Edgar Filing: HONDA MOTOR CO LTD

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Form 6-K

No.1-7628

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF MAY 2018

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDA MOTOR CO., LTD.

(Translation of registrant’s name into English)

1-1, Minami-Aoyama 2-chome, Minato-ku, Tokyo 107-8556, Japan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Contents

Exhibit 1:

On April 27, 2018, Honda Motor Co., Ltd. (the “Company”) announced its consolidated financial results for the fiscal fourth quarter and the fiscal year ended March 31, 2018.

Exhibit 2:

The Board of Directors of Honda Motor Co., Ltd. (the “Company”), at its meeting held on April 27, 2018, resolved to make a distribution of surplus (quarterly dividends), the record date of which is March 31, 2018.

Exhibit 3:

The Board of Directors of Honda Motor Co., Ltd. (the “Company”), at its meeting held on April 27, 2018, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 33 of the Company’s Articles of Incorporation.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HONDA GIKEN KOGYO KABUSHIKI KAISHA (HONDA MOTOR CO., LTD.)

/s/ Eiji Fujimura

Eiji Fujimura

General Manager

Finance Division

Honda Motor Co., Ltd.

Date: May 9, 2018

April 27, 2018

HONDA MOTOR CO., LTD. REPORTS

CONSOLIDATED FINANCIAL RESULTS

FOR THE FISCAL FOURTH QUARTER AND

THE FISCAL YEAR ENDED MARCH 31, 2018

Tokyo, April 27, 2018 — Honda Motor Co., Ltd. today announced its consolidated financial results for the fiscal fourth quarter and the fiscal year ended March 31, 2018.

Fourth Quarter Results

Honda’s consolidated profit for the period attributable to owners of the parent for the fiscal fourth quarter ended March 31, 2018 totaled JPY 107.7 billion, an increase of 12.3% from the same period last year. Earnings per share attributable to owners of the parent for the quarter amounted to JPY 60.59, an increase of JPY 7.35 from the corresponding period last year. One Honda American Depository Share represents one common share.

Consolidated sales revenue for the quarter amounted to JPY 3,914.7 billion, an increase of 4.0% from the same period last year, due primarily to increased sales revenue in all business operations, despite unfavorable foreign currency translation effects.

Consolidated operating profit for the quarter amounted to JPY 126.8 billion, a decrease of 8.2% from the same period last year, due primarily to increased SG&A expenses and unfavorable foreign currency effects, despite continuing cost reduction efforts.

Share of profit of investments accounted for using the equity method for the quarter amounted to JPY 57.9 billion, an increase of 19.2% from the corresponding period last year.

Consolidated profit before income taxes for the quarter totaled JPY 190.4 billion, an increase of 1.8% from the corresponding period last year, mainly due to increased share of profit of investments accounted for using the equity method.

—1—

Fiscal Year Results

Honda’s consolidated profit for the year attributable to owners of the parent for the fiscal year ended March 31, 2018 totaled JPY 1,059.3 billion, an increase of 71.8% from the previous fiscal year, mainly due to impacts of the enactment of the U.S. Tax Cuts and Jobs Act. Earnings per share attributable to owners of the parent for the year amounted to JPY 590.79, an increase of JPY 248.69 from the previous fiscal year.

Consolidated sales revenue for the year amounted to JPY 15,361.1 billion, an increase of 9.7% from the previous fiscal year, due primarily to increased sales revenue in all business operations as well as favorable foreign currency translation effects.

Consolidated operating profit for the year amounted to JPY 833.5 billion, a decrease of 0.9% from the previous fiscal year, due primarily to increased SG&A expenses, the loss related to the settlement of multidistrict class action litigation and the reverse effect from the impact of pension plan amendments in the previous fiscal year, despite an increase in sales revenue and model mix and continuing cost reduction efforts.

Share of profit of investments accounted for using the equity method for the year amounted to JPY 247.6 billion, an increase of 50.3% from the previous fiscal year.

Consolidated profit before income taxes for the year totaled JPY 1,114.9 billion, an increase of 10.7% from the previous fiscal year, mainly due to increased share of profit of investment accounted for using the equity method.

—2—

Consolidated Statements of Financial Position for the Fiscal Year Ended March 31, 2018

Total assets increased by JPY 391.0 billion, to JPY 19,349.1 billion from March 31, 2017, mainly due to increased Inventory and Receivables from financial services. Total liabilities decreased by JPY 273.4 billion, to JPY 11,115.0 billion from March 31, 2017, mainly due to decreased Deferred tax liabilities and foreign currency translation effects, despite increased Financial liabilities and Trade payables. Total equity increased by JPY 664.4 billion, to JPY 8,234.0 billion from March 31, 2017 due mainly to an increase in Retained earnings, despite a decrease attributable to acquisition of the Company’s own shares.

—3—

Consolidated Statements of Cash Flow for the Fiscal Year Ended March 31, 2018

Consolidated cash and cash equivalents on March 31, 2018 increased by JPY 150.5 billion from March 31, 2017, to JPY 2,256.4 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the previous fiscal year, are as follows:

Cash flow from operating activities

Net cash provided by operating activities amounted to JPY 987.6 billion for the fiscal year ended March 31, 2018. Cash inflows from operating activities increased by JPY 102.5 billion compared with the previous fiscal year due mainly to an increase in cash received from customers, despite increased payments for parts and raw materials.

Cash flow from investing activities

Net cash used in investing activities amounted to JPY 615.1 billion. Cash outflows from investing activities decreased by JPY 35.5 billion compared with the previous fiscal year, due mainly to a decrease in Payments for additions to property, plant and equipment.

Cash flow from financing activities

Net cash used in financing activities amounted to JPY 174.3 billion. Cash outflows from financing activities increased by JPY 289.7 billion compared with the previous fiscal year, due mainly to a decrease in proceeds from financing liabilities and purchases of treasury stock.

—4—

Forecasts for the Fiscal Year Ending March 31, 2019

In regard to the forecasts of the financial results for the fiscal year ending March 31, 2019, Honda projects consolidated results to be as shown below:

Fiscal year ending March 31, 2019


	Yen (billions)		Changes from FY2018
Sales revenue		15,600.0		+1.6	%
Operating profit		700.0		-16.0	%
Profit before income taxes		920.0		-17.5	%
Profit for the year		635.0		-43.7	%
Profit for the year attributable to owners of the parent		570.0		-46.2	%

	Yen
Earnings per share attributable to owners of the parent
Basic and diluted		322.42

Note: The forecasts are based on the assumption that the average exchange rates for the Japanese yen to the U.S. dollar will be JPY 105 for the full year ending March 31, 2019.

The reasons for the increases or decreases in the forecasts of the operating profit, and profit before income taxes for the fiscal year ending March 31, 2019 from the previous year are as follows.


	Yen (billions)
Revenue, model mix, etc.		+40.5
Cost reduction, the effect of raw material cost fluctuations, etc.		+67.0
SG&A expenses		-51.0
R&D expenses		-22.0
Currency effect		-207.0
Settlement of multidistrict class action litigation*		+53.7
Restitution income*		-14.7

Operating profit compared with fiscal year 2018		-133.5

Share of profit of investments accounted for using the equity method		-32.6
Finance income and finance costs		-28.7

Profit before income taxes compared with fiscal year 2018		-194.9

* Litigation settlement and restitution income related to airbag inflator included in SG&A expenses in fiscal year 2018

This announcement contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that the actual results of the Company could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in the principal markets of the Company, its consolidated subsidiaries and its affiliates accounted for by the equity-method, and fluctuation of foreign exchange rates, as well as other factors detailed from time to time. The various factors for increases and decreases in profit have been classified in accordance with a method that Honda considers reasonable.

—5—

Dividend per Share of Common Stock

Fiscal fourth quarter dividend is JPY 27 per share of common stock. The total annual dividend per share of common stock for the fiscal year ending March 31, 2018, is JPY 100 per share.

The Company expects to distribute quarterly cash dividends of JPY 27 per share for each quarter for the fiscal year ending March 31, 2019. As a result, total cash dividends for the fiscal year ending March 31, 2019 are expected to be JPY 108 per share.

Basic Rationale for Selection of Accounting Standards

The Company adopted IFRS for the Company’s consolidated financial statements from the year ended March 31, 2015 which have been included in the annual securities report (to be submitted to the Financial Services Agency of Japan) and Form 20-F (to be submitted to the U.S. Securities and Exchange Commission), aiming at improving comparability of financial information across international capital markets as well as standardization of financial information and enhancing efficiency of financial reporting of the Company and its consolidated subsidiaries.

—6—

Consolidated Financial Summary

For the three months and the years ended March 31, 2017 and 2018

Financial Highlights

Yen (millions)

Three months ended
Mar. 31, 2017

Three months ended
Mar. 31, 2018

Year ended
Mar. 31, 2017

Year ended
Mar. 31, 2018

Sales revenue

3,763,434

3,914,728

13,999,200

15,361,146

Operating profit (loss)

138,102

126,826

840,711

833,558

Profit (loss) before income taxes

186,993

190,448

1,006,986

1,114,973

Profit (loss) for the period attributable to owners of the parent

95,959

107,745

616,569

1,059,337

Yen

Earnings (loss) per share attributable to owners of the parent

Basic and diluted

53.24

60.59

342.10

590.79

—7—

[1] Consolidated Statements of Financial Position


	Yen (millions)
	Mar. 31, 2017			Mar. 31, 2018
Assets
Current assets:
Cash and cash equivalents		2,105,976			2,256,488
Trade receivables		764,026			800,463
Receivables from financial services		1,878,938			1,840,699
Other financial assets		149,427			213,177
Inventories		1,364,130			1,523,455
Other current assets		292,970			291,006

Total current assets		6,555,467			6,925,288

Non-current assets:
Investments accounted for using the equity method		597,262			679,517
Receivables from financial services		3,070,615			3,117,364
Other financial assets		364,612			436,555
Equipment on operating leases		4,104,663			4,088,133
Property, plant and equipment		3,200,378			3,062,433
Intangible assets		778,192			741,514
Deferred tax assets		121,509			129,338
Other non-current assets		165,425			169,022

Total non-current assets		12,402,656			12,423,876

Total assets		18,958,123			19,349,164

Liabilities and Equity
Current liabilities:
Trade payables		1,183,344			1,224,627
Financing liabilities		2,786,928			2,917,261
Accrued expenses		417,736			404,719
Other financial liabilities		119,784			115,405
Income taxes payable		45,507			53,595
Provisions		348,095			305,994
Other current liabilities		527,448			602,498

Total current liabilities		5,428,842			5,624,099

Non-current liabilities:
Financing liabilities		4,022,190			3,881,749
Other financial liabilities		47,241			60,005
Retirement benefit liabilities		494,131			404,401
Provisions		248,935			220,625
Deferred tax liabilities		900,450			629,722
Other non-current liabilities		246,708			294,468

Total non-current liabilities		5,959,655			5,490,970

Total liabilities		11,388,497			11,115,069

Equity:
Common stock		86,067			86,067
Capital surplus		171,118			171,118
Treasury stock		(26,189	)		(113,271	)
Retained earnings		6,712,894			7,611,332
Other components of equity		351,406			178,292

Equity attributable to owners of the parent		7,295,296			7,933,538
Non-controlling interests		274,330			300,557

Total equity		7,569,626			8,234,095

Total liabilities and equity		18,958,123			19,349,164

—8—

[2] Consolidated Statements of Income and Consolidated Statements of Comprehensive Income

Consolidated Statements of Income

For the three months ended March 31, 2017 and 2018


	Yen (millions)
	Three months ended Mar. 31, 2017			Three months ended Mar. 31, 2018
Sales revenue		3,763,434			3,914,728
Operating costs and expenses:
Cost of sales		(2,928,589	)		(3,073,933	)
Selling, general and administrative		(474,572	)		(494,956	)
Research and development		(222,171	)		(219,013	)

Total operating costs and expenses		(3,625,332	)		(3,787,902	)

Operating profit (loss)		138,102			126,826

Share of profit of investments accounted for using the equity method		48,581			57,920
Finance income and finance costs:
Interest income		9,250			10,997
Interest expense		(3,687	)		(3,677	)
Other, net		(5,253	)		(1,618	)

Total finance income and finance costs		310			5,702

Profit (loss) before income taxes		186,993			190,448
Income tax expense		(75,681	)		(68,730	)

Profit (loss) for the period		111,312			121,718

Profit (loss) for the period attributable to:
Owners of the parent		95,959			107,745
Non-controlling interests		15,353			13,973

	Yen
Earnings (loss) per share attributable to owners of the parent
Basic and diluted		53.24			60.59

—9—

Consolidated Statements of Comprehensive Income

For the three months ended March 31, 2017 and 2018


	Yen (millions)
	Three months ended Mar. 31, 2017			Three months ended Mar. 31, 2018
Profit (loss) for the period		111,312			121,718
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans		46,593			37,554
Net changes in revaluation of financial assets measured at fair value through other comprehensive income		4,665			(9,129	)
Share of other comprehensive income of investments accounted for using the equity method		1,619			(664	)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations		(127,471	)		(308,991	)
Share of other comprehensive income of investments accounted for using the equity method		9,444			(8,413	)

Total other comprehensive income, net of tax		(65,150	)		(289,643	)

Comprehensive income for the period		46,162			(167,925	)

Comprehensive income for the period attributable to:
Owners of the parent		34,820			(173,095	)
Non-controlling interests		11,342			5,170

—10—

Consolidated Statements of Income

For the years ended March 31, 2017 and 2018


	Yen (millions)
	Year ended Mar. 31, 2017			Year ended Mar. 31, 2018
Sales revenue		13,999,200			15,361,146
Operating costs and expenses:
Cost of sales		(10,865,848	)		(12,000,581	)
Selling, general and administrative		(1,601,212	)		(1,775,151	)
Research and development		(691,429	)		(751,856	)

Total operating costs and expenses		(13,158,489	)		(14,527,588	)

Operating profit		840,711			833,558

Share of profit of investments accounted for using the equity method		164,793			247,643
Finance income and finance costs:
Interest income		32,389			41,191
Interest expense		(12,471	)		(12,970	)
Other, net		(18,436	)		5,551

Total finance income and finance costs		1,482			33,772

Profit before income taxes		1,006,986			1,114,973
Income tax expense		(327,592	)		13,666

Profit for the year		679,394			1,128,639

Profit for the year attributable to:
Owners of the parent		616,569			1,059,337
Non-controlling interests		62,825			69,302

	Yen
Earnings per share attributable to owners of the parent
Basic and diluted		342.10			590.79

—11—

Consolidated Statements of Comprehensive Income

For the years ended March 31, 2017 and 2018


	Yen (millions)
	Year ended Mar. 31, 2017			Year ended Mar. 31, 2018
Profit for the year		679,394			1,128,639
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans		58,154			13,344
Net changes in revaluation of financial assets measured at fair value through other comprehensive income		22,707			19,288
Share of other comprehensive income of investments accounted for using the equity method		3,262			1,688
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations		8,064			(204,184	)
Share of other comprehensive income of investments accounted for using the equity method		(22,644	)		10,620

Total other comprehensive income, net of tax		69,543			(159,244	)

Comprehensive income for the year		748,937			969,395

Comprehensive income for the year attributable to:
Owners of the parent		696,079			899,545
Non-controlling interests		52,858			69,850

—12—

[3] Consolidated Statements of Changes in Equity


	Yen (millions)
	Equity attributable to owners of the parent
	Common stock		Capital surplus		Treasury stock			Retained earnings			Other components of equity			Total			Non- controlling interests			Total equity
Balance as of April 1, 2016		86,067		171,118		(26,178	)		6,194,311			336,115			6,761,433			270,355			7,031,788

Comprehensive income for the year
Profit for the year									616,569						616,569			62,825			679,394
Other comprehensive income, net of tax												79,510			79,510			(9,967	)		69,543

Total comprehensive income for the year									616,569			79,510			696,079			52,858			748,937
Reclassification to retained earnings									64,219			(64,219	)		—						—
Transactions with owners and other
Dividends paid									(162,205	)					(162,205	)		(47,716	)		(209,921	)
Purchases of treasury stock						(12	)								(12	)					(12	)
Disposal of treasury stock						1									1						1
Equity transactions and others																		(1,167	)		(1,167	)

Total transactions with owners and other						(11	)		(162,205	)					(162,216	)		(48,883	)		(211,099	)

Balance as of March 31, 2017		86,067		171,118		(26,189	)		6,712,894			351,406			7,295,296			274,330			7,569,626

Comprehensive income for the year
Profit for the year									1,059,337						1,059,337			69,302			1,128,639
Other comprehensive income, net of tax												(159,792	)		(159,792	)		548			(159,244	)

Total comprehensive income for the year									1,059,337			(159,792	)		899,545			69,850			969,395
Reclassification to retained earnings									13,322			(13,322	)		—						—
Transactions with owners and other
Dividends paid									(174,221	)					(174,221	)		(43,623	)		(217,844	)
Purchases of treasury stock						(87,083	)								(87,083	)					(87,083	)
Disposal of treasury stock						1									1						1
Equity transactions and others																					—

Total transactions with owners and other						(87,082	)		(174,221	)					(261,303	)		(43,623	)		(304,926	)

Balance as of March 31, 2018		86,067		171,118		(113,271	)		7,611,332			178,292			7,933,538			300,557			8,234,095

—13—

[4] Consolidated Statements of Cash Flows


	Yen (millions)
	Year ended Mar. 31, 2017			Year ended Mar. 31, 2018
Cash flows from operating activities:
Profit before income taxes		1,006,986			1,114,973
Depreciation, amortization and impairment losses excluding equipment on operating leases		674,329			713,093
Share of profit of investments accounted for using the equity method		(164,793	)		(247,643	)
Finance income and finance costs, net		(55,911	)		13,218
Interest income and interest costs from financial services, net		(119,953	)		(127,529	)
Changes in assets and liabilities
Trade receivables		49,217			(41,778	)
Inventories		(72,144	)		(202,916	)
Trade payables		12,999			69,429
Accrued expenses		50,339			(2,700	)
Provisions and retirement benefit liabilities		(252,837	)		(28,945	)
Receivables from financial services		40,525			(174,438	)
Equipment on operating leases		(435,503	)		(158,337	)
Other assets and liabilities		71,940			11,602
Other, net		998			9,314
Dividends received		121,770			161,106
Interest received		220,947			245,095
Interest paid		(99,607	)		(115,317	)
Income taxes paid, net of refunds		(164,229	)		(250,556	)

Net cash provided by (used in) operating activities		885,073			987,671
Cash flows from investing activities:
Payments for additions to property, plant and equipment		(494,132	)		(415,563	)
Payments for additions to and internally developed intangible assets		(143,320	)		(156,927	)
Proceeds from sales of property, plant and equipment and intangible assets		18,710			15,042
Payments for acquisitions of subsidiaries, net of cash and cash equivalents acquired		(2,835	)		—
Payments for acquisitions of investments accounted for using the equity method		(547	)		(2,450	)
Proceeds from sales of investments accounted for using the equity method		16,208			—
Payments for acquisitions of other financial assets		(222,464	)		(280,236	)
Proceeds from sales and redemptions of other financial assets		177,762			224,302
Other, net		—			719

Net cash provided by (used in) investing activities		(650,618	)		(615,113	)
Cash flows from financing activities:
Proceeds from short-term financing liabilities		8,207,530			8,106,505
Repayments of short-term financing liabilities		(8,129,295	)		(8,004,620	)
Proceeds from long-term financing liabilities		1,902,448			1,689,596
Repayments of long-term financing liabilities		(1,622,603	)		(1,609,554	)
Dividends paid to owners of the parent		(162,205	)		(174,221	)
Dividends paid to non-controlling interests		(35,059	)		(48,332	)
Purchases and sales of treasury stock, net		(11	)		(87,082	)
Other, net		(45,382	)		(46,626	)

Net cash provided by (used in) financing activities		115,423			(174,334	)
Effect of exchange rate changes on cash and cash equivalents		(1,358	)		(47,712	)

Net change in cash and cash equivalents		348,520			150,512
Cash and cash equivalents at beginning of year		1,757,456			2,105,976

Cash and cash equivalents at end of year		2,105,976			2,256,488

—14—

[5] Assumptions for Going Concern

None

—15—

[6] Notes to Consolidated Financial Statements

[A] Segment Information

Honda has four reportable segments: Motorcycle business, Automobile business, Financial services business and Power product and other businesses, which are based on Honda’s organizational structure and characteristics of products and services. Operating segments are defined as the components of Honda for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The accounting policies used for these reportable segments are consistent with the accounting policies used in the Company’s consolidated financial statements.

Principal products and services, and functions of each segment are as follows:


Segment	Principal products and services	Functions
Motorcycle Business	Motorcycles, all-terrain vehicles (ATVs), side-by-sides (SxS) and relevant parts	Research and Development Manufacturing Sales and related services

Automobile Business	Automobiles and relevant parts	Research and Development Manufacturing Sales and related services

Financial Services Business	Financial services	Retail loan and lease related to Honda products Others

Power Product and Other Businesses	Power products and relevant parts, and others	Research and Development Manufacturing Sales and related services Others

1. Segment information based on products and services

For the three months ended March 31, 2017


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product and Other Businesses			Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		453,755		2,691,069		517,716		100,894			3,763,434		—			3,763,434
Intersegment		—		55,669		3,437		13,987			73,093		(73,093	)		—

Total		453,755		2,746,738		521,153		114,881			3,836,527		(73,093	)		3,763,434

Segment profit (loss)		38,158		54,983		47,740		(2,779	)		138,102		—			138,102


For the three months ended March 31, 2018

	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product and Other Businesses			Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		520,946		2,765,043		527,444		101,295			3,914,728		—			3,914,728
Intersegment		—		61,099		3,438		5,472			70,009		(70,009	)		—

Total		520,946		2,826,142		530,882		106,767			3,984,737		(70,009	)		3,914,728

Segment profit (loss)		54,830		26,776		48,251		(3,031	)		126,826		—			126,826

—16—

As of and for the year ended March 31, 2017


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product and Other Businesses			Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		1,716,165		10,086,816		1,878,094		318,125			13,999,200		—			13,999,200
Intersegment		—		169,850		13,188		31,567			214,605		(214,605	)		—

Total		1,716,165		10,256,666		1,891,282		349,692			14,213,805		(214,605	)		13,999,200

Segment profit (loss)		170,740		501,181		178,449		(9,659	)		840,711		—			840,711

Segment assets		1,505,637		7,543,388		9,437,044		312,303			18,798,372		159,751			18,958,123
Depreciation and amortization		79,398		576,546		664,940		14,544			1,335,428		—			1,335,428
Capital expenditures		66,241		607,629		1,886,607		12,272			2,572,749		—			2,572,749
As of and for the year ended March 31, 2018
	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product and Other Businesses			Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		2,038,712		10,852,171		2,123,194		347,069			15,361,146		—			15,361,146
Intersegment		—		193,038		14,071		24,097			231,206		(231,206	)		—

Total		2,038,712		11,045,209		2,137,265		371,166			15,592,352		(231,206	)		15,361,146

Segment profit (loss)		267,015		373,840		196,067		(3,364	)		833,558		—			833,558

Segment assets		1,533,367		7,879,769		9,409,243		314,838			19,137,217		211,947			19,349,164
Depreciation and amortization		74,128		616,321		748,503		15,164			1,454,116		—			1,454,116
Capital expenditures		63,927		514,910		1,801,554		14,243			2,394,634		—			2,394,634

Explanatory notes:

1.	Intersegment sales revenues are generally made at values that approximate arm’s-length prices.

Unallocated corporate assets, included in reconciling items, amounted to JPY 530,809 million as of March 31, 2017 and JPY 519,780 million as of March 31, 2018 respectively, which consist primarily of cash and cash equivalents and financial assets measured at fair value through other comprehensive income.

—17—

In addition to the disclosure required by IFRS, Honda provides the following supplemental information in order to provide financial statements users with useful information:

2. Supplemental geographical information based on the location of the Company and its subsidiaries

For the three months ended March 31, 2017


	Yen (millions)
	Japan			North America		Europe		Asia		Other Regions		Total		Reconciling Items			Consolidated
Sales revenue:
External customers		585,438			1,983,504		194,485		800,607		199,400		3,763,434		—			3,763,434
Inter-geographic areas		491,560			150,578		62,911		145,713		404		851,166		(851,166	)		—

Total		1,076,998			2,134,082		257,396		946,320		199,804		4,614,600		(851,166	)		3,763,434

Operating profit (loss)		(41,889	)		105,571		15,403		67,767		2,026		148,878		(10,776	)		138,102


For the three months ended March 31, 2018

	Yen (millions)
	Japan			North America		Europe		Asia		Other Regions		Total		Reconciling Items			Consolidated
Sales revenue:
External customers		627,293			2,007,361		207,314		855,184		217,576		3,914,728		—			3,914,728
Inter-geographic areas		612,056			141,328		70,071		182,908		1,323		1,007,686		(1,007,686	)		—

Total		1,239,349			2,148,689		277,385		1,038,092		218,899		4,922,414		(1,007,686	)		3,914,728

Operating profit (loss)		(32,219	)		71,484		4,080		83,335		9,349		136,029		(9,203	)		126,826

—18—

As of and for the year ended March 31, 2017


	Yen (millions)
	Japan		North America		Europe		Asia		Other Regions		Total		Reconciling Items			Consolidated
Sales revenue:
External customers		2,114,833		7,621,550		638,436		2,893,404		730,977		13,999,200		—			13,999,200
Inter-geographic areas		1,998,576		476,518		150,957		562,629		2,518		3,191,198		(3,191,198	)		—

Total		4,113,409		8,098,068		789,393		3,456,033		733,495		17,190,398		(3,191,198	)		13,999,200

Operating profit (loss)		104,560		398,725		12,112		331,466		29,016		875,879		(35,168	)		840,711

Assets		4,236,574		10,743,185		675,983		2,694,622		670,332		19,020,696		(62,573	)		18,958,123
Non-current assets other than financial instruments and deferred tax assets		2,492,467		4,766,609		107,443		694,919		187,220		8,248,658		—			8,248,658

As of and for the year ended March 31, 2018

	Yen (millions)
	Japan		North America		Europe		Asia		Other Regions		Total		Reconciling Items			Consolidated
Sales revenue:
External customers		2,240,033		8,067,455		680,497		3,541,680		831,481		15,361,146		—			15,361,146
Inter-geographic areas		2,240,651		517,150		236,717		679,340		6,043		3,679,901		(3,679,901	)		—

Total		4,480,684		8,584,605		917,214		4,221,020		837,524		19,041,047		(3,679,901	)		15,361,146

Operating profit (loss)		86,916		278,476		15,837		402,620		43,831		827,680		5,878			833,558

Assets		4,405,523		10,651,191		727,045		2,942,053		659,781		19,385,593		(36,429	)		19,349,164
Non-current assets other than financial instruments and deferred tax assets		2,580,515		4,530,019		105,649		683,006		161,913		8,061,102		—			8,061,102

Explanatory notes:

1.	Major countries or regions in each geographic area:


North America		United States, Canada, Mexico
Europe		United Kingdom, Germany, Belgium, Turkey, Italy
Asia		Thailand, Indonesia, China, India, Vietnam
Other Regions		Brazil, Australia

2.	Sales revenues between geographic areas are generally made at values that approximate arm’s-length prices.

[B] Information about per common share

Equity per share attributable to owners of the parent as of March 31, 2017 and 2018 are calculated based on the following information.


	2017		2018
Equity attributable to owners of the parent (millions of yen)		7,295,296		7,933,538
The number of shares outstanding at the end of the period (excluding treasury stock) (shares)		1,802,280,395		1,778,277,815
Equity per share attributable to owners of the parent (yen)		4,047.81		4,461.36

Earnings per share attributable to owners of the parent for the years ended March 31, 2017 and 2018 are calculated based on the following information. There were no potentially dilutive common shares outstanding for the years ended March 31, 2017 and 2018.

	2017		2018
Profit for the year attributable to owners of the parent (millions of yen)		616,569		1,059,337
Weighted average number of common shares outstanding, basic (shares)		1,802,282,093		1,793,088,970
Basic earnings per share attributable to owners of the parent (yen)		342.10		590.79

—19—

[C] Subsequent Event

Acquisition of the Company’s Own Shares

The Board of Directors of the Company, at its meeting held on April 27, 2018, resolved that the Company will acquire its own shares pursuant to Article 459, Paragraph 1 of the Company Law and Article 33 of the Company’s Articles of Incorporation.

1. Reason for acquisition of own share

The Company will acquire its own shares for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.

2. Details of the acquisition

(1) Class of shares to be acquired:

Shares of common stock

(2) Total number of shares to be acquired:

Up to 18,000,000 shares (1.0% of total number of issued shares (excluding treasury stock))

(3) Total amount of shares to be acquired:

Up to 70 billion yen

(4) Period of acquisition:

Starting on May 7, 2018 and ending on December 31, 2018

(5) Method of acquisition:

Market purchases on the Tokyo Stock Exchange

—20—

[D] Other

1. Loss related to airbag inflators

Honda has been conducting market-based measures in relation to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. There is a possibility that Honda will need to recognize additional provisions when new evidence related to the product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.

In the United States and Canada, various class action lawsuits and civil lawsuits related to the above mentioned market-based measures have been filed against Honda. The plaintiffs have claimed for properly functioning airbag inflators, compensation of economic losses including incurred costs and the decline in the value of vehicles, as well as punitive damages. Most of the class action lawsuits in the United States were transferred to the United States District Court for the Southern District of Florida and consolidated into a multidistrict class action litigation.

For the year ended March 31, 2018, Honda has reached a settlement with the plaintiffs regarding the multidistrict class action litigation in the United States. This settlement is subject to final court approval. Honda recognized the settlement of JPY 53,739 million as selling, general and administrative expenses, which includes funds to support airbag inflator recall efforts and such.

Except for the class action lawsuits in the United States which have been settled, other class action lawsuits and civil lawsuits have not been resolved yet. Honda did not recognize a provision for loss contingencies because the conditions for a provision have not been met as of the date of this report. Therefore, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report because there are some uncertainties, such as the period when these lawsuits will be concluded.

2. Impairment loss and reversal of impairment loss on investments accounted for using the equity method

The Company recognized impairment losses on certain investments accounted for using the equity method because there is objective evidence of impairment from declines in quoted market values. The amount of the impairment losses is JPY 12,871 million for the fiscal year ended March 31, 2017. The impairment losses are included in share of profit of investments accounted for using the equity method in the consolidated statements of income. For the fiscal year ended March 31, 2018, the Company did not recognize any significant impairment losses.

In addition, the Company recognized reversal of impairment losses on certain investments accounted for using the equity method mainly due to the recovery of quoted market values. The amount of the reversal of impairment losses is JPY 15,782 million, which had been previously recognized, for the fiscal year ended March 31, 2018. The reversal of impairment losses is included in share of profit of investments accounted for using the equity method in the consolidated statements of income.

—21—

3. Impact of the pension plan amendment on the Company’s consolidated financial position and results of operations

In August 2016, the Company and its certain subsidiaries in Japan decided, effective April 1, 2017, to extend mandatory retirement age from 60 years old to 65 years old and introduce a flexible retirement scheme that enables employees to choose retirement age between 60 years old and 65 years old, along with amendments to their defined benefit pension plans to align with the postponement of the retirement age, to fulfill diversifying needs of individual employees. The plan amendments include the revision of the benefit curve, to make a lump-sum benefit payment at the retirement age between 60 years old and 65 years old under the new plan consistent with that at the mandatory retirement age, 60 years old. In addition, one of the defined benefit pension plans is replaced by a defined contribution plan.

These plan amendments resulted in a reduction of the defined benefit obligations and recognition of the past service cost in profit or loss. Honda recognized JPY 84,024 million of past service cost in a credit to profit or loss, of which JPY 37,197 million is included in cost of sales, JPY 21,385 million is included in selling, general and administrative and JPY 25,442 million is included in research and development in the consolidated statements of income for the year ended March 31, 2017. The defined benefit obligations and plan assets were also remeasured.

4. Impacts of the Enactment of the U.S. Tax Cuts and Jobs Act

The Tax Cuts and Jobs Act was enacted in the U.S. on December 22, 2017. Due to the Act, the federal corporate income tax rate in the U.S. applicable to the Company’s U.S. businesses was reduced from 35 percent to a blended corporate rate of 31.55 percent for the fiscal year ending March 31, 2018 and to 21 percent from the fiscal year commencing on April 1, 2018.

Based on the reduction of the federal corporate income tax rate, the Company reevaluated deferred tax assets and liabilities in its U.S. consolidated subsidiaries. As a result, the Company has recognized impacts of the enactment of the Tax Cuts and Jobs Act, including a decrease in income tax expenses of JPY 346,129 million, in the fiscal year ending March 31, 2018.

—22—

[Translation]

April 27, 2018

To: Shareholders of Honda Motor Co., Ltd.

From: Honda Motor Co., Ltd.

1-1, Minami-Aoyama 2-chome,

Minato-ku, Tokyo, 107-8556

Takahiro Hachigo

President and Representative Director

Notice of Resolution by the Board of Directors

Concerning Distribution of Surplus (Quarterly Dividends)

for the Fiscal Year Ending March 31, 2018

Particulars

1. Details of Distribution of Surplus (Quarterly Dividends)


	Resolution	Previous Dividends Forecast (Announced on February 2, 2018)	Dividends Paid for the Corresponding Quarter in Fiscal 2017
Record Date	March 31, 2018	March 31, 2018	March 31, 2017
Dividends per Share of Common Stock (yen)	27	25	24
Total Amount of Dividends (million yen)	48,103	—	43,254
Effective Date	May 30, 2018	—	June 16, 2017
Source of Funds for Dividends	Retained Earnings	—	Retained Earnings

2. Basis of the Distribution of Surplus

The Company considers the redistribution of profits to its shareholders to be one of its most important management issues, and makes distributions after taking into account, among others, its retained earnings for future growth and consolidated earnings performance based on a long-term perspective. The Company resolved that a fiscal year-end quarterly dividend payment of ¥27 per share of common stock is to be paid considering its consolidated financial results for the fiscal year ending March 31, 2018.

Reference: Details of Annual Dividends


	Dividends per Share (yen)
Record Date	End of First Quarter		End of Second Quarter		End of Third Quarter		Fiscal Year-end		Total
Dividends Paid in Fiscal 2018		24		24		25		27		100
Dividends Paid in Fiscal 2017		22		22		24		24		92

[Translation]

April 27, 2018

To: Shareholders of Honda Motor Co., Ltd.

From: Honda Motor Co., Ltd.

1-1, Minami-Aoyama 2-chome,

Minato-ku, Tokyo, 107-8556

Takahiro Hachigo

President and Representative Director

Notice Concerning Acquisition of the Company’s Own Shares

(Acquisition of the Company’s own shares pursuant to the Articles of Incorporation of the Company

in accordance with Article 459, Paragraph 1 of the Company Law)

Particulars

1.	Reason for acquisition of own shares

The Company will acquire its own shares for the purpose, among others, of improving efficiency of its capital structure and implementing a flexible capital strategy.

2.	Details of the acquisition

(1)

Class of shares to be acquired:

Shares of common stock

(2)

Total number of shares to be acquired:

Up to 18,000,000 shares (1.0 % of total number of issued shares (excluding treasury stock))

(3)

Total amount of shares to be acquired:

Up to 70 billion yen

(4)

Period of acquisition:

Starting on May 7, 2018 and ending on December 31, 2018

(5)

Method of acquisition:

Market purchases on the Tokyo Stock Exchange

Reference:

The Company’s treasury stock held as of March 31, 2018

Total number of issued shares (excluding treasury stock):

1,778,277,815 shares

Total number of treasury stock:

33,150,615 shares