18. INVESTMENTS IN SUBSIDIARIES (CONT’D.) (a) Group restructuring (cont’d.) During the financial year, the Group and the Company executed and completed an internal Group restructuring scheme involving the following: (cont’d.) (xix) The effects of the acquisition to the financial statements are as follow: (cont’d.) 2021 RM’000 Fair value of net identifiable liabilities, representing Group’s interest in fair value of net identifiable liabilities (172) Goodwill on acquisition 5,306 Total purchase consideration 5,134 The effect of the acquisition on cash flow is as follows: 2021 RM’000 Cash and cash equivalents of subsidiaries acquired – Less: Consideration settled in cash (5,134) Net cash outflow on acquisition (5,134) (xx) On 9 November 2021, the Company completed a capital reduction exercise to reduce its investment in a subsidiary, Tropicana Sinaran Sdn Bhd by cancelling 5,372,730 Class-B Ordinary Shares, all of which are held by the Company amounting to RM5,372,730. (xxi) On 29 November 2021, the Company had incorporated 4 wholly-owned subisidiaries, namely Bestari Golden Sdn Bhd, Bestari Silver Sdn Bhd, Bestari Violet Sdn Bhd and Tropicana Bestari Properties Sdn Bhd with 1 ordinary share representing 100% of total paid-up capital, for a total cash consideration of RM1 each. (xxii) On 30 November 2021, the Company had incorporated a wholly-owned subisidiary, Tropicana Bestari Development Sdn Bhd with 1 ordinary share representing 100% of total paid-up capital, for a total cash consideration of RM1. (xxiii) On 3 December 2021, Pixelcloud Sdn Bhd (“PSB”), a wholly-owned subsidiary of the Company, acquired 167 ordinary shares representing 100% of the total paid-up capital in Cenang Resort Sdn Bhd (“CRSB”), for a total purchase consideration of RM109,300,000. Following the completion of the acquisition, CRSB has become a wholly-owned subsidiary of PSB, which in turn is an indirect wholly-owned subsidiary of the Company. 18. INVESTMENTS IN SUBSIDIARIES (CONT’D.) (a) Group restructuring (cont’d.) During the financial year, the Group and the Company executed and completed an internal Group restructuring scheme involving the following: (cont’d.) (xxiii) The effects of the acquisition of CRSB to the financial statements are as follow: Carrying amount Fair value RM’000 RM’000 Property, plant and equipment 7,811 7,811 Inventories 61,472 181,552 Trade and other receivables 264 264 Contract cost assets 448 1,284 Contract assets 893 893 Cash and bank balances 1,346 1,346 Total assets 72,234 193,150 Deferred tax liabilities – (29,020) Borrowings (34) (34) Trade and other payables (36,577) (36,577) Total liabilities (36,611) (65,631) Net identifiable assets 35,623 127,519 2021 RM’000 Fair value of net identifiable assets, representing Group’s interest in fair value of net identifiable assets 127,519 Gain on a bargain purchase (Note 6) (18,219) Total purchase consideration 109,300 The effect of the acquisition on cash flow is as follows: 2021 RM’000 Cash and cash equivalents of subsidiary acquired 1,346 Less: Consideration settled in cash (109,300) Net cash outflow on acquisition (107,954) FINANCIAL STATEMENTS NOTES TO THE For the financial year ended 31 December 2021 Annual Report 2021 TROPICANA CORPORATION BERHAD FINANCIAL STATEMENTS AND OTHER INFORMATION 292 293
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