Consolidated Balance Sheets-continued As of March 31, As of September 30, Liabilities Current liabilities Accounts payable - trade 121,688 89,932 Shor
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1 3. Consolidated Financial Statements (1) Consolidated Balance Sheets As of March 31, As of September 30, Assets Current assets Cash and deposits 148, ,829 Notes and accounts receivable - trade 403, ,922 Lease receivables and investment assets 14,477 14,633 Securities 26,000 40,100 Inventories 26,676 55,441 Deferred tax assets 39,382 49,934 Deposits paid 121, ,162 Other 65,490 74,495 Allowance for doubtful accounts (2,614) (3,280) Total current assets 842, ,238 Non-current assets Property, plant and equipment Data communucation facilities, net 89,503 87,733 Buildings and structures, net 89,890 86,482 Machinery, equipment and vehicles, net 19,019 16,897 Tools, furniture and fixtures, net 16,995 15,179 Land 60,576 60,366 Construction in progress 21,548 26,346 Other, net 5,041 5,495 Total property, plant and equipment 302, ,501 Intangible assets Software 250, ,490 Software in progress 48,295 55,015 Goodwill 168, ,561 Other 67,494 56,256 Total intangible assets 535, ,323 Investments and other assets Investment securities 83,599 69,864 Net defined benefit asset 1,508 1,586 Deferred tax assets 44,735 56,003 Other 50,531 50,031 Allowance for doubtful accounts (669) (707) Total investments and other assets 179, ,778 Total non-current assets 1,017, ,603 Total assets 1,860,319 1,827,
2 Consolidated Balance Sheets-continued As of March 31, As of September 30, Liabilities Current liabilities Accounts payable - trade 121,688 89,932 Short-term loans payable 51,627 54,090 Current portion of long-term loans payable 29,245 46,410 Income taxes payable 33,158 28,229 Advances received 167, ,521 Provision for loss on order received 5,356 3,783 Other 128, ,534 Total current liabilities 537, ,501 Non-current liabilities Bonds payable 210, ,066 Long-term loans payable 109,451 83,332 Deferred tax liabilities 23,327 19,511 Net defined benefit liability 185, ,485 Provision for directors' retirement benefits Other 19,621 20,024 Total non-current liabilities 549, ,216 Total liabilities 1,086,648 1,093,718 Net assets Shareholders' equity Capital stock 142, ,520 Capital surplus 139, ,051 Retained earnings 452, ,821 Treasury shares (0) (0) Total shareholders' equity 734, ,392 Accumulated other comprehensive income Valuation difference on available-for-sale securities 32,522 27,299 Deferred gains or losses on hedges (7,527) (30,707) Foreign currency translation adjustment 36,552 5,258 Remeasurements of defined benefit plans (38,805) (36,662) Other (16,107) (14,145) Total accumulated other comprehensive income 6,635 (48,956) Non-controlling interests 32,762 28,688 Total net assets 773, ,124 Total liabilities and net assets 1,860,319 1,827,
3 (2) Consolidated Statements of Income and Comprehensive Income September 30, 2015 September 30, Net sales 743, ,674 Cost of sales 566, ,291 Gross profit 176, ,382 Selling, general and administrative expenses 145, ,042 Operating income 31,105 45,339 Non-operating income Interest income Dividend income 1,455 1,478 Other 2,326 2,977 Total non-operating income 4,299 5,122 Non-operating expenses Interest expenses 2,645 2,730 Other 1,524 2,645 Total non-operating expenses 4,170 5,375 Ordinary income 31,234 45,086 Extraordinary income Gain on sales of investment securities - 15,073 Total extraordinary income - 15,073 Extraordinary losses Acquisition expenses - 12,750 Loss on restructuring of subsidiaries and affiliates - 2,452 Total extraordinary losses - 15,203 Net income before income taxes 31,234 44,956 Income taxes 14,706 14,989 Net income 16,528 29,967 Net income attributable to Net income attributable to owners of parent 15,749 29,060 Net income attributable to non-controlling interests Other comprehensive income Valuation difference on available-for-sale securities (2,930) (5,320) Deferred gains or losses on hedges 77 (23,177) Foreign currency translation adjustment (10,240) (31,022) Remeasurements of defined benefit plans, net of tax 1,464 1,982 Share of other comprehensive income of entities accounted for using equity method 15 (502) Other 316 1,961 Total other comprehensive income (11,297) (56,078) Comprehensive income 5,231 (26,111) Comprehensive income attributable to Comprehensive income attributable to owners of parent 4,387 (26,658) Comprehensive income attributable to non-controlling interests
4 (3) Consolidated Statements of Cash Flows September 30, 2015 September 30, Cash flows from operating activities Net Income before income taxes 31,234 44,956 Depreciation 73,899 74,623 Loss on retirement of non-current assets 4,018 1,400 Increase (decrease) in net defined benefit liability 4,991 7,779 Interest expenses 2,645 2,730 Decrease (increase) in notes and accounts receivable - trade 51,138 75,268 Decrease (increase) in inventories (23,316) (29,030) Increase (decrease) in notes and accounts payable - trade (20,851) (24,327) Increase (decrease) in advances received 31,494 19,889 Increase (decrease) in accrued consumption taxes (18,016) (6,478) Other, net 13,088 (4,525) Subtotal 150, ,287 Interest and dividend income received 2,105 1,921 Interest expenses paid (2,699) (2,776) Income taxes (paid) refund (15,926) (33,032) Net cash provided by (used in) operating activities 133, ,400 Cash flows from investing activities Purchase of property, plant and equipment (20,116) (34,449) Purchase of intangible assets (38,868) (41,787) Proceeds from sales of investment securities 4,050 20,582 Purchase of shares of subsidiaries resulting in change in scope of consolidation (27,517) (5,703) Net decrease (increase) in time deposits (726) 1,300 Net decrease (increase) in short-term deposits paid - (20,000) Other, net (3,020) 2,372 Net cash provided by (used in) investing activities (86,198) (77,685) Cash flows from financing activities Redemption of bonds (40,000) - Proceeds from long-term loans payable ,127 Repayments of long-term loans payable (224) (25,222) Net increase (decrease) in short-term loans payable (9,978) 5,692 Repayments of lease obligations (939) (1,795) Cash dividends paid (8,417) (11,218) Payments from changes in ownership interests in subsidiaries that do not result in change in scope of consolidation (75) (4,554) Proceeds from changes in ownership interests in subsidiaries that do not result in change in scope of consolidation 92 2,481 Other, net (421) (574) Net cash provided by (used in) financing activities (59,553) (13,064) Effect of exchange rate change on cash and cash equivalents (4,413) (9,880) Net increase (decrease) in cash and cash equivalents (16,358) 27,770 Cash and cash equivalents at beginning of period 250, ,553 Cash and cash equivalents at end of period 234, ,
5 (4) Notes to quarterly consolidated financial statements (Notes to Going Concern Assumptions) N/A (Notes to Significant Changes in Shareholder s Equity) Resolution Ordinary General Meeting of Shareholders on June 22, Stock Type Total amount of Dividend ( million) Dividends per share ( ) Common stock 11, Record Date Effective Date Dividend Sources March 31, June 23, Retained earnings (Material Subsequent Events) (Conversion of Dell Systems Corporation into subsidiaries and acceptance of transfer of IT services r elated businesses) On November 2, (US time) NTT Data, which submits quarterly consolidated financial statements, acquired all of the shares outstanding of Dell System Corporation through our North American subsidiary, NTT DATA, Inc. Also our company acquired all of the shares outstanding of Dell Technology & Solutions Limited and Dell Services Pte. Ltd., through our Netherlands subsidiary, NTT DATA Services International Holdings B.V. Also, our company acquired all of the stakes of U.S. Services L.L.C. through our North American subsidiary, NTT DATA International L.L.C., and NTT DATA Inc. Additionally, our company acquired the Dell Group s IT services related businesses mainly in North America through NTT DATA International L.L.C., NTT DATA Inc. and NTT DATA Services International Holdings B.V. 1. Outline of business combination (1) Name of the company acquired Dell Systems Corporation Dell Technology & Solutions Limited Dell Services Pte. Ltd. U.S. Services L.L.C. (2) Name of the company associated with business transfer Dell Inc. (3) Business lines of the company acquired IT outsourcing, BPO, application development/management, etc. (4) Major reasons for the business combination Dell Services * provides cloud services, application-related services and BPO services mainly in North America, with a strong customer base encompassing healthcare, manufacturing and service sectors, financial institutions, the federal government, etc. Particularly, the division has been highly valued for its sectorspecific digital solution and BPO services for the healthcare sector, mainly medical institutions and health insurers. By the transfer of the Dell Services, NTT Data Group will expand the group s businesses in various sectors mainly in North America and aim to strengthen cloud services and BPO services by utilizing cuttingedge technologies
6 * Dell Services : Dell Systems Corporation subsidiaries and IT services related businesses (5) Business combination date November 2, (U.S. time) (6) Legal form for the business combination Through a purchase of shares/equity interests and business transfer (7) Principal basis for determining the acquirer Due to the purchase of shares/equity interests and business transfer with cash as consideration (8) Name of the company after the business combination Dell Systems Corporation Dell Technology & Solutions Limited Dell Services Pte. Ltd. U.S. Services L.L.C. (9) Percentage of voting rights acquired Dell Systems Corporation 100% Dell Technology & Solutions Limited 100% Dell Services Pte. Ltd. 100% U.S. Services L.L.C. 100% 2. Breakdown of Acquisition Cost Cash 345,375 million yen Total acquisition cost 345,375 million yen 3. Details and Price of Major Acquisition Related Cost Advisory cost etc. 2,907 million yen (estimation) (Large-scale borrowing) To fund the purchase of shares/equity interests and business transfer associated with the acquisition of the Dell Services division, NTT Data obtained a loan as follows. Lender Loan amount Interest (p.a.) NTT Finance Corporation, etc. 210 billion yen Fixed rate, or base rate + spread Drawdown period October 13, October 28, Term Collateral/guar antee 11 months None
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