The Signing of the Third 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 · Saturday, 30 May 2026 12:00
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. 067/CS-OJK/SMN/IV/26 dated 17 April 2026 regarding the Report on Material Information of Facts, we, PT Sarana Menara Nusantara Tbk. (the “Company”), hereby submit the following report on information or material facts:
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Name of Issuer or Public Company |
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PT Sarana Menara Nusantara Tbk. |
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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 |
30 April 2026 |
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2. |
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”); and 8. PT Bank SMBC Indonesia Tbk (“Bank”) |
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Type of Material Information or Facts |
Bank as lender, and Protelindo, Iforte, SUPR, BIT, VTS, IBST, and IPAY (all of which are consolidated subsidiaries of the Company), as the borrowers (the “Borrowers”), have entered into the Third Amendment Agreement dated 30 April 2026 to the Amendment and Restatement Facility Agreement dated October 22, 2024 (as amended from time to time) amounting Rp 4,000,000,000,000 (the “Facility Agreement”) with a sub-limit per each borrower in accordance with the provisions in the Facility Agreement. The signing of the Facility Agreement is in connection with the extension of the facility term until April 30, 2027 and increase the sub-limit of the facility for IPAY in the Facility Agreement. Under the Facility Agreement, Protelindo provides a corporate guarantee to secure the performance of all obligations under the Facility Agreement. The guarantee agreement (the “Guarantee Agreement”), together with the Facility Agreement, shall hereinafter be collectively referred to as the “Transaction”). |
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Description of Material Information or Facts |
The following are the key terms and conditions under the Transaction: (a) Extension of the facility term until April 30, 2027; and (b) Increase the IPAY sub-limit to a maximum of IDR200.000.000.000. |
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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) The execution of the Transaction is an affiliated transaction as referred to Clause 6 section (1) letter (d) i.e., a loan received directly from banks (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
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.