Business Report 2004
Transcription
Business Report 2004
TV TOKYO Corporation ANNUAL REPORT 2004 For the Year Ended March 31, 2004 Pokémon AG Yu-Gi-Oh! Ii Tabi: Yume Kibun Love & Mystery Drama Kanteidan Adomachikku Tengoku Nikkei Special: Gaia no Yoake Dare demo Picasso TV Champion 2004 WRC World Rally Championship Saturday Special Shinshun Wide Jidaigeki: Ryoma ga Yuku NARUTO World Business Satellite (WBS) Sports Damashii Ganso Debuya Contents Yu-Gi-Oh!: © 1996 Kazuki Takahashi Pokémon AG: © Nintendo, Creatures, GAME FREAK, TV TOKYO, ShoPro, JR Kikaku, © Pokémon NARUTO: © 2002 MASASHI KISHIMOTO TV TOKYO Corporation at a Glance ..................................... 2 Message from the President .......................................................... 4 TV TOKYO’s 40th Anniversary................................................... 7 Review of Operations Broadcasting ...................................................................................... 8 Rights Management .......................................................................14 Financial Section....................................................................................17 TV TOKYO Group.............................................................................36 Corporate Data.....................................................................................38 Board of Directors and Auditors ................................................39 Investor Information ...........................................................................39 1 TV TOKYO Corporation at a Glance Broadcasting TV TOKYO is a media company whose primary business is free-to-air, commercial network television broadcasting. Our programming emphasizes originality, quality and vitality, while our program production strengths lie in business news, anime and entertainment. To complement our core broadcasting business, we have also developed a strategically important rights management business, which involves the secondary use of program content and anime characters through the sale of videos and DVDs, movie productions and the merchandising of toys, games and other products. In recent years, our export business has grown, driven in particular by overseas syndication of anime programs and international merchandising of anime-related products. As outlined above, our business comprises two segments: broadcasting and rights management. Through synergies created between these two segments, we are striving to lay a platform for sustained growth. Rights Management Content Revenues The worldwide success of the Pokémon anime franchise, which was first broadcast in Japan in 1997, became the trigger for TV TOKYO’s rights management segment to grow into a major business. This business is based on the secondary use of anime program content and characters—produced in collaboration with our business partners—involving video and DVD sales, movie productions and merchandising of toys, games and other products. Compared with Hollywood-style movies, the scale of such projects is still relatively small, but as an industry in which Japan maintains a competitive advantage, anime has become an important export earner for the country. In the period under review, content revenues totaled ¥6,802 million, an increase of 58.4%. In particular, the performance of the Yu-Gi-Oh! franchise in the United States and Europe—where it has become a major hit—contributed greatly to revenue growth. Both Pokémon and Hamtaro saw theater movie releases, which have now become an established part of the movie calendar. Apart from anime, this category also includes the joint production and release of Japanese movies and the distribution of foreign movies in Japan. (For more details, please refer to page 15 of this report.) Sales by Rights Management-Related Consolidated Subsidiary TV TOKYO Music, Inc., is involved in the planning and production of theme music for TV TOKYO programs and other music by many popular artists, as well as the publishing of such music. The company is also a partner in the “Hello Project” centering on pop idol group Morning Musume, which started out from an audition program on TV TOKYO. Project activities include concerts, musicals and movie productions. The subsidiary posted revenues of ¥3,892 million, a decline of 0.8%. (For more details, please refer to page 15 of this report.) Time and Spot Advertising Sales TV TOKYO’s headquarters and directly owned and operated television station are in Tokyo, which is at the center of the Kanto broadcasting area comprising over 16 million households, or around one third of the Japanese population. TV TOKYO is also the lead station in the six-station TXN network, which covers all of Japan’s major urban areas. The other stations in the network are TV OSAKA, TV AICHI, TV SETOUCHI, TV HOKKAIDO and TVQ Kyushu. The combined coverage of the six TXN stations is approximately 33 million households, or about 70% of all households in Japan. In the terrestrial television advertising market, there are two main methods of advertising sales: time sales and spot sales. TV TOKYO’s time sales comprise TXN network sales and Kanto area-only local sales. Spot sales are made on a local basis. In the year ended March 31, 2004, time sales totaled ¥57,098 million, a 1.7% decline compared with the previous period. Spot sales amounted to ¥24,526 million, a 2.3% increase. (For more details, please refer to page 12 of this report.) Broadcast Satellite (BS) Sales TV TOKYO holds a 14% equity stake in BS Japan Corporation, the Nikkei Group’s commercial, free-to-air satellite broadcaster, which commenced operations in December 2000. Our business alliance with BS Japan includes (1) the joint production of dramas and other programs, and (2) the supply of news, anime and entertainment programs, for which we partially conduct time advertising sales. During the period under review, BS sales amounted to ¥2,154 million, a 20.1% decrease compared with the previous period. The total potential audience for BS Japan, via direct-to-home (DTH) receivers and cable television, is over five million households nationwide. (For more details, please refer to page 12 of this report.) Sales from Cash Syndication of Programs TV TOKYO conducts cash syndication of its popular programs to over 100 local terrestrial stations in Japan that lie outside the TXN network coverage area. In addition, we conduct cash syndication to the various domestic DTH satellite and cable television operators that began to gain market penetration in the mid1990s. We also conduct overseas cash syndication through distributors and media companies. Sales from cash syndication of programs totaled ¥6,127 million, an increase of 13.0%. (For more details, please refer to page 12 of this report.) Sales by Broadcasting-Related Consolidated Subsidiaries TV TOKYO has 12 consolidated subsidiaries within its broadcasting segment. These are TV TOKYO Medianet, Inc., which is responsible for domestic and international cash syndication of programs, TV TOKYO America, Inc., which performs news gathering activities and operates a production studio in New York, TV TOKYO Commercial, Inc., TV TOKYO Art Center, Inc., TV TOKYO Lighting, Inc., TV TOKYO Systems, Inc., TV TOKYO Production, Inc., Pronto, Inc., TV TOKYO Human, Inc., Technomax, Inc., TV TOKYO Building, Inc., and AT-X, Inc. These subsidiaries accounted for combined sales totaling ¥8,386 million, a decline of 9.0%. (For more details, please refer to pages 12 and 36 of this report.) Time 51.6% Consolidated Net Sales Events 1.3% Content 6.1% (For the year ended bsidiaries Rights Su Event Revenues An important way in which a terrestrial television station can contribute to the community is through the promotion of cultural and sports events in its broadcasting area for the enjoyment of its viewers. TV TOKYO organizes concerts, plays, musicals, art exhibitions and sports events in the Tokyo area. Event revenues during the period amounted to ¥1,447 million, a decline of 38.1%. (For more details, please refer to page 15 of this report.) March 31, 2004) 3.5% 5. 5% % at io n Spot 22.2% % 1.9 Note: The percentages in this graph are based on net sales before adjustments for intersegment transactions. These adjustments were as follows: BS C as h Sy nd ic 2 ent 0. nagem a M s Right ting Other dcas 6% a o r 7. rB Othe sidiaries b u S Millions of yen Net sales, including intersegment ................................................................ Intersegment sales ................................................................................................ Total net sales......................................................................................................... 2 3 ¥110,635 1,303 ¥109,332 Message from the President O Sadahiko Sugaya President n April 12, 2004, TV TOKYO celebrated the 40th anniversary of its first broadcast. Making it an even more auspicious year for TV TOKYO, the Company’s stock debuted on the First Section of the Tokyo Stock Exchange on August 5, 2004. Since the station’s launch in 1964 and its subsequent transformation from an independent station serving the Tokyo region to the lead station in a national network, TV TOKYO has produced and broadcast a myriad of popular programs. Our achievement of a successful stock listing is thanks to the support of our shareholders, viewers, performers, advertisers and everyone else involved with the station over our long history. On behalf of TV TOKYO, I wish to take this opportunity to express my sincere gratitude for this invaluable support. Solid Results in a Watershed Year for Japanese Television The operating environment for Japanese television is now undergoing a period of major change. In December 2003, TV TOKYO and its network affiliate stations, along with other television networks, commenced terrestrial digital broadcasts in Japan’s three largest urban markets—Tokyo, Osaka and Nagoya. This development heralds the start of a new era of multimedia, multichannel broadcasting in Japan. To respond appropriately to these changes in the media environment, it is imperative to create content that is even more attractive than we have produced in the past. In program planning and production, we adhere to three core principles: originality, quality and vitality. This is especially the case in the three 4 genres of business news, anime and entertainment, which include our flagship programs and are synonymous with the TV TOKYO brand. We will continue to produce attractive content, not only for terrestrial analog broadcasts but also aimed at a wide range of media, including satellite broadcasting, digital formats and the Internet. This content will be utilized to generate revenue streams based on a full array of business models, encompassing distribution, licensing, merchandising and movie production, enabling us to maximize the synergies available between our broadcasting and rights management businesses. In calendar 2003, according to data published by Dentsu, Inc., advertising expenditures in Japan totaled ¥5,684.1 billion. This was 0.3% lower than the previous year and marked the third consecutive annual drop in expenditures. Television advertising expenditures in calendar 2003 grew 0.7%, to ¥1,948.0 billion, which was its first rise in three years. The first half of calendar 2003 saw harsh conditions for television advertising, as the war in Iraq and various uncertainties led advertisers to curtail expenditures and pare back advertising budgets compared with the robust level of the previous year, which had been bolstered by the 2002 FIFA World Cup™. In the second half of calendar 2003, commercials for digital consumer electronics and financial and insurance services helped spark a recovery in television advertising as a whole. In this operating environment, TV TOKYO concentrated its efforts on creating programs that emphasize originality, quality and vitality, together with a target of reorganizing at least 30% of its “golden time” (7 p.m.–10 p.m.) and prime time (7 p.m.–11 p.m.) programming schedules. Through this strategy of large-scale program lineup renewal, we have successfully launched several popular new shows. Our rights management business, based around our competitive strengths in the anime genre, also performed well, further cementing its position internationally. As a result, consolidated net sales for the year ended March 31, 2004, increased 1.0%, to ¥109,332 million, and operating income climbed 36.5%, to ¥3,700 million. Net income rose 18.4%, to ¥1,024 million. Net Sales (Millions of yen) (Years ended March 31) 150,000 120,000 90,000 60,000 30,000 0 2002 2003 2004 Operating Income and Operating Margin (Millions of yen) (Years ended March 31) (%) 5,000 5.0 4,000 4.0 3,000 3.0 2,000 2.0 1,000 1.0 0 2002 2003 2004 0 Operating income Operating margin Strength in Program Production the Key to Long-Term Profitability Currently, the Company’s profitability is steadily rising. However, to further capitalize on the TV TOKYO Group’s collective strengths and achieve our goal of an operating margin of 5% at an early stage, we will need to develop and implement a range of additional strategies. This will first of all involve further bolstering our broadcasting business. Our rights management, broadbandrelated and other peripheral businesses are all derived from this business. We will aim to create attractive content through the focused investment of management resources in the area of program production. While our program schedule will continue to be based on a general format, during prime time we will concentrate on entertainment programming, including reality shows and other genres, in which TV TOKYO has developed a particularly strong reputation over many years. In other time slots, we will collaborate with advertisers and advertising agencies to select target audiences and develop and produce program content for our established anime, reality shows, sports programs and lifestyle shows. By aggressively utilizing this advanced program development model, we will be able to provide advertisers with a 5 powerful vehicle for brand building and product placement, and achieve a level of effectiveness not possible using traditional spot advertising. In the news programming area, TV TOKYO is the core broadcaster for the Nikkei Group. Our business news programs and business-related documentaries provide audiences with highly reliable business trend information concerning Japan and the global marketplace. By leveraging our capabilities in this area, we are uniquely able to cater to the needs of higher-educated, higher-income viewers. We intend to maintain and enhance our offerings in this area. Message from the President Continuing International Success in Rights Management In rights management—our other main revenue-generating area—we are continuing to develop our globally competitive position, principally based on our anime-related operations. TV TOKYO broadcasts more than 30, or approximately half, of all new anime programs shown on terrestrial television networks in Japan every week. We are the broadcaster most closely identified with anime in Japan and have built a track record and brand to strongly reinforce this position. To achieve sustained growth in the anime business, we have adopted a partnership-based strategy. By forging partnerships with manga artists, publishers, anime production houses, advertising agencies, video game software producers, toy manufacturers, movie studios and other related participants, we are able to spread risk among several partners while building a robust production system. It also allows us to effectively reap the synergies of our broadcasting and rights management businesses over an extended number of years. Following on from the worldwide success of the Pokémon franchise, in recent years Yu-Gi-Oh! has also become a major international phenomenon. The latter was jointly produced by TV TOKYO and first broadcast on the TXN network in April 2000. After rapidly gaining a huge following in Japan, the series was then launched on network television in the United States, regularly gaining top audience ratings among anime shows. Currently, the show is broadcast in over 60 countries around the world, including major markets in Asia and Europe. The Yu-Gi-Oh! franchise boasts a global merchandising lineup, including popular card and video games. In the summer of 2004, Yu-Gi-Oh! was released as a feature-length anime movie, opening in over 2,400 theaters across the United States. In October 2004, we will begin broadcasting an entirely original Japanese-language version of the children’s program Sesame Street, co-produced in Japan, on the TXN network and BS Japan. This internationally renowned program will contribute to both our broadcasting and rights management businesses. We will continue to maximize our competitive advantage as the lead station in a terrestrial network by developing distinctive content, to further bolster the synergies between our broadcasting and rights management businesses. the revised Subcontract Law to keep employees thoroughly informed regarding the latest compliance issues. In addition, to fully ensure the protection of viewers’ personal data, we established the Personal Data Protection Committee and appointed an independent internal privacy officer to audit individual departments in the Company. In this way, we intend to continue enhancing compliance systems at TV TOKYO. Since the Company’s founding, we have developed a corporate culture that emphasizes innovation and challenge. More recently, we have extended these core values to focus on attaining a high level of originality, quality and vitality in our program production. By doing so, even in an operating climate characterized by rapid change, we have a secure platform from which to work for enhanced profitability. In these endeavors, I look forward to the future support of our shareholders and the investment community. Sound Corporate Governance To fulfill our mission to the wider community as a broadcaster and realize stable, long-term growth in corporate value, we recognize the importance of good corporate governance as a key management issue. By steadily implementing a range of policies, we are working to enhance our corporate governance systems. The strengthening of our investor relations (IR) activities, including timely and accurate information disclosure, is part of this ongoing process. In the area of compliance, we are conducting internal seminars on new rules relating to the Law for the Protection of Personal Information and 6 September 1, 2004 Sadahiko Sugaya President TV TOKYO’s 40th Anniversary 40th Anniversary Commemorative Programs The station is broadcasting major 40th anniversary commemorative specials covering a range of genres, including news, sports and entertainment. In addition to those programs listed below, we are planning several others, such as the drama Shinkansen wo Tsukutta Otoko-tachi (The men who built the bullet train), which is to be broadcast on November 3, 2004. 40th Anniversary Events TV TOKYO is holding a series of large-scale events and movie releases to celebrate its 40th anniversary. In addition to the events listed below, the play 8-nin no Onna-tachi (Eight women) will be staged at Tennozu Isle’s Art Sphere Theater in Tokyo from November 19 to December 12, 2004. World Business Satellite (WBS) Project 4000 Launched in April 1988, WBS clocked up its 4,000th program on October 22, 2003. A special edition on the world economy was broadcast live from New York. Art Exhibition: Monet and Renoir: Two Great Impressionist Trends Held from February 7 to May 9, 2004, at Bunkamura The Museum in Tokyo. Organized in conjunction with the Nihon Keizai Shimbun and others. Claude Monet, The Railway Bridge at Argenteuil, 1873. Rugby World Cup 2003 Held in Australia between October 10 and November 22, 2003. TV TOKYO obtained exclusive rights for the broadcast of matches on terrestrial television, including Japan’s four group stage matches. Movie: Quill Directed by Yoichi Sai, this movie about the life of a guide dog was released nationwide in March 2004 at Shochiku-affiliated theaters, attracting 1.73 million viewers and achieving a box office gross of over ¥2.1 billion. © Japan Rugby Football Union Shinshun Wide Jidaigeki: Ryoma ga Yuku (New Year special samurai drama: Ryoma goes forth) Broadcast on January 2, 2004, from 2:00 p.m. to 11:55 p.m. Starring Somegoro Ichikawa, Rina Uchiyama and Haruka Igawa. Gained an audience rating of 8.0%. Play: Play Without Words The season ran from June 25 to July 25, 2004, at Theater Cocoon in Tokyo. Featuring British choreography genius Matthew Bourne. Exhibition: Kyoi no Daikyoryu Haku (The amazing giant dinosaur exhibition) Held from July 19 to September 12, 2004, at Makuhari Messe in Chiba. Organized in conjunction with the Nihon Keizai Shimbun and others, this exhibition included the display of more than 40 dinosaur skeletons and 200 animal fossils, showing the process of evolution. First All Japan University Women’s Invitational Ekiden Broadcast live on February 15, 2004, from 11:55 a.m. to 2:00 p.m. The race started at the Saitama Prefectural Government Office and progressed through six stages and a total distance of 30 kilometers. Gained an audience rating of 7.3%. Movie: NARUTO First broadcast as an anime series in October 2002, NARUTO was adapted from the manga magazine Weekly Shonen Jump. This is the first movie for the NARUTO franchise, and was released in Japan through Toho-affiliated theaters. Akai Tsuki (Red moon) Broadcast on May 5 and 6, 2004, this drama special, based on a best-selling novel, starred Reiko Takashima and gained audience ratings of 13.3% and 13.2%, respectively. © Masashi Kishimoto, Scott/Shueisha, TV TOKYO, Pierrot Nihon no Taxi Daiboken II (Great Japanese taxi adventure II) Broadcast on July 18 and 19, 2004, this documentary program follows a 100-day, 26,000 kilometer journey from the southernmost tip of South America to New York. Gained audience ratings of 9.5% and 7.9%, respectively. Art Exhibition: Emile Galle To be held January 22 to April 3, 2005, at the Edo-Tokyo Museum, this exhibition commemorates 100 years since the artist’s death. Organized in conjunction with the Nihon Keizai Shimbun and others. 7 Review of Operations Broadcasting TV TOKYO broadcasts a wide range of programs that emphasize originality, quality and vitality. Shinshun Wide Jidaigeki: Mibu Gishi Den (New Year special samurai drama: When the last sword is drawn) 8 Broadcasting Program Production, Programming Schedules and Audience Ratings during the Period Ratings Ratings are a standard measure of audience size, which provide infor- Average Household Audience Ratings (%) (Years ended March 31) mation on how many and what type 10.0 of people are watching a particular 8.0 program or advertisement. Ratings can be broken down by time of day, 6.0 sex, age group, occupation and other criteria. In Japan, ratings infor- 4.0 mation is gathered and published by 2.0 0.0 Video Research Inc. Ratings may be based on households or individuals, 2000 2001 Golden time (19:00–22:00) Prime time (19 :00–23:00) All day (6:00–24:00) 2002 2003 2004 2000 2001 2002 2003 2004 8.6 7.7 3.6 8.2 7.3 3.4 8.4 7.9 3.7 8.0 7.3 3.6 8.3 7.7 3.6 but program performance is generally measured by household ratings. In contrast, media buying by advertising agencies tends to focus on rat- Our revised programming schedule for the year ended March 31, 2004, included a renewal rate of over 30% for golden time and prime time programs. Consequently, we have produced several new popular shows. Among these is the reality show Inaka ni Tomaro (Let’s stay in the countryside), which is based around the experiences of famous television personalities who stay overnight with ordinary families while travelling in rural Japan. The show explores the traditional elements of Japanese life and ways of thinking and feeling—many of which have been long forgotten by city dwellers—as well as nostalgia for “the good old days.” Another program to be well received was Ganso Debuya (Original big eaters), in which a team of television celebrities visit cities and towns throughout Japan seeking out local culinary delights. They then cook and consume these local treasures in this original-format leisure show. Among programs carried over from our previous regular lineup, Kanteidan (The appraisers), Love & Mystery Drama, Mokuyo Yoga Gekijo (Thursday foreign film theater), Ii Tabi: Yume Kibun (Great travel: In the mood to dream) and Adomachikku Tengoku (Exploring famous streets and districts) have all continued strongly. In the area of program specials, since October 2003 we have been broadcasting programs to commemorate the station’s 40th anniversary. In addition to the Daichoryu! Sekai Keizai (Great currents in world business) series to mark the 4,000th edition of our flagship business news program World Business Satellite, Rugby World Cup 2003 and the First All Japan University Women’s Invitational Ekiden were also popular among viewers. Of all specials during the period, the two highest rating programs were both sports specials. Game seven of the 2003 Professional Baseball Japan Series attracted an average rating of 20.0% and recorded the entire series’ highest audience rating peak of 40.3%. An international club friendly soccer match, FC 9 ings based on the number of targeted individual viewers. In Japan, there are no national ratings, but instead ratings are provided for each broadcasting area. TV TOKYO’s ratings are drawn from the Kanto area, centered on metropolitan Tokyo. Kanteidan (The appraisers) (Tuesday, 8:54 p.m.) Kanteidan was first launched on the TXN network in 1994 and soon became its flagship show. This onehour, ingeniously original entertainment series has grabbed much limelight and is currently broadcast on 30 stations nationwide. Broadcasting Prime time Monday to Sunday, 7 p.m. to 11 p.m. This time band usually has the highest number of viewers each day. Golden time Within prime time, this is the particularly high viewing period of 7 p.m. to 10 p.m. Household ratings usually peak between 8 p.m. and 9 p.m., when all age groups, from children to the elderly, are watching television. In the year ended March 31, 2003, the average HUT from 8:00 p.m. to 8:59 p.m. was 68.5%, followed by 68.2% from 9:00 p.m. to 9:59 p.m. Sunday HUT ratings are a few points higher than those of weekdays. Tokyo versus Real Madrid, achieved the second highest rating of 16.9%. TV TOKYO broadcasts more than 30, or approximately half, of all new anime programs shown on terrestrial television networks in Japan every week. Based on program content and target audiences, anime shows are mainly broadcast on weekdays between 6 p.m. and 8 p.m., on weekends in the morning, and during late night slots. Our lineup of anime shows for children, including Pokémon AG, Hamtaro, NARUTO and Yu-Gi-Oh!, receives high ratings. As a result of the factors outlined previously, our average ratings for the period under review were: golden time 8.3%; prime time 7.7%; and all day 3.6%. Both golden time and prime time exceeded the average ratings recorded in the previous fiscal period. In particular, our golden time audience share rose to 10.8%. This was our highest audience share for golden time since the year ended March 31, 1999, and was despite a long-term trend toward a lower percentage of households using television (HUT) during this time. We will continue to design our programming schedules by focusing on originality, quality and vitality, which will involve both strengthening the content of our existing programs and aggressively developing new programs. All day This is the average rating for Monday to Sunday over the 18 hours between 6 a.m. and midnight. Although actual broadcasts run almost continuously 24 hours a day in major urban areas, such as Tokyo, the all day rating is still commonly used as an index. Ratings research covers all broadcast times. High Average Rating TV TOKYO Programs during the Year Ended March 31, 2004 • Regular Programs Ranking 1 2 3 4 5 5 Program name Day Kanteidan Love & Mystery Drama Mokuyo Yoga Gekijo Ii Tabi: Yume Kibun Adomachikku Tengoku Inaka ni Tomaro Tuesday Wednesday Thursday Wednesday Saturday Sunday Start time Household rating (%) 8:54 p.m. 8:54 p.m. 9:00 p.m. 9:00 p.m. 9:00 p.m. 7:00 p.m. 14.4 10.1 9.5 9.3 8.8 8.8 * The above table ranks programs broadcast between March 31, 2003, and March 28, 2004, according to average household rating. Audience share Audience share is the percentage of the television viewing audience (based on the total number of televisions in use for television viewing) tuned into a particular station or broadcast. TV TOKYO’s audience shares for fiscal 2004 (52-week average) were prime time 10.2%, golden time 10.8% and all day 7.5%. • Program Specials Ranking 1 2 3 4 5 Program name Start time Household rating (%) 6:00 p.m. 7:00 p.m. 8:54 p.m. 9:00 p.m. 9:00 p.m. 20.0 16.9 13.9 12.4 12.2 Date and day 2003 Professional Baseball Japan Series, game seven Oct. 27, 2003 (Mon) Soccer: FC Tokyo versus Real Madrid Aug. 5, 2003 (Tue) Docudrama Special: North Korean Abductions May 14, 2003 (Wed) Movie: Tora-San Goes to Vienna Nov. 27, 2003 (Thu) Otakara Sodatsu! TV Auction Feb. 16, 2004 (Mon) * The above table ranks programs broadcast between March 31, 2003, and March 28, 2004. • Anime Programs Ranking 1 2 3 4 5 Program name Day Pokémon AG Mirmo Zibang NARUTO Hamtaro Rockman EXE Axess 10 Thursday Tuesday Wednesday Friday Saturday Start time Rating for children (aged 4–12, %) Household rating (%) 7:00 p.m. 7:30 p.m. 7:00 p.m. 6:30 p.m. 8:30 a.m. 29.6 26.1 18.9 17.3 16.6 8.3 7.1 7.9 6.1 5.5 Broadcasting Television Advertising by Industry in the Kanto Region (Unit: GRP fifteen-second equivalent) Five-station combined total (Thousands of points) Industry Industry’s share of total (%) TV TOKYO’s industry share (%) 1.1 22.1 8.6 11.6 2.1 3.5 0.2 4.3 5.5 7.5 4.0 3.0 4.4 8.3 10.8 3.0 100.0 11.5 10.4 5.5 4.5 9.4 13.8 21.8 12.6 7.8 9.8 20.3 12.3 11.5 10.3 10.9 7.6 9.8 Energy and foundation materials 124 Food and beverage 2,425 Pharmaceuticals 949 Cosmetics and toiletries 1,276 Apparel and personal items 229 Publications 387 General industrial machinery 18 Precision office equipment 468 Home electric appliances and electrical machinery 603 Automobiles and transportation 822 Household goods and equipment 436 Housing and construction materials 328 Wholesale and retail 478 Finance and insurance 916 Services and leisure 1,188 Government, classified ads and others 331 Total 10,978 World Business Satellite (WBS) (Monday–Friday, 11 p.m.–11:55 p.m., Saturday, 11 p.m.–11:45 p.m.) Our flagship business news program carries domestic and international news as well as information on the latest trends. WBS maintains an average rating of over 4%, impressive for this type of news program. * The combined total is for time and spot advertising broadcast by Japan’s five lead stations of national commercial networks: NTV, TBS, Fuji TV, TV Asahi and TV TOKYO. The data is provided by Video Research, based on actual audience ratings. It is not based on ad-buying rates. The Advertising Market in Japan (Source: Dentsu) Japan is the world’s second largest ¥5,684.1 billion, a 0.3% decline com- advertising market next to the United pared with 2002, television advertis- States. In calendar 2003, while adver- ing expenditures rose 0.7%—the first tising expenditures in Japan totaled increase in three years. Advertising Expenditures by Medium (Calendar 2003) 2.1% 0.7% 18.5% Advertising Expenditures in Japan (Billions of yen) Calendar years 1999 Total advertising expenditures .......... ¥ 2000 5,699.6 ¥ Nominal GDP..................................... 507,224.3 Advertising expenditures as a percentage of nominal GDP (%)....... 2001 6,110.2 ¥ 2002 6,058.0 ¥ 5,703.2 ¥ 505,847.4 498,102.0 499,052.7 1.19 1.20 1.14 1.14 1,912.1 (Calendar years) 2,079.3 3.2% 34.1% 34.3% 1.12 2,500 2,000 5,684.1 511,462.4 Television Advertising Expenditures (Billions of yen) 7.1% 2003 2,068.1 1,935.1 1,948.0 ■ Newspapers ■ Magazines ■ Radio ■ Television ■ Sales promotion (combined) ■ Satellite media-related ■ Internet 1,500 In 2003, television advertising expen3,000 ditures totaled ¥1,948.0 billion, a 34.1% share of all advertising expen- 500 ditures. Television has had the largest 0 1999 2000 2001 2002 2003 11 share of any media since 1975. Broadcasting Time sales advertisements Time sales refer to advertising time sold for a particular time slot within a specific program. Usually these involve either 30-second or 60second slots and are based on a three-month or six-month up-front contract. Some programs are sponsored entirely by one company or by a buying agency. For program Summary of Results Sales and Operating Income for the Broadcasting Segment Years ended March 31 Broadcasting segment sales.................................................... Time sales......................................................................................... Spot sales.......................................................................................... Terrestrial broadcasting total ................................................ Broadcast satellite (BS) sales ................................................. Sales from cash syndication of programs....................... Other broadcasting subsidiaries’ sales.............................. Operating income ....................................................................... programs are sold individually. For programs sold on a time basis, a list 2003 ¥98,294 57,098 24,526 81,624 2,154 6,127 8,386 3,198 ¥99,401 58,084 23,984 82,068 2,697 5,423 9,212 1,605 2002 ¥100,450 56,173 25,449 81,623 4,888 5,503 8,434 2,386 Note: The sales totals in this table are before adjustments for intersegment transactions. specials, such as large sporting events and major one-off dramas, (Millions of yen) 2004 (%) Annual Growth in Time and Spot Advertising Sales and Program Cash Syndication (Years ended March 31) 20.0 15.0 of sponsors—which may be companies, products or brands—is announced at the beginning and end of the program. This type of 10.0 5.0 0.0 advertising has the added advantages of restricting each program to -5.0 a single sponsor from any particular -10.0 industry and giving advertisers regular access to a popular program or a specific target audience that the program is effective at attracting. Depending on the area in which a program is broadcast, advertisers may buy local time or network time. Local time refers to advertising slots broadcast only in TV TOKYO’s Kanto coverage area, while network time refers to advertising slots that are broadcast over the whole TXN network, including TV TOKYO. 2000 Time Sales Spot Sales Cash Syndication 2001 2002 2004 2001 2002 2003 2004 1.1 2.4 4.8 5.6 7.0 7.0 -1.0 -3.8 9.8 3.4 -6.1 -4.0 -1.6 2.4 16.4 Time Sales Time sales during the period struggled to reach the level of the previous period, which had been bolstered by the 2002 FIFA World Cup Korea/Japan™. However, aggressive sales activities and our flexibility in meeting advertiser needs resulted in a decrease of just 1.7%, to ¥57,098 million. Advertising demand increased for many of our regular programs. These included such entertainment programs as Kanteidan and Adomachikku Tengoku, anime programs, and high-quality business news programs such as World Business Satellite and Nikkei Special: Gaia no Yoake, which attract higher-educated, higher-income audiences. Inaka ni Tomaro and other 12 2003 2000 new programs launched during the period gained solid support from advertisers. Sports specials also contributed to sales. These included game seven of the 2003 Professional Baseball Japan Series and the Rugby World Cup 2003. Spot Sales Spot sales during the period rose 2.3%, to ¥24,526 million. We achieved this growth despite total spot sales by the five commercial stations in the Kanto area shrinking 0.3%. Analyzed by industry, digital consumer electronics and services acted as the main advertising driver during an economic recovery that is being dubbed the “digital boom.” Broadcasting These included digital flat-panel televisions, DVD recorders, digital cameras and mobile phone services. Spot sales in the finance and insurance, automobiles and transportation, and housing and construction materials categories were also brisk. In the cosmetics and toiletries category, which has in the past been one of our weak areas, advertisers have reassessed our cost performance for target audiences, which has led to an increase in advertising sales. Broadcast Satellite Sales TV TOKYO has formed an alliance with BS Japan to supply programs, and, for some of these programs, we sell time advertising. BS sales for the period dropped 20.1%, to ¥2,154 million, owing mainly to reductions in program supply and commercial time. BS Japan’s total potential audience as of March 31, 2004, was over five million households and is projected to increase to ten million households by the end of 2005, meaning its value as a national advertising medium is likely to grow in the near future. closely related to our rights management business, grew substantially. During the period, sales from cash syndication of the Yu-Gi-Oh! series were particularly strong. This program debuted in the United States in 2001 and is currently broadcast in over 60 countries worldwide. The Yu-Gi-Oh! franchise is a TV TOKYO joint production for which we are the lead partner in the development of the business. This includes managing television broadcast, video, merchandising and other rights. As a result of such robust growth in cash syndication sales of anime programs to overseas markets, anime comprises an 88.6% share of all overseas cash syndication sales. Thanks to TV TOKYO’s efforts, Japanese anime is receiving mainstream exposure around the world, which is further expanding the market for such content. Spot sales advertisements Unlike time sales, which involve an advertising contract covering a specific program for a fixed period, spot advertisements are sold by bundling various spots scattered within and between programs based on GRP. The most common sales method involves selling 15-second spots spread over several weeks to form a concentrated campaign in accordance with the advertiser’s budget and target audience. In Japan, advertising is not usually sold with a guarantee of reaching a certain audience demographic or number. Sales are carried out separately for each broadcasting area. TV TOKYO only sells spot advertising for its own broadcasts in the Kanto area. Shinshun Wide Jidaigeki (New Year special samurai drama) Sales from Cash Syndication of Programs In Japan, syndication sales are mostly obtained through cash syndication. Barter syndication is not common. Sales from cash syndication of programs increased 13.0%, to ¥6,127 million. Cash syndication to domestic local terrestrial stations—our mainstay in this category—grew a modest 2.1%, to ¥4,292 million. In contrast, cash syndication to overseas stations, which is (January 2, 2 p.m.) TV TOKYO produces big-budget 10-hour samurai dramas for broadcast every year on January 2. This annual broadcast has become recognized as one of the major events in the Japanese television calendar. Average audience ratings were 12.6% for Chushingura (pictured above) in 2003 and 8.0% for Ryoma ga Yuku in 2004. 13 Review of Operations Rights Management TV TOKYO’s world-class anime gives its rights management business a global reach. NARUTO Poké mon AG The Prince of Tennis Hamta ro Hikaru no Go on G Revoluti Beyblade Yu-G i-Oh ! The Prince of Tennis: © 1999 TAKESHI KONOMI/2001 NAS, TV TOKYO NARUTO: © 2002 MASASHI KISHIMOTO Pokémon AG: © Nintendo, Creatures, GAME FREAK, TV TOKYO, ShoPro, JR Kikaku, © Pokémon Hamtaro: © Ritsuko Kawai/Shogakukan, SMDE, TV TOKYO Hikaru no Go: © Yumi Hotta, HMC, Takeshi Obata, Noel/Shueisha, TV TOKYO, dentsu, Pierrot Yu-Gi-Oh!: © 1996 Kazuki Takahashi Beyblade G Revolution: © Takao Aoki, BB3 Project, TV TOKYO 14 Rights Management Summary of Results Franchise Arrangements Sales and Operating Income for the Rights Management Segment Years ended March 31 Rights management segment sales .................................... Content revenues........................................................................ TV TOKYO Music, Inc., revenues ...................................... Content-related revenues total........................................... Event revenues.............................................................................. Other rights management revenues................................. Operating income ....................................................................... 2004 ¥12,341 6,802 3,892 10,695 1,447 198 613 2003 ¥10,773 4,294 3,922 8,216 2,338 217 1,227 (Millions of yen) 2002 ¥12,075 6,210 3,869 10,079 1,810 185 1,552 Note: The sales totals in this table are before adjustments for intersegment transactions. Our rights management segment may be broadly divided into four businesses. 1. Licensing business mainly related to anime franchises and the secondary use of anime characters in videos, DVDs, video game software, books and other merchandising 2. Movie-related business, including investment in movie production and distribution and domestic distribution of foreign movies 3. Events business focusing on contributions to culture and the community, including the staging of concerts, art exhibitions and sporting events 4. Music publishing business In the table above, content revenues mostly comprise the licensing and movie-related businesses. The multi-use of television program content is a key strategy for TV TOKYO, allowing the Company to expand its revenues through its rights management business. At the same time, we are strengthening the TV TOKYO corporate brand by creating opportunities for brand exposure outside the television medium. For certain projects, such as the Yu-Gi-Oh! and NARUTO anime franchises, TV TOKYO acts as the lead company within a partnershipbased business strategy. Under this arrangement, TV TOKYO accrues licensing revenues and, after carrying out its franchise management functions, distributes profits to the • Content Revenues During the fiscal year under review, content revenues climbed 58.4%, to ¥6,802 million. By utilizing TV TOKYO’s strong brand identity as the broadcaster most closely associated with anime in Japan, our licensing activities have contributed to an increase in net sales. As well as the jointly produced Yu-Gi-Oh!, these activities include such franchises as Hikaru no Go, The Prince of Tennis and Shaman King. Yu-Gi-Oh! is broadcast in over 60 countries, including the United States, the United Kingdom, France, Germany and South Korea. Merchandising related to these programs is being vigorously undertaken in each country, encompassing successful sales of card games, video game software, DVDs, videos, toys and other goods. In our movie-related business, the Japanese movie production and distribution category included the release of Mibu Gishi Den (When the last sword is drawn), which received the Best Picture award at the Japanese Academy Awards. This movie was based on a television samurai drama first broadcast by TV TOKYO in January 2002. Also included in revenues for the period under review were Dolls—directed by 15 other franchise partners. For this reason, sales increase but operating margins decline. In such cases as Pokémon, for which another company acts as franchise lead partner, the opposite is true since much of the revenue we receive is profit, thus bolstering our operating margin. In either case, profit and loss is significantly affected by the relative success or failure of each particular franchise and the profit and loss distribution ratio held by TV TOKYO for the franchise. Yu-Gi-Oh! (Wednesday, 6:30 p.m.) Yu-Gi-Oh! started out in 1996 as a popular manga in the magazine Weekly Shonen Jump and crossed over to a become a hit anime in 2000 when it was launched by TV TOKYO on the TXN network. Rights Management Revenue Time Lags In our licensing business, generally there is a time lag between when a program is first produced and broadcast and when video, DVD and merchandising businesses for the franchise are developed. There is another time lag between the Takeshi Kitano, one of Japan’s leading directors—the fifth movie in the Pokémon series, and the first Hamtaro movie. In the foreign movie domestic distribution category, The Others, starring Nicole Kidman, and the major French hit 8 femmes were booked during the period. domestic phase of such businesses and the subsequent overseas phase. In our movie-related business, we are involved in around 10 projects a year, either in jointly producing movies or jointly distributing them. In this business, revenue from each project is not booked until 14 months after the movie’s theater release. Consequently, in our rights management business, since copyrights are protected for a long period and the business develops over a similarly long period, several years are required to determine the ultimate success or failure of a project. A good illustration of this process is the length of time a popular character retains its appeal among many age groups. In contrast, in our broadcasting business, advertising revenues, program pro- • Event Revenues Event revenues declined 38.1%, to ¥1,447 million, mainly owing to the reduced number of major musical events, such as tours by overseas opera companies and musical groups. The main events we held during the period included our regular musical production featuring Japanese pop idol group Morning Musume, which on this occasion was their first samurai musical, called Edokko Chushingura. With Nihon Keizai Shimbun, Inc. (Nikkei), we jointly organized an art exhibition featuring acclaimed nihonga artist Kaii Higashiyama, which ran for 51 days and attracted 250,000 visitors. In the sports genre, as part of the station’s 40th anniversary celebrations, we held the First All Japan University Women’s Invitational Ekiden. duction costs and other related costs are all booked at the time the program is broadcast. In the case of cash syndication of programs, with the exception of overseas syndication, programs are usually broadcast by the purchasing station at the same time as TV TOKYO or the TXN network. Even when there is a time lag, it is generally only a matter of days or weeks, so revenues and costs are booked relatively quickly. • Music Publishing Revenues Our consolidated subsidiary TV TOKYO Music, in partnership with a talent agency, is promoting an innovative business called “Hello Project.” This revolves around Morning Musume, which started out from a series of auditions on the talent quest program ASAYAN broadcast on the TXN network in 1997. Since then, Morning Musume have developed into something of a 16 national pop music institution. The group has developed a fruitful career spanning numerous television series, movies, CDs, DVDs and concert tours. TV TOKYO Music also publishes theme songs from TV TOKYO shows, performed by many different artists. During the period under review, revenues slipped 0.8%, to ¥3,892 million. As a result of the above factors, particularly the synergy between our broadcasting and rights management businesses exemplified by our burgeoning overseas anime business, sales by the rights management segment as a whole increased 14.6%, to ¥12,341 million. Operating income for the segment fell 50.0%, to ¥613 million, which was largely attributable to an increase in profit distributions to partners in our joint anime production businesses. By gaining the maximum benefit from synergies between our broadcasting and rights management businesses— through the production of attractive anime and other program content—we aim to achieve stable and efficient profitability over the medium to long term. Financial Section Consolidated Financial Summary TV TOKYO Corporation and Consolidated Subsidiaries Years ended March 31 Thousands of U.S. Dollars Millions of Yen 2004 2003 2002 2004 For the year: Net sales................................................................................................................................................................ Broadcasting ................................................................................................................................................... Rights management.................................................................................................................................... Cost of sales........................................................................................................................................................ Gross profit.......................................................................................................................................................... Selling, general and administrative expenses .................................................................................... Operating income............................................................................................................................................ Income before income taxes and minority interests................................................................... Net income ......................................................................................................................................................... Capital expenditures ...................................................................................................................................... Depreciation and amortization ................................................................................................................ ¥109,332 97,324 12,008 76,909 32,423 28,723 3,700 1,805 1,024 3,185 1,813 ¥108,282 98,191 10,091 76,320 31,962 29,251 2,711 1,760 865 3,971 1,785 ¥110,315 98,600 11,715 77,037 33,278 29,276 4,002 3,115 1,300 1,419 2,147 $1,041,261 926,894 114,367 732,472 308,789 273,551 35,238 17,195 9,756 30,335 17,262 At year-end: Total assets .......................................................................................................................................................... Total shareholders’ equity........................................................................................................................... ¥ 73,040 36,776 ¥ 73,798 35,510 ¥ 76,867 35,343 $ 695,624 350,250 Yen Per share data: Net income ......................................................................................................................................................... Cash dividends................................................................................................................................................... ¥ 50.59 15.00 ¥ 42.74 15.00 U.S. Dollars ¥ 366.93 75.00 $ Percentage Ratios: Return on assets ............................................................................................................................................... Return on equity............................................................................................................................................... Equity ratio........................................................................................................................................................... 1.4 2.8 50.4 1.1 2.4 48.1 1.7 3.7 46.0 Notes: 1. Amounts in U.S. dollars are included solely for the convenience of readers outside Japan. The rate of ¥105=U.S.$1 has been used, which was the approximate effective rate of exchange on March 31, 2004. 2. On August 2, 2002, the Company effected a five-for-one split of common stock. 17 0.55 0.14 Management’s Discussion and Analysis TV TOKYO Corporation and Consolidated Subsidiaries Net Income and Return on Equity (Millions of yen) (%) 1,500 5.0 1,200 4.0 900 3.0 600 2.0 300 1.0 0 2002 2003 ■ Net income ● Return on equity 2004 0 Total Shareholders’ Equity and Equity Ratio (Millions of yen) (%) 50,000 100 40,000 80 30,000 60 20,000 40 10,000 20 0 2002 2003 ■ Total shareholders’ equity ● Equity ratio 2004 0 Cash Flows (Millions of yen) (Year ended March 31, 2004) 6,000 4,000 2,000 0 -2,000 -4,000 ■ Net cash provided by operating activities ■ Net cash used in investing activities ■ Net cash used in financing activites ■ Net increase in cash and cash equivalents ■ Cash and cash equivalents at beginning of year ■ Cash and cash equivalents at end of year Income Analysis In the year ended March 31, 2004, net sales increased 1.0%, to ¥109,332 million. Cost of sales rose 0.8%, to ¥76,909 million, while selling, general and administrative expenses decreased 1.8%, to ¥28,723 million. Consequently, operating income jumped 36.5%, to ¥3,700 million. Other expenses amounted to ¥1,895 million. Although this included ¥141 million in rent revenue and ¥310 million from gain on sales of investment securities, loss on devaluation of investment securities and golf memberships—including shares in BS Japan and four other companies—totaled ¥2,194 million, and loss on disposal of property plant and equipment, mainly relating to the conversion to digital technology, amounted to ¥127 million. As a result, income before income taxes and minority interests totaled ¥1,805 million, a 2.6% increase compared with the previous year. Net income for the period grew 18.4%, to ¥1,024 million. Financial Position Total current assets declined ¥2,564 million, to ¥37,980 million, mainly owing to a decrease in cash and bank deposits of ¥3,274 million. Total non-current assets rose ¥1,806 million, to ¥35,060 million, primarily owing to increases in equipment, vehicles and software relating to the conversion to digital technology for terrestrial broadcasts. Total current liabilities decreased ¥1,836 million, to ¥19,861 million, which was mainly attributable to a ¥3,000 million reduction in unsecured bonds due for repayment within one year. Total long-term liabilities increased ¥83 million, to ¥15,599 million. Included within this amount was a ¥572 million increase in long-term debt, to ¥8,732 million. Total shareholders’ equity rose ¥1,266 million, to ¥36,776 million. As a result, the equity ratio increased 2.3 percentage points, to 50.4%. Cash Flows Net cash provided by operating activities amounted to ¥3,920 million, compared with ¥3,455 million in the previous period. This included a ¥45 million increase in income before income taxes and minority interests, a ¥1,705 million increase in accrued expenses and ¥1,327 million in income taxes paid, compared with ¥964 million in the previous period. Net cash used in investing activities totaled ¥3,799 million, compared with ¥4,842 million in the previous period. Significant items included payments for purchase of property, plant and equipment of ¥1,584 million—mainly relating to the conversion to digital technology in terrestrial broadcasting—and payments for purchase of investment securities. Net cash used in financing activities amounted to ¥2,985 million, compared with ¥3,283 million in the previous period. This included a ¥2,500 million increase in longterm debt and ¥4,965 million in repayment of long-term debt. As a result, cash and cash equivalents at end of year amounted to ¥1,658 million, compared with ¥4,522 million at the previous year-end. 18 Capital Expenditures Capital expenditures during the period totaled ¥3,185 million, including ¥2,897 million within the broadcasting segment. Most of this expenditure was focused on equipment necessary for the December 2003 launch of terrestrial digital broadcasting, and in particular transmission equipment, including digital master control facilities. Risk Factors • Reliance on the advertising market In general, terrestrial television stations are highly dependent on advertising-derived revenues. In the year ended March 31, 2004, advertising-related revenues (time and spot sales) from TV TOKYO Group’s terrestrial television broadcasting business accounted for 73.8% of consolidated net sales (before intersegment sales and eliminations). Based on historical data, there is evidence of a strong correlation between Japan’s macroeconomic performance and the level of domestic advertising expenditures— including television advertising. This relationship is also reflected in the tendency for terrestrial television stations’ operating performance to be affected by economic conditions. By cultivating new advertisers and working to diversify its sources of revenue— including through the strengthening of its rights management business—TV TOKYO Group is striving to lay the platform for stable and sustainable growth. There is no guarantee these efforts will be completely effective, however, meaning in the future the Group’s financial condition and operating performance may continue to be affected by trends in the advertising market. • Legal restrictions on the proportion of shares held by foreign shareholders According to article 5, paragraph 4 of the Radio Law, no broadcasting license shall be granted to any company or group in which 20% or more of the voting rights are controlled by non-Japanese nationals. For this reason, article 52-8, paragraph 1 of the Broadcast Law stipulates that private broadcasters whose shares are listed on a stock exchange shall refuse a request to enter the name and address of a foreign shareholder on their shareholder register if fulfilling such a request would cause the voting rights held by foreigners to equal or exceed 20% of all voting rights. Furthermore, if the ratio of voting rights held by foreigners reaches or exceeds 15%, in accordance with article 52-8, paragraph 2 of the Broadcast Law and article 17-3, paragraph 3 of the Regulations for Enforcement of the Broadcast Law, the broadcaster shall disclose this ratio. As of May 31, 2004, the ratio of voting rights in TV TOKYO held by foreigners was 3.00%. 19 Capital Expenditures and Depreciation and Amortization (Millions of yen) 5,000 4,000 3,000 2,000 1,000 0 2003 2002 ■ Capital expenditures ■ Depreciation and amortization 2004 Consolidated Balance Sheets TV TOKYO Corporation and Consolidated Subsidiaries March 31, 2004 and 2003 Millions of yen Thousands of U.S. dollars (Note 3) 2004 2003 2004 ASSETS Current assets: Cash and bank deposits (Note 4).................................................................................................................................. Notes and accounts receivable ....................................................................................................................................... Allowance for doubtful accounts.................................................................................................................................... Inventories (Note 6).............................................................................................................................................................. Deferred income taxes (Note 10)................................................................................................................................ Other current assets.............................................................................................................................................................. Total current assets ......................................................................................................................................................... ¥01,658 21,115 (54) 13,597 774 890 37,980 ¥04,932 19,559 (53) 14,638 648 820 40,544 $015,786 201,101 (516) 129,496 7,370 8,481 361,718 Non-current assets: Property, plant and equipment, net of accumulated depreciation (Note 7) ........................................ Investment securities (Note 5)........................................................................................................................................ Deferred income taxes (Note 10)................................................................................................................................ Other assets................................................................................................................................................................................ Allowance for doubtful accounts.................................................................................................................................... Total non-current assets ............................................................................................................................................... Total assets .................................................................................................................................................................... 18,116 7,357 3,501 6,086 (0) 35,060 ¥73,040 18,395 7,059 3,068 4,856 (124) 33,254 ¥73,798 172,538 70,069 33,341 57,963 (5) 333,906 $695,624 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Notes and accounts payable............................................................................................................................................. Short-term debt (Note 9).................................................................................................................................................. Accrued income taxes.......................................................................................................................................................... Deferred income taxes (Note 10)................................................................................................................................ Accrued expenses................................................................................................................................................................... Other current liabilities......................................................................................................................................................... Total current liabilities .................................................................................................................................................... ¥04,180 2,029 1,160 4 8,672 3,816 19,861 ¥05,369 5,295 475 4 6,970 3,584 21,697 $039,809 19,319 11,046 40 82,596 36,341 189,151 Long-term liabilities: Long-term debt (Note 9) ................................................................................................................................................... Accrued retirement benefits (Note 11)..................................................................................................................... Accrued retirement benefits for directors and statutory auditors.............................................................. Other long-term liabilities................................................................................................................................................... Total long-term liabilities............................................................................................................................................... Total liabilities...................................................................................................................................................................... Minority interests............................................................................................................................................................................ 8,732 6,336 469 62 15,599 35,460 804 8,160 6,665 601 90 15,516 37,213 1,076 83,157 60,344 4,466 595 148,562 337,713 7,661 6,785 5,344 24,136 6,785 5,344 23,460 64,619 50,893 229,876 524 (13) 36,776 (81) 2 35,510 4,988 (126) 350,250 Shareholders’ equity: Common stock, no par value— Authorized shares, 74,580,000 in 2004 and 2003 Issued shares, 18,645,000 in 2004 and 2003 .................................................................................................... Additional paid-in capital ..................................................................................................................................................... Retained earnings (Note 12) ............................................................................................................................................ Net unrealized holding gains (losses) on investment in securities, net of a tax charge of ¥357 million ($3,851 thousand) in 2004, and a tax credit of ¥54 million in 2003 ........................ Foreign currency translation adjustment .................................................................................................................... Total shareholders’ equity............................................................................................................................................ Contingent liabilities (Note 14) Total liabilities and shareholders’ equity .............................................................................................................. The accompanying notes are an integral part of these financial statements. 20 ¥73,040 ¥73,798 $695,624 Consolidated Statements of Income TV TOKYO Corporation and Consolidated Subsidiaries For the years ended March 31, 2004 and 2003 Millions of yen 2004 Net sales.............................................................................................................................................................................................. Cost of sales ...................................................................................................................................................................................... Gross profit .......................................................................................................................................................................... Selling, general and administrative expenses (Note 13) .......................................................................................... Operating income............................................................................................................................................................. Other income (expenses): Interest and dividend income ........................................................................................................................................... Interest expenses..................................................................................................................................................................... Equity in income of affiliates .............................................................................................................................................. Loss on disposal of property, plant and equipment ............................................................................................ Rent revenue.............................................................................................................................................................................. Gain on sales of investment securities......................................................................................................................... Loss on devaluation of investment securities and golf memberships........................................................ Other, net .................................................................................................................................................................................... Income before income taxes and minority interests.................................................................................... Income taxes (Note 10): Current .......................................................................................................................................................................................... Deferred ....................................................................................................................................................................................... Minority interests in income of consolidated subsidiaries....................................................................................... Net income .......................................................................................................................................................................... ¥109,332 76,909 32,423 28,723 3,700 2003 ¥108,282 76,320 31,962 29,251 2,711 The accompanying notes are an integral part of these financial statements. 21 2004 $1,041,261 732,472 308,789 273,551 35,238 64 (344) 32 (127) 141 310 (2,194) 223 (1,895) 1,805 62 (397) (0) — 238 — (1,156) 302 (951) 1,760 612 (3,278) 302 (1,215) 1,347 2,952 (20,891) 2,128 (18,043) 17,195 2,011 (971) 1,040 1,369 (303) 1,066 19,159 (9,252) 9,907 259 ¥001,024 171 ¥000,865 Yen Per share: Net income per share........................................................................................................................................................... Cash dividends paid— (Note 12) To existing shareholders from the beginning of the year.......................................................................... Thousands of U.S. dollars (Note 3) 2,468 $0,009,756 U.S. dollars 2004 2003 2004 ¥50.59 ¥42.74 $0.48 15.00 15.00 0.14 Consolidated Statements of Shareholders’ Equity TV TOKYO Corporation and Consolidated Subsidiaries For the years ended March 31, 2004 and 2003 Millions of yen Number of shares of common stock (Thousands) Balance at March 31, 2002............................................................ Net income............................................................................................ Cash dividends paid .......................................................................... Bonuses to directors......................................................................... Net unrealized holding gains (losses) on investment in securities................................................................ Foreign currency translation adjustments............................. Balance at March 31, 2003............................................................ Net income............................................................................................ Cash dividends paid .......................................................................... Bonuses to directors......................................................................... Net unrealized holding gains (losses) on investment in securities................................................................ Foreign currency translation adjustments............................. Balance at March 31, 2004............................................................ Common stock Additional paid-in capital Retained earnings (Deficit) Unrealized gains on available-forsale securities Foreign currency translation adjustments 18,645 — — — ¥6,785 — — — ¥5,344 — — — ¥22,943 865 (266) (82) ¥256 — — — ¥(15 — — — — — 18,645 — — — — — ¥6,785 — — — — — ¥5,344 — — — — — ¥23,460 1,024 (280) (68) (337) — ¥ (81) — — — — (13) ¥(02 — — — — — 18,645 — — ¥6,785 — — ¥5,344 — — ¥24,136 605 — ¥524 — (15) ¥(13) Common stock Balance at March 31, 2003.................................................................................................. $64,619 Net income.................................................................................................................................. — Cash dividends paid ................................................................................................................ — Bonuses to directors............................................................................................................... — Net unrealized holding gains (losses) on investment in securities ............... — Foreign currency translation adjustments................................................................... — Balance at March 31, 2004.................................................................................................. $64,619 The accompanying notes are an integral part of these financial statements. 22 Thousands of U.S. dollars (Note 3) Unrealized Additional Retained gains on paid-in earnings available-forcapital (Deficit) sale securities $50,893 — — — — — $50,893 $223,433 9,756 (2,663) (650) — — $229,876 $ (772) — — — 5,760 — $4,988 Foreign currency translation adjustments $ 14 — — — — (140) $(126) Consolidated Statements of Cash Flows TV TOKYO Corporation and Consolidated Subsidiaries For the years ended March 31, 2004 and 2003 Millions of yen Cash flows from operating activities: Income before income taxes and minority interests........................................................................................... Adjustments for— Depreciation and amortization ................................................................................................................................. Equity in losses of affiliates........................................................................................................................................... Provision for (reversal of) retirement benefits................................................................................................. Interest and dividend income..................................................................................................................................... Interest expenses .............................................................................................................................................................. Loss on sales or disposal of property and equipment................................................................................. Loss on devaluation of investment securities and golf memberships ................................................. Increase in trade receivables ............................................................................................................................................. Decrease in inventories........................................................................................................................................................ Decrease in trade payables................................................................................................................................................ Increase (decrease) in accrued expenses .................................................................................................................. Decrease in customers’ advances .................................................................................................................................. Other.............................................................................................................................................................................................. Sub total ................................................................................................................................................................................. Interest and dividend income received....................................................................................................................... Interest expenses paid .......................................................................................................................................................... Income taxes paid ................................................................................................................................................................... Net cash provided by operating activities .......................................................................................................... 2004 2003 ¥1,805 ¥1,760 Thousands of U.S. dollars (Note 3) 2004 $17,195 1,813 (32) (329) (64) 344 128 2,194 (1,556) 1,042 (1,189) 1,705 (101) (234) 5,526 67 (346) (1,327) 3,920 1,785 (1) 603 (63) 398 43 1,156 (909) 407 (917) (1) (171) 662 4,752 65 (398) (964) 3,455 17,262 (302) (3,130) (612) 3,278 1,215 20,891 (14,822) 9,919 (11,325) 16,235 (957) (2,219) 52,628 635 (3,299) (12,635) 37,329 Cash flows from investing activities: Payments for purchase of investment securities.................................................................................................... Proceeds from sales of investment securities.......................................................................................................... Payments for purchase of property, plant and equipment.............................................................................. Other.............................................................................................................................................................................................. Net cash used in investing activities ....................................................................................................................... (1,478) 362 (1,584) (1,099) (3,799) (343) 5 (3,609) (895) (4,842) (14,077) 3,446 (15,088) (10,462) (36,181) Cash flows from financing activities: Decrease in short-term debt, net .................................................................................................................................. Increase in long-term debt ................................................................................................................................................. Repayment of long-term debt.......................................................................................................................................... Cash dividends paid................................................................................................................................................................ Other.............................................................................................................................................................................................. Net cash used in financing activities ....................................................................................................................... (230) 2,500 (4,965) (279) (11) (2,985) (319) — (3,368) (266) 670 (3,283) (2,190) 23,810 (47,286) (2,664) (100) (28,430) Effect of exchange rate changes on cash and cash equivalents........................................................................ Net increase in cash and cash equivalents.................................................................................................................... Cash and cash equivalents at beginning of year......................................................................................................... — (2,864) 4,522 23 (4,647) 9,169 — (27,282) 43,068 Cash and cash equivalents at end of year (Note 4)................................................................................................ ¥1,658 ¥4,522 $15,786 The accompanying notes are an integral part of these financial statements. 23 Notes to Consolidated Financial Statements TV TOKYO Corporation and Consolidated Subsidiaries For the years ended March 31, 2004 and 2003 1. Nature of operations TV TOKYO Corporation (the “Company”) and its consolidated subsidiaries (collectively “TV TOKYO”) are primarily engaged in the broadcasting business, including television network and syndication, operation of a television station and a communication satellite (CS) channel, production of television programs and provision of related technical services, and advertising sales. In addition, TV TOKYO provides services relating to management of music copyrights, management of animation characters and other television program-related merchandising rights, production and distribution of theatrical movies, and sponsorship and promotion of events. 2. Summary of significant accounting policies The accompanying consolidated financial statements of TV TOKYO are prepared on the basis of accounting principles generally accepted in Japan, which are different in certain respects as to application and disclosure requirements of International Financial Reporting Standards, and are compiled from the consolidated financial statements prepared by the Company as required by the Securities and Exchange Law of Japan. Certain items presented in the consolidated financial statements submitted to the Director of Kanto Finance Bureau in Japan have been reclassified in these accounts for the convenience of readers outside Japan. (1) Basis of consolidation The consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. Consolidated subsidiaries for the years ended March 31, 2004 and 2003 are as follows: • TV TOKYO Music, Inc. • TV TOKYO Medianet, Inc. • TV TOKYO Commercial, Inc. • TV TOKYO Art Center, Inc. • TV TOKYO Lighting, Inc. • TV TOKYO Systems, Inc. • TV TOKYO Production, Inc. • Pronto, Inc. • TV TOKYO Human, Inc. • Technomax, Inc. • TV TOKYO Building, Inc. • AT-X, Inc. • TV TOKYO America, Inc. All significant intercompany accounts and transactions and unrealized intercompany profits have been eliminated in consolidation. The Company’s overseas subsidiary, TV TOKYO America, Inc., has a fiscal year ending December 31, which differs from that of the Company. This subsidiary does not prepare financial statements at any date after December 31 or on or before March 31 in the following year. Any material transactions occurring in the period January 1 to March 31 are adjusted for in these consolidated financial statements. Investments in the following major affiliates are accounted for by the equity method for the years ended March 31, 2004 and 2003. 2004 2003 • Nikkei Visual Images, Inc. • TV TOKYO Broadband Entertainment, Inc. • InteracTV Co., Ltd. • Nikkei Visual Images, Inc. • Antennule Co., Ltd. • TV TOKYO Broadband Entertainment Inc. • InteracTV Co., Ltd. Antennule Co., Ltd., was excluded from the consolidated balance sheet as of March 31, 2004, due to the dissolution at March 31, 2004. 24 (2) Cash and cash equivalents Cash and cash equivalents in the consolidated statements of cash flows are composed of cash on hand, bank deposits withdrawable on demand and short-term investments with an original maturity of three months or less and subject to a minor risk of fluctuations in value. (3) Marketable securities and investment securities Securities are classified into four categories: trading securities, held-to-maturity debt securities, equity securities of unconsolidated subsidiaries and affiliates, and available-for-sale securities. Marketable available-for-sale securities are stated at fair value with unrealized gains and losses, net of applicable taxes, being reported in a separate component of shareholders’ equity. The cost of securities sold is determined based on the moving average method. Securities that do not have readily determinable fair values are reported at cost. (4) Hedge accounting Gains or losses arising from changes in fair value of the derivatives designated as “hedging instruments” are deferred as assets or liabilities and included in net profit or loss in the same period during which the gains and losses on the hedged items or transactions are recognized. The derivatives designated as hedging instruments by the Company are principally interest swaps. The related hedged item is longterm bank loans. The Company has a policy to utilize the above hedging instruments in order to reduce the Company’s exposure to the risk of interest rate fluctuations. Thus, the Company’s purchases of hedging instruments are limited to, at maximum, the amounts of the hedged items. The Company evaluates the effectiveness of its hedging activities by reference to the accumulated gains or losses on hedging instruments and the related hedged items from the commencement of the hedges. (5) Allowance for doubtful accounts Receivables are required to be categorized into “normal receivables” and “doubtful receivables” for the purpose of providing an allowance for doubtful accounts under the prevailing accounting practice in Japan. An allowance for doubtful accounts is provided for normal receivables based on the Company’s historical write-off experience rate, plus an estimate of irrecoverable amounts for doubtful receivables on an individual account basis. (6) Inventories Program and film costs are valued as determined by the individual cost method. Merchandise and supplies are valued at cost determined by the first-in, first-out method. (7) Property, plant and equipment Property, plant and equipment, including significant renewals and additions, are capitalized at cost. Maintenance and repairs, as well as minor renewals and betterments, are charged to income as incurred. Depreciation of property and equipment is computed principally by the declining-balance method at rates based on the estimated useful lives of the respective assets. However, buildings (except for leasehold improvements and auxiliary facilities attached to buildings) acquired on or after April 1, 1998 are computed by the straight-line method. (8) Accounting for leases Lease payments under finance lease contracts are charged to income as incurred, since under Japanese accounting principles, finance leases, other than those in which the ownership of the leased assets is deemed to transfer to the lessees, may be accounted for by a method similar to that applicable to ordinary operating leases. (9) Accrued retirement benefits Employees who terminate their service with the Company or its domestic consolidated subsidiaries are entitled, under most circumstances, to lump-sum severance indemnities determined by reference to current basic rates of pay and length of service. The retirement benefit plans of the Company have features whereby the employees who retire at age 60 or over with 20 or more years of service may elect to receive benefits in the form of pensions. These plans, which are non-contributory and funded, generally provide for an annuity payable over a 15-year period subsequent to retirement. The annual provision for retirement benefits for directors and corporate auditors is calculated to state the liability at the amount that would be required if all directors and corporate auditors retired at each balance sheet date. 25 (10) Translation of foreign currency accounts Current and non-current monetary items denominated in foreign currencies are translated into Japanese yen at exchange rates in effect at the respective balance sheet dates. Financial statements expressed in foreign currencies are translated into Japanese yen at the exchange rate in effect at the balance sheet date. Differences arising from such translation were shown as foreign currency translation adjustments as a separate component of shareholders’ equity. (11) Appropriation of retained earnings Cash dividends, transfer to legal reserve and bonuses to directors and statutory auditors are recorded in the financial year in which the proposed appropriation of retained earnings is approved by the shareholders. (12) Net income per share Net income per share is based on the weighted average number of shares of common stock outstanding during the respective years. However, net income should be adjusted by deducting bonuses paid to directors and statutory auditors as well as the payment of dividends to shareholders of preferred stocks to be recognized as an appropriation of retained earnings, from net income shown in the statements of income, and the computation of net income per share be made on that adjusted net income basis. Since no convertible bonds or warrants are issued, there is no dilutive effect on net income per share for the years ended March 31, 2004 and 2003. (13) Accounting standards for impairment of fixed assets On August 9, 2002, the Business Accounting Council in Japan issued “Accounting Standard for Impairment of Fixed Assets.” The standard requires that fixed assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss shall be recognized in the statements of income by reducing the carrying amount of impaired assets or a group of assets to the recoverable amount to be measured as the higher of net selling price or value in use. The standard shall be effective for fiscal years beginning April 1, 2005. However, an earlier adoption is permitted for fiscal years beginning April 1, 2004 and for fiscal years ending between March 31, 2004 and March 31, 2005. The Company has not yet applied this new standard. However, management believes that application of the new standard would not have significant impact on the Company’s consolidated financial statements. 3. U.S. dollar amounts Amounts in U.S. dollars are included solely for the convenience of readers outside Japan. The rate of ¥105=U.S.$1, the approximate effective rate of exchange on March 31, 2004, has been used in translation. The inclusion of such amounts is not intended to imply that Japanese yen have been or could be readily converted into, realized or settled in U.S. dollars at that rate or any other rate. 4. Cash and cash equivalents Cash and cash equivalents for the purpose of the statements of cash flows at March 31, 2004 and 2003 consisted of: Millions of yen Cash and bank deposits.............................................................................................................................................................. Less: Time deposits having original maturity of over three months, and other non-liquid deposits.............................................................................................................................................. Cash and cash equivalents......................................................................................................................................................... 26 Thousands of U.S. dollars 2004 2003 2004 ¥1,658 ¥4,932 $15,786 — ¥1,658 (410) ¥4,522 — $15,786 5. Marketable securities and investment securities The aggregate cost, gross unrealized gains and losses, and carrying amounts on the balance sheets, which were revalued to the related fair value, of available-for-sale securities with market quotations at March 31, 2004 and 2003 are as follows: Millions of yen 2004 Marketable equity securities............................................................................................................................... Other............................................................................................................................................................................... Total available-for-sale securities .............................................................................................................. Cost Carrying amount Gross unrealized gains Gross unrealized losses ¥1,432 51 ¥1,483 ¥2,322 42 ¥2,364 ¥891 — ¥891 ¥0(1) (9) ¥(10) Cost Carrying amount Gross unrealized gains Gross unrealized losses ¥1,470 51 ¥1,521 ¥1,340 45 ¥1,385 ¥57 — ¥57 ¥(187) (6) ¥(193) Millions of yen 2003 Marketable equity securities............................................................................................................................... Other............................................................................................................................................................................... Total available-for-sale securities .............................................................................................................. Thousands of U.S. dollars 2004 Marketable equity securities............................................................................................................................... Other............................................................................................................................................................................... Total available-for-sale securities .............................................................................................................. Cost Carrying amount Gross unrealized gains Gross unrealized losses $13,637 489 $14,126 $22,116 399 $22,515 $8,483 — $8,483 $0(4) (90) $(94) The proceeds from sales of available-for-sale securities for the years ended March 31, 2004 and 2003 are ¥361 million ($3,446 thousand) and ¥4 million, respectively. The gross realized profits on those sales for the years ended March 31, 2004 and 2003 are ¥310 million ($2,952 thousand) and ¥2 million. The carrying amounts of available-for-sale securities without market quotations at March 31, 2004 and 2003 are as follows: Millions of yen Non-marketable equity securities ......................................................................................................................................... 2004 2003 ¥4,454 ¥5,165 Thousands of U.S. dollars 2004 $42,424 Investment securities included those for affiliates of ¥539 million ($5,131 thousand) and ¥509 million at March 31, 2004 and 2003, respectively. 27 6. Inventories Inventories at March 31, 2004 and 2003 consisted of the following: Millions of yen Program and film costs................................................................................................................................................................ Supplies ................................................................................................................................................................................................ Thousands of U.S. dollars 2004 2003 2004 ¥13,566 31 ¥13,597 ¥14,605 33 ¥14,638 $129,199 297 $129,496 7. Property, plant and equipment Property, plant and equipment at March 31, 2004 and 2003 consisted of the following: Millions of yen Land........................................................................................................................................................................................................ Buildings ............................................................................................................................................................................................... Machinery and equipment......................................................................................................................................................... Construction in progress............................................................................................................................................................ Accumulated depreciation ........................................................................................................................................................ Thousands of U.S. dollars 2004 2003 2004 ¥04,369 10,662 19,124 77 34,232 (16,116) ¥18,116 ¥04,368 10,007 17,670 2,521 34,566 (16,171) ¥18,395 $041,610 101,537 182,137 737 326,021 (153,483) $172,538 8. Leases Leased assets and related expenses in respect of the Company’s finance leases, other than those which transfer ownership of the lease assets, are accounted for using a method similar to that of operating leases. Finance lease charges for the years ended March 31, 2004 and 2003 were ¥1,296 million ($12,338 thousand) and ¥1,055 million, respectively. Had they been capitalized on the consolidated balance sheets, the following items would have been recognized on the consolidated balance sheets and the consolidated statements of income as at and for the years ended March 31, 2004 and 2003: Millions of yen 2004 2003 Thousands of U.S. dollars 2004 Machinery and equipment—at cost .................................................................................................................................... Other..................................................................................................................................................................................................... Less: Accumulated depreciation ............................................................................................................................................ ¥7,954 297 (3,674) ¥4,577 ¥5,702 256 (2,738) ¥3,220 $75,753 2,830 (34,991) $43,592 Depreciation...................................................................................................................................................................................... Interest expense.............................................................................................................................................................................. ¥1,296 65 ¥1,016 54 $12,339 617 28 Depreciation above is computed based on the straight-line method over the lease term of the leased assets, the residual value of which is deemed to be zero. The present values of future lease payments relating to finance leases at March 31, 2004 and 2003, which included the interest portion thereon, are as follows: Millions of yen Within one year .............................................................................................................................................................................. Over one year.................................................................................................................................................................................. 2004 2003 ¥1,422 3,269 ¥4,691 ¥0,992 2,278 ¥3,270 Thousands of U.S. dollars 2004 $13,544 31,133 $44,677 9. Short-term and long-term debt Short-term debt at March 31, 2004 and 2003 consisted of the following: Millions of yen 2.50% unsecured bonds due 2004....................................................................................................................................... 2.95% unsecured bonds due 2005....................................................................................................................................... Short-term loans, principally from banks and insurance companies, with average interest of 0.78% ............................................................................................................................................ Current portion of long-term debt...................................................................................................................................... Thousands of U.S. dollars 2004 2003 2004 ¥ — 1,000 ¥4,000 — $ 200 829 ¥2,029 430 865 ¥5,295 1,905 7,890 $19,319 — 9,524 Long-term debt at March 31, 2004 and 2003 consisted of the following: Millions of yen 2.95% unsecured bonds due 2005....................................................................................................................................... 3.00% unsecured bonds due 2006....................................................................................................................................... 3.00% unsecured bonds due 2006....................................................................................................................................... Long term loans, principally from banks and insurance companies, due from 2007 to 2008 with average interest of 1.61%...................................................................................... Less: Portion due within one year ........................................................................................................................................ Thousands of U.S. dollars 2004 2003 2004 ¥ — 2,000 1,900 ¥1,000 2,000 2,000 $ — 19,048 18,095 5,660 9,560 (828) ¥8,732 4,025 9,025 (865) ¥8,160 53,904 91,047 (7,890) $83,157 Millions of yen Thousands of U.S. dollars ¥1,000 — 3,900 $09,524 — 37,143 The aggregate annual maturities of the unsecured bonds at March 31, 2004 are as follows: Year ending March 31 2005 ............................................................................................................................................................................................................................................ 2006 ............................................................................................................................................................................................................................................ 2007 ............................................................................................................................................................................................................................................ 29 The aggregate annual maturities of the non-current portion of long-term debt at March 31, 2004 are as follows: Year ending March 31 2006 ............................................................................................................................................................................................................................................ 2007 ............................................................................................................................................................................................................................................ 2008 ............................................................................................................................................................................................................................................ 2009 ............................................................................................................................................................................................................................................ Millions of yen Thousands of U.S. dollars ¥0,777 3,277 592 185 $07,400 31,214 5,643 1,762 10. Income taxes Income taxes applicable to the Company and its domestic consolidated subsidiaries consist of corporation tax, inhabitants tax and enterprise tax, which in the aggregate result in normal statutory rates of approximately 40.49% and 41.79% for the years ended March 31, 2004 and 2003. Foreign consolidated subsidiaries are subject to income taxes of the countries in which they operate. The significant components of deferred tax assets and liabilities at March 31, 2004 and 2003 are as follows: Millions of yen 2004 Accrued retirement benefits.................................................................................................................................................... Accrued retirement benefits for directors and statutory auditors..................................................................... Accrued bonus................................................................................................................................................................................. Amortization of software........................................................................................................................................................... Loss carryforwards......................................................................................................................................................................... Unrealized holding losses on available-for-sale securities........................................................................................ Other..................................................................................................................................................................................................... Gross deferred tax assets ................................................................................................................................................... Valuation allowance................................................................................................................................................................ Total deferred tax assets .............................................................................................................................................. Unrealized holding gains on available-for-sale securities.......................................................................................... Other..................................................................................................................................................................................................... Total deferred tax liabilities......................................................................................................................................... Net deferred tax assets................................................................................................................................................. 30 ¥2,297 187 543 191 458 — 1,418 5,094 (457) 4,637 (359) (7) (366) ¥4,271 2003 ¥2,285 245 432 204 268 79 478 3,991 (268) 3,723 — (11) (11) ¥3,712 Thousands of U.S. dollars 2004 $21,876 1,779 5,175 1,819 4,357 — 13,504 48,510 (4,357) 44,153 (3,416) (66) (3,482) $40,671 The valuation allowance principally relates to deferred tax assets recognized for loss carryforwards of consolidated subsidiaries. Reconciliation of the differences between the statutory tax rate and the effective income tax rate is as follows: 2004 2003 Statutory tax rate.......................................................................................................................................................................................................................... 40.49% Increase (reduction) in taxes resulting from: Non tax-deductible expenses......................................................................................................................................................................................... 8.65 Valuation allowance .............................................................................................................................................................................................................. 10.50 Special tax benefit for R&D expenses ....................................................................................................................................................................... (11.70) Effect of revising tax rate based on the local tax law amendment ........................................................................................................... 0.99 Additional tax payment due to investigation by tax authority..................................................................................................................... 3.99 Other ............................................................................................................................................................................................................................................ 4.70 Effective income tax rate.......................................................................................................................................................................................................... 57.62% 41.79% 8.91 7.79 .— 4.94 0.21 3.08 60.56% 11. Severance and retirement plans The following table sets forth the benefit obligation, plan assets and funded status of the Company and its consolidated subsidiaries at March 31, 2004 and 2003: Thousands of U.S. dollars Millions of yen 2004 Projected benefit obligation ..................................................................................................................................................... Fair value of plan assets............................................................................................................................................................... Accrued retirement benefits recognized in the consolidated balance sheets............................................. 2003 ¥9,016 (2,680) ¥6,336 2004 ¥8,795 (2,130) ¥6,665 $85,863 (25,519) $60,344 Severance and retirement expenses of the Company and its consolidated subsidiaries included the following components for the years ended March 31, 2004 and 2003: Thousands of U.S. dollars Millions of yen 2004 Service cost........................................................................................................................................................................................ Interest cost ....................................................................................................................................................................................... Immediate recognition of actuarial difference................................................................................................................ Net benefit expense ....................................................................................................................................................... 2003 ¥500 161 (320) ¥341 2004 ¥ 438 187 759 ¥1,384 $4,763 1,533 (3,047) $3,249 Assumptions used in accounting for the defined benefit plans for the years ended March 31, 2004 and 2003 are as follows: Discount rate ............................................................................................................................................................................................ Expected rate of return on plan assets...................................................................................................................................... Method of attributing the projected benefits to periods of service.......................................................................... 2004 2003 2.0% 0.0% Straight-line basis 2.0% 0.0% Straight-line basis Actuarial differences and prior service cost, if any, are charged to income in the year when they occur. 31 12. Shareholders’ equity The Japanese Commercial Code provides that an amount equivalent to a minimum of 10% of cash dividends and bonuses paid to directors and corporate auditors be appropriated as a legal reserve until such reserve reaches a certain limit, which was 25% of the capital stock, less additional paid-in capital. Appropriations of retained earnings are recorded in the accounts when the shareholders’ approval is obtained. The following appropriations of retained earnings of the Company for the year ended March 31, 2004 were approved at the ordinary general meeting of shareholders held on June 25, 2004. These appropriations were not recorded in the consolidated financial statements for the year ended March 31, 2004, but will be recorded in those for the year ending March 31, 2005. Millions of yen Cash dividends at ¥15.00 ($0.14) per share ....................................................................................................................................................... Bonuses to directors.......................................................................................................................................................................................................... ¥279 48 Thousands of U.S. dollars $2,663 457 13. Research and development expenses Research and development expenses charged to income for the years ended March 31, 2004 and 2003 amounted to ¥84 million ($800 thousand) and ¥85 million, respectively. 14. Contingent liabilities Contingent liabilities at March 31, 2004 and 2003 were as follows: Millions of yen Loans guaranteed for Broadcasting Satellite System Corporation..................................................................... 2004 2003 ¥2,098 ¥2,344 Thousands of U.S. dollars 2004 $19,981 15. Segment information (1) Business segments The Company and its consolidated subsidiaries’ business segments, which are required to be disclosed pursuant to regulations on consolidated financial statements in Japan, have been classified based upon similarity of products and services, marketing methods, etc., as follows: a) Broadcasting: Television network and syndication, operation of a television station and a CS channel, production of television programs and provision of related technical services, advertising sales. b) Rights management: Management of music copyrights, management of animation characters and other television program-related merchandising rights, production and distribution of theatrical movies, sponsorship and promotion of events. 32 Segment information by business segment for the years ended March 31, 2004 and 2003 is summarized as follows: Millions of yen 2004 Elimination and corporate assets* Broadcasting Rights management Net sales: Outside customers ........................................................................................................ Intersegment sales.......................................................................................................... Total ................................................................................................................................ Operating expenses............................................................................................................. Operating income................................................................................................................. ¥97,324 970 98,294 95,096 ¥03,198 ¥12,008 333 12,341 11,728 ¥00,613 ¥109,332 1,303 110,635 106,824 ¥003,811 ¥ — (1,303) (1,303) (1,192) ¥00(111) ¥109,332 — 109,332 105,632 ¥003,700 Assets, depreciation and capital expenditures: Assets .................................................................................................................................... Depreciation...................................................................................................................... Capital expenditures..................................................................................................... ¥44,704 1,483 2,897 ¥03,808 11 1 ¥048,512 1,494 2,898 ¥24,528 319 287 ¥073,040 1,813 3,185 Total Consolidated Millions of yen 2003 Elimination and corporate assets* Broadcasting Rights management Net sales: Outside customers ........................................................................................................ Intersegment sales.......................................................................................................... Total ................................................................................................................................ Operating expenses............................................................................................................. Operating income................................................................................................................. ¥98,191 1,211 99,401 97,796 ¥01,606 ¥10,091 682 10,773 9,546 ¥01,227 ¥108,282 1,893 110,175 107,342 ¥002,833 ¥ — (1,893) (1,893) (1,771) ¥ (122) ¥108,282 — 108,282 105,571 ¥002,711 Assets, depreciation and capital expenditures: Assets .................................................................................................................................... Depreciation...................................................................................................................... Capital expenditures..................................................................................................... ¥45,561 1,424 3,888 ¥04,494 14 0 ¥050,055 1,439 3,888 ¥23,743 346 83 ¥073,798 1,785 3,971 Total Consolidated * Intersegment transactions are eliminated from the consolidated financial statements. Corporate assets are included in the consolidated financial statements. Corporate assets include surplus funds of cash and bank deposits, property, plant and equipment related to administrative divisions and investment securities. 33 Thousands of U.S. dollars 2004 Elimination and corporate assets* Broadcasting Rights management Total Net sales: Outside customers ........................................................................................................ Intersegment sales.......................................................................................................... Total ................................................................................................................................ Operating expenses............................................................................................................. Operating income................................................................................................................. $926,894 9,236 936,130 905,680 $030,450 $114,367 3,173 117,540 111,694 $005,846 $1,041,261 12,409 1,053,670 1,017,374 $0,036,296 $ — (12,409) (12,409) (11,351) $ (1,058) $1,041,261 — 1,041,261 1,006,023 $0,035,238 Assets, depreciation and capital expenditures: Assets .................................................................................................................................... Depreciation...................................................................................................................... Capital expenditures..................................................................................................... $425,753 14,125 27,595 $036,267 106 5 $0,462,020 14,231 27,600 $233,604 3,031 2,735 $0,695,624 17,262 30,335 Consolidated * Intersegment transactions are eliminated from the consolidated financial statements. Corporate assets are included in the consolidated financial statements. Corporate assets include surplus funds of cash and bank deposits, property, plant and equipment related to administrative divisions and investment securities. (2) Geographic segments Sales and total assets of the Company and its domestic subsidiaries for the years ended March 31, 2004 and 2003 represented more than 90% of the consolidated sales and total assets of the respective years. Accordingly, geographic segments are not required to be disclosed. (3) Sales to foreign customers Sales to foreign customers for the years ended March 31, 2004 and 2003 represented less than 10% of consolidated net sales of the respective years. Accordingly, sales to foreign customers are not required to be disclosed. 34 Report of Independent Auditors Kasumigaseki Bldg. 32nd Floor 3-2-5, Kasumigaseki, Chiyoda-ku, Tokyo 100-6088, Japan The Board of Directors of TV TOKYO Corporation We have audited the accompanying consolidated balance sheets of TV TOKYO Corporation and its subsidiaries as of March 31, 2004 and 2003, and the related consolidated statements of income, shareholders’ equity and cash flows for the years then ended, all expressed in Japanese yen. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in Japan. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of TV TOKYO Corporation and its subsidiaries as of March 31, 2004 and 2003, and the consolidated results of their operations and their cash flows for the years then ended, in conformity with accounting principles generally accepted in Japan. The amounts expressed in U.S. dollars, which are provided solely for the convenience of the reader, have been translated on the basis set forth in Note 3 to the accompanying consolidated financial statements. ChuoAoyama PricewaterhouseCoopers Tokyo, Japan July 5, 2004 35 TV TOKYO Group The TV TOKYO Group comprises TV TOKYO, 13 consolidated subsidiaries and three affiliates for which the equity method of accounting is applied. The Group aims to grow in business size and increase operational efficiency. CONSOLIDATED SUBSIDIARIES Company Name Address Major Activities TV TOKYO Music, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-3432-1260 Music publishing TV TOKYO Medianet, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-3432-1288 Television program licensing TV TOKYO Commercial, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-3432-1231 Preparation of television commercials TV TOKYO Art Center, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-3432-1276 Planning and production of studio sets TV TOKYO Lighting, Inc. 3-3, Higashi-Shinagawa 1-chome, Shinagawa-ku, Tokyo 140-0002 Phone: +81-3-5462-1580 Planning and preparation of lighting for television production TV TOKYO Systems, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-3432-1110 Planning, development and management of computer systems TV TOKYO Production, Inc. 3-3, Higashi-Shinagawa 1-chome, Shinagawa-ku, Tokyo 140-0002 Phone: +81-3-5462-1280 Planning and production of television programs Pronto, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-5401-0220 Direct marketing business, advertising agency TV TOKYO Human, Inc. New Sumitomo Toranomon Building, 3-9, Toranomon 4-chome, Minato-ku, Tokyo 105-0001 Phone: +81-3-3436-4801 Broadcasting preparation Technomax, Inc. 3-3, Higashi-Shinagawa 1-chome, Shinagawa-ku, Tokyo 140-0002 Phone: +81-3-5462-1200 Production technology for television programs TV TOKYO Building, Inc. 3-3, Higashi-Shinagawa 1-chome, Shinagawa-ku, Tokyo 140-0002 Phone: +81-3-5462-1012 Leasing and management of Tennouzu Studio and real estate AT-X, Inc. 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012 Phone: +81-3-5776-2417 Communications satellite (CS) anime channel TV TOKYO America, Inc. 1325 Avenue of the Americas, Suite 2402, New York, NY 10019, U.S.A. Phone: +1-212-261-6430 Production of television news programs in the United States 36 AFFILIATES Company Name Address Major Activities Nikkei Visual Images, Inc. 6-1, Nihonbashi Kayabacho 2-chome, Chuo-ku, Tokyo 103-0025 Phone: +81-3-3639-2901 Planning and production of television programs TV TOKYO Broad Band Entertainment, Inc. 3-13, Toranomon 4-chome, Minato-ku, Tokyo 105-0001 Phone: +81-3-5733-3888 Supply and distribution of Internet content InteracTV Co., Ltd. Licensed broadcaster on CS platforms 13th floor, Shiroyama JT Trust Tower 3-1, Toranomon 4-chome, Minato-ku, Tokyo 105-6013 Phone: +81-3-6430-2634 NETWORK The TXN network comprises six television stations, led by TV TOKYO, covering 70% of all television viewing households in Japan. Company Name Address Television Osaka, Inc. (TVO) 2-18, Otemae 1-chome, Chuo-ku, Osaka 540-8519 Phone: +81-6-6947-7777 URL: http://www.tv-osaka.co.jp Aichi Television Broadcasting Co., Ltd. (TVA) 4-8, Osu 2-chome, Naka-ku, Nagoya, Aichi 460-8325 Phone: +81-52-203-0250 URL: http://www.tv-aichi.co.jp TV Setouchi Broadcasting Co., Ltd. (TSC) 8-8, Noda 5-chome, Okayama 700-8523 Phone: +81-86-244-2300 URL: http://www.webtsc.com Television Hokkaido Broadcasting Co., Ltd. (TVh) 12-4, Odori-Higashi 6-chome, Chuo-ku, Sapporo, Hokkaido 060-8517 Phone: +81-11-232-1117 URL: http://www.tv-hokkaido.co.jp TVQ Kyushu Broadcasting Co., Ltd. (TVQ) 3-1, Sumiyoshi 2-chome, Hakata-ku, Fukuoka 812-8570 Phone: +81-92-262-0019 URL: http://www.tvq.co.jp 37 Corporate Data Company Name: Headquarters: Capital: Began Broadcasting: Channels: TV TOKYO Corporation 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012, Japan ¥8,910,957,000 April 12, 1964 Analog: Channel 12 Digital: Channel 7 DOMESTIC BRANCHES AND STUDIO Kansai 18th floor, Aqua Dojima West Building, 4-16, Dojimahama 1-chome, Kita-ku, Osaka 530-0004 Phone: +81-6-6341-5512 Fax: +81-6-6341-0512 Nagoya 6th floor, Shin-Kyouei Building, 7-9, Sakae 3-chome, Naka-ku, Nagoya, Aichi 460-0008 Phone: +81-52-262-2712 Fax: +81-52-262-2912 Tennozu Studio 3-3, Higashi-Shinagawa 1-chome, Shinagawa-ku, Tokyo 140-0002 Phone: +81-3-5462-1012 (TV TOKYO Building) OVERSEAS BRANCHES TV TOKYO America, Inc. New York Bureau 1325 Avenue of the Americas, Suite 2402, New York, NY 10019, U.S.A. Phone: +1-212-261-6430 Fax: +1-212-261-6439 TV TOKYO America, Inc. Washington, DC, Bureau 529 14th Street, NW Room 803, Washington, DC 20045, U.S.A. Phone: +1-202-638-0441 Fax: +1-202-638-0443 London London International News Centre, 66–67 Newman Street, London W1T 3EQ, U.K. Phone: +44-20-7323-5505 Fax: +44-20-7436-6424 Moscow Radisson Slavjanskaya Hotel 2nd Floor, Ploschad Evropy 2, 121059 Moscow, Russia Phone: +7-095-941-8593 Fax: +7-095-941-8595 Beijing Wai Waijiaogongyu 11-153, Jianguomen, Chaoyang District, Beijing, People’s Republic of China Phone: +86-10-6532-6785 Fax: +86-10-6532-6784 Hong Kong Room 506, Dominion Centre, No. 43–59 Queen’s Road East, Wanchai, Hong Kong Phone: +852-2824-1599 Fax: +852-2824-2225 Seoul 10th floor, Maeil Business Newspaper, 30-1, 1-ga, Pil-dong, Jung-ku, Seoul, Republic of Korea Phone: +82-2-2268-3093 Fax: +82-2-2268-3094 (As of August 5, 2004) 38 Board of Directors and Auditors President Sadahiko Sugaya Managing Directors Hiroshige Mori Minoru Fujii Tamizo Suzuki Hiroji Misawa Yoshiharu Inukai Shinichi Minowa Directors Takeyuki Kumamura Tadashi Inukai Kazusada Hojo Toshikazu Harada Tetsuo Shimakawa Hiroshi Ishikawa Satoshi Kikuchi External Directors Ryoki Sugita (President, Nihon Keizai Shimbun, Inc.) Toshio Taketani (Managing Director, Nihon Keizai Shimbun, Inc.) Standing (left to right): Shinichi Minowa, Hiroji Misawa, Tamizo Suzuki, Yoshiharu Inukai Seated (left to right): Minoru Fujii, Sadahiko Sugaya, Hiroshige Mori Standing Corporate Auditors Hajime Okugawa Daisaku Ogawa Corporate Auditors Keiichiro Kuboniwa (Managing Director, Nihon Keizai Shimbun, Inc.) Hiroshi Araki (Corporate Adviser, Tokyo Electric Power Co., Inc.) (As of June 25, 2004) Investor Information Number of Shares: Authorized: Issued: Stock Code: Stock Exchange Listing: Transfer Agent and Registrar: Independent Auditors: Fiscal Year-End: Shareholders’ Meeting: Investor Relations Section: 74,580,000 20,645,000 9411 First Section of the Tokyo Stock Exchange Mizuho Trust & Banking Co., Ltd. ChuoAoyama PricewaterhouseCoopers March 31 June Corporate Communications Department 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012, Japan Phone: +81-3-3459-9411 Fax: +81-3-5473-6392 (As of August 5, 2004) Forward-Looking Statements This annual report contains plans, outlooks, strategies, beliefs and other information regarding projections of TV TOKYO’s future operating results that are not statements of historical fact. These statements reflect management’s beliefs based on information currently available. Users of this annual report are cautioned that any number of significant, unknown and uncontrollable factors may cause forecasts to differ materially from actual results. 39 TV TOKYO Corporation 3-12, Toranomon 4-chome, Minato-ku, Tokyo 105-8012, Japan Phone: +81-3-3432-1212 (General) +81-3-3459-9411 (IR) E-mail: [email protected] URL: http://www.tv-tokyo.co.jp/corporation Yu-Gi-Oh!: © 1996 Kazuki Takahashi Printed in Japan on recycled paper