Financing of PTIMI?s stake in PTNNT

(19 August 2011)--In June 2010, NVL (USA) Limited (NVL) provided a loan facility to PT Indonesia Masbaga Investama (PTIMI) so it could purchase 150,000 shares (approximately a 2.2% stake) in PT Newmont Nusa Tenggara (PTNNT) from PT Pukuafu Indah (PTPI), a founding shareholder in PTNNT. Like all other transfers of shares in PTNNT (a foreign investment company), PTIMI and PTPI obtained Government approval for the transaction before the purchase and sale occurred.

NVL?s loan facility contains legal and customary terms to ensure the loan is repaid.

Facts:
? PTIMI is the owner of the PTNNT shares that it purchased from PTPI. NVL has no ownership interest in the PTNNT shares owned by PTIMI.

? PTIMI votes its shares in PTNNT. NVL has no right to vote, and has never voted, the PTNNT shares owned by PTIMI.

? Law No. 25 of 2007 on Investment (Article 33) prohibits the ownership of shares of a company on behalf of another party. Any such arrangement would be null and void under the law.

? As security for repayment of the loan, PTIMI pledged the PTNNT shares which it owns as collateral and assigned its dividends to NVL to repay the loan in installments.

? For purposes of protecting and enforcing its rights under the loan, NVL was granted a power of attorney that would allow NVL to vote the PTNNT shares owned by PTIMI in the event PTIMI defaults on its financing arrangement with NVL. PTIMI has not defaulted and, thus, this power of attorney presently gives NVL no right to vote the PTNNT shares owned by PTIMI.

? If PTIMI were in default, NVL would be able to exercise the power of attorney to vote the shares for the purpose of enforcing its security interests to obtain repayment of the loan.

? Even in the event of default by PTIMI under the loan agreement, the law would allow PTIMI (as the sole legal owner of the PTNNT shares) to still vote its PTNNT shares and override the power of attorney as long as PTIMI attended the shareholder meeting.

? The NVL loan facility with PTIMI, including the power of attorney to vote shares in the event of default, is a standard financing arrangement in Indonesia and is not prohibitted under the law.

? A foreign entity like NVL is not prohibited under the law or PTNNT?s Contract of Work from making a loan to a shareholder in PTNNT. PT Multi Daerah Bersaing?s (PTMDB) is another shareholder in PTNNT. PTMDB?s majority shareholder transparently discloses in its public filings that a foreign entity (Credit Suisse) has made a loan to PTMDB and taken security, including a power of attorney, to ensure repayment of its loan. (end of release)