Acquisition of PYFA Australia Pty. Ltd. by PYFA Health Singapore Pte. Ltd.
INFORMATION DISCLOSURE
Referring to Financial Service Authority (“OJK”) Regulation No. 31/POJK.04/2015 on Information Disclosure of Material Facts by Issuer of Public Company (POJK 31/2015), OJK Regulation No. 42/POJK.04/2020 on Affiliated Transactions and Conflict of Interest Transactions, and Provisions of Attachment to Regulation I-E of the Decree of the Board of Directors of PT Bursa Efek Indonesia No. KEP-00066/BEI/09-2022 on Obligation to Disclose Information we, PT Pyridam Farma Tbk (“Company”), intends to disclose Information Reports or Material Facts related to Affiliated Transactions (as referred to in POJK 42/2020) by the Company with details as follows:
|
22 May 2024 |
|
The Acquisition of PYFA Australia Pty. Ltd (“PAPL”) as much as 99% (ninety-nine percent) which is owned by the Company by PYFA Health Singapore Pte. Ltd (“PHSG”) (the “Acquisition”). |
|
All ordinary shares owned by the Company in PAPL are 2 (two) shares with a Transaction Value of AUD 2 (two Australian dollars). |
|
|
|
PAPL is a Company’s subsidiary where the Company owns 100% (one hundred percent) of the issued and paid-up capital of PAPL before the Acquisition on the Transaction Date; and PHSG is a Company’s subsidiary where the Company owns more than 99% (ninety-nine percent) of the issued and paid-up capital of PHSG on the Transaction Date. |
According to Article 6 paragraph (1) letter b number 1 and number 2 POJK No. 42/2020, the Company is not required to use an appraiser, announce the disclosure information to the public and obtain the approval of Independent Shareholders in the event that the Affiliated Transaction is; (i) a transaction between a Public Company and a Controlled Company whose shares are owned by at least 99% (ninety-nine percent) of the paid-up capital of the controlled company; and/or (ii) a transaction between Controlled Companies whose shares are owned by at least 99 (ninety-nine percent) by the Public Company. Therefore, the Company is only required to report the disclose information to OJK.
The reason for the Acquisition is for the purpose of restructuring the Company’s group
The Acquisitions does not have any material impact on the Company’s operational activities, legal, financial condition or business sustainability.
The Acquisition does contain any conflict of interest and all material information regarding the Acquisition as reported in this Disclosure Information has been disclosed and such information is not misleading.
Similar information is also submitted by the Company through Indonesia Stock Exchange’s Website and reported to the Financial Services Authority (OJK).
Jakarta, 22 May 2024
PT Pyridam Farma Tbk
Corporate Secretary
