Completion of the Share Takeover Transaction at PT Holi Pharma by PT Pyridam Farma Tbk
Referring to (i) Financial Service Authority (“FSA”) Regulation No. 31/POJK.04/2015 on Information Disclosure of Material Facts by Issuer of Public Company, (ii) Annex to Regulation I-E of Decree of the Board of Directors of PT Bursa Efek No. KEP-00015/BEI/01-2021 on Obligations of Information Submission, and (iii) Part VII Point 3 of Annex to FSA Letter No. S-1780/PM.222/2021 dated November 3rd, 2021 on Changes and/or Additional Information on the Proposed Material Transaction of PT Pyridam Farma Tbk in connection with the obligation to report the results of the implementation of material transactions by PT Pyridam Farma Tbk (the “Company” or “we”) , we hereby inform the following information:
a.Transacting Parties
- Company
- PT Pyfa Sehat Indonesia (“PSI”) (anak perusahaan Perseroan yang dimiliki sahamnya 99% (sembilan puluh sembilan persen) dan yang laporan keuangannya terkonsolidasi oleh Perseroan)
- Erik Darius Mardiwidyo
- Murtiati
b.Transaction Details
The Company has acquired the shares of PT Holi Pharma (“HP”) on December 28th, 2021 as a completion or follow-up to the reporting of the Information Disclosure that we submitted through Electronic Reporting System No. 061/PYFA-CS/IX/2021 dated September 14th, 2021 including any changes and/or additions (“Material Transaction”). The implementation of Material Transaction has been approved by the shareholders of the Company in the Extraordinary General Meeting Shareholders on December 23rd, 2021 which stated on the Deed No. 29/NOT/XII/2021, dated December 23rd, 2021, made before Recky Francky Limpele, S.H., Notary in Central Jakarta.
In connection with the implementation of Material Transactions the Company with Erik Darius Mardiwidyo and Murtiati as the sellers, have signed the Deed of Acquisition No. 80, dated December 28th, 2021, made before Imelda Nur Pane, S.H., Notary in South Jakarta. Therefore, with the effectiveness of Material Transaction, the Company’s direct ownership in HP becomes 99.95% (ninety nine point ninety five percent) and indirectly becomes 100% (one hundred percent) through the purchase of shares in HP amounting to 0.05% (zero point zero five percent) by PSI based on Deed of Shares Purchase No. 81, dated December 28th, 2021.
c. Impact of the incident, information or material fact on the operational activities, laws, financial condition or business continuity of the Company
The impact of such Information or Material Facts on the Company’s financial condition is reflected on the Company’s Financial Statements where there are changes in the composition of the profit (loss), attributable to the Company, due to the Company’s direct and indirect shares ownership in HP.
There is no material impact of the incident, information or material facts on the operational, legal, and business continuity of the Company.
The similar information is also submitted by the Company through Indonesia Stock Exchange’s Website and reported to FSA.
Jakarta, December 29th, 2021
PT Pyridam Farma Tbk
Corporate Secretary
