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DSS EGM on 08 April 2015 Approved UFS Reverse Takeover of SGD 1.88 Billion

Jakarta - Today, the Extraordinary General Meeting of Shareholders of PT Dian Swastatika Sentosa (“DSS / Company”), which was held at Hotel Pullman Jakarta, has approved the following agenda :

1.    Company’s plan to acquire United Fiber System Ltd. (‘UFS”), a listed company at SGX-ST, through equity participation, which is a material transaction for the Company (“Proposed Equity Participation”); and
2.    Company’s plan to transfer Company’s shares in PT Golden Energy Mines Tbk. (“GEMS”), which represent 66.9998% of issued and paid-up capital of GEMS to UFS, of which the transfer is a material and an affiliated transaction for the Company and is an integral and inseparable part of the Proposed Equity Participation.

The transactions referred above are integrated and inseparable, and are to be executed by way of share swap between the GEMS shares owned by the Company and the new shares issued by UFS at the value of SGD 1.88 billion.

The execution of the transactions is expected to be done by the end of April 2015. Soon after the execution of the transactions, UFS will do compliance placement to fulfill UFS minimum public float of 12%.

On the completion of the transactions, DSS will become controlling shareholder of UFS with ownership around 94% before compliance placement or around 85% after compliance placement, and UFS will become controlling shareholder of GEMS with ownership of 66.9998%.

The transactions will give added value to shareholders as GEMS will be more known as one of leading coal players in Asia, which may increase access to more competitive funding sources and expand GEMS coal market.

DSS is a company under Sinarmas group in the business of energy and infrastructure. DSS owns and operates four power plants located in Tangerang, Serang, and Karawang with total capacity of 300 MW, and is in the final stage of construction of coal-fired IPP Sumsel-5 with capacity 2 X 150 MW through its subsidiary, PT DSSP Power Sumsel.

Currently, DSS is the direct holding company of GEMS, which is in the business of coal mining and trading. GEMS has coal resource more than 2.1 billion tons and coal reserve of 639 tons with concessions located in South Kalimantan, Central Kalimantan, and Jambi. After the share swap, GEMS major shareholders will be UFS and GMR Coal Resources Pte Ltd, a leading group in energy and infrastructure business. UFS will soon change its name to Golden Energy and Resources Limited to reflect its core business.

“After a long journey, we are ready to mark a new milestone and open a new door to exciting future for DSS, UFS, and GEMS” said Hermawan Tarjono, Director & Corporate Secretary of DSS.