TDK Tdk Corp

 

 

Commission File No. 1-08346

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 February 2009

TDK CORPORATION

(Translation of registrant’s name into English)

13-1, Nihonbashi 1-chome, Chuo-ku, Tokyo 103-8272, Japan
(Address of principal executive offices)

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

Form 20-F		þ		Form 40-F		o

     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		þ

     If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_______

 

 

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.

TABLE OF CONTENTS

• SIGNATURES
• Press release regarding TDK’s Consolidated results for the 3rd quarter of FY March 2009
Summary
1. Summary Information Regarding Consolidated Business Results
2. Summary Information Regarding Consolidated Financial Position
3. Summary Information Regarding Consolidated Projections
4. Others
5. Balance sheets
6. Statements of income
7. Statements of cash flows
8. Segment Information
9. Subsequent Events
10. Supplementary Information

TDK Corporation
February 9, 2009

Contact;
TDK Corporation(Tokyo)		Corporate Communications Department
		Tatsuhiko Atsumi		+81(3)5201-7102

Consolidated results (U.S. GAAP) for the 9-month-period of FY March 2009

Summary (April 1, 2008 - December 31, 2008)

	Term			The 9-month-period of FY2008										The 9-month-period of FY2009															Change
				(April 1, 2007 - Dec. 31, 2007)										(April 1, 2008 - December 31, 2008)
	Item			(Yen millions)					%					(Yen millions)					%					(U.S.$ thousands)					(Yen millions)					Change(%)
	Net sales				658,430					100.0					588,316					100.0					6,465,011					(70,114	)				-10.6
	Operating income				73,862					11.2					9,272					1.6					101,890					(64,590	)				-87.4
	Income (loss) before income taxes				77,002					11.7					(303	)				-0.1					(3,330	)				(77,305	)				—
	Net income (loss)				56,339					8.6					(2,449	)				-0.4					(26,912	)				(58,788	)				—
	Per common share:
	Net income (loss) / Basic			Yen  433.55										Yen  (18.99)											U.S.$  (0.21)
	Net income (loss) / Diluted			Yen  433.06										Yen  (18.99)											U.S.$  (0.21)
	Capital expenditures				58,842					—					86,783					—					953,659					27,941					47.5
	Depreciation and amortization				50,696					7.7					61,189					10.4					672,407					10,493					20.7
	Research and development				40,993					6.2					42,952					7.3					472,000					1,959					4.8
	Result of financial income				6,833					—					2,131					—					23,418					(4,702	)				-68.8
	Ratio of overseas production				70.0	%				—					75.3	%				—					—
	Number of employees				58,718					—					74,071					—					—

		3rd quarter consolidated results (October 1, 2008 - December 31, 2008)

	Term			3Q of FY2008										3Q of FY2009															Change
				(Oct. 1, 2007 - Dec. 31, 2007)										(October 1, 2008 - December 31, 2008)
	Item			(Yen millions)					%					(Yen millions)					%					(U.S.$ thousands)					(Yen millions)					Change(%)
	Net sales				225,342					100.0					191,779					100.0					2,107,462					(33,563	)				-14.9
	Operating income (loss)				26,717					11.9					(5,109	)				-2.7					(56,143	)				(31,826	)				—
	Income (loss) before income taxes				28,640					12.7					(15,129	)				-7.9					(166,253	)				(43,769	)				—
	Net income (loss)				21,713					9.6					(14,317	)				-7.5					(157,330	)				(36,030	)				—
	Per common share:
	Net income (loss) / Basic			Yen  167.39										Yen  (111.00)											U.S.$  (1.22)
	Net income (loss) / Diluted			Yen  167.25										Yen  (111.00)											U.S.$  (1.22)
	Capital expenditures				20,600					—					19,067					—					209,527					(1,533	)				-7.4
	Depreciation and amortization				17,584					7.8					22,365					11.7					245,769					4,781					27.2
	Research and development				13,942					6.2					15,803					8.2					173,659					1,861					13.3
	Result of financial income				2,160					—					232					—					2,549					(1,928	)				-89.3
	Ratio of overseas production				73.0	%				—					77.6	%				—					—

Note:

     U.S.$1=Yen 91, for convenience only.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

[Summary Information and Financial Statements]

1. Summary Information Regarding Consolidated Business Results

Consolidated results for the first nine months of fiscal 2009, the period from April 1 to December 31, 2008, were as follows:

The first three quarters of fiscal 2009 in the electronics market, which has a large bearing on the Company’s consolidated performance, saw demand languish, particularly for high-performance electronic devices such as video-related equipment, PCs and mobile phones. In the third quarter in particular, which is normally a period of high demand, manufacturers of these electronic devices began cutting back production because of softer demand as the financial crisis jolted the real economy. As a result, demand for electronic components also dropped sharply. Moreover, a deteriorating supply-demand environment pushed down product prices further and the yen’s rapid appreciation against the U.S. dollar also affected TDK’s operating results.

Amid these conditions, TDK posted consolidated net sales of ¥588,316 million (U.S.$6,465,011 thousand), down 10.6% from ¥658,430 million in the corresponding period of fiscal 2008. Operating income dropped 87.4% from ¥73,862 million to ¥9,272 million (U.S.$101,890 thousand). TDK posted a loss before income taxes of ¥303 million (U.S.$3,330 thousand), compared with income before income taxes of ¥77,002 million in the first nine months of fiscal 2008. TDK also recorded a net loss of ¥2,449 million (U.S.$26,912 thousand), compared with net income of ¥56,339 million in the corresponding period of fiscal 2008. Basic net loss per common share was ¥18.99 (U.S.$0.21), compared with basic net income per common share of ¥433.55 in the first nine months of fiscal 2008.

On October 17, 2008, TDK made EPCOS AG (Headquarters: Germany; President and CEO: Gerhard Pegam) and its subsidiaries (the EPCOS Group) consolidated subsidiaries. Accordingly, the EPCOS Group’s results have been included in TDK’s consolidated results for the nine months ended December 31, 2008.

Average nine-month exchange rates for the U.S. dollar and euro were ¥102.92 and ¥151.07, respectively, as the yen appreciated 12.3% versus the U.S. dollar and 7.2% against the euro, compared to the corresponding period of fiscal 2008. This lowered net sales by approximately ¥62.3 billion and operating income by approximately ¥19.8 billion.

(Sales by Sector)

TDK’s net sales are made up of four product sectors: (1) electronic materials, (2) electronic devices, (3) recording devices, and (4) others. Net sales of the EPCOS Group, which was consolidated from the third quarter of fiscal 2009, are included in “others” because the EPCOS Group’s product segmentation doesn’t correspond to the segmentation used by TDK. Furthermore, recording media sales dropped sharply due to the August 2007 transfer of the TDK brand recording media sales business. Because recording media sales accounted for less than 10% of total net sales in the first nine months of fiscal 2009, these sales were included in the “others” sector. Sector sales were as follows.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

(1)Electronic materials

This sector is broken down into two product categories: capacitors, and ferrite cores and magnets.

Sales in the electronic materials sector dropped 19.4% from ¥154,187 million to ¥124,210 million (U.S.$1,364,945 thousand).

[Capacitors] Sales decreased year on year. This reflected lower sales of multilayer ceramic chip capacitors, the main product in the capacitors category, for use in key applications, namely PCs, AV and game equipment, mobile phones and car electronics. Flagging demand, falling prices and an appreciating yen against the U.S. dollar were the other main factors behind the decrease in overall sales.

[Ferrite cores and magnets] Sales of ferrite cores and magnets declined year on year, the result of lower sales for use in main applications in respect of both products.

(2) Electronic devices

This sector has three product categories: inductive devices, high-frequency components and other products.

Sales in the electronic devices sector declined 13.1% from ¥157,732 million to ¥137,127 million (U.S.$1,506,890 thousand).

[Inductive devices] Sales of inductive devices decreased year on year, the result mainly of lower sales of coils for the auto market, EMC products for mobile phones, and transformers for power supplies.

[High-frequency components] Sales of high-frequency components decreased year on year, reflecting mainly falling sales for use in PCs.

[Other products] Sales of other products were down year on year, with higher sensor and actuator sales unable to offset lower sales due to the termination of some power supply products and falling sales to the semiconductor and other manufacturing facilities markets.

(3) Recording devices

This sector has two product categories: HDD heads and other.

Sector sales decreased 15.6% from ¥246,830 million to ¥208,420 million (U.S.$2,290,330 thousand).

[HDD heads] Sales decreased year on year. HDD head demand declined from the beginning of the third quarter in tandem with softening demand for HDDs from the beginning of the third quarter. Falling prices and the yen’s appreciation against the U.S. dollar also affected HDD head sales, although HDD head sales volume increased year on year for the nine-month period.

[Other] Category sales increased year on year, mainly because sales of an HDD suspension assembly business that became a subsidiary in November 2007 contributed to period results for the first time.

(4) Others

This sector includes all TDK products not included in the three sectors above. Sector sales increased 18.9% from ¥99,681 million to ¥118,559 million (U.S.$1,302,846 thousand). This included net sales of the EPCOS Group of ¥35,878 million. The main products in the others sector, excluding products handled by the EPCOS Group, are recording media, anechoic chambers, mechatronics (production equipment) and energy devices (rechargeable batteries). While sales of energy devices rose, sales of recording media, anechoic chambers and mechatronics decreased.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

(Overseas Sales)

Detailed sales by region can be found in the segment information on page 12.

[Japan] Overall sales declined, with sales declining in all product sectors except electronic materials.

[Americas] Overall sales declined, with sales declining in all product sectors except recording devices.

[Europe] Overall sales rose. Sales declined in all product sectors except others, where the inclusion of the EPCOS Group net sales lifted sales.

[Asia (excluding Japan) and other areas] Overall sales declined, with sales decreasing in all product sectors except others, where the inclusion of the EPCOS Group’s net sales and higher sales of other products lifted sales.

As a result, overseas sales declined 8.7% from ¥543,314 million to ¥496,026 million (U.S.$5,450,835 thousand). Overseas sales accounted for 84.3% of consolidated net sales, a 1.8 percentage point increase from 82.5% one year earlier.

2. Summary Information Regarding Consolidated Financial Position

(2-1) The following table summarizes TDK’s consolidated balance sheet as at December 31, 2008, compared with March 31, 2008.

Total assets		¥1,136,248 million		(21.5% increase)
Total stockholders’ equity		¥635,443 million		(11.3% decrease)
Stockholders’ equity ratio		55.9%		(20.7 percentage point decrease)

At December 31, 2008, cash and cash equivalents were ¥11,102 million higher than at March 31, 2008. Inventories were ¥39,243 million higher, net property, plant and equipment rose ¥88,732 million, and other assets increased ¥72,844 million. In contrast, net trade receivables decreased ¥13,636 million and investments in securities declined ¥13,061 million. Overall, total assets increased by ¥200,715 million compared with March 31, 2008.

Total liabilities increased by ¥277,064 million compared with March 31, 2008, mainly reflecting increases of ¥224,319 million in short-term debt, ¥17,179 million in current installments of long-term debt and ¥7,011 million in long-term debt, excluding current installments. Retirement and severance benefits also increased by ¥23,541 million. The increase in short-term debt was mainly due to the procurement of funds for purchasing EPCOS AG shares.

Total stockholders’ equity decreased by ¥81,134 million compared with March 31, 2008 due mainly to a ¥21,665 million decrease in retained earnings and a ¥61,026 million increase in accumulated other comprehensive income (loss).

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

(2-2) Cash Flows

(¥ millions)

				Fiscal 2008 3Q					Fiscal 2009 3Q					Change
	Net cash provided by operating activities				69,071					51,472					(17,599	)
	Net cash used in investing activities				(99,546	)				(220,766	)				(121,220	)
	Net cash provided by (used in) financing activities				(55,800	)				198,864					254,664
	Effect of exchange rate changes on cash and cash equivalents				(4,039	)				(18,468	)				(14,429	)
	Net increase (decrease) in cash and cash equivalents				(90,314	)				11,102					101,416
	Cash and cash equivalents at beginning of period				289,169					166,105					(123,064	)
	Cash and cash equivalents at end of period				198,855					177,207					(21,648	)

Operating activities provided net cash of ¥51,472 million (U.S.$565,626 thousand), a year-on-year decrease of ¥17,599 million. The main reason for this decrease was a net loss of ¥2,449 million (U.S.$26,912 thousand) due to deteriorating market conditions and other factors. Depreciation and amortization increased ¥10,493 million to ¥61,189 million (U.S.$672,407 thousand). In changes in assets and liabilities, trade receivables decreased ¥53,171 million, inventories decreased ¥2,424 million, trade payables decreased ¥35,737 million and accrued expenses decreased ¥7,273 million.

Investing activities used net cash of ¥220,766 million (U.S.$2,426,000 thousand), ¥121,220 million more year on year. Capital expenditures increased by ¥27,941 million, proceeds from sale and maturity of short-term investments declined by ¥24,053 million and acquisition of subsidiaries’ shares increased by ¥113,428 million. On the other hand, there was a ¥17,854 million decrease in payment for purchase of short-term investments, a ¥3,310 million increase in proceeds from sale and maturity of investments in securities, and a ¥7,187 million decrease in payment for purchase of investments in securities.

Financing activities provided net cash of ¥198,864 million (U.S.$2,185,319 thousand), a ¥254,664 million change from the net cash used in the same period of the previous fiscal year. In the first nine months of fiscal 2008, the Company used ¥39,247 million to acquire its treasury shares and ¥15,683 million to pay dividends, among other outflows that resulted in the use of net cash of ¥55,800 million. In the first nine months of fiscal 2009, on the other hand, there was a net increase in short-term debt of ¥218,040 million mainly due to the procurement of funds to purchase EPCOS AG shares, while ¥18,056 million was used to pay dividends.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

3. Summary Information Regarding Consolidated Projections

[Fiscal 2009 Consolidated Projections]

TDK’s projections for consolidated operating results, capital expenditures, depreciation and amortization, and research and development expenses for fiscal 2009, the year ending March 31, 2009, are as follows.

[Consolidated Projections for Fiscal 2009]

	Term			February 2009																				January 2009
				Announcement					FY2008					Change from					% change					Announcement
				FY2009					(Actual)					FY2008					from					FY2009
				(Forecasts)					(¥ millions)					(¥ millions)					FY2008					(Forecasts)
	Item			(¥ millions)																				(¥ millions)
	Net sales				741,000					866,285					(125,285	)				-14.5					673,000
	Operating income				(38,000	)				87,175					(125,175	)				—					(26,000	)
	Income before income taxes				(46,000	)				91,505					(137,505	)				—					(32,000	)
	Net income				(42,000	)				71,461					(113,461	)				—					(28,000	)

[Projections for Capital Expenditures, Depreciation and Amortization, and Research and Development Expenses]

	(¥ millions)
	Term			FY2009										FY2008
				(Forecasts)										(Actual)
	Item			Amount					% of sales					Amount					% of sales
	Capital expenditures				95,000					—					84,312					—
	Depreciation and amortization				83,000					11.2					71,297					8.2
	Research and development expenses				57,000					7.7					57,387					6.6

(Notes)

The full-year projections announced on January 8, 2009 did not include the expected contribution to results from the acquisition of the EPCOS Group. However, this expected contribution has been factored into the latest projections above.

(Projections for main products are as follows:)
Electronic Materials and Electronic Devices

Looking at markets for electronic materials and electronic devices, supply-demand conditions are worse than initially expected and are expected to remain so in the fourth quarter of fiscal 2009. For these reasons, TDK has revised its sales plans assuming that severe price declines will continue going forward and that the market for the full year will contract compared with the previous fiscal year.

Recording Devices

Sales are forecast to decline on a volume basis year on year because demand conditions for HDDs differ from initial assumptions. Accordingly, TDK has revised its sales plans assuming that sales will track the fall in HDD head demand.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

Others

The electronic components markets to which the EPCOS Group sells its products offer similar prospects to markets for electronic materials and electronic devices. Consequently, difficult supply-demand conditions are expected to continue in the fourth quarter.

(Exchange Rate Forecast)

An average yen-U.S. dollar exchange rate of ¥90 and an average yen-euro exchange rate of ¥120 are assumed for the fourth quarter of fiscal 2009.

Cautionary Statements with Respect to Forward-Looking Statements

     This material contains forward-looking statements, including projections, plans, policies, management strategies, targets, schedules, understandings and evaluations, about TDK and its group companies (TDK Group). These forward-looking statements are based on the current forecasts, estimates, assumptions, plans, beliefs and evaluations of TDK Group in light of information currently available to it, and contain known and unknown risks, uncertainties and other factors. TDK Group therefore wishes to caution readers that, being subject to risks, uncertainties and other factors, TDK Group’s actual results, performance, achievements or financial position could be materially different from any future results, performance, achievements or financial position expressed or implied by these forward-looking statements, and TDK Group undertakes no obligation to publicly update or revise any forward-looking statements after the issue of this material except as provided for in applicable laws and ordinances.

     The electronics markets in which TDK Group operates are highly susceptible to rapid changes. Risks, uncertainties and other factors that can have significant effects on TDK Group include, but are not limited to, shifts in technology, fluctuations in demand, prices, interest and foreign exchange rates, and changes in economic environments, conditions of competition, laws and regulations.

4. Others

(4-1) Fair Value Measurements

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157 (“Fair Value Measurements”). SFAS 157 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. TDK adopted SFAS 157 on April 1, 2008. The adoption of SFAS 157 has no material effect on TDK’s consolidated financial position and results of operations.

(4-2) Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 158 (“SFAS 158”), “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans — an amendment of FASB Statements No. 87, 88, 106 and 132(R)”. SFAS 158 requires TDK to measure the fair value of plan assets and benefit obligations as of the date of its fiscal year-end. TDK adopted SFAS 158 on April 1, 2008. TDK will change its measurement date in TDK’s fiscal year 2009 annual closing.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

5) Balance sheets

	ASSETS
	Term			As of December 31, 2008															As of March 31, 2008										Change from					As of Sep. 30, 2008										Change from
																													March 31, 2008															Sep. 30, 2008
				(Yen						%				(U.S.$					(Yen						%				(Yen					(Yen						%				(Yen
	Item			millions)										thousands)					millions)										millions)					millions)										millions)
	Current assets				515,020					45.3					5,659,561					462,820					49.5					52,200					480,963					45.2					34,057
	Cash and cash equivalents				177,207										1,947,330					166,105										11,102					173,617										3,590
	Net trade receivables				143,482										1,576,725					157,118										(13,636	)				160,913										(17,431	)
	Inventories				128,059										1,407,242					88,816										39,243					94,245										33,814
	Other current assets				66,272										728,264					50,781										15,491					52,188										14,084
	Noncurrent assets				621,228					54.7					6,826,681					472,713					50.5					148,515					582,332					54.8					38,896
	Investments in securities				55,653										611,571					68,714										(13,061	)				144,507										(88,854	)
	Net property, plant and equipment				355,881										3,910,780					267,149										88,732					299,348										56,533
	Other assets				209,694										2,304,330					136,850										72,844					138,477										71,217
	TOTAL				1,136,248					100.0					12,486,242					935,533					100.0					200,715					1,063,295					100.0					72,953

	LIABILITIES AND STOCKHOLDERS’ EQUITY
	Term			As of December 31, 2008															As of March 31, 2008										Change from					As of Sep. 30, 2008										Change from
																													March 31, 2008															Sep. 30, 2008
				(Yen						%				(U.S.$					(Yen						%				(Yen					(Yen						%				(Yen
	Item			millions)										thousands)					millions)										millions)					millions)										millions)
	Current liabilities				407,280					35.8					4,475,605					161,961					17.3					245,319					278,502					26.2					128,778
	Short-term debt				233,217										2,562,824					8,898										224,319					117,446										115,771
	Current installments of long-term debt				17,473										192,011					294										17,179					200										17,273
	Trade payables				70,833										778,385					76,391										(5,558	)				83,153										(12,320	)
	Accrued expenses				71,581										786,605					63,834										7,747					68,205										3,376
	Income taxes payables				2,532										27,824					7,660										(5,128	)				2,365										167
	Other current liabilities				11,644										127,956					4,884										6,760					7,133										4,511
	Noncurrent liabilities				85,056					7.5					934,681					53,311					5.7					31,745					53,072					5.0					31,984
	Long-term debt, excluding current installments				7,163										78,714					152										7,011					157										7,006
	Retirement and severance benefits				57,531										632,209					33,990										23,541					34,254										23,277
	Deferred income taxes				6,278										68,989					5,998										280					5,873										405
	Other noncurrent liabilities				14,084										154,769					13,171										913					12,788										1,296
	Total liabilities				492,336					43.3					5,410,286					215,272					23.0					277,064					331,574					31.2					160,762
	Minority interests				8,469					0.8					93,066					3,684					0.4					4,785					3,532					0.3					4,937
	Common stock				32,641										358,692					32,641										—					32,641										—
	Additional paid-in capital				64,172										705,187					63,887										285					64,113										59
	Legal reserve				20,519										225,483					19,510										1,009					20,060										459
	Retained earnings				667,054										7,330,264					688,719										(21,665	)				690,867										(23,813	)
	Accumulated other comprehensive income (loss)				(142,609	)									(1,567,132	)				(81,583	)									(61,026	)				(73,149	)									(69,460	)
	Treasury stock				(6,334	)									(69,604	)				(6,597	)									263					(6,343	)									9
	Total stockholders’ equity				635,443					55.9					6,982,890					716,577					76.6					(81,134	)				728,189					68.5					(92,746	)
	TOTAL				1,136,248					100.0					12,486,242					935,533					100.0					200,715					1,063,295					100.0					72,953

Note:
     U.S.$1=Yen 91, for convenience only.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

6) Statements of income

[9-month-period results]

	Term			The 9-month-period of FY2008										The 9-month-period of FY2009															Change
				(April 1, 2007 -										(April 1, 2008 -
				Dec. 31, 2007)										December 31, 2008)
				(Yen						%				(Yen						%				(U.S.$					(Yen					Change(%)
	Item			millions)										millions)										thousands)					millions)
	Net sales				658,430					100.0					588,316					100.0					6,465,011					(70,114	)				-10.6
	Cost of sales				479,304					72.8					461,983					78.5					5,076,736					(17,321	)				-3.6
	Gross profit				179,126					27.2					126,333					21.5					1,388,275					(52,793	)				-29.5
	Selling, general and administrative expenses				120,186					18.3					113,454					19.3					1,246,747					(6,732	)				-5.6
	Gain on business transfer to Imation Corp.				(14,922	)				-2.3					—					—					—					14,922					—
	Restructuring cost				—					—					3,607					0.6					39,638					3,607					—
	Operating income				73,862					11.2					9,272					1.6					101,890					(64,590	)				-87.4
	Other income (deductions):
	Interest and dividend income				6,934										3,470										38,132					(3,464	)
	Interest expense				(101	)									(1,339	)									(14,714	)				(1,238	)
	Loss (gain) on securities, net				(1,504	)									(6,293	)									(69,154	)				(4,789	)
	Foreign exchange gain (loss)				(2,186	)									(6,293	)									(69,154	)				(4,107	)
	Other-net				(3	)									880										9,670					883
	Total other income (deductions)				3,140					0.5					(9,575	)				-1.7					(105,220	)				(12,715	)				—
	Income (loss) before income taxes				77,002					11.7					(303	)				-0.1					(3,330	)				(77,305	)				—
	Income taxes				20,398					3.1					2,571					0.4					28,252					(17,827	)				-87.4
	Income (loss) before minority interests				56,604					8.6					(2,874	)				-0.5					(31,582	)				(59,478	)				—
	Minority interests				265					0.0					(425	)				-0.1					(4,670	)				(690	)				—
	Net income (loss)				56,339					8.6					(2,449	)				-0.4					(26,912	)				(58,788	)				—

[3rd quarter results]

	Term			3Q of FY2008										3Q of FY2009
				(Oct. 1, 2007 -										(October 1, 2008 -															Change
				Dec. 31, 2007)										December 31, 2008)
				(Yen						%				(Yen						%				(U.S.$					(Yen					Change(%)
	Item			millions)										millions)										thousands)					millions)
	Net sales				225,342					100.0					191,779					100.0					2,107,462					(33,563	)				-14.9
	Cost of sales				160,986					71.4					154,427					80.5					1,697,000					(6,559	)				-4.1
	Gross profit				64,356					28.6					37,352					19.5					410,462					(27,004	)				-42.0
	Selling, general and administrative expenses				37,639					16.7					38,854					20.3					426,967					1,215					3.2
	Restructuring cost				—					—					3,607					1.9					39,638					3,607					—
	Operating income (loss)				26,717					11.9					(5,109	)				-2.7					(56,143	)				(31,826	)				—
	Other income (deductions):
	Interest and dividend income				2,190										1,293										14,209					(897	)
	Interest expense				(30	)									(1,061	)									(11,660	)				(1,031	)
	Loss (gain) on securities, net				—										(5,251	)									(57,703	)				(5,251	)
	Foreign exchange gain (loss)				(190	)									(4,535	)									(49,835	)				(4,345	)
	Other-net				(47	)									(466	)									(5,121	)				(419	)
	Total other income (deductions)				(1,923	)				0.8					(10,020	)				-5.2					(110,110	)				(11,943	)				—
	Income (loss) before income taxes				28,640					12.7					(15,129	)				-7.9					(166,253	)				(43,769	)				—
	Income taxes				7,025					3.1					(667	)				-0.3					(7,330	)				(7,692	)				—
	Income (loss) before minority interests				21,615					9.6					(14,462	)				-7.6					(158,923	)				(36,077	)				—
	Minority interests				(98	)				-0.0					(145	)				-0.1					(1,593	)				(47	)				—
	Net income (loss)				21,713					9.6					(14,317	)				-7.5					(157,330	)				(36,030	)				—

Note:
            U.S.$1=Yen 91, for convenience only.

TDK Corporation Consolidated 3Q of FY March 2009(U.S. GAAP)

7) Statements of cash flows

[9-month-period results]

	Term			The 9-month-period					The 9-month-period
				of FY2008					of FY2009
				(April 1, 2007 - Dec. 31, 2007)					(April 1, 2008 - December 31, 2008)
	Item			(Yen millions)					(Yen millions)					(U.S.$ thousands)
	Cash flows from operating activities:
	Net income (loss)				56,339					(2,449	)				(26,912	)
	Adjustments to reconcile net income (loss) to net cash provided by operating activities:
	Depreciation and amortization				50,696					61,189					672,407
	Loss (gain) on securities, net				1,504					6,293					69,154
	Gain on business transfer to Imation Corp.				(14,922	)				—					—
	Changes in assets and liabilities, net of effects of acquisition of businesses:
	Decrease (increase) in trade receivables				(24,186	)				28,985					318,516
	Decrease (increase) in inventories				(14,481	)				(12,057	)				(132,494	)
	Increase (decrease) in trade payables				19,886					(15,851	)				(174,187	)
	Increase (decrease) in accrued expenses				1,607					(5,666	)				(62,264	)
	Increase (decrease) in changes in other assets and liabilities, net				(4,638	)				(14,671	)				(161,220	)
	Other-net				(2,734	)				5,699					62,626
	Net cash provided by operating activities				69,071					51,472					565,626
	Cash flows from investing activities:
	Capital expenditures				(58,842	)				(86,783	)				(953,659	)
	Proceeds from sale and maturity of short-term investments				29,383					5,330					58,571
	Payment for purchase of short-term investments				(31,219	)				(13,365	)				(146,868	)
	Proceeds from sale and maturity of investments in securities				1,009					4,319					47,461
	Payment for purchase of investments in securities				(8,013	)				(826	)				(9,077	)
	Acquisition of subsidiaries				(17,873	)				(131,301	)				(1,442,868	)
	Acquisition of affiliates				(2,026	)				—					—
	Acquisition of minority interests				(14,070	)				(166	)				(1,824	)
	Other-net				2,105					2,026					22,264
	Net cash used in investing activities				(99,546	)				(220,766	)				(2,426,000	)
	Cash flows from financing activities:
	Repayment of long-term debt				(348	)				(1,590	)				(17,472	)
	Increase (decrease) in short-term debt, net				(1,022	)				218,040					2,396,044
	Cash paid to acquire treasury stock				(39,247	)				(13	)				(143	)
	Dividends paid				(15,683	)				(18,056	)				(198,418	)
	Other-net				500					483					5,308
	Net cash provided by (used in) financing activities				(55,800	)				198,864					2,185,319
	Effect of exchange rate changes on cash and cash equivalents				(4,039	)				(18,468	)				(202,945	)
	Net increase (decrease) in cash and cash equivalents				(90,314	)				11,102					122,000
	Cash and cash equivalents at beginning of period				289,169					166,105					1,825,330
	Cash and cash equivalents at end of period				198,855					177,207					1,947,330