ORIX CORP - Regulatory Filings 2011

6-K 1 d6k.htm FORM 6-K Form 6-K

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 OF

THE SECURITIES EXCHANGE Act of 1934

For the month of May 2011.

ORIX Corporation

(Translation of Registrants Name into English)

Mita NN Bldg., 4-1-23 Shiba, Minato-Ku, Tokyo, JAPAN

(Address of Principal Executive Offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F x Form 40-F ¨

(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes ¨ No x

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Table of Documents Filed

1.	ORIXs Consolidated Financial Results (April 1, 2010 March 31, 2011) filed with the Tokyo Stock Exchange on Tuesday May 10, 2011.

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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.

/s/ Haruyuki Urata
Haruyuki Urata
Director
Deputy President & CFO
ORIX Corporation

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Consolidated Financial Results

April 1, 2010 March 31, 2011

May 10, 2011

In preparing its consolidated financial information, ORIX Corporation and its subsidiaries have complied with accounting principles generally accepted in the United States of America, except as modified to account for stock splits in accordance with the usual practice in Japan.

U.S. Dollar amounts have been calculated at Yen 83.15 to $1.00, the approximate exchange rate prevailing at March 31, 2011.

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under Risk Factors in the Companys Form 20-F filed with the United States Securities and Exchange Commission.

The Company believes that it will be considered a passive foreign investment company for United States Federal income tax purpose in the year to which these consolidated financial results relate and for the foreseeable future by reason of the composition of its assets and the nature of its income. A U.S. holder of the shares or ADSs of the Company is therefore subject to special rules generally intended to eliminate any benefits from the deferral of U.S. Federal income tax that a holder could derive from investing in a foreign corporation that does not distribute all of its earnings on a current basis. Investors should consult their tax advisors with respect to such rules, which are summarized in the Companys annual report.

For further information please contact:

Investor Relations

ORIX Corporation

Mita NN Bldg., 4-1-23 Shiba, Minato-ku, Tokyo 108-0014

JAPAN

Tel: +81-3-5419-5042 Fax: +81-3-5419-5901

E-mail: [email protected]

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Material Contained in this Report

The Companys financial information for the fiscal year from April 1, 2010 to March 31, 2011 filed with the Tokyo Stock Exchange and also made public by way of a press release.

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Consolidated Financial Results from April 1, 2010 to March 31, 2011

(U.S. GAAP Financial Information for ORIX Corporation and its Subsidiaries)

Corporate Name:	ORIX Corporation
Listed Exchanges:	Tokyo Stock Exchange (Securities No. 8591) Osaka Securities Exchange New York Stock Exchange (Trading Symbol : IX)
Head Office:	Tokyo JAPAN
	Tel: +81-3-5419-5042
	(URL http://www.orix.co.jp/grp/en/ir/index.html)

1. Performance Highlights for the Years Ended March 31, 2011 and 2010

(1) Performance Highlights - Operating Results (Unaudited)

*(millions of yen)1

March 31, 2011	970,110	6.3	%	73,960	157.6	%	91,965	68.5 %	67,275	78.2 %
March 31, 2010	912,294	(11.6	%)	28,710	(47.0	%)	54,593	353.6 %	37,757	72.2 %

Comprehensive Income (Loss) Attributable to ORIX Corporation was ¥53,956 million for the fiscal year ended March 31, 2011 (year-on-year change was 5.7% increased) and ¥51,069 million for the fiscal year ended March 31, 2010.

March 31, 2011	625.88	527.75	5.1 %	1.1 %	7.6 %
March 31, 2010	370.52	315.91	3.1 %	0.7 %	3.1 %

Equity in Net Income of Affiliates was a net gain of ¥16,806 million for the fiscal year ended March 31, 2011 and a net gain of ¥8,364 million for the fiscal year ended March 31, 2010.

*Note 1: Unless otherwise stated, all amounts shown herein are in millions of Japanese yen or millions of U.S. dollars, except for Per Share amounts which are in single yen.

*Note 2: Income before Income Taxes as used throughout the report represents Income before Income Taxes and Discontinued Operations.

*Note 3: Return on Assets was calculated based on Income before Income Taxes and Discontinued Operations.

(2) Performance Highlights - Financial Position (Unaudited)

March 31, 2011	8,581,582	1,341,028	1,319,341	15.4 %	12,273.11
March 31, 2010	7,739,800	1,316,461	1,298,684	16.8 %	12,082.56

(3) Performance Highlights - Cash Flows (Unaudited)

March 31, 2011	212,380	251,598	(363,590	)	732,127
March 31, 2010	209,311	432,788	(466,924	)	639,087

2. Dividends for the Years Ended March 31, 2011 and 2010 (Unaudited)

March 31, 2011	80.00	8,599	12.8 %	0.7 %
March 31, 2010	75.00	8,061	20.2 %	0.6 %

3. Forecasts for the Year Ending March 31, 2012 (Unaudited)

Fiscal Year — March 31, 2012	980,000	1.0 %	77,500	15.2 %	720.94

4. Other Information

(1) Changes in Significant Consolidated Subsidiaries	Yes ( ) No ( x )
Addition - None
(
)	Exclusion - None
(
)

(2) Changes in Accounting Principles, Procedures and Disclosures

1. Changes due to adoptions of new accounting standards	Yes ( x ) No ( )
2. Other than those above	Yes ( ) No ( x )

For further details, see Significant Accounting Policies on page 19.

(3) Number of Outstanding Shares (Ordinary Shares)

The number of outstanding shares, including treasury stock, was 110,245,846 as of March 31, 2011, and 110,229,948 as of March 31, 2010.
The number of treasury stock was 2,747,344 as of March 31, 2011, and 2,745,701 as of March 31, 2010.
The average number of shares was 107,488,998 for the fiscal year ended March 31, 2011, and 101,901,296 for the fiscal year ended March 31, 2010. For further details, see Per Share Data on page 18.

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1. Qualitative Summary of Consolidated Financial Results

(1) Analysis of Financial Highlights

Financial Results for the Fiscal Period Ended March 31, 2011

Total Revenues	(millions of yen)	912,294	970,110	57,816	6 %
Income Before Income Taxes	(millions of yen)	54,593	91,965	37,372	68 %
Net Income Attributable to ORIX Corporation	(millions of yen)	37,757	67,275	29,518	78 %
Earnings Per Share (Basic)	(yen)	370.52	625.88	255.36	69 %
(Diluted)	(yen)	315.91	527.75	211.84	67 %
ROE*	(%)	3.1	5.1	2.0
ROA*	(%)	0.47	0.82	0.35

Note 1: ROE is the ratio of Net Income Attributable to ORIX Corporation for the period to average ORIX Corporation Shareholders Equity.

Note 2: ROA is the ratio of Net Income Attributable to ORIX Corporation for the period to average Total Assets.

Economic Environment

The global economy is in the process of a moderate recovery. However, recovery is occurring at different speeds in different countries. Economic recovery in advanced economies continues to rely on economic stimulus from the government, while developing economies continue to have strong economic growth. Meanwhile, concerns remain about the effect of rising commodity prices, including the price of crude oil, which has risen sharply, and lingering fiscal problems in Europe.

The U.S. economy has experienced mild recovery due in part to quantitative easing and tax reductions. Corporate performance is recovering and consumer spending is improving, despite continued weakness in the housing market.

Emerging economies in the Asian region continue to experience stable growth. In China, especially, both domestic and overseas demand is increasing.

The Japanese economy continues to tread water. However, moderate recovery is forecasted from the second half of the fiscal year ended March 31, 2012 despite damage to plant equipment and low production levels due to rolling blackouts resulting from the Great East Japan Earthquake (hereinafter the earthquake), in addition to concerns about a worsening of consumer sentiment.

Overview of Business Performance (April 1, 2010 to March 31, 2011)

Revenues for the consolidated fiscal year ended March 31, 2011 (hereinafter the fiscal year) increased 6% to ¥970,110 million compared to ¥912,294 million during the previous fiscal year. Due to the application of new accounting standards starting in this fiscal year relating to the consolidation of variable interest entities (VIEs) (see page 19), VIEs that have become subject to consolidation have increased, and as a result, interest on loans and investment securities increased compared to the previous fiscal year. Meanwhile, real estate sales increased compared to the previous fiscal year due to an increase in units delivered in the condominium business.

Expenses for the fiscal year were flat year on year at ¥896,150 million. Interest expense increased compared to the previous fiscal year in line with the application of the above-mentioned new accounting standards related to VIEs. In addition, costs of real estate sales increased compared to the previous fiscal year due to the above-mentioned increase in the number of condominiums delivered and write-downs of long-lived assets also increased mainly in the real estate segment. However, provision for doubtful receivables and probable loan losses significantly decreased compared to the previous fiscal year due to a large decrease in the occurrences of non-performing loans. Also, selling, general and administrative expenses decreased as a result of the deconsolidation of ORIX Credit Corporation and ORIX Securities Corporation.

Equity in net income of affiliates increased compared to the previous fiscal year in which a loss was recorded resulting from an affiliate filing for protection under the Corporate Rehabilitation Law, mainly due to contributions from equity-method affiliates in the Asian region. Also, gains on sales of subsidiaries and affiliates and liquidation losses, net, decreased due to the absence of gains on the sales of ORIX Credit Corporation and ORIX Securities Corporation recorded in the previous fiscal year.

As a result of the foregoing, income before income taxes and discontinued operations for the fiscal year increased 68% to ¥91,965 million compared to ¥54,593 million during the previous fiscal year, and net income attributable to ORIX Corporation increased 78% to ¥67,275 million compared to ¥37,757 million during the previous fiscal year.

Furthermore, a loss on the disposal, increased provisions for doubtful receivables and probable loan losses and decreased revenues were recorded for certain assets, including a portion of held properties, collateral real estate and rental assets that were directly damaged by the earthquake. However, the impact on performance is limited.

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Segment Information

All segments were profitable for the fiscal year ended March 31, 2011. The Real Estate and Retail segments saw a decrease in profits compared to the previous fiscal year, while the Corporate Financial Services, Maintenance Leasing, Investment Banking and Overseas Business segments each recorded increases in profits.

Beginning this fiscal year, the Company changed the way it measures its segment assets and segment revenues related to certain VIEs which are consolidated in accordance with the above-mentioned new accounting standards as a result of the Companys management changing its internal performance assessment measures to manage its segments.

In addition, in line with a change of management classification, ORIXs Information and Communication Technology Department, which was previously included in the Corporate Financial Services segment, has been included in the Maintenance Leasing segment since the first quarter. In addition, the real estate finance business, previously included in the Investment Banking segment, was transferred to the Real Estate segment beginning in the third quarter.

Due to these changes, reclassified figures are shown for the fiscal year ended March 31, 2010 (See page 17, Segment

Information).

Segment information for the fiscal year is as follows:

Corporate Financial Services Segment

This segment is involved in lending, leasing, commission business for the sale of financial products, and

environment-related businesses.

Segment revenues increased 5% to ¥103,239 million compared to ¥98,063 million during the previous fiscal year. This is due to increased investment in direct financing leases resulting from the purchase of Sun Telephone Co., Ltd.s leasing receivables and the purchase of Tsukuba Lease Co., Ltd. and increased revenues from the environmental business, which were partially offset by a decrease in installment loan revenues in line with a decrease in the average balance of installment loans as a result of restrictions on new loan executions implemented during the previous fiscal year.

Segment expenses decreased compared to the previous fiscal year resulting from a significant decrease in provisions for doubtful receivables and probable loan losses. As a result of restrictions on new transactions and stricter collateral requirements, the new occurrence of non-performing loans has been decreasing since the fourth quarter of the fiscal year ended March 31, 2009. Despite the one-time occurrence of provisions due to the earthquake, provisions for doubtful receivables and probable loan losses have decreased due to the effects of economic recovery as corporate earnings improve.

As a result, segment profits for the fiscal year were ¥10,247 million compared to a loss of ¥18,983 million in the previous fiscal year.

Segment assets decreased 15% to ¥1,006,107 million compared to March 31, 2010, due to a decline in the balance of installment loans offsetting an increase in investment in direct financing leases from the purchase of leasing receivables and new, small-sized leasing transactions.

Maintenance Leasing Segment

This segment consists of automobile and rental operations. The automobile operations are comprised of automobile leasing, rentals and car sharing and the rental operations are comprised of leasing and rental of precision measuring and IT-related equipment.

Despite limited recovery of domestic capital expenditure and an otherwise bleak business environment outlook which has continued as a result of the earthquake, Maintenance Leasing segment revenues have remained stable due to the ability to provide customers with high value-added services while meeting corporate customers cost reduction needs.

Segment revenues remained robust at ¥225,830 million compared to ¥226,179 million during the previous fiscal year due to solid revenues from the sales of used automobiles and automobile maintenance despite a decrease in direct financing lease revenues.

Segment expenses decreased compared to the previous fiscal year, due to a decrease in depreciation expense and as a result of a year on year decrease in the average balance of operating lease assets and a decrease in interest expense.

As a result, segment profits for the fiscal year increased 12% to ¥26,203 million compared to ¥23,307 million during the previous fiscal year.

Segment assets decreased 3% to ¥502,738 million compared to March 31, 2010 mainly due to a decrease in direct financing lease assets.

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Real Estate Segment

This segment consists of development and rental of commercial real estate and office buildings, condominium

development and sales, hotel, golf course, and training facility operation, senior housing development and management, REIT asset management, real estate investment and advisory services, and real estate finance.

The real estate finance business, previously included in the Investment Banking segment, was transferred to the Real Estate segment beginning in the third quarter to consolidate management with the Real Estate Headquarters to improve operational efficiency.

Despite trends of recovery in the residential condominium market such as contract completion rates surpassing the key benchmark level of 70% in the Tokyo and Osaka metropolitan areas, worsening consumer sentiment resulting from the earthquake is cause for concern. Under these conditions, over 1,000 condominiums were delivered in the fourth quarter, resulting in the delivery of 1,616 units for the fiscal year, up from 1,530 units during the previous fiscal year.

Vacancy rates have increased and rental rates are decreasing in the office building market as a result of new buildings supplied to the market. The impact of the earthquake must also be taken into consideration, and it is difficult to forecast when the market conditions will hit bottom. Under this environment, the real estate investment business is pursuing a policy of turning over assets while carefully monitoring the market and making appropriate asset sales based on real demand.

The real estate operating business, consisting of various facilities such as hotels, Japanese inns, golf courses and training facilities has stable revenues despite a portion of facilities having halted operation due to the earthquake.

Segment revenues remained flat year on year at ¥217,590 million compared to ¥215,001 million during the previous fiscal year due to increases in real estate sales resulting from the increase in number of condominiums delivered and operating lease revenues from enhanced leasing, offset by a decrease in revenues resulting from lower average balances of installment loans and investment securities (including specified bonds) in the real estate finance business and the absence of a gain from the sale of a large property in the current year like that which was recorded in the previous fiscal year.

Segment expenses were flat year on year as provisions for doubtful receivables and probable loan losses, interest expense and selling, general and administrative expenses decreased despite an increase in write-downs on long-lived assets.

As a result, segment profits for the fiscal year were ¥54 million compared to ¥138 million during the previous fiscal year.

Segment assets were down 8% to ¥1,539,814 million compared to March 31, 2010 due to decreases in installment loans, investment in securities (including specified bonds) and real estate under operating leases.

Investment Banking Segment

This segment consists of loan servicing (asset recovery), principal investment, M&A advisory, venture capital and

securities brokerage.

There have been signs of increased merger and acquisitions both inbound and outbound. Additionally, there are opportunities for investment in non-performing loans arising from changes in domestic and international financial regulations.

Segment revenues decreased 11% to ¥65,661 million compared to ¥73,422 million during the previous fiscal year in line with decreased revenues as a result of the sale of consolidated subsidiaries despite large collections in the loan servicing business and robust fee revenues from the CMBS servicing business.

Segment expenses decreased year on year due to a decrease in expenses in line with the sale of consolidated subsidiaries despite an increase in provisions for doubtful receivables and probable loan losses in the loan servicing business.

In addition, a gain on the sale of a subsidiary was recorded from the sale of QB Net Co., Ltd. during the third quarter and continued robust profits from the loan servicing business resulted in a segment profit for the fiscal year of ¥13,000 million compared to loss of ¥2,848 million during the previous fiscal year when equity in net income (loss) of affiliates was recorded during the first consolidated period due to an affiliate filing for protection under the Corporate Rehabilitation Law.

Segment assets remained flat year on year at ¥468,231 million due to the investment in Tokyo Star Bank, which was offset by a decrease resulting from Chartis Japan Capital Companys tender offer for Fuji Fire and Marine.

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Retail Segment

This segment consists of the life insurance operations, the trust and banking business, and the card loan business operated by an affiliate.

In the life insurance business, insurance-related investment income remained robust and insurance-related gains showed favorable growth due to an increase in contracts for new products.

Installment loans at the trust and banking business increased and assets surpassed ¥1 trillion. Both revenues and profits for the trust and banking business are increasing. Also, Internet-based deposits are increasing steadily.

Segment revenues and expenses from the card loan business are recognized as segment profits under equity in net income of affiliates due to the share transfer of the card loan business during the previous fiscal year. Furthermore, gain on the sale of a subsidiary was recognized for the card loan business during the second quarter of the previous fiscal year.

In addition, segment revenues and expenses from the subsidiary for which a gain on the sale of a subsidiary was recognized following a share transfer with Monex Group, Inc. in the fourth quarter of the previous fiscal year are recognized as segment profits under equity in net income of affiliates.

As a result of the foregoing, segment revenues decreased 4% to ¥148,768 million compared to ¥155,491 million during the previous fiscal year. Segment expenses decreased mainly due to decreases in selling, general and administrative expenses and provisions for doubtful receivables and probable loan losses. However, due to a large gain on sales of subsidiaries in the previous fiscal year, segment profits for the fiscal year decreased 24% to ¥23,777 million compared to ¥31,104 million during the previous fiscal year.

Segment assets increased 5% to ¥1,653,704 million compared to March 31, 2010 as a result of an increase in investment securities and an increase in installment loans in the trust and banking business.

Overseas Business Segment

This segment consists of leasing, lending, investment in bonds, investment banking, real estate-related operations, and ship- and aircraft-related operations in the U.S., Asia, Oceania and Europe.

In the U.S. there have been signs of economic recovery despite persistent concerns about the housing market and high unemployment. Conversely, high growth in the Asian region is expected to continue.

Segment revenues decreased 5% to ¥176,875 million compared to ¥185,906 million during the previous fiscal year as a result of decreases in investment securities related revenues and fee revenues offsetting contributions from aircraft and automobile operating leases and Red Capital.

The cost of operating leases decreased, as well as provisions for doubtful receivables and probable loan losses and write-downs of securities in the U.S. In addition, equity in net income of affiliates increased due to contributions from a joint venture condominium development in Asia resulting in segment profits for the fiscal year increasing 23% to

¥45,639 million compared to ¥37,142 million during the previous fiscal year.

Despite the effect of the appreciated yen, segment assets increased 13% to ¥972,224 million compared to March 31,

2010 due to an increase in investment securities from the purchase of municipal bonds in the U.S., increased aircraft operating lease assets and private equity investments centered on Asian countries.

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Outlook and Forecast for the Fiscal Year Ending March 31, 2012

Based on the operating environment described above and management policies described further below, ORIX forecasts total revenues of ¥980,000 million (up 1% year on year) and net income attributable to ORIX Corporation of ¥77,500 million (up 15% year on year) for the fiscal year ending March 31, 2012.

The Corporate Financial Services segment is aiming to further accelerate the Finance + Services strategy.

Maintenance Leasing segment revenues are forecasted to be stable through the expansion of high value-added services.

The Real Estate segment is seeking to strengthen its stable revenue base by continuous asset turnover, joint investments with overseas investors and promotion of its real estate-related asset management business.

The Investment Banking segment aims for stable revenues through business expansion capitalizing on loan servicing expertise and the promotion of equity investments.

Retail segment forecasts profit contributions with the expansion of the trust and banking and life insurance businesses.

The Overseas Business segment aims to expand stable revenues centered around subsidiaries newly added to the Group in the U.S. In addition, it will embrace growth in developing economies particularly Asia while capitalizing on the

network and operating base that it has established over the years.

Forward-looking statements in this document such as forecasts are attributable to information currently available to the Company and management as well as on assumptions deemed rational. Actual financial results may differ materially due to various factors including, but not limited to, those described under (4) Risk Factors herein and in the Form 20-F submitted to the U.S. Securities and Exchange Commission. Therefore, readers are urged not to place undue reliance on these figures.

(2) Qualitative Information Regarding Consolidated Financial Condition

Analysis of Assets, Liabilities, Shareholders Equity and Cash Flow

Total Assets	(millions of yen)	7,739,800	8,581,582	841,782		11	%
(Segment Assets)		6,284,275	6,142,818	(141,457	)	(2	%)
Total Liabilities	(millions of yen)	6,395,244	7,206,652	811,408		13	%
(Long- and Short-term Debt)		4,409,835	5,009,901	600,066		14	%
(Deposits)		853,269	1,065,175	211,906		25	%
Shareholders Equity*	(millions of yen)	1,298,684	1,319,341	20,657		2	%
Shareholders Equity Per Share*	(yen)	12,082.56	12,273.11	190.55		2	%

Note 3: Shareholders Equity refers to ORIX Corporation Shareholders Equity.

Total assets increased 11% to ¥8,581,582 million compared to ¥7,739,800 million on March 31, 2010, primarily due to the application of new accounting standards in this fiscal year relating to the consolidation of VIEs (see page 19), which increased the amount of installment loans and investment in direct financing leases as compared to March 31, 2010. Segment assets decreased 2% to ¥6,142,818 million compared to March 31, 2010.

Regarding liabilities, the application of new accounting standards relating to VIEs resulted in an increase in long-term debt compared to March 31, 2010. Furthermore, deposits have increased in accordance with business expansion in the trust and banking business.

Shareholders equity increased 2% to ¥1,319,341 million compared to March 31, 2010.

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Summary of Cash Flows

Cash and cash equivalents increased by ¥93,040 million to ¥732,127 million compared to March 31, 2010.

Cash flows from operating activities provided ¥212,380 million during the fiscal year, up from ¥209,311 million during the previous fiscal year, resulting from an increase in net income compared to the previous fiscal year, a decrease in other receivables, in addition to the adjustment of net income such as depreciation and amortization, provision for doubtful receivables and probable loan losses and equity in net income of affiliates (excluding interest on loans).

Cash flows from investing activities provided ¥251,598 million during the fiscal year, having provided ¥432,788 million during the previous fiscal year, due to increases in purchases of leasing equipment and available-for-sale securities, and a decrease in sales of subsidiaries, net of cash disposed.

Cash flows from financing activities used ¥363,590 million during the fiscal year, having used ¥466,924 million during the previous fiscal year, due to an increase in funding through liabilities.

Trend in Cash Flow-Related Performance Indicators

Shareholders Equity Ratio	16.8 %	15.4 %
Shareholders Equity Ratio based on Market Value	11.5 %	9.8 %
Interest-bearing Debt to Cash Flow Ratio	25.1	28.6
Interest Coverage Ratio	2.6 times	1.7 times

Shareholders Equity Ratio: Shareholders Equity/Total Assets

Shareholders Equity Ratio based on Market Value: Total Market Value of Listed Shares/Total Assets

Interest-bearing Debt to Cash Flow Ratio: Interest bearing Debt/Cash Flow

Interest Coverage Ratio: Cash Flow/Interest Payments

Note 4: All figures have been calculated on a consolidated basis

Note 5: Total market value of listed shared has been calculated based on the number of outstanding shares excluding treasury stock.

Note 6: Cash flow refers to cash flows from operating activities.

Note 7: Interest-bearing debt refers to short- and long- term debt and deposits listed on the consolidated balance sheets.

(3) Profit Distribution Policy and Dividends for the Fiscal Year Ended March 31, 2011

ORIX believes that securing profits from its businesses, primarily as retained earnings, and utilizing them for strengthening its base of operations and making investments for growth, assists in sustaining profit growth while maintaining financial stability, and leading to increased shareholder value.

Regarding dividends, ORIX responds to shareholder expectations by increasing shareholder value through mid- to long-term profit growth and steady distribution of profit.

Regarding share buybacks, ORIX will take into account the adequate level of retained earnings and act flexibly and accordingly by considering the factors such as changes in the economic environment, trend in stock prices, and financial situation.

Given the policy outlined above and the current operating environment, the annual dividend will be 80 yen per share, up from 75 yen in the previous year.

Dividend distribution is scheduled once a year as a year-end dividend.

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(4) Risk Factors

With the announcement of our results for the fiscal year ended March 31, 2011, additional items have arisen concerning Risk Factors found in our latest Form 20-F submitted to the U.S. Securities and Exchange Commission on June 29, 2010. Additional items are underlined below.

Risk Factors

Risks related to our external environment

(Before change)

(1) (6) omitted

(7) Our business activities, financial condition and results of operations may be adversely affected by unpredictable events

Our business activities, financial condition and results of operations may be adversely affected by unpredictable events or any continuing effects caused by such events. Unpredictable events include man-made events, such as accidents, war, terrorism and insurgency, and natural events, such as earthquakes, storms, tsunamis, fires and outbreaks of new strains of influenza or other infectious diseases. These events may, among other things, cause unexpectedly large market price movements or an unexpected deterioration of the economic conditions of a country or region. If such a sudden and unpredictable event occurs in an area where we operate, either as a single event or in combination with other events, we may be unable to respond to such changing economic conditions in a timely manner, and our results of operations may be adversely affected as a result.

(After change)

(1) (6) omitted

(7) Our business activities, financial condition and results of operations may be adversely affected by unpredictable events

The Great East Japan Earthquake that occurred on March 11, 2011 caused considerable economic and physical damage in Japan, including damage to a nuclear power station about 240 kilometers from Tokyo. The earthquake has had a significant short-term negative impact on the Japanese economy. The long-term effects from the disaster, including disruptions of electricity and water supplies as a result of damage to infrastructure, interruption of logistics services, radiation leaking from the damaged nuclear power station and a general decline in economic activity in Japan, are still unknown. Our exposures in the areas affected by the earthquake and the associated tsunamis are limited, however, owing to uncertainties relating to the disaster, the short- and long-term effects on us are difficult to predict and may adversely affect our operating results and financial position.

2. Management Policies

(1) Management Basic Policy

The ORIX Groups corporate philosophy and management policy are shown below.

Corporate Philosophy

The ORIX Group is constantly anticipating market needs and working to contribute to society by developing leading financial services on global scale and striving to offer innovative products that create new value for customers.

Management Policy

The ORIX Group strives to meet the diverse needs of its customers and to deepen trust by constantly developing superior services.

The ORIX Group aims to strengthen its base of operations and achieve sustained growth by integrating the ORIX Groups resources to promote synergies amongst different units.

The ORIX Group makes efforts to maintain a corporate culture that encourages a sense of fulfillment and pride by developing personnel resources through corporate programs and promoting professional development.

The ORIX Group aims to attain stable medium- and long-term growth in shareholder value by implementing these initiatives.

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(2) Target Performance Indicators

In its pursuit of sustained growth, the ORIX Group will use the following performance indicators: Net income attributable to ORIX Corporation to indicate profitability, ROE to indicate capital efficiency and ROA to indicate asset efficiency. For the foreseeable future, ORIX will strive to expand profit-earning opportunities in line with increased assets for fee-based and other businesses, pursue increased profitability by replacing assets, and will aim to achieve the medium-term target of around 10% ROE.

Three-year trends in performance indicators are as follows:

Net Income Attributable to ORIX Corporation	(millions of yen	21,924	37,757	67,275
ROE	(%)	1.8	3.1	5.1
ROA	(%)	0.25	0.47	0.82

(3) Medium- and Long-Term Corporate Management Strategies

The ORIX Group believes that it is vital to respond to changes in the market environment with agility and flexibility. The ORIX Group consists of six business segments (Corporate Financial Services, Maintenance Leasing, Real Estate, Investment Banking, Retail and Overseas Business) that represent a wide range of businesses, and Group-wide risk is controlled through a diversified business portfolio. At the same time, ORIX is able to capture profit-earning opportunities from various angles by the Group-wide sharing of information garnered from its wide-ranging domestic and international business and client base.

ORIX maintains a stable funding base, with a high share of long-term debt consisting of bonds, solid relationships with over 200 domestic and international financial institutions, and a ratio of indirect and direct funding at about 50:50.

Going forward, ORIX will continue its pursuit of the mid-term management strategies of Increasing the pace of Finance + Services and Embracing growth in emerging markets including Asia while focusing on expanding operations through business portfolio diversification.

Increase the pace of Finance + Services: After the occurrence of structural changes in the finance business environment caused by the financial crisis, providing additional high value-added services has been deemed essential for pursuing increased profitability in the finance business. The ORIX Group is already providing Finance + Services through its maintenance leasing service and loan servicing operations. Going forward, ORIX will capitalize on its accumulated Group client base, know-how and expertise to develop new business areas and provide more advanced services.

Embracing growth in emerging markets including Asia: As significant economic growth is observed in emerging markets, business expansion in Asia, especially China, is vital for company growth. ORIX Group will embrace growth in these countries by expanding operations capitalizing on local subsidiaries and partner networks it has established in emerging markets including Asia in addition to leveraging its successful investment track record.

ORIX will also further strengthen and enhance its existing operating platform in the deployment of this strategy. In addition, ORIX will create a new operating base by continually developing new products and services and making proposals valued by clients and society.

Table of Contents

Overviews and strategies for the six segments are as follows.

Segment	Business Overview	Business Strategies
Corporate Financial Services Segment	Lending, leasing, commission business for the sale of financial products and environment-related businesses	Increase the pace of Finance +
Services Expand the client base through
strengthened cooperation with ORIX Auto and Rentec Capture new business opportunities presented by the
changing environment
Maintenance Leasing Segment	Automobile leasing and rentals, car sharing, and precision measuring equipment and IT-related equipment rentals and leasing	Continue Group-wide sales
activities Expand high value-added
services Improve profitability by streamlining
operations and controlling costs
Real Estate Segment	Development and rentals of commercial real estate and office buildings, condominium development and sales, hotel, golf course, and training facility operation, senior housing
development and management, REIT asset management, real estate investment and advisory services and real estate finance	Expand business based on the real estate
value chain Realize balanced growth by expanding
the stable revenue base Enhance the asset
management business to expand fee-business and promote joint-investment with outside investors
Investment Banking Segment	Loan servicing (asset recovery), principal investment, M&A advisory, venture capital and securities brokerage	Capitalize on highly rated servicer
function with large market share for CMBS-related profit opportunities and strengthen the corporate rehabilitation business Exit from existing investments and capture opportunities for new investment
Retail Segment	Life insurance, trust and banking services and the card loan business operated by an affiliate	Life Insurance: Expand business through
development of distinctive third sector (medical and cancer insurance) products, enhance the agency network and increase efficiency Trust and Banking: Strengthen the corporate client base and create a balanced portfolio
Overseas Business Segment	Leasing, lending, investment in bonds, investment banking, real estate-related operations, and ship- and aircraft-related operations	U.S.: Expand Finance +
Services centered on asset management based on a high level of expertise Asia: Capitalize on ORIXs network to embrace growth
in emerging markets such as Asia. Find highly
profitable transactions in China based on alliances with local partners

(4) Corporate Challenges to be Addressed

The operating environment surrounding ORIX is dramatically changing in line with structural changes in society such as strong growth of emerging nations together with low growth of developed nations, contraction of the financial market, new financial regulations and global warming. It is vital for ORIX Group to continue to maintain and develop a business structure that flexibly and swiftly adapts to such a rapidly changing operating environment. Specifically, ORIX will adapt to the changing operating environment by taking the following three steps.

Further advancement of risk management
Pursue transactions that are both socially responsible and economically viable
Create a fulfilling workplace
Further advancement of risk management: Further enhance the thorough and transparent monitoring and control of each business in accordance with its characteristics while diversifying the business based on increasing the pace of Finance + Services and Embracing growth in emerging markets including Asia in line with the changing operating environment. ORIX will also strive to strengthen financial stability.
Pursue transactions that are both socially responsible and economically viable: Pursue transactions that are socially responsible from a compliance and environmental standpoint while providing products and services that are valued by clients and improving ORIX Group profitability.
Create a fulfilling workplace: Focus on ORIXs strengths as a global organization to create a fulfilling work environment for all employees regardless of nationality, age, gender, background or type of employment.

10 -

Table of Contents

(1) Condensed Consolidated Balance Sheets

(As of March 31, 2010 and 2011)

(Unaudited)

(millions of yen, millions of US$) — Assets	March 31, 2010	March 31, 2011		U.S. dollars March 31, 2011
Cash and Cash Equivalents	639,087		732,127		8,805
Restricted Cash	77,486		118,065		1,420
Time Deposits	548		5,148		62
Investment in Direct Financing Leases	756,481		830,853		9,992
Installment Loans	2,464,251		2,983,164		35,877
Allowance for Doubtful Receivables on Direct Financing Leases and Probable Loan Losses	(157,523	)	(154,150	)	(1,854	)
Investment in Operating Leases	1,213,223		1,270,295		15,277
Investment in Securities	1,104,158		1,175,381		14,136
Other Operating Assets	186,396		235,430		2,831
Investment in Affiliates	409,711		373,376		4,490
Other Receivables	210,521		182,013		2,189
Inventories	153,256		108,410		1,304
Prepaid Expenses	45,420		44,551		536
Office Facilities	96,831		102,403		1,232
Other Assets	539,954		574,516		6,909
Total Assets	7,739,800		8,581,582		103,206
Liabilities and Equity
Short-Term Debt	573,565		478,633		5,756
Deposits	853,269		1,065,175		12,810
Trade Notes, Accounts Payable and Other Liabilities	311,113		304,354		3,660
Accrued Expenses	101,917		118,359		1,423
Policy Liabilities	409,957		398,265		4,790
Current and Deferred Income Taxes	183,674		182,501		2,195
Security Deposits	125,479		128,097		1,541
Long-Term Debt	3,836,270		4,531,268		54,495
Total Liabilities	6,395,244		7,206,652		86,670
Redeemable Noncontrolling Interests	28,095		33,902		408
Commitments and Contingent Liabilities
Common Stock	143,939		143,995		1,732
Additional Paid-in Capital	178,661		179,137		2,154
Retained Earnings	1,104,779		1,141,559		13,729
Accumulated Other Comprehensive Income (Loss)	(79,459	)	(96,180	)	(1,157	)
Treasury Stock, at Cost	(49,236	)	(49,170	)	(591	)
Total ORIX Corporation Shareholders Equity	1,298,684		1,319,341		15,867
Noncontrolling Interests	17,777		21,687		261
Total Equity	1,316,461		1,341,028		16,128
Total Liabilities and Equity	7,739,800		8,581,582		103,206
	March 31, 2010	March 31, 2011		U.S. dollars March 31, 2011
Accumulated Other Comprehensive Income (Loss)
Net unrealized gains (losses) on investment in securities	7,495		11,503		138
Defined benefit pension plans	(9,092	)	(11,098	)	(134	)
Foreign currency translation adjustments	(77,651	)	(95,574	)	(1,149	)
Net unrealized gains (losses) on derivative instruments	(211	)	(1,011	)	(12	)
	(79,459	)	(96,180	)	(1,157	)

11 -

Table of Contents

(2) Condensed Consolidated Statements of Income

(For the Years Ended March 31, 2010 and 2011)

(Unaudited)

| (millions of yen, millions of US$) — Year ended March 31, 2010 | | Period -over- period (%) | Year ended March 31, 2011 | Period -over- period (%) | U.S. dollars Year ended March 31, 2011 | | | --- | --- | --- | --- | --- | --- | --- | | Total Revenues : | 912,294 | 88 | 970,110 | 106 | 11,667 | | | Direct financing leases | 50,004 | 79 | 51,320 | 103 | 617 | | | Operating leases | 274,266 | 97 | 283,545 | 103 | 3,410 | | | Interest on loans and investment securities | 135,166 | 69 | 169,808 | 126 | 2,042 | | | Brokerage commissions and net gains on investment securities | 23,353 | | 21,120 | 90 | 254 | | | Life insurance premiums and related investment income | 115,598 | 98 | 118,473 | 102 | 1,425 | | | Real estate sales | 40,669 | 57 | 54,741 | 135 | 658 | | | Gains on sales of real estate under operating leases | 6,841 | 28 | 5,103 | 75 | 61 | | | Other operating revenues | 266,397 | 92 | 266,000 | 100 | 3,200 | | | Total Expenses : | 883,584 | 90 | 896,150 | 101 | 10,778 | | | Interest expense | 82,029 | 80 | 123,503 | 151 | 1,485 | | | Costs of operating leases | 191,173 | 99 | 188,671 | 99 | 2,269 | | | Life insurance costs | 92,348 | 87 | 91,497 | 99 | 1,100 | | | Costs of real estate sales | 46,757 | 59 | 58,930 | 126 | 709 | | | Other operating expenses | 149,872 | 87 | 156,827 | 105 | 1,886 | | | Selling, general and administrative expenses | 218,322 | 95 | 204,812 | 94 | 2,463 | | | Provision for doubtful receivables and probable loan losses | 71,529 | 93 | 31,122 | 44 | 374 | | | Write-downs of long-lived assets | 6,977 | 190 | 18,853 | 270 | 227 | | | Write-downs of securities | 23,634 | 127 | 21,749 | 92 | 262 | | | Foreign currency transaction loss | 943 | | 186 | 20 | 3 | | | Operating Income | 28,710 | 53 | 73,960 | 258 | 889 | | | Equity in Net Income of Affiliates | 8,364 | | 16,806 | 201 | 202 | | | Gains on Sales of Subsidiaries and Affiliates and Liquidation Losses, Net | 17,519 | | 1,199 | 7 | 15 | | | Income before Income Taxes and Discontinued Operations | 54,593 | 454 | 91,965 | 168 | 1,106 | | | Provision for Income Taxes | 22,394 | | 27,617 | 123 | 332 | | | Income from Continuing Operations | 32,199 | 220 | 64,348 | 200 | 774 | | | Discontinued Operations: | | | | | | | | Income from discontinued operations, net | 14,453 | | 13,556 | | 163 | | | Provision for income taxes | (5,715 | ) | (5,297 | ) | (64 | ) | | Discontinued operations, net of applicable tax effect | 8,738 | 95 | 8,259 | 95 | 99 | | | Net Income | 40,937 | 172 | 72,607 | 177 | 873 | | | Net Income Attributable to the Noncontrolling Interests | 704 | 60 | 2,373 | 337 | 29 | | | Net Income Attributable to the Redeemable Noncontrolling Interests | 2,476 | 355 | 2,959 | 120 | 35 | | | Net Income Attributable to ORIX Corporation | 37,757 | 172 | 67,275 | 178 | 809 | |

Note 1: Pursuant to FASB Accounting Standards Codification 205-20 (Presentation of Financial StatementsDiscontinued Operations), the results of operations which meet the criteria for discontinued operations are reported as a separate component of income, and those related amounts that had been previously reported are reclassified.

12 -

Table of Contents

(3) Condensed Consolidated Statements of Comprehensive Income

(For the Years Ended March 31, 2010 and 2011)

(Unaudited)

(millions of yen, millions of US$) — Year ended March 31, 2010		Year ended March 31, 2011		U.S. dollars Year ended March 31, 2011
Net Income :	40,937		72,607		873
Other comprehensive income (loss), net of tax:
Net change of unrealized gains (losses) on investment in securities	13,499		7,663		92
Net change of defined benefit pension plans	7,125		(2,006	)	(24	)
Net change of foreign currency translation adjustments	(8,462	)	(21,186	)	(254	)
Net change of unrealized gains (losses) on derivative instruments	(1,460	)	(782	)	(10	)
Total other comprehensive income (loss)	10,702		(16,311	)	(196	)
Comprehensive Income (Loss)	51,639		56,296		677
Comprehensive Income (Loss) Attributable to the Noncontrolling Interests	(306	)	1,734		21
Comprehensive Income (Loss) Attributable to the Redeemable Noncontrolling Interests	876		606		7
Comprehensive Income (Loss) Attributable to ORIX Corporation	51,069		53,956		649

13 -

Table of Contents

(4) Condensed Consolidated Statements of Changes in Equity

(For the Years Ended March 31, 2010 and 2011)

(Unaudited)

(millions of yen)
ORIX Corporation Shareholders
Common Stock	Additional Paid-in Capital		Retained Earnings	Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Total ORIX Corporation Shareholders Equity		Noncontrolling Interests		Total Equity
Balance at March 31, 2009	102,216	136,313	1,071,919		(92,384	)	(50,534	)	1,167,530		18,067		1,185,597
Cumulative effect of applying accounting for Contracts in entitys own equity			1,758						1,758				1,758
Balance at April 1, 2009	102,216	136,313	1,073,677		(92,384	)	(50,534	)	1,169,288		18,067		1,187,355
Issuance of common stock	41,677	41,347							83,024				83,024
Contribution to subsidiaries											2,473		2,473
Transaction with noncontrolling interests		(32	)		(387	)			(419	)	60		(359	)
Comprehensive income (loss)
Net income			37,757						37,757		704		38,461
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities					13,497				13,497		2		13,499
Net change of defined benefit pension plans					7,129				7,129		(4	)	7,125
Net change of foreign currency translation adjustments					(5,860	)			(5,860	)	(1,002	)	(6,862	)
Net change of unrealized gains (losses) on derivative instruments					(1,454	)			(1,454	)	(6	)	(1,460	)
Total other comprehensive income (loss)									13,312		(1,010	)	12,302
Total comprehensive income (loss)									51,069		(306	)	50,763
Cash dividends			(6,261	)					(6,261	)	(2,517	)	(8,778	)
Conversion of convertible bond	7	7							14				14
Exercise of stock options	39	38							77				77
Compensation cost of stock options		611							611				611
Acquisition of treasury stock							(3	)	(3	)			(3	)
Disposal of treasury stock			(531	)			822		291				291
Other, net		377	137				479		993				993
Balance at March 31, 2010	143,939	178,661	1,104,779		(79,459	)	(49,236	)	1,298,684		17,777		1,316,461
Cumulative effect of applying new accounting standards for the consolidation of variable interest entities			(22,495	)	(3,406	)			(25,901	)	4,233		(21,668	)
Balance at April 1, 2010	143,939	178,661	1,082,284		(82,865	)	(49,236	)	1,272,783		22,010		1,294,793
Contribution to subsidiaries											3,864		3,864
Transaction with noncontrolling interests		200			4				204		(2,450	)	(2,246	)
Comprehensive income (loss)
Net income			67,275						67,275		2,373		69,648
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities					7,605				7,605		58		7,663
Net change of defined benefit pension plans					(2,006	)			(2,006	)			(2,006	)
Net change of foreign currency translation adjustments					(18,118	)			(18,118	)	(715	)	(18,833	)
Net change of unrealized gains (losses) on derivative instruments					(800	)			(800	)	18		(782	)
Total other comprehensive income (loss)									(13,319	)	(639	)	(13,958	)
Total comprehensive income (loss)									53,956		1,734		55,690
Cash dividends			(8,061	)					(8,061	)	(3,471	)	(11,532	)
Conversion of convertible bond	7	7							14				14
Exercise of stock options	49	49							98				98
Compensation cost of stock options		142							142				142
Acquisition of treasury stock							(70	)	(70	)			(70	)
Other, net		78	61				136		275				275
Balance at March 31, 2011	143,995	179,137	1,141,559		(96,180	)	(49,170	)	1,319,341		21,687		1,341,028

Changes in the redeemable noncontrolling interests are not included in the table.

14 -

Table of Contents

(4) Condensed Consolidated Statements of Changes in Equity

(For the Years Ended March 31, 2010 and 2011)

(Unaudited)

(millions of US$)
ORIX Corporation Shareholders
Common Stock	Additional Paid-in Capital	Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Total ORIX Corporation Shareholders Equity		Noncontrolling Interests		Total Equity
Balance at March 31, 2010	1,731	2,149	13,287		(956	)	(592	)	15,619		214		15,833
Cumulative effect of applying new accounting standards for the consolidation of variable interest entities			(271	)	(41	)			(312	)	51		(261	)
Balance at April 1, 2010	1,731	2,149	13,016		(997	)	(592	)	15,307		265		15,572
Contribution to subsidiaries											46		46
Transaction with noncontrolling interests		2			0				2		(29	)	(27	)
Comprehensive income (loss)
Net income			809						809		29		838
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities					91				91		1		92
Net change of defined benefit pension plans					(24	)			(24	)			(24	)
Net change of foreign currency translation adjustments					(217	)			(217	)	(9	)	(226	)
Net change of unrealized gains (losses) on derivative instruments					(10	)			(10	)	0		(10	)
Total other comprehensive income (loss)									(160	)	(8	)	(168	)
Total comprehensive income (loss)									649		21		670
Cash dividends			(97	)					(97	)	(42	)	(139	)
Conversion of convertible bond	0	0							0				0
Exercise of stock options	1	1							2				2
Compensation cost of stock options		2							2				2
Acquisition of treasury stock							(1	)	(1	)			(1	)
Other, net		0	1				2		3				3
Balance at March 31, 2011	1,732	2,154	13,729		(1,157	)	(591	)	15,867		261		16,128

Changes in the redeemable noncontrolling interests are not included in the table.

15 -

Table of Contents

(5) Condensed Consolidated Statements of Cash Flows

(For the Years Ended March 31, 2010 and 2011)

(Unaudited)

(millions of yen, millions of US$) — Year ended March 31, 2010		Year ended March 31, 2011		U.S. dollars Year ended March 31, 2011
Cash Flows from Operating Activities:
Net income	40,937		72,607		873
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	167,266		168,442		2,026
Provision for doubtful receivables and probable loan losses	71,529		31,122		374
Decrease in policy liabilities	(32,927	)	(11,692	)	(141	)
Equity in net (income) loss of affiliates (excluding interest on loans)	(6,496	)	(14,069	)	(169	)
Gains on sales of subsidiaries and affiliates and liquidation losses, net	(17,519	)	(1,199	)	(15	)
Gains on sales of available-for-sale securities	(6,907	)	(4,867	)	(59	)
Gains on sales of real estate under operating leases	(6,841	)	(5,103	)	(61	)
Gains on sales of operating lease assets other than real estate	(7,552	)	(9,968	)	(120	)
Write-downs of long-lived assets	6,977		18,853		227
Write-downs of securities	23,634		21,749		262
Decrease (Increase) in restricted cash	4,520		(6,659	)	(80	)
Increase in trading securities	(29,725	)	(28,372	)	(341	)
Decrease in inventories	39,061		27,596		332
Decrease (Increase) in other receivables	(518	)	16,006		192
Decrease in trade notes, accounts payable and other liabilities	(35,011	)	(22,042	)	(265	)
Other, net	(1,117	)	(40,024	)	(481	)
Net cash provided by operating activities	209,311		212,380		2,554
Cash Flows from Investing Activities:
Purchases of lease equipment	(389,413	)	(561,919	)	(6,758	)
Principal payments received under direct financing leases	352,316		384,288		4,622
Net proceeds from securitization of lease receivables, loan receivables and securities	28,305
Installment loans made to customers	(589,814	)	(719,190	)	(8,649	)
Principal collected on installment loans	937,895		1,130,718		13,599
Proceeds from sales of operating lease assets	162,988		159,369		1,917
Investment in affiliates, net	(28,256	)	36,945		444
Proceeds from sales of investment in affiliates	12,532		4,622		56
Purchases of available-for-sale securities	(456,364	)	(742,816	)	(8,933	)
Proceeds from sales of available-for-sale securities	181,033		340,634		4,095
Proceeds from redemption of available-for-sale securities	162,292		310,594		3,735
Purchases of held-to-maturity securities	(43,748	)
Purchases of other securities	(19,656	)	(48,538	)	(584	)
Proceeds from sales of other securities	26,034		25,614		308
Purchases of other operating assets	(4,898	)	(14,219	)	(171	)
Acquisitions of subsidiaries, net of cash acquired	(10,218	)	(46,554	)	(560	)
Sales of subsidiaries, net of cash disposed	123,613		12,685		153
Other, net	(11,853	)	(20,635	)	(248	)
Net cash provided by investing activities	432,788		251,598		3,026
Cash Flows from Financing Activities:
Net decrease in debt with maturities of three months or less	(121,399	)	(72,584	)	(873	)
Proceeds from debt with maturities longer than three months	1,083,310		1,488,199		17,898
Repayment of debt with maturities longer than three months	(1,678,649	)	(1,918,774	)	(23,076	)
Net increase in deposits due to customers	185,076		166,012		1,997
Issuance of common stock	83,101		98		1
Cash dividends paid to ORIX Corporation shareholders	(6,261	)	(8,061	)	(97	)
Cash dividends paid to redeemable noncontrolling interests			(6,008	)	(72	)
Net decrease in call money	(13,400	)	(8,000	)	(96	)
Other, net	1,298		(4,472	)	(55	)
Net cash used in financing activities	(466,924	)	(363,590	)	(4,373	)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	3,943		(7,348	)	(88	)
Net increase in Cash and Cash Equivalents	179,118		93,040		1,119
Cash and Cash Equivalents at Beginning of Year	459,969		639,087		7,686
Cash and Cash Equivalents at End of Year	639,087		732,127		8,805

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Table of Contents

(6) Assumptions for Going Concern

Not applicable.

(7) Segment Information (Unaudited)

1. Segment Information by Sector

(millions of yen, millions of US$)
Year Ended March 31, 2010				Year Ended March 31, 2011			U.S. dollars Year
Ended March 31, 2011			March 31, 2010	March 31, 2011	U.S. dollars March 31, 2011
Segment Revenues		Segment Profits (Losses)		Segment Revenues	Segment Profits		Segment Revenues	Segment Profits		Segment Assets	Segment Assets	Segment Assets
Corporate Financial Services	98,063		(18,983	)	103,239	10,247		1,242	123		1,178,879	1,006,107	12,100
Maintenance Leasing	226,179		23,307		225,830	26,203		2,716	315		515,716	502,738	6,046
Real Estate	215,001		138		217,590	54		2,617	1		1,677,402	1,539,814	18,519
Investment Banking	73,422		(2,848	)	65,661	13,000		790	156		472,705	468,231	5,631
Retail	155,491		31,104		148,768	23,777		1,789	286		1,578,758	1,653,704	19,888
Overseas Business	185,906		37,142		176,875	45,639		2,126	549		860,815	972,224	11,692
Segment Total	954,062		69,860		937,963	118,920		11,280	1,430		6,284,275	6,142,818	73,876
Difference between Segment Total and Consolidated Amounts	(41,768	)	(15,267	)	32,147	(26,955	)	387	(324	)	1,455,525	2,438,764	29,330
Consolidated Amounts	912,294		54,593		970,110	91,965		11,667	1,106		7,739,800	8,581,582	103,206

| Note 1: | The Company evaluates the performance of segments based on income before income taxes and discontinued operations, adjusted for results of discontinued operations, net income attributable to the noncontrolling interests and net income attributable to the redeemable noncontrolling interests before applicable tax effect. Tax expenses are not included in segment profits. | | --- | --- | | Note 2: | From April 1, 2010, the Company changed the measure of segments related to certain variable interest entities (VIEs) which are consolidated in accordance with ASC 810-10 (Consolidations) since the Companys management changed its internal performance assessment measures to manage its segments. For those consolidated VIEs used for securitization, for which the VIEs assets can be used only to settle related obligations of those VIEs and the creditors (or beneficial interest holders) do not have recourse to other assets of the Company or its subsidiaries, segment assets are measured based on an amount of the Company and its subsidiaries net investments in the VIEs, which is also different from the amount of total assets of the VIEs, and accordingly, segment revenues are measured at a net amount representing the revenues earned on the net investments in the VIEs. | | | From April 1, 2010, in line with a change of management classification, ORIXs Information and Communication Technology Department, which were previously included in the Corporate Financial Services segment, have been included in the Maintenance Leasing segment, respectively. In addition, from October 1, 2010, in line with a change of management classification, Real estate finance, which was previously included in the Investment Banking segment, have been included in the Real Estate segment. | | | Due to these changes, reclassified figures are shown for the year ended March 31, 2010. |

2. Geographic Information

(millions of yen, millions of US$)
Year Ended March 31, 2010
Japan	America*2	Other*3	Difference between Geographic Total and Consolidated Amounts		Consolidated Amounts
Total Revenues	784,537	96,879	81,919	(51,041	)	912,294
Income before Income Taxes	33,180	18,743	17,123	(14,453	)	54,593
Year Ended March 31, 2011
Japan	America*2	Other*3	Difference between Geographic Total and Consolidated Amounts		Consolidated Amounts
Total Revenues	771,403	138,975	82,772	(23,040	)	970,110
Income before Income Taxes	62,477	18,411	24,633	(13,556	)	91,965
U.S. dollars Year Ended March 31,
2011
Japan	America*2	Other*3	Difference between Geographic Total and Consolidated Amounts		Consolidated Amounts
Total Revenues	9,277	1,671	995	(276	)	11,667
Income before Income Taxes	751	221	296	(162	)	1,106

Note 1:	Results of discontinued operations are included in each amount attributed to each geographic area.
*Note 2:	Mainly United States
*Note 3:	Mainly Asia, Europe, Oceania and Middle East

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Table of Contents

(8) Per Share Data

(For the Year Ended March 31, 2010 and 2011)

(Unaudited)


(millions of yen, millions of US$)
Income Attributable to ORIX Corporation from Continuing Operations	28,984	59,063	710
Effect of Dilutive Securities -
Convertible Bond	1,305	2,393	29
Income from Continuing Operations for Diluted EPS Computation	30,289	61,456	739
(thousands of shares)
Weighted-Average Shares	101,901	107,489
Effect of Dilutive Securities -
Convertible Bond	21,664	24,412
Stock options	86	107
Weighted-average Shares for Diluted EPS Computation	123,651	132,008
(yen, US$)
Earnings Per Share for Income Attributable to ORIX Corporation from Continuing Operations
Basic	284.43	549.49	6.61
Diluted	244.96	465.55	5.60
(yen, US$)
Shareholders Equity Per Share	12,082.56	12,273.11	147.60

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Table of Contents

(9) Significant Accounting Policies

(Application of New Accounting Standards)

Effective April 1, 2010, the Company and its subsidiaries adopted FASB Statement No. 166 (Accounting for Transfers of Financial Assetsan amendment of FASB Statement No.140), which was codified by Accounting Standards Update 2009-16 (ASC860 (Transfers and Servicing)). This Update eliminates the concept of a qualifying special-purpose entity and therefore also eliminates the exception to ASC 810-10 (Consolidation-Variable Interest Entities) that formerly applied to variable interest entities deemed to be qualifying special-purpose entities. This Update also modifies the financial-components approach used in ASC 860 and limits the circumstances in which a transferor derecognizes a portion or component of a financial asset.

Effective April 1, 2010, the Company and its subsidiaries adopted FASB Statement No. 167 (Amendment of FASB Interpretation No.46(R)), which was codified by Accounting Standards Update 2009-17 (ASC810 (Consolidation)). This Update requires an enterprise to perform qualitative analysis to identify the primary beneficiary. An enterprise that has both of the following characteristics is considered to be primary beneficiary and must consolidate a variable interest entity:

The power to direct the activities of a variable interest entity that most significantly impact the entitys economic performance; and

The obligation to absorb losses of the entity that could potentially be significant to the variable interest entity or the right to receive benefits from the entity that could potentially be significant to the variable interest entity.

Additionally, this Update requires ongoing reassessments of whether an enterprise is the primary beneficiary of a variable interest entity.

The effect of the Updates on the Company and its subsidiaries financial conditions at the initial adoption date is an increase of ¥1,147 billion in total assets, an increase of ¥1,169 billion in total liabilities and a decrease of ¥22 billion in retained earnings, net of tax, respectively, in the consolidated balance sheets.

Although our total assets and liabilities have increased through the consolidation of the VIEs described above, the net cash flow and economic effects of our investments in these entities have not changed. In addition, the creditors of the liabilities of the consolidated VIEs have no recourse to other assets of the Company and its subsidiaries.

(Subsequent Event)

There are no applicable subsequent events.

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ORIX CORP Regulatory Filings 2011

30155_ffr_2011-05-10_de4fc404-7c7c-44fd-a931-3a33386a4531.zip

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ORIX CORP — Regulatory Filings 2011

30155_ffr_2011-05-10_de4fc404-7c7c-44fd-a931-3a33386a4531.zip

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ORIX CORP Regulatory Filings 2011