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Nomura Holdings 6-K 2012 Table of Contents
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 July 2012 NOMURA HOLDINGS, INC. (Translation of registrants 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):
Table of ContentsInformation furnished on this form: EXHIBIT
The registrant hereby incorporates Exhibit 1 to this report on Form 6-K by reference in the prospectus that is part of Registration Statement on Form F-3 (Registration No. 333-169682) of the registrant and Nomura America Finance, LLC, filed with the Securities and Exchange Commission on September 30, 2010.
Table of ContentsSIGNATURES 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.
Table of ContentsFinancial Summary For the Three Months Ended June 30, 2012 (U.S. GAAP)
1. Consolidated Operating Results (1) Operating Results
Note: Return on shareholders equity is a ratio of Net income attributable to NHI shareholders to Total NHI shareholders equity. (2) Financial Position
2. Cash dividends
Table of ContentsNotes (1) Changes in significant subsidiaries during the period: None (Changes in Specified Subsidiaries accompanying changes in scope of consolidation.) (2) Adoption of the simplified and particular accounting treatments: None (3) Changes in accounting policies
(4) Number of shares issued (common stock)
* Quarterly review The review process of the quarterly consolidated financial statements for this period has not been completed by the external auditors at the point of disclosing this financial summary. As a result of such review, certain of the information set forth herein could be subject to revision, possibly material, in the quarterly securities report for the period ended June 30, 2012, an English translation of which the registrant plans to furnish on Form 6-K in due course.
Table of ContentsTable of Contents for the Accompanying Materials
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U.S. GAAP
Nomura Holdings, Inc. and its consolidated entities (collectively, Nomura) reported Net revenue of 369.3 billion yen for the three months ended June 30, 2012, an increase of 11.8% from the same period in the prior year. Non-interest expenses increased by 18.1% from the same period in the prior year to 349.6 billion yen. Income before income taxes was 19.7 billion yen and Net income attributable to NHI shareholders was 1.9 billion yen for the three months ended June 30, 2012. Segment Information
In business segment totals, which exclude unrealized gain (loss) on investments in equity securities held for operating purposes, Net revenue for the three months ended June 30, 2012 was 375.6 billion yen, an increase of 13.2% from the same period in the prior year. Non-interest expenses increased by 18.1% from the same period in the prior year to 349.6 billion yen. Income before income taxes was 26.0 billion yen for the three months ended June 30, 2012. Please refer to page 10 for further details of the differences between U.S. GAAP and business segment amounts.
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Table of Contents<Business Segment Results> Operating Results of Retail
Net revenue decreased by 12.2% from the same period in the prior year to 82.7 billion yen, due primarily to decreasing commissions for distribution of investment trusts and brokerage commissions. Non-interest expenses decreased by 2.3% to 70.5 billion yen. As a result, Income before income taxes decreased by 44.6% to 12.2 billion yen. Operating Results of Asset Management
Net revenue decreased by 12.9% from the same period in the prior year to 16.4 billion yen. Non-interest expenses decreased by 3.1% to 11.0 billion yen. As a result, Income before income taxes decreased by 27.9% to 5.4 billion yen. Assets under management were 23.3 trillion yen at the end of June 2012.
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Table of ContentsOperating Results of Wholesale
Note: Certain prior period amounts have been reclassified, in accordance with the realignment in April 2012. Net revenue decreased by 12.9% from the same period in the prior year to 121.9 billion yen, due primarily to decreasing net gain on trading. Non-interest expenses decreased by 16.3% to 130.4 billion yen. As a result, Loss before income taxes was 8.6 billion yen. Other Operating Results
Note: Certain prior period amounts have been reclassified, in accordance with the realignment in April 2012. Net revenue was 154.6 billion yen. Income before income taxes was 17.0 billion yen.
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Total assets as of June 30, 2012, were 35.3 trillion yen, a decrease of 443.0 billion yen compared to March 31, 2012, mainly due to the decrease in Securities borrowed. Total liabilities as of June 30, 2012 were 32.9 trillion yen, a decrease of 442.7 billion yen compared to March 31, 2012, mainly due to the decrease in Trading liabilities. Total equity as of June 30, 2012 was 2.4 trillion yen, a decrease of 0.3 billion yen compared to March 31, 2012.
Not applicable.
The quarterly consolidated financial information herein has been prepared in accordance with Nomuras accounting policies which are disclosed in the notes to the consolidated financial statements of Nomura Holdings, Inc.s Annual Securities Report (the annual report filed in Japan on June 27, 2012) and Form 20-F (the annual report filed with the U.S. Securities and Exchange Commission on June 27, 2012) for the year ended March 31, 2012. The review process of the quarterly consolidated financial statements for this period has not been completed by the external auditors.
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Not applicable.
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The following table shows business segment information and reconciliation items to the consolidated statements of operations.
Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in Other. The following table presents the major components of income (loss) before income taxes in Other.
Note: Certain reclassifications of previously reported amounts have been made to conform to the current presentation.
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Not applicable. For further details of the changes, please refer below.
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The following table shows quarterly business segment information and reconciliation items to the consolidated statements of operations.
Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in Other. The following table presents the major components of income (loss) before income taxes in Other.
Note: Certain reclassifications of previously reported amounts have been made to conform to the current presentation.
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Unconsolidated quarterly financial statements have been voluntarily disclosed and prepared based on regulatory rules. Nomura Holdings, Inc. Unconsolidated Balance Sheets (UNAUDITED)
Nomura Holdings, Inc. Unconsolidated Statements of Operations (UNAUDITED)
Quarterly financial information for Nomura Securities Co., Ltd. can be found on the following URL. http://www.nomuraholdings.com/company/group/nsc/pdf/2013_1q.pdf
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