Yinson Annual Report 2018

Notes to the Financial Statements (Cont’d) For the financial year ended 31 January 2018 45. PERPETUAL SECURITIES (i) By Yinson TMC Sdn. Bhd. On 25 September 2015, Yinson TMC Sdn. Bhd., a wholly owned subsidiary of the Company issued perpetual securities of USD100 million. The perpetual securities are: (a) unconditionally and irrevocably guaranteed by the Company; (b) direct, unsecured, unconditional and unsubordinated obligations of the subsidiary; and (c) rank at least pari passu with all other present and future unconditional, unsubordinated and unsecured obligations of the subsidiary at all times, save for such obligations as may be preferred by provisions of law that are both mandatory and of general application. The Perpetual Securities are unrated and are not listed on Bursa Malaysia Securities Berhad or on any other stock exchange and carry an initial periodic distribution rate of 7% per annum. The Perpetual Securities have no fixed maturity date but are callable 5 years from date of issuance at their principal amounts by the Company. The Perpetual Securities may also be redeemed at the option of the Company upon the occurrence of certain events by the Company as per detailed in the terms and conditions of the Perpetual Securities. On 5 October 2017, USD50 million of the issued perpetual securities was redeemed. (ii) By Yinson Juniper Ltd On 5 October 2017, Yinson Juniper Ltd, a wholly owned subsidiary of the Company issued perpetual securities of USD100 million under its USD500 million Multi-Currency Perpetual Securities Programme. The perpetual securities are: (a) unconditionally and irrevocably guaranteed by the Company; (b) direct, unsecured, unconditional and unsubordinated obligations of the subsidiary; and (c) rank at least pari passu with all other present and future unsecured, unconditional and unsubordinated obligations of the subsidiary, save for such obligations as may be preferred by provisions of law that are both mandatory and of general application. The Perpetual Securities have no fixed redemption date but may be redeemed at the option of the subsidiary subject to the condition provisions as detailed in the terms and conditions of the Perpetual Securities. The Perpetual Securities are issued at par with a coupon rate of 7.85% and are officially listed on the Singapore Exchange Securities Trading Limited on 6 October 2017. From the Group’s prespective under MFRS 132 “Financial Instruments: Presentation”, the Perpetual Securities are classified as equity because the payment of any distribution or redemption of the perpetual securities is at the option of the Company and Group. 46. SUMMARY OF EFFECTS OF ACQUISITION OF COMPANIES (i) The Company had on 6 June 2017 increased its investment in Regulus Offshore Sdn. Bhd. (“RO”) from 49% to 70% by acquiring 21,000 ordinary shares representing 21% of the issued share capital of RO for a total consideration of RM469,461. Subsequent to the acquisition, RO ceased to be an associate of the Group and became a 70% direct owned subsidiary of the Group. (ii) Yinson Heather Ltd, an indirect wholly-owned subsidiary of the Group, had on 27 December 2017, acquired from Four Vanguard Servicos E Navegacao LDA 19,600,000 ordinary shares in Anteros Rainbow Offshore Pte. Ltd. (“ARO”), representing 49% equity interest of the issued and paid up share capital of ARO, for a consideration of USD9,000,000 (equivalent to approximately RM36,751,500). Following the completion of the acquisition, ARO ceased to be a joint venture entity of the Group and became an indirect wholly-owned subsidiary of the Group. 184 Yinson Holdings Berhad Annual Report 2018 Accountability