Form 6-K
Table of Contents

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

The Securities Exchange Act of 1934

For the Month of November 2006

Commission File Number: 1-6784

Matsushita Electric Industrial Co., Ltd.

Kadoma, Osaka, Japan

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

Form 20-F x    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):        

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨    No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-         

 



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T his Form 6-K consists of:

 

  1. News release issued on November 21, 2006, by Matsushita Electric Industrial Co., Ltd. (the “registrant”), announcing the repurchase of a portion of its own shares.

 

  2. Semi-annual report dated November 22, 2006 filed with the Japanese government and with each stock exchange in Japan on which securities of the registrant are listed. (English translation)

 


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SIGNATURE

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.

 

Matsushita Electric Industrial Co., Ltd.

By:   /S/    YOICHI NAGATA
 

Yoichi Nagata, Attorney-in-Fact

Director of Overseas Investor Relations

Matsushita Electric Industrial Co., Ltd.

 

Dated: December 8, 2006


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November 21, 2006

 

FOR IMMEDIATE RELEASE    
Media Contacts:     Investor Relations Contacts:
Akira Kadota (Japan)     Makoto Mihara (Japan)
International PR     Investor Relations
(Tel: +81-3-3578-1237)     (Tel: +81-6-6908-1121)
Panasonic News Bureau (Japan)     Akihiro Takei (U.S.)
(Tel: +81-3-3542-6205)     Panasonic Finance (America), Inc.
    (Tel: +1-212-698-1365)
Jim Reilly (U.S.)    
(Tel: +1-201-392-6067)     Hiroko Carvell (Europe)
    Panasonic Finance (Europe) plc
Munetsugu Takeda (Europe)     (Tel: +44-20-7562-4400)
(Tel: +49-611-235-305)    

Matsushita Electric Executes Own Share Repurchase

Osaka, Japan, November 21, 2006 — Matsushita Electric Industrial Co., Ltd. (MEI [NYSE symbol: MC]), best known for its Panasonic brand, announced that it has repurchased a portion of its own shares from the market in conformity with provisions of Article 211-3, Paragraph 1, Item 2 of the former Japanese Commercial Code, which applies pursuant to Article 81 of “the Law for Maintenance of Relevant Laws Relating to the Enforcement of the Company Law.”

Details of the share repurchase are as follows:

 

1. Class of shares: Common stock

 

2. Period of repurchase: Between October 30, 2006 and November 21, 2006

 

3. Aggregate number of shares repurchased: 8,533,000 shares

 

4. Aggregate repurchase amount: 19,998,215,000 yen

 

5. Method of repurchase: Shares were repurchased on the Tokyo Stock Exchange

(Reference 1)

 

1) The following details were resolved at the Board of Directors meeting held on April 28, 2006:

 

    Class of shares: Common stock

 

    Aggregate number of repurchasable shares: Up to 50 million shares

 

    Aggregate repurchase amount: Up to 100 billion yen

 

2) Cumulative total of shares repurchased since the April 28, 2006 Board of Directors resolution through today:

 

    Aggregate number of shares repurchased: 32,375,000 shares

 

    Aggregate repurchase amount: 79,994,020,000 yen

(Reference 2)

The number of shares issued and treasury stock as of September 30, 2006:

 

    Total number of shares issued (excluding treasury stock): 2,192,915,563 shares

 

    Treasury stock: 260,137,934 shares

# # #


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[English summary with full translation of consolidated financial information]

 

 

 

 

 

Semi-Annual Report filed with the Japanese

government pursuant to the Securities and Exchange

Law of Japan

 

 

For the six months ended

September 30, 2006

 

 

 

 

 

 

 

 

 

 

Matsushita Electric Industrial Co., Ltd.

Osaka, Japan


Table of Contents

CONTENTS

 

          Page
I    Corporate Information    2
   (1)     Consolidated Financial Summary    2
   (2)     Principal Businesses    3
   (3)     Changes in Subsidiaries and Associated Companies    6
   (4)     Number of Employees by Business Segment    6
II    The Business    7
   (1)     Operating Results    7
   (2)     Cash Flows    10
   (3)     Corporate Management Strategies and Challenges    10
   (4)     Research and Development    11
III    Property, Plant and Equipment    13
   (1)     Capital Investment    13
IV    Shares and Shareholders    14
   (1)     Shares of Common Stock Issued    14
   (2)     Amount of Common Stock (Stated Capital)    14
   (3)     Major Shareholders    14
   (4)     Stock Price    15
V    Financial Statements    16


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Disclaimer Regarding Forward-Looking Statements

 

This semi-annual report includes forward-looking statements (within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934) about Matsushita and its Group companies (the Matsushita Group). To the extent that statements in this semi-annual report do not relate to historical or current facts, they constitute forward-looking statements. These forward-looking statements are based on the current assumptions and beliefs of the Matsushita Group in light of the information currently available to it, and involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors may cause the Matsushita Group's actual results, performance, achievements or financial position to be materially different from any future results, performance, achievements or financial position expressed or implied by these forward-looking statements. Matsushita undertakes no obligation to publicly update any forward-looking statements after the date of this semi-annual report. Investors are advised to consult any further disclosures by Matsushita in its subsequent filings with the U.S. Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934.

 

The risks, uncertainties and other factors referred to above include, but are not limited to, economic conditions, particularly consumer spending and corporate capital expenditures in the United States, Europe, Japan, China and other Asian countries; volatility in demand for electronic equipment and components from business and industrial customers, as well as consumers in many product and geographical markets; currency rate fluctuations, notably between the yen, the U.S. dollar, the euro, the Chinese yuan, Asian currencies and other currencies in which the Matsushita Group operates businesses, or in which assets and liabilities of the Matsushita Group are denominated; the ability of the Matsushita Group to respond to rapid technological changes and changing consumer preferences with timely and cost-effective introductions of new products in markets that are highly competitive in terms of both price and technology; the ability of the Matsushita Group to achieve its business objectives through joint ventures and other collaborative agreements with other companies; the ability of the Matsushita Group to maintain competitive strength in many product and geographical areas; the possibility of incurring expenses resulting from any defects in products or services of the Matsushita Group; the possibility that the Matsushita Group may face intellectual property infringement claims by third parties; current and potential, direct and indirect restrictions imposed by other countries over trade, manufacturing, labor and operations; fluctuations in market prices of securities and other assets in which the Matsushita Group has holdings or changes in valuation of long-lived assets, including property, plant and equipment and goodwill, and deferred tax assets; future changes or revisions to accounting policies or accounting rules; as well as natural disasters including earthquakes and other events that may negatively impact business activities of the Matsushita Group. The factors listed above are not all-inclusive and further information is contained in Matsushita’s latest annual report on Form 20-F, which is on file with the U.S. Securities and Exchange Commission.

 

 

 

 

 

Note: Certain information previously filed with the SEC in other reports, including English summaries of non-consolidated (parent company alone) financial information, is not included in this English translation.

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

I Corporate Information

 

(1) Consolidated Financial Summary

 

     Yen (millions), except per share amounts

 
    

Six months ended

September 30,


   

Year ended

March 31,


 
     2006

    2005

    2004

    2006

    2005

 

Net sales

   4,389,494     4,259,213     4,318,537     8,894,329     8,713,636  

Income before income taxes

   232,474     154,111     137,273     371,312     246,913  

Net income

   115,123     64,407     56,179     154,410     58,481  

Total stockholders’ equity

   3,856,267     3,626,117     3,604,592     3,787,621     3,544,252  

Total assets

   7,992,025     8,089,991     8,405,350     7,964,640     8,056,881  

Stockholders’ equity per share of common stock (yen)

   1,758.51     1,635.76     1,564.14     1,714.22     1,569.39  

Net income per share of common stock, basic (yen)

   52.38     28.82     24.26     69.48     25.49  

Net income per share of common stock, diluted (yen)

   52.38     28.82     24.26     69.48     25.49  

Stockholders’ equity / total assets (%)

   48.3     44.8     42.9     47.6     44.0  

Net cash provided by operating activities

   197,651     190,212     147,985     575,418     478,435  

Net cash provided by (used in) investing activities

   (343,067 )   274,381     (26,832 )   407,091     (178,296 )

Net cash used in financing activities

   (127,797 )   (187,681 )   (158,945 )   (524,568 )   (419,451 )

Cash and cash equivalents at end of period

   1,407,706     1,455,714     1,253,608     1,667,396     1,169,756  

Total employees (persons)

   331,557     332,548     339,607     334,402     334,752  

 

Notes:    1.    The Company’s consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (U.S. GAAP).
     2.    The figures of net cash provided by operating activities and net cash used in financing activities in previous periods have been revised. (See Notes to Consolidated Financial Statements (1)(c) in V Financial Statements.)

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

(2) Principal Businesses

 

The Matsushita Group is comprised primarily of the parent Matsushita Electric Industrial Co., Ltd. and 638 consolidated subsidiaries in and outside of Japan, operating in close cooperation with each other. As a comprehensive electronics manufacturer, Matsushita is engaged in production, sales and service activities in a broad array of business areas.

 

The Company’s business segment classifications consist of six segments, namely, “AVC Networks,” “Home Appliances,” “Components and Devices,” “MEW and PanaHome*,” “JVC” and “Other.”

 

For production, Matsushita adopts a management system that takes charge of each product in the Company or its affiliates. In recent years, the Company has been enhancing production capacity at its overseas affiliates, to further develop global business. Meanwhile, in Japan, Matsushita’s products are sold through sales channels at several domestic locations, each established according to products or customers. The Company also sells directly to large-scale consumers, such as the Government and corporations.

 

For export, sales are handled mainly through sales subsidiaries and agents located in respective countries.

 

Certain products produced at domestic affiliates are purchased by the Company and sold through the same sales channels as products produced by the Company itself. Additionally, products produced at overseas affiliates are sold mainly through sales subsidiaries.

 

Meanwhile, most import operations are carried out internally, with the aim of expanding international economic cooperation.

 

Certain MEW, PanaHome and JVC products are sold on a proprietary basis at home and abroad.

 

  * MEW stands for Matsushita Electric Works, Ltd. and PanaHome stands for PanaHome Corporation.

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

The main products and main group companies for each business segment are as follows:

 

AVC Networks

 

Video and audio equipment

Plasma, liquid crystal display (LCD) and cathode ray tube (CRT) TVs, DVD recorders/players, videocassette recorders (VCRs), camcorders, digital cameras, compact disc (CD), Mini Disc (MD) and Secure Digital (SD) players, other personal and home audio equipment, SD memory Cards and other recordable media, optical pickup and other electro-optic devices, etc.

 

Information and communications equipment

Personal computers (PCs), optical disc drives, copiers, printers, telephones, mobile phones, facsimile equipment, broadcast- and business-use AV equipment, communications network-related equipment, traffic-related systems, car AVC equipment, etc.

 

The main group companies for AVC Networks are:

 

Matsushita Electric Industrial Co., Ltd.

Panasonic Mobile Communications Co., Ltd.

Panasonic Communications Co., Ltd.

Panasonic Shikoku Electronics Co., Ltd.

Panasonic Corporation of North America

Panasonic AVC Networks Czech, s.r.o.

 

Home Appliances

 

Refrigerators, room air conditioners, washing machines, clothes dryers, vacuum cleaners, electric irons, microwave ovens, rice cookers, other cooking appliances, dish washer/dryers, electric fans, air purifiers, electric heating equipment, electric hot water supply equipment, sanitary equipment, healthcare equipment, electric lamps, ventilation and air-conditioning equipment, car air conditioners, compressors, vending machines, medical equipment, etc.

 

The main group companies for Home Appliances are:

 

Matsushita Electric Industrial Co., Ltd.

Matsushita Refrigeration Company

Matsushita Ecology Systems Co., Ltd.

Panasonic Home Appliances Air-Conditioning (Guangzhou) Co., Ltd.

Panasonic Refrigeration Devices Singapore Pte. Ltd.


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Components and Devices

 

Semiconductors, general components (capacitors, modules, circuit boards, power supply and inductive products, circuit components, electromechanical components, speakers, etc.), electric motors, batteries, etc.

 

The main group companies for Components and Devices are:

 

Matsushita Electric Industrial Co., Ltd.

Panasonic Electronic Devices Co., Ltd.

Matsushita Battery Industrial Co., Ltd.

Panasonic Electronic Devices Corporation of America

Panasonic Electronic Devices Malaysia Sdn. Bhd.

 

MEW and PanaHome

 

Lighting fixtures, wiring devices, distribution panelboards, personal-care products, health enhancing products, water-related products, modular kitchen systems, interior furnishing materials, exterior furnishing materials, electronic and plastic materials, automation controls, detached housing, rental apartment housing, medical and nursing care facilities, home remodeling, residential real estate, etc.

 

The main group companies for MEW and PanaHome are:

 

Matsushita Electric Works, Ltd.

PanaHome Corporation

 

JVC

 

LCD, rear projection, CRT TVs, VCRs, camcorders, DVD recorders/players, CD/DVD/MD audio systems and other audio equipment, car AV equipments, business-use AV systems, motors and other components for precision equipment, recordable media, AV software for DVD, CD and video tapes, AV furniture, etc.

 

The main group company for JVC is Victor Company of Japan, Ltd.


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Other

 

Electronic-components-mounting machines, industrial robots, welding equipments, bicycles, imported materials and components, etc.

 

The main group companies for Other are:

 

Matsushita Electric Industrial Co., Ltd.

Panasonic Factory Solutions Co., Ltd.

Matsushita Welding Systems Co., Ltd.

Panasonic Factory Solutions Singapore Pte. Ltd.

Panasonic Welding Systems (Tangshan) Co., Ltd.

 

(3) Changes in Subsidiaries and Associated Companies

 

Newly affiliated subsidiaries and associated companies, during the first fiscal half ended September 30, 2006, include the following companies.

 

As consolidated subsidiaries

Panasonic Home Appliances (Hangzhou) Co., Ltd.

Panasonic Global Treasury Center B.V.

 

The following companies were excluded from affiliated subsidiaries during the first half ended September 30, 2006.

 

Cable West Inc.

MT Picture Display Corporation of America (New York)

Matsushita Washing Machine India Pvt. Ltd.

 

(4) Number of Employees by Business Segment (as of September 30, 2006)

 

   

  Business Segment                    


               Number of employees

AVC Networks

               99,107        

Home Appliances

               43,212        

Components and Devices

               78,886        

MEW and PanaHome

               55,875        

JVC

               28,509        

Other

               22,382        

Corporate

               3,586        
                    

Total

               331,557        
                    

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

II The Business

 

(1) Operating Results

 

During the first half ended September 30, 2006, despite signs of a slowdown in the U.S. economy with weaker housing investment, the global economic situation as a whole remained steady due mainly to high economic growth in China and the recovery trend of the European economy. The Japanese economy also continued steady growth with favorable export and capital investment.

 

Meanwhile, in the electronics industry, although there was shown partly a backlash of the FIFA World Cup boom, market conditions were favorable overall. However, there remains a severe business environment due primarily to rising raw materials prices and continuous price declines mainly in digital AV products caused by intensified global competition. Under these circumstances, Matsushita strives to implement growth strategies and strengthen management structures to ensure its future growth trend.

 

As part of such efforts, the Company aggressively launched and promoted a new series of V-products to capture leading market shares and make a significant contribution to overall business results. Aiming to reinforce its management structures, the Company has made all-out efforts to reduce raw materials costs and eliminate redundancies throughout the Matsushita Group.

 

During the first half, ended September 30, 2006, consolidated group sales increased 3%, from the previous year’s first half, to 4,389.5 billion yen. Explaining the first half results, the Company cited sales gains mainly in digital audiovisual (AV) products, especially V-products.

 

Regarding earnings, negative factors such as intensified global price competition and increased raw materials prices were more than offset by comprehensive cost reduction efforts, successive launch of V-products and other positive factors. As a result, the Company’s operating profit* for the first half increased 21% from a year ago to 207.4 billion yen.

 

Income before income taxes for the six-month period increased 51% to 232.5 billion yen from a year ago. In other income (deductions), the Company recorded gains on the sale of the investments and tangible fixed assets, and incurred less expenses associated with the implementation of early retirement programs, compared with the previous year’s first half. Net income was also up 79% to 115.1 billion yen from the previous year’s first half.

 

  * In order to be consistent with financial reporting practices generally accepted in Japan, operating profit (loss) is presented as net sales less cost of sales and selling, general and administrative expenses. Under U.S. GAAP, expenses associated with the implementation of early retirement programs at certain domestic and overseas companies are included as part of operating profit in the consolidated statements of income.

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

The Company’s first half consolidated results by business segment, as compared with prior year results, are summarized as follows:

 

AVC Networks

 

AVC Networks sales increased 1% to 1,908.7 billion yen, compared with last year’s first half. Sales of video and audio equipment increased from the previous year’s first half, due mainly to favorable sales in digital AV products such as flat-panel TVs and digital cameras. In information and communications equipment, the Company recorded strong sales of PCs and automotive electronics, but sales downturns of mobile phones in Japan and overseas and other products led to a decreased sales overall.

 

Segment profit increased 20% to 101.5 billion yen. This improvement was due mainly to the aforementioned sales increases of digital AV products such as flat-panel TVs and digital cameras.

 

Home Appliances

 

Sales of Home Appliances increased 6% to 637.1 billion yen from the previous year’s first half, due mainly to favorable sales of air conditioners and compressors.

 

Segment profit increased 2% to 40.3 billion yen, due mainly to increased sales of high value-added products mainly in air-conditioners and washing machines, and cost rationalization effects.

 

Components and Devices

 

Sales of Components and Devices were also up 1% to 685.3 billion yen from a year ago. Favorable sales in general electronic components, batteries and electric motors led to overall increased sales in this category.

 

Segment profit increased 50% to 50.6 billion yen, due mainly to profit growth in semiconductors and general electronic components.

 

MEW and PanaHome

 

Sales of MEW and PanaHome increased 6% to 891.2 billion yen, compared with the previous year’s first half. At MEW and its subsidiaries, sales gains were recorded in electrical construction materials and electronic and plastic materials. At PanaHome Corporation, sales gains were recorded in detached housing, contributing to overall increased sales.

 

Segment profit increased 14% to 32.5 billion yen, mainly as a result of sales increases and cost rationalization efforts.

 

JVC

 

Sales for JVC (Victor Company of Japan, Ltd. and its subsidiaries) totaled 327.1 billion yen, down 3% compared with the previous year’s first half, due primarily to sluggish sales of AV equipment.

 

In terms of profitability, this segment recorded a loss of 1.0 billion yen compared with a loss of 4.0 billion yen in the previous year’s first half, mainly as a result of a decrease in sales despite the rationalization effects.

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Other

 

Sales for Other totaled 751.1 billion yen, up 21% from the same period a year ago. Sales gains were recorded in factory automation equipment, contributing to the favorable sales results within this category.

 

Segment profit increased 11% to 31.9 billion yen, due mainly to sales increases and rationalization efforts.

 

First-half Results by Domestic and Overseas Company Location*

 

  * The following information shows the geographical sales and profit by region for the six months ended September 30, 2006.

 

Japan

 

Sales of companies in Japan increased 2% to 3,384.2 billion yen, led by digital AV products, including flat-panel TVs and digital cameras, as well as air conditioners. Profit in this region rose 18% to 189.9 billion yen due mainly to increased sales.

 

Americas

 

Sales in the Americas increased 2% to 684.2 billion yen from the same period a year ago, due mainly to sales increases in flat-panel TVs, digital cameras and video broadcasting systems, as well as general electronic components. Profit in this region rose 55% from the previous year’s first half to 14.0 billion yen, mainly as a result of sales gains and rationalization effects.

 

Europe

 

Sales in this region increased 13% to 553.8 billion yen, due mainly to favorable sales, especially in flat-panel TVs, digital cameras and general electronic components. Profit in this region improved to 6.9 billion yen, compared with a loss of 0.4 billion yen in the previous year’s first half.

 

Asia and Others

 

Sales of companies in Asia and Others were up 6% to 1,428.2 billion yen, due mainly to sales gains in flat-panel TVs, digital cameras, washing machines and compressors. Geographical profit increased 3% to 45.2 billion yen, due mainly to favorable sales and cost rationalization effects.

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

(2) Cash Flows

 

Cash flows from operating activities

 

Net cash provided by operating activities in the fiscal 2007 first half amounted to 197.7 billion yen, compared with 190.2 billion yen in the previous year’s first half. This was attributable mainly to cash inflows from net income in the first half of fiscal 2007.

 

Cash flows from investing activities

 

Net cash used in investing activities amounted to 343.1 billion yen, compared with net cash provided by investing activities of 274.4 billion yen in the previous year’s first half. This 343.1 billion yen includes capital expenditures for tangible fixed assets mainly consisting of manufacturing facilities for priority business areas such as plasma display panels (PDPs) and semiconductors. The movement from a year ago was due mainly to the previous year’s proceeds from the sale of shares of Matsushita Leasing & Credit Co., Ltd.

 

Cash flows from financing activities

 

Net cash used in financing activities amounted to 127.8 billion yen, compared with 187.7 billion yen in the previous year’s first half. This was due primarily to a decrease in repayments of long-term debt and bonds as well as a decrease in repurchase of common stock.

 

All these activities, after adding 13.5 billion yen for the effects of exchange rate changes, resulted in a net decrease of 259.7 billion yen in cash and cash equivalents during the first half of fiscal 2007. Cash and cash equivalents at the end of this first half totaled 1,407.7 billion yen.

 

 

(3) Corporate Management Strategies and Challenges

 

The Matsushita Group aims to achieve, through cutting-edge technologies, global excellence in 2010 by pursuing the two visions of contributing to the realization of a ubiquitous networking society and coexistence with the global environment. Regarding the business environment for fiscal 2007, Matsushita expects to continue to encounter severe conditions, such as keen competition in the electronics industry, ever-intensifying global price declines in digital products and rising raw materials prices. In fiscal 2007, the final year of the mid-term management plan Leap Ahead 21, Matsushita will further accelerate growth strategies and strengthen management structures.

 

 

<Principal Initiatives for Fiscal 2007>

 

  1. V-products

 

Matsushita places particular emphasis, as the centerpiece of the Company’s growth strategy, on V-products which feature black-box technologies, environmentally friendly features, while incorporating universal design concepts. In fiscal 2007, the Company expects sales of approximately 1.8 trillion yen in a total of 82 product categories. During the first half of fiscal 2007, V-products, including flat-panel TVs and digital cameras, recorded sales of about 775 billion yen. Matsushita will carry out intensive marketing campaigns that focus on product functions and features. Furthermore, Matsushita will expand the scope of simultaneous global introductions in terms of both products and regions.

 

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

  2. Investment Strategy

 

Regarding capital expenditures, Matsushita continues to focus investment into strategic businesses including cutting-edge system LSIs and other semiconductors as well as plasma TVs, global demand for which is expected to grow considerably. In PDPs, the Company announced the construction of a fourth domestic factory in Amagasaki, Japan, where operations are scheduled to commence in fiscal 2008. Including the new factory, Matsushita will increase annual production capacity of PDPs to 11.5 million units by fiscal 2009, enabling the Company to meet rapidly expanding global demand.

 

  3. Overseas Strategy

 

Matsushita is also strengthening overseas operations, which serve as a “growth engine” for the entire Matsushita Group. The Company will select products and sales channels according to specific strategies in each region or country, and concentrate management resources accordingly. In the growing markets such as China and Russia, as well as Europe and the United States, the Company will strive to strengthen sales initiatives, aiming at expanding sales.

 

  4. Strengthening Management Structure

 

In order to further strengthen management structures, Matsushita implemented the Next Cell Production Project in fiscal 2006, which will facilitate a more flexible manufacturing structure. In fiscal 2007, the Company intends to further take advantage of information technology (IT) in promoting large-scale inventory reduction activities. Meanwhile, through various cost reduction activities companywide, the Company will eliminate redundancies throughout all areas of business, to enhance profitability.

 

  5. Collaboration with MEW

 

Matsushita strives to achieve further success through collaboration with MEW, by integrating the components and devices and black-box technologies of both companies, in addition to comprehensive utilization of sales channels and augmented overseas businesses.

 

 

(4) Research and Development

 

Aiming at the realization of a ubiquitous networking society and coexistence with the global environment, Matsushita executed a number of initiatives to accelerate R&D as well as enhancing R&D efficiency and reinforcing intellectual properties strategies.

 

In order to accelerate its R&D activities, Matsushita has adopted value chain strategies, focused on creating added value, as the core of its R&D strategy. The Company implemented initiatives to hold added value in the Matsushita Group by a vertically integrated business model that facilitates close cooperation between devices and finished products in the Company’s development and manufacturing structure. A representative example is the development of full high-definition (HD) VIERA plasma TVs ranging from the world’s largest 103-inch to 50-inch, which utilize the full HD PEAKS* System that realizes the synergy of panel, driver and processor, and enables to produce high-quality pictures at 1,920 x 1,080 pixel resolution. The Company also strengthened a horizontal value chain, which establishes common platforms for various product categories. A representative example is the development of the Integrated Platform, which combines software and hardware resources across differing digital product categories to improve R&D efficiency and design quality. Advanced system LSIs for this Integrated Platform are used in plasma TVs, DVD recorders with built-in hard disc drives, and camcorders, etc.

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Furthermore, the Company has reinforced activities regarding universal designs and eco-friendly innovations in order to realize ease-of-use of high performance digital products and reduce the environmental impacts.

 

Matsushita’s R&D expenditures for the first half of fiscal 2007 totaled 281,824 million yen.

 

  * The name PEAKS is used only in the Japanese market.

 

The following is the breakdown of R&D expenditures by business segment:

 

   

Business Segment


   Yen
(millions)


    

AVC Networks

   136,090     

Home Appliances

   27,516     

Components and Devices

   57,576     

MEW and PanaHome

   31,100     

JVC

   18,457     

Other

   5,106     

Other R&D expenditures

   5,979     
        
    

Total

   281,824     
        
    

 

 


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- 13 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

III Property, Plant and Equipment

 

(1) Capital Investment*

 

During the first half ended September 30, 2006, the Company invested a total of 206,123 million yen in property, plant and equipment, with emphasis on production facilities in such strategically important areas as digital AV equipment and key components and devices. The breakdown of capital investment by business segment is as follows:

 

   

Business Segment


   Yen
(millions)


    

AVC Networks

   79,594     

Home Appliances

   20,609     

Components and Devices

   60,570     

MEW and PanaHome

   18,791     

JVC

   6,186     

Other

   5,960     
        
    

Subtotal

   191,710     

Corporate

   14,413     
        
    

Total

   206,123     
        
    

 

  * The above figures are calculated on an accrual basis.

 

The main emphasis of capital investment is as follows:

 

AVC Networks

   :   New products in the digital AV and information equipment areas, increase of production capacity and rationalization of production

Home Appliances

   :   New home appliance products and increase of production capacity

Components and Devices

   :   New semiconductors and electronic components and increase of production capacity

MEW and PanaHome

   :   New products in the lighting, building products and automation controls equipment areas and rationalization of production

JVC

   :   New products in the digital AV equipment and rationalization of production

Other

   :   New products in the FA equipment area and rationalization of production

 

 


Table of Contents

- 14 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

IV Shares and Shareholders

 

(1) Shares of Common Stock Issued as of September 30, 2006:     2,453,053,497 shares

 

The common stock of the Company is listed on the Tokyo, Osaka and Nagoya stock exchanges in Japan. In the United States, the Company’s American Depositary Shares (ADSs) have been listed on the New York stock exchange.

 

 

(2) Amount of Common Stock (Stated Capital) as of September 30, 2006:     258,740 million yen

 

 

(3) Major Shareholders:

 

          As of September 30, 2006

Name of Shareholder


       

Share ownership

(in thousands of shares)


   Percentage of
total issued


Moxley & Co.

        171,736              7.00%   

The Master Trust Bank of Japan, Ltd. (trust account)

        149,706              6.10      

Japan Trustee Services Bank, Ltd. (trust account)

        115,979              4.72      

Nippon Life Insurance Co.

        67,000              2.73      

Sumitomo Mitsui Banking Corporation

        57,725              2.35      

State Street Bank and Trust Co.

        36,472              1.48      

Sumitomo Life Insurance Co.

        35,382              1.44      

Mitsui Sumitomo Insurance Co., Ltd.

        35,106              1.43      

Matsushita Electric Employee Shareholding Association

        33,907              1.38      

State Street Bank and Trust Co. 505103

        30,990              1.26      
         
  

Total of above top 10 shareholders

        734,006              29.92%   
         
  

 

Notes:    1.    Figures less than one thousand shares are omitted, thereby the sum of the figures may differ from the total.
     2.    The Company holds 260,137 thousand shares (10.60% of total issued shares) of its own common stock.
     3.    The Company is aware of the August 17, 2006 filing by Barclays Trust & Banking Co., Ltd. and its 9 affiliates, stating that, as of the end of June 2005, they owned, beneficially or of record, 81,124 thousand shares, 3.31% in total of the issued shares of the Company’s common stock, as calculated pursuant to the Securities and Exchange Law of Japan.

 

 


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- 15 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

(4) Stock Price

 

The following table sets forth the monthly reported high and low market prices per share of the Company’s common stock on the Tokyo Stock Exchange for the first half of fiscal 2007:

 

     Yen

     April

   May

   June

   July

   August

   September

High

   2,870    2,850    2,545    2,430    2,530    2,550

Low

   2,625    2,405    2,155    2,080    2,300    2,395

 

 


Table of Contents

- 16 -

 

V Financial Statements

 

Index of Consolidated Financial Statements of Matsushita Electric Industrial Co., Ltd. and Subsidiaries:

 

     Page

Consolidated Balance Sheets as of September 30, 2006 and 2005 and March 31, 2006

   17

Consolidated Statements of Income for the six months ended September 30, 2006 and 2005 and the year ended March 31, 2006

   19

Consolidated Statements of Stockholders’ Equity for the six months ended September 30, 2006 and 2005 and the year ended March 31, 2006

   20

Consolidated Statements of Cash Flows for the six months ended September 30, 2006 and 2005 and the year ended March 31, 2006

   22

Notes to Consolidated Financial Statements

   24

 

 


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- 17 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Balance Sheets

 

September 30, 2006 and 2005 and March 31, 2006

 

     Yen (millions)

 
     September 30,

    March 31,

 

Assets


   2006

    2005

    2006

 

Current assets:

                  

Cash and cash equivalents

   1,407,706     1,455,714     1,667,396  

Time deposits

   171,118     213,543     11,001  

Short-term investments (Note 3)

   60,859     16,252     56,753  

Trade receivables:

                  

Notes

   62,892     75,884     66,707  

Accounts

   1,104,761     1,055,611     1,117,508  

Allowance for doubtful receivables

   (37,249 )   (40,093 )   (37,400 )
    

 

 

Net trade receivables

   1,130,404     1,091,402     1,146,815  
    

 

 

Inventories (Note 2)

   1,036,870     1,006,422     915,262  

Other current assets

   593,005     527,454     609,326  
    

 

 

Total current assets

   4,399,962     4,310,787     4,406,553  
    

 

 

Investments and advances (Note 3)

   1,161,423     1,197,666     1,100,035  

Property, plant and equipment (Note 5):

                  

Land

   382,871     385,560     374,989  

Buildings

   1,643,154     1,638,314     1,667,764  

Machinery and equipment

   3,155,406     3,067,466     3,142,607  

Construction in progress

   89,213     80,105     71,037  
    

 

 

     5,270,644     5,171,445     5,256,397  

Less accumulated depreciation

   3,624,871     3,535,983     3,624,058  
    

 

 

Net property, plant and equipment

   1,645,773     1,635,462     1,632,339  
    

 

 

Other assets:

                  

Goodwill (Note 5)

   415,006     462,533     413,137  

Intangible assets (Note 5)

   103,300     100,086     104,158  

Other assets

   266,561     383,457     308,418  
    

 

 

Total other assets

   784,867     946,076     825,713  
    

 

 

     7,992,025     8,089,991     7,964,640  
    

 

 

 

See accompanying Notes to Consolidated Financial Statements.


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- 18 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Balance Sheets

 

September 30, 2006 and 2005 and March 31, 2006

 

     Yen (millions)

 
     September 30,

    March 31,

 

Liabilities and Stockholders’ Equity


   2006

    2005

    2006

 

Current liabilities:

                  

Short-term borrowings, including current portion of long-term debt

   315,143     359,033     339,845  

Trade payables:

                  

Notes

   54,877     42,781     66,316  

Accounts

   905,861     850,719     914,963  
    

 

 

Total trade payables

   960,738     893,500     981,279  
    

 

 

Accrued income taxes

   53,711     49,277     51,128  

Accrued payroll

   138,801     136,555     142,594  

Other accrued expenses

   896,011     843,304     842,467  

Deposits and advances from customers

   88,829     97,937     90,600  

Employees’ deposits

   565     115,867     14,065  

Other current liabilities

   435,252     376,635     423,090  
    

 

 

Total current liabilities

   2,889,050     2,872,108     2,885,068  
    

 

 

Noncurrent liabilities:

                  

Long-term debt

   263,005     429,250     264,070  

Retirement and severance benefits

   369,661     572,488     414,266  

Other liabilities

   111,741     107,939     112,024  
    

 

 

Total noncurrent liabilities

   744,407     1,109,677     790,360  
    

 

 

Minority interests

   502,301     482,089     501,591  

Stockholders’ equity:

                  

Common stock (Note 6)

   258,740     258,740     258,740  

Capital surplus

   1,234,342     1,231,516     1,234,289  

Legal reserve

   88,342     87,813     87,526  

Retained earnings

   2,668,102     2,507,767     2,575,890  

Accumulated other comprehensive income (loss):

                  

Cumulative translation adjustments

   (132,308 )   (182,182 )   (162,331 )

Unrealized holding gains of available-for-sale securities

(Note 3)

   137,838     127,848     145,306  

Unrealized gains of derivative instruments (Note 10)

   138     8,704     1,326  

Minimum pension liability adjustments

   (14,764 )   (86,225 )   (10,420 )
    

 

 

Total accumulated other comprehensive income (loss)

   (9,096 )   (131,855 )   (26,119 )
    

 

 

Treasury stock, at cost (Note 6)

   (384,163 )   (327,864 )   (342,705 )
    

 

 

Total stockholders’ equity

   3,856,267     3,626,117     3,787,621  

Commitments and contingent liabilities (Note 11)

                  
    

 

 

     7,992,025     8,089,991     7,964,640  
    

 

 

 

See accompanying Notes to Consolidated Financial Statements.


Table of Contents

- 19 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Statements of Income

 

Six months ended September 30, 2006 and 2005 and year ended March 31, 2006

 

     Yen (millions)

 
     Six months ended
September 30,


    Year ended
March 31,


 
     2006

    2005

    2006

 

Revenues, costs and expenses:

                  

Net sales

   4,389,494     4,259,213     8,894,329  

Cost of sales

   (3,085,049 )   (2,957,166 )   (6,155,297 )

Selling, general and administrative expenses

   (1,097,054 )   (1,130,960 )   (2,324,759 )

Interest income

   11,860     11,143     28,216  

Dividends received

   4,150     4,759     6,567  

Other income (Note 10)

   70,435     48,205     147,399  

Interest expense

   (10,193 )   (10,233 )   (21,686 )

Goodwill impairment (Note 5)

   —       —       (50,050 )

Other deductions (Notes 5, 9 and 10)

   (51,169 )   (70,850 )   (153,407 )
    

 

 

Income before income taxes

   232,474     154,111     371,312  

Provision for income taxes:

                  

Current

   61,319     59,477     96,341  

Deferred

   38,354     25,951     70,748  
    

 

 

     99,673     85,428     167,089  
    

 

 

Income before minority interests and equity in gains (losses) of associated companies

   132,801     68,683     204,223  

Minority interests

   17,932     (6,596 )   (987 )

Equity in gains (losses) of associated companies

   254     (10,872 )   (50,800 )
    

 

 

Net income

   115,123     64,407     154,410  
    

 

 

     Yen

 

Net income per share of common stock (Note 8):

                  

Basic

   52.38     28.82     69.48  

Diluted

   52.38     28.82     69.48  

 

See accompanying Notes to Consolidated Financial Statements.

 

 


Table of Contents

- 20 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Statements of Stockholders’ Equity

 

Six months ended September 30, 2006 and 2005 and year ended March 31, 2006

 

    Yen (millions)

 
    Six months ended September 30, 2006

 
   

Common

Stock


 

Capital

surplus


 

Legal

reserve


 

Retained

earnings


   

Accumulated

other

comprehensive

income (loss)


   

Treasury

stock


   

Total

stockholders

equity


 

Balances at beginning of period

  258,740   1,234,289   87,526   2,575,890     (26,119 )   (342,705 )   3,787,621  

Gain from sale of treasury stock

      53                         53  

Transfer from retained earnings

          816   (816 )               —    

Cash dividends

              (22,095 )               (22,095 )

Disclosure of comprehensive income (loss):

                                   

Net income

              115,123                 115,123  

Translation adjustments

                    30,023           30,023  

Unrealized holding gains (losses) of available-for-sale securities

                    (7,468 )         (7,468 )

Unrealized gains (losses) of derivative instruments

                    (1,188 )         (1,188 )

Minimum pension liability adjustments

                    (4,344 )         (4,344 )
                                 

Total comprehensive income

                                132,146  
                                 

Repurchase of common stock, net

                          (41,458 )   (41,458 )
   
 
 
 

 

 

 

Balances at end of period

  258,740   1,234,342   88,342   2,668,102     (9,096 )   (384,163 )   3,856,267  
   
 
 
 

 

 

 

    Yen (millions)

 
    Six months ended September 30, 2005

 
   

Common

Stock


 

Capital

surplus


 

Legal

reserve


   

Retained

earnings


   

Accumulated

other

comprehensive

income (loss)


   

Treasury

stock


   

Total

stockholders

equity


 

Balances at beginning of period

  258,740   1,230,701   87,838     2,461,071     (238,377 )   (255,721 )   3,544,252  

Gain from sale of treasury stock

      17                           17  

Increase (decrease) mainly in capital transactions

      798   (750 )   (48 )               —    

Transfer from retained earnings

          725     (725 )               —    

Cash dividends

                (16,938 )               (16,938 )

Disclosure of comprehensive income (loss):

                                     

Net income

                64,407                 64,407  

Translation adjustments

                      63,460           63,460  

Unrealized holding gains (losses) of available-for-sale securities

                      55,240           55,240  

Unrealized gains (losses) of derivative instruments

                      2,301           2,301  

Minimum pension liability adjustments

                      (14,479 )         (14,479 )
                                   

Total comprehensive income

                                  170,929  
                                   

Repurchase of common stock, net

                            (72,143 )   (72,143 )
   
 
 

 

 

 

 

Balances at end of period

  258,740   1,231,516   87,813     2,507,767     (131,855 )   (327,864 )   3,626,117  
   
 
 

 

 

 

 

                                    (Continued )

 

 


Table of Contents

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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Statements of Stockholders’ Equity

 

Six months ended September 30, 2006 and 2005 and year ended March 31, 2006

 

    Yen (millions)

 
    Year ended March 31, 2006

 
   

Common

Stock


 

Capital

surplus


 

Legal

reserve


   

Retained

earnings


   

Accumulated

other

comprehensive

income (loss)


   

Treasury

stock


   

Total

stockholders

equity


 

Balances at beginning of period

  258,740   1,230,701   87,838     2,461,071     (238,377 )   (255,721 )   3,544,252  

Gain from sale of treasury stock

      62                           62  

Increase (decrease) mainly in capital transactions

      3,526   (750 )   (48 )               2,728  

Transfer from retained earnings

          438     (438 )               —    

Cash dividends

                (39,105 )               (39,105 )

Disclosure of comprehensive income (loss):

                                     

Net income

                154,410                 154,410  

Translation adjustments

                      83,311           83,311  

Unrealized holding gains (losses) of available-for-sale securities

                      72,698           72,698  

Unrealized gains (losses) of derivative instruments

                      (5,077 )         (5,077 )

Minimum pension liability adjustments

                      61,326           61,326  
                                   

Total comprehensive income

                                  366,668  
                                   

Repurchase of common stock, net

                            (86,984 )   (86,984 )
   
 
 

 

 

 

 

Balances at end of period

  258,740   1,234,289   87,526     2,575,890     (26,119 )   (342,705 )   3,787,621  
   
 
 

 

 

 

 

 

 


Table of Contents

- 22 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Statements of Cash Flows

 

Six months ended September 30, 2006 and 2005 and year ended March 31, 2006

 

     Yen (millions)

 
     Six months ended
September 30,


    Year ended
March 31,


 
     2006

    2005

    2006

 

Cash flows from operating activities:

                  

Net income

   115,123     64,407     154,410  

Adjustments to reconcile net income to net cash provided by operating activities:

                  

Depreciation and amortization

   152,148     150,524     309,399  

Net gain on sale of investments

   (31,119 )   (19,054 )   (47,449 )

Provision for doubtful receivables

   3,633     2,732     8,409  

Deferred income taxes

   38,354     25,951     70,748  

Write-down of investment securities (Note 9)

   2,947     6,666     35,292  

Impairment loss on long-lived assets (Note 5)

   1,016     5,433     66,378  

Minority interests

   17,932     (6,596 )   (987 )

(Increase) decrease in trade receivables

   30,129     (6,265 )   (31,042 )

(Increase) decrease in inventories

   (105,153 )   (94,925 )   36,498  

(Increase) decrease in other current assets

   43,697     (14,584 )   (57,990 )

Increase (decrease) in trade payables

   (19,314 )   76,916     112,340  

Increase (decrease) in accrued income taxes

   2,486     3,047     3,872  

Increase (decrease) in accrued expenses and other current liabilities

   11,027     37,548     37,108  

Increase (decrease) in retirement and severance benefits

   (59,093 )   (35,187 )   (73,180 )

Increase (decrease) in deposits and advances from customers

   (4,039 )   (1,750 )   (13,304 )

Other

   (2,123 )   (4,651 )   (35,084 )
    

 

 

Net cash provided by operating activities

   197,651     190,212     575,418  
    

 

 

Cash flows from investing activities:

                  

Proceeds from sale of short-term investments

   31,014     7,341     41,867  

Purchase of short-term investments

   (4,474 )   —       (54,967 )

Proceeds from disposition of investments and advances

   56,817     373,936     849,409  

Increase in investments and advances

   (167,023 )   (126,019 )   (385,865 )

Capital expenditures

   (206,903 )   (196,472 )   (356,751 )

Proceeds from disposals of property, plant and equipment

   100,290     90,381     168,631  

(Increase) decrease in time deposits

   (170,117 )   81,826     141,289  

Proceeds from sale of shares of subsidiaries and dividends received

   40,548     62,948     63,083  

Other

   (23,219 )   (19,560 )   (59,605 )
    

 

 

Net cash (used in) provided by investing activities

   (343,067 )   274,381     407,091  
    

 

 

 

(Continued)


Table of Contents

- 23 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Consolidated Statements of Cash Flows

 

Six months ended September 30, 2006 and 2005 and year ended March 31, 2006

 

     Yen (millions)

 
     Six months ended
September 30,


    Year ended
March 31,


 
     2006

    2005

    2006

 

Cash flows from financing activities:

                  

Increase (decrease) in short-term borrowings

   (10,977 )   27,321     15,037  

Increase (decrease) in employees’ deposits

   (13,507 )   (3,480 )   (104,835 )

Proceeds from long-term debt

   33,500     30,653     30,653  

Repayments of long-term debt

   (63,901 )   (148,198 )   (328,243 )

Dividends paid

   (22,095 )   (16,938 )   (39,105 )

Dividends paid to minority interests

   (9,412 )   (9,638 )   (16,281 )

Repurchase of common stock

   (41,562 )   (72,214 )   (87,150 )

Sale of treasury stock

   157     88     228  

Other

   —       4,725     5,128  
    

 

 

Net cash used in financing activities

   (127,797 )   (187,681 )   (524,568 )
    

 

 

Effect of exchange rate changes on cash and cash equivalents

   13,523     9,046     39,699  
    

 

 

Net increase (decrease) in cash and cash equivalents

   (259,690 )   285,958     497,640  

Cash and cash equivalents at beginning of period

   1,667,396     1,169,756     1,169,756  
    

 

 

Cash and cash equivalents at end of period

   1,407,706     1,455,714     1,667,396  
    

 

 

 

See accompanying Notes to Consolidated Financial Statements.

 

 


Table of Contents

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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(1) Summary of Significant Accounting Policies

 

  (a) Description of Business

 

Matsushita Electric Industrial Co., Ltd. (hereinafter, the “Company,” including consolidated subsidiaries, unless the context otherwise requires) is one of the world’s leading producers of electronic and electric products. The Company currently offers a comprehensive range of products, systems and components for consumer, business and industrial use based on sophisticated electronics and precision technology, expanding to building materials and equipment, and housing business. Most of the Company’s products are marketed under “Panasonic” and several other trade names, including “National,” “Technics,” “Quasar,” “Victor,” “JVC” and “PanaHome.”

 

Sales for the six months ended September 30, 2006 were categorized as follows: AVC Networks—40%, (Video and audio equipment 18%, Information and communications equipment 22%), Home Appliances—14%, Components and Devices—13%, MEW and PanaHome—19%, JVC—7%, and Other—7%. A sales breakdown by geographical market was as follows: Japan—50%, North and South America—16%, Europe—13%, and Asia and Others—21%.

 

The Company is not dependent on a single supplier, and has no significant difficulty in obtaining raw materials from suppliers.

 

  (b) Basis of Presentation of Consolidated Financial Statements

 

The Company and its domestic subsidiaries maintain their books of account in conformity with financial accounting standards of Japan, and its foreign subsidiaries in conformity with those of the countries of their domicile.

 

The consolidated financial statements presented herein have been prepared in a manner and reflect adjustments which are necessary to conform with U.S. generally accepted accounting principles.

 

  (c) Principles of Consolidation

 

The consolidated financial statements include the accounts of the Company and its majority-owned, controlled subsidiaries. The Company also consolidates entities in which controlling interest exists through variable interests in accordance with Financial Accounting Standards Board (FASB) Interpretation No. 46 (revised December 2003), “Consolidation of Variable Interest Entities” (FIN 46R).


Table of Contents

- 25 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The Company changed the presentation of “deposits and advances from customers” from net cash used in financing activities to net cash provided by operating activities in the consolidated statements of cash flows for the year ended March 31, 2006. In addition, the Company revised the corresponding prior period presentation. The revision decreased net cash provided by operating activities and increased net cash used in financing activities by 1,750 million yen for the six months ended September 30, 2005. These changes were not material to the consolidated statements of cash flows for the six months ended September 30, 2005.

 

  (d) Revenue Recognition

 

The Company generates revenue principally through the sale of consumer and industrial products, equipment, and supplies. The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, and title and risk of loss have been transferred to the customer or services have been rendered, the sales price is fixed or determinable, and collectibility is reasonably assured.

 

Revenue from sales of products is generally recognized when the products are received by customers. Revenue from sales of certain products with customer acceptance provisions related to their functionality is recognized when the product is received by the customer and the specific criteria of the product functionality are successfully tested and demonstrated.

 

The Company enters into arrangements with multiple elements, which may include any combination of products, equipment, installment and maintenance. The Company allocates revenue to each element based on its relative fair value if such element meets the criteria for treatment as a separate unit of accounting as prescribed in the Emerging Issues Task Force (EITF) Issue 00-21, “Revenue Arrangements with Multiple Deliverables” (EITF 00-21).

 

The Company’s policy is to accept product returns only in the case that the products are defective. The Company issues contractual product warranties under which it guarantees the performance of products delivered and services rendered for a certain period of time. A liability for the estimated product warranty related cost is established at the time revenue is recognized, and is included in “Other accrued expenses.” Estimates for accrued warranty cost are primarily based on historical experience and current information on repair cost.

 

Historically, the Company has made certain allowances related to sales to its consumer business distributors. Such allowances are generally provided to compensate the distributors for a decline in the product’s value, and are classified as a reduction of revenue on the consolidated statements of income. Estimated price adjustments are accrued when the related sales are recognized. The estimate is made based primarily on the historical experience or specific arrangements made with the distributors.


Table of Contents

- 26 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The Company also occasionally offers incentive programs to its distributors in the form of rebates. These rebates are accrued at the later of the date at which the related revenue is recognized or the date at which the incentive is offered, and are recorded as reductions of sales in accordance with EITF 01-09, “Accounting for Consideration Given by a Vendor to a Customer (Including a Reseller of the Vendor’s Products).”

 

  (e) Leases

 

The Company accounts for leases in accordance with Statement of Financial Accounting Standards (SFAS) No. 13, “Accounting for Leases.” Leases of the assets under certain conditions are recorded as capital leases and are included in property, plant and equipment in the consolidated balance sheets.

 

  (f) Inventories

 

Finished goods and work in process are stated at the lower of cost (average) or market. Raw materials are stated at cost, principally on a first-in, first-out basis, not in excess of current replacement cost.

 

  (g) Foreign Currency Translation

 

Foreign currency financial statements are translated in accordance with SFAS No. 52, “Foreign Currency Translation,” under which all assets and liabilities are translated into yen at period-end rates and income and expense accounts are translated at weighted-average rates. Adjustments resulting from the translation of financial statements are reflected under the caption, “Accumulated other comprehensive income (loss),” a separate component of stockholders’ equity.

 

  (h) Property, Plant and Equipment

 

Property, plant and equipment is stated at cost. Depreciation is computed primarily using the declining balance method based on the following estimated useful lives:

 

Buildings

   5 to 50 years

Machinery and equipment

   2 to 10 years

 

Certain assets with a net book value of 1,058 million yen are collateralized.

 

 


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- 27 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

 

  (i) Goodwill and Other Intangible Assets

 

Goodwill represents the excess of costs over the fair value of net assets of businesses acquired. The Company adopted the provisions of SFAS No. 142, “Goodwill and Other Intangible Assets.” Goodwill and intangible assets acquired in a purchase business combination and determined to have an indefinite useful life are not amortized, and are instead tested for impairment at least annually based on assessment of current estimated fair value of the intangible asset. SFAS No. 142 also requires that intangible assets with estimable useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment based on an assessment of the undiscounted cash flows expected by the asset. An impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset.

 

  (j) Investments and Advances

 

Investments and advances primarily consist of investments in and advances to associated companies, cost method investments, available-for-sale securities, and long-term deposits. Cost method investments and long-term deposits are recorded at historical cost.

 

The equity method is used to account for investments in associated companies in which the Company exerts significant influence, generally having a 20% to 50% ownership interest, and corporate joint ventures. The Company also uses the equity method for some subsidiaries if the minority shareholders have substantive participating rights. Under the equity method of accounting, investments are stated at their underlying net equity value after elimination of intercompany profits. The cost method is used when the Company does not have significant influence.

 

The excess of cost of the stock of the associated companies over the Company’s share of their net assets at the acquisition date, included in the equity investment balance, is recognized as equity method goodwill. Such equity method goodwill is not being amortized and is instead tested for impairment as part of the equity method investment.

 

The Company accounts for debt and equity securities in accordance with SFAS No. 115, “Accounting for Certain Investments in Debt and Equity Securities.”

 

SFAS No. 115 requires that certain investments in debt and equity securities be classified as held-to-maturity, trading, or available-for-sale securities. The Company classifies its existing marketable equity securities other than investments in associated companies and all debt securities as available-for-sale. Available-for-sale securities are carried at fair value with unrealized holding gains or losses included as a component of accumulated other comprehensive income (loss), net of applicable taxes.

 

Realized gains and losses are determined on the average cost method and reflected in earnings.


Table of Contents

- 28 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

On a continuous basis, but no less frequently than at the end of each semi-annual period, the Company evaluates the carrying amount of each of the investments in associated companies, cost method investments and available-for-sale securities for possible other-than-temporary impairment. Factors considered in assessing whether an indication of other-than-temporary impairment exists include the period of time the fair value has been below the carrying amount or cost basis of investment, financial condition and prospects of each investee, and other relevant factors.

 

Investments in associated companies, cost method investments and available-for-sale securities are reduced to fair value by a charge to earnings when impairment is considered to be other than temporary. Impairment is measured based on the amount by which the carrying amount or cost basis of the investment exceeds its fair value. Fair value is determined based on quoted market prices, discounted cash flows or other valuation techniques as appropriate.

 

  (k) Allowance for Doubtful Receivables

 

An allowance for doubtful trade receivables and advances is provided at an amount calculated based on historical experience, while specific allowances for doubtful receivables are provided for the estimated amounts considered to be uncollectible after reviewing individual collectibility.

 

  (l) Income Taxes

 

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards.

 

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

 

  (m) Advertising

 

Advertising costs are expensed as incurred.

 

  (n) Net Income per Share

 

The Company accounts for net income per share in accordance with SFAS No. 128, “Earnings per Share.” This Statement establishes standards for computing net income per share and requires dual presentation of basic and diluted net income per share on the face of the statements of income for all entities with complex capital structures.


Table of Contents

- 29 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Under SFAS No. 128, basic net income per share is computed based on the weighted-average number of common shares outstanding during each period, and diluted net income per share assumes the dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock.

 

  (o) Cash Equivalents

 

Cash equivalents include all highly liquid debt instruments purchased with a maturity of three months or less.

 

  (p) Derivative Financial Instruments

 

Derivative financial instruments utilized by the Company are comprised principally of foreign exchange contracts, interest rate swaps, cross currency swaps and commodity futures used to hedge currency risk, interest rate risk and commodity price risk.

 

The Company accounts for derivative instruments in accordance with SFAS No. 133, “Accounting for Derivative Instruments and Hedging Activities,” as amended. The Company recognizes derivatives in the consolidated balance sheets at their fair value in “Other current assets,” “Other assets,” “Other current liabilities” or “Other liabilities.” On the date the derivative contract is entered into, the Company ordinarily designates the derivative as either a hedge of the fair value of a recognized asset or liability or of an unrecognized firm commitment (“fair-value” hedge), a hedge of a forecasted transaction or of the variability of cash flows to be received or paid related to a recognized asset or liability (“cash-flow” hedge), or a foreign-currency fair-value or cash-flow hedge (“foreign-currency” hedge). The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking various hedge transactions. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.

 

Changes in the fair value of a derivative that is highly effective and that is designated and qualifies as a fair-value hedge, along with the loss or gain on the hedged asset or liability or unrecognized firm commitment of the hedged item that is attributable to the hedged risk, are recorded in earnings. Changes in the fair value of a derivative that is highly effective and that is designated and qualifies as a cash-flow hedge are recorded in other comprehensive income (loss), until earnings are affected by the variability in cash flows of the designated hedged item. Changes in the fair value of derivatives that are highly effective as hedges and that are designated and qualify as foreign-currency hedges are recorded in either earnings or other comprehensive income (loss), depending on whether the hedge transaction is a fair-value hedge or a cash-flow hedge. The ineffective portion of the change in fair value of a derivative instrument that qualifies as either a fair-value hedge or a cash-flow hedge is reported in earnings.


Table of Contents

- 30 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

  (q) Impairment of Long-Lived Assets

 

The Company accounts for impairment or disposition of long-lived assets in accordance with SFAS No. 144, “Accounting for Impairment or Disposal of Long-Lived Assets.” In accordance with SFAS No. 144, long-lived assets, such as property, plant and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset.

 

  (r) Restructuring Charges

 

The Company accounts for costs associated with exit or disposal activities in accordance with SFAS No. 146, “Accounting for Costs Associated with Exit or Disposal Activities.” Pursuant to SFAS No. 146, liabilities for restructuring costs are recognized when the liability is incurred, which may be subsequent to the date when the Company has committed to a restructuring plan.

 

  (s) Stock-Based Compensation

 

SFAS No. 123 (revised 2004), “Share-Based Payment” (SFAS No. 123R) addresses accounting and disclosure requirements with measurement of the cost of employee service using a fair-value-based method of accounting for stock-based employee compensation plans.

 

Until fiscal 2006, the Company applied the intrinsic-based-method of accounting prescribed by Accounting Principles Board (APB) Opinion No. 25, “Accounting for Stock Issued to Employees,” and related interpretations to account for its stock option plans and adopted only the disclosure requirements of SFAS No. 123 “Accounting for Stock-Based Compensation,” and SFAS No. 148, “Accounting for Stock-Based Compensation—Transition and Disclosure, an amendment of SFAS No. 123” until fiscal 2006. The Company adopted SFAS No. 123R for the six months ended September 30, 2006.

 

If the accounting provision of SFAS No. 123R had been adopted, the impact on the Company’s net income for the six months ended September 30, 2005 and for the year ended March 31, 2006 would not be material.


Table of Contents

- 31 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

  (t) Use of Estimates

 

Management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity with generally accepted accounting principles. Actual results could differ from those estimates.

 

  (u) Reclassifications

 

Certain reclassifications have been made to the consolidated financial statements for the six months ended September 30, 2005 to conform with the presentation used for the six months ended September 30, 2006.


Table of Contents

- 32 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(2) Inventories

 

Inventories at September 30, 2006 and 2005 and March 31, 2006 are summarized as follows:

 

     Yen (millions)

     September 30,

   March 31,

     2006

   2005

   2006

Finished goods

   623,604    578,116    534,766

Work in process

   144,020    149,227    126,152

Raw materials

   269,246    279,079    254,344
    
  
  
     1,036,870    1,006,422    915,262
    
  
  

 

(3) Investments in Securities

 

In accordance with SFAS No. 115, the Company classifies its existing marketable equity securities other than investments in associated companies and all debt securities as available-for-sale.

 

The cost, fair value, net unrealized holding gains (losses) of available-for-sale securities included in short-term investments and investments and advances at September 30, 2006 and 2005 and March 31, 2006 are as follows:

 

     Yen (millions)

     September 30, 2006

     Cost

   Fair
value


   Net unrealized
holding gains
(losses)


Current:

              

Bonds

   50,609    50,610    1

Other

   10,249    10,249    —  
    
  
  
     60,858    60,859    1
    
  
  

Noncurrent:

              

Equity securities

   250,977    530,297    279,320

Bonds

   132,502    132,995    493

Other

   6,730    6,863    133
    
  
  
     390,209    670,155    279,946
    
  
  

 

 


Table of Contents

- 33 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

     Yen (millions)

 
     September 30, 2005

 
     Cost

   Fair
value


   Net unrealized
holding gains
(losses)


 

Current:

                

Bonds

   14,221    14,223    2  

Other

   2,029    2,029    —    
    
  
  

     16,250    16,252    2  
    
  
  

Noncurrent:

                

Equity securities

   223,641    486,099    262,458  

Bonds

   103,594    103,551    (43 )

Other

   18,232    18,244    12  
    
  
  

     345,467    607,894    262,427  
    
  
  

 

     Yen (millions)

 
     March 31, 2006

 
     Cost

   Fair
value


   Net unrealized
holding gains
(losses)


 

Current:

                

Bonds

   31,528    31,512    (16 )

Other

   25,241    25,241    —    
    
  
  

     56,769    56,753    (16 )
    
  
  

Noncurrent:

                

Equity securities

   230,400    527,705    297,305  

Bonds

   123,080    122,380    (700 )

Other

   18,580    18,654    74  
    
  
  

     372,060    668,739    296,679  
    
  
  

 

The aggregate cost of the Company’s cost method investments totaled 32,510 million yen, 195,282 million yen and 35,211 million yen at September 30, 2006 and 2005 and March 31, 2006, respectively.

 

 


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- 34 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(4) Leases

 

The Company has operating leases for certain machinery and equipment. Future minimum lease payments under operating leases at September 30, 2006 are as follows:

 

     Yen (millions)

Due within 1 year

   52,006

Due after 1 year within 2 years

   53,645

Due after 2 years within 3 years

   32,416

Due after 3 years within 4 years

   26,268

Due after 4 years within 5 years

   29,072

Thereafter

   4,739
    

Total minimum lease payments

   198,146
    

 

(5) Long-Lived Assets

 

The Company periodically reviews the recorded value of its long-lived assets to determine if the future cash flows to be derived from these assets will be sufficient to recover the remaining recorded asset values. Impairment losses are included in other deductions in the consolidated statements of income, and are not charged to segment profit.

 

The Company recognized impairment losses in the aggregate of 1,016 million yen of property, plant and equipment for the six months ended September 30, 2006.

 

The impairment losses mainly consist of the impairment of certain manufacturing facilities used in connection with glass lenses and certain sensor at a domestic subsidiary. Due to the low profitability by reduction of the production and low sales with the delay of new product introduction compared to original plan, the Company wrote down the carrying amount of these assets to the recoverable amount. The fair value was based on discounted estimated future cash flows.

 

Impairment losses of 837 million yen, 153 million yen and 26 million yen were related to “Components and Devices,” “MEW and PanaHome” and the remaining segments, respectively.

 

The Company recognized impairment losses in the aggregate of 5,433 million yen of property, plant and equipment for the six months ended September 30, 2005.

 

The impairment losses mainly consist of the impairment of certain unused assets and manufacturing facilities at domestic and overseas subsidiaries. Due to the decline of the fair value of the unused assets and lower profitability of their business, the Company wrote down the carrying amount of these assets to the recoverable amount. The fair value of the land, buildings and manufacturing facilities was determined by specific appraisal or based on discounted estimated future cash flow.

 

 


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- 35 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The remaining impairment loss is mainly related to write-down of land, buildings and equipments for information and communications products at domestic manufacturing subsidiaries. Due mainly to the weak market demand and plans to reduce production of these products, the Company estimated the carrying amounts would not be recovered by the future cash flows. The fair value was determined by estimating the market value.

 

Impairment losses of 2,462 million yen, 406 million yen, 1,868 million yen and 697 million yen were related to “AVC Networks,” “Home Appliances,” “MEW and PanaHome” and the remaining segments, respectively.

 

The Company recognized impairment losses in the aggregate of 16,230 million yen of property, plant and equipment during fiscal 2006.

 

The Company decided to sell certain land and buildings, and classified those land and buildings as assets held for sale. These assets are included in other current assets in the consolidated balance sheet and the Company recognized an impairment loss. The fair value of the land and buildings was determined by using a purchase price offered by a third party.

 

The Company also recorded impairment losses related to write-down of land and buildings used in connection with the manufacture of certain information and communications equipment at a domestic subsidiary. As a result of plans to carry out selection and concentration of businesses, the Company estimated the carrying amounts would not be recovered by the future cash flows. The fair value of land was determined by specific appraisal. The fair value of buildings was determined based on the discounted estimated future cash flows expected to result from the use of the buildings and their eventual disposition.

 

Impairment losses of 4,260 million yen, 2,771 million yen, 2,488 million yen, 2,754 million yen and 3,957 million yen were related to “AVC Networks,” “Components and Devices,” “MEW and PanaHome,” “Other” and the remaining segments, respectively.

 

The Company recognized an impairment loss of 50,050 million yen during fiscal 2006 related to goodwill of a mobile communication subsidiary. The Company also recognized an impairment loss of 98 million yen of non-amortizing intangible assets, in connection with the decline of their market value during fiscal 2006.

 

 


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- 36 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(6) Number of shares

 

Number of shares of common stock authorized and issued and number of shares of treasury stock as of September 30, 2006 and 2005 and March 31, 2006 are as follows:

 

     Number of shares

     September 30,

   March 31,

     2006

   2005

   2006

Common stock

              

Authorized

   4,950,000,000    4,950,000,000    4,950,000,000

Issued

   2,453,053,497    2,453,053,497    2,453,053,497

Treasury stock

   260,137,934    236,275,429    243,521,506

 

(7) Net Assets per Share

 

Net assets per share as of September 30, 2006 and 2005 and March 31, 2006 are as follows:

 

     Yen

     September 30,

   March 31,

     2006

   2005

   2006

Net assets per share

   1,758.51    1,635.76    1,714.22


Table of Contents

- 37 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(8) Net Income per Share

 

A reconciliation of the numerators and denominators of the basic and diluted net income per share computation for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006 are as follows:

 

     Yen (millions)

     Six months ended
September 30,


   Year ended
March 31,


     2006

   2005

   2006

Net income available to common stockholders

   115,123    64,407         154,410

 

 

     Number of shares

    

Six months ended

September 30,


   Year ended
March 31,


     2006

   2005

   2006

Average common shares outstanding

   2,197,901,732    2,234,699,257    2,222,376,333

Dilutive effect of assumed conversions:

              

Stock options

   17,912    1,002    11,909
    
  
  

Diluted common shares outstanding

   2,197,919,644    2,234,700,259    2,222,388,242
    
  
  
     Yen

    

Six months ended

September 30,


   Year ended
March 31,


     2006

   2005

   2006

Net income per share:

              

Basic

   52.38    28.82    69.48

Diluted

   52.38    28.82    69.48

 

 


Table of Contents

- 38 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(9) Supplementary Information to the Statements of Income and Cash Flows

 

Included in other deductions of revenues, costs and expenses for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006 is a loss of 4,292 million yen, 20,774 million yen and 37,019 million yen, respectively, associated with the implementation of the early retirement programs in the domestic and overseas subsidiaries.

 

A write-down of 2,947 million yen, 6,666 million yen and 35,292 million yen on investment securities is included in other deductions of revenues, costs and expenses for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006, respectively.

 

Included in other deductions for the year ended March 31, 2006 are claim expenses of 34,340 million yen.

 

Foreign exchange gains and losses included in other deductions for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006 is a loss of 11,842 million yen, 5,218 million yen and 13,475 million yen, respectively.

 

Income taxes and interest expenses paid and noncash investing and financing activities for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006 are as follows:

 

     Yen (millions)

     Six months ended
September 30,


   Year ended
March 31,


     2006

   2005

   2006

a) Cash paid:

              

Interest

   11,217    10,640    21,853

Income taxes

   58,736    56,430    92,469

b) Noncash investing and financing activities:

              

Conversion of bonds

   —      —      20,330

 

 


Table of Contents

- 39 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

(10) Derivatives and Hedging Activities

 

The Company operates internationally, giving rise to significant exposure to market risks arising from changes in foreign exchange rates, interest rates and commodity prices. The Company assesses these risks by continually monitoring changes in these exposures and by evaluating hedging opportunities. Derivative financial instruments utilized by the Company to hedge these risks are comprised principally of foreign exchange contracts, interest rate swaps, cross currency swaps and commodity derivatives. The Company does not hold or issue derivative financial instruments for any purposes other than hedging.

 

Gains and losses related to derivative instruments are classified in other income (deductions) in the consolidated statements of income. The amount of the hedging ineffectiveness and net gain or loss excluded from the assessment of hedge effectiveness is not material for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006. Amounts included in accumulated other comprehensive income (loss) at September 30, 2006 are expected to be recognized in earnings principally over the next twelve months. The maximum term over which the Company is hedging exposures to the variability of cash flows for foreign currency exchange risk is approximately five months.

 

The Company is exposed to credit risk in the event of non-performance by counterparties to the derivative contracts, but such risk is considered mitigated by the high credit rating of the counterparties.

 

(11) Commitments and Contingent Liabilities

 

The Company provides guarantees to third parties mainly on bank loans provided to its employees, associated companies and customers. The guarantees for the employees are principally made for their housing loans. The guarantees for associated companies and customers are made to enhance their credit. For each guarantee provided, the Company is required to perform under the guarantee if the guaranteed party defaults on a payment. At September 30, 2006, the maximum amount of undiscounted payments the Company would have to make in the event of default is 18,892 million yen. The carrying amount of the liabilities recognized for the Company’s obligations as a guarantor under those guarantees at September 30, 2006 and 2005 and March 31, 2006 was insignificant.

 

In connection with the sale and lease back of certain machinery and equipment, the Company guarantees a specific value of the leased assets. For each guarantee provided, the Company is required to perform under the guarantee if certain conditions are met during or at the end of the lease term. At September 30, 2006, the maximum amount of undiscounted payments the Company would have to make in the event that these conditions are met is 42,874 million yen. The carrying amount of the liabilities recognized for the Company’s obligations as guarantors under those guarantees at September 30, 2006 and 2005 and March 31, 2006 was insignificant.

 


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MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Contingent liabilities at September 30, 2006 for discounted export bills of exchange amounted to 948 million yen.

 

There are a number of legal actions against the Company. Management is of the opinion that damages, if any, resulting from these actions will not have a material effect on the Company’s consolidated financial statements.

 

(12) Segment Information

 

In accordance with SFAS No. 131, “Disclosures about Segments of an Enterprise and Related Information,” the segments reported below are the components of the Company for which separate financial information is available that is evaluated regularly by the chief operating decision maker of the Company in deciding how to allocate resources and in assessing performance.

 

Business segments correspond to categories of activity classified primarily by markets, products and brand names. “AVC Networks” includes video and audio equipment, and information and communications equipment. “Home Appliances” includes household equipment. “Components and Devices” includes electronic components, semiconductors, electric motors and batteries. “MEW and PanaHome” includes electrical supplies, electric products, building materials and equipment, and housing business. “JVC” includes products marketed under the brand name of JVC or Victor. “Other” includes electronic-parts-mounting machines, industrial robots and industrial equipment.


Table of Contents

- 41 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

Information by segment for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006 is shown in the tables below:

 

By Business Segment:

 

     Yen (millions)

 
     Six months ended
September 30,


    Year ended
March 31,


 
     2006

    2005

    2006

 

Sales:

                  

AVC Networks:

                  

Customers

   1,860,445     1,835,265     3,894,274  

Intersegment

   48,261     46,543     91,814  
    

 

 

Total

   1,908,706     1,881,808     3,986,088  

Home Appliances:

                  

Customers

   551,963     524,529     1,069,282  

Intersegment

   85,182     79,195     171,920  
    

 

 

Total

   637,145     603,724     1,241,202  

Components and Devices:

                  

Customers

   491,112     473,865     954,011  

Intersegment

   194,235     206,961     414,247  
    

 

 

Total

   685,347     680,826     1,368,258  

MEW and PanaHome:

                  

Customers

   868,396     813,468     1,695,949  

Intersegment

   22,780     23,915     51,258  
    

 

 

Total

   891,176     837,383     1,747,207  

JVC:

                  

Customers

   324,013     333,672     697,150  

Intersegment

   3,135     2,600     5,966  
    

 

 

Total

   327,148     336,272     703,116  

Other:

                  

Customers

   293,565     278,414     583,663  

Intersegment

   457,506     340,389     731,629  
    

 

 

Total

   751,071     618,803     1,315,292  

Eliminations

   (811,099 )   (699,603 )   (1,466,834 )
    

 

 

Consolidated total

   4,389,494     4,259,213     8,894,329  
    

 

 

 

 


Table of Contents

- 42 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

     Yen (millions)

 
     Six months ended
September 30,


    Year ended
March 31,


 
     2006

    2005

    2006

 

Segment profit:

                  

AVC Networks

   101,495     84,817     190,885  

Home Appliances

   40,252     39,520     77,135  

Components and Devices

   50,631     33,664     81,111  

MEW and PanaHome

   32,525     28,546     72,694  

JVC

   (1,000 )   (3,999 )   (5,782 )

Other

   31,908     28,684     62,225  

Corporate and eliminations

   (48,420 )   (40,145 )   (63,995 )
    

 

 

Total segment profit

   207,391     171,087     414,273  
    

 

 

Interest income

   11,860     11,143     28,216  

Dividends received

   4,150     4,759     6,567  

Other income

   70,435     48,205     147,399  

Interest expense

   (10,193 )   (10,233 )   (21,686 )

Goodwill impairment

   —       —       (50,050 )

Other deductions

   (51,169 )   (70,850 )   (153,407 )
    

 

 

Consolidated income before income taxes

   232,474     154,111     371,312  
    

 

 

 

Corporate expenses include certain corporate R&D expenditures and general corporate expenses.

 

 


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- 43 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

By Geographical Area:

 

Sales attributed to countries based upon the customer’s location are as follows:

 

     Yen (millions)

    

Six months ended

September 30,


   Year ended
March 31,


     2006

   2005

   2006

Sales:

              

Japan

   2,180,105    2,173,710    4,611,440

North and South America

   696,923    682,267    1,387,424

Europe

   566,141    507,064    1,113,556

Asia and Others

   946,325    896,172    1,781,909
    
  
  

Consolidated total

   4,389,494    4,259,213    8,894,329
    
  
  

United States of America included in North and South America

   607,546    597,572    1,206,357

 

There are no individually material countries of which sales should be separately disclosed in North and South America, Europe and Asia and Others, except for the United States of America.

 

Transfers between business segments or geographic segments are made at arms-length prices. There are no sales to a single external major customer for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006.

 

 


Table of Contents

- 44 -

 

MATSUSHITA ELECTRIC INDUSTRIAL CO., LTD.

AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

 

The following information shows sales and geographical profit which are attributed to geographic areas based on the country location of the Company or its subsidiaries for the six months ended September 30, 2006 and 2005 and for the year ended March 31, 2006. In addition to the disclosure requirements under SFAS No. 131, the Company discloses this information as supplemental information in light of the disclosure requirements of the Japanese Securities and Exchange Law, which a Japanese public company is subject to:

 

     Yen (millions)

 
     Six months ended
September 30,


    Year ended
March 31,


 
     2006

    2005

    2006

 

Sales:

                  

Japan:

                  

Customers

   2,346,930     2,358,758     4,945,802  

Intersegment

   1,037,297     945,136     1,944,537  
    

 

 

Total

   3,384,227     3,303,894     6,890,339  

North and South America:

                  

Customers

   673,379     657,732     1,340,352  

Intersegment

   10,801     11,887     26,185  
    

 

 

Total

   684,180     669,619     1,366,537  

Europe:

                  

Customers

   538,277     482,023     1,067,306  

Intersegment

   15,532     9,045     20,361  
    

 

 

Total

   553,809     491,068     1,087,667  

Asia and Others:

                  

Customers

   830,908     760,700     1,540,869  

Intersegment

   597,244     583,763     1,175,492  
    

 

 

Total

   1,428,152     1,344,463     2,716,361  

Eliminations

   (1,660,874 )   (1,549,831 )   (3,166,575 )
    

 

 

Consolidated total

   4,389,494     4,259,213     8,894,329  
    

 

 

Geographical profit:

                  

Japan

   189,872     160,947     374,129  

North and South America

   13,974     8,997     16,773  

Europe

   6,850     (386 )   4,511  

Asia and Others

   45,172     43,971     81,337  

Corporate and eliminations

   (48,477 )   (42,442 )   (62,477 )
    

 

 

Consolidated total

   207,391     171,087     414,273