The Signing of the Second Amendment to the Amendment and Restatement of the Facility Agreement between Protelindo, Iforte, STP, BIT, VTS, IBST and IPAY with PT Bank SMBC Indonesia Tbk
TOWER · Friday, 17 April 2026 06:00
In compliance with (i) Financial Services Authority Regulation (“OJK”) No. 31/POJK.04/2015 concerning Disclosure of Information or Material Facts by Issuers or Public Companies (“POJK 31”), (ii) Financial Services Authority Regulation No. 42/POJK.04/2020 concerning Affiliated Transactions and Conflicts of Interest (“POJK 42”), and (iii) Regulation No. I-E concerning the Obligation to Submit Information as stipulated in the Decree of the Board of Directors of the Indonesia Stock Exchange No. Kep-00087/BEI/12-2025, as well as taking into account Financial Services Authority Regulation No. 45 of 2024 concerning the Development and Strengthening of Issuers and Public Companies, and with reference to the Company’s Letter No. 051/CS-OJK/SMN/V/25 dated 20 May 2025 regarding the Disclosure of Information on Material Transactions, we, PT Sarana Menara Nusantara Tbk. (the “Company”), hereby submit the following report on information or material facts:
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Line of Business |
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- Management Consultancy Activities - Holding Company Activities - Construction of Central Communication |
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Phone |
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0291 - 431691 / 021 - 23585500 |
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1. |
Date of Occurrence |
April 17, 2026 |
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Parties to the Transaction |
1. PT Profesional Telekomunikasi Indonesia (“Protelindo”); 2. PT Iforte Solusi Infotek (“Iforte”); 3. PT Solusi Tunas Pratama Tbk (“SUPR”); 4. PT BIT Teknologi Nusantara (“BIT”); 5. PT Varnion Technology Semesta (“VTS”); 6. PT Inti Bangun Sejahtera Tbk (“IBST”); 7. PT Iforte Payment Infrastructure (“IPAY”); dan/and 8. PT Bank SMBC Indonesia Tbk (“Bank”) |
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Type of Material Information or Facts |
1. Bank as lender, and Protelindo, Iforte, SUPR, BIT, VTS, IBST, and IPAY (all of which are consolidated subsidiaries of the Company), as borrowers (the “Borrowers”), have entered into the Amendment Agreement dated 17 April 2026 (“Amendment Agreement”) to the Facility Agreement dated October 22, 2024 amounting Rp 4,000,000,000,000 with sub-limits per each borrower in accordance with the provisions in the Facility Agreement (as amended from time to time)(the “Facility Agreement”). 2. On April 17, 2026, Protelindo has entered into a Corporate Guarantee and Indemnity in respect of the obligations of the Borrowers under the Amendment Agreement (“Corporate Guarantee”). Amendment Agreement and Corporate Guarantee together will be referred as to "Transaction”. |
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Description of Material Information or Facts |
Whereas, the parties have agreed to release the joint and several liability among the Borrowers pursuant to the Facility Agreement and replace the guarantee structure with corporate guarantee from Protelindo by signing the Corporate Guarantee. Other than the changes described above, there are no other material changes to the terms and conditions of the Facility Agreement. |
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The impact of such event, information or material facts towards operational activities, legal, financial condition, or business continuity of the Issuer or Public Company |
The performance of the Transaction does not give rise to any material adverse impact on the Company’s operations, legal matters, financial condition, or business continuity.
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Keterangan lain-lain / Other information |
1. The execution of the Transaction is an affiliated transaction as referred to: (i) Clause 6 section (1) letter (d) i.e., a loan received directly from banks; dan/ atau / and/or (ii) Clause 6 section (1) letter (e) of POJK 42, i.e. a corporate guarantee provided to bank in relation to the loan agreement granted to the Issuer or its subsidiaries.
2. The above mentioned Transaction is not a conflict-of-interest transaction as referred to POJK 42 and not a material transaction as referred to the OJK Regulation No. 17/POJK.04/2020 on Material Transactions and Change of Business Activities
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Thus we convey the above information and explanation.
Yours faithfully,
PT SARANA MENARA NUSANTARA, TBK.