Unable to Meet Free Float Requirement, SUPR Plans Delisting

PT Solusi Tunas Pratama Tbk (SUPR) has announced plans to go private or change its status from a public company to a closed company, along with the removal of its shares from the Indonesia Stock Exchange (BEI), or delisting. Citing BEI disclosures, in connection with these plans, management will seek approval from shareholders through an Extraordinary General Meeting of Shareholders (EGMS). “As a public company, in implementing the Go Private and Delisting Plan, the Company is obliged to comply with the provisions set out in POJK 45/2024,” management stated on Monday (6/5/2026). The corporate action is being taken in relation to the fulfilment of the minimum free float obligation as regulated in BEI Regulation No. I-A. Although the company has endeavoured to meet the minimum free float requirement, it has not yet been realised. “As of the date of this disclosure, the Company still cannot meet the required minimum free float provisions and there is a possibility that the Company cannot meet the minimum free float transition provisions,” it explained. Based on management’s considerations and a comprehensive evaluation by management of the group’s long-term business strategy and more efficient management of assets and operational activities, including through restructuring of share ownership within the Company group, the Company has decided to propose the go private and delisting plan. In this corporate action, PT Profesional Telekomunikasi Indonesia (Protelindo), as the majority shareholder and controller of the Company, will make an offer to purchase the Company’s shares held by public shareholders through a Voluntary Tender Offer as regulated in OJK Regulation No. 54/POJK.04/2015 on Voluntary Tender Offers. The share purchase price must be higher than the average of the highest daily trading prices on the BEI over the past 12 months calculated backwards from the last trading price or suspension date, amounting to Rp42,295 per share. “Based on this, the price that Protelindo will offer to shareholders is Rp45,000,” it stated. Regarding these plans, public shareholders who do not wish to sell their shares in the VTO will remain shareholders of the closed company. For information, SUPR’s shareholding composition shows dominance by the controlling shareholder. PT Profesional Telekomunikasi Indonesia holds 1.107 billion shares or equivalent to 97.33% of the total shares outstanding. Meanwhile, PT Iforte Solusi Infotek holds 2.58%, and the public portion (each below 5%) is only 0.09%. The total placed and paid-up shares reach 1.137 billion shares, from a total authorised capital of 2 billion shares with a nominal value of Rp100 per share. The EGMS schedule includes the official announcement to the public regarding the EGMS and disclosure on 6 April 2026. Shareholders entitled to attend the EGMS are determined through the Shareholder Register (DPS) on 20 April 2026, followed by the EGMS summons on 21 April 2026. The EGMS is scheduled to take place on 20 May 2026. SUPR will submit the tender offer statement to the OJK and announce it to the public on 22 May 2026. The effective statement from the OJK is expected to be obtained on 11 June 2026, followed by the possible announcement of amendments or final additional information on 12 June 2026. The voluntary tender offer period is expected to start on 15 June 2026 and end on 14 July 2026. Payment to participating shareholders is planned no later than 26 July 2026, while reporting the results of the offer to the OJK is scheduled for 7 August 2026. In the subsequent stages, the company also targets approval from the Minister of Law regarding changes to the articles of association on 20 January 2027. Next, the submission of withdrawal of registration statement effectiveness to the OJK is expected on 29 January 2027, with the effective withdrawal by the OJK on 18 February 2027. The end of this series is delisting from the BEI and termination of collective custody by the Indonesia Central Securities Depository (KSEI), both projected to occur on 10 March 2027.