Representative Transactions

Dyah Ersita & Partners have been involved in many ground breaking transactions in Indonesian over the years.
The following is a list of some of the transactions that our attorneys and consultants have been involved with:

Corporate and Commercial

  • Drafted and negotiated licensing rights to access to and operation of all orbiting satellites and terrestrial infrastructure of publicly listed telecommunications firm/IDD operator for purposes of development, management, and sales of all GSM, Mobitex, LMDS, and Satellite Backbone services. Present value of benefits negotiated in excess of US$150,000,000. Additionally, provided management consulting services regarding the successful operation of the licensing businesses granted.
  • Formed French corporate entities (owned by Client, Indonesian entity) to engage in aircraft leasing enterprises. Negotiated assignment of purchase rights and lease back contracts with Indonesian state airlines. Consulted in the arrangement of financing for the purchase of US$330,000,000 in aircraft including Export Import Bank of the United States financial guarantee facilities.
  • Represented banks in negotiating and drafting restructuring agreements in relation to the US$2.2 billion ethylene plant owned by PT. Chandra Asri and the conversion of US$650,000,000 debt into equity.
  • Drafted and negotiated joint venture agreement between an Indonesian private limited liability company and a Malaysian publicly listed limited liability company for the construction and management of a US$280,000,000 toll road project located in Central Java, Indonesia. Negotiations resulted in an increase in expected benefits to Client in excess of US$30,000,000.
  • Drafted and negotiated joint venture agreement between major international Indonesian bank and major international Korean bank for the establishment of a joint venture multi-finance company in Indonesia.
  • Drafted and negotiated offshore loans, technical assistance, and royalty agreements relating to the development of deep sea sand mining concessions and operations in the island of Riau, Indonesia for the land reclamation necessary for the expansion of Singapore’s Changi International Airport. 
  • Developed case dispositive arguments regarding tax issues in relation to the tax laws of the Republic of Indonesia and the United States of America involving a claim by the client, the U.S. Department of Treasury, for disallowance of Indonesian oil and gas tax credits conservatively valued in excess of US$3.6 billion.

Mergers & Acquisitions

  • Represented Taisho Pharmaceutical Co., Ltd., in its acquisition of PT Bristol-Myers Squibb Indonesia Tbk.
  • Represented China Construction Bank Corporation in the acquisition of shares of Bank Ekonomi.
  • Represented Standard Chartered Bank in its acquisition of American Express Bank Ltd.
  • Represented The Royal Bank of Scotland Group, plc., Fortis N.V. and Fortis SA/NV, and Banco Santander S.A. (formerly Banco Santander Central Hispano S.A.) in their acquisition of ABN AMRO N.V.
  • Represented Singtel in its acquisition of PT Telkomsel, Indonesia’s biggest cellular telecommunications company, from PT Telkom and KPN.
  • Represented Standard Chartered Bank (consortium with PT Astra International Tbk) in purchasing shares in PT Bank Permata Tbk from PT Perusahaan Pengelola Aset (Persero).
  • Represented OCBC, Singapore Branch, in purchasing controlling interest in PT Bank NISP Tbk.
  • Represented Deutsche Bank AG, Singapore Branch (Financier) and PT Armadian Tritunggal (Buyer) in connection with acquisition of 60% of shares of PT Berau Coal from PT United Tractors Tbk and UT Heavy Industry (S) Pte Ltd.
  • Represented Asia Financial (Indonesia) Pte Ltd (majority owned by Temasek Holdings) in its successful bid to acquire 51% of Bank Danamon.
  • Represented Standard Chartered Bank in bid for 51% of Bank BCA.
  • Represented P&O Australia Limited in successful bid for 49% interest in PT Terminal Petikemas Surabaya, which has a 20 year concession to operate the container terminal at the Surabaya Ports.
  • Represented BP Amoco in connection with purchase and restructuring of business from Burmah Castrol, selling parts of the business to a third party purchaser by way of share and asset transfer.
  • Represented Wybridge Holdings Limited in sale of its interest in Pizza Hut.
  • Represented amajor Indonesian media company in acquiring control of an Indonesian publicly listed bank.
  • Project Finance
  • Represented an Indonesian private limited liability company and a Malaysian publicly listed limited liability company in connection with the construction and management of a US$280,000,000 toll road project located in Central Java, Indonesia.
  • Represented Mizuho Corporate Bank Ltd, in connection with granting of US$300,000,000 Term Loan Facility to PT International Nickel Indonesia Tbk, to finance the Karebbe Hydro Power project.
  • Represented (a) China CITIC Bank Corporation Limited, acting through its Operation and Business, and (b) China Investment and Finance Limited in connection with granting of US$231,700,000 Term Loan Facility to PT GHEMM Indonesia to finance a coal and power integration project in South Sumatera Province of Indonesia.
  • Represented syndicate banks in respect of US$393,000,000 facility to PT East Java Power Corporation to finance a gas fired power plant in Pasuruan, East Java.

Banking & Finance

  • Represented Sumitomo Mitsui Banking Corporation (as Agent); and BNP Paribas; Citibank N.A. Indonesia; the Hongkong and Shanghai Banking Corporation Limited, Jakarta Branch; Mizuho Corporate Bank Ltd; PT Bank Mandiri (Persero) Tbk; Standard Chartered Bank and Sumitomo Mitsui Banking Corporation (as Arrangers) in regard to US$280,000,000 and IDR1 Billion revolving loan facilities granted to PT Astra International Tbk, a diversified business group with more than 130 subsidiaries.
  • Represented Sumitomo Mitsui Banking Corporation, Mizuho Corporate Bank Ltd (as Agent), and Overseas-Chinese Banking Corporation Limited and Sumitomo Mitsui Banking Corporation (as Arrangers) in regard to US$150,000,000 term loan facility granted to PT United Tractors Tbk, a major distributor of heavy equipment in Indonesia.
  • Represented Standard Chartered Bank (Hong Kong) Limited (as Agent) and Citigroup Global Markets Asia Limited, DBS Bank Ltd, Standard Chartered Bank and Sumitomo Mitsui Banking Corporation (as Arrangers) in connection with a US$222,000,000 aggregate term and revolving facilities extended to PT Pamapersada Nusantara, a major mining services company.
  • Represented Deutsche Bank in syndicated secured acquisition financing of PT Berau Coal consisting of US$85,000,000 Senior Facility and US$30,000,000 Mezzanine Facility.
  • Advised the Hongkong and Shanghai Banking Corporation Ltd and syndicate of lenders in a syndicated secured loan of US$170,000,000 to PT Astra International Tbk.
  • Advised Standard Chartered Bank in refinancing US$58,000,000 existing secured bank facilities of PT Peni in connection with acquisition by Titan Petchem (M) Sdn Bhd, a wholly-owned subsidiary of Titan Chemicals Corp Bhd of Malaysia.
  • Advised Deutsche Bank on US$103,000,000 Bridging Loan Facility to PT Rajawali Citra Televisi Indonesia.
  • Advised Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V., in connection with secured syndicated US$100,000,000 term facility to PT Federal International Finance, a subsidiary of PT Astra International Tbk.
  • Advised Bayerische Hypo-und Vereinsbank AG, Singapore Branch, in connection with secured US$66,000,000 Syndicated Amortising Term Loan Facility to PT Wahana Ottomitra Multiartha, Tbk, a subsidiary of Bank International Indonesia, Tbk.
  • Represented Triputra Group in connection with secured syndicated loans of US$470,000,000 facility involving both international and local banks, led by DBS Jakarta and HSBC Jakarta.
  • Drafted Master Derivatives Agreement to accommodate currency and interest rate forward, spot, swap, cap, floor and collar transactions for use by PT. Bank Danamon Indonesia Tbk. throughout its banking network.

Capital Markets

  • Represented UBS AG and Deutsche Bank AG, Singapore Branch, as Joint Global Coordinators and Underwriters of offshore dual listing and offering of shares in PT Berlian Laju Tanker Tbk, one of Indonesia’s largest shipping companies. This was a pioneer deal, as this was the first time an Indonesian publicly listed company had listed its shares with a foreign stock exchange (Singapore Exchange Securities Trading Limited or “SGX-ST”), while its shares were already listed with the Jakarta Stock Exchange and Surabaya Stock Exchange.
  • Represented Deutsche Bank Securities Inc. and J.P. Morgan Securities Ltd, in issuance of US$400,000,000 Guaranteed Senior Notes by BLT Finance BV, an indirect wholly owned subsidiary of Berlian Laju Tanker, one of Indonesia’s largest shipping companies.
  • Represented Deutsche Bank AG, Hong Kong branch and J.P. Morgan Securities Ltd in the offering and issuance of US$125,000,000 Zero Coupon Guaranteed Convertible Bonds by BLT Finance BV, an indirect wholly owned subsidiary of Berlian Laju Tanker.
  • Represented Lehman Brothers as the financial adviser and placement agent in relation to equity private placement of up to 24.9% shares in PT Davomas Abadi Tbk, owned by some of its controlling shareholders.
  • Represented Deutsche Bank and PT AAA Securities in connection with issuance of US$168,000,000 Secured Guaranteed Notes by Indonesia’s biggest media company group, Media Nusantara Citra (MNC) through its Netherlands subsidiary. This was the first issuance of offshore bonds/notes by an Indonesian company to be listed with the Singapore Stock Exchange.
  • Represented OCBC, Singapore Branch, in its tender offer for the shares of publicly listed Bank NISP.
  • Represented UOB Bank in its tender offer for the shares of publicly listed Bank Buana.

Mining

  • Drafted and negotiated offshore loans, technical assistance, and royalty agreements relating to the development of deep sea sand mining concessions and operations in the island of Riau, Indonesia for the land reclamation necessary for the expansion of Singapore’s Changi International Airport.
  • Advised Freeport on various mining activities in Indonesia.
  • Advised Tambang Timah Tbk in its potential purchase and due diligence of Indocoal.
  • Advised Deutsche Bank in relation to financing of the purchase of shares in PT Berau Coal by PT Armadian Tritunggal (involving senior facility of US$85,000,000 and mezzanine facility of US$30,000,000).
  • Advised PT Arutmin Indonesia on mining and contract of work issues.
  • Advised Asia Resources Holdings Limited in connection with acquisition of a mining trading company that was then injected into a Hong Kong Public Company.
  • Advised Esco Corporation on acquisition of an Indonesian mining company.

Restructuring/Workout

  • Represented banks in negotiating and drafting restructuring agreements in relation to the US$2.2 Billion ethylene plant owned by PT. Chandra Asri and the conversion of US$650,000,000 debt into equity. Largest Indonesian restructuring transaction in 1997.
  • Represented Argo Pantas in restructuring its negotiation with creditors in connection with its existing loan facilities and possible delay of payment action in 1998.
  • Represented London Sumatra Plantations in negotiation with its creditors in connection with debt in connection with its out of the money swap arrangements/derivatives agreements.

Dispute Resolution, Litigation and Arbitration

  • Represented the following consortium of lenders in defense of their US$1 Billion financing of a US$2 Billion pulp and paper mill in Sumatra, Indonesia. Lenders represented: PT Bank Mandiri Tbk.; AB Svensk Exportkredit (Publ); Sakura Finance Asia Limited; Nordea Bank Finland Plc, London Branch; Nordea Bank Finland Plc, Singapore Branch; Capita Corporation; The Bank of Tokyo-Mitsubishi, Ltd.; The Fuji Bank, Limited, Singapore Branch; Korea First Bank; Resolution & Finance Corporation; Bayerische Landesbank Girozentrale, Singapore Branch; The Daiwa Bank, Limited, Singapore Branch; Berliner Bank AG; The Mitsubishi Trust and Banking Corporation; The Sumitomo Trust and Banking Company, Limited; Bank of Scotland; Daedong Bank; Dongnam Bank; First Commercial Bank; The Chuo Mitsui Trust and Banking Company Limited; The Norinchukin Bank; Shinhan Bank; Sumitomo Mitsui Banking Corporation; Mizuho Asset Trust & Banking Co., Ltd.; Asian Banking Corporation; Bank Austria Aktiengesellschaft; Hanil Bank; Housing And Commercial Bank; Skandinaviska Enskilda Banken AB (Publ); Sampo Credit Plc.; Kreditantstalt Fur Weideraufbau; The Sakura Bank, Limited, Singapore Branch; Export Development Canada; Nordea Bank Helsinki; Mizuho Corporate Bank, Limited; Mizuho Corporate Bank, Ltd; Bankgesselschaft Berlin AG; Newcourt Capital (CIT Group); Metropolitan Life Insurance Company; Kookmin Bank; Hanvit Bank; Woori Bank; Resolution and Finance Corporation; Woori First Asset Securitization Speciality Co., Ltd.; Woori LB First Asset Securitization Speciality Co., Ltd; Finnvera Plc.; Hermes Kreditversicherungs AG; Exportkreditnamden (EKN); PT Bank Sumitomo Mitsui Indonesia.
  • Represented Mizuho Corporate Bank, Ltd., The Sumitomo Trust & Banking Co., Ltd., Sumitomo Mitsui Banking Corporation, Dresdner Bank AG and The Norinchukin Bank in the recovery of outstanding balances owed by PT. Satomo Indovyl Monomer (an ethylene dichloride and vinyl chloride monomer producer) under a US$94,500,000 Loan Facility Agreement following a hostile takeover bid brought by a principle chlorine feedstock supplier through aggressive litigation and bankruptcy actions.
  • Represented Chevron’s and Texaco’s joint operating company Amoseas Indonesia Inc. in the historic first appeal of a Tax Court ruling to the Indonesian Supreme Court concerning value added tax deferment issues of approximately US$10,000,000 relating to oil and gas exploration activities in Indonesia.
  • Represented and defended a Malaysian consortium composed of Perspec Prime (Malaysia) Sdn. Bhd., Road Builder (M) Sdn. Bhd., Comtrac Sdn. Bhd. and Ranhill Corporation Sdn. Bhd. (a consortium which was created upon the request of the Indonesian President by the Malaysian Government’s Presidential Cabinet to assist Indonesia in economic recovery) with respect to the rights of the consortium in relation to their selection as the preferred strategic partner for purposes of building the US$500,000,000 Jakarta Outer Ring Road and the obligations of the Indonesian Government and its agencies, the Badan Penyehatan Perbankan Nasional (The National Banking Health Organization), PT. (Persero) Jasa Marga (the Indonesian Government owned toll road developer and operator) and PT. Jalantol Lingkarluar Jakarta (a special purpose company owned by the Government established for purposes of building the Jakarta Outer Ring Road) who attempted to terminate the consortium’s rights.
  • Represented and defended Singapore Power International (the Singapore State-owned electric power developer) in defending against police and labor union attacks designed to increase pressure against Singapore Power International in restructuring negotiations with Asia Pulp and Paper related to Singapore Power International’s US$800,000,000 Indonesian owned power plants located next to and supplying power to Asian Pulp and Paper’s Indonesian pulp mills.
  • Represented and defended international telecommunications joint venture company (owned by PT. Artimas Kencana, AT&T Wireless and the Asia Infrastructure Fund) in their efforts to restructure a US$1.3 Billion joint operation investment with the Indonesian State-owned domestic telecommunications monopoly, PT. Telekomunikasi Indonesia Tbk., inclusive of defense against actions by labor unions, the police, consumer protection agencies, the military, and, among other activities, arbitration in Geneva Switzerland under the rules of the International Chamber of Commerce.
  • Represented Time Inc. and its reporters and editors in defense of a US$27 Billion defamation claim brought against them by former President Suharto in relation to an article entitled “Suharto Inc. How Indonesia’s Long Time Boss Built a Family Fortune” published in Time Magazine’s May 24, 1998 Asia edition. Time Inc. was victorious in both the district and high courts. The Supreme Court appeal brought by former President Suharto is currently pending.
  • Represented Time Inc. and its reporters and editors in defense of an approximately US$120,000,000 defamation claim brought against them by alleged terrorist Abu Bakar Basir in relation to an article published in Time Magazine’s September 23, 2002 international addition.
  • Represented the Washington Post and its reporters and editors in defense of an approximately US$100,000,000 defamation claim brought against them by four star General Endriarto Sutarto and the Indonesian Military in relation to an article entitled “Indonesia Military Allegedly Talked of Targeting Mine” published in November 3, 2002.
  • Represented Star TV in defense of a US$10,000,000 action brought in the Indonesian courts by their Indonesian distributor Indovision. DEP successfully obtained a court ruling rejecting of jurisdiction due to the existence of an foreign arbitration clause whichresulted in a favorable settlement of Indovision’s debts owed to Star TV.
  • Represented Garanti-Instituttet for Eksportkreditt, the Norwegian Government’s export credit guarantee institute in an arbitration against the Indonesian State-owned dredging monopoly, PT. Pengerukan Indonesia, in an arbitration in Indonesia under the rules of the Indonesian National Arbitration Association (BANI).

Government and International Agencies

  • Advised the Indonesian Government on International trans-border issues including those in connection with a dispute with the Australian Government regarding environmental damage caused in Indonesian waters by the Montara oil and gas leak in the Timor Sea and the migration of effluent into Indonesian territorial waters. Indonesia had asked for clean-up of the environmental damage as there was no treaty applicable in this area. DEP represented the Indonesian Governments interests and was active in approaching and lobbying international bodies with influence over maritime law such as the International Maritime Organization.
  • Advised the Government of Indonesia through the Ministry of Trade at the World Trade Organization regarding GATT. DEP provided deep analysis across all sectors regarding Indonesia’s commitments under GATT and advised where and when Indonesia should make concessions.
  • Advised USAID in connection with trade issues concerning the Government of Indonesia.
  • DEP also works closely with other ministries in Indonesia and has close contacts among others at the Ministry of Foreign Affairs, the Ministry of Transportation, the Ministry of Mines and Energy and the Ministry of Finance.

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