Annual Report 2008 For the Fiscal Year Ended March 2008 Integrated Capital Solutions NEC Leasing, Ltd. Financial Highlights NEC Leasing, Ltd. Years ended March 31, 2008 and 2007 Millions of yen Thousands of U.S. dollars 2008 Consolidated By offering Integrated Capital Solutions, NEC Leasing aims to create the advanced information and communications technology (ICT) society that NEC Group seeks. Integrated Capital Solutions are integrated solutions that we provide for a wide range of business challenges, centered on the capital of the customer. 2007 2008 Non-Consolidated Non-Consolidated Consolidated Non-Consolidated For the year: Revenues Income before income taxes Net income ¥264,116 6,043 3,946 ¥264,112 6,044 3,947 ¥265,739 $2,641,156 $2,641,122 6,779 60,427 60,436 4,074 39,459 39,466 At year-end: Total assets Total net assets ¥780,334 62,012 ¥780,335 62,013 ¥732,121 $7,803,342 $7,803,347 59,317 620,121 620,128 (Yen) Per share data: Basic net income Cash dividends (U.S. Dollars) ¥ 183.25 44.00 ¥ 183.28 44.00 465 465 477 – 21,533 21,533 Number of employees Number of shares issued (Thousand shares) ¥ 189.21 $ 44.00 1.83 $ 0.44 1.83 0.44 The U.S. dollar amounts represent translation of Japanese yen, for convenience only, at the rate of ¥100=U.S.$1.00 in effect on March 31, 2008. Revenues Net income Million yen 300,000 Non-Consolidated 260,105 262,247 265,310 265,739 Million yen Consolidated Non-Consolidated 6,000 Consolidated 5,302 264,116 4,888 264,112 250,000 Contents 5,000 200,000 4,000 150,000 3,000 100,000 2,000 50,000 1,000 0 04 1 Financial Highlights 1 2 Corporate Governance 2 To Our Shareholders Interview with the President 1 3 Directors and Corporate Auditors 4 Business in Brief and Operating Review 1 4 Financial Section 5 Feature: NEC Leasing’s Third Medium-Term 3 8 Corporate Information Business Plan 1 0 Environmental and Community Commitments 3 9 Stock Information 05 06 Total net assets / ROE 07 0 08 Total net assets (Non-Consolidated) Total net assets (Consolidated) ROE (Non-Consolidated) ROE (Consolidated) 62,012 Million yen / % 60,000 56,104 59,317 62,013 18 05 06 3,947 3,946 07 08 Total assets (Non-Consolidated) Total assets (Consolidated) ROA (Non-Consolidated) 780,334 780,335 0.8 800,000 717,884 700,000 0.63 0.74 0.69 732,121 725,722 0.6 706,193 12 40,000 38,975 4,074 Million yen / % 15 12.2 04 Total assets / ROA 50,979 50,000 4,472 0.56 10.9 9.9 30,000 Forward-Looking Statements The statements on this annual report with respect to the Company’s current plans, strategies and decisions are forward-looking statements. Such forward-looking statements are based on the management’s assumptions and decisions in the light of information currently available. Since these forward-looking statements involve risks and uncertainties, actual results could differ materially from them. Therefore, we caution that you should not place undue reliance on them. 7.1 9 6 10,000 3 0 0 05 06 07 600,000 0.4 500,000 0.2 6.5 6.5 20,000 04 0.52 08 0 0 04 05 06 07 08 1 To Our Shareholders Annual Report 2008 Interview with the President “As we mark thirty years in business, we are determined to revamp our business, developing five core businesses that will take us toward another thirty years.” Q A Could you provide a review of fiscal 2007? As happens every year, fiscal 2007 brought both good and bad outcomes. First, our revenues regrettably declined Q A A What were the Company’s achievements in fiscal 2007? We announced a new medium-term business plan in the second year of our Second Medium-Term Business Plan (a A In the past, most of our revenues were generated by our leasing business. We now plan to tap our accumulated skills and assets to develop a portfolio of five leasing environment has been changing— businesses. This is the key element in our for instance with amendments to lease business strategy, and it is described in accounting standards—more quickly than more detail in our annual report. The next we had initially anticipated. We need to three years will be a challenging period of accelerate reforms in our business restructuring, as we build our business structure. As a consequence, we elected to portfolio, including our infrastructure. We announce our Third Medium-Term Business see our 30th anniversary as the right time Plan, which marks a clear departure from to unite in our commitment to this our past growth strategy. challenge, marking the start of a new era for our Company. We hope that we can lease business contracts executed continue to count on the support of our exceeded the year-ago result. In particular, shareholders in the years to come. annual contracts executed in the small ticket apologize sincerely to our shareholders for leasing business—a promising area which this result. has been a focus for us—topped ¥30 billion. Q Would you explain the key points of the Third MediumTerm Business Plan? A We now no longer see NEC Leasing as Other positive factors included the standards as well as changes in the development of asset-based lending (ABL) taxation system were very unfavorable for and other new business areas that we leasing companies since they have targeted in our Second Medium-Term deprived us of one of our roles, creating a Business Plan (fiscal 2006 to fiscal 2008). much bleaker competitive environment. These new businesses have enjoyed steady consideration. In other words, our new growth. As a result, we achieved the target approach originates with the understanding triggered by the emergence of giant leasing of ¥1 billion gross profit on new business in that we offer solutions to customers that companies, and particularly those affiliated the final year of our Second Medium-Term help them solve their business issues, with banks, is also likely to create tougher Business Plan, which is one year earlier under the NEC brand. During the Third competition. than we had originally planned. We also Medium-Term Business Plan, NEC Leasing formed some strategic alliances during will reorganize its business in a way that fiscal 2007, for instance setting up a joint takes advantage of the characteristics of a venture with Macquarie Capital Finance manufacturer-affiliated company. Finally, the industry reorganization Q What points in the Third Medium-Term Business Plan are especially important in terms of your strategy? three-year plan). We did this because the The good news is that the amount of for the second consecutive year. We Moreover, changes in lease accounting Q You announced the Third Medium-Term Business Plan in March 2008. What was the purpose of the announcement? June 2008 Tomoyuki Kato, President an NEC affiliate that simply offers leases for the NEC Group with little additional Japan Limited. 2 3 Business in Brief and Operating Review Our operations consist of our core leasing business, loan business, and other business. Since we set up NL Asset Service, Ltd. as a wholly owned subsidiary in October 2007, we prepared consolidated financial statements starting the fiscal year under review. The operating reviews provided below are described on an individual basis to enable a full comparison with the results of the preceding year. 1 Leasing Business Business in brief Our leasing business is a core operation of the Company. It consists of leasing and small ticket leasing. Leasing We lease equipment to customers who require funds for capital expenditures under a long-term lease contract. We lease a broad range of equipment. Since we have a mission of promoting NEC sales as a financing company, ICT products account for a high percentage of our leases. As a manufactureraffiliated leasing company, NEC Leasing offers leases that combine ICT equipment and related services, including maintenance lease and vendorcollaborating programs. To diversify the lineup of our business, we are also emphasizing non-ICT equipment leases. Small ticket leasing Small ticket leasing is a business that provides distributors, who conclude a sales promotion agreement with NEC Leasing, with programs to provide finance of up to five million yen per user under a lease agreement. Operating review Leasing business contracts executed rose 5.4% year on year, to ¥229.6 billion, reflecting strong results from small ticket leasing and non-ICT equipment leasing. However, since contracts executed were concentrated in the second half of the year, lease revenues fell 1.3%, to ¥244.2 billion. In addition, gross profit decreased 9.4%, to ¥12.7 billion, because of increased funding costs stemming from higher interest rates, as well as increased allowances for acceptance inspections associated with the increase in the number of contracts executed in the small ticket leasing business. Feature: NEC Leasing‘s Third Medium-Term Business Plan 2 Loan Business Business in brief Our loan business consists of installment sales and business loans. NEC Leasing‘s Third Medium-Term Business Plan Next 30 Installment sales Our installment sales business involves purchasing equipment on behalf of customers who require funds for capital expenditures and equipment acquisition, and then selling the equipment to them on installment contracts. This business complements our leasing business. Business loans We extend business loans principally to NEC Group companies and their business partners for the purpose of providing programs to liquidate receivables. We also provide customers with loans through structured finance for capital investment. Operating review Turnover from the loan business increased as a result of expanding finance, including corporate finance that we have emphasized since fiscal 2007, and factoring. As a consequence, net sales from the loan business rose 46.7% year on year, to ¥2.8 billion. Gross profit was up 36.4% from the year-ago result, to ¥2.1 billion. 3 Other Business Business in brief Our other business includes establishing structured finance, sales of off-lease equipment in our leasing business, and the collection of maintenance fees and accounts receivables management on behalf of clients to meet their needs for operational efficiency and outsourcing. Operating review Although commissions on the design of structured finance increased, gains on disposal at the cancellation of contracts were lower than last year. Allowances for doubtful accounts also increased, reflecting a higher number of bankruptcies from the small ticket leasing business prior to the introduction of tougher crediting processes and from medium risk contracts. As a result, net sales from our other business were up 4.2% year on year, to ¥17.1 billion. In contrast, gross profit declined 8.0%, to ¥1.9 billion. New Challenges for the Next 30 Years NEC Leasing will transform itself into a unique, manufacturer-affiliated financial services company. We will do this by reforming our structure and building new business portfolios. We have adopted our Third Medium-Term Business Plan (fiscal 2008 to 2010), which redefines our corporate identity and seeks to transform our operations into high valued-added businesses that embody the NEC brand, leaving behind the existing sales finance business model. New Corporate Identity Creating the advanced ICT society that NEC Group seeks, by offering Integrated Capital Solutions Three-year target values: Consolidated ROE: 12 % or higher Consolidated ROA: 1.6 % or higher Ordinary income ratio in key business* areas: 45 % or higher *The key business areas refer to the finance solutions domain and the asset solutions domain. 4 5 Feature: NEC Leasing‘s Third Medium-Term Business Plan Why was the Third Medium-Term Business Plan formulated? The Second Medium-Term Business Plan’s deviation from prevailing conditions What is the present situation and what is the prevailing environment? Results in the Second Medium-Term Business Plan Our Second Medium-Term Business Plan aimed to set up new business areas, from which The leasing environment today features rising it would seek to generate a gross profit of ¥1 interest rates, a decline in overall leasing contracts billion. Thanks to successful launches of our following unexpectedly sweeping changes to lease services associated with the liquidity of medical accounting standards and the taxation system, an institution receivables for medical services, ABL associated reorganization of the leasing industry, and structured finance, we were able to achieve and competition that is intensifying at an the target one year ahead of schedule. We were accelerating pace. This situation is quite different also successful with our alliance strategy, from the environment that prevailed in February including an alliance with Tokyo Servicer, Inc. 2006, when the Second Medium-Term Business and the formation of a joint venture with Plan was prepared. In particular, our operating Macquarie Capital Finance Japan Limited, which environment has changed markedly. For example, served to bolster our business portfolios. competition in the government and municipal market, which is our key client segment, has become more fierce. The amount of leasing contracts for ICT equipment, our major product group, has fallen. More specifically, contracts executed for fiscal Unstable macro and business environments and the transformation of leasing companies For the time being, the macroeconomic What identity does NEC Leasing aim for in the Third Medium-Term Business Plan? Core competence and corporate identity NEC Leasing will present a new corporate identity that makes full use of its existing advantages as well as the new strengths that it will develop. Existing core competence Core competence to be developed The “NEC brand” accumulated as a result of the sustained efforts of the NEC Group Integrated Capital Solutions = The ability to propose solutions to customers that match their business resource needs (such as their capital requirements) NEC Leasing’s new corporate identity Creating the advanced ICT society that NEC Group seeks, by offering Integrated Capital Solutions Business Domains years 2006 and 2007 in the Leasing Business fell environment is likely to remain unstable, primarily 13.0% and 8.2%, respectively, over those for fiscal because of fears of a US recession stemming business centering on leasing (Vendor Solutions) and two new domains that will become key areas of 2005. As a consequence, we were unable to from the subprime lending problem, although a focus for us (Finance Solutions and Asset Solutions). achieve the organic growth that we had envisaged cyclical rise in ICT investment is expected. Amid in our Second Medium-Term Business Plan. the severe conditions in the leasing industry, Income from our business decreased for two leasing companies are aggressively expanding consecutive years in fiscal 2006 and fiscal 2007, into more comprehensive finance operations. signaling a serious situation that requires rapid action. This is making it increasingly important for us to Because of this, we decided at the beginning of fiscal 2007 that we would be unable to achieve the develop a range of services that are not limited to leasing. target values set out in our Second Medium-Term Business Plan (fiscal 2006 to fiscal 2008) and we therefore retracted them. It was essential that we discontinue the Second Medium-Term Business Plan and formulate a new growth plan. 6 Annual Report 2008 To achieve future growth, we must transform ourselves into a company that offers a comprehensive array of services not limited to leasing, by taking advantage of the features of a manufacturer-affiliated company. To offer Integrated Capital Solutions, we are transforming our business into three domains: an existing Finance Solutions domain Asset Solutions domain Vendor Solutions domain The Finance Solutions domain employs asset finance methods, and develops structured finance related to large projects in the NEC Group’s supply chain from a non-bank standpoint. The Asset Solutions domain delivers an array of asset solutions that leverage our manufacturer-affiliated advantage, centering on the core ICT asset remarketing and services associated with ICT equipment operation. The Vendor Solutions domain pursues maximum efficiency as it converts existing business models in the sales finance business in collaboration with vendors centering on the NEC Group’s sales finance. We will reorganize the Company’s structure and maximize shareholder value by redefining our core competence, corporate identity and business domains. 7 Feature: NEC Leasing‘s Third Medium-Term Business Plan Management Strategy Annual Report 2008 2 Strategy for Strengthening Management Functions To reinforce the management functions, which will be the basis for effectively pursuing our business portfolio 1 strategy, we will steadily institute strategies to strengthen management functions through four priority initiatives: Business Portfolio Strategy Bolstering consolidation management NEC Leasing has hitherto offered leases to vendors primarily based on sales finance for NEC’s ICT equipment. To expand its business domains, the Company has decided to develop a future strategy that covers a portfolio of five businesses within Finance Solutions and Asset Solutions as new target domains, in addition to the existing Vendor Solutions. Individual strategies are described below. We will practice highly efficient management through consolidation, and accelerate the expansion of business portfolios by using capital and alliances. The Asset Finance business, including ABL, which uses equipment, inventory, and trade receivables as collateral, as well as financial services related to corporate assets such as factoring and asset liquidation. Our efforts in these areas will bolster the financial solutions functions that we can offer to small and midsize businesses in the ICT supply chain, as well as to companies in the NEC Group supply chain. 2 Financial Engineering business The Financial Engineering business is positioned to offer more professional financial solutions. For instance, as a segment of a manufacturer-affiliated company, the business focuses on creating unique structured finance, such as finance for large projects in the NEC Group’s supply chain. The business also seeks to be a player in medium risk zones in the corporate finance segment, and will boost business opportunities for buyout finance and mezzanine loans. With the promotion of BPR, we will seek to improve our overhead ratio. Strengthening enterprise risk management (ERM) Human resources management To bolster our comprehensive risk management system, we will approach risk management, such as crediting, from the asset side, adding to the liability-side (fundraising-side) initiatives we have taken to date. To expand our business portfolios, we will raise the level of professionalism throughout the Company by upgrading employee education and recruiting highly capable personnel from outside the Company. Finance Solutions domain 1 Asset Finance business Pursuing business process reengineering (BPR) 3 Initiatives to Bolster Governance and CSR To fulfill our Third Medium-Term Business Plan, we will bolster corporate governance and corporate social responsibility (CSR), two areas that are essential components of corporate activities. Asset Solutions domain Initiatives to bolster Governance 3 Asset Remarketing business We will step up remarketing of used ICT products such as off-lease equipment by, for example, exporting them through Reboot Technology Services Limited, a joint venture founded with Macquarie Capital Finance Japan Limited. 4 ICT Solution business Our ICT Solution business uses the remarketing function of the Asset Remarketing business to build business models, including short-term and inexpensive operating leases and rentals, in addition to offering ICT lifecycle management services with improved added-value. Vendor Solutions domain Initiatives to bolster CSR Reinforcing ability to execute operations and developing the monitoring system Activities contributing to the environment and the community through business We will boost monitoring of internal control by, for example, complying with the Financial Instrument and Exchange Law. We will also ensure the execution of our Third Medium-Term Business Plan by stepping up monitoring of our business portfolios by unit at the management level and clarifying executive responsibilities. Through our Asset Remarketing business, we promote the reuse of used ICT equipment and dispose of it responsibly under a compliance regime. In addition, NEC Leasing began in fiscal 2007 to donate off-lease personal computers through the ICT Educational Consortium. The Company will continue donating to schools so that it can help create a recyclingbased society that places less stress on the environment. Environmental educational activities 5 Vendor Solution business Our Vendor Solution business will boost the efficiency and service level of the sales finance function for vendors in NEC Group’s supply chain, by reinforcing collaboration with the NEC Group. The business will also promote more sophisticated sales finance services for small vendors with a view to seeking alliances. 8 In cooperation with municipalities and a nonprofit organization, we are supporting a voluntary project called the Waku-waku Children’s Pond Project, which is building biotopes and providing associated education at primary schools. The project will lay the foundations for the next generation’s environmental awareness. 9 Environmental and Community Commitments Environmental management initiatives Environmental initiatives NEC Leasing is developing specific environmental initiatives in offices and has defined The greatest burden placed on the environment by the leasing industry is the disposal waste from off-lease equipment. NEC Leasing minimizes this waste through re-leasing or disposal for value. Waste equipment items that are not suitable for disposal for value are discarded through the 3R (reduce, reuse, recycle) system to achieve the zero landfill target. In addition, leases can encourage the use of energy-saving equipment through periodical replacement with the newest equipment.Through our leasing, we also aim to replace equipment with energy-saving alternatives. As a manufacturer-affiliated leasing company, we operate sophisticated recycling processes by using resources through 3R system development. NEC Leasing encourages the use of environmentally friendly equipment and the adoption of eco-business by offering “Eco-Lease” (financial services for environmentally friendly equipment) and long-term goals which it aims to achieve by fiscal 2020 based on fiscal 1999 standards. Our Annual Report 2008 Activities contributing to the environment and to society Social contribution-oriented shareholder special benefit plan NEC Leasing operates a social contribution-oriented shareholder special Donating off-lease PCs to primary, secondary and high schools benefit plan that donates an amount, equivalent to the special benefit, to the Green Fund managed by environmental items cover CO2 emissions, energy NEC Leasing has been donating a number of off- and resource conservation, industrial and general lease used personal computers (PCs), returned from when a shareholder declines to receive a waste discharge volumes, green purchase rate, and customers, to the Used PC Donation Program shareholder special benefit. other issues. established by the ICT Education Consortium to Our environmental management activities employ a unique method for assessing not only promote reuse. The consortium was founded in 2003 to provide the National Afforestation Promotion Organization In fiscal 2007, 58 shareholders agreed to donate such amount and 152,000 yen in total was donated to the Green Fund through NEC Leasing. environmental aspects, but also profitability, education to future participants in the information sociality, feasibility and continuous improvement, society. The donation program recycles and donates enabling us to assess our business activities. To used PCs—after the data contained in them is achieve the targets set out in our environmental deleted pursuant to the procedures defined by the management policy, each section in NEC Leasing consortium—to educational institutions such as contribution-oriented “NEC Make-a-Difference sets annual environmental management goals and primary, secondary and high schools that require Drive,” where employees take part in bolstering the follows the PDCA cycle at Environmental support to develop their ICT facilities. value of NEC. Employees of NEC Leasing also take Management Committee, which is held four times a NEC Leasing believes that by effectively reusing Participation in the NEC Make-a-Difference Drive NEC Group is working on the local community part in the Drive by donating blood, carrying out year. This enables us to reduce the burden we place its off-lease equipment under the program, it can cleaning town, and providing support for education on the environment and helps customers and the help reduce the burden on the environment and and medical treatment for children in developing community do the same. build a recycling society. countries. Support for the Waku-waku Children’s Pond Project launched External assessment of NEC Leasing in Fiscal 2007 by taking advantage of the low-interest eco-funds that are made available to NEC Leasing, as one of the highest ranking companies in the Promotion of Environmentally Conscious Management (a system of finance based on environmental rankings) of the Development Bank of Japan (DBJ). Environmental management To encourage environmental management, we employ an environmental management system based on the PDCA (plan-do-check-act) cycles centering on ISO14001. As part of our environmental risk management, we also check offlease equipment in accordance with the Waste Management Law, and investigate and check soil Environmental accounting In cooperation with Asaza Fund, a non-profit In contrast to manufacturers, the leasing sector organization, NEC Leasing staff volunteer to support does not believe that the most effective the Waku-waku Children’s Pond Project, which runs NEC Leasing ranked second in the Financial environmental accounting approach is to check, for a series of programs to help interested primary Category of the 11th Environmental Management instance, energy consumption in its business. So schools build, maintain, and manage biotopes for Survey published by the Nihon Keizai Shimbun instead, we adopt a unique environmental their students. Through first-hand experience of (after coming second in 2005 and first in 2006). accounting that focuses on “Eco-Lease,” one of our observing frogs, insects and other creatures in the businesses, while conforming to the guidelines set biotope, the students will develop insight into the At Environmental rating in the Promotion of out by the Ministry of the Environment. Among our mechanisms of natural eco-systems from small Environmentally Conscious Management System activities, we check the economic effects of the “recycling societies.” The program serves to of the DBJ, NEC Leasing received a special contribution our leasing business makes to the enhance the environmental awareness of the award as a model company for the second environment and corporate profit (gross profit), to younger generation. consecutive year. identify the costs and effects of environmental During the initial fiscal year of 2007, NEC Leasing is the first leasing company to be contamination at office buildings, asbestos, and twenty employees registered as a “Gold” member of the Waste and other potential issues. volunteered to take Recycle Governance (WRG) registration system part in the program operated by the Japan Environmental and built biotopes at Management Association for Industry. preservation. two primary schools. 10 11 Directors and Corporate Auditors Corporate Governance (as of June 25, 2008) Corporate governance system To make clear the responsibility for managing the control system, in July 2007 the Company set up the Internal Control Promotion Committee, which is presided by the President. The committee focused Company and executing business actions, and to on fully executing compliance measures, improving make swift decisions, we have an executive officer information security, ensuring the credibility of system. Executive officers have executive financial reports, enforcing risk management and responsibility for their duties, while the Board of other tasks. Directors supervises and monitors the action of To develop an internal control system, we set up executive officers. The Auditing Division undertakes the Compliance Committee to control all compliance internal audits of all operations from the viewpoint of activities of the Company. The committee makes a appropriateness, effectiveness and compliance. compliance program, revises and develops the Corporate Auditors attend meetings of the Board of Code of Conduct, internal rules and other Directors and other important internal meetings, and regulations, and provides compliance training. We audit the actions of directors, executive officers, and have also built an internal notification system that other employees through direct hearings about their reports violations by employee and director of laws actions. and regulations, the Articles of Incorporation and The Board of Corporate Auditors, the Auditing Division and accounting auditors cooperate to other rules of the Company. The system sustains and strengthens self-correcting processes. enhance the transparence and soundness of the management of the Company as well as to audit the actions taken by the Company. Information management system We have set up the Information Security General Shareholders’ Meeting Election/ Dismissal Election/Dismissal Election/Dismissal Directors Board of Directors Audit Corporate Auditors Board of Corporate Auditors addition, we properly store and manage documents President Cooperation Management Committee information security to maintain and improve information security throughout the Company. In Cooperation Election/ Dismissal/ Supervision Committee and prepared basic policies on related to important meetings and job execution pursuant to our internal rules. Accounting Audit Accounting Auditor We have acquired ISO27001 certification, the international standard for information security Auditing Division Cooperation Executive Officers Sales/ Staff Division management systems, to ensure and maintain the confidentiality of our information assets. Internal Audit Internal control system Under the leadership of the President, we are Basic concept for excluding anti-social forces Our Code of Conduct stipulates that employees developing an internal control system based on the shall have no relations with anti-social forces that Policy for Establishing and Strengthening an Internal threaten the order and security of civil society, and Control System. The internal control system has that all employees shall be resolute in their stand been constantly reviewed and reinforced so that we against such forces. Shigeho Tanaka Tomoyuki Kato Hidetaka Itahashi Member of the Board President Member of the Board President Tomoyuki Kato Members of the Board Shigeho Tanaka Hidetaka Itahashi Shigehiko Yamamoto (Director at Executive Partners, Inc.) Manabu Kinoshita (Associate Senior Vice President at NEC Corporation) Hirofumi Domyo (Department Manager, Corporate Finance Office, Corporate Finance & IR Division at NEC Corporation) Corporate Auditors Hiromi Urita Toshio Matsushita Takao Kaneko (General Manager, Corporate Auditing Bureau at NEC Corporation) Masayoshi Kyogoku (General Manager, Controller Department, Enterprise Solutions Planning Division at NEC Corporation) can build and develop an efficient and compliance management control system. To bolster the internal 12 13 Operating and Financial Review 5-Year Summary 1) Consolidated Year Summary NEC Leasing, Ltd. Years ended March 31 Thousands of U.S. dollars Millions of yen Financial Section 2008 2007 2006 2005 2008 2004 For the year: Revenues Income before income taxes Net income ¥264,116 6,043 3,946 – – – – – – – – – – $2,641,156 – 60,427 – 39,459 At year-end: Total assets Total net assets ¥780,334 62,012 – – – – – – – $7,803,342 – 620,121 (Yen) Per share data: Basic net income Cash dividends Key indicators: Price Earnings Ratio Number of employees ¥ 183.25 44.00 7.14% 465 (U.S. Dollars) – – – – – – – $ – – – – – – – – – 1.83 0.44 1.The U.S. dollar amounts represent translation of Japanese yen, for convenience only, at the rate of ¥100=U.S.$1.00 in effect on March 31, 2008. 2) Non-Consolidated Year Summary NEC Leasing, Ltd. Years ended March 31 Thousands of U.S. dollars Millions of yen Contents 15 5-Year Summary 16 Operating and Financial Review 19 Consolidated Balance Sheet 21 Consolidated Statement of Income 22 Consolidated Statement of Changes in Net Assets 23 Consolidated Statement of Cash Flows 24 Notes to Consolidated Financial Statements 32 Non-Consolidated Balance Sheets (Non-Audited) 34 Non-Consolidated Statements of Income (Non-Audited) 35 Non-Consolidated Statement of Changes in Net Assets (Non-Audited) 36 Non-Consolidated Statement of Cash Flows (Non-Audited) 37 14 Report of Independent Auditors 2008 2007 2006 2005 2004 For the year: Revenues Income before income taxes Net income ¥264,112 6,044 3,947 ¥265,739 6,779 4,074 ¥265,310 9,026 5,302 ¥262,247 8,387 4,888 ¥260,105 $2,641,122 8,153 60,436 4,472 39,466 At year-end: Total assets Total net assets ¥780,335 62,013 ¥732,121 59,317 ¥725,722 56,104 ¥706,193 50,979 ¥717,884 $7,803,347 38,975 620,128 (Yen) Per share data: Basic net income Cash dividends ¥ 183.28 44.00 ¥ 189.21 44.00 ¥ 246.23 40.00 2008 (U.S. Dollars) ¥ 262.05 25.00 ¥ 248.47 $ 16.67 1.83 0.44 (%) Key indicators: Dividend Payout Ratio Price Earnings Ratio Number of employees Number of shares issued (Thousand shares) 24.0 7.14 23.3 12.90 16.2 10.92 9.5 8.22 6.7 – 465 21,533 477 21,533 479 21,533 475 21,533 472 12,000 1.The U.S. dollar amounts represent translation of Japanese yen, for convenience only, at the rate of ¥100=U.S.$1.00 in effect on March 31, 2008. 2.Basic net income per share has been adjusted to the stock split on a 1.5 for 1 basis effective as of October 1, 2004. 3.Dividends per share have been adjusted to the stock split on a 1.5 for 1 basis effective as of October 1, 2004. 4.Price earnings ratio up to the fiscal year ended March 31, 2004, when the Company was not listed in the stock market, is not disclosed. 15 Operating and Financial Review Annual Report 2008 executed increased 5.4% from the preceding year, to 1 Business Results 2 Forecasts for Fiscal Year stemming from rises in interest rates. ¥229,582 million, including a 34.4% jump in smallticket leasing from the year-ago period. This increase The Company established NL Asset Service Ltd., a was achieved despite aggressive competition for Ending March 31, 2009 (2) Loan Business Loans and installment sales increased 46.7% from wholly owned subsidiary, in October 2007 and has market share stemming from industry reorganization the year-ago period, to ¥2,771 million, reflecting prepared consolidated financial statements starting the and the expected impact as customers, including major increases in factoring and corporate financing. Gross 2008 remains unclear, primarily because of the fiscal year under review. Because a comparison of corporations, avoided leasing in the wake of changes profit after the deduction of funding costs, increased weakening stock market and sluggish real estate consolidated results with those of last year is to accounting and taxation systems. The Company 36.4% year on year, to ¥2,119 million. transactions following the global financial market unavailable, the following qualitative information is also achieved solid results in large structured financing based on individual performances. The consolidation and ABL (Asset Based Lending: a method for financing of the above subsidiary has had a minor impact on the inventories, trade receivables, equipment, or other Company’s performance for the fiscal year under income-generating business assets), areas which the million. A decline in cancellations and disposals as well avoiding leases because of the application of the new review. Company introduced in the fiscal year under review. as increases in allowance for the loss on disposition of lease accounting standards and changes in the operating assets offset higher revenues such as depreciation system for fiscal 2007. These factors commissions derived from finance schemes. would appear to suggest an increasingly difficult In terms of profit and loss, although contracts Operating Review executed in our Leasing Business increased over the The Japanese economy in the first half of the fiscal The outlook for the Japanese economy during fiscal turbulence stemming from the subprime lending (3) Other Business problem in the United States. The leasing industry is also concerned about the impact of customers Gross profit decreased 8.0% year on year, to ¥1,884 environment. preceding year, they were concentrated in the second year under review maintained a slow recovery enabled half. As results, net sales fell 0.6% year on year, to by rising capital spending and improved employment ¥264,112 million. Income before income taxes Medium-Term Business Plan (running from fiscal 2008 led by steady corporate earnings. During the second decreased to ¥6,044 million, because of an increase in to fiscal 2010). The initial year of fiscal 2008 is an half, however, the economy became increasingly funding costs stemming from higher interest rates and important period for building the foundations that will uncertain in the face of continuing rises in prices of an increase in doubtful accounts. Net income also fell lead to the successful execution of the plan. To this crude oil and other raw materials, disturbances in by 3.1%, to ¥3,947 million. end, the Company is focusing on improving profitability financial markets stemming from the subprime lending In response, the Company has prepared its Third by bolstering its existing simple and effective business A description of performance by business segment problem in the United States, a strengthening yen, model geared to sales finance. At the same time, we follows: falling stock prices, and other factors. are committed to offering value-added solutions to (1) Leasing Business In the leasing industry, recent capital outlays for customers by expanding our business portfolio into Leases decreased 1.3% year on year, to ¥244,195 lease equipment have continued to decrease million. Gross profit, after the deduction of funding advantage of the NEC brand value, which lies in our reflecting the severe circumstances. In the Company’s costs, decreased 9.4% year on year, to ¥12,652 million areas of core competence. Leasing Business, however, leasing contracts because of a substantial increase in funding cost Contracts executed by business Leasing business Other business Loan business Billion yen 600 500 400 541.7 2.4 472.8 469.2 3.3 3.0 Leasing business contracts executed by equipment Information and communication equipment Office equipment Others Billion yen 300 250.1 250 33.7 17.0 219.4 248.5 309.7 200 217.7 31.2 14.0 229.6 36.9 Operating assets by business Leasing business Billion yen 668.0 700 90.2 600 Loan business 682.8 115.3 709.3 139.2 500 200 250.1 217.7 229.6 100 0 172.5 169.1 100 2007 2008 0 Leasing business Other business Loan business Billion yen 300 264.1 265.3 265.7 17.1 17.3 16.4 250 1.8 1.9 2.8 2007 2008 0 Securitization Bonds CP Long-term loans Short-term loans Billion yen 664.6 700 0.5 629.1 629.7 0.6 10.0 600 Cost of funding ratio Cost of funding ratio (%) = Cost of funding ÷ average balance of interest-bearing debts % 1.2 1.01 1.0 0.77 370.4 384.2 400.1 0.8 400 246.2 577.8 567.5 570.1 247.4 244.2 0.6 100 50 2006 2007 2008 0 0.62 300 200 100 2006 Interest-bearing debts 500 200 50 2006 300 Revenue by business 150 150 199.4 Consequently, the Company forecasts net sales of 200 23.6 400 300 16 finance and asset services, and by taking full substantially compared with levels of previous years, 0.4 172.0 206.0 230.0 0.2 100 70.0 7.3 37.0 1.3 34.0 2006 2007 2008 0 2006 2007 2008 0.0 2006 2007 2008 17 Operating and Financial Review Consolidated Balance Sheet NEC Leasing, Ltd. March 31, 2008 ¥2,640 million, ordinary income of ¥6.5 billion, and net assets associated with an increase in contracts income of ¥3.8 billion for the fiscal year ending March executed. Assets 31, 2009. (Cash Flows from Investing Activities) Net cash used in investing activities was ¥17,234 3 Assets, Liabilities, and Net Assets million, with the outflow increasing ¥12,817 million from the year-ago result. The principal factor was an increase in investment securities acquired for the efficient management of funds. Total assets for the fiscal year ended March 31, 2008 increased by ¥48,213 million year on year, to ¥780,334 million. Current assets increased by ¥30,147 million, to (Cash Flows from Financing Activities) Net cash provided by financing activities, part of which was used for operating activities and investing ¥181,149 million, primarily reflecting an increase in activities, was ¥34,543 million, with the inflow outstanding loans, such as corporate finances and increasing by ¥36,943 million from the year-ago result. Current assets: Cash and cash equivalents Accounts receivable: Installment sales Loans (Note 11) Leases Other Allowance for doubtful accounts Deferred tax assets (Note 5) Other Total current assets Millions of yen Thousands of U.S. dollars (Note 1) 2008 2008 ¥ 13,202 $ 132,020 31,459 107,808 23,707 3 (1,624) 1,357 5,247 181,159 314,588 1,078,078 237,068 35 (16,244) 13,570 52,470 1,811,585 19,875 2,688 8,664 (1,874) 29,353 198,755 26,877 86,637 (18,736) 293,533 381,097 3,810,973 (2,842) 444 378,699 (28,420) 4,436 3,786,989 187,236 3,887 191,123 1,872,366 38,869 1,911,235 ¥780,334 $7,803,342 factoring. Fixed assets rose ¥18,065 million, to ¥599,185 million. The increase is primarily attributable to a ¥2,545 million increase in the outstanding leased assets associated with a rise in contracts executed to the end of the fiscal year and an increase in investment securities of ¥14,603 million. Investments and other assets: Investment securities (Note 3) Deferred tax assets (Note 5) Other Allowance for doubtful accounts Total investments and other assets Meanwhile, liabilities at the end of the fiscal year were up ¥45,517 million, to ¥718,322 million. This result was mainly a reflection of an increase in commercial paper of ¥24,000 million from the year-ago period. Net assets increased ¥2,696 million, to ¥62,012 million, mainly because of an increase in retrained earnings. 4 Cash Flow Status Cash and cash equivalents at the end of the fiscal Property and equipment, net: Leased assets Allowance for loss on disposal of leased property and equipment Owned assets Property and equipment, net Intangible assets: Computer programs leased to customers Other Total intangible assets year under review increased by ¥5,401 million year on year, to ¥13,196 million. The following is a description of cash flows and important factors: Total assets The accompanying notes are an integral part of these statements. (Cash Flows from Operating Activities) Net cash used in operating activities was ¥11,908 million, with the outflow increasing ¥8,776 million from the year-ago result. The major factor in this result was an increase in payments for the acquisition of lease 18 19 Consolidated Balance Sheet Consolidated Statement of Income NEC Leasing, Ltd. March 31, 2008 NEC Leasing, Ltd. Year ended March 31, 2008 Liabilities and net assets Current liabilities: Short-term borrowings (Note 4) Current portion of long-term debt (Note 4) Notes and accounts payable-trade (Note 11) Accrued income taxes Deposits received Other Total current liabilities Long-term liabilities: Long-term debt (Note 4) Accrued retirement benefits (Note 7) Other Total long-term liabilities Total liabilities Millions of yen Thousands of U.S. dollars (Note 1) Millions of yen Thousands of U.S. dollars (Note 1) 2008 2008 2008 2008 ¥230,483 137,138 28,841 1,569 5,239 14,459 417,729 $2,304,828 1,371,381 288,406 15,694 52,387 144,595 4,177,291 ¥244,195 2,771 17,150 264,116 $2,441,951 27,710 171,495 2,641,156 296,956 789 2,848 300,593 718,322 2,969,556 7,890 28,484 3,005,930 7,183,221 225,456 6,532 15,472 247,460 16,656 2,254,557 65,324 154,714 2,474,595 166,561 10,673 5,983 106,729 59,832 Net assets: Shareholders’ equity Common stock Authorized: 86,000,000 shares Issued: 21,533,400 shares Capital surplus Retained earnings Treasury stock, at cost: 150 shares Total shareholders’ equity 3,777 37,769 4,648 52,760 (0) 61,185 46,480 527,606 (4) 611,851 Valuation and translation adjustments Net unrealized gain on other marketable securities Deferred gains on hedging derivatives Total valuation and translation adjustments Total net assets 621 206 827 62,012 6,208 2,062 8,270 620,121 ¥780,334 $7,803,342 Total liabilities and net assets The accompanying notes are an integral part of these statements. Revenues: Leases Loans and installment sales Other Total revenues Costs: Leases Interest expense Other Total costs Gross profit Selling, general, and administrative expenses Operating income Other income (expenses): Interest and dividend income Interest expense Other, net Income before income taxes Income taxes (Note 5): Current Deferred Net income Amounts per share: Basic net income Cash dividends applicable to the year ¥ 31 (87) 116 6,043 304 (873) 1,164 60,427 3,186 (1,089) 2,097 31,861 (10,893) 20,968 3,946 $ 39,459 Yen U.S. dollars (Note 1) 2008 2008 ¥183.25 44.00 $1.83 0.44 The accompanying notes are an integral part of these statements. 20 21 Consolidated Statement of Changes in Net Assets Consolidated Statement of Cash Flows NEC Leasing, Ltd. Year ended March 31, 2008 NEC Leasing, Ltd. Year ended March 31, 2008 Millions of yen Balance at March 31, 2007 Net income Cash dividends Other, net Balance at March 31, 2008 Capital surplus Retained earnings 21,533 ¥3,777 ¥4,648 ¥49,762 – – – 3,946 – – – (948) – – – – 21,533 ¥3,777 ¥4,648 ¥52,760 Treasury stock Net Total unrealized Deferred gains on net assets gain on hedging other marketable derivatives securities ¥(0) ¥1,115 – – – – – (494) ¥(0) ¥ 621 ¥ 15 ¥59,317 – 3,946 – (948) 191 (303) ¥206 ¥62,012 Income before income taxes Thousands of U.S. dollars (Note 1) Shareholders’ Equity Valuation and translation adjustments Capital surplus Net Total unrealized Deferred gains on net assets gain on hedging other marketable derivatives securities $37,769 $46,480 $497,620 – – 39,459 – – (9,473) – – – $37,769 $46,480 $527,606 Treasury stock $(4) $11,152 $ 148 $593,165 – – – 39,459 – – – (9,473) – (4,944) 1,914 (3,030) $(4) $ 6,208 $2,062 $620,121 ¥ 6,043 $ 60,427 net cash used in operating activities: Depreciation and amortization Decrease in allowance for losses on disposal of leased property Increase in allowance for doubtful accounts Loss on sales/disposal of leased assets Proceeds from sales of leased assets Balance at March 31, 2007 Net income Cash dividends Other, net Balance at March 31, 2008 2008 Adjustments to reconcile income before income taxes to Loss on valuation of investments securities Retained earnings 2008 Cash flows from operating activities: Gain on sales of investment securities Common stock Thousands of U.S. dollars (Note 1) Valuation and translation adjustments Shareholders’ Equity Number of shares Common issued stock (Thousands of shares) Millions of yen Interest and dividend income Interest expense 215,768 2,157,677 1,125 11,250 356 3,560 4,335 43,354 (196) (1,955) 65 653 7,137 71,370 (29) (295) 6,620 66,197 (5,690) (56,895) Increase in loans receivable (18,322) (183,224) Purchases of leased assets (228,257) (2,282,571) Increase in installment sales receivable Other, net Subtotal Interest and dividend income received Interest paid Income taxes paid Net cash used in operating activities 8,520 85,200 (2,525) (25,252) 457 4,575 (7,055) (70,551) (2,790) (27,897) (11,913) (119,125) (949) (9,493) (16,661) (166,606) The accompanying notes are an integral part of these statements. Cash flows from investing activities: Purchases of owned assets Purchases of investment securities Other 386 3,859 (17,224) (172,240) Increase in short-term borrowings, net 23,891 238,906 Increase in long-term debt/bonds 74,115 741,148 (72,514) (725,145) 10,000 100,000 Net cash used in investing activities Cash flows from financing activities: Repayment of long-term debt/bonds Issuance of bond Cash dividends paid (948) (9,473) Net cash provided by financing activities 34,544 345,436 Net increase in cash and cash equivalents 5,407 54,071 Cash and cash equivalents at beginning of year 7,795 77,949 ¥ 13,202 $ 132,020 Cash and cash equivalents at end of year The accompanying notes are an integral part of these statements. 22 23 Notes to Consolidated Financial Statements Annual Report 2008 NEC Leasing, Ltd. Year ended March 31, 2008 1. Basis of Presentation NEC Leasing, Ltd. (the “Company”) maintains its books of account in accordance with the provisions set forth in the Corporation Law of Japan (the “Law”) , and the Financial Instruments and Exchange Law of Japan (formerly, the Securities and Exchange Law of Japan) and in conformity with accounting principles generally accepted in Japan (“Japanese GAAP”), which are different in certain respects as to the application and disclosure requirements of International Financial Reporting Standards. The accompanying consolidated financial statements have been compiled from the consolidated financial statements which were filed with the Director of the Kanto Local Finance Bureau as required by the Financial Instruments and Exchange Law of Japan. In preparing the accompanying consolidated financial statements, certain reclassifications and rearrangements have been made to the consolidated financial statements issued domestically in order to present them in a format that is more familiar to readers outside Japan. The translation of Japanese yen amounts into U.S. dollar amounts is included solely for convenience, as a matter of arithmetic computation only, at ¥100=U.S.$1.00, the approximate rate of exchange in effect on March 31, 2008. This translation should not be construed as a representation that Japanese yen amounts have been, could have been, or could in the future be, converted into U.S. dollar amounts at this or any other rate. 2. Summary of Significant Accounting Policies a) Consolidation The consolidated financial statements include the accounts of the following consolidated subsidiary for the year ended March 31, 2008: Consolidated subsidiary—NL Asset Service, Ltd. The consolidated subsidiary closes its book at March 31, the same financial year as the Company. All significant intercompany balances and transactions have been eliminated in consolidation. b) Revenue recognition Leases: Rental revenues from lease contracts with customers are recognized at the time the payments under the leases are due as stipulated in the lease contracts without regard to the actual collection of the rent. All leases are accounted for as operating leases. Installment sales: Operating revenues from installment sales and the related costs are recognized at the time of the contracts, and income on such contracts is deferred and allocated over the contract periods as the related installment receivables become due. c) Allocation of interest expense Interest expense on borrowings is allocated to operating expenses and other expenses based on the balances of the respective assets relating to operating and other activities. Interest expense is classified as an operating expense and is recorded net of the corresponding interest income from the respective operating assets. d) Allowance for doubtful accounts Allowance for doubtful accounts is recorded based on historical experience to provide for provable losses on bad debts related to receivables in the normal course of business, and at an estimate of the uncollectible amounts after a review of the collectibility of specific doubtful receivables. 24 e) Allowance for loss on disposal of leased assets Allowance for loss on disposal of leased assets is recorded based on historical experience in order to provide for provable losses on bad debts related to ordinary assets, and at an estimated amount based on a review of the leased assets to be disposed of. f) Cash and cash equivalents Cash and cash equivalents consist of callable cash deposits at banks and short-term investments with original maturities of three months or less which are readily convertible into cash with only an insignificant risk of any change in their value. g) Lease accounting The Company accounts for all finance leases as operating leases, except when the leased property is to be transferred to the lessee. Under the Japanese accounting standard for leases, finance leases which transfer the ownership of the leased property to the lessee are to be capitalized, whereas other finance leases are permitted to be accounted for as operating leases if certain “as if capitalized” information is disclosed in the notes to the consolidated financial statements. The leased assets and computer programs leased to customers are initially recorded at acquisition cost and depreciated over the term of each lease on a straight-line basis. h) Marketable and investment securities Marketable and investment securities are classified into two categories. These securities are accounted for as follows: 1. Held-to-maturity securities Held-to-maturity securities are stated at amortized cost. 2. Available-for-sale securities Marketable available-for-sale securities are reported at fair value, with any unrealized gain or loss, net of the applicable taxes, reported as a separate component of net assets. The cost of securities sold is determined by the movingaverage method. Non-marketable available-for- sale securities are stated at cost determined by the moving-average method. i) Property and equipment Property and equipment owned and used by the Company is stated at cost less accumulated depreciation. Depreciation of owned assets is computed by the declining-balance method over the respective useful lives of the assets which range from five to six years. j) Computer software Costs related to software purchased for internal use are amortized by the straight-line method over an estimated useful life of five years. k) Accounting for derivatives The Company utilizes derivative financial instruments principally in order to mitigate the risk of fluctuation in interest rates on borrowings. The Company has established entity level controls which includes policies and procedures for risk assessment in accordance with the Company’s rules for interest-rate swap transactions. Under these rules, the Company conducts transactions within a certain range and places limits on the applicable assets and liabilities based on the actual demand. In addition, the Company also assesses the effectiveness of the hedging and verifies the approval, reporting and monitoring of all transactions involving derivatives. The Company does not hold or issue derivative financial instruments for trading purposes. Derivatives are carried at fair value with any changes in unrealized gain or loss credited or charged to operations, except for those which meet the criteria for deferral hedge accounting under which unrealized gain or loss is deferred as a separate component of net assets. l) Retirement benefit plan Employees’ retirement benefits: The Company has a defined-benefit corporate pension plan which is essentially a defined-benefit plan with guaranteed benefits and definedcontribution pension plan as well as a severance 25 Notes to Consolidated Financial Statements Annual Report 2008 NEC Leasing, Ltd. Year ended March 31, 2008 indemnity plan covering virtually all employees other than directors and corporate auditors. Under the terms of these plans, eligible employees upon retirement are entitled to lump-sum severance payments or annuity pension payments based on their level of compensation upon termination and their years of service with the Company. To provide a portion of the lump-sum benefits or annuity payments, the Company participates in the NEC corporate pension fund established for NEC group companies in accordance with the Welfare Pension Insurance Law. Accrued retirement benefits have been provided for employees’ retirement benefits, based on an estimate of the projected benefit obligation and the pension plan assets at the end of the year. 3. Investment Securities 4. Short-Term Borrowings and Long-Term Debt Investment securities at March 31, 2008 consisted of the following: Non-current: Available-for-sale securities Held-to-maturity securities Non-marketable securities Total Millions of yen Thousands of U.S. dollars 2008 2008 ¥ 1,760 15,000 3,115 ¥19,875 $ 17,598 150,000 31,157 $198,755 The acquisition cost and aggregate fair value of securities with readily determinable market value at March 31, 2008 were as follows: Acquisition cost Unrealized gain Unrealized loss Fair value Millions of yen m) Income taxes Income taxes are calculated based on taxable income and charged to income on an accrual basis. Deferred income tax assets and liabilities are calculated to determine the temporary differences between the financial reporting and the tax bases of the assets and liabilities which will result in taxable or deductible amounts in the future. Calculations of deferred tax assets and liabilities are based on the enacted tax laws. Available-for-sale securities: Equity securities ¥712 Acquisition cost ¥1 Unrealized gain Unrealized loss ¥1,760 $7,120 $10,486 $8 $17,598 Unrealized gain Unrealized loss Fair value Millions of yen Held-to-maturity securities: Debt securities ¥15,000 – ¥3,006 2008 2008 ¥ 483 230,000 ¥230,483 $ 4,828 2,300,000 $2,304,828 Weightedaverage interest rate 2.85% 0.79% – Long-term debt at March 31, 2008 consisted of the following: Long-term loans, principally from banks Unsecured bonds Total Less current portion Millions of yen Thousands of U.S. dollars 2008 2008 ¥400,094 34,000 434,094 137,138 ¥296,956 $4,000,937 340,000 4,340,937 1,371,381 $2,969,556 Weightedaverage interest rate 1.26% 1.33% – – – The aggregate annual maturities of long-term debt subsequent to March 31, 2008 are summarized as follows: Year ending March 31, 2009 2010 2011 2012 2013 2014 and thereafter Millions of yen Thousands of U.S. dollars ¥137,138 88,439 77,287 67,009 47,800 16,421 ¥434,094 $1,371,381 884,392 772,869 670,091 477,992 164,212 $4,340,937 No assets were pledged as collateral for secured debt at March 31, 2008. Carrying amount Held-to-maturity securities: Debt securities Unrealized gain Unrealized loss Fair value $150,000 – $30,060 $119,940 Non-marketable securities whose fair value was not readily determinable at March 31, 2008 were as follows: Carrying value Non-marketable securities: Equity securities Other Total 26 Thousands of U.S. dollars ¥11,994 Thousands of U.S. dollars Cash dividends per share presented in the accompanying statements of income, including the dividends to be paid subsequent to the end of the year, are stated as applicable to the respective years. Short-term loans from banks Commercial paper Total Millions of yen Fair value Held-to-maturity securities with readily determinable market value at March 31, 2008 were as follows: n) Per share data Diluted net income per share has not been disclosed because no potentially dilutive shares were outstanding. Short-term borrowings at March 31, 2008 were as follows: Thousands of U.S. dollars Available-for-sale securities: Equity securities Carrying amount Basic net income per share is calculated by dividing the net income available to shareholders of common stock by the weighted-average number of shares of common stock outstanding during for the year. ¥1,049 5. Income Taxes Millions of yen Thousands of U.S. dollars 2008 2008 ¥2,675 440 ¥3,115 The Company is subject to Japanese national and local income taxes which, in the aggregate, resulted in a statutory tax rate of approximately 40.5% for the year ended March 31, 2008. The tax effects of significant temporary differences which resulted in deferred tax assets and liabilities at March 31, 2008 were as follows: Millions of yen Thousands of U.S. dollars 2008 2008 Deferred tax assets: Property and equipment Allowance for doubtful accounts Accrued retirement benefits for employees Accrued bonuses Accrued business tax Other Total deferred tax assets ¥1,320 766 320 215 126 1,858 ¥4,605 $13,202 7,657 3,195 2,154 1,263 18,581 $46,052 Deferred tax liabilities: Net unrealized gain on other marketable securities Other Total deferred tax liabilities Net deferred tax assets (420) (140) (560) ¥4,045 (4,202) (1,403) (5,605) $40,447 Reconciliation between the statutory income tax rate and the effective income tax rate as a percentage of income before income tax and minority interests is as follows: 2008 Statutory income tax rate Expenses not deductible for tax purposes Per capita inhabitants tax Increase in deferred tax asset due to valuation of allowance Other Actual effective income tax rate 40.5% 0.4 0.2 (6.1) (0.3) 34.7% At March 31, 2008, the Company had overdraft facilities or line-of-credit agreements with 29 financial institutions which were set up in order to procure working capital effectively. The unused committed lines of credit under such agreements at March 31, 2008 totaled ¥188,929 million ($1,889,286 thousand). $26,754 4,403 $31,157 27 Notes to Consolidated Financial Statements Annual Report 2008 NEC Leasing, Ltd. Year ended March 31, 2008 6. Derivatives (1) Objectives of derivative instruments The Company enters into derivative instruments including interest rate swaps associated with its financing activities, and credit default swaps and currency-linked derivatives that are embedded in structured bonds associated with its investing activities. The Company’s operating assets are comprised principally of those with fixed income such as leased assets. However, it primarily utilizes variable-rate debt obligations to raise its funds. The variable-rate debt obligations expose the Company to variability in cash flows as well as profit margin due to change in interest rates. To manage the variability in cash flows caused by interest rate changes, the Company enters into interest rate swaps. The Company does not hold and issue derivative instruments for trading purposes. The Company accounts for the interest rate swaps by using the hedge accounting, which is more fully discussed in note 2. k). Hedging instruments and hedged items are as follows: Hedging instruments: interest rate swaps Hedged items: variable-rate debt obligations The Company evaluates risk of default as well as other characteristics of derivative instruments embedded within its structured bonds. instruments since the counterparties are internationally recognized financial institutions with limited risk of default. Credit default swaps and currency-linked derivatives embedded in structured bonds are exposed to market risks and credit risks. The market risks include risks of decline in the market value of the structured bonds as well as reduction in future interest income to be received due to changes in foreign exchange and credit default swaps markets. Credit risks include risks that principal amounts of debt securities are not repaid upon an occurrence of credit events under the credit default swap agreement. However, the Company monitors the credit default swap market to assess and evaluate the likelihood of credit events. The Company enters into derivative instruments in accordance with its internal policies. The policies include the objectives for derivative instruments, risk management policies and procedures (including authorization, responsibilities and reporting). In addition, the Company maintains segregation of duties by assigning different employees in the Finance Business Division with the authority to enter into derivative instruments separate from employees responsible for bookkeeping. March 31, 2008 Amount of Contract Gain Loss Fair value Millions of yen The nature of the Company’s derivative instruments generally have both market and credit risks. The Company primarily uses pay-fixed, receive-variable interest rate swaps to effectively change variable-rate debt obligations to fixed-rate debt obligations. Through these swaps, market risks resulted from mismatching cash due under borrowings and cash collected from lessees and other debtors are offset against the effect of hedging derivative instruments. Due to the hedging objectives, gains or losses from derivative instruments caused by market risks will not significantly affect the Company’s operating results. The Company does not expect an event of nonperformance by counterparties to derivative 28 8. Lease Transactions The Company has a defined-benefit corporate pension plan, which consists of a defined-benefit plan with guaranteed benefits and definedcontribution pension plan, as well as a severance indemnity plan covering virtually all employees other than directors and corporate auditors. Under the terms of these plans, eligible employees are entitled to lump-sum payments or annuity payments based on their level of compensation upon termination and their years of service with the Company. Finance leases which do not transfer ownership to the lessees are accounted for in the same manner as operating leases. Information relating to finance leases of the Company as of and for the year ended March 31, 2008 is summarized as follows: In April 2007, the Company transferred part of the defined-benefit pension plans to definedcontribution pension plans. No past service liability has been incurred as a result of the transfer to defined-contribution pension plans. (3) Risk management policy Structured debt at fair value at March 31, 2008 was as follows: (2) Risks associated with derivative instruments 7. Accrued Retirement Benefits Credit default swap and others March 31, 2008 ¥7,000 Amount of Contract – Gain ¥352 ¥6,648 Loss Fair value Accrued retirement benefits for employees at March 31, 2008 consisted of the following: Reconciliation Projected benefit obligation Fair value of pension plan assets Unfunded retirement benefit obligation Unrecognized actuarial loss Accrued retirement benefits Millions of yen Thousands of U.S. dollars 2008 2008 ¥(2,509) 1,439 (1,070) 281 ¥ (789) $(25,091) 14,389 (10,702) 2,812 $ (7,890) Millions of yen Thousands of U.S. dollars 2008 2008 The Company as lessor: Acquisition cost Accumulated depreciation Net carrying amount ¥1,226,397 $12,263,972 660,849 6,608,492 ¥ 565,548 $ 5,655,480 Future lease payments Future lease payments due within one year ¥ 575,403 $ 5,754,029 198,480 1,984,800 Rental revenues Depreciation expense Rental revenues attributable to finance income ¥ 229,566 $ 2,295,658 166,578 1,665,780 The Company as lessee: Acquisition cost Accumulated depreciation Net carrying amount 17,743 ¥ ¥ 177,427 218 $ 178 40 $ 2,182 1,779 403 Future lease payments Future lease payments due within one year ¥ 44 $ 33 441 333 Lease payments Depreciation expense Lease payments attributable to interest expense ¥ 47 $ 42 469 417 3 35 The components of net periodic benefit costs for the year ended March 31, 2008 were as follows: Components of net periodic retirement benefit expense: Service cost Interest cost Expected return on pension plan assets Amortization of actuarial loss Amortization of prior service cost Other Net periodic retirement benefit expense Millions of yen Thousands of U.S. dollars 2008 2008 ¥127 62 (41) 57 – 27 ¥232 $1,267 617 (413) 575 – 271 $2,317 Thousands of U.S, Dollars Credit default swap and others $70,000 – $3,515 $66,485 1. The fair value is determined based on quoted prices provided by dealers and other financial institutions. 2. Credit default swaps are derivatives embedded in structured debt. 3. The structured debt is carried at fair value, and any unrealized losses are included in net income. The major assumptions used in the calculation of the projected benefit obligation were as follows: 2008 Method of attributing projected benefits to years of service Discount rate at end of year Expected rate of return on pension plan assets Amortization of prior service cost Point basis and straight-line method 2.5% 2.5% Charged to income for the year Amortization of actuarial gain (loss) Charged to income for the following year 29 Notes to Consolidated Financial Statements Annual Report 2008 NEC Leasing, Ltd. Year ended March 31, 2008 9. Segment Information 10. Legal Reserve and Retained Earnings, and Dividends a) Industry Segments 2008 Leasing Loans Other Total Elimination and/or corporate Consolidated Millions of yen Revenues Revenues from customers Intersegment revenues Total ¥244,195 – 244,195 ¥ 2,771 – 2,771 ¥17,150 0 17,150 ¥264,116 0 264,116 Operating expenses Operating income 238,239 5,956 2,109 662 16,951 199 257,299 6,817 Assets Depreciation Capital expenditures 593,766 215,291 230,224 142,263 175 140 21,210 202 161 757,239 215,668 230,525 Leasing Loans 2008 Other Total ¥ – (0) (0) ¥264,116 – 264,116 834 (834) 258,133 5,983 23,095 100 80 Elimination and/or corporate 780,334 215,768 230,605 The Law provides that earnings in an amount equal to at least 10 percent of appropriations of retained earnings to be paid as dividends should be appropriated as a capital surplus or a legal reserve until the total of capital surplus and legal reserve equals 25 percent of stated common stock. In addition to transfer from capital surplus to stated common stock, either capital surplus or legal reserve may be available for dividends by resolution of the shareholders’ meeting. 12. Subsequent Event On April 28, 2008, the Company established Reboot Technology Services Limited, a 50% owned joint venture with Macquarie Capital Finance Japan Limited. The total amount of invested capital was ¥100 million. Consolidated Thousands of dollars Revenues Revenues from customers Intersegment revenues Total $2,441,951 – 2,441,951 $27,710 – 27,710 $171,495 4 171,499 $2,641,156 4 2,641,160 Operating expenses Operating income 2,382,386 59,565 21,091 6,619 169,509 1,990 2,572,986 68,174 Assets Depreciation Capital expenditures 5,937,656 2,152,903 2,302,243 1,422,634 1,750 1,397 212,098 2,022 1,615 7,572,388 2,156,675 2,305,255 •Segment categories are defined according to lines of business. •Business segments are classified as follows: a) Leasing—leasing of office equipments and industrial machinery, etc. b) Loans—loans, factoring and installment sales, etc. c) Other—sales of used equipments of off-leased or terminated leasing contract and collection of maintenance fees, etc. •Operating expenses unable to be distributed to a certain segment in elimination and/or corporate are ¥834 million ($8,341 thousand); a large portion of these expenses are selling, general, and administrative expenses used for administrative departments. •Assets for whole company in elimination and/or corporate are ¥23,105 million ($231,055 thousand), and a large portion of these assets are extra funds (cash and cash equivalents) and longterm investments (investment securities). •Capital expenditures include payments for longterm prepaid expenses. 30 $ – (4) (4) $2,641,156 – 2,641,156 8,338 (8,342) 2,581,324 59,832 230,954 1,002 800 7,803,342 2,157,677 2,306,055 b) Geographical Segments The Company has no subsidiaries or branches in foreign countries. c) Revenues from Foreign Customers There is no revenue from foreign customers. 11. Related Party Transactions The year ended March 31, 2008: The Company procured equipment for lease transactions from NEC Corporation, at transaction amount of ¥64,040 million ($640,400 thousand) and the outstanding balance of ¥17,035 million ($170,352 thousand) at the year end has been included in “Accounts payable-trade.” The Company entered into factoring contracts with NEC Corporation at transaction amount of ¥17,483 million ($174,826 thousand) and the outstanding balance of ¥3,639 million ($36,386 thousand) at the year end has been included in “Accounts receivable-loans.” The Company also entered into factoring contracts with certain group companies, (NEC Saitama, Ltd., NEC Personal Products, Ltd., and NEC Wireless Networks, Ltd.) at aggregate net investments of ¥11,043 million ($110,432 thousand), ¥9,685 million ($96,849 thousand), and ¥9,081 million ($90,815 thousand), respectively, and the outstanding balances at the year end have been included in “Accounts receivable-loans” of ¥3,750 million ($37,504 thousand), ¥1,756 million ($17,563 thousand) and ¥2,006 million ($20,056 thousand), respectively. The Company procured equipment for lease transactions from a group company, NEC Nexsolutions, Ltd. at transaction amount of ¥8,633 million ($86,333 thousand) and the outstanding balance of ¥1,498 million ($14,983 thousand) at the year end has been was included in “Accounts payable-trade.” 31 Non-Consolidated Balance Sheets (Non-Audited) Annual Report 2008 NEC Leasing, Ltd. March 31, 2008 and 2007 Thousands of U.S. dollars (Note 1) Millions of yen Assets Current assets: Cash and cash equivalents Accounts receivable: Installment sales Loans Leases Other Allowance for doubtful accounts Deferred tax assets Other Total current assets Investments and other assets: Investment securities Investments in stocks of subsidiaries and affiliated companies Deferred tax assets Other Allowance for doubtful accounts Total investments and other assets Property and equipment, net: Leased assets Allowance for loss on disposal of leased property and equipment Owned assets Property and equipment, net Intangible assets: Computer programs leased to customers Other Total intangible assets Total assets 32 2008 ¥ 13,196 31,459 107,808 23,706 0 (1,624) 1,357 5,247 181,149 2007 ¥ 7,795 25,771 89,485 24,267 33 (1,262) 1,124 3,788 151,001 2008 $ 131,964 314,588 1,078,078 237,066 0 (16,244) 13,570 52,470 1,811,492 19,876 5,272 198,755 10 2,687 8,664 (1,874) 29,363 – 1,623 9,323 (1,880) 14,338 100 26,874 86,638 (18,736) 293,631 381,097 381,307 3,810,973 (2,842) 444 378,699 (1,944) 557 379,920 (28,420) 4,436 3,786,989 187,237 3,887 191,124 182,830 4,032 186,862 1,872,366 38,869 1,911,235 ¥780,335 ¥732,121 $7,803,347 Thousands of U.S. dollars (Note 1) Millions of yen Liabilities and net assets Current liabilities: Short-term borrowings Current portion of long-term debt Notes and accounts payable – trade Accrued income taxes Deposits received Other Total current liabilities Long-term liabilities: Long-term debt Accrued retirement benefits Other Total long-term liabilities Total liabilities 2008 2007 2008 ¥230,483 137,138 28,841 1,569 5,239 14,459 417,729 ¥206,592 71,291 24,619 1,321 3,146 12,329 319,298 $2,304,829 1,371,381 288,406 15,693 52,387 144,594 4,177,290 296,956 789 2,848 300,593 718,322 351,202 757 1,547 353,506 672,804 2,969,556 7,890 28,483 3,005,929 7,183,219 Net assets: Shareholders’ equity Common stock Authorized: 86,000,000 shares Issued: 21,533,400 shares Capital surplus Retained earnings Treasury stock, at cost: 150 shares Total shareholders’ equity 3,777 3,777 37,769 4,648 52,761 (0) 61,186 4,648 49,762 (0) 58,187 46,480 527,613 (4) 611,858 Valuation and translation adjustments Net unrealized gain on other marketable securities Deferred gains on hedging derivatives Total valuation and translation adjustments Total net assets 621 206 827 62,013 1,115 15 1,130 59,317 6,208 2,062 8,270 620,128 ¥780,335 ¥732,121 $7,803,347 Total liabilities and net assets 33 Non-Consolidated Statements of Income (Non-Audited) Non-Consolidated Statement of Changes in Net Assets (Non-Audited) NEC Leasing, Ltd. Years ended March 31, 2008 and 2007 NEC Leasing, Ltd. Year ended March 31, 2007 Thousands of U.S. dollars (Note 1) Millions of yen 2008 Revenues: Leases Loans and installment sales Other Total revenues Costs: Leases Interest expense Other Total costs Gross profit ¥247,390 1,889 16,460 265,739 $2,441,951 27,711 171,460 2,641,122 225,443 6,532 15,481 247,456 16,656 228,649 4,853 14,662 248,164 17,575 2,254,425 65,324 154,810 2,474,559 166,563 10,672 5,984 10,543 7,032 106,722 59,841 30 (87) 117 6,044 32 (52) (233) 6,779 304 (872) 1,163 60,436 3,186 (1,089) 2,097 2,516 189 2,705 31,860 (10,890) 20,970 Other income (expenses): Interest and dividend income Interest expense Other, net Income before income taxes Income taxes: Current Deferred ¥ 3,947 ¥ 4,074 Yen Amounts per share: Basic net income Cash dividends applicable to the year 34 2008 ¥244,195 2,771 17,146 264,112 Selling, general, and administrative expenses Operating income Net income 2007 Millions of yen $ Valuation and translation adjustments Shareholders’ Equity Number of shares Common issued stock (Thousands of shares) Balance at March 31, 2006 Net income Cash dividends Other, net Balance at March 31, 2007 Capital surplus Retained earnings 21,533 ¥3,777 ¥4,648 ¥46,635 – – – 4,074 – – – (947) – – – – 21,533 ¥3,777 ¥4,648 ¥49,762 Treasury stock Net Total unrealized Deferred gains on net assets gain on hedging other marketable derivatives securities ¥(0) ¥1,044 – – – – – 71 ¥(0) ¥1,115 – ¥56,104 – 4,074 – (947) 15 86 ¥15 ¥59,317 39,466 U.S. dollars (Note 1) 2008 2007 ¥183.28 44.00 ¥189.21 44.00 2008 $1.83 0.44 35 Non-Consolidated Statement of Cash Flows (Non-Audited) NEC Leasing, Ltd. Year ended March 31, 2007 Millions of yen 2007 Cash flows from operating activities: Income before income taxes ¥ 6,779 Adjustments to reconcile income before income taxes to net cash used in operating activities: Depreciation and amortization 217,566 Decrease in allowance for losses on disposal of leased property (77) Increase in allowance for doubtful accounts 240 Loss on sales/disposal of leased assets 5,622 Proceeds from sales of leased assets 5,830 Interest and dividend income (31) Interest expense 4,905 Increase in installment sales receivable (887) Increase in loans receivable (24,227) Purchases of leased assets (215,460) Other, net 5,092 Subtotal 5,352 Interest and dividend income received 31 Interest paid (5,026) Income taxes paid (3,488) Net cash used in operating activities (3,131) Cash flows from investing activities: Purchases of owned assets (2,077) Other (2,340) Net cash used in investing activities (4,417) Cash flows from financing activities: Increase in short-term borrowings, net 24,592 Increase in long-term debt/bonds 96,616 Repayment of long-term debt/bonds (122,661) Cash dividends paid (947) Net cash used in financing activities Net decrease in cash and cash equivalents (9,948) Cash and cash equivalents at beginning of year 17,743 Cash and cash equivalents at end of year 36 (2,400) ¥ 7,795 37 Corporate Information Stock Information (as of March 31, 2008) (as of March 31, 2008) Corporate data Stock information Operation Started November 30, 1978 Paid-in Capital ¥3,776 million Representative Tomoyuki Kato, President Employees 465 Main Business Leasing business 86,000,000 shares Number of shares issued 21,533,400 shares Number of shares of one unit 100 shares Number of shareholders Leasing of information and communication equipment, office equipment, industrial equipment and various other equipment Main Banks Number of shares authorized 5,618 Principal shareholders Shareholders Number of shares (Thousands) Voting rights (%) Installment sales and factoring, business loans, collection agency NEC Corporation 8,110 37.66 services, and others Sumitomo Mitsui Finance and Leasing Co., Ltd. 5,390 25.03 Sumitomo Mitsui Banking Corporation The Master Trust Bank of Japan, Ltd. 904 4.20 The Bank of Tokyo-Mitsubishi UFJ, Ltd. Goldman Sachs International 847 3.94 The Sumitomo Trust and Banking Co., Ltd. Japan Trustee Services Bank, Ltd. 445 2.07 Mizuho Corporate Bank, Ltd. Trust & Custody Services Bank, Ltd. 373 1.73 The Norinchukin Bank, and others Northern Trust Company (AFVC) Sub-account American Clientst 341 1.59 The Nomura Trust and Banking Co., Ltd. 237 1.10 The Sumitomo Trust and Banking Co., Ltd. 229 1.07 Citibank London S.A. Stitching Shell Pension Fund 227 1.06 Network Head Office Branches Offices Hokkaido Branch Kanagawa Branch Kobe Branch Aomori Office Tohoku Branch Shizuoka Branch Chugoku Branch Yamagata Office Nishitokyo Branch Chubu Branch Shikoku Branch Hamamatsu Office Kanto Branch Hokuriku Branch Kyushu Branch Fukui Office Niigata Branch Kansai Branch Kumamoto Branch Oita Office Chiba Branch Kyoto Branch Minamikyushu Branch Nagasaki Office Share distribution by type of shareholder Individuals / private and other investors Securities companies 0.39% 8.80% Financial institutions 13.70% Miyazaki Office Non-resident investors Other corporations 14.27% IR information http://www.nec-lease.co.jp/english/index.html Stock price and trading volume 62.84% (From April 2007 to June 2008) Stock price (Yen) Trading volume (Thousands of shares) 3,000 1,000 2,400 800 1,800 600 1,200 400 600 200 The Company offers ample IR information to its shareholders and investors through the Company’s website. The website discloses useful information such as its management policies, financial results, share information and other information for the shareholders and investors to better understand the Company. 0 4 2007 38 5 6 7 8 9 10 11 12 1 2 3 4 5 6 0 2008 39 NEC Leasing, Ltd. NEC Sumisei Bldg, 29-11, Shiba 5-chome, Minato-ku, Tokyo 108-0014, Japan Tel. +81 (0)3-5476-5625 http://www.nec-lease.co.jp/ This annual report is printed on recycled paper. Printed in Japan
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