Annual Financial Report2013

Annual Financial Report2013
2013
〈Additional Volume〉Annual Financial Report 2013
2013
A n n u a l
F i n a n c i a l
R e p o r t
CONTENTS
Management Policies
1
Business Results
2
Risk Management
4
Other Information
5
Five-Year Summary
6
Eleven-Year Summary
12
Consolidated Balance Sheet
14
Consolidated Statement of Operations
16
Consolidated Statement of Comprehensive Income
17
Consolidated Statement of Changes in Equity
18
Consolidated Statement of Cash Flows
19
Notes to Consolidated Financial Statements
20
Independent Auditors’ Report
43
Board of Directors, Corporate Data
44
Management Policies
Management Policies
(1) ROHM’s Basic Management Policy
ROHM believes that, in creating and improving our overall corporate values, added-values created by the company’s business activities should be allocated in appropriate proportions to all constituents,
including shareholders, employees, and stakeholders of local communities, while retained earnings should be allotted to business
investment and efforts to increase competitive strength. To pursue
this objective, it is also essential to obtain the understanding and
cooperation of all those with a stake in the company’s performance.
Making ROHM’s shares more attractive to investors is one of the
important aspects of company management.
With these perspectives, ROHM has committed itself to developing market-leading products by focusing on high value-added system
ICs, power devices, LED-related products, and sensor devices for
digital information appliances, mobile electronic equipment, industrial equipment and automotive components, where further market
expansion is expected. As a fundamental policy, ROHM pursues a
stable supply of high quality, cost-competitive products in high volume through optimal utilization of its distinctive production technologies that will help to maintain a leading position in the global electronic components market.
(2) Mid- to Long-term Corporate Strategies
ROHM celebrated its 50th anniversary in 2010. In order to respond
to increased market globalization, we embarked on a campaign,
titled ‘Next 50’, that focuses on four growth strategies that we believe
will lead to significant growth in the mid- to long-term.
<1> Four Growth Engine Strategies
① IC synergy with LAPIS Semiconductor Co., Ltd.
As IC technological requirements reach higher levels, ROHM continues to enhance its capability to develop system solutions that can
more flexibly respond to a wide range of needs by combining
ROHM’s strength in analog linear technology with LAPIS
Semiconductor’s market-leading digital technology, including low
power microcontrollers and memories.
② Power device products (including SiC)
ROHM is proceeding with developing and strengthening product
lineups of SiC devices that can deliver significantly lower loss and
more stable operation under high temperature than conventional silicon semiconductors. In addition, the company has been enhancing
product lineups of SiC modules that combine these features and has
begun adopting these modules for use in next-generation energy
equipment, such as electric vehicles and solar power generation
devices. Also, regarding existing silicon devices, we are strengthening our lineups of IGBT (*), and high efficiency transistors/diodes.
* IGBT (Insulated Gate Bipolar Transistor)
A type of power semiconductor device that utilizes the advantages of MOSFET
and bipolar transistors. It is used for controlling electric power.
③ LED and related products, from LED elements to lighting
equipment
ROHM has been expanding its lineup of LED lighting equipment
through the AGLED brand and expanding sales to electric appliance
stores and for office use. Also, in the LED related market that continues to grow with next-generation lighting and indicators, ROHM
has been enhancing its product lineups to include power supply modules for LED lighting, sensor devices, LED driver ICs, and discrete
ICs.
④ Sensor products
With the rapid expansion of applications and product lineups of
sensor-related devices such as MEMS accelerated sensors, illuminance sensors, and image sensors, ROHM has been putting much
effort into its lineup of sensor-related devices that utilize a variety of
technologies, including semiconductor production technology, module technology, and IC circuit design technology. In addition, the
company is promoting various combinations of different types of
sensors and proposing total solutions.
<2> E nhancement Strategies for the Automotive and
Industrial Equipment Markets
The automotive market, which is seeing increased computerization, and the industrial equipment market, which continues to grow
at a steady pace, require a stable supply of high quality, high reliability products – all of which ROHM can easily provide. We will leverage our strengths in developing high quality, high reliability and
focus on new markets, from the latest automotive systems, and new
energy applications to FA machines and medical equipment.
<3> Sales Enhancement Strategy for Overseas Customers
Amidst the increased globalization and expansion of markets not
only in the US and Europe, but also in China, Taiwan, South Korea,
and emerging markets, ROHM is moving ahead with cultivating
overseas customers and strengthening sales activities. We are working to set up systems that fit the needs of overseas customers, from
product configuration to development, sales, and technical support,
with the aim of increasing sales and shares in overseas markets.
<4> Enhancement Strategy for Existing Products
In addition to strengthening new categories of business, ROHM
will take steps to expand market share and ensure profits with existing products that support ROHM’s current sales by identifying customer requirements in advance, including the need for greater
sophistication and/or miniaturization and develop new industryleading products and technologies that will gain market share.
(3) Priority Issues
Although the global economy is gradually showing positive signs,
as Japan and the US are seeing some improvement in personal consumption and employment, a full recovery is expected to take time
due to financial and monetary problems in Europe.
The electronics industry will continue to grow in the mid- to longterm thanks to the increased proliferation of digital appliances and
automotive computerization. However, competition with regard to
prices and technologies will become more spirited, making it
increasingly necessary to supply products that are competitive all
over the world. ROHM will accomplish this by developing new products and technologies that respond to global markets, and by thoroughly tackling cost reduction.
Under these circumstances, the ROHM Group will exert itself to
identify needs in advance and develop eco-friendly devices that meet
energy-saving needs and novel applications never before seen, in a
broad range of markets (i.e. automotive electronics equipment, flat
screen TVs, information and telecommunication, and mobile equipment).
In order to keep pace with rapid changes in the global and Asian
electronic components markets and increase market share, ROHM
will not only develop and distribute new products but will also continue to implement enhancements intended to strengthen sales structures for overseas customers by expanding sales bases and increasing
the number of FAEs in inland China and developing new sales activi-
1
Management Policies and Business Results
ties for companies in India and Brazil.
In the future, based on our experiences and lessons learned from
the Great East Japan Earthquake and the flooding in Thailand,
ROHM will further strengthen its management system to ensure
business continuity by reviewing and restructuring measures against
natural disasters, geopolitical risks, and other unforeseen events.
(4) Basic Policy for Profit Distribution
① Basic Policy for Profit Distribution
Under the global-scale restructuring and shakeout of the semiconductor industries, ROHM aggressively infuses funds to necessary
capital investments and M&A to win out over the competition, and
strives to improve business performance over the long-term in order
to live up to the expectations of its shareholders.
In profit distribution to shareholders, ROHM will make every
effort to reliably pay dividends based on its business performance
and cash flow, from the long-term perspective of continually improving corporate value and ensuring stable and continuous payment of
dividends.
Regarding the market environment surrounding ROHM, market
growth in the mid- to long-term can be expected alongside continued
informatization. However, global competition will intensify due to
global-scale restructuring and a shakeout of the industry. In order to
maintain growth and increase business performance under these circumstances, it is imperative that ROHM develop unique products
and enhance cost competitiveness. In response, ROHM is making
every effort to enhance its corporate value by actively investing cash
reserves and generated cash flows in facilities necessary to enhance
its developmental and technological expertise, which are essential to
maintain a competitive edge, and in strategic businesses, including
partnerships and acquisitions that can be expected to produce synergistic results and attractive returns.
② Retirement of Treasury Stock
The ROHM Group considers a maximum 5 percent of the total
outstanding shares as its treasury stock holdings, and, in principle,
any amount beyond this limit is retired at the end of every fiscal
year. Also, the Group always keeps no more than 5 percent of its
treasury stocks on hand in order to ensure management flexibility for
merger and acquisition activity and other needs as required. For your
information, treasury stock holdings on hand in the year ended
March 31, 2013 (5,586 thousand shares) were 4.93 percent of the
total outstanding shares, falling below 5 percent.
Business Results
(1) Analysis of Business Results
Business Results for the Year Ended March 31, 2013
General Overview of Business Performance
The world economy in the current fiscal year continued to be weak
as a whole due to China’s economic slowdown coupled with a prolonged economic recession in Europe, although signs of economic
recovery were seen in the US after the fall of last year.
By individual regions, in the US, economic recovery remained
weak in the first half of the fiscal year due to uncertainty over a tight
fiscal policy, but after the fall signs of improvement were seen in
consumption and employment, placing the overall economy on a
recovery trend. In Europe, the economy continued to slump because
of prolonged financial and monetary problems, while in China, the
overall economy exhibited slower growth due to decreasing export
expansion, which was affected by the economic recession in Europe
2
and other major markets. India and South Korea also experienced
slowing economic growth due to sluggish exports. And in Japan,
exports and industrial production slowed down after the summer on
the heels of a recovery trend that arose out of reconstruction demands
following the Great East Japan Earthquake - amid the backdrop of a
sluggish world economy and appreciation of the yen. But after the
new year, promising signs for the economy were seen again with
higher stock prices and the depreciation of the yen.
In the electronics-related industries, smartphones and tablet computers enjoyed robust sales. And the overall automotive market was
strong, although the Japanese market temporarily entered an adjustment phase after the fall. However, the markets, including existing
mobile phones, personal computers, and flat screen TVs, went
through a prolonged adjustment period, leaving them in severe shape.
In the face of such a business environment, the entire ROHM
Group remained committed to reducing costs not only by increasing
efficiency through the restructuring of production systems centered
on ICs production systems, reviewing semiconductor materials, and
streamlining via yield ratio improvements, but also by moving forward with structural reform, which include personnel cutbacks.
In addition, to increase sales over the mid- to long-term, the Group
strengthened its product lineups and positioned four key areas as
engines for future growth: 1) IC synergy (with LAPIS Semiconductor
Co., Ltd.), 2) SiC-based power devices, 3) LEDs and related products
and 4) Sensor-related products.
The ROHM Group views the automotive, telecommunication
infrastructure and industrial equipment markets (including FA) as
significant areas where growth is expected, and has accordingly
increased sales personnel in these important markets and created
new product strategy groups for different segments. In order to
respond to increased customer globalization, the company proceeded
to restructure the sales system from one focused on individual
regions into a sales system centered on customers. And, at individual
overseas sites, the ROHM Group has been working to enhance customer support capabilities by employing local FAEs (*1).
Regarding new product development, ROHM has put much effort
into developing high efficiency power related ICs for automotive
applications, high reliability resistors, ultra-compact discrete semiconductor devices for mobile devices such as smartphones, tablet
PCs, and CPU peripheral devices, and ultra-low power wireless modules for smart homes based on specified low power radio (*2) technology, which are expected to see significant adoption.
ROHM also continued to develop new fields for mid- to long-term
growth by upgrading its product lineups of SiC devices and modules,
which we are quickly progressing as next-generation technologies, as
well as launching sales of the B-analyst (*3), micro-blood analysis system in Europe and commercializing solid fuel type hydrogen fuel
cells (*4) under a joint development program with Aquafairy
Corporation and Kyoto University.
As mentioned above, ROHM endeavored to recover its business
results through company-wide efforts, but due to continuing difficulties in the business environment, net sales for the year ended March
31, 2013 were 292,411 million yen (a decrease of 4.0 percent from the
year ended March 31, 2012), and operating loss was 921 million yen
(operating income of 6,353 million yen for the year ended March 31,
2012). Ordinary income was 11,786 million yen (an increase of 61.8
percent from the year ended March 31, 2012), after foreign currency
exchange gains, and the net loss for the year was 52,464 million yen
due to a considerable amount of impairment losses of fixed assets
(net loss of 16,107 million yen for the year ended March 31, 2012).
*1. FAE (Field Applications Engineer)
Engineers and technicians who provide technical support and proposals,
including technical information, to customers.
*2. Specified low power radio
A low-output-type radio communication standard that can be used without a
license, qualification or registration. The 429MHz and other bandwidths have
already been approved, with the 920MHz bandwidth recently opened in July
2012. Compared to the 2.4GHz bandwidth (which includes wireless LANs),
these wavelengths can reach long distances easily even through obstacles.
*3. Micro-blood analysis system ‘B-analyst’
A proprietary system that performs precision diagnostic tests using only a
trace amount of blood. In 2008 the system was being sold in Japan under the
name Banalyst®Ace. Then in November 2012 ROHM entered into a marketing alliance in Europe with A. Menarini Diagnostics of Italy under the name of
‘B-analyst’.
*4. Solid fuel type hydrogen fuel cells
A type of fuel cell in which hydrogen is formed and electricity generated after
solidified calcium hydride is processed into a sheet-like structure and water is
added. This cell is safer and more portable than existing methanol and hydrogen fuel cells using cylinders. It is also an extremely clean form of energy.
Overview of performance in each segment
<ICs>
Net sales for the year ended March 31, 2013 were 140,761 million
yen (a decrease of 5.6 percent from the year ended March 31, 2012),
and segment losses for the year were 7,825 million yen (segment
losses of 6,666 million yen for the year ended March 31, 2012).
In the digital AV equipment field, sales of lens controller driver
ICs for digital cameras increased in the first half of the year, but
entered an adjustment phase due to the sluggish market after the fall.
Sales in the flat screen TV sector also remained slow, and power ICs
for LCD panels remained in the doldrums. In the mobile phone sector, the demand for sensor ICs for smartphones was strong, while
extreme price competition for parts, coupled with the effects of a
sluggish market for conventional mobile phones, lowered the demand
for LED driver ICs to lower than expected levels. For gaming consoles, along with the launch of new models, sales centered on power
ICs were on a recovery trend, but entered an adjustment phase again
after the new year. Regarding personal computers, sales of motor
driver ICs were on a recovery trend in the first half of the year, but
entered an adjustment phase after the fall. For the automotive components market, sales of LED driver ICs for lamps were robust.
Likewise, in the industrial equipment market, sales of power ICs
were strong.
At LAPIS Semiconductor Co., Ltd., a ROHM Group company,
sales of low power microcontrollers for the security market and custom memory ICs for handheld game console were strong, while the
demand for other memory ICs, including P2ROM (*5) products for the
entertainment market, significantly decreased due to market slowdown. In addition, LAPIS Semiconductor Co., Ltd. sold its optical
components division in order to focus on its core business.
Regarding production systems, ROHM decreased its production
volumes at its headquarters in Kyoto and at ROHM Apollo Co., Ltd.
in Fukuoka Prefecture and worked to reduce costs through material
changes and improvements in the yield ratio while promoting
300mm wafer power devices at ROHM Hamamatsu Co., Ltd. in
Shizuoka Prefecture and improving production efficiency at individual factories. ROHM also enhanced its BCM (Business Continuity
Management) system against risks such as disasters by sharing production lines with LAPIS Semiconductor Co., Ltd.
*5. P2ROM (Production Programmed ROM)
Non-volatile memory developed by LAPIS Semiconductor Co., Ltd. Products
are shipped after the customer’s program and data are written into memory
at the factory. They are often used for gaming consoles, and feature a shorter
turnaround time (TAT) compared to conventional mask ROMs.
<Discrete Semiconductor Devices>
Net sales for the year ended March 31, 2013 were 99,374 million
yen (a decrease of 4.3 percent from the year ended March 31, 2012),
and segment profits were 7,929 million yen (a decrease of 31.7 percent from the year ended March 31, 2012).
In the diode and transistor categories, sales were severe due to the
effects of a considerable decrease in production in the flat screen TV
market, coupled with slow recovery caused by fewer orders in automotive markets resulting from the flooding in Thailand.
In the SiC sector, which is used in next-generation high-efficiency
devices, ROHM put much effort into enriching product lineups of
SiC diodes and MOSFETs and began full-scale mass-production of
full SiC modules, for use in such products as air-conditioners.
Regarding LEDs, small-package products, including PicoLEDs,
sold well.
Concerning laser diodes, sales of dual-wavelength pulsation laser
diodes for CD/DVD players (*6) and other applications were slow.
As for production systems, ROHM decided to close its transistor
wafer factory in Ibaraki Prefecture and concentrate its efforts toward
reducing costs by improving production efficiency at individual
group factories in Thailand, the Philippines, and Tianjin, China.
ROHM also made considerable efforts to enhance its BCM (Business
Continuity Management) system.
*6. Dual-wavelength pulsation laser diodes for CD/DVD players
Self-pulsation-type dual-wavelength laser diodes in which a single element
generates two lasers, a 780nm beam for playing CDs and a 650nm type for
playing DVDs.
<Other>
Net sales for the year ended March 31, 2013 were 52,276 million
yen (an increase of 1.2 percent from the year ended March 31, 2012),
and segment losses were 2,433 million yen (segment losses of 482
million yen for the year ended March 31, 2012).
In the resistor category, sales of mainly ultra-compact resistors for
the mobile phone market entered an adjustment phase, but transitioned toward recovery trend after the new year.
Sales of tantalum capacitors were extremely sluggish due to the
flooding in Thailand in the first half of the year, but gradually
showed signs of recovery.
With optical modules, although sales of photointerrupters (*7)
decreased due to the sluggish market for digital cameras and printers
in China and Europe, sales of infrared LED modules for smartphones were robust.
Regarding LED lighting products, sales were steady due to growing energy concerns and enhanced product lineups.
In the power module category, power supply modules for LED
lighting enjoyed increased sales.
Concerning thermal printheads, sales for mini-printers recovered
and sales of image sensor heads for scanners increased after the
summer.
In the medical field, sales of micro-blood analysis systems steadily
increased although growth was still small in scale.
Regarding production systems, ROHM strove to improve production efficiency, reduce costs, and continued to strengthen its BCM
(Business Continuity Management) system at group factories in
Thailand, the Philippines, and Dalian and Tianjin in China.
*7. Photointerrupter
A sensor comprised of an infrared emitter on one side and an infrared detector on the other side. The sensor detects that the beam from the emitter is
blocked when an object passes through the beam. It is often used to detect
the existence or location of objects.
It should be noted that the above sales are for external customers.
(2)Financial Analysis
Analysis on status of assets, liabilities, net assets and cash
flow
During the year ended March 31, 2013, total assets decreased by
38,312 million yen from the previous fiscal year, amounting to
699,014 million yen. The main factors behind the decrease were that
tangible fixed assets decreased by 31,954 million yen, and accounts
3
Risk Management and Other Information
receivable decreased by 22,137 million yen. On the other hand, cash
and time deposits increased by 12,958 million yen, and inventory
assets increased by 10,017 million yen.
Liabilities decreased by 17,679 million yen from the previous fiscal
year, amounting to 85,367 million yen. The main causes were that
accounts payable decreased by 10,661 million yen, notes and
accounts payable trade decreased by 6,422 million yen, and the
allowance for restructuring expenses decreased by 2,057 million yen.
Net assets decreased by 20,633 million yen from the previous fiscal year, amounting to 613,647 million yen. The main causes were a
decrease in shareholders’ equity by 57,319 million yen, and an
increase in foreign currency translation adjustments by 35,620 million yen.
Consequently, equity ratio increased from the 86.0 percent of the
previous fiscal year to 87.7 percent.
Cash flow in the year ended March 31, 2013 was as follows.
Cash flow from operating activities increased by 13,683 million
yen, which amounts to a plus of 50,541 million yen (a plus of 36,858
million yen in the year ended March 31, 2012). This was mainly
attributable to certain positive factors in that impairment losses
increased, insurance proceeds received increased, and insurance
adjustments decreased, and to certain negative factors in that the net
loss before tax increased, and notes and accounts payable-trade
changed from an increase to a decrease.
Cash flow from investment activities recorded a minus of 73,139
million yen (a minus of 45,789 million yen in the year ended March
31, 2012) because of an increase in expenses of 27,350 million yen.
This was mainly attributable to time deposits changing from a
decrease to an increase, and expenses on purchases of tangible fixed
assets increasing, which worked as negative factors, and expenses on
purchases of subsidiaries’ shares that had accrued in the previous
year not being incurred this year, which worked as a positive factor.
Cash flow from financial activities decreased by 5,374 million yen
(a minus of 10,494 million yen in the year ended March 31, 2012)
and recorded a minus of 5,120 million yen in the year ended March
31, 2013. It was mainly attributable to the positive effects of a
decrease in dividend payments.
As a result of adding an increase in exchange rate changes of
16,019 million yen, cash and cash equivalents decreased by 11,699
million yen from the previous fiscal year, and amounted to 197,046
million yen.
Plant and equipment investment of 37,300 million yen and depreciation of 29,300 million yen are scheduled as events with potential
to significantly affect cash flow in the next fiscal year.
Risk Management
The following are risks that may have a significant impact on the
financial status and operating results of the ROHM Group.
(1) Risks Associated with Market Changes
The semiconductor and electronics component industries are subject to sharp and abrupt changes in market conditions in the short
term, caused by factors such as the production trends of end-set manufacturers, which readily fluctuate according to the sales performance of electronic products, automotive products, and industrial
equipment, as well as competition in prices and technology development with rival companies. Prices are especially susceptible to sudden drops due to the supply-demand relationship, while competition
from emerging Asian manufacturers tends to cause instability with
regard to maintaining and increasing sales and ensuring profits.
4
(2) Exchange Risks
The ROHM Group has expanded its stronghold in global development, production, and sales. Therefore, the financial statements prepared in each local currency are converted into Japanese yen in order
to prepare consolidated financial statements. Accordingly, even if
the values in local currencies remain the same, the profits and losses
on the consolidated financial statement may be affected by the
exchange rates at the time of conversion.
The ROHM Group, while conducting production activities in
Japan and Asian countries, sells its products in Japan, Asia, the US,
and Europe. This means different currencies are used between production and sales bases, and consequently exchange rate fluctuations
exert a continual influence on the ROHM Group. Generally, a strong
Japanese yen conversion adversely affects our business performance,
while a weak yen conversion has a favorable impact.
(3) Risks of Product Defects
As stated in the Company Mission, the ROHM Group places top
priority on quality, and develops products subject to stringent quality
control standards. However, this does not guarantee that defective
products will never be produced or that claims arising from product
defects will never be sought by buyers in the future. If a buyer should
make a claim for defects regarding ROHM products, company performance may be adversely affected.
(4) Legal Risks
In order to manufacture products distinguishable from those of
other companies, the ROHM Group develops various new technologies, cultivates expertise, and manufactures and sells products worldwide based on these proprietary technologies. The ROHM Group
has a division that specializes in the strict supervision of in-house
activities in order to ensure that the technologies and proprietary
knowledge used by the Group do not infringe on the intellectual
property rights of other companies such as patent rights. In addition,
in all business fields in which the ROHM Group is involved, the
Group complies with all relevant laws and regulations with respect to
the utilization and handling of exhaust air, drainage, harmful materials, waste treatment, surveys on soil/underground water pollution,
and the protection of the environment, health, and safety. However,
the Group may incur legal responsibilities in this respect due to
unexpected events, which may possibly have an adverse influence on
business results.
(5) Natural Disasters and Geopolitical Risks
The ROHM Group performs development, manufacturing, and
sales activities not only in Japan but also worldwide. To distribute the
associated risks, the Group locates production lines at different
bases. However, these production bases may be damaged due to
earthquake, typhoon, flooding, other natural disasters, political
uncertainty or international conflicts. Business results could be
adversely affected by stalled product supply or considerable changes
in electronics markets due to these unforeseen events.
(6) Mergers and Acquisitions Risks
The ROHM Group, taking into account future business prospects,
considers it necessary to investigate and implement mergers and
acquisitions worldwide with a focus on entering new fields that are
relevant to our existing business, and to always make the utmost
efforts to improve corporate value and expand the size of our business. In conducting mergers and acquisitions, we thoroughly study,
review, and discuss matters before any acquisitions are made.
Nonetheless, due to unexpected circumstances or significant changes
in market forces after an acquisition, an acquired business may not
progress as expected and we may suffer losses in some cases as a
result.
(7) Research and Development Risks
At present, new technologies and products are being developed
and diffused in different electronics fields. ROHM group, as a part
of electronics related industry, continually faces stiff competition in
technology and product development and therefore must exert ourselves day and night in the research and development of materials
and products in order to produce new products and technologies.
Consequently, our research and development expenditures in the year
ended March 31, 2013 were approximately 12.9 percent of our consolidated sales.
In these research and development activities, plans may be considerably delayed, and the opportunity to introduce them into the market missed, due to a lack of technical capabilities or the ability to
develop new products. And, there is also the possibility that the new
products we develop may not receive favorable acceptance by the
market as anticipated. If this occurs, it may affect our business performance.
(8) Other Risks and Our Corporate Risk Management System
In addition to the above-mentioned risks, there are various other
factors that may influence our financial situation and business performance, such as risks related to logistics, material procurement,
security leaks, and information systems. In response, the ROHM
group has been making company-wide efforts to enhance its risk
management system in order to avert these risks and, in their event,
minimize their impact.
To identify, analyze, control, and manage significant risks that may
arise in the course of executing business, we organized the “Risk
Management and BCM Committee” under the CSR Committee with
the President, serving as the chairman. Along with overseeing the
activities of the main departments that control risks, the committee
crafts and enforces across the company Business Continuity Plans
(BCP) so that ROHM is proactive and prepared for thinkable risks.
Other Information
Defense against Takeover
The ROHM Group believes the best defense against takeover
attempts is to build a relationship of trust with shareholders by delivering higher stock prices via enhanced corporate value, accountability via proactive IR activities, and regular dialog with shareholders. If
a proposal for acquisition is made to our company, we believe that
the final decision whether to accept or reject the offer should be left
to the current shareholders at the time, and that the board directors
should not make selfish decisions intended to protect their own personal interests. In addition, in the event of an acquisition proposal,
we believe that it is indispensable for ensuring and increasing
ROHM’s corporate value and the common interests of shareholders
that shareholders can make an “informed judgment,” meaning they
would be able to make the best decision based on ample information
and a sufficient amount of time.
5
Five-Year Summary
Results of Operations
1. Results of Operations
2. Income Margin
Net Sales
33
5,
64
1
30
4,
65
3
31
7,
14
1
Operating Income
Net Income
86
8
1,
34
300,000
29
2,
41
1
(¥ Million)
400,000
(%)
20
Operating Income Margin
Net Income Margin
9.6
10
5.6
3.3
200,000
0
2.1
3.1
100,000
6,
35
3
–10
64
–100,000
'09/3
'10/3
'11/3
'12/3
–17.9
,4
–5
2
–1
6
,1
–9
2
1
07
18
,8
7, 10
13
4
32
,
9, 737
63
3
–5.3
10
,5
9, 40
83
7
0
–0.3
2.8
2.1
–20
'09/3
'13/3
'10/3
'11/3
'12/3
'13/3
●During the year ended on March 31, 2013, the world economy as a whole remained weak due to China’s economic slowdown coupled with a prolonged recession in Europe despite of some signs of economic recovery in the United States after fall last year. In the electronics-related industry,
smartphones and tablet PCs enjoyed robust sales. The overall automobile market was also robust. However, the markets of existing mobile phones,
personal computers, flat-screen TVs, etc. as a whole suffered due to prolonged adjustments. Profits for this term resulted in an extremely difficult condition due to such factors as worsening of the operating income associated with the decreased sales and posting of impairment loss for fixed assets, etc.
in each segment including the ICs.
Cost of Sales, Selling, General and Administrative Expenses, and Operating Income
1. Cost of Sales, Selling, General and Administrative Expenses, and Operating Income
(¥ Million)
500,000
Cost of Sales
S.G. & A. Expenses
Operating Income
2. Cost of Sales and Selling, General and Administrative Expenses to Net Sales
(%)
80
Cost of Sales Ratio
S.G. & A. Expenses Ratio
72.9
68.5
68.6
68.5
64.1
400,000
60
317,141
341,886
335,641
304,653
300,000
292,411
40
200,000
217,282
219,150
229,831
209,046
28.2
213,276
25.9
26.3
'10/3
'11/3
29.3
27.4
20
100,000
89,999
0
'09/3
89,319
87,000
10,540
18,810
'10/3
80,056
89,254
32,737
–921
6,353
'11/3
'12/3
0
'09/3
'13/3
'12/3
'13/3
●While sales decreased from the previous fiscal year, operating income was greatly reduced as a result of an increase in the cost of sales due to an
increase in depreciation, disposal of partial inventory, etc.
Sales by Application
Others Audio,Visual
5.8% 5.6% Home Appliance
Others Audio,Visual
5.5% 7.8%
Home Appliance
3.2%
Subassemblies
Other Consumer
16.9%
Other Consumer
17.4%
Other Industrial
3.4%
Subassemblies
12.5% 12.7% '12/3
Computer and OA
6.0%
12.5%
Automotive
22.0%
Other Industrial
6.1%
'13/3
12.4%
Automotive
Telecommunications
12.9%
Computer and OA
24.5%
Telecommunications
12.8%
Note : Data on this graph include guesses to some extent. Please use these data for your reference.
6
Sales
1. Sales by Segment
2. Sales by Geographical Region and Overseas Sales Ratio
(¥ Million)
500,000
ICs
Discrete Semiconductor Devices
Others
400,000
(¥ Million)
500,000
Japan
Asia
Americas
Overseas
Sales Ratio
Europe
(%)
80
400,000
317,141
341,886
335,641
317,141
304,653
300,000
176,673
182,153
100,000
114,233
48,953
0
'09/3
113,544
108,315
140,761
103,861
51,669
45,173
'10/3
'11/3
126,351
51,657
61.4
103,140
40
200,000
100,000
99,374
52,276
'12/3
60
292,411
117,619
123,792
149,135
200,000
64.7
304,653
64.1122,632
62.4
61.0
153,955
341,886
335,641
300,000
292,411
11,685
12,985
0
'13/3
190,918
181,278
168,679
'09/3
16,057
12,279
16,219
11,793
'10/3
'11/3
166,47120
164,133
12,851
9,949
12,607
10,294
'12/3
0
'13/3
●LED lighting enjoyed strong demand and sales of others segment
also increased. However, the sales of ICs segment and Discrete
Semiconductor Devices were affected by stagnation of the existing
mobile phone and flat-screen TV markets.
●Although the overseas sales were relatively strong as a result of the
market expansion of smartphones, sales in Japan decreased due to a
significant drop in sales of the digital AV equipment markets including
the flat-screen TV market.
3. ICs Sales by Geographical Region
4. Discrete Semiconductor Devices Sales by Geographical Region
(¥ Million)
200,000
Japan
182,153
160,000
Asia
Americas
Overseas
Sales Ratio
Europe
176,673
153,955
(%)
80
160,000
60
120,000
Japan
140,761
70,826
63.4 51,579
73,484
59.9
56.5
Overseas
Sales Ratio
Europe
40
80,000
20
40,000
0
0
64.0
66.2
103,861
99,374
60
113,544
35,143
37,850
64,116
66,194
37,395
33,559 40
58,140
57,444
93,284
90,072
80,148
76,957
72,486
9,471
3,425
4,569
3,416
66.7
108,315
36,833
52.3
'09/3
67.6
114,233
57.8
80,000
0
Americas
(%)
80
67.8
62,920
40,000
Asia
149,135
79,185
120,000
(¥ Million)
200,000
8,888
3,675
'10/3
'11/3
6,531
2,503
6,765
2,493
'12/3
67,813
●Power supply ICs for automobile-related and industrial equipment
markets enjoyed solid demand. However, memory ICs for flat-screen
TV, existing mobile phones, amusement, etc. experienced slower
sales.
4,752
4,748
4,558
4,497
4,511
5,076
'09/3
'13/3
'10/3
'11/3
3,947
4,379
'12/3
4,167
4,204
20
0
'13/3
●Sales of transistors and diodes significantly decreased due to stagnation of the flat-screen TV market and delayed recovery of order
receipt from flooding disaster in Thailand. As for LEDs, small packaged products enjoyed strong demand.
5. Others Sales by Geographical Region
(¥ Million)
200,000
Japan
Asia
Americas
Overseas
Sales Ratio
Europe
(%)
80
160,000
73.4
72.5
73.0
120,000
66.5
60
65.6
40
80,000
48,953
40,000
0
'09/3
51,669
45,173
17,304
18,002 20
27,090
31,440
29,036
2,190
3,870
2,417
3,856
1,895
3,422
28,879
2,153
3,242
12,023
28,380
2,605
4,493
'10/3
52,276
51,657
13,956
13,475
'11/3
'12/3
0
'13/3
●While sales of ultra-compact resistors for mobile phones, etc. were
on an adjustment trend, sales of LED lighting-related products continued to rise from the previous fiscal year. Infrared modules for spartphones recorded brisk sales. As a result, net sales slightly increased.
7
Five-Year Summary
Capital Expenditures and Research and Development Costs
1. Capital Expenditures
(¥ Million)
80,000
ICs
2. Research and Development Costs
Discrete Semiconductor Devices
Others
Sales and Administrative Expenses Division
(¥ Million)
R&D Costs
50,000
as % of Net Sales
(%)
16
40,000
40,290
37,672
60,000
51,491
51,117
30,000
40,000
27,253
30,216
11.2
15,052
14,914
13.1
12.7
42,818
40,042
22,381
39,764
37,899
14
37,751
12
12.9
10
11.1
8
20,000
6
20,000
12,618
15,973
14,950
11,335
16,873
9,710
13,137
'09/3
5,426
2,830
7,888
0
'10/3
'11/3
'12/3
7,604
6,692
4,925
6,124
2
0
'13/3
●Investment on reconstruction efforts from the flood damage in
Thailand continued as in the previous fiscal year. Investment for the
establishment of mass-production system for new products and
improvements in efficient production system also increased.
4
10,000
0
'09/3
'10/3
'11/3
'12/3
'13/3
●As in the previous fiscal year, we continue to focus our product
development efforts on the priority areas for future growth, while continuing R&D activities in order to expand our share in the focused
markets.
Financial Position
1. Current Ratio
2. Equity Capital and Total Assets
(Times)
8
7.6
6.8
6.7
(¥ Million)
1,000,000
6.8
800,000
5.8
6
Shareholders'
Equity
87.5
87.4
809,185
807,340
707,808
705,529
Total
Assets
87.7
86.0
759,989
737,326
666,831
(%)
100
Shareholders' Equity
to Total Assets
633,982
87.7
80
699,014
613,270
600,000
60
400,000
40
200,000
20
4
2
0
0
'09/3
'10/3
'11/3
'12/3
'13/3
0
'09/3
'10/3
'11/3
'12/3
'13/3
●Current ratio increased due to a decrease in current liabilities resulting from a decrease in accounts payable because the investment for
reconstruction efforts in Thailand slowed down.
●Both total assets and equity capital decreased due to impairment
loss on fixed assets, posting of net loss for the current term as a result
of it, etc.
3. Return on Equity (ROE) and Return on Total Assets (ROA)
4. Inventories and Inventory Turnover
(%)
15
Return on Equity (ROE)
Return on Total Assets (ROA)
(¥ Million)
120,000
100,000
10
Inventories
80,000
93,528
85,358
83,954
3.18
3.21
1.0
1.4
1.2
0.9
1.2
3
60,000
2
40,000
– 2.2
– 2.5
–5
– 7.3
– 10
'09/3
'10/3
'11/3
'12/3
– 8.4
'13/3
●Both ROE and ROA suffered a loss due to posting of net loss for the
current term.
8
4
4.16
3.77
5
1.3
(Month)
5
103,545
4.20
89,401
0
Inventory Turnover
1
20,000
0
0
'09/3
'10/3
'11/3
'12/3
'13/3
●Inventory turnover increased due to sluggish sales and an increase
in inventory in accordance with our BCP (Business Continuity Plan).
Net income, Depreciation, and Capital Expenditure
(¥ Million)
120,000
Net Income
Depreciation (Tangible fixed Assets)
Capital Expediture
90,000
(¥ Million)
60,000
Net balance (net income + depreciation and amortization - capital expenditure)
40,000
60,000
9,837
24,272
7,134
48,331
20,000
9,633
30,000
47,354
37,216
6,807
6,677
36,846
34,156
0
0
– 30,216
– 30,000
– 40,042
– 51,491
– 42,818
– 51,117
– 60,000
– 20,000
– 31,308
– 16,107
– 52,464
– 40,000
– 90,000
– 56,403
– 60,000
– 120,000
'09/3
'10/3
'11/3
'12/3
'13/3
'09/3
'10/3
'11/3
'12/3
'13/3
●Although depreciation and amortization expenses increased, net cash significantly decreased due to difficult earnings environment.
Net Financial Revenue
(¥ Million)
8,000
(¥ Million)
8,000
6,000
6,000
Interest and Dividend Income
Interest
5,808
5,792
4,000
4,000
2,000
1,497
1,407
1,614
1,750
−16
−18
−21
−14
7
'09/3
'10/3
'11/3
'12/3
'13/3
2,000
0
1,479
1,386
'10/3
'11/3
1,600
1,743
'12/3
'13/3
– 2,000
0
'09/3
●ROHM manages funds with an emphasis on safety.
Number of Employees
(Number)
Overseas
Subsidiaries
25,000
22,034
Exchange Rate and
Foreign Currency Exchange Gains or Losses
Domestic
Subsidiaries
ROHM
Nonconsolidated
21,560
21,005
Number of
R&D Employees
20,203
21,295
20,000
(¥ Million)
15,000
Foreign Currency Exchange Gains or Losses
10,000
9,697
100.6
93.0
85.8
5,000
15,000
14,531
14,934
83.2
50
0
0
10,000
– 1,285
– 5,000
5,000
0
79.3
100
3,156
15,395
15,727
15,093
( )
¥
Average for Fiscal Year(US$) 150
4,359
2,669
2,509
2,529
2,141
2,792 3,144
2,698 3,243
2,900 3,324
3,243 3,371
2,966 3,128
'09/3
'10/3
'11/3
'12/3
'13/3
●ROHM downsized the number of our Group employees because of difficult earnings environment.
-50
– 3,566
– 7,153
– 10,000
-100
– 15,000
-150
'09/3
'10/3
'11/3
'12/3
'13/3
●Foreign exchange rates tended to move toward the weakening of
yen in the second half of the current term, which generated foreign
exchange profits.
9
Five-Year Summary
Share-related Information
1. Net Income per Share
2. Net Assets per Share
(¥)
600
(¥)
8,000
400
6,459.81
6,439.19
6,184.91
6,000
5,880.27
5,688.21
'12/3
'13/3
200
89.76
88.07
65.10
4,000
0
–200
–149.41
2,000
–400
–486.63
–600
'09/3
'10/3
'11/3
'12/3
0
'13/3
'09/3
3. Cash Dividends per Share and Payout Ratio
(¥)
300.0
Commemorative
Year-end
First six months
'11/3
4. Price Cash Flow Ratio (PCFR)
Payout Ratio (%)
150.0
199.7
144.8
'10/3
147.6
(Times)
30
22.2
20
13.8
100.0
200.0
10
12.2
9.1
0
130.00
100.0
130.00
65.00
130.00
65.00
50.0
65.00
60.00
30.00
65.00
65.00
65.00
-20
30.00
15.00
15.00 0.0
30.00
0.0
'09/3
'10/3
'11/3
'12/3
'13/3
●Taking into consideration business performance in the previous fiscal year, prospects of future financial condition and capital needs for
business investment to improve our corporate value in a comprehensive manner, the annual dividend was determined to be 30 yen.
5. Price Book-value Ratio (PBR)
(Times)
6
4
2
0.8
1.1
0.8
0.7
0.6
'11/3
'12/3
'13/3
0
'09/3
10
'10/3
-10
-27.4
-30
'09/3
'10/3
'11/3
'12/3
'13/3
Stock Prices
Stock Prices; Quarterly Highs and Lows in Each Year (Osaka Securities Exchange)
(¥)
(¥)
15,000
15,000
10,000
10,000
7,690
7,030
6,670
5,000
6,110
7,090
6,410
5,610
5,270
6,010
5,710
5,550
7,250
6,980
5,900
5,570
5,470
4,845
4,800
5,210
5,950
5,000
4,815
5,350
4,820
4,285
4,930
4,250
4,135
4,325
4,170
3,615
3,610
3,390
3,730
3,175
3,505
2,700
2,487
1Q
2Q
2,856
2,157
2,727
0
0
1Q
2Q
3Q
4Q
1Q
2Q
'09/3
3Q
4Q
1Q
2Q
'10/3
3Q
4Q
1Q
2Q
'11/3
3Q
4Q
'12/3
3Q
4Q
'13/3
(Note) Stock price is stipulated on a closing price basis.
Stock Information (as of March 31, 2013)
• Authorized Common Stock
• Issued Common Stock
• Number of Shareholders
300,000,000
113,400,000
29,321
• Major Shareholders
Number of Shares Held Percentage
(in thousands)
(%)
Ranking
Name
1
STATE STREET BANK AND TRUST COMPANY 505223
2
Rohm Music Foundation
8,000
7.42
3
The Master Trust Bank of Japan, Ltd. (Trust account)
5,590
5.18
4
Japan Trustee Service Bank, Ltd. (Trust account)
5,167
4.79
5
NORTHERN TRUST CO.(AVFC) SUB A/C AMERICAN CLIENTS
4,060
3.76
6
Bank of Kyoto, Ltd.
2,607
2.41
7
Ken Sato
2,405
2.23
8
SSBT OD05 OMNIBUS ACCOUNT-TREATY CLIENTS
2,219
2.05
9
NORTHERN TRUST CO. AVFC RE U.S. TAX EXEMPTED PENSION FUNDS
1,840
1.70
10
THE BANK OF NEW YORK EUROPE LIMITED 131705
1,541
1.42
44,597
41.36
Total
11,167
• Shareholder Mix
Individual and Others
in Japan
12.02%
Treasury Shares
4.93%
Financial
institutions
in Japan
20.37%
10.35
Overseas
investors
51.11%
Securities
Companies
in Japan
0.79%
Other Companies in Japan
10.78%
(Note)1. Treasury stock (5,586,081) is excluded from the above list.
2. Percentage indicates ratio to issued common stock (107,813,919).
3. The percentages are rounded off the second decimal place.
Notes (Computation)
• Price-earnings ratio (PER) =stock price (year-end closing price at Osaka Securities Exchange) / net income per share
• Price cash flow ratio (PCFR) = stock price (year-end closing price at Osaka Securities Exchange) / cash flow per share*
*Cash flow per share = (net income + depreciation and amortization) / the average number of shares of common stock
• Price book-value ratio (PBR) = stock price (year-end closing price at Osaka Securities Exchange) / net assets per share
• Inventory turnover period = {(inventories at the beginning of the year + inventories at the end of the year) / 2} / monthly average sales for
the most recent three months
• Payout ratio = cash dividends per share / net income per share
The computation of net income per share and cash flow per share is based on the average number of shares of common stock outstanding
during each year.
The average number of shares of common stock used in the computation for the fiscal year 2013, 2012, 2011, 2010, and 2009 was 107,814
thousand, 107,815 thousand, 109,357 thousand, 109,569 thousand, 109,572 thousand, respectively.
11
Eleven-Year Summary
ROHM CO., LTD. and its Consolidated Subsidiaries
Years ended March 31
2003
2004
2005
2006
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 350,281
¥ 355,630
¥ 369,024
¥ 387,790
Cost of sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
185,795
194,857
221,133
243,516
Selling, general and administrative expenses. . . . . . . . . . . . . . . . . . . .
68,363
66,266
71,837
75,955
Operating income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
96,123
94,507
76,054
68,319
Income (loss) before income taxes and minority interests. . . . . . . . . .
90,476
101,070
70,842
73,858
Income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
37,479
37,268
25,667
25,490
Net income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
53,003
63,717
45,135
48,305
Capital expenditures. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
40,548
51,958
85,171
80,240
Depreciation and amortization. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
52,424
45,869
47,442
57,032
Basic net income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 445.51
¥ 535.62
¥ 380.21
¥ 416.39
Diluted net income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
445.30
Cash dividends applicable to the year . . . . . . . . . . . . . . . . . . . . . . . .
22.00
55.00
85.00
90.00
Current assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 519,996
¥ 530,121
¥ 512,990
¥ 568,112
Current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
83,681
88,321
85,964
105,779
Equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
676,577
715,938
739,329
787,214
Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
805,693
846,800
867,323
951,442
Number of employees. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
16,841
18,591
19,803
20,279
For the Year:
Per Share Information (in yen and U.S. dollars):
At Year-End:
Notes: 1. U.S. dollar amounts are provided solely for convenience at the rate of ¥94 to U.S.$1, the approximate exchange rate at March 31, 2013.
2. Certain reclassifications of previously reported amounts have been made to conform with the classifications in the 2013 financial statements.
3. Diluted net income per share for 2013, 2012, 2011, 2010, 2009, 2008, 2007, 2006, 2005 and 2004 is not disclosed because there were no outstanding potentially dilutive
securities and ROHM CO., LTD. was in a net loss position for the years ended March 31, 2013 and 2012.
4. Effective April 1, 2008, ROHM CO., LTD. and its consolidated subsidiaries applied new accounting standards as follows:
(1) Applied a new accounting standard for measurement of inventories. The effect of this change was to decrease “Operating Income” by ¥3,184 million and to increase
“Loss before income taxes and minority interests” by ¥3,184 million for the year ended March 31, 2009.
(2) Applied a new accounting standard for lease transactions. The effect of this change to the consolidated financial statements was immaterial for the year ended March
31, 2009.
(3) Applied a new accounting standard for unification of accounting policies applied to foreign subsidiaries for the consolidated financial statements. The effect of this
change to the consolidated financial statements was immaterial for the year ended March 31, 2009.
5. Effective April 1, 2010, ROHM CO., LTD. and its consolidated subsidiaries applied a new accounting standard as follow:
(1) Applied a new accounting standard for asset retirement obligations. The effect of this change was to decrease “Operating Income” by ¥73 million and “Income before
income taxes and minority interests” by ¥784 million for the year ended March 31, 2011.
12
Millions of
Yen
Thousands of
U.S. Dollars
2009
2010
2011
2012
2013
2013
2007
2008
¥ 395,082
¥ 373,406
¥ 317,141
¥ 335,641
¥ 341,886
¥ 304,653
¥292,411
$ 3,110,755
251,516
230,839
217,282
229,831
219,150
209,046
213,276
2,268,894
74,068
75,205
89,319
87,000
89,999
89,254
80,056
851,659
69,498
67,362
10,540
18,810
32,737
6,353
77,874
57,967
(25,520)
10,836
19,400
(2,697)
30,400
26,007
(33,775)
4,001
9,524
13,374
47,446
31,932
9,837
7,134
9,633
(16,107)
(52,464)
(558,128)
60,926
38,722
51,491
30,216
40,042
51,117
42,818
455,511
61,141
55,605
48,951
48,446
39,019
34,925
38,857
413,372
¥ 413.56
¥ 284.66
¥ 89.76
¥ 65.10
¥ 88.07
100.00
230.00
130.00
130.00
130.00
60.00
30.00
0.32
¥ 602,705
¥ 535,898
¥ 464,187
¥ 462,435
¥ 436,247
¥ 434,457
¥423,064
$ 4,500,681
80,383
62,775
68,325
68,850
64,334
74,337
55,750
593,085
817,818
755,873
709,841
707,719
668,779
634,280
613,647
6,528,160
962,603
870,972
809,185
807,340
759,989
737,326
699,014
7,436,319
20,422
20,539
22,034
21,005
21,560
21,295
20,203
¥ (149.41)
(921)
(9,798)
(52,414)
(557,596)
10
¥ (486.63)
106
$ (5.18)
13
Consolidated Balance Sheet
ROHM CO., LTD. and its Consolidated Subsidiaries
March 31, 2013
ASSETS
Current Assets:
Cash and cash equivalents (Note 22) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable securities (Notes 5 and 22) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments (Notes 6 and 22) . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable (Note 22):
Trade. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful notes and accounts. . . . . . . . . . . . . . . . . . . . . . .
Inventories (Note 7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax assets (Note 21) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid pension cost (Note 9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes (Note 22) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, Plant and Equipment:
Land (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings and structures (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery, equipment and vehicles (Notes 8 and 24) . . . . . . . . . . . . . . .
Furniture and fixtures (Notes 8 and 24) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction in progress (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments and Other Assets:
Investment securities (Notes 5 and 22) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in and advance to unconsolidated subsidiaries
and associated companies (Note 22) . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets (Note 8). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax assets (Note 21) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful accounts. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total investments and other assets . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . See notes to consolidated financial statements.
14
Thousands of
U.S. Dollars
(Note 1)
Millions of
Yen
2013
2012
2013
¥ 197,046
7,596
35,512
¥ 208,745
618
17,454
$ 2,096,234
80,809
377,787
65,424
2,294
(271)
103,545
987
2,092
3,475
5,364
423,064
67,394
24,431
(265)
93,528
1,369
2,251
2,888
16,044
434,457
696,000
24,404
(2,883)
1,101,543
10,500
22,255
36,968
57,064
4,500,681
74,848
207,891
453,506
42,324
19,329
797,898
(584,466)
213,432
79,792
208,253
460,311
40,600
20,015
808,971
(563,585)
245,386
796,255
2,211,607
4,824,532
450,255
205,628
8,488,277
(6,217,724)
2,270,553
37,784
37,821
401,957
705
100
3,624
7,353
13,056
(104)
62,518
2,255
5,562
6,049
1,735
4,594
(533)
57,483
7,500
1,064
38,553
78,223
138,894
(1,106)
665,085
¥ 699,014
¥ 737,326
$ 7,436,319
LIABILITIES AND EQUITY
2013
Current Liabilities:
Notes and accounts payable (Note 22):
Trade . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Construction and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued income taxes (Note 22) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities (Note 21) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provision for losses related to liquidation of subsidiaries
and associated companies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provision for business structure improvement. . . . . . . . . . . . . . . . . . . . . . Provision for losses from a natural disaster . . . . . . . . . . . . . . . . . . . . . . . . Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Long-term Liabilities:
Liability for retirement benefits (Note 9) . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities (Note 21) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Thousands of
U.S. Dollars
(Note 1)
Millions of
Yen
¥ 17,557
18,525
1,349
1,153
2012
¥ 23,979
29,204
1,552
1,227
1,512
2013
$ 186,777
197,074
14,351
12,266
16,085
12,931
2,723
55,750
2,057
61
12,563
3,694
74,337
137,564
28,968
593,085
6,185
20,153
3,279
29,617
7,700
18,899
2,110
28,709
65,798
214,393
34,883
315,074
86,969
102,404
532,684
86,969
102,404
590,000
925,202
1,089,404
5,666,851
(50,087)
(50,084)
(532,840)
4,767
(63,467)
613,270
377
613,647
3,780
(99,087)
633,982
298
634,280
50,713
(675,181)
6,524,149
4,011
6,528,160
Commitments and Contingent Liabilities (Notes 23, 24 and 25)
Equity (Notes 10 and 25):
Common stock - authorized, 300,000,000 shares; issued,
113,400,000 shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Capital surplus . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Treasury stock - at cost
5,586,081 shares in 2013 and 5,585,173 shares in 2012 . . . . . . . . . . Accumulated other comprehensive income
Net unrealized gain (loss) on available-for-sale securities (Note 5) . . . . . Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 699,014
¥ 737,326
$ 7,436,319
15
Consolidated Statement of Operations
ROHM CO., LTD. and its Consolidated Subsidiaries
Year ended March 31, 2013
Thousands of
U.S. Dollars
(Note 1)
Millions of
Yen
Net Sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Operating Cost and Expenses:
Cost of sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Selling, general and administrative expenses (Notes 11 and 12) . . . Total operating cost and expenses. . . . . . . . . . . . . . . . . . . . . Operating Income (Loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other Income (Expenses):
Interest and dividend income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Foreign currency exchange gains (losses) - net . . . . . . . . . . . . . . . . . Gain on sale of property, plant and equipment. . . . . . . . . . . . . . . . . . Loss on sale and disposal of property, plant and
equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Gain on transfer of retirement benefit plan (Note 9) . . . . . . . . . . . . . Losses from a natural disaster (Note 14) . . . . . . . . . . . . . . . . . . . . . . Loss on adjustment for changes of accounting
standard for asset retirement obligations. . . . . . . . . . . . . . . . . . . . Gain on insurance adjustment (Note 15) . . . . . . . . . . . . . . . . . . . . . . Loss on impairment of long-lived assets (Note 8) . . . . . . . . . . . . . . . Loss on valuation of investment securities (Note 5) . . . . . . . . . . . . . Loss on valuation of stocks of unconsolidated
subsidiaries and associated companies . . . . . . . . . . . . . . . . . . . . . Losses related to liquidation of subsidiaries
and associated companies (Note 16) . . . . . . . . . . . . . . . . . . . . . . . Loss on liquidation of subsidiaries
and associated companies (Note 17) . . . . . . . . . . . . . . . . . . . . . . . Loss on transfer of business (Notes 4 and 9). . . . . . . . . . . . . . . . . . . Environmental expenses (Note 18) . . . . . . . . . . . . . . . . . . . . . . . . . . Loss on quality compensation (Note 19) . . . . . . . . . . . . . . . . . . . . . . Special retirement expenses (Note 9) . . . . . . . . . . . . . . . . . . . . . . . . Loss on revision of retirement benefit plan (Notes 9 and 20). . . . . . Business structure improvement expenses (Notes 9 and 13). . . . . . . Furlough expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other - net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total other income (expenses) - net . . . . . . . . . . . . . . . . . . . 2013
2012
2011
¥ 292,411
¥ 304,653
¥ 341,886
$ 3,110,755
213,276
80,056
293,332
209,046
89,254
298,300
219,150
89,999
309,149
2,268,894
851,659
3,120,553
6,353
32,737
1,614
(1,285)
276
1,407
(7,153)
88
(750)
(349)
(2,078)
1,796
(996)
2,988
(55,047)
(256)
18,320
(24,181)
(164)
(2,516)
(270)
31,787
(585,606)
(2,723)
(1,135)
(813)
(341)
(12,075)
(921)
1,750
9,697
529
2013
(9,798)
18,617
103,160
5,628
(7,979)
(148)
(618)
(6,575)
(101)
(281)
(1,075)
(2,989)
(220)
(779)
(2,969)
(39,043)
(43,287)
(23,149)
1,646
(51,493)
(1,939)
(323)
793
(9,050)
(157)
(13,337)
17,511
(547,798)
(52,414)
(2,697)
19,400
(557,596)
Current. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,405
(4,395)
10
3,725
9,649
13,374
7,372
2,152
9,524
46,861
(46,755)
106
Net Income (Loss) before Minority Interests. . . . . . . . . . . . . . . . . . . . . (52,424)
(16,071)
9,876
(557,702)
Minority Interests in Net Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (40)
(36)
Net Income (Loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ (52,464)
¥ (16,107)
Income (Loss) before Income Taxes and Minority Interests. . . . . . . Income Taxes (Note 21):
(3,670)
(4,069)
(2,176)
(243)
¥
9,633
Yen
Per Share Information (Note 2. (u)):
Basic net income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cash dividends applicable to the year. . . . . . . . . . . . . . . . . . . . . . . . . See notes to consolidated financial statements.
16
¥ (486.63)
30.00
¥ (149.41)
60.00
(426)
$ (558,128)
U.S. Dollars
¥ 88.07
130.00
$ (5.18)
0.32
Consolidated Statement of Comprehensive Income
ROHM CO., LTD. and its Consolidated Subsidiaries
Year ended March 31, 2013
Thousands of
U.S. Dollars
(Note 1)
Millions of
Yen
2013
Net Income (Loss) before Minority Interests. . . . . . . . . . . . . . . . . . . . . Other Comprehensive Income (Note 26):
Net unrealized gain (loss) on available-for-sale securities. . . . . . . . . . . . Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . Total other comprehensive income (loss). . . . . . . . . . . . . . . . . . . . . .
Comprehensive Loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total Comprehensive Income (Loss) Attributable to:
Owners of the parent. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Minority interests. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2012
2011
2013
¥ (52,424)
¥ (16,071)
¥ 9,876
$ (557,702)
987
35,661
36,648
¥ (15,776)
(2,080)
(4,435)
(6,515)
¥ (22,586)
(2,261)
(21,834)
(24,095)
¥ (14,219)
10,500
379,372
389,872
$ (167,830)
¥ (15,858)
82
¥ (22,603)
17
¥ (14,439)
220
$ (168,702)
872
See notes to consolidated financial statements.
17
Consolidated Statement of Changes in Equity
ROHM CO., LTD. and its Consolidated Subsidiaries
Year ended March 31, 2013
Millions of Yen
Number
of shares of
common stock
outstanding
Balance at April 1, 2010 . . . . . . 109,567,800
Net income. . . . . . . . . . . . . . .
Cash dividends, ¥130.00 per share. . Purchase of treasury stock. . . . . (1,752,118)
Net change in the year. . . . . .
Balance at March 31, 2011. . . . . 107,815,682
Net loss. . . . . . . . . . . . . . . . . . . Cash dividends, ¥95.00 per share. . .
(855)
Purchase of treasury stock. . . . . Retirement of treasury stock. . . Transfer from retained earnings to
capital surplus. . . . . . . . . . . . . . Net change in the year. . . . . .
Balance at March 31, 2012. . . . . 107,814,827
Net loss. . . . . . . . . . . . . . . . . . . Cash dividends, ¥45.00 per share. . .
(908)
Purchase of treasury stock. . . . .
Net change in the year. . . . . .
Balance at March 31, 2013. . . . . 107,813,919
Accumulated other
comprehensive income
Common
stock
Capital
surplus
Retained
earnings
Treasury
stock
¥ 86,969
¥ 102,404
¥ 637,999
9,633
(14,244)
¥ (57,105)
Net unrealized
gain (loss) on
available-for-sale
securities
¥ 8,122
Foreign
currency
translation
adjustments
¥ (72,860)
(10,015)
86,969
102,404
633,388
(16,107)
(10,242)
(67,120)
(2,262)
(21,810)
5,860
(94,670)
(3)
17,039
(17,039)
17,039
(17,039)
102,404
590,000
(52,464)
(4,852)
(2,080)
86,969
(50,084)
¥ 102,404
¥ 532,684
¥ (50,087)
Minority
interests
¥ 705,529
9,633
(14,244)
(10,015)
(24,072)
¥ 2,190
666,831
(16,107)
(10,242)
(3)
1,948
(242)
Total equity
¥ 707,719
9,633
(14,244)
(10,015)
(24,314)
668,779
(16,107)
(10,242)
(3)
(4,417)
(6,497)
(1,650)
(8,147)
3,780
(99,087)
298
987
¥ 4,767
35,620
¥ (63,467)
633,982
(52,464)
(4,852)
(3)
36,607
¥ 613,270
634,280
(52,464)
(4,852)
(3)
36,686
¥ 613,647
(3)
¥ 86,969
Total
¥
79
377
Thousands of U.S. Dollars (Note 1)
Accumulated other
comprehensive income
Common
stock
Balance at March 31, 2012. . . . . . . . . . . . . . . Net loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash dividends, $0.48 per share. . . . . . . . .
Purchase of treasury stock. . . . . . . . . . . . . .
Net change in the year. . . . . . . . . . . . . . . . .
Balance at March 31, 2013. . . . . . . . . . . . . . . See notes to consolidated financial statements.
18
$ 925,202
Capital
surplus
Retained
earnings
$ 1,089,404
$ 6,276,596
Treasury
stock
$ (532,808)
Net unrealized
gain (loss) on
available-for-sale
securities
$ 40,213
Foreign
currency
translation
adjustments
Total
$ (1,054,117)
$ 6,744,490
$ 1,089,404
$ 3,170
Total equity
$ 6,747,660
(558,128)
(558,128)
(558,128)
(51,617)
(51,617)
(51,617)
(32)
$ 925,202
Minority
interests
$ 5,666,851
$ (532,840)
(32)
10,500
$ 50,713
378,936
$ (675,181)
389,436
$ 6,524,149
(32)
841
$ 4,011
390,277
$ 6,528,160
Consolidated Statement of Cash Flows
ROHM CO., LTD. and its Consolidated Subsidiaries
Year ended March 31, 2013
Thousands of
U.S. Dollars
(Note 1)
Millions of
Yen
2013
Operating Activities:
Income (loss) before income taxes and minority interests. . . . . . . . . . . .
Adjustments for:
Income taxes – paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from insurance income. . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation and amortization. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of goodwill. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on insurance adjustment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange losses (gains) – net . . . . . . . . . . . . . . .
Increase (decrease) in provision for retirement benefits . . . . . . . . .
Decrease (increase) in long-term prepaid expenses (Note 3) . . . . .
Increase (decrease) in provision for losses related to liquidation of
subsidiaries and associated companies . . . . . . . . . . . . . . . . . . . . . .
Decrease (increase) in prepaid pension costs. . . . . . . . . . . . . . . . . .
Increase (decrease) in provision for business structure improvement. . . .
Increase (decrease) in provision for losses from a natural disaster. . . .
Loss on impairment of long-lived assets . . . . . . . . . . . . . . . . . . . . .
Loss on valuation of marketable and investment securities. . . . . . .
Loss on transfer of business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in assets and liabilities:
Decrease (increase) in notes and accounts receivable - trade. . . .
Decrease (increase) in inventories . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in notes and accounts payable - trade. . . . .
Increase (decrease) in accounts payable – other. . . . . . . . . . . . .
Other – net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total adjustments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by operating activities. . . . . . . . . . . . . . . . .
2012
2011
2013
¥ (52,414)
¥ (2,697)
(5,213)
36,169
38,857
2,100
(2,988)
(6,016)
(1,198)
(5,599)
(7,298)
6,593
34,925
5,251
(18,320)
842
(630)
(1,292)
1,512
158
(2,057)
(61)
55,047
1,391
281
12
1,911
(1,685)
24,181
977
352
(282)
1,746
2,516
612
16,085
1,681
(21,883)
(649)
585,606
14,798
2,989
6,211
(3,855)
(9,767)
(1,335)
(682)
102,955
50,541
5,337
(13,791)
2,275
998
(731)
39,555
36,858
2,246
(1,494)
3,104
(5,000)
1,499
44,157
63,557
66,074
(41,011)
(103,904)
(14,202)
(7,255)
1,095,266
537,670
(19,075)
(8,541)
4,252
(50,936)
1,445
(6,310)
(7,747)
4,498
(40,628)
208
(601)
(202,926)
(90,862)
45,234
(541,871)
15,372
797
(1,081)
(73,139)
5,039
(10,205)
6,675
(41,709)
362
(4,521)
(1,430)
(45,789)
(2,406)
(52,986)
8,479
(11,500)
(778,074)
Financing Activities:
Purchase of treasury stock. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other – net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . .
(3)
(4,852)
(265)
(5,120)
(3)
(10,242)
(249)
(10,494)
(10,015)
(14,244)
(176)
(24,435)
(32)
(51,617)
(2,819)
(54,468)
Foreign Currency Translation Adjustments on Cash and Cash Equivalents. . . . .
16,019
(2,551)
(14,551)
170,415
Investing Activities:
Decrease (increase) in time deposits – net. . . . . . . . . . . . . . . . . . . . . . . .
Purchases of marketable and investment securities. . . . . . . . . . . . . . . . .
Proceeds from sales and redemption of marketable and investment securities . . . .
Purchases of property, plant and equipment. . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sale of property, plant and equipment. . . . . . . . . . . . . . .
Purchases of investments in subsidiaries. . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from transfer of business. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other – net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in investing activities. . . . . . . . . . . . . . . . . . . . .
¥ 19,400
(8,160)
39,019
7,059
2,428
(1,830)
342
$ (557,596)
(55,457)
384,777
413,372
22,340
(31,787)
(64,000)
(12,744)
(59,564)
Net Increase (Decrease) in Cash and Cash Equivalents. . . . . . . . . . . . . . . .
(11,699)
(21,976)
(28,415)
Cash and Cash Equivalents at Beginning of Year. . . . . . . . . . . . . . . . . . . . .
208,745
230,721
259,136
2,220,691
(124,457)
Cash and Cash Equivalents at End of Year. . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 197,046
¥ 208,745
¥ 230,721
$ 2,096,234
See notes to consolidated financial statements.
19
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
1. Basis of Presentation of Consolidated Financial Statements
The accompanying consolidated financial statements have been prepared in accordance with the provisions set forth in the
Japanese Financial Instrument and Exchange Act and its related accounting regulations, and in accordance with accounting
principles generally accepted in Japan (“Japanese GAAP”), which are different in certain respects as to application and
disclosure requirements of International Financial Reporting Standards.
In preparing these consolidated financial statements, certain reclassifications and rearrangements have been made to the
consolidated financial statements issued domestically in order to present them in a form which is more familiar to readers
outside Japan.
Certain reclassifications of previously reported amounts have been made to conform with current classifications.
The consolidated financial statements are stated in Japanese yen, the currency of the country in which ROHM CO., LTD.
(the “Company”) is incorporated and operates. The translations of Japanese yen amounts into U.S. dollar amounts are
included solely for the convenience of readers outside Japan and have been made at the rate of ¥94 to $1, the approximate rate
of exchange at March 31, 2013. Such translations should not be construed as representations that the Japanese yen amounts
could be converted into U.S. dollars at that or any other rate.
2. Summary of Significant Accounting Policies
(a) Consolidation
The consolidated financial statements as of March 31, 2013, include the accounts of the Company and its 48 significant (48
in 2012) subsidiaries (together, the “Group”).
Under the control concept, those companies in which the Company, directly or indirectly, is able to exercise control over
operations are fully consolidated.
Investments in the remaining unconsolidated subsidiaries and associated companies are stated at cost. If the equity method
of accounting had been applied to the investments in these companies, the effect on the accompanying consolidated financial
statements would not be material.
The significant difference between the equity in net assets acquired at the respective dates of acquisition and the cost of the
Company’s investments in subsidiaries, is being amortized over a period of five years.
All significant intercompany balances and transactions have been eliminated in consolidation.
All material unrealized profit included in assets resulting from transactions within the Group is also eliminated.
The fiscal year end dates of 9 (10 in 2012) consolidated subsidiaries, are different from the consolidated balance sheet date
of March 31. They, including ROHM SEMICONDUCTOR CHINA CO., LTD., are dated December 31, and the financial
statements of these subsidiaries as of the provisional closing date of March 31 were used for consolidation purposes.
(b) Unification of accounting policies applied to foreign subsidiaries for the consolidated financial statements
In May 2006, the Accounting Standards Board of Japan (the “ASBJ”) issued ASBJ Practical Issues Task Force (PITF) No.
18, “Practical Solution on Unification of Accounting Policies Applied to Foreign Subsidiaries for the Consolidated Financial
Statements.” PITF No. 18 prescribes that the accounting policies and procedures applied to a parent company and its
subsidiaries for similar transactions and events under similar circumstances should in principle be unified for the preparation
of the consolidated financial statements. However, financial statements prepared by foreign subsidiaries in accordance with
either International Financial Reporting Standards or the generally accepted accounting principles in the United States of
America tentatively may be used for the consolidation process, except for the following items which should be adjusted in
the consolidation process so that net income is accounted for in accordance with Japanese GAAP unless they are not
material: 1) amortization of goodwill; 2) scheduled amortization of actuarial gain or loss of pensions that has been directly
recorded in equity; 3) expensing capitalized development costs of R&D; 4) cancellation of the fair value model of
accounting for property, plant and equipment and investment properties and incorporation of the cost model of accounting;
and 5) exclusion of minority interests from net income, if contained in net income.
(c) Business combinations
In October 2003, the Business Accounting Council issued a Statement of Opinion, “Accounting for Business Combinations,”
and in December 2005, the ASBJ issued ASBJ Statement No. 7, “Accounting Standard for Business Divestitures” and ASBJ
Guidance No. 10, “Guidance for Accounting Standard for Business Combinations and Business Divestitures.” The accounting
standard for business combinations allowed companies to apply the pooling of interests method of accounting only when certain
specific criteria are met such that the business combination is essentially regarded as a uniting-of-interests. For business
combinations that do not meet the uniting-of-interests criteria, the business combination is considered to be an acquisition and
the purchase method of accounting is required. This standard also prescribes the accounting for combinations of entities under
common control and for joint ventures.
In December 2008, the ASBJ issued a revised accounting standard for business combinations, ASBJ Statement No. 21,
“Accounting Standard for Business Combinations.” Major accounting changes under the revised accounting standard are as
follows:
(1) The revised standard requires accounting for business combinations only by the purchase method. As a result, the
pooling of interests method of accounting is no longer allowed.
(2) The previous accounting standard required research and development costs to be charged to income as incurred. Under
the revised standard, in-process research and development costs acquired in the business combination are capitalized as
an intangible asset.
20
(3) The previous accounting standard provided for a bargain purchase gain (negative goodwill) to be systematically
amortized over a period not exceeding 20 years. Under the revised standard, the acquirer recognizes the bargain purchase
gain in profit or loss immediately on the acquisition date after reassessing and confirming that all of the assets acquired
and all of the liabilities assumed have been identified after a review of the procedures used in the purchase price
allocation.
(d) Cash equivalents
Cash equivalents are short-term investments that are readily convertible into cash and that are exposed to insignificant risk
of changes in value.
Cash equivalents include time deposits and certificates of deposit, all of which mature or become due within three months of
the date of acquisition.
(e) Marketable and investment securities
Marketable and investment securities are classified and accounted for, depending on management’s intent.
Available-for-sale securities, which are not classified as either trading securities or held-to-maturity debt securities, are
reported at fair value, with unrealized gains and losses, net of applicable taxes, reported in a separate component of equity.
The Group classified all marketable and investment securities as available-for-sale securities.
Nonmarketable available-for-sale securities are stated at cost principally determined by the moving-average method.
For other-than-temporary declines in fair value, investment securities are reduced to net realizable value by a charge to
income.
(f) Inventories
Inventories are mainly stated at the lower of cost, determined by the moving-average method for merchandise, finished
products, work in process and raw materials and by the last purchase cost method for supplies, or net selling value.
(g) Property, plant and equipment
Property, plant and equipment are stated at cost.
Depreciation of property, plant and equipment is computed principally by the declining-balance method based on the
estimated useful lives of the assets while the straight-line method is applied to buildings of the Company and its consolidated
domestic subsidiaries acquired after April 1, 1998. The leased equipment is depreciated by the straight-line method over the
respective lease periods.
Estimated useful lives of the assets are principally as follows:
Buildings and structures .. . . . . . . . . . . . . . . 3 to 50 years
Machinery, equipment and vehicles. . . . . . 2 to 10 years
(h) Intangible assets
Intangible assets are stated at cost less accumulated amortization, which is calculated by the straight-line method.
(i) Long-lived assets
The Group reviews its long-lived assets for impairment whenever events or changes in circumstance indicate the carrying
amount of an asset or asset group may not be recoverable. An impairment loss is recognized if the carrying amount of an asset
or asset group exceeds the sum of the undiscounted future cash flows expected to result from the continued use and eventual
disposition of the asset or asset group. The impairment loss would be measured as the amount by which the carrying amount
of the asset exceeds its recoverable amount, which is the higher of the discounted cash flows from the continued use and
eventual disposition of the asset or the net selling price at disposition.
(j) Liability for retirement benefits
The Company and certain consolidated subsidiaries have defined benefit plans for employees, and accounts for the liability
for retirement benefits based on the projected benefit obligations and plan assets at the balance sheet date.
The Company and certain consolidated subsidiaries also have defined contribution pension plans.
(k) Asset retirement obligations
In March 2008, the ASBJ published ASBJ Statement No. 18 “Accounting Standard for Asset Retirement Obligations” and
ASBJ Guidance No. 21 “Guidance on Accounting Standard for Asset Retirement Obligations.” Under this accounting
standard, an asset retirement obligation is defined as a legal obligation imposed either by law or contract that results from the
acquisition, construction, development and the normal operation of a tangible fixed asset and is associated with the retirement
of such tangible fixed asset. The asset retirement obligation is recognized as the sum of the discounted cash flows required for
the future asset retirement and is recorded in the period in which the obligation is incurred if a reasonable estimate can be
made. If a reasonable estimate of the asset retirement obligation cannot be made in the period the asset retirement obligation is
incurred, the liability should be recognized when a reasonable estimate of the asset retirement obligation can be made. Upon
initial recognition of a liability for an asset retirement obligation, an asset retirement cost is capitalized by increasing the
carrying amount of the related fixed asset by the amount of the liability.
21
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
The asset retirement cost is subsequently allocated to expense through depreciation over the remaining useful life of the
asset. Over time, the liability is accreted to its present value each period. Any subsequent revisions to the timing or the amount
of the original estimate of undiscounted cash flows are reflected as an adjustment to the carrying amount of the liability and
the capitalized amount of the related asset retirement cost.
(l) Allowance for doubtful notes and accounts
In order to provide for losses on doubtful notes and accounts, an allowance for ordinary receivables is provided based on
past actual loss ratios, and the allowance for certain identified doubtful notes and accounts is provided based on individually
estimated collectibility.
(m) Provision for losses related to liquidation of subsidiaries and associated companies
Provision for losses related to liquidation of subsidiaries and associated companies is provided based on an estimate of
future losses that will be incurred in the process of liquidation of the subsidiaries and associated companies.
(n) Provision for business structure improvement
Provision for business structure improvement is provided based on an estimate of future expenses and losses that will be
incurred in the process of business restructuring.
(o) Provision for losses from a natural disaster
The Group provides the reserve for losses from a natural disaster for restoration of assets damaged by the Great East Japan
Earthquake.
(p) Research and development costs
Research and development costs are charged to “Selling, general and administrative expenses” as incurred.
(q) Leases
In March 2007, the ASBJ issued ASBJ Statement No. 13, “Accounting Standard for Lease Transactions,” which revised the
previous accounting standard for lease transactions issued. The revised accounting standard for lease transactions was
effective for fiscal years beginning on or after April 1, 2008.
Under the previous accounting standard, finance leases that were deemed to transfer ownership of the leased property to the
lessee were capitalized. However, other finance leases were permitted to be accounted for as operating lease transactions if
certain “as if capitalized” information was disclosed in the note to the lessee’s financial statements. The revised accounting
standard requires that all finance lease transactions should be capitalized to recognize lease assets and lease obligations in the
balance sheet. In addition, the revised accounting standard permits leases which existed at the transition date and do not
transfer ownership of the leased property to the lessee to continue to be accounted for as operating lease transactions.
The Company and certain domestic subsidiaries applied the revised accounting standard effective April 1, 2008. In addition,
the Company and certain domestic subsidiaries continue to account for leases which existed at the transition date and do not
transfer ownership of the leased property to the lessee as operating lease transactions.
All other leases are accounted for as operating leases.
(r) Bonuses to directors and audit & supervisory board members
Bonuses to directors and audit & supervisory board members are accrued at the year-end to which such bonuses are
attributable.
(s) Income taxes
The provision for income taxes is computed based on the pretax income included in the consolidated statement of operations.
The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences
of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Deferred taxes are measured by
applying currently enacted tax laws to the temporary differences.
(t) Foreign currency transactions
Both short-term and long-term receivables and payables denominated in foreign currencies are translated into Japanese yen
at exchange rates in effect at the balance sheet date.
However, short-term receivables covered by forward exchange contracts are translated at the contract rates.
Any differences between the foreign exchange contract rates and historical rates resulting from the translation of receivables
are recognized as income or expense over the lives of the related contracts.
(u) Foreign currency financial statements
The balance sheet accounts of consolidated foreign subsidiaries are translated into Japanese yen at the current exchange
rates as of the balance sheet date except for equity, which is translated at the historical rates. Differences arising from such
translation are shown as “Foreign currency translation adjustments” under accumulated other comprehensive income in a
separate component of equity.
Revenue and expense accounts of consolidated foreign subsidiaries are translated into Japanese yen at the average exchange
rates.
22
(v) Derivatives and hedging activities
The Group uses derivative financial instruments to manage its exposures to fluctuations in foreign exchange. Foreign
exchange forward contracts are utilized by the Group to reduce foreign currency exchange risk. The Group does not enter into
derivatives for trading or speculative purposes.
Monetary receivables denominated in foreign currencies, for which foreign exchange forward contracts are used to hedge
the foreign currency fluctuations, are translated at the contracted rate if the forward contracts qualify for hedge accounting.
(w) Per share information
Basic net income per share is computed by dividing net income available to common shareholders by the weighted-average
number of common shares outstanding for the period, retroactively adjusted for stock splits.
The average number of shares used to compute basic net income per share for the years ended March 31, 2013, 2012 and
2011 were 107,814 thousand shares, 107,815 thousand shares and 109,357 thousand shares, respectively.
Cash dividends per share presented in the accompanying consolidated statement of operations are dividends applicable to
the respective years including dividends to be paid after the end of the year.
Diluted net income per share is not disclosed because there are no outstanding potentially dilutive securities and the
Company is in a net loss position for the years ended March 31, 2013 and 2012.
(x) Accounting changes and error corrections
In December 2009, the ASBJ issued ASBJ Statement No. 24, “Accounting Standard for Accounting Changes and Error
Corrections” and ASBJ Guidance No. 24, “Guidance on Accounting Standard for Accounting Changes and Error Corrections.”
Accounting treatments under this standard and guidance are as follows:
(1) Changes in Accounting Policies
When a new accounting policy is applied following revision of an accounting standard, the new policy is applied
retrospectively unless the revised accounting standard includes specific transitional provisions, in which case the entity
shall comply with the specific transitional provisions.
(2) Changes in Presentation
When the presentation of financial statements is changed, prior-period financial statements are reclassified in accordance
with the new presentation.
(3) Changes in Accounting Estimates
A change in an accounting estimate is accounted for in the period of the change if the change affects that period only,
and is accounted for prospectively if the change affects both the period of the change and future periods.
(4) Corrections of Prior-Period Errors
When an error in prior-period financial statements is discovered, those statements are restated.
(y) New accounting pronouncements
Accounting Standard for Retirement Benefits
On May 17, 2012, the ASBJ issued ASBJ Statement No. 26, “Accounting Standard for Retirement Benefits” and ASBJ
Guidance No. 25, “Guidance on Accounting Standard for Retirement Benefits,” which replaced the Accounting Standard for
Retirement Benefits that had been issued by the Business Accounting Council in 1998 with an effective date of April 1, 2000,
and the other related practical guidance, and followed by partial amendments from time to time through 2009. Major changes
are as follows:
(1) Treatment in the balance sheet
Under the current requirements, actuarial gains and losses and past service costs that are yet to be recognized in profit or
loss are not recognized in the balance sheet, and the difference between retirement benefit obligations and plan assets
(hereinafter, "deficit or surplus"), adjusted by such unrecognized amounts, is recognized as a liability or an asset.
Under the revised accounting standard, actuarial gains and losses and past service costs that are yet to be recognized in
profit or loss shall be recognized within equity (accumulated other comprehensive income), after adjusting for tax
effects, and any resulting deficit or surplus shall be recognized as a liability (liability for retirement benefits) or an asset
(asset for retirement benefits).
(2) Treatment in the statement of operations and the statement of comprehensive income
The revised accounting standard does not change how to recognize actuarial gains and losses and past service costs in
profit or loss. Those amounts would be recognized in profit or loss over a certain period no longer than the expected
average remaining working lives of the employees. However, actuarial gains and losses and past service costs that arose
in the current period and have not yet been recognized in profit or loss shall be included in other comprehensive income
and actuarial gains and losses and past service costs that were recognized in other comprehensive income in prior
periods and then recognized in profit or loss in the current period shall be treated as reclassification adjustments.
(3) Amendments relating to the method of attributing expected benefit to periods and relating to the discount rate and
expected future salary increases
The revised accounting standard also made certain amendments relating to the method of attributing expected benefit to
periods and relating to the discount rate and expected future salary increases.
This accounting standard and the guidance for (1) and (2) above are effective for the end of annual periods beginning on or
after April 1, 2013, and for (3) above are effective for the beginning of annual periods beginning on or after April 1, 2014, or
for the beginning of annual periods beginning on or after April 1, 2015, subject to certain disclosure in March 2015, both with
earlier application being permitted from the beginning of annual periods beginning on or after April 1, 2013. However, no
retrospective application of this accounting standard to consolidated financial statements in prior periods is required.
23
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
The Group expects to apply the revised accounting standard for (1) and (2) above from the end of the annual period
beginning on April 1, 2013, and for (3) above from the beginning of the annual period beginning on April 1, 2014, and is in
the process of measuring the effects of applying the revised accounting standard in future applicable periods.
3. Changes in Presentation
Prior to April 1, 2012, “Decrease (increase) in long-term prepaid expenses” was included in “other-net” within the operating
activities section of the consolidated statement of cash flows. Since the account became significant during this fiscal year
ended March 31, 2013, such account is disclosed separately in the operating activities section of the consolidated statement of
cash flows for the year ended March 31, 2013. In accordance with this change in presentation, the consolidated statements of
cash flows for the years ended March 31, 2012 and 2011, are reclassified. The amounts included in the other-net for the years
ended March 31, 2012 and 2011, were ¥1,292 million of decrease and ¥342 million of increase, respectively.
4. Transfer of Business
On March 29, 2013, LAPIS Semiconductor Co., Ltd., a wholly-owned subsidiary of the Company, transferred its optical
component business to NeoPhotonics Semiconductor GK, a Japanese subsidiary of NeoPhotonics Corporation.
The nature of the optical component business includes the development, manufacture and sale of devices and modules for
high-speed optical communication. However, in promoting the selection and concentration on the ICs business, the Group
decided to transfer the business because of its low affinity with the core business of the Group.
LAPIS Semiconductor Co., Ltd. transferred the business for cash as consideration. Assuming that the investment in the
optical component business transferred has been liquidated, the difference between the fair value of assets received as a
consideration for the business transfer and an amount corresponding to the shareholders’ equity pertaining to the transferred
business is recognized as “Loss on business transfer.”
The book value of the assets and liabilities pertaining to the transferred business and the amount of loss on transfer were as
follows:
Millions of
Yen
Thousands of
U.S. Dollars
Current assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Fixed liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 2,046
295
2,341
103
459
562
$ 21,766
3,138
24,904
1,096
4,883
5,979
Amount of loss on transfer. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥
$ 2,989
281
Approximate amounts of sales and income pertaining to the transferred business recorded in the consolidated statement of
operations for the year ended March 31, 2013, were as follows:
Millions of
Yen
Net sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24
¥ 5,419
372
Thousands of
U.S. Dollars
$ 57,649
3,957
5. Marketable and Investment Securities
Marketable and investment securities as of March 31, 2013 and 2012, consisted of the following:
Millions of
Yen
Thousands of
U.S. Dollars
2013
2012
2013
Current:
Government and corporate bonds.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 6,596
1,000
¥ 7,596
¥
618
¥
618
$ 70,171
10,638
$ 80,809
Noncurrent:
Marketable equity securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Government and corporate bonds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 22,233
13,983
1,568
¥ 37,784
¥ 22,323
12,612
2,886
¥ 37,821
$ 236,521
148,755
16,681
$ 401,957
The costs and aggregate fair values of marketable and investment securities at March 31, 2013 and 2012, were as follows:
Millions of Yen
Securities classified as:
Available-for-sale:
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
Cost
¥ 16,389
19,220
2,012
¥ 37,621
Unrealized
gains
Unrealized
losses
¥
¥
¥
6,330
1,573
55
7,958
¥
(486)
(189)
(37)
(712)
Fair
value
¥ 22,233
20,604
2,030
¥ 44,867
Millions of Yen
Securities classified as:
Available-for-sale:
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012
Cost
¥ 16,835
13,379
2,012
¥ 32,226
Unrealized
gains
Unrealized
losses
¥
¥
¥
6,215
181
359
6,755
(727)
(305)
(105)
¥ (1,137)
Fair
value
¥ 22,323
13,255
2,266
¥ 37,844
Thousands of U.S. Dollars
Securities classified as:
Available-for-sale:
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
Cost
$ 174,351
204,468
21,404
$ 400,223
Unrealized
gains
Unrealized
losses
$ 67,340
16,734
586
$ 84,660
$ (5,170)
(2,011)
(394)
$ (7,575)
Fair
value
$ 236,521
219,191
21,596
$ 477,308
25
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
The proceeds, realized gains and realized losses of the available-for-sale securities, which were sold during the years ended
March 31, 2013, 2012 and 2011, were as follows:
Millions of Yen
2013
Available-for-sale:
Proceeds
Realized
gains
¥
¥
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
425
1,215
¥ 1,640
Realized
losses
146
243
389
¥
Millions of Yen
2012
Available-for-sale:
Realized
gains
Proceeds
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 233
¥ 233
Realized
losses
¥ 63
¥ 63
¥ (8)
¥ (8)
Millions of Yen
2011
Available-for-sale:
Realized
gains
Proceeds
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 1
¥ 1
Realized
losses
¥ 0
¥ 0
¥ (0)
¥ (0)
Thousands of U.S. Dollars
2013
Available-for-sale:
Realized
gains
Proceeds
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 4,521
12,926
$ 17,447
Realized
losses
$ 1,553
2,585
$ 4,138
The impairment losses on available-for-sale securities for the years ended March 31, 2013, 2012 and 2011, were ¥256
million ($2,723 thousand), ¥164 million and ¥270 million, respectively.
6. Short-term Investments
Short-term investments at March 31, 2013 and 2012, consisted of time deposits.
7. Inventories
Inventories at March 31, 2013 and 2012, consisted of the following:
Thousands of
U.S. Dollars
Millions of Yen
2013
Merchandise and finished products. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Work in process. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Raw materials and supplies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26
¥ 30,808
44,225
28,512
¥ 103,545
2012
¥ 24,367
38,508
30,653
¥ 93,528
2013
$ 327,745
470,479
303,319
$ 1,101,543
8. Long-lived Assets
The Group reviewed its long-lived assets for impairment during the years ended March 31, 2013, 2012 and 2011. To determine
impairment loss on long-lived assets, the Group identifies asset groups for operating assets according to the groupings used in its
management accounting, by which income and expenditures are controlled continually, while identifying each of the individual
idle assets as a stand-alone asset group. As a result, the Group recognized an impairment loss of ¥55,047 million ($585,606
thousand), ¥24,181 million and ¥2,516 million as other expense for the years ended March 31, 2013, 2012 and 2011, respectively.
The components of impairment loss for the year ended March 31, 2013, were as follows:
a) The Group recognized an impairment loss of ¥43,815 million ($466,117 thousand) for operating assets located in Japan,
Philippines, Thailand, China, the United States of America and others as the estimated future cash flows fell below the
carrying amounts of some asset groups due to deterioration of the revenue environment. The carrying amounts of the
relevant operating assets were written down to the recoverable amounts which were measured at their value in use and the
discount rates used for computation of present value of future cash flows were 7.9 ~ 25.0%.
b) The Group recognized an impairment loss of ¥7,804 million ($83,021 thousand) for idle assets located in Japan, China and
others as the Group determined that the idle assets were not likely to be used in the future. The carrying amounts of the
relevant idle assets were written down to the recoverable amounts. The recoverable amounts were measured at their net
selling prices, which were mainly calculated based on the appraised real-estate value for land, and based on reasonable
estimations in consideration of market value for other assets.
c) The Group recognized an impairment loss of ¥3,428 million ($36,468 thousand) for the goodwill as the earnings projected
at the time of acquiring the related shares are not expected to be realized. The carrying amounts of goodwill were revaluated
and were written down to the recoverable amounts which were measured at their value in use and the discount rates used for
computation of present value of future cash flows were 7.9 ~ 17.8%. With regard to goodwill recorded in connection with
the acquisition of Kionix, an impairment loss was recorded in the financial statements of the relevant subsidiary in
accordance with generally accepted accounting principles in the United States of America. However, it was adjusted in
accordance with Japanese GAAP in the consolidated financial statements.
The components of impairment loss for the year ended March 31, 2012, were as follows:
a) The Group recognized an impairment loss of ¥7,147 million for operating assets located in the United States of America,
Tokyo, Fukuoka, and Germany as the estimated future cash flows fell below the carrying amounts of some asset groups due
to deterioration of the revenue environment. The carrying amounts of the relevant operating assets were written down to the
recoverable amounts which were measured at their value in use and the discount rates used for computation of present value
of future cash flows were 7.0 ~ 18.0%.
b) T
he Group recognized an impairment loss of ¥4,970 million for idle assets located in Tokyo, Fukuoka, Kyoto and others as the
Group determined that the idle assets were not likely to be used in the future. The carrying amounts of the relevant idle assets were
written down to the recoverable amounts which were measured at their net selling prices calculated based on reasonable estimations
in consideration of market value.
c) The Group recognized an impairment loss of ¥12,064 million for the goodwill as the earnings projected at the time of
acquiring the related shares are not expected to be realized. The carrying amounts of goodwill were revaluated and were
written down to the recoverable amounts which were measured at their value in use and the discount rates used for
computation of present value of future cash flows were 7.0 ~ 14.2%. With regard to goodwill recorded in connection with
the acquisition of Kionix, an impairment loss was recorded in the financial statements of the relevant subsidiary in
accordance with generally accepted accounting principles in the United States of America. However, it was adjusted in
accordance with Japanese GAAP in the consolidated financial statements.
The components of impairment loss for the year ended March 31, 2011, were as follows:
a) The Group recognized an impairment loss of ¥1,899 million for idle assets located in Shizuoka, Fukuoka, Kyoto and others
as the Group determined that the idle assets were not likely to be used in the future. The carrying amounts of the relevant
idle assets were written down to the recoverable amounts which were measured at their net selling prices calculated based
on reasonable estimations in consideration of market value.
b) T
he Group recognized an impairment loss of ¥617 million for the IC assets located in the United States of America. The carrying
amounts of IC assets were written down to the fair values for the assets of a subsidiary in the United States of America as an
independent company by a third-party evaluation. With regard to goodwill recorded in connection with the acquisition of Kionix, an
impairment loss was recorded in the financial statements of the relevant subsidiary in accordance with generally accepted
accounting principles in the United States of America. However, since goodwill has been amortized by the straight-line method
over a period of 5 years in accordance with Japanese GAAP in the consolidated financial statements, the amount which exceeds
accumulated amortization was recorded as the impairment loss.
9. Retirement and Benefit Plans
The Company and certain consolidated subsidiaries have retirement plans for employees.
Under the defined benefit pension plans, employees terminating their employment are entitled to lump-sum and annuity payments
based on their rate of pay at the time of termination, length of service and certain other factors. If the termination is involuntary,
caused by retirement at the mandatory retirement age, or caused by death, the employee is entitled to a greater payment than in the
case of voluntary termination.
In January 2011, LAPIS Semiconductor Co., Ltd. and its domestic subsidiaries transferred their pension plan from a fund-type
defined benefit pension plan to a contract-type defined benefit pension plan.
27
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
The net liability for employees’ retirement benefits at March 31, 2013 and 2012, consisted of the following:
Millions of
Yen
Projected benefit obligation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrecognized prior service cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrecognized actuarial loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net liability. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid pension cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liability for retirement benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thousands of
U.S. Dollars
2013
2012
¥ 29,296
(18,948)
(1,702)
(4,553)
4,093
2,092
¥ 6,185
¥ 26,128
(17,280)
(81)
(3,318)
5,449
2,251
¥ 7,700
2013
$ 311,660
(201,575)
(18,106)
(48,436)
43,543
22,255
$ 65,798
The components of net periodic pension costs for the years ended March 31, 2013, 2012 and 2011, were as follows:
Millions of
Yen
2013
Service cost.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected return on plan assets. . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service cost. . . . . . . . . . . . . . . . . . . . . . .
Recognized actuarial loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contribution to defined contribution pension plan and other. . . .
Net periodic benefit costs. . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 1,807
592
(397)
23
381
382
¥2,788
Thousands of
U.S. Dollars
2012
2013
2011
¥ 1,799
564
(355)
1
399
378
¥2,786
¥ 1,687
727
(435)
(2)
396
387
¥ 2,760
$ 19,223
6,298
(4,223)
245
4,053
4,064
$ 29,660
In addition to the net periodic pension costs stated above, the Group recorded “Special retirement expenses” for the years ended
March 31, 2013, 2012 and 2011, in the amount of ¥4,069 million ($43,287 thousand), ¥779 million and ¥2,969 million, as other
expense, respectively. The Group also recorded “Loss on revision of retirement benefit plan” of ¥2,176 million ($23,149 thousand)
and personnel transference expenses in the amount of ¥151 million ($1,606 thousand) included in “Loss on transfer of business”
for the year ended March 31, 2013. The Group recorded an estimated amount of special retirement expense of ¥1,340 million
included in “Business structure improvement expense” as other expense for the year ended March 31, 2012, and “Gain on transfer
of retirement benefit plan” of ¥1,796 million as other income for the year ended March 31, 2011.
Assumptions used for the years ended March 31, 2013, 2012 and 2011, were as follows:
2013
0.8∼1.2%
Discount rate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2.0%
Expected rate of return on plan assets. . . . . . . . . . . . . . . . . . . .
Allocation method of the retirement benefits
Straight-line method
expected to be paid at the retirement date . . . . . . . . . . . . . . based on years of service
Amortization period of prior service cost. . . . . . . . . . . . . . . . .
Recognition period of actuarial loss . . . . . . . . . . . . . . . . . . . . .
2012
2011
2.0%
2.0~2.1%
2.0%
1.0~2.0%
or point method
Straight-line method
based on years of service
or point method
Straight-line method
based on years of service
or point method
10~13 years
10~13 years
10~13 years
10~13 years
10~14 years
13 years
10. Equity
Japanese companies are subject to the Companies Act of Japan (the “Companies Act”). The significant provisions in the
Companies Act that affect financial and accounting matters are summarized below:
(a) Dividends
Under the Companies Act, companies can pay dividends at any time during the fiscal year in addition to the year-end
dividend upon resolution at the general shareholders’ meeting. For companies that meet certain criteria, the Board of Directors
may declare dividends (except for dividends in kind) at any time during the fiscal year if the company has prescribed so in its
articles of incorporation. However, the Company cannot do so because it does not meet all the criteria.
Semiannual interim dividends may also be paid once a year upon resolution by the Board of Directors if the articles of
incorporation of the company so stipulate. The Companies Act provides certain limitations on the amounts available for
dividends or the purchase of treasury stock. The limitation is defined as the amount available for distribution to the
shareholders, but the amount of net assets after dividends must be maintained at no less than ¥3 million.
(b) Increases / decreases and transfer of common stock, reserve and surplus
The Companies Act requires that an amount equal to 10% of dividends must be appropriated as a legal reserve (a component of
retained earnings) or as additional paid-in capital (a component of capital surplus) depending on the equity account that was
28
charged upon the payment of such dividends until the aggregate amount of legal reserve and additional paid-in capital equals 25%
of the common stock. Under the Companies Act, the total amount of additional paid-in capital and legal reserve may be reversed
without limitation. The Companies Act also provides that common stock, legal reserve, additional paid-in capital, other capital
surplus and retained earnings can be transferred among the accounts under certain conditions upon resolution of the shareholders.
(c) Treasury stock and treasury stock acquisition rights
The Companies Act also provides for companies to purchase treasury stock and dispose of such treasury stock by resolution
of the Board of Directors. The amount of treasury stock purchased cannot exceed the amount available for distribution to the
shareholders which is determined by specific formula. Under the Companies Act, stock acquisition rights are presented as a
separate component of equity. The Companies Act also provides that companies can purchase both treasury stock acquisition
rights and treasury stock. Such treasury stock acquisition rights are presented as a separate component of equity or deducted
directly from stock acquisition rights.
11. Research and Development Costs
Research and development costs charged to income were ¥37,751 million ($401,606 thousand), ¥39,764 million and
¥37,899 million for the years ended March 31, 2013, 2012 and 2011, respectively.
12. Amortization of Goodwill
Amortization of goodwill was ¥2,100 million ($22,340 thousand), ¥5,251 million and ¥7,059 million for the years ended
March 31, 2013, 2012 and 2011, respectively.
13. Business Structure Improvement Expenses
“Business structure improvement expenses” for the year ended March 31, 2012, are expenses and losses related to
integration of product lines of subsidiaries and other restructuring activities such as personnel reduction.
14. Losses from a Natural Disaster
“Losses from a natural disaster” for the year ended March 31, 2011, represent the estimated losses caused by the Great East
Japan Earthquake after deduction of the estimated amounts of insurance benefits.
The breakdown was as follows:
2011
Description:
Losses related to fixed assets. . . . . . . . . . .
Losses related to inventories . . . . . . . . . . .
Other losses. . . . . . . . . . . . . . . . . . . . . . . . .
Estimated amount of insurance benefits. .
Total . . . . . . . . . . . . . . . . . . . . . . . . .
Millions of Yen
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
¥ 1,850
1,308
586
(2,748)
¥ 996
15. Gain on Insurance Adjustment
“Gain on insurance adjustment” for the year ended March 31, 2013, represents the amounts of insurance benefits for the
floods in Thailand and the insurance benefits received for the tornado in Tsukuba after deduction of the losses.
The breakdowns were as follows:
(The floods in Thailand)
2013
Description:
Insurance benefits received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Losses related to fixed assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Millions of Yen
¥ 2,955
(118)
¥ 2,837
Thousands of
U.S. Dollars
$ 31,436
(1,255)
$ 30,181
29
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
(The tornado in Tsukuba)
2013
Description:
Millions of Yen
Insurance benefits received . . . . . . . . . . . . . . . . . . . . .
Expenses for recovery of the buildings and others . .
Other losses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
¥ 458
(221)
(86)
¥ 151
Thousands of
U.S. Dollars
$ 4,872
(2,351)
(915)
$ 1,606
“Gain on insurance adjustment” for the year ended March 31, 2012, represents the estimated amounts of insurance benefits
for the floods in Thailand and the insurance benefits received for the Great East Japan Earthquake after deduction of the
losses.
The breakdowns were as follows:
(The floods in Thailand)
2012
Description:
Millions of Yen
Estimated amount of insurance benefits. .
Losses related to fixed assets. . . . . . . . . . .
Losses related to inventories . . . . . . . . . . .
Other losses. . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . .
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
¥ 32,116
(7,479)
(3,928)
(3,216)
¥ 17,493
(The Great East Japan Earthquake)
2012
Description:
Insurance benefits received . . .
Losses related to fixed assets. .
Other losses. . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . .
Millions of Yen
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
¥ 3,069
(1,021)
(1,221)
¥ 827
16. Losses Related to Liquidation of Subsidiaries and Associated Companies
“Losses related to liquidation of subsidiaries and associated companies” for the year ended March 31, 2013, are estimated
amount of expenses and losses from the liquidation of ROHM Tsukuba CO., LTD., a wholly-owned subsidiary of ROHM CO.,
LTD.
17. Loss on Liquidation of Subsidiaries and Associated Companies
“Loss on liquidation of subsidiaries and associated companies” for the year ended March 31, 2013, is loss from the
liquidation of OKI Semiconductor Europe GmbH, a wholly-owned subsidiary of ROHM CO., LTD.
18. Environmental Expenses
“Environmental expenses” for the year ended March 31, 2012, are expenses and losses for soil contamination on the plant
site.
19. Loss on Quality Compensation
“Loss on quality compensation” for the year ended March 31, 2013, is loss associated with market claims due to defects in
certain Group products. The amount may increase through negotiations with the customer.
20. Loss on Revision of Retirement Benefit Plan
“Loss on revision of retirement benefit plan” for the year ended March 31, 2013, is loss from a change in benefit level of a
retirement benefit plan.
30
21. Income Taxes
The Company and its domestic consolidated subsidiaries are subject to Japanese national and local income taxes which, in
the aggregate, resulted in normal effective statutory tax rates of approximately 37.9% for the year ended March 31, 2013, and
40.6% for the year ended March 31, 2012. Foreign consolidated subsidiaries are subject to income taxes of the countries in
which they operate.
The tax effects of significant temporary differences and tax loss carryforwards which resulted in deferred tax assets and
liabilities at March 31, 2013 and 2012, were as follows:
Thousands of
U.S. Dollars
Millions of Yen
2013
Deferred tax assets:
Marketable and investment securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation and amortization. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax loss carryforwards. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liability for retirement benefits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign tax credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on impairment of long-lived assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax credit for research and development expenses. . . . . . . . . . . . . . . . . . . . . .
Provision for business structure improvement. . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities:
Undistributed earnings of foreign subsidiaries. . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid pension cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful accounts for subsidiaries and associated companies. . . .
Depreciation and amortization. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net unrealized gain (loss) on available-for-sale securities. . . . . . . . . . . . . . . .
Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥
3,049
8,032
4,398
28,123
3,170
1,825
180
18,410
4,565
2013
2012
¥
3,584
(64,765)
10,571
(18,159)
(742)
(241)
3,020
8,041
5,708
23,482
2,423
2,070
180
4,729
3,217
773
2,255
(50,988)
4,910
$
32,436
85,447
46,787
299,181
33,723
19,415
1,915
195,851
48,564
38,128
(688,989)
112,458
(193,181)
(7,894)
(2,564)
(738)
(2,466)
(400)
(791)
(23,537)
(16,375)
(807)
(722)
(314)
(823)
(1,816)
(564)
(511)
(21,932)
(7,851)
(26,234)
(4,255)
(8,415)
(250,394)
¥ (12,966)
¥ (17,022)
$ (137,936)
Deferred tax assets (liabilities) were included in the consolidated balance sheets as follows:
Millions of Yen
2013
Current Assets - Deferred tax assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments and Other Assets - Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . .
Current Liabilities - Deferred tax liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term Liabilities - Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥
987
7,353
(1,153)
(20,153)
¥ (12,966)
Thousands of
U.S. Dollars
2013
2012
¥
1,369
1,735
(1,227)
(18,899)
¥ (17,022)
$
10,500
78,223
(12,266)
(214,393)
$ (137,936)
As of March 31, 2013, the Company and certain consolidated subsidiaries had tax loss carryforwards aggregating
approximately ¥80,708 million ($858,596 thousand) available for reduction of future taxable income, the majority of which
will expire from 2014 to 2033.
31
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
A reconciliation between the normal effective statutory tax rate and the actual effective tax rate reflected in the
accompanying consolidated statement of operations for the year ended March 31, 2011, was as follows:
2011
Normal effective statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase (decrease) in valuation allowance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lower income tax rates applicable to income in certain foreign countries. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of goodwill. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other - net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual effective tax rate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
40.6%
8.5
(15.5)
14.8
0.7
49.1%
For the years ended March 31, 2013 and 2012, the reconciliation is not presented because there was a net loss before income
taxes and minority interests.
On December 2, 2011, new tax reform laws were enacted in Japan, which changed the normal effective statutory tax rate
from approximately 40.6% to 37.9% effective for the fiscal years beginning on or after April 1, 2012, through March 31, 2015,
and to 35.5% afterwards.
22. Financial Instruments and Related Disclosures
(1) Group policy for financial instruments
The Group manages surplus funds with low-risk financial assets and uses derivatives only as a means to hedge the foreign
exchange risk of trade receivables. The Group does not conduct any speculative transactions.
(2) Nature and extent of risks arising from financial instruments and risk management
Receivables such as trade notes and trade accounts are exposed to customer credit risk. Regarding the relevant risks, the
Group controls due dates and the receivable balances by customer pursuant to the internal rules of the Group, and, at the
same time, promotes the early identification and reduction of bad debts risk due to financial deterioration. Foreign currency
trade receivables are exposed to market risk resulting from fluctuations in foreign currency exchange rates. Such foreign
exchange risks are partially hedged by forward foreign currency contracts. Securities and investment securities, such as
stocks and bonds, are exposed to the risk of market price fluctuations. The Group continually reviews the status of
possessing such securities and monitoring fair value and the financial positions of issuers and others on a regular basis. The
Group purchases only highly rated bonds pursuant to the internal policy approved by the Board of Directors, thereby just
incurring minimal credit risks.
Payment terms of payables, such as trade notes and trade accounts, are primarily less than one year. These payables are
exposed to liquidity risk and the Group manages the risk by preparing and updating financing plans as appropriate.
The Group enters into derivative transactions pursuant to the internal policy approved by the Board of Directors and
reports the status of the derivative transactions once or more every half year to the Board of Directors. Furthermore, in order
to reduce credit risks, the Group only conducts derivative transactions with highly rated financial institutions.
(3) Supplemental information to fair value of financial instruments
Fair values of financial instruments are measured based on quoted market prices or those calculated by other rational
valuation techniques in case a quoted price is not available. Since variation factors are incorporated to calculate this fair
value, the use of different preconditions may change this value.
(4) Fair values of financial instruments
Carrying amounts of financial instruments in the consolidated balance sheet, their fair values, and differences as of March
31, 2013 and 2012, are shown in the table below (a). Any financial instruments whose fair values cannot be reliably
determined are not included (see the table below (b)).
32
(a) Fair value of financial instruments
Millions of Yen
2013
Carrying
amount
Fair value
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable - trade. . . . . . . . . . . . . . . . . . . . . . . . .
Investment securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 197,046
7,596
35,512
65,424
37,271
3,475
¥ 346,324
¥ 197,046
7,596
35,512
65,424
37,271
3,475
¥ 346,324
Notes and accounts payable - trade. . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts payable - construction and other. . . . . . . . . . . .
Accrued income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 17,557
18,525
1,349
¥ 37,431
¥ 17,557
18,525
1,349
¥ 37,431
Unrealized
gain/loss
Millions of Yen
2012
Carrying
amount
Fair value
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable - trade. . . . . . . . . . . . . . . . . . . . . . . . .
Investment securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 208,745
618
17,454
67,394
37,226
2,888
¥ 334,325
¥ 208,745
618
17,454
67,394
37,226
2,888
¥ 334,325
Notes and accounts payable - trade. . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts payable - construction and other.. . . . . . . . . . . .
Accrued income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 23,979
29,204
1,552
¥ 54,735
¥ 23,979
29,204
1,552
¥ 54,735
Unrealized
gain/loss
Thousands of U.S. Dollars
2013
Carrying
amount
Fair value
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable - trade. . . . . . . . . . . . . . . . . . . . . . . . .
Investment securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,096,234
80,809
377,787
696,000
396,499
36,968
$ 3,684,297
$ 2,096,234
80,809
377,787
696,000
396,499
36,968
$ 3,684,297
Notes and accounts payable - trade. . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts payable - construction and other. . . . . . . . . . . .
Accrued income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 186,777
197,074
14,351
$ 398,202
$ 186,777
197,074
14,351
$ 398,202
Unrealized
gain/loss
33
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
Cash and cash equivalents, Short-term investments, Notes and accounts receivable-trade, and Refundable income taxes
The carrying values of these assets approximate fair value because of their short maturities.
Marketable securities and Investment securities
The fair values of marketable securities and investment securities are measured at the quoted market price of the stock
exchange for equity instruments, and at the quoted price obtained from the financial institution for certain debt instruments.
The fair value information for the marketable and investment securities by classification is included in Note 5.
Notes and accounts payable-trade, Notes and accounts payable-construction and other, and Accrued income taxes
The carrying values of these liabilities approximate fair value because of their short maturities.
(b) Carrying amount of financial instruments whose fair values cannot be reliably determined
Carrying amount
Thousands of
U.S. Dollars
Millions of Yen
2013
Unlisted stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rights under limited partnership agreement for investment. . . . . . . . . . . . . . .
Stocks of unconsolidated subsidiaries and associated companies, etc. . . . . . . . . .
¥
2013
2012
429
84
705
¥ 509
86
2,065
$ 4,564
894
7,500
(c) Maturity analysis for financial assets and securities with contractual maturities
Millions of Yen
2013
Due in one year
or less
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable securities:
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable-trade. . . . . . . . . . . . . . . . . . . .
Investment securities:
Government and local government bonds . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year
through five years
Due after five years
through ten years
Due after ten years
¥ 197,046
6,593
35,512
65,424
¥
3,475
¥ 308,050
2
13,088
25
¥ 941
¥ 13,115
¥ 941
¥ 1,030
¥ 1,030
Millions of Yen
2012
Due in one year
or less
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable securities:
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable-trade. . . . . . . . . . . . . . . . . . . .
Investment securities:
Government and local government bonds . . . . . . . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
34
Due after one year
through five years
Due after five years
through ten years
Due after ten years
¥ 208,745
618
17,454
67,394
¥
2,888
¥ 297,099
1
11,720
625
¥ 12,346
¥
1
890
402
¥ 1,264
¥ 1,293
¥ 1,264
Thousands of U.S. Dollars
2013
Due in one year
or less
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . .
Marketable securities:
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term investments. . . . . . . . . . . . . . . . . . . . . . . . .
Notes and accounts receivable-trade. . . . . . . . . . . . . .
Investment securities:
Government and local government bonds . . . . . . .
Corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Refundable income taxes. . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year
through five years
Due after five years
through ten years
Due after ten
years
$ 2,096,234
70,138
377,787
696,000
$
36,968
$ 3,277,127
21
139,234
266
$ 10,011
$ 139,521
$ 10,011
$ 10,957
$ 10,957
23. Derivatives
The Group enters into foreign exchange forward contracts to hedge foreign exchange risk associated with certain assets
denominated in foreign currencies.
All derivative transactions are entered into to hedge foreign currency exposures incorporated within the Group’s business.
Accordingly, market risk in these derivatives is basically offset by opposite movements in the value of hedged assets. The
Group does not hold or issue derivatives for trading purposes.
Because the counterparties to these derivatives are limited to major international financial institutions, the Group does not
anticipate any losses arising from credit risk.
Derivative transactions entered into by the Group have been made in accordance with internal policies which regulate the
authorization and credit limit amount.
Derivative transactions to which hedge accounting is applied
Millions of Yen
2013
Hedged
item
Contract
amount
Contract amount
due after one year
Fair
Value
Foreign currency forward contracts:
Selling U.S.$. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts
receivable
¥ 3,411
(Note)
Millions of Yen
2012
Hedged
item
Contract
amount
Contract amount
due after one year
Fair
Value
Foreign currency forward contracts:
Selling U.S.$. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts
receivable
¥ 5,300
(Note)
Thousands of U.S. Dollars
2013
Hedged
item
Contract
amount
Contract amount
due after one year
Fair
Value
Foreign currency forward contracts:
Selling U.S.$. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts
receivable
$ 36,287
(Note)
(Note) The fair value of foreign currency forward contracts is included in the fair value of hedged item (i.e., accounts
receivable).
35
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
24. Leases
The Company and certain consolidated subsidiaries lease certain machinery, computer equipment and other assets. Total
lease payments under finance leases were ¥846 million ($9,000 thousand), ¥1,740 million and ¥2,364 million for the years
ended March 31, 2013, 2012 and 2011, respectively.
Obligations under finance leases and future minimum payments under noncancelable operating leases were as follows:
Millions of Yen
Thousands of U.S. Dollars
2013
Due within one year . . . . . .
Due after one year. . . . . . . .
Total. . . . . . . . . . . . . . . . . . .
Finance
leases
¥ 82
10
¥ 92
2013
2012
Operating
leases
¥
765
1,657
¥ 2,422
Finance
leases
¥ 773
97
¥ 870
Operating
leases
Finance
leases
Operating
leases
$ 872
106
$ 978
¥
661
1,321
¥ 1,982
$ 8,138
17,628
$ 25,766
Pro forma information of leased property whose lease inception was before March 31, 2008
ASBJ Statement No. 13, “Accounting Standard for Lease Transactions” requires that all finance lease transactions should be
capitalized to recognize lease assets and lease obligations in the balance sheet. However, ASBJ Statement No. 13 permits
leases without ownership transfer of the leased property to the lessee and whose lease inception was before March 31, 2008, to
continue to be accounted for as operating lease transactions if certain “as if capitalized” information is disclosed in the note to
the financial statements. The Company and certain consolidated subsidiaries applied ASBJ Statement No. 13 effective April 1,
2008, and accounted for such leases as operating lease transactions. Pro forma information of leased property whose lease
inception was before March 31, 2008, on an “as if capitalized” basis was as follows:
Millions of Yen
2013
Acquisition cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net leased property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery, equipment
and vehicles
Furniture and
fixtures
¥ 131
122
¥ 9
¥ 25
24
¥ 1
Millions of Yen
2012
Acquisition cost.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net leased property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery, equipment
and vehicles
Furniture and
fixtures
¥ 4,817
4,232
¥ 585
¥ 63
57
¥ 6
Thousands of U.S. Dollars
2013
Acquisition cost. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net leased property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Machinery, equipment
and vehicles
$ 1,393
1,298
$ 95
Due within one year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
$ 266
255
$ 11
Thousands of
U.S. Dollars
Millions of Yen
Obligations under finance leases:
Furniture and
fixtures
2012
¥ 10
¥ 10
¥ 581
10
¥ 591
The amount of acquisition cost and obligations under finance leases includes the imputed interest expense portion.
36
2013
$ 106
$ 106
Depreciation expense and other information under finance leases:
Thousands of
U.S. Dollars
Millions of Yen
2013
Depreciation expense. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease payments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012
¥ 582
582
2013
2011
¥ 1,495
1,495
$ 6,191
6,191
¥ 2,188
2,188
Depreciation expense, which is not reflected in the accompanying consolidated statements of operations, is computed by the
straight-line method.
25. Contingent Liabilities
The Group was contingently liable for guarantees of housing loans of employees amounting to ¥133 million ($1,415
thousand) at March 31, 2013.
26. Comprehensive Income
For the years ended March 31, 2013 and 2012
The components of other comprehensive income for the years ended March 31, 2013 and 2012, were as follows:
Thousands of
U.S. Dollars
Millions of Yen
2013
2012
.
.
.
.
.
¥ 1,776
(139)
1,637
(650)
¥ 987
¥ (3,390)
2
(3,388)
1,308
¥ (2,080)
$ 18,894
(1,479)
17,415
(6,915)
$ 10,500
Foreign currency translation adjustments:
Adjustments arising during the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reclassification adjustments to profit or loss. . . . . . . . . . . . . . . . . . . . . . . . . .
Amount before income tax effect . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax effect. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 35,593
100
35,693
(32)
¥ 35,661
¥ (4,435)
¥ (4,435)
$ 378,649
1,064
379,713
(341)
$379,372
Total other comprehensive income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 36,648
¥ (6,515)
$389,872
Unrealized gain (loss) on available-for-sale securities:
Gains (losses) arising during the year. . . . . . . . . . .
Reclassification adjustments to profit or loss. . . . .
Amount before income tax effect . . . . . . . . . . . . . .
Income tax effect. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
(4,435)
2013
The corresponding information for the year ended March 31, 2011, was not required under the accounting standard for
presentation of comprehensive income as an exemption for the first year of adopting that standard and not disclosed herein.
27. Subsequent Events
Appropriation of retained earnings
The following appropriation of retained earnings at March 31, 2013, was approved at the Company’s general shareholders’
meeting held on June 27, 2013.
Millions of Yen
Year-end cash dividends, ¥15.00 ($0.16) per share. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
¥ 1,617
Thousands of
U.S. Dollars
$ 17,202
28. Segment Information
Under ASBJ Statement No. 17 “Accounting Standard for Segment Information Disclosures” and issued ASBJ Guidance No. 20
“Guidance on Accounting Standard for Segment Information Disclosures,” an entity is required to report financial and
descriptive information about its reportable segments. Reportable segments are operating segments or aggregations of
operating segments that meet specified criteria. Operating segments are components of an entity about which separate
financial information is available and such information is evaluated regularly by the chief operating decision maker in
deciding how to allocate resources and in assessing performance. Generally, segment information is required to be reported on
the same basis as is used internally for evaluating operating segment performance and deciding how to allocate resources to
operating segments.
37
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
(a) Description of reportable segments
The Group’s reportable segments are those for which separate financial information is available and regular evaluation by
the Company’s board of directors is being performed in order to decide how resources are allocated among the Group.
The Group is a comprehensive manufacturer of electronic components, and sets up operational divisions by individual
product categories at its headquarters. Each operational division draws up comprehensive production plans and business
strategies for both domestic and overseas operations, and develops global production activities. Therefore, from a management
standpoint, the Group places great importance on monitoring of profits and losses by operating segments organized as
operational divisions of individual product categories. For this reason, the Group aggregates operating segments in
consideration of characteristics of the products that each operational division is manufacturing and similarities of production
process, and sets up two reportable segments as “ICs” and “Discrete semiconductor devices.” In the “ICs” segment, products
such as analog ICs, logic ICs, memory ICs and ASICs are manufactured and foundry business operations are conducted.
Products manufactured in the “Discrete semiconductor devices” segment include diodes, transistors, light-emitting diodes,
and laser diodes.
(b) Methods of measurement for the amounts of sales, profit (loss), assets and other items for each reportable segment
The accounting policies of each reportable segment are basically consistent with those disclosed in Note 2, “Summary of
Significant Accounting Policies.”
Operating income is applied in “Segment profit.” “Intersegment sales or transfers” are calculated based on market price.
Although assets of common divisions, such as sales and administrative divisions, are included in “Reconciliations,”
depreciation and amortization expense of these assets are allocated to each operating segment according to in-house criteria to
calculate each segment profit.
(c) Information about sales, profit (loss), assets and other items is as follows:
Millions of Yen
2013
Reportable segments
ICs
Discrete
semiconductor
devices
Sales:
Sales to external customers. . . . . . . . . . ¥ 140,761 ¥ 99,374
2,101
1,931
Intersegment sales or transfers. . . . . . .
142,862
101,305
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(7,825)
7,929
Segment profit (loss). . . . . . . . . . . . . . . . . .
91,349
92,236
Segment assets. . . . . . . . . . . . . . . . . . . . . . . .
Other :
20,749
14,675
Depreciation and amortization. . . . . . .
2,100
Amortization of goodwill. . . . . . . . . . . .
Increase in property, plant and
27,253
11,335
equipment and intangible assets. . . . .
38
Total
¥ 240,135
4,032
244,167
104
183,585
Other
Total
Reconciliations
Consolidated
¥ 52,276 ¥ 292,411
¥ 292,411
1
4,033 ¥ (4,033)
52,277
296,444
(4,033)
292,411
(2,433)
(2,329)
1,408
(921)
37,365
220,950
478,064
699,014
35,424
2,100
4,856
40,280
2,100
(1,423)
38,857
2,100
38,588
7,604
46,192
4,925
51,117
Millions of Yen
2012
ICs
Sales:
Sales to external customers. . . . . . . . .
Intersegment sales or transfers. . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Segment profit (loss). . . . . . . . . . . . . . . . .
Segment assets. . . . . . . . . . . . . . . . . . . . . . .
Other :
Depreciation and amortization. . . . . .
Amortization of goodwill. . . . . . . . . . .
Increase in property, plant and
equipment and intangible assets. . . .
Reportable segments
Discrete
Total
semiconductor
devices
¥ 149,135
1,795
150,930
(6,666)
128,798
Other
Total
Consolidated
¥ 103,861
1,010
104,871
11,617
83,363
¥ 252,996
2,805
255,801
4,951
212,161
¥ 51,657
18,446
4,954
13,278
174
31,724
5,128
5,115
123
36,839
5,251
(1,914)
34,925
5,251
30,132
13,484
43,616
7,604
51,220
2,794
54,014
Reconciliations
Consolidated
51,657
(482)
35,447
¥ 304,653
2,805
307,458
4,469
247,608
Reconciliations
¥ 304,653
¥ (2,805)
(2,805)
1,884
489,718
304,653
6,353
737,326
Millions of Yen
2011
ICs
Sales:
Sales to external customers. . . . . . . . .
Intersegment sales or transfers. . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Segment profit (loss). . . . . . . . . . . . . . . . .
Segment assets. . . . . . . . . . . . . . . . . . . . . . .
Other :
Depreciation and amortization. . . . . .
Amortization of goodwill. . . . . . . . . . .
Increase in property, plant and
equipment and intangible assets. . . .
Reportable segments
Discrete
Total
semiconductor
devices
Other
Total
¥ 176,673
2,068
178,741
6,599
130,262
¥ 113,544
1,191
114,735
19,037
81,656
¥ 290,217
3,259
293,476
25,636
211,918
¥ 51,669
6
51,675
4,633
38,040
¥ 341,886
3,265
345,151
30,269
249,958
¥ 341,886
19,873
6,817
14,789
193
34,662
7,010
5,523
49
40,185
7,059
(1,244)
38,941
7,059
15,575
17,140
32,715
6,317
39,032
3,341
42,373
Reconciliations
Consolidated
¥ (3,265)
(3,265)
2,468
510,031
341,886
32,737
759,989
Thousands of U.S. Dollars
2013
ICs
Sales:
Sales to external customers. . . . . . . . .
Intersegment sales or transfers. . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Segment profit (loss). . . . . . . . . . . . . . . . .
Segment assets. . . . . . . . . . . . . . . . . . . . . . .
Other :
Depreciation and amortization. . . . . .
Amortization of goodwill. . . . . . . . . . .
Increase in property, plant and
equipment and intangible assets. . . .
Reportable segments
Discrete
Total
semiconductor
devices
$ 1,497,457 $ 1,057,170
22,351
20,543
1,519,808
1,077,713
(83,245)
84,351
971,798
981,234
$ 2,554,627
42,894
2,597,521
1,106
1,953,032
Other
Total
$ 556,128 $ 3,110,755
$ 3,110,755
10
42,904 $ (42,904)
556,138
3,153,659
(42,904)
3,110,755
(25,883)
(24,777)
14,979
(9,798)
397,500
2,350,532
5,085,787
7,436,319
220,734
22,340
156,117
376,851
22,340
51,660
428,511
22,340
(15,139)
413,372
22,340
289,926
120,585
410,511
80,893
491,404
52,394
543,798
“Other” includes operating segments that are not included in reportable segments, consisting of business in resistors, printheads, optical modules, tantalum capacitors, power modules, and lightings.
“Reconciliations” were as follows:
(1) The adjusted amount of the segment profit for the year ended March 31, 2013, ¥1,408 million ($14,979 thousand), mainly
includes general and administrative expenses of ¥260 million ($2,766 thousand) not attributable to the operating segments,
and the settlement adjustment of ¥1,668 million ($17,745 thousand) not allocated to the operating segments (such as
periodic pension cost).
39
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
he adjusted amount of the segment profit for the year ended March 31, 2012, ¥1,884 million, mainly includes general and
T
administrative expenses of ¥623 million not attributable to the operating segments, and the settlement adjustment of ¥2,507
million not allocated to the operating segments (such as periodic pension cost).
The adjusted amount of the segment profit for the year ended March 31, 2011, ¥2,468 million, mainly includes general and
administrative expenses of ¥1,100 million not attributable to the operating segments, and the settlement adjustment of
¥3,568 million not allocated to the operating segments (such as periodic pension cost).
(2) The adjusted amount of the segment assets for the year ended March 31, 2013, ¥478,064 million ($5,085,787 thousand),
mainly includes corporate assets of ¥479,470 million ($5,100,745 thousand) not allocated to the operating segments, and
the adjustments of fixed asset of ¥(1,406) million ($(14,958) thousand). Corporate assets not attributable to the operating
segments consist of cash and time deposits of ¥244,158 million ($2,597,426 thousand), land of ¥74,848 million ($796,255
thousand), and notes and accounts receivable-trade of ¥65,424 million ($696,000 thousand).
The adjusted amount of the segment assets for the years ended March 31, 2012, ¥489,718 million, mainly includes
corporate assets of ¥494,432 million not allocated to the operating segments, and the adjustments of fixed asset of ¥(4,714)
million. Corporate assets not attributable to the operating segments consist of cash and time deposits of ¥211,199 million,
land of ¥79,792 million, and notes and accounts receivable-trade of ¥67,394 million.
The adjusted amount of the segment assets for the year ended March 31, 2011, ¥510,031 million, mainly includes
corporate assets of ¥514,862 million not allocated to the operating segments, and the adjustments of fixed asset of ¥(4,831)
million. Corporate assets not attributable to the operating segments consist of cash and time deposits of ¥230,287 million,
land of ¥85,904 million, and notes and accounts receivable-trade of ¥73,297 million.
(3) The adjusted amount of increase in property, plant and equipment and intangible fixed assets relates to common divisions
such as sales and administrative divisions.
(d) Relevant information
For the years ended March 31, 2013 and 2012
(1) Information about products and services
As the classification of products and services is identical to segment classification, it has been omitted.
(2) Information about geographical areas
(i) Sales
Millions of Yen
2013
Japan
¥ 103,140
China
¥
Other
94,207
¥
95,064
Total
¥ 292,411
Millions of Yen
2012
Japan
¥ 117,619
China
¥
Other
82,457
¥ 104,577
Total
¥ 304,653
Thousands of U.S. Dollars
2013
Japan
$ 1,097,234
China
$ 1,002,202
Other
$ 1,011,319
Total
$ 3,110,755
Sales are classified in countries or regions based on location of customers.
40
(ii) Property, plant and equipment
Millions of Yen
2013
Japan
¥ 123,219
China
Thailand
¥ 26,306
Other
¥ 27,645
Total
¥ 36,262
¥ 213,432
Millions of Yen
2012
Japan
¥ 159,333
China
Thailand
¥ 30,814
Other
¥ 19,100
Total
¥ 36,139
¥ 245,386
Thousands of U.S. Dollars
2013
Japan
$1,310,840
China
Thailand
$ 279,851
Other
$ 294,096
Total
$ 385,766
$ 2,270,553
Change in Presentation
Prior to April 1, 2012, “Thailand” was included in “Other.” Since the amount of property, plant and equipment in Thailand
became more than 10% of that in the consolidated balance sheet during the fiscal year ended March 31, 2013, such amount is
disclosed separately. In accordance with this change in presentation, property, plant and equipment for the year ended March
31, 2012, are reclassified. The amount of “Thailand” included in “Other” for the year ended March 31, 2012, was ¥19,100
million.
(3) Information about major customers
Since there are no customers who accounted for more than 10% of sales to external customers in the consolidated statement
of operations, the information has been omitted.
(e) Information regarding loss on impairment of long-lived assets of reportable segments
Millions of Yen
2013
Reportable segment
ICs
Loss on impairment of
long-lived assets. . . . . . . . . . . . . .
¥ 37,175
Discrete
semiconductor
devices
¥ 5,008
Other
Total
¥ 42,183
¥ 7,880
Reconciliations
¥ 4,984
Consolidated
¥ 55,047
Millions of Yen
2012
Reportable segment
ICs
Loss on impairment of
long-lived assets. . . . . . . . . . . . . . ¥ 14,609
Discrete
semiconductor
devices
¥
922
Other
Total
¥ 15,531
¥ 2,429
Reconciliations
¥ 6,221
Consolidated
¥ 24,181
Thousands of U.S. Dollars
2013
Reportable segment
ICs
Loss on impairment of
long-lived assets. . . . . . . . . . . . . . $ 395,479
Discrete
semiconductor
devices
$ 53,276
Total
$ 448,755
Other
$ 83,830
Reconciliations
$ 53,021
Consolidated
$ 585,606
The amount under “Other” for the year ended March 31, 2013, is for resistors, optical modules and print heads. The amount under
“Other” for the year ended March 31, 2012, is for tantalum capacitors.
41
Notes to Consolidated Financial Statements ROHM CO., LTD. and its Consolidated Subsidiaries
(f) Information regarding amortization of goodwill and carrying amount of reportable segments
Millions of Yen
2013
Reportable segment
ICs
Goodwill at March 31, 2013 . . .
Discrete
semiconductor
devices
¥ 100
Other
Total
Reconciliations
¥ 100
Consolidated
¥ 100
Millions of Yen
2012
Reportable segment
ICs
Goodwill at March 31, 2012 . . .
Discrete
semiconductor
devices
¥ 5,562
Other
Total
Reconciliations
¥ 5,562
Consolidated
¥ 5,562
Thousands of U.S. Dollars
2013
Reportable segment
ICs
Goodwill at March 31, 2013 . . .
$ 1,064
Discrete
semiconductor
devices
Total
$ 1,064
Other
Reconciliations
Consolidated
$ 1,064
Amortization of goodwill has been omitted, as similar information is disclosed in “(c) Information about sales, profit (loss),
assets and other items.”
(g) Information regarding profits of negative goodwill of reportable segments
There is no relevant information for the years ended March 31, 2013 and 2012.
42
Independent Auditors’ Report
43
Board of Directors
President
Directors
Satoshi Sawamura
Tadanobu Fujiwara
Yoshiaki Shibata
Managing Directors
Eiichi Sasayama
Hideo Iwata
Hidemi Takasu
Toshiki Takano
Yasuhito Tamaki
Isao Matsumoto
Shinya Murao
Katsumi Azuma
Haruo Kitamura
★ Outside
Directors
Company Auditors
★ Outside Company Auditors
★
★
★
★
★
Masahiko Yamazaki
Hachiro Kawamoto
Koichi Nishioka
★
★
(As of July 1, 2013)
Corporate Data
ROHM CO., LTD.
Head Office
21 Saiin Mizosaki-cho, Ukyo-ku,
Kyoto 615-8585 Japan
TEL: +81-75-311-2121
FAX: +81-75-315-0172
Technology Centers / Design Centers
<Domestic>
Kyoto Technology Center (Head office)
21 Saiin Mizosaki-cho, Ukyo-ku, Kyoto 615-8585 Japan
Kyoto Technology Center (Kyoto Ekimae)
Date of Establishment
September 17, 1958
ROHM Kyoto-ekimae building, 579-32, Higashi Shiokoji-cho,
Karasuma Nishi-iru, Shiokoji-dori, Shimogyo-ku, Kyoto 600-8216 Japan
Yokohama Technology Center
Common Stock
Authorized: 300,000,000
Issued: 113,400,000
ROHM Shin Yokohama Ekimae Building,
2-4-8 Shin-Yokohama, Kohoku-ku, Yokohama 222-8575 Japan
Nagoya Design Center
Number of Employees
14F Nagoya Prime Central Tower,
2-27-8, Meieki, Nishi-ku, Nagoya 451-0045 Japan
20,203 (As of March 31, 2013)
<Overseas>
Listing Stock Markets
Tokyo Stock Exchange
America Design Center (San Diego)
6815 Flanders Drive, Suite 150, San Diego, CA 92121 U.S.A.
America Design Center (Santa Clara)
Administrator of the Registry of Shareholders
2323 Owen Street, Santa Clara, CA 95054 U.S.A.
Mitsubishi UFJ Trust and Banking
Corporation
4-5, Marunouchi 1-chome,
Chiyoda-ku, Tokyo 100-0005, Japan
Europe Design Center
Karl-Arnold-Straβe 15, 47877 Willich-Munchheide Germany
Shanghai Design Center
22F, CENTRAL TOWERS, 567 Langao Road, Shanghai 200333 China
Shenzhen Design Center
Room 02B-03 5/F Tower Two, Kerry Plaza,
1 Zhongxinsi Road, Futian, Shenzhen 518048 China
Taiwan Design Center
10F No.6 Sec.3 Min Chuan E. Road, Taipei, Taiwan
Korea Design Center
159-13 Gasan Digital 1-ro, Geumcheon-gu, Seoul 153-803 Korea
(As of June 27, 2013)
44
2013
A n n u a l
F i n a n c i a l
R e p o r t
Go online at
ROHM home page
http://www.rohm.com
Investor Relations
http://www.rohm.com/web/global/investor-relations
We constantly provide and update a wide
range of information such as financial results,
IR calendar and more for investors. Please
visit our website for additional information.
56C6721E 08.2013 ROHM© 1,300 SG
Printed in Japan
Was this manual useful for you? yes no
Thank you for your participation!

* Your assessment is very important for improving the work of artificial intelligence, which forms the content of this project

Download PDF

advertisement