FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 REPORT OF FOREIGN ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of December, 2001 COMMISSION FILE NUMBER: 1-7239 KOMATSU LTD. ............................................... Translation of registrant's name into English 3-6 Akasaka 2-chome, Minato-ku, Tokyo, Japan ............................................ Address of principal executive offices - 2 - INFORMATION TO BE INCLUDED IN REPORT ------------------------------------ 1. Information Distributed to Security Holders ------------------------------------------- The registrant, KOMATSU LTD., distributed, or made available from its web-site, to its security holders either or both of the following two documents: (1) Interim Report for 2002 (as of September 30, 2001) relative to the 133rd Fiscal Period; original prepared and distributed in the Japanese language which is not attached hereto as it is covered by the Semi-Annual Report referred to in (2) below; (2) Semi-Annual Report 2002 for the six-month period ended September 30, 2001, prepared in the English language, which is attached hereto and constitutes a part hereof. 2. Information Required to Make Public ----------------------------------- Pursuant to Article 24-5 of the Securities Exchange Law of Japan (Law No. 25 of 1948, as amended hereinafter the "Law"), the registrant filed on December 20, 2001 with the Director of the Kanto Local Finance Bureau of the Ministry of Finance of Japan and eight stock exchanges in Japan a Semi-Annual Report (hanki-hokokusho) for the 133rd Fiscal ----- --------- Period from April 1, 2001 to September 30, 2001 prepared in the Japanese language. Said Semi-Annual Report (hanki-hokokusho) was made ----- --------- public in Japan by the Kanto Local Finance Bureau and by those exchanges. All significant information contained therein and required to be included herein is contained in the document identified in Item 1.(2) above attached hereto and made a part hereof. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. KOMATSU LTD. -------------------------------- (Registrant) Date: December 28, 2001 By: /s/ Kenji Kinoshita -------------------------------- Kenji Kinoshita Executive Officer Semi-Annual Report 2002 Six-month period ended September 30, 2001 [GRAPHIC] A Message to Our Shareholders Financial Highlights Review of Operations News Briefs Consolidated Balance Sheets (Unaudited) Consolidated Statements of Income and Unappropriated Retained Earnings (Unaudited) Consolidated Statements of Cash Flows (Unaudited) Consolidated Business Information (Unaudited) Nonconsolidated Balance Sheets Nonconsolidated Statements of Income and Unappropriated Retained Earnings Directors and Officers Corporate Information Cautionary Statement This semi-annual report contains forward-looking statements that reflect management's views and assumptions in the light of information currently available with respect to certain future events, including expected financial position, operating results and business strategies. These statements can be identified by the use of terms such as "will," "believes," "should," "projects" and similar terms and expressions that identify future events or expectations. Actual results may differ materially from those projected, and the events and results of such forward-looking assumptions cannot be assured. Factors that may cause actual results to differ materially from those predicted by such forward-looking statements include, but are not limited to, unanticipated changes in demand for the Company's principal products owing to changes in the economic conditions in the Company's principal markets; changes in exchange rates; the impact of increased competition; unanticipated costs or delays encountered in achieving the Company's objectives with respect to globalized product sourcing and new Information Technology tools; uncertainties as to the results of the Company's research and development efforts and its ability to obtain and project certain intellectual property rights; and the impact of regulatory changes and revisions to accounting principles and practices. A Message to Our Shareholders [PHOTO] Board of Directors Front row, from left: Tetsuya Katada Satoru Anzaki Masahiro Sakane Toshitaka Hagiwara Back row, from left: Kazuhiro Aoyagi Koji Ogaki Toshio Morikawa Kunio Noji During the fiscal 2002 interim period, ended September 30, 2001, international economies in general slowed down, and their prospects became even more uncertain under the effects of the terrorist attacks in the United States and other adverse developments. In Japan, the recessionary economy has been further deteriorating, with sharp drops in exports and production of the manufacturing industries, as well as reduced corporate earnings and capital outlays. In overseas markets for mining and construction equipment, we saw recovery in demand for mining equipment and continued expansion of the Chinese market. At the same time, however, we also faced sluggish conditions in the North American market and slowing demand in European markets, which had demonstrated steady growth over the past few years. As a result, overall overseas demand remained slack during the period. In Japan, the government has cut back public investments as part of its urgent measures to accelerate structural reforms. This initiative has had considerable impact on the construction equipment market, including psychological factors, resulting in a drastic drop in demand from the corresponding period last year. Our electronics businesses also faced a very tough market environment on the whole. International markets for semiconductors deteriorated rapidly, recording the worst fall of demand in their history in 2001. Demand for silicon wafers was no exception, with a large decline. Demand for thermoelectric modules for use in fiber optic communication networks also fell sharply, in part as a rebound from outstanding growth over last fiscal year. Interim Results Komatsu posted consolidated net sales of (Yen)505.4 billion (US$4,248 million, at US$1=(Yen)119) for the interim period under review, a decline of 8.8% from the corresponding period last year. However, the Company registered a consolidated operating loss of (Yen)5.3 billion (US$45 million), compared to operating income of (Yen)12.8 billion for the fiscal 2001 interim period. A consolidated net loss of (Yen)42.6 billion (US$359 million) was posted for the interim period, compared to net income of (Yen)3.1 billion a year earlier, which largely reflects (Yen)38.3 billion (US$323 million) for the impairment of fixed assets of two subsidiaries engaging in the electronics business. On a nonconsolidated basis, net sales for the interim period amounted to (Yen)183.3 billion (US$1,541 million), down 11.4% from the corresponding period last year. Ordinary profit decreased 39.9%, to (Yen)2.5 billion (US$22 million) for the interim period under review. The Company has to report a net loss of (Yen)21.9 billion (US$184 million) for the six-month period, compared to net income of (Yen)3.7 billion for the previous corresponding period. Concerning interim cash dividends, the Board of Directors meeting, held on November 9 this year, set (Yen)3.0 (2.5 U.S. cents) per share, the same as those for the corresponding period a year ago, despite the interim net loss mentioned above. Reform of Management Structure To overcome such difficult management conditions, we have recently embarked on a groupwide program to reform our management structure in order to improve earnings for the early recovery of our performance. To build and solidly a corporate structure capable of securing stable earnings, we are firmly determined to accomplish a consequential amount of reduction in our fixed and production costs. At the same time, we are prepared to execute a number of decisive measures designed to accelerate the growth of our core business of construction and mining equipment. Under the leadership of the newly established Committee for Structural Reform, we are resolute in our goal of generating positive outcomes. Reduction of Fixed Costs We will, first of all, reduce fixed costs thoroughly. Our fixed costs, higher than those of our competitors in the international marketplace, have resulted in a weighty factor pressing our earnings. We will commit ourselves in this effort and score a reduction of (Yen)30.0 billion by the end of March 2004 from the current level on a consolidated basis. We are going to curtail a substantial amount of manpower costs and SG&A expenses through consolidation of separate businesses, reorganization and operational rationalization on a groupwide basis. In Japan, especially, we are prepared to cut down overhead costs by offering early retirement and transferring employees to affiliated companies in order to reinforce business operations and improve earnings of both Komatsu and affiliated companies. Specifically, we are planning to include approximately (Yen)23.0 billion as a temporary expense for both early retirement and transfers of employees to affiliated companies for the second half of fiscal 2002. Sizable Cutbacks of Production Costs Next, we are working to cut down our production costs worldwide. With full deployment of our technologies and expertise based on the "spirits of manufacturers" gained in Japanese plants over the years, we are set to reduce production costs at our offshore plants. To attain notable results, we will work to lower our costs substantially in the product development phase, in addition to conventional cost reduction programs. Moreover, in addition to our continued alliance with Cummins Inc. in the area of engines, we will also look into global alliances for production as represented by the recent announcement of cooperation with Volvo Construction Equipment for development and production of components for construction equipment. To Renew Growth of Our Construction and Mining Equipment Business To maintain and enhance our profitability in the Japanese market, where demand for construction equipment has remained depressed, we have striven to expand after-sale businesses such as rental and used equipment, parts and services, while continuing to develop creative products as represented by the GALEO series, by committing ourselves to technology innovation. Such initiatives mean a reform of our business structure itself, and these new business models are indispensable for further growth in Japan. By capitalizing on our advantage from Komatsu machines in use, which outnumber other brands in the Japanese market, and utilizing IT, we are ready to aggressively expand our business in downstream markets in line with the lifecycle of equipment. Demand for construction and mining equipment in overseas markets has grown in a long-range time span. Therefore, we consider the current, difficult market conditions as temporary adjustments in the supply and demand cycle. We are focusing our business expansion in the major markets of North America and Europe, as well as the rapidly expanding Chinese market, where we are going to implement proactive measures by region and product line in order to enhance our global market position. Impairment of Fixed Assets of Subsidiaries in the Electronics Business In our electronics business, we recorded impairment losses on fixed assets of two subsidiaries in the United States during the interim period in response to the drastic deterioration of market conditions for silicon wafers. Concerning Komatsu Silicon America, Inc., we had planned to reuse it as a production facility for silicon wafers. However, it is projected that market recovery may be delayed longer than anticipated earlier. In this light, we have changed our policy to consider a wider range of options, including the possibility of disposal. In the meantime, we will continue our silicon wafer business by focusing on Komatsu Electronic Metals Co., Ltd. and Formosa Komatsu Silicon Corporation, as before. Demand for polycrystalline silicon as a material for silicon wafers has also weakened further since the spring of this year. Advanced Silicon Materials LLC.'s plant in Montana is unlikely to maintain a sufficient rate of operation in the foreseeable future. Thus, we recorded an impairment loss of their fixed assets. For Komatsu to overcome the current difficult times and achieve an upturn in its performance, it is imperative that all employees of the Komatsu Group, in addition, of course, to top management, work together with individual talents and actions for their respective businesses. We are firmly determined to improve our earnings and make an early recovery of our business results. To this end, all employees will strive to accomplish the reform of our management structure with the spirit of unity and in superior teamwork, while each and every employee fully demonstrates his or her capabilities. On behalf of members of the Board, we would like to extend our sincere appreciation to our valued shareholders, customers, business partners and employees around the world for their continued support. December 2001 /s/Satoru Anzaki /s/Masahiro Sakane Satoru Anzaki Masahiro Sakane Chairman of the Board President Financial Highlights Komatsu Ltd. and subsidiaries For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001, and fiscal 2001 ended March 31, 2001 Thousands of U.S. dollars Millions of yen (except per share (except per share amounts) amounts) --------------------------------------------- ------------------ Consolidated 2002 2001 2001 2002 ------------------------------------------------------------------- -------------- ------------------ Sales (Yen)505,455 (Yen)554,530 (Yen)1,096,369 $4,247,521 Japan 239,542 288,922 586,865 2,012,958 Overseas 265,913 265,608 509,504 2,234,563 Operating income (loss) (5,320) 12,839 27,815 (44,706) Income (loss) before income taxes, minority interests and equity in earnings (50,857) 11,195 20,064 (427,370) Net income (loss) (42,665) 3,152 6,913 (358,529) Net income (loss) per share -- basic (44.69) 3.29 7.24 (37.6)(cents) Total assets 1,300,430 1,388,875 1,403,195 10,927,983 Total shareholders' equity 424,210 472,002 474,257 3,564,790 Total shareholders' equity per share 444.45 493.46 497.12 3.73 Capital expenditures 28,690 30,076 79,310 241,092 Research and development expenses 21,391 22,682 45,282 179,756 -------------------------------------------------------------------------------------------------------- Notes: 1. The accompanying consolidated financial information is prepared in accordance with generally accepted accounting principles in the United States. 2. The translations of Japanese yen amounts into United States dollar amounts are included solely for convenience and have been made at the rate of (Yen)119 to U.S.$1, the approximate rate of exchange at September 28, 2001. Net Sales Operating Income (Loss) Net Income (Loss) (Billions of Yen) (Billions of Yen) (Billions of Yen) --------------------------- --------------------------- ---------------------------- [PLOT POINTS TO COME] [PLOT POINTS TO COME] [PLOT POINTS TO COME] --------------------------- --------------------------- ---------------------------- 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 Thousands of U.S. dollars Millions of yen (except per share (except per share amounts) amounts) ---------------------------------- ---------------- Nonconsolidated 2002 2001 2001 2002 --------------------------------------------------------------- ----------- ---------------- Sales (Yen)183,367 (Yen)206,929 (Yen)430,270 $1,540,907 Japan 117,074 131,833 283,148 983,815 Overseas 66,293 75,096 147,122 557,092 Operating income 1,941 4,804 14,181 16,313 Ordinary profit 2,587 4,307 11,281 21,743 Net income (loss) (21,909) 3,719 7,222 (184,113) Net income (loss) per share -- basic (22.85) 3.87 7.52 (19.2)(CENTS) Dividends per share 3.00 3.00 6.00 2.5(CENTS) Total assets 704,622 752,793 765,446 5,921,196 Total shareholders' equity 445,007 478,652 473,794 3,739,562 Total shareholders' equity per share 464.07 499.16 494.09 3.90 Capital expenditures 5,862 7,104 20,478 49,261 Research and development expenses 13,147 14,474 28,682 110,483 ---------------------------------------------------------------------------------------------------------- Notes: 1. Yen figures of less than one million are omitted. 2. The translations of Japanese yen amounts into United States dollar amounts are included solely for convenience and have been made at the rate of (Yen)119 to U.S.$1, the approximate rate of exchange at September 28, 2001. Net Sales Ordinary Profit Net Income (Loss) (Billions of yen) (Billions of yen) (Billions of yen) ------------------------ ------------------------ ------------------------ (PLOT POINTS TO COME) (PLOT POINTS TO COME) (PLOT POINTS TO COME) ------------------------ ------------------------ ------------------------ 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 Review of Operations Construction and Mining Equipment Consolidated net sales of the construction and mining equipment business for the interim period declined 2.7% from the corresponding period last year, to (Yen)353.0 billion (US$2,967 million). Nonconsolidated net sales amounted to (Yen)156.9 billion (US$1,319 million), registering a decrease of 10.9%. Japanese sales for the interim period fell 9.2% from the corresponding period last year, to (Yen)129.6 billion (US$1,089 million) on a consolidated basis, while nonconsolidated sales in Japan were (Yen)93.8 billion (US$789 million), down 10.6%. Total demand for construction equipment in Japan dropped more than anticipated, as the Japanese construction industry became increasingly reluctant to make equipment investments, because of a recessionary mindset compounded by reduced public investments. Against this backdrop, Komatsu embarked on full-scale market launches of the new-generation construction equipment GALEO series and worked to expand sales during the interim period. We also accelerated our involvement in downstream markets. Together with our distributors and affiliated rental companies nationwide, we reinforced our sales-rental-service integrated initiatives and application-specific sales of new machines. Furthermore, we continued to offer our customers value programs such as management strategy seminars, strengthening our relationship with customers. IT (Information Technology) is a very effective means for us to sharpen our product competitiveness and differentiation. We introduced our original KOMTRAX machine operation management system to selected models of the GALEO series as a standard feature. Based on real-time information concerning the conditions of equipment, we are now positioned to effectively deliver new services and establish new business models in which we will be able to help our customers reduce their total costs. Consolidated overseas sales improved 1.5% over the corresponding period last year, to (Yen)223.4 billion (US$1,878 million). Nonconsolidated overseas sales decreased 11.3%, to (Yen)63.1 billion (US$530 million). In North America, market demand for construction equipment slipped further, largely due to reduced equipment investment by customers who were concerned about uncertainty over the economy, inventory cutbacks by rental customers and other negative developments. Against this backdrop, we converged efforts in sales of new machines such as minimal rear-swing radius hydraulic excavators, but fell short of improving sales over the corresponding period last year. In Europe, while major markets such as France sustained firm demand, demand sharply dropped in the largest European market of Germany. As a result, European demand, which had continued to expand since 1997, underwent a downturn for the interim period under review. Chinese demand for construction equipment continued to sustain the momentum of rapid expansion carried over the last few years. Already with a wealth of business experience over many years, we further reinforced our business, as represented by the establishment of Komatsu (China) Ltd. in February, and accomplished substantial growth in sales over the corresponding period a year ago. In Southeast Asia, recovery of demand for construction equipment was delayed amid political turmoil in Indonesia and the Philippines, and our sales declined slightly from the corresponding period last year. However, we expect to improve sales for fiscal 2002 over the previous year, as demand for mining and other equipment is recovering in Indonesia in line with progress toward political stability. Demand in the mining equipment market has been growing substantially, supported by demand for fleet renewals against the backdrops of the stabilized price of copper and increased price of coal. We have been expanding sales of super-large dump trucks, in particular, in which we enjoy the high evaluation of customers for high rates of operation and levels of reliability. Worldwide demand for utility equipment, which had expanded steadily, declined under the effects of slowed demand in the major markets of North America and Europe. While we project a continued trend toward decreased demand into the second half, we are prepared to expand our market share and sales by introducing new models and expanding sales in regions other than North America and Europe. We are also planning to launch production in 2002 at a new plant currently under construction in South Carolina, U.S.A. With this local production, we will strive to expand sales in the North American market. [GRAPHIC] In line with the market launch of our GALEO series equipment, we held the "2001 New Product Debut" in Osaka and Yokohama in July by inviting some 3,000 customers nationwide. We demonstrated our solutions in 10 different market segments ranging from civil engineering, urban civil engineering and quarrying to recycling and coastal and underwater construction. [GRAPHIC] Komatsu Botswana (Pty) Ltd., a subsidiary of Komatsu Southern Africa (Pty) Ltd., has recently delivered new fleets of large dump trucks and bulldozers to two mines owned by Debswana Diamond Company, a joint venture formed between the Botswana government and De Beers. Shown is one of the 730E dump trucks delivered in January 2001. Electronics Consolidated net sales of electronic products dropped 26.2% from the previous corresponding period, to (Yen)41.0 billion (US$345 million) for the interim period under review, as they were adversely affected by worldwide IT-triggered sluggish economies. Our nonconsolidated sales declined 45.4%, to (Yen)2.2 billion (US$19 million) for the interim period. On a nonconsolidated basis, sales of electronic products decreased from the corresponding period last year, as expanded sales of network terminals and new wireless LAN products were offset by dropped sales of FA-use panel computers and programmable displays. Komatsu Electronic Metals Co., Ltd. secured profits on a nonconsolidated basis, while the market conditions for silicon wafers remained sluggish. In addition to reinforcing sales and service operations, the company worked to improve corporate strength by cutting total costs with substantial reduction of fixed costs. Formosa Komatsu Silicon Corporation, its subsidiary, worked to expand its product mix and export sales. However, it fell short of absorbing a loss associated with the start-up cost in Taiwan, where the semiconductor market was hit hardest. Advanced Silicon Materials LLC., in an effort to meet a drastic decline of demand for polycrystalline silicon for semiconductors, strove to expand sales of both polycrystalline silicon for use in solar batteries and silane. However, sales for the interim period declined from the previous corresponding period. In addition to the reduced sales, the company also faced an increased burden of electric power rates due to the change in power companies. As a result of expanded production costs, the company reported an operating loss for the interim period. In relation to the cancellation of power supply contracts, the company included a penalty of (Yen)7.6 billion (US$64 million) as nonoperating income for the interim period, which was paid by the electric power company that had canceled the supply contract. The company also reported an impairment loss of (Yen)13.4 billion (US$113 million) on fixed assets of its Butte Plant, based on future cash flows. Komatsu Electronics, Inc. experienced a drastic decline in sales of thermoelectric modules for use in fiber optic communication networks, compared to outstanding sales up through last year. The drop in sales during the interim period reflects reduced investments and inventory adjustments by telecommunication equipment manufacturers. Despite these conditions, the company continued to focus its efforts in the development of next-generation products. Sales of semiconductor manufacturing related equipment also dropped sharply for the interim period as client manufacturers refrained from equipment investments. GIGAPHOTON INC., a company accounted for by the equity method and in charge of the Excimer laser business, focused on research and development of industry-pacesetting, next-generation technologies and the realignment of global sales networks. As a result, the company advanced sales for the interim period over the previous corresponding period, despite adverse effects of investment cutbacks by semiconductor manufacturers. With heavy expenses appropriated to new product development, however, the company was not able to significantly improve earnings for the interim period. [GRAPHIC] GIGAPHOTON has commercialized the next-generation ArF laser G40A series for steppers. Others Consolidated net sales of the industrial machinery and other businesses totaled (Yen)111.3 billion (US$936 million), an 18.1% decline from the corresponding period a year ago. Nonconsolidated sales decreased 9.4%, to (Yen)24.1 billion (US$203 million). On a nonconsolidated basis, our large press business improved sales over the previous corresponding period. We set up an operations system capable of meeting different needs and expectations of customers promptly, thereby contributing to their business expansion, such as the Japanese automobile industry, our major customer. As a result, sales for the interim period expanded over the corresponding period a year ago. Komatsu Industries Corporation, in charge of sheet metal forming machinery and small and medium-sized presses, advanced sales for the interim period, while the press and machine tool industries faced a very difficult environment with a downturn in industry-wide orders received. The success of the company reflects the positive outcome of proposal-oriented sales activities and expanded demand for medium-sized presses from automotive-related manufacturers who need larger equipment. Since the start of the new management board in 1999, the company has continued to increase orders, sales and earnings, achieving improvements for the past four consecutive interim periods. While Japanese demand for agricultural equipment slowed down, Komatsu Zenoah Co. expanded sales of machinery for environmental conservation to the lease and rental industries in Japan. The company also registered buoyant sales of outdoor power equipment in North America and Europe supported by outstanding growth in orders for blowers developed for North America. Komatsu Forklift Co. launched renewed models of 2-ton shovel loaders and expanded its market share substantially. The company continued to forge its alliance relationship with Linde AG of Germany, including sales of Linde-made forklift trucks in Japan since October 2000. The company also enjoyed successful production of its engine-powered forklift trucks for Europe at Fiat OM Carrelli Elevatori S.p.A. in Italy since the production start-up in January 2001. While the company concerted its efforts to expand sales both in Japan and overseas and enhance product competitiveness, they were offset by adverse effects from a drastic fall of demand for industrial vehicles in the United States. As a result, while sales for the interim period dropped sharply from the corresponding period last year, the company maintained earnings at a minimal decline. Concerning our business with Japan's Defense Agency, sales were steady during the interim period but declined from the previous corresponding period. Sales of environmental control and systems slipped considerably. Sales by Operation (Consolidated) For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars ------------------------- ---------------- 2002 2001 2002 -------------------------------------------------------------------------------- Construction and mining equipment (Yen)353,072 (Yen)362,919 $2,966,992 Electronics 41,048 55,599 344,941 Others 111,335 136,012 935,588 -------------------------------------------------------------------------------- Total (Yen)505,455 (Yen)554,530 $4,247,521 -------------------------------------------------------------------------------- [CHART] For the six months ended September 30, 2001 Construction and mining equipment 69.9% Electronics 8.1% Others 22.0% Sales by Region (Consolidated) For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars -------------------------- --------------- 2002 2001 2002 ------------------------------------------------------------------------------- Japan (Yen)239,542 (Yen)288,922 $2,012,958 Americas 120,470 129,787 1,012,353 Europe 62,248 66,019 523,092 Asia (excluding Japan) and Oceania 62,252 58,128 523,126 Middle East and Africa 20,943 11,674 175,992 -------------------------------------------------------------------------------- Total (Yen)505,455 (Yen)554,530 $4,247,521 -------------------------------------------------------------------------------- [CHART] For the six months ended September 30, 2001 Japan 47.4% Americas 23.8% Europe 12.3% Asia (excluding Japan) and Oceania 12.3% Middle East and Africa 4.2% Sales by Operation (Nonconsolidated) For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars -------------------------- ---------------- 2002 2001 2002 ------------------------------------------------------------------------------------ Construction and mining equipment (Yen)156,958 (Yen)176,122 $1,318,981 Electronics 2,266 4,148 19,047 Others 24,142 26,659 202,878 ------------------------------------------------------------------------------------ Total (Yen)183,367 (Yen)206,929 $1,540,907 ------------------------------------------------------------------------------------ Note: Yen figures of less than one million are omitted. [CHART] Construction and Mining Equipment 85.6% Others 13.2% Electronics 1.2% For the six months ended September 30, 2001 Sales by Region (Nonconsolidated) For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars ------------------- --------------- 2002 2001 2002 -------------------------------------------------------------------------------- Japan (Yen)117,074(Yen)131,833 $ 983,815 Americas 20,000 27,713 168,067 Europe 17,253 19,614 144,983 Asia (excluding Japan) and Oceania 17,948 19,076 150,824 Middle East and Africa 11,091 8,693 93,202 -------------------------------------------------------------------------------- Total (Yen)183,367(Yen)206,929 $1,540,907 -------------------------------------------------------------------------------- Note: Yen figures of less than one million are omitted. [CHART] Asia (excluding Japan) and Oceania 9.8% Europe 9.4% Americas 10.9% Middle East and Africa 6.1% Japan 63.8% For the Six Months Ended September 30, 2001 News Briefs New-Generation GALEO Series Machines Launched We embarked on full-scale market launchings of new-generation construction and mining equipment in the GALEO series in May this year. Starting with our in-house developed HM400 articulated dump truck, we had already introduced a total of 11 new models in hydraulic excavators, bulldozers, wheel loaders and dump trucks as of the end of the interim period under review. We have incorporated the latest technologies in each model of the GALEO series on our committed criteria of safety, environmental conservation and productivity. [GRAPHIC] GALEO [GRAPHIC] PC78US Hydraulic excavator [GRAPHIC] D39X Bulldozer [GRAPHIC] PC200 Hydraulic excavator [GRAPHIC] BZ210 Mobile soil stabilizer/recycler [GRAPHIC] WA470 Wheel loader Cumulative Sales of 2,000 Units Achieved for the Mobile Crusher/Recycler Series During the interim period under review, we accomplished cumulative sales of 2,000 units of the mobile crusher/recycler series of our original construction equipment exclusively designed for use in environmental conservation. In 1992, we led others in the market introduction of a mobile debris crusher developed with our technological expertise in construction equipment. Ever since, we have been widely advocating the on-site recycling construction method, as our machines can take advantage of mobility and recycle wastes from jobsites, such as stone, concrete, wood and soil. Positioned as the frontrunner of construction equipment for environmental conservation, we are committed to providing solutions to customers' concerns for environmental protection. One-Sided Plasma Spot Welding Machine Developed Jointly with Toyota Auto Body Co., Ltd., we have successfully developed the one- sided plasma spot welding machine (patent pending). Utility and reliability have already been confirmed in the production line at Toyota Auto Body. Today, the two contrary properties of light weight and high rigidity are increasingly expected from automotive bodies in light of environmental protection and safety. As an innovative technology, the newly developed one-sided plasma spot welding enables auto body manufacturers to achieve this task. [GRAPHIC] One-sided plasma spot welding machine in operation at Toyota Auto Body Our Panel Computers Go to Local Community Network We have delivered some 2,000 units of our WebLight network information terminal to the town of Ooi, a small rural community of 2,000 households on the coast of the Japan Sea. While our WebLight terminals are developed for industrial applications, the town office has installed them to all households as home-use information terminals as part of its local information network plan. Under this plan, the town office is offering a wide range of information services, including public administration, local news and e-mail communication among residents. Our WebLight terminals were chosen for easy operation, application and management. [GRAPHIC] Senior citizens and other residents have taken the introductory course, where they learned how to use our WebLight terminals. Consolidated Balance Sheets (Unaudited) Komatsu Ltd. and subsidiaries As of September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars ----------------------------- ------------------ 2002 2001 2002 ------------------------------------------------------------------------------------------------- ASSETS Current assets Cash and cash equivalents (yen)29,138 (yen)54,713 $244,857 Time deposits 2,764 899 23,227 Marketable securities - 1,196 - Trade notes and accounts receivables, 342,228 388,019 2,875,866 less allowance for doubtful receivables Inventories 253,713 238,458 2,132,042 Other current assets 102,195 104,450 858,781 ------------------------------------------------------------------------------------------------- Total current assets 730,038 787,735 6,134,773 ------------------------------------------------------------------------------------------------- Investments 83,483 101,304 701,538 ------------------------------------------------------------------------------------------------- Property, plant and equipment 397,665 426,502 3,341,723 -- less accumulated depreciation ------------------------------------------------------------------------------------------------- Other assets 89,244 73,334 749,949 ------------------------------------------------------------------------------------------------- Total (yen)1,300,430 (yen)1,388,875 $10,927,983 ------------------------------------------------------------------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY Thousands of Millions of yen U.S. dollars -------------------------------- ------------------ 2002 2001 2002 -------------------------------------------------------------------------------------------------------------------------------- Current liabilities Short-term debt (including current (yen)191,595 (yen)237,525 $1,610,042 maturities of long-term debt) Trade notes and accounts payable 178,308 209,221 1,498,387 Income taxes payable 4,584 7,729 38,521 Other current liabilities 134,051 125,561 1,126,479 ------------------------------------------------------------------------------------------------------------------------------ Total current liabilities 508,538 580,036 4,273,429 ------------------------------------------------------------------------------------------------------------------------------ Long-term liabilities 321,564 288,544 2,702,218 ------------------------------------------------------------------------------------------------------------------------------ Minority interests 46,118 48,293 387,546 ------------------------------------------------------------------------------------------------------------------------------ Shareholders' equity Common stock 67,870 67,870 570,336 Capital surplus 117,439 117,366 986,882 Retained earnings: Appropriated for legal reserve 20,859 20,692 175,286 Unappropriated 251,121 299,634 2,110,261 Accumulated other comprehensive income (loss) (30,167) (31,809) (253,504) Treasury stock (2,912) (1,751) (24,471) ------------------------------------------------------------------------------------------------------------------------------ Total shareholders' equity 424,210 472,002 3,564,790 ------------------------------------------------------------------------------------------------------------------------------ Total (yen)1,300,430 (yen)1,388,875 $10,927,983 ------------------------------------------------------------------------------------------------------------------------------ Accumulated other comprehensive income (loss): Foreign currency translation adjustments (yen)(23,022) (yen)(39,427) $(193,462) Net unrealized holding gains on 3,741 12,151 31,437 securities available for sale Pension liability adjustments (10,518) (4,533) (88,387) Net unrealized gains (losses) on derivative instruments (368) - (3,092) Note: The translations of Japanese yen amounts into United States dollar amounts are included solely for convenience and have been made at the rate of (Yen)119 to U.S.$1, the approximate rate of exchange at September 28, 2001. Consolidated Statements of Income and Unappropriated Retained Earnings (Unaudited) Komatsu Ltd. and subsidiaries For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars -------------------------------- ------------------ 2002 2001 2002 ---------------------------------------------------------------------------------------------------------------------------- Revenues Net sales (Yen)505,455 (Yen)554,530 $4,247,521 Interest and other income 15,993 19,649 134,395 ---------------------------------------------------------------------------------------------------------------------------- Total 521,448 574,179 4,381,916 ---------------------------------------------------------------------------------------------------------------------------- Costs and expenses Cost of sales 381,666 409,592 3,207,277 Selling, general and administrative 129,109 132,099 1,084,950 Interest 9,045 10,805 76,008 Other 52,485 10,488 441,051 ---------------------------------------------------------------------------------------------------------------------------- Total 572,305 562,984 4,809,286 ---------------------------------------------------------------------------------------------------------------------------- Income (loss) before income taxes, (50,857) 11,195 (427,370) minority interests and equity in earnings Income taxes (5,502) 8,631 (46,235) Minority interests in income (loss) of 2,123 54 17,841 consolidated subsidiaries Equity in earnings (losses) of affiliated companies 567 534 4,765 ---------------------------------------------------------------------------------------------------------------------------- Net income (loss) (42,665) 3,152 (358,529) ---------------------------------------------------------------------------------------------------------------------------- Unappropriated retained earnings at 300,499 305,483 2,525,202 beginning of the period Decrease resulting from the change of (3,705) - (31,135) fiscal year for certain consolidated subsidiaries Cash dividends paid (2,867) (2,900) (24,092) Transfer to retained earnings (141) (261) (1,185) appropriated for legal reserve Retirement of treasury stock - (5,840) - ---------------------------------------------------------------------------------------------------------------------------- Unappropriated retained earnings at end of the period (Yen)251,121 (Yen)299,634 $2,110,261 ---------------------------------------------------------------------------------------------------------------------------- Yen U.S.cents -------------------------- --------------- 2002 2001 2002 ---------------------------------------------------------------------------- Net income (loss) per share: Basic (yen)(44.69) (yen)3.29 (37.6)(cents) Diluted - - - Dividends per share 3.00 3.00 2.5 ---------------------------------------------------------------------------- Notes: 1. Based on Statement of Financial Accounting Standards (SFAS) No.130,"Reporting Comprehensive Income" aggregated net loss for the six months ended September 30, 2001 and 2000, were (Yen)53,075 million (US$446,008 thousand) and (Yen)9,067 million, respectively. 2. At the beginning of fiscal 2002, the Company changed the consolidated closing date for certain overseas subsidiaries from December 31 to March 31. As a result, unappropriated retained earnings decreased by (Yen)3,705 million (US$31,134 thousand), and other comprehensive income increased by (Yen)9,447 million (US$79,387 thousand). 3. Effective from fiscal 2002, the Company adopted SFAS No.133, "Accounting for Derivative Instruments and Hedging Activities" and SFAS No.138, "Accounting for Derivative Instruments and Certain Hedging Activities, an Amendment of FASB Statement No.133." Consolidated Statements of Cash Flows (Unaudited) Komatsu Ltd. and subsidiaries For the six months ended September 30, 2001, of fiscal 2002 Thousands of Millions of yen U.S. dollars ----------------------- ------------------ 2002 2001 2002 ----------------------------------------------------------------------------------------------------------- Operating activities Net income (loss) (YEN)(42,665) (YEN)3,152 $(358,529) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 31,474 33,841 264,487 Provision (reversal) for deferred income taxes (8,631) (4,526) (72,529) Net loss (gain) from marketable 5,756 (11,835) 48,370 securities and investments Gain on sales of property (1,430) (2,369) (12,017) Loss on disposal or sale of fixed assets 1,065 2,120 8,949 Impairment loss on long-lived assets 38,394 4,279 322,639 Provision (reversal) for (2,464) 4,464 (20,706) postretirement benefits, net Changes in assets and liabilities: Decrease (increase) in trade receivables 45,219 (19,981) 379,992 Decrease (increase) in inventories 10,177 (15,254) 85,521 Increase (decrease) in trade payables (32,278) 27,659 (271,244) Increase (decrease) in income taxes payable (5,360) (1,112) (45,042) Other, net 2,536 830 21,311 ----------------------------------------------------------------------------------------------------------- Net cash provided by operating activities 41,793 21,268 351,202 ----------------------------------------------------------------------------------------------------------- Investing activities Capital expenditures (24,316) (30,076) (204,336) Proceeds from sales of property 7,128 11,891 59,899 Proceeds from sales of marketable 1,313 52,057 11,034 securities and investments Purchases of marketable securities and investments (741) (30,442) (6,227) Acquisition or sale of subsidiaries - (2,510) - Collection of loan receivables 2,960 2,315 24,874 Disbursement of loan receivables (4,290) (2,644) (36,050) Decrease (increase) in time deposits (1,655) 16 (13,908) ----------------------------------------------------------------------------------------------------------- Net cash provided by (used in) investing activities (19,601) 607 (164,714) ----------------------------------------------------------------------------------------------------------- Financing activities Proceeds from long-term debt (Yen)35,618 (Yen)6,972 $299,311 Repayments on long-term debt (25,258) (30,983) (212,252) Increase (decrease) in short-term debt (39,899) (14,188) (335,286) Repayments of Capital lease (2,446) - (20,555) Sales (repurchase) of common stock net 201 (6,485) 1,689 Dividends paid (2,867) (2,900) (24,092) --------------------------------------------------------------------------------------------------------------------- Net cash provided by (used in) financing activities (34,651) (47,584) (291,185) --------------------------------------------------------------------------------------------------------------------- Effect of exchange rate change 19 (54) 159 on cash and cash equivalents --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in cash and cash equivalents (12,440) (25,763) (104,538) Cash and cash equivalents, beginning of year 39,760 80,476 334,118 Adjustments for change of fiscal 1,818 - 15,277 period on consolidated subsidiaries --------------------------------------------------------------------------------------------------------------------- Cash and cash equivalents, end of year (Yen)29,138 (Yen)54,713 $244,857 --------------------------------------------------------------------------------------------------------------------- Consolidated Business Information (Unaudited) Komatsu Ltd. and subsidiaries As of September 30, 2001 and 2000 as well as for the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Information by business unit Thousands of Millions of yen U.S. dollars --------------------------------- ------------------------ 2002 2001 2002 -------------------------------------------------------------------------------------------------------------- Net sales: Construction and mining equipment (Yen)356,892 (Yen)366,297 $2,999,092 Electronics 41,199 55,823 346,210 Others 125,683 162,171 1,056,160 -------------------------------------------------------------------------------------------------------------- Total 523,774 584,291 4,401,462 Corporate and elimination (18,319) (29,761) (153,941) -------------------------------------------------------------------------------------------------------------- Consolidated (Yen)505,455 (Yen)554,530 $4,247,521 -------------------------------------------------------------------------------------------------------------- Operating income (loss): Construction and mining equipment (Yen)282 (Yen)13,300 $2,370 Electronics (4,850) (2,520) (40,756) Others 2,390 3,992 20,083 -------------------------------------------------------------------------------------------------------------- Total (2,178) 14,772 (18,303) Corporate and elimination (3,142) (1,933) (26,403) -------------------------------------------------------------------------------------------------------------- Consolidated operating income (loss) (5,320) 12,839 (44,706) Interest and other income 15,993 19,649 134,395 Interest expense 9,045 10,805 76,008 Other expenses 52,485 10,488 441,051 -------------------------------------------------------------------------------------------------------------- Consolidated income (loss) before income taxes (Yen)(50,857) (Yen)11,195 ($427,370) -------------------------------------------------------------------------------------------------------------- Consolidated Business Information (Unaudited) Komatsu Ltd. and subsidiaries As of September 30, 2001 and 2000 as well as for the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Information by business unit ------------------------------------------ Thousands of Millions of yen U.S. dollars ------------------- ----------------- 2002 2001 2002 -------------------------------------------------------------------------------------------------- Identifiable assets: Construction and mining equipment (Yen)836,855 (Yen)746,382 $7,032,395 Electronics 186,226 236,944 1,564,925 Others 241,184 288,222 2,026,756 -------------------------------------------------------------------------------------------------- Total 1,264,265 1,271,548 10,624,076 Corporate and elimination 36,165 117,327 303,907 -------------------------------------------------------------------------------------------------- Consolidated (Yen)1,300,430 (Yen)1,388,875 $10,927,983 -------------------------------------------------------------------------------------------------- Depreciation and amortization: Construction and mining equipment (Yen)18,051 (Yen)14,693 $151,689 Electronics 9,092 9,680 76,403 Others 3,772 8,197 31,698 -------------------------------------------------------------------------------------------------- Total 30,915 32,570 259,790 Corporate and elimination 14 - 118 -------------------------------------------------------------------------------------------------- Consolidated (Yen)30,929 (Yen)32,570 $259,908 -------------------------------------------------------------------------------------------------- Capital expenditures: Construction and mining equipment (Yen)20,241 (Yen)15,085 $170,092 Electronics 2,843 3,783 23,891 Others 5,606 11,208 47,109 -------------------------------------------------------------------------------------------------- Consolidated (Yen)28,690 (Yen)30,076 $241,092 -------------------------------------------------------------------------------------------------- 2/4 Geographic information Net sales recognized by sales destination for the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars -------------------------- ---------------------- 2002 2001 2002 --------------------------------------------------------------------------------------------- Japan (Yen)239,542 (Yen)288,922 $2,012,958 Americas 120,470 129,787 1,012,353 Europe 62,248 66,019 523,092 Asia (excluding Japan) and Oceania 62,252 58,128 523,126 Middle East and Africa 20,943 11,674 175,992 --------------------------------------------------------------------------------------------- Consolidated (Yen)505,455 (Yen)554,530 $4,247,521 --------------------------------------------------------------------------------------------- Net sales recognized by geographic origin and long-lived assets at September 30, 2001 and 2000, of fiscal 2002 and 2001 Thousands of Millions of yen U.S. dollars -------------------------- ---------------------- 2002 2001 2002 --------------------------------------------------------------------------------------------- Net sales: Japan (Yen)280,025 (Yen)322,099 $2,353,151 U.S.A. 125,362 131,310 1,053,462 Europe 53,401 58,851 448,748 Others 46,667 42,270 392,160 --------------------------------------------------------------------------------------------- Total (Yen)505,455 (Yen)554,530 $4,247,521 --------------------------------------------------------------------------------------------- Long-lived assets: Japan (Yen)316,528 (Yen)312,442 $2,659,899 U.S.A. 103,072 126,980 866,152 Europe 10,941 8,772 91,941 Others 31,012 29,107 260,605 --------------------------------------------------------------------------------------------- Total (Yen)461,553 (Yen)477,301 $3,878,597 --------------------------------------------------------------------------------------------- Note: No individual country within Europe or other areas had a material impact on net sales or long-lived assets. There were no sales to a single major external customer during the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001. Thousands of Millions of yen U.S. dollars -------------------- ------------------ Information by region 2002 2001 2002 ---------------------------------------------------------------------------------------------------------------------------- Net sales: Japan (Yen)336,342 (Yen)399,882 $2,826,403 Americas 133,174 134,783 1,119,109 Europe 57,967 63,817 487,118 Others 49,555 42,375 416,429 Corporate and elimination (71,583) (86,327) (601,538) ---------------------------------------------------------------------------------------------------------------------------- Consolidated (Yen)505,455 (Yen)554,530 $4,247,521 ---------------------------------------------------------------------------------------------------------------------------- Operating income (loss): Japan (Yen)(1,311) (Yen)12,655 ($11,017) Americas (2,390) (677) (20,084) Europe 1,388 2,799 11,664 Others (420) (45) (3,529) Corporate and elimination (2,587) (1,893) (21,740) ---------------------------------------------------------------------------------------------------------------------------- Consolidated (Yen)(5,320) (Yen)12,839 ($44,706) ---------------------------------------------------------------------------------------------------------------------------- Identifiable assets: Japan (Yen)971,306 (Yen)995,798 $8,162,235 Americas 314,375 321,563 2,641,807 Europe 78,157 77,751 656,782 Others 95,352 91,786 801,277 Corporate assets and elimination (158,760) (98,023) (1,334,118) ---------------------------------------------------------------------------------------------------------------------------- Consolidated (Yen)1,300,430 (Yen)1,388,875 $10,927,983 ---------------------------------------------------------------------------------------------------------------------------- Overseas sales: Thousands of Millions of yen U.S. dollars -------------------- ------------------ 2002 2001 2002 ---------------------------------------------------------------------------------------------------------------------------- Americas (Yen)120,470 (Yen)129,787 $1,012,353 23.8% 23.4% Europe 62,248 66,019 523,092 12.3% 11.9% Others 83,195 69,802 699,118 16.5% 12.6% ---------------------------------------------------------------------------------------------------------------------------- Total 265,913 265,608 2,234,563 52.6% 47.9% ---------------------------------------------------------------------------------------------------------------------------- Consolidated (Yen)505,455 (Yen)554,530 $4,247,521 ---------------------------------------------------------------------------------------------------------------------------- Notes: 1. Overseas sales represent the sales of the Company and consolidated subsidiaries generated in all countries and regions of the world except for Japan. 2. Regions are categorized depending on geographical proximity. 3. Major regions for the geographical categories are as follows: (1) The Americas: the United States (2) Europe: Germany and the United Kingdom (3) Others: China, Australia and Southeast Asia Nonconsolidated Balance Sheets Komatsu Ltd. As of September 30, 2001 and 2000, of fiscal 2002 and 2001 Yen figures of less than one million are omitted. Thousands of Millions of yen U.S. dolars ------------------------ ------------------ 2002 2001 2002 ------------------------------------------------------------------------------------------------------------- ASSETS Current assets (Yen) 307,449 (Yen) 331,396 $2,583,606 Cash on hand and in banks 8,430 28,856 70,843 Notes receivable 7,200 8,515 60,512 Accounts receivable-trade 150,589 160,788 1,265,457 Finished products 26,033 25,534 218,769 Materials and supplies 2,062 2,395 17,336 Work in process 24,841 24,428 208,752 Prepaid expenses 1,165 1,302 9,791 Deferred income taxes-current 11,016 10,959 92,574 Short-term loans receivable 68,743 61,878 577,680 Other current assets 12,584 13,048 105,755 Allowance for doubtful receivables (5,219) (6,311) (43,863) Fixed assets 397,173 421,397 3,337,589 Tangible fixed assets 140,818 145,649 1,183,350 Buildings 46,784 48,399 393,145 Structures 8,783 8,877 73,811 Machinery and equipment 29,784 32,910 250,293 Vehicles and delivery equipment 240 272 2,019 Tools, furniture and fixtures 7,973 10,394 67,003 Land 46,402 43,163 389,937 Construction in progress 849 1,632 7,141 Intangible fixed assets 11,654 9,784 97,936 Utility rights 179 188 1,512 Software 11,409 9,521 95,875 Other intangible assets 65 74 550 Investments and miscellaneous assets 244,700 265,962 2,056,303 Investment securities 52,225 69,905 438,871 Security and other investments in subsidiaries 177,209 204,427 1,489,153 Long-term loans receivable 4,604 4,422 38,689 Noncurrent prepaid expenses 702 762 5,906 Deferred income taxes-noncurrent 25,567 - 214,855 Treasury stock 2,373 1,212 19,946 Other investments 4,838 5,449 40,656 Allowance for doubtful receivables (437) (175) (3,673) Allowance for investments valuation (22,383) (20,041) (188,101) ------------------------------------------------------------------------------------------------------------- Total assets (Yen) 704,622 (Yen) 752,793 $5,921,196 ------------------------------------------------------------------------------------------------------------- Notes: 1. Accumulated depreciation of tangible fixed assets 2002 --- (Yen)299,956 million 2001 --- (Yen)296,610 million 2. Net income (loss) per share (using the number of outstanding shares at end of interim period) 2002 --- (Yen)(22.85) 2001 --- (Yen)3.88 Thousands of Millions of yen U.S. dollars --------------------------- ---------------------- 2002 2001 2002 -------------------------------------------------------------------------------------------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities (yen)134,909 (yen)150,430 $1,133,692 Notes payable - trade 3,588 3,777 30,157 Accounts payable - trade 70,655 81,268 593,744 Short-term loans payable 9,141 6,668 76,821 Commercial paper - 1,000 - Accounts payable 31,183 30,429 262,042 Accrued corporation taxes, etc 300 4,295 2,528 Advances received 800 1,284 6,729 Deferred profit on installment sales 5,692 8,649 47,835 Accrued bonuses 4,903 4,892 41,202 Warranty reserve 4,144 3,823 34,824 Other current liabilities 4,499 4,341 37,810 Long-term liabilities 124,705 123,710 1,047,942 Bonds 62,447 62,447 524,765 Long-term loans payable 27,045 15,101 227,276 Liabilities for severance payments 33,374 39,708 280,460 Liabilities for postretirement benefits 1,040 989 8,747 Deferred tax liabilities - 5,033 - Other long-term liabilities 796 430 6,694 -------------------------------------------------------------------------------------------------------------------------- Total liabilities 259,614 274,140 2,181,634 -------------------------------------------------------------------------------------------------------------------------- Shareholders' equity Capital 70,120 70,120 589,249 Common stock 70,120 70,120 589,249 Legal reserves 127,366 127,366 1,070,310 Capital surplus 109,337 109,337 918,803 Legal surplus 18,029 18,029 151,507 Retained earnings 241,882 266,088 2,032,630 Reserve for special depreciation 168 192 1,414 Reserve for losses on overseas investments 1 1 12 Reserve for advanced depreciation deduction 15,068 11,977 126,627 Reserve for special advanced depreciation account - 10,745 - General reserve 230,359 205,359 1,935,790 Unappropriated retained earnings (losses) (3,714) 37,811 (31,213) Net income (loss) for interim period (21,909) 3,719 (184,113) Unrealized gains on revaluation, net of tax effect 5,637 15,076 47,373 Unrealized gains on revaluation, net of tax effect 5,637 15,076 47,373 -------------------------------------------------------------------------------------------------------------------------- Total shareholders' equity 445,007 478,652 3,739,562 -------------------------------------------------------------------------------------------------------------------------- Total liabilities and shareholders' equity (yen)704,622 (yen)752,793 $5,921,196 -------------------------------------------------------------------------------------------------------------------------- Nonconsolidated Statements of Income and Unappropriated Retained Earnings Komatsu Ltd. For the six months ended September 30, 2001 and 2000, of fiscal 2002 and 2001 Yen figures of less than one million are omitted. Thousands of Millions of yen U.S. dollars --------------------- ------------------ 2002 2001 2002 -------------------------------------------------------------------------------------------------------------- Ordinary profits and losses Operating profits and losses Operating income Net sales (Yen)183,367 206,929 $1,540,907 Operating expenses 181,426 202,125 1,524,595 Cost of sales 137,347 152,773 1,154,177 Deferred profit on installment sales (4,079) (1,648) (34,278) Selling, general and administrative expenses 48,158 50,999 404,696 -------------------------------------------------------------------------------------------------------------- Operating income 1,941 4,804 16,313 Nonoperating profits and losses Nonoperating income 6,298 5,157 52,932 Interest and dividend income 4,691 3,456 39,428 Other nonoperating income 1,606 1,701 13,504 Nonoperating expenses 5,652 5,654 47,502 Interest expenses 927 949 7,798 Other nonoperating expenses 4,724 4,705 39,704 -------------------------------------------------------------------------------------------------------------- Ordinary profit 2,587 4,307 21,743 Special profits and losses Special income 1,685 17,100 14,167 Proceeds from sale of land 1,097 - 9,223 Profit on sale of investment securities 588 11,747 4,944 Profit on sale of shares of subsidiaries - 3,168 - Profit on origination of retirement benefits trust - 1,231 - Variance changing to retirement benefits accounting - 953 - Special losses 44,116 17,040 370,728 Loss from sale of land 57 - 484 Valuation loss of investment securities 4,526 202 38,038 Valuation loss of shares of subsidiaries 24,376 1,430 204,846 Deferred allowance of securities investment valuation 15,155 2,591 127,361 Loss from reorganization of subsidiaries - 12,816 - -------------------------------------------------------------------------------------------------------------- Income (loss) before income taxes (39,843) 4,367 (334,818) Corporate, residential and business taxes 26 3,728 218 Deferred income tax expense (17,959) (3,079) 150,923 -------------------------------------------------------------------------------------------------------------- Net income (loss) for interim period (21,909) 3,719 (184,113) Unappropriated retained earnings 18,195 40,433 152,900 at beginning of the period Retirement of treasury stock - 6,340 - Unappropriated retained earnings (losses) (Yen)(3,714) 37,811 ($31,213) at end of the period -------------------------------------------------------------------------------------------------------------- Directors and Officers As of November 30, 2001 Board of Directors Satoru Anzaki Masahiro Sakane* Chairman of the Board President Toshitaka Hagiwara* Koji Ogaki* Executive Vice President Executive Managing Director Assistant to President, Corporate President, Research Division Administration, Related Businesses and Environment and Safety Management Corporate Communications Kazuhiro Aoyagi* Kunio Noji* Executive Managing Director Managing Director General Manager, President, Production Division, and Corporate Planning Division President, e-KOMATSU Division Tetsuya Katada Toshio Morikawa Director Director Counselor Advisor, Sumitomo Mitsui Banking Corporation *Also acts as Executive Officer Statutory Auditors Norimichi Kitagawa Hiroyuki Watanabe Standing Auditor Standing Auditor Masahiro Yoshiike Takaharu Dohi Auditor Auditor President, The Taiyo Mutual Life Insurance Co. Executive Officers Naomi Anesaki Kunihiko Komiyama Senior Executive Officer Senior Executive Officer Compliance, General Affairs and President, Engines and Hydraulics Defense Systems Business Division Hisashi Wada Teruo Nakahara Senior Executive Officer Senior Executive Officer President, Japanese President, Development Division Marketing Division Shuji Sugi Susumu Isoda Executive Officer Executive Officer Vice President, Vice President, Production Division, and Development Division Osaka Plant Manager Teruo Nagayasu Kanetake Nakatani Executive Officer Executive Officer President, Product Awazu Plant Manager, Production Division Support Division Yuzo Tsumura Masahiro Yoneyama Executive Officer Executive Officer President, Procurement Division Vice President, e-KOMATSU Division, and Deputy General Manager, Corporate Planning Division Shigeki Fujimori Munenori Nakao Executive Officer Executive Officer President, Defense President, Environment Control and Systems Division System Development Business Division Yuji Watanabe Kenji Kinoshita Executive Officer Executive Officer Deputy General Manager, CFO Corporate Planning Division Makoto Nakamura Hiroshi Suzuki Executive Officer Executive Officer President, International Division Vice President, Japanese Marketing Division Mamoru Hironaka Masao Fuchigami Executive Officer Executive Officer Vice President, Vice President, Research Division Development Division Intellectual Properties, New Technology Information and New Business Promotion Global Officers James E. Boyle David W. Grzelak Chairman & CEO, Komatsu America Chairman & CEO International Company Komatsu Mining Systems, Inc. Kota Hoshino Peter J. Howe President & COO Managing Director, Komatsu UK Ltd. Komatsu Mining Systems, Inc. Junro Kawanabe Michael W. Kerschen President, Komatsu do President & COO Brasil Ltda. Advanced Silicon Materials LLC. Yoichi Kobayashi Yoshinori Komamura President, Komatsu Managing Director, Komatsu Europe Latin-America Corp. International N.V. Gerhard Lehnen John H. Matlok President, Komatsu Hanomag AG President & CEO Komatsu Silicon America, Inc. Edson R. McCord Kenichi Nakamura President, North President & COO, Komatsu America America Development International Company Division, Komatsu America Corp. Teruaki Noda Ian Olivieri President & COO Managing Director, Komatsu America Corp. Komatsu Australia Pty. Ltd. Yoshitaka Omura Toshiji Onuma President, Komatsu President, Komatsu Mexicana S.A. de C.V. Asia & Pacific Pte Ltd. Frank Plancke Enrico Tonetti Managing Director, Komatsu Europe President, Komatsu Utility Europe S.p.A. Coordination Center N.V. Hideo Ueda Norbert H.H. Walther Chairman & CEO President, Komatsu Mining Germany GmbH Advanced Silicon Materials LLC. Corporate Information As of September 30, 2001 Name Komatsu Ltd. Address (Head Office) 2-3-6 Akasaka, Minato-ku, Tokyo 107-8414, Japan http://www.komatsu.com/ ----------------------- Corporate Communications Department Tel: 81-3-5561-2687 Fax: 81-3-3582-8332 E-mail: ir@komatsu.co.jp ------------------------ Date of Establishment May 13, 1921 Common Stock Outstanding Consolidated: (Yen)67,870 million (US$628 million) Nonconsolidated: (Yen)70,120 million (US$649 million) Number of Employees Consolidated: 31,372 Nonconsolidated: 6,321 Shares of Common 958,921,701 Stock Issued and Outstanding Number of Shareholders 65,103 Breakdown of Shareholders [CHART] Corporate 4.6% 772 shareholders 43,912,808 shares Individual and other 18.8% 63,594 shareholders 180,666,720 shares Foreign 34.4% 462 shareholders 329,458,570 shares Securities 0.9% 79 shareholders 8,597,099 shares Financial 41.3% 196 shareholders 396,286,504 shares Settlement Date March 31 of each year Annual Meeting of June of each year Shareholders Transfer Agent for The Toyo Trust and Banking Co., Ltd. Common Stock 4-3, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0005, Japan Number of Per-Unit 1,000 Shares Stock Listings Tokyo, Osaka, Nagoya, Fukuoka, Sapporo, Luxembourg, Frankfurt Depositaries ADRs: Citibank N.A., 111 Wall Street, 5th Floor, New York, NY 10043, U.S.A. EDRs: Citibank N.A., PO Box 18055, 5 Carmelite Street, London EC4Y 0PA, U.K. GBCs: Dresdner Bank AG, Jurgen-Ponto-Platz 1, 60301, Frankfurt am Main, Germany