Signing of the Credit Agreement and Corporate Guarantee between Protelindo, Iforte and SUPR with PT Bank Mandiri (Persero) Tbk
Tower · Monday, 3 June 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 |
May 30, 2024 |
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 the shares; 3. PT Solusi Tunas Pratama Tbk (“SUPR”), a subsidiary in which Protelindo directly owns 99,96% of the shares; dan/and 4. PT Bank Mandiri (Persero) Tbk (“Mandiri”) as a banking institution. |
3. |
Type of Material Information or Facts |
On May 30, 2024, Protelindo and Iforte as the borrowers have signed the Credit Agreement with Mandiri as a lender (“Credit Agreement and Corporate Guarantee” or “Transaction”). |
4. |
Description of Material Information or Facts |
1.The following are several important information in connection with the Credit Agreement and Corporate Guarantee: - Total Facility: IDR2,000,000,000,000.- with the following details: (a)Tranche A amounting Rp1,500,000,000,000.- available for Protelindo; dan (b)Tranche B amounting Rp500,000,000,000.- available for Iforte. - Purpose of loan: general corporate purposes including but not limited to refinance of bonds and other banks loans. - Final Maturity Date: Maximal 2 (two) years after May 30, 2024 or until May 29, 2027. - Governing Laws: Law of Indonesia. 2. Based on the Credit Agreement and Corporate Guarantee, the following applies: - Protelindo and Iforte are jointly liable for their obligations under the Credit Agreement and Guarantee. - SUPR will guarantee Protelindo and Iforte’s obligations in relation with the Credit Agreement and Corporate Guarantee. |
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 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) in Clause 6 section (1) letter (d) i.e., a loan transaction received directly from banks; dan/and (iii) Clause 6 section (1) letter (e) OJK Rule 42, i.e. a corporate guarantee provided to bank in relation to the loan agreement granted to the Issuer or its subsidiaries. 2. The execution of the Transaction is not a conflict-of-interest transaction of the Company as referred to the OJK Rule 42. 3.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. |
Thus we convey the above information and explanation.
PT Sarana Menara Nusantara Tbk