Worth reading
64In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
37789219709
Yen (approximate aggregate book value of the shares to be distributed as an in-kind dividend)Wording
Conditional
How definitive the wording is.This transaction
This spin-offCounterpartyShareholders of Resonac Holdings Corporation
Disclosing companyResonac Holdings Corporation
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
• Manufacture and sale of basic petrochemical products, including ethylene and propylene • Manufacture and sale of organic chemical products using acetic acid as the principal raw material • Manufacture and sale of synthetic resin products, and related businesses
Location Oita City, Oita Prefecture, and Minato-ku, TokyoShare capital ¥110 millionDate of incorporation 1 August 2024
Net Sales¥303,926 million (fiscal year ended December 2025)
Operating profit¥4,211 million (fiscal year ended December 2025)
Net income for the current fiscal year¥3,096 million (fiscal year ended December 2025)
Net assets¥74,649 million (fiscal year ended December 2025)
Consideration and expenses
Type of ConsiderationIn-kind dividend (Kurasasu Chemical common shares), at a ratio of 1 Kurasasu Chemical share for each 1 share of the Company's common stock
Amount of extraordinary income (loss)Under IFRS, if fair value after deducting incremental costs is below book value, the difference is expected to be recognized as a loss in profit or loss from discontinued operations. The specific amount and quarter of recognition are not disclosed.
Impact on Business Performance
The impact of implementing this spin-off on the Company's consolidated results is still under review and has not been finalized at this time.
Procedures and assumptions
Conditions Precedent to ExecutionApproval must be obtained from the Tokyo Stock Exchange for the listing of Kurasasu Chemical common shares, and that approval must not be revoked.
Management structure after acquisitionIn connection with the listing, Kurasasu Chemical employees are expected to change from Resonac Holdings Corporation and Resonac Corporation to Kurasasu Chemical. The representative director and president will be Fukuda Hirotsugu (福田浩嗣). Following the listing of Kurasasu Chemical shares, transactions with the Company are being considered for termination in principle, while the necessity and appropriateness of the terms will be reviewed for transactions that continue.
| Item | Details |
|---|---|
| Transaction name | This spin-off |
| Counterparty name | Shareholders of Resonac Holdings Corporation |
| Name of the Subject Company | Crasus Chemical Inc. |
| Business Description of the Subject Company | • Manufacture and sale of basic petrochemical products, including ethylene and propylene • Manufacture and sale of organic chemical products using acetic acid as the principal raw material • Manufacture and sale of synthetic resin products, and related businesses |
| Location of the Subject Company | Oita City, Oita Prefecture, and Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥110 million |
| Date of Establishment of the Subject Company | 1 August 2024 |
| Net Sales of the Subject Company | ¥303,926 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | ¥4,211 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | ¥3,096 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥74,649 million (fiscal year ended December 2025) |
| Type of Consideration | In-kind dividend (Kurasasu Chemical common shares), at a ratio of 1 Kurasasu Chemical share for each 1 share of the Company's common stock |
| Voting rights ownership percentage | Before 100% → after Less than 20% |
| Amount of extraordinary income (loss) | Under IFRS, if fair value after deducting incremental costs is below book value, the difference is expected to be recognized as a loss in profit or loss from discontinued operations. The specific amount and quarter of recognition are not disclosed. |
| Impact on Business Performance | The impact of implementing this spin-off on the Company's consolidated results is still under review and has not been finalized at this time. |
| Date of board resolution | 25 August 2026 |
| Execution Date / Effective Date | 1 October 2026 (Thursday), scheduled |
| Conditions Precedent to Execution | Approval must be obtained from the Tokyo Stock Exchange for the listing of Kurasasu Chemical common shares, and that approval must not be revoked. |
| Management structure after acquisition | In connection with the listing, Kurasasu Chemical employees are expected to change from Resonac Holdings Corporation and Resonac Corporation to Kurasasu Chemical. The representative director and president will be Fukuda Hirotsugu (福田浩嗣). Following the listing of Kurasasu Chemical shares, transactions with the Company are being considered for termination in principle, while the necessity and appropriateness of the terms will be reviewed for transactions that continue. |
Items this document does not state (13)
Acquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountContract DateValuation methodologyIndependent valuation institutionSpecial Committee
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.The disclosure states that a resolution was passed to implement this spin-off, and that the implementation is conditional on obtaining approval from the Tokyo Stock Exchange for the listing of Kurasasu Chemical common shares and that approval not being revoked. No strategic rationale for the transaction is expressly stated.
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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.