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Signing of the Facility Agreement between by Protelindo with Oversea-Chinese Banking Corporation Limited guaranteed by Iforte and SUPR

Tower · Tuesday, 22 November 2022 05:00

On November 18, 2022, PT Profesional Telekomunikasi Indonesia (“Protelindo”) as debtor and Oversea-Chinese Banking Corporation Limited as creditor, executed a facility agreement (“Perjanjian Fasilitas”). To guarantee the performance of Protelindo under Facility Agreement, each PT Iforte Solusi Infotek (“Iforte”) and PT Solusi Tunas Pratama Tbk (“SUPR”) have signed the corporate guarantee (“Corporate Guarantee” together with Facility Agreement 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:

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:

Name of Issuer or Public Company : PT Sarana Menara Nusantara, Tbk.
Line of Business :

- Management Consultancy activities

- Construction of Central Communication

Phone :

0291-431691 / 021-23585500

Email : corpsec@protelindo.net

 

1.  Date of Occurrence November 18, 2022
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;
  3. PT Solusi Tunas Pratama Tbk (“SUPR”), a company whose 99.96% shares are directly owned by the Protelindo; and
  4. Oversea-Chinese Banking Corporation Limited (“OCBC”) a banking institution.
3.  Type of Material Information or Facts

on 18 November 2022, OCBC as the lender, Protelindo as borrower, and Iforte and SUPR as guarantors have signed the USD50,000,000 Revolving Credit Amended and Restated Facilities Agreement (including its amendments) (“Facility Agreement”).

to guarantee the performance of Protelindo under the Facility Agreement, each Iforte and SUPR have signed a corporate guarantee (“Guarantee Agreement” together with Facility Agreement shall be referred as “Transaction”). 

4.   Description of Material Information or Facts

The following are key terms and conditions under the Transaction:

  1. Commitment: USD50,000,000 (United States Dollar Fifty Million);
  2. Purpose of loan: working capital and general corporate purposes
  3. Final Maturity Date: 60 (sixty) months commencing from November 18, 2022; dan/and
  4. Governing Laws: Laws of English
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.
6.  Other information
  1.  Transaction  is an affiliated transaction as referred to (i) Clause 6 section (1) letter b point (2) of OJK Regulation No. 42 of 2022 (“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 to the Issuer or subsidiaries.
  2. The Transaction is not a conflict of interest transaction of the Company as referred to in OJK Rule 42 and is not a material transaction as referred to in the OJK Regulation No. 17/POJK.04/2020 on Material Transactions and Change of Business Activities.

Best regards,

PT Sarana Menara Nusantara, Tbk.