Regarding the Subsidiarization of ORIX Bank

Transaction Overview

Daiwa Next Bank aims to acquire all issued shares of ORIX Bank and make it a 100% subsidiary. The number of shares acquired is 1,200,000, with an acquisition price of 370 billion yen, and the acquisition funds will be fully financed by own funds. A future merger of both banks is envisaged.

Purpose and Synergy Effect

Through strengthening the wealth management division, the goal is sustainable expansion of stable earnings and improvement of ROE and EPS. Leveraging the strengths of both banks to realize a virtuous cycle of deposit growth and loan expansion. Synergy effects are expected to improve cash flow by 35 billion yen, aiming to expand deposits by over 2 trillion yen in five years.

Capital, Regulation and Schedule

Even after this transaction, capital buffers will be effectively utilized to maintain financial soundness. Regulatory ratios will be maintained with consolidated total capital adequacy ratio over 14% and Tier 1 ratio over 12%. The contract signing date is scheduled for April 27, 2026, and the share transfer date is planned by October 2026.

Overview of ORIX Bank and Daiwa Next Bank

ORIX Bank was established in 1993 with capital of 45 billion yen and 922 employees. Daiwa Next Bank was established in 2010 with capital of 50 billion yen and 96 employees. The banks complement each other’s strengths by integrating a robust balance sheet with high deposit-gathering capability, lending, and trust functions.