TOKYO — (BUSINESS WIRE) — May 11, 2016 — Renesas Electronics Corporation (TSE:6723) today announced consolidated financial results for the year ended March 31, 2016.
Summary of Consolidated Financial Results
| Year ended | ||||
| March 31, 2016 | ||||
| Billion Yen | % of Net Sales | |||
| Net sales | 693.3 | 100.0 | ||
| Sales from semiconductors | 675.6 | |||
| Sales from others | 17.7 | |||
| Operating income | 103.8 | 15.0 | ||
| Ordinary income | 102.1 | 14.7 | ||
| Net income attributable to shareholders of parent company | 86.3 | 12.4 | ||
| Capital expenditures | 61.8 | |||
| Depreciation and others | 62.4 | |||
| R&D expenses | 97.4 | |||
| Yen | ||||
| Exchange rate (USD) | 121 | |||
| Exchange rate (EUR) | 133 | |||
| As of March 31, 2016 | ||||
| Billion Yen | ||||
| Total assets | 849.4 | |||
| Net assets | 381.7 | |||
| Equity Capital | 379.5 | |||
| Equity ratio (%) | 44.7 | |||
| Interest-bearing debt | 244.3 | |||
| Note 1: | All figures are rounded to the nearest 100 million yen. | |
| Note 2: | Capital expenditures refer to the amount of order placed for property, plant and equipment (manufacturing equipment) and intangible assets. | |
| Note 3: | Depreciation and others includes depreciation and amortization of intangible assets and amortization of long- term prepaid expenses in consolidated statements of cash flows. |
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Consolidated Financial Results for the Year Ended March 31, 2016 |
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| English translation from the original Japanese-language document | ||
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May 11, 2016 |
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| Company name |
: Renesas Electronics Corporation |
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| Stock exchanges on which the shares are listed | : Tokyo Stock Exchange, First Section | |
| Code number | : 6723 | |
| URL | ||
| Representative | : Tetsuya Tsurumaru, Representative | |
| Director, President and CEO | ||
| Contact person | : Yoichi Kobayashi, Department Manager | |
| Corporate Communications Dept. | ||
| Tel. +81 (0)3-6773-3002 | ||
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Date of the ordinary general shareholders’ meeting (scheduled) |
: June 28, 2016 | |
| Filing date of Yukashoken Hokokusho (scheduled) | : June 28, 2016 | |
| (Amounts are rounded to the nearest million yen) | ||
1. Consolidated financial results for the year ended March 31, 2016
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1.1 Consolidated financial results |
(% of change from corresponding period of the previous year) |
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Net sales |
Operating
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Ordinary
|
Net income
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| Million | % | Million | % | Million | % | Million | % | |||||||||
| yen | yen | yen | yen | |||||||||||||
| Year ended March 31, 2016 | 693,289 | (12.4) | 103,782 | (0.6) | 102,100 | (3.1) | 86,292 | 4.8 | ||||||||
| Year ended March 31, 2015 | 791,074 | (5.0) | 104,427 | 54.4 | 105,335 | 79.7 | 82,365 | --- | ||||||||
| Reference: | Comprehensive income for the year ended March 31, 2016: 69,838 million yen (-43.0%) | |||||||||||||||
| Comprehensive income for the year ended March 31, 2015: 122,544 million yen (---%) | ||||||||||||||||
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Net income
|
Net income
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Net income
|
Ordinary
|
Operating
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| Yen | Yen | % | % | % | ||||||
| Year ended March 31, 2016 | 51.76 | --- | 25.0 | 12.1 | 15.0 | |||||
| Year ended March 31, 2015 | 49.41 | --- | 31.4 | 13.0 | 13.2 | |||||
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Reference: |
Equity in net income of affiliates of the year ended March 31, 2016: 5 million yen | |||||||||
| Equity in net income of affiliates of the year ended March 31, 2015: 273 million yen | ||||||||||
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1.2 Consolidated financial position |
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| Total assets | Net assets | Equity ratio |
Net assets per
|
|||||
| Million yen | Million yen | % | Yen | |||||
| March 31, 2016 | 849,376 | 381,739 | 44.7 | 227.63 | ||||
| March 31, 2015 | 840,087 | 311,909 | 36.8 | 185.67 | ||||
| Reference: |
Equity as of March 31, 2016: 379,479 million yen |
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| Equity as of March 31, 2015: 309,529 million yen | ||||||||
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1.3 Consolidated cash flows |
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Cash flows from
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Cash flows from
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Cash flows from
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Cash and cash
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| Million yen | Million yen | Million yen | Million yen | |||||
| Year ended March 31, 2016 | 126,296 | (33,551) | (30,339) | 398,410 | ||||
| Year ended March 31, 2015 | 116,746 | (26,603) | (23,762) | 343,722 | ||||
2. Cash dividends
| Cash dividends per share |
Total
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Dividends
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Dividends
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At the end
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At the end
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At the end
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At the
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Total | ||||||||||||
| Yen | Yen | Yen | Yen | Yen | ||||||||||||
| Year ended | --- | 0.00 | --- | 0.00 | 0.00 | --- | --- | --- | ||||||||
| March 31, 2016 | ||||||||||||||||
| Year ended | --- | 0.00 | --- | 0.00 | 0.00 | --- | --- | --- | ||||||||
| March 31, 2015 | ||||||||||||||||
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Year ending
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--- | --- | --- | --- | --- |
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--- | |||||||||
3. Forecast of consolidated results for the three months ending June 30, 2016
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(% of change from corresponding period of the previous year) |
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Net sales |
Operating
|
Ordinary
income |
Net income
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Net
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| Million yen | % | Million yen | % | Million yen | % | Million yen | % | yen | ||||||||||
| Three months | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||||||||
| ending June 30, | ||||||||||||||||||
| 2016 | ||||||||||||||||||
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Note: Change in forecast of consolidated results since the most recently announced forecast: No |
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Renesas Electronics Group plans to implement a change of the fiscal term in which the fiscal year-end will change from March 31 to December 31 starting from the fiscal year 2016. The change is subject to approval of “a partial amendment to its Articles of Incorporation” at the 14th Ordinary General Shareholders’ Meeting to be held on June 28, 2016.
The same change in the fiscal term will be applied to the consolidated subsidiaries of Renesas Group, with some exceptions. The current fiscal year (fiscal year ending December 31, 2016) in which the transition to the new accounting period is to take place, will comprise the financial results for the nine months from April 1, 2016, to December 31, 2016.
Renesas Electronics reports its consolidated forecast on a quarterly basis as substitute for a yearly forecast. However, due to impacts of the Kumamoto Earthquake that occurred after April 14, 2016, it is difficult to disclose the forecast of consolidated results for the three months ending June 30, 2016 at the time of the issuance of this earnings report. For details, please refer to Appendix 1.1.2., “Consolidated Forecasts” on page 4.
4. Others
4.1 Changes in significant subsidiaries for the year ended March 31, 2016
(Changes in specified subsidiaries resulting in changes in scope of consolidation): No
4.2 Changes in Accounting Policies, Changes in Accounting Estimates and Corrections of Prior Period Errors
1. Changes in accounting policies with revision of accounting standard: Yes
2. Changes in accounting policies except for 4.2.1: No
3. Changes in accounting estimates: No
4. Corrections of prior period errors: No
4.3 Number of shares issued and outstanding (common stock)
1. Number of shares issued and outstanding (including treasury stock)
As of March 31, 2016: 1,667,124,490 shares
As of March 31, 2015: 1,667,124,490 shares
2. Number of treasury stock
As of March 31, 2016: 2,581 shares
As of March 31, 2015: 2,548 shares
3. Average number of shares issued and outstanding
For the year ended March 31, 2016: 1,667,121,924 shares
For the year ended March 31, 2015: 1,667,121,942 shares
(Reference) Non-consolidated results for the year ended March 31, 2016
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Non-consolidated financial results |
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(% of change from corresponding period of the previous year) |
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|
Net sales |
Operating
|
Ordinary
|
Net income |
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| Million yen | % | Million yen | % | Million yen | % | Million yen | % | |||||||||
| Year ended March 31, 2016 | 651,022 | (9.4) | 93,020 | 25.4 | 88,258 | 22.5 | 65,555 | (22.5) | ||||||||
| Year ended March 31, 2015 | 718,784 | (2.6) | 74,155 | 231.3 | 72,070 | 363.4 | 84,617 | -- | ||||||||
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Net income
|
Net income per
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| Yen | Yen | |||
| Year ended March 31, 2016 | 39.32 | -- | ||
| Year ended March 31, 2015 | 50.76 | -- | ||
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Non-consolidated financial position |
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Total assets |
Net assets | Equity ratio |
Net assets per
|
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| Million yen | Million yen | % | Yen | |||||
| March 31, 2016 | 798,625 | 282,617 | 35.4 | 169.52 | ||||
| March 31, 2015 | 768,804 | 217,255 | 28.3 | 130.32 | ||||
| Reference: | Equity at the end of the year ended March 31, 2016: 282,617 million yen | |||||||
| Equity at the end of the year ended March 31, 2015: 217,255 million yen | ||||||||
(Note) Information regarding the implementation of audit procedures
These financial statements are under the audit procedures based upon the Financial Instruments and Exchange Act at the time of issuance of this report.
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Cautionary Statement |
| The statements with respect to the financial outlook of Renesas Electronics Corporation (hereafter “the Company”) and its consolidated subsidiaries (hereafter “the Group”) are forward-looking statements involving risks and uncertainties. We caution you in advance that actual results may differ materially from such forward-looking statements due to changes in several important factors. |
| The Group will hold an earnings conference for institutional investors and analysts on May 11, 2016. The Group plans to post the materials which are provided at the meeting, on the Group’s website on that day. |
(Significant Subsequent Events)
(Impact of the Earthquake in
Kumamoto Prefecture)
The Kawashiri Factory of Renesas Semiconductor
Manufacturing Co., Ltd., a wholly-owned subsidiary of the Company was
damaged by the Kumamoto Earthquake that occurred after April 14, 2016.
After
that, the company resumed investigations inside the clean room and
having completed a thorough assessment, the company has resumed
production of some of the manufacturing processes starting April 22.
Some
of the subcontractor companies have been confirmed damages by the
earthquake. The company in cooperation with its suppliers and partner
companies are accelerating recovery efforts.
In addition, amount of
the damages for the consolidated financial statements is currently under
consideration.
(Adoption of Stock Option (Stock Acquisition Right))
The
Company has resolved at the Meeting of Board of Directors held on May
11, 2016, to submit a proposal concerning both the level of
remuneration, etc., relating to stock options for Renesas members of the
board (excluding outside directors) and the determination of the
concrete details to the 14th Ordinary General Shareholders' Meeting to
be held on June 28, 2016.
1. Reason for the proposal
The proposal will ask shareholders to
approve the adoption of stock option plan in which Renesas members of
the board (except for outside directors) will be allocated stock
acquisition rights as remuneration. This would mean that Renesas members
of the board would share the merits of a rise in Renesas’ share value
and the risks of a drop in the share value with the shareholders, and
would increase their desire to further contribute to increasing Renesas'
stock price and increasing the value of the company.
2. Details of stock acquisition rights to be granted as stock option
(1)
Type and number of stocks to be issued upon exercise of the stock
acquisition rights
The type of shares to be issued upon exercise of
the stock acquisition rights shall be Renesas common stock, and the
number of stocks that are in each stock acquisition right (hereinafter
“number of shares granted”) shall be 100 shares. However, following the
date of passage of this proposal (hereinafter "date of passage"), if
Renesas performs either a stock split (including an allotment of shares
without contribution of Renesas common stock. This applies to all
mentions of stock splitting in the remainder of this document.) or a
stock consolidation, the number of stocks granted shall be adjusted
according to the following formula. If the result of the adjustment
includes a fractional part of a stock, that fractional part would be
discarded.
(Adjusted number of shares granted) = (Number of shares granted prior to adjustment) × (Stock split or stock consolidation ratio)
In addition to the above, if, at any time after the date of passage,
Renesas undergoes a merger or a company split, or similar situation of
this type and an adjustment of the number of shares granted, Renesas may
appropriately adjust the number of shares granted within a logical
range. Note that if, at any time after the date of passage, Renesas
performs an adjustment of the number of share unit (excluding cases
where this is associated with a stock split or a stock consolidation;
this definition applies to the term “adjustment of the number of share
unit” in the remainder of this document), Renesas may appropriately
adjust the number of shares granted within a logical range and
proportional to the ratio of the said adjustment of the number of share
unit. This applies to these new stock options as resolved by the Meeting
of Board of Directors for that issuance following the date that the said
adjustment of the number of share unit takes effect.
Note that
while there are now five members of the board (of whom two are outside
directors), if the company director appointment proposal is adopted
without change at Renesas' 14th Ordinary General Shareholders’ Meeting
scheduled for June, 28, 2016, then there will be five members of the
board (of whom three are outside directors).
(2) Total number of stock acquisition rights
The maximum number of
stock acquisition rights to be allocated is limited to the number (with
the fractional part, if any, dropped) calculated as follows. This number
is given by dividing the value to be given as remuneration or other
compensation as stock options to members of the board by the fair price
of a stock option as calculated by a fair calculation method such as the
Black-Scholes Model based on the closing price of Renesas common on the
previous business day of the Meeting of Member of the Board at which the
stock option allocation was determined (in case there was no closing
price, the reference price of the next business day shall be used).
(3) Amount to be paid for stock acquisition rights
The amount paid
for each individual stock option shall be an amount determined at the
Meeting of the Board of Directors based on a fair price for the stock
option as calculated by a fair calculation method such as the
Black-Scholes Model when the stock options are allocated.
(4) The amount to be invested when exercising each stock acquisition
right
The amount to be invested when exercising each stock
acquisition right shall be given by multiplying a monetary value of 1
JPY per each individual stock that can be granted by exercising the
corresponding stock option by the number of assigned stocks.
(5) Exercise period for stock acquisition rights
The exercise
period shall be determined by the Meeting of Board of Directors within
the range of ten years from the following day after the stock options
are allocated (hereinafter “allocation date”).
(6) Transfer restrictions of stock acquisition rights
Regarding the
acquisition of stock acquisition rights due to transfer, approval is
required as a resolution of the Meeting of Board of Directors.
(7) Conditions relating to exercise of stock acquisition rights
In
principle, a person granted an allocation of stock options may execute
those options starting on the day one year after the share allocation
date. However, when such a person lose his position both as Member of
the Board and as Senior Vice President due to, for example, expiration
of the term of office, the said person may execute the said stock
options starting on the day following said loss of position. Other
conditions on execution of stock options shall be decided by the Meeting
of Board of Directors.
(8) Other items for exercise of stock acquisition rights
The
details of other items for exercise of stock acquisition rights, etc.
shall be determined by the Meeting of Board of Directors that resolves
the subscription requirements of the allocation of stock acquisition
rights.
(Reference)
Renesas expects following the conclusion of the General
Shareholders’ Meeting, to grant stock options with the same conditions
as the above-mentioned stock options, to Renesas senior vice presidents
(excluding senior vice presidents with joint appointment as members of
the board), Renesas employees, and members of the board (excluding
outside directors), senior vice presidents, and employees of Renesas
consolidated subsidiary companies.
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Contact:
Renesas Electronics Corporation
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Kyoko
Okamoto, +81 3-6773-3001
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Contacts
Makie Uehara, +81 3-6773-3002
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