Referring to Financial Service Authority (“OJK”) Regulation No. 17/POJK.04/2020 on Material Transaction and Business Activity Changes (“POJK No. 17/2020”), OJK Regulation No. 31/POJK.04/2015 on Disclosure of Information or Material Facts by Issuers or Public Companies and Indonesia Stock Exchange Regulation No. I-E as attachment to the decision of the board of the Indonesia Stock Exchange No. KEP-00015/BEI/01-2021 on the Obligations of Information Submission, we hereby submit an Information Report or Material Facts related to Material Transactions (as referred to in POJK 17/2020) conducted by PT Pyridam Farma Tbk. (the “Company”), namely the increase of loan facility of approximately Rp 53,700,000,000 from and providing additional guarantees to PT Bank OCBC NISP Tbk (“Bank”). Based on the provisions of Article 11 POJK No. 17/2020, the Company is not required to use an appraiser and obtain approval from the General Meeting of Shareholders in the event that the Material Transaction is a transaction for obtaining loans received directly from and providing guarantees to banks. Therefore, it is sufficient for the Company to announce the disclosure of information to the public and report to the OJK.
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The Company hereby informs the following information or material facts:
a. Date of Occurrence
12 July 2021
b. Type of Information or Material Facts
Increase of bank loan facilities and provision of additional guarantees
c. Description of Information or Material Facts
The Company has obtained banking facilities from Bank and provided additional collateral to the Bank based on (i) Deed of Amendment and Reaffirmation of Loan Agreement dated March 29, 2018 No. 159 as last amended through the Deed of Amendment to the Loan Agreement No. 13 dated July 12, 2021 drawn up before Imelda Nur Pane, SH, Notary in South Jakarta which is an integral part of the General Terms and Conditions in connection with the Banking Facilities of PT Bank OCBC NISP Tbk dated March 29, 2018 (“Amendment to the Loan Agreement ”); and (ii) Loan Agreement No. 06/BBL-GSH-COMM/PP/VII/2021 dated 12 July 2021, which is an integral part of the General Terms and Conditions in connection with the Banking Facilities of PT Bank OCBC NISP Tbk dated 12 July 2021 (“Back to Back Loan Agreement”) .
(Amendment to Loan Agreement and the Back to Back Loan Agreement are hereinafter referred to as the Loan Agreement.)
The addition of bank loan facilities and guarantees based on the Loan Agreement is executed with the following conditions:
a. Transaction Parties:
(i) PT Bank OCBC NISP Tbk (“Bank”); and
(ii) The Company.
b. Amount of the loan facility:
The amount of the initial credit limit provided by the Bank is Rp. 54,715,000,000 and increased to Rp 108,415,000,000, with the following details:
(i) Bank Statement Credit Facility (“RK Facility”) with a limit of Rp. 5,000,000,000;
(ii) Demand Loan 1 Facility (“DL 1 Facility”) with a limit of Rp. 35,000,000,000;
(iii) Demand Loan 2 Facility (“DL 2 Facility”) with a limit of Rp. 30,000,000,000;
(iv) Term Loan 2 Facility (“TL 2 Facility”) with a limit of Rp. 8,415,000,000;
(v) Term Loan 4 Facility (“TL 4 Facility”) with a limit of Rp. 12,500,000,000;
(vi) Combined Trade Facility with a limit of Rp. 17,500,000,000, consist of:
˗ Letter of Credit/Usance Facility (“LC Line Facility”) with a limit of Rp. 10,000,000,000;
˗ Trust Receipt Facility (“TR Facility”) with a limit of Rp. 10,000,000,000;
˗ Financing Purchase Facility (“TPF Facility”) with a limit of Rp. 17,500,000,000;
c. Purpose of the Loan:
(i) RK Facility and DL 1 Facility is to fulfil the working capital needs;
(ii) Combined Trade Facility is to import the raw material from supplier;
(iii) TL 2 Facility is to finance the purchase of land;
(iv) TL 4 Facility is to finance the purchase of warehouse to store the Company’s inventory;
(v) DL 2 Facility is for short-term working capital financing of the Company.
d. Annual interest rate:
(i) RK Facility, is paid at an interest rate of Floating Base Lending Rate (“FBLR”) 1 (one) month plus 0.25% per year.
(ii) DL 1 Facility, is paid at an interest rate of FBLR 1 (one) month plus 0.25% per year.
(iii) DL 2 Facility, is paid on the tenor date with an interest rate of Time Deposit 0.9% per floating year.
(iv) TL 2 Facility, is paid at an interest rate of FBLR 1 (one) month plus 0.25% per year.
(v) TL 4 Facility, is paid at an interest rate of FBLR 1 (one) month plus 0.25% per year.
(vi) Combined Trade Facility, paid, with details:
˗ The LC Line facility is paid with an Issuance Fee of 0.125% per quarter at a minimum of USD 50 or Rp. 600,000; Amendment Fee with an increase in amount/validity of 0.125% per quarter minimum of 50 or Rp. 600,000, Amendment Fee with an increase in amount/validity of 0.125% per quarter at least 50 or Rp. 600,000, Acceptance Fee of 0.125% per quarter at least USD 50 or Rp. 600,000, Discrepancy Fee of USD 50 or Rp. 750.000, and other costs of USD 50;
˗ TR Facility is paid at an interest rate of FBLR 1 (one) month plus 0,25% per year.
˗ TPF Facility is paid at an interest rate of FBLR 1 (one) month plus 0,25% per year.
e. Tenor of the facility:
(i) RK and DL 1 Facilities are starting from the signing date of the Amendment to Loan Agreement until 27 November 2021 or on an earlier date as determined Bank.
(ii) DL 2 Facility is effective until 27 November 2021 or on an earlier date as determined by Bank.
(iii) TL 2 facility is starting from 29 March 2018 until 29 March 2025.
(iv) TL 4 Facility is for 96 (ninety-six) months commencing from the date of Amendment to Loan Agreement.
(v) Combined Trade Facility is starting from the signing date of the Amendment to Loan Agreement until 27 November 2021.
f. Collateral:
Previously, the Company has provided the following guarantees:
(i) First to Fourth Rank Land Mortgage (Hak Tanggungan) on a plot of land and building in the form of Right to Build Certificate (SHGB) No. 1/Cibodas;
(ii) First Rank Land Mortgage (Hak Tanggungan) on a plot of land and building in the form of Right to Build Certificate (SHGB) No. 09421/Medang;
(iii) Fiduciary over the inventory belonging to the Company which has been registered as a fiduciary worth of Rp. 6,250,000,000
By signing the Loan Agreement, the Company agrees to provide additional collateral as follows:
(i) First Rank Land Mortgage (Hak Tanggungan) on warehouse and related land to be purchased with TL 4 Facility (in the form of Right to Build Certificate (SHGB) No. 3565/Rawa Buaya);
(ii) Second Rank Land Mortgage (Hak Tanggungan) on a plot of land and building in the form of Right to Build Certificate (SHGB) No. 09421/Medang;
(iii) Pledge on deposits in the name of the Company in the amount of IDR 30,000,000,000.
g. Negative Covenants
Matters that are prohibited by the Company without prior approval from the Bank, are among others:
(i) Dividend payment exceeding 30% of the previous NPAT (net profit after tax);
(ii) Liquidation and merger;
(iii) Reduction of paid-up capital; and/or
(iv) Materially changing the type and scale of its business activities.
e. Impact of Events, Information or Material Facts on operational activities, law, financial condition, or business continuity of Issuers
– The addition of loan facilities based on the Loan Agreement is executed to support capital needs, purchase of new warehouses, and the Company’s operational activities;
– There is no material impact from events, information, or material facts on the Company’s financial condition, except for the obligation to pay interest and principal on a periodic basis;
– There is no material impact from the incident, information, or material facts on the law and the business continuity of the Company.
f. Others
N/A.
The similar information is also submitted by Company through Indonesia Stock Exchange’s Website and reported to Financial Service Authority (OJK).
Jakarta, July 14, 2021
PT Pyridam Farma Tbk
Corporate Secretary
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