ORIX CORPORATION Notice of Transfer of Consolidated Subsidiary (Partial Transfer of Shares) and Joint Venture
TOKYO, Japan - March 6, 2024 - ORIX Corporation ("ORIX") announced today that it has decided to enter into a share transfer agreement with NTT DOCOMO, INC. ("NTT DOCOMO") and to transfer a part of its shares in ORIX Credit Corporation ("ORIX Credit"), a consolidated subsidiary of ORIX, to NTT DOCOMO, and to make ORIX Credit a joint venture in accordance with the shareholder agreement.
1. Purpose of joint venture through partial transfer of shares
As a comprehensive consumer finance company within ORIX Group, ORIX Credit is engaged in the consumer finance, credit guarantee, and mortgage banking businesses.
In the consumer finance business, ORIX Credit launched the "VIP Loan Card" as a low-interest, high limit product in 1987. This was pioneering among premium card loans. More recently, it has evolved into the "ORIX MONEY" smartphone-based personal loan product, meeting current needs for digitalization and cashless transactions.
In the credit guarantee business, ORIX Credit utilizes the expertise developed in its consumer finance business to guarantee unsecured loans, which are mainly provided by other financial institutions. Currently, ORIX Credit has partnerships with over 250 financial institutions throughout Japan.
In the mortgage banking business, ORIX Credit offers popular products that meet diverse financing needs related to housing (primarily Flat 35 fixed-interest rate housing loans).
NTT DOCOMO has a 36.1%*1 share of mobile communication subscribers in Japan, a direct customer contact channel through its approximately 2,160*2 "docomo Shop" stores, and a membership base of 98.76 million*3 using the "d POINT CLUB" marketing platform.
In July 2022, NTT DOCOMO launched "d Sumaho Loan " *4, a loan service for individuals that offers preferential interest rate discounts of up to 3.0% per annum, depending on the customer's contracted usage of NTT DOCOMO services such as "d Card" *4 and NTT DOCOMO line subscriptions. The cumulative amount of loans disbursed exceeded 37 billion yen in February 2024.
The market for retail financial services is changing on a daily basis, as funding needs diversify due to changes in the social structure, including an aging society with a declining birthrate, and as new entrants from other industries with strength in IT and digital applications join the market. With this joint venture, ORIX and NTT DOCOMO will leverage ORIX Credit's operational and screening expertise in retail finance, as well as NTT DOCOMO's customer and membership bases and the data associated with them, as they aim to both expand financing-related businesses in "smart living" areas as well as develop and provide new financial services, housing loans, and other products.
*1 As of December 31, 2022. From "Trends in the Telecommunications Market" (April 25, 2023), Ministry of Internal Affairs and Communications.
*2 As of April 30, 2023, based on NTT DOCOMO's publicly available data.
*3 As of December 31, 2023, based on NTT DOCOMO's publicly available data.
*4 "d Card" and "d Sumaho Loan " are registered trademarks of NTT DOCOMO in Japan.
2. Summary of Partial Transfer of Shares | |||
(1) | Method | Transfer of (issued) shares owned by ORIX | |
Before the | ORIX 100% | ||
Shareholding ratio | transfer | ||
(2) | |||
before and after | After the | ||
NTT DOCOMO 66％ , ORIX 34％ | |||
transfer | |||
3. Outline of consolidated subsidiary to be transferred | |||
(1) | Name | ORIX Credit Corporation | |
(2) | Location | Nippon Life | Hamamatsucho Crea Tower, 2-3-1,Hamamatsu-cho, |
Minato-ku, Tokyo | |||
(3) | Name and title of | Yasushi Okada, President | |
representative | |||
(4) | Description of | Retail financial services | |
business | |||
(5) | Paid-in capital | 4.8 billion yen | |
(6) | Date of | June 1979 | |
establishment | |||
Major shareholders | |||
(7) | and shareholding | ORIX (100%) | |
ratio | |||
Capital | ORIX owns 100% of the shares. | ||
relationship | |||
Relationship | Personnel | Corporate auditors, executive officers, and | |
between the listed | relationship | employees are seconded from ORIX. | |
(8) | company and | ORIX lends funds to ORIX Credit based on a cash | |
aforementioned | Business | management system; in the credit guarantee | |
company | business, ORIX jointly guarantees a portion of ORIX | ||
relationship | |||
Credit's obligations guaranteed to financial | |||
institutions.
- Consolidated subsidiary results and financial position for the past three years (Unit: Mn JPY)
Fiscal year | FY21.3 | FY22.3 | FY23.3 |
Net assets | 66,752 | 53,649 | 54,180 |
Total assets | 182,689 | 205,639 | 195,850 |
Net assets per share | 8,500.6 yen | 6,832.0 yen | 6,899.6 yen |
Sales | 33,096 | 32,226 | 32,452 |
Operating profit | 10,111 | 10,890 | 6,880 |
Recurring profit | 10,125 | 10,920 | 6,920 |
Net income attributable to | |||
parent company | 6,642 | 6,929 | 5,285 |
shareholders |
Net income per share
Dividend per share
4. Outline of buyer | |
(1) | Name |
(2) | Location |
(3) | Name and title of |
representative | |
(4) | Description of |
Business | |
(5) | Paid-in capital |
(6) | Date of |
establishment | |
(7) | Net assets |
(8) | Total assets |
Major shareholders | |
(9) | and shareholding |
ratio |
845.8 | yen | 882.4 | yen | 673.0 | yen |
- | yen | 2.6 | yen | 0.6 | yen |
NTT DOCOMO, INC.
Sanno Park Tower, 11-1,Nagata-cho2-chome,Chiyoda-ku, Tokyo
Motoyuki Ii, President & CEO
Telecommunications business, Smart Life business and other businesses
949,679 million yen (As of March 31, 2023)
August 14, 1991
6,294,359 million yen (As of March 31, 2023)
9,367,638 million yen (As of March 31, 2023)
NIPPON TELEGRAPH AND TELEPHONE CORPORATION (100％)
Relationship |
between the listed
- company and the aforementioned company
Capital relationship Personnel relationship Business relationship Related party status
Not applicable
Not applicable
Not applicable
NTT DOCOMO and its related parties and affiliates are not related parties of ORIX
5. Number of shares to be transferred and status of shares held before and after transfer
Number of shares | 7,852,597 shares | |
(1) | held before the | (Number of voting rights:7,852,597) |
transfer | (Percentage of voting rights:100％) | |
(2) | Number of shares to | 5,182,714 shares |
be transferred | (Number of voting rights:5,182,714) | |
Number of shares | 2,669,883 shares | |
(3) | held after the | (Number of voting rights:2,669,883) |
transfer | (Percentage of voting rights:34.0％) |
6. Schedule of the transaction Date of share transfer
- agreement for the transaction
- Effective date of the share transfer
Contact Information:
March 6, 2024
March 29, 2024 (planned)
Investor Relations and Sustainability Department
ORIX Corporation
Tel: +81-3-3435-3121
About ORIX Group:
ORIX Group (ORIX Corporation TSE: 8591; NYSE: IX) was established in 1964 and has grown from its roots in leasing in Japan to become a global, diverse, and unique corporate group. Today, it is active around the world in financing and investment, life insurance, banking, asset management, real estate, concession, environment and energy, automobile-related services, industrial/ICT equipment, ships and aircraft. Since expanding outside of Japan in 1971, ORIX Group has grown its business globally and now operates in around 30 countries and regions across the world with approximately 35,000 people. ORIX Group unites globally around its Purpose: "Finding Paths. Making Impact." combining diverse expertise and innovative thinking to help our world develop in a sustainable way.
For more details, please visit our website: https://www.orix.co.jp/grp/en/(As of November 1, 2023)
Caution Concerning Forward Looking Statements:
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 that 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 and under "(4) Risk Factors" of the "1. Summary of Consolidated Financial Results" of the "Consolidated Financial Results April 1, 2022 - March 31, 2023" furnished on Form 6-K.
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ORIX Corporation published this content on 06 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 March 2024 06:50:01 UTC.
