Information Memorandum of PT AKR Corporindo Tbk (for Non-Indonesian shareholder)

INFORMATION MEMORANDUM

CONFIDENTIAL

PT AKR Corporindo Tbk
(Incorporated as a company with limited liability under the laws of the Republic of Indonesia)

PT AKR Corporindo Tbk (the “Company”) has issued a Prospectus (as defined herein) in connection with the Rights Issue II (as defined herein) in Indonesia. This information memorandum (“Information Memorandum”) is confidential and has been prepared solely for use outside Indonesia for the purpose of providing information in connection with soliciting exercise of the Rights and in connection with sale of the Rights and Rights Shares (as defined herein). In connection with the proposed Rights Issue II, the Company is offering up to 627,568,500 new Shares (as defined herein) with a nominal value of Rp100 each (each, a ‘‘Rights Share’’) in the capital of the Company at a subscription price of Rp860 for each Rights Share on the basis of one Right Share for every five Existing Shares (as defined herein) held as at the Record Date (as defined herein).

The Rights Issue II was approved at the extraordinary general meeting of the shareholders of the Company on January 21, 2010, and is being implemented by the Company. Shareholders (as defined herein) who do not exercise their Rights (as defined herein) may experience a dilution of their shareholdings in the Company by up to 16.67%. Shareholders who hold scripted shares will be issued the Rights by the Company in the form of Rights Certificates (as defined herein) and Shareholders who hold scripless securities will be issued the Rights pursuant to a credit for such Rights, to their accounts maintained with a custodian bank or other members of PT Kustodian Sentral Efek Indonesia (the Indonesian Central Securities Depository) (‘‘KSEI’’).

The Company submitted a Registration Statement (as defined herein) in connection with the proposed Rights Issue to the Indonesian Capital Markets and Financial Institutions Supervisory Board (‘‘Bapepam and LK’’) on December 22, 2009. The Registration Statement became effective on January 21, 2010.


This Information Memorandum is an unofficial English translation of the Prospectus issued by the Company in Bahasa Indonesia on the Rights Issue II (as defined herein) conducted in the Republic of Indonesia and is provided by the Company for information purposes only. The Prospectus was prepared in accordance with the regulatory framework and disclosure practices of the Republic of Indonesia and neither the Company nor the International and Domestic Financial Advisors make any representation or warranty as to the accuracy or the completeness of this translation of the Prospectus. Each person receiving this Information Memorandum acknowledges that disclosure requirements and practices in the Republic of Indonesia, as in other emerging markets, differ significantly from disclosure requirements
and practices in many European countries, the United States and other jurisdictions. Accordingly, each person receiving this Information Memorandum acknowledges that this Information Memorandum does not provide the level or type of disclosure that a prospective investor may require in connection with making an investment decision with regards to the Rights Issue II. In the event that a prospective investor would like to know more information about the Company and / or the Rights Issue II before making an investment in the Company, it would be advisable for such potential investor to read the Prospectus

Investing in the Rights Shares involves risks that are described in Section 3 — ‘‘RISK FACTORS’’ of this Information Memorandum.

The Rights and Rights Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the ‘‘U.S. Securities Act’’) or under the securities laws of any state or other jurisdiction of the United States and, unless so registered, may not be exercised, offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws. Accordingly, the Rights and Rights Shares are being offered and sold, only pursuant to offers and sales that occur outside the United States in accordance with Regulation S under the U.S. Securities Act (“Regulation S”), and may not be offered, sold or delivered within the United States or to, or for the account or benefit of, US persons (as defined in Regulation S) except pursuant to an exemption from or in a transaction not subject to, the registration requirements of the U.S. Securities Act. The Rights, and Rights Shares are not transferable except in accordance with restrictions described under Section 14 — ‘‘Distribution and Solicitation Restrictions’’. This Information Memorandum has been prepared solely for use in connection with the offering and sale of the Rights or Rights Shares outside the United States pursuant to Regulation S.

This Information Memorandum is dated January 21, 2010.


AKR Corporindo Tbk.,
Investor Relations
PT AKR Corporindo Tbk
Wisma AKR 6th Floor
Jl.Panjang No. 5 Kebon Jeruk
Jakarta 11530 Indonesia
Tel : 62-21-5311110 Ext. 724
Email : [email protected]