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20231205_BTPN_Laporan Informasi dan Fakta Material_31545934_lamp2.pdf
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AMENDMENT AND/OR ADDITIONAL DISCLOSURE OF INFORMATION FOR SHAREHOLDERS OF
PT BANK BTPN TBK (THE “COMPANY”)
IN THE FRAME OF CAPITAL INCREASE WITH GRANTING
PRE-EMPTIVE RIGHT II (“RIGHT ISSUE II”)
INFORMATION AS STATED IN THIS AMENDMENT AND/OR ADDITIONAL DISCLOSURE OF INFORMATION IS
IMPORTANT TO BE READ AND NOTICED BY THE SHAREHOLDERS OF THE COMPANY IN TAKING FURTHER
DECISION REGARDING THIS RIGHTS ISSUE II TRANSACTION AND IS AN INTEGRAL PART OF THE DISCLOSURE
OF INFORMATION RELATING TO THE RIGHTS ISSUE II WHICH HAS BEEN PUBLISHED BY THE COMPANY ON 31
OCTOBER 2023.
PT BANK BTPN TBK
Having domicile and headquarter in South Jakarta, Indonesia
Main Business Ac vity
To carry out ac vity as commercial bank
Head Quarter
Menara BTPN, 29 floor, CBD Mega Kuningan
Jl. Dr. Ide Anak Agung Gde Agung, Kav 5.5 – 5.6
South Jakarta 12950
Telephone: +62 21 30026200
E-mail: corporate.secretary@btpn.com
Website: www.btpn.com
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (“EGMS”) OF THE COMPANY WHICH IS
PLANNED TO BE HELD ON THURSDAY, DATED 7 DECEMBER 2023 OF WHICH, AMONG OTHER THINGS, WILL
PROPOSE THE APPROVAL FOR RIGHTS ISSUE II PLAN.
ALL INFORMATION STIPULATED IN THIS DISCLOSURE OF INFORMATION IS ONLY A PROPOSAL WHICH IS
SUBJECT TO THE EGMS APPROVAL AS WELL AS THE EFFECTIVE STATEMENT OF OJK ON THE REGISTRATION
STATEMENT AND PROSPECTUS ISSUED FOR THIS RIGHTS ISSUE II.
THIS DISCLOSURE OF INFORMATION AND INFORMATION HEREIN IS NOT TAILORED TO BE A PUBLIC OFFERING
DOCUMENT OR RECOMMENDATION TO PURCHASE IN ANY JURISDICTION, EITHER DIRECTLY OR INDIRECTLY,
OF THE COMPANY’S SECURITIES.
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INFORMATION ON THE RIGHTS ISSUE II PLAN
In rela on to the Rights Issue II plan， in this Disclosure of Informa on, the Company intends to offer at the
maximum of 3,095,000,000 common shares with the nominal value of IDR 20 (twenty Rupiah) per share (“New
Shares”). Shares subscrip on of the Rights Issue II will be planned to be paid in cash.
The New Shares will be issued from the Company’s por olio and registered under Indonesia Stock Exchange
(“IDX”) in accordance with the prevailing regula ons, among others IDX Rule No. I-A A achment of the Board of
Directors of IDX decree No. Kep-00101/BEI/12-2021 dated 21 December 2021 regarding the Lis ng of Shares and
Equity Securi es other than Shares Issued by Listed Companies. The New Shares will have the same and equal
rights with old shares of the Company in any aspects, including the right on dividend.
The New Shares will be issued by gran ng the pre-emp ve rights in accordance with POJK No. 32/POJK.04/2015
on the Capital Increase of Public Listed Company by Gran ng Preemp ve Rights as amended by POJK No.
14/POJK.04/2019 in regards to the amendments of OJK Regula on No. 32/POJK.04/2015 on the Capital Increase
of Public Listed Company by Gran ng Preemp ve Rights (“POJK HMETD”) and therefore Rights Issue II will be
carried out based on:
1. Approval of the shareholders of the Company in EGMS towards the Rights Issue II plan in accordance with the
prevailing ar cles of associa on of the Company and the applicable regula ons; an
2. Registra on statement of the Company which will be submi ed to the OJK in regards to the Rights Issue II plan
declared effec ve by OJK, in accordance with the applicable regula ons.
For the avoidance of doubt, the Company is en tled to issue par ally of/or all maximum shares as approved to be
issued upon the EGMS resolu ons.
The Rights Issue II provisions, including the execu on price and final number of New Shares, will be disclosed in
the prospectus which will be issued in light of Rights Issue II and made available to eligible shareholders in a mely
manner in accordance to the applicable regula ons.
TIME ESTIMATION OF RIGHTS ISSUE II
As required in POJK HMETD, the Company will submit the registra on statement in light of the Rights Issue II, to
OJK upon the implementa on of EGMS of the Company dated 7 December 2023. The Company's EGMS will be
proposed to approve the Rights Issue II plan. The Rights Issue II will be implemented a er OJK states that the
registra on statement of Rights Issue II is effec ve.
As required by Ar cle 8 (3) POJK No. 14/2019, the period between the date of EGMS approving the implementa on
of Rights Issue II un l the Rights Issue II registra on statement is declared effec ve by OJK must not exceed 12
(twelve) months. Rights Issue II is expected to be implemented and completed by the first quarter of 2024.
GENERAL ESTIMATION OF USE OF PROCEEDS OF RIGHTS ISSUE II
The Company planned to u lize all fund received from Rights Issue II (a er being deducted by emission fees), as
follows The Company planned to u lize all fund received from Rights Issue II (a er being deducted by emission
fees), for financing Company’s projects for the inorganic growth (including to acquire other companies).
If part or all of the proceeds obtained from this Rights Issue II will be used for transac ons which are Material
Transac on, Affiliated Party Transac on, and/or Conflict of Interest Transac on under the applicable laws and
regula ons in Indonesia, the Company will comply with such applicable laws and regula ons on Material
Transac ons, Affiliated Party Transac ons and/or Conflict of Interest Transac ons, as relevant.
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The detailed and final informa on in rela on to the use of proceeds will be disclosed in the prospectus which will
be published for the purpose of Rights Issue II and provided to the shareholders whom are accordingly eligible and
pursuant with applicable regula ons.
THE IMPACT OF RIGHTS ISSUE II TOWARDS THE COMPANY’S FINANCIAL PERFORMANCE AND
SHAREHOLDERS
By increasing capital with Rights Issue II, the Company will have addi onal funding to carry out the financing
Company’s projects for the further growth.
Assuming all HMETD holders take part in PMHMETD II, then on a pro forma basis as of 30 September 2023, the
Company's asset posi on will increase from IDR 175.1 trillion to IDR 181.8 trillion, the Company's equity will
increase from IDR 33.5 trillion to IDR 40.2 trillion and The Company's total investment will increase from IDR 1.3
trillion to IDR 8.0 trillion. The PMHMETD II implementa on plan has no impact on the Company's Minimum Capital
Requirement ra o because the increased capital will be used to finance acquisi ons. The final impact on financial
accounts will be readjusted a er the Company's acquisi on plan has been realized.
In the event when shareholders of the Company opts not to exercise its rights to purchase New Shares offerred by
Rights Issue II, then the shareholders of the Company may experience percentage dilu on up to maximum of
27.75% (twenty seven point seven five percent), using the shares ownership composi on as of 30 September 2023
ADDITIONAL INFORMATION
If this Disclosure of Informa on is considered unclear or if the shareholders of the Company expect to get more
addi onal informa on in rela on to this Rights Issue II, the shareholders may contact:
PT BANK BTPN Tbk
Jakarta, 5 December 2023
Head Quarter
Menara BTPN, 29 Floor, CBD Mega Kuningan
Jl. Dr. Ide Anak Agung Gde Agung, Kav 5.5 – 5.6
South Jakarta 12950
Telephone: +62 21 30026200
E-mail: corporate.secretary@btpn.com
Website: www.btpn.com
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