Practice Focus

Corporate, Projects & Securities

 

Sub-Practice & Industry

Public and Private M&A, Equity & Debt Capital Market, Restructuring, Telecommunication, Media & Technology (TMT), Private Equity, Corporate Governance, State- Owned Enterprises, Power, Energy & Infrastructure, Islamic Finance

 

Language

Indonesian & English

Pramudya A. Oktavinanda, PhD

MANAGING PARTNER
+62 21 5082 0900

+62 811165906
pramoctavy@umbra.law

Pramudya Oktavinanda is the Managing Partner of UMBRA – Strategic Legal Solutions and the go-to lawyer for any challenging and peculiar transactions that require systematic combination of immense legal skills, business acumen, pragmatic attitude, and imaginative thinking.

 

During his 15-year career, Pramudya has represented major governmental, local and international clients in some of the largest and most sophisticated national and cross border transactions consisting of public offerings of equity and debt securities (covering local and international offerings under Rule 144A/Reg S of the US Securities Act of 1933), private placements, mergers & acquisitions of public and private corporations, joint ventures, corporate, debt & pre-IPO restructuring, financial engineering, Islamic financing, and EPC & O&M contracts drafting and negotiation. His experience includes more than 200 deals with a combined value of at least US$20 billion.

 

In addition to being academically trained in the art of Law & Economics and Islamic Law as a Doctor of Jurisprudence from the University of Chicago Law School, Pramudya is well versed in various intricate industries such as telecommunication, broadcasting, digital technology, data & analytics service, power, energy, infrastructure, and state-owned enterprises.

 

While still an associate, he was listed in the 2014 edition of Legal 500 as “proven to be capable and helpful”. Pramudya is one of the youngest lawyers to be consecutively recognized in the Asian Business Law Journal 2018’s and 2019’s top 100 Indonesian lawyers, is nominated as the youngest ever “Deal Maker of the Year” by Asian Legal Business in its 2018 Indonesian Law Firms Award, and is recognized as a “Highly Regarded – Leading Lawyer” for M&A and Capital Market Transactions in IFLR 2019.

PROFILE DETAILS

Professional Affiliations

  • Member of the Association of Indonesian Advocates (PERADI).
  • Member of the Association of Capital Market Legal Consultants (HKHPM).
  • Member of the American Law & Economics Association (ALEA).
  • Registered as a Capital Market Supporting Professional with the Indonesian Financial Services Authority (OJK).

 

Education

  • Faculty of Law, University of Indonesia, Bachelor of Laws (SH) (cum laude) (2005).
  • University of Chicago Law School, Master of Laws (LLM) (2012).
  • University of Chicago Law School, Doctor of Jurisprudence (PhD) (2018).

Awards & Accolades

  • Asian Business Law Journal (2019): Top 100 Indonesian Lawyers.
  • IFLR1000 (2019): Leading Lawyer – Highly Regarded in M&A and Capital Market.
  • Asian Legal Business – Thomson Reuters (2018): Dealmaker of the Year (Top 5 Finalist).
  • Asian Business Law Journal (2018): Top 100 Indonesian Lawyers.
  • IFLR1000 (2018): Notable Practitioner in M&A and Capital Market.
  • Legal 500 (2014): Notable Lawyer, “proven to be capable and helpful.”

Honors

  • Recipient of University of Chicago Law School Full Tuition Scholarship for JSD Program.
  • Recipient of Baker & McKenzie Graduate Legal Studies Scholarship (2011).
  • Best Outstanding Student of Faculty of Law, University of Indonesia (2004).

REPRESENTATIVE DEALS

M&A of Public and Private Corporations

  • Representing PT Telekomunikasi Indonesia (Persero) Tbk. (“Telkom”) and PT Telekomunikasi Seluler (“Telkomsel”) in the strategic investment in and development of LinkAja, the first state-owned enterprises supported financial technology, e-money and e-wallet company, involving complex business reorganization of Telkomsel’s e-money flag business, T-Cash, and creating one of the largest e-money companies in Indonesia (ongoing).
  • Representing a listed pharmacy company in its proposed acquisition of one of the largest hospital group companies in Indonesia (ongoing).
  • Representing a major Indonesian conglomerate group in its proposed strategic divestment and corporate restructuring with foreign and local investors for the purpose of developing integrated freight forwarding, logistic and transportation business (ongoing).
  • Representing a major Indonesian telecommunication company in its proposed acquisition of tower business of one of the largest telco companies in Indonesia (ongoing).
  • Representing a major Indonesian conglomerate group in its proposed joint venture and corporate restructuring with foreign investors for the purpose of developing up to 2,000 MW power plant in Indonesia (ongoing).
  • Representing one of the largest global infrastructure funds in its proposed acquisition of a major toll-road company in Indonesia (ongoing).
  • Representing a major Indonesian telecommunication company in its proposed acquisition of a local e-commerce marketplace company (ongoing).
  • Representing a major Indonesian telecommunication company in its proposed investment in a subsidiary of one of the oldest and largest state-owned enterprise insurance company through complex non-cash capital injection method (ongoing).
  • Representing one of the oldest and largest state-owned enterprise insurance company in its proposed investment in another major life insurance company (ongoing).
  • Representing a major port company in its proposed acquisition of an integrated coal, port, and road company through complex IPO restructuring (ongoing).
  • Representing a major Germany company in its proposed business and assets acquisition of an integrated steel and electrical company in Indonesia (ongoing).
  • Representing PT Dayamitra Telekomunikasi (“Mitratel”) in its Rp1.2 trillion takeover of a major local telecommunication tower company (2019).
  • Representing Systemiq Ltd, an UK VC company focused in building portfolio in renewable and sustainable development start-ups, in its proposed investment in a sustainable forestry product trading company in Indonesia (2019).
  • Representing a major Indonesian telecommunication company in its proposed acquisition of a major local tech marketplace company and B-to-B e-commerce company (2018-ongoing).
  • Representing Apexindo Group in its proposed acquisition of an Indonesian nickel mining company (ongoing).
  • Representing a major power and oil-and-gas group company in its distressed acquisition and restructuring of MaxPower Group, an international power company with total installed gas power plant assets amounting to 424MW worth of capacity (installed, rental and IPP) that span across the South East Asia region (2018-2019).
  • Representing PT Rajawali Nusantara Indonesia (Persero) in its Rp1.3 trillion divestment of PT Phapros Tbk., a major pharmaceutical company, to PT Kimia Farma (Persero) Tbk. (“KAEF”) (2018-2019).
  • Representing Telkom in its divestment of PT Jalin Nusantara Pembayaran, a prominent payment gateway system company, to PT Danareksa (Persero) as part of the establishment of Indonesian State-Owned Banks Holding Company (2018-2019).
  • Representing a major port company in its acquisition of a training service company as part of its corporate restructuring program (2018).
  • Representing a major Indonesian telecommunication company in its proposed acquisition of a major foreign telecommunication tower company (2018-2019).
  • Representing a listed pharmacy company in its proposed acquisition of four hospital group companies (2018-ongoing).
  • Representing a listed pharmacy company in its proposed acquisition of a prominent local F&B company (2018-ongoing).
  • Representing Warburg Pincus, one of the largest private equity companies in the world, in the US$25 million Series B investment in Online Pajak, a tax financial technology company (2018).
  • Representing PT Perusahaan Gas Negara Tbk. in its proposed Rp20.1 trillion acquisition of PT Pertamina Gas as part of the establishment of Indonesian Oil & Gas State Owned Enterprise Holding Company (2018).
  • Representing a major Indonesian telecommunication company in its proposed acquisition of a Singapore based payment gateway company (2018).
  • Representing PT Bahana Pembinaan Usaha Indonesia (Persero) in the divestment of its venture capital business to PT Bank Rakyat Indonesia (Persero) Tbk. (2018).
  • Representing a major ride-hailing app company in its proposed acquisition of an Indonesian listed company (2018).
  • Representing KAEF in its proposed acquisition of one of the oldest Indonesian pharmacy companies (2018).
  • Representing Telkom in its proposed acquisition of a foreign business process outsourcing company listed in the New York Stock Exchange (2017-2018).
  • Representing Telkom in its US$30 million acquisition of TSGN Global, a Malaysian VSAT provider company (2017).
  • Representing Telkom in its proposed USD400 million acquisition of a foreign major fintech company that provides integrated and secured payment system technology for major global and local financial  institutions (2017).
  • Representing a major Indonesian telecommunication company in its proposed US$5 billion acquisition of a foreign telecommunication provider company (2017).
  • Representing Sujaya Group, the third largest poultry producer in Indonesia in its US$30 million sale of its feed mill assets as part of its debt restructuring program (2016-2017).
  • Representing a major Korean group company in its proposed acquisition of a minority stake in a 114MW power plant project located at North Sumatera (2017).
  • Representing a major Korean group company in its proposed acquisition of a minority stake in a 45MW power plant project located at North Sumatera (2017).
  • Representing PT Nexis Inti Persada in relation to the distressed takeover of PT Bank Pundi Tbk. through exchangeable bonds structure (2016).
  • Representing PT Nexis Inti Persada in relation to its proposed US$500 million takeover of one of major listed Indonesian plantation companies (2016).
  • Representing Rajawali Group in its proposed US$200 million divestment in mining contractor business to various potential bidders (2015-2017).
  • Representing Telkom in the proposed US$500 million takeover of a listed major middle east telecommunication company. The deal involves complex structuring due to the target being subject to the United States OFAC sanctions (2015- 2016).
  • Representing Telkom in the proposed US$300 million takeover of a US telecommunication and military technology provider. This deal is part of Telkom’s plan to expand its business worldwide and involves complex structuring due to high scrutiny from CFIUS (2014-2016).
  • Representing PT Indosat Tbk. in its proposed takeover of a major listed internet provider company (2015-2016).
  • Representing PT Sumber Bara Gemilang in its proposed US$25 million divestment in its coal mining business through complex restructuring process to a Chinese listed company (2015-2016).
  • Representing one of the major Indonesian private broadcasting holding companies in its proposed sale of a national private broadcasting company to another major Indonesian private broadcasting holding company through share swap mechanism and rights issue valued at US$600 million (2015-2016).
  • Representing PT Multimedia Nusantara (a subsidiary of Telkom) (“Metra”) in its divestment in insurance e-claim business and proposed joint venture with suitable partners (2014-2015).
  • Representing Metra in structuring cooperation scheme with international private equity funds for equity and debt investments in new emerging tech companies (2014-2015).
  • Representing Carlyle Group in its proposed US$100 million equity investment in an Indonesian major taxi operator company through warrants and convertible bonds (2014).
  • Representing PT Benakat Integra Tbk. in its proposed US$90 million divestment in PT Elnusa Tbk. (2013-2014).
  • Representing one of the major Indonesian private broadcasting holding companies in its proposed US$600 million sale of a national private broadcasting company to another major Indonesian private broadcasting holding company through issuance of mandatory exchangeable bonds (2013).
  • Representing CIMB Niaga Bank in its US$30 million acquisition of a national leasing company from Marubeni Group (2013).
  • Representing PT Surya Citra Media Tbk. in its merger with PT Indosiar Karya Media Tbk. under the challenging Indonesian private broadcasting regulatory environment, creating the second largest broadcasting company in Indonesia (2013).
  • Representing PT Bakrie Telekom Tbk. in its proposed acquisition of a telecommunication company through share swap mechanism and debt settlement (2013-2015).
  • Representing DBS Group Holdings Ltd in the proposed 2 trillion takeover of PT Bank Danamon Indonesia Tbk (2011-2012).
  • Representing Telkom in the proposed US$200 million takeover of the largest Cambodia telecommunication company (2011-2012).
  • Representing PGN in its US$100 million acquisition of shares in a major Indonesian gas pipeline company (2012).
  • Representing DFS Ltd, a major duty free and retail corporation in the takeover of PT Sona Topas Tourism Indonesia, a major Indonesian duty-free company (2011).
  • Representing PT Darma Henwa Tbk. in its US$80 million divestment of Coal Vista Resources (2011).
  • Representing PT Elang Mahkota Teknologi Tbk. in the takeover of PT Indosiar Karya Media Tbk. under the complex Indonesian broadcasting regulations (2010-2011).
  • Representing PT Bakrie & Brothers Tbk. and PT Recapital Advisors in the US$3.2 billion takeover of PT Bumi Resources Tbk. and PT Berau Coal Energy Tbk. by Vallar Plc., a British public holding company owned by Rothschild family. This is one of the largest Indonesian corporate transactions by value in Indonesian history, creating the first Indonesian vessel to be listed at the London Stock Exchange (2010-2011).
  • Representing a major Indonesian listed coal company in the proposed takeover of another major Indonesian listed coal company through complex restructuring and financing process (2010).
  • Representing PT Benakat Petroleum Energy Tbk. in its US$100 million takeover of PT Elnusa Tbk. (2010).
  • Representing PT BAT Indonesia Tbk. in its merger transaction with PT Bentoel Internasional Investama Tbk. (2009).
  • Representing a major global private equity funds in the takeover of a major Indonesian listed retail company (2009).
  • Representing Emirates Telecommunications Corporation (Etisalat) in the takeover of PT Excelcomindo Pratama Tbk (a major Indonesian telecommunication company) from Rajawali Group (2007).
  • Representing PT Sampoerna Strategic in a complex acquisition-financing transaction for the acquisition of Selapan Jaya Company Group (plantation business) (2007).
  • Representing Indofood group, the largest Indonesian public food manufacturing company in the proposed reverse takeover transaction for the restructuring of its plantation business group (2006).
  • Representing PT Bumi Resources Tbk in the divestment of its shares in PT Arutmin Indonesia and PT Kaltim Prima Coal (2006).
  • Representing PT Bumi Resources Tbk in the proposed merger transaction with PT Energi Mega Persada Tbk. (2006).
  • Representing a foreign forestry company in a takeover of a major Indonesian forestry company (2005).

 

Capital Market & Securities

  • Representing PT Pertamina (Persero) (“Pertamina“) in its offering of USD10 billion Global Medium-Term Notes program (2019)
  • Representing PT PLN (Persero) (“PLN“) in its offering of Rp20 trillion bonds and Ijarah Sukuk as part of its 2018-2020 continuous local bonds offering program (2018-2019).
  • Representing PT Natura City Development Tbk. in its initial public offering and pre-IPO restructuring program (2018).
  • Representing PLN in its offering of Rp2.535 trillion bonds and Rp698.5 billion Ijarah Sukuk as part of its 2018 continuous local bonds offering program (2018).
  • Advising PT Pembangkitan Jawa Bali (“PJB”) in the development of alternative capital market financing schemes for development of its major power projects (2018).
  • Representing a major international development bank in its proposed public offering of Infrastructure Bonds in Indonesia which will be the first public offering by International Banking Institution in Indonesia (2011-2017).
  • Representing a Singapore Investment Funds in the opening of its branch in Indonesia and the formulation of its standard investment contract (2017).
  • Representing Telkom in its US$150 million private placement of its treasury shares (2016).
  • Representing Schroders Indonesia in the formulation of its standard securities investment contract and agency distribution agreements (2016).
  • Representing PT Sentul City Tbk. in its proposed US$300 million rights issue for the purpose of acquiring new property project in Jakarta (2013-2015).
  • Representing PT Perusahaan Gas Negara (Persero) (“PGN”) in its offering of Global Medium-Term Notes Program of US$1.3 billion notes (2014).
  • Representing PT Bumi Resources Tbk. in its US$150 million rights issue as a part of its debt restructuring with China Investment Company (2013-2014).
  • Representing PT Indocement Tunggal Prakarsa Tbk. in its affiliated party transaction concerning integrated group allocation service program (2014).
  • Representing Rajawali Group in the proposed delisting from London Stock Exchange and proposed backdoor listing of its mining subsidiaries (2013-2014).
  • Advising PT BCA Securities in drafting the standard disclaimer language for its entire research reports (2013).
  • Representing the Government of Indonesia in the 6th and 7th issuance of bonds under its Global Medium-Term Notes Program amounting to US$20 billion (2013).
  • Advising Peabody Energy on comprehensive backdoor listing structure and legal issues (2013).
  • Representing UBS Investment, CIMB and Morgan Stanley in the US$1.4 billion secondary global offering of PT Matahari Putra Prima Tbk. shares by CVC. MPP is one of the largest retail companies in Indonesia and this is the largest secondary offering in Indonesia involving complex deal structure (potential conflict of interest transaction and potential breach of IDX rule on daily trading price limit since the trading of MPP shares has been suspended for more than a year and the secondary offering was so successful that once opened, the shares price increases 1,000%) (2013).
  • Representing Deutsche Bank AG, Hong Kong branch as the Sole Book Runner and Lead Manager in 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 of 1933 and listed in Singapore Exchange Securities Trading Limited (2013).
  • Representing PLN on 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 (2012).
  • Representing PLN in the issuance of its Global Medium-Term Notes Program amounting to US$2 billion (2011).
  • Representing PT Visi Media Asia Tbk, a holding company of well-known private broadcasting companies in Indonesia (PT Cakrawala Andalas Televisi (ANTV) and PT Lativi Mediakarya (tvOne)), in its US$55 million IPO (2011).
  • Representing PT Berau Coal Energy Tbk (Berau) in its US$155 million IPO and global placement under Rule 144A and Regulation S of the US Securities Act of 1933.
  • Representing PT Bank Negara Indonesia (Persero) Tbk., 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 US Securities Act of 1933 (2010).
  • Representing a major Malaysian plantation company in its proposed global initial public offering of shares and internal restructuring (2010).
  • Representing Telkom in its domestic public offering of Rp3 trillion in bonds (2010).
  • Representing a major stated owned bank in its proposed global offering of US$300 million in subordinated notes (2010).
  • Representing Asian Development Bank in its proposed public offering of bonds in Indonesia, the first domestic bond offering by an international organization in Indonesia (2008-2012).
  • Representing PT Bakrie Sumatera Plantations Tbk. in its US$550 million rights issue and takeover of Domba Mas Group’s oleochemical and plantation companies (2009).
  • Representing PT Benakat Petroleum Energy Tbk. in its US$160 million IPO (2009).
  • Representing PLN in its global offering of US$2 billion notes, the Indonesia’s largest corporate debt sales overseas (2009).
  • Representing a major coal contractor company of Adaro Group in its proposed initial public offering (2009).
  • Representing PT Truba Alam Manunggal Engineering Tbk in its proposed right issue offering using a complex share swap arrangement (2009).
  • Representing PT Credit Suisse Indonesia in the formulation of its standard securities investment contract (2009).
  • Advising PT Manulife Asset Manajemen Indonesia on the valuation of mutual funds’ assets (2008).
  • Representing PT Bank Central Asia Tbk in its conflict of interest transaction concerning major office lease space with PT Grand Indonesia (2008).
  • Representing PT Indocement Tunggal Prakarsa Tbk. in its conflict of interest transaction concerning carbon trading in the European market. One of the first carbon trading transactions in Indonesia (2008).
  • Representing PT Semen Gresik (Persero) Tbk. in its proposed global offering of US$500 million in bonds (2008).
  • Representing PT Adaro Energy Tbk. in its US$1.2 billion IPO, the largest IPO to date to take place in Indonesia (2008).
  • Advising Fitch Ratings on the new Indonesian regulations for rating companies (2008).
  • Representing PT BAT Indonesia Tbk, a major public tobacco company, in its conflict of interest transaction (2007).
  • Representing PT Truba Alam Manunggal Engineering Tbk in its issuance of US$300,000,000 Secured Exchangeable Bonds (2007).
  • Representing PLN in its global offering of US$1 billion in bonds (2007).
  • Representing PT Sampoerna Strategic in its US$120 million global IPO of its plantation subsidiary (2007).
  • Representing UBS AG, Lehman Brothers, and PT Danareksa Sekuritas as joint lead underwriters in the US$300 million global initial public offering of PT Media Nusantara Citra Tbk., one of the largest broadcasting and media holding companies in Indonesia (2007).
  • Representing PLN in its global offering of US$1 billion in bonds, the first ever offshore bond offering of PLN (2006).
  • Representing PT PAM Lyonnaise Jaya in its public offering of Rp650,000,000,000 in bonds (2005).
  • Representing PT Excelcomindo Pratama Tbk in its initial public offering (2005).
  • Representing PT Energi Mega Persada Tbk in its rights issue (2005)
  • Representing PT Central Proteina Prima, a subsidiary of PT Charoen Pokphan Indonesia, a major national animal feed company, in the global offering of its shares (2006).
  • Representing Fitch Ratings in the establishment of its Indonesian subsidiaries (2006).
  • Representing PT Bumi Resources Tbk. in its shares buyback transaction (2006).
  • Representing ABN AMRO in a takeover of mutual funds products from Citigroup (2005).
  • Representing PT Aqua Golden Mississippi Tbk. in its go private plan (2005).

 

Telecommunication, Media, and Technologies

  • Representing Telkom and Telkomsel in the strategic investment in and development of LinkAja, the first state-owned enterprises supported financial technology, e-money and e-wallet company, involving complex business reorganization of Telkomsel’s e-money flag business, T-Cash, and creating one of the largest e-money companies in Indonesia (ongoing).
  • Representing a US based corporation in the structuring and development of new WiFi technology to be used in local flights business (2018-2019).
  • Representing PT Dayamitra Telekomunikasi (“Mitratel”) in the proposed acquisition of telecommunication tower business and assets from a major local telecommunication tower company (2018).
  • Representing Mitratel in the proposed acquisition of telecommunication tower business and assets from three major local telecommunication tower companies (2017)
  • Representing Mitratel in the proposed US$12.5 million acquisition of telecommunication tower business and assets from a major local telecommunication tower company (2017).
  • Representing PT Pembangkitan Jawa Bali (“PJB”) in the drafting and negotiation of contracts for the development of REMDO system with General Electric for the purpose of realtime online management of PJB’s power plants (2017).
  • Representing a major Indonesian telecommunication company in its proposed cooperation with a major listed fintech company for developing new fintech apps and data center business in South East Asia (2017).
  • Representing a major Indonesian telecommunication company in its proposed acquisition of 30Mhz frequency allocation and telecommunication business (2017).
  • Representing Telkom in its proposed joint venture with a major Singapore telecommunication company for the development of apps for Smart City and Healthcare technology for Government and corporate clients using Telkom’s fixed telecommunication network (2015-2017).
  • Representing Telkom in the development of new fiber optic infrastructure through BOO/BOT partnership scheme with third party developers (2016).
  • Representing Telkom in the restructuring of its CDMA Business (Telkom Flexi) and the sale of Telkom Flexi business (including the reallocation of its frequency allocation) to PT Telkomsel Indonesia, Telkom’s subsidiary and the biggest mobile telecommunication provider in Indonesia (2014-2016).
  • Representing Telkom in its joint venture with Telstra for the development of Network Application and Services Program for corporate clients using Telkom’s fixed telecommunication network. This deal marks the new strategic development program of Telkom to expand its digital business in Indonesia and involves the participation of most of Telkom’s subsidiaries as suppliers and partners for the program (2014-2015).
  • Representing Telkom in its joint venture with Zain Co, the biggest telecommunication company in Saudi Arabia for the sale and distribution of Telkomsel’s brands and products in Saudi Arabia (2014-2015).
  • Representing Telkom in the proposed US$600 million restructuring of ownership and management of its telecommunication towers through joint cooperation with existing telecommunication tower companies (2014-2015).
  • Representing PT Bakrie Telecom Tbk. in its US$60 million sale and leaseback transaction of its telecommunications towers (2009).
  • Representing PGN in the establishment of a closed telecommunication network operator (2007).

 

Corporate and Debt Restructuring

  • Representing a major Indonesian conglomerate group in its proposed joint venture and corporate restructuring with foreign investors for the purpose of developing up to 2,000 MW power plant in Indonesia (ongoing).
  • Representing and assisting the Ministry of State-owned Enterprises and PT Perusahaan Pengelola Aset (Persero) for the proposed establishment of Indonesian State-Owned Investment Holding Company (BUMN Holding Project) (2018-ongoing).
  • Representing and assisting the Ministry of State-owned Enterprises and various State-owned Companies from the construction and infrastructure industries for the proposed establishment of Indonesian State-Owned Infrastructure Holding Company (BUMN Holding Project) (2018-ongoing).
  • Representing and assisting the Ministry of State-owned Enterprises and PGN for the proposed establishment of Indonesian State-Owned Oil & Gas Holding Company (BUMN Holding Project) (2018).
  • Representing and assisting the Ministry of State-owned Enterprises and various State-owned Companies from the financial and mining industries (including but not limited to PT Aneka Tambang (Persero) Tbk., PT Indonesia Asahan Aluminium (Persero), PT Bukit Asam (Persero) Tbk., and PT Danareksa (Persero)) for the proposed establishment of Indonesian State-Owned Holding Company (BUMN Holding Project) which will create the largest state-owned holding companies in Indonesia (2016-2017).
  • Representing PT Eterindo Wahanatama Tbk. in its proposed US$150 million restructuring of its plantation and oleochemical business involving combination of new equity and debt financing structures (2017).
  • Representing Sujaya Group, the third largest poultry producer in Indonesia, in its $300 million debt restructuring with 12 secured banking creditors. This is a very challenging deal since each secured creditor has its own bilateral agreement with multiple entities of the Sujaya Group without any single parent entity (2015-2017).
  • Representing PT Berlian Laju Tanker Tbk. in its US$1.2 billion debt restructuring involving a major debt to equity swap for all of its unsecured debt. 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). Plenty of discussion and negotiation were made with OJK and IDX to ensure that the plan is acceptable and can work under Indonesian capital market laws and regulations (2015-2016).
  • Representing PT Indonesia Power in its proposed corporate restructuring of its geothermal subsidiary company, involving freezing out its current partner that has failed to satisfy its funding commitment and finding new prospective investors (2015-2016).
  • Representing PT Bumi Resources Tbk. in its US$1.1 billion debt restructuring with China Investment Company involving rights offering and acquisition of majority stakes in PT Kaltim Prima Coal by China Investment Company (2013-2015).
  • Representing OCP Asia in its US$70 million debt restructuring with PT Buana Listya Tama Tbk. involving rights offering, new financing facility, and encumbrance of sea vessels (2014-2015).
  • Representing Maxima Integra Group in relation to its US$120 million corporate restructuring, involving complex acquisition, debt assignments, capital increase, foreign bank financings and backdoor listing (2013- 2014).
  • Representing PLN in the joint venture arrangement with Alstom Group as a part of debt restructuring program of PT PAL (Persero), involving settlement of debt with shares in PT Alstom Indonesia (2012-2013).
  • Representing PT Benakat Integra Tbk. in its corporate restructuring and material change of business activities, creating a newly integrated mining and infrastructure listed company (2011-2014).
  • Representing PT Semen Gresik (Persero) Tbk. in its major corporate and asset restructuring, transforming it to become PT Semen Indonesia (Persero) Tbk. which acts as the largest cement holding company in Indonesia (2008-2012).
  • Representing PLN in a contractual dispute and restructuring of its US$560 million EPC contract with Zelan Berhad for the development and construction of PLN’s 600MW Rembang power plant (2011).
  • Representing a major Indonesian securities company in its internal business and corporate restructuring (2010).
  • Representing PT Visi Media Asia in its complex restructuring plan for tvOne and ANTV group, ending the previous cooperation with StarTV group and increasing Bakrie group’s stake in both companies (2009).
  • Representing PT Bakrie & Brothers Tbk. in the rationalization and restructuring of its assets with respect to its ownership in PT Bumi Resources Tbk. (2008).

 

Islamic Financing

  • Representing a major P2P fintech company in the development of its new Shari’a based consumer financing product (ongoing).
  • Representing a major P2P fintech company in the development of its new Hajj financing product using innovative Shari’a structure (2018).
  • Representing the Joint Lead Managers in the global offering of a US$10 billion in Sukuk al-Ijarah & Wakalah GMTN program by the Government of Indonesia (2016).
  • Representing the Shari’a Syndication Parties in relation to the proposed US$120 million Ijarah Muntahia Bit Tamlik financing transaction launched by a major electricity generator provider in Indonesia (2015-2016).
  • Representing the Government of Indonesia in the global offering of a US$2 billion in Sukuk al-Ijarah GMTN program, the first global offering of sovereign sukuk from Indonesia using GMTN program structure (2012).
  • Representing the Murabaha Finance Parties in the US$1.2 billion secured Shari’a loan transaction launched by PT Natrindo Telepon Selular, a cellular network operator in Indonesia. The deal was the largest private sector Islamic financing to date in Indonesia, the largest sharia compliant telecom financing globally, the first Islamic financing supported by China Development Bank; and challenging from a legal, sharia and regulatory perspective and brought together a number of parties who had not participated in Islamic finance deals before (2011).
  • Representing major Islamic investment banks as joint lead underwriters in the proposed global offering of US$300 million in Sukuk Al-Ijarah by a major telecommunication company (2009- 2011).
  • Representing PT Bank Central Asia Tbk. in the establishment of its Islamic bank subsidiary, BCA Syariah, and in the preparation of its standard Islamic financing documents for its operation (2009).
  • Representing Barclays, HSBC and Standard Chartered as Joint Lead Managers in the global offering of a US$650 million in Sukuk al- Ijarah by the Government of Indonesia, the first global offering of sovereign sukuk from Indonesia (2009).
  • Representing PT Bank Permata Tbk in establishing Permata Bank’s standard form of Murabaha Import Facility Contract and supporting documents (2008).
  • Advising Kuwait Finance House on Indonesian Islamic finance regulations (2007).
  • Representing PLN in the proposed global offering of Sukuk al-Ijarah (2006).

 

Conventional and Project Financing

  • Representing PLN group in structuring its project financing structure (including corporate governance structure with the group partners) for PLN’s assignment power project (ongoing)
  • Representing PT Citra Multi Energy in the negotiation and drafting of its project financing with IIF for the development of 10MW mini hydro power plant project in North Sumatera (2018-2019).
  • Representing Sentul City Group in its Rp700 billion financing from BTMU, Tokyo for the development of its new Rp1.3 trillion condominium projects co-developed with Sumitomo Group (2017).
  • Representing a major telecommunication company in its proposed SGD$186 million financing from a major Japanese bank for acquiring a foreign fintech company (2017).
  • Representing PT Visi Media Asia Tbk. in its US$230 million financing from Credit Suisse (2013).
  • Representing Sentul City Group in its proposed US$60 million financing from Credit Suisse (2013).
  • Representing Sentul City Group in its US$20 million financing from CIMB Group (2013).
  • Representing Sentul City Group in its US$30 million financing from Ciptadana Group through issuance of bonds and option instrument (2013).
  • Representing Maxima Integra Group in a US$60,000,000 complex acquisition financing transaction from Tael Management Group (2011)
  • Advising a major multinational bank on Banking Tier II Capital using a subordinated loan structure (2006).
  • Representing Deutsche Bank in the Private Placement of USD Notes issued by PT Bakrieland Development Tbk (2006).
  • Representing Chinatrust Bank, a major Taiwanese bank, in a US$60,000,000 loan transaction for PT Indomobil Finance (2006).
  • Representing UOB Bank and Syndication Lenders in a complex financing and restructuring transaction for PT Trans Pacific Petrochemical Indotama (2006).
  • Representing Goldman Sachs in a loan facility project for PT Charoen Pokphan Indonesia (2006).

 

Power, Energy & Infrastructure

  • Representing PT Tiran Indonesia in the negotiation and drafting of its master nickel supply contract with its proposed buyers (ongoing).
  • Representing a major state-owned airport company in the proposed master strategic cooperation with foreign and local investors for the establishment of new airport facilities and airport city in West Nusa Tenggara area (ongoing).
  • Representing PJB in the preparation of project documents, roadshow and negotiation with potential investors for the development of 125 MW solar PV power plants located in Cirata, West Java (ongoing).
  • Representing a regional solar power company in the preparation and negotiation of its Solar PV master lease agreement with a subsidiary of a major state owned enterprise (ongoing).
  • Representing PJB in the negotiation and drafting of its master EPC contract and procurement contract for the establishment of 500 MW MPP project (2018-ongoing).
  • Representing PT PJB Services in the drafting and negotiation of O&M contract for the operation and maintenance of 2 x 165 MW power plant (2018).
  • Representing PJB in the drafting and negotiation of contracts with its strategic partner for the reinvestment, operation and maintenance of a power plant having capacity of 2 x 350 MW (2018-2019).
  • Representing PJB and Nebras Power in the drafting and negotiation of project documents for development of the 800 MW Sumbagut 1,3, 4 combined cycle gas to power project (2018-2019).
  • Representing Indonesia Power in the drafting and negotiation of contracts with its strategic partners for the proposed reinvestment, operation and maintenance of four major power plants having combined capacity of more than 2,800 MW (2018).
  • Representing PJB in the preparation of project documents, roadshow and negotiation with potential investors for the development of two 2×300 mine mouth power plants located in Kalimantan (2018).
  • Representing PJB in the drafting and negotiation of contracts for development of the 500 MW mobile power plant (MPP) project with PLN (2018).
  • Representing PJB in the drafting and negotiation of HOA and shareholders agreement with Nebras Power for development of the 800 MW Sumbagut 1,3, 4 combined cycle gas to power project (ongoing).
  • Representing PT Citra Multi Energy in the negotiation and drafting of its EPC contract for the development of 10MW mini hydro power plant project in North Sumatera (2018).
  • Representing PLN in the preparation of cooperation format with the Government of China in developing and restructuring PLN’s power plants (2015).
  • Representing PT Krakatau Steel (Persero) Tbk. in the negotiation and drafting of its US$300 million EPC contract for the establishment of new hot strip mill with a capacity of 1,500,000 metric tons per year and expandable to 4,000,000 metric tons per year of hot rolled coil (2014).
  • Representing PLN and PJB in the proposed restructuring of their non-performing power plants through sale and lease back transactions (2013-2014).
  • Representing PT Semen Indonesia (Persero) Tbk and PT Semen Padang in the negotiation and drafting of their US$250 million engineering and procurement contracts for the establishment of new cement plant in Rembang and Indarung (2013-2014).
  • Representing PT Semen Tonasa in the amendment of its US$114 million EPC contract for the establishment of its 2 x 35 MW power plants (2012-2014).
  • Representing PT Indonesia Power in drafting standard mid-term coal procurement contracts and negotiation with all of its coal suppliers (2011).
  • Representing PT Semen Tonasa in the negotiation and drafting of its US$114 million engineering, procurement & construction contract for the establishment of its 2 x 35 MW power plants (2010-2011).
  • Representing PT Semen Gresik (Persero) Tbk. And PT Semen Tonasa in the negotiation and drafting of its US$220 million engineering and procurement contracts for the establishment of Semen Gresik and Semen Tonasa’s new cement plants (2009).
  • Representing a consortium of Premier Oil Plc and PT Medco Energi Internasional Tbk. in the US$72 million acquisition of a 50% working interest in the Block A Production-Sharing Contract in Aceh, North Sumatra from ConocoPhillips (2007).
  • Representing a major domestic oil and gas company in the termination of its major oil and gas drilling contract (2007).
  • Representing PT Pertamina (Persero) in the establishment of an Indonesian joint venture company that will engage in Liquid Natural Gas downstream business activities (2007).
  • Representing PT Pertamina (Persero) in the establishment of a joint venture company engaging in NGL processing business activities, with Korean investors (2007).

 

Property & Real Estate

  • Representing PT Sentul City Tbk. in its proposed divestment of one of its major land banks to one of the largest Malaysian property company through complex restructuring process (2019).
  • Representing PT Sentul City Tbk. in its joint venture cooperation with Sumitomo Group for the Rp1.3 trillion development of new condominium project in Sentul area using new financing and co-development structure (2017).
  • Representing PT Mega Urip Pesona in the proposed US$300 million joint venture with a major stated-owned company for the development of new city project in Bandung (2014-2015).
  • Representing Bakrie Land Group and Sentul City Group in relation to its US$150 million corporate and business restructuring involving complex acquisition of land and companies for the development of new major property project in Bogor (2013-2015).
  • Representing Sentul City Group in the proposed cooperation with Aeon Group for the construction and lease of new Aeon mall in Bogor (2013).
  • Representing PT Danayasa Arthatama Tbk. in the proposed US$2 billion joint venture with a major state-owned plantation company for the development of new city in North Sumatera (2012-2013).

 

Corporate Compliance and Contractual Dispute Settlement

  • Representing a major Indonesian power company in conducting investigative audit for one of its major renewable portfolio projects (ongoing).
  • Representing an Indonesian mining company in the settlement of its contractual dispute regarding the supply of 55,000 MT nickel cargo with Chinese trading and mining companies (ongoing).
  • Representing an Indonesian cement company in the settlement of its contractual dispute regarding the construction of a US$23 million new cement plant with its Chinese EPC and O&M contractors (ongoing).
  • Representing PT Indonesia Power in the settlement of its contractual dispute regarding the construction of a new coal handling terminal with its Chinese supplier, one of the largest Chinese state-owned enterprises (2018-2019).
  • Representing a global mining company in its antitrust compliance reporting with the Indonesian Anti Monopoly Supervisory Agency (KPPU) (2018-2019).
  • Advising Telkom on various corporate compliance and governance matters (ongoing, 2008-2019).
  • Advising PLN on various corporate compliance and governance matters (ongoing, 2008-2019).
  • Advising PGN on various corporate compliance and governance matters (ongoing, 2008-2019).
  • Advising PT Indonesia Power on various corporate compliance and governance matters (ongoing, 2011-2019).
  • Advising PT Bank Negara Indonesia Tbk. on various corporate compliance and governance matters (2009-2016).
  • Representing PT Apexindo Pratama Duta Tbk. in making their case for establishing ownership of Indonesian vessels as a public company against the Department of Transportation, Republic of Indonesia (2016).
  • Advising Telkom on the new Constitutional Court decision related to the status of state-owned companies’ assets and representing Telkom in its subsequent discussion with Government officials (2013-2014).
  • Representing PLN in the investigation of violation of corporate governance principles and ethics in the sale and purchase of coal supply agreements by one of its subsidiaries (2013-2014).
  • Representing PT Indocement Tunggal Prakarsa Tbk. in making their case for establishing ownership of Indonesian vessels as a public company against the Department of Transportation, Republic of Indonesia (2013).
  • Representing PT Semen Tonasa in the contractual dispute with its EPC contractor relating to its US$114 million engineering, procurement and construction contract for the establishment of 2 x 35 MW (2012).
  • Representing PT PLN (Persero) in the contractual dispute with its EPC contractor relating to the construction of Coal Fired Steam Power Plant 1 Central Java 2 x (300-400 MW), Rembang (2010).

 

Government Relations, Regulatory Advisory, and Public Policy Making

  • Representing Asia Development Bank in the drafting of a new policy for restructuring Indonesian electricity business through development of new regulatory and supervisory bodies (ongoing).
  • Representing the Presidential Unit for Electricity Development Acceleration and USAID in the drafting of new Presidential Regulation for New Renewable Energy Based Power Plant and negotiation of such draft with other Governmental units and ministries. This regulation could have a major impact on PLN business and also independent power producers that use renewables as their energy source. The regulation also involves major amendment to the current subsidy structure for PLN (2016).
  • Representing the Presidential Unit for Electricity Development Acceleration and PT Perusahaan Listrik Negara (Persero) in the drafting of new Presidential Regulation for 35 GW Power Plant Project and negotiation of such draft with other Governmental units and ministries. This is a central piece of regulation that is intended to accelerate the development of Indonesian electricity infrastructure for at least the next 10 years (2015-2016)
  • Representing PLN in the discussion of new format of financial subsidy with the Ministry of Finance, Republic of Indonesia (2013- 2014).
  • Representing PLN in the discussion and negotiation of Service Level Agreement with the Government of Indonesia for improving Indonesian electric supply and balancing Indonesian Government budget (2012).

PUBLIC SPEAKING & ACADEMIC ACTIVITIES

  • Speaker in workshop on “Business Judgment Rule for State-Owned Enterprises Group Companies”, held for PT Indonesia Power and its Subsidiaries by UMBRA – Strategic Legal Solutions (2019)
  • Speaker in The Third National Mining Legal Seminar on “Foreign Investment in Mining Companies through IPO”, held by Coal Asia and Petromindo (2019).
  • Speaker in workshop on “Capital Market Financing Structures for Water Infrastructure Development”, held for PT Krakatau Tirta Industri by UMBRA – Strategic Legal Solutions (2018).
  • Speaker in national seminar on “Alternative Capital Market Financing Structures for Infrastructure Development”, held by UMBRA – Strategic Legal Solutions and Crowe Indonesia (2018).
  • Speaker in workshop on “Merger & Acquisition – Transaction Documents”, held for Telkom Group by UMBRA – Strategic Legal Solutions (2018)
  • Speaker in workshop on “Merger & Acquisition – Due Diligence and Structuring”, held for Telkom Group by UMBRA – Strategic Legal Solutions (2018).
  • Speaker in workshop on “Merger & Acquisition 101”, held for PGN by UMBRA – Strategic Legal Solutions (2017).
  • Speaker in workshop on “Practical and Commercial Aspects of Contract Drafting & Negotiation”, held for PT Sarana Menara Nusantara (Protelindo) by UMBRA – Strategic Legal Solutions (2017).
  • Speaker in workshop on “Corporate Compliance Issues for Indonesian Listed Companies”, held for Telkom Group by Baker & McKenzie (2016).
  • Speaker in workshop on “Common Issues in Merger & Acquisition Transactions”, held for Telkom Group by Baker & McKenzie (2016).
  • Lecturer in University of Indonesia (Legal Aspects in Economic Transaction) (2014-2016).
  • Lecturer in Gajah Mada University, International Program (Civil Law and Contract Law) (2013-2015).

PUBLICATION

  • Is the Conditionally Constitutional Doctrine Constitutional?, Indonesia Law Review Vol. 8, No. 1 (2018), Faculty of Law, University of Indonesia.
  • Indonesian Constitutional Court rules (again!) on Electricity Law, Baker & McKenzie Newsletter (Co-Author) (December 2016).
  • Perlindungan Hak Tersangka Dalam Perspektif Hukum dan Ekonomi (Protection of Suspects’ Rights in Law and Economics Perspective), Teropong Law Journal of the Faculty of Law, University of Indonesia (Special Edition on The New Draft of Indonesian Criminal Procedure Act) (2016).
  • Public Choice Theory dan Aplikasinya dalam Sistem Legislasi Indonesia (Public Choice Theory and Its Application in Indonesian Legislative System), Jentera Law Journal on Rule of Law edition (2015)
  • Litigasi Keuangan di Bidang Pasar Modal Dalam Tinjauan Hukum dan Ekonomi (Securities Litigation in Law and Economics Perspective), Jurnal Hukum dan Pasar Modal (Journal of Law and Capital Market) (2014).
  • Special Purpose Vehicle Dalam Tinjauan Hukum dan Ekonomi (Special Purpose Vehicle in Law and Economics Perspective), Journal of Indonesian Corruption Watch (2013).
  • Penanaman Modal Asing Melalui Pasar Modal: Ketidakpastian Hukum yang Belum Tuntas Terjawab (Foreign Capital Investment through Capital Markets: The Unsettled Legal Uncertainties), Jurnal Hukum dan Pasar Modal (Journal of Law and Capital Market) (Co-Author) (2013).
  • Pendekatan Hukum dan Ekonomi Terhadap Kejahatan Pemerkosaan (An Economic Analysis of Rape Crimes), Jentera Law Journal on Women and Law edition (2012).
  • Sukuk Law – An Indonesian Legal Perspective, Islamic Finance News Vol. 5, Issue 31 (Co-Author) (2008).
  • Penawaran Tender dan Beberapa Permasalahannya (Tender Offer and Its Various Issues), Jurnal Hukum dan Pasar Modal (Journal of Law and Capital Market) (Co-Author) (2006).
  • Penerapan Good Corporate Governance: Mengesampingkan Hak-Hak Istimewa Demi Kelangsungan Usaha (Implementation of Good Corporate Governance: Waiving Special Rights for Pursuing Business Sustainability), book published by PT Prenada Kencana Media (Co- Author) (2006).