ORIX CORP — Interim / Quarterly Report 2021

Aug 3, 2021

6-K 1 d128635d6k.htm FORM 6-K FORM 6-K

Table of Contents

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 August 2021

ORIX Corporation

(Translation of Registrant’s Name into English)

World Trade Center Bldg., SOUTH TOWER, 2-4-1 Hamamatsu-cho, 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 ☒ 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 ☒

Table of Contents

Table of Contents

Material Contained in this Report

| 1. | ORIX’s First Quarter Consolidated Financial Results (April 1, 2021 – June 30, 2021) filed with the Tokyo Stock Exchange on Tuesday August 3, 2021. | | --- | --- |

Table of Contents

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/ SHOJI TANIGUCHI
Shoji Taniguchi
Member of the Board of Directors
Senior Managing Executive Officer
Responsible for Treasury and Accounting Headquarters
Responsible for Enterprise Risk Management Headquarters
Responsible for Corporate Communications Department
Assistant to CEO
ORIX Corporation

Table of Contents

Consolidated Financial Results

April 1, 2021 – June 30, 2021

August 3, 2021

In preparing its consolidated financial information, ORIX Corporation (the “Company”) and its subsidiaries have complied with generally accepted accounting principles in the United States of America.

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 Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission.

The Company believes that it may have been a “passive foreign investment company” for U.S. federal income tax purposes in the year to which these consolidated financial results relate by reason of the composition of its assets and the nature of its income. In addition, the Company may be a PFIC for the foreseeable future. Assuming that the Company is a PFIC, a U.S. holder of the shares or ADSs of the Company will be 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 Company’s annual report.

For further information please contact:

Investor Relations and Sustainability Department

ORIX Corporation

World Trade Center Bldg., SOUTH TOWER, 2-4-1 Hamamatsu-cho, Minato-Ku, Tokyo, 105-5135

JAPAN

Tel: +81-3-3435-3121 Fax: +81-3-3435-3154

E-mail: orix_corpcomm@orix.jp

Table of Contents

Consolidated Financial Results from April 1, 2021 to June 30, 2021

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

Corporate Name:	ORIX Corporation
Listed Exchanges:	Tokyo Stock Exchange (Securities No. 8591)
	New York Stock Exchange (Trading Symbol : IX)
Head Office:	Tokyo JAPAN
	Tel: +81-3-3435-3121
	(URL https://www.orix.co.jp/grp/en/ir/)

1. Performance Highlights as of and for the Three Months Ended June 30, 2021

(1) Performance Highlights - Operating Results (Unaudited)

*(millions of yen)1

June 30, 2021	608,813	13.2	%	101,979	124.1	%	100,056	47.9	%	65,216	30.3	%
June 30, 2020	537,641	(2.0	%)	45,516	(39.8	%)	67,631	(31.6	%)	50,048	(27.7	%)

“Comprehensive Income Attributable to ORIX Corporation Shareholders” was ¥81,293 million for the three months ended June 30, 2021 (year-on-year change was a 77.2% increase) and ¥45,876 million for the three months ended June 30, 2020 (year-on-year change was a 5.7% decrease).

June 30, 2021	53.65	53.61
June 30, 2020	40.08	40.05

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

(2) Performance Highlights - Financial Position (Unaudited)

June 30, 2021	13,581,966	3,115,251	3,047,532	22.4 %
March 31, 2021	13,563,082	3,103,144	3,028,456	22.3 %

*Note 2: “Shareholders’ Equity” refers to “Total ORIX Corporation Shareholders’ Equity.”

“Shareholders’ Equity Ratio” is the ratio of “Total ORIX Corporation Shareholders’ Equity” to “Total Assets.”

2. Dividends (Unaudited)

March 31, 2021	—	35.00	—	43.00	78.00
March 31, 2022	—	—	—	—	—
March 31, 2022 (Est.)	—	39.00	—	39.00	78.00

3. Forecast for the Year Ending March 31, 2022 (Unaudited)

March 31, 2022	250,000	29.9 %

*Note 3: Although forward-looking statements in this document are based on information currently available to, and assumptions deemed reasonable by ORIX Corporation, actual financial results may differ materially due to various factors. Readers are urged not to place undue reliance on such forward-looking statements.

Factors causing a result that differs from forward-looking statements include, but are not limited to, those described under “Risk Factors” in our Form 20-F submitted to the U.S. Securities and Exchange Commission.

4. Other Information

(1) Changes in Significant Consolidated Subsidiaries	Yes ( ) No ( x )
Addition - None
( )	Exclusion - None (
)
(2) Adoption of Simplified Accounting Method	Yes ( ) No ( x )
(3) 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 )

*Note 4 : For details, please refer to “2. Financial Information (6) Changes in Accounting Policies” on page 14.

(4) Number of Issued Shares (Ordinary Shares)

1. The number of issued shares, including treasury stock, was 1,285,724,480 as of June 30, 2021, and 1,285,724,480 as of March 31, 2021.

2. The number of treasury stock was 71,528,557 as of June 30, 2021, and 66,231,916 as of March 31, 2021.

3. The average number of outstanding shares was 1,215,578,051 for the three months ended June 30, 2021, and 1,248,752,101 for the three months ended June 30, 2020.

The Company’s shares held through the Board Incentive Plan Trust (2,154,248 shares as of June 30, 2021 and 2,154,248 shares as of March 31, 2021) are not included in the number of treasury stock as of the end of the periods, but are included in the average number of shares outstanding as treasury stock that are deducted from the basis of the calculation of per share data.

• 1 -

Table of Contents

1. Summary of Consolidated Financial Results

(1) Financial Highlights

Financial Results for the Three Months Ended June 30, 2021

			Amount	Percent
Total Revenues	(millions of yen)	537,641	608,813	71,172	13 %
Total Expenses	(millions of yen)	492,125	506,834	14,709	3 %
Income before Income Taxes	(millions of yen)	67,631	100,056	32,425	48 %
Net Income Attributable to ORIX Corporation Shareholders	(millions of yen)	50,048	65,216	15,168	30 %
Earnings Per Share (Basic)	(yen)	40.08	53.65	13.57	34 %
(Diluted)	(yen)	40.05	53.61	13.56	34 %
ROE (Annualized) *1	(%)	6.8	8.6	1.8	—
ROA (Annualized) *2	(%)	1.53	1.92	0.39	—

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

*Note 2: ROA is calculated based on Net Income Attributable to ORIX Corporation Shareholders.

Overview of Business Performance (April 1, 2021 to June 30, 2021)

Total revenues for the three months ended June 30, 2021 (hereinafter, “the first consolidated period”) increased 13% to ¥608,813 million compared to ¥537,641 million during the same period of the previous fiscal year due to increases in services income, gains on investment securities and dividends, and operating leases revenues despite a decrease in life insurance premiums and related investment income.

Total expenses increased 3% to ¥506,834 million compared to ¥492,125 million during the same period of the previous fiscal year due to increases in selling, general and administrative expenses, services expense and costs of operating leases despite decreases in provision for credit losses and life insurance costs.

On the other hand, equity in net income (loss) of affiliates decreased by ¥17,350 million to losses of ¥4,920 million compared to the same period of the previous fiscal year, and gains on sales of subsidiaries and affiliates and liquidation losses, net decreased by ¥2,323 million to ¥2,997 million compared to the same period of the previous fiscal year.

Due to the above results, income before income taxes for the first consolidated period increased 48% to ¥100,056 million compared to ¥67,631 million during the same period of the previous fiscal year and net income attributable to ORIX Corporation shareholders increased 30% to ¥65,216 million compared to ¥50,048 million during the same period of the previous fiscal year.

• 2 -

Table of Contents

Segment Information

Total segment profits for the first consolidated period increased 36% to ¥106,881 million compared to the same period of the previous fiscal year.

Since April 1, 2021, a portion of interest expenses, which were initially included in the difference between segment total profits and consolidated amounts, have been charged directly to its respective segments. In addition, a portion of selling, general and administrative expenses, which were initially recorded in each its respective segments, have been included in the difference between segment total profits and consolidated amounts. Furthermore, a portion of the leasing business in the Environment and Energy segment was transferred to the Corporate Financial Services and Maintenance Leasing segment. As a result of these changes, segment data for the three months ended June 30, 2020 has been retrospectively restated.

Segment information for the first consolidated period is as follows:

Corporate Financial Services and Maintenance Leasing : Finance and fee business; leasing and rental of automobiles, electronic measuring instruments and IT-related equipment; Yayoi

		Amount (millions of
yen)		Percent (%)
Segment Profits	13,292	20,279	6,987		53
As of March 31, 2021 (millions of yen)	As of June 30,
2021 (millions of yen)	Change
		Amount (millions of
yen)		Percent (%)
Segment Assets	1,676,063	1,635,925	(40,138	)	(2	)

Segment profits increased 53% to ¥20,279 million compared to the same period of the previous fiscal year. This increase was due to an increase in operating leases revenues resulting from an increase in gains on sales of used cars in our automobile-related businesses and an increase in lending of electronic measuring instruments and IT-related equipment in the rental business.

Segment assets decreased 2% to ¥1,635,925 million compared to the end of the previous fiscal year. This decrease was due to decreases in net investment in leases, installment loans and investment in operating leases.

• 3 -

Table of Contents

Real Estate : Real estate development, rental and management; facility operations; real estate asset management

		Amount (millions of
yen)		Percent (%)
Segment Profits	1,850	11,013	9,163		495
As of March 31,
2021 (millions of yen)	As of June 30,
2021 (millions of yen)	Change
		Amount (millions of
yen)		Percent (%)
Segment Assets	872,095	864,348	(7,747	)	(1	)

Segment profits increased 495% to ¥11,013 million compared to the same period of the previous fiscal year. This increase was due to an increase in operating leases revenues resulting from sales of real estate under operating leases.

Segment assets decreased 1% to ¥864,348 million compared to the end of the previous fiscal year. This decrease was due to a decrease in investment in operating leases, despite an increase in advances for finance lease and operating lease.

PE Investment and Concession : Private equity investment; concession

		Amount (millions of
yen)		Percent (%)
Segment Profits	4,601	268	(4,333	)	(94	)
As of March 31,
2021 (millions of yen)	As of June 30,
2021 (millions of yen)	Change
		Amount (millions of
yen)		Percent (%)
Segment Assets	378,698	382,004	3,306		1

Segment profits decreased 94% to ¥268 million compared to the same period of the previous fiscal year. This decrease was due to a decrease in equity in net income (loss) of affiliates at our three airports in Kansai in our concession business.

Segment assets increased 1% to ¥382,004 million compared to the end of the previous fiscal year. This increase was due to the allocation of acquisition costs of a subsidiary acquired during the nine months ended December 31, 2020.

• 4 -

Table of Contents

Environment and Energy : Domestic and overseas renewable energy; electric power retailing; ESCO services; sales of solar panels and electricity storage system; recycling and waste management

		Amount (millions of
yen)		Percent (%)
Segment Profits	7,721	4,489	(3,232	)	(42	)
As of March 31,
2021 (millions of yen)	As of June 30,
2021 (millions of yen)	Change
		Amount (millions of
yen)		Percent (%)
Segment Assets	489,174	490,892	1,718		0

Segment profits decreased 42% to ¥4,489 million compared to the same period of the previous fiscal year. This decrease was due to the absence of bargain purchase gains recorded in the same period of the previous fiscal year resulting from the conversion of an investee involved in wind power generation business in India into a wholly owned subsidiary.

Despite an increase in investment in affiliates, segment assets totaled ¥490,892 million, remaining unchanged compared to the end of the previous fiscal year due to a decrease in property under facility operations.

Insurance : Life insurance

		Amount (millions of
yen)		Percent (%)
Segment Profits	18,255	15,489	(2,766	)	(15	)
As of March 31,
2021 (millions of yen)	As of June 30,
2021 (millions of yen)	Change
		Amount (millions of
yen)		Percent (%)
Segment Assets	1,959,521	1,951,533	(7,988	)	(0	)

Despite an increase in life insurance premiums in line with an increase in new insurance contracts, segment profits decreased 15% to ¥15,489 million compared to the same period of the previous fiscal year due to the absence of the reversal of policy liability reserve related to variable life insurance contracts recorded in the same period of the previous fiscal year.

Segment assets totaled ¥1,951,533 million, remaining unchanged compared to the end of the previous fiscal year.

• 5 -

Table of Contents

Banking and Credit : Banking and consumer finance

| | | Amount (millions of yen) | Percent (%) | | | --- | --- | --- | --- | --- | | Segment Profits | 11,903 | 12,759 | 856 | 7 | | As of March 31, 2021 (millions of yen) | As of June 30, 2021 (millions of yen) | Change | | | | | | Amount (millions of yen) | Percent (%) | | | Segment Assets | 2,690,627 | 2,702,780 | 12,153 | 0 |

Segment profits increased 7% to ¥12,759 million compared to the same period of the previous fiscal year. This increase was due to an increase in gains on investment securities and dividends.

Segment assets totaled ¥2,702,780 million, remaining unchanged compared to the end of the previous fiscal year.

Aircraft and Ships : Aircraft leasing and management; ship-related finance and investment

			Amount (millions of
yen)		Percent (%)
Segment Profits	7,584	(4,831	)	(12,415	)	—
As of March 31, 2021 (millions of yen)	As of June 30,
2021 (millions of yen)		Change
			Amount (millions of
yen)		Percent (%)
Segment Assets	601,762	593,642		(8,120	)	(1	)

Segment profits deceased by ¥12,415 million to losses of ¥4,831 million compared to the same period of the previous fiscal year. This decrease was due to a decrease in equity in net income (loss) of affiliates as Avolon Holdings Limited recorded losses.

Segment assets decreased 1% to ¥593,642 million compared to the end of the previous fiscal year. This decrease was due to a decrease in investment in operating leases.

• 6 -

Table of Contents

ORIX USA : Finance, investment and asset management in the Americas

			Amount (millions of
yen)		Percent (%)
Segment Profits	(585	)	25,163	25,748		—
As of March 31, 2021 (millions of yen)		As of June 30,
2021 (millions of yen)	Change
			Amount (millions of yen)		Percent (%)
Segment Assets	1,220,081		1,210,777	(9,304	)	(1	)

Segment profits increased by ¥25,748 million to ¥25,163 million compared to the same period of the previous fiscal year. This increase was due to an increase in gains on investment securities and dividends resulting from the sales of investees, and the absence of provision for credit losses recorded in the same period of the previous fiscal year.

Segment assets decreased 1% to ¥1,210,777 million compared to the end of the previous fiscal year. This decrease was due to a decrease in investment in securities.

ORIX Europe : Asset management of global equity and fixed income

		Amount (millions of
yen)		Percent (%)
Segment Profits	7,189	13,472	6,283		87
As of March 31, 2021 (millions of yen)	As of June 30, 2021 (millions of yen)	Change
		Amount (millions of
yen)		Percent (%)
Segment Assets	369,546	368,030	(1,516	)	(0	)

Segment profits increased 87% to ¥13,472 million compared to the same period of the previous fiscal year. This increase was due to an increase in services income resulting from an increase in the average amount of assets under management.

Despite an increase in goodwill, intangible assets acquired in business combinations due to the effect of changes in foreign exchange rates, segment assets totaled ¥368,030 million, remaining unchanged compared to the end of the previous fiscal year due to a decrease investment in securities.

• 7 -

Table of Contents

Asia and Australia : Finance and investment businesses in Asia and Australia

| | | Amount (millions of yen) | Percent (%) | | | --- | --- | --- | --- | --- | | Segment Profits | 6,857 | 8,780 | 1,923 | 28 | | As of March 31, 2021 (millions of yen) | As of June 30, 2021 (millions of yen) | Change | | | | | | Amount (millions of yen) | Percent (%) | | | Segment Assets | 1,084,222 | 1,111,153 | 26,931 | 2 |

Segment profits increased 28% to ¥8,780 million compared to the same period of the previous fiscal year. This increase was due to increases in finance revenues and operating leases revenues, and a decrease in provision for credit losses, partially offset by the absence of gains on sales of subsidiaries and affiliates in Asia recorded in the same period of the previous fiscal year.

Segment assets increased 2% to ¥1,111,153 million compared to the end of the previous fiscal year. This increase was due to increases in net investment in leases in China, and installment loans in South Korea.

• 8 -

Table of Contents

(2) Consolidated Financial Condition

Summary of Assets, Liabilities, Shareholders’ Equity

				Amount		Percent
Total Assets	(millions of yen	)	13,563,082	13,581,966	18,884		0	%
(Segment Assets)			11,341,789	11,311,084	(30,705	)	(0	)%
Total Liabilities	(millions of yen	)	10,459,938	10,466,715	6,777		0	%
(Short-term and Long-term Debt)			4,724,102	4,775,489	51,387		1	%
(Deposits)			2,317,785	2,290,606	(27,179	)	(1	)%
Shareholders’ Equity	(millions of yen	)	3,028,456	3,047,532	19,076		1	%
Shareholders’ Equity Per Share	(yen)		2,487.77	2,514.38	26.61		1	%

Note 1:	Shareholders’ Equity refers to ORIX Corporation Shareholders’ Equity based on U.S. GAAP.
Note 2:	Shareholders’ Equity Per Share is calculated using total ORIX Corporation Shareholders’ Equity.

Total assets remained flat at ¥13,581,966 million compared to the end of the previous fiscal year due to increases in other assets and cash and cash equivalents being offset by decreases in investment in securities, and trade notes, accounts and other receivable. In addition, segment assets remained flat at ¥11,311,084 million compared to the end of the previous fiscal year.

Total liabilities remained flat at ¥10,466,715 million compared to the end of the previous fiscal year due to an increase in short- term debt being offset by decreases in long- term debt, and trade notes, accounts and other payable.

Shareholders’ equity increased 1% to ¥3,047,532 million compared to the end of the previous fiscal year.

• 9 -

Table of Contents

2. Financial Information

(1) Condensed Consolidated Balance Sheets (Unaudited)

(millions of yen)

Assets — Cash and Cash Equivalents	951,242		1,002,653
Restricted Cash	128,333		133,355
Net Investment in Leases	1,029,518		1,025,763
Installment Loans	3,670,784		3,679,541
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2021	¥63,272 million
June 30, 2021	¥86,158 million
Allowance for Credit Losses	(78,945	)	(77,904	)
Investment in Operating Leases	1,408,189		1,406,898
Investment in Securities	2,660,443		2,637,297
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2021	¥9,384 million
June 30, 2021	¥9,135 million
The amounts which are associated to available-for-sale debt securities are as follows:
March 31, 2021
Amortized Cost	¥2,026,767 million
Allowance for Credit Losses	¥(120) million
June 30, 2021
Amortized Cost	¥2,028,150 million
Allowance for Credit Losses	¥(120) million
Property under Facility Operations	491,855		488,180
Investment in Affiliates	887,764		890,405
Trade Notes, Accounts and Other Receivable	354,334		320,073
Inventories	142,156		136,897
Office Facilities	246,399		247,621
Other Assets	1,671,010		1,691,187
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2021	¥6,297 million
June 30, 2021	¥5,878 million
Total Assets	13,563,082		13,581,966
Liabilities and Equity
Short-term Debt	307,269		456,465
Deposits	2,317,785		2,290,606
Trade Notes, Accounts and Other Payable	260,712		210,398
Policy Liabilities and Policy Account Balances	1,822,422		1,849,661
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2021	¥266,422 million
June 30, 2021	¥244,523 million
Current and Deferred Income Taxes	363,460		392,216
Long-term Debt	4,416,833		4,319,024
Other Liabilities	971,457		948,345
Total Liabilities	10,459,938		10,466,715
Commitments and Contingent Liabilities
Common Stock	221,111		221,111
Additional Paid-in Capital	259,361		259,585
Retained Earnings	2,744,588		2,757,581
Accumulated Other Comprehensive Income (Loss)	(84,650	)	(68,573	)
Treasury Stock, at Cost	(111,954	)	(122,172	)
Total ORIX Corporation Shareholders’ Equity	3,028,456		3,047,532
Noncontrolling Interests	74,688		67,719
Total Equity	3,103,144		3,115,251
Total Liabilities and Equity	13,563,082		13,581,966

• 10 -

Table of Contents

Note : Breakdowns of Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)
Net unrealized gains on investment in securities	(16,208	)	(9,827	)
Debt valuation adjustments	558		534
Defined benefit pension plans	(21,073	)	(21,119	)
Foreign currency translation adjustments	(36,456	)	(27,553	)
Net unrealized losses on derivative instruments	(11,471	)	(10,608	)
Total	(84,650	)	(68,573	)

• 11 -

Table of Contents

(2) Condensed Consolidated Statements of Income (Unaudited)

(millions of yen)

Revenues :
Finance revenues	65,431		68,302
Gains on investment securities and dividends	2,369		24,129
Operating leases	94,946		113,466
Life insurance premiums and related investment income	116,123		108,098
Sales of goods and real estate	108,365		119,104
Services income	150,407		175,714
Total Revenues	537,641		608,813
Expenses :
Interest expense	22,681		16,919
Costs of operating leases	71,592		79,754
Life insurance costs	85,645		79,763
Costs of goods and real estate sold	92,869		99,068
Services expense	97,599		105,896
Other (income) and expense	5,105		3,511
Selling, general and administrative expenses	108,367		122,085
Provision for credit losses	6,405		(255	)
Write-downs of long-lived assets	257		87
Write-downs of securities	1,605		6
Total Expenses	492,125		506,834
Operating Income	45,516		101,979
Equity in Net Income (Loss) of Affiliates	12,430		(4,920	)
Gains on Sales of Subsidiaries and Affiliates and Liquidation Losses, net	5,320		2,997
Bargain Purchase Gain	4,365		0
Income before Income Taxes	67,631		100,056
Provision for Income Taxes	17,176		29,456
Net Income	50,455		70,600
Net Income Attributable to the Noncontrolling Interests	430		5,384
Net Income (Loss) Attributable to the Redeemable Noncontrolling Interests	(23	)	0
Net Income Attributable to ORIX Corporation Shareholders	50,048		65,216

Note : Provision for credit losses of loans to affiliates are recorded in equity in net income (loss) of affiliates since the second quarter of fiscal 2021.

• 12 -

Table of Contents

(3) Condensed Consolidated Statements of Comprehensive Income (Unaudited)

| Three months ended June 30, 2020 | | Three months ended June 30, 2021 | | | | --- | --- | --- | --- | --- | | Net Income : | 50,455 | | 70,600 | | | Other comprehensive income (loss), net of tax: | | | | | | Net change of unrealized gains (losses) on investment in securities | (1,406 | ) | 6,381 | | | Net change of debt valuation adjustments | (432 | ) | (24 | ) | | Net change of defined benefit pension plans | 97 | | (47 | ) | | Net change of foreign currency translation adjustments | (1,273 | ) | 9,041 | | | Net change of unrealized gains (losses) on derivative instruments | (1,385 | ) | 892 | | | Total other comprehensive income (loss) | (4,399 | ) | 16,243 | | | Comprehensive Income | 46,056 | | 86,843 | | | Comprehensive Income Attributable to the Noncontrolling Interests | 307 | | 5,550 | | | Comprehensive Income (Loss) Attributable to the Redeemable Noncontrolling Interests | (127 | ) | 0 | | | Comprehensive Income Attributable to ORIX Corporation Shareholders | 45,876 | | 81,293 | |

(4) Assumptions for Going Concern

There is no corresponding item.

(5) Significant Changes in Shareholders’ Equity

There is no corresponding item.

• 13 -

Table of Contents

(6) Changes in Accounting Policies

(Adoption of New Accounting Standards)

In December 2019, Accounting Standards Update 2019-12 (“Simplifying the Accounting for Income Taxes”—ASC 740 (“Income Taxes”)) was issued. This update removes the exception to the requirement to recognize a deferred tax liability for equity method investments when a foreign subsidiary becomes an equity method investment, the exception to the ability not to recognize a deferred tax liability for a foreign subsidiary when a foreign equity method investment becomes a subsidiary, and other exceptions. This update also simplifies certain other elements of the accounting for income taxes. The income tax simplifications related to changes in ownership of foreign equity method investments and foreign subsidiaries shall be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. The other amendments in this update shall be applied on a retrospective basis to all periods presented, or on a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption, or on a prospective basis. The Company and its subsidiaries adopted this update on April 1, 2021. The effects of adopting this update on the Company and its subsidiaries’ financial position at the adoption date were a decrease of ¥215 million in current and deferred income taxes and an increase of ¥215 million in retained earnings in the consolidated balance sheets. There is no material effect on the Company and its subsidiaries’ results of operation and financial position as of and for the three months ended June 30, 2021 by adopting this update, as compared to the guidance that was in effect before the change.

• 14 -

Table of Contents

(7) Segment Information (Unaudited)

Segment Information by Sector

Three Months ended June 30,
2020				Three Months ended June 30,
2021			March 31, 2021	June 30, 2021
Segment Revenues		Segment Profits		Segment Revenues	Segment Profits		Segment Assets	Segment Assets
Corporate Financial Services and Maintenance Leasing	102,072		13,292		109,792	20,279		1,676,063	1,635,925
Real Estate	78,649		1,850		96,762	11,013		872,095	864,348
PE Investment and Concession	89,773		4,601		99,624	268		378,698	382,004
Environment and Energy	33,956		7,721		29,329	4,489		489,174	490,892
Insurance	117,072		18,255		109,181	15,489		1,959,521	1,951,533
Banking and Credit	20,664		11,903		22,826	12,759		2,690,627	2,702,780
Aircraft and Ships	7,547		7,584		8,463	(4,831	)	601,762	593,642
ORIX USA	24,769		(585	)	47,694	25,163		1,220,081	1,210,777
ORIX Europe	36,165		7,189		50,456	13,472		369,546	368,030
Asia and Australia	28,327		6,857		34,648	8,780		1,084,222	1,111,153
Segment Total	538,994		78,667		608,775	106,881		11,341,789	11,311,084
Difference between Segment Total and Consolidated Amounts	(1,353	)	(11,036	)	38	(6,825	)	2,221,293	2,270,882
Consolidated Amounts	537,641		67,631		608,813	100,056		13,563,082	13,581,966

| Note 1: | The Company evaluates the performance of segments based on income before income taxes, adjusted for 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: | Since April 1, 2021, a portion of interest expenses, which were initially included in the difference between segment total profits and consolidated amounts, have been charged directly to its respective segments. In addition, a portion of selling, general and administrative expenses, which were initially recorded in each its respective segments, have been included in the difference between segment total profits and consolidated amounts. Furthermore, a portion of the leasing business in the Environment and Energy segment was transferred to the Corporate Financial Services and Maintenance Leasing segment. As a result of these changes, segment data for the three months ended June 30, 2020 has been retrospectively restated. | | Note 3: | Inter-segment transactions are included in segment revenues, and eliminations of inter-segment transactions are included in difference between segment total and consolidated amounts. |

(8) Subsequent Events

There are no material subsequent events.

• 15 -