Strategic Acquisition of Robeco Group

Strategic Acquisition of Robeco Group

February 19, 2013

ORIX Corporation

Copyright © 2013 ORIX Corporation All rights reserved.

Disclaimer

 These materials have been prepared by ORIX Corporation (“ORIX” or the “Company”) solely for your information and are

subject to change without notice. The information contained in these materials has not been independently verified and its

accuracy is not guaranteed. No representations, warranties or undertakings, express or implied, are made as to, and no

reliance should be placed on, the accuracy, fairness, or completeness, or correctness of the information or the opinions

presented or contained in these materials.

 These materials contain forward-looking statements that reflect the Company’s intent, belief and current expectations

about future events and financial results. These statements can be recognized by the use of words such as “expects,”

“plans,” “will,” “estimates,” “projects,” “intends,” or words of similar meaning. These forward-looking statements are not

guarantees of future performance. They are based on a number of assumptions about the Company’s operations and are

subject to risks, uncertainties and other factors beyond the Company’s control. Accordingly, actual results may differ

materially from these forward-looking statements. Factors that could cause such differences 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 and under “Business Risk” of the securities report (yukashouken houkokusho) filed

with the Director of the kanto local Finance Bureau.

 Some of the financial information in these materials is unaudited.

 The Company believes that it will be considered a “passive foreign investment company” for United States Federal income

tax purpose in the year to which these consolidated financial results relate and for the foreseeable future by reason of the

composition of its assets and the nature of its income. A U.S. holder of the shares or ADSs of the Company is therefore

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.

 Nothing in this document shall be considered as an offer to sell or solicitation of an offer to buy any security, commodity or

other instrument, including securities issued by the Company or any affiliate thereof.

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Table of Contents

I. Overview

II. Characteristics of Robeco

III. Strategic Objectives

IV. Conclusions

Roderick Munsters,

Chief Executive Officer, Robeco Group

Appendix

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Overview

 €1,935mm1 for approx. 90.01% equity stake in Robeco

St t i  Asset management company with a strong brand and proven

track record of attractive returns

 Robeco continues to demonstrate high profitability and robust

global Strategic

Acquisition

AUM growth

 Further accelerate “Finance ＋ Services”

 F th i f l b lb i f d ti

Accelerate

G th d Further expansion of global business foundation

 Significant contribution to Net Income, ROE and ROA

Growth and

Expansion

 Rabobank owns ORIX’s stock of €150mm

Strategic Alliance  Rabobank retains 9.99% equity stake in Robeco

Rabobank

 Robeco keeps existing collaborative relationships with

Rabobank

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1 Sale and Purchase Agreement, it is agreed that additional consideration will be paid in cash in accordance with performance of Robeco’s subsidiaries during each of the fiscal

years from FY2013 (after the transaction is completed) to FY2015.

Characteristics of Robeco

1 Robust AUM Growth and

Strong Business Foundation

2 Well-diversified Portfolio

g

Well Business 3 Excellent Management Team and

High Profitability

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Robust AUM Growth and Strong Business Foundation

 With more than 80-year history, Robeco boasts both

...