FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer


Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934


For the month of November, 2015

Commission File Number 1-15236

Advantest Corporation
(Translation of Registrant’s Name Into English)

Shin Marunouchi Center Building
1-6-2, Marunouchi
Chiyoda-ku
Tokyo 100-0005
Japan
(Address of Principal Executive Offices)


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

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 o  No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):                
 
 


 
 
 
 
 
 
Materials Contained in this Report:

 
 
1.
Executive summary of the Japanese-language Quarterly Report, submitted by the registrant to the Director-General of the Kanto Local Finance Bureau of the Ministry of Finance of Japan on November 13, 2015.

 
2.
English-language translation of the registrant’s Quarterly Consolidated Financial Statements for the fiscal second quarter ended September 30, 2015, filed with the Director-General of the Kanto Local Finance Bureau as part of the registrant’s Quarterly Report.





 
 
 
 
 
 
 

 
 
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.


  Advantest Corporation
       
       
       
 
By:  /s/ Hiroshi Nakamura
    Name: Hiroshi Nakamura
    Title:
Director, Managing Executive Officer
       

 


Date:  November 13, 2015




 

 


 







Executive Summary Quarterly Report


Japanese Quarterly Report for the fiscal second quarter ended September 30, 2015, submitted to the Director-General of the Kanto Local Finance Bureau of the Ministry of Finance of Japan on November 13, 2015, which included the following information:

I.  Corporate Information

 
1.
Corporate Overview
 
·
Significant financial indices
 
·
Business overview

 
2.
Business Information
 
·
Risk factors
 
·
Material agreements
 
·
Operating and financial review and prospects

 
3.
Company Data
 
·
Share information
         -      Total number of shares
         -      Stock acquisition rights (none)
         -      Bonds with stock acquisition rights with contingently adjustable exercise price (none)
         -      Rights plan (none)
         -      Number of shares outstanding, changes in capital stock
         -      Major shareholders
         -      Voting rights
 
·
Changes in directors and corporate auditors (none)

 
4.
Financial information
 
·
Consolidated financial statements (Unaudited)
 
·
Others

II.  Information on Guarantors (none)

Quarterly review report

Exhibit
Certifications of the Registrant’s Representative Director, President and Chief Executive Officer
 
 



 
ADVANTEST CORPORATION
AND SUBSIDIARIES
 
Consolidated Balance Sheets (Unaudited)
 
   
Yen (Millions)
Assets
 
March 31, 2015
 
September 30, 2015
             
Current assets:
           
Cash and cash equivalents
  ¥ 97,574       86,506  
Trade receivables, net
    24,960       24,219  
Inventories
    37,210       36,572  
Other current assets
    5,057       6,393  
                 
Total current assets
    164,801       153,690  
                 
                 
Investment securities
    2,249       2,088  
Property, plant and equipment, net of accumulated depreciation of 45,567 million yen and 45,927 million yen, as of March 31, 2015 and September 30, 2015, respectively
    38,480       36,998  
Intangible assets, net of accumulated amortization of 2,489 million yen and 2,944 million yen, as of March 31, 2015 and September 30, 2015, respectively
    4,085       3,691  
Goodwill
    54,590       54,495  
Other assets
    8,836       8,808  
                 
Total assets
  ¥ 273,041       259,770  
                 
 
The accompanying notes, together with the Notes to Consolidated Financial Statements included in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015 are an integral part of the consolidated financial statements.
 
 
 
- 1 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES
 
Consolidated Balance Sheets (Unaudited)
 
   
Yen (Millions)
Liabilities and Stockholders’ Equity
 
March 31, 2015
 
September 30, 2015
             
Current liabilities:
           
Trade accounts payable
  ¥ 18,101       13,123  
Accrued expenses
    10,482       9,725  
Income taxes payable
    2,106       2,214  
Accrued warranty expenses
    1,525       1,627  
Corporate bonds - current portion
    10,000        
Customer prepayments
    4,900       3,459  
Other current liabilities
    2,572       2,939  
                 
Total current liabilities
    49,686       33,087  
                 
Corporate bonds
    15,000       15,000  
Convertible bonds
    30,119       30,104  
Accrued pension and severance costs
    35,034       35,982  
Other liabilities
    2,264       1,878  
                 
Total liabilities
    132,103       116,051  
                 
Commitments and contingent liabilities
               
                 
Stockholders’ equity:
               
 
               
Common stock,
Authorized 440,000,000 shares; issued 199,566,770 shares
    32,363       32,363  
Capital surplus
    43,770       43,761  
Retained earnings
    141,104       143,730  
Accumulated other comprehensive income
    18,387       18,450  
Treasury stock, 25,020,294 shares and 24,993,746 shares as of March 31, 2015 and September 30, 2015, respectively
    (94,686 )     (94,585 )
                 
Total stockholders’ equity
    140,938       143,719  
                 
Total liabilities and stockholders’ equity
  ¥ 273,041       259,770  
 
               
 
The accompanying notes, together with the Notes to Consolidated Financial Statements included in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015 are an integral part of the consolidated financial statements.
 
 
- 2 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES
 
Consolidated Statements of Operations (Unaudited)


   
Yen (Millions)
   
Six months ended
 
Six months ended
   
September 30, 2014
 
September 30, 2015
             
Net sales
  ¥ 78,943       86,665  
Cost of sales
    35,697       39,715  
                 
Gross profit
    43,246       46,950  
                 
Research and development expenses
    15,022       15,978  
Selling, general and administrative expenses
    21,832       24,224  
                 
Operating income
    6,392       6,748  
                 
Other income (expense):
               
Interest and dividend income
    88       154  
Interest expense
    (68 )     (55 )
Gain on sale of investment securities
    559        
Other, net
    1,046       (542 )
                 
Total other income (expense)
    1,625       (443 )
                 
Income before income taxes
    8,017       6,305  
                 
Income tax expense
    3,432       1,874  
                 
Net income
  ¥ 4,585       4,431  
                 
 
   
Yen
   
Six months ended
 
Six months ended
   
September 30, 2014
 
September 30, 2015
                 
Net income per share:
               
Basic
  ¥ 26.32       25.38  
Diluted
    23.79       22.94  

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015 are an integral part of  the consolidated financial statements.
 
 
- 3 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Consolidated Statements of Operations (Unaudited)



   
Yen (Millions)
   
Three months ended
 
Three months ended
   
September 30, 2014
 
September 30, 2015
             
Net sales
  ¥ 42,114       46,388  
Cost of sales
    19,119       22,053  
                 
Gross profit
    22,995       24,335  
                 
Research and development expenses
    7,641       8,017  
Selling, general and administrative expenses
    11,364       12,279  
                 
Operating income
    3,990       4,039  
                 
Other income (expense):
               
Interest and dividend income
    29       64  
Interest expense
    (34 )     (25 )
Other, net
    840       (576 )
                 
Total other income (expense)
    835       (537 )
                 
Income before income taxes
    4,825       3,502  
                 
Income tax expense
    1,579       974  
                 
Net income
  ¥ 3,246       2,528  
                 
 
   
Yen
   
Three months ended
 
Three months ended
   
September 30, 2014
 
September 30, 2015
                 
Net income per share:
               
Basic
  ¥ 18.64       14.48  
Diluted
    16.85       13.10  

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015 are an integral part of the consolidated financial statements.
 
 
- 4 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
  
   
Yen (Millions)
   
Six months ended
 
Six months ended
   
September 30, 2014
 
September 30, 2015
             
Comprehensive income (loss)
           
Net income
  ¥ 4,585       4,431  
Other comprehensive income (loss), net of tax
               
Foreign currency translation adjustments
    6,661       (554 )
Net unrealized gains (losses) on investment securities:
    (371 )     (121 )
Pension related adjustments
    532       738  
                 
Total other comprehensive income
    6,822       63  
                 
Total comprehensive income
  ¥ 11,407       4,494  
                 
                 
 
   
Yen (Millions)
   
Three months ended
 
Three months ended
   
September 30, 2014
 
September 30, 2015
                 
Comprehensive income (loss)
               
Net income
  ¥ 3,246       2,528  
Other comprehensive income (loss), net of tax
               
Foreign currency translation adjustments
    8,727       (3,931 )
Net unrealized gains (losses) on investment securities:
    (116 )     (318 )
Pension related adjustments
    252       373  
                 
Total other comprehensive income (loss)
    8,863       (3,876 )
                 
Total comprehensive income (loss)
  ¥ 12,109       (1,348 )

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015 are an integral part of the consolidated financial statements.
 
 
- 5 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

   
Yen (Millions)
   
Six months ended
 
Six months ended
   
September 30, 2014
 
September 30, 2015
             
Cash flows from operating activities: 
           
Net income
  ¥ 4,585       4,431  
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
               
Depreciation and amortization
    2,514       2,740  
Deferred income taxes
    (337 )     214  
Gain on sale of investment securities
    (559 )      
Changes in assets and liabilities:
               
Trade receivables
    (3,828 )     353  
Inventories
    506       780  
Trade accounts payable
    2,398       (4,748 )
Other account payable
    422       (80 )
Accrued expenses
    2,712       (816 )
Income taxes payable
    2,975       (93 )
Accrued warranty expenses
    (127 )     93  
Customer prepayments
    494       (1,614 )
Accrued pension and severance costs
    247       1,410  
Other
    1,390       (1,191 )
Net cash provided by (used in) operating activities
    13,392       1,479  
                 
Cash flows from investing activities:
               
Proceeds from sale of available-for-sale securities
    1,557        
Purchases of property, plant and equipment
    (1,497 )     (1,365 )
Purchases of intangible assets
    (249 )     (256 )
Other
    47       204  
Net cash provided by (used in) investing activities 
    (142 )     (1,417 )
                 
Cash flows from financing activities: 
               
Redemption of corporate bonds
          (10,000 )
Dividends paid
    (845 )     (1,742 )
Other
    36       (5 )
                 
Net cash provided by (used in) financing activities
    (809 )     (11,747 )
                 
Net effect of exchange rate changes on cash and cash equivalents
    2,065       617  
                 
Net change in cash and cash equivalents
    14,506       (11,068 )
                 
Cash and cash equivalents at beginning of period
    68,997       97,574  
                 
Cash and cash equivalents at end of period
  ¥ 83,503       86,506  

The accompanying notes, together with the Notes to Consolidated Financial Statements included in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015 are an integral part of the consolidated financial statements.
 
 
- 6 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
 
(1) Accounting Principles, Procedures and the Presentation of the Consolidated Financial Statements

 
(a) 
Terminology, Form and Method of Preparation of the Consolidated Financial Statements

Advantest Corporation (the “Company”) and its consolidated subsidiaries (collectively, “Advantest”) prepare its consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”).  U.S. GAAP is codified in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), which is the source of authoritative accounting principles recognized by the FASB.
Advantest prepared the accompanying interim consolidated financial statements in conformity with U.S. GAAP, consistent in all material respects with those applied in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015.
The interim financial statements are unaudited, but reflect all normal adjustments that are, in the opinion of management, necessary to provide a fair presentation of results for the interim periods presented. This interim information should be read with the consolidated financial statements in Advantest’s Annual Report on Form 20-F for the year ended March 31, 2015.
 
 
(b) 
Preparation of the Consolidated Financial Statements and Registration with the U.S. Securities and Exchange Commission

The Company became listed on the New York Stock Exchange on September 17, 2001 (local time) by means of an issuance of American Depository Shares, and has been filing a Form 20-F (equivalent to the Annual Securities Report in Japan) with the U.S. Securities and Exchange Commission since the year ended March 31, 2002.  Advantest prepares the consolidated financial statements in its Form 20-F in accordance with U.S. GAAP.

 
(c) 
Significant differences from the preparation of financial statements under Japanese GAAP

Of the accounting principles, procedures and method of presentation adopted by Advantest, the following is a brief summary description of certain significant differences from the preparation of financial statements using the accounting principles, procedures and methods of presentation under Japanese GAAP, as required under the Financial Instruments and Exchange Law of Japan:

(i) Allowance for compensated absences
An allowance is provided for the right of employees to receive compensated absences in the future.

(ii) Business Combination
Goodwill arising from business combination is not amortized, but instead is tested for impairment at least annually. Acquisition related costs are expensed as incurred.
    
    (iii) Stock option
Unused gains from stock based compensation are not recognized upon expiration of stock option.
 
 
- 7 -

 

ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)


(2) Description of Business and Summary of Significant Accounting Policies and Practices
 
 
(a)
Description of Business
 
Advantest manufactures and sells semiconductor and component test system products and mechatronics-related products such as test handlers and device interfaces.  Advantest also engages in research and development activities and provides maintenance and support services associated with these products.

Description of the business by segment is as follows:

The semiconductor and component test system segment provides customers with test system products for the semiconductor industry and the electronic parts industry.  Product lines provided in the semiconductor and component test system segment include test systems for SoC (“System-on-a-Chip”) semiconductors for non memory semiconductor devices and test systems for memory semiconductors for memory semiconductor devices.

The mechatronics system segment provides product lines such as test handlers, mechatronic-applied products for handling semiconductor devices, device interfaces that serve as interfaces with the devices that are measured and operations related to nano-technology products.

The services, support and others segment consists of comprehensive customer solutions provided in connection with the above segments, support services, equipment lease business and others.
 

 
(b)
Accounting Changes and Accounting Standards Not Yet Adopted
 
In May 2014, the FASB issued the accounting standard for revenue from contracts with customers. This standard supersedes virtually all existing revenue recognition requirements under U.S. GAAP and requires an entity to apply the five steps to recognize revenue from contracts with customers unless the contracts are in the scope of other U.S. GAAP requirements. Additionally, an entity should disclose quantitatively and qualitatively sufficient information including contract with customers, significant judgements, and assets recognized from the costs to obtain or fulfill a contract. The entity should apply the amendments in this standard using one of the following two methods; retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying this standard recognized at the date of the initial application. This standard was originally planned to be effective for annual reporting periods beginning after December 15, 2016, however, in April 2015, the FASB proposed a one-year delay in the effective date and the proposition was officially determined in July 2015. Early adoption as of the original effective date is permitted. Advantest is currently evaluating the adoption date and the effect that this adoption will have on its consolidated results of operations and financial condition.
 
 
- 8 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)


 
(c)
Reclassification
 
Certain reclassifications have been made to the prior fiscal year’s consolidated financial statements to conform to the current quarter and year-to-date presentation.

(3) Inventories
Inventories at March 31, 2015 and September 30, 2015 were composed of the following:

   
Yen (Millions)
   
March 31, 2015
 
September 30, 2015
             
Finished goods
  ¥ 12,287       8,794  
Work in process
    12,999       13,983  
Raw materials and supplies
    11,924    
   13,795
 
                 
    ¥ 37,210    
  36,572
 

(4) Investment Securities
Marketable equity securities are classified as available-for-sale securities. The acquisition cost, gross unrealized gains, gross unrealized losses and fair value at March 31, 2015 and September 30, 2015 were as follows:

   
Yen (Millions)
 
   
March 31, 2015
 
       
   
Acquisition
cost
   
Gross
unrealized gains
   
Gross
unrealized losses
   
Fair value
 
Noncurrent:
                       
Available-for-sale:
                       
Equity securities
  ¥ 987       786      
      1,773  
 
 
 
 
   
Yen (Millions)
 
   
September 30, 2015
 
       
   
Acquisition
cost
   
Gross
unrealized gains
   
Gross
unrealized losses
   
Fair value
 
Noncurrent:
                       
Available-for-sale:
                       
Equity securities
  ¥ 982       655       25       1,612  

Equity securities consist primarily of stocks issued by Japanese listed companies.

Proceeds from the sale of available-for-sale securities and gross realized gains on available-for-sale securities for the six months ended September 30, 2014 were ¥1,292 million and ¥559 million, respectively. No proceeds from the sale of available-for-sale securities and gross realized gains on available-for-sale securities for the three months ended September 30, 2014. No proceeds from the sale of available-for-sale securities and gross realized gains on available-for-sale securities for the six months and the three months ended September 30, 2015, respectively. No losses were realized on the sale of available-for-sale securities for the six months and the three months ended September 30, 2014 and 2015, respectively.
 
 
- 9 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
Gross unrealized losses on available-for-sale securities and the fair value of the related securities, aggregated by length of time that individual securities have been in a continuous unrealized loss position, at March 31, 2015 and September 30, 2015, were as follows:
 
 

   
Yen (Millions)
 
   
March 31, 2015
 
   
Less than 12 months
   
12 months or longer
 
   
Fair value
   
Gross
unrealized
losses
   
Fair value
   
Gross
unrealized
losses
 
Noncurrent:
                       
Available-for-sale:
                       
Equity securities
  ¥
     
     
     
 
 

   
Yen (Millions)
 
   
September 30, 2015
 
   
Less than 12 months
   
12 months or longer
 
   
Fair value
   
Gross
unrealized
losses
   
Fair value
   
Gross
unrealized
losses
 
Noncurrent:
                       
Available-for-sale:
                       
Equity securities
  ¥ 80       25      
     
 

Advantest maintains non-marketable equity securities, which are recorded at cost and included in “investment securities” in the consolidated balance sheets. The carrying amounts of non-marketable equity securities were ¥476 million and ¥476 million at March 31, 2015 and September 30, 2015, respectively. Advantest had not estimated the fair value of these non-marketable equity securities aggregating ¥476 million and ¥476 million at March 31, 2015 and September 30, 2015, respectively, since it was not practicable to estimate the fair value of the investments due to the lack of readily determinable fair values and difficulty in estimating fair value without incurring excessive cost. Non-marketable equity securities that had impairment indicators were evaluated to determine whether the investments were impaired and the impairment, if any, was other than temporary.

(5) Derivative Financial Instruments
Advantest uses derivative instruments primarily to manage exposures to foreign currency. The primary objective in holding derivatives is to reduce the volatility of earnings and cash flows associated with changes in foreign currency. The instruments are not designated for trading or speculative purposes. 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. Advantest generally does not require or place collateral for these derivative financial instruments.
 
 
- 10 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
Advantest recognizes derivative instruments as either assets or liabilities on the consolidated balance sheet at fair value. Changes in fair value of the derivatives are recorded as other income (expense).
 

Derivatives not designated as hedging instruments
Derivatives not designated as hedging instruments consist primarily of foreign exchange forward contracts to reduce Advantest’s risk associated with exchange rate fluctuations, 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 contracts are recognized in earnings under the caption of other income (expense).

There were neither outstanding foreign exchange contracts to exchange currencies among Japanese yen, US dollar and Euro nor balances on the consolidated balance sheet at March 31, 2015 and September 30, 2015.


Effect of derivative instruments on the consolidated statements of operations

Derivatives not designated as hedging instruments
The effects of derivatives not designated as hedging instruments on the consolidated statements of operations for the six and three months ended September 30, 2014 and 2015 were as follows:

         
Yen (Millions)
   
Location of gain (loss) recognized in income on derivatives
   
Amount of gain (loss) recognized in
income on derivatives
   
Six months ended
September 30, 2014
 
Six months ended
September 30, 2015
                   
Foreign exchange contracts
 
Other income
    ¥ 17       20  
                         

         
Yen (Millions)
   
Location of gain (loss) recognized in income on derivatives
   
Amount of gain (loss) recognized in
income on derivatives
   
Three months ended
September 30, 2014
 
Three months ended
September 30, 2015
                   
Foreign exchange contracts
 
Other income
    ¥ 3       16  
                         
 
 
- 11 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
(6) Fair Value Measurement
Disclosure about the fair value of Financial Instruments
The following table presents the carrying amounts and estimated fair values of Advantest’s financial instruments at March 31, 2015 and September 30, 2015.  Fair value estimates are made at a specific point in time based on relevant market information and information about the financial instrument.  These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision.  Changes in assumptions could significantly affect the estimates.

   
Yen (Millions)
 
   
March 31, 2015
   
September 30, 2015
 
   
Carrying
amount
   
Fair
value
   
Carrying
amount
   
Fair
value
 
Financial assets:
                       
Investment securities
                       
Available-for-sale securities
  ¥ 1,773       1,773       1,612       1,612  
Financial liabilities:
                               
Corporate bonds
(Including current portion)
    25,000       25,024       15,000       15,047  
Convertible bonds
    30,119       33,555       30,104       29,415  

The carrying amounts of available-for-sale securities are included in the consolidated balance sheets under investment securities.

The following methods and assumptions are used to estimate the fair value of each class of financial instruments:

Cash and cash equivalents, trade receivables and trade accounts payable:  The carrying amounts approximate fair value because of the short maturity of these instruments.

Available-for-sale securities:  The fair values of available-for-sale equity securities are based on quoted market prices at the reporting date for those investments.

Corporate bonds (including current portion) and convertible bonds:  The fair values of corporate bonds (including current portion) and convertible bonds are estimated using quoted market prices, and are classified as Level 2.

Fair Value Hierarchy
U.S. GAAP defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date.  Additionally the inputs to valuation techniques used to measure fair value are prioritized into the following three levels:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
Level 2 - Observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly or indirectly.
Level 3 - Unobservable inputs for the asset or liability.
 
 
- 12 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
Assets / Liabilities Measured at Fair Value on a Recurring Basis
As of March 31, 2015 and September 30, 2015, the carrying amounts of assets and liabilities that were measured at fair value on a recurring basis by level was as follows:


         
Yen (Millions)
 
         
Fair Value Measurements
at March 31, 2015
 
   
Total
   
Level 1
   
Level 2
   
Level 3
 
                         
Assets
                       
Available-for-sale equity securities
  ¥ 1,773       1,773      
     
 
Total assets measured at fair value
    1,773       1,773    
     
 
 


         
Yen (Millions)
 
         
Fair Value Measurements
at September 30, 2015
 
   
Total
   
Level 1
   
Level 2
   
Level 3
 
                         
Assets
                       
Available-for-sale equity securities
  ¥ 1,612       1,612      
   
 
Total assets measured at fair value
    1,612       1,612      
     
 

As of March 31, 2015 and September 30, 2015, there were no amount of liabilities, which were measured at fair value on a recurring basis.

Adjustments to fair value of available-for-sale equity securities are recorded as an increase or decrease, net of tax, in accumulated other comprehensive income (loss) except where losses are considered to be other than temporary, in which case the losses are recorded in impairment losses on investment securities.

    Assets / Liabilities Measured at Fair Value on a Nonrecurring Basis
As of March 31, 2015, the carrying amount of assets and liabilities, which were measured at fair value on a nonrecurring basis by level during the year ended March 31, 2015 was as follows:

         
Yen (Millions)
 
         
Fair Value Measurements
at March 31, 2015
 
   
Total
   
Level 1
   
Level 2
   
Level 3
 
                         
Assets
                       
Assets held for sale
  ¥ 122      
     
      122  
Total assets measured at fair value
    122    
   
      122  
 
 
- 13 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
As of September 30, 2015, there were no amount of assets and liabilities, which were measured at fair value on a nonrecurring basis.

The fair value of the assets held for sale was determined based on a third-party appraisal using similar assets and sales.  The fair value is classified as Level 3 because significant unobservable inputs were involved in the fair value measurements.
 
(7) Corporate Bonds and Convertible Bonds
The carrying values of corporate bonds and convertible bonds at March 31, 2015 and September 30, 2015 were as follows:
   
Yen (Millions)
   
March 31, 2015
 
September 30, 2015
             
Unsecured 0.416% bonds, due May 25, 2015
  ¥ 10,000    
 
Unsecured 0.606% bonds, due May 25, 2017
    15,000       15,000  
Corporate bonds
  ¥ 25,000       15,000  
                 
Unsecured zero coupon convertible bonds,
due March 14, 2019
  ¥ 30,000       30,000  
Add unamortized premium
    119       104  
Convertible bonds 
  ¥ 30,119       30,104  


The unsecured bonds, due May 25, 2015, were repaid in full as scheduled.
In March 2014, the Company issued ¥30,000 million zero coupon convertible bonds due 2019 (the “Zero Coupon Convertible Bonds”). The bondholders are entitled to stock acquisition rights effective from April 1, 2014 to February 28, 2019. The initial conversion price is ¥1,655 per common share. Aside from the standard anti-dilution provisions, the conversion price is reduced for a certain period before an early redemption is triggered upon the occurrence of certain corporate events including a merger, corporate split, delisting and squeeze-out event. The reduced amount of the conversion price will be determined by a formula which is based on the effective date of the reduction and the Company’s common stock price. The reduced conversion price ranges from ¥1,123 to ¥1,655 per common share. The conversion price is also adjusted for dividends in excess of 15 yen per common share per fiscal year. The bondholders may require the Company to redeem the Zero Coupon Convertible Bonds, on or after a reduction in the conversion price is triggered, at 100.0% of its principal amount, together with a redemption premium which begins at 3.0% of the principal amount and ends at zero, amortized on a straight-line basis over the term of the Zero Coupon Convertible Bonds. In addition, the Company has the option to redeem all of the Zero Coupon Convertible Bonds outstanding at 100.0% of the principal amount, if less than 10.0% of the original issuance is outstanding.

(8)
Income Taxes
As of September 30, 2014 and 2015, the estimated annual effective tax rate differ from the 35.4 and 32.8 percent statutory income tax rate in Japan primarily due to changes in valuation allowance on deferred tax assets and differences in statutory tax rates of foreign subsidiaries and earnings of the company and its subsidiaries.
 
 
- 14 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
(9)
Other Comprehensive Income (Loss)
Changes in accumulated other comprehensive income (loss) for the six months ended September 30, 2014 and 2015 were as follows:

   
Yen (Millions)
 
   
Six months ended September 30, 2014
 
   
Foreign currency translation adjustment
   
Net unrealized gains (losses) on investment securities
   
Pension related adjustment
   
Accumulated other comprehensive income (loss)
 
                         
Balance at March 31, 2014
  ¥ 16,489       907       (12,070 )     5,326  
Other comprehensive income
                               
(loss) before reclassifications
    6,661       (10 )     41       6,692  
Amounts reclassified from
                               
Accumulated other comprehensive
                               
Income (loss)
 
      (361 )     491       130  
Net change during the period
    6,661    
 (371
    532    
  6,822
 
Balance at September 30, 2014
  ¥ 23,150       536       (11,538 )     12,148  


   
Yen (Millions)
 
   
Six months ended September 30, 2015
 
   
Foreign currency translation adjustment
   
Net unrealized gains (losses) on investment securities
   
Pension related adjustment
   
Accumulated other comprehensive income (loss)
 
                         
Balance at March 31, 2015
  ¥ 33,963       641       (16,217 )     18,387  
Other comprehensive income
                               
(loss) before reclassifications
    (554 )     (121 )     (8 )     (683 )
Amounts reclassified from
                               
Accumulated other comprehensive
                               
Income (loss)
 
   
      746    
   746
 
Net change during the period
    (554 )     (121 )     738    
     63
 
Balance at September 30, 2015
  ¥ 33,409       520       (15,479 )     18,450  
 
 
- 15 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
    
Reclassifications out of accumulated other comprehensive income (loss) for the six months and three months ended September 30, 2014 and 2015 were as follow:

     
Yen (Millions)
 
     
Amount reclassified from accumulated other comprehensive income (loss) (1)
 
     
Six months ended
September 30, 2014
 
Six months ended
September 30, 2015
 
Affected line items in consolidated statements of operations
 
Unrealized gains and
                   
losses on investment securities
     ¥ (559 )  
   
Other income (expense): Other, net
 
        198    
   
Income taxes
 
        (361 )  
   
Net income (loss)
 
                       
                       
Pension liability adjustments
                     
Amortization of actuarial loss
      641       996      (2)
Amortization of prior service cost
      (84 )     (84 )    (2)
        (66 )     (166 )  
Income taxes
 
        491       746    
Net income
 
                           
Total amount reclassified, net of tax
     ¥ 130       746          
 
 
 

     
Yen (Millions)
 
     
Amount reclassified from accumulated other comprehensive income (loss) (1)
 
     
Three months ended
September 30, 2014
 
Three months ended
September 30, 2015
 
Affected line items in consolidated statements of operations
 
Unrealized gains and
                   
losses on investment securities
    ¥
   
   
Other income : Other, net
 
       
   
   
Income taxes
 
     
   
   
Net income
 
                       
                       
Pension liability adjustments
                     
Amortization of actuarial loss
      319       509      (2)
Amortization of prior service cost
      (42 )     (42 )    (2)
        (32 )     (86 )  
Income taxes
 
        245       381    
Net income
 
 
                         
Total amount reclassified, net of tax
    ¥ 245       381          
                           
 
(1)
Amounts in parentheses indicate gain in consolidated statements of operations.
(2)
The accumulated other comprehensive income components are included in the computation of net periodic pension cost (see note 10 for additional details).
 
 
- 16 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
(10)
Accrued Pension and Severance Costs
The components of net periodic benefit cost recognized were as follows:
   
Yen (Millions)
 
   
Six months ended
 
   
September 30, 2014
   
September 30, 2015
 
   
Japanese
Plans
   
Non-Japanese
 Plans
   
Japanese
Plans
   
Non-Japanese
 Plans
 
                         
Service cost
  ¥ 888       287       942       381  
Interest cost
    302       262       256       188  
Expected return on plan assets
    (335 )     (199 )     (469 )     (222 )
Amortization of unrecognized:
                               
Net actuarial (gain) or loss
    449       192       452       544  
Prior service (benefit) cost
    (84 )  
      (84 )  
 
                                 
Net periodic benefit cost
  ¥ 1,220       542       1,097       891  


   
Yen (Millions)
 
   
Three months ended
 
   
September 30, 2014
   
September 30, 2015
 
   
Japanese
Plans
   
Non-Japanese
 Plans
   
Japanese
Plans
   
Non-Japanese
 Plans
 
                         
Service cost
  ¥ 444       153       471       200  
Interest cost
    151       129       128       98  
Expected return on plan assets
    (168 )     (98 )     (234 )     (116 )
Amortization of unrecognized:
                               
Net actuarial (gain) or loss
    225       94       226       283  
Prior service (benefit) cost
    (42 )  
      (42 )  
 
                                 
Net periodic benefit cost
  ¥ 610       278       549       465  

(11)
Dividends
Based on the resolution for the payment of year-end dividends at the Board of Directors meeting held on May 28, 2014, Advantest declared cash dividends totaling ¥ 871 million, or ¥ 5 per share of common stock on June 3, 2014 to stockholders of record on March 31, 2014.
Based on the resolution for the payment of interim dividends at the Board of Directors meeting held on October 28, 2014, Advantest declared cash dividends totaling ¥ 871 million, or ¥ 5 per share of common stock on December 1, 2014 to stockholders of record on September 30, 2014.
Based on the resolution for the payment of year-end dividends at the Board of Directors meeting held on May 27, 2015, Advantest declared cash dividends totaling ¥ 1,745 million, or ¥ 10 per share of common stock on June 2, 2015 to stockholders of record on March 31, 2015.
Based on the resolution for the payment of interim dividends at the Board of Directors meeting held on October 26, 2015, Advantest will pay cash dividends totaling ¥ 1,746 million, or ¥ 10 per share of common stock on December 1, 2015 to stockholders of record on September 30, 2015.
 
 
- 17 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
(12)
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, and any facts and circumstances that occurred.

Changes in accrued warranty expenses for the six months ended September 30, 2014 and 2015 were summarized as follows:
          
    Yen (Millions)
   
Six months ended
   
September 30, 2014
 
September  30, 2015
   
 
   
 
 
Balance at beginning of period
  ¥ 1,589       1,525  
Addition
    952       1,717  
Reduction
    (1,079 )     (1,611 )
Translation adjustments
    30       (4 )
                 
Balance at end of period
  ¥ 1,492       1,627  

(13)
Other income (expense)
Other income (expense) includes foreign exchange gains of ¥936 million and ¥729 million for the six months and the three months ended September 30, 2014, respectively.
Other income (expense) includes foreign exchange losses of ¥642 million and ¥666 million for the six months and the three months ended September 30, 2015, respectively.

 
 
 
 

 
- 18 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
(14)
Operating Segment Information
Advantest manufactures and sells semiconductor and component test system products and mechatronics-related products such as test handlers and device interfaces.  Advantest also engages in research and development activities and provides maintenance and support services associated with these products. Advantest’s organizational structure consists of three reportable operating segments, which are the design, manufacturing, and sale of semiconductor and component test systems, mechatronics systems and services, support and others.  These reportable operating segments are determined based on the nature of the products and the markets. Segment information is prepared on the same basis that Advantest’s management reviews financial information for operational decision making purposes.

Reportable operating segment information for the six months and three months ended September 30, 2014 and 2015 was as follows:


   
Yen (Millions)
 
   
Six months ended September 30, 2014
 
   
Semiconductor and Component Test System Business
   
Mechatronics System Business
   
Services, Support and Others
   
Elimination and Corporate
   
Total
 
Net sales to unaffiliated customers
  ¥ 54,925       11,100       12,918    
      78,943  
Inter-segment sales
    66    
   
      (66 )  
 
Net sales
    54,991       11,100       12,918       (66 )     78,943  
Operating income (loss) before stock option compensation expense
    7,904       714       1,568       (3,794 )     6,392  
Adjustment:
                                       
Stock option compensation expense
                                 
 
Operating income
                                  ¥ 6,392  

   
Yen (Millions)
 
   
Six months ended September 30, 2015
 
   
Semiconductor and Component Test System Business
   
Mechatronics System Business
   
Services, Support and Others
   
Elimination and Corporate
   
Total
 
Net sales to unaffiliated customers
  ¥ 51,168       20,258       15,239    
      86,665  
Inter-segment sales
    24    
   
      (24 )  
 
Net sales
    51,192       20,258       15,239       (24 )     86,665  
Operating income (loss) before stock option compensation expense
    2,779       4,509       2,331       (2,871 )     6,748  
Adjustment:
                                       
Stock option compensation expense
                                 
 
Operating income
                                  ¥ 6,748  

 
 
- 19 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

   
Yen (Millions)
 
   
Three months ended September 30, 2014
 
   
Semiconductor and Component Test System Business
   
Mechatronics System Business
   
Services, Support and Others
   
Elimination and Corporate
   
Total
 
Net sales to unaffiliated customers
  ¥ 28,881       6,307       6,926    
      42,114  
Inter-segment sales
    66    
   
      (66 )  
 
Net sales
    28,947       6,307       6,926       (66 )     42,114  
Operating income (loss) before stock option compensation expense
    4,786       559       940       (2,295 )     3,990  
Adjustment:
                                       
Stock option compensation expense
                                 
 
Operating income
                                  ¥ 3,990  

   
Yen (Millions)
 
   
Three months ended September 30, 2015
 
   
Semiconductor and Component Test System Business
   
Mechatronics System Business
   
Services, Support and Others
   
Elimination and Corporate
   
Total
 
Net sales to unaffiliated customers
  ¥ 26,495       11,448       8,445    
      46,388  
Inter-segment sales
    18    
   
      (18 )  
 
Net sales
    26,513       11,448       8,445       (18 )     46,388  
Operating income (loss) before stock option compensation expense
    1,359       2,610       1,600       (1,530 )     4,039  
Adjustment:
                                       
Stock option compensation expense
                                 
 
Operating income
                                  ¥ 4,039  
 
Adjustments to operating income (loss) in Corporate principally represent corporate general and administrative expenses and research and development expenses related to fundamental research activities that are not allocated to operating segments.

Advantest uses the operating income (loss) before stock option compensation expense for management’s analysis of business segment results.
 
 
- 20 -

 
 
ADVANTEST CORPORATION
AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)
 
(15)
Per Share Data
The following table sets forth the computation of basic and diluted net income per share for the six months and three months ended September 30, 2014 and 2015:

   
Yen (Millions)
except share and per share data
   
Six months ended
 
Six months ended
   
September 30, 2014
 
September 30, 2015
Numerator:
           
Net income
  ¥ 4,585       4,431  
Dilutive effect of exercise of
convertible bonds
    (8 )     (8 )
Diluted net income
    4,577       4,423  
                 
Denominator:
               
Basic weighted average shares of common stock outstanding
    174,189,320       174,565,559  
Dilutive effect of exercise of stock options
    35,545       122,348  
Dilutive effect of exercise of convertible bonds
    18,126,888       18,126,888  
Diluted weighted average shares of common stock outstanding
    192,351,753       192,814,795  
                 
Basic net income per share
  ¥ 26.32       25.38  
Diluted net income per share
  ¥ 23.79       22.94  
 
 
   
Yen (Millions)
except share and per share data
   
Three months ended
 
Three months ended
   
September 30, 2014
 
September 30, 2015
Numerator:
           
Net income
  ¥ 3,246       2,528  
Dilutive effect of exercise of
convertible bonds
    (4 )     (4 )
Diluted net income
    3,242       2,524  
                 
Denominator:
               
Basic weighted average shares of common stock outstanding
    174,188,351       174,573,080  
Dilutive effect of exercise of stock options
    65,455    
 
Dilutive effect of exercise of convertible bonds
    18,126,888       18,126,888  
Diluted weighted average shares of common stock outstanding
    192,380,694       192,699,968  
                 
Basic net income per share
  ¥ 18.64       14.48  
Diluted net income per share
  ¥ 16.85       13.10  
                 

At September 30, 2014 and 2015, Advantest had outstanding stock options convertible into 4,485,058 and 3,956,382 shares of common stock, respectively, which were anti-dilutive and excluded from the calculation of diluted net income per share.
 
 
 
 - 21 -

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