First Resources Launches Major Mandatory Tender Offer After PT Austindo Nusantara Jaya Takeover: What Every Shareholder Needs to Know

First Resources Limited (SGX:EB5), a major Singapore-listed agribusiness group, has initiated a mandatory tender offer (MTO) for up to 6.19% of shares in PT Austindo Nusantara Jaya Tbk (IDX:ANJT), following its recent acquisition that dramatically reshapes the ownership and future direction of the Indonesian palm oil company. This is a high-impact development for both companies, and retail shareholders should pay close attention.

Key Points from the Announcement

• First Resources Limited completed the acquisition of 91.17% of PT Austindo Nusantara Jaya’s shares on 6 May 2025. The purchase was made from former controlling shareholders and marks a substantial change in control.
• Mandatory Tender Offer (MTO) to minority shareholders: As required by Indonesian regulations, First Resources is offering to buy up to 207,649,166 shares (or 6.19% of total shares) from remaining public shareholders at a price of IDR 1,813 per share. This price is more than double the average highest market price of IDR 861.75 per share over the past 90 days prior to the acquisition announcement.
• MTO Timeline: The offer period runs from 26 August to 24 September 2025, with payment for valid tenders to be made on 3 October 2025.
• First Resources already acquired 88,544,146 shares (2.64%) via its subsidiary PT Ciliandra Perkasa on the open market before the MTO, at prevailing market prices.
• No intention to delist or privatise: First Resources has stated it does not intend to delist ANJT, liquidate it, convert its status to a private entity, or change its dividend policy at this time.
• Vertical Integration Strategy: First Resources plans to use ANJT as a key supplier for its downstream palm oil operations, with expansion, rejuvenation, infrastructure upgrades, and integration with its processing facilities.

What Shareholders Should Watch For

• Premium Tender Offer Price: The MTO price (IDR 1,813) is significantly above recent trading levels, offering an exit at a premium for minority shareholders. This is likely to support ANJT’s share price during the offer window.
• Free Float and Listing Risk: Post-MTO, First Resources could own up to 97.36% of ANJT. If the company’s free float drops below IDX listing requirements (minimum 7.5% of shares and 300 individual shareholders), ANJT will have up to two years to restore compliance or risk delisting. This could impact liquidity and future share price movements.
• Divestment Obligation: As First Resources will hold more than 80% post-acquisition, Indonesian regulations require it to divest shares to the public equal to the percentage acquired in the MTO within two years, unless free float requirements are met via other means.
• No Immediate Corporate Action: There are no current plans for liquidation, delisting, or dividend policy changes, but any future shift could materially impact share value. First Resources has committed to comply with all relevant regulations if such actions are considered in the future.
• Strategic Growth Plans: First Resources intends to expand ANJT’s plantation area, rejuvenate unproductive estates, upgrade logistics, and integrate supply with its downstream businesses. These operational improvements could enhance long-term value creation.
• Shareholder Participation: Shareholders wishing to tender their shares must follow specific procedures, including submitting forms and ensuring shares are in scripless form. Failure to do so will result in exclusion from the offer.
• Transaction Costs: There is a 0.35% transaction fee on the tendered shares, which shareholders should factor into their calculations.

Potential Impact on Share Price

This is a price-sensitive event for both First Resources and ANJT:

• For ANJT: The premium MTO price could buoy the share price during the offer period, but longer-term liquidity and free-float concerns may weigh on the stock if post-MTO public ownership falls below regulatory thresholds. The strategic plans outlined by First Resources could enhance operational performance and increase shareholder value if executed successfully.
• For First Resources: The acquisition and planned vertical integration could create synergies and improve downstream margins, potentially enhancing future earnings and investor sentiment.

Summary Table: ANJT Shareholding Structure Pre- and Post-MTO

Key Dates

• MTO Start: 26 August 2025
• MTO End: 24 September 2025
• Payment Date: 3 October 2025

Contact Details for Shareholders

• Share Registrar (BAE): PT Datindo Entrycom, Jl. Hayam Wuruk No. 28, 2nd Floor, Central Jakarta
• Appointed Securities Company: PT BCA Sekuritas, Menara BCA – Grand Indonesia, 41st Floor, Jl. M.H. Thamrin No. 1, Central Jakarta

Conclusion

This tender offer and change of control represent a major turning point for PT Austindo Nusantara Jaya and a significant step for First Resources’ strategic plans. The premium offer price, risk of reduced free float, and ambitious integration plans are all factors that could materially affect share prices and shareholder value. Retail investors should review their positions, consider participating in the tender offer, and monitor further announcements closely for any changes in corporate strategy or regulatory compliance.

Disclaimer: This article is for informational purposes only and does not constitute financial advice. Investors are strongly advised to conduct their own due diligence and consult with a qualified financial advisor before making any investment decisions regarding First Resources Limited or PT Austindo Nusantara Jaya Tbk. The accuracy and completeness of information is based on public disclosures as of 25 August 2025 and may change without notice.

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