consolidated financial results fy2013

（東証１部：8905）ÆON MALL Co., Ltd.

(TSE: 8905) April 8, 2014

Consolidated Financial Results FY2013(March 1, 2013 – February 28, 2014)

1

Contents

1. Summary of Financial Results for the Fiscal Year Ended February 2014Overview of Results P3New Business Bases in Japan P4 – 8Integration of Development Business Functions / Revitalizing Existing Malls P9Monthly Data (55 existing malls, on a year-on-year basis) / Year-on-Year Changes in Sales at Specialty Stores in ÆON Malls by Segment (Year-on-year changes in 55 existing malls) / Changes in Vacancy Rate P10Business in China P11ASEAN Business P12Increasing Capital through a Public Offering / Use of REIT / Profit Sharing P13Profit and Loss Statement P14Summary of Income P15Summary of Balance Sheets P16Summary of Cash Flows P17

2. Three-Year Medium-Term Management Plan (FY 2014 – 2016) Vision of Growth Strategy P19Priority Measures P20Increase New Business Sites in Japan P21Opening Malls under New Concepts P22 – 25Increasing Earning Power P26Overseas Business P27Business in China P28ASEAN Business P29Omni-Channel / Maintaining thorough Financial Discipline P30Consolidated Full-Year Forecast for FY2014 P31Consolidated Earnings Targets for 2014 – 2016 / Management Indicator Targets P32

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1. Summary of Financial Results for the Fiscal Year Ended February 2014

3

FY2013 (March 1, 2013 – February 28, 2014) Overview of Results

Consolidated Results

FY2013(Actual)

FY2012(Actual)

Year-on- year

Operating revenue 176,931 161,427 109.6

Operating costs 117,117 105,831 110.7

Gross profit 59,814 55,596 107.6Selling, general and administrative expenses 17,586 13,852 127.0

Operating income 42,227 41,743 101.2

Ordinary income 41,046 39,784 103.2

Net income 23,430 21,865 107.2

Net income per share (yen)* 106.96 109.73 － Number of malls (as of February 28, 2014)Japan 133 *China 4

Vietnam 1Total 138

Achieved record highs in operating revenue, operating Achieved record highs in operating revenue, operating income, ordinary income, and net incomeincome, ordinary income, and net income

Both revenue and income increased owing to the strong performance of the 55 existing malls and the contribution of the new malls, absorbing the prior costs arising from the growth initiatives in Japan and overseas.

The increase in selling, general and administrative expenses was due to the costs before openings associated with structural enhancement for business expansion in Japan and overseas, and future development projects in Japan and overseas.

(Million yen, %)

• The Company issued 23,500,000 common shares in a capital increase through a public offering, for which the payment date was June 19, 2013, and 2,500,000 common shares in a capital increase through the private placement of new shares, for which the payment date was July 12, 2013.

• The Company also implemented a stock split at the ratio of 1.1 shares to 1 common share effective as of August 1, 2013. The net income per share was calculated by assuming that this stock split had been implemented at the beginning of the previous consolidated fiscal year.

* As of November 1, 2013 the Company signed a contract to undertake the management and operation of large commercial facilities of Aeon Retail Co., Ltd. in 69 locations.

Existing 55 mallsOperating revenue: up ¥2,203 million (up 1.4% year on year)Operating income*: up ¥1,168 million (up 2.2% year on year)

New mallsOperating revenue: up ¥13,405 million (up 379.0% year on year)Operating income*: up ¥5,137 million (up 273.2% year on year)* Operating income is presented as gross profit on the profit and loss statement.

4

FY2013 (March 1, 2013 – February 28, 2014) ReviewNew Business Bases in Japan

Shopping mall with the area's largest scale and greatest power to promote trends

Redevelopment of large commercial facilities in tourist site in Kansai area (PM Project)

Serving as hubs for community life in harmony with town creation

Key areas of the mall use “earthquake-proof clips” as a means of reducing the risk of ceiling collapse while enhancing earthquake resistance to prevent large ceilings from collapsing and causing extensive damage. Fire prevention pendant walls and equipment fitted to ceilings and inside ceilings also use construction methods that increase earthquake resistance.

New concept malls added with leisure functions that offer experiences and sensations

Aeon Mall Toin received the first certification as a shopping mall of a “business initiative in harmony with nature and community” (city/SC category) from the Association for Business Initiative in Harmony with Nature and Community (ABINC) that evaluates and certifies businesses.

Grand Opening on March 5, 2013Aeon Mall Kasukabe

Location: 420-1 Shimoyanagi, Kasukabe, Saitama Pref.Site area: About 83,000 m2

Total leasing area: About 56,000 m2

Parking: About 2,900 cars Specialty stores: About 180 (First stores in Saitama Pref.: 39 stores / Local companies: 8 stores)

Additional increase in earthquake resistanceSafety and Security Measures

Water tanks with high earthquake resistance

Strengthening the function as a disaster recovery center

Use of water in water tanks as drinking water

Power supply from emergency generator

Grand Opening on March 15, 2013Aeon Mall Tsukuba

Location: 66-1 Inaoka, Tsukuba, Ibaraki Pref.Site area: About 200,000 m2


Parking: About 4,000 cars Specialty stores: About 200 (First store in Ibaraki Pref.: 64 stores / Local companies: 13 stores)

Home to a bakery restaurant with an attached dog run and dog café, an integrated sports center equipped with outdoor futsal courts designed by the local soccer club, a camping car store, and an outdoor clothing and equipment store

West Village

East VillageHome to a farmers’ market and restaurant, a garden and exterior exhibition space, and a bicycle and large motorcycle store

Grand Opening on April 18, 2013Kobe Harborland umie The Company signed a contract to undertake the renewal,

management, and operations of the Commercial Wing of HarborlandDia Nissei Bldg. and Takahama Mosaic owned by Mitsubishi Logistics Corporation and others, which were opened as Kobe Harborland umie.Commercial Wing of Harborland Dia Nissei Bldg.

Location: 1-7-2 and others, Higashikawasaki-cho, Chuo-ku, Kobe Total leasing area: About 70,000 m2

Takahama Mosaic Location: 1-6-1 Higashikawasaki-cho, Chuo-ku, Kobe Total leasing area: About 15,000 m2

Parking: About 3,000 cars Specialty stores: About 225

Grand Opening on November 23, 2013Aeon Mall Toin

Location: 510-1, Tsukuda, Nagafuke, Toin-cho, Inabe-gun, Mie Pref.Site area: About 140,000 m2


Parking: About 3,500 cars Specialty stores: About 155 (First stores in Mie Pref.: 44 stores / Local companies: 17 stores)

40% of the tenants (67 stores), including overseas fashion brands, opened their first stores in this area. It offers one of the largest cinema complexes (10 screens) in Mie and a dining area.

In addition to a three-story atrium and approximately 240-meter long mall building, an external garden building is located on the eastern side of the site.

The mall building contains three event areas. Garden Place, a covered, all-weather outdoor event area connecting the mall building and garden building, is used for music and other events, and is also available for performances held by people from the local community.

Fureai Bio Park, an ecological space using rainwater to facilitate plant and animal life, is located on the southern side of the garden building to offer hands-on experience in environmental studies.

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FY2013 (March 1, 2013 – February 28, 2014) ReviewNew Business Bases in Japan

[Shopping Mall Concept]A place that creates “fascination”

You’ll find fascinating activities and new attractive products to enhance your life. Your fascination will grow when your satisfaction is achieved.

Location: 1-1 and others, Toyosuna, Mihama-ku, Chiba, Chiba Pref. Scheduled opening: grand opening on December 20, 2013 Site area: About 192,000 m2

Floor area: About 402,000 m2 (incl. multistory parking garage) Total leasing area: About 128,000 m2

Parking: About 7,300 cars Specialty stores: About 360

Aeon Mall Makuhari Shintoshin

Creation of a next-generation shopping mall

A new challenge beyond the conventional industry boundaries taken on by leaders in show business, cartoons, and other industries

For adults For three-generation families centered on children

One of Japan's largest interactive sports malls

One of Japan's largest pet malls, offering lifestyles

and solutions for pets

Consisting of four malls

“Aeon Group’s flagship mall combining all capacities of the Group”

Products, activities, and the internet: Aeon’s omni-channel

The mall is situated in Toyosuna in the greater Makuharishintoshin area, which is planned to extend across Mihama Ward, Chiba City, and Narashino City and is approximately 1km from Kaihin MakuhariStation on the JR Keiyo Line. The area near the mall is home to Makuhari Messe, a baseball stadium, and purpose-specific commercial facilities, which, combined with convenient road access, is expected to draw visitors from far and wide.

Four new bus routes and four new bus stops that will connect the mall and three railway stations, Kaihin-Makuhari and Shin-Narashino Stations on the JR Keiyo Line and JR/Keisei Makuhari-Hongo Station, which are located close to the mall, are planned to be installed in cooperation with Keisei Bus Co., Ltd.,which will encourage environmentally-friendly access to the mall using trains and buses.

<Overall Layout>

Bicycle stations (places to borrow and return bicycles) for Macle, a community cycling project of the Chiba city government to increase the mobility of shoppers in the Makuhari Shintoshin area, are located in front of Kaihin-Makuhari Station and inside AeonMall Makuhari Shintoshin. This encourages shoppers to visit the mall by bicycle and helps reduce the environmental burden.

<Access>

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Lifestyle mall for adultsBased on the theme of adult lifestyles, the mall is designed to provide a relaxing, high-quality space. The mall contains 237 stores, including overseas brands that have opened their first stores in Japan. Stores offering adult enjoyment that adds enrichment to everyday life can be found in the mall. The mall includes an outdoor concert stage, a rooftop observatory, and six event areas.

(Reference) Aeon Mall Makuhari Shintoshin “Grand Mall”

Yoshimoto MakuhariAeon Mall Theater

Full-scale entertainment theater with a new concept

Store suggesting lifestyles for adults

TSUTAYA BOOKS

SΦSTRENE GRENELifestyle sundries store popular in Denmark

LIVE KITCHENNew concept food court for adults

New concept store on the theme of “Cool Japan”

JAPAN POP JUNGLE

Restaurant area for adultsGRAND DINERS

GurumeguriGourmet dining area with a range of various gourmet restaurants

AEON STYLE STOREFlagship store for the general merchandise store, Aeon

GRAND SQUAREOpen, outdoor space filled with wind, light, and liveliness

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(Reference) Aeon Mall Makuhari Shintoshin “Family Mall”Lifestyle mall for families

The mall consists of approximately 80 stores including an interactive theme park, entertainment facilities, and manufacturers’ showrooms. It also includes a food court with tables and chairs for young children and a rooftop park with a fountain and artificial beach for water fun.It is a mall that offers a full day’s amusement for customers accompanied by young children.

Work-experience theme park offering fun for three- generation families

KIDS REPUBLIC

PIZZALAND TOKYO

First interactive showroom of Kuriyama Beika Co., Ltd.

KANDU

Child-focused area provided by Aeon that can be enjoyed by family members of all generations

BAKAUKE CIRCUS

Pizza theme park offering entertainment for both children and grownups

SKY PARKRooftop park with an area of approximately 1,700 m2

Interactive entertainment museum exhibiting objects used by historical Toei heroes

Food court serving all the members of the family

Gochiso Park

Toei Hero World

MIRAIYA SHOTENBook store for all generations

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(Reference) Aeon Mall Makuhari Shintoshin “Pet Mall” & “Active Mall”Lifestyle mall for pets

The mall offers services to solve a variety of issues concerning pets, along with products and services to support a safe life with a pet. It also provides 24-hour veterinary service, a pet beauty salon, and a pet hotel. Pet owners can accompany their pets in the mall. There is a coffee shop combining a dog run and dog café.

PECOS“Activities + products + services”; one of Japan’s largest general pet stores

Aeon Animal Medical CenterAeon Animal Hospital Night Emergency Center

Full-service pet hotel with a total of 100 guest rooms

PET INN ROYALDog run

Lifestyle mall for sports and home appliances

With Japan’s largest Sports Authority store as the anchor tenant and other cycling and home appliance specialty stores, the mall offers a wide variety of products and interactive facilities. Hands-on experience is available in all kinds of sports such as running, bouldering, futsal, tennis, snowboarding, surfing, test-riding of bicycles, and sporting home appliances.

BOULDERING STUDIO PEKI PEKI

CYCLE TERRACE

SPORTS AUTHORITY COURT

SPORTS AUTHORITY

Beginners, experienced climbers, and children are all welcome, as they can select a course based on their level

One of Japan's largest “interactive” sports malls

One of Japan’s largest bicycle stores equipped with a test-ride course

Event space with large screens

9

FY2013 (March 1, 2013 – February 28, 2014) ReviewIntegration of Aeon Group Development Business Functions

Revitalizing Existing Malls Shopping malls Location Date reopened Tenants 1. New specialty stores* 2. Relocations &

refurbishmentsNo. of speciality stores on reopening

(1 + 2)ÆON Mall Takasaki Takasaki City, Gunma Prefecture March 15 170 43 (41) 76 119ÆON Mall Musashimurayama Musashimurayama City, Tokyo Metropolis March 19 180 35 (7) 46 81ÆON Mall Tsurumi Ryokuchi Osaka City, Osaka Prefecture March 20 160 25 (7) 43 68ÆON Mall Kobe Kita Kobe City, Hyogo Prefecture March 22 165 14 (4) 47 61ÆON Mall Natori Natori City, Miyagi Prefecture April 19 170 24 (12) 36 60ÆON Mall Ota Ota City, Gunma Prefecture April 19 170 18 (10) 38 56ÆON Mall Kochi Kochi City, Kochi Prefecture April 26 140 30 (26) 52 82ÆON Mall Shimoda Kamikita-gun, Aomori Prefecture June 7 120 16 (1) 5 21ÆON Mall Hamamatsu Shitoro Hamamatsu City, Shizuoka Prefecture September 13 150 5 (2) 9 14ÆON Mall Fukuoka Kasuya-gun, Fukuoka Prefecture September 13 200 17 (7) 8 25ÆON Mall Hanyu Hanyu City, Saitama Prefecture November 29 210 54 (20) 91 145* Figures in parentheses indicate the first store openings in the relevant prefectures.

Achieved joint promotion by 130 malls and 8,000 partner stores nationwide

Unified the names of Aeon Group malls as Aeon Malls

Integration of marketing functionsUnified partner tenant organizations

Unified development functions

Unified leasing functions Unified mall management and

operational functions*

Centralized the information on property and accelerated mall opening by increasing organizational ability

Completed business integration* As of November 1, 2013 the

Company signed a contract to undertake the management and operation of 54 malls and 15 large shopping centers of Aeon Retail Co., Ltd.

FY2011

FY2012

FY2013

0.0%

0.5%

1.0%

1.5%

2.0%

0

2,000

4,000

6,000

8,000

10,000

2011/5 2011/8 2011/11 2012/2 2012/5 2012/8 2012/11 2013/2 2013/5 2013/8 2013/11 2014/2

Vacant Floor Area Vacancy Rate

0.0%

0.5%

1.0%

1.5%

2.0%

0

2,000

4,000

6,000

8,000

10,000

2011/5 2011/8 2011/11 2012/2 2012/5 2012/8 2012/11 2013/2 2013/5 2013/8 2013/11 2014/2

Real Vacant Floor Area Real Vacancy Rate

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Monthly Data (55 existing malls, on a year-on-year basis)

Year-on-Year Changes in Sales at Specialty Stores in ÆON Malls by Segment (Year-on-year changes in 55 existing malls)

FY2013 (March 1, 2013 – February 28, 2014) ReviewChanges in Vacancy Rate

FY20110.60%

FY20120.40%

FY20130.34%

FY20110.25%

FY20120.20%

FY20130.20%

<Vacant Floor Area and Vacancy Rate>

<Real Vacant Floor Area and Vacancy Rate>

Average vacancy rate

Average vacancy rate

(tsubo)

(tsubo)

* The real vacant floor area is the vacant floor area less the area where the opening of new stores has been determined.

Monthly March April May 1stquarter June July August 2nd

quarter 1st Half September October November 3rdquarter December January February 4th

quarter 2nd half Total

Sales 102.5% 96.6% 99.7% 99.7% 104.8% 97.4% 103.7% 101.7% 100.8% 99.8% 98.8% 102.2% 100.2% 99.9% 100.7% 98.7% 99.9% 100.1% 100.4%

No. of holidays +1 -1 ±0 ±0 +1 -1 +1 +1 +1 ±0 ±0 +1 +1 -1 ±0 ±0 -1 ±0 +1

After adjustmentfor weekends/

holidays100.0% 99.2% 99.7% 99.7% 102.2% 101.0% 102.0% 101.4% 100.6% 99.8% 98.8% 99.7% 99.4% 102.5% 100.7% 98.7% 100.8% 100.1% 100.3%

No. of customersthrough checkout 101.5% 97.7% 97.8% 99.1% 103.1% 98.4% 102.6% 101.3% 100.4% 96.2% 98.1% 100.2% 98.2% 98.5% 99.0% 94.4% 97.6% 97.9% 99.1%

Average customerTransaction 101.0% 98.9% 102.0% 100.6% 101.6% 99.0% 101.1% 100.4% 100.4% 103.7% 100.7% 102.1% 102.2% 101.4% 101.8% 104.6% 102.4% 102.3% 101.3%

No. of cars parked 102.1% 99.8% 98.6% 100.4% 103.0% 99.6% 101.4% 101.2% 100.8% 97.1% 100.0% 98.9% 98.6% 98.7% 98.4% 95.6% 98.4% 98.5% 99.6%

No. of visitors 102.4% 100.0% 99.1% 100.7% 103.5% 98.4% 102.3% 101.3% 101.0% 97.3% 99.1% 100.6% 99.0% 98.4% 99.9% 96.0% 98.3% 98.6% 99.8%

March April May 1stquarter

June July August 2ndquarter 1st Half September October November 3rd

quarterDecember January February 4th

quarter 2nd half Total

96.3% 91.2% 96.1% 94.5% 104.7% 92.8% 101.5% 99.3% 96.9% 96.2% 101.1% 101.4% 99.6% 98.5% 103.0% 109.0% 102.5% 101.2% 99.0%

Apparel 105.4% 95.5% 103.7% 101.5% 108.1% 96.5% 105.1% 102.8% 102.2% 102.0% 95.7% 102.8% 100.0% 100.4% 98.9% 96.8% 99.1% 99.5% 100.8%

Accessories 105.1% 98.0% 102.4% 101.9% 105.0% 95.6% 104.0% 101.4% 101.6% 100.8% 98.3% 103.3% 100.8% 98.9% 100.7% 99.7% 99.7% 100.2% 100.9%

Miscellaneousgoods 102.0% 94.9% 99.2% 98.8% 103.0% 95.9% 101.9% 100.1% 99.5% 99.0% 98.4% 100.8% 99.4% 100.2% 100.7% 99.7% 100.2% 99.9% 99.7%

Drinking andeating 101.8% 99.3% 100.0% 100.4% 105.5% 99.2% 104.2% 102.9% 101.7% 100.0% 101.2% 102.7% 100.7% 100.7% 100.9% 96.3% 99.6% 100.1% 100.9%

Amusement 101.3% 97.5% 83.0% 93.8% 89.7% 106.4% 103.3% 101.2% 97.7% 90.6% 93.8% 96.8% 93.5% 96.2% 100.3% 87.6% 95.4% 94.5% 96.1%

Services 102.0% 102.2% 102.7% 102.3% 105.6% 102.4% 104.6% 104.1% 103.3% 105.2% 106.3% 105.0% 105.5% 104.7% 107.9% 98.1% 103.6% 104.5% 103.9%

103.3% 97.3% 100.2% 100.4% 104.9% 98.0% 104.0% 102.1% 101.2% 100.3% 98.5% 102.4% 100.4% 100.2% 100.5% 97.3% 99.6% 100.0% 100.6%

All specialty stores 102.5% 96.6% 99.7% 99.7% 104.8% 97.4% 103.7% 101.7% 100.8% 99.8% 98.8% 102.2% 100.2% 99.9% 100.7% 98.7% 99.9% 100.1% 100.4%

Specialty storessubtotal

Large specialtystores

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FY2013 (March 1, 2013 – February 28, 2014) Review

<Three existing malls: Changes in sales (specialty stores) by six-month period after opening>

Business in China

Opening: November 7, 2008 Location: No.1 Bei Qing Road, Changping District, Beijing Site area: 89,000 m2

Total leasing area: 53,000 m2

Parking: About 3,000 cars Specialty stores: About 110 Anchor tenant: Aeon Beijing International Mall (Aeon Retail Co., Ltd.)

Aeon Mall Beijing International Mall

Opening: October 29, 2010 Local developer: Tianjin TEDA Group Company Ltd. Location: No. 29 East Road, Tianjin Economic-Technological Development Area Site area: About 98,000 m2


Parking: About 2,500 cars Specialty stores: About 130 Anchor tenant: Aeon Tianjin TEDA (Aeon Retail Co., Ltd.)

Aeon Mall Tianjin TEDA

Opening: April 28, 2012Local developer: Tianjin Zhongbei Wang Asset Management Co., Ltd. Location: No. 1 Fu Sheng Dao, Xi Qing Qu, Tianjin, China Site area: About 163,000 m2


Parking: About 3,700 cars Specialty stores: About 150 Anchor tenant: Aeon Tianjin Zhongbei (Aeon Retail Co., Ltd.)

Aeon Mall Tianjin Zhongbei

<Location>

Central commercialdistrict

17 km44 km

Aeon Mall Tianjin Zhongbei

ÆON MALLTianjin TEDA

外

环线w60m片4

ÆON MallTianjin Meijiang

Third Aeon Mall in Tianjin: A New Base for Town Life in Meijiang, Tianjin CityAeon Mall Tianjin Meijiang

Opening: January 3, 2014

Local developer: Tianjin SCP Commercial Real Estate Investment Ltd. Location: 111 You Yi Nan Lu, Tianjin Xiqing Economic Development Area, Xiqing, Tianjin, PRCSite area: About 75,300 m2


Parking: Approx. 2,400 cars Specialty stores: About 170 Anchor tenant: Aeon Tianjin Meijiang (Aeon Retail Co., Ltd.) Basic market area: population of about 2.8 million within a 20-min. drive

This mall is located in the Tianjin Xiqing Economic Development Area (XEDA), a national special economic zone founded by the Tianjin municipal government in 1992 in the southern part of Tianjin City. XEDA is currently populated by more than 850 companies from around the world (with a total workforce of approximately 100,000) and is one of the fastest growing areas in China.The area is also home to “Meijiang,” the largest first-class residential district in Tianjin, which is adjacent to the Outer Ring Expressway, providing both a good living environment and accessibility.

0

50,000

100,000

150,000

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ÆON Mall Beijing International Mall ÆON Mall Tianjin TEDA ÆON Mall Tianjin Zhongbei

Reconstruction of ÆON Mall Tianjin TEDA

Reopening of ÆON Mall Beijing International Mall

Reopening of ÆON Mall Tianjin TEDA

Reopening of ÆON Mall Beijing International Mall

12


First Aeon Mall in VietnamAEON MALL Tan Phu CeladonGrand Opening on January 11, 2014

Location and trade area

The mall is located in Celadon City, Tan Phu District, approx. 9 km west of the center of Ho Chi Minh City, the largest commercial city in Vietnam.

The trade area includes the neighboring four districts (Tan Phu, Go Vap, Binh Tan, and Tan Binh) that are located within 15 minutes by motorcycle of the mall, a populated area that is home to a total of approx. 1.8 million residents.

Celadon City, which is home to the mall, is implementing “comprehensive town development" under the joint development plan covering housing, international schools, medical facilities, sports facilities, etc. as the “new township project” for a total area of 82 ha.

<Management and operation by Aeon Mall Vietnam under contract with Aeon Vietnam>

ASEAN Business

On Sunday, November 24, 2013, approx. 1,600 employees and local customers planted 8,000 seedlings on the premises of Aeon Mall Tan Phu Celadon.

Location:30, Bo Bao Tan Thang Street,Son Ky ward, Tan Phu district,Ho Chi Minh citySite area: 35,120 m2

Floor area: About 78,780 m2


Specialty stores: About 120 storesAnchor stores: ÆON (GMS)Parking: About 4,000 motorcycles and 500 cars Workforce: About 1,500 (entire mall) Market area: 1.4 million people in 35,000 households (area within 15 min. by motorcycle, radius of 7 km)

13

Increasing Capital through a Public Offering(i) To secure financial resources to accelerate growth(ii) To secure a financial base to support stable growth in

the medium to long term

A capital increase through a public offering (date of payment: June 19, 2013) and a capital increase through a private placement (date of payment: July 12, 2013) were conducted.New shares issued: 26,000,000 shares; aggregate accumulated contributions: ¥51,001 million <estimated net amount: ¥50,724 million>Use of funds: To be appropriated to finance capital investments for the establishment of new malls.

Sustainable growth utilizing a REIT and the establishment of a strong financial base

Asset Management Contract Agreement

AEON REIT investment corporation

(Listed on November 22, 2013)

AEON REIT Management(management company; the wholly

owned subsidiary of AEON CO., LTD.)

AEON MALLSale & leasebackMaster lease agreement

Tenant

Sublease agreementPipeline agreement

SC management agreement

The land and buildings held by the Company will be transferred to a REIT, and the Company will concurrently lease all of its land and buildings from the REIT. These will be controlled and managed just as they were before the transfer.

Assets transferred (date of transfer: November 22, 2013)

1

２

３

４

Implement growth investment

Manage and operate malls

Increase earningsEnhance corporate

value

Sales of malls to a REIT

Maximize shareholder value

by recycling capital

Accelerate investment return Improve the asset

utilization rate


Profit Sharing

Dividend per share

Dividend per share

Strengthening further profit returns through income growth

Annual dividend payout ratio of approx. 15% Annual dividend payout ratio of 20% or more

Dividend ratioDividend ratio 18.7%

Interim: ¥10 Fiscal year-end: ¥11Total: ¥21

18.2%


16.2%


20.6% 20% or more

Interim: ¥10 Fiscal year-end: ¥10 Total: ¥20

Dividend policyDividend policy

* A stock split was conducted at the ratio of 1.1 shares to 1 ordinary share effective as of August 1, 2013. The dividend per share for FY2013 is essentially an increase of 10% from the previous year.

Name of Mall Location Aggregate amount of respective book values

Aggregate price of assets transferred

AEON MALL Morioka Morioka City, Iwate Prefecture

63.3 billion yen 64.6 billion yen

AEON MALL Mito Uchihara Mito City, Ibaraki PrefectureAEON MALL Suzuka Suzuka City, Mie PrefectureAEON MALL Kurashiki Kurashiki City, Okayama PrefectureAEON MALL Noogata* Noogata City, Fukuoka PrefectureAEON MALL Kumamoto Kamimashiki County, Kumamoto Prefecture* The subject of the transfer is only the land held, exclusive of the building on lease from third parties.

FY2010 FY2011 FY2012 FY2013 FY2014

14

SG&A expenses

+2,203

+13,405

+1,168

+5,137 -1,218

55 existing malls New malls Others55 existing malls

154,551 152,347

16,9423,537 5,438 2,357

+3,080

New malls Others

55,188 54,020

7,0171,880

-2,391 -1,173

-17,586 -13,758

-3,828

+333

+2,146

+29

+419

+1,699

+540

+116

+741+523

+804 +891

+¥2,203 million +¥1,168 million

+970+740

+500

FY2013 (March 1, 2013 – February 28, 2014) Profit and Loss Statement

Financial impact of changes in FY2012

settlement

Financial impact of changes in FY2012

settlement0 3,185

-3,185 0 775

-775

+¥2,298 million

-233

+¥3,097 million

-827

Operating revenue (+¥15,503 million)(Million yen)

Operating income (+¥483 million)(Million yen)

FY2013

FY2012

FY2013

FY2012

<FY2012> <FY2012> <FY2013>Quarterly change in operating income at existing mallsQuarterly change in operating revenue at existing malls (Million yen) (Million yen)

<FY2013>

* Change from FY2012: comparison based on 54 existing malls* Change from FY2012: comparison based on 54 existing malls

FY20122Q

FY20121Q

FY20123Q

FY20124Q

FY20132Q

FY20131Q

FY20133Q

FY20134Q

FY20122Q

FY20121Q

FY20123Q

FY20124Q

FY20132Q

FY20131Q

FY20133Q

FY20134Q

15

FY2013 (March 1, 2013 – February 28, 2014) Summary of IncomeConsolidated (¥ million) FY2013 Ratio FY2012 Ratio YoY

Growth Change

Operating Revenue 176,931 100.0% 161,427 100.0% 109.6% 15,503

••••

NIne newly operated mallsIncrease at 55 existing mallsOthersFinancial impact of changes in FY2012 settlement: * # of FY2012 business days +8 days

+¥13,405 million+¥2,203 million+¥3,080 million -¥3,185 million

Operating costs 117,117 66.2% 105,831 65.5% 110.7% 11,285

••••


+¥8,267 million+¥1,035 million+¥4,298 million-¥2,316 million

Gross profit 59,814 33.8% 55,596 34.5% 107.6% 4,217

••••


+¥5,137 million+¥1,168 million-¥1,218 million

-¥869 million

SG&A expenses 17,586 9.9% 13,852 8.6% 127.0% 3,734• Financial impact of changes in FY2012 settlement:

* # of FY2012 business days +8 days-¥93 million

Operating income 42,227 23.9% 41,743 25.9% 101.2% 483• Financial impact of changes in FY2012 settlement:

* # of FY2012 business days +8 days -¥775 million

Non-operating profits 1,570 0.9% 958 0.5% 163.9% 612

••••

Foreign exchange gainsInterest incomePenalty payable by tenants closing storesGains on disposal of the right to claim return of security deposits provided

+¥273 million+¥160 million+¥169 million+¥80 million

Non-operating expenses 2,751 1.6% 2,918 1.8% 94.3% -166

•

••

Expenses for bonds issue

Interest expensePenalty for prepayment of long-term debt

-¥124 million(incurred for the previous

period)-¥234 million+¥85 million

Ordinary income 41,046 23.2% 39,784 24.6% 103.2% 1,262

Extraordinary gains 6,993 3.9% 234 0.1% - 6,759• Gain on sales of fixed assets: ¥6,993 million (current period) Gain/loss on sales of assets

to REITNet gain of ¥1,272 million

Extraordinary losses 7,510 4.2% 1,693 1.0% 443.6% 5,817• Loss on sales of fixed assets: ¥5,722 million (current period)

Income before income taxes 40,529 22.9% 38,325 23.7% 105.7% 2,203

Income taxes 16,992 9.6% 16,384 10.2% 103.7% 607

Minority interests 105 0.1% 75 0.0% 139.6% 30

Net income 23,430 13.2% 21,865 13.5% 107.2% 1,565

Comments

(¥ million)

16

FY2013 (March 1, 2013 – February 28, 2014) Summary of Balance Sheets(¥ million)

Consolidated (¥ million) FY2013 FY2012 Change Comments

Cash and deposits 47,566 33,312 14,254Deposits to associated companies 17,000 8,000 9,000 • ÆON Group’s surplus fund management

Other current assets 25,466 21,782 3,683Current assets 90,033 63,095 26,938

Property, plant and equipment 557,559 472,369 85,190•••

Acquisition of property, plant and equipmentSales of assets to REITDepreciation of property, plant and equipment

+¥169,054 million-¥63,342 million

-¥23,184 million, etc.

Intangible fixed assets 3,570 3,326 244

Investments and other assets 108,081 92,095 15,985••

Disposal of the right to claim return of security deposit providedAcquisition of intangible fixed assets (Acquisition of the right to use land in China)

-¥4,320 million+¥16,025 million, etc.

Fixed assets 669,211 567,791 101,419Total assets 759,245 630,887 128,358

Income taxes payable 17,782 9,501 8,280

Deposits from tenants 24,903 37,142 -12,239• Return of the increase in deposits received as of the end of FY2012 due to the change

in the FY2012 closing date from Feb. 20 to Feb. 28. -¥11,167 million

Notes payable-construction 39,745 10,879 28,866 •

Accounts payble-construction 41,117 1,518 39,599

Other current liabilities 60,821 64,573 -3,751••

Current portion of long-term debtBonds due within one year

-¥20,830 million+¥13,000 million

Current liabilities 184,370 123,614 60,755

Long-term liabilities 276,348 289,495 -13,147••

Straight bondsLong-term borrowings

-¥23,000 million+¥1,050 million

Total liabilities 460,718 413,110 47,608Total equity 298,526 217,776 80,749Equity ratio 38.9% 34.1% 4.8%

Interest-bearing debt 190,366 220,146 -29,780Ratio of interest-bearing debt to assets 25.1% 34.9% -9.8%Debt-to-equity ratio (times) 0.65 1.02 -0.37

Increased notes payable-construction and accounts payable-construction for new mallsopened in FY2013 (Kasukabe, Tsukuba, Toin, and Makuhari Shintoshin)

[Change in interest-bearing debt] (¥ million)FY2013 FY2012 Change

Bonds due within one year 23,000 10,000 13,000Current portion of long-term loans payable 10,566 31,397 -20,830Straight bonds 25,200 48,200 -23,000Long-term borrowings 131,599 130,548 1,050TOTAL 190,366 220,146 -29,780

17

FY2013 (March 1, 2013 – February 28, 2014) Summary of Cash Flows(¥ million)

Consolidated (¥ million) FY2013 FY2012 Change Comments

Cash flowsfrom operating activities 44,382 63,226 -18,844

•

•

[Year-on-year change in amount]

Decline in sales money deposited by specialty stores* Impact of returning the increase in deposits received as ofthe end of FY2012 due to the change in the FY2012 closingdate from Feb. 20 to Feb. 28.

-¥24,458 million

-22,335 million

Cash flowsfrom investing activities -47,143 -69,751 22,607

••

•

•

•

•

Acquisition of tangible fixed assetsAcquisition of long-term prepaid expense(the right to use the land in China, etc.)

Sales of property, plant, and equipment: of which sales to REIT arePayment of security deposits: of which deposits to REIT areGains on disposal of the right to claim return of securitydeposits providedNet increase in security deposits

-¥102,821 million -¥12,037 million

* Capital investment-¥114,859 million+¥64,570 million+¥63,342 million

-¥6,855 million-¥3,381 million

+¥4,593 million

+¥3,631 million, etc.

Cash flowsfrom financing activities 17,232 35,493 -18,261

•

•••

Net proceeds from capital increase through public offeringand private placement of new sharesBond redemptionDecrease in long-term debt (NET)Dividends paid

+¥50,759 million

-¥10,000 million-¥19,780 million

-¥4,498 million, etc.

Cash and cash equivalents atyear-end 59,096 39,292 19,803

18

2. Three-Year Medium-Term Management Plan(FY 2014 – 2016)

2. Three-Year Medium-Term Management Plan(FY 2014 – 2016)

19

Vision of Growth Towards 2020

In Japan

Overseas

2011 2012 2013 2014 2015 2016 2017 – 2020

Building a foundation for new growth Taking off for growth Growth track

Accelerated mall opening

Increase earning power

Integration of Aeon Group development business functions Increase competitiveness and efficiency using economies of scale

Increase floor space and renovate existing malls

Stable mall openingDevelopment of locations and new concept malls

Business in China

Business in the ASEAN Region

Promote developmentSet up investment

companiesAccelerate mall opening

Promote development

Opened first Aeon Mall, increase mall openingSet up local subsidiaries in other countries

Increase asset efficiency through various financing schemes

Increase growth and competitiveness. Make investments that contribute to increased business efficiencyFinancial

PolicyIncrease returns to shareholders

Achieve “products, activities, and the Internet: Aeon’s omni-channel”

20

Medium-Term Business Plan (FY 2014 – 2016): Priority Measures

Building a corporate system to achieve both sustainable growth and high profitability

(1) Increase new business sites in Japan (2) Increase earning power (3) Establish business base in China and ASEAN region (4) Develop omni-channels (5) Maintain thorough financial discipline

Business model reform

21

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6

8

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ＦＹ2010 ＦＹ2011 ＦＹ2012 ＦＹ2013 ＦＹ2014 ＦＹ2015 ＦＹ2016

Medium-Term Business Plan (FY 2014 – 2016): Increase New Business Sites in Japan

Number of New Business Site Openings in JapanNumber of New Business Site Openings in Japan

FY 2014 – 2016 Plan for New Mall OpeningFY 2014 – 2016 Plan for New Mall Opening

Eight other malls are scheduled to be openedEight other malls are scheduled to be opened

Plan

* Only new malls already announced are included above.

Aeon Mall Kyoto Katsuragawa

Aeon Mall JR Asahikawa

Aeon Mall Okinawa Rycom

Shopping malls Location Scheduled Opening Date address

Aeon Mall Wakayama Wakayama, WakayamaPref. March 16, 2014 About 155,000 m² About 128,000 m² About 69,000 m² About 3,500 cars 573 Kusutani, Naka, Wakayama, Wakayama Pref.

About 140,000 m² About 68,000 m² About 47,000 m²

Aeon Mall NagoyaChaya Nagoya, Aichi Pref June 2014 About 186,000 m² About 132,000 m² About 75,000 m² About 4,100 cars Nishi-chaya 2-chome, Akiha 3-chome, Kawasono 1- chome, etc., Minato-ku,

Nagoya, Aichi Pref. (in the Chaya Shinden land readjustment program area)

Aeon Mall KyotoKatsuragawa Kyoto, Kyoto Pref October 2014 About 92,000 m² About 220,000 m² About 77,500 m² About 3,000 cars 376 and other, Kuzetakada-cho, Minami-ku, Kyoto, Kyoto Pref.; 50-1

Kunotsubo, Terado, Muko, Kyoto Pref.


Aeon Mall Okayama Okayama, Okayama Pref. November 2014 About 46,000 m² About 250,000 m² About 88,000 m² About 2,500 cars 1 Shimoishii, Kita-ku, Okayama, Okayama Pref. (in front of the west exit of JROkayama Station)

Aeon Mall Tamadaira-No-Mori Hino, Tokyo November 2014 About 30,900 m² About 75,000 m² About 25,000 m² About 990 cars 2-4-1 & 4 Tamadaira, Hino, Tokyo (Tamadaira-No-Mori Commercial District)


* Retail area

About 160,000 m²

FY2016 Aeon Mall Higashimatsumoto(tentative) Matsumoto, Nagano Pref. Fall of 2016 About 62,500 m² 4-137-22 and others, Chuo, Matsumoto, Nagano Pref.

Aeon Mall Hiratsuka(tentative) Hiratsuka, Kanagawa Pref. 2018 About 126,000 m² Okami, Hiratsuka, Kanagawa Pref. (planned site for Twin City Okami land

readjustment program area)

Block 34, Haga readjustment program area in Tendo, Yamagata

7 and other, Miyashitadori, Asahikawa, Hokkaido

About 3,000 cars

About 4,000 cars

About 900

1-4 & 1-6 Tsukiji, Kisarazu, Chiba Pref.

Aeon Mall JRAsahikawa (tentative) Asahikawa, Hokkaido Spring of 2015 cars

(South block)approx. 27,300 m²

(excl. area of outer wings)Aeon Mall Kisarazu Kisarazu, Chiba Pref. October 2014

FY2014

Total leasing area Parking

Aeon Mall Tendo Tendo, Yamagata Pref March 21, 2014

FY2015

Site area Floor area

(excl. area of outer wings)

(incl. approx. 9,800 m² underthe railway line)

(All facilities incl. multistoryparking garage)

(incl. approx. 46,000 m² ofoutside mall area)

(mall bldg.) (mall bldg.)

(North block)approx. 256,200 m²

Aeon Mall OkinawaRycom

Kitanakagusuku,Nakagami-gun, OkinawaPref

Spring of 2015 About 175,000 m² cars Awase Land Adjustment Program Area in Kitanakagusuku, Nakagami-gun,Okinawa Pref.(Incl. multistory parking

garage)

About 78,000 m² About 4,000

22

Expansion of Business Base in Japan: Opening Malls under New Concepts

Features of the mall“Hills Gathering Smiles”Aeon Mall Wakayama Located in the college walled city of Fujitodai, a new urban area

of Wakayama expected to be the prefecture’s new face with an anticipated population of more than 30,000 living in approx. 6,500 households.As the core facilities in Fujitodai’s commercial area, the mall will be easily accessible not only from within Wakayama City, but also from neighboring towns. Maximizing the use of the large site and hilly topography, the mall includes the “Outer Mall,” an outside building linked to the first floor of the mall building, and the “Auto Mall” on the rooftop of the mall building. The mall comprises approx. 210 specialty stores, more than 60% of which will be the tenants’ first store in the region, including 19 tenants opening their first store in the Kinki areaand 113 tenants opening their first store in Wakayama Pref.

The gateway symbolizing the mall, which is directly connected to Wakayama-daigakumae (Fujitodai) Station via a deck.

◆Center Roof ◆Fujito Park

◆Auto MallSet up on the rooftop, making the most of the hilly topography. Accessible directly by car and comprises car dealers offering four brands.

Offers diverse activities with its water fountain park, picnic field, bouldering wall, etc.

◆Outer MallAn outside building consisting of restaurants, outdoor goods, interiors, etc., making the most of the large site.

◆Kids’ Mall

◆Food Court

The largest children’s playground in the region, covering an area of approx. 2,600 sq. meters on the 3rd floor of the mall building

Operated by 14 tenants including three opening their first store in the Kinki region and eight in Wakayama Pref. One of the largest food courts in the prefecture, with approx. 1,000 seats.

Location: 573 Kusutani, Naka, Wakayama, Wakayama Pref. Opening: Grand opening on March 16, 2014Site area: About 155,000 m2



Parking: About 3,500 carsSpecialty stores: About 210

23

Features of the mallGathering, Relaxing, and PlayingAeon Mall Tendo The mall is located in the center of Tendo Haga Town, which is being developed by the

Tendo city government, and which is also easily accessible from the neighboring areas in the prefecture. The mall design is consistent with the townscape of Tendo Haga Town, with the aim of building a beautiful town with a sense of unity. It is also a “tourist shopping mall,” offering numerous tourist attractions particularly around the hot springs, which are visited by many tourists from Sendai area. It consists of approx. 130 specialty stores, including 68 tenants opening their first store in Yamagata Pref.

A restaurant area consisting of renowned local restaurants in the first phase of the outside mall.

◆GOURMET building

◆ The exterior design uses a motif of woodwork, the local specialty of Tendo city, and shogi pieces, the local traditional craftwork.

Harmony with the Community“Beautiful townscape with a

sense of unity”

◆ The interior of the entire mall contains local Tendo woodwork furniture. A bentwood monument is located in the upper section of the building’s entrance.

The opening of new stores offering local specialties and fine articles is planned in the second phase of the outside mall. Improvements will be made to features that mark it as a tourist mall.

◆Food CourtOne of the largest food courts in the prefecture with approx. 700 seats is located on the second floor of the mall, operated by nine tenants including three first stores in Tohoku and three in Yamagata Pref.

The mall building comprises approx. 130 specialty stores, including 11 first stores in Tohoku and 53 in Yamagata Pref. In addition to merchandise sales, the mall offers “experience and sensation” in terms of hobbies, lifestyles, entertainment, etc.

Location: Block 34, Haga readjustment program area in Tendo, YamagataOpening: Grand opening on March 21, 2014Site area: About 140,000 m2 (incl. approx. 46,000 m² of outside mall area)Floor area: About 68,000 m2


Parking: About 3,000 carsSpecialty stores: About 130


24


Shopping mall concept

BOSO Central GateA town where visitors and residents gather and interact

Commerce facilities based on a multifaceted single mall

Aeon Mall Kisarazu

• Sports and outdoor activity zone to experience the nature of the Boso Peninsula

• Latest hot fashion trend zone • Full-scale clinic mall zone • Daily cosmetics zone that supports daily life • Food product zone offering a range of delicatessens • Restaurant zone offering the taste of Boso• Pets and dog runs • Service zone that supports people’s lives • Car-owners’ support zone • GMS zone comprising food, health, and beauty care

products

Location: 1-4 & 1-6 Tsukiji, Kisarazu, Chiba Pref. Scheduled opening: October 2014Site area: About 283,500 m2

North block about 256,200 m2; South block about 27,300 m2



Parking: About 4,000 cars

Planned site

The planned site is located in the district under the Minato Kisarazu Renaissance Plan being implemented by Kisarazu City, which is being developed as the center for wide-area exchange that increases mobility through inter-district cooperation and support in the development of a unique town based on the characteristics of the surrounding areas. New urban areas are being developed in the city of Kisarazu in land readjustment projects, which supply a large number of high-quality, affordable houses, encourage population growth, and help the development of trade areas that can promote population growth in the neighboring cities as well. The planned site is situated in a coastal area approximately 3 km south-west of the Kisarazu urban area and 2 km north-west of the Kisarazu Interchange on the Tateyama Expressway, accessible from inter-regional trunk roads such as National Route 16 and 127. The opening of the Ken-O Expressway is expected to attract visitors from not only southern Boso Peninsula, but a wider area including the Mobara, Oami, and Togane areas.

• Sophisticated cinema complex • Food court extending from “Village Woods" • Time-saving, adult-style amusement • Hobbies and culture to make everyday life more

enjoyable • Family and child products linked to GMS • Youth trend zone collecting youth fashion

products • GMS (general merchandise store) zone

comprising fashion and home furnishing products

25


A flagship mall (large, urban retail facility) in western Japan

Aeon Mall OkayamaLocation: 1 Shimoishii, Kita-ku, Okayama, Okayama Pref.Scheduled opening: November 2014Site area: About 46,000 m2



Structure: 8 stories above ground and 2 underground Parking: About 2,500 carsSpecialty stores: About 350

Aeon Mall Okayama

Largest urban retail facility in the Chugoku and Shikoku regions

8 stories above ground and 2 underground

A new landmark with a strong presence

Combination of the latest fashion and relaxation

“Urban park” on the 5th floor as the second ground floor

Large collection of urban restaurants open day and night

Original displays by local tenants

A place to experience manufacturing in Okayama and the Chugoku and Shikoku regions

New centers for cultural events, education, and the distribution of information

Shopping mall concept

Features of the mall

“A special zone creating a future Okayama style”An urban experience that keeps pace with large cities and offers a glimpse into Okayama’s splendid future meets a new Okayama style that is freshly created

while preserving tradition. Offering dreams, admiration, aspirations, excitement and relaxation, it is a place

where you can encounter a wide variety of styles and opportunities hitherto unavailable from Okayama.

Okayama in step with the times / Okayama preserving its history

Urban Experience New Okayama Style

The full-scale TV studio of a local TV station, Okayama Broadcasting, is located on the 5th and 6th floors. It introduces various local attractions and provides information about Okayama.

A local department sore, Okayama Takashimaya, is set to open as the key store in the urban marché (market) zone “PREMIUM AVENUE” on the 1st floor.

26

Medium-Term Business Plan (FY 2014 – 2016): Increasing Earning Power

Promote opening of new concept malls

Cooperation with Aeon’s partner tenant association (8,000 member companies)

Use economies of scale with more than 130 malls in Japan

Establish new renewal models- Add new functions to existing malls - Change zoning and add specialty stores to

serve local needs

Carry out nationwide uniform promotion activities

Revenue from events using mall space Seek best practice for the operating system

Optimize the mall management and operation personnel (Secure human resources for new malls in Japan and overseas)

27

3

3

4

6

45

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4

6

8

10

12

14

2014年度 2015年度 2016年度

Medium-Term Business Plan (FY 2014 – 2016): Overseas Business

ASEAN

Indonesia

Malaysia

Myanmar

Vietnam

Cambodia

Laos

Thailand

Zhejiang

Jiangsu

Shandong

Hubei

China

Guangdong

Beijing, TianjinHebeiNumber of overseas malls planned to be opened

アセアン

中国

ASEAN

China

FY2014FY2013 FY2015

28

Medium-Term Business Plan (FY 2014 – 2016): Business in China

Jiangsu, Zhejiang

Guangdong

Hubei

Beijing, Tianjin, Hebei

Beijing

TianjinHebei

Jiangsu

HubeiZhejiang

Guangdong

AEON MALL Suzhou Wuzhong Aeon Mall Wuhan Jinyintan

List of planned malls

Number of malls planned to be opened

5

4

6

0

2

4

6

2014年度 2015年度 2016年度

* Mall opening plans are shown based on the Japanese accounting year. The fiscal year end of local subsidiaries in China is at the end of December.

* Only new malls already announced are included above.

FY2015FY2014 FY2016ShandongShandong

Opening Name of Mall Location

AEON MALL Suzhou Wuzhong About 114,000 m² About 154,600 m² You Xin Lu, Suzhou Wuzhong EconomicDevelopment Zone, Jiangsu

AEON MALL Guangzhou Qing He About 51,400 m² About 172,900 m² Qing He Lu, Nan Sha Qu, Guangzhou,Guangdong

AEON MALL Suzhou Yuanqu Hudong About 99,300 m² About 219,000 m² Suzhou Industrial Park, Su Zhou, Jiangsu

AEON MALL Wuhan Jinyintan About 87,700 m² About 177,300 m² Dongxihu, Wuhan, Hubei

AEON MALL Yanjiao About 84,000 m² About 175,000 m² Yanjiao Economic & TechnologicalDevelopment Zone, Sanhe City, Hebei

AEON MALL Beijing Fengtai About 63,800 m² About 147,300 m² Ke Ji Da Dao, Feng Tai Qu, Beijing

AEON MALL Guangzhou Jinshazhou About 84,500 m² About 187,700 m² Baiyun, Guangzhou, Guangdong

AEON MALL Hang Zhou Liang Zhu XinCheng About 98,000 m² About 175,000 m² Yu Hang Qu, Hangzhou, Zhejiang

AEON MALL Wu Han WEDZ(tentative name) About 129,900 m² About 274,600 m² WEDZ (Wuhan Economic and Technological

Development Zone)

AEON MALL Tianjin Wuqing About 95,000 m² About 143,800 m² Jing Jin Gong Lu ,Xia Zhu Zhuang, Wu QingQu, Tianjin

AEON MALL Wu Han Shi Qiao About 46,200 m² About 120,900 m² Jang An Qu, Wuhan, HubeiFY2016

Site area Floor area

FY2014

FY2015

29

Medium-Term Business Plan (FY 2014 – 2016): ASEAN BusinessNumber of malls planned to be opened List of planned malls

4

3 3

0

2

4

6

2014年度 2015年度 2016年度

Opening FY2014ÆON Mall Binh Duong CanaryReceived a commission to manage tenant leasing operations for 2nd ÆON Mall opening in Ho Chi Minh City, Vietnam.Location: Canary Complex Area, Binh Duong Boulevard, BinhHoa ward, Thuan An town,Binh Duong provinceSite area: 62,015 m2

Specialty stores: About 130 stores Anchor stores: ÆON (GMS)

Opening FY2015ÆON Mall Long BienThe planned site is about five kilometers to the east of Hoan Kiem Lake, located in the center of Hanoi City. LongBien district is specified as a new residential area under the Hanoi City Master Plan established in 2011 (the vision for 2030 towards 2050). In this area, roads and houses are being developed and constructed, and a continuous population inflow is being seen.Location: Hanoi IT Park Project in Sai Dong B Industrial Zone, Phuc Dong and Long Bien Ward, Long Bien District, Hanoi,Site area: About 96,000 m2 Floor area: About 110,000 m2

Total leasing area: About 73,400 m2 Anchor stores: ÆON (GMS)Specialty stores: About 180 storesParking: About 4,000 motorcycles and 1,000 cars

Opening FY2014ÆON Mall BSD CtiyIt is located in the south-west of Jakarta. The full-scale development has been underway since 2003. Stores will be opened in the BSD district. The district is expected to develop substantially as the houses, industrial facilities, schools, hospitals, golf courses, sports facilities and others are constructed. In the future, the expressway is planned to extend to this area.Location: Bsd City, Banten, Tangerang, Republic of IndonesiaSite area: About 100,000 m2 Floor area: About 165,000 m2


Parking: About 2,700 cars Specialty stores: About 190 stores Anchor stores: ÆON (GMS)

Opening FY2014ÆON Mall Phnom PenhThe planned site is close to Diamond Island, which has been developed as a new leisure area, three kilometers from the center of the capital Phnom Penh. This area is expected to develop further as there are high-end residential areas and hotels around it and most of the residents belong to middle- and high-income households.

Location: #132, Street Sothearos, Sangkat Tonle Bassac Khan Chamkarmon, Phnom Penh (next to Paska River Sofitel Hotel)Site area: About 68,000 m2



Specialty stores: About 150 storesAnchor stores: ÆON (GMS)

Vietnam: AEON MALL VIETNAM CO., LTD. Indonesia: PT AEON MALL INDONESIACambodia: AEON MALL (CAMBODIA) CO., LTD.

* Only information about new malls already announced is provided here.

* Mall opening plans are shown based on the Japanese accounting year. The fiscal year end of local subsidiaries in Vietnam and Cambodia is at the end of December. The fiscal year end of local subsidiaries in Indonesia is at the end of February.

FY2015FY2014 FY2016

Scheduled opening: from FY2015ÆON Mall Deltamas (tentative name) Location: Hegarmukti village, Cikarang Pusat subdistrict, Bekasi Regency, Jawa Barat ProvinceSite area: About 200,000 m2 Floor area: About 125,000 m2

Anchor stores: ÆON (GMS)

Opening FY2015ÆON Mall JGC (Jakarta Garden City) (tentative name)Location: Jalan Cakung Cilincing, Cakung, Jakarta, the Republic of IndonesiaSite area: About 85,000 m2 Total leasing area: About 91,000 m2

Anchor stores: ÆON (GMS)

Vietnam # of malls planned tobe opened Cambodia # of malls planned to

be opened Indonesia # of malls planned tobe opened

FY2014 Aeon Mall Binh Duong Canary 1 Aeon Mall Phnom Penh 1 Aeon Mall BSD City 1

FY2015 Aeon Mall Long Bien One other mall

2 Aeon Mall JGC (Tentative)(Jakarta Garden City)

1

FY2016 1 Aeon Mall Deltamas (Tentative) 　 Tw o other malls

3

30

Medium-Term Business Plan (FY 2014 – 2016): Response to Omni-channel

Establish new e-commerce business Based on the perspective of omni- channel Mall development with foresight of the time

Promote efforts to achieve “Experiences, Products and the Internet - Aeon Omni-channel Retailing” in the development business.

- Use remaining borrowing capacity while maintaining a stable financial position (maintain the rating)

- Accelerate investment recovery and increase asset efficiency through REIT, development-based leasing, etc.

- Carry out various financing schemes in addition to the above measures

Invest in sustainable growth and increase returns to shareholders.

Maintaining thorough Financial Discipline

31

Medium-Term Business Plan (FY 2014 – 2016): Earnings Forecast for the Fiscal Year Ending February 2015

Consolidated Full-Year Forecast for FY2014

Amount YoY

Operating revenue ¥208.0 billion 117.6%

Operating income ¥46.0 billion 108.9%

Ordinary income ¥43.5 billion 106.0%

Net income ¥25.0 billion 106.7%

Net income per share ¥109.72 -

Capital expenditure ¥190.0 billion

Depreciation ¥31.0 billion

The information and forward-looking statements, including the earnings forecast, contained in this material are based on information presently available to the company and certain assumptions judged to be reasonable, and the company can give no assurance that its expectations will be achieved. Actual results may differ materially from these projections due to a range of factors.

32

Medium-Term Business Plan (FY 2014 – 2016)Consolidated Earnings Targets for 2014 – 2016

2016 3-yr. avg. growth rate

Operating revenue ¥300.0 billion 119.2%

Ordinary income ¥60.0 billion 113.5%

3-yr. total

Capital expenditure ¥600.0 billionDepreciation ¥116.0 billion

Target indicator Target performance

Efficiency Return on invested capital (ROIC) 6% or above

SoundnessEquity ratio 30% or above

D/E ratio 1 time or less

Management Indicator Targets

The information and forward-looking statements, including the earnings forecast, contained in this material are based on information presently available to the company and certain assumptions judged to be reasonable, and the company can give no assurance that its expectations will be achieved. Actual results may differ materially from these projections due to a range of factors.

consolidated financial results fy2013

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