- | PT Sarana Menara Nusantara

Signing of the Facility Agreement between SUPR and Corporate Guarantee Agreement between Protelindo and PT Bank BTPN Tbk and PT Bank Mizuho Indonesia

Tower · Monday, 5 June 2023 12:00

PT Solusi Tunas Pratama Tbk (“SUPR”) as the borrowers with PT Bank BTPN Tbk (“BTPN”) and PT Bank Mizuho Indonesia (“Mizuho”) as the lender executed Facility Agreement and corporate guarantee between Protelindo with BTPN and Mizuho dated May 30, 2023 (“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 30, 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; 3. PT Bank BTPN Tbk (“BTPN”) as a banking institution; dan/and 4. PT Bank Mizuho Indonesia (“Mizuho”) as a banking institution.
3.	Type of Material Information or Facts	1. Execution of Facility Agreement dated May 30, 2023 between SUPR with BTPN (“BTPN Facility Agreement”). To guarantee the performance of SUPR under the BTPN Facility Agreement, Protelindo has signed the Corporate Guarantee and Indemnity Agreement on May 30, 2023 (“BTPN Guarantee Agreement”). 2. Execution of Facility Agreement No. 487/LN/MZH/0523 dated May 30, 2023 between SUPR with Mizuho (“Mizuho Facility Agreement”) To guarantee the performance of SUPR under the Mizuho Facility Agreement, Protelindo has signed the Corporate Guarantee and Corporate Indemnity Agreement on May 30, 2023 (“Mizuho Guarantee Agreement”). BTPN Facility Agreement, Mizuho Facility Agreement, BTPN Guarantee Agreement and Mizuho 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 BTPN Facility Agreement: 1.Commitment: IDR900,000,000,000. – (Nine Hundred Billion Rupiah) or its equivalent to United States Dollar (“USD”); 2. Purpose of loan: general corporate purposes including refinancing the existing loan. 3. Final Maturity Date: December 31, 2026; and 4. Governing Laws: Law of Indonesia. The following are key terms and conditions under the Mizuho Facility Agreement: 1. Commitment: IDR400,000,000,000. – (Four Hundred Billion Rupiah) or its equivalent to United States Dollar (“USD”); 2. Purpose of loan: general corporate purposes including refinancing the existing loan. 3. Final Maturity Date: May 29, 2025; 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 BTPN Guarantee Agreement and Mizuho 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.