Signing of the Credit Agreement between SUPR and Corporate Guarantee Agreement between Protelindo and PT Bank CIMB Niaga Tbk

Tower · Wednesday, 31 May 2023 12:00

PT Solusi Tunas Pratama Tbk (“SUPR) as the executed Deed of Credit Agreement with PT Bank CIMB Niaga Tbk (“Niaga”) as the lender (“Credit Agreement”). The Credit Agreement is guaranteed by Deed of Corporate Guarantee signed by PT Profesional Telekomunikasi Indonesia and Niaga dated May 29, 2023 (“Corporate Guarantee”) (“Credit Agreement” and together with Corporate Guarantee shall be referred as “Transaction).

Report on Material Information or facts in relation to the above Transaction, as required under 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, is as follows:

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

email

:

corpsec@ptsmn.co.id

 

1.

Date of Occurrence

May 29, 2023

2.

Parties to the Transaction

1. PT Profesional Telekomunikasi Indonesia (“Protelindo”), a company whose 99.9997% shares are directly owned by the Company;

2. PT Solusi Tunas Pratama Tbk a company whose 99,96% shares are directly owned by Protelindo; and/dan

3. PT Bank CIMB Niaga Tbk (“Niaga”) as a banking institution;

3.

Type of Material Information or Facts

 Execution of Deed of Credit Agreement between SUPR and Niaga dated May 29, 2023 (“Credit Agreement”)

To guarantee the performance of SUPR under the Credit Agreement, Protelindo has signed the Deed of Corporate Guarantee Agreement on May 29, 2023 (“Guarantee Agreement”).

Credit Agreement and Guarantee Agreement together will be referred as to "Transaction".

4.

Description of Material Information or Facts

The following are key terms and conditions under the Credit Agreement:

1. CommitmentIDR1.000,000,000,000. – (One Trillion Rupiah)

2. Purpose of loan: to refinancing the existing loan;

3. Final Maturity Date48 (forty-eight) months after the first utilisation date; and

4. Governing Laws: Law of Indonesia.

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 Guarantee Agreement is an affiliated transaction as referred to:

(i) 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; and

(ii) Clause 6 section (1) letter (e) OJK Rule 42, i.e. a corporate guarantee provided to bank in relation to the loan agreement granted by the Issuer or its subsidiaries.

2. The Transaction is not a conflict of interest transaction of the Company as referred to OJK Rule 42 and 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.

Regards, 

PT Sarana Menara Nusantara