Edgar Filing: NOMURA HOLDINGS INC

Form 6-K

FORM 6-K

U.S. 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

Commission File Number: 1-15270

For the month of April 2013

NOMURA HOLDINGS, INC.

(Translation of registrant’s name into English)

9-1, Nihonbashi 1-chome

Chuo-ku, Tokyo 103-8645

Japan

(Address of principal executive offices)

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):

Information furnished on this form:

EXHIBIT


Exhibit Number

1.		Financial Summary – Year ended March 2013

The registrant hereby incorporates Exhibit 1 to this report on Form 6-K by reference in the prospectus that is part of Registration Statement on Form F-3 (Registration No. 333-169682) of the registrant and Nomura America Finance, LLC, filed with the Securities and Exchange Commission on September 30, 2010.

SIGNATURES

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.


	NOMURA HOLDINGS, INC.

Date: April 26, 2013	By:	/s/ EIJI MIURA
		Eiji Miura
		Senior Managing Director

Financial Summary For the Year Ended March 31, 2013 (U.S. GAAP)


Date:		April 26, 2013
Company name (code number):		Nomura Holdings, Inc. (8604)
Stock exchange listings:		(In Japan) Tokyo, Osaka, Nagoya
		(Overseas) New York, Singapore
Representative:		Koji Nagai
		Group CEO, Nomura Holdings, Inc.
For inquiries:		Masahide Hoshino
		Managing Director, Investor Relations Department, Nomura Holdings, Inc.
		Tel: (Country Code 81) 3-5255-1000
		URL http://www.nomura.com

1. Consolidated Operating Results

(1) Operating Results


	(Rounded to nearest million)

	For the year ended March 31
	2012						2013
	(Millions of yen, except per share data)
				% Change from March 31, 2011						% Change from March 31, 2012
Total revenue		1,851,760			33.7	%		2,079,943			12.3	%
Net revenue		1,535,859			35.8	%		1,813,631			18.1	%
Income before income taxes		84,957			(8.9	%)		237,730			179.8	%
Net income attributable to Nomura Holdings, Inc. (“NHI”) shareholders		11,583			(59.6	%)		107,234			825.8	%
Comprehensive income		10,439			1.3	%		198,320			—	%
Basic-Net income attributable to NHI shareholders per share (Yen)		3.18						29.04
Diluted-Net income attributable to NHI shareholders per share (Yen)		3.14						28.37
Return on shareholders’ equity		0.6	%					4.9	%
Income before income taxes to total assets		0.2	%					0.6	%
Income before income taxes divided by total revenue		4.6	%					11.4	%
Equity in earnings of affiliates		5,716						18,597

Note: Return on shareholders’ equity is a ratio of Net income attributable to NHI shareholders to Total NHI shareholders’ equity.

(2) Financial Position


	At March 31
	2012			2013
	(Millions of yen, except per share data)
Total assets		35,697,312			37,942,439
Total equity		2,389,137			2,318,983
Total NHI shareholders’ equity		2,107,241			2,294,371
Total NHI shareholders’ equity as a percentage of total assets		5.9	%		6.0	%
Total NHI shareholders’ equity per share (Yen)		575.20			618.27

(3) Cash flows


	For the year ended March 31
	2012			2013
	(Millions of yen)
Net cash provided by operating activities		290,863			549,501
Net cash provided by (used in) investing activities		9,942			(160,486	)
Net cash used in financing activities		(844,311	)		(701,623	)
Cash and cash equivalents at end of the year		1,070,520			805,087

2. Cash dividends


	For the year ended March 31
	2012			2013
	(Yen amounts, except total annual dividends)
Dividends per share
Dividends record dates
At June 30		—			—
At September 30		4.00			2.00
At December 31		—			—
At March 31		2.00			6.00
For the year		6.00			8.00
Total annual dividends (Millions of yen)		21,992			29,681
Consolidated payout ratio		188.7	%		27.5	%
Consolidated dividends as a percentage of shareholders’ equity per share		1.0	%		1.3	%

3. Earnings forecasts for the year ending March 31, 2014

Nomura provides investment, financing and related services in the capital markets on a global basis. In the global capital markets there exist uncertainties due to, but not limited to, economic and market conditions.

Nomura, therefore, does not present earnings and dividends forecasts.

Notes

(1) Changes in significant subsidiaries during the period: Yes

(Changes in Specified Subsidiaries accompanying changes in scope of consolidation.)

Number of consolidation Exclusion 1 (Nomura Real Estate Holdings, Inc.)

Note: Please refer to page 15 “(7) Significant Items for Presenting the Consolidated Financial Statements” for details.

(2) Changes in accounting policies

Changes in accounting policies due to amendments to the accounting standards: None

Changes in accounting policies due to other than a): None

(3) Number of shares issued (common stock)


	At March 31
	2012		2013
Number of shares outstanding (including treasury stock)		3,822,562,601		3,822,562,601
Number of treasury stock		159,078,706		111,602,349

	For the year ended March 31
	2012		2013
Average number of shares outstanding		3,643,481,439		3,692,795,953

Parent Company Only Operating Results (Japanese GAAP)

(1) Operating Results


	For the year ended March 31
	2012					2013
	(Millions of yen, except per share data)
			% Change from March 31, 2011					% Change from March 31, 2012
Operating revenue		270,521		23.0	%		278,523		3.0	%
Operating income		54,362		454.1	%		76,215		40.2	%
Ordinary income		52,526		349.3	%		67,577		28.7	%
Net income		32,879		—			42,210		28.4	%

Net profit per share (Yen)		9.02					11.42
Fully diluted net profit per share (Yen)		8.93					11.16

(2) Financial Position


	At March 31
	2012			2013
	(Millions of yen, except per share data)
Total assets		5,438,184			5,775,850
Total net assets		1,841,400			1,875,723
Total net assets as a percentage of total assets		32.9	%		31.7	%
Total net assets per share (Yen)		488.38			492.88

Shareholders’ equity		1,790,807			1,830,633

*Audit procedure

The audit of the consolidated financial statements for this fiscal year has not been completed by the external auditors at the point of disclosing this financial summary. As a result of such audit, certain of the information set forth herein could be subject to revision, possibly material, in Nomura’s Form 20-F for the year ended March 31, 2013.

Table of Contents for the Accompanying Materials


1. Consolidated Operating Results			P.2

(1) Analysis of Consolidated Operating Results			P.2
(2) Analysis of Consolidated Financial Position			P.5

2. Corporate Goals and Principles			P.5

(1) Fundamental Management Policy			P.5
(2) Structure of Business Operations			P.5
(3) Management Challenges and Strategies			P.6

3. Consolidated Financial Statements			P.8

(1) Consolidated Balance Sheets			P.9
(2) Consolidated Statements of Income			P.11
(3) Consolidated Statements of Comprehensive Income			P.12
(4) Consolidated Statements of Changes in Equity			P.13
(5) Consolidated Statements of Cash Flows			P.14
(6) Note with respect to the Assumption as a Going Concern			P.15
(7) Significant Items for Presenting the Consolidated Financial Statements			P.15
(8) Notes to the Consolidated Financial Statements			P.16
(9) Other Financial Information			P.18

4. Unconsolidated Financial Statements [Japanese GAAP]			P.20

(1) Unconsolidated Balance Sheets			P.20
(2) Unconsolidated Statements of Income			P.20
(3) Note with respect to the Assumption as a Going Concern			P.20

5. Other Information			P.20

1.	Consolidated Operating Results

(1)

Analysis of Consolidated Operating Results

Operating Results

U.S. GAAP


	Billions of yen						% Change
	For the year ended						(B-A)/(A)
	March 31, 2012 (A)			March 31, 2013 (B)			(B-A)/(A)
Net revenue		1,535.9			1,813.6			18.1
Non-interest expenses		1,450.9			1,575.9			8.6

Income (loss) before income taxes		85.0			237.7			179.8
Income tax expense		58.9			132.0			124.2

Net income (loss)		26.1			105.7			305.7

Less: Net income (loss) attributable to noncontrolling interests		14.5			(1.5	)		—

Net income (loss) attributable to NHI shareholders		11.6			107.2			825.8

Return on shareholders’ equity *		0.6	%		4.9	%		—

*	Return on shareholders’ equity is a ratio of Net income (loss) attributable to NHI shareholders to Total NHI shareholders’ equity.

Nomura Holdings, Inc. and its consolidated entities (“Nomura”) reported net revenue of 1,813.6 billion yen for the fiscal year ended March 31, 2013, an increase of 18.1% from the previous year. Non-interest expenses increased by 8.6% from the previous year to 1,575.9 billion yen. Income before income taxes was 237.7 billion yen and Net income attributable to NHI shareholders was 107.2 billion yen for the fiscal year ended March 31, 2013.

Segment Information


	Billions of yen				% Change
	For the year ended				(B-A)/(A)
	March 31, 2012 (A)		March 31, 2013 (B)		(B-A)/(A)
Net revenue		1,532.1		1,775.9		15.9
Non-interest expenses		1,450.9		1,575.9		8.6

Income (loss) before income taxes		81.2		200.0		146.5

In business segment totals, which exclude unrealized gain (loss) on investments in equity securities held for operating purposes, net revenue for the fiscal year ended March 31, 2013 was 1,775.9 billion yen, an increase of 15.9% from the previous year. Non-interest expenses increased by 8.6% from the previous year to 1,575.9 billion yen. Income before income taxes was 200.0 billion yen for the fiscal year ended March 31, 2013. Please refer to page 16 for further details of the differences between U.S. GAAP and business segment amounts.

<Business Segment Results>

Operating Results of Retail


	Billions of yen				% Change
	For the year ended				(B-A)/(A)
	March 31, 2012 (A)		March 31, 2013 (B)		(B-A)/(A)
Net revenue		350.3		397.9		13.6
Non-interest expenses		287.1		297.3		3.5

Income (loss) before income taxes		63.1		100.6		59.4

Net revenue increased by 13.6% from the previous year to 397.9 billion yen, primarily due to increasing commissions from distribution of investment trusts and brokerage. Non-interest expense increased by 3.5% to 297.3 billion yen. As a result, income before income taxes increased by 59.4% to 100.6 billion yen.

Operating Results of Asset Management


	Billions of yen				% Change
	For the year ended				(B-A)/(A)
	March 31, 2012 (A)		March 31, 2013 (B)		(B-A)/(A)
Net revenue		65.8		68.9		4.8
Non-interest expenses		45.3		47.8		5.5

Income (loss) before income taxes		20.5		21.2		3.2

Net revenue increased by 4.8% from the previous year to 68.9 billion yen. Non-interest expense increased by 5.5% to 47.8 billion yen. As a result, income before income taxes increased by 3.2% to 21.2 billion yen. Assets under management were 27.9 trillion yen as of March 31, 2013.

Operating Results of Wholesale


	Billions of yen					% Change
	For the year ended					(B-A)/(A)
	March 31, 2012 (A)			March 31, 2013 (B)		(B-A)/(A)
Net revenue		555.0			644.9		16.2
Non-interest expenses		592.7			573.2		(3.3	)

Income (loss) before income taxes		(37.7	)		71.7		—

Note:

Certain prior period amounts have been reclassified, in accordance with the realignment in April 2012.

Net revenue increased by 16.2% from the previous year to 644.9 billion yen, primarily due to increase in brokerage commissions, net gain on trading and fees from investment banking services. Non-interest expense decreased by 3.3% to 573.2 billion yen. As a result, income before income taxes was 71.7 billion yen.

Other Operating Results


	Billions of yen				% Change
	For the year ended				(B-A)/(A)
	March 31, 2012 (A)		March 31, 2013 (B)		(B-A)/(A)
Net revenue		560.9		664.2		18.4
Non-interest expenses		525.8		657.6		25.1

Income (loss) before income taxes		35.2		6.6		(81.3	)

Note:

Certain prior period amounts have been reclassified, in accordance with the realignment in April 2012.

Net revenue was 664.2 billion yen and income before income taxes was 6.6 billion yen.

(2)

Analysis of Consolidated Financial Position

Total assets as of March 31, 2013, were 37.9 trillion yen, an increase of 2.2 trillion yen compared to March 31, 2012, mainly due to the increase in Trading assets. Total liabilities as of March 31, 2013 were 35.6 trillion yen, an increase of 2.3 trillion yen compared to March 31, 2012, mainly due to the increase in Securities sold under agreement to repurchase. Total equity as of March 31, 2013 was 2.3 trillion yen, a decrease of 70.2 billion yen compared to March 31, 2012.

Cash and cash equivalents as of March 31, 2013, decreased by 265.4 billion yen compared to March 31, 2012. Cash flows from operating activities for the year ended March 31, 2013 were inflows of 549.5 billion yen due mainly to the increase in Securities sold under agreements to repurchase. Cash flows from investing activities for the year ended March 31, 2013 were outflows of 160.5 billion yen due mainly to Payments for purchases of office buildings, land, equipment and facilities. Cash flows from financing activities for the year ended March 31, 2013 were outflows of 701.6 billion yen due primarily to a decrease in Borrowings.

2.	Corporate Goals and Principles

(1)

Fundamental Management Policy

Nomura Group’s management vision is to enhance its corporate value by deepening society’s trust in the firm and increasing satisfaction of stakeholders, including that of shareholders and clients.

As “Asia’s global investment bank”, Nomura will provide high value-added solutions to clients globally, and recognizing its wider social responsibility, Nomura will continue to contribute to the economic growth and development of society.

To enhance its corporate value, Nomura places significance on earnings per share (“EPS”) and will seek to maintain sustained improvement of the management target.

(2)

Structure of Business Operations

Nomura Group’s business execution is to focus on business divisions, which are linked globally, rather than individual legal entities, under unified strategy. Nomura Group’s operations are comprised of Retail, Asset Management, and Wholesale. Nomura Group shall delegate its powers to each of these business divisions to an appropriate extent and establish its business execution structure by enhancing the professional skills of each of these business divisions, while strengthening linkages among these business divisions and fully demonstrating Nomura Group’s comprehensive capabilities.

(3)

Management Challenges and Strategies

From April 2013, prior to the U.S. and EU countries, Basel III (the new financial regulations on capital requirement standards for financial institutions) was adopted in Japan and is therefore applicable to Nomura. Further, regulatory reforms with regard to transactions, such as derivatives, have been implemented in a number of countries and are nearing the implementation stage.

In addition, a substantial reform, referred to as “banking reform,” is to be implemented in Europe and the U.S., and the introduction of a financial transaction tax and the integration of banking supervision are being discussed in Europe. Such tightening of the regulations will affect the competitive conditions amongst financial institutions as well as the markets for stocks, bonds and other derivative instruments. Nomura will therefore need to carefully ensure compliance with such regulations.

Since the end of last year, stock markets in Japan, the U.S. and Europe have shown upward trends. However, these trends are supported in large part by the financial policies of central banks, and there is continued uncertainty with regard to whether the global economy will experience a full-scale economic recovery. The concerns about a potential financial crisis have not been dispelled in Europe and signs of an economic downturn can be seen in emerging countries such as China and India. In this uncertain business environment, we will continue to put our efforts into lowering the break-even point by steadily continuing with the implementation of the 1 billion USD additional cost reduction plan that we have been implementing since last year. Further, we will thoroughly review the allocation of management resources.

The Global Markets business within our Wholesale Division was reorganized last December. Additionally, in April 2012, in order to speed up the decision making process, the Fixed Income and Equities businesses were split so each unit had their own management structure. We have integrated them again so that we can respond flexibly to recent changes in the market environment and to provide services and products that meet the needs of our clients in a timely manner.

To achieve our strategic goals, we will implement the following initiatives:

[Retail Division]

In the Retail Division, we will continue to expand our product and service offerings, which are provided at our branch offices, online or via call centers, to accommodate increasingly sophisticated and diverse client needs. We aim to enhance our investment consultation services and to continue being a trusted partner to our clients by providing high quality products and services that meet the individual needs of our clients.

[Asset Management Division]

In our investment trust business, we will provide individual clients with a diverse range of investment opportunities to meet investors’ various demands. In our investment advisory business, we will provide value-added investment services to our institutional clients on a global basis. Additionally, we intend to increase assets under management and expand our client base for these two core businesses. As a distinctive investment manager based in Asia with the ability to provide a broad range of products and services, we aim to gain the trust of investors worldwide by making continuous efforts to improve investment performance.

[Wholesale Division]

The Wholesale Division consists of Global Markets, which offers sales and trading of financial products and origination services, and Investment Banking, which offers a broad range of financial advisory and financing solutions services.

Global Markets is the market related business and covers products related to Fixed Income and Equities.

Global Markets has been focusing on delivering substantially value-added products and solutions to our clients by leveraging Nomura Group’s sophisticated trading expertise, intellectual capital in research and structuring, and our global distribution capabilities. We will enhance the integration of redundancies and the efficiency of businesses to maintain a robust management scheme between Fixed Income, which has developed its business globally with a client-centric strategy, and Equities, which has developed a globally competitive position across Asia, Europe and the Americas based on the robust client platform in Japan.

In Investment Banking, we will build a global structure to provide cross-border M&A and financing both in domestic and overseas markets while the globalization of the business activities of our clients continues.

Also in the Wholesale Division, cross-business and cross-regional cooperation are increasingly important to satisfy client needs. In particular, we will focus on the Asia region where further economic development is expected and the footprint of our clients is expected to deepen. In addition, we will focus on regions where we have a competitive edge, including any geographic advantage. We aim to enhance our presence as a global financial services group by enhancing regional integration between Japan and the rest of Asia and enhancing the coordination of business between Asia and the rest of the world.

In implementing the initiatives outlined above, while also helping to strengthen the global financial and capital markets, we aim to bring together the collective strengths of our domestic and international operations to realize our management objectives and to maximize shareholder value by enhancing profitability across our businesses.

[Other]

We recognize that it is necessary to further strengthen and streamline our global risk management and we are pursuing a proactive, rather than a reactive, risk management approach. We will continue to develop a system where senior management directly engage in a proactive risk management approach for precise decision making.

As our business becomes increasingly international and diverse, we recognize the growing importance of compliance. We will continue to focus on improving the management structure to comply with local laws and regulations in the countries that we operate. In addition, our executive management will continuously review our existing overall compliance system and rules with high ethical standards to meet the expectations of society and clients toward Nomura Group and will contribute to the further development of the financial and capital markets.

We will continue to strengthen the internal governance system. As an example, we have implemented the reinforcement measures strengthening the independence of our Internal Audit from the executive side, under the business environment which is rapidly changing and highly developed risk management situations. We will further enhance and reinforce our internal control system to gain the trust of clients, stockholders and investors, etc.

On August 3, 2012, Japan’s Financial Services Agency issued a business improvement order to our affiliate, Nomura Securities Co., Ltd., regarding the management of corporate related information for public stock offerings. Nomura Securities Co., Ltd. submitted the business improvement letter to Japan’s Financial Services Agency on August 8, 2012 and the letter was accepted.

Nomura Securities Co., Ltd. announced improvement measures regarding the method of communication for corporate related information and information control system on June 29, 2012. All measures were implemented by the end of December 2012. We will continue to conduct voluntary inspections and investigations and will reinforce the internal controls structure to regain the trust of the capital markets.

3.	Consolidated Financial Statements

The consolidated financial information herein has been prepared in accordance with Nomura’s accounting policies which are disclosed in the notes to the consolidated financial statements of Nomura Holdings, Inc.’s Annual Securities Report (the annual report filed in Japan on June 27, 2012) and Form 20-F (the annual report filed with the U.S. Securities and Exchange Commission on June 27, 2012) for the year ended March 31, 2012.

(1)

Consolidated Balance Sheets (UNAUDITED)


	Millions of yen
	March 31, 2012			March 31, 2013			Increase/ (Decrease)
ASSETS
Cash and cash deposits:
Cash and cash equivalents		1,070,520			805,087			(265,433	)
Time deposits		653,462			577,921			(75,541	)
Deposits with stock exchanges and other segregated cash		229,695			269,744			40,049

Total cash and cash deposits		1,953,677			1,652,752			(300,925	)

Loans and receivables:
Loans receivable		1,293,372			1,575,494			282,122
Receivables from customers		58,310			63,792			5,482
Receivables from other than customers		864,629			992,847			128,218
Allowance for doubtful accounts		(4,888	)		(2,258	)		2,630

Total loans and receivables		2,211,423			2,629,875			418,452

Collateralized agreements:
Securities purchased under agreements to resell		7,662,748			8,295,372			632,624
Securities borrowed		6,079,898			5,819,885			(260,013	)

Total collateralized agreements		13,742,646			14,115,257			372,611

Trading assets and private equity investments:
Trading assets*		13,921,639			17,037,191			3,115,552
Private equity investments		201,955			87,158			(114,797	)

Total trading assets and private equity investments		14,123,594			17,124,349			3,000,755

Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation and amortization of ¥355,804 million as of March 31, 2012 and ¥355,831 million as of March 31, 2013)		1,045,950			428,241			(617,709	)
Non-trading debt securities*		862,758			920,611			57,853
Investments in equity securities*		88,187			123,490			35,303
Investments in and advances to affiliated companies*		193,954			345,705			151,751
Other		1,475,123			602,159			(872,964	)

Total other assets		3,665,972			2,420,206			(1,245,766	)

Total assets		35,697,312			37,942,439			2,245,127

*	Including securities pledged as collateral


	Millions of yen
	March 31, 2012			March 31, 2013			Increase/ (Decrease)
LIABILITIES AND EQUITY
Short-term borrowings		1,185,613			738,445			(447,168	)
Payables and deposits:
Payables to customers		764,857			476,705			(288,152	)
Payables to other than customers		767,860			864,962			97,102
Deposits received at banks		904,653			1,072,134			167,481

Total payables and deposits		2,437,370			2,413,801			(23,569	)

Collateralized financing:
Securities sold under agreements to repurchase		9,928,293			12,444,317			2,516,024
Securities loaned		1,700,029			2,158,559			458,530
Other secured borrowings		890,952			806,507			(84,445	)

Total collateralized financing		12,519,274			15,409,383			2,890,109

Trading liabilities		7,495,177			8,491,296			996,119
Other liabilities		1,165,901			978,163			(187,738	)
Long-term borrowings		8,504,840			7,592,368			(912,472	)

Total liabilities		33,308,175			35,623,456			2,315,281


Equity
NHI shareholders’ equity:
Common stock
Authorized - 6,000,000,000 shares
Issued - 3,822,562,601 shares as of March 31, 2012 and 3,822,562,601 shares as of March 31, 2013
Outstanding - 3,663,483,895 shares as of March 31, 2012 and 3,710,960,252 shares as of March 31, 2013		594,493			594,493			—
Additional paid-in capital		698,771			691,264			(7,507	)
Retained earnings		1,058,945			1,136,523			77,578
Accumulated other comprehensive income (loss)		(145,149	)		(57,395	)		87,754

Total NHI shareholders’ equity before treasury stock		2,207,060			2,364,885			157,825
Common stock held in treasury, at cost -
159,078,706 shares as of March 31, 2012 and
111,602,349 shares as of March 31, 2013		(99,819	)		(70,514	)		29,305

Total NHI shareholders’ equity		2,107,241			2,294,371			187,130

Noncontrolling interests		281,896			24,612			(257,284	)

Total equity		2,389,137			2,318,983			(70,154	)

Total liabilities and equity		35,697,312			37,942,439			2,245,127

(2)

Consolidated Statements of Income (UNAUDITED)


	Millions of yen					% Change
	For the year ended
	March 31, 2012 (A)		March 31, 2013 (B)			(B-A)/(A)
Revenue:
Commissions		347,135		359,069			3.4
Fees from investment banking		59,638		62,353			4.6
Asset management and portfolio service fees		144,251		141,029			(2.2	)
Net gain on trading		272,557		367,979			35.0
Gain on private equity investments		25,098		8,053			(67.9	)
Interest and dividends		435,890		394,007			(9.6	)
Gain on investments in equity securities		4,005		38,686			865.9
Other		563,186		708,767			25.8

Total revenue		1,851,760		2,079,943			12.3
Interest expense		315,901		266,312			(15.7	)

Net revenue		1,535,859		1,813,631			18.1

Non-interest expenses:
Compensation and benefits		534,648		547,591			2.4
Commissions and floor brokerage		93,500		91,388			(2.3	)
Information processing and communications		177,148		179,904			1.6
Occupancy and related depreciation		100,891		91,545			(9.3	)
Business development expenses		48,488		49,010			1.1
Other		496,227		616,463			24.2

Total non-interest expenses		1,450,902		1,575,901			8.6

Income before income taxes		84,957		237,730			179.8
Income tax expense		58,903		132,039			124.2

Net income		26,054		105,691			305.7

Less: Net income (loss) attributable to noncontrolling interests		14,471		(1,543	)		—

Net income attributable to NHI shareholders		11,583		107,234			825.8

Per share of common stock:

	Yen					% Change
Basic-
Net income attributable to NHI shareholders per share		3.18		29.04			813.2

Diluted-
Net income attributable to NHI shareholders per share		3.14		28.37			803.5

(3)

Consolidated Statements of Comprehensive Income (UNAUDITED)


	Millions of yen						% Change
	For the year ended
	March 31, 2012 (A)			March 31, 2013 (B)			(B-A)/(A)
Net income		26,054			105,691			305.7
Other comprehensive income (loss):
Change in cumulative translation adjustments, net of tax		(13,801	)		74,301			—
Defined benefit pension plans:
Pension liability adjustment		(4,203	)		8,702			—
Deferred income taxes		1,548			(3,007	)		—

Total		(2,655	)		5,695			—

Non-trading securities:
Net unrealized gain on non-trading securities		1,339			17,283			—
Deferred income taxes		(498	)		(4,650	)		—

Total		841			12,633			—

Total other comprehensive income (loss)		(15,615	)		92,629			—

Comprehensive income		10,439			198,320			—
Less: Comprehensive income attributable to noncontrolling interests		14,309			3,332			(76.7	)

Comprehensive income (loss) attributable to NHI shareholders		(3,870	)		194,988			—

(4)

Consolidated Statements of Changes in Equity (UNAUDITED)


	Millions of yen
	For the year ended
	March 31, 2012			March 31, 2013
Common stock
Balance at beginning of year		594,493			594,493

Balance at end of year		594,493			594,493

Additional paid-in capital
Balance at beginning of year		646,315			698,771
Issuance of common stock		30,356			—
Gain (loss) on sales of treasury stock		719			(1,798	)
Issuance and exercise of common stock options		19,466			(5,700	)
Purchase / sale of subsidiary shares, net		1,915			(9	)

Balance at end of year		698,771			691,264

Retained earnings
Balance at beginning of year		1,069,334			1,058,945
Net income attributable to NHI shareholders		11,583			107,234
Cash dividends		(21,972	)		(29,656	)

Balance at end of year		1,058,945			1,136,523

Accumulated other comprehensive income (loss)
Cumulative translation adjustments
Balance at beginning of year		(97,426	)		(110,652	)
Net change during the year		(13,226	)		71,777

Balance at end of year		(110,652	)		(38,875	)

Defined benefit pension plans
Balance at beginning of year		(32,270	)		(35,132	)
Pension liability adjustment		(2,862	)		6,614

Balance at end of year		(35,132	)		(28,518	)

Non-trading securities
Balance at beginning of year		—			635
Net unrealized gain on non-trading securities		635			9,363

Balance at end of year		635			9,998

Balance at end of year		(145,149	)		(57,395	)

Common stock held in treasury
Balance at beginning of year		(97,692	)		(99,819	)
Repurchases of common stock		(8,944	)		(7	)
Sale of common stock		1			1
Common stock issued to employees		6,693			29,507
Other net change in treasury stock		123			(196	)

Balance at end of year		(99,819	)		(70,514	)

Total NHI shareholders’ equity

Balance at end of year		2,107,241			2,294,371

Noncontrolling interests
Balance at beginning of year		8,882			281,896
Net change during the year		273,014			(257,284	)

Balance at end of year		281,896			24,612

Total equity

Balance at end of year		2,389,137			2,318,983

(5)

Consolidated Statements of Cash Flows (UNAUDITED)


	Millions of yen
	For the year ended
	March 31, 2012			March 31, 2013
Cash flows from operating activities:
Net income		26,054			105,691
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		100,572			91,493
Gain on investments in equity securities		(4,005	)		(38,686	)
Changes in operating assets and liabilities:
Time deposits		(318,104	)		137,526
Deposits with stock exchanges and other segregated cash		(39,225	)		(9,461	)
Trading assets and private equity investments		971,327			(1,448,489	)
Trading liabilities		(1,058,445	)		248,019
Securities purchased under agreements to resell, net of securities sold under agreements to repurchase		980,156			1,375,929
Securities borrowed, net of securities loaned		(508,844	)		863,511
Other secured borrowings		(271,498	)		(84,444	)
Loans and receivables, net of allowance for doubtful accounts		28,933			(238,318	)
Payables		218,915			(305,672	)
Bonus accrual		(13,356	)		31,415
Other, net		178,383			(179,013	)

Net cash provided by operating activities		290,863			549,501


Cash flows from investing activities:
Payments for purchases of office buildings, land, equipment and facilities		(182,568	)		(271,975	)
Proceeds from sales of office buildings, land, equipment and facilities		120,435			147,653
Payments for purchases of investments in equity securities		(138	)		(319	)
Proceeds from sales of investments in equity securities		5,485			3,741
Decrease in loans receivable at banks, net		30,591			22,189
Increase in non-trading debt securities, net		(968	)		(54,237	)
Other, net		37,105			(7,538	)

Net cash provided by (used in) investing activities		9,942			(160,486	)


Cash flows from financing activities:
Increase in long-term borrowings		2,015,446			1,930,357
Decrease in long-term borrowings		(2,883,078	)		(2,330,509	)
Decrease in short-term borrowings, net		(56,383	)		(416,174	)
Increase in deposits received at banks, net		117,047			129,384
Proceeds from sales of common stock held in treasury		10			56
Payments for repurchases of common stock in treasury		(8,287	)		(7	)
Payments for cash dividends		(29,066	)		(14,730	)

Net cash used in financing activities		(844,311	)		(701,623	)

Effect of exchange rate changes on cash and cash equivalents		(6,314	)		47,175

Net decrease in cash and cash equivalents		(549,820	)		(265,433	)
Cash and cash equivalents at beginning of the year		1,620,340			1,070,520

Cash and cash equivalents at end of the year		1,070,520			805,087

(6)

Note with respect to the Assumption as a Going Concern (UNAUDITED)

Not applicable.

(7)

Significant Items for Presenting the Consolidated Financial Statements (UNAUDITED)

The Scope of Consolidation (Changes in Significant Subsidiaries During the Period)

In March 2013, Nomura sold 32,040 thousand shares, a portion of its holdings in its consolidated subsidiary, Nomura Real Estate Holdings, Inc. As a result, Nomura no longer maintains the controlling financial interests and Nomura Real Estate Holdings, Inc. has changed from a consolidated subsidiary to an affiliate accounted for by the equity method. Also, due to this sale of shares, total gains for the three months ended March 31, 2013 were 50.1 billion yen which included 38.5 billion yen of unrealized gains from Nomura’s remaining shares.

(8)

Notes to the Consolidated Financial Statements (UNAUDITED)

Segment Information – Operating Segment

The following table shows business segment information and reconciliation items to the consolidated statements of income.


	Millions of yen					% Change
	For the year ended
	March 31, 2012 (A)			March 31, 2013 (B)		(B-A)/(A)
Net revenue

Business segment information:
Retail		350,258			397,925		13.6
Asset Management		65,800			68,937		4.8
Wholesale		555,049			644,856		16.2

Subtotal		971,107			1,111,718		14.5
Other		560,945			664,228		18.4

Net revenue		1,532,052			1,775,946		15.9

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		3,807			37,685		889.9

Net revenue		1,535,859			1,813,631		18.1


Non-interest expenses

Business segment information:
Retail		287,128			297,297		3.5
Asset Management		45,281			47,768		5.5
Wholesale		592,701			573,199		(3.3	)

Subtotal		925,110			918,264		(0.7	)
Other		525,792			657,637		25.1

Non-interest expenses		1,450,902			1,575,901		8.6

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		—			—		—

Non-interest expenses		1,450,902			1,575,901		8.6


Income (loss) before income taxes

Business segment information:
Retail		63,130			100,628		59.4
Asset Management		20,519			21,169		3.2
Wholesale		(37,652	)		71,657		—

Subtotal		45,997			193,454		320.6
Other*		35,153			6,591		(81.3	)

Income (loss) before income taxes		81,150			200,045		146.5

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		3,807			37,685		889.9

Income (loss) before income taxes		84,957			237,730		179.8

*	Major components

Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in “Other”.

The following table presents the major components of income (loss) before income taxes in “Other”.


	Millions of yen						% Change
	For the year ended						(B-A)/(A)
	March 31, 2012 (A)			March 31, 2013 (B)			(B-A)/(A)
Net gain (loss) related to economic hedging transactions		8,372			989			(88.2	)
Realized gain (loss) on investments in equity securities held for operating purposes		198			1,001			405.6
Equity in earnings of affiliates		10,613			14,401			35.7
Corporate items		(32,129	)		17,652			—
Other		48,099			(27,452	)		—

Total		35,153			6,591			(81.3	)

Note:

Certain reclassifications of previously reported amounts have been made to conform to the current presentation.

Per share data

Shareholders’ equity per share is calculated based on the following number of shares.


Number of shares outstanding as of March 31, 2013			3,710,960,252

Net income attributable to NHI shareholders per share calculated based on the following number of shares.


Average number of shares outstanding for the year ended March 31, 2013			3,692,795,953

Significant Subsequent Events

Not applicable.

(9)

Other Financial Information

Consolidated Statements of Income – Quarterly Comparatives (UNAUDITED)


	Millions of yen																						% Change
	For the three months ended
	June 30, 2011			September 30, 2011			December 31, 2011			March 31, 2012			June 30, 2012			September 30, 2012		December 31, 2012 (A)			March 31, 2013 (B)		(B-A)/(A)
Revenue:
Commissions		96,780			85,926			73,983			90,446			77,367			72,279		83,681			125,742		50.3
Fees from investment banking		13,770			13,819			17,246			14,803			10,383			17,131		13,027			21,812		67.4
Asset management and portfolio service fees		39,055			36,712			33,398			35,086			33,813			33,411		35,017			38,788		10.8
Net gain on trading		67,500			25,984			80,147			98,926			84,399			88,929		88,188			106,463		20.7
Gain (loss) on private equity investments		(5,950	)		(2,315	)		34,551			(1,188	)		(5,387	)		299		11,631			1,510		(87.0	)
Interest and dividends		133,087			107,288			103,067			92,448			103,469			92,834		99,745			97,959		(1.8	)
Gain (loss) on investments in equity securities		(597	)		(2,544	)		(2,778	)		9,924			(7,061	)		12,970		8,858			23,919		170.0
Other		83,365			112,977			141,887			224,957			142,610			143,373		118,834			303,950		155.8

Total revenue		427,010			377,847			481,501			565,402			439,593			461,226		458,981			720,143		56.9
Interest expense		96,645			76,258			76,564			66,434			70,339			59,547		69,895			66,531		(4.8	)

Net revenue		330,365			301,589			404,937			498,968			369,254			401,679		389,086			653,612		68.0

Non-interest expenses:
Compensation and benefits		136,307			142,569			127,783			127,989			124,573			133,696		134,698			154,624		14.8
Commissions and floor brokerage		24,058			22,939			22,521			23,982			21,978			21,904		22,918			24,588		7.3
Information processing and communications		43,547			43,544			46,397			43,660			42,524			45,145		42,672			49,563		16.1
Occupancy and related depreciation		20,692			26,371			26,184			27,644			24,110			22,140		22,179			23,116		4.2
Business development expenses		9,335			12,333			12,723			14,097			11,329			11,173		12,051			14,457		20.0
Other		62,068			98,465			134,856			200,838			125,074			132,204		141,603			217,582		53.7

Total non-interest expenses		296,007			346,221			370,464			438,210			349,588			366,262		376,121			483,930		28.7

Income (loss) before income taxes		34,358			(44,632	)		34,473			60,758			19,666			35,417		12,965			169,682		—
Income tax expense (benefit)		16,320			(373	)		9,923			33,033			13,590			30,056		12,874			75,519		486.6

Net income (loss)		18,038			(44,259	)		24,550			27,725			6,076			5,361		91			94,163		—

Less: Net income (loss) attributable to noncontrolling interests		267			1,833			6,728			5,643			4,185			2,552		(20,021	)		11,741		—

Net income (loss) attributable to NHI shareholders		17,771			(46,092	)		17,822			22,082			1,891			2,809		20,112			82,422		309.8


	Yen																						% Change
Per share of common stock:
Basic-
Net income (loss) attributable to NHI shareholders per share		4.93			(12.64	)		4.87			6.03			0.51			0.76		5.44			22.23		308.6

Diluted-
Net income (loss) attributable to NHI shareholders per share		4.90			(12.65	)		4.84			5.92			0.50			0.74		5.33			21.55		304.3

Business Segment Information – Quarterly Comparatives (UNAUDITED)

The following table shows quarterly business segment information and reconciliation items to the consolidated statements of income.


	Millions of yen																					% Change
	For the three months ended
	June 30, 2011			September 30, 2011			December 31, 2011			March 31, 2012		June 30, 2012			September 30, 2012		December 31, 2012 (A)			March 31, 2013 (B)		(B-A)/(A)

Net revenue

Business segment information:
Retail		94,189			83,980			79,713			92,376		82,711			80,786		95,679			138,749		45.0
Asset Management		18,843			15,951			15,301			15,705		16,418			15,439		18,786			18,294		(2.6	)
Wholesale		139,962			81,570			175,118			158,399		121,883			137,094		188,968			196,911		4.2

Subtotal		252,994			181,501			270,132			266,480		221,012			233,319		303,433			353,954		16.6
Other		78,649			122,449			137,267			222,580		154,567			156,003		76,753			276,905		260.8

Net revenue		331,643			303,950			407,399			489,060		375,579			389,322		380,186			630,859		65.9

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		(1,278	)		(2,361	)		(2,462	)		9,908		(6,325	)		12,357		8,900			22,753		155.7

Net revenue		330,365			301,589			404,937			498,968		369,254			401,679		389,086			653,612		68.0


Non-interest expenses

Business segment information:
Retail		72,176			73,250			69,614			72,088		70,523			69,824		75,419			81,531		8.1
Asset Management		11,397			11,238			11,058			11,588		11,048			10,879		11,468			14,373		25.3
Wholesale		155,880			152,223			138,055			146,543		130,434			136,901		144,611			161,253		11.5

Subtotal		239,453			236,711			218,727			230,219		212,005			217,604		231,498			257,157		11.1
Other		56,554			109,510			151,737			207,991		137,583			148,658		144,623			226,773		56.8

Non-interest expenses		296,007			346,221			370,464			438,210		349,588			366,262		376,121			483,930		28.7

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		—			—			—			—		—			—		—			—		—

Non-interest expenses		296,007			346,221			370,464			438,210		349,588			366,262		376,121			483,930		28.7


Income (loss) before income taxes

Business segment information:
Retail		22,013			10,730			10,099			20,288		12,188			10,962		20,260			57,218		182.4
Asset Management		7,446			4,713			4,243			4,117		5,370			4,560		7,318			3,921		(46.4	)
Wholesale		(15,918	)		(70,653	)		37,063			11,856		(8,551	)		193		44,357			35,658		(19.6	)

Subtotal		13,541			(55,210	)		51,405			36,261		9,007			15,715		71,935			96,797		34.6
Other*		22,095			12,939			(14,470	)		14,589		16,984			7,345		(67,870	)		50,132		—

Income (loss) before income taxes		35,636			(42,271	)		36,935			50,850		25,991			23,060		4,065			146,929		—

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		(1,278	)		(2,361	)		(2,462	)		9,908		(6,325	)		12,357		8,900			22,753		155.7

Income (loss) before income taxes		34,358			(44,632	)		34,473			60,758		19,666			35,417		12,965			169,682		—

*	Major components

Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in “Other”.

The following table presents the major components of income (loss) before income taxes in “Other”.


	Millions of yen																							% Change
	For the three months ended
	June 30, 2011			September 30, 2011			December 31, 2011			March 31, 2012			June 30, 2012			September 30, 2012			December 31, 2012 (A)			March 31, 2013 (B)		(B-A)/(A)
Net gain (loss) related to economic hedging transactions		(1,505	)		4,221			7,737			(2,081	)		(1,231	)		964			415			841		102.7
Realized gain (loss) on investments in equity securities held for operating purposes		681			(183	)		(316	)		16			(736	)		613			(42	)		1,166		—
Equity in earnings of affiliates		3,475			1,970			1,301			3,867			1,273			3,346			4,549			5,233		15.0
Corporate items		12,618			(8,616	)		(29,037	)		(7,094	)		6,624			(7,044	)		(14,800	)		32,872		—
Other		6,826			15,547			5,845			19,881			11,054			9,466			(57,992	)		10,020		—

Total		22,095			12,939			(14,470	)		14,589			16,984			7,345			(67,870	)		50,132		—

Note:

Certain reclassifications of previously reported amounts have been made to conform to the current presentation.

4.	Unconsolidated Financial Statements [Japanese GAAP]

(1)

Unconsolidated Balance Sheets (UNAUDITED)


	Millions of yen
	March 31, 2012		March 31, 2013
Assets
Current Assets		2,782,409		3,221,039
Fixed Assets		2,655,775		2,554,812

Total Assets		5,438,184		5,775,850

Liabilities
Current Liabilities		1,069,394		663,807
Long-term Liabilities		2,527,391		3,236,320

Total Liabilities		3,596,785		3,900,128

Net Assets
Shareholders’ equity		1,719,153		1,774,048
Valuation and translation adjustments		71,654		56,585
Stock acquisition rights		50,592		45,090

Total Net Assets		1,841,400		1,875,723

Total Liabilities and Net Assets		5,438,184		5,775,850

(2)

Unconsolidated Statements of Income (UNAUDITED)


	Millions of yen
	For the year ended
	March 31, 2012		March 31, 2013
Operating revenue		270,521		278,523
Operating expenses		216,159		202,308

Operating income		54,362		76,215

Non-operating income		3,678		2,072
Non-operating expenses		5,514		10,710

Ordinary income		52,526		67,577

Special profits		18,248		12,358
Special losses		25,879		25,460

Income before income taxes		44,895		54,475

Income taxes - current		3,312		(478	)
Income taxes - deferred		8,705		12,743

Net income		32,879		42,210

(3)

Note with respect to the Assumption as a Going Concern (UNAUDITED)

Not applicable.

5.	Other Information

Financial information for Nomura Securities Co., Ltd. can be found on the following URL.

http://www.nomuraholdings.com/company/group/nsc/pdf/2013_4q.pdf