Exhibit 2 I. Interim Consolidated Financial Statements, etc. 1. Interim Consolidated Financial Statements (1) Interim Consolidated Balance Sheets - ----------------------------------------------------------------------------------------------------------------------------------- FY2003 interim FY2004 interim Summarized consolidated balance sheet of FY2003 (As of September 30, 2003) (As of September 30, 2004) (As of March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Percentage Amount Percentage Amount Percentage Notes (in million (%) (in million (%) (in million (%) yen) yen) yen) - ------------------------------------------------------------------------------------------------------------------------------------ (Assets) Cash and cash equivalents 94,606 139,911 101,146 Trade accounts receivable, less Note 3 44,089 86,222 76,133 allowance for doubtful accounts Inventories Note 4 34,346 32,687 49,423 Deferred tax assets 13,556 12,411 25,875 Other current assets Note 7 2,251 2,504 3,185 ------- ------- ------- Total current assets 188,848 65.8 273,735 78.2 255,762 77.3 Investment securities Note 6 7,480 2.6 6,882 2.0 7,952 2.4 Property, plant and equipment, net Note 5, 53,688 18.7 51,938 14.8 50,516 15.3 10 Deferred tax assets 29,647 10.3 11,781 3.4 10,964 3.3 Intangible assets, at cost, less 5,196 1.8 3,334 1.0 3,756 1.1 accumulated amortization Other assets 2,235 0.8 2,281 0.6 1,858 0.6 ------- ------- ------- Total assets 287,094 100.0 349,951 100.0 330,808 100.0 ------- ------- ------- - ------------------------------------------------------------------------------------------------------------------------------------ - 1- - ----------------------------------------------------------------------------------------------------------------------------------- FY2003 interim FY2004 interim Summarized consolidated balance sheet of FY2003 (As of September 30, 2003) (As of September 30, 2004) (As of March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Percentage Amount Percentage Amount Percentage Notes (in million (%) (in million (%) (in million (%) yen) yen) yen) - ------------------------------------------------------------------------------------------------------------------------------------ (Liabilities) Current installments of long-term debt Note 10 2,243 4,543 4,543 Trade accounts payable 16,496 24,985 38,214 Income taxes payable 1,963 5,025 3,845 Accrued expenses 5,909 8,809 8,939 Accrued warranty expenses 2,367 4,746 3,121 Deferred revenue 1,740 4,252 4,543 Other current liabilities Note 7 2,415 5,109 3,406 ------- ------- ------- Total current liabilities 33,133 11.6 57,469 16.4 66,611 20.1 Long-term debt, excluding current Note 10 24,604 8.6 20,062 5.7 20,083 6.1 installments Accrued pension and severance cost 15,172 5.3 18,866 5.4 18,348 5.6 Other fixed liabilities 3,569 1.2 3,512 1.1 3,411 1.0 ------- ------- ------- Total liabilities 76,478 26.7 99,909 28.6 108,453 32.8 ------- ------- ------- (Minority interests) Minority interests 313 0.1 114 0.0 587 0.2 (Stockholders' equity) Common stock 32,363 11.3 32,363 9.3 32,363 9.8 Capital surplus 32,973 11.5 32,973 9.4 32,973 10.0 Retained earnings 164,017 57.1 203,420 58.1 177,404 53.5 Accumulated other comprehensive Note 6, (5,873) (2.1) (6,157) (1.8) (8,061) (2.4) income (loss) 11 Treasury stock (13,177) (4.6) (12,671) (3.6) (12,911) (3.9) ------- ------- ------- Total stockholders' equity 210,303 73.2 249,928 71.4 221,768 67.0 ------- ------- ------- Total liabilities and stockholders' equity 287,094 100.0 349,951 100.0 330,808 100.0 ------- ------- ------- - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ Notes FY2003 interim FY2004 interim FY2003 (As of September 30, 2003) (As of September 30, 2004) (As of March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Supplemental data for stockholders' equity Authorized common stock 220,000,000 shares 220,000,000 shares 220,000,000 shares Issued common stock 99,783,385 shares 99,783,385 shares 99,783,385 shares (Outstanding common stock) (98,244,608 shares) (98,303,393 shares) (98,275,640 shares) Treasury stock 1,538,777 shares 1,479,992 shares 1,507,745 shares - ------------------------------------------------------------------------------------------------------------------------------------ - 2 - (2) Interim Consolidated Statements of Income - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim Summarized consolidated statement of income of FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Notes Amount Percentage Amount Percentage Amount Percentage (in million yen) (%) (in million yen) (%) (in million yen) (%) - ------------------------------------------------------------------------------------------------------------------------------------ Net sales 62,286 100.0 146,589 100.0 174,218 100.0 Cost of sales 31,801 51.1 68,238 46.6 85,513 49.1 -------- --------- --------- Gross profit 30,485 48.9 78,351 53.4 88,705 50.9 Research and development 10,749 17.3 12,087 8.2 21,637 12.4 expenses Selling, general and Note 15,297 24.5 20,844 14.2 36,108 20.7 administrative expenses 2(j) -------- --------- --------- Operating income 4,439 7.1 45,420 31.0 30,960 17.8 Other income (expense): Interest and dividends 163 212 339 income Interest expense (248) (225) (469) Minority interests (5) (85) (214) Equity in losses of (117) -- (117) affiliates Other Note 6, (511) (718) (1.1) 1,522 1,424 1.0 (1,621) (2,082) (1.2) 7 ----------------- ------------------ ----------------- Income before income taxes 3,721 6.0 46,844 32.0 28,878 16.6 Income Taxes 1,268 2.1 18,271 12.5 11,549 6.6 -------- --------- --------- Net income 2,453 3.9 28,573 19.5 17,329 10.0 -------- --------- --------- - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Notes Amount Amount Amount (in yen) (in yen) (in yen) - ------------------------------------------------------------------------------------------------------------------------------------ Net income per share Note 14 Basic 24.96 290.68 176.37 Diluted 24.94 290.07 176.02 - ------------------------------------------------------------------------------------------------------------------------------------ - 3 - (3) Interim Consolidated Statements of Stockholders' Equity - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim Consolidated statement of stockholders' equity of FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Amount Amount Notes (in million yen) (in million yen) (in million yen) - ------------------------------------------------------------------------------------------------------------------------------------ Common stock: Balance at beginning of period 32,363 32,363 32,363 -------------------------------------------------------------------------------------- Balance at end of period 32,363 32,363 32,363 -------------------------------------------------------------------------------------- Capital surplus: Balance at beginning of period 32,973 32,973 32,973 -------------------------------------------------------------------------------------- Balance at end of period 32,973 32,973 32,973 -------------------------------------------------------------------------------------- Retained earnings: Balance at beginning of period 162,547 177,404 162,547 Net income 2,453 28,573 17,329 Cash dividends (983) (2,458) (2,456) Loss on disposal of treasury -- (99) (16) stock -------------------------------------------------------------------------------------- Balance at end of period 164,017 203,420 177,404 -------------------------------------------------------------------------------------- Accumulated other comprehensive Note 6, income (loss): 11 Balance at beginning of period (4,055) (8,061) (4,055) Other comprehensive income (1,818) 1,904 (4,006) (loss), net of tax -------------------------------------------------------------------------------------- Balance at end of period (5,873) (6,157) (8,061) -------------------------------------------------------------------------------------- Treasury stock: Balance at beginning of period (13,165) (12,911) (13,165) Treasury stock purchased (12) (11) (32) Exercise of stock options -- 249 180 Decrease in treasury stock upon share exchange -- -- 105 Treasury stock sold -- 2 1 -------------------------------------------------------------------------------------- Balance at end of period (13,177) (12,671) (12,911) -------------------------------------------------------------------------------------- Total stockholders' equity 210,303 249,928 221,768 - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim Consolidated statement of stockholders' equity of FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Amount Amount Notes (in million yen) (in million yen) (in million yen) - ------------------------------------------------------------------------------------------------------------------------------------ Disclosure of comprehensive income: Net income 2,453 28,573 17,329 Other comprehensive income (1,818) 1,904 (4,006) (loss), net of tax -------------------------------------------------------------------------------------- Total comprehensive income 635 30,477 13,323 - ------------------------------------------------------------------------------------------------------------------------------------ - 4 - (4) Interim Consolidated Statements of Cash Flows - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim Summarized consolidated statement of cash flows of FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Amount Amount Notes (in million yen) (in million yen) (in million yen) - ------------------------------------------------------------------------------------------------------------------------------------ I Cash flows from operating activities: Net income 2,453 28,573 17,329 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 4,857 4,035 9,328 Deferred income taxes (231) 13,081 6,703 Impairment loss on long-lived -- -- 3,030 assets Decrease (increase) in trade (1,535) (8,544) (35,285) accounts receivable Decrease (increase) in inventories 1,028 17,171 (14,570) Increase (decrease) in trade 6,105 (14,455) 29,190 accounts payable Increase (decrease) in income taxes 12 1,074 1,997 payable Increase (decrease) in accrued (659) (196) 2,518 expenses Increase (decrease) in accrued (45) 1,625 709 warranty expenses Increase (decrease) in deferred 444 (514) 3,441 revenue Increase (decrease) in accrued pension and severance cost 860 876 2,639 Other Note 6 72 1,819 1,186 -------------------------------------------------------------------------------- Net cash provided by operating 13,361 44,545 28,215 activities -------------------------------------------------------------------------------- II Cash flows from investing activities: Proceeds from sale of available-for-sale marketable securities 236 634 323 Proceeds from sale of non-marketable 301 45 387 securities Purchases of non-marketable securities (1,000) -- (1,288) Proceeds from sale of property, plant 277 31 435 and equipment Purchases of intangible assets (135) (204) (358) Purchases of property, plant and (2,127) (4,818) (5,068) equipment Other 185 (996) 499 -------------------------------------------------------------------------------- Net cash used in investing (2,263) (5,308) (5,070) activities -------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------------------------------------------ - 5 - - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim Summarized consolidated statement of cash flows of FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Amount Amount Notes (in million yen) (in million yen) (in million yen) - ------------------------------------------------------------------------------------------------------------------------------------ III Cash flows from financing activities: Principal payments on long-term debt (1,590) (21) (3,811) Payments to acquire treasury stock (12) (7) (31) Dividends paid (981) (2,453) (2,462) Other (44) 226 (72) -------------------------------------------------------------------------------- Net cash used in financing (2,627) (2,255) (6,376) activities -------------------------------------------------------------------------------- IV Net effect of exchange rate changes on (1,203) 1,783 (2,961) cash and cash equivalents -------------------------------------------------------------------------------- V Net change in cash and cash 7,268 38,765 13,808 equivalents VI Cash and cash equivalents at 87,338 101,146 87,338 beginning of period -------------------------------------------------------------------------------- VII Cash and cash equivalents at end of 94,606 139,911 101,146 period - ------------------------------------------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------------------------------------------ FY2003 interim FY2004 interim Summarized consolidated statement of cash flows of FY2003 (April 1, 2003 through (April 1, 2004 through (April 1, 2003 through September 30, 2003) September 30, 2004) March 31, 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Amount Amount Amount Notes (in million yen) (in million yen) (in million yen) - ------------------------------------------------------------------------------------------------------------------------------------ Supplemental data: Cash paid during the interim period and the year for: Income taxes 1,079 3,678 1,936 Interest 247 225 473 - ------------------------------------------------------------------------------------------------------------------------------------ - 6 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 1) Accounting Principles, Procedures and the Presentation of the Interim Consolidated Financial Statements (a) Terminology, Form and Method of Preparation of the Interim Consolidated Financial Statements Advantest prepares these interim consolidated financial statements in accordance with the accounting principles, procedures, terminology, form and mode of preparation required in the U.S. in connection with its issuance of American Depository Shares as established under Accounting Research Bulletins ("ARB"), Accounting Principles Board ("APB") statements, Statements of Financial Accounting Standards ("SFAS") and other relevant sources. Unconsolidated financial statements of Advantest Corporation and its subsidiaries are prepared in accordance with accounting principles generally accepted in their respective country of domicile. Certain adjustments and reclassifications have been incorporated into such financial statements to reconcile to accounting principles generally accepted in the U.S. ("U.S. GAAP"). (b) The Preparation of Consolidated Financial Statements and Registration with the U.S. Securities and Exchange Commission Advantest Corporation began listing on the New York Stock Exchange on September 17, 2001 (local time) by means of an issuance of American Depository Shares, and is registered with the U.S. Securities and Exchange Commission on Form 20-F (equivalent to the Annual Securities Report in Japan) since FY2001. In connection with the registration on Form 20-F, Advantest prepares consolidated financial statements in accordance with U.S. GAAP. (c) Scope of Consolidation and Application of the Equity Method Advantest's interim consolidated financial statements include financial statements of Advantest Corporation and its majority-owned subsidiaries. All significant transactions, credit and debt between consolidated companies have been eliminated. The following table sets forth the number of consolidated subsidiaries and equity method affiliates of Advantest: ------------------------------------------------------------------------------------------------------------ FY2004 interim FY2003 (As of September 30, (As of March 31, Increase (decrease) 2004) 2004) ------------------------------------------------------------------------------------------------------------ | Domestic 22 23 (1) ------------------------------------------------------------------------------------------------- | Overseas 17 17 0 ------------------------------------------------------------------------------------------------- Consolidated subsidiaries 39 40 (1) ------------------------------------------------------------------------------------------------------------ Equity method affiliates 0 0 0 ------------------------------------------------------------------------------------------------------------ Total 39 40 (1) ------------------------------------------------------------------------------------------------------------ Changes in the scope of consolidation: Newly included (1): Advantest Costa Rica, Sociedad Anonima *1 Excluded (2): Advanmicrotec Co., Ltd. *2 Advantest America Measuring Solutions, Inc. *3 - 7 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements *1 Advantest Costa Rica, Sociedad Anonima was established on September 30, 2004 as an engineering service company of Advantest's products. *2 Advanmicrotec Co., Ltd. was merged into Advantest Manufacturing, Inc. on April 1, 2004 to consolidate Advantest's manufacturing operations. *3 Advantest America Measuring Solutions, Inc. was merged into Advantest America, Inc. on September 30, 2004 with a view to streamlining management. (d) Significant differences from the preparation of financial statements under Japanese GAAP Of the accounting principles, procedures and mode of presentation adopted by Advantest Corporation and its consolidated subsidiaries (collectively "Advantest"), the followings are the significant differences from the preparation of financial statements using the accounting principles, procedure and mode of presentation under Japanese GAAP: (i) Scope of consolidation and application of the equity method The scope of consolidation and application of the equity method is determined based on percentage of voting rights. There is, however, no difference in results when compared to the situation where the scope is determined using the control criteria or influence criteria. (ii) Appropriation of earnings Earnings appropriated for bonuses to directors are treated as selling, general and administrative expenses. (iii) Accounting for lease transactions Regarding significant lease transactions, plant, property and equipment and capital lease obligations are recognized if the lease is considered a capital lease under SFAS No. 13, "Accounting for Leases". (iv) Allowance for compensated absences In accordance with SFAS No. 43, "Accounting for Compensated Absences", an allowance is provided for the right of employees to receive compensated absences in the future. (v) Accrued pension and severance cost Accrued pension and severance cost is accounted for based on SFAS No. 87, "Employers' Accounting for Pensions" and minimum pension liability adjustments are appropriated based on accumulated benefit obligation. The transitional difference from the adoption of this standard was retroactively recognized from the effective date of SFAS No. 87 and amortized over 15 years. (vi) Goodwill In accordance with SFAS No. 142, "Goodwill and Other Intangible Assets", goodwill is no longer amortized, but instead is tested for impairment before impairment is recognized. - 8 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 2) Description of Business and Summary of Significant Accounting Policies and Practices (a) Description of Business Advantest manufactures and sells mechatronics-related products such as semiconductor and component test system, test handlers and device interfaces. Advantest also engages in research and development activities and provides maintenance and support services associated with these products. In conjunction with its business and organizational restructuring, since this interim period, Advantest reclassified its two previous segments, automated test equipment and measuring instruments business segment, into three business segments: semi-conductor and component test system; mechatronics system; and services, support and others. Description of business per segment is as follows: The semiconductor and component test system business provides customers with test system products for the semiconductor industry and the electronic parts industry. Product lines provided by the semiconductor and component test system segment include memory test system for memory semiconductor devices; SoC/AS test system for non-memory semiconductor devices and AS test system for RF component markets, optical component markets and application specific information and telecommunication markets. The mechatronics system business provides product lines such as test handlers, mechatronic-applied products, for handling semiconductor devices and device interfaces that serve as interfaces with the devices that are measured and operations related to nano-technology products. The services, support and others business consists of comprehensive customer solutions provided in connection with the above businesses, support services, equipment lease business and others. The Company was incorporated on December 2, 1954 under the name of Takeda Riken Industry Co., Ltd. as a limited liability, joint-stock company in Japan under the Commercial Code of Japan. Takeda Riken Industry Co., Ltd. changed its legal name to Advantest Corporation in 1985. (b) Cash Equivalents Cash equivalents consist of deposits and certificates of deposit with an initial maturity of three months or less from the date of purchase. For purposes of the consolidated statements of cash flows, Advantest considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. - 9 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (c) Allowance for Doubtful Accounts Advantest recognizes allowance for doubtful accounts to ensure that trade accounts receivable are not overstated due to uncollectability, which represents Advantest's best estimate of the amount of probable credit losses in Advantest's existing trade accounts receivable. Advantest periodically reviews its estimated allowances for doubtful accounts taking into account the customer's payment history, assessing the customer's current financial position and considering other information that is publicly available and the customer's credit worthiness. Additional reviews are undertaken upon reports of significant changes in the financial condition of Advantest's significant customers and the semiconductor industry. (d) Inventories Inventories are stated at the lower of cost or market. Cost is determined using the average cost method. (e) Investments in Affiliated Companies Investments in affiliated companies owned 20% to 50%, where Advantest exercises significant influence over their operating and financial policies, are accounted for on the equity method. All significant intercompany profits from affiliates have been eliminated. (f) Investment Securities Investment securities at September 30, 2003, September 30, 2004 and March 31, 2004 consist of equity securities. Advantest classifies its marketable equity securities in one of two categories: trading or available-for-sale. Trading securities are bought and held principally for the purpose of selling them in the near term. All marketable equity securities not included in trading are classified as available-for-sale. As of September 30, 2003, September 30, 2004 and March 31, 2004, all marketable equity securities held by Advantest are classified as available-for-sale. Trading and available-for-sale securities are recorded at fair value. Unrealized gains and losses on trading securities are included in earnings. Unrealized gains and losses, net of the related tax effect, on available-for-sale securities are excluded from earnings and are reported as a separate component of accumulated other comprehensive income (loss) until realized. A decline in the fair value of any available-for-sale security below cost that is deemed to be other than temporary results in a reduction in carrying amount to fair value. The impairment is charged to earnings and a new cost basis for the security is established. Dividend income is recognized when earned. On a continuous basis, but no less frequently than at the end of every half year, Advantest evaluates the cost basis of an available-for-sale security for possible impairment. Factors considered in assessing whether an indication of other than temporary impairment - 10 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements exists include: the degree of change in ratio of market prices per share to book value per share at date of evaluation compared to that of at date of acquisition, the financial condition and prospects of each investee company, industry conditions in which the investee company operates, the period of time the fair value of an available-for-sale security has been below the cost basis of the investment and other relevant factors. Impairment to be recognized is measured based on the amount by which the carrying amount of the investment exceeds the fair value of the investment. Fair value is determined based on quoted market prices, projected discounted cash flow or other valuation techniques as appropriate. The cost of a security sold or the amount reclassified out of accumulated other comprehensive income (loss) into earnings is determined by the specific identification method. Other investment securities are carried at cost. On a periodical basis, Advantest considers the necessity of impairment. If the value of the other investment securities is estimated to have declined and such decline is judged to be other than temporary, Advantest recognizes the impairment of the investment and the carrying value is reduced to its fair value. The impairment is charged to earnings and new cost basis for the security is established. (g) Derivative Financial Instruments Derivative financial instruments are accounted for under SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", and SFAS No. 138, "Accounting for Certain Derivative Instruments and Certain Hedging Activities, an amendment of FASB Statement No. 133". SFAS No. 133, as amended, standardizes the accounting for derivative instruments, including certain derivative instruments embedded in other contracts. Under SFAS No. 133, as amended, entities are required to carry all derivative instruments in the consolidated balance sheets at fair value. The accounting for changes in the fair value (that is, gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, on the reason for holding the instrument. If certain conditions are met, entities may elect to designate a derivative instrument as a hedge of exposures to changes in fair values, cash flows, or foreign currencies. If the hedged exposure is a fair value exposure, the gain or loss on the derivative instrument is recognized in earnings in the period of change together with the offsetting loss or gain on the hedged item attributable to the risk being hedged. If the hedged exposure is a cash flow exposure, the effective portion of the gain or loss on the derivative instrument is reported initially as a component of other comprehensive income (loss) and subsequently reclassified into earnings when the forecasted transaction affects earnings. Any amounts excluded from the assessment of hedge effectiveness as well as the ineffective portion of the gain or loss are reported in earnings immediately. If the derivative instrument is not designated as a hedge, the gain or loss is recognized in earnings in the period of change. - 11 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Advantest uses foreign exchange forward contracts to manage currency exposure, resulting from changes in foreign currency exchange rates, on trade accounts receivable. However, these contracts do not qualify for hedge accounting since they do not meet the hedging criteria specified by SFAS No. 133. Foreign exchange forward contracts generally have maturities of several months. These contracts are used to reduce Advantest's risk associated with exchange rate movements, as gains and losses on these contracts are intended to offset exchange losses and gains on underlying exposures. Changes in fair value of foreign exchange forward contracts are recognized in earnings under the caption of other income (expense). Advantest does not, as a matter of policy, enter into derivative transactions for the purpose of speculation. (h) Property, Plant and Equipment Property, plant and equipment is stated at cost. Equipment under capital leases is stated at the present value of minimum lease payments. Depreciation is computed principally using the declining-balance method except for buildings and machinery and equipment under capital leases for the Company and its domestic subsidiaries and the straight-line method over estimated useful lives of the assets for foreign subsidiaries. Buildings are principally depreciated using the straight-line method over their estimated useful lives. Depreciation for machinery and equipment under capital leases is computed using the straight-line method over the lease term. The depreciation period for significant assets ranges from 15 years to 50 years for buildings, 4 years to 10 years for machinery and equipment, and 2 years to 5 years for furniture and fixtures. (i) Intangible Assets and Other Assets Intangible assets principally consist of licenses, goodwill and computer software for internal-use, including computer software under capital leases. Other assets consist of investments, security deposits and prepaid expenses, of which no one individual item was material to the consolidated financial statements of Advantest. Advantest capitalizes certain costs incurred to purchase or develop software for internal-use. Costs incurred to develop software for internal-use are expensed as incurred during the preliminary project stage, which includes costs for making strategic decisions about the project, determining performance and system requirements and vendor demonstration cost. Costs incurred subsequent to the preliminary project stage through implementation are capitalized. Advantest also expenses costs incurred for internal-use software projects in the post implementation stage such as costs for training and maintenance. Costs incurred to develop software to be included with and sold as part of the Company's automated test equipment are capitalized subsequent to the attainment of - 12 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements technological feasibility in accordance with the provisions of SFAS No. 86, "Accounting for the Costs of Computer Software to Be Sold, Leased, or Otherwise Marketed". To date, costs incurred subsequent to the attainment of technological feasibility have been insignificant and, therefore, have been charged directly to expense. Costs incurred prior to reaching technological feasibility are expensed as incurred. The cost of software is amortized straight-line over the estimated useful life, which is generally five years. The cost of computer software under capital leases is amortized straight-line over the lease term. The remaining weighted average life of software at September 30, 2004 is 2.3 years. Business combinations are accounted for using the purchase method in accordance with SFAS No. 141, "Business Combinations". SFAS No. 141 establishes certain criteria for the recognition of intangible assets separately from goodwill. Under SFAS No. 142, "Goodwill and Other Intangible Assets", goodwill is no longer amortized, but instead is tested for impairment at least annually. Intangible assets with definite useful lives are amortized over their respective estimated useful lives and reviewed for impairment in accordance with SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets". Any recognized intangible assets determined to have an indefinite useful life are not amortized, but instead are tested for impairment until its life is determined to be no longer indefinite. (j) Impairment of Long-Lived Assets Advantest accounts for long-lived assets in accordance with the provisions of SFAS No. 144. SFAS No. 144 requires that long-lived assets and certain identifiable intangibles with definite useful lives be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. For the year ended March 31, 2004, one of the former independent cash flow-generating units, measuring instruments' assets group reported operating losses for two consecutive years, and future operating results of the assets group was not expected to be profitable, due to the customers' continuously inactive industries such as wireless communications. Since the carrying amount of the assets group was higher than the undiscounted net cash flows expected to result from the use and eventual disposition of the assets group, Advantest adjusted its carrying amount to the recoverable amount. The recoverable amount was based on the observable market price and Advantest's cash flow analysis. Total recognized impairment loss was (Y)3,030 million and is included in selling, general and administrative expenses for the year ended March 31, 2004. The impairment loss consisted of (Y)1,226 million from buildings, (Y)175 million from machinery and equipment, (Y)683 million from furniture and fixtures, (Y)681 million from software, and (Y)265 million from other assets. - 13 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (k) Accrued Warranty Expenses Advantest's products are generally subject to warranty, and Advantest provides an allowance for such estimated costs when product revenue is recognized. To provide for future repairs during warranty periods, estimated repair expenses over the warranty period are accrued based on the historical ratio of actual repair expenses to corresponding sales. (l) Accrued Pension and Severance Cost The Company and certain of its domestic subsidiaries have retirement and severance defined benefit plans covering substantially all of their employees. The benefits are based on years of service and the employee's compensation and vest after one year of service. Prior service cost that results from amendments to the plan is amortized over the average remaining service period of the employees expected to receive benefits. Unrecognized net gain and loss is also amortized over the average remaining service period of the employees expected to receive benefits. The Company and certain of its consolidated domestic subsidiaries received approval from the Minister of Health and Labor to be exempted from obligation for benefits related to future employee service on August 1, 2003 and received approval to be exempted from obligation for benefits related to prior employee service on October 1, 2004 for the substitutional portion of its Employees' Pension Fund plans as part of the transfer of its Employees' Pension Fund plans to the Defined Benefit Corporate Pension plans pursuant to the Defined Benefit Corporate Pension Law. Advantest and certain of its consolidated domestic subsidiaries expect to recognize, upon completion of the transfer to the Japanese government of the substitutional portion, any loss or gains resulting therefrom in accordance with Emerging Issues Task Force Issue No. 03-2 (EITF 03-2), "Accounting for the Transfer to the Japanese Government of the Substitutional Portion of Employee Pension Fund Liabilities." Accordingly, there has been no effect on Advantest's interim consolidated financial statements for the 6 months period ended September 30, 2004. (m) Revenue Recognition Revenue from Sales of Products ------------------------------ Revenue from sales of products which require installation work is recognized when the related installation work is completed and the equipment is accepted by the customer. Revenue from sales of products and component which do not require installation work by Advantest is recognized upon shipment if the terms of the sale are free on board ("FOB") shipping point or upon delivery if the terms are FOB destination, which coincide with the passage of title and risk of loss. Advantest utilizes distributors to market certain of its products which do not require installation work. Advantest recognizes revenues from sales of products to distributors upon shipment or delivery of products to the distributors, which coincide with the passage of title and risk of loss. - 14 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Service fee ----------- Revenue from fixed-price, long-term service contracts is recognized on the straight-line basis over the contract term. Operating lease --------------- Revenue from operating leases is mainly recognized on the straight-line basis over the lease term. Multiple deliverables --------------------- Multiple Deliverables are accounted for under the Emerging Issues Task Force Issue No. 00-21 ("EITF 00-21"), "Revenue Arrangements with Multiple Deliverables". EITF 00-21 addresses how to determine whether an arrangement involving multiple deliverables contains more than one unit of accounting. In applying EITF 00-21, separate contracts with the same entity or related parties that are entered into at or near the same time are presumed to have been negotiated as a package and should, therefore, be evaluated as a single arrangement in considering whether there are one or more units of accounting. That presumption may be overcome if there is sufficient evidence to the contrary. EITF 00-21 also addresses how consideration should be measured and allocated to the separate units of accounting in the arrangement. Advantest enters into certain revenue arrangements with multiple deliverables, which include combination of automated test equipment, installation and warranty services. As those installation or warranty services are not interchangeable to be provided by Advantest or other parties and as fair values of those services are not determinable, these elements are not considered to qualify for separate accounting under EITF 00-21 and accordingly Advantest treats them as a single unit of accounting. Advantest adopted the provisions of EITF 00-21 for the transactions entered into on and after July 1, 2003. The effect on Advantest's consolidated financial statements from the adoption of such provisions was insignificant. (n) Research and Development Research and development costs are expensed as incurred. (o) Stock-Based Compensation Advantest applies the intrinsic value-based method of accounting prescribed by APB Opinion No. 25, "Accounting for Stock Issued to Employees", and related interpretations including FASB Interpretation No. 44, "Accounting for Certain Transactions Involving Stock Compensation, an Interpretation of APB Opinion No. 25", in accounting for its stock-based compensation plans. As such, stock-based compensation cost would be recorded on the date of grant only if the current market price of the underlying stock exceeded the exercise price. SFAS No. 123, "Accounting for Stock-Based - 15 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Compensation", as amended by SFAS No. 148, "Accounting for Stock-Based Compensation-Transition and Disclosure, an amendment of FASB Statement No. 123", establishes accounting and disclosure requirements using a fair value-based method of accounting for stock-based employee compensation plans. As allowed by SFAS No. 123, Advantest has elected to continue to apply the intrinsic value-based method of accounting described above, and has adopted the disclosure requirements of SFAS No. 123, as amended. Had Advantest determined stock-based compensation cost using the fair value-based method at the grant date for its stock options and warrants under SFAS No. 123, Advantest's net income and net income per share would have been reduced to the pro forma amounts indicated below: Yen (Millions) except for per share data ------------------------------------------------------- September 30, September 30, March 31, 2003 2004 2004 ---- ---- ---- Net income: As reported 2,453 28,573 17,329 Less: stock-based employee compensation cost (net of related tax effect) (1,941) (2,276) (1,963) -------- -------- -------- Pro forma 512 26,297 15,366 ======= ======= ======= Basic net income per share: As reported 24.96 290.68 176.37 Pro forma 5.21 267.52 156.39 Diluted net income per share: As reported 24.94 290.07 176.02 Pro forma 5.20 266.96 156.08 No compensation expense was reflected in net income for the six months periods ended September 30, 2003 and September 30, 2004, and for the year ended March 31, 2004. (p) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Advantest - 16 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements recognizes valuation allowance to reduce deferred tax assets to their net realizable value if it is more likely than not that some portion or all of the deferred tax assets will be realized. (q) Net Income per Share Basic net income per share is calculated by dividing net income by the weighted average number of shares outstanding during the accounting period. Diluted net income per share is calculated by dividing net income by the sum of the weighted average number of shares plus additional shares that would have been outstanding if potential dilutive shares had been issued for granted stock options and warrants. At September 30, 2003, September 30, 2004 and March 31, 2004, Advantest had outstanding stock options and warrants exercisable into 1,133,800, 1,799,500 and 329,500 shares of common stock, respectively, which could potentially dilute net income per share in future periods. (r) Translation of Foreign Financial Statements Foreign currency financial statements have been translated in accordance with SFAS No. 52, "Foreign Currency Translation". Under SFAS No. 52, the balance sheet accounts of non-Japanese subsidiaries, which are denominated in currencies other than the Japanese yen, are translated at rates of exchange on the balance sheet date. Revenue and expense accounts are translated at average rates of exchange in effect during the period. Resulting translation adjustments are included as a separate component of other comprehensive income (loss). (s) Foreign Currency Transactions Assets and liabilities denominated in foreign currencies are translated at the applicable current rates on the balance sheet date. All revenue and expenses associated with foreign currencies are converted at the rates of exchange prevailing when such transactions occur. The resulting exchange gains or losses are reflected in other income (expense) in the accompanying consolidated statements of income. (t) Use of Estimates Management of Advantest has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statement and the reported amounts of revenues and expenses during the period to prepare these consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. Significant items subject to such estimates and assumptions include valuation allowances for trade accounts receivables, inventories and deferred tax assets, and assets and obligations related to employees retirement and severance plans. Actual results could differ from those estimates. - 17 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (u) Reclassifications Certain reclassifications have been made to the consolidated financial statements for FY2003 interim and FY2003 to conform to presentation used for FY2004 interim. (Note 3) Trade accounts receivable The allowance for doubtful accounts was deducted from trade accounts receivable was (Y)2,214 million, (Y)2,472 million and (Y)2,464 million as of September 30, 2003, September 30, 2004, and March 31, 2004, respectively. (Note 4) Inventories Inventories are composed of the following: Yen (Millions) -------------- September 30, September 30, March 31, 2003 2004 2004 ---- ---- ---- Finished goods 9,434 7,804 14,819 Work in process 16,016 18,589 25,433 Raw materials 8,896 6,294 9,171 --------- --------- --------- 34,346 32,687 49,423 ========= ========= ========= (Note 5) Property, Plant and Equipment Property, plant and equipment is composed of the following: Yen (Millions) -------------- September 30, September 30, March 31, 2003 2004 2004 ---- ---- ---- Land 19,189 19,200 19,174 Buildings 50,931 49,579 49,368 Machinery and equipment 25,639 26,290 24,660 Furniture and fixtures 26,470 22,610 21,200 Construction in progress 641 861 647 --------- --------- --------- 122,870 118,540 115,049 Less accumulated depreciation 69,182 66,602 64,533 --------- --------- --------- 53,688 51,938 50,516 ========= ========= ========= - 18 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 6) Investment Securities The acquisition cost, gross unrealized gains, gross unrealized losses and fair value of marketable equity securities at September 30, 2003, September 30, 2004 and March 31, 2004 were as follows: Yen (Millions) September 30, 2003 ------------------ Gross Gross Acquisition unrealized unrealized cost gains losses Fair value ---- ----- ------ ---------- Noncurrent: Available-for-sale: Equity securities 1,846 1,099 7 2,938 Yen (Millions) September 30, 2004 ------------------ Gross Gross Acquisition unrealized unrealized cost gains losses Fair value ---- ----- ------ ---------- Noncurrent: Available-for-sale: Equity securities 3,177 1,440 319 4,287 Yen (Millions) March 31, 2004 -------------- Gross Gross Acquisition unrealized unrealized cost gains losses Fair value ---- ----- ------ ---------- Noncurrent: Available-for-sale: Equity securities 2,238 2,093 1 4,311 - 19 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Gross realized gains and losses on available-for-sale equity securities for the six months periods ended September 30, 2003 and September 30, 2004, and for the year ended March 31, 2004 were as follows: Yen (Millions) Yen (Millions) -------------- -------------- September 30, 2003 September 30, 2004 ------------------ ------------------ Gross Gross Gross Gross realized realized realized realized gains losses gains losses ----- ------ ----- ------ Noncurrent: Available-for-sale: Equity securities 174 - 629 - Yen (Millions) -------------- March 31, 2004 -------------- Gross Gross realized realized gains losses ----- ------ Noncurrent: Available-for-sale: Equity securities 178 2 Gross realized gains and losses are included in "other income (expense)" in the interim consolidated statements of income and the consolidated statements of income, and "other" in "cash flows from operating activities" in the interim consolidated statements of cash flows and the consolidated statements of cash flows. Advantest maintains long-term investment securities, issued by nonpublic companies, which are recorded at cost. The carrying amounts of these securities were (Y)4,542 million, (Y)2,595 million and (Y)3,641 million at September 30, 2003, September 30, 2004 and March 31, 2004, respectively. (Note 7) Derivative Financial Instruments Derivative financial instruments are utilized by Advantest primarily to reduce foreign currency exchange risk. Advantest does not hold or issue financial instruments for trading purposes. Advantest generally does not require or place collateral for these financial instruments. Derivative financial instruments contain an element of risk in the event the counterparties are unable to meet the terms of the agreements. However, Advantest minimizes risk exposure by limiting the counterparties to major international banks and financial institutions meeting established credit guidelines. Management of Advantest does not expect any counterparty to default on its obligations and, therefore, does not expect to incur any losses due to counterparty default on its obligations. - 20 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Advantest had foreign exchange forward contracts to exchange currencies among Japanese yen, U.S. dollars and Euro at September 30, 2003, September 30, 2004 and March 31, 2004. The notional amounts of these contracts were (Y)300 million, (Y)7,983 million and (Y)8,736 million at September 30, 2003, September 30, 2004 and March 31, 2004. The carrying amounts and estimated fair values of Advantest's foreign exchange forward contracts at September 30, 2003, September 30, 2004 and March 31, 2004 were as follows: Yen (Millions) Yen (Millions) -------------- -------------- September 30, 2003 September 30, 2004 ------------------ ------------------ Carrying Fair Carrying Fair amount value amount value ------ ----- ------ ----- Financial assets: Foreign exchange forward contracts - - 30 30 Financial liabilities: Foreign exchange forward contracts 15 15 10 10 Yen (Millions) -------------- March 31, 2004 -------------- Carrying Fair amount value ------ ----- Financial assets: Foreign exchange forward contracts 91 91 Financial liabilities: Foreign exchange forward contracts 105 105 These contracts do not qualify for hedge accounting since they do not meet the hedging criteria specified by SFAS No. 133. Changes in fair value are recognized in earnings under the caption of other income (expense). - 21 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 8) Leases - Lessor Advantest provides leases that enable its customers to acquire semiconductor test equipment. All leases are classified as operating leases. Future minimum lease income from equipment on noncancelable operating leases as of September 30, 2003, September 30, 2004 and March 31, 2004 are as follows: Yen (Millions) ------------------------------------------------------------------------ September 30, 2003 September 30, 2004 March 31, 2004 --------------------- --------------------- --------------------- Within one year 1,021 1,379 967 After one year 502 919 638 --------------------- --------------------- --------------------- Total minimum lease income 1,523 2,298 1,605 ===================== ===================== ===================== (Note 9) Leases - Lessee Advantest has several operating leases, primarily for office space and office equipment. Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) as of September 30, 2003, September 30, 2004 and March 31, 2004 are as follows: Yen (Millions) ------------------------------------------------------------------------ September 30, 2003 September 30, 2004 March 31, 2004 --------------------- --------------------- --------------------- Within one year 343 174 320 After one year 637 377 564 --------------------- --------------------- --------------------- Total minimum lease payments 980 551 884 ===================== ===================== ===================== (Note 10) Assets Pledged as Collateral and Secured Liabilities As of September 30, 2003, September 30, 2004 and March 31, 2004, property, plant and equipment with a carrying amount of (Y)409 million, (Y)398 million and (Y)403 million was pledged as collateral for certain debt obligations in the amount of (Y)46 million, (Y)31 million and (Y)38 million, respectively. - 22 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 11) Other Comprehensive Income (Loss) The accumulated balances for each classification of other comprehensive income (loss) are as follows: Yen (Millions) ---------- FY2003 FY2004 FY2003 ------ ------ ------ interim interim ------- ------- Foreign currency translation adjustments (6,488) (5,720) (8,087) Net unrealized gains on securities: 615 746 1,422 Minimum pension liability adjustments -- (1,183) (1,396) ------- ------ ------- Other comprehensive income (loss) (5,873) (6,157) (8,061) ======= ======= ======= (Note 12) Accrued Pension and Severance Cost The components of net periodic benefit cost recognized for the six months periods ended September 30, 2003 and September 30, 2004, and for the year ended March 31, 2004 were as follows: Yen (Millions) ---------- FY2003 FY2004 FY2003 ------ ------ ------ interim interim ------- ------- Components of net periodic benefit cost: Service cost 924 875 1,691 Interest cost 430 427 860 Expected return on plan assets (247) (292) (495) Amortization of unrecognized: Net transition obligation 107 -- 214 Net actuarial gain or loss 158 280 317 Prior service cost (58) (58) (116) ---- --- ---- Net periodic benefit cost 1,314 1,232 2,471 ===== ===== ===== - 23 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 13) Operating Segment and Geographic Information (Operating Segment Information) Advantest manufactures and sells mechatronics-related products such as semiconductor and component test system, test handlers and device interfaces. Advantest also engages in research and development activities and provides maintenance and support services associated with these products. In accordance with SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information", Advantest has three operating and reportable segments. These operating segments are determined based on the nature of the products and the markets. Since this interim period, Advantest, in conjunction with its business and organizational restructuring, reclassified its two previous segments, automated test equipment and measuring instruments business segments, into three business segments: semi-conductor and component test system; mechatronics system; and services, support and others. Accordingly, the consolidated financial statements for FY2003 interim as well as for FY 2003 have been restated based on the three new business segments. Operating segment information during FY2003 interim, FY2004 interim and FY2003 are as follows: Yen (Millions) -------------- --------------------------------------------------------------------------- Semiconductor and Component Mechatronics Services, Elimination Total Test System System Support and and corporate Business Business Others --------------- -------------- ----------- --------------- ----------- FY2003 Interim: Net sales to unaffiliated customers 39,272 13,065 9,949 -- 62,286 Inter-segment 1,689 196 -- (1,885) -- -------- -------- ------- -------- -------- Sales 40,961 13,261 9,949 (1,885) 62,286 Operating income (loss) 3,601 3,194 575 (2,931) 4,439 Yen (Millions) -------------- --------------------------------------------------------------------------- Semiconductor and Component Mechatronics Services, Elimination Total Test System System Support and and corporate Business Business Others --------------- -------------- ----------- --------------- ----------- FY2004 Interim: Net sales to unaffiliated customers 107,920 27,794 10,875 -- 146,589 Inter-segment 5,252 306 -- (5,558) -- -------- -------- ------- -------- -------- Sales 113,172 28,100 10,875 (5,558) 146,589 Operating income (loss) 37,790 9,950 765 (3,085) 45,420 - 24 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Yen (Millions) -------------- --------------------------------------------------------------------------- Semiconductor and Component Mechatronics Services, Elimination Total Test System System Support and and corporate Business Business Others --------------- -------------- ----------- --------------- ----------- FY2003: Net sales to unaffiliated customers 119,765 33,988 20,465 -- 174,218 Inter-segment 3,724 237 -- (3,961) -- ----------- ---------- ----------- ------------- --------- Sales 123,489 34,225 20,465 (3,961) 174,218 Operating income (loss) 28,690 11,233 (2,587) (6,376) 30,960 Adjustments to operating income (loss) included under "elimination and corporate" were (Y)4,172 million in FY2003 interim, (Y)4,008 million in FY2004 interim and (Y)8,525 million in FY2003. They consist primarily of expenses for fundamental research activities and costs of the administrative operations of headquarters. (Geographic Segment Information / Based on Location of Customers) Net sales to unaffiliated customers in FY2003 interim, FY2004 interim and FY2003 are as follows: Yen (Millions) -------------- FY2003 FY2004 FY2003 ------ ------ ------ interim interim ------- ------- Japan 24,819 37,669 57,990 Americas 3,879 13,494 16,264 Europe 4,514 7,557 10,401 Asia 29,074 87,869 89,563 ------- -------- ------- Total 62,286 146,589 174,218 ======= ======== ======= (Note) 1. Net sales from unaffiliated customers are based on the customer's location. 2. Each of the segments include primarily the following countries or regions: (1) Americas U.S., Costa Rica, Canada, etc. (2) Europe Germany, Italy, Portugal, etc. (3) Asia Taiwan, South Korea, China, etc. - 25 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements Supplemental Segment Information (Geographic Segment Information / Based on Location of Advantest and its Affiliates) The following table sets forth the net sales and operating income (loss) in FY2003 interim, FY2004 interim and FY2003, classified by location of office from which product was shipped. This information is provided as supplement information in addition to the requirements of SFAS No. 131 in consideration of the disclosure requirements under the Securities Exchange Law of Japan. (In millions of yen) - ------------------------------------------------------------------------------------------------------------------------- FY2003 interim (April 1, 2003 through September 30, 2003) --------------------------------------------------------------------------------------------- Elimination Japan Americas Europe Asia Total and Consolidated corporate - ------------------------------------------------------------------------------------------------------------------------- Net sales (1) Sales to unaffiliated 36,269 10,140 5,855 10,022 62,286 - 62,286 customers (2) Inter-segment 18,682 1,120 301 1,808 21,911 (21,911) - - ------------------------------------------------------------------------------------------------------------------------- Total 54,951 11,260 6,156 11,830 84,197 (21,911) 62,286 - ------------------------------------------------------------------------------------------------------------------------- Operating expenses 50,005 10,988 5,259 10,960 77,212 (19,365) 57,847 - ------------------------------------------------------------------------------------------------------------------------- Operating income (loss) 4,946 272 897 870 6,985 (2,546) 4,439 - ------------------------------------------------------------------------------------------------------------------------- (In millions of yen) - ------------------------------------------------------------------------------------------------------------------------- FY2004 interim (April 1, 2004 through September 30, 2004) --------------------------------------------------------------------------------------------- Elimination Japan Americas Europe Asia Total and Consolidated corporate - ------------------------------------------------------------------------------------------------------------------------- Net sales (1) Sales to unaffiliated 60,206 38,685 8,754 38,944 146,589 -- 146,589 customers (2) Inter-segment 64,368 1,224 448 3,843 69,883 (69,883) -- - ------------------------------------------------------------------------------------------------------------------------- Total 124,574 39,909 9,202 42,787 216,472 (69,883) 146,589 - ------------------------------------------------------------------------------------------------------------------------- Operating expenses 89,912 34,380 7,633 36,933 168,858 (67,689) 101,169 - ------------------------------------------------------------------------------------------------------------------------- Operating income (loss) 34,662 5,529 1,569 5,854 47,614 (2,194) 45,420 - ------------------------------------------------------------------------------------------------------------------------- - 26 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (In millions of yen) - ------------------------------------------------------------------------------------------------------------------------- FY2003 (April 1, 2003 through March 31, 2004) --------------------------------------------------------------------------------------------- Elimination Japan Americas Europe Asia Total and Consolidated corporate - ------------------------------------------------------------------------------------------------------------------------- Net sales (1) Sales to unaffiliated 91,860 29,641 15,322 37,395 174,218 -- 174,218 customers (2) Inter-segment 68,143 2,134 728 4,051 75,056 (75,056) -- - ------------------------------------------------------------------------------------------------------------------------- Total 160,003 31,775 16,050 41,446 249,274 (75,056) 174,218 - ------------------------------------------------------------------------------------------------------------------------- Operating expenses 128,421 29,593 13,945 36,443 208,402 (65,144) 143,258 - ------------------------------------------------------------------------------------------------------------------------- Operating income (loss) 31,582 2,182 2,105 5,003 40,872 (9,912) 30,960 - ------------------------------------------------------------------------------------------------------------------------- (Notes) 1. Geographical segments are organized by physical proximity of countries or regions. 2. Each of the geographical segments includes primarily the following countries or regions: (1) Americas U.S., etc. (2) Europe Germany, France, etc. (3) Asia South Korea, Taiwan, Singapore, etc. 3. General corporate operating expenses included under "elimination and corporate" were (Y)4,172 million in FY2003 interim, (Y)4,008 million in FY2004 interim and (Y)8,525 million in FY2003. They consist primarily of expenses for fundamental research activities and costs of the administrative operations of headquarters. - 27 - ADVANTEST CORPORATION AND SUBSIDIARIES Notes to Interim Consolidated Financial Statements (Note 14) Per Share Data The following table sets forth the computation of basic and diluted net income per share and cash dividends per share: Yen (Millions) except for per share data ------------------------- FY2003 interim FY2004 interim FY2003 -------------- -------------- ------ Numerator: Net income 2,453 28,573 17,329 ------------ ------------ ----------- Denominator: Basic weighted average shares 98,245,709 98,295,932 98,250,830 Dilutive effect of exercise of stock options and warrants 101,630 206,598 195,306 ------------ ------------ ----------- Diluted weighted average shares 98,347,339 98,502,530 98,446,136 ------------ ------------ ----------- Basic net income per share 24.96 290.68 176.37 Diluted net income per share 24.94 290.07 176.02 ------------ ------------ ----------- Cash dividends per share 15.00 25.00 40.00 ------------ ------------ ----------- Cash dividends per share are computed based on dividends declared with respect to earnings for the periods. (Note 15) Commitments Advantest provides guarantees to third parties mainly for customers lease obligations. At September 30, 2004 and March 31, 2004, these guarantees amounted to (Y)493 million and (Y)569 million, respectively. Advantest would be required to satisfy customers lease obligations in the event of default. The guarantees are collateralized by the leased equipment. At September 30, 2004 and March 31, 2004, Advantest has not accrued any obligation with respect to such guarantees as it estimates the fair value of its obligations to be insignificant. (2) Other information Not applicable. - 28 -