NOTES TO THE FINANCIAL STATEMENTS Registration No. 200301030845 (633265-K) - 81 - 6. Investment in Subsidiaries (Cont’d) (b) Acquisition of subsidiaries During the financial year (i) On 5 December 2024, TF Corp Pte. Ltd. (“TF Corp”), a wholly-owned subsidiary of the Company entered into a conditional share sale deed (“SSD”) with Alceon Group Pty. Ltd. for the proposed acquisition of 290,012 ordinary shares in Trovon Group Pty. Ltd. (“TGPL”), representing 100% equity interest in TGPL for a purchase consideration of AUD 100 to be satisfied entirely via cash. The acquisition enables the Group to expand its rail maintenance capabilities and extract operational synergies, including supply chain efficiencies and cost optimisation across the combined operations. (i) Fair value of consideration transferred: Company 30.6.2025 RM (a) Cash consideration 285 (b) Deferred consideration payable/settlement of acquiree loans on behalf of acquiree 893,934 Total fair value of consideration transferred 894,219 The deferred settlement represents the fair value of the Group’s obligation to settle loans on behalf of the acquiree, determined using a discounted cash flow method with a discount rate of 15.81%. The exchange rate applied on the acquisition date was AUD1: RM2.8809. DESTINI BERHAD ANNUAL REPORT 2025 164
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