4 Nov 2016 09:05
Spin-off Completion Report
Ⅰ. Timeline
Event | Date | |
Resolution of Board of Directors | 09/12/2016 | |
Issue of Spin-off report | 09/12/2016 | |
Submission of Decision on Spin-off Report | 09/12/2016 | |
Finalizing the shareholder list | 09/28/2016 | |
Closure of Share transfer book | Start date | 09/29/2016 |
End date | 10/04/2016 | |
Extraordinary General Meeting of Shareholders for the approval of Spin-off report | 10/27/2016 | |
Spin-off | 11/01/2016 | |
General assembly of corporate division report and inaugural meeting | 11/02/2016 | |
Spin-off registration | 11/04/2016 | |
(Note) The general assembly of corporate division report or inaugural meeting provided above was replaced
with the notice and resolution of Board of Directors.
Ⅱ. Change in stock or ratio of shares owned by major shareholders
Not applicable as this transaction constitutes a straight spin-off
Ⅲ. Appraisal rights of shareholders
Not applicable as this transaction constitutes a straight spin-off
Ⅳ. Protection of creditors
According to Paragraph 1 of Article 530-9 of the Commercial Act, Samsung Electronics Co., Ltd.
(hereinafter referred to as "the Company"), and S-Printing Solution Co., Ltd. (hereinafter referred to
as "the New Corp.") shall be jointly liable for liabilities of the Company that existed prior to spin-off.
Ⅴ. Relevant lawsuits
As of the date of this report, no lawsuits that can affect the validity of the spin-off have been filed.
Ⅵ. New shares allotment
As this transaction constitutes a straight spin-off, 100% of the shares issued by the New Corp were
allotted to the Company.
Ⅶ. Pre/Post Spin-Off Financial Position
Pre/Post Spin-Off Financial Position (June 30, 2016)
(Unit:KRW million)
Item | Pre spin-off | Post spin-off | |
Surviving entity | New entity | ||
I. Assets | 163,313,133 | 163,103,998 | 347,658 |
1. Current assets | 65,317,792 | 65,070,212 | 247,580 |
2. Non-current assets | 97,995,341 | 98,033,786 | 100,077 |
II. Liabilities | 30,303,810 | 30,094,675 | 209,135 |
1. Current liabilities | 26,742,315 | 26,613,443 | 128,872 |
2. Non-current liabilities | 3,561,495 | 3,481,232 | 80,263 |
III. Equity | 133,009,323 | 133,009,323 | 138,523 |
1. Equities | 897,514 | 897,514 | 50,000 |
2. Share premium | 4,403,893 | 4,403,893 | 88,523 |
3. Retained earnings | 138,556,832 | 138,556,832 | - |
4. Other components of equity | -10,848,916 | -10,848,916 | - |
(Note) The above figures are based on the financial position as of June 30, 2016 and can be adjusted in
accordance with business circumstances by the date of spin-off.
Samsung El.gdr (SMSN)