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Occurring Fact8585Orient CorporationFinancials (excluding banks)

Notice Regarding the Execution of a Business Alliance Agreement and Capital Alliance Agreement, and the Scheduled Change in Major Shareholders

Orient Corporation entered into a business alliance agreement with Muninova Holdings Inc. and Mizuho Bank, and a capital alliance agreement with Muninova Holdings Inc. A portion of the Orient Corporation shares held by Mizuho Bank is scheduled to change from Mizuho Bank to Muninova Holdings Inc. on 1 June 2026, after which Muninova Holdings Inc. is expected to become a major shareholder holding 15.0% of voting rights.

Worth reading
36Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
15
Percentage of total shareholder voting rights (%)
Wording
Conditional
How definitive the wording is.

Execution of business alliance and capital alliance agreements and planned change in major shareholders

Subject Entity

Orient Corporation, Muninova Holdings Inc., and Mizuho Bank

Occurrence15 May 2026 (execution of the business alliance and capital alliance agreements and resolution by the Board of Directors)
Same day
Awareness or receipt of notice15 May 2026 (the date on which the Company’s Board of Directors resolved to execute the agreements)
This disclosure05/15/2026
Cause

To consider collaboration that contributes to enhancing corporate value by leveraging the three companies’ strengths against the backdrop of advancing digitalization and increasingly diverse customer needs. The capital alliance is intended to realize the synergies from the business alliance quickly and to the fullest extent, and to ensure its effectiveness.

Change in voting rights ownership ratio

Muninova Holdings Inc.48.79%→15.00%(-33.79pt)

The voting rights ownership percentage is the proportion of the voting rights exercisable at a shareholders' meeting held by the shareholder.

Voting rights ownership percentage before the change

Muninova Holdings Inc.: number of voting rights and number of shares held: –, ownership percentage: – (as of 31 March 2026). Mizuho Bank: 836,403 voting rights (83,640,319 shares), 48.79% (as of 31 March 2026).

Voting rights ownership percentage after the change

Muninova Holdings Inc.: 257,147 voting rights (25,714,700 shares), 15.0%, ranked 2nd among major shareholders. Mizuho Bank: 579,256 voting rights (57,925,619 shares), 33.79%, ranked 1st among major shareholders. In both cases, the change is scheduled for 1 June 2026.

Impact on Earnings Forecast

There is no change to the full-year consolidated earnings forecast for the fiscal year ending March 2027.

Outlook

The capital and business alliances are scheduled to commence on 1 June 2026, when this share transfer will be completed. The impact on the Company’s consolidated results is immaterial, and there will be no change to the full-year consolidated earnings forecast for the fiscal year ending March 2027.

Event that occurred
ItemDetails
Event nameExecution of business alliance and capital alliance agreements and planned change in major shareholders
Date of occurrence15 May 2026 (execution of the business alliance and capital alliance agreements and resolution by the Board of Directors)
Date recognized / date notice received15 May 2026 (the date on which the Company’s Board of Directors resolved to execute the agreements)
Subject EntityOrient Corporation, Muninova Holdings Inc., and Mizuho Bank
CauseTo consider collaboration that contributes to enhancing corporate value by leveraging the three companies’ strengths against the backdrop of advancing digitalization and increasingly diverse customer needs. The capital alliance is intended to realize the synergies from the business alliance quickly and to the fullest extent, and to ensure its effectiveness.
Impact on Earnings ForecastThere is no change to the full-year consolidated earnings forecast for the fiscal year ending March 2027.
Voting rights ownership percentage before the changeMuninova Holdings Inc.: number of voting rights and number of shares held: –, ownership percentage: – (as of 31 March 2026). Mizuho Bank: 836,403 voting rights (83,640,319 shares), 48.79% (as of 31 March 2026).
Voting rights ownership percentage after the changeMuninova Holdings Inc.: 257,147 voting rights (25,714,700 shares), 15.0%, ranked 2nd among major shareholders. Mizuho Bank: 579,256 voting rights (57,925,619 shares), 33.79%, ranked 1st among major shareholders. In both cases, the change is scheduled for 1 June 2026.
OutlookThe capital and business alliances are scheduled to commence on 1 June 2026, when this share transfer will be completed. The impact on the Company’s consolidated results is immaterial, and there will be no change to the full-year consolidated earnings forecast for the fiscal year ending March 2027.
Items this document does not state (16)
Target Locations / ProductsAmount of Impact on Business PerformanceAccounting period in which recognizedType of litigation or proceedingCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityPlanned follow-up disclosure

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

To enhance corporate value by combining the three companies’ customer bases, credit expertise, digital technologies, and expertise in installment payments and settlement services in response to the advancement of digitalization and increasingly diverse customer needs. The capital alliance is intended to realize the synergies from the business alliance quickly and to the fullest extent, and to ensure its effectiveness.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Execution of a Business Alliance Agreement and Capital Alliance Agreement, and the Scheduled Change in Major Shareholders | Orient Corporation (8585) timely disclosure | Komori