Showa Denko Announces 2022 2Q Consolidated Financial Results

Showa Denko K.K. (SDK; TSE:4004) today announced its 2022 2Q consolidated financial results.

2022 Second Quarter Consolidated Financial Statements and summary
– https://www.sdk.co.jp/assets/files/english/ir/library/fss2022-2q.pdf

2022 Second Quarter Financial Results: Presentation Material
– https://www.sdk.co.jp/assets/files/english/ir/library/pdf_presentation/results2022-2q.pdf

Showa Denko Decides on Absorption-type Merger & Company Split, Trade Name Change, and Partial Amendment to Articles of Incorporation to Prepare for Its Transformation into Holding Company Structure
– https://www.sdk.co.jp/assets/files/english/news/2022/20220804_sdknewsrelease3_e.pdf

About Showa Denko K.K.

Showa Denko K.K. (SDK; TSE:4004, ADR:SHWDY) is a major manufacturer of chemical products serving from heavy industry to computers and electronics. The Petrochemicals Sector provides cracker products such as ethylene and propylene, the Chemicals Sector provides industrial, high-performance and high-purity gases and chemicals for semicon and other industries, the Inorganics Sector provides ceramic products, such as alumina, abrasives, refractory/graphite electrodes and fine carbon products. The Aluminum Sector provides aluminum materials and high-value-added fabricated aluminum, the Electronics Sector provides HD media, compound semiconductors such as ultra high bright LEDs, and rare earth magnetic alloys, and the Advanced Battery Materials Department (ABM) provides lithium-ion battery components. For more information, visit www.sdk.co.jp/english/.

Showa Denko Announces Record Date for Extraordinary Shareholders’ Meeting

Showa Denko (SDK) (Tokyo: 4004) decided at its Board of Directors’ meeting today to prescribe a record date for an extraordinary general shareholders’ meeting scheduled for September 29, 2022 in accordance with Article 124 of the Companies Act (hereinafter “Extraordinary Shareholders’ Meeting”), as follows:

1. Record Date to be prescribed for convocation of Extraordinary Shareholders’ Meeting

1) Record Date: June 30, 2022 (Thursday)

2) Date of public notice concerning prescription of Record Date: June 15, 2022 (Wednesday)

3) Method of public notice: An electronic public notice will be given on SDK’s website at: https://www.sdk.co.jp/

4) Persons entitled to exercise rights as of Record Date and content of the rights:
The shareholders that have been entered or recorded in the final shareholder register as of the Record Date will be entitled to exercise their voting rights at Extraordinary Shareholders’ Meeting to be held in September 2022.

2. Convocation of Extraordinary Shareholders’ Meeting and matters to be referred

Date and hour of Extraordinary Shareholders’ Meeting, matters to be referred, etc. will be decided at a Board of Directors’ meeting in August 2022. Announcement will be made as soon as the decisions are made.

3. Background of Extraordinary Shareholders’ Meeting

As announced in our news release of March 9, 2022 entitled “Showa Denko Group Starts to Consider Transformation into Holding Company Structure,” SDK is considering ways to transform itself into a holding company structure. Specifically, we are considering a company split in which Showa Denko Materials Co., Ltd. (hereinafter “SDMC”) will succeed to entire businesses of SDK. SDMC is a wholly-owned subsidiary of HC Holdings K.K. (hereinafter “HCHD”), in which SDK holds 100% of voting rights.

Furthermore, we are considering a merger between HCHD and SDMC, as well as a company split in which SDK succeeds to part of SDMC’s assets and liabilities.

Extraordinary Shareholders’ Meeting will be convened to discuss relevant amendments to Articles of Incorporation. Details will be announced later as soon as they are finalized.

4. Schedules

– June 30 2022 – Record Date for Extraordinary Shareholders’ Meeting concerning transformation into a holding company structure
– August 2022 (planned) – Board of Directors’ meeting concerning the transformation
– September 2022 (planned) – Extraordinary Shareholders’ Meeting concerning the transformation
– January 2023 (planned) – Implementation of the transformation

About Showa Denko K.K.

Showa Denko K.K. (SDK; TSE:4004, ADR:SHWDY) is a major manufacturer of chemical products serving from heavy industry to computers and electronics. The Petrochemicals Sector provides cracker products such as ethylene and propylene, the Chemicals Sector provides industrial, high-performance and high-purity gases and chemicals for semicon and other industries, the Inorganics Sector provides ceramic products, such as alumina, abrasives, refractory/graphite electrodes and fine carbon products. The Aluminum Sector provides aluminum materials and high-value-added fabricated aluminum, the Electronics Sector provides HD media, compound semiconductors such as ultra high bright LEDs, and rare earth magnetic alloys, and the Advanced Battery Materials Department (ABM) provides lithium-ion battery components. For more information, please visit www.sdk.co.jp/english/.

Showa Denko to Consider Simplified Absorption-type Company Split

Showa Denko (SDK) (Tokyo: 4004) decided at its Board of Directors’ meeting today to consider and prepare for a company split concerning its graphite electrode business.

Under the plan, Shinshu Showa K.K., a consolidated subsidiary of SDK located in Omachi City, Nagano Prefecture, will succeed to SDK’s graphite electrode business in or around January 2023. This company split will be subject to relevant authorities’ approval. Details will be announced later as soon as they are decided.

1. Background and objectives

SDK’s graphite electrode business is conducted through a virtual global-scale controlling organization as well as a regional control system involving North/South America, Europe/Middle East/Africa, and Asia. Each regional unit assumes responsibility for earnings. Furthermore, SDK is working to establish common ground for global operations.

Shinshu Showa is an important subsidiary playing a central role in our graphite electrode manufacturing. Through the company split and use of common ground for global operations, Shinshu Showa will serve as a globalized controlling company. This will enable us to increase the speed of decision-making, stabilize, optimize, and further strengthen our graphite electrode business.

2. Method of company split

SDK will be the Company Splitting, and Shinshu Showa will be the Company Succeeding, in the Absorption-type Split. This company split, to take place between SDK and its wholly-owned subsidiary, will fall into the category of Simplified Absorption-type Company Split prescribed in Article 784, paragraph (2), of the Companies Act. Thus, this company split will not be referred to SDK’s general meeting of shareholders. Details will be announced later as soon as they are decided.

3. Schedules

– August 2022 (planned) Board of Directors’ resolution on the company split; conclusion of an Absorption-type Company Split Agreement
– January 2023 (planned) Implementation of the company split

4. Influence on business results

Since this company split will take place between SDK and its wholly-owned subsidiary, the influence on SDK’s consolidated business results will be minimal.

5. Others

Details of this company split, situations after the split, and future prospect will be announced as soon as they are decided.

About Showa Denko K.K.

Showa Denko K.K. (SDK; TSE:4004, ADR:SHWDY) is a major manufacturer of chemical products serving from heavy industry to computers and electronics. The Petrochemicals Sector provides cracker products such as ethylene and propylene, the Chemicals Sector provides industrial, high-performance and high-purity gases and chemicals for semicon and other industries, the Inorganics Sector provides ceramic products, such as alumina, abrasives, refractory/graphite electrodes and fine carbon products. The Aluminum Sector provides aluminum materials and high-value-added fabricated aluminum, the Electronics Sector provides HD media, compound semiconductors such as ultra high bright LEDs, and rare earth magnetic alloys, and the Advanced Battery Materials Department (ABM) provides lithium-ion battery components. For more information, please visit www.sdk.co.jp/english/.

Showa Denko Announces 2022 First Quarter Financial Results

Showa Denko K.K. (SDK; TSE:4004) today announced its 2022 first quarter financial results.

– 2022 First Quarter Consolidated Financial Statements and summary
https://www.sdk.co.jp/assets/files/english/ir/library/fss2022-1q.pdf

The Company also issued the following supporting release:

– 2022 First Quarter Financial Results: Presentation Material
https://www.sdk.co.jp/assets/files/english/ir/library/pdf_presentation/results2022-1q.pdf

About Showa Denko K.K.

Showa Denko K.K. (SDK; TSE:4004, ADR:SHWDY) is a major manufacturer of chemical products serving from heavy industry to computers and electronics. The Petrochemicals Sector provides cracker products such as ethylene and propylene, the Chemicals Sector provides industrial, high-performance and high-purity gases and chemicals for semicon and other industries, the Inorganics Sector provides ceramic products, such as alumina, abrasives, refractory/graphite electrodes and fine carbon products. The Aluminum Sector provides aluminum materials and high-value-added fabricated aluminum, the Electronics Sector provides HD media, compound semiconductors such as ultra high bright LEDs, and rare earth magnetic alloys, and the Advanced Battery Materials Department (ABM) provides lithium-ion battery components. For more information, please visit www.sdk.co.jp/english/.

Showa Denko Decides to Raise Chloroprene Rubber Price

Showa Denko (SDK) (TOKYO: 4004) has decided to raise prices of its chloroprene rubber (a kind of synthetic resin marketed under trade name of Showa Denko Chloroprene) by JPY60/kg or more, which is equivalent to US$470/m.t or more for US-dollar-based transactions and EUR440/m.t. or more for euro-based transactions. The new prices will be effective from May 16, 2022 on shipping date basis.

Showa Denko Chloroprene has the advantage of being highly efficient at oil resistance, thermal resistance, weather resistance, and incombustibility. Showa Denko Chloroprene’s fluid latex products are used for various purposes including medical instruments, adhesives, and waterproofing agents, and its solid dry-tip products are used as parts for automobiles, civil engineering, construction, and other industrial use.

Business environment of Showa Denko Chloroprene remains severe due to a substantial rise in prices of raw materials and electricity charges caused by surging fuel prices. SDK has been making effort to reduce production costs of chloroprene through streamlining of production process. This time, however, we concluded that the Company is under the necessity to raise prices of chloroprene in order to ensure stable supply of our products, and decided to ask our customers to share in a rise in cost of chloroprene rubber. We appreciate our customers understanding on this matter in advance.

About Showa Denko K.K.

Showa Denko K.K. (SDK; TSE:4004, ADR:SHWDY) is a major manufacturer of chemical products serving from heavy industry to computers and electronics. The Petrochemicals Sector provides cracker products such as ethylene and propylene, the Chemicals Sector provides industrial, high-performance and high-purity gases and chemicals for semicon and other industries, the Inorganics Sector provides ceramic products, such as alumina, abrasives, refractory/graphite electrodes and fine carbon products. The Aluminum Sector provides aluminum materials and high-value-added fabricated aluminum, the Electronics Sector provides HD media, compound semiconductors such as ultra high bright LEDs, and rare earth magnetic alloys, and the Advanced Battery Materials Department (ABM) provides lithium-ion battery components. For more information, please visit www.sdk.co.jp/english/.