We refer to (i) the Financial Services Authority Rule Number 31/POJK.04/2015 dated 16 December 2015, regarding Disclosure on Material Information or Facts by Issuer or Public Companies (“POJK 31”); and (ii) the Stock Exchange Regulation No. I-E, Attachment of Decree of the Board of Directors of the Jakarta Stock Exchange No.: Kep-306/BEJ/07-2004 dated 19 July 2004 regarding The Obligation of Information Submission (“Rule I-E”).
We, hereby, for and on behalf of PT Sarana Menara Nusantara Tbk (the “Company”), are submitting an additional Report on Information or Material Fact as described below.
|Name of Issuer or Public Company||:||PT Sarana Menara Nusantara Tbk|
|Scope of Business||:||
Providing services (except services in the field of law and tax) and investment in other companies.
|1.||Date of Occurrence||
2 March 2020.
|2.||Type of Material Information or Facts||
Signing of Credit Facility Agreement No. 232/CFA/MZH dated March 2, 2020 between PT Profesional Telekomunikasi Indonesia (“Protelindo”) which is a subsidiary company which 99.9997% of its shares are owned by the Company, with PT Bank Mizuho Indonesia (“Bank Mizuho”), a banking institution which does not have any affiliated relations with the Company.
|3.||Description of the Additional Information or Material Fact||
On March 2, 2020, Protelindo signed Credit Facility Agreement No. 232/CFA/MZH with Bank Mizuho (“Facility Agreement”).
The following are several important information in connection with Facility Agreement:
|4.||The impact of such event, information or material facts towards operational activities, legal, financial condition, or business continuity of the Issuer or Public Company||
There is no material impact to the operational activities, legal or financial conditions or the business continuity of the Company due to the signing of the Facility Agreement by Protelindo.
The Facility Agreement is not considered material transaction as mentioned under number 1 letter a item 2) of Bapepam-LK Regulation No. IX.E.2, Attachment to Decision of Chairman of Bapepam-LK No. Kep-614/BL/2011 dated 28 November 2011 concerning Material Transactions and Change of Main Business Activities because the value of the transaction is less than 20% of the Company’s equity based on the Company’s Financial Statements for the year ended December 31, 2018 (audited) and the facility was directly provided by a banking institution, thus the Company is only obligated to disclose information as stipulated under POJK 31.
Further, the Facility Agreement does not contain any conflict of interests and is not an affiliated transaction as contemplated under Bapepam-LK Regulation No. IX.E.1 Attachment to Decision of Chairman of Bapepam-LK Number Kep-412/BL/2009, dated 25 November 2009 concerning Affiliated Transactions and Conflict of Interest on Certain Transactions, because Protelindo and the third party as the lender of the loan facility do not have any affiliated relations.