NEWS & EVENTS

 

Protelindo and Iforte Signed Settlement Agreements with Internux

Jakarta, 8 June 2018 | Source: Company

We refer to (i) Bapepam-LK Rule No. IX.E.1, Attachment of Decree of Head of Bapepam-LK No. Kep-412/BL/2009 dated 25 November 2009 regarding Affiliated Transactions and Certain Conflict of Interests ("Rule IX.E.1); and (ii) the Stock Exchange Regulation No. I-E, Attachment of Decree of the Board of Directors of the Jakarta Stock Exchange No.: Kep-306/BEJ/07-2004 dated 19 July 2004 regarding The Obligation of Information Submission ("Rule I-E").

We, for and on behalf of PT Sarana Menara Nusantara Tbk, hereby submit disclosure of information with regards to an Affiliated Transaction (as defined herein) pursuant to Article 2 sub-article (b) point (3) and (5) of Rule IX.E.1, described as follows:

Name of the Issuer or Public Company : PT Sarana Menara Nusantara Tbk. (the “Company”)
Scope of Business : Providing services (except services in the field of law and tax) and investment in other companies.
Telephone : 021-2358 5500
Faksimilie : 021-2358 6446
E-mail : investor.relations@ptsmn.co.id


1. Date of Occurrence 6 June 2018
2. The parties in the Affiliated Transaction and affiliated relations with the Company
  • PT Profesional Telekomunikasi Indonesia ("Protelindo"), a company which 99.9994% of its shares are directly owned by the Company;
  • PT Iforte Solusi Infotek ("Iforte"), a company which 99.99% of its shares are directly owned by Protelindo;
  • PT First Media Tbk ("First Media"), a company which does not have any affiliated relations with the Company; and
  • PT Internux ("Internux"), a company which does not have any affiliated relations with the Company.
3. Affiliated Transactions (objects and value of transactions) The signing of:
  • Settlement Agreement dated 6 June 2018 ("Settlement Agreement") made and signed by (i) Protelindo; (ii) Iforte; (iii) First Media; and (iv) Internux.

    The following are several important remarks regarding the Settlement Agreement:
    • First Media and Internux jointly and personally liable to Protelindo with a total amount of invoice of IDR395,861,605,483 (three hundred billion ninety five eight hundred sixty one million six hundred five thousand four hundred and eighty three Rupiah) ("Protelindo’s Total Invoice") terkait sewa menara-menara telekomunikasi milik Protelindo, masing-masing berdasarkan regarding the lease of Protelindo’s telecommunication towers, each under Master Lease Agreement for Colocation dated 25 June 2010 between First Media and Protelindo which is assigned to Internux under Assignment Agreement dated 11 October 2013 and Master Lease Agreement for Colocation dated 29 August 2014 between First Media and Protelindo (seluruhnya selanjutnya disebut collectively referred to as "MLA");
    • Protelindo assigned to Iforte all rights, interests, benefits and claims under MLA with regards to Protelindo’s Total Invoice;
    • The settlement of Protelindo’s Total Invoice will be performed in the form of a network leasing as referred to under the Lease Agreement (as detailed herein);
  • Further, Iforte signed Perjanjian Sewa Menyewa Indefeasible Right of Use (IRU) Jaringan Telekomunikasi Kabel Laut Serat Optik Jakarta – Singapore dated 6 June 2018 (the "Lease Agreement") with Internux, which details among others:
    • As a realization of the Settlement Agreement, Protelindo’s Total Invoice for Internux will be compensated with the provide of Network capacity by Internux in the amount of 91.68 Gbps;
    • The Network Capacity mentioned above will be provided with the following details:
      • 50 Gbps for the term of 78 (seventy eight) months which will commence at the latest on 1 July 2018; and
      • 41.68 Gbps for the term of 72 (seventy two) months which will commence at the latest on 1 January 2019;
      respectively as of the signing of the minutes of network activation.
4. Consideration and reason of conducting Affiliated Transactions Affiliated Transaction is conducted between Protelindo and Iforte, considering that Iforte engaged in business activities, among others, fiber optic cable leasing, therefore Iforte has the necessary requirements for the rights acquired by Iforte in the Lease Agreement.

Protelindo understands that the necessary requirements to perform the business activities acquired under the rights in the Lease Agreement are not owned by all companies, but are only owned by companies in the field of fiber optic cable lease, which among others is owned by Iforte.

Further, since Iforte’s financial statement is consolidated with financial statement of Protelindo and the Company, it is expected that the Affiliated Transactions will contribute more value to the Company and also benefit to the shareholders.
5. Other information Signing of the Settlement Agreement and Lease Agreement are not a material transaction and the said transactions are exempt as material transaction as contemplated under number 3 letter a items 3) and 4) of Bapepam and LK ("Bapepam-LK") Regulation No. IX.E.2, Attachment to Decision of Chairman of Bapepam-LK No. Kep-614/BL/2011 dated 28 November 2011, concerning Material Transactions and Change of Main Business Activities.

This disclosure of information is also made to fulfill the provision under Financial Services Authority Rule Number 31/POJK.04/2015 dated 16 December 2015, regarding Disclosure on Material Information or Facts by Issuer or Public Companies.

We hereby conclude the report on information or material facts. Thank you for your attention and cooperation.

Best regards,
PT Sarana Menara Nusantara Tbk.