Signing of Facility Agreement by Protelindo and Iforte,with PT Bank Mizuho Indonesia

Tower · Friday, 9 August 2024 08:00

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

August 7, 2024

2.

Parties to the Transaction

1.      PT Profesional Telekomunikasi Indonesia (“Protelindo”);

2.      PT Iforte Solusi Infotek (“Iforte”); dan / and

3.      PT Bank Mizuho Indonesia (“Mizuho”).

 

3.

Type of Material Information or Facts

1. Execution of Credit Facility Agreement No. 189/TL/MZH/0824 dated August 7, 2024 between Protelindo and Iforte, as the debtors with Mizuho as the creditor (“Mizuho Facility Agreement”)

Protelindo and Iforte, have agreed to be jointly and severally liable for the performance of all obligations under the Mizuho Facility Agreement.

2. Protelindo signed a corporate guarantee to guarantee the fulfilment of Iforte’s, obligations under the Mizuho Facility Agreement (“Corporate Guarantee”).

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

4.

Description of Material Information or Facts

The following are the key terms and conditions under the Transaction:

1. Commitment: JPY14.000.000.000.- or its equivalent to other currency

2. Purpose of loan: the general purpose of the company's financing includes, but is not limited to, financing capital expenditures and refinancing existing debt.

3. Final Maturity Date: August 7, 2029

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 negative material impact to the operational, legal, financial condition or continuity of the Company's business.

6.

Other information

1. The execution of the Transaction is an affiliated transaction as referred to:

(i) in 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;

(ii)  Clause 6 section (1) letter (d) of POJK 42, i.e. a loan received directly from bank; and/or

(iii) Clause 6 section (1) letter (e) OJK Rule 42, i.e. a security provided to bank in relation to the loan agreement granted to a public company or subsidiaries.

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

 PT Sarana Menara Nusantara Tbk