Signing of the Amendment to the Facility Agreement by Protelindo, Iforte, KIN, SUPR, BIT and IFEN with PT Bank Mizuho Indonesia
Tower · Monday, 15 July 2024 09:00
To comply with the OJK Regulation No. 31/POJK.04/2015 on Disclosure of Material Information or Facts by Issuers or Public Companies and the IDX Board of Directors Decree No. Kep-00066/BEI/09-2022, Amendment to Regulation No. I-E on Obligation to Submit Information, we, PT Sarana Menara Nusantara Tbk (the “Company”), hereby submit a Report on Material Information or Facts as follows:
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 |
|
: |
corpsec@ptsmn.co.id |
1. |
Date of Occurrence |
Juli 11, 2024 |
2. |
Parties to the Transaction |
1. PT Profesional Telekomunikasi Indonesia (“Protelindo”); 2. PT Iforte Solusi Infotek (“Iforte”); 3. PT Komet Infra Nusantara (“KIN”); 4. PT Solusi Tunas Pratama Tbk (“SUPR”); 5. PT Iforte Energi Nusantara (“IFEN”); 6. PT BIT Teknologi Nusantara (“BIT”); 7. PT Bank Mizuho Indonesia (“Mizuho”). |
3. |
Type of Material Information or Facts |
Execution of Amendment to the Facility Agreement on July 11, 2024 between Protelindo, Iforte, KIN, SUPR, EFIN and BIT as the borrowers (“Borrowers”) with Mizuho as the creditor (“Mizuho Facility Agreement”) To guarantee the performance of the Borrowers under the Mizuho Facility Agreement, (i) Borrowers have agreed to be jointly and severally liable for the performance of all obligations under the Facility Agreement and (ii) Protelindo and SUPR respectively have signed the Corporate Guarantee Agreement (“Guarantee Agreement”). Mizuho Facility Agreement and Guarantee Agreement together will be referred as to "Transaction". |
4. |
Description of Material Information or Facts |
The following are the amended key terms and conditions under the Transaction: (a) Adding IFEN and BIT as Co-Borrowers in the Mizuho Facility Agreement. (b) ncrease the facility limit to become maximal of IDR1,500,000,000,000 or its equivalent to the United States Dollar currency available for the Borrowers, with the following details: - maximal of IDR1,500,000,000,000 or its equivalent to the United States Dollar currency available for Protelindo, Iforte and SUPR; - maximal of IDR50,000,000,000, - or its equivalent to the United States Dollar currency available for KIN; - maximal of IDR200,000,000,000, - or its equivalent to the United States Dollar currency available for IFEN; - maximal of IDR250,000,000,000, - or its equivalent to the United States Dollar currency available for BIT; |
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 negative 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 an affiliated transaction as referred to: (i) in Clause 6 section (1) letter b point (2) of OJK Regulation No. 42 of 2022 regarding the Affiliated Transaction and Conflict of Interest Transaction (“OJK Rule 42”), i.e. a transaction between the subsidiaries whose at least 99% of their shares are owned by the Public Company; (ii) Clause 6 section (1) letter (d) of POJK 42, i.e. a loan received directly from bank; and/or (iii) Clause 6 section (1) letter (e) OJK Rule 42, i.e. a security provided to bank in relation to the loan agreement granted to a public company or subsidiaries. 2. The Transaction is not a conflict-of-interest transaction of the Company as referred to OJK Rule 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. |
Thus we convey the above information and explanation.
Best Regards,
PT Sarana Menara Nusantara Tbk