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Notification of Change in Consolidated Subsidiary (Transfer of Holdings)

Dec. 01, 2017
Recruit Holdings Co.,Ltd.

Recruit Holdings Co., Ltd. (the "Company") announces that it decided today to transfer its entire holdings of the Company's consolidated subsidiary MOVOTO LLC ("MOVOTO"), as follows.

1. Reason for transfer of holdings

To realize growth in the Company's Overseas Marketing Solutions, the Company's strategy is to verify the effectiveness of the knowhow developed in the domestic business at companies made into subsidiaries and to raise the value of those subsidiaries by leveraging the knowhow.

Under this strategy, the Company made MOVOTO, which operates a site that provides information on pre-owned real estate in the U.S., a subsidiary in 2013, and has since worked to operate this company.

While the initially expected goals have been met with regard to the verification of the effectiveness of knowhow held by the Group, in consideration of the competitive environment of the market surrounding real estate information sites in the U.S., the Company has reached the conclusion that maintaining and developing businesses in line with new strategies will lead to maximizing MOVOTO's value, and has therefore decided to transfer its entire holdings to Yuji Horiguchi.

2. Outline of the subsidiary to be changed (MOVOTO)

(1) Name MOVOTO LLC
(2) Location 1900 South Norfolk Street, Suite 310, San Mateo, California, United States of America
(3) Title and name of the representative Imtiyaz Haque, CEO
(4) Description of business Operator of a site that provides information on pre-owned real estate
(5) Capital USD 37,400 thousand
(6) Foundation January 11, 2005
(7) Major shareholder and shareholding ratio Recruit Holdings Co., Ltd. 100.00%
(8) Relationship between the Company and MOVOTO Capital relationship Wholly-owned subsidiary of the Company.
Human relationship Two employees of the Company and its subsidiary concurrently serve as Directors of MOVOTO.
Business relationship Business relationships concerning system-related consignment as well as loans exist between the Company and MOVOTO.
(9) Consolidated financial results and consolidated financial position of MOVOTO for the last three years (Unit: thousands of USD, rounded to the nearest thousand)
Fiscal year Year ended
December 31, 2014
Year ended
December 31, 2015
Year ended
December 31, 2016
Consolidated net assets 3,563 21,059 5,125
Consolidated total assets 4,779 22,223 6,938
Consolidated net sales 7,253 8,926 7,651
Consolidated operating income (6,281) (8,268) (15,254)
Consolidated ordinary income (6,048) (8,347) (15,297)
Profit attributable to owners of the parent (6,067) (8,468) (15,371)

3. Outline of the recipient of the transfer of holdings

(1) Name Yuji Horiguchi
(2) Location Varsity Park Singapore
(3) Relationship between the Company and Yuji Horiguchi There are no capital, human or business relationships to be noted.

4. Number of holdings to be transferred, transfer price and ownership before and after the transfer

(1) Ownership before the change 36,000,010 units
(Ratio of voting rights held: 100.00%)
(2) Number of holdings to be transferred 36,000,010 units
(3) Transfer price ¥0 (planned)
(4) Ownership after the change 0 units
(Ratio of voting rights held: 0.00%)

5. Schedule

(1) Date of resolution December 1,2017
(2) Date of agreement December 1,2017
(3) Date of execution of transfer of holdings December 6, 2017 (planned)

6. Future outlook

The impact of this matter on the Company's consolidated financial results for the year ending March 31, 2018 will be minor.