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Toshiba ducks delisting by submitting long overdue financial report

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Staff Writer

Struggling Toshiba Corp. dodged delisting Thursday by submitting its annual business report for 2016 just before the deadline, accompanied by a shaky sign-off from its auditor.

But other delisting scenarios still loom for the Tokyo-based conglomerate, which must eliminate its massive negative net worth by end of March.

Normally, companies with an April-March business year must file their annual reports with the Kanto Local Finance Bureau by June 30, but Toshiba postponed submission because its auditor needed more time to scrutinize figures related to Toshiba’s troubled U.S. nuclear unit Westinghouse Electric Co.

Although auditor PricewaterhouseCoopers Aarata LLC signed off on the report, it also issued an “adverse opinion” on Toshiba’s internal controls and suggested the ¥652 billion loss related to Westinghouse, which Toshiba posted in the 2016 business year, ought to have been posted in 2015.

Toshiba tried to put a positive spin on the filing, saying that making the deadline was a step forward.

“I think one of our management issues has been solved, ” Toshiba President Satoshi Tsunakawa said at a news conference at Toshiba headquarters in Tokyo.

Asked whether Toshiba’s internal controls were really working, Tsunakawa said the only issue identified by the auditor was related to the U.S. nuclear unit.

“Westinghouse has been off of our consolidated accounts, so we don’t have that problem anymore,” he said.

PwC Aarata was reluctant to greenlight Toshiba’s earnings figures because it was not sure when Toshiba became aware of the huge Westinghouse figures. The losses were caused by cost overruns linked to construction delays for AP1000 reactors in Georgia and South Carolina.

In April, the auditor declined to post an opinion on Toshiba’s 2016 April-December earnings. This rare move prompted Toshiba to file an unaudited report for the nine-month period.

Although Toshiba made the deadline Thursday, there are still two scenarios under which it could be delisted from the Tokyo Stock Exchange: by failing to eliminate its negative net worth and failing to show improvement in its internal management controls.TSE rules stipulate that firms must be delisted if they conclude two consecutive business years in a negative net worth. Because Toshiba ended 2016 with a negative net worth, it was demoted last Tuesday to the TSE’s second section.

As of the end of June, Toshiba had a negative net worth of ¥504 billion. To get cash, it has been trying to sell its flash memory unit, Toshiba Memory Corp., which is worth some ¥2 trillion.

Toshiba announced in June that it had selected a consortium formed by Japanese, South Korean and U.S. investors as the preferred bidder, but the process appears to have stalled because of fierce opposition from its U.S. partner in the chip venture, Western Digital Corp.

Western Digital took the matter to court on the grounds that Toshiba illegally tried to sell the flash memory unit without getting Western Digital’s consent.

Toshiba is seeking to work with Western Digital while negotiating with other possible buyers, including Taiwan’s Hon Hai, Tsunakawa said.

Toshiba does not have a lot of time, he added, as the sale of the flash memory business will be subject to antitrust assessments in other countries, which will take some time to sort out.

Toshiba could also be delisted if an ongoing TSE probe sees no improvement on internal management.

Toshiba’s stock has been placed under a special monitoring alert because of an accounting scandal in which the firm padded its profits. The Japan Exchange Group, which operates the TSE, is conducting a probe to assess whether Toshiba’s internal management has improved.