Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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 February 2025

Commission File Number: 001-14856

 

 

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 ☐

 

 

 

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Material Contained in this Report

 

1.		ORIX’s Third Quarter Consolidated Financial Results (April 1, 2024 –December 31, 2024) filed with the Tokyo Stock Exchange on Monday, February 10, 2025.

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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.

 

		ORIX Corporation
Date : February 10, 2025		By		/s/ Yasuaki Mikami
				Yasuaki Mikami
				Member of the Board of Directors Senior Managing Executive Officer Responsible for Corporate Function Unit Responsible for Work Style Reform Project ORIX Corporation

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Consolidated Financial Results

April 1, 2024 – December 31, 2024

 

 

February 10, 2025

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.

This document may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on the Company’s 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 most recent annual report on Form 20-F filed with the U.S. 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 American depositary shares 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: [phone] Fax: [phone]

E-mail: [e-mail]

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Consolidated Financial Results from April 1, 2024 to December 31, 2024

(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: [phone]
		(URL https://www.orix.co.jp/grp/en/ir/)

1. Performance Highlights as of and for the Nine Months Ended December 31, 2024

(1) Performance Highlights - Operating Results (Unaudited)

(millions of yen)

 

		Total Revenues				Year-on-Year Change				Operating Income				Year-on-Year Change				Income before Income Taxes				Year-on-Year Change				Net Income Attributable to ORIX Corporation Shareholders				Year-on-Year Change
December 31, 2024			2,154,484				5.4	%			290,724				9.3	%			383,377				23.7	%			271,777				24.0	%
December 31, 2023			2,043,756				2.6	%			266,007				12.0	%			310,007				8.4	%			219,205				3.4	%

“Comprehensive Income Attributable to ORIX Corporation Shareholders” was ¥332,813 million for the nine months ended December 31, 2024 (year-on-year change was a 0.1% decrease) and ¥333,131 million for the nine months ended December 31, 2023 (year-on-year change was a 3.6% increase)

 

*Note 1:

The presentation of equity method investment has been changed since the fourth quarter of the fiscal year ended March 31, 2024(“fiscal 2024”). As a result, certain line items presented in our consolidated statements of income for the nine months ended December 31, 2023 have been retrospectively reclassified for this change.

 

		Basic Earnings Per Share				Diluted Earnings Per Share
December 31, 2024			237.46				237.03
December 31, 2023			188.68				188.39

 

*Note 2:

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)

 

		Total Assets				Total Equity				Shareholders’ Equity				Shareholders’ Equity Ratio
December 31, 2024			16,917,024				4,170,686				4,086,346				24.2	%
March 31, 2024			16,322,100				4,021,965				3,941,466				24.1	%

 

*Note 3:

“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)

 

		First Quarter-end				Second Quarter-end				Third Quarter-end				Year-end				Total
March 31, 2024			—				42.80				—				55.80				98.60
March 31, 2025			—				62.17				—				—				—
March 31, 2025 (Est.)			—				—				—				—				98.60

 

*Note 4:

Revision from the previously announced dividend forecast: No

Regarding the interim dividend for the fiscal year ending March 31, 2025, we have decided the dividend per share of ¥62.17 by applying the dividend payout ratio of 39% to earnings per share for the six months ended September 30, 2024.

For the fiscal year ending March 31, 2025, the annual dividend is at the higher of either payout ratio of 39% or ¥98.60 per share and the minimum dividend has been stated in the above table.

The annual dividend will be determined in accordance with the progress to the consolidated earnings forecast which is net income attributable to ORIX Corporation Shareholders of ¥390 billion. We will promptly announce the forecast for the annual dividend as soon as it is updated.

3. Forecast for the Year Ending March 31, 2025 (Unaudited)

 

		Net Income Attributable to ORIX Corporation Shareholders				Year-on-Year Change
March 31, 2025			390,000				12.7	%

 

*Note 5:

Although forward-looking statements in this document are based on information currently available to ORIX Corporation and are based on 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) Significant Changes in Scope of Consolidation			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 )

(4) Number of Issued Shares (Ordinary Shares)

1. The number of issued shares, including treasury stock, was 1,214,961,054 as of December 31, 2024, and 1,214,961,054 as of March 31, 2024.

2. The number of treasury stock was 75,258,068 as of December 31, 2024, and 60,748,162 as of March 31, 2024.

3. The average number of outstanding shares was 1,144,429,487 for the nine months ended December 31, 2024, and 1,161,753,483 for the nine months ended December 31, 2023.

The Company’s shares held through the Board Incentive Plan Trust (3,535,096 shares as of December 31, 2024, and 2,727,686 shares as of March 31, 2024) 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.

* These consolidated financial results from April 1, 2024 to December 31, 2024 are not subject to certified public accountant’s or audit firm’s quarterly review.

 

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1. Summary of Consolidated Financial Results

(1) Financial Highlights

Financial Results for the Nine Months Ended December 31, 2024

 

				Nine months ended December 31, 2023				Nine months ended December 31, 2024				Change
												Amount				Percent
Total Revenues		(millions of yen)			2,043,756				2,154,484				110,728				5	%
Total Expenses		(millions of yen)			1,777,749				1,863,760				86,011				5	%
Income before Income Taxes		(millions of yen)			310,007				383,377				73,370				24	%
Net Income Attributable to ORIX Corporation Shareholders		(millions of yen)			219,205				271,777				52,572				24	%
Earnings Per Share (Basic)		(yen)			188.68				237.46				48.78				26	%
(Diluted)		(yen)			188.39				237.03				48.64				26	%
ROE (Annualized) *1		(%)			8.0				9.0				1.0				—
ROA (Annualized) *2		(%)			1.88				2.18				0.30				—

 

*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.

*Note 3:

The presentation of equity method investment has been changed since the fourth quarter of fiscal 2024. As a result, certain line items presented in our consolidated statements of income for the nine months ended December 31, 2023 have been retrospectively reclassified for this change.

Overview of Business Performance (April 1, 2024 to December 31, 2024)

Total revenues for the nine months ended December 31, 2024 increased 5% to ¥2,154,484 million compared to ¥2,043,756 million during the same period of the previous fiscal year primarily due to increases in operating leases revenues and services income, partially offset by decreases in finance revenues.

Total expenses increased 5% to ¥1,863,760 million compared to ¥1,777,749 million during the same period of the previous fiscal year primarily due to increases in costs of operating leases, services expense, other expense and selling, general and administrative expenses, partially offset by decreases in interest expense.

Equity in net income of equity method investments increased by ¥15,945 million to ¥48,367 million compared to the same period of the previous fiscal year, and gains on sales of subsidiaries and equity method investments and liquidation losses, net increased by ¥32,708 million to ¥44,286 million compared to the same period of the previous fiscal year.

Due to the above results, income before income taxes for the nine months ended December 31, 2024 increased 24% to ¥383,377 million compared to ¥310,007 million during the same period of the previous fiscal year and net income attributable to ORIX Corporation shareholders increased 24% to ¥271,777 million compared to ¥219,205 million during the same period of the previous fiscal year.

 

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Segment Information

Total segment profits for the nine months ended December 31, 2024 increased 16% to ¥427,515 million compared to the same period of the previous fiscal year.

The presentation of equity method investment has been changed since the fourth quarter of fiscal 2024. As a result, segment data for the nine months ended December 31, 2023 have been retrospectively reclassified.

Since April 1, 2024, the interest expense allocation method for each segment was changed to include a part of interest expenses in corporate profits (losses) in the reconciliation of segment profits to the condensed consolidated financial statement amounts. As a result, segment data for the nine months ended December 31, 2023 have been retrospectively reclassified.

Since April 1, 2024, the scope of segment assets was changed to include cash and cash equivalents, trade notes, accounts and other receivable, and others. As a result, segment data as of the end of fiscal 2024 have been retrospectively reclassified.

Segment information for the nine months ended December 31, 2024 is as follows:

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

 

		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended  December 31, 2024 (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Profits			60,664				66,214				5,550				9
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			1,777,320				1,840,241				62,921				4

Segment profits increased 9% to ¥66,214 million compared to the same period of the previous fiscal year due to primarily increases in operating leases revenues and gains on sales of subsidiaries and equity method investments.

Segment assets increased 4% to ¥1,840,241 million compared to the end of the previous fiscal year primarily due to increases in installment loans and investment in operating leases.

 

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

 

		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended  December 31, 2024 (millions of yen)				Change
										Amount  (millions of yen)				Percent   (%)
Segment Profits			52,304				59,656				7,352				14
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			1,110,087				1,152,116				42,029				4
Segment profits increased 14% to ¥59,656 million compared to the same period of the previous fiscal year primarily due to an increase in operating leases revenues, partially offset by a decrease in profits due to the absence of equity in net income (loss) of equity method investments recorded in the previous fiscal year.   Segment assets increased 4% to ¥1,152,116 million compared to the end of the previous fiscal year primarily due to an increase in equity method investments.   PE Investment and Concession: Private equity investment; concession
		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended  December 31, 2024 (millions of yen)				Change
										Amount  (millions of yen)				Percent   (%)
Segment Profits			23,334				66,181				42,847				184
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			1,066,647				981,845				(84,802	)			(8	)

Segment profits increased 184% to ¥66,181 million compared to the same period of the previous fiscal year primarily due to increases in equity in net income (loss) of equity method investments and gains on sales of subsidiaries and equity method investments resulting from the sale of investees.

Segment assets decreased 8% to ¥981,845 million compared to the end of the previous fiscal year primarily due to decreases in cash and cash equivalents and investment in securities.

 

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

 

		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended  December 31, 2024 (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Profits			25,887				13,165				(12,722	)			(49	)
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			976,434				955,021				(21,413	)			(2	)
Segment profits decreased 49% to ¥13,165 million compared to the same period of the previous fiscal year primarily due to an increase in service expense and a decrease in equity in net income (loss) of equity method investments, partially offset by an increase in gains on sales of subsidiaries and equity method investments.   Segment assets decreased 2% to ¥955,021 million compared to the end of the previous fiscal year primarily due to a decrease in equity method investments.   Insurance: Life insurance
		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended  December 31, 2024 (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Profits			54,007				61,735				7,728				14
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			2,921,927				3,005,315				83,388				3

Segment profits increased 14% to ¥61,735 million compared to the same period of the previous fiscal year primarily due to an increase in life insurance premiums and related investment income, partially offset by an increase in life insurance costs.

Segment assets increased 3% to ¥3,005,315 million compared to the end of the previous fiscal year primarily due to an increase in investment in securities.

 

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Banking and Credit: Banking; consumer finance

 

		Nine months ended December 31, 2023 (millions of yen)				Nine months ended December 31, 2024 (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Profits			27,356				22,085				(5,271	)			(19	)
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Assets			2,934,217				3,060,801				126,584				4
Segment profits decreased 19% to ¥22,085 million compared to the same period of the previous fiscal year primarily due to a decrease in finance revenues as a result of ORIX Credit Corporation becoming an equity method investee due to the partial sale of its shares in the fourth quarter of fiscal 2024.   Segment assets increased 4% to ¥3,060,801 million compared to the end of the previous fiscal year primarily due to an increase in installment loans.   Aircraft and Ships: Aircraft investment and management; ship-related finance and investment
		Nine months ended December 31, 2023 (millions of yen)				Nine months ended December 31, 2024 (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Profits			28,988				44,598				15,610				54
		As of March 31, 2024  (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Assets			1,169,641				1,325,638				155,997				13

Segment profits increased 54% to ¥44,598 million compared to the same period of the previous fiscal year primarily due to an increase in operating leases revenues as a result of a new acquisition of a subsidiary in the fourth quarter of fiscal 2024.

Segment assets increased 13% to ¥1,325,638 million compared to the end of the previous fiscal year primarily due to an increase in investment in operating leases and a general increase in resulting from foreign exchange effects.

 

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

 

		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended December 31, 2024 (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Profits			35,586				27,836				(7,750	)			(22	)
		As of March 31, 2024 (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			1,694,484				1,694,017				(467	)			(0	)
Segment profits decreased 22% to ¥27,836 million compared to the same period of the previous fiscal year primarily due to decreases in finance revenues and gains on investment securities and dividends, partially offset by an increase in gains on sales of subsidiaries and equity method investments.   Segment assets totaled ¥1,694,017 million, remaining relatively unchanged compared to the end of the previous fiscal year.   ORIX Europe: Asset management of global equity and fixed income
		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended December 31, 2024 (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Profits			30,422				38,141				7,719				25
		As of March 31, 2024 (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			662,139				715,603				53,464				8

Segment profits increased 25% to ¥38,141 million compared to the same period of the previous fiscal year primarily due to an increase in services income, partially offset by an increase in selling, general and administrative expenses.

Segment assets increased 8% to ¥715,603 million compared to the end of the previous fiscal year primarily due to increases in cash and cash equivalents and investment in securities.

 

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

 

		Nine months ended  December 31, 2023 (millions of yen)				Nine months ended December 31, 2024 (millions of yen)				Change
										Amount   (millions of yen)				Percent   (%)
Segment Profits			30,043				27,904				(2,139	)			(7	)
		As of March 31, 2024 (millions of yen)				As of December 31, 2024  (millions of yen)				Change
										Amount (millions of yen)				Percent (%)
Segment Assets			1,709,233				1,747,909				38,676				2

Segment profits decreased 7% to ¥27,904 million compared to the same period of the previous fiscal year primarily due to decreases in finance revenues and equity in net income (loss) of equity method investments and an increase in provision for credit losses in Greater China.

Segment assets increased 2% to ¥1,747,909 million compared to the end of the previous fiscal year primarily due to an increase in net investment in leases and a general increase in resulting from foreign exchange effects, partially offset by a decrease in installment loans.

 

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(2) Consolidated Financial Condition

Summary of Assets, Liabilities, Shareholders’ Equity

 

				As of March 31, 2024				As of December 31, 2024				Change
												Amount				Percent
Total Assets		(millions of yen)			16,322,100				16,917,024				594,924				4	%
(Segment Assets) *1					16,022,129				16,478,506				456,377				3	%
Total Liabilities		(millions of yen)			12,297,490				12,743,540				446,050				4	%
(Short-term and Long-term Debt)					6,200,471				6,505,592				305,121				5	%
(Deposits)					2,245,835				2,374,983				129,148				6	%
Shareholders’ Equity *2		(millions of yen)			3,941,466				4,086,346				144,880				4	%
Shareholders’ Equity Per Share *3		(yen)			3,422.94				3,596.60				173.66				5	%

 

*Note 1:

Since April 1, 2024, the scope of segment assets was changed to include cash and cash equivalents, trade notes, accounts and other receivable, and others. As a result, segment data as of the end of fiscal 2024 have been retrospectively reclassified.

*Note 2:

“Shareholders’ Equity” refers to “Total ORIX Corporation Shareholders’ Equity” based on U.S. GAAP.

*Note 3:

“Shareholders’ Equity Per Share” is calculated using “Total ORIX Corporation Shareholders’ Equity”.

Total assets increased 4% to ¥16,917,024 million compared to the end of the previous fiscal year primarily due to increases in cash and cash equivalents, installment loans, investment in operating leases and investment in securities. In addition, segment assets increased 3% to ¥16,478,506 million compared to the end of the previous fiscal year.

Total liabilities increased 4% to ¥12,743,540 million compared to the end of the previous fiscal year primarily due to increases in short-term debt, deposits and long-term debt, partially offset by a decrease in trade notes, accounts and other payable.

Shareholders’ equity increased 4% to ¥4,086,346 million compared to the end of the previous fiscal year.

 

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2. Financial Information

(1) Condensed Consolidated Balance Sheets (Unaudited)

(millions of yen)

Assets				As of March 31, 2024				As of December 31, 2024
Cash and Cash Equivalents					1,032,810				1,117,631
Restricted Cash					152,497				132,420
Net Investment in Leases					1,155,023				1,195,851
Installment Loans					3,958,814				4,042,632
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2024		¥129,959 million
December 31, 2024		¥128,612 million
Allowance for Credit Losses					(58,110	)			(58,227	)
Investment in Operating Leases					1,868,574				2,064,031
Investment in Securities					3,263,079				3,357,514
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2024		¥35,696 million
December 31, 2024		¥46,003 million
The amounts which are associated to available-for-sale debt securities are as follows:
March 31, 2024
Amortized Cost		¥3,015,940 million
Allowance for Credit Losses		¥(634) million
December 31, 2024
Amortized Cost		¥3,196,156 million
Allowance for Credit Losses		¥(710) million
Property under Facility Operations					689,573				676,231
Equity method investments					1,313,887				1,347,976
Trade Notes, Accounts and Other Receivable					401,368				399,146
Inventories					227,359				227,645
Office Facilities					248,458				253,420
Other Assets					2,068,768				2,160,754
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2024		¥2,786 million
December 31, 2024		¥2,463 million
Total Assets					16,322,100				16,917,024
Liabilities and Equity
Short-term Debt					574,095				737,905
Deposits					2,245,835				2,374,983
Trade Notes, Accounts and Other Payable					362,504				298,393
Policy Liabilities and Policy Account Balances					1,892,510				1,889,930
The amounts which are measured at fair value by electing the fair value option are as follows:
March 31, 2024		¥167,207 million
December 31, 2024		¥150,881 million
Current and Deferred Income Taxes					570,724				575,005
Long-term Debt					5,626,376				5,767,687
Other Liabilities					1,025,446				1,099,637
Total Liabilities					12,297,490				12,743,540
Redeemable Noncontrolling Interests					2,645				2,798
Commitments and Contingent Liabilities
Common Stock					221,111				221,111
Additional Paid-in Capital					233,457				234,054
Retained Earnings					3,259,730				3,395,761
Accumulated Other Comprehensive Income					357,148				418,276
Treasury Stock, at Cost					(129,980	)			(182,856	)
Total ORIX Corporation Shareholders’ Equity					3,941,466				4,086,346
Noncontrolling Interests					80,499				84,340
Total Equity					4,021,965				4,170,686
Total Liabilities and Equity					16,322,100				16,917,024

 

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Note:

Breakdown of Accumulated Other Comprehensive Income (Loss)

 

		As of March 31, 2024				As of December 31, 2024
Accumulated Other Comprehensive Income (Loss)
Net unrealized gains (losses) on investment in securities			(250,806	)			(358,944	)
Impact of changes in policy liability discount rate			257,785				381,289
Debt valuation adjustments			84				80
Defined benefit pension plans			9,670				9,085
Foreign currency translation adjustments			324,208				377,526
Net unrealized gains on derivative instruments			16,207				9,240
Total			357,148				418,276

 

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(2) Condensed Consolidated Statements of Income (Unaudited)

(millions of yen)

		Nine months ended December 31, 2023				Nine months ended December 31, 2024
Revenues :
Finance revenues			260,096				245,873
Gains on investment securities and dividends			21,256				13,186
Operating leases			391,436				465,668
Life insurance premiums and related investment income			394,012				403,991
Sales of goods and real estate			261,439				272,143
Services income			715,517				753,623
Total Revenues			2,043,756				2,154,484
Expenses :
Interest expense			138,594				124,257
Costs of operating leases			266,402				293,495
Life insurance costs			300,798				302,178
Costs of goods and real estate sold			187,249				198,276
Services expense			410,379				442,808
Other (income) and expense			187				17,959
Selling, general and administrative expenses			458,936				470,198
Provision for credit losses			14,299				13,364
Write-downs of long-lived assets			643				678
Write-downs of securities			262				547
Total Expenses			1,777,749				1,863,760
Operating Income			266,007				290,724
Equity in Net Income of Equity method investments			32,422				48,367
Gains on Sales of Subsidiaries and Equity method investments and Liquidation Losses, net			11,578				44,286
Income before Income Taxes			310,007				383,377
Provision for Income Taxes			92,382				111,678
Net Income			217,625				271,699
Net Income (Loss) Attributable to the Noncontrolling Interests			(1,645	)			(265	)
Net Income Attributable to the Redeemable Noncontrolling Interests			65				187
Net Income Attributable to ORIX Corporation Shareholders			219,205				271,777

 

Note:

The presentation of equity method investment has been changed since the fourth quarter of fiscal 2024. As a result, certain line items presented in our consolidated statements of income for the nine months ended December 31, 2023 have been retrospectively reclassified for this change.

 

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

 

						(millions of yen)
		Nine months ended December 31, 2023				Nine months ended December 31, 2024
Net Income :			217,625				271,699
Other comprehensive income (loss), net of tax:
Net change of unrealized gains (losses) on investment in securities			(53,066	)			(108,151	)
Impact of changes in policy liability discount rate			64,666				123,504
Net change of debt valuation adjustments			(149	)			(4	)
Net change of defined benefit pension plans			(84	)			(592	)
Net change of foreign currency translation adjustments			106,651				55,331
Net change of unrealized gains (losses) on derivative instruments			(3,012	)			(6,441	)
Total other comprehensive income			115,006				63,647
Comprehensive Income			332,631				335,346
Comprehensive Income (Loss) Attributable to the Noncontrolling Interests			(639	)			2,244
Comprehensive Income Attributable to the Redeemable Noncontrolling Interests			139				289
Comprehensive Income Attributable to ORIX Corporation Shareholders			333,131				332,813

(4) Assumptions for Going Concern

There is no corresponding item.

(5) Significant Changes in Shareholders’ Equity

There is no corresponding item.

(6) Changes in Accounting Policies

(Adoption of New Accounting Standards)

In March 2023, Accounting Standards Update 2023-02 (“Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method”) was issued as the amendments to ASC 323 (“Investments—Equity Method and Joint Ventures”). This update expands the investments eligible to elect to apply the proportional amortization method to tax equity investments in similar tax credit programs other than the low-income housing tax credit (LIHTC). This update is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company and its subsidiaries adopted this update on April 1, 2024, on a modified retrospective transition method, resulting in a cumulative-effect adjustment to retained earnings as of the fiscal year of adoption. The effects of adopting this update on the Company and its subsidiaries’ financial position at the adoption date were a decrease of ¥157 million in other assets and a decrease of ¥157 million in retained earnings in the consolidated balance sheets.

 

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(7) Segment Information (Unaudited)

The financial information about the operating segments reported below is that which is available for each segment and evaluated regularly by the chief operating decision maker in charge of resource allocation and performance assessment.

An overview of the operations for each of the ten operating segments follows below.

 

Corporate Financial Services and Maintenance Leasing		:		Finance and fee business; leasing and rental of automobiles, electronic measuring instruments and ICT-related equipment
Real Estate		:		Real estate development, rental and management; facility operations; real estate asset management
PE Investment and Concession		:		Private equity investment and concession
Environment and Energy		:		Domestic and overseas renewable energy; electric power retailing; ESCO services; sales of solar panels; recycling and waste management
Insurance		:		Life insurance
Banking and Credit		:		Banking and consumer finance
Aircraft and Ships		:		Aircraft investment and management; ship-related finance and investment
ORIX USA		:		Finance, investment and asset management in the Americas
ORIX Europe		:		Asset management of global equity and fixed income
Asia and Australia		:		Finance and investment businesses in Asia and Australia

The accounting policies of the segments are almost the same as accounting policies for condensed consolidated financial statements except for the treatment of income tax expenses, net income attributable to noncontrolling interests, and net income attributable to redeemable noncontrolling interests. The chief operating decision maker evaluates the performance of the segments based on the amount equivalent to income before income taxes, net income attributable to noncontrolling interests and net income attributable to redeemable noncontrolling interests before the applicable tax effects. Income taxes are not included in segment profits or losses because management evaluates segments’ performance on a pre-tax basis. Most of selling, general and administrative expenses, including compensation costs that are directly related to the revenue generating activities of each segment and excluding the expenses that should be borne by ORIX Group as a whole, have been accumulated by and charged to each segment. Gains and losses that management does not consider for evaluating the performance of the segments, such as certain interest expenses and write-downs of certain long-lived assets and certain foreign exchange gains or losses (included in other (income) and expense) are excluded from the segment profits or losses, and are regarded as corporate items.

Assets attributed to each segment are total assets except for certain cash and head office assets.

The presentation of equity method investment has been changed since the fourth quarter of fiscal 2024. As a result, segment data for the nine months ended December 31, 2023 have been retrospectively reclassified.

Since April 1, 2024, the interest expense allocation method for each segment was changed to include a part of interest expenses in corporate profits (losses) in the reconciliation of segment profits to the condensed consolidated financial statement amounts. As a result, segment data for the nine months ended December 31, 2023 have been retrospectively reclassified.

Since April 1, 2024, the scope of segment assets was changed to include cash and cash equivalents, trade notes, accounts and other receivable, and others. As a result, segment data as of the end of fiscal 2024 have been retrospectively reclassified.

 

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Segment information for the nine months ended December 31, 2023 and nine months ended December 31, 2024 is as follows:

 

		Millions of yen
		Nine months ended December 31, 2023
		Corporate Financial Services and Maintenance Leasing				Real Estate				PE Investment and Concession				Environment and Energy				Insurance				Banking and Credit				Aircraft and Ships
Finance revenues			46,582				4,647				3,773				1,103				212				59,814				5,981
Gains on investment securities and dividends			2,808				475				826				1,179				0				399				(24	)
Operating leases			199,331				34,427				30,432				59				0				0				32,883
Life insurance premiums and related investment income			0				0				0				0				395,835				0				0
Sales of goods and real estate			2,767				70,985				179,965				2,787				0				0				97
Services income			80,300				226,831				58,405				119,015				1,828				5,051				5,890
Total Segment Revenues			331,788				337,365				273,401				124,143				397,875				65,264				44,827
Interest expense			4,059				2,217				2,550				7,772				1				3,857				8,390
Costs of operating leases			143,646				18,637				19,935				14				0				0				14,865
Life insurance costs			0				0				0				0				300,756				0				0
Costs of goods and real estate sold			2,291				56,749				123,538				1,617				0				0				96
Services expense			43,859				182,380				41,176				82,431				0				3,905				841
Other (income) and expense			12,582				191				(753	)			(565	)			(1	)			(212	)			(3,458	)
Selling, general and administrative expenses			66,072				30,601				65,759				13,706				43,318				23,929				7,778
Provision for credit losses, and write-downs of long-lived assets and securities			365				452				201				48				(2	)			6,224				(0	)
Total Segment Expenses			272,874				291,227				252,406				105,023				344,072				37,703				28,512
Equity in Net income (Loss) of equity method investments and others			1,750				6,166				2,339				6,767				204				(205	)			12,673
Segment Profits			60,664				52,304				23,334				25,887				54,007				27,356				28,988
Significant non-cash items:
Depreciation and amortization			113,834				13,698				20,473				18,511				14,652				1,254				15,969
Increase in policy liabilities and policy account balances			0				0				0				0				112,418				0				0
Expenditures for long-lived assets			135,471				43,239				14,767				38,708				241				9				160,229
		Millions of yen
		Nine months ended December 31, 2023
		ORIX USA				ORIX Europe				Asia and Australia				Total
Finance revenues			85,535				1,740				52,334				261,721
Gains on investment securities and dividends			8,235				6,499				279				20,676
Operating leases			983				0				89,624				387,739
Life insurance premiums and related investment income			0				0				0				395,835
Sales of goods and real estate			442				0				361				257,404
Services income			39,024				156,341				18,378				711,063
Total Segment Revenues			134,219				164,580				160,976				2,034,438
Interest expense			36,020				212				25,595				90,673
Costs of operating leases			362				0				66,702				264,161
Life insurance costs			0				0				0				300,756
Costs of goods and real estate sold			229				0				342				184,862
Services expense			2,485				39,713				11,243				408,033
Other (income) and expense			(995	)			1,960				(1,266	)			7,483
Selling, general and administrative expenses			63,086				94,831				30,648				439,728
Provision for credit losses, and write-downs of long-lived assets and securities			2,673				217				5,027				15,205
Total Segment Expenses			103,860				136,933				138,291				1,710,901
Equity in Net income (Loss) of equity method investments and others			5,227				2,775				7,358				45,054
Segment Profits			35,586				30,422				30,043				368,591
Significant non-cash items:
Depreciation and amortization			3,088				4,829				64,488				270,796
Increase in policy liabilities and policy account balances			0				0				0				112,418
Expenditures for long-lived assets			86				292				133,473				526,515

 

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		Millions of yen
		Nine months ended December 31, 2024
		Corporate Financial Services and Maintenance Leasing				Real Estate				PE Investment and Concession				Environment and Energy				Insurance				Banking and Credit				Aircraft and Ships
Finance revenues			46,552				3,608				9,092				895				229				44,241				4,670
Gains on investment securities and dividends			2,533				954				723				3,463				0				248				15
Operating leases			211,512				48,791				31,434				59				0				0				67,709
Life insurance premiums and related investment income			0				0				0				0				405,993				0				0
Sales of goods and real estate			2,850				78,491				183,946				2,332				0				0				520
Services income			80,853				238,393				47,485				129,836				(1	)			2,202				11,038
Total Segment Revenues			344,300				370,237				272,680				136,585				406,221				46,691				83,952
Interest expense			5,168				1,822				2,613				9,135				153				4,455				13,930
Costs of operating leases			149,591				17,987				19,843				14				0				0				29,525
Life insurance costs			0				0				0				0				302,317				0				0
Costs of goods and real estate sold			2,272				64,362				127,365				1,294				0				0				491
Services expense			44,276				193,154				33,049				100,096				0				5,142				4,048
Other (income) and expense			13,147				1,282				(301	)			1,503				(112	)			(54	)			1,595
Selling, general and administrative expenses			66,910				31,503				63,444				16,519				42,121				15,740				8,123
Provision for credit losses, and write-downs of long-lived assets and securities			1,724				61				109				258				7				586				(1	)
Total Segment Expenses			283,088				310,171				246,122				128,819				344,486				25,869				57,711
Equity in Net income (Loss) of equity method investments and others			5,002				(410	)			39,623				5,399				(0	)			1,263				18,357
Segment Profits			66,214				59,656				66,181				13,165				61,735				22,085				44,598
Significant non-cash items:
Depreciation and amortization			117,513				14,223				19,084				24,732				14,955				441				22,582
Increase in policy liabilities and policy account balances			0				0				0				0				163,838				0				0
Expenditures for long-lived assets			153,997				64,839				12,845				30,768				90				14				227,595
		Millions of yen
		Nine months ended December 31, 2024
		ORIX USA				ORIX Europe				Asia and Australia				Total
Finance revenues			77,857				3,181				56,457				246,782
Gains on investment securities and dividends			3,034				2,107				200				13,277
Operating leases			524				0				101,381				461,410
Life insurance premiums and related investment income			0				0				0				405,993
Sales of goods and real estate			410				0				596				269,145
Services income			35,095				188,136				17,642				750,679
Total Segment Revenues			116,920				193,424				176,276				2,147,286
Interest expense			31,186				539				31,735				100,736
Costs of operating leases			1,007				0				73,276				291,243
Life insurance costs			0				0				0				302,317
Costs of goods and real estate sold			236				0				534				196,554
Services expense			1,653				49,670				11,171				442,259
Other (income) and expense			(2,695	)			4,024				(1,324	)			17,065
Selling, general and administrative expenses			67,624				102,149				33,295				447,428
Provision for credit losses, and write-downs of long-lived assets and securities			4,307				115				7,423				14,589
Total Segment Expenses			103,318				156,497				156,110				1,812,191
Equity in Net income (Loss) of equity method investments and others			14,234				1,214				7,738				92,420
Segment Profits			27,836				38,141				27,904				427,515
Significant non-cash items:
Depreciation and amortization			1,889				4,783				70,559				290,761
Increase in policy liabilities and policy account balances			0				0				0				163,838
Expenditures for long-lived assets			1,325				694				132,503				624,670

 

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Segment information as of March 31, 2024 and December 31, 2024 is as follows:

 

		Millions of yen
		As of March 31, 2024
		Corporate Financial Services and Maintenance Leasing				Real Estate				PE Investment and Concession				Environment and Energy				Insurance				Banking and Credit				Aircraft and Ships
Net investment in leases			567,735				51,978				1,238				3,104				0				0				0
Installment loans			346,840				52				115,629				2,255				11,792				2,378,183				60,468
Investment in operating leases			535,655				278,191				56,286				250				26,876				0				557,867
Investment in securities			36,683				4,036				36,729				571				2,236,495				311,237				11,960
Property under facility operations and servicing assets			17,404				165,387				41,416				453,252				0				0				0
Inventories			928				174,990				47,553				2,463				0				0				733
Advances for finance lease and operating lease			3,400				114,649				5				0				0				0				9,232
Equity method investments			14,984				143,751				118,310				219,018				29,742				43,601				399,061
Advances for property under facility operations			0				8,183				4,466				44,962				0				0				0
Goodwill, intangible assets acquired in business combinations			28,693				52,898				351,202				121,174				4,452				0				19,114
Other assets			224,998				115,972				293,813				129,385				612,570				201,196				111,206
Segment Assets			1,777,320				1,110,087				1,066,647				976,434				2,921,927				2,934,217				1,169,641
		Millions of yen
		As of March 31, 2024
		ORIX USA				ORIX Europe				Asia and Australia				Total
Net investment in leases			505				0				530,426				1,154,986
Installment loans			699,384				0				343,936				3,958,539
Investment in operating leases			9,858				0				395,573				1,860,556
Investment in securities			509,172				82,568				33,520				3,262,971
Property under facility operations and servicing assets			79,747				0				1,849				759,055
Inventories			159				0				224				227,050
Advances for finance lease and operating lease			0				0				3,017				130,303
Equity method investments			61,415				11,907				271,682				1,313,471
Advances for property under facility operations			0				0				0				57,611
Goodwill, intangible assets acquired in business combinations			176,785				364,773				7,313				1,126,404
Other assets			157,459				202,891				121,693				2,171,183
Segment Assets			1,694,484				662,139				1,709,233				16,022,129

 

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		Millions of yen
		As of December 31, 2024
		Corporate Financial Services and Maintenance Leasing				Real Estate				PE Investment and Concession				Environment and Energy				Insurance				Banking and Credit				Aircraft and Ships
Net investment in leases			576,094				46,400				1,247				2,556				0				0				(1	)
Installment loans			371,044				35				121,886				2,607				12,441				2,493,988				43,144
Investment in operating leases			560,999				307,094				57,864				238				26,658				0				682,322
Investment in securities			29,361				6,018				6,041				32,514				2,299,615				309,557				11,584
Property under facility operations and servicing assets			16,947				173,430				29,673				444,427				0				0				28
Inventories			504				179,616				42,013				3,385				0				0				1,425
Advances for finance lease and operating lease			3,710				82,438				11				0				0				0				20,665
Equity method investments			15,829				179,820				138,788				156,847				38,625				45,000				423,887
Advances for property under facility operations			0				7,829				146				57,397				0				0				0
Goodwill, intangible assets acquired in business combinations			25,825				51,325				346,065				118,551				4,452				0				45,663
Other assets			239,928				118,111				238,111				136,499				623,524				212,256				96,921
Segment Assets			1,840,241				1,152,116				981,845				955,021				3,005,315				3,060,801				1,325,638
		Millions of yen
		As of December 31, 2024
		ORIX USA				ORIX Europe				Asia and Australia				Total
Net investment in leases			492				0				569,015				1,195,803
Installment loans			680,003				0				317,473				4,042,621
Investment in operating leases			12,776				0				407,059				2,055,010
Investment in securities			527,664				97,272				37,584				3,357,210
Property under facility operations and servicing assets			80,918				0				1,859				747,282
Inventories			139				0				243				227,325
Advances for finance lease and operating lease			0				0				5,890				112,714
Equity method investments			58,761				12,911				277,091				1,347,559
Advances for property under facility operations			0				0				26				65,398
Goodwill, intangible assets acquired in business combinations			183,358				362,746				7,400				1,145,385
Other assets			149,906				242,674				124,269				2,182,199
Segment Assets			1,694,017				715,603				1,747,909				16,478,506

 

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The reconciliation of segment totals to the condensed consolidated financial statement amounts is as follows:

 

		Millions of yen
		Nine months ended December 31, 2023				Nine months ended December 31, 2024
Segment revenues:
Total revenues for segments			2,034,438				2,147,286
Revenues related to corporate assets			49,429				50,076
Revenues from inter-segment transactions			(40,111	)			(42,878	)
Total consolidated revenues			2,043,756				2,154,484
Segment profits:
Total profits for segments			368,591				427,515
Corporate profits (losses)			(57,520	)			(44,274	)
Net income attributable to the noncontrolling interests and net income attributable to the redeemable noncontrolling interests			(1,064	)			136
Total consolidated income before income taxes			310,007				383,377

(8) Cash flow information (Unaudited)

ORIX Group does not prepare the consolidated statements of cash flows for the nine months ended December 31, 2024. Depreciation and amortization for the nine months ended December 31, 2023 and 2024 were ¥273,535 million and ¥295,149 million, respectively.

(9) Subsequent Events

Cancellation of Own Shares

The Company cancelled its own shares pursuant to the share cancellation policy approved at the Board of Directors meeting held on October 28, 2019. The details of the cancellation of the Company’s own shares subsequent to the balance sheet date are as follows:

 

• Class of shares cancelled		Common shares
• Number of shares cancelled		51,998,810 shares
• Cancellation date		January 20, 2025.

 

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