FGV Annual Report 2013

Felda Global Ventures Holdings Berhad 254 NOTES TO THE FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013 22 INVESTMENT IN SUBSIDIARIES (Cont’d.) (c) Acquisition of biodiesel refinery and glycerine purification plant (Cont’d.) The effects of the acquisition of the business on the financial results of the Group during the financial year is shown below: RM’000 Revenue 46,687 Cost of sales (43,647) Gross profit 3,040 Other operating income 2,943 Administrative expenses (4,978) Profit before taxation 1,005 Taxation 387 Profit after taxation 1,392 As the plant was dormant, there are no effects had the acquisition taken effect at the beginning of the financial year. (d) Acquisition of Cambridge Nanosystems Limited (“CNL”) On 16 December 2013, FGVD entered into a Sale Purchase Agreement (“SPA”) with the shareholders of CNL to acquire a 70% equity interest in CNL for a total consideration of GBP 10.0 million (RM54.13 million), which was completed on the same day. As at 31 December 2013, the Group has paid GBP4 (RM22) and gained control of CNL. The remaining purchase consideration will be paid upon achievement of the Technical Milestones as declared and verified by an independent third party whom shall be jointly appointed by the Company and CNL. Contingent consideration of the Technical Milestones has not been recognised as the feasibility was remote as at 31 December 2013. Management has carried out a provisional purchase price allocation (“PPA”) for the acquisition of CNL and the effects are not significant to the Group. The effects to the results of the Group for the financial year and effects had the acquisition taken effect at the beginning of the financial year are not material (d) Incorporation, acquisition and dissolution of subsidiaries in previous financial year ∞ On 6 January 2012, the Company incorporated Felda Global Ventures Plantations Sdn. Bhd. (“FGV Plantations”), a private limited liability company, incorporated and operating in Malaysia. × On 6 January 2012, the Company incorporated Felda Global Ventures Downstream Sdn. Bhd. (“FGV Downstream”), a private limited liability company, incorporated and operating in Malaysia. + On 6 January 2012, FGV Plantations incorporated Felda Global Ventures Plantations (Malaysia) Sdn. Bhd. (“FGVPM”), a private limited liability company, incorporated and operating in Malaysia. ≠ On 17 February 2012, the Company incorporated Pakatan Mastiara Sdn. Bhd., a private limited liability company, incorporated and operating in Malaysia. On 28 March 2012, the company changed its name to Felda Global Ventures Shared Services Centre Sdn. Bhd. (“FGV SSC”). © On 12 April 2012, the Company entered into a Sale and Purchase Agreement with FGV Downstream, a wholly-owned subsidiary, to dispose its 100% equity interest in the ordinary shares in Felda Global Ventures North America Sdn. Bhd. (“FGVNA”) for a cash consideration of RM632,100,038, which resulted in a gain on disposal of RM2,227,760 to the Company. The transaction was completed on 9 May 2012. • On 12 April 2012, the Company entered into a Sale and Purchase Agreement with FGV Plantations, a wholly-owned subsidiary, to dispose its 100% equity interest in the ordinary shares in Felda Global Ventures Kalimantan Sdn. Bhd. (“FGVK”) for a cash consideration of RM188,583,121, which resulted in a loss on disposal of RM6,756,146 to the Company. The transaction was completed on 9 May 2012.