Signing of the Facility Agreement between PT Profesional Telekomunikasi Indonesia, PT Iforte Solusi Infotek, PT Solusi Tunas Pratama Tbk dan PT BIT Teknologi Nusantara with PT Bank Permata Tbk.
Tower · Thursday, 14 December 2023 08:00
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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 - Holding Company Activities - Construction of Central Communication |
Phone |
: |
0291-431691 / 021-23585500 |
|
: |
corpsec@ptsmn.co.id |
1. |
Date of Occurrence |
December 12, 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 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; 4. PT BIT Teknologi Nusantara (“BIT”), a company whose 100% shares are indirectly owned by the Protelindo through Iforte and PT Komet Infra Nusantara; dan/and 5. PT Bank Permata Tbk (“Permata”) as a banking institution. |
3. |
Type of Material Information or Facts |
on December 12, 2023, Permata as the lender, Protelindo, Iforte, SUPR and BIT as the borrowers (“Borrowers”) have signed the Facility Agreement (“Facility Agreement”). |
4. |
Description of Material Information or Facts |
1. The following are several important information in connection with the Facility Agreement: - Commitment: IDR1.000,000,000,000.- with the following details: a. A maximum of IDR1,000,000,000,000 to be provided to SUPR, Iforte and BIT collectively; dan/and b. A maximum of IDR725,000,000,000 to be provided to Protelindo. - Purpose of loan: to finance the capital expenditure dan general corporate purposes of the borrowers. - Final Maturity Date: December 17, 2024 - Governing Laws: Law of Indonesia. 2. Under the Facility Agreement, Protelindo agrees to provide a corporate guarantee to guarantee the fulfilment of Borrowers obligations under the Facility Agreement (“Corporate Guarantee” and together with the Facility Agreement shall be referred as “Transaction) |
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. The 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, (ii) Clause 6 section (1) letter (d) of OJK Rule 42, i.e., a loan agreement from bank, and (iii) Clause 6 section (1) letter (e) OJK Rule 42, i.e. a 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 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. |
Thus we convey the above information and explanation.
Thank you,
PT Sarana Menara Nusantara Tbk