Notice Regarding Transfer of Shares of Consolidated Subsidiary SGK Holdings

Overview of Share Transfer

ORIX Corporation signed a contract on March 4, 2026, to transfer all shares (2,249,999 shares, 90% voting rights) of SGK Holdings, held by consolidated subsidiary OPI2002 Investment Business Limited Partnership, to a special purpose company (SPC) of The Carlyle Group. The transfer price is 95.8 billion yen, with execution planned for mid-April 2026. SGK Holdings is the holding company of Sugiko Group Holdings, which operates scaffold and temporary equipment rental businesses for construction sites, and is expected to achieve record-high sales and operating income.

Outlook and Strategy

Through this share transfer, ORIX expects to record approximately 62.3 billion yen in gain on sale in its consolidated financial results for the fiscal year ending March 2027. Based on ORIX’s long-term vision and the new three-year plan established in 2025, the company is promoting capital recycling aimed at improving ROE, and plans to continue growth support investments in companies with promising growth potential. Carlyle, the transferee, has extensive investment experience in the infrastructure sector and is positioned as the optimal partner for the sustainable enhancement of SGK Holdings’ corporate value.