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Bumi defies Bapepam concern on takeovers

PT Bumi Resources, the Bakrie family’s most prized firm, defied watchdog warnings Wednesday on its potentially problematic takeovers

Ika Krismantari (The Jakarta Post)
Jakarta
Thu, January 15, 2009

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Bumi defies Bapepam concern on takeovers

PT Bumi Resources, the Bakrie family’s most prized firm, defied watchdog warnings Wednesday on its potentially problematic takeovers.

The world’s largest thermal coal exporter insisted it had not violated any stock market regulations through its recent takeover of three companies.

Bumi president director Ari Saptari Hudaya said the acquisitions would be paid in several instalments, therefore not burdening the company with over heavy debts.

He said the payments would be made in three tranches within two years, financed by a combination of internal cash and third party funds to avoid disrupting the company’s cash flow.

“The instalments are part of the deal. It’s our strategy it will not be a burden to us,” he said.

The company has paid Rp 492 billion (US$44.2 million) as an up front payment to acquire publicly listed PT Darma Henwa, PT Fajar Bumi Sakti and PT Pendopo Energi Batubara -- valued together in total at Rp 6.1 trillion. The three companies are engaged in coal businesses.

Under the deal, Bumi still needs to pay Rp 1.05 trillion for the first installment and Rp 4.6 trillion for the second one, with several conditions that have to be met during the final payment.

Chairman of the Capital Market and Financial Institutions Supervisory Agency (Bapepam-LK) Fuad Rahmany warned Bumi of potential breach of regulations as the takeovers were deemed substantial, and should have had his prior approval.

Bapepam decided to probe the transactions due to suspicions that the acquisitions might not have been made in the best interests of the shareholders, according to Fuad.

Under the existing regulations, any acquisition deal valued at more than 10 percent of a company’s revenue or 20 percent of its equity, is considered to be a “material transaction”, which requires prior Bapepam clearance.

The combined takeover value exceeds 10 percent of Bumi’s revenue and 20 percent of its equity value.

Ari, however, claimed Bumi had received a clearance from Bapepam for the takeovers.

“It’s all clear,” he said.

“We see each of the deals independently so the value of the takeover cannot be construed as a material transaction.”

Speculation is rife the takeovers are just shifting the Bakries’ money from the right pocket to the left because there are strong indications that two of the companies subject to acquisition are already linked with Bakrie and Bumi.

Pendopo Energi is 90 percent-owned by PT Bakrie Capital Indonesia, while the Fajar Bumi president director is a former analyst at Bumi and its coal producing subsidiaries. Nalinkant Rathod, PT Bakrie & Brothers president director, is also listed as Fajar’s president commissioner.

However, Ari dismissed the allegation, saying the companies were not affiliated.

He said Yanuar Bey & Partners and Ernst & Young Advisory Services had cleared the allegation of being affiliated.  

The takeovers are aimed at doubling Bumi’s coal output to 111 million tons in 2012. It also aims to reduce operating cost from renting mining equipment.

Bumi has aside US$70 million for capital expenditure this year.

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