What are the most significant cases or transactions that you have been involved in over the past year?

Firstly I would have to mention the TikTok & Tokopedia US$2bn Merger to form Indonesia’s 2nd largest ecommerce business, which had a completion date of January 2024. I led the merger of TikTok’s Indonesia ecommerce business (TikTok Shop Indonesia) and GoTo’s Indonesia ecommerce business (Tokpedia) to form the 2nd largest ecommerce business to challenge Shopee Indonesia. This deal was exceptional for the following reasons: there were fewer than 60 days between termsheet signing and full deal closing (which has never been done for an over US$2bn deal size in Indonesia; GoTo is paid quarterly an ecommerce fee by TikTok based on the aggregate gross merchandise value of the combined business of TikTok Shop Indonesia and Tokopedia; TikTok is responsible for funding all future capital needs of the combines business (including a committed US$1.5bn initial tranche), however GoTo’s 24.9% shareholding is non-dilutable; and globally, TikTok has never before entered into such a joint venture arrangement within their core ecommerce business

This was the marquee transaction for the entire Indonesia technology sector for 2024.

Secondly, I led a highly structured transaction to facilitate an investment by IFC into GoTo. GoTo issued new shares and structured private notes to an independent offshore entity, Bhinneka Holdings (22) Limited. Simultaneously, Bhinneka Holdings (22) Limited issued US$150m of equity-linked bonds (US$125 million to IFC and US$25 million to Franke & Company), which are exchangeable into the shares of GoTo owned by Bhinneka Holdings (22) Limited. The transaction is a historic first for an Indonesian company. IFC’s strategic investment in GoTo signifies a shared vision to expand access to new opportunities throughout Indonesia, underscoring GoTo’s position as an environmental, social, and governance (ESG) leader in the region and IFC’s global reputation as an advocate for ESG practices. The partnership extends beyond financial aspects, as IFC agreed to provide non-financial support to assist GoTo in transitioning its fleet to electric vehicles, enhancing operational efficiency, and integrating sustainable practices toward achieving carbon neutrality. This landmark collaboration not only shapes the financial landscape but also reinforces GoTo’s commitment to environmental sustainability and social responsibility.

Based on your experience, what is the key to collaborating successfully with business partners?

We have been fortunate to build several groundbreaking strategic partnerships in Indonesia with new partners. We have found building trust is the key element to a successful collaboration and that building trust involves (1) always delivering on promises, (2) gratuitously helping the partner wherever possible (even if outside the originally agreed scope) and (3) to repeat the foregoing over time.

Which political, economic or regulatory changes have impacted your work the most in the past year?

The election cycle in Indonesia always creates uncertainty for foreign investors which causes disruption of investment inflows to Indonesia and for local businesses due to the changes in leadership of critical government positions. We are fortunate that in Indonesia the recent elections were peaceful and that handovers between outgoing and incoming administrations have functioned smoothly — this has mitigated a lot of the election cycle uncertainty. Looking around the world, this is not something that we should take for granted.