NEWS & EVENTS
Further Completion of Sale and Purchase Transaction and Assignment of Telecommunication Towers between Protelindo and PT XL Axiata Tbk
Jakarta, July 2, 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”); (ii) 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 (“Regulation IX.E.2”); (iii) 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”); (iv) Letter of PT Sarana Menara Nusantara Tbk No. 006/CS-OJK/SMN/II/20 dated February 11, 2020 regarding Report on Information or Material Fact (“Disclosure of Information dated 11 February 2020”); (v) Letter of PT Sarana Menara Nusantara Tbk No. 023/CS-OJK/SMN/IV/20 dated April 2, 2020 regarding Report on Information or Material Fact (“Disclosure of Information dated 2 April 2020”); and (vi) Letter of PT Sarana Menara Nusantara Tbk No. 045/CS-OJK/SMN/VI/20 dated June 2, 2020 regarding Report on Information or Material Fact (“Disclosure of Information dated 2 June 2020”).

 

 

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

June 30, 2020.

 

2. Type of Material Information or Facts

Further completion of sale and purchase and transfer of tower telecommunications owned by PT XL Axiata, Tbk (“XL Axiata”) to PT Profesional Telekomunikasi Indonesia (“Protelindo”), a company which 99.9997% of its shares are owned directly by the Company (“Further Completion of Sale and Purchase Transaction”), through the signing of:

  1. Tower Lease Agreement dated June 30, 2020, between Protelindo as lessee and XL Axiata as lessor;
  2. Second Deferred Payment Agreement dated June 30, 2020, between Protelindo as purchaser and XL Axiata as seller;
  3. Deed of Assignment and Assumption No. 183 dated June 30, 2020 made before Notary Christina Dwi Utami, SH, M.Hum, M.Kn, between Protelindo as assignee and XL Axiata as assignor; and
  4. Site Keeper Reimbursement Agreement dated June 30, 2020, between Protelindo and XL Axiata.
3. Description of the Additional Information or Material Fact

Protelindo has completed acceptance of transfer of a further 20 telecommunication towers owned by XL Axiata.

The transfer marked the completion of acquisition of a total of 1,640 towers which constitutes as part of the purchase of 1,723 tower telecommunications from XL Axiata to Protelindo, as stated in the Asset Purchase Agreement dated 7 February 2020 (“XL Tower Purchase”).

The XL Tower Purchase has been disclosed in the Disclosure of Information dated 11 February 2020, Disclosure of Information dated 2 April 2020, and Disclosure of Information dated 2 June 2020.

Based on the Second Deferred Payment Agreement dated 30 June 2020, Protelindo and XL Axiata have agreed to cancel approximately 53 sites and extend the period for the transfer of the remaining 30 sites owned by XL Axiata, until 30 September 2020 for the final completion which is subject to the fulfilment of certain conditions.

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 Further Completion of Sale and Purchase Transaction.

 

5. Other information

This transaction constitutes as a part of the XL Tower Purchase, which is a material transaction, however it is an exempted material transaction as stated under number 3 letter a item 5) of Regulation IX.E.2. Therefore, the Company is obliged to submit disclosure of information under POJK 31.