Tropicana Corporation Berhad Annual Report 2020

18. INVESTMENTS IN SUBSIDIARIES (CONT'D.) (a) Group restructuring (cont'd.) The following group restructuring took place in the previous financial year: (cont'd.) (xx) On 28 November 2019, the Company has disposed its entire 501,000 Ordinary Shares representing 50.1% equity interest in Tropicana Sanctuary Holdings Sdn Bhd (" TSanc Holdings ") for a disposal consideration of RM49,037,143. Subsequently, on 29 November 2019, the Company acquired 1,540,000 Ordinary Shares of Tropicana Sanctuary Development Sdn Bhd (" TSanc Development ") for a total cash consideration of RM237,032,732. Following the completion of the acquisition, TSanc Development had become a 70% owned subsidiary of the Company. (xxi) On 29 November 2019, Tropicana Seri Jutaan Sdn Bhd (" TSJSB ") (fka Pluto Realty Sdn Bhd) and Tropicana Seri Tabah Sdn Bhd (" TSTSB ") (fka Waves Realty Sdn Bhd) were incorporated as private companies limited by shares in Malaysia under the Companies Act 2016. The entire issued share capital TSJSB and TSTSB of RM1 each respectively comprising 1 Ordinary Share each is held by the Company. (xxii) On 24 January 2019, the Company had entered into twelve (12) conditional share purchase agreements with Tan Sri Dato’ Tan Chee Sing (" TSDT ") and/or persons connected to him to acquire the following entities (" Acquiree Companies "). Upon the acquisition being duly completed on 29 November 2019, the Acquiree Companies became subsidiaries of the Group. Effective Purchase interest consideration No Name of Company (%) RM'million 1 Tropicana GP Views Sdn Bhd (fka GP Views Development Sdn Bhd) 100 19.6 2 Tropicana Scenic Development Sdn Bhd 100 1.0 3 Tropicana Firstwide Sdn Bhd 100 43.2 4 Tropicana Rhythm Crest Sdn Bhd 100 2.8 5 Tropicana Lingkaran Utama Sdn Bhd and its wholly-owned subsidiary, Tropicana Southern Gallery Sdn Bhd 100 1.0 6 Tropicana Danga Lagoon Development Sdn Bhd and its wholly-owned subsidiaries, Tropicana Danga Lagoon Land Sdn Bhd and Tropicana Danga Lapanbelas Sdn Bhd 100 6.7 7 Tropicana Danga Lagoon Garden Sdn Bhd 100 0.3 8 Tropicana Acehub Sdn Bhd and its 65% owned subsidiary, Lido Waterfront Boulevard Sdn Bhd 100 97.6 9 Tropicana Kiara Lestari Development Sdn Bhd 100 25.0 10 Tropicana Kiara Lestari Land Sdn Bhd 100 20.0 11 Suasana Metro Sdn Bhd 70 0.2 Total purchase consideration 217.4 (xxiii) On 5 December 2019, the Company has partially redeemed the Redeemable Convertible Unsecured Loan Stocks issued by Tropicana Development (Johor Bahru) Sdn Bhd (" TDJBSB ") for RM21,794,581 by offsetting of amounts owing by the Company to TDJBSB. (xxiv)On 31 December 2019, the Company has fully redeemed the Redeemable Convertible Unsecured Loan Stocks issued by Tropicana Jaya Sdn Bhd (" TJSB ") for RM3,189,423 by offsetting of amounts owing by the Company to TJSB. (xxv) On 31 December 2019, the Company has completed a capital reduction exercise to reduce its investment in a subsidiary, Tropicana Danga Bay Land Sdn Bhd by cancelling 13,800,000 of RNCPS, all of which are held by the Company amounting to RM13,800,000. (xxvi)On 31 December 2019, Tropicana Jaya Sdn Bhd has redeemed 4,700,000 RNCPS held by the Company at a redemption price of RM1 each. The above acquisitions and disposals of the subsidiaries did not have any material effect on the financial results and position of the Group except for the transactions stated in Note 18(a)(xxii) as disclosed in Note 18(c). 18. INVESTMENTS IN SUBSIDIARIES (CONT'D.) (b) Impairment loss During the financial year, an impairment loss amounting to RM16,895,000 (2019: RM62,916,000) was recognised in the profit or loss of the Company as the recoverable amounts of certain subsidiaries were lower than their carrying amounts as at the reporting date. (c) Acquisition of Acquiree Companies The fair values of the identifiable assets and liabilities of Acquiree Companies as at the date of acquisition, 29 November 2019 were: 2019 Carrying Fair amount value RM'000 RM'000 Property, plant and equipment 3,336 3,336 Inventories 2,692,562 3,325,900 Deferred tax assets 14,059 14,059 Trade and other receivables 268,854 268,854 Cash and cash equivalents 14,877 14,877 Total assets 2,993,688 3,627,026 Deferred tax liabilities (176,262) (328,263) Borrowings (423,156) (423,156) Trade and other payables (1,852,748) (1,852,748) Contract liabilities (244,737) (244,737) Tax payable (1,684) (1,684) Total liabilities (2,698,587) (2,850,588) Net identifiable assets 295,101 776,438 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 December 2020 ANNUAL REPORT 2020 TROPICANA CORPORATION BERHAD FINANCIAL STATEMENTS AND OTHER INFORMATION 238 239