C00353-2024 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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Common Stock Outstanding (Current) | 2,031,988,603 |
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Subject of the Disclosure |
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ICTSI Far East Pte. Ltd. fully divests in PT ICTSI Jasa Prima Tbk |
Background/Description of the Disclosure |
On January 22, 2024, International Container Terminal Services, Inc. (ICTSI) through its wholly owned subsidiary, ICTSI Far East Pte. Ltd., signed a Conditional Share Sale and Purchase Agreement with PT Sarana Kelola Investa in connection with the sale of 80.19% shares of PT ICTSI Jasa Prima Tbk (IJP), the Company’s listed subsidiary in Indonesia which owns PT PBM Olah Jasa Andal (OJA), which in turn has an equipment supply cooperation agreement with PT Pelabuhan Indonesia II (Pelindo) at the Port of Tanjung Priok in Jakarta, Indonesia. |
Date of Approval by Board of Directors |
Jan 22, 2024 |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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The current 15-year equipment supply cooperation agreement of PT PBM Olah Jasa Andal with PT Pelabuhan Indonesia II was signed on June 5, 2013. |
Date | Jan 22, 2024 |
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Manner |
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Sale of shares |
Description of the company to be acquired or sold |
PT ICTSI Jasa Prima Tbk is a listed company in Indonesia engaged in the development, construction and operation of terminals and maritime logistic infrastructure. |
Number of shares to be acquired or disposed | 470,830,500 |
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Percentage to the total outstanding shares of the company subject of the transaction | 80.19 |
Price per share | USD0.00425 |
Nature and amount of consideration given or received |
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USD2,000,000.00 |
Principle followed in determining the amount of consideration |
Various well accepted valuation methods used to arrive at a negotiated price for the sale |
Terms of payment |
Cash |
Conditions precedent to closing of the transaction, if any |
Fulfillment of requirements under the Conditional Share Sale and Purchase Agreement, including application of the change in ownership at the Indonesia Stock Exchange, among other usual condition precedents to closing, applicable to this kind of transaction. |
Any other salient terms |
None |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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PT Sarana Kelola Investa | None |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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None |
Other Relevant Information |
- |
Name | Arthur Tabuena |
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Designation | Treasury Director and Head of Investor Relations |