NEWS & EVENTS
Signing of Fourth Amendment Letter to the Uncommitted Banking Facilities between Protelindo, Iforte, KIN and JPMorgan Chase Bank, N.A., Jakarta Branch
Jakarta, March 19, 2020 | Source: Company

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, are submitting an additional Report on Information or Material Fact as described below.

Name of Issuer or Public Company : PT Sarana Menara Nusantara Tbk. (the Company”)
Scope of Business :

Providing services (except services in the field of law and tax) and investment in other companies.

Telephone : 021-2358 5500
Facsimile : 021-2358 6446
E-mail : investor.relations@ptsmn.co.id

 

1. Date of Occurrence

March 17, 2020.

2. Type of Material Information or Facts

Signing of Fourth Amendment Letter to the Uncommitted Banking Facilities Offer Letter between:

  1. PT Profesional Telekomunikasi Indonesia (“Protelindo”) which is a subsidiary company which 99.9997% of its shares are owned by the Company;

  2. PT Iforte Solusi Infotek (“Iforte”) which is a subsidiary company which 99.99% of its shares are owned by Protelindo;

  3. PT Komet Infra Nusantara (“KIN”) which is a subsidiary company which 99.9999% of its shares are owned by Protelindo; and

  4. JPMorgan Chase Bank, N.A., Jakarta Branch (“JPMorgan”), a banking institution which does not have any affiliated relations with the Company.

3. Description of the Additional Information or Material Fact

On March 17, 2020, Protelindo signed Fourth Amendment Letter to the Uncommitted Banking Facilities Offer Letter with JPMorgan (“Fourth Amendment Letter”).  

 

The Fourth Amendment Letter was an amendment to the Uncommitted Banking Facilities Offer Letter dated April 20, 2018 between Protelindo and JPMorgan, which was amended by First Amendment Letter dated October 8, 2018, Second Amendment Letter dated April 23, 2019 and Third Amendment Letter dated January 27, 2020 (“hereinafter all amendments shall collectively be referred to as the “Original Offer Letter”).

 

The information mentioned in this Disclosure of Information is made in accordance with the Fourth Amendment Letter which is an inseparable and integral part of the transaction in the Original Offer Letter.

 

Regarding the Original Offer Letter, the Company submitted Disclosure of Information to OJK, respectively, on April 24, 2018, October 15, 2018, April 24, 2019 and January 29, 2020.

 

The following are several important information in connection with Fourth Amendment Letter:

  • The total amount facilities provided for Protelindo, Iforte and KIN shall not exceed IDR700,000,000,000,- (seven hundred billion Rupiah) with the following details:

    • Revolving credit facility and overdraft facility in total shall not exceed IDR700,000,000,000,- (seven hundred billion Rupiah) and bank guarantee in total shall not exceed IDR500,000,000,000,- (five hundred billion Rupiah) available to Protelindo;
    • Revolving credit facility and overdraft facility in total shall not exceed IDR200,000,000,000,- (two hundred billion Rupiah) available to Iforte; and
    • Revolving credit facility and overdraft facility in total shall not exceed IDR50,000,000,000,- (fifty billion Rupiah) available to KIN.

(the above facilities will hereinafter be referred to as the “Facilities”).

  • The purposes of the Facilities are to support the working capital needs and/or general objectives of Protelindo, Iforte and KIN;

  • This is the joint and several liability Facilities made between Protelindo, Iforte and KIN.
  • The term of the Facilities is until April 23, 2021.
  • This Fourth Amendment Letter is governed by the laws of the Republic of Indonesia.

 

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 Fourth Amendment Letter by Protelindo, Iforte and KIN.

 

 

 

 

5. Other information

The Fourth Amendment Letter are not considered material transactions 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. Therefore, the Company is obliged to submit disclosure of information under POJK 31. 

 

Further, the Fourth Amendment Letter do not contain any conflict of interests and are not affiliated transactions as contemplated under Regulation No. IX.E.1, because Protelindo, Iforte and KIN and the third party as the lender of the loan facility do not have any affiliated relations.