Showa Denko Announces Change in Effective Date of Company Split (Simplified Absorption-Type Company Split)
As stated in “the Announcement of Execution of Master Agreement regarding Series of Transactions to Effect, among other matters, the Succession of the Aluminum Can and Aluminum Rolling Businesses through Company Splits (Simplified Absorption-Type Company Splits), and Result in Certain Consolidated Subsidiary Ceasing to be a Consolidated Subsidiary of Showa Denko K.K.”, dated January 28, 2021, the Company originally planned to succeed the aluminum can business of the Company to Showa Aluminum Can Corp., which is a wholly owned consolidated subsidiary of the Company, effective on June 1, 2021.
However, the Board of Directors, at a meeting also held today, passed a resolution to change the effective date of the company split. The Company also decided to change the signing date, June 24, 2021, of the succession of the aluminum rolling business to Showa Denko Sakai Aluminum Corp., which is a wholly owned non-consolidated subsidiary of the Company.
1. Details of the change of date
Based on the article 6 of the company split agreement (aluminum can business), the effective date of the company split (aluminum can business), after consultation between the Company and the Successor Company, will be changed from June 1, 2021 to June 24, 2021.
The signing date of the company split agreement of the aluminum rolling business will be changed to June 25, 2021.
2. Reason for the change
The administrative procedures for the corporate splits will take more time than expected.
– Date of the decision to approve change in effective date by the Board of Directors (aluminum can business): May 26, 2021
– Date of the conclusion of agreement on change of effective date (aluminum can business): May 27, 2021 (Expected)
– Company Split Effective Date (aluminum can business): June 24, 2021 (Expected)
– Company Split Agreement Execution Date (aluminum rolling business): June 25, 2021 (Expected)
– Company Split Effective Date (aluminum rolling business): August 2, 2021 (Expected)
4. Projected impact on financial results
The change in the effective date of the company split (aluminum can business) is expected to have no significant impact on the Company’s consolidated financial results since the Successor Company is a consolidated subsidiary.
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/.