Financial Results for FY 200 6/3 2006/3 and Financial Forecast for FY 200 7/3 2007/3 May 11, 2006 NEC Corporation (http://www.nec.co.jp/ir/en/) CAUTIONARY STATEMENTS: This material contains forward-looking statements pertaining to strategies, financial targets, technology, products and services, and business performance of NEC Corporation and its consolidated subsidiaries (collectively "NEC"). Written forward-looking statements may appear in other documents that NEC files with stock exchanges or regulatory authorities, such as the U.S. Securities and Exchange Commission, and in reports to shareholders and other communications. The U.S. Private Securities Litigation Reform Act of 1995 contains, and other applicable laws may contain, a safe-harbor for forward-looking statements, on which NEC relies in making these disclosures. Some of the forward -looking statements can be identified by the use of forward-looking words such as "believes," "expects," "may," "will," "should,“ "seeks,“ "intends," "plans," "estimates," "aims," or "anticipates," or the negative of those words, or other comparable words or phrases. You can also identify forward looking statements by discussions of strategy, beliefs, plans, targets, or intentions. Forward-looking statements necessarily depend on currently available assumptions, data, or methods that may be incorrect or imprecise and NEC may not be able to realize the results expected by them. You should not place undue reliance on forward looking statements, which reflect NEC's analysis and expectations only. Forward-looking statements are not guarantees of future performance and involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking statements. Among the factors that could cause actual results to differ materially from such statements include (i) global economic conditions and general economic conditions in NEC's markets, (ii) fluctuating demand for, and competitive pricing pressure on, NEC's products and services, (iii) NEC's ability to continue to win acceptance of NEC's products and services in highly competitive markets, (iv) NEC's ability to expand into foreign markets, such as China, (v) regulatory change and uncertainty and potential legal liability relating to NEC's business and operations, (vi) NEC's ability to restructure, or otherwise adjust, its operations to reflect changing market conditions, and (vii) movement of currency exchange rates, particularly the rate between the yen and the U.S. dollar. Any forward-looking statements speak only as of the date on which they are made. New risks and uncertainties come up from time to time, and it is impossible for NEC to predict these events or how they may affect NEC. NEC does not undertake any obligation to update or revise any of the forward-looking statements, whether as a result of new information, future events, or otherwise. The management targets included in this material are not projections, and do not represent management's current estimates of future performance. Rather, they represent targets that management will strive to achieve through the successful implementation of NEC's business strategies. Finally, NEC cautions you that the statements made in this material are not an offer of securities for sale. The securities may not be offered or sold in any jurisdiction in which registration is required absent registration or an exemption from registration under the applicable securities laws. For example, any public offering of securities to be made in the United States must be registered under the U.S. Securities Act of 1933 and made by means of an English language prospectus that contains detailed information about NEC and management, as well as NEC's financial statements. (Note) 1. The consolidated financial statements of NEC are prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP. 2. "Operating income" set forth above is a measure commonly used by other Japanese companies that report their financial results in accordance with generally accepted accounting financial reporting practices in Japan. “Operating income” is calculated by deducting cost of sales and selling, general and administrative expenses from net sales. Management believes this measure is useful to investors in comparing NEC’s results of operations to other Japanese companies. This measure, however, should not be construed as an alternative to "income before income taxes" or "net income" as determined in accordance with U.S. GAAP. Please refer to the condensed consolidated statement of operations for the calculation of the operating income. 3. In accordance with U.S. GAAP, a part of the consolidated financial information for the fiscal year ended March 31, 2005, related to certain operations that were discontinued during the fiscal year ended March 31, 2006, has been reclassified and restated. 4. The consolidated financial results for the fiscal year ended March 31, 2005 were revised from those already announced, and restated based on U.S. GAAP. However, as restated figures are currently being audited by NEC’s independent auditors, NEC will promptly disclose revised consolidated financial results for the fiscal year ended March 31, 2005, after the aforementioned audit is complete. © NEC Corporation 2006 Page 1 Restatement of Consolidated Financial Results for Past Years NEC will restate reported financial results for FY 01/3 through FY 05/3 based on U.S. GAAP ■Status of restatement: • • Adjust the false transactions by an employee of an NEC subsidiary. Other revisions are implemented in order to achieve uniformity throughout the financial results in the past several years based upon U.S. GAAP. The reported results for FY 01/3 through FY 05/3 were valid, excluding the above mentioned false transactions. ■Items for restatement: ① Adjustment of the impact of false transactions by an NEC subsidiary. ② Disclosure of discontinued operations to ensure comparability. ③ Achieve uniformity with FY 06/3 presentation based upon U.S.GAAP : scope of consolidation, capitalized development costs etc. NEC will further enforce internal control and compliance. © NEC Corporation 2006 Page 2 Impact of the Restatement (Round) Sales Segment profit Equity (Billion Yen) 05/3 Impact by major items ① False transactions ② Discontinued operations 06/3 -53.4 -26.2 -17.0 -61.0 Other -26.2 06/3 10.7 NW NW Other 05/3 25.0 -4.0 05/3 -53.8 06/3 -30.0 -2.0 Other -2.0 -1.0 1.0 10.0 ③ Achieve uniformity ・ Scope of consolidation *1 ・ Reporting revenue net ・ Development costs: capitalization or expense *2 44.0 -18.0 *3 ・ Warranty reserve -3.0 ・ Vacation accruals 05/3: Changes from reported amount 06/3: Differences from forecast *1 *2 *3 *4 IT23.0,MW14.0, Other7.0 NW-10.0, Other-8.0 IT4.0, NW23.0(Mobile 2/3, Broadband 1/3) IT1.0,NW20.0 (Mobile Terminal 18.0) ,ED4.0 © NEC Corporation 2006 *4 27.0 Page 3 25.0 -20.0 -8.0 -8.0 -22.0 -22.0 1. Financial Results for FY 2006/3 Executive Summary of FY06/3 Positive results toward growth trend • Solidifying foundation for NGN (Next Generation Network) Strategy - Growth of mobile infrastructure business - Continuous improvement of profitability in broadband business • Bottoming out of semiconductor and SI businesses Decrease in operating income & net income compared to previous FY. Results were below forecasts • Slowness in execution of reform measures and in response to changing environment - Delay in improving semiconductor and mobile terminal businesses - Loss from PC business due to depreciation of yen © NEC Corporation 2006 Page 5 Financial Results (Overview) (Billion Yen) FY05/3 Full Year Actual Net sales FY06/3 Full Year Actual YOY 4,801.7 4,824.9 + 0.5% 141.9 95.4 -46.4 3.0% 2.0% Income before income taxes 145.1 83.3 -61.8 Net income 77.2 12.1 -65.1 (% to Net s ales ) 1.6% 0.3% 39.62 6.05 -33.6 Free cash flows 30.0 153.4 +123.4 Shareholders' equity 737.0 890.9 +153.9 Net interest-bearing debt 672.0 510.6 161.4cut Net D/E ratio(times) 0.91 0.57 0.34cut Shareholders' equity ratio 18.5% 22.9% +4.4% Operating income (% to Net s ales ) Net income per share: Basic (yen) *FY05/3 results are restated. © NEC Corporation 2006 Page 6 Financial Results by Segment (Billion Yen) FY05/3 Actual IT Solutions Net sales Network Solutions Profit/Loss (to sales) Net sales Electron Devices Profit/Loss (to sales) Net sales 2,167.8 2,174.6 0% 106.1 81.8 -24.3 4.9% 1,786.2 -5% 41.5 62.0 + 20.5 2.2% 3.5% Others/Eliminations etc. Profit/Loss 869.1 808.4 -7% 33.4 -25.5 -58.9 3.8% -3.1% -110.5 55.7 - -39.1 -22.9 + 16.2 - (to sales) Net sales - 4,801.7 4,824.9 0% 141.9 95.4 -46.4 Profit/Loss (to sales) *FY05/3 results are restated. © NEC Corporation 2006 3.8% 1,875.3 Profit/Loss (to sales) Net sales Total FY06/3 Actual YOY Page 7 3.0% 2.0% 2. Financial Outlook for FY 2007/3 Basic Policy for FY07/3 Achievement of financial forecasts Further Further execution execution of of growth growth strategy strategy X XFocus Focuson on growth growthbusiness business --Reinforcing ReinforcingR&D R&D ininNGN NGNarea area --Increase Increaseinin UNIVERGE UNIVERGEsales sales -- Improvement Improvementofof profitability profitabilityinin SI SIbusiness business Steady Steady execution execution of of Crystallization Crystallization of of effects effects measures of measures of re-organization re-organization to and to improve improve profitability profitability and partnerships partnerships X XTurnaround Turnaroundofofunderunderperforming performingbusinesses businesses •• Mobile Mobileterminals terminals •• Semiconductors Semiconductors •• PCs PCs X XContinuation Continuationofof production/ production/process process innovation innovation X XRealization Realizationofof re-organization re-organizationeffects effects •• Software/service Software/service •• Enterprise EnterpriseN/W N/W •• BIGLOBE BIGLOBE X XPositive Positiveeffects effectsofof alliances alliances Improvements Improvements in in internal internal governance governance // compliance compliance © NEC Corporation 2006 Page 9 Financial Outlook (Overview) (Billion Yen) Actual Net sales FY07/3 1st Half FY07/3 Full Year FY06/3 Full Year Forecast YOY Forecast 4,824.9 4,900 2% 2,250 Operating income 95.4 130 +34.6 15 (% to Net s ales ) 2.0% 3% Income before income taxes 83.3 100 +16.7 10 Net income 12.1 50 +37.9 10 (% to Net s ales ) 0.3% 1% Net income per share: Basic (yen) 6.05 25.09 +19 153.4 120 -33.4 Free cash flows YOY NA* 1% 0% *Financial Results for 1st Half of FY06/3 will be restated hereafter. (Forecasts as of May 11, 2006) © NEC Corporation 2006 Page 10 Financial Outlook by Segment (Billion Yen) IT Solutions FY06/3 Full Year Actual Net sales YOY 1,010 2,220 2% 81.8 20 90 + 8.2 3.8% 2% 4% 1,786.2 790 1,740 -3% 62.0 16 70 + 8.0 3.5% 2% 4% 808.4 430 885 9% -25.5 -2 8 + 33.5 -3.1% -1% 1% 55.7 20 55 -1% -22.9 -19 -38 -15.1 - - - 4,824.9 2,250 4,900 2% Profit/Loss 95.4 15 130 + 34.6 (to sales) 2.0% 1% 3% (to sales) Network Solutions Net sales Profit/Loss (to sales) Electron Devices Net sales Profit/Loss (to sales) Others/Eliminations Net sales Total 1st Half Forecast 2,174.6 Profit/Loss etc. FY07/3 Full Year Forecast Profit/Loss (to sales) Net sales (Forecasts as of May 11, 2006) © NEC Corporation 2006 Page 11 3. Segment Information IT Solutions Business (Billion Yen) Full Year Sales 2,167.8 Personal solutions 2,174.6 723.9 Computer platform 500.1 Software 106.9 Approx. 2,220 749.5 106.1 489.9 Approx 90 102.8 FY06/3: FY06/3: Sales Salesremained remainedalmost almostthe thesame same as asthe theprevious previousyear year --PC shipment grew PC shipment grewsteadily steadily (Personal solutions) (Personal solutions) --Computer Computerplatform platformdecreased decreased Profit Profitdeclined declinedas ascompared comparedwith with the theprevious previousyear year(-¥24.3B) (-¥24.3B) --Forex impact on Forex impact onPersonal Personalsolutions solutions --Prior investment in Software Prior investment in Software --Decreased Decreasedprofit profitfrom frommaintenance maintenance 81.8 SI/Services 836.9 05/3 FY07/3: FY07/3: 832.4 06/3 07/3 (Forecast) Segment profit (Forecast as of May 11 2006) (05/3 is restated figure) © NEC Corporation 2006 Planning Planningincrease increaseboth bothininsales salesand andprofit profit --Profit increase in SI/services is Profit increase in SI/services is planned planneddue duetotoupbeat upbeatdomestic domestic IT ITinvestment investment --Recovery RecoveryofofPersonal Personalsolutions solutions business business Page 13 IT Solutions Business ■SI/Services … FY07/3 Plan: Steady profit increase ◇Steady improvement of SI projects SI/services profit mix & margin - Process innovation in SI projects was actualized (2nd half of 05/3) - Loss from underperforming projects was narrowed by enhanced project management ¨ Further reinforcement in FY07/3 9% 8% 8% 8% 6% SI 6% maintenance ◇Decrease in profit from maintenance was more than expected ¨ Promote reform through cost reduction ¨ Make group-wide efforts to improve profitability by sharing objectives FY04/3 1H FY04/3 2H FY05/3 1H FY05/3 2H FY06/3 1H ■Personal solutions … FY07/3 Plan: Recovery to profitable point ◇PC profit declined by drastic change of exchange rates ¨ Reinforce tolerance to changes of business environment such as exchange rates (Continuing production process innovation, Reduce cost of maintenance/ support by quality improvement) © NEC Corporation 2006 Page 14 FY06/3 2H Network Solutions Business Full Year 1,875.3 Sales (Billion Yen) Approx. 1,740 1,786.2 Social 255.4 Infrastructure 277.9 Approx. 70 Broadband 614.5 592.2 Mobile 388.5 Infrastructure --Mobile MobileTerminals Terminalsdecreased decreasedby by27% 27% --Mobile Infra. Increased by 19% Mobile Infra. Increased by 19% by byfavorable favorablesales salesininboth both Japanese and overseas Japanese and overseasmarket market Profit Profitincreased increasedYoY YoY¥¥20.5 20.5BB --Loss Losswidened widenedininMobile MobileTerminals Terminals because becauseofofrebuilding rebuildingcost costininChina, China,etc. etc. --Profit from infrastructure businesses Profit from infrastructure businesses improved improved 62.0 41.5 461.3 FY07/3 FY07/3Forecasts: Forecasts: Plan Planto toincrease increaseprofit profit by byimproving improvingMobile MobileTerminals Terminals Mobile 616.9 Terminals 454.8 --Turnaround TurnaroundofofMobile MobileTerminals Terminalsinin2H 2H Segment Profit 05/3 FY06/3 FY06/3Results: Results: Sales Salesdecreased decreasedYoY YoY-5% -5% 06/3 07/3 (Forecast) Continue Continuerobust robustperformance performance ininInfra. Infra.businesses businessesas aslast lastyear year •Forecast as of May 11, 2006 •FY05/3 results are restated. © NEC Corporation 2006 Page 15 Network Solutions Business ■ Mobile Terminals: In 2H of FY07/3, return to breakeven level ◇Shipment volume in 06/3 10.9Mil. units (17% decrease) → more than 9Mil. in 07/3 (plan) Japan: flat Overseas: 40% decrease ◇Tough competition in Japan is forecasted, however reduce loss overseas by focusing on profitability ■ Mobile infrastructure: FY07/3 Keep sales and profit level of FY06/3 ◇06/3 : Sales increased by 19% and profit grew significantly. ◇07/3 : Planning to maintain good results of the previous FY -Communication service providers in Japan will continue to invest to differentiate services even if it will not be at the level of 06/3 -Overseas business : Market will grow steadily by the shift of GSM to W-CDMA ■ Broadband business: Keep same profit level with NGN R&D costs ◇Business with communication service providers : Starting up toward NGN, but mostly at preparatory stage such as trials. Leading to greater up-front development ◇Business with enterprises : Planning steady growth with UNIVERGE. Expand overseas business by ex. capital participation in PBC © NEC Corporation 2006 Page 16 Electron Devices Business (Billion Yen) Full Year Sales Electronic Components/ Others 869.1 Displays 808.4 Approx. 885 92.2 97.8 68.9 *Sales in FY05/3 includes PDP. 64.6 33.4 Approx. 8 Semiconductors (NEC Electronics) 708.0 646.0 Segment profit •Forecast as of May 11, 2006 •FY05/3 results are restated. © NEC Corporation 2006 06/3 Semiconductors Semiconductors --Full-year Full-yearsales salessignificantly significantlydown down due dueto tooverall overallweak weakdemand demand --Sales Saleshit hitthe thebottom bottominin1Q 1Qand andon onaa recovery recoverytrend trend --Profit Profitdropped droppeddue dueto tothe thedecline declineinin net netsales salesand andprice priceerosion erosion LCDs, LCDs,electronic electroniccomponents components --Stable Stablesales/profit sales/profit FY07/3 FY07/3Forecast: Forecast: -25.5 05/3 FY06/3 FY06/3Results: Results: Sales Salesdown downyoy yoyby by-7% -7% Profit Profitdecreased decreasedyoy yoyby by¥¥-58.9 -58.9BB 07/3 (forecast) Semiconductors Semiconductorswill willreturn returnto tothe theblack black --Recovering Recoveringorders ordersand andsales salesfrom from marketing marketingefforts efforts --Increasing Increasingmarginal marginalprofit profitby by expanding sales expanding sales Page 17 Conclusion Achievement of financial forecasts Further Further execution execution of of growth growth strategy strategy X XFocus Focuson on growth growthbusiness business --Reinforcing ReinforcingR&D R&D ininNGN NGNarea area --Increase Increaseinin UNIVERGE UNIVERGEsales sales -- Improvement Improvementofof profitability profitabilityinin SI SIbusiness business Steady Steady execution execution of of Crystallization Crystallization of of effects effects measures of measures of re-organization re-organization to and to improve improve profitability profitability and partnerships partnerships X XTurnaround Turnaroundofofunderunderperforming performingbusinesses businesses •• Mobile Mobileterminals terminals •• Semiconductors Semiconductors •• PCs PCs X XContinuation Continuationofof production/ production/process process innovation innovation X XRealization Realizationofof re-organization re-organizationeffects effects •• Software/service Software/service •• Enterprise EnterpriseN/W N/W •• BIGLOBE BIGLOBE X XPositive Positiveeffects effectsofof alliances alliances Improvements Improvements in in internal internal governance governance // compliance compliance © NEC Corporation 2006 Page 18 Appendix Sales of Mobile Terminals Shipment volumes of mobile terminals 15.5m units 30%50%+ of Overseas 13.1 40% 20% 9.4 of Domestic Overseas 70%+ Domestic 10.9 60%+ of Overseas 900+ 1/3 90%+ of Overseas Overseas 50%+ Domestic of Domestic 90%+ 60% 20%+ 80%+ 400+ 2/3 of Domestic 20% 80%- 80% 03/3 Full Year 04/3 Full Year 05/3 Full Year 06/3 Full Year 07/3 (Forecast) 1H Full Year *Forecasts as of May. 11, 2006 © NEC Corporation 2006 Page 20 Appendix Impact of the Restatement by Segment (1) Net Sales ( including internal saled to other segments) FY05/3 Restated FY06/3 Impact (changes from reported amount) Actual It Solutions 2,167.8 +23.4 scope of consolidation +23.0 Network Solutions 1,875.3 -16.7 reporting revenue net -10.0 false transactions -17.0, scope of consolidation +14.0, 2,174.6 1,786.2 Electron Devices 869.1 +0.5 Others 586.4 -62.7 consolidation +7.0, reporting revenue net -8.0 698.4 -697.0 +2.1 -642.6 Eliminations Consolidated Total 4,801.7 Impact (defferences from forecast) 808.4 discontinued operations -61.0, scope of false transactions -17.0, scope of consolidation +44.0, -53.4 reporting revenue net -18.0 4,824.9 -26.2 discontinued operations -26.2 discontinued operations -26.2 (2) Segment Profit or Loss FY05/3 Restated It Solutions 106.1 Network Solutions 41.5 Electron Devices 33.4 7.1 3.0 Others Eliminations Unallocated corporate expenses* -49.3 Consolidated Total 141.9 FY06/3 Actual Impact (changes from reported amount) +3.8 R&D costs +4.0 +15.1 false transactions -4.0, R&D costs +23.0 -3.8 warranty reserve -3.0 -4.4 descontinued operations - -2.0 - 81.8 +1.0 R&D costs 62.0 +20.0 R&D costs -25.5 13.7 11.5 +4.0 R&D costs -48.1 false transactions -4.0, discontinued operations -2.0, +10.7 R&D costs +27.0, warranty reserve -3.0 *Unallocated corporate expenses include general corporate expenses and research and development expenses at NEC Corporation which are not allocated to any business segment. © NEC Corporation 2006 Impact (defferences from forecast) Page 21 95.4 +25.0 R&D costs +25.0