20240313_INCO_Laporan Informasi dan Fakta Material_31596168_lamp2.pdf

All information contained in this Disclosure of Information is only a proposal, which is subject to the approval
of the Extraordinary General Meeting of Shareholders (“EGMS”), the Registration Statement in relation to
the Rights Issue declared effective by the OJK, as well as the Prospectus to be issued in relation to the
Rights Issue.


This Disclosure of Information is for information only and is not intended as an offering document of the
Company's securities in any jurisdiction where the offer or purchase of securities is a violation of the laws
and regulations in force in the country or jurisdiction outside the territory of Indonesia. No party may obtain
Pre-emptive Rights or new shares except based on information contained in the Prospectus which will be
issued in relation to the Rights Issue.


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 contained in this
Disclosure of Information and confirm that the information stated in this Disclosure of Information is correct
and there are no material facts that are not stated which may cause the material information in this
Disclosure of Information to be untrue and/or misleading.



        Disclosure of Information to the Shareholders is issued in Jakarta on 13 March 2024




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                          INFORMATION RELATED TO THE RIGHTS ISSUE

In relation to the Company’s plan to carry out the Rights Issue in this Disclosure of Information, the
Company intends to issue a maximum of 603,445,814 (six hundred three million four hundred forty-five
thousand eight hundred fourteen) new shares of the Company with a nominal value of Rp25 (twenty-five
Rupiah) per share (“New Shares”).

The New Shares will be issued from the Company's portfolio shares and will be listed on 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.

In accordance with OJK Regulation 32/2015, the implementation of the Rights Issue is subject to:

1.      the Company shall obtain the approval from the shareholders at the EGMS in relation to the Rights
        Issue; and

2.      the Registration Statement to be submitted by the Company to OJK in relation to the capital
        increase plan by granting Pre-emptive Rights is declared effective by OJK.

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. The deposit of shares in this
Rights Issue is planned to be conducted in the form of money.

It is important for the shareholders of the Company to be informed that this Rights Issue is part of the
fulfillment of the Company’s share divestment obligation to the Government of the Republic of Indonesia
(“Government”) based on the prevailing laws and regulations in the mining sector (“Shares Divestment
Obligation”) whereby the Government has informed the Company and expressed its interest to purchase
the divestment shares in the Company in relation to the Shares Divestment Obligation and has appointed
PT Mineral Industri Indonesia (Persero) (“MIND ID”) to carry out the shares acquisition of the Company
related to such Shares Divestment Obligation.

Based on information obtained by the Company from the Company's main shareholders, i.e., Vale Canada
Limited (“VCL”) and MIND ID:

1.      MIND ID will (i) purchase and accept the transfer from VCL, Sumitomo Metal Mining Co. Ltd.
        (“SMM”) and Vale Japan Limited (“VJL”) for all the Pre-emptive Rights that will be their portion in
        the Rights Issue and (ii) exercise all such Pre-emptive Rights and the Pre-emptive Rights that will
        be MIND ID’s portion in the Rights Issue (“New Shares Transaction”) based on the terms and
        conditions set forth in the definitive agreements related to the transaction of the implementation of
        the Shares Divestment Obligation entered into by VCL, MIND ID and SMM and effective as of 26
        February 2024 (“Definitive Agreements”).

2.      Simultaneously with the New Shares Transaction, MIND ID will also purchase and receive the
        transfer of some of the shares owned by VCL, SMM and VJL in the Company (“Existing Shares
        Transaction”) as part of the fulfillment of the Shares Divestment Obligation to represent the
        Government. Following the completion of the implementation of the New Shares Transaction and
        Existing Shares Transaction (“Acquisition Transaction”), MIND ID will acquire an additional 14%
        (fourteen percent) of shares in the Company, thus becoming the single largest shareholder in the
        Company with a shareholding of at least 34% (thirty-four percent).

3.      Following the completion of the Acquisition Transaction (i) MIND ID and VCL will become the direct
        joint controller of the Company and (ii) implementation of such Acquisition Transaction by MIND ID
        is carried out based on the Government’s policy which appoints MIND ID as the Government’s


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        representative to acquire all divestment shares offered by the Company to the Government in the
        implementation of the Shares Divestment Obligation and therefore, MIND ID as a prospective joint
        controller with VCL in the Company is exempted from the obligation to conduct a mandatory tender
        offer as stipulated in Article 23 letter (k) of OJK Regulation No. 9/POJK.04/2018 on the Acquisition
        of Public Companies. The implementation of the Acquisition Transaction will be conducted with due
        observance of and subject to the terms and conditions of the Definitive Agreements and the
        prevailing laws and regulations.

Other provisions in relation to the Rights Issue, including the final exercise price of the Pre-emptive Rights
and the final amount of New Shares to be issued as well as other important information, will be disclosed
in the Prospectus issued in relation to the Rights Issue, which will be provided to the eligible shareholders
in due time, in accordance with the prevailing regulations.

                   ESTIMATED TIME OF IMPLEMENTATION OF THE RIGHTS ISSUE

In accordance with OJK Regulation 32/2015, the Company will submit a Registration Statement in relation
to the Rights Issue to OJK after obtaining approval from the EGMS to be held on the date of 19 April 2024
to approve the Company’s Rights Issue, and the Rights Issue will be implemented after the Registration
Statement is declared effective by OJK.

Referring to the provisions of Article 8 paragraph (3) of OJK Regulation 32/2015, the period between the
date of EGMS approval until the effectiveness of the Registration Statement shall be no longer than 12
(twelve) months.

                         AN OUTLINE ESTIMATE OF THE USE OF PROCEEDS

In general, the Company plans to utilize the use of proceeds received from the Rights Issue (after deducting
all commissions, fees, costs, and other expenses) for: (i) the Company’s capital expenditure needs; and/or
(ii) the Company’s working capital needs.

In the Prospectus that will be issued in relation to the Rights Issue, the Company's management is entitled
to adjust the use of proceeds by considering the circumstances and other factors that deemed appropriate
with due regard to the estimate use of proceeds above.

Final information in relation to the use of proceeds will be disclosed in the Prospectus that will be issued in
relation to the Rights Issue which will be made available to the shareholders in due time, in accordance
with prevailing laws and regulations.

           THE IMPACTS OF RIGHTS ISSUE TOWARDS THE FINANCIAL CONDITION AND
                                    SHAREHOLDERS

Impact on the Company's financial condition

The Company foresees that the Rights Issue may strengthen the Company’s capital structure in business
development or mining business activities that are part of the Company’s main business activities, so that
will positively impact the Company’s financial condition.

Impact on the Company’s Shareholders

With the implementation of the Rights Issue, the Company's shareholders that does not exercise its Pre-
emptive Rights will be diluted on the percentage of share ownership in the Company up to a maximum of
5,73% (five point seventy-three percent) if all of the Pre-emptive Rights issued by the Company are
exercised by the eligible Pre-emptive Rights holders.



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                              GENERAL MEETING OF SHAREHOLDERS

In relation to the Company's plan to conduct Rights Issue, the Company shall obtain approval from the
Company's shareholders in the EGMS which will be held with the following details:

 Day/Date         :   Friday, 19 April 2024
 Time             :   3 P.M. Indonesian Western Time
 Place            :   Hotel Alila SCBD, SCBD Lot 11a, Jl. Jend. Sudirman Kav 52-53 - Jakarta

The announcement of the EGMS and this Disclosure of Information are made through the IDX website and
the Company's website, as well as the e-RUPS provider website (if any) on 13 March 2024.

                                     ADDITIONAL INFORMATION

The implementation of this Rights Issue will be carried out after obtaining EGMS approval and an effective
statement from OJK on the Registration Statement submitted by the Company in relation to this Rights
Issue.

To obtain additional information regarding the above, please contact the Company during working hours at
the following address:

                                          Corporate Secretary
                                       PT VALE INDONESIA TBK
                                    Sequis Tower, Lantai 20, Unit 6 & 7
                               Jl. Jend. Sudirman, Kav. 71, Jakarta 12190
                                           Telp. (021) 524 9000
                                     Website www.vale.com/indonesia
                                      Email ptvi-corpsec@vale.com




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