Edgar Filing: HONDA MOTOR CO LTD

Form 6-K

No.1-7628

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF April 2013

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDA MOTOR CO., LTD.

(Translation of registrant’s name into English)

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

(Address of principal executive offices)

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

Form 20-F x Form 40-F ¨

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

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

Contents

Exhibit 1:

New Delhi, India, April 2, 2013 — Honda Cars India Limited, leading manufacturer of premium cars in India, announced a new phase of growth for the company’s business in the Indian car market.

Exhibit 2:

Tokyo, April 26, 2013 — Honda Motor Co., Ltd. announced its consolidated financial results for the fiscal fourth quarter and the fiscal year ended March 31, 2013.

Exhibit 3:

Honda Motor Co., Ltd. recorded Non-operating Expenses Related to Foreign Exchange Losses in the Unconsolidated Financial Statement during the fiscal year ended March 31, 2013.

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

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(HONDA MOTOR CO., LTD.)

/s/ Kohei Takeuchi

Kohei Takeuchi

Chief Financial Officer

Honda Motor Co., Ltd.

Date: May 14, 2013

Honda Cars India announces Rs 2500 crore investment at Rajasthan plant to start a

new phase of growth in the Indian market

New Delhi, India, April 2, 2013 - Honda Cars India Limited, leading manufacturer of premium cars in India, announced a new phase of growth for the company’s business in the Indian car market.

For details, please refer to the website of Honda Motor Co., Ltd

http://world.honda.com/news/2013/c130402Indian-Market/index.html

April 26, 2013

HONDA MOTOR CO., LTD. REPORTS

CONSOLIDATED FINANCIAL RESULTS

FOR THE FISCAL FOURTH QUARTER AND

THE FISCAL YEAR ENDED MARCH 31, 2013

Tokyo, April 26, 2013 — Honda Motor Co., Ltd. today announced its consolidated financial results for the fiscal fourth quarter and the fiscal year ended March 31, 2013.

Fourth Quarter Results

Honda’s consolidated net income attributable to Honda Motor Co., Ltd. for the fiscal fourth quarter ended March 31, 2013 totaled JPY 75.7 billion (USD 805 million), an increase of 5.8% from the same period last year. Basic net income attributable to Honda Motor Co., Ltd. per common share for the quarter amounted to JPY 42.03 (USD 0.45), an increase of JPY 2.31 (USD 0.02) from JPY 39.72 for the corresponding period last year. One Honda American Depository Share represents one common share.

Consolidated net sales and other operating revenue (herein referred to as “revenue”) for the quarter amounted to JPY 2,744.9 billion (USD 29,186 million), an increase of 14.1% from the same period last year, due primarily to increased revenue in automobile business operations as production recovered from the impact of Thai flood as well as favorable foreign currency translation effects.

Consolidated operating income for the quarter amounted to JPY 135.9 billion (USD 1,446 million), an increase of 21.4% from the same period last year, due primarily to an increase in cost reductions and favorable foreign currency effects, despite increased R&D expenses and SG&A expenses.

Consolidated income before income taxes and equity in income of affiliates for the quarter totaled JPY 98.0 billion (USD 1,043 million), an increase of 5.4% from the same period last year.

Equity in income of affiliates amounted to JPY 13.0 billion (USD 139 million) for the quarter, a decrease of 60.7% from the corresponding period last year.

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Business Segment

Motorcycle Business

For the three months ended March 31, 2012 and 2013


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Three months ended Mar. 31, 2012		Three months ended Mar. 31, 2013		Change		%		Three months ended Mar. 31, 2012		Three months ended Mar. 31, 2013		Change		%
Motorcycle business		4,164		3,962		- 202		- 4.9		2,483		2,490		7		0.3
Japan		54		50		- 4		- 7.4		54		50		- 4		- 7.4
North America		53		69		16		30.2		53		69		16		30.2
Europe		58		52		- 6		- 10.3		58		52		- 6		- 10.3
Asia		3,449		3,363		- 86		- 2.5		1,768		1,891		123		7.0
Other Regions		550		428		- 122		- 22.2		550		428		- 122		- 22.2

With respect to Honda’s sales for the fiscal fourth quarter by business segment, in motorcycle business operations, revenue from sales to external customers increased 4.7%, to JPY 375.3 billion (USD 3,991 million) from the same period last year, due mainly to favorable foreign currency translation effects. Operating income totaled JPY 25.2 billion (USD 268 million), a decrease of 23.2% from the same period last year, due primarily to a decrease in sales volume and model mix as well as an increase in R&D expenses.

Automobile Business

For the three months ended March 31, 2012 and 2013


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Three months ended Mar. 31, 2012		Three months ended Mar. 31, 2013		Change		%		Three months ended Mar. 31, 2012		Three months ended Mar. 31, 2013		Change		%
Automobile business		1,022		1,033		11		1.1		831		902		71		8.5
Japan		227		200		- 27		- 11.9		224		199		- 25		- 11.2
North America		463		423		- 40		- 8.6		463		423		- 40		- 8.6
Europe		45		50		5		11.1		45		50		5		11.1
Asia		236		280		44		18.6		48		150		102		212.5
Other Regions		51		80		29		56.9		51		80		29		56.9

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated net sales to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. Certain sales of automobiles that are financed with residual value type auto loans by our Japanese finance subsidiaries are accounted for as operating leases in conformity with U.S. generally accepted accounting principles and are not included in consolidated net sales to the external customers in our automobile business. As a result, they are not included in Consolidated Unit Sales, but are included in Honda Group Unit Sales of our automobile business.

In automobile business operations, revenue from sales to external customers increased 15.8%, to JPY 2,136.9 billion (USD 22,721 million) from the same period last year due mainly to an increase in consolidated unit sales and favorable foreign currency translation effects. Operating income totaled JPY 77.2 billion (USD 822 million), an increase of 71.1% from the same period last year, due primarily to an increase in cost reductions and favorable foreign currency effects, despite increased SG&A expenses.

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Financial Services Business

Revenue from customers in the financial services business increased 17.4%, to JPY 151.4 billion (USD 1,611 million) from the same period last year due to an increase in revenue from operating leases and favorable foreign currency translation effects. Operating income increased 13.8% to JPY 40.9 billion (USD 435 million) from the same period last year due mainly to a decrease of SG&A expenses and favorable currency effects.

Power Product and Other Businesses

For the three months ended March 31, 2012 and 2013


	Unit (Thousands)
	Honda Group Unit Sales/ Consolidated Unit Sales
	Three months ended Mar. 31, 2012		Three months ended Mar. 31, 2013
	Three months ended Mar. 31, 2012		Three months ended Mar. 31, 2013		Change		%
Power product business		2,010		1,963		- 47		- 2.3
Japan		89		81		- 8		- 9.0
North America		970		984		14		1.4
Europe		414		412		- 2		- 0.5
Asia		394		348		- 46		- 11.7
Other Regions		143		138		- 5		- 3.5

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated net sales to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. In power product business, there is no discrepancy between Honda Group Unit Sales and Consolidated Unit Sales for the three months ended March 31, 2012 and for the three months ended March 31, 2013, since no affiliate accounted for under the equity method was involved in the sale of Honda power products.

Revenue from sales to external customers in power product and other businesses increased 11.9%, to JPY 81.1 billion (USD 863 million) from the same period last year, due mainly to favorable foreign currency translation effects, despite decreased revenue in other businesses. Honda reported an operating loss of JPY 7.4 billion (USD 79 million), a deterioration of JPY 5.3 billion (USD 57 million) from the same period last year due mainly to increased R&D expenses.

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Geographical Information

With respect to Honda’s sales for the fiscal fourth quarter by geographic segment, in Japan, revenue from domestic and export sales amounted to JPY 1,059.3 billion (USD 11,264 million), a decrease of 0.9% from the same period last year due mainly to decreased revenue in motorcycle business operations. Operating income totaled JPY 46.6 billion (USD 496 million), an increase of 270.7% from the same period last year due mainly to a decrease in SG&A expenses and favorable currency effects, despite decreased sales volume and model mix.

In North America, revenue increased by 11.8%, to JPY 1,341.7 billion (USD 14,266 million) from the same period last year due mainly to increased revenue in motorcycle business operations and favorable foreign currency translation effects, despite decreased revenue in automobile business operations. Operating income totaled JPY 29.0 billion (USD 309 million), a decrease of 64.7% from the same period last year due mainly to a decrease in sales volume and model mix as well as increased SG&A expenses, despite favorable foreign currency effects.

In Europe, revenue increased by 24.7%, to JPY 206.8 billion (USD 2,199 million) from the same period last year due to increased revenue in automobile business operations and favorable foreign currency translation effects. Operating income totaled JPY 20.4 billion (USD 217 million), an increase of JPY 18.5 billion (USD 198 million) from the same period last year mainly due to an increase in sales volume and model mix as well as decreased SG&A expenses.

In Asia, revenue increased by 70.1%, to JPY 665.9 billion (USD 7,081 million) from the same period last year mainly due to increased revenue in automobile business operations and favorable foreign currency translation effects. Operating income increased by 129.9%, to JPY 38.0 billion (USD 404 million) from the same period last year due mainly to an increase in sales volume and model mix as well as cost reductions, despite increased SG&A expenses.

In Other regions, which includes South America, the Middle East, Africa and Oceania, revenue increased by 5.3%, to JPY 223.9 billion (USD 2,381 million) from the same period last year mainly due to increased revenue in automobile business operations, despite decreased revenue in motorcycle business operations. Operating income totaled JPY 10.2 billion (USD 109 million), an increase of 81.6% from the same period last year mainly due to an increase in sales volume and model mix as well as cost reductions, despite unfavorable foreign currency effects.

Explanatory note:

United States dollar amounts have been translated from yen solely for the convenience of the reader at the rate of JPY 94.05=USD 1, the mean of the telegraphic transfer selling exchange rate and the telegraphic transfer buying exchange rate prevailing on the Tokyo foreign exchange market on March 31, 2013.

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Fiscal Year Results

Honda’s consolidated net income attributable to Honda Motor Co., Ltd. for the fiscal year ended March 31, 2013 totaled JPY 367.1 billion, an increase of 73.6% from the previous fiscal year. Basic net income attributable to Honda Motor Co., Ltd. per common share for the fiscal year amounted to JPY 203.71, an increase of JPY 86.37 from JPY 117.34 for the previous fiscal year.

Consolidated net sales and other operating revenue for the year amounted to JPY 9,877.9 billion, an increase of 24.3% from the previous fiscal year, due primarily to increased revenue in automobile business operations as production recovered from the impact of the Great East Japan Earthquake and Thai flood as well as favorable foreign currency translation effects.

Consolidated operating income for the year amounted to JPY 544.8 billion, an increase of 135.5% from the previous fiscal year, due primarily to an increase in sales volume and model mix as well as cost reductions, despite increased SG&A and R&D expenses.

Consolidated income before income taxes and equity in income of affiliates for the year totaled JPY 488.8 billion, an increase of 89.9% from the previous fiscal year.

Equity in income of affiliates amounted to JPY 82.7 billion for the year, a decrease of 17.6% from the previous fiscal year.

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Business Segment

Motorcycle Business

For the years ended March 31, 2012 and 2013


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Year ended Mar. 31, 2012		Year ended Mar. 31, 2013		Change		%		Year ended Mar. 31, 2012		Year ended Mar. 31, 2013		Change		%
Motorcycle business		15,061		15,494		433		2.9		8,650		9,510		860		9.9
Japan		220		217		- 3		- 1.4		220		217		- 3		- 1.4
North America		200		250		50		25.0		200		250		50		25.0
Europe		198		179		- 19		- 9.6		198		179		- 19		- 9.6
Asia		12,412		13,035		623		5.0		6,001		7,051		1,050		17.5
Other Regions		2,031		1,813		- 218		- 10.7		2,031		1,813		- 218		- 10.7

With respect to Honda’s sales for the year by business segment, in motorcycle business operations, revenue from sales to external customers decreased 0.7%, to JPY 1,339.5 billion from the previous fiscal year, due mainly to unfavorable foreign currency translation effects, despite increased consolidated unit sales. Operating income totaled JPY 110.2 billion, a decrease of 22.7% from the previous fiscal year, due primarily to unfavorable foreign currency effects, despite an increase in cost reductions.

Automobile Business

For the years ended March 31, 2012 and 2013


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Year ended Mar. 31, 2012		Year ended Mar. 31, 2013		Change		%		Year ended Mar. 31, 2012		Year ended Mar. 31, 2013		Change		%
Automobile business		3,108		4,014		906		29.2		2,482		3,408		926		37.3
Japan		588		692		104		17.7		580		685		105		18.1
North America		1,323		1,731		408		30.8		1,323		1,731		408		30.8
Europe		158		171		13		8.2		158		171		13		8.2
Asia		837		1,122		285		34.1		219		523		304		138.8
Other Regions		202		298		96		47.5		202		298		96		47.5

In automobile business operations, revenue from sales to external customers increased 32.8%, to JPY 7,709.2 billion from the previous fiscal year due mainly to an increase in consolidated unit sales and favorable foreign currency translation effects. Operating income totaled JPY 285.9 billion, an increase of JPY 363.1 billion from the previous fiscal year, due primarily to an increase in sales volume and model mix as well as cost reductions, despite increased SG&A expenses and R&D expenses.

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Financial Services Business

Revenue from customers in the financial services business increased 6.3%, to JPY 548.5 billion from the previous fiscal year due mainly to increase in revenue from operating leases and favorable foreign currency translation effects. Operating income decreased 7.0% to JPY 158.1 billion from the previous fiscal year due mainly to an increase of expenses for lease residual values.

Power Product and Other Businesses

For the years ended March 31, 2012 and 2013


	Unit (Thousands)
	Honda Group Unit Sales/Consolidated Unit Sales
	Year ended Mar. 31, 2012		Year ended Mar. 31, 2013		Change		%
Power product business		5,819		6,071		252		4.3
Japan		392		314		- 78		- 19.9
North America		2,314		2,604		290		12.5
Europe		1,121		1,004		- 117		- 10.4
Asia		1,472		1,572		100		6.8
Other Regions		520		577		57		11.0

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated net sales to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. In power product business, there is no discrepancy between Honda Group Unit Sales and Consolidated Unit Sales for the year ended March 31, 2012 and for the year ended March 31, 2013, since no affiliate accounted for under the equity method was involved in the sale of Honda power products.

Revenue from sales to external customers in power product and other businesses increased 1.3%, to JPY 280.6 billion from the previous fiscal year, due mainly to an increase in consolidated unit sales of power products and favorable foreign currency translation effects, despite decreased revenue in other businesses. Honda reported an operating loss of JPY 9.5 billion, a deterioration of JPY 5.5 billion from the previous fiscal year due mainly to increased R&D expenses.

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Geographical Information

With respect to Honda’s sales for the fiscal year by geographic segment, in Japan, revenue from domestic and export sales amounted to JPY 3,893.5 billion, an increase of 15.8% from the previous fiscal year due mainly to increased revenue in automobile business operations. Operating income totaled JPY 178.4 billion, an increase of JPY 288.2 billion from the previous fiscal year due mainly to an increase in sales volume and model mix as well as favorable foreign currency translation effects, despite increased R&D and SG&A expenses.

In North America, revenue increased by 30.8%, to JPY 4,857.1 billion from the previous fiscal year due mainly to increased revenue in automobile business operations and favorable foreign currency translation effects. Operating income totaled JPY 208.9 billion, a decrease of 6.4% from the previous fiscal year due mainly to increased SG&A expenses, despite an increase in sales volume and model mix as well as cost reductions.

In Europe, revenue increased by 10.6%, to JPY 642.1 billion from the previous fiscal year mainly due to increased revenue in automobile business operations. Operating income totaled JPY 0.4 billion, an increase of JPY 12.5 billion from the previous fiscal year mainly due to an increase in sales volume and model mix, despite increased SG&A expenses.

In Asia, revenue increased by 54.7%, to JPY 2,305.6 billion from the previous fiscal year mainly due to increased revenue in automobile and motorcycle business operations. Operating income increased by 90.9%, to JPY 146.7 billion from the previous fiscal year due mainly to an increase in sales volume and model mix as well as cost reductions, despite increased SG&A expenses.

In Other regions, which includes South America, the Middle East, Africa and Oceania, revenue increased by 0.4%, to JPY 896.4 billion from the previous fiscal year mainly due to increased revenue in automobile business operations, despite decreased revenue in motorcycle business operations and unfavorable foreign currency translation effects. Operating income totaled JPY 35.6 billion, a decrease of 37.3% from the previous fiscal year mainly due to increased SG&A expenses and unfavorable foreign currency effects.

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Forecasts for the Fiscal Year Ending March 31, 2014

In regard to the forecasts of the financial results for the fiscal year ending March 31, 2014, Honda projects consolidated results to be as shown below:

Fiscal year ending March 31, 2014


	Yen (billions)		Changes from FY 2013
Net sales and other operating revenue		12,100		+ 22.5	%
Operating income		780		+ 43.2	%
Income before income taxes and equity in income of affiliates		780		+ 59.5	%
Net income attributable to Honda Motor Co., Ltd.		580		+ 58.0	%

	Yen
Basic net income attributable to Honda Motor Co., Ltd. per common share		321.81

Note: The forecasts are based on the assumption that the average exchange rates for the Japanese yen to the U.S. dollar and the Euro will be JPY 95 and JPY 120, respectively, for the full year ending March 31, 2014.

The reasons for the increases or decreases in the forecasts of the operating income, and income before income taxes and equity in income of affiliates for the fiscal year ending March 31, 2014 from the previous year are as follows.


	Yen (billions)
Revenue, model mix, etc., excluding currency effect		131.6
Cost reduction, the effect of raw material cost fluctuations, etc.		20.0
SG&A expenses, excluding currency effect		- 117.0
R&D expenses		- 47.5
Currency effect		248.0

Operating income compared with fiscal year 2013		235.1

Fair value of derivative instruments		77.0
Others		- 21.0

Income before income taxes and equity in income of affiliates compared with fiscal year 2013		291.1

This announcement contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that Honda’s actual results could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in Honda’s principal markets and foreign exchange rates between the Japanese yen and the U.S. dollar, the Euro and other major currencies, as well as other factors detailed from time to time.

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Consolidated Statements of Balance Sheets for the Fiscal Year Ended March 31, 2013

Total assets increased by JPY 1,847.7 billion, to JPY 13,635.3 billion from March 31, 2012, mainly due to an increase in fixed assets, property on operating leases and foreign currency translation effects, despite a decrease in cash and cash equivalents. Total liabilities increased by JPY 1,167.9 billion, to JPY 8,437.6 billion from March 31, 2012, mainly due to increases in long-term debt and foreign currency translation effects. Total equity increased by JPY 679.8 billion, to JPY 5,197.7 billion from March 31, 2012 due mainly to increased net income and currency translation effects.

- 10 -

Consolidated Statements of Cash Flow for the Fiscal Year Ended March 31, 2013

Consolidated cash and cash equivalents on March 31, 2013 decreased by JPY 40.9 billion from March 31, 2012, to JPY 1,206.1 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the previous fiscal year, are as follows:

Cash flow from operating activities

Net cash provided by operating activities amounted to JPY 800.7 billion for the fiscal year ended March 31, 2013. Cash inflows from operating activities increased by JPY 39.2 billion compared with the previous fiscal year due mainly to an increase in cash received from customers primarily led by increased unit sales in the automobile business, despite increased payments for parts and raw materials caused by an increase in automobile production.

Cash flow from investing activities

Net cash used in investing activities amounted to JPY 1,069.7 billion. Cash outflows from investing activities increased by JPY 396.6 billion compared with the previous fiscal year, due mainly to an increase in capital expenditures, acquisitions of finance subsidiaries-receivables and an increase in purchases of operating lease assets.

Cash flow from financing activities

Net cash provided by financing activities amounted to JPY 119.5 billion. Cash inflows from financing activities increased by JPY 187.7 billion compared with the previous fiscal year, due mainly to an increase in proceeds from debt, despite increase in cash outflow due to an increase in dividends paid.

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Supplemental information for cash flows


	FY2012 Year-end		FY2013 Year-end
Shareholders’ equity ratio (%)		37.3		36.9
Shareholders’ equity ratio on a market price basis (%)		48.1		47.0
Repayment period (years)		5.4		6.1
Interest coverage ratio		9.1		10.9

•

Shareholders’ equity ratio: Honda Motor Co., Ltd. shareholders’ equity / total assets

•

Shareholders’ equity ratio on a market price basis: issued common stock stated at market price / total assets

•

Repayment period: interest bearing debt / cash flows from operating activities

•

Interest coverage ratio: (cash flows from operating activities + interest paid) / interest paid

Explanatory notes:

1.	All figures are calculated based on the information included in the consolidated financial statements.

2.	Cash flows from operating activities are obtained from the consolidated statement of cash flows. Interest bearing debt represents Honda’s outstanding debts with interest payments, which are included on the consolidated balance sheets.

3.	“Shareholders’ equity ratio” is calculated based on “total Honda Motor Co., Ltd. shareholders’ equity”.

4.	Honda corrects shareholders’ equity, total assets and cash flows from operating activities for the year ended March 31, 2012. Supplemental information for cash flows is also adjusted. For detailed information, refer to “[10] Other.”

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Profit Redistribution Policy and Dividend per Share of Common Stock for the fiscal years 2013 and 2014

The Company strives to carry out its operations worldwide from a global perspective and to increase its corporate value. With respect to the redistribution of profits to our shareholders, which we consider to be one of the most important management issues, the Company’s basic policy for dividends is to make distributions after taking into account its long-term consolidated earnings performance.

The Company will also acquire its own shares at the optimal timing with the goal of improving efficiency of the Company’s capital structure and implementing a flexible capital policy. The present goal is to maintain a shareholders return ratio (i.e. the ratio of the total of the dividend payment and the repurchase of the Company’s own shares to consolidated net income attributable to Honda Motor Co., Ltd.) of approximately 30%. Retained earnings will be allocated toward financing R&D activities that are essential for the future growth of the Company and capital expenditures and investment programs that will expand its operations for the purpose of improving business results and strengthening the Company’s financial condition.

The Company plans to distribute year-end cash dividends of JPY 19 per share for the year ended March 31, 2013. As a result, total cash dividends for the year ended March 31, 2013, together with the first quarter cash dividends of JPY 19, the second quarter cash dividends of JPY 19 and the third quarter cash dividends of JPY 19, are planned to be JPY 76 per share, an increase of JPY 16 per share from the annual dividends paid for the year ended March 31, 2012.

Also, please note that the year-end cash dividends for the year ended March 31, 2013 is a matter to be resolved at the ordinary general meeting of shareholders.

The Company expects to distribute quarterly cash dividends of JPY 20 per share for each quarter for the year ending March 31, 2014. As a result, total cash dividends for the year ending March 31, 2014 are expected to be JPY 80 per share, an increase of JPY 4 from the annual dividends to be paid for the year ended March 31, 2013.

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Management Policy

Honda’s business activities are based on fundamental corporate philosophies known as “Respect for the Individual” and “The Three Joys.” “Respect for the Individual” defines Honda’s relationship with its associates, business partners and society. It is based on sharing a commitment to initiative, equality and mutual trust among people. It is Honda’s belief that everyone who comes into contact with Honda’s activities will gain a sense of satisfaction through the experience of buying, selling or creating Honda’s products and services. This philosophy is expressed as “The Three Joys.” With these corporate philosophies as the foundation, Honda’s business is guided by the following Company Principle:

“Maintaining a global viewpoint, we are dedicated to supplying products of the highest quality at a reasonable price for worldwide customer satisfaction.” Honda actively works to share a sense of satisfaction with all of its customers as well as its shareholders, and to continue improving its corporate value.

Medium- and Long-term Management Strategy and Management Target: Preparing for the Future

Honda aims to achieve global growth by further encouraging and strengthening innovation and creativity and creating quality products that please the customers and exceed their expectations.

Honda will focus all its energies on the tasks set out below, aiming to get back on a growth trajectory as it pursues the vision toward 2020 of “providing good products to customers with speed, affordability, and low CO₂ emissions.”

1. Research and Development

In connection with its efforts to develop the most effective safety and environmental technologies, Honda will continue to be innovative in advanced technology and products. Honda aims to create and introduce new value-added products to quickly respond to specific needs in various markets around the world. Honda will also continue its efforts to conduct research on experimental technologies for the future.

2. Production Efficiency

Honda will establish and enhance efficient and flexible production systems at its global production bases and supply high quality products, with the aim of meeting the needs of its customers in each region. Learning from the experience of disasters such as the Great East Japan Earthquake and the Thai floods, Honda will work at improving its global supply chain, implementing disaster prevention measures at each place of business and devising more effective business continuity plans (BCPs).

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3. Sales Efficiency

Honda will remain proactive in its efforts to expand product lines through the innovative use of IT and will show its continued commitment to different customers throughout the world by upgrading its sales and service structure.

4. Product Quality

In response to increasing customer demand, Honda will upgrade its quality control by enhancing the functions of and coordination among the development, purchasing, production, sales and service departments.

5. Safety Technologies

Honda is working to develop safety technologies that enhance accident prediction and prevention, technologies to help reduce the risk of injuries to passengers and pedestrians from car accidents, and technologies that enhance compatibility between large and small vehicles, as well as expand its lineup of products incorporating such technologies. Honda will reinforce and continue to advance its contribution to traffic safety in motorized societies in Japan and abroad. Honda also intends to remain active in a variety of traffic safety programs, including advanced driving and motorcycling training programs provided by local dealerships.

6. The Environment

Honda will step up its efforts to create better, cleaner and more fuel-efficient engine technologies and to further improve recyclables throughout its product lines. Honda has now set a target to reduce CO₂ emissions from its global products by 30 percent by the end of 2020 compared to year 2000 levels. In addition to reducing CO₂ emissions during production and supply chain, Honda will strengthen its efforts to realize reductions in CO₂ emissions through its entire corporate activities. Furthermore, Honda will strengthen its efforts in advancing technologies in the area of total energy management, to reduce CO₂ emissions through mobility and people’s everyday lives.

7. Continuing to Enhance Honda’s Social Reputation and Communication with the Community

In addition to continuing to provide products incorporating Honda’s advanced safety and environmental technologies, Honda will continue striving to enhance its social reputation by, among other things, strengthening its corporate governance, compliance, and risk management as well as participating in community activities and making philanthropic contributions.

Through these company-wide activities, Honda will strive to be a company that its shareholders, investors, customers and society want to exist.

- 15 -

Consolidated Financial Summary

For the three months and the years ended March 31, 2012 and 2013

Financial Highlights

Yen (millions)

Three months
ended
Mar. 31, 2012

Three months
Ended
Mar. 31, 2013

Year ended
Mar. 31, 2012

Year ended
Mar. 31, 2013

Net sales and other operating revenue

2,405,062

2,744,960

7,948,095

9,877,947

Operating income

111,976

135,989

231,364

544,810

Income before income taxes and equity in income of affiliates

93,057

98,074

257,403

488,891

Net income attributable to Honda Motor
Co., Ltd.

71,594

75,752

211,482

367,149

Yen

Basic net income attributable to Honda Motor Co., Ltd per common share

39.72

42.03

117.34

203.71

U.S. Dollar (millions)

Three months
ended
Mar. 31, 2013

Year ended
Mar. 31, 2013

Net sales and other operating revenue

29,186

105,029

Operating income

1,446

5,793

Income before income taxes and equity in income of affiliates

1,043

5,198

Net income attributable to Honda Motor
Co., Ltd.

805

3,904

U.S. Dollar

Basic net income attributable to Honda Motor Co., Ltd per common share

0.45

2.17

- 16 -

[1] Consolidated Balance Sheets


	Yen (millions)
	Mar. 31, 2012		Mar. 31, 2013
Assets
Current assets:
Cash and cash equivalents		1,247,113		1,206,128
Trade accounts and notes receivable		812,155		1,005,981
Finance subsidiaries-receivables, net		1,081,721		1,243,002
Inventories		1,035,779		1,215,421
Deferred income taxes		188,755		234,075
Other current assets		373,563		418,446

Total current assets		4,739,086		5,323,053

Finance subsidiaries-receivables, net		2,364,393		2,788,135

Investments and advances:
Investments in and advances to affiliates		434,744		459,110
Other, including marketable equity securities		188,863		209,680

Total investments and advances		623,607		668,790


Property on operating leases:
Vehicles		1,773,375		2,243,424
Less accumulated depreciation		300,618		400,292

Net property on operating leases		1,472,757		1,843,132


Property, plant and equipment, at cost:
Land		488,265		515,661
Buildings		1,492,823		1,686,638
Machinery and equipment		3,300,727		3,832,090
Construction in progress		191,107		288,073

		5,472,922		6,322,462
Less accumulated depreciation and amortization		3,499,464		3,922,932

Net property, plant and equipment		1,973,458		2,399,530

Other assets		614,298		612,717

Total assets		11,787,599		13,635,357

- 17 -

[1] Consolidated Balance Sheets – continued


	Yen (millions)
	Mar. 31, 2012			Mar. 31, 2013
Liabilities and Equity
Current liabilities:
Short-term debt		964,848			1,238,297
Current portion of long-term debt		911,395			945,046
Trade payables:
Notes		26,499			31,354
Accounts		942,444			956,660
Accrued expenses		489,110			593,570
Income taxes payable		24,099			48,454
Other current liabilities		221,364			283,304

Total current liabilities		3,579,759			4,096,685

Long-term debt, excluding current portion		2,235,001			2,710,845
Other liabilities		1,454,937			1,630,085

Total liabilities		7,269,697			8,437,615

Equity:
Honda Motor Co., Ltd. shareholders’ equity:
Common stock, authorized 7,086,000,000 shares; issued 1,811,428,430 shares on Mar. 31, 2012 and 2013		86,067			86,067
Capital surplus		172,529			171,117
Legal reserves		47,184			47,583
Retained earnings		5,758,641			5,995,626
Accumulated other comprehensive income (loss), net		(1,646,078	)		(1,236,792	)
Treasury stock, at cost 9,128,871 shares on Mar. 31, 2012 and 9,131,140 shares on Mar. 31, 2013		(26,117	)		(26,124	)

Total Honda Motor Co., Ltd. shareholders’ equity		4,392,226			5,037,477

Noncontrolling interests		125,676			160,265

Total equity		4,517,902			5,197,742

Commitments and contingent liabilities

Total liabilities and equity		11,787,599			13,635,357

- 18 -

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

Consolidated Statements of Income

For the three months ended March 31, 2012 and 2013


	Yen (millions)
	Three months ended Mar. 31, 2012			Three months ended Mar. 31, 2013
Net sales and other operating revenue		2,405,062			2,744,960
Operating costs and expenses:
Cost of sales		1,777,708			2,050,556
Selling, general and administrative		367,862			402,783
Research and development		147,516			155,632

		2,293,086			2,608,971

Operating income		111,976			135,989

Other income (expenses):
Interest income		8,342			5,821
Interest expense		(2,869	)		(3,214	)
Other, net		(24,392	)		(40,522	)

		(18,919	)		(37,915	)

Income before income taxes and equity in income of affiliates		93,057			98,074

Income tax expense:
Current		28,728			21,643
Deferred		20,210			6,591

		48,938			28,234

Income before equity in income of affiliates		44,119			69,840
Equity in income of affiliates		33,295			13,083

Net income		77,414			82,923
Less: Net income attributable to noncontrolling interests		5,820			7,171

Net income attributable to Honda Motor Co., Ltd.		71,594			75,752


	Yen
	Yen
Basic net income attributable to Honda Motor Co., Ltd. per common share		39.72			42.03

- 19 -

Consolidated Statements of Comprehensive Income

For the three months ended March 31, 2012 and 2013


	Yen (millions)
	Three months ended Mar. 31, 2012			Three months ended Mar. 31, 2013
Net income		77,414			82,923
Other comprehensive income (loss), net of tax:
Adjustments from foreign currency translation		150,542			326,799
Unrealized gains (losses) on available-for-sale securities, net		12,086			11,873
Unrealized gains (losses) on derivative instruments, net		(230	)		441
Pension and other postretirement benefits		(44,820	)		(21,409	)

Other comprehensive income (loss), net of tax		117,578			317,704

Comprehensive income (loss)		194,992			400,627
Less: Comprehensive income attributable to noncontrolling interests		10,724			18,090

Comprehensive income (loss) attributable to Honda Motor Co., Ltd.		184,268			382,537

- 20 -

Consolidated Statements of Income

For the years ended March 31, 2012 and 2013


	Yen (millions)
	Year ended Mar. 31, 2012			Year ended Mar. 31, 2013
Net sales and other operating revenue		7,948,095			9,877,947
Operating costs and expenses:
Cost of sales		5,919,633			7,345,162
Selling, general and administrative		1,277,280			1,427,705
Research and development		519,818			560,270

		7,716,731			9,333,137

Operating income		231,364			544,810

Other income (expenses):
Interest income		33,461			25,742
Interest expense		(10,378	)		(12,157	)
Other, net		2,956			(69,504	)

		26,039			(55,919	)

Income before income taxes and equity in income of affiliates		257,403			488,891

Income tax expense:
Current		86,074			125,724
Deferred		49,661			53,252

		135,735			178,976

Income before equity in income of affiliates		121,668			309,915
Equity in income of affiliates		100,406			82,723

Net income		222,074			392,638
Less: Net income attributable to noncontrolling interests		10,592			25,489

Net income attributable to Honda Motor Co., Ltd.		211,482			367,149


	Yen
Basic net income attributable to Honda Motor Co., Ltd. per common share		117.34			203.71

- 21 -

Consolidated Statements of Comprehensive Income

For the years ended March 31, 2012 and 2013


	Yen (millions)
	Year ended Mar. 31, 2012			Year ended Mar. 31, 2013
Net income		222,074			392,638
Other comprehensive income (loss), net of tax:
Adjustments from foreign currency translation		(118,135	)		430,812
Unrealized gains (losses) on available-for-sale securities, net		5,812			7,984
Unrealized gains (losses) on derivative instruments, net		(29	)		(52	)
Pension and other postretirement benefits		(39,653	)		(15,297	)

Other comprehensive income (loss), net of tax		(152,005	)		423,447

Comprehensive income (loss)		70,069			816,085
Less: Comprehensive income attributable to noncontrolling interests		9,285			39,650

Comprehensive income (loss) attributable to Honda Motor Co., Ltd.		60,784			776,435

- 22 -

[3] Consolidated Statements of Stockholders’ Equity and Comprehensive Income


	Yen (millions)
	Common stock		Capital surplus			Legal reserves		Retained earnings			Accumulated other comprehensive income (loss), net			Treasury stock			Honda Motor Co., Ltd. Shareholders’ equity			Noncontrolling interests			Total equity
Balance at March 31, 2011		86,067		172,529			46,330		5,656,151			(1,495,380	)		(26,110	)		4,439,587			132,937			4,572,524

Transfer to legal reserves							854		(854	)								—						—
Dividends paid to Honda Motor Co., Ltd. Shareholders									(108,138	)								(108,138	)					(108,138	)
Dividends paid to noncontrolling interests																					(15,763	)		(15,763	)
Capital transactions and others																					(783	)		(783	)

Comprehensive income (loss):
Net income									211,482									211,482			10,592			222,074
Other comprehensive income (loss), net of tax
Adjustments from foreign currency translation												(116,812	)					(116,812	)		(1,323	)		(118,135	)
Unrealized gains (losses) on marketable securities, net												5,899						5,899			(87	)		5,812
Unrealized gains (losses) on derivative instruments, net												(29	)					(29	)					(29	)
Pension and other postretirement benefits adjustments												(39,756	)					(39,756	)		103			(39,653	)

Total comprehensive income (loss)																		60,784			9,285			70,069

Purchase of treasury stock															(8	)		(8	)					(8	)
Retirement of treasury stock															1			1						1

Balance at March 31, 2012		86,067		172,529			47,184		5,758,641			(1,646,078	)		(26,117	)		4,392,226			125,676			4,517,902

Transfer to legal reserves							399		(399	)								—						—
Dividends paid to Honda Motor Co., Ltd. Shareholders									(129,765	)								(129,765	)					(129,765	)
Dividends paid to noncontrolling interests																					(6,250	)		(6,250	)
Capital transactions and others				(1,412	)													(1,412	)		1,189			(223	)

Comprehensive income (loss):
Net income									367,149									367,149			25,489			392,638
Other comprehensive income (loss), net of tax
Adjustments from foreign currency translation												415,462						415,462			15,350			430,812
Unrealized gains (losses) on marketable securities, net												7,933						7,933			51			7,984
Unrealized gains (losses) on derivative instruments, net												(52	)					(52	)					(52	)
Pension and other postretirement benefits adjustments												(14,057	)					(14,057	)		(1,240	)		(15,297	)

Total comprehensive income (loss)																		776,435			39,650			816,085

Purchase of treasury stock															(8	)		(8	)					(8	)
Retirement of treasury stock															1			1						1

Balance at March 31, 2013		86,067		171,117			47,583		5,995,626			(1,236,792	)		(26,124	)		5,037,477			160,265			5,197,742

- 23 -

[4] Consolidated Statements of Cash Flows


	Yen (millions)
	Year ended Mar. 31, 2012			Year ended Mar. 31, 2013
Cash flows from operating activities:
Net income		222,074			392,638
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation excluding property on operating leases		345,105			335,536
Depreciation of property on operating leases		209,762			254,933
Deferred income taxes		49,661			53,252
Equity in income of affiliates		(100,406	)		(82,723	)
Dividends from affiliates		95,106			84,705
Provision for credit and lease residual losses on finance subsidiaries-receivables		13,032			10,059
Impairment loss on investments in securities		1,062			—
Damaged and Impairment loss on long-lived assets and goodwill excluding property on operating leases		10,590			—
Impairment loss on property on operating leases		1,514			4,773
Loss (gain) on derivative instruments, net		(1,847	)		35,027
Decrease (increase) in assets:
Trade accounts and notes receivable		(35,475	)		(90,495	)
Inventories		(154,222	)		(74,662	)
Other current assets		2,883			2,019
Other assets		(24,000	)		(27,243	)
Increase (decrease) in liabilities:
Trade accounts and notes payable		242,814			(95,192	)
Accrued expenses		(25,718	)		52,021
Income taxes payable		(7,568	)		21,764
Other current liabilities		(12,395	)		(4,489	)
Other liabilities		(14,744	)		(4,384	)
Other, net		(55,690	)		(66,795	)

Net cash provided by operating activities		761,538			800,744

Cash flows from investing activities:
Increase in investments and advances		(23,129	)		(34,426	)
Decrease in investments and advances		14,647			19,850
Payments for purchases of available-for-sale securities		(1,784	)		(5,642	)
Proceeds from sales of available-for-sale securities		1,879			1,347
Payments for purchases of held-to-maturity securities		(26,078	)		(5,186	)
Proceeds from redemptions of held-to-maturity securities		47,193			17,005
Proceeds from sales of investments in affiliates		9,957			—
Capital expenditures		(397,218	)		(626,879	)
Proceeds from sales of property, plant and equipment		23,260			44,182
Proceeds from insurance recoveries for damaged property, plant and equipment		16,217			9,600
Acquisitions of finance subsidiaries-receivables		(1,784,720	)		(1,951,802	)
Collections of finance subsidiaries-receivables		1,765,204			1,833,669
Purchases of operating lease assets		(683,767	)		(793,118	)
Proceeds from sales of operating lease assets		365,270			418,086
Other, net		—			3,558

Net cash used in investing activities		(673,069	)		(1,069,756	)

- 24 -

[4] Consolidated Statements of Cash Flows – continued


	Yen (millions)
	Year ended Mar. 31, 2012			Year ended Mar. 31, 2013
Cash flows from financing activities:
Proceeds from short-term debt		6,778,336			6,775,636
Repayment of short-term debt		(6,882,932	)		(6,621,897	)
Proceeds from long-term debt		1,151,971			1,101,469
Repayment of long-term debt		(967,588	)		(970,702	)
Dividends paid		(108,138	)		(129,765	)
Dividends paid to noncontrolling interests		(15,763	)		(6,250	)
Sales (purchases) of treasury stock, net		(7	)		(7	)
Other, net		(24,109	)		(28,917	)

Net cash provided by (used in) financing activities		(68,230	)		119,567

Effect of exchange rate changes on cash and cash equivalents		(52,150	)		108,460

Net change in cash and cash equivalents		(31,911	)		(40,985	)

Cash and cash equivalents at beginning of the year		1,279,024			1,247,113

Cash and cash equivalents at end of the period		1,247,113			1,206,128

- 25 -

[5] Assumptions for Going Concern

None

[6] Significant Accounting Policies:

1.	Consolidated subsidiaries

Number of consolidated subsidiaries: 369

Corporate names of principal consolidated subsidiaries:

American Honda Motor Co., Inc., Honda of America Mfg., Inc., Honda Canada Inc., Honda R&D Co., Ltd.,

American Honda Finance Corporation.

2.	Affiliated companies

Number of affiliated companies: 86

Corporate names of major affiliated companies accounted for under the equity method:

Dongfeng Honda Automobile Co., Ltd., Guangqi Honda Automobile Co., Ltd., P.T. Astra Honda Motor

3.	Changes of consolidated subsidiaries and affiliated companies

Consolidated subsidiaries:

Newly formed consolidated subsidiaries: 16

Reduced through reorganization: 25

Affiliated companies:

Newly formed affiliated companies: 0

Reduced through reorganization: 2

The Company prepares its consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, since the Company has listed its American Depositary Shares on the New York Stock Exchange and files reports with the U.S. Securities and Exchange Commission.

The average exchange rates for the three months ended March 31, 2013 were JPY 92.42 = USD 1 and JPY 122.04 = EUR 1. The average exchange rates for the same period last year were JPY 79.28 = USD 1 and JPY 103.99 = EUR 1. The average exchange rates for the fiscal year ended March 31, 2013 were JPY 83.10 = USD 1 and JPY 107.14 = EUR 1 as compared with JPY 79.07 = USD 1 and JPY 108.96 = EUR 1 for the previous fiscal year.

United States dollar amounts have been translated from yen solely for the convenience of the reader at the rate of JPY 94.05 = USD 1, the mean of the telegraphic transfer selling exchange rate and the telegraphic transfer buying exchange rate prevailing on the Tokyo foreign exchange market on March 31, 2013.

7.	Honda’s common stock-to-ADS exchange ratio is one share of common stock to one ADS.

- 26 -

[7] Changes in accounting policy

(a) Adoption of New Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-05 “Presentation of Comprehensive Income”, which amends the FASB Accounting Standards Codification (ASC) 220 “Comprehensive Income”. This amendment requires reporting entities to report other comprehensive income as components of comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements and is effective retrospectively.

In December 2011, the FASB issued ASU 2011-12 “Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05”, which defers the effective date of pending amendments to current accounting guidance prescribed in ASU 2011-05.

Honda adopted ASU 2011-05 as amended by ASU 2011-12, effective April 1, 2012, and discloses consolidated statements of comprehensive income as two separate but consecutive statements.

(b) Change in depreciation method

Previously, Honda used principally the declining-balance method for calculating the depreciation of property, plant and equipment. In recent years, because sales of global strategic product models are increasing, Honda has been enhancing its production systems and the versatility of production equipment to have better flexibility to meet changes in global customer demand. Further, Honda has resumed more normalized capital expenditures which Honda had previously held down due to financial crisis beginning in the fiscal year ended March 31, 2009. Effective April 1, 2012, Honda changed to the straight line method of depreciation because management believes it better reflects the future economic benefit from the usage of property, plant and equipment under this more flexible and versatile production arrangement. The effect of the change in depreciation method is recognized prospectively as a change in accounting estimate in accordance with the FASB Accounting Standards Codification (ASC) 250 “Accounting Changes and Error Corrections”.

As a result of the change in depreciation method, depreciation expense for the year and the three months ended March 31, 2013 decreased by approximately JPY 56,300 million and JPY 19,158 million, respectively. Net income attributable to Honda Motor Co., Ltd. and Basic net income attributable to Honda Motor Co., Ltd. per common share for the year and the three months ended March 31, 2013 increased by approximately JPY 35,746 million and JPY 19.83, JPY 12,105 million and JPY 6.72, respectively.

- 27 -

[8] Segment Information

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

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


Segment	Principal products and services	Functions
Motorcycle business	Motorcycles, all-terrain vehicles (ATVs) and relevant parts	Research & Development, Manufacturing, Sales and related services

Automobile business	Automobiles and relevant parts	Research & Development, Manufacturing Sales and related services

Financial services business	Financial, insurance services	Retail loan and lease related to Honda products, and Others

Power product & Other businesses	Power products and relevant parts, and others	Research & Development, Manufacturing Sales and related services, and Others

1. Segment information based on products and services

(A) For the three months ended March 31, 2012


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product & Other Businesses			Segment Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		358,541		1,844,957		129,021		72,543			2,405,062		—			2,405,062
Intersegment		—		6,180		2,197		3,074			11,451		(11,451	)		—

Total		358,541		1,851,137		131,218		75,617			2,416,513		(11,451	)		2,405,062
Cost of sales, SG&A and R&D expenses		325,672		1,805,977		95,255		77,633			2,304,537		(11,451	)		2,293,086

Segment income (loss)		32,869		45,160		35,963		(2,016	)		111,976		—			111,976

For the three months ended March 31, 2013

Yen (millions)

Motorcycle
Business

Automobile
Business

Financial
Services
Business

Power Product
& Other
Businesses

Segment
Total

Reconciling
Items

Consolidated

Net sales and other operating revenue:

External customers

375,371

2,136,941

151,498

81,150

2,744,960

—

2,744,960

Intersegment

—

3,665

3,406

1,962

9,033

(9,033

)

—

Total

375,371

2,140,606

154,904

83,112

2,753,993

(9,033

)

2,744,960

Cost of sales, SG&A and R&D expenses

350,143

2,063,339

113,996

90,526

2,618,004

(9,033

)

2,608,971

Segment income (loss)

25,228

77,267

40,908

(7,414

)

135,989

—

135,989

- 28 -

(B) As of and for the year ended March 31, 2012


	Yen (millions)
	Motorcycle Business		Automobile Business			Financial Services Business		Power Product & Other Businesses			Segment Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		1,348,828		5,805,975			516,148		277,144			7,948,095		—			7,948,095
Intersegment		—		16,767			10,428		12,590			39,785		(39,785	)		—

Total		1,348,828		5,822,742			526,576		289,734			7,987,880		(39,785	)		7,948,095
Cost of sales, SG&A and R&D expenses		1,206,226		5,899,948			356,570		293,772			7,756,516		(39,785	)		7,716,731

Segment income (loss)		142,602		(77,206	)		170,006		(4,038	)		231,364		—			231,364

Assets		1,006,684		4,955,791			5,644,380		305,235			11,912,090		(124,491	)		11,787,599
Depreciation and amortization		43,564		289,845			211,325		10,133			554,867		—			554,867
Capital expenditures		62,075		349,605			686,495		10,005			1,108,180		—			1,108,180

As of and for the year ended March 31, 2013

Yen (millions)

Motorcycle
Business

Automobile
Business

Financial
Services
Business

Power Product
& Other
Businesses

Segment
Total

Reconciling
Items

Consolidated

Net sales and other operating revenue:

External customers

1,339,549

7,709,216

548,506

280,676

9,877,947

—

9,877,947

Intersegment

—

14,374

11,750

10,994

37,118

(37,118

)

—

Total

1,339,549

7,723,590

560,256

291,670

9,915,065

(37,118

)

9,877,947

Cost of sales, SG&A and R&D expenses

1,229,316

7,437,599

402,098

301,242

9,370,255

(37,118

)

9,333,137

Segment income (loss)

110,233

285,991

158,158

(9,572

)

544,810

—

544,810

Assets

1,095,357

5,759,126

6,765,322

309,149

13,928,954

(293,597

)

13,635,357

Depreciation and amortization

34,665

290,522

256,166

9,116

590,469

—

590,469

Capital expenditures

73,513

540,625

794,869

14,519

1,423,526

—

1,423,526

Explanatory notes:

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

Unallocated corporate assets, included in reconciling items, amounted to JPY 399,732 million as of March 31, 2012 and JPY 293,583 million as of March 31, 2013 respectively, which consist primarily of cash and cash equivalents, available-for-sale securities and held-to-maturity securities held by the Company. Reconciling items also include elimination of intersegment transactions.

3.	Depreciation and amortization of Financial Services Business include JPY 209,762 million for the year ended March 31, 2012 and JPY 254,933 million for the year ended March 31, 2013, respectively, of depreciation of property on operating leases.

4.	Capital expenditure of Financial Services Business includes JPY 683,767 million for the year ended March 31, 2012 and JPY 793,118 million for the year ended March 31, 2013 respectively, of purchase of operating lease assets.

Previously, Honda used principally the declining-balance method for calculating the depreciation of property, plant and equipment. Effective April 1, 2012, Honda changed to the straight line method of depreciation. As a result of the change in depreciation method, depreciation expense for the year ended March 31, 2013 decreased by approximately JPY 6,358 million in Motorcycle Business, JPY 48,568 million in Automobile Business, JPY 77 million in Financial Services Business and JPY 1,297 million in Power Product & Other Businesses, respectively. Depreciation expense for the three months ended March 31, 2013 decreased by approximately JPY 1,735 million in Motorcycle Business, JPY 16,773 million in Automobile Business, JPY 25 million in Financial Services Business and JPY 625 million in Power Product & Other Businesses, respectively. It resulted in an increase of segment income. For further information, refer to “[7] Changes in accounting policy, (b) Change in depreciation method”.

For the years ended March 31, 2012 and 2013, impacts of the floods in Thailand are mainly included in Cost of sales, SG&A and R&D expenses of Automobile business. For further information, refer to “[10] Other, 2. Impact on the Company’s consolidated financial position or results of operations of the floods in Thailand”.

7.	Honda corrects the amounts of Assets for the year ended March 31, 2012. For detailed information, refer to “[10] Other, 3. Immaterial corrections of the prior year’s Consolidated Balance Sheets and Consolidated Statements of Changes in Equity”.

8.	The amounts of Depreciation and amortization for the year ended March 31, 2012 have been corrected from the amounts previously disclosed.

- 29 -

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

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

(A) For the three months ended March 31, 2012


	Yen (millions)
	Japan		North America		Europe		Asia		Other Regions		Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		585,916		1,133,325		148,858		331,258		205,705		2,405,062		—			2,405,062
Transfers between geographic areas		483,126		67,066		17,002		60,304		6,983		634,481		(634,481	)		—

Total		1,069,042		1,200,391		165,860		391,562		212,688		3,039,543		(634,481	)		2,405,062
Cost of sales, SG&A and R&D expenses		1,056,454		1,118,181		164,035		375,018		207,065		2,920,753		(627,667	)		2,293,086

Operating income (loss)		12,588		82,210		1,825		16,544		5,623		118,790		(6,814	)		111,976


For the three months ended March 31, 2013

	Yen (millions)
	Japan		North America		Europe		Asia		Other Regions		Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		517,660		1,268,715		176,300		562,287		219,998		2,744,960		—			2,744,960
Transfers between geographic areas		541,718		73,049		30,554		103,678		3,932		752,931		(752,931	)		—

Total		1,059,378		1,341,764		206,854		665,965		223,930		3,497,891		(752,931	)		2,744,960
Cost of sales, SG&A and R&D expenses		1,012,709		1,312,704		186,453		627,933		213,717		3,353,516		(744,545	)		2,608,971

Operating income (loss)		46,669		29,060		20,401		38,032		10,213		144,375		(8,386	)		135,989

- 30 -

(B) As of and for the year ended March 31, 2012


	Yen (millions)
	Japan			North America		Europe			Asia		Other Regions		Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		1,774,573			3,500,245		519,329			1,276,621		877,327		7,948,095		—			7,948,095
Transfers between geographic areas		1,588,379			214,511		61,463			213,857		15,805		2,094,015		(2,094,015	)		—

Total		3,362,952			3,714,756		580,792			1,490,478		893,132		10,042,110		(2,094,015	)		7,948,095
Cost of sales, SG&A and R&D expenses		3,472,786			3,491,463		592,901			1,413,608		836,176		9,806,934		(2,090,203	)		7,716,731

Operating income (loss)		(109,834	)		223,293		(12,109	)		76,870		56,956		235,176		(3,812	)		231,364

Assets		3,112,901			6,333,851		568,790			1,070,331		611,818		11,697,691		89,908			11,787,599
Long-lived assets		1,048,402			1,970,631		111,354			274,182		130,339		3,534,908		—			3,534,908

As of and for the year ended March 31, 2013

	Yen (millions)
	Japan			North America		Europe			Asia		Other Regions		Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		1,925,333			4,612,361		536,856			1,926,434		876,963		9,877,947		—			9,877,947
Transfers between geographic areas		1,968,179			244,741		105,254			379,213		19,504		2,716,891		(2,716,891	)		—

Total		3,893,512			4,857,102		642,110			2,305,647		896,467		12,594,838		(2,716,891	)		9,877,947
Cost of sales, SG&A and R&D expenses		3,715,084			4,648,184		641,650			2,158,889		860,773		12,024,580		(2,691,443	)		9,333,137

Operating income (loss)		178,428			208,918		460			146,758		35,694		570,258		(25,448	)		544,810

Assets		3,264,383			7,645,540		673,667			1,523,192		660,856		13,767,638		(132,281	)		13,635,357
Long-lived assets		1,167,236			2,481,097		124,088			434,827		143,570		4,350,818		—			4,350,818

Explanatory notes:

1.	Major countries or regions in each geographic area:


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

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

Previously, Honda used principally the declining-balance method for calculating the depreciation of property, plant and equipment. Effective April 1, 2012, Honda changed to the straight line method of depreciation. As a result of the change in depreciation method, depreciation expense for the year ended March 31, 2013 decreased by approximately JPY 42,486 million in Japan, JPY 9,602 million in North America, JPY 1,068 million in Europe and JPY 3,144 million in Asia, respectively. Depreciation expense for the three months ended March 31, 2013 decreased by approximately JPY 12,591 million in Japan, JPY 5,258 million in North America, JPY 175 million in Europe and JPY 1,134 million in Asia, respectively. It resulted in an increase of operating income. For further information, refer to “[7] Changes in accounting policy, (b) Change in depreciation method”.

5.	For the years ended March 31, 2012 and 2013, impacts of the flood in Thailand are included in Cost of sales, SG&A and R&D expenses of Asia. For further information, refer to “[10] Other, 2. Impact on the Company’s consolidated financial position or results of operations of the floods in Thailand”.

6.	Honda corrects the amounts of Assets for the year ended March 31, 2012. For detailed information, refer to “[10] Other, 3. Immaterial corrections of the prior year’s Consolidated Balance Sheets and Consolidated Statements of Changes in Equity”.

- 31 -

[9] Notes to information about per common share

Honda Motor Co., Ltd. shareholders’ equity per common share and basic net income attributable to Honda Motor Co., Ltd. per common share are as follows:


	(Yen)
	Mar. 31, 2012		Mar. 31, 2013
Honda Motor Co., Ltd. shareholders’ equity per common share		2,437.01		2,795.03
Basic net income attributable to Honda Motor Co., Ltd. per common share		117.34		203.71

Honda Motor Co., Ltd. shareholders’ equity per common share has been computed by dividing Honda Motor Co., Ltd. shareholders’ equity by the number of shares outstanding at the end of each period. The number of common shares, at the end of the year ended March 31, 2012 and 2013 were 1,802,299,559 and 1,802,297,290, respectively.

Honda corrects shareholders’ equity for the year ended March 31, 2012. Honda Motor Co., Ltd. shareholders’ equity per common share is also adjusted. For detailed information, please refer to Consolidated Financial Summary “[10] Other. 3. Immaterial corrections of the prior year’s Consolidated Balance Sheets and Consolidated Statements of Changes in Equity”.

Basic net income attributable to Honda Motor Co., Ltd. per common share has been computed by dividing net income attributable to Honda Motor Co., Ltd. by the weighted average number of shares outstanding during each period. The weighted average number of shares outstanding for the year ended March 31, 2012 and 2013 were 1,802,300,720 and 1,802,298,819, respectively. There were no potentially dilutive shares issued during the years ended March 31, 2012 or 2013.

[10] Other

1. Impairment loss on investments in affiliates

For the fiscal year ended March 31, 2013, Honda recognized impairment loss of JPY 12,757 million, net of tax, on certain investments in affiliates which have quoted market values because of other-than-temporary decline in fair value below their carrying values. The fair values of the investments were based on quoted market price. The impairment loss is included in equity in income of affiliates in the accompanying consolidated statement of income.

2. Impact on the Company’s consolidated financial position or results of operations of the floods in Thailand

In October 2011, Thailand suffered from severe floods that caused damage to inventories, and machinery and equipment of certain consolidated subsidiaries and affiliates of the Company. Accordingly, production activities in plant facilities at Honda and its affiliates had been temporarily affected by the floods for the year ended March 31, 2012.

Honda recognized JPY 23,420 million of costs and expenses, of which JPY 10,680 million is included in cost of sales and JPY 12,740 million is included in selling, general and administrative expenses in the accompanying consolidated statement of income for the year ended March 31, 2012. These costs and expenses mainly consist of losses on damaged inventories of JPY 7,330 million which is included in cost of sales, and losses on damaged property, plant and equipment of JPY 7,654 million which is included in selling, general and administrative expenses.

In addition, Honda recognized insurance recoveries of JPY 21,725 million and JPY 16,278 million for the years ended March 31, 2012 and 2013, respectively, which are included in selling, general and administrative expenses in the accompanying consolidated statement of income. Honda recognizes insurance recoveries in excess of the incurred losses when settlements with insurance companies are reached.

- 32 -

3. Immaterial corrections of the prior year’s Consolidated Balance Sheets and Consolidated Statements of Changes in Equity

Honda corrected its attribution method used to calculate the projected benefit obligation for certain pension plans, which resulted in an increase in other liabilities for prior fiscal years. Cumulative effect adjustments have been made as of April 1, 2011, the earliest period presented, to increase other liabilities by JPY 17,228 million and to decrease retained earnings by JPY 10,388 million, net of tax. Honda believes that the effects of this correction were inconsequential to the Company’s consolidated financial statements for the fiscal years ended March 31, 2012, therefore, no other adjustments were made to those consolidated financial statements.

4. Immaterial corrections of the prior years’ Consolidated Statements of Cash Flows

Adjustments have been made to correct previous understatements in both depreciation excluding property on operating leases, which is included in cash flows from operating activities, and payments of other debt, which is included in Other, net in cash flows from financing activities, in the consolidated statements of cash flows for the year ended March 31, 2012. These adjustments increased previously reported net cash provided by operating activities and increased previously reported net cash used in financing activities by JPY 24,109 million for the year ended March 31, 2012.

[11] Significant Subsequent Events

None

- 33 -

Unconsolidated Financial Summary

(Parent company only)

(For the years ended March 31, 2012 and 2013)

Financial Highlights

(Parent company only)


	Yen (millions)
	Year ended Mar. 31, 2012			% Change			Year ended Mar. 31, 2013
Net sales		2,740,052			18.4	%		3,244,070
Operating income (loss)		(136,757	)					103,932
Ordinary income		40,388			379.9	%		193,825
Net income		46,280			234.3	%		154,714

	Yen
Net income per share		25.68						85.84

Financial forecast for the Fiscal Year Ending March 31, 2014

(Parent company only)


	Yen (millions)
	Year ending Mar. 31, 2014
Net sales		3,630,000
Operating income (loss)		170,000
Ordinary income		360,000
Net income		260,000

	Yen
Net income per share		144.26

- 34 -

[1] Unconsolidated Balance Sheets

(Parent company only)


	Yen (millions)
	Year ended Mar. 31, 2012			Year ended Mar. 31, 2013
Current assets		1,070,034			1,004,300
Fixed assets		1,539,801			1,559,023

Total assets		2,609,835			2,563,324

Current liabilities		710,748			626,429
Fixed liabilities		164,540			173,413

Total liabilities		875,288			799,843
Common stock		86,067			86,067
Capital surplus		170,313			170,313
Retained earnings		1,474,633			1,499,582
Treasury stock		(26,215	)		(26,222	)
Difference of appreciation and conversion		29,747			33,740

Total net assets		1,734,546			1,763,480

Total liabilities and net assets		2,609,835			2,563,324

- 35 -

[2] Unconsolidated Statements of Income

(Parent company only)


	Yen (millions)
	Year ended Mar. 31, 2012			Year ended Mar. 31, 2013
Net sales		2,740,052			3,244,070
Cost of sales		2,062,006			2,245,643
Selling, general and administrative expenses		814,803			894,494

Operating income (loss)		(136,757	)		103,932
Non-operating income		213,057			187,446
Non-operating expenses		35,911			97,553
Ordinary income		40,388			193,825
Extraordinary income		31,383			4,564
Extraordinary loss		29,348			3,640

Income before income taxes		42,422			194,750
Income taxes (benefit) expense:
Current		18,620			21,055
Deferred		(22,478	)		18,980

Net income		46,280			154,714

- 36 -

[3] Unconsolidated Statements of Stockholders’ Equity

(Parent company only)


	Stockholders’ equity													Difference of appreciation and conversion
	Common stock		Capital surplus		Retained earnings			Treasury stock			Total stockholders’ equity			Net unrealized gains on securities		Deferred loss (gain) on hedges			Total net assets
Balance at March 31, 2012		86,067		170,313		1,474,633			(26,215	)		1,704,799			29,932		(184	)		1,734,546

Changes of items during the period
Dividend from surplus						(129,765	)					(129,765	)							(129,765	)
Net income (loss)						154,714						154,714								154,714
Purchase of treasury stock									(8	)		(8	)							(8	)
Reissuance of treasury stock						(0	)		1			1								1
Others															4,045		(52	)		3,992
Total changes of items during the period		—		—		24,948			(6	)		24,941			4,045		(52	)		28,934

Balance at March 31, 2013		86,067		170,313		1,499,582			(26,222	)		1,729,740			33,977		(237	)		1,763,480

Explanatory notes:

1.	The summary unconsolidated financial information set forth above is derived from the complete unconsolidated financial information of the Company to be filed with the Securities and Exchange Commission on the Company’s Form 6-K for the month May 2013.

2.	Unconsolidated financial statements have been prepared on the basis of generally accepted accounting principles in Japan.

3.	The unit sales and yen amounts described above are rounded down to the nearest one thousand units and one million yen, respectively.

- 37 -

April 26, 2013


To:		Shareholders of Honda Motor Co., Ltd.

From:		HondaMotor Co., Ltd.
		1-1, Minami-Aoyama 2-chome,
		Minato-ku,107-8556 Tokyo
		Takanobu Ito
		Presidentand Representative Director

Honda Motor Co., Ltd. Recorded Non-operating Expenses Related to Foreign Exchange

Losses in the Unconsolidated Financial Statement

Honda Motor Co., Ltd. (the “Company”) recorded Non-operating Expenses Related to Foreign Exchange Losses in the Unconsolidated Financial Statement during the fiscal year ended March 31, 2013.

Particulars

Details

Due to fluctuations in foreign exchange currency rates, the Company recorded Foreign Exchange Losses of JPY 78,884 Million in Non-operating Expenses during the fiscal year ended March 31, 2013.

2.	Impact on the Operating Results

For further information, please refer to the “Unconsolidated Financial Summary, [2] Unconsolidated Statements of Income” in the “Consolidated Financial Results for the Fiscal Fourth Quarter and the Fiscal Year Ended March 31, 2013” released on April 26, 2013.