Corporate action: META's manoeuvre to exit the IDX

This article has been translated by PwC Indonesia as part of our Indonesia Infrastructure News Service. PwC Indonesia has not checked the accuracy of, and accepts no responsibility for the content.

Bisnis Indonesia - Aksi korporasi manuver META hengkang dari bursa

9 November 2023

By: Farid Firdaus & Rizqi Rajendra

 

Jakarta - After listing on the Indonesia Stock Exchange (IDX) in the middle of 2001, PT Nusantara Infrastructure Tbk (META) intends to go private. The process of exiting the IDX will begin with the suspension of their stock trading, followed by a proposal to shareholders at the Extraordinary General Shareholders’ Meeting (RUPSLB) scheduled for next month.

In their letter, META stated their plan to go private and to conduct a voluntary delisting from the IDX after obtaining an approval from shareholders at the company’s RUPSLB on 19 December 2023.

“Regarding this matter, the IDX has decided to suspend the trading of META’s securities in the market from the first securities trade session on Wednesday on 8 November until further announcement,” the IDX authority wrote as quoted on Wednesday (8/11).

Hence, the IDX is asking related parties to pay attention to the information disclosed by META, especially the information on META’s plan to go private and to conduct a voluntary delisting.

Regarding META’s going private plan, the IDX Listing Director I Gede Nyoman Yetna said that the IDX would conduct a hearing on the background of META’s voluntary delisting.

Besides that, he continued that, to protect investors, the IDX ensured that the Salim Group issuer would buy back their shares that are already in circulation.

“When they conduct the voluntary delisting to exit the public area, we will make sure that the shares in circulation will be bought back. They will be bought back at a reasonable price,” Nyoman said at the IDX Building on Wednesday (8/11).

On the other hand, he also said that the share buyback process could be hindered by shareholders that could not be contacted and other force majeures.

“If there are [shareholders] that cannot be contacted, they must ensure that the process has been carried out optimally. In terms of their address and other aspects. Including other force majeures. If the person has passed away, who does the right gets transferred to,” he explained.

Nusantara Infrastructure Corporate Secretary Dahlia Evawani also stated facts about META’s stock suspension to the Financial Services Authority (OJK). In their letter, META’s management informed that trading of the company’s securities would be suspended from the first securities trading session on Wednesday (8/11).

“The company’s stock trading suspension will not materially impact operating activities, legal matters, financial condition, or business continuity,” she wrote on Thursday (8/11).

META’s track record in the IDX started when they conducted an initial public offering on 18 July 2001 worth Rp12 billion. At the time, META was still called PT Metamedia Technologies Tbk.

In 2006, META merged with PT Nusantara Konstruksi Indonesia and transformed into PT Nusantara Infrastructure.

META’s milestones in the infrastructure sector started in 2007 when the company carried out the groundbreaking of Section Four Toll Road (JTSE) in Makassar in South Sulawesi.

In 2010, META acquired 99.97% shares of PT Margautama Nusantara (MUN) that holds 25% shares of PT Jakarta Lingkar Baratsatu that operates the W1 segment of Jakarta Outer Ring Road (JORR).

Moving on to November 2017, the issuer that has a market capitalisation of Rp4.22 trillion established a strategic cooperation with a public company in the Philippines, which is Metro Pacific Investments Corporation (MPIC).

The company that is affiliated with Salim Group is engaged in the investment and management sector, focusing on accelerating non-APBN (state budget) infrastructure development. MPIC is the parent company of Metro Pacific Toll Corp (MPTC) that is the largest toll road developer in the Philippines.

In the same month, META introduced PT Metro Pacific Tollways Indonesia as the company’s new controlling shareholder.

Amid the voluntary delisting plan, META is also selling the shares of its subsidiary. Based on First Pacific’s statement on Monday (6/11), GIC, through its subsidiary Warrington Investment Pte. LTd., is planning to acquire 33% shares of PT Margautama Nusantara (MUN) that is the subsidiary of PT Nusantara Infrastructure Tbk (META). The acquisition transaction value reaches Rp3.31 trillion.

At the same time, Salim Group as the shareholder of META is also injecting capital to MUN. PT Metro Pacific Tollways Indonesia (MPTI) is planning to buy 833 or 10.3% shares of MUN. The purchase value reaches around Rp1.03 trillion that is roughly US$65.4 million.

PT Nusantara Infrastructure Head of Corporate Communication & CSR Indah D.P. Pertiwi said that META through its subsidiary, MUN, has signed a share acquisition agreement with WIPL and MPTI on 3 November 2023 at the Equity building in Jakarta.

“The transaction is meant to pay off the debt from purchasing MBZ that was acquired in December last year,” she stated in her official statement on Monday (6/11).

At the end of 2022, MUN officially purchased 40% shares of PT Jasamarga Jalanlayang Cikampek (JJC) that manages Mohamed Bin Zayed Elevated Toll Road spanning 38 kilometres.

“The corporate action is expected to strengthen the company’s current and future financial performance,” Indah said.

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