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20241002_LPCK_Laporan Informasi dan Fakta Material_31731453_lamp2.pdf
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No. 069/LC-COS/X/2024
Lippo Cikarang, 2 October 2024
To.
Otoritas Jasa Keuangan (“OJK”)
Sumitro Joyohadikusumo Building, 3rd Floor
Jl. Lapangan Banteng Timur 2-4
Jakarta – 10710
To.
PT Bursa Efek Indonesia (“BEI”)
Bursa Efek Jakarta Building, 1st Floor
Jl. Jenderal Sudirman Kav. 52-53
Jakarta 12190
Subject: Disclosure Information on Material Transaction and Affiliated Party Transaction
Dear Sir/Madam,
This disclosure information (“Disclosure Information”) is submitted by PT Lippo Cikarang Tbk (the
“Company”) to comply with OJK Regulation No. 17/POJK.04/2020 dated 20 April 2020 on Material
Transaction and Changes in Business Activities (“POJK 17/2020”) and BEI Regulation Number I-E on
Obligation to Submit Information, Attachment to the Decree of the Board of Directors of PT Bursa Efek
Indonesia No. KEP-00066/BEI/09-2022 dated 30 September 2022.
Name of Issuer or Public : PT Lippo Cikarang Tbk (the “Company”)
Company
Business Activities : Engaged in the field of real estate, including but not limited to
self-owned or leased real estate, which includes the
construction, purchase, sale, rental and operation of real estate
such as land, apartment buildings, malls, shopping centers,
hospitals, conference halls, hotels, sports centers, and
supporting facilities, urban development, building development
for self-operation; provision of accommodation and provision
of food and beverages; professional, scientific and technical
activities; construction; transportation; trading; water
management; wastewater management; waste management
and recycling; remediation activities; employment activities;
PT LIPPO CIKARANG Tbk
Kantor Pusat & Pemasaran :
Easton Commercial Centre, Jl. Gn. Panderman Kav. 05, Lippo Cikarang, Bekasi 17550, Indonesia
Telp. (021) 897-2484, 897-2488 (Hunting) Fax. (021) 897-2093, 897-2493
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and other business support, either directly or indirectly through
investment or divestment of capital in other companies.
Telephone : 021-8972484
Fax : 021-8972093
Head office address : Easton Commercial Centre
Jl. Gunung Panderman Kav. 05
Lippo Cikarang, Bekasi 17550, Indonesia
Email : corsec@lippo-cikarang.com
Transaction Date : 30 September 2024
Introduction : In order to fulfill the provisions of POJK 17/2020, the Board of
Directors of the Company announces Disclosure Information to
provide information to the Company's shareholders that the
Company's controlled company, PT Megakreasi Cikarang
Permai (“MKCP”) has converted the Mahkota Sentosa Utama
Long Term Notes I TAHUN 2019/Surat Utang Jangka Panjang
Mahkota Sentosa Utama I TAHUN 2019 (“SUJP MSU”) which
was issued in 2019 in connection with the Infrastructure
Investment Fund in the form of Collective Investment Contract
Bowsprit Township Development Infrastructure Investment
Fund USD/Kontrak Investasi Kolektif Dana Investasi
Infrastruktur Bowsprit Township Development USD (hereinafter
referred to as “DINFRA”) into a total of 3,075,922,840 (three
billion seventy five million nine hundred twenty two thousand
eight hundred forty) shares in PT Mahkota Sentosa Utama
(“MSU”) (“Transaction”).
This transaction is a material transaction as referred to in POJK
17/2020 and an affiliated transaction as referred to in OJK
Regulation No. 42/POJK.04 /2020 on Affiliated Party
Transaction and Conflict of Interest (“POJK 42/2020”), but
exempted from the obligation to use an appraiser to determine
the fair value and / or fairness of the transaction in accordance
with Article 11 POJK 17/2020, because the repayment of SUJP
PT LIPPO CIKARANG Tbk
Kantor Pusat & Pemasaran :
Easton Commercial Centre, Jl. Gn. Panderman Kav. 05, Lippo Cikarang, Bekasi 17550, Indonesia
Telp. (021) 897-2484, 897-2488 (Hunting) Fax. (021) 897-2093, 897-2493
Page 3
in the form of conversion of DINFRA units into MSU shares is a
debt settlement carried out under the provisions of Article 6
paragraph 4, Deed No. 2 of the Long-Term Notes Issuance
Agreement of Mahkota Sentosa Utama I Year 2019 No. 02 dated
3 December 2019 and its amendments (“SUJP Issuance
Agreement”).
Description of the Transaction : Object and Value of Transaction
On 30 September 2024, MKCP as the unit holder of DINFRA, has
effectively converted the SUJP issued by MSU into shares in
MSU as the repayment of SUJP. The value of units converted by
MKCP into shares is Rp3,075,922,840,000 (three trillion
seventy-five billion nine hundred twenty-two million eight
hundred forty thousand Rupiah).
The Transaction Value represents 45% (forty five percent) of the
total equity based on the Company's Consolidated Financial
Statements as of 30 June 2024 for the period ended on that
date audited by Public Accounting Firm Amir Abadi Jusuf,
Aryanto, Mawar & Partners.
The approval for the Conversion of DINFRA units into shares has
been approved by the General Meeting of Unit Holders of
DINFRA on 27 September 2024 in accordance with the
prevailing laws and regulations.
Transacting Parties
a. PT Megakreasi Cikarang Permai (MKCP)
MKCP is a limited liability company established pursuant to
Deed of Establishment No. 12 dated 17 October 2013, made
before Sitti Laela Sopha Zein, S.H., Notary in Bekasi
Regency, which has been approved by the Minister of Law
and Human Rights (“MOLHR”) based on Decree No. AHU-
65710.AH.01.2013 dated 13 December 2013, the articles of
association lastly amended by Deed of Circular Resolution
of Shareholders No. 88 dated 27 September 2024 made
before Sriwi Bawana Nawaksari, S.H. Notary in Tangerang
PT LIPPO CIKARANG Tbk
Kantor Pusat & Pemasaran :
Easton Commercial Centre, Jl. Gn. Panderman Kav. 05, Lippo Cikarang, Bekasi 17550, Indonesia
Telp. (021) 897-2484, 897-2488 (Hunting) Fax. (021) 897-2093, 897-2493
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Regency, which has obtained approval from the MOLHR
based on Decree No. AHU-0061385.AH.01.02.TAHUN 2024
dated 27 September 2024 (“MKCP Articles of
Association”).
MKCP is domiciled in Bekasi Regency, with office address at
Easton Commercial Center, Jl. Gn. Panderman Kav. 05 Lippo
Cikarang, Cibatu Village, South Cikarang District, Bekasi
Regency.
b. PT Mahkota Sentosa Utama (MSU)
MSU is a limited liability company established pursuant to
Deed of Establishment No. 4 dated 20 March 2015, made
before Sitti Laela Sopha Zein, S.H., Notary in Bekasi
Regency, which has been approved by MOLHR pursuant to
Decree No. AHU-0013191.AH.01.01.Tahun 2015 dated 23
March 2015, the articles of association lastly amended by
Deed of Shareholders' Resolution No. 48 dated 27
September 2024, made before Harry Dwi Prasetyo, S.H.,
M.Kn., Notary in Cilegon City, which has been approved by
MOLHR pursuant to Decree No. AHU-
0061701.AH.01.02.Tahun 2024 dated 30 September 2024
and has been received by MOLHR pursuant to Letter of
Acceptance of Notification of Amendment of Articles of
Association No. AHU-AH.01.03-0196446 dated 30
September 2024 (“MSU Articles of Association”).
MSU is domiciled in Bekasi Regency, with office address at
Easton Commercial Center, Jl. Gn. Panderman Kav. 05 Lippo
Cikarang, Cibatu Village, South Cikarang District, Bekasi
Regency.
Nature and Affiliation Relationship
The nature of the affiliated relationship between the Company,
MKCP and MSU is as follows:
PT LIPPO CIKARANG Tbk
Kantor Pusat & Pemasaran :
Easton Commercial Centre, Jl. Gn. Panderman Kav. 05, Lippo Cikarang, Bekasi 17550, Indonesia
Telp. (021) 897-2484, 897-2488 (Hunting) Fax. (021) 897-2093, 897-2493
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a. MKCP is a controlled company of the Company whose
shares are directly owned by the Company in the amount
of 99.92%;
b. MKCP is a shareholder who owns 1,250,000 shares or
49.72% of shares in MSU prior to the conversion of DINFRA
units.
Explanation, Considerations and : Explanation, Considerations and Reasons of Transaction
Reasons of Transaction Also the Which Transaction is also conducted with Affiliated Parties
effect of the Transaction on the
financial condition The repayment of SUJP in the form of conversion of DINFRA
units into MSU shares is a debt settlement carried out based on
the provisions of Article 6 paragraph 4 of the SUJP Issuance
Agreement.
After the conversion of DINFRA units into shares is carried out,
the Company no longer has receivables from MSU and MSU will
become a consolidated subsidiary of the Company through
MKCP. The Transaction is expected to reduce the financial
burden for MSU which indirectly has a positive impact on the
Company.
The conversion of DINFRA units into shares does not have a
material negative impact on the Company's business activities
or business continuity.
Statement of the Company's : 1. The Transaction is a material transaction as referred to in
Board of Directors and Board of POJK 17/2020 and an affiliated party transaction but does
Commissioners not contain a conflict of interest as referred to in POJK
42/2020.
2. This disclosure information has contained all material
information which is true and not misleading.
PT LIPPO CIKARANG Tbk
Kantor Pusat & Pemasaran :
Easton Commercial Centre, Jl. Gn. Panderman Kav. 05, Lippo Cikarang, Bekasi 17550, Indonesia
Telp. (021) 897-2484, 897-2488 (Hunting) Fax. (021) 897-2093, 897-2493
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Thank you for your attention.
Sincerely,
PT Lippo Cikarang Tbk
Steffi Grace Darmawan
Corporate Secretary
PT LIPPO CIKARANG Tbk
Kantor Pusat & Pemasaran :
Easton Commercial Centre, Jl. Gn. Panderman Kav. 05, Lippo Cikarang, Bekasi 17550, Indonesia
Telp. (021) 897-2484, 897-2488 (Hunting) Fax. (021) 897-2093, 897-2493
Names mentioned 13 people and organisations named in the text · linked when the evidence is strong
unresolved
org
PT Megakreasi Cikarang Permai
p.2 ×2
unresolved
org
PT Mahkota Sentosa Utama
p.2 ×2
unresolved
org
Mawar & Partners
p.3
unresolved
person
Sitti Laela Sopha Zein
· Notaris
p.3 ×3
unresolved
org
Minister of Law and Human Rights
p.3
unresolved
person
Sriwi Bawana Nawaksari
· Notaris
p.3
unresolved
person
H. Notary
p.3
unresolved
person
Harry Dwi Prasetyo
· Notaris
p.4
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