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 JANUARY 2016

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:

On January 29, 2016, Honda Motor Co., Ltd. announced its consolidated financial results for the fiscal third quarter and the fiscal nine-month period ended December 31, 2015.

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/ Shinji Suzuki

Shinji Suzuki

General Manager

Finance Division

Honda Motor Co., Ltd.

Date: February 4, 2016

January 29, 2016

HONDA MOTOR CO., LTD. REPORTS

CONSOLIDATED FINANCIAL RESULTS

FOR THE FISCAL THIRD QUARTER AND

THE FISCAL NINE-MONTH PERIOD ENDED DECEMBER 31, 2015

Tokyo, January 29, 2016 — Honda Motor Co., Ltd. today announced its consolidated financial results for the fiscal third quarter and the fiscal nine-month period ended December 31, 2015.

Third Quarter Results

Honda’s consolidated profit for the period attributable to owners of the parent for the fiscal third quarter ended December 31, 2015 totaled JPY 124.1 billion (USD 1,030 million), a decrease of 18.5% from the same period last year. Earnings per share attributable to owners of the parent for the quarter amounted to JPY 68.91 (USD 0.57), a decrease of JPY 15.65 (USD 0.13) from JPY 84.56 for the corresponding period last year. One Honda American Depository Share represents one common share.

Consolidated sales revenue for the quarter amounted to JPY 3,617.2 billion (USD 29,991 million), an increase of 3.4% from the same period last year, due primarily to increased revenue in automobile and financial services business operations.

Consolidated operating profit for the quarter amounted to JPY 163 billion (USD 1,352 million), a decrease of 22.3% from the same period last year, due primarily to increased SG&A expenses, including quality related expenses and unfavorable foreign currency effects, despite an increase in profit attributable to increased sales revenue and model mix, and continuing cost reduction efforts.

Share of profit of investments accounted for using the equity method for the quarter amounted to JPY 45.0 billion (USD 374 million) for the quarter, an increase of 22.6% from the corresponding period last year.

Consolidated profit before income taxes for the quarter totaled JPY 200.8 billion (USD 1,666 million), a decrease of 24.0% from the same period last year.

- 1 -

Business Segment

Motorcycle Business

For the three months ended December 31, 2014 and 2015


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sale
	Three months ended Dec. 31, 2014		Three months ended Dec. 31, 2015		Change		%		Three months ended Dec. 31, 2014		Three months ended Dec. 31, 2015		Change		%
Motorcycle business		4,585		4,407		- 178		- 3.9		2,751		2,654		- 97		- 3.5
Japan		49		41		- 8		- 16.3		49		41		- 8		- 16.3
North America		72		69		- 3		- 4.2		72		69		- 3		- 4.2
Europe		33		33		0		0.0		33		33		0		0.0
Asia		4,036		3,968		- 68		- 1.7		2,202		2,215		13		0.6
Other Regions		395		296		- 99		- 25.1		395		296		- 99		- 25.1
Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. With respect to Honda’s sales for the fiscal third quarter by business segment, in motorcycle business operations, sales revenue from sales to external customers decreased 6.5%, to JPY 442.1 billion (USD 3,666 million) from the same period last year due mainly to unfavorable foreign currency translation effects. Operating profit totaled JPY 49.5 billion (USD 410 million), a decrease of 6.6% from the same period last year, due primarily to unfavorable foreign currency effects, despite continuing cost reduction efforts. Automobile Business For the three months ended December 31, 2014 and 2015

	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Three months ended Dec. 31, 2014		Three months ended Dec. 31, 2015		Change		%		Three months ended Dec. 31, 2014		Three months ended Dec. 31, 2015		Change		%
Automobile business		1,174		1,228		54		4.6		872		879		7		0.8
Japan		162		151		- 11		- 6.8		145		140		- 5		- 3.4
North America		474		466		- 8		- 1.7		474		466		- 8		- 1.7
Europe		36		43		7		19.4		36		43		7		19.4
Asia		431		503		72		16.7		146		165		19		13.0
Other Regions		71		65		- 6		- 8.5		71		65		- 6		- 8.5

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue 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 and sold through our consolidated subsidiaries are accounted for as operating leases in conformity with IFRS and are not included in consolidated sales revenue to the external customers in our Automobile business. Accordingly, they are not included in Consolidated Unit Sales, but are included in Honda Group Unit Sales of our Automobile business.

In automobile business operations, sales revenue from sales to external customers increased 3.3%, to JPY 2,652.4 billion (USD 21,992 million) from the same period last year due mainly to favorable foreign currency translation effects. Operating profit totaled JPY 69.5 billion (USD 577 million), a decrease of 36.5% from the same period last year, due primarily to increased SG&A expenses, including quality related expenses and unfavorable foreign currency effects, despite an increase in sales volume and model mix, and continuing cost reduction efforts.

- 2 -

Financial Services Business

Sales revenue from customers in the financial services business operations increased 16.7%, to JPY 444.5 billion (USD 3,686 million) from the same period last year due mainly to an increase in revenue from operating leases and sales of returned lease vehicles as well as favorable foreign currency translation effects. Operating profit increased 2.6% to JPY 51.4 billion (USD 427 million) from the same period last year due mainly to favorable foreign currency effects.

Power Product and Other Businesses

For the three months ended December 31, 2014 and 2015


	Unit (Thousands)
	Honda Group Unit Sales/ Consolidated Unit Sales
	Three months ended Dec. 31, 2014		Three months ended Dec. 31, 2015		Change		%
Power product business		1,138		1,177		39		3.4
Japan		83		62		- 21		- 25.3
North America		425		469		44		10.4
Europe		199		190		- 9		- 4.5
Asia		289		344		55		19.0
Other Regions		142		112		- 30		- 21.1

Note 1: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue 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 December 31, 2014 and 2015, since no affiliates and joint ventures accounted for using the equity method were involved in the sale of Honda power products.

Note 2: Aviation business activities are included in the power products and other businesses segment. Aircraft deliveries began in December 2015.

Sales revenue from sales to external customers in power product and other businesses increased 0.8%, to JPY 77.9 billion (USD 646 million) from the same period last year, due mainly to increased consolidated unit sales in power product business, despite unfavorable foreign currency translation effects. Honda reported an operating loss of JPY 7.4 billion (USD 62 million), a decline of JPY 4.7 billion (USD 39 million) from the same period last year, due mainly to an increase in operating costs and expenses in other businesses.

- 3 -

Geographical Information

With respect to Honda’s sales for the fiscal third quarter by geographic segment, in Japan, sales revenue from domestic and export sales amounted to JPY 1,032.8 billion (USD 8,563 million), an increase of 7.1% from the same period last year due mainly to increased revenue in automobile and financial service business operations. Operating profit totaled JPY 27.7 billion (USD 230 million), a decrease of 63.3% from the same period last year, due mainly to an increase in SG&A expenses, including quality related expenses.

In North America, sales revenue increased by 9.1%, to JPY 2,146.7 billion (USD 17,799 million) from the same period last year due mainly to increased revenue in automobile and financial service business operations as well as favorable foreign currency translation effects. Operating profit totaled JPY 37.9 billion (USD 314 million), a decrease of 52.6% from the same period last year due mainly to increased SG&A expenses, including quality related expenses and unfavorable foreign currency effects.

In Europe, sales revenue increased by 9.5%, to JPY 186.4 billion (USD 1,546 million) from the same period last year due mainly to increased revenue in automobile business operations, despite unfavorable foreign currency translation effects. Honda reported an operating loss of JPY 5.3 billion (USD 44 million), a decline of JPY 2.7 billion (USD 23 million) from the same period last year due mainly to an increase in SG&A expenses, including quality related expenses and unfavorable foreign currency effects, despite an increase in profit attributable to increased sales revenue and model mix.

In Asia, sales revenue increased by 4.6%, to JPY 913.8 billion (USD 7,577 million) from the same period last year mainly due to increased revenue in automobile and motorcycle business operations, despite unfavorable foreign currency translation effects. Operating profit increased by 14.5%, to JPY 88.2 billion (USD 732 million) from the same period last year due mainly to continuing cost reduction efforts, and an increase in profit attributable to increased sales revenue and model mix.

In Other regions, which includes South America, the Middle/Near East, Africa and Oceania, sales revenue decreased by 20.1%, to JPY 193.9 billion (USD 1,608 million) from the same period last year mainly due to decreased revenue in motorcycle business operations as well as unfavorable foreign currency translation effects, despite increased revenue in automobile business operations. Honda reported an operating loss of JPY 303 million (USD 3 million), a decrease of JPY 10.4 billion (USD 87 million) from the same period last year mainly due to unfavorable foreign currency effects, despite continuing cost reduction efforts and an increase in profit attributable to increased sales revenue and model mix.

- 4 -

Explanatory note:

United States dollar amounts have been translated from yen solely for the convenience of the reader at the rate of JPY 120.61=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 December 31, 2015.

- 5 -

Nine Months Results

Honda’s consolidated profit for the period attributable to owners of the parent for the fiscal nine months ended December 31, 2015 totaled JPY 437.9 billion, an increase of 2.4% from the same period last year. Earnings per share attributable to owners of the parent for the fiscal nine months amounted to JPY 243.01, an increase of JPY 5.80 from JPY 237.21 for the same period last year.

Consolidated sales revenue for the fiscal nine months amounted to JPY 10,943.2 billion, an increase of 11.3% from the same period last year, due primarily to increased revenue in automobile and financial services business operations, as well as favorable foreign currency translation effects.

Consolidated operating profit for the fiscal nine months amounted to JPY 567.2 billion, a decrease of 3.0% from the same period last year, due primarily to an increase in SG&A expenses, including quality related expenses, despite an increase in profit attributable to increased sales revenue and model mix, and continuing cost reduction efforts.

Share of profit of investments accounted for using the equity method for the fiscal nine months amounted to JPY 117.6 billion, an increase of 50.5% from the corresponding period last year.

Consolidated profit before income taxes for the fiscal nine months totaled JPY 694.1 billion, a decrease of 0.6% from the same period last year.

- 6 -

Business Segment

Motorcycle Business

For the nine months ended December 31, 2014 and 2015


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Nine months ended Dec. 31, 2014		Nine months ended Dec. 31, 2015		Change		%		Nine months ended Dec. 31, 2014		Nine months ended Dec. 31, 2015		Change		%
Motorcycle business		13,285		12,882		- 403		- 3.0		7,948		7,939		- 9		- 0.1
Japan		147		138		- 9		- 6.1		147		138		- 9		- 6.1
North America		201		219		18		9.0		201		219		18		9.0
Europe		139		147		8		5.8		139		147		8		5.8
Asia		11,613		11,390		- 223		- 1.9		6,276		6,447		171		2.7
Other Regions		1,185		988		- 197		- 16.6		1,185		988		- 197		- 16.6

With respect to Honda’s sales for the fiscal nine months by business segment, in motorcycle business operations, sales revenue from sales to external customers increased 2.7%, to JPY 1,368.1 billion from the same period last year, due mainly to increased consolidated unit sales in Asia, despite decreased consolidated unit sales in Other Regions, which includes South America. Operating profit totaled JPY 154.1 billion, an increase of 11.1% from the same period last year, due primarily to continuing cost reduction efforts and an increase in sales volume and model mix, despite unfavorable foreign currency effects.

Automobile Business

For the nine months ended December 31, 2014 and 2015


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Nine months ended Dec. 31, 2014		Nine months ended Dec. 31, 2015		Change		%		Nine months ended Dec. 31, 2014		Nine months ended Dec. 31, 2015		Change		%
Automobile business		3,298		3,514		216		6.5		2,632		2,656		24		0.9
Japan		540		466		- 74		- 13.7		498		430		- 68		- 13.7
North America		1,357		1,436		79		5.8		1,357		1,436		79		5.8
Europe		118		117		- 1		- 0.8		118		117		- 1		- 0.8
Asia		1,082		1,303		221		20.4		458		481		23		5.0
Other Regions		201		192		- 9		- 4.5		201		192		- 9		- 4.5

In automobile business operations, sales revenue from sales to external customers increased 10.9%, to JPY 7,950 billion from the same period last year due mainly to increased consolidated unit sales and favorable foreign currency translation effects. Operating profit totaled JPY 268.1 billion, a decrease of 10.0% from the same period last year, due primarily to increased SG&A expenses, including quality related expenses, despite an increase in sales volume and model mix as well as continuing cost reduction efforts.

- 7 -

Financial Services Business

Sales revenue from customers in the financial services business operations increased 25.0%, to JPY 1,380.2 billion from the same period last year due mainly to an increase in revenue from operating leases and sales of returned lease vehicles as well as favorable foreign currency translation effects. Operating profit increased 5.0% to JPY 155.8 billion from the same period last year due mainly to favorable foreign currency effects, despite increased SG&A expenses.

Power Product and Other Businesses

For the nine months ended December 31, 2014 and 2015


	Unit (Thousands)
	Honda Group Unit Sales/ Consolidated Unit Sales
	Nine months ended Dec. 31, 2014		Nine months ended Dec. 31, 2015		Change		%
Power product business		3,961		4,010		49		1.2
Japan		236		262		26		11.0
North America		1,696		1,805		109		6.4
Europe		629		595		- 34		- 5.4
Asia		1,063		1,030		- 33		- 3.1
Other Regions		337		318		- 19		- 5.6

Note 1: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates and joint ventures accounted for using the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated sales revenue 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 nine months ended December 31, 2014 and 2015, since no affiliates and joint ventures accounted for using the equity method were involved in the sale of Honda power products.

Note 2: Aviation business activities are included in the power products and other businesses segment. Aircraft deliveries began in December 2015.

Sales revenue from sales to external customers in power product and other businesses increased by 7.1% to JPY 244.7 billion from the same period last year, due mainly to favorable foreign currency translation effects. Honda reported an operating loss of JPY 10.8 billion, a decline of JPY 10.3 billion from the same period last year, due mainly to an increase in operating costs and expenses in other businesses as well as unfavorable foreign currency effects.

- 8 -

Geographical Information

With respect to Honda’s sales for the fiscal nine months by geographic segment, in Japan, sales revenue from domestic and export sales amounted to JPY 2,931.3 billion basically unchanged from the same period last year, due mainly to increased sales revenue in financial business operations, despite decreased sales revenue in automobile business operations. Operating profit totaled JPY 81.7 billion, a decrease of 59.4% from the same period last year, due mainly to a decrease in profit attributable to decreased sales revenue and model mix as well as increased SG&A expenses, including quality related expenses, despite favorable foreign currency effects.

In North America, sales revenue increased by 20.1%, to JPY 6,434.4 billion from the same period last year due mainly to increased revenue in all business operations, as well as favorable foreign currency translation effects. Operating profit totaled JPY 184.3 billion, a decrease of 2.5% from the same period last year, due mainly to increased SG&A expenses, including quality related expenses and unfavorable foreign currency effects, despite an increase in profit attributable to increased sales revenue and model mix.

In Europe, sales revenue totaled to JPY 546.2 billion basically unchanged from the same period last year due mainly to increased revenue in automobile business operations, despite unfavorable foreign currency translation effects. Honda reported an operating loss of JPY 3.1 billion, an improvement of JPY 3.3 billion from the same period last year due mainly to continuing cost reduction efforts and an increase in profit attributable to increased sales revenue and model mix, despite unfavorable foreign currency effects.

In Asia, sales revenue increased by 11.7%, to JPY 2,694.2 billion from the same period last year mainly due to increased revenue in motorcycle and automobile business operations, as well as favorable foreign currency translation effects. Operating profit increased by 30.2%, to JPY 269.8 billion from the same period last year due mainly to continuing cost reduction efforts and an increase in profit attributable to increased sales revenue and model mix, as well as favorable foreign currency effects, despite increased SG&A expenses.

In Other regions, which includes South America, the Near/Middle East, Africa and Oceania, sales revenue decreased by 10.5%, to JPY 645.1 billion from the same period last year, mainly due to decreased revenue in motorcycle business operations as well as unfavorable foreign currency translation effects, despite increased revenue in automobile business operations. Operating profit totaled JPY 11.4 billion, a decrease of 64.7% from the same period last year due mainly to increased SG&A expenses as well as unfavorable foreign currency effects, despite continuing cost reduction efforts and an increase in profit attributable to increased sales revenue and mode mix.

- 9 -

Consolidated Statements of Financial Position for the Fiscal Nine Months Ended December 31, 2015

Total assets increased by JPY 162.4 billion, to JPY 18,588.2 billion from March 31, 2015, mainly due to an increase in Cash and cash equivalents and Equipment on operating leases, despite a decrease in Receivables from financial services as well as foreign currency translation effects. Total liabilities increased by JPY 40.7 billion, to JPY 11,083.7 billion from March 31, 2015, mainly due to an increase in Financing liabilities and Provisions, despite a decrease in Trade payables and foreign currency translation effects. Total equity increased by JPY 121.7 billion, to JPY 7,504.5 billion from March 31, 2015 due mainly to increased Retained earnings attributable to increased Profit for the period, despite foreign currency translation effects.

- 10 -

Consolidated Statements of Cash Flows for the Fiscal Nine Months Ended December 31, 2015

Consolidated cash and cash equivalents on December 31, 2015 increased by JPY 161.7 billion from March 31, 2015, to JPY 1,633.4 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the same period of the previous fiscal year, are as follows:

Cash flows from operating activities

Net cash provided by operating activities amounted to JPY 958.6 billion for the fiscal nine months ended December 31, 2015. Cash inflows from operating activities increased by JPY 397.2 billion compared with the same period of the previous fiscal year due mainly to an increase in cash received from customers, despite increased payments for parts and raw materials.

Cash flows from investing activities

Net cash used in investing activities amounted to JPY 682.8 billion. Cash outflows from investing activities increased by JPY 96.3 billion compared with the same period of the previous fiscal year, due mainly to an increase in purchases of property, plant and equipment.

Cash flows from financing activities

Net cash used in financing activities amounted to JPY 48.7 billion. Cash outflows from financing activities increased by JPY 149.9 billion compared with the same period of the previous fiscal year, due mainly to an increase in repayments of financing liabilities.

- 11 -

Forecasts for the Fiscal Year Ending March 31, 2016

In regard to the forecasts of the financial results for the fiscal year ending March 31, 2016, Honda projects consolidated results to be as shown below:

Fiscal year ending March 31, 2016


	Yen (billions)		Changes from FY 2015
Sales revenue		14,550.0		+ 9.2	%
Operating profit		685.0		+ 2.1	%
Profit before income taxes		805.0		- 0.2	%
Profit for the year attributable to owners of the parent		525.0		+ 3.1	%

	Yen
Earnings per share attributable to owners of the parent
Basic and diluted		291.30

Note: The forecasts are based on the assumption that the average exchange rates for the Japanese yen to the U.S. dollar will be JPY 120 for the full year ending March 31, 2016.

The reasons for the increases or decreases in the forecasts of the operating profit, and profit before income taxes for the fiscal year ending March 31, 2016 from the previous year are as follows.


	Yen (billions)
Revenue, model mix, etc.		+ 143.3
Cost reduction, the effect of raw material cost fluctuations, etc.		+ 118.0
SG&A expenses		- 114.0
R&D expenses		- 51.0
Currency effect		- 82.0

Operating profit compared with fiscal year 2015		+ 14.3

Share of profit of investments accounted for using the equity method		+ 38.9
Finance income and finance costs		- 54.5

Profit before income taxes compared with fiscal year 2015		- 1.2

- 12 -

Dividend per Share of Common Stock

The Board of Directors of Honda Motor Co., Ltd., at its meeting held on January 29, 2016, resolved to make the quarterly dividend JPY 22 per share of common stock, the record date of which is December 31, 2015. The total expected annual dividend per share of common stock for the fiscal year ending March 31, 2016, is JPY 88 per share.

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

- 13 -

Consolidated Financial Summary

For the three months and nine months ended December 31, 2014 and 2015

Financial Highlights

Yen (millions)

Three months ended
Dec. 31, 2014

Three months ended
Dec. 31, 2015

Nine months ended
Dec. 31, 2014

Nine months ended
Dec. 31, 2015

Sales revenue

3,497,906

3,617,223

9,836,584

10,943,262

Operating profit

210,001

163,079

584,505

567,207

Profit before income taxes

264,419

200,890

698,578

694,156

Profit for the period attributable to owners of the parent

152,396

124,187

427,530

437,975

Yen

Earnings per share attributable to owners of the parent

Basic and diluted

84.56

68.91

237.21

243.01

U.S. Dollar (millions)

Three months ended
Dec. 31, 2015

Nine months ended
Dec. 31, 2015

Sales revenue

29,991

90,733

Operating profit

1,352

4,703

Profit before income taxes

1,666

5,755

Profit for the period attributable to owners of the parent

1,030

3,631

U.S. Dollar

Earnings per share attributable to owners of the parent

0.57

2.01

Basic and diluted

- 14 -

[1] Condensed Consolidated Statements of Financial Position


	Yen (millions)
	Mar. 31, 2015			Dec. 31, 2015
Assets
Current assets:
Cash and cash equivalents		1,471,730			1,633,453
Trade receivables		820,681			699,727
Receivables from financial services		2,098,951			1,978,602
Other financial assets		92,708			149,298
Inventories		1,498,312			1,396,478
Other current assets		313,758			391,771

Total current assets		6,296,140			6,249,329

Non-current assets:
Investments accounted for using the equity method		614,975			621,277
Receivables from financial services		3,584,654			3,327,095
Other financial assets		350,579			361,223
Equipment on operating leases		3,335,367			3,741,841
Property, plant and equipment		3,189,511			3,185,734
Intangible assets		759,535			814,997
Deferred tax assets		138,069			125,009
Other non-current assets		157,007			161,740

Total non-current assets		12,129,697			12,338,916

Total assets		18,425,837			18,588,245

Liabilities and Equity
Current liabilities:
Trade payables		1,157,738			987,905
Financing liabilities		2,833,563			2,938,445
Accrued expenses		377,372			338,058
Other financial liabilities		109,715			83,387
Income taxes payable		53,654			44,042
Provisions		294,281			404,734
Other current liabilities		474,731			447,978

Total current liabilities		5,301,054			5,244,549

Non-current liabilities:
Financing liabilities		3,926,276			3,909,390
Other financial liabilities		61,147			55,069
Retirement benefit liabilities		592,724			591,381
Provisions		182,661			169,029
Deferred tax liabilities		744,410			879,589
Other non-current liabilities		234,744			234,714

Total non-current liabilities		5,741,962			5,839,172

Total liabilities		11,043,016			11,083,721

Equity:
Common stock		86,067			86,067
Capital surplus		171,118			171,118
Treasury stock		(26,165	)		(26,176	)
Retained earnings		6,083,573			6,402,345
Other components of equity		794,034			603,944

Equity attributable to owners of the parent		7,108,627			7,237,298
Non-controlling interests		274,194			267,226

Total equity		7,382,821			7,504,524

Total liabilities and equity		18,425,837			18,588,245

- 15 -

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

Condensed Consolidated Statements of Income

For the three months ended December 31, 2014 and 2015


	Yen (millions)
	Three months ended Dec. 31, 2014			Three months ended Dec. 31, 2015
Sales revenue		3,497,906			3,617,223
Operating costs and expenses:
Cost of sales		(2,684,121	)		(2,789,606	)
Selling, general and administrative		(454,464	)		(497,167	)
Research and development		(149,320	)		(167,371	)

Total operating costs and expenses		(3,287,905	)		(3,454,144	)

Operating profit		210,001			163,079

Share of profit of investments accounted for using the equity method		36,781			45,097
Finance income and finance costs:
Interest income		7,252			7,218
Interest expense		(5,106	)		(4,406	)
Other, net		15,491			(10,098	)

Total finance income and finance costs		17,637			(7,286	)

Profit before income taxes		264,419			200,890
Income tax expense		(95,869	)		(61,769	)

Profit for the period		168,550			139,121

Profit for the period attributable to:
Owners of the parent		152,396			124,187
Non-controlling interests		16,154			14,934

	Yen
Earnings per share attributable to owners of the parent
Basic and diluted		84.56			68.91

- 16 -

Condensed Consolidated Statements of Comprehensive Income

For the three months ended December 31, 2014 and 2015


	Yen (millions)
	Three months ended Dec. 31, 2014			Three months ended Dec. 31, 2015
Profit for the period		168,550			139,121
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans		429			—
Net changes in revaluation of financial assets measured at fair value through other comprehensive income		6,258			10,325
Share of other comprehensive income of investments accounted for using the equity method		(1,201	)		1,874
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations		369,181			13,508
Share of other comprehensive income of investments accounted for using the equity method		30,099			(10,048	)

Total other comprehensive income, net of tax		404,766			15,659

Comprehensive income for the period		573,316			154,780

Comprehensive income for the period attributable to:
Owners of the parent		539,949			137,541
Non-controlling interests		33,367			17,239

- 17 -

Condensed Consolidated Statements of Income

For the nine months ended December 31, 2014 and 2015


	Yen (millions)
	Nine months ended Dec. 31, 2014			Nine months ended Dec. 31, 2015
Sales revenue		9,836,584			10,943,262
Operating costs and expenses:
Cost of sales		(7,626,209	)		(8,503,957	)
Selling, general and administrative		(1,185,041	)		(1,410,722	)
Research and development		(440,829	)		(461,376	)

Total operating costs and expenses		(9,252,079	)		(10,376,055	)

Operating profit		584,505			567,207

Share of profit of investments accounted for using the equity method		78,143			117,611
Finance income and finance costs:
Interest income		19,629			21,312
Interest expense		(14,664	)		(13,538	)
Other, net		30,965			1,564

Total finance income and finance costs		35,930			9,338

Profit before income taxes		698,578			694,156
Income tax expense		(230,815	)		(208,818	)

Profit for the period		467,763			485,338

Profit for the period attributable to:
Owners of the parent		427,530			437,975
Non-controlling interests		40,233			47,363

	Yen
Earnings per share attributable to owners of the parent
Basic and diluted		237.21			243.01

- 18 -

Condensed Consolidated Statements of Comprehensive Income

For the nine months ended December 31, 2014 and 2015


	Yen (millions)
	Nine months ended Dec. 31, 2014			Nine months ended Dec. 31, 2015
Profit for the period		467,763			485,338
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans		(6,162	)		—
Net changes in revaluation of financial assets measured at fair value through other comprehensive income		17,211			(2,303	)
Share of other comprehensive income of investments accounted for using the equity method		(146	)		(319	)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations		590,258			(185,534	)
Share of other comprehensive income of investments accounted for using the equity method		48,598			(18,452	)

Total other comprehensive income, net of tax		649,759			(206,608	)

Comprehensive income for the period		1,117,522			278,730

Comprehensive income for the period attributable to:
Owners of the parent		1,049,833			247,632
Non-controlling interests		67,689			31,098

- 19 -

[3] Condensed Consolidated Statements of Changes in Equity

As of and for the nine months ended December 31, 2014


	Yen (millions)
	Equity attributable to owners of the parent
	Common stock		Capital surplus		Treasury stock			Retained earnings			Other components of equity			Total			Non-controlling interests			Total equity
Balance as of April 1, 2014		86,067		171,117		(26,149	)		5,831,140			273,359			6,335,534			223,394			6,558,928

Comprehensive income for the period
Profit for the period									427,530						427,530			40,233			467,763
Other comprehensive income, net of tax												622,303			622,303			27,456			649,759

Total comprehensive income for the period									427,530			622,303			1,049,833			67,689			1,117,522
Reclassification to retained earnings									(4,094	)		4,094			—						—
Transactions with owners and other
Dividends paid									(118,951	)					(118,951	)		(21,323	)		(140,274	)
Purchases of treasury stock						(11	)								(11	)					(11	)
Disposal of treasury stock						1									1						1
Equity transactions and others																		(2,924	)		(2,924	)

Total transactions with owners and other						(10	)		(118,951	)					(118,961	)		(24,247	)		(143,208	)

Balance as of December 31, 2014		86,067		171,117		(26,159	)		6,135,625			899,756			7,266,406			266,836			7,533,242


As of and for the nine months ended December 31, 2015

	Yen (millions)
	Equity attributable to owners of the parent
	Common stock		Capital surplus		Treasury stock			Retained earnings			Other components of equity			Total			Non-controlling interests			Total equity
Balance as of April 1, 2015		86,067		171,118		(26,165	)		6,083,573			794,034			7,108,627			274,194			7,382,821

Comprehensive income for the period
Profit for the period									437,975						437,975			47,363			485,338
Other comprehensive income, net of tax												(190,343	)		(190,343	)		(16,265	)		(206,608	)

Total comprehensive income for the period									437,975			(190,343	)		247,632			31,098			278,730
Reclassification to retained earnings									(253	)		253			—						—
Transactions with owners and other
Dividends paid									(118,950	)					(118,950	)		(35,251	)		(154,201	)
Purchases of treasury stock						(11	)								(11	)					(11	)
Disposal of treasury stock
Equity transactions and others																		(2,815	)		(2,815	)

Total transactions with owners and other						(11	)		(118,950	)					(118,961	)		(38,066	)		(157,027	)

Balance as of December 31, 2015		86,067		171,118		(26,176	)		6,402,345			603,944			7,237,298			267,226			7,504,524

- 20 -

[4] Consolidated Statements of Cash Flows


	Yen (millions)
	Nine months ended Dec. 31, 2014			Nine months ended Dec. 31, 2015
Cash flows from operating activities:
Profit before income taxes		698,578			694,156
Depreciation, amortization and impairment losses excluding equipment on operating leases		455,635			493,836
Share of profit of investments accounted for using the equity method		(78,143	)		(117,611	)
Finance income and finance costs, net		(28,145	)		(10,947	)
Interest income and interest costs from financial services, net		(131,071	)		(120,419	)
Changes in assets and liabilities
Trade receivables		59,925			60,095
Inventories		(23,943	)		51,020
Trade payables		(103,373	)		(51,047	)
Accrued expenses		(40,384	)		(34,993	)
Provisions and retirement benefit liabilities		21,807			105,749
Receivables from financial services		160,921			328,043
Equipment on operating leases		(401,199	)		(424,387	)
Other assets and liabilities		(32,045	)		(61,480	)
Other, net		(10,405	)		1,368
Dividends received		76,889			61,433
Interest received		176,507			178,208
Interest paid		(65,488	)		(71,223	)
Income taxes paid, net of refunds		(174,707	)		(123,146	)

Net cash provided by operating activities		561,359			958,655
Cash flows from investing activities:
Payments for additions to property, plant and equipment		(455,970	)		(485,311	)
Payments for additions to and internally developed intangible assets		(160,779	)		(177,354	)
Proceeds from sales of property, plant and equipment and intangible assets		27,222			19,984
Payments for acquisitions of investments accounted for using the equity method		(1,561	)		—
Payments for acquisitions of other financial assets		(73,104	)		(129,871	)
Proceeds from sales and redemptions of other financial assets		77,352			91,664
Other, net		328			(1,977	)

Net cash used in investing activities		(586,512	)		(682,865	)
Cash flows from financing activities:
Proceeds from short-term financing liabilities		6,437,390			6,180,654
Repayments of short-term financing liabilities		(6,243,085	)		(6,454,410	)
Proceeds from long-term financing liabilities		1,072,964			1,413,771
Repayments of long-term financing liabilities		(990,799	)		(1,001,637	)
Dividends paid to owners of the parent		(118,951	)		(118,950	)
Dividends paid to non-controlling interests		(20,593	)		(33,044	)
Purchases and sales of treasury stock, net		(10	)		(11	)
Other, net		(35,807	)		(35,168	)

Net cash provided by financing activities		101,109			(48,795	)
Effect of exchange rate changes on cash and cash equivalents		114,617			(65,272	)

Net change in cash and cash equivalents		190,573			161,723
Cash and cash equivalents at beginning of year		1,193,584			1,471,730

Cash and cash equivalents at end of period		1,384,157			1,633,453

- 21 -

[5] Assumptions for Going Concern

None

- 22 -

[6] Segment Information

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

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

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

Power Product and 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

For the three months ended December 31, 2014


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product and Other Businesses			Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		472,783		2,566,652		381,096		77,375			3,497,906		—			3,497,906
Intersegment		—		43,090		4,370		8,205			55,665		(55,665	)		—

Total		472,783		2,609,742		385,466		85,580			3,553,571		(55,665	)		3,497,906

Segment profit (loss)		53,024		109,588		50,170		(2,781	)		210,001		—			210,001

For the three months ended December 31, 2015

Yen (millions)

Motorcycle
Business

Automobile
Business

Financial
Services
Business

Power Product
and Other
Businesses

Segment
Total

Reconciling
Items

Consolidated

Sales revenue:

External customers

442,182

2,652,491

444,590

77,960

3,617,223

—

3,617,223

Intersegment

—

32,065

3,232

4,097

39,394

(39,394

)

—

Total

442,182

2,684,556

447,822

82,057

3,656,617

(39,394

)

3,617,223

Segment profit (loss)

49,507

69,577

51,494

(7,499

)

163,079

—

163,079

- 23 -

As of and for the nine months ended December 31, 2014


	Yen (millions)
	Motorcycle Business		Automobile Business		Financial Services Business		Power Product and Other Businesses			Segment Total		Reconciling Items			Consolidated
Sales revenue:
External customers		1,332,035		7,171,380		1,104,558		228,611			9,836,584		—			9,836,584
Intersegment		—		101,557		9,872		19,127			130,556		(130,556	)		—

Total		1,332,035		7,272,937		1,114,430		247,738			9,967,140		(130,556	)		9,836,584

Segment profit (loss)		138,781		297,822		148,395		(493	)		584,505		—			584,505

Segment assets		1,510,495		7,451,797		9,464,294		361,133			18,787,719		(426,148	)		18,361,571
Depreciation and amortization		52,203		389,664		345,888		8,925			796,680		—			796,680
Capital expenditures		52,467		543,981		1,213,624		9,140			1,819,212		—			1,819,212

As of and for the nine months ended December 31, 2015

Yen (millions)

Motorcycle
Business

Automobile
Business

Financial
Services
Business

Power Product
and Other
Businesses

Segment
Total

Reconciling
Items

Consolidated

Sales revenue:

External customers

1,368,176

7,950,031

1,380,268

244,787

10,943,262

—

10,943,262

Intersegment

—

96,151

9,600

13,766

119,517

(119,517

)

—

Total

1,368,176

8,046,182

1,389,868

258,553

11,062,779

(119,517

)

10,943,262

Segment profit (loss)

154,145

268,104

155,803

(10,845

)

567,207

—

567,207

Segment assets

1,387,628

7,520,141

9,431,907

356,017

18,695,693

(107,448

)

18,588,245

Depreciation and amortization

55,122

421,891

460,640

10,157

947,810

—

947,810

Capital expenditures

49,681

581,905

1,474,286

12,284

2,118,156

—

2,118,156

Explanatory notes:

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

Unallocated corporate assets, included in reconciling items, amounted to JPY 298,348 million as of December 31, 2014 and JPY 402,463 million as of December 31, 2015 respectively, which consist primarily of cash and cash equivalents and financial assets measured at fair value through other comprehensive income.

- 24 -

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

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

For the three months ended December 31, 2014


	Yen (millions)
	Japan		North America		Europe			Asia		Other Regions			Total		Reconciling Items			Consolidated
Sales revenue:
External customers		507,713		1,887,050		151,309			709,919		241,915			3,497,906		—			3,497,906
Inter-geographic areas		456,393		80,724		19,025			163,493		906			720,541		(720,541	)		—

Total		964,106		1,967,774		170,334			873,412		242,821			4,218,447		(720,541	)		3,497,906

Operating profit (loss)		75,724		79,919		(2,533	)		77,088		10,168			240,366		(30,365	)		210,001


For the three months ended December 31, 2015

	Yen (millions)
	Japan		North America		Europe			Asia		Other Regions			Total		Reconciling Items			Consolidated
Sales revenue:
External customers		474,543		2,028,572		161,236			759,658		193,214			3,617,223		—			3,617,223
Inter-geographic areas		558,258		118,133		25,257			154,205		772			856,625		(856,625	)		—

Total		1,032,801		2,146,705		186,493			913,863		193,986			4,473,848		(856,625	)		3,617,223

Operating profit (loss)		27,795		37,905		(5,306	)		88,234		(303	)		148,325		14,754			163,079

- 25 -

As of and for the nine months ended December 31, 2014


	Yen (millions)
	Japan		North America		Europe			Asia		Other Regions		Total		Reconciling Items			Consolidated
Sales revenue:
External customers		1,557,230		5,101,235		488,551			1,971,780		717,788		9,836,584		—			9,836,584
Inter-geographic areas		1,358,957		255,397		54,713			440,295		2,729		2,112,091		(2,112,091	)		—

Total		2,916,187		5,356,632		543,264			2,412,075		720,517		11,948,675		(2,112,091	)		9,836,584

Operating profit (loss)		201,586		189,174		(6,478	)		207,181		32,377		623,840		(39,335	)		584,505

Assets		4,080,580		10,547,552		654,797			2,496,126		770,164		18,549,219		(187,648	)		18,361,571
Non-current assets other than financial instruments and deferred tax assets		2,178,112		4,012,316		136,770			727,961		219,536		7,274,695		—			7,274,695

As of and for the nine months ended December 31, 2015

	Yen (millions)
	Japan		North America		Europe			Asia		Other Regions		Total		Reconciling Items			Consolidated
Sales revenue:
External customers		1,463,373		6,133,622		479,375			2,224,302		642,590		10,943,262		—			10,943,262
Inter-geographic areas		1,467,982		300,851		66,868			469,948		2,582		2,308,231		(2,308,231	)		—

Total		2,931,355		6,434,473		546,243			2,694,250		645,172		13,251,493		(2,308,231	)		10,943,262

Operating profit (loss)		81,766		184,394		(3,127	)		269,807		11,414		544,254		22,953			567,207

Assets		4,259,603		10,690,637		642,390			2,505,803		596,279		18,694,712		(106,467	)		18,588,245
Non-current assets other than financial instruments and deferred tax assets		2,353,689		4,522,481		111,624			741,779		174,739		7,904,312		—			7,904,312

Explanatory notes:

1.	Major countries or regions in each geographic area:


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

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

- 26 -

[7] Other

1. Loss related to airbag inflators

Honda provides warranty programs with regard to the product recalls and SIC (Safety Improvement Campaign) related to airbag inflators. Honda recognizes a provision for specific warranty costs when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. There is a possibility that Honda will need to recognize additional provisions when new evidence related to product recalls arise, however, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report.

In North America, various class actions related to the above mentioned product recalls and SIC have been filed against Honda since October 2014. The plaintiffs have claimed for properly functioning airbag inflators, compensation of economic losses including for incurred costs and the decline in the value of vehicles, as well as punitive damages. Most of the cases in the United States were transferred to the United States District Court for the Southern District of Florida and consolidated into a multi-district litigation.

Regarding the above matter, Honda did not recognize a provision for loss contingencies because the conditions for a provision have not been met as of the date of this report. Also, it is not possible for Honda to reasonably estimate the amount and timing of potential future losses as of the date of this report because there is uncertainty regarding the period when these lawsuits will be concluded.

2. Transfer pricing tax refund

In May 2015, the lawsuit related to transfer pricing involving the Company’s foreign transactions with certain Brazilian subsidiaries was concluded, and it was ruled that the Company shall receive a tax refund plus interest in Japan. As a result, income tax expense decreased by JPY 19,145 million for the nine months ended December 31, 2015.

3. Impairment loss on investments accounted for using the equity method

For the nine months ended December 31, 2014, the Company recognized impairment losses of JPY 18,979 million on certain investments accounted for using the equity method because there is objective evidence of impairment from declines in quoted market values. The impairment losses are included in share of profit of investments accounted for using the equity method in the condensed consolidated statement of income. For the nine months ended December 31, 2015, the Company did not recognize any significant impairment losses.

- 27 -

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