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 FEBRUARY 2025
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): ☐
Table of Contents
Contents
Exhibit 1:
Honda Motor Co., Ltd. announced its consolidated financial results for the fiscal nine-month period ended December 31, 2024.
Exhibit 2:
Notice of Termination of Memorandum of Understanding regarding the Consideration of a Business Integration between Honda Motor Co., Ltd. and Nissan Motor Co., Ltd.
Exhibit 3:
Nissan Motor Co., Ltd., Honda Motor Co., Ltd., and Mitsubishi Motors Corporation terminate MoU regarding consideration of tripartite collaboration
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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 (HONDA MOTOR CO., LTD.) |
|---|
| /s/ Sumihiro Takahashi |
| Sumihiro Takahashi |
| General Manager |
| Finance Division |
| Honda Motor Co., Ltd. |
Date: February 13, 2025
Table of Contents
Consolidated Financial Results for the Fiscal Third Quarter EndedDecember 31, 2024 (IFRS)
February 13, 2025
| 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<br>Officer |
| Inquiries | : Masao Kawaguchi, Head of Accounting and Finance Supervisory Unit<br><br><br>Tel. +81-3-3423-1111 |
| Scheduled date to commence dividend payments | : — |
| 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 Nine Months Ended December 31, 2024 (from April 1, 2024 to December 31, 2024)
| (1) Consolidated operating results (for the nine months ended December 31) | (% 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 toowners of the parent | Comprehensiveincome for theperiod | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Nine months ended | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | Yen (millions) | % | ||||||
| December 31, 2024 | 16,328,725 | 8.9 | 1,139,920 | 5.9 | 1,225,559 | -3.1 | 860,427 | -6.9 | 805,263 | -7.4 | 1,078,630 | -21.1 | ||||||
| December 31, 2023 | 14,999,492 | 19.8 | 1,076,385 | 46.7 | 1,264,524 | 47.1 | 924,691 | 45.9 | 869,609 | 49.1 | 1,366,534 | 38.8 | ||||||
| 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 | |||||||||||||||||
| --- | --- | --- | ||||||||||||||||
| Nine months ended | Yen | Yen | ||||||||||||||||
| December 31, 2024 | 169.69 | 169.69 | ||||||||||||||||
| December 31, 2023 | 176.78 | 176.78 |
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 ownersof the parent | Ratio of equity attributable toowners of the parent<br>tototal assets | |
| As of | ||||
| December 31, 2024 | ||||
| March 31, 2024 |
All values are in US Dollars.
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 | |||||
| Fiscal year ending March 31, 2025 | |||||
| Fiscal year ending March 31, 2025 (forecast) |
All values are in US Dollars.
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 Year Ending 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 | 21,600,000 | 5.7 | 1,420,000 | 2.8 | 1,465,000 | -10.8 | 1,020,000 | -13.7 | 950,000 | -14.2 | 203.03 |
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 December 31, 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 December 31, 2024 | 640,789,082 shares |
| --- | --- |
| As of March 31, 2024 | 451,092,624 shares |
| (iii) | Average number of shares outstanding during the period |
| --- | --- |
| Nine months ended December 31, 2024 | 4,745,432,767 shares |
| --- | --- |
| Nine months ended December 31, 2023 | 4,919,185,238 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.
| * | Review of the Japanese-language originals of the attached consolidated quarterly financial statements bycertified public accountants or an audit firm : None |
|---|---|
| * | 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 Third Quarter Ended December 31, 2024
| 1. Overview of Consolidated Financial Results | 2 |
|---|---|
| 2. Condensed Consolidated Interim Financial Statements and Notes to Condensed Consolidated<br>Interim Financial Statements | 3 |
| [1] Condensed Consolidated Statements of Financial Position | 3 |
| [2] Condensed Consolidated Statements of Income and Condensed Consolidated Statements of<br>Comprehensive Income | 4 |
| Condensed Consolidated Statements of Income For the nine months ended December 31, 2023 and<br>2024 | 4 |
| Condensed Consolidated Statements of Comprehensive Income For the nine months ended<br>December 31, 2023 and 2024 | 5 |
| [3] Condensed Consolidated Statements of Changes in Equity | 6 |
| [4] Condensed Consolidated Statements of Cash Flows | 7 |
| [5] Assumptions for Going Concern | 8 |
| [6] Notes to Condensed Consolidated Interim Financial Statements | 8 |
—1—
Table of Contents
1. Overview of Consolidated Financial Results
Consolidated Operating Results
Honda’s consolidated sales revenue for the nine months ended December 31, 2024 increased by 8.9%, to JPY 16,328.7 billion from the same period last year, due mainly to increased sales revenue in Motorcycle business as well as positive foreign currency translation effects. Operating profit increased by 5.9%, to JPY 1,139.9 billion from the same period last year, due mainly to increased profit attributable to price and cost impacts, which was partially offset by decreased profit attributable to sales impacts as well as increased research and development expenses. Profit before income taxes decreased by 3.1%, to JPY 1,225.5 billion from the same period last year, due mainly to decreased share of profit (loss) of investments accounted for using the equity method. Profit for the period attributable to owners of the parent decreased by 7.4%, to JPY 805.2 billion from the same period last year.
Consolidated Statements of Financial Position
Total assets as of December 31, 2024 increased by JPY 1,600.0 billion, to JPY 31,374.1 billion from March 31, 2024 due mainly to increased receivables from financial service as well as positive foreign currency translation effects. Total liabilities increased by JPY 1,234.7 billion, to JPY 18,003.0 billion from March 31, 2024 due mainly to increased financing liabilities as well as positive foreign currency translation effects, which was partially offset by decreased trade payables. Total equity increased by JPY 365.2 billion, to JPY 13,371.1 billion from March 31, 2024 due mainly to increased retained earnings attributable to profit for the period, which was partially offset by decreased attributable to acquisition of the company’s own shares.
—2—
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2. Condensed Consolidated Interim Financial Statements and Notes to Condensed Consolidated InterimFinancial Statements
[1] Condensed Consolidated Statements of Financial Position
March 31, 2024 and December 31, 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Mar. 31, 2024 | Dec. 31, 2024 | |||||
| Assets | ||||||
| Current assets: | ||||||
| Cash and cash equivalents | 4,954,565 | **** | 4,961,025 | **** | ||
| Trade receivables | 1,240,090 | **** | 1,026,082 | **** | ||
| Receivables from financial services | 2,558,594 | **** | 2,846,121 | **** | ||
| Other financial assets | 229,583 | **** | 263,514 | **** | ||
| Inventories | 2,442,969 | **** | 2,507,597 | **** | ||
| Other current assets | 446,763 | **** | 600,220 | **** | ||
| Total current assets | 11,872,564 | **** | 12,204,559 | **** | ||
| Non-current assets: | ||||||
| Investments accounted for using the equity method | 1,206,968 | **** | 1,193,113 | **** | ||
| Receivables from financial services | 5,616,676 | **** | 6,342,851 | **** | ||
| Other financial assets | 968,142 | **** | 934,005 | **** | ||
| Equipment on operating leases | 5,202,768 | **** | 5,776,949 | **** | ||
| Property, plant and equipment | 3,234,413 | **** | 3,195,253 | **** | ||
| Intangible assets | 999,689 | **** | 1,061,597 | **** | ||
| Deferred tax assets | 170,856 | **** | 146,270 | **** | ||
| Other non-current assets | 502,074 | **** | 519,553 | **** | ||
| Total non-current assets | 17,901,586 | **** | 19,169,591 | **** | ||
| Total assets | 29,774,150 | **** | 31,374,150 | **** | ||
| Liabilities and Equity | ||||||
| Current liabilities: | ||||||
| Trade payables | 1,609,836 | **** | 1,431,635 | **** | ||
| Financing liabilities | 4,105,590 | **** | 4,793,588 | **** | ||
| Accrued expenses | 638,319 | **** | 603,901 | **** | ||
| Other financial liabilities | 340,858 | **** | 346,367 | **** | ||
| Income taxes payable | 157,410 | **** | 86,590 | **** | ||
| Provisions | 566,722 | **** | 617,783 | **** | ||
| Other current liabilities | 904,757 | **** | 935,581 | **** | ||
| Total current liabilities | 8,323,492 | **** | 8,815,445 | **** | ||
| Non-current liabilities: | ||||||
| Financing liabilities | 6,057,967 | **** | 6,765,254 | **** | ||
| Other financial liabilities | 316,919 | **** | 305,033 | **** | ||
| Retirement benefit liabilities | 284,844 | **** | 302,026 | **** | ||
| Provisions | 385,001 | **** | 348,267 | **** | ||
| Deferred tax liabilities | 855,067 | **** | 873,806 | **** | ||
| Other non-current liabilities | 544,988 | **** | 593,202 | **** | ||
| Total non-current liabilities | 8,444,786 | **** | 9,187,588 | **** | ||
| Total liabilities | 16,768,278 | **** | 18,003,033 | **** | ||
| Equity: | ||||||
| Common stock | 86,067 | **** | 86,067 | **** | ||
| Capital surplus | 205,073 | **** | 205,324 | **** | ||
| Treasury stock | (550,808 | ) | **** | (842,731 | ) | |
| Retained earnings | 10,644,213 | **** | 11,058,672 | **** | ||
| Other components of equity | 2,312,450 | **** | 2,560,406 | **** | ||
| Equity attributable to owners of the parent | 12,696,995 | **** | 13,067,738 | **** | ||
| Non-controlling interests | 308,877 | **** | 303,379 | **** | ||
| Total equity | 13,005,872 | **** | 13,371,117 | **** | ||
| Total liabilities and equity | 29,774,150 | **** | 31,374,150 | **** |
—3—
Table of Contents
[2] Condensed Consolidated Statements of Income and Condensed Consolidated Statements of ComprehensiveIncome
Condensed Consolidated Statements of Income
For the nine months ended December 31, 2023 and 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Nine monthsendedDec. 31, 2023 | Nine monthsendedDec. 31, 2024 | |||||
| Sales revenue | 14,999,492 | **** | 16,328,725 | **** | ||
| Operating costs and expenses: | ||||||
| Cost of sales | (11,737,724 | ) | **** | (12,802,734 | ) | |
| Selling, general and administrative | (1,553,992 | ) | **** | (1,639,854 | ) | |
| Research and development | (631,391 | ) | **** | (746,217 | ) | |
| Total operating costs and expenses | (13,923,107 | ) | **** | (15,188,805 | ) | |
| Operating profit | 1,076,385 | **** | 1,139,920 | **** | ||
| Share of profit (loss) of investments accounted for using the equity method | 67,267 | **** | (27,265 | ) | ||
| Finance income and finance costs: | ||||||
| Interest income | 120,827 | **** | 150,800 | **** | ||
| Interest expense | (32,036 | ) | **** | (38,042 | ) | |
| Other, net | 32,081 | **** | 146 | **** | ||
| Total finance income and finance costs | 120,872 | **** | 112,904 | **** | ||
| Profit before income taxes | 1,264,524 | **** | 1,225,559 | **** | ||
| Income tax expense | (339,833 | ) | **** | (365,132 | ) | |
| Profit for the period | 924,691 | **** | 860,427 | **** | ||
| Profit for the period attributable to: | ||||||
| Owners of the parent | 869,609 | **** | 805,263 | **** | ||
| Non-controlling interests | 55,082 | **** | 55,164 | **** | ||
| Yen | ||||||
| Earnings per share attributable to owners of the parent | ||||||
| Basic and diluted | 176.78 | **** | 169.69 | **** |
—4—
Table of Contents
Condensed Consolidated Statements of Comprehensive Income
For the nine months ended December 31, 2023 and 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Nine monthsendedDec. 31, 2023 | Nine monthsendedDec. 31, 2024 | |||||
| Profit for the period | 924,691 | **** | 860,427 | **** | ||
| Other comprehensive income, net of tax: | ||||||
| Items that will not be reclassified to profit or loss | ||||||
| Remeasurements of defined benefit plans | 3 | **** | 1 | **** | ||
| Net changes in revaluation of financial assets measured at fair value through other comprehensive<br>income | (24,361 | ) | **** | (5,581 | ) | |
| Share of other comprehensive income of investments accounted for using the equity method | 3,739 | **** | (4,782 | ) | ||
| 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 | 255 | **** | 76 | **** | ||
| Exchange differences on translating foreign operations | 420,937 | **** | 203,219 | **** | ||
| Share of other comprehensive income of investments accounted for using the equity method | 41,270 | **** | 25,270 | **** | ||
| Total other comprehensive income, net of tax | 441,843 | **** | 218,203 | **** | ||
| Comprehensive income for the period | 1,366,534 | **** | 1,078,630 | **** | ||
| Comprehensive income for the period attributable to: | ||||||
| Owners of the parent | 1,302,313 | **** | 1,010,220 | **** | ||
| Non-controlling interests | 64,221 | **** | 68,410 | **** |
—5—
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[3] Condensed Consolidated Statements of Changes in Equity
For the nine months ended December 31, 2023
| Yen (millions) | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Equity attributable to owners of the parent | Non-controllinginterests | Totalequity | |||||||||||||||||||||
| Commonstock | Capitalsurplus | Treasurystock | Retainedearnings | Othercomponentsof 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 | 869,609 | 869,609 | 55,082 | 924,691 | |||||||||||||||||||
| Other comprehensive income, net of tax | 432,704 | 432,704 | 9,139 | 441,843 | |||||||||||||||||||
| Total comprehensive income for the period | 869,609 | 432,704 | 1,302,313 | 64,221 | 1,366,534 | ||||||||||||||||||
| Reclassification to retained earnings | 500 | (500 | ) | — | — | ||||||||||||||||||
| Transactions with owners and other | |||||||||||||||||||||||
| Dividends paid | (241,865 | ) | (241,865 | ) | (63,080 | ) | (304,945 | ) | |||||||||||||||
| Purchases of treasury stock | (213,012 | ) | (213,012 | ) | (213,012 | ) | |||||||||||||||||
| Disposal of treasury stock | 437 | 437 | 437 | ||||||||||||||||||||
| Share-based payment transactions | (66 | ) | (66 | ) | (66 | ) | |||||||||||||||||
| Equity transactions and others | 20,104 | 3,064 | 23,168 | (39,770 | ) | (16,602 | ) | ||||||||||||||||
| Total transactions with owners and other | 20,038 | (212,575 | ) | (241,865 | ) | 3,064 | (431,338 | ) | (102,850 | ) | (534,188 | ) | |||||||||||
| Balance as of December 31, 2023 | 86,067 | 205,627 | (697,506 | ) | 10,608,372 | 1,852,665 | 12,055,225 | 279,412 | 12,334,637 |
For the nine months ended December 31, 2024
| Yen (millions) | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Equity attributable to owners of the parent | Non-controllinginterests | Totalequity | |||||||||||||||||||
| Commonstock | Capitalsurplus | Treasurystock | Retainedearnings | Othercomponentsof 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 | **** | 805,263 | **** | **** | 805,263 | **** | **** | 55,164 | **** | **** | 860,427 | **** | |||||||||
| Other comprehensive income, net of tax | **** | 204,957 | **** | 204,957 | **** | **** | 13,246 | **** | **** | 218,203 | **** | ||||||||||
| Total comprehensive income for the period | **** | 805,263 | **** | **** | 204,957 | **** | 1,010,220 | **** | **** | 68,410 | **** | **** | 1,078,630 | **** | |||||||
| Reclassification to retained earnings | **** | (42,999 | ) | **** | 42,999 | **** | — | **** | **** | — | **** | ||||||||||
| Transactions with owners and other | |||||||||||||||||||||
| Dividends paid | **** | (347,805 | ) | **** | (347,805 | ) | **** | (77,890 | ) | **** | (425,695 | ) | |||||||||
| Purchases of treasury stock | **** | (292,247 | ) | **** | (292,247 | ) | **** | (292,247 | ) | ||||||||||||
| Disposal of treasury stock | **** | 324 | **** | **** | 324 | **** | **** | 324 | **** | ||||||||||||
| Share-based payment transactions | **** | 251 | **** | 251 | **** | **** | 251 | **** | |||||||||||||
| Equity transactions and others | **** | 3,982 | **** | **** | 3,982 | **** | |||||||||||||||
| Total transactions with owners and other | **** | 251 | **** | (291,923 | ) | **** | (347,805 | ) | **** | (639,477 | ) | **** | (73,908 | ) | **** | (713,385 | ) | ||||
| Balance as of December 31, 2024 | **** | 86,067 | **** | 205,324 | **** | (842,731 | ) | **** | 11,058,672 | **** | **** | 2,560,406 | **** | 13,067,738 | **** | **** | 303,379 | **** | **** | 13,371,117 | **** |
—6—
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[4] Condensed Consolidated Statements of Cash Flows
For the nine months ended December 31, 2023 and 2024
| Yen (millions) | ||||||
|---|---|---|---|---|---|---|
| Nine monthsendedDec. 31, 2023 | Nine monthsendedDec. 31, 2024 | |||||
| Cash flows from operating activities: | ||||||
| Profit before income taxes | 1,264,524 | **** | 1,225,559 | **** | ||
| Depreciation, amortization and impairment losses excluding equipment on operating<br>leases | 603,367 | **** | 547,970 | **** | ||
| Share of (profit) loss of investments accounted for using the equity method | (67,267 | ) | **** | 27,265 | **** | |
| Finance income and finance costs, net | (102,083 | ) | **** | (150,508 | ) | |
| Interest income and interest costs from financial services, net | (113,840 | ) | **** | (129,857 | ) | |
| Changes in assets and liabilities | ||||||
| Trade receivables | (90,595 | ) | **** | 231,008 | **** | |
| Inventories | (76,415 | ) | **** | (31,135 | ) | |
| Trade payables | (57,560 | ) | **** | (148,419 | ) | |
| Accrued expenses | 5,876 | **** | (66,460 | ) | ||
| Provisions and retirement benefit liabilities | 256,484 | **** | 18,388 | **** | ||
| Receivables from financial services | (1,151,028 | ) | **** | (786,260 | ) | |
| Equipment on operating leases | 79,487 | **** | (484,806 | ) | ||
| Other assets and liabilities | (71,910 | ) | **** | (58,905 | ) | |
| Other, net | (41,841 | ) | **** | 26,046 | **** | |
| Dividends received | 143,941 | **** | 114,687 | **** | ||
| Interest received | 406,912 | **** | 552,972 | **** | ||
| Interest paid | (181,948 | ) | **** | (312,413 | ) | |
| Income taxes paid, net of refunds | (384,385 | ) | **** | (421,808 | ) | |
| Net cash provided by operating activities | 421,719 | **** | 153,324 | **** | ||
| Cash flows from investing activities: | ||||||
| Payments for additions to property, plant and equipment | (229,107 | ) | **** | (327,265 | ) | |
| Payments for additions to and internally developed intangible assets | (163,623 | ) | **** | (231,025 | ) | |
| Proceeds from sales of property, plant and equipment and intangible assets | 5,049 | **** | 2,394 | **** | ||
| 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 | (108,882 | ) | **** | (89,974 | ) | |
| Proceeds from sales of investments accounted for using the equity method | — | **** | 12,113 | **** | ||
| Payments for acquisitions of other financial assets | (207,734 | ) | **** | (365,639 | ) | |
| Proceeds from sales and redemptions of other financial assets | 165,816 | **** | 362,622 | **** | ||
| Net cash used in investing activities | (541,421 | ) | **** | (636,774 | ) | |
| Cash flows from financing activities: | ||||||
| Proceeds from short-term financing liabilities | 8,096,458 | **** | 6,544,635 | **** | ||
| Repayments of short-term financing liabilities | (7,947,417 | ) | **** | (6,194,170 | ) | |
| Proceeds from long-term financing liabilities | 2,420,677 | **** | 2,560,487 | **** | ||
| Repayments of long-term financing liabilities | (1,490,708 | ) | **** | (1,769,582 | ) | |
| Dividends paid to owners of the parent | (241,865 | ) | **** | (347,805 | ) | |
| Dividends paid to non-controlling interests | (49,160 | ) | **** | (50,622 | ) | |
| Purchases and sales of treasury stock, net | (212,575 | ) | **** | (291,923 | ) | |
| Repayments of lease liabilities | (58,860 | ) | **** | (56,247 | ) | |
| Other, net | (13,875 | ) | **** | 4,043 | **** | |
| Net cash provided by financing activities | 502,675 | **** | 398,816 | **** | ||
| Effect of exchange rate changes on cash and cash equivalents | 158,488 | **** | 91,094 | **** | ||
| Net change in cash and cash equivalents | 541,461 | **** | 6,460 | **** | ||
| Cash and cash equivalents at beginning of year | 3,803,014 | **** | 4,954,565 | **** | ||
| Cash and cash equivalents at end of period | 4,344,475 | **** | 4,961,025 | **** |
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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><br>Manufacturing<br> <br>Sales and related services |
| Automobile Business | Automobiles and relevant parts | Research and development<br><br><br>Manufacturing<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, and others | Research and development<br><br><br>Manufacturing<br> <br>Sales and related services<br><br><br>Others |
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Segment information based on products and services
As of and for the nine months ended December 31, 2023
| Yen (millions) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MotorcycleBusiness | AutomobileBusiness | FinancialServicesBusiness | Power Products<br>and OtherBusinesses | SegmentTotal | ReconcilingItems | Consolidated | ||||||||||
| Sales revenue: | ||||||||||||||||
| External customers | 2,358,037 | 9,972,438 | 2,386,150 | 282,867 | 14,999,492 | — | 14,999,492 | |||||||||
| Intersegment | — | 148,090 | 1,940 | 23,664 | 173,694 | (173,694 | ) | — | ||||||||
| Total | 2,358,037 | 10,120,528 | 2,388,090 | 306,531 | 15,173,186 | (173,694 | ) | 14,999,492 | ||||||||
| Segment profit (loss) | 411,510 | 460,522 | 204,842 | (489 | ) | 1,076,385 | — | 1,076,385 | ||||||||
| Segment assets | 1,798,445 | 11,031,112 | 12,921,061 | 525,382 | 26,276,000 | 1,153,756 | 27,429,756 | |||||||||
| Depreciation and amortization | 53,114 | 490,106 | 625,466 | 12,539 | 1,181,225 | — | 1,181,225 | |||||||||
| Capital expenditures | 43,035 | 372,250 | 1,737,710 | 8,847 | 2,161,842 | — | 2,161,842 |
As of and for the nine months ended December 31, 2024
| Yen (millions) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| MotorcycleBusiness | AutomobileBusiness | FinancialServicesBusiness | Power Products<br>and OtherBusinesses | SegmentTotal | ReconcilingItems | Consolidated | ||||||||||
| Sales revenue: | ||||||||||||||||
| External customers | **** | 2,706,994 | **** | 10,684,534 | **** | 2,659,673 | **** | 277,524 | **** | **** | 16,328,725 | **** | — | **** | **** | 16,328,725 |
| Intersegment | **** | — | **** | 214,088 | **** | 3,509 | **** | 23,789 | **** | **** | 241,386 | **** | (241,386 | ) | **** | — |
| Total | **** | 2,706,994 | **** | 10,898,622 | **** | 2,663,182 | **** | 301,313 | **** | **** | 16,570,111 | **** | (241,386 | ) | **** | 16,328,725 |
| Segment profit (loss) | **** | 501,683 | **** | 402,617 | **** | 244,996 | **** | (9,376 | ) | **** | 1,139,920 | **** | — | **** | **** | 1,139,920 |
| Segment assets | **** | 2,160,559 | **** | 12,138,809 | **** | 15,683,077 | **** | 586,235 | **** | **** | 30,568,680 | **** | 805,470 | **** | **** | 31,374,150 |
| Depreciation and amortization | **** | 54,190 | **** | 475,975 | **** | 651,615 | **** | 12,218 | **** | **** | 1,193,998 | **** | — | **** | **** | 1,193,998 |
| Capital expenditures | **** | 52,503 | **** | 502,082 | **** | 2,358,941 | **** | 8,796 | **** | **** | 2,922,322 | **** | — | **** | **** | 2,922,322 |
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 December 31, 2023 and 2024 amounted to JPY 1,410,833 million and JPY 1,095,540 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. |
| --- | --- |
[B] Other
Loss related to airbag 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.
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February 13^th^, 2025
Honda Motor Co., Ltd.
Nissan Motor Co., Ltd.
Notice of Termination of Memorandum of Understanding regarding the Consideration of a Business Integration between HondaMotor Co., Ltd. (Securities Code: 7267) and Nissan Motor Co., Ltd. (Securities Code: 7201)
Honda Motor Co., Ltd. (“Honda”) and Nissan Motor Co., Ltd., (“Nissan”; Honda and Nissan are collectively referred to as the “Companies”) today agreed to terminate the Memorandum of Understanding (the “MoU”) regarding the consideration of the Business Integration of the Companies (the “Business Integration”), signed on December 23^rd^, 2024 by the Companies, and discontinue the discussion and consideration of the Business Integration.
| 1. | Reason of Termination of the MoU |
|---|
Since signing the MoU, the management teams of the Companies, including the chief executive officers, have discussed and considered the market environment surrounding the Companies, the purpose of the Business Integration, and the management strategies and structures after the Business Integration. Furthermore, considering the importance of the Business Integration, the Companies have carefully consulted with stakeholders of each.
In the course of the discussions between the Companies, various options were considered regarding the structure of Business Integration, including Honda’s proposal to change the scheme of Business Integration to a stock swap, which would make Nissan a wholly owned subsidiary of Honda, from a transition to a joint holding company structure in which Honda nominates a majority of the directors and the president through a joint share transfer, which was the premise of the MoU.
As a result of these discussions, the Companies decided to discontinue the discussion and consideration of the Business Integration based on the conclusion that it would be appropriate to refrain the implementation of the Business Integration by prioritizing the speed of decision making and execution of business measures in response to changes in the rapidly changing market environment in the era of vehicles electrification.
Going forward, the Companies will collaborate within the framework of a strategic partnership aimed at the era of intelligence and electrified vehicles, striving to create new value and maximize the corporate value of the Companies.
| 2. | Financial impact on business performance |
|---|
As a consequence of the termination of the MoU, there is no impact on the Companies’ financial result, such as expenses and other items recorded at each of the Companies.
End
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[Translation]
February 13, 2025
| To: | Shareholders of Honda Motor Co., Ltd. |
|---|---|
| From: | Honda Motor Co., Ltd.<br> <br>1-1, Minami-Aoyama 2-chome,<br> <br>Minato-ku,<br>Tokyo, 107-8556<br> <br>Toshihiro Mibe<br><br><br>Director, President and Representative Executive Officer |
Nissan Motor Co., Ltd., Honda Motor Co., Ltd., and Mitsubishi Motors Corporation terminate MoU regardingconsideration of tripartite collaboration
Honda Motor Co., Ltd. (“Honda”) today announced that Honda agreed to terminate their MoU regarding the consideration of the structure for a tripartite collaboration signed on December 23, 2024, with Nissan Motor Co., Ltd. and Mitsubishi Motors Corporation. For details, please see the attached press release.
- End -
Table of Contents
February 13^th^, 2025
Nissan Motor Co., Ltd.
Honda Motor Co., Ltd.
Mitsubishi Motors Corporation
Nissan, Honda and Mitsubishi Motors terminate MoU regarding consideration of tripartite collaboration
Nissan Motor Co., Ltd. (“Nissan”), Honda Motor Co., Ltd. (“Honda”), and Mitsubishi Motors Corporation (“Mitsubishi Motors”) today agreed to terminate their MoU regarding the consideration of the structure for a tripartite collaboration, in light of the termination of the MoU signed on December 23^rd^ last year regarding the consideration of a business integration between Nissan and Honda.
Going forward, the three companies will collaborate within the framework of a strategic partnership aimed at the era of intelligence and electrified vehicles. This framework was established with the MoU signed on August 1^st^ last year, striving to create new value and maximize the corporate value of each company.