 17 Financial Section Investor Relations Division, Aderans Co., Ltd. 40 Subsidiaries and Affiliates 6-3, Shinjuku 1-chome, Shinjuku-ku, Tokyo 160-8429, Japan 41 Directors and Auditors, Corporate Data OF S HARES I SSUED P RINCIPAL S HAREHOLDERS In charge of customer service division, IT control division, public relations division and investor relations division research and development on hair-regeneration treatments. This move underpins N UMBER OF 10,620 Tsuguo Tanaka presence in the U.S. hair-transplant business with the June 2002 commencement of S HARES A UTHORIZED Noboru Kaneko D IRECTORS the forefront of the hair-transplant and hair-growth markets, we have reinforced our OF 138,033,400 M ANAGING D IRECTOR In charge of advertising division and administrative division of complementary products and hair-related services. Seeking to cement a position at N UMBER Tel. +81-3-3350-3268 Fax. +81-3-3356-3052 E-mail. [email protected] Stock Price (¥) 8,400 2,800 7,200 2,400 6,000 2,000 4,800 1,600 3,600 1,200 2,400 800 1,200 400 0 0 03 3 4 5 6 7 8 04 9 10 11 12 1 2 41 Aderans Company Limited A N N U A L R E P O R T 2 O O 4 Aderans Company Limited A d e r a n s From New Building Blocks Come New Growth A N N U A L R E P O R T 2OO4 Year ended February 29, 2004 Uses soybean ink in consideration of the environment 100% recycled paper Printed in Japan