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 November 2018.

Commission File Number: 001-14856

 

 

ORIX Corporation

(Translation of Registrant’s Name into English)

 

 

World Trade Center Bldg., 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 if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 


Table of Contents

Table of Document(s) Submitted

 

1.

  

This is an English translation of ORIX Corporation’s quarterly financial report (shihanki houkokusho ) as filed with the Kanto Financial Bureau in Japan on November 13, 2018, which includes unaudited consolidated financial information prepared in accordance with generally accepted accounting principles in the United States as of March 31, 2018 and September 30, 2018 and for the three and six months ended September 30, 2017 and 2018.

 

Exhibit 101   

Instance Document

Exhibit 101   

Schema Document

Exhibit 101   

Calculation Linkbase Document

Exhibit 101   

Definition Linkbase Document

Exhibit 101   

Labels Linkbase Document

Exhibit 101   

Presentation Linkbase Document


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.

 

 

ORIX Corporation

Date: November 13, 2018

 

By

 

/s/ HITOMARO YANO

   

Hitomaro Yano

   

Director

   

Executive Officer

   

ORIX Corporation


Table of Contents

CONSOLIDATED FINANCIAL INFORMATION

Notes to Translation

 

1.

The following is an English translation of ORIX Corporation’s quarterly financial report (shihanki houkokusho) as filed with the Kanto Financial Bureau in Japan on November 13, 2018, which includes unaudited consolidated financial information prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) as of March 31, 2018 and September 30, 2018 and for the three and six months ended September 30, 2017 and 2018.

 

2.

Significant differences between U.S. GAAP and generally accepted accounting principles in Japan (“Japanese GAAP”) are stated in Note 1 “Overview of Accounting Principles Utilized” of the notes to Consolidated Financial Statements.

In preparing its consolidated financial information, ORIX Corporation (the “Company”) and its subsidiaries have complied with U.S. GAAP.

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 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.

 

– 1 –


Table of Contents
1.

Information on the Company and its Subsidiaries

(1) Consolidated Financial Highlights

 

                                                              
     Millions of yen
(except for per share amounts and ratios)
 
     Six months
ended
September 30,
2017
    Six months
ended
September 30,
2018
    Fiscal year
ended
March 31,
2018
 

Total revenues

   ¥ 1,517,796     ¥ 1,262,014     ¥ 2,862,771  

Income before income taxes

     252,612       220,945       435,501  

Net income attributable to ORIX Corporation shareholders

     165,970       155,050       313,135  

Comprehensive Income attributable to ORIX Corporation shareholders

     180,526       167,820       288,148  

ORIX Corporation shareholders’ equity

     2,610,740       2,803,969       2,682,424  

Total assets

     11,426,036       11,778,544       11,425,982  

Earnings per share for net income attributable to ORIX Corporation shareholders

      

Basic (yen)

     129.40       121.13       244.40  

Diluted (yen)

     129.29       121.03       244.15  

ORIX Corporation shareholders’ equity ratio (%)

     22.8       23.8       23.5  

Cash flows from operating activities

     218,562       273,541       568,791  

Cash flows from investing activities

     (203,752     (288,036     (439,120

Cash flows from financing activities

     116,939       (142,236     141,010  

Cash, Cash Equivalents and Restricted Cash at end of Period

     1,274,203       1,254,773       1,405,117  

 

Notes:

  

1.

  

Consumption tax is excluded from the stated amount of total revenues.

  

2.

  

Prior-year amounts have been adjusted for the retrospective application of Accounting Standards Update 2016-18 (“Restricted Cash”—ASC 230 (“Statement of Cash Flows”)) on April 1, 2018.

  

3.

  

Accounting Standards Update 2014-09 (“Revenue from Contracts with Customers”—ASC 606 (“Revenue from Contracts with Customers”)), Accounting Standards Update 2016-01 (“Recognition and Measurement of Financial Assets and Financial Liabilities”—ASC 825-10 (“Financial Instruments—Overall”)) and Accounting Standards Update 2016-16 (“Intra-Entity Transfers of Assets Other Than Inventory”—ASC 740 (“Income Taxes”)) have been adopted on April 1, 2018. For further information, see Note 2 “Significant Accounting and Reporting Policies (af) New accounting pronouncements.”

 

                                                              
     Millions of yen
(except for per share amounts)
              
     Three months
ended
September 30,
2017
     Three months
ended
September 30,
2018
 

Total revenues

   ¥ 725,499      ¥ 658,097  

Net income attributable to ORIX Corporation shareholders

     76,258        75,103  

Earnings per share for net income attributable to ORIX Corporation shareholders

     

Basic (yen)

     59.61        58.67     

 

Notes:

  

1.

  

Consumption tax is excluded from the stated amount of total revenues.

  

2.

  

Accounting Standards Update 2014-09 (“Revenue from Contracts with Customers”—ASC 606 (“Revenue from Contracts with Customers”)), Accounting Standards Update 2016-01 (“Recognition and Measurement of Financial Assets and Financial Liabilities”—ASC 825-10 (“Financial Instruments—Overall”)) and Accounting Standards Update 2016-16 (“Intra-Entity Transfers of Assets Other Than Inventory”—ASC 740 (“Income Taxes”)) have been adopted on April 1, 2018. For further information, see Note 2 “Significant Accounting and Reporting Policies (af) New accounting pronouncements.”

(2) Overview of Activities

During the six months ended September 30, 2018, no significant changes were made in the Company and its subsidiaries’ operations. Additionally, there were no changes of principal subsidiaries and affiliates.

 

2.

Risk Factors

Investing in the Company’s securities involves risks. You should carefully consider the information described herein as well as the risks described under “Risk Factors” in our Form 20-F for the fiscal year ended March 31, 2018 and the other information in that annual report, including, but not limited to, the Company’s consolidated financial statements and related notes and “Item 11. Quantitative and Qualitative Disclosures about Market Risk.” The Company’s business activities, financial condition and results of operations and the trading prices of the Company’s securities could be adversely affected by any of those factors or other factors.

 

– 2 –


Table of Contents
3.

Analysis of Financial Results and Condition

The following discussion provides management’s explanation of factors and events that have significantly affected the Company’s financial condition and results of operations. Also included is management’s assessment of factors and trends that could have a material effect on the Company’s financial condition and results of operations in the future. However, please be advised that financial conditions and results of operations in the future may also be affected by factors other than those discussed herein. These factors and trends regarding the future were assessed as of the issue date of this quarterly financial report (shihanki houkokusho).

 

(1)

Qualitative Information Regarding Consolidated Financial Results

Financial Highlights

Financial Results for the Six Months Ended September 30, 2018

Total revenues

   ¥1,262,014 million (Down 17% year on year)

Total expenses

   ¥1,066,920 million (Down 20% year on year)

Income before income taxes

   ¥220,945 million (Down 13% year on year)

Net income attributable to ORIX Corporation Shareholders

   ¥155,050 million (Down 7% year on year)

Earnings per share for net income attributable to ORIX Corporation Shareholders

  

(Basic)

   ¥121.13 (Down 6% year on year)

(Diluted)

   ¥121.03 (Down 6% year on year)

ROE (Annualized) *1

   11.3% (13.0% during the same period in the previous fiscal year)

ROA (Annualized) *2

   2.67% (2.93% during the same period in the previous fiscal year)

 

*1

ROE is the ratio of Net income attributable to ORIX Corporation Shareholders for the period to average ORIX Corporation Shareholders’ Equity.

*2

ROA is the ratio of Net income attributable to ORIX Corporation Shareholders for the period to average Total Assets.

Total revenues for the six months ended September 30, 2018 (hereinafter, “the second consolidated period”) decreased 17% to ¥1,262,014 million compared to ¥1,517,796 million during the same period of the previous fiscal year. Operating leases increased due to an increase in gains on sales of real estate under operating leases. In addition, services income increased due primarily to large gains from sales of property under facility operations, and an increase in service revenues generated by subsidiaries in the principal investment business. On the other hand, sales of goods and real estate decreased due primarily to a decrease in related revenues generated by a subsidiary in the principal investment business which recognized significant demand during the same period of the previous fiscal year. In addition, despite an increase in life insurance premiums in line with an increase in policies in force, life insurance premiums and related investment income decreased due to a decrease in investment income from assets under variable annuity and variable life insurance contracts, as compared to the same period of the previous fiscal year during which market conditions had improved significantly.

Total expenses decreased 20% to ¥1,066,920 million compared to ¥1,328,769 million during the same period of the previous fiscal year. Costs of operating leases and services expense increased in line with the aforementioned increase in revenues. Costs of goods and real estate sold decreased in line with the aforementioned decrease in revenues. In addition, life insurance costs decreased due to a decrease in a provision of liability reserve, despite the aforementioned increase in policies in force.

Equity in net income of affiliates decreased mainly due to the recognition of significant gains on sales of investments in real estate joint ventures during to the same period of the previous fiscal year, and the recognition of losses in an affiliate in India during the second consolidated period.

As a result of the foregoing, income before income taxes for the second consolidated period decreased 13% to ¥220,945 million compared to ¥252,612 million during the same period of the previous fiscal year, and net income attributable to ORIX Corporation shareholders decreased 7% to ¥155,050 million compared to ¥165,970 million during the same period of the previous fiscal year.

 

– 3 –


Table of Contents

Segment Information

Total revenues and profits by segment for the six months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
    Change
(revenues)
    Change
(profits)
 
     Segment
Revenues
    Segment
Profits
     Segment
Revenues
    Segment
Profits
    Amount     Percent
(%)
    Amount     Percent
(%)
 

Corporate Financial Services

   ¥ 54,059     ¥ 22,049      ¥ 51,067     ¥ 16,788     ¥ (2,992     (6   ¥ (5,261     (24

Maintenance Leasing

     137,156       20,438        141,642       20,583       4,486       3       145       1  

Real Estate

     95,755       43,991        113,527       44,183       17,772       19       192       0  

Investment and Operation

     774,474       38,927        499,007       24,871       (275,467     (36     (14,056     (36

Retail

     219,505       42,950        221,735       49,175       2,230       1       6,225       14  

Overseas Business

     240,242       81,395        238,763       67,716       (1,479     (1     (13,679     (17
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     1,521,191       249,750        1,265,741       223,316       (255,450     (17     (26,434     (11
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Difference between Segment Total and Consolidated Amounts

     (3,395     2,862        (3,727     (2,371     (332     0       (5,233     0  
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Consolidated Amounts

   ¥ 1,517,796     ¥ 252,612      ¥ 1,262,014     ¥ 220,945     ¥ (255,782     (17   ¥ (31,667     (13
  

 

 

   

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets by segment as of March 31, 2018 and September 30, 2018 are as follows:

 

     Millions of yen  
     March 31, 2018      September 30, 2018      Change  
     Segment
Assets
     Composition
ratio (%)
     Segment
Assets
     Composition
ratio (%)
     Amount     Percent
(%)
 

Corporate Financial Services

   ¥ 991,818        9      ¥ 966,357        8      ¥ (25,461     (3

Maintenance Leasing

     847,190        7        859,007        7        11,817       1  

Real Estate

     620,238        5        577,414        5        (42,824     (7

Investment and Operation

     856,348        8        893,067        8        36,719       4  

Retail

     3,174,505        28        3,368,956        29        194,451       6  

Overseas Business

     2,608,819        23        2,955,727        25        346,908       13  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total

     9,098,918        80        9,620,528        82        521,610       6  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Difference between Segment Total and Consolidated Amounts

     2,327,064        20        2,158,016        18        (169,048     (7
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total Consolidated Amounts

   ¥ 11,425,982        100      ¥ 11,778,544        100      ¥ 352,562       3  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Certain line items presented in the consolidated statements of income have been changed starting from the three months ended June 30, 2018. For further information, see Note 2 “Significant Accounting and Reporting Policies (ag) Reclassifications.”

From the three months ended June 30, 2018, consolidated variable interest entities for securitizing financial assets such as direct financing lease receivable and loan receivable, which had been excluded from segment revenues, segment profits and segment assets until the previous fiscal year, are included in segment revenues, segment profits and segment assets of each segment. As a result of this change, the presented amounts in the financial information of the segments for the previous fiscal year have been retrospectively reclassified to conform to the presentation for the six months ended September 30, 2018.

 

– 4 –


Table of Contents

Segment information for the six months ended September 30, 2018 is as follows:

Corporate Financial Services Segment: Loan, leasing and fee business

In this segment, we are focusing on fee businesses related to life insurance, environment and energy, auto leasing related products and services provided to domestic small- and medium-sized enterprise customers while engaging in highly competitive businesses such as leasing and lending with a focus on profitability. We also aim to grow our profit by maximizing synergy potential with Yayoi Co., Ltd., a software service provider in the group, and by utilizing our domestic network to create new businesses.

Based on the aforementioned strategy, segment revenues decreased 6% to ¥51,067 million compared to ¥54,059 million during the same period of the previous fiscal year due to a decrease in finance revenues in line with decreases in average investment balances of direct financing leases and installment loans and a decrease in gains on sales of securities, despite an increase in services income resulting from our stable fee businesses provided to domestic small- and medium-sized enterprise customers.

Segment expenses decreased due to decreases in selling, general and administrative expenses and in interest expense despite an increase in services expense.

As a result of the foregoing and due to the recognition of gains on sales of affiliates during the same period of the previous fiscal year, segment profits decreased 24% to ¥16,788 million compared to ¥22,049 million during the same period of the previous fiscal year.

Segment assets decreased 3% to ¥966,357 million compared to the end of the previous fiscal year due to decreases in investment in direct financing leases and installment loans despite an increase in investment in securities.

Although asset efficiency decreased compared to the same period of the previous fiscal year, we maintained stable profit from fee businesses due to more variety of services. Furthermore, to explore new business areas, we have also engaged in online lending services for small businesses.

 

                                                                                                   
     Six months
ended September 30,
2017
    Six months
ended September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Segment Revenues:

        

Finance revenues

   ¥ 16,200     ¥ 15,669     ¥ (531     (3

Operating leases

     11,525       11,939       414       4  

Services income

     19,738       20,453       715       4  

Sales of goods and real estate, and other

     6,596       3,006       (3,590     (54
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Revenues

     54,059       51,067       (2,992     (6
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Expenses:

        

Interest expense

     2,629       2,132       (497     (19

Provision for doubtful receivables and probable loan losses and write-downs of long-lived assets and securities

     682       434       (248     (36

Other

     30,882       31,223            341                 1  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Expenses

     34,193       33,789       (404     (1
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Operating Income

     19,866       17,278       (2,588     (13
  

 

 

   

 

 

   

 

 

   

 

 

 

Equity in Net income (Loss) of Affiliates, and others

     2,183       (490     (2,673     0  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Profits

   ¥ 22,049     ¥ 16,788     ¥ (5,261     (24
  

 

 

   

 

 

   

 

 

   

 

 

 
     As of
March 31,
2018
    As of
September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Investment in direct financing leases

   ¥ 439,329     ¥ 422,576     ¥ (16,753     (4

Installment loans

     369,882       353,712       (16,170     (4

Investment in operating leases

     26,350       23,513       (2,837     (11

Investment in securities

     19,208       30,991       11,783       61  

Property under facility operations

     15,075       15,040       (35     (0

Inventories

     49       36       (13     (27

Advances for investment in operating leases

     203       52       (151     (74

Investment in affiliates

     16,845       16,637       (208     (1

Advances for property under facility operations

     720        631       (89     (12

Goodwill and other intangible assets acquired in business combinations

     104,157       103,169       (988     (1
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Assets

   ¥              991,818     ¥              966,357     ¥          (25,461     (3
  

 

 

   

 

 

   

 

 

   

 

 

 

 

– 5 –


Table of Contents

Maintenance Leasing Segment: Automobile leasing and rentals, car-sharing, and test and measurement instruments and IT-related equipment rentals and leasing

In the automobile related businesses which cover a large part of this segment, we aim to increase market share by targeting small- and medium-sized enterprises and individuals as well as large corporate customers by leveraging our industry-leading number of fleets under management and our competitive advantages to provide one-stop automobile-related services. Furthermore, we will develop new products and services to make the change of industrial structure into new business opportunities. In the rental business, we strengthened our engineering solution businesses by developing new services for robots and three-dimensional (3D) printing.

Based on the aforementioned strategy, segment revenues increased 3% to ¥141,642 million compared to ¥137,156 million during the same period of the previous fiscal year due to an increase in operating leases revenues.

Segment expenses increased in line with the aforementioned revenue increases.

Segment profits increased 1% to ¥20,583 million compared to ¥20,438 million during the same period of the previous fiscal year.

Segment assets increased 1% to ¥859,007 million compared to the end of the previous fiscal year due to an increase of new executions in investment in operating leases.

Although asset efficiency remained the same level compared to the same period of the previous fiscal year, we have maintained stable profitability as a result of a steady number of new auto leases.

 

                                                                                                   
     Six months
ended September 30,
2017
    Six months
ended September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Segment Revenues:

        

Finance revenues

   ¥ 7,110     ¥ 7,095     ¥ (15     (0

Operating leases

     94,505       97,983       3,478       4  

Services income

     33,705       34,147       442       1  

Sales of goods and real estate, and other

     1,836       2,417       581       32  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Revenues

     137,156       141,642       4,486       3  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Expenses:

        

Interest expense

     1,687       1,616       (71     (4

Provision for doubtful receivables and probable loan losses and write-downs of long-lived assets and securities

     104       134       30       29  

Other

     114,719       119,282       4,563       4  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Expenses

     116,510       121,032       4,522       4  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Operating Income

     20,646       20,610       (36     (0
  

 

 

   

 

 

   

 

 

   

 

 

 

Equity in Net income (Loss) of Affiliates, and others

     (208     (27     181       0  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Profits

   ¥ 20,438     ¥ 20,583     ¥      145                 1  
  

 

 

   

 

 

   

 

 

   

 

 

 
     As of
March 31,
2018
    As of
September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Investment in direct financing leases

   ¥ 319,927     ¥ 324,690     ¥ 4,763       1  

Investment in operating leases

     505,472       512,818       7,346       1  

Investment in securities

     560       575       15       3  

Property under facility operations

     904       913       9       1  

Inventories

     461       530       69       15  

Advances for investment in operating leases

     197       138       (59     (30

Investment in affiliates

     1,996       1,964       (32     (2

Goodwill and other intangible assets acquired in business combinations

     17,673       17,379       (294     (2
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Assets

   ¥    847,190     ¥    859,007     ¥ 11,817       1  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

– 6 –


Table of Contents

Real Estate Segment: Real estate development and rental, facility operation, REIT asset management, and real estate investment and advisory services

In this segment, we aim to promote portfolio rebalancing by selling rental properties into favorable markets and also to expand the scale of our asset management business such as REIT and real estate investment advisory services to construct a portfolio that is less affected by changes in the real estate market. We also aim to gain stable profits by accumulating expertise through the operation of various facilities such as hotels and Japanese inns and to develop new businesses by taking advantage of the value chain to the extent of real estate development and rental, asset management and facility operations.

Based on the aforementioned strategy, segment revenues increased 19% to ¥113,527 million compared to ¥95,755 million during the same period of the previous fiscal year due to increase in services income from facilities operations which resulted from sales of property under facility operations and in operating leases revenues in line with an increase in gains on sales of rental property.

Segment expenses decreased due to a decrease in write-downs of long-lived assets.

As a result of the foregoing and a decrease in equity in net income of affiliates due to significant gains on sales of investments in real estate joint ventures that were recognized during the same period of the previous fiscal year, segment profits were ¥44,183 million, a slight increase over the ¥43,991 million recorded during the same period of the previous fiscal year.

Segment assets decreased 7% to ¥577,414 million compared to the end of the previous fiscal year due primarily to sales of property under facility operations and rental properties.

Asset efficiency increased compared to the same period of the previous fiscal year. And we had continuously made new investments in carefully selected areas and properties.

 

                                                                                                   
     Six months
ended September 30,
2017
     Six months
ended September 30,
2018
     Change  
     Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Segment Revenues:

          

Finance revenues

   ¥ 986      ¥ 974      ¥ (12     (1

Operating leases

     30,112        38,342        8,230       27  

Services income

     60,882        71,151        10,269       17  

Sales of goods and real estate, and other

     3,775        3,060        (715     (19
  

 

 

    

 

 

    

 

 

   

 

 

 

Total Segment Revenues

     95,755        113,527        17,772       19  
  

 

 

    

 

 

    

 

 

   

 

 

 

Segment Expenses:

          

Interest expense

     1,214        1,191        (23     (2

Provision for doubtful receivables and probable loan losses and write-downs of long-lived assets and securities

     1,472        20        (1,452     (99

Other

     70,156        70,726        570       1  
  

 

 

    

 

 

    

 

 

   

 

 

 

Total Segment Expenses

     72,842        71,937        (905     (1
  

 

 

    

 

 

    

 

 

   

 

 

 

Segment Operating Income

     22,913        41,590        18,677       82  
  

 

 

    

 

 

    

 

 

   

 

 

 

Equity in Net income (Loss) of Affiliates, and others

     21,078        2,593        (18,485     (88
  

 

 

    

 

 

    

 

 

   

 

 

 

Segment Profits

   ¥ 43,991      ¥ 44,183      ¥ 192       0  
  

 

 

    

 

 

    

 

 

   

 

 

 
     As of
March 31,
2018
     As of
September 30,
2018
     Change  
     Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Investment in direct financing leases

   ¥ 33,589      ¥ 33,827      ¥ 238       1  

Installment loans

     312        313        1       0  

Investment in operating leases

     247,001        210,311        (36,690     (15

Investment in securities

     2,988        3,147        159       5  

Property under facility operations

     195,463        200,634        5,171       3  

Inventories

     2,850        3,619        769       27  

Advances for investment in operating leases

     20,524        22,180        1,656       8  

Investment in affiliates

     86,666        90,075        3,409       4  

Advances for property under facility operations

     19,351        6,729        (12,622     (65

Goodwill and other intangible assets acquired in business combinations

     11,494        6,579        (4,915     (43
  

 

 

    

 

 

    

 

 

   

 

 

 

Total Segment Assets

   ¥ 620,238      ¥ 577,414      ¥ (42,824     (7
  

 

 

    

 

 

    

 

 

   

 

 

 

 

– 7 –


Table of Contents

Investment and Operation Segment: Environment and energy, principal investment, loan servicing (asset recovery), and concession

In the environment and energy business, we aim to increase services revenue by promoting renewable energy business and electric power retailing business as a comprehensive energy service provider. In our solar power business, we have a secured one gigawatt of solar power capacity and are operating projects that generate approximately 780 megawatts of electricity as of September 30, 2018, making us one of the largest solar power producers in Japan. We will accelerate renewable energy business overseas by utilizing the expertise gained in the domestic market. In the principal investment business, we aim to earn stable profits from investees and sustainable gains on sales through rebalancing our portfolio. We will diversify our investment methods and expand our target zone. Regarding our concession business, we will strengthen the operations of three airports, Kansai International Airport, Osaka International Airport and Kobe Airport, and will also proactively engage in the operation of public infrastructures other than airports.

Based on the aforementioned strategy, segment revenues decreased 36% to ¥499,007 million compared to ¥774,474 million during the same period of the previous fiscal year due to decreases in sales of goods by a subsidiary in the principal investment business which recognized significant demand during the same period of the previous fiscal year.

Segment expenses decreased compared to the same period of the previous fiscal year in line with the aforementioned revenues decreases.

As a result of the foregoing and due to the recognition of a significant gain on sales of shares of a subsidiary during the same period of the previous fiscal year, segment profits decreased 36% to ¥24,871 million compared to ¥38,927 million during the same period of the previous fiscal year.

Segment assets increased 4% to ¥893,067 million compared to the end of the previous fiscal year due primarily to increases in inventories and property under facility operations in the environment and energy business.

Although asset efficiency decreased compared to the same period of the previous year, the operation rate of solar power generation projects has improved and profit from our concession business has steadily increased. We also established ORIX Renewable Energy Management Corporation, to operate, manage and maintain power plants that use renewable energies and aim to maximize profit by maintaining safe, long-term management of those renewable energy power plants.

 

                                                                                                   
     Six months     Six months     Change  
     ended September 30,
2017
    ended September 30,
2018
    Amount     Percent (%)  
     (Millions of yen, except percentage data)  

Segment Revenues:

        

Finance revenues

   ¥ 4,719     ¥ 5,252     ¥ 533       11  

Gains on investment securities and dividends

     4,356       759       (3,597     (83

Sales of goods and real estate

     601,760       320,208       (281,552     (47

Services income

     157,966       169,400       11,434       7  

Operating leases, and other

     5,673       3,388       (2,285     (40
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Revenues

     774,474       499,007       (275,467     (36
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Expenses:

        

Interest expense

     2,676       3,403       727       27  

Provision for doubtful receivables and probable loan losses and write-downs of long-lived assets and securities

     (536     (99     437       0  

Other

     746,459       478,804       (267,655     (36
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Expenses

     748,599       482,108       (266,491     (36
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Operating Income

     25,875       16,899       (8,976     (35
  

 

 

   

 

 

   

 

 

   

 

 

 

Equity in Net income (Loss) of Affiliates, and others

     13,052       7,972       (5,080     (39
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Profits

   ¥ 38,927     ¥ 24,871     ¥ (14,056     (36
  

 

 

   

 

 

   

 

 

   

 

 

 
     As of     As of     Change  
     March 31,
2018
    September 30,
2018
    Amount     Percent (%)  
     (Millions of yen, except percentage data)  

Investment in direct financing leases

   ¥ 25,497     ¥ 24,939     ¥ (558     (2

Installment loans

     59,437       52,864       (6,573     (11

Investment in operating leases

     30,158       32,225       2,067       7  

Investment in securities

     29,928       31,551       1,623       5  

Property under facility operations

     208,106       219,054       10,948       5  

Inventories

     101,518       120,531       19,013       19  

Advances for investment in operating leases

     1,261       4,240       2,979       236  

Investment in affiliates

     170,449       171,744       1,295       1  

Advances for property under facility operations

     44,901       53,975       9,074       20  

Goodwill and other intangible assets acquired in business combinations

     185,093       181,944       (3,149     (2
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Assets

   ¥    856,348     ¥ 893,067     ¥ 36,719       4  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

– 8 –


Table of Contents

Retail Segment: Life insurance, banking and card loan

In the life insurance business, we aim to increase the number of policies in-force and revenues from insurance premiums by offering simple-to-understand products through sales agencies and online. In the banking business, we aim to increase finance revenues by increasing the balance of outstanding housing loans which is a core of our banking business. In the card loan business, we aim to increase revenues from guarantee fees by expanding guarantees against loans disbursed by other financial institutions. We also aim to increase finance revenues by making loans directly by utilizing our experience and expertise in credit screening while taking into account the amendments to the Money Lending Business Act for the purpose of reducing over-indebtedness.

Based on the aforementioned strategy, segment revenues increased 1% to ¥221,735 million compared to ¥219,505 million during the same period of the previous fiscal year due to increases in life insurance premiums in line with an increase in policies in force and in finance revenues in the banking business, which was partially offset by a decrease in investment income from assets under variable annuity and variable life insurance contracts because of the significant market improvement that had occurred during the same period of the previous fiscal year.

Segment expenses decreased due to a decrease in life insurance costs as a provision of liability reserve declined.

As a result of the foregoing, segment profits increased 14% to ¥49,175 million compared to ¥42,950 million during the same period of the previous fiscal year.

Segment assets increased 6% to ¥3,368,956 million compared to the end of the previous fiscal year due primarily to an increase in investment in securities in the life insurance business and an increase in installment loans in the banking business, despite the surrender of variable annuity and variable life insurance contracts.

Asset efficiency increased compared to the same period of the previous fiscal year. We have steadily expanded our businesses by starting the sale of investment trusts for individuals in the banking business and have also achieved 4 million policies in force for individual insurance in the life insurance business.

 

                                                                                                   
     Six months
ended September 30,
2017
    Six months
ended September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Segment Revenues:

        

Finance revenues

   ¥ 36,445     ¥ 38,661     ¥ 2,216       6  

Life insurance premiums and related investment income

     181,908       181,293       (615     (0

Services income, and other

     1,152       1,781       629       55  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Revenues

     219,505       221,735       2,230       1  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Expenses:

        

Interest expense

     1,986       2,037       51       3  

Provision for doubtful receivables and probable loan losses and write-downs of long-lived assets and securities

     5,679       5,326       (353     (6

Other

     168,890       165,190       (3,700     (2
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Expenses

     176,555       172,553       (4,002     (2
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Operating Income

     42,950       49,182       6,232       15  
  

 

 

   

 

 

   

 

 

   

 

 

 

Equity in Net income (Loss) of Affiliates, and others

     (0     (7     (7     0  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Profits

   ¥ 42,950     ¥ 49,175     ¥ 6,225       14  
  

 

 

   

 

 

   

 

 

   

 

 

 
     As of
March 31,
2018
    As of
September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Investment in direct financing leases

   ¥ 208     ¥ 112     ¥ (96     (46

Installment loans

     1,852,761       1,910,396       57,635       3  

Investment in operating leases

     44,319       40,804       (3,515     (8

Investment in securities

     1,260,291       1,400,851       140,560       11  

Investment in affiliates

     702       569       (133     (19

Goodwill and other intangible assets acquired in business combinations

     16,224       16,224       0       0  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Assets

   ¥ 3,174,505     ¥ 3,368,956     ¥ 194,451       6  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

– 9 –


Table of Contents

Overseas Business Segment: Leasing, loan, bond investment, asset management and aircraft- and ship-related operations

In the Americas, we aim to expand our business areas by engaging in fee business such as equity investment, fund management in addition to corporate finance and investment in bonds. In our aircraft-related operations, we are focusing on the profit opportunities within operating lease, sales of used aircraft to domestic and overseas investors, asset management services for the aircrafts owned by others, backed by the growing demand of passengers and aircrafts. We will also aim to promote the expansion of functionality and diversification in our overseas group companies.

Based on the aforementioned strategy, segment revenues decreased 1% to ¥238,763 million compared to ¥240,242 million during the same period of the previous fiscal year mainly due to a decrease in sales of goods and real estate because of sales of shares of subsidiaries, despite increases in finance revenues and operating leases.

Segment expenses increased due to an increase in selling, general and administrative expenses.

As a result of the foregoing and due to a decrease in equity in net income of affiliates because of the recognition of losses in an affiliate in India, segment profits decreased 17% to ¥67,716 million compared to ¥81,395 million in the same period of the previous fiscal year.

Segment assets increased 13% to ¥2,955,727 million compared to the end of the previous fiscal year due primarily to an increase in installment loans because of an acquisition of NXT Capital, Inc., which is involved in loan origination and asset management operations in the Americas and an increase in investment in operating leases of aircraft-related operations.

Although asset efficiency decreased compared to the same period of the previous fiscal year, the asset management and the aircraft- and ship-related operations have steadily developed. We also aim to scale up our aircraft leasing business in ways such as signing an agreement to acquire the shares of Avolon Holdings Limited, a leading global aircraft leasing company based in Ireland. Furthermore, we have continued efforts toward increasing profits mainly by making investments in infrastructure related businesses and acquiring the shares of NXT Capital, Inc.

 

                                                                                                   
     Six months     Six months     Change  
     ended September 30,
2017
    ended September 30,
2018
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Segment Revenues:

                                                                                                          

Finance revenues

   ¥ 48,009     ¥ 49,493     ¥ 1,484       3  

Gains on investment securities and dividends

     11,255       9,421       (1,834     (16

Operating leases

     57,481       59,184       1,703       3  

Services income

     117,021       118,394       1,373       1  

Sales of goods and real estate, and other

     6,476       2,271       (4,205     (65
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Revenues

     240,242       238,763       (1,479     (1
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Expenses:

        

Interest expense

     25,007       26,749       1,742       7  

Provision for doubtful receivables and probable loan losses and write-downs of long-lived assets and securities

     2,539       3,197       658       26  

Other

     154,586       155,117       531       0  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Expenses

     182,132       185,063       2,931       2  
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Operating Income

     58,110           53,700           (4,410     (8
  

 

 

   

 

 

   

 

 

   

 

 

 

Equity in Net income (Loss) of Affiliates, and others

     23,285       14,016       (9,269     (40
  

 

 

   

 

 

   

 

 

   

 

 

 

Segment Profits

   ¥ 81,395     ¥ 67,716     ¥ (13,679     (17
  

 

 

   

 

 

   

 

 

   

 

 

 
     As of
March 31,
2018
    As of
September 30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen, except percentage data)  

Investment in direct financing leases

   ¥ 368,721     ¥ 372,927     ¥ 4,206       1  

Installment loans

     534,586       762,369       227,783       43  

Investment in operating leases

     491,132       560,823       69,691       14  

Investment in securities

     413,440       399,625       (13,815     (3

Property under facility operations and servicing assets

     43,995       46,444       2,449       6  

Inventories

     5,923       6,449       526       9  

Advances for investment in operating leases

     9,487       14,968       5,481       58  

Investment in affiliates

     314,569       311,707       (2,862     (1

Goodwill and other intangible assets acquired in business combinations

     426,966       480,415       53,449       13  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Segment Assets

   ¥   2,608,819     ¥   2,955,727     ¥ 346,908       13  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

– 10 –


Table of Contents
                                                                                                   

(2) Financial Condition

 

                                                                                                                
     As of
March 31, 2018
    As of
September  30,
2018
    Change  
    Amount     Percent
(%)
 
     (Millions of yen except per share, ratios and percentages)  

Total assets

   ¥ 11,425,982     ¥ 11,778,544     ¥ 352,562         3  

(Segment assets)*1

     9,098,918        9,620,528        521,610        6   

Total liabilities

     8,619,688       8,840,932       221,244       3  

(Short- and long-term debt)

     4,133,258       4,185,501       52,243       1  

(Deposits)

     1,757,462       1,857,879       100,417       6  

ORIX Corporation shareholders’ equity

     2,682,424       2,803,969       121,545       5  

ORIX Corporation shareholders’ equity per share (yen)*2

     2,095.64       2,190.67       95.03       5  

ORIX Corporation shareholders’ equity ratio*3

     23.5     23.8     —         —    

D/E ratio (Debt-to-equity ratio) (Short-and long-term debt (excluding deposits) / ORIX Corporation shareholders’ equity)

     1.5     1.5     —         —    

 

 

*1

From the three months ended June 30, 2018, variable interest entities for securitizing financial assets such as lease receivables and loan receivables are included in segment assets, and the amount of segment assets for the previous fiscal year have been reclassified as a result of this change.

*2

ORIX Corporation shareholders’ equity per share is calculated using total ORIX Corporation shareholders’ equity.

*3

ORIX Corporation shareholders’ equity ratio is the ratio as of the period end of ORIX Corporation shareholders’ equity to total assets.

Total assets increased 3% to ¥11,778,544 million compared to ¥11,425,982 million as of March 31, 2018. Installment loans increased due primarily to an acquisition of NXT Capital, Inc., which is involved in loan origination and asset management operations in the Americas. Investment in securities increased due primarily to the purchase of investment in securities in the life insurance business. Segment assets increased 6% to ¥9,620,528 million compared to the balance as of March 31, 2018.

Due to assets increase, long-term debt and short-term debt, and deposits in liabilities increased compared to the balance as of March 31, 2018.

Shareholders’ equity increased 5% to ¥2,803,969 million compared to the balance as of March 31, 2018 due primarily to an increase in retained earnings.

 

– 11 –


Table of Contents

(3) Liquidity and Capital Resources

We require capital resources for working capital, investment and loan in our businesses. We accordingly prioritize funding stability, maintaining adequate liquidity and reducing capital costs. We formulate and execute on funding policies that are resistant to sudden negative events in financial markets, and then conduct funding activities in accordance with actual transitions in our assets and changes in financial markets. In preparing our management plan, we project funding activities to maintain a balanced capital structure in light of projected cash flows, asset liquidity and our own liquidity situation. When implementing our management plan, we adjust our funding based on changes in the external environment and our needs in light of our business activities, and endeavor to maintain flexibility in our funding activities. We endeavor to diversify our funding sources, promote longer liability maturities, disperse interest and principal repayment dates, maintain sufficient liquidity, optimize the balance of liabilities and equity and reinforce our funding stability.

Our funding is comprised of borrowings from financial institutions, direct fund procurement from capital markets and deposits. ORIX Group’s total funding including that from short- and long-term debt and deposits on a consolidated basis was ¥6,043,380 million as of September 30, 2018. Borrowings are procured from a diverse range of financial institutions including major banks, regional banks, foreign banks and life and casualty insurance companies. The number of financial institutions from which we procured borrowings exceeded 200 as of September 30, 2018. Procurement from the capital markets is composed of bonds, medium-term notes, commercial paper, payables under securitized leases, loan receivables and other assets (including asset backed securities). The majority of deposits are attributable to ORIX Bank Corporation.

Short-term and long-term debt and deposits

(a) Short-term debt

 

                                                       
     Millions of yen  
     March 31, 2018      September 30, 2018  

Borrowings from financial institutions

   ¥ 251,860      ¥ 244,698  

Commercial paper

     54,894        79,766  
  

 

 

    

 

 

 

Total short-term debt

   ¥ 306,754      ¥ 324,464  
  

 

 

    

 

 

 

Short-term debt as of September 30, 2018 was ¥324,464 million, which accounted for 8% of the total amount of short and long-term debt (excluding deposits) as compared to 7% as of March 31, 2018.

While the amount of short-term debt as of September 30, 2018 was ¥324,464 million, the sum of cash and cash equivalents and the unused amount of committed credit facilities as of September 30, 2018 was ¥1,468,587 million.

(b) Long-term debt

 

                                                       
     Millions of yen  
     March 31, 2018      September 30, 2018  

Borrowings from financial institutions

   ¥ 2,804,357      ¥ 2,754,826  

Bonds

     756,865        740,787  

Medium-term notes

     183,224        194,390  

Payables under securitized lease, loan receivables and other assets

     82,058        171,034  
  

 

 

    

 

 

 

Total long-term debt

   ¥ 3,826,504      ¥ 3,861,037  
  

 

 

    

 

 

 

 

– 12 –


Table of Contents

The balance of long-term debt as of September 30, 2018 was ¥3,861,037 million, which accounted for 92% of the total amount of short and long-term debt (excluding deposits) as compared to 93% as of March 31, 2018.

(c) Deposits

 

     Millions of yen  
     March 31, 2018      September 30, 2018  

Deposits

   ¥ 1,757,462      ¥ 1,857,879  

Apart from the short-term and long-term debt noted above, ORIX Bank Corporation and ORIX Asia Limited accept deposits. These deposit-taking subsidiaries are regulated institutions, and loans from these subsidiaries to ORIX Group entities are subject to maximum regulatory limits.

(4) Summary of Cash Flows

Cash, cash equivalents and restricted cash as of September 30, 2018 decreased by ¥150,344 million to ¥1,254,773 million compared to March 31, 2018.

Cash flows provided by operating activities were ¥273,541 million in the six months ended September 30, 2018, up from ¥218,562 million during the same period of the previous fiscal year. This change resulted primarily from a change from a decrease to an increase in policy liabilities and policy account balances and a change from an increase to a decrease in trade notes, accounts and other receivable, but partially offset by a decrease in proceeds from decreases in trading securities.

Cash flows used in investing activities were ¥288,036 million in the six months ended September 30, 2018, up from ¥203,752 million during the same period of the previous fiscal year. This change resulted primarily from an increase in payments for purchases of available-for-sale debt securities and a decrease in proceeds from sales of available-for-sale debt securities, and an increase in payments for acquisitions of subsidiaries, but partially offset by an increase in principal payments received under installment loans.

Cash flows used in financing activities were ¥142,236 million in the six months ended September 30, 2018 compared to the inflow of ¥116,939 million during the same period of the previous fiscal year. This change resulted primarily from a change from a decrease in proceeds from debt with maturities longer than three months.

(5) Challenges to be addressed

There were no significant changes for the six months ended September 30, 2018.

(6) Research and Development Activity

There were no significant changes in research and development activities for the six months ended September 30, 2018.

(7) Major Facilities

Significant changes in major facilities for the six months ended September 30, 2018 include following:

New Construction—We finished the construction of a new solar power station in Niigata city, Niigata. The total investment for the facility was ¥13,702 million.

 

4.

Material Contracts

Not applicable.

 

– 13 –


Table of Contents
5.

Company Stock Information

(The following disclosure is provided for ORIX Corporation on a stand-alone basis and has been prepared based on Japanese GAAP.)

(1) Issued Shares, Common Stock and Capital Reserve

The number of issued shares, the amount of common stock and capital reserve for the three months ended September 30, 2018 is as follows:

 

In thousands   Millions of yen
Number of issued shares   Common stock   Capital reserve

Increase, net

 

September 30, 2018

 

Increase, net

 

September 30, 2018

 

Increase, net

 

September 30, 2018

0   1,324,629   ¥0   ¥221,111   ¥0   ¥248,290

(2) List of Major Shareholders

The following is a list of major shareholders based on our share registry as of September 30, 2018:

 

                                                       

Name

   Number of
shares held

(in thousands)
     Percentage of
total shares
issued
 

Address

Japan Trustee Services Bank, Ltd. (Trust Account)

     117,404        9.15

1-8-11, Harumi, Chuo-ku, Tokyo

The Master Trust Bank of Japan, Ltd. (Trust Account)

     80,256        6.26  

2-11-3, Hamamatsu-cho, Minato-ku, Tokyo

Japan Trustee Services Bank, Ltd. (Trust Account 9)

     35,487        2.76  

1-8-11, Harumi, Chuo-ku, Tokyo

SSBTC Client Omnibus Account

     33,327        2.60  

One Lincoln Street, Boston MA USA 02111

Citibank, N.A.-NY, As Depositary Bank For Depositary Share Holders

     27,572        2.15  

388 Greenwich Street New York, NY 10013 USA

Japan Trustee Services Bank, Ltd. (Trust Account 5)

     25,645        2.00  

1-8-11, Harumi, Chuo-Ku, Tokyo

State Street Bank And Trust Company 505001

     23,139        1.80  

P.O.Box 351 Boston Massachusetts 02101 U.S.A.

State Street Bank West Client-Treaty 505234

     21,617        1.68  

1776 Heritage Drive, North Quincy, MA 02171, U.S.A.

Japan Trustee Services Bank, Ltd. (Trust Account 7)

     20,881        1.62  

1-8-11, Harumi, Chuo-ku, Tokyo

The Chase Manhattan Bank 385036

     20,033        1.56  

360 N. Crescent Drive Beverly Hills, CA 90210 U.S.A.

  

 

 

    

 

 

 
     405,365        31.62
  

 

 

    

 

 

 

 

Notes 1:

 

The number of shares held in relation to a trust business may not be all inclusive and therefore is reported with reference to the names listed as shareholders.

          2:

 

In addition to the above, the Company has treasury stock shares of 42,843 thousand shares. The Company’s shares held through the Board Incentive Plan Trust (1,823 thousand shares) are not included in the number of treasury stock shares.

 

– 14 –


Table of Contents

          3:

 

On July 2, 2018, Mitsubishi UFJ Trust and Banking Corporation and Mitsubishi UFJ Kokusai Asset Management Co., Ltd. jointly filed a large shareholding report (an alteration report), as required under Japanese regulations, that shows their shareholdings of the Company as of June 25, 2018 as follows. The following information is not included in the List of Major Shareholders above because we were unable to confirm our share registry as of September 30, 2018 with regard to the reported number of shares held.

 

                                                       

Name

   Number of
shares held
(in thousands)
     Percentage of
total shares
issued
 

Mitsubishi UFJ Trust and Banking Corporation

     45,647        3.45

Mitsubishi UFJ Kokusai Asset Management Co., Ltd.

     7,058        0.53  
  

 

 

    

 

 

 

Total

     52,705        3.98
  

 

 

    

 

 

 

 

6.

Directors and Executive Officers

Between the filing date of Form 20-F for the fiscal year ended March 31, 2018 and September 30, 2018, there were no changes of directors and executive officers.

 

– 15 –


Table of Contents

7. Financial Information

 

(1)

Condensed Consolidated Balance Sheets (Unaudited)

 

     Millions of yen  
Assets    March 31, 2018     September 30, 2018  

Cash and Cash Equivalents

   ¥ 1,321,241     ¥ 1,140,901  

Restricted Cash

     83,876       113,872  

Investment in Direct Financing Leases

     1,194,888       1,178,913  

Installment Loans

     2,823,769       3,079,787  

The amounts which are measured at fair value by electing the fair value option are as follows:

    

March 31, 2018

   ¥17,260 million     

September 30, 2018

   ¥31,196 million     

Allowance for Doubtful Receivables on Direct Financing Leases and Probable Loan Losses

     (54,672     (55,840

Investment in Operating Leases

     1,344,926       1,380,494  

Investment in Securities

     1,729,455       1,869,854  

The amounts which are measured at fair value by electing the fair value option are as follows:

    

March 31, 2018

   ¥37,631 million     

September 30, 2018

   ¥23,960 million     

Property under Facility Operations

     434,786       451,017  

Investment in Affiliates

     591,363       592,822  

Trade Notes, Accounts and Other Receivable

     294,773       275,520  

Inventories

     111,001       131,375  

Office Facilities

     112,962       112,446  

Other Assets

     1,437,614       1,507,383  

The amounts which are measured at fair value by electing the fair value option are as follows:

    

March 31, 2018

   ¥15,008 million     

September 30, 2018

   ¥11,121 million     
     

 

 

   

 

 

 

Total Assets

   ¥         11,425,982     ¥         11,778,544  
     

 

 

   

 

 

 

 

Note:     The assets of consolidated variable interest entities (VIEs) that can be used only to settle obligations of those VIEs are below:

 

          Millions of yen  
          March 31, 2018     September 30, 2018  

Cash and Cash Equivalents

      ¥ 4,553      ¥ 4,903   

Investment in Direct Financing Leases (Net of Allowance for Doubtful Receivables on Direct Financing Leases and Probable Loan Losses)

     43,942       29,989  

Installment Loans (Net of Allowance for Doubtful Receivables on Direct Financing Leases and Probable Loan Losses)

     36,991       152,599  

Investment in Operating Leases

     124,998       92,880  

Property under Facility Operations

     108,115       152,865  

Investment in Affiliates

     52,450       52,227  

Other

        74,645       85,219  
     

 

 

   

 

 

 
      ¥              445,694     ¥              570,682  
     

 

 

   

 

 

 

 

– 16 –


Table of Contents
     Millions of yen  
Liabilities and Equity    March 31, 2018     September 30, 2018  

Liabilities:

    

Short-term Debt

   ¥ 306,754     ¥ 324,464  

Deposits

     1,757,462       1,857,879  

Trade Notes, Accounts and Other Payable

     262,301       229,467  

Policy Liabilities and Policy Account Balances

     1,511,246       1,522,746  

The amounts which are measured at fair value by electing the fair value option are as follows:

    

March 31, 2018            ¥444,010 million

    

September 30, 2018     ¥405,705 million

    

Current and Deferred Income Taxes

     366,947       404,878  

Long-term Debt

     3,826,504       3,861,037  

Other Liabilities

     588,474       640,461  
  

 

 

   

 

 

 

Total Liabilities

     8,619,688       8,840,932  
  

 

 

   

 

 

 

Redeemable Noncontrolling Interests

     7,420       7,713  
  

 

 

   

 

 

 

Commitments and Contingent Liabilities

    

Equity:

    

Common Stock

     220,961       221,111  

Additional Paid-in Capital

     267,291       267,033  

Retained Earnings

     2,315,283       2,427,424  

Accumulated Other Comprehensive Income (Loss)

     (45,566     (35,696

Treasury Stock, at Cost

     (75,545     (75,903
  

 

 

   

 

 

 

ORIX Corporation Shareholders’ Equity

     2,682,424       2,803,969  

Noncontrolling Interests

     116,450       125,930  
  

 

 

   

 

 

 

Total Equity

     2,798,874       2,929,899  
  

 

 

   

 

 

 

Total Liabilities and Equity

   ¥          11,425,982     ¥          11,778,544  
  

 

 

   

 

 

 

 

Note:    

 

The liabilities of consolidated VIEs for which creditors (or beneficial interest holders) do not have recourse to the general credit of the Company and its subsidiaries are below:

 
   
     Millions of yen  
     March 31, 2018     September 30, 2018  

Trade Notes, Accounts and Other Payable

   ¥ 1,102     ¥ 6,601  

Long-term Debt

     263,973       370,310  

Other

     8,047        10,939   
  

 

 

   

 

 

 
   ¥               273,122     ¥               387,850  
  

 

 

   

 

 

 

 

– 17 –


Table of Contents

(2) Condensed Consolidated Statements of Income (Unaudited)

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Revenues:

    

Finance revenues

   ¥ 113,346     ¥ 117,352  

Gains on investment securities and dividends

     20,477       11,735  

Operating leases

     197,958       208,975  

Life insurance premiums and related investment income

     181,210       180,604  

Sales of goods and real estate

     616,568       330,761  

Services income

     388,237       412,587  
  

 

 

   

 

 

 

Total revenues

     1,517,796       1,262,014  
  

 

 

   

 

 

 

Expenses:

    

Interest expense

     37,921       41,848  

Costs of operating leases

     125,225       127,366  

Life insurance costs

     131,715       125,734  

Costs of goods and real estate sold

     579,565       305,313  

Services expense

     236,615       247,572  

Other (income) and expense, net

     (1,464     (503

Selling, general and administrative expenses

     209,299       210,646  

Provision for doubtful receivables and probable loan losses

     7,998       8,210  

Write-downs of long-lived assets

     1,472       26  

Write-downs of securities

     423       708  
  

 

 

   

 

 

 

Total expenses

     1,328,769       1,066,920  
  

 

 

   

 

 

 

Operating Income

     189,027       195,094  

Equity in Net Income of Affiliates

     38,613       6,819  

Gains on Sales of Subsidiaries and Affiliates and Liquidation Losses, net

     24,972       19,032  
  

 

 

   

 

 

 

Income before Income Taxes

     252,612       220,945  

Provision for Income Taxes

     83,211       64,326  
  

 

 

   

 

 

 

Net Income

     169,401       156,619  
  

 

 

   

 

 

 

Net Income Attributable to the Noncontrolling Interests

     3,283       1,484  
  

 

 

   

 

 

 

Net Income Attributable to the Redeemable Noncontrolling Interests

     148       85  
  

 

 

   

 

 

 

Net Income Attributable to ORIX Corporation Shareholders

   ¥                165,970     ¥                155,050  
  

 

 

   

 

 

 

 

Note:

 

Certain line items presented in the consolidated statements of income have been changed starting from the three months ended June 30, 2018. For further information, see Note 2 “Significant Accounting and Reporting Policies (ag) Reclassifications.”

     Yen  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Amounts per Share of Common Stock for Net Income Attributable to ORIX Corporation Shareholders:

     

Basic:

   ¥ 129.40      ¥ 121.13  

Diluted:

   ¥                  129.29      ¥                  121.03  

 

– 18 –


Table of Contents
     Millions of yen  
     Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Revenues:

    

Finance revenues

   ¥ 55,983     ¥ 60,793  

Gains on investment securities and dividends

     10,196       4,228  

Operating leases

     101,279       113,696  

Life insurance premiums and related investment income

     87,556       97,745  

Sales of goods and real estate

     269,453       176,306  

Services income

     201,032       205,329  
  

 

 

   

 

 

 

Total revenues

     725,499       658,097  
  

 

 

   

 

 

 

Expenses:

    

Interest expense

     18,822       21,699  

Costs of operating leases

     63,487       64,629  

Life insurance costs

     63,942       68,721  

Costs of goods and real estate sold

     252,520       162,592  

Services expense

     124,146       129,461  

Other (income) and expense, net

     (1,791     (1,566

Selling, general and administrative expenses

     103,337       105,490  

Provision for doubtful receivables and probable loan losses

     3,359       3,264  

Write-downs of long-lived assets

     387       0  

Write-downs of securities

     243       708  
  

 

 

   

 

 

 

Total expenses

     628,452       554,998  
  

 

 

   

 

 

 

Operating Income

     97,047       103,099  

Equity in Net Income of Affiliates

     9,480       1,646  

Gains on Sales of Subsidiaries and Affiliates and Liquidation Losses, net

     10,474       5,246  
  

 

 

   

 

 

 

Income before Income Taxes

     117,001       109,991  

Provision for Income Taxes

     38,541       33,404  
  

 

 

   

 

 

 

Net Income

     78,460       76,587  
  

 

 

   

 

 

 

Net Income Attributable to the Noncontrolling Interests

     2,104       1,450  
  

 

 

   

 

 

 

Net Income Attributable to the Redeemable Noncontrolling Interests

     98       34  
  

 

 

   

 

 

 

Net Income Attributable to ORIX Corporation Shareholders

   ¥                76,258     ¥                75,103  
  

 

 

   

 

 

 

 

Note:

 

Certain line items presented in the consolidated statements of income have been changed starting from the three months ended June 30, 2018. For further information, see Note 2 “Significant Accounting and Reporting Policies (ag) Reclassifications.”

     Yen  
     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Amounts per Share of Common Stock for Net Income Attributable to ORIX Corporation Shareholders:

     

Basic:

   ¥ 59.61      ¥ 58.67  

Diluted:

   ¥ 59.55      ¥ 58.62  

 

– 19 –


Table of Contents

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

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Net Income

   ¥ 169,401     ¥ 156,619  
  

 

 

   

 

 

 

Other comprehensive income, net of tax:

    

Net change of unrealized gains (losses) on investment in securities

     (3,027     (1,606

Net change of debt valuation adjustments

     0       (81

Net change of defined benefit pension plans

     (447     (201

Net change of foreign currency translation adjustments

     18,655       14,789  

Net change of unrealized gains (losses) on derivative instruments

     76       690  
  

 

 

   

 

 

 

Total other comprehensive income

     15,257       13,591  
  

 

 

   

 

 

 

Comprehensive Income

     184,658       170,210  
  

 

 

   

 

 

 

Comprehensive Income Attributable to the Noncontrolling Interests

     3,950       1,803  
  

 

 

   

 

 

 

Comprehensive Income Attributable to the Redeemable Noncontrolling Interests

     182       587  
  

 

 

   

 

 

 

Comprehensive Income Attributable to ORIX Corporation Shareholders

   ¥              180,526     ¥ 167,820  
  

 

 

   

 

 

 
     Millions of yen  
     Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Net Income

   ¥ 78,460     ¥ 76,587  
  

 

 

   

 

 

 

Other comprehensive income, net of tax:

    

Net change of unrealized gains (losses) on investment in securities

     (1,071     (1,844

Net change of debt valuation adjustments

     0       (78

Net change of defined benefit pension plans

     (190     (188

Net change of foreign currency translation adjustments

     13,041       19,525  

Net change of unrealized gains (losses) on derivative instruments

     (69     720  
  

 

 

   

 

 

 

Total other comprehensive income

     11,711       18,135  
  

 

 

   

 

 

 

Comprehensive Income

     90,171       94,722  
  

 

 

   

 

 

 

Comprehensive Income Attributable to the Noncontrolling Interests

     3,800       1,780  
  

 

 

   

 

 

 

Comprehensive Income Attributable to the Redeemable Noncontrolling Interests

     143       240  
  

 

 

   

 

 

 

Comprehensive Income Attributable to ORIX Corporation Shareholders

   ¥ 86,228     ¥ 92,702  
  

 

 

   

 

 

 

 

– 20 –


Table of Contents

(4) Condensed Consolidated Statements of Changes in Equity (Unaudited)

Six months ended September 30, 2017

 

    Millions of yen  
    ORIX Corporation Shareholders’ Equity              
    Common
Stock
    Additional
Paid-in
Capital
    Retained
Earnings
    Accumulated
Other
Comprehensive
Income (Loss)
    Treasury
Stock
    Total ORIX
Corporation
Shareholders’
Equity
    Noncontrolling
Interests
    Total
Equity
 

Beginning Balance

  ¥ 220,524     ¥ 268,138     ¥ 2,077,474     ¥ (21,270   ¥ (37,168   ¥ 2,507,698     ¥ 139,927     ¥ 2,647,625  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Contribution to subsidiaries

              0       8,078       8,078  

Transaction with noncontrolling interests

      (560           (560     (7,626     (8,186

Comprehensive income, net of tax:

               

Net income

        165,970           165,970       3,283       169,253  

Other comprehensive income

               

Net change of unrealized gains (losses) on investment in securities

          (2,962       (2,962     (65     (3,027

Net change of defined benefit pension plans

          (447       (447     0       (447

Net change of foreign currency translation adjustments

          17,893         17,893       728       18,621  

Net change of unrealized gains (losses) on derivative instruments

          72         72       4       76  
           

 

 

   

 

 

   

 

 

 

Total other comprehensive income

              14,556       667       15,223  
           

 

 

   

 

 

   

 

 

 

Total comprehensive income

              180,526       3,950       184,476  
           

 

 

   

 

 

   

 

 

 

Cash dividends

        (38,162         (38,162     (7,227     (45,389

Exercise of stock options

    39       20             59       0       59  

Acquisition of treasury stock

            (39,109     (39,109     0       (39,109

Disposal of treasury stock

      (180         253       73       0       73  

Other, net

      216       (1         215       0       215  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending Balance

  ¥ 220,563     ¥ 267,634     ¥ 2,205,281     ¥ (6,714   ¥ (76,024   ¥ 2,610,740     ¥ 137,102     ¥ 2,747,842  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Six months ended September 30, 2018

 

    Millions of yen  
    ORIX Corporation Shareholders’ Equity              
    Common
Stock
    Additional
Paid-in
Capital
    Retained
Earnings
    Accumulated
Other
Comprehensive
Income (Loss)
    Treasury
Stock
    Total ORIX
Corporation
Shareholders’
Equity
    Noncontrolling
Interests
    Total
Equity
 

Balance at March 31, 2018

  ¥ 220,961     ¥ 267,291     ¥ 2,315,283     ¥ (45,566   ¥ (75,545   ¥ 2,682,424     ¥ 116,450     ¥ 2,798,874  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Cumulative effect of adopting Accounting Standards Update 2014-09

        405           405       354       759  

Cumulative effect of adopting Accounting Standards Update 2016-01

        2,899       (2,899       0       0       0  

Cumulative effect of adopting Accounting Standards Update 2016-16

        3,772           3,772       0       3,772  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at April 1, 2018

  ¥ 220,961     ¥ 267,291     ¥ 2,322,359     ¥ (48,465   ¥ (75,545   ¥ 2,686,601     ¥ 116,804     ¥ 2,803,405  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Contribution to subsidiaries

              0       3,084       3,084  

Transaction with noncontrolling interests

      (292       (1       (293     7,824       7,531  

Comprehensive income, net of tax:

               

Net income

        155,050           155,050       1,484       156,534  

Other comprehensive income

               

Net change of unrealized gains (losses) on investment in securities

          (1,606       (1,606     0       (1,606

Net change of debt valuation adjustments

          (81       (81     0       (81

Net change of defined benefit pension plans

          (199       (199     (2     (201

Net change of foreign currency translation adjustments

          14,003         14,003       284       14,287  

Net change of unrealized gains (losses) on derivative instruments

          653         653       37       690  
           

 

 

   

 

 

   

 

 

 

Total other comprehensive income

              12,770       319       13,089  
           

 

 

   

 

 

   

 

 

 

Total comprehensive income

              167,820       1,803       169,623  
           

 

 

   

 

 

   

 

 

 

Cash dividends

        (49,984         (49,984     (3,585     (53,569

Exercise of stock options

    150       75             225       0       225  

Acquisition of treasury stock

            (706     (706     0       (706

Disposal of treasury stock

      (233         348       115       0       115  

Other, net

      192       (1         191       0       191  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending Balance

  ¥ 221,111     ¥ 267,033     ¥ 2,427,424     ¥ (35,696   ¥ (75,903   ¥ 2,803,969     ¥ 125,930     ¥ 2,929,899  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

Note:  

Changes in the redeemable noncontrolling interests are not included in this table. For further information, see Note 11 “Redeemable Noncontrolling Interests.”

 

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Table of Contents

(5) Condensed Consolidated Statements of Cash Flows (Unaudited)

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Cash Flows from Operating Activities:

    

Net income

   ¥ 169,401     ¥ 156,619  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     133,555       143,189  

Provision for doubtful receivables and probable loan losses

     7,998       8,210  

Equity in net income of affiliates (excluding interest on loans)

     (36,829     (5,137

Gains on sales of subsidiaries and affiliates and liquidation losses, net

     (24,972     (19,032

Gains on sales of securities other than trading

     (15,559     (6,184

Gains on sales of operating lease assets

     (27,793     (35,227

Write-downs of long-lived assets

     1,472       26  

Write-downs of securities

     423       708  

Decrease in trading securities

     80,972       22,533  

Increase in inventories

     (9,321     (16,928

Decrease (Increase) in trade notes, accounts and other receivable

     (4,444     6,468  

Decrease in trade notes, accounts and other payable

     (23,984     (20,066

Increase (Decrease) in policy liabilities and policy account balances

     (22,308     11,500  

Other, net

     (10,049     26,862  
  

 

 

   

 

 

 

Net cash provided by operating activities

     218,562       273,541  
  

 

 

   

 

 

 

Cash Flows from Investing Activities:

    

Purchases of lease equipment

     (518,695     (526,262

Principal payments received under direct financing leases

     239,842       235,056  

Installment loans made to customers

     (705,027     (717,117

Principal collected on installment loans

     570,867       708,396  

Proceeds from sales of operating lease assets

     191,643       221,756  

Investment in affiliates, net

     (91,715     (30,607

Proceeds from sales of investment in affiliates

     54,455       41,097  

Purchases of available-for-sale debt securities

     (176,352     (354,150

Proceeds from sales of available-for-sale debt securities

     247,551       158,151  

Proceeds from redemption of available-for-sale debt securities

     61,107       50,906  

Purchases of equity securities other than trading

     (28,851     (38,203

Proceeds from sales of equity securities other than trading

     40,038       57,886  

Purchases of property under facility operations

     (41,001     (37,611

Acquisitions of subsidiaries, net of cash acquired

     (54,674     (74,506

Sales of subsidiaries, net of cash disposed

     15,543       (186

Other, net

     (8,483     17,358  
  

 

 

   

 

 

 

Net cash used in investing activities

     (203,752     (288,036
  

 

 

   

 

 

 

Cash Flows from Financing Activities:

    

Net increase in debt with maturities of three months or less

     46,200       7,987  

Proceeds from debt with maturities longer than three months

     781,685       261,040  

Repayment of debt with maturities longer than three months

     (690,949     (456,126

Net increase in deposits due to customers

     83,772       99,839  

Cash dividends paid to ORIX Corporation shareholders

     (38,162     (49,984

Acquisition of treasury stock

     (39,109     (706

Contribution from noncontrolling interests

     3,225       11,808  

Purchases of shares of subsidiaries from noncontrolling interests

     (4,466     (2,514

Net decrease in call money

     (18,000     (10,000

Other, net

     (7,257     (3,580
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     116,939       (142,236
  

 

 

   

 

 

 

Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash

     9,242       6,387  
  

 

 

   

 

 

 

Net increase (decrease) in Cash, Cash Equivalents and Restricted Cash

     140,991       (150,344
  

 

 

   

 

 

 

Cash, Cash Equivalents and Restricted Cash at Beginning of Period

     1,133,212       1,405,117  
  

 

 

   

 

 

 

Cash, Cash Equivalents and Restricted Cash at End of Period

   ¥ 1,274,203     ¥ 1,254,773  
  

 

 

   

 

 

 

 

Notes:

  

1.

  

Prior-year amounts have been adjusted for the retrospective application of Accounting Standards Update 2016-18 (“Restricted Cash”—ASC 230 (“Statement of Cash Flows”)) on April 1, 2018.

  

2.

  

Accounting Standards Update 2016-01 (“Recognition and Measurement of Financial Assets and Financial Liabilities”—ASC 825-10 (“Financial Instruments—Overall”)) has been applied on April 1, 2018. The amounts that had been previously reported have been reclassified for this application.

  

3.

  

The following tables provide information about Cash, Cash Equivalents and Restricted Cash which are included in the Company’s consolidated balance sheets as of September 30, 2017 and September 30, 2018, respectively.

 

     Millions of yen  
     September 30, 2017      September 30, 2018  

Cash and Cash Equivalents

   ¥ 1,185,961      ¥ 1,140,901  

Restricted Cash

     88,242        113,872  
  

 

 

    

 

 

 

Cash, Cash Equivalents and Restricted Cash

   ¥ 1,274,203      ¥ 1,254,773  
  

 

 

    

 

 

 

 

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Table of Contents

Notes to Consolidated Financial Statements

 

1.

Overview of Accounting Principles Utilized

In preparing the accompanying consolidated financial statements, ORIX Corporation (the “Company”) and its subsidiaries have complied with generally accepted accounting principles in the United States (“U.S. GAAP”), except for the accounting for stock splits.

These statements include all adjustments (consisting of normal recurring accruals) that we considered necessary to present a fair statement of our results of operations, financial position and cash flows. The results reported in these consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. These consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our March 31, 2018 consolidated financial statements on Form 20-F.

Since the Company listed on the New York Stock Exchange in September 1998, the Company has filed the annual report (Form 20-F) including the consolidated financial statements with the Securities and Exchange Commission.

Significant differences between U.S. GAAP and generally accepted accounting principles in Japan (“Japanese GAAP”) are as follows:

(a) Revenue recognition for revenue from contracts with customers

Under U.S. GAAP, revenues from contracts with customers such as sales of goods and real estate, and services income are recognized to depict the transfer of promised goods or services to customers in the amounts that reflect the consideration to which the entity expects to be entitled in exchange for those goods or services.

Under Japanese GAAP, revenues are generally recognized when cash or monetary assets are received as a consideration by sales of goods or rendering of services in accordance with realization principle.

(b) Initial direct costs

Under U.S. GAAP, certain initial direct costs to originate leases or loans are being deferred and amortized as yield adjustments over the life of related direct financing leases or loans by using interest method.

Under Japanese GAAP, those initial direct costs are recognized as expenses when they are incurred.

(c) Operating leases

Under U.S. GAAP, revenues from operating leases are recognized on a straight-line basis over the contract terms. Operating lease assets are depreciated over their estimated useful lives mainly on a straight-line basis.

Japanese GAAP allows for operating lease assets to be depreciated using mainly either a declining-balance basis or a straight-line basis.

(d) Accounting for life insurance operations

Under U.S. GAAP, certain costs related directly to the successful acquisition of new (or renewal of) insurance contracts are deferred and amortized over the respective policy periods in proportion to anticipated premium revenue.

Under Japanese GAAP, such costs are recorded as expenses currently in earnings in each accounting period.

In addition, under U.S. GAAP, policy liabilities for future policy benefits are established using the net level premium method based on actuarial estimates of the amount of future policyholder benefits. Under Japanese GAAP, these are calculated by the methodology which relevant authorities accept.

(e) Accounting for goodwill and other intangible assets in business combination

Under U.S. GAAP, goodwill and indefinite-lived intangible assets are not amortized, but assessed for impairment at least annually. Additionally, if events or changes in circumstances indicate that the asset might be impaired, the Company and its subsidiaries test for impairment when such events or changes occur.

Under Japanese GAAP, goodwill is amortized over an appropriate period up to 20 years.

 

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(f) Accounting for pension plans

Under U.S. GAAP, the net actuarial gain (loss) is amortized using a corridor test.

Under Japanese GAAP, the net actuarial gain (loss) is fully amortized over a certain term within the average remaining service period of employees.

(g) Sale of the parent’s ownership interest in subsidiaries

Under U.S. GAAP, in a transaction that results in the loss of control, the gain or loss recognized in income includes the realized gain or loss related to the portion of ownership interest sold and the gain or loss on the remeasurement to fair value of the interest retained.

Under Japanese GAAP, in a transaction that results in the loss of control, only the realized gain or loss related to the portion of ownership interest sold is recognized in income and the gain or loss on the remeasurement to fair value of the interest retained is not recognized.

(h) Consolidated statements of cash flows

Classification in the statements of cash flows under U.S. GAAP differs from Japanese GAAP. As significant differences, purchase of lease equipment and principal payments received under direct financing leases, proceeds from sales of operating lease assets, installment loans made to customers and principal collected on installment loans (excluding issues and collections of loans held for sale) are included in “Cash Flows from Investing Activities” under U.S. GAAP while they are classified as “Cash Flows from Operating Activities” under Japanese GAAP.

In addition, under U.S. GAAP, restricted cash is required to be added to the balance of cash and cash equivalents.

(i) Transfer of financial assets

Under U.S. GAAP, an entity is required to perform analysis to determine whether or not to consolidate trusts or special-purpose companies, collectively special-purpose entities (“SPEs”) for securitization under the VIE’s consolidation rules. As a result of the analysis, if it is determined that the enterprise transferred financial assets in a securitization transaction to an SPE that needs to be consolidated, the transaction is not accounted for as a sale.

In addition, if the transferor transfers a portion of financial assets, the transaction is not accounted for as a sale but accounted for as a secured borrowing unless each interest held by the transferor and transferee meets the definition of a participating interest and the transfer of a portion of financial assets meets criteria for derecognition of transferred financial assets.

Under Japanese GAAP, an SPE that meets certain conditions may be considered not to be a subsidiary of the transferor. Therefore, if an enterprise transfers financial assets to this type of SPE in a securitization transaction, the transferee SPE is not required to be consolidated, and the enterprise accounts for the transaction as a sale and recognizes a gain or loss on the sale into earnings when control over the transferred assets is surrendered.

In addition, if the transferor transfers a portion of financial assets, the enterprise accounts for the transaction as a sale and recognizes a gain or loss on the sale into earnings when the transfer of a portion of financial assets meets criteria for derecognition of transferred financial assets.

(j) Investment in securities

Under U.S. GAAP, unrealized gains and losses from all of equity securities are generally recognized in income.

Under Japanese GAAP, such unrealized gains and losses from equity securities other than trading are to be recognized in other comprehensive income (loss), net of applicable income taxes.

(k) Fair value option

Under U.S. GAAP, an entity is permitted to carry certain eligible financial assets and liabilities at fair value and to recognize changes in that item’s fair value in earnings through the election of the fair value option. The portion of the total change in the fair value of the financial liability that results from a change in the instrument-specific credit risk is to be recognized in other comprehensive income (loss), net of applicable income taxes.

Under Japanese GAAP, there is no accounting standard for fair value option.

 

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2.

Significant Accounting and Reporting Policies

(a) Principles of consolidation

The consolidated financial statements include the accounts of the Company and all of its subsidiaries. Investments in affiliates, where the Company has the ability to exercise significant influence by way of 20% – 50% ownership or other means, are accounted for by using the equity method. Where the Company holds majority voting interests but noncontrolling shareholders have substantive participating rights to decisions that occur as part of the ordinary course of their business, the equity method is applied. In addition, the consolidated financial statements include VIEs to which the Company and its subsidiaries are primary beneficiaries.

A lag period of up to three months is used on a consistent basis for recognizing the results of certain subsidiaries and affiliates.

All significant intercompany accounts and transactions have been eliminated in consolidation.

(b) Use of estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company has identified ten areas where it believes assumptions and estimates are particularly critical to the financial statements. The Company makes estimates and assumptions to the selection of valuation techniques and determination of assumptions used in fair value measurements, the determination and periodic reassessment of the unguaranteed residual value for direct financing leases and operating leases, the determination and reassessment of insurance policy liabilities and deferred policy acquisition costs, the determination of the allowance for doubtful receivables on direct financing leases and probable loan losses, the recognition and measurement of impairment of long-lived assets, the recognition and measurement of impairment of investment in securities, the determination of the valuation allowance for deferred tax assets and the evaluation of tax positions, the assessment and measurement of effectiveness in hedging relationship using derivative financial instruments, the determination of benefit obligation and net periodic pension cost and the recognition and measurement of impairment of goodwill and indefinite-lived intangible assets.

(c) Foreign currencies translation

The Company and its subsidiaries maintain their accounting records in their functional currency. Transactions in foreign currencies are recorded in the entity’s functional currency based on the prevailing exchange rates on the transaction date.

The financial statements of overseas subsidiaries and affiliates are translated into Japanese yen by applying the exchange rates in effect at the end of each fiscal year to all assets and liabilities. Income and expenses are translated at the average rates of exchange prevailing during the fiscal year. The currencies in which the operations of the overseas subsidiaries and affiliates are conducted are regarded as the functional currencies of these companies. Foreign currency translation adjustments reflected in other comprehensive income (loss), net of applicable income taxes, arise from the translation of foreign currency financial statements into Japanese yen.

(d) Revenue recognition

The Company and its subsidiaries recognize revenues from only contracts with customers that are not completed on April 1, 2018, such as sales of goods and real estate, and services income, based on the following five steps;

Step 1: Identify the contract(s) with a customer

Step 2: Identify the performance obligations in the contract

Step 3: Determine the transaction price

Step 4: Allocate the transaction price to the performance obligations in the contract

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation

In accordance with these steps, revenues are recognized to depict the transfer of promised goods or services to customers in the amounts that reflect the consideration to which the entity expects to be entitled in exchange for those goods or services. Revenues are recognized net of discount, incentives and estimated sales returns. In case that the Company and its subsidiaries receive payment from customers before satisfying performance obligations, the amounts are recognized as contract liabilities. In transactions that involve third parties, if the Company and its subsidiaries control the goods or services before they are transferred to the customers, revenue is recognized on gross amount as the principal.

Excluding the aforementioned policy, the policies as specifically described hereinafter are applied for each of revenue items.

 

– 25 –


Table of Contents

Finance Revenues—Finance revenues mainly include revenues from direct financing leases, installment loans, and financial guarantees.

(1) Revenues from direct financing leases

Direct financing leases consist of full-payout leases for various equipment types, including office equipment, industrial machinery and transportation equipment. In providing leasing services, the Company and its subsidiaries execute supplemental services, such as paying insurance and handling taxes on leased assets on behalf of lessees. The excess of aggregate lease rentals plus the estimated unguaranteed residual value over the cost of the leased equipment constitutes the unearned lease income to be taken into income over the lease term by using the interest method. The estimated unguaranteed residual value represents estimated proceeds from the disposition of equipment at the time the lease is terminated. The estimated unguaranteed residual value is based on market value of used equipment, estimates of when and how much equipment will become obsolete, and actual recovery being experienced for similar used equipment. Initial direct costs are being deferred and amortized as a yield adjustment over the life of the related lease by using interest method. The unamortized balance of initial direct costs is reflected as a component of investment in direct financing leases.

(2) Revenues from installment loans

Interest income on installment loans is recognized on an accrual basis. Certain direct loan origination costs, net of origination fees, are being deferred and amortized over the contractual term of the loan as an adjustment of the related loan’s yield using the interest method.

Interest payments received on impaired loans other than purchased loans are recorded as interest income unless the collection of the remaining investment is doubtful at which time payments received are recorded as reductions of principal. For purchased loans, although the acquired assets may remain loans in legal form, collections on these loans often do not reflect the normal historical experience of collecting delinquent accounts, and the need to tailor individual collateral-realization strategies often makes it difficult to reliably estimate the amount, timing, or nature of collections. Accordingly, the Company and its subsidiaries use the cost recovery method of income recognition for such purchased loans regardless of whether impairment is recognized or not.

(3) Revenues from financial guarantees

At the inception of a guarantee, fair value for the guarantee is recognized as a liability in the consolidated balance sheets. The Company and its subsidiaries recognize revenue mainly over the term of guarantee by a systematic and rational amortization method as the Company and the subsidiaries are released from the risk of the obligation.

(4) Non-accrual policy

In common with all classes, past-due financing receivables are receivables for which principal or interest is past-due 30 days or more. Loans whose terms have been modified are not classified as past-due financing receivables if the principals and interests are not past-due 30 days or more in accordance with the modified terms. The Company and its subsidiaries suspend accruing revenues on past-due installment loans and direct financing leases when principal or interest is past-due 90 days or more, or earlier, if management determines that their collections are doubtful based on factors such as individual debtor’s creditworthiness, historical loss experience, current delinquencies and delinquency trends. Accrued but uncollected interest is reclassified to investment in direct financing leases or installment loans in the accompanying consolidated balance sheets and becomes subject to the allowance for doubtful receivables and probable loan loss process. Cash repayments received on non-accrual loans are applied first against past due interest and then any surpluses are applied to principal in view of the conditions of the contract and obligors. The Company and its subsidiaries return non-accrual loans and lease receivables to accrual status when it becomes probable that the Company and its subsidiaries will be able to collect all amounts due according to the contractual terms of these loans and receivables, as evidenced by continual payments from the debtors. The period of such continual payments before returning to accrual status varies depending on factors that we consider are relevant in assessing the debtor’s creditworthiness, such as the debtor’s business characteristics and financial conditions as well as relevant economic conditions and trends.

Gains on investment securities and dividendsGains on investment securities are recorded on a trade date basis. Dividends are recorded when right to receive dividends is established.

 

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Table of Contents

Operating leasesRevenues from operating leases are recognized on a straight-line basis over the contract terms. Investment in operating leases is recorded at cost less accumulated depreciation, which was ¥605,415 million and ¥621,237 million as of March 31, 2018 and September 30, 2018, respectively. Operating lease assets are depreciated over their estimated useful lives mainly on a straight-line basis. Depreciation expenses are included in costs of operating leases. Gains or losses arising from dispositions of operating lease assets are included in operating lease revenues.

Estimates of residual values are based on market values of used equipment, estimates of when and the extent to which equipment will become obsolete and actual recovery being experienced for similar used equipment.

 

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Table of Contents

(e) Insurance and reinsurance transactions

Premium income from life insurance policies, net of premiums on reinsurance ceded, is recognized as earned premiums when due.

Life insurance benefits are recorded as expenses when they are incurred. Policy liabilities and policy account balances for future policy benefits are measured using the net level premium method, based on actuarial estimates of the amount of future policyholder benefits. The policies are characterized as long-duration policies and mainly consist of whole life, term life, endowments, medical insurance and individual annuity insurance contracts. For policies other than individual annuity insurance contracts, computation of policy liabilities necessarily includes assumptions about mortality, morbidity, lapse rates, future yields on related investments and other factors applicable at the time the policies are written. A certain subsidiary continually evaluates the potential for changes in the estimates and assumptions applied in determining policy liabilities, both positive and negative, and uses the results of these evaluations both to adjust recorded liabilities and to adjust underwriting criteria and product offerings.

The insurance contracts sold by the subsidiary include variable annuity, variable life and fixed annuity insurance contracts. The subsidiary manages investment assets on behalf of variable annuity and variable life policyholders, which consist of equity securities and are included in investments in securities in the consolidated balance sheets. These investment assets are measured at fair value with realized and unrealized gains or losses recognized in life insurance premiums and related investment income in the consolidated statements of income. The subsidiary elected the fair value option for the entire variable annuity and variable life insurance contracts with changes in the fair value recognized in life insurance costs.

The subsidiary provides minimum guarantees to variable annuity and variable life policyholders under which it is exposed to the risk of compensating losses incurred by the policyholders to the extent contractually required. To mitigate the risk, a portion of the minimum guarantee risk related to variable annuity and variable life insurance contracts is ceded to reinsurance companies and the remaining risk is economically hedged by entering into derivative contracts. The reinsurance contracts do not relieve the subsidiary from the obligation as the primary obligor to compensate certain losses incurred by the policyholders, and the default of the reinsurance companies may impose additional losses on the subsidiary. Certain subsidiaries have elected the fair value option for certain reinsurance contracts relating to variable annuity and variable life insurance contracts, which is included in other assets in the consolidated balance sheets.

Policy liabilities and policy account balances for fixed annuity insurance contracts are measured based on the single-premiums plus interest based on expected rate and fair value adjustments relating to the acquisition of the subsidiary, less withdrawals, expenses and other charges. The credited interest is recorded in life insurance costs in the consolidated statements of income.

Certain costs related directly to the successful acquisition of new or renewal insurance contracts, or deferred policy acquisition costs, are deferred and amortized over the respective policy periods in proportion to anticipated premium revenue. These deferred policy acquisition costs consist primarily of first-year commissions, except for recurring policy maintenance costs and certain variable costs and expenses for underwriting policies.

(f) Allowance for doubtful receivables on direct financing leases and probable loan losses

The allowance for doubtful receivables on direct financing leases and probable loan losses is maintained at a level which, in the judgment of management, is appropriate to provide for probable losses inherent in lease and loan portfolios. The allowance is increased by provision charged to income and is decreased by charge-offs, net of recoveries.

Developing the allowance for doubtful receivables on direct financing leases and probable loan losses is subject to numerous estimates and judgments. In evaluating the appropriateness of the allowance, management considers various factors, including the business characteristics and financial conditions of the obligors, current economic conditions and trends, prior charge-off experience, current delinquencies and delinquency trends, future cash flows expected to be received from the direct financing leases and loans and value of underlying collateral and guarantees. Impaired loans are individually evaluated for a valuation allowance based on the present value of expected future cash flows, the loan’s observable market price or the fair value of the collateral securing the loans if the loans are collateral-dependent. For non-impaired loans, including loans that are not individually evaluated for impairment, and direct financing leases, the Company and its subsidiaries evaluate prior charge-off experience segmented by the debtors’ industries and the purpose of the loans, and then develop the allowance for doubtful receivables on direct financing leases and probable loan losses considering the prior charge-off experience and current economic conditions.

 

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Table of Contents

The Company and its subsidiaries charge off doubtful receivables when the likelihood of any future collection is believed to be minimal considering debtors’ creditworthiness and the liquidation status of collateral.

(g) Impairment of long-lived assets

The Company and its subsidiaries perform a recoverability test for long-lived assets to be held and used in operations, including tangible assets and intangible assets being amortized, consisting primarily of office buildings, condominiums, golf courses and other properties under facility operations, whenever events or changes in circumstances indicated that the assets might be impaired. The assets are considered not recoverable when the undiscounted future cash flows estimated to be generated by those assets are less than the carrying amount of those assets. The carrying amount of assets not recoverable is reduced to fair value if lower than the carrying amount. The Company and its subsidiaries determine the fair value using appraisals prepared by independent third party appraisers or our own staff of qualified appraisers based on recent transactions involving sales of similar assets or other valuation techniques such as discounted cash flows methodologies using future cash flows estimated to be generated from operation of the existing assets or completion of development projects, as appropriate.

(h) Investment in securities

Equity securities are generally reported at fair value with unrealized gains and losses included in income. Equity securities without readily determinable fair values are recorded at its cost minus impairment, if any, plus or minus changes resulting from observable price changes under the election of the measurement alternative, except for investments which are valued at net asset value per share.

Equity securities elected to apply the measurement alternative are written down to its fair value with losses included in income if a qualitative assessment indicates that the investment is impaired and the fair value of the investment is less than its carrying value.

In addition, investments included in equity securities that are accounted for under the equity method are recorded at fair value with unrealized gains and losses included in income if certain subsidiaries elect the fair value option.

Trading debt securities are reported at fair value with unrealized gains and losses included in income.

Available-for-sale debt securities are reported at fair value, and unrealized gains or losses are recorded in accumulated other comprehensive income (loss), net of applicable income taxes, except for investments which are recorded at fair value with unrealized gains and losses included in income by electing the fair value option.

Held-to-maturity debt securities are recorded at amortized cost.

For debt securities other than trading, where the fair value is less than the amortized cost, the Company and its subsidiaries consider whether those securities are other-than-temporarily impaired using all available information about their collectability. The Company and its subsidiaries do not consider a debt security to be other-than-temporarily impaired if (1) the Company and its subsidiaries do not intend to sell the debt security, (2) it is not more likely than not that the Company and its subsidiaries will be required to sell the debt security before recovery of its amortized cost basis and (3) the present value of estimated cash flows will fully cover the amortized cost of the security. On the other hand, the Company and its subsidiaries consider a debt security to be other-than-temporarily impaired if any of the above mentioned three conditions are not met. When the Company and its subsidiaries deem a debt security to be other-than-temporarily impaired, the Company and its subsidiaries recognize the entire difference between the amortized cost and the fair value of the debt securities in earnings if the Company and its subsidiaries intend to sell the debt security or it is more likely than not that the Company and its subsidiaries will be required to sell the debt security before recovery of its amortized cost basis less any current-period credit loss. However, if the Company and its subsidiaries do not intend to sell the debt security and it is not more likely than not that the Company and its subsidiaries will be required to sell the debt security before recovery of its amortized cost basis less any current-period credit loss, the Company and its subsidiaries separate the difference between the amortized cost and the fair value of the debt securities into the credit loss component and the non-credit loss component. The credit loss component is recognized in earnings, and the non-credit loss component is recognized in other comprehensive income (loss), net of applicable income taxes.

 

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(i) Income taxes

The Company, in general, determines its provision for income taxes for quarterly periods by applying the current estimate of the effective tax rate for the full fiscal year to the actual year-to-date income before income taxes. The estimated effective tax rate is determined by dividing the estimated provision for income taxes for the full fiscal year by the estimated income before income taxes for the full fiscal year.

At the fiscal year end, income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rate is recognized in income in the period that includes the enactment date. The Company and its subsidiaries release to earnings stranded income tax effects in accumulated other comprehensive income (loss) resulting from changes in tax laws or rates or changes in judgment about realization of a valuation allowance on a specific identification basis when the individual items are completely sold or terminated. A valuation allowance is recognized if, based on the weight of available evidence, it is “more likely than not” that some portion or all of the deferred tax asset will not be realized.

The effective income tax rates for the six months ended September 30, 2017 and 2018 were 32.9% and 29.1%, respectively. These rates are 32.9% and 30.4% for the three months ended September 30, 2017 and 2018, respectively. For the six and three months ended September 30, 2017, the Company and its subsidiaries in Japan were subject to a National Corporate tax of approximately 24%, an Inhabitant tax of approximately 4% and a deductible Enterprise tax of approximately 4%, which in the aggregate result in a statutory income tax rate of approximately 31.7%. For the six and three months ended September 30, 2018, the Company and its subsidiaries in Japan were subject to a National Corporate tax of approximately 24%, an Inhabitant tax of approximately 4% and a deductible Enterprise tax of approximately 4%, which in the aggregate result in a statutory income tax rate of approximately 31.5%. The effective income tax rate is different from the statutory tax rate primarily because of certain nondeductible expenses for tax purposes, non-taxable income for tax purposes, changes in valuation allowance, the effect of lower tax rates on certain subsidiaries and the effect of investor taxes on earnings of subsidiaries.

The Company and its subsidiaries file tax returns in Japan and certain foreign tax jurisdictions and recognize the financial statement effects of a tax position taken or expected to be taken in a tax return when it is more likely than not, based on the technical merits, that the position will be sustained upon tax examination, including resolution of any related appeals or litigation processes, and measure tax positions that meet the recognition threshold at the largest amount of tax benefit that is greater than 50 percent likely to be realized upon settlement with the taxing authority. The Company and its subsidiaries present an unrecognized tax benefit as either a reduction of a deferred tax asset, a reduction of an amount refundable or a liability, based on the intended method of settlement. The Company and its subsidiaries classify penalties and interest expense related to income taxes as part of provision for income taxes in the consolidated statements of income.

The Company and certain subsidiaries have elected to file a consolidated tax return for National Corporation tax purposes.

(j) Securitized assets

The Company and its subsidiaries have securitized and sold to investors various financial assets such as lease receivables and loan receivables. In the securitization process, the assets to be securitized are sold to SPEs that issue asset-backed beneficial interests and securities to the investors.

SPEs used in securitization transactions are consolidated if the Company and its subsidiaries are the primary beneficiary of the SPEs, and the transfers of the financial assets to those consolidated SPEs are not accounted for as sales. Assets held by consolidated SPEs continue to be accounted for as lease receivables or loan receivables, as they were before the transfer, and asset-backed beneficial interests and securities issued to the investors are accounted for as debt. When the Company and its subsidiaries have transferred financial assets to a transferee that is not subject to consolidation, the Company and its subsidiaries account for the transfer as a sale if control over the transferred assets is surrendered.

 

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The Company and certain subsidiaries originate and sell loans into the secondary market, while retaining the obligation to service those loans. In addition, a certain subsidiary undertakes obligations to service loans originated by others. The subsidiary recognizes servicing assets if it expects the benefit of servicing to more than adequately compensate it for performing the servicing or recognizes servicing liabilities if it expects the benefit of servicing to less than adequately compensate it. These servicing assets and liabilities are initially recognized at fair value and subsequently accounted for using the amortization method whereby the assets and liabilities are amortized in proportion to and over the period of estimated net servicing income or net servicing loss. On a quarterly basis, servicing assets and liabilities are evaluated for impairment or increased obligations. The fair value of servicing assets and liabilities is estimated using an internal valuation model, or by obtaining an opinion of value from an independent third-party vendor. Both methods are based on calculating the present value of estimated future net servicing cash flows, taking into consideration discount rates, prepayments and servicing costs. The internal valuation model is validated at least semiannually through third-party valuations.

(k) Derivative financial instruments

The Company and its subsidiaries recognize all derivatives on the consolidated balance sheets at fair value. The accounting treatment of subsequent changes in the fair value depends on their use, and whether they qualify as effective “hedges” for accounting purposes. Derivatives for the purpose of economic hedge that are not qualified for hedge accounting are adjusted to fair value through the consolidated statements of income. If a derivative is a hedge, then depending on its nature, changes in its fair value will be either offset against changes in the fair value of hedged assets or liabilities through the consolidated statements of income or recorded in other comprehensive income (loss), net of applicable income taxes.

If a derivative is held as a hedge of the variability of fair value related to a recognized asset or liability or an unrecognized firm commitment (“fair value” hedge), changes in the fair value of the derivative are recorded in earnings along with the changes in the fair value of the hedged item.

If a derivative is held as a hedge of the variability of cash flows related to a forecasted transaction or a recognized asset or liability (“cash flow” hedge), changes in the fair value of the derivative are recorded in other comprehensive income (loss), net of applicable income taxes, to the extent that the derivative is effective as a hedge, until earnings are affected by the variability in cash flows of the designated hedged item.

If a derivative is held as a hedge of a foreign-currency fair-value or cash-flow hedge (“foreign currency” hedge), changes in the fair value of the derivative are recorded in either earnings or other comprehensive income (loss), net of applicable income taxes, depending on whether the hedged transaction is a fair-value hedge or a cash-flow hedge. However, if a derivative is used as a hedge of a net investment in a foreign operation, changes in its fair value, to the extent effective as a hedge, are recorded in the foreign currency translation adjustments account within other comprehensive income (loss), net of applicable income taxes.

The ineffective portion of changes in fair value of derivatives that qualify as a hedge are recorded in earnings.

For all hedging relationships that are designated and qualified as hedging, at inception the Company and its subsidiaries formally document the details of the hedging relationship and the hedged activity. The Company and its subsidiaries formally assess, both at the hedge’s inception and on an ongoing basis, the effectiveness of the hedge relationship. The Company and its subsidiaries cease hedge accounting prospectively when the derivative no longer qualifies for hedge accounting.

(l) Pension plans

The Company and certain subsidiaries have contributory and non-contributory pension plans covering substantially all of their employees. The costs of pension plans are accrued based on amounts determined using actuarial methods, with assumptions of discount rate, rate of increase in compensation level, expected long-term rate of return on plan assets and others.

The Company and its subsidiaries also recognize the funded status of pension plans, measured as the difference between the fair value of plan assets and the benefit obligation, on the consolidated balance sheets. Changes in that funded status are recognized in the year in which the changes occur through other comprehensive income (loss), net of applicable income taxes.

(m) Stock-based compensation

The Company and its subsidiaries measure stock-based compensation expense as consideration for services provided by employees based on the fair value of the grant date. The costs are recognized over the requisite service period.

 

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(n) Stock splits

Stock splits implemented prior to October 1, 2001 had been accounted for by transferring an amount equivalent to the par value of the shares from additional paid-in capital to common stock as required by the Japanese Commercial Code (the “Code”) before amendment. However, no such reclassification was made for stock splits when common stock already included a portion of the proceeds from shares issued at a price in excess of par value. This method of accounting was in conformity with accounting principles generally accepted in Japan.

As a result of a revision to the Code before amendment effective on October 1, 2001 and the Companies Act implemented on May 1, 2006, the above-mentioned method of accounting required by the Code became unnecessary.

In the United States, stock splits in comparable circumstances are considered to be stock dividends and are accounted for by transferring from retained earnings to common stock and additional paid-in capital amounts equal to the fair market value of the shares issued. Common stock is increased by the par value of the shares and additional paid-in capital is increased by the excess of the market value over par value of the shares issued. Had such stock splits made prior to October 1, 2001 been accounted for in this manner, additional paid-in capital as of September 30, 2018 would have increased by approximately ¥24,674 million, with a corresponding decrease in retained earnings. Total ORIX Corporation shareholders’ equity would remain unchanged. Stock splits on May 19, 2000 were excluded from the above amounts because the stock splits were not considered to be stock dividends under U.S. GAAP.

(o) Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits placed with banks and short-term highly liquid investments with original maturities of three months or less.

(p) Restricted cash

Restricted cash consists of trust accounts under securitization programs and real estate, deposits related to servicing agreements, deposits collected on the underlying assets and applied to non-recourse loans, deposits held on behalf of third parties in the aircraft-related business and others.

(q) Installment loans

Certain loans, for which the Company and its subsidiaries have the intent and ability to sell to outside parties in the foreseeable future, are considered held for sale and are carried at the lower of cost or market value determined on an individual basis, except loans held for sale for which the fair value option was elected. A subsidiary elected the fair value option on its loans held for sale. The subsidiary enters into forward sale agreements to offset the change in the fair value of loans held for sale, and the election of the fair value option allows the subsidiary to recognize both the change in the fair value of the loans and the change in the fair value of the forward sale agreements due to changes in interest rates in the same accounting period.

Loans held for sale are included in installment loans, and the outstanding balances of these loans as of March 31, 2018 and September 30, 2018 were ¥18,300 million and ¥44,398 million, respectively. There were ¥17,260 million and ¥31,196 million of loans held for sale as of March 31, 2018 and September 30, 2018, respectively, measured at fair value by electing the fair value option.

(r) Property under facility operations

Property under facility operations consist primarily of operating facilities (including golf courses, hotels, training facilities and senior housings) and environmental assets (including mega solar), which are stated at cost less accumulated depreciation, and depreciation is calculated mainly on a straight-line basis over the estimated useful lives of the assets. Accumulated depreciation was ¥101,103 million and ¥107,682 million as of March 31, 2018 and September 30, 2018, respectively.

 

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(s) Trade notes, accounts and other receivable

Trade notes, accounts and other receivable primarily include accounts receivables in relation to sales of assets to be leased, inventories and other assets and payment made on behalf of lessees for property tax, maintenance fees and insurance premiums in relation to lease contracts.

(t) Inventories

Inventories consist primarily of residential condominiums under development, completed residential condominiums (including those waiting to be delivered to buyers under the contract for sale), and merchandise for sale. Residential condominiums under development are carried at cost less any impairment losses, and completed residential condominiums and merchandise for sale are stated at the lower of cost or fair value less cost to sell. The cost of inventories that are unique and not interchangeable is determined on the specific identification method and the cost of other inventories is principally determined on the average method. As of March 31, 2018 and September 30, 2018, residential condominiums under development were ¥51,415 million and ¥74,051 million, respectively, and completed residential condominiums and merchandise for sale were ¥59,586 million and ¥57,324 million, respectively.

The company and its subsidiaries recorded ¥88 million and ¥110 million of write-downs principally on completed residential condominiums and merchandise for sale for the six months ended September 30, 2017 and 2018, respectively, primarily resulting from a decrease in expected sales price. The amounts of such write-downs for the three months ended September 30, 2017 and 2018 were ¥64 million and ¥69 million, respectively. These write-downs were recorded in costs of goods and real estate sold and principally included in Investment and Operation segment.

(u) Office facilities

Office facilities are stated at cost less accumulated depreciation. Depreciation is calculated on a declining-balance basis or straight-line basis over the estimated useful lives of the assets. Accumulated depreciation was ¥51,395 million and ¥53,242 million as of March 31, 2018 and September 30, 2018, respectively.

(v) Other assets

Other assets consist primarily of the excess of purchase prices over the net assets acquired in acquisitions (goodwill) and other intangible assets, reinsurance recoverables in relation to reinsurance contracts, deferred insurance policy acquisition costs which are amortized over the contract periods, leasehold deposits, advance payments made in relation to construction of real estate under operating leases and property under facility operations, prepaid benefit cost, servicing assets, derivative assets and deferred tax assets.

 

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(w) Goodwill and other intangible assets

The Company and its subsidiaries account for all business combinations using the acquisition method. The Company and its subsidiaries recognize intangible assets acquired in a business combination apart from goodwill if the intangible assets meet one of two criteria—either the contractual-legal criterion or the separately identifiable criterion. Goodwill is measured as an excess of the aggregate of consideration transferred and the fair value of noncontrolling interests over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed in the business combination measured at fair value. The Company and its subsidiaries would recognize a bargain purchase gain when the amount of recognized net assets exceeds the sum of consideration transferred and the fair value of noncontrolling interests. In a business combination achieved in stages, the Company and its subsidiaries remeasure their previously held equity interest at their acquisition-date fair value and recognize the resulting gain or loss, if any, in earnings.

The Company and its subsidiaries perform an impairment test for goodwill and any indefinite-lived intangible assets at least annually. Additionally, if events or changes in circumstances indicate that the asset might be impaired, the Company and its subsidiaries test for impairment when such events or changes occur.

The Company and its subsidiaries have the option to perform a qualitative assessment to determine whether to calculate the fair value of a reporting unit under the first step of the two-step goodwill impairment test. The Company and its subsidiaries perform the qualitative assessment for some goodwill but bypass the qualitative assessment and proceed directly to the first step of the two-step impairment test for other goodwill. For the goodwill for which the qualitative assessment is performed, if, after assessing the totality of events or circumstances, the Company and/or subsidiaries determine that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company and/or subsidiaries do not perform the two-step impairment test. However, if the Company and/or subsidiaries conclude otherwise or determine to bypass the qualitative assessment, the Company and/or subsidiaries proceed to perform the first step of the two-step impairment test. The first step of goodwill impairment test, used to identify potential impairment, calculates the fair value of the reporting unit and compares the fair value with the carrying amount of the reporting unit. If the fair value of the reporting unit falls below its carrying amount, the second step of the goodwill impairment test is performed to measure the amount of impairment loss, if any. The second step of the goodwill impairment test compares implied fair value of goodwill with its carrying amount. If the carrying amount of goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to that excess. The Company and its subsidiaries test the goodwill either at the operating segment level or one level below the operating segments.

The Company and its subsidiaries have the option to perform a qualitative assessment to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. The Company and its subsidiaries perform the qualitative assessment for some indefinite-lived intangible assets but bypass the qualitative assessment and perform the quantitative assessment for other indefinite-lived intangible assets. For those indefinite-lived assets for which the qualitative assessment is performed, if, after assessing the totality of events and circumstances, the Company and/or subsidiaries conclude that it is not more likely than not that the indefinite-lived asset is impaired, then the Company and/or subsidiaries do not perform the quantitative impairment test. However, if the Company and/or subsidiaries conclude otherwise or determine to bypass the qualitative assessment, the Company and/or subsidiaries calculate the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.

Intangible assets with finite lives are amortized over their useful lives and tested for impairment. The Company and its subsidiaries perform a recoverability test for the intangible assets whenever events or changes in circumstances indicate that the assets might be impaired. The intangible assets are considered not recoverable when the undiscounted future cash flows estimated to be generated by those assets are less than the carrying amount of those assets, and the net carrying amount of assets not recoverable is reduced to fair value if lower than the carrying amount.

The amount of goodwill was ¥368,625 million and ¥416,129 million as of March 31, 2018 and September 30, 2018, respectively.

The amount of other intangible assets was ¥439,100 million and ¥435,561 million as of March 31, 2018 and September 30, 2018, respectively.

 

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(x) Trade notes, accounts and other payable

Trade notes, accounts and other payable include primarily accounts payable in relation to purchase of assets to be leased, merchandise for sale and other assets, accounts payable in relation to construction work of residential condominiums and deposits received mainly for withholding income tax.

(y) Other Liabilities

Other liabilities include primarily interest, bonus accrued expense and accrued benefit liability, advances received from lessees in relation to lease contracts, deposit received from real estate transaction, contract liabilities mainly related to automobile maintenance services and derivative liabilities.

(z) Capitalization of interest costs

The Company and its subsidiaries capitalized interest costs primarily related to specific environmental assets and long-term real estate development projects.

(aa) Advertising

The costs of advertising are expensed as incurred.

(ab) Earnings per share

Basic earnings per share is computed by dividing net income attributable to ORIX Corporation shareholders by the weighted average number of shares of outstanding common stock in each period. Diluted earnings per share is calculated by reflecting the potential dilution that could occur if securities or other contracts issuing common stock were exercised or converted into common stock.

(ac) Additional acquisition and partial sale of the parent’s ownership interest in subsidiaries

Additional acquisition of the parent’s ownership interest in subsidiaries and partial sale of such interest where the parent continues to retain control of the subsidiary are accounted for as equity transactions. On the other hand, in a transaction that results in the loss of control, the gain or loss recognized in income includes the realized gain or loss related to the portion of ownership interest sold and the gain or loss on the remeasurement to fair value of the interest retained.

(ad) Redeemable noncontrolling interests

Noncontrolling interests in a certain subsidiary are redeemable preferred shares which are subject to call and put rights upon certain shareholder events. As redemption of the noncontrolling interest is not solely in the control of the subsidiary, it is recorded between liabilities and equity on the consolidated balance sheets at its estimated redemption value.

(ae) Issuance of stock by an affiliate

When an affiliate issues stocks to unrelated third parties, the Company and its subsidiaries’ ownership interest in the affiliate decreases. In the event that the price per share is more or less than the Company and its subsidiaries’ average carrying amount per share, the Company and its subsidiaries adjust the carrying amount of its investment in the affiliate and recognize gain or loss in the consolidated statements of income in the year in which the change in ownership interest occurs.

(af) New accounting pronouncements

In May 2014, Accounting Standards Update 2014-09 (“Revenue from Contracts with Customers”—ASC 606 (“Revenue from Contracts with Customers”)) was issued, and related amendments were issued thereafter. The core principle of these Updates requires that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company and its subsidiaries adopted these Updates on April 1, 2018, using the cumulative-effect method, for only those contracts that are not completed at the date of initial adoption. The adoption primarily resulted in changes in the timing of revenue recognition for performance fees received from customers regarding asset management business, and certain project-based orders in real estate business for which the Company and its subsidiaries currently apply the percentage-of-completion or completed contract method. The effect of adopting these Updates on the Company and its subsidiaries’ financial position at the adoption date was mainly an increase of ¥405 million in retained earnings in the consolidated balance sheets. There are no material effects on the Company and its subsidiaries’ results of operations for the six and three months ended September 30, 2018 and financial position as of September 30, 2018 by adopting these Updates, as compared to the guidance that was in effect before the change.

 

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In January 2016, Accounting Standards Update 2016-01 (“Recognition and Measurement of Financial Assets and Financial Liabilities”—ASC 825-10 (“Financial Instruments—Overall”)) was issued. This Update requires an entity to measure equity investments at fair value, and requires recognizing the changes in fair value through earnings or using alternative method that requires carrying value to be adjusted by subsequent observable transactions. Additionally, this Update revises the presentation of certain fair value changes for financial liabilities measured at fair value. The Company and its subsidiaries adopted this Update on April 1, 2018. The effect of adopting this Update on the Company and its subsidiaries’ financial position at the adoption date was mainly a decrease of ¥2,899 million in accumulated other comprehensive income and an increase of ¥2,899 million in retained earnings in the consolidated balance sheets, due to reclassification of unrealized changes in fair value of equity investments from accumulated other comprehensive income to retained earnings, and reclassification of changes in fair value of financial liabilities resulting from a change in the instrument-specific credit risk when the Company and its subsidiaries have elected to measure the liabilities at fair value in accordance with the fair value option, from retained earnings to accumulated other comprehensive income.

In February 2016, Accounting Standards Update 2016-02 (ASC 842 (“Leases”)) was issued, and related amendments were issued thereafter. These Updates require a lessee to recognize most leases on the balance sheet. Lessor accounting remains substantially similar to current U.S. GAAP but with some important changes. These Updates are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early application is permitted. In principle, the amendments in these Updates should be applied at the beginning of the earliest period presented or the beginning of the fiscal year of adoption using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. The Company and its subsidiaries will adopt these Updates on April 1, 2019. Based on the Company and its subsidiaries’ assessment and best estimates to date, the impact of the application of the Update will likely result in gross up of right-of-use assets and corresponding lease liabilities principally for operating leases where it is the lessee, such as ground leases and office and equipment leases. Other than the impact that have been currently identified, the Company and its subsidiaries continue to evaluate the effect that the adoption of these Updates will have on the Company and its subsidiaries’ results of operations or financial position, as well as changes in disclosures required by these Updates.

In June 2016, Accounting Standards Update 2016-13 (“Measurement of Credit Losses on Financial Instruments”—ASC 326 (“Financial Instruments—Credit Losses”)) was issued. This Update significantly changes how companies measure and recognize credit impairment for many financial assets. The new current expected credit loss model requires companies to immediately recognize an estimate of credit losses expected to occur over the remaining life of the financial assets that are within the scope of this Update. This Update also makes targeted amendments to the current impairment model for available-for-sale debt securities. This Update is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The amendments in this Update should be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. Early application is permitted for fiscal year beginning after December 15, 2018, including interim periods within the fiscal year. The Company and its subsidiaries will adopt this Update on April 1, 2020. The Company and its subsidiaries continue to evaluate the effect that the adoption of this Update will have on the Company and its subsidiaries’ results of operations or financial position, as well as changes in disclosures required by this Update.

In August 2016, Accounting Standards Update 2016-15 (“Classification of Certain Cash Receipts and Cash Payments”—ASC 230 (“Statement of Cash Flows”)) was issued. This Update amends ASC 230 to add or clarify guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The Company and its subsidiaries adopted this Update on April 1, 2018. The adoption did not have an effect in the consolidated statements of cash flows.

In October 2016, Accounting Standards Update 2016-16 (“Intra-Entity Transfers of Assets Other Than Inventory”—ASC 740 (“Income Taxes”)) was issued. This Update eliminates the exception to defer the income tax consequences of intra-entity transfers of assets other than inventory until the assets are ultimately sold to an outside party and requires the recognition of the current and deferred tax consequences when those transfers occur. The Company and its subsidiaries adopted this Update on April 1, 2018. The effect of adopting this Update on the Company and its subsidiaries’ financial position at the adoption date was mainly an increase of ¥3,772 million in retained earnings in the consolidated balance sheets.

In November 2016, Accounting Standards Update 2016-18 (“Restricted Cash”—ASC 230 (“Statement of Cash Flows”)) was issued. This Update requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The Company and its subsidiaries adopted this Update on April 1, 2018, using retrospective transition approach. The effects of adopting this Update for the six months ended September 30, 2017 and 2018 are a decrease of ¥5,100 million and an increase of ¥29,996 million, respectively, in cash and cash equivalents and restricted cash in the consolidated statements of cash flows.

 

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In January 2017, Accounting Standards Update 2017-04 (“Simplifying the Test for Goodwill Impairment”—ASC 350 (“Intangible—Goodwill and Other”)) was issued. This Update eliminates Step 2 from the current goodwill impairment test. Instead, goodwill impairments would be measured by the amount by which the carrying amount exceeds the reporting unit’s fair value. This Update also eliminates the requirement for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it is more likely than not that the goodwill is impaired, to perform Step 2 of the goodwill impairment test. This Update is effective for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and should be applied on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates on or after January 1, 2017. The Company and its subsidiaries will adopt this Update on April 1, 2020. Generally, the effect of adopting this Update on the Company and its subsidiaries’ results of operation or financial position will depend on the outcomes of future goodwill impairment tests.

In August 2017, Accounting Standards Update 2017-12 (“Targeted Improvements to Accounting for Hedging Activities”—ASC 815 (“Derivatives and Hedging”)) was issued. This Update changes the recognition and presentation requirements of hedge accounting including eliminating the requirement to separately measure and report hedge ineffectiveness and presenting the entire change in the fair value of the hedging instrument that affects earnings in the same income statement line as the hedged item. This Update is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted, including in an interim period. For cash flow hedges and net investment hedges existing at the date of adoption, an entity should apply a cumulative-effect adjustment related to eliminating the separate measurement of ineffectiveness to accumulated other comprehensive income with a corresponding adjustment to the opening balance of retained earnings as of the beginning of fiscal year that an entity adopts the amendment in this Update. The amended presentation and disclosure guidance is required only prospectively. The Company and its subsidiaries will adopt this Update on April 1, 2019. The Company and its subsidiaries are currently evaluating the effect that the adoption of this Update will have on the Company and its subsidiaries’ results of operations or financial position.

In August 2018, Accounting Standards Update 2018-12 (“Targeted Improvements to the Accounting for Long-Duration Contracts”—ASC 944 (“Financial Services—Insurance”)) was issued. This Update changes the recognition, measurement, presentation and disclosure requirements for long-duration contracts issued by an insurance entity. This Update requires an insurance entity to review and, if there is a change, update cash flow assumptions at least annually and to update discount rate used for liability for future policy benefits at each reporting date for nonparticipating traditional long-duration and limited-payment contracts. This Update also requires market risk benefits to be measured at fair value, and simplifies amortization of deferred acquisition costs. Furthermore, this Update requires additional disclosures for long-duration contracts. This Update is effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Early application is permitted. For the liability for future policy benefits and deferred acquisition costs, this Update is applied to contracts in force as of beginning of the earliest period presented (hereinafter, “the transition date” of this Update) on a modified retrospective basis, and an insurance entity may elect to apply retrospectively. For the market risk benefits, this Update is applied retrospectively at the transition date, and the difference between fair value and carrying value requires an adjustment to retained earnings at the transition date. The cumulative effect of changes in the instrument-specific credit risk between contract inception date and the transition date should be recognized in accumulated other comprehensive income at the transition date. The Company and its subsidiaries will adopt this Update on April 1, 2021. The Company and its subsidiaries are currently evaluating the effect that the adoption of this Update will have on the Company and its subsidiaries’ results of operations or financial position, as well as changes in disclosures required by this Update.

In August 2018, Accounting Standards Update 2018-13 (“Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement”—ASC 820 (“Fair Value Measurement”)) was issued. This Update modifies and adds the disclosure requirements for Fair Value Measurements. This Update also removes disclosure requirements of the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the policy for timing of transfers between levels, and the valuation processes for Level 3 fair value measurements. This Update is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019 and early adoption is permitted. An entity is also permitted to early adopt any removed or modified disclosure requirements and delay adoption of the additional disclosure requirements until their effective date. Removals and modifications of disclosure requirements should be mainly applied retrospectively to all periods presented upon their effective date, while the additional disclosure requirements should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. The Company and its subsidiaries early adopted the removals of disclosure requirements from the three months ended September 30, 2018. The Company and its subsidiaries will adopt the modifications and additions of disclosure requirements from fiscal 2021. Since this Update relates to disclosure requirements, the adoption will not have an effect on the Company and its subsidiaries’ results of operations or financial position.

In August 2018, Accounting Standards Update 2018-14 (“Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans”—ASC 715-20 (“Compensation—Retirement Benefits—Defined Benefit Plans—General”)) was issued. This Update adds and clarifies the disclosure requirements for Pension Plans, and removes certain disclosure requirements such as the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year. This Update is effective for fiscal years ending after December 15, 2020. The amendments in this Update should be applied on a retrospective basis to all periods presented. Early adoption is permitted. The Company and its subsidiaries will adopt this Update from fiscal 2021. Since this Update relates to disclosure requirements, the adoption will not have an effect on the Company and its subsidiaries’ results of operations or financial position.

(ag) Reclassifications

Revenues from financial guarantees in the consolidated statements of income have been reclassified from “Services income” to “Finance revenues” starting from the three months ended June 30, 2018.

 

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The change aims to reflect revenue structure of the Company and its subsidiaries more appropriately accompanying the adoption of ASC 606 (“Revenue from Contracts with Customers”). Corresponding to the change, the presented amounts in the consolidated statements of income for the six and three months ended September 30, 2017 have been reclassified retrospectively to conform to the presentation for the six and three months ended September 30, 2018.

In the Company’s consolidated statements of income for the six and three months ended September 30, 2017, “Services income” in the amounts of ¥6,869 million and ¥3,496 million have been reclassified to “Finance revenues.”

3. Fair Value Measurements

The Company and its subsidiaries classify and prioritize inputs used in valuation techniques to measure fair value into the following three levels:

 

Level 1

 

  Inputs of quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2

 

  Inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly.

Level 3

 

  Unobservable inputs for the assets or liabilities.

The Company and its subsidiaries differentiate between those assets and liabilities required to be carried at fair value at every reporting period (“recurring”) and those assets and liabilities that are only required to be adjusted to fair value under certain circumstances (“nonrecurring”). The Company and its subsidiaries mainly measure certain loans held for sale, trading debt securities, available-for-sale debt securities, certain equity securities, derivatives, certain reinsurance recoverables, and variable annuity and variable life insurance contracts at fair value on a recurring basis.

 

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Table of Contents

The following tables present recorded amounts of major financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 and September 30, 2018:

March 31, 2018

 

     Millions of yen  
     Total
Carrying
Value in
Consolidated
Balance Sheets
    Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
     Significant
Other
Observable
Inputs
(Level 2)
     Significant
Unobservable
Inputs
(Level 3)
 

Assets:

          

Loans held for sale*1

   ¥ 17,260     ¥ 0      ¥ 17,260      ¥ 0  

Trading securities

     422,053       35,766        386,287        0  

Available-for-sale securities:

     1,015,477       65,716        828,844        120,917  

Japanese and foreign government bond securities*2

     275,810       3,949        271,861        0  

Japanese prefectural and foreign municipal bond securities

     163,236       0        163,236        0  

Corporate debt securities*3

     366,475       8,882        354,556        3,037  

Specified bonds issued by SPEs in Japan

     861       0        0        861  

CMBS and RMBS in the Americas

     74,176       0        38,166        36,010  

Other asset-backed securities and debt securities

     81,321       0        312        81,009  

Equity securities*4

     53,598       52,885        713        0  

Other securities:

     37,879       0        0        37,879  

Investment funds*5

     37,879       0        0        37,879  

Derivative assets:

     21,831       507        19,033        2,291  

Interest rate swap agreements

     327       0        327        0  

Options held/written and other

     7,025       0        4,734        2,291  

Futures, foreign exchange contracts

     14,057       507        13,550        0  

Foreign currency swap agreements

     422       0        422        0  

Netting*6

     (2,105     0        0        0  

Net derivative assets

     19,726       0        0        0  

Other assets:

     15,008       0        0        15,008  

Reinsurance recoverables*7

     15,008       0        0        15,008  
  

 

 

   

 

 

    

 

 

    

 

 

 

Total

   ¥ 1,529,508     ¥ 101,989      ¥ 1,251,424      ¥ 176,095  
  

 

 

   

 

 

    

 

 

    

 

 

 

Liabilities:

          

Derivative liabilities:

   ¥ 12,400     ¥ 318      ¥ 12,082      ¥ 0  

Interest rate swap agreements

     4,924       0        4,924        0  

Options held/written and other

     701       0        701        0  

Futures, foreign exchange contracts

     3,447       318        3,129        0  

Foreign currency swap agreements

     3,220       0        3,220        0  

Credit derivatives held

     108       0        108        0  

Netting*6

     (2,105     0        0        0  

Net derivative Liabilities

     10,295       0        0        0  

Policy Liabilities and Policy Account Balances:

     444,010       0        0        444,010  

Variable annuity and variable life insurance contracts*8

     444,010       0        0        444,010  
  

 

 

   

 

 

    

 

 

    

 

 

 

Total

   ¥ 456,410     ¥ 318      ¥ 12,082      ¥ 444,010  
  

 

 

   

 

 

    

 

 

    

 

 

 

 

*1

A certain subsidiary elected the fair value option on the loans held for sale. These loans are multi-family and seniors housing loans and are sold to Federal National Mortgage Association (“Fannie Mae”) or institutional investors. Included in “Other (income) and expense, net” in the consolidated statements of income were a loss of ¥577 million and a gain of ¥5 million from the change in the fair value of the loans for the six and three months ended September 30, 2017. No gains or losses were recognized in earnings during the six months ended September 30, 2017 attributable to changes in instrument-specific credit risk. The amounts of aggregate unpaid principal balance and aggregate fair value of the loans held for sale as of March 31, 2018, were ¥16,873 million and ¥17,260 million, respectively, and the amount of the aggregate fair value exceeded the amount of aggregate unpaid principal balance by ¥387 million. As of March 31, 2018, there were no loans that are 90 days or more past due or, in non-accrual status.

 

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Table of Contents
*2

A certain subsidiary elected the fair value option for investments in foreign government bond securities included in available-for-sale securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were gains of ¥3 million and ¥12 million from the change in the fair value of those investments for the six and three months ended September 30, 2017. The amount of aggregate fair value elected the fair value option was ¥719 million as of March 31, 2018.

*3

A certain subsidiary elected the fair value option for investments in foreign corporate debt securities included in available-for-sale securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were losses of ¥63 million and ¥24 million from the change in the fair value of those investments for the six and three months ended September 30, 2017. The amount of aggregate fair value elected the fair value option was ¥8,882 million as of March 31, 2018.

*4

A certain subsidiary elected the fair value option for certain investments in equity securities included in available-for-sale securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were gains of ¥881 million and ¥574 million from the change in the fair value of those investments for the six and three months ended September 30, 2017. The amount of aggregate fair value elected the fair value option was ¥22,365 million as of March 31, 2018.

*5

Certain subsidiaries elected the fair value option for certain investments in investment funds included in other securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were gains of ¥665 million and ¥342 million from the change in the fair value of those investments for the six and three months ended September 30, 2017. The amount of aggregate fair value elected the fair value option was ¥5,665 million as of March 31, 2018.

*6

It represents the amount offset under counterparty netting of derivative assets and liabilities.

*7

Certain subsidiaries elected the fair value option for certain reinsurance contracts held. The fair value of the reinsurance contracts elected for the fair value option in other assets was ¥15,008 million as of March 31, 2018. For the effect of changes in the fair value of those reinsurance contracts on earnings during the six and three months ended September 30, 2017, see Note 16 “Life Insurance Operations.”

*8

Certain subsidiaries elected the fair value option for the entire variable annuity and variable life insurance contracts held in order to match the earnings recognized for the changes in the fair value of policy liabilities and policy account balances with earnings recognized for gains or losses from the investment assets managed on behalf of variable annuity and variable life policyholders, derivative contracts and the changes in the fair value of reinsurance contracts. The fair value of the variable annuity and variable life insurance contracts elected for the fair value option in policy liabilities and policy account balances was ¥444,010 million as of March 31, 2018. For the effect of changes in the fair value of the variable annuity and variable life insurance contracts on earnings during the six and three months ended September 30, 2017, see Note 16 “Life Insurance Operations.”

 

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Table of Contents

September 30, 2018

 

     Millions of yen  
     Total
Carrying
Value in
Consolidated
Balance Sheets
    Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
     Significant
Other
Observable
Inputs
(Level 2)
     Significant
Unobservable
Inputs
(Level 3)
 

Assets:

          

Loans held for sale*1

   ¥ 31,196     ¥ 0      ¥ 31,196      ¥ 0  

Trading debt securities

     24,560       0        24,560        0  

Available-for-sale debt securities:

     1,137,081       21,661        992,872        122,548  

Japanese and foreign government bond securities*2

     348,484       4,066        344,418        0  

Japanese prefectural and foreign municipal bond securities

     164,853       0        164,853        0  

Corporate debt securities*3

     466,320       17,595        446,178        2,547  

Specified bonds issued by SPEs in Japan

     762       0        0        762  

CMBS and RMBS in the Americas

     61,092       0        37,096        23,996  

Other asset-backed securities and debt securities

     95,570       0        327        95,243  

Equity securities*4*5

     462,480       76,321        341,600        44,559  

Derivative assets:

     13,498       97        12,658        743  

Interest rate swap agreements

     1,399       0        1,399        0  

Options held/written and other

     9,412       0        8,669        743  

Futures, foreign exchange contracts

     1,062       97        965        0  

Foreign currency swap agreements

     1,625       0        1,625        0  

Netting*6

     (670     0        0        0  

Net derivative assets

     12,828       0        0        0  

Other assets:

     11,121       0        0        11,121  

Reinsurance recoverables*7

     11,121       0        0        11,121  
  

 

 

   

 

 

    

 

 

    

 

 

 

Total

   ¥ 1,679,936     ¥ 98,079      ¥ 1,402,886      ¥ 178,971  
  

 

 

   

 

 

    

 

 

    

 

 

 

Liabilities:

          

Derivative liabilities:

   ¥ 28,795     ¥ 2,007      ¥ 26,788      ¥ 0  

Interest rate swap agreements

     3,693       0        3,693        0  

Options held/written and other

     2,909       0        2,909        0  

Futures, foreign exchange contracts

     20,013       2,007        18,006        0  

Foreign currency swap agreements

     2,091       0        2,091        0  

Credit derivatives held

     89       0        89        0  

Netting*6

     (670     0        0        0  

Net derivative Liabilities

     28,125       0        0        0  

Policy Liabilities and Policy Account Balances:

     405,705       0        0        405,705  

Variable annuity and variable life insurance contracts*8

     405,705       0        0        405,705  
  

 

 

   

 

 

    

 

 

    

 

 

 

Total

   ¥ 434,500     ¥ 2,007      ¥ 26,788      ¥ 405,705  
  

 

 

   

 

 

    

 

 

    

 

 

 

 

*1

A certain subsidiary elected the fair value option on the loans held for sale. These loans are multi-family and seniors housing loans and are sold to Federal National Mortgage Association (“Fannie Mae”) or institutional investors. Included in “Other (income) and expense, net” in the consolidated statements of income were gains of ¥201 million and ¥18 million from the change in the fair value of the loans for the six and three months ended September 30, 2018. No gains or losses were recognized in earnings during the six months ended September 30, 2018 attributable to changes in instrument-specific credit risk. The amounts of aggregate unpaid principal balance and aggregate fair value of the loans held for sale as of September 30, 2018, were ¥30,571 million and ¥31,196 million, respectively, and the amount of the aggregate fair value exceeded the amount of aggregate unpaid principal balance by ¥625 million. As of September 30, 2018, there were no loans that are 90 days or more past due or, in non-accrual status.

 

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Table of Contents
*2

A certain subsidiary elected the fair value option for investments in foreign government bond securities included in available-for-sale debt securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were a loss of ¥9 million and a gain of ¥10 million from the change in the fair value of those investments for the six and three months ended September 30, 2018. The amount of aggregate fair value elected the fair value option was ¥614 million as of September 30, 2018.

*3

A certain subsidiary elected the fair value option for investments in foreign corporate debt securities included in available-for-sale debt securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were gains of ¥257 million and ¥218 million from the change in the fair value of those investments for the six and three months ended September 30, 2018. The amount of aggregate fair value elected the fair value option was ¥17,595 million as of September 30, 2018.

*4

Certain subsidiaries elected the fair value option for certain investments in investment funds included in equity securities. Included in “Gains on investment securities and dividends” in the consolidated statements of income were gains of ¥641 million and ¥387 million from the change in the fair value of those investments for the six and three months ended September 30, 2018. The amount of aggregate fair value elected the fair value option was ¥5,751 million as of September 30, 2018.

*5

The amount of ¥14,813 million of investments funds measured at net asset value per share is not included.

*6

It represents the amount offset under counterparty netting of derivative assets and liabilities.

*7

Certain subsidiaries elected the fair value option for certain reinsurance contracts held. The fair value of the reinsurance contracts elected for the fair value option in other assets was ¥11,121 million as of September 30, 2018. For the effect of changes in the fair value of those reinsurance contracts on earnings during the six and three months ended September 30, 2018, see Note 16 “Life Insurance Operations.”

*8

Certain subsidiaries elected the fair value option for the entire variable annuity and variable life insurance contracts held in order to match the earnings recognized for the changes in the fair value of policy liabilities and policy account balances with earnings recognized for gains or losses from the investment assets managed on behalf of variable annuity and variable life policyholders, derivative contracts and the changes in the fair value of reinsurance contracts. The fair value of the variable annuity and variable life insurance contracts elected for the fair value option in policy liabilities and policy account balances was ¥405,705 million as of September 30, 2018. For the effect of changes in the fair value of the variable annuity and variable life insurance contracts on earnings during the six and three months ended September 30, 2018, see Note 16 “Life Insurance Operations.”

 

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Table of Contents

The following tables present the reconciliation of financial assets and liabilities (net) measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended September 30, 2017 and 2018:

Six months ended September 30, 2017

 

    Millions of yen  
  Balance at
April 1,
2017
    Gains or losses
(realized/unrealized)
    Purchases *3     Sales     Settlements *4     Transfers
in and/
or out of
Level 3
(net)
    Balance at
September 30,
2017
    Change in
unrealized
gains or losses
included in
earnings for
assets and
liabilities still
held at
September 30,
2017 *1
 
  Included in
earnings *1
    Included in
other
comprehensive
income *2
    Total  

Available-for-sale securities

  ¥   124,516     ¥ 1,696     ¥ 895     ¥ 2,591     ¥ 44,545     ¥ (25,114   ¥ (14,748   ¥ 0     ¥ 131,790     ¥ 120  

Corporate debt securities

    1,618       0       5       5       1,400       0       (238     0       2,785       0  

Specified bonds issued by SPEs in Japan

    1,087       5       (2     3       0       0       (127     0       963       5  

CMBS and RMBS in the Americas

    57,858       1,630       (213     1,417       2,023       (3,468     (8,250     0       49,580       60  

Other asset-backed securities and debt securities

    63,953       61       1,105       1,166       41,122       (21,646     (6,133     0       78,462       55  

Other securities

    27,801       1,881       368       2,249       13,796       (8,195     0       0       35,651       1,881  

Investment funds

    27,801       1,881       368       2,249       13,796       (8,195     0       0       35,651       1,881  

Derivative assets and liabilities (net)

    5,233       (1,920     0       (1,920     3,372                 0       (1,415     0       5,270       (1,920

Options held/written and other

    5,233       (1,920     0       (1,920     3,372       0       (1,415     0       5,270       (1,920

Other asset

    22,116       (8,908     0       (8,908     3,016       0       (982     0       15,242       (8,908

Reinsurance recoverables *5

    22,116       (8,908     0       (8,908     3,016       0       (982     0       15,242       (8,908

Policy Liabilities and Policy Account Balances

    605,520       (15,898     0       (15,898     0       0       (104,399     0       517,019       (15,898

Variable annuity and variable life insurance contracts *6

    605,520       (15,898     0       (15,898     0       0       (104,399     0       517,019       (15,898

 

*1

Principally, gains and losses from available-for-sale securities are included in “Gains on investment securities and dividends”, “Write-downs of securities” or “Life insurance premiums and related investment income”; other securities are included in “Gains on investment securities and dividends” and derivative assets and liabilities (net) are included in “Other (income) and expense, net” and gains and losses from accounts payable are included in “Other (income) and expense, net” respectively. Additionally, for available-for-sale securities, amortization of interest recognized in finance revenues is included in these columns.

*2

Unrealized gains and losses from available-for-sale securities are included in “Unrealized gains (losses) on investment in securities” and “Foreign currency translation adjustments.” Additionally, unrealized gains and losses from other securities are included mainly in “Foreign currency translation adjustments.”

*3

Increases resulting from an acquisition of a subsidiary and insurance contracts ceded to reinsurance companies are included.

*4

Decreases resulting from the receipts of reimbursements for benefits, and decreases resulting from insurance payouts to variable annuity and variable life policyholders due to death, surrender and maturity of the investment period are included.

*5

“Included in earnings” in the above table includes changes in the fair value of reinsurance contracts recorded in “Life insurance costs” and reinsurance premiums, net of reinsurance benefits received, recorded in “Life insurance premiums and related investment income.”

*6

“Included in earnings” in the above table is recorded in “Life insurance costs” and includes changes in the fair value of policy liabilities and policy account balances resulting from gains or losses on the underlying investment assets managed on behalf of variable annuity and variable life policyholders, and the changes in the minimum guarantee risks relating to variable annuity and variable life insurance contracts as well as insurance costs recognized for insurance and annuity payouts as a result of insured events.

 

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Table of Contents

Six months ended September 30, 2018

 

    Millions of yen  
  Balance at
April 1,
2018
    Gains or losses
(realized/unrealized)
    Purchases *3     Sales     Settlements *4     Transfers
in and/
or out of
Level 3
(net)
    Balance at
September 30,
2018
    Change in
unrealized
gains or losses
included in
earnings for
assets and
liabilities still
held at
September 30,
2018 *1
 
  Included in
earnings *1
    Included in
other
comprehensive
income *2
    Total  

Available-for-sale debt securities

  ¥ 120,917     ¥ 1,150     ¥ 4,738     ¥    5,888     ¥ 32,972     ¥ (15,998   ¥ (21,231   ¥ 0     ¥ 122,548     ¥ 31  

Corporate debt securities

    3,037       0       0       0       0       0       (490     0       2,547       0  

Specified bonds issued by SPEs in Japan

    861       0       (2     (2     0       0       (97     0       762       0  

CMBS and RMBS in the Americas

    36,010       1,034       1,136       2,170       1,304       (6,711     (8,777     0       23,996       (59

Other asset-backed securities and debt securities

    81,009       116       3,604       3,720       31,668       (9,287     (11,867     0       95,243       90  

Equity securities

    37,879       1,716       1,579       3,295       17,078       (13,693     0       0       44,559       1,545  

Investment funds

    37,879       1,716       1,579       3,295       17,078       (13,693     0       0       44,559       1,545  

Derivative assets and liabilities (net)

    2,291       (2,398     0       (2,398     1,673       0       (823     0       743       (2,398

Options held/written and other

    2,291       (2,398     0       (2,398     1,673       0       (823     0       743       (2,398

Other asset

    15,008       (5,593     0       (5,593     1,953       0       (247     0       11,121       (5,593

Reinsurance recoverables *5

    15,008       (5,593     0       (5,593     1,953       0       (247     0       11,121       (5,593

Policy Liabilities and Policy Account Balances

    444,010       (9,254     (112     (9,366     0       0       (47,671     0       405,705       (9,254

Variable annuity and variable life insurance contracts *6

    444,010       (9,254     (112     (9,366     0       0       (47,671     0       405,705       (9,254

 

*1

Principally, gains and losses from available-for-sale debt securities are included in “Gains on investment securities and dividends”, “Write-downs of securities” or “Life insurance premiums and related investment income”; equity securities are included in “Gains on investment securities and dividends” and derivative assets and liabilities (net) are included in “Other (income) and expense, net” and gains and losses from accounts payable are included in “Other (income) and expense, net” respectively. Additionally, for available-for-sale debt securities, amortization of interest recognized in finance revenues is included in these columns.

*2

Unrealized gains and losses from available-for-sale debt securities are included in “Unrealized gains (losses) on investment in securities” and “Foreign currency translation adjustments”, unrealized gains and losses from equity securities are included mainly in “Foreign currency translation adjustments”, unrealized gains and losses from variable annuity and variable life insurance contracts are included in “Debt valuation adjustments.”

*3

Increases resulting from an acquisition of a subsidiary and insurance contracts ceded to reinsurance companies are included.

*4

Decreases resulting from the receipts of reimbursements for benefits, and decreases resulting from insurance payouts to variable annuity and variable life policyholders due to death, surrender and maturity of the investment period are included.

*5

“Included in earnings” in the above table includes changes in the fair value of reinsurance contracts recorded in “Life insurance costs” and reinsurance premiums, net of reinsurance benefits received, recorded in “Life insurance premiums and related investment income.”

*6

“Included in earnings” in the above table is recorded in “Life insurance costs” and includes changes in the fair value of policy liabilities and policy account balances resulting from gains or losses on the underlying investment assets managed on behalf of variable annuity and variable life policyholders, and the changes in the minimum guarantee risks relating to variable annuity and variable life insurance contracts as well as insurance costs recognized for insurance and annuity payouts as a result of insured events.

There were no transfers in or out of Level 3 in the six months ended September 30, 2017 and 2018.

 

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Table of Contents

The following tables present the reconciliation for financial assets and liabilities (net) measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended September 30, 2017 and 2018:

Three months ended September 30, 2017

 

    Millions of yen  
  Balance at
June 30,
2017
    Gains or losses
(realized/unrealized)
    Purchases *3     Sales     Settlements *4     Transfers
in and/
or out of
Level 3
(net)
    Balance at
September 30,
2017
    Change in
unrealized
gains or losses
included in
earnings for
assets and
liabilities still
held at
September 30,
2017 *1
 
  Included in
earnings *1
    Included in
other
comprehensive
income *2
    Total  

Available-for-sale securities

  ¥ 117,169     ¥ 1,668     ¥ (133   ¥ 1,535     ¥ 37,399     ¥ (16,347   ¥ (7,966   ¥ 0     ¥ 131,790     ¥ 124  

Corporate debt securities

    2,069       0       4       4       900       0       (188     0       2,785       0  

Specified bonds issued by SPEs in Japan

    1,016       5       (1     4       0       0       (57     0       963       5  

CMBS and RMBS in the Americas

    56,456       1,630       (888     742       615       (2,121     (6,112     0       49,580       60  

Other asset-backed securities and debt securities

    57,628       33       752       785       35,884       (14,226     (1,609     0       78,462       59  

Other securities

    26,457       1,886       (21     1,865       12,423       (5,094     0       0       35,651       1,886  

Investment funds

    26,457       1,886       (21     1,865       12,423       (5,094     0       0       35,651       1,886  

Derivative assets and liabilities (net)

    3,961       (790     0       (790     2,108       0       (9     0       5,270       (790

Options held/written and other

    3,961       (790     0       (790     2,108       0       (9     0       5,270       (790

Other asset

    18,070       (3,802     0       (3,802     1,405       0       (431     0       15,242       (3,802

Reinsurance recoverables*5

    18,070       (3,802     0       (3,802     1,405       0       (431     0       15,242       (3,802

Policy Liabilities and Policy Account Balances

    557,914       (7,060     0       (7,060     0       0       (47,955     0       517,019       (7,060

Variable annuity and variable life insurance contracts*6

    557,914       (7,060     0       (7,060     0       0       (47,955     0       517,019       (7,060

 

*1

Principally, gains and losses from available-for-sale securities are included in “Gains on investment securities and dividends”, “Write-downs of securities” or “Life insurance premiums and related investment income”; other securities are included in “Gains on investment securities and dividends” and derivative assets and liabilities (net) are included in “Other (income) and expense, net” and gains and losses from accounts payable are included in “Other (income) and expense, net” respectively. Additionally, for available-for-sale securities, amortization of interest recognized in finance revenues is included in these columns.

*2

Unrealized gains and losses from available-for-sale securities are included in “Unrealized gains (losses) on investment in securities” and “Foreign currency translation adjustments.” Additionally, unrealized gains and losses from other securities are included mainly in “Foreign currency translation adjustments.”

*3

Increases resulting from an acquisition of a subsidiary and insurance contracts ceded to reinsurance companies are included.

*4

Decreases resulting from the receipts of reimbursements for benefits, and decreases resulting from insurance payouts to variable annuity and variable life policyholders due to death, surrender and maturity of the investment period are included.

*5

“Included in earnings” in the above table includes changes in the fair value of reinsurance contracts recorded in “Life insurance costs” and reinsurance premiums, net of reinsurance benefits received, recorded in “Life insurance premiums and related investment income.”

*6

“Included in earnings” in the above table is recorded in “Life insurance costs” and includes changes in the fair value of policy liabilities and policy account balances resulting from gains or losses on the underlying investment assets managed on behalf of variable annuity and variable life policyholders, and the changes in the minimum guarantee risks relating to variable annuity and variable life insurance contracts as well as insurance costs recognized for insurance and annuity payouts as a result of insured events.

 

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Table of Contents

Three months ended September 30, 2018

 

    Millions of yen  
  Balance at
June 30,
2018
    Gains or losses
(realized/unrealized)
    Purchases *3     Sales     Settlements *4     Transfers
in and/
or out of
Level 3
(net)
    Balance at
September 30,
2018
    Change in
unrealized
gains or losses
included in
earnings for
assets and
liabilities still
held at
September 30,
2018 *1
 
  Included in
earnings *1
    Included in
other
comprehensive
income *2
    Total  

Available-for-sale debt securities

  ¥ 114,095     ¥ 21     ¥ 2,144     ¥ 2,165     ¥ 23,268     ¥ (5,277   ¥ (11,703   ¥ 0     ¥ 122,548     ¥ 15  

Corporate debt securities

    2,845       0       (2     (2     0       0       (296     0       2,547       0  

Specified bonds issued by SPEs in Japan

    813       0       (1     (1     0       0       (50     0       762       0  

CMBS and RMBS in the Americas

    25,874       (55     672       617       1,304       0       (3,799     0       23,996       (39

Other asset-backed securities and debt securities

    84,563       76       1,475       1,551       21,964       (5,277     (7,558     0       95,243       54  

Equity securities

    43,273       1,557       944       2,501       2,439       (3,654     0       0       44,559       1,464  

Investment funds

    43,273       1,557       944       2,501       2,439       (3,654     0       0       44,559       1,464  

Derivative assets and liabilities (net)

    470       (137     0       (137     447       0       (37     0       743       (137

Options held/written and other

    470       (137     0       (137     447       0       (37     0       743       (137

Other asset

    13,565       (3,278     0       (3,278     935       0       (101     0       11,121       (3,278

Reinsurance recoverables*5

    13,565       (3,278     0       (3,278     935       0       (101     0       11,121       (3,278

Policy Liabilities and Policy Account Balances

    419,455       (9,107     (109     (9,216     0       0       (22,966     0       405,705       (9,107

Variable annuity and variable life insurance contracts*6

    419,455       (9,107     (109     (9,216     0       0       (22,966     0       405,705       (9,107

 

*1

Principally, gains and losses from available-for-sale debt securities are included in “Gains on investment securities and dividends”, “Write-downs of securities” or “Life insurance premiums and related investment income”; equity securities are included in “Gains on investment securities and dividends” and derivative assets and liabilities (net) are included in “Other (income) and expense, net” and gains and losses from accounts payable are included in “Other (income) and expense, net” respectively. Additionally, for available-for-sale debt securities, amortization of interest recognized in finance revenues is included in these columns.

*2

Unrealized gains and losses from available-for-sale debt securities are included in “Unrealized gains (losses) on investment in securities” and “Foreign currency translation adjustments”, unrealized gains and losses from equity securities are included mainly in “Foreign currency translation adjustments”, unrealized gains and losses from variable annuity and variable life insurance contracts are included in “Debt valuation adjustments.”

*3

Increases resulting from an acquisition of a subsidiary and insurance contracts ceded to reinsurance companies are included.

*4

Decreases resulting from the receipts of reimbursements for benefits, and decreases resulting from insurance payouts to variable annuity and variable life policyholders due to death, surrender and maturity of the investment period are included.

*5

”Included in earnings” in the above table includes changes in the fair value of reinsurance contracts recorded in “Life insurance costs” and reinsurance premiums, net of reinsurance benefits received, recorded in “Life insurance premiums and related investment income.”

*6

”Included in earnings” in the above table is recorded in “Life insurance costs” and includes changes in the fair value of policy liabilities and policy account balances resulting from gains or losses on the underlying investment assets managed on behalf of variable annuity and variable life policyholders, and the changes in the minimum guarantee risks relating to variable annuity and variable life insurance contracts as well as insurance costs recognized for insurance and annuity payouts as a result of insured events.

There were no transfers in or out of Level 3 in the three months ended September 30, 2017 and 2018.

 

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Table of Contents

The following tables present recorded amounts of assets measured at fair value on a nonrecurring basis as of March 31, 2018 and September 30, 2018. These assets are measured at fair value on a nonrecurring basis mainly to recognize impairment:

March 31, 2018

 

     Millions of yen  
     Total
Carrying
Value in
Consolidated
Balance Sheets
     Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
     Significant
Other
Observable
Inputs
(Level 2)
     Significant
Unobservable
Inputs
(Level 3)
 

Assets:

           

Real estate collateral-dependent loans (net of allowance for probable loan losses)

   ¥ 7,526      ¥ 0      ¥ 0      ¥ 7,526  

Investment in operating leases and property under facility operations

     3,916        0        0        3,916  

Certain investments in affiliates

     11,730        0        0        11,730  
  

 

 

    

 

 

    

 

 

    

 

 

 
   ¥ 23,172      ¥ 0      ¥ 0      ¥ 23,172  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

September 30, 2018

 

 

     Millions of yen  
     Total
Carrying
Value in
Consolidated
Balance Sheets
     Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
     Significant
Other
Observable
Inputs
(Level 2)
     Significant
Unobservable
Inputs
(Level 3)
 

Assets:

           

Real estate collateral-dependent loans (net of allowance for probable loan losses)

   ¥ 6,452      ¥ 0      ¥ 0      ¥ 6,452  

Investment in operating leases and property under facility operations

     193        0        0        193  
  

 

 

    

 

 

    

 

 

    

 

 

 
   ¥ 6,645      ¥ 0      ¥ 0      ¥ 6,645  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

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Table of Contents

The following is a description of the main valuation methodologies used for assets and liabilities measured at fair value.

Loans held for sale

Certain loans, which the Company and its subsidiaries have the intent and ability to sell to outside parties in the foreseeable future, are considered held-for-sale. The loans held for sale in the Americas are classified as Level 2, because the Company and its subsidiaries measure their fair value based on a market approach using inputs other than quoted prices that are observable for the assets such as treasury rate, swap rate and market spread.

Real estate collateral-dependent loans

The valuation allowance for large balance non-homogeneous loans is individually evaluated based on the present value of expected future cash flows, the loan’s observable market price or the fair value of the collateral securing the loans if the loans are collateral-dependent. According to ASC 820 (“Fair Value Measurement”), measurement for impaired loans determined using a present value technique is not considered a fair value measurement. However, measurement for impaired loans determined using the loan’s observable market price or the fair value of the collateral securing the collateral-dependent loans are fair value measurements and are subject to the disclosure requirements for nonrecurring fair value measurements.

The Company and its subsidiaries determine the fair value of the real estate collateral of real estate collateral-dependent loans using appraisals prepared by independent third party appraisers or our own staff of qualified appraisers based on recent transactions involving sales of similar assets or other valuation techniques such as discounted cash flows methodologies using future cash flows estimated to be generated from operation of the existing assets or completion of development projects, as appropriate. The Company and its subsidiaries generally obtain a new appraisal once a fiscal year. In addition, the Company and its subsidiaries periodically monitor circumstances of the real estate collateral and then obtain a new appraisal in situations involving a significant change in economic and/or physical conditions, which may materially affect the fair value of the collateral. Real estate collateral-dependent loans whose fair values are estimated using appraisals of the underlying collateral based on these valuation techniques are classified as Level 3 because such appraisals involve unobservable inputs. These unobservable inputs contain discount rates and cap rates as well as future cash flows estimated to be generated from real estate collateral. An increase (decrease) in the discount rate or cap rate and a decrease (increase) in the estimated future cash flows would result in a decrease (increase) in the fair value of real estate collateral-dependent loans.

Investment in operating leases and property under facility operations and land and buildings undeveloped or under construction

Investment in operating leases measured at fair value is mostly real estate. The Company and its subsidiaries determine the fair value of investment in operating leases and property under facility operations and land and buildings undeveloped or under construction using appraisals prepared by independent third party appraisers or the Company’s own staff of qualified appraisers based on recent transactions involving sales of similar assets or other valuation techniques such as discounted cash flow methodologies using future cash flows estimated to be generated from operation of the existing assets or completion of development projects, as appropriate. The Company and its subsidiaries classified the assets as Level 3 because such appraisals involve unobservable inputs. These unobservable inputs contain discount rates as well as future cash flows estimated to be generated from the assets or projects. An increase (decrease) in the discount rate and a decrease (increase) in the estimated future cash flows would result in a decrease (increase) in the fair value of investment in operating leases and property under facility operations and land and buildings undeveloped or under construction.

 

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Table of Contents

Trading debt securities, Available-for-sale debt securities and Investment in affiliates

If active market prices are available, fair value measurement is based on quoted active market prices and, accordingly, these securities are classified as Level 1. If active market prices are not available, fair value measurement is based on observable inputs other than quoted prices included within Level 1, such as prices for similar assets and accordingly these securities are classified as Level 2. If market prices are not available and there are no observable inputs, then fair value is estimated by using valuation models including discounted cash flow methodologies and broker quotes. Such securities are classified as Level 3, as the valuation models and broker quotes are based on inputs that are unobservable in the market. If fair value is based on broker quotes, the Company and its subsidiaries check the validity of received prices based on comparison to prices of other similar assets and market data such as relevant bench mark indices.

The Company and its subsidiaries classified CMBS and RMBS in the Americas and other asset-backed securities as Level 2 if the inputs such as trading price and/or bid price are observable. The Company and its subsidiaries classified CMBS and RMBS in the Americas and other asset-backed securities as Level 3 if the Company and subsidiaries evaluate the fair value based on the unobservable inputs. In determining whether the inputs are observable or unobservable, the Company and its subsidiaries evaluate various factors such as the lack of recent transactions, price quotations that are not based on current information or vary substantially over time or among market makers, a significant increase in implied risk premium, a wide bid-ask spread, significant decline in new issuances, little or no public information (e.g. a principal-to-principal market) and other factors. With respect to certain CMBS and RMBS in the Americas and other asset-backed securities, the Company and its subsidiaries judged that there has been increased overall trading activity, and the Company and its subsidiaries classified these securities as Level 2 for those securities that were measured at fair value based on the observable inputs such as trading price and/or bit price. But for those securities that lacked observable trades because they are older vintage or below investment grade securities, the Company and its subsidiaries limit the reliance on independent pricing service vendors and brokers. As a result, the Company and its subsidiaries established internally developed pricing models using valuation techniques such as discounted cash flow model using Level 3 inputs in order to estimate fair value of these debt securities and classified them as Level 3. Under the models, the Company and its subsidiaries use anticipated cash flows of the security discounted at a risk-adjusted discount rate that incorporates our estimate of credit risk and liquidity risk that a market participant would consider. The cash flows are estimated based on a number of assumptions such as default rate and prepayment speed, as well as seniority of the security. An increase (decrease) in the discount rate or default rate would result in a decrease (increase) in the fair value of CMBS and RMBS in the Americas and other asset-backed securities.

Equity securities

If active market prices are available, fair value measurement is based on quoted active market prices and, accordingly, these securities are classified as Level 1. If active market prices are not available, fair value measurement is based on observable inputs other than quoted prices included within Level 1, such as prices for similar assets and accordingly these securities are classified as Level 2. Certain subsidiaries elected the fair value option for investments in some funds. These investment funds for which the fair value option is elected are classified as Level 3, because the subsidiaries measure their fair value using discounting to net asset value based on inputs that are unobservable in the market. A certain subsidiary measures its investment held by the investment company which is owned by the subsidiary at fair value.

 

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Table of Contents

Derivatives

For exchange-traded derivatives, fair value is based on quoted market prices, and accordingly, classified as Level 1. For non-exchange traded derivatives, fair value is based on commonly used models and discounted cash flow methodologies. If the inputs used for these measurements including yield curves and volatilities, are observable, the Company and its subsidiaries classify it as Level 2. If the inputs are not observable, the Company and its subsidiaries classify it as Level 3. These unobservable inputs contain discount rates. An increase (decrease) in the discount rate would result in a decrease (increase) in the fair value of derivatives.

Reinsurance recoverables

Certain subsidiaries have elected the fair value option for certain reinsurance contracts related to variable annuity and variable life insurance contracts to partially offset the changes in fair value recognized in earnings of the policy liabilities and policy account balances attributable to the changes in the minimum guarantee risks of the variable annuity and variable life insurance contracts. These reinsurance contracts for which the fair value option is elected are classified as Level 3 because the subsidiaries measure their fair value using discounted cash flow methodologies based on inputs that are unobservable in the market.

Variable annuity and variable life insurance contracts

A certain subsidiary has elected the fair value option for the entire variable annuity and variable life insurance contracts held in order to match earnings recognized for changes in fair value of policy liabilities and policy account balances with the earnings recognized for gains or losses from the investment assets managed on behalf of variable annuity and variable life policyholders, derivative contracts and changes in fair value of reinsurance contracts. The changes in fair value of the variable annuity and variable life insurance contracts are linked to the fair value of the investment in securities managed on behalf of variable annuity and variable life policyholders. These securities consist mainly of equity securities traded in the market. In addition, variable annuity and variable life insurance contracts are exposed to the minimum guarantee risk, and the subsidiary adjusts the fair value of the underlying investments by incorporating changes in fair value of the minimum guarantee risk in the evaluation of the fair value of the entire variable annuity and variable life insurance contracts. The variable annuity and variable life insurance contracts for which the fair value option is elected are classified as Level 3 because the subsidiary measures the fair value using discounted cash flow methodologies based on inputs that are unobservable in the market.

 

– 50 –


Table of Contents

Information about Level 3 Fair Value Measurements

The following tables provide information about the valuation techniques and significant unobservable inputs used in the valuation of Level 3 assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 and September 30, 2018.

 

     March 31, 2018
     Millions of yen                 
     Fair value     

        Valuation technique(s)        

  

  Significant unobservable inputs  

  

Range

(Weighted average)

Assets:

           

Available-for-sale securities:

           

Corporate debt securities

   ¥ 3,037      Discounted cash flows    Discount rate    0.2% – 1.7%
            (0.9%)

Specified bonds issued by SPEs in Japan

     861      Appraisals/Broker quotes    —      —  

CMBS and RMBS in the Americas

     36,010      Discounted cash flows    Discount rate    6.4% –20.0%
            (17.6%)
         Probability of default    0.0% –24.7%
            (3.2%)

Other asset-backed securities and debt securities

     18,146      Discounted cash flows    Discount rate    1.0% – 51.2%
            (10.0%)
         Probability of default    0.6% – 1.6%
            (1.0%)
     62,863      Appraisals/Broker quotes    —      —  

Other securities:

           

Investment funds

     5,665      Internal cash flows    Discount rate    0.0% – 40.0%
            (9.9%)
     25,246      Discounted cash flows    Discount rate    3.8% – 11.6%
            (8.3%)
     6,968      Appraisals/Broker quotes    —      —  

Derivative assets:

           

Options held/written and other

     1,447      Discounted cash flows    Discount rate    0.0% – 15.0%
            (8.0%)
     844      Appraisals/Broker quotes    —      —  

Other assets:

           

Reinsurance recoverables

     15,008      Discounted cash flows    Discount rate    (0.1)% – 0.4%
            (0.1%)
         Mortality rate    0.0% – 100.0%
            (1.1%)
         Lapse rate    1.5% – 30.0%
            (17.5%)
        

Annuitization rate

(guaranteed minimum annuity benefit)

  

0.0% – 100.0%

(99.1%)

     
  

 

 

          

Total

   ¥ 176,095           
  

 

 

          

Liabilities:

           

Policy liabilities and Policy Account Balances:

           

Variable annuity and variable life insurance contracts

   ¥ 444,010      Discounted cash flows    Discount rate    (0.1)% – 0.4%
            (0.1%)
         Mortality rate    0.0% – 100.0%
            (1.2%)
         Lapse rate    1.5% – 54.0%
            (17.1%)
        

Annuitization rate

(guaranteed minimum annuity benefit)

  

0.0% – 100.0%

(79.4%)

  

 

 

          

Total

   ¥ 444,010           
  

 

 

          

 

– 51 –


Table of Contents
     September 30, 2018
     Millions of yen                 
     Fair value     

        Valuation technique(s)        

  

  Significant unobservable inputs  

  

Range

(Weighted average)

Assets:

                                     

Available-for-sale debt securities:

           

Corporate debt securities

   ¥ 2,547      Discounted cash flows    Discount rate    0.2% – 1.5%
            (0.9%)

Specified bonds issued by SPEs in Japan

     762      Appraisals/Broker quotes    —      —  

CMBS and RMBS in the Americas

     23,996      Discounted cash flows    Discount rate    6.4% – 20.0%
            (17.6%)
         Probability of default    0.0% – 14.5%
            (5.9%)

Other asset-backed securities and debt securities

     20,910      Discounted cash flows    Discount rate    1.0% – 51.2%
            (8.8%)
         Probability of default    0.6% – 1.6%
            (0.9%)
     74,333      Appraisals/Broker quotes    —      —  

Equity securities:

           

Investment funds

     6,040      Internal cash flows    Discount rate    0.0% – 65.0%
            (10.0%)
     34,280      Discounted cash flows    Discount rate    3.8% – 11.4%
            (9.8%)
     4,239      Appraisals/Broker quotes    —      —  

Derivative assets:

           

Options held/written and other

     506     

Discounted cash flows

  

Discount rate

  

0.0% – 15.0%

            (3.4%)

Other assets:

           
     237      Appraisals/Broker quotes    —      —  

Reinsurance recoverables

     11,121      Discounted cash flows    Discount rate    0.0% – 0.5%
            (0.1%)
         Mortality rate    0.0% – 100.0%
            (1.3%)
         Lapse rate    1.5% – 24.0%
            (17.5%)
        

Annuitization rate

(guaranteed minimum annuity benefit)

  

0.0% – 100.0%

(99.4%)

  

 

 

          

Total

   ¥ 178,971           
  

 

 

          

Liabilities:

           

Policy liabilities and Policy Account Balances:

           

Variable annuity and variable life insurance contracts

   ¥ 405,705      Discounted cash flows    Discount rate    0.0% – 0.5%
            (0.1%)
         Mortality rate    0.0% – 100.0%
            (1.2%)
         Lapse rate    1.5% – 24.0%
            (17.3%)
        

Annuitization rate

(guaranteed minimum annuity benefit)

  

0.0% – 100.0%

(78.5%)

  

 

 

          

Total

   ¥ 405,705           
  

 

 

          

 

– 52 –


Table of Contents

The following tables provide information about the valuation techniques and significant unobservable inputs used in the valuation of Level 3 assets measured at fair value on a nonrecurring basis as of March 31, 2018 and September 30, 2018.

 

     March 31, 2018
     Millions of yen     

Valuation technique(s)

  

Significant

unobservable inputs

  

Range

(Weighted average)

     Fair value  

Assets:

                                          

Real estate collateral-dependent loans (net of allowance for probable loan losses)

   ¥ 7,526      Discounted cash flows    Discount rate    10.7%
            (10.7%)
      Direct capitalization    Capitalization rate    11.2%
            (11.2%)

Investment in operating leases and property under facility operations

     27      Discounted cash flows    Discount rate    8.0%
            (8.0%)
     3,889      Appraisals    —      —  

Certain investments in affiliates

     11,730      Market price method    —      —  
     

Business enterprise value

multiples

   —      —  
      Discounted cash flows    Discount rate    9.3% – 10.3% (9.8%)
  

 

 

          
   ¥ 23,172           
  

 

 

          
     September 30, 2018
     Millions of yen     

Valuation technique(s)

  

Significant

unobservable inputs

  

Range
(Weighted average)

     Fair value  

Assets:

                                          

Real estate collateral-dependent loans (net of allowance for probable loan losses)

   ¥ 6,452      Appraisals    —      —  

Investment in operating leases and property under facility operations

     193      Appraisals    —      —  
  

 

 

          
   ¥ 6,645           
  

 

 

          

The Company and its subsidiaries generally use discounted cash flow methodologies or similar internally developed models to determine the fair value of Level 3 assets and liabilities. Use of these techniques requires determination of relevant inputs and assumptions, some of which represent significant unobservable inputs as indicated in the preceding table. Accordingly, changes in these unobservable inputs may have a significant impact on the fair value.

Certain of these unobservable inputs will have a directionally consistent impact on the fair value of the asset or liability for a given change in that input. Alternatively, the fair value of the asset or liability may move in an opposite direction for a given change in another input. Where multiple inputs are used within the valuation technique of an asset or liability, a change in one input in a certain direction may be offset by an opposite change in another input having a potentially muted impact to the overall fair value of that particular asset or liability. Additionally, a change in one unobservable input may result in a change to another unobservable input (that is, changes in certain inputs are interrelated to one another), which may counteract or magnify the fair value impact.

For more analysis of the sensitivity of each input, see the description of the main valuation methodologies used for assets and liabilities measured at fair value.

 

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Table of Contents
4.

Acquisitions and Divestitures

(1) Acquisitions

There were no material acquisitions during the six months ended September 30, 2017 and 2018.

(2) Divestitures

Gains on sales of subsidiaries and affiliates and liquidation losses, net for the six months ended September 30, 2017 and 2018 amounted to ¥24,972 million and ¥19,032 million, respectively. Gains on sales of subsidiaries and affiliates and liquidation losses, net for the six months ended September 30, 2017 consisted of ¥13,760 million in Overseas Business segment, ¥9,184 million in Investment and Operation segment and ¥2,028 million in Corporate Financial Services segment. Gains on sales of subsidiaries and affiliates and liquidation losses, net for the six months ended September 30, 2018 mainly consisted of ¥18,470 million in Overseas Business segment, ¥558 million in Investment and Operation segment.

Gains on sales of subsidiaries and affiliates and liquidation losses, net for the three months ended September 30, 2017 and 2018 amounted to ¥10,474 million and ¥5,246 million, respectively. Gains on sales of subsidiaries and affiliates and liquidation losses, net for the three months ended September 30, 2017 consisted of ¥8,681 million in Investment and Operation segment, ¥1,793 million in Overseas Business segment. Gains on sales of subsidiaries and affiliates and liquidation losses, net for the three months ended September 30, 2018 consisted of ¥4,706 million in Overseas Business segment, ¥540 million in Investment and Operation segment.

5. Revenues from Contracts with Customers

Revenues from contracts with customers, and other sources of revenue for the six and three months ended September 30, 2018 are as follows;

 

     Millions of yen  
     Six months ended in
September 30, 2018
 

Revenues from contracts with customers

   ¥ 727,356  

Other revenues*

     534,658  
  

 

 

 

Total revenues

   ¥ 1,262,014  
  

 

 

 
     Millions of yen  
     Three months ended in
September 30, 2018
 

Revenues from contracts with customers

   ¥ 379,506  

Other revenues*

     278,591  
  

 

 

 

Total revenues

   ¥ 658,097  
  

 

 

 

 

*

Other revenues include revenues that are not in the scope of ASC 606 (“Revenue from Contracts with Customers”), such as life insurance premiums and related investment income, operating leases, finance revenues that include interest income, and others.

The Company and its subsidiaries recognize revenues when control of the promised goods or services are transferred to our customers, in the amounts that reflect the consideration we expect to receive in exchange for those goods or services. Revenues are recognized net of discounts, incentives and estimated sales returns. Amount to be collected for third party is deducted from revenues. The Company and its subsidiaries evaluate whether we are principal or agent on distinctive goods or services. In transaction that third party concerns, if the Company and its subsidiaries control the goods or services before they are transferred to customers, revenue is recognized on gross amount as the principal. There is no significant variability in considerations included in revenues, and there are no significant financial components in considerations on transactions.

Revenues disaggregated by goods and services category and geographical location are represented in Note 23 “Segment Information.”

 

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Revenue recognition criteria on each goods and services category are mainly followings:

Sales of goods

The Company and its subsidiaries sell various goods such as precious metals, medical equipment, accounting software and other to customers. Revenues from sales of goods are recognized when there is a transfer of control of the product to customers. The Company and its subsidiaries determine transfer of control based on when the products are shipped or delivered to customers, or inspected by customers.

Real estate sales

Certain subsidiaries are involved in developing and selling real estates. Revenues from sale of detached houses and residential condominiums are recognized when the real estate is delivered to customers.

Asset management and servicing

Certain subsidiaries offer customers investment management services for their financial assets, asset management as well as maintenance and administrative services for their real estate properties. Furthermore, the Company and its subsidiaries perform servicing on behalf of customers. Revenues from asset management and servicing primarily include management fees, servicing fees, and performance fees. Management and servicing fees are recognized over the contract period with customers, since the customers simultaneously receive and consume the benefits provided by the performance as the subsidiaries perform. Management fees are calculated based on the predetermined percentages of the market value of the assets under management or net assets of the investment funds in accordance with contract terms. Servicing fees are calculated based on the predetermined percentages of the amount in asset under managements in accordance with contract terms. Fees based on the performance of the assets under management are recognized when the performance obligations are satisfied, to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The performance fee is estimated by using the most likely amount method, in accordance with contract terms. Servicing fees related to financial assets that the Company and its subsidiaries had originated and transferred to investors, are accounted for by ASC860 (“Transfers and Servicing”).

Automobile related services

Certain subsidiaries provide mainly automobile maintenance services to customers, as automobile related services. In the service, since customers simultaneously receive and consume the benefits provided by the performance as the subsidiaries perform, revenues are recognized over the contract period with customers. For measurement of progress, the cost incurred is used, because that reasonably describes transfer of control of services to customers. The subsidiaries receive payments from customers before satisfying performance obligations, and the amounts are reported in other liabilities on the consolidated balance sheets as contract liabilities.

 

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Facilities operation

The Company and its subsidiaries are running hotels, Japanese inns, training facilities, senior housings, golf courses and other facilities. Revenues from these operations are recognized over the customers’ usage period of the facilities, since customers simultaneously receive and consume the benefits provided by the performance as the Company and its subsidiaries perform. The value transferred to customers is directly measured based on the usage period. With respect to operation of senior housing and other facilities, certain subsidiaries receive payments from customers before satisfying performance obligations, and the amounts are reported in other liabilities on the consolidated balance sheets as contract liabilities. Gains on sale of property under facility operations are accounted for by ASC610-20 (“Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets”).

Environment and energy related services

The Company and its subsidiaries offer services that provide electric power for business operators’ factories, office buildings and other facilities. Revenues from electric power supply by purchasing electricity or running power plants are recognized over the contracted distribution period with customers, since customers simultaneously receive and consume the benefits provided by the performance as the Company and its subsidiaries perform. The value transferred to customers is directly measured based on electricity usage by customers. Furthermore, certain subsidiaries are running waste processing facilities. Revenues from resources and waste processing business are primarily recognized over the service contract period with customers, since customers simultaneously receive and consume the benefits provided by the performance as the subsidiaries perform. The value transferred to customers is directly measured based on the amount of resources and waste to be processed.

Real estate management and brokerage

The Company and its subsidiaries mainly offer management of condominiums, office buildings, and facilities and other, to customers, as real estate management and brokerage business. Since customers simultaneously receive and consume the benefits provided by the performance as the Company and its subsidiaries perform, revenues from these services are recognized over the contract period with customers. Direct measurement of the value transferred to customers based on time elapsed, is used as method of measuring progress. The Company and its subsidiaries receive payments from customers before satisfying performance obligations, and the amounts are reported in other liabilities on the consolidated balance sheets as contract liabilities.

Real estate contract work

Certain subsidiaries offer repair and contract work for condominiums, office buildings, and facilities, and other, to customers. The work is held on the real estate where customers own or rent, and the subsidiaries’ performance creates the asset that the customers controls as the asset is created or enhanced. Additionally, the performance does not create an asset with an alternative use to the subsidiaries, and the subsidiaries have a substantial enforceable right to payment for performance completed to date so that revenues are recognized over the contract work period. For measurement of progress, the cost incurred is used, because that reasonably describes transfer of control of services to customers. The subsidiaries recognize contract assets regarding a part of performance obligations that the subsidiaries performed, and the amounts are reported in other assets on the consolidated balance sheets. Furthermore, the subsidiaries receive payments from customers before satisfying performance obligations, and the amounts are reported in other liabilities on the consolidated balance sheets as contract liabilities.

Other

The Company and its subsidiaries have been developing a variety of businesses. Main revenue streams are as follows;

Maintenance services of software, measurement equipment and other:

Certain subsidiaries offer accounting software maintenance services and support, and maintenance of measurement equipment to customers. Revenues from these services are recognized over the contract period with customers, since customers simultaneously receive and consume the benefits provided by the performance as the subsidiaries perform. For measurement of progress, the cost incurred is used, because that reasonably describes transfer of control of services to customers. The subsidiaries receive payments from customers before satisfying performance obligations, and the amounts are reported in other liabilities on the consolidated balance sheets as contract liabilities.

 

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Fee business:

The Company and its subsidiaries are involved in insurance policy referrals and other agency business. Commission revenues from these businesses are primarily recognized when the contract between our customers and their client is signed.

Balances from contracts with customers

 

     Millions of yen  
     April 1, 2018      September 30, 2018  

Trade Notes, Accounts and Other Receivable

   ¥ 154,590      ¥ 143,175  

Contract assets (Included in Other Assets)

   ¥ 1,058      ¥ 2,145  

Contract liabilities (Included in Other Liabilities)

   ¥ 45,545      ¥ 46,032  

For the six and three months ended September 30, 2018, there were not significant changes in contract assets and contract liabilities.

For the six and three months ended September 30, 2018, revenue amounted to ¥29,236 million and ¥12,422 million were included in contract liabilities as of the beginning of this fiscal year.

As of September 30, 2018, transaction price allocated to the performance obligations that are unsatisfied (or partially satisfied) is mainly related to automobile related services, facilities operation, real estate sales and amounted to ¥150,623 million. Remaining term for the obligations ranges up to 41 years. Furthermore, automobile related services primarily constitute the performance obligations that are unsatisfied (or partially satisfied) which will be recognized as revenue over the next 10 years. The Company and its subsidiaries applied practical expedients, and performance obligations for contracts that have an original expected duration of one year or less and contracts under which the value transferred to a customer is directly measured and recognized as revenue by the amount it has a right to invoice to the customer are not included in the disclosure.

As of September 30, 2018, assets recognized from the costs to obtain or fulfill contracts with customers are not material.

6. Credit Quality of Financing Receivables and the Allowance for Credit Losses

The Company and its subsidiaries provide the following information disaggregated by portfolio segment and class of financing receivable.

Allowance for credit losses—by portfolio segment

Credit quality of financing receivables—by class

 

   

Impaired loans

 

   

Credit quality indicators

 

   

Non-accrual and past-due financing receivables

Information about troubled debt restructurings—by class

A portfolio segment is defined as the level at which an entity develops and documents a systematic methodology to determine its allowance for credit losses. The Company and its subsidiaries classify our portfolio segments by instruments of loans and direct financing leases. Classes of financing receivables are determined based on the initial measurement attribute, risk characteristics of the financing receivables and the method for monitoring and assessing obligors’ credit risk, and are defined as the level of detail necessary for a financial statement user to understand the risks inherent in the financing receivables. Classes of financing receivables generally are a disaggregation of a portfolio segment, and the Company and its subsidiaries disaggregate our portfolio segments into classes by regions, instruments or industries of our debtors.

 

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The following table provides information about the allowance for credit losses as of March 31, 2018, for the six and three months ended September 30, 2017 and 2018:

 

     Six months ended September 30, 2017  
     Millions of yen  
     Loans              
           Corporate                    
     Consumer     Non-recourse
loans
    Other     Purchased
loans *1
    Direct
financing
leases
    Total  

Allowance for credit losses :

            

Beginning balance

   ¥ 18,599     ¥ 2,951     ¥ 21,079     ¥ 6,061     ¥ 10,537     ¥ 59,227  

Provision (Reversal)

     6,018       (268     1,278       (209     1,179       7,998  

Charge-offs

     (4,343     (115     (1,972     (1,110     (940     (8,480

Recoveries

     376       0       90       63       2       531  

Other *2

     1       9       (1,430     0       120       (1,300
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   ¥ 20,651     ¥ 2,577     ¥ 19,045     ¥ 4,805     ¥ 10,898     ¥ 57,976  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Individually evaluated for impairment

     3,131       1,984       9,431       3,323       0       17,869  

Not individually evaluated for impairment

     17,520       593       9,614       1,482       10,898       40,107  

Financing receivables :

            

Ending balance

   ¥ 1,676,208     ¥ 87,454     ¥ 984,754     ¥ 21,998     ¥ 1,214,698     ¥ 3,985,112  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Individually evaluated for impairment

     18,409       5,443       25,193       5,703       0       54,748  

Not individually evaluated for impairment

     1,657,799       82,011       959,561       16,295       1,214,698       3,930,364  
     Three months ended September 30, 2017  
     Millions of yen  
     Loans              
           Corporate                    
     Consumer     Non-recourse
loans
    Other     Purchased
loans *1
    Direct
financing
leases
    Total  

Allowance for credit losses :

            

Beginning balance

   ¥ 20,086     ¥ 2,647     ¥ 21,487     ¥ 5,831     ¥ 10,708     ¥ 60,759  

Provision (Reversal)

     2,558       (86     148       (65     804       3,359  

Charge-offs

     (2,254     0       (1,216     (1,002     (688     (5,160

Recoveries

     258       0       16       39       (12     301  

Other *2

     3       16       (1,390     2       86       (1,283
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   ¥ 20,651     ¥ 2,577     ¥ 19,045     ¥ 4,805     ¥ 10,898     ¥ 57,976  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
     March 31, 2018  
     Millions of yen  
     Loans              
           Corporate                    
     Consumer     Non-recourse
loans
    Other     Purchased
loans *1
    Direct
financing
leases
    Total  

Allowance for credit losses :

            

Ending balance

   ¥ 21,196     ¥ 688     ¥ 18,407     ¥ 4,292     ¥ 10,089     ¥ 54,672  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Individually evaluated for impairment

     3,020       149       8,295       2,880       0       14,344  

Not individually evaluated for impairment

     18,176       539       10,112       1,412       10,089       40,328  

Financing receivables :

            

Ending balance

   ¥ 1,739,173     ¥ 73,305     ¥ 974,058     ¥ 18,933     ¥ 1,194,888     ¥ 4,000,357  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Individually evaluated for impairment

     18,911       3,745       19,385       5,101       0       47,142  

Not individually evaluated for impairment

     1,720,262       69,560       954,673       13,832       1,194,888       3,953,215  

 

 

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     Six months ended September 30, 2018  
     Millions of yen  
     Loans              
           Corporate                    
     Consumer     Non-recourse
loans
    Other     Purchased
loans *1
    Direct
financing
leases
    Total  

Allowance for credit losses :

                                                                                                                                          

Beginning balance

   ¥ 21,196     ¥ 688     ¥ 18,407     ¥ 4,292     ¥ 10,089     ¥ 54,672  

Provision (Reversal)

     5,739       (87     992       (186     1,752       8,210  

Charge-offs

     (5,140     0       (1,761     (304     (1,175     (8,380

Recoveries

     287       0       148       96       120       651  

Other *3

     (22     26       623       7       53       687  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   ¥ 22,060     ¥ 627     ¥ 18,409     ¥ 3,905     ¥ 10,839     ¥ 55,840  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Individually evaluated for impairment

     3,366       49       6,818       2,482       0       12,715  

Not individually evaluated for impairment

     18,694       578       11,591       1,423       10,839       43,125  

Financing receivables :

            

Ending balance

   ¥ 1,792,901     ¥ 63,423     ¥ 1,161,909     ¥ 17,156     ¥ 1,178,913     ¥ 4,214,302  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Individually evaluated for impairment

     22,071       1,597       26,343       4,445       0       54,456  

Not individually evaluated for impairment

     1,770,830       61,826       1,135,566       12,711       1,178,913       4,159,846  
     Three months ended September 30, 2018  
     Millions of yen  
     Loans              
           Corporate                    
     Consumer     Non-recourse
loans
    Other     Purchased
loans *1
    Direct
financing
leases
    Total  

Allowance for credit losses :

                                                                                                                                          

Beginning balance

   ¥ 22,299     ¥ 597     ¥ 19,708     ¥ 4,150     ¥ 10,206     ¥ 56,960  

Provision (Reversal)

     2,328       14       (67     (1     990       3,264  

Charge-offs

     (2,638     0       (1,602     (266     (535     (5,041

Recoveries

     76       0       81       16       72       245  

Other *3

     (5     16       289       6       106       412  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   ¥ 22,060     ¥ 627     ¥ 18,409     ¥ 3,905     ¥ 10,839     ¥ 55,840  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

Note: Loans held for sale are not included in the table above.

*1

Purchased loans represent loans with evidence of deterioration of credit quality since origination and for which it is probable at acquisition that collection of all contractually required payments from the debtors is unlikely.

*2

Other mainly includes foreign currency translation adjustments and a decrease in allowance related to sales of loans.

*3

Other mainly includes foreign currency translation adjustments.

 

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In developing the allowance for credit losses, the Company and its subsidiaries consider, among other things, the following factors:

 

   

business characteristics and financial conditions of obligors;

 

   

current economic conditions and trends;

 

   

prior charge-off experience;

 

   

current delinquencies and delinquency trends; and

 

   

value of underlying collateral and guarantees.

The Company and its subsidiaries individually develop the allowance for credit losses for impaired loans. For non-impaired loans, including loans that are not individually evaluated for impairment, and direct financing leases, the Company and its subsidiaries evaluate prior charge-off experience as segmented by debtor’s industry and the purpose of the loans and develop the allowance for credit losses based on such prior charge-off experience as well as current economic conditions.

In common with all portfolio segments, a deterioration of debtors’ condition may increase the risk of delay in payments of principal and interest. For loans to consumer borrowers, the amount of the allowance for credit losses is changed by the variation of individual debtors’ creditworthiness and value of underlying collateral and guarantees, and the prior charge-off experience. For loans to corporate other borrowers and direct financing leases, the amount of the allowance for credit losses is changed by current economic conditions and trends, the value of underlying collateral and guarantees, and the prior charge-off experience in addition to the debtors’ creditworthiness.

The decline of the value of underlying collateral and guarantees may increase the risk of inability to collect from the loans and direct financing leases. Particularly for non-recourse loans for which cash flow from real estate is the source of repayment, their collection depends on the real estate collateral value, which may decline as a result of decrease in liquidity of the real estate market, rise in vacancy rate of rental properties, fall in rents and other factors. These risks may change the amount of the allowance for credit losses. For purchased loans, their collection may decrease due to a decline in the real estate collateral value and debtors’ creditworthiness. Thus, these risks may change the amount of the allowance for credit losses.

In common with all portfolio segments, the Company and its subsidiaries charge off doubtful receivables when the likelihood of any future collection is believed to be minimal, mainly based upon an evaluation of the relevant debtors’ creditworthiness and the liquidation status of collateral.

 

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The following table provides information about the impaired loans as of March 31, 2018 and September 30, 2018:

 

    

March 31, 2018

 
          Millions of yen  

Portfolio segment

  

Class

   Loans
individually
evaluated for
impairment
     Unpaid
principal
      balance      
     Related
    allowance    
 

With no related allowance recorded *1

      ¥ 7,813      ¥ 7,774      ¥ 0  

Consumer borrowers

        409        409        0  
   Housing loans      184        184        0  
   Card loans      0        0        0  
   Other      225        225        0  

Corporate borrowers

        7,301        7,262        0  

Non-recourse loans

   Japan      0        0        0  
   The Americas      3,395        3,395        0  

Other

   Real estate companies      1,003        1,003        0  
   Entertainment companies      7        0        0  
   Other      2,896        2,864        0  

Purchased loans

        103        103        0  

With an allowance recorded *2

        39,329        37,943        14,344  

Consumer borrowers

        18,502        17,953        3,020  
   Housing loans      3,360        3,068        984  
   Card loans      4,060        4,051        631  
   Other      11,082        10,834        1,405  

Corporate borrowers

        15,829        15,227        8,444  

Non-recourse loans

   Japan      254        254        53  
   The Americas      96        96        96  

Other

   Real estate companies      1,544        1,482        543  
   Entertainment companies      1,581        1,570        576  
   Other      12,354        11,825        7,176  

Purchased loans

        4,998        4,763        2,880  
     

 

 

    

 

 

    

 

 

 

Total

      ¥ 47,142      ¥ 45,717      ¥ 14,344  
     

 

 

    

 

 

    

 

 

 

Consumer borrowers

        18,911        18,362        3,020  
     

 

 

    

 

 

    

 

 

 
   Housing loans      3,544        3,252        984  
     

 

 

    

 

 

    

 

 

 
   Card loans      4,060        4,051        631  
     

 

 

    

 

 

    

 

 

 
   Other      11,307        11,059        1,405  
     

 

 

    

 

 

    

 

 

 

Corporate borrowers

        23,130        22,489        8,444  
     

 

 

    

 

 

    

 

 

 

Non-recourse loans

   Japan      254        254        53  
     

 

 

    

 

 

    

 

 

 
   The Americas      3,491        3,491        96  
     

 

 

    

 

 

    

 

 

 

Other

   Real estate companies      2,547        2,485        543  
     

 

 

    

 

 

    

 

 

 
   Entertainment companies      1,588        1,570        576  
     

 

 

    

 

 

    

 

 

 
   Other      15,250        14,689        7,176  
     

 

 

    

 

 

    

 

 

 

Purchased loans

        5,101        4,866        2,880  
     

 

 

    

 

 

    

 

 

 

 

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Table of Contents
    

September 30, 2018

 
          Millions of yen  

Portfolio segment

  

Class

   Loans
individually
evaluated for
impairment
     Unpaid
principal
    balance    
     Related
    allowance    
 

With no related allowance recorded *1

      ¥ 14,805      ¥ 14,611      ¥ 0  

Consumer borrowers

        664        648        0  
   Housing loans      464        448        0  
   Card loans      0        0        0  
   Other      200        200        0  

Corporate borrowers

        14,035        13,857        0  

Non-recourse loans

   Japan      0        0        0  
   The Americas      1,353        1,353        0  

Other

   Real estate companies      987        987        0  
   Entertainment companies      0        0        0  
   Other      11,695        11,517        0  

Purchased loans

        106        106        0  

With an allowance recorded *2

        39,651        38,586        12,715  

Consumer borrowers

        21,407        20,552        3,366  
   Housing loans      4,112        3,952        956  
   Card loans      4,014        4,005        669  
   Other      13,281        12,595        1,741  

Corporate borrowers

        13,905        13,695        6,867  

Non-recourse loans

   Japan      244        244        49  
  

The Americas

     0        0        0  

Other

   Real estate companies      1,428        1,414        478  
   Entertainment companies      1,533        1,523        507  
  

Other

     10,700        10,514        5,833  

Purchased loans

        4,339        4,339        2,482  
     

 

 

    

 

 

    

 

 

 

Total

      ¥ 54,456      ¥ 53,197      ¥ 12,715  
     

 

 

    

 

 

    

 

 

 

Consumer borrowers

        22,071        21,200        3,366  
     

 

 

    

 

 

    

 

 

 
  

Housing loans

     4,576        4,400        956  
     

 

 

    

 

 

    

 

 

 
  

Card loans

     4,014        4,005        669  
     

 

 

    

 

 

    

 

 

 
  

Other

     13,481        12,795        1,741  
     

 

 

    

 

 

    

 

 

 

Corporate borrowers

        27,940        27,552        6,867  
     

 

 

    

 

 

    

 

 

 

Non-recourse loans

   Japan      244        244        49  
     

 

 

    

 

 

    

 

 

 
  

The Americas

     1,353        1,353        0  
     

 

 

    

 

 

    

 

 

 

Other

   Real estate companies      2,415        2,401        478  
     

 

 

    

 

 

    

 

 

 
   Entertainment companies      1,533        1,523        507  
     

 

 

    

 

 

    

 

 

 
  

Other

     22,395        22,031        5,833  
     

 

 

    

 

 

    

 

 

 

Purchased loans

        4,445        4,445        2,482  
     

 

 

    

 

 

    

 

 

 

 

Note: Loans held for sale are not included in the table above.

*1

“With no related allowance recorded” represents impaired loans with no allowance for credit losses as all amounts are considered to be collectible.

*2

“With an allowance recorded” represents impaired loans with the allowance for credit losses as all or a part of the amounts are not considered to be collectible.

 

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The Company and its subsidiaries recognize installment loans other than purchased loans and loans to consumer borrowers as impaired loans when principal or interest is past-due 90 days or more, or it is probable that the Company and its subsidiaries will be unable to collect all amounts due according to the contractual terms of the loan agreements due to various debtor conditions, including insolvency filings, suspension of bank transactions, dishonored bills and deterioration of businesses. For non-recourse loans, in addition to these conditions, the Company and its subsidiaries perform an impairment review using financial covenants, acceleration clauses, loan-to-value ratios, and other relevant available information.

For purchased loans, the Company and its subsidiaries recognize them as impaired loans when it is probable that the Company and its subsidiaries will be unable to collect book values of the remaining investment due to factors such as a decline in the real estate collateral value and debtors’ creditworthiness since the acquisition of these loans.

The Company and its subsidiaries consider that loans to consumer borrowers, including housing loans, card loans and other, are impaired when terms of these loans are modified as troubled debt restructurings.

Interest payments received on impaired loans other than purchased loans are recorded as interest income unless the collection of the remaining investment is doubtful at which time payments received are recorded as reductions of principal. For purchased loans, although the acquired assets may remain loans in legal form, collections on these loans often do not reflect the normal historical experience of collecting delinquent accounts, and the need to tailor individual collateral-realization strategies often makes it difficult to reliably estimate the amount, timing, or nature of collections. Accordingly, the Company and its subsidiaries use the cost recovery method of income recognition for such purchased loans regardless of whether impairment is recognized or not.

In common with all classes, impaired loans are individually evaluated for a valuation allowance based on the present value of expected future cash flows, the loan’s observable market price or the fair value of the collateral securing the loans if the loans are collateral-dependent. For non-recourse loans, in principle, the estimated collectible amount is determined based on the fair value of the collateral securing the loans as they are collateral-dependent. Further for certain non-recourse loans, the estimated collectible amount is determined based on the present value of expected future cash flows. The fair value of the real estate collateral securing the loans is determined using appraisals prepared by independent third-party appraisers or our own staff of qualified appraisers based on recent transactions involving sales of similar assets or other valuation techniques such as discounted cash flows methodologies using future cash flows estimated to be generated from operation of the existing assets or completion of development projects, as appropriate. We generally obtain a new appraisal once a fiscal year. In addition, we periodically monitor circumstances of the real estate collateral and then obtain a new appraisal in situations involving a significant change in economic and/or physical conditions which may materially affect its fair value. For impaired purchased loans, the Company and its subsidiaries develop the allowance for credit losses based on the difference between the book value and the estimated collectible amount of such loans.

The following table provides information about the average recorded investments in impaired loans and interest income on impaired loans for the six and three months ended September 30, 2017 and 2018:

 

    

Six months ended September 30, 2017

 
          Millions of yen  

Portfolio segment

  

Class

   Average recorded
investments in
impaired loans *
     Interest income on
impaired loans
     Interest on
impaired loans
collected in cash
 

Consumer borrowers

      ¥ 17,385      ¥ 243      ¥ 173  
   Housing loans      4,248        134        88  
   Card loans      4,086        34        27  
   Other      9,051        75        58  

Corporate borrowers

        32,972        106        102  

Non-recourse loans

   Japan      199        3        3  
   The Americas      5,451        6        6  

Other

   Real estate companies      6,547        27        26  
   Entertainment companies      1,691        28        27  
   Other      19,084        42        40  

Purchased loans

        6,691        3        3  
     

 

 

    

 

 

    

 

 

 

Total

      ¥ 57,048      ¥ 352      ¥ 278  
     

 

 

    

 

 

    

 

 

 

 

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Table of Contents
    

Six months ended September 30, 2018

 
          Millions of yen  

Portfolio segment

  

Class

   Average recorded
investments in
impaired loans *
     Interest income on
impaired loans
     Interest on
impaired loans
collected in cash
 

Consumer borrowers

      ¥ 20,346      ¥ 221      ¥ 192  
  

Housing loans

     4,129        89        87  
  

Card loans

     4,035        32        26  
  

Other

     12,182        100        79  

Corporate borrowers

        24,615        222        211  

Non-recourse loans

   Japan      250        4        4  
  

The Americas

     2,197        0        0  

Other

   Real estate companies      2,489        18        18  
  

Entertainment companies

     1,566        24        18  
  

Other

     18,113        176        171  

Purchased loans

        4,828        32        31  
     

 

 

    

 

 

    

 

 

 

Total

      ¥ 49,789      ¥ 475      ¥ 434  
     

 

 

    

 

 

    

 

 

 
    

Three months ended September 30, 2017

 
        Millions of yen  

Portfolio segment

  

Class

   Average recorded
investments in
impaired loans *
     Interest income on
impaired loans
     Interest on
impaired loans
collected in cash
 

Consumer borrowers

      ¥ 17,745      ¥ 149      ¥ 103  
   Housing loans      4,250        96        55  
   Card loans      4,079        15        14  
  

Other

     9,416        38        34  

Corporate borrowers

        32,001        50        47  

Non-recourse loans

   Japan      197        1        1  
   The Americas      5,262        0        0  

Other

   Real estate companies      6,215        14        13  
  

Entertainment companies

     1,669        14        13  
   Other      18,658        21        20  

Purchased loans

        6,315        1        1  
     

 

 

    

 

 

    

 

 

 

Total

      ¥ 56,061      ¥ 200      ¥ 151  
     

 

 

    

 

 

    

 

 

 
    

Three months ended September 30, 2018

 
          Millions of yen  

Portfolio segment

  

Class

   Average recorded
investments in
impaired loans *
     Interest income on
impaired loans
     Interest on
impaired loans
collected in cash
 

Consumer borrowers

      ¥ 21,635      ¥ 113      ¥ 108  
   Housing loans      4,782        48        48  
   Card loans      4,007        15        14  
  

Other

     12,846        50        46  

Corporate borrowers

        25,178        176        176  

Non-recourse loans

   Japan      247        2        2  
   The Americas      677        0        0  

Other

   Real estate companies      2,439        9        9  
  

Entertainment companies

     1,549        9        9  
   Other      20,266        156        156  

Purchased loans

        4,609        0        0  
     

 

 

    

 

 

    

 

 

 

Total

      ¥ 51,422      ¥ 289      ¥ 284  
     

 

 

    

 

 

    

 

 

 

 

Note: Loans held for sale are not included in the table above.

*

Average balances are calculated on the basis of fiscal beginning and quarter-end balances.

 

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The following table provides information about the credit quality indicators as of March 31, 2018 and September 30, 2018:

 

    

March 31, 2018

 
          Millions of yen  
                 Non-performing         

Portfolio segment

  

Class

       Performing          Loans
individually
evaluated for
    impairment    
     90+ days
past-due
loans not
individually
evaluated for
    impairment    
         Subtotal                    Total            

Consumer borrowers

      ¥ 1,707,514      ¥ 18,911      ¥ 12,748      ¥ 31,659      ¥ 1,739,173  
   Housing loans      1,397,217        3,544        2,077        5,621        1,402,838  
   Card loans      258,478        4,060        1,785        5,845        264,323  
   Other      51,819        11,307        8,886        20,193        72,012  

Corporate borrowers

        1,024,233        23,130        0        23,130        1,047,363  

Non-recourse loans

   Japan      18,064        254        0        254        18,318  
   The Americas      51,496        3,491        0        3,491        54,987  

Other

   Real estate companies      326,165        2,547        0        2,547        328,712  
   Entertainment companies      81,726        1,588        0        1,588        83,314  
   Other      546,782        15,250        0        15,250        562,032  

Purchased loans

        13,832        5,101        0        5,101        18,933  

Direct financing leases

        1,182,804        0        12,084        12,084        1,194,888  
   Japan      820,225        0        5,943        5,943        826,168  
   Overseas      362,579        0        6,141        6,141        368,720  
     

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

      ¥ 3,928,383      ¥ 47,142      ¥ 24,832      ¥ 71,974      ¥ 4,000,357  
     

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 
    

September 30, 2018

 
          Millions of yen  
                 Non-performing         

Portfolio segment

  

Class

   Performing      Loans
individually
evaluated for
impairment
     90+ days
past-due
loans not
individually
evaluated for
impairment
     Subtotal      Total  

Consumer borrowers

      ¥ 1,756,798      ¥ 22,071      ¥ 14,032      ¥ 36,103      ¥ 1,792,901  
   Housing loans      1,464,992        4,576        1,923        6,499        1,471,491  
   Card loans      246,629        4,014        2,011        6,025        252,654  
   Other      45,177        13,481        10,098        23,579        68,756  

Corporate borrowers

        1,197,392        27,940        0        27,940        1,225,332  

Non-recourse loans

   Japan      19,654        244        0        244        19,898  
   The Americas      42,172        1,353        0        1,353        43,525  

Other

   Real estate companies      343,525        2,415        0        2,415        345,940  
   Entertainment companies      70,452        1,533        0        1,533        71,985  
   Other      721,589        22,395        0        22,395        743,984  

Purchased loans

        12,711        4,445        0        4,445        17,156  

Direct financing leases

        1,165,399        0        13,514        13,514        1,178,913  
   Japan      800,039        0        5,949        5,949        805,988  
   Overseas      365,360        0        7,565        7,565        372,925  
     

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

      ¥ 4,132,300      ¥ 54,456      ¥ 27,546      ¥ 82,002      ¥ 4,214,302  
     

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

Note: Loans held for sale are not included in the table above.

In common with all classes, the Company and its subsidiaries monitor the credit quality indicators as performing and non-performing assets. The category of non-performing assets includes financing receivables for debtors who have filed for insolvency proceedings, whose bank transactions are suspended, whose bills are dishonored, whose businesses have deteriorated, whose repayment is past-due 90 days or more, financing receivables modified as troubled debt restructurings, and performing assets include all other financing receivables. Regarding purchased loans, they are classified as non-performing assets when considered impaired, while all the other loans are included in the category of performing assets.

 

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Out of non-performing assets, the Company and its subsidiaries consider smaller balance homogeneous loans, including housing loans, card loans and other, which are not restructured and direct financing leases, as 90 days or more past-due financing receivables not individually evaluated for impairment, and consider the others as loans individually evaluated for impairment. After the Company and its subsidiaries have set aside provision for those non-performing assets, the Company and its subsidiaries continue to monitor at least on a quarterly basis the quality of any underlying collateral, the status of management of the debtors and other important factors in order to report to management and develop additional provision as necessary.

The following table provides information about the non-accrual and past-due financing receivables as of March 31, 2018 and September 30, 2018:

 

    

March 31, 2018

 
         Millions of yen  
         Past-due financing receivables              

Portfolio segment

  

Class

  30-89 days
      past-due       
    90 days
or more
      past-due      
    Total
      past-due      
    Total
financing
      receivables      
          Non-accrual        

Consumer borrowers

     ¥ 6,750     ¥ 15,740     ¥ 22,490     ¥ 1,739,173     ¥ 15,740  
   Housing loans     2,560       3,340       5,900       1,402,838       3,340  
   Card loans     604       2,268       2,872       264,323       2,268  
   Other     3,586       10,132       13,718       72,012       10,132  

Corporate borrowers

       3,404       8,949       12,353       1,047,363       18,326  

Non-recourse loans

   Japan     0       0       0       18,318       0  
   The Americas     1,655       92       1,747       54,987       3,491  

Other

   Real estate companies     346       644       990       328,712       1,593  
   Entertainment companies     0       760       760       83,314       760  
   Other     1,403       7,453       8,856       562,032       12,482  

Direct financing leases

       5,184       12,084       17,268       1,194,888       12,084  
   Japan     628       5,943       6,571       826,168       5,943  
   Overseas     4,556       6,141       10,697       368,720       6,141  
    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     ¥ 15,338     ¥ 36,773     ¥ 52,111     ¥ 3,981,424     ¥ 46,150  
    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
    

September 30, 2018

 
         Millions of yen  
         Past-due financing receivables              

Portfolio segment

  

Class

  30-89 days
past-due
    90 days
or more
past-due
    Total
past-due
    Total
financing
receivables
    Non-accrual  

Consumer borrowers

     ¥ 6,889     ¥ 17,280     ¥ 24,169     ¥ 1,792,901     ¥ 17,280  
   Housing loans     2,175       3,242       5,417       1,471,491       3,242  
   Card loans     568       2,511       3,079       252,654       2,511  
   Other     4,146       11,527       15,673       68,756       11,527  

Corporate borrowers

       4,860       12,960       17,820       1,225,332       23,977  

Non-recourse loans

   Japan     0       0       0       19,898       0  
   The Americas     1,352       1,353       2,705       43,525       1,353  

Other

   Real estate companies     64       619       683       345,940       1,555  
   Entertainment companies     0       764       764       71,985       764  
   Other     3,444       10,224       13,668       743,984       20,305  

Direct financing leases

       7,175       13,514       20,689       1,178,913       13,514  
   Japan     380       5,949       6,329       805,988       5,949  
   Overseas     6,795       7,565       14,360       372,925       7,565  
    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     ¥ 18,924     ¥ 43,754     ¥ 62,678     ¥ 4,197,146     ¥ 54,771  
    

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

Note: Loans held for sale and purchased loans are not included in the table above.

In common with all classes, the Company and its subsidiaries consider financing receivables as past-due financing receivables when principal or interest is past-due 30 days or more. Loans whose terms have been modified are not classified as past-due financing receivables if the principals and interests are not past-due 30 days or more in accordance with the modified terms.

 

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The Company and its subsidiaries suspend accruing revenues on past-due installment loans and direct financing leases when principal or interest is past-due 90 days or more, or earlier, if management determines that their collections are doubtful based on factors such as individual debtors’ creditworthiness, historical loss experience, current delinquencies and delinquency trends. Cash repayments received on non-accrual loans are applied first against past due interest and then any surpluses are applied to principal in view of the conditions of the contract and obligors. The Company and its subsidiaries return to accrual status non-accrual loans and lease receivables when it becomes probable that the Company and its subsidiaries will be able to collect all amounts due according to the contractual terms of these loans and lease receivables, as evidenced by continual payments from the debtors. The period of such continual payments before returning to accrual status varies depending on factors that we consider are relevant in assessing the debtor’s creditworthiness, such as the debtor’s business characteristics and financial conditions as well as relevant economic conditions and trends.

The following table provides information about troubled debt restructurings of financing receivables that occurred during the six and three months ended September 30, 2017 and 2018:

 

    

Six months ended September 30, 2017

 
          Millions of yen  

Portfolio segment

  

Class

   Pre-modification
outstanding
recorded investment
     Post-modification
outstanding
recorded investment
 

Consumer borrowers

      ¥ 4,680      ¥ 3,662  
   Housing loans      11        11  
   Card loans      1,075        853  
   Other      3,594        2,798  
     

 

 

    

 

 

 

Total

      ¥ 4,680      ¥ 3,662  
     

 

 

    

 

 

 
    

Six months ended September 30, 2018

 
          Millions of yen  

Portfolio segment

  

Class

   Pre-modification
outstanding
recorded investment
     Post-modification
outstanding
recorded investment
 

Consumer borrowers

      ¥ 5,912      ¥ 4,044  
   Housing loans      51        25  
   Card loans      1,072        692  
   Other      4,789        3,327  

Corporate borrowers

        3,861        3,860  

Other

   Other      3,861        3,860  
     

 

 

    

 

 

 

Total

      ¥ 9,773      ¥ 7,904  
     

 

 

    

 

 

 

 

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Table of Contents
    

Three months ended September 30, 2017

 
          Millions of yen  

Portfolio segment

  

Class

   Pre-modification
outstanding
recorded investment
     Post-modification
outstanding
recorded investment
 

Consumer borrowers

      ¥ 2,472      ¥ 1,935  
   Card loans      544        430  
   Other      1,928        1,505  
     

 

 

    

 

 

 

Total

      ¥ 2,472      ¥ 1,935  
     

 

 

    

 

 

 
    

Three months ended September 30, 2018

 
          Millions of yen  

Portfolio segment

  

Class

   Pre-modification
outstanding
recorded investment
     Post-modification
outstanding
recorded investment
 

Consumer borrowers

      ¥ 2,720      ¥ 1,786  
   Housing loans      25        11  
   Card loans      547        348  
   Other      2,148        1,427  

Corporate borrowers

        1,133        1,132  

Other

   Other      1,133        1,132  
     

 

 

    

 

 

 

Total

      ¥ 3,853      ¥ 2,918  
     

 

 

    

 

 

 

A troubled debt restructuring is defined as a restructuring of a financing receivable in which the creditor grants a concession to the debtor for economic or other reasons related to the debtor’s financial difficulties.

The Company and its subsidiaries offer various types of concessions to our debtors to protect as much of our investment as possible in troubled debt restructurings. For the debtors of non-recourse loans, the Company and its subsidiaries offer concessions including an extension of the maturity date at an interest rate lower than the current market rate for a debt with similar risk characteristics. For the debtors of all financing receivables other than non-recourse loans, the Company and its subsidiaries offer concessions such as a reduction of the loan principal, a temporary reduction in the interest payments, or an extension of the maturity date at an interest rate lower than the current market rate for a debt with similar risk characteristics. In addition, the Company and its subsidiaries may acquire collateral assets from the debtors in troubled debt restructurings to satisfy fully or partially the loan principal or past due interest.

In common with all portfolio segments, financing receivables modified as troubled debt restructurings are recognized as impaired and are individually evaluated for a valuation allowance. In most cases, these financing receivables have already been considered impaired and individually evaluated for allowance for credit losses prior to the restructurings. However, as a result of the restructuring, the Company and its subsidiaries may recognize additional provision for the restructured receivables.

 

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The following table provides information about financing receivables modified as troubled debt restructurings within the previous 12 months from September 30, 2017 and for which there was a payment default during the six and three months ended September 30, 2017:

 

     Six months ended September 30, 2017  
            Millions of yen  

Portfolio segment

   Class      Recorded investment  

Consumer borrowers

      ¥ 57  
     Card loans        16  
     Other        41  
     

 

 

 

Total

      ¥ 57  
     

 

 

 
     Three months ended September 30, 2017  
            Millions of yen  

Portfolio segment

   Class      Recorded investment  

Consumer borrowers

      ¥         43  
     Card loans        12  
     Other        31  
     

 

 

 

Total

      ¥ 43  
     

 

 

 

 

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The following table provides information about financing receivables modified as troubled debt restructurings within the previous 12 months from September 30, 2018 and for which there was a payment default during the six and three months ended September 30, 2018:

 

     Six months ended September 30, 2018  
            Millions of yen  

Portfolio segment

   Class      Recorded investment  

Consumer borrowers

      ¥ 489  
     Card loans        16  
     Other        473  
     

 

 

 

Total

      ¥ 489  
     

 

 

 
     Three months ended September 30, 2018  
            Millions of yen  

Portfolio segment

   Class      Recorded investment  

Consumer borrowers

      ¥         49  
     Card loans        9  
     Other        40  
     

 

 

 

Total

      ¥ 49  
     

 

 

 

The Company and its subsidiaries consider financing receivables whose terms have been modified in a restructuring as defaulted receivables when principal or interest is past-due 90 days or more in accordance with the modified terms.

In common with all portfolio segments, the Company and its subsidiaries suspend accruing revenues and may recognize additional provision as necessary for the defaulted financing receivables.

As of March 31, 2018 and September 30, 2018, there were no foreclosed residential real estate properties. The carrying amounts of installment loans in consumer mortgage loans collateralized by residential real estate property that are in the process of foreclosure were ¥245 million and ¥390 million as of March 31, 2018 and September 30, 2018, respectively.

 

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7.

Investment in Securities

Investment in securities as of March 31, 2018 consists of the following:

 

         Millions of yen      
     March 31, 2018  

Trading securities *

   ¥ 422,053  

Available-for-sale securities

     1,015,477  

Held-to-maturity securities

     113,891  

Other securities

     178,034  
  

 

 

 

Total

   ¥ 1,729,455  
  

 

 

 

 

*

The amount of assets under management of variable annuity and variable life insurance contracts included in trading securities was ¥403,797 million as of March 31, 2018.

Other securities consist mainly of non-marketable equity securities and preferred equity securities carried at cost and investment funds carried at an amount that reflects equity income and loss based on the investor’s share. The aggregate carrying amount of other securities accounted for under the cost method totaled ¥27,334 million as of March 31, 2018. Investments with an aggregate cost of ¥27,260 million were not evaluated for impairment because the Company and its subsidiaries did not identify any events or changes in circumstances that might have had a significant adverse effect on the fair value of those investments and it was not practicable to estimate the fair value of the investments.

A certain subsidiary elected the fair value option for investments in foreign government bond securities included in available-for-sale securities to mitigate volatility in the consolidated statements of income caused by the difference in recognition of gain or loss that would otherwise exist between the foreign government bond securities and the derivatives used to manage the risk of changes in fair value of these foreign government bond securities. As of March 31, 2018, these investments were fair valued at ¥719 million.

A certain subsidiary elected the fair value option for investments in foreign corporate debt securities included in available-for-sale securities to mitigate volatility in the consolidated statements of income caused by the difference in recognition of gain or loss that would otherwise exist between the foreign corporate debt securities and the derivatives used to manage the risk of changes in fair value of these foreign corporate debt securities. As of March 31, 2018, these investments were fair valued at ¥8,882 million.

A certain subsidiary elected the fair value option for certain investments in equity securities included in available-for-sale securities to mitigate volatility in the consolidated statements of income caused by the difference in recognition of gain or loss that would otherwise exist between the equity securities and the derivatives used to manage the risk of changes in fair value of these equity securities. As of March 31, 2018, these equity securities were fair valued at ¥22,365 million.

Certain subsidiaries elected the fair value option for certain investments in investment funds included in other securities whose net asset values do not represent the fair value of investments due to the illiquid nature of these investments. The subsidiaries manage these investments on a fair value basis and the election of the fair value option enables the subsidiaries to reflect more appropriate assumptions to measure the fair value of these investments. As of March 31, 2018, these investments were fair valued at ¥5,665 million.

 

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Investment in securities as of September 30, 2018 consists of the following:

 

     Millions of yen  
     September 30, 2018  

Equity securities *

   ¥ 593,925  

Trading debt securities

     24,560  

Available-for-sale debt securities

     1,137,081  

Held-to-maturity debt securities

     114,288  
  

 

 

 

Total

   ¥ 1,869,854  
  

 

 

 

 

*

The amount of assets under management of variable annuity and variable life insurance contracts included in equity securities was ¥375,480 million as of September 30, 2018. The amount of investment funds that are accounted for under the equity method included in equity securities was ¥85,824 million as of September 30, 2018. The amount of investment funds elected for the fair value option included in equity securities was ¥5,751 million as of September 30, 2018.

Gains and losses realized from the sale of equity securities and net unrealized holding gains (losses) on equity securities are included in gains on investment securities and dividends, life insurance premiums and related investment income, and write-downs of securities. For further information, see Note 16 “Life Insurance Operations.” Net unrealized holding gains (losses) on equity securities held as of September 30, 2018 were gains of ¥2,698 million and ¥2,553 million for the six and three months ended September 30, 2018, respectively, which did not include net unrealized holding gains (losses) on the both investment funds above mentioned.

Equity securities include non-marketable equity securities and preferred equity securities, etc. elected for the measurement alternative.

The following table provides information about impairment and plus or minus changes resulting from observable price changes as of September 30, 2018 and for the six and three months ended September 30, 2018.

 

     Millions of yen  
     September 30, 2018      Six months ended
September 30, 2018
     Three months ended
September 30, 2018
 
     Carrying
value
     Accumulated
impairments
and
downward
adjustments
    Accumulated
upward
adjustments
     Impairments
and
downward
adjustments
    Upward
adjustments
     Impairments
and
downward
adjustments
    Upward
adjustments
 

Equity securities measured using the measurement alternative

   ¥ 30,807      ¥ (1,828   ¥ 0      ¥ (151   ¥ 0      ¥ (151   ¥ 0  

Gains and losses realized from the sale of trading debt securities and net unrealized holding gains (losses) on trading debt securities are included in gains on investment securities and dividends. Net unrealized holding gains (losses) on trading debt securities held as of September 30, 2018 were losses of ¥29 million and ¥59 million for the six and three months ended September 30, 2018, respectively.

Certain subsidiaries elected the fair value option for certain investments in investment funds included in equity securities whose net asset values do not represent the fair value of investments due to the illiquid nature of these investments. The subsidiaries manage these investments on a fair value basis and the election of the fair value option enables the subsidiaries to reflect more appropriate assumptions to measure the fair value of these investments. As of September 30, 2018, these investments were fair valued at ¥5,751 million.

A certain subsidiary elected the fair value option for investments in foreign government bond securities included in available-for-sale debt securities to mitigate volatility in the consolidated statements of income caused by the difference in recognition of gain or loss that would otherwise exist between the foreign government bond securities and the derivatives used to manage the risk of changes in fair value of these foreign government bond securities. As of September 30, 2018, these investments were fair valued at ¥614 million.

 

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A certain subsidiary elected the fair value option for investments in foreign corporate debt securities included in available-for-sale debt securities to mitigate volatility in the consolidated statements of income caused by the difference in recognition of gain or loss that would otherwise exist between the foreign corporate debt securities and the derivatives used to manage the risk of changes in fair value of these foreign corporate debt securities. As of September 30, 2018, these investments were fair valued at ¥17,595 million.

The amortized cost basis amounts, gross unrealized holding gains, gross unrealized holding losses and fair values of available-for-sale securities and held-to-maturity securities in each major security type as of March 31, 2018 are as follows:

March 31, 2018

 

     Millions of yen  
     Amortized
cost
     Gross
unrealized
gains
     Gross
unrealized
losses
    Fair value  

Available-for-sale securities:

          

Japanese and foreign government bond securities

   ¥ 271,866      ¥ 11,383      ¥ (7,439   ¥ 275,810  

Japanese prefectural and foreign municipal bond securities

     160,549        3,247        (560     163,236  

Corporate debt securities

     368,106        2,974        (4,605     366,475  

Specified bonds issued by SPEs in Japan

     854        7        0       861  

CMBS and RMBS in the Americas

     72,793        2,543        (1,160     74,176  

Other asset-backed securities and debt securities

     77,974        3,413        (66     81,321  

Equity securities

     49,971        5,653        (2,026     53,598  
  

 

 

    

 

 

    

 

 

   

 

 

 
     1,002,113        29,220        (15,856     1,015,477  
  

 

 

    

 

 

    

 

 

   

 

 

 

Held-to-maturity securities:

          

Japanese government bond securities and other

     113,891        26,933        0       140,824  
  

 

 

    

 

 

    

 

 

   

 

 

 
   ¥ 1,116,004      ¥ 56,153      ¥ (15,856   ¥ 1,156,301  
  

 

 

    

 

 

    

 

 

   

 

 

 

The amortized cost basis amounts, gross unrealized holding gains, gross unrealized holding losses and fair values of available-for-sale debt securities and held-to-maturity debt securities in each major security type as of September 30, 2018 are as follows:

September 30, 2018

 

     Millions of yen  
     Amortized
cost
     Gross
unrealized
gains
     Gross
unrealized
losses
    Fair value  

Available-for-sale debt securities:

          

Japanese and foreign government bond securities

   ¥ 342,002      ¥ 8,969      ¥ (2,487   ¥ 348,484  

Japanese prefectural and foreign municipal bond securities

     163,595        2,287        (1,029     164,853  

Corporate debt securities

     470,027        2,368        (6,075     466,320  

Specified bonds issued by SPEs in Japan

     757        5        0       762  

CMBS and RMBS in the Americas

     59,594        2,532        (1,034     61,092  

Other asset-backed securities and debt securities

     93,175        2,679        (284     95,570  
  

 

 

    

 

 

    

 

 

   

 

 

 
     1,129,150        18,840        (10,909     1,137,081  
  

 

 

    

 

 

    

 

 

   

 

 

 

Held-to-maturity debt securities:

          

Japanese government bond securities and other

     114,288        23,580        0       137,868  
  

 

 

    

 

 

    

 

 

   

 

 

 
   ¥ 1,243,438      ¥ 42,420      ¥ (10,909   ¥ 1,274,949  
  

 

 

    

 

 

    

 

 

   

 

 

 

 

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The following table provides information about available-for-sale securities with gross unrealized losses and the length of time that individual securities have been in a continuous unrealized loss position as of March 31, 2018:

March 31, 2018

 

     Millions of yen  
     Less than 12 months     12 months or more     Total  
     Fair
value
     Gross
unrealized
losses
    Fair
value
     Gross
unrealized
losses
    Fair
value
     Gross
unrealized
losses
 

Available-for-sale securities:

               

Japanese and foreign government bond securities

   ¥ 72,523      ¥ (5,599   ¥ 27,458      ¥ (1,840   ¥ 99,981      ¥ (7,439

Japanese prefectural and foreign municipal bond securities

     17,208        (125     19,479        (435     36,687        (560

Corporate debt securities

     90,216        (2,011     89,573        (2,594     179,789        (4,605

CMBS and RMBS in the Americas

     12,798        (359     7,065        (801     19,863        (1,160

Other asset-backed securities and debt securities

     4,623        (56     774        (10     5,397        (66

Equity securities

     6,505        (247     6,914        (1,779     13,419        (2,026
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 
   ¥ 203,873      ¥ (8,397   ¥ 151,263      ¥ (7,459   ¥   355,136      ¥ (15,856
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

The following table provides information about available-for-sale debt securities with gross unrealized losses and the length of time that individual securities have been in a continuous unrealized loss position as of September 30, 2018:

September 30, 2018

 

     Millions of yen  
     Less than 12 months     12 months or more     Total  
     Fair
value
     Gross
unrealized
losses
    Fair
value
     Gross
unrealized
losses
    Fair
value
     Gross
unrealized
losses
 

Available-for-sale debt securities:

               

Japanese and foreign government bond securities

   ¥ 95,124      ¥ (1,259   ¥ 69,241      ¥ (1,228   ¥ 164,365      ¥ (2,487

Japanese prefectural and foreign municipal bond securities

     54,085        (445     19,373        (584     73,458        (1,029

Corporate debt securities

     198,506        (2,572     112,777        (3,503     311,283        (6,075

CMBS and RMBS in the Americas

     648        (47     6,169        (987     6,817        (1,034

Other asset-backed securities and debt securities

     21,803        (248     1,031        (36     22,834        (284
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 
   ¥ 370,166      ¥ (4,571   ¥ 208,591      ¥ (6,338   ¥   578,757      ¥ (10,909
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

 

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The number of investment securities that were in an unrealized loss position as of March 31, 2018 and September 30, 2018 were 320 and 490, respectively. The gross unrealized losses on these securities are attributable to a number of factors including changes in interest rates, credit spreads and market trends.

For debt securities, in the case of the fair value being below the amortized cost, the Company and its subsidiaries consider whether those securities are other-than-temporarily impaired using all available information about their collectability. The Company and its subsidiaries do not consider a debt security to be other-than-temporarily impaired if (1) the Company and its subsidiaries do not intend to sell the debt security, (2) it is not more likely than not that the Company and its subsidiaries will be required to sell the debt security before recovery of its amortized cost basis and (3) the present value of estimated cash flows will fully cover the amortized cost of the security. On the other hand, the Company and its subsidiaries consider a debt security to be other-than-temporarily impaired if any of the above mentioned three conditions are not met.

Debt securities with unrealized loss position mainly include foreign government bond securities and corporate debt securities in Japan and overseas.

The unrealized loss associated with government bond securities and corporate debt securities are primarily due to changes in the market interest rate and risk premium. Considering all available information to assess the collectability of those investments (such as the financial condition of and business prospects for the issuers), the Company and its subsidiaries believe that the Company and its subsidiaries are able to recover the entire amortized cost basis of those investments. Because the Company and its subsidiaries do not intend to sell the investments and it is not more likely than not that the Company and its subsidiaries will be required to sell the investments before recovery of their amortized cost basis, the Company and its subsidiaries do not consider these investments to be other-than-temporarily impaired at September 30, 2018.

The total other-than-temporary impairment with an offset for the amount of the total other-than-temporary impairment recognized in other comprehensive income (loss) for the six months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Total other-than-temporary impairment losses

   ¥ 423      ¥ 693  

Portion of loss recognized in other comprehensive income (before taxes)

     0        (136
  

 

 

    

 

 

 

Net impairment losses recognized in earnings

   ¥                   423      ¥             557  
  

 

 

    

 

 

 

 

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The total other-than-temporary impairment with an offset for the amount of the total other-than-temporary impairment recognized in other comprehensive income (loss) for the three months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Total other-than-temporary impairment losses

   ¥ 243      ¥ 693  

Portion of loss recognized in other comprehensive income (before taxes)

     0        (136
  

 

 

    

 

 

 

Net impairment losses recognized in earnings

   ¥                   243      ¥                     557  
  

 

 

    

 

 

 

Total other-than-temporary impairment losses for the six and three months ended September 30, 2017 were related to equity securities and other securities. Total other-than-temporary impairment losses for the six and three months ended September 30, 2018 were related to debt securities.

Roll-forwards of the amount related to credit losses on other-than-temporarily impaired debt securities recognized in earnings for the six months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Beginning

   ¥ 1,220      ¥ 1,021  

Addition during the period:

     

Credit loss for which an other-than-temporary impairment was not previously recognized

     0        551  

Reduction during the period:

     

For securities sold or redeemed

     0        (22
  

 

 

    

 

 

 

Ending

   ¥                   1,220      ¥                     1,550  
  

 

 

    

 

 

 

Roll-forwards of the amount related to credit losses on other-than-temporarily impaired debt securities recognized in earnings for the three months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Beginning

   ¥ 1,220      ¥ 999  

Addition during the period:

     

Credit loss for which an other-than-temporary impairment was not previously recognized

     0        551  
  

 

 

    

 

 

 

Ending

   ¥                   1,220      ¥                     1,550  
  

 

 

    

 

 

 

Certain subsidiaries recorded other-than-temporary impairments related to the non-credit losses arising from foregoing debt securities for CMBS and RMBS in the Americas and foreign municipal bond securities. These impairments included the amount of unrealized gains or losses for the changes in fair value of the debt securities after recognition of other-than-temporary impairments in earnings. As of March 31, 2018, an unrealized gain of ¥42 million, before taxes, was included and an unrealized gain of ¥33 million, net of taxes, was included in unrealized gains or losses of accumulated other comprehensive income. As of March 31, 2018, no unrealized loss was included in unrealized gains or losses of accumulated other comprehensive income. As of September 30, 2018, an unrealized gain of ¥9 million and an unrealized loss of ¥136 million, before taxes, were included and an unrealized gain of ¥7 million and an unrealized loss of ¥107 million, net of taxes, were included in unrealized gains or losses of accumulated other comprehensive income.

8. Transfer of Financial Assets

The Company and its subsidiaries have securitized and transferred financial assets such as installment loans (commercial mortgage loans, housing loans and other).

In the securitization process, these financial assets are transferred to SPEs that issue beneficial interests of the securitization trusts and securities backed by the financial assets to investors. The cash flows collected from these assets transferred to the SPEs are then used to repay these asset-backed beneficial interests and securities. As the transferred assets are isolated from the Company and its subsidiaries, the investors and the SPEs have no recourse to other assets of the Company and its subsidiaries in cases where the debtors or the issuers of the transferred financial assets fail to perform under the original terms of those financial assets.

 

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The Company and its subsidiaries often have continuing involvement with transferred financial assets by retaining the servicing arrangements and the interests in the SPEs in the form of the beneficial interest of the securitization trusts. Those interests that continue to be held include interests in the transferred assets and are often subordinate to other tranche(s) of the securitization. Those beneficial interests that continue to be held by the Company and its subsidiaries are subject to credit risk, interest rate risk and prepayment risk on the securitized financial assets. With regards to these subordinated interests that the Company and its subsidiaries retain, they are subordinated to the senior investments and are exposed to different credit and prepayment risks, since they first absorb the risk of the decline in the cash flows from the financial assets transferred to the SPEs for defaults and prepayment of the transferred assets. If there is any excess cash remaining in the SPEs after payment to investors in the securitization of the contractual rate of returns, most of such excess cash is distributed to the Company and its subsidiaries for payments of the subordinated interests. SPEs used in securitization transactions have been consolidated if the Company and its subsidiaries are the primary beneficiary of the SPEs.

When the Company and its subsidiaries have transferred financial assets to a transferee that is not subject to consolidation, the Company and its subsidiaries account for the transfer as a sale if control over the transferred assets is surrendered.

For the six months ended September 30, 2017 and 2018, the amount of installment loans that has been derecognized due to new securitization and transfer of loans were ¥175,170 million and ¥218,636 million, respectively. For the six months ended September 30, 2017 and 2018, gains (losses) from the securitization and transfer of loans were ¥5,009 million and ¥8,012 million, respectively, which is included in finance revenues in the consolidated statements of income.

For the three months ended September 30, 2017 and 2018, the amount of installment loans that has been derecognized due to new securitization and transfer of loans were ¥85,339 million and ¥138,835 million, respectively. For the three months ended September 30, 2017 and 2018, gains (losses) from the securitization and transfer of loans were ¥2,976 million and ¥5,198 million, respectively, which is included in finance revenues in the consolidated statements of income.

 

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A certain subsidiary originates and sells loans into the secondary market while retaining the obligation to service those loans. In addition, the subsidiary undertakes obligations to service loans originated by others. The servicing assets related to those servicing activities are included in other assets in the consolidated balance sheets and roll-forwards of the amount of the servicing assets for the six and three months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
    Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Beginning balance

   ¥ 17,303     ¥ 28,756     ¥ 17,736     ¥ 29,829  

Increase mainly from loans sold with servicing retained

     13,470       2,658       12,132       1,550  

Decrease mainly from amortization

     (1,712     (2,333     (835     (1,136

Increase from the effects of changes in foreign exchange rates

     225       1,987       253       825  
  

 

 

   

 

 

   

 

 

   

 

 

 

Ending balance

   ¥ 29,286     ¥ 31,068     ¥ 29,286     ¥ 31,068  
  

 

 

   

 

 

   

 

 

   

 

 

 

The fair value of the servicing assets as of March 31, 2018 and September 30, 2018 are as follows:

 

     Millions of yen  
     March 31, 2018      September 30, 2018  

Beginning balance

   ¥ 24,907      ¥ 35,681  

Ending balance

   ¥  35,681      ¥  39,480  

 

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9.

Variable Interest Entities

The Company and its subsidiaries use SPEs in the ordinary course of business.

These SPEs are not always controlled by voting rights, and there are cases where voting rights do not exist for these SPEs. The Company and its subsidiaries determine a variable interest entity (hereinafter referred to as VIE) among those SPEs when (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by any parties, including the equity holders or (b) as a group, the holders of the equity investment at risk do not have (1) the ability to make decisions about an entity’s activities that most significantly impact the entity’s economic performance through voting rights or similar rights, (2) the obligation to absorb the expected losses of the entity or (3) the right to receive the expected residual returns of the entity.

The Company and its subsidiaries perform a qualitative analysis to identify the primary beneficiary of VIEs. An enterprise that has both of the following characteristics is considered to be the primary beneficiary and therefore results in the consolidation of the VIE:

 

   

The power to direct the activities of a VIE that most significantly impact the entity’s economic performance

 

   

The obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE

All facts and circumstances are taken into consideration when determining whether the Company and its subsidiaries have variable interests that would deem it the primary beneficiary and therefore require consolidation of the VIE. The Company and its subsidiaries make ongoing reassessment of whether they are the primary beneficiaries of a VIE.

The following are the factors that the Company and its subsidiaries are considering in a qualitative assessment:

 

   

Which activities most significantly impact the economic performance of the VIE and who has the power to direct such activities

 

   

Characteristics of the Company and its subsidiaries’ variable interest or interests and other involvements (including involvement of related parties and de facto agents)

 

   

Involvement of other variable interest holders

 

   

The entity’s purpose and design, including the risks that the entity was designed to create and pass through to its variable interest holders

The Company and its subsidiaries generally consider the following types of involvement to be significant when determining the primary beneficiary:

 

   

Designing the structuring of a transaction

 

   

Providing an equity investment and debt financing

 

   

Being the investment manager, asset manager or servicer and receiving variable fees

 

   

Providing liquidity and other financial support

The Company and its subsidiaries do not have the power to direct activities of the VIEs that most significantly impact the VIEs’ economic performance if that power is shared among multiple unrelated parties, and accordingly do not consolidate such VIEs.

 

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Information about VIEs (consolidated and non-consolidated) for the Company and its subsidiaries are as follows:

 

1.

Consolidated VIEs

March 31, 2018

 

     Millions of yen  

Types of VIEs

   Total
assets *1
     Total
liabilities *1
     Assets which
are pledged as
collateral *2
     Commitments *3  

(a) VIEs for liquidating customer assets

   ¥ 0      ¥ 0      ¥ 0      ¥ 0  

(b) VIEs for acquisition of real estate and real estate development projects for customers

     2,181        0        0        0  

(c) VIEs for acquisition of real estate for the Company and its subsidiaries’ real estate-related business

     103,288        27,892        46,860        0  

(d) VIEs for corporate rehabilitation support business

     1,057        49        0        0  

(e) VIEs for investment in securities

     42,456        60        60        0  

(f) VIEs for securitizing financial assets such as direct financing lease receivable and loan receivable

     116,665        72,219        89,103        0  

(g) VIEs for securitization of loan receivable originated by third parties

     9,783        10,425        9,783        0  

(h) VIEs for power generation projects

     236,367        117,906        138,159        85,371  

(i) Other VIEs

     177,373        67,592        161,729        0  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥ 689,170      ¥ 296,143      ¥ 445,694      ¥ 85,371  
  

 

 

    

 

 

    

 

 

    

 

 

 

September 30, 2018

                           
     Millions of yen  

Types of VIEs

   Total
assets *1
     Total
liabilities *1
     Assets which
are pledged as
collateral *2
     Commitments *3  

(a) VIEs for liquidating customer assets

   ¥ 0      ¥ 0      ¥ 0      ¥ 0  

(b) VIEs for acquisition of real estate and real estate development projects for customers

     1,993        0        0        0  

(c) VIEs for acquisition of real estate for the Company and its subsidiaries’ real estate-related business

     105,762        31,026        50,670        0  

(d) VIEs for corporate rehabilitation support business

     628        10        0        0  

(e) VIEs for investment in securities

     47,696        48        63        0  

(f) VIEs for securitizing financial assets such as direct financing lease receivable and loan receivable

     207,144        167,940        207,144        0  

(g) VIEs for securitization of loan receivable originated by third parties

     3,975        4,463        3,975        0  

(h) VIEs for power generation projects

     267,906        141,010        178,550        64,742  

(i) Other VIEs

     156,018        49,093        130,280        0  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥ 791,122      ¥ 393,590      ¥ 570,682      ¥ 64,742  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

*1

The assets of most VIEs are used only to repay the liabilities of the VIEs, and the creditors of the liabilities of most VIEs have no recourse to other assets of the Company and its subsidiaries.

*2

The assets are pledged as collateral by VIE for financing of the VIE.

*3

This item represents remaining balance of commitments that could require the Company and its subsidiaries to provide investments or loans to the VIE.

 

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2.

Non-consolidated VIEs

March 31, 2018

 

     Millions of yen  
            Carrying amount of the variable
interests in the VIEs held by

the Company and its subsidiaries
        

Types of VIEs

   Total assets      Non-recourse
loans
     Investments      Maximum
exposure
to loss *
 

(a) VIEs for liquidating customer assets

   ¥ 8,602      ¥ 0      ¥ 991      ¥ 991  

(b) VIEs for acquisition of real estate and real estate development projects for customers

     35,812        0        2,424        2,424  

(c) VIEs for acquisition of real estate for the Company and its subsidiaries’ real estate-related business

     0        0        0        0  

(d) VIEs for corporate rehabilitation support business

     0        0        0        0  

(e) VIEs for investment in securities

     19,170,411        0        75,336        108,678  

(f) VIEs for securitizing financial assets such as direct financing lease receivable and loan receivable

     0        0        0        0  

(g) VIEs for securitization of loan receivable originated by third parties

     1,355,962        0        16,653        16,670  

(h) VIEs for power generation projects

     29,539        0        1,920        1,920  

(i) Other VIEs

     467,259        3,732        23,484        29,813  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥ 21,067,585      ¥ 3,732      ¥ 120,808      ¥ 160,496  
  

 

 

    

 

 

    

 

 

    

 

 

 

September 30, 2018

           
     Millions of yen  
            Carrying amount of the variable
interests in the VIEs held by

the Company and its subsidiaries
        

Types of VIEs

   Total assets      Non-recourse
loans
     Investments      Maximum
exposure
to loss *
 

(a) VIEs for liquidating customer assets

   ¥ 8,556      ¥ 0      ¥ 991      ¥ 991  

(b) VIEs for acquisition of real estate and real estate development projects for customers

     38,647        0        3,599        3,599  

(c) VIEs for acquisition of real estate for the Company and its subsidiaries’ real estate-related business

     0        0        0        0  

(d) VIEs for corporate rehabilitation support business

     0        0        0        0  

(e) VIEs for investment in securities

     4,208,616        0        69,137        98,991  

(f) VIEs for securitizing financial assets such as direct financing lease receivable and loan receivable

     0        0        0        0  

(g) VIEs for securitization of loan receivable originated by third parties

     1,090,183        0        23,078        23,087  

(h) VIEs for power generation projects

     27,448        0        1,929        1,929  

(i) Other VIEs

     422,984        3,726        36,848        43,240  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥ 5,796,434      ¥ 3,726      ¥ 135,582      ¥ 171,837  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

*

Maximum exposure to loss includes remaining balance of commitments that could require the Company and its subsidiaries to provide investments or loans to the VIE.

 

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(a) VIEs for liquidating customer assets

The Company and its subsidiaries may use VIEs in structuring financing for customers to liquidate specific customer assets. The VIEs are typically used to provide a structure that is bankruptcy remote with respect to the customer and the use of VIE structure is requested by such customer. Such VIEs typically acquire assets to be liquidated from the customer, borrow non-recourse loans from financial institutions and have an equity investment made by the customer. By using cash flows from the liquidated assets, these VIEs repay the loan and pay dividends to equity investors if sufficient funds exist.

Variable interests of non-consolidated VIEs, which the Company has, are mainly included in other assets in the Company’s consolidated balance sheets.

(b) VIEs for acquisition of real estate and real estate development projects for customers

Customers and the Company and its subsidiaries are involved with VIEs formed to acquire real estate and/or develop real estate projects. In each case, a customer establishes and makes an equity investment in a VIE that is designed to be bankruptcy remote from the customer. The VIEs acquire real estate and/or develop real estate projects.

The Company and its subsidiaries provide non-recourse loans to such VIEs and hold specified bonds issued by them and/or make investments in them. The Company and its subsidiaries have consolidated certain VIEs because the Company or its subsidiary effectively controls the VIEs by acting as the asset manager of the VIEs.

In the Company’s consolidated balance sheets, assets of consolidated VIEs are mainly included in investment in affiliates.

Variable interests of non-consolidated VIEs, which the Company and its subsidiaries have, are mainly included in investment in securities, investment in affiliates and other assets in the Company’s consolidated balance sheets. The Company and its subsidiaries concluded that the VIEs are not consolidated because the power to direct these VIEs is held by unrelated parties. In some cases, the Company and its subsidiaries concluded that the VIEs are not consolidated because the power to direct these VIEs is shared among multiple unrelated parties.

(c) VIEs for acquisition of real estate for the Company and its subsidiaries’ real estate-related business

The Company and its subsidiaries establish VIEs and acquire real estate to borrow non-recourse loans from financial institutions and simplify the administration activities necessary for the real estate. The Company and its subsidiaries consolidate such VIEs even though the Company and its subsidiaries may not have voting rights if substantially all of such VIEs’ subordinated interests are issued to the Company and its subsidiaries, and therefore the VIEs are controlled by and for the benefit of the Company and its subsidiaries.

In the Company’s consolidated balance sheets, assets of the consolidated VIEs are mainly included in cash and cash equivalents, restricted cash, investment in operating leases, investment in securities, property under facility operations and other assets, and liabilities of those consolidated VIEs are mainly included in long-term debt.

(d) VIEs for corporate rehabilitation support business

Financial institutions, the Company and its subsidiary are involved with VIEs established for the corporate rehabilitation support business. VIEs receive the funds from investors including the financial institutions, the Company and the subsidiary, and purchase loan receivables due from borrowers which have financial problems, but are deemed to have the potential to recover in the future. The servicing operations for the VIEs are conducted by the subsidiary.

The Company and its subsidiary consolidated such VIEs since the Company and the subsidiary have the majority of the investment share of such VIEs, and have the power to direct the activities of the VIEs that most significantly impact the entities’ economic performance through the servicing operations.

In the Company’s consolidated balance sheets, assets of the consolidated VIEs are mainly included in installment loans, and liabilities of those consolidated VIEs are mainly included in other liabilities.

 

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(e) VIEs for investment in securities

The Company and its subsidiaries have interests in VIEs that are investment funds and mainly invest in equity and debt securities. Such VIEs are managed by certain subsidiaries or fund management companies that are independent of the Company and its subsidiaries.

Certain subsidiaries consolidated certain such VIEs since the subsidiaries has the majority of the investment share of them, and has the power to direct the activities of those VIEs that most significantly impact the entities’ economic performance through involvement with the design of the VIEs or other means.

In the Company’s consolidated balance sheets, assets of the consolidated VIEs are mainly included in investment in securities and investment in affiliates, and liabilities of those consolidated VIEs are mainly included in other liabilities.

Variable interests of non-consolidated VIEs, which the Company and its subsidiaries have, are included in investment in securities in the Company’s consolidated balance sheets. The Company and certain subsidiaries have commitment agreements by which the Company and its subsidiaries may be required to make additional investment in certain such non-consolidated VIEs.

(f) VIEs for securitizing financial assets such as direct financing lease receivable and loan receivable

The Company and its subsidiaries use VIEs to securitize financial assets such as direct financing leases receivables and loans receivables. In the securitization process, these financial assets are transferred to SPEs, and the SPEs issue beneficial interests or securities backed by the transferred financial assets to investors. After the securitization, the Company and its subsidiaries continue to hold a subordinated part of the securities and act as a servicer.

The Company and its subsidiaries consolidated such VIEs since the Company and its subsidiaries have the power to direct the activities that most significantly impact the entity’s economic performance by designing the securitization scheme and conducting servicing activities, and have a responsibility to absorb losses of the VIEs that could potentially be significant to the entities by retaining the subordinated part of the securities.

In the Company’s consolidated balance sheets, assets of the consolidated VIEs are included in restricted cash, investment in direct financing leases and installment loans, and liabilities of those consolidated VIEs are mainly included in long-term debt.

(g) VIEs for securitization of loan receivable originated by third parties

The Company and its subsidiaries invest in CMBS, RMBS and other asset-backed securities originated by third parties. In some cases of such securitization, certain subsidiaries hold the subordinated portion and the subsidiaries act as a special-servicer of the securitization transaction. As the special servicer, the subsidiaries have rights to dispose of real estate collateral related to the securitized commercial mortgage loans.

The subsidiaries consolidate certain of these VIEs when the subsidiaries have the power to direct the activities of the VIEs that most significantly impact the entities’ economic performance through its role as special-servicer, including the right to dispose of the collateral, and have a responsibility to absorb losses of the VIEs that could potentially be significant to the entities by holding the subordinated part of the securities.

In the Company’s consolidated balance sheets, assets of the consolidated VIEs are mainly included in installment loans, and liabilities of those consolidated VIEs are mainly included in long-term debt.

Variable interests of non-consolidated VIEs, which the Company and its subsidiaries have, are included in investment in securities in the Company’s consolidated balance sheets. The Company has a commitment agreement by which the Company may be required to make additional investment in certain such non-consolidated VIEs.

(h) VIEs for power generation projects

The Company and its subsidiaries may use VIEs in power generation projects. VIEs receive the funds from the Company and its subsidiaries, construct solar power stations and thermal power stations on acquired or leased lands, and sell the generated power to electric power companies. The Company and its subsidiaries have consolidated certain VIEs because the Company and its subsidiaries have the majority of the investment shares of such VIEs and effectively control the VIEs by acting as the asset manager of the VIEs.

 

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In the Company’s consolidated balance sheets, assets of the consolidated VIEs are mainly included in restricted cash, property under facility operations and other assets, and liabilities of those consolidated VIEs are mainly included in trade notes, accounts and other payable, long-term debt, and other liabilities. The Company and certain subsidiaries have commitment agreements by which the Company and its subsidiaries may be required to make additional investment or execute loans in certain such consolidated VIEs.

Variable interests of non-consolidated VIEs, which the Company has, are included in investment in affiliates in the Company’s consolidated balance sheets.

(i) Other VIEs

The Company and its subsidiaries are involved with other types of VIEs for various purposes. Consolidated and non-consolidated VIEs of this category are mainly kumiai structures. In addition, certain subsidiaries have consolidated VIEs that are not included in the categories (a) through (h) above, because the subsidiaries hold the subordinated portion of the VIEs and the VIEs are effectively controlled by the subsidiaries.

In Japan, certain subsidiaries provide investment products to their customers that employ a contractual mechanism known as a kumiai, which in part result in the subsidiaries forming a type of SPE. As a means to finance the purchase of aircraft or other large-ticket items to be leased to third parties, the Company and its subsidiaries arrange and market kumiai products to investors, who invest a portion of the funds necessary into the kumiai structure. The remainder of the purchase funds is borrowed by the kumiai structure in the form of a non-recourse loan from one or more financial institutions. The kumiai investors (and any lenders to the kumiai structure) retain all of the economic risks and rewards in connection with purchasing and leasing activities of the kumiai structure, and all related gains or losses are recorded on the financial statements of the investors in the kumiai. The Company and its subsidiaries are responsible for the arrangement and marketing of these products and may act as servicer or administrator in kumiai transactions. The fee income for the arrangement and administration of these transactions is recognized in the Company’s consolidated statements of income. In some cases, the Company and its subsidiaries make investments in the kumiai or its related SPE, and these VIEs are consolidated because the Company and its subsidiaries have a responsibility to absorb any significant potential loss through the investments and have the power to direct the activities that most significantly impact their economic performance. In other cases, the Company and its subsidiaries are not considered to be the primary beneficiary of the VIEs or kumiais because the Company and its subsidiaries did not make significant investments or guarantee or otherwise undertake any significant financial commitments or exposure with respect to the kumiai or its related SPE.

The Company may use VIEs for finance. The Company transfers its own held assets to SPEs, which borrow non-recourse loan from financial institutions and effectively pledge such assets as collateral. The Company continually holds subordinated interests in the SPEs and performs administrative work of such assets. The Company consolidates such SPEs because the Company has a right to direct the activities of them that most significantly impact their economic performance by setting up the scheme and performing administrative work of the assets and has the obligation to absorb expected losses of them by holding the subordinated interests.

In the Company’s consolidated balance sheets, assets of the consolidated VIEs are mainly included in cash and cash equivalents, investment in operating leases, investment in affiliates, office facilities and other assets, and liabilities of those consolidated VIEs are mainly included in long-term debt.

Variable interests in non-consolidated VIEs, which the Company and its subsidiaries have, non-recourse loans are included in installment loans, and investments are mainly included in investment in securities in the Company’s consolidated balance sheets. Certain subsidiaries have commitment agreements by which the Company and its subsidiaries may be required to make additional investment in certain such non-consolidated VIEs.

 

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10.

Investment in Affiliates

Investment in affiliates at March 31, 2018 and September 30, 2018 consists of the following:

 

     Millions of yen  
   March 31, 2018      September 30, 2018  

Shares

   ¥ 531,481      ¥ 525,915  

Loans and others

     59,882        66,907  
  

 

 

    

 

 

 
   ¥ 591,363      ¥ 592,822  
  

 

 

    

 

 

 

11.  Redeemable Noncontrolling Interests

 

Changes in redeemable noncontrolling interests for the six months ended September 30, 2017 and 2018 are as follows:

   

 

     Millions of yen  
   Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Beginning balance

   ¥ 6,548      ¥ 7,420  

Comprehensive income

     

Net income

     148        85  

Other comprehensive income

     

Net change of foreign currency translation adjustments

     34        502  

Total other comprehensive income

     34        502  

Comprehensive income

     182        587  

Dividends

     0        (294
  

 

 

    

 

 

 

Ending balance

   ¥ 6,730      ¥ 7,713  
  

 

 

    

 

 

 

 

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Table of Contents
12.

Accumulated Other Comprehensive Income (Loss)

Changes in each component of accumulated other comprehensive income (loss) attributable to ORIX Corporation Shareholders for the six months ended September 30, 2017 and 2018, are as follows:

 

     Six months ended September 30, 2017  
     Millions of yen  
     Net unrealized gains
(losses) on investment

in securities
    Defined benefit
pension plans
    Foreign
currency
translation
adjustments
    Net unrealized
gains (losses) on
derivative

instruments
    Accumulated
other
comprehensive
income (loss)
 

Balance at March 31, 2017

   ¥ 32,279     ¥ (17,330   ¥ (31,736   ¥ (4,483   ¥ (21,270
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net unrealized gains (losses) on investment in securities, net of tax of ¥(2,275) million

     6,640             6,640  

Reclassification adjustment included in net income, net of tax of ¥4,594 million

     (9,667           (9,667

Defined benefit pension plans, net of tax of ¥86 million

       (427         (427

Reclassification adjustment included in net income, net of tax of ¥5 million

       (20         (20

Foreign currency translation adjustments, net of tax of ¥12,032 million

         19,830         19,830  

Reclassification adjustment included in net income, net of tax of ¥(1,019) million

         (1,175       (1,175

Net unrealized gains (losses) on derivative instruments, net of tax of ¥(253) million

           805       805  

Reclassification adjustment included in net income, net of tax of ¥235 million

           (729     (729
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total other comprehensive income (loss)

     (3,027     (447     18,655       76       15,257  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income (Loss) Attributable to the Noncontrolling Interest

     (65     0       728       4       667  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income Attributable to the Redeemable Noncontrolling Interests

     0       0       34       0       34  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at September 30, 2017

   ¥ 29,317     ¥ (17,777   ¥ (13,843   ¥ (4,411   ¥ (6,714
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

– 86 –


Table of Contents
     Six months ended September 30, 2018  
     Millions of yen  
     Net unrealized gains
(losses) on investment

in securities
    Debt valuation
adjustments
    Defined benefit
pension plans
    Foreign
currency
translation
adjustments
    Net unrealized
gains (losses) on
derivative

instruments
    Accumulated
other
comprehensive
income (loss)
 

Balance at March 31, 2018

   ¥ 10,465     ¥ 0     ¥ (20,487   ¥ (31,806   ¥ (3,738   ¥ (45,566
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Cumulative effect of adopting Accounting Standards Update 2016-01

     (3,250     351       0       0       0       (2,899
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at April 1, 2018

     7,215       351       (20,487     (31,806     (3,738     (48,465
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net unrealized gains (losses) on investment in securities, net of tax of ¥(142) million

     888               888  

Reclassification adjustment included in net income, net of tax of ¥849 million

     (2,494             (2,494

Debt valuation adjustments, net of tax of ¥26 million

       (69           (69

Reclassification adjustment included in net income, net of tax of ¥5 million

       (12           (12

Defined benefit pension plans, net of tax of ¥25 million

         (147         (147

Reclassification adjustment included in net income, net of tax of ¥21 million

         (54         (54

Foreign currency translation adjustments, net of tax of ¥8,864 million

           14,788         14,788  

Reclassification adjustment included in net income, net of tax of ¥(1) million

           1         1  

Net unrealized gains (losses) on derivative instruments, net of tax of ¥(38) million

             (39     (39

Reclassification adjustment included in net income, net of tax of ¥(218) million

             729       729  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total other comprehensive income (loss)

     (1,606     (81     (201     14,789       690       13,591  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Transaction with noncontrolling interests

     0       0       (2     1       0       (1
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income (Loss) Attributable to the Noncontrolling Interest

     0       0       (2     284       37       319  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income Attributable to the Redeemable Noncontrolling Interests

     0       0       0       502       0       502  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at September 30, 2018

   ¥ 5,609     ¥ 270     ¥ (20,688   ¥ (17,802   ¥ (3,085   ¥ (35,696
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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Table of Contents

Changes in each component of accumulated other comprehensive income (loss) attributable to ORIX Corporation Shareholders for the three months ended September 30, 2017 and 2018, are as follows:

 

     Three months ended September 30, 2017  
     Millions of yen  
     Net unrealized gains
(losses) on investment

in securities
    Defined benefit
pension plans
    Foreign
currency
translation
adjustments
    Net unrealized
gains (losses) on
derivative

instruments
    Accumulated
other
comprehensive
income (loss)
 

Balance at June 30, 2017

   ¥ 30,376     ¥ (17,586   ¥ (25,122   ¥ (4,352   ¥ (16,684
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net unrealized gains(losses) on investment in securities, net of tax of ¥(875) million

     3,253             3,253  

Reclassification adjustment included in net income, net of tax of ¥2,133 million

     (4,324           (4,324

Defined benefit pension plans, net of tax of ¥19 million

       (180         (180

Reclassification adjustment included in net income, net of tax of ¥2 million

       (10         (10

Foreign currency translation adjustments, net of tax of ¥5,413 million

         13,041         13,041  

Reclassification adjustment included in net income, net of tax of ¥0 million

         0         0  

Net unrealized gains(losses) on derivative instruments, net of tax of ¥4 million

           4       4  

Reclassification adjustment included in net income, net of tax of ¥17 million

           (73     (73
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total other comprehensive income (loss)

     (1,071     (190     13,041       (69     11,711  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income (loss) Attributable to the Noncontrolling Interest

     (12     1       1,717       (10     1,696  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income Attributable to the Redeemable Noncontrolling Interests

     0       0       45       0       45  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at September 30, 2017

   ¥ 29,317     ¥ (17,777   ¥ (13,843   ¥ (4,411   ¥ (6,714
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

– 88 –


Table of Contents
     Three months ended September 30, 2018  
     Millions of yen  
     Net unrealized gains
(losses) on investment

in securities
    Debt valuation
adjustments
    Defined benefit
pension plans
    Foreign
currency
translation
adjustments
    Net unrealized
gains (losses) on
derivative

instruments
    Accumulated
other
comprehensive
income (loss)
 

Balance at June 30, 2018

   ¥ 7,453     ¥ 348     ¥ (20,500   ¥ (36,821   ¥ (3,775   ¥ (53,295
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net unrealized gains (losses) on investment in securities, net of tax of ¥766 million

     (1,730             (1,730

Reclassification adjustment included in net income, net of tax of ¥72 million

     (114             (114

Debt valuation adjustments, net of tax of ¥29 million

       (71           (71

Reclassification adjustment included in net income, net of tax of ¥2 million

       (7           (7

Defined benefit pension plans, net of tax of ¥44 million

         (160         (160

Reclassification adjustment included in net income, net of tax of ¥11 million

         (28         (28

Foreign currency translation adjustments, net of tax of ¥4,410 million

           19,524         19,524  

Reclassification adjustment included in net income, net of tax of ¥(1) million

           1         1  

Net unrealized gains (losses) on derivative instruments, net of tax of ¥(285) million

             767       767  

Reclassification adjustment included in net income, net of tax of ¥25 million

             (47     (47
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total other comprehensive income (loss)

     (1,844     (78     (188     19,525       720       18,135  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Transaction with noncontrolling interests

     0       0       (1     1       0       0  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income (Loss) Attributable to the Noncontrolling Interest

     0       0       (1     301       30       330  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Other Comprehensive Income Attributable to the Redeemable Noncontrolling Interests

     0       0       0       206       0       206  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance at September 30, 2018

   ¥ 5,609     ¥ 270     ¥ (20,688   ¥ (17,802   ¥ (3,085   ¥ (35,696
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

– 89 –


Table of Contents

Amounts reclassified to net income from accumulated other comprehensive income (loss) in the six months ended September 30, 2017 and 2018 are as follows:

 

     Six months ended September 30, 2017

Details about accumulated other

comprehensive income components

   Reclassification
adjustment included in
net income
   

Consolidated statements of income caption

   Millions of yen  

Net unrealized gains (losses) on investment in securities

    

Sales of investment securities

   ¥ 11,272     Gains on investment securities and dividends

Sales of investment securities

     3,502     Life insurance premiums and related investment income

Amortization of investment securities

     (109   Finance revenues

Amortization of investment securities

     (275   Life insurance premiums and related investment income

Others

     (129   Write-downs of securities and other
  

 

 

   
     14,261     Total before income tax
     (4,594   Income tax (expense) or benefit
  

 

 

   
   ¥ 9,667     Net of tax
  

 

 

   

Defined benefit pension plans

    

Amortization of prior service credit

   ¥ 497     See Note 15 “Pension Plans”

Amortization of net actuarial loss

     (447   See Note 15 “Pension Plans”

Amortization of transition obligation

     (25   See Note 15 “Pension Plans”
  

 

 

   
     25     Total before income tax
     (5   Income tax (expense) or benefit
  

 

 

   
   ¥ 20     Net of tax
  

 

 

   

Foreign currency translation adjustments

    

Sales or liquidation

   ¥ 156     Gains on sales of subsidiaries and affiliates and liquidation losses, net
  

 

 

   
     156     Total before income tax
     1,019     Income tax (expense) or benefit
  

 

 

   
   ¥ 1,175     Net of tax
  

 

 

   

Net unrealized gains (losses) on derivative instruments

    

Interest rate swap agreements

   ¥ 118     Finance revenues/Interest expense

Foreign exchange contracts

     (2   Other (income) and expense, net

Foreign currency swap agreements

     848    

Finance revenues/Interest expense/

Other (income) and expense, net

  

 

 

   
     964     Total before income tax
     (235   Income tax (expense) or benefit
  

 

 

   
   ¥ 729     Net of tax
  

 

 

   

 

– 90 –


Table of Contents
     Six months ended September 30, 2018

Details about accumulated other

comprehensive income components

   Reclassification
adjustment included in

net income
   

Consolidated statements of income caption

   Millions of yen  

Net unrealized gains (losses) on investment in securities

    

Sales of debt securities

   ¥ 3,123     Gains on investment securities and dividends

Sales of debt securities

     1,545     Life insurance premiums and related investment income

Amortization of debt securities

     (654   Finance revenues

Amortization of debt securities

     (114   Life insurance premiums and related investment income

Others

     (557   Write-downs of securities and other
  

 

 

   
     3,343     Total before income tax
     (849   Income tax (expense) or benefit
  

 

 

   
   ¥ 2,494     Net of tax
  

 

 

   

Debt valuation adjustments

    

Fulfillment of policy liabilities and amortization of policy account balances

   ¥ 17     Life insurance costs
  

 

 

   
     17     Total before income tax
     (5   Income tax (expense) or benefit
  

 

 

   
   ¥ 12     Net of tax
  

 

 

   

Defined benefit pension plans

    

Amortization of prior service credit

   ¥ 538     See Note 15 “Pension Plans”

Amortization of net actuarial loss

     (461   See Note 15 “Pension Plans”

Amortization of transition obligation

     (2   See Note 15 “Pension Plans”
  

 

 

   
     75     Total before income tax
     (21   Income tax (expense) or benefit
  

 

 

   
   ¥ 54     Net of tax
  

 

 

   

Foreign currency translation adjustments

    

Sales or liquidation

   ¥ (2   Gains on sales of subsidiaries and affiliates
and liquidation losses, net
  

 

 

   
     (2   Total before income tax
     1     Income tax (expense) or benefit
  

 

 

   
   ¥ (1   Net of tax
  

 

 

   

Net unrealized gains (losses) on derivative instruments

    

Interest rate swap agreements

   ¥ 137     Finance revenues/Interest expense

Foreign exchange contracts

     10     Other (income) and expense, net

Foreign currency swap agreements

     (1,094  

Finance revenues/Interest expense/

Other (income) and expense, net

  

 

 

   
     (947   Total before income tax
     218     Income tax (expense) or benefit
  

 

 

   
   ¥ (729   Net of tax
  

 

 

   

 

– 91 –


Table of Contents

Amounts reclassified to net income from accumulated other comprehensive income (loss) in the three months ended September 30, 2017 and 2018 are as follows:

 

     Three months ended September 30, 2017

Details about accumulated other

comprehensive income components

   Reclassification
adjustment included in
net income
   

Consolidated statements of income caption

   Millions of yen  

Net unrealized gains (losses) on investment in securities

    

Sales of investment securities

   ¥ 6,131     Gains on investment securities and dividends

Sales of investment securities

     660     Life insurance premiums and related investment income

Amortization of investment securities

     (199   Finance revenues

Amortization of investment securities

     (135   Life insurance premiums and related investment income
  

 

 

   
     6,457     Total before income tax
     (2,133   Income tax (expenses) or benefits
  

 

 

   
   ¥ 4,324     Net of tax
  

 

 

   

Defined benefit pension plans

    

Amortization of prior service credit

   ¥ 249     See Note 15 “Pension Plans”

Amortization of net actuarial loss

     (224   See Note 15 “Pension Plans”

Amortization of transition obligation

     (13   See Note 15 “Pension Plans”
  

 

 

   
     12     Total before income tax
     (2   Income tax (expenses) or benefits
  

 

 

   
   ¥ 10     Net of tax
  

 

 

   

Net unrealized gains (losses) on derivative instruments

    

Interest rate swap agreements

   ¥ 2     Finance revenues/Interest expense

Foreign currency swap agreements

     88    

Finance revenues/Interest expense/

Other (income) and expense, net

  

 

 

   
     90     Total before income tax
     (17   Income tax (expenses) or benefits
  

 

 

   
   ¥ 73     Net of tax
  

 

 

   

 

– 92 –


Table of Contents
     Three months ended September 30, 2018

Details about accumulated other

comprehensive income components

   Reclassification
adjustment included in

net income
   

Consolidated statements of income caption

   Millions of yen  

Net unrealized gains (losses) on investment in securities

    

Sales of debt securities

   ¥ 598     Gains on investment securities and dividends

Sales of debt securities

     486     Life insurance premiums and related investment income

Amortization of debt securities

     (292   Finance revenues

Amortization of debt securities

     (49   Life insurance premiums and related investment income

Others

     (557   Write-downs of securities and other
  

 

 

   
     186     Total before income tax
     (72   Income tax (expense) or benefit
  

 

 

   
   ¥ 114     Net of tax
  

 

 

   

Debt valuation adjustments

    

Fulfillment of policy liabilities and amortization of policy account balances

   ¥ 9     Life insurance costs
  

 

 

   
     9     Total before income tax
     (2   Income tax (expense) or benefit
  

 

 

   
   ¥ 7     Net of tax
  

 

 

   

Defined benefit pension plans

    

Amortization of prior service credit

   ¥ 270     See Note 15 “Pension Plans”

Amortization of net actuarial loss

     (230   See Note 15 “Pension Plans”

Amortization of transition obligation

     (1   See Note 15 “Pension Plans”
  

 

 

   
     39     Total before income tax
     (11   Income tax (expense) or benefit
  

 

 

   
   ¥ 28     Net of tax
  

 

 

   

Foreign currency translation adjustments

    

Sales or liquidation

   ¥ (2   Gains on sales of subsidiaries and affiliates and liquidation losses, net
     (2   Total before income tax
     1     Income tax (expense) or benefit
  

 

 

   
   ¥ (1   Net of tax
  

 

 

   

Net unrealized gains (losses) on derivative instruments

    

Interest rate swap agreements

   ¥ 10     Finance revenues/Interest expense

Foreign exchange contracts

     (13   Other (income) and expense, net

Foreign currency swap agreements

     75    

Finance revenues/Interest expense/

Other (income) and expense, net

  

 

 

   
     72     Total before income tax
     (25   Income tax (expense) or benefit
  

 

 

   
   ¥ 47     Net of tax
  

 

 

   

 

– 93 –


Table of Contents
13.

ORIX Corporation Shareholders’ Equity

Information about ORIX Corporation Shareholders’ Equity for the six months ended September 30, 2017 and 2018 are as follows:

 

(1)

Dividend payments

 

   

Six months ended September 30, 2017

 

Six months ended September 30, 2018

Resolution

  The board of directors on May 23, 2017   The board of directors on May 21, 2018

Type of shares

  Common stock   Common stock

Total dividends paid

  ¥38,162 million   ¥49,984 million

Dividend per share

  ¥29.25   ¥39.00

Date of record for dividend

  March 31, 2017   March 31, 2018

Effective date for dividend

  June 6, 2017   June 5, 2018

Dividend resource

  Retained earnings   Retained earnings

Total dividends paid include ¥62 million of dividends paid to the Board Incentive Plan Trust for the six months ended September 30, 2017. Total dividends paid include ¥64 million of dividends paid to the Board Incentive Plan Trust for the six months ended September 30, 2018.

 

(2)

Applicable dividends for which the date of record was in the six months ended September 30, 2017 and 2018, and for which the effective date was after September 30, 2017 and 2018

 

   

Six months ended September 30, 2017

 

Six months ended September 30, 2018

Resolution

  The board of directors on October 30, 2017   The board of directors on October 26, 2018

Type of shares

  Common stock   Common stock

Total dividends paid

  ¥34,595 million   ¥38,453 million

Dividend per share

  ¥27.00   ¥30.00

Date of record for dividend

  September 30, 2017   September 30, 2018

Effective date for dividend

  December 4, 2017   December 4, 2018

Dividend resource

  Retained earnings   Retained earnings

Total dividends to be paid include ¥53 million of dividends to be paid to the Board Incentive Plan Trust for the six months ended September 30, 2017. Total dividends to be paid include ¥55 million of dividends to be paid to the Board Incentive Plan Trust for the six months ended September 30, 2018.

 

– 94 –


Table of Contents
14.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the six months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
   Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Personnel expenses

   ¥     119,164      ¥     122,438  

Selling expenses

     36,378        36,883  

Administrative expenses

     51,288        49,109  

Depreciation of office facilities

     2,469        2,216  
  

 

 

    

 

 

 

Total

   ¥ 209,299      ¥ 210,646  
  

 

 

    

 

 

 

Selling, general and administrative expenses for the three months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
   Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Personnel expenses

   ¥ 57,890      ¥ 60,013  

Selling expenses

     19,058        19,596  

Administrative expenses

     25,133        24,752  

Depreciation of office facilities

     1,256        1,129  
  

 

 

    

 

 

 

Total

   ¥     103,337      ¥     105,490  
  

 

 

    

 

 

 

 

– 95 –


Table of Contents
15.

Pension Plans

The Company and certain subsidiaries have contributory and non-contributory pension plans covering substantially all of their employees. Those contributory funded pension plans include defined benefit pension plans and defined contribution pension plans. Under the plans, employees are entitled to lump-sum payments at the time of termination of their employment or pension payments. Defined benefit pension plans consist of a plan of which the amounts of such payments are determined on the basis of length of service and remuneration at the time of termination and a cash balance plan.

The Company and its subsidiaries’ funding policy is to contribute annually the amounts actuarially determined. Assets of the plans are invested primarily in debt securities and marketable equity securities.

Net periodic pension cost for the six months ended September 30, 2017 and 2018 consists of the following:

 

     Millions of yen  
   Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Japanese plans:

    

Service cost

   ¥           2,649     ¥             2,762  

Interest cost

     388       361  

Expected return on plan assets

     (1,313     (1,362

Amortization of prior service credit

     (457     (448

Amortization of net actuarial loss

     428       422  

Amortization of transition obligation

     23       0  
  

 

 

   

 

 

 

Net periodic pension cost

   ¥ 1,718     ¥ 1,735  
  

 

 

   

 

 

 
     Millions of yen  
   Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Overseas plans:

    

Service cost

   ¥ 1,605     ¥ 1,631  

Interest cost

     952       993  

Expected return on plan assets

     (2,037     (2,202

Amortization of prior service credit

     (40     (90

Amortization of net actuarial loss

     19       39  

Amortization of transition obligation

     2       2  
  

 

 

   

 

 

 

Net periodic pension cost

   ¥ 501     ¥ 373  
  

 

 

   

 

 

 

 

– 96 –


Table of Contents

Net pension cost of the plans for the three months ended September 30, 2017 and 2018 consists of the following:

 

     Millions of yen  
   Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Japanese plans:

    

Service cost

   ¥ 1,325     ¥ 1,380  

Interest cost

     194       186  

Expected return on plan assets

     (656     (681

Amortization of prior service credit

     (228     (226

Amortization of net actuarial loss

     214       211  

Amortization of transition obligation

     12       0  
  

 

 

   

 

 

 

Net periodic pension cost

   ¥        861     ¥            870  
  

 

 

   

 

 

 
     Millions of yen  
   Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Overseas plans:

    

Service cost

   ¥ 768     ¥ 829  

Interest cost

     487       502  

Expected return on plan assets

     (1,044     (1,106

Amortization of prior service credit

     (21     (44

Amortization of net actuarial loss

     10       19  

Amortization of transition obligation

     1       1  
  

 

 

   

 

 

 

Net periodic pension cost

   ¥ 201     ¥ 201  
  

 

 

   

 

 

 

 

Note:

 

The components of net periodic pension cost other than the service cost component are included in personnel expenses, which is included in selling, general and administrative expenses in the consolidated statements of income.

 

– 97 –


Table of Contents
16.

Life Insurance Operations

Life insurance premiums and related investment income for the six and three months ended September 30, 2017 and 2018 consist of the following:

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Life insurance premiums

   ¥ 142,495     ¥ 153,511  

Life insurance related investment income

     38,715       27,093  
  

 

 

   

 

 

 
   ¥ 181,210     ¥ 180,604  
  

 

 

   

 

 

 
     Millions of yen  
       Three months ended  
September 30, 2017
      Three months ended  
September 30, 2018
 

Life insurance premiums

   ¥ 71,122     ¥ 78,475  

Life insurance related investment income

     16,434       19,270  
  

 

 

   

 

 

 
   ¥ 87,556     ¥ 97,745  
  

 

 

   

 

 

 

 

Life insurance premiums include reinsurance benefits, net of reinsurance premiums. For the six and three months ended September 30, 2017 and 2018, reinsurance benefits and reinsurance premiums included in life insurance premiums are as follows:

 

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Reinsurance benefits

   ¥ 1,870     ¥ 1,193  

Reinsurance premiums

     (3,763     (2,849
     Millions of yen  
       Three months ended  
September 30, 2017
      Three months ended  
September 30, 2018
 

Reinsurance benefits

   ¥ 850     ¥ 596  

Reinsurance premiums

     (1,813     (1,467

The benefits and expenses of life insurance operations included in life insurance costs in the consolidated statements of income are recognized so as to associate with earned premiums over the life of contracts. This association is accomplished by means of the provision for future policy benefits and the deferral and subsequent amortization of policy acquisition costs (principally commissions and certain other expenses directly relating to policy issuance and underwriting). Amortization charged to income for the six months ended September 30, 2017 and 2018 amounted to ¥7,747 million and ¥8,658 million, respectively. In addition, amortization charged to income for the three months ended September 30, 2017 and 2018 amounted to ¥3,840 million and ¥4,366 million, respectively.

Life insurance premiums and related investment income include net realized and unrealized gains or losses from investment assets under management on behalf of variable annuity and variable life policyholders, and net gains or losses from derivative contracts, which consist of gains or losses from futures, foreign exchange contracts and options held, entered to economically hedge a portion of the minimum guarantee risk relating to variable annuity and variable life insurance contracts. In addition, life insurance costs include the net amount of the changes in fair value of the variable annuity and variable life insurance contracts elected for the fair value option and insurance costs recognized for insurance and annuity payouts as a result of insured events. Certain subsidiaries have elected the fair value option for certain reinsurance contracts to partially offset the changes in fair value recognized in earnings of the policy liabilities and policy account balances attributable to the changes in the minimum guarantee risks of the variable annuity and variable life insurance contracts, and the changes in the fair value of the reinsurance contracts were recorded in life insurance costs.

From the three months ended June 30, 2018, the portion of the total change in the fair value of variable annuity and variable life insurance contracts that results from a change in the instrument-specific credit risk is recognized in other comprehensive income (loss).

 

– 98 –


Table of Contents

The above mentioned gains or losses relating to variable annuity and variable life insurance contracts for the six and three months ended September 30, 2017 and 2018 are as follows:

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Life insurance premiums and related investment income :

    

Net realized and unrealized gains or losses from investment assets

   ¥ 37,141     ¥ 22,054  

Net gains or losses from derivative contracts :

     (5,949     (3,460

Futures

     (4,453     (2,321

Foreign exchange contracts

     (584     (535

Options held

     (912     (604

Life insurance costs :

    

Changes in the fair value of the policy liabilities and policy account balances

   ¥ (88,501   ¥ (38,417

Insurance costs recognized for insurance and annuity payouts as a result of insured events

     104,399       47,671  

Changes in the fair value of the reinsurance contracts

     6,874       3,887  
     Millions of yen  
     Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Life insurance premiums and related investment income :

    

Net realized and unrealized gains or losses from investment assets

   ¥ 16,014     ¥ 16,603  

Net gains or losses from derivative contracts :

     (2,416     (2,331

Futures

     (1,826     (1,752

Foreign exchange contracts

     (262     (308

Options held

     (328     (271

Life insurance costs :

    

Changes in the fair value of the policy liabilities and policy account balances

   ¥ (40,895   ¥ (13,859

Insurance costs recognized for insurance and annuity payouts as a result of insured events

     47,955       22,966  

Changes in the fair value of the reinsurance contracts

     2,828       2,444  

 

– 99 –


Table of Contents
17.

Write-Downs of Long-Lived Assets

The Company and its subsidiaries perform tests for recoverability on long-lived assets classified as held and used for which events or changes in circumstances indicated that the assets might be impaired. The Company and its subsidiaries consider an asset’s carrying amount as not recoverable when such carrying amount exceeds the undiscounted future cash flows estimated to result from the use and eventual disposition of the asset. The net carrying amount of assets not recoverable is reduced to fair value if lower than the carrying amount.

As of March 31, 2018 and September 30, 2018, the long-lived assets classified as held for sale in the accompanying consolidated balance sheets are as follows.

 

     Millions of yen  
   As of March 31, 2018      As of September 30, 2018  

Investment in operating leases

   ¥ 31,776      ¥ 76,052  

Property under facility operations

     12,483        0  

Other assets

     164        27  

The long-lived assets classified as held for sale as of March 31, 2018 are included in Corporate Financial Services segment, Real Estate segment, Investment and Operation segment and Overseas Business segment. The long-lived assets classified as held for sale as of September 30, 2018 are included in Corporate Financial Services segment, Maintenance Leasing segment, Real Estate segment, Investment and Operation segment and Overseas Business segment.

The Company and its subsidiaries determine the fair value using appraisals prepared by independent third party appraisers or our own staff of qualified appraisers, based on recent transactions involving sales of similar assets or other valuation techniques such as discounted cash flows methodologies using future cash flows estimated to be generated from operation of the existing assets or completion of development projects, as appropriate.

For the six months ended September 30, 2017 and 2018, the Company and its subsidiaries recognized impairment losses for the difference between carrying amounts and fair values in the amount of ¥1,472 million and ¥26 million, respectively, which are reflected as write-downs of long-lived assets. Breakdowns of these amounts are as follows.

 

     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 
     Amount
(Millions of yen)
     The number of
properties
     Amount
(Millions of yen)
     The number of
properties
 

Write-downs of the assets held for sale:

           

Commercial facilities other than office buildings

   ¥ 977        1      ¥ 0        0  

Others*

     200        —          0        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥    1,177        —        ¥ 0        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

 

*

For the “Others,” the number of properties is omitted.

 

     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 
     Amount
(Millions of yen)
     The number of
properties
     Amount
(Millions of yen)
     The number of
properties
 

Write-downs due to decline in estimated future cash flows:

           

Commercial facilities other than office buildings

   ¥ 187        2      ¥ 16        1  

Others*

     108        —          10        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥    295        —        ¥ 26        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

 

*

For the “Others,” the number of properties is omitted.

 

– 100 –


Table of Contents

Losses of ¥1,472 million in Real Estate segment were recorded for the six months ended September 30, 2017. Losses of ¥16 million in Real Estate segment and ¥10 million in Overseas Business segment were recorded for the six months ended September 30, 2018.

For the three months ended September 30, 2017, the Company and its subsidiaries recognized impairment losses for the difference between carrying amounts and fair values in the amount of ¥387 million, which were reflected as write-downs of long-lived assets compared to no impairment loss for the three months ended September 30, 2018. Breakdowns of these amounts are as follows.

 

     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 
     Amount
(Millions of yen)
     The number of
properties
     Amount
(Millions of yen)
     The number of
properties
 

Write-downs of the assets held for sale:

           

Commercial facilities other than office buildings

   ¥ 0        0      ¥ 0        0  

Others *

     200        —          0        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥    200        —        ¥ 0        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

 

*

For the “Others,” the number of properties is omitted.

 

     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 
     Amount
(Millions of yen)
     The number of
properties
     Amount
(Millions of yen)
     The number of
properties
 

Write-downs due to decline in estimated future cash flows:

           

Commercial facilities other than office buildings

   ¥ 187        2      ¥ 0        0  

Others *

     0        —          0        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥    187        —        ¥ 0        —    
  

 

 

    

 

 

    

 

 

    

 

 

 

 

*

For the “Others,” the number of properties is omitted.

Losses of ¥387 million in Real Estate segment were recorded for the three months ended September 30, 2017.

 

– 101 –


Table of Contents
18.

Per Share Data

Reconciliation of the differences between basic and diluted earnings per share (EPS) in the six and three months ended September 30, 2017 and 2018 is as follows:

During the six months ended September 30, 2017, the diluted EPS calculation excludes stock options for 356 thousand shares, as they were antidilutive. During the six months ended September 30, 2018, there were no stock options which were antidilutive.

During the three months ended September 30, 2017 and 2018, there were no stock options which were antidilutive.

 

     Millions of yen  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Net Income attributable to ORIX Corporation shareholders

   ¥ 165,970      ¥ 155,050  
  

 

 

    

 

 

 
     Millions of yen  
     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Net Income attributable to ORIX Corporation shareholders

   ¥ 76,258      ¥ 75,103  
  

 

 

    

 

 

 
     Thousands of Shares  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Weighted-average shares

     1,282,567        1,280,071  

Effect of dilutive securities —

     

Exercise of stock options

     1,178        1,056  
  

 

 

    

 

 

 

Weighted-average shares for diluted EPS computation

     1,283,745        1,281,127  
  

 

 

    

 

 

 
     Thousands of Shares  
     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Weighted-average shares

     1,279,276        1,280,104  

Effect of dilutive securities —

     

Exercise of stock options

     1,277        1,110  
  

 

 

    

 

 

 

Weighted-average shares for diluted EPS computation

     1,280,553        1,281,214  
  

 

 

    

 

 

 
     Yen  
     Six months ended
September 30, 2017
     Six months ended
September 30, 2018
 

Earnings per share for net income attributable to ORIX Corporation shareholders:

     

Basic

   ¥ 129.40      ¥ 121.13  

Diluted

   ¥ 129.29      ¥ 121.03  
     Yen  
     Three months ended
September 30, 2017
     Three months ended
September 30, 2018
 

Earnings per share for net income attributable to ORIX Corporation shareholders:

     

Basic

   ¥ 59.61      ¥ 58.67  

Diluted

   ¥ 59.55      ¥ 58.62  

 

Note:

  

The Company’s shares held through the Board Incentive Plan Trust are included in the number of treasury stock shares to be deducted in calculation of the weighted-average shares for EPS computation. (2,055,862 and 1,668,589 shares for the six months ended September 30, 2017 and 2018, 2,003,201 and 1,681,449 shares for the three months ended September 30, 2017 and 2018)

 

– 102 –


Table of Contents
19.

Derivative Financial Instruments and Hedging

Risk management policy

The Company and its subsidiaries manage interest rate risk through asset-liability management (“ALM”). The Company and its subsidiaries use derivative financial instruments to hedge interest rate risk and avoid changes in interest rates that could have a significant adverse effect on the Company’s results of operations. As a result of interest rate changes, the fair value and/or cash flow of interest sensitive assets and liabilities will fluctuate. However, such fluctuation will generally be offset by using derivative financial instruments as hedging instruments. Derivative financial instruments that the Company and its subsidiaries use as part of the interest risk management include interest rate swaps.

The Company and its subsidiaries utilize foreign currency borrowings, foreign exchange contracts and foreign currency swap agreements to hedge exchange rate risk that are associated with certain transactions and investments denominated in foreign currencies. Similarly, overseas subsidiaries generally structure their liabilities to match the currency-denomination of assets in each region. A certain subsidiary holds option agreements, futures and foreign exchange contracts for the purpose of economic hedges against minimum guarantee risk of variable annuity and variable life insurance contracts.

By using derivative instruments, the Company and its subsidiaries are exposed to credit risk in the event of nonperformance by counterparties. The Company and its subsidiaries attempt to manage the credit risk by carefully evaluating the content of transactions and the quality of counterparties in advance and regularly monitoring the amount of notional principal, fair value, type of transaction and other factors pertaining to each counterparty.

The Company and its subsidiaries have no derivative instruments with credit-risk-related contingent features as of March 31, 2018 and September 30, 2018.

(a) Cash flow hedges

The Company and its subsidiaries designate interest rate swap agreements, foreign currency swap agreements and foreign exchange contracts as cash flow hedges for variability of cash flows originating from floating rate borrowings and forecasted transactions and for exchange fluctuations.

(b) Fair value hedges

The Company and its subsidiaries use financial instruments designated as fair value hedges to hedge their exposure to interest rate risk and foreign currency exchange risk. The Company and its subsidiaries designate foreign currency swap agreements and foreign exchange contracts to minimize foreign currency exposures on lease receivables, loan receivables, borrowings and others denominated in foreign currency. The Company and its subsidiaries designate interest rate swap to hedge interest rate exposure of the fair values of loan receivables. The Company and certain overseas subsidiaries, which issued medium-term notes or bonds with fixed interest rates, use interest rate swap agreements to hedge interest rate exposure of the fair values of these medium-term notes or bonds. In cases where the medium-term notes were denominated in other than the subsidiaries’ local currencies, foreign currency swap agreements are used to hedge foreign exchange rate exposure.

(c) Hedges of net investment in foreign operations

The Company uses foreign exchange contracts and borrowings and bonds denominated in foreign currencies to hedge the foreign currency exposure of the net investment in overseas subsidiaries.

(d) Derivatives not designated as hedging instruments

The Company and its subsidiaries entered into interest rate swap agreements, futures and foreign exchange contracts for risk management purposes which are not qualified for hedge accounting. A certain subsidiary holds option agreements, futures and foreign exchange contracts for the purpose of economic hedges against minimum guarantee risk of variable annuity and variable life insurance contracts.

 

– 103 –


Table of Contents

The effect of derivative instruments on the consolidated statements of income, pre-tax, for the six months ended September 30, 2017 is as follows.

(1) Cash flow hedges

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
(effective
portion)
    Gains (losses) reclassified from
other comprehensive income (loss) into income
(effective portion)
    Gains (losses) recognized in income on derivative
(ineffective portion and amount
excluded from effectiveness testing)
 
     Millions
of yen
                    Consolidated statements                 
of income location
   Millions
of yen
                    Consolidated statements                 
of income location
   Millions
of yen
 

Interest rate swap agreements

   ¥ (185   Finance revenues/Interest expense    ¥ 118     —      ¥ 0  

Foreign exchange contracts

     (188   Other (income) and expense, net      (2   —        0  

Foreign currency swap agreements

     1,432     Finance revenues/Interest expense/

Other (income) and expense, net

     848     Other (income) and expense, net      (111

(2) Fair value hedges

 

     Gains (losses) recognized in income on derivative and other    Gains (losses) recognized in income on hedged item
     Millions
of yen
    Consolidated statements
of income location
   Millions
of yen
    Consolidated statements
of income location

Interest rate swap agreements

   ¥ (13   Finance revenues/Interest expense    ¥ 13     Finance revenues/Interest expense

Foreign exchange contracts

     (3,125   Other (income) and expense, net      3,125     Other (income) and expense, net

Foreign currency swap agreements

     990     Other (income) and expense, net      (990   Other (income) and expense, net

(3) Hedges of net investment in foreign operations

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
and others
(effective
portion)
    Gains (losses) reclassified from
other comprehensive income (loss) into income
(effective portion)
    Gains (losses) recognized in income on derivative and
others (ineffective portion and amount
excluded from effectiveness testing)
 
     Millions
of yen
                    Consolidated statements                 
of income location
   Millions
of yen
                    Consolidated statements                 
of income location
   Millions
of yen
 

Foreign exchange contracts

   ¥ (23,576   Gains on sales of subsidiaries and
affiliates and liquidation losses, net
   ¥ (3,705   —      ¥ 0  

Borrowings and bonds in foreign currencies

     (10,197   —        0     —        0  

(4) Derivatives not designated as hedging instruments

 

     Gains (losses) recognized in income on derivative
     Millions
of yen
   

Consolidated statements of income location

Interest rate swap agreements

   ¥ 698     Other (income) and expense, net

Futures

     (2,511  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Foreign exchange contracts

     (14,377  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Other (income) and expense, net

Credit derivatives held

     (26   Other (income) and expense, net

Options held/written and other

     266    

Other (income) and expense, net

Life insurance premiums and related investment income *

 

*

Futures, foreign exchange contracts and options held/written and other in the above table include gains (losses) arising from futures, foreign exchange contracts and options held to economically hedge the minimum guarantee risk of variable annuity and variable life insurance contracts for the six months ended September 30, 2017 (see Note 16 “Life Insurance Operations”).

 

– 104 –


Table of Contents

The effect of derivative instruments on the consolidated statements of income, pre-tax, for the six months ended September 30, 2018 is as follows.

(1) Cash flow hedges

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
(effective
portion)
   

Gains (losses) reclassified from

other comprehensive income (loss) into income

(effective portion)

   

Gains (losses) recognized in income on derivative

(ineffective portion and amount

excluded from effectiveness testing)

 
     Millions
of yen
   

                Consolidated statements                

of income location

   Millions
of yen
   

                Consolidated statements                

of income location

   Millions
of yen
 

Interest rate swap agreements

   ¥ 723     Finance revenues/Interest expense    ¥ 137     —      ¥ 0  

Foreign exchange contracts

     243     Other (income) and expense, net      10     —        0  

Foreign currency swap agreements

     (967   Finance revenues/Interest expense/Other (income) and expense, net      (1,094   —        0  

(2) Fair value hedges

 

     Gains (losses) recognized in income on derivative and other    Gains (losses) recognized in income on hedged item
   Millions
of yen
   

Consolidated statements

of income location

   Millions
of yen
   

Consolidated statements

of income location

Interest rate swap agreements

   ¥ 1,228     Finance revenues/Interest expense    ¥ (1,228   Finance revenues/Interest expense

Foreign exchange contracts

     (4,664   Other (income) and expense, net      4,664     Other (income) and expense, net

(3) Hedges of net investment in foreign operations

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
and others
(effective
portion)
   

Gains (losses) reclassified from

other comprehensive income (loss) into income

(effective portion)

   

Gains (losses) recognized in income on derivative and

others (ineffective portion and amount

excluded from effectiveness testing)

 
     Millions
of yen
   

                Consolidated statements                

of income location

   Millions
of yen
   

                Consolidated statements                

of income location

   Millions
of yen
 

Foreign exchange contracts

   ¥ (1,734   Gains on sales of subsidiaries and affiliates and liquidation losses, net    ¥ (115   —      ¥ 0  

Borrowings and bonds in foreign currencies

     (22,088   —        0     —        0  

(4) Derivatives not designated as hedging instruments

 

     Gains (losses) recognized in income on derivative
     Millions
of yen
   

Consolidated statements of income location

Interest rate swap agreements

   ¥ 1,147     Other (income) and expense, net

Futures

     (2,684  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Foreign exchange contracts

     (7,856  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Other (income) and expense, net

Credit derivatives held

     19     Other (income) and expense, net

Options held/written and other

     273    

Other (income) and expense, net

Life insurance premiums and related investment income *

 

*

Futures, foreign exchange contracts and options held/written and other in the above table include gains (losses) arising from futures, foreign exchange contracts and options held to economically hedge the minimum guarantee risk of variable annuity and variable life insurance contracts for the six months ended September 30, 2018 (see Note 16 “Life Insurance Operations”).

 

– 105 –


Table of Contents

The effect of derivative instruments on the consolidated statements of income, pre-tax, for the three months ended September 30, 2017 is as follows.

(1) Cash flow hedges

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
(effective
portion)
   

Gains (losses) reclassified from

other comprehensive income (loss) into income

(effective portion)

    

Gains (losses) recognized in income on derivative

(ineffective portion and

amount excluded from effectiveness testing)

 
     Millions
of yen
   

                Consolidated statements                

of income location

   Millions
of yen
    

                Consolidated statements                

of income location

   Millions
of yen
 

Interest rate swap agreements

   ¥ 22     Finance revenues/Interest expense    ¥ 2      —      ¥ 0  

Foreign exchange contracts

     (54   —        0      —        0  

Foreign currency swap agreements

     33     Finance revenues/Interest expense /Other (income) and expense, net      88      Other (income) and expense, net      (33

(2) Fair value hedges

 

     Gains (losses) recognized in income on derivative and other    Gains (losses) recognized in income on hedged item
   Millions
of yen
   

Consolidated statements

of income location

   Millions
of yen
   

Consolidated statements

of income location

Interest rate swap agreements

   ¥ 0     —      ¥ 0     —  

Foreign exchange contracts

     (1,633   Other (income) and expense, net      1,633     Other (income) and expense, net

Foreign currency swap agreements

     210     Other (income) and expense, net      (210   Other (income) and expense, net

(3) Hedges of net investment in foreign operations

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
and others
(effective
portion)
   

Gains (losses) reclassified from

other comprehensive income (loss) into income

(effective portion)

    

Gains (losses) recognized in income on derivative and

others (ineffective portion and amount

excluded from effectiveness testing)

 
     Millions
of yen
   

                Consolidated statements                

of income location

   Millions
of yen
    

                Consolidated statements                

of income location

   Millions
of yen
 

Foreign exchange contracts

   ¥ (8,011   Gains on sales of subsidiaries and affiliates and liquidation losses, net    ¥ 0      —      ¥ 0  

Borrowings and bonds in foreign currencies

     (4,707   —        0      —        0  

(4) Derivatives not designated as hedging instruments

 

     Gains (losses) recognized in income on derivative
     Millions
of yen
   

Consolidated statements of income location

Interest rate swap agreements

   ¥ 396     Other (income) and expense, net

Futures

     13    

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Foreign exchange contracts

     (11,664  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Other (income) and expense, net

Credit derivatives held

     (12   Other (income) and expense, net

Options held/written and other

     929    

Other (income) and expense, net

Life insurance premiums and related investment income *

 

*

Futures, foreign exchange contracts and options held/written and other in the above table include gains (losses) arising from futures, foreign exchange contracts and options held to economically hedge the minimum guarantee risk of variable annuity and variable life insurance contracts for the three months ended September 30, 2017 (see Note 16 “Life Insurance Operations”).

 

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Table of Contents

The effect of derivative instruments on the consolidated statements of income, pre-tax, for the three months ended September 30, 2018 is as follows.

(1) Cash flow hedges

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
(effective
portion)
    

Gains (losses) reclassified from

other comprehensive income (loss) into income

(effective portion)

   

Gains (losses) recognized in income on derivative
(ineffective portion and amount excluded from

effectiveness testing)

 
     Millions
of yen
    

                Consolidated statements                 

of income location

   Millions
of yen
   

                Consolidated statements                 

of income location

   Millions
of yen
 

Interest rate swap agreements

   ¥ 765      Finance revenues/Interest expense    ¥ 10     —      ¥ 0  

Foreign exchange contracts

     174      Other (income) and expense, net      (13   —        0  

Foreign currency swap agreements

     113     

Finance revenues/Interest expense/

Other (income) and expense, net

     75    

—  

     0  

(2) Fair value hedges

 

     Gains (losses) recognized in income on derivative and other    Gains (losses) recognized in income on hedged item
     Millions
of yen
   

Consolidated statements

of income location

   Millions
of yen
   

Consolidated statements

of income location

Interest rate swap agreements

   ¥ 535     Finance revenues/Interest expense    ¥ (535   Finance revenues/Interest expense

Foreign exchange contracts

     (3,272   Other (income) and expense, net      3,272     Other (income) and expense, net

(3) Hedges of net investment in foreign operations

 

     Gains (losses)
recognized
in other
comprehensive
income on
derivative
and others
(effective
portion)
   

Gains (losses) reclassified from

other comprehensive income (loss) into income

(effective portion)

   

Gains (losses) recognized in income on derivative

and others (ineffective portion and amount

excluded from effectiveness testing)

 
     Millions
of yen
   

                Consolidated statements                 

of income location

   Millions
of yen
   

                Consolidated statements                 

of income location

   Millions
of yen
 

Foreign exchange contracts

   ¥ (8,348   Gains on sales of subsidiaries and affiliates and liquidation losses, net    ¥ (115   —      ¥ 0  

Borrowings and bonds in foreign currencies

     (11,089   —        0     —        0  

(4) Derivatives not designated as hedging instruments

 

     Gains (losses) recognized in income on derivative
     Millions
of yen
   

Consolidated statements of income location

Interest rate swap agreements

   ¥ 639    

Other (income) and expense, net

Futures

     (1,954  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Foreign exchange contracts

     (5,963  

Gains on investment securities and dividends

Life insurance premiums and related investment income *

Other (income) and expense, net

Credit derivatives held

     78    

Other (income) and expense, net

Options held/written and other

     1,277    

Other (income) and expense, net

Life insurance premiums and related investment income *

 

*

Futures, foreign exchange contracts and options held/written and other in the above table include gains (losses) arising from futures, foreign exchange contracts and options held to economically hedge the minimum guarantee risk of variable annuity and variable life insurance contracts for the three months ended September 30, 2018 (see Note 16 “Life Insurance Operations”).

 

– 107 –


Table of Contents

Notional amounts of derivative instruments and other, fair values of derivative instruments and other before offsetting at March 31, 2018 and September 30, 2018 are as follows.

March 31, 2018

 

          Derivative assets   Derivative liabilities
    Notional
amount
    Fair
value
   

Consolidated balance

sheets location

  Fair
value
   

Consolidated balance

sheets location

    Millions
of yen
    Millions
of yen
        Millions
of yen
     

Derivatives designated as hedging

instruments and other:

         

Interest rate swap agreements

  ¥     278,850     ¥ 55     Other Assets   ¥ 4,759     Other Liabilities

Futures, foreign exchange contracts

    566,583       11,445     Other Assets     2,149     Other Liabilities

Foreign currency swap agreements

    70,156       422     Other Assets     3,220     Other Liabilities

Foreign currency long-term debt

    396,503       0                     —     0                           —

Derivatives not designated as hedging instruments:

         

Interest rate swap agreements

  ¥ 19,569     ¥ 272     Other Assets   ¥ 165     Other Liabilities

Options held/written and other *

    372,138       7,025     Other Assets     701     Other Liabilities

Futures, foreign exchange contracts *

    271,365       2,612     Other Assets     1,298     Other Liabilities

Credit derivatives held

    5,459       0                     —     108     Other Liabilities

 

*

The notional amounts of options held/written and other and futures, foreign exchange contracts in the above table include options held of ¥40,275 million, futures contracts of ¥38,094 million and foreign exchange contracts of ¥12,140 million to economically hedge the minimum guarantee risk of variable annuity and variable life insurance contracts at March 31, 2018, respectively. Derivative assets in the above table include fair value of the options held, futures contracts and foreign exchange contracts before offsetting of ¥844 million, ¥182 million and ¥90 million and derivative liabilities includes fair value of the futures and foreign exchange contracts before offsetting of ¥318 million and ¥15 million at March 31, 2018, respectively.

September 30, 2018

 

          Derivative assets   Derivative liabilities
    Notional
amount
    Fair
value
   

Consolidated balance

sheets location

  Fair
value
   

Consolidated balance

sheets location

    Millions
of yen
    Millions
of yen
        Millions
of yen
     

Derivatives designated as hedging

instruments and other:

         

Interest rate swap agreements

  ¥     262,481     ¥ 952     Other Assets   ¥ 3,569     Other Liabilities

Futures, foreign exchange contracts

    574,700       697     Other Assets     13,167     Other Liabilities

Foreign currency swap agreements

    72,037       1,625     Other Assets     2,091     Other Liabilities

Foreign currency long-term debt

    399,765       0                     —     0                           —

Derivatives not designated as hedging instruments:

         

Interest rate swap agreements

  ¥ 67,286     ¥ 447     Other Assets   ¥ 124     Other Liabilities

Options held/written and other *

    530,056           9,412     Other Assets     2,909     Other Liabilities

Futures, foreign exchange contracts *

    352,575       365     Other Assets     6,846     Other Liabilities

Credit derivatives held

    4,020       0    

                —

    89     Other Liabilities

 

*

The notional amounts of options held/written and other and futures, foreign exchange contracts in the above table include options held of ¥38,813 million, futures contracts of ¥30,718 million and foreign exchange contracts of ¥10,978 million to economically hedge the minimum guarantee risk of variable annuity and variable life insurance contracts at September 30, 2018, respectively. Derivative assets in the above table includes fair value of the options held, futures contracts and foreign exchange contracts before offsetting of ¥237 million, ¥45 million and ¥18 million and derivative liabilities includes fair value of the futures and foreign exchange contracts before offsetting of ¥1,918 million and ¥231 million at September 30, 2018, respectively.

 

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20. Offsetting Assets and Liabilities

The gross amounts recognized, gross amounts offset, and net amounts presented in the consolidated balance sheets regarding to derivative assets and liabilities and other assets and liabilities as of March 31, 2018 and September 30, 2018 are as follows.

March 31, 2018

 

     Millions of yen  
     Gross amounts
recognized
     Gross amounts
offset in the
consolidated
balance sheets
    Net amounts
presented in
the consolidated
balance sheets
     Gross amounts not offset in the
consolidated balance sheets*1
    Net amount  
     Financial
instruments
    Collateral
received/pledged
 

Derivative assets

   ¥ 21,831      ¥ (2,105   ¥ 19,726      ¥ (820   ¥ (6,497   ¥ 12,409  

Reverse repurchase, securities borrowing, and similar arrangements *2

     5,784        (5,590     194        0       0       194  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total assets

   ¥ 27,615      ¥ (7,695   ¥ 19,920      ¥ (820   ¥ (6,497   ¥ 12,603  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Derivative liabilities

   ¥ 12,400      ¥ (2,105   ¥ 10,295      ¥ 0     ¥ (180   ¥ 10,115  

Repurchase, securities lending, and similar arrangements *2

     5,590        (5,590     0        0       0       0  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total liabilities

   ¥ 17,990      ¥ (7,695   ¥ 10,295      ¥ 0     ¥ (180   ¥ 10,115  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

September 30, 2018

  
     Millions of yen  
     Gross amounts
recognized
     Gross amounts
offset in the
consolidated
balance sheets
    Net amounts
presented in
the consolidated
balance sheets
     Gross amounts not offset in the
consolidated balance sheets*1
    Net amount  
     Financial
instruments
    Collateral
received/pledged
 

Derivative assets

   ¥ 13,498      ¥ (670   ¥ 12,828      ¥ (216   ¥ 0     ¥ 12,612  

Reverse repurchase, securities borrowing, and similar arrangements *2

     829        (829     0        0       0       0  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total assets

   ¥ 14,327      ¥ (1,499   ¥ 12,828      ¥ (216   ¥ 0     ¥ 12,612  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Derivative liabilities

   ¥ 28,795      ¥ (670   ¥ 28,125      ¥ (2,649   ¥ (1,509   ¥ 23,967  

Repurchase, securities lending, and similar arrangements *2

     1,425        (829     596        0       0       596  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

Total liabilities

   ¥ 30,220      ¥ (1,499   ¥ 28,721      ¥ (2,649   ¥ (1,509   ¥ 24,563  
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

   

 

 

 

 

*1

The balances related to enforceable master netting agreements or similar agreements which were not offset in the consolidated balance sheets.

*2

Reverse repurchase agreements and securities borrowing, and similar transactions are reported within other assets in the consolidated balance sheets. Repurchase agreements and securities lending, and similar transactions are reported within other liabilities in the consolidated balance sheets.

 

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21. Estimated Fair Value of Financial Instruments

The following information is provided to help readers gain an understanding of the relationship between carrying amount of financial instruments reported in the Company’s consolidated balance sheets and the related market or fair value.

The disclosures do not include investment in direct financing leases, investment in affiliates, pension obligations and insurance contracts and reinsurance contracts except for those classified as investment contracts.

March 31, 2018

 

     Millions of yen  
     Carrying
amount
     Estimated
fair value
     Level 1      Level 2      Level 3  

Assets:

              

Cash and cash equivalents

   ¥ 1,321,241      ¥ 1,321,241      ¥ 1,321,241      ¥ 0      ¥ 0  

Restricted cash

     83,876        83,876        83,876        0        0  

Installment loans (net of allowance for probable loan losses)

     2,779,186        2,788,069        0        139,416        2,648,653  

Trading securities

     422,053        422,053        35,766        386,287        0  

Investment in securities:

              

Practicable to estimate fair value

     1,167,247        1,194,180        65,716        969,668        158,796  

Not practicable to estimate fair value *1

     140,155        140,155        0        0        0  

Other Assets:

              

Time deposits

     3,378        3,378        0        3,378        0  

Derivative assets *2

     19,726        19,726        0        0        0  

Reinsurance recoverables (Investment contracts)

     51,351        52,015        0        0        52,015  

Liabilities:

              

Short-term debt

   ¥ 306,754      ¥ 306,754      ¥ 0      ¥ 306,754      ¥ 0  

Deposits

     1,757,462        1,759,248        0        1,759,248        0  

Policy liabilities and Policy account balances (Investment contracts)

     275,507        275,979        0        0        275,979  

Long-term debt

     3,826,504        3,830,529        0        922,319        2,908,210  

Other Liabilities:

              

Derivative liabilities *2

     10,295        10,295        0        0        0  

 

*1

The fair value of investment securities of ¥140,155 million was not estimated, as it was not practicable.

*2

It represents the amount after offset under counterparty netting of derivative assets and liabilities. For the information of input level before netting, see Note 3 “Fair Value Measurements.”

 

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September 30, 2018

 

     Millions of yen  
     Carrying
amount
     Estimated
fair value
     Level 1      Level 2      Level 3  

Assets:

              

Cash and cash equivalents

   ¥ 1,140,901      ¥ 1,140,901      ¥ 1,140,901      ¥             0      ¥             0  

Restricted cash

     113,872        113,872        113,872        0        0  

Installment loans (net of allowance for probable loan losses)

     3,034,786        3,052,369        0        150,435        2,901,934  

Equity securities *1

     462,480        462,480        76,321        341,600        44,559  

Trading debt securities

     24,560        24,560        0        24,560        0  

Available-for-sale debt securities

     1,137,081        1,137,081        21,661        992,872        122,548  

Held-to-maturity debt securities

     114,288        137,868        0        116,250        21,618  

Other Assets:

              

Time deposits

     4,119        4,119        0        4,119        0  

Derivative assets *2

     12,828        12,828        0        0        0  

Reinsurance recoverables (Investment contracts)

     50,805        51,340        0        0        51,340  

Liabilities:

              

Short-term debt

   ¥ 324,464      ¥ 324,464      ¥ 0      ¥ 324,464      ¥ 0  

Deposits

     1,724,360        1,726,529        0        1,726,529        0  

Policy liabilities and Policy account balances (Investment contracts)

     269,255        269,419        0        0        269,419  

Long-term debt

     3,861,037        3,847,882        0        1,075,943        2,771,939  

Other Liabilities:

              

Derivative liabilities *2

     28,125        28,125        0        0        0  

 

*1

The amount of ¥14,813 million of investment funds measured at net asset value per share is not included.

*2

It represents the amount after offset under counterparty netting of derivative assets and liabilities. For the information of input level before netting, see Note 3 “Fair Value Measurements.”

Input level of fair value measurement

If active market prices are available, fair value measurement is based on quoted active market prices and classified as Level 1. If active market prices are not available, fair value measurement is based on observable inputs other than quoted prices included within Level 1 such as quoted market prices of similar assets and classified as Level 2. If market prices are not available and there are no observable inputs, then fair value is estimated by using valuation models including discounted cash flow methodologies, commonly used option-pricing models and broker quotes and classified as Level 3, as the valuation models and broker quotes are based on inputs that are unobservable in the market.

 

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22. Commitments, Guarantees and Contingent Liabilities

Commitments—The Company and certain subsidiaries have commitments for the purchase of equipment to be leased, having a cost of ¥341 million and ¥322 million as of March 31, 2018 and September 30, 2018, respectively.

The minimum future rentals on non-cancelable operating leases are as follows:

 

     Millions of yen  
     March 31, 2018      September 30, 2018  

Within one year

   ¥ 7,939      ¥ 8,072  

More than one year

     59,732        56,802  
  

 

 

    

 

 

 

Total

   ¥ 67,671      ¥ 64,874  
  

 

 

    

 

 

 

The Company and certain subsidiaries lease office space under operating lease agreements, which are primarily cancelable, and made rental payments totaling ¥7,211 million and ¥7,428 million for the six months ended September 30, 2017 and 2018, respectively, and ¥3,556 million and ¥3,741 million for the three months ended September 30, 2017 and 2018, respectively.

Certain computer systems of the Company and certain subsidiaries have been operated and maintained under non-cancelable contracts with third-party service providers. For such services, the Company and certain subsidiaries made payments totaling ¥2,399 million and ¥2,593 million for the six months ended September 30, 2017 and 2018, respectively, and ¥1,339 million and ¥1,365 million for the three months ended September 30, 2017 and 2018, respectively. As of March 31, 2018 and September 30, 2018, the amounts due are as follows:

 

     Millions of yen  
     March 31, 2018      September 30, 2018  

Within one year

   ¥ 5,280      ¥ 3,855  

More than one year

     6,550        4,230  
  

 

 

    

 

 

 

Total

   ¥ 11,830      ¥ 8,085  
  

 

 

    

 

 

 

The Company and certain subsidiaries have commitments to fund estimated construction costs to complete ongoing real estate development projects and other commitments, totaling ¥77,957 million and ¥85,987 million as of March 31, 2018 and September 30, 2018, respectively.

The Company and certain subsidiaries have agreements to commit to execute loans for customers, and to invest in funds, as long as the agreed-upon terms are met. The total unused credit and capital amount available are ¥319,154 million and ¥355,918 million as of March 31, 2018 and September 30, 2018, respectively.

Guarantees—At the inception of a guarantee, the Company and its subsidiaries recognize a liability in the consolidated balance sheets at fair value for the guarantee within the scope of ASC460 (“Guarantees”). The following table represents the summary of potential future payments, book value recorded as guarantee liabilities of the guarantee contracts outstanding and maturity of the longest guarantee contracts as of March 31, 2018 and September 30, 2018:

 

     March 31, 2018      September 30, 2018  
     Millions of yen      Fiscal year      Millions of yen      Fiscal year  

Guarantees

   Potential
future
payment
     Book
value of
guarantee
liabilities
     Maturity of
the longest
contract
     Potential
future
payment
     Book
value of
guarantee
liabilities
     Maturity of
the longest
contract
 

Corporate loans

   ¥ 488,297      ¥ 7,294        2025      ¥ 492,542      ¥ 6,862        2026  

Transferred loans

     166,906        1,227        2058        181,041        1,329        2058  

Consumer loans

     297,153        37,596        2029        331,804        40,794        2029  

Housing loans

     28,408        5,021        2048        17,528        4,872        2048  

Other

     615        230        2025        552        243        2024  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   ¥ 981,379      ¥ 51,368        —        ¥ 1,023,467      ¥ 54,100        —    
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

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Guarantee of corporate loans: The Company and certain subsidiaries mainly guarantee corporate loans issued by financial institutions for customers. The Company and the subsidiaries are obliged to pay the outstanding loans when the guaranteed customers fail to pay principal and/or interest in accordance with the contract terms. In some cases, the corporate loans are secured by the guaranteed customers’ assets. Once the Company and the subsidiaries assume the guaranteed customers’ obligation, the Company and the subsidiaries obtain a right to claim the collateral assets. In other cases, certain contracts that guarantee corporate loans issued by financial institutions for customers include contracts that the amounts of performance guarantee are limited to a certain range of guarantee commissions. As of March 31, 2018 and September 30, 2018, total notional amount of the loans subject to such guarantees are ¥1,098,000 million and ¥1,096,000 million, respectively, and book value of guarantee liabilities are ¥1,966 million and ¥2,477 million, respectively. The potential future payment amounts for these guarantees are limited to a certain range of the guarantee commissions, which are less than the total notional amounts of the loans subject to these guarantees. The potential future payment amounts for the contract period are calculated from the guarantee limit which is arranged by financial institutions in advance as to contracts that the amounts of performance guarantee are unlimited to a certain range of guarantee commissions. For this reason, the potential future payment amounts for these guarantees include the amount of the guarantee which may occur in the future, which is larger than the balance of guarantee executed as of the end of fiscal year or the end of interim period. The executed guarantee balance includes defrayment by financial institutions which we bear temporarily at the time of execution, and credit risk for financial institutions until liquidation of this guarantee. Our substantial amounts of performance guarantee except credit risk for financial institutions are limited to our defrayment which is arranged by financial institutions in advance.

Payment or performance risk of the guarantees is considered based on the historical experience of credit events. There have been no significant changes in the payment or performance risk of the guarantees for the six months ended September 30, 2018.

Guarantee of transferred loans: A subsidiary in the United States is authorized to underwrite, originate, fund, and service multi-family and seniors housing loans without prior approval from Fannie Mae under Fannie Mae’s Delegated Underwriting and Servicing program. As part of this program, Fannie Mae provides a commitment to purchase the loans.

In return for the delegated authority, the subsidiary guarantees the performance of certain housing loans transferred to Fannie Mae and has the payment or performance risk of the guarantees to absorb some of the losses when losses arise from the transferred loans. There were no significant changes in the payment or performance risk of these guarantees for the six months ended September 30, 2018.

As of March 31, 2018 and September 30, 2018, the total outstanding principal amount of loans transferred under the Delegated Underwriting and Servicing program, for which the subsidiary guarantees to absorb some of the losses, were ¥564,854 million and ¥606,635 million, respectively.

Guarantee of consumer loans: A certain subsidiary guarantees consumer loans, typically card loans, issued by Japanese financial institutions. The subsidiary is obligated to pay the outstanding obligations when these loans become delinquent generally a month or more.

Payment or performance risk of the guarantees is considered based on the historical experience of credit events. There were no significant changes in the payment or performance risk of the guarantees for the six months ended September 30, 2018.

Guarantee of housing loans: The Company and certain subsidiaries guarantee housing loans issued by Japanese financial institutions to third party individuals. The Company and the subsidiaries are typically obliged to pay the outstanding loans when these loans become delinquent three months or more. The housing loans are usually secured by the real properties. Once the Company and the subsidiaries assume the guaranteed parties’ obligation, the Company and the subsidiaries obtain a right to claim the collateral assets.

Payment or performance risk of the guarantees is considered based on the historical experience of credit events. There were no significant changes in the payment or performance risk of the guarantees for the six months ended September 30, 2018.

 

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Other guarantees: Other guarantees include the guarantees to financial institutions and the guarantees derived from collection agency agreements. Pursuant to the contracts of the guarantees to financial institutions, a certain subsidiary pays to the financial institutions when customers of the financial institutions become debtors and default on the debts. Pursuant to the agreements of the guarantees derived from collection agency agreements, the Company and certain subsidiaries collect third parties’ debt and pay the uncovered amounts.

Litigation—The Company and certain subsidiaries are involved in legal proceedings and claims in the ordinary course of business. In the opinion of management, none of such proceedings and claims will have a significant impact on the Company’s financial position or results of operations.

Collateral—Other than the assets of the consolidated VIEs pledged as collateral for financing described in Note 9 “Variable Interest Entities”, the Company and certain subsidiaries provide the following assets as collateral for the short-term and long-term debt payables to financial institutions as of March 31, 2018 and September 30, 2018:

 

     Millions of yen  
     March 31, 2018      September 30, 2018  

Minimum lease payments, loans and investment in operating leases

   ¥ 91,819      ¥ 131,067  

Investment in securities

     159,475        148,209  

Property under facility operations

     31,627        31,961  

Other assets and other

     27,022        29,608  
  

 

 

    

 

 

 

Total

   ¥ 309,943      ¥ 340,845  
  

 

 

    

 

 

 

As of March 31, 2018 and September 30, 2018, debt liabilities were secured by shares of subsidiaries, which were eliminated through consolidation adjustment, of ¥24,348 million and ¥24,348 million, respectively, and debt liabilities of affiliates were secured by investment in affiliates of ¥44,900 million and ¥43,451 million, respectively. In addition, ¥26,456 million and ¥44,723 million, respectively, were pledged primarily by investment in securities for collateral deposits and deposit for real estate transaction as of March 31, 2018 and September 30, 2018.

Under loan agreements relating to short-term and long-term debt from commercial banks and certain insurance companies, the Company and certain subsidiaries are required to provide collateral against these debts at any time if requested by the lenders. The Company and the subsidiaries did not receive any such requests from the lenders as of September 30, 2018.

 

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23.

Segment Information

Financial information about the operating segments reported below is that which is available by segment and evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.

An overview of operations for each of the six segments follows below.

 

Corporate Financial Services

     :      Loan, leasing and fee business

Maintenance Leasing

     :      Automobile leasing and rentals, car-sharing, and test and measurement instruments and IT-related equipment rentals and leasing

Real Estate

     :      Real estate development and rental, facility operation, REIT asset management, and real estate investment and advisory services

Investment and Operation

     :      Environment and energy, principal investment, loan servicing (asset recovery), and concession

Retail

     :      Life insurance, banking and card loan

Overseas Business

     :      Leasing, loan, bond investment, asset management and aircraft- and ship-related operations

Financial information of the segments for the six months ended September 30, 2017 is as follows:

 

     Millions of yen  
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

Segment revenues

   ¥   54,059      ¥ 137,156      ¥   95,755      ¥ 774,474      ¥    219,505      ¥    240,242      ¥ 1,521,191  

Segment profits

     22,049        20,438        43,991        38,927        42,950        81,395        249,750  

Financial information of the segments for the six months ended September 30, 2018 is as follows:

 

     Millions of yen  
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

Segment revenues

   ¥ 51,067      ¥ 141,642      ¥ 113,527      ¥ 499,007      ¥ 221,735      ¥ 238,763      ¥ 1,265,741  

Segment profits

     16,788        20,583        44,183        24,871        49,175        67,716        223,316  

Financial information of the segments for the three months ended September 30, 2017 is as follows:

 

     Millions of yen  
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

Segment revenues

   ¥ 28,603      ¥ 68,810      ¥ 49,235      ¥ 351,917      ¥ 106,908      ¥ 123,210      ¥ 728,683  

Segment profits

     11,824        10,544        11,158        22,270        20,936        38,596        115,328  

Financial information of the segments for the three months ended September 30, 2018 is as follows:

 

     Millions of yen  
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

Segment revenues

   ¥ 26,063      ¥ 71,784      ¥ 59,003      ¥ 264,489      ¥ 118,920      ¥ 120,284      ¥ 660,543  

Segment profits

     8,968        10,887        21,964        12,966        27,390        27,710        109,885  

 

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Table of Contents

Segment assets information as of March 31, 2018 and September 30, 2018 is as follows:

 

     Millions of yen  
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

March 31, 2018

   ¥ 991,818      ¥ 847,190      ¥ 620,238      ¥ 856,348      ¥ 3,174,505      ¥ 2,608,819      ¥ 9,098,918  

September 30, 2018

     966,357        859,007        577,414        893,067        3,368,956        2,955,727        9,620,528  

The accounting policies of the segments are almost the same as those described in Note 2 “Significant Accounting and Reporting Policies” except for the treatment of income tax expenses, net income attributable to the noncontrolling interests, net income attributable to the redeemable noncontrolling interests. Net income attributable to noncontrolling interests and redeemable noncontrolling interests are not included in segment profits or losses because the management evaluates segments’ performance based on profits or losses (pre-tax) attributable to ORIX Corporation Shareholders. Income taxes are not included in segment profits or losses because the management evaluates segments’ performance on a pre-tax basis. Additionally, net income attributable to the noncontrolling interests, net income attributable to the redeemable noncontrolling interests, which are recognized net of tax in the accompanying consolidated statements of income, are adjusted to profit or loss before income taxes, when calculating segment profits or losses. Most of selling, general and administrative expenses, including compensation costs that are directly related to the revenue generating activities of each segment, 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 write-downs of certain securities, write-downs of certain long-lived assets and certain foreign exchange gains or losses (included in other (income) and expense, net) are excluded from the segment profits or losses, and are regarded as corporate items.

Assets attributed to each segment are investment in direct financing leases, installment loans, investment in operating leases, investment in securities, property under facility operations, investment in affiliates, inventories, advances for investment in operating leases (included in other assets), advances for investment in property under facility operations (included in other assets) and goodwill and other intangible assets recognized as a result of business combination (included in other assets) and servicing assets (included in other assets). This has resulted in the depreciation of office facilities being included in each segment’s profit or loss while the carrying amounts of corresponding assets are not allocated to each segment’s assets. However, the effect resulting from this allocation is not significant.

From the three months ended June 30, 2018, consolidated VIEs for securitizing financial assets such as lease receivables and loan receivables, which had been excluded from segment revenues, segment profits and segment assets until the previous fiscal year, are included in segment revenues, segment profits and segment assets of each segment. As a result of this change, the presented amounts in the financial information of the segments for the previous fiscal year have been retrospectively reclassified to conform to the presentation for the six and three months ended September 30, 2018.

 

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

 

     Millions of yen  
     Six months ended
September 30, 2017
    Six months ended
September 30, 2018
 

Segment revenues:

    

Total revenues for segments

   ¥ 1,521,191     ¥ 1,265,741  

Revenues related to corporate assets

     6,949       6,732  

Revenues from inter-segment transactions

     (10,344     (10,459
  

 

 

   

 

 

 

Total consolidated revenues

   ¥ 1,517,796     ¥ 1,262,014  
  

 

 

   

 

 

 

Segment profits:

    

Total profits for segments

   ¥ 249,750     ¥ 223,316  

Corporate profits (losses)

     (569     (4,163

Net income attributable to the noncontrolling interests and net income attributable to the redeemable noncontrolling interests

     3,431       1,792  
  

 

 

   

 

 

 

Total consolidated income before income taxes

   ¥ 252,612     ¥ 220,945  
  

 

 

   

 

 

 
     Millions of yen  
     Three months ended
September 30, 2017
    Three months ended
September 30, 2018
 

Segment revenues:

    

Total revenues for segments

   ¥ 728,683     ¥ 660,543  

Revenues related to corporate assets

     2,850       2,966  

Revenues from inter-segment transactions

     (6,034     (5,412
  

 

 

   

 

 

 

Total consolidated revenues

   ¥ 725,499     ¥ 658,097  
  

 

 

   

 

 

 

Segment profits:

    

Total profits for segments

   ¥ 115,328     ¥ 109,885  

Corporate profits (losses)

     (529     (1,575

Net income attributable to the noncontrolling interests and net income attributable to the redeemable noncontrolling interests

     2,202       1,681  
  

 

 

   

 

 

 

Total consolidated income before income taxes

   ¥ 117,001     ¥ 109,991  
  

 

 

   

 

 

 
     Millions of yen  
     March 31, 2018     September 30, 2018  

Segment assets:

    

Total assets for segments

   ¥ 9,098,918     ¥ 9,620,528  

Cash and cash equivalents, restricted cash

     1,405,117       1,254,773  

Allowance for doubtful receivables on direct financing leases and probable loan losses

     (54,672     (55,840

Trade notes, accounts and other receivable

     294,773       275,520  

Other corporate assets

     681,846       683,563  
  

 

 

   

 

 

 

Total consolidated assets

   ¥ 11,425,982     ¥ 11,778,544  
  

 

 

   

 

 

 

 

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The following information represents geographical revenues and income before income taxes, which are attributed to geographic areas, based on the country location of the Company and its subsidiaries.

For the six months ended September 30, 2017

 

     Millions of yen  
     Six months ended
September 30, 2017
 
     Japan      The Americas *1      Other *2      Total  

Total Revenues

   ¥ 1,270,724      ¥ 107,847      ¥ 139,225      ¥ 1,517,796  

Income before Income Taxes

     168,992        40,427        43,193        252,612  

For the six months ended September 30, 2018

 

     Millions of yen  
     Six months ended
September 30, 2018
 
     Japan      The Americas *1      Other *2      Total  

Total Revenues

   ¥ 1,025,293      ¥ 99,000      ¥ 137,721      ¥ 1,262,014  

Income before Income Taxes

     154,142        43,964        22,839        220,945  

For the three months ended September 30, 2017

 

     Millions of yen  
     Three months ended
September 30, 2017
 
     Japan      The Americas *1      Other *2      Total  

Total Revenues

   ¥ 600,013      ¥ 53,063      ¥ 72,423      ¥ 725,499  

Income before Income Taxes

     76,594        21,113        19,294        117,001  

For the three months ended September 30, 2018

 

     Millions of yen  
     Three months ended
September 30, 2018
 
     Japan      The Americas *1      Other *2      Total  

Total Revenues

   ¥ 539,887      ¥ 50,410      ¥ 67,800      ¥ 658,097  

Income before Income Taxes

     83,879        15,096        11,016        109,991  

 

*1

Mainly the United States

*2

Mainly Asia, Europe, Australasia and Middle East

Note:

From the three months ended June 30, 2018, regarding ORIX Corporation Europe N. V., both total revenues and income before income taxes, previously disclosed in Other, are disclosed separately in the above areas, and the information about geographic areas for the previous fiscal year has been retrospectively reclassified as a result of this change.

 

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Disaggregation of revenues for revenues from contracts with customers, by goods and services category and geographical location is as follows:

For the six months ended September 30, 2018

 

     Millions of yen  
     Six months ended September 30, 2018  
     Reportable segments      Corporate
revenue and
intersegment
transactions
    Total
revenues
 
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

Goods and services category

                         

Sale of goods

   ¥ 2,004      ¥ 2,397      ¥ 2,773      ¥ 277,607      ¥ 0      ¥ 2,115      ¥ 286,896      ¥ 1,015     ¥ 287,911  

Real estate sales

     0        0        93        42,601        0        156        42,850        0       42,850  

Asset management and servicing

     0        0        2,879        235        84        95,508        98,706        (55     98,651  

Automobile related services

     245        29,632        0        93        0        8,404        38,374        (175     38,199  

Facilities operation

     0        0        52,764        0        0        1,967        54,731        0       54,731  

Environment and energy related services

     1,691        0        122        65,362        0        576        67,751        (416     67,335  

Real estate management and brokerage

     0        0        988        51,988        0        0        52,976        (1,890     51,086  

Real estate contract work

     0        0        0        32,040        0        0        32,040        0       32,040  

Other

     18,517        4,515        1,398        19,630        1,476        8,999        54,535        18       54,553  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total revenues from contracts with customers

   ¥ 22,457      ¥ 36,544      ¥ 61,017      ¥ 489,556      ¥ 1,560      ¥ 117,725      ¥ 728,859      ¥ (1,503   ¥ 727,356  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Geographical location

                         

Japan

     22,457        36,344        61,017        489,209        1,560        2,878        613,465        (0     613,465  

The Americas

     0        0        0        0        0        59,185        59,185        0       59,185  

Other

     0        200        0        347        0        55,662        56,209        (1,503     54,706  

Total revenues from contracts with customers

     22,457        36,544        61,017        489,556        1,560        117,725        728,859        (1,503     727,356  

Other revenues *

     28,610        105,098        52,510        9,451        220,175        121,038        536,882        (2,224     534,658  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Segment revenues

/Total revenues

   ¥ 51,067      ¥ 141,642      ¥ 113,527      ¥ 499,007      ¥ 221,735      ¥ 238,763      ¥ 1,265,741      ¥ (3,727   ¥ 1,262,014  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

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For the three months ended September 30, 2018

 

     Millions of yen  
     Three months ended September 30, 2018  
     Reportable segments      Corporate
revenue and
intersegment
transactions
    Total
revenues
 
     Corporate
Financial
Services
     Maintenance
Leasing
     Real
Estate
     Investment
and
Operation
     Retail      Overseas
Business
     Total  

Goods and services category

                         

Sale of goods

   ¥ 968      ¥ 1,329      ¥ 1,501      ¥ 146,108      ¥ 0      ¥ 1,048      ¥ 150,954      ¥ 530     ¥ 151,484  

Real estate sales

     0        0        0        24,772        0        50        24,822        0       24,822  

Asset management and servicing

     0        0        1,479        118        40        47,497        49,134        (41     49,093  

Automobile related services

     123        14,453        0        42        0        4,224        18,842        (81     18,761  

Facilities operation

     0        0        27,468        0        0        1,037        28,505        (0     28,505  

Environment and energy related services

     840        0        63        34,572        0        343        35,818        (216     35,602  

Real estate management and brokerage

     0        0        455        26,114        0        0        26,569        (1,033     25,536  

Real estate contract work

     0        0        0        18,728        0        0        18,728        0       18,728  

Other

     9,484        2,272        771        9,628        794        4,805        27,754        (779     26,975  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total revenues from contracts with customers

   ¥ 11,415      ¥ 18,054      ¥ 31,737      ¥ 260,082      ¥ 834      ¥ 59,004      ¥ 381,126      ¥ (1,620   ¥ 379,506  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Geographical location

                         

Japan

     11,415        17,924        31,737        259,735        834        1,606        323,251        (694     322,557  

The Americas

     0        0        0        0        0        29,925        29,925        0       29,925  

Other

     0        130        0        347        0        27,473        27,950        (926     27,024  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Total revenues from contracts with customers

     11,415        18,054        31,737        260,082        834        59,004        381,126        (1,620     379,506  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Other revenues *

     14,648        53,730        27,266        4,407        118,086        61,280        279,417        (826     278,591  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

Segment revenues

/Total revenues

   ¥ 26,063      ¥ 71,784      ¥ 59,003      ¥ 264,489      ¥ 118,920      ¥ 120,284      ¥ 660,543      ¥ (2,446   ¥ 658,097  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

   

 

 

 

 

*

Other revenues include revenues that are not in the scope of ASC 606 (“Revenue from Contracts with Customers”), such as life insurance premiums and related investment income, operating leases, finance revenues that include interest income, and others.

 

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24.

Subsequent Events

There are no material subsequent events.

 

– 121 –