Hachijuni Nagano Bank, Ltd. TSE:8359

Hachijuni Bank : Consolidated(PDF:4,153KB)

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The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Financial Statements for the Year Ended March 31, 2025, and Independent Auditor's Report

Deloitte.

INDEPENDENT AUDITOR'S REPORT

To the Board of Directors of The Hachijuni Bank, Ltd..

Opinion

Deloitte Touche Tohmatsu LLC Choei-Dai 2 Building

1277-2 Minami-lshido-cho

Nagano-shi, Nagano 380-0824 japan

Tel: +8 (26) 227 9821

Fax: +81 (26) 227 9831

https://www.deloitte.com/jp/en

We have audited the consolidated financial statements of The Hachijuni Bank, Ltd. and its consolidated subsidiaries (the "Group"), which comprise the consolidated balance sheet as of March 31, 2025, and the consolidated statement of income, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies, all expressed in Japanese yen

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of March 31, 2025, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with accounting principles generally accepted in Japan.

Convenience Translation

Our audit also comprehended the translation of Japanese yen amounts into U.S. dollar amounts and, in our opinion, such translation has been made in accordance with the basis stated in Note 1 to the consolidated financial statements. Such U.S. dollar amounts are presented solely for the convenience of readers outside Japan

Basis for Opinion

We conducted our audit in accordance with auditing standards generally accepted in Japan. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the provisions of the Code of Professional Ethics in Japan, and we have fulfilled our other ethical responsibilities as auditors. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matter

A key audit matter is a matter that, in our professional judgment, was of most significance in our audit of the consolidated financial statements of the current period. The matter was addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on the matter.

Member of

Deloitte Touche Tohmatsu Limited

Appropriateness of borrower categories in determination of allowance for credit losses

Key Audit Matter Description

How the Key Audit Matter Was Addressed in the Audit

The Hachijuni Bank, Ltd. (the "Bank") records an allowance for credit losses based on the results of self-assessment of assets and in accordance with the internally developed charge-off and allowance standards, as described in Note 2, "Summary of Significant Accounting Policies, i. Allowance for credit losses" to the consolidated financial statements. As a result, loans and bills discounted of

¥6,461,544 million, which represented 47% of total assets, and allowance for credit losses of

¥55,000 million were recorded in the consolidated financial statements as of March 31, 2025. In accordance with the self-assessment standard of assets, all loans are assessed by the sales departments and these assessment results are approved by the asset assessment department, which is independent of the sales departments, and audited by the internal audit department.

As described in Note 2, "Summary of Significant Accounting Policies, i. Allowance for credit losses" to the consolidated financial statements, the Bank estimates the allowance for credit losses for the borrowers "in danger of bankruptcy" who have a large loan amount (a "large borrower" or "large borrowers") by the cash flow deduction method. For this reason, if the borrower category of a large borrower is downgraded from "Need Attention" to "in danger of bankruptcy," the amount of allowance for credit losses increases significantly. Therefore, the determination of borrower categories for large borrowers whose performance is expected to deteriorate has a significant impact on the Bank's operating results.

In addition, for some large borrowers, borrower categories are determined based on the evaluation of the reasonableness and feasibility of business plans prepared by borrowers, such as business improvement plans. As described in Note 3, "Significant Accounting Estimate" to the consolidated financial statements, business plans are based on the assumptions regarding sales forecasts, production forecasts, expense forecasts and debt repayment plans. In particular, as the following assumptions are highly uncertain and involve the subjective judgment by management, the evaluation of their reasonableness and feasibility requires careful consideration:

  • Demand trends in the borrower's industry or sector

  • Trends in sales prices and the outlook for cost of goods sold, and selling, general and administrative expenses in the borrower's industry or sector

After selecting sample of large borrowers classified as "Need Attention" borrower category based on the evaluation of their business plans in accordance with certain criteria, our audit procedures to examine the appropriateness of borrower categories, included the following, among others:

  1. Evaluation of internal controls

    We tested the design and operating effectiveness of internal controls over the determination of borrower categories, including the evaluation of business plans used by the Bank, by inquiring of the persons in charge of the asset assessment department and the internal audit department and inspecting related documents.

  2. Substantive procedures of the determination of borrower categories

    With regard to the business plans used by the Bank to determine borrower categories, we evaluated discrepancies between initial business plans and actual results and the causes of these discrepancies by inquiring of the persons in charge of the asset assessment department and inspecting related documents. Also, we examined the reasonableness of the assumptions included in these business plans through the following audit procedures, among others:

    • With regard to the revenue plans, we examined whether the unit sales prices and the sales volume were consistent with information on demand trends in the borrower's industry or sector, published by external organizations, and historical trends by inquiring of the persons in charge of the asset assessment department and inspecting related documents.

    • /Vith regard to the expense plans, we examined whether required estimated expenses were included in the entire business plan and were consistent with the entire business plans by inquiring of the persons in charge of the asset assessment department and inspecting related documents.

Therefore, we identified the appropriateness of borrower categories of large borrowers who were classified as "Need Attention" based on the evaluation of their business plans as a key audit matter.

  • We examined whether the assumptions in the business plan regarding the future trends of cost of goods sold and selling, general and administrative expenses were consistent with information on the outlook for prices in the borrower's industry or sector, published by external organizations, and historical trends by inquiring of the persons in charge of the asset assessment department and inspecting related documents.

  • We examined the fact that the debt repayment plan in the business plan reflected the estimated future cash flow based on the sales forecast and the expense forecast in

the business plan by inquiring of the person in charge of the asset assessment department and inspecting the related materials.

Other Information

Other information comprises the information included in the Group's disclosure documents accompanying the audited consolidated financial statements, but does not include the consolidated financial statements and our auditor's report thereon

We determined that no such information existed and therefore, we did not perform any work thereon.

Responsibilities of Management and Audit & Supervisory Board Members and the Audit & Supervisory Board for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in Japan, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern in accordance with accounting principles generally accepted in Japan and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Audit & Supervisory Board members and the Audit & Supervisory Board are responsible for overseeing the Directors' execution of duties relating to the design and operating effectiveness of the controls over the Group's financial reporting process.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with auditing standards generally accepted in Japan will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with auditing standards generally accepted in Japan, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks. The procedures selected depend on the auditor's judgment. In addition, we obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain, when performing risk assessment procedures, an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  • Evaluate whether the overall presentation and disclosures of the consolidated financial statements are in accordance with accounting principles generally accepted in Japan, as well as the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with Audit & Supervisory Board members and the Audit & Supervisory Board regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide Audit & Supervisory Board members and the Audit & Supervisory Board with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with Audit & Supervisory Board members and the Audit & Supervisory Board, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Fees for audit and other services for the year ended March 31, 2025, which were charged by us and our network firms to The Hachijuni Bank, Ltd. and its subsidiaries were ¥164 million and ¥17 million, respectively.

Interest Required to Be Disclosed by the Certified Public Accountants Act of Japan

Our firm and its designated engagement partners do not have any interest in the Group which is required to be disclosed pursuant to the provisions of the Certified Public Accountants Act of Japan.

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August 8, 2025

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Balance Sheet

March 31, 2025

Millions of Yen

Thousands of

U.S. Dollars

(Note 1)

2025 2024 2025

ASSETS:

Cash and due from banks (Note 4)

¥

3,027,055

¥

3,717,670

$ 20,250,571

Call loans and bills bought

11,958

7,569

80,000

Monetary claims bought

105,003

127,461

702,459

Trading assets (Notes 5, 12 and 27)

38,602

45,596

258,242

Money held in trust (Notes 6 and 12)

78,761

79,993

526,905

Securities (Notes 7, 12 and 26)

3,406,740

3,643,073

22,790,613

Loans and bills discounted (Notes 8, 12, 26 and 28)

6,461,544

6,781,218

43,226,819

Foreign exchanges (Note 9)

Lease receivables and investments in leases (Note 26)

18,482

96,629

26,812

89,110

123,646

646,435

Other assets (Note 12)

156,648

196,387

1,047,953

Property, plant, and equipment—net (Note 10)

38,628

37,329

258,422

Intangible assets—net (Note 10)

4,076

4,458

27,273

Asset for employees' retirement benefits (Note 15)

64,335

70,388

430,398

Deferred tax assets (Note 24) Customers' liabilities for acceptances and

1,698

1,652

11,363

guarantees (Note 11)

60,149

53,936

402,392

Allowance for credit losses

(55,000)

(54,905)

(367,948)

TOTAL

¥ 13,515,316

¥ 14,827,752

$ 90,415,550

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Balance Sheet

March 31, 2025

Millions of Yen

Thousands of

U.S. Dollars

(Note 1)

LIABILITIES AND EQUITY

2025

2024

2025

LIABILITIES:

Deposits (Notes 12, 13 and 26)

¥

9,549,428

¥

9,437,959

$ 63,884,319

Negotiable certificates of deposit (Note 26)

218,447

55,194

1,461,383

Call money and bills sold

593,483

1,179,536

3,970,320

Payables under repurchase agreements

127,391

174,836

852,231

Payables under securities lending transactions

(Note 12)

97,492

323,201

652,208

Trading liabilities (Notes 5 and 27)

6,945

5,873

46,463

Borrowed money (Notes 12, 14 and 26)

1,581,461

2,105,286

10,579,749

Foreign exchanges (Note 9)

2,431

2,379

16,268

Borrowed money from trust account

1,499

1,181

10,033

Other liabilities

167,558

164,464

1,120,941

Provision for share awards for directors

90

97

606

Liability for employees' retirement benefits

(Note 15)

11,233

12,142

75,147

Provision for reimbursement of deposits

351

274

2,351

Provision for contingent losses

1,719

1,738

11,505

Reserve under special laws

15

15

104

Provision for loss on cancellation of system

contracts

2,058

2,287

13,771

Deferred tax liabilities (Note 24)

125,899

189,069

842,250

Acceptances and guarantees (Note 11)

60,149

53,936

402,392

Total liabilities

12,547,657

13,709,476

83,942,051

EQUITY (Notes 16 and 32):

Common stock—authorized,

2,000,000 thousand shares; issued,

493,767 thousand shares in 2025 and

513,767 thousand shares in 2024

52,243

52,243

349,499

Capital surplus

56,960

71,074

381,059

Stock acquisition rights (Note 17)

150

141

1,005

Retained earnings

579,909

546,496

3,879,510

Treasury stock—at cost, 31,423 thousand shares

in 2025 and 32,166 thousand shares in 2024

(25,397)

(20,713)

(169,907)

Accumulated other comprehensive income: Valuation difference on available-for-sale

securities

229,750

411,889

1,537,001

Deferred gain on hedges

51,676

27,116

345,709

Defined retirement benefit plans

18,218

25,792

121,876

Total

963,511

1,114,039

6,445,755

Noncontrolling interests

4,147

4,236

27,743

Total equity

967,658

1,118,275

6,473,498

TOTAL

¥ 13,515,316

¥ 14,827,752

$ 90,415,550

See notes to consolidated financial statements.

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Statement of Income

Year Ended March 31, 2025

Millions of Yen

Thousands of

U.S. Dollars

(Note 1)

INCOME (Note 18):

2025

2024

2025

Interest income:

Interest on loans and discounts

¥

72,700

¥

64,732

$ 486,357

Interest and dividends on securities

65,671

55,430

439,332

Other interest income

10,590

4,598

70,849

Fees and commissions

25,774

25,707

172,430

Trading income

270

302

1,812

Other operating income (Note 19)

42,428

47,471

283,840

Other income (Note 20)

38,448

31,482

257,216

Total income 255,885 229,725 1,711,838

EXPENSES:

Interest expenses:

Interest on deposits

9,738

4,644

65,150

Interest on borrowings and rediscounts

18,208

19,691

121,812

Other interest expenses

16,764

12,678

112,149

Fees and commission payments

8,015

7,245

53,624

Trading expense

2

Other operating expenses (Note 21)

51,540

53,551

344,799

General and administrative expenses (Note 22)

72,578

66,251

485,540

Provision for credit losses

1,120

1,130

7,495

Other expenses (Note 23)

13,055

13,700

87,338

Total expenses

191,021

178,895

1,277,910

INCOME BEFORE INCOME TAXES

64,863

50,829

433,928

INCOME TAXES (Note 24):

Current

16,407

10,940

109,766

Deferred

356

2,851

2,383

Total income taxes

16,764

13,791

112,150

NET INCOME

48,099

37,038

321,777

NET INCOME (LOSS) ATTRIBUTABLE TO

NONCONTROLLING INTERESTS

117

(33)

784

NET INCOME ATTRIBUTABLE TO OWNERS OF

THE PARENT

¥ 47,982

¥ 37,071

$ 320,993

PER SHARE OF COMMON STOCK (Note 30):

Yen

U.S. Dollars

Basic net income

¥ 101.23 ¥ 76.37

$0.67

Diluted net income

101.16 76.31

0.67

Cash dividends applicable to the year

42.00 24.00

0.28

See notes to consolidated financial statements.

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Statement of Comprehensive Income

Year Ended March 31, 2025

Millions of Yen

Thousands of

U.S. Dollars

(Note 1)

2025

2024

2025

NET INCOME

¥ 48,099

¥ 37,038

$ 321,777

OTHER COMPREHENSIVE INCOME (LOSS) (Note 29):

Unrealized gain (loss) on available-for-sale securities

(182,335)

145,229

(1,219,796)

Deferred gain on derivatives under hedge accounting

24,560

10,810

164,306

Defined retirement benefit plans

(7,578)

14,314

(50,695)

Total other comprehensive income (loss)

(165,352)

170,353

(1,106,185)

COMPREHENSIVE INCOME (LOSS)

¥ (117,253)

¥ 207,392

$ (784,407)

TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO:

Owners of the parent

¥ (117,170)

¥ 206,441

$(783,851)

Noncontrolling interests

(83)

950

(556)

See notes to consolidated financial statements.

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Statement of Changes in Equity

Year Ended March 31, 2025

Thousands Millions of Yen Number of Accumulated Other Comprehensive Income

Shares of

Valuation

Defined

Common

Stock

Difference on

Deferred

Retirement

Stock

Common

Capital

Acquisition

Retained

Treasury

Available-for-

Gain on

Benefit

Noncontrolling

Total

Outstanding

Stock

Surplus

Rights

Earnings

Stock

Sale Securities

Hedges

Plans

Total

Interests

Equity

BALANCE, APRIL 1, 2023 491,103 ¥ 52,243 ¥ 56,960 ¥ 288 ¥ 519,053 ¥ (10,848) ¥ 267,636 ¥ 16,305 ¥ 11,485 ¥ 913,124 ¥ 2,828 ¥ 915,953

Net income attributable to owners

of the parent

37,071

37,071

37,071

Cash dividends, ¥20.00 per share

(9,628)

(9,628)

(9,628)

Increase by share exchanges

22,664

14,142

(77)

14,064

14,064

Purchases of treasury stock

(10,003)

(10,003)

(10,003)

Disposals of treasury stock

(29)

215

186

186

Net change during the period

(146)

144,253

10,810

14,306

169,223

1,407

170,630

BALANCE, MARCH 31, 2024

513,767

52,243

71,074

141

546,496

(20,713)

411,889

27,116

25,792

1,114,039

4,236

1,118,275

Net income attributable to owners of the parent

47,982

47,982

47,982

Cash dividends, ¥27.00 per share

(12,954)

(12,954)

(12,954)

Purchases of treasury stock

(20,520)

(20,520)

(20,520)

Disposals of treasury stock

28

80

108

108

Cancellation of treasury stock

(20,000)

(14,141)

(1,615)

15,756

Net change during the period

8

(182,138)

24,560

(7,573)

(165,143)

(89)

(165,232)

BALANCE, MARCH 31, 2025

493,767

¥ 52,243

¥ 56,960

¥ 150

¥ 579,909

¥ (25,397)

¥ 229,750

¥ 51,676

¥ 18,218

¥ 963,511

¥ 4,147

¥ 967,658

Thousands of U.S. Dollars (Note 1)

Accumulated Other Comprehensive Income

Valuation

Defined

Stock

Difference on

Deferred

Retirement

Common

Capital

Acquisition

Retained

Treasury

Available-for-

Gain on

Benefit

Noncontrolling

Total

Stock

Surplus

Rights

Earnings

Stock

Sale Securities

Hedges

Plans

Total

Interests

Equity

BALANCE, MARCH 31, 2024 $ 349,499 $ 475,475 $ 946 $ 3,655,984 $ (138,573) $ 2,755,483 $ 181,403 $ 172,545 $ 7,452,765 $ 28,339 $ 7,481,104

Net income attributable to owners

of the parent

320,993

320,993

320,993

Cash dividends, $0.18 per share

(86,662)

(86,662)

(86,662)

Purchases of treasury stock

(137,281)

(137,281)

(137,281)

Disposals of treasury stock

190

535

725

725

Cancellation of treasury stock

(94,605)

(10,805)

105,411

Net change during the period

58

(1,218,482)

164,306

(50,668)

(1,104,785)

(596)

(1,105,381)

BALANCE, MARCH 31, 2025

$ 349,499

$ 381,059

$ 1,005

$ 3,879,510

$ (169,907)

$ 1,537,001

$ 345,709

$ 121,876

$ 6,445,755

$ 27,743

$ 6,473,498

See notes to consolidated financial statements.

- 10 -

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Statement of Cash Flows

Year Ended March 31, 2025

Millions of Yen

Thousands of

U.S. Dollars

(Note 1)

2025 2024 2025

OPERATING ACTIVITIES:

Income before income taxes

¥ 64,863

¥ 50,829

$ 433,928

Adjustments for:

Income taxes—paid

(12,631)

(12,602)

(84,501)

Depreciation and amortization

6,186

5,965

41,386

Impairment losses

521

1,646

3,490

Gain on bargain purchase

(17,322)

Increase (decrease) in allowance for credit losses

95

96

635

Interest income

(148,962)

(124,761)

(996,539)

Interest expense

44,711

37,014

299,112

Interest received

143,530

120,976

960,198

Interest paid

(46,666)

(32,356)

(312,189)

Net (increase) decrease in trading assets

6,994

(26,823)

46,791

Net increase (decrease) in trading liabilities

1,072

(799)

7,173

Net (increase) decrease in loans and bills discounted

319,673

22,908

2,138,567

Net increase (decrease) in borrowed money

(523,825)

532,980

(3,504,319)

Net increase (decrease) in deposits

111,468

206,693

745,710

Net increase (decrease) in negotiable certificates

of deposit

163,253

(23,939)

1,092,139

Net (increase) decrease in call loans and bills bought

18,068

6,159

120,876

Net increase (decrease) in call money and bills sold

(633,498)

(240,073)

(4,238,014)

Net (increase) decrease in due from banks,

excluding due from the Bank of Japan

10,194

6,297

68,200

Net increase (decrease) in payables under

securities lending transactions

(225,709)

(8,829)

(1,509,963)

Other—net

61,176

(49,087)

409,264

Total adjustments

(704,346)

404,143

(4,711,979)

Net cash provided by (used in) operating

activities

(639,483)

454,973

(4,278,051)

INVESTING ACTIVITIES:

Purchases of investment securities

(734,783)

(1,151,097)

(4,915,594)

Proceeds from sales of investment securities

414,634

512,384

2,773,843

Proceeds from maturities of investment securities

318,013

266,285

2,127,462

Payments for increase in money held in trust

(1,561)

(4,246)

(10,445)

Proceeds from decrease in money held in trust

2,502

3,133

16,738

Purchases of fixed assets

(9,517)

(8,547)

(63,669)

Proceeds from sales of fixed assets

3,167

1,754

21,193

Proceeds from purchase of shares of subsidiaries

resulting in change in scope of consolidation

45,013

Net cash provided by (used in) investing

activities

(7,544)

(335,319)

(50,471)

FORWARD

¥ (647,027)

¥ 119,653

$ (4,328,522)

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Consolidated Statement of Cash Flows

Year Ended March 31, 2025

Millions of Yen

Thousands of

U.S. Dollars

(Note 1)

2025

2024

2025

FORWARD

¥ (647,027)

¥ 119,653

$ (4,328,522)

FINANCING ACTIVITIES:

Payments to acquire treasury stock

(20,520)

(10,003)

(137,281)

Proceeds from sales of treasury stock

89

598

Dividends paid

(12,954)

(9,628)

(86,662)

Dividends paid to noncontrolling interests

(5)

(5)

(39)

Net cash used in financing activities

(33,391)

(19,637)

(223,384)

EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS

(1)

12

(10)

NET INCREASE (DECREASE) IN CASH AND CASH

EQUIVALENTS

(680,420)

100,029

(4,551,917)

CASH AND CASH EQUIVALENTS, BEGINNING OF FISCAL YEAR

3,680,144

3,580,115

24,619,644

CASH AND CASH EQUIVALENTS, END OF FISCAL YEAR (Note 4)

¥ 2,999,723

¥ 3,680,144

$ 20,067,727

See notes to consolidated financial statements.

The Hachijuni Bank, Ltd. and Consolidated Subsidiaries

Notes to Consolidated Financial Statements

Year Ended March 31, 2025

  1. BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS

    The accompanying consolidated financial statements have been prepared in accordance with the provisions set forth in the Japanese Financial Instruments and Exchange Act and its related accounting regulations and the Enforcement Regulation for the Banking Law, and in accordance with accounting principles generally accepted in Japan (Japanese GAAP), which are different in certain respects as to the application and disclosure requirements of IFRS Accounting Standards ("IFRS").

    In preparing these consolidated financial statements, certain reclassifications and rearrangements have been made to the consolidated financial statements issued domestically in order to present them in a form that is more familiar to readers outside Japan. In addition, certain reclassifications have been made in the 2024 consolidated financial statements to conform to the classifications used in 2025.

    All Japanese yen figures in the consolidated financial statements have been rounded down to the nearest million yen. Accordingly, the total of each account may not be equal to the combined total of the individual items.

    The consolidated financial statements are stated in Japanese yen, the currency of the country in which The Hachijuni Bank, Ltd. (the "Bank") is incorporated and operates. The translations of Japanese yen amounts into U.S. dollar amounts are included solely for the convenience of readers outside Japan and have been made at the rate of ¥149.48 to $1, the rate of exchange at March 31, 2025. Such translations should not be construed as representations that the Japanese yen amounts could be converted into U.S. dollars at that or any other rate.

  2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    1. Consolidation—The consolidated financial statements as of March 31, 2025, include the accounts of the Bank and its 16 (15 in 2024) significant subsidiaries (together, the "Group").

      Under the control and influence concepts, those companies in which the Bank, directly or indirectly, is able to exercise control over their operations are fully consolidated.

      Investments in 9 (6 in 2024) unconsolidated subsidiaries and in 2 (1 in 2024) associated company are stated at cost, and are included in securities in the consolidated financial statements. If the equity method of accounting had been applied to the investments in these companies, the effect on the accompanying consolidated financial statements would not be material.

      All significant intercompany balances and transactions have been eliminated in consolidation. All material unrealized profit included in assets resulting from transactions within the Group is eliminated.

      The following company, which the Group holds voting rights of between 20% and 50%, is not an affiliate accounted for by the equity method because the capital contribution was made for the purpose of including their investees or earning capital gains, and not for the purpose of owing these investees under its control through operational, personnel, capital or other form of transactions:

      As of March 2025

      Rubicon holdings Co., Ltd.

    2. Cash Equivalents—For the purpose of reporting of cash flows, "Cash and cash equivalents" consists of "Cash" and "Due from the Bank of Japan."
    3. Trading Assets and Liabilities—Transactions for trading purposes (for purposes of seeking to capture gains arising from short-term changes in interest rates, currency exchange rates, or market prices of securities and other market-related indices or from gaps among markets) are included in "Trading assets" and "Trading liabilities" on a trade-date basis.

      Trading securities and monetary claims bought for trading purposes are stated at fair value at the consolidated balance sheet date. Trading-related financial derivatives, such as swaps, futures, and options are stated at amounts that would be received or paid for settlement if such transactions were terminated at the consolidated balance sheet date.

      Trading income includes interest received and paid during the fiscal year and unrealized gains and losses resulting from the change in the value of securities, monetary claims bought, and derivatives between the consolidated balance sheet dates.

      For financial derivatives, the fair value of each group of financial assets and financial liabilities is calculated based on the net assets or liabilities of financial assets and financial liabilities offset with respect to specific market risks or specific credit risks.

    4. Securities—Securities other than investments in unconsolidated subsidiaries and associated company are classified into three categories, based principally on the Group's intent, as follows:
      1. trading securities are securities held in anticipation of gains arising from short-term changes in market value and/or held for resale to customers and are carried at fair value with corresponding unrealized gains and losses recorded in income; (b) held-to-maturity debt securities, which are expected to be held to maturity with the positive intent and ability to hold to maturity, are stated at amortized cost computed using straight-line method; and

        (c) available-for-sale securities, which are not classified as either of the aforementioned securities. Marketable available-for-sale securities are stated at fair value with unrealized gains and losses, net of applicable taxes, reported in a separate component of equity. Effective April 1, 2021, the Group applied Accounting Standards Board of Japan ("ASBJ") Statement No. 30, "Accounting Standard for Fair Value Measurement" and ASBJ Guidance No. 31, "Implementation Guidance on Accounting Standard for Fair Value Measurement," and revised related ASBJ Statements and ASBJ Guidance (the "New Accounting Standards"). Under the New Accounting Standards, nonmarketable available-for-sale equity securities are stated at cost, while under the previous accounting standards, nonmarketable available-for-sale securities are stated at cost.

        In addition, investments in unconsolidated subsidiaries and associated company that are not accounted for by the equity method are carried at cost determined by the moving-average method.

        Individual securities are written down when a decline in fair value below the cost of such securities is deemed to be other than temporary.

    5. Securities in Money Held in Trust—Securities managed as trust assets in money held in trust, which are individually managed with the principal objective of securities portfolio management, are stated at fair value.
    6. Property, Plant, and Equipment—Property, plant, and equipment are stated at cost less accumulated depreciation. Depreciation for buildings and equipment of the Group is computed under the declining-balance method at rates based on the estimated useful lives, which are principally from 1 to 50 years for buildings and from 2 to 20 years for equipment. Depreciation for buildings (excluding facilities attached to buildings) acquired by THE NAGANO BANK, LTD. (a consolidated subsidiary of the Bank, hereinafter "Nagano Bank") on or after April 1, 1998, and for facilities attached to buildings and structures acquired on or after April 1, 2016, is computed under the straight-line method. Depreciation of leased assets related to finance leases that are not deemed to transfer ownership of the leased property to the lessee is computed under the straight-line method over the respective lease periods. The residual value of leased assets is determined using the guaranteed residual value if provided in the lease contract; otherwise, the residual value is zero. Depreciation of leased assets related to finance leases that are deemed to transfer ownership of the leased property to the lessee is computed under the same method as applied to those owned by Nagano Bank.
    7. Software—Capitalized software for internal use is depreciated using the straight-line method over its estimated useful life (principally five years). Depreciation of leased assets related to finance leases that are not deemed to transfer ownership of the leased property to the lessee is computed using the straight-line method over the respective lease periods.
    8. Long-Lived Assets—The Group reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. An impairment loss would be recognized if the carrying amount of an asset or asset group exceeds the sum of the undiscounted future cash flows expected to result from the continued use and eventual disposition of the asset or asset group. The impairment loss would be measured as the amount by which the carrying amount of the asset exceeds its recoverable amount, which is the higher of the discounted cash flows from the continued use and eventual disposition of the asset or the net selling price at disposition.
    9. Allowance for Credit Losses—The allowance for credit losses is recorded as follows in accordance with predetermined amortization and allowance standards.

      Bankrupt: Borrowers in which facts of legal or formal management failure have occurred, such as bankruptcy, corporate rehabilitation, and transaction suspension at a clearing house

      De facto Bankrupt: Borrowers who are unable to meet their obligations

      In danger of bankruptcy: Borrowers who are not currently in a state of bankruptcy but are likely to fall into bankruptcy in the future

      Need Special Attention: Borrowers who need to manage all or part of the loans requiring

      attention (loan conditions relaxed loans and loans overdue for three months or more)

      Need Attention: Borrowers who have problems with lending conditions or repayment performance, business conditions are sluggish or unstable, and need to be managed in the future

      Normal: Borrowers with good performance and no financial problems

      1. Loans to "Bankrupt" and "De facto Bankrupt," Loans in excess of collateral are recorded for any amounts that may not be recovered.

      2. Loans to "In danger of bankruptcy," the expected amount of collateral disposal and the expected amount of recovery by guarantee are deducted from the amount of the loan. Of the remaining balance (hereinafter referred to as "non-conservation amount"), the amount deemed necessary is recorded.

        For large borrowers with a certain amount of credit or more, the Bank estimates the allowance for loan losses by the method below.

        1. The Bank comprehensively judges a borrower's situation and estimates a recoverable amount by cash flow ("the cash flow deduction method").

        2. The allowance for loan losses is the balance of non-conservation amounts less the recoverable amounts estimated step 1.

          For debtors of debtors other than those mentioned above, an allowance for loan losses is provided by multiplying the non-conservation amount by the expected loss rate calculated from the probability of default from past periods.

      3. For loans to "Need Special Attention" and "Need Attention," the difference between the cash flow "the discounted cash flow method" discounted at the original contracted interest rate and the carrying amount of the receivable would be recorded as the allowance for loan losses.

      4. For loans to "Need Special Attention" and "Need Attention" other than (c), and "Normal," the allowance for loan losses is recorded based on the expected loss rate calculated from the probability of default in the past certain period.

        (Note 1) Grouping in calculating the probability of default

        The probability of default is allocated to six categories, including one normal division, three "Need Attention" divisions and two bankruptcy concerns.

        "Need Attention" divisions are classified according to the comprehensive judgment of the creditworthiness of the borrowers and the existence of loans with relaxed loan terms.

        (Note 2) A certain period in which the expected loss rate will be estimated in the future

        Allowance for credit losses is determined based on the expected loss rate for normal loans over the next one year, for loans requiring attention over the period corresponding to the average remaining life of the loans, and for loans in danger of bankruptcy over the next three years. The average remaining period for the Bank is 41 months for top level of "Need Attention," 45 months for lower level of "Need Attention" and 36 months for "Need Special Attention." The average remaining period for Nagano Bank is 60 months for top level of "Need Attention," 52 months for lower level of "Need Attention" and 36 months for "Need Special Attention."

        (Note 3) Method of revising and determining the probability of default based on future projections, etc.

        The probability of default used to calculate the allowance is determined by comparing the average value of the last three determination periods with the long-term average value, considering the entity's business cycle. The average value for the three most recent determination periods is calculated by including necessary revisions such as the current circumstances and future projections.

        For specific foreign receivables, expected credit losses arising from political and economic conditions in the respective countries are recorded as an allowance for credit losses on specific foreign receivables.

        Based on the self-assessment standard of assets, all receivables are assessed by the asset assessment department, which is independent from the sales department, and the internal audit department provides an assessment of these results.

    10. Asset and Liability for Employees' Retirement Benefits—The Group has a contributory funded pension plan and noncontributory unfunded retirement benefit plans, together covering substantially all of their employees.

      The Bank accounts for the liability for retirement benefits based on the projected benefit obligations and plan assets at the balance sheet date. The projected benefit obligations are attributed to periods on a benefit formula basis. Actuarial gains and losses and past service costs that are yet to be recognized in profit or loss are recognized within equity (accumulated other comprehensive income), after adjusting for tax effects and are recognized in profit or loss over 10 years no longer than the expected average remaining service period of the employees.

    11. Provision for Share Awards for Directors—A provision for share awards for directors is recorded based on the estimated amount of stock benefit obligations in order to prepare for the issuance of the Bank's stock through a trust to directors of Nagano Bank.
    12. Provision for Reimbursement of Deposits—A provision for reimbursement of deposits, which were derecognized as liabilities under certain conditions, is provided for possible losses on future claims of withdrawal based on historical reimbursement experience.
    13. Provision for Contingent Losses—A provision for contingent losses is provided for the contribution to the National Federation of Credit Guarantee Corporations' liability sharing program and is recorded in the amount of estimated future contributions based on subrogate performance, etc.
    14. Reserve under Special Laws—A reserve under special laws is provided for contingent liabilities from brokering of securities or derivative transactions in accordance with Article 46-5 of the Financial Instruments and Exchange Act.
    15. Provision for Loss on Cancellation of System Contracts—A provision for loss on cancellation of system contracts is recorded at an amount deemed necessary by reasonably estimating the amount of loss associated with the mid-term termination of the system currently in use in preparation for the merger with Nagano Bank.
    16. Stock Options—The cost of employee stock options is measured based on the fair value at the date of grant and recognized as compensation expense over the vesting period as consideration for receiving goods or services. In the consolidated balance sheet, stock options are presented as stock acquisition rights as a separate component of equity until exercised.
    17. Revenue Recognition—The Group recognizes revenue in an amount that reflects the consideration to which it expects to be entitled in exchange for satisfying performance obligations to transfer the goods or services promised in contracts with customers.
    18. Leases—Finance leases that are deemed to transfer ownership of the leased property to the lessee are recognized as lease receivables, and finance leases that are not deemed to transfer ownership of the leased property to the lessee are recognized as investments in lease.
    19. Income Taxes—The provision for income taxes is computed based on the pretax income included in the consolidated statement of income. The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Deferred taxes are measured by applying currently enacted income tax rates to the temporary differences.
    20. Foreign Currency Transactions—Assets and liabilities denominated in foreign currencies held domestically and the accounts of the Bank's overseas branch are translated into Japanese yen generally at the exchange rates prevailing on the consolidated balance sheet date.
    21. Derivatives and Hedging Activities—Derivatives are stated at fair value. Derivative transactions that meet hedge accounting criteria are primarily accounted for under the deferral method whereby unrealized gains and losses are deferred until maturity as deferred gain (loss) under hedge accounting in a separate component of equity. The market value of financial derivatives reflects specific market risk or specific credit risk on the basis of net assets or liabilities after offsetting the relevant financial assets and liabilities.

      The hedging derivative instruments must be highly effective in achieving offsetting changes in fair values or variable cash flows from the hedged items attributable to the risk being hedged.

      The Group adopted portfolio hedging in accordance with Industry Committee Practical Guidelines No. 24 issued by the Japanese Institute of Certified Public Accountants ("JICPA"). Under portfolio hedging, a portfolio of hedged items, such as deposits or loans with common maturities, is matched with a group of hedging instruments, such as interest rate swaps, which offset the effect of fair value fluctuations of the hedged items by identified maturities. The effectiveness of the portfolio hedge is accessed by each group.

      Currency swap and foreign exchange swap transactions are accounted for using deferral hedge accounting by fully applying Industry Committee Practical Guidelines No. 25 issued by the JICPA. Under deferral hedge accounting, hedged items are identified by grouping the foreign currency-denominated financial assets and liabilities by currencies and designating derivative transactions, such as currency swap transactions and forward exchange contracts as hedging instruments. Hedge effectiveness is reviewed by comparing the total foreign currency position of the hedged items and hedging instruments by currency.

      With respect to derivative transactions between consolidated subsidiaries or internal transactions between trading accounts and other accounts, the Bank manages interest rate swap and currency swap transactions designated as hedging instruments in accordance with the strict hedging criteria for external mirror transactions stipulated in the Industry Committee Practical Guidelines No. 24 and No. 25. Therefore, the Bank accounts for the gains and losses on these swap transactions in its earnings or defers until maturity as deferred gain (loss) under hedge accounting in a separate component of equity.

      The interest rate swaps that qualify for hedge accounting and meet specific matching criteria are not measured at fair value but the net payments or receipts under the swap agreements are recognized and included in interest expense or income.

    22. Per Share Information—Basic net income per share ("EPS") is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding for the period, retroactively adjusted for stock splits.

      Diluted EPS reflects the potential dilution that could occur if securities were exercised or converted into common stock. Diluted EPS of common stock assumes full conversion of the outstanding convertible notes and bonds at the beginning of the year (or at the time of issuance) with an applicable adjustment for related interest expense, net of tax, and full exercise of outstanding warrants.

      Cash dividends per share presented in the accompanying consolidated statement of income are dividends applicable to the respective years including dividends to be paid after the end of the fiscal year.

    23. Significant Income and Expenses—The Group applies "Accounting Standards for Revenue Recognition" (ASBJ Statement No. 29, March 31, 2020) and recognizes revenue at the time in exchange for transferring promised goods or services to a customer, and the amount expected to be received in exchange for goods or services.
    24. New Accounting Pronouncements
      1. "Accounting Standard for Leases" (ASBJ Statement No. 34, September 13, 2024),"Implementation Guidance on Accounting Standard for Leases" (ASBJ Guidance

        No. 33, September 13, 2024), and related revisions to accounting standards, implementation guidance, practical solutions, and transferred guidance

        1. Overview

          Similar to IFRS, the accounting standard and related implementation guidance stipulate the treatment of recognizing assets and liabilities for all leases by lessees.

        2. Expected application date

          The Group will apply the accounting standard and related implementation guidance from the beginning of the fiscal year ending March 31, 2028.

        3. Impact of application of the accounting standard

          The Bank is currently evaluating the effects of applying the accounting standard and related implementation guidance on its consolidated financial statements.

      2. "Practical Guidelines on the Accounting for Financial Instruments" (ASBJ Transferred Guidance No. 9, March 11, 2025)
        1. Overview

          For partnerships and similar entities, which are major investment vehicles of venture capital funds, assuming that equity securities without market price included in the constituent assets of such partnerships and similar entities are measured at fair value, an entity is allowed to record its proportionate share of valuation difference, which is determined based on the financial statements of venture capital funds measured at fair value, in "valuation difference on available-for-sale securities" in the equity section.

        2. Expected application date

          The Group will apply the practical guidelines from the beginning of the fiscal year ending March 31, 2027.

        3. Impact of application of the accounting standard

      The Bank is currently evaluating the effects of applying the practical guidelines on its consolidated financial statements.

    25. Changes in Accounting Policies
      1. Application of "Practical Solution on the Accounting for and Disclosure of Current Taxes Related to the Global Minimum Tax Rules"

        The Group has applied the "Practical Solution on the Accounting for and Disclosure of Current Taxes Related to the Global Minimum Tax Rules" (ASBJ Practical Solution No. 46, March 22, 2024) from the beginning of the fiscal year ended March 31, 2025. This change in accounting policy has no impact on the consolidated financial statements.

      2. Application of "Accounting Standard for Current Income Taxes"

      The Group has applied the "Accounting Standard for Current Income Taxes" (ASBJ Statement No. 27, October 28, 2022, hereinafter the "Revised 2022 Accounting Standard") from the beginning of the fiscal year ended March 31, 2025. Revisions to categories for recording income taxes (taxation on other comprehensive income) conform to the transitional treatment set forth in the proviso of Paragraph 20-3 of the Revised 2022 Accounting Standard and the proviso of Paragraph 65-2 (2) of the "Implementation Guidance on Accounting Standard for Tax Effect Accounting" (ASBJ Guidance No. 28, October 28, 2022). This change in accounting policy has no impact on the consolidated financial statements.

    26. Additional InformationIntroduction of Restricted Stock Compensation Plan—At the meeting of the Board of Directors held on May 10, 2024, the Bank resolved to introduce a restricted stock compensation plan (hereinafter the "Plan") as a new compensation plan for the Bank's directors (excluding outside directors; hereinafter "Eligible Director(s)") and executive officers who do not concurrently serve as directors (hereinafter collectively referred to as "Eligible Director(s), etc.") The aim of this introduction is to raise the motivation and morale of the Eligible Directors, etc. to enhance business performance in the medium to long term and improve corporate value by sharing not only the benefits from an increase in the Bank's stock prices but also the risks associated with a drop in stock prices with shareholders. Furthermore, in accordance with the Plan, at the 141st Annual General Meeting of Shareholders held on June 21, 2024, approval was obtained to pay monetary receivables not exceeding ¥100 million per annum to Eligible Directors as compensation to be used as properties contributed for the acquisition of restricted stock (hereinafter the "Restricted Stock Compensation"), as well as to issue or dispose of the Bank's common stock to an amount not exceeding 150,000 shares per annum, and to set the transfer restriction period for such Restricted Stock Compensation at thirty (30) years.
      1. Overview of the Plan

        Eligible Directors, etc. shall pay all monetary receivables paid to them by the Bank in accordance with the Plan as property contributed in kind and shall receive shares of common stock of the Bank through an issuance or disposal. In addition, when common shares of the Bank are issued or disposed of under the Plan, a restricted stock allotment agreement shall be concluded between the Bank and the Eligible Directors, etc. Conditions of this agreement include the following and other matters: (1) Eligible Directors, etc. shall be prohibited for a set period from transferring to a third party, use as collateral, or otherwise dispose of the shares of common stock of the Bank received under the restricted stock allotment agreement; (2) When certain circumstances have occurred, the Bank shall acquire the said common stock without compensation.

      2. Overview of the disposal

        At the meeting of the Board of Directors held on June 21, 2024, the Bank resolved to dispose of its treasury stock as noted below, and the payment was completed on July 19, 2024.

        1. Date of disposal July 19, 2024

        2. Type and number of shares to be disposed of 88,854 shares of the Bank's common stock

        3. Disposal price

          ¥1,006 per share

        4. Total disposal value

          ¥89,387,124

        5. Disposal recipients, their number, and the number of shares to be disposed of

          —30,614 shares for 4 directors (excluding outside directors) of the Bank

          —58,240 shares for 15 executive officers who do not concurrently serve as directors of the Bank

          Stock Benefit Trust for Directors—Nagano Bank, a consolidated subsidiary of the Bank, has implemented a performance-based stock compensation plan for its directors, known as the "Stock Benefit Trust" (the "Plan").
          1. Transaction overview

            The Plan is designed to provide stock-based compensation to directors based on their position, performance, and achievement of the medium-term management plan. The Bank's shares are acquired through a trust funded by Nagano Bank, and directors receive the Bank's shares or the equivalent market value in cash through the trust, in accordance with the Officer Stock Benefit Regulations. In principle, directors receive these benefits upon retirement.

          2. Bank shares held in trust

          The Bank's shares that remain in the trust are classified as "treasury stock" in the equity section. As of March 31, 2025 and 2024, the carrying amount of these treasury shares is

          ¥55 million ($372,353 thousand) and ¥74 million, respectively, and the number of shares held is 72,000 shares and 96,000 shares, respectively.

  3. SIGNIFICANT ACCOUNTING ESTIMATE

    Allowance for Credit Losses
    1. Allowance for credit losses was ¥55,000 million ($367,948 thousand) and ¥54,905 million as of March 31, 2025 and 2024, respectively.

      Allowance for credit losses by the cash flow deduction method was ¥20,778 million ($139,004 thousand) and ¥21,397 million as of March 31, 2025 and 2024, respectively.

      Allowance for credit losses by the discounted cash flow method was ¥2,954 million ($19,763 thousand) and ¥3,633 million as of March 31, 2025 and 2024, respectively.

    2. Information that contributes to understanding the content of significant accounting estimates for the identified item

      1. Determination method

        The allowance for credit losses is recorded in accordance with predetermined amortization and allowance standards.

      2. Key assumptions

        The business plan used to determine debtor classification and used to estimate future cash flow by the cash flow deduction method and the discounted cash flow method

        Assumptions used as a basis for sales forecast, production forecast, expense forecast and future outlook for debt repayment plan in the business plan include the following:

        • Demand trends in the borrower's industry or sector

        • Trends in sales prices and the outlook for cost of goods sold and selling, general and administrative expenses in the borrower's industry or sector

    Based on these assumptions, the Bank reviews the debtor classification for certain debtors considering their current operating performance and forecasts of their future operating performance, and also the recoverable amounts are estimated under the cash flow deduction method and the discounted cash flow method based on the business plan that reflects the borrower's business environment, to calculate the allowance for credit losses.

  4. CASH AND CASH EQUIVALENTS

    The reconciliation of "Cash and cash equivalents" in the consolidated statement of cash flows and "Cash and due from banks" in the consolidated balance sheet as of March 31, 2025 and 2024, was as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024

    2025

    Cash and due from banks

    ¥ 3,027,055 ¥ 3,717,670

    $ 20,250,571

    Due from banks, excluding amounts due from the Bank of Japan

    (27,331) (37,526)

    (182,844)

    Cash and cash equivalents

    ¥ 2,999,723 ¥ 3,680,144

    $ 20,067,727

  5. TRADING ASSETS AND LIABILITIES

    Trading assets and liabilities as of March 31, 2025 and 2024, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Trading assets: Trading securities

    ¥ 330

    ¥ 357

    $ 2,212

    Financial derivatives

    7,312

    6,253

    48,917

    Other trading assets

    30,959

    38,985

    207,112

    Total

    ¥ 38,602

    ¥ 45,596

    $ 258,242

    Trading liabilities—Financial derivatives

    ¥ 6,945

    ¥ 5,873

    $ 46,463

  6. MONEY HELD IN TRUST

    The aggregate fair value of money held in trust that is listed on stock exchanges or over-the-counter markets as of March 31, 2025 and 2024, is as follows:

    Fair Value

    Thousands of

    Millions of Yen U.S. Dollars

    2025 2024 2025

    Money held in trust—Trading ¥ 78,761 ¥ 79,993 $ 526,905

  7. SECURITIES

    Securities as of March 31, 2025 and 2024, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024 2025

    Securities:

    National government bonds

    ¥ 805,369

    ¥

    660,184

    $ 5,387,805

    Local government bonds

    403,377

    490,696

    2,698,538

    Corporate bonds

    727,058

    837,977

    4,863,916

    Equity securities

    586,510

    769,410

    3,923,670

    Other securities

    884,425

    884,803

    5,916,683

    Total

    ¥ 3,406,740

    ¥ 3,643,073

    $ 22,790,613

    The securities placed under unsecured lending agreements are included in the above national government bonds in the amount of ¥85,085 million ($569,206 thousand) and ¥86,661 million as of March 31, 2025 and 2024, respectively.

    Guarantee obligations for bonds in private placement (defined in Article 2 (3) of Financial Instruments and Exchange Act) included in securities were ¥50,876 million ($340,353 thousand) and

    ¥55,898 million as of March 31, 2025 and 2024, respectively.

    In the following description, in addition to "Securities" in the consolidated balance sheet, beneficial interests in trust investments are also presented within the item "Monetary claims bought."

    The carrying amounts and aggregate fair value of the securities as of March 31, 2025 and 2024, are as follows:

    Millions of Yen

    March 31, 2025

    Cost

    Unrealized

    Gains

    Unrealized

    Losses

    Fair

    Value

    Securities classified as: Available-for-sale:

    Equity securities

    ¥

    97,160

    ¥ 474,201

    ¥ 523

    ¥ 570,838

    Debt securities

    2,063,166

    298

    127,660

    1,935,804

    Other securities

    895,226

    17,409

    24,425

    888,210

    March 31, 2024

    Securities classified as:

    Available-for-sale:

    Equity securities

    ¥ 106,290

    ¥ 651,195

    ¥

    329

    ¥ 757,156

    Debt securities

    2,043,523

    3,738

    58,402

    1,988,858

    Other securities

    912,252

    21,442

    23,687

    910,007

    Thousands of U.S. Dollars

    March 31, 2025

    Cost

    Unrealized

    Gains

    Unrealized

    Losses

    Fair

    Value

    Securities classified as: Available-for-sale:

    Equity securities

    $ 649,987

    $ 3,172,341

    $ 3,502

    $ 3,818,826

    Debt securities

    13,802,290

    1,998

    854,029

    12,950,260

    Other securities

    5,988,939

    116,465

    163,402

    5,942,001

    Proceeds from sales of available-for-sale securities for the years ended March 31, 2025 and 2024, were ¥362,803 million ($2,427,103 thousand) and ¥396,211 million, respectively. Gross realized gains and losses on these sales, computed on the moving-average cost basis, were ¥35,006 million ($234,186 thousand) and ¥21,880 million ($146,378 thousand), respectively, for the year ended March 31, 2025, and ¥13,015 million and ¥21,566 million, respectively, for the year ended March 31, 2024.

  8. LOANS AND BILLS DISCOUNTED

    Loans and bills discounted as of March 31, 2025 and 2024, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024 2025

    Bills discounted

    ¥

    9,985

    ¥

    15,666

    $ 66,799

    Loans on bills

    60,228

    88,118

    402,917

    Loans on deeds

    5,618,923

    5,892,773

    37,589,800

    Overdrafts

    772,408

    784,659

    5,167,302

    Total

    ¥ 6,461,544

    ¥ 6,781,218

    $ 43,226,819

    Of total loans, loans to customers in bankruptcy, which represent nonaccrual loans and which were included in loans and bills discounted, amounted to ¥14,357 million ($96,048 thousand) and

    ¥14,419 million as of March 31, 2025 and 2024, respectively; past due loans, which represent nonaccrual loans other than loans to customers in bankruptcy, amounted to ¥105,761 million ($707,528 thousand) and ¥109,557 million as of March 31, 2025 and 2024, respectively.

    Of total loans, accruing loans contractually past due three months or more amounted to

    ¥1,525 million ($10,202 thousand) and ¥1,350 million as of March 31, 2025 and 2024, respectively.

    Of total loans, restructured loans amounted to ¥18,863 million ($126,195 thousand) and

    ¥22,791 million as of March 31, 2025 and 2024, respectively. Restructured loans, designed to assist in the recovery of the financial health of debtors, were loans on which the Bank granted concessions (e.g., reduction of the stated interest rate, deferral of interest payment, extension of maturity date, reduction of the face amount). Loans classified as nonaccrual loans or accruing loans contractually past due three months or more were excluded from restructured loans.

  9. FOREIGN EXCHANGES

    Foreign exchanges as of March 31, 2025 and 2024, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Assets:

    Due from foreign banks

    ¥ 16,415

    ¥ 24,525

    $ 109,817

    Foreign exchange bills bought

    1,826

    1,979

    12,218

    Foreign exchange bills receivable

    240

    307

    1,610

    Total

    ¥ 18,482

    ¥ 26,812

    $ 123,646

    Liabilities:

    Foreign exchange bills sold

    ¥ 106

    ¥ 318

    $ 713

    Foreign exchange bills payable

    2,325

    2,060

    15,555

    Total

    ¥ 2,431

    ¥ 2,379

    $ 16,268

  10. PROPERTY, PLANT, AND EQUIPMENT AND INTANGIBLE ASSETS

    Property, plant, and equipment as of March 31, 2025 and 2024, net of accumulated depreciation of

    ¥86,778 million ($580,535 thousand) and ¥85,733 million, respectively, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Land

    ¥ 11,913

    ¥ 11,493

    $ 79,702

    Buildings

    12,260

    13,015

    82,020

    Construction in progress

    1,155

    45

    7,731

    Other tangible fixed assets

    13,298

    12,774

    88,967

    Software

    3,428

    3,791

    22,937

    Other intangible fixed assets

    648

    666

    4,335

    Total

    ¥ 42,705

    ¥ 41,787

    $ 285,695

    As of March 31, 2025 and 2024, deferred gains for tax purposes of ¥8,132 million ($54,403 thousand) and ¥8,254 million, respectively, on property, plant, and equipment sold and replaced with similar assets have been deducted from the cost of newly acquired property, plant, and equipment.

    The Group reviewed its long-lived assets for impairment as of March 31, 2025. As a result, the Group recognized an impairment loss of ¥521 million ($3,490 thousand) as other expenses for long-lived assets related to sales branches and idle assets located mainly in Nagano prefecture due to factors such as declines in operating cash flows, declines in land prices and decision to discontinue operations. The carrying amount of these long-lived assets was written down to their recoverable amount which was measured at their net selling price at disposition. The impairment loss recognized for the year ended March 31, 2024, was ¥1,646 million.

  11. ACCEPTANCES AND GUARANTEES

    Acceptances and guarantees include all contingent liabilities associated with the issuance of letters of credit, acceptances of bills, and issuances of guarantees. The contra account included in the assets side of the consolidated balance sheet represents the Bank's potential claim against applicants.

  12. ASSETS PLEDGED

    Assets pledged as collateral as of March 31, 2025 and 2024, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024 2025

    Assets pledged:

    Due from banks

    ¥

    2

    ¥

    2

    $ 13

    Trading assets

    5,999

    Cash (other assets)

    409

    409

    2,737

    Securities

    1,250,355

    1,496,976

    8,364,702

    Loans and bills discounted

    1,212,062

    1,717,444

    8,108,526

    Total

    ¥ 2,462,829

    ¥ 3,220,832

    $ 16,475,979

    Related liabilities: Deposits

    ¥ 73,438

    ¥ 18,241

    $ 491,294

    Payables under repurchase agreements

    127,391

    174,836

    852,231

    Payables under securities lending transactions

    97,492

    323,201

    652,208

    Borrowed money

    1,568,289

    2,092,784

    10,491,633

    Other liabilities

    237

    266

    1,587

    Total

    ¥ 1,866,848

    ¥ 2,609,330

    $ 12,488,954

    In addition to the above, assets pledged as collateral for transactions, such as exchange settlement transactions, or as substitute securities for initial margin on futures transactions and others were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024 2025

    Due from banks

    ¥

    250

    ¥ 250

    $ 1,672

    Securities

    64,030

    8,144

    428,352

    Cash (other assets)

    5,025

    5,025

    33,616

    Cash collateral received for financial

    instrument liabilities (other assets)

    8,277

    22,700

    55,378

    Deposits to central counterparty (other assets)

    50,000

    Additionally, initial margin of futures markets and guarantee deposits on office space included in other assets were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024

    2025

    Guarantee deposits on office space

    ¥ 624 ¥ 686

    $ 4,181

  13. DEPOSITS

    Deposits as of March 31, 2025 and 2024, consisted of the following:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Current deposits

    ¥ 402,748

    ¥ 445,382

    $ 2,694,332

    Ordinary deposits

    6,106,505

    5,982,436

    40,851,654

    Savings deposits

    68,472

    70,486

    458,070

    Time deposits

    2,765,277

    2,821,194

    18,499,315

    Other deposits

    206,424

    118,458

    1,380,947

    Total

    ¥ 9,549,428

    ¥ 9,437,959

    $ 63,884,319

  14. BORROWED MONEY

    As of March 31, 2025 and 2024, the weighted-average annual interest rates applicable to borrowed money were 0.18% and 0.31%, respectively.

    Borrowed money includes borrowings from the Bank of Japan and other financial institutions. Annual maturities of borrowed money as of March 31, 2025, were as follows:

    Year Ending

    March 31

    Millions of Yen

    Thousands of

    U.S. Dollars

    2026

    ¥ 1,387,423

    $ 9,281,667

    2027

    1,195

    7,996

    2028

    189,279

    1,266,254

    2029

    342

    2,289

    2030

    194

    1,300

    2031 and thereafter

    3,025

    20,240

    Total

    ¥ 1,581,461

    $ 10,579,749

  15. RETIREMENT AND PENSION PLANS

The Bank and its domestic consolidated subsidiaries have a contributory funded pension plan and noncontributory unfunded retirement benefit plans.

In the contributory funded pension plan, the Group adopted a cash balance plan that each employee has a "hypothetical account balance," which accumulates pay credits based on each salary level, interest credits based on the trend of market interest rate, and pay retirement lump-sum grants or pension, based on their salary and length of service. Some funded pension plan contributed to employee pension trust.

In the noncontributory unfunded plan, the Group pays retirement lump-sum grants based on salary and length of service.

Employees whose service with the Bank or its domestic consolidated subsidiaries is terminated are, under most circumstances, entitled to retirement and pension benefits determined by reference to basic rates of pay at the time of termination, length of service, and conditions under which the termination occurs. If the termination is involuntary, caused by retirement at the mandatory retirement age or death, the employee is typically entitled to a larger payment than in the case of voluntary termination.

In addition, some consolidated subsidiaries adopt the simplified method to calculate their liability for employees' retirement benefit and retirement benefit costs.

  1. The changes in defined benefit obligation, excluding the ones calculated by the simplified method, (3) below, for the years ended March 31, 2025 and 2024, were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Balance at beginning of year

    ¥ 51,887

    ¥ 48,426

    $ 347,120

    Current service cost

    1,857

    1,860

    12,424

    Interest cost

    494

    344

    3,308

    Actuarial gains (losses)

    (4,644)

    661

    (31,068)

    Benefits paid

    Effects of transition from the simplified method to the principle method due to merger

    (2,603)

    (2,892)

    547

    (17,414)

    Increase due to new consolidation

    2,820

    Others

    121

    118

    812

    Balance at end of year

    ¥ 47,113

    ¥ 51,887

    $ 315,182

  2. The changes in plan assets, excluding the ones calculated by the simplified method, (3) below, for the years ended March 31, 2025 and 2024, were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024 2025

    Balance at beginning of year

    ¥ 110,020

    ¥

    82,556

    $ 736,018

    Expected return on plan assets

    1,622

    1,303

    10,853

    Actuarial gains (losses)

    (10,602)

    23,745

    (70,929)

    Contributions from the employer

    898

    851

    6,010

    Benefits paid

    (2,175)

    (1,789)

    (14,551)

    Increase due to new consolidation

    3,234

    Others

    121

    118

    812

    Balance at end of year

    ¥ 99,884

    ¥ 110,020

    $ 668,214

  3. The changes in liability for employees' retirement benefits calculated by the simplified method for the years ended March 31, 2025 and 2024, were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Balance at beginning of year

    ¥ (113)

    ¥ (20)

    $ (756)

    Net periodic benefit cost

    (44)

    723

    (294)

    Benefits paid

    Effects of transition from the simplified method to the principle method due to merger

    (169)

    (249)

    (547)

    (1,137)

    Increase due to new consolidation

    (4)

    (29)

    (30)

    Others

    9

    Balance at end of year

    ¥ (331)

    ¥ (113)

    $ (2,218)

  4. Reconciliation between the asset and liability recorded in the consolidated balance sheet and the balances of defined benefit obligation and plan assets, including that calculated by the simplified method (3) above is as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Funded defined benefit obligation

    ¥ 37,847

    ¥ 42,106

    $ 253,195

    Plan assets

    (102,231)

    (112,159)

    (683,913)

    Total

    (64,383)

    (70,053)

    (430,718)

    Unfunded defined benefit obligation

    11,280

    11,807

    75,466

    Net asset arising from defined benefit obligation

    ¥ (53,102)

    ¥ (58,245)

    $ (355,251)

    Thousands of

    Millions of Yen

    U.S. Dollars

    2025 2024

    2025

    Liability for employees' retirement benefits

    ¥ 11,233 ¥ 12,142

    $ 75,147

    Asset for employees' retirement benefits

    (64,335) (70,388)

    (430,398)

    Net asset arising from defined benefit obligation

    ¥ (53,102) ¥ (58,245)

    $ (355,251)

  5. The components of net periodic benefit costs for the years ended March 31, 2025 and 2024, were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025

    2024

    2025

    Service cost

    ¥ 1,857

    ¥ 1,860

    $ 12,424

    Interest cost

    494

    344

    3,308

    Expected return on plan assets

    (1,622)

    (1,303)

    (10,853)

    Recognized actuarial gains

    (4,551)

    (2,551)

    (30,446)

    Net periodic benefit costs calculated by the simplified method

    (44)

    723

    (294)

    Others

    103

    114

    690

    Net periodic benefit costs (gains)

    ¥ (3,762)

    ¥ (812)

    $ (25,172)

  6. Amounts recognized in other comprehensive income (before income tax effect) in respect of defined retirement benefit plans for the years ended March 31, 2025 and 2024, were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024

    2025

    Actuarial gains (losses)

    ¥ (10,557) ¥ 20,532

    $ (70,630)

  7. Amounts recognized in accumulated other comprehensive income (before income tax effect) in respect of defined retirement benefit plans, before adjusting for tax effects, as of March 31, 2025 and 2024, were as follows:

    Millions of Yen

    Thousands of

    U.S. Dollars

    2025 2024 2025

    Unrecognized actuarial gains ¥ (26,417) ¥ (36,975) $ (176,727)

  8. Plan assets

    1. Components of plan assets

      Plan assets as of March 31, 2025 and 2024, consisted of the following:

      2025

      2024

      Debt investments

      14.35 %

      13.01 %

      Equity investments

      59.18

      65.11

      General account assets of life insurance companies

      13.80

      12.82

      Cash and cash equivalents

      4.56

      3.85

      Others

      8.11

      5.21

      Total

      100.00 %

      100.00 %

      Employee pension trusts for the years ended March 31, 2025 and 2024, are 48.69% and 52.53%, respectively, and are included in the total above.

    2. Method of determining the expected rate of return on plan assets

      The expected rate of return on plan assets is determined considering the long-term rates of return which that are expected currently and in the future from the various components of the plan assets.

  9. Assumptions used for the years ended March 31, 2025 and 2024, were set forth as follows:

2025

2024

Discount rates

1.2%–1.9%

0.5%–1.1%

Expected rates of return on plan assets

1.0%–2.0%

1.0%–2.0%

Salary increase rates

9.0%–12.0%

9.0%