Business Context and Reporting Period
This Form 6-K filing by Perusahaan Perseroan (Persero) PT Telekomunikasi Indonesia Tbk (Telkom Indonesia) is dated June 5, 2023. The report discloses a material fact regarding a plan to buy back shares to comply with Article 62 of the Indonesian Company Law. This action is necessitated by the Annual General Meeting of Shareholders (AGMS) held on May 30, 2023, where some shareholders voted against the proposed spin-off of the IndiHome Business Segment to PT Telekomunikasi Selular (Telkomsel).
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity for the reporting period. The document focuses exclusively on the procedural and pricing details of the share buyback.
- Buyback Price: Rp3,921 per share.
- Pricing Basis: Average closing price on the Indonesia Stock Exchange (BEI) for the 90 calendar days prior to the April 6, 2023, public announcement of the spin-off plan.
- Transaction Fees: Applicants bear commissions, BEI fees, and taxes totaling 0.35% of the share purchase price.
Material Changes and Corporate Actions
The primary material change is the initiation of a mandatory share buyback program for dissenting shareholders. This is a direct consequence of the AGMS vote on the IndiHome spin-off. The filing outlines specific eligibility criteria for shareholders to request the buyback:
- Recorded on the Shareholders Register on May 5, 2023.
- Present at the AGMS on May 30, 2023.
- Voted against the 6th Agenda (IndiHome Spin-Off).
- Submitted a Statement of Sale of Shares Form by the deadline of June 6, 2023.
Outlook, Risks, and Management Commentary
Management states that the implementation of the share buyback is not expected to cause any material negative impacts on the Company's business activities. The payment for the buyback is contingent upon the issuance of the ratification decree by the Ministry of Law and Human Rights regarding the spin-off deed. Payment will occur within 3 working days after this ratification. The filing notes that the Company has not yet disclosed the specific names or number of shareholders intending to sell their shares.
Investor Verification Checklist
- Verify eligibility for the buyback by confirming presence and voting record at the May 30, 2023 AGMS.
- Confirm the submission of the Statement of Sale of Shares Form to PT Datindo Entrycom by the June 6, 2023 deadline.
- Ensure the "TEND" instruction is input via the C-BEST system to block shares for the corporate action.
- Monitor the status of the Ministry of Law and Human Rights ratification decree, as this triggers the payment date.
- Account for the 0.35% deduction in transaction fees and taxes from the final payout.