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20240829_NETV_Keterbukaan Informasi terkait Aksi Korporasi_31719962_lamp1.pdf
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INFORMATION DISCLOSURE
IN RELATION TO THE PLAN TO CARRY OUT A REVERSE STOCK SPLIT AND CAPITAL
INCREASE WITH NON PREEMPTIVE RIGHTS IN ORDER TO IMPROVE THE FINANCIAL
POSITION OF PT NET VISI MEDIA TBK.
THIS INFORMATION DISCLOSURE TO THE PUBLIC ("INFORMATION DISCLOSURE") IS
SUBMITTED IN ORDER TO COMPLY WITH THE PROVISIONS OF THE FINANCIAL
SERVICES AUTHORITY ("OJK") REGULATION NO. 15/POJK.04/2022 ON STOCK SPLITS
AND REVERSE STOCK SPLITS BY PUBLIC COMPANIES ("POJK 15/2022"), DECISION
LETTER OF THE BOARD OF DIRECTORS OF THE INDONESIA STOCK EXCHANGE ("IDX")
NUMBER: KEP-00044/BEI/04-2024 ON REGULATION NUMBER I-I REGARDING STOCK
SPLITS AND REVERSE STOCK SPLITS BY LISTED COMPANIES THAT ISSUE EQUITY
SECURITIES ("IDX REGULATION I-I") AND OJK REGULATION NO. 32/POJK.04/2015 ON
INCREASE OF CAPITAL OF PUBLIC COMPANIES BY PROVIDING PRE-EMPTIVE RIGHTS,
AS AMENDED BY OJK REGULATION NO. 14/POJK.04/2019 ("POJK 14/2019").
IF YOU HAVE DIFFICULTY IN UNDERSTANDING THE INFORMATION CONTAINED IN THIS
INFORMATION DISCLOSURE OR ARE IN DOUBT IN MAKING A DECISION, YOU SHOULD
CONSULT WITH A SECURITIES BROKER, INVESTMENT MANAGER, LEGAL ADVISOR,
ACCOUNTANT OR OTHER PROFESSIONAL ADVISOR.
PT NET VISI MEDIA TBK.
("Company")
Domiciled in South Jakarta
Business Activities
Media Industry, in this case Management (Artists), Television Broadcasting and Production
House, Digital Media through Subsidiary Companies
Head Office
Graha Mitra 4th Floor
Jl. Jend. Gatot Subroto Kav. 21
RT 003, RW 002, Karet Semanggi, Setiabudi, South Jakarta 12930
Tel. (62-21) 5050-6100
Fax. (62-21) 2954-6200
Email : corporate.secretary@netvisimedia.co.id
Website : www.netvisimedia.co.id
THE COMPANY'S PLAN TO CARRY OUT REVERSE STOCK SPLIT AND NPR AS
DESCRIBED IN THIS INFORMATION DISCLOSURE WILL BE SUBJECT TO THE APPROVAL
OF THE COMPANY'S GENERAL MEETING OF SHAREHOLDERS.
THIS INFORMATION DISCLOSURE IS IMPORTANT TO BE CONSIDERED BY THE
COMPANY'S SHAREHOLDERS IN ORDER TO MAKE A DECISION AT THE COMPANY'S
GENERAL MEETING OF SHAREHOLDERS IN CONNECTION WITH THE COMPANY'S PLAN
TO CARRY OUT A REVERSE STOCK SPLIT AND NPR.
This Information Disclosure is published on 28 August 2024
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I. INTRODUCTION
Based on the Company's consolidated financial statements for the four-month period that ended on
30 April 2024, the Company has accumulated losses and capital deficiency of Rp.3,523,570,216,575
(three trillion five hundred twenty-three billion five hundred seventy million two hundred sixteen
thousand five hundred seventy-five Rupiah) and Rp.596,585,361,857 (five hundred ninety-six billion
five hundred eighty-five million three hundred sixty-one thousand eight hundred fifty-seven Rupiah),
respectively as of 30 April 2024 which were mainly triggered by the negative operating and financial
performance in recent years of the Company engaged in the media industry. Furthermore, as of 30
April 2024, the Company has a total current liabilities position that exceeded its total current assets
by Rp.705,497,798,913 (seven hundred five billion four hundred ninety-seven million seven hundred
ninety-eight thousand nine hundred thirteen Rupiah).
This challenging situation is related to the high level of debt with a significant portion being short-
term liabilities, resulting in a substantial financial burden. The limited working capital has also
strained the Company’s ability to be able to produce competitive programs and broadcasting
content, leading to a decline in operational performance. Overall, this situation poses a risk of
uncertainty regarding the Company’s going concern.
To address these challenges, the Company has taken several steps to improve its operational and
financial conditions, including (1) enhancing the efficiency of routine operating costs; (2) expanding
the target market by reaching out to television audiences in the middle and upper-middle economic
classes, and television segments of women, families and children; (3) optimizing revenue sources
through additional advertising sales on television platforms, digital platforms and other services for
advertisers; and (4) making efforts to improve the Company's financial condition, including seeking
funding and strategic partners.
In its efforts to improve the Company's financial condition, the Company seeks strategic investors
within the media and entertainment industry ecosystem who are believed to have financial
capabilities and offer beneficial operational synergies. Cooperation with such strategic investors is
expected to provide strategic advantages, including expertise in producing program and broadcast
contents.
To improve solvency, the Company has also sought to restructure loans that will soon mature,
through the following steps:
- On 5 April 2024, the Company signed a loan agreement with Newton Capital Ltd. ("NCL")
amounting to Rp.882.6 billion to be used as an advance capital deposit in PT Net Mediatama
Televisi ("NMT") in order to repay NMT's loan to NCL. Previously, on 2 February 2024, NCL
purchased the debt from PT Bank CIMB Niaga Tbk. in the same amount. Through
negotiations with NCL, the Company obtained write-offs of the deferred interest and
restructuring costs amounting to Rp.269.4 billion and funding cost relief because the NCL
loan is interest-free. The NCL loan will mature in October 2024, thus providing additional
time for the Company to plan its next corporate action.
- On 1 April 2024, NMT entered into a loan agreement with PT Gita Inti Investama ("GII") (an
affiliated party) in the amount of Rp.370 billion, which is specifically used by NMT primarily
for the purpose of repayment of all its debts by NMT to PT Bank Artha Graha Internasional
Tbk. ("BAGI") and the remainder is allocated for expenses related to the loan and repayment
for BAGI and NMT's working capital ("NMT GII Loan"). This loan allowed NMT to avoid
defaulting on its debt repayment obligations to BAGI which must be repaid before the end
of April 2024. The NMT GII Loan allows for installment payments from 1 April 2025 to 1 April
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2029, thus providing additional time for the Company and NMT to plan further corporate
actions.
As part of its overall financial improvement efforts and to ensure business continuity, the Company
has entered into negotiations with PT MD Entertainment Tbk ("FILM"). In accordance with the
Conditional Shares Subscription Agreement dated 26 August 2024 between the Company and FILM
("CSSA"), FILM will act as the largest investor in the Company's capital increase plan. This step is
designed by the Company to address its capital deficiency and solvency issues with the settlement
of all loans to NCL and GII. In addition, the Company will also obtain the working capital funding
needed to drive positive operating and financial performance going forward.
This Information Disclosure is made so that the shareholders of the Company can obtain complete
information in connection with the Company's plan to conduct:
A. The reverse stock split of 2 (two) shares of the Company into 1 (one) share of the Company
with a new nominal value ("Reverse Stock Split")
B. Capital Increase with Non Pre-emptive Rights in order to improve the Company's financial
position in accordance with the provisions in Article 3 (a) POJK 14/2019 ("NPR")
II. THE COMPANY'S REVERSE STOCK SPLIT PLAN
A. The Company's Share Classification
Pursuant to Article 4 paragraph (2) of the Company's Articles of Association (as defined below),
the paid-up and issued capital of the Company is Rp.2,345,317,724,000 (two trillion three
hundred forty-five billion three hundred seventeen million seven hundred twenty-four thousand
Rupiah) divided into 23,453,177,240 (twenty-three billion four hundred fifty-three million one
hundred seventy-seven thousand two hundred forty) ordinary shares, with a nominal value of
Rp.100 (a hundred Rupiah) per share.
B. Change in Nominal Value of the Company's Shares and Reverse Stock Split Ratio
The Company plans to combine the nominal value of the Company's shares with a ratio of 2:1
for all shares of the Company. Therefore, the Company's number of shares before and after the
Reverse Stock Split is as follows:
Before Reverse Stock After Reverse Stock
Split Split
Nominal value Rp.100 per share Rp.200 per share
Number of issued and fully paid 23,453,177,240 11,726,588,620
shares
C. IDX Principle Approval
In accordance with POJK 15/2022 and IDX Regulation I-I, in connection with the Reverse Stock
Split, the Company has obtained the principle approval from IDX as stated in Letter No. S-
08776/BEI.PP1/08-2024 dated 19 August 2024.
D. Reasons and Purpose of the Reverse Stock Split
The Company plans to conduct NPR to improve its financial position as stipulated in Article 3
(a) juncto Article 8B (b) POJK 14/2019 as disclosed in this Information Disclosure. According to
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Valuation Report No. 00402/2.0059-02/BS/10/0242/1/VIII/2024 dated 9 August 2024
("Company's Share Valuation Report"), the fair market value of 100% of the Company's
shares is Rp.561.42 billion which reflects a fair market value per share of the Company of
approximately Rp.23.94 (twenty-three point ninety four Rupiah).
However, according to point V.I.4. IDX Regulation No. I-A, which is attached to the Decree of
the Board of Directors of IDX No. Kep-00101/BEI/12-2021 on the Listing of Shares and Equity
Securities Other Than Shares Issued by Listed Companies ("IDX Regulation I-A"), the exercise
price of the additional shares shall not be lower than the lowest (minimum) price limit for shares
that can be traded in the Regular Market and the Cash Market as stipulated in IDX Regulation
No. II-A which is attached to the Decree of the Board of Directors of IDX No. Kep-00055/BEI/03-
2023 on Regulation II-A regarding Trading of Equity Securities ("IDX Regulation II-A"). Based
on IDX Regulation II-A, the lowest (minimum) price limit for shares entered into JATS for trading
in the Regular Market and the Cash Market is Rp.50 (fifty Rupiah). Based on the Company's
Share Valuation Report, the current fair market value per share has not reached the minimum
limit. Therefore, the Company needs to implement a Reverse Stock Split to be able to conduct
NPR while still complying with the provisions of point V.I.4 of IDX Regulation I-A.
Based on the CSSA and NCL Loan Agreement (as defined below), the exercise price for the
NPR is Rp.50 (fifty Rupiah) per share (after the implementation of the Reverse Stock Split) by
taking into account the Company's Share Valuation Report as disclosed in this Information
Disclosure.
E. Summary of the Company's Share Valuation Report
Public Appraisal Services Office (Kantor Jasa Penilai Publik or "KJPP") Suwendho Rinaldy dan
Rekan ("SRR"), as a registered KJPP under the Decree of Ministry of Finance No. 2.09.0059
dated 20 August 2009 and registered as a capital market supporting profession with OJK under
the Capital Market Supporting Professional Registration Certificate (Surat Tanda Terdaftar) No.
STTD.PPB-05/PJ-1/PM.02/2023 dated 8 June 2023 (Property and Business Appraiser), was
assigned by the Company’s management to provide an opinion as an independent appraiser on
the market value of the Company’s shares, in accordance with SRR proposal No.
240607.001/SRR-JK/SPN-B/NETV/OR dated 7 June 2024, which was approved by the
Company’s management.
The following is a summary of the Company's Share Valuation Report prepared by SRR:
1. Identity of Party
The Company, as the party that will carry out the Reverse Stock Split.
2. Object of Valuation
The object of valuation in the Company's Share Valuation Report is 100% of the Company's
shares.
3. Valuation Purpose
The purpose of the valuation of the Company's shares is to provide an opinion on the market
value of the Company's shares as of 30 April 2024, expressed in the currency of Rupiah.
The intention of the valuation of the Company's share is to provide information on the market
value of the Company's shares to the Company’s management, to be used as a reference
in the implementation of the Reverse Stock Split and to comply with the provisions of Article
6 paragraph (2) a of POJK 15/2022.
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4. Assumptions and Limiting Conditions
The assumptions and limiting conditions used in this valuation are as follows:
(a) The Company’s share valuation report is a non-disclaimer opinion.
(b) SRR has reviewed the documents used in the valuation process.
(c) The data and information obtained come from sources deemed reliable for accuracy.
(d) SRR used adjusted financial projections that reflect the reasonableness of the financial
projections prepared by the Company’s management with consideration of their
attainability (fiduciary duty).
(e) SRR is responsible for the execution of the valuation and the reasonableness of the
financial projections.
(f) The Company’s share valuation report is open to the public unless there is confidential
information that could affect the Company’s operations.
(g) SRR is responsible for the Company’s share valuation report and the final value
conclusion.
(h) SRR has obtained information regarding the legal status of the Company’s shares from
the Company.
(i) SRR has not conducted an investigation into potential issues related to the legal status
of ownership, debt obligations, and/or disputes over the Company’s shares.
5. Valuation Approach and Methods
The valuation approaches used in the valuation of the Company's shares include the
income-based approach using the discounted cash flow (DCF) method and the market-
based approach using the guideline publicly traded company method. The values obtained
from each of these approaches were reconciled by weighting to reach a final conclusion on
the value of the Company's shares.
6. Appraiser's Conclusion
Based on the analysis of all data and information received by SRR and taking into account
all relevant factors affecting the valuation, in SRR's opinion, the market value of the
Company's shares as of 30 April 2024 is Rp.561.42 billion.
F. Indicative schedule for the Implementation of Reverse Stock Split
The following is the proposed implementation schedule of the Reverse Stock Split planned by
the Company with due observance of the prevailing laws and regulations:
EGMS (as defined below) Invitation 12 September 2024
. The convening of the EGMS 8 October 2024
Application for listing of shares resulting from the Reverse Stock
Split 9 October 2024
Announcement of the information disclosure of the Reverse Stock
Split implementation plan 16 October 2024
Last trading day of shares with the previous nominal value in the
regular market and the negotiation market 21 October 2024
Effective date of the start of trading of shares with the new nominal
value in the regular market and the negotiation market 22 October 2024
Period of Trading Discontinuation on the cash market - start 22 October 2024
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Period of Trading Discontinuation on the cash market - end 23 October 2024
Recording Date of the Register of Shareholders entitled to
participate in the purchase of Odd Lot (as defined below) shares 23 October 2024
Odd Lot share purchase offering period - start 23 October 2024
Start of trading of shares with the new nominal value in the cash
market 24 October 2024
Odd Lot share purchase offering period - end 29 October 2024
G. Other Information
(a) Please refer to the description in Section VIII of this Information Disclosure regarding the
plan to hold an Extraordinary General Meeting of Shareholders of the Company ("EGMS")
to approve the implementation of the Reverse Stock Split.
(b) The Company does not issue equity securities other than shares.
(c) The Company plans to conduct NPR within 6 months after the implementation date of the
Reverse Stock Split as described in Section III of this Information Disclosure.
H. Procedures for Settlement of Shares which Amount Does Not Meet 1 (One) Trading Unit
on the IDX ("Odd Lot")
(a) PT Adimitra Jasa Korpora, which is domiciled at Kirana Boutique Office Blok F3 No. 5, Jl.
Kirana Avenue III, Kelapa Gading, North Jakarta 14240 ("Registrar"), based on the
Company's Register of Shareholders as of 23 October 2024, will make a calculation per
shareholder for their shareholding that has the potential for fractions if a Reverse Stock Split
is implemented. Shareholders in the form of scripless can obtain the calculation of Odd Lot
Shares starting on 23 October 2024 from PT Kustodian Sental Efek Indonesia ("KSEI") by
sending an email to tk@ksei.co.id and for shareholders in the form of script can obtain the
calculation of Odd Lot shares starting on 23 October 2024 from the Registrar with the
address mentioned above or via email at opr@adimitra-jk.co.id.
(b) Shareholders of the Company who are in the calculation of the nominal value of the Reverse
Stock Split, which will use the ratio of 2 (two) old shares into 1 (one) share with a new
nominal value and will have fractional shares of less than 1 (one) share trading unit, are
provided with the following opportunities:
1. To sell shares to PT Indo Premier Sekuritas as the standby buyer for Odd Lot shares
at the highest price between the price at the time of the Reverse Stock Split
implementation or the price that occurs during the Odd Lot share purchase period, within
the purchase period of 23 – 29 October 2024.
2. Shareholders whose shares have been in the form of scripless must submit the Share
Split Settlement Form ("FPPS") which can be obtained on the Company's website to
the Registrar through opr@adimitra-jk.co.id which is accompanied by proof of Delivery
Free Of Payment (DFOP) instructions to the KSEI deposit account at CBEST for the
shares to be sold that is carried out through a securities company or a custodian bank
where the shareholder opens its securities sub-account. If the filling and the signing of
the FPPS are proxied to another party, please also attach a stamped duty power of
attorney signed by the authorizer and a copy of the identity of the authorizer and the
proxy.
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3. Shareholders whose shares are still in the script form are required to convert their
shares into the KSEI collective custody system (scripless) prior to the sale by submitting
the following documents:
i. Original registered collective share certificate;
ii. Proof of valid identity (KTP/SIM/Passport) and its photocopy;
iii. Power of Attorney with sufficient stamp duty if represented by other party and
accompanied by valid IDs and photocopies of the authorizer and the proxy to
carry out the registration and conversion;
iv. Shares into the KSEI collective custody system;
v. A copy of the articles of association and its amendments, the valid identity of
the Board of Directors or their representatives and their photocopies, for
Shareholders in the form of legal entities;
vi. FPPS that has been filled in completely and signed, sent to the Registrar.
(c) Payment of the price of the shares sold in the fractional share settlement will be made on
the settlement date of 31 October 2024.
(d) For shareholders who obtain fractional shares of less than 1 (one) share after the Reverse
Stock Split, the standby buyer, as the party appointed by the Company, will purchase the
fractional shares.
(e) In accordance with IDX Regulation I-I, the purchase price of Odd Lot shares is the highest
price between:
1. The price at the time of implementation of Reverse Stock Split; or
2. The price that occurs during the Odd Lot share purchase period.
III. NPR IMPLEMENTATION PLAN
A. Reasons and Purpose of NPR
The Company plans to conduct NPR in order to improve its financial position by referring to the
provisions stipulated in Article 3 (a) and Article 8B (b) of POJK 14/2019, which state that the
Company has negative net working capital and has liabilities exceeding 80% (eighty percent) of
the Company's assets at the time of the EGMS approving the NPR. Based on the Company's
consolidated financial statements for the four-month period that ended on 30 April 2024, the
Company has negative net working capital, or the position of total current liabilities exceeding
total current assets, which amounted to Rp.705,497,798,913 (seven hundred five billion four
hundred ninety-seven million seven hundred ninety-eight thousand nine hundred thirteen
Rupiah). Furthermore, the Company's total liabilities as of 30 April 2024 is
Rp.1,764,230,408,879 (one trillion seven hundred sixty-four billion two hundred thirty million four
hundred eight thousand eight hundred seventy-nine Rupiah) reaching 151.09% (one hundred
fifty-one point zero nine percent) of the Company's total assets of Rp.1,167,645,047,022 (one
trillion one hundred sixty-seven billion six hundred forty-five million forty-seven thousand twenty-
two Rupiah). This condition is in line with the capital deficiency recorded by the Company of
Rp.596,585,361,857 (five hundred ninety-six billion five hundred eighty-five million three
hundred sixty-one thousand eight hundred fifty-seven Rupiah) as of 30 April 2024. The
Company's financial position raises uncertainties regarding the Company's ability to maintain its
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business continuity, to generate sufficient revenues and cash flows to finance its operations and
settle its maturing debts.
The following table presents a summary of the financial condition of the Company and its
subsidiaries as of 31 December 2023 and 30 April 2024:
Description (in Rupiah)
As of 31 December 2023 As of 30 April 2024
Statement of Financial Position
Cash and cash equivalents 7,309,481,258 11,754,069,239
Total Current Assets 691,043,625,288 679,977,011,140
Total Assets 1,215,005,762,743 1,167,645,047,022
Total Current Liabilities 1,875,302,652,458 1,385,474,810,053
Total Liabilities 1,943,481,522,606 1,764,230,408,879
Total Capital Deficiency (728,475,759,863) (596,585,361,857)
This NPR will be conducted after the implementation of the Reverse Stock Split to fulfill the
provisions of Article 23 (b) of POJK 15/2022.
As stipulated in the CSSA and NCL Loan Agreement, the maximum number of shares planned
to be issued in connection with the NPR is 29,633,929,102 (twenty-nine billion six hundred thirty-
three million nine hundred twenty-nine thousand one hundred and two) new series shares,
namely Series B, with a nominal value of Rp.50 (fifty Rupiah) per share or around 71.65%
(seventy-one point sixty-five percent) of the total issued and fully paid-up shares of the Company
after the implementation of the NPR, originating from:
(a) NCL FILM Receivables Conversion (as defined below); and
(b) Cash Deposits (as defined below).
This NPR is expected to ease the Company's financial burden and improve the Company's
financial structure so that it is considered the best choice for the Company.
B. Indicative Schedule for the Implementation of NPR
The implementation of the NPR will be carried out after obtaining the shareholders’ approval in
the EGMS that will be held on 8 October 2024. The Company's shareholders that are entitled to
attend or be represented in the EGMS are the Company's shareholders (i) whose names are
recorded in the Register of Shareholders on 11 September 2024 and/or (ii) the owners of the
Company's shares in the securities sub-account at PT Kustodian Sentral Efek Indonesia (KSEI)
at the close of trading of the Company's shares on the IDX on 11 September 2024.
The following is an indicative and estimated schedule of the Company's EGMS in connection
with the NPR process:
Notification of EGMS agenda to OJK 20 August 2024
Announcement regarding the EGMS plan and Information
Disclosure regarding the NPR 28 August 2024
Recording Date of Register of Shareholders who are entitled to
attend the EGMS 11 September 2024
EGMS Invitation 12 September 2024
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The convening of the EGMS 8 October 2024
C. Use of Proceeds Plan
The planned use of proceeds from the NPR is as follows:
(a) An amount of Rp.220,649,113,788 (two hundred twenty billion six hundred forty-nine
million one hundred thirteen thousand seven hundred eighty-eight Rupiah) will be made
in order to convert all the receivables owned by NCL under the NCL Loan Agreement.
(b) An amount of Rp.661,947,341,364 (six hundred sixty-one billion nine hundred forty-
seven million three hundred forty-one thousand three hundred sixty-four Rupiah) will
be made in order to convert all the receivables owned by FILM under the NCL Loan
Agreement.
("NCL FILM Receivables Conversion")
(c) An amount of Rp.229,100,000,000 (two hundred twenty-nine billion one hundred million
Rupiah) representing cash deposit from FILM in the NPR of the Company is planned
to be used for capital deposit in PT Net Mediatama Televisi ("NMT") to fund NMT's
working capital needs, including the payment of account payable.
(d) An amount of Rp.370,000,000,000 (three hundred seventy billion Rupiah), which
constitutes the cash deposit from FILM in the NPR of the Company, is planned to be
used by NMT to repay NMT's debt to GII (as defined below) under the NMT GII Loan
Agreement (as defined below).
("Cash Deposit").
D. Management Discussion and Analysis of the Company's Financial Condition Before and
After the NPR
The NCL FILM Receivables Conversion will result in a reduction of the Company's
liabilities/expenses by Rp.882,596,455,152 (eight hundred eighty-two billion five hundred ninety-
six million four hundred fifty-five thousand one hundred fifty-two Rupiah) and the Company's
issued and fully paid-up capital to increase by the same amount. The debt conversion is also
done through the Cash Deposit, which will further improve the Company's consolidated financial
condition, by reducing the Company's liabilities by Rp.370,000,000,000 (three hundred seventy
billion Rupiah), increasing the Company's assets in the form of cash or cash equivalent by
Rp.229,100,000,000 (two hundred twenty-nine billion one hundred million Rupiah) and
increasing the Company's issued and fully paid capital by Rp.599,100,000,000 (five hundred
ninety-nine billion one hundred million Rupiah).
Therefore, the overall NPR process will result in a total reduction of the Company's total liabilities
by Rp.1,252,596,455,152 (one trillion two hundred fifty-two billion five hundred ninety-six million
four hundred fifty-five thousand one hundred fifty-two Rupiah), an increase in the Company's
total assets by Rp.229,100,000,000 (two hundred twenty-nine billion one hundred million
Rupiah) and an increase in the Company's issued and fully paid-up capital by
Rp.1,481,696,455,100 (one trillion four hundred eighty-one billion six hundred ninety-six million
four hundred fifty-five thousand one hundred Rupiah).
The table below shows a summary of the Company's financial condition and its subsidiaries as
of 30 April 2024 before and after the NPR:
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Description As of 30 April 2024 (in Rupiah)
Before NPR After NPR
Statement of Financial Position
Cash and cash equivalents 11,754,069,239 240,854,069,239
Total Current Assets 679,977,011,140 909,077,011,140
Total Assets 1,167,645,047,022 1,396,745,047,022
Total Current Liabilities 1,385,474,810,053 458,478,354,901
Total Liabilities 1,764,230,408,879 511,633,953,727
Total Equity/(Capital Deficiency) (596,585,361,857) 885,111,093,295
With the capital increase through a combination of debt conversion and cash injection through
the NPR, the Company will be able to resolve its solvency issues by paying off its maturing debt
within the next twelve months and securing additional working capital necessary to finance the
production of competitive programs and broadcasts content. Furthermore, the synergy achieved
through collaboration with strategic investor will provide the Company with the opportunities to
re-achieve revenue growth and operating cash flow, which could eventually lead to profitability.
Additionally, the lower debt-to-capital ratio will enable the Company to secure financing from
banks or other financing sources to further support the improvement of the Company's business
performance. Overall, the NPR will help the Company ensure its business continuity (going
concern) and benefit the Company's shareholders, especially public shareholders.
E. Impact of Capital Increase to Shareholders
Upon the effective increase in the issued and paid-up capital of the Company in connection with
the implementation of this NPR, the Company's shareholders will experience a proportional
decrease in their shareholding percentage (dilution) corresponding to the number of new shares
issued, which will be around 71.65% (seventy-one point sixty-five percent) after the NPR.
F. The Capital Structure and Share Ownership Before and After the NPR
As described in Section II of this Information Disclosure, the Company intends to implement a
Reverse Stock Split before conducting the NPR. The following is a comparison of the Company's
capital structure and share ownership before and after the Reverse Stock Split, which is to be
carried out prior to the implementation of the NPR:
Before Reverse Stock Split After Reverse Stock Split
Share capital with nominal value Share capital with nominal value
Rp.100 per share Rp.200 per share
Number of Nominal Value Number of Nominal Value
Shares (Rp.) % Shares (Rp) %
Authorized
Capital 65,000,000,000 6,500,000,000,000 - 32,500,000,000 6,500,000,000,000 -
Issued and Fully
Paid-up Capital
PT Sinergi Lintas
Media 13,974,534,784 1,397,453,478,400 59.58 6,987,267,392 1,397,453,478,400 59.58
PT Teladan
Investama 2,777,337,400 277,733,740,000 11.84 1,388,668,700 277,733,740,000 11.84
PT Semangat
Bambu Runcing 2,045,780,331 204,578,033,100 8.72 1,022,890,165 204,578,033,100 8.72
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Before Reverse Stock Split After Reverse Stock Split
Share capital with nominal value Share capital with nominal value
Rp.100 per share Rp.200 per share
Number of Nominal Value Number of Nominal Value
Shares (Rp.) % Shares (Rp) %
PT Indika Inti
Holdiko 1,803,345,894 180,334,589,400 7.69 901,672,947 180,334,589,400 7.69
Society (<5%
each) 2,852,178,831 285,217,883,100 12.17 1,426,089,416 285,217,883,100 12.17
Total Issued and
Fully Paid-up
Capital 23,453,177,240 2,345,317,724,000 100.00 11,726,588,620 2,345,317,724,000 100,00
Number of
Shares in
Portfolio 41,546,822,760 4,154,682,276,000 - 20,773,411,380 4,154,682,276,000 -
After the Reverse Stock Split is implemented, the Company will proceed with the NPR. The
following is a comparison of the Company's capital structure and share ownership resulting from
the implementation of the NPR conducted after the Reverse Stock Split:
After Reverse Stock Split After Reverse Stock Split and
and Before NPR After NPR
Share capital with nominal value Share capital with nominal value
Rp.200 per share (Series A @ Rp.200 per share) (Series B @
Rp.50 per share)
Number of Nominal Value Number of Nominal Value
Shares (Rp) % Shares (Rp) %
Authorized
Capital
Series A 32,500,000,000 6,500,000,000,000 - 11,726,588,620 2,345,317,724,000 -
Series B - - 83,093,645,520 4,154,682,276,000
Issued and
Fully Paid-up
Capital
Series A
PT Sinergi
Lintas Media 6,987,267,392 1,397,453,478,400 59.58 6,987,267,392 1,397,453,478,400 16.89
PT Teladan
Investama 1,388,668,700 277,733,740,000 11.84 1,388,668,700 277,733,740.,000 3.36
PT Semangat
Bambu
Runcing 1,022,890,165 204,578,033,000 8.72 1,022,890,165 204,578,033.000 2.47
PT Indika Inti
Holdiko 901,672,947 180,334,589,400 7.69 901,672,947 180,334,589,400 2.18
Public (<5%
each) 1,426.089,416 285,217,883,200 12.17 1,426,089,416 285,217,883,200 3.45
Series B
PT MD
Entertainment
Tbk. - - - 25,220,946,827 1,261,047,341,350 60.98
Newton Capital
Ltd - - - 4,412,982,275 220,649,113,750 10.67
Total Issued
and Fully 11,726,588,620 2,345,317,724,000 100.00 41,360,517,722 3,827,014,179,100 100.00
11
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Unofficial Translation
After Reverse Stock Split After Reverse Stock Split and
and Before NPR After NPR
Paid-up
Capital
Number of
Shares in
Portfolio
Series A 20,773,411,380 4,154,682,276,000 - - - -
Series B - - - 53,459,716,418 2,672,985,820,900 -
Upon the completion of the NPR, FILM will become the largest shareholder in the Company with
an ownership of around 60.98% (sixty point nine eight percent), thereby becoming the new
controller of the Company. In accordance with Article 23 (j) of OJK Regulation No.
9/POJK.04/2018 regarding the Acquisition of Public Companies ("POJK 9/2018"), FILM as the
new controller of the Company after the NPR is exempted from the obligation to conduct a
mandatory tender offer considering that the NPR is implemented for the purpose of improving
the Company's financial position.
G. History of Debt to be Repaid as well as the Terms and Conditions of Debt Restructuring
The following outlines the history of the Company's debt that will be converted into new shares
of the Company as part of the NPR:
1. NCL Loan Agreement
The Company entered into a Loan Agreement dated 5 April 2024 as amended through the
First Amendment of the Loan Agreement No. 003/NVM-NC/PERJ/CLD/VIII/24-STS dated
20 August 2024 between NCL and the Company in the amount of Rp.882,596,455,151.88
(eight hundred eighty-two billion five hundred ninety-six million four hundred fifty-five
thousand one hundred fifty-one point eight eight Rupiah) ("NCL Loan Agreement"). The
loan was used by the Company as an advance capital deposit by the Company into NMT.
NMT subsequently used the advance capital deposit to fully repay its debt to NCL in the
same amount, i.e., Rp.882,596,455,151.88 (eight hundred eighty-two billion five hundred
ninety-six million four hundred fifty-five thousand one hundred fifty-one point eight eight
Rupiah). NCL previously purchased the debt from PT Bank CIMB Niaga Tbk.
Subsequently, FILM and NCL entered into the Conditional Sale and Purchase Agreement
over Loan Asset dated 26 August 2024 between FILM and NCL, under which NCL
transferred a portion of its receivables under the NCL Loan Agreement to FILM in the
amount of Rp.661,947,341,364 (six hundred sixty-one billion nine hundred forty-seven
million three hundred forty-one thousand three hundred sixty-four Rupiah). After the transfer,
the ownership composition of the receivables against the Company under the NCL Loan
Agreement is as follows:
Creditor Total Receivables of NCL Loan Maturity
Agreement
FILM Rp.661,947,341,364 (six hundred
sixty-one billion nine hundred forty-
seven million three hundred forty- 5 October 2024
one thousand three hundred sixty-
four Rupiah)
12
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Unofficial Translation
NCL Rp.220,649,113,788 (two hundred
twenty billion six hundred forty-nine
million one hundred thirteen
thousand seven hundred eighty-
eight Rupiah)
Pursuant to the NCL Loan Agreement, the Company may settle the NCL Loan Agreement
Amount either by (i) cash payment equivalent to the amount of NCL Loan Agreement on the
maturity date or (ii) converting the NCL Loan Agreement amount into new shares of the
Company no later than 6 (six) months after the maturity date provided that at the latest 10
(ten) business days before the maturity date ("Non-Cash Settlement"), the Company must
confirm in writing regarding the method of settlement. Based on Notification Letter No.
005/NVM-NC;MD/Srt.Klr/CLD/VIII/24-STS dated 27 August 2024, the Company has notified
NCL and FILM that the settlement of the NCL Loan Agreement Amount will be conducted
through the Non-Cash Settlement.
2. NMT GII Loan Agreement
NMT and GII entered into a Loan Agreement dated 1 April 2024 in the amount of
Rp.370,000,000,000 (three hundred seventy billion Rupiah) which is used by NMT primarily
to repay its debt to BAGI and the remainder is allocated for expenses related to loans and
repayments to BAGI, and NMT's working capital. The NMT GII Loan Agreement will mature
5 (five) years after the NMT GII Loan Agreement is signed. The Company will use the Cash
Deposit received in the NPR amounting to Rp.370,000,000,000,- (three hundred seventy
billion Rupiah) to repay its debt to GII.
IV. INFORMATION REGARDING THE COMPANY
A. General
The Company, domiciled in South Jakarta, is a public company established under the laws
of Indonesia. The Company was first established under the name of PT Putra Insan Permata
based on Deed of Establishment No. 8 dated 23 July 2004, made before Hasbullah Abdul
Rasyid, S.H., M.Kn., Notary in Jakarta and approved by the Minister of Justice and Human
Rights of the Republic of Indonesia No. C-22196 HT.01.01.TH.2004 dated 3 September
2004 ("Company's Deed of Establishment"). Based on the Deed of Restatement of the
Shareholders' Resolution No. 121 dated 23 March 2017, made before Ardi Kristiar, S.H.,
M.B.A., substitute of Yulia, S.H., Notary in South Jakarta, the Company has changed its
name from PT Putra lnsan Permata to PT Net Visi Media, as approved by the Minister of
Law and Human Rights ("MOLHR") based on Decree No. AHU-0007113.AH.01.02.TAHUN
2017 dated 23 March 2017.
The Company's Deed of Establishment was lastly amended pursuant to Deed of
Restatement of the Board of Commissioners' Resolution No. 67 dated 24 February 2022,
made before Yulia, S.H., Notary in South Jakarta, as notified to the MOLHR pursuant to
Notification Receipt No. AHU-AH.01.03-0148827 dated 8 March 2022 ("Company's
Articles of Association").
13
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Unofficial Translation
The following are the Company's contact details:
Address Graha Mitra 4th Floor, Jl. Jend. Gatot Subroto Kav. 21, RT 003 RW
002, Karet Semanggi, Setiabudi South Jakarta 12930
Phone No. (62-21) 5050-6100
Fax No. (62-21) 2954-6200
Email address corporate.secretary@netvisimedia.co.id
Pursuant to Article 3 of the Company's Articles of Association, the purposes and objectives
of the Company are as follows:
Main business activities:
(i) Other management consulting activities
(ii) Activities of holding companies
(iii) Other professional, scientific and technical activities that cannot be classified
elsewhere
Supporting business activities:
(i) Performing arts creative actors
(ii) Operating as an agent or sponsor of individual artists and theater performers
B. Capital Structure and Share Ownership
Based on the Company's Articles of Association and the Company's Register of
Shareholders dated 31 July 2024, the Company's latest capital structure and shareholder
composition are as follows:
Share capital with nominal value of Rp.100 per share
Number of Shares Nominal Value (Rp) %
Authorized Capital 65,000,000,000 6,500,000,000,000
Issued and Fully Paid-
up Capital
PT Sinergi Lintas Media 13,974,534,784 1,397,453,478,400 59.58
PT Teladan Investama 2,777,337,400 277,733,740,000 11.84
PT Semangat Bambu
Runcing 2,045,780,331 204,578,033,100 8.72
PT Indika Inti Holdiko 1,803,345,894 180,334,589,400 7.69
Public (<5% each) 2,852,178,831 285,217,883,100 12.17
Total Issued and Fully
Paid-up Capital 23,453,177,240 2,345,317,724,000 100.00
Number of Shares in
Portfolio 41,546,822,760 4,154,682,276,000 -
C. Management and Supervision
Based on Deed of Minutes of Meeting No. 12 dated 7 June 2024, as subsequently set forth
in Deed of Restatement of Meeting Resolutions No. 46 dated 19 June 2024, made before
Yulia, S.H., Notary in Jakarta, as notified to the MOLHR based on Notification Receipt No.
14
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Unofficial Translation
AHU-AH.01.09-0216670 dated 21 June 2024, the current composition of the Company's
Board of Directors and Board of Commissioners is as follows:
Board of Commissioners
President Commissioner : Lie Halim
Commissioner : Rachmat Nugroho
Independent Commissioner : Clifford David Rees
Board of Directors
President Director : Deddy Hariyanto
Director : Azuan Syahril
Director : Fendy Nagasaputra
Director : Ferry
Director : Surya Hadiwinata
V. INFORMATION REGARDING THE PROSPECTIVE NEW CONTROLLER
A. General
FILM, domiciled in South Jakarta, is a public company established under the laws of Indonesia.
FILM was first established under the name of PT MD Media pursuant to Deed No. 05 dated 1
August 2002 made before Frans Elsius Muliawa, S.H., Notary in Jakarta and approved by the
Minister of Justice and Human Rights of the Republic of Indonesia No. C-17650
HT.01.01.TH.2002 dated 13 September 2002 ("FILM's Deed of Establishment").
FILM's Deed of Establishment was lastly amended pursuant to Deed of Restatement of the
Extraordinary General Meeting of Shareholders Resolution No. 4 dated 10 July 2024 made
before Tri Firdaus Akbarsyah, S.H., M.H., Notary in Jakarta, as approved by the MOLHR based
on Decree No.AHU-0043005.AH.01.02.Tahun 2024 dated 16 July 2024 ("FILM's Articles of
Association").
The following are FILM's contact details:
Address MD Place Tower 1 8th Floor Jl. Setiabudi Selatan No. 7 Jakarta
: 12910 Indonesia
Phone No. : (021) 298 55 777
Fax No. : (021) 290 55 777
Email address : corporatesecretary@mdentertainment.com
Pursuant to Article 3 of the FILM's Articles of Association, the purposes and objectives of FILM
are as follows:
Main business activities:
(i) Performing arts creative performers
(ii) Activities of other artistic and creative workers
(iii) Impresario activities in the field of arts and art festivals
15
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Unofficial Translation
(iv) Art facility operating activities
(v) Other entertainment, arts and creativity activities
(vi) Private distribution of films, videos and television programs
(vii) Post-production activities for films, videos and television programs
(viii) Private television broadcasting and programming activities
(ix) Private sector film, video and television program production activities
Supporting business activities:
(i) Real estate owned or leased
(ii) Rental and leasing activities without option rights of editing image recording equipment
(iii) General printing industry
B. Capital Structure and Share Ownership
Based on FILM's Articles of Association and FILM's Register of Shareholders dated 31 July
2024, the latest capital structure and shareholder composition of FILM are as follows:
Description Share capital with nominal value of Rp.100 per share
Number of Nominal Value %
Shares (Rp)
Authorized Capital 20,000,000,000 2,000,000,000,000
Issued and Fully Paid-
up Capital 9,511,217,000 951,121,700,000 100%
PT MD Global
Investments 4,803,164,585 480,316,458,500 50,50%
Manoj Dhamoo Punjabi 1,696,162,615 169,616,261,500 17,83%
Morgan Stanley and Co
Intl – Client AC 1,390,950,000 139,095.000.000 14,62%
Public (<5% each) 1,620,939,800 162,093,980,000 17,4%
Total Issued and Fully
Paid-up Capital 20,000,000,000 2,000,000,000,000 -
Number of Shares in
Portfolio 10,488,783,000 1,048,878,300,000 -
C. Management and Supervision
Based on Deed of Restatement of the Extraordinary General Meeting of Shareholders
Resolution No. 04 Dated 10 July 2024, the current composition of the Board of Directors and
Board of Commissioners of FILM is as follows:
Board of Commissioners
President Commissioner : Shania Manoj Punjabi
Commissioner : Sanjeva Advani
Independent Commissioner : Innayat Haresh Khubchandani
Board of Directors
President Director : Manoj Dhamoo Punjabi
Director : Priyadarshi Anand
Director : Sajan Lachmandas Mulani
16
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Unofficial Translation
D. Beneficial Owner
The ultimate beneficial owner of FILM is Manoj Dhamoo Punjabi.
E. Nature of Affiliate Relationship
FILM is not an Affiliate of the Company.
VI. DESCRIPTION OF THE PROSPECTIVE NON-CONTROLLING INVESTORS
A. General
NCL has its address at Kingston Chambers, PO Box 173, Road Town, Tortola, British Virgin
Islands as a company incorporated under the laws of the British Virgin Island pursuant to its
Memorandum and Articles of Association dated 28 November 2023, with registration number
2137003.
NCL's business activity is an investment company.
B. Capital Structure and Share Ownership
The capital and shareholder structure of NCL is as follows:
Shareholders Number of Shares (Common %
Shares)
Paloma Capital Ltd 1 100
C. Management and Supervision
The management and supervisory composition of NCL is as follows:
Director : Neil Colin Gray
D. Nature of Affiliate Relationship
NCL is not an Affiliate of the Company.
VII. DEBT RESTRUCTURING
A. NPR EXERCISE PRICE
In accordance with the provisions of IDX Regulation I-A and considering that the Company
conducts NPR in order to improve its financial position, the determination of the exercise price
is based on the agreement of the parties, carried out on an arm's length basis, does not violate
the applicable laws and is executed without harming non-controlling shareholders and non-
major shareholders. Point V.I.4 of IDX Regulation I-A stipulates that the exercise price of the
additional shares may not be lower than the lowest (minimum) price limit for shares that can be
traded in the Regular Market and the Cash Market as stipulated in Regulation II-A concerning
Trading in Equity Securities, which is Rp.50 (fifty Rupiah).
The Company has appointed an Independent Appraiser registered with the OJK to appraise the
Company's share price. Considering the results of the valuation conducted by the Independent
17
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Unofficial Translation
Appraiser based on the Company's Share Valuation Report, the Company with NCL and FILM
have agreed to set the exercise price for the NPR at Rp.50 (fifty Rupiah) per share.
The new shares issued from the Company's portfolio through the NPR will be listed on the IDX
in accordance with the prevailing laws and regulations, including IDX Regulation I-A. The new
shares will carry the same rights as other shares of the Company that have been listed on the
IDX prior to the NPR, including the right to dividends.
B. EXPLANATION OF THE ACCOUNTS THAT CAUSED THE COMPANY'S FINANCIAL
POSITION TO EXPERIENCE THE CONDITION AS INTENDED IN ARTICLE 8B LETTER B
POJK 14/2019
Based on the Company's Consolidated Financial Statements for the four-month period that
ended in 30 April 2024 as audited by Public Accounting Firm Teramihardja, Pradhono &
Chandra, auditors, with an unmodified fair opinion, dated 7 August 2024, the Company had
negative net working capital, or a position where total current liabilities exceeded the total current
assets, amounting to Rp.705,497,798,913 (seven hundred five billion four hundred ninety-seven
million seven hundred ninety-eight thousand nine hundred thirteen Rupiah), and total liabilities
of Rp.1,764,230,408,879 (one trillion seven hundred sixty-four billion two hundred thirty million
four hundred eight thousand eight hundred seventy-nine Rupiah), which accounted for 151.09%
(one hundred fifty-one point zero nine percent) of the Company's total assets of
Rp1,167,645,047,022 (one trillion one hundred sixty-seven billion six hundred forty-five million
forty-seven thousand twenty-two Rupiah).
The following table shows a summary of the Company's financial condition and its subsidiaries
as of 31 December 2023 and 30 April 2024:
Description (in Rupiah)
As of 31 December 2023 As of 30 April 2024
Statement of Financial Position
Cash and cash equivalents 7,309,481,258 11,754,069,239
Total Current Assets 691,043,625,288 679,977,011,140
Total Assets 1,215,005,762,743 1,167,645,047,022
Total Current Liabilities 1,875,302,652,458 1,385,474,810,053
Total Liabilities 1,943,481,522,606 1,764,230,408,879
Total Equity/(Capital Deficiency) (728,475,759,863) (596,585,361,857)
The aforementioned conditions are in line with the Company's accumulated losses and capital
deficiency of Rp.3,523,570,216,575 (three trillion five hundred twenty-three billion five hundred
seventy million two hundred sixteen thousand five hundred seventy-five Rupiah) and
Rp.596,585,361,857 (five hundred ninety-six billion five hundred eighty-five million three
hundred sixty-one thousand eight hundred fifty-seven Rupiah), respectively, as of 30 April 2024,
which were primarily driven by heavy financial burden. The limited working capital also hindered
the Company’s ability to produce competitive programs and broadcast content, leading to a
decline in the Company’s operational performance. These negative impacts are evident in the
decrease in the Company's operating performance and cash flow, ultimately making it difficult
for the Company to meet its financial obligations to repay maturing debts. Overall, these
conditions raise a risk of uncertainty regarding the Company's business continuity (going
concern).
18
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Unofficial Translation
VIII. EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS ("RUPSLB")
The EGMS will be held on:
Day/Date : Tuesday/8 October 2024
Time : 14.00 Western Indonesian Time
Place : Studio NET., Gedung Graha Mitra, Jl. Jend. Gatot Subroto, Kav.
21, Jakarta Selatan 12930
The shareholders who are entitled to attend the EGMS are shareholders who are registered in the
Company's Register of Shareholders and or holders of securities sub-accounts at the close of stock
trading on the IDX on 11 September 2024.
IX. STATEMENT OF DIRECTORS AND BOARD OF COMMISSIONERS
This Information Disclosure has been approved by the Board of Commissioners and the Board of
Directors of the Company, and therefore, the Board of Commissioners and the Board of Directors
of the Company, both individually and collectively, are fully responsible for the accuracy and
completeness of all information or material facts contained in this Information Disclosure and the
opinions expressed in this Information Disclosure are fair and correct. The Board of Commissioners
and the Board of Directors of the Company, after making a reasonable assessment, confirm that
there are no important and relevant facts that are not stated which may cause the information or
material facts in this Information Disclosure to be untrue and/or misleading.
X. ADDITIONAL INFORMATION
If shareholders require further information, they may contact the Company at the following address:
PT NET VISI MEDIA TBK.
Head Office
Graha Mitra 4th Floor
Jl. Jend. Gatot Subroto Kav. 21
RT 003 RW 002, Karet Semanggi, Setiabudi, South Jakarta, 12930
Tel. (62-21) 5050-6100
Fax. (62-21) 2954-6200
Email : corporate.secretary@netvisimedia.co.id
Website : www.netvisimedia.co.id
Sincerely,
Board of Directors
19
Names mentioned 47 people and organisations named in the text · linked when the evidence is strong
unresolved
org
NET VISI MEDIA TBK.
p.1 ×6
unresolved
org
FINANCIAL SERVICES AUTHORITY
p.1
unresolved
org
INDONESIA STOCK EXCHANGE
p.1
unresolved
org
Suwendho Rinaldy dan Rekan
p.4
unresolved
org
Ministry of Finance
p.4
unresolved
org
PT Adimitra Jasa Korpora
p.6
unresolved
org
PT Kustodian Sental Efek Indonesia
p.6
unresolved
org
PT Indo Premier Sekuritas
p.6
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.8
unresolved
org
PT Semangat Bambu Runcing
p.10 ×3
unresolved
org
PT Putra Insan Permata
p.13
unresolved
person
Hasbullah Abdul Rasyid
· Notaris
p.13
unresolved
org
Minister of Justice and Human Rights
p.13 ×2
unresolved
person
Ardi Kristiar
p.13
unresolved
person
Yulia
· Notaris
p.13 ×4
unresolved
org
PT Putra
p.13
unresolved
org
Minister of Law and Human Rights
p.13
unresolved
org
PT MD Media
p.15
unresolved
person
Frans Elsius Muliawa
· Notaris
p.15
unresolved
person
Tri Firdaus Akbarsyah
· Notaris
p.15
unresolved
org
Paloma Capital Ltd
p.17
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