253 INTEGRATED ANNUAL REPORT 2025 ACCOUNTABILITY | NOTES TO THE FINANCIAL STATEMENTS 37. FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS 2025 RM million Non-current - Redeemable convertible preference shares 54 During the current financial year, Green EV Charge Sdn Bhd (“GEVCSB”), a non-wholly owned subsidiary of the Company, entered into a Share Subscription Agreement for the issuance of 7,281,906 Redeemable Convertible Preference Shares (“RCPS”) and 24,273,022 RCPS to be subscribed by Yinson Green Technologies (M) Sdn Bhd (“YGTMSB”), a wholly owned subsidiary of the Company and Pantai Feringgi Ventures Sdn Bhd (“Pantai Feringgi”) respectively, for a total consideration of RM130 million. As at 31 January 2025, RM78 million worth of RCPS has been issued, with the remaining RCPS to be issued in tranche(s) within 18 months from the date of the first issuance. The RCPS, which are hybrid financial instruments and combine features of both debt and equity, entitle the holders to preferential rights over ordinary shareholders. The RCPS holders can exercise their option for conversion or redemption of the RCPS only in the occurrence of a Qualified Financing Round i.e. equity investment by new investor(s) in GEVCSB of not less than the pre-agreed amount in proceeds. Accordingly, the RCPS are classified as a financial liability as GEVCSB is obligated to settle the RCPS, either by redemption or conversion, upon the RCPS holder’s exercise of its rights. The RCPS are further measured at fair value through profit or loss (“FVTPL”) as they include embedded conversion options that significantly affect the cash flows of the instrument and do not qualify for separate recognition. The fair value of FVTPL is determined by discounting cash flows discounted with current market lending rate and is classified within Level 3 of the fair value hierarchy. 38. DERIVATIVES Group 2025 2024 Assets RM million (Liabilities) RM million Assets RM million (Liabilities) RM million Hedging derivatives Non-current: - Interest rate swaps (Note (a)) 309 - 346 (28) Current: - Foreign exchange forward contracts (Note (b)) - (1) - (24) - Interest rate swaps (Note (a)) 33 - 38 - 33 (1) 38 (24) (a) Subsidiaries of the Group had entered into a series of USD interest swap contracts with banks. The interest rate swaps reflect the changes in fair value of those interest rate swaps which have been designated as cash flows hedge and are used to manage the exposure to the risk of changes in market interest rates arising from floating rate bank loans of the subsidiaries.
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