Edgar Filing: NOMURA HOLDINGS INC

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

Form 6-K

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

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

the Securities Exchange Act of 1934

Commission File Number: 1-15270

For the month of May 2014

NOMURA HOLDINGS, INC.

(Translation of registrant’s name into English)

9-1, Nihonbashi 1-chome

Chuo-ku, Tokyo 103-8645

Japan

(Address of principal executive offices)

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

Form 20-F X Form 40-F

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

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

Information furnished on this form:

EXHIBIT


Exhibit Number

1.		Nomura Announces Correction to Financial Statements

The registrant hereby incorporates Exhibit 1 to this report on Form 6-K by reference in the prospectus that is part of Registration Statement on Form F-3 (Registration No. 333-191250) of the registrant and Nomura America Finance, LLC, filed with the Securities and Exchange Commission (the “SEC”) on September 19, 2013.

EXPLANATORY NOTE: The registrant furnished to the SEC a report on Form 6-K on July 26, 2013 and a report on Form 6-K/A on May 30, 2014, amending the report on Form 6-K furnished on July 26, 2013. The registrant is furnishing this Form 6-K in order to show the amendments to certain data for the three months ended June 30, 2013 and certain quarterly comparatives data shown in Exhibit 1 “Financial Summary – Three months ended June 30, 2013”, furnished on Form 6-K on July 26, 2013, as reflected in Exhibit 1 to the report on Form 6-K/A furnished on May 30, 2014 and shown in Exhibit 1 to this report. Such amendments to certain data have been made to correct a mistake in the calculation of the number of shares of Nomura Holdings, Inc. common stock held as treasury stock.

SIGNATURES

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

LOGO

Nomura Announces Correction to Financial Statements

Tokyo, May 30, 2014—Nomura Holdings, Inc. today announced corrections to the document issued on July 26, 2013, titled “Financial Highlights — Three months ended June 2013” as underlined below. The impact of the corrections on Nomura’s consolidated financial results is negligible.

Corrections

1.	Consolidated operating results for the three months ended June 30, 2013

2.	Quarterly Consolidated Financial Statements

(1)

Consolidated Balance Sheets (UNAUDITED) (Page 6 and 7)

(6)

Significant Changes in Equity (UNAUDITED) (Page 11)

Details of the corrections are underlined in the attachment below.

Attachment

1. Consolidated Operating Results

Original

(2) Financial Position


	At March 31			At June 30
	2013			2013
	(Millions of yen, except per share data)
Total assets		37,942,439			41,954,813
Total equity		2,318,983			2,394,869
Total NHI shareholders’ equity		2,294,371			2,369,007
Total NHI shareholders’ equity as a percentage of total assets		6.0	%		5.6	%
Total NHI shareholders’ equity per share (Yen)		618.27			639.99

Notes

(4) Number of shares issued (common stock)


	At March 31		At June 30
	2013		2013
Number of shares outstanding (including treasury stock)		3,822,562,601		3,822,562,601
Number of treasury stock		111,602,349		120,949,330

	For the three months ended June 30
	2012		2013
Average number of shares outstanding (year-to-date)		3,674,586,163		3,705,893,380

Corrected

(2) Financial Position


	At March 31			At June 30
	2013			2013
	(Millions of yen, except per share data)
Total assets		37,942,439			41,954,802
Total equity		2,318,983			2,394,858
Total NHI shareholders’ equity		2,294,371			2,368,996
Total NHI shareholders’ equity as a percentage of total assets		6.0	%		5.6	%
Total NHI shareholders’ equity per share (Yen)		618.27			639.99

Notes

(4) Number of shares issued (common stock)


	At March 31		At June 30
	2013		2013
Number of shares outstanding (including treasury stock)		3,822,562,601		3,822,562,601
Number of treasury stock		111,602,349		120,965,230

	For the three months ended June 30
	2012		2013
Average number of shares outstanding (year-to-date)		3,674,586,163		3,705,889,405

2. Quarterly Consolidated Financial Statements

(1) Consolidated Balance Sheets (UNAUDITED) (Page 6 and 7)

Original


	Millions of yen
	March 31, 2013			June 30, 2013			Increase/ (Decrease)
ASSETS
Cash and cash deposits:
Cash and cash equivalents		805,087			1,201,766			396,679
Time deposits		577,921			642,909			64,988
Deposits with stock exchanges and other segregated cash		269,744			331,753			62,009

Total cash and cash deposits		1,652,752			2,176,428			523,676

Loans and receivables:
Loans receivable		1,575,494			1,338,404			(237,090	)
Receivables from customers		63,792			59,771			(4,021	)
Receivables from other than customers		992,847			807,501			(185,346	)
Allowance for doubtful accounts		(2,258	)		(3,445	)		(1,187	)

Total loans and receivables		2,629,875			2,202,231			(427,644	)

Collateralized agreements:
Securities purchased under agreements to resell		8,295,372			10,120,178			1,824,806
Securities borrowed		5,819,885			6,609,875			789,990

Total collateralized agreements		14,115,257			16,730,053			2,614,796

Trading assets and private equity investments:
Trading assets*		17,037,191			18,107,486			1,070,295
Private equity investments		87,158			88,444			1,286

Total trading assets and private equity investments		17,124,349			18,195,930			1,071,581

Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation and amortization of ¥355,831 million as of March 31, 2013 and ¥366,580 million as of June 30, 2013)		428,241			434,256			6,015
Non-trading debt securities*		920,611			1,074,987			154,376
Investments in equity securities*		123,490			130,679			7,189
Investments in and advances to affiliated companies*		345,705			352,847			7,142
Other		602,159			657,402			55,243

Total other assets		2,420,206			2,650,171			229,965

Total assets		37,942,439			41,954,813			4,012,374

*	Including securities pledged as collateral


			Millions of yen
			March 31, 2013			June 30, 2013			Increase/ (Decrease)
LIABILITIES AND EQUITY
Short-term borrowings				738,445			973,036			234,591
Payables and deposits:
Payables to customers				476,705			630,631			153,926
Payables to other than customers				864,962			1,487,597			622,635
Deposits received at banks				1,072,134			1,275,199			203,065

Total payables and deposits				2,413,801			3,393,427			979,626

Collateralized financing:
Securities sold under agreements to repurchase				12,444,317			13,725,503			1,281,186
Securities loaned				2,158,559			2,340,133			181,574
Other secured borrowings				806,507			842,258			35,751

Total collateralized financing				15,409,383			16,907,894			1,498,511

Trading liabilities				8,491,296			9,670,942			1,179,646
Other liabilities				978,163			919,705			(58,458	)
Long-term borrowings				7,592,368			7,694,940			102,572

Total liabilities				35,623,456			39,559,944			3,936,488

Equity
NHI shareholders’ equity:
Common stock
Authorized Issued	- -	6,000,000,000 shares 3,822,562,601 shares as of March 31, 2013 and 3,822,562,601 shares as of June 30, 2013
Outstanding	-	3,710,960,252 shares as of March 31, 2013 and 3,701,613,271 shares as of June 30, 2013		594,493			594,493			—
Additional paid-in capital				691,264			680,857			(10,407	)
Retained earnings				1,136,523			1,202,417			65,894
Accumulated other comprehensive income (loss)				(57,395	)		(25,810	)		31,585

Total NHI shareholders’ equity before treasury stock				2,364,885			2,451,957			87,072
Common stock held in treasury, at cost -
		111,602,349 shares as of March 31, 2013 and 120,949,330 shares as of June 30, 2013		(70,514	)		(82,950	)		(12,436	)

Total NHI shareholders’ equity				2,294,371			2,369,007			74,636

Noncontrolling interests				24,612			25,862			1,250

Total equity				2,318,983			2,394,869			75,886

Total liabilities and equity				37,942,439			41,954,813			4,012,374

Corrected


	Millions of yen
	March 31, 2013			June 30, 2013			Increase/ (Decrease)
ASSETS
Cash and cash deposits:
Cash and cash equivalents		805,087			1,201,766			396,679
Time deposits		577,921			642,909			64,988
Deposits with stock exchanges and other segregated cash		269,744			331,753			62,009

Total cash and cash deposits		1,652,752			2,176,428			523,676

Loans and receivables:
Loans receivable		1,575,494			1,338,404			(237,090	)
Receivables from customers		63,792			59,771			(4,021	)
Receivables from other than customers		992,847			807,501			(185,346	)
Allowance for doubtful accounts		(2,258	)		(3,445	)		(1,187	)

Total loans and receivables		2,629,875			2,202,231			(427,644	)

Collateralized agreements:
Securities purchased under agreements to resell		8,295,372			10,120,178			1,824,806
Securities borrowed		5,819,885			6,609,875			789,990

Total collateralized agreements		14,115,257			16,730,053			2,614,796

Trading assets and private equity investments:
Trading assets*		17,037,191			18,107,475			1,070,284
Private equity investments		87,158			88,444			1,286

Total trading assets and private equity investments		17,124,349			18,195,919			1,071,570

Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation and amortization of ¥355,831 million as of March 31, 2013 and ¥366,580 million as of June 30, 2013)		428,241			434,256			6,015
Non-trading debt securities*		920,611			1,074,987			154,376
Investments in equity securities*		123,490			130,679			7,189
Investments in and advances to affiliated companies*		345,705			352,847			7,142
Other		602,159			657,402			55,243

Total other assets		2,420,206			2,650,171			229,965

Total assets		37,942,439			41,954,802			4,012,363

*	Including securities pledged as collateral


			Millions of yen
			March 31, 2013			June 30, 2013			Increase/ (Decrease)
LIABILITIES AND EQUITY
Short-term borrowings				738,445			973,036			234,591
Payables and deposits:
Payables to customers				476,705			630,631			153,926
Payables to other than customers				864,962			1,487,597			622,635
Deposits received at banks				1,072,134			1,275,199			203,065

Total payables and deposits				2,413,801			3,393,427			979,626

Collateralized financing:
Securities sold under agreements to repurchase				12,444,317			13,725,503			1,281,186
Securities loaned				2,158,559			2,340,133			181,574
Other secured borrowings				806,507			842,258			35,751

Total collateralized financing				15,409,383			16,907,894			1,498,511

Trading liabilities				8,491,296			9,670,942			1,179,646
Other liabilities				978,163			919,705			(58,458	)
Long-term borrowings				7,592,368			7,694,940			102,572

Total liabilities				35,623,456			39,559,944			3,936,488

Equity
NHI shareholders’ equity:
Common stock
Authorized	-	6,000,000,000 shares
Issued	-	3,822,562,601 shares as of March 31, 2013 and 3,822,562,601 shares as of June 30, 2013
Outstanding	-	3,710,960,252 shares as of March 31, 2013 and 3,701,597,371 shares as of June 30, 2013		594,493			594,493			—
Additional paid-in capital				691,264			680,857			(10,407	)
Retained earnings				1,136,523			1,202,417			65,894
Accumulated other comprehensive income (loss)				(57,395	)		(25,810	)		31,585

Total NHI shareholders’ equity before treasury stock				2,364,885			2,451,957			87,072
Common stock held in treasury, at cost -
		111,602,349 shares as of March 31, 2013 and 120,965,230 shares as of June 30, 2013		(70,514	)		(82,961	)		(12,447	)

Total NHI shareholders’ equity				2,294,371			2,368,996			74,625

Noncontrolling interests				24,612			25,862			1,250

Total equity				2,318,983			2,394,858			75,875

Total liabilities and equity				37,942,439			41,954,802			4,012,363

(6) Significant Changes in Equity (UNAUDITED) (Page 11)

Original


	Millions of yen
	For the three months ended June 30, 2013
Common stock
Balance at beginning of year		594,493

Balance at end of period		594,493

Additional paid-in capital
Balance at beginning of year		691,264
Gain (loss) on sales of treasury stock		(4,315	)
Issuance and exercise of common stock options		(6,092	)

Balance at end of period		680,857

Retained earnings
Balance at beginning of year		1,136,523
Net income attributable to NHI shareholders		65,894

Balance at end of period		1,202,417

Accumulated other comprehensive income (loss) Cumulative translation adjustments
Balance at beginning of year		(38,875	)
Net change during the period		32,343

Balance at end of period		(6,532	)

Defined benefit pension plans
Balance at beginning of year		(28,518	)
Pension liability adjustment		1,024

Balance at end of period		(27,494	)

Non-trading securities
Balance at beginning of year		9,998
Net unrealized gain (loss) on non-trading securities		(1,782	)

Balance at end of period		8,216

Balance at end of year		(25,810	)

Common stock held in treasury
Balance at beginning of year		(70,514	)
Repurchases of common stock		(32,476	)
Sale of common stock		0
Common stock issued to employees		19,373
Other net change in treasury stock		667

Balance at end of period		(82,950	)

Total NHI shareholders’ equity

Balance at end of period		2,369,007

Noncontrolling interests
Balance at beginning of year		24,612
Net change during the period		1,250

Balance at end of period		25,862

Total equity

Balance at end of period		2,394,869

Corrected


	Millions of yen
	For the three months ended June 30, 2013
Common stock
Balance at beginning of year		594,493

Balance at end of period		594,493

Additional paid-in capital
Balance at beginning of year		691,264
Gain (loss) on sales of treasury stock		(4,315	)
Issuance and exercise of common stock options		(6,092	)

Balance at end of period		680,857

Retained earnings
Balance at beginning of year		1,136,523
Net income attributable to NHI shareholders		65,894

Balance at end of period		1,202,417

Accumulated other comprehensive income (loss) Cumulative translation adjustments
Balance at beginning of year		(38,875	)
Net change during the period		32,343

Balance at end of period		(6,532	)

Defined benefit pension plans
Balance at beginning of year		(28,518	)
Pension liability adjustment		1,024

Balance at end of period		(27,494	)

Non-trading securities
Balance at beginning of year		9,998
Net unrealized gain (loss) on non-trading securities		(1,782	)

Balance at end of period		8,216

Balance at end of year		(25,810	)

Common stock held in treasury
Balance at beginning of year		(70,514	)
Repurchases of common stock		(32,487	)
Sale of common stock		0
Common stock issued to employees		19,373
Other net change in treasury stock		667

Balance at end of period		(82,961	)

Total NHI shareholders’ equity

Balance at end of period		2,368,996

Noncontrolling interests
Balance at beginning of year		24,612
Net change during the period		1,250

Balance at end of period		25,862

Total equity

Balance at end of period		2,394,858


		ends
		ends

For further information please contact:


Name	Company	Telephone
Joey Wu	Nomura Holdings, Inc.	81-3-3278-0591
Keiko Sugai	Group Corporate Communications Dept.

Nomura

Nomura is an Asia-based financial services group with an integrated global network spanning over 30 countries. By connecting markets East & West, Nomura services the needs of individuals, institutions, corporates and governments through its three business divisions: Retail, Asset Management, and Wholesale (Global Markets and Investment Banking). Founded in 1925, the firm is built on a tradition of disciplined entrepreneurship, serving clients with creative solutions and considered thought leadership. For further information about Nomura, visit www.nomura.com.

NOMURA HOLDINGS, INC.

Date: May 30, 2014

/s/ Hajime Ikeda

Hajime Ikeda

Managing Director