Name of Issuer or Public Company

:

PT Sarana Menara Nusantara, Tbk.

Line of Business

:

-        Management Consultancy Activities

-        Holding Company Activities

-        Construction of Central Communication

Phone

:

0291-431691 / 021-23585500

email

:

corpsec@ptsmn.co.id

1.

Date of Occurrence

September 4, 2023

2.

Parties to the Transaction

1. PT Profesional Telekomunikasi Indonesia (Protelindo), a company in which the Company owns 99.9997% of the shares;

2. PT Iforte Solusi Infotek (Iforte), a subsidiary in which Protelindo directly owns 99.99% of its shares;

3. PT Solusi Tunas Pratama Tbk (SUPR), a company whose 99.96% shares are directly owned by the Protelindo;

4. PT BIT Teknologi Nusantara (BIT), a company whose 100% shares are indirectly owned by the Protelindo through Iforte and KIN;

5. PT Varnion Technology Semesta (VTS) a subsidiary company whose 60% shares are indirectly owned by the Protelindo through Iforte; dan/and

6. PT Bank BTPN Tbk (BTPN) as a banking institution.

3.

Type of Material Information or Facts

In connection with the addition of VTS as the borrower, on September 4, 2023, BTPN as the lender, the Company, Protelindo, Iforte, BIT and VTS as the borrowers (Borrowers) have signed Amendment and Restatement of Facility Agreement No. BTPN/NS/0122 (Facility Agreement)

4.

Description of Material Information or Facts

The following are several important information in connection with the Facility Agreement:

(a)    Adding VTS as co-borrower under Facility Agreement with the following details:

-  Commitment:  IDR2,500,000,000,000.- (Two Trillion Five Hundred Billion Rupiah) with the following details:

 (i) Maximum of IDR2.500.000.000.000, - (Two Trillion Five Hundred Billion Rupiah) or its equivalent to United States Dollar (USD) and Japanese Yen (JPY) currency available for Protelindo;

 (ii) Maximum of IDR750,000,000,000 (Seven Hundred Fifty Billion Rupiah) or its equivalent to USD currency available for SUPR;

 (iii) Maximum of IDR1,500,000,000,000.- (One Trillion Five Hundred Billion Rupiah) or its equivalent to USD currency available for Iforte;

(iv) Maximum of IDR250,000,000,000. or its equivalent to USD currency (Two Hundred Fifty Billion) available for BIT.

 (v) Maximum of IDR20,000,000,000.- (Twenty Billion Rupiah) available for VTS.

- Purpose of loan: For general corporate purposes, including but not limited to working capital needs.

- Final Maturity Date:

(a) Related to Protelindo, maximum of 12 (twelve) months from the last utilisation date of the facility;

(b) Related to Iforte, SUPR, BIT and VTS maximum of 6 (six) months from the last utilisation date of the facility.

- Governing Laws: Law of Indonesia.

(b)   Under the Facility Agreement:

1. Protelindo, Iforte, SUPR, BIT and VTS are jointly liable for their obligations under the Facility Agreement to BTPN;

2. Protelindo agrees to provide a corporate guarantee to guarantee the fulfilment of Iforte’s, SUPR’s, BIT’s and VTS’s obligations under the Facility Agreement (Corporate Guarantee); dan / and

3.The Facility Agreement and Corporate Guarantee is made and governed in accordance with the laws of Republic of Indonesia.

(c) Transaction is an affiliated transaction as regulated under: (i) Clause 6 section (1) letter (d) i.e., a loan transaction received directly from banks, venture capital companies, finance companies, or infrastructure finance companies both from within the country and abroad and Clause 6 paragraph (1) point (e) of OJK Rule No. 42, i.e. a corporate guarantee provided to a bank in relation to a loan granted to public company or its subisidary.

5.

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 such Transaction does not have material impact to the operational, legal, financial condition or continuity of the Company's business.

6.

Other information

1. The execution of the Transaction is not a conflict-of-interest transaction of the Company as referred to OJK Regulation No. 42 of 2022 regarding the Affiliated Transaction and Conflict of Interest Transaction (OJK Rule 42).

2. The Transaction is not a material transaction as referred to the OJK Regulation No. 17/POJK.04/2020 on Material Transactions and Change of Business Activities.