Summary of Consolidated Financial Results (Non-GAAP basis) (Note 2)
Three months ended September 30, 2025 | Nine months ended September 30, 2025 | |||
Billion yen | % of Revenue | Billion yen | % of Revenue | |
Revenue | 334.2 | 100.0 | 967.6 | 100.0 |
Gross profit | 192.5 | 57.6 | 552.0 | 57.1 |
Operating profit | 103.2 | 30.9 | 278.9 | 28.8 |
Profit attributable to owners of parent | 88.2 | 26.4 | 239.3 | 24.7 |
EBITDA (Note 3) | 122.5 | 36.7 | 336.3 | 34.8 |
Summary of Consolidated Financial Results (IFRS basis)
Three months ended September 30, 2025 | Nine months ended September 30, 2025 | ||
Revenue | Billion yen % of Revenue 335.4 100.0 | Billion yen 969.7 | % of Revenue 100.0 |
Gross profit | 192.3 57.3 | 546.5 | 56.4 |
Operating profit | 72.6 21.7 | 133.9 | 13.8 |
Profit (loss) attributable to owners of parent | 106.3 31.7 | (69.1) | (7.1) |
EBITDA (Note 3) | 117.4 35.0 | 276.7 | 28.5 |
Reconciliation of Non-GAAP gross profit to IFRS gross profit and Non-GAAP operating profit to IFRS operating profit
(Billion yen)
Three months ended September 30, 2025 | Nine months ended September 30, 2025 | |||
Non-GAAP gross profit Non-GAAP gross margin | 192.5 57.6% | 552.0 57.1% | ||
Reconciliation items revenue (Note 4) | in | non-recurring | 1.2 | 2.1 |
Amortization of purchased intangible assets and depreciation of property, plant and equipment | (0.2) | (0.7) | ||
Stock-based compensation | (0.6) | (2.1) | ||
Other reconciliation items in non-recurring expenses and adjustments (Note 5) | (0.6) | (4.9) | ||
IFRS gross profit IFRS gross margin | 192.3 57.3% | 546.5 56.4% | ||
Non-GAAP operating profit Non-GAAP operating margin | 103.2 30.9% | 278.9 28.8% | ||
Reconciliation items revenue (Note 4) | in | non-recurring | 1.2 | 2.1 |
Amortization of purchased intangible assets and depreciation of property, plant and equipment | (25.4) | (85.4) | ||
Stock-based compensation | (9.1) | (29.1) | ||
Other reconciliation items in non-recurring expenses and adjustments (Note 5) | 2.7 | (32.5) | ||
IFRS operating profit IFRS operating margin | 72.6 21.7% | 133.9 13.8% | ||
(Note) 1 All figures are rounded to the nearest 100 million yen.
Non-GAAP figures are calculated by removing or adjusting non-recurring items and other adjustments from GAAP (IFRS) figures following a certain set of rules. The Group believes non-GAAP measures provide useful information in understanding and evaluating the Group’s constant business results.
Operating profit + Depreciation and amortization.
Non-recurring revenue that the Group has determined should be excluded.
“Other reconciliation items in non-recurring expenses and adjustments” includes the non-recurring items related to acquisitions and other adjustments as well as non-recurring profits or losses the Group believes to be applicable.
English translation from the original Japanese-language document
Company name : Renesas Electronics Corporation Stock exchanges on which the shares are listed : Tokyo Stock Exchange, Prime Market Code number 6723
URL : https://www.renesas.com
Representative : Hidetoshi Shibata, President and CEO
Contact person : Tomohiko Sato, Vice President, Investor Relations Tel. +81 (0)3-6773-3002
(Amounts are rounded to the nearest million yen)
- Consolidated financial results for the nine months ended September 30, 2025
- Consolidated financial results (% of change from corresponding period of the previous year)
Revenue
Operating profit
Profit before tax
Profit
Profit attributable to owners of parent
Total comprehensive income
Nine months ended September 30, 2025
Nine months ended
September 30, 2024
Million
yen
%
Million
yen
%
Million
yen
%
—
—
Million
yen
%
—
—
Million
yen
%
—
—
Million
yen
%
—
—
969,675
1,055,879
(8.2)
(4.7)
133,921
200,891
(33.3)
—
(49,243)
234,694
(68,994)
197,291
(69,086)
197,296
(278,743)
142,509
Basic earnings per share
Diluted earnings per share
Yen
Yen
Nine months ended September 30, 2025
(38.28)
(38.28)
Nine months ended September 30, 2024
110.44
109.11
(Note) 1. The Group finalized the provisional accounting treatment for the business combination at the end of December 31, 2024, and each figure for the nine months ended September 30, 2024 reflects the details of the finalization of the provisional accounting treatment.
- Consolidated financial results (% of change from corresponding period of the previous year)
Diluted earnings per share is the same as basic earnings per share as there were no dilutive potential common shares outstanding for the nine months ended September 30, 2025.
Total assets | Total equity | Equity attributable to owners | Ratio of equity attributable to owners | |
Million yen | Million yen | Million yen | % | |
September 30, 2025 | 4,012,675 | 2,242,306 | 2,237,322 | 55.8 |
December 31, 2024 | 4,490,436 | 2,542,298 | 2,537,382 | 56.5 |
- Cash dividends
Cash dividends per share
At the end of first quarter
At the end of second quarter
At the end of third quarter
At the end of year
Total
Year ended December 31, 2024 Year ending
December 31, 2025
Yen 0.00
0.00
Yen 0.00
0.00
Yen 0.00
0.00
Yen 28.00
Yen 28.00
Year ending
December 31, 2025 (forecast)
---
---
(Note) Change in forecast of cash dividends since the most recently announced forecast: No
- Forecast of consolidated results for the full year ending December 31, 2025
(% of change from the previous year)
Non-GAAP
Revenue
Non-GAAP
Gross Margin
Non-GAAP
Operating Margin
Full year
Million yen
%
%
%pts
%
%pts
Ending
December 31, 2025
1,300,115
to 1,315,115
(3.6)
to (2.5)
57.0
1.0
28.5
(1.0)
(Note) 1. The Group reports its consolidated forecast on a quarterly basis (cumulative quarters) as a substitute for a yearly forecast in a range format. The non-GAAP gross margin and the non-GAAP operating margin forecasts are provided assuming the midpoint in the non-GAAP revenue forecast.
2. Non-GAAP figures are calculated by removing or adjusting non-recurring items and other adjustments from GAAP (IFRS) figures following a certain set of rules. The Group believes non-GAAP measures provide useful information in understanding and evaluating the Group’s constant business results, and therefore forecasts are provided on a non-GAAP basis.
- Others
Changes in significant subsidiaries for the nine months ended September 30, 2025: No
Changes in Accounting Policies, Changes in Accounting Estimates and Corrections of Prior Period Errors
Changes in accounting policies with revision of accounting standard: No
Changes in accounting policies except for 4.2.1: No
Changes in accounting estimates: Yes
(Note) For details, please refer to P.16 “(Changes in Accounting Estimates)” in the “2. Condensed Consolidated Financial Statements, 2.5 Notes to Condensed Consolidated Financial Statements.”
Number of shares issued and outstanding (common stock)
Number of shares issued and outstanding (including treasury stock) As of September 30, 2025: 1,870,614,885 shares
As of December 31, 2024: 1,870,614,885 shares
Number of treasury stock
As of September 30, 2025: 58,358,033 shares
As of December 31, 2024: 75,848,895 shares
Average number of shares issued and outstanding
Nine months ended September 30, 2025: 1,804,665,079 shares
Nine months ended September 30, 2024: 1,786,450,388 shares
(Note) Information regarding the implementation of audit procedures: These financial results are not subject to quarterly review procedures by the independent auditor.
Cautionary Statement
The Group will hold an earnings conference for institutional investors and analysts on October 30, 2025. The Group plans to post the materials which are provided at the meeting, on the Group’s website on that day.
The statements with respect to the financial outlook of Renesas Electronics Corporation (hereinafter “the Company”) and its consolidated subsidiaries (hereinafter “the Group”) are forward-looking statements involving risks and uncertainties. We caution you in advance that actual results may differ materially from such forward-looking statements due to changes in several important factors.
- Business Results2
Analysis of Business Results 2
Consolidated Financial Condition 5
- Condensed Consolidated Financial Statements6
Condensed Consolidated Statement of Financial Position 6
Condensed Consolidated Statement of Profit or Loss and 8
Condensed Consolidated Statement of Comprehensive Income
Condensed Consolidated Statement of Changes in Equity 12
Condensed Consolidated Statement of Cash Flows 14
Notes to Condensed Consolidated Financial Statements 16
(Notes about Going Concern Assumption) 16
(Basis for Preparation) 16
(Changes in Accounting Estimates) 16
(Basis of Condensed Consolidated Financial Statements) 16
(Material Accounting Policies) 16
(Business Segments) 17
(Business Combinations) 20
(Trade and Other Receivables) 28
(Trade and Other Payables) 28
(Bonds and Borrowings) 29
(Share Capital and Other Equity Items) 30
(Dividends) 30
(Revenue) 30
(Selling, General and Administrative Expenses) 31
(Other Income) 32
(Other Expenses) 33
(Additional Information) 33
(Subsequent Events) 33
- Business Results
- Analysis of Business Results
The Group discloses consolidated business results in terms of both its internal measures which management relies upon in making decisions (hereinafter “Non-GAAP”) and those under IFRS.
Non-GAAP revenue, Non-GAAP gross profit and Non-GAAP operating profit are revenue, gross profit and operating profit under IFRS (hereinafter “IFRS revenue,” “IFRS gross profit” and “IFRS operating profit”) after excluding or adjusting non-recurring items and other adjustments following a certain set of rules. The Group believes Non-GAAP measures provide useful information in understanding and evaluating the Group’s constant business results. Non-recurring items include depreciation of intangible assets recognized from acquisitions, other purchase price allocation (hereinafter “PPA”) adjustments and stock-based compensation as well as other non-recurring expenses and income the Group believes to be applicable.
The Group consists of “Automotive Business” and “Industrial/Infrastructure/IoT Business” and those are the Group’s reportable segments. For details, please refer to “(Business Segments)” in the “2. Condensed Consolidated Financial Statements, 2.5 Notes to Condensed Consolidated Financial Statements.”
Note : For Non-GAAP disclosure, the Group refers to the rules specified by the U.S. Securities and Exchange Commission but does not fully comply with such rules.
Summary of Consolidated Financial Results for the Nine Months ended September 30, 2025 (Non-GAAP basis)
Nine months ended September 30, 2024
(January 1 – September 30,
2024)
Nine months ended September 30, 2025
(January 1 – September 30,
2025)
Increase (Decrease)
Non-GAAP revenue
Billion yen
1,055.9
Billion yen
967.6
Billion yen
(88.3)
%
Change
(8.4%)
Automotive
554.0
476.4
(77.6)
(14.0%)
Industrial/Infrastructure/IoT
496.0
485.8
(10.2)
(2.1%)
Non-GAAP gross profit Non-GAAP gross margin
595.7
56.4%
552.0
57.1%
(43.7)
0.6pt
(7.3%)
—
Automotive
292.4
52.8%
254.0
53.3%
(38.4)
0.5pt
(13.1%)
—
Industrial/Infrastructure/IoT
301.6
60.8%
295.9
60.9%
(5.7)
0.1pt
(1.9%)
—
Non-GAAP operating profit
Non-GAAP operating margin
322.5
30.5%
278.9
28.8%
(43.6)
(1.7pts)
(13.5%)
—
Automotive
176.7
31.9%
140.3
29.5%
(36.4)
(2.4pts)
(20.6%)
—
Industrial/Infrastructure/IoT
144.8
29.2%
123.2
25.4%
(21.6)
(3.8pts)
(14.9%)
—
Note : For details on the above, please refer to “(Business Segments)” in the “2. Condensed Consolidated Financial Statements, 2.5 Notes to Condensed Consolidated Financial Statements”.
The financial results for the nine months ended September 30, 2025 are as follows:
Consolidated Non-GAAP revenue for the nine months ended September 30, 2025 was 967.6 billion yen, an 88.3 billion yen (8.4%) decrease year on year. This was mainly due to a decrease in revenue from the Automotive Business, reflecting softened market conditions and inventory adjustments in the distribution channel.
Non-GAAP gross profit for the nine months ended September 30, 2025 was 552.0 billion yen, a 43.7 billion yen (7.3%) decrease year on year. This was due to the above-mentioned decrease in revenue in the Automotive Business and the resulting decrease in utilization rate. Non-GAAP gross margin for the nine months ended September 30, 2025 was 57.1%, an increase by 0.6 point year on year due to an improvement in product mix.
Non-GAAP operating profit for the nine months ended September 30, 2025 was 278.9 billion yen, a 43.6 billion yen (13.5%) decrease year on year. This was mainly due to the above-mentioned decrease in gross profit. As a result, Non-GAAP operating margin for the nine months ended September 30, 2025 was 28.8%, a decrease by 1.7 points year on year.
The revenue breakdown of the business segments for the nine months ended September 30, 2025 is as follows:
Automotive Business
The Automotive Business includes the product categories “Automotive Control,” comprising semiconductor devices for controlling automobile engines and bodies, and “Automotive Information,” comprising semiconductor devices used in sensing systems for detecting environments inside and outside the vehicle as well as Automotive Information devices such as in-vehicle infotainment (IVI) and instrument panels used to give various information to the driver of the vehicle. The Group mainly supplies microcontrollers (MCUs), system-on-chips (SoCs), analog semiconductor devices and power semiconductor devices in each of these categories.
Non-GAAP revenue of the Automotive Business for the nine months ended September 30, 2025 was 476.4 billion yen, a 77.6 billion yen (14.0%) decrease year on year. As mentioned above, this was due to softened market conditions and inventory adjustments in the distribution channel.
Non-GAAP gross profit of the Automotive Business for the nine months ended September 30, 2025 was 254.0 billion yen, a 38.4 billion yen (13.1%) decrease year on year. This was mainly due to a decrease in revenue and the resulting decrease in utilization rate.
Non-GAAP operating profit of the Automotive Business for the nine months ended September 30, 2025 was 140.3 billion yen, a 36.4 billion yen (20.6%) decrease year on year, mainly due to a decrease in gross profit as mentioned above.
Industrial/Infrastructure/IoT Business
The Industrial/Infrastructure/IoT Business includes the categories “Industrial,” “Infrastructure” and “IoT” which support a smart society. The Group mainly supplies MCUs, SoCs, analog semiconductor devices and power semiconductor devices in each of these categories.
Non-GAAP revenue of the Industrial/Infrastructure/IoT Business for the nine months ended September 30, 2025 was 485.8 billion yen, a 10.2 billion yen (2.1%) decrease year on year. This was due to a decrease in the Industrial and IoT Business, caused by softened market conditions and inventory adjustments in the distribution channel, despite an increase in the Infrastructure Business.
Non-GAAP gross profit of the Industrial/Infrastructure/IoT Business for the nine months ended September 30, 2025 was 295.9 billion yen, a 5.7 billion yen (1.9%) decrease year on year. This was mainly due to a decrease in revenue.
Non-GAAP operating profit of the Industrial/Infrastructure/IoT Business for the nine months ended September 30, 2025 was 123.2 billion yen, a 21.6 billion yen (14.9%) decrease year on year, mainly due to a decrease in gross profit and increase in operating expenses.
- Reconciliation of Non-GAAP gross profit to IFRS gross profit and Non-GAAP operating profit to IFRS operating profit
(Billion yen)
Nine months ended September 30, 2024
(January 1 – September 30, 2024)
Nine months ended September 30, 2025
(January 1 – September 30, 2025)
Non-GAAP gross profit Non-GAAP gross margin
595.7
56.4%
552.0
57.1%
Reconciliation items in non-recurring revenue
(Note 1)
—
2.1
Amortization of purchased intangible assets
and depreciation of property, plant and equipment
(0.8)
(0.7)
Stock-based compensation
(2.1)
(2.1)
Other reconciliation items in non-recurring
expenses and adjustments (Note 2)
(2.4)
(4.9)
IFRS gross profit
IFRS gross margin
590.6
55.9%
546.5
56.4%
Non-GAAP operating profit Non-GAAP operating margin
322.5
30.5%
278.9
28.8%
Reconciliation items in non-recurring revenue (Note 1)
—
2.1
Amortization of purchased intangible assets
and depreciation of property, plant and equipment
(88.9)
(85.4)
Stock-based compensation
(24.9)
(29.1)
Other reconciliation items in non-recurring
expenses and adjustments (Note 2)
(7.8)
(32.5)
IFRS operating profit
IFRS operating margin
200.9
19.0%
133.9
13.8%
(Note) 1. Non-recurring revenue that the Group has determined should be excluded.
- Analysis of Business Results
“Other reconciliation items in non-recurring expenses and adjustments” includes the non-recurring items related to acquisitions and other adjustments as well as non-recurring profits or losses the Group believes to be applicable.
- Summary of Consolidated Financial Results for the Nine months ended September 30, 2025 (IFRS basis)
Nine months ended September 30, 2024 (January 1 – September 30, 2024) | Nine months ended September 30, 2025 (January 1 – September 30, 2025) | Increase (Decrease) | ||
Revenue | Billion yen 1,055.9 | Billion yen 969.7 | Billion yen (86.2) | % Change (8.2%) |
Gross profit Gross margin | 590.6 55.9% | 546.5 56.4% | (44.1) 0.4 pt | (7.5%) — |
Operating profit Operating margin | 200.9 19.0% | 133.9 13.8% | (67.0) (5.2 pts) | (33.3%) — |
（Billion yen）
As of December 31, 2024 | As of September 30, 2025 | Increase (Decrease) | |
Total assets | 4,490.4 | 4,012.7 | (477.7) |
Total equity | 2,542.3 | 2,242.3 | (300.0) |
Equity attributable to owners of parent | 2,537.4 | 2,237.3 | (300.1) |
Equity ratio attributable to owners of parent (%) | 56.5 | 55.8 | (0.7) |
Interest-bearing liabilities | 1,422.8 | 1,304.3 | (118.5) |
Debt to equity ratio | 0.56 | 0.58 | 0.02 |
Total assets as of September 30, 2025 amounted to 4,012.7 billion yen, a 477.7 billion yen decrease from December 31, 2024. This was mainly due to a decrease in goodwill and intangible assets due to fluctuations in foreign exchange rates, as well as a decrease resulting from the recognition of valuation losses on other financial assets related to Wolfspeed, Inc.(hereinafter “Wolfspeed”), following its filing for protection under the U. S. Bankruptcy Code and its restructuring plan.
Total equity as of September 30, 2025 amounted to 2,242.3 billion yen, a 300.0 billion yen decrease from December 31, 2024. This was mainly due to a decrease in components of other equity, such as exchange differences on translation of foreign operations due to fluctuations in foreign exchange rates, as well as a reduction in retained earnings resulting from the recognition of valuation losses on other financial assets related to Wolfspeed.
Equity attributable to owners of the parent as of September 30, 2025 amounted to 2,237.3 billion yen, a 300.1 billion yen decrease from December 31, 2024, and the equity ratio attributable to owners of the parent was 55.8% as of September 30, 2025. In addition, interest-bearing liabilities as of September 30, 2025 amounted to 1,304.3 billion yen, a 118.5 billion yen decrease from December 31, 2024, mainly due to a decrease in borrowings. Consequently, the Debt to equity ratio was 0.58 as of September 30, 2025.
Cash FlowsNine months ended September 30, 2024 (Jan 1 – Sep 30, 2024) | Nine months ended September 30, 2025 (Jan 1 – Sep 30, 2025) | |
Net cash provided by (used in) operating activities | 237.3 | 296.7 |
Net cash provided by (used in) investing activities | (1,243.5) | (94.5) |
Free cash flows (Note) | (1,006.1) | 202.2 |
Net cash provided by (used in) financing activities | 780.6 | (176.7) |
Cash and cash equivalents at the beginning of period | 434.7 | 229.2 |
Cash and cash equivalents at the end of period | 239.1 | 238.4 |
（Billion yen）
(Note) As defined as a total of net cash flows provided by (used in) operating and investing activities. (Net cash provided by (used in) operating activities)
Net cash provided by operating activities for the nine months ended September 30, 2025 was 296.7 billion yen. This was mainly due to adjustments for non-cash items such as depreciation and the valuation loss on other financial assets related to Wolfspeed, though a recording of 49.2 billion yen in loss before tax.
(Net cash provided by (used in) investing activities)
Net cash used in investing activities for the nine months ended September 30, 2025 was 94.5 billion yen. This was mainly due to the purchase of property, plant, and equipment as well as intangible assets.
The foregoing resulted in positive free cash flows of 202.2 billion yen for the nine months ended September 30, 2025. (Net cash provided by (used in) financing activities)
Net cash used in financing activities for the nine months ended September 30, 2025 was 176.7 billion yen. This was
mainly due to the repayment of borrowings to major financial institutions and the payment of dividends.
- Condensed Consolidated Financial Statements
- Condensed Consolidated Statement of Financial Position
(In millions of yen)
As of December 31, 2024 As of September 30, 2025
Assets
Current assets
Cash and cash equivalents
229,249
238,436
Trade and other receivables
167,113
168,440
Inventories
176,544
174,468
Other current financial assets
9,236
2,713
Income taxes receivable
12,454
15,356
Other current assets
22,730
25,048
Total current assets
617,326
624,461
Non-current assets
Property, plant and equipment
341,447
339,656
Goodwill
2,256,169
2,125,569
Intangible assets
724,768
597,856
Investments accounted for using the equity method
328
633
Other non-current financial assets
450,702
235,251
Deferred tax assets
47,107
46,415
Other non-current assets
52,589
42,834
Total non-current assets
3,873,110
3,388,214
Total assets
4,490,436
4,012,675
Liabilities and equity Liabilities
Current liabilities
(In millions of yen) As of December 31, 2024 As of September 30, 2025
Trade and other payables
231,029
197,738
Bonds and borrowings
144,137
143,564
Other current financial liabilities
8,071
8,924
Income taxes payable
5,930
14,108
Provisions
11,273
2,648
Other current liabilities
90,998
102,022
Total current liabilities
491,438
469,004
Non-current liabilities
Trade and other payables
22,938
9,774
Bonds and borrowings
1,256,535
1,141,267
Other non-current financial liabilities
15,616
13,793
Income taxes payable
6,537
5,104
Retirement benefit liability
23,564
22,976
Provisions
3,066
3,250
Deferred tax liabilities
117,151
93,012
Other non-current liabilities
11,293
12,189
Total non-current liabilities
1,456,700
1,301,365
Total liabilities
1,948,138
1,770,369
Equity
Share capital
153,209
153,209
Capital surplus
289,377
292,772
Retained earnings
1,308,948
1,195,443
Treasury shares
(92,120)
(71,306)
Other components of equity
877,968
667,204
Total equity attributable to owners of parent
2,537,382
2,237,322
Non-controlling interests
4,916
4,984
Total equity
2,542,298
2,242,306
Total liabilities and equity
4,490,436
4,012,675
- Condensed Consolidated Statement of Profit or Loss and Condensed Consolidated Statement of Comprehensive Income
Condensed Consolidated Statement of Profit or Loss
(Nine months ended September 30, 2024 and September 30, 2025)
(In millions of yen)
Nine months ended
Nine months ended
September 30, 2024
September 30, 2025
Revenue
1,055,879
969,675
Cost of sales
(465,323)
(423,206)
Gross profit
590,556
546,469
Selling, general and administrative expenses
(388,425)
(387,090)
Other income
9,523
5,967
Other expenses
(10,763)
(31,425)
Operating profit
200,891
133,921
Finance income
40,426
11,161
Finance costs
(6,510)
(193,955)
Share of loss of investments accounted for using equity method
(113)
(370)
Profit (loss) before tax
234,694
(49,243)
Income tax expense
(37,403)
(19,751)
Profit (loss)
197,291
(68,994)
Profit (loss) attributable to
Owners of parent
197,296
(69,086)
Non-controlling interests
(5)
92
Profit (loss)
197,291
(68,994)
Earnings (losses) per share
Basic earnings (losses) per share (yen)
110.44
(38.28)
Diluted earnings (losses) per share (yen)
109.11
(38.28)
Condensed Consolidated Statement of Comprehensive Income (Nine months ended September 30, 2024 and September 30, 2025)
Nine months ended September 30, 2024
(In millions of yen)
Nine months ended September 30, 2025
197,291
(68,994)
(253)
(20)
(2,563)
271
(2,816)
251
Profit (loss)
Other comprehensive income
Items that will not be reclassified to profit or loss Remeasurements of defined benefit plans
Equity instruments measured at fair value through other comprehensive income
Total of items that will not be reclassified to profit or loss
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
(40,839)
(212,059)
Cash flow hedges
(7,922)
2,459
Cost of hedges
Total of items that may be reclassified subsequently to profit or loss
(3,205)
(51,966)
(400)
(210,000)
Total other comprehensive income
(54,782)
(209,749)
Total comprehensive income
142,509
(278,743)
Comprehensive income attributable to
Owners of parent
142,075
(278,820)
Non-controlling interests
434
77
Total comprehensive income
142,509
(278,743)
Condensed Consolidated Statement of Profit or Loss
(Three months ended September 30, 2024 and September 30, 2025)
Three months ended
(In millions of yen) Three months ended
September 30, 2024
September 30, 2025
Revenue
345,282
335,364
Cost of sales
(153,120)
(143,099)
Gross profit
192,162
192,265
Selling, general and administrative expenses
(137,385)
(123,403)
Other income
1,248
3,684
Other expenses
(2,642)
74
Operating profit
53,383
72,620
Finance income
22,039
52,323
Finance costs
(6,600)
(4,766)
Share of loss of investments accounted for using equity method
(113)
(132)
Profit before tax
68,709
120,045
Income tax expense
(11,161)
(13,718)
Profit
57,548
106,327
Profit attributable to
Owners of parent
57,709
106,256
Non-controlling interests
(161)
71
Profit
57,548
106,327
Earnings per share
Basic earnings per share (yen)
32.21
58.66
Diluted earnings per share (yen)
31.93
58.04
Condensed Consolidated Statement of Comprehensive Income (Three months ended September 30, 2024 and September 30, 2025)
Three months ended September 30, 2024
(In millions of yen)
Three months ended September 30, 2025
Profit 57,548 106,327
Other comprehensive income
Items that will not be reclassified to profit or loss
Remeasurements of defined benefit plans (30) 22
Equity instruments measured at fair value through other comprehensive income
Total of items that will not be reclassified to profit or loss
652 (143)
622 (121)
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
(391,645)
90,191
Cash flow hedges
(23,028)
889
Cost of hedges
Total of items that may be reclassified subsequently to profit or loss
2,296
(412,377)
(352)
90,728
Total other comprehensive income
(411,755)
90,607
Total comprehensive income
(354,207)
196,934
Comprehensive income attributable to
Owners of parent
(354,090)
196,727
Non-controlling interests
(117)
207
Total comprehensive income
(354,207)
196,934
- Condensed Consolidated Statement of Changes in Equity
(Nine months ended September 30, 2024)
(In millions of yen)
Equity attributable to owners of parent
Share capital
Capital surplus
Retained earnings
Treasury shares
Other components of equity
Share acquisition rights
Remeasurements of defined benefit plans
Equity instruments measured at fair value through other comprehensive income
Balance as of January 1, 2024
153,209
359,398
1,157,236
(217,691)
3,106
—
(2,311)
Profit
—
—
197,296
—
—
—
—
Other comprehensive income
—
—
—
—
—
(253)
(2,563)
Total comprehensive income
—
—
197,296
—
—
(253)
(2,563)
Purchase and
—
—
—
—
—
—
16,394
(104,529)
— (6,012)
14,576
—
—
— (49,758)
— (16,487)
—
17,701
104,529
—
—
—
—
—
—
— (1,727)
(106)
—
—
—
—
— 253
—
—
—
—
— 1,764
—
disposal of treasury
shares
Cancelation of
treasury shares
Dividends of
surplus
Share-based
payment transactions
Transfer to retained
earnings
Transfer to
non-financial assets
Total transactions with owners
—
(79,571)
(66,245)
122,230
(1,833)
253
1,764
Balance as of September 30, 2024
153,209
279,827
1,288,287
(95,461)
1,273
—
(3,110)
Equity attributable to owners of parent
Non-controlling interests
Total equity
Other components of equity
Total equity attributable to owners of parent
Exchange differences on translation of foreign operations
Cash flow hedges
Cost of hedges
Total
Balance as of January 1, 2024
564,215
(19,379)
3,770
549,401
2,001,553
4,035
2,005,588
Profit
—
—
—
—
197,296
(5)
197,291
Other comprehensive income
(41,278)
(7,922)
(3,205)
(55,221)
(55,221)
439
(54,782)
Total comprehensive income
(41,278)
(7,922)
(3,205)
(55,221)
142,075
434
142,509
Purchase and
—
—
—
—
—
—
—
—
—
—
— 19,475
—
—
—
—
—
—
—
—
— (1,727)
1,911
19,475
34,095
— (49,758)
(7,739)
— 19,475
—
— (8)
—
—
—
34,095
— (49,766)
(7,739)
— 19,475
disposal of treasury
shares
Cancelation of
treasury shares
Dividends of
surplus
Share-based
payment transactions
Transfer to retained
earnings
Transfer to
non-financial assets
Total transactions with owners
—
19,475
—
19,659
(3,927)
(8)
(3,935)
Balance as of September 30, 2024
522,937
(7,826)
565
513,839
2,139,701
4,461
2,144,162
(Nine months ended September 30, 2025)
(In millions of yen)
Equity attributable to owners of parent
Share capital
Capital surplus
Retained earnings
Treasury shares
Other components of equity
Share acquisition rights
Remeasurements of defined benefit plans
Equity instruments measured at fair
value through other comprehensive income
Balance as of January 1, 2025
153,209
289,377
1,308,948
(92,120)
1,087
—
(3,489)
Profit (loss)
—
—
(69,086)
—
—
—
—
Other comprehensive income
—
—
—
—
—
(20)
271
Total comprehensive income
—
—
(69,086)
—
—
(20)
271
Purchase and disposal of treasury shares
—
7,887
—
20,814
—
—
—
Dividends of surplus
—
—
(50,320)
—
—
—
—
Share-based payment transactions
—
1,345
—
—
(966)
—
—
Transfer to retained earnings
—
(5,837)
5,901
—
(84)
20
—
Total transactions with owners
—
3,395
(44,419)
20,814
(1,050)
20
—
Balance as of September 30, 2025
153,209
292,772
1,195,443
(71,306)
37
—
(3,218)
Equity attributable to owners of parent
Non-controlling interests
Total equity
Other components of equity
Total equity attributable to owners of parent
Exchange differences on translation of foreign operations
Cash flow hedges
Cost of hedges
Total
Balance as of January 1, 2025
884,005
(3,652)
17
877,968
2,537,382
4,916
2,542,298
Profit (loss)
—
—
—
—
(69,086)
92
(68,994)
Other comprehensive income
(212,044)
2,459
(400)
(209,734)
(209,734)
(15)
(209,749)
Total comprehensive income
(212,044)
2,459
(400)
(209,734)
(278,820)
77
(278,743)
Purchase and disposal of treasury shares
—
—
—
—
28,701
—
28,701
Dividends of surplus
—
—
—
—
(50,320)
(9)
(50,329)
Share-based payment transactions
—
—
—
(966)
379
—
379
Transfer to retained earnings
—
—
—
(64)
—
—
—
Total transactions with owners
—
—
—
(1,030)
(21,240)
(9)
(21,249)
Balance as of September 30, 2025
671,961
(1,193)
(383)
667,204
2,237,322
4,984
2,242,306
- Condensed Consolidated Statement of Cash Flows
Cash flows from operating activities
Nine months ended September 30, 2024
(In millions of yen)
Nine months ended September 30, 2025
Profit (loss) before tax
234,694
(49,243)
Depreciation and amortization
154,445
142,810
Impairment losses
1,290
14,278
Finance income and finance costs
(26,952)
181,747
Share-based payment expenses
24,863
29,083
Insurance income
(503)
(152)
Foreign exchange loss (gain)
(4,736)
(3,953)
Loss (gain) on sales of property, plant and equipment,
(187)
(1,636)
and intangible assets
Loss on disposal of fixed assets
717
3,549
Decrease (increase) in inventories
(7,739)
(1,315)
Decrease (increase) in trade and other receivables
(3,886)
(4,327)
Decrease (increase) in other financial assets
2,534
20,529
Decrease (increase) in long term prepaid expenses
(28,154)
—
Increase (decrease) in trade and other payables
(20,443)
(12,952)
Increase (decrease) in retirement benefit liability
(1,218)
(986)
Increase (decrease) in provisions
(4,777)
(7,936)
Increase (decrease) in other current liabilities
(21,405)
10,662
Increase (decrease) in other financial liabilities
1,650
397
Other
(4,319)
(32)
Subtotal
295,874
320,523
Interest received
23,517
7,780
Dividends received
327
63
Proceeds from insurance income
503
152
Income taxes paid
(89,144)
(31,805)
Income taxes refund
6,260
—
Net cash flows from operating activities
237,337
296,713
Cash flows from investing activities
Purchase of property, plant and equipment
(105,714)
(70,651)
Proceeds from sales of property, plant and equipment
784
5,113
Purchase of intangible assets
(24,598)
(35,133)
Purchase of other financial assets
(3,290)
(4,007)
Proceeds from sales of other financial assets
2,008
2,410
Payments for acquisitions of subsidiaries
(962,825)
(2,823)
Purchase of shares of subsidiaries and associates
(338)
(698)
Subsidies received
9,743
4,143
Payments for long-term loans receivable
(155,220)
—
Proceeds from sale of businesses
—
4,728
Other
(4,007)
2,404
Net cash flows from investing activities
(1,243,457)
(94,514)
(In millions of yen)
Nine months ended
Nine months ended
September 30, 2024
September 30, 2025
Cash flows from financing activities
Proceeds from short-term borrowings
180,000
38,000
Repayments of short-term borrowings
(180,000)
(38,000)
Proceeds from long-term borrowings
1,187,000
—
Repayments of long-term borrowings
(341,844)
(107,054)
Dividends paid
(49,702)
(50,307)
Repayments of lease liabilities
(3,952)
(7,448)
Interest paid
(10,883)
(11,859)
Other
(4)
(4)
Net cash flows from financing activities
780,615
(176,672)
Effect of exchange rate changes on cash and cash equivalents
29,954
(16,340)
Net increase (decrease) in cash and cash equivalents
(195,551)
9,187
Cash and cash equivalents at beginning of the period
434,681
229,249
Cash and cash equivalents at end of the period
239,130
238,436
- Notes to Condensed Consolidated Financial Statements
(Notes about Going Concern Assumption)
Not applicable
(Basis for Preparation)
Statement of the quarterly condensed consolidated financial statements’ compliance with IFRS
The Group prepares its quarterly condensed consolidated financial statements in compliance with Article 5, Paragraph 2 of the Standards for the Preparation of Quarterly Financial Statements, etc. (applying the omission of the description specified in Article 5, Paragraph 5 of the same standard) issued by Tokyo Stock Exchange, Inc. and omits some disclosure items required by International Accounting Standards 34 “Interim Financial Reporting.”
Basis of measurement
In the condensed consolidated financial statements of the Group, assets and liabilities are measured at a historical cost basis except for items such as financial instruments measured at fair value.
Functional currency and presentation currency
- Condensed Consolidated Statement of Financial Position
The condensed consolidated financial statements are presented in Japanese yen (rounded to the nearest million yen), which is the functional currency of the Company.
(Changes in Accounting Estimates)
(Change in the useful life of property, plant and equipment)
During the three months ended March 31, 2025, the Group revised the useful lives of certain machinery and equipment to better reflect actual usage conditions, taking into account changes in the product lifecycle and other factors. This change is applied prospectively.
As a result, compared to the previous method, operating profit increased by 11,059 million yen and loss before tax decreased by 11,059 million yen for the nine months ended September 30, 2025.
(Basis of Condensed Consolidated Financial Statements)
Scope of consolidation
For the three months ended March 31, 2025, one company was newly included in the scope of consolidation due to an acquisition. Additionally, three companies were excluded from the scope of consolidation due to merger.
For the three months ended June 30, 2025, one company was excluded from the scope of consolidation due to liquidation.
For the three months ended September 30, 2025, three companies were excluded from the scope of consolidation due to mergers, and five companies were excluded due to liquidation.
Scope of Application of equity method
No change in the scope of application of equity method for the nine months ended September 30, 2025.
(Material Accounting Policies)
The material accounting policies for the condensed consolidated financial statements of the Group are the same as the accounting policies applied in preparing the Group's consolidated financial statements for the year ended December 31, 2024.
In addition, income taxes for the nine months ended September 30, 2025 are calculated using the estimated annual effective tax rate.
(Business Segments)
Overview of reportable segments
The Group’s reportable segments are components of the Group for which separate financial information is available that is evaluated regularly by the Board of Directors to determine the allocation of management resources and assess performance.
The Group mainly consists of “Automotive Business” and “Industrial/Infrastructure/IoT Business” and those are the Group’s reportable segments. The Automotive Business includes the product categories “Automotive control,” comprising semiconductor devices for controlling automobile engines and bodies, and “Automotive information,” comprising semiconductor devices used in sensing systems for detecting environments inside and outside the vehicle as well as automotive information devices such as IVI (In-Vehicle Infotainment) and instrument panels used to give various information to the driver of the vehicle. The Group mainly supplies MCUs (microcontrollers), SOC (System-On-Chips), analog semiconductor devices and power semiconductor devices in each of these categories. The Industrial/Infrastructure/IoT Business includes the product categories “Industrial,” “Infrastructure” and “IoT” which support the smart society. The Group mainly supplies MCUs, SoC, analog semiconductor devices and power semiconductor devices in each of these categories. Additionally, commissioned development and manufacturing from the Group’s design and manufacturing subsidiaries are categorized as “Other.”
Information on reportable segments
The accounting treatment for the reportable segments is the same as described in “Material Accounting Policies.” As for information on the reportable segments, the Group discloses revenue from external customers, segment gross profit, and operating profit.
Segment gross profit and segment operating profit are internal key performance indicators which are used by management when making decisions and are calculated by excluding the following items from IFRS revenue, gross profit and operating profit (Adjustments 2): amortization of certain tangible and intangible assets related to business combinations; certain share-based payment expenses; and other non-recurring items. Other non-recurring items include costs related to acquisitions and gains and losses the Group believes to be appropriate for deduction. However, certain other non-recurring items the Group believes to be covered by each reportable segment are included in segment gross profit and segment operating profit of each reportable segment (Adjustments 1). The Group’s Executive Officers assess the performance after eliminating intragroup transactions, and therefore, there are no transfers between the reportable segments included within the segment results.
Information on reportable segments is as follows.
(Nine months ended September 30, 2024) (In millions of yen)
Reportable Segments
Other
Adjustments 1
Total
Adjustments 2
Consolidation basis
Automotive
Industrial/ Infrastructure/ IoT
Revenue from external customers
554,022
495,966
5,891
—
1,055,879
—
1,055,879
Segment gross profit
292,420
301,636
1,688
—
595,744
(5,188)
590,556
Segment operating profit
176,740
144,803
1,690
(770)
322,463
(121,572)
200,891
Finance income
40,426
Finance costs
(6,510)
Share of loss of
investments
accounted for using
(113)
equity method
Profit before tax
234,694
(Other items)
Depreciation and amortization
37,576
27,945
—
—
65,521
88,924
154,445
(Nine months ended September 30, 2025) (In millions of yen)
Reportable Segments
Other
Adjustments 1
Total
Adjustments 2
Consolidation basis
Automotive
Industrial/ Infrastructure/ IoT
Revenue from
external customers
476,378
485,750
5,487
—
967,615
2,060
969,675
Segment gross profit
253,996
295,916
1,385
752
552,049
(5,580)
546,469
Segment operating profit
140,307
123,170
93
15,307
278,877
(144,956)
133,921
Finance income
11,161
Finance costs
(193,955)
Share of loss of
investments
accounted for using
(370)
equity method
Loss before tax
(49,243)
(Other items) Depreciation and amortization
32,670
24,638
89
—
57,397
85,413
142,810
(Three months ended September 30, 2024) (In millions of yen)
Reportable Segments
Other
Adjustments 1
Total
Adjustments 2
Consolidation basis
Automotive
Industrial/ Infrastructure/ IoT
Revenue from external customers
185,464
158,198
1,620
—
345,282
—
345,282
Segment gross profit
96,621
95,826
402
—
192,849
(687)
192,162
Segment operating profit
56,722
42,037
402
(770)
98,391
(45,008)
53,383
Finance income
22,039
Finance costs
(6,600)
Share of loss of
investments
accounted for using
(113)
equity method
Profit before tax
68,709
(Other items)
Depreciation and amortization
13,537
9,505
—
—
23,042
32,573
55,615
(Three months ended September 30, 2025) (In millions of yen)
Reportable Segments
Other
Adjustments 1
Total
Adjustments 2
Consolidation basis
Automotive
Industrial/
Infrastructure/ IoT
Revenue from
external customers
159,242
173,652
1,307
—
334,201
1,163
335,364
Segment gross profit
88,027
104,018
290
134
192,469
(204)
192,265
Segment operating
profit
56,290
49,141
274
(2,517)
103,188
(30,568)
72,620
Finance income
52,323
Finance costs
(4,766)
Share of loss of
investments
accounted for using
(132)
equity method
Profit before tax
120,045
(Other items) Depreciation and amortization
10,721
8,636
—
—
19,357
25,412
44,769
Information on products and services
Information on products and services is the same as information on the reportable segments and therefore, omitted from this section.
Information on regions and countries
The breakdown of revenue from external customers by region is as follows.
(In millions of yen) | |||
Nine months ended September 30, 2024 | Nine months ended September 30, 2025 | ||
China | 286,976 | 300,849 | |
Asia (Excluding Japan and China) | 235,984 | 220,067 | |
Japan | 227,920 | 195,978 | |
Europe | 181,999 | 149,601 | |
North America | 121,126 | 101,559 | |
Others | 1,874 | 1,621 | |
Total | 1,055,879 | 969,675 | |
(In millions of yen) | |||
Three months ended September 30, 2024 | Three months ended September 30, 2025 | ||
China | 102,593 | 103,220 | |
Asia (Excluding Japan and China) | 72,201 | 80,804 | |
Japan | 70,904 | 65,088 | |
Europe | 60,338 | 51,175 | |
North America | 38,590 | 34,413 | |
Others | 656 | 664 | |
Total | 345,282 | 335,364 | |
(Note) Revenues are categorized into the region based on the location of the customers.
(Business Combinations)
Business combinations that occurred during the nine months ended September 30, 2024 and the nine months ended September 30, 2025 are as follows. Immaterial business combinations are not included in this disclosure.
Nine months ended September 30, 2024 (Steradian Semiconductors Private Limited)
Contingent consideration includes at most 11 million USD which will be paid based on the contract when several certain conditions (milestones) are met such as future product development and mass production progress of Steradian Semiconductors Private Limited (hereinafter “Steradian”).
The fair value of the contingent consideration is calculated as the present value of the amount that may be paid to Steradian, with consideration of the probability of occurrence.
The level of the fair value hierarchy for the contingent consideration is Level 3. The reconciliation table of the change for the contingent consideration classified in Level 3 from the beginning balance to the ending balance is as described below.
(In millions of yen) Nine months ended September 30, 2024
Beginning balance | 586 |
Changes in fair value | (606) |
Exchange differences | 20 |
Ending balance | — |
Of the amount of change in fair value related to contingent consideration, the fluctuated amount due to the time value of money is recorded in "Finance costs," and the fluctuated amount due to factors other than the time value of money is recorded in "Other income" or "Other expenses." For the nine months ended September 30, 2024, “Other income” of 606 million yen was recorded for the change of fair value.
Steradian changed its company name from Steradian Semiconductors Private Limited to Renesas Design India Private Limited on March 26, 2024.
(Transphorm, Inc.)
a. Overview of business combination
On June 20, 2024, the Company completed the acquisition of Transphorm,Inc. (hereinafter ”Transphorm”), a semiconductor company headquartered in Goleta, California, USA through the wholly-owned subsidiary of the Company. Following the completion of the acquisition, Transphorm has become a wholly-owned subsidiary of the Company.
Name and overview of the acquiree Name of the acquiree: Transphorm, Inc.
Business overview: Development and sales of gallium nitride (“GaN”) power semiconductors
Date of the acquisition June 20, 2024
Purpose of the acquisition
The Company now aims to further expand its wide bandgap portfolio with Transphorm’s expertise in GaN, an emerging material that enables higher switching frequency, lower power losses, and smaller form factors. These benefits empower customers’ systems with greater efficiency, smaller and lighter composition, and lower overall cost. As such, demand for GaN is predicted to grow by more than 50 percent annually, according to an industry study. The Company will implement Transphorm’s auto-qualified GaN technology to develop new enhanced power solution offerings, such as X-in-1 powertrain solutions for EVs, along with computing, energy, industrial and consumer applications.
Acquisition Method
Acquisition of shares for cash consideration through the wholly-owned subsidiary of the Company.
b. Consideration for the acquisition and its breakdown Consideration | (In millions of yen) Amount | |
Cash | 53,533 | |
Acquisition consideration from Restricted Stock Unit | 386 | |
Total | A | 53,919 |
Expenses related to the acquisition were 890 million yen, which were recorded in “Selling, general and administrative expenses” for the nine months ended September 30, 2024.
Fair value of assets acquired, liabilities assumed and goodwill
Current assets
(In millions of yen)
Date of acquisition (June 20, 2024)
Cash and cash equivalents 836
Trade and other receivables (Note 2) 478
Inventories 1,555
Other 63
Total current assets 2,932
Non-current assets
Property, plant and equipment
1,543
Intangible assets
6,730
Investments accounted for using the equity method
49
Other financial assets
25
Deferred tax assets
6,762
Other
56
Total non-current assets
15,165
Total assets
18,097
Current liabilities
Trade and other payables
1,909
Bonds and borrowings
332
Other financial liabilities
59
Other
1,018
Total current liabilities
3,318
Non-current liabilities
Bonds and borrowings
2,423
Other
288
Total non-current liabilities
2,711
Total liabilities
6,029
Net assets
B
12,068
Goodwill (Note 3)
A-B
41,851
(Note) 1. As of September 30, 2024, the acquisition was accounted for using provisional amounts determined based on reasonable information available at the time of preparing the condensed consolidated financial statements. Since the recognition and fair value measurement of the identifiable assets acquired and liabilities assumed at the acquisition date had not been finalized, the purchase price allocation was provisionally accounted for. For the year ended December 31, 2024, the Group has completed the purchase price allocation and revised the goodwill amount as follows:
Fair value of assets acquired, liabilities assumed on the acquisition date (June 20, 2024)
(In millions of yen)
Adjusted items
Adjustments of goodwill
Goodwill (before adjustment) (Note 3)
55,343
Intangible assets
(6,730)
Deferred tax assets
(6,762)
Deferred tax liabilities
—
Total adjustments
(13,492)
Goodwill (after adjustment) (Note 3)
41,851
There are no significant receivables from acquired debts that are estimated to be uncollectible.
Goodwill reflects expected synergies with existing business and future excess earning power arising from the acquisition of Transphorm. No amount of goodwill is expected to be deductible for tax purposes.
Payments for acquisition of subsidiaries
(In millions of yen)
Item Amount
Consideration for acquisition in cash 53,533
Cash and cash equivalents held by the acquiree at the time of obtaining control (836)
Amount of cash paid for the acquisition of subsidiaries (net amount) 52,697
Impact on revenue and profit as though the date of the acquisition had been as of the beginning of the fiscal year (unaudited information)
Assuming that the date of the acquisition of Transphorm was at the beginning of the fiscal year, the pro forma information is not stated since the impact on the consolidated revenue and profit for the nine months ended September 30, 2024 would not be material.
Revenue and profit / loss of the acquired company
For the nine months ended September 30, 2024, the revenue and profit of Transform from the acquisition date to September 30, 2024 had no significant impact on the consolidated financial statements.
(Altium Limited)
Overview of business combination
On August 1, 2024, the Company completed the acquisition of Altium Limited (hereinafter “Altium”), a global leader in electronics design systems headquartered in San Diego, California, USA, through a wholly-owned subsidiary, thereby making Altium a wholly-owned subsidiary.
Additionally, on December 12, 2024, Altium changed its company name to Altium Pty Ltd.
Name and overview of the acquiree Name of the acquiree: Altium Limited
Business overview: Development and sales of software tools for PCB design, etc.
Date of the acquisition August 1, 2024
Purpose of the acquisition
Under its Purpose, “To Make Our Lives Easier”, the Company has been expanding its product portfolio of embedded processors, analog, power, and connectivity with an aim to becoming a global leader in embedded semiconductor solutions. Furthermore, the Company has been advancing its digitalization strategy that enables enhanced user experience (UX) through cloud-based development.
Altium’s history began in 1985 from Australia as the world’s first printed-circuit board (PCB) design tool provider. The company has grown into a global market leader with the most well-known PCB software tools in use today.
The acquisition enables two industry leaders to join forces and establish an integrated and open “electronics system design and lifecycle management platform” that allows for collaboration across component, subsystem, and system-level design. The transaction strongly aligns with the Company’s digitalization strategy and represents the Company’s first material step in bringing enhanced user experience and innovation at the system level for electronics system designers.
As technology advances, the design and integration of electronic systems become increasingly complex. The current electronics system design flow is a complicated and iterative process that involves multiple stakeholders and design steps, from component selection and evaluation to simulation and PCB physical design. Engineers must be able to design systems that are not only functional but also efficient and cost-effective under shortened development cycles.
Together, the Company and Altium, under a shared vision, aim to build an integrated and open electronics system design and lifecycle management platform that unifies these steps at a system level. The acquisition brings together Altium’s sophisticated cloud platform capabilities with Renesas’ strong portfolio of embedded solutions, combining high-performance processors, analog, power and connectivity. The combination will also enable integration with third-party vendors across the ecosystem to execute all electronic design steps seamlessly on the cloud. The electronics system design and lifecycle management platform will deliver integration and standardization of various electronic design data and functions and enhanced component lifecycle management, while enabling seamless digital iteration of design processes to increase overall productivity. This brings significantly faster innovation and lowers barriers to entry for system designers by reducing development resources and inefficiencies.
Acquisition Method
Acquisition of shares for cash consideration through the wholly-owned subsidiary of the Company.
Consideration for the acquisition and its breakdown
(In millions of yen)
Consideration Amount
Cash 917,399
Acquisition consideration from Restricted Stock Unit and
Performance Share Unit
Other assets recognized prior to the acquisition date
1,110
355
Total
A
918,864
Expenses related to the acquisition were 2,052 million yen, which were recorded in “Selling, general and administrative expenses” for the nine months ended September 30, 2024.
Fair value of assets acquired, liabilities assumed and goodwill
Current assets
(In millions of yen)
Date of acquisition (August 1, 2024)
Cash and cash equivalents 26,746
Trade and other receivables (Note 2) 11,976
Other 1,617
Total current assets 40,339
Non-current assets
Property, plant and equipment | 2,418 | |
Intangible assets (Note 3) | 312,855 | |
Other financial assets | 607 | |
Deferred tax assets | 657 | |
Other | 31 | |
Total non-current assets | 316,568 | |
Total assets | 356,907 | |
Current liabilities Trade and other payables | 654 | |
Other current financial liabilities | 579 | |
Income taxes payable | 7,326 | |
Other | 21,005 | |
Total current liabilities | 29,564 | |
Non-current liabilities | ||
Trade and other payables | 285 | |
Other non-current financial liabilities | 2,190 | |
Income taxes payable | 3,469 | |
Retirement benefit liability | 134 | |
Deferred tax liabilities | 66,041 | |
Other | 8 | |
Total non-current liabilities | 72,127 | |
Total liabilities | 101,691 | |
Net assets | B | 255,216 |
Basis adjustment (Note 4) | C | 19,475 |
Goodwill (Note 5) | A-B+C | 683,123 |
(Note) 1. As of September 30, 2024, the acquisition was accounted for using provisional amounts determined based on reasonable information available at the time of preparing consolidated financial statements. Since the recognition and fair value measurement of the identifiable assets acquired and liabilities assumed at the acquisition date had not been finalized, the purchase price allocation was provisionally accounted for. For the year ended December 31, 2024, the Group has completed the purchase price allocation and revised the goodwill amount as follows:
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Renesas Electronics Corporation published this content on October 30, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on October 30, 2025 at 01:56 UTC.
