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20231204_SDRA_Laporan Informasi dan Fakta Material_31545304_lamp2.pdf
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DISCLOSURE OF INFORMATION TO SHAREHOLDERS FOR INCREASING
CAPITAL BY PROVIDING PRE-EMPTIVE RIGHTS IV (“PMHMETD IV”)
PT BANK WOORI SAUDARA INDONESIA 1906 Tbk (“Company”)
The Company hereby conveys information to the Company's shareholders regarding plans to Increase
Capital by Providing Pre-emptive Rights ("HMETD") in order to comply with the provisions of
Financial Services Authority Regulation ("OJK") Number 32/POJK.04/2015 concerning Additional
Public Company Capital by Providing Pre-emptive Rights as amended by Financial Services
Authority Regulation Number 14/POJK.04/2019 concerning Amendments to Financial Services
Authority Regulation Number 32/POJK.04/2015 concerning Increasing Public Company Capital by
Providing Pre-emptive Rights Prior Securities (“POJK PMHMETD”), as follows:
A. Maximum Number of Planned Share Issuances by Providing HMETD
The Company plans to increase its capital by granting Preemptive Rights to the Company's
shareholders in a maximum amount of 6,400,000,000 (six billion four hundred million) shares
with a nominal value of Rp. 100,- (one hundred rupiah) per share.
The new shares that will be issued as a result of the implementation of PMHMETD IV, will all be
new shares issued from the Company's Portepel which have the same and equal rights in all
respects with ordinary shares in other names that have been issued and fully paid up, and will be
listed on the Indonesia Stock Exchange.
In accordance with POJK PMHMETD, implementation of PMHMETD IV can be conduct after:
1. The Company obtained approval from shareholders at the Extraordinary General Meeting of
Shareholders ("EGMS") regarding additional capital by granting Preemptive Rights where the
capital payment will be made in cash; and
2. The Registration Statement that will be submitted by the Company to the OJK regarding with
the plan to increase capital by granting HMETD is declared effective by the OJK.
The Company has the right to issue part of or all of the maximum number of shares approved for
issuance based on the EGMS decision. The terms and conditions of PMHMETD IV, including the
certainty of the exercise price for the HMETD and the number of new shares to be issued, will be
disclosed in the Prospectus issued in the framework of PMHMETD IV which will be provided to
the Company's entitled shareholders in due course, in accordance with POJK PMHMETD.
B. Estimated Capital Increase Implementation Period
The Company intends to request approval from the Company's Shareholders for the plan to
increase capital by granting HMETD at the EGMS which will be held on January 10, 2024. The
Company will submit a Registration Statement to the OJK immediately after the plan to increase
capital by granting HMETD is approved by the Company's shareholders in the EGMS, provided
that the period between the date of approval of the EGMS and the effectiveness of the
Registration Statement is no more than 12 (twelve) months, in accordance with the provisions of
Article 8 paragraph (3) POJK PMHMETD.
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C. Analysis of the Effect of Additional Capital on Financial Condition and Shareholders
Impact on the Company's Financial Condition
The planned additional capital will have a positive impact on the Company's financial condition,
especially in terms of strengthening the capital structure so that it can accelerate the Company's
progress towards becoming a KBMI 3 category bank. Apart from that, the Company can also
expand its business expansion.
Impact on Company Capital
The plan to increase capital with HMETD will have an impact on shareholders, for the Company's
shareholders who do not exercise their rights to purchase new shares in accordance with their
HMETD will experience a decrease in the percentage of their share ownership (dilution).
D. Outline Estimate of the Use of Funds
All funds received from additional capital with HMETD, after deducting all issuance costs, will
be used to strengthen the capital structure and business development. Final information regarding
the use of funds will be disclosed in the Prospectus issued in the context of increasing capital by
granting HMETD in accordance with applicable regulations.
Jakarta, December 4, 2023
PT Bank Woori Saudara Indonesia 1906 Tbk
Board of Directors
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