The SMGR strategic acquisition of SMCB shares has spent a transaction value of Rp10.99 trillion (US$706 million).
Heaptalk, Jakarta — PT Semen Indonesia Tbk (SIG) (issuer code: SMGR) has officially acquired an 83.52%, or equal to 7,53 billion shares of PT Solusi Bangun Indonesia Tbk (SBI) (issuer code: SMCB), which is owned by PT Semen Indonesia Industri Bangunan (SIIB).
Refers to the Sale Purchase Agreement Deed Number 155 on December 29th, 2022, the Corporate Secretary of Semen Indonesia, Vita Mahreyni, admitted this strategic action had expensed the transaction worth Rp10.99 trillion, or approximately US$706 million (US$1 equals Rp15,565).
In the information disclosure of the Indonesia Stock Exchange (IDX), the management team of Semen Indonesia determined to execute this transaction due to the SIIB corporate has been chosen as the Special Purpose Vehicle (SPV) by the Company to acquire the SBI, with a mission to mitigate the collateral demand by lenders. In addition, this move is performed to attract investors’ attention in contributing to the Company’s business enhancement.
Furthermore, this transaction is also the Material Transaction, as stipulated in the Financial Authority Service (OJK) policy Number 17/POJK.04/2020. The strategic acquisition of SMCB by SMGR company is also called the Material Transaction as the transaction value is equivalent to 27.47% of the Company’s equity in total per December 31st, 2021.
As cited by beritasatu.com, Vita explained this restructuring move aims to strengthen the governance scheme of SIG Group, particularly for the cement business unit. As a result, Vita revealed the SBI company would occupy the position as the direct subsidiary company (cement making) under the SIG corporate, together with other companies, consisting of PT Semen Gresik, PT Semen Padang, PT Semen Tonasa, and PT Semen Baturaja Tbk.
Based on the POJK 42/2020, PT Semen Indonesia and PT Semen Indonesia Industri Bangunan is an affiliated entities because SIIB is a subsidiary of the Company and is directly controlled by the Company, with 99.9998% shareholdings. Following the relevance and reasonable audit agenda, the strategic acquisition of 83.52% SMBC stocks does not contain a conflict of interest as the complete material information has been disclosed.
On December 28th, 2022, SIG completed the rights issue process, with a total order reaching 96.9% of the transaction in the total. This action has become one of the Company’s strategic efforts to support the Company’s performance in conducting ESG programs and business development. From this strategic action, PT Semen Indonesia Tbk has seized the public portion worth Rp2.56 trillion, or nearly US$164 million. As a result, this leading cement producer in Indonesia has obtained a capital of Rp5.4 trillion (US$347 million).
