ACDU possible do spinoffs? Hmmm, check this out: www.sec.gov/interps/legal/slbcf4.txt A. The Subsidiary Does Not Have to Register the Spin- Off if Five Conditions are Met It is the Division's view that the subsidiary does not have to register a spin-off under the Securities Act when: /4 * the parent shareholders do not provide consideration for the spun-off shares; * the spin-off is pro-rata to the parent shareholders; * the parent provides adequate information about the spin-off and the subsidiary to its shareholders and to the trading markets; * the parent has a valid business purpose for the spin-off; and * if the parent spins-off "restricted securities," it has held those securities for at least two years.