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6-K Filing
Mizuho Financial (MFG) 6-KCurrent report (foreign)
Filed: 14 Feb 22, 12:00am
UNITED STATES
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 February 2022
Commission File Number 001-33098
Mizuho Financial Group, Inc.
(Translation of registrant’s name into English)
5-5, Otemachi 1-chome
Chiyoda-ku, Tokyo 100-8176
Japan
(Address of principal executive office)
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 ☒ 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): ☐
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82- .
THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE INTO THE PROSPECTUS FORMING A PART OF MIZUHO FINANCIAL GROUP, INC.’S REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-233354) AND TO BE A PART OF SUCH PROSPECTUS FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
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.
Date: | February 14, 2022 | |
Mizuho Financial Group, Inc. | ||
By: | /s/ Makoto Umemiya | |
Name: | Makoto Umemiya | |
Title: | Senior Executive Officer / Group CFO |
UNAUDITED QUARTERLY CONSOLIDATED JAPANESE GAAP FINANCIAL STATEMENTS
AS OF AND FOR THE NINE MONTHS ENDED DECEMBER 31, 2021
On February 14, 2022, we published our unaudited quarterly consolidated financial statements as of and for the nine months ended December 31, 2021 prepared in accordance with Japanese GAAP as part of our quarterly securities report (shihanki hokokusho) for the same period filed by us with the relevant Japanese authorities. We have included in this report on Form 6-K an English translation of the unaudited quarterly consolidated financial statements and the notes thereto included in such quarterly securities report. Japanese GAAP differs in certain respects from U.S. GAAP. For a description of certain differences between U.S. GAAP and Japanese GAAP, see “Item 5. Operating and Financial Review and Prospects—Reconciliation with Japanese GAAP” in our most recent annual report on Form 20-F filed with the U.S. Securities and Exchange Commission.
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Financial Information
1. | The quarterly consolidated financial statements of Mizuho Financial Group, Inc. (“MHFG”) are prepared in accordance with the “Ordinance on the Terminology, Forms, and Preparation Methods of Quarterly Consolidated Financial Statements” (Cabinet Office Ordinance No. 64 of 2007). The classification of assets and liabilities and that of income and expenses are in accordance with the “Ordinance for Enforcement of the Banking Act” (Ordinance of the Ministry of Finance No. 10 of 1982). |
2. | Ernst & Young ShinNihon LLC conducted a quarterly review on the quarterly consolidated financial statements of MHFG for the nine months ended December 31, 2021, pursuant to Article 193-2, Paragraph 1 of the Financial Instruments and Exchange Act. |
- 2 -
I. Quarterly Consolidated Financial Statements
(1) Quarterly Consolidated Balance Sheet
(Millions of yen) | ||||||||||||
As of March 31, 2021 | As of December 31, 2021 | |||||||||||
Assets | ||||||||||||
Cash and Due from Banks | 47,981,981 | 45,704,859 | ||||||||||
Call Loans and Bills Purchased | 589,776 | 514,665 | ||||||||||
Receivables under Resale Agreements | 11,623,654 | 18,937,412 | ||||||||||
Guarantee Deposits Paid under Securities Borrowing Transactions | 2,707,711 | 1,943,259 | ||||||||||
Other Debt Purchased | 3,208,004 | 3,363,191 | ||||||||||
Trading Assets | 12,589,294 | 12,422,209 | ||||||||||
Money Held in Trust | 582,368 | 569,244 | ||||||||||
Securities | *2 | 43,697,262 | *2 | 40,010,578 | ||||||||
Loans and Bills Discounted | *1 | 83,704,675 | *1 | 83,086,006 | ||||||||
Foreign Exchange Assets | 2,084,756 | 2,474,865 | ||||||||||
Derivatives other than for Trading Assets | 1,719,349 | 1,534,822 | ||||||||||
Other Assets | 6,174,020 | 5,043,282 | ||||||||||
Tangible Fixed Assets | 1,135,449 | 1,105,251 | ||||||||||
Intangible Fixed Assets | 620,224 | 595,827 | ||||||||||
Net Defined Benefit Asset | 1,109,107 | 913,625 | ||||||||||
Deferred Tax Assets | 31,402 | 33,613 | ||||||||||
Customers’ Liabilities for Acceptances and Guarantees | 6,602,744 | 7,861,833 | ||||||||||
Reserves for Possible Losses on Loans | (575,572 | ) | (689,454 | ) | ||||||||
Reserve for Possible Losses on Investments | (0 | ) | (106 | ) | ||||||||
|
| |||||||||||
Total Assets | 225,586,211 | 225,424,989 | ||||||||||
|
|
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(Millions of yen) | ||||||||||||
As of | As of | |||||||||||
Liabilities | ||||||||||||
Deposits | 133,312,406 | 129,003,497 | ||||||||||
Negotiable Certificates of Deposit | 17,192,572 | 19,285,594 | ||||||||||
Call Money and Bills Sold | 1,312,790 | 1,386,684 | ||||||||||
Payables under Repurchase Agreements | 18,607,255 | 22,033,092 | ||||||||||
Guarantee Deposits Received under Securities Lending Transactions | 958,148 | 887,946 | ||||||||||
Commercial Paper | 2,105,067 | 1,801,323 | ||||||||||
Trading Liabilities | 8,115,377 | 6,802,673 | ||||||||||
Borrowed Money | 7,441,822 | 7,629,722 | ||||||||||
Foreign Exchange Liabilities | 532,042 | 569,000 | ||||||||||
Short-term Bonds | 456,045 | 541,811 | ||||||||||
Bonds and Notes | 10,321,672 | 10,567,749 | ||||||||||
Due to Trust Accounts | 1,160,608 | 1,197,324 | ||||||||||
Derivatives other than for Trading Liabilities | 1,739,671 | 1,778,836 | ||||||||||
Other Liabilities | 5,862,013 | 4,378,626 | ||||||||||
Reserve for Bonus Payments | 104,131 | 63,566 | ||||||||||
Reserve for Variable Compensation | 2,935 | 1,521 | ||||||||||
Net Defined Benefit Liability | 71,049 | 72,126 | ||||||||||
Reserve for Director and Corporate Auditor Retirement Benefits | 683 | 515 | ||||||||||
Reserve for Possible Losses on Sales of Loans | 1,074 | 155 | ||||||||||
Reserve for Contingencies | 6,762 | 8,946 | ||||||||||
Reserve for Reimbursement of Deposits | 22,099 | 18,859 | ||||||||||
Reserve for Reimbursement of Debentures | 14,419 | 11,337 | ||||||||||
Reserves under Special Laws | 3,135 | 3,127 | ||||||||||
Deferred Tax Liabilities | 215,557 | 51,424 | ||||||||||
Deferred Tax Liabilities for Revaluation Reserve for Land | 61,915 | 61,436 | ||||||||||
Acceptances and Guarantees | 6,602,744 | 7,861,833 | ||||||||||
|
| |||||||||||
Total Liabilities | 216,224,003 | 216,018,735 | ||||||||||
|
| |||||||||||
Net Assets | ||||||||||||
Common Stock and Preferred Stock | 2,256,767 | 2,256,767 | ||||||||||
Capital Surplus | 1,135,940 | 1,125,324 | ||||||||||
Retained Earnings | 4,421,655 | 4,703,422 | ||||||||||
Treasury Stock | (7,124 | ) | (8,246 | ) | ||||||||
|
| |||||||||||
Total Shareholders’ Equity | 7,807,239 | 8,077,267 | ||||||||||
|
| |||||||||||
Net Unrealized Gains (Losses) on Other Securities | 1,132,460 | 976,402 | ||||||||||
Deferred Gains or Losses on Hedges | 31,618 | (53,315 | ) | |||||||||
Revaluation Reserve for Land | 136,384 | 135,497 | ||||||||||
Foreign Currency Translation Adjustments | (139,514 | ) | (58,029 | ) | ||||||||
Remeasurements of Defined Benefit Plans | 288,088 | 208,351 | ||||||||||
|
| |||||||||||
Total Accumulated Other Comprehensive Income | 1,449,035 | 1,208,906 | ||||||||||
|
| |||||||||||
Stock Acquisition Rights | 134 | 95 | ||||||||||
Non-controlling Interests | 105,797 | 119,985 | ||||||||||
|
| |||||||||||
Total Net Assets | 9,362,207 | 9,406,254 | ||||||||||
|
| |||||||||||
Total Liabilities and Net Assets | 225,586,211 | 225,424,989 | ||||||||||
|
|
- 4 -
(2) Quarterly Consolidated Statement of Income and Quarterly Consolidated Statement of Comprehensive Income
Quarterly Consolidated Statement of Income
(Millions of yen) | ||||||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||||||
Ordinary Income | 2,313,082 | 2,345,453 | ||||||||||
Interest Income | 990,731 | 932,956 | ||||||||||
Interest on Loans and Bills Discounted | 707,462 | 639,491 | ||||||||||
Interest and Dividends on Securities | 171,768 | 179,667 | ||||||||||
Fiduciary Income | 40,582 | 44,755 | ||||||||||
Fee and Commission Income | 590,013 | 648,856 | ||||||||||
Trading Income | 340,662 | 275,516 | ||||||||||
Other Operating Income | 237,125 | 239,665 | ||||||||||
Other Ordinary Income | *1 | 113,966 | *1 | 203,702 | ||||||||
Ordinary Expenses | 1,864,213 | 1,847,796 | ||||||||||
Interest Expenses | 341,112 | 218,683 | ||||||||||
Interest on Deposits | 114,571 | 42,572 | ||||||||||
Fee and Commission Expenses | 118,590 | 127,687 | ||||||||||
Trading Expenses | 9,278 | — | ||||||||||
Other Operating Expenses | 110,581 | 99,907 | ||||||||||
General and Administrative Expenses | 1,022,627 | 1,010,145 | ||||||||||
Other Ordinary Expenses | *2 | 262,022 | *2 | 391,372 | ||||||||
|
| |||||||||||
Ordinary Profits | 448,868 | 497,656 | ||||||||||
|
| |||||||||||
Extraordinary Gains | *3 | 79,434 | *3 | 67,229 | ||||||||
Extraordinary Losses | *4 | 9,876 | *4 | 9,779 | ||||||||
|
| |||||||||||
Income before Income Taxes | 518,426 | 555,106 | ||||||||||
|
| |||||||||||
Income Taxes: | ||||||||||||
Current | 120,499 | 94,709 | ||||||||||
Deferred | 39,049 | (27,757 | ) | |||||||||
|
| |||||||||||
Total Income Taxes | 159,549 | 66,951 | ||||||||||
|
| |||||||||||
Profit | 358,876 | 488,154 | ||||||||||
|
| |||||||||||
Profit Attributable to Non-controlling Interests | 4,471 | 9,497 | ||||||||||
|
| |||||||||||
Profit Attributable to Owners of Parent | 354,404 | 478,656 | ||||||||||
|
|
- 5 -
Quarterly Consolidated Statement of Comprehensive Income |
| |||||||||||
(Millions of yen) | ||||||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||||||
Profit | 358,876 | 488,154 | ||||||||||
Other Comprehensive Income | 217,974 | (237,204 | ) | |||||||||
Net Unrealized Gains (Losses) on Other Securities | 304,311 | (154,295 | ) | |||||||||
Deferred Gains or Losses on Hedges | (19,166 | ) | (84,735 | ) | ||||||||
Foreign Currency Translation Adjustments | (48,477 | ) | 72,084 | |||||||||
Remeasurements of Defined Benefit Plans | (16,271 | ) | (78,465 | ) | ||||||||
Share of Other Comprehensive Income of Associates Accounted for Using Equity Method | (2,421 | ) | 8,207 | |||||||||
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| |||||||||||
Comprehensive Income | 576,850 | 250,949 | ||||||||||
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| |||||||||||
(Breakdown) | ||||||||||||
Comprehensive Income Attributable to Owners of Parent | 576,454 | 240,222 | ||||||||||
Comprehensive Income Attributable to Non-controlling Interests | 396 | 10,726 |
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Notes to Quarterly Consolidated Financial Statements
Changes in Accounting Policies
(Accounting Standard for Revenue Recognition and Others)
MHFG has applied “Accounting Standard for Revenue Recognition” (ASBJ Statement No.29, March 31, 2020) and others from the beginning of the first quarter ended June 30, 2021.
In accordance with “Accounting Standard for Revenue Recognition”, MHFG recognizes revenue at the time of the transfer of promised goods or services to the customer in an amount that reflects the consideration to which MHFG expects to be entitled in exchange for those goods or services.
In accordance with transitional treatment set out in the proviso of Article 84 of “Accounting Standard for Revenue Recognition”, the cumulative effects arising from the retroactive application of these new accounting policies to all the previous fiscal years were reflected in Retained Earnings as of April 1, 2021, and the new accounting policies are applied from the beginning of the fiscal year.
As a result, Retained Earnings decreased by ¥724 million as of April 1, 2021. The impact on the quarterly consolidated statement of income for the nine months ended December 31, 2021 is immaterial.
In accordance with transitional treatment set out in the Article 28-15 of “Accounting Standard for Quarterly Financial Reporting and its Implementation Guidance” (ASBJ Statement No.12, March 31, 2020), the breakdown of revenue from contracts with customers for the nine months ended December 31, 2020 is not presented.
- 7 -
Additional Information
The Board Benefit Trust (“BBT”) Program
Since MHFG operates its business to contribute to the creation of value for diverse stakeholders and realize improved corporate value through the continuous and stable growth of MHFG group pursuant to MHFG’s basic management policy defined under the Mizuho Financial Group’s Corporate Identity, MHFG has introduced a stock compensation program using a trust (the “Program”) that functions as an incentive for each Director, Group Executive Officer, and Operating officers to exert maximum effort in performing his or her duties, and also as consideration for such exertion of effort.
(1) | Outline of the Program |
The Program has adopted the Board Benefit Trust (“BBT”) framework. MHFG’s shares on the stock market will be acquired through a trust established based on the underlying funds contributed by MHFG, and MHFG’s shares will be distributed to Directors, Executive Officers, and Operating officers of MHFG, Mizuho Bank, Ltd., Mizuho Trust & Banking Co., Ltd., and Mizuho Securities Co., Ltd. (the “Company Group”) and other entities in accordance with the Rules on Distribution of Shares to be prescribed in advance. The framework consists of the stock compensation program based on the Company Group Officer’s responsibilities and others in their respective company (“Stock Compensation I”), the stock compensation program based on the performance evaluation of the Company Group (“Stock Compensation II”) and the stock compensation program based on Company Group Officer’s responsibilities in their respective company and the performance evaluation of the Company Group, which distributes MHFG’s shares to Operating officers of MHFG and certain consolidated subsidiaries (“Stock Benefit”).
Stock Compensation I will be paid at the time of retirement in the form of shares of MHFG calculated based on their responsibilities and others. A system is adopted which enables a decrease or forfeiture of the amount depending on the performance of the company or the individual.
Stock Compensation II will be paid in the form of shares of MHFG and will be deferred over three years, which is calculated based on the status of achieving our Five-Year Business Plan. A system is adopted which enables a decrease or forfeiture of the amount depending on the performance of the company or the individual.
Stock Benefit will be paid in the collective form of MHFG’s share which is based on responsibilities in their respective company and the performance evaluation of the Company Group. Reduction and forfeit of the benefit can be occurred in the program.
Upon the payment of stock compensation under the Program, MHFG may, for a certain portion, pay a monetary amount equivalent to the market value of its stock in lieu of stock compensation in accordance with the Rules on Distribution of Shares.
Voting rights related to MHFG’s shares belonging to the trust assets under the trust shall not be exercised.
(2) | MHFG’s Shares Outstanding in the Trust |
MHFG’s shares outstanding in the trust are recognized as Treasury Stock under Net Assets at the carrying amount (excluding the amount of incidental expenses) in the trust. The carrying amount of such Treasury Stock as of December 31, 2021 was ¥4,949 million for 3,079 thousand shares (the carrying amount as of March 31, 2021 was ¥4,144 million for 2,554 thousand shares).
Reserves for Possible Losses on Loans
In light of the principles set forth in the report entitled “Japanese Financial Services Agency (“JFSA”)’s supervisory approaches to lending business and loan loss provisioning” published by JFSA on December 18, 2019, we have reflected the potential impact of the spread of COVID-19 and its prolongation on Reserves for Possible Losses on Loans for some credit. More specifically, we have estimated the expected loss amount that reflects the impact of the prolongation of COVID-19. The estimate includes the future prospect of business environment of each industry and the forecasted GDP growth rate as major assumptions. There are no material changes in the methods of the above accounting estimates and the major assumptions used in the quarterly consolidated financial statements from those of the previous fiscal year.
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Adoption of the Consolidated Taxation System
MHFG and some domestic consolidated subsidiaries of the Group apply the Consolidated Taxation System from the first quarter ended June 30, 2021.
Application of tax-effect accounting to the Transition from the Consolidated Taxation System to the Group Aggregation System
MHFG and some domestic consolidated subsidiaries of the Group record amounts of deferred tax assets and deferred tax liabilities based on the provisions of tax laws prior to amendment under the treatment in Paragraph 3 of “Treatment of the application of the tax-effect accounting in relation to the transition from the consolidated tax system to the aggregate group system” (Practical Solutions No.39 March 31, 2020), without applying the provisions of Paragraph 44 of “Guidance on Accounting Standard for tax-effect accounting” (Implementation Guidance No.28 February 16, 2018), regarding the tax items for which review of the non-consolidated Tax Payment System was implemented in accordance with the transition to the aggregated group system established under the “Act for Partial Revision of the Income Tax Act, etc.” (Act No. 8 of 2020) and the transition to the aggregated group system.
- 9 -
Notes to Quarterly Consolidated Balance Sheet
*1. | Non-Accrual, Past Due & Restructured Loans, which are included in Loans and Bills Discounted, are as follows: |
(Millions of yen) | ||||||||
As of March 31, 2021 | As of December 31, 2021 | |||||||
Loans to Bankrupt Obligors | 19,554 | 20,649 | ||||||
Non-Accrual Delinquent Loans | 415,318 | 694,405 | ||||||
Loans Past Due for Three Months or More | 534 | 2,263 | ||||||
Restructured Loans | 377,049 | 373,987 | ||||||
Total | 812,457 | 1,091,306 |
The amounts given in the above table are gross amounts before deduction of amounts for the Reserves for Possible Losses on Loans.
*2. | Amounts of liabilities for guarantees on corporate bonds included in Securities, which were issued by private placement (Article 2, Paragraph 3 of the Financial Instruments and Exchange Act) |
(Millions of yen) | ||||||||
As of March 31, 2021 | As of December 31, 2021 | |||||||
1,407,731 | 1,263,877 |
Notes to Quarterly Consolidated Statement of Income
*1. | Other Ordinary Income includes the following: |
(Millions of yen) | ||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||
Gains on Sales of Stocks | 84,536 | 160,716 |
*2. | Other Ordinary Expenses includes the following: |
(Millions of yen) | ||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||
Provision for Reserves for Possible Losses on Loans | 91,254 | 147,958 | ||||||
Losses on Sales of Stocks | 27,328 | 123,590 |
*3. | Extraordinary Gains includes the following: |
(Millions of yen) | ||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||
Gains on Cancellation of Employee Retirement Benefit Trust | 14,409 | 66,331 | ||||||
Accumulation (Amortization) of Unrecognized Prior Service Cost | 62,004 | — |
“Accumulation (Amortization) of Unrecognized Prior Service Cost” resulted from prior service cost incurred in connection with the revision of the retirement benefit plan.
*4. | Extraordinary Losses includes the following: |
(Millions of yen) | ||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||
Losses on Impairment of Fixed Assets | 2,583 | 6,841 | ||||||
Losses on Disposition of Fixed Assets | 3,973 | 2,938 | ||||||
Losses on Transfer to Defined Contribution Pension Plan | 3,320 | — |
“Losses on Transfer to Defined Contribution Pension Plan” resulted from the transfer of part of the defined benefit pension plan to the defined contribution pension plan.
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Notes to Quarterly Consolidated Statement of Cash Flows
We have not prepared Consolidated Statement of Cash Flows for the nine months ended December 31, 2021. Depreciation (including Amortization of Intangible Fixed Assets excluding Goodwill) and Amortization of Goodwill for the nine months ended December 31, 2020 and 2021 are as follows:
(Millions of yen) | ||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||
Depreciation | 121,011 | 122,155 | ||||||
Amortization of Goodwill | 2,795 | 2,810 |
Changes in Net Assets
For the nine months ended December 31, 2020
1. | Cash dividends paid |
Resolution | Type | Cash Dividends (Millions of Yen) | Cash Dividends per Share (Yen) | Record Date | Effective Date | Resource of Dividends | ||||||||||||||||
May 15, 2020 The Board of Directors | Common Stock | 95,208 | 3.75 | March 31, 2020 | June 8, 2020 | | Retained Earnings |
| ||||||||||||||
November 12, 2020 The Board of Directors | Common Stock | 95,209 | 3.75 | September 30, 2020 | December 7, 2020 | | Retained Earnings |
|
(Notes) | 1. | Cash dividends based on the resolution of the Board of Directors held on May 15, 2020 include ¥73 million of cash dividends on treasury stock held by BBT trust account. | ||
2. | Cash dividends based on the resolution of the Board of Directors held on November 12, 2020 include ¥95 million of cash dividends on treasury stock held by BBT trust account. | |||
3. | MHFG adopted the share consolidation of the shares of common stock on the basis of one post-consolidation share per ten pre-consolidation shares effective as of October 1, 2020. Cash Dividends per Share is recorded at the amount before the share consolidation. |
For the nine months ended December 31, 2021
1. | Cash dividends paid |
Resolution | Type | Cash Dividends (Millions of Yen) | Cash Dividends per Share (Yen) | Record Date | Effective Date | Resource of Dividends | ||||||||||||||||
May 14, 2021 The Board of Directors | Common Stock | 95,201 | 37.50 | March 31, 2021 | June 8, 2021 | | Retained Earnings |
| ||||||||||||||
November 12, 2021 The Board of Directors | Common Stock | 101,545 | 40.00 | September 30, 2021 | December 7, 2021 | | Retained Earnings |
|
(Notes) | 1. | Cash dividends based on the resolution of the Board of Directors held on May 14, 2021 include ¥95 million of cash dividends on treasury stock held by BBT trust account. | ||
2. | Cash dividends based on the resolution of the Board of Directors held on November 12, 2021 include ¥123 million of cash dividends on treasury stock held by BBT trust account. |
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Business Segment Information, etc.
Business Segment Information
1. | Summary of reportable segment |
MHFG has introduced an in-house company system based on the group’s diverse customer segments. The aim of this system is to leverage MHFG’s strengths and competitive advantage, which is the seamless integration of MHFG’s banking, trust and securities functions under a holding company structure, to speedily provide high-quality financial services that closely match customer needs.
Specifically, the company system is classified into the following five in-house companies, each based on a customer segment: the Retail & Business Banking Company, the Corporate & Institutional Company, the Global Corporate Company, the Global Markets Company, and the Asset Management Company.
The services that each in-house company is in charge of are as follows:
Retail & Business Banking Company:
Services for individual customers, small and medium-sized enterprises and middle market firms in Japan
Corporate & Institutional Company:
Services for large corporations, financial institutions and public corporations in Japan
Global Corporate Company:
Services for Japanese overseas affiliated corporate customers and non-Japanese corporate customers, etc.
Global Markets Company:
Investment services with respect to interest rates, equities and credits, etc. and other services
Asset Management Company:
Development of products and provision of services that match the asset management needs of its wide range of customers from individuals to institutional investors
The reportable segment information, set forth below, is derived from the internal management reporting systems used by management to measure the performance of the Group’s operating segments. Management measures the performance of each of the operating segments in accordance with internal managerial accounting rules and practices.
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2. | Gross profits (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others, and Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others by reportable segment |
For the nine months ended December 31, 2020
(Millions of yen) | ||||||||||||||||||||||||||||
MHFG (Consolidated) | ||||||||||||||||||||||||||||
Retail & Business Banking Company | Corporate & Institutional Company | Global Corporate Company | Global Markets Company | Asset Management Company | Others (Note 2) | |||||||||||||||||||||||
Gross profits: (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others | 484,063 | 330,979 | 338,354 | 425,025 | 36,467 | 6,918 | 1,621,806 | |||||||||||||||||||||
General and administrative expenses (excluding Non- Recurring Losses and others) | 472,519 | 154,039 | 187,818 | 157,297 | 23,773 | 23,633 | 1,019,079 | |||||||||||||||||||||
Equity in income from investments in affiliates | 5,292 | 3,413 | 8,575 | — | 637 | (781 | ) | 17,135 | ||||||||||||||||||||
Amortization of goodwill and others | 1,692 | 74 | 270 | 629 | 5,732 | 741 | 9,138 | |||||||||||||||||||||
Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others | 15,144 | 180,279 | 158,841 | 267,099 | 7,599 | (18,237 | ) | 610,724 |
(Notes) | 1. | “Gross profits (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others” is reported instead of sales reported by general corporations. Net gains or losses related to ETFs and others amounted to ¥2,254 million, of which ¥(765) million is included in the Global Markets Company. | ||
2. | “Others” includes items which should be eliminated as internal transactions between each segment on a consolidated basis. | |||
3. | Following the change in allocation method for transactions between each segment and “Others” made in April 2021, reclassification was made on the above table to reflect the relevant change. |
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For the nine months ended December 31, 2021
(Millions of yen) | ||||||||||||||||||||||||||||
MHFG (Consolidated) | ||||||||||||||||||||||||||||
Retail & Business Banking Company | Corporate & Institutional Company | Global Corporate Company | Global Markets Company | Asset Management Company | Others (Note 2) | |||||||||||||||||||||||
Gross profits: (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others | 519,099 | 349,919 | 388,372 | 351,691 | 44,022 | 46,125 | 1,699,228 | |||||||||||||||||||||
General and administrative expenses (excluding Non- Recurring Losses and others) | 465,028 | 148,351 | 193,657 | 163,892 | 24,915 | 33,457 | 1,029,300 | |||||||||||||||||||||
Equity in income from investments in affiliates | 6,854 | 4,053 | 10,464 | — | 1,036 | 943 | 23,350 | |||||||||||||||||||||
Amortization of goodwill and others | 1,621 | 71 | 270 | 603 | 5,435 | 746 | 8,746 | |||||||||||||||||||||
Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others | 59,304 | 205,550 | 204,909 | 187,196 | 14,708 | 12,864 | 684,531 |
(Notes) | 1. | “Gross profits (excluding the amounts of credit costs of trust accounts) + Net gains or losses related to ETFs and others” is reported instead of sales reported by general corporations. Net gains or losses related to ETFs and others amounted to ¥3,755 million, of which ¥4,047 million is included in the Global Markets Company. | ||
2. | “Others” includes items which should be eliminated as internal transactions between each segment on a consolidated basis. |
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3. | The difference between the total amounts of Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others of reportable segments and the recorded amounts in the Quarterly Consolidated Statement of Income, and the contents of the difference (Matters relating to adjustment to difference) |
The above total amounts of Net business profits or losses (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net gains or losses related to ETFs and others derived from internal management reporting are different from Income before income taxes recorded in the Quarterly Consolidated Statement of Income.
The contents of the difference for the nine months ended December 31, 2020 and 2021, are as follows:
(Millions of yen) | ||||||||
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||
Net Business Profits (excluding the amounts of credit costs of trust accounts, before reversal of (provision for) general reserve for losses on loans) + Net Gains (Losses) related to ETFs and others | 610,724 | 684,531 | ||||||
Credit Costs for Trust Accounts | — | — | ||||||
General and Administrative Expenses (non-recurring losses) | 5,589 | 27,901 | ||||||
Expenses related to Portfolio Problems (including reversal of (provision for) general reserve for losses on loans) | (103,907 | ) | (160,301 | ) | ||||
Gains on Reversal of Reserves for Possible Losses on Loans, and others | 5,753 | 12,393 | ||||||
Net Gains (Losses) related to Stocks—Net Gains (Losses) related to ETFs and others | (33,075 | ) | (33,577 | ) | ||||
Net Extraordinary Gains (Losses) | 69,558 | 57,449 | ||||||
Others | (36,216 | ) | (33,291 | ) | ||||
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|
|
| |||||
Income before Income Taxes recorded in Quarterly Consolidated Statement of Income | 518,426 | 555,106 | ||||||
|
|
|
|
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Financial Instruments
There are no significant changes to be noted compared with the amount of the fiscal year ended March 31, 2021
Securities
There are no significant changes to be noted compared with the amount of the fiscal year ended March 31, 2021.
Money Held in Trust
There are no significant changes to be noted compared with the amount of the fiscal year ended March 31, 2021.
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Derivatives Information
The classification, type, contract value, fair value and unrealized gains (losses) which are material for the operation of corporate group and have changed significantly in comparison to the end of fiscal year ended March 31, 2021 are as follows;
(1) | Interest Rate and Bond-Related Transactions |
As of March 31, 2021
(Millions of yen) | ||||||||||||||
Classification | Type | Contract Value | Fair Value | Unrealized Gains (Losses) | ||||||||||
Over-the-Counter | Interest Rate Swaps | 1,040,320,952 | 201,427 | 201,427 | ||||||||||
Inter-Company or Internal Transactions | Interest Rate Swaps | 18,582,112 | (105,653 | ) | (105,653 | ) | ||||||||
|
|
|
|
|
| |||||||||
Total | — | 95,773 | 95,773 | |||||||||||
|
|
|
|
|
|
(Notes) | 1. | The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income. | ||
2. | Derivative transactions qualifying for hedge accounting under “Accounting and Auditing Treatment Relating to Adoption of Accounting Standards for Financial Instruments for Banks” (JICPA Industry Committee Practical Guideline No. 24, October 8, 2020) and others are excluded from the above table. |
As of December 31, 2021
(Millions of yen) | ||||||||||||||
Classification | Type | Contract Value | Fair Value | Unrealized Gains (Losses) | ||||||||||
Over-the-Counter | Interest Rate Swaps | 1,056,397,332 | 175,900 | 175,900 | ||||||||||
Inter-Company or Internal Transactions | Interest Rate Swaps | 12,097,701 | (43,499 | ) | (43,499 | ) | ||||||||
|
|
|
|
|
| |||||||||
Total | — | 132,400 | 132,400 | |||||||||||
|
|
|
|
|
|
(Notes) | 1. | The above transactions are marked to market, and changes in unrealized gains (losses) are included in the quarterly consolidated statement of income. | ||
2. | Derivative transactions qualifying for hedge accounting under “Accounting and Auditing Treatment Relating to Adoption of Accounting Standards for Financial Instruments for Banks” (JICPA Industry Committee Practical Guideline No. 24, October 8, 2020) and others are excluded from the above table. |
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(2) | Currency-Related Transactions |
As of March 31, 2021
(Millions of yen) | ||||||||||||||
Classification | Type | Contract Value | Fair Value | Unrealized Gains (Losses) | ||||||||||
Over-the-Counter | Swaps | 69,875,350 | 44,712 | 44,670 | ||||||||||
Forwards | 100,844,579 | (20,155 | ) | (20,155 | ) | |||||||||
Inter-Company or Internal Transactions | Swaps | 2,214,554 | (10,879 | ) | 14,122 | |||||||||
Forwards | 1,114 | 28 | 28 | |||||||||||
|
|
|
|
|
| |||||||||
Total | — | 13,705 | 38,666 | |||||||||||
|
|
|
|
|
|
(Notes) | 1. | The above transactions are marked to market, and changes in unrealized gains (losses) are included in the consolidated statement of income. | ||
2. | The following transactions are excluded from the above table: | |||
• Transactions qualifying for hedge accounting under “Accounting and Auditing Treatment Relating to Adoption of Accounting Standards for Foreign Currency Transactions for Banks” (JICPA Industry Committee Practical Guideline No. 25, October 8, 2020) and others. | ||||
• Transactions which are specified for certain financial assets and liabilities denominated in foreign currencies and reflected on the consolidated balance sheet. | ||||
• Transactions denominated in foreign currencies which are eliminated in consolidation. |
As of December 31, 2021
(Millions of yen) | ||||||||||||||
Classification | Type | Contract Value | Fair Value | Unrealized Gains (Losses) | ||||||||||
Over-the-Counter | Swaps | 78,805,624 | 107,625 | 57,373 | ||||||||||
Forwards | 122,225,798 | (66,262 | ) | (66,262 | ) | |||||||||
Inter-Company or Internal Transactions | Swaps | 3,364,405 | 55,478 | 12,030 | ||||||||||
Forwards | 1,321 | 15 | 15 | |||||||||||
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|
|
|
|
| |||||||||
Total | — | 96,857 | 3,156 | |||||||||||
|
|
|
|
|
|
(Notes) | 1. | The above transactions are marked to market, and changes in unrealized gains (losses) are included in the quarterly consolidated statement of income. | ||
2. | The following transactions are excluded from the above table: | |||
• Transactions qualifying for hedge accounting under “Accounting and Auditing Treatment Relating to Adoption of Accounting Standards for Foreign Currency Transactions for Banks” (JICPA Industry Committee Practical Guideline No. 25, October 8, 2020) and others. | ||||
• Transactions which are specified for certain financial assets and liabilities denominated in foreign currencies and reflected on the quarterly consolidated balance sheet. | ||||
• Transactions denominated in foreign currencies which are eliminated in consolidation. |
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Revenue recognition
(Millions of yen) | ||||
For the nine months ended December 31, 2021 | ||||
Ordinary Income | 2,345,453 | |||
Fee and Commission Income | 648,856 | |||
Securities-related business | 155,963 | |||
Deposits and Lending business (1) | 189,551 | |||
Remittance business | 79,867 | |||
Trust-related business | 61,358 | |||
Agency business | 27,188 | |||
Guarantee-related business (2) | 26,013 | |||
Fees for other customer services | 108,911 | |||
Fiduciary Income | 44,755 | |||
|
| |||
Other Ordinary Income (1) | 1,651,841 | |||
|
|
Notes:
(1) | Part of these amounts are considered to be revenues from contracts that are within the scope of “Accounting Standard for Revenue Recognition”. |
(2) | These amounts are revenues from contracts that do not meet the scope of “Accounting Standard for Revenue Recognition”. |
(3) | In the above table, revenues that are within the scope of “Accounting Standard for Revenue Recognition” are mainly generated from “Retail & Business Banking Company”, “Corporate & Institutional Company” and “Global Corporate Company”. |
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Per Share Information
Net Income per Share of Common Stock and Diluted Net Income per Share of Common Stock are based on the following information:
For the nine months ended December 31, 2020 | For the nine months ended December 31, 2021 | |||||||||
(1) Net Income per Share of Common Stock | Yen | 139.76 | 188.82 | |||||||
(The basis used for calculating Net Income per Share of Common Stock) | ||||||||||
Profit Attributable to Owners of Parent | Millions of yen | 354,404 | 478,656 | |||||||
Amount not attributable to Common Stock | Millions of yen | — | — | |||||||
Profit Attributable to Owners of Parent related to Common Stock | Millions of yen | 354,404 | 478,656 | |||||||
Average Outstanding Shares of Common Stock (during the period) | Thousands of shares | 2,535,680 | 2,534,973 | |||||||
(2) Diluted Net Income per Share of Common Stock | Yen | 139.76 | 188.81 | |||||||
(The basis used for calculating Diluted Net Income per Share of Common Stock) | ||||||||||
Adjustment to Profit Attributable to Owners of Parent | Millions of yen | — | — | |||||||
Increased Number of Shares of Common Stock | Thousands of shares | 90 | 67 | |||||||
Stock Acquisition Rights | Thousands of shares | 90 | 67 | |||||||
Description of dilutive securities which were not included in the calculation of Diluted Net Income per Share of Common Stock as they have no dilutive effects and in which significant changes occurred after the end of the previous fiscal year | — | — |
(Notes) | 1. | MHFG conducted a share consolidation of common stock on the basis of one post-consolidation share per ten pre-consolidation shares effective as of October 1, 2020. Net Income per Share of Common Stock and Diluted Net Income per Share of Common Stock are calculated under the assumption that the share consolidation had been conducted at the beginning of fiscal 2020. | ||||
2. | In the calculation of Net Income per Share of Common Stock and Diluted Net Income per Share of Common Stock, MHFG shares outstanding in BBT trust account that were recognized as Treasury Stock in Shareholders’ Equity are included in Treasury Stock shares deducted in the calculation of the Average Outstanding Shares of Common Stock during the period. The average number of such Treasury Stock shares deducted during the nine months ended December 31, 2020 was 2,283 thousand, and the average number of such Treasury Stock shares deducted during the nine months ended December 31, 2021 was 2,831 thousand. |
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II. | Others |
At the meeting of the Board of Directors held on November 12, 2021, the interim cash dividends for the 20th term were resolved as follows:
Total amount of interim cash dividends | ¥101,545 million | |||
Interim cash dividends per share | ||||
Common Stock | ¥40.00 | |||
Effective date and starting date of dividend payments | December 7, 2021 |
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