- 19 - 4. ACQUISITION OF BUSINESSES On July 10, 2021, the Group entered into the Shares Purchase Agreement to acquire 100% share of Allnex Holding GmbH, who is a leader in special coating resins and crosslinkers business directly from Allnex Holdings S.à.r.l. Subsequently on December 29, 2021, the Group completed the share acquisition of subsidiaries for a cash consideration of Euro 3,561 million or approximately equivalent to Baht 136,741 million in December 2021. Management believes that the acquisition is harmonised with the business strategy of the Company toward the business of specialties arena, specifically to increase profit contribution from and capture growth opportunities in High Value Business, which matches the global megatrend. The purchase under this condition is in accordance with TFRS 3 Business Combinations, requires the recognition of assets, liabilities and contingent liabilities acquired at the acquisition date at fair value within the measurement period, which must not exceed one year from the acquisition date. The Group hired an independent appraiser to determine the fair value of assets and liabilities acquired, from the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date. However, the fair value of assets and liabilities acquired has not yet completed. Upon the completion of the fair value determined by independent appraisers, the fair value of assets and liabilities acquired will be adjusted accordingly. Accordingly, the fair value of assets and liabilities acquired have been provisionally determined at the acquisition date. Such business acquisition was completed on December 29, 2021. However, the Group considered to use the financial information as at December 31, 2021 for determine the fair value of assets and liabilities acquired because of immaterial variance. The following summarises the major classes of consideration transferred, and the recognised amounts of assets and liabilities acquired at the acquisition date: Assets and liabilities acquired as at December 31, 2021: Fair value (in million Baht) Cash and cash equivalents 4,068 Trade receivables 8,261 Other receivables 1,649 Inventories 16,770 Investments in joint ventures 722 Non-current investments in financial assets 191 Property, plant and equipment 27,278 Right-of-use assets 1,805 Intangible assets 78,329 Deferred tax assets 1,839 Other assets 272 Short-term borrowings (12,717) Trade payables (12,020) Other payables (8,568) Long-term borrowings (9,358) Lease liabilities (1,902) Deferred tax liabilities (26,635) Provisions for employee benefits (4,638) Other liabilities (2,886) Net identifiable assets acquired, and liabilities assumed 62,460 Non-controlling interest acquired (1,126) Net assets and liabilities acquired 61,334 Loss on derivatives 820 Goodwill 74,587 Total consideration 136,741 Cash acquired (4,068) Net consideration 132,673 251 BUSINESS OPERATION AND PERFORMANCE CORPORATE GOVERNANCE FINANCIAL REPORTS AND FINANCIAL STATEMENTS APPENDIX
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