BNBR Extraordinary General Meeting Approve Reverse Stock
Source: Humas BNBR | 27 Apr 2018
The Extraordinary General Meeting of Shareholders (EGMS) of PT Bakrie & Brothers Tbk (“BNBR” or “Company”) held in Jakarta, Friday (27/4) has approved the Company’s plan to doing private placement (Penambahan Modal Tanpa Hak Memesan Efek Terlebih Dahulu/PMTHMETD) ), an increase in the nominal value of the Company’s shares carried out through a reduction in the number of shares (reverse stock), and changes in the Company’s capital structure in connection with an increase in the nominal value of the Company’s shares. Meanwhile, the BNBR Annual GMS, which was held on the same day, also approved the appointment of some members of the Company’s Board of Directors and Board of Commissioners.
“That’s right, with the approval of the EGMS earlier, the Company will immediately conduct PMTHMETD and reverse stock,” Bobby Gafur Umar, Managing Director of BNBR, told reporters after the AGM. Explained by Bobby, PMTHMETD is the Company’s action to avoid the potential for odd-share shares from the reverse stock exercise. “Reverse stock itself is one of the conditions that must be carried out by the Company in the process of restructuring the Company’s debt,” he said.
Bobby explained, as a series of debt restructuring processes, the Company intends to carry out PMTHMETD of 72 series C shares with a nominal value of Rp 114 per share and as many as 551 series D shares with a nominal value of Rp 50 per share with an exercise price of Rp 114 per share so that the total funds from PMTHMETD is as much as possible amounting to Rp. 71,022. The Company implements this PMTHMETD in accordance with POJK No. 38, especially in point (i). “The funds obtained from the implementation of PMTHMETD will all be used for the Company’s working capital,” Bobby said.
BNBR Finance Director, A. Amri Aswono Putro added, after PMTHMETD was implemented, the Company planned to carry out a reverse stock of all of the Company’s shares that had been issued and fully paid. Every 10 shares with an old par value will change to 1 share with a new par value. “The implementation of this reverse stock will not cause a change in the amount of issued and fully paid capital or authorized capital,” said Amri, adding that new shares of reverse stock will have the same percentage rights, both for voting rights and the right to dividends. with old stocks.
Meanwhile, the BNBR Annual General Meeting of Shareholders also approved the appointment of Anindya Novyan Bakrie as BNBR President Commissioner and Firmanzah as Independent Commissioner. “The Board of Directors of the Company also gained new strength with the appointment of Anindra Ardiansyah Bakrie as Deputy President Director. We are optimistic that this will have a positive influence on the Company’s performance, “Bobby said.
With this change in management, the composition of the Company’s Commissioners and Directors is as follows: Anindya Novyan Bakrie as President Commissioner, Firmanzah as Independent Commissioner, and Armansyah Yamin as Commissioner. The Company’s President Director remains held by Bobby Gafur S.Umar, accompanied by Anindra Ardiansyah Bakrie as Deputy Managing Director and A. Amri Aswono Putro, RA Sri Dharmayanti as Directors and Dody Taufiq Wijaya as Independent Directors.
On this occasion, Bobby Gafur Umar also explained the progress of the Company’s performance and the progress of the construction of a number of projects in the infrastructure and manufacturing sectors that are being worked on by the Company. In general, according to Bobby, in 2017 the Company recorded better performance than in 2016. “We also remain focused on revitalizing the balance sheet. The Company’s total debt decreased by five percent in 2017, mainly due to the decrease in the Company’s long-term loans that have been converted into equity, “Bobby said.
He added, in terms of financials during 2017 the Company continued to strive to make the balance sheet healthy by taking a number of strategic steps. “The addition of capital through the second phase of the PMTHMETD scheme that was successfully carried out in the final quarter of 2017 is an effort,” he said. He said that in 2017 the Company managed to record revenues of Rp.2.5 trillion, up 18 percent compared to the previous year.
In another section, it also explains the performance of the Company’s business units. The Company’s three business units that are engaged in the automotive component industry, building materials and metal fabrication and construction, namely PT Bakrie Autoparts, PT Bakrie Building Industries and PT Bakrie Metal Industries, are currently doing business development in their respective business lines.
“PT Bakrie Autoparts will continue its efforts to take part in passenger vehicle components and replacement components. While PT Bakrie Building Industries will continue the expansion of high value-added products so that it can expand the market to the upper-middle segment. Meanwhile, taking into account the condition of the oil and gas and steel industry, PT Bakrie Metal Industries will increase its capacity in the EPC field and focus on working on opportunities in the non-oil and gas construction segments and steel pipes for the use of the non-oil and gas sector, “Bobby Gafur Umar explained.
In the field of infrastructure, a number of the Company’s business units are also involved in several strategic infrastructure projects. In 2017 the Company continued the development of several infrastructure contracts and worked with several strategic partners to develop the Kalija Pipeline project phase 1. Currently the pipeline is fully operational in accordance with the Gas Transportation Agreement and is delivering gas from Kepodang Field to the Tambak Lorok PLTG. In the toll road infrastructure sector, in collaboration with PT Waskita Toll Road (a subsidiary of PT Waskita Karya Tbk), the Company is continuing the Cimanggis – Cibitung toll road project. “At present the construction of phase 1 of 3.17 km has been completed, and continued with land acquisition in Bogor Regency for the next phase,” Bobby said.
In addition, in the construction of the Tanjung Jati A power plant, the Company cooperated with YTL Jawa Energy BV (a subsidiary of YTL Corporation Berhad), currently in the process of establishing an EPC contractor, completing land acquisition for switching stations and transmissions. “The Company believes these infrastructure projects will provide increasingly good and competitive returns to shareholders and other stakeholders in the future,” Bobby added.