SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May 2018
Commission File Number: 001-06439
SONY CORPORATION
(Translation of registrants name into English)
1-7-1 KONAN, MINATO-KU, TOKYO, 108-0075, JAPAN
(Address of principal executive offices)
The registrant files annual reports under cover of Form 20-F.
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F,
Form 20-F X | Form 40-F |
Indicate by check mark whether the registrant by furnishing the information contained in this Form 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-
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.
SONY CORPORATION | ||
(Registrant) | ||
By: /s/ Hiroki Totoki | ||
(Signature) | ||
Hiroki Totoki | ||
Executive Vice President and | ||
Chief Financial Officer |
Date: May 22, 2018
Consolidated Financial Statements
For the fiscal year ended March 31, 2018
Sony Corporation
TOKYO, JAPAN
Managements Annual Report on Internal Control over Financial Reporting
Sonys management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Sonys internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America. Sonys internal control over financial reporting includes those policies and procedures that:
(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of Sony;
(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of Sony are being made only in accordance with authorizations of management and directors; and
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Sonys assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Sonys management evaluated the effectiveness of Sonys internal control over financial reporting as of March 31, 2018 based on the criteria established in Internal Control Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on the evaluation, management has concluded that Sony maintained effective internal control over financial reporting as of March 31, 2018.
Sonys independent registered public accounting firm, PricewaterhouseCoopers Aarata LLC, has issued an audit report on Sonys internal control over financial reporting as of March 31, 2018, presented on page 3.
2
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Sony Corporation (Sony Kabushiki Kaisha)
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Sony Corporation and its subsidiaries (the Company) as of March 31, 2018 and 2017, and the related consolidated statements of income, comprehensive income, cash flows and changes in stockholders equity for each of the three years in the period ended March 31, 2018, including the related notes (collectively referred to as the consolidated financial statements). We also have audited the Companys internal control over financial reporting as of March 31, 2018, based on criteria established in Internal Control Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of March 31, 2018 and 2017, and the results of their operations and their cash flows for each of the three years in the period ended March 31, 2018 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2018, based on criteria established in Internal Control Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Companys management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the Managements Annual Report on Internal Control over Financial Reporting. Our responsibility is to express opinions on the Companys consolidated financial statements and on the Companys internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A companys internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ PricewaterhouseCoopers Aarata LLC
Tokyo, Japan
May 21, 2018
We have served as the Companys auditor since 2006.
3
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
March 31
Yen in millions | ||||||||
2017 | 2018 | |||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
960,142 | 1,586,329 | ||||||
Marketable securities |
1,051,441 | 1,176,601 | ||||||
Notes and accounts receivable, trade |
1,006,961 | 1,061,442 | ||||||
Allowance for doubtful accounts and sales returns |
(53,150 | ) | (48,663 | ) | ||||
Inventories |
640,835 | 692,937 | ||||||
Other receivables |
223,632 | 190,706 | ||||||
Prepaid expenses and other current assets |
525,861 | 516,744 | ||||||
Total current assets |
4,355,722 | 5,176,096 | ||||||
Film costs |
336,928 | 327,645 | ||||||
Investments and advances: |
||||||||
Affiliated companies |
149,371 | 157,389 | ||||||
Securities investments and other |
9,962,422 | 10,598,669 | ||||||
10,111,793 | 10,756,058 | |||||||
Property, plant and equipment: |
||||||||
Land |
117,293 | 84,358 | ||||||
Buildings |
666,381 | 655,434 | ||||||
Machinery and equipment |
1,842,852 | 1,798,722 | ||||||
Construction in progress |
28,779 | 38,295 | ||||||
2,655,305 | 2,576,809 | |||||||
Less Accumulated depreciation |
1,897,106 | 1,837,339 | ||||||
758,199 | 739,470 | |||||||
Other assets: |
||||||||
Intangibles, net |
584,185 | 527,168 | ||||||
Goodwill |
522,538 | 530,492 | ||||||
Deferred insurance acquisition costs |
568,837 | 586,670 | ||||||
Deferred income taxes |
98,958 | 96,772 | ||||||
Other |
323,396 | 325,167 | ||||||
2,097,914 | 2,066,269 | |||||||
Total assets |
17,660,556 | 19,065,538 |
(Continued on following page.)
4
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Balance Sheets (Continued)
Yen in millions | ||||||||
2017 | 2018 | |||||||
LIABILITIES |
||||||||
Current liabilities: |
||||||||
Short-term borrowings |
464,655 | 496,093 | ||||||
Current portion of long-term debt |
53,424 | 225,522 | ||||||
Notes and accounts payable, trade |
539,900 | 468,550 | ||||||
Accounts payable, other and accrued expenses |
1,394,758 | 1,514,433 | ||||||
Accrued income and other taxes |
106,037 | 145,905 | ||||||
Deposits from customers in the banking business |
2,071,091 | 2,159,246 | ||||||
Other |
591,874 | 610,792 | ||||||
Total current liabilities |
5,221,739 | 5,620,541 | ||||||
Long-term debt |
681,462 | 623,451 | ||||||
Accrued pension and severance costs |
396,715 | 394,504 | ||||||
Deferred income taxes |
432,824 | 449,863 | ||||||
Future insurance policy benefits and other |
4,834,492 | 5,221,772 | ||||||
Policyholders account in the life insurance business |
2,631,073 | 2,820,702 | ||||||
Other |
314,771 | 278,338 | ||||||
Total liabilities |
14,513,076 | 15,409,171 | ||||||
Redeemable noncontrolling interest |
12,058 | 9,210 | ||||||
Commitments and contingent liabilities |
||||||||
EQUITY |
||||||||
Sony Corporations stockholders equity: |
||||||||
Common stock, no par value |
||||||||
2017 Shares authorized: 3,600,000,000; shares issued: 1,263,763,660 |
860,645 | |||||||
2018 Shares authorized: 3,600,000,000; shares issued: 1,266,552,149 |
865,678 | |||||||
Additional paid-in capital |
1,275,337 | 1,282,577 | ||||||
Retained earnings |
984,368 | 1,440,387 | ||||||
Accumulated other comprehensive income |
||||||||
Unrealized gains on securities, net |
126,635 | 126,191 | ||||||
Unrealized losses on derivative instruments, net |
(58 | ) | (1,242 | ) | ||||
Pension liability adjustment |
(308,736 | ) | (296,444 | ) | ||||
Foreign currency translation adjustments |
(436,610 | ) | (445,251 | ) | ||||
(618,769 | ) | (616,746 | ) | |||||
Treasury stock, at cost |
||||||||
Common stock |
||||||||
2017 1,073,222 shares |
(4,335 | ) | ||||||
2018 1,127,101 shares |
(4,530 | ) | ||||||
2,497,246 | 2,967,366 | |||||||
Noncontrolling interests |
638,176 | 679,791 | ||||||
Total equity |
3,135,422 | 3,647,157 | ||||||
Total liabilities and equity |
17,660,556 | 19,065,538 |
The accompanying notes are an integral part of these statements.
5
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Income
Fiscal year ended March 31
Yen in millions | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Sales and operating revenue: |
||||||||||||
Net sales |
6,949,357 | 6,443,328 | 7,231,613 | |||||||||
Financial services revenue |
1,066,319 | 1,080,284 | 1,221,235 | |||||||||
Other operating revenue |
90,036 | 79,638 | 91,134 | |||||||||
8,105,712 | 7,603,250 | 8,543,982 | ||||||||||
Costs and expenses: |
||||||||||||
Cost of sales |
5,166,894 | 4,753,010 | 5,188,259 | |||||||||
Selling, general and administrative |
1,691,930 | 1,505,956 | 1,583,197 | |||||||||
Financial services expenses |
907,758 | 910,144 | 1,042,163 | |||||||||
Other operating expense, net |
47,171 | 149,001 | 4,072 | |||||||||
7,813,753 | 7,318,111 | 7,817,691 | ||||||||||
Equity in net income of affiliated companies |
2,238 | 3,563 | 8,569 | |||||||||
Operating income |
294,197 | 288,702 | 734,860 | |||||||||
Other income: |
||||||||||||
Interest and dividends |
12,455 | 11,459 | 19,784 | |||||||||
Gain on sale of securities investments, net |
52,068 | 225 | 1,517 | |||||||||
Other |
2,326 | 2,734 | 2,427 | |||||||||
66,849 | 14,418 | 23,728 | ||||||||||
Other expenses: |
||||||||||||
Interest |
25,286 | 14,544 | 13,566 | |||||||||
Loss on devaluation of securities investments |
3,309 | 7,629 | 4,955 | |||||||||
Foreign exchange loss, net |
20,565 | 22,181 | 30,634 | |||||||||
Other |
7,382 | 7,147 | 10,384 | |||||||||
56,542 | 51,501 | 59,539 | ||||||||||
Income before income taxes |
304,504 | 251,619 | 699,049 | |||||||||
Income taxes: |
||||||||||||
Current |
94,578 | 100,260 | 127,685 | |||||||||
Deferred |
211 | 23,798 | 24,085 | |||||||||
94,789 | 124,058 | 151,770 | ||||||||||
Net income |
209,715 | 127,561 | 547,279 | |||||||||
Less Net income attributable to noncontrolling interests |
61,924 | 54,272 | 56,485 | |||||||||
Net income attributable to Sony Corporations stockholders |
147,791 | 73,289 | 490,794 |
Yen | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Per share data: |
||||||||||||
Common stock |
||||||||||||
Net income attributable to Sony Corporations stockholders |
||||||||||||
Basic |
119.40 | 58.07 | 388.32 | |||||||||
Diluted |
117.49 | 56.89 | 379.75 | |||||||||
Cash dividends |
20.00 | 20.00 | 27.50 |
The accompanying notes are an integral part of these statements.
6
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Comprehensive Income
Fiscal year ended March 31
Yen in millions | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Net income |
209,715 | 127,561 | 547,279 | |||||||||
Other comprehensive income, net of tax |
||||||||||||
Unrealized gains (losses) on securities |
2,220 | (30,293 | ) | 1,070 | ||||||||
Unrealized gains (losses) on derivative instruments |
(1,198 | ) | 1,140 | (1,184 | ) | |||||||
Pension liability adjustment |
(171,753 | ) | 63,232 | 12,390 | ||||||||
Foreign currency translation adjustments |
(83,899 | ) | (17,988 | ) | (6,335 | ) | ||||||
Total comprehensive income (loss) |
(44,915 | ) | 143,652 | 553,220 | ||||||||
Less Comprehensive income attributable to noncontrolling interests |
75,329 | 35,814 | 60,403 | |||||||||
Comprehensive income (loss) attributable to Sony Corporations stockholders |
(120,244 | ) | 107,838 | 492,817 |
The accompanying notes are an integral part of these statements.
7
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Cash Flows
Fiscal year ended March 31
Yen in millions | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Cash flows from operating activities: |
||||||||||||
Net income |
209,715 | 127,561 | 547,279 | |||||||||
Adjustments to reconcile net income to net cash provided by operating activities |
||||||||||||
Depreciation and amortization, including amortization of deferred insurance acquisition costs |
397,091 | 327,048 | 361,444 | |||||||||
Amortization of film costs |
299,587 | 297,505 | 359,274 | |||||||||
Accrual for pension and severance costs, less payments |
(6,383 | ) | 9,297 | 4,113 | ||||||||
Other operating expense, net |
47,171 | 149,001 | 4,072 | |||||||||
(Gain) loss on sale or devaluation of securities investments, net |
(48,857 | ) | 7,404 | 3,438 | ||||||||
(Gain) loss on revaluation of marketable securities held in the financial services business for trading purposes, net |
44,821 | (55,789 | ) | (47,339 | ) | |||||||
Loss on revaluation or impairment of securities investments held in the financial services business, net |
2,653 | 47 | 220 | |||||||||
Deferred income taxes |
211 | 23,798 | 24,085 | |||||||||
Equity in net (income) loss of affiliated companies, net of dividends |
5,045 | 4,409 | (2,956 | ) | ||||||||
Changes in assets and liabilities: |
||||||||||||
Increase in notes and accounts receivable, trade |
(5,828 | ) | (37,529 | ) | (80,004 | ) | ||||||
(Increase) decrease in inventories |
(57,804 | ) | 11,199 | (51,508 | ) | |||||||
Increase in film costs |
(318,391 | ) | (331,179 | ) | (362,496 | ) | ||||||
Decrease in notes and accounts payable, trade |
(49,525 | ) | (1,386 | ) | (87,939 | ) | ||||||
Increase (decrease) in accrued income and other taxes |
(23,607 | ) | 26,701 | 29,181 | ||||||||
Increase in future insurance policy benefits and other |
403,392 | 433,803 | 495,419 | |||||||||
Increase in deferred insurance acquisition costs |
(83,774 | ) | (93,234 | ) | (86,779 | ) | ||||||
Increase in marketable securities held in the financial services business for trading purposes |
(107,433 | ) | (81,456 | ) | (89,797 | ) | ||||||
(Increase) decrease in other current assets |
21,299 | (21,402 | ) | 3,776 | ||||||||
Increase (decrease) in other current liabilities |
(25,751 | ) | 79,114 | 151,805 | ||||||||
Other |
45,457 | (65,650 | ) | 79,684 | ||||||||
Net cash provided by operating activities |
749,089 | 809,262 | 1,254,972 | |||||||||
Cash flows from investing activities: |
||||||||||||
Payments for purchases of fixed assets |
(375,411 | ) | (333,509 | ) | (262,989 | ) | ||||||
Proceeds from sales of fixed assets |
26,472 | 13,098 | 60,599 | |||||||||
Payments for investments and advances by financial services business |
(1,221,093 | ) | (1,233,290 | ) | (963,210 | ) | ||||||
Payments for investments and advances (other than financial services business) |
(20,830 | ) | (17,208 | ) | (13,801 | ) | ||||||
Proceeds from sales or return of investments and collections of advances by financial services business |
534,072 | 289,901 | 317,159 | |||||||||
Proceeds from sales or return of investments and collections of advances (other than financial services business) |
81,535 | 16,078 | 6,596 | |||||||||
Proceeds from sales of businesses |
17,790 | 3,262 | 44,624 | |||||||||
Other |
(72,938 | ) | 7,695 | (11,175 | ) | |||||||
Net cash used in investing activities |
(1,030,403 | ) | (1,253,973 | ) | (822,197 | ) |
8
(Continued on following page.)
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Cash Flows (Continued)
Yen in millions | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Cash flows from financing activities: |
||||||||||||
Proceeds from issuance of long-term debt |
19,076 | 254,695 | 125,092 | |||||||||
Payments of long-term debt |
(270,669 | ) | (261,299 | ) | (44,561 | ) | ||||||
Increase in short-term borrowings, net |
92,153 | 317,827 | 35,145 | |||||||||
Increase in deposits from customers in the financial services business, net |
165,169 | 277,152 | 169,479 | |||||||||
Proceeds from issuance of convertible bonds |
120,000 | | | |||||||||
Proceeds from issuance of new shares of common stock |
301,708 | | | |||||||||
Dividends paid |
(12,751 | ) | (25,301 | ) | (28,490 | ) | ||||||
Payment for purchase of Sony/ATV shares from noncontrolling interests |
| (76,565 | ) | | ||||||||
Other |
(34,564 | ) | (34,207 | ) | (10,209 | ) | ||||||
Net cash provided by financing activities |
380,122 | 452,302 | 246,456 | |||||||||
Effect of exchange rate changes on cash and cash equivalents |
(64,609 | ) | (31,061 | ) | (53,044 | ) | ||||||
Net increase (decrease) in cash and cash equivalents |
34,199 | (23,470 | ) | 626,187 | ||||||||
Cash and cash equivalents at beginning of the fiscal year |
949,413 | 983,612 | 960,142 | |||||||||
Cash and cash equivalents at end of the fiscal year |
983,612 | 960,142 | 1,586,329 | |||||||||
Supplemental data: |
||||||||||||
Cash paid during the fiscal year for |
||||||||||||
Income taxes |
138,770 | 106,054 | 101,092 | |||||||||
Interest |
26,166 | 13,877 | 12,169 | |||||||||
Non-cash investing and financing activities |
||||||||||||
Obtaining assets by entering into capital leases |
14,759 | 8,457 | 21,762 |
The accompanying notes are an integral part of these statements.
9
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Changes in Stockholders Equity
Yen in millions | ||||||||||||||||||||||||||||||||
Common stock |
Additional paid-in capital |
Retained earnings |
Accumulated other comprehensive income |
Treasury stock, at cost |
Sony Corporations stockholders equity |
Noncontrolling interests |
Total equity | |||||||||||||||||||||||||
Balance at March 31, 2015 |
707,038 | 1,185,777 | 813,765 | (385,283 | ) | (4,220 | ) | 2,317,077 | 611,392 | 2,928,469 | ||||||||||||||||||||||
Issuance of new shares |
150,854 | 150,854 | 301,708 | 301,708 | ||||||||||||||||||||||||||||
Exercise of stock acquisition rights |
975 | 975 | 1,950 | 1,950 | ||||||||||||||||||||||||||||
Stock-based compensation |
1,516 | 1,516 | 1,516 | |||||||||||||||||||||||||||||
Comprehensive income: |
||||||||||||||||||||||||||||||||
Net income |
147,791 | 147,791 | 61,924 | 209,715 | ||||||||||||||||||||||||||||
Other comprehensive income, net of tax |
||||||||||||||||||||||||||||||||
Unrealized gains (losses) on securities |
(13,417 | ) | (13,417 | ) | 15,637 | 2,220 | ||||||||||||||||||||||||||
Unrealized losses on derivative instruments |
(1,198 | ) | (1,198 | ) | (1,198 | ) | ||||||||||||||||||||||||||
Pension liability adjustment |
(170,608 | ) | (170,608 | ) | (1,145 | ) | (171,753 | ) | ||||||||||||||||||||||||
Foreign currency translation adjustments |
(82,812 | ) | (82,812 | ) | (1,087 | ) | (83,899 | ) | ||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||
Total comprehensive income (loss) |
(120,244 | ) | 75,329 | (44,915 | ) | |||||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||
Stock issue costs, net of tax |
(1,478 | ) | (1,478 | ) | (1,478 | ) | ||||||||||||||||||||||||||
Dividends declared |
(25,225 | ) | (25,225 | ) | (20,868 | ) | (46,093 | ) | ||||||||||||||||||||||||
Purchase of treasury stock |
(110 | ) | (110 | ) | (110 | ) | ||||||||||||||||||||||||||
Reissuance of treasury stock |
(12 | ) | 71 | 59 | 59 | |||||||||||||||||||||||||||
Transactions with noncontrolling interests shareholders and other |
(11,913 | ) | (11,913 | ) | (4,783 | ) | (16,696 | ) | ||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||
Balance at March 31, 2016 |
858,867 | 1,325,719 | 936,331 | (653,318 | ) | (4,259 | ) | 2,463,340 | 661,070 | 3,124,410 | ||||||||||||||||||||||
|
(Continued on following page.)
10
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Changes in Stockholders Equity (Continued)
Yen in millions | ||||||||||||||||||||||||||||||||
Common stock |
Additional paid-in capital |
Retained earnings |
Accumulated other comprehensive income |
Treasury stock, at cost |
Sony Corporations stockholders equity |
Noncontrolling interests |
Total equity | |||||||||||||||||||||||||
Balance at March 31, 2016 |
858,867 | 1,325,719 | 936,331 | (653,318 | ) | (4,259 | ) | 2,463,340 | 661,070 | 3,124,410 | ||||||||||||||||||||||
Exercise of stock acquisition rights |
1,778 | 1,778 | 3,556 | 3,556 | ||||||||||||||||||||||||||||
Stock-based compensation |
1,601 | 1,601 | 1,601 | |||||||||||||||||||||||||||||
Comprehensive income: |
||||||||||||||||||||||||||||||||
Net income |
73,289 | 73,289 | 54,272 | 127,561 | ||||||||||||||||||||||||||||
Other comprehensive income, net of tax |
||||||||||||||||||||||||||||||||
Unrealized losses on securities |
(14,101 | ) | (14,101 | ) | (16,192 | ) | (30,293 | ) | ||||||||||||||||||||||||
Unrealized gains on derivative instruments |
1,140 | 1,140 | 1,140 | |||||||||||||||||||||||||||||
Pension liability adjustment |
63,003 | 63,003 | 229 | 63,232 | ||||||||||||||||||||||||||||
Foreign currency translation adjustments |
(15,493 | ) | (15,493 | ) | (2,495 | ) | (17,988 | ) | ||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||
Total comprehensive income |
107,838 | 35,814 | 143,652 | |||||||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||
Stock issue costs, net of tax |
(30 | ) | (30 | ) | (30 | ) | ||||||||||||||||||||||||||
Dividends declared |
(25,252 | ) | (25,252 | ) | (17,068 | ) | (42,320 | ) | ||||||||||||||||||||||||
Purchase of treasury stock |
(114 | ) | (114 | ) | (114 | ) | ||||||||||||||||||||||||||
Reissuance of treasury stock |
(10 | ) | 38 | 28 | 28 | |||||||||||||||||||||||||||
Transactions with noncontrolling interests shareholders and other |
(53,721 | ) | (53,721 | ) | (41,640 | ) | (95,361 | ) | ||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||
Balance at March 31, 2017 |
860,645 | 1,275,337 | 984,368 | (618,769 | ) | (4,335 | ) | 2,497,246 | 638,176 | 3,135,422 | ||||||||||||||||||||||
|
(Continued on following page.)
11
SONY CORPORATION AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Changes in Stockholders Equity (Continued)
Yen in millions | ||||||||||||||||||||||||||||||||
Common stock |
Additional paid-in capital |
Retained earnings |
Accumulated other comprehensive income |
Treasury stock, at cost |
Sony Corporations stockholders equity |
Noncontrolling interests |
Total equity | |||||||||||||||||||||||||
Balance at March 31, 2017 |
860,645 | 1,275,337 | 984,368 | (618,769 | ) | (4,335 | ) | 2,497,246 | 638,176 | 3,135,422 | ||||||||||||||||||||||
Issuance of new shares |
488 | 488 | 976 | 976 | ||||||||||||||||||||||||||||
Exercise of stock acquisition rights |
4,533 | 4,532 | 9,065 | 9,065 | ||||||||||||||||||||||||||||
Conversion of convertible bonds |
12 | 12 | 24 | 24 | ||||||||||||||||||||||||||||
Stock-based compensation |
3,160 | 3,160 | 3,160 | |||||||||||||||||||||||||||||
Comprehensive income: |
||||||||||||||||||||||||||||||||
Net income |
490,794 | 490,794 | 56,485 | 547,279 | ||||||||||||||||||||||||||||
Other comprehensive income, net of tax |
||||||||||||||||||||||||||||||||
Unrealized gains (losses) on securities |
(444 | ) | (444 | ) | 1,514 | 1,070 | ||||||||||||||||||||||||||
Unrealized losses on derivative instruments |
(1,184 | ) | (1,184 | ) | (1,184 | ) | ||||||||||||||||||||||||||
Pension liability adjustment |
12,292 | 12,292 | 98 | 12,390 | ||||||||||||||||||||||||||||
Foreign currency translation adjustments |
(8,641 | ) | (8,641 | ) | 2,306 | (6,335 | ) | |||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||
Total comprehensive income |
492,817 | 60,403 | 553,220 | |||||||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||
Stock issue costs, net of tax |
(879 | ) | (879 | ) | (879 | ) | ||||||||||||||||||||||||||
Dividends declared |
(34,775 | ) | (34,775 | ) | (14,361 | ) | (49,136 | ) | ||||||||||||||||||||||||
Purchase of treasury stock |
(199 | ) | (199 | ) | (199 | ) | ||||||||||||||||||||||||||
Reissuance of treasury stock |
0 | 4 | 4 | 4 | ||||||||||||||||||||||||||||
Transactions with noncontrolling interests shareholders and other |
(73 | ) | (73 | ) | (4,427 | ) | (4,500 | ) | ||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||
Balance at March 31, 2018 |
865,678 | 1,282,577 | 1,440,387 | (616,746 | ) | (4,530 | ) | 2,967,366 | 679,791 | 3,647,157 | ||||||||||||||||||||||
|
The accompanying notes are an integral part of these statements.
12
Index to Notes to Consolidated Financial Statements
Sony Corporation and Consolidated Subsidiaries
13
Notes to Consolidated Financial Statements
Sony Corporation and Consolidated Subsidiaries
1. | Nature of operations |
Sony Corporation and its consolidated subsidiaries (hereinafter collectively referred to as Sony) are engaged in the development, design, production, manufacture, offer and sale of various kinds of electronic equipment, instruments and devices for consumer, professional and industrial markets such as network services, game hardware and software, televisions, audio and video recorders and players, still and video cameras, mobile phones, and semiconductors. Sonys primary manufacturing facilities are located in Asia including Japan. Sony also utilizes third-party contract manufacturers for certain products. Sonys products and services are marketed throughout the world by sales subsidiaries and unaffiliated distributors as well as direct sales and offers via the internet. Sony is engaged in the development, production, manufacture, and distribution of recorded music and the management and licensing of the words and music of songs as well as production and distribution of animation titles, including game applications based on the animation titles. Sony is also engaged in the production, acquisition and distribution of motion pictures and television programming and the operation of television and digital networks. Further, Sony is also engaged in various financial services businesses, including life and non-life insurance operations through its Japanese insurance subsidiaries and banking operations through a Japanese internet-based banking subsidiary.
2. | Summary of significant accounting policies |
The accompanying consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). Certain adjustments and reclassifications have been incorporated in the accompanying consolidated financial statements to conform with U.S. GAAP. These adjustments were not recorded in the statutory books and records as Sony Corporation and its subsidiaries in Japan maintain their records and prepare their statutory financial statements in accordance with accounting principles generally accepted in Japan, while its foreign subsidiaries maintain their records and prepare their financial statements in conformity with accounting principles generally accepted in the countries of their domicile.
(1) | Significant accounting policies |
Basis of consolidation and accounting for investments in affiliated companies -
The consolidated financial statements include the accounts of Sony Corporation and its majority-owned subsidiary companies, general partnerships and other entities in which Sony has a controlling interest, and variable interest entities for which Sony is the primary beneficiary. All intercompany transactions and accounts are eliminated. Investments in business entities in which Sony does not have control, but has the ability to exercise significant influence over operating and financial policies, generally through 20-50% ownership, are accounted for under the equity method. In addition, investments in general partnerships in which Sony does not have a controlling interest and limited partnerships are also accounted for under the equity method if more than minor influence over the operation of the investee exists (generally through more than 3-5% ownership). When the interest in the partnership is so minor that Sony has no significant influence over the operation of the investee, the cost method is used. Under the equity method, investments are stated at cost plus/minus Sonys portion of equity in undistributed earnings or losses. Sonys equity in current earnings or losses of such entities is reported net of income taxes and is included in operating income (loss) after the elimination of unrealized intercompany profits. If the value of an investment has declined and is judged to be other-than-temporary, the investment is written down to its estimated fair value.
On occasion, a consolidated subsidiary or an affiliated company accounted for by the equity method may issue its shares to third parties in either a public or private offering or upon conversion of convertible debt to common stock at amounts per share in excess of or less than Sonys average per share carrying value. With respect to such transactions, the resulting gains or losses arising from the change in ownership interest are recorded in earnings within the fiscal year in which the change in interest transactions occur.
Gains or losses that result from a loss of a controlling financial interest in a subsidiary are recorded in earnings along with fair value remeasurement gains or losses on any retained investment in the entity, while a change in interest of a consolidated subsidiary that does not result in a change in control is accounted for as a capital transaction and no gains or losses are recorded in earnings.
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The excess of the cost over the underlying net equity of investments in consolidated subsidiaries and affiliated companies accounted for on an equity basis is allocated to identifiable tangible and intangible assets and liabilities based on fair values at the date of acquisition. The unassigned residual value of the excess of the cost over Sonys underlying net equity is recognized as goodwill as a component of the investment balance.
Use of estimates -
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates include those used in determining the valuation of investment securities, valuation of inventories, fair values of long-lived assets, fair values of goodwill and other intangible assets, fair values of assets and liabilities assumed in business combinations, product warranty liability, pension and severance plans, valuation of deferred tax assets, uncertain tax positions, film costs, and insurance related liabilities. Actual results could significantly differ from those estimates.
Translation of foreign currencies -
All asset and liability accounts of foreign subsidiaries and affiliates are translated into Japanese yen at appropriate fiscal year end exchange rates and all income and expense accounts are translated at exchange rates that approximate those rates prevailing at the time of the transactions. The resulting translation adjustments are accumulated as a component of accumulated other comprehensive income. Upon remeasurement of a previously held equity interest in accordance with the accounting guidance for business combinations achieved in stages, accumulated translation adjustments, if any, are included in earnings.
Receivables and payables denominated in foreign currencies are translated at appropriate fiscal year end exchange rates and the resulting translation gains or losses are recognized into income.
Cash and cash equivalents -
Cash and cash equivalents include all highly liquid investments, with original maturities of three months or less, that are readily convertible to known amounts of cash and are so near maturity that they present insignificant risk of changes in value because of changes in interest rates.
Marketable debt and equity securities -
Debt and equity securities designated as available-for-sale, whose fair values are readily determinable, are carried at fair value with unrealized gains or losses included as a component of accumulated other comprehensive income, net of applicable taxes. Debt and equity securities classified as trading securities are carried at fair value with unrealized gains or losses included in income. Debt securities that are expected to be held-to-maturity are carried at amortized cost. Individual securities classified as either available-for-sale or held-to-maturity are reduced to fair value by a charge to income when an other-than-temporary impairment is recognized. Realized gains and losses are determined on the average cost method and are reflected in income.
Sony regularly evaluates its investment portfolio to identify other-than-temporary impairments of individual securities. Factors that are considered by Sony in determining whether an other-than-temporary decline in value has occurred include: the length of time and extent to which the market value of the security has been less than its original cost, the financial condition, operating results, business plans and estimated future cash flows of the issuer of the security, other specific factors affecting the market value, deterioration of the credit condition of the issuer, sovereign risk, and whether or not Sony is able to retain the investment for a period of time sufficient to allow for the anticipated recovery in market value.
In evaluating the factors for available-for-sale securities whose fair values are readily determinable, Sony presumes a decline in value to be other-than-temporary if the fair value of the security is 20 percent or more below its original cost for an extended period of time (generally for a period of up to six months). This criterion is employed as a threshold to identify securities which may have a decline in value that is other-than-temporary. The presumption of an other-than-temporary impairment in such cases may be overcome if there is evidence to support that the decline is temporary in nature due to the existence of other factors which overcome the duration
15
or magnitude of the decline. On the other hand, there may be cases where impairment losses are recognized when the decline in the fair value of the security is not more than 20 percent or such decline has not existed for an extended period of time, as a result of considering specific factors which may indicate that the decline in the fair value is other-than-temporary.
When an other-than-temporary impairment of a held-to-maturity debt security has occurred, the amount of the other-than-temporary impairment recognized in income depends on whether Sony intends to sell the security or more likely than not will be required to sell the security before recovery of its amortized cost. If the debt security meets either of these two criteria, the other-than-temporary impairment is recognized in income, measured as the entire difference between the securitys amortized cost and its fair value at the impairment measurement date. For other-than-temporary impairments of debt securities that do not meet these two criteria, the net amount recognized in income is a credit loss equal to the difference between the amortized cost of the debt security and its net present value calculated by discounting Sonys best estimate of projected future cash flows at the effective interest rate implicit in the debt security prior to impairment. Any difference between the fair value and the net present value of the debt security at the impairment measurement date is recorded in accumulated other comprehensive income. Unrealized gains or losses on securities for which an other-than-temporary impairment has been recognized in income are presented as a separate component of accumulated other comprehensive income.
Equity securities in non-public companies -
Equity securities in non-public companies are primarily carried at cost if fair value is not readily determinable. If the value of a non-public equity investment is estimated to have declined and such decline is judged to be other-than-temporary, Sony recognizes the impairment of the investment and the carrying value is reduced to its fair value. Determination of impairment is based on the consideration of several factors, including operating results, business plans and estimated future cash flows. Fair value is determined through the use of various methodologies such as discounted cash flows, valuation of recent financings and comparable valuations of similar companies.
Allowance for doubtful accounts -
Sony maintains an allowance for doubtful accounts to reserve for potentially uncollectible receivables. Sony reviews accounts receivable by amounts due from customers which are past due to identify specific customers with known disputes or collectability issues. In determining the amount of the reserve, Sony makes judgments about the creditworthiness of customers based on past collection experience and ongoing credit risk evaluations.
Inventories -
Inventories in the Game & Network Services (G&NS), Music, Home Entertainment & Sound (HE&S), Imaging Products & Solutions (IP&S), Mobile Communications (MC) and Semiconductors segments as well as non-film inventories for the Pictures segment are valued at cost, not in excess of the net realizable value i.e., estimated selling price in the ordinary course of business less predictable costs of completion and disposal, cost being determined on the average cost basis, except for the cost of finished products carried by certain subsidiary companies which is determined on the first-in, first-out basis.
Other receivables -
Other receivables include receivables which relate to arrangements with certain component manufacturers whereby Sony procures goods, including product components, for these component manufacturers and is reimbursed for the related purchases. No revenue or profit is recognized on these transfers. Sony will repurchase the inventory at a later date from the component manufacturers as either finished goods inventory or as partially assembled product.
Film costs -
Film costs include direct production costs, production overhead and acquisition costs for both motion picture and television productions and are stated at the lower of unamortized cost or estimated fair value and classified as noncurrent assets. Film costs are amortized, and the estimated liabilities for residuals and participations are accrued using an individual-film-forecast method based on the ratio of current period actual
16
revenues to the estimated remaining total revenues. Film costs also include broadcasting rights, which are recognized when the license period begins and the program is available for use, and consist of acquired programming to be aired on Sonys worldwide channel network. Broadcasting rights are stated at the lower of unamortized cost or net realizable value, classified as either current or noncurrent assets based on timing of expected use. Broadcasting rights are amortized based on estimated usage or on a straight-line basis over the useful life, as appropriate, although broadcasting rights licensed under multi-year live-event sports programming agreements are generally amortized based on the ratio of the current periods actual advertising revenue and an allocation of subscription fee revenue to the estimated total remaining attributable revenues. Estimates used in calculating the fair value of film costs and the net realizable value of broadcasting rights are based upon assumptions about future demand and market conditions and are reviewed on a periodic basis.
Property, plant and equipment and depreciation -
Property, plant and equipment are stated at cost. Depreciation is computed using the straight-line method. Useful lives for depreciation range from two to 50 years for buildings and from two to 10 years for machinery and equipment. Significant renewals and additions are capitalized at cost. Maintenance and repairs, and minor renewals and betterments are charged to income as incurred.
Goodwill and other intangible assets -
Goodwill and indefinite lived intangible assets are tested annually for impairment during the fourth quarter of the fiscal year and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value below its carrying amount. Such an event or change in circumstances would include unfavorable variances from established business plans, significant changes in forecasted results or volatility inherent to external markets and industries, which are periodically reviewed by Sonys management.
In the fiscal year ended March 31, 2018, Sony elected not to perform an optional qualitative assessment of goodwill and instead proceeded directly to a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. Reporting units are Sonys operating segments or one level below the operating segments. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess, not to exceed the total amount of goodwill allocated to the reporting unit. Indefinite lived intangible assets are tested for impairment by comparing the fair value of the intangible asset with its carrying value, and if the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.
The fair value of a reporting unit or indefinite lived intangible asset is generally determined using a discounted cash flow analysis. This approach uses significant estimates and assumptions, including projected future cash flows, the timing of such cash flows, discount rates reflecting the risk inherent in future cash flows, perpetual growth rates, earnings multiples, the determination of appropriate comparable entities and the determination of whether a premium or discount should be applied to comparables. Consideration is also given to Sonys market capitalization in relation to the sum of the calculated fair values of the reporting units, including reporting units with no goodwill, and taking into account corporate level assets and liabilities not assigned to individual reporting units as well as a reasonable control premium.
The assumptions used for projected future cash flows and the timing of such cash flows are based on the forecast and mid-range plan (MRP) of each reporting unit and take into account such factors as historical experience, market and industry information, and current and forecasted economic conditions. Perpetual growth rates are utilized to determine a terminal cash flow value and are generally set after the three-year forecasted period for the MRP. Certain reporting units, such as those in the Pictures segment, utilize longer forecast periods and base the terminal value on an exit price using an earnings multiple applied to the final year of the forecasted earnings, which also takes into consideration a control premium. Discount rates are derived from the weighted average cost of capital of market participants in similar businesses.
When a business within a reporting unit is disposed of, goodwill is allocated to the disposed business using the relative fair value method.
Intangible assets with finite useful lives mainly consist of patent rights, know-how, license agreements, customer relationships, trademarks, software to be sold, leased or otherwise marketed, internal-use software, music catalogs, artist contracts, and television carriage contracts (broadcasting agreements). Patent rights,
17
know-how, license agreements, trademarks, software to be sold, leased or otherwise marketed, and internal-use software are generally amortized on a straight-line basis over three to 10 years. Customer relationships, music catalogs, artist contracts and television carriage contracts (broadcasting agreements) are amortized on a straight-line basis, generally, over 10 to 40 years.
Capitalized software -
The costs related to establishing the technological feasibility of software to be sold, leased or otherwise marketed are expensed as incurred as a part of research and development in cost of sales. Costs that are incurred to produce the finished product after technological feasibility is established are capitalized and amortized to cost of sales over the estimated economic life, which is generally three years. The technological feasibility of game software is established when the product master is completed. Consideration to capitalize game software development costs before this point is limited to the development costs of games for which technological feasibility can be proven at an earlier stage. At each balance sheet date, Sony performs reviews to ensure that unamortized capitalized software costs remain recoverable from future profits of the related software products.
The costs incurred for internal-use software during the application development stage are capitalized and amortized, mainly to selling, general and administrative expenses, on a straight-line basis over the estimated useful life. Costs related to the preliminary project stage and post implementation activities are expensed as incurred.
Deferred insurance acquisition costs -
Costs that vary with and are directly related to acquiring new insurance policies are deferred as long as they are recoverable. The deferred insurance acquisition costs include such items as commissions, medical examination costs and inspection report fees, and are subject to recoverability testing at least annually to ensure that the capitalized amounts do not exceed the present value of anticipated gross profits or premiums less benefits and maintenance expenses, as applicable. The deferred insurance acquisition costs for traditional life insurance contracts are amortized over the premium-paying period of the related insurance policies using assumptions consistent with those used in computing policy reserves. The deferred insurance acquisition costs for non-traditional life insurance contracts are amortized over the expected life in proportion to the estimated gross profits.
Product warranty -
Sony provides for the estimated cost of product warranties at the time revenue is recognized. The product warranty is calculated based upon product sales, estimated probability of failure and estimated cost per claim. The variables used in the calculation of the provision are reviewed on a periodic basis.
Certain subsidiaries in the G&NS, HE&S, IP&S, and MC segments offer extended warranty programs. The consideration received for extended warranty service is deferred and recognized as revenue on a straight-line basis over the term of the extended warranty.
Future insurance policy benefits -
Liabilities for future insurance policy benefits are primarily comprised of the present value of estimated future payments to policyholders. These liabilities are computed by the net level premium method based upon the assumptions as to future investment yield, morbidity, mortality, withdrawals and other factors. These assumptions are reviewed on a periodic basis. Liabilities for future insurance policy benefits also include liabilities for guaranteed benefits related to certain non-traditional life and annuity contracts.
Policyholders account in the life insurance business -
Liabilities for policyholders account in the life insurance business represent the contract value that has accrued to the benefit of the policyholders as of the balance sheet date. This liability is generally equal to the accumulated account deposits, plus interest credited, less policyholder withdrawals and other charges assessed against the account balances.
18
Impairment of long-lived assets -
Sony reviews the recoverability of the carrying value of its long-lived assets held and used, other than goodwill and intangible assets with indefinite lives, and assets to be disposed of, whenever events or changes in circumstances indicate that the individual carrying amount of an asset or asset group may not be recoverable. Long-lived assets to be held and used are reviewed for impairment by comparing the carrying value of the asset or asset group with their estimated undiscounted future cash flows. If the cash flows are determined to be less than the carrying value of the asset or asset group, an impairment loss would be recognized during the period for the amount by which the carrying value of the asset or asset group exceeds estimated fair value. Long-lived assets that are to be disposed of other than by sale are considered held and used until they are disposed of. Long-lived assets that are to be disposed of by sale are reported at the lower of their carrying value or fair value less cost to sell and are not depreciated. Fair value is determined using the present value of estimated net cash flows or comparable market values. This approach uses significant estimates and assumptions including projected future cash flows, the timing of such cash flows, discount rates reflecting the risk inherent in future cash flows, perpetual growth rates applied to determine terminal values, determination of appropriate market comparables and the determination of whether a premium or discount should be applied to comparables.
Fair value measurement -
Sony measures fair value as an exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. Sony has elected the fair value option in the banking business for certain foreign securities. The election was made to mitigate accounting mismatches related to fluctuations of foreign exchange rates by allowing the gains and losses on the translation of these securities to be included in current earnings.
The accounting guidance for fair value measurements specifies a hierarchy of inputs to valuation techniques based on the extent to which inputs used in measuring fair value are observable in the market. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect Sonys assumptions about the assumptions that market participants would use in pricing the asset or liability. Observable market data is used if such data is available without undue cost and effort. Each fair value measurement is reported in one of three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety.
These levels are:
Level 1 |
|
Inputs are unadjusted quoted prices for identical assets and liabilities in active markets. | ||
Level 2 |
|
Inputs are based on observable inputs other than level 1 prices, such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations, in which all significant inputs are observable in active markets. | ||
Level 3 |
|
One or more significant inputs are unobservable. |
When available, Sony uses unadjusted quoted market prices in active markets to measure fair value and classifies such items within level 1. If quoted market prices are not available, fair value is based upon internally developed valuation techniques that use, where possible, current market-based or independently sourced market parameters, such as interest rates, currency rates and option volatilities. Items valued using internally generated models are classified according to the lowest level input that is significant to the valuation. For certain financial assets and liabilities, Sony determines fair value using third-party information such as indicative quotes from dealers and quantitative input from investment advisors following Sonys established valuation procedures including validation against internally developed prices. Additionally, Sony considers both counterparty credit risk and Sonys own creditworthiness in determining fair value. Sony attempts to mitigate credit risk to third parties by entering into netting agreements and actively monitoring the creditworthiness of counterparties and its exposure to credit risk through the use of credit limits and by selecting major international banks and financial institutions as counterparties.
Transfers between levels are deemed to have occurred at the beginning of the interim period in which the transfers occur.
Derivative financial instruments -
All derivatives are recognized as either assets or liabilities in the consolidated balance sheets at fair value on a gross basis. Changes in the fair value of derivative financial instruments are either recognized periodically in
19
income or stockholders equity (as a component of accumulated other comprehensive income), depending on whether the derivative financial instrument qualifies as a hedge and the derivative is being used to hedge changes in fair value or cash flows.
The accounting guidance for hybrid financial instruments permits an entity to elect fair value remeasurement for any hybrid financial instrument if the hybrid instrument contains an embedded derivative that would otherwise be required to be bifurcated and accounted for separately under accounting guidance for derivative instruments and hedging activities. The election to measure the hybrid instrument at fair value is made on an instrument-by-instrument basis and is irreversible. Certain subsidiaries in the Financial Services segment had hybrid financial instruments, disclosed in Note 7 as debt securities, that contain embedded derivatives where the entire instrument was carried at fair value.
In accordance with accounting guidance for derivative instruments and hedging activities, various derivative financial instruments held by Sony are classified and accounted for as described below.
Fair value hedges
Changes in the fair value of derivatives designated and effective as fair value hedges for recognized assets or liabilities or unrecognized firm commitments are recognized in earnings as offsets to changes in the fair value of the related hedged assets or liabilities.
Cash flow hedges
Changes in the fair value of derivatives designated and effective as cash flow hedges for forecasted transactions or exposures associated with recognized assets or liabilities are initially recorded in other comprehensive income and reclassified into earnings when the hedged transaction affects earnings. Changes in the fair value of the ineffective portion are recognized immediately in earnings.
Derivatives not designated as hedges
Changes in the fair value of derivatives that are not designated as hedges are recognized immediately in earnings.
Assessment of hedges
When applying hedge accounting, Sony formally documents all hedging relationships between the derivatives designated as hedges and the hedged items, as well as its risk management objectives and strategies for undertaking various hedging activities. Sony links all hedges that are designated as fair value or cash flow hedges to specific assets or liabilities on the consolidated balance sheets or to the specific forecasted transactions. Sony also assesses, both at the inception of the hedge and on an on-going basis, whether the derivatives that are designated as hedges are highly effective in offsetting changes in fair value or cash flows of hedged items. When it is determined that a derivative is not highly effective as a hedge, Sony discontinues hedge accounting. Hedge ineffectiveness, if any, is included immediately in earnings.
Stock-based compensation -
Sony accounts for stock-based compensation using the fair value based method, measured on the date of grant using the Black-Scholes option-pricing model. The expense is mainly included in selling, general and administrative expenses. Stock-based compensation is recognized, net of an estimated forfeiture rate, over the requisite service period using the accelerated method of amortization for grants with graded vesting. The estimated forfeiture rate is based on Sonys historical experience in the stock acquisition rights plans where the majority of the vesting terms have been satisfied.
Revenue recognition -
Revenues from sales in the G&NS, Music, HE&S, IP&S, MC and Semiconductors segments are recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. Delivery is considered to have occurred when the customer has taken title to the product and the risks and rewards of ownership have been
20
substantively transferred. If the sales contract contains a customer acceptance provision, then sales are recognized after customer acceptance occurs or the acceptance provisions lapse. Revenues are recognized net of anticipated returns and sales incentives. Revenues from prepaid subscription fees, such as within the G&NS segment, are recognized ratably over the subscription term.
Revenue arrangements with customers may include multiple elements, including any combination of products, services and software. An example includes sales of electronics products with rights to receive promotional goods. For Sonys multiple element arrangements where at least one of the elements is not subject to existing software or film revenue recognition guidance, elements are separated into more than one unit of accounting when the delivered element(s) have value to the customer on a standalone basis, and delivery of the undelivered element(s) is probable and substantially in the control of Sony. Revenue is then allocated to each unit of accounting based on the relative selling price of each unit of accounting based first on vendor-specific objective evidence of selling price (VSOE) if it exists, based next on third-party evidence of selling price (TPE) if VSOE does not exist, and, finally, if both VSOE and TPE do not exist, based on estimated selling prices (ESP). VSOE is limited to either the price charged for an element when it is sold separately or, for an element not yet being sold separately, the price established by management having the relevant authority; it must be probable that the price, once established, will not change before the separate introduction of the element into the market place. TPE is the price of Sonys or any competitors largely interchangeable products or services in standalone sales to similarly situated customers. ESP is the price at which Sony would transact if the element were sold by Sony regularly on a standalone basis. When determining ESP, Sony considers all relevant inputs, including sales, cost and margin analysis of the product, targeted rate of return of the product, competitors and Sonys pricing practices and customer perspectives.
Certain software products published by Sony provide limited online features at no additional cost to the customer. Generally, such features are considered to be incidental to the overall software product and an inconsequential deliverable. Accordingly, revenue related to software products containing these limited online features is not deferred.
Revenues from sales in the Pictures segment are recognized when persuasive evidence of an arrangement exists, the sales price is fixed or determinable and collectability is reasonably assured. Revenues from the theatrical exhibition of motion pictures are recognized as the customer exhibits the film. Revenues from the licensing of motion picture and television programming for pay and free television exhibition and other markets are recognized when the product is available for exploitation by the licensee and when any restrictions regarding the use of the product lapse. For home entertainment distribution, revenues from the sale of DVDs and Blu-ray DiscTM, net of anticipated returns and sales incentives, are recognized when delivery has occurred and the product is available for sale to the public, and revenues from electronic sell-through and video-on-demand are recognized when the product is made available for viewing via digital distribution platforms. Certain motion picture and television program licensing arrangements involve an allocation to multiple elements, for example a fee for multiple territories and availability dates, that is based on relative fair value using managements best estimate. Revenues from the sale of broadcast advertising are recognized when the advertisement is aired. Revenues from subscription fees received by television networks are recognized when the service is provided.
Traditional life insurance policies that the life insurance subsidiary underwrites, most of which are categorized as long-duration contracts, mainly consist of whole life, term life and accident and health insurance contracts. Premiums from these policies are reported as revenue when due from policyholders.
Amounts received as payment for non-traditional contracts such as interest sensitive whole life contracts, individual annuity contracts and other contracts without life contingencies are recognized in policyholders account in the life insurance business. Revenues from these contracts are comprised of fees earned for administrative and contract-holder services, which are recognized over the period of the contracts, and included in financial services revenue.
Property and casualty insurance policies that the non-life insurance subsidiary underwrites are primarily automotive insurance contracts which are categorized as short-duration contracts. Premiums from these policies are reported as revenue over the period of the contract in proportion to the amount of insurance protection provided.
Revenue is recognized net of any taxes collected from customers and subsequently remitted to governmental authorities.
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Consideration given to a customer or a reseller -
Sales incentives or other cash consideration given to a customer or a reseller, including payments for buydowns, slotting fees and cooperative advertising programs, are accounted for as a reduction of revenue unless Sony receives an identifiable benefit (goods or services) in exchange for the consideration, the fair value of the benefit is reasonably estimated and documentation from the reseller is received to support the amounts paid to the reseller. Payments meeting these criteria are recorded as selling, general and administrative expenses. For the fiscal years ended March 31, 2016, 2017 and 2018, consideration given to a reseller, primarily for free promotional shipping and cooperative advertising programs included in selling, general and administrative expenses, totaled 13,178 million yen, 12,046 million yen and 12,319 million yen, respectively.
Cost of sales -
Costs classified as cost of sales relate to the producing and manufacturing of products and include items such as material cost, subcontractor cost, depreciation of fixed assets, amortization of intangible assets, personnel expenses, research and development costs, and amortization of film costs related to motion picture and television productions.
Research and development costs -
Research and development costs, included in cost of sales, include items such as salaries, personnel expenses and other direct and indirect expenses associated with research and product development. Research and development costs are expensed as incurred.
Selling, general and administrative -
Costs classified as selling expenses relate to promoting and selling products and include items such as advertising, promotion, shipping and warranty expenses. General and administrative expenses include operating items such as officers salaries, personnel expenses, depreciation of fixed assets, office rental for sales, marketing and administrative divisions, a provision for doubtful accounts and amortization of intangible assets.
Financial services expenses -
Financial services expenses include a provision for policy reserves and amortization of deferred insurance acquisition costs, and all other operating costs, such as personnel expenses, depreciation of fixed assets, and office rental of subsidiaries, in the Financial Services segment.
Advertising costs -
Advertising costs are expensed when the advertisement or commercial appears in the selected media.
Shipping and handling costs -
The majority of shipping and handling, warehousing and internal transfer costs for finished goods are included in selling, general and administrative expenses. An exception to this is in the Pictures segment where such costs are charged to cost of sales as they are an integral part of producing and distributing motion pictures and television programming. All other costs related to Sonys distribution network are included in cost of sales, including inbound freight charges, purchasing and receiving costs, inspection costs and warehousing costs for raw materials and in-process inventory. Amounts paid by customers for shipping and handling costs are included in net sales.
Income taxes -
The provision for income taxes is computed based on the pretax income included in the consolidated statements of income, and the tax liability attributed to undistributed earnings of subsidiaries and affiliated companies accounted for by the equity method expected to be remitted in the foreseeable future. The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities.
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Carrying amounts of deferred tax assets require a reduction by a valuation allowance if, based on the available evidence, it is more likely than not that such assets will not be realized. Accordingly, the need to establish valuation allowances for deferred tax assets is assessed periodically with appropriate consideration given to all positive and negative evidence related to the realization of the deferred tax assets. Managements judgments related to this assessment consider, among other matters, the nature, frequency and severity of current and cumulative losses on an individual tax jurisdiction basis, forecasts of future profitability after consideration of uncertain tax positions, excess of appreciated asset value over the tax basis of net assets, the duration of statutory carryforward periods, the past utilization of net operating loss carryforwards prior to expiration, as well as prudent and feasible tax planning strategies which would be employed by Sony to prevent net operating loss and tax credit carryforwards from expiring unutilized.
Sony records assets and liabilities for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Sony continues to recognize interest and penalties, if any, with respect to income taxes, including unrecognized tax benefits, as interest expense and as income tax expense, respectively, in the consolidated statements of income. The amount of income taxes Sony pays is subject to ongoing audits by various taxing authorities, which may result in proposed assessments. In addition, several significant items related to intercompany transfer pricing are currently the subject of negotiations between taxing authorities in different jurisdictions as a result of pending advance pricing agreement applications and competent authority requests. Sonys estimate for the potential outcome for any uncertain tax issues is judgmental and requires significant estimates. Sony assesses its income tax positions and records tax benefits for all years subject to examinations based upon the evaluation of the facts, circumstances and information available at that reporting date. For those tax positions for which it is more likely than not that a tax benefit will be sustained, Sony records the amount that has a greater than 50% likelihood of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. If Sony does not believe that it is more likely than not that a tax benefit will be sustained, no tax benefit is recognized. However, Sonys future results may include favorable or unfavorable adjustments to Sonys estimated tax liabilities due to closure of income tax examinations, the outcome of negotiations between taxing authorities in different jurisdictions, new regulatory or judicial pronouncements or other relevant events. As a result, the amount of unrecognized tax benefits, and the effective tax rate, may fluctuate significantly.
The impact of the U.S. Tax Cuts and Jobs Act of 2017 (the U.S. Tax Reform Act) has been recorded on a provisional basis as defined in Staff Accounting Bulletin No. 118 (SAB 118) and additional guidance is to be issued by the U.S. Department of the Treasury on several provisions including the computation of the transition tax on historic foreign earnings. Additional guidance issued during the fiscal year ending March 31, 2019 could impact the information required for, and the calculation of, the transition tax charge. Further analysis performed and conclusions reached as part of the tax return filing process and the issuance of additional guidance related to the U.S. Tax Reform Act could affect the provisional amount recorded. Sony expects to complete its analysis of the impact of the U.S. Tax Reform Act no later than December 22, 2018.
Net income (loss) attributable to Sony Corporations stockholders per share (EPS) -
Basic EPS is computed based on the weighted-average number of shares of common stock outstanding during each period. The computation of diluted EPS reflects the maximum possible dilution from conversion, exercise, or contingent issuance of securities. All potentially dilutive securities are excluded from the calculation in a situation where there is a net loss attributable to Sony Corporations stockholders.
(2) | Recently adopted accounting pronouncements |
Simplifying the test for goodwill impairment -
In January 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2017-04 to simplify the accounting for goodwill impairment. This ASU eliminates the second step from the goodwill impairment test. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting units fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Sony has early adopted this ASU in the fiscal year ended March 31, 2018. The adoption of this ASU did not have a material impact on Sonys results of operations and financial position.
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(3) | Recent accounting pronouncements not yet adopted |
Revenue from contracts with customers -
In May 2014, the FASB issued ASU 2014-09 addressing revenue recognition which will supersede the current revenue recognition requirements, including most industry-specific guidance. The guidance requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
This guidance will be effective from the first quarter of Sonys fiscal year beginning April 1, 2018. The guidance permits two methods of adoption: retrospectively to each prior period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (modified retrospective method). Sony will adopt this guidance using the modified retrospective method.
Sony has substantially completed its assessment of the impact of adopting this new guidance and does not expect that the adoption will have a material impact on Sonys results of operations and financial position. Although Sony does not expect the impact of adopting the guidance to be material, there are several areas where Sonys revenue recognition is expected to change as compared with historical U.S. GAAP. The more significant of these areas are as follows:
In the Pictures segment, (1) licensing revenue associated with certain renewals or extensions of existing agreements for motion pictures and television programming will be recognized at a later point in time, which is when the licensee can use and benefit from the content, instead of when the agreement is renewed or extended, and (2) licensing revenue associated with minimum guarantees for symbolic intellectual property (e.g., brands, trademarks and logos) will be recognized over the license term instead of at the inception of the license term.
In the MC segment, incremental costs of obtaining contracts for internet-related service business will be recognized as assets and amortized to expense over the contract period.
In addition, the ASU will change the presentation of certain items in the consolidated financial statements, such as sales returns, with no impact to the timing of the recognition of revenue or expense.
Recognition and measurement of financial assets and financial liabilities -
In January 2016, the FASB issued ASU 2016-01 amending various aspects of the recognition, measurement, presentation, and disclosure requirements for financial instruments. The changes mainly relate to the requirement to measure equity investments in unconsolidated subsidiaries, other than those accounted for under the equity method of accounting, at fair value with changes in fair value recognized in earnings. However, this ASU permits entities to elect to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. This ASU will be effective for Sony as of April 1, 2018. As a result of the adoption of this ASU, Sony will reclassify the unrealized gains and losses, net of tax, on equity securities previously classified as available-for-sale, from accumulated other comprehensive income to retained earnings. Sony anticipates that the adoption of this ASU will increase the volatility of Sonys other income (expenses), net, resulting from the remeasurement of Sonys equity investments.
Leases -
In February 2016, the FASB issued ASU 2016-02, which amends current leasing guidance. The ASU requires substantially all leases to be recognized on the balance sheet. This ASU will be effective for Sony as of the fiscal year beginning April 1, 2019, and early adoption is permitted. The impact of this ASU on Sonys results of operations and financial position is being evaluated.
Measurement of credit losses on financial instruments -
In June 2016, the FASB issued ASU 2016-13, which amends the accounting guidance for credit losses on financial instruments. The ASU requires the consideration of all available relevant information when estimating expected credit losses, including past events, current conditions and forecasts and their implications for expected credit losses. This ASU will be effective for Sony as of the fiscal year beginning April 1, 2020, with early adoption permitted for the first quarter of the fiscal year beginning April 1, 2019. The impact of this ASU on Sonys results of operations and financial position is being evaluated.
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Classification of certain cash receipts and cash payments -
In August 2016, the FASB issued ASU 2016-15, which clarifies the classification of certain cash receipts and cash payments in the statement of cash flows. This guidance is effective from the first quarter of Sonys fiscal year beginning April 1, 2018. Sony does not expect the impact on its consolidated financial statements to be material.
Intra-entity transfers of assets other than inventory -
In October 2016, the FASB issued ASU 2016-16, which amends the accounting for income taxes. This update requires recognition of the income tax consequences of an intra-entity transfer of assets other than inventory when the transfer occurs. Under current U.S. GAAP, recognition of the income tax consequences for asset transfers other than inventory cannot be recognized until the asset is sold to a third party. This ASU is required to be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. This ASU will be effective for Sony as of the fiscal year beginning April 1, 2018. The adoption of this ASU is not expected to have a material impact on Sonys results of operations and financial position.
Restricted cash -
In November 2016, the FASB issued ASU 2016-18, which requires that restricted cash and restricted cash equivalents be included with cash and cash equivalents in the statement of cash flows. This guidance also requires entities to disclose how the statement of cash flows that includes restricted cash and restricted cash equivalents with cash and cash equivalents reconciles to the balance sheet. The guidance is effective from the first quarter of Sonys fiscal year beginning April 1, 2018. Sony does not expect the impact on its consolidated financial statements to be material.
Clarifying the definition of a business -
In January 2017, the FASB issued ASU 2017-01 which clarifies the definition of a business. The ASU requires an entity first to determine whether substantially all of the fair value of a set of assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets. If this criterion is met, the acquired set of assets is not deemed to be a business. If the criterion is not met, the entity then must evaluate whether the set of assets meets the requirement to be deemed a business. To be considered a business, the acquired set of assets would have to include an input and a substantive process that together significantly contribute to the ability to create outputs. This ASU is effective for Sony as of the fiscal year beginning April 1, 2018. The adoption of this ASU is not expected to have a material impact on Sonys results of operations and financial position.
Presentation of net periodic pension and postretirement benefit costs -
In March 2017, the FASB issued ASU 2017-07, which requires separate presentation of service costs and other components of net benefit costs. The service costs will only be presented with other employee compensation costs in operating income or capitalized, while the other components of net benefit costs will be presented outside of operating income, and will not be eligible for capitalization. This ASU will be effective for Sony as of the fiscal year beginning April 1, 2018. This ASU is required to be applied on a retrospective basis for the presentation of service costs and other components of net benefit costs, and on a prospective basis for the capitalization of only the service costs component of net benefit costs. The adoption of this ASU is not expected to have a material impact on Sonys results of operations and financial position.
Premium amortization on purchased callable debt securities -
In March 2017, the FASB issued ASU 2017-08, which requires certain premiums on callable debt securities to be amortized to the earliest call date. The amortization period for callable debt securities purchased at a discount will not be affected. This ASU will be effective for Sony as of April 1, 2019. The impact of this ASU on Sonys results of operations and financial position is being evaluated.
Targeted improvements to accounting for hedging activities -
In August 2017, the FASB issued ASU 2017-12, which made targeted improvements to the accounting for hedging activities. The amendments in this update simplify certain aspects of hedge accounting for both
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non-financial and financial risks and better align the recognition and measurement of hedge results with an entitys risk management activities. This ASU also amends certain presentation and disclosure requirements for hedging activities and changes how an entity assesses hedge effectiveness. This ASU will be effective for Sony as of the fiscal year beginning April 1, 2019. The impact of this ASU on Sonys results of operations and financial position is being evaluated.
(4) | Reclassifications |
Certain reclassifications of the financial statements and accompanying footnotes for the fiscal years ended March 31, 2016 and 2017 have been made to conform to the presentation for the fiscal year ended March 31, 2018.
(5) | Out-of-period adjustments |
For the fiscal year ended March 31, 2016, Sony recorded an out-of-period adjustment to correct an error in the amount of accruals for certain sales incentives being recorded at a subsidiary. The error began in the fiscal year ended March 31, 2009 and continued until it was identified by Sony during the fiscal year ended March 31, 2016. The adjustment, which related to the HE&S segment, impacted net sales and increased income before income taxes in the consolidated statements of income by 8,447 million yen for the fiscal year ended March 31, 2016. Sony determined that the adjustment was not material to the consolidated financial statements for the fiscal year ended March 31, 2016 or any prior periods.
3. | Inventories |
Inventories are comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Finished products |
399,850 | 422,461 | ||||||
Work in process |
140,718 | 153,257 | ||||||
Raw materials, purchased components and supplies |
100,267 | 117,219 | ||||||
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Inventories |
640,835 | 692,937 | ||||||
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4. | Film costs |
Film costs are comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Motion picture productions: |
||||||||
Released |
80,539 | 81,755 | ||||||
Completed and not released |
5,608 | 1,728 | ||||||
In production and development |
94,197 | 78,868 | ||||||
Television productions: |
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Released |
120,693 | 127,790 | ||||||
In production and development |
7,707 | 1,174 | ||||||
Broadcasting rights |
65,725 | 72,125 | ||||||
Less: current portion of broadcasting rights included in inventories |
(37,541 | ) | (35,795 | ) | ||||
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Film costs |
336,928 | 327,645 | ||||||
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Sony estimates that approximately 91% of the unamortized film costs of released motion picture and television productions at March 31, 2018 will be amortized within the next three years. Approximately 123 billion yen of completed film costs are expected to be amortized during the next twelve months. Approximately 158 billion yen of accrued participation liabilities included in accounts payable, other and accrued expenses are expected to be paid during the next twelve months.
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5. | Investments in affiliated companies |
The summarized combined financial information that is based on information provided by the equity investees including information for significant equity affiliates and the reconciliation of such information to the consolidated financial statements is shown below:
Balance Sheets
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Current assets |
361,492 | 404,658 | ||||||
Noncurrent assets |
834,765 | 868,455 | ||||||
Current liabilities |
248,450 | 273,067 | ||||||
Noncurrent liabilities and noncontrolling interests |
761,546 | 768,007 | ||||||
Percentage of ownership in equity investees |
20%-50 | % | 20%-50 | % |
Statements of Income
Yen in millions | ||||||||||||
Fiscal year ended March 31 | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Net revenues |
358,256 | 387,229 | 468,933 | |||||||||
Operating income |
32,884 | 37,800 | 56,729 | |||||||||
Net income attributable to controlling interests |
8,388 | 11,529 | 27,301 | |||||||||
Percentage of ownership in equity investees |
20%-50 | % | 20%-50 | % | 20%-50 | % |
On June 29, 2012, an investor group which included a wholly-owned subsidiary of Sony Corporation completed its acquisition of EMI Music Publishing. To effect the acquisition, the investor group formed DH Publishing, L.P. (DHP), which acquired EMI Music Publishing for total consideration of 2.2 billion U.S. dollars. Sony invested 320 million U.S. dollars in DHP, through Nile Acquisition LLC, for a 39.8% equity interest. Nile Acquisition LLC is a joint venture with the third-party investor of Sonys U.S.- based music publishing subsidiary in which Sony holds a 74.9% ownership interest. Sony accounts for its interest in DHP under the equity method. In addition, DHP entered into an agreement with Sonys U.S.-based music publishing subsidiary in which the subsidiary provides administration services to DHP. DHP was determined to be a variable interest entity (VIE) as described in Note 23.
On January 30, 2017, Sony sold 17,302,700 shares of its 127,381,600 shares in its affiliated company M3, Inc. (M3) to a third party for cash consideration of 51,968 million yen, which is included within other in the investing activities section of the consolidated statements of cash flows. In connection with the sale, Sonys share ownership decreased from 39.35% to 34.0% of the issued and outstanding shares of M3 and Sony recorded a gain of 37,167 million yen in other operating expense, net in the consolidated statements of income for the fiscal year ended March 31, 2017. Sony continues to account for its remaining interest in M3 under the equity method. Sony remains a major shareholder of M3 and will continue to pursue opportunities to collaborate with M3 in certain business areas, including medical.
The carrying value of Sonys investment in M3 exceeded its proportionate share in the underlying net assets of M3 by 98,938 million yen at March 31, 2018. The excess is substantially attributable to the remeasurement to fair value of the remaining shares of M3, and allocated to identifiable tangible and intangible assets. The intangible assets relate primarily to M3s medical web-portal. The unassigned residual value of the excess is recognized as goodwill as a component of the investment balance. The amounts allocated to intangible assets are amortized net of the related tax effects to equity in net income (loss) of affiliated companies over their respective estimated useful lives, principally 10 years, using the straight-line method.
With the exception of M3 as described above, there was no significant difference between Sonys proportionate share in the underlying net assets of the investees and the carrying value of investments in affiliated companies at March 31, 2017 and 2018.
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Several affiliated companies are listed on the Tokyo Stock Exchange and Sonys investments in these companies have an aggregate carrying value and fair value of 99,944 million yen and 533,932 million yen, respectively, as of March 31, 2018.
The number of affiliated companies accounted for under the equity method as of March 31, 2017 and 2018 were 109 and 107, respectively.
Account balances and transactions with affiliated companies accounted for under the equity method are presented below. There are no other material transactions or account balances with any other related parties.
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Accounts receivable, trade |
10,873 | 15,516 | ||||||
Accounts payable, trade |
2,525 | 2,568 | ||||||
Short-term borrowings |
20,650 | 22,849 | ||||||
Capital lease obligations |
10,105 | 13,294 |
Yen in millions | ||||||||||||
Fiscal year ended March 31 | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Sales |
33,569 | 31,238 | 45,415 | |||||||||
Purchases |
2,259 | 1,966 | 3,180 | |||||||||
Lease payments |
32,291 | 16,492 | 7,749 |
Sony entered into sale and leaseback transactions regarding certain machinery and equipment with SFI Leasing Company, Limited (SFIL), a leasing company in Japan, in the fiscal years ended March 31, 2016, 2017 and 2018. SFIL is accounted for under the equity method and is 34% owned by Sony. For the transactions with SFIL, refer to Note8.
MITSUI-SOKO Supply Chain Solutions, Inc. is accounted for under the equity method and is 34% owned by Sony as a result of the sale of the logistics business on April 1, 2015. As of the fiscal years ended March 31, 2017 and 2018, account balances with MITSUI-SOKO Supply Chain Solutions, Inc. and its subsidiaries were 4,922 million yen and 3,662 million yen, respectively, which are mainly included in accrued expenses. For the fiscal years ended March 31, 2017 and 2018, transactions were 13,752 million yen and 9,123 million yen, respectively, which are mainly included in general and administrative expenses. Refer to Note 25.
Dividends from affiliated companies accounted for under the equity method for the fiscal years ended March 31, 2016, 2017 and 2018 were 7,282 million yen, 7,970 million yen and 5,613 million yen, respectively.
6. | Transfer of financial assets |
Sony has established several accounts receivable sales programs mainly within the HE&S, IP&S and MC segments. Through these programs, Sony can sell receivables to a commercial bank or a special purpose entity associated with a sponsor bank. Total receivables sold during the fiscal years ended March 31, 2016, 2017 and 2018 were 53,267 million yen, 73,185 million yen and 84,718 million yen, respectively. These transactions are accounted for as sales in accordance with the accounting guidance for transfers of financial assets, because Sony has relinquished control of the receivables. Sony includes the sales proceeds from these receivables as cash flows within operating activities in the consolidated statement of cash flows because the receivables are the result of operating activities and are short term in nature. Gains and losses from these transactions were insignificant. Although Sony continues servicing the receivables subsequent to being sold or contributed, no servicing assets or liabilities are recorded as the costs of collection of the sold receivables and the income from servicing such receivables are insignificant.
Certain of the accounts receivable sales programs above also involve VIEs. Refer to Note 23.
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7. | Marketable securities and securities investments |
Marketable securities and securities investments, primarily included in the Financial Services segment, are comprised of debt and equity securities for which the aggregate cost, gross unrealized gains and losses and fair value pertaining to available-for-sale securities and held-to-maturity securities are as follows:
Yen in millions | ||||||||||||||||||||||||||||||||
March 31, 2017 | March 31, 2018 | |||||||||||||||||||||||||||||||
Cost | Gross unrealized gains |
Gross unrealized losses |
Fair value | Cost | Gross unrealized gains |
Gross unrealized losses |
Fair value | |||||||||||||||||||||||||
Available-for-sale: |
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Debt securities: |
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Japanese national government bonds |
1,161,493 | 182,836 | (928 | ) | 1,343,401 | 1,227,139 | 182,830 | (359 | ) | 1,409,610 | ||||||||||||||||||||||
Japanese local government bonds |
60,450 | 144 | (63 | ) | 60,531 | 67,574 | 107 | (112 | ) | 67,569 | ||||||||||||||||||||||
Japanese corporate bonds |
163,785 | 7,864 | (1,846 | ) | 169,803 | 199,880 | 9,844 | (1,016 | ) | 208,708 | ||||||||||||||||||||||
Foreign government bonds |
27,601 | 359 | (918 | ) | 27,042 | 72,204 | 622 | (3,287 | ) | 69,539 | ||||||||||||||||||||||
Foreign corporate bonds |
396,097 | 4,168 | (719 | ) | 399,546 | 365,457 | 1,649 | (641 | ) | 366,465 | ||||||||||||||||||||||
Other |
15,192 | | (0 | ) | 15,192 | 99,349 | 1 | (0 | ) | 99,350 | ||||||||||||||||||||||
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1,824,618 | 195,371 | (4,474 | ) | 2,015,515 | 2,031,603 | 195,053 | (5,415 | ) | 2,221,241 | |||||||||||||||||||||||
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Equity securities |
55,928 | 69,937 | (377 | ) | 125,488 | 55,676 | 71,723 | (776 | ) | 126,623 | ||||||||||||||||||||||
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Held-to-maturity securities: |
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Japanese national government bonds |
5,661,191 | 1,520,904 | (30,553 | ) | 7,151,542 | 5,892,868 | 1,635,036 | (20,890 | ) | 7,507,014 | ||||||||||||||||||||||
Japanese local government bonds |
4,101 | 449 | | 4,550 | 3,850 | 413 | | 4,263 | ||||||||||||||||||||||||
Japanese corporate bonds |
230,011 | 12,346 | (22,071 | ) | 220,286 | 345,818 | 16,912 | (17,390 | ) | 345,340 | ||||||||||||||||||||||
Foreign government bonds |
253,019 | 5,269 | (22,868 | ) | 235,420 | 300,220 | 8,310 | (18,570 | ) | 289,960 | ||||||||||||||||||||||
Foreign corporate bonds |
198 | 18 | | 216 | 198 | 13 | | 211 | ||||||||||||||||||||||||
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|||||||||||||||||
6,148,520 | 1,538,986 | (75,492 | ) | 7,612,014 | 6,542,954 | 1,660,684 | (56,850 | ) | 8,146,788 | |||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total |
8,029,066 | 1,804,294 | (80,343 | ) | 9,753,017 | 8,630,233 | 1,927,460 | (63,041 | ) | 10,494,652 | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table presents the cost and fair value of debt securities classified as available-for-sale securities and held-to-maturity securities by contractual maturity:
Yen in millions | ||||||||||||||||
March 31, 2018 | ||||||||||||||||
Available-for-sale securities | Held-to-maturity securities | |||||||||||||||
Cost | Fair value | Cost | Fair value | |||||||||||||
Due in one year or less |
125,037 | 125,290 | 3,249 | 3,269 | ||||||||||||
Due after one year through five years |
421,676 | 422,987 | 27,805 | 29,417 | ||||||||||||
Due after five years through ten years |
542,642 | 626,888 | 334,206 | 382,175 | ||||||||||||
Due after ten years |
942,248 | 1,046,076 | 6,177,694 | 7,731,927 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
2,031,603 | 2,221,241 | 6,542,954 | 8,146,788 | ||||||||||||
|
|
|
|
|
|
|
|
Proceeds from sales of available-for-sale securities were 315,043 million yen, 75,319 million yen and 39,982 million yen for the fiscal years ended March 31, 2016, 2017 and 2018, respectively. On these sales, gross realized gains were 67,205 million yen, 2,297 million yen and 1,257 million yen and gross realized losses were 186 million yen, 37 million yen and 2 million yen, respectively, for the fiscal years ended March 31, 2016, 2017 and 2018. Included in the gross realized gains of available-for-sale securities is 46,757 million yen from the sale of Olympus shares in the fiscal year ended March 31, 2016.
Marketable securities classified as trading securities, which consist of debt and equity securities held primarily in the Financial Services segment, totaled 921,320 million yen and 1,048,062 million yen as of March 31, 2017 and 2018, respectively. Sony recorded net unrealized losses of 45,841 million yen, net unrealized gains of 56,593 million yen, and net unrealized gains of 48,047 million yen for the fiscal years ended March 31
29
2016, 2017 and 2018, respectively. Changes in the fair value of trading securities are primarily recognized in financial services revenue in the consolidated statements of income.
In the ordinary course of business, Sony maintains long-term investment securities, included in securities investments and other, issued by a number of non-public companies. The aggregate carrying amounts of the investments in non-public companies as of March 31, 2017 and 2018 totaled 61,323 million yen and 52,361 million yen, respectively. Non-public equity investments are primarily valued at cost as fair value is not readily determinable.
The following tables present the gross unrealized losses on, and fair value of, Sonys investment securities with unrealized losses, aggregated by investment category and the length of time that individual investment securities have been in a continuous unrealized loss position, at March 31, 2017 and 2018.
Yen in millions | ||||||||||||||||||||||||
March 31, 2017 | ||||||||||||||||||||||||
Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||
Fair value |
Unrealized losses |
Fair value |
Unrealized losses |
Fair value |
Unrealized losses |
|||||||||||||||||||
Available-for-sale: |
||||||||||||||||||||||||
Debt securities: |
||||||||||||||||||||||||
Japanese national government bonds |
52,825 | (909 | ) | 2,018 | (19 | ) | 54,843 | (928 | ) | |||||||||||||||
Japanese local government bonds |
3,793 | (6 | ) | 14,270 | (57 | ) | 18,063 | (63 | ) | |||||||||||||||
Japanese corporate bonds |
53,302 | (1,761 | ) | 20,489 | (85 | ) | 73,791 | (1,846 | ) | |||||||||||||||
Foreign government bonds |
10,258 | (577 | ) | 7,792 | (341 | ) | 18,050 | (918 | ) | |||||||||||||||
Foreign corporate bonds |
27,944 | (143 | ) | 24,662 | (576 | ) | 52,606 | (719 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
148,122 | (3,396 | ) | 69,231 | (1,078 | ) | 217,353 | (4,474 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Equity securities |
11,878 | (370 | ) | 9 | (7 | ) | 11,887 | (377 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Held-to-maturity securities: |
||||||||||||||||||||||||
Japanese national government bonds |
277,328 | (30,553 | ) | | | 277,328 | (30,553 | ) | ||||||||||||||||
Japanese local government bonds |
| | | | | | ||||||||||||||||||
Japanese corporate bonds |
146,004 | (22,071 | ) | | | 146,004 | (22,071 | ) | ||||||||||||||||
Foreign government bonds |
196,740 | (22,868 | ) | | | 196,740 | (22,868 | ) | ||||||||||||||||
Foreign corporate bonds |
| | | | | | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
620,072 | (75,492 | ) | | | 620,072 | (75,492 | ) | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total |
780,072 | (79,258 | ) | 69,240 | (1,085 | ) | 849,312 | (80,343 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
30
Yen in millions | ||||||||||||||||||||||||
March 31, 2018 | ||||||||||||||||||||||||
Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||
Fair value |
Unrealized losses |
Fair value |
Unrealized losses |
Fair value |
Unrealized losses |
|||||||||||||||||||
Available-for-sale: |
||||||||||||||||||||||||
Debt securities: |
||||||||||||||||||||||||
Japanese national government bonds |
10,118 | (11 | ) | 32,836 | (348 | ) | 42,954 | (359 | ) | |||||||||||||||
Japanese local government bonds |
9,324 | (11 | ) | 14,729 | (101 | ) | 24,053 | (112 | ) | |||||||||||||||
Japanese corporate bonds |
11,046 | (10 | ) | 64,119 | (1,006 | ) | 75,165 | (1,016 | ) | |||||||||||||||
Foreign government bonds |
40,156 | (2,281 | ) | 7,752 | (1,006 | ) | 47,908 | (3,287 | ) | |||||||||||||||
Foreign corporate bonds |
34,840 | (69 | ) | 21,191 | (572 | ) | 56,031 | (641 | ) | |||||||||||||||
Other |
1,840 | (0 | ) | 315 | (0 | ) | 2,155 | (0 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
107,324 | (2,382 | ) | 140,942 | (3,033 | ) | 248,266 | (5,415 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Equity securities |
13,859 | (776 | ) | 15 | (0 | ) | 13,874 | (776 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Held-to-maturity securities: |
||||||||||||||||||||||||
Japanese national government bonds |
| | 304,564 | (20,890 | ) | 304,564 | (20,890 | ) | ||||||||||||||||
Japanese local government bonds |
| | | | | | ||||||||||||||||||
Japanese corporate bonds |
| | 174,815 | (17,390 | ) | 174,815 | (17,390 | ) | ||||||||||||||||
Foreign government bonds |
20,448 | (704 | ) | 134,230 | (17,866 | ) | 154,678 | (18,570 | ) | |||||||||||||||
Foreign corporate bonds |
| | | | | | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
20,448 | (704 | ) | 613,609 | (56,146 | ) | 634,057 | (56,850 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total |
141,631 | (3,862 | ) | 754,566 | (59,179 | ) | 896,197 | (63,041 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
For the fiscal years ended March 31, 2016, 2017 and 2018, total realized impairment losses were 3,566 million yen, 7,566 million yen and 5,175 million yen, respectively.
At March 31, 2018, Sony determined that the decline in value for securities with unrealized losses shown in the above table is not other-than-temporary in nature.
8. | Leases |
Sony leases certain communication and commercial equipment, plant, office space, warehouses, employees residential facilities and other assets. Certain of these leases have renewal and purchase options. Sony has also entered into capital lease arrangements with third parties to finance certain of its motion picture productions, as well as sale and leaseback transactions for office buildings, machinery and equipment.
(1) | Capital leases |
Leased assets under capital leases are comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
Class of property |
2017 | 2018 | ||||||
Machinery, equipment and others |
66,722 | 82,260 | ||||||
Film costs |
4,943 | 4,007 | ||||||
Accumulated amortization |
(53,330 | ) | (58,861 | ) | ||||
|
|
|
|
|||||
18,335 | 27,406 | |||||||
|
|
|
|
31
The following is a schedule by fiscal year of the future minimum lease payments under capital leases together with the present value of the net minimum lease payments as of March 31, 2018:
Fiscal year ending March 31 |
Yen in millions | |||
2019 |
12,326 | |||
2020 |
15,101 | |||
2021 |
8,787 | |||
2022 |
4,773 | |||
2023 |
3,573 | |||
Later fiscal years |
12,424 | |||
|
|
|||
Total minimum lease payments |
56,984 | |||
Less Amount representing interest |
7,150 | |||
|
|
|||
Present value of net minimum lease payments |
49,834 | |||
Less Current obligations |
11,432 | |||
|
|
|||
Long-term capital lease obligations |
38,402 | |||
|
|
(2) | Operating leases |
The minimum rental payments required under operating leases that have initial or remaining noncancelable lease terms in excess of one year at March 31, 2018 are as follows:
Fiscal year ending March 31 |
Yen in millions | |||
2019 |
57,810 | |||
2020 |
64,380 | |||
2021 |
38,495 | |||
2022 |
24,993 | |||
2023 |
20,280 | |||
Later fiscal years |
81,305 | |||
|
|
|||
Total minimum future rentals |
287,263 | |||
|
|
Rental expenses under operating leases for the fiscal years ended March 31, 2016, 2017 and 2018 were 94,000 million yen, 77,976 million yen and 77,950 million yen, respectively. Sublease rentals received under operating leases for the fiscal years ended March 31, 2016, 2017 and 2018 were 1,138 million yen, 1,157 million yen and 1,325 million yen, respectively. The total minimum rentals to be received in the future under noncancelable subleases for operating leases as of March 31, 2018 were 2,792 million yen.
(3) | Sale and leaseback transactions |
Sale and leaseback transactions with SFIL -
Sony entered into sale and leaseback transactions regarding certain machinery and equipment with SFIL. In the fiscal years ended March 31, 2016, 2017 and 2018, transactions with total proceeds of 1,856 million yen, 2,679 million yen and 2,538 million yen, respectively and terms which averaged two years, have been accounted for as financings and are included within proceeds from issuance of long-term debt in the financing activities section of the consolidated statements of cash flows.
32
9. | Goodwill and other intangible assets |
Intangible assets other than goodwill acquired during the fiscal year ended March 31, 2018 totaled 110,788 million yen, of which 110,781 million yen is subject to amortization, and are comprised of the following:
Intangible assets acquired during the fiscal year |
Weighted-average amortization period |
|||||||
Yen in millions | Years | |||||||
Patent rights, know-how and license agreements |
16,003 | 4 | ||||||
Software to be sold, leased or otherwise marketed |
16,066 | 3 | ||||||
Internal-use software |
69,205 | 5 | ||||||
Other |
9,507 | 7 |
In the fiscal year ended March 31, 2018, additions to internal-use software primarily related to the capitalization of new software across several business platforms.
Intangible assets subject to amortization are comprised of the following:
Yen in millions | ||||||||||||||||
March 31, 2017 | March 31, 2018 | |||||||||||||||
Gross carrying amount |
Accumulated amortization |
Gross carrying amount |
Accumulated amortization |
|||||||||||||
Patent rights, know-how and license agreements |
317,337 | (251,401 | ) | 175,980 | (142,724 | ) | ||||||||||
Customer relationships |
37,289 | (15,585 | ) | 18,881 | (7,615 | ) | ||||||||||
Trademarks |
31,630 | (15,554 | ) | 16,310 | (8,451 | ) | ||||||||||
Software to be sold, leased or otherwise marketed |
117,897 | (86,661 | ) | 123,269 | (92,457 | ) | ||||||||||
Internal-use software |
473,750 | (310,408 | ) | 494,649 | (315,516 | ) | ||||||||||
Music catalogs |
218,321 | (95,367 | ) | 207,789 | (94,210 | ) | ||||||||||
Artist contracts |
31,393 | (29,001 | ) | 28,534 | (27,650 | ) | ||||||||||
Television carriage contracts (broadcasting agreements) |
74,780 | (21,986 | ) | 74,258 | (25,884 | ) | ||||||||||
Other |
62,212 | (46,624 | ) | 58,543 | (47,586 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
1,364,609 | (872,587 | ) | 1,198,213 | (762,093 | ) | ||||||||||
|
|
|
|
|
|
|
|
The aggregate amortization expense for intangible assets for the fiscal years ended March 31, 2016, 2017 and 2018 was 125,616 million yen, 121,634 million yen and 123,450 million yen, respectively. The estimated aggregate amortization expense for intangible assets for the next five fiscal years is as follows:
Fiscal year ending March 31 |
Yen in millions | |||
2019 |
89,924 | |||
2020 |
73,516 | |||
2021 |
56,485 | |||
2022 |
39,050 | |||
2023 |
27,982 |
33
Total carrying amount of intangible assets having an indefinite life are comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Trademarks |
70,220 | 68,922 | ||||||
Distribution agreements |
18,834 | 18,834 | ||||||
Other |
3,109 | 3,292 | ||||||
|
|
|
|
|||||
Total |
92,163 | 91,048 | ||||||
|
|
|
|
The changes in the carrying amount of goodwill by segment for the fiscal years ended March 31, 2017 and 2018 are as follows:
Yen in millions | ||||||||||||||||||||||||||||||||||||||||
G&NS | Music | Pictures | HE&S | IP&S | MC | Semiconductors | Financial Services |
All Other | Total | |||||||||||||||||||||||||||||||
Balance, March 31, 2016: |
||||||||||||||||||||||||||||||||||||||||
Goodwill gross |
152,293 | 162,078 | 221,517 | 5,320 | 8,637 | 179,331 | 49,621 | 3,020 | 31,536 | 813,353 | ||||||||||||||||||||||||||||||
Accumulated impairments |
| (306 | ) | | (5,320 | ) | (300 | ) | (176,045 | ) | | (706 | ) | (24,386 | ) | (207,063 | ) | |||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Goodwill |
152,293 | 161,772 | 221,517 | | 8,337 | 3,286 | 49,621 | 2,314 | 7,150 | 606,290 | ||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Increase (decrease) due to: |
||||||||||||||||||||||||||||||||||||||||
Acquisitions*1 |
| 7,689 | 29,363 | | | | | 61 | | 37,113 | ||||||||||||||||||||||||||||||
Sales and dispositions |
| | (60 | ) | | | | | | | (60 | ) | ||||||||||||||||||||||||||||
Impairments |
| | (112,069 | ) | | | | | | | (112,069 | ) | ||||||||||||||||||||||||||||
Translation adjustments |
(355 | ) | (3,351 | ) | (598 | ) | | (186 | ) | | (77 | ) | | (11 | ) | (4,578 | ) | |||||||||||||||||||||||
Other |
| | | | | | (1,475 | ) | | (2,683 | ) | (4,158 | ) | |||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Balance, March 31, 2017: |
||||||||||||||||||||||||||||||||||||||||
Goodwill gross |
151,938 | 166,416 | 246,085 | 5,320 | 8,451 | 179,331 | 48,069 | 3,081 | 28,842 | 837,533 | ||||||||||||||||||||||||||||||
Accumulated impairments |
| (306 | ) | (107,932 | ) | (5,320 | ) | (300 | ) | (176,045 | ) | | (706 | ) | (24,386 | ) | (314,995 | ) | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Goodwill |
151,938 | 166,110 | 138,153 | | 8,151 | 3,286 | 48,069 | 2,375 | 4,456 | 522,538 | ||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Increase (decrease) due to: |
||||||||||||||||||||||||||||||||||||||||
Acquisitions |
| 2,877 | 12,842 | | 1,204 | | | 4,850 | | 21,773 | ||||||||||||||||||||||||||||||
Sales and dispositions |
| (121 | ) | | | | | | | | (121 | ) | ||||||||||||||||||||||||||||
Impairments |
| | | | | | | | | | ||||||||||||||||||||||||||||||
Translation adjustments |
(1,332 | ) | (3,472 | ) | (6,583 | ) | | 162 | | (1,072 | ) | | (85 | ) | (12,382 | ) | ||||||||||||||||||||||||
Other |
| | | | | | (1,204 | ) | | (112 | ) | (1,316 | ) | |||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Balance, March 31, 2018: |
||||||||||||||||||||||||||||||||||||||||
Goodwill gross |
150,606 | 165,700 | 246,620 | 5,320 | 9,817 | 179,331 | 45,793 | 7,931 | 27,912 | 839,030 | ||||||||||||||||||||||||||||||
Accumulated impairments |
| (306 | ) | (102,208 | ) | (5,320 | ) | (300 | ) | (176,045 | ) | | (706 | ) | (23,653 | ) | (308,538 | ) | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Goodwill |
150,606 | 165,394 | 144,412 | | 9,517 | 3,286 | 45,793 | 7,225 | 4,259 | 530,492 | ||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sony realigned its business segments from the first quarter of the fiscal year ended March 31, 2018. As a result of this realignment, the operation of the former Components segment is now included in All Other. In connection with this realignment, the carrying amounts of associated goodwill for the former Components segment have been reclassified into All Other for the fiscal years ended March 31, 2016 and 2017. Refer to Note 28.
*1 | Acquisitions for the fiscal year ended March 31, 2017 relate mainly to the TEN Sports Network acquisition in the Pictures segment. Refer to Note 24. |
Impairment of goodwill in the Pictures segment -
During the fiscal year ended March 31, 2017, Sony made a downward revision in the future profitability projection for the Motion Pictures business within the Pictures segment primarily due to a lowering of previous expectations regarding the home entertainment business, mainly driven by an acceleration of market decline. The future profitability projection for the Motion Pictures business also reflected a reduction in underlying profitability projections of film performance largely mitigated by measures identified to improve the profitability of the Motion Pictures business.
Sony assessed the aforementioned events and circumstances and determined that it was more likely than not that the fair value of the Production & Distribution reporting unit (which includes the Motion Pictures and the Television Productions businesses) was less than its carrying value. Accordingly, Sony conducted the goodwill
34
impairment tests using this new profitability projection and recalculated the implied fair value of the goodwill of the reporting unit. As a result of this recalculation, the carrying value of the goodwill was determined to be zero.
Consequently, the entire amount of the goodwill in the Production & Distribution reporting unit, 112,069 million yen, was impaired, in the fiscal year ended March 31, 2017. The impairment loss was included in other operating expense, net in the consolidated statements of income, and was recorded entirely within the Pictures segment.
10. | Insurance-related accounts |
Sonys Financial Services segment subsidiaries in Japan maintain their accounting records as described in Note 2 in accordance with the accounting principles and practices generally accepted in Japan, which vary in some respects from U.S. GAAP.
Those differences are mainly that insurance acquisition costs for life and non-life insurance contracts are charged to income when incurred in Japan whereas in the U.S. those costs are deferred and amortized generally over the premium-paying period of the related insurance policies, and that future policy benefits for life insurance contracts calculated locally under the authorization of the supervisory administrative agencies are comprehensively adjusted using the net level premium method with certain adjustments of actuarial assumptions for U.S. GAAP purposes. For the purpose of preparing the consolidated financial statements, appropriate adjustments have been made to reflect the accounting for these items in accordance with U.S. GAAP.
The combined amounts of statutory net equity of the insurance subsidiaries, which is not measured in accordance with U.S. GAAP, as of March 31, 2017 and 2018 were 502,999 million yen and 525,976 million yen, respectively.
(1) | Insurance policies |
Life insurance policies that a subsidiary in the Financial Services segment underwrites, most of which are categorized as long-duration contracts, mainly consist of whole life, term life and accident and health insurance contracts. The life insurance revenues for the fiscal years ended March 31, 2016, 2017 and 2018 were 803,549 million yen, 754,242 million yen and 857,766 million yen, respectively. Property and casualty insurance policies that a subsidiary in the Financial Services segment underwrites are primarily automotive insurance contracts, which are categorized as short-duration contracts. The non-life insurance revenues for the fiscal years ended March 31, 2016, 2017 and 2018 were 93,928 million yen, 97,581 million yen and 105,497 million yen, respectively.
(2) | Deferred insurance acquisition costs |
Amortization of deferred insurance acquisition costs charged to income for the fiscal years ended March 31, 2016, 2017 and 2018 amounted to 92,203 million yen, 36,130 million yen and 68,137 million yen, respectively.
(3) | Future insurance policy benefits |
Liabilities for future policy benefits, which mainly relate to individual life insurance policies, are established in amounts adequate to meet the estimated future obligations of policies in force. These liabilities, which require significant management judgment and estimates, are computed by the net level premium method based upon the assumptions as to future investment yield, morbidity, mortality, withdrawals and other factors. Future policy benefits are computed using interest rates ranging from 1.0% to 4.5% and are based on factors such as market conditions and expected investment returns. Morbidity, mortality and withdrawal assumptions for all policies are based on either the subsidiarys own experience or various actuarial tables. Generally these assumptions are locked-in throughout the life of the contract upon the issuance of new insurance, although significant changes in experience or assumptions may require Sony to provide for expected future losses. At March 31, 2017 and 2018, future insurance policy benefits amounted to 4,823,687 million yen and 5,211,421 million yen, respectively.
(4) | Policyholders account in the life insurance business |
Policyholders account in the life insurance business represents an accumulation of account deposits plus credited interest less withdrawals, expenses and mortality charges. Policyholders account includes universal life
35
insurance and investment contracts. Universal life insurance includes interest sensitive whole life contracts and variable contracts. The credited rates associated with interest sensitive whole life contracts range from 1.8% to 2.0%. For variable contracts, policy values are expressed in terms of investment units. Each unit is linked to an asset portfolio. The value of a unit increases or decreases based on the value of the linked asset portfolio. Investment contracts mainly include single payment endowment contracts, single payment educational endowment contracts, individual variable annuities and policies after the start of annuity payments. The credited rates associated with investment contracts, except for individual variable annuities, range from 0.01% to 6.3%. For individual variable annuities, policy values are expressed in terms of investment units. Each unit is linked to an asset portfolio. The value of a unit increases or decreases based on the value of the linked asset portfolio.
Policyholders account in the life insurance business is comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Universal life insurance |
1,809,142 | 1,951,906 | ||||||
Investment contracts |
686,182 | 738,404 | ||||||
Other |
135,749 | 130,392 | ||||||
|
|
|
|
|||||
Total |
2,631,073 | 2,820,702 | ||||||
|
|
|
|
11. | Short-term borrowings and long-term debt |
Short-term borrowings are comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Unsecured loans: |
||||||||
with a weighted-average interest rate of 7.29% |
64,046 | |||||||
with a weighted-average interest rate of 3.95% |
64,480 | |||||||
Secured loans: |
||||||||
with a weighted-average interest rate of 0.00% |
20,000 | |||||||
with a weighted-average interest rate of 0.12% |
27 | |||||||
Repurchase agreement: |
||||||||
with a weighted-average interest rate of 0.01% |
310,609 | |||||||
with a weighted-average interest rate of 0.18% |
335,586 | |||||||
Secured call money: |
||||||||
with a weighted-average interest rate of (0.08)% |
70,000 | |||||||
with a weighted-average interest rate of (0.07)% |
96,000 | |||||||
|
|
|
|
|||||
464,655 | 496,093 | |||||||
|
|
|
|
At March 31, 2018, a certain subsidiary in the Financial Services segment pledged securities investments with a book value of 267,538 million yen as collateral for 335,586 million yen of short-term repurchase agreements. The repurchase agreement provides for net settlement upon a termination event.
At March 31, 2018, a certain subsidiary in the Financial Services segment pledged marketable securities and securities investments with a book value of 119,213 million yen as collateral for 96,000 million yen of secured call money.
In addition, certain subsidiaries in the Financial Services segment pledged marketable securities and securities investments with an aggregate book value of 9,618 million yen as collateral for cash settlements, variation margins of futures markets and certain other purposes.
36
Long-term debt is comprised of the following:
Yen in millions | ||||||||
March 31 | ||||||||
2017 | 2018 | |||||||
Unsecured loans, representing obligations principally to banks: |
||||||||
Due 2017 to 2024, with interest rates ranging from 0.24% to 5.10% per annum |
63,248 | |||||||
Due 2018 to 2024, with interest rates ranging from 0.01% to 5.10% per annum |
49,454 | |||||||
Unsecured 0.43% bonds, due 2018 |
10,000 | |||||||
Unsecured 0.86% bonds, due 2018 |
150,000 | 150,000 | ||||||
Unsecured 2.00% bonds, due 2018 |
16,300 | 16,300 | ||||||
Unsecured 0.05% bonds, due 2019 |
69,793 | 69,879 | ||||||
Unsecured 2.07% bonds, due 2019 |
50,000 | 50,000 | ||||||
Unsecured 0.23% bonds, due 2021 |
89,670 | 89,744 | ||||||
Unsecured 0.11% bonds, due 2022 |
10,000 | |||||||
Unsecured 1.41% bonds, due 2022 |
10,000 | 10,000 | ||||||
Unsecured 0.28% bonds, due 2023 |
15,000 | 15,000 | ||||||
Unsecured 0.22% bonds, due 2025 |
10,000 | |||||||
Unsecured 0.42% bonds, due 2026 |
24,887 | 24,899 | ||||||
Unsecured zero coupon convertible bonds, due 2022 |
120,000 | 119,976 | ||||||
Secured 0.00% loans, due 2019 to 2020 |
70,000 | |||||||
Secured 0.00% loans, due 2019 to 2022 |
170,002 | |||||||
Capital lease obligations and other: |
||||||||
Due 2017 to 2027, with interest rates ranging from 0.36% to 8.90% per annum |
34,224 | |||||||
Due 2018 to 2047, with interest rates ranging from 0.36% to 11.88% per annum |
52,929 | |||||||
Guarantee deposits received |
11,764 | 10,790 | ||||||
|
|
|
|
|||||
734,886 | 848,973 | |||||||
Less Portion due within one year |
53,424 | 225,522 | ||||||
|
|
|
|
|||||
681,462 | 623,451 | |||||||
|
|
|
|
At March 31, 2018, a certain subsidiary in the Financial Services segment pledged marketable securities and securities investments with a book value of 38,375 million yen and housing loans with a book value of 306,589 million yen as collateral for a 170,000 million yen long-term secured loan.
In March 2012, Sony executed a 1,365 million U.S. dollar unsecured bank loan with a group of lenders having six to ten year maturity terms in connection with Sonys acquisition of Ericssons 50% equity interest in Sony Ericsson. This bank loan utilizes the Japan Bank for International Cooperation Facility, which was established to facilitate overseas mergers and acquisitions by Japanese companies as a countermeasure against yen appreciation. The terms of this U.S. dollar loan require accelerated repayment of the entire outstanding balance if Sony Corporation or its wholly-owned subsidiaries discontinue the business of mobile devices featuring telephone functionality. In March 2016, Sony repaid 682 million U.S. dollars of the 1,365 million U.S. dollars. In September 2016, Sony repaid the remaining 683 million U.S. dollars.
On July 21, 2015, Sony issued 120,000 million yen of 130% callable unsecured zero coupon convertible bonds with stock acquisition rights due 2022 (the Zero Coupon Convertible Bonds). The bondholders are entitled to stock acquisition rights effective from September 1, 2015 to September 28, 2022. The initial conversion price is 5,008 yen per common share. In addition to the standard anti-dilution provisions, the conversion price is reduced for a certain period before an early redemption triggered upon the occurrence of certain corporate events including a merger, corporate split and delisting event. The reduced amount of the conversion price will be determined by a formula that is based on the effective date of the reduction and Sonys common stock price. The reduced conversion price ranges from 3,526.5 yen to 5,008.0 yen per common share. The conversion price is also adjusted for dividends in excess of 25 yen per common share per fiscal year. Sony has the option to redeem all of the Zero Coupon Convertible Bonds outstanding at 100% of the principal amount after July 21, 2020, if the closing sales price per share of Sonys common stock on the Tokyo Stock Exchange is 130% or more of the conversion price of the Zero Coupon Convertible Bonds for 20 consecutive trading days.
37
Sony was not required to bifurcate any of the embedded features contained in the Zero Coupon Convertible Bonds for accounting purposes. There are no significant adverse debt covenants under the Zero Coupon Convertible Bonds.
In September 2016, Sony issued unsecured straight bonds in the aggregate principal amount of 200,000 million yen. The proceeds from the issuance of the bonds have been applied to the repayment of borrowings and debt.
There are no significant adverse debt covenants or cross-default provisions related to the other short-term borrowings and long-term debt.
Aggregate amounts of annual maturities of long-term debt are as follows:
Fiscal year ending March 31 |
Yen in millions | |||
2019 |
225,522 | |||
2020 |
155,490 | |||
2021 |
58,620 | |||
2022 |
204,428 | |||
2023 |
16,437 | |||
Later fiscal years |
188,476 | |||
|
|
|||
Total |
848,973 | |||
|
|
At March 31, 2018, Sony had unused committed lines of credit amounting to 459,860 million yen and can generally borrow up to 180 days from the banks with whom Sony has committed line contracts. Furthermore, at March 31, 2018, Sony has commercial paper programs totaling 818,720 million yen. Sony can issue commercial paper for a period generally not in excess of 270 days up to the size of the programs.
12. | Housing loans and deposits from customers in the banking business |
(1) | Housing loans in the banking business |
Sony acquires and holds certain financial receivables in the normal course of business. The majority of financing receivables held by Sony consists of housing loans in the banking business and no other significant financial receivables exist.
A subsidiary in the banking business monitors the credit quality of housing loans based on the classification set by the financial conditions and the past due status of individual obligors. Past due status is monitored on a daily basis and the aforementioned classification is reviewed on a quarterly basis.
The allowance for the credit losses is established based on the aforementioned classifications and the evaluation of collateral. The amount of housing loans in the banking business and the corresponding allowance for credit losses as of March 31, 2017 were 1,449,790 million yen and 866 million yen, respectively, and as of March 31, 2018 were 1,522,415 million yen and 717 million yen, respectively. During the fiscal years ended March 31, 2017 and 2018, charge-offs on housing loans in the banking business and changes in the allowance for credit losses were not significant.
The balance of housing loans placed on nonaccrual status or past due status were not significant as of March 31, 2017 and 2018.
(2) | Deposits from customers in the banking business |
All deposits from customers in the banking business within the Financial Services segment are interest bearing deposits. At March 31, 2017 and 2018, the balances of time deposits issued in amounts of 10 million yen or more were 275,638 million yen and 279,943 million yen, respectively. These amounts have been classified as current liabilities mainly due to the ability of the customers to make withdrawals prior to maturity.
38
At March 31, 2018, aggregate amounts of annual maturities of time deposits with a remaining term of more than one year are as follows:
Fiscal year ending March 31 |
Yen in millions | |||
2020 |
39,058 | |||
2021 |
19,395 | |||
2022 |
9,120 | |||
2023 |
11,295 | |||
2024 |
9,736 | |||
Later fiscal years |
19,203 | |||
|
|
|||
Total |
107,807 | |||
|
|
13. | Fair value measurements |
As discussed in Note 2, assets and liabilities subject to the accounting guidance for fair value measurements held by Sony are classified and accounted for as described below.
(1) | Assets and liabilities that are measured at fair value on a recurring basis |
The following section describes the valuation techniques used by Sony to measure different financial instruments at fair value, including an indication of the level in the fair value hierarchy in which each instrument is generally classified.
Trading securities, available-for-sale securities and other investments
Where quoted prices are available in an active market, securities are classified in level 1 of the fair value hierarchy. Level 1 securities include exchange-traded equities. If quoted market prices are not available for the specific security or the market is inactive, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows and mainly classified in level 2 of the hierarchy. Level 2 securities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments, such as the majority of government bonds and corporate bonds. In certain cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within level 3 of the fair value hierarchy. Level 3 securities primarily include certain hybrid financial instruments and certain private equity investments not classified within level 1 or level 2.
Derivatives
Exchange-traded derivatives valued using quoted prices are classified within level 1 of the fair value hierarchy. However, few classes of derivative contracts are listed on an exchange; thus, the majority of Sonys derivative positions are valued using internally developed models that use as their basis readily observable market parameters i.e., parameters that are actively quoted and can be validated to external sources, including industry pricing services. Depending on the types and contractual terms of derivatives, fair value can be modeled using a series of techniques, such as the Black-Scholes option pricing model, which are consistently applied. Where derivative products have been established for some time, Sony uses models that are widely accepted in the financial services industry. These models reflect the contractual terms of the derivatives, including the period to maturity, and market-based parameters such as interest rates, volatility, and the credit rating of the counterparty. Further, many of these models do not contain a high level of subjectivity as the techniques used in the models do not require significant judgment, and inputs to the model are readily observable from actively quoted markets. Such instruments are generally classified within level 2 of the fair value hierarchy.
In determining the fair value of Sonys interest rate swap derivatives, Sony uses the present value of expected cash flows based on market observable interest rate yield curves commensurate with the term of each instrument. For foreign currency derivatives, Sonys approach is to use forward contract and option valuation models employing market observable inputs, such as spot currency rates, time value and option volatilities. These derivatives are classified within level 2 since Sony primarily uses observable inputs in its valuation of its derivative assets and liabilities.
39
The fair value of Sonys assets and liabilities that are measured at fair value on a recurring basis at March 31, 2017 and 2018 are as follows:
Yen in millions | ||||||||||||||||||||||||||||||||
March 31, 2017 | ||||||||||||||||||||||||||||||||
Presentation in the consolidated balance sheets | ||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Marketable securities |
Securities investments and other |
Other current assets/ liabilities |
Other noncurrent assets/ liabilities |
|||||||||||||||||||||||||
Assets: |
||||||||||||||||||||||||||||||||
Trading securities |
611,108 | 310,212 | | 921,320 | 921,320 | | | | ||||||||||||||||||||||||
Available-for-sale securities |
||||||||||||||||||||||||||||||||
Debt securities |
||||||||||||||||||||||||||||||||
Japanese national government bonds |
| 1,343,401 | | 1,343,401 | 18,483 | 1,324,918 | | | ||||||||||||||||||||||||
Japanese local government bonds |
| 60,531 | | 60,531 | 8,518 | 52,013 | | | ||||||||||||||||||||||||
Japanese corporate bonds |
| 168,493 | 1,310 | 169,803 | 8,433 | 161,370 | | | ||||||||||||||||||||||||
Foreign government bonds*1 |
| 27,042 | | 27,042 | 1,007 | 26,035 | | | ||||||||||||||||||||||||
Foreign corporate bonds*2 |
| 358,369 | 41,177 | 399,546 | 86,708 | 312,838 | | | ||||||||||||||||||||||||
Other*3 |
| | 15,192 | 15,192 | | 15,192 | | | ||||||||||||||||||||||||
Equity securities |
125,306 | 182 | | 125,488 | | 125,488 | | | ||||||||||||||||||||||||
Other investments*4 |
6,589 | 4,525 | 10,483 | 21,597 | | 21,597 | | | ||||||||||||||||||||||||
Derivative assets*5 |
981 | 26,279 | | 27,260 | | | 25,409 | 1,851 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total assets |
743,984 | 2,299,034 | 68,162 | 3,111,180 | 1,044,469 | 2,039,451 | 25,409 | 1,851 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Liabilities: |
||||||||||||||||||||||||||||||||
Derivative liabilities*5 |
520 | 33,930 | | 34,450 | | | 15,743 | 18,707 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total liabilities |
520 | 33,930 | | 34,450 | | | 15,743 | 18,707 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
40
Yen in millions | ||||||||||||||||||||||||||||||||
March 31, 2018 | ||||||||||||||||||||||||||||||||
Presentation in the consolidated balance sheets | ||||||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Marketable securities |
Securities investments and other |
Other current assets/ liabilities |
Other noncurrent assets/ liabilities |
|||||||||||||||||||||||||
Assets: |
||||||||||||||||||||||||||||||||
Trading securities |
712,113 | 335,949 | | 1,048,062 | 1,048,062 | | | | ||||||||||||||||||||||||
Available-for-sale securities |
||||||||||||||||||||||||||||||||
Debt securities |
||||||||||||||||||||||||||||||||
Japanese national government bonds |
| 1,409,610 | | 1,409,610 | 20,473 | 1,389,137 | | | ||||||||||||||||||||||||
Japanese local government bonds |
| 67,569 | | 67,569 | 8,548 | 59,021 | | | ||||||||||||||||||||||||
Japanese corporate bonds |
| 208,708 | | 208,708 | 8,041 | 200,667 | | | ||||||||||||||||||||||||
Foreign government bonds*1 |
| 69,539 | | 69,539 | | 69,539 | | | ||||||||||||||||||||||||
Foreign corporate bonds*2 |
| 338,587 | 27,878 | 366,465 | 88,228 | 278,237 | | | ||||||||||||||||||||||||
Other*3 |
| 15,736 | 83,614 | 99,350 | | 99,350 | | | ||||||||||||||||||||||||
Equity securities |
126,330 | 293 | | 126,623 | | 126,623 | | | ||||||||||||||||||||||||
Other investments*4 |
6,192 | 5,099 | 9,104 | 20,395 | | 20,395 | | | ||||||||||||||||||||||||
Derivative assets*5 |
2,194 | 37,332 | | 39,526 | | | 37,003 | 2,523 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total assets |
846,829 | 2,488,422 | 120,596 | 3,455,847 | 1,173,352 | 2,242,969 | 37,003 | 2,523 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Liabilities: |
||||||||||||||||||||||||||||||||
Derivative liabilities*5 |
1,407 | 34,317 | | 35,724 | | | 20,550 | 15,174 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total liabilities |
1,407 | 34,317 | | 35,724 | | | 20,550 | 15,174 | ||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*1 | 2,215 million yen and 2,875 million yen are included in foreign securities for which the fair value option has been elected and classified in level 2 for the fiscal years ended March 31, 2017 and 2018, respectively, and are included in the consolidated balance sheets as securities investments and other. |
*2 | 165,236 million yen and 160,470 million yen are included in foreign securities for which the fair value option has been elected and classified in level 2 for the fiscal years ended March 31, 2017 and 2018, respectively. In the consolidated balance sheets, 32,167 million yen and 25,955 million yen are included as marketable securities and 133,069 million yen and 134,515 million yen are included as securities investment and other for the fiscal years ended March 31, 2017 and 2018, respectively. |
*3 | 14,619 million yen and 93,971 million yen are included in foreign securities for which the fair value option has been elected and classified in level 2 and level 3 for the fiscal years ended March 31, 2017 and 2018, respectively, and are included in the consolidated balance sheets as securities investments and other. |
*4 | Other investments include certain hybrid financial instruments and certain private equity investments. |
*5 | Derivative assets and liabilities are recognized and disclosed on a gross basis. |
*6 | Net gains of 502 million yen and 544 million yen arising from financial instruments for which the fair value option has been elected are included in financial services revenue in the consolidated statements of income for the fiscal years ended March 31, 2017 and 2018, respectively. |
Transfers into level 1 were 2,833 million yen and 3,522 million yen for the fiscal years ended March 31, 2017 and 2018, respectively, as quoted prices for certain trading securities and available-for-sale securities became available in an active market. Transfers out of level 1 were 3,103 million yen and 3,086 million yen for the fiscal years ended March 31, 2017 and 2018, respectively, as quoted prices for certain trading securities and available-for-sale securities were not available in an active market.
41
The changes in fair value of level 3 assets and liabilities for the fiscal years ended March 31, 2017 and 2018 are as follows:
Yen in millions | ||||||||||||||||
Fiscal year ended March 31, 2017 | ||||||||||||||||
Assets | ||||||||||||||||
Available-for-sale securities | ||||||||||||||||
Debt securities | ||||||||||||||||
Japanese corporate bonds |
Foreign corporate bonds |
Other | Other investments |
|||||||||||||
Beginning balance |
3,346 | 15,853 | 884 | 13,463 | ||||||||||||
Total realized and unrealized gains (losses): |
||||||||||||||||
Included in earnings*1 |
| 1,091 | 514 | 328 | ||||||||||||
Included in other comprehensive income (loss)*2 |
(20 | ) | (84 | ) | (1 | ) | (2,416 | ) | ||||||||
Purchases |
| 35,335 | 14,026 | 247 | ||||||||||||
Sales |
| | | | ||||||||||||
Settlements |
| (10,021 | ) | (231 | ) | (1,139 | ) | |||||||||
Transfers into level 3*3 |
| 1,008 | | | ||||||||||||
Transfers out of level 3*4 |
(2,016 | ) | (2,005 | ) | | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Ending balance |
1,310 | 41,177 | 15,192 | 10,483 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Changes in unrealized gains (losses) relating to instruments still held at reporting date: |
||||||||||||||||
Included in earnings*1 |
| 11 | 79 | (27 | ) | |||||||||||
Yen in millions | ||||||||||||||||
Fiscal year ended March 31, 2018 | ||||||||||||||||
Assets | ||||||||||||||||
Available-for-sale securities | ||||||||||||||||
Debt securities | ||||||||||||||||
Japanese corporate bonds |
Foreign corporate bonds |
Other | Other investments |
|||||||||||||
Beginning balance |
1,310 | 41,177 | 15,192 | 10,483 | ||||||||||||
Total realized and unrealized gains (losses): |
||||||||||||||||
Included in earnings*1 |
| (307 | ) | (3,032 | ) | (65 | ) | |||||||||
Included in other comprehensive income (loss)*2 |
| (84 | ) | 1 | (489 | ) | ||||||||||
Purchases |
| 12,604 | 74,736 | 139 | ||||||||||||
Sales |
| | | (10 | ) | |||||||||||
Settlements |
| (18,540 | ) | (3,283 | ) | (954 | ) | |||||||||
Transfers into level 3*3 |
| | | | ||||||||||||
Transfers out of level 3*4 |
(1,310 | ) | (6,972 | ) | | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Ending balance |
| 27,878 | 83,614 | 9,104 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Changes in unrealized gains (losses) relating to instruments still held at reporting date: |
||||||||||||||||
Included in earnings*1 |
| (468 | ) | (2,278 | ) | (65 | ) |
*1 | Earning effects are included in financial services revenue in the consolidated statements of income. |
*2 | Unrealized gains (losses) are included in unrealized gains (losses) on securities in the consolidated statements of comprehensive income. |
*3 | Certain corporate bonds were transferred into level 3 because differences between the fair value determined by indicative quotes from dealers and the fair value determined by internally developed prices became significant and the observability of the inputs used decreased. |
*4 | Certain corporate bonds were transferred out of level 3 because observable market data became available. |
42
Level 3 assets include certain private equity investments, and certain domestic and foreign corporate bonds for which quoted prices are not available in a market and where there is less transparency around inputs. In determining the fair value of such assets, Sony uses third-party information such as indicative quotes from dealers without adjustment. For validating the fair values, Sony primarily uses internal models which include management judgment or estimation of assumptions that market participants would use in pricing the asset.
(2) | Assets and liabilities that are measured at fair value on a nonrecurring basis |
Sony also has assets and liabilities that are required to be remeasured to fair value on a nonrecurring basis when certain circumstances occur. During the fiscal years ended March 31, 2017 and 2018, such remeasurements to fair value related primarily to the following:
During the fiscal year ended March 31, 2017 | ||||||||||||||||
Estimated fair value | Amounts included in earnings |
|||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: |
||||||||||||||||
Long-lived assets impairments |
| | 72 | (39,137 | ) | |||||||||||
Goodwill impairments |
| | 0 | (112,069 | ) | |||||||||||
|
|
|||||||||||||||
(151,206 | ) | |||||||||||||||
|
|
|||||||||||||||
During the fiscal year ended March 31, 2018 | ||||||||||||||||
Estimated fair value | Amounts included in earnings |
|||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: |
||||||||||||||||
Long-lived assets impairments |
| | 19,375 | (53,741 | ) | |||||||||||
|
|
|||||||||||||||
(53,741 | ) | |||||||||||||||
|
|
Long-lived assets impairments
Sony recorded an impairment loss of 30,643 million yen for the fiscal year ended March 31, 2016, included within All Other, related to long-lived assets in the battery business asset group. In the fiscal year ended March 31, 2016, due to increasingly competitive markets, Sony conducted a further strategic review of the business and evolving market trends. Following this review, Sony further reduced the corresponding estimated future cash flows of this business and the estimated ability to recover the entire carrying amount of the long-lived assets within the period applicable to the impairment determination, resulting in an impairment charge.
Sony recorded impairment losses of 59,616 million yen and 23,860 million yen for the fiscal years ended March 31, 2016 and 2017, respectively, included within the Semiconductors segment, related to long-lived assets in the camera module business asset group. Due to a decrease in the projected future demand of camera modules, Sony conducted a strategic review of the business and its market conditions. Following this review, Sony reduced the corresponding estimated future cash flows and the estimated ability to recover the entire carrying amount of the long-lived assets within the period applicable to the impairment determination, resulting in an impairment charge for the fiscal year ended March 31, 2016. Sony decided to halt all development and production of high-functionality camera modules for external sales during the fiscal year ended March 31, 2017.
Sony recorded an impairment loss of 31,341 million yen for the fiscal year ended March 31, 2018, included within the MC segment, related to long-lived assets in the smartphone business asset group. Due to smartphone sales results and changes in the business environment since January 2018, Sony conducted a strategic review of its future profitability forecast for the smartphone business. Following this review, Sony reduced the corresponding estimated future cash flows of this business and the estimated ability to recover the entire carrying amount of the long-lived assets within the period applicable to the impairment determination, resulting in an impairment charge for the fiscal year ended March 31, 2018.
These measurements are classified as level 3 because significant unobservable inputs, such as the condition of the assets or projections of future cash flows, the timing of such cash flows and the discount rate reflecting the risk inherent in future cash flows, were considered in the fair value measurements. For the fiscal year ended March 31, 2016, a discount rate of 10% and projected revenue growth rates ranging from zero to 14% were used
43
in the fair value measurements related to the long-lived assets for the battery business and a discount rate of 10% and projected revenue growth rates ranging from zero to 108% were used in the fair value measurements related to the long-lived assets for the camera module business. The high end of the camera module revenue growth rate reflects projected revenue from the introduction of new products in the near term. For the fiscal year ended March 31, 2017, a discount rate of 10% and projected declining revenue rates ranging from (1)% to 8% were used in the fair value measurements related to the long-lived assets for the camera module business. For the fiscal year ended March 31, 2018, a discount rate of 8.5% and projected revenue growth rates ranging from (8)% to 6% were used in the fair value measurements related to the long-lived assets for the smartphone business.
Goodwill impairments
Sony recorded an impairment loss of 112,069 million yen during the fiscal year ended March 31, 2017 against the goodwill of the Production & Distribution reporting unit in the Pictures segment. Refer to Note 9. Sonys determination of the estimated fair value of the reporting unit was based on the present value of expected future cash flows including a terminal value which is based on an exit price using an earnings multiple applied to the final year of the forecasted earnings, and which also takes into consideration a control premium. These measurements are classified as level 3 because significant unobservable inputs, such as the projections of future cash flows, the timing of such cash flows, the earnings multiple, the growth rates beyond the forecast and mid-range plan periods, and the discount rate reflecting the risk inherent in future cash flows, were considered in the fair value measurements. An earnings multiple of 9.0x, growth rates beyond the forecast and mid-range plan periods ranging from 3.0% to 4.5% and a discount rate of 9.5% were used in the fair value measurement.
(3) | Financial instruments |
The estimated fair values by fair value hierarchy level of certain financial instruments that are not reported at fair value are summarized as follows:
Yen in millions | ||||||||||||||||||||
March 31, 2017 | ||||||||||||||||||||
Estimated fair value | Carrying amount |
|||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Total | ||||||||||||||||
Assets: |
||||||||||||||||||||
Housing loans in the banking business |
| 1,603,784 | | 1,603,784 | 1,449,790 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total assets |
| 1,603,784 | | 1,603,784 | 1,449,790 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Liabilities: |
||||||||||||||||||||
Long-term debt including the current portion |
| 745,599 | | 745,599 | 734,886 | |||||||||||||||
Investment contracts included in policyholders account in the life insurance business |
| 710,191 | | 710,191 | 686,182 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities |
| 1,455,790 | | 1,455,790 | 1,421,068 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
44
Yen in millions | ||||||||||||||||||||
March 31, 2018 | ||||||||||||||||||||
Estimated fair value | Carrying amount |
|||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Total | ||||||||||||||||
Assets: |
||||||||||||||||||||
Housing loans in the banking business |
| 1,686,842 | | 1,686,842 | 1,522,415 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total assets |
| 1,686,842 | | 1,686,842 | 1,522,415 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Liabilities: |
||||||||||||||||||||
Long-term debt including the current portion |
| 877,576 | | 877,576 | 848,973 | |||||||||||||||
Investment contracts included in policyholders account in the life insurance business |
| 766,558 | | 766,558 | 738,404 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities |
| 1,644,134 | | 1,644,134 | 1,587,377 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
The summary excludes cash and cash equivalents, call loans, time deposits, notes and accounts receivable, trade, call money, short-term borrowings, notes and accounts payable, trade and deposits from customers in the banking business because the carrying values of these financial instruments approximated their fair values due to their short-term nature. The summary also excludes held-to-maturity securities disclosed in Note 7.
Cash and cash equivalents, call loans and call money are classified in level 1. Time deposits, short-term borrowings, deposits from customers in the banking business are classified in level 2. Held-to-maturity securities, included in marketable securities and securities investments and other in the consolidated balance sheets, primarily include debt securities with quoted prices that are traded less frequently than exchange-traded instruments, such as the majority of government bonds and corporate bonds and are substantially all classified in level 2. The fair values of housing loans in the banking business, included in securities investments and other in the consolidated balance sheets, were estimated based on the discounted future cash flows using interest rates reflecting London Interbank Offered Rate base yield curves with certain risk premiums. The fair values of long-term debt including the current portion and investment contracts included in policyholders account in the life insurance business were estimated based on either the market value or the discounted future cash flows using Sonys current incremental borrowing rates for similar liabilities.
14. | Derivative instruments and hedging activities |
Sony has certain financial instruments including financial assets and liabilities acquired in the normal course of business. Such financial instruments are exposed to market risk arising from the changes in foreign currency exchange rates and interest rates. In applying a consistent risk management strategy for the purpose of reducing such risk, Sony uses derivative financial instruments, which include foreign exchange forward contracts, foreign currency option contracts, and interest rate swap agreements (including interest rate and currency swap agreements). Certain other derivative financial instruments are entered into in the Financial Services segment for asset-liability management (ALM) purposes. These instruments are executed with creditworthy financial institutions, and virtually all foreign currency contracts are denominated in U.S. dollars, euros and other currencies of major countries. These derivatives generally mature or expire within six months after the balance sheet date. Other than derivatives utilized in the Financial Services segment for ALM, Sony does not use derivative financial instruments for trading or speculative purposes. These derivative transactions utilized for ALM in the Financial Services segment are executed within certain limits in accordance with an internal risk management policy.
Derivative financial instruments held by Sony are classified and accounted for as described below.
Fair value hedges
Both the derivatives designated as fair value hedges and the hedged items are reflected at fair value in the consolidated balance sheets. Changes in the fair value of the derivatives designated as fair value hedges, as well as offsetting changes in the carrying value of the underlying hedged items, are recognized in income. For the
45
fiscal years ended March 31, 2016, 2017 and 2018, these fair value hedges were fully effective. In addition, there were no amounts excluded from the assessment of hedge effectiveness of fair value hedges.
Cash flow hedges
Changes in the fair value of derivatives designated as cash flow hedges are initially recorded in other comprehensive income (OCI) and reclassified into earnings when the hedged transaction affects earnings. For the fiscal year ended March 31, 2016, the ineffective portions of the hedging relationships were not significant. For the fiscal year ended March 31, 2017 and 2018, these cash flow hedges were fully effective. In addition, there were no amounts excluded from the assessment of hedge effectiveness for cash flow hedges.
Derivatives not designated as hedges
Changes in the fair value of derivatives not designated as hedges are recognized in income.
A description of the purpose and classification of the derivative financial instruments held by Sony is as follows:
Foreign exchange forward contracts and foreign currency option contracts
Foreign exchange forward contracts and purchased and written foreign currency option contracts are utilized primarily to limit the exposure affected by changes in foreign currency exchange rates on cash flows generated or anticipated by Sonys transactions and accounts receivable and payable denominated in foreign currencies. The majority of written foreign currency option contracts are a part of range forward contract arrangements and expire in the same month with the corresponding purchased foreign currency option contracts.
Sony also entered into foreign exchange forward contracts which effectively fixed the cash flows from certain foreign currency denominated payables. Accordingly, these derivatives have been designated as cash flow hedges.
Foreign exchange forward contracts and foreign currency option contracts that do not qualify as hedges are marked-to-market with changes in value recognized in other income and expenses.
Foreign exchange forward contracts, foreign currency option contracts and currency swap agreements held by certain subsidiaries in the Financial Services segment are marked-to-market with changes in value recognized in financial services revenue.
Interest rate swap agreements (including interest rate and currency swap agreements)
Interest rate swap agreements are utilized primarily to lower funding costs, to diversify sources of funding and to limit Sonys exposure associated with underlying debt instruments and available-for-sale debt securities resulting from adverse fluctuations in interest rates, foreign currency exchange rates and changes in fair values.
Interest rate swap agreements entered into in the Financial Services segment are used for reducing the risk arising from the changes in the fair value of fixed rate available-for-sale debt securities. These derivatives are considered to be a hedge against changes in the fair value of available-for-sale debt securities in the Financial Services segment. Accordingly, these derivatives have been designated as fair value hedges.
Certain subsidiaries in the Financial Services segment have interest rate swap agreements as part of their ALM, which are marked-to-market with changes in value recognized in financial service revenues.
Any other interest rate swap agreements that do not qualify as hedges, which are used for reducing the risk arising from changes of variable rate debt, are marked-to-market with changes in value recognized in other income and expenses.
Other agreements
Certain subsidiaries in the Financial Services segment have equity future contracts, other currency contracts and hybrid financial instruments as part of their ALM, which are marked-to-market with changes in value recognized in financial services revenue. The hybrid financial instruments, disclosed in Note 7 as debt securities, contained embedded derivatives that are not required to be bifurcated because the entire instruments are carried at fair value.
46
The estimated fair values of Sonys outstanding derivative instruments are summarized as follows:
Derivatives designated as hedging instruments |
Yen in millions |
|||||||||||||||||||
Balance sheet location |
Fair value | Balance sheet location |
Fair value | |||||||||||||||||
March 31 | March 31 | |||||||||||||||||||
Asset derivatives |
2017 | 2018 | Liability derivatives |
2017 | 2018 | |||||||||||||||
Interest rate contracts |
Prepaid expenses and other current assets |
43 | 12 | Current liabilities: Other | 497 | 160 | ||||||||||||||
Interest rate contracts |
Other assets: Other | 95 | 286 | Liabilities: Other | 13,713 | 10,281 | ||||||||||||||
Foreign exchange contracts |
Prepaid expenses and other current assets |
| 48 | Current liabilities: Other | 31 | 1,535 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
138 | 346 | 14,241 | 11,976 | |||||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
Derivatives not designated as hedging instruments |
Yen in millions |
|||||||||||||||||||
Balance sheet location |
Fair value | Balance sheet location |
Fair value | |||||||||||||||||
March 31 | March 31 | |||||||||||||||||||
Asset derivatives |
2017 | 2018 | Liability derivatives |
2017 | 2018 | |||||||||||||||
Interest rate contracts |
Prepaid expenses and other current assets |
3 | 12 | Current liabilities: Other | 221 | 299 | ||||||||||||||
Interest rate contracts |
Other assets: Other | 1,599 | 1,871 | Liabilities: Other | 4,374 | 3,612 | ||||||||||||||
Foreign exchange contracts |
Prepaid expenses and other current assets |
24,382 | 34,737 | Current liabilities: Other | 14,475 | 17,149 | ||||||||||||||
Foreign exchange contracts |
Other assets: Other |
157 | 366 | Liabilities: Other | 620 | 1,281 | ||||||||||||||
Equity contracts |
Prepaid expenses and other current assets |
981 | 2,194 | Current liabilities: Other | 519 | 1,407 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
27,122 | 39,180 | 20,209 | 23,748 | |||||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
Total derivatives |
27,260 | 39,526 | 34,450 | 35,724 | ||||||||||||||||
|
|
|
|
|
|
|
|
Presented below are the effects of derivative instruments on the consolidated statements of income for the fiscal years ended March 31, 2016, 2017 and 2018.
Derivatives under fair value hedging relationships |
Yen in millions |
|||||||||||||
Location of gain or (loss) recognized in |
Amount of gain or (loss) recognized in income on derivative |
|||||||||||||
Fiscal year ended March 31 | ||||||||||||||
2016 | 2017 | 2018 | ||||||||||||
Interest rate contracts |
Financial services revenue | (8,300 | ) | 1,967 | (52 | ) | ||||||||
Foreign exchange contracts |
Foreign exchange loss, net | 3 | (31 | ) | | |||||||||
|
|
|
|
|
|
|||||||||
Total |
(8,297 | ) | 1,936 | (52 | ) | |||||||||
|
|
|
|
|
|
|||||||||
Yen in millions |
||||||||||||||
Derivatives under cash flow hedging relationships |
Location of gain or (loss) recognized in |
Fiscal year ended March 31 | ||||||||||||
2016 | 2017 | 2018 | ||||||||||||
Amount of gain or (loss) recognized in OCI on derivative |
||||||||||||||
Foreign exchange contracts |
| 1,914 | 6,715 | (2,295 | ) | |||||||||
|
|
|
|
|
|
|||||||||
Total |
1,914 | 6,715 | (2,295 | ) | ||||||||||
|
|
|
|
|
|
|||||||||
Amount of gain or (loss) reclassified from accumulated OCI into income (effective portion) |
||||||||||||||
Foreign exchange contracts |
Foreign exchange loss, net | (8 | ) | | | |||||||||
Foreign exchange contracts |
Cost of sales | (3,104 | ) | (5,583 | ) | 1,111 | ||||||||
|
|
|
|
|
|
|||||||||
Total |
(3,112 | ) | (5,583 | ) | 1,111 | |||||||||
|
|
|
|
|
|
47
Derivatives not designated as |
Yen in millions |
|||||||||||||
Location of gain or (loss) recognized
in |
Amount of gain or (loss) recognized in income on derivative |
|||||||||||||
Fiscal year ended March 31 | ||||||||||||||
2016 | 2017 | 2018 | ||||||||||||
Interest rate contracts |
Financial services revenue | (5,499 | ) | (935 | ) | (1,544 | ) | |||||||
Foreign exchange contracts |
Financial services revenue | 4,166 | (5,365 | ) | 2,013 | |||||||||
Foreign exchange contracts |
Foreign exchange loss, net | (14,501 | ) | 12,339 | 21,370 | |||||||||
Equity contracts |
Financial services revenue | 3,267 | (18,597 | ) | (11,665 | ) | ||||||||
|
|
|
|
|
|
|||||||||
Total |
(12,567 | ) | (12,558 | ) | 10,174 | |||||||||
|
|
|
|
|
|
The following table summarizes additional information, including notional amounts, for each type of derivative:
Yen in millions | ||||||||||||||||
March 31, 2017 | March 31, 2018 | |||||||||||||||
Notional amount |
Fair value |
Notional amount |
Fair value |
|||||||||||||
Foreign exchange contracts: |
||||||||||||||||
Foreign exchange forward contracts |
1,062,933 | 3,011 | 1,105,393 | 7,071 | ||||||||||||
Currency option contracts purchased |
212 | 1 | 206 | 1 | ||||||||||||
Currency option contracts written |
214 | (1 | ) | 156 | (1 | ) | ||||||||||
Currency swap agreements |
1,439,395 | 4,074 | 1,230,254 | 4,613 | ||||||||||||
Other currency contracts |
64,944 | 2,328 | 84,623 | 3,502 | ||||||||||||
Interest rate contracts: |
||||||||||||||||
Interest rate swap agreements |
415,719 | (17,065 | ) | 398,291 | (12,171 | ) | ||||||||||
Equity contracts: |
||||||||||||||||
Equity future contracts |
96,016 | 462 | 106,876 | 787 |
48
All derivatives are recognized as either assets or liabilities in the consolidated balance sheets on a gross basis, but certain subsidiaries have entered into master netting agreements or other similar agreements, which are mainly International Swaps and Derivatives Association (ISDA) Master Agreements. An ISDA Master Agreement is an agreement between two counterparties that may have multiple derivative contracts with each other, and such ISDA Master Agreement may provide for the net settlement of all or a specified group of these derivative contracts, through a single payment, in a single currency, in the event of a default on or affecting any one derivative contract, or a termination event affecting all or a specified group of derivative contracts. Presented below are the effects of offsetting derivative assets, derivative liabilities, financial assets and financial liabilities as of March 31, 2017 and 2018.
Yen in millions | ||||||||||||||||
As of March 31, 2017 | ||||||||||||||||
Gross amounts presented in the consolidated balance sheet |
Gross amounts not offset in
the consolidated balance sheet that are subject to master netting agreements |
|||||||||||||||
Financial instruments |
Cash collateral |
Net amounts | ||||||||||||||
Derivative assets subject to master netting agreements |
11,554 | 6,584 | 277 | 4,693 | ||||||||||||
Derivative assets not subject to master netting agreements |
15,706 | 15,706 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total assets |
27,260 | 6,584 | 277 | 20,399 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Derivative liabilities subject to master netting agreements |
33,261 | 6,644 | 18,631 | 7,986 | ||||||||||||
Derivative liabilities not subject to master netting agreements |
1,189 | 1,189 | ||||||||||||||
Repurchase, securities lending and similar arrangements |
310,609 | 309,987 | | 622 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total liabilities |
345,059 | 316,631 | 18,631 | 9,797 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Yen in millions | ||||||||||||||||
As of March 31, 2018 | ||||||||||||||||
Gross amounts presented in the consolidated balance sheet |
Gross amounts not offset in the consolidated balance sheet that are subject to master netting agreements |
|||||||||||||||
Financial instruments |
Cash collateral |
Net amounts | ||||||||||||||
Derivative assets subject to master netting agreements |
15,404 | 7,724 | 449 | 7,231 | ||||||||||||
Derivative assets not subject to master netting agreements |
24,122 | 24,122 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total assets |
39,526 | 7,724 | 449 | 31,353 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Derivative liabilities subject to master netting agreements |
34,455 | 8,326 | 14,334 | 11,795 | ||||||||||||
Derivative liabilities not subject to master netting agreements |
1,269 | 1,269 | ||||||||||||||
Repurchase, securities lending and similar arrangements |
335,586 | 334,246 | | 1,340 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total liabilities |
371,310 | 342,572 | 14,334 | 14,404 | ||||||||||||
|
|
|
|
|
|
|
|
49
15. | Pension and severance plans |
(1) | Defined benefit and severance plans |
Upon terminating employment, employees of Sony Corporation and its subsidiaries in Japan are entitled, under most circumstances, to lump-sum indemnities or pension payments as described below. Sony Corporation and certain of its subsidiaries pension plans utilize a point-based plan under which a point is added every year reflecting the individual employees performance over that year. Under the point-based plan, the amount of payment is determined based on the sum of cumulative points from past services and interest points earned on the cumulative points regardless of whether or not the employee is voluntarily retiring.
Under the plans, in general, the defined benefits cover 65% of the indemnities under existing regulations to employees. The remaining indemnities are covered by severance payments by the companies. The pension benefits are payable at the option of the retiring employee either in a lump-sum amount or monthly pension payments. Contributions to the plans are funded through several financial institutions in accordance with the applicable laws and regulations.
From April 1, 2012, Sony Corporation and substantially all of its subsidiaries in Japan have modified existing defined benefit pension plans such that life annuities will no longer accrue additional service benefits, with those participants instead accruing fixed-term annuities. The defined benefit pension plans were closed to new participants and a defined contribution plan was also introduced.
In addition, several of Sonys foreign subsidiaries have defined benefit pension plans or severance indemnity plans, which cover substantially all of their employees. Under such plans, the related cost of benefits is currently funded or accrued. Benefits awarded under these plans are based primarily on the current rate of pay and length of service.
The components of net periodic benefit costs for the fiscal years ended March 31, 2016, 2017 and 2018 were as follows:
Japanese plans:
Yen in millions | ||||||||||||
Fiscal year ended March 31 | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Service cost |
24,670 | 26,811 | 25,185 | |||||||||
Interest cost |
8,689 | 5,912 | 8,024 | |||||||||
Expected return on plan assets |
(20,853 | ) | (17,829 | ) | (16,440 | ) | ||||||
Recognized actuarial loss |
8,588 | 20,436 | 16,099 | |||||||||
Amortization of prior service costs |
(9,489 | ) | (9,490 | ) | (8,693 | ) | ||||||
|
|
|
|
|
|
|||||||
Net periodic benefit costs |
11,605 | 25,840 | 24,175 | |||||||||
|
|
|
|
|
|
Foreign plans:
Yen in millions | ||||||||||||
Fiscal year ended March 31 | ||||||||||||
2016 | 2017 | 2018 | ||||||||||
Service cost |
3,504 | 2,958 | 3,181 | |||||||||
Interest cost |
12,096 | 10,426 | 10,393 | |||||||||
Expected return on plan assets |
(14,117 | ) | (11,000 | ) | (11,687 | ) | ||||||
Amortization of net transition asset |
10 | 9 | 5 | |||||||||
Recognized actuarial loss |
4,236 | 2,552 | 3,014 | |||||||||
Amortization of prior service costs |
(478 | ) | (463 | ) | (574 | ) | ||||||
Losses on curtailments and settlements |
354 | 43 | 1,058 | |||||||||
|
|
|
|
|
|
|||||||
Net periodic benefit costs |
5,605 | 4,525 | 5,390 | |||||||||
|
|
|
|
|
|
The estimated net actuarial loss and prior service cost for the defined benefit pension plans that will be amortized from accumulated other comprehensive income into net periodic benefit costs over the next fiscal year are 17,706 million yen and 8,114 million yen, respectively.
50
The changes in the benefit obligation and plan assets as well as the funded status and composition of amounts recognized in the consolidated balance sheets were as follows:
Japanese plans | Foreign plans | |||||||||||||||
Yen in millions | Yen in millions | |||||||||||||||
March 31 | March 31 | |||||||||||||||
2017 | 2018 | 2017 | 2018 | |||||||||||||
Change in benefit obligation: |
||||||||||||||||
Benefit obligation at beginning of the fiscal year |
1,034,284 | 1,004,676 | 356,875 | 352,442 | ||||||||||||
Service cost |
26,811 | 25,185 | 2,958 | 3,181 | ||||||||||||
Interest cost |
5,912 | 8,024 | 10,426 | 10,393 | ||||||||||||
Plan participants contributions |
| | 490 | 573 | ||||||||||||
Actuarial (gain) loss |
(33,333 | ) | 21,920 | 20,045 | 663 | |||||||||||
Foreign currency exchange rate changes |
| | (23,183 | ) | 8,858 | |||||||||||
Curtailments and settlements |
| | (1,507 | ) | (5,422 | ) | ||||||||||
Other |
(5 | ) | (8 | ) | | | ||||||||||
Benefits paid |
(28,993 | ) | (49,223 | ) | (13,662 | ) | (14,291 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Benefit obligation at end of the fiscal year |
1,004,676 | 1,010,574 | 352,442 | 356,397 | ||||||||||||
|
|
|