Resonac Holdings Corporation has finished separating Crasus Chemical Inc. The in-kind dividend of Crasus shares took effect on 1 October, and Resonac now holds 18.57% of its former wholly owned petrochemical subsidiary. The September listing and the planned structure were covered in Tokyo Brief's earlier report; the filings on 1 October supply the final numbers.
The ownership split
Crasus Chemical's extraordinary report records the change in Resonac's voting power: from 2,344,154 voting rights (100.00%) before the spin-off to 435,266 (18.57%) after. Of Resonac's Crasus holding, 81.43% went to Resonac shareholders as a dividend in kind. Crasus shares began trading on the Tokyo Stock Exchange Standard Market on 29 September, and the spin-off took effect on 1 October, so Resonac is no longer Crasus's parent.
Resonac's large-shareholding change report puts the numbers in shares. It disposed of 190,888,768 Crasus shares to holders on its register at 30 September, and it keeps 43,526,675 of the 234,415,443 shares in issue. The report was filed because Resonac's holding purpose changed and its stake fell by more than one percentage point.
Resonac says Crasus is no longer a consolidated subsidiary. It does not expect to hold significant influence over the company, so the stake sits outside the equity method. The filing says Resonac will still keep some cooperation with Crasus in green transition and carbon neutrality research, while ensuring Crasus's independence.
Book value and tax coefficient
Resonac fixed the book value of the distributed shares at ¥37.99bn, or ¥199.02 a share. The figure comes from its non-consolidated accounts under Japanese standards, and the company says it is not an indication of Crasus's trading price or share value. It will reduce retained earnings by the same amount. In August, Resonac had estimated the total at about ¥37.79bn.
For shareholders, the tax distribution-asset ratio is fixed at 0.085, unchanged from the figure Resonac disclosed on 28 September. The ratio is the coefficient used to work out the tax acquisition cost of the Resonac and Crasus shares held after the spin-off. Resonac plans to send holders of record at 30 September a notice around early November.
Accounting effect still open
Under IFRS 10, Resonac will account for the loss of control of the Crasus segment. In a separate extraordinary report it said the effect on consolidated results is still being examined and will be announced promptly if disclosure is required. The release gives no profit or loss figure for the deconsolidation.