Back to announcement
20230731_DOID_Laporan Informasi dan Fakta Material_31356393_lamp3.pdf
Other Text extracted DOIDSource file signed link, expires in 15 minutes
Extracted text 5
Page 1 OCR 0.907
INFORMATION DISCLOSURE TO THE SHAREHOLDERS OF PT DELTA DUNIA MAKMUR TBK IN RELATION TO THE PLAN FOR EXTENSION PERIOD OF SHARES Men en aE As referred to in the OJK Regulation No. 2/POJI 013 dan OJK Circular No. THE BOARD OF DIRECTORS AND COMISSIONERS OF THE COMPANY, INDIVIDUALLY OR COLLECTIVELY, ARE HEREBY FULLY RESPONSIBLE FOR TRUTHFULNESS AND COMPLETENESS OF ALL INFORMATION OR MATERIAL FACTS DISCLOSED IN THIS INFORMATION DISCLOSURE, AND REAFFIRM THAT AFTER THOROUGH REVIEW AND TO THE BEST OF THEIR KNOWLEDGE AND UNDERSTANDING, THAT THE MATERIAL INFORMATION CONTAINED WITHIN IS TRUTHFUL, AND THERE IS NO OTHER MATERIAL FACT THAT HAVE NOT BEEN DISCLOSED OR OMITTED TO THE EXTENT IT CAUSES THE INFORMATION PROVIDED BECOMES INACCURATE OR MISLEADING. IF ANY READER IS EXPERIENCING DIFFICULTY TO FULLY UNDERSTAND THE INFORMATION CONTAINED WITHIN THIS INFORMATION DISCLOSURE, READERS ARE ADVISED TO CONSULT A BROKER, INVESTMENT MANAGER, LEGAL ADVISOR, PUBLIC ACCOUNTANT OR ANY OTHER PROFESSIONAL ADVISOR. Delta Duni Business Activities Ronald Sutardja Services, mining, trading, development and/or construction President Director Domiciled in South Jakarta, Indonesia Head Office: South Guarter Tower A, Penthouse FI. Jl. R.A. Kartini Kav 8, Cilandak Barat Jakarta 12430, Indonesia Phone #62.21.30432080 Fax. #62.21.30432081 Website: www.deltadunia.com Email: irteam@deltadunia.com REPURCHASE OF SHARES ISSUED BY THE COMPANY AND REGISTERED THROUGH THE INDONESIAN STOCK EXCHANGE SHALL BE CONDUCTED IN REFERENCE TO OJK REGULATION NO, 2/POJK.04/2013 ABOUT REPURCHASE OF SHARES ISSUED BY ISSUERS OR PUBLIC COMPANIES IN A MARKET | CONDITION THAT FLUCTUATES SIGNIFICANTLY (“POJK 212013”) AND OJK CIRCULAR NO. | 3.SEOJK.04/2020 ABOUT OTHER CONDITIONS CONSIDERED MARKET CONDITION THAT FLUCTUATES | SIGNIFICANTLY IN THE CASE OF REPURCHASE OF SHARES ISSUED BY ISSUERS OR PUBLIC | | cOMPANIES (“SEOJK 3/2020”). IN ACCORDANCE WITH SEOJK 3/2020, THE AMOUNT OF SHARES TO | BE REPURCHASED SHALL NOT EXCEED 20”6 (TWENTY PERCENT) OF TOTAL PAID CAPITAL, WITH | | THE CONDITION THAT MINIMUM OUTSTANDING SHARES IS 7.54 (SEVEN POINT FIVE PERCENT) OF TOTAL PAID CAPITAL. | This Information Disclosure is issued in Jakarta on 31 July 2023.
Page 2 OCR 0.927
SCRIPTION ABOUT THE PLAN FOR EXTENSION PERIOD OF THE COMPANY'S SHARES REPURCHASE A. Timeline on the execution of Company's Shares Repurchase Referring to: 1. The Company's Information Disclosure dated 7 March, 7 September 2022, 24 January and 26 April 2023 regarding respectively the Plan of the Shares Repurchase and the Plan for Extension Period of the Shares Repurchase of the Company in a Market Conditions that Fluctuates Significantly (“the Transaction”): 2. The Company's Information Disclosure dated 7 July 2023 regarding Changes and/ or Addition to the Information Disclosure which was issued on 26 April 2023: The period of the above Transaction has ended on 26 July 2023: There are still remaining funds and shares that can be repurchased by the Company in accordance with the provisions of the maximum Transaction amount as stipulated in POJK 2/2013, the Company herewith intends to perform an extension period to Repurchase the Company's Shares for 3 (three) months starting from 1 August 2023 to 31 October 2023. The Shares Repurchase shall be conducted through a stock trading in the Indonesian Stock Exchange. 3. 4. B. Cost estimates forthe Shares Repurchase and total nominal value of shares to be repurchased 1. Cost estimates forthe Shares Repurchase Based on the Company's Information Disclosure dated 7 July 2023, the Company allocated fund at a maximum of USD 45.000.000 (fourty five million United States Dollars) with the total shares to be repurchased shall not exceed 2074 (twenty percent) of the total paid-up capital, provided that a minimum of total outstanding shares is 7.5”4 (seven point five percent) from the Company's paid-up capital. The fund shall be inclusive of transaction fees, brokerage fees and other fees in connection with the Shares Repurchase transaction. Referring to the attachment of the Company's letter No. 179/DOID/OJK/VII/2023 dated 27 July 2023, the remaining fund that can still be used to repurchase the Company's shares is Rp 169,203,608,232 (one hundred sixty nine billion two hundred and three million six hundred eight thousand two hundred thirty two Rupiah) or eguivalent to USD 11,280,241 (eleven million two hundred eighty thousand two hundred thirty one United States Dollars) with an exchange rate of 1 USD - Rp. 15.000 (fifteen thousand Rupiah). 2. Value and total shares to be repurchased The maximum number of shares permitted to be bought back refers to the Company's Disclosure of Information dated March 7, 2022 is a maximum of 1,724,234,000 (one billion seven hundred twenty four million two hundred thirty four thousand) shares or not exceeding 206 (twenty percent) of the total paid-up capital of the Company. Meanwhile, the total number of shares bought back in connection with the Company's Share Repurchase for the period March 7 - June 6 2022, September 8 - December 7 2022, January 25 - April 17 2023 and April 27 - July 26 2023 is 1,258,067,400 (one billion two hundred fifty eight million sixty seven thousand four hundred) shares or representing 14.596 (fourteen point five nine percent) of the total paid up capital of the Company. Thus, the Company can still buy back shares of a maximum of 466,166,600 (four hundred sixty six million one hundred sixty six thousand and six hundred) Shares or 5.41" (five point four one percent) of the total paid-up capital of the Company.
Page 3 OCR 0.931
C. Limitation of share price forthe Shares Repurchase The Company's Shares Repurchase will be executed at a price that is considered right and fair by the Company while considering that offer price for the Shares Repurchase shall be done at a lower or egual to the transaction price that closed immediately prior, in accordance with prevailing provision on POJK 2/2013. D. Methods used to carry out the Shares Repurchase 1. The extension of Shares Repurchase shall be conducted throughout the period of 1 August 2023 to 31 October 2023 through a trading in the Indonesia Stock Exchange. 2. PT BNI Sekuritas shall be the appointed Brokerage to execute the Shares Repurchase on this extension period. 3. Every party who is a: a. Commissioner, Director, Employee and the Main (Majority) Shareholder of the Company, b. An individual who, due to his position or profession or by his business relationship with the Company, has the potential of receiving insider information, c. A party who is no longer fall into the definition of point a and b above within the last 6 (six) months, is forbidden from executing any transaction related to the shares of the Company within the Shares Repurchase Period. E. The Company's intention forthe Shares Repurchased The Company intends to maintain the repurchased shares as treasury shares for a period of no more than 3 (three) years, but at any time, the Company may redirect the repurchased shares to one of the following purposes: 1) resold through or outside the Stock Exchange, 2) withdrawn or cancelled through reduction of capital, ) Employee and Management Share Ownership Program (EMSOP): and/or ) Convertible eguity-based security. 20 Shares that have been repurchased by the Company may not be used to cast vote in the Company's General Meeting of Shareholders (“GMS”) and will not be included in determining the guorum as defined by prevailing laws and regulations. In addition, such shares are also not eligible for dividend distribution.
Page 4 OCR 0.908
MANAGEMENT'S DISCUSSION AND ANALYSIS ON THE IMPACT OF EXTENSION PERIOD OF THE SHARES REPURCHASE TO THE BUSINESS ACTIVITIES AND GROWTH OF THE COMPANY A. The estimation of the Company's revenue reduction as the impact of Shares Repurchase and its impact to the Company's costs Assuming the Company uses its internal cash for the Shares Repurchase up to USD 11,280,241 (eleven million two hundred eighty thousand two hundred thirty one United States Dollars) or eguivalent to Rp. 169,203,608,232 (one hundred sixty nine billion two hundred and three million six hundred eight thousand two hundred thirty two Rupiah), then the Assets and Eguity of the Company will decline by USD 11,280,241 (eleven million two hundred eighty thousand two hundred thirty one United States Dollars) or eguivalent to Rp. 169,203,608,232 (one hundred sixty nine billion two hundred and three million six hundred eight thousand two hundred thirty two Rupiah). In relation to the Transaction, the impact to the Company's operational expenses is not material, and therefore the statement of profit or loss of the Company is estimated to remain aligned with the Company's target. Considering the above, then the Company is of the opinion that the execution of the Company's Shares Repurchase will not negatively impact the business of the Company in a material way, considering the Company has sufficient capital and cash flows to carry out the Transaction in parallel with running the Company's core business. B. Proforma of the Company after the execution of the Shares Repurchase plan The Company is of the opinion that the Shares Repurchase will not negatively impact in a material way on the Company's business activities and growth, because the Company currently has sufficient capital and cash flows to execute and fund the Company's activities, growth, operations, and the Shares Repurchase. The 3 (three) month period ending March 31, 2023 Stated in USD unless otherwise stated Description Impact per Before Shares Impact ) Information After Shares Buyback Disclosure dated Buyback 31 July 2023 Total Asset 1,549,804,522 (8,587,174) (11,280,241)| 1,529,937,107 Total Liability 1,297,575,680 1,297,575,680 Eguity 252,228,842 (8,587,174) (1,280,241) 232,361,427 Current Period Loss (619,008) (619,008) Net Loss per Share (0.00008)| (0.00010) Number of outstanding shares 7.137.494932| (1,258.067,400) (466,166,600)| 6.013,260,932 Retum on Asset (ROA) (05) D.04h “0.047 Retum on Eguity (ROE) (V5) “0250| “0.277 ") Notes: Represent the impact of the Share Buyback from the Financial Report period as of March 31, 2023 to the end of the Share Buyback period as referred to in the Information Disclosure dated April 26, 2023.
Page 5 OCR 0.911
SUPPLEMENTAL INFORMATION For shareholders who need supplemental information in relation to the Shares Repurchase, please contact: PT Delta Dunia Makmur Tbk South Guarter Tower A, Penthouse FI. Jl. R.A. Kartini Kav 8, Cilandak Barat Jakarta 12430 - Indonesia Phone #62.21.30432080 Fax. #62.21.30432081 Website: www.deltadunia.com Email: irteam@deltadunia.com
Names mentioned 0 people and organisations named in the text · linked when the evidence is strong
The name pass has not read this document yet.
Extraction attempts how the parser did, and what it refused
Nothing structured was extracted from this document — the attempts below say why.
No extraction attempted yet.