New Stories. Annual Report

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1 New Stories Annual Report Fiscal Year Ended December 31, 2014

2 New Stories of One of the World s Most Sophisticated Ecosystems Ever since its founding in 1997, Rakuten has been developing a unique, original business model with the goal of becoming the world s leading Internet services company. By applying this business model, we have created the Rakuten Ecosystem for the provision of one-stop access to wide-ranging Internet Services, Internet Finance and Digital Content businesses. At the heart of the business is membership and brand. In fiscal 2014, the Rakuten global gross transaction volume reached 6.7 trillion, and the number of members is approximately 700 million. We also have business operations in Japan, Asia, North and South America and Europe. In these markets, we will seek to create a global Rakuten Ecosystem by sharing with overseas group companies expertise cultivated in Japan through implementation of our domestic business model, and by adhering to the corporate philosophy of empowering people and society through the Internet. Contents 2 The Evolution of Our Business Model 4 The Year s Highlights 5 To Our Shareholders 10 The Inside Stories 18 Financial Highlights (IFRS) 20 Financial Review 26 Value Creation for Sustainable Growth 30 Board of Directors, Managing Executive Officers and Company Auditors 31 Outside Directors 32 Corporate Governance 37 Financial Section 45 Major Consolidated Subsidiaries and Affiliated Companies 46 Corporate History 47 Corporate Information

3 Rakuten Ecosystem E-Commerce Open Closed Digital Content Viber + Rakuten Membership Financial Service Global Gross Transaction Volume: 6.7 trillion Open Closed Global Gross Transaction Volume Domestic E-Commerce GMS, Travel, Credit Card, Edy, Overseas E-Commerce GMS, Ebates GMS in Q4/

4 The Evolution of Our Business Model The Ongoing Story of Rakuten Ecosystem 1 Establishment of an Online Shopping Mall, Rakuten Ichiba When Rakuten Ichiba was established in 1997, people said no one would shop on the Internet. Rakuten Ichiba is a B2B2C (business to business to consumer marketplace), with merchants all over the country. Users find it more attractive and exciting than other e-commerce sites because of our Shopping is Entertainment concept. 2 Adding Group Services Rakuten s improved brand after its OTC listing in 2000 helped support major M&A activities. Rakuten expanded into the new service areas that became the Rakuten Ecosystem, starting with the acquisition of the portal and search site operator Infoseek Co., Ltd. and MyTrip.net (now Rakuten Travel) became a Rakuten consolidated subsidiaries. 3 Launch of a Points Program for Members Rakuten operates a membership-based online shopping mall using its accumulated customer database. In 2002, we launched the Rakuten Super Points service in which customers earn points for purchases or use of services within Rakuten Ichiba. Points can be exchanged for a variety of services provided by companies in the Rakuten Group. 4 Launch of Finance Business, Synergies with E-Commerce DLJdirect SFG Securities, Inc. (now Rakuten Securities) became a consolidated subsidiary in In 2004, Rakuten acquired shares in Aozora Card, Co., Ltd., which also became a consolidated subsidiary (now Rakuten Card). The launch of the Rakuten Card credit card payment service, brought synergies between credit card payment services and e-commerce, improving both Group revenues and the frequency of use >> 2000 >> 2002 >> 2003 >> 2005 >> 1. E-commerce and membership 2. New services with Travel, Infoseek 3. Launch of a points program 4. Addition of financial services 2

5 5 Membership Database Integration, Brand Standardization, Synergy Formation In 2002, we started to integrate the membership databases of various services. In 2004, creation of the Rakuten Golden Eagles Japanese professional baseball team built a national profile for Rakuten. Then, in 2005, we replaced our disparate service logos with a single Rakuten brand. Creating unity across all Rakuten Group services and implementing a one-stop service system gave users access to a variety of services with a single ID, enhancing Rakuten s ability to attract customers, improving usability, and expanding traffic. 6 Establishment of the Rakuten Ecosystem In 2006, we unveiled the Rakuten Ecosystem concept, linking Rakuten-branded services, the Rakuten member database and the Rakuten Super Points system. Users who sign up under one Rakuten service can also use other services. This model is based on continuous circulation of all economic activities, both on the Internet and in the real world. Using its huge membership database, Rakuten pioneered a cross-use strategy to increase member usage through migration between new and existing services. 7 Overseas Expansion Globalizing the Rakuten Ecosystem Rakuten began affiliate marketing in the U.S. in 2005 after acquiring LinkShare Corporation. The 2008 launch of the Taiwan Rakuten Ichiba service marked the overseas expansion of our e-commerce business. Acquisition of Buy. com, a leading U.S. e-commerce site, and PriceMinister, a top French e-commerce site, in 2010 accelerated Rakuten s global expansion from an innovative Japanese company into an emerging global online service company. Since then, we have successively globalized the Rakuten Ecosystem by transplanting the Rakuten marketplace model to other countries. In 2012, Rakuten established a major e-book presence by acquiring Kobo Inc. (now Rakuten Kobo Inc.) of Canada. In 2014, our finance business began to expand overseas through initiatives that included a partnership with the First National Bank of Omaha in the U.S. and issuing a credit card in Taiwan. 8 Global Business Foundation Expansion with Viber and the Enhancement of Content The 2014 single acquisition of Viber tripled the Rakuten Group s global customer base to 600 million (as of February 2015). The recent acquisition of digital content services, such as Wuaki.TV, S.L. and Viki, Inc., in addition to existing e-commerce and Internet finance services, will allow us to develop new markets that do not require physical distribution. These developments are the start of a new phase of growth and success on a global scale >> 2008 >> 2010 >> 2012 >> 2014 >> 5. Brand and database unification 6. Establishment of Rakuten Ecosystem 7. Acceleration of Overseas expansion 8. Overseas infrastructure expansion (Taiwan) 3

6 The Year s Highlights 1 Gross merchandise sales from domestic e-commerce increased by 13.7% year on year to over 2 trillion. Rakuten Card shopping transaction volume was 35.1% higher year on year at 3.5 trillion. 2 3 Global gross transaction volume grew to 6.7 trillion. Consolidated operating income exceeded 100 billion for the first time in Rakuten s history. 4 5 Unique IDs registered with Viber raise Rakuten global membership to approximately 700 million. ROE continued to rise steadily, from 16.0% in fiscal 2013 to 19.6% in fiscal Dividend was increased from 4.0 to 4.5 per share. 4

7 To Our Shareholders A New Story See Around the Corner A New Growth Story Began for Rakuten in marked the 25th anniversary of the World Wide Web, and 18 years since the founding of Rakuten. From our foundation at a time when people will not buy goods on the Internet we are aiming towards becoming the global number one Internet services company and we have constructed a sophisticated and unique business model. The expression Internet of Things is becoming widely used, and it has become possible to link all goods through the Internet. The number of global Internet users has expanded from 1.02 billion in 2005 to 2.92 billion in Particularly significant is the fact that the number of people accessing the Internet via smartphone-based mobile infrastructure has reached 1.75 billion. We are also seeing the continual emergence of disruptive technologies that redefine the world s existing frameworks, as well as an accelerating shift of focus from goods to digital content. Rakuten was quick to respond to this changing environment by moving into the digital content business, starting with the acquisition of Rakuten Kobo in In fiscal 2014, we continued to concentrate on the development of this business area into a new core segment in the Rakuten Ecosystem. In the Internet Services segment, we further strengthened our services for smart devices, which already account for approximately one-half of gross merchandise sales in Rakuten Ichiba. Another focus was the utilization of big data. Furthermore, in the Japanese market, we launched the R-Point Card, a common point service Starting a New Chapter on Our Journey to No. 1 in Internet Services Worldwide Hiroshi Mikitani Chairman and CEO 5

8 To Our Shareholders that allows customers at real-world stores to use Rakuten s Super Point system, which is one of our key strengths. We also launched ROOM, a curation-type social shopping service, in the Japanese market. Further Acceleration of Global Expansion Our domestic e-commerce business, especially Rakuten Ichiba, continued to show sustained growth in 2014, and gross merchandise sales from domestic e-commerce was in excess of 2 trillion. In Japan, we have been most successful with the B2B2C marketplace business model, and we continued to make steady progress with our efforts to extend this model into other countries. Cross-border integration under the Rakuten Merchant Server global (RMSg) platform was reflected in rapid growth in gross merchandise sales in overseas marketplaces. A new addition to the Rakuten Group in 2014 was Ebates, an online cashback site based in the United States. We see this as an opportunity to provide new impetus to the global e-commerce market by building a unique and innovative e-commerce platform. In the Internet Finance segment, we maintained steady growth in the number of Rakuten cardholders, and shopping transaction volume increased by 35.1% year on year to approximately 3.5 trillion. We have started to expand our card business overseas as part of the global expansion of the Rakuten Ecosystem. Our financial service companies include Rakuten Bank, which has the highest number of accounts of any Internet bank in Japan, as well as Rakuten Securities and Rakuten Life Insurance, which both continue to achieve high growth. Our Innovation E-Commerce Market in Japan Domestic E-Commerce Market Rakuten s share 6.5 trillion Rakuten is becoming much more data driven, which impacts our strategy, our membership program, and our product. 26.8% (Estimate) * Source: Fuji Keizai (2014 Estimate) 6

9 Introducing RMSg Platform (Taiwan) ~ 6 RMSg introduced 2 goal is to become the number one company in the financial services industry. Another addition to the Rakuten Group was Viber, a provider of free messaging and calling applications with over 500 million unique IDs worldwide. This dramatically expanded the global member base of the Rakuten Ecosystem, which now stands at approximately 700 million. By realizing synergies across national and business borders, we increased our global gross transaction volume to approximately 6.7 trillion. Writing the New Growth Story We implemented a cost improvement campaign across the entire Rakuten Group, including our overseas operations, with the aim of maintaining a balance between investment and earnings from existing businesses. This initiative has contributed to the increase of gross merchandise sales from overseas e-commerce operations and also brought improvement in the performance of our content business, including e-books. We will continue to strengthen our profit model on a global basis. Rakuten s global expansion is supported by effective communications within the Rakuten Group. By making English our official corporate language, we have further accelerated our global expansion by dramatically improving the speed Speed In today s competitive marketplace, speed is of the essence. Slow-moving firms will be left behind. 7

10 To Our Shareholders Efficiency We host over one million transactions daily in Japan. As we grow globally, the components of our business are working very well together. Shrinking Other Internet Services Loss (EBITDA) Q4/13 Q1/14 Q2/14 Q3/14 Q4/ billion EBITDA excl. One-off Items One-off Items of information sharing and joint development among group employees and partners in other countries. We aim to lead the world in the provision of innovative Internet services. We will achieve that by recruiting globally and further strengthening our R&D capabilities so that we adapt rapidly to continuing changes and innovation in the global Internet environment. We also continued our efforts to ensure that our employees in Japan and overseas have a proper understanding of our corporate culture and code of conduct, which we call Rakuten Shugi, and that they are fully aware of their role as members of the Rakuten Group. Our goal is to build a global group structure in which all employees can work together with high aspirations, while also strengthening the power of our brand in other countries. We will achieve these goals by establishing a regional headquarters system, and by globally strengthening our governance and business systems. Further Enhancing Our Corporate Value We will integrate all Rakuten group companies in Japan under a new organizational structure. As part of that process, we will relocate our headquarters to a new building in Futako-Tamagawa, Tokyo during Under this new structure, we will continue our efforts to optimize efficiency and create 8

11 group synergies. While the creation of this new corporate culture will be a turning point for Rakuten, we will continue our efforts to maximize the Rakuten Group s shareholder and corporate value by offering leading-edge Internet services, by achieving sustainable growth, and by working toward our goal of becoming the world s leading Internet services company. We will continue to take on challenges with an entrepreneurial spirit while remaining faithful to our unique corporate philosophy of empowering people and society through the Internet. Rakuten will continue to lay foundations for future profit growth through strategic investments, while also maintaining sound management. Our return on equity (ROE) continues to improve steadily and reached 19.6% in fiscal 2014, up from 16.0% in fiscal Rakuten has maintained consistent dividends in line with our basic policy of balancing shareholder returns against the need to Cash Dividend per Share 4.5 Value Rakuten loves people merchants, customers, shareholders. Our success comes from intense focus on delivering value people can appreciate expand internal reserves to maximize our corporate value, maintain a sound financial structure, and provide resources for active business development in the future. In line with this basic policy, we used the earned surplus to fund a dividend payout of 4.5 per share, compared with 4.0 per share, including a 1.0 commemorative dividend, in fiscal July 2015 Hiroshi Mikitani Chairman and CEO 9

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