Capital Markets

Our service covers:

  • Offerings (debt and equity), including convertible bonds, warrants and options); securities exchange listings (international and domestic); IPOs; right issue; tender offer; go-private; debt exchanges; exchange offers; and note programs
  • Mergers, acquisitions and divestitures – publicly listed companies
  • Joint ventures and strategic alliances
  • Corporate counseling and governance
  • Corporate restructurings and reorganizations
  • Compliance/regulatory matters

How we can help

Longstanding experience in handling securities transactions

Our lawyers have been active in Indonesia for more than 12 years and adapted to the unique Indonesian securities market. They also have strong track record of involvement in numerous leading deals, major innovative high profile domestic and international public offerings by local, multinational and public companies (including state-owned).

Clear understanding of what regulators think

Our lawyers has established deep relationships with major regulatory agencies in the Indonesian Capital Markets arena. Our relationships and resulting credibility ensure that our advice has taken into consideration the inputs from relevant regulators and the available market practice.

Specialist in local and international offerings

Our lawyers are familiar with both local and major international offerings, including Regulation S and Regulation 144A. We are also experienced in both equity and debt securities offerings where each type of offering has special characteristics and market practice, allowing us to assist the client in navigating throughout the deal until completion, preparing all the relevant documentation from Indonesian legal perspective, and cooperating with the international counsels.

A selection of our lawyers’ capital market experience

Client

UBS AG, Singapore Branch, Morgan Stanley & Co. International plc, and CIMB Bank (L) Limited (the “Lead Underwriters”)

Description

Representing the Lead Underwriters in relation to secondary offering of 40% shares in PT Matahari Department Store Tbk. by CVC Capital Partners. This deal is amounted to IDR14 trillion (approximately USD 1.5 billion), the largest secondary offering transaction in Indonesia to date.

Client

PT Telekomunikasi Indonesia (Persero) Tbk (“Telkom”)

Description

Representing Telkom in its US$150 million private placement of its treasury shares

Representing Telkom in its IDR12 trillion-continuous bonds offering (shelf registration), which would be carried out in a two-year period

Representing Telkom in its IDR3 trillion bonds public offering

Client

PT Berlian Laju Tanker Tbk (“BLT”)

Description

Representing BLT in its US$2.1 billion debt restructuring involving a major debt to equity swap for all of its unsecured debt through non pre-emptive rights offering. This is the largest court sanctioned debt restructuring to date for an Indonesian listed company, involving a huge amount of international and local creditors (many are unknown).

Client

PT Perusahaan Gas Negara (Persero) Tbk. (“PGN”)

Description

Representing PGN in its offering of Global Medium Term Notes Program of US$1.3 billion notes

Client

Deutsche Bank AG, Hong Kong Branch (“DB”)

Description

Representing DB as the Sole Book Runner and Lead Manager in relation to the issuance of US$365 million Senior Secured Notes by Ottawa Holdings Pte Ltd, a wholly-owned subsidiary of PT Bhakti Investama Tbk. The notes were sold to institutional investors in United States under Rule 144A and Regulation S of the US Securities Act, and listed in Singapore Exchange Securities Trading Limited

Client

PT PLN (Persero) (“PLN”)

Description

Representing PLN, a state-owned electric utility company, in its second offering of USD 1 billion 30-year senior unsecured bonds as a continuation of the Global Medium Term Notes (GMTN) Program it issued in 2011

Representing PLN in the issuance of Global Medium Term Notes Program amounting to US$2 billion

Representing PLN in its first even global offering of US$1 billion in bonds

Client

PT Danareksa Sekuritas, PT Mandiri Sekuritas, PT Bahana Securities, PT CIMB Securities Indonesia, and Credit Suisse (Singapore) Limited (“Selling Agents”)

Description

Representing the Selling Agents in connection with the Rp5.37 trillion (approximately US$392.4 million) rights offering of Perusahaan Perseroan (Persero) PT Aneka Tambang Tbk, the national mining company of Indonesia

Client

A major state-owned toll-road company

Description

Representing a major state-owned toll-road company in its proposed global IDR bonds offering – the first global IDR bonds in Indonesia

Client

PT Adaro Energy Tbk. (“Adaro”)

Description

Representing Adaro in its US$1.2 billion IPO, the largest IPO to date to take place in Indonesia

Client

PT Bank Negara Indonesia (Persero) Tbk. (“BNI”)

Description

Representing BNI, a major state owned bank, in its US$1.4 billion rights offering, the first to use a new structure of global offering under Rule 144A of the United States Securities Act of 1933

Client

PT Berau Coal Energy Tbk. (“Berau”)

Description

Representing Berau in its initial public offering (IPO) of 3,400,000,000 shares and global placement under Rule 144A and Regulation S with the value of approximately US$155 million

Client

Government of Indonesia (“GOI”)

Description

Representing GOI in the 6th and 7th issuance of bonds under its Global Medium Term Notes Program amounting to US$20 billion

Client

PT Bumi Resources Tbk. (“BUMI”)

Description

Representing BUMI in in its US$150 million rights issue as a part of its debt restructuring with China Investment Company

Client

PT Bakrie Sumatera Plantations Tbk. (”BSP”)

Description

Representing BSP in its US$550 million rights issue and takeover of Domba Mas Group’s oleochemical and plantation companies