FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For May 15, 2007 Commission File Number: 0-30204 ------- Internet Initiative Japan Inc. (Translation of registrant's name into English) Jinbocho Mitsui Bldg. 1-105 Kanda Jinbo-cho, Chiyoda-ku, Tokyo 101-0051, Japan (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F: Form 20-F [ X ] Form 40-F [ ] Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____ Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____ Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [ X ] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ------------- EXHIBIT INDEX Exhibit Date Description of Exhibit ------- ---- ---------------------- 1 2007/05/15 IIJ Announces Full Year and Fourth Quarter Results for the Fiscal Year Ended March 31, 2007 2 2007/05/15 Information on the Affiliated Company, disclosed in accordance with the disclosure rules defined by the Tokyo Stock Exchange EXHIBIT 1 IIJ Announces Full Year and Fourth Quarter Results for the Fiscal Year Ended March 31, 2007 TOKYO--(BUSINESS WIRE)--May 15, 2007--Internet Initiative Japan Inc. (Nasdaq: IIJI, Tokyo Stock Exchange First Section: 3774) ("IIJ"), one of Japan's leading Internet-access and comprehensive network solutions providers, today announced its financial results for the fourth quarter and the full fiscal year ended March 31, 2007 ("FY2006").(1) Highlights of FY2006 Results -- Revenue totaled JPY 57,055 million ($485.3 million), an increase of 14.5% from FY2005. -- Operating income was JPY 3,500 million ($29.8 million), an increase of 45.2% from FY2005. -- Net income was JPY 5,410 million ($46.0 million), an increase of 13.8% from FY2005. -- IIJ surpassed its annual target for revenues, operating income and net income that it announced on February 8, 2007. Highlights of Fourth Quarter FY2006 Results -- Revenue totaled JPY 17,023 million ($144.8 million), an increase of 5.5% from 4Q05. -- Operating income was JPY 1,144 million ($9.7 million), an increase of 18.4% from 4Q05. -- Net income was JPY 1,151 million ($9.8 million), a decrease of 40.7% from 4Q05. The decrease is mainly due to an impairment loss on unlisted equity securities. Financial Targets for FY2007(2) -- IIJ targets revenues of JPY 69 billion, operating income of JPY 4.6 billion, income before income tax expense (benefit)(3) of JPY 5.1 billion and net income of JPY 5.6 billion for the fiscal year ending March 31, 2008 ("FY2007"). -- IIJ targets the cash dividend of JPY 1,500 per share of common stock for FY2007. Overview of 4th Quarter and Full FY2006 Financial Results and Business Outlook(2) "We are pleased to announce that we had another record year in FY2006," said Koichi Suzuki, President and CEO of IIJ. "We recorded the highest level of revenue in our history of JPY 57.1 billion, and an increase in operating income of 45.2% from the previous year, which amounted to JPY 3.5 billion, surpassing our previously announced target. We believe that the favorable results show our corporate customers increased utilization of Internet Protocol in their business. More corporate customers are shifting to higher speeds for Internet connectivity services and demand outsourcing services. We have been involved in larger-scaled systems integration projects and more network integration projects. In order to take advantage of this trend, we have developed new outsourcing services such as "IIJ Secure MX Services" to provide comprehensive e-mail security, and have been actively involved in new pilot projects, such as the download of high quality video content to establish a new content distribution platform." "We were engaged in many business developments to contribute to our middle and long-term future growth in FY2006," continued Suzuki. "We will acquire hi-ho, Inc. from Panasonic Network Services Inc. in June 2007 to expand our Internet business for personal users. We made our two consolidated subsidiaries, IIJ Technology Inc. and Net Care, Inc., 100% owned in order to provide our total solutions effectively. We also established Net Chart Japan Inc. to provide network construction and GDX Japan, K.K. to offer a safe e-mail environment." "As for capital issues, in August 2006, our accumulated deficit in our non-consolidated financial statements was eliminated by capital reduction and we plan to pay a dividend of JPY 1,500 per share of common stock for FY2006. Our listing in Japan was transferred to the first section of the Tokyo Stock Exchange in December 2006. We believe the favorable business environment will continue. We have established target revenues of JPY 69 billion, operating income of JPY 4.6 billion, income before income tax expense (benefit) of JPY 5.1 billion and net income of JPY 5.6 billion in FY2007." 4th Quarter FY2006 Financial Results ---------------------------------------------------------------------- Operating Results Summary (JPY in millions) ---------------------------------------------------------------------- YoY % 4Q06 4Q05 change ---------------------------------------------------------------------- Total Revenues 17,023 16,133 5.5% ---------------------------------------------------------------------- Total Costs 13,658 13,373 2.1% ---------------------------------------------------------------------- SG&A Expenses and R&D 2,221 1,794 23.8% ---------------------------------------------------------------------- Operating Income 1,144 966 18.4% ---------------------------------------------------------------------- Income before Income Tax Expense 1,301 2,267 (42.6%) ---------------------------------------------------------------------- Net Income 1,151 1,941 (40.7%) ---------------------------------------------------------------------- Revenues Revenues in 4Q06 totaled JPY 17,023 million, an increase of 5.5% from JPY 16,133 million in 4Q05. Revenues (JPY in millions) YoY % 4Q06 4Q05 change ---------------------------------------------------------------------- Total Revenues: 17,023 16,133 5.5% ---------------------------------------------------------------------- Connectivity and Value-added Services 6,233 5,849 6.6% ---------------------------------------------------------------------- Systems Integration 10,181 9,242 10.2% ---------------------------------------------------------------------- Equipment Sales 609 1,042 (41.5%) ---------------------------------------------------------------------- Connectivity and Value-added Services ("VAS") revenues were JPY 6,233 million in 4Q06, an increase of 6.6% compared to 4Q05. The increase was mainly due to an increase in revenues from value-added services related to an increase in demands for outsourcing services and an increase in revenues from connectivity services related to an increase in demand for higher speeds for IP Services and contracts for broadband services. SI revenues increased 10.2% to JPY 10,181 million in 4Q06 compared to 4Q05. The increase was due to an increase in monthly recurring revenues from network operation and maintenance and an increase in one-time revenues from network design, construction and consultation. Equipment sales revenues were JPY 609 million in 4Q06, a decrease of 41.5% compared to 4Q05. Cost and expense Cost of revenues was JPY 13,658 million in 4Q06, an increase of 2.1% compared to 4Q05. Cost of Revenues (JPY in millions) ---------------------------------------------------------------------- YoY % 4Q06 4Q05 change ---------------------------------------------------------------------- Cost of Revenues: 13,658 13,373 2.1% ---------------------------------------------------------------------- Connectivity and Value-added Services 5,148 5,091 1.1% ---------------------------------------------------------------------- Systems Integration 8,016 7,381 8.6% ---------------------------------------------------------------------- Equipment Sales 494 901 (45.2%) ---------------------------------------------------------------------- Cost of Connectivity and VAS revenues was JPY 5,148 million in 4Q06, an increase of 1.1% compared to 4Q05. Cost of SI revenues was JPY 8,016 million in 4Q06, an increase of 8.6% compared to 4Q05. The increase was mainly due to an increase in revenues from systems integration projects. Cost of Equipment Sales revenues was JPY 494 million in 4Q06, a decrease of 45.2% compared to 4Q05. The decrease was mainly due to a decrease in revenues from equipment sales. Sales and marketing expenses were JPY 896 million in 4Q06, an increase of 18.3% compared to 4Q05. The increase was mainly due to an increase in personnel expenses and advertising expenses along with business expansion. General and administrative expenses were JPY 1,270 million in 4Q06, an increase of 27.6% compared to 4Q05. The increase was mainly due to a provision for retirement benefits for directors of JPY 200 million, in addition to an increase in personnel expenses resulting from business expansion. Operating income Operating income was JPY 1,144 million in 4Q06, an increase of 18.4% compared to 4Q05. The increase was mainly due to the increase in revenues from relatively higher-margin value-added services and systems integration. Other income and others Other income in 4Q06 was JPY 157 million, a decrease of 87.9% from JPY 1,301 million in 4Q05. The decrease is mainly due to an impairment loss of JPY 1,363 million on unlisted securities, including JPY 1,043 million on the securities of IPMobile Incorporated. The gain from the sale of available-for-sale securities in 4Q06 was JPY 1,549 million. Income tax expense in 4Q06 was JPY 63 million, compared to income tax expense of JPY 148 million in 4Q05. Minority interests in earnings of subsidiaries in 4Q06 was JPY 38 million. Equity in net loss of equity method investees in 4Q06 was JPY 49 million. Net income was JPY 1,151 million in 4Q06, a decrease of 40.7% compared to 4Q05. 4th Quarter FY2006 Business Review Analysis by Service Connectivity and Value-added Services For dedicated access services, the number of contracts increased by 3,171 to 17,720 compared to 4Q05. Total contracted bandwidth increased by 128.6 Gbps to 323.5 Gbps compared to 4Q05. Dedicated access service revenues were JPY 2,786 million, an increase of 7.0% compared to 4Q05. Revenues from broadband services increased by 13.2% compared to 4Q05, mainly due to the expansion of broadband utilization in the corporate internal network. Revenues from IP Services, the services mainly used for corporate headquarters and data centers also increased by 8.0%, mainly due to the shift of IIJ's corporate customers to higher speeds. Dial-up access service revenues were JPY 599 million in 4Q06, a decrease of 7.2% compared to 4Q05, mainly due to a decrease in revenues from services for individual customers and OEM services. VAS revenues were JPY 1,907 million in 4Q06, an increase of 8.7% compared to 4Q05. The increase was mainly due to an increase in revenues from Internet VPN related services, e-mail related services and security services. Other revenues were JPY 941 million in 4Q06, an increase of 11.2% compared to 4Q05. As a result, revenues from Internet connectivity and value-added services in 4Q06 were JPY 6,233 million, an increase of 6.6% compared to 4Q05. The gross margin for Internet connectivity and value-added services in 4Q06 was JPY 1,085 million, an increase of 43.1% compared to 4Q05. The gross margin ratio in 4Q06 was 17.4%, compared to 13.0% in 4Q05. Number of Contracts for Connectivity Services ---------------------------------------------------------------------- YoY 4Q06 4Q05 Change ---------------------------------------------------------------------- Dedicated Access Service Contracts 17,720 14,549 3,171 ---------------------------------------------------------------------- IP Service (Low Bandwidth: 64kbps-768kbps) 64 85 (21) ---------------------------------------------------------------------- IP Service (Medium Bandwidth: 1Mbps- 99Mbps) 687 654 33 ---------------------------------------------------------------------- IP Service (High Bandwidth: 100Mbps-) 224 157 67 ---------------------------------------------------------------------- IIJ T1 Standard and IIJ Economy 45 109 (64) ---------------------------------------------------------------------- IIJ Data Center Connectivity Service 282 247 35 ---------------------------------------------------------------------- IIJ FiberAccess/F and IIJ DSL/F (Broadband Services) 16,418 13,297 3,121 ---------------------------------------------------------------------- Dial-up Access Service Contracts 533,963 630,483 (96,520) ---------------------------------------------------------------------- Dial-up Access Services, under IIJ Brand 57,480 62,176 (4,696) ---------------------------------------------------------------------- Dial-up Access Services, OEM(4) 476,483 568,307 (91,824) ---------------------------------------------------------------------- Total Contracted Bandwidth 323.5Gbps194.9Gbps128.6Gbps ---------------------------------------------------------------------- Connectivity and VAS Revenue Breakdown and Cost (JPY in millions) ---------------------------------------------------------------------- YoY % 4Q06 4Q05 Change ---------------------------------------------------------------------- Connectivity Service Revenues 3,385 3,248 4.2% ---------------------------------------------------------------------- Dedicated Access Service Revenues 2,786 2,603 7.0% ---------------------------------------------------------------------- IP Service (5) 2,176 2,016 8.0% ---------------------------------------------------------------------- IIJ T1 Standard and IIJ Economy 38 82 (53.6%) ---------------------------------------------------------------------- IIJ FiberAccess/F and IIJ DSL/F (Broadband Services) 572 505 13.2% ---------------------------------------------------------------------- Dial-up Access Service Revenues 599 645 (7.2%) ---------------------------------------------------------------------- Under IIJ Brand 397 413 (3.9%) ---------------------------------------------------------------------- OEM 202 232 (12.9%) ---------------------------------------------------------------------- VAS Revenues 1,907 1,755 8.7% ---------------------------------------------------------------------- Other Revenues 941 846 11.2% ---------------------------------------------------------------------- Total Connectivity and VAS Revenues 6,233 5,849 6.6% ---------------------------------------------------------------------- Cost of Connectivity and VAS 5,148 5,091 1.1% ---------------------------------------------------------------------- Backbone Cost (included in the cost of Connectivity and VAS) 880 923 (4.6%) ---------------------------------------------------------------------- Connectivity and VAS Gross Margin Ratio 17.4% 13.0% -- ---------------------------------------------------------------------- Systems Integration Revenue from systems integration was JPY 10,181 million in 4Q06, an increase of 10.2% compared to 4Q05. The increase was mainly due to an increase of 26.5% in monthly recurring revenues from outsourced operations compared to 4Q05 and an increase of 2.4% in one-time revenues from systems integration. The gross margin for systems integration in 4Q06 was JPY 2,165 million and the gross margin ratio in 4Q06 was 21.3%, compared to 20.1% in 4Q05. Systems Integration Revenue Breakdown and Cost (JPY in millions) ---------------------------------------------------------------------- YoY % 4Q06 4Q05 Change ---------------------------------------------------------------------- Systems Integration Revenues 10,181 9,242 10.2% ---------------------------------------------------------------------- Systems Integration 6,406 6,258 2.4% ---------------------------------------------------------------------- Outsourced Operation 3,775 2,984 26.5% ---------------------------------------------------------------------- Cost of Systems Integration 8,016 7,381 8.6% ---------------------------------------------------------------------- Systems Integration Gross Margin Ratio 21.3% 20.1% -- ---------------------------------------------------------------------- Equipment Sales Revenue from equipment sales was JPY 609 million in 4Q06. The gross margin ratio for equipment sales in 4Q06 was 18.9%, compared to 13.5% in 4Q05. Equipment Sales Revenue and Cost (JPY in millions) ---------------------------------------------------------------------- YoY % 4Q06 4Q05 Change ---------------------------------------------------------------------- Equipment Sales Revenues 609 1,042 (41.5%) ---------------------------------------------------------------------- Cost of Equipment Sales 494 901 (45.2%) ---------------------------------------------------------------------- Equipment Sales Gross Margin Ratio 18.9% 13.5% -- ---------------------------------------------------------------------- Other Financial Statistics Other Financial Statistics (JPY in millions) ---------------------------------------------------------------------- YoY % 4Q06 4Q05 change ---------------------------------------------------------------------- Adjusted EBITDA(6) 2,137 2,091 2.2% ---------------------------------------------------------------------- CAPEX, including capital leases(7) 1,224 1,737 (29.5%) ---------------------------------------------------------------------- Depreciation and amortization 993 1,125 (11.7%) ---------------------------------------------------------------------- Reconciliation of Non-GAAP Financial Measures The following table summarizes the reconciliation of adjusted EBITDA to net income in IIJ's consolidated statements of income that are prepared in accordance with U.S. GAAP and presented in Appendix 2: Adjusted EBITDA (JPY in millions) 4Q06 4Q05 ---------------------------------------------------------------------- Adjusted EBITDA 2,137 2,091 ---------------------------------------------------------------------- Depreciation and Amortization (993) (1,125) ---------------------------------------------------------------------- Operating Income 1,144 966 ---------------------------------------------------------------------- Other Income 157 1,301 ---------------------------------------------------------------------- Income Tax Expense 63 148 ---------------------------------------------------------------------- Minority Interests in Earnings of Subsidiaries (38) (111) ---------------------------------------------------------------------- Equity in Net Loss of Equity Method Investees (49) (67) ---------------------------------------------------------------------- Net Income 1,151 1,941 ---------------------------------------------------------------------- The following table summarizes the reconciliation of capital expenditures to purchase of property and equipment in IIJ's consolidated statements of cash flows that are prepared and presented in accordance with U.S. GAAP and presented in Appendix 3: CAPEX (JPY in millions) ---------------------------------------------------------------------- 4Q06 4Q05 ---------------------------------------------------------------------- CAPEX, including capital leases 1,224 1,737 ---------------------------------------------------------------------- Acquisition of Assets by Entering into Capital Leases 923 1,534 ---------------------------------------------------------------------- Purchase of Property and Equipment 301 203 ---------------------------------------------------------------------- Target IIJ's target for the financial results for the fiscal year ending March 31, 2008 is as follows: (JPY in millions) ---------------------------------------------------------------------- Income before Revenues Operating Income Income Tax Net Income Expense (Benefit) ---------------------------------------------------------------------- 69,000 4,600 5,100 5,600 ---------------------------------------------------------------------- IIJ targets a cash dividend of JPY 1,500 per share of common stock for the fiscal year ending March 31, 2008. Presentation On May 16, 2007, IIJ will post a presentation of its results on its website. For details, please access the following URL: http://www.iij.ad.jp/en/IR/ About Internet Initiative Japan Inc. Founded in 1992, Internet Initiative Japan Inc. (IIJ, NASDAQ: IIJI, Tokyo Stock Exchange First Section: 3774) is one of Japan's leading Internet-access and comprehensive network solutions providers. The company has built one of the largest Internet backbone networks in Japan, and between Japan and the United States. IIJ and its group of companies provide total network solutions that mainly cater to high-end corporate customers. The company's services include high-quality systems integration and security services, Internet access, hosting/housing, and content design. Statements made in this press release regarding IIJ's or management's intentions, beliefs, expectations, or predictions for the future are forward-looking statements that are based on IIJ's and managements' current expectations, assumptions, estimates and projections about its business and the industry. These forward-looking statements, such as statements regarding FY2007 revenues and operating and net profitability, are subject to various risks, uncertainties and other factors that could cause IIJ's actual results to differ materially from those contained in any forward-looking statement. These risks, uncertainties and other factors include: IIJ's ability to maintain and increase revenues from higher-margin services such as systems integration and value-added services; the possibility that revenues from connectivity services may decline substantially as a result of competition and other factors; the ability to compete in a rapidly evolving and competitive marketplace; the impact on IIJ's profits of fluctuations in costs such as backbone costs and subcontractor costs; the impact on IIJ's profits of fluctuations in the price of available-for-sale securities; the impact of technological changes in its industry; IIJ's ability to raise additional capital to cover its indebtedness; the possibility that NTT, IIJ's largest shareholder, may decide to exercise substantial influence over IIJ; and other risks referred to from time to time in IIJ's filings on Form 20-F of its annual report and other filings with the United States Securities and Exchange Commission. (1) Unless otherwise stated, all financial figures discussed in this announcement are prepared in accordance with U.S. GAAP. All financial figures are unaudited and consolidated. For all 4Q06 and full FY2006 results, translations of Japanese yen amounts into U.S. dollars are solely for the convenience of readers outside of Japan and have been made at the rate of JPY 117.56 = US$1.00. (2) This Overview and Business Outlook contains forward-looking statements and projections such as statements regarding FY2007 revenues and operating and net income that are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. These risks and uncertainties include, but are not limited to, the factors noted at the end of this release and to the risk factors and other information included in IIJ's annual report on Form 20-F, filed with the SEC on July 11, 2006, as well as other filings and documents furnished to the Securities and Exchange Commission. IIJ plans to keep this press release publicly available on its Web site (www.iij.ad.jp), but may discontinue this practice at any time. IIJ intends to publish its next Overview and Business Outlook in its 1Q07 earnings release, presently scheduled for release in August 2007. (3) In this document, income before income tax expense (benefit) represents income from operations before income tax expense (benefit), minority interests and equity in net income (loss) of equity method investees in IIJ's consolidated financial statements. (4) OEM services provided to other service providers. (5) IP Service revenues includes revenues from Data Center Connectivity Service. (6) Please refer to the Reconciliation of Non-GAAP Financial Measures below. (7) Please refer to the Reconciliation of Non-GAAP Financial Measures below. Appendix 1 Internet Initiative Japan Inc. ---------------------------------------------------------------------- Quarterly Consolidated Balance Sheets (Unaudited) ---------------------------------------------------------------------- (As of March 31, 2007 and March 31, 2006) ---------------------------------------------------------------------- As of March 31, 2007 As of March 31, 2006 ---------------------------------------------------------------------- Thousands of U.S. Thousands of Thousands of Dollars Yen % Yen % ---------------------------------------------------------------------- ASSETS CURRENT ASSETS: Cash 115,299 13,554,544 13,727,021 Accounts receivable, net of allowance for doubtful accounts of JPY 32,489 thousand and JPY 23,411 thousand at March 31, 2007 and March 31, 2006, respectively 82,305 9,675,725 11,962,304 Short-term - investment 103 12,093 Inventories 9,451 1,111,086 851,857 Prepaid expenses 8,959 1,053,270 1,031,325 Other current assets, net of allowance for doubtful accounts of JPY 4,570 thousand and JPY 33,250 thousand at March 31, 2007 and March 31, 2006, respectively 7,916 930,571 214,121 ---------------------- ------------ Total current assets 224,033 26,337,289 55.2 27,786,628 54.8 INVESTMENTS IN AND ADVANCES TO EQUITY METHOD INVESTEES, net of loan loss valuation allowance of JPY 16,701 thousand at March 31, 2007 and March 31, 2006, respectively 7,302 858,490 1.8 1,162,971 2.3 OTHER INVESTMENTS 24,173 2,841,741 6.0 8,020,705 15.8 PROPERTY AND EQUIPMENT--Net 83,637 9,832,396 20.6 10,299,496 20.3 INTANGIBLE ASSETS--Net 24,472 2,876,894 6.0 632,594 1.2 GUARANTEE DEPOSITS 14,343 1,686,141 3.5 1,549,653 3.1 OTHER ASSETS, net of allowance for doubtful accounts of JPY 69,050 thousand and JPY 40,980 thousand at March 31, 2007 and March 31, 2006, respectively 27,731 3,260,053 6.9 1,252,942 2.5 ---------------------- ------------ TOTAL 405,691 47,693,004 100.0 50,704,989 100.0 ---------------------- ------------ LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Short-term borrowings 51,463 6,050,000 4,555,000 Long-term borrowings-- current portion 2,467 290,000 1,989,963 Payable under - - securities loan agreement 999,600 Capital lease obligations-- current portion 25,121 2,953,173 3,003,914 Accounts payable 72,004 8,464,835 10,107,942 Accrued expenses 7,633 897,355 540,027 Accrued - retirement and pension costs 72 8,428 Other current liabilities 21,004 2,469,058 1,702,208 ---------------------- ------------ Total current liabilities 179,762 21,132,849 44.3 22,898,654 45.2 LONG-TERM - - - BORROWINGS 290,000 0.6 CAPITAL LEASE OBLIGATIONS-- Noncurrent 36,733 4,318,309 9.1 4,980,659 9.8 ACCRUED RETIREMENT AND PENSION COSTS 6,380 750,042 1.5 223,332 0.4 OTHER NONCURRENT LIABILITIES 4,803 564,618 1.2 827,086 1.6 ---------------------- ------------ Total Liabilities 227,678 26,765,818 56.1 29,219,731 57.6 ---------------------- ------------ MINORITY INTEREST 6,934 815,182 1.7 1,263,320 2.5 ---------------------- ------------ COMMITMENTS AND - - CONTINGENCIES -- -- -- SHAREHOLDERS' EQUITY: Common-stock --authorized, 377,600 shares; issued and outstanding, 204,300 shares at March 31, 2007 and March 31, 2006 143,194 16,833,847 35.3 16,833,847 33.2 Additional paid- in capital 226,261 26,599,217 55.8 26,599,217 52.5 Accumulated deficit (206,454) (24,270,769) (50.9) (29,680,482) (58.5) Accumulated other comprehensive income 8,078 949,709 2.0 6,553,594 12.9 Treasury stock-- - - - 777 shares held by an equity method investee at March 31, 2006 (84,238) (0.2) ---------------------- ------------ Total shareholders' equity 171,079 20,112,004 42.2 20,221,938 39.9 ---------------------- ------------ TOTAL 405,691 47,693,004 100.0 50,704,989 100.0 ---------------------- ------------ ---------------------------------------------------------------------- (Note) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. Appendix 2 Internet Initiative Japan Inc. ---------------------------------------------------------------------- Quarterly Consolidated Statements of Income (Unaudited) ---------------------------------------------------------------------- (For the three months ended March 31, 2007 and March 31, 2006) ---------------------------------------------------------------------- Three Months Ended Three Months Ended March 31, 2007 March 31, 2006 ------------------------------------------------------ Thousands % of of U.S. Thousands total Thousands % of total Dollars of Yen revenues of Yen revenues ---------------------------------------------------------------------- REVENUES: Connectivity and value-added services: Dedicated access 23,701 2,786,285 2,603,384 Dial-up access 5,095 598,933 645,103 Value-added services 16,223 1,907,196 1,754,548 Other 8,004 940,932 846,130 --------------------- ----------- Total 53,023 6,233,346 5,849,165 Systems integration 86,601 10,180,819 9,241,995 Equipment sales 5,182 609,277 1,042,275 --------------------- ----------- Total revenues 144,806 17,023,442 100.0 16,133,435 100.0 --------------------- ----------- COST AND EXPENSES: Cost of connectivity and value- added services 43,795 5,148,513 5,091,179 Cost of systems integration 68,183 8,015,544 7,381,061 Cost of equipment sales 4,203 494,168 901,212 --------------------- ----------- Total cost 116,181 13,658,225 80.2 13,373,452 82.9 Sales and marketing 7,621 895,910 5.3 757,245 4.7 General and administrative 10,802 1,269,946 7.5 995,301 6.2 Research and development 470 55,296 0.3 40,973 0.2 --------------------- ----------- Total cost and expenses 135,074 15,879,377 93.3 15,166,971 94.0 --------------------- ----------- OPERATING INCOME 9,732 1,144,065 6.7 966,464 6.0 --------------------- ----------- OTHER INCOME: Interest income 101 11,855 3,430 Interest expense (792) (93,078) (113,199) Foreign exchange gains (losses) (0) (43) 157 Gain on other investments-- net 1,592 187,154 1,312,682 Other--net 435 51,228 97,697 --------------------- ----------- Other income-- net 1,336 157,116 0.9 1,300,767 8.0 --------------------- ----------- INCOME FROM OPERATIONS BEFORE INCOME TAX EXPENSE, MINORITY INTERESTS AND EQUITY IN NET LOSS OF EQUITY METHOD INVESTEES 11,068 1,301,181 7.6 2,267,231 14.0 INCOME TAX EXPENSE 538 63,244 0.4 147,900 0.9 MINORITY INTERESTS IN EARNINGS OF SUBSIDIARIES (320) (37,684) (0.2) (111,084) (0.7) EQUITY IN NET LOSS OF EQUITY METHOD INVESTEES (420) (49,389) (0.3) (66,842) (0.4) --------------------- ----------- NET INCOME 9,790 1,150,864 6.7 1,941,405 12.0 ---------------------------------------------------------------------- ---------------------------------------------------------------------- BASIC WEIGHTED- AVERAGE NUMBER OF SHARES 204,000 203,989 DILUTED WEIGHTED- AVERAGE NUMBER OF SHARES 204,419 204,490 BASIC WEIGHTED- AVERAGE NUMBER OF ADS EQUIVALENTS 81,600,000 81,595,702 DILUTED WEIGHTED- AVERAGE NUMBER OF ADS EQUIVALENTS 81,767,600 81,796,102 BASIC NET INCOME PER SHARE 47.98 5,641 9,517 DILUTED NET INCOME PER SHARE 47.89 5,630 9,494 BASIC NET INCOME PER ADS EQUIVALENT 0.12 14.10 23.8 DILUTED NET INCOME PER ADS EQUIVALENT 0.12 14.07 23.7 ---------------------------------------------------------------------- (Note) 1) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. 2) IIJ conducted a 1 for 5 stock split effective on October 11, 2005. The numbers of shares of common stock authorized, and issued and outstanding, and shares held by an equity method investee in this table are calculated with the assumption that the stock split was made at the beginning of FY2005. IIJ issued 12,500 new shares of common stock for public offering when it listed on the Mothers market of TSE in December 2005. Appendix 3 Internet Initiative Japan Inc. ---------------------------------------------------------------------- Quarterly Condensed Consolidated Statements of Cash Flows (Unaudited) ---------------------------------------------------------------------- (For the three months ended March 31, 2007 and March 31, 2006) ---------------------------------------------------------------------- Three Months Ended Three Months Ended March 31, March 31, 2007 2006 --------------------------------- Thousands Thousands Thousands of U.S. of Yen of Yen Dollars ---------------------------------------------------------------------- OPERATING ACTIVITIES: Net income 9,790 1,150,864 1,941,405 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 8,450 993,433 1,125,294 Provision for doubtful accounts and advances 104 12,207 11,183 Gains on other investments--net (1,592) (187,155) (1,312,682) Foreign exchange losses 2 291 6,079 Equity in net loss of equity method investees 420 49,389 66,842 Minority interests in earnings of subsidiaries 321 37,684 111,084 Deferred income tax benefit (2,309) (271,410) (249,767) Others 2,010 236,317 169,582 Changes in operating assets and liabilities: Increase in accounts receivable (12,664) (1,488,766) (5,257,241) Increase in inventories, prepaid expenses and other current and noncurrent assets (5,313) (624,654) (98,462) Increase in accounts payable 19,178 2,254,522 5,791,434 Increase in accrued expenses, other current and noncurrent liabilities 5,639 662,913 306,163 ---------------------------------------------------------------------- Net cash provided by operating activities 24,036 2,825,635 2,610,914 ---------------------------------------------------------------------- INVESTING ACTIVITIES: Purchase of property and equipment (2,565) (301,539) (202,665) Purchase of short-term and other investments (4,413) (518,796) (93,233) Proceeds from sales of other investments 16,054 1,887,339 1,361,578 Investment in an equity method - - investee (750,000) Proceeds from sales of investment in - an equity method investee 1,581 185,900 Purchase of subsidiary stock from - minoirty shareholders (25,946) (3,050,205) Refund (payment) of guarantee deposits--net (859) (101,015) 550,606 Other (155) (18,277) (32,204) ---------------------------------------------------------------------- Net cash provided by (used in) investing activities (16,303) (1,916,593) 834,082 ---------------------------------------------------------------------- FINANCING ACTIVITIES: Proceeds from issuance of short-term - borrowings with initial maturities over three months 14,461 1,700,000 Repayments of short-term borrowings with initial maturities over three months and long-term borrowings (17,101) (2,010,363) (1,109,377) Proceeds from securities loan - - agreement 999,600 Repayments of securities loan agreement (4,777) (561,600) (1,128,960) Principal payments under capital leases (5,837) (686,262) (792,558) Net increase in short-term borrowings 425 50,000 (615,216) Proceed from issuance of subsidiary - stock 1,656 194,679 ---------------------------------------------------------------------- Net cash used in financing activities (11,173) (1,313,546) (2,646,511) ---------------------------------------------------------------------- EFFECT OF EXCHANGE RATE CHANGES ON CASH 33 3,938 8,044 NET INCREASE (DECREASE) IN CASH (3,407) (400,566) 806,529 CASH, BEGINNING OF EACH PERIOD 118,706 13,955,110 12,920,492 ---------------------------------------------------------------------- CASH, END OF EACH PERIOD 115,299 13,554,544 13,727,021 ---------------------------------------------------------------------- (Note) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. Note: The following information is to disclose IIJ's consolidated financial results (unaudited) for the fiscal year ended March 31, 2007 in the form defined by the Tokyo Stock Exchange. Consolidated Financial Results for the Fiscal Year Ended March 31, 2007 (Under accounting principles generally accepted in the United States ("U.S. GAAP")) May 15, 2007 Company name: Internet Initiative Exchange listed: Tokyo Stock Japan Inc. Exchange-First Section Stock code number: 3774 URL: http://www.iij.ad.jp/ Representative: Koichi Suzuki, President and Representative Director Contact: Akihisa Watai, Director TEL: (+81-3) 5259-6500 and CFO General shareholder's meeting: Payment of dividend: scheduled on scheduled on June 26, 2007 June 27, 2007 Filing of an annual report (Yuka-shoken-hokokusho) to the regulatory organization in Japan: scheduled on June 27, 2007 (Amounts less than one million yen are rounded) 1. Consolidated Financial Results for the Fiscal Year Ended March 31, 2007 (April 1, 2006 through March 31, 2007) (1) Consolidated Results of Operations (% shown are YoY change) Income before Total Operating Income Tax Net Income Revenues Income Expense (Benefit) ---------------------------------------------------------------------- Millions Millions Millions Millions of Yen % of Yen % of Yen % of Yen % Fiscal Year Ended March 31, 2007 57,055 14.5 3,500 45.2 5,049 (6.1) 5,410 13.8 Fiscal Year Ended March 31, 2006 49,813 19.4 2,411 93.3 5,379 70.8 4,754 63.6 ---------------------------------------------------------------------- Income before Income Basic Diluted Tax Net Net Net Income to Expense Income Income Total to Operating per per Shareholders' Total Margin Share Share Equity Assets Ratio ---------------------------------------------------------------------- Yen Yen % % % Fiscal Year Ended March 31, 2007 26,519 26,487 26.8 10.3 6.1 Fiscal Year Ended March 31, 2006 24,301 24,258 29.9 12.2 4.8 ---------------------------------------------------------------------- (Reference) Equity in net loss of equity method investee for the fiscal year ended March 31, 2007 and 2006 was JPY 210 million and JPY 14 million, respectively. (Note) The figures used in this document for "Income before Income Tax Expense (Benefit)" are of "Income from operations before income tax expense (benefit), minority interests and equity in net income (loss) of equity method investees". (2) Consolidated Financial Position ---------------------------------------------------------------------- Total Equity- Total Total Shareholders' to- Shareholders' Assets Equity Assets Equity per Ratio Share ---------------------------------------------------------------------- Millions Millions Yen of Yen of Yen % Fiscal Year Ended March 31, 2007 47,693 20,112 42.2 98,592 Fiscal Year Ended March 31, 2006 50,705 20,222 39.9 99,132 ---------------------------------------------------------------------- (Note) Total shareholders' equity, equity-to-assets ratio and total shareholders' equity per share are calculated and presented in accordance with US GAAP. (3) Consolidated Cash Flows ---------------------------------------------------------------------- Net Cash Net Cash Net Cash Provided Provided Cash and Provided by (Used by (Used Cash by in) in) Equivalents Operating Investing Financing at End of Activities Activities Activities Period ---------------------------------------------------------------------- Millions of Millions of Millions of Millions of Yen Yen Yen Yen Fiscal Year Ended March 31, 2007 7,402 (3,014) (4,560) 13,555 Fiscal Year Ended March 31, 2006 6,559 1,805 39 13,727 ---------------------------------------------------------------------- 2. Dividends ---------------------------------------------------------------------- Dividend per Share --------------------------- Interim Year-end Total ---------------------------------------------------------------------- Yen Yen Yen Fiscal Year Ended March 31, 2006 - - 0.00 Fiscal Year Ended March 31, 2007 - 1,500.00 1,500.00 ---------------------------------------------------------------------- Fiscal Year Ended March 31, 2008 (Target) 750.00 750.00 1,500.00 ---------------------------------------------------------------------- 2. Dividends ---------------------------------------------------------------------- Ratio of Total cash Dividends to dividends Shareholder's for the Payout Ratio Equity year (consolidated) (consolidated) ---------------------------------------------------------------------- Millions of Yen % % Fiscal Year Ended March 31, 2006 - - - Fiscal Year Ended March 31, 2007 306 5.7 1.5 ---------------------------------------------------------------------- Fiscal Year Ended March 31, 2008 (Target) 5.5 ---------------------------------------------------------------------- 3. Target of Consolidated Financial Results for the Fiscal Year Ending March 31, 2008 (April 1, 2007 through March 31, 2008) (% shown is YoY change for Fiscal Year and Interim Period, respectively) Basic Net Income before Income Total Operating Income Tax per Revenues Income Expense Net Income Share ---------------------------------------------------------------------- Millions Millions Millions Millions Yen of Yen % of Yen % of Yen % of Yen % Interim Period Ending Sept. 30, 2007 30,200 14.2 1,800 31.3 1,800 (16.1) 1,400 (50.9) 6,780 Year Ending March 31, 2008 69,000 20.9 4,600 31.4 5,100 1.0 5,600 3.5 27,122 ---------------------------------------------------------------------- (Note) Basic net income per share is calculated using the number of shares of common stock of IIJ as of May 15, 2007. IIJ has issued 2,178 shares of common stock of IIJ, effective May 11, 2007 to make the two consolidated subsidiaries, IIJ Technology Inc. and Net Care, Inc. a 100% owned subsidiary through share exchanges. After this exchange, the number of shares of common stock of IIJ as of May 15, 2007 is 206,478 shares. 4. Others (1) Change of Condition in Consolidated Subsidiaries during the Fiscal Year Ended March 31, 2007: None (Change of Condition in Specific Consolidated Subsidiarieswith the Change of Scope of Consolidation) (2) Changes of Significant Accounting and Reporting Policies for Consolidated Financial Statements 1) Changes caused by revision Yes of accounting standards: 2) Others: None (3) The Number of Shares Outstanding (Shares of Common Stock) 1) The number of shares For the fiscal outstanding: year ended March 31, 2007 204,300 shares (inclusive of treasury For the fiscal stock) year ended March 31, 2006 204,300 shares 2) The number of treasury For the fiscal stock: year ended March 31, 2007 0 shares For the fiscal year ended March 31, 2006 777 shares 3) The weighted average number For the fiscal of shares outstanding: year ended March 31, 2007 195,613 shares For the fiscal year ended March 31, 2006 203,992 shares (Note) The numbers of treasury stock for the fiscal year ended March 31, 2006 are the number of shares owned by IIJ's equity method investee multiplied by IIJ's ownership in the equity method investee. Forward-looking statements for the target of operation and other notes Statements made in this press release regarding IIJ's or management's intentions, beliefs, expectations, or predictions for the future are forward-looking statements that are based on IIJ's and managements' current expectations, assumptions, estimates and projections about its business and the industry. These forward-looking statements, such as statements regarding revenues and operating and net profitability are subject to various risks, uncertainties and other factors that could cause IIJ's actual results to differ materially from those contained in any forward-looking statement. 1. Business Overview (1) Analysis for Operational Results a. Overview of Consolidated Results for the fiscal year ended March 31, 2007 The Japanese economy for the fiscal year ended March 31, 2007 in overall is in a continuous recovery trend reflecting improvements in corporate earnings, followed by the increase of corporate capital investments. However fluctuation in crude oil prices must be watched carefully. For the data communication market which IIJ Group belongs to, usage of network is increasing with the introduction of broadband networks. While corporate investment in main-frame computers is decreasing, investment for IP based open system such as network servers is projected to increase and the adoption of IP based network systems including the usage of Internet for mission critical business network is gradually spreading. For IIJ Group, the business environments for the fiscal year ended March 31, 2007 remained favorable with the increase in network integration and outsource services, such as the construction of networks with virtual private network ("VPN") technology, datacenter hosting for network servers and outsource of server operation such as Mail Servers. Under such business environment, IIJ Group continues to actively develop and provide value-added, highly reliable network related services along with solutions and systems integration mainly for large to medium scale enterprise and governmental organization use. For Internet connectivity, there has been notable increase in the usage of bandwidth along with the increase in high speed broadband Internet. For value-added services, data center services continue to see strong demand while the need for security solutions and outsource operation for email is also very strong. For systems integrations, construction and maintenance of corporate local area networks and the construction of Internet related Web systems are very strong. As for service development, services that meet corporate need for outsourcing such as "IIJ Secure MX service", an ASP type service that provides an array of email security functions necessary for the corporate email system have been released. Also, a pilot project for content delivery architecture has been conducted using Peer-to-Peer (P2P) technology in cooperation with a broadcasting company. For the consolidated operational results for the fiscal year ended March 31, 2007, revenue totaled JPY 57,055 million (up 14.5% year-on-year), operating income was JPY 3,500 million (up 45.2% year-on-year), income before income tax benefit was JPY 5,049 million (down 6.1% year-on-year), and net income was JPY 5,410 million (up 13.8% year-on-year). Revenue, operating income, and net income all surpassed its aimed target for the consolidated financial results for the fiscal year ending March 31, 2007. b. Results of Operation 1) Operating Revenues Revenues for the fiscal year ended March 31, 2007 were JPY 57,055 million (up 14.5% year-on-year). -------------------------------------------------------------------------- Fiscal Year ended Fiscal Year ended YoY % March 31, 2007 March 31, 2006 Change -------------------------------------------------------------------------- Millions of Yen Millions of Yen % Connectivity and VAS 24,353 23,223 4.9 -------------------------------------------------------------------------- Systems Integration 30,527 23,505 29.9 -------------------------------------------------------------------------- Equipment Sales 2,174 3,085 (29.5) -------------------------------------------------------------------------- Total Revenues 57,055 49,813 14.5 -------------------------------------------------------------------------- Revenues of connectivity and value-added services ("VAS") were JPY 24,353 (up 4.9% year-on-year) as revenues from dedicated access services and the increase in recurring revenues from VAS grew respectively. SI revenues increased to JPY 30,527 million (up 29.9% year-on-year), as one-time revenues from network design, construction and consultation increased along with the steady increase in recurring revenues from network operation and maintenance accordingly with the growth in customer's demands for network investment. Equipment sales revenue was JPY 2,174 million (down 29.5% year-on-year). 2) Cost of Revenues Cost of revenues was JPY 45,968 million (up 12.1% year-on-year). -------------------------------------------------------------------------- Fiscal Year ended Fiscal Year ended YoY % March 31, 2007 March 31, 2006 Change -------------------------------------------------------------------------- Millions of Yen Millions of Yen % Connectivity and VAS 20,545 20,078 2.3 -------------------------------------------------------------------------- Systems Integration 23,529 18,120 29.8 -------------------------------------------------------------------------- Equipment Sales 1,893 2,818 (32.8) -------------------------------------------------------------------------- Total Cost of Revenues 45,968 41,016 12.1 -------------------------------------------------------------------------- The cost of connectivity and VAS revenues which are mostly fixed cost such as cost for backbone, network related equipment, network operation for network operation center and personnel expenses, was JPY 20,545 million (up 2.3% year-on-year). The cost of SI revenues which are mostly variable cost such as personnel expenses, outsourcing expenses and cost of equipment purchased increased to JPY 23,529 million (up 29.8% year-on-year) associated with a significant increase in revenues from systems integration. The cost of equipment sales revenues was JPY 1,893 million (down 32.8% year-on-year) as revenues from equipment sales declined. 3) Sales and Marketing Expenses Sales and marketing expenses were JPY 3,439 million (up 11.7% year-on-year). The increase mainly resulted from an increase in advertising expenses and personnel expenses due to business expansion. 4) General and Administrative Expenses General and administrative expenses were JPY 3,971 million (up 26.2% year-on-year) as personnel expenses arising from business expansion increased. There was also a transitory expenditure of allowance for retirement benefits for directors of JPY 200 million. 5) Operating Income Operating income was JPY 3,500 million (up 45.2% year-on-year). The main reason of increase was the increase in gross margin due to the increase in revenue of VAS and systems integration, despite the increase in both sales and marketing expenses and general and administrative expenses caused by the expansion in business. 6) Other Income and Others (Loss) Other income was JPY 1,548 million, down 47.8% from the prior year due to an impairment loss of JPY 1,363 million on unlisted securities including JPY 1,043 million on the securities of IPMobile Incorporated, despite of the gain from the sale of available-for-sale securities of JPY 3,230 million. 7) Income before Income Tax Benefit Income before income tax benefit was JPY 5,049 million (down 6.1% year-on-year) due to the decrease of other income and others. 8) Income Tax Benefit, Minority Interests and Equity in Net Loss of Equity Method Investees Income tax benefit was JPY 804 million. The benefit was mainly because of differed tax benefit of JPY 1,495 million resulting from a release of valuation allowance against differed income tax assets related to tax operating loss carryforwards and others. Minority interests in earnings of subsidiaries was JPY 233 million and equity in net loss of equity method investees was JPY 210 million. 9) Net Income Net income was JPY 5,410 million (up 13.8% year-on-year). c. Analysis by Service 1) Internet connectivity and Value-added services Dedicated access service revenues were JPY 10,792 million (up 1.6% year-on-year) due to increase in the number of contracts of IP service and broadband services used for Internet VPN connection, despite of a decrease in revenues of JPY 468 million caused by the merger of AIH, our former equity method investee into IIJ and its interconnection revenue offset. Dial-up access service revenues were JPY 2,416 million (down 9.6% year-on-year) as revenues from individual customers such as IIJ4U has declined. Service termination of one of the major OEM partner has also affected the decline. VAS revenues were JPY 7,416 million (up 18.7% year-on-year) as sales of network related outsource services such as email, security and internet VPN grew steadily. Other revenues were JPY 3,730 million (up 1.5% year-on-year). As a result, revenues from Internet connectivity services and VAS totaled JPY 24,353 million (up 4.9% year-on-year). The gross margin was JPY 3,808 million (up 21.1% year-on-year) and the gross margin ratio was up to 15.6% from 13.5% of the prior year. (Connectivity and VAS Revenues, Cost of Revenues and Gross Margin Ratio) ------------------------------------------------------------------------------------------------ Fiscal Year ended Fiscal Year ended YoY % March 31, 2007 March 31, 2006 Change ------------------------------------------------------------------------------------------------ Millions of Yen Millions of Yen % Connectivity and VAS Revenues 24,353 23,223 4.9 ------------------------------------------------------------------------------------------------ Dedicated Access Service Revenues 10,792 10,625 1.6 ------------------------------------------------------------------------------------------------ Dial-up Access Service Revenues 2,416 2,674 (9.6) ------------------------------------------------------------------------------------------------ VAS Revenues 7,416 6,250 18.7 ------------------------------------------------------------------------------------------------ Other Revenues 3,730 3,674 1.5 ------------------------------------------------------------------------------------------------ Cost of Connectivity and VAS 20,545 20,078 2.3 ------------------------------------------------------------------------------------------------ Backbone Cost (included in the cost of Connectivity and VAS) 3,516 3,516 0.0 ------------------------------------------------------------------------------------------------ Connectivity and VAS Gross Margin Ratio 15.6% 13.5% -- ------------------------------------------------------------------------------------------------ (Numbers of Internet Connectivity Contracts and Total Contracted Bandwidth)(Numbers of contracts) ------------------------------------------------------------------------------------------------- Fiscal Year ended Fiscal Year ended March 31, 2007 March 31, 2006 Change ------------------------------------------------------------------------------------------------- Dedicated Access Service Revenues 17,720 14,549 3,171 ------------------------------------------------------------------------------------------------- IP Service (narrow band: 64kbps-768kbps) 64 85 (21) ------------------------------------------------------------------------------------------------- IP Service (mid band: 1Mbps-100Mbps) 687 654 33 ------------------------------------------------------------------------------------------------- IP Service (broad band: above 100Mbps) 224 157 67 ------------------------------------------------------------------------------------------------- IIJ T1 Standard and IIJ Economy 45 109 (64) ------------------------------------------------------------------------------------------------- IIJ Datacenter Connectivity 282 247 35 ------------------------------------------------------------------------------------------------- IIJ FiberAccess/F and IIJ DSL/F (Broadband Services) 16,418 13,297 3,121 ------------------------------------------------------------------------------------------------- Dial-up Access Service Revenues 533,963 630,483 (96,520) ------------------------------------------------------------------------------------------------- Under IIJ Brand 57,480 62,176 (4,696) ------------------------------------------------------------------------------------------------- OEN 476,483 568,307 (91,824) ------------------------------------------------------------------------------------------------- 323.5 Gbps 194.9 Gbps 128.6 Gbps ------------------------------------------------------------------------------------------------- 2) Systems integration Systems integration revenue was JPY 30,527 million (up 29.9% year-on-year). One-time revenue from the design and construction of network systems was JPY 16,660 million (up 35.5% year-on-year). Recurring revenue from network operation and maintenance steadily increased to JPY 13,867 million (up 23.7% year-on-year). The gross margin from systems integration was JPY 6,998 million (up 30.0% year-on-year) and the gross margin ration was 22.9%. (Systems Integration Revenues, Cost of Revenues and Gross Margin Ratio) ------------------------------------------------------------------------------------------------- Fiscal Year ended Fiscal Year ended YoY % March 31, 2007 March 31, 2006 Change ------------------------------------------------------------------------------------------------- Millions of Yen Millions of Yen % SI Revenues 30,527 23,505 29.9 ------------------------------------------------------------------------------------------------- Systems Integration 16,660 12,296 35.5 ------------------------------------------------------------------------------------------------- Outsourced Operation 13,867 11,209 23.7 ------------------------------------------------------------------------------------------------- Cost of SI 23,529 18,120 29.8 ------------------------------------------------------------------------------------------------- SI Gross Margin Ratio 22.9% 22.9% -- ------------------------------------------------------------------------------------------------- 3) Equipment sales Revenue from equipment sales was JPY 2,174 million. The gross margin for equipment sales was JPY 281 million and the gross margin ratio was up to 12.9% from 8.7% of the prior year. (Equipment Sales Revenue and Cost) ------------------------------------------------------------------------------------------------- Fiscal Year ended Fiscal Year ended YoY % March 31, 2007 March 31, 2006 Change ------------------------------------------------------------------------------------------------- Millions of Yen Millions of Yen % Equipment Sales Revenues 2,174 3,085 (29.5) ------------------------------------------------------------------------------------------------- Cost of Equipment Sales 1,893 2,818 (32.8) ------------------------------------------------------------------------------------------------- Equipment Sales Gross Margin Ratio 12.9% 8.7% -- ------------------------------------------------------------------------------------------------- d. Target for the fiscal year ended March 31, 2008 For the fiscal year ending March 31, 2008, we are targeting revenues of JPY 69,000 million (up 20.9% year-on-year), operating income of JPY 4,600 million (up 31.4% year-on-year), income before income tax expense (benefit) of 5,100 million (up 1.0% year-on-year) and net income of 5,600 million (up 3.5% year-on-year). The revenue is projected by the estimation of growth in recurring revenue from Internet connectivity service, VAS and operation and maintenance of network system from systems integration, growth in one-time revenue from systems integration and equipment sales, and the sales from hi-ho Inc. ("hi-ho") that is scheduled to be added to the consolidated subsidiary. The operating income is projected by adding up the cost of revenues estimated by the revenue target and the expenses from sales and marketing. Income before income tax expense (benefit) is projected by subtracting the estimated loss of other income and others and adding the gain from sale of available-for-sale securities from the estimated operating income. Net income is projected by adding the differed tax benefit resulting from a release of valuation allowance against differed income tax assets related to tax operating loss carryforwards and others to the income before income tax expense (benefit). IIJ, as announced on March 29, 2007, will acquire 100% of the equity of hi-ho and take over the Internet service business and the solution business from Panasonic Network Services Inc. ("PNS") on June 1, 2007. Revenue of JPY 4,500 million and operating income of JPY 200 million is estimated from this acquisition. On April 5, 2007, IIJ's board of directors resolved that IIJ make its two consolidated subsidiaries, IIJ Technology Inc. ("IIJ-Tech") and Net Care, Inc. ("Net Care") 100% owned through share exchanges. The share exchange became effective on May 11, 2007 and on the same date the two consolidated subsidiaries became 100% owned. As IIJ-Tech became 100% owned, IIJ Financial Systems ("IIJ-FS") which is fully owned by IIJ-Tech is now fully owned by IIJ through indirect ownership. IIJ America, Inc. has also become fully owned by IIJ by including the number of shares of indirect ownership by IIJ-Tech. The minority interests in those four consolidated subsidiaries will be cleared as the two have become fully owned consolidated subsidiaries of IIJ. Minority interest in earnings of subsidiaries for the fiscal year ending 2007 was JPY 233 Million. For the target for the interim period ending September 30, 2007, income before income tax expense (benefit) is estimated to decline from the same interim period of the prior year although the revenue is estimated to grow. This is because income before income tax expense (benefit) of the interim period is projected to decline as gain from sale of available-for-sale securities is estimated to decline compared to the interim period of the prior year. Net income for the interim period is also projected to decline as deferred tax benefits, which occurred in the first half for the fiscal year ended March 31, 2007 are expected to be recognized in the latter half of the fiscal year ending March 31, 2008. (2) Analysis for Financial Condition a. Assets, Liabilities and Total Shareholders' Equity Total asset at the end of the fiscal year ended March 31, 2007 was JPY 47,693 million, a decrease of JPY 3,012 million compared to the end of the fiscal year ended March 31, 2006. The reason for decrease was mainly due to the decrease in accounts receivable by JPY 2,287 million and decrease in other investments by JPY 5,179 million due to acquisition of securities, sale of available-for-sale securities and recognition of an impairment loss on part of securities, although other asset and intangible asset increased by JPY 2,007 million and JPY 2,244 million respectively. Other investments for the fiscal year ended March 31, 2007 was JPY 2,842 million and of which JPY 1,310 million are of available-for-sale securities. Other asset increased due to an increase in deferred tax assets and an increase in intangible assets due to the increase in goodwill by the additional acquisition of securities of consolidated subsidiaries. Indebtedness at the end of the fiscal year ended March 31, 2007 decreased to JPY 13,611 million, a decrease of JPY 2,208 million compared to the end of the fiscal year ended March 31, 2006 mainly due to the repayment of long term borrowings, payable under securities loan agreement and capital lease obligations. Total shareholders' equity at the end of the fiscal year ended March 31, 2007 decreased by JPY 110 million to JPY 20,112 million compared to the year ended March 31, 2006. Equity to asset ratio was 42.2%, up by 2.3% compared to the year end the prior fiscal year as total asset declined to JPY 47,693 million. b. Cash Flows We had cash of JPY 13,555 million at the end of the fiscal year ended March 31, 2007, a decrease of JPY 172 million compared to the fiscal year ended March 31, 2006. The decrease is mainly due to the purchase of subsidiary stock from minority shareholders, purchase of short-term and other investments, purchase of property and equipment and repayment of borrowings although there were proceeds from net cash provided by operating activities and the sale of available-for-sale equities. (Net cash provided by operating activities) Net cash provided by operating activities was JPY 7,402 million for the fiscal year ended March 31, 2007, an increase of JPY 843 million compared to the fiscal year ended March 31, 2006. The reason was mainly due to the increase in operating income followed by an increase in revenues from VAS and systems integration. (Net cash used in investing activities) Net cash used in investing activities was JPY 3,014 million for the fiscal year ended March 31, 2007 compared to the net cash provided by investing activities of JPY 1,805 million of the fiscal year ended March 31, 2006. There were proceeds of JPY 3,994 million from sales and redemption of short-term and other investments, however, JPY 3,078 million, JPY 2,597 million and JPY 1,288 million was used for the purchase of subsidiary stock from minority shareholders, purchase of short-term and other investments, purchase of property and equipment, respectively. (Net cash used in financing activities) Net cash used in financing activities was JPY 4,560 million for the fiscal year ended March 31, 2007 compared to the net cash provided by financing activities of JPY 39 million of the fiscal year ended March 31, 2006. Net cash used in financing activities consisted of proceeds from issuance of short-term borrowings with initial maturities over three months and long-term borrowings of JPY 10,500 million, proceeds from securities loan agreement of JPY 1,058 million, repayments of short-term borrowings with initial maturities over three months and long-term borrowings of JPY 7,640 million, principal payments under capital leases of JPY 3,260 million, net decrease in short-term borrowings of JPY 3,355 million and repayments of securities loan agreement of JPY 2,057 million. (3) Basic Policy for the Distribution of Profits IIJ, while giving full consideration to securing its funds to strengthen its financial position and to prepare for its operation development, seeks to achieve continuous and steady dividends to shareholders. IIJ plans to pay its dividend twice a year, at interim and fiscal year-end period based on the Company's article of incorporation. The dividends for interim and fiscal year-end period will be decided at the Company's board of directors and the general meeting of stockholders, respectively. The total dividend for the fiscal year ended March 31, 2007, as announced on February 8, 2007 is planned to be JPY 1,500 per share of common stock (year-end) in consideration to the financial results of the fiscal year ended March 31, 2007. For the fiscal year ending March 31, 2008, IIJ targets to pay dividend of JPY 1,500 per share (JPY 750 per share for the interim period and JPY 750 per share for the fiscal year end). (4) Risk Factors The results of operations and financial position of IIJ or the IIJ Group may be adversely and materially impacted by the following and other factors. - Risk from effects on the IIJ Group's financial results by a lack of improvement of Japan's economy, or a change in economic conditions - Risk from the IIJ Group's dependence on other companies for telecommunication circuits - Risk from the IIJ Group's failure to differentiate itself from its competitors due to a decline in its quality of service or risk from an increase of costs to maintain its quality of service - Risk from the possibility of an interruption of services by the IIJ Group due to natural disasters and/or human errors - Risk of the IIJ Group's failure to keep and manage its private customer information, such as personal information - Risk due to the IIJ Group's failure to keep up with technological developments or the necessity of vast financial resources - Risk associated with our international business - Risk from the effects on the IIJ Group's results of operations and financial position by increased price competition in Internet connectivity and value-added services and systems integration - Risk associated from the change in backbone circuit costs - Risk affected by the failure to manage and control outsourcing costs - Risk of less achievement in business developments than expected, due to the IIJ Group's failure to differentiate itself from its competitors - Risk due to the IIJ Group's dependence on its executive officers - Risk of the IIJ Group's failure to attract and control its human resources properly - Risk associated with a reduction of value of investments into the IIJ Group companies or requirement of additional financial resources - Risk arising from NTT, our largest shareholder - Risk of failing to achieve expected revenues and profits in the future - Risk from the IIJ Group's results of operations and financial position being affected by seasonal fluctuations in systems integration and equipment sales (revenues and income tend to increase in the fourth quarter of each fiscal year) - Risk from the impact on the IIJ Group's results of operations and financial position by fluctuations in the stock prices of companies in which it has invested - Risk of substantial loss on the IIJ Group's results of operations and financial position - Risk associated with regulatory matters and new legislation related to the telecommunications - Risk associated with legal regulations regarding the internet - Risk of the IIJ Group's violation of intellectual property rights of other parties - Risk of being named as defendants in litigation - Risk of failing to achieve growth in the group business with the money newly collected - Risk of not being able to secure enough funds for the future - Risk of incurring substantial dilution for shareholders by the sales of additional share of our common stock or securities convertible into our common stock. IIJ is planning to disclose a Yuka-shoken-hokokusho, an annual report submitted to the regulatory public organization in Japan in accordance with the laws and regulations in Japan, and an annual report on Form 20-F submitted to United States Securities and Exchange Commission after late in June this year. Please refer to these documents for details of risk regarding IIJ Group's business. 2. Current Status of IIJ Group (1) Overview of the IIJ Group IIJ, which has five consolidated subsidiaries and three equity method investments as of the end of fiscal year ended March 31, 2007, provides mainly enterprises and public organizations that use networks for their business with various reliable and highly value-added network services (Internet connectivity services, value-added services ("VAS"), systems integration ("SI") and equipment sales) based on its Internet technologies comprehensively. An overview of the businesses of IIJ and its group companies is as follows: Company Name Overview of Business -------------------------------------------------------------------------------------------------- IIJ mainly provides Internet connectivity services, value-added services such as security related outsourcing services, outsourcing services of network and servers and data center services. IIJ also provides design, consultation and IIJ construction of networks and provides equipment for the construction of networks and its operation and maintenance. IIJ provides services classified into connectivity and VAS, SI, and equipment sales in its consolidated financial statements. -------------------------------------------------------------------------------------------------- Five Consolidated Subsidiaries -------------------------------------------------------------------------------------------------- IIJ-Tech mainly provides systems design, consultation, development, construction, operation and maintenance, and IIJ Technology Inc. ("IIJ-Tech") supply of equipment and its operation and maintenance for the construction of systems. IIJ-Tech provides services classified into SI and equipment sales in IIJ's consolidated financial statements. -------------------------------------------------------------------------------------------------- IIJ-FS mainly provides the development, operation and IIJ Financial Systems, Inc. maintenance of systems for financial institutions. IIJ-FS ("IIJ-FS") provides services classified into SI in IIJ's consolidated financial statements. -------------------------------------------------------------------------------------------------- Net Care mainly provides the monitoring and operation of Net Care, Inc. ("Net Care") networks and outsourced customer support and call centers. Net Care provides services classified connectivity and VAS and SI in IIJ's consolidated financial statements. -------------------------------------------------------------------------------------------------- Net Chart mainly provides network construction services, primarily Net Chart Japan Inc. ("Net Chart") for LANs, such as network installation wiring, installation and set-up of equipment, installation of applications, and operational support. -------------------------------------------------------------------------------------------------- IIJ America mainly provides Internet connectivity services in the United States and constructs and operates an Internet IIJ America Inc. ("IIJ America") backbone in the United States as the IIJ Group's presence in the United States. IIJ America provides services classified into connectivity and VAS in IIJ's consolidated financial statements. -------------------------------------------------------------------------------------------------- Three Equity Method Investees -------------------------------------------------------------------------------------------------- Internet Multifeed Co. Multifeed was established as a joint venture with NTT Group and ("Multifeed") mainly operates Internet exchange, distributes high-volume Internet content, and provides housing services. -------------------------------------------------------------------------------------------------- Internet Revolution Inc. i-revo was established as a joint venture with Konami ("i-revo") Corporation and mainly operates Internet portals. -------------------------------------------------------------------------------------------------- i-Heart was established as a joint venture with Samsung i-Heart Inc. ("i-Heart") Corporation in South Korea and provides data center services in South Korea. -------------------------------------------------------------------------------------------------- (Notes) 1. In March 2007, IIJ has sold all share of atom Co., Ltd. ("atom") a former equity method investee to atom's director and CEO and is no longer an equity method investee as of the end of March 2007. 2. On March 29, 2007, IIJ announced to acquire 100% of the equity of hi-ho, inc. and take over the internet service business and the solution business from Panasonic Network Services Inc. ("PNS") on June 1, 2007 for JPY 1,200 million. 3. As of April 5, 2007, IIJ's ownership in IIJ-Tech and Net Care increased to 95.2% and 92.5% respectively, as IIJ had purchased the shares of the companies from their minority shareholders since the end of the interim period ended September 2006. 4. On April 5, 2007, IIJ's board of directors resolved that IIJ make the two consolidated subsidiaries, IIJ-Tech and Net Care 100% owned through share exchanges. The share exchanges became effective on May 11, 2007 and on the same date the two consolidated subsidiaries became 100% owned. As IIJ-Tech became 100% owned, IIJ Financial Systems ("IIJ-FS") which is fully owned by IIJ-Tech is now fully owned by IIJ through indirect ownership. IIJ America, Inc. has also become fully owned by IIJ by including the number of shares of indirect ownership by IIJ-Tech. 5. In April 2007, IIJ has entered a joint venture agreement with US-based GDX Network, Inc., a 100% owned subsidiary of US-based MX Logic, Inc., to form GDX Japan, K.K., which will provide a new-generation message exchange network service. IIJ holds 51% of the shares of GDX Japan, K.K. 6. In April 2007, IIJ and Hirata Corporation ("Hirata") have agreed to partner with Taihei Computer Co., Ltd. ("TCC"), a second-tier subsidiary of Hirata, on the management of customer loyalty reward program systems. IIJ will make an investment of JPY 235 million in TCC by a third-party stock allocation and add TCC to its equity method investee, a 45% participation. After this investment, IIJ and Hirata Corporation will jointly manage TCC. In addition to the above, NTT is IIJ's affiliated company. (2) Business Diagram The overview of IIJ Group's business illustrated as followed: ----------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------- | | | Customers | | | ----------------------------------------------------------------------------------------------------- | | ^ | | | Connectivity and VAS, SI and equipment sales | | ------------------------------------------------------------------------------------------------------- | | | -------------------------------------------------------------------------------------------------- | | | | | IIJ | | | | | -------------------------------------------------------------------------------------------------- | | | | | ^ ^ | | | | | Consolidated | . . | Equity Method | | | | Subsidiaries Purchase | . . | Investees | | | | ------------ Outsourcing | . . | Selling services ------------- | | | | ----------------------- ....................... ......................-------------------------- | | | | | IIJ-Tech | <------------------| . | | Multifeed | | | | | | | | . |----------------> | | | | | | ----------------------- Selling services | . | Selling services -------------------------- | | | | Outsourcing | . | | | | | | . | | | | | ----------------------- | . | -------------------------- | | | | | IIJ-FS | <------------------| . | | i-revo | | | | | | | | . |----------------> | | | | | | ----------------------- Selling services | . | Selling services -------------------------- | | | | | . | Outsourcing | | | | Outsourcing | . | | | | | ----------------------- ....................... | | | | | | Net Care | | . | | | | | | | <------------------| . | ------------------------- | | | | ----------------------- Selling services | . | | i-Heart | | | | | Outsourcing | . | ---------------> | | | | | | | . Advance ------------------------- | | | | Outsourcing | . | | | | Network costruction | . | | | | ----------------------- ....................... | | | | | Net Chart | | . | | | | | | <------------------| . | | | | ----------------------- Selling services | . | | | | | . | | | | | . | | | | Selling services | . | | | | Outsourcing | . | | | | ----------------------- ....................... | | | | | IIJ America | | | | | | | | <------------------| | | | | ----------------------- Selling services | | | | | | | | ------------------------------------------------------------------------------------------------ | | | --| IIJ Group |---- | | ------------------------------------------------------------------------------------------------ | | ^ ^ ^ | | | Purchase of | Outsourcing | Equipment sales, | | | telecommunications lines | | purchase and lease | | --------------------------------- ---------------------- ------------------------------- | | | Telecommunication | | Outside Suppliers | | Telecommunication Equipment | | | | Carriers and Others | | | | Manufacturers, Vendors and | | | | | | | | Leasing Companies | | | --------------------------------- ---------------------- ------------------------------- | | | | (Notes) | | 1. The diagram above illustrates the overview of principal transactions between IIJ and IIJ's | | affiliated companies. | | 2. <--- shows transactions from IIJ to each of the IIJ Group companies. <... shows transactions from | | each of the IIJ Group companies to IIJ. | | 3. Telecommunications carriers include Nippon Telegraph and Telephone East Corporation ("NTT East"), | | Nippon Telegraph and Telephone West Corporation ("NTT West") and NTT Communications, Inc. ("NTT | | Communications"), that are the subsidiaries of IIJ's other related company as defined in the | | disclosure rules of the Tokyo Stock Exchange, NTT. | ----------------------------------------------------------------------------------------------------------- 3. Management Policies (1) Basic Management Policies IIJ aims to contribute in creating a new market and in innovating industries by leading the information society of Japan with internet technology. By practicing its management philosophy, it also continuously seeks to maximize its corporate value and to fulfill its social responsibility. (2) Target Management Indicators In conducting its business activities, the IIJ Group closely considers the composition of total revenues, profitability, financial position, and other factors. The IIJ Group is making efforts to enhance its profitability by increasing revenues and controlling costs and general and administrative expenditures, while closely watching its revenue growth ratio, gross margin ratio, operating margin ratio and other figures. (3) Medium and Long-term Business Strategies The IIJ Group recognizes that customer needs and demands for the use of network system will become more advanced and diverse as internet use in business and public organizations are increasing due to the expand in broadband network. We foresee a favorable business environment to continue as higher reliability and outsourcing needs for network system will continue to increase affected by the needs for security solutions. On the contrary, we see that the competition with competitors for internet connectivity, value-added services and systems integration will further deepen. While price competitions for Internet connectivity services are still severe, we believe we can be competitive by providing solutions together with value-added services and systems integration. We believe that it is important to promote its research and development for Internet, to continuously provide our customers with reliable and value-added solutions for the enhancement of the IIJ Group business. (4) Issues that should be addressed Although the environment surrounding the IIJ Group is very favorable, it is important for the IIJ Group to continue to provide reliable and highly value-added services at the right timing to capture the needs for network system of enterprises and public organizations. It is also important for the medium and long term business to investigate the opportunity of business enhancement by M&A and creating new business, to promote partnerships with business partners. We believe it is very important to enhance its corporate governance as a group to promote an effective business. In the fiscal year ended March 31, 2007, the IIJ Group will continue its efforts to increase revenues and profits, promote its research and development, introduce new services, investigate business partnerships including investments and enhance its corporate governance. It is also important for the IIJ Group to attract and educate excellent engineers and sales personnel to maintain its growth in the future, and the IIJ Group is especially focusing on educating recent graduates. The IIJ Group recruited 82 recent graduates in the fiscal year ended March 31, 2007 and 83 recent graduates joined the IIJ Group in April 2007. (5) Other Issues to be addressed IIJ provides Internet connectivity services for the amount of JPY 702 thousand, to Applied Research Institute, Inc. which Koichi Suzuki, president and CEO of IIJ has 100% voting right. It is conducted under normal business relationship. Consolidated Financial Statements (Unaudited) (From April 1, 2006 through March 31, 2007) (1) Consolidated Balance Sheets ---------------------------------------------------------------------- As of March 31, As of March 31, 2007 2006 Change ---------------------------------------------------------------------- Thousands of U.S. Thousands Thousands Thousands Dollars of Yen % of Yen % of Yen ---------------------------------------------------------------------- ASSETS CURRENT ASSETS: Cash 115,299 13,554,544 13,727,021 (172,477) Accounts receivable, net of allowance for doubtful accounts of JPY 32,489 thousand and JPY 23,411 thousand at March 31, 2007 and March 31, 2006, respectively 82,305 9,675,725 11,962,304 (2,286,579) Short term investment 103 12,093 - 12,093 Inventories 9,451 1,111,086 851,857 259,229 Prepaid expenses 8,959 1,053,270 1,031,325 21,945 Other current assets, net of allowance for doubtful accounts of JPY 4,570 thousand and JPY 33,250 thousand at March 31, 2007 and March 31, 2006, respectively 7,916 930,571 214,121 716,450 --------------------- ----------- ----------- Total current assets 224,033 26,337,289 55.2 27,786,628 54.8 (1,449,339) INVESTMENTS IN AND ADVANCES TO EQUITY METHOD INVESTEES, net of loan loss valuation allowance of JPY 16,701 thousand at March 31, 2007 and March 31, 2006. 7,302 858,490 1.8 1,162,971 2.3 (304,481) OTHER INVESTMENTS 24,173 2,841,741 6.0 8,020,705 15.8 (5,178,964) PROPERTY AND EQUIPMENT--Net 83,637 9,832,396 20.6 10,299,496 20.3 (467,100) INTANGIBLE ASSETS--Net 24,472 2,876,894 6.0 632,594 1.2 2,244,300 GUARANTEE DEPOSITS 14,343 1,686,141 3.5 1,549,653 3.1 136,488 OTHER ASSETS, net of allowance for doubtful accounts of JPY 69,050 thousand and JPY 40,980 thousand at March 31, 2007 and March 31, 2006, respectively 27,731 3,260,053 6.9 1,252,942 2.5 2,007,111 --------------------- ----------- ----------- TOTAL 405,691 47,693,004 100.0 50,704,989 100.0 (3,011,985) --------------------- ----------- ----------- As of March 31, As of March 31, 2007 2006 Change ---------------------------------------------------------------------- Thousands of U.S. Thousands of Thousands of Thousands Dollars Yen % Yen % of Yen ---------------------------------------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Short-term borrowings 51,463 6,050,000 4,555,000 1,495,000 Long-term borrowings- current portion 2,467 290,000 1,989,963 (1,699,963) Payable under securities loan agreement - - 999,600 (999,600) Capital lease obligations- current portion 25,121 2,953,173 3,003,914 (50,741) Accounts payable 72,004 8,464,835 10,107,942 (1,643,107) Accrued expenses 7,633 897,355 540,027 357,328 Accrued retirement and pension costs 72 8,428 - 8,428 Other current liabilities 21,003 2,469,058 1,702,208 766,850 --------------------- ------------ ----------- Total current liabilities 179,762 21,132,849 44.3 22,898,654 45.2 (1,765,805) LONG-TERM BORROWINGS - - - 290,000 0.6 (290,000) CAPITAL LEASE OBLIGATIONS-- Noncurrent 36,733 4,318,309 9.1 4,980,659 9.8 (662,350) ACCRUED RETIREMENT AND PENSION COSTS 6,380 750,042 1.5 223,332 0.4 526,710 OTHER NONCURRENT LIABILITIES 4,803 564,618 1.2 827,086 1.6 (262,468) --------------------- ------------ ----------- Total Liabilities 227,678 26,765,818 56.1 29,219,731 57.6 (2,453,913) --------------------- ------------ ----------- MINORITY INTEREST 6,934 815,182 1.7 1,263,320 2.5 (448,138) --------------------- ------------ ----------- COMMITMENTS AND CONTINGENCIES - - - - - - SHAREHOLDERS' EQUITY: Common-stock -authorized, 377,600 shares; issued and outstanding, 204,300 shares at March 31, 2007 and March 31, 2006 143,194 16,833,847 35.3 16,833,847 33.2 0 Additional paid-in capital 226,261 26,599,217 55.8 26,599,217 52.5 0 Accumulated deficit (206,454)(24,270,769)(50.9)(29,680,482)(58.5) 5,409,713 Accumulated other comprehensive income 8,078 949,709 2.0 6,553,594 12.9 (5,603,885) Treasury stock--777 shares held by an equity method investee at March 31, 2006 - - - (84,238) (0.2) 84,238 --------------------- ------------ ----------- Total shareholders' equity 171,079 20,112,004 42.2 20,221,938 39.9 (109,934) --------------------- ------------ ----------- TOTAL 405,691 47,693,004 100.0 50,704,989 100.0 (3,011,985) --------------------- ------------ ----------- ---------------------------------------------------------------------- (Note) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. (2) Consolidated Statements of Income ---------------------------------------------------------------------- Fiscal Year Ended March 31, 2007 -------------------------------- Thousands % of of U.S. Thousands total Dollars of Yen revenues ---------------------------------------------------------------------- REVENUES: Connectivity and value-added services: Dedicated access 91,797 10,791,703 Dial-up access 20,554 2,416,307 Value-added services 63,079 7,415,533 Other 31,725 3,729,633 --------------------- Total 207,155 24,353,176 Systems integration 259,672 30,527,081 Equipment sales 18,496 2,174,324 --------------------- Total revenues 485,323 57,054,581 100.0 --------------------- COST AND EXPENSES: Cost of connectivity and value-added services 174,765 20,545,358 Cost of systems integration 200,145 23,529,045 Cost of equipment sales 16,104 1,893,216 --------------------- Total cost 391,014 45,967,619 80.6 Sales and marketing 29,251 3,438,725 6.0 General and administrative 33,776 3,970,692 7.0 Research and development 1,508 177,273 0.3 --------------------- Total cost and expenses 455,549 53,554,309 93.9 --------------------- OPERATING INCOME 29,774 3,500,272 6.1 --------------------- OTHER INCOME: Interest income 196 23,037 Interest expense (3,381) (397,439) Foreign exchange gains (losses) (3) (297) Gain on other investments--net 15,877 1,866,510 Other--net 482 56,605 --------------------- Other income--net 13,171 1,548,416 2.7 --------------------- INCOME FROM OPERATIONS BEFORE INCOME TAX EXPENSE (BENEFIT), MINORITY INTERESTS AND EQUITY IN NET LOSS OF EQUITY METHOD INVESTEES 42,945 5,048,688 8.8 --------------------- INCOME TAX EXPENSE (BENEFIT) (6,839) (803,943) (1.4) MINORITY INTERESTS IN EARNINGS OF SUBSIDIARIES (1,979) (232,719) (0.4) EQUITY IN NET LOSS OF EQUITY METHOD INVESTEES (1,788) (210,199) (0.3) --------------------- NET INCOME 46,017 5,409,713 9.5 ---------------------------------------------------------------------- (2) Consolidated Statements of Income ---------------------------------------------------------------------- Fiscal Year Ended March 31, 2006 Change ---------------------------------- % of Thousands total Thousands of Yen revenues of Yen ---------------------------------------------------------------------- REVENUES: Connectivity and value-added services: Dedicated access 10,625,268 166,435 Dial-up access 2,673,808 (257,501) Value-added services 6,249,891 1,165,642 Other 3,673,872 55,761 ------------ ----------- Total 23,222,839 1,130,337 Systems integration 23,504,537 7,022,544 Equipment sales 3,085,208 (910,884) ------------ ----------- Total revenues 49,812,584 100.0 7,241,997 ------------ ----------- COST AND EXPENSES: Cost of connectivity and value- added services 20,077,990 467,368 Cost of systems integration 18,120,418 5,408,627 Cost of equipment sales 2,818,036 (924,820) ------------ ----------- Total cost 41,016,444 82.4 4,951,175 Sales and marketing 3,079,526 6.2 359,199 General and administrative 3,147,315 6.3 823,377 Research and development 158,155 0.3 19,118 ------------ ----------- Total cost and expenses 47,401,440 95.2 6,152,869 ------------ ----------- OPERATING INCOME 2,411,144 4.8 1,089,128 ------------ ----------- OTHER INCOME: Interest income 13,099 9,938 Interest expense (437,364) 39,925 Foreign exchange gains (losses) 3,470 (3,767) Gain on other investments--net 3,197,690 (1,331,180) Other--net 190,520 (133,915) ------------ ----------- Other income--net 2,967,415 6.0 (1,418,999) ------------ ----------- INCOME FROM OPERATIONS BEFORE INCOME TAX EXPENSE (BENEFIT), MINORITY INTERESTS AND EQUITY IN NET LOSS OF EQUITY METHOD INVESTEES 5,378,559 10.8 (329,871) ------------ ----------- INCOME TAX EXPENSE (BENEFIT) 257,360 0.5 (1,061,303) MINORITY INTERESTS IN EARNINGS OF SUBSIDIARIES (353,883) (0.7) 121,164 EQUITY IN NET LOSS OF EQUITY METHOD INVESTEES (13,746) (0.1) (196,453) ------------ ----------- NET INCOME 4,753,570 9.5 656,143 ---------------------------------------------------------------------- Fiscal Year Ended Fiscal Year Ended March 31, 2007 March 31, 2006 ------------------------------------- U.S. Dollars Yen Yen ---------------------------------------------------------------------- BASIC WEIGHTED- AVERAGE NUMBER OF SHARES 203,992 195,613 DILUTED WEIGHTED- AVERAGE NUMBER OF SHARES 204,244 195,955 BASIC NET INCOME PER SHARE 226 26,519 24,301 DILUTED NET INCOME PER SHARE 225 26,487 24,258 ---------------------------------------------------------------------- (Note) 1) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. 2) IIJ conducted a 1 for 5 stock split effective on October 11, 2005. The numbers of shares of common stock authorized, and issued and outstanding, and shares held by an equity method investee in this table are calculated with the assumption that the stock split was made at the beginning of FY2005. (3) Consolidated Statements of Shareholders' Equity Consolidated statements of shareholders' equity for the fiscal year ended March 31, 2007 (Unit: Thousands of Yen) ---------------------------------------------------------------------- Shares of Common Stock Outstanding (Including Treasury Additional Stock) Common Paid-in Accumulated (Shares) Stock Capital Deficit ---------------------------------------------------------------------- BALANCE, APRIL 1, 2006 204,300 16,833,847 26,599,217 (29,680,482) Net income 5,409,713 Other comprehensive loss, net of tax Total comprehensive loss Adjustment to initially apply SFAS158, net of tax Decrease of common stock due to exclusion of an equity method investee ---------------------------------------------------------------------- BALANCE, MARCH 31, 2007 204,300 16,833,847 26,599,217 (24,270,769) ---------------------------------------------- Accumulated Other Comprehensive Treasury Income Stock Total ---------------------------------------------------------------------- BALANCE, APRIL 1, 2006 6,553,594 (84,238)20,221,938 Net income 5,409,713 Other comprehensive loss, net of tax (5,492,154) (5,492,154) ----------- Total comprehensive loss (82,441) Adjustment to initially apply SFAS158, net of tax (111,731) (111,731) Decrease of common stock due to exclusion of an equity method investee 84,238 84,238 ---------------------------------------------------------------------- BALANCE, MARCH 31, 2007 949,709 0 20,112,004 ---------------------------------- Consolidated statements of shareholders' equity for the fiscal year ended March 31, 2007 (Unit: Thousands of U.S. Dollars) ---------------------------------------------------------------------- Shares of Common Stock Outstanding (Including Treasury Additional Stock) Common Paid-in Accumulated (Shares) Stock Capital Deficit ---------------------------------------------------------------------- BALANCE, APRIL 1, 2006 204,300 143,194 226,261 (252,471) Net income 46,017 Other comprehensive loss, net of tax Total comprehensive loss Adjustment to initially apply SFAS158, net of tax Decrease of common stock due to exclusion of an equity method investee BALANCE, MARCH 31, 2007 204,300 143,194 226,261 (206,454) ----------------------------------------- ---------------------------------------------------------------------- Accumulated Other Comprehensive Treasury Income Stock Total ---------------------------------------------------------------------- BALANCE, APRIL 1, 2006 55,747 (717) 172,014 Net income 46,017 Other comprehensive loss, net of tax (46,718) (46,718) -------- Total comprehensive loss (701) Adjustment to initially apply SFAS158, net of tax (951) (951) Decrease of common stock due to exclusion of an equity method investee 717 717 BALANCE, MARCH 31, 2007 8,078 0 171,079 -------------------------------- ---------------------------------------------------------------------- (Note) 1) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. Consolidated statements of shareholders' equity for the fiscal year ended March 31, 2006 (Unit: Thousands of Yen) ---------------------------------------------------------------------- Shares of Common Stock Outstanding (Including Treasury Additional Stock) Common Paid-in Accumulated (Shares) Stock Capital Deficit ---------------------------------------------------------------------- BALANCE, APRIL 1, 2005 191,800 13,765,372 23,637,628 (34,434,052) Net income 4,753,570 Other comprehensive loss, net of tax Total comprehensive income Issuance of common stock, net of issuance cost 12,500 3,068,475 2,961,589 Purchase of common stock by an equity method investee ---------------------------------------------------------------------- BALANCE, MARCH 31, 2006 204,300 16,833,847 26,599,217 (29,680,482) ---------------------------------------------- Accumulated Other Comprehensive Treasury Income Stock Total ---------------------------------------------------------------------- BALANCE, APRIL 1, 2005 8,690,125 (44,000) 11,615,073 Net income 4,753,570 Other comprehensive loss, net of tax (2,136,531) (2,136,531) ----------- Total comprehensive income 2,617,039 Issuance of common stock, net of issuance cost 6,030,064 Purchase of common stock by an equity method investee (40,238) (40,238) ---------------------------------------------------------------------- BALANCE, MARCH 31, 2006 6,553,594 (84,238) 20,221,938 ----------------------------------- (4) Condensed Consolidated Statements of Cash Flows ---------------------------------------------------------------------- Fiscal Year Ended Fiscal Year Ended March 31, March 31, 2007 2006 Change ------------------------------------------ Thousands of U.S. Thousands Thousands Thousands Dollars of Yen of Yen of Yen ---------------------------------------------------------------------- OPERATING ACTIVITIES: Net income 46,017 5,409,713 4,753,570 656,143 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 35,965 4,228,048 4,209,037 19,011 Provision for (reversal of) doubtful accounts and advances 104 12,232 (12,009) 24,241 Gains on other investments--net (15,877)(1,866,510)(3,197,690) 1,331,180 Foreign exchange losses (gains) 19 2,226 (7,825) 10,051 Equity in net loss of equity method investees 1,788 210,199 13,746 196,453 Minority interests in earnings of subsidiaries 1,979 232,719 353,883 (121,164) Deferred income tax benefit (12,714)(1,494,685) (230,841)(1,263,844) Others 4,542 534,035 215,480 318,555 Changes in operating assets and liabilities: Decrease (increase) in accounts receivable 20,212 2,376,126 (4,460,173) 6,836,299 Increase in inventories, prepaid expenses and other current and noncurrent assets (10,505)(1,235,003)(1,390,398) 155,395 Decrease (increase) in accounts payable (15,932)(1,872,969) 4,975,623 (6,848,592) Increase in accrued expenses, other current and noncurrent liabilities 7,361 865,376 1,336,421 (471,045) ---------------------------------------------------------------------- Net cash provided by operating activities 62,959 7,401,507 6,558,824 842,683 ---------------------------------------------------------------------- INVESTING ACTIVITIES: Purchase of property and equipment (10,955)(1,287,906) (919,366) (368,540) Purchase of short-term and other investments (22,091)(2,597,020) (674,569)(1,922,451) Investment in an equity method investee - - (750,000) 750,000 Proceeds from sales of investment in an equity method investee 1,581 185,900 - 185,900 Purchase of subsidiary stock from minority shareholders (26,180)(3,077,764) (192,142)(2,885,622) Proceeds from sales and redemption of short-term and other investments 33,977 3,994,361 3,613,239 381,122 Acquisition of a newly controlled company, net of cash acquired - - 229,457 (229,457) Acquisition of businesses (636) (74,751) - (74,751) Refund (payment) of guarantee deposits--net (1,007) (118,411) 506,795 (625,206) Other (324) (38,020) (8,564) (29,456) ---------------------------------------------------------------------- Net cash provided by (used in) investing activities (25,635)(3,013,611) 1,804,850 (4,818,461) ---------------------------------------------------------------------- Fiscal Year Ended Fiscal Year Ended March 31, March 31, 2007 2006 Change ------------------------------------------ Thousands of U.S. Thousands Thousands Thousands Dollars of Yen of Yen of Yen ---------------------------------------------------------------------- FINANCING ACTIVITIES: Proceeds from issuance of short-term borrowings with initial maturities over three months and long-term borrowings 89,316 10,500,000 1,000,000 9,500,000 Repayments of short-term borrowings with initial maturities over three months and long-term borrowings (64,988)(7,639,963)(2,986,056)(4,653,907) Proceeds from securities loan agreement 8,997 1,057,680 4,897,040 (3,839,360) Repayments of securities loan agreement (17,500)(2,057,280)(5,626,960) 3,569,680 Principal payments under capital leases (27,729)(3,259,875)(3,105,519) (154,356) Net decrease in short-term borrowings (28,538)(3,355,000) (169,633)(3,185,367) Proceeds from issuance of subsidiary stock to minority shareholders 1,656 194,679 - 194,679 Proceeds from issuance of common stock, net of issuance cost - - 6,030,064 (6,030,064) ---------------------------------------------------------------------- Net cash provided by (used in) financing activities (38,786)(4,559,759) 38,936 (4,598,695) ---------------------------------------------------------------------- EFFECT OF EXCHANGE RATE CHANGES ON CASH (5) (614) 37,934 (38,548) NET INCREASE (DECREASE) IN CASH (1,467) (172,477) 8,440,544 (8,613,021) CASH, BEGINNING OF EACH PERIOD 116,766 13,727,021 5,286,477 8,440,544 ---------------------------------------------------------------------- CASH, END OF EACH PERIOD 115,299 13,554,544 13,727,021 (172,477) ---------------------------------------------------------------------- ---------------------------------------------------------------------- ADDITIONAL CASH FLOW INFORMATION: Interest paid 3,262 383,461 426,692 (43,231) Income taxes paid 2,959 347,826 148,101 199,725 NONCASH INVESTING AND FINANCING ACTIVITIES: Acquisition of assets by entering into capital leases 22,667 2,664,706 3,842,952 (1,178,246) Exchange of common stock investment due to merger: Market value of common shares acquired - - 7,390 (7,390) Cost of investment - - 2,584 (2,584) Acquisition of business and a company: Assets acquired 2,010 236,307 843,485 (607,178) Cash paid (636) (74,751) (733,589) 658,838 Liabilities assumed 1,374 161,556 109,896 51,660 ---------------------------------------------------------------------- (Note) 1) The U.S. dollar amounts represent translations of yen amounts at the rate of JPY 117.56, which was the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York prevailing as of March 30, 2007. Principal Standard Items for Preparation of Consolidated Financial Statements ----------------------------------------------------------------------------- The Terminology, Form, and Preparation Methods for the Consolidated Financial Statements The consolidated financial statements have been prepared under the accounting principles, procedures and ways of presentations requested for the issuance of American Depository Receipts ("ADRs") and others (generally accepted accounting principles in the United States of America ("U.S. GAAP"), including Accounting Research Bulletins ("ARB"), Accounting Principles Board ("APB") Opinions, Statement of Financial Accounting Standards ("SFAS") and related interpretation guidelines) in accordance with the provisions of article 87 "provisions for the terminology, form, and preparation methods for consolidated financial statements" (Ministry of Finance, ordinance No. 28, 1976). IIJ registered the issuance of ADR under the United States Securities and Exchange Commission ("the United States SEC") and listed the ADR on NASDAQ market ("NASDAQ National Market") in August 1999. Accordingly, IIJ regularly files its annual report on Form 20-F in English with the United States SEC, including consolidated financial statements in English prepared under U.S. GAAP, in accordance with Rule 13 of the U.S. Securities Exchange Act of 1934, as amended. Summary of Significant Accounting Policies Basis of Presentation IIJ maintains its record in accordance with generally accepted accounting principles in Japan. Certain adjustment and reclassifications have been incorporated in the consolidated financial statements to conform to generally accepted accounting principles in the U.S. GAAP. These adjustments were not recorded in the statutory accounts. Consolidation The consolidated financial statements include the accounts of IIJ and all of its subsidiaries, Net Care, Inc. ("Net Care"), IIJ Technology Inc. ("IIJ-Tech"), IIJ Financial Systems Inc. ("IIJ-FS"), Net Chart Japan Inc. ("Net Chart") and IIJ America, Inc. ("IIJ America"), which have fiscal years ending March 31, except for IIJ America. IIJ America's fiscal year end is December 31 and such date was used for purposes of preparing the consolidated financial statements as it is not practicable for the subsidiary to report its financial results as of March 31. There were no significant events that occurred during the intervening period that would require adjustment to or disclosure in the consolidated financial statements. Significant inter-company transactions and balances have been eliminated in consolidation. Investments in companies over which IIJ has significant influence but do not control are accounted for by the equity method. For other than a temporary decline in the value of investments in equity method investee below the carrying amount, the investment is reduced to fair value and an impairment loss is recognized. A subsidiary or equity method investee may issue its shares to third parties at amounts per share in excess of or less than the Company's average per share carrying value. With respect to such transactions, the resulting gains or losses arising from the change in ownership are recorded in income for the year in which such shares are issued. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions used are primarily in the areas of impairment loss on advances to equity method investee, valuation allowances for deferred tax assets, allowance for doubtful accounts, and estimated lives of fixed assets. Actual results could differ from those estimates. Revenue Recognition Revenues from customer connectivity services consist principally of dedicated Internet access services and dial-up Internet access services. Dedicated Internet access services represent full-line IP services and standard-level IP services (T1 Standard, IIJ FiberAccess/F Service and others). Dial-up Internet access services are provided to both enterprises and individuals (IIJ4U). The term of these contracts is one year for dedicated Internet access services and generally one month for dial-up Internet access services. All these services are billed and recognized monthly on a straight-line basis. Value-added service revenues consist principally of sales of various Internet access-related services such as firewall services. Value-added services also 1 include monthly fees from data center services such as housing, monitoring, and security services. Other revenues under connectivity and value-added services consist principally of call-center customer support and wide-area network services to construct networks that connect multiple operational sites for customers. The terms of these services are generally for one year and revenues are recognized on a straight-line basis during the service period. Initial set up fees received in connection with connectivity services and value-added services are deferred and recognized over the contract period. Systems integration revenues consist principally of the consultation of Internet network systems, design, development or construction and related maintenance, monitoring and other operating services. The period for the development of the systems or designs is less than one year and revenues are recognized when network systems and equipment are delivered and accepted by the customer. The development of the Internet network systems or design includes multiple element arrangements such as consultation, planning, systems design, and construction services, and equipment and software purchased from third parties. When the equipment or software is delivered prior to other elements of the arrangement or systems construction, revenue is deferred until other service elements are completed and accepted by the customer. Maintenance, monitoring, and operating service revenues are recognized ratably over the separate contract period, which is generally for one year. Systems integration service is subject to the Emerging Issues Task Force ("EITF") of the Financial Accounting Standards Board ("FASB") Issue No. 00-21, "Revenue Arrangements with Multiple Deliverables" which was adopted as of April 1, 2004. Equipment sales are reported on a gross basis or net basis in accordance with EITF Issue No. 99-19 "Reporting Revenue Gross as a Principal versus Net as an Agent". Revenues are recognized when equipments are delivered and accepted by the customer. Allowance for Doubtful Accounts An allowance for doubtful accounts is established in amounts considered to be appropriate based primarily upon the Company's past credit loss experience and an evaluation of potential losses in the receivables outstanding. Other Investments In accordance with SFAS No. 115, "Accounting for Certain Investments in Debt and Equity Securities," all marketable equity securities are classified as available-for-sale securities, which are accounted for at fair value with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive income (loss). The cost of securities sold is determined based on average cost. The Company reviews the fair value of available-for-sale investments on a regular basis to determine if the fair value of any individual investment has declined below its cost and if such decline is other than temporary. If the decline in value is judged to be other than temporary, the cost basis of the investment is written down to fair value. Other than temporary declines in value are determined taking into consideration the extent of decline in fair value, the length of time that the decline in fair value below cost has existed and events that might accelerate the recognition of impairment. The resulting realized loss is included in the consolidated statements of operations in the period in which the decline was deemed to be other than temporary. Non-marketable equity securities are carried at cost as fair value is not readily determinable. If the value of a security is estimated to have declined and such decline is judged to be other than temporary, the security is written down to the fair value. Determination of impairment is based on the consideration of such factors as operating results, business plans and change in the regulatory, economic or technological environment of the investee. Fair value is determined as the Company's interest in the net assets of investee. Inventories Inventories consist mainly of network equipment purchased for resale and work-in-process for development of Internet network systems. Network equipment purchased for resale is stated at the lower of cost, which is determined by the average-cost method, or market. Work-in-process for development of network systems is stated at the lower of actual production costs, including overhead cost, or market. Inventories are reviewed periodically and items considered to be slow-moving or obsolete are written down to their estimated net realizable value. Lease Capital Lease that meet specific criteria noted in SFAS No.13, "Accounting for Leases", are capitalized at the inception of the lease at the present value 2 of the minimum lease payments. All other leases are accounted for as operating leases. Lease payments for capital leases are apportioned to interest expense and a reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Operating lease payments are recognized as an expense on a straight-line basis over the lease term. Property and Equipment Property and equipment are recorded at cost. Depreciation and amortization of property and equipment, including purchased software and capitalized leases, are computed principally using the straight-line method based on either the estimated useful lives of assets or the lease period, whichever is shorter. The useful lives for depreciation and amortization by major asset classes are as follows: -------------------------------------------------------------------------------- Range of useful lives -------------------------------------------------------------------------------- Data communications, office and other equipment 2 to 15 years Leasehold improvements 3 to 15 years Purchased software 5 years Capitalized leases 4 to 7 years -------------------------------------------------------------------------------- Impairment of Long-Lived Assets Long-lived assets consist principally of property and equipment, including those items leased under capital leases. Under SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets," ("SFAS No. 144"), the Company evaluates the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. There was no impairment loss for long-lived assets for the fiscal year ended March 31, 2006 and 2007. Goodwill and Intangible Assets Under SFAS No. 142, "Goodwill and Other Intangible Assets," ("SFAS No. 142"), goodwill (including equity-method goodwill) and intangible assets that are deemed to have indefinite useful lives are not amortized, but are subject to impairment testing. Impairment testing is required to be performed at adoption and annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company selected March 31 as its annual impairment testing date. Pension and severance indemnities plans The company has pensions plans and, or severance indemnities plans. The cost of the pension plans and severance indemnities plans are accrued based on amounts determined using actuarial methods, in accordance with SFAS No. 87, "Employers' Accounting for Pensions". In September 29, 2006, the FASB issued SFAS No.158, "Employers' Accounting for Defined Benefit and Other Retirement Benefit Plans, an amendment of the FASB statements No. 87, 88, 106, and 132R." SFAS No. 158 which requires the employer to; 1) to fully recognize the funded status of the defined benefit plans, measured as the difference between plan assets at fair value and the benefit obligation in its consolidated balance sheet, 2) to recognize as a component of other comprehensive income, net of tax, the gains or losses and prior service costs or credits that arise during the period but are not recognized as components of net periodic benefit cost, 3) to measure defined benefit plan assets and obligations as of the date of the employer's fiscal year-end statement of consolidated financial position, 4) to disclose in the notes to consolidated financial statements additional information about certain effects on net periodic benefit cost for the next fiscal year that arise from delayed recognition of the gains or losses, prior service costs or credits, and transition asset or obligation. The Company has adopted SFAS No.158 from the fiscal year ended March 31, 2007. The effect of adoption of SFAS No. 158 on IIJ's consolidated financial position was a decrease in total shareholders' equity by JPY 111,731 thousand. Income Taxes The provision for income taxes is based on earnings before income taxes and includes the effects of temporary differences between assets and liabilities recognized for financial reporting purposes and income tax purposes and operating loss carryforwards. Valuation allowances are provided against assets that are not likely to be realized. Foreign Currency Transactions Foreign currency assets and liabilities, which consist substantially of cash and accounts payable for connectivity leases to international carriers 3 denominated in U.S. dollars, are stated at the amount as computed by using year-end exchange rates and the resulting transaction gain or loss is recognized in earnings. Derivative Financial Instruments All derivatives are recorded at fair value as either asset or liabilities in the balance sheet in accordance with SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities," as amended by SFAS No. 138 and No. 149 (collectively, "SFAS No. 133"). In accordance with SFAS No. 133, the Company designated interest swap contracts as a hedge of the variability of cash flows to be paid related to interest on floating rate borrowings (cash flow hedge) and an effective portion of the derivative's gain or loss is initially reported as a component of other comprehensive income and subsequently reclassified into earnings when the underlying transaction affects earnings. An ineffective portion of the gain or loss is reported in earnings immediately. The Company enters into contracts to hedge interest rate risks and does not enter into contracts or utilize derivatives for trading purposes. Stock-based Compensation The Company accounts for stock-based compensation in accordance with revised SFAS No.123, "Share-based Payments", adopted on April 1, 2006. Revised SFAS No.123 requires compensation expense for stock options and other share-based payment to be measure and recorded based on the instruments' fair value. The company has adopted revised SFAS No.123 and the related FASB Staff Positions ("FSP") on April 1, 2006 by using modified prospective application, which requires recognizing expenses for options granted prior to the adoption date equal to the fair value of unvested amounts over the remaining vesting period. The portion of these options' fair value attributable to vested awards prior to the adoption of revised SFAS No.123 had no impact on the Company's consolidated financial position or results of preparation. Research and Development Research and development costs are expensed as incurred. Advertising Advertising costs are expensed as incurred. Basic and Diluted Net Income per Share Basic net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the fiscal year. Diluted net income per share reflects the potential dilutive effect of stock options. (See "NET INCOME PER SHARE (Unaudited)" in the latter part of this document for reference.) Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of translation adjustments resulting from the translation of financial statements of a foreign subsidiary, unrealized gains or losses on available-for-sale securities, gains or losses on cash flow hedging derivative instruments. Segment Reporting SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information," establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise that engages in business activities from which it may earn revenues and incur expense and for which separate financial information is available that is evaluated regularly by the chief operation decision maker in deciding how to allocate resources and in assessing performance. The Company provides a comprehensive range of network solutions to meet its customers' needs by cross-selling a variety of services, including Internet connectivity services, value-added services, systems integration and sales of network-related equipment. The Company's chief operating decision maker, who is IIJ's President and Representative Director, regularly reviews the revenue and cost of sales on a consolidated basis and makes decisions regarding how to allocate resources and assess performance based on a single operating unit. New Accounting Standards In June 2006, the FASB implemented FASB Interpretation No. 48 "Accounting for Uncertainty in Income Taxes ("FIN No. 48")", an interpretation of FASB Statement No. 109 to clarify the accounting for uncertainty in income taxes recognized in an enterprise's financial statements in accordance with FASB Statement No. 109, Accounting for Income Taxes. FIN No. 48 prescribes a 4 recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. FIN No. 48 is effective from fiscal years beginning after December 15, 2006. The Company is currently evaluating the impact of FIN No.48 on the Company's consolidated financial position or results of operation. In September 2006, FASB issued SFAS No.157, "Fair Value Measurements." SFAS No.157 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. SFAS No.157 is effective from fiscal years beginning after November 15, 2007. The Company is currently evaluating the impact of SFAS No.157 on the Company's consolidated financial position or results of operation. NET INCOME PER SHARE (Unaudited) -------------------------------- The basic net income per share and diluted net income per share in the fiscal year ended March 31, 2006 and 2007 was as follows. The 1 for 5 stock split that IIJ conducted effective on October 11, 2005 is considered for the calculation below. -------------------------------------------------------------------------------------------------------------------------------- Fiscal Year Ended March 31, 2006 Fiscal Year Ended March 31, 2007 ----------------------------------------------- ----------------------------------------------- Net income Shares Per share Net income Shares Per share (numerator) (denominator) (numerator) (denominator) -------------------------------------------------------------------------------------------------------------------------------- Thousand of Yen Shares Yen Thousand of Yen Shares Yen Basic net income per share Net income 4,753,570 195,613 240,301 5,409,713 203,992 26,519 Dilutive effect by potential common shares Stock option - 342 - 252 Diluted net income per share Net income 4,753,570 195,955 24,258 5,409,713 204,244 26,487 -------------------------------------------------------------------------------------------------------------------------------- For the fiscal year ended March 31, 2007 and 2006, the number of the potential common shares excluded from the computation of diluted net income per share because the exercise prices of the options were greater than the average market price of the common shares was 975 shares. SUBSEQUENT EVENTS (Unaudited) ----------------------------- On March 29, 2007, IIJ's board of directors resolved to acquire 100% of the equity of hi-ho, Inc. from Panasonic Network services Inc. ("PNS") for JPY 1,200 million and signed definitive agreement with PNS. The acquisition will become effective on June 1, 2007. IIJ Group will take over the Internet service business that PNS provides under the "hi-ho" brand and the solution business that PNS provides to its corporate customers. On April 5, 2007, IIJ's board of directors resolved that IIJ make the two consolidated subsidiaries, IIJ Technology Inc. and Net Care, Inc. 100% owned through share exchanges. The share exchange became effective on May 11, 2007 and on the same date the two consolidated subsidiaries became 100% owned. Through this share exchanges, IIJ has newly issued 2,178 common stocks of IIJ. OTHERS ------ Notes regarding leases, related party transactions, income tax effects, equity securities, derivatives, retirement benefits, stock option plans are omitted in the earnings release for the fiscal year ended March 31, 2007. 5 (Reference) STATUS OF PRODUCTION, RECEIPT OF ORDER AND SALES ACTIVITIES (unaudited) (1) Results of Production Results of production for the fiscal year ended March 31, 2007 is as follows. -------------------------------------------------------------------------------- Fiscal Year Ended March 31, 2007 -------------------------------------------------------------------------------- Thousands of Yen YoY Change (%) -------------------------------------------------------------------------------- Systems integration 23,910,824 +27.8 -------------------------------------------------------------------------------- Total 23,910,824 +27.8 -------------------------------------------------------------------------------- *1 Consumption tax is not included. *2 Results of production for Internet connectivity services, value-added services and equipment sales are not included, since the Company does not produce for. (2) Results of Receiving Orders Result of receiving orders for the fiscal year ended March 31, 2007 is as follows. --------------------------------------------------------------------------------------------------- Fiscal Year Ended March 31, 2007 --------------------------------------------------------------------------------------------------- Order received YoY Change Order backlog YoY Change (Thousands of Yen) (%) (Thousands of Yen) (%) --------------------------------------------------------------------------------------------------- Systems integration and 35,945,821 +27.9 9,470,757 +51.6 equipment sales --------------------------------------------------------------------------------------------------- Total 35,945,821 +27.9 9,470,757 +51.6 --------------------------------------------------------------------------------------------------- *1 Consumption tax is not included. *2 Results of receiving orders and order backlog for Internet connectivity services and value-added services are not included, since the Company does not produce for. *3 Systems integration and equipment sales are totaled, as they cannot be classified properly at the stage of receiving orders. (3) Results of Sales Activities Results of sales activities for the fiscal year ended March 31, 2007 is as follows. -------------------------------------------------------------------------------------------------------------------- Fiscal Year Ended Fiscal Year Ended March 31, 2006 March 31, 2007 Change -------------------------------------------------------------------------------------------------------------------- Thousands of Yen Thousands of Yen Thousands of Yen -------------------------------------------------------------------------------------------------------------------- Connectivity and value-added services: 23,222,839 24,353,176 1,130,337 Dedicated access 10,625,268 10,791,703 166,435 Dial-up access 2,673,808 2,416,307 (257,501) Value-added services 6,249,891 7,415,533 1,165,642 Other 3,673,872 3,729,633 55,761 -------------------------------------------------------------------------------------------------------------------- Systems integration 23,504,537 30,527,081 7,022,544 -------------------------------------------------------------------------------------------------------------------- Systems integration 12,295,624 16,659,629 4,364,005 Outsourced operation 11,208,913 13,867,452 2,658,539 -------------------------------------------------------------------------------------------------------------------- Equipment Sales 3,085,208 2,174,324 (910,884) -------------------------------------------------------------------------------------------------------------------- Total 49,812,584 57,054,581 7,241,997 -------------------------------------------------------------------------------------------------------------------- *1 Consumption tax is not included. *2 Sales to each customer and its ratio to aggregate sales for the fiscal year ended March 31, 2006 and 2007 are omitted as the ratios are less than 0.1. CONTACT: IIJ Investor Relations Office Taisuke ONO, +81-3-5259-6500 ir@iij.ad.jp http://www.iij.ad.jp/ EXHIBIT 2 [English Translation] May 15, 2007 ------------ Company name: 1-105 Kanda Jimbo-cho, Chiyoda-ku, Tokyo ------------------------------------------------------ Internet Initiative Japan Inc. ------------------------------ Company representative: Koichi Suzuki, President and Representative Director ---------------------------------------------------------------------------- (Stock Code Number: 3774 The First Section of the Tokyo Stock Exchange) ----------------------------------------------------------------------- Contact: Akihisa Watai, Director and CFO ---------------------------------------- TEL: 03-5259-6500 ----------------- Information on the Affiliated Company ------------------------------------- 1. Information on the affiliated company (as of March 31, 2007) ----------------------------------------------------------------------------------------------- Parent and Other Type Its Ownership Securities Exchanges where its Company Percentage (%) Shares are Listed ----------------------------------------------------------------------------------------------- Tokyo Stock Exchange, Inc. (First Section) Osaka Securities Exchange, Co., Nippon Telegraph IIJ is NTT's Ltd. (First Section) and Telephone affiliate 29.70 Nagoya Stock Exchange, Inc. Corporation company (4.99) (First Section) Fukuoka Stock Exchange Sapporo Stock Exchange New York Stock Exchange, Inc. London Stock Exchange plc. ----------------------------------------------------------------------------------------------- (Notes) 1. The percentage in parentheses is the indirect ownership by NTT included in the figure above. 2. On April 5, 2007, IIJ's board of directors resolved that IIJ make the two consolidated subsidiaries, IIJ Technology Inc. and Net Care, Inc. 100% owned through share exchanges and has issued 2,178 share of common stock of IIJ, effective May 11, 2007. After this exchange, the number of shares of common stock of IIJ as of May 15, 2007 increased to 206,478 shares. 2. Position of the Listed Company (IIJ) in the Group of the Parent Company and other Companies a. Position of the Listed Company (IIJ) in the Group of the Parent Company The ownership percentage by NTT, which is IIJ's largest shareholder, was 29.7% as of March 31, 2007, including its indirect ownership. However, IIJ's sales activities are not affected by NTT's ownership in IIJ and IIJ is maintaining its management independence. b. Personal Relationships with the Parent Company, other Related Company and their Group Companies IIJ's board of directors consists of 13 members including 4 outside directors. Takashi Hiroi, an outside director (part-time director) of IIJ, is an employee of NTT (Senior Manager, Corporate Management Strategy Division of NTT). However, he is monitoring IIJ's business operations as an outside director and does not have any personal relationships, such as family relationships, with IIJ's other directors and auditors. He did not acquire any interest such as capital or business relationships upon becoming an outside director. c. Business Relationship with NTT Group IIJ uses services provided by Nippon Telegraph and Telephone East Corporation ("NTT East") and Nippon Telegraph and Telephone West Corporation ("NTT West") for a significant portion of its access circuits, and services provided by NTT Communications Corporation ("NTT Communications") for a significant portion of its domestic and international backbones. The amount paid to NTT East and West, and to NTT Communications for their telecommunication circuits was JPY 902,844 thousand and JPY 4,593,122 thousand, respectively for the fiscal year ended March 31, 2007. Business transactions with the NTT Group are within the scope of normal business practices, and there is no special contract made in relation to the investment by NTT Group, as the business transactions existed before NTT Group became our largest shareholder. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Internet Initiative Japan Inc. Date: May 15, 2007 By: /s/ Koichi Suzuki ---------------------------------------------- Koichi Suzuki President, Chief Executive Officer and Representative Director