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20250605_STAA_Laporan Informasi dan Fakta Material_31893037_lamp1.pdf
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DISCLOSURE OF INFORMATION
IN RELATION TO THE SHARE BUYBACK PLAN OF
PT SUMBER TANI AGUNG RESOURCES TBK (the “Company”)
This Disclosure of Information is prepared and addressed to the Company’s shareholders in order to
comply with the provisions of the Financial Services Authority Regulation No. 29 of 2023 concerning
Share Buybacks by Public Companies.
The information presented in this Disclosure of Information is preliminary in nature. The Company will
announce any changes and/or additions to the information to the shareholders no later than two (2)
business days prior to the date of the Company’s Extraordinary General Meeting of Shareholders
(“EGMS”).
PT SUMBER TANI AGUNG RESOURCES TBK
Main Business Activities:
Oil palm plantation and palm oil processing industry, either directly and/or through Subsidiaries, as
well as Holding Company activities.
Head Office: Plantation and Mill:
Office Tower Cambridge City Square 3rd Floor The Group operates 15 oil palm plantation sites,
Jl. S. Parman No. 217 10 palm oil mills, 1 kernel crushing plant, and 1
Medan, North Sumatera, Indonesia solvent extraction plant, located across North
Phone : +62 61 415 6262 Sumatra, South Sumatra, West Kalimantan, and
Fax : +62 61 414 8866 Central Kalimantan.
Website: http://sta.co.id
Email: corporate.secretary@sta.co.id
This Disclosure of Information is important to be read and considered by the Company’s Shareholders
regarding the proposed Share Buyback.
If you have difficulty understanding the information contained in this Disclosure of Information, you
are advised to consult with a legal advisor, public accountant, financial advisor, or other professional
parties.
The Board of Commissioners and the Board of Directors of the Company, both individually and
collectively, are fully responsible for the completeness and accuracy of all information or material
facts disclosed in this Disclosure of Information and confirm that the information presented herein is
true and that no material facts have been omitted which would render the information in this
Disclosure of Information to be untrue and/or misleading.
This Disclosure of Information was published in Medan on June 5, 2025.
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INFORMATION TO SHAREHOLDERS
PT Sumber Tani Agung Resources Tbk (the “Company”) plans to conduct a share buyback of the
Company’s issued and listed shares on the Indonesia Stock Exchange (the “Stock Exchange”), along
with the planned transfer of the shares resulting from the buyback, in accordance with the Financial
Services Authority Regulation No. 29 of 2023 concerning Share Buybacks by Public Companies (“OJK
Regulation 29/2023”).
The total value of the buyback is estimated at a maximum of IDR 200,000,000,000 (Two Hundred
Billion Rupiah). The buyback may be carried out through the Stock Exchange or off-market, either in
stages or in one transaction, and shall be completed no later than twelve (12) months from the date
of the General Meeting of Shareholders (“GMS”) that approves the buyback.
The implementation of the buyback will take into account the Company’s liquidity and capital
conditions, as well as prevailing laws and regulations. The Company will not proceed with the buyback
if it would result in a reduction in the number of outstanding shares at a level that would significantly
affect the liquidity of the shares on the Stock Exchange.
ESTIMATED TIMELINE FOR THE BUYBACK IMPLEMENTATION
Estimated Timeline
EGMS for Buyback Approval : June 11, 2025
Estimated Buyback Period : June 12,2025 – June 11,2026
ESTIMATED BUYBACK COST AND TOTAL NOMINAL VALUE OF SHARES TO BE BOUGHT BACK
The Buyback is planned to be carried out at a maximum cost of IDR 200,000,000,000 (Two Hundred
Billion Rupiah), which will be sourced from the Company’s internal cash. This amount includes all
expenses to be incurred by the Company during the Buyback period from June 12, 2025, to June 11,
2026, including transaction costs, broker fees, and other related expenses associated with the
Buyback transactions.
In accordance with Article 2 paragraph (1) of OJK Regulation No. 29/2023 in conjunction with Article
37 paragraph (1) of Law No. 40 of 2007 on Limited Liability Companies, the number of shares to be
bought back will not exceed 10% (ten percent) of the Company’s paid-up capital.
In executing the Buyback, the Company will continue to observe the minimum public float
requirement as stipulated under the applicable laws and regulations.
EXPLANATION, CONSIDERATIONS, AND RATIONALE FOR THE BUYBACK
Through this Buyback program, the Company aims to reinforce confidence in its long-term value and
business prospects. This initiative is taken as an effort to align market conditions with the Company’s
fundamentals, while maintaining stakeholders’ trust in the Company’s commitment to sustainable
growth.
Furthermore, another purpose of the Buyback is to allocate the repurchased shares for the
implementation of an employee share ownership program, intended to enhance engagement and
support the Company’s long-term performance improvement.
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ESTIMATED DECREASE IN THE COMPANY’S INCOME AS A RESULT OF THE BUYBACK AND THE
IMPACT ON THE COMPANY’S FINANCING COSTS
Based on the Company’s financial analysis, the implementation of the Buyback is not expected to
have a significant negative impact on the Company’s performance and income, as the current
retained earnings and available cash flows are sufficient to fund the Buyback.
PRO FORMA EARNINGS PER SHARE OF THE COMPANY AFTER THE IMPLEMENTATION OF THE
BUYBACK PLAN
Pro Forma 2025 After
Metrics Pro Forma 2025 Impact
Buyback
Consolidated Net Profit
981.163 - 981.163
(IDR billion)
Earnings Per Share (IDR) 90 2 92
SHARE PRICE LIMITATION FOR THE BUYBACK
The buyback will be carried out at a price deemed fair and reasonable by the Company, in accordance
with applicable regulations. The maximum buyback price is set at IDR 900 (nine hundred Rupiah) per
share, while still observing the provisions stipulated in Articles 11 and 12 of POJK 29/2023.
BUYBACK PERIOD
The Buyback may be conducted for a period of up to twelve (12) months from the date of the General
Meeting of Shareholders (GMS) approving the Buyback, which is scheduled to be held on June 11,
2025, in accordance with the provisions of Article 9 of OJK Regulation No. 29/2023.
METHOD TO BE USED FOR THE BUYBACK
The Company will carry out the Buyback under the following provisions:
1. The Company has appointed PT RHB Sekuritas Indonesia to carry out the buyback of the
Company's shares through trading on the Indonesia Stock Exchange (IDX) during the Buyback
Period, in accordance with the provisions of Article 11 of POJK 29/2023.
2. The volume of shares to be bought back by the Company on any single trading day will not be
subject to any limitation.
MANAGEMENT DISCUSSION AND ANALYSIS ON THE IMPACT OF THE BUYBACK ON THE COMPANY’S
BUSINESS ACTIVITIES AND FUTURE GROWTH
The Company’s revenue is not expected to decline as a result of the Buyback implementation.
1. The Buyback is not expected to have a significant impact on the Company’s operations;
2. The Buyback is projected to enhance employee engagement toward the Company’s long-term
performance through the planned allocation of repurchased shares under an employee share
ownership program;
3. The Company is confident that the Buyback will not have any material adverse effect
on its business activities and future growth, as the Company currently possesses
sufficient capital and cash flow to support its business operations, development
activities, and the execution of the Buyback.
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SOURCE OF FUNDS FOR THE BUYBACK IMPLEMENTATION
The source of funding for the Buyback will be derived from the Company’s internal cash. This source
of funding complies with the provisions of Article 5 of OJK Regulation No. 29/2023, which stipulates
that:
1. it does not significantly affect the Company’s financial ability to meet its maturing obligations;
2. it utilizes the Company’s internal funds;
3. it does not originate from proceeds of a public offering; and
4. it does not originate from loans and/or any form of indebtedness.
PLAN FOR THE ALLOCATION OF TREASURY SHARES RESULTING FROM THE BUYBACK
Share Allocation Plan
The shares resulting from the Buyback will be transferred through a Share Ownership Program, with
further explanation as follows:
Description Employee Share Ownership Program
Eligibility Requirements To be determined
Lock-up Period Provisions To be determined
Share Transfer Deadline
The Company is required to transfer the shares resulting from the Buyback within a period of three
(3) years after the completion of the Buyback, and such period may be extended in accordance with
the provisions of Article 16 of OJK Regulation No. 29/2023.
Exercise Price or Pricing Method
The pricing method for the Share Ownership Program will be based on fair value, using the Company’s
share price as of the grant date.
OTHER INFORMATION
Treasury shares do not carry voting rights, are not counted toward quorum determination at the
General Meeting of Shareholders (GMS), and are not entitled to dividends.
Referring to the provisions of Article 43 of OJK Regulation No. 29/2023, the following parties are
subject to restrictions:
a) members of the Board of Commissioners, members of the Board of Directors, employees,
and the Company’s major shareholders;
b) individuals who, by virtue of their position, profession, or business relationship with the
Company, may have access to inside information;
c) parties who, within the last six (6) months, were previously classified under point (a) or (b).
are prohibited from conducting transactions involving the Company’s shares on the same day as the
Buyback or the sale of treasury shares carried out by the Company through the Stock Exchange.
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ADDITIONAL INFORMATION
For shareholders of the Company who require more detailed information regarding this Disclosure of
Information, such requests may be submitted to the Company’s Corporate Secretary and Investor
Relations during the Company’s regular business days and hours at the address listed below:
Head Office:
PT Sumber Tani Agung Resources Tbk
Office Tower Cambridge City Square 3rd Floor
Jl. S. Parman No. 217
Medan, North Sumatera, Indonesia
Phone : +62 61 415 6262
Website: http://sta.co.id
Email: corporate.secretary@sta.co.id
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Financial Services Authority
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PT RHB Sekuritas Indonesia
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