FORM 6-K
UNITED STATES
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 the month of April 2013
Commission File Number: 1-07952
KYOCERA CORPORATION
6 Takeda Tobadono-cho, Fushimi-ku,
Kyoto 612-8501, Japan
Indicate by check mark whether the registrant files or will file annual reports under cover of 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 Registration S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Registration S-T Rule 101(b)(7): ¨
SIGNATURE
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, thereto duly authorized.
KYOCERA CORPORATION |
/s/ SHOICHI AOKI |
Shoichi Aoki |
Director, |
Managing Executive Officer and |
General Manager of |
Corporate Financial and Accounting Group |
Date: April 25, 2013
Information furnished on this form:
Consolidated Financial Results of Kyocera Corporation and its Subsidiaries
for the Year Ended March 31, 2013
The consolidated financial information is prepared in accordance with accounting principles generally accepted in the United States of America.
1. Consolidated Financial Results for the Year Ended March 31, 2013 (Fiscal 2013)
(1) Consolidated results of operations |
(% of change from previous year) | |||||||||||||||||||||||||||||||
Net sales | Profit from operations | Income before income taxes | Net income attributable to shareholders of Kyocera Corporation |
|||||||||||||||||||||||||||||
Million yen | % | Million yen | % | Million yen | % | Million yen | % | |||||||||||||||||||||||||
Fiscal 2013 |
1,280,054 | 7.5 | 76,926 | (21.2 | ) | 101,363 | (11.8 | ) | 66,473 | (16.2 | ) | |||||||||||||||||||||
Fiscal 2012 |
1,190,870 | (6.0 | ) | 97,675 | (37.4 | ) | 114,893 | (33.3 | ) | 79,357 | (35.2 | ) |
(Note) Comprehensive income:
205,727 million yen in the year ended March 31, 2013, 164.3% of change from previous year
77,850 million yen in the year ended March 31, 2012, (22.5)% of change from previous year
Net income attributable to shareholders of Kyocera Corporation per share -Basic |
Net income attributable to shareholders of Kyocera Corporation per share -Diluted |
Ratio of net income attributable to shareholders of Kyocera Corporation to shareholders equity |
Ratio of income before income taxes to total assets |
Ratio of profit from operations to net sales |
||||||||||||||||
Yen | Yen | % | % | % | ||||||||||||||||
Fiscal 2013 |
362.36 | 362.36 | 4.3 | 4.7 | 6.0 | |||||||||||||||
Fiscal 2012 |
432.58 | 432.58 | 5.5 | 5.8 | 8.2 |
(Reference) Equity in losses of affiliates and unconsolidated subsidiaries:
(155) million yen in the year ended March 31, 2013 |
(36) million yen in the year ended March 31, 2012 |
(2) Consolidated financial condition
Total assets | Total equity | Kyocera Corporation shareholders equity |
Kyocera
Corporation shareholders equity to total assets |
Kyocera
Corporation shareholders equity per share |
||||||||||||||||
Million yen | Million yen | Million yen | % | Yen | ||||||||||||||||
March 31, 2013 |
2,282,853 | 1,714,942 | 1,646,157 | 72.1 | 8,973.83 | |||||||||||||||
March 31, 2012 |
1,994,103 | 1,534,241 | 1,469,505 | 73.7 | 8,010.65 |
(3) Consolidated cash flows
Operating activities | Investing activities | Financing activities | Cash and cash equivalents at end of year |
|||||||||||||
Million yen | Million yen | Million yen | Million yen | |||||||||||||
Fiscal 2013 |
109,489 | (66,142 | ) | (31,431 | ) | 305,454 | ||||||||||
Fiscal 2012 |
109,065 | (56,051 | ) | (50,769 | ) | 273,288 |
2. Dividends
Dividends per share | Annual aggregate | Dividends to net income attributable to |
Dividends to | |||||||||||||||||||||||||||||
End of first quarter |
End of second quarter |
End of third quarter |
Year-end | Annual | amount
of dividends |
shareholders of Kyocera Corporation |
Kyocera
Corporation shareholders equity |
|||||||||||||||||||||||||
Yen | Yen | Yen | Yen | Yen | Million yen | % | % | |||||||||||||||||||||||||
Fiscal 2012 |
| 60.00 | | 60.00 | 120.00 | 22,013 | 27.7 | 1.5 | ||||||||||||||||||||||||
Fiscal 2013 |
| 60.00 | | 60.00 | 120.00 | 22,013 | 33.1 | 1.4 | ||||||||||||||||||||||||
Fiscal 2014 (forecast) |
| | | | 160.00 | | 30.6 | |
(Note) Dividends per share for the year ending March 31, 2014 are forecasted to be 160.00 yen on an annual basis.
3. Consolidated Financial Forecast for the Year Ending March 31, 2014 (Fiscal 2014)
(% of change from the previous year)
Net sales | Profit from operations |
Income before income taxes |
Net income attributable to shareholders of Kyocera Corporation |
Net income attributable to shareholders of Kyocera Corporation per share |
||||||||||||||||||||||||||||||||
Million yen | % | Million yen | % | Million yen | % | Million yen | % | Yen | ||||||||||||||||||||||||||||
Fiscal 2014 |
1,400,000 | 9.4 | 140,000 | 82.0 | 150,000 | 48.0 | 96,000 | 44.4 | 523.33 |
Forecast of earnings per share attributable to shareholders of Kyocera Corporation is computed based on the diluted average number of shares outstanding during the year ended March 31, 2013.
1
(Notes)
(1) Increase or decrease in significant subsidiaries during the year ended March 31, 2013: None.
(2) Changes in accounting policies:
(i) Changes due to adoption of new accounting standards: Please refer to the accompanying (5) Basis of Preparation of Consolidated Financial Statements on page 19.
(ii) Changes due to other than adoption of new accounting standards: None.
(3) Number of shares (common stock):
(i) Number of shares issued:
191,309,290 shares at March 31, 2013 | 191,309,290 shares at March 31, 2012 |
(ii) Number of treasury stock:
7,869,470 shares at March 31, 2013 | 7,865,370 shares at March 31, 2012 |
(iii) Average number of shares outstanding:
183,441,877 shares in the year ended March 31, 2013 | 183,450,800 shares in the year ended March 31, 2012 |
(Reference) Outline of Non-Consolidated Results for Kyocera Corporation
The non-consolidated financial information is prepared in accordance with accounting principles generally accepted in Japan.
1. Non-consolidated Financial Results for the Year Ended March 31, 2013:
(1) Non-consolidated results of operations |
(% of change from previous year) | |||||||||||||||||||||||||||||||
Net sales | Profit from operations | Recurring profit | Net income | |||||||||||||||||||||||||||||
Million yen | % | Million yen | % | Million yen | % | Million yen | % | |||||||||||||||||||||||||
Fiscal 2013 |
596,112 | 4.5 | 28,237 | 59.5 | 64,589 | (3.9 | ) | 52,527 | 5.4 | |||||||||||||||||||||||
Fiscal 2012 |
570,310 | (13.4 | ) | 17,699 | (61.5 | ) | 67,243 | (26.3 | ) | 49,828 | (30.7 | ) |
Net income per share -Basic | Net income per share -Diluted | |||||||
Yen | Yen | |||||||
Fiscal 2013 |
286.34 | | ||||||
Fiscal 2012 |
271.62 | |
(2) Non-consolidated financial condition
Total assets | Net assets | Net assets to total assets | Net assets per share | |||||||||||||
Million yen | Million yen | % | Yen | |||||||||||||
March 31, 2013 |
1,648,295 | 1,344,538 | 81.6 | 7,329.59 | ||||||||||||
March 31, 2012 |
1,458,971 | 1,219,897 | 83.6 | 6,649.97 |
Presentation of Situation of Audit Procedure
The consolidated financial information included in this Form 6-K is out of scope of audit procedure under the Financial Instruments and Exchange Law of Japan. Audit procedure under the Financial Instruments and Exchange Law of Japan has not been completed at the date of submission of this Form 6-K.
Instruction for Forecasts and Other Notes
Cautionary Statement for Forecasts:
With regard to forecasts set forth above, please refer to the accompanying Forward-Looking Statements on page 9.
2
Accompanying Information
1. ANALYSIS OF BUSINESS RESULTS AND FINANCIAL CONDITION
(1) Analysis of Business Results
[Business Results for the Year Ended March 31, 2013]
Economic Situation and Business Environment
Despite increases in public investment and personal consumption, the Japanese economy weakened in the year ended March 31, 2013 (fiscal 2013) due primarily to a decrease in exports reflecting a slowdown from the second quarter (July 1 to September 30, 2012) in economies overseas, particularly in Europe and Asia, and to stagnant growth in capital investment in the corporate sector. With respect to the overseas economic environment, the U.S. economy expanded moderately on the back of growth in personal consumption and recovery in housing investment. On the other hand, the European economy remained in a recessionary phase due to the impact of the financial crisis. The slowdown in the Chinese economy intensified due mainly to weakening exports.
In the digital consumer equipment market, which is the principal market for Kyocera Corporation and its consolidated subsidiaries (Kyocera Group or Kyocera), shipment volume was slow overall for conventional mobile phone handsets, PCs and flat-screen TVs despite significant growth for smartphones and tablet PCs compared with the previous fiscal year ended March 31, 2012 (fiscal 2012). In contrast, the solar energy market in Japan expanded substantially due primarily to growth in demand in the residential sector and a sharp increase in demand in the public and industrial sectors, which includes mega-solar power projects, as a result of the introduction of feed-in tariff for renewable energy in July 2012.
Consolidated Financial Results
Average exchange rates for fiscal 2013 were ¥83 to the U.S. dollar, marking depreciation of ¥4 (approximately 5%) from ¥79 for fiscal 2012, and ¥107 to the Euro, marking appreciation of ¥2 (approximately 2%) from ¥109 for fiscal 2012. Mainly as a result of the effect of the yens depreciation against the U.S. dollar, net sales and income before income taxes for fiscal 2013 were pushed up by approximately ¥21 billion and ¥2.5 billion, respectively, compared with fiscal 2012.
Consolidated net sales for fiscal 2013 increased by ¥89,184 million, or 7.5%, to ¥1,280,054 million, compared with ¥1,190,870 million for fiscal 2012, due primarily to sales growth in the Applied Ceramic Products Group and the Semiconductor Parts Group and a full-year contribution from a consolidated subsidiary newly added in fiscal 2012. Profit from operations decreased by ¥20,749 million, or 21.2%, to ¥76,926 million, compared with ¥97,675 million for fiscal 2012 due to the recording of a charge of ¥21,300 million for environmental remediation in New Bedford Harbor, Massachusetts in the United States by AVX Corporation, a U.S. subsidiary. Income before income taxes decreased by ¥13,530 million, or 11.8%, to ¥101,363 million, compared with ¥114,893 million for fiscal 2012. Net income attributable to shareholders of Kyocera Corporation for fiscal 2013 decreased by ¥12,884 million, or 16.2%, to ¥66,473 million, compared with ¥79,357 million for fiscal 2012.
Years ended March 31, | Increase (Decrease) |
|||||||||||||||||||||||
2012 | 2013 | |||||||||||||||||||||||
Amount | % | Amount | % | Amount | % | |||||||||||||||||||
(Yen in millions, except per share amounts and exchange rates) | ||||||||||||||||||||||||
Net sales |
¥ | 1,190,870 | 100.0 | ¥ | 1,280,054 | 100.0 | ¥ | 89,184 | 7.5 | |||||||||||||||
Profit from operations |
97,675 | 8.2 | 76,926 | 6.0 | (20,749 | ) | (21.2 | ) | ||||||||||||||||
Income before income taxes |
114,893 | 9.6 | 101,363 | 7.9 | (13,530 | ) | (11.8 | ) | ||||||||||||||||
Net income attributable to shareholders of Kyocera Corporation |
79,357 | 6.7 | 66,473 | 5.2 | (12,884 | ) | (16.2 | ) | ||||||||||||||||
Diluted earnings per share attributable to shareholders of Kyocera Corporation |
432.58 | | 362.36 | | | | ||||||||||||||||||
Average US$ exchange rate |
79 | | 83 | | | | ||||||||||||||||||
Average Euro exchange rate |
109 | | 107 | | | |
3
Consolidated Results by Reporting Segment
1) Fine Ceramic Parts Group
Sales decreased in this reporting segment compared with fiscal 2012 due to a year-on-year decline in component demand in the industrial machinery market, including for components for semiconductor fabrication equipment, and in the digital consumer equipment market. Operating profit decreased compared with fiscal 2012 due mainly to the impact of the lower sales combined with a decline in product prices.
2) Semiconductor Parts Group
Sales and operating profit in this reporting segment increased compared with fiscal 2012 due to growth in demand for ceramic packages primarily for smartphones.
3) Applied Ceramic Products Group
Sales in this reporting segment increased compared with fiscal 2012 due primarily to significant solar energy business sales in Japan, and to higher sales in the cutting tool business. Operating profit increased compared with fiscal 2012 due to the effect of the sales growth and cost reductions.
4) Electronic Device Group
Sales in this reporting segment increased compared with fiscal 2012 due to full-year sales contribution from Kyocera Display Corporation. An operating loss was recorded, however, due to recording of the environmental remediation charge at AVX Corporation.
5) Telecommunications Equipment Group
Sales increased overseas due to strong sales of mobile phone handsets and, as a result, profitability also improved. Sales in Japan decreased, however, due to contraction in the market and the impact of intensifying competition, and as a result, sales and operating profit in this reporting segment decreased slightly compared with fiscal 2012.
6) Information Equipment Group
Sales in this reporting segment increased compared with fiscal 2012 due to the introduction of new products and vigorous sales promotion activities. Operating profit decreased compared with fiscal 2012, however, due mainly to a decline in selling prices and the impact of the Euros depreciation against the yen.
7) Others
Sales and operating profit in this reporting segment increased compared with fiscal 2012 due primarily to an increase in sales at Kyocera Communication Systems Co., Ltd.
4
Net Sales by Reporting Segment
Years ended March 31, | Increase (Decrease) |
|||||||||||||||||||||||
2012 | 2013 | |||||||||||||||||||||||
Amount | % | Amount | % | Amount | % | |||||||||||||||||||
(Yen in millions) | ||||||||||||||||||||||||
Fine Ceramic Parts Group |
¥ | 80,372 | 6.7 | ¥ | 74,852 | 5.9 | ¥ | (5,520 | ) | (6.9 | ) | |||||||||||||
Semiconductor Parts Group |
153,420 | 12.9 | 167,241 | 13.1 | 13,821 | 9.0 | ||||||||||||||||||
Applied Ceramic Products Group |
179,784 | 15.1 | 211,439 | 16.5 | 31,655 | 17.6 | ||||||||||||||||||
Electronic Device Group |
228,721 | 19.2 | 271,570 | 21.2 | 42,849 | 18.7 | ||||||||||||||||||
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Total Components Business |
642,297 | 53.9 | 725,102 | 56.7 | 82,805 | 12.9 | ||||||||||||||||||
Telecommunications Equipment Group |
178,669 | 15.0 | 177,314 | 13.8 | (1,355 | ) | (0.8 | ) | ||||||||||||||||
Information Equipment Group |
243,457 | 20.4 | 250,534 | 19.6 | 7,077 | 2.9 | ||||||||||||||||||
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Total Equipment Business |
422,126 | 35.4 | 427,848 | 33.4 | 5,722 | 1.4 | ||||||||||||||||||
Others |
151,987 | 12.8 | 159,902 | 12.5 | 7,915 | 5.2 | ||||||||||||||||||
Adjustments and eliminations |
(25,540 | ) | (2.1 | ) | (32,798 | ) | (2.6 | ) | (7,258 | ) | | |||||||||||||
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Net sales |
¥ | 1,190,870 | 100.0 | ¥ | 1,280,054 | 100.0 | ¥ | 89,184 | 7.5 | |||||||||||||||
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Operating Profit (Loss) by Reporting Segment
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Years ended March 31, | Increase (Decrease) |
|||||||||||||||||||||||
2012 | 2013 | |||||||||||||||||||||||
Amount | %* | Amount | %* | Amount | % | |||||||||||||||||||
(Yen in millions) | ||||||||||||||||||||||||
Fine Ceramic Parts Group |
¥ | 12,622 | 15.7 | ¥ | 7,614 | 10.2 | ¥ | (5,008 | ) | (39.7 | ) | |||||||||||||
Semiconductor Parts Group |
27,754 | 18.1 | 30,379 | 18.2 | 2,625 | 9.5 | ||||||||||||||||||
Applied Ceramic Products Group |
6,459 | 3.6 | 17,924 | 8.5 | 11,465 | 177.5 | ||||||||||||||||||
Electronic Device Group |
16,036 | 7.0 | (4,014 | ) | | (20,050 | ) | | ||||||||||||||||
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Total Components Business |
62,871 | 9.8 | 51,903 | 7.2 | (10,968 | ) | (17.4 | ) | ||||||||||||||||
Telecommunications Equipment Group |
1,469 | 0.8 | 1,340 | 0.8 | (129 | ) | (8.8 | ) | ||||||||||||||||
Information Equipment Group |
29,451 | 12.1 | 21,750 | 8.7 | (7,701 | ) | (26.1 | ) | ||||||||||||||||
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Total Equipment Business |
30,920 | 7.3 | 23,090 | 5.4 | (7,830 | ) | (25.3 | ) | ||||||||||||||||
Others |
8,054 | 5.3 | 10,542 | 6.6 | 2,488 | 30.9 | ||||||||||||||||||
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Operating profit |
101,845 | 8.6 | 85,535 | 6.7 | (16,310 | ) | (16.0 | ) | ||||||||||||||||
Corporate gains and Equity in losses of affiliates and unconsolidated subsidiaries |
13,840 | | 17,248 | | 3,408 | 24.6 | ||||||||||||||||||
Adjustments and eliminations |
(792 | ) | | (1,420 | ) | | (628 | ) | | |||||||||||||||
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Income before income taxes |
¥ | 114,893 | 9.6 | ¥ | 101,363 | 7.9 | ¥ | (13,530 | ) | (11.8 | ) | |||||||||||||
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* | % to net sales of each corresponding segment |
5
Net Sales by Geographic Area
i) Japan
Sales in Japan increased compared with fiscal 2012 due mainly to sales growth in the solar energy business, despite a decrease in sales in the Telecommunications Equipment Group affected by a decline in sales volume of mobile phone handsets.
ii) Asia
Sales in Asia increased compared with fiscal 2012 due primarily to an increase in sales in component for digital consumer equipment and in the solar energy business.
iii) United States of America
Sales in the United States of America increased compared with fiscal 2012 due to the newly contribution of Kyocera Display Corporation and increased sales in the Telecommunications Equipment Group resulting from increased sales of mobile phone handsets.
iv) Europe
Sales in Europe decreased compared with fiscal 2012 affected by a decline in demand in the solar energy business and the yens appreciation against the Euro.
v) Others
Sales in Others increased compared with fiscal 2012 due mainly to an increase in sales in the Information Equipment Group.
Years ended March 31, | Increase (Decrease) |
|||||||||||||||||||||||
2012 | 2013 | |||||||||||||||||||||||
Amount | % | Amount | % | Amount | % | |||||||||||||||||||
(Yen in millions) | ||||||||||||||||||||||||
Japan |
¥ | 559,344 | 47.0 | ¥ | 574,202 | 44.9 | ¥ | 14,858 | 2.7 | |||||||||||||||
Asia |
205,469 | 17.2 | 235,520 | 18.4 | 30,051 | 14.6 | ||||||||||||||||||
United States of America |
166,706 | 14.0 | 215,032 | 16.8 | 48,326 | 29.0 | ||||||||||||||||||
Europe |
204,887 | 17.2 | 198,868 | 15.5 | (6,019 | ) | (2.9 | ) | ||||||||||||||||
Others |
54,464 | 4.6 | 56,432 | 4.4 | 1,968 | 3.6 | ||||||||||||||||||
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Net sales |
¥ | 1,190,870 | 100.0 | ¥ | 1,280,054 | 100.0 | ¥ | 89,184 | 7.5 | |||||||||||||||
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6
[Consolidated Forecasts for the Year Ending March 31, 2014]
In the year ending March 31, 2014 (fiscal 2014), the Japanese economy is expected to pick up due primarily to an improvement in the export environment on the back of correction to the yens appreciation and to the effects of the governments economic and monetary policies. The U.S. economy is projected to continue expanding moderately.
In the information and communications market, the main market for Kyocera, production activities for digital consumer equipment are projected to show a general recovery trend, including growth in such products as smartphones and tablet PCs. In addition, production activities in the industrial machinery market and automotive related markets are expected to recover moderately as well. In the environment and energy market, a continued increase in demand for solar energy systems in Japan is projected. Overall the business environment surrounding Kyocera for fiscal 2014 is expected to improve compared with fiscal 2013.
Kyocera intends to take full advantage of the recovery in the business environment to improve its performance. In the Components Business, Kyocera will work to further increase sales and to improve profitability through reduction of manufacturing costs by commencing production at a new plant in Vietnam from this summer to accommodate expanding component demand for digital consumer equipment and by developing its solar energy business through the comprehensive capabilities of the Kyocera Group. In addition, Kyocera will strive to enhance sales and profit in the Equipment Business by increasing sales to new mobile phone handset customers and by increasing production at a plant for information equipment in Vietnam.
Furthermore, Kyocera intends to integrate various group-wide manufacturing, development and marketing capabilities and resources that have been fostered in both Components and Equipment Businesses. Through these initiatives, Kyocera will endeavor to further expand its business by strengthening the development of new products and increasing market share.
By executing the initiatives above, Kyocera aims to achieve its full-year financial forecasts for fiscal 2014. Specific financial forecasts for fiscal 2014 are as follows.
Results for the year ended March 31, 2013 |
Forecasts for the year ending March 31, 2014 |
Increase (Decrease) |
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Amount | % | Amount | % | Amount | % | |||||||||||||||||||
(Yen in millions, except per share amounts and exchange rates) | ||||||||||||||||||||||||
Net sales |
¥ | 1,280,054 | 100.0 | ¥ | 1,400,000 | 100.0 | 119,946 | 9.4 | ||||||||||||||||
Profit from operations |
76,926 | 6.0 | 140,000 | 10.0 | 63,074 | 82.0 | ||||||||||||||||||
Income before income taxes |
101,363 | 7.9 | 150,000 | 10.7 | 48,637 | 48.0 | ||||||||||||||||||
Net income attributable to shareholders of Kyocera Corporation |
66,473 | 5.2 | 96,000 | 6.9 | 29,527 | 44.4 | ||||||||||||||||||
Diluted earnings per share attributable to shareholders of |
362.36 | | 523.33 | | | | ||||||||||||||||||
Average US$ exchange rate |
83 | | 95 | | | | ||||||||||||||||||
Average Euro exchange rate |
107 | | 123 | | | |
Note:
Forecast of earnings per share is computed based on the diluted average number of shares outstanding during the year ended March 31, 2013.
7
Net sales and operating profit forecasts by reporting segment are as follows.
Net Sales by Reporting Segment
Results for the year ended March 31, 2013 |
Forecasts for the year ending March 31, 2014 |
Increase (Decrease) |
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Amount | % | Amount | % | Amount | % | |||||||||||||||||||
(Yen in millions) | ||||||||||||||||||||||||
Fine Ceramic Parts Group |
¥ | 74,852 | 5.9 | ¥ | 82,500 | 5.9 | ¥ | 7,648 | 10.2 | |||||||||||||||
Semiconductor Parts Group |
167,241 | 13.1 | 192,500 | 13.8 | 25,259 | 15.1 | ||||||||||||||||||
Applied Ceramic Products Group |
211,439 | 16.5 | 227,000 | 16.2 | 15,561 | 7.4 | ||||||||||||||||||
Electronic Device Group |
271,570 | 21.2 | 282,000 | 20.1 | 10,430 | 3.8 | ||||||||||||||||||
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Total Components Business |
725,102 | 56.7 | 784,000 | 56.0 | 58,898 | 8.1 | ||||||||||||||||||
Telecommunications Equipment Group |
177,314 | 13.8 | 191,000 | 13.6 | 13,686 | 7.7 | ||||||||||||||||||
Information Equipment Group |
250,534 | 19.6 | 280,000 | 20.0 | 29,466 | 11.8 | ||||||||||||||||||
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Total Equipment Business |
427,848 | 33.4 | 471,000 | 33.6 | 43,152 | 10.1 | ||||||||||||||||||
Others |
159,902 | 12.5 | 176,000 | 12.6 | 16,098 | 10.1 | ||||||||||||||||||
Adjustments and eliminations |
(32,798 | ) | (2.6 | ) | (31,000 | ) | (2.2 | ) | 1,798 | | ||||||||||||||
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Net sales |
¥ | 1,280,054 | 100.0 | ¥ | 1,400,000 | 100.0 | ¥ | 119,946 | 9.4 | |||||||||||||||
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Operating Profit (Loss) by Reporting Segment | ||||||||||||||||||||||||
Results for the year ended March 31, 2013 |
Forecasts for the year ending March 31, 2014 |
Increase (Decrease) |
||||||||||||||||||||||
Amount | %* | Amount | %* | Amount | % | |||||||||||||||||||
(Yen in millions) | ||||||||||||||||||||||||
Fine Ceramic Parts Group |
¥ | 7,614 | 10.2 | ¥ | 12,000 | 14.5 | ¥ | 4,386 | 57.6 | |||||||||||||||
Semiconductor Parts Group |
30,379 | 18.2 | 36,000 | 18.7 | 5,621 | 18.5 | ||||||||||||||||||
Applied Ceramic Products Group |
17,924 | 8.5 | 24,000 | 10.6 | 6,076 | 33.9 | ||||||||||||||||||
Electronic Device Group |
(4,014 | ) | | 28,200 | 10.0 | 32,214 | | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total Components Business |
51,903 | 7.2 | 100,200 | 12.8 | 48,297 | 93.1 | ||||||||||||||||||
Telecommunications Equipment Group |
1,340 | 0.8 | 6,400 | 3.4 | 5,060 | 377.6 | ||||||||||||||||||
Information Equipment Group |
21,750 | 8.7 | 28,000 | 10.0 | 6,250 | 28.7 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total Equipment Business |
23,090 | 5.4 | 34,400 | 7.3 | 11,310 | 49.0 | ||||||||||||||||||
Others |
10,542 | 6.6 | 8,600 | 4.9 | (1,942 | ) | (18.4 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Operating profit |
85,535 | 6.7 | 143,200 | 10.2 | 57,665 | 67.4 | ||||||||||||||||||
Corporate and others |
15,828 | | 6,800 | | (9,028 | ) | (57.0 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Income before income taxes |
¥ | 101,363 | 7.9 | ¥ | 150,000 | 10.7 | ¥ | 48,637 | 48.0 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
* | % to net sales of each corresponding segment |
8
Note: | Forward-Looking Statements |
Certain of the statements made in this document are forward-looking statements (within the meaning of Section 21E of the U.S. Securities and Exchange Act of 1934), which are based on our current assumptions and beliefs in light of the information currently available to us. These forward-looking statements involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors include, but are not limited to the following:
(1) | General economic conditions in our markets, which are primarily Japan, North America, Europe and Asia; |
(2) | Economic, political and legal conditions and unexpected changes therein in countries or areas where we operate; |
(3) | Factors that may affect our exports, including the yens appreciation, political and economic instability, customs, and inadequate protection of our intellectual property; |
(4) | Fluctuation in exchange rates that may affect the value of our foreign assets or the prices of our products; |
(5) | Intensified competition in product pricing, technological innovation, R&D activities, product quality and speed of delivery; |
(6) | Manufacturing delays or defects resulting from outsourcing or internal manufacturing processes; |
(7) | Shortages and rising costs of electricity affecting our production and sales activities; |
(8) | The possibility that expansion of production capacity and in-process R&D activities may not produce the desired results; |
(9) | The possibility that companies or assets acquired by us may not produce the returns or benefits, or bring in business opportunities, which we expect; |
(10) | Inability to secure skilled employees, particularly engineering and technical personnel; |
(11) | The possibility of divulgence of our trade secrets and infringement of our intellectual property rights; |
(12) | The possibility that we may receive notice of claims of infringement of other parties intellectual property rights and claims for royalty payments; |
(13) | Increases in our environmental liability and in costs and expenses required to observe obligations imposed by environmental laws and regulations in Japan and other countries; |
(14) | Unintentional conflict with laws and regulations, or the possibility that newly enacted laws and regulations may limit our business operations; |
(15) | Events that may negatively impact our markets or supply chain, including terrorist acts, plague, war and similar events; |
(16) | Earthquakes and other related natural disasters affecting our operational facilities and our markets or supply chain, as well as social and economic infrastructure; |
(17) | Exposure to difficulties in collection of trade receivables due to customers worsening financial condition; |
(18) | The possibility of recognition of impairment losses on investment securities held by us due to declines in their value; |
(19) | The possibility that we may record impairment losses on long-lived assets, goodwill and intangible assets; |
(20) | The possibility that deferred tax assets may not be realized or additional liabilities for unrecognized tax benefits may be incurred; and |
(21) | Changes in accounting principles. |
Such risks, uncertainties and other factors may cause our actual results, performance, achievements or financial condition to be materially different from any future results, performance, achievements or financial condition expressed or implied by these forward-looking statements. We undertake no obligation to publicly update any forward-looking statements included in this document.
9
(2) Analysis of Financial Condition
Consolidated Cash Flows
Cash and cash equivalents at March 31, 2013 increased by ¥32,166 million to ¥305,454 million from ¥273,288 million at March 31, 2012.
i) Cash flows from operating activities
Net cash provided by operating activities for fiscal 2013 was ¥109,489 million which was almost flat as ¥109,065 million for fiscal 2012. This was due mainly that a decrease in net income and cash flow adjustment related to notes and accounts payable were offset by cash flow adjustments related to inventories and other non-current liabilities.
ii) Cash flows from investing activities
Net cash used in investing activities for fiscal 2013 increased by ¥10,091 million to ¥66,142 million from ¥56,051 million for fiscal 2012. This was due mainly that an increase in acquisition and a decrease in withdrawal of time deposits and certificate of deposits exceeded decreases in acquisitions of business and in payments for purchases of held-to-maturity securities.
iii) Cash flows from financing activities
Net cash used in financing activities for fiscal 2013 decreased by ¥19,338 million to ¥31,431 million from ¥50,769 million for fiscal 2012. This was due mainly to decreases in payments of short-term borrowings and long-term debts as well as a decrease in dividend paid.
Consolidated Cash Flows
Years ended March 31, | ||||||||
2012 | 2013 | |||||||
(Yen in millions) | ||||||||
Cash flows from operating activities |
¥ | 109,065 | ¥ | 109,489 | ||||
Cash flows from investing activities |
(56,051 | ) | (66,142 | ) | ||||
Cash flows from financing activities |
(50,769 | ) | (31,431 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents |
(2,428 | ) | 20,250 | |||||
Net increase (decrease) in cash and cash equivalents |
(183 | ) | 32,166 | |||||
Cash and cash equivalents at beginning of year |
273,471 | 273,288 | ||||||
Cash and cash equivalents at end of year |
¥ | 273,288 | ¥ | 305,454 |
10
(3) Basic Profit Distribution Policy and Dividends for the Year Ended March 31, 2013 and for the Year Ending March 31, 2014
i) Basic profit distribution policy for the year ended March 31, 2013
Kyocera believes that the best way to increase corporate value and meet shareholders expectations is to improve future consolidated performance on an ongoing basis. Kyocera therefore has adopted a principal guideline that dividend amounts within a range based on net income attributable to shareholders of Kyocera Corporation on a consolidated basis, and has set its consolidated dividend policy to maintain a consolidated dividend ratio at a level of approximately 20% to 25% of consolidated net income attributable to shareholders of Kyocera Corporation. In addition, Kyocera determines dividend amounts based on an overall assessment, taking into account various factors including the amount of capital expenditures necessary for medium to long-term corporate growth.
Kyocera also has adopted policies to ensure a sound financial basis, and, for such purpose, it sets aside other general reserves in preparation for the creation of new businesses, cultivation of new markets, development of new technologies and acquisition of outside management resources necessary to achieve sustainable corporate growth.
ii) Dividends for the year ended March 31, 2013
Based on performance during the year ended March 31, 2013 and pursuant to the aforementioned policies, Kyocera will distribute a year-end dividend for the year ended March 31, 2013 of 60 yen per share, the same amount as in the year ended March 31, 2012. When aggregated with the interim dividend in the amount of 60 yen per share, the total annual dividend will be 120 yen per share.
iii) Basic profit distribution policy for the year ending March 31, 2014 (Review of consolidated dividend ratio)
Commencing from the year ended March 31, 2005, Kyocera has decided dividend amounts pursuant to i) Basic profit distribution policy set forth above in order to clarify its shareholder-oriented stance and establish a greater linkage between the amount of dividends and its performance.
In order to further enhance the return of profit to shareholders and expand its shareholder base, Kyocera will amend this policy to aim for a consolidated dividend ratio of 30% or more commencing in the year ending March 31, 2014, replacing the current dividend ratio of approximately 20% to 25%. Other basic policies are not amended.
iv) Dividend forecast for the year ending March 31, 2014
Dividend amounts for the year ending March 31, 2014 will be decided pursuant to iii) Basic profit distribution policy set forth above. At present, Kyocera forecasts a total annual dividend in the amount of 160 yen per share, based on its financial forecast for the year ending March 31, 2014.
11
2. MANAGEMENT POLICIES
(1) Basic Policy
Kyocera aims to be respected by society as The Company from the perspective of corporate ethics, while maintaining continuous sales growth and high profitability. It has been pursuing this objective since the companys earliest days through implementation of the Kyocera Philosophy, a corporate philosophy placing peoples hearts at its core, and of the Amoeba Management System, a management system unique to Kyocera which has been developed for implementing our corporate ethics.
Kyoceras management policy is to be a high-growth, highly profitable company. To realize this policy, Kyocera aims to increase corporate value by further enhancing performance through strengthening existing businesses and creating new businesses.
(2) Management Target
To be a high-growth, highly profitable company, Kyocera aims to achieve continuous sales growth and a consolidated pre-tax income ratio of double digits or higher.
(3) Medium-term Management Strategy and Management Challenges
The business environment surrounding the Kyocera Group has been harsh overall in the past few years through this fiscal year due primarily to incidents such as financial crises and natural disasters, coupled with the yens sharp appreciation. Kyocera expects the business environment to pick up going forward, however, in line with gradual recovery in the global economy and correction of the extreme appreciation of the yen. Although fierce competition is projected to continue in the global market, Kyocera intends to take full advantage of the positive turn in the business environment to drive further growth for the Kyocera Group. To achieve this, Kyocera will continue with initiatives to boost profitability, which includes persisting with efforts to reduce manufacturing costs and raise productivity, while also seeking to launch new products and cultivate new markets. Specifically, Kyocera aims to be a high-growth, highly profitable company by tackling the following challenges.
i) Expand sales in growth markets
Kyocera views the information and communications market and the environment and energy market as future growth markets and will strive to further expand sales in both areas. In addition, Kyocera will leverage the comprehensive capabilities of the Kyocera Group to expand customer and sales networks and launch new products in a timely manner, particularly in these markets, as well as to promote global business development.
In the information and communications market, Kyocera anticipates demand to grow for small, high-performance components, in line with more advanced functionality in smartphones and increased speed in communications networks such as with LTE (Long Term Evolution). Kyocera will work to increase sales in the Components Business by releasing high performance components and expanding business areas. Efforts will also be made to increase sales in the Equipment Business by introducing attractive telecommunications equipment and information equipment that meets customer needs and by vigorously implementing sales promotion measures.
In the environment and energy market, demand for solar energy batteries is expected to continue rising, particularly in Japan. Kyocera will work to expand business in this sector, from the supply of solar cells and modules through the design, construction and maintenance of solar energy systems to power generation projects by making the most of management resources throughout the Kyocera Group. In addition, Kyocera will strive to expand sales of environment and energy related products through marketing of battery storage units and energy management systems which control energy efficiently in combination with solar energy systems.
ii) Enhance management foundations
Kyocera will further integrate a variety of existing products, technologies and sales networks from the Components Business into the Equipment Business as well as accelerate the creation and development of new products that meet customer needs and expand sales by leveraging the comprehensive capabilities of the Kyocera Group.
In terms of manufacturing, Kyocera aims to overcome global competition on the cost front and at the same time to strengthen services in the Asian region, where customer production sites are located by expanding production in Vietnam and India in order to reduce production costs. On the other hand, Kyocera seeks to expand production of high-value-added products and achieve increased profitability in its Japanese production by driving further advancement in production technology. Kyocera will also continuously seek opportunities to strengthen its business foundations by acquiring external management resources.
12
3. CONSOLIDATED FINANCIAL STATEMENTS
(1) Consolidated Balance Sheets
March 31, | Increase (Decrease) |
|||||||||||||||||||
2012 | 2013 | |||||||||||||||||||
Amount | % | Amount | % | |||||||||||||||||
(Yen in millions) | ||||||||||||||||||||
Current assets: |
||||||||||||||||||||
Cash and cash equivalents |
¥ | 273,288 | ¥ | 305,454 | ¥32,166 | |||||||||||||||
Short-term investments in debt and equity securities |
47,175 | 43,893 | (3,282 | ) | ||||||||||||||||
Other short-term investments |
158,765 | 179,843 | 21,078 | |||||||||||||||||
Trade notes receivables |
19,349 | 27,061 | 7,712 | |||||||||||||||||
Trade accounts receivables |
225,578 | 268,927 | 43,349 | |||||||||||||||||
Less allowances for doubtful accounts and sales returns |
(4,583 | ) | (4,705 | ) | (122 | ) | ||||||||||||||
Inventories |
270,336 | 296,450 | 26,114 | |||||||||||||||||
Advance payments |
68,685 | 65,812 | (2,873 | ) | ||||||||||||||||
Deferred income taxes |
45,049 | 47,349 | 2,300 | |||||||||||||||||
Other current assets |
40,961 | 38,299 | (2,662 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total current assets |
1,144,603 | 57.4 | 1,268,383 | 55.6 | 123,780 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Non-current assets: |
||||||||||||||||||||
Investments and advances: |
||||||||||||||||||||
Long-term investments in debt and equity securities |
372,779 | 506,490 | 133,711 | |||||||||||||||||
Other long-term investments |
19,098 | 12,661 | (6,437 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total investments and advances |
391,877 | 19.6 | 519,151 | 22.7 | 127,274 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Property, plant and equipment: |
||||||||||||||||||||
Land |
60,600 | 61,808 | 1,208 | |||||||||||||||||
Buildings |
301,911 | 323,014 | 21,103 | |||||||||||||||||
Machinery and equipment |
719,146 | 788,692 | 69,546 | |||||||||||||||||
Construction in progress |
17,035 | 13,546 | (3,489 | ) | ||||||||||||||||
Less accumulated depreciation |
(838,155 | ) | (918,236 | ) | (80,081 | ) | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total property, plant and equipment |
260,537 | 13.1 | 268,824 | 11.8 | 8,287 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Goodwill |
89,039 | 4.5 | 103,425 | 4.5 | 14,386 | |||||||||||||||
Intangible assets |
49,653 | 2.5 | 54,583 | 2.4 | 4,930 | |||||||||||||||
Other assets |
58,394 | 2.9 | 68,487 | 3.0 | 10,093 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total non-current assets |
849,500 | 42.6 | 1,014,470 | 44.4 | 164,970 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total assets |
¥ | 1,994,103 | 100.0 | ¥ | 2,282,853 | 100.0 | ¥ | 288,750 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
13
March 31, | Increase (Decrease) |
|||||||||||||||||||
2012 | 2013 | |||||||||||||||||||
Amount | % | Amount | % | |||||||||||||||||
(Yen in millions) | ||||||||||||||||||||
Current liabilities: |
||||||||||||||||||||
Short-term borrowings |
¥ | 4,062 | ¥ | 3,135 | ¥ | (927 | ) | |||||||||||||
Current portion of long-term debt |
10,610 | 9,817 | (793 | ) | ||||||||||||||||
Trade notes and accounts payable |
102,699 | 111,249 | 8,550 | |||||||||||||||||
Other notes and accounts payable |
60,993 | 52,018 | (8,975 | ) | ||||||||||||||||
Accrued payroll and bonus |
49,880 | 52,420 | 2,540 | |||||||||||||||||
Accrued income taxes |
13,496 | 22,214 | 8,718 | |||||||||||||||||
Other accrued liabilities |
29,940 | 39,135 | 9,195 | |||||||||||||||||
Other current liabilities |
29,368 | 36,642 | 7,274 | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total current liabilities |
301,048 | 15.1 | 326,630 | 14.3 | 25,582 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Non-current liabilities: |
||||||||||||||||||||
Long-term debt |
21,197 | 20,855 | (342 | ) | ||||||||||||||||
Accrued pension and severance liabilities |
32,441 | 36,322 | 3,881 | |||||||||||||||||
Deferred income taxes |
90,179 | 146,229 | 56,050 | |||||||||||||||||
Other non-current liabilities |
14,997 | 37,875 | 22,878 | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total non-current liabilities |
158,814 | 8.0 | 241,281 | 10.6 | 82,467 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities |
459,862 | 23.1 | 567,911 | 24.9 | 108,049 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Kyocera Corporation shareholders equity: |
||||||||||||||||||||
Common stock |
115,703 | 115,703 | | |||||||||||||||||
Additional paid-in capital |
162,617 | 163,062 | 445 | |||||||||||||||||
Retained earnings |
1,324,052 | 1,368,512 | 44,460 | |||||||||||||||||
Accumulated other comprehensive income |
(81,639 | ) | 50,138 | 131,777 | ||||||||||||||||
Treasury stock, at cost |
(51,228 | ) | (51,258 | ) | (30 | ) | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total Kyocera Corporation shareholders equity |
1,469,505 | 73.7 | 1,646,157 | 72.1 | 176,652 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Noncontrolling interests |
64,736 | 3.2 | 68,785 | 3.0 | 4,049 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total equity |
1,534,241 | 76.9 | 1,714,942 | 75.1 | 180,701 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities and equity |
¥ | 1,994,103 | 100.0 | ¥ | 2,282,853 | 100.0 | ¥ | 288,750 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Note: Accumulated other comprehensive income is as follows: | ||||||||||||||||||||
March 31, | Increase (Decrease) |
|||||||||||||||||||
2012 | 2013 | |||||||||||||||||||
(Yen in millions) | ||||||||||||||||||||
Net unrealized gains on securities |
¥ | 40,735 | ¥ | 135,248 | ¥ | 94,513 | ||||||||||||||
Net unrealized losses on derivative financial instruments |
(70 | ) | (68 | ) | 2 | |||||||||||||||
Pension adjustments |
(12,290 | ) | (23,415 | ) | (11,125 | ) | ||||||||||||||
Foreign currency translation adjustments |
(110,014 | ) | (61,627 | ) | 48,387 | |||||||||||||||
Total |
¥ | (81,639 | ) | ¥ | 50,138 | ¥ | 131,777 |
14
(2) Consolidated Statements of Income
Years ended March 31, | Increase (Decrease) |
|||||||||||||||||||||||
2012 | 2013 | |||||||||||||||||||||||
Amount | % | Amount | % | Amount | % | |||||||||||||||||||
(Yen in millions and shares in thousands, except per share amounts) | ||||||||||||||||||||||||
Net sales |
¥ | 1,190,870 | 100.0 | ¥ | 1,280,054 | 100.0 | ¥ | 89,184 | 7.5 | |||||||||||||||
Cost of sales |
870,143 | 73.1 | 952,350 | 74.4 | 82,207 | 9.4 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Gross profit |
320,727 | 26.9 | 327,704 | 25.6 | 6,977 | 2.2 | ||||||||||||||||||
Selling, general and administrative expenses |
223,052 | 18.7 | 250,778 | 19.6 | 27,726 | 12.4 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Profit from operations |
97,675 | 8.2 | 76,926 | 6.0 | (20,749 | ) | (21.2 | ) | ||||||||||||||||
Other income (expenses): |
||||||||||||||||||||||||
Interest and dividend income |
13,966 | 1.2 | 14,666 | 1.1 | 700 | 5.0 | ||||||||||||||||||
Interest expense |
(2,042 | ) | (0.2 | ) | (1,890 | ) | (0.2 | ) | 152 | | ||||||||||||||
Foreign currency transaction gains, net |
4,533 | 0.4 | 5,136 | 0.4 | 603 | 13.3 | ||||||||||||||||||
Gains on sales of securities, net |
337 | 0.0 | 4,542 | 0.4 | 4,205 | | ||||||||||||||||||
Other, net |
424 | 0.0 | 1,983 | 0.2 | 1,559 | 367.7 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total other income (expenses) |
17,218 | 1.4 | 24,437 | 1.9 | 7,219 | 41.9 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Income before income taxes |
114,893 | 9.6 | 101,363 | 7.9 | (13,530 | ) | (11.8 | ) | ||||||||||||||||
Income taxes |
30,135 | 2.5 | 34,012 | 2.6 | 3,877 | 12.9 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Net income |
84,758 | 7.1 | 67,351 | 5.3 | (17,407 | ) | (20.5 | ) | ||||||||||||||||
Net income attributable to noncontrolling interests |
(5,401 | ) | (0.4 | ) | (878 | ) | (0.1 | ) | 4,523 | | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Net income attributable to shareholders of Kyocera Corporation |
¥ | 79,357 | 6.7 | ¥ | 66,473 | 5.2 | ¥ | (12,884 | ) | (16.2 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Earnings per share: |
||||||||||||||||||||||||
Net income attributable to shareholders of Kyocera Corporation: |
||||||||||||||||||||||||
Basic |
¥ | 432.58 | ¥ | 362.36 | ||||||||||||||||||||
Diluted |
¥ | 432.58 | ¥ | 362.36 | ||||||||||||||||||||
Average number of shares of common stock outstanding: |
||||||||||||||||||||||||
Basic |
183,451 | 183,442 | ||||||||||||||||||||||
Diluted |
183,451 | 183,442 |
Note:
Basic earnings per share attributable to shareholders of Kyocera Corporation was computed based on the average number of shares of common stock outstanding during each period, and diluted earnings per share attributable to shareholders of Kyocera Corporation was computed based on the diluted average number of shares of stock outstanding during each period.
15
Consolidated Statements of Comprehensive Income
Years ended March 31, | Increase (Decrease) |
|||||||||||
2012 | 2013 | |||||||||||
Amount | Amount | Amount | ||||||||||
(Yen in millions) | ||||||||||||
Net income |
¥ | 84,758 | ¥ | 67,351 | ¥ | (17,407 | ) | |||||
|
|
|
|
|
|
|||||||
Other comprehensive income (loss)net of taxes |
||||||||||||
Net unrealized gains on securities |
8,520 | 94,577 | 86,057 | |||||||||
Net unrealized gains (losses) on derivative financial instruments |
(58 | ) | 8 | 66 | ||||||||
Pension adjustments |
(8,941 | ) | (11,677 | ) | (2,736 | ) | ||||||
Foreign currency translation adjustments |
(6,429 | ) | 55,468 | 61,897 | ||||||||
|
|
|
|
|
|
|||||||
Total other comprehensive income (loss) |
(6,908 | ) | 138,376 | 145,284 | ||||||||
|
|
|
|
|
|
|||||||
Comprehensive income |
77,850 | 205,727 | 127,877 | |||||||||
Comprehensive income (loss) attributable to noncontrolling interests |
(4,320 | ) | (7,202 | ) | (2,882 | ) | ||||||
|
|
|
|
|
|
|||||||
Comprehensive income attributable to shareholders of Kyocera Corporation |
¥ | 73,530 | ¥ | 198,525 | ¥ | 124,995 | ||||||
|
|
|
|
|
|
16
(3) Consolidated Statements of Equity
Common stock |
Additional paid-in capital |
Retained earnings |
Accumulated other comprehensive income |
Treasury stock |
Kyocera Corporation shareholders equity |
Noncontrolling interests |
Total equity |
|||||||||||||||||||||||||
(Yen in millions and shares in thousands) | ||||||||||||||||||||||||||||||||
Balance at March 31, 2011 (183,513) |
¥ | 115,703 | ¥ | 162,336 | ¥ | 1,268,548 | ¥ | (75,633 | ) | ¥ | (50,691 | ) | ¥ | 1,420,263 | ¥ | 63,096 | ¥ | 1,483,359 | ||||||||||||||
Comprehensive income: |
||||||||||||||||||||||||||||||||
Net income |
79,357 | 79,357 | 5,401 | 84,758 | ||||||||||||||||||||||||||||
Other comprehensive income (loss) |
(5,827 | ) | (5,827 | ) | (1,081 | ) | (6,908 | ) | ||||||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||||||||||
Total comprehensive income |
73,530 | 4,320 | 77,850 | |||||||||||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||||||||||
Cash dividends paid to Kyocera Corporations shareholders |
(23,853 | ) | (23,853 | ) | (23,853 | ) | ||||||||||||||||||||||||||
Cash dividends paid to noncontrolling interests |
(2,124 | ) | (2,124 | ) | ||||||||||||||||||||||||||||
Purchase of treasury stock (69) |
(540 | ) | (540 | ) | (540 | ) | ||||||||||||||||||||||||||
Reissuance of treasury stock (0) |
0 | 3 | 3 | 3 | ||||||||||||||||||||||||||||
Stock option plan of subsidiaries |
103 | 103 | 41 | 144 | ||||||||||||||||||||||||||||
Other |
178 | (179 | ) | (1 | ) | (597 | ) | (598 | ) | |||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Balance at March 31, 2012 (183,444) |
115,703 | 162,617 | 1,324,052 | (81,639 | ) | (51,228 | ) | 1,469,505 | 64,736 | 1,534,241 | ||||||||||||||||||||||
Comprehensive income: |
||||||||||||||||||||||||||||||||
Net income |
66,473 | 66,473 | 878 | 67,351 | ||||||||||||||||||||||||||||
Other comprehensive income (loss) |
132,052 | 132,052 | 6,324 | 138,376 | ||||||||||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||||||||||
Total comprehensive income |
198,525 | 7,202 | 205,727 | |||||||||||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||||||||||
Cash dividends paid to Kyocera Corporations shareholders |
(22,013 | ) | (22,013 | ) | (22,013 | ) | ||||||||||||||||||||||||||
Cash dividends paid to noncontrolling interests |
(2,229 | ) | (2,229 | ) | ||||||||||||||||||||||||||||
Purchase of treasury stock (4) |
(30 | ) | (30 | ) | (30 | ) | ||||||||||||||||||||||||||
Reissuance of treasury stock (0) |
0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||
Stock option plan of subsidiaries |
80 | 80 | 32 | 112 | ||||||||||||||||||||||||||||
Other |
365 | (275 | ) | 90 | (956 | ) | (866 | ) | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Balance at March 31, 2013 (183,440) |
¥ | 115,703 | ¥ | 163,062 | ¥ | 1,368,512 | ¥ | 50,138 | ¥ | (51,258 | ) | ¥ | 1,646,157 | ¥ | 68,785 | ¥ | 1,714,942 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17
(4) Consolidated Statements of Cash Flows
Years ended March 31, | ||||||||
2012 | 2013 | |||||||
(Yen in millions) | ||||||||
Cash flows from operating activities: |
||||||||
Net income |
¥ | 84,758 | ¥ | 67,351 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
73,120 | 73,597 | ||||||
Provision for doubtful accounts and loss on bad debts |
370 | 238 | ||||||
Write-down of inventories |
11,486 | 11,507 | ||||||
Gains on sales of securities, net |
(337 | ) | (4,542 | ) | ||||
Foreign currency adjustments |
(759 | ) | (2,003 | ) | ||||
Change in assets and liabilities: |
||||||||
Increase in receivables |
(3,803 | ) | (14,876 | ) | ||||
Increase in inventories |
(39,762 | ) | (13,910 | ) | ||||
Decrease in advance payment |
3,507 | 2,872 | ||||||
(Increase) decrease in other current assets |
(1,094 | ) | 2,035 | |||||
Decrease in notes and accounts payable |
(10,092 | ) | (35,557 | ) | ||||
Increase (decrease) in accrued income taxes |
(6,680 | ) | 8,151 | |||||
Increase in other current liabilities |
4,411 | 9,242 | ||||||
Increase (decrease) in other non-current liabilities |
(5,287 | ) | 14,739 | |||||
Other, net |
(773 | ) | (9,355 | ) | ||||
|
|
|
|
|||||
Net cash provided by operating activities |
109,065 | 109,489 | ||||||
|
|
|
|
|||||
Cash flows from investing activities: |
||||||||
Payments for purchases of available-for-sale securities |
(18,970 | ) | (30,052 | ) | ||||
Payments for purchases of held-to-maturity securities |
(74,369 | ) | (49,583 | ) | ||||
Proceeds from sales and maturities of available-for-sale securities |
29,346 | 37,593 | ||||||
Proceeds from maturities of held-to-maturity securities |
74,083 | 71,167 | ||||||
Acquisitions of businesses, net of cash acquired |
(35,454 | ) | (18,533 | ) | ||||
Investment in affiliates |
(793 | ) | (2,150 | ) | ||||
Payments for purchases of property, plant and equipment |
(67,765 | ) | (58,416 | ) | ||||
Payments for purchases of intangible assets |
(6,744 | ) | (6,553 | ) | ||||
Acquisition of time deposits and certificate of deposits |
(258,032 | ) | (289,694 | ) | ||||
Withdrawal of time deposits and certificate of deposits |
299,531 | 276,436 | ||||||
Other, net |
3,116 | 3,643 | ||||||
|
|
|
|
|||||
Net cash used in investing activities |
(56,051 | ) | (66,142 | ) | ||||
|
|
|
|
|||||
Cash flows from financing activities: |
||||||||
Decrease in short-term borrowings, net |
(13,615 | ) | (1,465 | ) | ||||
Proceeds from issuance of long-term debt |
10,141 | 9,055 | ||||||
Payments of long-term debt |
(19,166 | ) | (12,733 | ) | ||||
Dividends paid |
(25,874 | ) | (24,336 | ) | ||||
Purchase of common stock in treasury |
(540 | ) | (30 | ) | ||||
Other, net |
(1,715 | ) | (1,922 | ) | ||||
|
|
|
|
|||||
Net cash used in financing activities |
(50,769 | ) | (31,431 | ) | ||||
|
|
|
|
|||||
Effect of exchange rate changes on cash and cash equivalents |
(2,428 | ) | 20,250 | |||||
|
|
|
|
|||||
Net increase (decrease) in cash and cash equivalents |
(183 | ) | 32,166 | |||||
Cash and cash equivalents at beginning of year |
273,471 | 273,288 | ||||||
|
|
|
|
|||||
Cash and cash equivalents at end of year |
¥ | 273,288 | ¥ | 305,454 | ||||
|
|
|
|
18
(5) Basis of Preparation of Consolidated Financial Statements
i) Scope of consolidation
Number of consolidated subsidiaries |
217 | Kyocera Document Solutions Inc. | ||||
AVX Corporation | ||||||
Kyocera International, Inc. and others | ||||||
Number of affiliates accounted for by the equity method |
11 |
ii) Changes in scope of consolidation and application of the equity method:
Consolidated subsidiaries: | ||||||
Number of increase |
11 | MOTEX Inc. | ||||
AVX Tantalum Asia Corporation and others | ||||||
Number of decrease |
17 | Kyocera Chemical (Thailand) Ltd. and others | ||||
Affiliates accounted for by the equity method: | ||||||
Number of increase |
2 | Kagoshima Mega Solar Power Corporation and other | ||||
Number of decrease |
2 |
iii) Summary of significant accounting policies
Kyoceras consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America.
Recently Adopted Accounting Standards
On April 1, 2012, Kyocera adopted the Financial Accounting Standards Board (FASB)s Accounting Standards Update (ASU) No. 2011-05, Presentation of Comprehensive Income and ASU No. 2011-12, Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05. ASU No. 2011-05 requires entities to present net income and other comprehensive income in either a single continuous statement or in two separate, but consecutive, statements of net income and other comprehensive income. It eliminates the current option to present the components of other comprehensive income as part of the statement of equity. ASU No. 2011-05 also requires reclassification adjustments and the effect of those adjustments on net income and other comprehensive income to be disclosed on the face of financial statements, however, the effective date of this requirement is deferred indefinitely by ASU No. 2011-12. As these accounting standards are a provision for presentation, the adoption of these accounting standards did not have an impact on Kyoceras consolidated results of operations, financial condition and cash flows.
On April 1, 2012, Kyocera adopted the FASBs ASU No. 2011-08, Testing Goodwill for Impairment. This accounting standard permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines that it is more likely than not that its fair value is less than its carrying amount. As this accounting standard does not actually change how the impairment would be calculated, the adoption of this accounting standard did not have an impact on Kyoceras consolidated results of operations, financial condition and cash flows.
19
(6) Segment Information
i) Reporting segment:
March 31, | Increase (Decrease) | |||||||||||||||
2012 | 2013 | |||||||||||||||
Amount | Amount | Amount | % | |||||||||||||
(Yen in millions) | ||||||||||||||||
Assets by reporting segments: |
||||||||||||||||
Fine Ceramic Parts Group |
¥ | 68,637 | ¥ | 62,453 | ¥ | (6,184 | ) | (9.0 | ) | |||||||
Semiconductor Parts Group |
112,121 | 118,524 | 6,403 | 5.7 | ||||||||||||
Applied Ceramic Products Group |
265,093 | 327,465 | 62,372 | 23.5 | ||||||||||||
Electronic Device Group |
417,105 | 448,141 | 31,036 | 7.4 | ||||||||||||
Telecommunications Equipment Group |
109,975 | 119,894 | 9,919 | 9.0 | ||||||||||||
Information Equipment Group |
246,834 | 263,837 | 17,003 | 6.9 | ||||||||||||
Others |
138,304 | 158,617 | 20,313 | 14.7 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
1,358,069 | 1,498,931 | 140,862 | 10.4 | |||||||||||||
Corporate and investments in and advances to affiliates and unconsolidated subsidiaries |
729,646 | 892,098 | 162,452 | 22.3 | ||||||||||||
Adjustments and eliminations |
(93,612 | ) | (108,176 | ) | (14,564 | ) | | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Total assets |
¥ | 1,994,103 | ¥ | 2,282,853 | ¥ | 288,750 | 14.5 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Years ended March 31, | Increase (Decrease) |
|||||||||||||||
2012 | 2013 | |||||||||||||||
Amount | Amount | Amount | % | |||||||||||||
(Yen in millions) | ||||||||||||||||
Depreciation and amortization: |
||||||||||||||||
Fine Ceramic Parts Group |
¥ | 6,767 | ¥ | 6,403 | ¥ | (364 | ) | (5.4 | ) | |||||||
Semiconductor Parts Group |
11,795 | 12,850 | 1,055 | 8.9 | ||||||||||||
Applied Ceramic Products Group |
14,843 | 15,152 | 309 | 2.1 | ||||||||||||
Electronic Device Group |
13,762 | 15,155 | 1,393 | 10.1 | ||||||||||||
Telecommunications Equipment Group |
8,949 | 7,514 | (1,435 | ) | (16.0 | ) | ||||||||||
Information Equipment Group |
10,131 | 9,723 | (408 | ) | (4.0 | ) | ||||||||||
Others |
4,668 | 4,734 | 66 | 1.4 | ||||||||||||
Corporate |
2,205 | 2,066 | (139 | ) | (6.3 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
¥ | 73,120 | ¥ | 73,597 | ¥ | 477 | 0.7 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Capital expenditures: |
||||||||||||||||
Fine Ceramic Parts Group |
¥ | 11,050 | ¥ | 3,348 | ¥ | (7,702 | ) | (69.7 | ) | |||||||
Semiconductor Parts Group |
13,279 | 14,727 | 1,448 | 10.9 | ||||||||||||
Applied Ceramic Products Group |
13,001 | 7,963 | (5,038 | ) | (38.8 | ) | ||||||||||
Electronic Device Group |
14,193 | 14,071 | (122 | ) | (0.9 | ) | ||||||||||
Telecommunications Equipment Group |
4,142 | 3,069 | (1,073 | ) | (25.9 | ) | ||||||||||
Information Equipment Group |
6,199 | 6,536 | 337 | 5.4 | ||||||||||||
Others |
2,800 | 2,837 | 37 | 1.3 | ||||||||||||
Corporate |
1,744 | 4,137 | 2,393 | 137.2 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
¥ | 66,408 | ¥ | 56,688 | ¥ | (9,720 | ) | (14.6 | ) | |||||||
|
|
|
|
|
|
|
|
Note:
With regard to Reporting segment information of Net sales and Income before income taxes, please refer to the accompanying 1. ANALYSIS OF BUSINESS RESULTS AND FINANCIAL CONDITION (1) Analysis of Business Results Consolidated Results by Reporting Segment on page 5.
20
ii) Geographic segments (Net sales and Income before income taxes by geographic area):
Years ended March 31, | Increase (Decrease) |
|||||||||||||||
2012 | 2013 | |||||||||||||||
Amount | Amount | Amount | % | |||||||||||||
(Yen in millions) | ||||||||||||||||
Net sales: |
||||||||||||||||
Japan |
¥ | 576,757 | ¥ | 617,823 | ¥ | 41,066 | 7.1 | |||||||||
Intra-group sales and transfer between geographic areas |
380,978 | 421,438 | 40,460 | 10.6 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
957,735 | 1,039,261 | 81,526 | 8.5 | |||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Asia |
176,636 | 203,218 | 26,582 | 15.0 | ||||||||||||
Intra-group sales and transfer between geographic areas |
171,386 | 261,062 | 89,676 | 52.3 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
348,022 | 464,280 | 116,258 | 33.4 | |||||||||||||
|
|
|
|
|
|
|
|
|||||||||
United States of America |
199,256 | 227,324 | 28,068 | 14.1 | ||||||||||||
Intra-group sales and transfer between geographic areas |
20,550 | 30,509 | 9,959 | 48.5 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
219,806 | 257,833 | 38,027 | 17.3 | |||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Europe |
214,259 | 207,448 | (6,811 | ) | (3.2 | ) | ||||||||||
Intra-group sales and transfer between geographic areas |
30,134 | 36,795 | 6,661 | 22.1 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
244,393 | 244,243 | (150 | ) | (0.1 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Others |
23,962 | 24,241 | 279 | 1.2 | ||||||||||||
Intra-group sales and transfer between geographic areas |
11,240 | 12,802 | 1,562 | 13.9 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
35,202 | 37,043 | 1,841 | 5.2 | |||||||||||||
Adjustments and eliminations |
(614,288 | ) | (762,606 | ) | (148,318 | ) | | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Net sales |
¥ | 1,190,870 | ¥ | 1,280,054 | ¥ | 89,184 | 7.5 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Income before income taxes: |
||||||||||||||||
Japan |
¥ | 62,407 | ¥ | 63,450 | ¥ | 1,043 | 1.7 | |||||||||
Asia |
17,824 | 23,344 | 5,520 | 31.0 | ||||||||||||
United States of America |
7,732 | (6,465 | ) | (14,197 | ) | | ||||||||||
Europe |
11,572 | 5,599 | (5,973 | ) | (51.6 | ) | ||||||||||
Others |
1,048 | 1,096 | 48 | 4.6 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
100,583 | 87,024 | (13,559 | ) | (13.5 | ) | |||||||||||
Corporate gains and Equity in losses of affiliates and unconsolidated subsidiaries |
13,840 | 17,248 | 3,408 | 24.6 | ||||||||||||
Adjustments and eliminations |
470 | (2,909 | ) | (3,379 | ) | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Income before income taxes |
¥ | 114,893 | ¥ | 101,363 | ¥ | (13,530 | ) | (11.8 | ) | |||||||
|
|
|
|
|
|
|
|
iii) Geographic segments (Net sales by region):
With regard to Information of Geographic segments, please refer to the accompanying 1. ANALYSIS OF BUSINESS RESULTS AND FINANCIAL CONDITION (1) Analysis of Business Results Net Sales by Geographic Area on page 6.
21
(7) Earnings per Share
With regard to earnings per share, please refer to Consolidated Financial Results of Kyocera Corporation and its Subsidiaries for the Year Ended March 31, 2013 on page 1 and 3. CONSOLIDATED FINANCIAL STATEMENTS (2) Consolidated Statements of Income on page 15.
(8) Material Subsequent Event
None.
(9) Cautionary Statement for Premise of a Going Concern
None.
(10) AVX Corporation Reached Settlement with the Environmental Protection Agency and Commonwealth of Massachusetts regarding the New Bedford Harbor Superfund Site
On October 10, 2012, AVX Corporation (AVX), a consolidated subsidiary of Kyocera Corporation in the United States, and the Environmental Protection Agency (EPA) announced that they had reached a financial settlement with respect to the EPAs ongoing clean up of the New Bedford Harbor Superfund site in New Bedford, Massachusetts.
AVXs involvement in this site arose from the operations of an alleged legal predecessor, Aerovox Corporation, which produced liquid filled capacitors adjacent to the harbor from the late 1930s through the early 1970s. Subsequent owners of the facility are dissolved or in bankruptcy. AVX itself never produced this type of capacitor, nor does it do so today.
Following legal action brought in 1983, AVX reached a settlement agreement with the United States and the Commonwealth of Massachusetts with respect to their claims relating to harbor clean up and alleged natural resource damages in 1992. That agreement was contained in a Consent Decree whereby AVX paid $72 million, including interest, toward the harbor clean up and natural resource damages. That agreement included reopener provisions allowing the EPA to institute new proceedings against AVX, including the right to seek to have AVX perform or pay for additional clean up under certain circumstances.
On April 18, 2012, the EPA issued to AVX a Unilateral Administrative Order directing AVX to perform the remainder of the harbor clean up, invoking the clean up reopeners described above.
After settlement negotiations, including mediation, between the parties, the current proposed agreement with the EPA and the Commonwealth of Massachusetts was reached whereby AVX will pay $366 million, plus interest computed from August 1, 2012, in three installments over a two-year period for use by the EPA and the Commonwealth to complete the clean up of the harbor, and the EPA will withdraw the Unilateral Administrative Order.
The recent proposed agreement is contained in a Supplemental Consent Decree that modifies certain provisions of the 1992 Consent Decree, including elimination of the governments right to invoke the clean up reopener provisions in the future. The EPA filed the Supplemental Consent Decree in the United States District Court for the District of Massachusetts on October 10, 2012. A public comment period ended on December 17, 2012 and currently the EPA and the Commonwealth are reviewing the public comments and formulating responses. The settlement requires approval by the United States District Court before becoming final.
AVX recorded a charge of ¥21,300 million ($266 million) with respect to this matter for the year ended March 31, 2013 in addition to a charge of ¥7,900 million ($100 million) recorded in the year ended March 31, 2012. Kyocera included this charge in selling, general and administrative expenses in the consolidated statement of income for the year ended March 31, 2013.
22
April 25, 2013
To All Persons Concerned,
Name of Company Listed: | Kyocera Corporation | |
Name of Representative: | Goro Yamaguchi, President and Director | |
(Code number: 6971, The First Section of the Tokyo Stock Exchange, The First Section of the Osaka Securities Exchange) | ||
Person for inquiry: | Shoichi Aoki Director, Managing Executive Officer and General Manager of Corporate Financial and Accounting Group (Tel: +81-75-604-3500) |
Notice relating to Review of Dividend Payout Ratio and Dividend Forecast
for the Year ending March 31, 2014
This is to advise you that Kyocera Corporation (the Company) resolved at a meeting of its Board of Directors held on April 25, 2013 to amend its target dividend payout ratio with effect from the year ending March 31, 2014, and resolved a dividend forecast per share for the year ending March 31, 2014 pursuant to such new dividend policy as set forth below.
1. Review of dividend payout ratio and reason for revision
Commencing from the year ended March 31, 2005, the Company adopted a dividend policy under which dividend payout ratio was used as an indicator to clarify its shareholder-oriented stance and to establish a greater linkage between dividend amount and performance. The Company adopted a principal to the effect that its total dividend amount would be within the amount of consolidated net income attributable to shareholders and its dividend payout ratio would be approximately 20% to 25% on a consolidated basis. On this basis, the amount of dividends would be determined based on an overall assessment, taking into consideration various factors, including capital expenditures necessary for the further development of the Company from a medium to long-term perspective.
In order to further enhance the return of profit to shareholders and expand its shareholder base, the Company will amend this policy to aim for a dividend payout ratio of 30% or more commencing in the year ending March 31, 2014, replacing the current dividend payout ratio of approximately 20% to 25%.
2. Dividend forecast for the year ending March 31, 2014
Dividends per Share | ||||||||||||
Interim Dividend |
Year-end Dividend |
Annual Total Dividend |
||||||||||
Dividend forecast for the year ending March 31, 2014 |
TBD | TBD | ¥ | 160 | ||||||||
Dividend results for the year ended March 31, 2013* |
¥ | 60 | ¥
|
60 (plan |
* ) |
¥
|
120 (plan |
* ) |
* | The Company is planning to submit to the Ordinary General Meeting of Shareholders to be held in late June 2013 with regard to the year-end dividend (plan) and the annual total dividend per share (plan) for the year ended March 31, 2013. |
1
[For reference: Consolidated financial forecasts and results]
(Unit: Yen in millions)
Net Sales | Profit from Operations |
Income before Income Taxes |
Net Income Attributable to Shareholders of Kyocera Corporation |
|||||||||||||
Financial forecasts for the year ending March 31, 2014 |
1,400,000 | 140,000 | 150,000 | 96,000 | ||||||||||||
Financial results for the year ended March 31, 2013 |
1,280,054 | 76,926 | 101,363 | 66,473 |
Forward-Looking Statements
Certain of the statements made in this document are forward-looking statements (within the meaning of Section 21E of the U.S. Securities and Exchange Act of 1934), which are based on our current assumptions and beliefs in light of the information currently available to us. These forward-looking statements involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors include, but are not limited to the following:
(1) | General economic conditions in our markets, which are primarily Japan, North America, Europe and Asia; |
(2) | Economic, political and legal conditions and unexpected changes therein in countries or areas where we operate; |
(3) | Factors that may affect our exports, including a strong yen, political and economic instability, customs, and inadequate protection of our intellectual property; |
(4) | Fluctuation in exchange rates that may affect the value of our foreign assets or the prices of our products; |
(5) | Intensified competition in product pricing, technological innovation, R&D activities, product quality and speed of delivery; |
(6) | Manufacturing delays or defects resulting from outsourcing or internal manufacturing processes; |
(7) | Shortages and rising costs of electricity affecting our production and sales activities; |
(8) | The possibility that expansion of production capacity and in-process R&D activities may not produce the desired results; |
(9) | The possibility that companies or assets acquired by us may not produce the returns or benefits, or bring in business opportunities, which we expect; |
(10) | Inability to secure skilled employees, particularly engineering and technical personnel; |
(11) | The possibility of divulgence of our trade secrets and infringement of our intellectual property rights; |
(12) | The possibility that we may receive notice of claims of infringement of other parties intellectual property rights and claims for royalty payments; |
(13) | Increases in our environmental liability and in costs and expenses required to observe obligations imposed by environmental laws and regulations in Japan and other countries; |
(14) | Unintentional conflict with laws and regulations, or the possibility that newly enacted laws and regulations may limit our business operations; |
(15) | Events that may negatively impact our markets or supply chain, including terrorist acts, plague, war and similar events; |
(16) | Earthquakes and other related natural disasters affecting our operational facilities and our markets or supply chain, as well as social and economic infrastructure; |
(17) | Exposure to difficulties in collection of trade receivables due to customers worsening financial condition; |
(18) | The possibility of recognition of impairment losses on investment securities held by us due to declines in their value; |
(19) | The possibility that we may record impairment losses on long-lived assets, goodwill and intangible assets; |
(20) | The possibility that deferred tax assets may not be realized or additional liabilities for unrecognized tax benefits may be incurred; and |
(21) | Changes in accounting principles. |
Such risks, uncertainties and other factors may cause our actual results, performance, achievements or financial condition to be materially different from any future results, performance, achievements or financial condition expressed or implied by these forward-looking statements. We undertake no obligation to publicly update any forward-looking statements included in this document.
2
April 25, 2013
To All Persons Concerned,
Name of Company Listed: |
Kyocera Corporation | |
Name of Representative: |
Goro Yamaguchi, President and Director | |
(Code number: 6971, The First Section of the Tokyo Stock Exchange, The First Section of the Osaka Securities Exchange) | ||
Person for inquiry: |
Shoichi Aoki Director, Managing Executive Officer and General Manager of Corporate Financial and Accounting Group (Tel: +81-75-604-3500) |
Notice relating to Partial Amendments to the Articles of Incorporation
This is to advise you that Kyocera Corporation (the Company) resolved at a meeting of its Board of Directors held on April 25, 2013 that the Company shall propose to the 59th Ordinary General Meeting of Shareholders, to be held on June 26, 2013, to partially amend the Articles of Incorporation, as set forth below.
1. Reason for Proposal
It is proposed to newly establish Article 28 (Exemption from Liability of Outside Directors) as set forth in the Proposed Amendment below in order to permit the Company to enter into agreements limiting the liability of Outside Directors and thereby enable the Company to obtain the services of superior candidates as Outside Directors of the Company in accordance with the provisions of the Companies Act.
In addition, it is proposed to renumber Articles 28 and following Articles of the current Articles of Incorporation.
All Audit & Supervisory Board Members have consented to the proposal.
2. The Proposed Amendments
(The underlined portion shows the proposed amendments.)
Present Article |
Proposed Amendment | |||||||||
<Newly established> |
Article 28. Exemption from Liability of Outside Directors | |||||||||
The Company may, under the provisions of Article 427, Paragraph 1 of the Companies Act, enter into a contract with any Outside Director, to limit the liability for damages caused by his dereliction of duty, provided, that the maximum amount of liability pursuant to such contract shall not exceed the minimum amount of liability provided for in the Article 425, Paragraph 1 of the Companies Act. | ||||||||||
Article 28.
Article 39. |
|
(Text of the provisions omitted) |
Article 29.
Article 40. |
(Same as present articles) | ||||||
3. Schedule
Date of the General Meeting of Shareholders to amend the Articles of Incorporation:
June 26, 2013 (Wednesday)
Effective date of the amendment to the Articles of Incorporation:
June 26, 2013 (Wednesday)