PT Trimegah Karya Pratama Tbk, the Indonesian operator of Ultra Voucher, has proposed issuing up to 200 million new shares to help fund its digital-voucher and technology business.
The September 18 issuer disclosure names controlling shareholder PT Trimegah Sumber Mas as the proposed investor. Independent shareholders are scheduled to consider the transaction at an extraordinary meeting on October 27. The placement remains a proposal, rather than completed fundraising.
The company describes the planned issue as a capital increase without pre-emptive subscription rights. It requires independent shareholder approval and approval for listing the additional shares before implementation, according to the filing.
Funding the voucher distribution business
The company says net proceeds would support working capital, digital-voucher trading operations, product and service development, additional operating capacity, and marketing and merchant relationships. Actual allocations would be determined according to business priorities and market conditions when the funds are received.
The proposal also reports net operating cash used of IDR23.658 billion in the first half of 2025 and IDR57.087 billion in the first half of 2026. These whole-company cash flows provide context for the funding proposal; they do not measure voucher face value or establish why the placement was chosen.
Operating cash used before the proposed placement
Positive bars show the size of reported operating cash outflows.
IDR billion used
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Source
Whole-company cash use, not gift-card sales, redemption or a projected outcome. The comparison alone does not establish a liquidity crisis or the cause of the proposed financing.
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| Category | IDR billion used |
|---|---|
| First half 2025 | 23.658 IDR billion used |
| First half 2026 | 57.087 IDR billion used |
PT Trimegah Sumber Mas held 31.18% of the company as of August 31 and was the only prospective investor identified in the disclosure. The filing says its participation would provide funding support from an existing controlling shareholder.
This links the proposed transaction directly to the resources behind the voucher distributor's operations. The company does not disclose a fixed allocation to a particular new gift-card product or acceptance partnership.
Price assumptions are not final proceeds
The filing uses IDR135 per share and IDR27 billion of proceeds in its pro forma illustration. It expressly states that the assumed price is not the final placement price. Actual pricing and the number of shares ultimately issued remain subject to the implementation process.
If all 200 million shares were issued, outstanding shares would rise from approximately 2.000 billion to 2.200 billion. The company calculates maximum dilution of about 9.09% for existing holders who do not participate, based on the enlarged share total.
Existing shares and the issuer’s maximum-issue illustration
The second bar depends on the full proposed placement being completed.
shares
Tap or hover for details. All values are also available in the data table.
Source
The second value is conditional, not an actual result. It assumes all 200 million shares are issued and no intervening share-count changes. Approvals, final issue price and actual proceeds remain unresolved.
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| Category | shares |
|---|---|
| Actual, August 31, 2026 | 2,000,144,838 shares |
| Issuer pro forma, full issue | 2,200,144,838 shares |
Under the same full-issue scenario, the proposed investor's holding would increase to 37.43%. Those figures describe a conditional ownership structure, not a transaction already recorded.
The company targets implementation around three to six months after shareholder approval, with an outside limit of two years. The disclosed capital plan therefore establishes a route to additional working capital, while approval, final pricing, timing and actual proceeds remain to be determined.
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Daniel Brooks
Daniel Brooks covers payment networks, financial technology, payment security, gift card fraud and PCI DSS for Gift Card News.