6-K
Honda Motor Co Ltd (HMC)
Table of Contents
No.1-7628
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FOR THE MONTH OF NOVEMBER 2024
COMMISSION FILE NUMBER: 1-07628
HONDA GIKEN KOGYO KABUSHIKI KAISHA
(Name of registrant)
HONDAMOTOR CO., LTD.
(Translation of registrant’s name into English)
1-1, Minami-Aoyama 2-chome,Minato-ku, Tokyo 107-8556, Japan
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
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Contents
Exhibit 1:
Honda Motor Co., Ltd. announced its consolidated financial results for the fiscal first half year ended September 30, 2024.
Exhibit 2:
Notice Concerning Acquisition of the Company’s Own Shares (Acquisition of the Company’s own shares pursuant to the Articles of Incorporation of the Company in accordance with Article 459, Paragraph 1 of the Company Law)
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| HONDA GIKEN KOGYO KABUSHIKI KAISHA<br> <br>( HONDA<br>MOTOR CO., LTD. ) |
|---|
| /s/ Sumihiro Takahashi |
| Sumihiro Takahashi |
| General Manager |
| Finance Division |
| Honda Motor Co., Ltd. |
Date: November 6, 2024
Table of Contents
Consolidated Financial Results for the Fiscal First Half Year Ended September 30,2024 (IFRS)
November 6, 2024
| Company name | : Honda Motor Co., Ltd. |
|---|---|
| Listing | : Tokyo Stock Exchange |
| Securities code | : 7267 |
| URL | : https://global.honda/en/investors/ |
| Representative | : Toshihiro Mibe, Director, President and Representative Executive Officer |
| Inquiries | : Masao Kawaguchi, Head of Accounting and Finance Supervisory Unit<br><br><br>Tel. +81-3-3423-1111 |
| Scheduled date to file semi-annual securities report | : November 8, 2024 |
| Scheduled date to commence dividend payments | : December 4, 2024 |
| Supplemental materials prepared for consolidated financial results | : Yes |
| Holdings of financial results meeting | : Yes |
| (Amounts are rounded to the nearest million yen) | |
| --- |
1. Consolidated Financial Results for the Six Months Ended September 30, 2024 (from April 1, 2024 toSeptember 30, 2024)
| (1) Consolidated operating results (for the six months ended September 30) | (% of change from the same period of the previous fiscal year) | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sales revenue | Operating profit | Profit before<br>income taxes | Profit for the period | Profit for the period<br>attributable to ownersof theparent | Comprehensiveincome for the period | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Six months ended | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | ||||||
| September 30, 2024 | 10,797,613 | 12.4 | 742,608 | 6.6 | 741,953 | -15.6 | 526,847 | -19.4 | 494,683 | -19.7 | 141,946 | -90.4 | ||||||
| September 30, 2023 | 9,609,392 | 18.9 | 696,573 | 53.6 | 879,285 | 70.5 | 653,925 | 77.3 | 616,301 | 82.1 | 1,479,892 | 11.6 | ||||||
| Earnings per share attributable<br><br><br>to owners of the parent<br> <br>-Basic | Earnings per share attributable<br><br><br>to owners of the parent<br> <br>-Diluted | |||||||||||||||||
| --- | --- | --- | ||||||||||||||||
| Six months ended | Yen | Yen | ||||||||||||||||
| September 30, 2024 | 103.25 | 103.25 | ||||||||||||||||
| September 30, 2023 | 124.63 | 124.63 |
Explanatory notes:
| 1. | Basic and diluted earnings per share are calculated based on the profit for the period attributable to owners of<br>the parent. |
|---|---|
| 2. | As of the effective date of October 1, 2023, the Company implemented a three-for-one stock split of its common stock to shareholders as of the record date of September 30, 2023. Basic and diluted earnings per share attributable to owners of the parent are calculated based<br>on the assumption that the stock split had been implemented at the beginning of the previous fiscal year. |
| --- | --- |
(2) Consolidated financial position
| Total assets | Total equity | Equity attributable to owners<br>of theparent | Ratio of equity attributable toowners of the parent tototal assets | |||||
|---|---|---|---|---|---|---|---|---|
| As of | Yen (millions) | Yen (millions) | Yen (millions) | % | ||||
| September 30, 2024 | 29,273,879 | 12,672,556 | 12,391,444 | 42.3 | ||||
| March 31, 2024 | 29,774,150 | 13,005,872 | 12,696,995 | 42.6 |
2. Dividends
| Annual dividends per share | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| First quarter-end | Second quarter-end | Third quarter-end | Fiscal year-end | Total | ||||||
| Yen | Yen | Yen | Yen | Yen | ||||||
| Fiscal year ended March 31, 2024 | — | 87.00 | — | 39.00 | — | |||||
| Fiscal year ending March 31, 2025 | — | 34.00 | ||||||||
| Fiscal year ending March 31, 2025 (forecast) | — | 34.00 | 68.00 |
Explanatory notes:
| 1. | Revisions to the forecast of dividends most recently announced: None |
|---|---|
| 2. | As of the effective date of October 1, 2023, the Company implemented a three-for-one stock split of its common stock to shareholders as of the record date of September 30, 2023. The year-end dividend per share for the fiscal year<br>ended March 31, 2024 is based on the number of shares after the stock split and the total annual dividend is disclosed as “ – ”. Based on the number of shares prior to the stock split, the<br>year-end dividend and the total annual dividend for the fiscal year ended March 31, 2024 are expected to be JPY 117.00 per share and JPY 204.00 per share, respectively. |
| --- | --- |
| 3. Forecast of Consolidated Financial Results for the Fiscal YearEnding March 31, 2025 (from April 1, 2024 to March 31, 2025) | |
| --- |
(% of change from the previous fiscal year)
| Sales revenue | Operating profit | Profit before<br>income taxes | Profit for the year | Profit for the year<br>attributable to ownersof the parent | Earnings per shareattributable to ownersof the parent | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Yen (millions | ) | % | Yen (millions | ) | % | Yen (millions | ) | % | Yen (millions | ) | % | Yen (millions | ) | % | Yen | |||||||
| Full-year | 21,000,000 | 2.8 | 1,420,000 | 2.8 | 1,435,000 | -12.6 | 1,020,000 | -13.7 | 950,000 | -14.2 | 202.00 |
Explanatory note:
Revisions to the forecast of consolidated financial results most recently announced: Yes
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*Explanatory notes
(1) Significant changes in the scope of consolidation during the period: None
| Newly included: | - companies | (Company name: -) |
|---|---|---|
| Excluded: | - companies | (Company name: -) |
(2) Changes in accounting policies and changes in accounting estimates
| (i) | Changes in accounting policies required by IFRS | : | None |
|---|---|---|---|
| (ii) | Changes in accounting policies due to other reason | : | None |
| (iii) | Changes in accounting estimates | : | None |
(3) Number of issued shares (common shares)
| (i) | Number of issued shares at the end of the period (including treasury stock) |
|---|---|
| As of September 30, 2024 | 5,280,000,000 shares |
| --- | --- |
| As of March 31, 2024 | 5,280,000,000 shares |
| (ii) | Number of treasury stock at the end of the period |
| --- | --- |
| As of September 30, 2024 | 597,435,731 shares |
| --- | --- |
| As of March 31, 2024 | 451,092,624 shares |
| (iii) | Average number of shares outstanding during the period |
| --- | --- |
| Six months ended September 30, 2024 | 4,790,956,696 shares |
| --- | --- |
| Six months ended September 30, 2023 | 4,944,995,695 shares |
As of the effective date of October 1, 2023, the Company implemented a three-for-one stock split of its common stock to shareholders as of the record date of September 30, 2023. Number of issued shares at the end of the period (including treasury stock), number of treasury stock at the end of the period and average number of shares outstanding during the period are calculated based on the assumption that the stock split had been implemented at the beginning of the previous fiscal year.
* This consolidated financial results are exempt from review conducted by certified public accountants or an audit firm.
* Proper use of earning forecasts, and other special matters
This announcement contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that the actual results of the Company could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in the principal markets of the Company, its consolidated subsidiaries and its affiliates accounted for by the equity-method, and fluctuation of foreign exchange rates, as well as other factors detailed from time to time. The various factors for increases and decreases in profit have been classified in accordance with a method that Honda considers reasonable.
Honda’s American Depositary Shares are listed and traded on the New York Stock Exchange. One American Depositary Share represents three common shares.
For supplemental materials prepared for consolidated financial results and other information, please refer to Honda’s Investor Relations website (URL https://global.honda/en/investors/).
Table of Contents
TABLE OF CONTENTS
Consolidated Financial Results for the Fiscal First Half Year Ended September 30, 2024
| Condensed Consolidated Interim Financial Statements and Notes to Condensed Consolidated Interim<br>Financial Statements | 2 |
|---|---|
| [1] Condensed Consolidated Statements of Financial Position | 2 |
| [2] Condensed Consolidated Statements of Income and Condensed Consolidated Statements of<br>Comprehensive Income | 3 |
| Condensed Consolidated Statements of Income For the six months ended September 30, 2023 and<br>2024 | 3 |
| Condensed Consolidated Statements of Comprehensive Income For the six months ended<br>September 30, 2023 and 2024 | 4 |
| [3] Condensed Consolidated Statements of Changes in Equity | 5 |
| [4] Condensed Consolidated Statements of Cash Flows | 6 |
| [5] Assumptions for Going Concern | 7 |
| [6] Notes to Condensed Consolidated Interim Financial Statements | 7 |
—1—
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Condensed Consolidated Interim Financial Statements and Notes to Condensed Consolidated Interim FinancialStatements
[1] Condensed Consolidated Statements of Financial Position
March 31, 2024 and September 30, 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Mar. 31, 2024 | Sep. 30, 2024 | |||||
| Assets | ||||||
| Current assets: | ||||||
| Cash and cash equivalents | 4,954,565 | **** | 4,622,289 | **** | ||
| Trade receivables | 1,240,090 | **** | 973,934 | **** | ||
| Receivables from financial services | 2,558,594 | **** | 2,556,602 | **** | ||
| Other financial assets | 229,583 | **** | 345,217 | **** | ||
| Inventories | 2,442,969 | **** | 2,466,403 | **** | ||
| Other current assets | 446,763 | **** | 553,699 | **** | ||
| Total current assets | 11,872,564 | **** | 11,518,144 | **** | ||
| Non-current assets: | ||||||
| Investments accounted for using the equity method | 1,206,968 | **** | 1,193,010 | **** | ||
| Receivables from financial services | 5,616,676 | **** | 5,739,232 | **** | ||
| Other financial assets | 968,142 | **** | 926,554 | **** | ||
| Equipment on operating leases | 5,202,768 | **** | 5,201,844 | **** | ||
| Property, plant and equipment | 3,234,413 | **** | 3,058,780 | **** | ||
| Intangible assets | 999,689 | **** | 1,008,884 | **** | ||
| Deferred tax assets | 170,856 | **** | 139,278 | **** | ||
| Other non-current assets | 502,074 | **** | 488,153 | **** | ||
| Total non-current assets | 17,901,586 | **** | 17,755,735 | **** | ||
| Total assets | 29,774,150 | **** | 29,273,879 | **** | ||
| Liabilities and Equity | ||||||
| Current liabilities: | ||||||
| Trade payables | 1,609,836 | **** | 1,410,382 | **** | ||
| Financing liabilities | 4,105,590 | **** | 4,227,562 | **** | ||
| Accrued expenses | 638,319 | **** | 581,151 | **** | ||
| Other financial liabilities | 340,858 | **** | 275,816 | **** | ||
| Income taxes payable | 157,410 | **** | 72,307 | **** | ||
| Provisions | 566,722 | **** | 588,174 | **** | ||
| Other current liabilities | 904,757 | **** | 896,089 | **** | ||
| Total current liabilities | 8,323,492 | **** | 8,051,481 | **** | ||
| Non-current liabilities: | ||||||
| Financing liabilities | 6,057,967 | **** | 6,257,401 | **** | ||
| Other financial liabilities | 316,919 | **** | 302,457 | **** | ||
| Retirement benefit liabilities | 284,844 | **** | 286,368 | **** | ||
| Provisions | 385,001 | **** | 351,436 | **** | ||
| Deferred tax liabilities | 855,067 | **** | 795,448 | **** | ||
| Other non-current liabilities | 544,988 | **** | 556,732 | **** | ||
| Total non-current liabilities | 8,444,786 | **** | 8,549,842 | **** | ||
| Total liabilities | 16,768,278 | **** | 16,601,323 | **** | ||
| Equity: | ||||||
| Common stock | 86,067 | **** | 86,067 | **** | ||
| Capital surplus | 205,073 | **** | 205,222 | **** | ||
| Treasury stock | (550,808 | ) | **** | (775,202 | ) | |
| Retained earnings | 10,644,213 | **** | 10,968,984 | **** | ||
| Other components of equity | 2,312,450 | **** | 1,906,373 | **** | ||
| Equity attributable to owners of the parent | 12,696,995 | **** | 12,391,444 | **** | ||
| Non-controlling interests | 308,877 | **** | 281,112 | **** | ||
| Total equity | 13,005,872 | **** | 12,672,556 | **** | ||
| Total liabilities and equity | 29,774,150 | **** | 29,273,879 | **** |
—2—
Table of Contents
[2] Condensed Consolidated Statements of Income and Condensed Consolidated Statements of ComprehensiveIncome
Condensed Consolidated Statements of Income
For the six months ended September 30, 2023 and 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Six monthsendedSep. 30, 2023 | Six monthsendedSep. 30, 2024 | |||||
| Sales revenue | 9,609,392 | **** | 10,797,613 | **** | ||
| Operating costs and expenses: | ||||||
| Cost of sales | (7,521,751 | ) | **** | (8,451,364 | ) | |
| Selling, general and administrative | (986,874 | ) | **** | (1,125,099 | ) | |
| Research and development | (404,194 | ) | **** | (478,542 | ) | |
| Total operating costs and expenses | (8,912,819 | ) | **** | (10,055,005 | ) | |
| Operating profit | 696,573 | **** | 742,608 | **** | ||
| Share of profit (loss) of investments accounted for using the equity method | 66,724 | **** | (20,759 | ) | ||
| Finance income and finance costs: | ||||||
| Interest income | 77,845 | **** | 100,693 | **** | ||
| Interest expense | (19,895 | ) | **** | (24,996 | ) | |
| Other, net | 58,038 | **** | (55,593 | ) | ||
| Total finance income and finance costs | 115,988 | **** | 20,104 | **** | ||
| Profit before income taxes | 879,285 | **** | 741,953 | **** | ||
| Income tax expense | (225,360 | ) | **** | (215,106 | ) | |
| Profit for the period | 653,925 | **** | 526,847 | **** | ||
| Profit for the period attributable to: | ||||||
| Owners of the parent | 616,301 | **** | 494,683 | **** | ||
| Non-controlling interests | 37,624 | **** | 32,164 | **** | ||
| Yen | ||||||
| Earnings per share attributable to owners of the parent | ||||||
| Basic and diluted | 124.63 | **** | 103.25 | **** |
—3—
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Condensed Consolidated Statements of Comprehensive Income
For the six months ended September 30, 2023 and 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Six monthsended<br>Sep. 30, 2023 | Six monthsended<br>Sep. 30, 2024 | |||||
| Profit for the period | 653,925 | **** | 526,847 | **** | ||
| Other comprehensive income, net of tax: | ||||||
| Items that will not be reclassified to profit or loss | ||||||
| Remeasurements of defined benefit plans | 4 | **** | (1 | ) | ||
| Net changes in revaluation of financial assets measured at fair value through other comprehensive<br>income | 753 | **** | 10,627 | **** | ||
| Share of other comprehensive income of investments accounted for using the equity method | 5,280 | **** | (5,134 | ) | ||
| Items that may be reclassified subsequently to profit or loss | ||||||
| Net changes in revaluation of financial assets measured at fair value through other comprehensive<br>income | (429 | ) | **** | 650 | **** | |
| Exchange differences on translating foreign operations | 768,426 | **** | (409,590 | ) | ||
| Share of other comprehensive income of investments accounted for using the equity method | 51,933 | **** | 18,547 | **** | ||
| Total other comprehensive income, net of tax | 825,967 | **** | (384,901 | ) | ||
| Comprehensive income for the period | 1,479,892 | **** | 141,946 | **** | ||
| Comprehensive income for the period attributable to: | ||||||
| Owners of the parent | 1,424,586 | **** | 107,112 | **** | ||
| Non-controlling interests | 55,306 | **** | 34,834 | **** |
—4—
Table of Contents
[3] Condensed Consolidated Statements of Changes in Equity
For the six months ended September 30, 2023
| Yen (millions) | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Equity attributable to owners of the parent | Non-controlling<br>interests | Total<br>equity | |||||||||||||||||||||
| Common<br>stock | Capital<br>surplus | Treasury<br>stock | Retained<br>earnings | Other<br>components<br>of equity | Total | ||||||||||||||||||
| Balance as of April 1, 2023 | 86,067 | 185,589 | (484,931 | ) | 9,980,128 | 1,417,397 | 11,184,250 | 318,041 | 11,502,291 | ||||||||||||||
| Comprehensive income for the period | |||||||||||||||||||||||
| Profit for the period | 616,301 | 616,301 | 37,624 | 653,925 | |||||||||||||||||||
| Other comprehensive income, net of tax | 808,285 | 808,285 | 17,682 | 825,967 | |||||||||||||||||||
| Total comprehensive income for the period | 616,301 | 808,285 | 1,424,586 | 55,306 | 1,479,892 | ||||||||||||||||||
| Reclassification to retained earnings | 375 | (375 | ) | — | — | ||||||||||||||||||
| Transactions with owners and other | |||||||||||||||||||||||
| Dividends paid | (99,915 | ) | (99,915 | ) | (59,549 | ) | (159,464 | ) | |||||||||||||||
| Purchases of treasury stock | (145,009 | ) | (145,009 | ) | (145,009 | ) | |||||||||||||||||
| Disposal of treasury stock | 394 | 394 | 394 | ||||||||||||||||||||
| Share-based payment transactions | (131 | ) | (131 | ) | (131 | ) | |||||||||||||||||
| Total transactions with owners and other | (131 | ) | (144,615 | ) | (99,915 | ) | (244,661 | ) | (59,549 | ) | (304,210 | ) | |||||||||||
| Balance as of September 30, 2023 | 86,067 | 185,458 | (629,546 | ) | 10,496,889 | 2,225,307 | 12,364,175 | 313,798 | 12,677,973 |
For the six months ended September 30, 2024
| Yen (millions) | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Equity attributable to owners of the parent | Non-controlling<br>interests | Total<br>equity | ||||||||||||||||||||
| Common<br>stock | Capital<br>surplus | Treasurystock | Retained<br>earnings | Other<br>components<br>of equity | Total | |||||||||||||||||
| Balance as of April 1, 2024 | **** | 86,067 | **** | 205,073 | **** | (550,808 | ) | **** | 10,644,213 | **** | **** | 2,312,450 | **** | **** | 12,696,995 | **** | **** | 308,877 | **** | **** | 13,005,872 | **** |
| Comprehensive income for the period | ||||||||||||||||||||||
| Profit for the period | **** | 494,683 | **** | **** | 494,683 | **** | **** | 32,164 | **** | **** | 526,847 | **** | ||||||||||
| Other comprehensive income, net of tax | **** | (387,571 | ) | **** | (387,571 | ) | **** | 2,670 | **** | **** | (384,901 | ) | ||||||||||
| Total comprehensive income for the period | **** | 494,683 | **** | **** | (387,571 | ) | **** | 107,112 | **** | **** | 34,834 | **** | **** | 141,946 | **** | |||||||
| Reclassification to retained earnings | **** | 18,506 | **** | **** | (18,506 | ) | **** | — | **** | **** | — | **** | ||||||||||
| Transactions with owners and other | ||||||||||||||||||||||
| Dividends paid | **** | (188,418 | ) | **** | (188,418 | ) | **** | (62,599 | ) | **** | (251,017 | ) | ||||||||||
| Purchases of treasury stock | **** | (224,716 | ) | **** | (224,716 | ) | **** | (224,716 | ) | |||||||||||||
| Disposal of treasury stock | **** | 322 | **** | **** | 322 | **** | **** | 322 | **** | |||||||||||||
| Share-based payment transactions | **** | 149 | **** | 149 | **** | **** | 149 | **** | ||||||||||||||
| Total transactions with owners and other | **** | 149 | **** | (224,394 | ) | **** | (188,418 | ) | **** | (412,663 | ) | **** | (62,599 | ) | **** | (475,262 | ) | |||||
| Balance as of September 30, 2024 | **** | 86,067 | **** | 205,222 | **** | (775,202 | ) | **** | 10,968,984 | **** | **** | 1,906,373 | **** | **** | 12,391,444 | **** | **** | 281,112 | **** | **** | 12,672,556 | **** |
—5—
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[4] Condensed Consolidated Statements of Cash Flows
For the six months ended September 30, 2023 and 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Six monthsended<br>Sep. 30, 2023 | Six monthsended<br>Sep. 30, 2024 | |||||
| Cash flows from operating activities: | ||||||
| Profit before income taxes | 879,285 | **** | 741,953 | **** | ||
| Depreciation, amortization and impairment losses excluding equipment on <br>operating<br>leases | 373,775 | **** | 366,806 | **** | ||
| Share of (profit) loss of investments accounted for using the equity method | (66,724 | ) | **** | 20,759 | **** | |
| Finance income and finance costs, net | (92,349 | ) | **** | (37,677 | ) | |
| Interest income and interest costs from financial services, net | (75,284 | ) | **** | (84,567 | ) | |
| Changes in assets and liabilities | ||||||
| Trade receivables | 24,114 | **** | 245,994 | **** | ||
| Inventories | (905 | ) | **** | (128,762 | ) | |
| Trade payables | (69,898 | ) | **** | (50,094 | ) | |
| Accrued expenses | (16,454 | ) | **** | (45,638 | ) | |
| Provisions and retirement benefit liabilities | 65,507 | **** | 46,916 | **** | ||
| Receivables from financial services | (728,165 | ) | **** | (578,916 | ) | |
| Equipment on operating leases | 95,596 | **** | (260,142 | ) | ||
| Other assets and liabilities | 6,255 | **** | (82,529 | ) | ||
| Other, net | (44,023 | ) | **** | 12,942 | **** | |
| Dividends received | 126,630 | **** | 81,233 | **** | ||
| Interest received | 255,998 | **** | 362,299 | **** | ||
| Interest paid | (110,717 | ) | **** | (213,162 | ) | |
| Income taxes paid, net of refunds | (242,689 | ) | **** | (328,724 | ) | |
| Net cash provided by operating activities | 379,952 | **** | 68,691 | **** | ||
| Cash flows from investing activities: | ||||||
| Payments for additions to property, plant and equipment | (141,404 | ) | **** | (222,043 | ) | |
| Payments for additions to and internally developed intangible assets | (97,504 | ) | **** | (142,576 | ) | |
| Proceeds from sales of property, plant and equipment and intangible assets | 4,239 | **** | 2,058 | **** | ||
| Proceeds from sales of subsidiaries, net of cash and cash equivalents disposed of | (2,940 | ) | **** | — | **** | |
| Payments for acquisitions of investments accounted for using the equity method | (38,734 | ) | **** | (60,047 | ) | |
| Proceeds from sales of investments accounted for using the equity method | — | **** | 8,858 | **** | ||
| Payments for acquisitions of other financial assets | (118,990 | ) | **** | (249,330 | ) | |
| Proceeds from sales and redemptions of other financial assets | 106,207 | **** | 143,974 | **** | ||
| Net cash used in investing activities | (289,126 | ) | **** | (519,106 | ) | |
| Cash flows from financing activities: | ||||||
| Proceeds from short-term financing liabilities | 6,065,976 | **** | 4,282,239 | **** | ||
| Repayments of short-term financing liabilities | (5,805,967 | ) | **** | (4,188,493 | ) | |
| Proceeds from long-term financing liabilities | 1,498,319 | **** | 1,840,856 | **** | ||
| Repayments of long-term financing liabilities | (1,185,750 | ) | **** | (1,120,027 | ) | |
| Dividends paid to owners of the parent | (99,915 | ) | **** | (188,418 | ) | |
| Dividends paid to non-controlling interests | (45,228 | ) | **** | (46,947 | ) | |
| Purchases and sales of treasury stock, net | (144,615 | ) | **** | (224,394 | ) | |
| Repayments of lease liabilities | (39,773 | ) | **** | (37,215 | ) | |
| Net cash provided by financing activities | 243,047 | **** | 317,601 | **** | ||
| Effect of exchange rate changes on cash and cash equivalents | 303,626 | **** | (199,462 | ) | ||
| Net change in cash and cash equivalents | 637,499 | **** | (332,276 | ) | ||
| Cash and cash equivalents at beginning of year | 3,803,014 | **** | 4,954,565 | **** | ||
| Cash and cash equivalents at end of period | 4,440,513 | **** | 4,622,289 | **** |
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[5] Assumptions for Going Concern
None
[6] Notes to Condensed Consolidated Interim FinancialStatements
[A] Segment Information
Based on Honda’s organizational structure and characteristics of products and services, Honda discloses segment information in four categories: Reportable segments of Motorcycle business, Automobile business and Financial services business, and other segments that are not reportable. The other segments are combined and disclosed in Power products and other businesses. Segment information is based on the components of Honda for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The accounting policies used for segment information are consistent with the accounting policies used in the Company’s condensed consolidated interim financial statements.
Principal products and services, and functions of each segment are as follows:
| Segment | Principal products and services | Functions |
|---|---|---|
| Motorcycle Business | Motorcycles, all-terrain vehicles (ATVs), side-by-sides (SxS) and relevant parts | Research and development<br> <br>Manufacturing<br><br><br>Sales and related services |
| Automobile Business | Automobiles and relevant parts | Research and development<br> <br>Manufacturing<br><br><br>Sales and related services |
| Financial Services Business | Financial services | Retail loan and lease related to Honda products<br><br><br>Others |
| Power Products and Other Businesses | Power products and relevant parts, <br>and others | Research and development<br> <br>Manufacturing<br><br>Sales and related services<br> <br>Others |
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Segment information based on products and services
As of and for the six months ended September 30, 2023
| Yen (millions) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MotorcycleBusiness | AutomobileBusiness | FinancialServicesBusiness | Power Products<br>andOtherBusinesses | SegmentTotal | ReconcilingItems | Consolidated | |||||||||
| Sales revenue: | |||||||||||||||
| External customers | 1,572,558 | 6,262,289 | 1,576,608 | 197,937 | 9,609,392 | — | 9,609,392 | ||||||||
| Intersegment | — | 84,816 | 1,256 | 16,387 | 102,459 | (102,459 | ) | — | |||||||
| Total | 1,572,558 | 6,347,105 | 1,577,864 | 214,324 | 9,711,851 | (102,459 | ) | 9,609,392 | |||||||
| Segment profit (loss) | 253,384 | 301,380 | 137,002 | 4,807 | 696,573 | — | 696,573 | ||||||||
| Segment assets | 1,803,540 | 10,962,398 | 12,977,324 | 511,240 | 26,254,502 | 1,422,101 | 27,676,603 | ||||||||
| Depreciation and amortization | 34,486 | 328,359 | 415,578 | 8,592 | 787,015 | — | 787,015 | ||||||||
| Capital expenditures | 26,781 | 233,741 | 1,115,856 | 6,036 | 1,382,414 | — | 1,382,414 |
As of and for the six months ended September 30, 2024
| Yen (millions) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MotorcycleBusiness | AutomobileBusiness | FinancialServicesBusiness | Power Products<br>andOtherBusinesses | SegmentTotal | ReconcilingItems | Consolidated | ||||||||||
| Sales revenue: | ||||||||||||||||
| External customers | **** | 1,810,786 | **** | 6,987,551 | **** | 1,811,879 | **** | 187,397 | **** | **** | 10,797,613 | **** | — | **** | **** | 10,797,613 |
| Intersegment | **** | — | **** | 142,974 | **** | 2,639 | **** | 15,846 | **** | **** | 161,459 | **** | (161,459 | ) | **** | — |
| Total | **** | 1,810,786 | **** | 7,130,525 | **** | 1,814,518 | **** | 203,243 | **** | **** | 10,959,072 | **** | (161,459 | ) | **** | 10,797,613 |
| Segment profit (loss) | **** | 325,852 | **** | 258,037 | **** | 162,707 | **** | (3,988 | ) | **** | 742,608 | **** | — | **** | **** | 742,608 |
| Segment assets | **** | 2,027,742 | **** | 11,357,893 | **** | 14,236,061 | **** | 540,716 | **** | **** | 28,162,412 | **** | 1,111,467 | **** | **** | 29,273,879 |
| Depreciation and amortization | **** | 35,855 | **** | 319,282 | **** | 431,182 | **** | 8,030 | **** | **** | 794,349 | **** | — | **** | **** | 794,349 |
| Capital expenditures | **** | 28,702 | **** | 295,368 | **** | 1,571,614 | **** | 5,161 | **** | **** | 1,900,845 | **** | — | **** | **** | 1,900,845 |
Explanatory notes:
| 1. | Intersegment sales revenues are generally made at values that approximate<br>arm’s-length prices. |
|---|---|
| 2. | Reconciling items include elimination of intersegment transactions and balances as well as unallocated corporate<br>assets. Unallocated corporate assets, included in reconciling items as of September 30, 2023 and 2024 amounted to JPY 1,605,913 million and JPY 1,399,039 million, respectively, which consist primarily of the Company’s cash and<br>cash equivalents and financial assets measured at fair value through other comprehensive income. |
| --- | --- |
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[B] Subsequent Event
Acquisition of the Company’s Own Shares
The Board of Directors of the Company, at its meeting held on November 6, 2024, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 36 of the Company’s Articles of Incorporation.
| 1. | Reason for acquisition of own shares |
|---|
The Company will acquire its own shares for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.
| 2. | Details of the acquisition |
|---|---|
| (1) | Class of shares to be acquired: |
| --- | --- |
Shares of common stock
| (2) | Total number of shares to be acquired: |
|---|
Up to 70,000,000 shares (1.5 % of total number of issued shares (excluding treasury stock))
| (3) | Total amount of shares to be acquired: |
|---|
Up to 100,000 million yen
| (4) | Period of acquisition: |
|---|
Starting on November 7, 2024 and ending on October 31, 2025
| (5) | Method of acquisition: |
|---|
Market purchases on the Tokyo Stock Exchange
| 1. | Purchases through the Tokyo Stock Exchange Trading Network Off-Auction<br>Own Share Repurchase Trading System (ToSTNeT-3) |
|---|---|
| 2. | Market purchases based on a discretionary trading contract regarding acquisition of own shares<br> |
| --- | --- |
[C] Other
Loss related toairbag inflators
Honda has been conducting market-based measures in relation to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. There is a possibility that Honda will need to recognize additional provisions when new evidence related to the product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.
—9—
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[Translation]
November 6, 2024
| To: | Shareholders of Honda Motor Co., Ltd. |
|---|---|
| From: | Honda Motor Co., Ltd. |
| --- | --- |
1-1, Minami-Aoyama 2-chome,
Minato-ku, Tokyo, 107-8556
Toshihiro Mibe
Director, President and Representative Executive Officer
Notice Concerning Acquisition of the Company’s Own Shares
(Acquisition of the Company’s own shares pursuant to the Articles of Incorporation of the Company
in accordance with Article 459, Paragraph 1 of the Company Law)
The Board of Directors of Honda Motor Co., Ltd. (the “Company”), at its meeting held on November 6, 2024, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 36 of the Company’s Articles of Incorporation.
Particulars
| 1. | Reason for acquisition of own shares |
|---|
The Company will acquire its own shares for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.
| 2. | Details of the acquisition |
|---|---|
| (1) | Class of shares to be acquired: |
| --- | --- |
Shares of common stock
| (2) | Total number of shares to be acquired: |
|---|
Up to 70,000,000 shares (1.5 % of total number of issued shares (excluding treasury stock))
| (3) | Total amount of shares to be acquired: |
|---|
Up to 100 billion yen
| (4) | Period of acquisition: |
|---|
Starting on November 7, 2024 and ending on October 31, 2025
| (5) | Method of acquisition: |
|---|
Market purchases on the Tokyo Stock Exchange
| 1. | Purchases through the Tokyo Stock Exchange Trading Network Off-Auction<br>Own Share Repurchase Trading System (ToSTNeT-3) | |
|---|---|---|
| 2. | Market purchases based on a discretionary trading contract regarding acquisition of own shares<br> | |
| --- | --- | |
| Reference: | The Company’s treasury stock held as of September 30, 2024 | |
| --- | --- | --- |
| Total number of issued shares (excluding treasury stock): | 4,682,564,269 shares | |
| Total number of treasury stock: | 597,435,731 shares |