Signing of the Deed of the Credit Agreement and Deed of the Corporate Guarantee between Iforte, Protelindo with PT Bank CIMB Niaga Tbk
Tower · Thursday, 16 February 2023 03:00
On February 14, 2023, PT Iforte Solusi Infotek (“Iforte”) as debtor and PT Profesional Telekomunikasi Indonesia (“Protelindo”) as the guarantor with PT Bank CIMB Niaga Tbk as creditor, executed a Deed of the Credit Agreement and Deed of Corporate Guarantee (Deed of Credit Agreement with Deed of 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-00015/BEI/01-2021, Amendment to Regulation No. I-E on Obligation to Submit Information, is as follows:
Dear Sir,
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-00015/BEI/01-2021, 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:
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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 - Construction of Central Communication |
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Phone |
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0291-431691 / 021-23585500 |
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corpsec@protelindo.net |
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1. |
Date of Occurrence |
February 14, 2023 |
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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 Iforte Solusi Infotek (“Iforte”), a company whose 99.99% shares are directly owned by the Protelindo; and 3. PT Bank CIMB Niaga Tbk (“Niaga”) as a banking institution. |
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3. |
Type of Material Information or Facts |
On February 14, 2023, Niaga as the lender and Iforte as the borrower have signed the Deed of Credit Agreement (“Credit Agreement”). To guarantee the performance of Iforte under the Credit Agreement, Protelindo have signed the Corporate Guarantee Agreement (“Guarantee Agreement” together with Credit Agreement shall be referred as “Transaction”). |
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4. |
Description of Material Information or Facts |
The following are key terms and conditions under the Credit Agreement: 1. Commitment: IDR800,000,000,000. – (Eight Hundred Billion Rupiah) with the following details; (a) Uncommitted Special loan facility amounting IDR750,000,000,000,- and (b) Overdraft facility uncommitted on revolving basis amounting IDR50.000.000.000, -. 2. Purpose of loan: for general corporate purpose 3. Final Maturity Date: February 14, 2023; and 4. Governing Laws: Laws of Indonesia. |
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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 disclosed information or material facts do not have material impact to the operational, legal, financial condition or continuity of the Company's business. |
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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 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. |
Best regards,
PT Sarana Menara Nusantara, Tbk.