Market Overview

ORIX Corporation to Acquire 30% Shareholding of Avolon Holdings Limited, a Leading Global Aircraft Leasing Company Located in Ireland

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ORIX Corporation ("ORIX") announced today that, via its group company in
Ireland, ORIX Aviation Systems Limited ("ORIX Aviation"), which is not
only an established aircraft leasing and trading company but also a
leading S&P ranked aircraft asset manager, has signed an agreement to
acquire 30% of the outstanding shares of Ireland‐based Avolon Holdings
Limited ("Avolon"), which is a leading global aircraft leasing company.
The acquisition is expected to be completed after the necessary
approvals and/or licenses are obtained.

1. Reason for the acquisition of the shares

ORIX entered into the aircraft finance lease business in 1978 and has
accumulated aviation experience and knowledge over the past 40 years. In
1991, it established ORIX Aviation in Ireland to get a foothold in the
aircraft operating lease business. Since formation ORIX Aviation has
grown to be a major aircraft lessor, asset manager and trading company.
In addition to the leasing of its own portfolio aircraft, it has
developed a unique asset management platform that attracts both domestic
Japanese and international investors, and is the only S&P ranked
aircraft lease servicer worldwide with USD10 billion of aircraft assets
under management. At present, ORIX Aviation owns and manages over 200
aircraft and leases them to more than 70 airlines located in over 30
countries. ORIX Aviation is headquartered in Dublin with an office in
Hong Kong.

Avolon is a leading global aircraft leasing company focused on
acquiring, managing, leasing and selling commercial aircraft. Avolon is
headquartered in Ireland, with offices in the United States, the UAE,
Singapore, Hong Kong and China. In May 2010, Avolon was launched by an
experienced team of aircraft leasing and financing professionals, and
operated as a private company until the initial public offering of the
business in December 2014. Avolon operated as a public company listed on
the New York Stock Exchange under the symbol "AVOL" before being
acquired by Bohai in January 2016. Subsequently, Avolon became the core
aircraft leasing brand for Bohai and its parent, HNA Group. In April
2017, Avolon acquired all of the issued and outstanding equity interest
of C2, the commercial aircraft leasing business of CIT Group.

Avolon focuses on acquiring and maintaining a portfolio of young,
modern, fuel efficient commercial aircraft while seeking to maximize
long-term earnings growth and cash flow generation and drive attractive
risk-adjusted returns through the aviation industry cycle. The business
is operated on a global basis, maintaining a diverse fleet of aircraft
provided to airlines across different geographic regions. As of June 30,
2018, Avolon's owned managed and committed portfolio consisted of 890
aircraft, including 532 owned aircraft, 30 managed aircraft and 328
committed aircraft.

The worldwide demand for aircraft is projected to increase due to the
rise in LCCs and the increase in global passenger traffic also in line
with the rapid economic growth of markets, in particular emerging
markets. The number of the worldwide commercial aircraft fleet is
expected to rise from 24,400 in 2017 to 48,540 in 2037, and passenger
traffic is expected to grow by an average of 4.7% per year*.

Airline demand for aircraft leasing by airlines is projected to increase
with the objective of achieving flexible fleet planning and financing.
Currently, approximately 40% of the commercial aircraft in operation
worldwide are financed by operating leases. More growth is expected, and
many forecasts expect this ratio to reach almost 50% in the future.

By virtue of the acquisition of the shares of Avolon, ORIX aims to
achieve sustainable long term growth of its business by way of
strengthening its access to the manufacturer order positions that Avolon
holds and also further expanding its aircraft leasing business
investment universe. ORIX strives to further increase its presence in
the global aircraft leasing market via its collaboration with Avolon and
by utilizing of the considerable experience and knowledge that ORIX has
gained through its long involvement in both aircraft leasing and
financing.

*Source:Boeing Commercial Market Outlook 2018-2037

2. Overview of the entity acquiring shares

(1)     Name     ORIX Aviation Systems Limited
(2)     Address     Booterstown Hall, Booterstown Avenue, Booterstown, Co. Dublin,
Ireland
(3)     Name and title of representative     David Power

Chief Executive Officer

 

James Meyler

Deputy Chief Executive Officer & Chief Commercial Officer

(4)     Description of business     Aircraft leasing
(5)     Stated capital     USD 300,000
(6)     Date of establishment     March 6, 1991
(7)     Major shareholder and its shareholding percentage     ORIX Corporation     100%
           

3. Overview of the company whose shares are to be acquired

(1)     Name     Avolon Holdings Limited
(2)     Address     PO Box 309, Ugland House, Grand Cayman, KY1‐1104, Cayman Islands
(3)     Name and title of representative     Dómhnal Slattery

Director and Chief Executive Officer

 

John Higgins

President and Chief Commercial Officer

(4)     Description of business     Aircraft leasing
(5)     Stated capital     USD 0.00001
(6)     Date of establishment    

June 5, 2014 (started the business in May 2010)

 

(7)

 

   

Major shareholder and its shareholding percentage

    Global Aviation Leasing Co., Ltd.     62.95%
        Hong Kong Bohai Leasing Asset Management

Corp., Limited

    37.05%

 

(8)

 

Relationship between ORIX and the company

 

Capital relationship     There is no capital relationship between ORIX and Avolon.
Personal relationship     There is no personal relationship between ORIX and Avolon.
        Business relationship     ORIX Aviation has undertaken aircraft sales and purchase
transactions with Avolon.

 

(9)

   

Consolidated operating results and consolidated financial position
of Avolon for the most recent financial year

(USD million)

Fiscal year ended

          December 31, 2017
Consolidated net assets           7,332
Consolidated total assets           27,109

Consolidated net sales

          2,368

Consolidated operating income

 

          1,240

Consolidated ordinary income

 

          625
Net income attributable to

shareholders of parent company

          534
 

4. Overview of the counterparties to the share acquisition

(1)     Name     Bohai Capital Holding Co., Ltd.
(2)     Address     No. 93, Huanghe Road, Urumchi, Xinjiang Uygur

Autonomous Region

(3)     Name and title of representative     Yiqun Zhuo

Chairman and Chief Executive Officer

(4)     Description of business     General Leasing, Leasing Consulting, Equity Investment, Investment
Consulting and Services
(5)     Stated capital     RMB 6,185 million
(6)     Date of establishment     August 30, 1993
(7)     Net assets     RMB 31,637 million (as of December 31, 2017)
(8)     Total assets     RMB 300,394 million (as of December 31, 2017)
(9)     Major shareholder and its shareholding percentage     HNA Capital Holding Co., Ltd.     34.91%
           
(1)     Name     Global Aviation Leasing Co., Ltd.  
(2)     Address     PO Box 309, Ugland House, Grand Cayman, KY1‐1104,

Cayman Islands

 
(3)     Name and title of representative     Chuan Jin

Director

 

Hao Wang

Director

 
(4)     Description of business     Share‐holding  
(5)     Stated capital     USD 4  
(6)     Date of establishment     July 9, 2015  
(7)     Net assets     USD 5,527 million (as of December 31, 2017)  
(8)     Total assets     USD 27,109 million (as of December 31, 2017)  
(9)     Major shareholder and its shareholding percentage    

Hong Kong Bohai Leasing Asset Management Corp., Ltd.

100%

(10)     Relationship between

ORIX and Global

Aviation

    Capital relationship     There is no capital relationship between ORIX and Global Aviation.  
Personal relationship     There is no personal relationship between ORIX and Global Aviation.  
Business relationship     There is no business relationship between ORIX and Global Aviation.  
        Status of the related parties     ORIX is not a related party to Global

Aviation.

 

Bohai Capital Holding Co., Ltd. holds 100% of the outstanding shares of
Hong Kong Bohai Leasing Asset Management Corp., Ltd. through its wholly
owned subsidiary named Tianjin Bohai Leasing Co., Ltd.

5. Number of the shares to be acquired, acquisition price and
shareholding before and after acquisition

(1)     Number of shares held before change     0 shares

(Number of voting rights: 0)

(Percentage of voting rights held: 0%)

(2)     Number of shares to be acquired     728,288 shares

(Number of voting rights: 728,288)

(Percentage of voting rights held: 30.0%)

(3)     Acquisition price    

Ordinary shares of Avolon : USD 2,212 million

Advisor fees, etc. (approximate amount) : USD 5 million

Total (approximate amount) : USD 2,217 million

(4)     Number of shares to be held after change     728,288 shares

(Number of voting rights: 728,288)

(Percentage of voting rights held: 30.0%)

       

6. Schedule

(1)     Date of execution of the share purchase agreement     August 8, 2018
(2)     Date of transfer of shares     November 2018 (Scheduled)
       

7. Outlook going forward

ORIX has disclosed a management target of annual net income growth at
between 4%-8% in its "Mid‐Term Strategic Directions (from FY 3/2019 to
FY 3/2021)" released on October 31, 2017. There is no change to the
management target as a result of the planned share acquisition.

About ORIX:

ORIX Corporation ((TSE: 8591, NYSE:IX) is an opportunistic, diversified,
innovation‐driven global powerhouse with a proven track record of
profitability. Established in 1964, ORIX at present operates a diverse
portfolio of businesses in the operations, financial services, and
investment spaces. ORIX's highly complementary business activities span
industries including: energy, private equity, infrastructure,
automotive, ship and aircraft, real estate and retail financial
services. ORIX has also spread its business globally by establishing
locations in a total of 38 countries and regions across the world.
Through its business activities, ORIX has long been committed to
corporate citizenship and environmental sustainability. For more
details, please visit our website: https://www.orix.co.jp/grp/en/
(As of March 31, 2018)

Caution Concerning Forward Looking Statements:

These documents may contain forward‐looking statements about expected
future events and financial results that involve risks and
uncertainties. Such statements are based on our current expectations and
are subject to uncertainties and risks that could cause actual results
that differ materially from those described in the forwardlooking
statements. Factors that could cause such a difference include, but are
not limited to, those described under "Risk Factors" in the Company's
annual report on Form 20‐F filed with the United States Securities and
Exchange

Commission and under "(4) Risk Factors" of the "1. Summary of
Consolidated Financial Results" of the "Consolidated Financial Results
April 1, 2017 – March 31, 2018."

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