ESR Group Limited Interim Report 2023 Notes to Condensed Consolidated Financial Information 30 June 2023 97 30. FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (continued) Liabilities measured at fair value Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) Total US$’000 US$’000 US$’000 30 June 2023 (unaudited) Financial derivative liabilities 22 – 22 Redemption value of option – 100,733 100,733 22 100,733 100,755 31 December 2022 (audited) Financial derivative liabilities 78 – 78 Redemption value of option – 93,687 93,687 78 93,687 93,765 During the six months ended 30 June 2023, there were no transfers of fair values measurements into or out of Level 3 for financial liabilities. 31. EVENTS AFTER THE REPORTING PERIOD On 10 July 2023, the Company completed the issuance of (i) JPY20,000,000,000 1.163% fixed rate notes due 2026; and (ii) JPY10,000,000,000 1.682% fixed rate notes due 2030 under its US$2,000,000,000 Multicurrency Debt Issuance Programme. The notes were listed on SGX-ST on 11 July 2023. Pursuant to announcement made on 12 January 2023, ESR V Investor 5 Pte. Ltd. (“ESR V Investor 5”) which is a wholly owned subsidiary of the Company may, at any time after the completion of the subscription pursuant to the share subscription agreement dated 12 January 2023 entered into between BW Industrial Development Joint Stock Company (“BW”), ESR V Investor 5 and the Company and before (but including) 30 September 2023, in its sole discretion elect to subscribe for such number of additional shares so that it will hold no less than 15.0% of the issued shares of BW (on a fully diluted basis) on the completion of such subscription. On 4 August 2023, ESR V Investor 5 exercised the additional subscription right to subscribe for 99,034,399 additional issued shares in BW (the “Additional Subscription”). On completion of the Additional Subscription, ESR V Investor 5 will hold 15.57% of the issued shares of BW, assuming that BW does not issue any additional shares from the date of the announcement to completion of the Additional Subscription. On 4 August 2023, ESR Investor 3 (Cayman), Ltd. (“ESR Investor 3”, a wholly-owned subsidiary of the Company), RW HO B Pte. Ltd. (“JV Company”) and ESR Singapore Pte. Ltd (“JV Manager”) entered into a shareholders’ agreement (the “Shareholders’ Agreement”) with Reco Oleander Private Limited (“Investor”) in connection with the development of a new distribution centre in Japan (“Project”). ESR Investor 3 and the Investor will hold shares in the JV Company in the same proportion as the allocation of the maximum aggregate capital commitment to the JV Company as between ESR Investor 3 and the Investor, being 40% by ESR Investor 3 and 60% by the Investor. ESR Investor 3’s capital commitment to the JV Company is JPY13.8 billion. In addition to the Shareholders’ Agreement as mentioned above, on the same day, RW Higashi Pte. Ltd. (“Seller”), a 70% owned subsidiary of the Company, and the JV Company (“Purchaser”) entered into the Sale and Purchase Agreement in relation to the sale of the entire issued share capital of RW Higashi SPE 1 Pte. Ltd. (“Sale Company 1”) and HGS Japan Pte. Ltd. (“Sale Company 2”) (“Share Transfers”). The consideration for the Share Transfers comprised of shares consideration of JPY12.9 billion and shareholder loans consideration of JPY5.3 billion. Upon completion, each of Sale Company 1 and Sale Company 2 will cease to be a subsidiary of the Company.
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