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20241009_LPCK_Laporan Informasi dan Fakta Material_31734561_lamp1.pdf
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DISCLOSURE INFORMATION TO THE SHAREHOLDERS OF PT LIPPO CIKARANG TBK
(“COMPANY”) IN RELATION TO THE PROPOSED CAPITAL INCREASE BY GRANTING
PRE-EMPTIVE RIGHTS II (“RIGHTS ISSUE II”)
THE COMPANY’S SHAREHOLDERS SHOULD READ AND CONSIDER THE INFORMATION IN THIS
DISCLOSURE INFORMATION CAREFULLY TO MAKE DECISIONS REGARDING RIGHTS ISSUE II.
This Disclosure Information is made on 9 October 2024 (“Disclosure Information”) to relation to the proposed
capital increase by granting pre-emptive rights (“Rights Issue”) to the Company’s shareholders in relation to
comply with the Financial Services Authority (Otoritas Jasa Keuangan or (”OJK”) Regulation No.
32/POJK.04/2015 of 2015 on Capital Increase In Public Companies With Pre-emptive Rights (as amended by
OJK Regulation No. 14/POJK.04/2019, hereinafter referred to as “OJK Regulation on Right Issue”).
PT LIPPO CIKARANG TBK
Domiciled in Bekasi Regency, West Java, Indonesia
Business Activities:
Operating in real estate, industrial area, other management consultancy activities, entertainment and
recreation and other supporting business activities, either directly or indirectly through investment or
divestment of capital in other companies.
Head Office:
Easton Commercial Centre
Jl. Gunung Panderman Kav. 05
Lippo Cikarang, Bekasi 17550, Indonesia
Telp: (021) 897 2484, (021) 897 2488
Fax: (021) 897 2093, (021) 897 2493
website: www.lippo-cikarang.com
email: corsec@lippo-cikarang.com
EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (“EGMS”) OF THE COMPANY IN
RELATION TO THE RIGHTS ISSUE II WILL BE HELD ON FRIDAY, DATED 15 NOVEMBER 2024.
ALL INFORMATION CONTAINED IN THIS DISCLOSURE INFORMATION IS ONLY A PROPOSAL,
WHICH IS SUBJECT TO THE APPROVAL OF THE EGMS, EFFECTIVE STATEMENT FROM OJK ON
REGISTRATION STATEMENT AND PROSPECTUS TO BE ISSUED IN RELATION TO THE RIGHTS
ISSUE II.
THIS DISCLOSURE INFORMATION AND THE INFORMATION CONTAINED HEREIN IS NOT
INTENDED AS AN OFFERING DOCUMENT OR SUGGESTIONS TO PURCHASE, DIRECTLY OR
INDIRECTLY, OF THE COMPANY'S STOCK.
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INFORMATION RELATED TO THE RIGHTS ISSUE II
In relation with the Rights Issue II in this Disclosure Information, the Company intends to issue a maximum
of 3,000,000,000 (three billion) new shares of the Company with a nominal value of IDR500 (five hundred
Rupiah) per share (“New Shares”).
New Shares will be issued from the Company's portfolio shares and will be listed on the Indonesian Stock
Exchange (Bursa Efek Indonesia or “BEI”) in accordance with the prevailing laws and regulations, including
BEI Regulation No. I-A on the Listing of Shares and Equity Securities Other than Shares Issued by Listed
Companies, Annex to the Board of Directors Decree of PT BEI No. Kep-00101/BEI/12-2021 dated 21
December 2021. The New Shares will have the same and equal rights in all respects including the right to
dividends with other shares of the Company.
The issuance of New Shares will be carried out by Rights Issue in accordance with OJK Regulation on
Right Issue, and therefore the implementation of Rights Issue is subject to:
1. The Company obtains approval from the majority shareholders in the EGMS in relation to the capital
increase by granting Right Issue in accordance with the provisions of the Company's articles of
association and prevailing laws and regulations; and
2. The Company’s Registration Statement, which will be submitted to OJK, in relation to the proposed
capital increase by granting Rights Issue is declared effective by OJK, in accordance with the
provisions of the prevailing laws and regulations.
In the event after the exercise of Rights Issue by the Rights Issue holders and the allocation of additional
shares by the Rights Issue holders there are still remaining shares, the shares will not be issued from the
portfolio.
For the avoidance of doubt, the Company reserves the right to issue in part or in whole of the maximum
number of shares approved for issuance based on the EGMS resolution. Other provisions in relation to the
Rights Issue II, including the exercise price and the final amount of the New Shares to be issued, will be
disclosed in the prospectus issued in relation to the Rights Issue II and will be provided to the eligible
shareholders in due time, in accordance with the prevailing laws and regulations. The deposit of shares in
will be conducted in the form of money.
ESTIMATED TIME OF IMPLEMENTATION OF THE RIGHTS ISSUE II
The Company will submit a Registration Statement in relation to the Rights Issue II to OJK immediately
after obtaining approval from the EGMS to be held dated 15 November 2024 to approve the Company’s
Rights Issue II, and the Rights Issue II will be implemented after the Registration Statement is declared
effective by OJK.
Referring to the provisions of Article 8 paragraph (3) of OJK Regulation on Right Issue, the period between
the date of EGMS approval until the effectiveness of the Registration Statement shall be no longer than 12
(twelve) months. Right Issue II is expected to be implemented and completed in the first quarter of 2025.
AN OUTLINE ESTIMATE OF THE USE OF PROCEEDS
The use of proceeds received from this Rights Issue II after deducting costs in relation to Right Issue II, will
be used for the Company's working capital and/or equity participation in subsidiaries owned by the
Company either directly or indirectly which will be used for working capital to support business activities.
In the event that part or all of the proceeds from the Rights Issue II are used for a transaction that is a
Material Transaction, Affiliated Transaction and/or Transaction containing Conflict of Interest as referred to
in the applicable regulations in the capital market sector in Indonesia, the Company will also comply with
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the provisions of OJK Regulations regarding Material Transactions, Affiliated Transactions, and/or
Transactions Containing Conflict of Interest.
Final and detailed information in relation to the use of proceeds will be disclosed in the Prospectus issued
in relation to the Rights Issue II which will be provided to the eligible shareholders in due time, in accordance
with the applicable laws and regulations.
ANALYSIS OF THE EFFECT OF RIGHTS ISSUE II TOWARDS THE FINANCIAL CONDITION AND
SHAREHOLDERS
The Company foresees that the proposed capital increase by granting Rights Issue will positively impact
the Company’s financial condition. The purpose of the proposed Rights Issue II by the Company is business
development to support revenue growth, profitability and business prospects of the Company and its
subsidiaries in the future. Therefore, this proposed Rights Issue II can provide benefits and added value for
the Company, shareholders, and other stakeholders.
The impact of the implementation of the Rights Issue II on the Company's financial condition is an increase
in the Company's assets and equity which will strengthen the capital structure in carrying out business
activities and supporting the Company's long-term growth.
In relation to the impact of the proposed Rights Issue II on shareholders, below is the proforma composition
and share ownership of the Company before and after the proposed Rights Issue II with assumptions:
1. The Company increased its authorized capital to 7,000,000,000 (seven billion) shares;
2. The Company issues the maximum number of New Shares as stated in this Disclosure Information,
which is a maximum of 3,000,000,000 (three billion) New Shares of the Company; and
3. All shareholders took their portion of the New Shares.
Pre-Rights Issue II Post Rights Issue II
Nominal Value @
Description Number of Number of Nominal Value @
IDR500 per share (%) (%)
Shares Shares IDR500 per share (IDR)
(IDR)
Authorized Capital 2,700,000,000 1,350,000,000,000 7,000,000,000 3,500,000,000,000
PT Kemuning Satiatama 2,165,811,178 1,082,905,589,000 80.83 4,590,588,583 2,295,294,291,500 80.83
Masyarakat 513,788,822 256,894,411,000 19.17 1,089,011,417 544,505,708,500 19.17
Total Issued and Paid-up Capital 2,679,600,000 1,339,800,000,000 100.00 5,679,600,000 2,839,800,000,000 100.00
Number of Shares in Portfolio 20,400,000 10,200,000,000 1,320,400,000 660,200,000,000
The proforma composition and capital structure before and after Rights Issue II in the table above is based
on the Company's Shareholders Register as of 30 September 2024 prepared by PT Sharestar Indonesia
as the Securities Administration Bureau appointed by the Company.
Shareholders of the Company who do not exercise their Rights Issue and do not take their portion of the
New Shares may be diluted by a maximum of 52.82% (fifty two point eight two percent).
ADDITIONAL INFORMATION
Shareholders who wish to obtain additional information in connection with the Right Issue II plan can contact
the Company on business days and hours at the Company’s operational headquarters, from Monday to
Friday (except national holidays) at 08.30 - 17.30 at the address below:
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PT Lippo Cikarang Tbk
Easton Commercial Centre
Jl. Gunung Panderman Kav. 05
Lippo Cikarang, Bekasi 17550, Indonesia
Telp: (021) 897 2484, (021) 897 2488
Fax: (021) 897 2093, (021) 897 2493
website https://www.lippo-cikarang.com/
email corsec@lippo-cikarang.com
Bekasi, 9 October 2024
Board of Directors of PT Lippo Cikarang Tbk
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Financial Services Authority
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PT Sharestar Indonesia
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