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Showa Denko Announces Record Date for Extraordinary Shareholders’ Meeting

TOKYO, May 26, 2022 - (ACN Newswire via SEAPRWire.com) - 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 referredDate 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' MeetingAs 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/.Media contact:Showa Denko K.K., Public Relations Group, Brand Communication Department, Tel: 81-3-5470-3235 Copyright 2022 ACN Newswire. All rights reserved. (via SEAPRWire)

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Showa Denko Announces Change in Effective Date of Company Split (Simplified Absorption-Type Company Split)

TOKYO, May 26, 2021 - (JCN Newswire via SEAPRWire.com) - 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 dateBased 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 changeThe administrative procedures for the corporate splits will take more time than expected.3. Schedule - 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 resultsThe 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/.Media contact:Showa Denko K.K., CSR & Corporate Communication Office, Tel: +81-3-5470-3235 Copyright 2021 JCN Newswire. All rights reserved. (via SEAPRWire)

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Certain Shareholders of Joy Spreader Extend Lock-up Undertakings for 15 months to Demonstrate Their Confidence in the Long-term Development Prospect of the Company

HONG KONG, Mar 23, 2021 - (ACN Newswire via SEAPRWire.com) - On March 23, Joy Spreader Technology. Ltd (HK: 06988) listed on the Hong Kong Stock Exchange announced that the Company has recently received undertaking letters from certain shareholders holding approximately 69.16% of the shares in aggregate, including the controlling shareholders of the Company. In view of their confidence in the long-term development prospect of the Company, the above shareholders voluntarily undertook that without the prior written consent of the Company, they will not dispose (including but not limited to sell or pledge) the shares of the Company beneficially, directly or indirectly, owned by them or their controlled entities for a period of 15 months from the date of the Undertaking Letters in accordance with the terms of the Undertaking Letters.The announcement shows that those shareholders who have voluntarily given the lock-up undertakings include:(1)ZZN. Ltd., ZZD. Ltd. and Laurence mate. Ltd., being the controlling shareholders of the company, of which ZZN. Ltd. and ZZD. Ltd. are wholly owned by Mr. Zhu Zinan and Mr. Zhang Zhidi, respectively. Laurence mate. Ltd. is owned as to 90% by Mr. Zhu Zinan and 10% by Mr. Zhang Zhidi, respectively. Under the concert party agreement, Mr. Zhu Zinan and Mr. Zhang Zhidi in aggregate hold approximately 42.34% of the shares of the Company as at the date of this announcement.(2)Shenzhen Nanhai Growth Win-win Limited, NT Balance Capital Ltd., Jiaxing Baozheng Investment Partnership Enterprise (Limited Partnership), DYD Holding. Ltd., Balance Capital Ltd. and Jack Chen. Ltd., holding approximately 5.70%, 5.44%, 4.98%, 4.73%, 3.33%, and 2.64% of the shares of Joy Spreader, respectively, as at the date of this announcement. The aforesaid shareholders in aggregate hold approximately 26.82% of the shares of Joy Spreader as at the date of this announcement.Joy Spreader was listed on September 23, 2020. The company's restricted shares have been lifted today after being listed for half a year. On this special day, voluntary lock-up undertakings from the controlling shareholders and several third-party shareholders have shown their confidence in the long-term development prospect of the company as well as the industry of performance-based marketing on new media. In recent years, benefiting from the rapid development of text-based we-media and short-video platforms, as well as core advantages of its own data and algorithm, Joy Spreader has achieved a high-speed annual average growth of over 80% for consecutive years. The shareholders' choice to voluntarily lock up their holdings this time has fully demonstrated their high recognition of the investment value of Joy Spreader. Copyright 2021 ACN Newswire. All rights reserved. (via SEAPRWire)

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