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STRICTLY CONFIDENTIAL DO NOT FORWARD

THIS OFFERING IS AVAILABLE ONLY TO INVESTORS WHO ARE EITHER (I) QIBs (AS DEFINED BELOW)
UNDER RULE 144A OR (II) NON-U.S. PERSONS IN OFFSHORE TRANSACTIONS IN RELIANCE ON
REGULATION S UNDER THE SECURITIES ACT (AS DEFINED BELOW).

IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the offering
memorandum attached to this e-mail. You are therefore advised to read this disclaimer carefully before reading, accessing or
making any other use of the attached offering memorandum. In accessing the attached offering memorandum, you agree to be
bound by the following terms and conditions including any modifications to them from time to time, each time you receive
any information from us as a result of such access.

Confirmation of Your Representation: You have accessed the attached document on the basis that you have confirmed your
representation to Barclays Bank PLC and Credit Suisse Securities (Europe) Limited (together, the Initial Purchasers) that
(i)(A) you are not resident in the United States nor a U.S. person (as defined in Regulation S under the U.S. Securities Act of
1933, as amended (the Securities Act)), nor acting on behalf of a U.S. person and to the extent you purchase the securities
described in the attached offering memorandum, you will be doing so pursuant to Regulation S under the Securities Act OR
(B) you are acting on behalf of, or you are a qualified institutional buyer (QIB), as defined in Rule 144A under the Securities
Act, AND (ii) that you consent to delivery of the attached offering memorandum and any amendments or supplements thereto
by electronic transmission.

The attached document has been made available to you in electronic form. You are reminded that documents transmitted via
this medium may be altered or changed during the process of transmission and consequently none of the issuer of the securities,
the guarantor, the Initial Purchasers or any person who controls any of them or any of their respective directors, employees
representatives or affiliates accepts any liability or responsibility whatsoever in respect of any discrepancies between the
document distributed to you in electronic format and the hard copy version. Either Initial Purchaser will provide a hard copy
version to you upon request.

Restrictions: The attached document is being furnished in connection with an offering exempt from registration under the
Securities Act solely for the purpose of enabling a prospective investor to consider the purchase of the securities described
herein. You are reminded that the information in the attached document is not complete and may be changed.

NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN


ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE SECURITIES HAVE NOT BEEN AND WILL NOT
BE REGISTERED UNDER THE SECURITIES ACT, OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED
STATES OR OTHER JURISDICTION AND MAY NOT BE OFFERED ON SOLD WITHIN THE UNITED STATES OR
TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE
SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO,
THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND ANY APPLICABLE STATE OR LOCAL
SECURITIES LAWS.

Except with respect to eligible investors in jurisdictions where such offer is permitted by law, nothing in this electronic
transmission constitutes an offer or an invitation by or on behalf of either the issuer of the securities, the guarantor or the Initial
Purchasers to subscribe for or purchase any of the securities described therein and access has been limited so that it shall not
constitute a general advertisement or solicitation (as those terms are used in Regulation D under the Securities Act) or
directed selling efforts (within the meaning of Regulation S under the Securities Act) in the United States or elsewhere. If
a jurisdiction requires that the offering be made by a licensed broker or dealer and the underwriters or any affiliate of the
underwriters is a licensed broker or dealer in that jurisdiction, the offering shall be deemed to be made by the Initial Purchasers
or their affiliates on behalf of the issuer in such jurisdiction.

You are reminded that you have accessed the attached offering memorandum on the basis that you are a person into whose
possession this offering memorandum may be lawfully delivered in accordance with the laws of the jurisdiction in which you
are located and you may not nor are you authorized to deliver this document, electronically or otherwise, to any other person.
If you have gained access to this transmission contrary to the foregoing restrictions, you will be unable to purchase any of the
securities described therein.

Actions That You May Not Take: You should not reply by e-mail to this announcement, and you may not purchase any
securities by doing so. Any reply e-mail communications, including those you generate by using the Reply function on your
e-mail software, will be ignored or rejected.

YOU ARE NOT AUTHORIZED AND YOU MAY NOT FORWARD OR DELIVER THE ATTACHED OFFERING
MEMORANDUM, ELECTRONICALLY OR OTHERWISE, TO ANY OTHER PERSON OR REPRODUCE SUCH
OFFERING MEMORANDUM IN ANY MANNER WHATSOEVER. ANY FORWARDING DISTRIBUTION OR
REPRODUCTION OF THIS DOCUMENT AND THE ATTACHED OFFERING MEMORANDUM, IN WHOLE OR IN
PART, IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF
THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.

You are responsible for protecting against viruses and other items of a destructive nature. Your use of this e-mail is at your own
risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature.
OFFERING MEMORANDUM STRICTLY CONFIDENTIAL

Listrindo Capital B.V.


(incorporated in The Netherlands with limited liability)

US$300,000,000 9.2500% SENIOR NOTES DUE 2015


Unconditionally and irrevocably guaranteed by PT Cikarang Listrindo
(incorporated in the Republic of Indonesia with limited liability)

Interest payable on January 29 and July 29

Listrindo Capital B.V. (the Issuer) will pay interest on the US$300,000,000 9.2500% Senior Notes due 2015 (the Notes) on January 29 and
July 29 of each year, beginning July 29, 2010. The Notes will mature on January 29, 2015. The aggregate principal amount of the Notes will be
amortized as specified under Description of the NotesAmortization of Principal. At any time on or after January 29, 2013, the Issuer may redeem
the Notes, in whole or in part, at the redemption prices specified under Description of the Notes Optional Redemption, plus accrued and unpaid
interest, if any, to the redemption date. At any time and from time to time prior to January 29, 2013, the Issuer may at its option redeem the Notes, in
whole or in part, at a redemption price equal to 100% of the principal amount of the Notes plus the Applicable Premium (as defined herein) as of, and
accrued and unpaid interest, if any, to, the redemption date. At any time prior to January 29, 2013, the Issuer may redeem up to 35% of the principal
amount of the Notes with the proceeds from certain equity offerings at a redemption price of 109.2500% of the principal amount of the Notes, plus
accrued and unpaid interest, if any, to the redemption date.
The Issuer is a wholly-owned special-purpose subsidiary of PT Cikarang Listrindo (the Parent Guarantor or Cikarang Listrindo). The Issuer
will contribute the net proceeds of the offering of Notes to Signal Capital B.V. (Signal Capital), a company incorporated in The Netherlands with
limited liability and a wholly-owned subsidiary of the Issuer acting as a finance company for Cikarang Listrindo and its subsidiaries, as share premium
on the shares in the capital of Signal Capital. Signal Capital will then lend the net proceeds of the offering of Notes to Cikarang Listrindo pursuant to
an intercompany loan (the Intercompany Loan). See Use of Proceeds and The Issuer.
No later than 30 days following a Change of Control Triggering Event, the Issuer or the Parent Guarantor will make an offer to repurchase all
Notes then outstanding at a purchase price equal to 101.0% of their principal amount, plus accrued and unpaid interest, if any, to the date of repurchase.
The Notes are subject to redemption in whole at 100.0% of their principal amount, together with accrued and unpaid interest, if any, at the option of
the Issuer at any time in the event of certain changes affecting taxes of The Netherlands or the Republic of Indonesia (Indonesia) (or certain other
jurisdictions). See Description of the NotesRedemption for Taxation Reasons. Payments on the Notes will be made in U.S. dollars without deduction
for or on account of taxes imposed or levied by Indonesia or The Netherlands (and certain other jurisdictions) to the extent described under Description
of the NotesAdditional Amounts. The Parent Guarantor will unconditionally and irrevocably guarantee (the Parent Guarantee) the due and punctual
payment of all amounts at any time becoming due and payable in respect of the Notes.
The Notes and the Parent Guarantee will be unsubordinated obligations of the Issuer and the Parent Guarantor, respectively, and will rank
equally with their respective unsubordinated indebtedness and senior to their respective subordinated indebtedness.
For a more detailed description of the Notes, see Description of the Notes beginning on page 107.

Investing in the Notes involves risks. See Risk Factors beginning on page 13.

PRICE 99.1060% PER NOTE

The Notes and the Parent Guarantee have not been and will not be registered under the United States Securities Act of 1933, as amended (the
Securities Act), and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act. Accordingly, the Notes are being offered and sold (1) in the United States only to qualified institutional
buyers in reliance on the exemption from the registration requirements of the Securities Act provided by Rule 144A and (2) to non-U.S. persons outside
the United States in an offshore transaction in reliance on Regulation S under the Securities Act. For a description of certain restrictions on resale or
transfer of the Notes, see Transfer Restrictions beginning on page 163.
Approval-in-principle has been received for the listing of the Notes on the Singapore Exchange Securities Trading Limited (the SGX-ST).
The SGX-ST assumes no responsibility for the correctness of any of the statements made or opinions expressed or information contained in this offering
memorandum. Approval-in-principle from, and admission of the Notes to the Official List of, the SGX-ST are not to be taken as an indication of the
merits of the Issuer, the Parent Guarantor or the Notes. The Notes will be in denominations of US$100,000 each or integral multiples of US$1,000 in
excess thereof. The Notes will be traded on the SGX-ST in a minimum board lot size of US$200,000 for so long as any of the Notes are listed on the
SGX-ST.
It is expected that delivery of the Notes will be made through the facilities of The Depository Trust Company, Eurobank S.A./N.V., as operator
of the Euroclear System (Euroclear), and Clearstream Banking Socit Anonyme, Luxembourg (Clearstream) on or about January 29, 2010.

Barclays Capital Credit Suisse


January 22, 2010
TABLE OF CONTENTS

Page
SUMMARY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
RISK FACTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
USE OF PROCEEDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39
EXCHANGE RATES AND EXCHANGE CONTROLS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
CAPITALIZATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42
SELECTED FINANCIAL AND OTHER DATA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
OVERVIEW OF INDONESIA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67
INDUSTRY OVERVIEW . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69
BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72
MANAGEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 94
PRINCIPAL SHAREHOLDERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
RELATED PARTY TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99
REGULATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100
DESCRIPTION OF EXISTING INDEBTEDNESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 105
THE ISSUER . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106
DESCRIPTION OF THE NOTES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107
TAXATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156
TRANSFER RESTRICTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163
PLAN OF DISTRIBUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 166
RATINGS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 170
LEGAL MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 171
INDEPENDENT PUBLIC ACCOUNTANTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 172
SUMMARY OF CERTAIN SIGNIFICANT DIFFERENCES BETWEEN INDONESIAN GAAP
AND U.S. GAAP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 173
GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 178
GLOSSARY OF SELECTED ELECTRICITY TERMS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 180
INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . F-1

THIS OFFERING MEMORANDUM DOES NOT CONSTITUTE AN OFFER TO SELL OR A


SOLICITATION OF AN OFFER TO BUY IN ANY JURISDICTION TO ANY PERSON TO WHOM IT IS
UNLAWFUL TO MAKE THE OFFER OR SOLICITATION IN SUCH JURISDICTION. NEITHER THE
DELIVERY OF THIS OFFERING MEMORANDUM NOR ANY SALE MADE HEREUNDER SHALL,
UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE
IN THE AFFAIRS OF THE ISSUER OR CIKARANG LISTRINDO SINCE THE DATE OF THIS OFFERING
MEMORANDUM OR THAT THE INFORMATION CONTAINED IN THIS OFFERING MEMORANDUM IS
CORRECT AS OF ANY TIME SUBSEQUENT TO THE DATE HEREOF.

i
This offering memorandum is highly confidential and has been prepared by the Issuer and Cikarang
Listrindo solely for use in connection with the proposed offering of Notes. The Issuer, Signal Capital, Cikarang
Listrindo and Barclays Bank PLC and Credit Suisse Securities (Europe) Limited (the Initial Purchasers) reserve
the right to reject any offer to purchase, in whole or in part, for any reason, or to sell less than all of the Notes
offered hereby. This offering memorandum is personal to the offeree to whom it has been delivered by the Initial
Purchasers and does not constitute an offer to any other person or to the public in general to subscribe for or
otherwise acquire the Notes. Distribution of this offering memorandum to any person other than the offeree and
those persons, if any, retained to advise such offeree with respect thereto is unauthorized, and any disclosure of
any of its contents, without the prior written consent of the Issuer and Cikarang Listrindo, is prohibited. Each
offeree, by accepting delivery of this offering memorandum, agrees to the foregoing and to make no photocopies
of this offering memorandum.

Each person receiving this offering memorandum acknowledges that (i) such person has been afforded an
opportunity to request from the Issuer and Cikarang Listrindo and to review, and has received, all additional
information considered by it to be necessary to verify the accuracy of, or to supplement, the information contained
herein, (ii) such person has not relied on the Initial Purchasers or any person affiliated with the Initial Purchasers
in connection with any investigation of the accuracy of such information or its investment decision, and (iii) no
person has been authorized to give any information or to make any representation concerning the Issuer, Signal
Capital, Cikarang Listrindo or the Notes or the Parent Guarantee (other than as contained herein and information
given by duly authorized officers and employees of Cikarang Listrindo in connection with investors examination
of the Issuer, Signal Capital and Cikarang Listrindo and the terms of the offering) and, if given or made, any such
other information or representation should not be relied upon as having been authorized by the Issuer, Signal
Capital, Cikarang Listrindo or the Initial Purchasers.

IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN


EXAMINATION OF THE ISSUER, SIGNAL CAPITAL, CIKARANG LISTRINDO AND THE TERMS OF
THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THESE NOTES AND THE PARENT
GUARANTEE HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES
COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES
HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS DOCUMENT.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE ISSUER, SIGNAL CAPITAL AND CIKARANG LISTRINDO ARE NOT, AND THE INITIAL
PURCHASERS ARE NOT, MAKING AN OFFER TO SELL THE NOTES IN ANY JURISDICTION EXCEPT
WHERE AN OFFER OR SALE IS PERMITTED. THE DISTRIBUTION OF THIS OFFERING
MEMORANDUM AND THE OFFERING OF NOTES MAY IN CERTAIN JURISDICTIONS BE RESTRICTED
BY LAW. PERSONS INTO WHOSE POSSESSION THIS OFFERING MEMORANDUM COMES ARE
REQUIRED BY THE ISSUER, CIKARANG LISTRINDO, THE TRUSTEE AND THE PAYING AGENT AND
THE INITIAL PURCHASERS TO INFORM THEMSELVES ABOUT AND TO OBSERVE ANY SUCH
RESTRICTIONS.

THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE


AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES
ACT AND APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION
THEREFROM. SEE TRANSFER RESTRICTIONS AND PLAN OF DISTRIBUTION BELOW.
INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS
OF THIS INVESTMENT FOR AN INDEFINITE PERIOD OF TIME.

NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, IS MADE BY THE INITIAL


PURCHASERS, THE TRUSTEE AND THE PAYING AGENT AS TO THE ACCURACY OR COMPLETENESS
OF THE INFORMATION SET FORTH HEREIN, AND NOTHING CONTAINED IN THIS OFFERING
MEMORANDUM IS, OR SHALL BE RELIED UPON AS, A PROMISE OR REPRESENTATION, WHETHER
AS TO THE PAST OR THE FUTURE. NONE OF THE INITIAL PURCHASERS, THE TRUSTEE, THE
REGISTRAR OR THE PAYING AGENT HAS INDEPENDENTLY VERIFIED ANY OF SUCH
INFORMATION AND ASSUMES NO RESPONSIBILITY FOR ITS ACCURACY OR COMPLETENESS.

ii
None of the Issuer, Signal Capital, Cikarang Listrindo, the Initial Purchasers, the Trustee, the Registrar or
the Paying Agent or any of their respective representatives is making any representation to any offeree or
purchaser of the Notes offered hereby regarding the legality of an investment by such offeree or purchaser under
appropriate legal investment or similar laws. Each investor should consult with his/her own advisors as to the
legal, tax, business, financial and related aspects of purchase of the Notes.

NOTICE TO NEW HAMPSHIRE RESIDENTS

NEITHER THE FACT THAT A REGISTRATION STATEMENT OR AN APPLICATION FOR A


LICENSE HAS BEEN FILED UNDER CHAPTER 421-B OF THE NEW HAMPSHIRE REVISED
STATUTES WITH THE STATE OF NEW HAMPSHIRE NOR THE FACT THAT A SECURITY IS
EFFECTIVELY REGISTERED OR A PERSON IS LICENSED IN THE STATE OF NEW HAMPSHIRE
CONSTITUTES A FINDING BY THE SECRETARY OF STATE THAT ANY DOCUMENT FILED
UNDER RSA 421-B IS TRUE, COMPLETE AND NOT MISLEADING. NEITHER ANY SUCH FACT
NOR THE FACT THAT AN EXEMPTION OR EXCEPTION IS AVAILABLE FOR A SECURITY OR A
TRANSACTION MEANS THAT THE SECRETARY OF STATE HAS PASSED IN ANY WAY UPON THE
MERITS OR QUALIFICATIONS OF, OR RECOMMENDED OR GIVEN APPROVAL TO, ANY
PERSON, SECURITY OR TRANSACTION. IT IS UNLAWFUL TO MAKE, OR CAUSE TO BE MADE,
TO ANY PROSPECTIVE PURCHASER, CUSTOMER OR CLIENT ANY REPRESENTATION
INCONSISTENT WITH THE PROVISIONS OF THIS PARAGRAPH.

CERTAIN DEFINITIONS, CONVENTIONS AND CURRENCY PRESENTATION

In this offering memorandum, Issuer refers to Listrindo Capital B.V.; Parent Guarantor or Cikarang
Listrindo refer to PT Cikarang Listrindo; Signal Capital refers to Signal Capital B.V.; PLN refers to
Perusahaan Perseroan (Persero) PT Perusahaan Listrik Negara; and Initial Purchasers refers to the firms listed
as the Initial Purchasers in the Plan of Distribution.

All references herein to Indonesia are references to the Republic of Indonesia. References to the United
States or U.S. are to the United States of America. All references herein to Government are to the
Government of Indonesia.

Unless otherwise indicated or otherwise required by the context, all references in this offering memorandum
to Rupiah or Rp are to Indonesian Rupiah, the lawful currency of Indonesia. References to U.S. Dollars or
US$ are to United States Dollars, the lawful currency of the United States.

Certain numerical figures, including financial information and percentages, contained in this offering
memorandum have been rounded for convenience. As a result, discrepancies may exist in the numerical figures
shown as totals in some tables as they may not be exact arithmetic aggregations of the figures that precede them.

PRESENTATION OF FINANCIAL INFORMATION

Solely for the convenience of the reader, certain Rupiah amounts in this offering memorandum have been
translated to U.S. Dollars based on the middle exchange rate announced by Bank Indonesia as of October 31,
2009, which was Rp9,545 = US$1.00. On January 12, 2010, the Bank Indonesia rate was Rp9,185 = US$1.00. No
representation is made that the Rupiah or U.S. Dollar amounts referred to in this offering memorandum could have
been or could be converted into U.S. Dollars or Rupiah, as the case may be, at any particular rate or at all. See
Exchange Rates and Exchange Controls. All U.S. Dollar amounts described are in US$1.00 increments, unless
otherwise provided.

The financial information included in this offering memorandum has been derived from the consolidated
financial statements of Cikarang Listrindo. Unless otherwise indicated, financial information in this offering
memorandum has been prepared in accordance with generally accepted accounting principles in Indonesia
(Indonesian GAAP), which differ in certain significant respects from the generally accepted accounting
principles in the United States (U.S. GAAP). For a summary of certain significant differences between

iii
Indonesian GAAP and U.S. GAAP, see Summary of Certain Significant Differences Between Indonesian GAAP
and U.S. GAAP contained in this offering memorandum. Unless indicated otherwise, all financial information
presented and discussed in this offering memorandum with respect to Cikarang Listrindo is stated on a
consolidated basis.

INDUSTRY AND MARKET DATA

This document includes market share and industry data and forecasts that Cikarang Listrindo and the Issuer
have obtained from industry publications and surveys, reports of governmental agencies, publicly available
corporate information and internal company surveys. Industry publications and surveys and forecasts generally
state that the information contained therein has been obtained from sources believed to be reliable, but there can
be no assurance as to the accuracy or completeness of the information. While reasonable actions have been taken
by the Issuer and Cikarang Listrindo to ensure that the information is extracted accurately and in its proper context,
neither the Issuer nor Cikarang Listrindo has independently verified any of the data from third party sources or
ascertained the underlying economic assumptions relied upon therein. Moreover, information contained in this
offering memorandum relating to industrial estates to which Cikarang Listrindo provides electricity and to
customers of these industrial estates including, without limitation, tenant information and total kVA supplied or
made available in these industrial estates, has been estimated by Cikarang Listrindo primarily based on its own
supply records and information obtained from surveys of and/or consultation with these industrial estate customers
and operators of these industrial estates.

NON-GAAP FINANCIAL MEASURES

Earnings before interest, tax, depreciation and amortization (EBITDA) and the related ratios presented in
this offering memorandum are supplemental measures of Cikarang Listrindos performance and liquidity that are
not required by, or presented in accordance with, Indonesian GAAP or U.S. GAAP. EBITDA is not a measurement
of financial performance or liquidity under Indonesian GAAP or U.S. GAAP and should not be considered as an
alternative to net income, operating income or any other performance measures derived in accordance with
Indonesian GAAP or U.S. GAAP or as an alternative to cash flow from operating activities as a measure of
liquidity. In addition, EBITDA is not a standardized term; hence, a direct comparison of EBITDA as reported by
different companies may not be possible or meaningful.

Cikarang Listrindo believes that EBITDA facilitates comparisons of operating performance from period to
period and company to company by eliminating potential differences caused by variations in capital structures
(affecting interest and finance charges), tax positions (such as the impact on periods or companies of changes in
effective tax rates or net operating losses), the age and booked depreciation and amortization of assets (affecting
relative depreciation and amortization of expense) and foreign exchange gains or losses. EBITDA has been
presented because Cikarang Listrindo believes that it is frequently used by securities analysts, investors and other
interested parties in evaluating similar companies, many of whom present such non-GAAP financial measures
when reporting their results. Finally, EBITDA is presented as a supplemental measure of Cikarang Listrindos
ability to service its debt. Nevertheless, EBITDA has limitations as an analytical tool, and you should not consider
it in isolation from, or as a substitute for, analysis of Cikarang Listrindos financial condition or results of
operations, as reported under Indonesian GAAP. Because of these limitations, EBITDA should not be considered
as a measure of discretionary cash available to Cikarang Listrindo to invest in the growth of its businesses. The
term Consolidated EBITDA, as used in the section titled Description of the Notes summarizing certain
provisions of the Indenture, the Notes and the Guarantees, is calculated differently from EBITDA and is not a
measurement of financial performance or liquidity under Indonesian GAAP or U.S. GAAP.

AVAILABLE INFORMATION

To permit compliance with Rule 144A in connection with resales of the Notes, the Issuer and the Parent
Guarantor are required to furnish upon request of a Noteholder and a prospective purchaser designated by such
Noteholder the information required to be delivered under Rule 144A(d)(4) if at the time of such request the Issuer
and the Parent Guarantor are not subject to the periodic reporting requirements of Section 13 or Section 15(d) of
the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act), nor exempt from such reporting
requirements pursuant to Rule 12g3-2(b) thereunder.

iv
ENFORCEMENT OF FOREIGN JUDGMENTS IN INDONESIA AND THE NETHERLANDS

The agreements entered into with respect to the issue of the Notes are governed by the laws of the State of
New York.

The Issuer and Signal Capital are incorporated in The Netherlands, and the Parent Guarantor is incorporated
in Indonesia. One of the directors of each of the Issuer and Signal Capital resides in The Netherlands, while the
other director resides in Hong Kong, and all of the Parent Guarantors commissioners, directors and executive
officers (and certain experts named in this offering memorandum) reside in Indonesia. The Issuer and Signal
Capital have limited assets, while all or a substantial portion of the assets of the Parent Guarantor are located in
Indonesia. As a result, it may be difficult for investors to effect service of process upon the Parent Guarantor or
such persons, or to enforce against the Parent Guarantor or such persons in an Indonesian court, judgments
obtained in courts outside of Indonesia.

The Parent Guarantor has been advised by its Indonesian legal advisor, Makarim & Taira S., that judgments
of courts outside Indonesia are not enforceable in Indonesian courts, although such judgments could be admissible
as non-conclusive evidence in a proceeding on the underlying claim in an Indonesian court and may be given such
evidentiary weight as the Indonesian court may deem appropriate in its sole discretion. In addition, there is doubt
as to whether Indonesian courts will render decisions for actions originally brought in Indonesian courts that are
predicated solely upon the civil liability provisions of the U.S. federal securities laws. An Indonesian court may
require a complete re-examination of the merits of the underlying claim and a claimant may be required to pursue
claims in Indonesian courts on the basis of Indonesian law.

Each of the Issuer and Signal Capital is incorporated as a private company with limited liability (besloten
vennootschap met beperkte aansprakelijkheid) under the laws of The Netherlands. As a result, it may be difficult
for investors to enforce judgments obtained in non-Dutch courts against the Issuer or Signal Capital.

As Indonesia and The Netherlands do not currently have a treaty providing for reciprocal recognition and
enforcement of judgments (other than arbitral awards) in civil and commercial matters, a final and conclusive
judgment for the payment of money rendered by any court in Indonesia which is enforceable in Indonesia, would
not be enforceable in The Netherlands. In order to obtain a judgment which is enforceable in The Netherlands, the
party in whose favor a final and conclusive judgment of the Indonesian court has been rendered will be required
to file its claim with a court of competent jurisdiction in The Netherlands. Such party may submit to the Dutch
court the final judgment rendered by the Indonesian court. If and to the extent the Dutch court finds that the
jurisdiction of the court in Indonesia has been based on grounds which are internationally acceptable and that
proper legal procedures have been observed, the Dutch court will, in principle, give binding effect to such final
judgment, without substantive re-examination or re-litigation on the merits of the subject matter thereof, unless
such judgment contravenes public policy of The Netherlands.

The agreements entered into with respect to the issue of the Notes are governed by the laws of the State of
New York. The United States and The Netherlands currently do not have a treaty providing for the reciprocal
recognition and enforcement of judgments (other than arbitration awards) in civil and commercial matters.
Consequently, a final and conclusive judgment for the payment of money rendered by any federal or state court
in the United States which is enforceable in the United States, whether or not predicated solely upon U.S. federal
securities laws, would not automatically be recognized or enforceable in The Netherlands. In order to obtain a
judgment which is enforceable in The Netherlands, the party in whose favor a final and conclusive judgment of
the U.S. court has been rendered will be required to file its claim with a court of competent jurisdiction in The
Netherlands. Such party may submit to the Dutch court the final judgment rendered by the U.S. court. If and to
the extent that the Dutch court finds that the jurisdiction of the U.S. court has been based on grounds which are
internationally acceptable and that proper legal procedures have been observed, the court of The Netherlands will,
in principle, give binding effect to the judgment of the court of the United States, unless such judgment
contravenes principles of public policy of The Netherlands.

Subject to the foregoing and service of process in accordance with applicable treaties, investors may be able
to enforce in The Netherlands judgments in civil and commercial matters obtained from U.S. federal or state
courts. However, no assurance can be given that those judgments will be enforceable. In addition, it is doubtful
whether a Dutch court would accept jurisdiction and impose civil liability in an original action commenced in The
Netherlands and predicated solely upon U.S. federal securities laws.

v
ENFORCEMENT OF THE NOTES AND GUARANTEES IN INDONESIA

In several court cases in Indonesia, Indonesian companies that had defaulted on debt incurred through
offshore financing entities have sued their creditors to, among other things, invalidate their debt obligations and
have sought damages from creditors exceeding the original proceeds of the debt issued. As some of these cases
are still being adjudicated by the higher courts, it is still possible that the Indonesian Supreme Court, either through
appeal (kasasi) or judicial review (peninjauan kembali), could overturn the decisions of the lower courts.

In June 2006, the Indonesian Supreme Court upheld a lower courts decision to declare null and void
transaction documents in an offering structure involving a guarantee issued by an Indonesian company PT Indah
Kiat Pulp & Paper Tbk. (Indah Kiat) for debt of its offshore subsidiary and awarded damages to the defaulting
borrower (the Indah Kiat Case). However, upon judicial review submitted by certain creditors, underwriters, the
trustee and the collateral agent involved in the original case, a different panel of the Indonesian Supreme Court
later reversed its June 2006 ruling in the Indah Kiat Case and held in August 2008 that an offering structure similar
to that used in this offering was valid and enforceable. The Indonesian Supreme Court is the court of highest
authority in Indonesia, and its decisions are final and binding and may only be subject to judicial review
(peninjauan kembali) where, among other things, new evidence is submitted. As far as Indonesian counsel is
aware, the Indah Kiat Case is only one of two cases regarding notes issued through offshore offering structures
that has reached and been decided by the Indonesian Supreme Court. In the other case involving PT Lontar
Papyrus Pulp & Paper Industry (Lontar), the Indonesian Supreme Court in August 2006 affirmed a lower court
judgment under which loan instruments and security documents relating to a loan of the proceeds from notes
issued through an offshore offering structure were declared null and void (the Lontar Case). However, unlike
the Indah Kiat Case, which the Supreme Court decision later overturned on judicial review, it has been reported
that, in March 2009, in the Lontar Case the Indonesian Supreme Court denied the related petition for judicial
review, and therefore finalized the Indonesian Supreme Courts conclusion that the loan and offering structure in
that case, which is similar to that used in this offering, was invalid and unenforceable. As of the date of this
offering memorandum, published Indonesian Supreme Court decisions for the August 2006 ruling or the
subsequent denial of the related petition for judicial review in March 2009 are not available. Until such Indonesian
Supreme Court decisions are published, the details related to the factual basis or legal rationale for these judgments
cannot be ascertained.

Although the Indonesian legal system does not recognize the concept of binding precedent generally
recognized by American and English common law systems, it does acknowledge the concept of jurisprudence.
This means that while lower courts are not bound by the Supreme Court decisions, Supreme Court decisions have
persuasive force. If an Indonesian court takes a similar approach as the June 2006 or August 2006 ruling in any
future disputes regarding the Notes or any Guarantees, it may declare the Notes or Guarantees null and void, and
may award damages to the Issuer or the Guarantors. In addition, there can be no assurance that similar cases in
other courts in Indonesia will be resolved in the same manner as the August 2008 ruling, which may adversely
affect your ability to obtain judgments relating to the Notes or the Guarantees in courts outside Indonesia and to
seek enforcement of such judgments in the Indonesian courts. See Risk FactorsRisks Relating to the Notes, the
Parent Guarantee and the Offering StructureIndonesian companies have filed suits in Indonesian courts to
invalidate transactions with structures similar to this offering of Notes and the Parent Guarantee and have brought
legal action against lenders and other transaction participants; moreover, such legal action resulted in judgments
against such defendants invalidating all obligations under the applicable debt instruments and in damages against
such defendants in excess of the amounts borrowed.

OFFSHORE BORROWINGS

Under Presidential Decree No. 59/1972, as amended, an Indonesian borrower is required to report particulars
of its offshore borrowings, which include the obligation under the Parent Guarantee, to the Minister of Finance
of Indonesia and Bank Indonesia, on the acceptance, implementation and repayment of principal and interest.
Ministry of Finance Decree No. KEP-261/MK/IV/5/73, as amended, as the implementing regulation of
Presidential Decree No. 59/1972, further requires periodic reports to be submitted to the Minister of Finance of
Indonesia and Bank Indonesia on the effective date of the contract and each subsequent three-month period. In
addition, under Presidential Decree No. 39/1991, all offshore commercial borrowers must submit periodic reports
to the Team of Offshore Commercial Borrowing (PKLN Team) upon the implementation of their offshore

vi
commercial borrowing. Presidential Decree No. 39/1991 does not stipulate either the time frame or the format and
the content of the periodic reports that must be submitted. According to Bank Indonesia Regulation No.
2/22/PBI/2000, as amended, and the Circular Letter of the Directors of Bank Indonesia No. 6/51/DLN/2004, as
amended, any Indonesian company obtaining an offshore commercial loan or issuing offshore debt securities must
submit reports to Bank Indonesia. These reports consist of the main data report and the monthly realization data
report. The main data report must be submitted to Bank Indonesia no later than ten days after the signing of the
loan agreement or the issuance of the debt securities, and a monthly realization data report must be submitted to
Bank Indonesia no later than the tenth day of each month, until the offshore commercial borrowing has been repaid
in full. Similar reporting requirements also apply to a guarantor of offshore commercial borrowings, including the
obligations of the Parent Guarantor under the Parent Guarantee. However, Bank Indonesias current policy is that
the reporting of guarantees shall only be conducted upon payment under the guarantee. The relevant regulations
do not specifically address the rights of a party to enforce a guarantee where the guarantor has failed to report in
a timely manner. The Parent Guarantor has been advised by its Indonesian legal advisor that any failure to submit
the required reports will subject the Parent Guarantor to certain administrative sanctions, in the form of fines, but
should not invalidate its obligations under the Intercompany Loan or under the Parent Guarantee provided by the
Parent Guarantor. However, the outcome of specific cases in the Indonesian legal system is subject to considerable
discretion and uncertainty. For example, there has been conflicting Indonesian case law on whether the failure to
timely report offshore loan agreements to Bank Indonesia and the Minister of Finance will affect the validity and
enforceability of the underlying loan documents.

Under Bank Indonesia Regulation No. 10/7/PBI/2008 (PBI 10/7/2008), non-bank borrowers with total
assets or annual gross sales of at least Rp100 billion (approximately US$10.5 million) are also required to
implement risk management measures, and for offshore loans with a maturity period of longer than one year,
obtain a credit rating from a national or international credit rating agency and file certain information (e.g.
financial ratios, financial statements, credit rating, a report on the use of loan proceeds over the next year, risk
management analysis) with Bank Indonesia. Non-banks are also required to submit periodical filings to Bank
Indonesia after obtaining offshore loans, including semi-annual filing of financial ratios and financial statements.
Beginning on January 1, 2010, failure to comply with PBI 10/7/2008 will result in administrative sanctions,
including the issuance of warning letters, notification to related authorities, and/or public announcement of the
failure to comply.

For a description of potential limitations on enforcement against the Parent Guarantor, and Noteholders
rights under the Parent Guarantee, see Risk FactorsRisks Relating to the Notes, the Parent Guarantee and the
Offering StructureThrough the purchase of the Notes, the Noteholders may be exposed to a legal system subject
to considerable discretion and uncertainty; it may be difficult or impossible for the Noteholders to pursue claims
under the Notes or the Parent Guarantee.

vii
FORWARD-LOOKING STATEMENTS

This offering memorandum contains forward-looking statements. All statements other than statements of
historical fact contained in this offering memorandum including, without limitation, those regarding the Issuers
or the Guarantors future financial position and results of operations, strategy, plans, objectives, goals and targets,
future developments in the markets where they participate or are seeking to participate, and any statements
preceded by, followed by or that include the words believe, expect, aim, intend, will, may, project,
estimate, anticipate, predict, seek, should or similar words or expressions, are forward-looking
statements. The future events referred to in these forward-looking statements involve known and unknown risks,
uncertainties and other factors, some of which are beyond the control of the Issuer or the Parent Guarantor, which
may cause the actual results, performance or achievements, or industry results to be materially different from any
future results, performance or achievements expressed or implied by the forward-looking statements. These
forward-looking statements are based on numerous assumptions regarding the Parent Guarantors present and
future business strategies and the environment in which it will operate in the future and are not a guarantee of
future performance. Important factors that could cause the actual results, performance or achievements to differ
materially from those in the forward-looking statements include, among others, the following:

economic, social and political conditions in Indonesia;

actions by Cikarang Listrindos customers and suppliers that adversely affect its business;

increases in regulatory burdens in Indonesia, including environmental regulations and compliance


costs;

fluctuations in foreign currency exchange rates; and

other risks, uncertainties and factors set forth under Risk Factors.

When relying on forward-looking statements, you should carefully consider the foregoing factors and other
uncertainties and events, especially in light of the political, economic, social and legal environment in which
Cikarang Listrindo operates. Such forward-looking statements speak only as of the date on which they are made.
Accordingly, neither the Issuer nor the Parent Guarantor undertakes any obligation to update or revise any of them,
whether as a result of new information, future events or otherwise. Neither the Issuer nor the Parent Guarantor
makes any representation, warranty or prediction that the results anticipated by such forward-looking statements
will be achieved, and such forward-looking statements represent, in each case, only one of many possible
scenarios and should not be viewed as the most likely or standard scenario. Accordingly, you should not place
undue reliance on any forward-looking statements.

viii
SUMMARY

This summary does not contain all the information that may be important to you in deciding to invest in the
Notes. You should read the entire offering memorandum, including the section headed Risk Factors and the
consolidated financial statements and related notes thereto contained in this offering memorandum, before making
an investment decision.

Business Overview

Cikarang Listrindo is engaged in electricity generation and distribution in Indonesia and is the sole
independent power producer (IPP) supplying electricity to over 1,500 customers located in the five neighboring
industrial estates in the Cikarang area. Cikarang Listrindo also supplies electricity to PLN, a state-owned electric
utility company, under an electrical power supply and purchase agreement (the EPSPA) pursuant to which PLN
has committed to purchase a fixed volume of electricity from Cikarang Listrindo each month on a take-or-pay
basis. Cikarang Listrindos industrial estates business has in recent years offered consistent revenue growth and
strong cash flow, while its PLN business provides reliable demand.

Cikarang Listrindo owns and operates a natural gas-fired combined-cycle power plant with an installed
generation capacity of 518 MW. Cikarang Listrindos power plant is located on an approximately 16 hectare site
in the Cikarang area of Bekasi Regency, West Java, Indonesia, which is approximately 45 kilometers east of
Jakarta. Commencing its operations in November 1993 with two General Electric Company (GE) Frame 6B gas
turbines operating in simple-cycle and providing an installed generation capacity of 60 MW, Cikarang Listrindos
power plant has increased installed generation capacity through periodic expansions. By the end of 1998, the
power plant had increased installed generation capacity to 300 MW through the operation of two combined-cycle
trains, each consisting of three GE Frame 6B gas turbines, three dual-pressure Stork Ketels heat recovery steam
generators (HRSGs) and a single Mitsubishi Heavy Industries (MHI) condensing-type steam turbine. In 2005
Cikarang Listrindo launched its current capacity expansion plan, which is comprised of three stages and upon
completion is expected to increase its installed generation capacity to 646 MW. The first stage of the capacity
expansion plan was completed in July 2006 with the installation of the first GE Frame 9E gas turbine, which
increased installed generation capacity to 409 MW. The second stage of the capacity expansion plan was
completed in December 2009 with the installation of the second GE Frame 9E gas turbine, which increased
installed generation capacity to 518 MW. The third and final stage of the capacity expansion plan involves the
installation of two PT Alstom Power Energy Systems Indonesia (Alstom) dual-pressure HRSGs and a Siemens
Industrial Turbomachinery AB (Siemens) condensing-type steam turbine, which is expected to increase installed
generation capacity to 646 MW. The delivery and assembly of the two Alstom HRSGs commenced in August 2009
and are expected to be operational by the end of 2010. Siemens is currently manufacturing the steam turbine, and
it is contracted to be delivered in May 2010. The capacity expansion plan is expected to be completed by the end
of 2010.

Power is supplied to industrial estate customers through Cikarang Listrindos 20kV and 380V distribution
system and to PLN through Cikarang Listrindos 150kV transmission system. The power plant and the electricity
transmission and distribution systems are operated and maintained by Cikarang Listrindos own trained staff and
by third-party service providers, as necessary.

Cikarang Listrindo had net sales of Rp2,448,136.6 million (US$256.5 million) for the year ended December
31, 2008 and Rp2,042,891.9 million (US$214.0 million) for the ten months ended October 31, 2009. Net sales to
industrial estate customers accounted for 74.9% of Cikarang Listrindos total net sales for the year ended
December 31, 2008 and 74.2% of total net sales for the ten months ended October 31, 2009. Cikarang Listrindo
had EBITDA of Rp911,802.7 million (US$95.5 million) for the year ended December 31, 2008 and Rp750,075.3
million (US$78.6 million) for the ten months ended October 31, 2009. In addition, Cikarang Listrindos net
income was Rp308,337.3 million (US$32.3 million) for the year ended December 31, 2008 and Rp477,755.4
million (US$50.1 million) for the ten months ended October 31, 2009.

Cikarang Listrindos corporate offices are located at World Trade Center, 17th Floor, J1. Jend. Sudirman Kav
29-31, Jakarta, Indonesia.

1
Competitive Strengths

Cikarang Listrindo believes that it has the following key competitive strengths:

Stable and Diversified Industrial Estate Customer Base

Cikarang Listrindo is the sole IPP supplying electricity to tenants of five neighboring industrial estates in
the Cikarang area. Cikarang Listrindo provided electricity to approximately 94.1% of the tenants located in these
industrial estates in 2008 and approximately 94.3% in the ten months ended October 31, 2009, supplying
approximately 81.9% of their total electricity consumption in 2008 and approximately 82.0% in the ten months
ended October 31, 2009. The growing demand for electricity from its industrial estate customers, which include
multinational and other businesses operating over a diverse range of geographic markets and industries, provides
Cikarang Listrindo diversified geographic and industry sector exposure, a broad customer base and balanced,
steady growth prospects.

Consistent Demand from PLN

Cikarang Listrindos EPSPA with PLN entitles it to sell to PLN a monthly volume of electricity based on
PLNs annual capacity commitment of 150 MW. From PLNs perspective, this arrangement helps alleviate
ongoing capacity shortages in the area by leveraging a source close to the main Jakarta load center and thereby
securing a cost-efficient supply of electricity. From Cikarang Listrindos perspective, this arrangement provides
it with a reliable demand and allows Cikarang Listrindo to improve its blended heat rates and operating efficiency
through enhanced capacity utilization.

Cikarang Listrindo is currently in negotiations with PLN to extend the duration of the existing EPSPA and
to increase PLNs capacity commitment to 300 MW, which represents nearly half of Cikarang Listrindos expected
installed generation capacity of 646 MW upon completion of its capacity expansion plan expected by the end of
2010.

Strong Growth Potential

Cikarang Listrindo believes that growth of electricity demand in Indonesia is closely related to the countrys
economic expansion. According to Bank Indonesia and the Ministry of Finance, Indonesias GDP growth was
5.5% in 2006, 6.3% in 2007 and 6.1% in 2008. Growth of Cikarang Listrindos electricity sales has been, and is
expected to continue to be, closely correlated to economic growth in Indonesia. In addition, Cikarang Listrindo
believes that the location of Cikarang Listrindos power plant near Jakarta, a major load center, will provide
additional growth opportunities for Cikarang Listrindo and make it an attractive electricity provider to PLN and
other customers.

Cikarang Listrindo also believes that electricity consumption per hectare of land in the industrial estates will
continue to increase as incoming tenants purchase and develop available-for-sale plots and the industrial estates
expand. Cikarang Listrindos supply of electricity to industrial estate customers has increased from an average of
279 kVA per hectare in December 2002 to 462 kVA per hectare in October 2009, representing a compound annual
growth rate of 7.6%. In addition, Cikarang Listrindo expects to enter into a new agreement with PLN to increase
PLNs capacity commitment from 150 MW to 300 MW.

Reliable Cash Flows to Support Operations and to Service and Repay Debt

Cikarang Listrindo has generated steady cash flows to support its capital expenditure and working capital
requirements while at the same time servicing and repaying debt on a timely basis. Cikarang Listrindos EBITDA
was Rp553,073.9 million for the year ended December 31, 2006, Rp646,786.3 million for the year ended
December 31, 2007, Rp911,802.7 million (US$95.5 million) for the year ended December 31, 2008 and
Rp750,075.3 million (US$78.6 million) for the ten months ended October 31, 2009. As of October 31, 2009,
Cikarang Listrindo had cash and cash equivalents of Rp183,522.4 million (US$19.2 million), plus an additional
Rp325,163.9 million (US$34.1 million) held in escrow pursuant to its long-term bank loan (the Bank Loan) and

2
due to be fully released upon repayment of the Bank Loan with a portion of the net proceeds from the Notes.
Cikarang Listrindo believes its steady cash flow generation capabilities and strong cash position are attributable
to a number of sustainable and long term factors, including stable and diversified customer demand, a stable tariff
structure, world class generation facilities and an experienced and capable management team.

Hedged Against Certain Risks

As of October 31, 2009, over 78.2% of the total kVA supplied by Cikarang Listrindo to industrial estate
customers was to multinational corporations operating across a broad range of industries and geographical
markets. Cikarang Listrindo believes that this customer base should reduce the exposure of its cash flows to
industry, regional or country-specific risks. In addition, tariffs for both industrial estate customers and PLN include
automatic adjustment provisions in the event of currency fluctuations. Accordingly, Cikarang Listrindos earnings
from its tariffs charged to industrial estate customers and PLN remain substantially constant in terms of U.S.
Dollars regardless of the Rupiah-U.S. Dollar exchange rate. Cikarang Listrindos tariffs for both industrial estate
customers and PLN also include automatic adjustment provisions to reflect increases in natural gas prices,
allowing such increases in natural gas costs to be passed on to customers.

Proven Track Record of Experienced Management Team

Members of Cikarang Listrindos management team have extensive experience in the electricity sector and
a proven track record of successfully establishing, operating and expanding power plants. In addition, they possess
complementary skill sets and have extensive experience and knowledge of the local power industry. In particular,
Cikarang Listrindos project team members, who are managing the capacity expansion plan, have successfully
built Cikarang Listrindo from a greenfield project in 1992 into the current facility with an installed generation
capacity of 518 MW.

Strategy

The main elements of Cikarang Listrindos business strategy include the following:

Continue to provide reliable electrical supply to customers in Cikarang Listrindos business area

Cikarang Listrindo will continue to focus on providing a reliable supply of electricity to its industrial estate
customers. Prior to the commencement of Cikarang Listrindos operations, industrial estate customers faced
frequent incidents of supply disruption and instability as PLN was unable to provide enough electricity to meet
all of their requirements. Cikarang Listrindo currently offers a highly stable and reliable supply of electricity.
Cikarang Listrindo also employs a back-up electricity distribution network for its industrial estate customers to
ensure maximum reliability of delivery. From 2003 to October 31, 2009, the operating availability factor for
Cikarang Listrindos gas turbines averaged 94.2%. Cikarang Listrindo believes that it has achieved high customer
satisfaction relating to the reliability of its operations, as evidenced by its high service penetration and low
incidence of customer loss. Cikarang Listrindo believes that its focus on providing a reliable supply of electricity
will allow it to attract and retain new and existing industrial estate customers.

Pursue capacity expansion plan to meet increasing demand from industrial estate customers and PLN

Through its capacity expansion plan, which is expected to be completed by the end of 2010, Cikarang
Listrindo expects to increase its installed generation capacity from the current 518 MW to 646 MW. This increased
installed generation capacity is intended to meet the rising demand from industrial estate customers and PLN.
Cikarang Listrindo believes that demand from industrial estate customers will continue to grow as these existing
customers expand their operations over time. It also expects additional demand for electricity as the industrial
estates are further developed and more land in those industrial estates is sold to both new and existing tenants.

Furthermore, Cikarang Listrindo expects to enter into a new agreement with PLN, which will increase
PLNs capacity commitment to 300 MW from the current 150 MW under the existing EPSPA. Cikarang Listrindo
believes that it is one of only a few IPPs that can efficiently satisfy PLNs power needs, especially in view of
Cikarang Listrindos proximity to the Jakarta load center. Transmission of power from PLNs power generation
facilities in eastern Java to the Jakarta area is constrained by the increasingly congested Java-Bali power grid.
Cikarang Listrindo believes that there will be enough electricity demand to support further increases in installed

3
generation capacity beyond its capacity expansion plan as it expects that PLN will continue to experience
shortfalls in its electricity supplies for the foreseeable future. As an integrated Electricity Undertaking License to
Supply to the Public (IUKU) holder, Cikarang Listrindo is able to engage in bilateral negotiations with PLN
without going through a competitive tender process.

Improve operating margins by thermal efficiency and economies of scale

Cikarang Listrindo expects natural gas costs, which are the single largest component of its cost base, to
decrease as a percentage of sales over time as a result of increased average plant loading and improved thermal
efficiency. After July 2006 when the first GE Frame 9E gas turbine operating in simple-cycle was installed,
Cikarang Listrindos average monthly blended heat rate fluctuated from 9,229 Btu/kWh for 2006 to 9,118
Btu/kWh for 2007 to 9,468 Btu/kWh for 2008 and to 9,593 Btu/kWh for the ten months ended October 31, 2009.
However, upon the completion of its capacity expansion plan expected by the end of 2010, Cikarang Listrindo
targets an average monthly blended heat rate under real operating conditions of 8,250 Btu/kWh, improving both
thermal efficiency and operating margins. Furthermore, as it increases its installed generation capacity, Cikarang
Listrindo expects to benefit from greater economies of scale in respect of operating expenses such as spare parts,
maintenance and labor.

General Information

The Issuer was incorporated as a private company with limited liability under the laws of The Netherlands
on June 11, 2007. The Issuer has its corporate seat in Amsterdam, The Netherlands. The registered office of the
Issuer is located at Fred. Roeskestraat 123, 1076 EE Amsterdam, The Netherlands, and its telephone number at
that address is 31-20-577-1177. The Issuer is a wholly-owned subsidiary of Cikarang Listrindo. The Issuer has
been registered with the trade register of the Chamber of Commerce in Amsterdam under No. 34276492.

Signal Capital was incorporated as a private company with limited liability under the laws of The
Netherlands on June 12, 2007. Signal Capital has its corporate seat in Amsterdam, The Netherlands. The registered
office of Signal Capital is located at Fred. Roeskestraat 123, 1076 EE Amsterdam, The Netherlands, and its
telephone number at that address is 31-20-642-2415. Signal Capital is a wholly-owned subsidiary of the Issuer.
Signal Capital has been registered with the trade register of the Chamber of Commerce in Amsterdam under No.
34276561.

Cikarang Listrindo is a limited liability company established under the laws of the Republic of Indonesia
on July 28, 1990 as a domestic capital investment company. Cikarang Listrindos registered office is located at
World Trade Center, 17th Floor, J1. Jend. Sudirman Kav 29-31, Jakarta 12920, Indonesia, and its telephone
number at that address is 6221-522-8122.

4
SUMMARY OF THE OFFERING

The following is a brief summary of the terms of this offering and is qualified in its entirety by the remainder
of this offering memorandum. For a detailed description of the Notes, see the section entitled Description of the
Notes. The terms and conditions of the Notes prevail to the extent of any inconsistency with the summary set forth
in this section. This Summary is not intended to be complete and does not contain all of the information that is
important to an investor. Phrases used in this summary and not otherwise defined shall have the meanings given
to them in Description of the Notes.

Issuer .................................................... Listrindo Capital B.V. (the Issuer).

Parent Guarantor .................................. PT Cikarang Listrindo.

Notes Offered....................................... US$300,000,000 aggregate principal amount of 9.2500% Senior


Notes due 2015 (the Notes).

Issue Price ............................................ 99.1060% of the principal amount of the Notes.

Maturity Date ....................................... January 29, 2015.

Amortization of Principal .................... The aggregate principal amount of the Notes will be amortized as
follows:
Payment Date Amortization Amount

January 29, 2013 US$50,000,000


January 29, 2014 US$50,000,000
January 29, 2015 US$200,000,000

Interest .................................................. The Notes will bear interest from and including January 29, 2010 at
the rate of 9.2500% per annum, payable semi-annually in arrears.

Interest Payment Dates ........................ January 29 and July 29 of each year, commencing July 29, 2010.

Ranking of the Notes........................... The Notes will:

be general obligations of the Issuer;

be senior in right of payment to any existing and future


obligations of the Issuer expressly subordinated in right of
payment to the Notes;

rank at least pari passu in right of payment with all


unsubordinated Indebtedness of the Issuer (subject to any
priority rights of such unsubordinated Indebtedness pursuant to
applicable law); and

be guaranteed by the Guarantors on an unsubordinated basis.

Parent Guarantee .................................. The Parent Guarantor will guarantee the due and punctual payment
of the principal of, premium, if any, and interest on, and all other
amounts payable under, the Notes.

The Parent Guarantee may be released in certain circumstances. See


Description of the NotesThe Parent GuaranteeRelease of the
Parent Guarantee.

5
Ranking of the Parent Guarantee ........ The Parent Guarantee will:

be a general obligation of the Parent Guarantor;

be effectively subordinated to secured obligations of the Parent


Guarantor, to the extent of the value of the assets serving as
security therefor;

be senior in right of payment to all future obligations of the


Parent Guarantor expressly subordinated in right of payment to
the Parent Guarantee; and

rank at least pari passu with all other unsecured,


unsubordinated Indebtedness of the Parent Guarantor (subject
to any priority rights of such unsecured, unsubordinated
Indebtedness pursuant to applicable law).

Debt Service Accrual Account ............ On the Original Issue Date, the Parent Guarantor will establish a
Debt Service Accrual Account held by the Debt Service Accrual
Account Bank. Pursuant to the Indenture, the Parent Guarantor will
deposit an amount equal to one-sixth of one semi-annual interest
payment under the Notes into the Debt Service Accrual Account on
the 29th of each month for the five months prior to each Notes
Interest Payment Date. The Parent Guarantor may only withdraw the
funds on deposit in the Debt Service Accrual Account on, or no more
than 10 Business Days prior to, each Notes Interest Payment Date,
and apply such funds solely to make interest payments under the
Intercompany Loan or make contributions or loans to the Issuer. The
Debt Service Accrual Account will not be pledged to secure the
Issuers or the Parent Guarantors obligations under the Notes or the
Parent Guarantee, respectively.

Use of Proceeds ................................... The net proceeds of the issue of the Notes (after deduction of fees,
commissions and estimated transaction expenses) are estimated to
amount to approximately US$290.4 million. The Issuer will
contribute the net proceeds of the offering to Signal Capital as share
premium on the shares in the capital of Signal Capital. The net
proceeds of the contribution to Signal Capital will be on-lent to the
Parent Guarantor pursuant to the Intercompany Loan. The
Intercompany Loan will be subordinated in right of payment to the
Parent Guarantee. The Parent Guarantor plans to use the net
proceeds: (i) to fully pay the outstanding principal amount on Parent
Guarantors long-term bank loan; (ii) to finance the balance of Parent
Guarantors capacity expansion plan; and (iii) for general corporate
purposes.

6
Optional Redemption ........................... At any time on or after January 29, 2013, the Issuer may redeem the
Notes, in whole or in part, at the redemption prices set forth under
Description of the NotesOptional Redemption, plus accrued and
unpaid interest, if any, to the redemption date. At any time and from
time to time prior to January 29, 2013, the Issuer may at its option
redeem the Notes, in whole or in part, at a redemption price equal to
100% of their principal amount plus the Applicable Premium as of,
and accrued and unpaid interest, if any, to (but not including), the
redemption date. In addition, at any time prior to January 29, 2013,
the Issuer may redeem up to 35% of the aggregate principal amount
of the Notes with the proceeds from certain equity offerings at a
redemption price of 109.2500% of the principal amount of the Notes,
plus accrued and unpaid interest, if any, to (but not including) the
redemption date; provided that at least 65% of the aggregate
principal amount of the Notes originally issued on the Original Issue
Date remains outstanding after each such redemption and any such
redemption takes place within 60 days of the closing of such equity
offering.

Repurchase of Notes upon a Change


of Control Triggering Event ............ Not later than 30 days following a Change of Control Triggering
Event, the Issuer or the Parent Guarantor will make an offer to
repurchase all outstanding Notes at a purchase price equal to 101%
of their principal amount plus accrued and unpaid interest, if any, to
(but not including) the Offer to Purchase Payment Date.

Withholding Tax; Additional


Amounts ........................................... Payments with respect to the Notes and the Guarantees will be made
without withholding or deduction for taxes imposed by the
jurisdictions in which the Issuer or Guarantors are resident for tax
purposes, or through which payment is made except as required by
law. Where such withholding or deduction is required by law, the
Issuer or the applicable Guarantor will make such deduction or
withholding and will, subject to certain exceptions, pay such
additional amounts as will result in receipt by the Holder of such
amounts as would have been received by such Holder had no such
withholding or deduction been required. See Description of the
NotesAdditional Amounts.

Redemption for Taxation Reasons ...... Subject to certain exceptions and as more fully described herein, the
Issuer may redeem the Notes, in whole but not in part, at a
redemption price equal to 100% of the principal amount thereof,
together with accrued and unpaid interest, if any, to the date fixed by
the Issuer for redemption, if, as a result of certain changes in tax law,
the Issuer or the Parent Guarantor (as the case may be) would be
required to pay certain additional amounts; provided that where the
additional amounts are payable as a result of changes affecting
Indonesian taxes, the Notes may be redeemed only in the event that
the withholding rate exceeds 20%.

7
Covenants ............................................. The Indenture will limit the ability of the Issuer, the Parent Guarantor
and the Restricted Subsidiaries to, among other things:

incur additional Indebtedness and issue preferred stock;

make investments or other specified Restricted Payments;

declare dividends on Capital Stock or purchase or redeem


Capital Stock;

enter into agreements that restrict the Restricted Subsidiaries


ability to pay dividends and transfer assets or make
inter-company loans;

issue or sell Capital Stock of Restricted Subsidiaries;

enter into transactions with equity holders or affiliates;

create any Lien;

enter into Sale and Leaseback Transactions;

sell assets;

engage in different business activities; or

effect a consolidation or merger.

These covenants are subject to a number of important qualifications


and exceptions described in Description of the NotesCertain
covenants.

Selling and Transfer Restrictions ........ The Notes will not be registered under the Securities Act or under
any state securities law of the United States and will be subject to
customary restrictions on transfer and resale. See Transfer
Restrictions.

Form, Denomination and


Registration ...................................... The Notes will be issued only in fully registered form, without
coupons, in denominations of US$100,000 and integral multiples of
US$1,000 in excess thereof and will be initially represented by one
or more Global Note registered in the name of a nominee of DTC.

Book-Entry Only.................................. The Notes will be issued in book-entry form through the facilities of
DTC for the accounts of its participants, including Euroclear and
Clearstream. For a description of certain factors relating to clearance
and settlement, see Description of the NotesBook-Entry;
Delivery and Form.

Delivery of the Notes .......................... The Issuer expects to make delivery of the Notes, against payment in
same-day funds, on or about January 29, 2010, which the Issuer
expects will be the fifth business day following the date of this
offering memorandum, referred to as T+5. You should note that
initial trading of the Notes may be affected by the T+5 settlement.
See Plan of Distribution.

Trustee .................................................. The Bank of New York Mellon.

8
Paying Agent and Registrar................. The Bank of New York Mellon.

Debt Service Accrual Account Bank... The Bank of New York Mellon.

Rule 144A Global Note ....................... CUSIP Number: 536576AB7


ISIN Number: US536576AB79

Regulation S Global Note ................... CUSIP Number: N5276YAB2


ISIN Number: USN5276YAB22

Listing................................................... Approval-in-principle has been received for the listing of the Notes
on the SGX-ST. The Notes will be traded on the SGX-ST in a
minimum board lot size of US$200,000 for so long as the Notes are
listed on the SGX-ST.

Governing Law .................................... The Notes and the Indenture will be governed by and will be
construed in accordance with the laws of the State of New York.

Risk Factors ......................................... For a discussion of certain factors that should be considered in
evaluating an investment in the Notes, see Risk Factors.

9
SUMMARY FINANCIAL AND OTHER DATA

You should read the summary financial and other data presented below in conjunction with the consolidated
financial statements of Cikarang Listrindo, related notes to the consolidated financial statements, and other
financial information, contained in this offering memorandum. You should also read the section of this offering
memorandum entitled Managements Discussion and Analysis of Financial Condition and Results of
Operations.

Cikarang Listrindo has derived its summary financial and other data presented in the tables below from its
audited consolidated financial statements as of and for the years ended December 31, 2006, 2007 and 2008, and
from its unaudited interim consolidated financial statements as of and for the ten months ended October 31, 2008
and 2009. The consolidated financial statements of Cikarang Listrindo as of and for the years ended December
31, 2006, 2007 and 2008 have been audited, in accordance with auditing standards established by Indonesian
Institute of Certified Public Accountants (IICPA), and the unaudited interim consolidated financial statements
of Cikarang Listrindo as of and for the ten months ended October 31, 2008 and 2009 have been reviewed, in
accordance with Section 722 of Auditing Standards established by the IICPA, Interim Financial Information
(SA 722), by Purwantono, Sarwoko & Sandjaja (a member firm of Ernst & Young Global Limited), independent
public accountants. A review conducted in accordance with SA 722 is substantially less in scope than an audit
conducted in accordance with auditing standards established by the IICPA and, as stated in their review report
appearing in this offering memorandum, Purwantono, Sarwoko & Sandjaja did not audit and do not express any
opinion on the unaudited interim consolidated financial statements included in this offering memorandum.

Cikarang Listrindo has prepared and presented its consolidated financial statements in accordance with
Indonesian GAAP, which differ in certain significant respects from U.S. GAAP. For a description of certain
significant differences between Indonesian GAAP and U.S. GAAP, see Summary of Certain Significant
Differences Between Indonesian GAAP and U.S. GAAP.

For the years ended December 31, For the ten months ended October 31,
2006 2007 2008 2008 2008 2009 2009
(Rp millions) (US$ 000) (Rp millions) (US$ 000)
(audited) (unaudited) (unaudited)
Income Statement Data
Net Sales
Industrial estate ....................... Rp1,334,164.3 Rp1,577,573.7 Rp1,833,906.2 $ 192,132.7 Rp1,506,980.3 Rp1,514,816.1 $ 158,702.6
PLN ......................................... 175,839.0 231,672.0 614,230.3 64,351.0 482,379.7 528,075.8 55,324.9
Total net sales..................... 1,510,003.3 1,809,245.7 2,448,136.6 256,483.7 1,989,360.0 2,042,891.9 214,027.4
Cost of sales............................ (1,006,638.2) (1,156,548.9) (1,540,311.7) (161,373.7) (1,240,648.6) (1,367,854.2) (143,305.8)
Gross profit ........................ 503,365.0 652,696.8 907,824.9 95,110.0 748,711.4 675,037.7 70,721.6
Operating Expenses
General and administrative ..... 95,882.2 158,930.1 153,119.1 16,041.8 112,032.7 126,152.2 13,216.6
Selling...................................... 15,289.7 16,187.0 17,154.1 1,797.2 13,388.9 14,970.5 1,568.4
Total operating expenses.... 111,171.9 175,117.1 170,273.1 17,839.0 125,421.6 141,122.7 14,785.0
Income from operations .......... 392,193.1 477,579.7 737,551.7 77,271.0 623,289.7 533,915.0 55,936.6
Other Income (Charges)
Gain (loss) on foreign
exchange net ................. 185,179.2 (72,935.0) (210,187.0) (22,020.6) (232,830.3) 181,362.1 19,000.7
Interest and financing charges
net.................................. (168,519.4) (160,066.5) (142,824.7) (14,963.3) (108,740.7) (128,319.1) (13,443.6)
Interest income ........................ 28,698.7 27,821.8 26,016.8 2,725.7 18,573.3 8,994.9 942.4
Gain on sale of equipment ..... 483.8 346.6 421.6 44.2 423.2 593.8 62.2
Miscellaneous net .............. (3,798.6) (6,283.7) (4,471.6) (468.5) (3,820.8) 67,828.1 7,106.1
Other income (charges)
net .................................. 42,043.8 (211,116.8) (331,044.9) (34,682.5) (326,395.3) 130,459.8 13,667.9
Income before Income Tax... 434,236.9 266,462.9 406,506.9 42,588.5 296,894.5 664,374.8 69,604.5
Income Tax Benefit
(Expense)
Current..................................... (81,388.8) (114,186.1) (11,962.9) (81,566.0) (176,944.9) (18,538.0)
Deferred................................... (125,341.9) (12,568.6) 16,016.5 1,678.0 16,305.1 (9,674.6) (1,013.6)
Income tax expense............ (125,341.9) (93,957.4) (98,169.6) (10,284.9) (65,260.8) (186,619.5) (19,551.5)
Net Income ............................ Rp 308,895.0 Rp 172,505.5 Rp 308,337.3 $ 32,303.5 Rp 231,633.6 Rp 477,755.4 $ 50,052.9

10
As at December 31, As at October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)


(audited) (unaudited) (unaudited)
Balance Sheet Data
Current Assets
Cash and cash equivalents ......................... Rp 352,814.2 Rp 317,947.0 Rp 492,773.4 $ 51,626.3 Rp 813,941.8 Rp 183,522.4 $ 19,227.1
Trade receivables net ............................ 228,608.9 190,030.9 306,134.4 32,072.7 265,192.0 255,284.9 26,745.4
Other receivables........................................ 984.3 823.3 309.7 32.4 536.4 50,112.8 5,250.2
Inventories net....................................... 81,465.4 99,594.4 124,231.8 13,015.4 116,226.6 204,343.6 21,408.4
Advances .................................................... 1,449.8 53,896.3 152,586.9 15,986.1 78,425.3 45,140.0 4,729.2
Prepaid taxes and expenses ....................... 44,821.1 5,675.7 5,771.1 604.6 6,369.2 7,585.9 794.7
Restricted time deposit............................... 55,948.9 86,724.0 9,085.8 65,310.3 101,788.9 10,664.1
Escrow accounts......................................... 131,144.7 13,739.6

Total current assets............................... 710,143.7 723,916.5 1,168,531.1 122,423.4 1,346,001.6 978,923.3 102,558.8

Non-Current Assets
Property, plant and equipment net ....... 2,043,268.5 1,924,443.9 2,236,185.6 234,278.2 2,147,990.6 2,584,303.6 270,749.5
Advances for purchase of property, plant
and equipment ...................................... 76,305.1 35,402.0 3,709.0 30,863.8 124,931.7 13,088.7
Escrow accounts......................................... 412,761.8 543,535.6 305,819.0 32,039.7 175,164.5 194,019.2 20,326.8
Marginal deposit on letter of credit ......... 12,178.1 16,410.4
Electrical equipment not used in
operations.............................................. 1,343.4 1,741.6 2,671.5 279.9 1,636.9 1,924.9 201.7
Loans to employees ................................... 2,277.9 1,257.1 562.0 58.9 620.4 714.6 74.9
Deferred charges ........................................ 10,423.4 1,092.0
Other non-current assets ............................ 895.1 1,047.2 1,182.0 123.8 1,141.2 2,496.4 261.5

Total non-current assets........................ 2,460,546.7 2,560,508.5 2,581,822.1 270,489.5 2,373,827.8 2,918,813.7 305,795.0

Total Assets................................................ 3,170,690.5 3,284,425.0 3,750,353.2 392,912.9 3,719,829.4 3,897,736.9 408,353.8

Current Liabilities
Trade payables
Third parties ......................................... 49,151.4 44,484.3 68,299.7 7,155.5 56,689.5 60,370.3 6,324.8
Related parties ...................................... 3,477.7 5,090.6 5,721.5 599.4 5,638.4 4,922.6 515.7
Other payables............................................ 19,367.6 4,759.9 17,919.2 1,877.3 3,077.5 30,740.3 3,220.6
Taxes payable ............................................. 9,877.6 54,613.8 83,286.4 8,725.7 48,875.8 119,019.5 12,469.3
Accrued expenses....................................... 2,866.1 5,445.3 11,189.2 1,172.3 54,525.3 60,329.9 6,320.6
Current portion of:
Long-term bank loans .......................... 188,093.6 232,206.2 225,054.8 23,578.3 238,074.2 239,130.4 25,053.0
Deferred credits .................................... 20,282.7 18,764.3 16,370.0 1,715.0 20,239.1 18,725.5 1,961.8

Total current liabilities ......................... 293,116.6 365,364.4 427,840.8 44,823.6 427,119.8 533,238.4 55,865.7

Non-Current Liabilities
Net deferred tax liability............................ 94,206.8 106,775.4 90,759.0 9,508.5 90,470.3 100,433.5 10,522.1
Estimated liability for employee benefits . 32,703.1 39,729.6 51,793.5 5,426.2 50,287.0 61,739.4 6,468.2
Customers deposits ................................... 165,323.2 177,059.1 215,326.0 22,559.0 209,924.5 226,474.3 23,727.0
Long-term portion of:
Long-term bank loans .......................... 2,003,149.5 1,859,552.7 1,936,756.7 202,908.0 1,992,689.7 1,490,767.1 156,183.0
Deferred credits .................................... 96,525.2 77,760.9 61,390.9 6,431.7 59,524.7 40,799.2 4,274.4

Total non-current liabilities .................. 2,391,907.8 2,260,877.9 2,356,026.0 246,833.5 2,402,896.2 1,920,213.5 201,174.8

Total Liabilities......................................... 2,685,024.4 2,626,242.2 2,783,866.8 291,657.1 2,830,016.0 2,453,451.9 257,040.5

Shareholders Equity
Share capital Rp1,000,000 par value
per share
Authorized 500,000 shares
Issued and paid 438,500 shares...... 438,500.0 438,500.0 438,500.0 45,940.3 438,500.0 438,500.0 45,940.3
Difference in foreign currency
translation ............................................. 11.2 (22.4) (2.3) 8.3 20.8 2.2
Retained earnings ....................................... 47,166.0 219,671.6 528,008.8 55,317.8 451,305.2 1,005,764.2 105,370.8

Total Shareholders Equity ..................... 485,666.0 658,182.7 966,486.4 101,255.8 889,813.5 1,444,285.0 151,313.3

Total Liabilities and Shareholders


Equity................................................... Rp 3,170,690.5 Rp 3,284,425.0 Rp 3,750,353.2 $ 392,912.9 Rp 3,719,829.4 Rp 3,897,736.9 $ 408,353.8

11
For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)

(unaudited) (unaudited)
Statement of Cash Flows Data
Net cash provided by operating activities Rp 251,771.9 Rp 288,727.8 Rp 863,031.1 $ 90,417.1 Rp 999,645.5 Rp 441,255.4 $ 46,229.0
Net cash used in investing activities ......... (110,163.6) (132,664.6) (449,681.4) (47,111.7) (326,042.5) (584,002.3) (61,184.1)
Net cash used in financing activities......... (225,276.3) (190,930.4) (238,523.3) (24,989.3) (177,608.2) (166,504.1) (17,444.1)
Net increase (decrease) in cash and cash
equivalents ............................................ (83,668.0) (34,867.2) 174,826.4 (18,316.0) 495,994.8 (309,250.9) (32,399.3)
Cash and cash equivalents at end of
period .................................................... 352,814.2 317,947.0 492,773.4 51,626.3 813,941.8 183,522.4 19,227.1

For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)

(unaudited) (unaudited)
Selected Financial Data
EBITDA(1) ................................................. Rp 553,073.9 Rp 646,786.3 Rp 911,802.7 $ 95,526.7 Rp 768,354.2 Rp 750,075.3 $ 78,583.0
Adjustments:
Interest income ..................................... 28,698.7 27,821.8 26,016.8 2,725.7 18,573.3 8,994.9 942.4
Interest and finance charges................. (168,519.4) (160,066.5) (142,824.7) (14,963.3) (108,740.7) (128,319.1) (13,443.6)
Corporate income tax expense............. (125,341.9) (93,957.4) (98,169.6) (10,284.9) (65,260.8) (186,619.5) (19,551.5)
Depreciation (2) ..................................... (164,195.5) (175,143.7) (178,300.9) (18,680.0) (148,462.1) (147,738.3) (15,478.1)
Foreign exchange gain (loss) ............... 185,179.2 (72,935.0) (210,187.0) (22,020.6) (232,830.3) 181,362.1 19,000.7

Net Income ................................................ Rp 308,895.0 Rp 172,505.5 Rp 308,337.3 $ 32,303.5 Rp 231,633.6 Rp 477,755.4 $ 50,052.9

Notes:

(1) Cikarang Listrindo defines EBITDA as net income (loss) before interest and finance charges, interest income, corporate income tax
benefit (expense), depreciation and foreign exchange loss (gain), for the period presented. You should not compare EBITDA of
Cikarang Listrindo to EBITDA presented by other companies because not all companies use the same definition. See Managements
Discussion and Analysis of Financial Condition and Results of OperationsNon-GAAP Financial Measures. The term Consolidated
EBITDA, as used in the section titled Description of the Notes summarizing certain provisions of the Indenture, the Notes and the
Guarantees, is calculated differently from EBITDA and is not a measurement of financial performance or liquidity under Indonesian
GAAP or U.S. GAAP.

(2) Depreciation of property, plant and equipment, except land rights.

For the ten


months ended
For the years ended December 31, October 31,
2005 2006 2007 2008 2009
Selected Operating Data
Net Generation (MWh) ....................................... 2,152,658 2,141,748 2,338,925 3,129,377 2,415,284
Availability (%) ................................................... 94.4 91.0 96.1 97.5 93.2
Network Distribution Loss (%)........................... 0.68 0.62 0.59 0.69 0.57
SAIDI (1) (hours/customer).................................. 0.25 0.33 0.37 0.27 0.09
SAIFI (2) (number/customer) ............................... 0.74 0.53 0.68 0.40 0.13

Notes:

(1) SAIDI, or the System Average Interruption Duration Index, is calculated as the sum of all customer interruption durations, divided
by the total number of customers served. The median value for SAIDI established under IEEE Standard 1366-2000 is 1.5.

(2) SAIFI, or the System Average Interruption Frequency Index, is calculated as the total of all customer interruptions, divided by the
total number of customers served. The median value for SAIFI established under IEEE Standard 1366-2000 is 1.1.

12
RISK FACTORS

Prospective purchasers of the Notes should carefully consider the risk factors set forth below, as well as
other information contained in this offering memorandum, before making an investment decision. The risks
described below are not the only ones that may affect the Issuer, Signal Capital, the Parent Guarantor or the
Notes. Additional risks not presently known to Cikarang Listrindo or that it currently deems immaterial may also
impair its business operations. The trading price of the Notes could decline due to any of these risks and you may
lose all or part of your investment. This offering memorandum also contains forward-looking statements that
involve risks and uncertainties. Actual results could differ materially from those anticipated in these
forward-looking statements as a result of certain factors, including the risk factors described below and contained
in this offering memorandum.

Risks Relating to Cikarang Listrindos Business

Indonesias laws related to the electricity supply business are highly regulated and are currently undergoing
a major reform, and the resulting impact on Cikarang Listrindo and its business is uncertain.

On September 23, 2009, Law No. 30/2009 on Electricity (New Electricity Law No. 30) came into effect.
New Electricity Law No. 30 revoked and replaced the provisions of Law No. 15/1985 on Electricity (Old
Electricity Law No. 15), which had been implemented by Government Regulation No. 10/1989, as amended, and
Minister for Energy and Mineral Resources Regulation Nos. 0010/2005 and 26/2008 (collectively, the Old
Electricity Implementing Regulations). The implementing regulations of New Electricity Law No. 30 are
required to be issued within one year of its enactment, although it is not certain that the Government will meet
that time frame. Until such implementing regulations are issued, the Old Electricity Implementing Regulations are
still deemed to be valid as long as they do not contravene the provisions of New Electricity Law No. 30.

New Electricity Law No. 30 is designed to allow for greater private sector participation in the electricity
supply business and is therefore expected to increase competition in this sector. Under New Electricity Law No.
30, electricity supply in Indonesia is no longer executed by the state and carried out solely by PLN as the holder
of a nationwide electricity concession (the PKUK). Instead, electricity supply is controlled by the state and
conducted by the central Government and the regional governments through state-owned enterprises,
regional-owned enterprises, private business enterprises, cooperatives and non-governmental enterprises.
However, New Electricity Law No. 30 states that state-owned enterprises have first priority to conduct the
electricity supply business.

Until the implementing regulations for New Electricity Law No. 30 (which will provide further details
related to the new law) are issued, there is uncertainty as to how New Electricity Law No. 30 will be applied. For
example, the meaning of the first priority right of state-owned enterprises with respect to the electricity supply
business, details for the sharing of regulatory control among the central Government and regional governments in
matters of licensing and tariff setting, details for the regulatory adjustment process for existing IUKU licenses
issued under Old Electricity Law No. 15 and what that process will require, or the meaning of business area and
whether other private sector parties will be allowed to operate in Cikarang Listrindos area of operation given the
general aim of the new law, among other things, are expected to be contained in the implementing regulations for
New Electricity Law No. 30. See Cikarang Listrindo operates in a highly regulated environment, and its
business is highly dependent on the IUKU license; Customers in the business area served by Cikarang
Listrindo may be able to receive electricity from other sources; Cikarang Listrindo operates under a
Government-regulated tariff regime and is therefore unable to unilaterally adjust the pricing of electricity that it
sells, and subject to uncertainty resulting from the change in tariff policy under New Electricity Law No. 30. Such
implementing regulations may not be issued until September 2010. Until such implementing regulations are
issued, the full impact of New Electricity Law No. 30 on the Indonesian power sector and Cikarang Listrindo
cannot be reasonably ascertained.

There can be no assurance that New Electricity Law No. 30 and the related implementing regulations, the
amendment or interpretation of other existing laws and regulations related to electricity supply, or the introduction
of additional laws or regulations related to electricity supply, will not adversely affect Cikarang Listrindos
business, financial condition and prospects.

13
Cikarang Listrindo operates in a highly regulated environment, and its business is highly dependent on the
IUKU license.

Cikarang Listrindos business is subject to extensive regulation by the Minister for Energy and Mineral
Resources of Indonesia. Cikarang Listrindo is dependent on the retention of its IUKU license granted by the
Ministry for Energy and Mineral Resources. In relation to the completion of the first stage of Cikarang Listrindos
capacity expansion plan in July 2006, which increased the installed generation capacity of Cikarang Listrindos
power plant from 300 MW to 409 MW, the Ministry for Energy and Mineral Resources granted a new IUKU
license for a term of 30 years beginning on December 11, 2006 for the entire installed generation capacity of 409
MW. The second stage of the capacity expansion plan was completed in December 2009 with the installation of
a second GE Frame 9E gas turbine, which increased the installed generation capacity of Cikarang Listrindos
power plant to 518 MW. Cikarang Listrindo has received the required approval from a technical inspection
certification body for synchronization, which allows for the operation of the second GE Frame 9E gas turbine.
Cikarang Listrindo is also in the process of applying for an amendment to its IUKU license to reflect its additional
installed generation capacity.

Under the transitional provisions of New Electricity Law No. 30, the IUKU license issued to Cikarang
Listrindo in 2006 under Old Electricity Law No. 15 remains valid until its expiration, but is subject to adjustment
to conform to the provisions of New Electricity Law No. 30. As the implementing regulations for New Electricity
Law No. 30 have not been issued, it is unclear what the adjustment process will require and there can be no
assurance such implementing regulations will not impose additional or more stringent requirements upon Cikarang
Listrindo, which may adversely affect Cikarang Listrindos business, financial condition, results of operations and
prospects. Until such implementing regulations are issued, the Old Electricity Implementing Regulations are still
deemed to be valid as long as they do not contravene the provisions of the New Electricity Law No. 30.

In addition, failure to comply with all relevant laws and regulations governing Cikarang Listrindo or its
business may result in administrative proceedings or legal proceedings against Cikarang Listrindo, including the
revocation or suspension of its IUKU license. New Electricity Law No. 30 and the Old Electricity Implementing
Regulations provide for a range of penal sanctions which may be imposed on Cikarang Listrindo if it fails to
comply with all the duties and obligations imposed on it under such laws and regulations. Moreover, Cikarang
Listrindos IUKU license may be terminated in certain circumstances such as the failure to supply electricity, the
failure to provide good services in terms of reliability and quality, the failure to provide a safe work environment
and ensure public safety, the violation of conditions contained in Cikarang Listrindos IUKU license, or in the
event the Minister for Energy and Mineral Resources believes such termination is in the public interest. Any
revocation or suspension, even if temporary, of Cikarang Listrindos IUKU license would cause Cikarang
Listrindo to completely cease operations and thereby materially adversely affect its business, financial condition,
results of operations and prospects.

Customers in the business area served by Cikarang Listrindo may be able to receive electricity from other
sources.

Cikarang Listrindo has been the sole IPP supplying electricity to the five neighboring industrial estates in
its business area since 1993 and PLN has not entered into any agreements with new customers in such business
area during the period of Cikarang Listrindos operation. However, the Minister for Energy and Mineral Resources
may take actions which may fundamentally alter Cikarang Listrindos competitive environment or affect Cikarang
Listrindos business in the future. Under the Old Electricity Implementing Regulations, the Minister for Energy
and Mineral Resources has the authority, among others, to:

grant electricity generation or distribution licenses to companies to supply electricity for public use
within a business area already served by another licensee, if the existing integrated IUKU license
holder is incapable of supplying electricity on a reliable basis in that business area; and

permit any company within the business area to generate electricity strictly for its own use if it would
be more economical than paying the electricity prices charged by the integrated IUKU license holder.

14
Any actions by the Minister for Energy and Mineral Resources which adversely affect Cikarang Listrindos
competitive environment or Cikarang Listrindos business in the future such as those described in the bullet points
above could reduce Cikarang Listrindos revenues and could adversely affect Cikarang Listrindos business,
financial condition, results of operations and prospects. Such actions could also adversely affect Cikarang
Listrindos network utilization rate and result in its possessing overbuilt network assets and capacity.

Moreover, on September 23, 2009, New Electricity Law No. 30 came into effect. New Electricity Law No.
30 is designed to allow for greater private sector participation in the electricity supply business and is therefore
expected to increase competition in this sector. Although New Electricity Law No. 30 reflects the general principle
that only one business entity will have permission, within a single business area, to conduct an integrated
electricity supply business for public use, there can be no assurance that Cikarang Listrindo will not in the future
face competition in its business area, including from PLN and other private sector participants, which may
adversely affect Cikarang Listrindos business, financial condition, results of operations and prospects.

Cikarang Listrindos power plant relies primarily on two suppliers of natural gas, one of which, Pertamina,
has in the past failed, and may in the future fail, to supply sufficient amounts of natural gas required for
Cikarang Listrindo to deliver contracted-for quantities of electricity to its customers.

Natural gas is the principal fuel used to operate the power plant of Cikarang Listrindo. Cikarang Listrindos
power plant sources its natural gas from three suppliers, PT Pertamina EP (Pertamina), PT Perusahaan Gas
Negara (Persero) (PGN) and PT Rabana Gasindo Makmur (Rabana). Pertamina, which currently supplies
approximately 51.2% to 55.4% of Cikarang Listrindos daily gas consumption, is a subsidiary of PT Pertamina
(Persero), a state-owned oil and gas enterprise involved in various activities, including exploration, production,
processing, marketing, distribution and trading of oil and gas products. Cikarang Listrindo has a long-term natural
gas sale and purchase agreement with Pertamina effective through December 2015, or when the total contract
defined amount of gas of 394,113 million standard cubic feet (MMSCF) has been delivered, whichever comes
first. As of October 31, 2009, the total amount of natural gas used by Cikarang Listrindo under the terms of the
supply agreement with Pertamina was approximately 220,739 MMSCF, and the remaining amount to be supplied
was approximately 173,374 MMSCF. PGN, Cikarang Listrindos second source of supply, which currently
supplies approximately 40.2% to 44.6% of Cikarang Listrindos daily gas consumption, is a state-owned gas
supplier. Cikarang Listrindo has a sale and purchase agreement with PGN effective until November 30, 2014 (the
PGN Sale and Purchase Agreement). Rabana, Cikarang Listrindos third source of supply, which currently
supplies approximately 4.1% to 4.4% of Cikarang Listrindos daily gas consumption, is a gas distribution and
trading company that has received a fixed natural gas allocation from Pertamina. Rabana supplies natural gas to
Cikarang Listrindo under a gas sale and purchase agreement dated January 19, 2005, which provides for the
delivery of 18,068 MMSCF over a ten-year period. Cikarang Listrindos power plant currently receives
approximately 62 MMSCF of gas per day from Pertamina, approximately 45 to 54 MMSCF of gas per day from
PGN, and approximately 4.95 MMSCF of gas per day from Rabana.

In addition, the price of natural gas in Indonesia has been and continues to be regulated by Government
policy. Typically, when this policy changes, Cikarang Listrindo and Pertamina, PGN and Rabana must agree on
a revised contract price between them, and thereafter Pertamina, PGN and Rabana would issue Cikarang Listrindo
a letter to formally amend the contract price that had been in effect previously.

Cikarang Listrindo has experienced difficulty in the past in obtaining adequate supplies of natural gas to
meet customer electricity demands due to the inability of Pertamina to secure sufficient sources of natural gas and
deliver the volumes required under its contracts with customers. Between August and September 2006
interruptions in the supply of natural gas from Pertamina reduced the overall amount of electricity generated,
which in turn resulted in Cikarang Listrindos failure to deliver the required amount of electricity to PLN under
the EPSPA and the payment of penalty fees to PLN as required under the EPSPA for such electricity delivery
shortfalls. In addition, during the third quarter of 2006, the supply pressure of the natural gas supplied by
Pertamina failed to meet the minimum gas intake pressure requirements for Cikarang Listrindos GE Frame 9E
gas turbine, which in turn resulted in decreased operating efficiency. Cikarang Listrindo addressed the
interruptions in supply of natural gas from Pertamina, in part, by operating the gas turbines on diesel fuel, which
is more expensive than natural gas. Cikarang Listrindo also installed compression equipment to alleviate the gas
supply pressure issues related to natural gas from Pertamina. More recently, Cikarang Listrindo has contracted for
additional natural gas supplies from PGN. Cikarang Listrindo believes that if it faces disruptions in natural gas

15
supply in the future, it should be able to switch to alternative suppliers of natural gas or temporarily increase the
amount of natural gas it receives from its current suppliers, as necessary. However, no assurance can be given that
Cikarang Listrindo will be able to do so, and it may face delays in the implementation of such a change or be
required to pay increased natural gas prices. These factors may have a material adverse effect on Cikarang
Listrindos business, financial condition and results of operations.

If the cost of natural gas or diesel fuel increases, Cikarang Listrindos results of operations may be adversely
affected.

The price of natural gas in Indonesia has been and continues to be regulated by government policy.
Typically, when natural gas prices change pursuant to government policy, Cikarang Listrindo and Pertamina agree
on a revised contract price between them. Thereafter, Pertamina issues a letter to Cikarang Listrindo to formally
amend the previously effective contract price. Cikarang Listrindo then proceeds to revise the electricity tariffs
which it charges to its customers, based on the Pertamina gas price revision, as contractually permitted. However,
if, as a result of a change in government policy, unavailability or otherwise, the price of natural gas or diesel fuel
increases without a corresponding increase in electricity tariffs, Cikarang Listrindos cost of sales would increase,
which could, in turn, materially and adversely affect its business, financial condition, results of operations and
prospects.

The location of Cikarang Listrindos power plant in Java increases the difficulty of obtaining adequate
supplies of natural gas.

Indonesia lacks an extensive town gas transmission and distribution network, and many of its major natural
gas reserves are located in remote areas of Indonesia (such as East Kalimantan and Papua) away from the major
population centers of Java and Bali. As a result, suppliers from these remote areas lack reliable and adequate
access to Java, the location of Cikarang Listrindos power plant, due to the relatively small gas transmission and
distribution network, which sometimes results in natural gas supply disruptions. Cikarang Listrindos operations
may therefore be adversely affected by insufficient or poor-quality natural gas supplies resulting either from
inadequate sources of supply or lack of adequate transmission and distribution network. If for any reason Cikarang
Listrindo is not able to secure sufficient and adequate supplies of natural gas for its power plant, this may have
a material adverse effect on Cikarang Listrindos business, financial condition, results of operations and prospects.

Cikarang Listrindo is subject to risks associated with reliance on PLN as a significant customer.

PLN, which is wholly-owned by the Government, is a major off-taker for electricity produced by Cikarang
Listrindo. For the years ended December 31, 2006, 2007 and 2008 and for the ten months ended October 31, 2009,
Cikarang Listrindos sales to PLN represented 11.6%, 12.8%, 25.1% and 25.8%, respectively, of its total net
electricity sales. PLNs capacity commitment under the current EPSPA is 150 MW, and Cikarang Listrindo is
currently in negotiations with PLN to increase this capacity commitment to 300 MW, which represents nearly half
of Cikarang Listrindos expected installed generation capacity of 646 MW upon completion of its capacity
expansion plan. Cikarang Listrindo expects to complete the capacity expansion plan by the end of 2010.

In June 1998, PLN suspended its purchase of power from Cikarang Listrindo under the EPSPA, due to
adverse economic conditions, including the significant depreciation of the Rupiah against the U.S. Dollar, which
reduced PLNs power distribution and adversely affected PLNs financial condition. Cikarang Listrindo argued
that PLN was still obligated under the EPSPA to pay fixed guaranteed off-take charges. Accordingly, Cikarang
Listrindo continued to bill PLN during the suspension period until March 2003 and recorded unpaid billings as
of December 31, 2001 as accounts receivables on its balance sheet. On March 7, 2003, Cikarang Listrindo and
PLN entered into an agreement to amend the EPSPA, pursuant to which PLN agreed that it would pay a
restructuring charge amounting to US$41 million, comprising of an initial payment of US$10 million and the
remaining balance of US$31 million to be paid in six equal semi-annual installments. PLN made the last
installment payment in 2005, and there are no further restructuring charge amounts outstanding. Furthermore,
between April 2006 and December 2006, PLN delayed payments for power purchases due to negotiations between
Cikarang Listrindo and Pertamina to finalize a gas price increase, which in turn necessitated an appropriate

16
revision of Cikarang Listrindos contractual agreement with PLN. As of May 2007, these delayed payments had
all been received. Despite the existence of binding agreements, Cikarang Listrindo may experience difficulties in
collecting payments from PLN in the future, and such difficulties may adversely affect its business, results of
operations and prospects.

PLNs ability to meet its obligations under the EPSPA is dependent on its financial condition, results of
operations and cash flows and upon Government support in the form of subsidies. There can be no assurance that
PLN will be able to perform its obligations to Cikarang Listrindo under the EPSPA.

The Governments move towards a more competitive electricity industry and the passing of New Electricity
Law No. 30 could result in the emergence of new and numerous competitors for PLN, which is a significant
customer of Cikarang Listrindo. PLN may be unable to meet the competitive challenges it may face in the future,
causing its market position, financial condition and results of operations to be materially and adversely affected,
which, in turn, could materially and adversely affect Cikarang Listrindos financial condition and results of
operations.

Cikarang Listrindos financial performance is highly dependent on the continued existence, success and
growth of industrial estate businesses and continued expansion of the existing industrial estates and
development of new available-for-sale industrial land in the industrial estates in which it operates, all of
which in part depend on the growth of the general global economy.

For the years ended December 31, 2006, 2007 and 2008 and for the ten months ended October 31, 2009,
Cikarang Listrindos industrial estate sales represented 88.4%, 87.2%, 74.9% and 74.2% respectively, of its total
net electricity sales. Accordingly, Cikarang Listrindos results of operations depend primarily on the continued
existence, success and growth of the businesses in the industrial estates served by Cikarang Listrindo. As these
businesses in the industrial estates are primarily export-oriented companies engaging in light or heavy
manufacturing, their success and growth depends in large part on the strength and growth of the global economy
and are also subject to any contraction or adverse impacts to the global economy. For example, during the recent
global economic slowdown resulting from extraordinary volatility in international capital and credit markets and
related disruptions in the financial sector, Cikarang Listrindo experienced a decrease in electricity demand by
industrial estate customers for the fourth quarter of 2008 and the first quarter of 2009. If unfavorable global
economic conditions continue or worsen, this may have a material adverse effect on the continued existence,
success and growth of Cikarang Listrindos industrial estate customers.

In addition, new connections will remain the key demand driver for industrial estate sales. This in turn
depends on increased power consumption from developed land and the development of available-for-sale
industrial land. The industrial estates served by Cikarang Listrindo may not continue to expand or new land may
not be developed and made available for future sale in a timely manner or at all. Any global economic downturn
or other factors causing any of the existing businesses in these industrial estates to scale back or cease their
operations or move to a different industrial estate not served by Cikarang Listrindo or any lack of
available-for-sale industrial land for future development could have a material adverse effect on its business,
financial condition, results of operations and prospects.

Cikarang Listrindo may not have sufficient customer demand for its capacity expansion.

It is a fundamental assumption under the capacity expansion plan that there will be sufficient customer
demand for the increased installed generation capacity. Under the capacity expansion plan, Cikarang Listrindo
intends to sell up to 300 MW of its increased capacity to PLN. To achieve this objective, Cikarang Listrindo must
successfully negotiate amendments to its agreement with PLN, including the extension of the term of the
agreement and an increase in PLNs capacity commitment from 150 MW to 300 MW. If Cikarang Listrindo fails
to successfully negotiate the terms of a new agreement with PLN, there may not be sufficient demand for its
increased installed network generation capacity. If there is not sufficient demand for such increased installed
network generation capacity, this may have a material adverse effect on Cikarang Listrindos business, financial
condition, results of operations and prospects.

17
Cikarang Listrindo operates under a Government-regulated tariff regime and is therefore unable to
unilaterally adjust the pricing of electricity that it sells, and subject to uncertainty resulting from the change
in tariff policy under New Electricity Law No. 30.

Under the Old Electricity Implementing Regulations, tariffs for electricity sales are currently approved by
the Ministry for Energy and Mineral Resources. The Government sets the ceiling rate for the tariffs that Cikarang
Listrindo charges for the electricity it sells to its customers. Although Cikarang Listrindos current base capacity
charge is lower than the Government-mandated ceiling rate, if the Government maintains the ceiling rates at
current levels while Cikarang Listrindos costs or operating expenses increase, or if the Government reduces the
current ceiling rates or otherwise changes the tariff structure in a manner adverse to Cikarang Listrindo, such
action could have an adverse effect on Cikarang Listrindos business, financial condition and results of operations
and prospects.

In addition, under New Electricity Law No. 30, the central Government no longer has the exclusive authority
to set electricity tariffs. Rather, the central Government, with the approval of the House of Representatives, will
set tariffs for consumers who purchase from holders of electricity licenses issued by the central Government.
However, regional governments, with the approval of the regional House of Representatives, will be allowed to
set different tariffs for consumers who purchase from holders of electricity licenses issued regionally, provided that
such regional tariffs are set in accordance with national guidelines to be issued by the central Government. Until
the implementing regulations of New Electricity Law No. 30 are issued, it is unclear how this new tariff policy
will be implemented or how such implementation will affect Cikarang Listrindos business, financial condition,
results of operations or prospects. See Customers in the business area served by Cikarang Listrindo may be
able to receive electricity from other sources. There can be no assurance that the change in the Governments
tariff policy under the new law will not have a significant impact on Cikarang Listrindos results of operations by
limiting the revenues which it may derive from the generation, transmission and distribution of electricity, its sole
business activity. See RegulationNew Electricity Law No. 30.

Cikarang Listrindo may not be able to successfully complete its capacity expansion plan.

Cikarang Listrindos current capacity expansion plan is comprised of three stages and upon completion is
expected to increase its installed generation capacity to 646 MW. The first stage of the capacity expansion plan
was completed in July 2006 with the installation of the first GE Frame 9E gas turbine. The second stage of the
capacity expansion plan was completed in December 2009 with the installation of the second GE Frame 9E gas
turbine. The third and final stage involves the installation of two Alstom dual-pressure HRSGs and a Siemens
condensing-type steam turbine. The capacity expansion plan is expected to increase the power plants current
installed generation capacity by 127 MW and facilitate the conversion of the two Frame 9E gas turbines from a
simple-cycle to a combined-cycle operation. Cikarang Listrindo expects to complete the capacity expansion plan
by the end of 2010.

Cikarang Listrindo expects to incur substantial capital expenditures as it undertakes the capacity expansion
plan as well as for the replacement of operating assets and infrastructure in the future. The estimated aggregate
cost for the second and third stages of the capacity expansion plan is US$147.8 million, and as of October 31,
2009, Cikarang Listrindo had spent US$94.5 million in related capital expenditures. This completion cost estimate
is based on contracts Cikarang Listrindo has entered into for the electrical works, civil works and all the main plant
items, plus Cikarang Listrindos preliminary estimates for the remainder of the plant, and its previous experience
with the design and construction of the current power plant.

The construction and installation of new gas and steam turbines involve many risks, any of which could give
rise to delays or cost overruns, including the following:

shortages of equipment or materials;

unforeseen engineering, design, environmental and geological problems;

delays in receiving requisite licenses or permits; or

work stoppages, weather interferences and other unanticipated cost increases.

18
In addition, Cikarang Listrindo is not using an engineering, procurement and construction (EPC)
contractor to manage (and provide single point responsibility for) the capacity expansion. Instead, Cikarang
Listrindo is currently managing the various parties providing the engineering, procurement and construction
services for the capacity expansion plan with the assistance of consulting engineering companies Scott Wilson
Group plc and AF-Consult AB (AF-Consult). The capacity expansion plan may not be completed on schedule
and within estimated costs, or the management of Cikarang Listrindo may not be able to focus simultaneously on
its power generation business and may be distracted by, or have conflicts as a result of, the demands of the capacity
expansion plan because managements time and services will need to be shared between the capacity expansion
plan and the normal duties related to Cikarang Listrindos power generation business.

If Cikarang Listrindo is unable to successfully complete its capacity expansion plan on time and at the
expected cost, its business, financial condition, results of operations and prospects may be materially and
adversely affected.

Cikarang Listrindo may experience delays or difficulties in obtaining certain Government approvals.

Cikarang Listrindo needs to secure certain Government approvals before the second GE Frame 9E gas
turbine installed during the second stage of the capacity expansion plan and the two Alstom HRSGs and Siemens
steam turbine to be installed in the third stage of the capacity expansion plan become operational and its IUKU
license can be amended accordingly. However, until the implementing regulations for New Electricity Law No.
30 are issued, it is unclear how applications for amendments to existing IUKU licenses will be processed during
the transition period from Old Electricity Law No. 15 to New Electricity Law No. 30. Although Cikarang Listrindo
will continue to follow the requirements under the Old Electricity Implementing Regulations in the process of
amending its integrated IUKU license, there can be no assurance that Cikarang will be able to amend its IUKU
license in a timely manner or at all. In addition, new equipment at electricity generating plants in Indonesia is
required to go through a testing and commissioning process and Government approvals must be obtained with
respect to such equipment before it is connected to the Java-Bali power grid and becomes operational.

Under new Law No. 32/2009 on Life Environment Protection and Management (New Environment Law
No. 32), which came into effect on October 3, 2009 and revoked Law No. 23/1997 concerning Life Environment
Management (Old Environment Law No. 23), Cikarang Listrindo is required to, among other things, obtain an
environmental license (ijin lingkungan) that will allow it to conduct certain activities related to its business
operations that affect the environment. See BusinessEnvironmental Matters; RegulationAMDAL
Process. As of the date of this offering memorandum, no implementing regulations have been issued with respect
to New Environment Law No. 32 and thus the detailed requirements related to the environmental license are not
yet available. Until such implementing regulations have been introduced, Cikarang Listrindo has been advised by
its Indonesian legal counsel that Cikarang Listrindo can continue to follow the requirements of Old Environment
Law No. 23, unless those requirements contravene the requirements of New Environment Law No. 32 .

Cikarang Listrindo may not be able to obtain all necessary Government approvals in a timely manner, or at
all.

Cikarang Listrindo is highly dependent on the entities owned and controlled by the Government, whose
interests may conflict with business interests of Cikarang Listrindo.

PLN has historically operated as a Government service provider and, accordingly, the Government has
historically influenced, and is likely to continue to influence, its strategy and operations. The Government also has
the ability to influence and control other government-related entities that Cikarang Listrindo conducts business
with, including Pertamina, the supplier of a majority of the natural gas Cikarang Listrindo requires for its
operations. There can be no assurance that the Government will not exercise its control and influence to the benefit
of these government-owned or government-related entities. If these entities are required to act in the Governments
interests and those interests differ from or conflict with Cikarang Listrindos interests, or if the Government favors
the interests of these entities over Cikarang Listrindos interests, Cikarang Listrindos business, financial
condition, results of operations and prospects could be materially and adversely affected.

19
Cikarang Listrindos electricity sales may be adversely affected if the Government re-introduces diesel fuel
or other similar subsidies, or customers develop internal power supplies.

During the period from 2002 to 2005, Cikarang Listrindo experienced a decrease in the rate of growth of
electricity sales, as some of its customers took advantage of diesel fuel subsidies provided by the Government and
established their own internal power supply sources that used diesel fuel. In mid-2005, the Government abolished
the diesel fuel subsidies and the cost of such internal power supply increased substantially. As a result, by early
2006, most of the customers who had internally generated a portion of their power requirements returned to using
Cikarang Listrindos electricity for all of their power requirements. There is no guarantee that the Government will
not reintroduce diesel fuel subsidies in the future. If the Government re-introduces diesel fuel or other similar
subsidies in the future, or if internal power supply again becomes cost-effective for other reasons such as through
the development of alternative generating or power storage and application technologies, Cikarang Listrindos
business, financial condition, results of operations and prospects could be materially and adversely affected.

Interruptions in Cikarang Listrindos operations at the power plant located in Cikarang, Indonesia would
adversely affect its business, financial condition and results of operations.

Cikarang Listrindos power plant is located in Cikarang on West Java Road, approximately 45 kilometers
east of Jakarta, Indonesia, and currently all of the power supplied by Cikarang Listrindo to its customers is
produced by this power plant. Consequently, any interruption in the operation of this power plant would
potentially have a greater negative impact on Cikarang Listrindo than if its operations were spread among a larger
number of facilities in Indonesia. In particular, any labor unrest, mechanical failure, industrial accident, difficulties
in obtaining spare parts or equipment, natural disasters, acts of terrorism, compliance with applicable
environmental and safety regulations or other disruption at Cikarang Listrindos power plant would have a
significant effect on its business. For example, in January 2009, a Frame 6B gas turbine experienced generator
damage on start-up after a standard holiday period shut-down and required repairs. The gas turbine was out of
service for seven and a half months and came back online on August 15, 2009. Cikarang Listrindo maintains
insurance against most, but not all, of these adverse events, and its insurance may not be adequate to cover all of
the losses or liabilities that might result from such events. Any such interruptions in operations may have a
material adverse effect on Cikarang Listrindos business, financial condition and results of operations.

Cikarang Listrindos facilities may be subject to the effects of natural disasters.

Cikarang Listrindos facilities and equipment may be exposed to the effects of natural disasters. Events such
as fires, floods, earthquakes or other similar events may result in personal injury, loss of life, severe damage or
destruction of Cikarang Listrindos assets, pollution or environmental damage or suspension of operations. In
December 2004, an underwater earthquake off the coast of Sumatra caused a tsunami that devastated coastal
communities in Indonesia. More recently, in September 2009, two major earthquakes struck West Java and West
Sumatra with magnitudes of 7.0 and 7.6, respectively. There have also been several other major earthquakes in
Indonesia in recent years. According to a seismic report dated January 26, 2005 and authored by GE Energy
Products France SNC, Cikarang Listrindos power plant is located in an area, according to the Indonesian
Earthquake Code (issued by the Ministry of Public Works), that is prone to earthquakes. In addition, several
regions of Indonesia were hit by floods during the 20062007 rainy season, including North Sumatra, Nanggroe
Aceh Darussalam, Riau Province, Manggarai and Morowali. Floods in Jakarta in February 2007 caused major
power blackouts, cutting telecommunication lines and submerging a number of residential and commercial
districts, leading to extensive damage including deaths and the evacuation of over 500,000 people. Flooding and
landslides in Central and East Java that occurred between the end of 2007 to early 2008 caused 100 deaths and
estimated damage amounting to Rp2 trillion. Although Cikarang Listrindo maintains insurance against certain of
these risks, the proceeds of such insurance may not be adequate to cover reduced revenue, increased expenses or
other liabilities arising from such events. As Cikarang Listrindo is dependent upon the integrity and operation of
its facilities for the conduct of its business, any future natural disasters may adversely affect Cikarang Listrindos
business, financial condition or results of operations.

20
Cikarang Listrindos operations are subject to Indonesian central, provincial and local environmental
protection laws and regulations and various environmental approvals, licenses or permits are required for
the operation of its power plant and for its capacity expansion plan.

Cikarang Listrindos operations are subject to Indonesian central, provincial and local environmental
protection laws and regulations that currently impose base-level discharge fees for various polluting substances,
graduated schedules of fees for the discharge of waste substances in excess of applicable standards, require the
payment of fines and/or imprisonment for violations of laws, regulations or decrees, require various approvals,
licenses or permits for the operation of its power plant and provide for the possible closure by the central,
provincial or local government of any power plant which fails to comply with orders requiring it to cease or
remedy certain activities causing environmental damage.

Cikarang Listrindo is also required to comply with various environmental regulations such as the
environmental impact assessment process in Indonesia (AMDAL), to file certain documents such as the
Environmental Impact Analysis (ANDAL), the Environment Management Plan (RKL) and the Environment
Monitoring Plan (RPL) concerning the impact of its activities and to report the implementation of RKL and
RPL. In addition, Cikarang Listrindo is required to implement and employ systems designed to monitor and
control pollution caused by its electricity generating plant.

Cikarang Listrindo believes that it is in compliance in all material respects with these environmental
protection laws and regulations and maintains all material environmental permits and licenses required by such
laws. However, the Government may impose new, stricter laws and regulations, or require additional permits or
licenses which would require additional expenditure on environmental protection or the costs of complying with
environmental protection laws may materially increase. For example, on October 3, 2009, New Environment Law
No. 32 came into effect and revoked Old Environment Law No. 23. Under New Environment Law No. 32, a
company is required to obtain an environmental license (ijin lingkungan) that will allow it to conduct certain
activities related to its business operations that affect the environment. As of the date of this offering
memorandum, no implementing regulations have been issued with respect to New Environment Law No. 32 and
thus the detailed requirements related to the environmental license are not yet available. Until such implementing
regulations have been introduced, Cikarang Listrindo has been advised by its Indonesian legal counsel that
Cikarang Listrindo can continue to follow the requirements of Old Environment Law No. 23, unless those
requirements contravene the requirements of New Environment Law No. 32. See BusinessEnvironmental
Matters; RegulationAMDAL Process. In addition, Cikarang Listrindo may be subject to liabilities arising
from the impact its operations have on the environment. Compliance with environmental protection laws and
regulations may also result in delays in the expansion and development of its generating station and transmission
and distribution systems. Specifically, Cikarang Listrindo will need to amend its permit from the Water Resource
Management Office in order to be able withdraw the amount of water estimated to be required by Cikarang
Listrindo as its capacity expansion plan is completed, and its liquid waste discharge permit issued by the Impact
Control Agency and Mining Office of Bekasi to accommodate increased amounts of wastewater from the capacity
expansion plan. If the costs of complying with environmental protection laws increase or Cikarang Listrindo
becomes subject, for any reason, to liabilities arising from the impact of its operations on the environment,
Cikarang Listrindos business, financial condition and results of operations could be materially adversely affected.
See BusinessEnvironmental Matters.

Cikarang Listrindos success depends on its ability to attract, retain and motivate qualified personnel.

Cikarang Listrindo depends on the continued services of its executive officers and skilled technicians and
other key personnel. Cikarang Listrindos success depends on its senior management team and the retention of all
its key employees. Cikarang Listrindo relies on these individuals to manage the company, develop and execute its
business strategies and manage its relationships with key suppliers and customers. Any of these employees could
leave Cikarang Listrindo and would be free to work with another power company. Cikarang Listrindo does not
have key person insurance policies covering any of its employees. Cikarang Listrindos business could suffer
if it were to lose the services of any of its personnel and could not adequately replace them.

21
The interests of Cikarang Listrindos controlling shareholders may conflict with the interests of Noteholders,
and they may take actions that are not in, or may conflict with, the interest of the Noteholders.

As of the date of this offering memorandum, members of the Joso, Brasali and Sofyan families beneficially
owned 100% of Cikarang Listrindos outstanding shares. For information relating to the beneficial ownership of
Cikarang Listrindos shares, see Principal Shareholders. These shareholders, if they act together, can control
matters requiring approval by Cikarang Listrindos shareholders, including electing directors and approving
mergers or other business combination transactions. Actions taken by Cikarang Listrindos controlling
shareholders may conflict with your interests as a Noteholder.

Cikarang Listrindos consolidated financial statements are not prepared in accordance with U.S. GAAP and
if they were prepared in accordance with U.S. GAAP, the results of operations and financial conditions as
reflected in the consolidated financial statements could be different and such differences may be material.

Cikarang Listrindo prepares its consolidated financial statements in accordance with Indonesian GAAP,
which differ in certain significant respects from U.S. GAAP. As a result, Cikarang Listrindos consolidated
financial statements and reported earnings could be materially different from those that would be reported under
U.S. GAAP. This offering memorandum does not contain a reconciliation of Cikarang Listrindos consolidated
financial statements to U.S. GAAP; such reconciliation may reveal material differences.

Depreciation in the value of the Rupiah against the U.S. Dollar or other currencies may materially and
adversely affect Cikarang Listrindos business, financial condition or results of operations, and its ability to
make payments under the Notes.

Gains or losses from foreign exchange rate fluctuations have accounted for a significant portion of Cikarang
Listrindos net losses or income in the past. For example, net losses from foreign exchange rate fluctuations
amounted to 27.4% and 51.7%, respectively, as a percentage of Cikarang Listrindos income before income tax
for the years ended December 31, 2007 and 2008, and gains from foreign exchange rate fluctuations amounted to
27.3% as a percentage of Cikarang Listrindos income before income tax for the ten months ended October 31,
2009. Most of Cikarang Listrindos revenues are denominated in Rupiah. However, Cikarang Listrindos cost of
sales such as certain purchases of natural gas and certain operating expenses are denominated in U.S. Dollars or
other foreign currencies or linked to the U.S. Dollar or other foreign currencies. Cikarang Listrindos natural gas
expenses, comprising 80.9% of its cost of sales for the year ended December 31, 2008, and 79.0% of its costs of
sales for the ten months ended October 31, 2009 were denominated in foreign currencies, and 80.3% of Cikarang
Listrindos total liabilities for the year ended December 31, 2008, and 73.9% of its total liabilities for the ten
months ended October 31, 2009 were denominated in foreign currencies.

The primary foreign currency to which Cikarang Listrindo is exposed is the U.S. Dollar. Tariffs for both
industrial estate customers and PLN include automatic adjustments for currency fluctuations. In U.S. Dollar terms,
Cikarang Listrindos tariffs remain constant regardless of the Rupiah-U.S. Dollar exchange rate. However,
depreciation of the Rupiah against the U.S. Dollar may negatively impact the ability of Cikarang Listrindos
customers to pay their electricity bills or comply with their obligations under their agreements with Cikarang
Listrindo.

Depreciation in the value of the Rupiah has in the past and may in the future materially and adversely affect
Cikarang Listrindos business, financial condition or results of operations, and its ability to make payments under
the Notes. One of the most significant immediate causes of the economic crisis that began in Indonesia in
mid-1997 was the depreciation and volatility of the value of the Rupiah as measured against other currencies, such
as the U.S. Dollar. Although the Rupiah has appreciated considerably from its low point of approximately
Rp17,000 per U.S. Dollar in June 1998 to Rp9,545 per U.S. Dollar on October 31, 2009, the Rupiah continues to
experience significant volatility. See Exchange Rates and Exchange Controls for further information on changes
in the value of the Rupiah as measured against the U.S. Dollar in recent periods.

The Rupiah has generally been freely convertible and transferable (except that Indonesian banks may not
transfer Rupiah to accounts held by non-Indonesians at a bank within or outside of Indonesia who lack a bona fide
trade or investment purpose). However, from time to time, Bank Indonesia has intervened in the currency
exchange markets in furtherance of its policies, either by selling Rupiah or by using its foreign currency reserves

22
to purchase Rupiah. In addition, the current floating exchange rate policy of Bank Indonesia may be modified,
additional depreciation of the Rupiah against other currencies, including the U.S. Dollar, may occur, or the
Government may not take additional action to stabilize, maintain or increase the value of the Rupiah, or any of
these actions, if taken, may not be successful.

Modification of the current floating exchange rate policy of Indonesia could result in significantly higher
domestic interest rates, liquidity shortages, capital or exchange controls, or the withholding of additional financial
assistance by multinational lenders. These changes may result in a reduction of economic activity, an economic
recession, loan defaults and increases in the price of imports. Any of the foregoing consequences could materially
and adversely affect Cikarang Listrindos business, financial condition, results of operations and prospects, and its
ability to make payments under the Notes.

Future financing may place restrictions on Cikarang Listrindos operations.

The additional debt financing which Cikarang Listrindo may undertake in the future may place significant
restrictions on Cikarang Listrindo and among other things:

increase its vulnerability to general adverse economic and industry conditions;

limit its ability to pursue its growth plans;

require Cikarang Listrindo to dedicate a substantial portion of its cash flow from operations to
payments on its debt, thereby reducing the availability of its cash flow to fund capital expenditure and
other general corporate purposes; and/or

limit its flexibility in planning for, or reacting to, changes in its business and its industry, either
through the imposition of restrictive financial or operational covenants or otherwise.

Risks Relating to Indonesia

Political and social instability in Indonesia may adversely affect Cikarang Listrindo.

Since the collapse of President Soehartos regime in 1998, Indonesia has experienced a process of
democratic change, resulting in political and social events that have highlighted the unpredictable nature of
Indonesias changing political landscape. These events have resulted in political instability, as well as general
social and civil unrest on certain occasions in recent years.

Since 2000, thousands of Indonesians have participated in demonstrations in Jakarta and other Indonesian
cities both for and against former President Wahid, former President Megawati, and current President Yudhoyono
as well as in response to specific issues, including fuel subsidy reductions, privatization of state assets,
anti-corruption measures, decentralization and provincial autonomy and the American-led military campaigns in
Afghanistan and Iraq. Although these demonstrations were generally peaceful, some had turned violent. In June
2001, demonstrations and strikes affected at least 19 cities after the Government mandated a 30.0% increase in
fuel prices. Similar demonstrations occurred in January 2003, when the Government again tried to increase fuel
prices, as well as electricity rates and telephone charges. In both instances, the Government was forced to drop
or substantially reduce the proposed increases. In March 2005, the Government implemented an approximately
29.0% increase in fuel prices. In October 2005, the Government implemented a new policy that resulted in an
approximate 120.0% increase in fuel prices. In response, several non-violent mass protests were organized in
opposition to the increases in domestic fuel prices, and political tensions have resulted from the Governments
decision. There can be no assurance that this situation will not lead to further political and social instability.

Separatist movements and clashes between religious and ethnic groups have resulted in social and civil
unrest in parts of Indonesia. In the provinces of Aceh and Papua (formerly Irian Jaya), there have been clashes
between supporters of those separatist movements and the Indonesian military. In Papua, continued activity by
separatist rebels has led to violent incidents, in the province of Malukus, clashes between religious groups have
resulted in casualties and displaced persons, and in the province of Kalimantan, clashes between ethnic groups
have produced fatalities and refugees over the past several years. In recent years, the Government has made
progress in negotiations with these troubled regions (including the memorandum of understanding signed in

23
August 2005 between the Government and the leaders of the Aceh separatist movement), but there is no guarantee
that the terms of any agreement reached between the Government and the separatists will be upheld. Human rights
violators, including those from high-ranking military positions, have recently begun to be more actively
prosecuted in Indonesia, most notably with respect to alleged violations occurring in Timor Leste (formerly East
Timor), Aceh, Papua and the Malukus. However, the success of these prosecutions has been mixed, and many
public commentators and demonstrators have criticized the Governments failure to prosecute human rights
violations in Indonesia more vigorously.

In 2004, Indonesians directly elected the President, Vice-President and representatives in the Indonesian
parliament for the first time through proportional voting with an open list of candidates. At the lower governmental
level, Indonesians have started directly electing their respective heads of local governments. In 2009, another set
of elections were held in Indonesia to elect the President, Vice-President and representatives in the Parliament.
Increased political activity can be expected in Indonesia. Although the 2004 and 2009 elections were conducted
peacefully, political campaigns in Indonesia may bring a degree of political and social uncertainty to Indonesia.
Political and social unrest may occur if the results of future elections are disputed or unpopular.

Political and social developments in Indonesia have been unpredictable in the past and, as a result,
confidence in the Indonesian economy has remained low. Any resurgence of political instability could adversely
affect the Indonesian economy, which could adversely affect Cikarang Listrindos business. There can be no
assurance that social and civil disturbances will not occur in the future and on a wider scale, or that any such
disturbances will not, directly or indirectly, materially and adversely, affect Cikarang Listrindos business,
financial condition, results of operations and prospects.

Cikarang Listrindos operations depends on its ability to maintain satisfactory labor relations.

Laws and regulations which facilitate the forming of labor unions, combined with weak economic
conditions, have resulted and may continue to result in labor unrest and activism in Indonesia. In 2000, the
Government issued a labor regulation allowing employees to form unions without employer intervention. On
February 25, 2003, the Indonesian parliament, the Peoples Representative Council, Dewan Perwakilan Rakyat,
or DPR, passed a labor law, Law No. 13/2003 (Labor Law No. 13) which, among other things, increased the
amount of severance, service and compensation payments to terminated employees. Labor Law No. 13 took effect
on March 25, 2003 and requires further implementation of regulations that may substantively affect labor relations
in Indonesia. Labor Law No. 13 requires bipartite forums with participation from employers and employees if
there are at least 50 employees at a company. To negotiate a collective labor agreement with such a company, a
labor unions membership is required to have more than 50% of the total number of employees at such a company.
As of October 31, 2009, none of Cikarang Listrindos employees were members of a labor union. Under Labor
Law No. 13, employees who voluntarily resign are also entitled to payments for (i) unclaimed annual leave, (ii)
relocation expenses (if any) and (iii) severance pay which amount is stipulated in Cikarang Listrindos Company
Regulation or collective labor agreement.

Labor unrest and activism in Indonesia could disrupt the operations of Cikarang Listrindo, its suppliers,
customers or contractors and could affect the financial condition of Indonesian companies in general, depressing
the prices of Indonesian securities on the Indonesian or other stock exchanges and the value of the Rupiah relative
to other currencies. Such events and any significant labor dispute or labor action that Cikarang Listrindo
experiences could have a material adverse effect on its business, financial condition, results of operation and
prospects.

Indonesia is located in an earthquake zone and is subject to significant geological risk that could lead to
social unrest and economic loss.

The Indonesian archipelago is one of the most volcanically active regions in the world. Because it is located
in the convergence zone of three major lithospheric plates, it is subject to significant seismic activity that can lead
to destructive earthquakes, tsunamis or tidal waves. On December 26, 2004, an underwater earthquake off the
coast of Sumatra caused a tsunami that devastated coastal communities in Indonesia, Thailand and Sri Lanka. In
Indonesia, more than 220,000 people died or were recorded missing in the disaster which caused billions of U.S.
Dollars in damages. In May 2006, a 6.3 magnitude earthquake struck roughly 30 miles southwest of Mount Merapi
in Central Java, killing at least 6,000 people and leaving at least 200,000 people homeless in the Yogyakarta

24
region, and prompted eruption of the volcano. In July 2006, a 7.7 magnitude earthquake that struck approximately
220 miles south of Jakarta and the resulting tsunami that followed killed at least 500 people and left at least 35,000
people homeless. A 7.9 magnitude earthquake struck Bengkulu and West Sumatra on September 12, 2007,
resulting in 25 deaths, numerous injuries and the evacuation of some 115,000 people. Most recently, in September
2009, two major earthquakes struck West Java and West Sumatra, with magnitudes of 7.0 and 7.6, respectively,
leading to the death of more than 600 people. In addition, in January and February 2007, many parts of Jakarta
and its surrounding areas suffered extensive flooding. Approximately 100 people were killed and 100,000 people
in Jakarta and its surrounding areas were evacuated to safe and dry areas due to the flood. This 2007 flood resulted
in more damage, deaths and victims left homeless than prior floods in Jakarta. Flooding and landslides in Central
and East Java that occurred between the end of 2007 to early 2008 caused 100 deaths and estimated damage
amounting to Rp2 trillion.

In addition, future geological occurrences may significantly impact the Indonesian economy. A significant
earthquake or other geological disturbance in any of Indonesias more populated cities and financial centers could
severely disrupt the Indonesian economy and undermine investor confidence, thereby materially and adversely
affecting Cikarang Listrindos business, financial condition, results of operations and prospects.

Terrorist attacks and terrorist activities, the resumption of North Koreas nuclear weapons program and
certain destabilizing events in Southeast Asia have led to substantial and continuing economic and social
volatility.

The terrorist attacks on the United States on September 11, 2001, together with the military response and
continuing military activities in Iraq and Afghanistan have resulted in substantial and continuing economic
volatility and social unrest in Southeast Asia. In October 2006, North Korea announced that it had conducted a
nuclear test for the first time. In May 2009, North Korea announced that it had conducted a further nuclear test,
resulting in escalated tensions with the United States over its nuclear weapons program. The recent terrorist attacks
in Southeast Asia and the resumption of North Koreas nuclear weapons program have exacerbated this volatility.
Further developments stemming from these events or other similar events could cause further volatility. Any
additional significant military or other response or any further terrorist activities could also materially and
adversely affect international financial markets and the Indonesian economy.

In Indonesia during the last few years, there have been various bombing incidents directed towards the
Government and foreign governments and public and commercial buildings frequented by foreigners, including
the Jakarta Stock Exchange Building and Jakartas Soekarno-Hatta International Airport. On October 12, 2002,
over 200 people were killed in a bombing at a tourist area in Bali. On August 5, 2003, a bomb exploded at the
JW Marriott Hotel in Jakarta, killing at least 13 people and injuring 149 others. On September 9, 2004, a car bomb
exploded at the Australian Embassy in Jakarta, killing more than six people. On May 28, 2005, bomb blasts in
Central Sulawesi killed at least 21 people and injured at least 60 people. On October 1, 2005, bomb blasts in Bali
killed at least 23 people and injured at least 101 others. Most recently, on July 17, 2009, bomb blasts at the JW
Marriott Hotel and Ritz-Carlton Hotel in Jakarta killed a total of nine people and wounded 53 people. Indonesian,
Australian and U.S. government officials have indicated that these bombings may be linked to an international
terrorist organization. Demonstrations have also taken place in Indonesia in response to plans for and subsequent
to U.S., British and Australian military action in Iraq. The Indonesian authorities are still investigating these
incidents, but have suggested that they may be linked to the activities of certain Islamic militant groups.

Further terrorist acts may occur in the future. Following the military involvement of the United States and
its allies in Iraq, a number of governments have issued warnings to their citizens in relation to a perceived increase
in the possibility of terrorist activities in Indonesia, targeting foreign interests. Such terrorist acts could destabilize
Indonesia and increase internal divisions within the Government as it considers responses to such instability and
unrest, thereby adversely affecting investors confidence in Indonesia and the Indonesian economy. Violent acts
arising from and leading to instability and unrest have in the past had, and could continue to have, a material
adverse effect on investment and confidence in, and the performance of, the Indonesian economy, and in turn
Cikarang Listrindos business. Cikarang Listrindos current insurance policies do not cover terrorist attacks. Any
of the events described above, including damage to Cikarang Listrindos infrastructure or that of its customers,
could cause interruption to parts of Cikarang Listrindos business and materially and adversely affect its financial
condition, results of operations and prospects.

25
Outbreak of an infectious disease, or fear of an outbreak, or any other serious public health concerns in Asia
(including Indonesia) and elsewhere may adversely impact Cikarang Listrindos business and financial
condition.

The outbreak of an infectious disease in Asia (including Indonesia) or elsewhere, or fear of an outbreak,
together with any resulting restrictions on travel or quarantines imposed, could have a negative impact on the
economy and business activity in Indonesia and thereby adversely impact Cikarang Listrindos revenue. Examples
include the outbreak in 2003 of Severe Acute Respiratory Syndrome (SARS) in Asia, the outbreak in 2004 and
2005 of Avian influenza, or bird flu, in Asia and the recent outbreak in 2009 of influenza H1N1. The World Health
Organization (WHO) has raised the level of the influenza alert for influenza H1N1 from phase 5 to phase 6.
According to WHO, as of December 20, 2009, more than 208 countries and overseas territories or communities
have reported laboratory confirmed cases of pandemic influenza H1N1, including over 11,500 deaths. There can
be no assurance that any precautionary measures taken against infectious diseases would be effective. Any
intensification of the recent influenza H1N1 in the U.S., Europe and Asia and any recurrence of SARS or outbreak
of bird flu or other contagious disease may adversely affect Cikarang Listrindos business and financial condition.
A future outbreak of an infectious disease or any other serious public health concern in Indonesia may adversely
affect Cikarang Listrindos business and financial condition.

Regional or global economic changes may materially and adversely affect the Indonesian and global
economies and Cikarang Listrindos business.

The economic crisis that affected Southeast Asia, including Indonesia, from mid-1997 was characterized in
Indonesia by, among other effects, currency depreciation, a significant decline in real gross domestic product, high
interest rates, social unrest and extraordinary political developments. These conditions had a material adverse
effect on Indonesian businesses, including Cikarang Listrindos business and financial condition. Indonesia
entered a recessionary phase with relatively low levels of growth in 1999 through 2002. The rate of growth has
increased in recent years from 5.0% in 2004, to 5.7% in 2005, 5.5% in 2006, 6.3% in 2007 and 6.1% in 2008.

Outside of Indonesia, recent difficulties affecting the global financial sectors, adverse conditions and
volatility in the United States and worldwide credit and financial markets, fluctuations in oil and commodity prices
and the general weakness of the global economy have increased the uncertainty of global economic prospects in
general. In 2007, credit markets in the United States began to experience difficult conditions and volatility that in
turn affected worldwide financial markets. In 2008, liquidity and credit concerns and volatility in the global credit
and financial markets increased significantly with the bankruptcy or acquisition of, and government assistance to,
several major U.S. and European financial institutions. These developments resulted in reduced liquidity and
greater volatility in the United States and global credit and financial markets. In 2009, these concerns and volatility
were heightened by government assistance and incentives to several major non-financial U.S. and European
companies, and additional requests for such assistance.

The global economic downturn has also adversely affected developing markets, including Indonesia and
other Association of Southeast Asian Nations (ASEAN) countries. In particular, there have been capital outflows
from some developing markets and reductions in their exports and export revenues. Throughout Asia, stock market
indices declined sharply and Asian currencies generally declined sharply against the U.S. dollar. The eventual
duration, magnitude and scope of these extremely negative economic developments remain unknown and
economic conditions in developed markets are not expected to improve substantially in the near term. Indonesia
and other ASEAN countries have also been negatively affected, along with developing market countries globally,
by the unprecedented financial and economic conditions in developed markets.

The Government has adopted a number of measures to respond to these unprecedented conditions with the
aim of maintaining economic stability and public confidence in the Indonesian economy; however, continuation
of these unprecedented conditions may negatively impact economic growth, the Governments fiscal position, the
Rupiahs exchange rate and other facets of the Indonesian economy. In addition, the Government continues to have
a large fiscal deficit and a high level of sovereign debt, its foreign currency reserves are modest, the Rupiah
continues to be volatile and has poor liquidity, and the banking sector is weak and suffers from high levels of
non-performing loans. Government funding requirements to areas affected by the December 2004 tsunami and
other natural disasters, as well as increasing oil prices, may increase the Governments fiscal deficits. The
economic difficulties faced by Indonesia during the Asian economic crisis that began in 1997 resulted in, among

26
other things, volatility in interest rates, which had a material adverse impact on the ability of many Indonesian
companies to service their existing indebtedness. The interest rate for one-month Bank Indonesia certificates has
declined from a peak of 70.8% in late July 1998 to 6.5% in October 2009. In particular, a loss of investor
confidence in the financial systems of emerging and other markets, or other factors, may cause increased volatility
in the Indonesian financial markets and inhibit or reverse the growth of the Indonesian economy. Any such
increased volatility, slowdown or negative growth, whether in the Indonesian or global economies, could
materially and adversely affect Cikarang Listrindos business, financial condition, results of operations and
prospects.

Downgrades of credit ratings of Indonesia and Indonesian companies could materially and adversely affect
Cikarang Listrindo and the market price of the Notes.

In 1997, certain recognized statistical rating organizations, including Moodys Investors Service, Inc.
(Moodys) and Standard & Poors Ratings Group, a division of The McGraw-Hill Companies, Inc. (Standard
& Poors) downgraded Indonesias sovereign rating and the credit ratings of various credit instruments of the
Government and a large number of Indonesian banks and other companies. As of the date of this offering
memorandum, Indonesias sovereign foreign currency long-term debt is rated Ba2 by Moodys, upgraded from
Ba3 on September 16, 2009, BB- by Standard & Poors, upgraded from B+ on July 26, 2006, and BB
by Fitch Ratings Ltd (Fitch), upgraded from BB- on February 14, 2008, and its short-term foreign currency
debt is rated NP by Moodys, B by Standard & Poors and B by Fitch. On June 11, 2009, Moodys revised
its outlook on the sovereign rating for Indonesia from positive to stable, on October 23, 2009, Standard and Poors
revised its outlook on the sovereign rating for Indonesia from stable to positive and on January 20, 2009, Fitch
revised its outlook on the sovereign rating for Indonesia from positive to stable. These ratings reflect an
assessment of the Governments overall financial capacity to pay its obligations and its ability or willingness to
meet its financial commitments as they become due.

Moodys, Standard & Poors, Fitch or any other statistical rating organization may further downgrade the
credit ratings of Indonesia or Indonesian companies. Any such downgrade could have an adverse impact on
liquidity in the Indonesian financial markets, the ability of the Government and Indonesian companies, including
Cikarang Listrindo, to raise additional financing and the interest rates and other commercial terms at which such
additional financing is available and could have a material adverse effect on Cikarang Listrindos financial
condition, liquidity and results of operations.

Agreements related to Cikarang Listrindos business or to the Notes may be required to be executed in
Bahasa Indonesia and the rights of the respective parties may ultimately be governed by the Bahasa
Indonesia version of such documents.

On July 9, 2009, Law No. 24/2009 on National Flag, Language, Emblem and Anthem (Language Law No.
24) came into effect, and the related implementing regulations are required to be issued within two years of the
date of its enactment. Article 31 of Language Law No. 24 obliges the use of Bahasa Indonesia in memoranda of
understanding or agreements involving, among others, Indonesian private institutions or individuals.

Article 31 of Language Law No. 24 further states that if the agreements or memoranda of understanding
involve foreign parties, the national language of those foreign parties and/or the English language can also be used.
The elucidation of Article 31 states that each version of an agreement executed in multiple languages is equally
original. However, Language Law No. 24 is silent on the governing language, if there is more than one language
used in a single agreement. Article 40 of Language Law No. 24 states that further stipulation on the use of Bahasa
Indonesia shall be regulated by the implementing regulations when issued. Accordingly, until such implementing
regulations are issued, it is unclear whether Bahasa Indonesia will be stipulated as the governing language of
agreements related to Cikarang Listrindos business or to the Notes, and when such implementing regulations are
issued, there is no assurance that English will be recognized as the governing language of such agreements, even
if agreed to by the contracting parties.

27
The agreements related to this offering of Notes, including the Indenture governing the Notes, will be
executed in both English and Bahasa Indonesia. If the implementing rules related to Language Law No. 24
stipulate that Bahasa Indonesia shall be the governing language for agreements executed in dual language
versions, the interpretation of the Bahasa Indonesia version of any agreements related to Cikarang Listrindos
business or to the Notes (including the Indenture governing the Notes) that are executed in both English and
Bahasa Indonesia may differ from the interpretation that would normally be expected based on the English
version. There can be no assurance that the English version will accurately reflect the meaning of the Bahasa
Indonesia version or that the Bahasa Indonesia version will accurately reflect the meaning of the English version.

Although Language Law No. 24 does not provide for sanctions for failure to comply, it is possible that future
implementing regulations or court interpretations of existing law may invalidate or render null and void
agreements that are not in compliance or could impose sanctions for failure to comply, which could include
sanctions for entering into agreements that are not in the Indonesian language. Such invalidation or voiding of
existing agreements or potential sanctions may materially adversely affect Cikarang Listrindos business, financial
condition, results of operations and prospects, as well as the ability of Noteholders to enforce their rights under
the Notes.

Regional autonomy may adversely affect Cikarang Listrindos business through imposition of local
restrictions, taxes and levies.

Indonesia is a large and diverse nation covering a multitude of ethnicities, languages, traditions and customs.
During the administration of the former President Soeharto, the central government controlled and exercised
decision making authorities on almost all aspects of national and regional administration, including the allocation
of revenues generated from extraction of national resources in the various regions. This led to a demand for greater
regional autonomy, in particular with respect to the management of local economic and financial resources. In
response to such demand, the Indonesian Parliament in 1999 passed Law No. 22/1999 regarding Regional
Autonomy and Law No. 25/1999 regarding Fiscal Balance Between The Central Government and The Regions,
which have since been revoked and replaced by the provisions of regional autonomy Law No. 8/2005 and Law
No. 33/2004, respectively. Under these regional autonomy laws regional autonomy was expected to give the
regions greater powers and responsibilities over the use of national assets and to create a balanced and equitable
financial relationship between central and local governments. However, under the pretext of regional autonomy,
certain regional governments have put in place various restrictions, taxes and levies which may differ from
restrictions, taxes and levies put in by other regional governments and/or are in addition to restrictions, taxes and
levies stipulated by the central government. As Cikarang Listrindos principal office is located in Jakarta, a
separate region from West Java where its power plant is located, Cikarang Listrindos business and operations may
be adversely affected by conflicting or additional restrictions, taxes and levies that may be imposed by the
applicable regional authorities.

The Indonesia-Netherlands tax treaty may be applied in a manner adverse to Cikarang Listrindos interests.

The statutory rate of withholding tax in Indonesia in respect of payments of interest by an Indonesian tax
resident to a non-Indonesian tax resident is currently 20%. Under the tax treaty between Indonesia and The
Netherlands adopted on January 1, 2004 (the Indo-Ned Tax Treaty), payments of interest under loans such as
the Intercompany Loan will be exempt from such withholding tax if the recipient of the interest does not have a
permanent establishment in Indonesia, the interest is paid on loans with a term of more than two years and the
recipient is the beneficial owner of the interest income (the Relevant Conditions). See TaxationIndonesian
TaxationWithholding Tax. In relation to the Indo-Ned Tax Treaty, the Indonesian Tax Authority (ITA) issued
circular SE-17/PJ/2005 on June 1, 2005 (the June 2005 Tax Circular) in which they stated that the exemption
from the withholding tax is currently not applicable and that the rate of withholding tax in respect of payments
of interest under loans such as the Intercompany Loan is 10%. The 10% withholding tax rate is the reduced rate
that has been applied by the ITA under the Indo-Ned Tax Treaty to date, subject to, among other things, satisfaction
of the Relevant Conditions.

28
However, the Indonesian Directorate General of Taxation issued two key tax regulations dated November
5, 2009 (Regulations Nos. 61/PJ/2009 and 62/PJ/2009), which became effective on January 1, 2010 (the
November 2009 Tax Regulations). The November 2009 Tax Regulations revoke and replace the June 2005 Tax
Circular and relate to the application of tax treaty benefits. Under the November 2009 Tax Regulations, if it is
determined that:

an income recipient is not the beneficial owner of the income (e.g., the income recipient is merely an
agent or a nominee or a conduit company);

a transaction does not have economic substance and is structured with the sole purpose of enjoying
tax treaty benefits; or

a transaction is structured such that the legal form is at variance with the economic substance for the
sole purpose of enjoying tax treaty benefits,

a taxpayers entitlement to withholding tax benefits under an applicable tax treaty will be voided and the 20%
statutory withholding tax rate will be applied. See TaxationIndonesian TaxationWithholding Tax.

For this offering, the Issuer will contribute the net proceeds of this offering of Notes to Signal Capital as a
share premium on the shares in the capital of Signal Capital, which will then lend the net proceeds of the offering
of Notes to Cikarang Listrindo pursuant to the Intercompany Loan. Signal Capital will receive payments under the
Intercompany Loan from Cikarang Listrindo. The Issuer would then be dependent upon dividends or other
distributions from Signal Capital, or contributions or loans from Cikarang Listrindo or may need to enter into other
arrangements such that it would have sufficient cash flows to make payments due on the Notes.

Cikarang Listrindo currently does not intend to withhold on the interest payments it makes to Signal Capital
under the Intercompany Loan. However, there has not been any precedent on the withholding tax treatment under
the November 2009 Tax Regulations and Cikarang Listrindo has not sought a ruling on this issue from the
Indonesian tax authorities. The Indonesian tax authorities may challenge whether interest payments made under
the Intercompany Loan qualify for the withholding exemption provided by the Indo-Ned Tax Treaty. Accordingly,
there is uncertainty as to whether Signal Capital would qualify as a beneficial owner of interest income under the
November 2009 Tax Regulations, and there is no assurance that interest on the Intercompany Loan will qualify
for the withholding tax benefits allowed under the Indo-Ned Tax Treaty. In the event that withholding tax is found
to apply, any late payment of tax will be subject to an interest penalty of 2% per month.

In the event that neither the withholding tax exemption nor the 10% withholding tax rate applies, or in the
event that the Parent Guarantor makes interest payments under the Parent Guarantee, the statutory 20%
withholding tax rate would apply. In such a scenario, under the terms of the Notes, the Issuer or the applicable
Guarantor would, subject to certain exceptions, be required to pay such additional amounts as will result in receipt
by the Holder of such amounts as would have been received by such Holder had no such withholding or deduction
been required. The requirement to pay additional amounts will increase the cost of servicing interest payments on
the Notes, could impose a significant burden on Cikarang Listrindos cash flows and could have a material adverse
effect on Cikarang Listrindos financial condition and results of operations, and the Issuers ability to pay interest
on, and repay the principal amount of, the Notes.

Risks Relating to the Notes, the Parent Guarantee and the Offering Structure

Through the purchase of the Notes, the Noteholders may be exposed to a legal system subject to considerable
discretion and uncertainty; it may be difficult or impossible for the Noteholders to pursue claims under the
Notes or the Parent Guarantee.

Indonesian legal principles relating to the rights of debtors and creditors, or their practical implementation
by Indonesian courts, may differ materially from those that would apply within the United States or the European
Union. Neither the rights of debtors nor the rights of creditors under Indonesian law are as clearly established or
recognized as under legislation or judicial precedent in most United States and European Union jurisdictions. In
addition, under Indonesian law, debtors may have rights and defenses to actions filed by creditors that such debtors
would not have in jurisdictions such as the United States and the European Union member states.

29
Indonesias legal system is a civil law system based on written statutes; judicial and administrative decisions
do not constitute binding precedent and are not systematically published. Indonesias commercial and civil laws
as well as rules or judicial processes were historically based on Dutch law as in effect prior to Indonesias
independence in 1945, some of which have not been revised to reflect the complexities of modern financial
transactions and instruments. Indonesian courts are often unfamiliar with sophisticated commercial or financial
transactions, leading in practice to uncertainty in the interpretation and application of Indonesian legal principles.
The application of Indonesian laws in large part depends upon subjective criteria such as the good faith of the
parties to the transaction and principles of public policy, the practical effect of which is difficult or impossible to
predict. Indonesian judges, who operate in an inquisitorial legal system, have very broad fact-finding powers and
a high level of discretion in relation to the manner in which those powers are exercised. As a result, the
administration and enforcement of laws and regulations by Indonesian courts and Indonesian governmental
agencies may be subject to considerable discretion and uncertainty. Furthermore, corruption in the court system
in Indonesia has been widely reported in publicly available sources. See, for example, Transparency International,
International Corruption Perceptions Index (2006); World Bank, Indonesia: Investing for Growth and Recovery
(2006); U.S. Department of State, Indonesia: Country Reports on Human Rights Practices (2005); World Bank,
Raising Investment in Indonesia: A Second Generation of Reforms (2005); World Bank, Indonesia: Rapid Growth,
Weak Institutions (2004) and the National Bureau of Economic Research, Corruption in Indonesia (2004).

In addition, under the Indonesian Civil Code, a guarantor may waive its right to require the obligee to
exhaust its legal remedies against the obligors assets prior to the obligee exercising its rights under the related
guarantee, and such waiver is enforceable under Indonesian law. However, due to uncertainty in Indonesian case
law related to this issue, if the Issuer were to default on its obligations under the Notes, there is no assurance that
Indonesian courts would not impose an obligation on the Noteholders to pursue all legal remedies against the
Issuer before such Noteholders could exercise their rights under the Parent Guarantee, even though the Parent
Guarantor had expressly waived its rights under the Parent Guarantee.

As a result, it may be difficult for the Noteholders to pursue a claim against the Issuer and the Parent
Guarantor in Indonesia, which may adversely affect or eliminate entirely the Noteholders ability to obtain and
enforce a judgment against the Issuer and the Parent Guarantor in Indonesia or increase the Noteholders costs of
pursuing, and the time required to pursue, claims against the Issuer and the Parent Guarantor.

Indonesian companies have filed suits in Indonesian courts to invalidate transactions with structures similar
to this offering of Notes and the Parent Guarantee and have brought legal action against lenders and other
transaction participants; moreover, such legal action resulted in judgments against such defendants
invalidating all obligations under the applicable debt instruments and in damages against such defendants
in excess of the amounts borrowed.

In several cases in Indonesian courts, Indonesian companies which had defaulted on notes and other debts
incurred through offshore financing entities have successfully sued creditors and other transaction participants
obtaining, among other relief:

a declaration that all debt instruments are null and void;

disgorgement of prior payments made to noteholders on the notes;

damages from lenders and other transaction participants in amounts exceeding the original proceeds
of the debt issued; and

injunctions prohibiting noteholders from enforcing rights under the transaction documents and trading
in the notes.

In a June 2006 decision that was released in November 2006, the Indonesian Supreme Court affirmed a
lower court judgment that invalidated US$500 million of notes issued through an offshore offering structure (the
Indah Kiat Case). The decision involved an Indonesian company, PT Indah Kiat Pulp & Paper Tbk. (Indah
Kiat), as plaintiff and various parties as the defendants using an offering structure similar to that used in this
offering of Notes, whereby notes were issued through a Dutch subsidiary of Indah Kiat and guaranteed by Indah
Kiat. The Indonesian Supreme Court upheld the decisions of a District Court and High Court in Indonesia in favor

30
of Indah Kiat. The Indonesian courts ruled that the defendants (including the trustee, underwriter and security
agent for the issuance of the Indah Kiat notes) committed unlawful acts (perbuatan melawan hukum), and
therefore the issuance of the notes was declared null and void. The courts nullified the notes based on the
reasoning that the contracts made in relation to the notes were signed without any legal cause, and so did not
satisfy Article 1320 of the Indonesian Civil Code, which requires legal cause as one of the elements for a valid
agreement. The Indonesian courts accepted the plaintiffs argument that Indah Kiat acted both as a debtor and as
a guarantor of the same debt even though in the facts of the case Indah Kiat International Finance Company B.V.
(Indah Kiats Dutch subsidiary established for the purpose of the issuance of the notes) was the issuer of the notes
and Indah Kiat was the guarantor of such notes. The Indonesian courts also ruled that the establishment of Indah
Kiat International Finance Company B.V. was unlawful as it was intended to avoid or circumvent Indonesian
withholding tax payments.

On August 19, 2008, a different panel of the Indonesian Supreme Court granted its ruling on the judicial
review (peninjauan kembali) and overturned the decision rendered in June 2006 for the Indah Kiat Case. The
Indonesian Supreme Court decision stated that Indah Kiat has failed to prove that the transaction is an act of legal
manipulation that caused damages to Indah Kiat. Therefore, the Supreme Court concluded that the defendants did
not commit any unlawful act. Further, the Supreme Court is of the view that it was clear that the money borrowed
by Indah Kiat from Indah Kiat International Finance Company B.V. originated from the issuance of notes, as
evidenced in the recital of the relevant loan agreement, and thus the claim that the whole transaction was a
manipulation of law had no merit. Moreover, with regard to the validity and enforceability of the security
documents, the Supreme Court stated that the security agreements would prevail as long as the underlying
agreements were still valid and binding. The Supreme Court also stated that for certain New York law governed
agreements in the transaction (such as the Indenture, the Loan Agreement, the Amended and Restated Loan
Agreement and the Underwriting Agreement), the claim should be brought to the appropriate court in the state of
New York.

As far as Indonesian counsel is aware, the Indah Kiat Case is only one of two cases regarding notes issued
through offshore offering structures that has reached and been decided by the Indonesian Supreme Court. In the
other case involving an Indonesian company, PT Lontar Papyrus Pulp & Paper Industry (Lontar), the Indonesian
Supreme Court in August 2006 again affirmed a lower court judgment that the defendants committed an unlawful
act and declared null and void the loan instruments and security documents relating to a loan of US$550 million
of proceeds from notes issued through an offshore offering structure (the Lontar Case). The decision involved
Lontar, as plaintiff, and various parties as the defendants using a structure similar to that used in this offering of
Notes, whereby notes were issued through a Dutch subsidiary and guaranteed by Lontar. Based on lower court
rulings, the nature and basis of the plaintiffs claim in the Lontar Case appears similar to those in the Indah Kiat
Case. However, unlike the June 2006 Indah Kiat Case, which was later overturned, it has been reported that in
March 2009, the Indonesian Supreme Court denied the petition for judicial review of the August 2006 Lontar Case
decision, and therefore finalized the Indonesian Supreme Courts conclusion that the loan and offering structure,
which is similar to that used in this offering of Notes, was unlawful. As of the date of this offering memorandum,
published Indonesian Supreme Court decisions for the August 2006 ruling or the subsequent denial of the related
petition for judicial review in March 2009 are not available. Until such Indonesian Supreme Court decisions are
published, the details related to the factual basis or legal rationale for these Indonesian Supreme Court judgments
cannot be ascertained.

Although the Indonesian legal system does not recognize the concept of binding precedent generally
recognized by American and English common law systems it does acknowledge the concept of jurisprudence. This
means that while lower courts are not bound by the Supreme Court decisions, Supreme Court decisions have
persuasive force. As such, there can be no assurance that in the future a court will not declare null and void the
Notes or the Parent Guarantee, or grant additional relief to the detriment of Noteholders, if the Issuer were to
contest efforts made by Noteholders to enforce these obligations.

Furthermore, there can be no assurance that any similar cases currently on appeal will be resolved in favor
of the creditors nor that a successful appeal would constitute a legal precedent disabling future cases of the same
nature from being brought at the district court level in Indonesia.

Therefore, the Noteholders may have difficulty in enforcing any rights under the Notes, the Parent
Guarantee or the other transaction documents in Indonesia, where most of the assets of the Parent Guarantor are

31
located. Moreover, depending on the recognition which non-Indonesian courts may grant to such Indonesian
decisions, the Noteholders may also be disabled from enforcing any rights under the Notes, the Parent Guarantee
or the other transaction documents, or collecting on the Issuers or the Parent Guarantors assets, anywhere else
in the world. In sum, the Noteholders may have no effective or practical recourse or any assets or legal process
in Indonesia to enforce any rights against the Issuer or the Parent Guarantor. Moreover, a Noteholders
participation as a creditor in this transaction may expose it to affirmative judgments by Indonesian courts against
it (beyond the value of the Notes such Noteholder purchased). Affirmative relief granted against the Noteholders
by Indonesian courts may also be enforced by non-Indonesian courts against the assets of the Noteholders (or other
transaction participants) located outside of Indonesia (and each Noteholder should consult its own lawyer in that
regard), subject to any prevailing local laws governing recognition and enforcement of foreign court judgments.

Cikarang Listrindo is incorporated in Indonesia, and it may not be possible for Noteholders to effect service
of process or to enforce certain judgments on Cikarang Listrindo outside of Indonesia.

Cikarang Listrindo is a limited liability company incorporated in Indonesia. All of its commissioners and
directors reside in Indonesia and all of its assets and operations are located in Indonesia. As a result, it may be
difficult for Noteholders to effect service of process, including judgments, on Cikarang Listrindo or its
commissioners and directors outside of Indonesia, or to enforce judgments obtained in non-Indonesian courts
against Cikarang Listrindo or its commissioners and directors.

Cikarang Listrindo has been advised by its Indonesian legal counsel that judgments of non-Indonesian courts
are not directly enforceable in Indonesian courts, although such judgments could be admissible as non-conclusive
evidence in a proceeding on the underlying claim in an Indonesian court and may be given such evidentiary weight
as the Indonesian court may deem appropriate in its sole discretion. There is doubt as to whether Indonesian courts
will enter judgments in original actions brought in Indonesian courts predicated solely upon civil liability or
jurisdictions other than Indonesia. As a result, Noteholders would be required to pursue claims against Cikarang
Listrindo or its commissioners and directors in Indonesian courts. The claims or remedies available under
Indonesian law may not be the same, or as extensive, as those available in other jurisdictions.

Enforcing Noteholders rights under the Notes or the Parent Guarantee across multiple jurisdictions may
be difficult.

The Notes will be issued by the Issuer, which is incorporated under the laws of The Netherlands, and
guaranteed by the Parent Guarantor, which is established under the laws of Indonesia. The Notes and the Indenture
will be governed by the laws of the State of New York. In the event of a bankruptcy, insolvency or similar event,
proceedings could be initiated in The Netherlands, Indonesia and the United States. Such multi-jurisdictional
proceedings are likely to be complex and costly for creditors and otherwise may result in greater uncertainty and
delay regarding the enforcement of your rights. Your rights under the Notes and the Parent Guarantee will be
subject to the insolvency and administrative laws of several jurisdictions and there can be no assurance that you
will be able to effectively enforce your rights in such complex multiple bankruptcy, insolvency or similar
proceedings.

Furthermore, the bankruptcy, insolvency, administrative and other laws of The Netherlands, Indonesia and
the United States may be materially different from, or be in conflict with, each other and those with which you
may be familiar, including in the areas of rights of creditors, priority of governmental and other creditors, ability
to obtain post-petition interest and duration of the proceeding. The application of these laws, or any conflict among
them, could call into question whether any particular jurisdictions laws should apply, adversely affect your ability
to enforce your rights under the Notes and the Parent Guarantee in the relevant jurisdictions or limit any amounts
that you may receive. Furthermore, although Cikarang Listrindo believes that the Parent Guarantee is enforceable,
a third party creditor may decide to challenge the Parent Guarantee and prevail in court.

The unsubordinated Parent Guarantee will be effectively subordinated to any secured obligations of the
Parent Guarantor to the extent of the assets serving as security therefor.

The Parent Guarantee will constitute unsubordinated obligations of the Parent Guarantor and will rank pari
passu in right of payment with all other existing and future unsubordinated indebtedness of the Parent Guarantor
and senior in right of payment to all subordinated indebtedness of the Parent Guarantor, including its obligations

32
under the Intercompany Loan. The Parent Guarantee will be issued as a general obligation of the Parent Guarantor,
pursuant to Article 1131 of the Indonesian Civil Code. However, the Parent Guarantee will be effectively
subordinated to any secured obligations of the Parent Guarantor to the extent of the assets serving as security
therefor. In bankruptcy, the holder of a security interest with respect to any assets of a Guarantor would be entitled
to have the proceeds of such assets applied to the payment of such holders claim before the remaining proceeds,
if any, are applied to the claims of the Noteholders.

Substantial leverage and debt service obligations could adversely affect Cikarang Listrindos business and
prevent the Issuer and the Parent Guarantor from fulfilling obligations under the Notes and the Parent
Guarantee.

Subject to limitations under the Indenture and under the terms of the Notes, the Issuer and the Parent
Guarantor will be permitted to incur additional indebtedness in the future. For a summary of Cikarang Listrindos
certain existing indebtedness as at the date of this offering, see Description of Existing Indebtedness. The degree
to which Cikarang Listrindo will be leveraged in the future could have important consequences for the
Noteholders, including, but not limited to:

making it more difficult for the Issuer and the Parent Guarantor to satisfy their respective obligations
with respect to the Notes and the Parent Guarantee;

increasing Cikarang Listrindos vulnerability to, and reducing its flexibility to respond to, general
adverse economic and industry conditions;

requiring the dedication of a substantial portion of cash flow from operations to the payment of
principal of, and interest on, Cikarang Listrindos indebtedness, thereby reducing the availability of
such cash flow to fund working capital, capital expenditures, acquisitions, joint ventures or other
general corporate purposes;

limiting flexibility in planning for, or reacting to, changes in Cikarang Listrindos businesses, the
competitive environment and the industries in which Cikarang Listrindo operates; and

limiting Cikarang Listrindos ability to borrow additional funds and increasing the cost of any such
borrowing.

Any of these or other consequences or events could materially and adversely affect Cikarang Listrindos
ability to satisfy debt obligations, including the Notes and the Parent Guarantee.

Cikarang Listrindo will be subject to restrictive debt covenants that may limit its ability to finance its future
operations and capital needs and to pursue business opportunities and activities.

The Indenture will, among other things, restrict the ability of Cikarang Listrindo and the ability of its
subsidiaries which are restricted subsidiaries to:

incur or guarantee additional indebtedness and issue certain preferred stock;

make certain payments, including dividends or other distributions, with respect to Cikarang Listrindos
or its shares;

prepay or redeem subordinated debt or equity;

make certain investments and capital expenditures;

create encumbrances or restrictions on the payment of dividends or other distributions, loans or


advances to and on the transfer of assets;

sell, lease or transfer certain assets, including stock of restricted subsidiaries;

engage in certain transactions with shareholders or affiliates of Cikarang Listrindo;

create or incur certain liens;

33
impair the security interests for the benefit of the Noteholders;

enter into certain sale and leaseback transactions;

enter into unrelated businesses or engage in prohibited activities; and

consolidate or merge with other entities.

All of these limitations will be subject to significant exceptions and qualifications. See Description of the
NotesCertain Covenants. These covenants could limit Cikarang Listrindos ability to finance its future
operations and capital needs or pursue business opportunities and activities that may be in its interest. Any future
inability to incur additional debt could materially and adversely affect its business, financial conditions, results of
operations and prospects.

Any future subsidiary guarantee may be challenged under applicable financial assistance, insolvency or
fraudulent transfer laws, which could impair the enforceability of such future subsidiary guarantee.

Under bankruptcy laws, fraudulent transfer laws, financial assistance, insolvency or unfair preference or
similar laws in Indonesia or where any future subsidiary guarantor is incorporated and where all of its significant
assets are located (as well as under the laws of certain other jurisdictions to which, in certain circumstances, any
future subsidiary guarantor may be subject), the enforceability of a guarantee may be impaired if certain statutory
conditions are met. In particular, a guarantee may be voided, or claims in respect of a guarantee could be
subordinated to all other debts of that guarantor, if it can be proven that the guarantor at the time it incurred the
indebtedness evidenced by, or when it gives, its guarantee, knew or should have known that the indebtedness
would result in damages to its creditors, including among other things, if the guarantor:

incurred the debt with the intent to hinder, delay or defraud creditors or was influenced by a desire to
put the beneficiary of the guarantee in a position which, in the event of the guarantors insolvency,
would be better than the position the beneficiary would have been in had the guarantee not been given;

received less than reasonably equivalent value or fair consideration for the incurrence of such
guarantee;

received no commercial benefit;

was insolvent or rendered insolvent by reason of such incurrence;

was engaged in a business or transaction for which the guarantors remaining assets constituted
unreasonably small capital; or

intended to incur, or believed that it would incur, debts beyond its ability to pay such debts as they
mature.

The test for insolvency, the other particular requirements for the enforcement of any relevant fraudulent
transfer law or other law of similar effect, and the nature of the remedy if a fraudulent transfer is found, may vary
depending on the law of the jurisdiction which is being applied.

If a court voided any future subsidiary guarantee, or held any future subsidiary guarantee unenforceable for
any other reason, then Noteholders would cease to have a claim against such future subsidiary guarantor based
upon such future subsidiary guarantee, and would solely be creditors of the Issuer. If a court subordinated any
future subsidiary guarantee to other indebtedness of such future subsidiary guarantor, then claims under a future
subsidiary guarantee would be subject to the prior payment of all liabilities (including trade payables). There can
be no assurance that, after providing for all prior claims, there would be sufficient assets to satisfy the claims of
Noteholders.

The Issuer is a finance company that will be dependent on dividend payments and/or other distributions
from Signal Capital, or contributions or loans from the Parent Guarantor, to provide it with funds to meet
its obligations under the Notes.

The Issuer was formed for the purpose of the issuance of the Notes in this offering and for engaging in
related financing transactions, which may include future securities offerings. The Issuer is a financing vehicle that

34
has no business operations and upon completion of this offering of Notes and the contribution of the net proceeds
of this offering of Notes to Signal Capital as share premium on the shares in the capital of Signal Capital, the
Issuers only material asset will be the share capital of Signal Capital. See The Issuer.

Furthermore, the Indenture governing the Notes will prohibit the Issuer from engaging in any activities other
than certain limited activities described in Description of the NotesCertain CovenantsLimitation on the
Activities of the Issuer. There is no direct contractual claim or obligation between the Issuer and the Parent
Guarantor in relation to the Intercompany Loan. As such, the Issuer will be dependent upon dividends or other
distributions from Signal Capital or contributions or loans from the Parent Guarantor or may need to enter into
other arrangements such that it would have sufficient cash flows to make payments due on the Notes.

As of the date of this offering memorandum, Signal Capital has no business operations and, immediately
upon completion of this offering of Notes, it will have no material assets other than the Intercompany Loan. Signal
Capital is a Restricted Subsidiary and is subject to all of the covenants applicable to Restricted Subsidiaries. In
addition it is subject to certain additional restrictions under the Indenture. However, unlike the Issuer, Signal
Capital is not a special purpose financing vehicle and the prohibition on the Issuer from engaging in activities
other than certain limited activities does not apply to Signal Capital. Accordingly, Signal Capital would be
permitted under the Indenture to engage in certain activities that could give rise to other obligations that may cause
it to be unable to make payments to the Issuer in amounts sufficient for the Issuer to make payments due on the
Notes, even if the Parent Guarantor made the required payments to Signal Capital under the Intercompany Loan.
Cikarang Listrindo does not have any current intention for Signal Capital to engage in other significant business
activities, other than financing activities. Furthermore, there is no contractual requirement obligating Signal
Capital to pay dividends to the Issuer in order for the Issuer to service payments on the Notes and there can be
no assurance that Signal Capital will make such payments to the Issuer in the ordinary course of business.
Moreover, payment of dividends and/or payment of share premium and/or other reserves by Signal Capital may
only be made to the extent Signal Capitals net assets exceed the sum of the amount of the paid and called-up
portion of its capital and the reserves, which it must maintain under Dutch law or its articles of association.
However, there can be no assurance that these conditions will be met to allow Signal Capital to make dividend
payments or repay share premium to the Issuer in the future. In the event that any of the above were to occur, the
Issuer will need to rely on contributions or loans from the Parent Guarantor to meet its payment obligations under
the Notes.

Cikarang Listrindo will require a significant amount of cash to meet its obligations under its indebtedness
and to sustain its operations, which it may not be able to generate or raise.

Cikarang Listrindos ability to make scheduled payments on the Notes and its ability to make payments on
its indebtedness, including the Intercompany Loan and amounts under the Parent Guarantee and its contractual
obligations (see Description of Existing Indebtedness), and to fund its ongoing operations, will depend on its
future performance and its ability to generate cash, which to a certain extent is subject to general economic,
financial, competitive, legislative, legal, regulatory and other factors, as well as other factors discussed in this
Risk Factors section, many of which are beyond Cikarang Listrindos control. If Cikarang Listrindos future
cash flows from operations and other capital resources are insufficient to pay its debt obligations, including the
Intercompany Loan or amounts under the Parent Guarantee, its contractual obligations, or to fund its other
liquidity needs, Cikarang Listrindo may be forced to sell assets or attempt to restructure or refinance its existing
indebtedness. Cikarang Listrindo may not be able to accomplish any of these measures on a timely basis or on
satisfactory terms or at all.

The Issuer may not have the ability to raise the funds necessary to finance an offer to repurchase your Notes
upon the occurrences of certain events constituting a change of control as required by the Indenture.

Upon the occurrence of certain events constituting a change of control and a decline in the rating of the
Notes, the Issuer is required to offer to repurchase all outstanding Notes at a purchase price in cash equal to
101.0% of their principal amount plus accrued and unpaid interest to the date of purchase. If a change of control
were to occur, no assurance can be given that the Issuer would have sufficient funds available at such time to pay
the purchase price of the outstanding Notes. The repurchase of the Notes pursuant to such an offer could cause
a default under such indebtedness, even if the change of control itself does not.

35
The change of control provision contained in the Indenture may not necessarily afford you protection in the
event of certain important corporate events, including a reorganization, restructuring, merger or other similar
transaction involving the Parent Guarantor that may adversely affect you, because such corporate events may not
involve a shift in voting power or beneficial ownership or, even if they do, may not constitute a Change of
Control as defined in the Indenture. Except as described under Description of the NotesRepurchase of Notes
Upon a Change of Control Triggering Event, the Indenture does not contain provisions that require the Issuer to
offer to repurchase or redeem the Notes in the event of a reorganization, restructuring, merger, recapitalization or
similar transaction.

The definition of Change of Control contained in the Indenture includes a disposition of all or
substantially all of the assets of the Parent Guarantor and its restricted subsidiaries taken as a whole to any person.
Although there is a limited body of case law interpreting the phrase all or substantially all, there is no precise
established definition of the phrase under applicable law. Accordingly, in certain circumstances there may be a
degree of uncertainty as to whether a particular transaction would involve a disposition of all or substantially all
of the assets of the Parent Guarantor and its restricted subsidiaries taken as a whole. As a result, it may be unclear
as to whether a change of control has occurred and when the Issuer is required to make an offer to repurchase the
Notes.

Cikarang Listrindo or the Issuer may incur additional indebtedness and this could further exacerbate the
risks described above.

Subject to restrictions in the Indenture governing the Notes, Cikarang Listrindo or the Issuer may incur
additional indebtedness.

Covenants in agreements governing additional debt that may be incurred by Cikarang Listrindo or the Issuer
in the future may materially restrict Cikarang Listrindos operations, including its ability to incur debt, pay
dividends, make certain investments and payments, and encumber or dispose of assets. In addition, financial
covenants contained in agreements relating to the future debt of Cikarang Listrindo or the Issuer, including those
under future credit agreements, could lead to a default in the event that Cikarang Listrindos results of operations
do not meet its plans. A default under one debt instrument may also trigger cross-defaults under other debt
instruments of Cikarang Listrindo or the Issuer. An event of default under any debt instrument, if not cured or
waived, could have a material adverse effect on Cikarang Listrindo or the Issuer, and any new debt incurred in
the future could have important consequences to the Noteholders. For example, it could:

make it more difficult for Cikarang Listrindo or the Issuer to satisfy their respective obligations under
the Notes and the Parent Guarantee;

increase Cikarang Listrindos vulnerability to general adverse economic and industry conditions;

limit Cikarang Listrindos ability to fund future working capital, capital expenditures, research and
development and other general corporate requirements;

require Cikarang Listrindo to dedicate a substantial portion of its cash flows from operations to service
payments on its debt;

limit Cikarang Listrindos flexibility to react to changes in its business and the industry in which it
operates;

place Cikarang Listrindo at a competitive disadvantage to any of its competitors that have less debt;

require Cikarang Listrindo to meet additional financial covenants; and

limit, along with other restrictive covenants, among other things, Cikarang Listrindos ability to
borrow additional funds.

The ratings assigned to the Notes may be lowered or withdrawn entirely in the future.

The ratings assigned to the Notes may be lowered or withdrawn entirely in the future. The Notes have been
assigned a rating of Ba2 by Moodys and BB- by Standard & Poors. The ratings address the Issuers and the

36
Parent Guarantors ability to perform their respective obligations under the terms of the Notes and the Parent
Guarantee and the credit risks in determining the likelihood that payments will be made when due under the Notes.
A rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or
withdrawal at any time. No assurances can be given that a rating will remain for any given period of time or that
a rating will not be lowered or withdrawn entirely by the relevant rating agency if in its judgment circumstances
in the future so warrant. The Issuer has no obligation to inform the Noteholders of any such revision, downgrade
or withdrawal. A suspension, reduction or withdrawal at any time of the rating assigned to the Notes may adversely
affect the market price of the Notes.

Your investment in the Notes may subject you to foreign exchange risks.

The Notes are denominated and payable in U.S. Dollars. If you measure your investment returns by
reference to a currency other than U.S. Dollars, an investment in the Notes entails foreign exchange-related risks,
including possible significant changes in the value of the U.S. Dollars relative to the currency by reference to
which you measure your investment returns, due to, among other things, economic, political and other factors over
which Cikarang Listrindo has no control. Depreciation of the U.S. Dollar against the currency by reference to
which you measure your investment returns could cause a decrease in the effective yield of the Notes below their
stated coupon rates and could result in a loss to you when the return on the Notes is translated into the currency
by reference to which you measure your investment returns. In addition, there may be tax consequences for you
as a result of any foreign exchange gains resulting from any investment in the Notes.

There is no public market for the Notes and Cikarang Listrindo does not know if a market will ever develop
or, if a market does develop, whether it will be sustained.

Approval-in-principle has been received for the listing and quotation of the Notes on the SGX-ST. However,
the Notes constitute a new issue of securities for which there is no existing market. Although the Initial Purchasers
have advised Cikarang Listrindo that they currently intend to make a market in the Notes, they are not obligated
to do so, and any market-making activity with respect to the Notes, if commenced, may be discontinued at any
time without notice at their sole discretion. For a further discussion of the Initial Purchasers planned
market-making activities, see Plan of Distribution.

No assurance can be given as to the liquidity of, or the development and continuation of an active trading
market for, the Notes. If an active trading market for the Notes does not develop or is not maintained, the market
price and liquidity of the Notes may be adversely affected. If such a market were to develop, the Notes could trade
at prices that may be higher or lower than the price at which the Notes have been issued. The price at which the
Notes trade depends on many factors, including:

prevailing interest rates;

Cikarang Listrindos results of operations, financial condition and future prospects;

political and economic developments in and affecting Indonesia;

the market conditions for similar securities;

changes in the credit ratings of the Notes or Cikarang Listrindo; and

the financial condition and stability of the Indonesian financial sector.

The transfer of Notes is restricted which may adversely affect their liquidity and the price at which they may
be sold.

The Notes and the Parent Guarantee have not been registered under, and the Issuer is not obligated to register
the Notes or the Parent Guarantee under, the Securities Act or the securities laws of any other jurisdiction and,
unless so registered, may not be offered or sold except pursuant to an exemption from or a transaction not subject

37
to, the registration requirements of the Securities Act and any other applicable laws. See Plan of Distribution
and Transfer Restrictions. The Issuer and the Parent Guarantor have not agreed to, or otherwise undertaken, to
register the Notes or the Parent Guarantee (including by way of an exchange offer), and have no intention of doing
so.

The Notes will initially be held in book entry form, and therefore you must rely on the procedures of the
relevant clearing systems to exercise any rights and remedies.

The Notes will initially only be issued in global certificated form and held through DTC and its participants,
including Euroclear and Clearstream. Interests in the Global Notes will trade in book entry form only, and Notes
in definitive registered form, or definitive registered Notes, will be issued in exchange for book entry interests only
in very limited circumstances. Owners of book entry interests will not be considered owners of the Notes or
Noteholders. The custodian for DTC will be the sole registered holder of the Global Notes representing the Notes.
Payments of principal, interest and other amounts owing on or in respect of the Global Notes representing the
Notes will be made to the paying agent which will make payments to DTC. Thereafter, these payments will be
credited to accounts of participants (including Euroclear and Clearstream) that hold book entry interests in the
Global Notes representing the Notes and credited by such participants to indirect participants. After payment to
the custodian for DTC, the Issuer will have no responsibility or liability for the payment of interest, principal or
other amounts to the owners of book entry interests. Accordingly, if you own a book entry interest, you must rely
on the procedures of DTC, Euroclear and Clearstream, and if you are not a participant in DTC, Euroclear and
Clearstream, on the procedures of the participant through which you own your interest, to exercise any rights and
obligations of a Noteholder under the Indenture.

Unlike the Noteholders themselves, owners of book entry interests will not have the direct right to act upon
the Issuers solicitations for consents, requests for waivers or other actions from the Noteholders. Instead, if you
own a book entry interest, you will be permitted to act only to the extent you have received appropriate proxies
to do so from DTC, Euroclear and Clearstream. The procedures implemented for the granting of such proxies
many not be sufficient to enable you to vote on a timely basis.

Similarly, upon the occurrence of an event of default under the Indenture, unless and until definitive
registered Notes are issued in respect of all book entry interests, if you own a book entry interest, you will be
restricted to acting through DTC, Euroclear and Clearstream. The procedures to be implemented through DTC,
Euroclear and Clearstream may not be adequate to ensure the timely exercise of rights under the Notes.

38
USE OF PROCEEDS

The Issuer will contribute the net proceeds of this offering of Notes to Signal Capital as a share premium
on the shares in the capital of Signal Capital, which will then lend the net proceeds of the offering of Notes to
Cikarang Listrindo pursuant to the Intercompany Loan. The net proceeds from this offering, after deducting the
underwriting discount, bank fees and other estimated expenses payable in connection with this offering, are
estimated to be US$290.4 million.

Cikarang Listrindo plans to use the net proceeds from the Intercompany Loan as follows:

US$180.3 million to fully pay the outstanding principal amount of, and all accrued and unpaid interest
on its Bank Loan;

US$53.3 million to finance the balance of its capacity expansion plan; and

the remaining amount for general corporate purposes.

Borrowings under the Bank Loan, which is currently scheduled to mature in December 2014 for the Tranche
I loans and June 2012 for the Tranche II loans, bore interest at the higher of SIBOR plus a margin (minimum of
3% and maximum of 5%) per year or 7% per year up to October 5, 2008. Beginning October 6, 2008, such interest
rate is determined and agreed by Cikarang Listrindo and its creditors on a quarterly basis. The interest rate during
the fourth quarter of 2009 was 9.1%. As of October 31, 2009, the principal amount of the Tranche I loans
outstanding was US$168.4 million and the principal amount of the Tranche II loans outstanding was US$12.8
million. See Description of Existing Indebtedness.

39
EXCHANGE RATES AND EXCHANGE CONTROLS

Exchange Rates

Bank Indonesia is the sole issuer of the Indonesian Rupiah and is responsible for maintaining the stability
of the Indonesian Rupiah. Since 1970, Indonesia has implemented three exchange rate systems: (i) a fixed rate
between 1970 and 1978, (ii) a managed floating exchange rate system between 1978 and 1997 and (iii) a
free-floating exchange rate system since August 14, 1997. Under the second system, Bank Indonesia maintained
the stability of the Indonesian Rupiah through a trading band policy, pursuant to which Bank Indonesia would
enter the foreign currency market and buy or sell Indonesian Rupiah, as required, when trading in the Indonesian
Rupiah exceeded bid and offer prices announced by Bank Indonesia on a daily basis. On August 14, 1997, Bank
Indonesia terminated the trading band policy and permitted the exchange rate for the Indonesian Rupiah to float
without an announced level at which it would intervene, which resulted in a substantial decrease in the value of
the Indonesian Rupiah relative to the U.S. Dollar. Under the current system, the exchange rate of the Rupiah is
determined solely by the market, reflecting the interaction of supply and demand in the market. Bank Indonesia
may take measures, however, to maintain a stable exchange rate.

The following table shows the Rupiah-U.S. Dollar exchange rate based on the middle exchange rate at the
end of each month or day, as the case may be, during the periods indicated. The Rupiah middle exchange rate is
calculated based on Bank Indonesias buying and selling rates. Cikarang Listrindo does not make any
representations that the Rupiah or U.S. Dollar amounts referred to in this document could have been or could be
converted into U.S. Dollars or Rupiah, as the case may be, at the rate indicated or any other rate or at all.

Low(1) High(1) Average(2) Period End

Rp per US$1.00
2005 .................................................................... 9,133 10,800 9,712 9,830
2006 .................................................................... 8,720 9,795 9,141 9,020
2007 .................................................................... 8,828 9,419 9,164 9,419
2008 .................................................................... 9,051 12,151 9,757 10,950
2009 ................................................................... 9,400 11,980 10,356 9,400
2009
July.................................................................. 9,920 10,255 10,111 9,920
August............................................................. 9,850 10,145 9,977 10,060
September ...................................................... 9,580 10,155 9,904 9,681
October ........................................................... 9,293 9,685 9,483 9,545
November ....................................................... 9,348 9,610 9,470 9,480
December ....................................................... 9,400 9,505 9,458 9,400
2010 (January 1 through 12) ............................ 9,130 9,330 9,247 9,185

Source: Bank Indonesia.

Notes:

(1) For full years, the high and low amounts are determined based upon the month-end middle exchange rate announced by Bank Indonesia
during the year indicated. The high and low monthly figures are determined based on the daily middle exchange rates during the month
indicated.

(2) For full years, the average shown is calculated based on the middle exchange rate announced by Bank Indonesia on the last day of each
month during the year indicated. For monthly averages, the average shown is calculated based on the daily middle exchange rates
during the month indicated.

The middle exchange rate on January 12, 2010 was Rp9,185 = US$1.00.

The Federal Reserve Bank of New York does not certify for customs purposes a noon buying rate for cable
transfers in Rupiah.

40
Exchange Controls

Indonesia has limited foreign exchange controls. Foreign currency is generally freely transferable within or
from Indonesia. However, to maintain the stability of the Rupiah, and to prevent the utilization of the Rupiah for
speculative purposes by non-residents, Bank Indonesia has introduced regulations to restrict the movement of
Rupiah to banks domiciled outside Indonesia or to an offshore branch or office of an Indonesian bank, or any
investment in Rupiah denomination with foreign parties and/or Indonesian citizens domiciled or permanently
residing outside Indonesia, thereby limiting offshore trading to existing sources of liquidity. In addition, Bank
Indonesia has the authority to request information and data concerning the foreign exchange activities of all
persons and legal entities that are domiciled, or plan to be domiciled in Indonesia for at least one year. Bank
Indonesia regulations also require resident banks and companies that have total assets or total annual gross
revenues of at least Rp100 billion to report to Bank Indonesia all data concerning their foreign currency activities.
Transactions not conducted through banks or non-bank financial institutions in Indonesia, including receipt and
payment through bank accounts outside of Indonesia, must be reported.

Bank Indonesia also introduced Bank Indonesia Regulation No. 10/28/PBI/2008 dated November 12, 2008,
that limits the conversion of the Rupiah into foreign currency to a maximum of US$100,000 per month per
customer. Any foreign exchange conversion that exceeds such maximum limit must be supported by an underlying
transaction and the maximum amount of such foreign exchange conversion is equal to the value of the underlying
transaction.

41
CAPITALIZATION

The following table shows Cikarang Listrindos capitalization:

on an actual basis as of October 31, 2009; and

as adjusted to give effect to the offering and the application of US$181.2 million (current maturities
of US$25.1 million and long-term portion of US$156.2 million) of the net proceeds thereof to repay
the Bank Loan, as described under Use of Proceeds.

You should read this table in conjunction with:

Cikarang Listrindos consolidated financial statements contained in this offering memorandum; and

the sections in this offering memorandum entitled Managements Discussion and Analysis of
Financial Condition and Results of Operations and Use of Proceeds.

As of October 31, 2009

Actual As Adjusted (2)

(Rp millions) (US$ 000) (Rp millions) (US$ 000)


(unaudited)
Current maturities of long-term debt................. 239,130.4 25,053.0
Long-term debt net of current maturities:
Bank loan........................................................ 1,490,767.1 156,183.0
Notes offered hereby (1) ................................. 2,863,500.0 300,000.0
Total long-term debt net of current
maturities ........................................................ 1,490,767.1 156,183.0 2,863,500.0(2) 300,000.0(2)
Total debt (3) ....................................................... 1,729,897.6 181,236.0 2,863,500.0 300,000.0
Shareholders equity:
Share capital par value Rp1,000,000
per share
Authorized capital 500,000 shares
Issued and fully paid capital 438,500
shares .......................................................... 438,500.0 45,940.3 438,500.0 45,940.3
Difference in foreign currency translation .... 20.8 2.2 20.8 2.2
Retained earnings ........................................... 1,005,764.2 105,370.8 1,005,764.2 105,370.8
Total shareholders equity .................................. 1,444,285.0 151,313.3 1,444,285.0 151,313.3
(4)
Total capitalization ......................................... Rp2,935,052.1 $ 307,496.3 Rp4,307,785.0 $ 451,313.3

Notes:

(1) Before deducting the underwriting discount, bank fees and other estimated expenses payable in connection with this offering.

(2) Includes the relevant Notes payable of the Issuer.

(3) Includes current maturities of long-term debt.

(4) Represents total long-term debt net of current maturities plus total shareholders equity.

Except as disclosed in this offering memorandum, there have been no material changes in the total
capitalization of Cikarang Listrindo since October 31, 2009.

42
SELECTED FINANCIAL AND OTHER DATA

You should read the selected financial and other data presented below in conjunction with the consolidated
financial statements of Cikarang Listrindo, related notes to the consolidated financial statements, and other
financial information, contained in this offering memorandum. You should also read the section of this offering
memorandum entitled Managements Discussion and Analysis of Financial Condition and Results of
Operations.

Cikarang Listrindo has derived its selected financial and other data presented in the tables below from its
audited consolidated financial statements as of and for the years ended December 31, 2006, 2007 and 2008, and
from its unaudited interim consolidated financial statements as of and for the ten months ended October 31, 2008
and 2009. The consolidated financial statements of Cikarang Listrindo as of and for the years ended December
31, 2006, 2007 and 2008 have been audited, in accordance with auditing standards established by the IICPA, and
the unaudited interim consolidated financial statements of Cikarang Listrindo as of and for the ten months ended
October 31, 2008 and 2009 have been reviewed, in accordance with SA 722, by Purwantono, Sarwoko & Sandjaja
(a member firm of Ernst & Young Global Limited), independent public accountants. A review conducted in
accordance with SA 722 is substantially less in scope than an audit conducted in accordance with auditing
standards established by the IICPA and, as stated in their review report appearing in this offering memorandum,
Purwantono, Sarwoko & Sandjaja did not audit and do not express any opinion on the unaudited interim
consolidated financial statements included in this offering memorandum.

Cikarang Listrindo has prepared and presented its consolidated financial statements in accordance with
Indonesian GAAP, which differ in certain significant respects from U.S. GAAP. For a description of certain
significant differences between Indonesian GAAP and U.S. GAAP, see Summary of Certain Significant
Differences Between Indonesian GAAP and U.S. GAAP.

For the years ended December 31, For the ten months ended October 31,
2006 2007 2008 2008 2008 2009 2009
(Rp millions) (US$ 000) (Rp millions) (US$ 000)
(audited) (unaudited) (unaudited)
Income Statement Data
Net Sales
Industrial estate ....................... Rp1,334,164.3 Rp1,577,573.7 Rp1,833,906.2 $ 192,132.7 Rp1,506,980.3 Rp1,514,816.1 $ 158,702.6
PLN ......................................... 175,839.0 231,672.0 614,230.3 64,351.0 482,379.7 528,075.8 55,324.9
Total net sales..................... 1,510,003.3 1,809,245.7 2,448,136.6 256,483.7 1,989,360.0 2,042,891.9 214,027.4
Cost of sales............................ (1,006,638.2) (1,156,548.9) (1,540,311.7) (161,373.7) (1,240,648.6) (1,367,854.2) (143,305.8)
Gross profit ........................ 503,365.0 652,696.8 907,824.9 95,110.0 748,711.4 675,037.7 70,721.6
Operating Expenses
General and administrative ..... 95,882.2 158,930.1 153,119.1 16,041.8 112,032.7 126,152.2 13,216.6
Selling...................................... 15,289.7 16,187.0 17,154.1 1,797.2 13,388.9 14,970.5 1,568.4
Total operating expenses.... 111,171.9 175,117.1 170,273.1 17,839.0 125,421.6 141,122.7 14,785.0
Income from operations .......... 392,193.1 477,579.7 737,551.7 77,271.0 623,289.7 533,915.0 55,936.6
Other Income (Charges)
Gain (loss) on foreign
exchange net ................. 185,179.2 (72,935.0) (210,187.0) (22,020.6) (232,830.3) 181,362.1 19,000.7
Interest and financing charges
net.................................. (168,519.4) (160,066.5) (142,824.7) (14,963.3) (108,740.7) (128,319.1) (13,443.6)
Interest income ........................ 28,698.7 27,821.8 26,016.8 2,725.7 18,573.3 8,994.9 942.4
Gain on sale of equipment ..... 483.8 346.6 421.6 44.2 423.2 593.8 62.2
Miscellaneous net .............. (3,798.6) (6,283.7) (4,471.6) (468.5) (3,820.8) 67,828.1 7,106.1
Other income (charges)
net .................................. 42,043.8 (211,116.8) (331,044.9) (34,682.5) (326,395.3) 130,459.8 13,667.9
Income before Income Tax... 434,236.9 266,462.9 406,506.9 42,588.5 296,894.5 664,374.8 69,604.5
Income Tax Benefit
(Expense)
Current..................................... (81,388.8) (114,186.1) (11,962.9) (81,566.0) (176,944.9) (18,538.0)
Deferred................................... (125,341.9) (12,568.6) 16,016.5 1,678.0 16,305.1 (9,674.6) (1,013.6)
Income tax expense............ (125,341.9) (93,957.4) (98,169.6) (10,284.9) (65,260.8) (186,619.5) (19,551.5)
Net Income ............................ Rp 308,895.0 Rp 172,505.5 Rp 308,337.3 $ 32,303.5 Rp 231,633.6 Rp 477,755.4 $ 50,052.9

43
As at December 31, As at October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)


(audited) (unaudited) (unaudited)
Balance Sheet Data
Current Assets
Cash and cash equivalents ......................... Rp 352,814.2 Rp 317,947.0 Rp 492,773.4 $ 51,626.3 Rp 813,941.8 Rp 183,522.4 $ 19,227.1
Trade receivables net ............................ 228,608.9 190,030.9 306,134.4 32,072.7 265,192.0 255,284.9 26,745.4
Other receivables........................................ 984.3 823.3 309.7 32.4 536.4 50,112.8 5,250.2
Inventories net....................................... 81,465.4 99,594.4 124,231.8 13,015.4 116,226.6 204,343.6 21,408.4
Advances .................................................... 1,449.8 53,896.3 152,586.9 15,986.1 78,425.3 45,140.0 4,729.2
Prepaid taxes and expenses ....................... 44,821.1 5,675.7 5,771.1 604.6 6,369.2 7,585.9 794.7
Restricted time deposit............................... 55,948.9 86,724.0 9,085.8 65,310.3 101,788.9 10,664.1
Escrow accounts......................................... 131,144.7 13,739.6

Total current assets............................... 710,143.7 723,916.5 1,168,531.1 122,423.4 1,346,001.6 978,923.3 102,558.8

Non-Current Assets
Property, plant and equipment net ....... 2,043,268.5 1,924,443.9 2,236,185.6 234,278.2 2,147,990.6 2,584,303.6 270,749.5
Advances for purchase of property, plant
and equipment ...................................... 76,305.1 35,402.0 3,709.0 30,863.8 124,931.7 13,088.7
Escrow accounts......................................... 412,761.8 543,535.6 305,819.0 32,039.7 175,164.5 194,019.2 20,326.8
Marginal deposit on letter of credit ......... 12,178.1 16,410.4
Electrical equipment not used in
operations.............................................. 1,343.4 1,741.6 2,671.5 279.9 1,636.9 1,924.9 201.7
Loans to employees ................................... 2,277.9 1,257.1 562.0 58.9 620.4 714.6 74.9
Deferred charges ........................................ 10,423.4 1,092.0
Other non-current assets ............................ 895.1 1,047.2 1,182.0 123.8 1,141.2 2,496.4 261.5

Total non-current assets........................ 2,460,546.7 2,560,508.5 2,581,822.1 270,489.5 2,373,827.8 2,918,813.7 305,795.0

Total Assets................................................ 3,170,690.5 3,284,425.0 3,750,353.2 392,912.9 3,719,829.4 3,897,736.9 408,353.8

Current Liabilities
Trade payables
Third parties ......................................... 49,151.4 44,484.3 68,299.7 7,155.5 56,689.5 60,370.3 6,324.8
Related parties ...................................... 3,477.7 5,090.6 5,721.5 599.4 5,638.4 4,922.6 515.7
Other payables............................................ 19,367.6 4,759.9 17,919.2 1,877.3 3,077.5 30,740.3 3,220.6
Taxes payable ............................................. 9,877.6 54,613.8 83,286.4 8,725.7 48,875.8 119,019.5 12,469.3
Accrued expenses....................................... 2,866.1 5,445.3 11,189.2 1,172.3 54,525.3 60,329.9 6,320.6
Current portion of:
Long-term bank loans .......................... 188,093.6 232,206.2 225,054.8 23,578.3 238,074.2 239,130.4 25,053.0
Deferred credits .................................... 20,282.7 18,764.3 16,370.0 1,715.0 20,239.1 18,725.5 1,961.8

Total current liabilities ......................... 293,116.6 365,364.4 427,840.8 44,823.6 427,119.8 533,238.4 55,865.7

Non-Current Liabilities
Net deferred tax liability............................ 94,206.8 106,775.4 90,759.0 9,508.5 90,470.3 100,433.5 10,522.1
Estimated liability for employee benefits . 32,703.1 39,729.6 51,793.5 5,426.2 50,287.0 61,739.4 6,468.2
Customers deposits ................................... 165,323.2 177,059.1 215,326.0 22,559.0 209,924.5 226,474.3 23,727.0
Long-term portion of:
Long-term bank loans .......................... 2,003,149.5 1,859,552.7 1,936,756.7 202,908.0 1,992,689.7 1,490,767.1 156,183.0
Deferred credits .................................... 96,525.2 77,760.9 61,390.9 6,431.7 59,524.7 40,799.2 4,274.4

Total non-current liabilities .................. 2,391,907.8 2,260,877.9 2,356,026.0 246,833.5 2,402,896.2 1,920,213.5 201,174.8

Total Liabilities......................................... 2,685,024.4 2,626,242.2 2,783,866.8 291,657.1 2,830,016.0 2,453,451.9 257,040.5

Shareholders Equity
Share capital Rp1,000,000 par value
per share
Authorized 500,000 shares
Issued and paid 438,500 shares...... 438,500.0 438,500.0 438,500.0 45,940.3 438,500.0 438,500.0 45,940.3
Difference in foreign currency
translation ............................................. 11.2 (22.4) (2.3) 8.3 20.8 2.2
Retained earnings ....................................... 47,166.0 219,671.6 528,008.8 55,317.8 451,305.2 1,005,764.2 105,370.8

Total Shareholders Equity ..................... 485,666.0 658,182.7 966,486.4 101,255.8 889,813.5 1,444,285.0 151,313.3

Total Liabilities and Shareholders


Equity................................................... Rp 3,170,690.5 Rp 3,284,425.0 Rp 3,750,353.2 $ 392,912.9 Rp 3,719,829.4 Rp 3,897,736.9 $ 408,353.8

44
For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)


(unaudited) (unaudited)
Statement of Cash Flows Data
Net cash provided by operating activities Rp 251,771.9 Rp 288,727.8 Rp 863,031.1 $ 90,417.1 Rp 999,645.5 Rp 441,255.4 $ 46,229.0
Net cash used in investing activities ......... (110,163.6) (132,664.6) (449,681.4) (47,111.7) (326,042.5) (584,002.3) (61,184.1)
Net cash used in financing activities......... (225,276.3) (190,930.4) (238,523.3) (24,989.3) (177,608.2) (166,504.1) (17,444.1)
Net increase (decrease) in cash and cash
equivalents ............................................ (83,668.0) (34,867.2) 174,826.4 (18,316.0) 495,994.8 (309,250.9) (32,399.3)
Cash and cash equivalents at end of
period .................................................... 352,814.2 317,947.0 492,773.4 51,626.3 813,941.8 183,522.4 19,227.1

For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)


(unaudited) (unaudited)
Selected Financial Data
EBITDA(1) ................................................. Rp 553,073.9 Rp 646,786.3 Rp 911,802.7 $ 95,526.7 Rp 768,354.2 Rp 750,075.3 $ 78,583.0
Adjustments:
Interest income ..................................... 28,698.7 27,821.8 26,016.8 2,725.7 18,573.3 8,994.9 942.4
Interest and finance charges................. (168,519.4) (160,066.5) (142,824.7) (14,963.3) (108,740.7) (128,319.1) (13,443.6)
Corporate income tax expense............. (125,341.9) (93,957.4) (98,169.6) (10,284.9) (65,260.8) (186,619.5) (19,551.5)
Depreciation (2) ..................................... (164,195.5) (175,143.7) (178,300.9) (18,680.0) (148,462.1) (147,738.3) (15,478.1)
Foreign exchange gain (loss) ............... 185,179.2 (72,935.0) (210,187.0) (22,020.6) (232,830.3) 181,362.1 19,000.7

Net Income ................................................ Rp 308,895.0 Rp 172,505.5 Rp 308,337.3 $ 32,303.5 Rp 231,633.6 Rp 477,755.4 $ 50,052.9

Notes:

(1) Cikarang Listrindo defines EBITDA as net income (loss) before interest and finance charges, interest income, corporate income tax
benefit (expense), depreciation and foreign exchange loss (gain), for the period presented. You should not compare EBITDA of
Cikarang Listrindo to EBITDA presented by other companies because not all companies use the same definition. See Managements
Discussion and Analysis of Financial Condition and Results of OperationsNon-GAAP Financial Measures. The term Consolidated
EBITDA, as used in the section titled Description of the Notes summarizing certain provisions of the Indenture, the Notes and the
Guarantees, is calculated differently from EBITDA and is not a measurement of financial performance or liquidity under Indonesian
GAAP or U.S. GAAP.

(2) Depreciation of property, plant and equipment, except land rights.

For the ten


months ended
For the years ended December 31, October 31,
2005 2006 2007 2008 2009
Selected Operating Data
Net Generation (MWh) ....................................... 2,152,658 2,141,748 2,338,925 3,129,377 2,415,284
Availability (%) ................................................... 94.4 91.0 96.1 97.5 93.2
Network Distribution Loss (%)........................... 0.68 0.62 0.59 0.69 0.57
SAIDI (1) .............................................................. 0.25 0.33 0.37 0.27 0.09
SAIFI (2) ............................................................... 0.74 0.53 0.68 0.40 0.13

Notes:

(1) SAIDI, or the System Average Interruption Duration Index, is calculated as the sum of all customer interruption durations, divided
by the total number of customers served. The median value for SAIDI established under IEEE Standard 136-2000 is 1.5.

(2) SAIFI, or the System Average Interruption Frequency Index, is calculated as the total of all customer interruptions, divided by the
total number of customers served. The median value for SAIFI established under IEEE Standard 136-2000 is 1.1.

45
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

The following managements discussion and analysis of financial condition and results of operations should
be read in conjunction with the selected financial and other data, the audited and unaudited consolidated financial
statements and related notes to the consolidated financial statements as of and for the years ended December 31,
2006, 2007 and 2008, and as of and for the ten months ended October 31, 2008 and 2009, respectively, and other
financial information, contained in this offering memorandum. These consolidated financial statements have been
prepared in accordance with Indonesian GAAP, which differ in certain significant respects from U.S. GAAP. See
Summary of Certain Significant Differences Between Indonesian GAAP and U.S. GAAP.

The consolidated financial statements of Cikarang Listrindo as of and for the years ended December 31,
2006, 2007 and 2008 have been audited, in accordance with auditing standards established by the IICPA and the
unaudited interim consolidated financial statements of Cikarang Listrindo as of and for the ten months ended
October 31, 2008 and 2009, have been reviewed, in accordance with SA 722, by Purwantono, Sarwoko & Sandjaja
(a member firm of Ernst & Young Global Limited), independent public accountants. A review conducted in
accordance with SA 722 is substantially less in scope than an audit conducted in accordance with auditing
standards established by the IICPA and, as stated in their review report appearing in this offering memorandum,
Purwantono, Sarwoko & Sandjaja did not audit and do not express any opinion on the unaudited interim
consolidated financial statements included in this offering memorandum.

The discussion contains forward-looking statements and reflects the current view of Cikarang Listrindo with
respect to future events and financial performance. Actual results may differ materially from those anticipated in
these forward-looking statements as a result of certain factors, such as those set forth under Forward Looking
Statements and Risk Factors and contained in this offering memorandum.

Overview

Cikarang Listrindo is engaged in electricity generation and distribution in Indonesia and is the sole IPP
supplying electricity to over 1,500 customers located in the five neighboring industrial estates in the Cikarang
area. Cikarang Listrindo also supplies electricity to PLN, a state-owned electric utility company, under the EPSPA
pursuant to which PLN has committed to purchase a fixed volume of electricity from Cikarang Listrindo each
month on a take-or-pay basis. Cikarang Listrindos industrial estates business has in recent years offered
consistent revenue growth and strong cash flow, while its PLN business provides reliable demand.

Cikarang Listrindo owns and operates a natural gas-fired combined-cycle power plant with an installed
generation capacity of 518 MW. Cikarang Listrindos power plant is located on an approximately 16 hectare site
in the Cikarang area of Bekasi Regency, West Java, Indonesia, which is approximately 45 kilometers east of
Jakarta. Commencing its operations in November 1993 with two GE Frame 6B gas turbines operating in
simple-cycle and providing an installed generation capacity of 60 MW, Cikarang Listrindos power plant has
increased installed generation capacity through periodic expansions. By the end of 1998, the power plant had
increased installed generation capacity to 300 MW through the operation of two combined-cycle trains, each
consisting of three GE Frame 6B gas turbines, three dual-pressure Stork Ketels HRSGs and a single MHI
condensing-type steam turbine. In 2005 Cikarang Listrindo launched its current capacity expansion plan, which
is comprised of three stages and upon completion is expected to increase its installed generation capacity to 646
MW. The first stage of the capacity expansion plan was completed in July 2006 with the installation of the first
GE Frame 9E gas turbine, which increased installed generation capacity to 409 MW. The second stage of the
capacity expansion plan was completed in December 2009 with the installation of the second GE Frame 9E gas
turbine, which increased installed generation capacity to 518 MW. The third and final stage of the capacity
expansion plan involves the installation of two Alstom dual-pressure HRSGs and a Siemens condensing-type
steam turbine, which is expected to increase installed generation capacity to 646 MW. The capacity expansion plan
is expected to be completed by the end of 2010.

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Power is supplied to industrial estate customers through Cikarang Listrindos 20kV and 380V distribution
system and to PLN through Cikarang Listrindos 150kV transmission system. The power plant and the electricity
transmission and distribution systems are operated and maintained by Cikarang Listrindos own trained staff and
by third-party service providers, as necessary.

Cikarang Listrindo had net sales of Rp2,448,136.6 million (US$256.5 million) for the year ended December
31, 2008 and Rp2,042,891.9 million (US$214.0 million) for the ten months ended October 31, 2009. Net sales to
industrial estate customers accounted for 74.9% of Cikarang Listrindos total net sales for the year ended
December 31, 2008 and 74.2% of total net sales for the ten months ended October 31, 2009. Cikarang Listrindo
had EBITDA of Rp911,802.7 million (US$95.5 million) for the year ended December 31, 2008 and Rp750,075.3
million (US$78.6 million) for the ten months ended October 31, 2009. In addition, Cikarang Listrindos net
income was Rp308,337.3 million (US$32.3 million) for the year ended December 31, 2008 and Rp477,755.4
million (US$50.1 million) for the ten months ended October 31, 2009.

Factors Affecting Cikarang Listrindos Results of Operations

Cikarang Listrindos business and results of operations have been affected by a number of important factors
that it believes will continue to affect its business and results of operations. Among these factors are the following:

Electricity Tariffs

Cikarang Listrindos revenues are significantly impacted by the electricity tariff rates that it is allowed to
charge, which are currently regulated by the Ministry for Energy and Mineral Resources pursuant to the Old
Electricity Implementing Regulations. However, under New Electricity Law No. 30, the central Government no
longer has the exclusive authority to set electricity tariffs. Rather, the central Government, with the approval of
the House of Representatives, will set tariffs for consumers who purchase from holders of electricity licenses
issued by the central Government, and regional governments, with the approval of the regional House of
Representatives, will be allowed to set different tariffs for consumers who purchase from holders of electricity
licenses issued regionally, provided that such regional tariffs are set in accordance with national guidelines to be
issued by the central Government. See RegulationNew Electricity Law No. 30. Moreover, until the
implementing regulations of New Electricity Law No. 30 are issued, it is unclear how this new tariff policy will
be implemented or how such implementation will affect Cikarang Listrindos business, financial condition, results
of operations or prospects. See Risk FactorsRisks Relating to Cikarang Listrindos BusinessCikarang
Listrindo operates under a Government-regulated tariff regime and is therefore unable to unilaterally adjust the
pricing of electricity that it sells, and subject to uncertainty resulting from the change in tariff policy under New
Electricity Law No. 30. Any adverse change in the Governments tariff policy may have a significant impact on
Cikarang Listrindos results of operations by limiting the revenues which it may derive from the generation,
transmission and distribution of electricity, its sole business activity.

Diesel Fuel Subsidies

During the period from 2002 to 2005, Cikarang Listrindo experienced a decrease in the rate of growth of
electricity sales, as some of its customers decided to take advantage of diesel fuel subsidies provided by the
Government and established their own internal power supply sources that use diesel fuel. In mid-2005, the
Government abolished the diesel fuel subsidies and the cost of such internal power supply increased substantially.
As a result, by early 2006, most of the customers who had internally generated a portion of their power
requirements reverted to using Cikarang Listrindos electricity for all of their power requirements. If the
Government re-introduces diesel fuel or other similar subsidies in the future, or if internal power supply again
becomes cost-effective for other reasons, it could have a material adverse effect on Cikarang Listrindos business,
financial condition, results of operations and prospects. See Risk FactorsRisks Relating to Cikarang Listrindos
Business Cikarang Listrindos electricity sales may be adversely affected if the Government re-introduces diesel
fuel or other similar subsidies, or customers develop internal power supplies.

Demand for Electricity by Industrial Estates

For the years ended December 31, 2006, 2007 and 2008 and for the ten months ended October 31, 2009,
Cikarang Listrindos industrial estate sales represented 88.4%, 87.2%, 74.9% and 74.2% respectively, of its total

47
net electricity sales. Accordingly, Cikarang Listrindos results of operations depend primarily on the continued
existence, success and growth of the businesses in the industrial estates served by Cikarang Listrindo. As these
businesses in the industrial estates are primarily export-oriented companies engaging in light or heavy
manufacturing, their success and growth depends in large part on the strength and growth of the global economy
and are also subject to any contraction or adverse impacts to the global economy. For example, during the recent
global economic slowdown resulting from extraordinary volatility in international capital and credit markets and
related disruptions in the financial sector, Cikarang Listrindo experienced a decrease in electricity demand by
industrial estate customers for the fourth quarter of 2008 and the first quarter of 2009. Although electricity demand
from industrial estate customers increased in the third quarter of 2009 to levels seen before the fourth quarter of
2008, if the economic downturn and the weak economic sentiment continue, Cikarang Listrindos business and
financial condition may experience additional adverse effects. New connections will remain the key demand driver
for industrial estate sales. This in turn depends on increased power consumption from developed land and the
development of available-for-sale industrial land. The industrial estates served by Cikarang Listrindo may not
continue to expand or new land may not be developed and made available for future sale in a timely manner or
at all. Any global economic downturn or other factors causing any of the existing businesses in these industrial
estates to scale back or cease their operations or move to a different industrial estate not served by Cikarang
Listrindo or any lack of available-for-sale industrial land for future development could have a material adverse
effect on its business, financial condition, results of operations and prospects. See Risk FactorsRisks Relating
to Cikarang Listrindos BusinessCikarang Listrindos financial performance is highly dependent on the
continued existence, success and growth of industrial estate businesses and continued expansion of the existing
industrial estates and development of new available-for-sale industrial land in the industrial estates in which it
operates, all of which in part depend on the growth of the general global economy.

Demand for Electricity by PLN

In 1996, Cikarang Listrindo entered into the EPSPA with PLN, pursuant to which PLN committed to
purchase a fixed volume of electricity from Cikarang Listrindo each month on a take-or-pay basis for a term of
20 years.

Under the EPSPA, Cikarang Listrindo provides to PLN a monthly volume of electricity based on an annual
capacity commitment of 150 MW. However, Cikarang Listrindo expects to enter into a new agreement with PLN
under which the capacity commitment will be doubled to 300 MW. For the years ended December 31, 2006, 2007
and 2008 and for the ten months ended October 31, 2009, Cikarang Listrindos sales to PLN represented 11.6%,
12.8%, 25.1% and 25.8% respectively, of its total net electricity sales. Historically, Cikarang Listrindo has been
able to deliver only a portion of PLNs off-take requirement due to capacity constraints and temporary difficulties
in obtaining adequate supplies of natural gas. Cikarang Listrindo seeks to manage its capacity constraint with a
view to reducing the adverse impact on its revenues. However, by completing the first stage of its capacity
expansion plan and installing the first GE Frame 9E gas turbine in July 2006, and entering into the PGN Sale and
Purchase Agreement whereby PGN will supply gas until November 30, 2014, Cikarang Listrindo has alleviated
such capacity constraints. Furthermore, Cikarang Listrindo believes that the second GE Frame 9E gas turbine,
which became operational in the fourth quarter of 2009, as well as the installation of the two Alstom HRSGs and
the Siemens steam turbine that are expected to be operational by the end of 2010 should provide enough additional
capacity to satisfy PLN demand at 300 MW. However, if Cikarang Listrindo is not successful in entering into a
new agreement with PLN with the increased capacity commitment and/or fails to successfully complete the
capacity expansion plan, it may not be able to increase its sales to PLN as expected.

Despite the existence of binding agreements, there can be no assurance that Cikarang Listrindo will not
experience difficulties in collecting payments from PLN in the future, and such difficulties may adversely affect
its business, results of operation and prospects. Between June 1998 and March 2003, PLN suspended its purchase
of power from Cikarang Listrindo under the EPSPA due to adverse economic conditions which reduced PLNs
power distribution and adversely affected PLNs financial condition. At the same time, PLNs financial difficulties
also adversely affected Cikarang Listrindos ability to collect its accounts receivable from PLN, which resulted
in a restructuring of receivables due from PLN. See Risk FactorsRisks Relating to Cikarang Listrindos
BusinessCikarang Listrindo is subject to risks associated with reliance on PLN as a significant customer.

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Natural Gas and Diesel Fuel Expenses

Natural gas and diesel fuel, depreciation, spare parts, maintenance and repairs and employee salaries and
benefits together account for nearly all of Cikarang Listrindos costs of sales, with natural gas and diesel fuel alone
representing 81.3% of its costs of sales for the year ended December 31, 2008 and 79.2% for the ten months ended
October 31, 2009. Cikarang Listrindos natural gas and diesel fuel costs increased 47.5% from Rp848,726.8
million for the year ended December 31, 2007 to Rp1,252,293.9 million (US$131.2 million) for the year ended
December 31, 2008 and increased 7.2% from Rp1,010,149.4 million for the ten months ended October 31, 2008
to Rp1,082,939.1 million (US$113.5 million) for the ten months ended October 31, 2009, primarily due to
increased consumption of natural gas and an increase in the unit cost of gas purchased from Pertamina.

In addition, Cikarang Listrindos costs will continue to depend in significant part on its blended average heat
rate, which, in addition to being dependent on the type of fuel used to operate the power plant, is also affected
by the power plants capacity factor and its mode of operation. Cikarang Listrindo plans to bring online two
Alstom HRSGs and a Siemens steam turbine by the end of 2010, which is expected to facilitate the conversion
of the two GE Frame 9E gas turbines from simple-cycle to combined-cycle and cause the power plants blended
average heat rate to improve in the future. There can be no assurance, however, that Cikarang Listrindo will be
able to successfully complete its capacity expansion plan within the expected time schedule or at all.

General Global Economic Conditions

Recent difficulties affecting the global financial sectors, adverse conditions and volatility in the United
States and worldwide credit and financial markets, fluctuations in oil and commodity prices and the general
weakness of the global economy have increased the uncertainty of global economic prospects in general. In 2007,
credit markets in the United States began to experience difficult conditions and volatility that in turn affected
worldwide financial markets. In 2008, liquidity and credit concerns and volatility in the global credit and financial
markets increased significantly with the bankruptcy or acquisition of, and government assistance to, several major
U.S. and European financial institutions. These developments resulted in reduced liquidity and greater volatility
in the United States and global credit and financial markets. In 2009, these concerns and volatility were heightened
by government assistance and incentives to several major non-financial U.S. and European companies, and
additional requests for such assistance. If the economic downturn and the weak economic sentiment continue,
Cikarang Listrindos business and financial condition may experience additional adverse effects.

Cikarang Listrindos results of operations depend primarily on the continued existence, success and growth
of the businesses in the industrial estates served by Cikarang Listrindo. See Demand for Electricity by
Industrial Estates. As these businesses in the industrial estates are primarily export-oriented companies engaging
in light or heavy manufacturing, they are exposed to the development of the global economy as well as the
industries and geographical markets in which they operate. As a result, Cikarang Listrindos financial condition
and results of operations may be influenced by the general state of the global economy. Any significant decrease
in the level of economic activity or economic growth in the global economy may adversely affect Cikarang
Listrindos financial condition or results of operations.

General Economic Conditions in Indonesia

Cikarang Listrindos financial performance is, in part, dependent on general conditions in the economy of
Indonesia as all of its assets and customers are located in Indonesia and all of its operating revenue is generated
from its business activities in Indonesia. The rate of increase in electricity consumption in Indonesia has broadly
reflected the increase in Indonesias GDP growth rates. Indonesia experienced a recessionary phase with relatively
low levels of growth in 1999 through 2002. The rate of growth has increased in recent years from 5.0% in 2004,
to 5.7% in 2005, 5.5% in 2006, 6.3% in 2007 and 6.1% in 2008. As Cikarang Listrindo operates only in Indonesia,
any change in general economic conditions in Indonesia could impact its capacity utilization, which could affect
its business, financial condition, results of operations and prospects.

Effects of RupiahU.S. Dollar Exchange Rate

Although the Rupiah has appreciated considerably from its low point of approximately Rp17,000 per U.S.
Dollar in June 1998 to Rp9,545 per U.S. Dollar on October 31, 2009, the Rupiah continues to experience

49
significant volatility. A weakening of the Rupiah may increase Cikarang Listrindos costs of sales and operating
expenses denominated in or tied to the value of foreign currencies and would increase the Rupiah cost of its
foreign currency expenditures, which include expenditures for natural gas supplies, equipment and machinery. In
addition, weakening of the Rupiah will increase the amount of Rupiah required to pay interest expenses on its U.S.
Dollar-denominated indebtedness, as well as increase in Rupiah terms its principal repayments on such
indebtedness. Fluctuations in the Rupiah-U.S. Dollar exchange rate have resulted in Cikarang Listrindo recording
a net foreign exchange loss of Rp72,935.0 million and Rp210,187.0 million (US$22.0 million) in 2007 and 2008,
respectively, and a net foreign exchange gain of Rp185,179.2 million in 2006, reflecting a depreciation by the
Rupiah of 4.4% and 16.3% in 2007 and 2008, respectively, and an appreciation by the Rupiah of 8.2% in 2006.
These foreign exchange gains and losses resulted primarily from the restatement of bank loans denominated in
U.S. Dollars, which did not have any impact on Cikarang Listrindos cash flow other than their impact on tax
expenses. Cikarang Listrindos natural gas expenses, comprising 80.9% of its cost of sales for the year ended
December 31, 2008, and 79.0% of its costs of sales for the ten months ended October 31, 2009 were denominated
in foreign currencies, and 80.3% of Cikarang Listrindos total liabilities for the year ended December 31, 2008,
and 73.9% of its total liabilities for the ten months ended October 31, 2009 were denominated in foreign
currencies.

Cikarang Listrindo currently does not hedge foreign exchange exposures in its business or financing
operations. However, because Cikarang Listrindos tariffs for both industrial estate customers and PLN are
automatically adjusted to reflect fluctuations in the Rupiah-U.S. Dollar exchange rate, it is able to pass on to its
customers any increase in Rupiah costs due to the depreciation of the Rupiah against the U.S. Dollar.

The primary foreign currency to which Cikarang Listrindo is exposed is the U.S. Dollar. Tariffs for both
industrial estate customers and PLN include automatic adjustments for currency fluctuations and are billed to
customers in Rupiah at the prevailing exchange rate at the time of billing. In U.S. Dollar terms, Cikarang
Listrindos tariffs remain constant regardless of the Rupiah-U.S. Dollar exchange rate. However, depreciation of
the Rupiah against the U.S. Dollar may negatively impact the ability of Cikarang Listrindos customers to pay
electricity bills or comply with their obligations under their agreements with Cikarang Listrindo.

Modification of the current floating exchange rate policy of Indonesia could also result in significantly
higher domestic interest rates, liquidity shortages, capital or exchange controls or the withholding of additional
financial assistance by multinational lenders. This could result in a reduction of economic activity, an economic
recession, loan defaults and increases in the price of imports, all of which could materially adversely impact
Cikarang Listrindos results of operations.

Critical Accounting Policies

Cikarang Listrindo has prepared its consolidated financial statements contained in this offering
memorandum in accordance with Indonesian GAAP. Preparation of Cikarang Listrindos consolidated financial
statements requires its management to make estimates and judgments under the critical accounting policies
described below.

Basis of Preparation of Consolidated Financial Statements

The consolidated financial statements, presented in Rupiah, have been prepared on a historical cost basis
except for inventories which are stated at the lower of cost or net realizable value.

The consolidated statements of cash flows present receipts and disbursements of cash and cash equivalents
classified into operating, investing and financing activities. The cash flows from operating activities are presented
using the indirect method.

Principles of Consolidation

The consolidated financial statements include the accounts of Cikarang Listrindo and its direct and indirect
wholly-owned subsidiaries, the Issuer and Signal Capital. All significant intercompany accounts and transactions
have been eliminated.

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The financial statements of the Issuer and Signal Capital, which are reported in Euros, have been translated
into Rupiah amounts at the middle rate of exchange prevailing at the balance sheet date for assets and liabilities,
average rate of exchange for items on income statement and historical rates for items under shareholders equity.

The resulting difference from the translation of amounts in the balance sheet and income statement is
presented as Difference in Foreign Currency Translation under the shareholders equity section of Cikarang
Listrindos consolidated balance sheets.

Foreign Currency Transactions and Balances

Transactions involving foreign currencies are recorded in the accounts as Indonesian Rupiah amounts using
the rates of exchange prevailing at the time the transactions are made. At the balance sheet date, monetary assets
and liabilities denominated in foreign currency, substantially in U.S. Dollars, are adjusted to reflect the rate of
exchange prevailing at such date, and the resulting gains or losses are credited or charged to current operations.

The rates of exchange used as of the balance sheet dates are based on the average of the last published
buying and selling rates for bank notes and/or transaction exchange rates from the Bank Indonesia.

Revenue and Expense Recognition

Revenue from sales is recognized upon delivery of electricity. Revenue from connection charges is
recognized at the time the related contract is executed. Expenses are recognized when incurred (accrual basis).

Cash and Cash Equivalents

Cash and cash equivalents consist of cash in banks and on hand, and short-term time deposits with original
maturities of three months or less and which are not pledged as collateral for loans or not restricted as to use.

Allowance for Doubtful Accounts

Cikarang Listrindo provides allowances for doubtful accounts based on a review of the status of individual
receivable accounts.

Inventories

Inventories are stated at the lower of cost or net realizable value. Cost is determined by the weighted average
cost method.

Property, Plant and Equipment

Property, plant and equipment, except land rights which are stated at cost and not depreciated, are stated at
cost less accumulated depreciation. Depreciation is computed using the straight-line method based on the
estimated useful lives of the assets as follows:

Years

Land improvements ...................................................................................................................... 12.5


Buildings and infrastructure ......................................................................................................... 10 - 15
Machinery and equipment ............................................................................................................ 20
Furniture, fixtures and office equipment ..................................................................................... 4-5
Transportation equipment ............................................................................................................. 4-5

The cost of repairs and maintenance is charged to income as incurred and significant renewals and
betterments that extended the assets useful life or give economic benefit in the future are capitalized. When assets
are retired, or when assets are disposed of, their costs and related accumulated depreciation are removed from the
accounts and any resulting gain or loss is credited or charged to current operations.

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Machinery and equipment under installation/construction and land rights under development are stated at
cost. The accumulated cost will be reclassified to the appropriate property, plant and equipment accounts when the
assets are completed and are ready for use.

Borrowing costs incurred during the construction period on loans obtained to finance the construction of
power plant facilities are capitalized as part of the cost of construction in progress.

In accordance with the Statement of Financial Accounting Standards (PSAK) No. 48, Impairment of
Asset Value, Cikarang Listrindo reviews and evaluates its long-lived assets for impairment when events or
changes in circumstances indicate that related carrying amounts are not recoverable. An impairment loss is
recognized when there is impairment in asset value. Impairment loss is measured as the amount by which the asset
carrying value exceeds its recoverable value.

Leases

In accordance with the Statement of Financial accounting Standards (PSAK) No. 30 (Revised 2007),
Leases, the determination of whether an arrangement is, or contains a lease, is based on the substance of the
arrangement at inception date, whether the fulfillment of the arrangement is dependent on the use of a specific
asset and whether the arrangement conveys a right to use the asset. Leases which transfer substantially to the lessee
all the risks and rewards incidental to ownership of the leased item are classified as finance leases. Leases which
do not transfer substantially all the risks and rewards incidental to ownership of the leased item are classified as
operating leases.

Under a finance lease, Cikarang Listrindo, as a lessee, must recognize assets and liabilities on its balance
sheets at amounts equal to the fair value of the leased property, or, if lower, the present value of the minimum lease
payments, each determined at the date of inception of the lease. Minimum lease payments are apportioned between
finance charges and the reduction of the outstanding liability. Finance charges are allocated to each period during
the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Contingent rents are charged as expenses in the periods in which they are incurred. Finance charges are reflected
in the income statement. Capitalized leased assets (presented under the account of property, plant and equipment)
are depreciated over the shorter of the estimated useful life of the assets and the lease term, if there is no reasonable
certainty that Cikarang Listrindo will obtain ownership by the end of the lease term. Under an operating lease,
Cikarang Listrindo recognizes lease payments as an expense on a straight-line basis over the lease term.

Income Tax

Cikarang Listrindo provides current income tax on the basis of its income for financial reporting purposes,
adjusted for certain income and expense items which are not assessable or deductible for tax purposes.

Cikarang Listrindo applies the liability method to determine its deferred income tax expense or benefit.
Under the liability method, deferred tax assets and liabilities are recognized in the event of any temporary
differences between the financial and the tax bases of assets and liabilities at each reporting date. This method also
requires the recognition of future tax benefits on unused tax losses to the extent that realization of such benefits
is probable. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period
when the asset is realized or the liability is settled based on the tax rates (and tax laws) that have been enacted
or substantively enacted at the balance sheet date.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to
the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the
deferred income tax asset to be utilized. Unrecognized deferred income tax assets are reassessed at each balance
sheet date and are recognized to the extent that it has become probable that future taxable profit will allow the
deferred tax asset to be recovered.

Amendments to tax obligations are recorded when an assessment is received and Cikarang Listrindo has
incurred an obligation on the assessment or, if appealed against by Cikarang Listrindo, when the result of the
appeal is determined.

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Debt Restructuring

Cikarang Listrindo accounts for its debt restructuring under PSAK No. 54, Accounting for Troubled Debt
Restructuring, which requires it to account for the effects of the restructuring prospectively from the time of
restructuring, and shall not recognize gains or losses on restructuring unless the carrying amount of the payable
at the time of restructuring exceeds the total future cash payments specified by the new terms.

Employee Benefits

Cikarang Listrindo has defined contribution pension plans covering substantially all of its eligible
employees. Cikarang Listrindos contributions to the retirement plans are recognized as expense when incurred.

In addition, Cikarang Listrindo recognizes its estimated liability for employee retirement benefits in
accordance with Labor Law No. 13 and employee benefits for long leave allowance based on the actuarial
valuation by an independent actuary, using the projected unit credit method. Actuarial gains and losses are
recognized as income or expense when the net cumulative unrecognized actuarial gains and losses at the end of
the previous reporting year exceeded 10% of the higher of the present value of the defined benefit obligation or
the fair value of the plan assets, if any, at that date. These gains or losses are recognized on a straight-line basis
over the expected average remaining working lives of the employees. Actuarial gains and losses and past service
costs for long leave allowance are recognized immediately.

Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting
principles requires management to make estimations and assumptions that affect amounts reported therein. Due
to inherent uncertainly in making estimates, actual results reported in future periods may be based on amounts that
differ from those estimates.

Non-GAAP Financial Measures

The following table reconciles Cikarang Listrindos net income under Indonesian GAAP to its definition of
EBITDA for the periods indicated:

For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$ 000) (Rp millions) (US$ 000)


(unaudited) (unaudited)
Selected Financial Data
EBITDA(1) ................................................. Rp 553,073.9 Rp 646,786.3 Rp 911,802.7 $ 95,526.7 Rp 768,354.2 Rp 750,075.3 $ 78,583.0
Adjustments:
Interest income ..................................... 28,698.7 27,821.8 26,016.8 2,725.7 18,573.3 8,994.9 942.4
Interest and finance charges................. (168,519.4) (160,066.5) (142,824.7) (14,963.3) (108,740.7) (128,319.1) (13,443.6)
Corporate income tax expense............. (125,341.9) (93,957.4) (98,169.6) (10,284.9) (65,260.8) (186,619.5) (19,551.5)
Depreciation (2) ..................................... (164,195.5) (175,143.7) (178,300.9) (18,680.0) (148,462.1) (147,738.3) (15,478.1)
Foreign exchange gain (loss) ............... 185,179.2 (72,935.0) (210,187.0) (22,020.6) (232,830.3) 181,362.1 19,000.7

Net Income ................................................ Rp 308,895.0 Rp 172,505.5 Rp 308,337.3 $ 32,303.5 Rp 231,633.6 Rp 477,755.4 $ 50,052.9

Notes:

(1) Cikarang Listrindo defines EBITDA as net income (loss) before interest and finance charges, interest income, corporate income tax
benefit (expense), depreciation and foreign exchange loss (gain) for the period presented. You should not compare EBITDA of Cikarang
Listrindo to EBITDA presented by other companies because not all companies use the same definition.

(2) Depreciation of property, plant and equipment, except land rights.

You should not consider Cikarang Listrindos definition of EBITDA in isolation or construe it as an
alternative to net income or as an indicator of operating performance or any other standard measure under
Indonesian GAAP or U.S. GAAP. The term Consolidated EBITDA, as used in the section titled Description
of the Notes summarizing certain provisions of the Indenture, the Notes and the Guarantees, is calculated
differently from EBITDA and is not a measurement of financial performance or liquidity under Indonesian GAAP
or U.S. GAAP.

53
Results of Operations

The following table shows a breakdown of Cikarang Listrindos results of operations and each item
expressed as a percentage of its total net sales for each of the periods indicated:

For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2009

(Rp millions, except percentages)


(unaudited)
Rp % Rp % Rp % Rp % Rp %
Net Sales
Industrial estate....................... Rp1,334,164.3 88.4% Rp1,577,573.7 87.2% Rp1,833,906.2 74.9% Rp1,506,980.3 75.8% Rp1,514,816.1 74.2%
PLN ......................................... 175,839.0 11.6 231,672.0 12.8 614,230.3 25.1 482,379.7 24.2 528,075.8 25.8

Total net sales ................... 1,510,003.3 100.0 1,809,245.7 100.0 2,448,136.6 100.0 1,989,360.0 100.0 2,042,891.9 100.0
Cost of sales............................ (1,006,638.2) (66.7) (1,156,548.9) (63.9) (1,540,311.7) (62.9) (1,240,648.6) (62.4) (1,367,854.2) (67.0)

Gross profit ....................... 503,365.0 33.3 652,696.8 36.1 907,824.9 37.1 748,711.4 37.6 675,037.7 33.0

Operating Expenses
General and administrative..... 95,882.2 6.3 158,930.1 8.8 153,119.1 6.3 112,032.7 5.6 126,152.2 6.2
Selling ..................................... 15,289.7 1.0 16,187.0 0.9 17,154.1 0.7 13,388.9 0.7 14,970.5 0.7

Total operating expenses... 111,171.9 7.3 175,117.1 9.7 170,273.1 7.0 125,421.6 6.3 141,122.7 6.9

Income from Operations...... 392,193.1 26.0 477,579.7 26.4 737,551.7 30.1 623,289.7 31.3 533,915.0 26.1

Other Income (Charges)


Interest and financing charges
net................................. (168,519.4) (11.2) (160,066.5) (8.8) (142,824.7) (5.8) (108,740.7) (5.5) (128,319.1) (6.3)
Interest income........................ 28,698.7 1.9 27,821.8 1.5 26,016.8 1.1 18,573.3 0.9 8,994.9 0.4
Gain (loss) on foreign
exchange net ................ 185,179.2 12.3 (72,935.0) (4.0) (210,187.0) (8.6) (232,830.3) (11.7) 181,362.1 8.9
Gain on sale of equipment ..... 483.8 (0.0) 346.6 0.0 421.6 0.0 423.2 0.0 593.8 0.0
Miscellaneous net .............. (3,798.6) (0.3) (6,283.7) (0.3) (4,471.6) (0.2) (3,820.8) (0.2) 67,828.1 3.3

Other income (charges)


net ...................................... 42,043.8 2.8 (211,116.8) (11.7) (331,044.9) (13.5) (326,395.3) (16.4) 130,459.8 6.4

Income before Income Tax .. 434,236.9 28.8 266,462.9 14.7 406,506.9 16.6 296,894.5 14.9 664,374.8 32.5
Income tax expense ................ (125,341.9) (8.3) (93,957.4) (5.2) (98,169.6) (4.0) (65,260.8) (3.3) (186,619.5) (9.1)

Net Income............................. Rp 308,895.0 20.5% Rp 172,505.5 9.5% Rp 308,337.3 12.6% Rp 231,633.6 11.6% Rp 477,755.4 23.4%

Net Sales

Cikarang Listrindos net sales revenue consists of connection charges and usage charges, net of any sales
discounts granted to customers. Connection charges are one-time charges incurred whenever a new connection to
a customers location is established and is determined based on the voltage level of the customers connection.
Usage charges are capacity charges based on the customers contracted capacity and the variable monthly fees
computed based on the number of kWh of electricity delivered to the customer.

The following table shows the details of Cikarang Listrindos net sales for each of the periods indicated:

For the years ended December 31, For the ten months ended October 31,
2006 2007 2008 2008 2008 2009 2009
(Rp millions) (US$000) (Rp millions) (Rp millions) (US$000)
(unaudited) (unaudited)
Sales
Connection charges ................. Rp 29,209.5 Rp 28,184.4 Rp 50,173.0 $ 5,256.5 Rp 40,099.0 Rp 15,166.7 $ 1,589.0
Usage charges Industrial
estates ................................. 1,331,913.5 1,585,069.5 1,818,313.3 190,499.0 1,489,337.1 1,521,183.2 159,369.6
Usage charges PLN ........... 175,839.0 231,672.0 614,230.3 64,351.0 482,379.7 528,075.8 55,324.9
Total sales................................ 1,536,962.0 1,844,925.8 2,482,716.6 260,106.5 2,011,815.8 2,064,425.7 216,283.5
Less sales discounts ........... 26,958.7 35,680.2 34,580.0 3,622.8 22,455.8 21,533.8 2,256.0
Total Net Sales ....................... Rp1,510,003.3 Rp1,809,245.7 Rp2,448,136.6 $ 256,483.7 Rp1,989,360.0 Rp2,042,891.9 $ 214,027.4

54
Cost of Sales

Cikarang Listrindos cost of sales consists of direct and indirect cost of sales. The direct costs include gas
and diesel fuel costs, spare parts and consumables costs and direct labor costs. The indirect costs include salaries
and employees benefits for the technical division employees, repairs and maintenance, depreciation, and other
overhead expenses.

The following table shows a breakdown of Cikarang Listrindos cost of sales for each of the periods
indicated:

For the years ended December 31, For the ten months ended October 31,
2006 2007 2008 2008 2008 2009 2009
(Rp millions) (US$000) (Rp millions) (Rp millions) (US$000)
(unaudited) (unaudited)
Direct Costs:
Natural gas .............................. Rp 606,434.7 Rp 725,893.4 Rp1,245,920.6 $ 130,531.2 Rp1,004,057.0 Rp1,080,222.3 $ 113,171.5
Diesel fuel ............................... 164,941.1 122,833.4 6,373.3 667.7 6,092.3 2,716.8 284.6
Spare parts............................... 31,379.1 84,970.1 36,554.6 3,829.7 31,633.5 76,060.2 7,968.6
Rental of equipment................ 2,828.5 10,985.3 1,150.9 8,820.3 6,634.9 695.1
Direct labor ............................. 2,475.8 2,885.7 3,407.6 357.0 2,817.7 3,395.5 355.7
Total Direct Costs .............. 805,230.7 939,411.1 1,303,241.3 136,536.5 1,053,420.9 1,169,029.7 122,475.6
Indirect Costs:
Salaries .................................... 18,261.6 21,510.3 28,658.4 3,002.4 21,977.3 25,826.2 2,705.74
Repairs and maintenance ........ 7,703.8 11,661.3 9,831.8 1,030.1 7,946.7 8,916.2 934.1
Depreciation ............................ 161,734.8 172,421.7 175,780.3 18,416.0 146,310.8 145,980.2 15,293.9
Other overhead expenses ........ 13,707.4 11,544.5 22,799.9 2,388.7 10,992.9 18,101.9 1,896.5
Total Indirect Costs............ 201,407.6 217,137.8 237,070.4 24,837.1 187,227.7 198,824.5 20,830.2
Total Cost of Sales ................ Rp1,006,638.2 Rp1,156,548.9 Rp1,540,311.7 $ 161,373.7 Rp1,240,648.6 Rp1,367,854.2 $ 143,305.8

Operating Expenses

Cikarang Listrindos operating expenses consist of general and administrative expenses and selling
expenses. General and administrative expenses include salaries and employees benefits for the commercial
division (excluding marketing) employees, depreciation, and other general and administrative expenses. Selling
expenses include salaries and employees benefits for the marketing department employees, depreciation and other
selling expenses.

The following table shows a breakdown of Cikarang Listrindos operating expenses for each of the periods
indicated:

For the years ended December 31, For the ten months ended October 31,
2006 2007 2008 2008 2008 2009 2009
(Rp (Rp
(Rp millions) (US$000) millions) millions) (US$000)
(unaudited) (unaudited)
General and Administrative
Expenses:
Salaries and employees benefits
and allowances.............................. Rp 67,209.6 Rp 87,866.6 Rp 107,546.4 $ 11,267.3 Rp 74,411.7 Rp 81,519.6 $ 8,540.6
Depreciation....................................... 2,179.4 2,431.2 2,193.0 229.8 1,863.5 1,556.5 163.1
Other general and administrative
expenses ........................................ 26,493.2 68,632.4 43,379.7 4,544.8 35,757.5 43,076.0 4,512.9
Total general and administrative
expenses ................................... 95,882.2 158,930.1 153,119.1 16,041.8 112,032.7 126,152.2 13,216.6
Selling Expenses:
Salaries and employees benefits ...... 3,849.8 3,484.4 3,757.3 393.6 2,843.8 3,470.3 363.6
Depreciation....................................... 281.3 290.8 327.6 34.3 287.8 201.5 21.1
Other selling expenses....................... 11,158.6 12,411.8 13,069.2 1,369.2 10,257.3 11,298.7 1,183.7
Total selling expenses................... 15,289.7 16,187.0 17,154.1 1,797.2 13,388.9 14,970.5 1,568.4
Total Operating Expenses............... Rp 111,171.9 Rp 175,117.1 Rp 170,273.1 $ 17,839.0 Rp 125,421.6 Rp 141,122.7 $ 14,785.0

55
Gain (Loss) on Foreign Exchange

Gains or losses on foreign exchange due to the appreciation or depreciation of the Rupiah versus the U.S.
Dollar are recorded by Cikarang Listrindo after periodic revaluations of its obligations denominated in U.S.
Dollars or other currencies. For the years ended December 31, 2006, 2007 and 2008 and for the ten months ended
October 31, 2009, these gains and losses on foreign exchange resulted primarily from adjustments made to reflect
unrealized foreign exchange gains or losses related to Cikarang Listrindos loans denominated in U.S. Dollars.

Other Income (Charges)

Other income (charges) consist of interest income from cash deposits and short-term investments, interest
expense on bank loans and other finance charges, gains or losses on foreign exchange (as described above), net
gains or losses on sale of equipment and other miscellaneous income (expenses).

Income Tax Benefit (Expense)

The rate of corporate tax in Indonesia was 28.0% in 2009. Current income tax benefit (expense) is derived
by taking the income tax calculated by applying the applicable tax rate to the income before income tax, adjusted
for certain income and expense items which are not assessable or deductible for tax purposes. Deferred income
tax expense (benefit) is recognized in the event of any temporary differences between the financial and the tax
bases of assets and liabilities at each reporting date.

Ten months ended October 31, 2009 compared to ten months ended October 31, 2008

Net Sales. Cikarang Listrindos total net sales increased 2.7%, from Rp1,989,360.0 million for the ten
months ended October 31, 2008 to Rp2,042,891.9 million (US$214.0 million) for the ten months ended October
31, 2009, primarily due to the appreciation of the Rupiah versus the U.S. Dollar by 12.8% as of October 31, 2009
compared to December 31, 2008, in comparison to the depreciation of the Rupiah versus the U.S. Dollar by 16.7%
as of October 31, 2008 compared to December 31, 2007, thereby increasing its Rupiah-denominated revenues,
which are based on U.S. Dollar-denominated tariffs. This was partially offset by a 8.6% decrease in total electricity
supplied resulting from a decrease in demand from industrial estate customers adversely impacted by the global
economic slowdown.

Cost of Sales. Cikarang Listrindos cost of sales increased 10.3% from Rp1,240,648.6 million for the ten
months ended October 31, 2008 to Rp1,367,854.2 million (US$143.3 million) for the ten months ended October
31, 2009 primarily due to the following reasons:

Direct costs. Cikarang Listrindos direct costs increased 11.0% from Rp1,053,420.9 million for the ten
months ended October 31, 2008 to Rp1,169,029.7 million (US$122.5 million) for the ten months
ended October 31, 2009, primarily due to the increase in the unit cost of natural gas from US$4.2 per
million British thermal units (MMBTU) to US$4.4 per MMBTU resulting from a contractually
required 3.0% increase in the unit cost of natural gas purchased from Pertamina, additional labor costs
and a 140.4% increase in the purchase and usage of spare parts resulting from repairs to a Frame 6B
gas turbine damaged in January 2009.

Indirect costs. Cikarang Listrindos indirect costs increased 6.2% from Rp187,227.7 million for the ten
months ended October 31, 2008 to Rp198,824.5 million (US$20.8 million) for the ten months ended
October 31, 2009, primarily due to a scheduled increase in salaries and employees benefits, and
increases in insurance costs and freight charge costs related to the capacity expansion plan.

Operating Expenses. Cikarang Listrindos operating expenses increased 12.5% from Rp125,421.6 million
for the ten months ended October 31, 2008 to Rp141,122.7 million (US$14.8 million) for the ten months ended
October 31, 2009 primarily due to the following reasons:

General and administrative expenses. Cikarang Listrindos general and administrative expenses
increased 12.6% from Rp112,032.7 million for the ten months ended October 31, 2008 to Rp126,152.2

56
million (US$13.2 million) for the ten months ended October 31, 2009, primarily due to a scheduled
increase in salaries and employees benefits, an increase in the provision for doubtful accounts related
to industrial estate customers adversely impacted by the global economic slowdown and an increase
in marketing related expenses, partially offset by a decrease in expenses for professional fees.

Selling expenses. Cikarang Listrindos selling expenses increased 11.8% from Rp13,388.9 million for
the ten months ended October 31, 2008 to Rp14,970.5 million (US$1.6 million) for the ten months
ended October 31, 2009, primarily due to an increase in salaries and employees benefits, marketing
related expenses and fees payable to developers of industrial estates.

Income from Operations. Cikarang Listrindos income from operations decreased 14.3% from Rp623,289.7
million for the ten months ended October 31, 2008 to Rp533,915.0 million (US$55.9 million) for the ten months
ended October 31, 2009. As a percentage of Cikarang Listrindos net sales, income from operations decreased
from 31.3% for the ten months ended October 31, 2008 to 26.1% for the ten months ended October 31, 2009.

Gain on Foreign Exchange Net. Cikarang Listrindo recorded a net foreign exchange loss of Rp232,830.3
million for the ten months ended October 31, 2008 and recorded a net foreign exchange gain of Rp181,362.1
million (US$19.0 million) for the ten months ended October 31, 2009. This was primarily due to the depreciation
of the Rupiah versus the U.S. Dollar by 16.7% as of October 31, 2008 compared to December 31, 2007 resulting
in a foreign exchange loss, and the appreciation of the Rupiah versus the U.S. dollar by 12.8% as of October 31,
2009 compared to December 31, 2008 resulting in a foreign exchange gain.

Interest and Finance Charges Net. Cikarang Listrindos interest and finance charges increased 18.0%
from Rp108,740.7 million for the ten months ended October 31, 2008 to Rp128,319.1 million (US$13.4 million)
for the ten months ended October 31, 2009, primarily due to an increase in the interest rate related to the Bank
Loan, partially offset by the appreciation of the Rupiah versus the U.S. Dollar by 12.8% as of October 31, 2009
compared to December 31, 2008, in comparison to the depreciation of the Rupiah versus the U.S. Dollar by 16.7%
as of October 31, 2008 compared to December 31, 2007.

Interest Income. Cikarang Listrindos interest income decreased 51.6% from Rp18,573.3 million for the ten
months ended October 31, 2008 to Rp8,994.9 million (US$0.9 million) for the ten months ended October 31,
2009, primarily due to a 77.5% decrease in the balance of cash and cash equivalents from Rp813,941.8 million
as of October 31, 2008 to Rp183,522.4 million as of October 31, 2009.

Miscellaneous Net. Cikarang Listrindo had miscellaneous expenses in the amount of Rp3,820.8 million
for the ten months ended October 31, 2008, and had miscellaneous income in the amount of Rp67,828.1 million
(US$7.1 million) for the ten months ended October 31, 2009, primarily due to a one-time insurance claim related
to the GE Frame 6B gas turbine that experienced generator damage in January 2009.

Income Before Income Tax. Cikarang Listrindos income before provision for corporate income tax increased
123.8% from Rp296,894.5 million for the ten months ended October 31, 2008 to Rp664,374.8 million (US$69.6
million) for the ten months ended October 31, 2009.

Income Tax Benefit (Expense). Cikarang Listrindos income tax expense increased 186.0% from Rp65,260.8
million for the ten months ended October 31, 2008 to Rp186,619.5 million (US$19.6 million) for the ten months
ended October 31, 2009, primarily due to a 123.8% increase in income before tax, partially offset by a decrease
in the applicable tax rate from 30% for the ten months ended October 31, 2008 to 28% for the ten months ended
October 31, 2009. As a percentage of income before tax, Cikarang Listrindos income tax expense increased from
22.0% for the ten months ended October 31, 2008 to 28.1% for the ten months ended October 31, 2009.

Net Income. As a result of the foregoing factors, Cikarang Listrindos net income increased 106.3% from
Rp231,633.6 million for the ten months ended October 31, 2008 to Rp477,755.4 million (US$50.1 million) for the
ten months ended October 31, 2009. As a percentage of Cikarang Listrindos revenues, its net income increased
from 11.6% for the ten months ended October 31, 2008 to 23.4% for the ten months ended October 31, 2009.

57
Year ended December 31, 2008 compared to year ended December 31, 2007

Net Sales. Cikarang Listrindos total net sales increased 35.3%, from Rp1,809,245.7 million in 2007 to
Rp2,448,136.6 million (US$256.5 million) in 2008, primarily due to a 3.2% increase in average tariffs and a
35.1% increase in total electricity supplied, reflecting the expansion of Cikarang Listrindos operations and
installed generation capacity. Cikarang Listrindos net sales to industrial estate customers increased 16.2% during
the same period.

Cost of Sales. Cikarang Listrindos cost of sales increased 33.2% from Rp1,156,548.9 million in 2007 to
Rp1,540,311.7 million (US$161.4 million) in 2008 primarily due to the following reasons:

Direct costs. Cikarang Listrindos direct costs increased 38.7% from Rp939,411.1 million in 2007 to
Rp1,303,241.3 million (US$136.5 million) in 2008, primarily due to a 10.6% increase in the unit cost
of natural gas purchased from US$3.85/MMBTU to US$4.26/MMBTU, and a 44.1% increase in total
natural gas consumption, reflecting the expansion of Cikarang Listrindos operations and installed
generation capacity.

Indirect costs. Cikarang Listrindos indirect costs increased 9.2% from Rp217,137.8 million in 2007
to Rp237,070.4 million (US$24.8 million) in 2008, primarily due to an increase in salaries and
employees benefits, costs related to freight charges and depreciation costs.

Operating Expenses. Cikarang Listrindos operating expenses decreased 2.8% from Rp175,117.1 million in
2007 to Rp170,273.1 million (US$17.8 million) in 2008, primarily due to the following reasons:

General and administrative expenses. Cikarang Listrindos general and administrative expenses
decreased 3.7% from Rp158,930.1 million in 2007 to Rp153,119.1 million (US$16.0 million) in 2008,
primarily due to a decrease in professional fees and marketing expenses, partially offset by a scheduled
increase in salaries and employees benefits.

Selling expenses. Cikarang Listrindos selling expenses increased 6.0% from Rp16,187.0 million in
2007 to Rp17,154.1 million (US$1.8 million) in 2008, primarily due to an increase in fees payable to
developers of industrial estates.

Income from Operations. Cikarang Listrindos income from operations increased 54.4% from Rp477,579.7
million in 2007 to Rp737,551.7 million (US$77.3 million) in 2008. As a percentage of Cikarang Listrindos net
sales, income from operations increased from 26.4% in 2007 to 30.1% in 2008.

Loss on Foreign ExchangeNet. Cikarang Listrindo recorded a net foreign exchange loss of Rp72,935.0
million in 2007 and Rp210,187.0 million (US$22.0 million) in 2008. This was primarily due to a depreciation of
the value of the Rupiah versus the U.S. Dollar by 4.4% as of December 31, 2007 compared to December 31, 2006,
and 16.3% as of December 31, 2008 compared to December 31, 2007, each resulting in a foreign exchange loss.

Interest and Finance ChargesNet. Cikarang Listrindos interest and finance charges decreased 10.8% from
Rp160,066.5 million in 2007 to Rp142,824.7 million (US$15.0 million) in 2008, primarily due to a 11.1%
decrease in total interest paid resulting from a reduction in the principal amount of the Bank Loan, partially offset
by a depreciation of the value of the Rupiah versus the U.S. Dollar by 16.3% as of December 31, 2008 compared
to December 31, 2007, thereby increasing Rupiah-denominated payments on interest charges related to Cikarang
Listrindos U.S. Dollar-denominated Bank Loan.

Interest Income. Cikarang Listrindos interest income decreased from Rp27,821.8 million in 2007 to
Rp26,016.8 million (US$2.7 million) in 2008, primarily due to a decrease in the U.S. Dollar-denominated deposit
interest rate.

MiscellaneousNet. Cikarang Listrindos miscellaneous expenses decreased 28.8% from Rp6,283.7 million
in 2007 to Rp4,471.6 million (US$0.5 million) in 2008, primarily due to a decrease in the amounts paid for the
settlement of tax assessments.

58
Income Before Income Tax. Cikarang Listrindos income before provision for corporate income tax increased
52.6% from Rp266,462.9 million in 2007 to Rp406,506.9 million (US$42.6 million) in 2008, primarily due to a
35.3% increase in net sales during the period.

Income Tax Benefit (Expense). Cikarang Listrindos income tax expense increased 4.5% from Rp93,957.4
million in 2007 to Rp98,169.6 million (US$10.3 million) in 2008, primarily due to a 52.6% increase in income
before tax income, partially offset by a deferred income tax benefit of Rp16,016.5 million in 2008. Cikarang
recorded a deferred income tax benefit in 2008, primarily due to a change in the applicable income tax rate in 2009
and tax reassessments in 2007 requiring the reversal of tax loss carryover amounts recognized in prior years. As
a percentage of income before tax, Cikarang Listrindos income tax expense decreased from 35.3% in 2007 to
24.2% in 2008.

Net Income. As a result of the foregoing factors, Cikarang Listrindos net income increased 78.7% from
Rp172,505.5 million in 2007 to Rp308,337.3 million (US$32.3 million) in 2008. This increase was primarily due
to a 35.3% increase in net sales during the same period. As a percentage of Cikarang Listrindos revenues, its net
income increased from 9.5% in 2007 to 12.6% in 2008.

Year ended December 31, 2007 compared to year ended December 31, 2006

Net Sales. Cikarang Listrindos total net sales increased 19.8% from Rp1,510,003.3 million in 2006 to
Rp1,809,245.7 million (US$189.5 million) in 2007, primarily as a result of a 9.9% increase in average tariffs and
a 10.7% increase in total electricity supplied. Cikarang Listrindos net sales to industrial estate customers
increased 18.2% during the same period.

Cost of Sales. Cikarang Listrindos cost of sales increased 14.9% from Rp1,006,638.2 million in 2006 to
Rp1,156,548.9 million (US$121.2 million) in 2007 primarily due to the following reasons:

Direct costs. Cikarang Listrindos direct costs increased 16.7% from Rp805,230.7 million in 2006 to
Rp939,411.1 million (US$98.4 million) in 2007, primarily as a result of a 9.3% increase in total
volume of natural gas consumption.

Indirect costs. Cikarang Listrindos indirect costs increased 7.8% from Rp201,407.6 million in 2006
to Rp217,137.8 million (US$22.7 million) in 2007, primarily due to an increase in depreciation costs
related to the first GE Frame 9E gas turbine, salaries and employees benefits costs, and repair and
maintenance costs.

Operating Expenses. Cikarang Listrindos operating expenses increased 57.5% from Rp111,171.9 million in
2006 to Rp175,117.1 million (US$18.3 million) in 2007 primarily due to the following reasons:

General and administrative expenses. Cikarang Listrindos general and administrative expenses
increased 65.8% from Rp95,882.2 million in 2006 to Rp158,930.1 million (US$16.7 million) in 2007,
primarily due to increases in salaries and employees benefits resulting from discretionary long-term
service bonuses paid to qualified employees, professional fees and marketing expenses.

Selling expenses. Cikarang Listrindos selling expenses increased 5.9% from Rp15,289.7 million in
2006 to Rp16,187.0 million (US$1.7 million) in 2007, primarily due to an increase in fees payable to
industrial estate customers and marketing expenses.

Income from Operations. Cikarang Listrindos income from operations increased 21.8% from Rp392,193.1
million in 2006 to Rp477,579.7 million (US$50.0 million) in 2007. As a percentage of Cikarang Listrindos net
sales, income from operations increased from 26.0% in 2006 to 26.4% in 2007.

Gain (Loss) on Foreign ExchangeNet. Cikarang Listrindo recorded a net foreign exchange gain of
Rp185,179.2 million in 2006 and recorded a net foreign exchange loss of Rp72,935.0 million (US$7.6 million)
in 2007. This was primarily due to an appreciation of the value of the Rupiah versus the U.S. Dollar by 8.2% as
of December 31, 2006 compared to December 31, 2005, resulting in a foreign exchange gain, and a depreciation
of the value of the Rupiah versus the U.S. Dollar by 4.4% as of December 31, 2007 compared to December 31,
2006 resulting in a foreign exchange loss.

59
Interest and Finance ChargesNet. Cikarang Listrindos interest and finance charges decreased 5.0% from
Rp168,519.4 million in 2006 to Rp160,066.5 million (US$16.8 million) in 2007, primarily due to primarily due
to a 8.8% decrease in total interest paid resulting from a reduction in the principal amount of the Bank Loan.

Interest Income. Cikarang Listrindos interest income decreased 3.1% from Rp28,698.7 million in 2006 to
Rp27,821.8 million (US$2.9 million) in 2007, primarily due to a decrease in the deposit interest rate in 2007.

MiscellaneousNet. Cikarang Listrindos miscellaneous expenses increased 65.4% from Rp3,798.6 million
in 2006 to Rp6,283.7 million (US$0.7 million) in 2007, primarily due to an increase in the amounts paid for the
settlement of tax assessments.

Income Before Income Tax. Cikarang Listrindos income before provision for corporate income tax
decreased 38.6% from Rp434,236.9 million in 2006 to Rp266,462.9 million (US$27.9 million) in 2007.

Income Tax Expense. Cikarang Listrindos income tax expense decreased 25.0% from Rp125,341.9 million
in 2006 to Rp93,957.4 million (US$9.8 million) in 2007, primarily due to a 38.5% decrease in income before tax,
partially offset by the reversal of tax loss carryover amounts recognized in prior years as a result of tax
reassessments in 2007. As a percentage of income before tax, Cikarang Listrindos income tax expense increased
from 28.9% in 2006 to 35.2% in 2007.

Net Income. As a result of the foregoing factors, Cikarang Listrindos net income decreased 44.2% from
Rp308,895.0 million in 2006 to Rp172,505.5 million (US$18.1 million) in 2007. This decrease was primarily due
to an increase in cost of sales and a depreciation of the value of the Rupiah versus the U.S. Dollar by 4.4% as of
December 31, 2007 compared to December 31, 2006, resulting in a foreign exchange loss, compared to an
appreciation of the value of the Rupiah versus the U.S. Dollar by 8.2% as of December 31, 2006 compared to
December 31, 2005, resulting in foreign exchange gain. As a percentage of Cikarang Listrindos revenues, its net
income decreased from 20.5% in 2006 to 9.5% in 2007.

Liquidity and Capital Resources

Working Capital, Cash and Indebtedness

Cikarang Listrindo funds its working capital requirements through cash flow from operating activities,
working capital facilities and other borrowings such as bank loans. Cikarang Listrindo had cash and cash
equivalents of Rp352,814.2 million as of December 31, 2006, Rp317,947.0 million as of December 31, 2007,
Rp492,773.4 million (US$51.6 million) as of December 31, 2008 and Rp183,522.4 million (US$19.2 million) as
of October 31, 2009. Cikarang Listrindo recorded an increase in cash and cash equivalents of Rp174,826.4 million
(US$18.3 million), or 55.0%, in 2008 compared to 2007, primarily due to an increase in net cash provided by
operating activities. There was a decrease in cash and cash equivalents of Rp630,419.4 million (US$66.1 million),
or 77.5%, in the ten months ended October 31, 2009 compared to the ten months ended October 31, 2008 primarily
due to a decrease in net cash provided by operating activities and an increase in capital expenditures for purchases
of property, plant and equipment related to the capacity expansion plan.

Cikarang Listrindo believes that its cash generated from its operating activities and the net proceeds from
this offering will be sufficient to finance its working capital needs for at least the next 12 months.

As of October 31, 2009, Cikarang Listrindos total indebtedness was Rp1,729,897.5 million (US$181.2
million). The interest rate for Cikarang Listrindos total outstanding indebtedness was 9.7% during the third
quarter of 2009. Upon completion of the offering of Notes and the application of the net proceeds therefrom,
Cikarang Listrindos only outstanding indebtedness will be the Intercompany Loan from the Issuer. See Use of
Proceeds and Description of Existing Indebtedness.

60
Cash Flow

The following table sets forth certain information concerning Cikarang Listrindos historical cash flows:

For the years ended December 31, For the ten months ended October 31,

2006 2007 2008 2008 2008 2009 2009

(Rp millions) (US$000) (Rp millions) (US$000)


(unaudited) (unaudited)
Net cash flows:
provided by operating activities........... Rp 251,771.9 Rp 288,727.8 Rp 863,031.1 $ 90,417.1 Rp 999,645.5 Rp 441,255.4 $ 46,229.0
used in investing activities................... (110,163.6) (132,664.6) (449,681.4) (47,111.7) (326,042.5) (584,002.3) (61,184.1)
used in financing activities .................. (225,276.3) (190,930.4) (238,523.3) (24,989.3) (177,608.2) (166,504.1) (17,444.1)

Over the past three years, Cikarang Listrindos primary source of liquidity has been cash flow from
operating activities. Cikarang Listrindos main uses of funds have been to pay for its working capital requirements
and to pay for capital expenditures in connection with its capacity expansion plan. Cikarang Listrindos cash
expenditures include the purchase of gas and diesel fuel, repair and maintenance costs, direct labor costs, general
and administrative expenses, selling expenses and payments of principal and interest on bank loans. It is Cikarang
Listrindos intention to fund its remaining capital requirements related to its capacity expansion plan through cash
flow from operations and through a portion of the net proceeds of this offering. Cikarang Listrindo re-evaluates
its capital requirements regularly in light of its cash flow from operations, the progress of its capacity expansion
plan and market conditions. To the extent that it does not generate sufficient cash flow from its operations and
depending on market conditions, it may have to rely on other financing activities and obtain additional debt or
equity financing.

Net Cash Flows Provided by Operating Activities

Cikarang Listrindos net cash flows provided by operating activities were Rp441,255.4 million (US$46.2
million) for the ten months ended October 31, 2009, compared to Rp999,645.5 million for the ten months ended
October 31, 2008. This decrease was primarily due to: (i) adjustments made to reflect an unrealized foreign
exchange loss of Rp316,613.3 million for the ten months ended October 31, 2008 as compared to foreign exchange
gain of Rp265,409.9 million (US$27.8 million) for the ten months ended October 31, 2009, related to Cikarang
Listrindos loans denominated in U.S. Dollars, (ii) changes in escrow accounts from a decrease of Rp368,371.1
million for the ten months ended October 31, 2008 to an increase of Rp19,344.8 million (US$2.0 million) for the
ten months ended October 31, 2009, reflecting increased capital expenditures related to the capacity expansion
plan, (iii) changes in other receivables from a decrease of Rp286.9 million for the ten months ended October 31,
2008 to an increase of Rp49,803.2 million (US$5.2 million) for the ten months ended October 31, 2009 resulting
from a one-time insurance claim related to the GE Frame 6B gas turbine that experienced generator damage in
January 2009, and (iv) changes in inventories from an increase of Rp16,918.9 million for the ten months ended
October 31, 2008 compared to an increase of Rp80,399.6 million (US$8.4 million) for the ten months ended
October 31, 2009, reflecting the expansion of Cikarang Listrindos operations and installed generation capacity.
This decrease was partially offset by: (i) an increase in net income from Rp231,633.6 million for the ten months
ended October 31, 2008 to Rp477,755.4 million (US$50.1 million) for the ten months ended October 31, 2009,
(ii) changes in trade receivables from an increase of Rp75,161.0 million for the ten months ended October 31,
2008 to a decrease of Rp41,664.0 million (US$4.4 million) for the ten months ended October 31, 2009 primarily
resulting from a decrease in receivables from PLN, (iii) changes in advances from an increase of Rp24,528.9
million for the ten months ended October 31, 2008 to a decrease of Rp107,446.9 million (US$11.3 million) for
the ten months ended October 31, 2009, reflecting the expansion of Cikarang Listrindos operations and installed
generation capacity, and (iv) changes in taxes payable from an increase of Rp12,807.1 million for the ten months
ended October 31, 2008 to a decrease of Rp28,229.2 million (US$3.0 million) for the ten months ended October
31, 2009 resulting an increase in taxable income for the ten months ended October 31, 2009 compared to the same
period in 2008.

Cikarang Listrindos net cash flows provided by operating activities were Rp863,031.1 million (US$90.4
million) for 2008, compared to Rp288,727.8 million for 2007. This increase was primarily due to an increase in
net income from Rp172,505.5 million for 2007 to Rp308,337.3 million (US$32.3 million) for 2008, adjustments
made to reflect unrealized foreign exchange losses from Rp91,446.1 million for 2007 to Rp308,575.9 million

61
(US$32.3 million) for 2008 related to Cikarang Listrindos loans denominated in U.S. Dollars, and changes in
escrow accounts from an increase of Rp130,773.8 million for 2007 to a decrease of Rp237,716.6 million (US$25.0
million) for 2008, reflecting increased capital expenditures related to the capacity expansion plan, partially offset
by changes in trade receivables from a decrease of Rp38,578.0 million for 2007 to an increase of Rp116,103.5
million (US$12.2 million) for 2008.

Cikarang Listrindos net cash flows provided by operating activities were Rp288,727.8 million (US$30.2
million) for 2007, compared to Rp251,771.9 million for 2006. This increase was primarily due to adjustments
made to reflect unrealized foreign exchange gains related to Cikarang Listrindos loans denominated in U.S.
Dollars of Rp215,701.7 million for 2006 compared to adjustments made to reflect unrealized foreign exchange
losses related to Cikarang Listrindos loans denominated in U.S. Dollars of Rp91,446.1 million (US$9.6 million)
for 2007, changes in trade receivables from an increase of Rp111,282.3 million for 2006 to a decrease of
Rp38,578.0 million (US$4.0 million) for 2007, and changes in prepaid taxes and expenses from an increase of
Rp40,193.2 million for 2006 to a decrease of Rp39,145.4 million (US$4.1 million) for 2007, partially offset by
a decrease in net income from Rp308,895.0 million for 2006 to Rp172,505.5 million (US$18.1 million) for 2007,
a decrease in deferred income tax expense from Rp125,341.9 million for 2006 to Rp12,568.6 million (US$1.3
million) for 2007, changes in advances from a decrease of Rp19,278.6 million for 2006 to an increase of
Rp52,446.5 million (US$5.5 million) for 2007, changes in escrow accounts from an increase of Rp1,562.7 million
for 2006 to an increase of Rp130,773.8 million (US$13.7 million) for 2007, and changes in customers deposits
from an increase of Rp45,266.5 million for 2006 to an increase of Rp11,736.0 million (US$1.2 million) for 2007.

Net Cash Flows Used in Investing Activities

Cikarang Listrindos net cash flows used in investing activities were Rp584,002.3 million (US$61.2 million)
for the ten months ended October 31, 2009, compared to Rp326,042.5 million for the ten months ended October
31, 2008. The increase was primarily due to capital expenditures related to property, plant and equipment for the
delivery and installation of the second GE Frame 9E gas turbine, delivery and assembly of two additional HRSGs
and delivery and installation of compressor equipment.

Cikarang Listrindos net cash flows used in investing activities were Rp449,681.4 million (US$47.1 million)
for 2008, compared to Rp132,664.6 million for 2007. The increase was due to capital expenditures for purchases
of property, plant and equipment related to the second GE Frame 9E gas turbine, two additional HRSGs, a Siemens
steam turbine and compressor equipment.

Cikarang Listrindos net cash flows used in investing activities were Rp132,664.6 million (US$13.9 million)
for 2007, compared to Rp110,163.6 million for 2006. The increase was due to capital expenditures for property,
plant and equipment related to the delivery, installation and rental compressor equipment and the purchase of the
second GE Frame 9E gas turbine.

Net Cash Flows Used in Financing Activities

Cikarang Listrindos net cash flows used in financing activities were Rp166,504.1 million (US$17.4 million)
for the ten months ended October 31, 2009, compared to Rp177,608.2 million for the ten months ended October
31, 2008. These amounts related to the principal repaid by Cikarang Listrindo under its Bank Loan. See
Description of Existing Indebtedness.

Cikarang Listrindos net cash flows used in financing activities were Rp238,523.3 million (US$25.0 million)
for 2008, compared to Rp190,930.4 million for 2007. These amounts related to the principal repaid by Cikarang
Listrindo under its Bank Loan. See Description of Existing Indebtedness.

Cikarang Listrindos net cash flows used in financing activities were Rp190,930.4 million (US$20.0 million)
for 2007, compared to Rp225,276.3 million for 2006. These amounts related to the principal repaid by Cikarang
Listrindo under its Bank Loan. See Description of Existing Indebtedness.

62
Dividends

Cikarang Listrindo did not pay any dividends in 2006, 2007 or 2008 or during the ten months ended October
31, 2009. Cikarang Listrindo intends to pay a dividend of up to US$50 million after the offering of Notes to be
funded from available cash and cash equivalents. The Indenture does not prohibit the payment of a dividend of
up to this amount. However, the Indenture does prohibit Cikarang Listrindo from paying any other cash dividends
or repurchasing its shares until after the first anniversary of the issue date of the Notes. See Description of the
NotesCertain CovenantsLimitation on Restricted Payments.

Contractual Commitments and Capital Expenditures

The following table sets forth information regarding Cikarang Listrindos contracts and commitments as of
October 31, 2009 for the following periods:

Payments due by period

Less than More than More than


Total 1 year 1-3 years 3-5 years 5 years

(US$ millions)
Description of Contractual Obligations
Long-Term Debt Obligations (1) ...................... 181.2 25.1 111.4 44.8
Other Long-Term Liabilities Reflected on
Cikarang Listrindos Balance Sheet ............ 23.7 23.7
Total ................................................................. 204.9 25.1 111.4 44.8 23.7

Note:

(1) Cikarang Listrindo intends to repay the Bank Loan in full from the net proceeds of the offering. See Description of Existing
Indebtedness.

Capacity Expansion Plan

In 2005 Cikarang Listrindo launched its current capacity expansion plan, which is comprised of three stages
and upon completion is expected to increase its installed generation capacity to 646 MW. The first stage of the
capacity expansion plan was completed in July 2006 with the installation of the first GE Frame 9E gas turbine,
which increased installed generation capacity from the then-current 300 MW to 409 MW. The second stage of the
capacity expansion plan was completed in December 2009 with the installation of the second GE Frame 9E gas
turbine, which increased installed generation capacity by 109 MW to 518 MW. The third and final stage of the
capacity expansion plan involves the installation of two Alstom dual-pressure HRSGs and a Siemens
condensing-type steam turbine, which is expected to increase installed generation capacity by 128 MW to 646
MW. The delivery and assembly of the two Alstom HRSGs commenced in August 2009 and are expected to be
operational by the end of 2010 and facilitate the conversion of the two GE Frame 9E gas turbines from a
simple-cycle to a combined-cycle operation. Siemens is currently manufacturing the steam turbine, and it is
contracted to be delivered in May 2010. The capacity expansion plan is expected to be completed by the end of
2010, and Cikarang Listrindo estimates that the second and third stages of the capacity expansion plan will require
a total investment of US$147.8 million. As of October 31, 2009, Cikarang Listrindo had spent US$94.5 million
in related capital expenditures for the capacity expansion plan.

63
Material Contracts and Commitments

The following table sets forth information regarding Cikarang Listrindos material contracts and
commitments for the following periods:

Expenses Expenses Expenses


Incurred for the Incurred for the Incurred for the
year ended ten months ten months
December 31, ended October ended October
Suppliers Name Services Provided 2008 31, 2008 31, 2009

(Rp millions)
PT Gasindo Pratama Sejati...... Construction and operation of 74,014.3 61,653.8 49,067.5
a gas installation facility for
transportation of natural gas
PT Pertamina EP...................... Supply of natural gas 761,130.6 611,719.0 602,456.0
PT Rabana Gasindo Utama ..... Provision of gas installation 32,395.9 25,995.7 29,050.5
facility for transportation of
natural gas
PT Rabana Gasindo Makmur .. Supply of natural gas 52,211.7 40,569.6 47,206.7
PT Perusahaan Gas Negara
(Persero) ............................... Supply of natural gas 326,168.1 259,325.4 350,387.0

Off-Balance Sheet Arrangements

As of the date of this offering memorandum, Cikarang Listrindo does not have any off-balance sheet
arrangements.

Quantitative and Qualitative Disclosures about Market Risks

Market risk is the risk of loss related to adverse changes in market prices, including interest rates and foreign
exchange rates, of financial instruments. Cikarang Listrindo is exposed to various types of market risk, including
changes in interest rates and foreign exchange rates, in the ordinary course of business. As of the date of this
offering memorandum, Cikarang Listrindo does not hedge against financial or market risks.

Cikarang Listrindo maintains its accounting records and prepares its consolidated financial statements in
Indonesia Rupiah.

Exchange Rate Risk

The primary foreign currency to which Cikarang Listrindo is exposed is the U.S. Dollar. Tariffs for both
industrial estate customers and PLN include automatic adjustments for currency fluctuations. In U.S. Dollar terms,
Cikarang Listrindos tariffs remain constant regardless of the Rupiah-U.S. Dollar exchange rate. However,
depreciation of the Rupiah against the U.S. Dollar may negatively impact the ability of Cikarang Listrindos
customers to pay electricity bills or comply with their obligations under their agreements with Cikarang Listrindo.
See Risk FactorsRisks Relating to the Notes, the Parent Guarantee and the Offering StructureYour
investment in the Notes may subject you to foreign exchange risks.

Interest Rate Risk

Cikarang Listrindo is exposed to interest rate risks. Cikarang Listrindos exposure to market risk for changes
in interest rates relates primarily to its long-term floating rate debt obligations. As of October 31, 2009, the amount
of Cikarang Listrindos outstanding debt totaled Rp1,729,897.6 million (US$181.2 million), all of which bore
interest at floating rates.

Inflation

According to the Indonesian Bureau of Statistics, Indonesias annual overall inflation as measured by the
consumer price index was approximately 11.1% in 2008, 6.6% in 2007 and 6.6% in 2006. Cikarang Listrindo does
not consider inflation in Indonesia, where all of its operations are currently located, to have had a material impact
on its results of operations.

64
Recent Accounting Pronouncements

Statement of Financial Accounting Standards (PSAK) No. 50 (revised 2006) Financial Instruments:
Presentation and Disclosures

The revised PSAK No. 50 supersedes PSAK No. 50 (1998) Accounting for Certain Investments in
Securities and applies to financial statements covering the periods beginning on or after January 1, 2010,
although earlier application is permitted. PSAK 50 (revised 2006) provides for, among others:

(1) Definitions of a financial instrument, financial asset, financial liability, equity instrument and fair
value;

(2) Classification of financial instruments, from the issuers perspective, in accordance with the substance
of the contractual arrangement and definitions;

(3) Accounting and measurement for compound financial instruments, and accounting for treasury shares
(reacquisition of own equity instruments), interest, dividends, losses and gains relating to a financial
instrument as well as transaction costs;

(4) Conditions regarding when to offset financial assets and financial liabilities; and

(5) Disclosures related to:

certain information such as significance of financial instruments to financial position,


performance and cash flows, and amounts, timing and certainty of future cash flows associated
with those instruments;

description of financial risk management objectives and policies, and hedging activity;

terms, conditions and accounting policy on financial instruments;

information on a companys exposure to various types of risks;

information on the determination of fair value; and

certain other disclosures such as derecognition, collateral, compound financial instruments,


financial instrument at fair value through profit or loss, reclassifications, material items of
income, expense, gains and losses resulting from financial instruments, impairment, defaults and
breaches.

Cikarang Listrindo is currently evaluating whether the adoption of the revised PSAK No. 50 will have a
material effect on its financial position, results of operations or cash flows.

65
Statement of Financial Accounting Standards (PSAK) No. 55 (revised 2006) Financial Instruments:
Recognition and Measurement

The revised PSAK No. 55 supersedes PSAK No. 55 (revised 1999), Accounting for Derivative Instruments
and Hedging Activities and applies to financial statements covering the periods beginning on or after January 1,
2010, although earlier application is permitted. PSAK No. 55 (revised 2006) provides for, among others:

(1) Guiding principles for recognition and measurement of financial assets, financial liabilities, some
contracts to buy or sell non-financial items and embedded derivatives;

(2) Definitions and characteristics of a derivative, the categories of financial instruments and the related
guidelines for, recognition and measurement and for hedge accounting;

(3) Conditions to recognize and derecognize financial instruments;

(4) Restrictions related to the reclassification of financial instruments;

(5) Determination of impairment and uncollectibility of financial assets;

(6) Determination of fair value requirements based on active market quoted price and valuation
techniques;

(7) Hedging, conditions to designate hedging instruments, recognition and designation of hedged items,
hedge accounting and types of hedging relationships; and

(8) Recognition of gain/loss relating to financial instruments through profit or loss or directly in equity.

Cikarang Listrindo is currently evaluating whether the adoption of the revised PSAK No. 55 will have a
material effect on its financial position, results of operations or cash flows.

Statement of Financial Accounting Standards (PSAK) No. 26 (revised 2008) Borrowing Costs

The revised PSAK No. 26 supersedes PSAK No. 26 (1997) Borrowing Costs and applies to financial
statements covering the periods beginning on or after January 1, 2010, although earlier application is permitted.
PSAK No. 26 (revised 2008) provides for, among others:

(1) Definitions of qualifying assets and borrowing costs;

(2) Recognition of capitalized borrowing costs, including capitalization requirements, initial capitalization
and derecognition of borrowing costs; and

(3) Disclosure of the total amount of borrowing costs that were capitalized during the period and the
applicable capitalization rate.

Cikarang Listrindo is currently evaluating whether the adoption of PSAK No. 26 (revised 2008) will have
a material effect on its financial position, results of operations or cash flows.

66
OVERVIEW OF INDONESIA

Background

Indonesia, the fourth most populous country in the world, is a developing nation in Southeast Asia spread
across an archipelago of over 17,500 islands. The nation is undergoing rapid economic change as it continues its
recovery from the severe economic shocks it suffered during the Asian financial crisis that began in mid-1997,
which adversely affected several Asian countries. Indonesia is undergoing fundamental political changes as it
transforms itself from a centralized authoritarian system to a participatory democracy that places greater political
power in the hands of local and regional governments.

The following table sets forth certain information regarding Indonesias principal economic indicators for
the specified periods. Growth in GDP and inflation (measured in changes in consumer price index (CPI)) is
indicated on a year-on-year basis:

Years ended December 31,

Selected key economic indicators 2004 2005 2006 2007 2008

Real GDP growth............................................. 5.0% 5.7% 5.5% 6.3% 6.1%


Per capita GDP (in thousands of Rupiah)....... 10,610 12,676 15,029 17,545 21,679
Per capita GDP (in US Dollars)...................... 1,186 1,318 1,663 1,942 2,271
Average exchange rate (Rupiah/US Dollars) .. 8,985 9,751 9,141 9,140 9,666
Inflation rate (change in CPI) ......................... 6.4% 17.1% 6.6% 6.6% 11.1%

Source: Biro Pusat Statistik, Bank Indonesia and Ministry of Finance, EIU *Provisional

Prior to the Asian financial crisis that began in mid-1997, Indonesia had historically relied on foreign lending
to finance its fiscal deficit, including official development aid from foreign governments and loans from
multilateral lending organizations, such as the World Bank and ADB, and from the Paris Club, an informal group
of official-sector foreign government lenders. Indonesias budget policy at that time required that the budget
deficit be financed by external aid and foreign loans from official sources. With the onset of the Asian financial
crisis, the Government received foreign loans from the International Monetary Fund intended to support
Indonesias balance of payments as official foreign reserves declined and the Rupiah weakened. Since the crisis,
Indonesia has successfully completed three rounds of rescheduling of its Paris Club debt, extending its maturity
and reducing its amount. Following the earthquake and tsunami that struck Indonesia and other countries in
Southeast and South Asia on December 26, 2004, the Paris Club offered a temporary suspension of debt service
payments through the end of 2005 to Indonesia (as well as other countries affected by the tsunami). Through a
series of bilateral agreements with the Paris Club members, Indonesia reduced its debt service payments by
US$2.6 billion in 2005. Indonesia no longer relies exclusively on external borrowings. Beginning in 1998, the
Government has issued domestic debt as part of its program to recapitalize Indonesias banks, and, in 2002, the
Government began a program of regularly issuing Rupiah-denominated bonds in the domestic market. With the
development of a regulatory framework and support from the Government, a secondary market for the
Governments domestic debt securities has developed. As part of the Governments financial management
reforms, the Minister of Finance issued a ministerial decree on September 15, 2005 that set forth the Governments
debt management strategy through 2009. This comprehensive strategy covers policies on management of the
central governments public debts, both external loans and Government securities, to assure transparency and
accountability. The strategy also addresses coordination in debt management between the Ministry of Finance,
Bank Indonesia and the National Development Planning Agency (Badan Perencanaan Pembangunan Nasional).
During the 20082009 global financial crisis, the persistent global liquidity crunch and still strong perceptions
of emerging market risk, combined with the added sale of US treasury bills to finance the enlarged fiscal stimulus,
caused a significant decline in capital inflows. Nevertheless, in view of plans by the Government to issue foreign
currency bonds and foreign currency Islamic bonds (sukuk), to draw down external borrowings, and to draw on
standby loans, Government capital flows are also expected to improve.

67
In July and September 2004, Indonesias voters went to the polls to participate in the two rounds of the
countrys first direct presidential election. On October 20, 2004, following their victory in the September run-off
election, President Susilo Bambang Yudhoyono was inaugurated as the new President of Indonesia and Vice
President Muhammad Jusuf Kalla was inaugurated as the new Vice President of Indonesia. Before the recent
period of political reform, Indonesia had been under a centralized authoritarian regime under President Soeharto.
Soeharto served as President of Indonesia from 1966 until 1998, when he resigned following widespread civil
unrest. Yudhoyono is the fourth president since Soehartos resignation. A series of constitutional amendments
adopted in the last few years has increased the level of direct democracy, decreased the influence of the military
in civil government, devolved power to regional and local government authorities and improved transparency of
the countrys judicial system. Yudhoyono and his running mate Boediono (former Governor of Bank Indonesia)
won the presidential election of Indonesia on July 8, 2009.

Macroeconomic Outlook

The fallout from the global economic crisis began to be felt in Indonesia towards the end of 2008, resulting
in weakening exports, currency depreciation and pressure on the balance of payments. Despite these
consequences, domestic demand and household consumption is still expected to show resilience, particularly in
view of the Governments added fiscal stimulus in 2009. Furthermore, Government plans for earlier realization of
stimulus, civil servant pay rises, the election year and increases in provincial minimum wage levels are also
predicted to foster increased household consumption. Resilient domestic demand and household consumption,
combined with continued recovery in the global economy, are expected to improve the Indonesian economy. Bank
Indonesia indicates that economic growth in Indonesia for 2009 may reach 4.26% and projects economic growth
in 2010 of approximately 5.0% to 5.5%.

Bank Indonesia forecasts in its November 4, 2009 policy statement that CPI inflation will come in at 4.5
1% for 2009 and rise back to what it deems a normal level of 5 1% in 2010.

As part of Indonesias monetary policy, the Bank Indonesia Board of Governors Meeting decided on
November 4, 2009 to maintain the Bank Indonesia rate at 6.50%. This is the third monthly meeting at which it
had decided to maintain the rate at 6.5% after reducing the rate by 0.25% from 6.75% on August 5, 2009.
Previously in 2009, the Bank Indonesia rate was reduced to 6.75%, the rate set on July 3, 2009, from 7.00%, the
rate set on June 3, 2009, from 7.25%, the rate set on May 5, 2009, from 7.50% on April 3, 2009 from 7.75%, the
rate set on March 4, 2009, from 8.25%, the rate set on February 4, 2009, and from 8.75%, the rate set on January
7, 2009. These decisions were made following the easing of inflation pressures. Bank Indonesia made this decision
in light of reduced inflation in October, which it attributes to a stronger Rupiah and reduced public inflation
expectations.

Bank Indonesia is expected to keep watch on a range of domestic and global economic developments and
assess their impact on the overall economy for 2010. Bank Indonesia is also expected to move forward with
policies designed to support economic recovery through monetary stimulus, provided there is headroom for
monetary relaxation and particularly if there is further easing of inflationary pressure.

68
INDUSTRY OVERVIEW

History of Power Demand in Indonesia

The ongoing transformation of Indonesia from an agricultural to a manufacturing-oriented economy has


played a particularly important role in the growth of demand for electricity. The agricultural sector generally has
low electricity consumption despite its rising usage of electric motors and pumps and other electrical equipment.
In contrast, Indonesias manufacturing sector relies heavily on electricity as a major source of energy. The
expansion of the commercial sector in Indonesia, which generally also has a higher level of electricity
consumption than the agricultural sector, has also contributed significantly to the growth of demand for electricity.

The following table sets forth certain information regarding Indonesias GDP by industrial sector from 2004
to 2008, at constant market prices:

Years ended December 31,

2004 2005 2006 2007 2008

(in Rp billions)
Manufacturing ...................................... 469,952 491,561 514,100 538,085 557,766
Agriculture, livestock, forestry and
fishing............................................... 247,164 253,882 262,403 271,401 284,338
Services/Commercial ........................... 152,906 160,799 170,705 181,972 193,701
Mining and quarrying .......................... 160,101 165,223 168,032 171,422 172,300
Others ................................................... 626,394 679,350 731,887 800,212 874,000
Total GDP ........................................... 1,656,517 1,750,815 1,847,127 1,963,092 2,082,104

Source: Biro Pusat Statistik.

Note:

(1) GDP growth is generally considered a reasonable indicator of growth in electricity demand.

Other factors which have contributed to growth in demand for electricity in Indonesia are the rising
affluence and the increasing urbanization of the Indonesian population. Rising affluence and improving standards
of living in Indonesia have generally resulted in higher per capita consumption of electricity through greater usage
of air conditioners and electrical household appliances. Increased urbanization has also generally reduced the
number of persons per dwelling, which has led to a larger number of electricity-consuming households.

Market Structure and Reform

PLNs history dates back to Indonesias independence in 1945, although it has been through a variety of
structural reorganizations. In 1995, PLN was reorganized into a holding company with two main generating
subsidiaries and a number of specialist subsidiaries. PLN operates under the control of the Directorate General of
Electricity and Energy Utilization.

PLN had a complete monopoly on power generation and distribution until the middle of 1989. Concern that
PLN would be unable to meet an estimated increase in future demand of 10.0% per annum resulted in a 1989
decision to allow IPPs to participate in power generation. By 1997, PLN had signed 27 IPP projects with a
combined capacity of 10.5 GWh, typically with consortiums that featured well connected Indonesian partners.

The Asian economic crisis in 1997 had a negative impact on PLN. In response to this, the Government
launched several initiatives, including the renegotiation of certain power purchase agreements with IPPs, intended
to improve the economic sustainability of such agreements. In 2003, the Government renegotiated 26 power plant
projects with the IPPs. Of those, six schemes were terminated and five projects were taken over by the
Government, PLN and PT Pertamina (Persero), the parent company of Pertamina.

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The Government also issued a white paper in August 1998 which articulated a number of objectives for
electricity sector restructuring. The restructuring policy came into force in Electricity Law No. 20/2002, which
promoted a gradual deregulation of the electricity sector, including the introduction of competition. However,
Indonesias Constitutional Court annulled this law in December 2004, ruling that it was against Indonesias
constitution to deregulate the industry. The Constitutional Court reinstated the previous Old Electricity Law No.
15, under which electricity supply in Indonesia was executed by the state and carried out solely by PLN, relegating
private companies such as Cikarang Listrindo to the complimentary role of assisting PLN so long as such private
companys participation was not contrary to national interests.

On September 23, 2009, New Electricity Law No. 30 came into effect, which revoked and replaced the
provisions of Old Electricity Law No. 15. Under New Electricity Law No. 30, electricity supply in Indonesia is
no longer executed by the state and carried out by PLN as the holder of the PKUK. Instead, the electricity supply
is controlled by the state and conducted by the central Government and the regional governments through
state-owned enterprises, regional-owned enterprises, private business enterprises, cooperatives and
non-governmental enterprises. However, under New Electricity Law No. 30, state-owned enterprises are granted
a first priority right to conduct the electricity supply business for public use. New Electricity Law No. 30 is
designed to allow for greater private sector participation in areas still under the control of the national or regional
governments where the supply of electricity currently does not satisfy the demand for electricity. Although New
Electricity Law No. 30 has come into effect, the related implementation rules and regulations have not been issued.
Such implementing regulations are required to be issued within one year of its enactment and until such issuance,
the Old Electricity Implementing Regulations are still deemed to be valid as long as they do not contravene the
provisions of the New Electricity Law No. 30. See RegulationNew Electricity Law No. 30.

Generation Market Overview

PLN remains the dominant participant in domestic power generation. The total installed generation capacity
in Indonesia is 30,179 MW as of June 30, 2009, of which PLN accounts for 25,611 MW, or 84.9% of the total
installed generation capacity, and the IPPs in the aggregate account for 4,568 MW, or 15.1%. of the total installed
generation capacity.

The following table sets forth the total installed generation capacity for PLN and the IPPs in Indonesia:

Six months
As of December 31, 2008 ended June 30,

2004 2005 2006 2007 2008 2009

Installed Generation
Capacity(1)
PLN (MW) ............... 21,470 22,515 24,846 25,222 25,571 25,611
IPPs (MW) ............... 3,370 3,370 4,059 4,320 4,500 4,568
Total System Installed
Generation
Capacity(2) (MW) .... 24,840 25,885 28,926 29,543 29,987 30,179

Source: PLN

Notes:

(1) Installed generation capacity represents the combined level of output that may be sustained continuously without significant risk of
damage to plant and equipment.

(2) Total system installed generation capacity and those of IPPs.

Indonesia is in need of a substantial increase in generation capacity. The country currently faces a shortage
of generating power, a problem made worse by the lack of an integrated national grid. This has resulted in frequent
power outages in recent years (despite the nominal reserve margin of the Java-Bali power grid being 28%, its
effective reserve margin is significantly lower, primarily due to the underutilization of generation plants). In

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addition, as PLNs facilities are mainly fuel oil-based, high fuel oil prices have resulted in rising fuel expenses and
increased government subsidy. As a result, PLN has been mandated by the Government (pursuant to Presidential
Decree No. 71/2006) to implement the Fast Track Program to build 10,000 MW of cheaper coal-fired generation
plants. Under this program, during the period between 2009 and 2011, PLN will develop ten coal-fired power
plants in Java-Bali (7.5 GW) and 23 coal-fired power plants outside Java-Bali (2.0 GW), totalling approximately
9.5 GW. As of June 30, 2009, 33 EPC contracts to construct these plants have been signed.

However, there has been a renewed emphasis on private sector investments primarily in IPPs, which
indicates a return to development plans set in place before the 1997 financial crisis. As of June 30, 2009, there
were 21 IPPs operating in Indonesia with an installed capacity of 4,568 MW. A further 4,474 MW of generation
capacity is under construction by IPPs, of which the vast majority is coal-fired.

The Government plans to develop a total of 35.7 GW on Java and Bali by 2018, which will be achieved
initially via the Fast Track Program and IPP developments.

Power Outlook in Indonesia

Indonesia currently faces a capacity shortage, a problem made worse by the absence of an integrated national
grid. Improving both capacity and the national transmission network are major components of Indonesias fiscal
2009 plans for infrastructure development, accounting for 20.0% of the Rp1,500 trillion target outlined at the
Infrastructure Summit held by the Government in January 2005.

According to PLN, the countrys electricity demand is expected to rise from a projected 137.9 terawatt-hours
(TWh) in 2009 to 309.4 TWh in 2018, or a CAGR of more than 9% over the next 9 years.

The increase in demand has been driven by Indonesias relatively low per capita consumption and
electrification ratios which are among the lowest in Asia.

The following table sets forth the per capita electricity consumption and the installed capacity per capita in
certain Asian economies.

Electricity consumption Installed capacity per


per capita(1) capita(1)

(MWh/capita) (kW/capita)
Taiwan......................................................................................... 10.00 1.7
South Korea................................................................................ 8.15 1.3
Singapore .................................................................................... 7.84 2.3
Japan ........................................................................................... 7.81 2.0
Hong Kong ................................................................................. 5.68 1.8
Malaysia...................................................................................... 3.97 0.9
China........................................................................................... 2.59 0.4
Thailand ...................................................................................... 2.12 0.4
Vietnam....................................................................................... 0.73 0.1
Philippines .................................................................................. 0.54 0.2
Indonesia..................................................................................... 0.52 0.1
India ............................................................................................ 0.51 0.1
Pakistan....................................................................................... 0.43 0.1
Sri Lanka .................................................................................... 0.38 0.1

Source: EIU.

Note:

(1) As of October 2009.

71
BUSINESS

Overview

Cikarang Listrindo is engaged in electricity generation and distribution in Indonesia and is the sole IPP
supplying electricity to over 1,500 customers located in the five neighboring industrial estates in the Cikarang
area. Cikarang Listrindo also supplies electricity to PLN, a state-owned electric utility company, under the EPSPA
pursuant to which PLN has committed to purchase a fixed volume of electricity from Cikarang Listrindo each
month on a take-or-pay basis. Cikarang Listrindos industrial estates business has in recent years offered
consistent revenue growth and strong cash flow, while its PLN business provides reliable demand.

Cikarang Listrindo owns and operates a natural gas-fired combined-cycle power plant with an installed
generation capacity of 518 MW. Cikarang Listrindos power plant is located on an approximately 16 hectare site
in the Cikarang area of Bekasi Regency, West Java, Indonesia, which is approximately 45 kilometers east of
Jakarta. Commencing its operations in November 1993 with two GE Frame 6B gas turbines operating in
simple-cycle and providing an installed generation capacity of 60 MW, Cikarang Listrindos power plant has
increased installed generation capacity through periodic expansions. By the end of 1998, the power plant had
increased installed generation capacity to 300 MW through the operation of two combined-cycle trains, each
consisting of three GE Frame 6B gas turbines, three dual-pressure Stork Ketels HRSGs and a single MHI
condensing-type steam turbine. In 2005 Cikarang Listrindo launched its current capacity expansion plan, which
is comprised of three stages and upon completion is expected to increase its installed generation capacity to 646
MW. The first stage of the capacity expansion plan was completed in July 2006 with the installation of the first
GE Frame 9E gas turbine, which increased installed generation capacity to 409 MW. The second stage of the
capacity expansion plan was completed in December 2009 with the installation of the second GE Frame 9E gas
turbine, which increased installed generation capacity to 518 MW. The third and final stage of the capacity
expansion plan involves the installation of two Alstom dual-pressure HRSGs and a Siemens condensing-type
steam turbine, which is expected to increase installed generation capacity to 646 MW. The delivery and assembly
of the two Alstom HRSGs commenced in August 2009 and are expected to be operational by the end of 2010.
Siemens is currently manufacturing the steam turbine, and it is contracted to be delivered in May 2010. The
capacity expansion plan is expected to be completed by the end of 2010.

Power is supplied to industrial estate customers through Cikarang Listrindos 20kV and 380V distribution
system and to PLN through Cikarang Listrindos 150kV transmission system. The power plant and the electricity
transmission and distribution systems are operated and maintained by Cikarang Listrindos own trained staff and
by third-party service providers, as necessary.

Cikarang Listrindo had net sales of Rp2,448,136.6 million (US$256.5 million) for the year ended December
31, 2008 and Rp2,042,891.9 million (US$214.0 million) for the ten months ended October 31, 2009. Net sales to
industrial estate customers accounted for 74.9% of Cikarang Listrindos total net sales for the year ended
December 31, 2008 and 74.2% of total net sales for the ten months ended October 31, 2009. Cikarang Listrindo
had EBITDA of Rp911,802.7 million (US$95.5 million) for the year ended December 31, 2008 and Rp750,075.3
million (US$78.6 million) for the ten months ended October 31, 2009. In addition, Cikarang Listrindos net
income was Rp308,337.3 million (US$32.3 million) for the year ended December 31, 2008 and Rp477,755.4
million (US$50.1 million) for the ten months ended October 31, 2009.

Cikarang Listrindos corporate offices are located at World Trade Center, 17th Floor, J1. Jend. Sudirman Kav
29-31, Jakarta, Indonesia.

Competitive Strengths

Cikarang Listrindo believes that it has the following key competitive strengths:

Stable and Diversified Industrial Estate Customer Base

Cikarang Listrindo is the sole IPP supplying electricity to tenants of five neighboring industrial estates in
the Cikarang area. Cikarang Listrindo provided electricity to approximately 94.1% of the tenants located in these
industrial estates in 2008 and approximately 94.3% in the ten months ended October 31, 2009, supplying

72
approximately 81.9% of their total electricity consumption in 2008 and approximately 82.0% in the ten months
ended October 31, 2009. The growing demand for electricity from its industrial estate customers, which include
multinational and other businesses operating over a diverse range of geographic markets and industries, provides
Cikarang Listrindo diversified geographic and industry sector exposure, a broad customer base and balanced,
steady growth prospects.

Consistent Demand from PLN

Cikarang Listrindos EPSPA with PLN entitles it to sell to PLN a monthly volume of electricity based on
PLNs annual capacity commitment of 150 MW. From PLNs perspective, this arrangement helps alleviate
ongoing capacity shortages in the area by leveraging a source close to the main Jakarta load center and thereby
securing a cost-efficient supply of electricity. From Cikarang Listrindos perspective, this arrangement provides
it with a reliable demand and allows Cikarang Listrindo to improve its blended heat rates and operating efficiency
through enhanced capacity utilization.

Cikarang Listrindo is currently in negotiations with PLN to extend the duration of the existing EPSPA and
to increase PLNs capacity commitment to 300 MW, which represents nearly half of Cikarang Listrindos expected
installed generation capacity of 646 MW upon completion of its capacity expansion plan expected by the end of
2010.

Strong Growth Potential

Cikarang Listrindo believes that growth of electricity demand in Indonesia is closely related to the countrys
economic expansion. According to Bank Indonesia and the Ministry of Finance, Indonesias GDP growth was
5.5% in 2006, 6.3% in 2007 and 6.1% in 2008. Growth of Cikarang Listrindos electricity sales has been, and is
expected to continue to be, closely correlated to economic growth in Indonesia. In addition, Cikarang Listrindo
believes that the location of Cikarang Listrindos power plant near Jakarta, a major load center, will provide
additional growth opportunities for Cikarang Listrindo and make it an attractive electricity provider to PLN and
other customers.

Cikarang Listrindo also believes that electricity consumption per hectare of land in the industrial estates will
continue to increase as incoming tenants purchase and develop available-for-sale plots and the industrial estates
expand. Cikarang Listrindos supply of electricity to industrial estate customers has increased from an average of
279 kVA per hectare in December 2002 to 462 kVA per hectare in October 2009, representing a compound annual
growth rate of 7.6%. In addition, Cikarang Listrindo expects to enter into a new agreement with PLN to increase
PLNs capacity commitment from 150 MW to 300 MW.

Reliable Cash Flows to Support Operations and to Service and Repay Debt

Cikarang Listrindo has generated steady cash flows to support its capital expenditure and working capital
requirements while at the same time servicing and repaying debt on a timely basis. Cikarang Listrindos EBITDA
was Rp553,073.9 million for the year ended December 31, 2006, Rp646,786.3 million for the year ended
December 31, 2007, Rp911,802.7 million (US$95.5 million) for the year ended December 31, 2008 and
Rp750,075.3 million (US$78.6 million) for the ten months ended October 31, 2009. As of October 31, 2009,
Cikarang Listrindo had cash and cash equivalents of Rp183,522.4 million (US$19.2 million), plus an additional
Rp325,163.9 million (US$34.1 million) held in escrow pursuant to its long-term bank loan (the Bank Loan) and
due to be fully released upon repayment of the Bank Loan with a portion of the net proceeds from the Notes.
Cikarang Listrindo believes its steady cash flow generation capabilities and strong cash position are attributable
to a number of sustainable and long term factors, including stable and diversified customer demand, a stable tariff
structure, world class generation facilities and an experienced and capable management team.

Hedged Against Certain Risks

As of October 31, 2009, over 78.2% of the total kVA supplied by Cikarang Listrindo to industrial estate
customers was to multinational corporations operating across a broad range of industries and geographical
markets. Cikarang Listrindo believes that this customer base should reduce the exposure of its cash flows to
industry, regional or country-specific risks. In addition, tariffs for both industrial estate customers and PLN include
automatic adjustment provisions in the event of currency fluctuations. Accordingly, Cikarang Listrindos earnings

73
from its tariffs charged to industrial estate customers and PLN remain substantially constant in terms of U.S.
Dollars regardless of the Rupiah-U.S. Dollar exchange rate. Cikarang Listrindos tariffs for both industrial estate
customers and PLN also include automatic adjustment provisions to reflect increases in natural gas prices,
allowing such increases in natural gas costs to be passed on to customers.

Proven Track Record of Experienced Management Team

Members of Cikarang Listrindos management team have extensive experience in the electricity sector and
a proven track record of successfully establishing, operating and expanding power plants. In addition, they possess
complementary skill sets and have extensive experience and knowledge of the local power industry. In particular,
Cikarang Listrindos project team members, who are managing the capacity expansion plan, have successfully
built Cikarang Listrindo from a greenfield project in 1992 into the current facility with an installed generation
capacity of 518 MW.

Strategy

The main elements of Cikarang Listrindos business strategy include the following:

Continue to provide reliable electrical supply to customers in Cikarang Listrindos business area

Cikarang Listrindo will continue to focus on providing a reliable supply of electricity to its industrial estate
customers. Prior to the commencement of Cikarang Listrindos operations, industrial estate customers faced
frequent incidents of supply disruption and instability as PLN was unable to provide enough electricity to meet
all of their requirements. Cikarang Listrindo currently offers a highly stable and reliable supply of electricity.
Cikarang Listrindo also employs a back-up electricity distribution network for its industrial estate customers to
ensure maximum reliability of delivery. From 2003 to October 31, 2009, the operating availability factor for
Cikarang Listrindos gas turbines averaged 94.2%. Cikarang Listrindo believes that it has achieved high customer
satisfaction relating to the reliability of its operations, as evidenced by its high service penetration and low
incidence of customer loss. Cikarang Listrindo believes that its focus on providing a reliable supply of electricity
will allow it to attract and retain new and existing industrial estate customers.

Pursue capacity expansion plan to meet increasing demand from industrial estate customers and PLN

Through its capacity expansion plan, which is expected to be completed by the end of 2010, Cikarang
Listrindo expects to increase its installed generation capacity from the current 518 MW to 646 MW. This increased
installed generation capacity is intended to meet the rising demand from industrial estate customers and PLN.
Cikarang Listrindo believes that demand from industrial estate customers will continue to grow as these existing
customers expand their operations over time. It also expects additional demand for electricity as the industrial
estates are further developed and more land in those industrial estates is sold to both new and existing tenants.

Furthermore, Cikarang Listrindo expects to enter into a new agreement with PLN, which will increase
PLNs capacity commitment to 300 MW from the current 150 MW under the existing EPSPA. Cikarang Listrindo
believes that it is one of only a few IPPs that can efficiently satisfy PLNs power needs, especially in view of
Cikarang Listrindos proximity to the Jakarta load center. Transmission of power from PLNs power generation
facilities in eastern Java to the Jakarta area is constrained by the increasingly congested Java-Bali power grid.
Cikarang Listrindo believes that there will be enough electricity demand to support further increases in installed
generation capacity beyond its capacity expansion plan as it expects that PLN will continue to experience
shortfalls in its electricity supplies for the foreseeable future. As an integrated Electricity Undertaking License to
Supply to the Public (IUKU) holder, Cikarang Listrindo is able to engage in bilateral negotiations with PLN
without going through a competitive tender process.

Improve operating margins by thermal efficiency and economies of scale

Cikarang Listrindo expects natural gas costs, which are the single largest component of its cost base, to
decrease as a percentage of sales over time as a result of increased average plant loading and improved thermal
efficiency. After July 2006 when the first GE Frame 9E gas turbine operating in simple-cycle was installed,
Cikarang Listrindos average monthly blended heat rate fluctuated from 9,229 Btu/kWh for 2006 to 9,118
Btu/kWh for 2007 to 9,468 Btu/kWh for 2008 and to 9,593 Btu/kWh for the ten months ended October 31,

74
2009. However, upon the completion of its capacity expansion plan expected by the end of 2010, Cikarang
Listrindo targets an average monthly blended heat rate under real operating conditions of 8,250 Btu/kWh,
improving both thermal efficiency and operating margins. Furthermore, as it increases its installed generation
capacity, Cikarang Listrindo expects to benefit from greater economies of scale in respect of operating expenses
such as spare parts, maintenance and labor.

Industrial Estate Customers

Overview

In the early 1990s, the Ministry of Industry of Indonesia began encouraging the consolidation of the
countrys industrial activity into dedicated industrial estates. As PLN was unable to supply enough power to
support these developments, the Government decided to commission IPPs to participate in the provision of
electricity in the public interest. In 1993, Cikarang Listrindo successfully applied for its IUKU license covering
the five industrial estates of Cikarang, namely Cikarang Industrial Estate (Jababeka), East Jakarta Industrial
Park (EJIP), MM-2100 Industrial Town (MM-2100), Lippo Cikarang (Lippo) and Bekasi International
Industrial Estate (Hyundai). See Regulation.

The Cikarang area is part of Bekasi Regency, West Java, and is located approximately 45 kilometers east
of Jakarta. Cikarang has developed into an important base for industrial production, as it is situated in close
proximity to major transportation hubs in the region. The International Soekarno-Hatta Airport, Bekasi Railway
Station and Tanjung Priok, the largest port in Indonesia, are all within an approximately 65 kilometers radius of
Cikarang Listrindo.

The table below sets forth certain information regarding the electricity demand of Cikarang Listrindos
industrial estate customers for the periods indicated:

For the three months ended,

March 31, June 30, September December March 31, June 30, September
Electricity Demand 2008 2008 30, 2008 31, 2008 2009 2009 30, 2009

Electricity Demand
(MWh per day)................................... 5,315 5,895 6,139 5,232 4,703 5,344 6,017

The table below sets forth certain information regarding the electricity supply provided by Cikarang
Listrindo to its industrial estate customers for the periods indicated:

For the ten


months ended
For the years ended December 31, October 31,

Electricity Supply 2005 2006 2007 2008 2009

Electricity Supply (kVa 000).............. 393 492 504 565 573


Electricity Supply (MWh 000)........... 1,295 1,693 1,853 2,028 1,526

Note:

(1) Energized kVA represents the amount of capacity each customer has reserved for use.

Each of these industrial estates is a self-contained privately-operated commercial development that provides
factory land to private corporations. In addition to selling land for the construction of factories, these estates offer
a cost-effective and efficient way to own and operate factories in Indonesia as they provide land ownership,
custom built plant facilities, complete and reliable infrastructure and a full range of other value-added services,
including police and fire stations, schools, hospitals, residential housing and private security. Industrial estates can
also offer assistance in processing applications for various licenses and settling labor disputes, if necessary.

75
The table below sets forth certain information regarding Cikarang Listrindos industrial estate customers as
of October 31, 2009:

Tenants kVA
Total kVA Supplied by Supplied by % of
Energized Total Cikarang Cikarang Tenants % of kVA
Industrial Estate Area Ha kVA (1) Tenants Listrindo Listrindo Supplied Supplied

Jababeka................................. 1,220 248,794 1,174 1,149 206,634 98 83


Mm-2100................................ 905 263,978 207 179 219,668 87 83
Ejip......................................... 320 95,408 80 71 89,588 89 94
Lippo ...................................... 465 40,360 115 105 31,034 91 77
Hyundai.................................. 225 49,295 78 55 25,875 71 53
Total....................................... 3,135 697,835 1,654 1,559 572,799 94 82

Note:

(1) Energized kVA represents the amount of capacity each customer has reserved for use.

The industrial estates of Cikarang cover a total of 3,135 hectares, of which 1,555 are currently provided with
electricity. They are home to more than 1,600 local and multinational corporations, including companies from
Japan, the United States, Korea, Taiwan, Australia, Germany, France, the United Kingdom and The Netherlands.
For over a decade, Cikarang Listrindo has been the sole IPP supplying electricity to the five industrial estates of
Cikarang, serving over 94.1% of the tenants located in these industrial estates in 2008 and 94.3% in the ten months
ended October 31, 2009. Customer turnover has been essentially non-existent, except for limited instances of plant
closures or consolidation.

Customer Mix and Concentration

The industrial estates served by Cikarang Listrindo have attracted a diverse array of domestic and foreign
export-oriented businesses engaged in light and heavy manufacturing across a broad range of industries with
customers primarily outside of Indonesia. The tenants of these industrial estates include blue-chip multi-national
corporations such as Astra Honda Motor, Epson, Kalbe Farma, LG Philips Displays, Mattel, Nabisco Foods, NSK
Bearings, Samsung, Sanyo, Unilever and Yamaha Music, all of whom are also customers of Cikarang Listrindo.

The industrial estates diverse mix of tenants provides Cikarang Listrindo with balanced sector exposure, a
widely distributed customer base and balanced, steady growth prospects. Operationally and in terms of capacity
planning, industrial estate customers represent the core of Cikarang Listrindos business, accounting for 74.9% of
its net sales in the year ended December 31, 2008 and 74.2% of its net sales for the ten months ended October
31, 2009. As of October 31, 2009, aggregate peak load demand from industrial estate customers amounted to
approximately 334.5 MW, representing 58.4% of the total kVA supplied by Cikarang Listrindo.

As of October 31, 2009, Japanese corporations and/or their affiliates represented the single largest grouping
of customers, accounting for 54.8% of Cikarang Listrindos current energized kVA attributable to its industrial
estate business, followed by domestic Indonesian companies (21.8%) and Korean companies and/or their affiliates
(11.6%). Firms from Europe, Australia, other parts of Asia and the U.S. represent the balance of Cikarang
Listrindos customer base. Cikarang Listrindos top ten customers accounted for only 18.1% of total net sales for
the year ended December 31, 2008 and 19.2% of total net sales for the ten months ended October 31, 2009, and
its top 25 customers accounted for 32.5% of total net sales for the year ended December 31, 2008 and 32.5% of
total net sales for the ten months ended October 31, 2009. As of October 31, 2009, Cikarang Listrindos top ten
customers accounted for only 14.7% of energized kVA, and its top 25 customers accounted for 26.2% of energized
kVA.

76
Tariff Structure

Under the Old Electricity Implementing Regulations, Cikarang Listrindos industrial estate customers are
currently subject to a tariff regime agreed upon by Cikarang Listrindo, PLN, the relevant central Government
Ministries and the estate operators, and subsequently adopted as the central Government policy. These include
both non-utilization-based and utilization-based charges. Non-utilization-based charges consist of a connection
charge and a refundable deposit, while utilization-based charges consist of a capacity charge, a usage charge and
an excess charge. Below is a brief description of each of these tariff components.

Connection charge is a one-time charge incurred whenever a new connection is established,


determined based on the voltage level of the customers connection.

Refundable deposit is an amount equivalent to two months capacity charge and two months usage
charge, which is refundable upon termination of the power purchase agreement at the customers
request.

Capacity charge is a fixed monthly fee based on the number of kVA specified by each customer in its
power purchase agreement with Cikarang Listrindo.

Usage charge is a variable monthly fee computed based on the number of kWh of electricity delivered
to the customer.

Excess charge is a variable fee computed based on the number of kVARh of electricity delivered to
the customer exceeding its kVARh, derived from the kWh used based on a power factor of 0.85.

Cikarang Listrindo may, at its discretion, increase its capacity charge from Rp9,000 / kVA / month to
Rp15,000 / kVA / month. The Rp6,000 difference represents the difference between Cikarang Listrindos current
capacity charge and the Government-mandated ceiling rate. To help promote foreign direct investment in Cikarang
and support the growth of its industrial estate customers, Cikarang Listrindo has historically elected not to
implement rate hikes, even though it is entitled to do so.

Cikarang Listrindos pricing formulae offer it protection against any volatility with respect to Indonesias
currency. Its usage charge and capacity charge remain constant in U.S. Dollar terms, regardless of the actual
foreign exchange rate at any given time. In addition, the computation of usage charges is such that tariffs adjust
automatically to reflect cost increases due to increases in natural gas prices. Therefore, increases in natural gas
costs are passed on to customers.

The table below sets forth the average tariff rates applicable to Cikarang Listrindos industrial estate
customers for the periods indicated:

For the ten


months ended
For the years ended December 31, October 31,

2005 2006 2007 2008 2009

Tariff (US$ per kWh) ........................ 0.0800 0.0851 0.0931 0.0929 0.0950

Under New Electricity Law No. 30, the central Government no longer has the exclusive authority to set
electricity tariffs. Rather, the central Government, with the approval of the House of Representatives, will set
tariffs for consumers who purchase from holders of electricity licenses issued by the central Government.
However, regional governments, with the approval of the regional House of Representatives, will be allowed to
set different tariffs for consumers who purchase from holders of electricity licenses issued regionally. Until the
implementing regulations of New Electricity Law No. 30 are issued, it is unclear how this new tariff policy will
be implemented or how such implementation will affect Cikarang Listrindos business, financial condition or
prospects. See RegulationNew Electricity Law No. 30; Risk FactorsRisks Relating to Cikarang Listrindos
BusinessCikarang Listrindo operates under a Government-regulated tariff regime and is therefore unable to
unilaterally adjust the pricing of electricity that it sells, and subject to uncertainty resulting from the change in
tariff policy under New Electricity Law No. 30.

77
PLN Business

Overview

PLN is a state-owned electric utility company that, as of June 30, 2009, had approximately 25,611 MW of
installed generation capacity in Indonesia, in addition to owning and controlling all public electricity infrastructure
in Indonesia, including construction of power plants, power generation, transmission, distribution and retail sales
of electricity. PLN also purchases most of the power generated by independent producers to be sold elsewhere on
the Java-Bali power grid (exclusive of self-generation and on-site generation). Cikarang Listrindo currently has
a long-term contract for the sale of electricity to PLN and is in negotiations to revise this contract to increase
electricity sales to PLN to be supplied once the capacity expansion plan has been completed. Since 1993, the
Government has licensed IPPs to generate electricity for use in Indonesia. The licenses allow the IPPs producing
electricity for use in Indonesia to generate a stated amount of electricity for sale to PLN. Prior to Cikarang
Listrindos commencement of operations in 1993, industrial estate tenants in the Cikarang area were initially
allocated portions of the available electricity supply generated by PLN. In addition to the overall shortage of
power, industrial estate tenants at that time experienced frequent incidents of supply disruption and instability,
which in turn led to reduced productivity, lower yields and accelerated wear and tear on the capital equipment of
such industrial estate tenants. The industrial estate tenants who received initial allocations of electricity supply
from PLN prior to 1993 may continue purchasing electricity from PLN, and many of these early industrial estate
tenants, in the interest of supply diversification, continue to maintain active connections to the Java-Bali power
grid with PLN.

Since 1993, Cikarang Listrindo has been the sole IPP supplying electricity to tenants within its business area,
and PLN has not entered into agreements with new customers in such business area. However, New Electricity
Law No. 30 is designed to allow for greater private sector participation in the electricity supply business and is
therefore expected to increase competition in this sector. Although New Electricity Law No. 30 reflects the general
principle that only one business entity will have permission, within a single business area, to conduct an integrated
electricity supply business for public use, there can be no assurance that Cikarang Listrindo will not in the future
face competition in its business area, including from PLN and other private sector participants. See
Competition; Risk FactorsRisks Relating to Cikarang Listrindos BusinessCustomers in the business
area served by Cikarang Listrindo may be able to receive electricity from other sources.

Electricity Power Sale and Purchase Agreement between Cikarang Listrindo and PLN

Cikarang Listrindo and PLN are parties to the EPSPA on a take-or-pay basis for a term of 20 years
effective until the beginning of 2016. Upon expiration of the term of the agreement, the EPSPA may be extended
by mutual agreement of both parties.

Under the EPSPA, Cikarang Listrindo is obligated to supply and PLN is required to purchase a monthly
volume of electricity based on an annual capacity commitment of 150 MW. The agreement establishes a two-part
tariff system that takes into account actual capacity availability and energy dispatched. Depending on the number
of days in a given month, the monthly energy dispatch required varies between 72,576 and 80,352 MWh. PLN
has the right to reduce or refuse to accept the supply of capacity in cases where PLNs facilities are not ready to
receive electricity due to emergencies or maintenance. Either party may seek reformulation of the tariff in the
event of a material change in law or regulation.

The agreement stipulates that deliveries and receipts of electricity be handled by a team consisting of both
PLNs and Cikarang Listrindos staff. This is to ensure that any necessary maintenance and repair work that is
required at PLNs and Cikarang Listrindos facilities are communicated to both sides for planning purposes. To
gauge the flow of electricity and therefore the actual amount of electricity used, an electronic meter is installed,
owned, operated and maintained by PLN. Readings of the meter are only conducted in the presence of
representatives from both PLN and Cikarang Listrindo.

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PLN is required to make payments to Cikarang Listrindo within 30 days after receiving an invoice. Interest
will be assessed on any late payment based on the six-month U.S. Dollar deposit rate at Bank Negara Indonesia.
In the past Cikarang Listrindo has experienced delays in collecting accounts receivables from PLN under the
EPSPA. See Risk FactorsRisks Relating to Cikarang Listrindos BusinessCikarang Listrindo is subject to
risks associated with reliance on PLN as a significant customer. The agreement may be terminated upon written
approval of the parties or by the non-defaulting party upon any event of default such as a failure to perform any
term of the agreement, which failure is not rectified within the specified cure period.

Cikarang Listrindo expects to enter into a new agreement with PLN that will extend the duration of the
existing agreement and increase the associated capacity commitment to 300 MW.

Tariff Structure

Tariffs for sales to PLN feature four components: A, B, C and D. A and B are capacity charges to cover
depreciation and debt service expenses and operating and maintenance costs. C and D are energy charges to cover
the cost of electricity generation and transmission.

The four components are calculated as follows:

Component A is calculated by multiplying a base price rate by the monthly kWh usage (Monthly
Billable Dispatch) and adjusting for exchange rate fluctuations. The Monthly Billable Dispatch has
a minimum level, and incremental discounts are given for usage exceeding certain levels above the
monthly minimum level.

Component B is calculated by multiplying a base price rate by the Monthly Billable Dispatch adjusting
for exchange rate fluctuations and inflation. The Monthly Billable Dispatch has a minimum level, and
incremental discounts are given for usage exceeding certain levels above the monthly minimum level.

Component C is based on the cost of natural gas required by Cikarang Listrindo to generate energy,
the cost associated with transporting it and a fixed heat rate. Component C also includes a minimum
billable volume of electricity equivalent to 78% of a monthly minimum level.

Component D is calculated by multiplying the Monthly Billable Dispatch by a base price and adjusting
for exchange rate fluctuations and inflation.

In the event of Cikarang Listrindos failure to provide the annual minimum kWh in accordance with the
EPSPA, a penalty is applied at 10% of the rate for Components A and B multiplied by the shortfall in kWh.

As with Cikarang Listrindos industrial estate pricing, tariffs for sales to PLN are also hedged through the
tariff structures describe above against currency fluctuations and natural gas cost increases.

The table below sets forth the average tariff rates applicable to PLN for the periods indicated:

For the ten


months ended
For the years ended December 31, October 31,

2005 2006 2007 2008 2009

Tariff (US$ per kWh) ........................ 0.0426 0.0479 0.0543 0.0570 0.0578

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Power Plant

Overview

Cikarang Listrindos power plant is located approximately 45 kilometers east of Jakarta in the heart of
Cikarang Listrindos five industrial estates. The location offers several strategic advantages including close
proximity to industrial estate customers, reliable cooling water supply from a nearby canal and ready access to
major roads connecting the industrial region in the Bekasi Regency to Jakarta and to other major cities in West
Java.

The power plant owned and operated by Cikarang Listrindo is a natural gas-fired combined-cycle power
plant with an installed generation capacity of 518 MW. Cikarang Listrindo began commercial operation of the
power plant in 1993 with two GE Frame 6B natural gas turbines providing an aggregate installed generation
capacity of 60 MW. Four additional GE Frame 6Bs were installed in early 1996 to increase installed generation
capacity to 180 MW. In 1998, the power plant was further expanded through the installation of six Stork Ketels
HRSGs and two MHI steam turbines, which increased installed generation capacity to 300 MW, and such
equipment operated in two separate combined-cycle trains. In 2005 Cikarang Listrindo launched its current
capacity expansion plan, which is comprised of three stages and upon completion is expected to increase its
installed generation capacity to 646 MW. The first stage of the capacity expansion plan was completed in July
2006 with the installation of the first GE Frame 9E gas turbine, which increased installed generation capacity to
409 MW. The second stage of the capacity expansion plan was completed in December 2009 with the installation
of the second GE Frame 9E gas turbine, which increased installed generation capacity to 518 MW. The third and
final stage of the capacity expansion plan involves the installation of two Alstom dual-pressure HRSGs and a
Siemens condensing-type steam turbine, which is expected to increase installed generation capacity to 646 MW.
The delivery and assembly of the two Alstom HRSGs commenced in August 2009 and are expected to be
operational by the end of 2010, which will facilitate the conversion of the two Frame 9E gas turbines from a
simple-cycle to a combined-cycle operation. Siemens is currently manufacturing the steam turbine, and it is
contracted to be delivered in May 2010. The capacity expansion plan is expected to be completed by the end of
2010.

The power plant uses natural gas as the main fuel and diesel fuel as backup fuel in the event of any natural
gas supply shortage. Cikarang Listrindo operated at an average monthly blended heat rate of 9,593 Btu/kWh for
the ten months ended October 31, 2009. Cikarang Listrindo targets an average monthly blended heat rate under
real operating conditions of 8,250 Btu/kWh in the second half of 2010, when the GE Frame 9E gas turbines are
converted from a simple-cycle to combined-cycle operation.

Cikarang Listrindos power plant supplies electricity through its own 20 kV distribution system to over
1,500 customers in the five industrial estates. The power plant is also connected to PLN via a 150 kV double
circuit overhead transmission line, and PLN currently dispatches between 50 MW150 MW of electricity varying
on an hourly basis.

Current industrial customers require relatively consistent daily electrical loads from the existing generating
units, with weekday loads between 220 MW320 MW and weekend loads between 150 MW240 MW.

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Generation, Distribution and Supporting Ancillary Equipment

The following table provides a summary of Cikarang Listrindos power plants generation, distribution and
supporting ancillary equipment:

Generation Facilities Distribution Facilities Ancillary Equipment


6 GE Frame 6B (Model 6541) gas GE Frame 6B: 7 Step-Up 150kV/11.5kV, 5 Station Auxiliary Transformers:
turbines 30/50MVA Transformers 20kV/380-220V, 4x800kVA and
Complete with ELIN generators rated GE Frame 9E: 2 Step-Up 150kV/15kV, 1x1000kVA
at 38.3MW/11.5kV/50 Hz each; dual 100/160MVA Transformers 1 Station Auxiliary Transformer:
fuel: natural gas and/or diesel oil MHI steam turbines: 2 Step-Up 20kV/400V, 1600kVA
Fitted with fogging units to increase 150kV/11.5kV, 60/80MVA Transformers 4 Station Services Transformers:
gas turbine performance in regions 9 Distribution Transformers: 11.5kV/6.3kV, 6.5MVA
where ambient temperatures are high 150kV/20kV, 60/80MVA 1 Station Services Transformer,
Each equipped with diesel starting 20kV/6.3kV, 10MVA
engine 4 Block Auxiliary Transformers,
6 HRSGs 6.3kV/380V, 2.5MVA
Located in the gas turbine compound 6 Unit Auxiliary Transformers,
Obtains water supply from in-house 11.5kV/380V, 1000kVA
water treatment plant, adjacent to 2 Unit Auxiliary Transformers,
West Tarum Canal 15kV/400V, 1250kVA
2 condensing-type steam turbines 1 Stand-by Diesel Engine complete with
Each rated at 62.2MW/11.5kV at generator, 380/220V, 250kVA
3000RPM with Melco generators 2 Hamon Cooling Towers with 6 cooling
2 GE Frame 9E (Model 9171) gas water pumps in groups of three per
turbines tower, each pump rated at 50% duty, for
Complete with ELIN generators rated the steam turbine condensers
at 126.1MW/15kV/50 Hz; dual fuel: 1 Stand-by Auxiliary Boiler (Cochran
natural gas and/or diesel oil Thermax 1998), which was installed for
the initial commissioning and start-up of
the HRSGs
3 External Gas Compressor Sets

Mechanical Equipment and Systems

As of October 31, 2009, Cikarang Listrindos power plant was equipped with two separate combined-cycle
trains, each consisting of three GE Frame 6B gas turbines, three dual-pressure Stork Ketels HRSGs and a single
MHI condensing-type steam turbine. In addition to the two combined-cycle trains, the two GE Frame 9E gas
turbines are also part of the existing generating units. Each GE Frame 6B gas turbine is rated at an installed
generation capacity of 30 MW, while each steam turbine is rated at an installed generation capacity of 60 MW.
The two GE Frame 9E gas turbines are rated at an installed generation capacity of 109 MW each and are currently
operating in a simple-cycle mode, but are planned to be converted to combined-cycle operations as part of the
capacity expansion plan. See Capacity Expansion Plan. The first two GE Frame 6B gas turbines were installed
in 1993 in a simple-cycle configuration, and in early 1996 four additional GE Frame 6B gas turbines were installed
again in a simple-cycle configuration. In 1998, HRSGs were added to each GE Frame 6B gas turbine and two
additional steam turbines were installed. At that time, the installed generation capacity of the power plant in this
configuration totaled 300 MW. In January 2003, each GE Frame 6B gas turbine received inlet air foggers for an
additional installed generation capacity of 3 MW each. Pursuant to Cikarang Listrindos three-stage capacity
expansion plan, the first stage was completed in July 2006 with the installation of the first GE Frame 9E gas
turbine, which increased installed generation capacity to 409 MW. The second stage was completed in December
2009 with the installation of the second GE Frame 9E gas turbine, which increased installed generation capacity
to 518 MW. The third and final stage of the capacity expansion plan involves the installation of two Alstom
dual-pressure HRSGs and a Siemens condensing-type steam turbine, which is expected to increase installed
generation capacity to 646 MW. The delivery and assembly of the two Alstom HRSGs commenced in August 2009
and are expected to be operational by the end of 2010. Siemens is currently manufacturing the steam turbine and
it is contracted to be delivered in May 2010. Both the GE Frame 6B gas turbines and the GE Frame 9E gas turbines
are dual-fuel capable, with natural gas as the primary fuel and distillate as the backup fuel.

81
The GE Frame 6B gas turbines are housed outdoors in waterproof acoustic enclosures. The GE Frame 6B
gas turbines are equipped with ELIN-manufactured generators rated at 38.3MW/11.5kV/50Hz, which use natural
gas and/or diesel oil to power the gas turbines. They are also equipped with a diesel starting engine that provides
a black start capability in the unlikely event that all electrical supplies on site fail, and in the event of a black start
the GE Frame 6B gas turbines would support start-up of the GE Frame 9E gas turbines. The GE Frame 6B gas
turbines have been fitted with fogging units to increase air flow through the compressor in order to raise output
and improve efficiencies.

The GE Frame 9E gas turbines are housed outdoors in a waterproof acoustic enclosure, and are also
equipped with an ELIN generator rated 126.1MW/15kV/50 Hz and use natural gas and/or diesel oil. The GE
Frame 9E gas turbines are started with an electric motor.

HRSGs are located in the gas turbine compound. The HRSGs are of the horizontal type, designed for
dual-pressure and natural circulation operation. Water for the HRSGs, cooling towers and general consumption is
obtained from the in-house water treatment plant, which is fed by the adjacent West Tarum Canal. The water
treatment plant is located outdoors next to the turbine hall, and a small deionization plant that provides
de-mineralized water is located in the turbine hall.

Two MHI condensing-type steam turbines that are each rated at 62.2MW/11.5kV at 3,000 RPM are located
in the turbine hall on the 3rd floor of the control administration building and are equipped with Melco generators.

Distribution Facility

Cikarang Listrindo distributes electricity generated from the gas and steam turbines to PLN and the
industrial estates at 150 kV and 20 kV, respectively. Cikarang Listrindos step-up transformers are directly
connected to PLNs 150 kV substation, which is located approximately 800 meters away from the power plant.
Through its distribution transformers, Cikarang Listrindo provides electricity at 20 kV and 380 V to its customers
in all five industrial estates. For security and safety reasons, electricity is delivered to these customers through two
underground feeder lines which terminate in Cikarang Listrindos substations located throughout the estates.

Ancillary Equipment

Natural gas is the primary fuel for generating electricity and Cikarang Listrindos power plant sources its
natural gas from three suppliers, Pertamina, Rabana and PGN. Each supplier of natural gas utilizes a pipeline
distribution system to deliver the natural gas to Cikarang Listrindos power plant. See Natural Gas Supply.

There are also two diesel oil storage tanks with a capacity of 2,000 tons each, designed to provide adequate
volume to support the operation of the power plant in the event of a gas supply shortage. The tank farm is placed
approximately eight meters from the nearest facility.

In addition to the clarified water, treated water, potable water and demineralized water produced from the
in-house water treatment plant, there is a single 150 mm diameter industrial general service water main from the
Jababeka Industrial Estate system providing, as back-up, industrial water to the water tank that supplies water in
case of fire.

Spare parts are kept in three warehouses located inside the power plant. Critical parts, mainly spare nozzles
and buckets for the major overhauls of gas turbines, are stored according to the manufacturers recommendations.

Control System

Overall control and monitoring of the generating units is implemented by a distributed control system
(DCS) in the control administration building that integrates the control of the six GE Frame 6B gas turbines,
the two steam turbines, the six HRSGs, the water treatment system and the distribution system. The control system
is also built to receive the stations distribution data for monitoring its network status. The distribution system is
controlled from a separate control room. The control of the two GE Frame 9E gas turbines are is not integrated
in the DCS, but can be operated from remote workstations in the control room. The water treatment plant has a
local control system and operator workstation which is interfaced with the DCS. There are DCS operator and
engineering workstations for both the power plant and the distribution systems.

82
The DCS is designed and configured to protect the equipment through diagnostics, redundancy and hot
stand-by systems. Reliability is achieved by using tested and proven proprietary hardware and software systems.
Control consoles are linked to a sequence of event recorders, which will print out alarm conditions and provide
information for diagnosing the cause of any failures.

Operating History

The table below provides a historical operating summary for Cikarang Listrindos power generation plant,
including reported net generation, fuel consumption, net plant heat rate, net capacity factor and availability:

Fuel Net Capacity


Net Generation Consumption Net Plant Heat Rate Factor Availability
Year (MWh) (MMBtu) (Btu/kWh-HHV) (%)(1) (%)(2)

2005............................................... 2,152,658 19,021,824 8,836(3) 77.9 94.4


2006............................................... 2,141,798 19,765,973 9,229(4) 69.8 91.0
2007............................................... 2,338,925 21,326,178 9,118(5) 63.1 96.1
2008............................................... 3,129,517 29,630,727 9,468 84.0 97.5
2009 (through October 31)........... 2,415,284 23,169,983 9,593 78.0 93.2

Notes:

(1) Capacity Factor is based on 300 MW for 1999 through July 2006 and 409 MW from August 2006 to October 31, 2009.

(2) The operating availability factor is calculated by the following: available hours/unit period hours where the available hours is the period
hours minus (scheduled outage hours plus forced outage hours).

(3) The generating units only include the six GE Frame 6B gas turbines operating in combined-cycle mode.

(4) The generating units include the six GE Frame 6B gas turbines operating in combined-cycle mode and the first GE Frame 9E gas
turbine operating in a simple-cycle mode as of August 2006.

(5) As of December 2007, with the additional gas supplied by PGN the first GE Frame 9E gas turbine became fully utilized.

The table below sets forth certain data relating to Cikarang Listrindos operations, compared to the
benchmarks set by IEEE, for the periods indicated:

For the ten


months ended

IEEE Standard For the years ended December 31, October 31,

1366-2000(3) 2005 2006 2007 2008 2009

Network Distribution Losses


(%) ............................................ N/A 0.68 0.62 0.59 0.69 0.57
SAIDI (1) (hours/customer) ........ 1.5 0.25 0.33 0.37 0.27 0.09
SAIFI (2) (number/customer)..... 1.1 0.74 0.53 0.68 0.40 0.13

Notes:

(1) SAIDI, or the System Average Interruption Duration Index, is calculated as the sum of all customer interruption durations, divided
by the total number of customers served.

(2) SAIFI, or the System Average Interruption Frequency Index, is calculated as the total of all customer interruptions, divided by the
total number of customers served.

(3) Median values established under IEEE Standard 1366-2000.

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Management, Operation and Maintenance

Management. The power plant is under the operational control of a technical director who works with the
station and project general manager, station operation manager and station maintenance manager, assistant
managers and the shift charge engineers. These shift charge engineers are responsible for the safety and operation
of the plant, and assume total responsibility during normal working hours.

Operation and Maintenance Organization. The power plant and distribution network are operated and
maintained by employees of Cikarang Listrindo and are not operated or maintained by a third party. Cikarang
Listrindo employs various shift teams for the purpose of covering the plant operations and maintenance seven days
a week, 24 hours a day. During normal and extended working hours, station maintenance is carried out by trained
engineers and technicians. Outside normal and extended working hours, a call out system operates whereby the
required staff will come in to do any necessary work, and adequate staff for routine operations and maintenance
activities is retained. Management scheduled shut-downs for required maintenance and inspection occur pursuant
to recommendations from equipment suppliers based on operating hours.

The maintenance department is responsible for the timely, safe and efficient maintenance of the plant and
equipment, including all the Information Technology (IT) software and hardware at the power plant necessary for
the safe and effective repair or servicing of any part of the plant or equipment to prevent the occurrence or
recurrence of faults. The tasks are categorized under planned or preventive maintenance (PM) which involves
work necessary to reduce the risk of plant failure or corrective maintenance (CM) which involves repair of defects
required to keep the plant operational.

Operation and Maintenance Practices and Procedures. The power plant uses existing computer-based
control systems for capturing and analyzing operation data. In addition, the power plant uses an established
computer-based maintenance management system to manage items and activities such as maintenance data,
procurement activities, inventory levels, inventory control, purchasing and maintenance.

Cikarang Listrindo has specially trained instrumentation engineers on site responsible for carrying out
integrity inspection of the plant protection systems. Third-party inspection services are used for gas turbine, steam
turbine and HRSG inspections.

The predictive maintenance program includes infrared thermography testing on electrical equipment,
including transformers, switchgear and cables, and additional thermography testing is performed on the HRSGs.
All thermography testing is performed semi-annually.

The power plant also has a well-equipped maintenance and repair workshop containing spare parts to supply
field equipment maintenance and repair requirements.

Under repair and service agreements related to the GE Frame 6B and Frame 9E gas turbines, GE provides
Cikarang Listrindo with component parts and repair and field inspection services.

Scheduled maintenance is based on vendor recommendations and operating hours. The gas turbines have
routine combustion inspections, hot gas path inspections and major inspections as recommended by the
manufacturer. In January 2009, a Frame 6B gas turbine experienced generator damage on start-up after a standard
holiday period shut-down and required repairs. The gas turbine was out of service for seven and a half months and
came back online on August 15, 2009. Cikarang Listrindo maintains insurance that covers losses and liabilities
resulting from such mechanical failure.

Cikarang Listrindo obtained ISO9001:1994 certification in 2000, which was upgraded to ISO9001:2000 in
2004, and to ISO9001:2008 in November 2009, with a fully updated review of plant systems and procedures. The
quality plan and procedures are subject to external audit at six month intervals, and quality issues are addressed
on a daily basis and at monthly management meetings.

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Fire, Safety and Security

The power plant has a fire and safety team with a total of 28 trained fire and safety personnel reporting to
a safety engineer and a safety supervisor. The safety officers are qualified firemen, and both the safety engineer
and the supervisor report directly to the technical director and meet monthly. A regular equipment audit and work
permit system is maintained. A lock out system for electrical repair work using tags is operated. The plant is also
equipped with fire fighting gear from leading manufacturers, which has been installed to meet international
standards.

Water Supply

Water for Cikarang Listrindos power plant is supplied from the West Tarum Canal which also supplies water
to the city of Jakarta. Cikarang Listrindo has received a permit from the Water Resource Management Office valid
until October 21, 2010, which allows for the withdrawal of surface water in the amount of 300,000 cubic meters
per month. Cikarang Listrindo has also entered into a Water Uptake Agreement with Perusahaan Umum (Perum)
Jasa Tirta II, a state-owned company, dated September 1, 2007, as amended, under which the maximum amount
of raw water that is to be supplied to Cikarang Listrindo is 300,000 cubic meters per month. The agreement is due
to expire in September 2012. Cikarang Listrindo intends to seek an extension of the agreement prior to its expiry.
In addition, Cikarang Listrindos estimated total water requirement upon completion of its capacity expansion plan
is 550,000 cubic meters per month, requiring it to obtain a permit from the Water Resource Management Office
for withdrawal of water in the amount needed since the existing permit is for only 300,000 cubic meters per month.

Natural Gas Supply

Cikarang Listrindos power plant sources its natural gas from three suppliers, Pertamina, PGN and Rabana.
Pertamina is the subsidiary of PT Pertamina (Persero), a state-owned oil and gas enterprise involved in various
activities, including exploration, production, processing, marketing, distribution and trading of oil and gas
products, and supplies the majority of the natural gas needed by the power plant. The Pertamina Natural Gas Sale
and Purchase Agreement entered into between Cikarang Listrindo and Pertamina, dated August 18, 1994, as
amended (the Pertamina Natural Gas Agreement), provides that the agreement shall expire on December 28,
2015, or when the total contract defined amount of natural gas of 394,113 MMSCF has been delivered, whichever
comes first. As of October 31, 2009, the total amount of natural gas used by Cikarang Listrindo under the terms
of the supply agreement with Pertamina was approximately 220,739 MMSCF, and the remaining amount to be
supplied was approximately 173,374 MMSCF. PGN is a state-owned gas supplier. The PGN Sale and Purchase
Agreement entered into between Cikarang Listrindo and PGN, dated November 28, 2007 provides that the
agreement shall expire on November 30, 2014, but may be renewed by the parties. Rabana, a gas distribution and
trading company, receives a fixed natural gas allocation of 4.95 MMSCF per day from Pertamina which it supplies
to Cikarang Listrindo under a gas sale and purchase agreement dated January 19, 2005 which provides for the
delivery of 18,068 MMSCF over a 10-year period at a fixed rate of US$3.66 per MMBTU.

The Pertamina Natural Gas Agreement specifies a minimum annual natural gas purchase amount of 16,507
MMSCF (starting in 2007), which decreases to 16,414 MMSCF in the last year of the Pertamina Natural Gas
Agreement (2015) on a take-or-pay basis, reflecting an increase of gas supply that commenced in April 2006 from
47 MMSCF per day to 62 MMSCF per day. The increased quantity in the Pertamina Natural Gas Agreement
replaced the amount provided under a second contract, which expired at that time.

Under the Pertamina Natural Gas Agreement, Cikarang Listrindo buys natural gas currently at a price of
approximately US$3.65 per MMBTU, which increases by 3% every year until expiry. Together with the supply
of approximately 4.95 MMSCF per day available from Rabana, and approximately 45 to 54 MMSCF per day from
PGN, Cikarang Listrindo is currently entitled to a supply of approximately 95.46 to 120.95 MMSCF per day. The
existing generating units currently require approximately 75 MMSCF of natural gas per day. Cikarang Listrindo
estimates that its natural gas supply requirements are expected to increase to approximately 98 MMSCF per day
when both GE Frame 9E gas turbines are operating, and to approximately 105 to 110 MMSCF per day by the end
of 2010 when the third stage of the capacity expansion plan is expected to be completed.

85
The PGN Sale and Purchase Agreement provides that PGN shall sell, and Cikarang Listrindo shall purchase,
gas at a price equal to US$5.50 per MMBtu through November 30, 2009, and at a price agreed to by PGN
thereafter. The PGN Sale and Purchase Agreement provides for minimum and maximum amounts of gas to be
purchased by Cikarang Listrindo, both of which increase throughout the term of the agreement. Each month
Cikarang Listrindo is required to purchase at least the minimum amount of gas then applicable. If, during any
month, Cikarang Listrindo purchases gas in excess of the maximum amount of gas then applicable, the price per
MMBtu increases by 50% with respect to the amount of excess gas. The PGN Sale and Purchase Agreement
requires Cikarang Listrindo to secure its obligations thereunder through a bank guarantee, the amount of which
must be adjusted to reflect any changes in the amount of gas supplied or the applicable gas price. As of October
31, 2009, the amount of the bank guarantee was US$7.92 million.

The price of natural gas in Indonesia has been and continues to be regulated by government policy.
Typically, when this policy changes, Cikarang Listrindo and Pertamina, PGN and Rabana must agree on a revised
contract price between them, and thereafter Pertamina, PGN and Rabana would issue Cikarang Listrindo a letter
to formally amend the contract price that had been in effect previously. Cikarang Listrindo would then proceed
to implement corresponding electricity tariff revisions with its own customers.

Between August and September 2006 Cikarang Listrindo experienced difficulty in obtaining adequate
supplies of natural gas to meet customer electricity demands due to the inability of Pertamina to secure sufficient
sources of natural gas and deliver the volumes required under its contracts with customers. See Risk
FactorsRisks Relating to Cikarang Listrindos BusinessCikarang Listrindos power plant relies primarily on
two suppliers of natural gas, one of which has in the past failed, and may in the future fail, to supply sufficient
amounts of natural gas required for Cikarang Listrindo to deliver contracted-for quantities of electricity to its
customers. Cikarang Listrindo has addressed this situation, in part, by operating the gas turbines on diesel fuel,
which is more expensive than natural gas. More recently, Cikarang Listrindo has contracted for additional natural
gas supplies from PGN.

In addition, during the third quarter of 2006, Cikarang Listrindo experienced difficulties with the gas supply
pressure when the gas supply pressure of natural gas from Pertamina failed to meet the minimum gas intake
pressure requirements for Cikarang Listrindos GE Frame 9E gas turbine, which in turn, resulted in decreased
operating efficiency. Cikarang Listrindo addressed this situation through the installation of gas compression
equipment and has not experienced further gas supply pressure issues related to natural gas supplied by Pertamina.
In addition, the gas supply pressure from PGN requires the utilization of gas compression equipment to achieve
the gas pressure required by Cikarang Listrindos GE Frame 9E gas turbines. Cikarang Listrindo has purchased
the necessary compression equipment, which was installed in three separate sets in June, July and August 2009,
and replaced rental units that had been in operation since December 2007.

Natural gas is the primary fuel for generating electricity. Natural gas supplied by Pertamina is delivered by
its gas stations at Cilamaya and Cicauh to Pertaminas Tegal Gede compression station, located approximately two
kilometers away from the power plant. The natural gas is then delivered to a natural gas receiving station inside
Cikarang Listrindos power plant via two separate pipelines, 10 inches and 18 inches in diameter, respectively. The
gas receiving station is not the property of Cikarang Listrindo and is operated independently by PT Rabana
Gasindo Utama and PT Gasindo Pratama Sejati.

Natural gas supplied by PGN is used for the GE Frame 9 gas turbines and is delivered through PGNs
distribution network linking the natural gas fields of Pertamina and Conoco Phillips in Sumatra and additional
natural gas fields in West Java. A 16 inch diameter supply pipeline delivers the gas to three gas compressors
located at Cikarang Listrindos power plant, which compress the gas to the required operating pressure before
delivering it to the GE Frame 9 units.

Natural gas supplied by Rabana is delivered through Pertaminas distribution system.

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Capacity Expansion Plan

Owner-Management Construction Plan

Cikarang Listrindo is not using an EPC contractor to manage (and provide single point responsibility for)
the capacity expansion, but instead, is currently managing the various parties providing the engineering,
procurement and construction services for the capacity expansion plan with the assistance of consulting
engineering companies Scott Wilson Group plc and AF-Consult. The capacity expansion plan is expected to be
completed by the end of 2010. The estimated aggregate cost for the second and third stages of the capacity
expansion plan is US$147.8 million, and as of October 31, 2009, Cikarang Listrindo had spent US$94.5 million
in related capital expenditures. This completion cost estimate is based on contracts in place for the electrical
works, civil works and main plant items, plus Cikarang Listrindos preliminary estimates for the remainder of the
plant, and its previous experience with the design and construction of the current power plant. This amount
includes direct construction costs as direct labor, material and equipment costs, as well as other expenses such as
development, project management, spare parts, start-up, sales tax and insurance. In addition, Cikarang Listrindo
is also responsible for various direct and indirect costs not related to engineering, procurement and construction
costs, including items such as water supply, sanitary sewer, natural gas service connection and electrical service
connection. See Risk FactorsRisks Relating to Cikarang Listrindos BusinessCikarang Listrindo may not be
able to successfully complete its capacity expansion plan.

Expansion Site

The capacity expansion plan is being constructed north of the existing power plant within the limits of the
current power plants site on approximately four hectares within the 16 hectare parcel. In addition to the land being
used for installation of the permanent equipment related to the capacity expansion plan, additional land is
designated for, among other things, temporary equipment, materials, parking for employees and construction
trailers all subject to specific land requirements based on contractor needs.

The site used for the capacity expansion plan is to include the second Frame 9E gas turbine, two Alstom
dual-pressure HRSGs (one of which will be installed for the first GE Frame 9E gas turbine), a Siemens
condensing-type steam turbine which is to receive steam from the two Alstom HRSGs, a Hamon cooling tower,
a warehouse, a steam turbine control and administration building, and additional related equipment. The Alstom
HRSGs are designed for outdoor installation and equipped with the appropriate insulation and weatherproofing
while the Siemens steam turbine will be enclosed in a steel-framed building with insulated metal cladding and a
reinforced concrete floor.

Mechanical Equipment and Systems

The capacity expansion plan includes two GE Frame 9E gas turbines which are to operate in
combined-cycle, as well as two dual-pressure HRSGs and a single condensing-type steam turbine. The second GE
Frame 9E gas turbine is rated at an installed generation capacity of 109 MW, and the steam turbine is rated at an
installed generation capacity of approximately 128 MW. Cikarang Listrindo expects that additional installed
generation capacity resulting from the capacity expansion plan will total 346 MW. After the completion of the
capacity expansion plan, total installed generation capacity of the power plant is expected to increase to 646 MW.
Cikarang Listrindo has entered into purchase agreements with Alstom for two dual-pressure HRSGs, and with
Siemens for a condensing-type steam turbine. The delivery and assembly of two additional HRSGs commenced
in August 2009 and are expected to be operational by the end of 2010. Siemens is currently manufacturing the
steam turbine, and it is contracted to be delivered in May 2010.

The GE Frame 9E gas turbines are dual fuel capable with natural gas as the primary fuel and distillate as
the backup fuel, and each is to be started with an electric motor that in the case of black-start conditions would
be powered from the GE Frame 6B gas turbines, which are to have individual diesel starting engines. After
completion of the capacity expansion plan, the design heat rate of the power plant is expected to be 7,505
Btu/kWh, which will include the capacity from all three steam turbines. Cikarang Listrindo targets an average
monthly blended heat rate under real operating conditions of 8,250 Btu/kWh upon completion of the capacity
expansion plan.

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The condensing water for the steam turbine condenser is to be provided by a conventional wet-type cooling
tower. Similar to the existing power plant, raw water is expected to be obtained from the adjacent West Tarum
Canal and treated in the water treatment plant, including clarifiers and filtration beds, for general consumption and
for use in the cooling tower.

Off-Site Requirements

Water Supply. The estimated total water requirement for the power plant after completion of the expansion
plan is 550,000 cubic meters per month. Cikarang Listrindo plans to obtain the water from the West Tarum Main
Canal, which will require it to obtain a permit from the Water Resource Management Office for withdrawal of
water in the amount needed since the existing permit is for only 300,000 cubic meters per month.

Wastewater Disposal. Cikarang Listrindo plans to continue to discharge cooling tower blowdown and boiler
blowdown to the Cikarang River as currently permitted. This will require Cikarang Listrindo to obtain a
modification to the current permit to accommodate the increased amounts of wastewater from the power plant
after expansion is completed. Other wastewater, including sanitary waste, will continue to be discharged to the
Bekasi Industrial Park wastewater collection and treatment system.

Natural Gas Supply. Cikarang Listrindo estimates that after the two HRSGs and the steam engine become
operational as expected by the end of 2010, its natural gas supply requirements will increase to approximately 105
to 110 MMSCF per day. Cikarang Listrindo has entered into an agreement with PGN to obtain the additional
supply of natural gas required to meet the operational requirements of the power plant after the completion of the
capacity expansion plan. In addition, Cikarang Listrindo has purchased and installed the necessary compression
equipment required to provide adequately pressurized natural gas to both Frame 9E gas turbines. The compression
equipment was installed in three separate sets in June, July and August 2009, and replaced rental units that had
been in operation since December 2007.

Environmental and Regulatory

Cikarang Listrindo has obtained the key environmental approvals through AMDAL for the capacity
expansion plan and has identified the other key environmental permits and approvals which are necessary to
construct and operate the equipment for the expansion plan. Although certain permits and approvals have not yet
been obtained, these are typically acquired during the construction and commissioning process, and Cikarang
Listrindo expects to obtain them at that time. In addition, on October 3, 2009, New Environment Law No. 32 came
into effect and revoked Old Environment Law No. 23. Under New Environment Law No. 32, companies are
required, among other things, to obtain an environmental license (ijin lingkungan) that will allow it to conduct
certain activities related to its business operations that affect the environment. As of the date of this offering
memorandum, no implementing regulations have been issued with respect to New Environment Law No. 32. After
the implementing regulations related to Old Environment Law No. 32 have been introduced, Cikarang Listrindo
intends to obtain the environmental license and any other required approval, license or permit. See
Environmental Matters; RegulationAMDAL Process.

Marketing and Customer Service

The marketing department, supervised by the marketing manager, serves as the focal point for potential and
existing customers relating to the supply of electricity by Cikarang Listrindo. Contracts are entered into in the form
of capacity availability agreements with the industrial estate owners and power purchase agreements with the
industrial estate tenants. Standard model agreements are used in forming the contracts.

All requests for power supply from customers regarding new connections, capacity increase or reduction,
disconnection and termination are received by the marketing department and then passed on to the distribution
department and technical support unit for preparing a design scheme for the supply of electricity to the customer.
Upon return of the design information for new connections to the marketing department, a power purchase
agreement is prepared for signing by both parties. In parallel with this, the finance and accounts department is
requested to seek payment for the connection charges, and the collection is then monitored by the marketing

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department. When payment is made, the marketing department issues instructions to proceed to the distribution
department, which then finalizes the design and arranges a contractor to carry out the work. Throughout the
construction and installation of new connections, marketing staff monitor the work and coordinate the progress
and other issues with the customer to ensure a satisfactory completion.

Customer complaints and service requests are handled through the use of the marketing departments
database, System Informasi Data Informasi (SIDP). During normal office hours, any technical complaint
received by the marketing department is entered into the SIDP, and the distribution department is assigned to
address the complaint. After normal office hours, calls are answered directly by distribution shift staff, who then
enter the details of the complaint into the SIDP address any related issues.

Complaints and other issues concerning the supply of electricity to PLN are similarly addressed.

Competition

Cikarang Listrindo is engaged in electricity generation and distribution in Indonesia, and is the sole IPP
supplying electricity to customers located in the five neighboring industrial estates in the Cikarang area. Cikarang
Listrindo provided electricity to approximately 94.1% of the tenants located in these industrial estates in 2008 and
approximately 94.3% in the ten months ended October 31, 2009, supplying approximately 81.9% of their total
electricity consumption in 2008 and approximately 82.0% in the ten months ended October 31, 2009.

Although New Electricity Law No. 30 reflects the general principle that only one business entity will have
permission, within a single business area, to conduct an integrated electricity supply business for public use, the
Minister for Energy and Mineral Resources retains the authority fundamentally to alter Cikarang Listrindos
competitive environment or its business in the future. Under the Old Electricity Implementing Regulations, the
Minister for Energy and Mineral Resources has the power to grant electricity generation or distribution licenses
to other business entities to supply electricity for public use within a business area already served by another
licensee, if the existing integrated IUKU license holder is incapable of supplying electricity on a reliable basis in
that business area. In addition, the Minister for Energy and Mineral Resources can permit any company within a
business area to generate electricity strictly for its own use if it would be more economical than paying the
electricity prices charged by the integrated IUKU license holder. See Risk FactorsRisks Relating to Cikarang
Listrindos BusinessCustomers in the business area served by Cikarang Listrindo may be able to receive
electricity from other sources. Until the implementing regulations for New Electricity Law No. 30 are issued, the
Old Electricity Implementing Regulations are deemed to be valid as long as they do not contravene the provisions
of the New Electricity Law No. 30. Furthermore, New Electricity Law No. 30 is designed to allow for greater
private sector participation in the electricity supply business and is therefore expected to increase competition in
this sector. Although New Electricity Law No. 30 reflects the general principle that only one business entity will
have permission, within a single business area, to conduct an integrated electricity supply business for public use,
there can be no assurance that Cikarang Listrindo will not in the future face competition in its business area,
including from PLN and other private sector participants. See Competition; Risk FactorsRisks Relating
to Cikarang Listrindos BusinessCustomers in the business area served by Cikarang Listrindo may be able to
receive electricity from other sources.

Prior to Cikarang Listrindos commencement of operations in 1993, industrial estate tenants in the Cikarang
area were initially allocated portions of the available electricity supply generated by PLN. In addition to the overall
shortage of power, industrial estate tenants at that time experienced frequent incidents of supply disruption and
instability, which in turn led to reduced productivity, lower yields and accelerated wear and tear on the capital
equipment of such industrial estate tenants. The industrial estate tenants who received initial allocations of
electricity supply from PLN prior to 1993 may continue purchasing electricity from PLN, and many of these early
industrial estate tenants, in the interest of supply diversification, continue to maintain active connections to the
Java-Bali power grid with PLN.

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During the period from 2002 to 2005, Cikarang Listrindo experienced a decrease in the rate of growth of
sales of electricity as some of its customers decided to take advantage of high diesel fuel subsidies provided by
the Government and established their own internal power supply sources that use diesel fuel. Although the
Government abolished the diesel fuel subsidies in mid-2005 and most of the customers who had internally
generated a portion of their power requirements reverted to using Cikarang Listrindos electricity for all of their
power requirements, if the Government re-introduces diesel fuel or other similar subsidies in the future, it could
encourage Cikarang Listrindos existing customers to establish their own power supply sources. See Risk
FactorsRisks Relating to Cikarang Listrindos BusinessCustomers in the business area served by Cikarang
Listrindo may be able to receive electricity from other sources; Risk FactorsRisks Relating to Cikarang
Listrindos BusinessCikarang Listrindos electricity sales may be adversely affected if the Government
re-introduces diesel fuel or other similar subsidies, or customers develop internal power supplies.

In 2006, PT Bekasi Power (Bekasi Power), a subsidiary of PT Jababeka Tbk, applied to the regional
government of Bekasi for an integrated IUKU license to supply electricity for public use in connection with a
proposed expansion of the Jababeka industrial estate, which is located within Cikarang Listrindos business area.
The proposed location of the expansion is in an area that is not contiguous to the existing location of the Jababeka
industrial estate, and where Cikarang Listrindo currently has no customers. Although Bekasi Powers application
is still pending with the Minister of Energy and Mineral Resources (which is responsible for determining the
business area of IUKU license holders), construction of its power plant is partially completed, and media sources
have reported that Bekasi Power has entered into a short-term agreement to sell 37 MW of electricity to PLN. The
Minister of Energy and Mineral Resources, while acknowledging in March 2009 that Bekasi Powers proposed
business area was already within the business area of another company, has encouraged Bekasi Power, Cikarang
Listrindo and PLN to reach a mutual agreement regarding their respective areas of operation. As the holder of an
integrated license to supply electricity to the public, Cikarang Listrindo believes that it has priority over Bekasi
Power with respect to the right to supply electricity within the proposed expansion of the Jababeka industrial
estate. Although New Electricity Law No. 30 reflects the general principle that only one business entity will have
permission, within a single business area, to conduct an integrated electricity supply business for public use,
Cikarang Listrindo has accepted the Ministers invitation to participate in a process of consultation with PT Bekasi
Power and PLN, and the parties are endeavoring to reach a mutually beneficial agreement.

Property and Equipment

Cikarang Listrindos main property assets are its generation, transmission and distribution network assets
and real property associated with such network, including land rights or Hak Guna Bangunan (HGB) covering
the land for future development located in Cikarang power plant site having a total area of approximately 173,518
square meters. Cikarang Listrindo believes that the existing land rights will be renewed by the Government upon
expiration.

Cikarang Listrindo leases its corporate headquarters in Jakarta.

Environmental Matters

Cikarang Listrindos operations are subject to various environmental laws relating to water, air and noise
pollution and the management of hazardous and toxic waste. Cikarang Listrindo has obtained all material
environmental permits and licenses required for the construction and operation of the power plant and the
distribution facilities. Although Cikarang Listrindo believes that it is in compliance in all material respects with
these environmental laws, some risk of environmental costs and liabilities are inherent in its operations, and
material costs and liabilities may be incurred in the future in this regard. Compliance with environmental laws and
regulations may also result in delays in expansion and development of Cikarang Listrindos generating station and
transmission and distribution system.

Pursuant to Old Environment Law No. 23 and Government Regulation No. 27/1999 concerning Analysis on
Environmental Impact, companies in certain prescribed sectors that have already obtained a business license were
required to be in compliance with the provisions of such regulations within five years from the effective date of
Old Environment Law 23 and file certain documents such as ANDAL (environmental impact analysis), RKL
(environmental management plan) and RPL (environmental monitoring plan) concerning the impact of its
activities. Cikarang Listrindo believes it is in compliance with AMDAL and is up to date with its filings of the

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Report of Environmental Management and Monitoring (Laporan Pengelolaan dan Pemantauan Lingkungan). See
Risk FactorsRisks Relating to Cikarang Listrindos BusinessCikarang Listrindos operations are subject to
Indonesian central, provincial and local environmental protection laws and regulations and various environmental
approvals, licenses or permits are required for the operation of its power plant and for its capacity expansion plan.
However, on October 3, 2009, New Environment Law No. 32 came into effect and revoked Old Environment Law
No. 23. Under New Environment Law No. 32, companies which were required to obtain AMDAL approval under
Old Environment Law No. 23 are also required to obtain an environmental license (ijin lingkungan) that will allow
it to conduct certain activities related to its business operations that affect the environment. This environmental
license will integrate all existing licenses relating to the management of environment issued by the minister, a
governor, or a regent/mayor (bupati/walikota) in Indonesia (e.g., license to manage hazardous waste, license to
discharge wastewater to sea, license to discharge wastewater to water sources, etc.), and the integration of these
licenses into an environmental license must be completed within one year as of the enactment of New
Environment Law No. 32. No implementing regulations have been issued with respect to New Environment Law
No. 32 and thus the detailed requirements related to the environmental license are not yet available. Until such
implementing regulations have been introduced, Cikarang Listrindo has been advised by its Indonesian legal
counsel that Cikarang Listrindo can continue to follow the requirements of Old Environment Law No. 23, unless
those requirements contravene the requirements of New Environment Law No. 32.

The current environmental regulations in Indonesia prohibit businesses from violating certain prescribed
environmental quality standards. Cikarang Listrindo is subject to several Government regulations, ministerial
decrees, and provincial and local regulations regarding the maintenance of environmental quality standards,
including those under Old Environment Law No. 23. Under Old Environment Law No. 23, the permitted waste
emissions from the electricity business sector include water, air, noise pollution and hazardous and toxic waste.
Cikarang Listrindo is obligated to conduct monitoring, prevention, maintenance and reporting obligations
depending on the type of waste produced by Cikarang Listrindo. If Cikarang Listrindo breaches this obligation,
it will be required to pay compensation to the injured party, remedy the condition of the pollution and/or be
subjected to criminal sanctions. Once implementing regulations have been introduced, the environmental quality
standards of New Environment Law No. 32 will apply. The environmental quality standards under New
Environment Law No. 32 are defined by the levels of living organisms, matter or other components present, and
the levels of pollutants tolerated, in different environments.

Employees

Cikarang Listrindo had 307 employees as of December 31, 2006, 321 employees as of December 31, 2007,
337 employees as of December 31, 2008 and 354 employees as of October 31, 2009. The following table provides
a breakdown of its employees by function as of the periods indicated:

For the years ended December 31, Ten months ended October 31,

2006 2007 2008 2008 2009

Directors and vice-president/commercial


adviser ...................................................... 4 4 4 4 4
General management .................................... 10 10 11 11 11
Distribution ................................................... 52 51 56 56 66
Maintenance .................................................. 45 49 51 51 57
Plant operation .............................................. 53 58 59 59 63
Finance and accounting ................................ 15 16 16 16 15
Human resources development and
general affairs ........................................... 24 26 28 28 30
Marketing ...................................................... 14 15 14 14 15
Purchasing ..................................................... 6 7 8 8 8
General services............................................ 77 77 82 82 85
Technical support.......................................... 7 8 8 8
Total .............................................................. 307 321 337 337 354

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As of October 31, 2009, none of Cikarang Listrindos employees were members of a labor union. Cikarang
Listrindo considers its relationship with its employees to be good. Cikarang Listrindo has two-year Company
Regulations which are valid until 2011.

Cikarang Listrindo has established defined contribution pension plans covering substantially all of its
permanent employees. The assets of the pension plans are administered by Dana Pensiun Lembaga Keuangan PT
Bank Negara Indonesia (Persero) Tbk and Dana Pensium Lembaga Keuangan Manulife Indonesia. Under the
pension plans, Cikarang Listrindo contributes 5% of the employees basic salaries. Adequate provision for the
contribution has been made in its consolidated financial statements in accordance with the rules of the pension
plan. In addition to the pension plan, Cikarang Listrindo maintains other personal accident and working injury
insurance.

Other retirement benefits that an employee receives and that are funded by Cikarang Listrindo include a
post-employment benefit amount and health care benefits. Cikarang Listrindo also provides its employees a long
leave benefit of one month after completing each five-year period of service, as well as a housing allowance and
other benefits. Health care benefits are also provided including certain medical treatment for the whole family.

Insurance

Cikarang Listrindo maintains insurance coverage through policies issued by Indonesian insurers, which
include PT Asuransi Tri Pakarta, PT Tugu Pratama Indonesia, PT Asuransi Astra Buana, PT Asuransi Adira
Dinamika, PT Asuransi Dayin Mitra Tbk, PT Asuransi Jaya Proteksi, PT Tugu Kresna Pratama, PT Asuransi
Wahana Tata, PT Asuransi Indrapura, PT ACE INA Insurance, PT Asuransi AIU Indonesia, PT. Asuransi Allianz
Utama Indonesia and PT. Asuransi MSIG Indonesia.

The insurance coverage for Cikarang Listrindo includes the following insurance policies:

property all risks insurance and machinery breakdown insurance including business interruption
associated with property damage and machinery breakdown and earthquake, volcanic eruption and
tsunami insurance;

general liability insurance including third party bodily injury and property damage;

construction all risks insurance covering all Cikarang Listrindos and contractors incidental works on
site including maintenance;

contractors all risks insurance covering Cikarang Listrindos and contractors cabling works and civil
and electrical operations; and

personal accident and motor vehicle insurance.

A substantial portion of insurance arranged by Cikarang Listrindo has been reinsured by international
reinsurers. The insurance policies arranged by Cikarang Listrindo do not cover liability or damage arising from
acts of war and terrorism and other customary exclusions from coverage.

As of October 31, 2009, Cikarang Listrindos real and personal properties, including inventories and
electrical equipment, were covered by insurance against losses by fire, flood, earthquake and other risks under
blanket policies for US$498.0 million.

Cikarang Listrindo paid an aggregate of US$0.4 million in 2006, US$0.4 million in 2007 and US$0.4
million in 2008 in principal insurance policy premiums, respectively. As of the date of this offering memorandum,
only one insurance claim has been filed in the amount of approximately US$6.2 million since the commissioning
of the power plant in October 1993, of which approximately US$1.67 million has been paid. The final claim
amount is currently being assessed by the insurance company and is subject to adjustment. This insurance claim
was filed in relation to a Frame 6B gas turbine that experienced generator damage on start-up after a standard
holiday period shut-down in January 2009. The gas turbine required repairs and was out of service for seven and
a half months, becoming operational on August 15, 2009.

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Legal Proceedings

From time to time, Cikarang Listrindo may be involved in legal proceedings concerning matters that arise
in its day-to-day business operations. Except as described below, there are no governmental, legal or arbitration
proceedings (including any such proceedings which are pending or threatened, of which Cikarang Listrindo is
aware) which Cikarang Listrindo believes could reasonably be expected to have a material adverse effect on its
results of operations or financial position. However, there can be no assurance that legal proceedings concerning
matters arising in connection with the conduct of its business will not be brought in the future against Cikarang
Listrindo, or if they are, that they will not materially adversely affect its result of operations or financial position.

Cikarang Listrindo is involved in litigation alleging that Cikarang Listrindo is using a certain plot of land
without the proper consent.

Cikarang Listrindo, as a lessee of land, the ownership of which is in dispute, is named as one of the
defendants, together with Perusahaan Umum (Perum) Jasa Tirta II (PUJT) and the National Land Agency of
Bekasi Regency, in a lawsuit filed in the Bekasi District Court in 2006 alleging that (i) PUJT acquired certain
disputed land without informing and paying compensation to the plaintiffs, (ii) the National Land Agency of
Bekasi Regency illegally issued a land certificate for the disputed land to PUJT and (iii) Cikarang Listrindo is
using the disputed land without proper consent from the plaintiffs. The plaintiffs are seeking damages of Rp5
billion plus interest of 3%, to be calculated as of the date of the pronouncement of the court decision, Rp2 billion
for non-material damages and Rp1 million for each day of delay in complying with the court decision. The
disputed plot of land belonged to and was occupied by the Department of Public Works from 1964 until it was
included as an asset of PUJT in 2000 under Government Regulation No. 90 of 2000, and the land was duly
certificated in 2005 and duly registered in the name of PUJT. Moreover, Cikarang Listrindo, as a bona fide lessee,
is protected under Indonesian law and has the right to enjoy the leased land without any interference during the
lease term. Accordingly, Cikarang Listrindo believes the lawsuit is without merit. On September 17, 2007, the
Bekasi District Court ruled in favor of the plaintiffs, which ruling was upheld by the West Java High Court on June
18, 2008. Cikarang Listrindo, PUJT and the National Land Agency of Bekasi Regency filed their respective
appeals of the West Java High Courts decision in the Supreme Court (Kasasi) in September and November 2008
and the plaintiffs filed their responses to such appeals in November 2008. The Supreme Court of Indonesia is
currently reviewing the case.

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MANAGEMENT

Commissioners and Directors

The board of directors under the supervision of the board of commissioners carries out the management and
day-to-day operations of Cikarang Listrindo. The members of each board are appointed through a general meeting
of shareholders.

The rights and obligations of each member of the board of commissioners and the board of directors are
regulated by Cikarang Listrindos articles of association (the Articles of Association) and by the shareholders
of Cikarang Listrindo during its general meeting. Under the Articles of Association, the board of directors must
consist of at least one or more directors, and if more than one director is appointed, then one of them will be
appointed as the President Director. The President Director, or another Director in the absence of the President
Director, is entitled and authorized to act for and on behalf of the board of directors and represent Cikarang
Listrindo, except with respect to borrowing or lending money (other than drawing against an existing credit),
binding Cikarang Listrindo as guarantor, obtaining or disposing of fixed assets, pledging or encumbering any
property of Cikarang Listrindo or establishing a subsidiary company, in which case the approval of the board of
commissioners is required. The board of commissioners must have at least one commissioner, and if more than
one commissioner is appointed, then one of them will be appointed as the President Commissioner.

Commissioners and Directors are elected for five year terms, without prejudice to the rights of the general
meeting of shareholders to dismiss a Commissioner or Director during his or her term of office or to reappoint a
Commissioner or Director whose term of appointment has expired. The officers of Cikarang Listrindo serve at the
discretion of the board of directors.

Cikarang Listrindos shareholders and board of commissioners act as the overall supervisory and monitoring
bodies. Decisions above certain monetary thresholds must be referred by Cikarang Listrindos board of directors
to its board of commissioners or shareholders for their review and approval. Cikarang Listrindos board of
directors acts as its primary day-to-day approval and decision-making body.

Cikarang Listrindos governance framework provides for checks and balances while allowing Cikarang
Listrindos management flexibility for prompt decision making in the ordinary course of business.

Board of Commissioners

The five members of the board of commissioners of Cikarang Listrindo, which is responsible for the overall
supervision of Cikarang Listrindo, are as follows:

Name Age Title

Mr. Ismail Sofyan ........................................................ 78 President Commissioner


Mr. Iwan Putra Brasali ................................................ 44 Commissioner
Mr. Aldo Putra Brasali................................................. 42 Commissioner
Mr. Fenza Sofyan......................................................... 43 Commissioner
Mr. Djeradjat Yanto Joso ............................................. 42 Commissioner

Set forth below is a short biography of each of the Commissioners of Cikarang Listrindo:

Mr. Ismail Sofyan. Mr. Sofyan is President Commissioner of Cikarang Listrindo and was President Director
from 1990 to 2006. Mr. Sofyan has overall management responsibility for Cikarang Listrindo including its
finances, operations and business strategy. He currently serves as President Director of PT Metropolitan
Development and Commissioner of PT Bersama Sakti. He graduated with a Bachelors degree of Science in
Architecture from Bandung Institute of Technology.

Mr. Iwan Putra Brasali. Mr. Iwan Brasali is a Commissioner of Cikarang Listrindo. He was appointed a
Commissioner in 2004. Mr. Iwan Brasali is currently the President Director of PT Brasali Corporation and the
President Commissioner of PT Gasindo Pratama Sejati. He graduated with Bachelors and Masters degrees of
Science in Civil Engineering from the University of Southern California.

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Mr. Aldo Putra Brasali. Mr. Aldo Brasali is a Commissioner of Cikarang Listrindo. He was appointed a
Commissioner in 2007. Mr. Aldo Brasali is currently the President Director of PT Brasali Realty, PT Pesona
Equator and PT Pede Realty. He is also the President Commissioner of PT Caisson Dimensi, a Director of PT
Metropolitan Development and a Commissioner of PT Metropolitan Land. He graduated with a Bachelors degree
of Science in Architecture from the University of Southern California Los Angeles.

Mr. Fenza Sofyan. Mr. Sofyan is a Commissioner of Cikarang Listrindo. He was appointed a Commissioner
in 2004. Mr. Sofyan currently holds Director/Commissioner positions in a number of other companies, including
PT Sarilembah Tirta Hijau and PT Pasific Corponusa. He graduated with a Bachelors degree of Science in
Business from Dyke College.

Mr. Djeradjat Yanto Joso. Mr. Joso is a Commissioner of Cikarang Listrindo. He was appointed a
Commissioner in 2004. He also serves as a Director for PT Bandaloka Jaya and PT Gasindo Pratama Sejati, and
as President Director of PT Udinda Wahanatama. He graduated with a Bachelors degree of Science in Economics
from the University of Southern California.

The business address of each director and each commissioner is the address of the registered office of
Cikarang Listrindo.

Mr. Iwan Brasali and Mr. Aldo Brasali are brothers and they are shareholders of PT Brasali Industri Pratama,
one of Cikarang Listrindos principal shareholders. Mr. Fenza Sofyan is the son of Mr. Ismail Sofyan, and he is
a shareholder of PT Pentakencana Pakarperdana, one of Cikarang Listrindos principal shareholders. Mr. Djeradjat
Yanto Joso is the son of Mr. Sutanto Joso, President Director of Cikarang Listrindo, and they are shareholders of
PT Udinda Wahanatama, one of Cikarang Listrindos principal shareholders.

Board of Directors

The members of the board of directors of Cikarang Listrindo, which is responsible for day-to-day
management of Cikarang Listrindo, are as follows:

Name Age Title

Mr. Sutanto Joso .......................................................... 67 President Director


Mr. Andrew K. Labbaika............................................. 45 Commercial Director
Mr. Ewe Chai Png ...................................................... 63 Technical Director

Set forth below is a short biography of each of the Directors of Cikarang Listrindo:

Mr. Sutanto Joso. Mr. Joso is the President Director of Cikarang Listrindo. He joined Cikarang Listrindo in
1990. Mr. Joso currently also serves as President Commissioner of PT Grand Dinamika Manufacturing Indonesia
and Commissioner of PT Valbury Asia Securities.

Mr. Andrew K. Labbaika. Mr. Labbaika is a Director of Cikarang Listrindo. He joined Cikarang Listrindo
in 1991 as a Manager and was promoted to a Director in 1996. Mr. Labbaika is charged with an overall
responsibility for the commercial functions of Cikarang Listrindo. Mr. Labbaika is also a Director of PT Udinda
Wahanatama. He graduated with a Bachelors degree of Science in Electrical Engineering and a Masters degree
in Business Administration from the University of Southern California.

Mr. Ewe Chai Png. Mr. Png is a Director of Cikarang Listrindo. He joined Cikarang Listrindo in 1993. He
became a Director in 1996 and is charged with an overall responsibility for the technical functions of Cikarang
Listrindo. Mr. Png has more than 35 years of experience in power generation development, project management
and power plant operation. He previously held senior project management roles with companies including
Monenco Associates Ltd. and PT Asianenco Joint Operation. Mr. Png graduated from the University of Malaya
with a degree in Electrical Engineering.

Mr. Sutanto Joso is the father of Mr. Djeradjat Yanto Joso, a Commissioner of Cikarang Listrindo, and they
are shareholders of PT Udinda Wahanatama, one of Cikarang Listrindos principal shareholders. Mr. Andrew
Labbaika is also a shareholder and director of PT Udinda Wahanatama.

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Senior Management

The members of the senior management of Cikarang Listrindo, which is responsible for day-to-day
management of Cikarang Listrindo, are as follows:

Name Age Title

Mr. Frank Watson ........................................................ 67 Vice President/Commercial Adviser


Dr. Geoffrey Lambert .................................................. 48 Station and Project General Manager
Mr. Mathius Sugiaman ................................................ 45 Deputy Commercial Director
Ms. Tiorida Santun ...................................................... 42 Finance & Accounting Manager
Mr. Jannes Sirait .......................................................... 52 Station Operation Manager
Mr. Rendra Purwanto................................................... 46 Station Maintenance Manager
Mr. Adang Akhdiat ...................................................... 50 Distribution Manager
Mr. Yudho Pratikto....................................................... 39 Marketing Manager

Set forth below is a short biography of each of the members of senior management of Cikarang Listrindo:

Mr. Frank Watson. Mr. Watson is a Vice President / Commercial Adviser at Cikarang Listrindo. He has more
than 40 years of experience in engineering, building and construction. Mr. Watson graduated from Bristol
Polytechnic and is a member of the Chartered Management Institute and MENSA.

Dr. Geoffrey Lambert. Dr. Lambert joined Cikarang Listrindo in 2005 as Project Manager. Mr. Lambert has
over 15 years of project management experience in various engineering and technical fields. Before joining
Cikarang Listrindo, he worked at VA Tech Hydro and Ferguson Williams Ltd. Mr. Lambert graduated with a
Bachelors degree in Science from University College Swansea, a Masters degree in Science from Cranfield
Institute of Technology and a Ph.D. from Liverpool University.

Mr. Mathius Sugiaman. Mr. Sugiaman is a Deputy Commercial Director and a Human Resources
Department Manager at Cikarang Listrindo. He has served for over 10 years in project management and marketing
roles. Mr. Sugiaman leads and oversees the marketing and commercial functions of Cikarang Listrindo, including
liaising with local and state government officials. Prior to joining Cikarang Listrindo, he was a plant and technical
manager at PT San Dharma Plastics. Mr. Sugiaman graduated with a Bachelors degree in Science from the Institut
Teknologi Nasional.

Ms. Tiorida Santun. Ms. Santun joined Cikarang Listrindo in 1995 as Finance and Accounting Manager. She
is charged with an overall responsibility for the financial functions of Cikarang Listrindo. Prior to joining Cikarang
Listrindo, Ms. Santun was a senior auditor at the accounting firm of Prasetio, Utomo & Co. and then finance and
accounting manager at PT Rudy Hadisuwarno. Ms. Santun graduated with a Bachelors degree of Arts in
Economics and Accounting from Tarumanagara University.

Mr. Jannes Sirait. Mr. Sirait serves as Station Operation Manager at Cikarang Listrindo. Mr. Sirait joined
Cikarang Listrindo in 1993 and has over 25 years of experience in the power industry. He graduated with a
Bachelors degree of Science in Engineering from the Institut Sains & Teknologi Nasional and a Masters degree
in Marketing Management from STIE Widya Jayakarta.

Mr. Rendra Purwanto. Mr. Purwanto joined Cikarang Listrindo in 1995 as Station Maintenance Manager.
He is primarily responsible for the maintenance of plant and equipment as well as all IT systems at the power
plant. Before joining Cikarang Listrindo, he worked for PT Pupuk Kaltim, a fertilizer company which produces
urea and ammonia. Mr. Purwanto graduated with a D1 degree from STM Pembangunan Bandung.

Mr. Adang Akhdiat. Mr. Akhdiat is Distribution Manager at Cikarang Listrindo with over 20 years of power
generation and distribution experience. Prior to joining Cikarang Listrindo in 1994, he was a technical
superintendent at PT Bripindo Utama, where he oversaw plant facility maintenance, quality assurance and local
purchasing. He graduated with a Bachelors degree of Science in electrical engineering from Bandung Institute of
Technology and a Masters degree in Marketing Management from STIE Widya Jayakarta.

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Mr. Yudho Pratikto. Mr. Pratikto is Marketing Manager at Cikarang Listrindo. He joined Cikarang Listrindo
in 1994. He graduated with a Bachelors degree in Industrial Engineering from Pasundan University and a
Masters degree in Marketing Management from STIE Widya Jayakarta.

Compensation

The aggregate amount of salaries or other compensation, discretionary bonuses, other allowances and
benefits of commissioners, directors and principal senior management that has been paid was Rp89,788.3 million
during the year ended December 31, 2008 and Rp48,667.0 million during the ten months ended October 31, 2009.
Except as discussed herein, no other compensation or benefits were given in the year ended December 31, 2008
or the ten months ended October 31, 2009 by Cikarang Listrindo to its commissioners, directors and principal
senior management.

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PRINCIPAL SHAREHOLDERS

The following chart sets forth the shareholding structure of Cikarang Listrindo as of the date of this offering
memorandum:

PT Brasali Industri PT Pentakencana


PT Udinda Wahanatama
Pratama Pakarperdana
36.38%
31.81% 31.81%

Cikarang Listrindo

Cikarang Listrindos shareholders as of the date of this offering memorandum are as follows:

Percentage of Total
Issued and
Name of Shareholder Number of Shares Outstanding Shares

PT Udinda Wahanatama (1) ........................................................................... 159,490 36.38%


PT Brasali Industri Pratama (2) ..................................................................... 139,505 31.81%
PT Pentakencana Pakarperdana (3) ................................................................ 139,505 31.81%

Notes:

(1) PT Udinda Wahanatama is owned by Mr. Sutanto Joso, President Director of Cikarang Listrindo, Mr. Djeradjat Joso, Commissioner
of Cikarang Listrindo, and Mr. Andrew K. Labbaika, a Director of Cikarang Listrindo.

(2) PT Brasali Industri Pratama is owned by Mr. Iwan Brasali and Mr. Aldo Brasali, Commissioners of Cikarang Listrindo.

(3) PT Pentakencana Pakarperdana is owned by Mr. Fenza Sofyan, Commissioner of Cikarang Listrindo.

Cikarang Listrindo only has one class of shares in issue with the same voting rights. As of the date of this
offering memorandum, members of the Joso, Brasali and Sofyan families beneficially owned 100% of Cikarang
Listrindos outstanding shares.

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RELATED PARTY TRANSACTIONS

The following discussion describes certain material related party transactions between Cikarang Listrindo
and its directors, commissioners, principal shareholders and affiliates. Each of these related party transactions
were entered into on fair and reasonable terms in the interests of Cikarang Listrindo and its shareholders.

PT Gasindo Pratama Sejati

On November 10, 1993, Cikarang Listrindo entered into an agreement with PT Gasindo Pratama Sejati
(GPS), in which some of Cikarang Listrindos shareholders have a shareholding interest. This agreement
provides for GPS to construct and operate a gas installation facility for the transportation of natural gas from
Pertamina to Cikarang Listrindos power plant in consideration for a throughput fee of US$0.12 per MMBtu and
a throughput maintenance fee of US$0.24 per MMBtu of natural gas delivered. The term of this agreement
expired, but was extended by amendment dated February 22, 2007 effective as of April 1, 2006 until December
28, 2015 or when the supply of natural gas from Pertamina to Cikarang Listrindo has reached 394,113 MMSCF,
whichever comes first.

Throughput fees charged to Cikarang Listrindo were Rp43,120.7 million for the year ended December 31,
2006, Rp48,482.4 million for the year ended December 31, 2007, Rp74,014.3 million (US$7.8 million) for the
year ended December 31, 2008 and Rp49,067.5 million (US$5.1 million) for the ten months ended October 31,
2009. The related trade payables were Rp3,477.7 million as of December 31, 2006, Rp5,090.6 million as of
December 31, 2007, Rp5,721.5 million (US$0.6 million) as of December 31, 2008 and Rp4,922.6 million (US$0.5
million) as of October 31, 2009.

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REGULATION

New Electricity Law No. 30

On September 23, 2009, New Electricity Law No. 30 came into effect. New Electricity Law No. 30 revoked
and replaced the provisions of Old Electricity Law No. 15, which had been implemented by the Old Electricity
Implementing Regulations. The implementing regulations of New Electricity Law No. 30 are required to be issued
within one year of the laws enactment. Until such implementing regulations are issued, the Old Electricity
Implementing Regulations are still deemed to be valid as long as they do not contravene the provisions of the New
Electricity Law No. 30.

Industry Framework

Under Old Electricity Law No. 15 and its implementing regulations, electricity supply in Indonesia was
executed by the state and carried out by PLN as the exclusive holder of a PKUK to provide electricity for public
use. In addition, private sector participants were allowed to obtain licenses to (i) generate electricity strictly for
their own use or (ii) under limited circumstances and with the approval of the central Government, to assist PLN
in supplying electricity for public use.

Under New Electricity Law No. 30, electricity supply in Indonesia is no longer executed by the state and
carried out by PLN as the holder of the PKUK. Instead, the electricity supply is controlled by the state and
conducted by the central Government and the regional governments through state-owned enterprises and
regional-owned enterprises. New Electricity Law No. 30 also allows private business enterprises, cooperatives and
non-governmental enterprises to participate in the electricity supply business. Although New Electricity Law No.
30 states that state-owned enterprises have first priority to conduct the electricity supply business, until
implementing regulations have been issued, it is unclear how this first priority right will be applied with respect
to other provisions in New Electricity Law No. 30.

Types of Electricity Industry

New Electricity Law No. 30 divides the electricity industry into two main sectors, namely the electricity
supply business and the electricity supporting business. The electricity supply business covers electricity
generation, transmission, distribution and sales. The electricity supporting business is further divided into the
electricity supporting services business and the electricity supporting industry business.

Electricity Supply Business Licensing

Under Old Electricity Law No. 15, the electricity supply business license was issued in the form of: (i) an
electricity business license for public use (IUKU), (ii) an electricity business license for self-use (IUKS), or
(iii) a PKUK. However, under New Electricity Law No. 30, the PKUK is no longer recognized, and the electricity
supply business license will be issued in the form of: (i) an Electricity Supply Business License (IUPTL) for
the purpose of supplying electricity for public use, or (ii) an Operation License (IO), for the purpose of
supplying electricity for private use. Under New Electricity Law No. 30, PLN is deemed to hold an IUPTL.

Coverage of Licenses

Under New Electricity Law No. 30, the IUPTL covers the following business activities: (i) electricity
generation, (ii) electricity transmission, (iii) electricity distribution and (iv) electricity sale. An IUPTL can be
issued separately for each type of electricity business activity, and New Electricity Law No. 30 allows the
integration of electricity business activities for a business entity which conducts an electricity supply business for
public use.

Obligations of License Holder

Pursuant to New Electricity Law No. 30, holders of an IUPTL are obliged to (i) supply electricity that meets
the required standard of quality, (ii) provide the best services to the consumers and society, (iii) comply with
electricity safety standards and (iv) prioritize the use of domestic products and supplies.

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Business Area

New Electricity Law No. 30 maintains the concept of business area, which is an area that is prescribed and
designated by the central Government within which a business that has an IUPTL may conduct its business. New
Electricity Law No. 30 also reflects the general principle that only one business entity will have permission, within
a single business area, to conduct an integrated electricity supply business for public use. This limitation also
applies to business entities whose activities only cover distribution and/or sale of electricity for public use.
However, there can be no assurance that Cikarang Listrindo will not in the future face competition in its business
area, including from PLN and other private sector participants. See Risk FactorsRisks Relating to Cikarang
Listrindos BusinessCustomers in the business area served by Cikarang Listrindo may be able to receive
electricity from other sources.

Licensing Authorities

Under New Electricity Law No. 30, the IUPTL may be issued by the regent or mayor, the governor or the
central Government in accordance with the following scheme:

for a business entity which has a business area that only includes a single regency or municipality, the
IUPTL shall be issued by the regent or mayor;

for a business entity which has a business area that overlays multiple regencies and/or municipalities,
the IUPTL shall be issued by the governor; and

for: (i) a business entity which has a business area that overlays multiple provinces, (ii) a state-owned
enterprise or (iii) a business entity which sells electricity and/or leases electricity networks to a holder
of an IUPTL that was issued by the central Government, the IUPTL shall be issued by the central
Government.

Transitional Provisions

Under New Electricity Law No. 30, all IUKU and IUKS licenses that have been issued under Old Electricity
Law No. 15 will remain valid until their expiration date, provided that such licenses will be adjusted in accordance
with the provisions of New Electricity Law No. 30 within two years. As the holder of an IUKU license previously
issued under Old Electricity Law No. 15, Cikarang Listrindos rights are preserved under the transitional
provisions of New Electricity Law No. 30. However, until implementing regulations have been issued, it is unclear
how the adjustment process will be performed and what impact, if any, such an adjustment will have on holders
of IUKU and IUKS licenses. See Risk FactorsRisks Relating to Cikarang Listrindos BusinessCikarang
Listrindo operates in a highly regulated environment, and its business is highly dependent on the IUKU license.

Tariff Structure

Under New Electricity Law No. 30, the central Government retains the authority to issue national guidelines
regarding electricity tariffs. However, each level of government, with the approval of the national House of
Representatives (in the case of the central Government) or regional House of Representatives (in the case of a
regional government), has the authority to set electricity tariffs for consumers within its sphere of authority. New
Electricity Law No. 30 expressly contemplates that tariffs charged to consumers may be different in each regional
business area. See Sales of Electricity to PLN.; Sales Prices to Consumers. However, until implementing
regulations have been issued, it is unclear how this policy will be implemented or how any such implementation
will affect Cikarang Listrindos business, financial condition, results of operations or prospects. See Risk
FactorsRisks Relating to Cikarang Listrindos BusinessCikarang Listrindo operates under a
Government-regulated tariff regime and is therefore unable to unilaterally adjust the pricing of electricity that it
sells, and subject to uncertainty resulting from the change in tariff policy under New Electricity Law No. 30.

101
Licensing Regime Currently Applicable to Cikarang Listrindo

Until the implementing regulations of New Electricity Law No. 30 are issued, Cikarang Listrindo remains
subject to the Old Electricity Implementing Regulations, as long as they do not contravene the provisions of New
Electricity Law No. 30. Pursuant to the Old Electricity Implementing Regulations, in principle, the Minister for
Energy and Mineral Resources has authority over the issuance of electricity business licenses. Until April 2005,
the authority to issue IUKU licenses to Indonesian private limited liability companies having the status of foreign
investment and domestic investment companies was delegated by the Minister for Energy and Mineral Resources
to the Capital Investment Coordinating Board (BKPM). In 2005, the BKPMs authority to issue IUKU licenses
was revoked and Governors and Heads of Municipalities (Bupati/Major) were granted limited authority to issue
IUKU and IUKS licenses, subject to the location and specifications of the applicable electricity business.
However, all integrated IUKU licenses (including Cikarang Listrindos) related to a business area that is connected
to the national power grid continued to fall within the exclusive regulatory authority of the Minister for Energy
and Mineral Resources. Moreover, the Old Electricity Implementing Regulations also stipulated that the business
area of an IUKU license holder was determined by the Minister for Energy and Mineral Resources.

Under the Old Electricity Implementing Regulations, the Minister for Energy and Mineral Resources can
issue an IUKU license for electricity generation, electricity transmission, electricity distribution and/or sales of
electricity. In the case of a IUKU license holder operating an integrated electricity generation and distribution
business, the Minister for Energy and Mineral Resources is entitled to delineate the business area in which such
IUKU license holder supplying electricity to the public may conduct its business activities, and such integrated
IUKU license holder is required to guarantee the sufficiency of electricity supply in its designated business area.
Although holders of an integrated IUKU license such as Cikarang Listrindo have the right to supply customers
within its defined business area, other business entities may be granted licenses to supply electricity for public use
within the same business area if the existing integrated IUKU licensee is incapable of supplying electricity on a
reliable basis in that business area. See Risk FactorsRisks Relating to Cikarang Listrindos
BusinessCustomers in the business area served by Cikarang Listrindo may be able to receive electricity from
other sources. Moreover, companies within a business area are entitled to generate electricity strictly for their
own use, subject to certain requirements. See Captive Electricity Generation.

Integrated IUKU license holders with a designated business area must prepare an Electricity Procurement
Business Plan, which is subject to approval by the Minister for Energy and Mineral Resources. Such holder of an
integrated IUKU license must then implement the Electricity Procurement Business Plan. In addition, integrated
IUKU license holders are required to submit a report of their operations once every three months to the Minister
for Energy and Mineral Resources via its Director-General of Electricity and Energy Utilization. Any failure to
comply with these requirements may result in the imposition of administrative sanctions, including the revocation
of the IUKU license. As of the date of this offering memorandum, Cikarang Listrindo has complied in all material
respects with these requirements.

Under the Old Electricity Implementing Regulations, an IUKU license can be granted for a term of up to
30 years. In the event of any change in the capacity of the relevant power generation facilities or in the business
area of the IUKU license holder, the IUKU license must be renewed. In relation to the completion of the first stage
of Cikarang Listrindos capacity expansion plan in July 2006, which increased the installed generation capacity
of Cikarang Listrindos power plant from 300 MW to 409 MW, the Ministry for Energy and Mineral Resources
granted a new IUKU license for a term of 30 years beginning on December 11, 2006 for the entire installed
generation capacity of 409 MW. In addition, subject to the issuance of any implementing regulations of New
Electricity Law No. 30 that may change the current requirements, Cikarang Listrindo plans to amend its integrated
IUKU license upon completion of the third stage of the capacity expansion plan, which will result in an increase
to its power plants installed generation capacity. Until the implementing regulations for New Electricity Law No.
30 are issued, it is unclear how applications for amendments to existing IUKU licenses will be processed during
the transition period from Old Electricity Law No. 15 to New Electricity Law No. 30. Cikarang will continue to
follow the requirements under the Old Electricity Implementing Regulations in the process of amending its IUKU
license.

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Integrated Power Supply Businesses

The Old Electricity Implementing Regulations provide that an IUKU license for an integrated power
generation and distribution business can only be issued if the relevant business area is not being served by another
integrated IUKU business, or if an existing integrated IUKU license holder is incapable of supplying electricity
on a reliable basis in such business area. Furthermore, these regulations require IUKU license holders for the
generation, transmission or distribution of electricity to cooperate with holders of an integrated IUKU license.

Sales of Electricity to PLN

PLN, as a state-owned enterprise with a right of first priority to carry out the supply of electricity for public
use, is entitled to purchase electricity from the holder of an IUKU license, subject to approval by the Minister for
Energy and Mineral Resources of the terms of sale including pricing. Under the Old Electricity Implementing
Regulations, PLN is generally required to carry out electricity purchases from IUKU license holders through a
competitive tender process. However, an exception is provided for electricity purchases made from integrated
IUKU license holders such as Cikarang Listrindo, which may be concluded through direct negotiations between
PLN and the integrated IUKU license holder, provided that the final pricing and other terms of sale remain subject
to approval by the Minister for Energy and Mineral Resources.

Sales Prices to Consumers

Under the Old Electricity Implementing Regulations, the price of electricity sold by an IUKU license holder
to consumers shall be stipulated by the Minister for Energy and Mineral Resources. However, pursuant to New
Electricity Law No. 30, the central Government, with the approval of the national House of Representatives, will
set tariffs for consumers who purchase electricity from central Government licensees, while the regional
governments, with the approval of the relevant regional House of Representatives and following guidelines to be
issued by the central Government, will set tariffs for consumers who purchase electricity from regional
government licensees. In the event a regional government cannot determine the applicable tariff, such tariff will
be set by the central Government, with approval from the national House of Representatives. Under New
Electricity Law No. 30, electricity tariffs will be allowed to vary in each regional business area. Until the
implementing regulations of New Electricity Law No. 30 are issued, it is unclear how this new tariff policy will
be implemented or how any such implementation will affect Cikarang Listrindos business, financial condition,
results of operations or prospects. See Risk FactorsRisks Relating to Cikarang Listrindos BusinessCikarang
Listrindo operates under a Government-regulated tariff regime and is therefore unable to unilaterally adjust the
pricing of electricity that it sells, and subject to uncertainty resulting from the change in tariff policy under New
Electricity Law No. 30.

Captive Electricity Generation

Under New Electricity Law No. 30, as well as the Old Electricity Implementing Regulations, a company
may apply for a license to generate electricity strictly for its own use. Such a license can be granted by the relevant
local government agency, assuming the applicable electricity facilities are located solely within the jurisdiction of
that local government. Under the Old Electricity Implementing Regulations, there are restrictions on the grants of
such licenses if the applicant is located within the business area of an existing integrated license holder, in which
case a captive electricity generation license may be granted if:

(a) the integrated IUKU license holder has not been able to provide a reliable, quality supply of electricity
to the relevant company wishing to develop its own generator; or

(b) it would be more economical for the applicant than paying the electricity prices charged by the
integrated IUKU license holder.

Investment Regulation

Cikarang Listrindo has the status of a domestic investment company which is regulated under the prevailing
investment law and under the auspices of BKPM. As a result, previous IUKU licenses of Cikarang Listrindo were
issued by BKPM under the authority granted by the Minister for Energy and Mineral Resources. Although the
Minister for Energy and Mineral Resources has revoked the authority of BKPM to issue IUKU licenses, Cikarang

103
Listrindo is still a domestic investment company. Therefore, BKPM still exercises certain powers over Cikarang
Listrindo. BKPM takes the view that all business licenses relating to PMA and PMDN companies should be under
the authority of BKPM. Not all BKPM officials appear to be aware that the Minister for Energy and Mineral
Resources now has the authority to issue an IUKU license of a domestic investment company (and foreign
investment company).

AMDAL Process

The Analisis Mengenai Dampak Lingkungan (AMDAL) is the environmental impact assessment process
in Indonesia and is defined in Old Environment Law No. 23 (Article 1 point 21) as further implemented under
Government Regulation No. 27/1999 concerning Analysis on Environmental Impact. It is an integrated and
comprehensive assessment of significant impacts of a project or activity that takes into account ecological, social,
economic, and cultural aspects. The AMDAL process aims to evaluate the environmental feasibility of a project
or activity and is used by Indonesian national and provincial environmental authorities as the basis for granting
the subsequent permits for the project or activity. Although Old Environment Law No. 23 was recently revoked
by New Environment Law No. 32, implementing regulations for New Environment Law No. 32 have not yet been
introduced. Until such implementing regulations have been introduced, Cikarang Listrindo has been advised by
its Indonesian legal counsel that Cikarang Listrindo can continue to follow the requirements of Old Environment
Law No. 23 , unless those requirements contravene the requirements of New Environment Law No. 32. See
BusinessEnvironmental Matters.

Under Old Environment Law No. 23, Cikarang Listrindos power plant is subject to the ongoing
management and monitoring requirements that were established through the AMDAL process that was conducted
prior to its construction. A projects proponents are to carry out Public Participation and Information Disclosure
as part of the AMDAL process. The AMDAL process covers social and cultural as well as environmental impacts,
provides for inter-agency commissions to review AMDAL documents, requires public participation, and serves as
a planning tool to successfully implement a sustainable project. If conducted properly, the AMDAL documents
should fulfill international requirements.

The AMDAL process for Cikarang Listrindos power plant began in 1993 with the approval of the ANDAL
(environmental impact analysis) for the construction of the initial generating units. This was followed in 1995 by
approval of the RKL (environmental management plan) and RPL (environmental monitoring plan). Further
additions to the power plant were addressed in 1999 with approval of the ANDAL, RKL and RPL. The increase
of installed generation capacity was addressed and approved in 2006 as a revision to the RKL and RPL approved
in 1999. The AMDAL process commits Cikarang Listrindo to complying with the specific terms and conditions
for mitigation and environmental monitoring as set forth in the RKL and RPL.

104
DESCRIPTION OF EXISTING INDEBTEDNESS

The following is a summary of the terms of Cikarang Listrindos indebtedness as of the date of this offering
memorandum. The following summary does not purport to be complete.

Long-Term Loan Agreement

In August 2002, Cikarang Listrindo entered into a US$325.1 million loan facility agreement, or the Bank
Loan, with PT Bank Negara Indonesia (Persero) Tbk, PT Bank Internasional Indonesia Tbk, PT Bank Mandiri
(Persero) Tbk and later joined by Laurenson Investments Pte. Ltd. as lender in November 2002. The Bank Loan
was the product of a series of restructurings of Cikarang Listrindos U.S. Dollar-denominated obligations under
a credit facility with the same group of original lenders, which involved adjustments, among others, of outstanding
amount and interest rate under the credit facility. The restructuring occurred as a result of the significant
depreciation of the Rupiah against the U.S. Dollar and increase in interest rates following the economic crisis that
began in Indonesia in mid-1997. As of October 31, 2009, the principal amount of the Tranche I loans outstanding
was US$168.4 million and the principal amount of the Tranche II loans outstanding was US$12.8 million.

Under the Bank Loan, Cikarang Listrindo is required to maintain financial ratios based on financial
projections.

Cikarang Listrindo is also required to deposit all proceeds from sales of electricity to its escrow bank
accounts with PT Bank Negara Indonesia (Persero) Tbk. Cikarang Listrindo may withdraw amounts from the
escrow bank accounts for certain purposes such as capital expenditures, but it must maintain minimum amounts
in the escrow bank accounts as required under the Bank Loan. As of October 31, 2009, the outstanding amount
on the escrow bank accounts was Rp325,163.9 million (US$34.1 million), all of which is expected to be released
to Cikarang Listrindo upon repayment of the Bank Loan with a portion of the net proceeds from this offering.

The Bank Loan also requires prior written consent from the creditors for, among others, obtaining a loan or
new credit facility (other than in the ordinary course of business of Cikarang Listrindo), dividend distribution,
pledging of assets, amending the articles of association, changes in the composition of management and equity
ownership, merger and acquisition, acting as a guarantor, investing in other companies, and entering into
transactions, including related party transactions, which are not in accordance with common practice. A failure to
obtain prior approval from the creditors regarding any such action entitles the creditors to declare any principal
amount and interest outstanding as immediately due and payable.

The Bank Loan is secured by all of Cikarang Listrindos machinery and equipment and moveable assets
related to its power generation facilities, trade accounts receivable (except trade receivable from PLN),
inventories, land rights, other machinery and equipment, building and infrastructure, office equipment and
personal guarantees from certain related parties.

105
THE ISSUER

The Issuer was incorporated as a limited liability company under the laws of The Netherlands on June 11,
2007. The corporate seat of the Issuer is at Amsterdam, The Netherlands. The registered office of the Issuer is at
Fred. Roeskestraat 123, 1076 EE Amsterdam, The Netherlands, and its telephone number at that address is 31
20-577-1177. The Issuer has been registered with the trade registry of the Chamber of Commerce in Amsterdam
under No. 34276492.

The Issuer is a wholly-owned subsidiary of Cikarang Listrindo.

The Issuer may be appointed by the Dutch Central Bank (De Nederlandsche Bank B.V.) as a reporter
pursuant to the regulation of February 4, 2003, issued the by Dutch Central Bank, implementing reporting
instructions under the Act on Financial Foreign Relations 1994 (Wet financile betrekkingen buitenland 1994),
and, if so appointed, the Issuer must file reports with the Dutch Central Bank for the benefit of the composition
of the balance of payments for The Netherlands by the Dutch Central Bank.

As long as the Notes are listed on a stock exchange, the Issuer will be subject to insider trading rules in The
Netherlands pursuant to the Dutch Financial Supervision Act (Wet op het financieel toezicht).

The principal objects of the Issuer are set out in Article 2 of its Articles of Association and are, inter alia,
to lend and borrow money, whether in the form of securities or otherwise, to finance enterprises and companies,
to grant security in respect of its obligations or those of its group companies and third parties. As such, the Issuer
is, inter alia, authorized to issue the Notes, to finance the business of Cikarang Listrindo, including entering into
the purchase agreement, the Indenture and the other transaction documents to which it is or will be a party. The
Issuer has not engaged, since its incorporation, in any business activities other than the proposed issue of the
Notes.

The directors of the Issuer are Mr. Ban Kam Lim and Mrs. Inge Magdalena Sugiaman, whose business
address for the purpose of their directorship of the Issuer is Fred. Roeskestraat 123, 1076 EE Amsterdam, The
Netherlands.

The authorized share capital of the Issuer consists of EUR 90,000 divided into 90,000 ordinary shares with
a nominal value of EUR 1 each. A total of 18,000 shares have been issued and paid up upon incorporation of the
Issuer. All issued ordinary shares will be in registered form, and no share certificates will be issued.

As of the date of this offering memorandum, the Issuer has no borrowings or indebtedness in the nature of
borrowings (including loan capital issued, or created but unused), term loans, liabilities under acceptances or
acceptance credits, mortgages, charges or guarantees or other contingent liabilities, except as otherwise described
in this offering memorandum.

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DESCRIPTION OF THE NOTES

For purposes of this Description of the Notes, the term Issuer refers only to Listrindo Capital B.V., a
private company with limited liability incorporated under the laws of the Netherlands and a wholly-owned
subsidiary of the Parent Guarantor, and any successor obligor on the Notes, and the term Parent Guarantor refers
only to PT Cikarang Listrindo, a company incorporated with limited liability under the laws of Indonesia, and not
to any of its Subsidiaries. The Parent Guarantors guarantee of the Notes is referred to as the Parent Guarantee.
Each future Subsidiary of the Parent Guarantor that guarantees the Notes is referred to as a Subsidiary
Guarantor, and each such guarantee is referred to as a Subsidiary Guarantee. As of the Original Issue Date,
there are no Subsidiary Guarantors or Subsidiary Guarantees. The term Guarantor refers to either the Parent
Guarantor or a Subsidiary Guarantor, as the context requires, and the term Guarantee refers to either the Parent
Guarantee or a Subsidiary Guarantee, as the context requires. The term Guarantors refers to the Parent Guarantor
and the Subsidiary Guarantors collectively, and the term Guarantees refers to the Parent Guarantee and the
Subsidiary Guarantees collectively.

The Notes are to be issued under an Indenture, to be dated as of the Original Issue Date, among the Issuer,
the Parent Guarantor as guarantor, and The Bank of New York Mellon, as trustee (the Trustee).

The following is a summary of certain provisions of the Indenture, the Notes and the Guarantees. This
summary does not purport to be complete and is qualified in its entirety by reference to all of the provisions of
the Indenture, the Notes and the Guarantees. It does not restate those agreements in their entirety. Whenever
particular sections or defined terms of the Indenture not otherwise defined herein are referred to, such sections or
defined terms are incorporated herein by reference. Copies of the Indenture will be available on or after the
Original Issue Date during normal office hours at the corporate trust office of the Trustee at 101 Barclay Street,
New York, NY 10286, USA.

Brief Description of the Notes

The Notes will:

be general obligations of the Issuer;

be senior in right of payment to any existing and future obligations of the Issuer expressly
subordinated in right of payment to the Notes;

rank at least pari passu in right of payment with all unsubordinated Indebtedness of the Issuer (subject
to any priority rights of such unsubordinated Indebtedness pursuant to applicable law); and

be guaranteed by the Parent Guarantor on an unsubordinated basis.

The Issuer will initially issue US$300,000,000 in aggregate principal amount of the Notes, which will
mature on January 29, 2015 unless earlier redeemed pursuant to the terms thereof and the Indenture. Subject to
the covenants described below under Certain Covenants and applicable law, the Issuer may issue additional
Notes (Additional Notes) under the Indenture. The Notes offered hereby and any Additional Notes would be
treated as a single class for all purposes under the Indenture.

Interest

The Notes will bear interest at 9.2500% per annum from the Original Issue Date or from the most recent
interest payment date to which interest has been paid or duly provided for, payable semi-annually in arrears on
January 29 and July 29 of each year (each a Notes Interest Payment Date) commencing July 29, 2010. Interest
on the Notes will be paid to Holders of record at the close of business on January 14 or July 14 immediately
preceding a Notes Interest Payment Date (each a Notes Record Date), notwithstanding any transfer, exchange
or cancellation thereof after a Notes Record Date and prior to the immediately following Notes Interest Payment
Date. Interest on the Notes will be calculated on the basis of a 360-day year comprised of twelve 30-day months.

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Amortization of Principal

The aggregate principal amount of the Notes will be amortized as follows (each an Amortization Amount):

Payment Date Amortization Amount

January 29, 2013 ....................................................................................................... US$50,000,000


January 29, 2014 ....................................................................................................... US$50,000,000
January 29, 2015 ....................................................................................................... US$200,000,000

; provided that in the event the aggregate principal amount of the Notes outstanding on any such payment date is
less than the Amortization Amount payable on such payment date, the Amortization Amount payable on such
payment date will be equal to the aggregate principal amount of the Notes outstanding on such payment date.

In the event that Additional Notes are issued in accordance with the terms of the Indenture, the Amortization
Amounts payable on January 29, 2013 and January 29, 2014 in the table above shall be increased by an amount
for each US$1,000 principal amount of Additional Notes issued, which is proportional to such Amortization
Amount prior to the issuance of any Additional Notes for each US$1,000 principal amount of Notes issued on the
Original Issue Date.

The Amortization Amount will be paid to the Holders of the Notes on the relevant Notes Record Date,
notwithstanding any transfer, exchange or cancellation thereof after a Notes Record Date and prior to the
immediately following Notes Interest Payment Date. All payments made on the principal of the Notes shall be
made to Holders of the Notes on a pro rata basis. Unless redeemed or otherwise paid prior thereto, the Notes are
scheduled to mature on January 29, 2015.

Payment of Notes

In any case in which the date of the payment of principal of, premium, if any, or interest on the Notes
(including any payment to be made on any date fixed for redemption or purchase of any Note) is not a Business
Day in the relevant place of payment, then payment of principal, premium, if any, or interest need not be made
in such place on such date but may be made on the next succeeding Business Day in such place. Any payment
made on such Business Day will have the same force and effect as if made on the date on which such payment
is due, and no interest on the Notes will accrue for the period after such date. Interest on overdue principal and
interest and Additional Amounts, if any, will accrue at a rate that is 1% higher than the then applicable interest
rate on the Notes.

The Notes will be issued only in fully registered form, without coupons, in minimum denominations of
US$100,000 of principal amount and integral multiples of US$1,000 in excess thereof. See Book-Entry;
Delivery and Form. No service charge will be made for any registration of transfer or exchange of Notes, but the
Issuer may require payment of a sum sufficient to cover any transfer tax or other similar governmental charge
payable in connection therewith.

All payments on the Notes will be made in U.S. Dollars in immediately available funds by the Issuer at the
office or agency of the Issuer maintained for that purpose in the Borough of Manhattan, The City of New York
(which initially will be the corporate trust administration office of The Bank of New York Mellon (the Paying
Agent), currently located at 101 Barclay Street, New York, NY 10286, USA), and the Notes may be presented
for registration of transfer or exchange at such office or agency; provided that, at the option of the Issuer, payment
of interest may be made by check mailed to the address of the Holders as such address appears in the Note register.
Interest payable on the Notes held through DTC will be available to DTC participants (as defined herein) on the
Business Day following payment thereof.

The Parent Guarantee

The Parent Guarantee will:

be a general obligation of the Parent Guarantor;

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be effectively subordinated to secured obligations of the Parent Guarantor, to the extent of the value
of the assets serving as security therefor;

be senior in right of payment to all future obligations of the Parent Guarantor expressly subordinated
in right of payment to the Parent Guarantee; and

rank at least pari passu in right of payment with all unsecured, unsubordinated Indebtedness of the
Parent Guarantor (subject to any priority rights of such unsecured, unsubordinated Indebtedness
pursuant to applicable law).

Under the Indenture, the Parent Guarantor will guarantee the due and punctual payment of the principal of,
premium, if any, and interest on, and all other amounts payable under, the Notes. The Parent Guarantor will (1)
agree that its obligations under the Parent Guarantee will be enforceable irrespective of any invalidity, irregularity
or unenforceability of the Notes or the Indenture and (2) waive its right to require the Trustee to pursue or exhaust
its legal or equitable remedies against the Issuer prior to exercising its rights under the Parent Guarantee.
Moreover, if at any time any amount paid under a Note or the Indenture is rescinded or must otherwise be restored,
the rights of the Holders under the Parent Guarantee will be reinstated with respect to such payments as though
such payment had not been made. All payments under the Parent Guarantee are required to be made in U.S.
dollars.

Release of the Parent Guarantee

The Parent Guarantee may be released in certain circumstances, including:

upon repayment in full of the Notes; or

upon a defeasance as described under DefeasanceDefeasance and Discharge.

Future Subsidiary Guarantees

On the Original Issue Date, the Issuer and its Wholly Owned Subsidiary, Signal Capital, will be the only
Subsidiaries of the Parent Guarantor and each will be a Restricted Subsidiary. The Parent Guarantor will cause
each of its future Wholly Owned Restricted Subsidiaries (other than the Issuer and Signal Capital), immediately
upon becoming a Restricted Subsidiary, to execute and deliver to the Trustee a supplemental indenture to the
Indenture pursuant to which such Restricted Subsidiary will guarantee the payment of the Notes.

The Subsidiary Guarantee of each Subsidiary Guarantor will:

be a general obligation of such Subsidiary Guarantor;

be senior in right of payment to all future obligations of such Subsidiary Guarantor expressly
subordinated in right of payment to such Subsidiary Guarantee; and

rank at least pari passu in right of payment with all unsecured, unsubordinated Indebtedness of such
Subsidiary Guarantor (subject to any priority rights of such unsecured, unsubordinated Indebtedness
pursuant to applicable law).

Under the Indenture, and any supplemental indenture to the Indenture, as applicable, each of the Subsidiary
Guarantors will jointly and severally guarantee the due and punctual payment of the principal of, premium, if any,
and interest on, and all other amounts payable under, the Notes. Each Subsidiary Guarantor will (1) agree that its
obligations under the Subsidiary Guarantees will be enforceable irrespective of any invalidity, irregularity or
unenforceability of the Notes or the Indenture and (2) waive its right to require the Trustee to pursue or exhaust
its legal or equitable remedies against the Issuer prior to exercising its rights under the Subsidiary Guarantees.
Moreover, if at any time any amount paid under a Note or the Indenture is rescinded or must otherwise be restored,
the rights of the Holders under the Subsidiary Guarantees will be reinstated with respect to such payments as
though such payment had not been made. All payments under the Subsidiary Guarantees are required to be made
in U.S. dollars.

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Under the Indenture, and any supplemental indenture to the Indenture, as applicable, each Subsidiary
Guarantee will be limited in an amount not to exceed the maximum amount that can be guaranteed by the
applicable Subsidiary Guarantor without rendering the Subsidiary Guarantee, as it relates to such Subsidiary
Guarantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws
affecting the rights of creditors generally. If a Subsidiary Guarantee were to be rendered voidable, it could be
subordinated by a court to all other indebtedness (including guarantees and other contingent liabilities) of the
applicable Subsidiary Guarantor, and, depending on the amount of such indebtedness, a Subsidiary Guarantors
liability on its Subsidiary Guarantee could be reduced to zero.

The obligations of each Subsidiary Guarantor under its respective Subsidiary Guarantee may be limited, or
possibly invalid, under applicable laws. See Risk FactorsRisks Relating to the Notes, the Parent Guarantee and
the Offering StructureAny future subsidiary guarantee may be challenged under applicable financial assistance,
insolvency or fraudulent transfer laws, which could impair the enforceability of such future subsidiary guarantee.

Release of the Subsidiary Guarantees

A Subsidiary Guarantee given by a Subsidiary Guarantor may be released in certain circumstances,


including:

upon repayment in full of the Notes;

upon a defeasance as described under DefeasanceDefeasance and Discharge;

upon the designation by the Parent Guarantor of such Subsidiary Guarantor as an Unrestricted
Subsidiary in compliance with the terms of the Indenture; or

upon the sale of such Subsidiary Guarantor in compliance with the terms of the Indenture (including
the covenants under the captions Certain CovenantsLimitation on Sales and Issuances of Capital
Stock in Restricted Subsidiaries, Certain CovenantsLimitation on Asset Sales and
Consolidation, Merger and Sale of Assets) resulting in such Subsidiary Guarantor no longer being
a Restricted Subsidiary, so long as (1) such Subsidiary Guarantor is simultaneously released from its
obligations in respect of any of the Parent Guarantors other Indebtedness or any Indebtedness of any
other Restricted Subsidiary and (2) the proceeds from such sale or disposition are used for the
purposes permitted or required by the Indenture.

Under the circumstances described below under the caption Certain CovenantsDesignation of
Restricted and Unrestricted Subsidiaries, the Parent Guarantor will be permitted to designate certain of its future
Subsidiaries as Unrestricted Subsidiaries. The Parent Guarantors Unrestricted Subsidiaries will generally not be
subject to the restrictive covenants in the Indenture. The Parent Guarantors Unrestricted Subsidiaries will not
guarantee the Notes.

Debt Service Accrual Account

On the Original Issue Date, the Parent Guarantor will establish a Debt Service Accrual Account held by the
Debt Service Accrual Account Bank. Pursuant to the Indenture, the Parent Guarantor will deposit an amount equal
to one-sixth of one semi-annual interest payment under the Notes (the Monthly Interest Payment) into the Debt
Service Accrual Account on the 29th of each month (the Monthly Interest Payment Date) for the five months
prior to each Notes Interest Payment Date. The Parent Guarantor may only withdraw the funds on deposit in the
Debt Service Accrual Account on, or no more than 10 Business Days prior to, each Notes Interest Payment Date,
and apply such funds solely to make interest payments under the Intercompany Loan or make contributions or
loans to the Issuer. All interest that accrues in the Debt Service Accrual Account, if any, shall remain in such
account for purposes of making such interest payments or contributions or loans.

Funds remaining on deposit in the Debt Service Accrual Account on the maturity date of the Notes following
all payments of interest and Additional Amounts, if any, due on the Notes will be applied to the full or partial
repayment, as the case may be, of principal and premium, if any, due on the Notes, and any remaining balance
shall be paid to such accounts as specified by the Parent Guarantor.

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Further Issues

Subject to the covenants described below, the Issuer may, from time to time, without notice to or the consent
of the Holders, create and issue Additional Notes having the same terms and conditions as the Notes (including
the benefit of the Guarantees) in all respects (or in all respects except for the issue date, issue price and the first
payment of interest on them and, to the extent necessary, certain temporary securities law transfer restrictions) so
that such Additional Notes may be consolidated and form a single class with the previously outstanding Notes and
vote together as one class on all matters with respect to the Notes; provided that such Additional Notes will not
be issued under the same CUSIP, ISIN or Common Code as the Notes unless such Additional Notes are fungible
with the Notes for U.S. federal income tax purposes.

In addition, the issuance of any Additional Notes by the Issuer will be subject to the following conditions:

(1) all Obligations with respect to the Additional Notes shall be secured and guaranteed under the
Indenture, the Guarantees and any other Note Documents to the same extent and on the same basis as
the Notes outstanding on the date the Additional Notes are issued;

(2) the proceeds of such Additional Notes are contributed as share premium on the shares in the capital
of Signal Capital by the Issuer;

(3) the proceeds of the contribution to Signal Capital are on-lent by Signal Capital to the Parent Guarantor
pursuant to the Intercompany Loan and the Parent Guarantor is permitted to Incur the Indebtedness
represented by such additional borrowings under the Certain CovenantsLimitation on
Indebtedness and Preferred Stock covenant; and

(4) the Parent Guarantor and the Issuer have delivered to the Trustee an Officers Certificate, in form and
substance satisfactory to the Trustee, confirming that the issuance of the Additional Notes complies
with the Indenture.

Optional Redemption

At any time on or after January 29, 2013, the Issuer may redeem the Notes, in whole or in part, at a
redemption price equal to the percentage of principal amount set forth below, plus accrued and unpaid interest, if
any, to the redemption date, if redeemed during the 12-month period commencing on January 29 of any year set
forth below:

Period Redemption Price

2013............................................................................................................................................... 104.6250%
2014............................................................................................................................................... 102.3125%

At any time prior to January 29, 2013, the Issuer may redeem up to 35% of the aggregate principal amount
of the Notes with the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 109.2500% of
the principal amount of the Notes, plus accrued and unpaid interest, if any, to (but not including) the redemption
date; provided that at least 65% of the aggregate principal amount of the Notes originally issued on the Original
Issue Date remains outstanding after each such redemption and any such redemption takes place within 60 days
after the closing of the related Equity Offering.

At any time and from time to time prior to January 29, 2013, the Issuer may at its option redeem the Notes,
in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes plus the Applicable
Premium as of, and accrued and unpaid interest, if any, to (but not including), the redemption date.

Selection and Notice

The Issuer will give not less than 30 days nor more than 60 days notice of any redemption. The Trustee
will select Notes for redemption pro rata, by lot or by such other method as the Trustee in its sole discretion will
deem to be fair and appropriate.

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A Note of US$100,000 in principal amount or less will not be redeemed in part. If any Note is to be
redeemed in part only, the notice of redemption relating to such Note will state the portion of the principal amount
to be redeemed. A new Note in principal amount equal to the unredeemed portion will be issued upon cancellation
of the original Note. On and after the redemption date, interest will cease to accrue on Notes or portions of them
called for redemption.

Repurchase of Notes Upon a Change of Control Triggering Event

Not later than 30 days following a Change of Control Triggering Event, the Issuer or the Parent Guarantor
will make an Offer to Purchase all outstanding Notes (a Change of Control Offer) at a purchase price equal to
101% of the principal amount thereof plus accrued and unpaid interest, if any, to (but not including) the Offer to
Purchase Payment Date.

If the Issuer or the Parent Guarantor is unable to repay (or cause to be repaid) all of the Indebtedness, if any,
that would prohibit repurchase of the Notes or is unable to obtain the requisite consents of the holders of such
Indebtedness, or terminate any agreements or instruments that would otherwise prohibit a Change of Control
Offer, it will be prohibited from purchasing the Notes. In that case, the failure of either the Issuer or the Parent
Guarantor to purchase tendered Notes will constitute an Event of Default under the Indenture.

The Parent Guarantor and the Issuer will not be required to make a Change of Control Offer following a
Change of Control Triggering Event if a third party makes the Change of Control Offer in the manner, at the times
and otherwise in compliance with the requirements set forth in the Indenture applicable to a Change of Control
Offer to be made by the Parent Guarantor or the Issuer and such third party purchases all Notes validly tendered
and not withdrawn under such Change of Control Offer.

Future debt of the Issuer or the Parent Guarantor may (i) prohibit the Issuer or the Parent Guarantor from
purchasing Notes in the event of a Change of Control Triggering Event, (ii) provide that a Change of Control
Triggering Event is a default or (iii) require the repurchase of such debt upon a Change of Control Triggering
Event. Moreover, the exercise by Holders of their right to require the Issuer or the Parent Guarantor to purchase
the Notes could cause a default under other Indebtedness, even if the Change of Control Triggering Event itself
does not, due to the financial effect of the purchase on the Issuer or the Parent Guarantor. The ability of the Issuer
or the Parent Guarantor to pay cash to Holders following the occurrence of a Change of Control Triggering Event
may be limited by the Issuers or the Parent Guarantors then existing financial resources. There can be no
assurance that sufficient funds will be available when necessary to make the required purchase of the Notes. See
Risk FactorsRisks Relating to the Notes, the Parent Guarantee and the Offering StructureThe Issuer may not
have the ability to raise the funds necessary to finance an offer to repurchase your Notes upon the occurrence of
certain events constituting a change of control as required by the Indenture.

The phrase all or substantially all, as used with respect to the assets of the Parent Guarantor or the Issuer
in the definition of Change of Control, will likely be interpreted under applicable law of the relevant
jurisdictions and its meaning would depend on particular facts and circumstances. As a result, there may be a
degree of uncertainty in ascertaining whether a sale or transfer of all or substantially all the assets of the Parent
Guarantor or the Issuer has occurred.

Except as described above with respect to a Change of Control Triggering Event, the Indenture does not
contain provisions that permit the Holders to require that the Issuer or the Parent Guarantor purchase or redeem
the Notes in the event of a takeover, recapitalization or similar transaction.

Sinking Fund

There will be no sinking fund payments for the Notes.

Additional Amounts

All payments of principal of, and premium, if any, and interest on the Notes and all payments under the
Guarantees will be made without withholding or deduction for, or on account of, any present or future taxes,
duties, assessments or governmental charges of whatever nature imposed or levied by or within any jurisdiction
in which the Issuer, any applicable Guarantor or Surviving Person, is organized or resident for tax purposes (or

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any political subdivision or taxing authority thereof or therein) (each, as applicable, a Relevant Jurisdiction) or
through which payment is made, unless such withholding or deduction is required by law or by regulation or
governmental policy having the force of law. In such event, the Issuer, the applicable Guarantor or Surviving
Person, as the case may be, will make such deduction or withholding, make payment of the amount so withheld
to the appropriate governmental authority and will pay such additional amounts (Additional Amounts) as will
result in receipt by the Holder of such amounts as would have been received by such Holder had no such
withholding or deduction been required, provided that no Additional Amounts will be payable:

(a) for or on account of:

(i) any tax, duty, assessment or other governmental charge that would not have been imposed but
for:

(A) the existence of any present or former connection between the Holder or beneficial owner
of such Note or Guarantee, as the case may be, and the Relevant Jurisdiction or
jurisdiction through which payment is made including, without limitation, such Holder or
beneficial owner being or having been a citizen or resident of such Relevant Jurisdiction
or jurisdiction through which payment is made or treated as a resident thereof or being or
having been physically present or engaged in a trade or business therein or having or
having had a permanent establishment therein, other than merely holding such Note, the
receipt of payments thereunder or under the Guarantee or enforcing payment under the
Note or the Guarantee;

(B) the presentation of such Note (where presentation is required) more than 30 days after the
later of the date on which the payment of the principal of, premium, if any, or interest on,
such Note became due and payable pursuant to the terms thereof or was made or duly
provided for, except to the extent that the Holder thereof would have been entitled to such
Additional Amounts if it had presented such Note for payment on any date within such
30-day period;

(C) the failure of the Holder or beneficial owner to comply with a timely request of the Issuer,
any Guarantor or Surviving Person addressed to the Holder or beneficial owner, as the
case may be, to provide information to the Issuer, such Guarantor or Surviving Person
concerning such Holders or beneficial owners nationality, residence, identity or
connection with any Relevant Jurisdiction or jurisdiction through which payment is made,
if and to the extent that due and timely compliance with such request would have reduced
or eliminated any withholding or deduction as to which Additional Amounts would have
otherwise been payable to such Holder; or

(D) the presentation of such Note (where presentation is required) for payment in the Relevant
Jurisdiction or jurisdiction through which payment is made, unless such Note could not
have been presented for payment elsewhere;

(ii) any estate, inheritance, gift, sale, transfer, excise or personal property or similar tax, assessment
or other governmental charge;

(iii) any withholding or deduction in respect of any tax, duty, assessment or other governmental
charge where such withholding or deduction is imposed or levied on a payment to an individual
and is required to be made pursuant to European Council Directive 2003/48/EC or any other
Directive implementing the conclusions of the ECOFIN Council meeting of November 26-27,
2000 on the taxation of savings income or any law implementing or complying with, or
introduced in order to conform to, such Directives;

(iv) any tax, duty, assessment or other governmental charge which is payable other than (a) by
deduction or withholding from payments of principal of or interest on the Note or payments
under the Guarantees, or (b) by direct payment by the Issuer or applicable Guarantor in respect
of claims made against the Issuer or the applicable Guarantor; or

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(v) any combination of taxes, duties, assessments or other governmental charges referred to in the
preceding clauses (i), (ii), (iii) and (iv); or

(b) with respect to any payment of the principal of, or premium, if any, or interest on, such Note or any
payment under any Guarantee to such Holder, if the Holder is a fiduciary, partnership or person other
than the sole beneficial owner of any payment to the extent that such payment would be required to
be included in the income under the laws of a Relevant Jurisdiction or jurisdiction through which
payment is made, for tax purposes, of a beneficiary or settlor with respect to the fiduciary, or a member
of that partnership or a beneficial owner who would not have been entitled to such Additional Amounts
had that beneficiary, settlor, partner, or beneficial owner been the Holder thereof.

As a result of these provisions, there are circumstances in which taxes could be withheld or deducted but
Additional Amounts would not be payable to some or all beneficial owners of Notes.

Whenever there is mentioned in any context the payment of principal, premium or interest in respect of any
Note or under any Guarantee, such mention will be deemed to include payment of Additional Amounts provided
for in the Indenture to the extent that, in such context, Additional Amounts are, were or would be payable in
respect thereof.

Redemption for Taxation Reasons

The Notes may be redeemed, at the option of the Issuer, the Parent Guarantor or a Surviving Person, as a
whole but not in part, upon giving not less than 30 days nor more than 60 days notice to the Holders (which notice
will be irrevocable), at a redemption price equal to 100% of the principal amount thereof, together with accrued
and unpaid interest (including any Additional Amounts), if any, to (but not including) the date fixed by the Issuer,
the Parent Guarantor or the Surviving Person, as the case may be, for redemption (the Tax Redemption Date)
if, as a result of:

(1) any change in, or amendment to, the laws or any regulations or rulings promulgated thereunder of a
Relevant Jurisdiction affecting taxation; or

(2) any change in, or amendment to, an official position regarding the application or interpretation of such
laws, regulations or rulings (including a holding, judgment or order by a court of competent
jurisdiction),

which change or amendment becomes effective on or after the Original Issue Date with respect to any payment
due or to become due under the Notes, the Indenture, the Intercompany Loan or a Guarantee (or, in the case of
a Surviving Person or future Subsidiary Guarantor, the date such Person became a Surviving Person or Guarantor,
as the case may be), the Issuer, a Guarantor or the Surviving Person, as the case may be, is, or on the next Notes
Interest Payment Date would be, required to pay Additional Amounts (or, in the case of any payment with respect
to the Intercompany Loan, would be required to withhold or deduct any taxes, duties, assessments or governmental
charges of whatever nature), and such requirement cannot be avoided by taking reasonable measures by the Issuer,
a Guarantor or the Surviving Person, as the case may be; provided that changing the jurisdiction of the Issuer, a
Guarantor or the Surviving Person is not a reasonable measure for the purposes of this section; provided further
that no such notice of redemption will be given earlier than 90 days prior to the earliest date on which the Issuer,
a Guarantor or the Surviving Person, as the case may be, would be obligated to pay such Additional Amounts (or,
in the case of the Intercompany Loan, withhold or deduct such taxes, duties, assessments or governmental charges)
if a payment in respect of the Notes (or on the Intercompany Loan, as applicable) were then due; provided further
that where any such requirement to pay Additional Amounts (or withhold or deduct an amount from any payment
with respect to the Intercompany Loan) is due to taxes of the Republic of Indonesia (or any political subdivision
or taxing authority thereof or therein), the Issuer, the Parent Guarantor or the Surviving Person shall be permitted
to redeem the Notes in accordance with the provisions above only if the rate of withholding or deduction in respect
of which Additional Amounts are required (or in respect of which withholding is required on payments on the
Intercompany Loan) is in excess of 20.0%.

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Prior to the mailing of any notice of redemption of the Notes pursuant to the foregoing, the Issuer or a
Guarantor, as the case may be, will deliver to the Trustee:

(1) an Officers Certificate stating that such change or amendment referred to in the prior paragraph has
occurred, and describing the facts related thereto and stating that such requirement cannot be avoided
by the Issuer or such Guarantor, as the case may be, taking reasonable measures available to it; and

(2) an Opinion of Counsel stating that the requirement to pay such Additional Amounts results from such
change or amendment referred to in the prior paragraph. The Trustee has no duty to investigate or
verify such certificate and opinion.

The Trustee will accept such certificate and opinion as sufficient evidence of the satisfaction of the
conditions precedent described above, and it will be conclusive and binding on the Holders. The Trustee will not
investigate or verify such certificate and opinion.

Any Notes that are redeemed will be cancelled.

Certain Covenants

Set forth below are summaries of certain covenants contained in the Indenture.

Limitation on Indebtedness and Preferred Stock

(a) The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, Incur any
Indebtedness (including Acquired Indebtedness) or Preferred Stock (other than Disqualified Stock of
Restricted Subsidiaries held by the Parent Guarantor, so long as it is so held); provided that the Parent
Guarantor, the Issuer or any Subsidiary Guarantor may Incur Indebtedness (including Acquired
Indebtedness) if, after giving effect to the Incurrence of such Indebtedness and the receipt and the
application of the proceeds therefrom, the Fixed Charge Coverage Ratio would be not less than (i) 2.5
to 1.0 with respect to any Incurrence of Indebtedness on or after the Original Issue Date but prior to
January 29, 2013; or (ii) 3.0. to 1.0 with respect to any Incurrence of Indebtedness on or after January
29, 2013.

(b) Notwithstanding the foregoing, the Parent Guarantor and, to the extent provided below, the Issuer, any
Subsidiary Guarantor or any other Restricted Subsidiary, may Incur each and all of the following
(Permitted Indebtedness):

(1) Indebtedness of the Issuer under the Notes (excluding any Additional Notes) and of the Parent
Guarantor under the Parent Guarantee and Intercompany Loan;

(2) Indebtedness of the Parent Guarantor or any Restricted Subsidiary outstanding on the Original
Issue Date, excluding Indebtedness permitted under clause (b)(3) below;

(3) Indebtedness of the Parent Guarantor, the Issuer or any Restricted Subsidiary owed to the Parent
Guarantor, the Issuer or any Restricted Subsidiary; provided that (x) any event which results in
any such Restricted Subsidiary ceasing to be a Restricted Subsidiary or any subsequent transfer
of such Indebtedness (other than to the Parent Guarantor, the Issuer or any Restricted
Subsidiary) will be deemed, in each case, to constitute an Incurrence of such Indebtedness not
permitted by this clause (b)(3), (y) if the Parent Guarantor is the obligor on such Indebtedness,
such Indebtedness must be unsecured and expressly be subordinated in right of payment to the
Parent Guarantee and (z) if a Subsidiary Guarantor is the obligor on such Indebtedness and a
Restricted Subsidiary that is not a Subsidiary Guarantor is the obligee, such Indebtedness must
be unsecured and expressly subordinated in right of payment to the Subsidiary Guarantee of
such Subsidiary Guarantor;

(4) Indebtedness of the Parent Guarantor, the Issuer or any Restricted Subsidiary (Permitted
Refinancing Indebtedness) issued in exchange for, or the net proceeds of which are used to
refinance or refund, replace, exchange, renew, repay, defease, discharge or extend (collectively,

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refinance and refinances and refinanced shall have a correlative meaning),
then-outstanding Indebtedness (or Indebtedness repaid substantially concurrently with but in
any case before the Incurrence of such Permitted Refinancing Indebtedness) Incurred under
clause (a) or clause (b)(1), (b)(2), (b)(4), (b)(10), (b)(12) or (b)(13) of this covenant and any
refinancings thereof in an amount not to exceed the amount so refinanced or refunded (plus
premiums, accrued interest, fees and expenses); provided that (A) Indebtedness the proceeds of
which are used to refinance or refund the Notes or Indebtedness that is pari passu with, or
subordinated in right of payment to, the Notes or a Guarantee will only be permitted under this
clause (b)(4) if (x) in case the Notes are refinanced in part or the Indebtedness to be refinanced
is pari passu with the Notes or a Guarantee, such new Indebtedness, by its terms or by the terms
of any agreement or instrument pursuant to which such new Indebtedness is outstanding, is
expressly made pari passu with the remaining Notes or such Guarantee, or (y) in case the
Indebtedness to be refinanced is subordinated in right of payment to the Notes or a Guarantee,
such new Indebtedness, by its terms or by the terms of any agreement or instrument pursuant
to which such new Indebtedness is issued or remains outstanding, is expressly made subordinate
in right of payment to the Notes or such Guarantee at least to the extent that the Indebtedness
to be refinanced is subordinated to the Notes or such Guarantee, (B) such new Indebtedness,
determined as of the date of Incurrence of such new Indebtedness, does not mature prior to the
Stated Maturity of the Indebtedness to be refinanced or refunded, and the Average Life of such
new Indebtedness is at least equal to the remaining Average Life of the Indebtedness to be
refinanced or refunded, (C) in no event may Indebtedness of the Issuer or any Guarantor be
refinanced pursuant to this clause by means of any Indebtedness of any Restricted Subsidiary
that is not a Subsidiary Guarantor and (D) in no event may unsecured Indebtedness of the Issuer
or any Guarantor be refinanced pursuant to this clause with secured Indebtedness;

(5) Indebtedness Incurred by the Parent Guarantor or any Subsidiary Guarantor pursuant to Hedging
Obligations for the purpose of protecting the Parent Guarantor or any of such Subsidiary
Guarantor from fluctuations in interest rates, commodity prices or currencies and not for
speculation;

(6) Indebtedness arising from agreements providing for indemnification, adjustment of purchase
price or similar obligations, or from guarantees or letters of credit, surety bonds or performance
bonds securing any obligation of the Parent Guarantor or any Restricted Subsidiary pursuant to
such agreements, in any case, incurred in connection with the disposition of any business, assets
or Capital Stock of a Restricted Subsidiary, other than guarantees of Indebtedness incurred by
any Person acquiring all or any portion of such business, assets or Capital Stock of a Restricted
Subsidiary for the purpose of financing such acquisition; provided that the maximum aggregate
liability in respect of all such Indebtedness shall at no time exceed the gross proceeds actually
received by the Parent Guarantor or any Restricted Subsidiary in connection with such
disposition;

(7) Indebtedness Incurred by the Parent Guarantor or any Restricted Subsidiary arising from the
honouring by a bank or other financial institution of a check, draft or similar instrument drawn
against insufficient funds in the ordinary course of business; provided, however, that such
Indebtedness is repaid in full or otherwise extinguished within five Business Days of Incurrence;

(8) Indebtedness Incurred by the Parent Guarantor or any Restricted Subsidiary (other than Signal
Capital) constituting reimbursement obligations with respect to workers compensation claims
or self-insurance obligations or bid, performance or surety bonds (in each case other than for an
obligation for borrowed money);

(9) Indebtedness Incurred by the Parent Guarantor or any Restricted Subsidiary (other than Signal
Capital) constituting reimbursement obligations with respect to letters of credit issued in the
ordinary course of business to the extent that such letters of credit are not drawn upon or, if
drawn upon, to the extent such drawing is reimbursed no later than 30 days following receipt
by the Parent Guarantor or such Restricted Subsidiary (other than Signal Capital) of a demand
for reimbursement;

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(10) Indebtedness of the Parent Guarantor or any Restricted Subsidiary (other than Signal Capital) in
an aggregate principal amount at any time outstanding (together with refinancings thereof) not
to exceed US$10.0 million (or the Dollar Equivalent thereof);

(11) any Shareholder Subordinated Loan;

(12) Indebtedness of the Parent Guarantor with a maturity of one year or less used by the Parent
Guarantor for working capital purposes in an aggregate principal amount at any time outstanding
(together with refinancings thereof) not to exceed US$25.0 million;

(13) Indebtedness Incurred by the Parent Guarantor or any Subsidiary Guarantor represented by
Capitalized Lease Obligations, mortgage financings or purchase money obligations in the
ordinary course of business after the Original Issue Date to finance all or any part of the
purchase price or cost of construction, installation or improvement of property (real or personal),
plant or equipment (including through the acquisition of Capital Stock of any Person that owns
property, plant or equipment which will, upon such acquisition, become a Restricted Subsidiary)
to be used in the Permitted Business; provided that (i) such Indebtedness shall be Incurred no
later than 90 days after the acquisition, construction, installation or improvement of such
property (real or personal), plant or equipment and (ii) the aggregate principal amount of such
Indebtedness at any time outstanding (together with refinancings thereof) shall not exceed the
lesser of (x) US$100 million (or the Dollar Equivalent thereof) and (y) an amount equal to 20%
of Total Assets as of the date of Incurrence of such Indebtedness, less, in the case of clause (x)
or (y), the aggregate amount of all Net Cash Proceeds applied by the Parent Guarantor or any
Subsidiary Guarantor to permanently repay any such Indebtedness pursuant to the covenant
described under the caption Limitation on Asset Sales; and

(14) guarantees by any Guarantor of Indebtedness of any other Guarantor that was permitted to be
Incurred by another provision of this covenant.

(c) For purposes of determining compliance with this Limitation on Indebtedness and Preferred
Stock covenant, in the event that an item of Indebtedness meets the criteria of more than one of the
types of Indebtedness described above, including under the proviso in the first paragraph of this
covenant, the Parent Guarantor, in its sole discretion, will classify, and from time to time may
reclassify, such item of Indebtedness and only be required to include the amount of such Indebtedness
as one of such types.

(d) The accrual of interest, the accretion or amortization of original issue discount, the payment of interest
on any Indebtedness in the form of additional Indebtedness with the same terms, the reclassification
of Preferred Stock as Indebtedness due to a change in accounting principles, and the payment of
dividends on Disqualified Stock in the form of additional shares of the same class of Disqualified
Stock will not be deemed to be an incurrence of Indebtedness; provided, in each such case, that the
amount of any such accrual, accretion or payment is included in the Consolidated Fixed Charges of
the Parent Guarantor as accrued.

(e) Notwithstanding any other provision of this covenant, the maximum amount of Indebtedness that the
Parent Guarantor or any Restricted Subsidiary may incur pursuant to this covenant shall not be deemed
to be exceeded solely as a result of fluctuations in exchange rates or currency values.

Limitation on Restricted Payments

The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, directly or indirectly (the
payments or any other actions described in clauses (1) through (4) below being collectively referred to as
Restricted Payments):

(1) declare or pay any dividend or make any distribution on or with respect to the Parent Guarantors or
any Restricted Subsidiarys Capital Stock (other than dividends or distributions payable solely in
shares of the Parent Guarantors or any Restricted Subsidiarys Capital Stock (other than Disqualified
Stock or Preferred Stock) or in options, warrants or other rights to acquire shares of such Capital
Stock) held by Persons other than the Issuer, the Parent Guarantor or any Subsidiary Guarantor;

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(2) purchase, call for redemption or redeem, retire or otherwise acquire for value any shares of Capital
Stock of the Parent Guarantor, any Restricted Subsidiary or any direct or indirect parent of the Parent
Guarantor (including options, warrants or other rights to acquire such shares of Capital Stock) held by
any Persons other than the Issuer, the Parent Guarantor or any Subsidiary Guarantor;

(3) make any voluntary or optional principal payment, or voluntary or optional redemption, repurchase,
defeasance, or other acquisition or retirement for value, of Indebtedness that is subordinated in right
of payment to the Notes or any Guarantee (excluding (i) the Intercompany Loan or (ii) any
intercompany Indebtedness between or among the Parent Guarantor and any Subsidiary Guarantor) or
make any payment in respect of any Shareholder Subordinated Loan; or

(4) make any Investment, other than a Permitted Investment,

if, at the time of, and after giving effect to, the proposed Restricted Payment:

(A) a Default has occurred and is continuing or would occur as a result of such Restricted Payment;

(B) the Parent Guarantor could not Incur at least US$1.00 of Indebtedness under the proviso in clause (a)
of the covenant under the caption Limitation on Indebtedness and Preferred Stock; or

(C) such Restricted Payment, together with the aggregate amount of all Restricted Payments made by the
Parent Guarantor and its Restricted Subsidiaries after the Original Issue Date, would exceed the sum
of:

(1) 50% of the aggregate amount of the Consolidated Net Income of the Parent Guarantor (or, if the
Consolidated Net Income is a loss, minus 100% of the amount of such loss) accrued on a
cumulative basis during the period (taken as one accounting period) beginning on the first day
of the fiscal quarter in which the Notes are issued and ending on the last day of the Parent
Guarantors most recently ended fiscal quarter for which consolidated financial statements of the
Parent Guarantor (which the Parent Guarantor will use its reasonable best efforts to compile in
a timely manner) are available and have been provided to the Trustee at the time of such
Restricted Payment; plus

(2) 100% of the aggregate Net Cash Proceeds received by the Parent Guarantor after the Original
Issue Date as a capital contribution to its common equity or from the issuance and sale of its
Capital Stock (other than Disqualified Stock) to a Person who is not a Subsidiary of the Parent
Guarantor, including any such Net Cash Proceeds received upon (x) the conversion of any
Indebtedness (other than Subordinated Indebtedness) of the Parent Guarantor into Capital Stock
(other than Disqualified Stock) of the Parent Guarantor, or (y) the exercise by a Person who is
not a Subsidiary of the Parent Guarantor of any options, warrants or other rights to acquire
Capital Stock of the Parent Guarantor (other than Disqualified Stock), in each case after
deducting the amount of any such Net Cash Proceeds used to redeem, repurchase, defease or
otherwise acquire or retire for value any Subordinated Indebtedness or Capital Stock of the
Parent Guarantor; plus

(3) an amount equal to the net reduction in Investments (other than reductions in Permitted
Investments) that were made after the Original Issue Date in any Person resulting from (a)
payments of interest on Indebtedness, dividends or repayments of loans or advances by such
Person, in each case to the Parent Guarantor or any Restricted Subsidiary or from the Net Cash
Proceeds from the sale of any such Investment (except, in each case, to the extent any such
payment or proceeds are included in the calculation of Consolidated Net Income), or (b) from
redesignations of Unrestricted Subsidiaries as Restricted Subsidiaries, not to exceed, in each
case, the amount of Investments previously made by the Parent Guarantor or a Restricted
Subsidiary after the Original Issue Date in any such Person;

provided that the Parent Guarantor will not, and will not permit any Restricted Subsidiary to, directly or indirectly,
make any Restricted Payment described in clause (1), (2) or (3) of definition of Restricted Payment above prior
to the first anniversary of the Original Issue Date.

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The foregoing provision will not be violated by reason of:

(1) the payment of any dividend or redemption of any Capital Stock within 60 days after the related date
of declaration or call for redemption if, at said date of declaration or call for redemption, such payment
or redemption would comply with the preceding paragraph;

(2) the redemption, repurchase, defeasance or other acquisition or retirement for value of Subordinated
Indebtedness with the proceeds of, or in exchange for, a substantially concurrent Incurrence of
Permitted Refinancing Indebtedness;

(3) the redemption, repurchase, defeasance or other acquisition or retirement for value of Subordinated
Indebtedness or Capital Stock of the Parent Guarantor (or options, warrants or other rights to acquire
such Capital Stock) in exchange for, or out of the Net Cash Proceeds of a substantially concurrent
capital contribution or sale (other than a capital contribution by or sale to a Subsidiary of the Parent
Guarantor) of, shares of the Capital Stock (other than Disqualified Stock) of the Parent Guarantor (or
options, warrants or other rights to acquire such Capital Stock); provided that (x) such options,
warrants or other rights are not redeemable at the option of the holder, or required to be redeemed,
prior to the Stated Maturity of the Notes and (y) the amount of any such Net Cash Proceeds that are
utilized for any such Restricted Payment will be excluded from clause (C)(2) of the preceding
paragraph;

(4) the payment of any dividends or distributions declared, paid or made by a Restricted Subsidiary
payable, on a pro rata basis or on a basis more favorable to the Parent Guarantor, to all holders of any
class of Capital Stock of such Restricted Subsidiary, a majority of which is held, directly or indirectly
through Restricted Subsidiaries, by the Parent Guarantor; or

(5) the payment by the Parent Guarantor of up to US$50 million in pro rata cash dividends to its
shareholders;

provided that in the case of clause (2), (3) or (5) above, no Default will have occurred and be continuing or would
occur as a consequence of the actions or payments set forth therein and no failure by the Issuer to make a required
payment of interest on the Notes will have occurred and remain uncured.

Each Restricted Payment permitted pursuant to the preceding paragraph (other than pursuant to clauses (2),
(3) and (5)) will be included in calculating whether the conditions of clause (C) of the first paragraph of this
Limitation on Restricted Payments covenant have been met with respect to any subsequent Restricted
Payments, and the Net Cash Proceeds from any capital contribution or sale of Capital Stock referred to in clause
(3) of the preceding paragraph shall not be included in such calculation.

The amount of any Restricted Payments (other than cash) will be the Fair Market Value on the date of the
Restricted Payment of the asset(s) or securities proposed to be transferred or issued by the Parent Guarantor or the
Restricted Subsidiary, as the case may be, pursuant to the Restricted Payment. The value of any assets or securities
that are required to be valued by this covenant will be the Fair Market Value. The Board of Directors
determination of the Fair Market Value of a Restricted Payment or any such assets or securities must be based upon
an opinion or appraisal issued by an accounting, appraisal or investment banking firm of recognized international
standing if the Fair Market Value exceeds US$5 million (or the Dollar Equivalent thereof).

Not later than the date of making any Restricted Payment in an amount in excess of US$5 million (or the
Dollar Equivalent thereof), the Parent Guarantor will deliver to the Trustee an Officers Certificate stating that
such Restricted Payment is permitted and setting forth the basis upon which the calculations required by this
Limitation on Restricted Payments covenant were computed, together with a copy of any fairness opinion or
appraisal required by the Indenture.

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Limitation on Dividend and Other Payment Restrictions Affecting Restricted Subsidiaries

(a) Except as provided below, the Parent Guarantor will not, and will not permit any Restricted Subsidiary
to, create or otherwise cause or permit to exist or become effective any encumbrance or restriction of
any kind on the ability of any Restricted Subsidiary to:

(1) pay dividends or make any other distributions on any Capital Stock of such Restricted
Subsidiary owned by the Parent Guarantor or any other Restricted Subsidiary;

(2) pay any Indebtedness or other obligation owed to the Parent Guarantor or any other Restricted
Subsidiary;

(3) make loans or advances to the Parent Guarantor or any other Restricted Subsidiary; or

(4) sell, lease or transfer any of its property or assets to the Parent Guarantor or any other Restricted
Subsidiary.

(b) The provisions of paragraph (a) do not apply to any encumbrances or restrictions:

(1) existing in agreements as in effect on the Original Issue Date, or in the Notes, the Guarantees,
the Indenture and any extensions, refinancings, renewals or replacements of any of the foregoing
agreements; provided that the encumbrances and restrictions in any such extension, refinancing,
renewal or replacement, taken as a whole, are no less favorable in any material respect to the
Holders than those encumbrances or restrictions that are then in effect and that are being
extended, refinanced, renewed or replaced;

(2) existing under or by reason of applicable law, rule, regulation, license, concession, approval,
decree or order of any Governmental Instrumentality with jurisdiction over the relevant
Restricted Subsidiary;

(3) existing with respect to any Person or the property or assets of such Person acquired by the
Parent Guarantor or any Restricted Subsidiary, existing at the time of such acquisition and not
incurred in contemplation thereof, which encumbrances or restrictions are not applicable to any
Person or the property or assets of any Person other than such Person or the property or assets
of such Person so acquired, and any extensions, refinancings, renewals or replacements thereof;
provided that the encumbrances and restrictions in any such extension, refinancing, renewal or
replacement, taken as a whole, are no less favorable in any material respect to the Holders than
those encumbrances or restrictions that are then in effect and that are being extended, refinanced,
renewed or replaced;

(4) that otherwise would be prohibited by the provision described in clause (a)(4) of this covenant
if they arise, or are agreed to, in the ordinary course of business and that (i) restrict in a
customary manner the subletting, assignment or transfer of any property or asset that is subject
to a lease or license, (ii) exist by virtue of any Lien on, or agreement to transfer, option or similar
right with respect to, any property or assets of the Parent Guarantor or any Restricted Subsidiary
not otherwise prohibited by the Indenture or (iii) do not relate to any Indebtedness, and that do
not, individually or in the aggregate, detract from the value of property or assets of the Parent
Guarantor or any Restricted Subsidiary in any manner material to the Parent Guarantor or any
Restricted Subsidiary;

(5) with respect to a Restricted Subsidiary and imposed pursuant to an agreement that has been
entered into for the sale or disposition of all or substantially all of the Capital Stock of, or
property and assets of, such Restricted Subsidiary that is permitted by the Limitation on
Sales and Issuances of Capital Stock in Restricted Subsidiaries, Limitation on Indebtedness
and Preferred Stock and Limitation on Asset Sales covenants;

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(6) (x) existing in purchase money obligations for property acquired in the ordinary course of
business and (y) Capitalized Lease Obligations permitted under the Indenture, in each case, that
impose encumbrances or restrictions of the nature described in clause (a)(4) of this covenant on
the property so acquired;

(7) Permitted Refinancing Indebtedness; provided that the restrictions contained in the agreements
governing such Permitted Refinancing Indebtedness are not materially more restrictive, taken as
a whole, than those contained in the agreements governing the Indebtedness being refinanced;

(8) Liens permitted to be incurred under the provisions of the Limitation on Liens covenant that
limit the right of the debtor to dispose of the assets subject to such Liens; or

(9) restrictions on cash or other deposits or net worth imposed by customers under contracts entered
into in the ordinary course of business.

Limitation on Sales and Issuances of Capital Stock in Restricted Subsidiaries

The Parent Guarantor will not sell, and will not permit any Restricted Subsidiary, directly or indirectly, to
issue or sell, any shares of Capital Stock of a Restricted Subsidiary (including options, warrants or other rights to
purchase shares of such Capital Stock) except:

(1) to the Parent Guarantor, the Issuer or a Wholly Owned Restricted Subsidiary;

(2) to the extent such Capital Stock represents directors qualifying shares or is required by applicable law
to be held by a Person other than the Parent Guarantor or a Wholly Owned Restricted Subsidiary; and

(3) for the issuance or sale of shares of Capital Stock of a Restricted Subsidiary (other than Signal Capital)
if permitted under, and made in accordance with, the Limitation on Asset Sales covenant.

Limitation on Transactions with Shareholders and Affiliates

The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, directly or indirectly, enter
into, renew or extend any transaction or arrangement (including, without limitation, the purchase, sale, lease or
exchange of property or assets, or the rendering of any service) with (x) any holder (or any Affiliate of such holder)
of 10% or more of any class of Capital Stock of the Parent Guarantor or (y) any Affiliate of the Parent Guarantor
(each an Affiliate Transaction), unless:

(1) the Affiliate Transaction is on terms that are no less favorable to the Parent Guarantor or such
Restricted Subsidiary than those that could be obtained, at the time of such transaction or, if such
transaction is pursuant to a written agreement, at the time of the execution of the agreement providing
therefor, in a comparable arms-length transaction by the Parent Guarantor or such Restricted
Subsidiary with a Person that is not such a holder or an Affiliate of the Parent Guarantor or such
Restricted Subsidiary; and

(2) the Parent Guarantor delivers to the Trustee:

(a) with respect to any Affiliate Transaction or series of related Affiliate Transactions involving
aggregate consideration in excess of US$3 million (or the Dollar Equivalent thereof), a Board
Resolution set forth in an Officers Certificate certifying that such Affiliate Transaction complies
with this covenant and such Affiliate Transaction has been approved by the Board of Directors;
and

(b) with respect to any Affiliate Transaction or series of related Affiliate Transactions involving
aggregate consideration in excess of US$7.5 million (or the Dollar Equivalent thereof), in
addition to the Board Resolution required in clause (2)(a) above, an opinion as to the fairness
to the Parent Guarantor or such Restricted Subsidiary of such Affiliate Transaction from a
financial point of view issued by an accounting, appraisal or investment banking firm of
recognized international standing.

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The foregoing limitation does not limit, and will not apply to:

(1) the payment of reasonable and customary regular fees to directors of the Parent Guarantor or any
Restricted Subsidiary who are not employees of the Parent Guarantor or any Restricted Subsidiary;

(2) transactions otherwise permitted under the Indenture between or among the Parent Guarantor and any
Subsidiary Guarantor or between or among Subsidiary Guarantors;

(3) transactions with customers, clients, suppliers, distributors, generators, transporters or purchasers or
sellers of goods or services, in each case in the ordinary course of business and on an arms-length
basis;

(4) any Restricted Payment of the type described in clause (1), (2) or (3) of the first paragraph of the
covenant described under the caption Limitation on Restricted Payments if not prohibited by that
covenant;

(5) transactions or payments pursuant to any employee, officer or director compensation or benefit plans
or arrangements entered into in the ordinary course of business and approved by the Board of
Directors;

(6) transactions pursuant to any contract or agreement as in effect on the Original Issue Date, as amended,
modified or renewed from time to time so long as such amended, modified or renewed agreement is
not less favorable in any material respect to the Parent Guarantor and its Restricted Subsidiaries than
the original agreement as in effect on the Original Issue Date; and

(7) the issuance or sale of any Capital Stock (other than Disqualified Stock) of the Parent Guarantor.

In addition, the requirements of clause (2) of the first paragraph of this covenant will not apply to (a)
Investments (other than Permitted Investments) not prohibited by the Limitation on Restricted Payments
covenant, (b) any transaction between or among the Parent Guarantor and any Restricted Subsidiary that is not a
Subsidiary Guarantor; provided that (i) such transaction is entered into in the ordinary course of business and (ii)
none of the minority shareholders or minority partners of or in any such Restricted Subsidiary is a Person
described in clauses (x) or (y) of the first paragraph of this covenant, (c) any Shareholder Subordinated Loan or
(d) any transaction between or among the Parent Guarantor, the Issuer or Signal Capital permitted under the
Indenture.

Limitation on Liens

The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, directly or indirectly, incur,
assume or permit to exist any Lien of any nature whatsoever on any of its assets or properties of any kind, whether
owned at the Original Issue Date or thereafter acquired, except Permitted Liens, unless the Notes are secured
equally and ratably with (or, if the obligation to be secured by such Lien is subordinated in right of payment to
the Notes or any Guarantee, prior to) the obligations so secured for so long as such obligations are so secured.

Limitation on Sale and Leaseback Transactions

The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, enter into any Sale and
Leaseback Transaction; provided that the Parent Guarantor may enter into a Sale and Leaseback Transaction if:

(1) the Parent Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable
Indebtedness relating to such Sale and Leaseback Transaction under the covenant described under
Limitation on Indebtedness and Preferred Stock and (b) incurred a Lien to secure such
Indebtedness pursuant to the covenant described under the caption Limitation on Liens, in which
case, the corresponding Indebtedness and Lien will be deemed incurred pursuant to those provisions;

(2) the gross cash proceeds of that Sale and Leaseback Transaction are at least equal to the Fair Market
Value of the property that is the subject of such Sale and Leaseback Transaction; and

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(3) the transfer of assets in that Sale and Leaseback Transaction is permitted by, and the Parent Guarantor
applies the proceeds of such transaction in compliance with, the covenant described under the caption
Limitation on Asset Sales.

Limitation on Asset Sales

The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, consummate any Asset Sale,
unless:

(1) no Default will have occurred and be continuing or would occur as a result of such Asset Sale;

(2) the consideration received by the Parent Guarantor or such Restricted Subsidiary, as the case may be,
is at least equal to the Fair Market Value of the assets sold or disposed of;

(3) in the case of an Asset Sale that constitutes an Asset Disposition, the Parent Guarantor could Incur at
least US$1.00 of Indebtedness under the proviso in clause (a) of the covenant under the caption
Limitation on Indebtedness and Preferred Stock prior to and after giving pro forma effect to such
Asset Disposition;

(4) at least 75% of the consideration received consists of cash, Temporary Cash Investment or the
Replacement Assets; provided that in the case of an Asset Sale in which the Parent Guarantor or such
Restricted Subsidiary receives Replacement Assets involving aggregate consideration in excess of
US$7.5 million (or the Dollar Equivalent thereof), the Parent Guarantor shall deliver to the Trustee an
opinion of fairness to the Parent Guarantor or such Restricted Subsidiary of such Asset Sale from a
financial point of view issued by an accounting, appraisal or investment banking firm of recognized
international standing. For purposes of this provision, each of the following will be deemed to be cash:

(a) any liabilities, as shown on the Parent Guarantors most recent consolidated balance sheet, of the
Parent Guarantor or any Restricted Subsidiary (other than liabilities that are contingent or by
their terms subordinated to the Notes or any Guarantee) that are assumed by the transferee of
any such assets pursuant to a customary assumption, assignment, novation or similar agreement
that irrevocably and unconditionally releases the Parent Guarantor or such Restricted Subsidiary
from further liability;

(b) any securities, notes or other obligations received by the Parent Guarantor or any Restricted
Subsidiary from such transferee that are promptly, but in any event within 45 days of closing,
converted by the Parent Guarantor or such Restricted Subsidiary into cash, to the extent of the
cash received in that conversion; and

(c) any Capital Stock or assets referred to in clauses (2) and (3) of the next paragraph.

Within 360 days after the receipt of any Net Cash Proceeds from an Asset Sale, the Parent Guarantor (or the
applicable Restricted Subsidiary, as the case may be) will apply such Net Cash Proceeds to:

(1) apply an amount equal to such Net Cash Proceeds to permanently repay any unsubordinated
Indebtedness of the Parent Guarantor or a Subsidiary Guarantor (and, if such Indebtedness repaid is
revolving credit Indebtedness, to correspondingly reduce commitments with respect thereto) in each
case owing to a Person other than the Parent Guarantor or a Restricted Subsidiary;

(2) invest an equal amount, or the amount not so applied pursuant to clause (1) above, in properties or
assets other than current assets that will be used in the Permitted Businesses (Replacement Assets)
(provided that this clause (2) shall be satisfied if the Parent Guarantor (or the applicable Restricted
Subsidiary, as the case may be) (x) enters into a definitive agreement committing to invest the relevant
amount in Replacement Assets within 360 days of the receipt of such Net Cash Proceeds and (y)
actually invests such amount in Replacement Assets with 180 days after entering into such definitive
agreement);

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(3) acquire all or substantially all of the assets of, or any Capital Stock of, any entity involved in the
Permitted Business, if, after giving effect to any such acquisition of Capital Stock, such entity involved
in the Permitted Business is or becomes a Restricted Subsidiary; or

(4) make capital expenditures relating to properties or assets that are used in the Permitted Business.

Any Net Cash Proceeds from Asset Sales that are not applied or invested as provided in the immediately
preceding paragraph will constitute Excess Proceeds. Excess Proceeds of less than US$10 million (or the Dollar
Equivalent thereof) will be carried forward and accumulated. When accumulated Excess Proceeds exceed US$10
million (or the Dollar Equivalent thereof), within 10 days thereof, the Parent Guarantor or the Issuer must make
an Offer to Purchase Notes having a principal amount equal to:

(1) accumulated Excess Proceeds, multiplied by

(2) a fraction (x) the numerator of which is equal to the outstanding principal amount of the Notes and
(y) the denominator of which is equal to the outstanding principal amount of the Notes and all pari
passu Indebtedness similarly required to be repaid, redeemed or tendered for in connection with the
Asset Sale, rounded down to the nearest US$1,000.

The offer price in any Offer to Purchase will be equal to 100% of the principal amount plus accrued and
unpaid interest to (but not including) the date of purchase, and will be payable in cash.

If any Excess Proceeds remain after consummation of an Offer to Purchase, such remaining Excess Proceeds
may be used for any general corporate purpose not prohibited by the Indenture. If the aggregate principal amount
of Notes (and any other pari passu Indebtedness) tendered in such Offer to Purchase exceeds the amount of Excess
Proceeds, the Trustee will select the Notes (and such other pari passu Indebtedness) to be purchased on a pro rata
basis. Upon completion of each Offer to Purchase, the amount of Excess Proceeds will be reset at zero.

Notwithstanding the provisions of this covenant Limitation on Asset Sales, the Issuer and the Parent
Guarantor will not, and will not permit Signal Capital to, sell the Intercompany Loan.

Limitation on the Parent Guarantors Business Activities

The Parent Guarantor will not, and will not permit any Restricted Subsidiary to, directly or indirectly, engage
in any business other than Permitted Businesses; provided, however, that the Parent Guarantor or any Restricted
Subsidiary (other than Signal Capital) may own Capital Stock of an Unrestricted Subsidiary or joint venture or
other entity that is engaged in a business other than a Permitted Business as long as any Investment therein was
not prohibited when made by the covenant under the caption Limitation on Restricted Payments.

Limitation on the Activities of the Issuer

Notwithstanding anything contained in the Indenture to the contrary, the Issuer will not engage in any
business activity or undertake any other activity, except any activity (a) relating to the offering, sale or issuance
of the Notes, the incurrence of Indebtedness represented by the Notes or any Additional Notes issued under the
Indenture, (b) relating to the offering, sale or issuance of debt obligations similar to the Notes in the future and
the incurrence of Indebtedness represented by such debt obligations (and in connection with which the Issuer
contributes the proceeds thereof as provided in the following clause (c)), (c) contributing the proceeds of debt
issuances under clauses (a) and (b) to Signal Capital as share premium on the shares in the capital of Signal Capital
and converting all or a portion of such share premium into share capital, (d) undertaken with the purpose of
fulfilling any obligations under the Indebtedness referred to in clauses (a) and (b) or the Indenture or any future
indenture related to such Indebtedness or for purposes of consent solicitation or tender for such Indebtedness or
refinancing of such Indebtedness or (e) directly related to the establishment and/or maintenance of the Issuers
corporate existence.

The Issuer will not (a) issue any Capital Stock other than the issuance of its ordinary shares to the Parent
Guarantor, or (b) acquire or receive any property or assets (including, without limitation, any Capital Stock or
Indebtedness of any Person), other than (x) the Capital Stock of Signal Capital, and (y) cash for ongoing corporate
activities of the Issuer described in the preceding paragraph.

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The Issuer will at all times remain a Wholly Owned Restricted Subsidiary of the Parent Guarantor.

In the event that the Issuer is the obligor on Indebtedness owed to Signal Capital, such Indebtedness must
be unsecured and expressly subordinated in right of payment to the Notes.

Whenever the Issuer receives a dividend or distribution on the Capital Stock of Signal Capital, it shall use
all or substantially all of the funds received solely to satisfy its obligations (to the extent of the amount owing in
respect of such obligations) under the Notes and the Indenture.

For so long as any Notes are outstanding, none of the Issuer, Signal Capital or the Parent Guarantor will
commence or take any action to cause a winding-up or liquidation of the Issuer or Signal Capital except that the
Issuer may be wound up or liquidated subsequent to a consolidation, merger or transfer of assets conducted in
accordance with the first paragraph of the covenant described under the caption Consolidation, Merger and
Sale of Assets.

Amendments to or Prepayments of the Intercompany Loan

The Issuer will contribute the net proceeds of the offering to Signal Capital as share premium on the shares
in the capital of Signal Capital. The net proceeds of the contribution to Signal Capital will be on-lent to the Parent
Guarantor pursuant to the Intercompany Loan. The Intercompany Loan will be subordinated in right of payment
to the Parent Guarantee.

Without the consent of the holders of at least a majority in aggregate principal amount of the Notes then
outstanding, the Issuer and the Parent Guarantor will not, and will not permit any Restricted Subsidiary to, (i)
prepay or otherwise reduce or permit the prepayment or reduction of the Intercompany Loan or (ii) amend, modify
or alter the instrument governing the Intercompany Loan in any manner adverse to the Holders; provided that,
without the consent of all holders, the Issuer and the Parent Guarantor will not, and will not permit any Restricted
Subsidiary to, amend, modify or alter the Intercompany Loan to:

(1) change the Stated Maturity of such loan;

(2) change the currency for payment of principal or interest on such loan; or

(3) reduce the above-stated percentage of Notes the consent of whose holders is necessary to modify or
amend such loans.

Notwithstanding the foregoing, without the consent of any Holder of Notes, the Intercompany Loan may be
amended solely (x) to provide for the issuance of Additional Notes, and may be prepaid or reduced to facilitate
or otherwise accommodate or reflect a redemption, repurchase or exchange of outstanding Notes in accordance
with the terms of the Indenture or through any tender offer or exchange offer or (y) to reduce any withholding or
deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of
whatever nature imposed or levied by or within any jurisdiction in which the Issuer or the Parent Guarantor is
organized or resident for tax purposes; provided that in the case of clause (y), prior to such amendment, the Issuer
or the Parent Guarantor will deliver to the Trustee an Opinion of Counsel or an opinion of a tax consultant of
recognized international standing that such amendment will reduce such withholding or deduction.

The Issuer and the Parent Guarantor will not, and will not permit Signal Capital to, sell the Intercompany
Loan or to directly or indirectly, incur, assume or permit to exist any Lien on the Intercompany Loan.

Maintenance of Insurance

The Parent Guarantor will, and will cause each Restricted Subsidiary, to maintain insurance with reputable
and financially sound carriers against such risks and in such amounts as is customarily carried by similarly situated
businesses in the jurisdictions in which the Parent Guarantor or such Restricted Subsidiary conducts its businesses,
including, without limitation, property and casualty insurance.

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Designation of Restricted and Unrestricted Subsidiaries

The Board of Directors may designate any Restricted Subsidiary (other than the Issuer or Signal Capital) to
be an Unrestricted Subsidiary; provided that (i) such designation would not cause or result in a Default; (ii) such
Restricted Subsidiary does not own any Disqualified Stock of the Parent Guarantor or Disqualified or Preferred
Stock of another Restricted Subsidiary or hold any Indebtedness of, or any Lien on any property of, the Parent
Guarantor or any Restricted Subsidiary, (iii) such Restricted Subsidiary has no outstanding Indebtedness that could
trigger a cross-default to the Indebtedness of the Parent Guarantor or any other Restricted Subsidiary; (iv) neither
the Parent Guarantor nor any Restricted Subsidiary guarantees or provides credit support for the Indebtedness or
other liabilities of such Restricted Subsidiary; (v) such Restricted Subsidiary does not own any Capital Stock of
another Restricted Subsidiary, and all of its Subsidiaries are Unrestricted Subsidiaries or are being concurrently
designated to be Unrestricted Subsidiaries in accordance with this paragraph; (vi) the Investment deemed to have
been made thereby in such newly-designated Unrestricted Subsidiary and each other newly-designated
Unrestricted Subsidiary being concurrently redesignated would be permitted to be made by the covenant described
under Limitation on Restricted Payments; and (vii) such Unrestricted Subsidiary does not own or operate or
possess any material license, franchise or right used in connection with the ownership or operation of any part of
the Parent Guarantors or its Restricted Subsidiaries business, the loss of which by such Subsidiary will not, after
giving pro forma effect thereto, materially adversely affect the business, results of operations or prospects of the
Parent Guarantor and its Restricted Subsidiaries.

The Board of Directors may designate any Unrestricted Subsidiary to be a Restricted Subsidiary; provided
that (i) such designation will not cause or result in a Default; (ii) any Indebtedness of such Unrestricted Subsidiary
outstanding at the time of such designation which will be deemed to have been Incurred by such newly-designated
Restricted Subsidiary as a result of such designation would be permitted to be Incurred by the covenant described
under the caption Limitation on Indebtedness and Preferred Stock; (iii) any Lien on the property of such
Unrestricted Subsidiary at the time of such designation which will be deemed to have been incurred by such
newly-designated Restricted Subsidiary as a result of such designation would be permitted to be incurred by the
covenant described under the caption Limitation on Liens; (iv) such Unrestricted Subsidiary is not a
Subsidiary of another Unrestricted Subsidiary (that is not concurrently being designated as a Restricted
Subsidiary); and (v) such Restricted Subsidiary will upon such designation execute and deliver to the Trustee a
supplemental indenture to the Indenture by which such Restricted Subsidiary will become a Subsidiary Guarantor.

Signal Capital will at all times remain a Wholly Owned Subsidiary of the Issuer and a Restricted Subsidiary
of the Parent Guarantor.

Use of Proceeds

The Issuer, Signal Capital and the Parent Guarantor (as applicable) will use the net proceeds received from
the Notes as set forth in this offering memorandum.

Anti-Layering

The Issuer will not Incur, and the Parent Guarantor will not and will not permit any Subsidiary Guarantor
to Incur, any Indebtedness if such Indebtedness is contractually subordinated in right of payment to any other
Indebtedness of the Issuer, the Parent Guarantor or such Subsidiary Guarantor, as the case may be, unless such
Indebtedness is also contractually subordinated in right of payment to the Notes or the applicable Guarantee, on
substantially identical terms. This does not apply to distinctions between categories of Indebtedness that exist by
reason of any Liens or guarantees securing or in favor of some but not all of such Indebtedness.

Suspension of Certain Covenants

If on any date following the date of the Indenture, the Notes have an Investment Grade rating from both of
the Rating Agencies and no Default has occurred and is continuing (a Suspension Event), then, beginning on
that day and continuing until such time, if any, at which the Notes cease to have an Investment Grade rating from
either of the Rating Agencies, the provisions of the Indenture summarized under the following captions will be
suspended:

(1) Certain CovenantsLimitation on Indebtedness and Preferred Stock;

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(2) Certain CovenantsLimitation on Restricted Payments;

(3) Certain CovenantsLimitation on Dividend and Other Payment Restrictions Affecting Restricted
Subsidiaries;

(4) Certain CovenantsLimitation on Sales and Issuances of Capital Stock in Restricted


Subsidiaries;

(5) Certain CovenantsLimitation on Asset Sales;

(6) Certain CovenantsLimitation on the Parent Guarantors Business Activities;

(7) Certain CovenantsMaintenance of Insurance; and

(8) Certain CovenantsAnti-Layering.

During any period that the foregoing covenants have been suspended, the Board of Directors may not
designate any of the Restricted Subsidiaries as Unrestricted Subsidiaries pursuant to the covenant summarized
under the caption Certain CovenantsDesignation of Restricted and Unrestricted Subsidiaries or the
definition of Unrestricted Subsidiary.

Such covenants will be reinstituted and apply according to their terms as of and from the first day on which
a Suspension Event ceases to be in effect. Such covenants will not, however, be of any effect with regard to actions
of the Parent Guarantor, the Issuer or any Restricted Subsidiary properly taken in compliance with the provisions
of the Indenture during the continuance of the Suspension Event, and following reinstatement the calculations
under the covenant summarized under Certain CovenantsLimitation on Restricted Payments will be made
as if such covenant had been in effect since the date of the Indenture except that no Default will be deemed to have
occurred solely by reason of a Restricted Payment made while that covenant was suspended. There can be no
assurance that the Notes will ever achieve an Investment Grade rating or that any such rating will be maintained.

Provision of Financial Statements and Reports

(a) So long as any of the Notes remain outstanding, the Parent Guarantor will file with the Trustee:

(1) as soon as they are available, but in any event within 120 calendar days after the end of the fiscal
year of the Parent Guarantor, copies of its financial statements (on a consolidated basis) in
respect of such financial year (including a statement of income, balance sheet and cash flow
statement) audited by a member firm of an internationally recognized firm of independent
accountants;

(2) as soon as they are available, but in any event within 60 calendar days after the end of each of
the first, second and third fiscal quarters of the Parent Guarantor, copies of its unaudited
financial statement (on a consolidated basis) in respect of such quarterly period (including a
statement of income, balance sheet and cash flow statement) prepared on a basis consistent with
the audited financial statements of the Parent Guarantor together with a certificate signed by the
Person then authorized to sign financial statements on behalf of the Parent Guarantor to the
effect that such financial statements are true in all material respects and present fairly the
financial position of the Parent Guarantor as at the end of, and the results of its operations for,
the relevant quarterly period; and

(3) as soon as possible and in any event within 20 days after the Parent Guarantor becomes aware
of the occurrence thereof, written notice of the occurrence of any event or condition which
constitutes an Event of Default and an Officers Certificate of the Parent Guarantor setting forth
the details thereof and the action the Parent Guarantor is taking or proposes to take with respect
thereto;

provided that if at any time the Common Stock of the Parent Guarantor is listed for trading on a
recognized stock exchange, the Parent Guarantor will file with the Trustee, as soon as they are

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available but in any event not more than 10 calendar days after any financial or other reports of the
Parent Guarantor are filed with any recognized exchange on which the Parent Guarantors Common
Stock is at any time listed for trading, true and correct copies of any financial or other report filed with
such exchange.

(b) In addition, so long as any of the Notes remain outstanding, the Parent Guarantor will provide to the
Trustee (1) within 120 days after the end of each fiscal year, an Officers Certificate stating the Fixed
Charge Coverage Ratio with respect to the four most recent fiscal quarters and showing in reasonable
detail the calculation of the Fixed Charge Coverage Ratio, including the arithmetic computations of
each component of the Fixed Charge Coverage Ratio, with a certificate from the Parent Guarantors
external auditors verifying the accuracy and correctness of the calculation and arithmetic computation.

Further, the Issuer and the Parent Guarantor have agreed that, during any period in which the Issuer, the
Parent Guarantor is neither subject to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the
Exchange Act), nor exempt from reporting pursuant to Rule 12g3-2(b) thereunder, the Issuer or the Parent
Guarantor, as the case may be, will supply to (i) any Holder or beneficial owner of a Note or (ii) a prospective
purchaser of a Note or a beneficial interest therein designated by such Holder or beneficial owner, the information
specified in, and meeting the requirements of Rule 144A(d)(4) under the Securities Act upon the request of any
Holder or beneficial owner of a Note.

Events of Default

The following events will be defined as Events of Default in the Indenture with respect to the Notes:

(a) default in the payment of principal of (or premium, if any, on) the Notes when the same becomes due
and payable at maturity, upon acceleration, redemption or otherwise;

(b) default in the payment of interest on any Note when the same becomes due and payable, and such
default continues for a period of 30 days;

(c) the Parent Guarantor or any Restricted Subsidiary defaults in the performance of or breaches the
covenants described under Consolidation, Merger and Sale of Assets; Certain
CovenantsLimitation on Indebtedness and Preferred Stock; Certain CovenantsLimitation on
Restricted Payments; or Certain CovenantsLimitation on Liens; or fails to make or
consummate an Offer to Purchase in the manner described under the captions Repurchase of Notes
Upon a Change of Control Triggering Event; or Certain CovenantsLimitation on Asset Sales;

(d) the Parent Guarantor or any Restricted Subsidiary defaults in the performance of or breaches any other
covenant or agreement in the Indenture or under the Notes (other than a default specified in clause (a),
(b) or (c) above) and such default or breach continues for a period of 30 consecutive days after written
notice by the Trustee (acting on the instructions of the Holders of at least a majority in principal
amount of the outstanding Notes) or the Holders of 25% or more in aggregate principal amount of the
Notes;

(e) there occurs with respect to any Indebtedness of the Parent Guarantor or any Restricted Subsidiary
having an outstanding principal amount of US$10.0 million (or the Dollar Equivalent thereof) or more
in the aggregate for all such Indebtedness of all such Persons, whether such Indebtedness now exists
or will hereafter be created, (A) an event of default that has caused the holder thereof to declare such
Indebtedness to be due and payable prior to its Stated Maturity or (B) the failure to make a principal
payment of or interest or premium (subject to the applicable grace period in the relevant documents)
on such Indebtedness when the same becomes due;

(f) one or more final judgments or orders for the payment of money are rendered against the Parent
Guarantor or any of its Restricted Subsidiaries and are not paid or discharged, and there is a period
of 60 consecutive days following entry of the final judgment or order that causes the aggregate amount
for all such final judgments or orders outstanding and not paid or discharged against all such Persons
to exceed US$10.0 million (or the Dollar Equivalent thereof) during which a stay of enforcement, by
reason of a pending appeal or otherwise, is not in effect;

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(g) an involuntary case or other proceeding is commenced against the Parent Guarantor or any Restricted
Subsidiary with respect to it or its debts under any applicable bankruptcy, insolvency or other similar
law now or hereafter in effect seeking the appointment of a receiver, liquidator, assignee, custodian,
trustee, sequestrator or similar official of the Parent Guarantor or any Restricted Subsidiary or for any
substantial part of the property and assets of the Parent Guarantor or any Restricted Subsidiary and
such involuntary case or other proceeding remains undismissed and unstayed for a period of 60
consecutive days; or an order for relief is entered against the Parent Guarantor or any Restricted
Subsidiary under any applicable bankruptcy, insolvency or other similar law as now or hereafter in
effect;

(h) the Parent Guarantor or any Restricted Subsidiary (A) commences a voluntary case under any
applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or consents to the
entry of an order for relief in an involuntary case under any such law, (B) consents to the appointment
of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar
official of the Parent Guarantor or any Restricted Subsidiary or for all or substantially all of the
property and assets of the Parent Guarantor or any Restricted Subsidiary or (C) effects any general
assignment for the benefit of creditors;

(i) any Guarantor denies or disaffirms its obligations under its Guarantee or, except as permitted by the
Indenture, any Guarantee is determined in any judicial proceeding to be unenforceable or invalid or
will for any reason cease to be in full force and effect;

(j) revocation, termination, suspension or other cessation of effectiveness of any license, consent,
approval, permit or other authorization, which results in the cessation or suspension of the Parent
Guarantors operations for a period of more than 30 consecutive days; or

(k) failure by the Parent Guarantor to maintain the Debt Service Accrual Account or to deposit each
Monthly Interest Payment in the Debt Service Accrual Account within 10 days of the Monthly Interest
Payment Date.

If an Event of Default (other than an Event of Default specified in clause (g), (h) or (i) above) occurs and
is continuing under the Indenture, the Trustee (acting on the instructions of the Holders of at least 25% in principal
amount of the outstanding Notes) or the Holders of at least 25% in aggregate principal amount of the Notes, then
outstanding, by written notice to the Issuer (and to the Trustee if such notice is given by the Holders), may, and
the Trustee at the written request of such Holders will, declare the principal of, premium, if any, and accrued and
unpaid interest on the Notes to be immediately due and payable. Upon a declaration of acceleration, such principal
of, premium, if any, and accrued and unpaid interest will be immediately due and payable. If an Event of Default
specified in clause (g), (h) or (i) above occurs with respect to the Notes, the principal of, premium, if any, and
accrued and unpaid interest on the Notes then outstanding will automatically become and be immediately due and
payable without any declaration or other act on the part of the Trustee or any Holder.

The Holders of at least a majority in principal amount of the outstanding Notes by written notice to the Issuer
and to the Trustee, may on behalf of all of the Holders waive all past defaults and rescind and annul a declaration
of acceleration and its consequences with respect to the Notes if:

(x) all existing Events of Default, other than the nonpayment of the principal of, premium, if any, and
interest on the Notes that have become due solely by such declaration of acceleration, have been cured
or waived, and

(y) the rescission would not conflict with any judgment or decree of a court of competent jurisdiction.

Upon such waiver, the Default will cease to exist, and any Event of Default arising therefrom will be deemed
to have been cured, but no such waiver will extend to any subsequent or other Default or impair any right
consequent thereon.

The Holders of at least a majority in aggregate principal amount of the outstanding Notes may direct the
time, method and place of conducting any proceeding for any remedy available to the Trustee with respect to the
Notes or exercising any trust or power conferred on the Trustee. However, the Trustee may refuse to follow any

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direction that conflicts with law or the Indenture, that may involve the Trustee in personal liability or cause it to
expend or risk its own funds or otherwise incur any financial liability in following such direction, or that the
Trustee determines in good faith may be unduly prejudicial to the rights of Holders not joining in the giving of
such direction and may take any other action it deems proper that is not inconsistent with any such direction
received from Holders.

A Holder may not pursue or institute any proceeding, judicial or otherwise, with respect to the Indenture or
the Notes, or for the appointment of a receiver or trustee, or for any other remedy under the Indenture or the Notes,
unless:

(1) the Holder has previously given the Trustee written notice of a continuing Event of Default;

(2) the Holders of at least 25% in aggregate principal amount of outstanding Notes make a written request
to the Trustee to pursue the remedy;

(3) such Holder or Holders offer the Trustee security and/or indemnity satisfactory to the Trustee against
any costs, liability or expense to be incurred in compliance with such request;

(4) the Trustee does not comply with the request within 60 days after receipt of the request and the offer
of indemnity; and

(5) during such 60-day period, the Holders of a majority in aggregate principal amount of the outstanding
Notes do not give the Trustee a direction that is inconsistent with the request.

However, such limitations do not apply to the right of any Holder of a Note to receive payment of the
principal of, premium, if any, or interest, and Additional Amounts, if any, on, such Note or to bring suit for the
enforcement of any such payment, on or after the due date expressed in the Notes, which right will not be impaired
or affected without the consent of the Holder.

Officers of each of the Issuer and the Parent Guarantor must certify to the Trustee, on or before a date not
more than 120 days after the end of each fiscal year, that a review has been conducted of the activities of the Parent
Guarantor and its Restricted Subsidiaries and the Parent Guarantors and its Restricted Subsidiaries performance
under the Indenture and the Notes and that each of the Issuer and the Parent Guarantor has fulfilled all obligations
thereunder, or, if there has been a default in the fulfilment of any such obligation, specifying each such default and
the nature and status thereof. The Issuer and the Parent Guarantor will also be obligated to notify the Trustee of
any default or defaults in the performance of any covenants or agreements under the Indenture. See Provision
of Financial Statements and Reports.

Consolidation, Merger and Sale of Assets

The Issuer will not consolidate with, merge with or into, another Person (other than the Parent Guarantor),
permit any Person to merge with or into it, or sell, convey, transfer, lease or otherwise dispose of all or
substantially all of its properties and assets to any Person (other than the Parent Guarantor); provided that, in the
event the Issuer so consolidates with, merges with or into, the Parent Guarantor or sells, conveys, transfers, leases
or otherwise disposes of all or substantially all or substantially all of its properties and assets to the Parent
Guarantor, the Parent Guarantor immediately after such transaction, will (a) assume, by a supplemental indenture
to the Indenture, executed and delivered to the Trustee, all the obligations of the Issuer under the Indenture and
the Notes, which shall remain in full force and effect and (b) deliver to the Trustee an Officers Certificate and
an Opinion of Counsel, in each case stating that such transaction and such supplemental indenture complies with
this provision and that all conditions precedent provided for herein relating to such transaction have been complied
with.

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The Parent Guarantor will not consolidate with, merge with or into another Person, permit any Person to
merge with or into it, or sell, convey, transfer, lease or otherwise dispose of all or substantially all of its and its
Restricted Subsidiaries properties and assets (computed on a consolidated basis) (as an entirety or substantially
an entirety in one transaction or a series of related transactions), unless:

(1) the Parent Guarantor will be the continuing Person, or the Person (if other than it) formed by such
consolidation or merger or that acquired or leased such property and assets (the Surviving Person)
will be a corporation organized and validly existing under the laws of Indonesia and will expressly
assume, by a supplemental indenture to the Indenture, executed and delivered to the Trustee, all the
obligations of the Parent Guarantor under the Indenture, the Notes and the Parent Guarantee, as the
case may be, and the Indenture, the Notes and the Parent Guarantee, as the case may be, will remain
in full force and effect;

(2) immediately after giving effect to such transaction, no Default will have occurred and be continuing;

(3) immediately after giving effect to such transaction on a pro forma basis, the Parent Guarantor or the
Surviving Person, as the case may be, could Incur at least US$1.00 of Indebtedness under the proviso
in clause (a) of the covenant under the caption Certain CovenantsLimitation on Indebtedness
and Preferred Stock;

(4) the Issuer or the Parent Guarantor delivers to the Trustee (x) an Officers Certificate (attaching the
arithmetic computations to demonstrate compliance with clause (3) of this paragraph) and (y) an
Opinion of Counsel, in each case stating that such consolidation, merger or transfer and the relevant
supplemental indenture complies with this provision and that all conditions precedent provided for in
the Indenture relating to such transaction have been complied with and that the relevant supplemental
indenture is enforceable; and

(5) no Rating Decline will have occurred.

No Subsidiary Guarantor will consolidate with, merge with or into another Person, permit any Person to
merge with or into it, or sell, convey, transfer, lease or otherwise dispose of all or substantially all of its and its
Restricted Subsidiaries properties and assets (computed on a consolidated basis) (as an entirety or substantially
an entirety in one transaction or a series of related transactions) to another Person (other than the Parent Guarantor
or another Subsidiary Guarantor), unless:

(1) such Subsidiary Guarantor will be the continuing Person, or the Person (if other than it) formed by
such consolidation or merger or that acquired or leased such property and assets will be the Parent
Guarantor or another Subsidiary Guarantor or will become a Subsidiary Guarantor concurrently with
the transaction;

(2) immediately after giving effect to such transaction, no Default will have occurred and be continuing;

(3) immediately after giving effect to such transaction on a pro forma basis, the Parent Guarantor could
Incur at least US$1.00 of Indebtedness under the proviso in clause (a) of the covenant under the
caption Certain CovenantsLimitation on Indebtedness and Preferred Stock;

(4) the Issuer or the Parent Guarantor delivers to the Trustee (x) an Officers Certificate (attaching the
arithmetic computations to demonstrate compliance with clause (3) of this paragraph) and (y) an
Opinion of Counsel, in each case stating that such consolidation, merger or transfer and the relevant
supplemental indenture complies with this provision and that all conditions precedent provided for in
the Indenture relating to such transaction have been complied with and that the relevant supplemental
indenture is enforceable; and

(5) no Rating Decline will have occurred;

provided that this paragraph will not apply to (a) any sale or other disposition that complies with the Certain
CovenantsLimitation on Asset Sales covenant or any Subsidiary Guarantor whose Subsidiary Guarantee is

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unconditionally released in accordance with the provisions described under Future Subsidiary
GuaranteesRelease of the Subsidiary Guarantees and (2) a consolidation or merger of any Subsidiary
Guarantor with and into the Parent Guarantor or any other Subsidiary Guarantor, so long as the Parent Guarantor
or such Subsidiary Guarantor survives such consolidation or merger.

Although there is a limited body of case law interpreting the phrase substantially all, there is no precise
established definition of the phrase under applicable law. Accordingly, in certain circumstances there may be a
degree of uncertainty as to whether a particular transaction would involve all or substantially all of the property
or assets of a Person.

The foregoing provisions would not necessarily afford Holders protection in the event of highly-leveraged
or other transactions involving the Parent Guarantor that may adversely affect Holders.

Payments for Consents

The Parent Guarantor will not, and will not permit any of its Subsidiaries to, directly or indirectly, pay or
cause to be paid any consideration, whether by way of interest, fee or otherwise, to any Holder for or as an
inducement to any consent, waiver or amendment of any of the terms or provisions of the Indenture or the Notes,
unless such consideration is offered to be paid or is paid to all Holders that consent, waive or agree to amend such
term or provision within the time period set forth in the solicitation documents relating to such consent, waiver
or amendment.

Defeasance

Defeasance and Discharge

The Indenture will provide that the Issuer will be deemed to have paid and will be discharged from any and
all obligations in respect of the Notes on the 183rd day after the deposit referred to below and payments of all
amounts due to the Trustee, and the provisions of the Indenture will no longer be in effect with respect to the Notes
(except for, among other matters, certain obligations to register the transfer or exchange of the Notes, to replace
stolen, lost or mutilated Notes, to maintain paying agencies and to hold monies for payment in trust) if, among
other things:

(A) the Issuer has (1) deposited with the Trustee, in trust, cash in U.S. dollars, U.S. Government
Obligations or a combination thereof that through the payment of interest and principal in respect
thereof in accordance with their terms will provide money in an amount sufficient to pay the principal
of, premium, if any, and accrued interest on the Notes on the Stated Maturity of such payments in
accordance with the terms of the Indenture and the Notes and (2) delivered to the Trustee a certificate
of an internationally recognized firm of independent accountants to the effect that the amount
deposited by the Issuer is sufficient to provide payment for the principal of, premium, if any, and
accrued interest on, the Notes on the Stated Maturity of such payment in accordance with the terms
of the Indenture and the Notes and an Opinion of Counsel to the effect that the Holders have a valid,
perfected, exclusive security in such trust;

(B) the Issuer has delivered to the Trustee (1) either (x) an Opinion of Counsel of recognized international
standing with respect to U.S. federal income tax matters which is based on a change in applicable U.S.
federal income tax law occurring after the Original Issue Date to the effect that beneficial owners will
not recognize income, gain or loss for U.S. federal income tax purposes as a result of the Issuers
exercise of its option under this Defeasance provision and will be subject to U.S. federal income
tax on the same amount and in the same manner and at the same time as would have been the case
if such deposit, defeasance and discharge had not occurred or (y) a ruling directed to the Trustee
received from the U.S. Internal Revenue Service to the same effect as the aforementioned Opinion of
Counsel and (2) an Opinion of Counsel to the effect that the creation of the defeasance trust does not
violate the U.S. Investment Company Act of 1940, as amended, and after the passage of 183 days
following the deposit, the trust fund will not be subject to the effect of Section 547 of the United States
Bankruptcy Code or Section 15 of the New York Debtor and Creditor Law;

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(C) the Issuer shall have delivered to the Trustee an Officers Certificate stating that the deposit was not
made by it with the intent of preferring the Holders over any other of its creditors or with the intent
of defeating, hindering, delaying or defrauding any other of its creditors or others; and

(D) immediately after giving effect to such deposit on a pro forma basis, no Event of Default, or event that
after the giving of notice or lapse of time or both would become an Event of Default, will have
occurred and be continuing on the date of such deposit or during the period ending on the 183rd day
after the date of such deposit, and such defeasance will not result in a breach or violation of, or
constitute a default under, any other agreement or instrument to which the Parent Guarantor or any of
its Restricted Subsidiaries is a party or by which the Parent Guarantor or any of its Restricted
Subsidiaries is bound.

In the case of either discharge or defeasance of the Notes, the Guarantees will terminate.

Defeasance of Certain Covenants

The Indenture further will provide that the provisions of the Indenture applicable to the Notes will no longer
be in effect with respect to clauses (3) and (4) under the second paragraph and third paragraph under
Consolidation, Merger and Sale of Assets and all the covenants described herein under Certain
Covenants other than as described Certain CovenantsAnti-Layering, clause (c) under Events of
Default with respect to such clauses (3) and (4) under the second paragraph and third paragraph under
Consolidation, Merger and Sale of Assets and with respect to the other events set forth in such clause, clause
(d) under Events of Default with respect to such other covenants and clauses (e), (f), (i) and (j) under
Events of Default will be deemed not to be Events of Default upon, among other things, the deposit with the
Trustee, in trust, of U.S. dollars, U.S. Government Obligations or a combination thereof that through the payment
of interest and principal in respect thereof in accordance with their terms will provide money in an amount
sufficient to pay the principal of, premium, if any, Additional Amounts, if any, and accrued interest on the Notes
on the Stated Maturity of such payments in accordance with the terms of the Indenture and the Notes, the
satisfaction of the provisions described in clause (B) (2) and (C) of the preceding paragraph and the delivery by
the Issuer to the Trustee of an Opinion of Counsel of recognized international standing with respect to U.S. federal
income tax matters to the effect that the beneficial owners of the Notes will not recognize income, gain or loss
for U.S. federal income tax purposes as a result of such deposit and defeasance of certain covenants and Events
of Default and will be subject to U.S. federal income tax on the same amount and in the same manner and at the
same time as would have been the case if such deposit and defeasance had not occurred.

Defeasance and Certain Other Events of Default

If in the event (i) the Issuer exercises its option to omit compliance with certain covenants and provisions
of the Indenture as described in the immediately preceding paragraph and the Notes are declared due and payable
because of the occurrence of an Event of Default that remains applicable and (ii) the amount of U.S. dollars and/or
U.S. Government Obligations on deposit with the Trustee will be sufficient to pay amounts due on the Notes at
the time of their Stated Maturity but may not be sufficient to pay amounts due on the Notes at the time of the
acceleration resulting from such Event of Default, the obligations of the Issuer and the Parent Guarantors under
the Indenture will be revived and no such defeasance will be deemed to have occurred.

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Amendments and Waivers

Amendments Without Consent of Holders

The Indenture may be amended, without the consent of any Holder of Notes, to:

(1) cure any ambiguity, defect or inconsistency in the Indenture or the Notes;

(2) comply with the provisions described under Consolidation, Merger and Sale of Assets;

(3) evidence and provide for the acceptance of appointment by a successor Trustee or collateral agent;

(4) release any Guarantor from any Guarantee as provided or permitted by the terms of the Indenture or
add any Guarantor or any Guarantee;

(5) provide for the issuance of Additional Notes in accordance with the limitations set forth in the
Indenture;

(6) in any other case where a supplemental indenture to the Indenture is required or permitted to be
entered into pursuant to the provisions of the Indenture without the consent of any Holder;

(7) effect any changes to the Indenture in a manner necessary to comply with the procedures of DTC;

(8) make any other change that does not materially and adversely affect the rights of any Holder of Notes;
or

(9) conform the text of the Indenture, the Notes or the Guarantees to any provision of this Description
of the Notes to the extent that such provision in this Description of the Notes was intended to be
a verbatim recitation of a provision of the Indenture, the Notes or the Guarantees.

Amendments With Consent of Holders

Except as provided below, amendments of the Indenture may be made by the Issuer, the Parent Guarantor,
the Subsidiary Guarantors and the Trustee with the consent of the Holders of not less than a majority in aggregate
principal amount of the outstanding Notes, and the holders of a majority in principal amount of the outstanding
Notes may waive future compliance by the Issuer, the Parent Guarantor or the Subsidiary Guarantors with any
provision of the Indenture, the Notes or the Guarantees; provided, however, that no such modification, amendment
or waiver may, without the consent of each Holder:

(1) change the Stated Maturity of the principal of, or any instalment of interest on, any Note;

(2) reduce the principal amount of, or premium, if any, or interest on, any Note;

(3) change the currency or place of payment of principal of, or premium, if any, or interest on, any Note;

(4) impair the right to institute suit for the enforcement of any payment on or after the Stated Maturity
(or, in the case of a redemption, on or after the redemption date) of any Note;

(5) reduce the above stated percentage of outstanding Notes the consent of whose Holders is necessary
to modify or amend the Indenture;

(6) waive a default in the payment of principal of, premium, if any, or interest on the Notes;

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(7) release any Guarantor from its Guarantee, except as provided in the Indenture;

(8) reduce the percentage or aggregate principal amount of outstanding Notes the consent of whose
Holders is necessary for waiver of compliance with certain provisions of the Indenture or for waiver
of certain defaults;

(9) amend, change or modify any Guarantee in a manner that adversely affects the Holders;

(10) reduce the amount payable upon a Change of Control Offer or an Offer to Purchase with the Excess
Proceeds from any Asset Sale or, change the time or manner by which a Change of Control Offer or
an Offer to Purchase with the Excess Proceeds or other proceeds from any Asset Sale may be made
or by which the Notes must be repurchased pursuant to a Change of Control Offer or an Offer to
Purchase with the Excess Proceeds or other proceeds from any Asset Sale;

(11) change the redemption date or the redemption price of the Notes from that stated under the captions
Optional Redemption or Redemption for Taxation Reasons;

(12) amend, change or modify the obligation of the Issuer or any Guarantor to pay Additional Amounts;
or

(13) amend, change or modify any provision of the Indenture or the related definition affecting the ranking
of the Notes or any Guarantee in a manner which adversely affects the Holders.

No Personal Liability of Incorporators, Shareholders, Officers, Directors or Employees

No recourse for the payment of the principal of, premium, if any, or interest on any of the Notes or for any
claim based thereon or otherwise in respect thereof, and no recourse under or upon any obligation, covenant or
agreement of the Issuer, the Parent Guarantor or any of the Subsidiary Guarantors in the Indenture, or in any of
the Notes or the Guarantees or because of the creation of any Indebtedness represented thereby, will be had against
any incorporator, shareholder, officer, commissioners director, employee or controlling person of the Issuer, the
Parent Guarantor or any of the Subsidiary Guarantors or of any successor Person thereof. Each Holder, by
accepting the Notes, waives and releases all such liability. The waiver and release are part of the consideration for
the issuance of the Notes and the Guarantees. Such waiver may not be effective to waive liabilities under the
applicable securities laws.

Concerning the Trustee and the Paying Agent

The Bank of New York Mellon is to be appointed as Trustee under the Indenture, and The Bank of New York
Mellon is to be appointed as registrar and paying agent (the Paying Agent) with regard to the Notes. Except
during the continuance of a Default, the Trustee will not be liable for any other duties, except for the performance
of such duties as are specifically set forth in the Indenture. If an Event of Default has occurred and is continuing,
the Trustee will use the same degree of care and skill in its exercise of the rights and powers vested in it under
the Indenture as a prudent person would exercise under the circumstances in the conduct of such persons own
affairs.

The Indenture contains limitations on the rights of the Trustee, should it become a creditor of the Issuer, the
Parent Guarantor or any of the Subsidiary Guarantors, to obtain payment of claims in certain cases or to realize
on certain property received by it in respect of any such claims, as security or otherwise. The Trustee is permitted
to engage in other transactions with the Parent Guarantor and its Affiliates; provided, however, that if it acquires
any conflicting interest, it must eliminate such conflict or resign.

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The Trustee will be under no obligation to exercise any rights or powers conferred under the Indenture for
the benefit of the Holders unless such Holders have offered to the Trustee indemnity and/or security satisfactory
to the Trustee against any loss, liability or expense. In the exercise of its duties, the Trustee shall not be responsible
for the verification of the accuracy or completeness of any certification, opinion or other documents submitted to
it by the Issuer or the Parent Guarantor and is entitled to rely exclusively on the information contained therein.
Notwithstanding anything described herein, the Trustee has no duty to monitor the performance or compliance of
the Issuer, the Parent Guarantor or any Restricted Subsidiary in the fulfilment of their respective obligations under
the Indenture and the Notes.

Book-Entry; Delivery and Form

The certificates representing the Notes will be issued in fully registered form without interest coupons, Notes
sold in offshore transactions in reliance on Regulation S under the Securities Act will initially be represented by
one or more permanent global notes in definitive, fully registered form without interest coupons (each a
Regulation S Global Note) and will be deposited with The Bank of New York Mellon as custodian for, and
registered in the name of a nominee of, DTC for the accounts of Euroclear and Clearstream.

Notes sold in reliance on Rule 144A will be represented by one or more permanent global notes in definitive,
fully registered form without interest coupons (each a Rule 144A Global Note; and together with the Regulation
S Global Notes, the Global Notes) and will be deposited with The Bank of New York Mellon as custodian for,
and registered in the name of a nominee of, DTC.

Each Global Note (and any Notes issued for exchange therefor) will be subject to certain restrictions on
transfer set forth therein as described under Transfer Restrictions.

Notes transferred to institutional accredited investors (as defined in Rule 501(a) (1), (2), (3) or (7) of
Regulation D under the Securities Act (an Institutional Accredited Investor)) who are not qualified institutional
buyers (Non-Global Purchasers) will be in registered form without interest coupons (Certificated Notes).
Upon the transfer of Certificated Notes initially issued to a Non-Global Purchaser to a qualified institutional buyer
or in accordance with Regulation S, such Certificated Notes will, unless the relevant Global Note has previously
been exchanged in whole for Certificated Notes, be exchanged for an interest in a Global Note. For a description
of the restrictions on the transfer of Certificated Notes, see Transfer Restrictions.

Ownership of beneficial interests in a Global Note will be limited to persons who have accounts with DTC
(participants) or persons who hold interests through participants. Ownership of beneficial interests in a Global
Note will be shown on, and the transfer of that ownership will be effected only through, records maintained by
DTC or its nominee (with respect to interests of participants) and the records of participants (with respect to
interests of persons other than participants). Beneficial owners may hold their interests in a Global Note directly
through DTC if they are participants in such system, or indirectly through organizations which are participants in
such system.

Euroclear and Clearstream will hold interests in the Global Notes on behalf of their participants through
DTC.

So long as DTC, or its nominee, is the registered owner or holder of a Global Note, DTC or such nominee,
as the case may be, will be considered the sole owner or holder of the Notes represented by such Global Note for
all purposes under the Indenture and the Notes. No beneficial owner of an interest in a Global Note will be able
to transfer that interest except in accordance with DTCs applicable procedures, in addition to those provided for
under the Indenture and, if applicable, those of Euroclear and Clearstream.

Payments of the principal of, and interest on, a Global Note will be made to DTC or its nominee, as the case
may be, as the registered owner thereof. Neither the Issuer, the Parent Guarantor nor any of the Subsidiary
Guarantors, the Trustee nor the Paying Agent will have any responsibility or liability for any aspect of the records
relating to or payments made on account of beneficial ownership interests in a Global Note or for maintaining,
supervising or reviewing any records relating to such beneficial ownership interests.

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The Issuer expects that DTC or its nominee, upon receipt of any payment of principal or interest in respect
of a Global Note, will credit participants accounts with payments in amounts proportionate to their respective
beneficial interests in the principal amount of such Global Note as shown on the records of DTC or its nominee.
The Issuer also expects that payments by participants to owners of beneficial interests in such Global Note held
through such participants will be governed by standing instructions and customary practices, as is now the case
with securities held for the accounts of customers registered in the names of nominees for such customers. Such
payments will be the responsibility of such participants.

The Issuer expects that DTC will take any action permitted to be taken by a holder of Notes (including the
presentation of Notes for exchange as described below) only at the direction of one or more participants to whose
account the DTC interests in a Global Note is credited and only in respect of such portion of the aggregate
principal amount of Notes as to which such participant or participants has or have given such direction. However,
if there is an Event of Default under the Notes, DTC will exchange the applicable Global Note for Certificated
Notes, which it will distribute to its participants and which may be legended as set forth under the heading
Transfer Restrictions.

Although DTC, Euroclear and Clearstream are expected to follow the foregoing procedures in order to
facilitate transfers of interests in a Global Note among participants of DTC, Euroclear and Clearstream, they are
under no obligation to perform or continue to perform such procedures, and such procedures may be discontinued
at any time. None of the Issuer, the Parent Guarantor, any of the Subsidiary Guarantors, the Trustee or the Paying
Agent will have any responsibility for the performance by DTC, Euroclear or Clearstream or their respective
participants or indirect participants of their respective obligations under the rules and procedures governing their
operations.

If DTC is at any time unwilling or unable to continue as a depositary for the Global Notes and a successor
depositary is not appointed by the Issuer within 90 days, the Issuer will issue Certificated Notes in registered form,
which may bear the legend referred to under Transfer Restrictions, in exchange for the Global Notes. Holders
of an interest in a Global Note may receive Certificated Notes, which may bear the legend referred to under
Transfer Restrictions, in accordance with the DTCs rules and procedures in addition to those provided for under
the Indenture.

The Clearing Systems

General

DTC, Euroclear and Clearstream have advised the Issuer as follows:

DTC. DTC is a limited-purpose trust company organized under the laws of the State of New York, a
banking organization within the meaning of New York Banking Law, a member of the Federal Reserve System,
a clearing corporation within the meaning of the New York Uniform Commercial Code, and a clearing agency
registered pursuant to the provisions of Section 17A of the Exchange Act. DTC was created to hold securities of
its participants and to facilitate the clearance and settlement of securities transactions among its participants in
such securities through electronic book-entry changes in accounts of its participants, thereby eliminating the need
for physical movement of securities certificates. DTCs participants include securities brokers and dealers, banks,
trust companies, clearing corporations, and certain other organizations, some of whom own DTC, and may include
the initial purchaser. Indirect access to the DTC system is also available to others that clear through or maintain
a custodial relationship with a DTC participant, either directly or indirectly (indirect participants). Transfers of
ownership or other interests in Notes in DTC may be made only through DTC participants. In addition, beneficial
owners of Notes in DTC will receive all distributions of principal of and interest on the Notes from the Trustee
through such DTC participant.

Euroclear and Clearstream. Euroclear and Clearstream hold securities for participating organizations and
facilitate the clearance and settlement of securities transactions between their respective participants through
electronic book-entry changes in accounts of such participants. Euroclear and Clearstream provide to their
participants, among other things, services for safekeeping, administration, clearance and settlement of
internationally-traded securities and securities lending and borrowing. Euroclear and Clearstream interface with

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domestic securities markets. Euroclear and Clearstream participants are financial institutions such as underwriters,
securities brokers and dealers, banks, trust companies and certain other organizations. Indirect access to Euroclear
or Clearstream is also available to others such as banks, brokers, dealers and trust companies that clear through
or maintain a custodial relationship with a Euroclear or Clearstream participant, either directly or indirectly.

Initial Settlement

Investors interests in Notes held in book-entry form by DTC will be represented through financial
institutions acting on their behalf as direct and indirect participants in DTC. As a result, Euroclear and Clearstream
will hold positions on behalf of their participants through DTC.

Investors electing to hold their Notes through DTC (other than through accounts at Euroclear or
Clearstream) must follow the settlement practices applicable to United States corporate debt obligations. The
securities custody accounts of investors will be credited with their holdings against payment in same day funds
on the settlement date.

Investors electing to hold their Notes through Euroclear or Clearstream accounts will follow the settlement
procedures applicable to conventional Eurobonds in registered form. Notes will be credited to the securities
custody accounts of Euroclear Holders and of Clearstream Holders on the Business Day following the settlement
date against payment for value on the settlement date.

Secondary Market Trading

Secondary market trading between DTC participants will occur in the ordinary way in accordance with DTC
rules. Secondary market trading between Clearstream participants and/or Euroclear participants will occur in the
ordinary way in accordance with the applicable rules and operating procedures of Clearstream and Euroclear and
will be settled using the procedures applicable to conventional eurobonds.

Cross-market transfers between persons holding directly or indirectly through DTC, on the one hand, and
directly or indirectly through Clearstream participants or Euroclear participants, on the other, will be effected in
DTC in accordance with DTC rules on behalf of the relevant European international clearing system by its U.S.
depositary; however, such cross-market transactions will require delivery of instructions to the relevant European
international clearing system by the counterparty in such system in accordance with its rules and procedures and
within its established deadlines (European time). The relevant European international clearing system will, if a
transaction meets its settlement requirements, deliver instructions to its U.S. depositary to take action to effect
final settlement on its behalf by delivering or receiving Notes in DTC, and making or receiving payment in
accordance with normal procedures for same-day funds settlement applicable to DTC. Clearstream participants
and Euroclear participants may not deliver instructions directly to the U.S. depositaries.

Because of time zone differences, credits of Notes received in Clearstream or Euroclear as a result of a
transaction with a DTC participant will be made during subsequent securities settlement processing and dated the
Business Day following the DTC settlement date. Such credits or any transactions in such Notes settled during
such processing will be reported to the relevant Clearstream participants or Euroclear participants on such
Business Day. Cash received in Clearstream or Euroclear as a result of sales of Notes by or through a Clearstream
participant or a Euroclear participant to a DTC participant will be received with value on the DTC settlement date
but will be available in the relevant Clearstream or Euroclear cash account only as of the Business Day following
settlement in DTC.

Notices

All notices or demands required or permitted by the terms of the Notes or the Indenture to be given to or
by the Holders are required to be in writing (in English) and may be given or served by being sent by prepaid
courier or by being deposited, first-class postage prepaid, in the United States mails (if intended for the Issuer, the
Parent Guarantor or any Subsidiary Guarantor or the Trustee) addressed to the Issuer, the Parent Guarantor, such
Subsidiary Guarantor or the Trustee, as the case may be, at the corporate trust office of the Trustee; and (if intended
for any Holder) addressed to such Holder at such Holders last address as it appears in the Note register.

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Any such notice or demand will be deemed to have been sufficiently given or served when so sent or
deposited and, if to the Holders, when delivered in accordance with the applicable rules and procedures of DTC.
Any such notice will be deemed to have been delivered on the day such notice is delivered to DTC or if by mail,
when so sent or deposited.

Consent to Jurisdiction; Service of Process

The Issuer, the Parent Guarantor and each of the Subsidiary Guarantors will irrevocably (i) submit to the
non-exclusive jurisdiction of any U.S. federal or New York state court located in the Borough of Manhattan, The
City of New York in connection with any suit, action or proceeding arising out of, or relating to, the Notes, any
Guarantee or the Indenture or any transaction contemplated thereby and (ii) designate and appoint for receipt of
service of process in any such suit, action or proceeding.

Governing Law

Each of the Notes, the Parent Guarantee and the Indenture provides that such instrument will be governed
by, and construed in accordance with, the laws of the State of New York.

Definitions

Set forth below are defined terms used in the covenants and other provisions of the Indenture. Reference is
made to the Indenture for other capitalized terms used in this Description of the Notes for which no definition
is provided.

Acquired Indebtedness means Indebtedness of a Person existing at the time such Person becomes a
Restricted Subsidiary or Indebtedness of a Restricted Subsidiary assumed in connection with an Asset Acquisition
by such Restricted Subsidiary and not Incurred in connection with, or in contemplation of, the Person merging
with or into or becoming a Restricted Subsidiary or such Asset Acquisition.

Affiliate means, with respect to any Person, any other Person (i) directly or indirectly controlling,
controlled by, or under direct or indirect common control with, such Person or (ii) who is a director, commissioner
or officer of such Person or any Subsidiary of such Person or of any Person referred to in clause (i) of this
definition. For purposes of this definition, control (including, with correlative meanings, the terms controlling,
controlled by and under common control with), as applied to any Person, means the possession, directly or
indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether
through the ownership of voting securities, by contract or otherwise.

Applicable Premium means, with respect to a Note at any redemption date, the greater of (1) 1.00% of
the principal amount of such Note and (2) the excess of (A) the present value at such redemption date of the
redemption price of such Note on January 29, 2013 (such redemption price being described in the first paragraph
in the Optional Redemption section exclusive of any accrued interest), plus all required remaining scheduled
interest payments due on such Note through January 29, 2013 (but excluding accrued and unpaid interest to the
redemption date), computed using a discount rate equal to the Treasury Rate plus 50 basis points, over (B) the
principal amount of such Note.

Asset Acquisition means (1) an investment by the Parent Guarantor or any of its Restricted Subsidiaries
in any other Person pursuant to which such Person will become a Restricted Subsidiary or will be merged into or
consolidated with the Parent Guarantor or any of its Restricted Subsidiaries, or (2) an acquisition by the Parent
Guarantor or any of its Restricted Subsidiaries of the property and assets of any Person other than the Parent
Guarantor or any of its Restricted Subsidiaries that constitute substantially all of a division or line of business of
such Person.

Asset Disposition means the sale or other disposition by the Parent Guarantor or any of its Restricted
Subsidiaries (other than to the Parent Guarantor or another Restricted Subsidiary) of (1) all or substantially all of
the Capital Stock of any Restricted Subsidiary or (2) all or substantially all of the assets that constitute a division
or line of business of the Parent Guarantor or any of its Restricted Subsidiaries.

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Asset Sale means any sale, transfer or other disposition (including by way of merger, consolidation or Sale
and Leaseback Transaction) of any of its property or assets (including any sale or issuance of Capital Stock by a
Restricted Subsidiary) in one transaction or a series of related transactions by the Parent Guarantor or any
Restricted Subsidiary to any Person other than the Parent Guarantor or any Restricted Subsidiary; provided that
Asset Sale will not include:

(a) sales or other dispositions of inventory, receivables and other current assets in the ordinary course of
business;

(b) sales, transfers or other dispositions of assets constituting a Permitted Investment or Restricted
Payment permitted to be made under the Certain CovenantsLimitation on Restricted Payments
covenant;

(c) sales, transfers or other dispositions of assets with a Fair Market Value not in excess of US$1 million
(or the Dollar Equivalent thereof) in any transaction or series of related transactions;

(d) any sale, transfer, assignment or other disposition of any property or equipment that has become
damaged, worn out, obsolete, unused, unuseful or otherwise unsuitable for use in connection with the
business of the Parent Guarantor or its Restricted Subsidiaries;

(e) any, transfer, assignment or other disposition deemed to occur in connection with creating or granting
any Permitted Lien;

(f) a transaction covered by the covenant under the caption Consolidation, Merger and Sale of
Assets; and

(g) an issuance of Capital Stock by a Restricted Subsidiary to the Parent Guarantor or to a Subsidiary
Guarantor.

Attributable Indebtedness means, in respect of a Sale and Leaseback Transaction, the present value at the
time of determination, discounted at the interest rate implicit in the Sale and Leaseback Transaction, of the total
obligations of the lessee for rental payments during the remaining term of the lease in the Sale and Leaseback
Transaction, including any period for which such lease has been extended or may, at the option of lessor, be
extended, determined in accordance with GAAP; provided, however, that if such Sale and Leaseback Transaction
results in Capitalized Lease Obligation, the amount of Indebtedness represented thereby will be determined in
accordance with the definition of Capitalized Lease Obligation.

Average Life means, at any date of determination with respect to any Indebtedness, the quotient obtained
by dividing (1) the sum of the products of (a) the number of years from such date of determination to the dates
of each successive scheduled principal payment of such Indebtedness and (b) the amount of such principal
payment by (2) the sum of all such principal payments.

Board of Directors means the board of directors of the Parent Guarantor elected or appointed by the
stockholders of the Parent Guarantor to manage the business of the Parent Guarantor or any committee of such
board duly authorized to take the action purported to be taken by such committee.

Board Resolution means any resolution of the Board of Directors taking an action which it is authorized
to take and adopted at a meeting duly called and held at which a quorum of disinterested members (if so required)
was present and acting throughout or adopted by written resolution executed by a majority of the Board of
Directors.

Business Day means any day which is not a Saturday, Sunday, legal holiday or other day on which
banking institutions in The City of New York, Hong Kong, Singapore or Indonesia (or in any other place in which
payments on the Notes are to be made) are authorized by law or governmental regulation to close; provided that,
solely for purposes of determining the date of any payment to be made on any Note, Business Day means any
day which is not a Saturday, Sunday, legal holiday or other day on which banking institutions in the City of New
York or Hong Kong (or in any other place in which payments on the Notes are to be made) are authorized by law
or governmental regulation to close.

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Capital Stock means, with respect to any Person, any and all shares, interests, participations or other
equivalents (however designated, whether voting or non-voting) in equity of such Person, whether outstanding on
the Original Issue Date or issued thereafter, including, without limitation, all Common Stock and Preferred Stock.

Capitalized Lease means, with respect to any Person, any lease of any property (whether real, personal or
mixed) of which the discounted present value of rental obligations of such Person as lessee, in conformity with
GAAP, is required to be capitalized on the balance sheet of such Person.

Capitalized Lease Obligations means the discounted present value of the rental obligations under a
Capitalized Lease.

Change of Control means the occurrence of one or more of the following events:

(1) the merger, amalgamation, or consolidation of the Parent Guarantor with or into another Person or the
merger or amalgamation of another Person with or into the Parent Guarantor, or the sale of all or
substantially all the assets of the Parent Guarantor to another Person, other than Permitted Holders;

(2) the Permitted Holders are the beneficial owners of less than 50.1% of the total voting power of the
Voting Stock of the Parent Guarantor;

(3) any person or group (as such terms are used in Sections 13(d) and 14(d) of the Exchange Act) is
or becomes the beneficial owner (as such term is used in Rule 13d-3 of the Exchange Act), directly
or indirectly, of the total voting power of the Voting Stock of the Parent Guarantor greater than such
total voting power held beneficially by the Permitted Holders;

(4) individuals who on the Original Issue Date constituted the Board of Directors, together with any new
directors whose election was approved by the Permitted Holders holding no less than 50.1% of the
total voting power of the Voting Stock of the Parent Guarantor, cease for any reason to constitute a
majority of the Board of Directors then in office; or

(5) the adoption of a plan relating to the liquidation or dissolution of the Parent Guarantor.

Change of Control Triggering Event means the occurrence of both a Change of Control and Rating
Decline.

Clearstream means Clearstream Banking, socit anonyme, Luxembourg or any successor thereof.

Commodity Agreement means any forward contract, commodity swap agreement, commodity option
agreement or other similar agreement or arrangement designed to protect against fluctuations in commodity prices
and not for speculation.

Common Stock means, with respect to any Person, any and all shares, interests or other participations in,
and other equivalents (however designated and whether voting or non-voting) of such Persons common stock or
ordinary shares, whether or not outstanding on the Original Issue Date, and include, without limitation, all series
and classes of such common stock or ordinary shares.

Comparable Treasury Issue means the U.S. Treasury security having a maturity comparable to the
remaining term of the Notes to be redeemed that would be utilized, at the time of selection and in accordance with
customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the
remaining term of the Notes.

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Comparable Treasury Price means, with respect to any redemption date: (1) the average of the bid and
asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount)
on the third Business Day preceding such redemption date, as set forth in the daily statistical release (of any
successor release) published by the Federal Reserve Bank of New York and designated Composite 3:30 p.m.
Quotations for U.S. Government Securities; or (2) if such release (or any successor release) is not published or
does not contain such prices on such Business Day, (a) the average of the Reference Treasury Dealer Quotations
for such redemption date, after excluding the highest and lowest of such Reference Treasury Dealer Quotations,
or (b) if fewer than three such Reference Treasury Dealer Quotations are available, the average of all such
quotations.

Consolidated EBITDA means, for any period, Consolidated Net Income for such period plus, to the extent
such amount was deducted in calculating such Consolidated Net Income:

(1) Consolidated Interest Expense;

(2) income taxes (other than income taxes attributable to extraordinary and non-recurring gains (or losses)
or sales of assets);

(3) depreciation expense;

(4) amortization expense; and

(5) all other non-cash items reducing Consolidated Net Income (other than non-cash items in a period
which reflect cash expenses paid or to be paid in another period), less all non-cash items increasing
Consolidated Net Income,

all as determined on a consolidated basis for the Parent Guarantor and its Restricted Subsidiaries in conformity
with GAAP; provided that if any Restricted Subsidiary is not a Wholly Owned Restricted Subsidiary, Consolidated
EBITDA will be reduced (to the extent not otherwise reduced in accordance with GAAP) by an amount equal to
(A) the amount of the Consolidated Net Income attributable to such Restricted Subsidiary multiplied by (B) the
percentage ownership interest in the income of such Restricted Subsidiary not owned on the last day of such period
by the Parent Guarantor or any Restricted Subsidiary.

Consolidated Fixed Charges means, for any period, the sum (without duplication) of (i) Consolidated
Interest Expense for such period and (ii) all cash and non-cash dividends paid, declared, accrued or accumulated
during such period on any Disqualified Stock or Preferred Stock of the Parent Guarantor or any Restricted
Subsidiary held by Persons other than the Parent Guarantor or any Wholly Owned Restricted Subsidiary, except
for dividends payable in the Parent Guarantors Capital Stock (other than Disqualified Stock).

Consolidated Interest Expense means, for any period, the amount that would be included in gross interest
expense on a consolidated income statement prepared in accordance with GAAP for such period of the Parent
Guarantor and its Restricted Subsidiaries, plus, to the extent not included in such gross interest expense, and to
the extent incurred, accrued or payable during such period by the Parent Guarantor and its Restricted Subsidiaries,
without duplication, (i) interest expense attributable to Capitalized Lease Obligations, (ii) amortization of debt
issuance costs and original issue discount expense and non-cash interest payments in respect of any Indebtedness,
(iii) the interest portion of any deferred payment obligation, (iv) all commissions, discounts and other fees and
charges with respect to letters of credit or similar instruments issued for financing purposes or in respect of any
Indebtedness, (v) the net costs associated with Hedging Obligations (including the amortization of fees), (vi)
interest accruing on Indebtedness of any other Person that is guaranteed by the Parent Guarantor or any Restricted
Subsidiary or secured by a Lien on assets of the Parent Guarantor or any Restricted subsidiary, (vii) any capitalized
interest and (viii) all other non-cash interest expense; provided that interest expense attributable to interest on any
Indebtedness bearing a floating interest rate will be computed on a pro forma basis as if the rate in effect on the
date of determination had been the applicable rate for the entire relevant period.

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Consolidated Net Income means, with respect to any specified Person for any period, the aggregate of the
net income (or loss) of such Person and its Restricted Subsidiaries for such period, on a consolidated basis,
determined in conformity with GAAP; provided that the following items will be excluded in computing
Consolidated Net Income (without duplication):

(1) the net income (or loss) of any Person that is not a Restricted Subsidiary or that is accounted for by
the equity method of accounting except to the extent of the amount of net income actually paid in cash
to, or the amount of loss actually funded in cash by, the specified Person or a Restricted Subsidiary
of the Person during such period;

(2) the net income (or loss) of any Person accrued prior to the date it becomes a Restricted Subsidiary or
is merged into or consolidated with the Parent Guarantor or any Restricted Subsidiary or all or
substantially all of the property and assets of such Person are acquired by the Parent Guarantor or any
Restricted Subsidiary;

(3) the net income (but not loss) of any Restricted Subsidiary to the extent that the declaration or payment
of dividends or similar distributions by such Restricted Subsidiary of such net income is not at the time
permitted by the operation of the terms of its charter or any agreement, instrument, judgment, decree,
order, statute, rule or governmental regulation applicable to such Restricted Subsidiary;

(4) the cumulative effect of a change in accounting principles;

(5) any net after tax gains or losses realized on the sale or other disposition of (A) any property or assets
of the Parent Guarantor or any Restricted Subsidiary which is not sold in the ordinary course of its
business or (B) any Capital Stock of any Person (including any gains or losses by the Parent Guarantor
realized on sales of Capital Stock of the Parent Guarantor or Restricted Subsidiaries);

(6) any translation gains or losses due solely to fluctuations in currency values and related tax effects; and

(7) any net after-tax extraordinary or non-recurring gains or, solely for purposes of calculating Fixed
Charge Coverage Ratio, losses.

Currency Agreement means any foreign exchange forward contract, currency swap agreement or other
similar agreement or arrangement designed to protect against fluctuations in foreign exchange rates and not for
speculation.

Default means any event that is, or after notice or passage of time or both would be, an Event of Default.

Disqualified Stock means any class or series of Capital Stock of any Person that by its terms or otherwise
is (1) required to be redeemed on or prior to the date that is 366 days after the Stated Maturity of the Notes, (2)
redeemable at the option of the holder of such class or series of Capital Stock at any on or prior to the date that
is 366 days after the Stated Maturity of the Notes or (3) convertible into or exchangeable for Capital Stock referred
to in clause (1) or (2) above or Indebtedness having a scheduled maturity on or prior to the date that is 366 days
after the Stated Maturity of the Notes; provided that any Capital Stock that would not constitute Disqualified Stock
but for provisions thereof giving holders thereof the right to require such Person to repurchase or redeem such
Capital Stock upon the occurrence of an asset sale or change of control occurring prior to the Stated Maturity
of the Notes will not constitute Disqualified Stock if the asset sale or change of control provisions applicable
to such Capital Stock are no more favorable to the holders of such Capital Stock than the provisions contained in
Certain CovenantsLimitation on Asset Sales and Repurchase of Notes Upon a Change of Control
Triggering Event covenants and such Capital Stock specifically provides that such Person will not repurchase or
redeem any such stock pursuant to such provision prior to the Issuers repurchase of such Notes as are required
to be repurchased pursuant to the Certain CovenantsLimitation on Asset Sales and Repurchase of Notes
Upon a Change of Control Triggering Event covenants.

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Dollar Equivalent means, with respect to any monetary amount in a currency other than U.S. dollars, at
any time for the determination thereof, the amount of U.S. dollars obtained by converting such foreign currency
involved in such computation into U.S. dollars at the base rate for the purchase of U.S. dollars with the applicable
foreign currency as quoted by the Federal Reserve Bank of New York on the date of determination.

DTC means The Depository Trust Company and its successors.

Equity Offering means any public or private offering or any other sales of Common Stock of the Parent
Guarantor or any direct or indirect parent of the Parent Guarantor (the proceeds of which have been transferred
to the Parent Guarantor) after the Original Issue Date (other than to any Affiliate thereof or the Permitted Holders);
provided that the aggregate gross cash proceeds received by or transferred to the Parent Guarantor from such
offering or sales will be no less than US$25.0 million (or the Dollar Equivalent thereof).

Euroclear means Euroclear Bank S.A./N.V., as operator of the Euroclear System, or any successor thereof.

Fair Market Value means the price that would be paid in an arms-length transaction between an informed
and willing seller under no compulsion to sell and an informed and willing buyer under no compulsion to buy, as
determined in good faith by the Board of Directors, whose determination will be conclusive if evidenced by a
Board Resolution.

Fixed Charge Coverage Ratio means, on any Transaction Date, the ratio of (1) the aggregate amount of
Consolidated EBITDA for the Four Quarter Period with respect to such Transaction Date to (2) the aggregate
Consolidated Fixed Charges during such Four Quarter Period. In making the foregoing calculation:

(A) pro forma effect will be given to any Indebtedness or Preferred Stock Incurred, repaid or redeemed
during the Reference Period relating to such Four Quarter Period in each case as if such Indebtedness
or Preferred Stock had been Incurred, repaid or redeemed on the first day of such Reference Period;
provided that, in the event of any such repayment or redemption, Consolidated EBITDA for such
period will be calculated as if the Parent Guarantor or such Restricted Subsidiary had not earned any
interest income actually earned during such period in respect of the funds used to repay such
Indebtedness;

(B) Consolidated Interest Expense attributable to interest on any Indebtedness (whether existing or being
Incurred) computed on a pro forma basis and bearing a floating interest rate will be computed as if
the rate in effect on the Transaction Date (taking into account any Interest Rate Agreement applicable
to such Indebtedness if such Interest Rate Agreement has a remaining term in excess of 12 months or,
if shorter, at least equal to the remaining term of such Indebtedness) had been the applicable rate for
the entire period; and

(C) pro forma effect will be given to the creation, designation or redesignation of Restricted and
Unrestricted Subsidiaries during the Reference Period;

(D) pro forma effect will be given to Asset Dispositions and Asset Acquisitions (including giving pro
forma effect to the application of proceeds of any Asset Disposition) that occur during such Reference
Period as if they had occurred and such proceeds had been applied on the first day of such Reference
Period;

(E) pro forma effect will be given to asset dispositions and asset acquisitions (including giving pro forma
effect to the application of proceeds of any asset disposition) that have been made by any Person that
has become a Restricted Subsidiary or has been merged with or into the Parent Guarantor or any
Restricted Subsidiary during such Reference Period and that would have constituted Asset
Dispositions or Asset Acquisitions had such transactions occurred when such Person was a Restricted
Subsidiary as if such asset dispositions or asset acquisitions were Asset Dispositions or Asset
Acquisitions that occurred on the first day of such Reference Period;

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provided that to the extent that clause (D) or (E) of this sentence requires that pro forma effect be given to an Asset
Acquisition or Asset Disposition (or asset acquisition or asset disposition), such pro forma calculation will be
based upon the four full fiscal quarters immediately preceding the Transaction Date of the Person, or division or
line of business of the Person, that is acquired or disposed for which financial information is available.

Four Quarter Period means, as of any Transaction Date, the then most recent four fiscal quarters prior to
such Transaction Date for which consolidated financial statements of the Parent Guarantor (which the Parent
Guarantor will use its reasonable best efforts to compile in a timely manner) are available and have been provided
to the Trustee.

GAAP means generally accepted accounting principles in Indonesia as in effect from time to time.

Governmental Instrumentality means any national, state or local government (whether domestic or
foreign), any political subdivision thereof or any other governmental, quasi-governmental, judicial, public or
statutory instrumentality, authority, body, agency, court, tribunal, commission, bureau or entity or any arbitrator
with authority to bind a party at law.

guarantee means any obligation, contingent or otherwise, of any Person directly or indirectly guaranteeing
any Indebtedness or other obligation of any other Person and, without limiting the generality of the foregoing, any
obligation, direct or indirect, contingent or otherwise, of such Person (1) to purchase or pay (or advance or supply
funds for the purchase or payment of) such Indebtedness or other obligation of such other Person (whether arising
by virtue of partnership arrangements, or by agreements to keep-well, to purchase assets, goods, securities or
services, to take-or-pay, or to maintain financial statement conditions or otherwise) or (2) entered into for purposes
of assuring in any other manner the obligee of such Indebtedness or other obligation of the payment thereof or to
protect such obligee against loss in respect thereof (in whole or in part); provided that the term guarantee will
not include endorsements for collection or deposit in the ordinary course of business. The term guarantee used
as a verb has a corresponding meaning.

Hedging Agreement means any Currency Agreement, Commodity Agreement or Interest Rate Agreement.

Hedging Obligation of any Person means the obligations of such Person pursuant to any Hedging
Agreement.

Holder means the Person in whose name a Note is registered in the Note register.

Incur means, with respect to any Indebtedness or Capital Stock, to incur, create, issue, assume, guarantee
or otherwise become liable for or with respect to, or become responsible for, the payment of, contingently or
otherwise, such Indebtedness or Capital Stock; provided that (1) any Indebtedness and Capital Stock of a Person
existing at the time such Person becomes a Restricted Subsidiary (or fails to meet the qualifications necessary to
remain an Unrestricted Subsidiary) will be deemed to be Incurred by such Restricted Subsidiary at the time it
becomes a Restricted Subsidiary and (2) the accretion of original issue discount will not be considered an
Incurrence of Indebtedness. The terms Incurrence, Incurred and Incurring have meanings correlative with
the foregoing.

Indebtedness means, with respect to any Person at any date of determination (without duplication):

(1) all indebtedness of such Person for borrowed money;

(2) all obligations of such Person evidenced by bonds, debentures, notes or other similar instruments;

(3) all obligations of such Person in respect of letters of credit, bankers acceptances or other similar
instruments (or reimbursement obligations with respect thereto);

(4) all obligations of such Person to pay the deferred and unpaid purchase price of property or services,
except trade payables due within 90 days arising in the ordinary course of business;

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(5) all Capitalized Lease Obligations and Attributable Indebtedness;

(6) all Indebtedness of other Persons secured by a Lien on any asset of such Person, whether or not such
Indebtedness is assumed by such Person; provided that the amount of such Indebtedness will be the
lesser of (A) the Fair Market Value of such asset at such date of determination and (B) the amount of
such Indebtedness;

(7) all Indebtedness of other Persons guaranteed by such Person to the extent such Indebtedness is
guaranteed by such Person;

(8) to the extent not otherwise included in this definition, Hedging Obligations;

(9) all Disqualified Stock issued by such Person with the amount of Indebtedness represented by such
Disqualified Stock being equal to the greater of its voluntary or involuntary liquidation preference and
its maximum fixed repurchase price; and

(10) all obligations of such Person under conditional sale or other title retention agreements relating to
assets purchased by such Person.

Notwithstanding the foregoing, customer deposits and advance payments received from customers in the
ordinary course of business shall not be deemed to be Indebtedness for any purpose.

The amount of Indebtedness of any Person at any date will be the outstanding balance at such date of all
unconditional obligations as described above (as determined in conformity with GAAP to the extent applicable)
and, with respect to contingent obligations, the maximum liability upon the occurrence of the contingency giving
rise to the obligations; provided

(A) that the amount outstanding at any time of any Indebtedness issued with original issue discount is the
face amount of such Indebtedness less the remaining unamortized portion of the original issue
discount of such Indebtedness at such time as determined in conformity with GAAP,

(B) that money borrowed and set aside at the time of the Incurrence of any Indebtedness in order to
prefund the payment of the interest on such Indebtedness will not be deemed to be Indebtedness so
long as such money is held to secure the payment of such interest, and

(C) that the amount of Indebtedness with respect to any Hedging Agreement will be equal to the net
amount payable if such Hedging Agreement terminated at that time due to default by such Person.

Intercompany Loan means the loan in U.S. dollars between the Parent Guarantor, as obligor, and Signal
Capital, as obligee, pursuant to an intercompany loan agreement to be entered into on the Original Issue Date, for
an amount equal to at least the net proceeds of the offering of the Notes, or any similar intercompany loan entered
into between the Parent Guarantor and Signal Capital in connection with the sale of Additional Notes.

Interest Rate Agreement means any interest rate protection agreement, interest rate future agreement,
interest rate option agreement, interest rate swap agreement, interest rate cap agreement, interest rate collar
agreement, interest rate hedge agreement, option or future contract or other similar agreement or arrangement
designed to protect against fluctuations in interest rates and not for speculation.

International Bank means a bank or trust company which is organized under the laws of the United States
of America, any state thereof, the European Union, Singapore, the United Kingdom or Japan.

Investment means:

(i) any direct or indirect advance, loan or other extension of credit to another Person;

(ii) any capital contribution to another Person (by means of any transfer of cash or other property to others
or any payment for property or services for the account or use of others);

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(iii) any purchase or acquisition of Capital Stock (or options, warrants or other rights to acquire such
Capital Stock), Indebtedness, bonds, notes, debentures or other similar instruments or securities issued
by another Person;

(iv) any guarantee of any obligation of another Person; or

(v) all other items that would be classified as investments (including purchases of assets outside the
ordinary course of business) on a balance sheet of such Person prepared in accordance with GAAP.

For the purposes of the provisions of the Certain CovenantsDesignation of Restricted and Unrestricted
Subsidiaries and Certain CovenantsLimitation on Restricted Payments covenants, except as described in
the last sentence of this paragraph: (i) the Parent Guarantor will be deemed to have made an Investment in an
Unrestricted Subsidiary in an amount equal to the Fair Market Value of the assets (net of liabilities owed to any
Person other than the Parent Guarantor or a Restricted Subsidiary and that are not guaranteed by the Parent
Guarantor or a Restricted Subsidiary) of a Restricted Subsidiary that is designated an Unrestricted Subsidiary at
the time of such designation, and (ii) any property transferred to or from any Person will be valued at its Fair
Market Value at the time of such transfer, as determined in good faith by the Board of Directors.

Investment Grade means a rating of AAA, AA, A or BBB, as modified by a + or - indication,


or an equivalent rating representing one of the four highest Rating Categories, by S&P or any of its successors or
assigns or a rating of Aaa, Aa, A or Baa, as modified by a 1, 2 or 3 indication, or an equivalent
rating representing one of the four highest Rating Categories, by Moodys, or any of its successors or assigns or
the equivalent ratings of any internationally recognized rating agency or agencies, as the case may be, which will
have been designated by the Parent Guarantor as having been substituted for S&P or Moodys or both, as the case
may be.

Lien means any mortgage, pledge, fiduciary security, security interest, encumbrance, lien or charge of any
kind (including, without limitation, any conditional sale or other title retention agreement or lease in the nature
thereof or any agreement to create any mortgage, pledge, security interest, lien, charge, easement or encumbrance
of any kind).

Moodys means Moodys Investors Service, Inc. and its affiliates.

Net Cash Proceeds means:

(a) with respect to any Asset Sale, the proceeds of such Asset Sale in the form of cash or equivalents,
including payments in respect of deferred payment obligations (to the extent corresponding to the
principal, but not interest, component thereof) when received in the form of cash or cash equivalents
and proceeds from the conversion of other property received when converted to cash or cash
equivalents, net of:

(1) brokerage commissions and other fees and expenses (including fees and expenses of counsel and
investment banks) related to such Asset Sale;

(2) provisions for all taxes (whether or not such taxes will actually be paid or are payable) as a result
of such Asset Sale without regard to the consolidated results of operations of the Guarantor and
its Restricted Subsidiaries, taken as a whole;

(3) payments made to repay Indebtedness or any other obligation outstanding at the time of such
Asset Sale that either (x) is secured by a Lien on the property or assets sold or (y) is required
to be paid as a result of such sale;

(4) appropriate amounts to be provided by the Parent Guarantor or any Restricted Subsidiary as a
reserve against any liabilities associated with such Asset Sale, including, without limitation,
pension and other post-employment benefit liabilities, liabilities related to environmental
matters and liabilities under any indemnification obligations associated with such Asset Sale, all
as determined in conformity with GAAP and reflected in an Officers Certificate delivered to the
Trustee; and

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(b) with respect to any issuance or sale of Capital Stock, the proceeds of such issuance or sale in the form
of cash or cash equivalents, including payments in respect of deferred payment obligations (to the
extent corresponding to the principal, but not interest, component thereof) when received in the form
of cash or cash equivalents and proceeds from the conversion of other property received when
converted to cash or cash equivalents, net of attorneys fees, accountants fees, underwriters or
placement agents fees, discounts or commissions and brokerage, consultant and other fees incurred
in connection with such issuance or sale and net of taxes paid or payable as a result thereof.

Note Documents means the Indenture, the Notes and the Guarantees.

Offer to Purchase means an offer to purchase Notes by the Issuer or the Parent Guarantor from the Holders
commenced by the Issuer or the Parent Guarantor mailing a notice by first class mail, postage prepaid, to the
Trustee and each Holder at its last address appearing in the Note register stating:

(1) the provision of the Indenture pursuant to which the offer is being made and that all Notes validly
tendered will be accepted for payment on a pro rata basis;

(2) the purchase price and the date of purchase (which will be a Business Day no earlier than 30 days nor
later than 60 days from the date such notice is mailed) (the Offer to Purchase Payment Date);

(3) that any Note not tendered will continue to accrue interest pursuant to its terms;

(4) that, unless the Issuer or the Parent Guarantor defaults in the payment of the purchase price, any Note
accepted for payment pursuant to the Offer to Purchase will cease to accrue interest on and after the
Offer to Purchase Payment Date;

(5) that Holders electing to have a Note purchased pursuant to the Offer to Purchase will be required to
surrender the Note, together with the form entitled Option of the Holder to Elect Purchase on the
reverse side of the Note completed, to the Paying Agent at the address specified in the notice prior to
the close of business on the Business Day immediately preceding the Offer to Purchase Payment Date;

(6) that Holders will be entitled to withdraw their election if the Paying Agent receives, not later than the
close of business on the third Business Day immediately preceding the Offer to Purchase Payment
Date, a facsimile transmission or letter setting forth the name of such Holder, the principal amount of
Notes delivered for purchase and a statement that such Holder is withdrawing his election to have such
Notes purchased; and

(7) that Holders whose Notes are being purchased only in part will be issued new Notes equal in principal
amount to the unpurchased portion of the Notes surrendered; provided that each Note purchased and
each new Note issued will be in a principal amount of US$100,000 or integral multiples of US$1,000.

One Business Day prior to the Offer to Purchase Payment Date, the Issuer or the Parent Guarantor will
deposit with the Paying Agent money sufficient to pay the purchase price of all Notes or portions thereof to be
accepted by the Issuer or the Parent Guarantor for payment on the Offer to Purchase Payment Date. On the Offer
to Purchase Payment Date, the Issuer or the Parent Guarantor will (a) accept for payment on a pro rata basis Notes
or portions thereof tendered pursuant to an Offer to Purchase; and (b) deliver, or cause to be delivered, to the
Trustee all Notes or portions thereof so accepted together with an Officers Certificate specifying the Notes or
portions thereof accepted for payment by the Issuer or the Parent Guarantor. The Paying Agent will promptly mail
to the Holders so accepted payment in an amount equal to the purchase price, and the Trustee will promptly
authenticate and mail to such Holders a new Note equal in principal amount to any unpurchased portion of the
Note surrendered; provided that each Note purchased and each new Note issued will be in a principal amount of
US$100,000 or integral multiples of US$1,000. The Issuer or the Parent Guarantor will publicly announce the
results of an Offer to Purchase as soon as practicable after the Offer to Purchase Payment Date. The Issuer or the
Parent Guarantor will comply with Rule 14e-1 under the Exchange Act and any other securities laws and
regulations thereunder to the extent such laws and regulations are applicable, in the event that the Issuer or the
Parent Guarantor is required to repurchase Notes pursuant to an Offer to Purchase.

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The offer is required to contain or incorporate by reference information concerning the business of the
Parent Guarantor and its Subsidiaries which the Issuer or the Parent Guarantor in good faith believes will assist
such Holders to make an informed decision with respect to the Offer to Purchase, including a brief description of
the events requiring the Issuer or the Parent Guarantor to make the Offer to Purchase, and any other information
required by applicable law to be included therein. The offer is required to contain all instructions and materials
necessary to enable such Holders to tender Notes pursuant to the Offer to Purchase. To the extent that the
provisions of any securities laws or regulations conflict with the requirements of the relevant Offer to Purchase,
the Parent Guarantor and the Issuer will comply with the applicable securities laws and regulations and shall not
be deemed to have breached their obligations under the Notes, the Indenture and the Guarantees by virtue of their
compliance with such securities laws or regulations.

Officer means one of the executive officers or directors of the Issuer or the Parent Guarantor, as the case
may be or, in the case of a Subsidiary Guarantor, one of the directors or officers of such Subsidiary Guarantor.

Officers Certificate means a certificate signed by two Officers, one of whom is, in the case of the Issuer,
a managing director.

Opinion of Counsel means a written opinion from legal counsel which opinion is acceptable to the Trustee
that meets the requirements of the Indenture; provided that legal counsel shall be entitled to rely on a certificate
of the Parent Guarantor as to matters of fact.

Original Issue Date means the date on which the Notes are originally issued under the Indenture.

Permitted Business means any business conducted (as described in this offering memorandum) by the
Parent Guarantor on the Original Issue Date, any transmission or distribution upgrade, construction, development,
installation, improvement or replacement of power generation facility or purchase of power generation facility and
any other business reasonably related, necessary or ancillary thereto.

Permitted Holders means any or all of the following:

(1) Each of Ismail Sofyan, Fenza Sofyan, Sutanto Joso, Suhaini Wardjojo Joso, Janti Joso, Djeradjat Yanto
Joso, Andrew Kukkutahlie Labbaika, Marlena Dewi Tjahjadi, Iwan Putra Brasali, Aldo Putra Brasali
and Grace Dewi Brasali, his or her (as the case may be) lineal descendants, and their respective
relations to the first degree;

(2) any Affiliate of the Person specified in clause (1); and

(3) any Person both the Capital Stock and the Voting Stock of which (or in the case of a trust, the
beneficial interests in which) are owned 80% by Persons specified in clauses (1) and (2).

Permitted Investment means:

(1) any Investment in the Parent Guarantor, the Issuer or a Restricted Subsidiary that is primarily engaged
in the Permitted Business or a Person which will, upon the making of such Investment, become a
Restricted Subsidiary that is primarily engaged in the Permitted Business or be merged or consolidated
with or into or transfer or convey all or substantially all its assets to, the Parent Guarantor or a
Restricted Subsidiary that is primarily engaged in a Permitted Business;

(2) cash and Temporary Cash Investments;

(3) payroll, travel and other loans or advances to officers and employees, not in excess of US$2.0 million
outstanding at any time;

(4) stock, obligations or securities received in compromise or settlement of debts created in the ordinary
course of business, or by reason of a composition or readjustment of debts or reorganization of another
Person, or in satisfaction of claims or judgments;

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(5) an Investment in an Unrestricted Subsidiary consisting solely of an Investment in another Unrestricted
Subsidiary;

(6) any Investment pursuant to a Hedging Obligation otherwise permitted under the Indenture;

(7) receivables owing to the Parent Guarantor or any Restricted Subsidiary, if created or acquired in the
ordinary course of business and payable or dischargeable in accordance with customary trade terms;

(8) any securities or other Investments received as consideration in, or retained in connection with, sales
or other dispositions of property or assets, including Asset Dispositions made in compliance with the
covenant described under Certain CovenantsLimitation on Asset Sales;

(9) any loans or advances to employees in the ordinary course of business which are expected to be
recorded as expense in conformity with GAAP;

(10) repurchases of the Notes;

(11) pledges, deposits or advances (x) provided to third parties with respect to leases, utilities or gas supply
in the ordinary course of business, (y) provided to third parties with respect to purchases, construction,
development, installation, improvement or replacement of machinery, equipment (including spare
parts), land or other assets used in the Permitted Business or (z) otherwise described in the definition
of Permitted Liens or made in connection with Liens permitted under the covenant described under
Certain CovenantsLimitation on Liens;

(12) extensions of credit to customers in the ordinary course of business; provided that the aggregate
outstanding amount of credit extended to customers permitted under this clause (12) shall not exceed
US$5 million outstanding at any time;

(13) other Investments in any Person having an aggregate Fair Market Value (measured on the date each
such Investment was made and without giving effect to subsequent changes in value), when taken
together with all other Investments made pursuant to this clause (13) since the Original Issue Date, not
to exceed US$5 million; and

(14) deposits made in order to comply with statutory or regulatory obligations to maintain deposits for
workers, compensation claims and other purposes specified by statute or regulation from time to time
in the ordinary course of business.

Permitted Liens means:

(1) Liens for taxes, assessments, governmental charges or claims that are being contested in good faith by
appropriate legal or administrative proceedings promptly instituted and diligently conducted and for
which a reserve or other appropriate provision, if any, as will be required in conformity with GAAP
will have been made;

(2) statutory and common law Liens of landlords and carriers, warehousemen, mechanics, suppliers or
repairmen, or other similar Liens arising in the ordinary course of business and with respect to
amounts not yet delinquent or being contested in good faith by appropriate legal or administrative
proceedings promptly instituted and diligently conducted and for which a reserve or other appropriate
provision, if any, as required in conformity with GAAP will have been made;

(3) Liens incurred or deposits made to secure the performance of tenders, bids, leases, statutory or
regulatory obligations, bankers acceptances, surety and appeal bonds, government contracts (or, in
case of deposits only, any other contracts), performance and return-of-money bonds and other
obligations of a similar nature incurred in the ordinary course of business (exclusive of obligations for
the payment of borrowed money);

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(4) leases or subleases granted to others that do not materially interfere with the ordinary course of
business of the Parent Guarantor or its Restricted Subsidiaries, taken as a whole;

(5) Liens encumbering property or assets under construction arising from progress or partial payments by
a customer of the Parent Guarantor or its Restricted Subsidiaries relating to such property or assets;

(6) Liens on property of, or on shares of Capital Stock or Indebtedness of, any Person existing at the time
such Person becomes, or becomes a part of, any Restricted Subsidiary; provided that such Liens do
not extend to or cover any property or assets of the Parent Guarantor or any Restricted Subsidiary
other than the property or assets acquired; provided further that such Liens were not created in
contemplation of or in connection with the transactions or series of transactions pursuant to which
such Person became a Restricted Subsidiary;

(7) Liens in favor of the Parent Guarantor, the Issuer or any Subsidiary Guarantor;

(8) Liens arising from attachment or the rendering of a final judgment or order against the Parent
Guarantor or any Restricted Subsidiary that does not give rise to an Event of Default;

(9) Liens securing reimbursement obligations with respect to letters of credit that encumber documents
and other property relating to such letters of credit and the products and proceeds thereof;

(10) Liens existing on the Original Issue Date;

(11) Liens securing Indebtedness which is Incurred to refinance secured Indebtedness which is permitted
to be Incurred under clause (b)(4) of the covenant described under the caption entitled Certain
CovenantsLimitation on Indebtedness and Preferred Stock; provided that such Liens do not extend
to or cover any property or assets of the Parent Guarantor or any Restricted Subsidiary other than the
property or assets securing the Indebtedness being refinanced;

(12) easements, rights-of-way, municipal and zoning ordinances or other restrictions as to the use of
properties or minor survey exceptions or encumbrances in favor of governmental agencies or utility,
telephone or similar companies that do not materially adversely affect the value of such properties or
materially impair the use for the purposes of which such properties are held by the Parent Guarantor
or any Restricted Subsidiary;

(13) Liens securing Indebtedness which is permitted to be Incurred under clause (b)(12) of the covenant
described under the caption entitled Certain CovenantsLimitation on Indebtedness and Preferred
Stock;

(14) Liens securing Indebtedness Incurred by the Parent Guarantor or any Subsidiary Guarantor relating to
bid, performance or surety bonds or letters of credit or bank guarantees issued in the ordinary course
of business to finance the purchase of fuel or other materials or equipment to be used in the Permitted
Business in an aggregate amount not to exceed 20% of the Parent Guarantors total revenues for the
four fiscal quarters immediately preceding the fiscal quarter during which such Liens are incurred;

(15) Liens securing Indebtedness (including Capitalized Lease Obligations) of the type described in clause
(b)(13) of the covenant under the caption Certain CovenantsLimitation on Indebtedness and
Preferred Stock; provided that such Lien (i) covers only the assets acquired, constructed, installed or
improved with such Indebtedness and (ii) is created within 90 days of such acquisition, construction,
installation or improvement;

(16) Liens encumbering customary initial deposits and margin deposits, and other Liens that are within the
general parameters customary in the industry, in each case, securing Indebtedness under Hedging
Obligations permitted by clause (b)(5) of the covenant under the caption Certain
CovenantsLimitation on Indebtedness and Preferred Stock;

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(17) any interest or title of a licensor, lessor or sublessor of any of its property, including intellectual
property, subject to any licenses, leases or subleases in the ordinary course of business;

(18) Liens on deposits made in order to comply with statutory obligations to maintain deposits for workers
compensation claims and other purposes specified by statute made in the ordinary course of business
and not securing Indebtedness of the Parent Guarantor or any Restricted Subsidiary; and

(19) other Liens securing obligations in an aggregate amount not exceeding US$5 million;

provided that, with respect to Liens on the property or assets of Signal Capital, Permitted Liens will include only
Liens described in paragraphs (1), (2), (8), (17) and (18) above.

Person means any individual, corporation, partnership, limited liability company, joint venture, trust,
unincorporated organization or government or any agency or political subdivision thereof.

Preferred Stock as applied to the Capital Stock of any Person means Capital Stock of any class or classes
that by its term is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary
or involuntary liquidation or dissolution of such Person, over shares of Capital Stock of any other class of such
Person.

Rating Agencies means (i) S&P and (ii) Moodys and (iii) if S&P or Moodys or both will not make a
rating of the Notes publicly available, one or more nationally recognized statistical rating organizations, as the
case may be, within the meaning of Rule 15c3-I(c) (2) (iv) (F) under the Exchange Act, selected by the Parent
Guarantor, which will be substituted for S&P or Moodys or both, as the case may be.

Rating Category means (i) with respect to S&P, any of the following categories: BB, B, CCC,
CC, C and D (or equivalent successor categories); (ii) with respect to Moodys, any of the following
categories: Ba, B, Caa, Ca, C and D (or equivalent successor categories); and (iii) the equivalent of
any such category of S&P or Moodys used by another Rating Agency. In determining whether the rating of the
Notes has decreased by one or more gradations, gradations within Rating Categories (+ and - for S&P; 1,
2 and 3 for Moodys; or the equivalent gradations for another Rating Agency) will be taken into account (e.g.,
with respect to S&P, a decline in a rating from BB+ to BB, as well as from BB- to B+, will constitute
a decrease of one gradation).

Rating Date means (i) in connection with a Change of Control Triggering Event, that date which is 90 days
prior to the earlier of (x) a Change of Control and (y) a public notice of the occurrence of a Change of Control
or of the intention by the Parent Guarantor or any other Person or Persons to effect a Change of Control or (ii)
in connection with actions contemplated under the caption Consolidation, Merger and Sale of Assets, that date
which is 90 days prior to the earlier of (x) the occurrence of any such actions as set forth therein and (y) a public
notice of the occurrence of any such actions.

Rating Decline means (i) in connection with a Change of Control Triggering Event, the occurrence on, or
within six months after, the date, or public notice of the occurrence of, a Change of Control or the intention by
the Parent Guarantor or any other Person or Persons to effect a Change of Control (which period will be extended
so long as the rating of the Notes is under publicly announced consideration for possible downgrade by any of the
Rating Agencies) of any of the events listed below, or (ii) in connection with actions contemplated under the
caption Consolidation, Merger and Sale of Assets, the notification by any of the Rating Agencies that such
proposed actions will result in any of the events listed below:

(a) in the event the Notes are rated by both Moodys and S&P on the Rating Date as Investment Grade,
the rating of the Notes by either Rating Agency will be below Investment Grade;

(b) in the event the Notes are rated by either, but not both, of the Rating Agencies on the Rating Date as
Investment Grade, the rating of the Notes by such Rating Agency will be below Investment Grade; or

(c) in the event the Notes are rated below Investment Grade by both Rating Agencies on the Rating Date,
the rating of the Notes by either Rating Agency will be decreased by one or more gradations (including
gradations within Rating Categories as well as between Rating Categories).

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Reference Period means, as of any Transaction Date, the period commencing on and including the first
day of the Four Quarter Period with respect to such Transaction Date and ending on and including the Transaction
Date.

Reference Treasury Dealer means each of any three investment banks of recognized standing that is a
primary U.S. Government securities dealer in The City of New York, selected by the Issuer in good faith.

Reference Treasury Dealer Quotations means, with respect to each Reference Treasury Dealer and any
redemption date, the average as determined by the Trustee, of the bid and asked prices for the Comparable
Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to such Trustee
by such Reference Treasury Dealer at 5:00 p.m. on the third Business Day preceding such redemption date.

Restricted Subsidiary means any Subsidiary of the Parent Guarantor other than an Unrestricted Subsidiary.

S&P means Standard & Poors Ratings Services and its affiliates.

Sale and Leaseback Transaction means any direct or indirect arrangement relating to property (whether
real, personal or mixed), now owned or hereafter acquired whereby the Parent Guarantor or any Restricted
Subsidiary transfers such property to another Person and the Parent Guarantor or any Restricted Subsidiary leases
it from such Person.

Shareholder Subordinated Loan means unsecured Indebtedness for borrowed money Incurred by the
Parent Guarantor or any Subsidiary Guarantor from any Permitted Holder as to which (a) the payment of principal
of (and premium, if any) and interest and other payment obligations in respect of such Indebtedness is, by its terms
or by the terms of any agreement or instrument pursuant to which such Indebtedness is issued or remains
outstanding and by an agreement (the Inter Creditor Agreement) to be entered into among the holders of such
Indebtedness (or trustees or agents therefor) and the Trustee, is expressly made subordinate to the prior payment
in full of the Parent Guarantee or Subsidiary Guarantee, as the case may be, to at least the following extent: (i)
no payments of principal of (or premium, if any) or interest on or otherwise due in respect of such Indebtedness
may be permitted for so long as any Default exists; (ii) such Indebtedness may not (x) provide for payments of
principal of such Indebtedness at the Stated Maturity thereof or by way of a sinking fund applicable thereto or by
way of any mandatory redemption, defeasance, retirement or repurchase thereof by the Parent Guarantor or such
Subsidiary Guarantor (including any redemption, retirement or repurchase which is contingent upon events or
circumstances, but excluding any retirement required by virtue of acceleration of such Indebtedness upon an event
of default thereunder), in each case prior to 366 days after the final Stated Maturity of the Notes or (y) permit
redemption or other retirement (including pursuant to an offer to purchase made by the Parent Guarantor or any
Restricted Subsidiary) of such other Indebtedness at the option of the holder thereof prior to 366 days after the
final Stated Maturity of the Notes; (iii) the Intercreditor Agreement will prevent the holders of such Indebtedness
(or trustees or agents therefor) from pursuing remedies against the Parent Guarantor or any of the Restricted
Subsidiaries or their respective assets or properties in an insolvency proceeding or in respect of a default under
such Indebtedness and (iv) the Intercreditor Agreement will provide in the event that any payment is received by
the holders of such Indebtedness (or any trustee or agent therefor) in respect of such Indebtedness when such
payment is prohibited by one or more of the subordination provisions described in this paragraph, such payment
shall be held in trust for the benefit of, and shall be paid over or delivered to, the Trustee on behalf of the Holders,
and (b) the terms thereof provide that interest (and premium, if any) thereon is paid solely in the form of
pay-in-kind, or PIK, interest constituting additional Shareholder Subordinated Loans.

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Stated Maturity means, (1) with respect to any Indebtedness, the date specified in such debt security as
the fixed date on which the final instalment of principal of such Indebtedness is due and payable as set forth in
the documentation governing such Indebtedness and (2) with respect to any scheduled instalment of principal of
or interest on any Indebtedness, the date specified as the fixed date on which such instalment is due and payable
as set forth in the documentation governing such Indebtedness.

Subordinated Indebtedness means any Indebtedness of the Issuer, the Parent Guarantor or any Subsidiary
Guarantor which is contractually subordinated or junior in right of payment to the Notes, the Parent Guarantee or
any Subsidiary Guarantee, as applicable, pursuant to a written agreement to such effect.

Subsidiary means, with respect to any Person, any corporation, association or other business entity of
which more than 50% of the voting power of the outstanding Voting Stock is owned, directly or indirectly, by such
Person and one or more other Subsidiaries of such Person.

Subsidiary Guarantee means any guarantee of the obligations of the Issuer under the Indenture and the
Notes by any Subsidiary Guarantor.

Subsidiary Guarantor means any future Restricted Subsidiary which guarantees the payment of the Notes
pursuant to the Indenture and the Notes; provided that Subsidiary Guarantor will not include any Person whose
Subsidiary Guarantee has been released in accordance with the Indenture and the Notes.

Temporary Cash Investment means any of the following:

(1) direct obligations of the United States of America, Japan, the United Kingdom, Singapore or any
agency thereof or obligations fully and unconditionally guaranteed by the United States of America,
Japan, the United Kingdom, Singapore, Hong Kong or any agency thereof, in each case maturing
within one year;

(2) time deposit accounts, certificates of deposit and money market deposits maturing within 180 days of
the date of acquisition thereof issued by a bank or trust company which is organized under the laws
of the United States of America, any state thereof, European Economic Area, Indonesia, Japan, the
United Kingdom, Hong Kong or Singapore, and which bank or trust company has capital, surplus and
undivided profits aggregating in excess of US$500 million (or the Dollar Equivalent thereof) and has
outstanding debt which is rated A (or such similar equivalent rating) or higher by at least one
nationally recognized statistical rating organization (as defined in Rule 436 under the Securities Act);

(3) repurchase obligations with a term of not more than 30 days for underlying securities of the types
described in clause (1) above entered into with a bank or trust company meeting the qualifications
described in clause (2) above;

(4) commercial paper, maturing not more than one year after the date of acquisition, issued by a
corporation (other than an Affiliate of the Parent Guarantor) organized and in existence under the laws
of the United States of America, any state thereof or any foreign country recognized by the United
States of America with a rating at the time as of which any investment therein is made of P-1 (or
higher) according to Moodys or A-1 (or higher) according to S&P;

(5) securities with maturities of six months or less from the date of acquisition issued or fully and
unconditionally guaranteed by any state, commonwealth or territory of the United States of America,
or by Japan or the United Kingdom, or by any political subdivision or taxing authority thereof, and
rated at least A by S&P or Moodys;

(6) any money market fund that has at least 95% of its assets continuously invested in investments of the
types described in clauses (1) through (5) above;

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(7) time deposit accounts, certificates of deposit and money market deposits issued by any Indonesia
branch of an International Bank, provided that such International Bank has capital, surplus and
undivided profits aggregating in excess of US$100 million (or the Dollar Equivalent thereof) and has
outstanding long-term debt which is rated at least A by S&P or Moodys; and

(8) time deposit accounts, certificates of deposit and money market deposits by any of the following
Indonesian banks: Bank Negara Indonesia (BNI), Bank DBS Indonesia, Bank Internasional Indonesia
(BII), Bangkok Bank, The Hongkong and Shanghai Banking Corporation Limited (HSBC),
Commonwealth Bank, Bank UOB Indonesia, Bank CIMB Niaga, Bank Mandiri, Bank Rakyat
Indonesia, Bank Central Asia (BCA), ABN AMRO Bank, Citibank, Bank Mega, Bank Permata,
Standard Chartered Bank, Bank Buana Indonesia (BBI), Bank Niaga, Bank NISP, Deutsche Bank,
Bank of America, Bank Danamon, Bank of Tokyo Mitsubishi, and ANZ Panin Bank.

Total Assets means, as of the date of Incurrence of any Indebtedness by the Parent Guarantor or a
Subsidiary Guarantor, the total consolidated assets (excluding goodwill and other intangible asset, but including
mining rights) of the Parent Guarantor and its Restricted Subsidiaries measured in accordance with GAAP as of
the last day of the most recent semi-annual fiscal period for which consolidated financial statements of the Parent
Guarantor (which the Parent Guarantor shall use its reasonable best efforts to compile on a timely manner) are
available and have been provided to the Trustee; provided that Total Assets shall be calculated after giving pro
forma effect to include the cumulative value of all of the real or personal property or equipment the acquisition,
development, construction or improvement of which requires or required the Incurrence of Indebtedness and
calculation of Total Assets thereunder, as measured by the purchase price or cost therefor or budgeted cost
provided to the bank or other similar financial institutional lender providing such Indebtedness (but only to the
extent that such cumulative value is not reflected in such total consolidated assets as of the last day of such
semi-annual period).

Transaction Date means, with (i) respect to the Incurrence of any Indebtedness, the date such Indebtedness
is to be Incurred, and (ii) with respect to any Restricted Payment, the date such Restricted Payment is to be made.

Treasury Rate means, with respect to any redemption date, the rate per annum equal to the semiannual
equivalent yield to maturity or interpolated (on a day count basis) of the Comparable Treasury Issue, assuming a
price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the
Comparable Treasury Price for such redemption date.

Unrestricted Subsidiary means (1) any Subsidiary of the Parent Guarantor that at the time of determination
will be designated an Unrestricted Subsidiary by the Board of Directors in the manner provided in the Indenture;
and (2) any Subsidiary of an Unrestricted Subsidiary.

U.S. Government Obligations means securities that are (1) direct obligations of the United States of
America for the payment of which its full faith and credit is pledged or (2) obligations of a Person controlled or
supervised by and acting as an agency or instrumentality of the United States of America the payment of which
is unconditionally guaranteed as a full faith and credit obligation by the United States of America, which, in either
case, are not callable or redeemable at the option of the issuer thereof at any time prior to the Stated Maturity of
the Notes, and will also include a depository receipt issued by a bank or trust company as custodian with respect
to any such U.S. Government Obligation or a specific payment of interest on or principal of any such U.S.
Government Obligation held by such custodian for the account of the holder of a depository receipt; provided that
(except as required by law) such custodian is not authorized to make any deduction from the amount payable to
the holder of such depository receipt from any amount received by the custodian in respect of the U.S.
Government Obligation or the specific payment of interest on or principal of the U.S. Government Obligation
evidenced by such depository receipt.

Voting Stock means, with respect to any Person, Capital Stock of any class or kind ordinarily having the
power to vote for the election of directors, managers or other voting members of the governing body of such
Person.

Wholly Owned means, with respect to any Subsidiary of any Person, the ownership of all of the
outstanding Capital Stock of such Subsidiary (other than any directors qualifying shares or Investments by foreign
nationals mandated by applicable law) by such Person or one or more Wholly Owned Subsidiaries of such Person.

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TAXATION

The following summary is based on tax laws of The Netherlands, Singapore, Indonesia and the United States
as in effect on the date of this offering memorandum, and is subject to changes in Dutch, Singapore, Indonesian
or U.S. law, including changes that could have retroactive effect. The following summary does not take into
account or discuss the tax laws of any countries other than The Netherlands, Singapore, Indonesia or the United
States Prospective purchasers in all jurisdictions are advised to consult their own tax advisors as to Dutch,
Singapore, Indonesian, U.S. or other tax consequence of the acquisition, ownership and disposition of the Notes.

Netherlands Taxation

The information given below is neither intended as tax advice nor purports to describe all of the tax
considerations that may be relevant to a prospective purchaser of the Notes. Prospective purchasers are advised
to acquaint themselves with the overall tax consequences of acquiring, holding, redeeming and/or disposing of
Notes. Except as otherwise indicated, this summary only addresses The Netherlands tax legislation as in effect and
in force at the date hereof, as interpreted in published case law, without prejudice to any amendments introduced
at a later date and implemented with or without retroactive effect.

Withholding Tax

All payments under the Notes can be made free of withholding or deduction of, for or on account of any
taxes of whatever nature imposed, levied, withheld or assessed by The Netherlands or any political subdivision
or taxing authority thereof or therein.

Taxes on Income and Capital Gains

A corporation being a Noteholder will not be subject to any Netherlands taxes on income or capital gains
in respect of any payment under the Notes or in respect of any gain realized on the disposition or the redemption
of the Notes provided that:

such Noteholder is not a resident nor deemed to be a resident of The Netherlands;

such Noteholder does not have and did not have an enterprise or an interest in an enterprise that is,
in whole or in part, carried on through a permanent establishment or a permanent representative in The
Netherlands to which enterprise or part of an enterprise the Notes are attributable;

such Noteholder is not entitled to a share in the profit or is jointly entitled to the equity of an enterprise
that has its place of management in The Netherlands and to which enterprise the Notes are attributable,
unless such profit share or joint entitlement arises out of the holding of securities; and

such Noteholder does not have a substantial interest, as defined in Netherlands tax law, in the share
capital of the Issuer, or when such holder has a substantial interest, this substantial interest forms part
of the business assets of the holder. For the purposes of this clause, a substantial interest is generally
present if a corporation directly or indirectly, owns or has certain other rights to acquire, shares
constituting five per cent or more of the Issuers aggregate issued share capital or, if the Issuer has
several classes of shares, of the issued share capital of any class of shares or, if the Issuer has issued
profit certificates, of profit certificates entitling him to at least five per cent of the annual profit or to
at least five per cent of the liquidation proceeds.

An individual being a Noteholder, will not be subject to any Netherlands taxes on income or capital gains
in respect of any payment under the Notes or in respect of any gain realized on the disposition or the redemption
of the Notes provided that the conditions as mentioned under the first, second and fourth bullet points above are
met and also provided that:

such individual Noteholder has not elected to be taxed as a resident of The Netherlands;

156
such individual Noteholder is not entitled to a share in the profit of an enterprise that has its place of
management in The Netherlands and to which enterprise the Notes are attributable, unless such profit
share arises out of employment or the holding of securities; and

such income or gain does not form income derived from employment or deemed employment and does
not form results from other activities performed in The Netherlands (resultaat uit overige
werkzaamheden) as defined in the Personal Income Tax Act 2001. The aforementioned definition
includes but is not limited to the case where such individual Noteholder, alone or together with his or
her partner (statutory defined term) or certain other related person, directly or indirectly, has a
substantial interest in the Issuer or in any other corporate entity resident in The Netherlands that is the
beneficiary of the proceeds of the Notes and for whose risk and account the Notes have been issued.
For the purposes of this clause, a substantial interest is generally present if such individual alone or
together with his spouse or partner or certain other related persons, as the case may be, directly or
indirectly, owns, or has certain other rights to acquire, shares constituting five per cent or more of a
companys aggregate issued share capital or, if a company has several classes of shares, of the issued
share capital of any class of shares or, if a company has issued profit certificates, of profit certificates
entitling him to at least five per cent of the annual profit or to at least five per cent of the liquidation
proceeds.

A Noteholder will not be subject to Netherlands taxation on income and capital gains merely by reason of
the execution, delivery and/or enforcement of the documents relating to this offering memorandum or the
performance by the Issuer of its obligations under the Notes.

Gift and Inheritance Taxes

No gift or inheritance taxes will arise in The Netherlands in respect of the acquisition or deemed acquisition
of Notes by way of gift by, or on the death of, an individual being Noteholder who is not a resident or not deemed
to be a resident of The Netherlands, provided that:

such Notes are not attributable to an enterprise that is, in whole or in part, carried on through a
permanent establishment or a permanent representative in The Netherlands and that is owned by the
donor or the deceased or in which the donor or the deceased has, at the time of the gift, or had, at the
time of his death or within one year prior to his or her death, an interest in;

such Notes are not attributable to the assets of an enterprise that has its place of management in The
Netherlands and the donor is or the deceased was, other than by way of securities or out of
employment, entitled to a share in the profits of that enterprise, at the time of the gift of the
aforementioned share or at the time of his death or within one year prior to his or her death; and

in the case of a gift of Notes by an individual who at the date of the gift was neither a resident or
deemed to be a resident of The Netherlands, such individual Note holder does not die within 180 days
after the date of the gift, while at the time of his or her death being a resident or deemed to be a resident
of The Netherlands.

Other Taxes and Duties

There are no registration taxes, stamp duties, capital taxes, transfer taxes, sales taxes, value added taxes or
other taxes, levies, imposts or charges of a similar nature of The Netherlands or any political subdivision or taxing
authority thereof or therein, payable on or in connection with execution, performance or enforcement of any
documents related to this offering or in connection with the arrangements contemplated thereby, or on the issue,
subscription, initial distribution, or the disposition and transfer of the Notes, other than value added tax on the fees
payable for services which are not expressly exempt from Netherlands value added tax, such as management,
administrative and similar activities, safekeeping of the Notes and the handling and verifying of documents.

Exchange of Information

The International Assistance in the Levying of Taxes Act implements the EU Directive on the Taxation of
Savings Income. This Act directs that bodies that are established in The Netherlands and that pay interest to, or

157
that secure the payment of interest for the immediate benefit of, a beneficial owner that is a resident of another
EU Member State or designated jurisdiction must verify the identity and place of residence of the individuals
concerned. This obligation does not exist if the interest is paid via a paying agent that is a resident of a country
outside the European Union or that is a resident of an EU Member State provided, in the latter case, that one of
the following conditions is met:

the agent is a legal person, with exception of the legal persons mentioned in article 4 paragraph 5 of
Directive 2003/48/EC;

the agents profits are taxed under the general arrangements for business taxation; or

the agent is a UCITS recognized in accordance with Directive 85/611/EEC.

Indonesian Taxation

The following discussion is a summary with respect to taxes imposed by the Government. The summary
does not address any laws other than the tax laws of Indonesia in force and as they are applied in practice as of
the date of this offering memorandum.

General

Resident taxpayers, individual or corporate, are subject to income tax in Indonesia. Subject to the provisions
of any applicable agreement for the avoidance of double taxation (a tax treaty), non-resident taxpayers, namely
individuals or corporations not domiciled or established in Indonesia, which derive income sourced in Indonesia
from, among other things, the sale or transfer of assets situated in Indonesia, services performed in or outside
Indonesia or interest, royalties or dividends from Indonesia, are subject to a withholding tax on that income at the
rate of 20.0%, as long as the income is not effectively connected with a permanent establishment of such
individuals or corporations in Indonesia. As of January 1, 2010, if the income is effectively connected with a
permanent establishment in Indonesia, the income is subject to income tax up to a maximum rate of 30.0% for
individuals or 25.0% for corporations. With regard to asset sales or transfers, withholding tax is imposed on the
estimated net income. There are implementing regulations to impose tax on sales of unlisted shares of Indonesian
corporations.

Withholding Tax

Payments of principal under the Notes are not subject to withholding tax, but interest payments under the
Intercompany Loan sourced from Indonesia are subject to withholding tax. The amount of any payment (or
accruals) by the Parent Guarantor under the Parent Guarantee attributable to interest payable on the Notes will be
subject to withholding tax in Indonesia at the statutory rate of 20% or the relevant reduced rate under an applicable
tax treaty if the payment is made to a non-resident taxpayer, and to withholding tax at the rate of 15% if it is made
to another resident taxpayer (other than an Indonesian bank). In the case of non-resident taxpayers which do not
have a permanent establishment in Indonesia, the withholding tax is final and the effective rate of tax may be
reduced by virtue of a tax treaty provided the relevant certificate of residence is available and such non-resident
taxpayers are indeed the beneficial owners of such income.

Payments (or accruals) of interest made by the Parent Guarantor to Signal Capital with respect to the loans
from Signal Capital to the Parent Guarantor will be subject to withholding tax in Indonesia. As described above,
the statutory rate of such withholding is 20%. However, the Indo-Ned Tax Treaty between The Netherlands and
Indonesia provides for a reduced rate of withholding of 0%, provided that, among other things, the interest is paid
on loans with a term of more than two years and the recipient is the beneficial owner of the interest.

In relation to the Indo-Ned Tax Treaty, the Indonesian Tax Authority (the ITA) issued circular
SE-17/PJ/2005 on June 1, 2005 (the June 2005 Tax Circular) which states that until the mode of application
for withholding tax exemption is agreed by the Government of Indonesia and the Government of The Netherlands,
any interest payment made by an Indonesian tax resident to a Dutch tax resident will be subject to 10%
withholding tax.

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On August 22, 2008, the ITA issued circular SE-03/PJ.03/2008 (the August 2008 Tax Circular), which
addressed the issue of beneficial ownership of certain types of income paid to residents of treaty countries. Under
the August 2008 Tax Circular, Indonesian taxpayers are obligated to deduct withholding tax on income paid to
non-resident taxpayers in the form of dividends, interest and royalties and must ensure that:

the Certificate of Residence of the non-resident taxpayers receiving such income is available as
evidence that they are tax residents of the respective country; and

the non-resident is the true owner of such income and is fully entitled to the direct benefit of such
income (or commonly known as the beneficial owner).

The circular does not mention any specific documents required to prove that the non-resident is the
beneficial owner.

According to the New Income Tax Law that came into effect as of January 1, 2009, a beneficial owner is
defined as the person (an individual or a corporation) entitled to directly enjoy the benefits of such income. The
domicile country of the beneficial owner is determined on the basis of the actual residence of the individual or the
place of establishment of the corporation (i.e., the country where the owners are domiciled or where the
shareholders representing more than 50% of the total interest are domiciled or where the effective management
is located).

Subsequently, the Indonesian Directorate General of Taxation issued the November 2009 Tax Regulations,
which came into effect on January 1, 2010. The November 2009 Tax Regulations revoke and replace the June 2005
Tax Circular and the August 2008 Tax Circular, and relate, among other things, to the application of tax treaty
benefits. Under the November 2009 Tax Regulations, if it is determined that:

an income recipient is not the beneficial owner of the income (e.g., the income recipient is merely an
agent or a nominee or a conduit company);

a transaction does not have economic substance and is structured with the sole purpose of enjoying
tax treaty benefits; or

a transaction is structured such that the legal form is at variance with the economic substance for the
sole purpose of enjoying tax treaty benefits,

a taxpayers entitlement to withholding tax benefits under an applicable tax treaty will be voided and the 20%
statutory withholding tax rate will be applied.

Under the November 2009 Tax Regulations, a company can avoid such an adverse determination and qualify
for benefits allowed under applicable tax treaties if they are able to satisfy all of the following requirements (the
Six Requirements):

the companys incorporation and transactions are not merely aimed at enjoying tax treaty benefits;

the management of the company has genuine decision-making authority;

the company has actual employees;

the company is engaged in genuine business activities;

any revenue sourced in Indonesia is subject to tax in the country where the recipient of the income is
located; and

the company does not use more than 50% of its total income to fulfill obligations to other parties.

For a tax treaty to apply, the foreign income recipient will be required to provide the Indonesian payor of
the income with a valid Certificate of Residence. Based on the November 2009 Tax Regulations and ITA Circular
No. SE-114/PJ/2009, Signal Capital will be required to provide a Certificate of Residence in the form of
DGT-Form #1. The first page of DGT-Form #1 needs to be certified by a competent tax authority from the foreign

159
income recipients country of residence to confirm that the foreign income recipient is a tax resident of the
certifying country. The second page of DGT-Form #1 requires the foreign income recipient to confirm that it
satisfies the Six Requirements, as well as to provide details on the amounts and types of income. The second page
does not require any certification by a competent tax authority. See Risk FactorsRisks Relating to
IndonesiaThe Indonesia- Netherlands tax treaty may be applied in a manner adverse to Cikarang Listrindos
interests.

Taxes on Capital Gains

Non-resident individuals and corporations without a permanent establishment in Indonesia will not be
subject to Indonesian income or withholding tax on any gain derived from the sale or other disposal of Notes to
a non-resident individual or corporation without a permanent establishment in Indonesia.

Under Government Regulation No. 16/2009, which took effect on January 1, 2009 (Tax Regulation No.
16), however, non-resident individuals and corporations without a permanent establishment in Indonesia may be
subject to Indonesian withholding tax on any gain derived from the sale or other disposal of Notes to an Indonesian
resident individual or corporation, including any purchase of the Notes by the Parent Guarantor. Under Tax
Regulation No. 16, gain on such sales would be subject to Indonesian withholding tax because it would be deemed
to be Indonesian-sourced interest. Therefore, any gain from the sale of Notes to an Indonesian tax resident by an
investor that is not an Indonesian tax resident where the transaction is conducted through a securities company,
dealer or bank in Indonesia (either as intermediary or buyer), will be subject to the 20% Indonesian withholding
tax normally applicable to Indonesian-sourced interest. However, if the non-resident investor is a tax resident of
a country that has signed a tax treaty with Indonesia, relief from the imposition of such withholding tax may be
available to the extent that the relevant treaty treats the gain as gain that is taxable only by the country in which
the investor is resident for tax purposes, rather than treating the gain as interest. Non-resident investors should
consult their own tax advisors regarding the application of Indonesian withholding tax on any gain on the sale or
other disposal of Notes.

Other Indonesian Taxes

There are no Indonesian estate, inheritance, succession, or gift taxes generally applicable to the acquisition,
ownership or disposition of the Notes. There are no Indonesian stamp, issue, registration or similar taxes or duties
payable by the Noteholders as a result of their holding of the Notes.

The above summary is not intended to constitute a complete analysis of all tax consequences relating to the
ownership of the Notes. Prospective purchasers of the Notes should consult their own tax advisors concerning the
tax consequences of their particular situations.

United States Federal Income Taxation

TO ENSURE COMPLIANCE WITH INTERNAL REVENUE SERVICE CIRCULAR 230,


PROSPECTIVE INVESTORS ARE HEREBY NOTIFIED THAT: (A) ANY DISCUSSION OF FEDERAL
TAX ISSUES CONTAINED OR REFERRED TO IN THIS OFFERING MEMORANDUM IS NOT
INTENDED OR WRITTEN TO BE USED, AND CANNOT BE USED BY PROSPECTIVE INVESTORS
FOR THE PURPOSE OF AVOIDING PENALTIES THAT MAY BE IMPOSED ON THEM UNDER THE
INTERNAL REVENUE CODE; (B) SUCH DISCUSSION IS BEING USED IN CONNECTION WITH
THE PROMOTION OR MARKETING OF THE TRANSACTIONS OR MATTERS ADDRESSED
HEREIN; AND (C) PROSPECTIVE INVESTORS SHOULD SEEK ADVICE BASED ON THEIR
PARTICULAR CIRCUMSTANCES FROM AN INDEPENDENT TAX ADVISOR.

The following discussion is a summary of certain U.S. federal income tax considerations relevant to the
purchase, ownership, and disposition of the Notes by U.S. Holders (as defined below) who purchase Notes in this
offering at the issue price within the meaning of Section 1273 of the Internal Revenue Code of 1986, as amended
(the Code), and who hold the Notes as capital assets within the meaning of Section 1221 of the Code. This
discussion is based on existing provisions of the Code and U.S. Treasury Regulations, rulings and judicial
decisions, which are subject to change or differing interpretation, possibly with retroactive effect. The discussion
is not a complete description of all the tax considerations that may be relevant to a particular holder. It does not

160
address the tax treatment of investors subject to special rules, such as banks, insurance companies, investors liable
for the alternative minimum tax, tax-exempt organizations, dealers in securities or currencies, traders that elect
mark-to-market treatment, investors that will hold the Notes as part of straddles, hedging transactions or
conversion transactions for U.S. federal tax purposes or investors where functional currency is not the U.S. Dollar.

U.S. Holders

A U.S. Holder means a beneficial owner of Notes that is:

(i) an individual who is a citizen or resident of the United States for U.S. federal income tax purposes;

(ii) a corporation or other business entity taxable as a corporation created or organized under the laws of
the United States, any State thereof or the District of Columbia;

(iii) an estate the income of which is subject to U.S. federal income tax without regard to its source; or

(iv) a trust if (a) a court within the United States is able to exercise primary supervision over the
administration of the trust and one or more U.S. persons have the authority to control all substantial
decisions of the trust or (b) it has a valid election in effect under applicable U.S. Treasury regulations
to be treated as a U.S. person.

If a partnership (including any entity treated as a partnership for U.S. federal income tax purposes) holds
the Notes, the tax treatment of a partner will generally depend on the status of the partner and the activities of the
partnership. Such partner should consult its tax advisor as to the tax consequences of the purchase, ownership and
disposition of the Notes.

Interest and Additional Amounts

The gross amount of interest (including any Indonesian or Dutch taxes withheld from payments to a U.S.
Holder under the Notes) and Additional Amounts, if any, received by a U.S. Holder with respect to the Notes will
be includible in taxable income as ordinary interest income at the time it is received or accrued in accordance with
the U.S. Holders method of tax accounting. Such interest will constitute income from sources outside the United
States for foreign tax credit purposes, and generally will constitute passive category income or, in the case of
certain U.S. Holders, general category income for purposes of computing the U.S. Holders foreign tax credit
allowable under U.S. federal income tax laws. The rules relating to foreign tax credits and the timing thereof are
complex and U.S. Holders should consult their own tax advisors regarding the availability of a foreign tax credit
and the application of the foreign tax credit limitations to their particular situation.

Taxation of the Sale, Exchange, Retirement, or Other Disposition of a Note; Partial Principal Payments

Upon the sale, exchange, retirement, or other disposition of a Note, a U.S. Holder generally will recognize
gain or loss equal to the difference between the amount realized on such disposition (less any accrued interest
which will be taxable as ordinary interest income as described above), and the U.S. Holders tax basis in such Note
(generally the cost of such Note to such U.S. Holder, reduced by the amount of any prior principal payments on
the Note). Gain or loss recognized by a U.S. Holder generally will be long-term capital gain or loss if the U.S.
Holder has held the Note for more than one year at the time of disposition. A U.S. Holder generally will not
recognize any gain or loss upon receipt of a partial principal payment prior to the maturity of a Note, but such U.S.
Holders basis in the Note generally will be reduced by the amount of the payment, as noted above. Long-term
capital gain recognized by certain non-corporate U.S. Holders, including individuals, currently is eligible for
reduced rates of taxation. The deductibility of capital losses is subject to limitations. Gain or loss realized by a U.S.
Holder on the sale, exchange, retirement, or other disposition of a Note generally will be treated as U.S. source
gain or loss for foreign tax credit purposes.

Accordingly, if any Indonesian taxes are imposed a U.S. Holders gain with respect to the sale or other
disposition of a Note, as described under Indonesian TaxationTaxes on Capital Gains, a U.S. Holder may
not be able to claim a foreign tax credit for such gain unless the U.S. Holder has sufficient other income from
sources outside the United States for the year of the sale or other disposition. The rules relating to foreign tax
credits and the timing thereof are complex and U.S. Holders should consult their own tax advisors regarding the

161
availability of a foreign tax credit and the application of the foreign tax credit limitations to their particular
situation. If any Indonesian taxes are imposed on a U.S. Holders gain with respect to the sale or other disposition
of a Note, the U.S. Holder should also consult its own tax advisor regarding the availability of any benefits under
the income tax treaty between the United States and Indonesia and the process for obtaining such benefits,
including any refund of Indonesian taxes withheld on gain.

Information Reporting and Backup Withholding

Interest on the Notes, and payments of the proceeds of a sale of the Notes, that are paid within the United
States or through certain U.S. related financial intermediaries are subject to information reporting and may be
subject to backup withholding unless the U.S. holder (i) is a corporation or other exempt recipient or (ii) provides
its taxpayer identification number and meets certain certification requirements, or otherwise establishes an
exemption.

U.S. Holders should consult their tax advisors regarding their qualification for an exemption from backup
withholding and the procedures for obtaining such an exemption, if applicable. The backup withholding tax is not
an additional tax and taxpayers may claim a refund or may use amounts withheld as a credit against their U.S.
federal income tax liability as they timely provide certain information to the Internal Revenue Service.

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TRANSFER RESTRICTIONS

The Notes are subject to restrictions on transfer as summarized below. By purchasing Notes, you will be
deemed to have made the following acknowledgements, representations to and agreements with the Issuer, the
Parent Guarantor and the Initial Purchasers:

(1) You acknowledge that:

the Notes and the Parent Guarantee have not been and will not be registered under the Securities
Act or any other securities laws and are being offered for resale in transactions that do not
require registration under the Securities Act or any other securities laws; and

unless so registered, the Notes and the Parent Guarantee may not be offered, sold or otherwise
transferred except under an exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act or any other applicable securities laws, and in each case in
compliance with the conditions for transfer set forth in paragraph (5) below.

(2) You represent that you are not an affiliate (as defined in Rule 144 under the Securities Act) of the
Issuer or the Parent Guarantor, that you are not acting on behalf of the Issuer or the Parent Guarantor
and that either:

you are a qualified institutional buyer (as defined in Rule 144A) and are purchasing the Notes
for your own account or for the account of another qualified institutional buyer, and you are
aware that the Initial Purchasers are selling the Notes to you in reliance on Rule 144A; or

you are not a U.S. person (as defined in Regulation S under the Securities Act) or purchasing
for the account or benefit of a U.S. person, other than a distributor, and you are purchasing the
Notes in an offshore transaction in accordance with Regulation S.

(3) You acknowledge that none of the Issuer, the Parent Guarantor and the Initial Purchasers or any person
representing the Issuer, the Parent Guarantor or the Initial Purchasers has made any representation to
you with respect to the Issuer, the Parent Guarantor or the offering of the Notes, other than the
information contained in this offering memorandum. You represent that you are relying only on this
offering memorandum in making your investment decision with respect to the Notes. You agree that
you have had access to such financial and other information concerning the Issuer and the Parent
Guarantor and the Notes as you have deemed necessary in connection with your decision to purchase
Notes, including an opportunity to ask questions of and request information from the Issuer and the
Parent Guarantor.

(4) You represent that you are purchasing Notes for your own account, or for one or more investor
accounts for which you are acting as a fiduciary or agent, in each case not with a view to, or for offer
or sale in connection with, any distribution of the Notes in violation of the Securities Act, subject to
any requirement of law that the disposition of your property or the property of that investor account
or accounts be at all times within your or their control and subject to your or their ability to resell the
Notes pursuant to Rule 144A or any other available exemption from registration under the Securities
Act.

(5) You agree on your own behalf and on behalf of any investor account for which you are purchasing
Notes, and each subsequent holder of the Notes by its acceptance of the Notes will agree, that until
the end of the Resale Restriction Period (as defined below), the Notes may be offered, sold or
otherwise transferred only:

(a) to the Issuer, the Parent Guarantor or any of their respective affiliates;

(b) to a person the seller reasonably believes is a qualified institutional buyer purchasing for its own
account or for the account of another qualified institutional buyer in compliance with Rule
144A;

163
(c) outside the United States in an offshore transaction in compliance with Rules 903 or 904 under
the Securities Act;

(d) pursuant to the exemption from registration provided by Rule 144 under the Securities Act (if
available); or

(e) pursuant to an effective registration statement under the Securities Act.

You also acknowledge that:

the above restrictions on resale will apply from the closing date until the date that is one year
(or such shorter period of time that may be permitted by Rule 144) (in the case of Rule 144A
Notes) or 40 days (in the case of Regulation S Notes) after the later of the closing date and the
last date that the Issuer, the Parent Guarantor or any of their respective affiliates was the owner
of the Notes or any predecessor of the Notes (the Resale Restriction Period), and will not
apply after the applicable Resale Restriction Period ends;

the Issuer and the Trustee reserve the right to require in connection with any offer, sale or other
transfer of Notes under clause (d) above the delivery of an opinion of counsel, certifications and
other information satisfactory to the Issuer and the Trustee; and

each Note will contain a legend substantially to the following effect:

THIS NOTE AND THE PARENT GUARANTEE RELATED TO THIS NOTE HAVE
NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED (THE SECURITIES ACT) AND, ACCORDINGLY, THIS NOTE MAY
NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN
THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S.
PERSONS, EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS
ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER
(1) REPRESENTS THAT (A) IT IS A QUALIFIED INSTITUTIONAL BUYER (AS
DEFINED IN RULE 144A UNDER THE SECURITIES ACT) (A QIB) OR (B) IT IS
NOT A U.S. PERSON, IS NOT ACQUIRING THIS NOTE FOR THE ACCOUNT OR
BENEFIT OF A U.S. PERSON AND IS ACQUIRING THIS NOTE IN AN OFFSHORE
TRANSACTION IN COMPLIANCE WITH REGULATION S UNDER THE
SECURITIES ACT, (2) AGREES THAT IT WILL NOT, PRIOR TO THE DATE THAT
IS [IN THE CASE OF NOTES INITIALLY SOLD IN RELIANCE ON RULE 144A: ONE
YEAR (OR SUCH SHORTER PERIOD OF TIME THAT MAY BE PERMITTED BY
RULE 144 UNDER THE SECURITIES ACT AS IN EFFECT ON THE DATE OF THE
TRANSFER OF THIS NOTE)] [IN THE CASE OF NOTES INITIALLY SOLD IN
RELIANCE ON REGULATION S: 40 DAYS] AFTER THE LATER OF THE ORIGINAL
ISSUE DATE HEREOF AND THE LAST DATE THAT THE ISSUER, THE PARENT
GUARANTOR OR ANY OF THEIR RESPECTIVE AFFILIATES WAS THE OWNER
OF THE NOTES OR ANY PREDECESSOR OF THE NOTES, RESELL OR
OTHERWISE TRANSFER THIS NOTE EXCEPT (A) TO THE ISSUER, THE PARENT
GUARANTOR OR ANY OF THEIR RESPECTIVE AFFILIATES, (B) TO A PERSON
WHOM THE HOLDER REASONABLY BELIEVES IS A QIB PURCHASING FOR ITS
OWN ACCOUNT OR FOR THE ACCOUNT OF A QIB IN COMPLIANCE WITH RULE
144A UNDER THE SECURITIES ACT, (C) OUTSIDE THE UNITED STATES IN AN
OFFSHORE TRANSACTION IN COMPLIANCE WITH RULES 903 OR 904 UNDER
THE SECURITIES ACT, (D) PURSUANT TO THE EXEMPTION FROM
REGISTRATION PROVIDED BY RULE 144 UNDER THE SECURITIES ACT (IF
AVAILABLE), OR (E) PURSUANT TO AN EFFECTIVE REGISTRATION
STATEMENT UNDER THE SECURITIES ACT AND, IN EACH CASE, IN
ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS, AND (3) AGREES
THAT IT WILL DELIVER TO EACH PERSON TO WHOM THIS NOTE OR AN
INTEREST HEREIN IS TRANSFERRED A NOTICE SUBSTANTIALLY TO THE

164
EFFECT OF THIS LEGEND. IN CONNECTION WITH ANY TRANSFER OF THIS
NOTE OR ANY INTEREST HEREIN WITHIN THE TIME PERIOD REFERRED TO
ABOVE, THE HOLDER MUST CHECK THE APPROPRIATE BOX SET FORTH ON
THE REVERSE HEREOF RELATING TO THE MANNER OF SUCH TRANSFER AND
SUBMIT THIS CERTIFICATE TO THE TRUSTEE. AS USED HEREIN, THE TERMS
OFFSHORE TRANSACTION, UNITED STATES AND U.S. PERSON HAVE THE
MEANINGS GIVEN TO THEM BY RULE 902 OF REGULATION S UNDER THE
SECURITIES ACT. THE INDENTURE CONTAINS A PROVISION REQUIRING THE
TRUSTEE TO REFUSE TO REGISTER ANY TRANSFER OF THIS NOTE IN
VIOLATION OF THE FOREGOING RESTRICTIONS. THIS LEGEND WILL BE
REMOVED UPON THE REQUEST OF THE HOLDER AFTER THE DATE THE
APPLICABLE RESALE RESTRICTIONS TERMINATE.

(6) You acknowledge, understand and agree that: (a) you will, and each subsequent purchaser is required
to, notify any subsequent purchaser of the Notes from you of the resale restrictions referred to in (5)
above; and (b) no representation can be made as to the availability of any exemption provided by Rule
144 under the Securities Act for resale of the Notes.

(7) You acknowledge that this offering memorandum has not been and will not be registered as a
prospectus with the Monetary Authority of Singapore. Accordingly, you represent and warrant that you
have not offered or sold any Notes or caused the Notes to be made the subject of an invitation for
subscription or purchase and will not offer or sell any Notes or cause the Notes to be made the subject
of an invitation for subscription or purchase, and have not circulated or distributed, nor will it circulate
or distribute, this offering memorandum or any other document or material in connection with the
offer or sale, or invitation for subscription or purchase, of the Notes, whether directly or indirectly, to
persons in Singapore other than (i) to an institutional investor under Section 274 of the SFA, (ii) to
a relevant person pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A)
of the SFA, and in accordance with the conditions specified in Section 275 of the SFA, or (iii)
otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the
SFA.

(8) You acknowledge that the Issuer, the Parent Guarantor, the Initial Purchasers and others will rely upon
the truth and accuracy of the above acknowledgments, representations and agreements. You agree that
if any of the acknowledgments, representations or agreements you are deemed to have made by your
purchase of Notes is no longer accurate, you will promptly notify the Issuer, the Parent Guarantor and
the Initial Purchasers. If you are purchasing any Notes as a fiduciary or agent for one or more investor
accounts, you represent that you have sole investment discretion with respect to each of those accounts
and that you have full power to make the above acknowledgments, representations and agreements on
behalf of each account.

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PLAN OF DISTRIBUTION

Barclays Bank PLC and Credit Suisse Securities (Europe) Limited are acting as joint bookrunners of the
offering of Notes. Subject to the terms and conditions stated in the purchase agreement dated the date of this
offering memorandum (the Purchase Agreement), each Initial Purchaser named below has severally agreed to
purchase, and Listrindo Capital B.V. has agreed to sell to each such Initial Purchaser, the principal amount of the
Notes set forth opposite the name of such Initial Purchaser.

Initial Purchaser Principal Amount

Barclays Bank PLC .................................................................................................. US$150,000,000


Credit Suisse Securities (Europe) Limited ............................................................... 150,000,000
Total ....................................................................................................................... US$300,000,000

The Purchase Agreement provides that the obligations of the Initial Purchasers to purchase the Notes are
subject to approval of certain legal matters by counsel and to certain other conditions. The Initial Purchasers must
purchase all of the Notes if they purchase any of the Notes. The initial offering price is set forth on the cover page
of this offering memorandum. After the Notes are released for sale, the Initial Purchasers may change the offering
price and other selling terms. The Initial Purchasers reserve the right to withdraw, cancel or modify offers to
investors and to reject orders in whole or in part. Delivery of the Notes is expected to occur on or about January
29, 2010.

The Issuer and the Parent Guarantor have agreed to indemnify the Initial Purchasers against certain
liabilities, including liabilities under the Securities Act, or to contribute to payments that the Initial Purchasers may
be required to make in respect of any of such liabilities.

The Issuer and the Parent Guarantor have been advised that the Initial Purchasers propose to resell the Notes
at the offering price set forth on the cover page of this offering memorandum within the United States, through
their respective U.S. broker-dealer affiliates, to qualified institutional buyers (as defined in Rule 144A) in reliance
on Rule 144A and outside the United States in offshore transactions in reliance on Regulation S. See Transfer
Restrictions.

The Issuer and the Parent Guarantor have agreed not to, for a period of 180 days after the date of this
offering memorandum (i) offer for sale, sell, or otherwise dispose of (or enter into any transaction or device that
is designed to, or would be expected to, result in the disposition by any person at any time in the future of) any
debt securities substantially similar to the Notes or securities convertible into or exchangeable for such debt
securities, or sell or grant options, rights or warrants with respect to such debt securities or securities convertible
into or exchangeable for such debt securities, (ii) enter into any swap or other derivatives transaction that transfers
to another, in whole or in part, any of the economic benefits or risks of ownership of such debt securities, (iii) file
or cause to be filed a registration statement, including any amendments, with respect to the registration of debt
securities substantially similar to the Notes or securities convertible, exercisable or exchangeable into debt
securities or (iv) publicly announce an offering of any debt securities substantially similar to the Notes or securities
convertible or exchangeable into such debt securities, in each case without the prior written consent of the Initial
Purchasers.

The Notes have not been registered under the Securities Act and, unless so registered, may not be offered
or sold within the United States except in certain transactions exempt from, or not subject to, the registration
requirements of the Securities Act. See Transfer Restrictions.

In addition, until 40 days after the commencement of this offering, an offer or sale of Notes within the
United States by a dealer, whether or not it is participating in this offering, may violate the registration
requirements of the Securities Act if such offer or sale is made otherwise than in accordance with Rule 144A or
pursuant to another registration exemption under the Securities Act.

The Notes will constitute a new class of securities with no established trading market. Approval-in-principle
has been received for the listing of the Notes on the SGX-ST. The offering and settlement of the Notes is not
conditioned upon obtaining the listing. The Issuer does not intend to apply for listing or quotation of the Notes

166
on any national securities exchange in the United States or through Nasdaq. However, there can be no assurance
that the prices at which the Notes will sell in the market after this offering will not be lower than the initial offering
price or that an active trading market for the Notes after the completion of the offering will develop and continue
after this offering. The Initial Purchasers have advised us that they currently intend to make a market in the Notes.
However, they are not obligated to do so and may discontinue any market-making activities with respect to the
Notes at any time without notice. In addition, market-making activity will be subject to the limits imposed by
applicable law. Accordingly, there can be no assurance that the trading market for the Notes will have any liquidity.

In connection with this offering, Barclays Bank PLC, as stabilizing manager, or any person acting for it, may
purchase and sell Notes in the open market. These transactions may, to the extent permitted by law, include short
sales, stabilizing transactions and purchases to cover positions created by short sales. Short sales involve the sale
of a greater amount of Notes than the Initial Purchasers are required to purchase in this offering. Stabilizing
transactions consist of certain bids or purchases for the purpose of preventing or retarding a decline in the market
price of the Notes while this offering is in progress. These activities, to the extent permitted by law, may stabilize,
maintain or otherwise affect the market price of the Notes. These activities may be conducted in the
over-the-counter market or otherwise. As a result, the price of the Notes may be higher than the price that
otherwise might exist in the open market. If these activities are commenced, they may be discontinued at any time
and must in any event be brought to an end after a limited time. These activities will be undertaken solely for the
account of Barclays Bank PLC, as stabilizing manager, and not for and on behalf of the Issuer.

The Initial Purchasers may, from time to time, engage in transactions with and perform services for the
Issuer or the Parent Guarantor in the ordinary course of their business.

Delivery of the Notes is expected on or about January 29, 2010 which is the fifth business day following
the date of this offering memorandum (such settlement cycle being referred to as T+5). Under Rule 15c6-1
under the Exchange Act, trades in the secondary market generally are required to settle in three business days,
unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes
on the date of pricing or the next succeeding business day will be required, because the Notes initially will settle
in T+5, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement.
Purchasers who wish to trade the Notes on the pricing date or the next succeeding business day should consult
their own advisors.

Selling Restrictions

General

No action has been taken or will be taken in any jurisdiction by the Issuer, the Parent Guarantor or the Initial
Purchasers that would permit a public offering of Notes, or the possession, circulation or distribution of this
offering memorandum or any other material relating to the Notes or this offering, in any jurisdiction where action
for that purpose is required. Accordingly, the Notes may not be offered or sold, directly or indirectly, and neither
this offering memorandum nor such other material may be distributed or published, in or from any country or
jurisdiction except in compliance with any applicable rules and regulations of such country or jurisdiction.

United States

The Notes have not been and will not be registered under the Securities Act and may not be offered or sold
within the United States or to U.S. persons except in transactions exempt from, or not subject to, the registration
requirements of the Securities Act and applicable state securities laws. In addition, an offer or sale of Notes within
the United States by a dealer (whether or not participating in this offering) may violate the registration
requirements of the Securities Act if such offer or sale is made otherwise than in accordance with Rule 144A.

The Initial Purchasers, through their respective affiliates acting as selling agents, where applicable, propose
to offer the Notes to non-U.S. persons in offshore transactions in reliance on Regulation S and in accordance with
applicable law and propose to offer the Notes to qualified institutional buyers in the United States pursuant to Rule
144A. Each Initial Purchaser has severally represented and agreed that, except as permitted under the Purchase

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Agreement, it will not offer, sell or deliver the Notes within the United States. Any offer or sale of the Notes in
the United States in reliance on Rule 144A will be made by broker-dealers who are registered as such under the
Exchange Act. Terms used in this paragraph have the meanings given to them by Regulation S. Transfer of the
Notes will be restricted as described under Transfer Restrictions.

United Kingdom

Each Initial Purchaser has severally represented and agreed that:

a. it has only communicated or caused to be communicated and will only communicate or cause to be
communicated an invitation or inducement to engage in investment activity (within the meaning of
Section 21 of the Financial Services and Markets Act of 2000 (the FSMA)) received by it in
connection with the issue or sale of the Notes in circumstances in which Section 21(1) of the FSMA
does not apply to the Issuer; and

b. it has complied and will comply with all applicable provisions of the FSMA with respect to anything
done by it in relation to the Notes in, from or otherwise involving the United Kingdom.

Hong Kong

Each Initial Purchaser has severally represented and agreed that: (i) it has not offered or sold and will not
offer or sell in Hong Kong, by means of any document, any Notes other than (a) to professional investors as
defined in the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made under that
Ordinance; or (b) in other circumstances which do not result in the document being a prospectus as defined in
the Companies Ordinance (Cap. 32) of Hong Kong or which do not constitute an offer to the public within the
meaning of that Ordinance; and (ii) it has not issued or had in its possession for the purposes of issue, and will
not issue or have in its possession for the purposes of issue, whether in Hong Kong or elsewhere, any
advertisement, invitation or document relating to the Notes, which is directed at, or the contents of which are likely
to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong
Kong) other than with respect to the Notes which are or are intended to be disposed of only to persons outside
Hong Kong or only to professional investors as defined in the Securities and Futures Ordinance and any rules
made under that Ordinance.

Singapore

Each Initial Purchaser has severally acknowledged that this offering memorandum has not been and will not
be registered as a prospectus with the Monetary Authority of Singapore under the Securities and Futures Act,
Chapter 289 of Singapore (the SFA). Accordingly, each Initial Purchaser has severally represented and agreed
that it has not offered or sold any Notes or caused the Notes to be made the subject of an invitation for subscription
or purchase, nor will it offer or sell the Notes or cause the Notes to be made the subject of an invitation for
subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, this offering
memorandum or any other document or material in connection with the offer or sale or invitation for subscription
or purchase of the Notes, whether directly or indirectly, to persons in Singapore other than (i) to an institutional
investor pursuant to Section 274 of the SFA, (ii) to a relevant person, or any person pursuant to Section 275(1A)
of the SFA, and in accordance with the conditions specified in Section 275 of the SFA or (iii) pursuant to, and in
accordance with the conditions of, any other applicable provision of the SFA.

Each of the following relevant persons specified in Section 275 of the SFA which has subscribed or
purchased Notes, namely a person who is:

a. a corporation (which is not an accredited investor) the sole business of which is to hold investments
and the entire share capital of which is owned by one or more individuals, each of whom is an
accredited investor; or

b. a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and
each beneficiary is an individual who is an accredited investor,

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should note that shares, debentures and units of shares and debentures of that corporation or the beneficiaries
rights and interest in that trust shall not be transferable for six months after that corporation or that trust has
acquired the Notes under Section 275 of the SFA except:

a. to an institutional investor under Section 274 of the SFA or to a relevant person, or to any person
pursuant to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section
275 of the SFA;

b. where no consideration is or will be given for the transfer; or

c. by operation of law.

Indonesia

The offering of Notes is not registered under the Indonesian Capital Market Law and its implementing
regulations, and is not intended to become a public offering of securities under the Indonesian Capital Market Law
and its implementing regulations. Accordingly:

a. this offering memorandum may not be distributed within Indonesia or to persons who are citizens of
Indonesia (wherever they are domiciled or located) or entities or residents in Indonesia; and/or

b. the Notes may not be offered or sold, directly or indirectly, within Indonesia or to Indonesian citizens
(wherever they are domiciled or located), entities or residents,

in any manner which constitutes a public offering of securities under the Indonesian Capital Market Law and its
implementing regulations.

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RATINGS

The Notes have been rated BB- by Standard & Poors Ratings Group, Inc. and Ba2 by Moodys
Investors Services, Inc. The ratings reflect the rating agencies assessment of the likelihood of timely payment of
the principal of and interest on the Notes. The ratings do not address the payment of any additional amounts and
do not constitute recommendations to purchase, hold or sell the Notes inasmuch as such ratings do not comment
as to market price or suitability for a particular investor. There can be no assurance that the ratings will remain
in effect for any given period or that the ratings will not be revised by such rating agencies in the future if in their
judgment circumstances so warrant. Each such rating should be evaluated independently of any other rating on the
Notes, on other securities of the Issuer or the Parent Guarantor, or on the Issuer or the Parent Guarantor.

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LEGAL MATTERS

Certain legal matters with respect to the Notes will be passed upon for the Issuer and the Parent Guarantor
by Shearman & Sterling LLP as to matters of United States federal and New York law and Makarim & Taira S.
as to matters of Indonesian law (excluding Indonesian tax law). Certain legal matters will be passed upon for the
Initial Purchasers by Davis Polk & Wardwell LLP as to matters of United States federal and New York law, and
Hiswara Bunjamin & Tandjung as to matters of Indonesian law. Certain legal matters have been passed upon in
connection with the offering of Notes by Linklaters LLP as to matters of Dutch law (excluding Dutch tax law).

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INDEPENDENT PUBLIC ACCOUNTANTS

The consolidated financial statements of Cikarang Listrindo as of and for the years ended December 31,
2006, 2007 and 2008 contained in this offering memorandum have been audited, in accordance with auditing
standards established by the IICPA by Purwantono, Sarwoko & Sandjaja (a member firm of Ernst & Young Global
Limited), independent public accountants, as stated in their report contained in this offering memorandum.

The unaudited interim consolidated financial statements of Cikarang Listrindo as of and for the ten months
ended October 31, 2008 and 2009 contained in this offering memorandum have been reviewed, in accordance with
SA 722, by Purwantono, Sarwoko & Sandjaja (a member firm of Ernst & Young Global Limited), independent
public accountants, as stated in their report contained in this offering memorandum. A review conducted in
accordance with SA 722 is substantially less in scope than an audit conducted in accordance with auditing
standards established by the IICPA and, as stated in their review report appearing in this offering memorandum,
Purwantono, Sarwoko & Sandjaja did not audit and do not express any opinion on the unaudited interim
consolidated financial statements included in this offering memorandum.

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SUMMARY OF CERTAIN SIGNIFICANT DIFFERENCES
BETWEEN INDONESIAN GAAP AND U.S. GAAP

The consolidated financial statements of Cikarang Listrindo and its subsidiaries (collectively referred to as
the Group) included in this offering memorandum are prepared and presented in accordance with Indonesian
GAAP, which differ in certain significant respects from U.S. GAAP. There can be no assurance that the
consolidated financial statements would not be materially different if prepared in accordance with U.S. GAAP.

Certain significant differences between Indonesian GAAP and U.S. GAAP applicable to the consolidated
financial statements of the Group are summarized below. The summary should not be construed to be exhaustive.
In making an investment decision, investors must rely upon their own examination of the Group, the terms of the
offering, and the financial information of the Group. Potential investors should consult their own professional
advisors for an understanding of the differences between Indonesian GAAP and U.S. GAAP and how these
differences might affect the financial information herein. Additionally, no attempt has been made to identify all
disclosure, presentation, or classification differences that would affect the manner in which transactions and events
are presented in the consolidated financial statements or notes thereto. Furthermore, no attempt has been made to
identify future differences between Indonesian GAAP and U.S. GAAP as the result of prescribed changes in
accounting standards. Regulatory bodies that promulgate Indonesian GAAP and U.S. GAAP have significant
projects ongoing that could affect future comparisons such as this one. Finally, no attempt has been made to
identify all future differences between Indonesian GAAP and U.S. GAAP that may affect the consolidated
financial statements of the Group as a result of transactions or events that may occur in the future.

Consolidation

Under Indonesian GAAP, when a company owns, directly or indirectly through one or more subsidiaries,
more than 50 percent of the voting rights of another company, it should present consolidated financial statements.
A company that owns 50 percent or less of the voting rights of a company is required to prepare consolidated
financial statements if it can prove that control exists. Control is presumed to exist when the parent company owns,
directly or indirectly through subsidiaries, more than 50 percent of the voting rights of a company. When a
company owns 50 percent or less of the voting rights of another company, control exists when one of the following
conditions is met:

(i) having more than 50 percent of the voting rights by virtue of an agreement with other investors;

(ii) having the right to govern the financial and operating policies of the company under the articles of
association or an agreement;

(iii) having the ability to appoint or remove the majority of the members of management; and

(iv) having the ability to control the majority of votes at meetings of management.

Under Indonesian GAAP, a special purpose entity (SPE) will be consolidated if the substance of the
relationship between a company and the SPE indicates that the SPE is controlled by that company. Control may
exist through the predetermination of the activities of the SPE or otherwise. The application of the control concept
requires consideration of all relevant factors.

Under U.S. GAAP, consolidation generally is required when one of the companies in a group directly or
indirectly has a controlling financial interest in the other companies. The usual condition for controlling financial
interest is ownership of a majority of the voting interest and, therefore, as a general rule, ownership by one
company, directly or indirectly, of over 50 percent of the outstanding voting shares of another company is a
condition pointing towards consolidation. Consolidation of majority-owned subsidiaries is required in the
preparation of consolidated financial statements, unless control is likely to be temporary or if it does not rest with
the majority owner.

FASB Interpretation No. 46, Consolidation of Variable Interest Entities, as revised by FIN 46 (Revised
2003) (FIN 46(R)) further elaborates that an entity is to be considered for consolidation if the entity is a variable
interest entity (VIE). A company shall consolidate a VIE if that company has a variable interest (or combination
of variable interests) that will absorb a majority of the entitys expected losses, receive a majority of the entitys

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expected residual returns, or both. A company shall consider the rights and obligations conveyed by its variable
interests and the relationship of its variable interests with variable interests held by other parties to determine
whether its variable interests will absorb a majority of the VIEs expected losses, receive the majority of the VIEs
expected residual returns, or both. If one company will absorb a majority of a VIEs expected losses and another
company will receive a majority of that VIEs expected residual returns, the company absorbing a majority of the
losses shall consolidate the VIE. The company that consolidates a VIE is called the primary beneficiary of that
VIE.

Inventories

Under Indonesian GAAP, inventories are measured at the lower of cost or net realizable value. Net realizable
value is defined as the estimated selling price in the ordinary course of business less the estimated costs of
completion and the estimated costs necessary to make the sale.

Under Indonesian GAAP, prior to the issuance of the Indonesian Statement of Financial Accounting
Standards (Pernyataan Standar Akuntansi Keuangan or PSAK) No. 14 (Revised 2008), Inventories (PSAK
14(R)), which applies to financial statements relating to periods beginning on or after January 1, 2009, the cost
of inventory should be determined using either the first-in-first-out (FIFO) method, weighted average cost
method, or last-in-first-out (LIFO) method. Earlier application of PSAK 14(R) is permitted. Under PSAK 14(R),
the use of LIFO method in determining the cost of inventory is no longer permitted.

Under Indonesian GAAP, the amount of any reversal of any write-down of inventories, arising from an
increase in net realizable value, should be recognized as a reduction in the amount of inventories (i.e. an expense)
in the period in which the reversal occurs.

Under U.S. GAAP, inventories are carried at the lower of cost or market value. Market value is defined as
the current replacement cost (by purchase or by reproduction), provided that it meets both of the following
conditions: (i) market value shall not exceed net realizable value and (ii) market value shall not be less than net
realizable value reduced by an allowance for an approximately normal profit margin.

Under U.S. GAAP, the cost of inventory should be determined using either the FIFO method, average cost
method, or LIFO method.

Under U.S. GAAP, inventories that were previously written-down below cost cannot be reversed.

Land-Use Rights

In Indonesia, except for ownership rights (Hak Milik) granted to individuals, the title of the land rests with
the Government under the Basic Agrarian Law No. 5 of 1960. Land-use is accomplished through land rights
whereby the holder of the right enjoys the full use of the land for a stated period of time, subject to extensions.
Land rights are generally freely tradable and may be pledged as security under borrowing agreements. The
predominant practice is to capitalize the costs of acquired land rights and not to amortize these costs. Beginning
January 1, 1999, expenses associated with the acquisition of government permits to use the land should be
amortized over the period the holder is expected to retain such land rights.

Under U.S. GAAP, land-use rights are considered leases. Any premium paid for such rights represents
prepaid lease payments, which are amortized over the period the holder is expected to retain such land rights.

Capitalization of Borrowing Costs

Under Indonesian GAAP, foreign exchange losses (net of foreign exchange gains) on foreign currency
borrowings can be capitalized (to the extent that they are regarded as an adjustment to interest costs).

Under U.S. GAAP, foreign exchange losses (net of foreign exchange gains) on foreign currency borrowings
cannot be capitalized.

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Revaluation of Fixed Assets

Prior to the issuance of PSAK No. 16 (Revised 2007), Fixed Assets (PSAK 16(R)), which applies to
financial statements relating to periods beginning on or after January 1, 2008, Indonesian GAAP did not generally
allow companies to recognize an increase in the value of fixed assets that occurs subsequent to acquisition, other
than for revaluations made in accordance with specific government regulations.

PSAK 16(R) now permits fixed assets to be accounted for using either the cost model (which was the model
used before PSAK 16(R) became effective) or the revaluation model. Under the revaluation model, fixed assets,
the fair value of which can be reliably measured shall be recorded at a revalued amount, which is the fair value
as of the date of the revaluation, less the accumulated depreciation and accumulated impairment losses subsequent
to the revaluation date. If a fixed asset is revalued, then all fixed assets within the same category are also required
to be revalued.

Under U.S. GAAP, revaluation of fixed assets is not permitted.

Impairment of Long-Lived Assets

Under Indonesian GAAP, if indicators of impairment exist with respect to an asset, a determination should
be made as to whether the assets recoverable amount is less than its carrying amount. An assets recoverable
amount is the higher of net selling price or value in use. Where an assets recoverable amount is less than its
carrying amount, an impairment loss should be recognized in an amount equal to the excess of the carrying amount
over its recoverable amount. Carrying values are increased for subsequent recoveries of fair value, provided that
such increase does not exceed the original carrying value adjusted for depreciation.

Under U.S. GAAP, if indicators of impairment are present, a determination should be made as to whether
the sum of the estimated undiscounted future cash flows attributable to the long-lived asset in question is less than
its carrying amount. Where the sum of estimated undiscounted future cash flows is less than the assets carrying
amount, an impairment loss should be recognized in an amount equal to the excess of the carrying amount over
its fair value. Reversal of impairment loss is not permitted.

Leases

Under Indonesian GAAP, prior to the implementation of PSAK No. 30 (Revised 2007), Leases (PSAK
30R), which applies to financial statements relating to periods beginning on or after January 1, 2008, a lease
transaction is classified as a finance lease if it meets all of the criteria below: (i) the lessee has the option to
purchase the leased asset at the end of the lease period at a price agreed at the inception of the lease agreement,
(ii) the sum of periodic lease payments made by the lessee, plus the residual value will cover the acquisition price
of the leased capital goods and the related interest, which become the leasing enterprises profit (full payout
lease)and (iii) a minimum lease period of two years. If a lease transaction does not meet all such criteria, it is
classified as an operating lease.

Following the implementation of PSAK 30(R), the determination of whether an arrangement (for example,
office rental and equipment rental arrangements) is, or contains a lease, is based on: (i) the substance of the
arrangement at the date of inception, (ii) whether the fulfillment of the arrangement is dependent on the use of a
specific asset, and (iii) whether the arrangement conveys a right to use the asset. Leases that transfer substantially
to the lessee all the risks and rewards incidental to ownership of the leased item are classified as finance leases;
otherwise they shall be classified as operating leases.

Under U.S. GAAP, a lease can be classified as a capital lease or an operating lease. A lease is a capital lease
if it meets any one of the following criteria: (i) ownership is transferred to the lessee by the end of the lease term,
(ii) the lease contains a bargain purchase option, (iii) the lease term is at least 75 percent of the propertys
estimated remaining economic life or (iv) the present value of the minimum lease payments at the beginning of
the lease term is 90 percent or more of the fair value of the leased property to the lessor at date of inception, less
any related investment tax credit.

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Debt Issuance Costs

Indonesian GAAP requires debt issuance costs to be deducted directly from the proceeds of the related debt
to determine the net proceeds and such debt issuance costs are amortized over the term of such debt. However,
Indonesian GAAP does not specify the method to be used in amortizing such debt issuance costs.

Under U.S. GAAP, debt issuance costs should be capitalized and reported as deferred financing costs, and
are amortized using the effective interest method over the term of the related debt.

Debt Restructuring

Indonesian GAAP does not have a specific standard addressing debt modifications and extinguishments
other than those involving a troubled debt restructuring, which involves modification of terms and conditions of
the debt. Where the total future cash payments specified by the new terms of the debt (including payments
designated as interest and as face amount) are less than the carrying amount of the debt, the debtor shall reduce
the carrying amount of the debt to an amount equal to the total future cash payments specified by the new terms
and shall recognize a gain on restructuring of the debt equal to the amount of the reduction. Otherwise, no gain
or loss on restructuring shall be recognized.

Under U.S. GAAP, substantial modifications of existing debt and replacements of existing debt with new
debt are considered to be extinguishments of the old debt (with gains or losses recognized in current earnings)
while minor modifications (as defined) of existing debt are accounted for prospectively as yield adjustments.
When the interest rate on debt increases at a specified amount at periodic intervals over the life of the debt, the
periodic interest cost is determined using the interest method on the estimated outstanding term of the debt.

Employee Benefits

Under U.S. GAAP, prior to the issuance of FASB Statement No. 158, Employers Accounting for Defined
Benefit Pension and Other Postretirement Plans, an Amendment of FASB Statements No. 87, 88, 106, and 132(R)
(FAS 158) in October 2006, there were various standards under which employee benefit plans could be
accounted, depending on the nature of the plan and the types of benefits provided. Under U.S. GAAP, if the
accumulated benefit obligation is greater than the value of pension assets, then the minimum liability to be
reflected in the balance sheet is the unfunded accumulated pension liability. When an additional minimum liability
is required, an equal amount is recognized as an intangible asset up to the amount of any unrecognized prior
service cost or transitional liability, and thereafter directly in equity. Actuarial valuations should be as of a date
not earlier than three months before the date of the financial statements.

Following the issuance of FAS 158, U.S. GAAP requires an entity to: (i) recognize in its statement of
financial position an asset for a defined benefit post-retirement plans overfunded status or a liability for a plans
underfunded status, (ii) measure a defined benefit post-retirement plans assets and benefit obligations that
determine its funded status as of the end of the employers fiscal year and (iii) recognize changes in the funded
status of a defined benefit post-retirement plan in comprehensive income in the year in which the changes occur.
The requirement to recognize the funded status of a pension plan measured using the projected benefit obligation
in FAS 158 eliminates the need to recognize an additional minimum pension liability, which was previously
required. Furthermore, under FAS 158, the choice of using a measurement date other than the date of the
employers fiscal year-end statement of financial position is eliminated, and accordingly, an employer that
sponsors a post-retirement benefit plan is required to measure plan assets and benefit obligations as of the date of
the employers fiscal year-end statement of financial position, unless the plan is sponsored by a subsidiary or
investee that is accounted for using a different fiscal period than that of the parent or investor. In that case, the
entity is required to measure that subsidiary-investees plan assets and benefit obligations as of the same date used
to consolidate the subsidiary-investees statement of financial position. FAS 158 does not change the amount of
net periodic benefit cost included in net income or address the various measurement issues associated with
post-retirement benefit plan accounting. The requirement to recognize the funded status of a defined benefit
post-retirement plan and the disclosure requirements began to apply to financial statements related to fiscal years
ending after December 15, 2006 for public entities, and at the end of fiscal years ending after June 15, 2007 for
all other entities. The requirement to measure plan assets and benefit obligations as of the date of the employers
fiscal year-end statement of financial position began to apply to financial statements related to fiscal years ending
after December 15, 2008. Earlier application of the recognition or measurement date provisions is permitted.
However, early application must be for all of an employers benefit plans.

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Under Indonesian GAAP, the principles of the accounting for employee benefits are generally consistent
with U.S. GAAP, except for, among other things, the recognition of overfunded or underfunded status in the
statement of financial position.

Income Taxes

Under Indonesian GAAP, there is no specific accounting guidance for uncertainty in income taxes.

Under U.S. GAAP, for uncertain tax positions, FASB Interpretation No. 48, Accounting for Uncertainty in
Income Taxes, an Interpretation of FASB Statement No. 109, Accounting for Income Taxes (FIN 48), which
applies to financial statements related to fiscal years beginning after December 15, 2006, requires a two-step
process, separating recognition from measurement. A benefit is recognized when it is more likely than not to be
sustained based on the technical merits of the position. The amount of benefit to be recognized is based on the
largest amount of tax benefit that is more than 50 percent likely of being realized upon ultimate settlement.

Revenue Recognition

Under U.S. GAAP, revenue is generally measured by the exchange values of the assets (goods or services)
or liabilities involved, and recognition involves consideration of two factors: (a) whether revenue has been realized
or is realizable and (b) whether revenue has been earned. Revenue generally is realized or realizable and earned
when all of the following criteria are met: (i) persuasive evidence of an arrangement (i.e. a final understanding
between the parties as to the specific nature and terms of the agreed-upon transaction) exists, (ii) delivery has
occurred or services have been rendered, (iii) the sellers price to the buyer is fixed or determinable and (iv)
collectibility is reasonably assured. U.S. GAAP also addresses numerous issues related to revenue recognition,
including the effects of written agreements, consignment transactions, bill and hold transactions, the effects of
customer acceptance provisions, licensing arrangements, layaway programs, nonrefundable up-front fees, start-up
servicing fees, membership fees, contingent rent transactions, multiple element arrangements and what constitutes
a reasonable estimate of return, as well as gross versus net income statement presentation issues and disclosure
issues. Under U.S. GAAP, revenue from connection charges is deferred and recognized over the expected term of
the customer relationship.

Under Indonesian GAAP, revenue from the sale of goods or services should be recognized when all the
following conditions have been met: (i) the company has transferred to the buyer the significant risks and rewards
of ownership of the goods or services, (ii) the company retains neither continuing managerial involvement nor
effective control over the goods or services sold, (iii) the amount of revenue can be measured reliably, (iv) it is
probable that the economic benefits associated with the transaction will flow to the company and (v) the costs
incurred or to be incurred with respect to the transaction can be measured reliably. Under Indonesian GAAP,
revenue from connection charges is recognized at the time the related contract is executed.

Changes in Accounting Policy

Under Indonesian GAAP, changes in accounting policy should be applied retrospectively by restating the
impacted amounts of the prior periods (the restatement approach), unless the amount cannot be reasonably
determined, in which case, the changes can be applied prospectively.

U.S. GAAP allows the use of either the restatement approach or the cumulative effect approach in
recognizing the impact of changes in accounting policy. The cumulative effect approach is used when the
cumulative effect of applying changes in accounting policies to all prior periods can be determined, but it is
impracticable to determine the period-specific effects of those changes on all prior periods presented, therefore,
the cumulative effect of the changes should be applied to the carrying amounts of assets and liabilities as of the
beginning of the earliest period to which the new accounting policy can be applied, with an offsetting adjustment
to be made to the opening balance of retained earnings (or other appropriate components of shareholders equity
or net assets in the statement of financial position) for that period.

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GENERAL INFORMATION

Consents

The Issuer and Cikarang Listrindo have obtained all necessary consents, approvals and authorizations in The
Netherlands and Indonesia in connection with the issue and performance of the Notes and the Parent Guarantee.
The issue of the Notes by the Issuer has been authorized by a resolution of the managing board of the Issuer dated
January 20, 2010 and a resolution of the sole shareholder of the Issuer dated January 20, 2010. The entering into
of the Intercompany Loan with Cikarang Listrindo has been duly authorized by a resolution of the managing board
of Signal Capital dated January 20, 2010 and a resolution of the sole shareholder of Signal Capital dated January
20, 2010. The giving of the Parent Guarantee and the entering into the Intercompany Loan have been authorized
by a resolution of the shareholders of the Parent Guarantor dated December 17, 2009, a resolution of the board
of commissioners of the Parent Guarantor dated November 4, 2009 and a resolution of the board of directors of
the Parent Guarantor dated November 4, 2009.

Litigation

Except as disclosed in this offering memorandum, there are no legal or arbitration proceedings against or
affecting the Issuer, the Parent Guarantor, any of their respective subsidiaries or any of their respective assets, nor
are they aware of any pending or threatened proceedings, which are or might be material in the context of this issue
of the Notes or the Parent Guarantee.

No Material Adverse Change

There has been no adverse change, or any development reasonably likely to involve an adverse change, in
the condition (financial or otherwise) of Cikarang Listrindos general affairs since October 31, 2009 that is
material in the context of the issue of the Notes or the Parent Guarantee.

Documents Available

For so long as any of the Notes are outstanding, copies of the Indenture may be inspected free of charge
during normal business hours on any weekday (except public holidays) at the specified offices of the Paying
Agent.

For so long as any of the Notes are outstanding, copies of Cikarang Listrindos audited consolidated
financial statements for the last two financial years, if any, may be obtained during normal business hours on any
weekday (except public holidays) at the specified offices of the Paying Agent.

Clearing System and Settlement

The Notes have been accepted for clearance through the facilities of Euroclear, Clearstream and DTC. The
following table sets forth certain trading information with respect to the Notes:

Rule 144 Notes Regulation S Notes

CUSIP:........................................................................................ 536576AB7 N5276YAB2


ISIN: ........................................................................................... US 536576AB79 US N5276YAB22

Only Notes evidenced by a Global Note have been accepted for clearance through Euroclear, Clearstream
and DTC.

Listing of the Notes

Approval-in-principle has been received for the listing of the Notes on the SGX-ST. The SGX-ST assumes
no responsibility for the correctness of any of the statements made or opinions or reports contained in this offering
memorandum. Approval-in-principle from, and admission of the Notes to the Official List of, the SGX-ST are not
to be taken as an indication of the merits of the Issuer, the Parent Guarantor or the Notes. The Notes will be traded
on the SGX-ST in a minimum board lot size of US$200,000 for so long as the Notes are listed on the SGX-ST.

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For so long as the Notes are listed on the SGX-ST and the rules of the SGX-ST so require, the Issuer will
appoint and maintain a paying agent in Singapore, where the Notes may be presented or surrendered for payment
or redemption, in the event that a Global Note is exchanged for definitive Notes. In addition, in the event that a
Global Note is exchanged for definitive Notes, an announcement of such exchange shall be made by or on behalf
of the Issuer through the SGX-ST, and such announcement will include all material information with respect to
the delivery of the definitive Notes, including details of the paying agent in Singapore.

ACCOUNTS

The first fiscal year of the Issuer ended on December 31, 2007. The Issuer prepares annual audited
consolidated financial statements. The Issuer has one subsidiary, Signal Capital. For so long as any of the Notes
are outstanding, copies of the audited consolidated financial statements of the Issuer and the Parent Guarantor for
the last two financial years, if any, may be obtained during normal business hours on any weekday (excluding
public holidays) from the registered office of the Issuer and from the specified offices of the Trustee and the
Paying Agent.

179
GLOSSARY OF SELECTED ELECTRICITY TERMS

The following explanations are not technical definitions, but they may assist you in understanding some of
the terms used in this offering memorandum.

Electricity generating plant.................. An electric generator together with the turbine or other device which
drives it.

Gigawatt (GW)..................................... 1,000,000,000 watts (1,000 megawatts).

Gigawatt hour (GWh) .......................... One gigawatt of power supplied or demanded for one hour.

Installed generation capacity ............... The maximum power which could be produced continuously
throughout a prolonged period of operation. All equipment is
assumed to be fully operational.

IPP ........................................................ Independent Power Producer.

Kilovolt (kV)........................................ 1,000 volts.

kVA....................................................... Kilovolt Ampere.

Kilowatt (kW) ...................................... 1,000 watts.

Kilowatt hour (kWh) ........................... One kilowatt of power supplied or demanded for one hour.

Megavolt ampere (MVA)..................... 1,000,000 volts ampere.

Megawatt (MW)................................... 1,000,000 watts (1,000 kilowatts).

Megawatt hour (MWh) ........................ One megawatt of power supplied or demanded for one hour.

MMBtu ................................................. One million British thermal units.

MMSCF................................................ Million Metric Standard Cubic Feet.

Substation ............................................. Equipment which switches and/or changes or regulates the voltage of
electricity in a transmission and distribution system.

Volt ....................................................... The basic unit of electric force analogous to water pressure in pounds
per square inch.

Volt ampere .......................................... The basic unit of apparent electrical power.

Watt ...................................................... The basic unit of active electrical power.

180
INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS

Page

Audited Consolidated Financial Statements of Cikarang Listrindo as of and for the years ended
December 31, 2008, 2007 and 2006, with Independent Auditors Report

Independent Auditors Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-2

Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-3

Consolidated Statements of Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-5

Consolidated Statements of Changes in Shareholders Equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-6

Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-7

Notes to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-9

Unaudited Interim Consolidated Financial Statements of Cikarang Listrindo as of and for the
ten months ended October 31, 2009 and 2008, with Independent Accountants Review Report

Independent Accountants Review Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-41

Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-42

Consolidated Statements of Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-44

Consolidated Statements of Changes in Shareholders Equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-45

Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-46

Notes to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-48

F-1
INDEPENDENT AUDITORS REPORT

Report No. RPC-10720

The Shareholders and Boards of Commissioners and Directors


PT Cikarang Listrindo

We have audited the consolidated balance sheets of PT Cikarang Listrindo (the Company) and Subsidiaries as
of December 31, 2008, 2007 and 2006, and the related consolidated statements of income, changes in
shareholders equity and cash flows for the years then ended. These financial statements are the responsibility of
the Companys management. Our responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with auditing standards established by the Indonesian Institute of Certified
Public Accountants. Those standards require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the
financial position of PT Cikarang Listrindo and Subsidiaries as of December 31, 2008, 2007 and 2006, and the
results of their operations and their cash flows for the years then ended in conformity with generally accepted
accounting principles in Indonesia.

We have previously issued independent auditors report No. RPC-9579 dated March 31, 2009, except for Notes
25c and 25d as to which the date is June 9, 2009, on the consolidated financial statements of PT Cikarang Listrindo
for the years ended December 31, 2008 and 2007 and independent auditors report No. RPC-8238 dated February
21, 2008 on the consolidated financial statements for the years ended December 31, 2007 and 2006. As discussed
in Note 27 to the consolidated financial statements, the Company reissued its consolidated financial statements as
of December 31, 2008, 2007 and 2006, and for the years then ended with additional disclosures in the notes to
the consolidated financial statements in connection with the planned issuance of Senior Notes by a wholly-owned
subsidiary of the Company to be unconditionally and irrevocably guaranteed by the Company.

Purwantono, Sarwoko & Sandjaja

Indrajuwana Komala Widjaja


Public Accountant License No. 98.1.0511

October 12, 2009

The accompanying consolidated financial statements are not intended to present the financial position, results of
operations and cash flows in accordance with accounting principles and practices generally accepted in countries
and jurisdictions other than Indonesia. The standards, procedures and practices to audit such consolidated financial
statements are those generally accepted and applied in Indonesia.

F-2
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH)

Notes 2008 2007 2006

ASSETS
CURRENT ASSETS
Cash and cash equivalents ..................... 3 492,773,361,679 317,947,004,220 352,814,190,805
Trade receivables - net ........................... 4 306,134,385,076 190,030,901,807 228,608,913,792
Other receivables ................................... 309,674,742 823,306,198 984,289,681
Inventories - net ..................................... 5 124,231,759,761 99,594,399,059 81,465,429,113
Advances................................................. 6 152,586,899,088 53,896,332,806 1,449,816,720
Prepaid taxes and expenses.................... 11h 5,771,062,466 5,675,663,291 44,821,107,892
Restricted cash in bank .......................... 20f 86,724,000,000 55,948,860,000
TOTAL CURRENT ASSETS.............. 1,168,531,142,812 723,916,467,381 710,143,748,003
NON-CURRENT ASSETS
Property, plant and equipment - net ..... 7 2,236,185,607,834 1,924,443,944,766 2,043,268,457,870
Advances for purchase of property,
plant and equipment ........................... 20 35,402,005,779 76,305,112,500
Marginal deposit on letter of credit....... 20g 12,178,062,000
Escrow accounts .................................... 8 305,819,020,999 543,535,613,159 412,761,806,683
Electrical equipment not used in
operations............................................ 9 2,671,516,661 1,741,562,154 1,343,387,310
Loans to employees................................ 561,972,807 1,257,059,057 2,277,938,703
Other non-current assets......................... 1,181,974,250 1,047,154,985 895,116,300
TOTAL NON-CURRENT ASSETS.... 2,581,822,098,330 2,560,508,508,621 2,460,546,706,866
TOTAL ASSETS................................... 3,750,353,241,142 3,284,424,976,002 3,170,690,454,869

The accompanying notes form an integral part of these consolidated financial statements.

F-3
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Continued)
DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH)

Notes 2008 2007 2006

LIABILITIES AND
SHAREHOLDERS EQUITY
LIABILITIES
CURRENT LIABILITIES
Trade payables........................................ 20
Third parties ....................................... 68,299,688,480 44,484,288,209 49,151,353,832
Related party ..................................... 5,721,509,700 5,090,579,804 3,477,706,969
Other payables........................................ 17,919,186,107 4,759,921,146 19,367,555,975
Taxes payable ......................................... 11a 83,286,370,923 54,613,813,577 9,877,554,614
Accrued expenses ................................... 12 11,189,221,730 5,445,342,531 2,866,148,610
Current portion of:
Long-term bank loans ........................ 13 225,054,832,613 232,206,162,046 188,093,633,895
Deferred credits .................................. 13 16,369,996,258 18,764,278,634 20,282,664,290
TOTAL CURRENT LIABILITIES.... 427,840,805,811 365,364,385,947 293,116,618,185
NON-CURRENT LIABILITIES
Net deferred tax liability........................ 11d 90,758,951,896 106,775,416,129 94,206,831,168
Estimated liability for employee
benefits................................................ 21 51,793,476,000 39,729,633,000 32,703,084,000
Customers deposits................................ 14 215,326,023,128 177,059,148,096 165,323,181,892
Long-term portion of:
Long-term bank loans ........................ 13 1,936,756,663,854 1,859,552,735,364 2,003,149,511,487
Deferred credits .................................. 13 61,390,922,294 77,760,918,552 96,525,197,186
TOTAL NON-CURRENT
LIABILITIES.................................... 2,356,026,037,172 2,260,877,851,141 2,391,907,805,733
TOTAL LIABILITIES......................... 2,783,866,842,983 2,626,242,237,088 2,685,024,423,918
SHAREHOLDERS EQUITY
Share capital - Rp1,000,000 par value
per share
Authorized - 500,000 shares
Issued and paid - 438,500 shares ...... 15 438,500,000,000 438,500,000,000 438,500,000,000
Difference in foreign currency
translation ........................................... (22,414,039) 11,183,770
Retained earnings .................................. 528,008,812,198 219,671,555,144 47,166,030,951
TOTAL SHAREHOLDERS
EQUITY............................................. 966,486,398,159 658,182,738,914 485,666,030,951
TOTAL LIABILITIES AND
SHAREHOLDERS EQUITY............. 3,750,353,241,142 3,284,424,976,002 3,170,690,454,869

The accompanying notes form an integral part of these consolidated financial statements.

F-4
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH)

Notes 2008 2007 2006

NET SALES .................................. 16


Industrial estate ............................... 1,833,906,245,692 1,577,573,705,270 1,334,164,308,060
PT Perusahaan Listrik Negara
(Persero) (PLN)........................... 614,230,333,714 231,671,976,335 175,838,980,222
Total Net Sales ............................... 2,448,136,579,406 1,809,245,681,605 1,510,003,288,282
COST OF SALES.......................... 17 (1,540,311,685,712) (1,156,548,861,229) (1,006,638,238,844)
GROSS PROFIT ........................... 907,824,893,694 652,696,820,376 503,365,049,438
OPERATING EXPENSES .......... 18
General and administrative ............. 153,119,064,361 158,930,107,921 95,882,180,605
Selling.............................................. 17,154,084,721 16,186,968,113 15,289,724,059
Total Operating Expenses ............ 170,273,149,082 175,117,076,034 111,171,904,664
INCOME FROM
OPERATIONS ........................... 737,551,744,612 477,579,744,342 392,193,144,774
OTHER INCOME (CHARGES)
Gain (loss) on foreign exchange -
net ................................................ (210,187,005,076) (72,935,016,345) 185,179,172,934
Interest and financing charges -
net ................................................ 19 (142,824,708,871) (160,066,507,431) (168,519,358,117)
Interest income ................................ 26,016,787,298 27,821,766,929 28,698,677,207
Gain on sale of equipment.............. 421,626,741 346,646,987 483,847,190
Miscellanous - net........................... (4,471,590,416) (6,283,686,074) (3,798,587,386)
Other Income (Charges)............... (331,044,890,324) (211,116,795,934) 42,043,751,828
INCOME BEFORE INCOME
TAX ............................................. 406,506,854,288 266,462,948,408 434,236,896,602
INCOME TAX BENEFIT
(EXPENSE)
Current............................................. (114,186,061,467) (81,388,839,254)
Deferred........................................... 16,016,464,233 (12,568,584,961) (125,341,887,256)
Income Tax Expense - Net ........... 11b (98,169,597,234) (93,957,424,215) (125,341,887,256)
NET INCOME............................... 308,337,257,054 172,505,524,193 308,895,009,346

The accompanying notes form an integral part of these consolidated financial statements.

F-5
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH)

Difference in
Issued and Paid Foreign Currency Retained Earnings Total Shareholders
Share Capital Translation (Deficit) Equity

Balance, January 1, 2006............ 438,500,000,000 (261,728,978,395) 176,771,021,605


Net income in 2006....................... 308,895,009,346 308,895,009,346
Balance, December 31, 2006....... 438,500,000,000 47,166,030,951 485,666,030,951
Net income in 2007....................... 172,505,524,193 172,505,524,193
Foreign exchange difference on
translation of subsidiaries
financial statements ................... 11,183,770 11,183,770
Balance, December 31, 2007....... 438,500,000,000 11,183,770 219,671,555,144 658,182,738,914
Net income in 2008....................... 308,337,257,054 308,337,257,054
Foreign exchange difference on
translation of subsidiaries
financial statements ................... (33,597,809) (33,597,809)
Balance, December 31, 2008....... 438,500,000,000 (22,414,039) 528,008,812,198 966,486,398,159

The accompanying notes form an integral part of these consolidated financial statements.

F-6
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH)

Notes 2008 2007 2006

CASH FLOWS FROM OPERATING


ACTIVITIES
Net income..................................................... 308,337,257,054 172,505,524,193 308,895,009,346
Adjustments to reconcile net income to net
cash provided by operating activities:
Foreign exchange loss (gain) due to
restatement of bank loans...................... 308,575,913,221 91,446,105,611 (215,701,681,202)
Depreciation .............................................. 7 178,300,923,465 175,143,690,997 164,195,453,606
Deferred income tax expense (benefit)..... 11c (16,016,464,233) 12,568,584,961 125,341,887,256
Amortization of deferred credits............... 13 (18,764,278,634) (20,282,664,290) (22,116,026,710)
Provision for employee benefits ............... 21 13,503,217,000 10,519,790,000 9,071,635,000
Provision for inventory obsolescence ....... 192,855,308 344,367,113 1,143,990,537
Gain on sale of equipment ........................ (421,626,741) (346,646,987) (483,847,190)
Changes in operating assets and liabilities:
Trade receivables ....................................... (116,103,483,269) 38,578,011,985 (111,282,306,035)
Other receivables ....................................... 513,631,456 160,983,483 260,626,771
Inventories.................................................. (24,830,216,010) (18,473,337,059) (16,476,220,322)
Advances.................................................... (98,690,566,282) (52,446,516,086) 19,278,592,495
Prepaid taxes and expenses....................... (95,399,175) 39,145,444,601 (40,193,246,201)
Restricted cash in bank ............................. 20f (30,775,140,000) (55,948,860,000)
Marginal deposit on letter of credit .......... 20g 12,178,062,000 (12,178,062,000)
Escrow accounts ........................................ 237,716,592,160 (130,773,806,476) (1,562,668,382)
Loans to employees................................... 695,086,250 1,020,879,646 1,009,372,658
Other non-current assets............................ (134,819,265) (152,038,685) 211,720,883
Trade payables ........................................... 24,446,330,167 (3,054,192,788) 23,010,172,723
Other payables ........................................... 13,159,264,961 (14,607,634,829) (20,093,631,259)
Taxes payable ............................................ 28,672,557,346 44,736,258,963 (1,576,570,645)
Accrued expenses ...................................... 5,743,879,199 2,579,193,921 (14,849,362,917)
Customers deposits ................................... 38,266,875,032 11,735,966,204 45,266,463,430
Payment of employee benefits .................. 21 (1,439,374,000) (3,493,241,000) (1,577,440,000)
Net Cash Provided by Operating
Activities.................................................... 863,031,077,010 288,727,801,478 251,771,923,842
CASH FLOWS FROM INVESTING
ACTIVITIES
Advances for purchase of property plant
and equipment............................................ (35,402,005,779) (76,305,112,500)
Acquisitions of property, plant and
equipment................................................... (411,168,889,077) (54,900,768,084) (108,677,000,193)
Acquisitions of electrical equipment not
used in operations...................................... (3,809,204,389) (2,054,771,331) (2,249,583,538)
Proceeds from sale of equipment.................. 732,291,667 584,833,665 763,020,555
Difference in foreign currency translation.... (33,597,809) 11,183,770
Net Cash Used in Investing Activities....... (449,681,405,387) (132,664,634,480) (110,163,563,176)
CASH FLOWS FROM FINANCING
ACTIVITY
Payments of bank loans ................................ (238,523,314,164) (190,930,353,583) (225,276,345,325)

The accompanying notes form an integral part of these consolidated financial statements.

F-7
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH)

Notes 2008 2007 2006

NET INCREASE (DECREASE) IN


CASH AND CASH EQUIVALENTS ........ 174,826,357,459 (34,867,186,585) (83,667,984,659)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF YEAR ............................. 317,947,004,220 352,814,190,805 436,482,175,464
CASH AND CASH EQUIVALENTS AT
END OF YEAR............................................ 3 492,773,361,679 317,947,004,220 352,814,190,805
Supplemental Disclosures of Cash Flow
Information
Corporate income taxes paid......................... 83,975,998,319 33,178,791,845
Interest and financing charges paid during
the year, including interest capitalized to
property, plant, and equipment of
Rp6,943,210,114 in 2008, nil in 2007
and Rp6,434,001,333 in 2006 ................... 175,475,407,733 180,349,171,721 207,167,650,122
Supplemental Disclosure of Non-cash
Activities:
Reclassification of electrical equipment not
used in operations to property, plant and
equipment................................................... 2,879,249,882 1,656,596,487 1,900,171,443
Reclassification of advances for purchase
of property, plant and equipment to
property, plant and equipment................... 76,305,112,500

The accompanying notes form an integral part of these consolidated financial statements.

F-8
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

1. GENERAL

a. The Companys Establishment

PT Cikarang Listrindo (the Company) was established within the framework of the Domestic Capital
Investment Law No. 6 year 1968 which was amended by Law No. 12 year 1970, based on Notarial Deed
No. 187 of Lukman Kirana, S.H., dated July 28, 1990. The deed of establishment was approved by the
Ministry of Justice in its decision letter No. C2-5479.HT.01.01.TH.91 dated October 5, 1991 and published
in Supplement No. 5163 of State Gazette No. 88 dated November 2, 1991. The Companys Articles of
Association has been amended from time to time, most recently by Notarial Deed No. 42 of Winanto
Wiryomartani, S.H., M.Hum, dated August 14, 2008, concerning the changes in the Articles of Association
in accordance with the Corporate Law No. 40 year 2007. The amendment to the Articles of Association was
approved by the Ministry of Justice and Human Rights in its Letter No. AHU-00269.AH.01.02 dated
January 5, 2009.

The Company obtained license No. 29/MMP/KKI-III/1992 dated March 17, 1992, from the Junior Minister
of Industry to exclusively supply power to five (5) industrial estates in the Cikarang area for ten (10) years
until December 2003. This license was renewed by the Minister of Energy and Mineral Resources through
his decision letter No. 3887/31/MEM.L/2003 dated December 9, 2003. Based on such decision letter, the
Company shall exclusively supply power to such five industrial estates in the Cikarang area until such time
that the Java-Madura-Bali electric power supply system is determined as a competitive area. The Minister
of Energy and Mineral Resources through his decision letter No. 5045-12/43/600.3/2006 granted the
Company an Electricity Undertaking License to Supply to the Public to supply power to the five industrial
estates in the Cikarang area for a period of 30 years from December 11, 2006.

As stated in Article 3 of the Companys Articles of Association, the Company is primarily engaged in electric
power generation, marketing and distribution. The Company is domiciled in Jakarta with its principal office
located in the World Trade Center Building, Jl. Jenderal Sudirman. Its power plant is located in Cikarang,
Bekasi. The Company started commercial operations in November 1993.

b. Structure of the Subsidiaries

On June 11, 2007, Listrindo Capital B.V., a wholly-owned subsidiary of the Company, was incorporated in
Amsterdam, The Netherlands and first registered in the trade register on June 19, 2007. On June 12, 2007,
Signal Capital B.V., a wholly-owned subsidiary of Listrindo Capital B.V., was incorporated in Amsterdam,
The Netherlands and first registered in the trade register on June 19, 2007. Both entities were established
to, among other matters, lend and to borrow moneys, to issue bonds, debentures and other securities, as well
as to enter into agreements pertaining thereto. As of December 31, 2008, Listrindo Capital B.V. and Signal
Capital B.V. have not started commercial operations and have not engaged in any activity.

Percentage of
Total Assets
ownership (direct
Subsidiaries and indirect) (%) Domicile 2008 2007 2006

Listrindo Capital B.V. .. 100% The Netherlands 103,240,080 183,557,620


Signal Capital B.V. ...... 100% The Netherlands 9,074,016 143,351,680

F-9
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

1. GENERAL (Continued)

c. Employees, Boards of Commissioners and Directors

As of December 31, 2008, the members of the Companys Boards of Commissioners and Directors are as
follows:

Commissioners Directors

Ismail Sofyan ............. President Commissioner Sutanto Joso ............... President Director
Iwan Putra Brasali ..... Commissioner Andrew K. Labbaika.. Director
Aldo Putra Brasali ..... Commissioner Ewe Chai Png ........... Director
Fenza Sofyan.............. Commissioner
Djeradjat Yanto Joso .. Commissioner

As of December 31, 2008, 2007 and 2006, the Company has 337, 321 and 307 permanent employees,
respectively (unaudited).

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting and financial reporting policies adopted by the Company conform to generally accepted
accounting principles in Indonesia (Indonesian GAAP). The following significant accounting policies
were applied consistently in the preparation of the consolidated financial statements for the years ended
December 31, 2008, 2007, and 2006 except for the adoption in 2008 of Statement of Financial Accounting
Standards (PSAK) No. 16 (Revised 2007), Fixed Assets, and PSAK No. 30 (Revised 2007), Leases:

a. Basis of Preparation of Consolidated Financial Statements

The consolidated financial statements, presented in Rupiah, have been prepared on a historical cost
basis except for inventories which are stated at the lower of cost or net realizable value.

The consolidated statements of cash flows present receipts and disbursements of cash and cash
equivalents classified into operating, investing and financing activities. The cash flows from operating
activities are presented using the indirect method.

b. Principles of Consolidation

The 2008 and 2007 consolidated financial statements include the accounts of the Company and its
Subsidiaries (Listrindo Capital B.V. and Signal Capital B.V.) which are 100%-owned either directly
or indirectly. All significant inter-company accounts and transactions have been eliminated.

The accounts of Listrindo Capital B.V. and Signal Capital B.V., which are reported in Euro, are
translated into Rupiah amounts at the middle rate of exchange prevailing at the balance sheet date for
assets and liabilities, average rate of exchange for profit and loss accounts and historical rate for equity
accounts.

The resulting difference arising from the translation of balance sheet and profit and loss accounts is
presented as Difference in Foreign Currency Translation under the Shareholders Equity section of
the 2008 and 2007 consolidated balance sheets.

F-10
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

c. Foreign Currency Transactions and Balances

Transactions involving foreign currencies are recorded in the accounts at Indonesian Rupiah amounts
using the rates of exchange prevailing at the time the transactions are made. At balance sheet date,
monetary assets and liabilities denominated in foreign currencies, substantially in United States
Dollar, are adjusted to reflect the rates of exchange prevailing at such date, and the resulting gains or
losses are credited or charged to current operations.

For December 31, 2008, 2007 and 2006, the rates of exchange were as follows:

2008 2007 2006

United States Dollar.................................... 10,950/US$1 9,419/US$1 9,020/US$1


Euro ............................................................. =1
15,432/EURC 13,760/EURC=1 11,858/EURC=1

d. Revenue and Expense Recognition

Revenue from sales is recognized upon delivery of electricity. Revenue from connection charges is
recognized at the time the related contract is executed. Expenses are recognized when incurred
(accrual basis).

e. Cash and Cash Equivalents

Cash and cash equivalents consist of cash in banks and on hand, and short-term time deposits with
original maturities of three months or less and which are not pledged as collateral for loans or not
restricted as to use.

f. Allowance for Doubtful Accounts

Allowance for doubtful accounts is provided based on a review of the status of individual receivable
accounts.

g. Inventories

Inventories are stated at the lower of cost or net realizable value. Cost is determined by the weighted
average cost method.

h. Property, Plant and Equipment

Effective January 1, 2008, the Company applied PSAK No. 16 (Revised 2007), Fixed Assets, which
supersedes PSAK No. 16 (1994), Fixed Assets and Other Assets, and PSAK No. 17 (1994),
Accounting for Depreciation, whereby the Company has chosen the cost model. The adoption of this
revised PSAK did not have a significant effect on the Companys financial statements.

F-11
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

h. Property, Plant and Equipment (Continued)

Property, plant and equipment, except landrights which are stated at cost and not depreciated, are
stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method
based on the estimated useful lives of the assets as follows:

Years

Land improvements............................................................................................................. 12.5


Buildings and infrastructure................................................................................................ 10-15
Machinery and equipment .................................................................................................. 20
Furniture, fixtures and office equipment............................................................................ 4-5
Transportation equipment ................................................................................................... 4-5

The cost of repairs and maintenance is charged to income as incurred; significant renewals and
betterments that extend the assets useful life or give economic benefit in the future are capitalized.
When assets are retired, or when assets are disposed of, their costs and related accumulated
depreciation are removed from the accounts and any resulting gain or loss is credited or charged to
current operations.

Machinery and equipment under installation/construction and landrights under development are stated
at cost. The accumulated cost will be reclassified to the appropriate property, plant and equipment
accounts when the assets are completed and are ready for use.

Borrowing costs incurred during construction period on loans obtained to finance the construction of
power station facilities are capitalized as part of the cost of construction in progress.

In accordance with PSAK No. 48, Impairment of Asset Value, the Company reviews and evaluates
its long-lived assets for impairment when events or changes in circumstances indicate that related
carrying amounts are not recoverable. An impairment loss is recognized when there is impairment in
asset value. Impairment loss is measured as the amount by which the asset carrying value exceeds its
recoverable value.

i. Income Tax

The Company provides current income tax on the basis of its income for financial reporting purposes,
adjusted for certain income and expense items which are not assessable or deductible for tax purposes.

The Company applies the liability method to determine its deferred income tax expense or benefit.
Under the liability method, deferred tax assets and liabilities are recognized for temporary differences
between the financial and the tax bases of assets and liabilities at each reporting date. This method also
requires the recognition of future tax benefits on unused tax losses to the extent that realization of such
benefits is probable. Deferred tax assets and liabilities are measured at the tax rates that are expected
to apply to the period when the asset is realized or the liability is settled based on the tax rates (and
tax laws) that have been enacted or substantively enacted at the balance sheet date.

The carrying amount of deferred income tax asset is reviewed at each balance sheet date and reduced
to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or
part of the deferred income tax asset to be utilized. Unrecognized deferred income tax assets are
reassessed at each balance sheet date and are recognized to the extent that it has become probable that
future taxable profit will allow the deferred tax asset to be recovered.

F-12
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

i. Income Tax (Continued)

Amendments to tax obligations are recorded when an assessment is received and the Company has
incurred an obligation on the assessment or, if appealed against by the Company, when the result of
the appeal is determined.

j. Leases

Prior to January 1, 2008, lease transactions are recognized as capital lease, if all of the following
criteria are met:

1. The lessee has the option to purchase the leased asset at the end of the lease period at a price
mutually agreed upon at the commencement of the lease agreement.

2. Total periodic payments paid by a lessee plus residual value shall fully cover the acquisition cost
of leased capital goods plus interest thereon which is the lessors profit (full payout lease).

3. The lease period shall be a minimum of 2 (two) years.

Lease transactions that do not meet any of the above criteria are reported using the operating lease
method, whereby lease payments are recognized as an expense in the income statement on a
straight-line basis over the lease term.

Effective January 1, 2008, the PSAK No. 30 (Revised 2007), Leases, supersedes PSAK No. 30
(1990), Accounting for Leases. Based on PSAK No. 30 (Revised 2007), the determination of
whether an arrangement is, or contains a lease, is based on the substance of the arrangement at
inception date and whether the fulfillment of the arrangement is dependent on the use of a specific
asset and the arrangement conveys a right to use the asset. Under this revised PSAK, leases that
transfer substantially to the lessee all the risks and rewards incidental to ownership of the leased item
are classified as finance leases. Moreover, leases which do not transfer substantially all the risks and
rewards incidental to ownership of the leased item are classified as operating leases.

Based on PSAK No. 30 (Revised 2007) Leases, under a finance lease (the Company as a lessee),
the Company shall recognize assets and liabilities in its balance sheets at amounts equal to the fair
value of the leased property or, if lower, the present value of the minimum lease payments, each
determined at the inception of the lease. Minimum lease payments shall be apportioned between the
finance charge and the reduction of the outstanding liability. The finance charge shall be allocated to
each period during the lease term so as to produce a constant periodic rate of interest on the remaining
balance of the liability. Contingent rents shall be charged as expenses in the periods in which they are
incurred. Finance charges are reflected in profit and loss. Capitalized leased assets (presented under
the property, plant and equipment account) are depreciated over the shorter of the estimated useful life
of the assets and the lease term, if there is no reasonable certainty that the Company will obtain
ownership by the end of the lease term. Under an operating lease, the Company recognized lease
payments as an expense on a straight-line basis over the lease term.

The Company has chosen to apply this PSAK prospectively. All arrangements containing a lease that
existed at the beginning of the earliest period presented, were evaluated by the Company to determine
their classification in accordance with this revised PSAK. The supply and purchase agreements were
also evaluated by the Company to determine whether they contain a lease.

The adoption of this revised PSAK did not have a significant effect on the Companys financial
statements.

F-13
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

k. Debt Restructuring

The Company accounts for its debt restructuring under PSAK No. 54, Accounting for Troubled Debt
Restructuring, which requires the Company to account for the effects of the restructuring
prospectively from the time of restructuring, and shall not recognize gain or loss on restructuring
unless the carrying amount of the payable at the time of restructuring exceeds the total future cash
payments specified by the new terms.

l. Employee Benefits

The Company has defined contribution pension plans covering substantially all of its eligible
employees. The Companys contributions to the retirement plans are recognized as expense when
incurred.

In addition, the Company recognizes its estimated liability for employee retirement benefits in
accordance with Labor Law No. 13/2003 dated March 25, 2003 (Law No. 13) and long leave
allowance in accordance with its policies whereby the Company makes benefit payments to employees
who have worked for a certain number of years. Provisions for such employee benefits are estimated
based on the actuarial valuation prepared by an independent actuary, using the projected unit credit
method. For employee retirement benefits, actuarial gains and losses are recognized as income or
expense when the net cumulative unrecognized actuarial gains and losses at the end of the previous
reporting year exceeded 10% of the higher of the present value of the defined benefit obligation or the
fair value of the plan assets, if any, at that date. These gains or losses are recognized on a straight-line
basis over the expected average remaining working lives of the employees. Past service costs are
amortized over the remaining estimated average service years of employees. For long leave allowance,
actuarial gains and losses and past service costs are recognized immediately to income.

m. Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting
principles requires management to make estimations and assumptions that affect amounts reported
therein. Due to inherent uncertainty in making estimates, actual results reported in future periods may
be based on amounts that differ from those estimates.

3. CASH AND CASH EQUIVALENTS

Cash and cash equivalents consist of:

2008 2007 2006


Cash on hand ........................................................ 82,000,000 65,000,000 65,000,000
Cash in banks
Rupiah
PT Bank CIMB Niaga Tbk (formerly PT
Bank Lippo Tbk) ...................................... 5,430,545,494 5,068,129,462 9,136,996,193
The Hongkong and Shanghai Banking
Corporation Ltd., Jakarta Branch
(HSBC)...................................................... 1,270,305,563 24,692,421,524 2,753,389,795
PT Bank Central Asia Tbk ........................... 122,638,792 6,034,949,040 556,093,691
6,823,489,849 35,795,500,026 12,446,479,679

F-14
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

3. CASH AND CASH EQUIVALENTS (Continued)

2008 2007 2006


United States Dollar
PT Bank CIMB Niaga Tbk (formerly PT
Bank Lippo Tbk) (US$206,877 in
2008,US$1,969,955 in 2007 and
US$3,713,202 in 2006) ............................ 2,265,302,384 18,555,004,826 33,493,079,334
HSBC (US$267,593 in 2008, US$107,154
in 2007 and US$433,641 in 2006)........... 2,930,147,073 1,009,286,069 3,911,441,549
PT Bank Commonwealth (US$884) ............ 9,682,866
PT Bank Negara Indonesia (Persero) Tbk
(US$38,013,706) ....................................... 416,250,080,481
421,455,212,804 19,564,290,895 37,404,520,883
Euro
HSBC (EURC = 2,369,715 in 2008,
EURC = 845,585 in 2007 and
EURC = 1,686,997 in 2006) ........................ 36,569,437,096 11,635,252,902 20,004,399,398
Rabobank, Amsterdam, The Netherlands
(EURC = 7,226 in 2008 and EURC = 16,305
in 2007) ..................................................... 111,511,632 224,356,800
36,680,948,728 11,859,609,702 20,004,399,398
Time deposits
Rupiah
PT Bank Internasional Indonesia Tbk.......... 62,020,665,926 58,119,468,575
PT Bank CIMB Niaga Tbk (formerly PT
Bank Lippo Tbk) ...................................... 47,942,520,950 44,817,745,289
109,963,186,876 102,937,213,864
United States Dollar
PT Bank Commonwealth (US$7,632,508
in 2007 and US$8,414,913 in 2006)........ 71,890,589,274 75,902,518,958
PT Bank Central Asia Tbk (US$6,989,411
in 2007 and US$5,699,968 in 2006)........ 65,833,263,245 51,413,707,572
HSBC (US$5,529,711) ................................. 49,877,993,581
PT Bank Negara Indonesia (Persero) Tbk
(US$325,222 in 2008, US$315,911 in
2007 and US$306,248 in 2006) ............... 3,561,179,805 2,975,564,202 2,762,356,870
3,561,179,805 140,699,416,721 179,956,576,981
Euro
PT Bank Commonwealth (EUR
C= 1,566,260) ........................................... 24,170,530,493
Total ...................................................................... 492,773,361,679 317,947,004,220 352,814,190,805

Annual interest rates on time deposits:

2008 2007 2006

United States Dollar ............................................. 2.50%- 4.50% 3.75%- 4.50% 3.5%- 4.75%
Euro ....................................................................... 2.00%- 3.75%
Rupiah ................................................................... 7.75%-11.25% 7.25%-10.75% 10.25%-13.00%

F-15
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

4. TRADE RECEIVABLES

Trade receivables consist of:

2008 2007 2006

Usage..................................................................... 307,866,865,713 192,586,472,359 232,500,982,001


Connection charges............................................... 5,224,239,750 5,720,047,357 4,383,549,700
Total....................................................................... 313,091,105,463 198,306,519,716 236,884,531,701
Less allowance for doubtful accounts.................. 6,956,720,387 8,275,617,909 8,275,617,909
Net......................................................................... 306,134,385,076 190,030,901,807 228,608,913,792

The above trade receivables are pledged as collateral to secure the Companys long-term bank loans (Note
13).

5. INVENTORIES

Inventories consist of:

2008 2007 2006

Spare parts ............................................................ 93,090,857,356 69,483,720,539 60,880,781,319


Diesel fuel ............................................................. 19,695,835,636 20,178,574,723 14,822,669,139
Supplies and consumables.................................... 13,126,279,727 11,420,461,447 6,905,969,192
Total....................................................................... 125,912,972,719 101,082,756,709 82,609,419,650
Less allowance for inventory obsolescence......... 1,681,212,958 1,488,357,650 1,143,990,537
Net......................................................................... 124,231,759,761 99,594,399,059 81,465,429,113

The above inventories are pledged as collateral to secure the Companys long-term bank loans (Note 13).
As of December 31, 2008, the Companys inventories are covered by insurance against losses by fire, flood,
earthquake and other risks (Note 7). In the opinion of the Companys management, the insurance coverage
is adequate to cover possible losses that may arise from such risks.

6. ADVANCES

Advances consist of:

2008 2007 2006

Advance payments to suppliers............................ 152,006,869,093 53,693,648,903 1,032,682,620


Other advances...................................................... 580,029,995 202,683,903 417,134,100
Total ...................................................................... 152,586,899,088 53,896,332,806 1,449,816,720

As of December 31, 2008, advance payments to suppliers mainly consist of advances to Pertambangan
Minyak dan Gas Bumi Negara (Pertamina) amounting to US$5,915,510 for purchase of gas and General
Electric amounting to US$5,816,781 for purchase of spare parts. As of December 31, 2007, advance
payment to suppliers mainly consists of advance payments to Pertamina amounting to US$5,113,210 for
purchase of gas. As of December 31, 2006, the Company has outstanding payable to Pertamina (Note 20b).

F-16
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

7. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consist of:

2008

Beginning Ending
Balance Additions Disposals Reclassifications Balance

At Cost
Landrights......................................... 20,679,854,191 80,970,400 20,760,824,591
Buildings and infrastructure ............ 253,190,093,854 1,043,998,035 254,234,091,889
Machinery and equipment ............... 3,111,481,041,161 64,227,644,674 3,175,708,685,835
Furniture, fixtures and office
equipment .................................... 11,375,526,858 2,502,593,023 380,502,239 13,497,617,642
Transportation equipment ................ 15,130,113,400 2,533,840,000 1,997,045,000 15,666,908,400
Assets in progress:
Machinery and equipment under
installation/construction ......... 419,606,705,327 419,606,705,327
Landrights under development ... 357,500,000 357,500,000
Total cost .......................................... 3,411,856,629,464 490,353,251,459 2,377,547,239 3,899,832,333,684
Accumulated Depreciation
Buildings and infrastructure ............ 189,935,179,500 18,038,401,438 207,973,580,938
Machinery and equipment ............... 1,282,623,804,452 155,782,076,405 1,438,405,880,857
Furniture, fixtures and office
equipment .................................... 7,046,873,821 1,736,107,433 337,857,647 8,445,123,607
Transportation equipment ................ 7,806,826,925 2,744,338,189 1,729,024,666 8,822,140,448
Total accumulated depreciation ....... 1,487,412,684,698 178,300,923,465 2,066,882,313 1,663,646,725,850
Net Book Value............................... 1,924,443,944,766 2,236,185,607,834

F-17
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

7. PROPERTY, PLANT AND EQUIPMENT (Continued)

2007

Beginning Ending
Balance Additions Disposals Reclassifications Balance

At Cost
Landrights......................................... 10,822,286,800 2,484,636,000 7,372,931,391 20,679,854,191
Buildings and infrastructure ............ 252,658,975,250 531,118,604 253,190,093,854
Machinery and equipment ............... 3,062,756,762,447 33,570,907,347 15,153,371,367 3,111,481,041,161
Furniture, fixtures and office
equipment .................................... 9,773,996,855 1,624,801,253 23,271,250 11,375,526,858
Transportation equipment ................ 13,318,483,400 3,192,530,000 1,380,900,000 15,130,113,400
Assets in progress:
Machinery and equipment under
installation/construction ......... 15,153,371,367 (15,153,371,367)
Landrights under development ... 7,372,931,391 (7,372,931,391)
Total cost .......................................... 3,356,703,436,143 56,557,364,571 1,404,171,250 3,411,856,629,464
Accumulated Depreciation
Buildings and infrastructure ............ 171,892,033,494 18,043,146,006 189,935,179,500
Machinery and equipment ............... 1,129,619,819,506 153,003,984,946 1,282,623,804,452
Furniture, fixtures and office
equipment .................................... 5,591,715,863 1,478,009,197 22,851,239 7,046,873,821
Transportation equipment ................ 6,331,409,410 2,618,550,848 1,143,133,333 7,806,826,925
Total accumulated depreciation ....... 1,313,434,978,273 175,143,690,997 1,165,984,572 1,487,412,684,698
Net Book Value............................... 2,043,268,457,870 1,924,443,944,766

F-18
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

7. PROPERTY, PLANT AND EQUIPMENT (Continued)

2006

Beginning Ending
Balance Additions Disposals Reclassifications Balance

At Cost
Landrights......................................... 10,112,379,200 709,907,600 10,822,286,800
Buildings and infrastructure ............ 252,593,193,250 65,782,000 252,658,975,250
Machinery and equipment ............... 2,730,558,905,177 36,442,200,126 81,872,715 295,837,529,859 3,062,756,762,447
Furniture, fixtures and office
equipment .................................... 7,998,654,576 1,781,622,279 6,280,000 9,773,996,855
Transportation equipment ................ 14,122,645,400 958,253,000 1,762,415,000 13,318,483,400
Assets in progress:
Machinery and equipment under
installation/construction ......... 225,228,123,228 70,609,406,631 (295,837,529,859)
Landrights under development ... 7,362,931,391 10,000,000 7,372,931,391
Total cost .......................................... 3,247,976,832,222 110,577,171,636 1,850,567,715 3,356,703,436,143
Accumulated Depreciation
Buildings and infrastructure ............ 153,831,044,769 18,060,988,725 171,892,033,494
Machinery and equipment ............... 987,314,987,327 142,334,613,117 29,780,938 1,129,619,819,506
Furniture, fixtures and office
equipment .................................... 4,401,160,369 1,195,081,491 4,525,997 5,591,715,863
Transportation equipment ................ 5,263,726,552 2,604,770,273 1,537,087,415 6,331,409,410
Total accumulated depreciation ....... 1,150,810,919,017 164,195,453,606 1,571,394,350 1,313,434,978,273
Net Book Value............................... 2,097,165,913,205 2,043,268,457,870

Depreciation charged to cost of sales (Note 17) and operating expenses (Note 18) amounted to
Rp175,780,331,227 and Rp2,520,592,238, respectively, in 2008, Rp172,421,734,741 and Rp2,721,956,256,
respectively, in 2007 and Rp161,734,772,562 and Rp2,460,681,044, respectively, in 2006. Borrowing costs
capitalized to property, plant and equipment amounted to Rp6,943,210,114 in 2008, nil in 2007 and
Rp6,434,001,333 in 2006.

The above property, plant and equipment are pledged as collateral to secure the Companys long-term bank
loans (Note 13).

As of December 31, 2008, the Companys management is of the opinion that no impairment on its long-lived
assets has occurred.

As of December 31, 2008, the Companys real and personal properties, including inventories and electrical
equipment, are covered by insurance against losses by fire, flood, earthquake and other risks under blanket
policies for US$395,000,000. In the opinion of the Companys management, the insurance coverage is
adequate to cover possible losses that may arise from such risks.

F-19
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

7. PROPERTY, PLANT AND EQUIPMENT (Continued)

The Companys landrights or Hak Guna Bangunan (HGB) will expire in the following years:

No. of square meters Year of Expiration

152,805 .......................................................................................................................... 2022


2,250 .............................................................................................................................. 2022
3,909 .............................................................................................................................. 2023
1,160 .............................................................................................................................. 2027
4,445 .............................................................................................................................. 2029
2,506 .............................................................................................................................. 2036
6,443 .............................................................................................................................. 2039

Management believes that the existing landrights will be renewed by the Government upon expiration. As
of October 12, 2009, HGB covering 1,734 square meters is still in the process of being transferred to the
Companys name.

8. ESCROW ACCOUNTS

Escrow accounts maintained with PT Bank Negara Indonesia (Persero) Tbk consist of:

2008 2007 2006

Sales collection account ....................................... 278,434,728,235 279,107,207,520 362,587,887,264


Operations account (including US$686,492 in
2008, US$1,850,167 in 2007 and
US$3,029,657 in 2006) .................................... 21,287,470,734 238,800,438,520 35,967,908,393
Liability payment account (US$556,787in 2008,
US$2,720,880 in 2007 and US$1,574,946 in
2006) ................................................................. 6,096,822,030 25,627,967,119 14,206,011,026
Total ...................................................................... 305,819,020,999 543,535,613,159 412,761,806,683

Prior to June 9, 2009, disbursements from the above escrow accounts require prior approval from PT Bank
Negara Indonesia (Persero) Tbk based on the Escrow Account Agreement signed in 2002 with the
Companys creditors. On June 9, 2009, the Company and the creditors entered into an Amendment
Agreement to the Escrow Account Agreement whereby such prior approval is no longer required, and a new
escrow account, the Reserve account, was established. Under the Amendment Agreement, the use of the
funds in the Liability payment account and the Reserve account is restricted. A minimum balance equivalent
to two (2) times principal installments and two (2) times interest payments shall be maintained in the
Reserve account at any time (Note 13 and Note 25d).

9. ELECTRICAL EQUIPMENT NOT USED IN OPERATIONS

This account consists of uninstalled panel and watt hour meter which will be reclassified to the appropriate
property, plant and equipment upon installation.

The above electrical equipment not used in operations are pledged as collateral to secure the Companys
long-term bank loans (Note 13).

F-20
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

9. ELECTRICAL EQUIPMENT NOT USED IN OPERATIONS (Continued)

As of December 31, 2008, the Companys electrical equipment are covered by insurance against losses by
fire, flood, earthquake and other risks (Note 7). In the opinion of the Companys management, the insurance
coverage is adequate to cover possible losses that may arise from such risks.

10. ACCOUNTS AND TRANSACTIONS WITH A RELATED PARTY

In the normal course of business, the Company entered into transactions with a related party. In 2008, 2007
and 2006, the Companys significant transaction with its related party represents the agreement for a gas
energy transportation facility with PT Gasindo Pratama Sejati (GPS) (Note 20d).

11. TAXES

a. Taxes payable consist of:

2008 2007 2006

Withholding taxes:
Salaries (Article 21) ................................ 20,805,736,581 13,671,827,345 9,352,840,113
Payment of rent, management, and
other services to residents (Article
23)........................................................ 564,136,427 412,612,041 524,714,501
Final tax (Article 4 (2)) .......................... 142,247,604 874,386
Corporate income tax:
Interim installment (Article 25).............. 4,974,130,074 3,644,057,192
Final payment (Article 29) ..................... 56,800,120,237 36,884,442,613
Total ............................................................ 83,286,370,923 54,613,813,577 9,877,554,614

F-21
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

11. TAXES (Continued)

b. The reconciliation between the income tax calculated by applying the maximum tax rate of 30% to the
income before income tax, and the income tax expense per consolidated statements of income for the
years ended December 31, 2008, 2007 and 2006 is as follows:

2008 2007 2006

Income before income tax per


consolidated statements of income......... 406,506,854,288 266,462,948,408 434,236,896,602
Add losses before tax of consolidated
Subsidiaries.............................................. 283,312,311 297,938,090
Income before income tax attributable to
the Company ........................................... 406,790,166,599 266,760,886,498 434,236,896,602
Provision for current income tax at
applicable maximum tax rate of 30% .... 122,037,049,980 80,028,265,949 130,271,068,980
Effect of progressive tax rates.................... (17,500,000) (17,500,000)
Tax effect of fiscal adjustments and
permanent differences:
Effect of change in income tax rate ....... (19,591,430,435)
Interest income subjected to final tax .... (7,528,244,988) (7,940,144,723) (8,142,530,776)
Representation and entertainment ......... 1,522,010,954 2,935,750,632 1,865,060,342
Tax assessments....................................... 1,074,505,521 1,756,804,471 76,472,722
Donations and gifts ................................. 451,770,504 46,538,432 541,832,482
Employees activities............................... 185,023,665 270,088,225
Depreciation of non-depreciable assets .. 221,435,698 217,540,267 348,661,736
Expatriate housing and utilities .............. 132,578,674 111,233,545
Fiscal loss carryover corrections ............ 9,427,493,658
Adjustment in respect of prior year
current income tax .............................. 7,681,547,604
Non-taxable income ................................ (496,474,414)
Income tax expense ................................... 98,169,597,234 93,957,424,215 125,341,887,256

c. The details of deferred income tax expense are as follows:

2008 2007 2006

Tax effect of temporary differences at


applicable maximum tax rate of
28%and 25% in 2008, and 30% in
2007 and 2006
Depreciation of property, plant and
equipment ............................................ 23,082,934,698 732,433,150 (1,948,100,431)
Amortization of deferred gain on loan
restructuring......................................... (9,026,229,630) (6,084,799,287) (6,634,808,013)
Provision for employee benefits............. 1,985,963,220 2,107,964,700 2,248,258,500
Provision for inventory obsolescence..... (26,204,055) 103,310,134 343,197,161
Fiscal loss carryover utilization.............. (9,427,493,658) (119,350,434,473)
Deferred income tax benefit (expense) ... 16,016,464,233 (12,568,584,961) (125,341,887,256)

F-22
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

11. TAXES (Continued)

d. The details of deferred tax assets and liability are as follows:

2008 2007 2006

Deferred tax assets:


Deferred gain on loan restructuring ....... 19,931,329,526 28,957,559,156 35,042,358,443
Estimated liability for employee
benefits ................................................ 13,904,853,120 11,918,889,900 9,810,925,200
Provision for inventory obsolescence..... 420,303,240 446,507,295 343,197,161
Fiscal loss carryover ............................... 9,427,493,658
Total deferred tax assets ............................. 34,256,485,886 41,322,956,351 54,623,974,462
Less deferred tax liability:
Property, plant and equipment ................ 125,015,437,782 148,098,372,480 148,830,805,630
Net deferred tax liability .......................... (90,758,951,896) (106,775,416,129) (94,206,831,168)

e. The reconciliation between provision for current income tax and estimated income tax payable is as
follows:

2008 2007 2006

Provision for current income tax


(corporate income tax at progressive
tax rates) .................................................. 114,186,061,467 81,388,839,254
Less provision for current income tax -
prior year (Note 11f)............................... 7,681,547,604
Provision for current income tax - current
year .......................................................... 114,186,061,467 73,707,291,650
Less prepayments of income tax:
Interim installments (Article 25) ............ 57,029,415,124 36,440,571,920
Income tax upon importation (Article
22)........................................................ 339,526,106 333,277,117
Fiscal tax ................................................. 17,000,000 49,000,000
Total ............................................................. 57,385,941,230 36,822,849,037
Estimated income tax payable................. 56,800,120,237 36,884,442,613

The fiscal loss carryover of Rp31.42 billion as of December 31, 2006 was written off in 2007 based
on the fiscal corrections by the Tax Office in its decision letters dated April 24, 2007 (Note 11f).

F-23
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

11. TAXES (Continued)

f. Tax assessments

The Company received decision letters dated April 24, 2007 from the Tax Office relating to
assessments for corporate income tax for the tax years 2002, 2003 and 2004 resulting in additional
taxable income of Rp27.667 billion for 2002, reduction of Rp32.10 billion in taxable income for 2003
and reduction of Rp57.03 billion in fiscal loss for 2004. These fiscal corrections reduced the fiscal loss
carryover that was offset against the taxable income for the fiscal year 2006, resulting in additional
corporate income tax amounting to Rp7.681 billion, which is included in the provision for current
income tax in the 2007 consolidated statement of income.

The Company also received decision letters dated April 24, 2007 from the Tax Office for assessments
for withholding taxes under Article 26, Article 23, Article 21 and Article 4 (2) for the tax years 2002,
2003 and 2004 indicating tax underpayment totaling Rp5.57 billion. The Company has agreed to and
paid the tax assessments in May 2007, which are included in Other Income (Charges) -
Miscellaneous in the 2007 consolidated statement of income.

g. The deferred tax benefit (expense) on temporary differences for the years ended December 31, 2007
and 2006 is computed using the maximum rate of 30%. In September 2008, Law No. 7 Year 1983
regarding Income Tax has been revised with Law No. 36 Year 2008 which stipulates changes in
corporate tax rate from progressive tax rates up to maximum of 30% to a single rate of 28% for fiscal
year 2009 and 25% for fiscal year 2010 onwards. The Company recorded the impact of the change in
the income tax rate which amounted to Rp19,591,430,435 in 2008 as deferred income tax benefit.

h. Prepaid taxes

As of December 31, 2006, the Company has prepaid taxes consisting of prepaid value added tax and
income tax under Article 22, relating to the purchase of gas turbine amounting to Rp41.14 billion and
is included in Prepaid Taxes and Expenses in the 2006 balance sheet. These prepaid taxes were
substantially received in January 2007.

12. ACCRUED EXPENSES

Accrued expenses consist of:

2008 2007 2006

Commitment fees ............................................... 3,120,949,472 2,567,193,007 2,475,899,860


Others.................................................................. 8,068,272,258 2,878,149,524 390,248,750
Total.................................................................... 11,189,221,730 5,445,342,531 2,866,148,610

F-24
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

13. LONG-TERM BANK LOANS

Long-term bank loans consist of:

2008 2007 2006

Tranche I - repayable quarterly up to December


31, 2017
PT Bank Negara Indonesia (Persero) Tbk
(US$125,660,200 in 2008, US$139,534,545
in 2007 and US$150,772,765 in 2006) ....... 1,375,979,194,161 1,314,275,883,123 1,359,970,337,955
PT Bank Internasional Indonesia Tbk
(US$26,270,367 in 2008, US$29,170,921 in
2007 and US$31,520,369 in 2006) .............. 287,660,522,701 274,760,904,051 284,313,730,725
PT Bank Mandiri (Persero) Tbk
(US$24,019,592 in 2008, US$26,671,634 in
2007 and US$28,819, 787 in 2006) .............. 263,014,529,662 251,220,116,125 259,954,481,897
Laurenson Pte. Ltd. (US$5,190,213 in 2008,
US$5,763,273 in 2007 and US$6,227,451
in 2006) .......................................................... 56,832,835,526 54,284,264,996 56,171,608,471
Tranche II - repayable quarterly up to June 30,
2012 ...................................................................
PT Bank Negara Indonesia (Persero) Tbk
(US$14,385,365 in 2008, US$18,495,469 in
2007 and US$22,605,573 in 2006) ............... 157,519,745,874 174,208,824,395 203,902,272,790
PT Bank Internasional Indonesia Tbk
(US$1,899,970 in 2008, US$2,442,818 in
2007 and US$2,985,668 in 2006) ................ 20,804,668,543 23,008,904,720 26,930,713,544
Total ....................................................................... 2,161,811,496,467 2,091,758,897,410 2,191,243,145,382
Less current portion (US$20,552,953 in 2008,
US$24,652,953 in 2007 and US$20,852,953
in 2006) .............................................................. 225,054,832,613 232,206,162,046 188,093,633,895
Long-term portion (US$176,872,754in 2008,
US$197,425,707 in 2007 and
US$222,078,660
in 2006) .............................................................. 1,936,756,663,854 1,859,552,735,364 2,003,149,511,487

Tranche I and II loans bear interest at SIBOR plus margin (minimum of 3% and maximum of 5%) per year
or 7% per year, whichever is higher, thereafter, which is repriced and paid quarterly up to October 5, 2008.
Starting October 6, 2008, the interest rates on the loans are determined and agreed by the Company and the
creditors on a quarterly basis based on market data. The effective average interest rate on the above loans
was 8.17% in 2008, 8.21% in 2007 and 7% in 2006.

In December 2002, the Company fully settled its Tranche III loan in accordance with the provisions of the
second restructuring agreement and settled a portion of the PT Bank Mandiri (Persero) Tbk Tranche II loan
at the rate of US$0.10 for every US$1 loan. The discount arising from the settlement of the Tranche III loan
and a portion of the PT Bank Mandiri (Persero) Tbk Tranche II loan is recognized as deferred credits and
is being amortized to income over the period of the restructured loan. As of December 31, 2008, 2007 and
2006, the balance of the deferred credits amounted to Rp77,760,918,552, Rp96,525,197,186 and
Rp116,807,861,476, respectively. Amortization credited to interest expense (Note 19) amounted to
Rp18,764,278,634, Rp20,282,664,290 and Rp22,116,026,710, in 2008, 2007 and 2006, respectively.

F-25
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

13. LONG-TERM BANK LOANS (Continued)

Under the loan agreement, the Company is required to maintain financial ratios based on financial
projections and to deposit all proceeds from sales of electricity to its escrow bank accounts with PT Bank
Negara Indonesia (Persero) Tbk; withdrawals therefrom shall have prior approval from PT Bank Negara
Indonesia (Persero) Tbk (Note 8).

The loan agreement also requires prior written consent from the creditors for, among others, dividend
distribution, pledging of assets, amending the articles of association, changes in the composition of
management and equity ownership, merger and acquisition, related party transactions and expansion. Failure
to obtain prior approval from the creditors on such actions grants the right to the creditors to declare the
outstanding obligation as immediately due and demandable.

In 2005, the Companys management has requested for a written consent from its creditors for the expansion
of its power generation facilities, which commenced in 2005, and sourcing of additional loans from a
supplier for the planned expansion. The expansion of the power generation facilities was completed in July
2006. In March 2006, the Company sent a letter to the creditors confirming its request for approval of the
procurement of a gas turbine Frame 9 (Phase 1) and a steam generator. On August 13, 2007, the Company
received letter No. JDI/2/1619 from PT Bank Negara Indonesia (Persero) Tbk, agent of the loan syndication,
stating that the creditors approve the Companys request for approval to procure gas turbine Frame 9 and
steam generator with the following conditions, among others:

a) the Companys expansion of its facilities will not affect the ability of the Company to repay its
syndicated loan;

b) interest on the loan shall be at 8.5% per annum starting in the third quarter of 2007 until the loan is
fully paid;

c) the maturity of the syndicated loan shall be accelerated by a maximum period of 3 years; and

d) the maturity of the syndicated loan shall be adjusted to be in line with the repayment of such loan by
the Company through the proceeds from the planned bonds issuance.

In 2007, the Company continued the expansion of its power generation facilities without prior approval of
its creditors. On August 28, 2007, the Company sent a letter, letter No. 2007-VIII/330/CLFA, to the creditors
requesting for the approval of the procurement of a gas turbine Frame 9 (Phase 2), a steam turbine and two
boilers.

Subsequently, in February 2009 and March 2009, the Company received letters from PT Bank Negara
Indonesia (Persero) Tbk regarding the changes in the conditions to obtain creditors approval (Note 25).

As of the completion date of the consolidated financial statements, the Company has met all the conditions
for the approval of the expansion of power generation facilities except for the submission of a guarantee
letter from the shareholders, which the Company management believes is already covered by the Cash
Deficiency Agreement entered into by the Company and the creditors dated September 13, 2002, under the
Second Restructuring Agreement. In addition, the change in the composition of shareholders in 2007 is
pending approval by the creditors.

The Company believes that the creditors will not declare the outstanding obligation as immediately due and
demandable within a twelve-month period after the balance sheet dates and, accordingly, classifies the
long-term portion of its bank loans and related deferred credits as part of non-current liabilities in the
balance sheets.

F-26
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

13. LONG-TERM BANK LOANS (Continued)

The long-term bank loans are collateralized by all of the Companys machinery and equipment and
moveable assets related to the Companys power generation facilities (phases I, II and III), trade accounts
receivable (except trade receivables from PLN), inventories, landrights, other machinery and equipment,
buildings and infrastructure, office equipment and personal guarantees from certain related parties (Notes 4,
5, 7 and 9).

14. CUSTOMERS DEPOSITS

This account represents refundable deposits received from customers for electric power provided by the
Company.

15. SHARE CAPITAL

As of December 31, 2008 and 2007, the shareholders and their respective share ownership are as follows:

Percentage of Number of Shares


Shareholders Ownership Issued Amount Paid

PT Brasali Industri Pratama ................................. 31.15% 136,582 136,582,000,000


PT Udinda Wahanatama ....................................... 31.15 136,582 136,582,000,000
PT Pentakencana Pakarperdana............................ 31.15 136,582 136,582,000,000
PT Pola Megah Utama ......................................... 6.55 28,754 28,754,000,000
Total ...................................................................... 100.00% 438,500 438,500,000,000

As of December 31, 2006, the shareholders and their respective share ownership are as follows:

Percentage of Number of Shares


Shareholders Ownership Issued Amount Paid

PT Brasali Industri Pratama ................................. 31.15% 136,582 136,582,000,000


PT Udinda Wahanatama ....................................... 31.15 136,582 136,582,000,000
PT Pentakencana Pakarperdana............................ 30.58 134,096 134,096,000,000
PT Polamegah Utama ........................................... 6.55 28,754 28,754,000,000
PT Penta Cosmopolitan ....................................... 0.57 2,486 2,486,000,000
Total ...................................................................... 100.00% 438,500 438,500,000,000

Based on Notarial Deed No. 20 of Winanto Wiryomartani, S.H., M.Hum, dated September 12, 2007, the
shareholders of the Company approved the transfer of the shares of PT Penta Cosmopolitan to PT
Pentakencana Pakarperdana.

F-27
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

16. NET SALES

The details of net sales are as follows:

2008 2007 2006

Usage .................................................................. 2,432,543,631,480 1,816,741,441,217 1,507,752,494,787


Connection charges ............................................ 50,172,952,974 28,184,401,000 29,209,463,000
Total .................................................................... 2,482,716,584,454 1,844,925,842,217 1,536,961,957,787
Less sales discounts ........................................... 34,580,005,048 35,680,160,612 26,958,669,505
Net Sales ............................................................ 2,448,136,579,406 1,809,245,681,605 1,510,003,288,282

17. COST OF SALES

The details of cost of sales are as follows:

2008 2007 2006

Direct Cost
Natural gas.......................................................... 1,245,920,566,523 725,893,383,067 606,434,673,367
Spare parts .......................................................... 36,554,589,814 84,970,134,096 31,379,084,386
Rental of equipment ........................................... 10,985,296,080 2,828,494,680
Diesel fuel........................................................... 6,373,269,867 122,833,381,700 164,941,061,266
Direct labor......................................................... 3,407,556,000 2,885,697,638 2,475,840,799
Total direct cost .................................................. 1,303,241,278,284 939,411,091,181 805,230,659,818
Indirect Cost
Depreciation (Note 7)......................................... 175,780,331,227 172,421,734,741 161,734,772,562
Salaries and employee benefits.......................... 28,658,380,867 21,510,264,846 18,261,625,491
Freight charges ................................................... 10,758,464,602 1,299,035,050 529,983,033
Repairs and maintenance ................................... 9,831,839,811 11,661,252,888 7,703,833,419
Insurance............................................................. 4,210,771,476 3,601,814,131 4,884,884,010
Right of way....................................................... 1,244,324,035 558,059,488 541,946,312
Transportation..................................................... 1,140,678,493 1,060,502,701 1,728,323,788
Representation and entertainment...................... 946,212,570 1,062,012,678 689,932,100
Hospitalization ................................................... 900,802,332 553,013,899 858,716,587
Dues and subscriptions....................................... 779,720,311 775,928,856 1,318,280,322
Survey, analysis and research ............................ 554,461,508 316,923,157 213,143,618
Training and recruitment.................................... 453,329,003 336,621,614 98,000,000
Communication................................................... 388,375,895 611,182,282 218,104,742
License and permit ............................................. 384,605,600 378,186,096 349,809,023
Office and material supplies .............................. 338,959,018 313,324,940 355,231,220
Power plant supplies .......................................... 203,857,545 188,046,032 190,881,564
Provision for inventory obsolescence................ 192,855,308 344,367,113 1,143,990,537
Donation and gifts.............................................. 106,550,000 29,050,000 54,630,000
Others.................................................................. 195,887,827 116,449,536 531,490,698
Total indirect cost............................................... 237,070,407,428 217,137,770,048 201,407,579,026
Total Cost of Sales............................................ 1,540,311,685,712 1,156,548,861,229 1,006,638,238,844

F-28
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

18. OPERATING EXPENSES

The details of operating expenses are as follows:

2008 2007 2006

General and Administrative Expenses:


Salaries and employee benefits.......................... 107,546,389,526 87,866,566,882 67,209,617,954
Provision for pension benefits ........................... 12,063,843,000 8,760,708,862 7,494,195,000
Professional fees................................................. 11,693,505,891 38,489,572,832 4,230,207,876
Representation and entertainment...................... 3,527,381,678 7,845,914,700 4,842,822,366
Office expenses .................................................. 2,749,122,974 1,558,749,542 1,182,665,047
Depreciation (Note 7)......................................... 2,193,005,580 2,431,163,353 2,179,357,858
Transportation..................................................... 2,133,030,779 2,552,402,789 1,482,507,759
Insurance............................................................. 2,042,317,495 2,147,694,524 1,532,287,579
Office rent........................................................... 1,587,350,973 1,360,505,480 1,345,965,169
Donation and gifts.............................................. 1,391,408,063 120,353,107 547,047,694
Training............................................................... 1,376,421,380 1,522,689,826 1,100,259,995
Employees activities.......................................... 1,192,473,498 573,484,788 865,087,782
License and permit ............................................. 1,053,408,225 1,119,879,799 259,147,911
Communications ................................................. 640,045,026 627,999,005 474,638,366
Expatriate housing and utilities ......................... 582,369,460 441,928,909 370,778,483
Office supplies.................................................... 425,684,916 361,813,615 338,959,286
Community development ................................... 236,210,833
Repairs and maintenance ................................... 106,923,494 351,267,022 148,115,645
Utilities ............................................................... 58,520,275 96,753,250 62,392,825
Dues and subscription ........................................ 39,584,055 35,242,115 31,915,200
Others.................................................................. 480,067,240 665,417,521 184,210,810
Total general and administrative expenses ........ 153,119,064,361 158,930,107,921 95,882,180,605
Selling Expenses:
Commitment fees ............................................... 10,582,934,064 9,196,129,574 8,554,710,829
Salaries and employee benefits.......................... 3,757,288,673 3,484,377,923 3,849,791,115
Promotions.......................................................... 1,285,092,850 1,866,841,029 1,396,686,450
Representation and entertainment ..................... 599,775,599 877,908,063 698,427,950
Depreciation (Note 7)......................................... 327,586,658 290,792,903 281,323,186
Others.................................................................. 601,406,877 470,918,621 508,784,529
Total selling expenses ........................................ 17,154,084,721 16,186,968,113 15,289,724,059
Total Operating Expenses................................ 170,273,149,082 175,117,076,034 111,171,904,664

19. INTEREST AND FINANCING CHARGES

The details of interest and financing charges are as follows:

2008 2007 2006

Interest expense .................................................. 159,239,426,859 179,150,995,955 190,180,072,327


Amortization of deferred credits (Note 13)....... (18,764,278,634) (20,282,664,290) (22,116,026,710)
Financing charges ............................................. 2,349,560,646 1,198,175,766 455,312,500
Total.................................................................... 142,824,708,871 160,066,507,431 168,519,358,117

F-29
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS

a. The Company entered into a Power Purchase Agreement (PPA) with PLN on February 29, 1996
whereby PLN commits to purchase fixed capacity power availability of about 150 megawatts from the
Company. This agreement is valid for twenty (20) years and renewable upon mutual consent of both
parties. In June 1998, PLN suspended its purchase of power from the Company.

On March 7, 2003, the Company entered into an Amendment Agreement to the PPA with PLN,
whereby both parties agreed that PLN pays restructuring charge, as a result of PLNs suspension of
its purchase of power in June 1998, and the Company reconnects and starts to deliver electric energy
to the PLN grid.

Under the amendment agreement to the PPA, the Company and PLN have agreed to a minimum
monthly generation of electric power (contract quantities), whereby PLN is obligated to issue dispatch
instructions to achieve the contract quantities and the Company is obligated to deliver electric power
pursuant to PLNs dispatch instructions up to the contract quantities. However, PLN may require
dispatch of electric power higher than the contract quantities on a monthly basis and the Company
shall use its best efforts to deliver all electric power requested by PLN. The contract quantities may
change from time to time by mutual agreement between the Company and PLN. The monthly invoices
and payments of electric power shall be based on the actual electric power delivered and the billing
calculation described in the Amendment Agreement to the PPA. At the end of the year, the payment
on the electric power delivered shall be calculated on an annual basis whereby the amount computed
shall be compared to the actual amount invoiced monthly by the Company during the applicable year
to arrive at any payments still due to the Company or to PLN by the end of the year.
b. The Company entered into two (2) separate Sale and Purchase Agreements with Pertamina on May 21,
1993 (effective in May 1994) and August 18, 1994, whereby Pertamina commits to supply natural gas
to the Company at the purchase price of US$2.45 per MMBTU (Gross Heating Value). These
agreements are valid for ten (10) years and twenty (20) years, respectively. The sale and purchase
agreement entered into in May 1993 that expired in May 2004 was extended up to March 31, 2006.

On December 29, 2006, the Company and Pertamina entered into a new Sale and Purchase Agreement
for the supply of natural gas to amend the above mentioned agreements entered into on May 21, 1993
and August 18, 1994. Under the amended agreement, Pertamina commits to supply natural gas to the
Company at a price of US$3.35 per MMBTU (Gross Heating Value). The amended agreement is
effective starting April 1, 2006 until December 28, 2015 or when the supply of natural gas has reached
394,113 MMSCF, whichever occurs first. The amended agreement also provides for the annual
increase in the price of natural gas by 3% every April 1 during the validity of the contract. Purchases
under the agreements amounted to Rp761,130,610,093, Rp593,085,626,993 and Rp495,814,062,290
in 2008, 2007 and 2006, respectively. Outstanding advances under this agreement amounted to
US$5,915,510 and US$5,113,210 as of December 31, 2008 and 2007, respectively (Note 6). The
balance of the related payable arising from these transactions amounted to Rp23,826,491,818 as of
December 31, 2006, and is included in Trade Payables in the 2006 balance sheet.

c. On February 22, 2007, the Company and PT Rabana Gasindo Utama (RGU) entered into an agreement
for the transportation of natural gas from Pertamina to the Companys Gas Energy Generating Plant
in Cikarang. As compensation, the Company pays RGU a throughput fee of US$0.55 per MMBTU of
natural gas delivered. The amended agreement is effective starting April 1, 2006 until December 28,
2015 or when the supply of natural gas from Pertamina to the Company has reached 394,113 MMSCF,
whichever occurs first. Throughput fee charged to operations amounted to Rp32,395,852,880,
Rp30,351,969,161 and Rp30,287,037,635 in 2008, 2007 and 2006, respectively. The balances of the
related payables arising from these transactions amounted to Rp3,083,374,685, Rp2,649,626,265 and
Rp2,539,505,430 as of December 31, 2008, 2007 and 2006, respectively, and are included in Trade
Payables in the consolidated balance sheets.

F-30
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

d. On February 22, 2007, the Company and PT Gasindo Pratama Sejati (GPS) entered into an agreement
for the transportation of natural gas from Pertamina to the Companys Gas Energy Generating Plant
in Cikarang to amend the period covered by the agreement entered into by the parties on November
10, 1993. As compensation, the Company pays GPS a throughput fee of US$0.12 per MMBTU and
an operating throughput fee of US$0.24 per MMBTU of natural gas delivered. The amended
agreement is effective starting April 1, 2006 until December 28, 2015 or when the supply of natural
gas from Pertamina to the Company has reached 394,113 MMSCF, whichever occurs first. Throughput
fee charged to operations amounted to Rp74,014,300,991, Rp48,482,449,226 and Rp43,120,696,354
in 2008, 2007 and 2006, respectively. The balances of the related payables arising from these
transactions amounted to Rp5,721,509,700, Rp5,090,579,804 and Rp3,477,706,969 as of December
31, 2008, 2007 and 2006, respectively, and are included in Trade Payables in the consolidated
balance sheets.

e. On January 19, 2005, the Company entered into an agreement with PT Rabana Gasindo Makmur
(RGM), whereby RGM agreed to supply a total of 18,068 BSCF natural gas to the Company at the
purchase price of US$2.85 per MMBTU of natural gas delivered. This agreement is valid for ten (10)
years until January 2015. Purchases under the agreement amounted to Rp52,211,713,217,
Rp36,783,597,884 and Rp37,212,877,088 in 2008, 2007 and 2006, respectively. The balances of the
related payables arising from these transactions amounted to Rp5,447,428,229, Rp3,568,790,341 and
Rp2,746,681,914 as of December 31, 2008, 2007 and 2006, respectively, and are included in Trade
Payables in the consolidated balance sheets.

f. On November 28, 2007, the Company entered into Sale and Purchase Agreement with PT Perusahaan
Gas Negara (Persero) Tbk (PGN), whereby PGN commits to supply natural gas to the Company for
a price of US$5.5 per MMBTU from December 1, 2007 to November 30, 2009. The price of gas from
December 1, 2009 until the expiration of the contract will be based on the decision of the Director of
PGN. This agreement is valid for seven (7) years until November 30, 2014.

Under the agreement, the parties agreed to minimum and maximum gas consumption per month as
follows: a) minimum of 15,000 MMBTU per day and maximum of 18,000 MMBTU per day for the
period from December 1, 2007 to May 31, 2008; b) minimum of 20,000 MMBTU per day and
maximum of 24,000 MMBTU per day for the period from June 1, 2008 to November 30, 2009 and
c) minimum of 45,000 MMBTU per day and maximum of 54,000 MMBTU per day for the period
from December 1, 2009 to November 30, 2014.

The agreement also provides that: a) if the monthly consumption is less than the agreed minimum, the
Company shall pay based on minimum required consumption and agreed price per MMBTU; b) if the
monthly consumption is in excess of the maximum allowed, the Company shall pay 150% of the
agreed price per MMBTU for the consumption in excess of the maximum allowed; c) if the monthly
consumption is equal to or above the agreed minimum and is equal to or less than the agreed
maximum, the Company shall pay based on actual consumption at the agreed price per MMBTU.

Based on letter No. 013000S./PP.04/SBU1BEKA/2009 from PGN dated March 24, 2009, PGN
granted a waiver of the surcharge fee if the monthly gas consumption is in excess of the maximum
allowed, as described above, for the period from April 1, 2009 up to December 31, 2009; accordingly,
the Company shall pay PGN at the normal agreed price per MMBTU.

Based on the agreement, the above transaction shall be secured by a guarantee issued by a bank
acceptable to PGN in the amount of: a) US$5.94 million from December 1, 2007 to November 30,
2008, b) US$7.92 million from June 1, 2008 to November 30, 2009, and c) US$17.82 million from

F-31
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

December 1, 2009 up to the expiration of the contract. As of December 31, 2008, the outstanding bank
guarantee issued by HSBC in connection with the above transaction of US$7.924 million will expire
on November 30, 2009. The said bank guarantee is secured by the Companys cash deposit in HSBC
of the same amount. The agreement can be extended by providing one months notice to PGN prior
to expiry of the contract and upon mutual agreement of the parties. Purchases under the agreement
amounted to Rp326,168,089,342 and Rp17,189,739,803 in 2008 and 2007, respectively. The balances
of the related payables arising from these transactions amounted to Rp28,988,122,355 and
Rp17,189,739,803 as of December 31, 2008 and 2007, respectively, and are included in Trade
Payables in the 2008 and 2007 consolidated balance sheets.

g. As of December 31, 2007, the Company has outstanding irrevocable standby letter of credit issued by
HSBC amounting to JP146,600,000 which expired on January 7, 2009. The standby letter of credit
was issued in connection with the Companys purchase of certain equipment and covered by a
marginal deposit of the same amount. The purchase of equipment was completed in 2008.

h. On June 8, 2007, the Company (the buyer) and General Electric Company (the seller) entered into a
Contract for Export Sale of Equipment whereby the buyer desires to purchase one (1) Gas Turbine
Generator for a contract price of EURC = 19.75 million, subject to price adjustments as provided for in
the contract. The contract price shall be paid as follows: 10% upon signing of the contract; 75% in
equal monthly installments, commencing 30 days following the signing of the contract until 30 days
before the export delivery date on December 8, 2008; 10% upon delivery to the port of export and 5%
upon completion of final performance date. As of December 31, 2008, the total contract price under
the agreement with General Electric Company is presented as Machinery and Equipment Under
Installation/Construction under Property, Plant and Equipment in the 2008 consolidated balance
sheet (Note 7). As of December 31, 2007, the total advance payments of Rp76,305,112,500 under the
agreement are presented as part of Advances for Purchase of Property, Plant and Equipment in the
2007 consolidated balance sheet.

i. On August 1, 2007, the Company entered into a gas compressor rental service agreement with PT
Hanover Indonesia covering two (2) units of gas compressor package (GPC), including operation and
maintenance, for a minimum period of one (1) year and a monthly rental fee of US$42,600 per unit
of GPC. Under the agreement the Company is also required to pay mobilization fee of US$60,000 per
unit after the equipment is received in good condition, installation and commissioning fee of
US$15,000 per unit after the equipment is installed and commissioned, and demobilization fee of
US$41,000 per unit before the demobilization of the equipment. Unless either party gives the other
party 30 days written notice of termination prior to the expiration of the guaranteed minimum term,
the agreement will continue on a month to month basis. The guaranteed minimum term started on
December 1, 2007. The total rental charges under the agreement amounted to Rp10,985,296,080 and
Rp2,828,494,680 in 2008 and 2007, respectively. The balance of the related payables arising from this
transaction amounted to Rp1,026,234,000 and Rp1,732,342,480 as of December 31, 2008 and 2007,
and are included in Trade Payables in the consolidated balance sheets.

j. On December 26, 2007, the Company entered into agreements with PT Siemens Indonesia for the
development of the Cikarang Listrindo Power Station Phase VC (Development Extension Electrical
Works Contract Package) for a contract price of Rp3,641,198,000, US$6,412,241 and EUR
C= 2,680,260 (including value added tax). The total advance payments under the agreement with PT
Siemens Indonesia amounting to Rp364,119,800, US$626,818 and EURC = 224,067 as of December 31,
2008 are presented as part of Advances for Purchase of Property, Plant and Equipment in the 2008
consolidated balance sheet.

F-32
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

k. On January 10, 2008, the Company entered into agreements with AF-Enprima Ltd. for consultancy
services (onshore and offshore services) related to the combined cycle project (phase V) for a period
of 36 months. The consultancy services cover design review services, project management and
construction management services, commissioning and testing management services, and taking over
services. The consultancy services shall be invoiced monthly using hourly rates for offshore services
and monthly rates for onshore services as stipulated in the agreements. The cost of services under this
agreement amounted to Rp5,970,890,458 in 2008. The balances of the related payables arising from
this transaction amounted to Rp209,295,265 as of December 31, 2008, and is included in Trade
Payables in the 2008 consolidated balance sheet.

l. On January 8, 2008, the Company entered into a contract with General Electric International, Inc.,
USA (GEI) for technical advisory services relating to the installation and startup, and performance test
of gas turbine generator for a contract price of US$1,822,200. The contract shall be paid as follows:
1) 6% within 30 days from the date of the contract signing, 2) 44% upon physical unit shipment or
upon job mobilization, whichever comes first, 3) 40% upon mechanical completion of the project unit
and 4) final 10% upon the first full load operation on September 30, 2009.

m. On March 5, 2008, the Company entered into a contract with Siemens Industrial Turbomachinery AB
(SITAB) for the purchase of one (1) condensing steam turbine generator set for a contract price of
SEK121,978,600, with an option to purchase another condenser for a price of SEK39,820,000. The
contract price shall be paid as follows: 1) 10% of contract price upon signing of the contract less the
slot reservation fee of SEK 9,900,000, 2) 10% of contract price upon receipt of a copy of the purchase
order for generator, rotor forging and casing casting, 3) 15% of contract price upon submission of
foundation outline and lay-out drawings, 4) 25% of the contract price upon receipt of turbine rotor
forgings and casing casting at workshop of the suppliers, 5) 30% of contract price upon submission
of proforma invoice and mutually agreed delivery documents after FOB delivery, 6) 5% of contract
price on the date of initial synchronization of the equipment and 7) 5% of contract price upon
completion of final commissioning of the equipment. The total advance payments under the agreement
with SITAB amounting to Rp17,223,374,785 as of December 31, 2008 is presented as part of
Advances for Purchase of Property, Plant and Equipment in the 2008 consolidated balance sheet.

n. On April 3, 2008, the Company entered into a contract with Exterran Energy Solutions LP (EES) for
the purchase of three (3) electric motor driven compressor packages for a contract price of
US$2,705,366. The contract price shall be paid as follows: 1) 10% upon receipt of order, 2) 35% upon
receipt of compressor frame at point of manufacture, 3) 25% upon receipt of main drive motor at point
of manufacture, 4) 20% upon completion of unit before shipment and 5) 10% upon commissioning
and completion of performance test. EES will issue a performance bond for 10% of the purchase price
valid for the 12 month warranty period. The total advance payments under the agreement with EES
amounting to Rp2,962,369,200 as of December 31, 2008 are presented as part of Advances for
Purchase of Property, Plant and Equipment in the 2008 consolidated balance sheet.

o. On November 4, 2008, the Company entered into a contract with PT KSB Indonesia (KSB) for the
offshore supply of pumps for a contract price of US$2,068,800. The contract price shall be paid as
follows: 1) 20% of contract price upon signing of the agreement, 2) 30% of contract price on June 30,
2009 upon submission of evidence demonstrating that the works are progressing on time in accordance
with the program agreed with the purchaser, 3) 30% of contract price on December 31, 2009 upon
submission of documentary evidence demonstrating that the works have been assembled in the sellers
overseas workshop, 4) 10% of contract price upon shipment and 5) 10% of contract price at the start
of the defects liability period. The total advance payments under this agreement amounting to
Rp4,530,672,000 as of December 31, 2008 are presented as part of Advances for Purchase of
Property, Plant and Equipment in the 2008 consolidated balance sheet.

F-33
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

p. As of December 31, 2008, the Company has capital expenditure commitments of Rp314.6 billion
relating to the acquisition, erection and commissioning of machinery and equipment.

21. EMPLOYEE BENEFITS

The Company has defined contribution pension plans covering substantially all of its permanent employees.
The assets of the pension plans are administered by Dana Pensiun Lembaga Keuangan PT Bank Negara
Indonesia (Persero) Tbk and Dana Pensiun Lembaga Keuangan Manulife Indonesia as approved by the
Ministry of Finance in its Decision Letters No. KEP/301/KM.17/1993 and No. KEP-331/KM.6/2004,
respectively. Under the pension plans, the Company contributes 5% of the employees basic salary. The
Companys contributions to the pension plans charged to operations amounted to Rp1,181,965,192,
Rp1,038,458,273 and Rp970,749,410 in 2008, 2007 and 2006, respectively.

In addition, the Company recognizes employee benefits relating to the settlement of termination, gratuity
and compensation benefits of qualified employees in the event of employment termination provided certain
conditions are met as set forth in Law No. 13 and other long-term benefits for long leave allowance. The
estimated employee benefits expenses are based on the actuarial valuation reports as of December 31, 2008
and 2007 of PT Eldridge Gunaprima Solution, dated January 19, 2009 and January 15, 2008, respectively,
and as of December 31, 2006 of PT Dayamandiri Dharmakonsolindo, dated January 31, 2007, using the
projected unit credit method.

The following tables summarize the components of net employee benefits expense recognized in the income
statements and the amounts of estimated employee benefits liability recognized in the balance sheets:

a. Employee benefits expense (in thousands)

2008 2007 2006

Long Long Long


Law Leave Law Leave Law Leave
No. 13 Allowance Total No. 13 Allowance Total No. 13 Allowance Total

Current service cost .............. 4,821,431 1,623,356 6,444,787 4,405,109 947,219 5,352,328 3,528,297 1,020,275 4,548,572
Interest cost............................ 4,260,536 213,024 4,473,560 2,751,347 243,929 2,995,276 3,133,211 201,451 3,334,662
Amortization of past service
cost ................................... 1,107,066 163,668 1,270,734 450,922 450,922 553,780 553,780
Additional
pension/termination
benefits cost ..................... 78,074 78,074 2,151,939 2,151,939 659,392 659,392
Actuarial losses (gains) ......... 1,236,062 1,236,062 (430,675) (430,675) (24,771) (24,771)

Employee benefits expense . 10,267,107 3,236,110 13,503,217 9,759,317 760,473 10,519,790 7,874,680 1,196,955 9,071,635

F-34
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

21. EMPLOYEE BENEFITS (Continued)

b. Estimated employee benefits liability (in thousands)

2008 2007 2006

Long Long Long


Law Leave Law Leave Law Leave
No. 13 Allowance Total No. 13 Allowance Total No. 13 Allowance Total

Present value of obligation......... 64,244,294 4,757,156 69,001,450 54,911,833 2,542,320 57,454,153 37,608,321 2,769,599 40,377,920
Unrecognized past service
cost - non-vested ................... (1,946,695) (1,946,695) (2,306,238) (2,306,238) (2,665,782) (2,665,782)
Unrecognized actuarial losses .... (15,261,279) (15,261,279)(15,418,282) (15,418,282) (5,009,054) (5,009,054)

Estimated employee benefits


liability.................................. 47,036,320 4,757,156 51,793,476 37,187,313 2,542,320 39,729,633 29,933,485 2,769,599 32,703,084

c. Movements in balance of estimated employee benefits liability (in thousands)

2008 2007 2006

Long Long Long


Law Leave Law Leave Law Leave
No. 13 Allowance Total No. 13 Allowance Total No. 13 Allowance Total

Balance at beginning of year 37,187,313 2,542,320 39,729,633 29,933,485 2,769,599 32,703,084 22,985,186 2,223,703 25,208,889
Pension cost .......................... 10,267,107 10,267,107 9,759,317 9,759,317 7,874,680 7,874,680
Net expense for long leave
allowance.......................... 3,236,110 3,236,110 760,473 760,473 1,196,955 1,196,955
Pension benefit payments
during the year ................. (340,026) (340,026) (353,550) (353,550) (266,989) (266,989)
Additional
pension/termination
benefit payments .............. (78,074) (78,074) (2,151,939) (2,151,939) (659,392) (659,392)
Long leave allowance
payments during the
year ................................... (1,021,274) (1,021,274) (987,752) (987,752) (651,059) (651,059)

Balance at end of year ........ 47,036,320 4,757,156 51,793,476 37,187,313 2,542,320 39,729,633 29,933,485 2,769,599 32,703,084

The principal assumptions used in determining employee benefits expense and liabilities are as follows:

2008 2007 2006

Discount rate.............. 12% 10% 10%


Annual salary rate
increase .................. 8% 8% 8%
Mortality rate ............. TMI 1999 TMI 1999 CSO 1980
Retirement age........... 55 55 55
Disability rates........... 10% of the mortality rate 10% of the mortality rate 10% of the mortality rate
Turnover rates............ 5% up to age 25 and 5% up to age 25 and 5% up to age 25 and
reducing linearly to be reducing linearly to be reducing linearly to be
1% at age 45 and 1% at age 45 and 1% at age 45 and
thereafter thereafter thereafter

F-35
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

22. ASSETS AND LIABILITIES IN FOREIGN CURRENCIES

As of December 31, 2008, 2007 and 2006, the Companys monetary assets and liabilities denominated in
foreign currencies and their respective Rupiah equivalent computed using the prevailing rates of exchange
at balance sheet dates are as follows:

2008 2007 2006


Foreign Rupiah Foreign Rupiah Foreign Rupiah
Currencies Equivalent Currencies Equivalent Currencies Equivalent
Assets
Cash and cash
Equivalents...... US$ 38,814,282 425,016,392,609 US$ 17,014,939 160,263,707,616 US$ 24,097,683 217,361,097,864
EURC= 3,943,201 =
60,851,479,221 EURC 861,890 = 1,686,997
11,859,609,702 EURC 20,004,399,398
Marginal deposit
on letter of
credit................ Yen Yen 146,600,000 12,178,062,000 Yen
Trade receivables . US$ 689,510 7,550,134,500 US$ 618,067 5,821,573,073 US$ 563,093 5,079,102,288
Advances............... US$ 11,735,590 128,504,710,500 US$ 5,210,219 49,075,052,761 US$ 76,405 689,175,896
EURC= EURC= EURC= 25,394 301,116,123
Yen 151,281,640 18,339,873,187 Yen Yen
Advances for
purchase of
property, plant
and equipment. US$ 1,311,115 14,356,709,250 US$ US$
EURC= 224,067 3,457,797,314 EURC= 5,925,000 76,305,112,500 EURC=
Escrow accounts ... US$ 1,243,279 13,613,906,802 US$ 4,571,047 43,054,691,693 US$ 4,604,603 41,533,513,468
Restricted cash in
bank................. US$ 7,920,000 86,724,000,000 US$ 5,940,000 55,948,860,000 US$
Other non-current
assets ............... US$ 27,315 299,099,250 US$ 27,315 257,279,985 US$ 26,315 237,361,300
Total Assets........... US$ 61,741,091 676,064,952,911 US$ 33,381,587 314,421,165,128 US$ 29,368,099 264,900,250,816
= 4,167,268
EURC = 6,786,890
64,309,276,535 EURC 88,164,722,202 EURC= 1,712,391 20,305,515,521
Yen 151,281,640 18,339,873,187 Yen 146,600,000 12,178,062,000 Yen
Liabilities
Trade payables...... US$ 5,182,043 56,743,372,274 US$ 3,821,061 35,990,573,559 US$ 3,749,942 33,824,472,510
EURC = 46,123 711,762,420 EURC = 30,322 417,230,720 EURC = 43,817 519,591,235
GBP 10,600 167,511,800 GBP 13,410 252,161,640 GBP 15,201 269,005,372
Sin$ 5,069 38,559,427 Sin$ 10,864 70,637,728 Sin$ 10,342 60,600,618
Yen Yen 350,400 29,107,728 Yen 900,000 68,220,000
Other payables...... US$ US$ 202,788 1,910,055,745 US$ 1,555,801 14,033,329,169
EURC = 1,033,172 15,943,910,304 EURC = 100,716 1,385,852,160 EURC = 309,527 3,670,367,490
Accrued expenses . US$ US$ 92,319 869,552,661 US$
EURC = EURC = 72,600 998,976,000 EURC =
Long-term bank
loans ................ US$ 197,425,707 2,161,811,496,467 US$ 222,078,660 2,091,758,897,410 US$ 242,931,613 2,191,243,145,382
Total Liabilities..... US$ 202,607,750 2,218,554,868,741 US$ 226,194,828 2,130,529,079,375 US$ 248,237,356 2,239,100,947,061
EURC = 1,079,295 16,655,672,724 EURC = 203,638 2,802,058,880 EURC = 353,344 4,189,958,725
GBP 10,600 167,511,800 GBP 13,410 252,161,640 GBP 15,201 269,005,372
Sin$ 5,069 38,559,427 Sin$ 10,864 70,637,728 Sin$ 10,342 60,600,618
Yen Yen 350,400 29,107,728 Yen 900,000 68,220,000

F-36
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

22. ASSETS AND LIABILITIES IN FOREIGN CURRENCIES (Continued)

2008 2007 2006


Foreign Rupiah Foreign Rupiah Foreign Rupiah
Currencies Equivalent Currencies Equivalent Currencies Equivalent
Net Assets
(Liabilities)...... US$ (140,866,659) (1,542,489,915,830) US$ (192,813,241) (1,816,107,914,247) US$ (218,869,257) (1,974,200,696,245)
EURC = 3,087,973 47,653,603,811 EURC = 6,583,252 85,362,663,322 EURC = 1,359,047 16,115,556,796
GBP (10,600) (167,511,800) GBP (13,410) (252,161,640) GBP (15,201) (269,005,372)
Sin$ (5,069) (38,559,427) Sin$ (10,864) (70,637,728) Sin$ (10,342) (60,600,618)
Yen 151,281,640 18,339,873,187 Yen 146,249,600 12,148,954,272 Yen (900,000) (68,220,000)

The impact of presenting the Companys foreign currency denominated assets and liabilities, which are
substantially in United States Dollar, using the exchange rate of Rp9,490 to US$1 as of October 12, 2009
is a foreign exchange gain and a decrease in the net liabilities by approximately Rp205.7 billion.

23. CONTINGENCY

The Company is presently a defendant, together with Perusahaan Umum (Perum) Jasa Tirta and the National
Land Agency of Bekasi Regency as co-defendants, to a lawsuit filed by M. Ikat Susanto and Asam (plaintiff)
in Bekasi District Court in 2006. M. Ikat Susanto and Asam claimed material damages of Rp5,000,000,000
plus interest of 3%, to be calculated as of the date of the pronouncement of the court decision,
Rp2,000,000,000 for non-material damages and Rp1,000,000 for each day of delay in complying with the
court decision. M. Ikat Susanto and Asam claim that a tort is committed by: i) Perusahaan Umum (Perum)
Jasa Tirta II by disposing a disputed land without informing and paying compensation, ii) The National Land
Agency of Bekasi Regency by illegally issuing a land certificate for the disputed land in the name of
Perusahaan Umum (Perum) Jasa Tirta and iii) the Company by using the disputed land without the consent
of M. Ikat Susanto and Asam.

On September 17, 2007, the Bekasi District Court in its Decision No. 287.Pdt.G/2006/PN.Bks. decided in
favor of the plaintiffs and ruled the following, among others: 1) declared that the HGB certificate for the
disputed land is groundless and is not binding with all the legal consequences; 2) declared that the
defendants have committed tort causing damages to the plaintiffs; 3) ordered the defendants collectively to
pay intangible damages to the plaintiffs in the amount of Rp500,000,000 and 4) ordered Perusahaan Umum
(Perum) Jasa Tirta II and the Company or any other party occupying and using the disputed land to surrender
the land to the plaintiffs in vacant condition, and collectively pay Rp100,000 for each day of delay from the
court ruling.

The Company filed an appeal against the District Courts decision with the Bandung High Court through the
District Court on September 27, 2007 while Perusahaan Umum (Perum) Jasa Tirta II and The National Land
Agency of Bekasi Regency filed their appeals with the High Court on September 28, 2007 and October 23,
2007, respectively. On November 20, 2007, Perusahaan Umum (Perum) Jasa Tirta II filed its Memorandum
of Appeal while the Company and The National Land Agency of Bekasi Regency filed their Memoranda of
Appeals on November 23, 2007.

On June 18, 2008, the West Java High Court in its Decision No. 124/PDT/2008/PT.BDG decided in favor
of the plaintiffs and ruled the following, among others: 1) accepted the submission of appeals by the
defendants and the appellants; 2) upheld Bekasi District Courts decision No. 287/ Pdt.G/2006/PN.Bks dated
September 17, 2007; 3) ordered the defendants collectively to pay the court the amount of Rp260,000.

F-37
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

23. CONTINGENCY (Continued)

The Company filed an appeal against the West Java High Courts decision with the Supreme Court through
the District Court on September 17, 2008 while Perusahaan Umum (Perum) Jasa Tirta II and The National
Land Agency of Bekasi Regency filed their appeals with the Supreme Court on September 11, 2008 and
November 11, 2008, respectively. The Company, Perusahaan Umum (Perum) Jasa Tirta II, and The National
Land Agency filed their Memorandum of Appeal on September 26, 2008, September 25, 2008 and
November 26, 2008, respectively.

The ultimate outcome of this matter cannot be presently determined. However, the Companys management
believes that the Company has a solid legal basis for its position. Accordingly, no provision for any liabilities
that may result upon adjudication has been made in the financial statements.

24. ECONOMIC CONDITION

The current global economic crisis has caused volatility in foreign exchange rates and interest rates, unstable
stock markets, tight liquidity, reduced economic activity and lack of investors confidence across the globe,
including Indonesia. Such global economic condition has significantly affected all sectors of the economy,
including the Companys markets which may result to negative growth, increase in credit risk inherent in
the Companys receivables from customers and exposure to other risks. Indonesias ability to minimize the
impact of the global economic crisis on the countrys economy is largely dependent on the monetary, fiscal
and economic stimulus programs and other measures that are being taken and will be undertaken by the
Government, actions which are beyond the Companys control.

25. SUBSEQUENT EVENTS

a. On February 5, 2009, the Company received letter No. KPS/1.1/448 from PT Bank Negara Indonesia
(Persero) Tbk which changes the conditions for the approval to procure gas turbine Frame 9 (Phase
1), as enumerated in Letter No. JDI/2/1619 from PT Bank Negara Indonesia (Persero) Tbk, and
requires that the interest on the long-term bank loans shall be based on market rates; and the maturity
of the long-term bank loans shall be accelerated in order that the creditors can approve the expansion
of power generation facilities (Phase 1).

b. On March 31, 2009, the Company received letter No. KPS/1.1/946 from PT Bank Negara Indonesia
(Persero) Tbk regarding the approval to procure gas turbine Frame 9 (Phase 2), a steam turbine and
two boilers, and to use the funds in revenue escrow account for purposes determined by the Company,
among others.

Based on such letter, majority of the creditors approve the Companys expansions with certain
conditions imposed by one of the creditors that should be complied with by the Company requiring:

amendments to the loan agreement regarding the modification of the basis of interest rates of the
loan to commercial rate (using market rate) and the acceleration of the maturity of the loan

and the provision by the shareholders of the Company of a guarantee letter stating that the
shareholders will provide funds if there is cash deficiency during the expansion of the power
generation facilities which funds shall be a subordinated loan.

F-38
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

25. SUBSEQUENT EVENTS (Continued)

c. On June 9, 2009, the Company and the creditors entered into an Amendment Agreement to the Second
Restructuring Agreement whereby the parties agreed to, among others, amend the basis of interest rate
on the long-term bank loans to follow commercial interest rates, the quarterly interest period covered,
determination of interest rates for each creditor and to accelerate the maturity of the long-term bank
loans - Tranche I from December 31, 2017 to December 31, 2014. The Amendment Agreement is
effective starting October 6, 2008.

d. On June 9, 2009, the Company and the creditors entered into an Amendment Agreement to the Escrow
Account Agreement (Note 8).

26. REVISED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS

The following summarizes the revised Statements of Financial Accounting Standards (PSAK) which were
issued by the Indonesian Institute of Accountants and will be effective after 2008:

a) PSAK No. 50 (Revised 2006), Financial Instruments: Presentation and Disclosures, contains the
requirements for the presentation of financial instruments and identifies the information that should be
disclosed. The presentation requirements apply to the classification of financial instruments, from the
perspective of the issuer, into financial assets, financial liabilities and equity instruments; the
classification of related interests, dividends, losses and gains; and the circumstances in which financial
assets and financial liabilities should be offset. This standard requires the disclosure, among others, of
information about factors that affect the amount, timing and certainty of an entitys future cash flows
relating to financial instruments and the accounting policies applied to those instruments. PSAK No.
50 (Revised 2006) supersedes PSAK No. 50, Accounting for Certain Investments in Securities, and
is applied prospectively for the periods beginning on or after January 1, 2010. Earlier application is
permitted and should be disclosed.

b) PSAK No. 55 (Revised 2006), Financial Instruments: Recognition and Measurement, establishes the
principles for recognizing and measuring financial assets, financial liabilities, and some contracts to
buy or sell non-financial items. This standard provides for the definitions and characteristics of a
derivative, the categories of financial instruments, recognition and measurement, hedge accounting
and determination of hedging relationships, among others. PSAK No. 55 (Revised 2006) supersedes
PSAK No. 55, Accounting for Derivative Instruments and Hedging Activities, and is applied
prospectively for financial statements covering the periods beginning on or after January 1, 2010.
Earlier application is permitted and should be disclosed.

c) PSAK No. 26 (Revised 2008) Borrowing Costs, prescribes the accounting treatment for borrowing
costs. This standard provides guidance on the borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying asset that form part of the cost of that asset.
PSAK No. 26 (Revised 2008) supersedes PSAK No. 26 (1997), Borrowing Costs, and is applied
prospectively for financial statements covering the periods beginning on or after January 1, 2010.
Early application is permitted and should be disclosed. This revised PSAK is effective start on January
1, 2010.

The Company is presently evaluating and has not determined the effects of the above revised PSAKs on its
consolidated financial statements.

F-39
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006
(EXPRESSED IN RUPIAH, UNLESS OTHERWISE STATED)

26. REVISED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS (Continued)

d) PSAK No. 14 (Revised 2008), Inventories, prescribes the accounting treatment for inventories, and
supersedes PSAK No. 14 (1994). This revised PSAK provides guidance on the determination of
inventory cost and its subsequent recognition as an expense, including any write-down to net
realizable value, as well as guidance on the cost formulas used to assign costs to inventories. This
revised PSAK is effective for financial statements beginning on or after January 1, 2009. There is no
significant impact to the consolidated financial statements arising from the adoption of this PSAK.

27. REISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS

The Company has previously issued its consolidated financial statements for the years ended December 31,
2008 and 2007 with independent auditors report No. RPC-9579 dated March 31, 2009, except for Notes 25c
and 25d, as to which the date is June 9, 2009, and for the years ended December 31, 2007 and 2006 with
independent auditors report No RPC-8238 dated February 21, 2008, that were audited by Purwantono,
Sarwoko & Sandjaja. In connection with the planned issuance of Senior Notes by Listrindo Capital B.V., a
wholly-owned subsidiary, to be listed in the Singapore Exchange Securities Trading Limited, the Company
has reissued its consolidated financial statements for the years ended December 31, 2008, 2007 and 2006
with additional disclosures in the notes to the consolidated financial statements.

28. COMPLETION OF THE CONSOLIDATED FINANCIAL STATEMENTS

The management of the Company is responsible for the preparation and completion of the consolidated
financial statements that were completed on October 12, 2009.

F-40
Independent Accountants Review Report

Report No. RPC-0472/NAU

The Shareholders and Boards of Commissioners and Directors


PT Cikarang Listrindo

We have reviewed the consolidated balance sheets of PT Cikarang Listrindo (the Company) and Subsidiaries
as of October 31, 2009 and 2008, and the related consolidated statements of income, changes in shareholders
equity and cash flows for the ten-month periods then ended. These financial statements are the responsibility of
the Companys management.

We conducted our reviews in accordance with standards established by the Indonesian Institute of Certified Public
Accountants. A review of interim financial information consists principally of applying analytical procedures to
financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially
less in scope than an audit conducted in accordance with auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such
an opinion.

Based on our reviews, we are not aware of any indications of material modifications that should be made to the
consolidated financial statements referred to above for them to be in conformity with generally accepted
accounting principles in Indonesia.

Purwantono, Sarwoko & Sandjaja

Indrajuwana Komala Widjaja


Public Accountant License No. 98.1.0511

December 2, 2009

The accompanying consolidated financial statements are not intended to present the financial position, results of operations and cash flows
in accordance with accounting principles and practices generally accepted in countries and jurisdictions other than Indonesia. The standards,
procedures and practices to review such consolidated financial statements are those generally accepted and applied in Indonesia.

F-41
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
October 31, 2009 and 2008
(Expressed in Rupiah)

Notes 2009 2008

ASSETS

CURRENT ASSETS
Cash and cash equivalents .................................................. 3 183,522,414,098 813,941,847,753
Trade receivables - net........................................................ 4 255,284,931,532 265,191,950,665
Other receivables ............................................................... 50,112,849,961 536,425,459
Inventories - net .................................................................. 5 204,343,614,852 116,226,581,561
Advances ............................................................................. 6 45,140,004,412 78,425,269,821
Prepaid taxes and expenses ................................................ 7,585,884,028 6,369,246,455
Restricted cash in bank....................................................... 20 101,788,872,680 65,310,300,000
Escrow accounts ................................................................ 8 131,144,700,854
TOTAL CURRENT ASSETS .......................................... 978,923,272,417 1,346,001,621,714
NON-CURRENT ASSETS
Property, plant and equipment - net .................................. 7 2,584,303,551,338 2,147,990,601,195
Advances for purchase of property, plant and equipment. 20 124,931,698,480 30,863,774,162
Marginal deposit on letter of credit.................................... 20g 16,410,404,000
Escrow accounts ................................................................ 8 194,019,167,025 175,164,483,073
Electrical equipment not used in operations ...................... 9 1,924,922,091 1,636,885,840
Loans to employees ............................................................ 714,561,424 620,445,569
Deferred charges ................................................................. 10,423,392,500
Other non-current assets ..................................................... 2,496,381,852 1,141,203,425
TOTAL NON-CURRENT ASSETS ................................ 2,918,813,674,710 2,373,827,797,264
TOTAL ASSETS................................................................ 3,897,736,947,127 3,719,829,418,978

See Independent Accountants Review Report on review of consolidated financial statements.


The accompanying notes form an integral part of these consolidated financial statements.

F-42
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited) (continued)
October 31, 2009 and 2008
(Expressed in Rupiah)

Notes 2009 2008

LIABILITIES AND SHAREHOLDERS EQUITY

LIABILITIES

CURRENT LIABILITIES
Trade payables 20
Third parties .................................................................... 60,370,307,774 56,689,460,837
Related party ................................................................... 4,922,572,098 5,638,364,343
Other payables..................................................................... 30,740,312,375 3,077,506,294
Taxes payable ...................................................................... 11a 119,019,457,720 48,875,773,656
Accrued expenses................................................................ 12 60,329,883,457 54,525,327,846
Current portion of:
Long-term bank loans .................................................... 13 239,130,434,094 238,074,215,486
Deferred credits............................................................... 13 18,725,480,559 20,239,105,750
TOTAL CURRENT LIABILITIES................................. 533,238,448,077 427,119,754,212
NON-CURRENT LIABILITIES
Net deferred tax liability..................................................... 11d 100,433,513,535 90,470,274,188
Estimated liability for employee benefits .......................... 21 61,739,409,267 50,287,023,301
Customers deposits............................................................. 14 226,474,274,082 209,924,500,463
Long-term portion of:
Long-term bank loans .................................................... 13 1,490,767,117,946 1,992,689,741,715
Deferred credits............................................................... 13 40,799,177,537 59,524,658,096
TOTAL NON-CURRENT LIABILITIES ...................... 1,920,213,492,367 2,402,896,197,763
TOTAL LIABILITIES...................................................... 2,453,451,940,444 2,830,015,951,975
SHAREHOLDERS EQUITY
Share capital - Rp1,000,000 par value per share
Authorized - 500,000 shares .........................................
Issued and paid - 438,500 shares .................................. 15 438,500,000,000 438,500,000,000
Difference in foreign currency translation ......................... 20,803,304 8,275,814
Retained earnings ............................................................... 1,005,764,203,379 451,305,191,189
TOTAL SHAREHOLDERS EQUITY........................... 1,444,285,006,683 889,813,467,003
TOTAL LIABILITIES AND SHAREHOLDERS
EQUITY ......................................................................... 3,897,736,947,127 3,719,829,418,978

See Independent Accountants Review Report on review of consolidated financial statements.


The accompanying notes form an integral part of these consolidated financial statements.

F-43
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah)

Notes 2009 2008

NET SALES 16
Industrial estate ................................................................... 1,514,816,135,856 1,506,980,279,850
PT Perusahaan Listrik Negara (Persero) (PLN)................. 528,075,801,847 482,379,676,256
Total Net Sales ................................................................... 2,042,891,937,703 1,989,359,956,106

COST OF SALES.............................................................. 17 1,367,854,234,302 1,240,648,591,855


GROSS PROFIT ............................................................... 675,037,703,401 748,711,364,251
OPERATING EXPENSES 18
General and administrative ................................................. 126,152,162,874 112,032,731,450
Selling.................................................................................. 14,970,499,770 13,388,885,201
Total Operating Expenses ................................................ 141,122,662,644 125,421,616,651
INCOME FROM OPERATIONS ................................... 533,915,040,757 623,289,747,600
OTHER INCOME (CHARGES)
Gain (loss) on foreign exchange - net .............................. 181,362,100,105 (232,830,333,825)
Interest and financing charges - net ................................... 19 (128,319,137,669) (108,740,668,157)
Insurance claim ................................................................... 66,292,661,970
Interest income .................................................................... 8,994,943,470 18,573,332,938
Gain on sale of equipment.................................................. 593,834,894 423,168,058
Miscellanous - net............................................................... 1,535,399,592 (3,820,785,234)
Other Income (Charges)................................................... 130,459,802,362 (326,395,286,220)
INCOME BEFORE INCOME TAX............................... 664,374,843,119 296,894,461,380
INCOME TAX BENEFIT (EXPENSE)
Current................................................................................. (176,944,890,299) (81,565,967,276)
Deferred............................................................................... (9,674,561,639) 16,305,141,941
Income Tax Expense - Net .............................................. 11b (186,619,451,938) (65,260,825,335)
NET INCOME................................................................... 477,755,391,181 231,633,636,045

See Independent Accountants Review Report on review of consolidated financial statements.


The accompanying notes form an integral part of these consolidated financial statements.

F-44
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah)

Difference in
Issued and Paid Foreign Currency Total Shareholders
Share Capital Translation Retained Earnings Equity

Balance, January 1, 2008 .......... 438,500,000,000 11,183,770 219,671,555,144 658,182,738,914


Net income in 2008 ..................... 231,633,636,045 231,633,636,045
Foreign exchange difference on
translation of subsidiaries
financial statements.................. (2,907,956) (2,907,956)
Balance, October 31, 2008 ........ 438,500,000,000 8,275,814 451,305,191,189 889,813,467,003

Balance, January 1, 2009 .......... 438,500,000,000 (22,414,039) 528,008,812,198 966,486,398,159


Net income in 2009 ..................... 477,755,391,181 477,755,391,181
Foreign exchange difference on
translation of subsidiaries
financial statements.................. 43,217,343 43,217,343
Balance, October 31, 2009 ........ 438,500,000,000 20,803,304 1,005,764,203,379 1,444,285,006,683

See Independent Accountants Review Report on review of consolidated financial statements.


The accompanying notes form an integral part of these consolidated financial statements.

F-45
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah)

Notes 2009 2008

CASH FLOWS FROM OPERATING ACTIVITIES


Net income.................................................................................... 477,755,391,181 231,633,636,045
Adjustments to reconcile net income to net cash provided by
operating activities:
Foreign exchange loss (gain) due to restatement of bank
loans ...................................................................................... (265,409,887,821) 316,613,268,136
Depreciation ............................................................................. 7 147,738,262,434 148,462,103,280
Deferred income tax expense (benefit).................................... 11c 9,674,561,639 (16,305,141,941)
Amortization of deferred credits .............................................. 13 (18,236,260,456) (16,761,433,340)
Provision for employee benefits .............................................. 21a 13,989,803,267 11,788,914,301
Provision for doubtful accounts ............................................... 9,185,496,380
Provision for inventory obsolescence ...................................... 287,706,186 286,698,287
Gain on sale of equipment ....................................................... (593,834,894) (423,168,058)

Changes in operating assets and liabilities:


Trade receivables ...................................................................... 41,663,957,164 (75,161,048,858)
Other receivables ...................................................................... (49,803,175,219) 286,880,739
Inventories................................................................................. (80,399,561,277) (16,918,880,789)
Advances ................................................................................... 107,446,894,676 (24,528,937,015)
Prepaid taxes and expenses ...................................................... (1,814,821,562) (693,583,164)
Restricted cash in bank ............................................................ 20 (15,064,872,680) (9,361,440,000)
Marginal deposit on letter of credit ......................................... 20g (4,232,342,000)
Escrow accounts ....................................................................... (19,344,846,880) 368,371,130,086
Loans to employees .................................................................. (152,588,617) 636,613,488
Other non-current assets ........................................................... (1,314,407,602) (94,048,440)
Trade payables .......................................................................... (8,728,318,308) 12,752,957,167
Other payables .......................................................................... 12,821,126,268 (1,682,414,852)
Taxes payable............................................................................ 28,229,216,236 (12,807,130,821)
Accrued expenses ..................................................................... 46,221,139,788 56,149,076,215
Customers deposits .................................................................. 11,148,250,954 32,865,352,367
Payment of employee benefits ................................................. 21c (4,043,870,000) (1,231,524,000)
Net Cash Provided by Operating Activities ............................ 441,255,360,857 999,645,536,833

CASH FLOWS FROM INVESTING ACTIVITIES


Advances for purchase of property, plant and equipment .......... (99,927,547,560) (30,863,774,162)
Acquisitions of property, plant and equipment............................ (484,307,069,092) (293,133,520,929)
Acquisitions of electrical equipment not used in operations ...... (1,178,327,517) (2,774,573,568)
Proceeds from sale of equipment................................................. 1,367,474,994 732,291,660
Difference in foreign currency translation................................... 43,217,343 (2,907,956)
Net Cash Used in Investing Activities ...................................... (584,002,251,832) (326,042,484,955)
CASH FLOWS FROM FINANCING ACTIVITY
Payments of bank loans................................................................ (166,504,056,606) (177,608,208,345)

See Independent Accountants Review Report on review of consolidated financial statements.


The accompanying notes form an integral part of these consolidated financial statements.

F-46
PT CIKARANG LISTRINDO AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (continued)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah)

Notes 2009 2008

NET INCREASE (DECREASE) IN CASH AND


CASH EQUIVALENTS .......................................................... (309,250,947,581) 495,994,843,533
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD ............................................................................. 492,773,361,679 317,947,004,220
CASH AND CASH EQUIVALENTS AT END OF
PERIOD .................................................................................... 3 183,522,414,098 813,941,847,753
Supplemental Disclosures of Cash Flow Information
Corporate income taxes paid..................................................... 126,190,726,544 77,332,454,025
Interest and financing charges paid during the period,
including interest capitalized to property, plant and
equipment of Rp29,016,879,057 in 2009 and
Rp4,958,109,373 in 2008 ..................................................... 158,872,590,526 108,582,050,435

Supplemental Disclosure of Non-cash Activities:


Reclassification of electrical equipment not used in
operations to property, plant and equipment ........................ 1,924,922,087 2,879,249,882
Reclassification of advances for purchase of property, plant
and equipment to property,plant and equipment .................. 10,397,854,859 76,305,112,500
Accrual of note issuance costs.................................................. 10,423,392,500

See Independent Accountants Review Report on review of consolidated financial statements.


The accompanying notes form an integral part of these consolidated financial statements.

F-47
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

1. GENERAL

a. The Companys Establishment

PT Cikarang Listrindo (the Company) was established within the framework of the Domestic
Capital Investment Law No. 6 year 1968 which was amended by Law No. 12 year 1970, based on
Notarial Deed No. 187 of Lukman Kirana, S.H., dated July 28, 1990. The deed of establishment was
approved by the Ministry of Justice in its decision letter No. C2-5479.HT.01.01.TH.91 dated October
5, 1991 and published in Supplement No. 5163 of State Gazette No. 88 dated November 2, 1991. The
Companys Articles of Association has been amended from time to time, most recently by Notarial
Deed No. 42 of Winanto Wiryomartani, S.H., M.Hum, dated August 14, 2008, concerning the changes
in the Articles of Association in accordance with the Corporate Law No. 40 year 2007. The
amendment to the Articles of Association was approved by the Ministry of Justice and Human Rights
through its letter No. AHU-00269.AH.01.02 dated January 5, 2009.

The Company obtained license No. 29/MMP/KKI-III/1992 dated March 17, 1992, from the Junior
Minister of Industry to exclusively supply power to five (5) industrial estates in the Cikarang area for
ten (10) years until December 2003. This license was renewed by the Minister of Energy and Mineral
Resources through his decision letter No. 3887/31/MEM.L/2003 dated December 9, 2003. Based on
such decision letter, the Company shall exclusively supply power to such five industrial estates in the
Cikarang area until such time that the Java-Madura-Bali electric power supply system is determined
as a competitive area. The Minister of Energy and Mineral Resources through his decision letter No.
5045-12/43/600.3/2006 granted the Company an Electricity Undertaking License to Supply to the
Public to supply power to the five industrial estates in the Cikarang area for a period of 30 years from
December 11, 2006.

As stated in Article 3 of the Companys Articles of Association, the Company is primarily engaged in
electric power generation, marketing and distribution. The Company is domiciled in Jakarta with its
principal office located in the World Trade Center Building, Jl. Jenderal Sudirman. Its power plant is
located in Cikarang, Bekasi. The Company started commercial operations in November 1993.

b. Structure of the Subsidiaries

On June 11, 2007, Listrindo Capital B.V., a wholly-owned subsidiary of the Company, was
incorporated in Amsterdam, The Netherlands and first registered in the trade register on June 19, 2007.
On June 12, 2007, Signal Capital B.V., a wholly-owned subsidiary of Listrindo Capital B.V., was
incorporated in Amsterdam, The Netherlands and first registered in the trade register on June 19, 2007.
Both entities were established to, among other matters, lend and to borrow moneys, to issue bonds,
debentures and other securities, as well as to enter into agreements pertaining thereto. As of October
31, 2009, Listrindo Capital B.V. and Signal Capital B.V. have not started commercial operations and
have not engaged in any activity.

Percentage of
Total Assets
ownership (direct
Subsidiaries and indirect) Domicile 2009 2008

Listrindo Capital B.V. .............. 100% The Netherlands 487,727,055 333,720,908


Signal Capital B.V. .................. 100% The Netherlands 2,819,631 30,067,205

F-48
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

1. GENERAL (Continued)

c. Employees, Boards of Commissioners and Directors

As of October 31, 2009 and 2008, the members of the Companys Boards of Commissioners and
Directors are as follows:

Commissioners Directors

Ismail Sofyan............. President Commissioner Sutanto Joso............... President Director


Iwan Putra Brasali ..... Commissioner Andrew K. Labbaika . Director
Aldo Putra Brasali ..... Commissioner Ewe Chai Png........... Director
Fenza Sofyan ............. Commissioner
Djeradjat Yanto Joso.. Commissioner

As of October 31, 2009 and 2008, the Company has about 354 and 337 permanent employees,
respectively (unaudited).

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting and financial reporting policies adopted by the Company conform to generally accepted
accounting principles in Indonesia (Indonesian GAAP). The following significant accounting policies
were applied consistently in the preparation of the consolidated financial statements for the years ended
October 31, 2009 and 2008 except for the adoption in 2009 of Statement of Financial Accounting Standards
(PSAK) No. 14 (Revised 2008), Inventories:

a. Basis of Preparation of Consolidated Financial Statements

The consolidated financial statements, presented in Rupiah, have been prepared on a historical cost
basis except for inventories which are stated at the lower of cost or net realizable value.

The consolidated statements of cash flows present receipts and disbursements of cash and cash
equivalents classified into operating, investing and financing activities. The cash flows from operating
activities are presented using the indirect method.

b. Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its Subsidiaries
(Listrindo Capital B.V. and Signal Capital B.V.) which are 100%-owned either directly or indirectly.
All significant inter-company accounts and transactions have been eliminated.

The accounts of Listrindo Capital B.V. and Signal Capital B.V., which are reported in Euro, are
translated into Rupiah amounts at the middle rate of exchange prevailing at the balance sheet date for
assets and liabilities, average rate of exchange for profit and loss accounts and historical rate for equity
accounts.

The resulting difference arising from the translation of balance sheet and profit and loss accounts is
presented as Difference in Foreign Currency Translation under the Shareholders Equity section of
the consolidated balance sheets.

F-49
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

c. Foreign Currency Transactions and Balances

Transactions involving foreign currencies are recorded in the accounts at Indonesian Rupiah amounts
using the rates of exchange prevailing at the time the transactions are made. At balance sheet date,
monetary assets and liabilities denominated in foreign currencies, substantially in United States
Dollar, are adjusted to reflect the rates of exchange prevailing at such date, and the resulting gains or
losses are credited or charged to current operations.

For October 31, 2009 and 2008, the rates of exchange applied were as follows:

2009 2008

United States Dollar ................................................................... 9,545/US$1 10,995/US$1


Euro............................................................................................. 14,169/EURC=1 =1
14,083/EURC

d. Revenue and Expense Recognition

Revenue from sales is recognized upon delivery of electricity. Revenue from connection charges is
recognized at the time the related contract is executed. Expenses are recognized when incurred
(accrual basis).

e. Cash and Cash Equivalents

Cash and cash equivalents consist of cash in banks and on hand, and short-term time deposits with
original maturities of three months or less and which are not pledged as collateral for loans or not
restricted as to use.

f. Allowance for Doubtful Accounts

Allowance for doubtful accounts is provided based on a review of the status of individual receivable
accounts.

g. Inventories

Effective January 1, 2009, the Company applied PSAK No. 14 (Revised 2008), Inventories, which
supersedes PSAK No. 14 (1994), Inventories. The adoption of this revised PSAK did not have a
significant effect on the consolidated financial statements.

Inventories are stated at the lower of cost or net realizable value. Cost is determined by the weighted
average cost method.

F-50
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

h. Property, Plant and Equipment

Property, plant and equipment, except landrights which are stated at cost and not depreciated, are
stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method
based on the estimated useful lives of the assets as follows:

Years
Land improvements............................................................................................................. 12.5
Buildings and infrastructure................................................................................................ 10 - 15
Machinery and equipment .................................................................................................. 20
Furniture, fixtures and office equipment............................................................................ 4 - 5
Transportation equipment ................................................................................................... 4 - 5

The cost of repairs and maintenance is charged to income as incurred; significant renewals and
betterments that extend the assets useful life or give economic benefit in the future are capitalized.
When assets are retired, or when assets are disposed of, their costs and related accumulated
depreciation are removed from the accounts and any resulting gain or loss is credited or charged to
current operations.

Machinery and equipment under installation/construction and landrights under development are stated
at cost. The accumulated cost will be reclassified to the appropriate property, plant and equipment
accounts when the assets are completed and are ready for use.

Borrowing costs incurred during construction period on loans obtained to finance the construction of
power station facilities are capitalized as part of the cost of construction in progress.

In accordance with PSAK No. 48, Impairment of Asset Value, the Company reviews and evaluates
its long-lived assets for impairment when events or changes in circumstances indicate that related
carrying amounts are not recoverable. An impairment loss is recognized when there is impairment in
asset value. Impairment loss is measured as the amount by which the asset carrying value exceeds its
recoverable value.

i. Income Tax

The Company provides current income tax on the basis of its income for financial reporting purposes,
adjusted for certain income and expense items which are not assessable or deductible for tax purposes.

The Company applies the liability method to determine its deferred income tax expense or benefit.
Under the liability method, deferred tax assets and liabilities are recognized for temporary differences
between the financial and the tax bases of assets and liabilities at each reporting date. This method also
requires the recognition of future tax benefits on unused tax losses to the extent that realization of such
benefits is probable. Deferred tax assets and liabilities are measured at the tax rates that are expected
to apply to the period when the asset is realized or the liability is settled based on the tax rates (and
tax laws) that have been enacted or substantively enacted at the balance sheet date.

The carrying amount of deferred income tax asset is reviewed at each balance sheet date and reduced
to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or
part of the deferred income tax asset to be utilized. Unrecognized deferred income tax assets are
reassessed at each balance sheet date and are recognized to the extent that it has become probable that
future taxable profit will allow the deferred tax asset to be recovered.

F-51
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

i. Income Tax (Continued)

Amendments to tax obligations are recorded when an assessment is received and the Company has
incurred an obligation on the assessment or, if appealed against by the Company, when the result of
the appeal is determined.

j. Leases

Based on PSAK No. 30 (Revised 2007), Leases, the determination of whether an arrangement is,
or contains a lease, is based on the substance of the arrangement at inception date and whether the
fulfillment of the arrangement is dependent on the use of a specific asset and the arrangement conveys
a right to use the asset. Under this revised PSAK, leases that transfer substantially to the lessee all the
risks and rewards incidental to ownership of the leased item are classified as finance leases. Moreover,
leases which do not transfer substantially all the risks and rewards incidental to ownership of the
leased item are classified as operating leases.

Based on PSAK No. 30 (Revised 2007), under a finance lease (the Company as a lessee), the
Company shall recognize assets and liabilities in its balance sheets at amounts equal to the fair value
of the leased property or, if lower, the present value of the minimum lease payments, each determined
at the inception of the lease. Minimum lease payments shall be apportioned between the finance
charge and the reduction of the outstanding liability. The finance charge shall be allocated to each
period during the lease term so as to produce a constant periodic rate of interest on the remaining
balance of the liability.

Contingent rents shall be charged as expenses in the periods in which they are incurred. Finance
charges are reflected in profit and loss. Capitalized leased assets (presented under the property, plant
and equipment account) are depreciated over the shorter of the estimated useful life of the assets and
the lease term, if there is no reasonable certainty that the Company will obtain ownership by the end
of the lease term. Under an operating lease, the Company recognizes lease payments as an expense
on a straight-line basis over the lease term.

k. Debt Restructuring

The Company accounts for its debt restructuring under PSAK No. 54, Accounting for Troubled Debt
Restructuring, which requires the Company to account for the effects of the restructuring
prospectively from the time of restructuring, and shall not recognize gain or loss on restructuring
unless the carrying amount of the payable at the time of restructuring exceeds the total future cash
payments specified by the new terms.

l. Employee Benefits

The Company has defined contribution pension plans covering substantially all of its eligible
employees. The Companys contributions to the retirement plans are recognized as expense when
incurred.

In addition, the Company recognizes its estimated liability for employee retirement benefits in
accordance with Labor Law No. 13/2003 dated March 25, 2003 (Law No. 13) and long leave
allowance in accordance with its policies whereby the Company makes benefit payments to employees

F-52
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

l. Employee Benefits (Continued)

who have worked for a certain number of years. Provisions for such employee benefits are estimated
based on the actuarial valuation prepared by an independent actuary, using the projected unit credit
method. For employee retirement benefits, actuarial gains and losses are recognized as income or
expense when the net cumulative unrecognized actuarial gains and losses at the end of the previous
reporting year exceeded 10% of the higher of the present value of the defined benefit obligation or the
fair value of the plan assets, if any, at that date. These gains or losses are recognized on a straight-line
basis over the expected average remaining working lives of the employees. Past service costs are
amortized over the remaining estimated average service years of employees. For long leave allowance,
actuarial gains and losses and past service costs are recognized immediately to income.

m. Notes Issuance Cost

Expenses incurred in connection with the issuance of notes are deferred and recognized as Deferred
Charges in the 2009 consolidated balance sheet, and will be deducted from the proceeds when the
notes are issued. The difference between the net proceeds and the nominal value of the notes will be
recognized as premium or discount to be amortized over the term of the notes.

n. Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting
principles requires management to make estimations and assumptions that affect amounts reported
therein. Due to inherent uncertainty in making estimates, actual results to be reported in future periods
may be based on amounts that differ from those estimates.

F-53
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

3. CASH AND CASH EQUIVALENTS

Cash and cash equivalents consist of:

2009 2008

Cash on hand ....................................................................................... 82,000,000 82,000,000


Cash in banks
Rupiah
PT Bank CIMB Niaga Tbk ......................................................... 22,475,149,082 6,746,218,022
The Hongkong and Shanghai Banking Corporation Ltd.,
Jakarta Branch (HSBC) .......................................................... 5,407,837,610 1,908,788,500
PT Bank Central Asia Tbk .......................................................... 365,425,203 1,853,185,759
28,248,411,895 10,508,192,281
United States Dollar
PT Bank CIMB Niaga Tbk (US$292,426 in 2009 and
US$3,187,777 in 2008)............................................................ 2,791,208,270 35,049,610,974
HSBC (US$789,692 in 2009 and US$1,280,911 in 2008) ........ 7,537,608,326 14,083,613,806
PT Bank Commonwealth (US$3,531,437).................................. 38,828,153,443
PT Bank Negara Indonesia (Persero) Tbk (US$38,004,273) ..... 417,856,981,305
10,328,816,596 505,818,359,528
Euro
HSBC (EURC = 260,886 in 2009 and EURC = 2,046,729 in 2008) 3,696,496,568 28,824,090,844
Rabobank, Amsterdam, The Netherlands (EURC = 6,294 in
2009 and EURC= 10,411 in 2008) ............................................ 89,179,686 146,618,113
3,785,676,254 28,970,708,957
Time deposits
Rupiah
PT Bank CIMB Niaga Tbk ......................................................... 51,815,103,951
United States Dollar
PT Bank Commonwealth (US$2,007,746).................................. 19,163,944,542
PT Bank Central Asia Tbk (US$2,010,082 in 2009 and
US$7,192,910 in 2008)............................................................ 19,186,234,599 79,086,042,261
PT Bank Negara Indonesia (Persero) Tbk (US$3,000,000 in
2009 and US$323,705 in 2008) .............................................. 28,635,000,000 3,559,140,543
PT Bank Internasional Indonesia (US$5,910,690) ..................... 64,988,041,938
PT Bank CIMB Niaga Tbk (US$4,533,949) .............................. 49,850,768,046
66,985,179,141 197,483,992,788
Euro
PT Bank Commonwealth (EURC = 1,572,251 in 2009 and
= 5,047,120 in 2008)........................................................
EURC 22,277,226,261 71,078,594,199
Total ..................................................................................................... 183,522,414,098 813,941,847,753

F-54
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

3. CASH AND CASH EQUIVALENTS (Continued)

Annual interest rates on time deposits:

2009 2008

United States Dollar............................................................................. 1.15% - 3.25% 2.50% - 6.25%


Euro ...................................................................................................... 0.25% - 0.75% 3.50% - 7.25%
Rupiah .................................................................................................. 8.00% - 10.25% 7.75% - 11.25%

4. TRADE RECEIVABLES

Trade receivables consist of:

2009 2008

Usage .................................................................................................... 268,550,750,549 266,767,237,994


Connection charges .............................................................................. 2,876,397,750 5,381,433,058
Total...................................................................................................... 271,427,148,299 272,148,671,052
Less allowance for doubtful accounts................................................. 16,142,216,767 6,956,720,387
Net ........................................................................................................ 255,284,931,532 265,191,950,665

The above trade receivables are pledged as collateral to secure the Companys long-term bank loans (Note
13).

5. INVENTORIES

Inventories consist of:

2009 2008

Spare parts............................................................................................ 166,513,011,389 86,999,959,161


Diesel fuel ............................................................................................ 23,194,461,217 19,976,781,190
Supplies and consumables ................................................................... 16,605,061,390 11,024,897,147
Total...................................................................................................... 206,312,533,996 118,001,637,498
Less allowance for inventory obsolescence ........................................ 1,968,919,144 1,775,055,937
Net ........................................................................................................ 204,343,614,852 116,226,581,561

The above inventories are pledged as collateral to secure the Companys long-term bank loans (Note 13).
As of October 31, 2009, the Companys inventories are covered by insurance against losses by fire, flood,
earthquake and other risks (Note 7). In the opinion of the Companys management, the insurance coverage
is adequate to cover possible losses that may arise from such risks.

F-55
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

6. ADVANCES

Advances consist of:

2009 2008

Advance payments to suppliers........................................................... 44,032,009,216 72,954,247,027


Other advances..................................................................................... 1,107,995,196 5,471,022,794
Total ..................................................................................................... 45,140,004,412 78,425,269,821

As of October 31, 2009 and 2008, advance payments to suppliers mainly consist of advances to
Pertambangan Minyak dan Gas Bumi Negara (Pertamina) amounting to US$4,029,407 and US$5,545,700,
respectively, for purchase of gas, and to General Electric Company amounting to US$265,878 and
US$265,949, respectively, for purchase of spare parts.

7. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consist of:

2009

January 1, 2009 October 31, 2009


Balance Additions Disposals Reclassification Balance

At Cost
Landrights .................................. 20,760,824,591 474,400,000 21,235,224,591
Buildings and infrastructure ...... 254,234,091,889 322,439,767 254,556,531,656
Machinery and equipment......... 3,175,708,685,835 28,367,701,904 3,204,076,387,739
Furniture, fixtures and office
equipment.............................. 13,497,617,642 2,534,489,866 102,943,617 870,114,700 16,799,278,591
Transportation equipment.......... 15,666,908,400 5,077,340,000 2,694,775,000 18,049,473,400
Assets in progress:
Machinery and equipment
under installation/
construction...................... 419,606,705,327 459,853,474,501 (870,114,700) 878,590,065,128
Landrights under development.. 357,500,000 357,500,000

Total cost.................................... 3,899,832,333,684 496,629,846,038 2,797,718,617 4,393,664,461,105

Accumulated Depreciation
Buildings and infrastructure ...... 207,973,580,938 12,248,593,032 220,222,173,970
Machinery and equipment......... 1,438,405,880,857 131,956,610,849 1,570,362,491,706
Furniture, fixtures and office
equipment.............................. 8,445,123,607 1,634,113,720 97,070,176 9,982,167,151
Transportation equipment.......... 8,822,140,448 1,898,944,833 1,927,008,341 8,794,076,940

Total accumulated depreciation. 1,663,646,725,850 147,738,262,434 2,024,078,517 1,809,360,909,767

Net Book Value ........................ 2,236,185,607,834 2,584,303,551,338

F-56
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

7. PROPERTY, PLANT AND EQUIPMENT (Continued)

2008
January 1, 2008 October 31, 2008
Balance Additions Disposals Reclassification Balance
At Cost
Landrights .................................. 20,679,854,191 20,679,854,191
Buildings and infrastructure ...... 253,190,093,854 673,129,035 253,863,222,889
Machinery and equipment......... 3,111,481,041,161 45,870,819,012 3,157,351,860,173
Furniture, fixtures and office
equipment.............................. 11,375,526,858 2,104,587,052 296,612,052 13,183,501,858
Transportation equipment.......... 15,130,113,400 1,968,590,000 1,997,045,000 15,101,658,400
Assets in progress:
Machinery and equipment
under installation/
construction...................... 321,700,758,212 321,700,758,212
Total cost.................................... 3,411,856,629,464 372,317,883,311 2,293,657,052 3,781,880,855,723

Accumulated Depreciation
Buildings and infrastructure ...... 189,935,179,500 15,069,119,223 205,004,298,723
Machinery and equipment......... 1,282,623,804,452 129,629,005,379 1,412,252,809,831
Furniture, fixtures and office
equipment.............................. 7,046,873,821 1,433,041,694 255,508,784 8,224,406,731
Transportation equipment.......... 7,806,826,925 2,330,936,984 1,729,024,666 8,408,739,243
Total accumulated depreciation. 1,487,412,684,698 148,462,103,280 1,984,533,450 1,633,890,254,528
Net Book Value ........................ 1,924,443,944,766 2,147,990,601,195

Depreciation charged to cost of sales (Note 17) and operating expenses (Note 18) amounted to
Rp145,980,202,783 and Rp1,758,059,651, respectively, in 2009, and Rp146,310,798,302 and
Rp2,151,304,978, respectively, in 2008. Borrowing costs capitalized to property, plant and equipment
amounted to Rp29,016,879,057 and Rp4,958,109,373 in 2009 and 2008, respectively.

The above property, plant and equipment are pledged as collateral to secure the Companys long-term bank
loans (Note 13).

As of October 31, 2009, the Companys management is of the opinion that no impairment on its long-lived
assets has occurred.

As of October 31, 2009 and 2008, the Companys real and personal properties, including inventories and
electrical equipment, are covered by insurance against losses by fire, flood, earthquake and other risks under
blanket policies for US$467,000,000 and US$395,000,000, respectively. In the opinion of the Companys
management, the insurance coverage is adequate to cover possible losses that may arise from such risks.

F-57
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

7. PROPERTY, PLANT AND EQUIPMENT (Continued)

The Companys landrights or Hak Guna Bangunan (HGB) will expire in the following years:

No. of square meters Year of Expiration

152,805 ........................................................................................................................... 2022


2,250 ............................................................................................................................... 2022
3,909 ............................................................................................................................... 2023
1,160 ............................................................................................................................... 2027
4,445 ............................................................................................................................... 2029
2,506 ............................................................................................................................... 2036
6,443 ............................................................................................................................... 2039

Management believes that the existing landrights will be renewed by the Government upon expiration. As
of October 31, 2009, HGB covering 1,734 square meters is still in the process of being transferred to the
Companys name.

8. ESCROW ACCOUNTS

Escrow accounts are maintained with PT Bank Negara Indonesia (Persero) Tbk which consist of:

a. Current assets

2009 2008

Operations account (including US$63,297) .............................. 89,419,449,164


Sales collection account ............................................................. 41,725,251,690
Total............................................................................................ 131,144,700,854

b. Non-current assets

2009 2008

Reserve account (US$20,178,507)............................................. 192,603,851,701


Liability payment account (US$148,278 in 2009
and US$103,572 in 2008) ...................................................... 1,415,315,324 1,138,770,842
Sales collection account ............................................................. 151,076,517,303
Operations account (including US$956,313) ............................ 22,949,194,928
Total............................................................................................ 194,019,167,025 175,164,483,073

Prior to June 9, 2009, disbursements from the above escrow accounts require prior approval from PT
Bank Negara Indonesia (Persero) Tbk based on the Escrow Account Agreement signed in 2002 with
the Companys creditors. On June 9, 2009, the Company and the creditors entered into an Amendment
Agreement to the Escrow Account Agreement whereby such prior approval is no longer required, and
a new escrow account, the Reserve account, was established. Under the Amendment Agreement, the
use of the funds in the Liability payment account and the Reserve account is restricted. A minimum
balance equivalent to two (2) times principal installments and two (2) times interest payments shall
be maintained in the Reserve account at any time (Note 13).

F-58
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

9. ELECTRICAL EQUIPMENT NOT USED IN OPERATIONS

This account consists of uninstalled panel and watt hour meter which will be reclassified to the appropriate
property, plant and equipment upon installation.

The above electrical equipment not used in operations are pledged as collateral to secure the Companys
long-term bank loans (Note 13).

As of October 31, 2009, the Companys electrical equipment are covered by insurance against losses by fire,
flood, earthquake and other risks (Note 7). In the opinion of the Companys management, the insurance
coverage is adequate to cover possible losses that may arise from such risks.

10. ACCOUNTS AND TRANSACTIONS WITH A RELATED PARTY

In the normal course of business, the Company entered into transactions with a related party. The Companys
significant transaction with its related party represents the agreement for a gas energy transportation facility
with PT Gasindo Pratama Sejati (GPS) (Note 20d).

11. TAXES

a. Taxes payable consist of:

2009 2008

Withholding taxes:
Salaries (Article 21) ............................................................... 9,285,269,492 8,632,570,811
Payment of rent, management, and other services to
residents (Article 23).......................................................... 439,485,403 756,078,877
Final tax (Article 4 (2)) ......................................................... 270,063,688 45,366,362

Corporate income tax:


Interim installment (Article 25) ............................................. 12,521,496,705 4,974,130,074
Final payment (Article 29)..................................................... 96,503,142,432 34,467,627,532
Total............................................................................................ 119,019,457,720 48,875,773,656

F-59
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

11. TAXES (Continued)

b. The reconciliation between the income tax calculated by applying the applicable tax rate of 28% in
2009 and maximum tax rate of 30% in 2008, to the income before income tax, and the income tax
expense per consolidated statements of income for the ten-month periods ended October 31, 2009 and
2008, respectively, is as follows:

2009 2008

Income before income tax per consolidated statements of


income..................................................................................... 664,374,843,119 296,894,461,380
Add losses before tax of consolidated Subsidiaries.................. 837,476,126 229,052,920
Income before income tax attributable to the Company .......... 665,212,319,245 297,123,514,300
Provision for current income tax at applicable tax rate of
28% in 2009 and maximum tax rate of 30% in 2008.......... 186,259,449,389 89,137,054,290
Effect of progressive tax rates ................................................... (17,500,000)
Tax effect of fiscal adjustments and permanent differences:
Provision for doubtful accounts............................................. 2,571,938,986
Interest income subjected to final tax ................................... (2,215,217,257) (6,848,442,626)
Representation and entertainment ......................................... 1,558,948,159 918,677,978
Effect of change in income tax rate ...................................... (1,325,313,440) (19,000,108,517)
Non-taxable income ............................................................... (669,054,961)
Donations and gifts ................................................................ 652,023,119 252,069,800
Depreciation of non-depreciable assets ................................. (213,322,057) (222,061,091)
Tax assessments...................................................................... 1,041,135,501
Income tax expense .................................................................. 186,619,451,938 65,260,825,335

c. The details of deferred income tax expense are as follows:

2009 2008

Tax effect of temporary differences at applicable tax rate of


28% and 25% in 2009 and 30% in 2008
Amortization of deferred gain on loan restructuring ............ (5,050,165,002) (8,300,948,107)
Depreciation of property, plant and equipment..................... (6,226,322,380) 23,853,391,298
Provision for employee benefits ............................................ 1,529,999,197 755,442,061
Provision for inventory obsolescence.................................... 71,926,546 (2,743,311)
Deferred income tax benefit (expense) .................................. (9,674,561,639) 16,305,141,941

F-60
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

11. TAXES (Continued)

d. The details of deferred tax assets and liability are as follows:

2009 2008

Deferred tax assets:


Deferred gain on loan restructuring....................................... 14,881,164,524 20,656,611,049
Estimated liability for employee benefits.............................. 15,434,852,317 12,674,331,961
Provision for inventory obsolescence.................................... 492,229,786 443,763,984
Total deferred tax assets............................................................. 30,808,246,627 33,774,706,994
Less deferred tax liability:
Property, plant and equipment ............................................... 131,241,760,162 124,244,981,182
Net deferred tax liability ......................................................... 100,433,513,535 90,470,274,188

e. The reconciliation between provision for current income tax and estimated income tax payable is as
follows:

2009 2008

Provision for current income tax .............................................. 176,944,890,299 81,565,967,276


Less prepayments of income tax:
Interim installments (Article 25) ........................................... 70,733,256,247 47,081,154,976
Income tax upon importation (Article 22) ............................ 9,708,491,620 184,768
Fiscal tax................................................................................. 17,000,000
Total ............................................................................................ 80,441,747,867 47,098,339,744
Estimated income tax payable ................................................ 96,503,142,432 34,467,627,532

f. The deferred tax benefit (expense) on temporary differences prior to September 2008 is computed
using the maximum rate of 30%. In September 2008, Law No. 7 Year 1983 regarding Income Tax
has been revised with Law No. 36 Year 2008 which stipulates changes in corporate tax rate from
progressive tax rates up to a maximum of 30% to a single rate of 28% for fiscal year 2009 and 25%
for fiscal year 2010 onwards. The Company recorded the impact of the change in the income tax rate
which amounted to Rp1,325,313,440 and Rp19,000,108,517 for the ten-month periods ended October
31, 2009 and 2008, respectively, as deferred income tax benefit.

12. ACCRUED EXPENSES

Accrued expenses consist of:

2009 2008

Salaries and employee benefits ........................................................ 25,012,901,870 23,563,636,333


Interest............................................................................................... 12,095,100,557 20,169,824,149
Professional fees ............................................................................... 10,423,392,500
Commitment fees.............................................................................. 3,958,245,504 3,027,337,553
Others ................................................................................................ 8,840,243,026 7,764,529,811
Total .................................................................................................. 60,329,883,457 54,525,327,846

F-61
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

13. LONG-TERM BANK LOANS


Long-term bank loans consist of:

2009 2008

Tranche I - repayable quarterly up to December 31, 2014


effective October 6, 2008 (repayable quarterly up to
December 31, 2017 prior to October 6, 2008)
PT Bank Negara Indonesia (Persero) Tbk
(US$116,849,991 in 2009 and
US$128,643,185 in 2008) ....................................................... 1,115,333,167,436 1,414,431,814,017
PT Bank Internasional Indonesia Tbk
(US$24,428,516 in 2009 and
US$26,893,986 in 2008) ......................................................... 233,170,184,075 295,699,380,248
PT Bank Mandiri (Persero) Tbk
(US$22,335,545 in 2009 and
US$24,589,781 in 2008) .......................................................... 213,192,779,220 270,364,639,126
Laurenson Pte. Ltd.
(US$4,826,320 in 2009 and
US$5,313,421 in 2008) ............................................................ 46,067,227,645 58,421,065,434
Tranche II - repayable quarterly up to June 30, 2012
PT Bank Negara Indonesia (Persero) Tbk
(US$11,302,787 in 2009 and
US$15,412,891 in 2008) .......................................................... 107,885,099,147 169,464,736,435
PT Bank Internasional Indonesia Tbk
(US$1,492,834 in 2009
and US$2,035,682 in 2008) .................................................... 14,249,094,517 22,382,321,941
Total .................................................................................................. 1,729,897,552,040 2,230,763,957,201
Less current portion (US$25,052,953 in 2009 and
US$21,652,953 in 2008) .............................................................. 239,130,434,094 238,074,215,486
Long-term portion (US$156,183,040 in 2009 and
US$181,235,993 in 2008) ............................................................ 1,490,767,117,946 1,992,689,741,715

Tranche I and II loans bear interest at SIBOR plus margin (minimum of 3% and maximum of 5%) per year
or 7% per year, whichever is higher, which is repriced and paid quarterly up to October 5, 2008. Starting
October 6, 2008, the interest rates on the loans are determined and agreed by the Company and the creditors
on a quarterly basis based on market data. The effective average interest rate on the above loans was 10.27%
in 2009 and 7.5% in 2008.
In December 2002, the Company fully settled its Tranche III loan in accordance with the provisions of the
second restructuring agreement and settled a portion of the PT Bank Mandiri (Persero) Tbk Tranche II loan
at the rate of US$0.10 for every US$1 loan. The discount arising from the settlement of the Tranche III loan
and a portion of the PT Bank Mandiri (Persero) Tbk Tranche II loan is recognized as deferred credits and
is being amortized to income over the period of the restructured loan. As of October 31, 2009 and 2008, the
balance of the deferred credits amounted to Rp59,524,658,096 and Rp79,763,763,846, respectively.
Amortization credited to interest expense (Note 19) amounted to Rp18,236,260,456 and Rp16,761,433,340,
in 2009 and 2008, respectively.
Under the loan agreement, the Company is required to maintain financial ratios based on financial
projections and to deposit all proceeds from sales of electricity to its escrow bank accounts with PT Bank
Negara Indonesia (Persero) Tbk; withdrawals therefrom prior to June 9, 2009 were required to have prior
approval from PT Bank Negara Indonesia (Persero) Tbk (Note 8).

F-62
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

13. LONG-TERM BANK LOANS (Continued)

The loan agreement also requires prior written consent from the creditors for, among others, dividend
distribution, pledging of assets, amending the articles of association, changes in the composition of
management and equity ownership, merger and acquisition, related party transactions and expansion. Failure
to obtain prior approval from the creditors on such actions grants the right to the creditors to declare the
outstanding obligation as immediately due and demandable.

In 2005, the Companys management has requested for a written consent from its creditors for the expansion
of its power generation facilities, which commenced in 2005, and sourcing of additional loans from a
supplier for the planned expansion. The expansion of the power generation facilities was completed in July
2006. In March 2006, the Company sent a letter to the creditors confirming its request for approval of the
procurement of a gas turbine Frame 9 (Phase 1) and a steam generator. On August 13, 2007, the Company
received letter No. JDI/2/1619 from PT Bank Negara Indonesia (Persero) Tbk, agent of the loan syndication,
stating that the creditors approve the Companys request for approval to procure gas turbine Frame 9 and
steam generator with the following conditions, among others:

a) the Companys expansion of its facilities will not affect the ability of the Company to repay its
syndicated loan;

b) interest on the loan shall be at 8.5% per annum starting in the third quarter of 2007 until the loan is
fully paid;

c) the maturity of the syndicated loan shall be accelerated by a maximum period of 3 years; and

d) the maturity of the syndicated loan shall be adjusted to be in line with the repayment of such loan by
the Company through the proceeds from the planned bonds issuance.

In 2007, the Company continued the expansion of its power generation facilities without prior approval of
its creditors. On August 28, 2007, the Company sent a letter, letter No. 2007-VIII/330/ CLFA, to the
creditors requesting for the approval of the procurement of a gas turbine Frame 9 (Phase 2), a steam turbine
and two boilers.

On February 5, 2009, the Company received letter No. KPS/1.1/448 from PT Bank Negara Indonesia
(Persero) Tbk which changes the conditions for the approval to procure gas turbine Frame 9 (Phase 1), as
enumerated in Letter No. JDI/2/1619 from PT Bank Negara Indonesia (Persero) Tbk, and requires that the
interest on the long-term bank loans shall be based on market rates; and the maturity of the long-term bank
loans shall be accelerated in order that the creditors can approve the expansion of power generation facilities
(Phase 1).

On March 31, 2009, the Company received letter No. KPS/1.1/946 from PT Bank Negara Indonesia
(Persero) Tbk regarding the approval to procure gas turbine Frame 9 (Phase 2), a steam turbine and two
boilers, and to use the funds in revenue escrow accounts for purposes determined by the Company, among
others.

Based on such letter, majority of the creditors approve the Companys expansions with certain conditions
imposed by one of the creditors that should be complied with by the Company requiring:

a) amendments to the loan agreement regarding the modification of the basis of interest rates of the loan
to commercial rate (using market rate) and the acceleration of the maturity of the loan

F-63
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

13. LONG-TERM BANK LOANS (Continued)

b) and the provision by the shareholders of the Company of a guarantee letter stating that the
shareholders will provide funds if there is cash deficiency during the expansion of the power
generation facilities which funds shall be a subordinated loan.

On June 9, 2009, the Company and the creditors entered into an Amendment Agreement to the Second
Restructuring Agreement whereby the parties agreed to, among others, amend the basis of interest rate on
the long-term bank loans to apply commercial interest rates, the quarterly interest period covered,
determination of interest rates for each creditor and to accelerate the maturity of the long-term bank loans
- Tranche I from December 31, 2017 to December 31, 2014. The Amendment Agreement is effective starting
October 6, 2008.

As of the completion date of the consolidated financial statements, the Company has met all the conditions
for the approval of the expansion of power generation facilities except for the submission of a guarantee
letter from the shareholders, which the Company management believes is already covered by the Cash
Deficiency Agreement entered into by the Company and the creditors dated September 13, 2002, under the
Second Restructuring Agreement. In addition, the change in the composition of shareholders in 2007 is
pending approval by two (2) of the Companys creditors.

The Company believes that the creditors will not declare the outstanding obligation as immediately due and
demandable within a twelve-month period after the balance sheet dates and, accordingly, classifies the
long-term portion of its bank loans and related deferred credits as part of non-current liabilities in the
balance sheets.

The long-term bank loans are collateralized by all of the Companys machinery and equipment and
moveable assets related to the Companys power generation facilities (phases I, II and III), trade receivables
(except trade receivables from PLN), inventories, landrights, other machinery and equipment, buildings and
infrastructure, office equipment and personal guarantees from certain related parties (Notes 4, 5, 7 and 9).

In November 2009, the creditors approved the Companys plan to issue notes (Note 26).

14. CUSTOMERS DEPOSITS

This account represents refundable deposits received from customers for electric power provided by the
Company.

15. SHARE CAPITAL

As of October 31, 2009 and 2008, the shareholders and their respective share ownership are as follows:

Percentage of Number of
Shareholders Ownership Shares Issued Amount Paid

PT Brasali Industri Pratama ................................. 31.15% 136,582 136,582,000,000


PT Udinda Wahanatama ....................................... 31.15 136,582 136,582,000,000
PT Pentakencana Pakarperdana............................ 31.15 136,582 136,582,000,000
PT Pola Megah Utama ......................................... 6.55 28,754 28,754,000,000
Total ...................................................................... 100.00% 438,500 438,500,000,000

F-64
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

16. NET SALES

The details of net sales are as follows:

2009 2008

Usage................................................................................................. 2,049,259,014,277 1,971,716,791,958


Connection charges........................................................................... 15,166,728,680 40,098,963,974
Total................................................................................................... 2,064,425,742,957 2,011,815,755,932
Less sales discounts.......................................................................... 21,533,805,254 22,455,799,826
Net Sales........................................................................................... 2,042,891,937,703 1,989,359,956,106

17. COST OF SALES

The details of cost of sales are as follows:

2009 2008

Direct Cost
Natural gas ........................................................................................ 1,080,222,312,928 1,004,057,045,264
Spare parts ........................................................................................ 76,060,206,989 31,633,515,354
Rental of equipment ......................................................................... 6,634,870,000 8,820,270,360
Diesel fuel ......................................................................................... 2,716,781,056 6,092,324,313
Direct labor ....................................................................................... 3,395,528,500 2,817,708,000
Total direct cost ................................................................................ 1,169,029,699,473 1,053,420,863,291
Indirect Cost
Depreciation (Note 7) ....................................................................... 145,980,202,783 146,310,798,302
Salaries and employee benefits ........................................................ 25,826,241,039 21,977,348,424
Repairs and maintenance.................................................................. 8,916,205,320 7,946,718,992
Insurance ........................................................................................... 6,554,454,526 3,361,571,419
Freight charges.................................................................................. 2,960,753,902 863,394,296
Training and recruitment .................................................................. 1,457,737,488 421,329,003
Transportation ................................................................................... 926,412,518 944,147,557
License and permit ........................................................................... 841,385,652 493,037,952
Right of way ..................................................................................... 775,235,439 1,029,985,977
Hospitalization ................................................................................. 773,773,954 761,015,936
Dues and subscriptions ..................................................................... 694,554,323 641,694,973
Communication ................................................................................. 668,654,505 319,293,658
Representation and entertainment .................................................... 639,833,575 858,349,450
Office and material supplies............................................................. 617,648,313 149,324,272
Survey, analysis and research........................................................... 567,807,562 412,748,758
Provision for inventory obsolescence .............................................. 287,706,186 286,698,287
Power plant supplies......................................................................... 156,088,103 166,103,280
Donation and gifts ............................................................................ 32,467,664 103,950,000
Others ................................................................................................ 147,371,977 180,218,028
Total indirect cost ............................................................................. 198,824,534,829 187,227,728,564
Total Cost of Sales .......................................................................... 1,367,854,234,302 1,240,648,591,855

F-65
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

18. OPERATING EXPENSES

The details of operating expenses are as follows:

2009 2008

General and Administrative Expenses:


Salaries and employee benefits ........................................................ 81,519,626,936 74,411,737,043
Provision for pension benefits.......................................................... 13,989,803,267 11,788,914,301
Provision for doubtful accounts ...................................................... 9,185,496,380
Representation and entertainment .................................................... 4,117,080,018 1,771,831,428
Donation and gifts ............................................................................ 2,088,648,333 589,723,203
Insurance ........................................................................................... 2,078,432,826 1,572,843,002
Transportation ................................................................................... 1,783,618,906 1,861,439,421
Professional fees ............................................................................... 1,629,511,069 10,463,541,692
Depreciation (Note 7) ....................................................................... 1,556,519,006 1,863,487,757
Office rent ......................................................................................... 1,508,164,489 1,295,326,848
Office expenses................................................................................. 1,283,335,356 2,443,999,191
Training ............................................................................................. 1,124,191,082 1,125,383,040
Expatriate housing and utilities........................................................ 926,704,961 449,057,636
Communications ............................................................................... 599,401,974 507,286,641
Community development.................................................................. 591,641,585 203,667,333
Repairs and maintenance.................................................................. 459,375,644 45,723,113
Office supplies .................................................................................. 453,653,910 459,497,376
Employees activities ........................................................................ 185,684,564 604,487,928
License and permit ........................................................................... 138,826,451 91,673,973
Utilities.............................................................................................. 35,911,975 51,382,925
Dues and subscription ...................................................................... 37,590,925 31,907,055
Others ................................................................................................ 858,943,217 399,820,544
Total general and administrative expenses ...................................... 126,152,162,874 112,032,731,450

The details of operating expenses are as follows:

2009 2008

Selling Expenses:
Commitment fees.............................................................................. 9,101,358,805 8,637,459,895
Salaries and employee benefits ........................................................ 3,470,321,286 2,843,792,861
Representation and entertainment ................................................... 810,758,402 432,079,049
Promotions ........................................................................................ 674,790,984 573,398,850
Depreciation (Note 7) ....................................................................... 201,540,645 287,817,221
Others ................................................................................................ 711,729,648 614,337,325
Total selling expenses....................................................................... 14,970,499,770 13,388,885,201
Total Operating Expenses .............................................................. 141,122,662,644 125,421,616,651

F-66
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

19. INTEREST AND FINANCING CHARGES

The details of interest and financing charges are as follows:

2009 2008

Interest expense ................................................................................ 146,024,239,625 123,290,665,851


Amortization of deferred credits (Note 13) ..................................... (18,236,260,456) (16,761,433,340)
Financing charges ............................................................................ 531,158,500 2,211,435,646
Total .................................................................................................. 128,319,137,669 108,740,668,157

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS

a. The Company entered into a Power Purchase Agreement (PPA) with PLN on February 29, 1996
whereby PLN commits to purchase fixed capacity power availability of about 150 megawatts from the
Company. This agreement is valid for twenty (20) years and renewable upon mutual consent of both
parties. In June 1998, PLN suspended its purchase of power from the Company.

On March 7, 2003, the Company entered into an Amendment Agreement to the PPA with PLN,
whereby both parties agreed that PLN pays restructuring charge, as a result of PLNs suspension of
its purchase of power in June 1998, and the Company reconnects and starts to deliver electric energy
to the PLN grid.

Under the amendment agreement to the PPA, the Company and PLN have agreed to a minimum
monthly generation of electric power (contract quantities), whereby PLN is obligated to issue dispatch
instructions to achieve the contract quantities and the Company is obligated to deliver electric power
pursuant to PLNs dispatch instructions up to the contract quantities. However, PLN may require
dispatch of electric power higher than the contract quantities on a monthly basis and the Company
shall use its best efforts to deliver all electric power requested by PLN. The contract quantities may
change from time to time by mutual agreement between the Company and PLN. The monthly invoices
and payments of electric power shall be based on the actual electric power delivered and the billing
calculation described in the Amendment Agreement to the PPA. At the end of the year, the payment
on the electric power delivered shall be calculated on an annual basis whereby the amount computed
shall be compared to the actual amount invoiced monthly by the Company during the applicable year
to arrive at any payments still due to the Company or to PLN by the end of the year.

b. The Company entered into two (2) separate Sale and Purchase Agreements with Pertamina on May 21,
1993 (effective in May 1994) and August 18, 1994, whereby Pertamina commits to supply natural gas
to the Company at the purchase price of US$2.45 per MMBTU (Gross Heating Value). These
agreements are valid for ten (10) years and twenty (20) years, respectively. The sale and purchase
agreement entered into in May 1993 that expired in May 2004 was extended up to March 31, 2006.

On December 29, 2006, the Company and Pertamina entered into a new Sale and Purchase Agreement
for the supply of natural gas to amend the above mentioned agreements entered into on May 21, 1993
and August 18, 1994. Under the amended agreement, Pertamina commits to supply natural gas to the
Company at a price of US$3.35 per MMBTU (Gross Heating Value). The amended agreement is
effective starting April 1, 2006 until December 28, 2015 or when the supply of natural gas has reached
394,113 MMSCF, whichever occurs first. The amended agreement also provides for the annual
increase in the price of natural gas by 3% every April 1 during the validity of the contract. Purchases
under the agreements for the ten-month periods ended October 31, 2009 and 2008 amounted to
Rp602,455,965,480 and Rp611,718,993,649, respectively. Outstanding advances under this agreement
amounted to Rp38,460,691,438 and Rp60,974,972,050 as of October 31, 2009 and 2008, respectively
(Note 6).

F-67
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

c. On February 22, 2007, the Company and PT Rabana Gasindo Utama (RGU) entered into an agreement
for the transportation of natural gas from Pertamina to the Companys Gas Energy Generating Plant
in Cikarang. As compensation, the Company pays RGU a throughput fee of US$0.55 per MMBTU of
natural gas delivered. The amended agreement is effective starting April 1, 2006 until December 28,
2015 or when the supply of natural gas from Pertamina to the Company has reached 394,113 MMSCF,
whichever occurs first. Throughput fee charged to operations for the ten-month periods ended October
31, 2009 and 2008 amounted to Rp29,050,450,110 and Rp25,995,705,945, respectively. The balances
of the related payables arising from these transactions amounted to Rp2,636,743,626 and
Rp2,951,111,782 as of October 31, 2009 and 2008, respectively, and are included in Trade Payables
in the consolidated balance sheets.

d. On February 22, 2007, the Company and PT Gasindo Pratama Sejati (GPS) entered into an agreement
for the transportation of natural gas from Pertamina to the Companys Gas Energy Generating Plant
in Cikarang to amend the period covered by the agreement entered into by the parties on November
10, 1993. As compensation, the Company pays GPS a throughput fee of US$0.12 per MMBTU and
an operating throughput fee of US$0.24 per MMBTU of natural gas delivered. The amended
agreement is effective starting April 1, 2006 until December 28, 2015 or when the supply of natural
gas from Pertamina to the Company has reached 394,113 MMSCF, whichever occurs first. Throughput
fee charged to operations for the ten-month periods ended October 31, 2009 and 2008 amounted to
Rp49,067,458,298 and Rp61,653,796,325, respectively. The balances of the related payables arising
from these transactions amounted to Rp4,922,572,098 and Rp5,638,364,343 as of October 31, 2009
and 2008, respectively, and are included in Trade Payables in the consolidated balance sheets.

e. On January 19, 2005, the Company entered into an agreement with PT Rabana Gasindo Makmur
(RGM), whereby RGM agreed to supply a total of 18,068 BSCF natural gas to the Company at the
purchase price of US$2.85 per MMBTU of natural gas delivered. This agreement is valid for ten (10)
years until January 2015. Purchases under the agreement for the ten-month periods ended October 31,
2009 and 2008 amounted to Rp47,206,688,299 and Rp40,569,603,970, respectively. The balances of
the related payables arising from these transactions amounted to Rp4,924,396,362 and
Rp5,609,770,495 as of October 31, 2009 and 2008, respectively, and are included in Trade Payables
in the consolidated balance sheets.

f. On November 28, 2007, the Company entered into Sale and Purchase Agreement with PT Perusahaan
Gas Negara (Persero) Tbk (PGN), whereby PGN commits to supply natural gas to the Company for
a price of US$5.5 per MMBTU from December 1, 2007 to November 30, 2009. The price of gas from
December 1, 2009 until the expiration of the contract will be based on the decision of the Director of
PGN. This agreement is valid for seven (7) years until November 30, 2014.

Under the agreement, the parties agreed to minimum and maximum gas consumption per month as
follows: a) minimum of 15,000 MMBTU per day and maximum of 18,000 MMBTU per day for the
period from December 1, 2007 to May 31, 2008; b) minimum of 20,000 MMBTU per day and
maximum of 24,000 MMBTU per day for the period from June 1, 2008 to November 30, 2009 and
c) minimum of 45,000 MMBTU per day and maximum of 54,000 MMBTU per day for the period
from December 1, 2009 to November 30, 2014.

The agreement also provides that: a) if the monthly consumption is less than the agreed minimum, the
Company shall pay based on minimum required consumption and agreed price per MMBTU; b) if the
monthly consumption is in excess of the maximum allowed, the Company shall pay 150% of the
agreed price per MMBTU for the consumption in excess of the maximum allowed; c) if the monthly
consumption is equal to or above the agreed minimum and is equal to or less than the agreed
maximum, the Company shall pay based on actual consumption at the agreed price per MMBTU.

F-68
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

Based on letter No. 013000S./PP.04/SBU1BEKA/2009 from PGN dated March 24, 2009, PGN
granted a waiver of the surcharge fee if the monthly gas consumption is in excess of the maximum
allowed, as described above, for the period from April 1, 2009 up to December 31, 2009; accordingly,
the Company shall pay PGN at the normal agreed price per MMBTU.

Based on the agreement, the above transaction shall be secured by a guarantee issued by a bank
acceptable to PGN in the amount of: a) US$5.94 million from December 1, 2007 to November 30,
2008, b) US$7.92 million from June 1, 2008 to November 30, 2009, and c) US$17.82 million from
December 1, 2009 up to the expiration of the contract. As of October 31, 2009 and 2008, the
outstanding bank guarantee issued by HSBC in connection with the above transaction amounted to
US$7.92 million, which will expire on November 30, 2009, and US$5.94 million, which expired on
November 30, 2008, respectively. On December 2, 2008, the Company and PGN agreed to extend the
period covered by the guarantee amount of US$7.92 million from June 1, 2008 to July 31, 2009 until
November 30, 2009. The bank guarantee is secured by the Companys cash deposit in HSBC of the
same amount. The agreement can be extended by providing one months notice to PGN prior to expiry
of the contract and upon mutual agreement of the parties. Purchases under the agreement for the
ten-month periods ended October 31, 2009 and 2008 amounted to Rp350,386,966,802 and
Rp259,325,367,363, respectively. The balances of the related payables arising from these transactions
amounted to Rp42,556,844,764 and Rp31,676,841,068 as of October 31, 2009 and 2008, respectively,
and are included in Trade Payables in the consolidated balance sheets.

Based on letter No. 024100.S/PP.01.00/PENJ/2009 from PGN dated November 12, 2009, PGN
notified the Company that the price of natural gas will be US$3.73/MMBTU plus Rp660/M3 for the
period from December 1, 2009 until the expiration of the contract.

g. As of October 31, 2008, the Company has outstanding irrevocable standby letter of credit issued by
HSBC amounting to JP146,600,000 which expired on January 7, 2009. The standby letter of credit
was issued in connection with the Companys purchase of certain equipment and covered by a
marginal deposit of the same amount. The purchase of equipment was completed in 2008.

h. On June 8, 2007, the Company (the buyer) and General Electric Company (the seller) entered into a
Contract for Export Sale of Equipment whereby the buyer desires to purchase one (1) Gas Turbine
Generator for a contract price of EURC = 19.75 million, subject to price adjustments as provided for in
the contract. The contract price shall be paid as follows: 10% upon signing of the contract; 75% in
equal monthly installments, commencing 30 days following the signing of the contract until 30 days
before the export delivery date on December 8, 2008; 10% upon delivery to the port of export and 5%
upon completion of final performance date. As of October 31, 2009 and 2008, the total contract price
under the agreement with General Electric Company is presented as Machinery and Equipment
Under Installation/Construction under Property, Plant and Equipment in the consolidated balance
sheets (Note 7).

i. On August 1, 2007, the Company entered into a gas compressor rental service agreement with PT
Hanover Indonesia covering two (2) units of gas compressor package (GPC), including operation and
maintenance, for a minimum period of one (1) year and a monthly rental fee of US$42,600 per unit
of GPC. Under the agreement the Company is also required to pay mobilization fee of US$60,000 per
unit after the equipment is received in good condition, installation and commissioning fee of
US$15,000 per unit after the equipment is installed and commissioned, and demobilization fee of
US$41,000 per unit before the demobilization of the equipment. Unless either party gives the other
party 30 days written notice of termination prior to the expiration of the guaranteed minimum term,
the agreement will continue on a month to month basis. The guaranteed minimum term started on

F-69
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

December 1, 2007. The total rental charges under the agreement for the ten-month periods ended
October 31, 2009 and 2008 amounted to Rp6,634,870,000 and Rp8,820,270,360, respectively. The
balance of the related payables arising from this transaction amounted to Rp1,207,565,535 and
Rp1,030,451,400 as of October 31, 2009 and 2008, respectively, and is included in Trade Payables
in the consolidated balance sheets. The agreement was terminated on July 31, 2009.

j. On December 26, 2007, the Company entered into agreements with PT Siemens Indonesia (PTSI) for
the development of the Cikarang Listrindo Power Station Phase VC (Development Extension
Electrical Works Contract Package) for a contract price of Rp3,641,198,000, US$6,412,241 and
EURC = 2,680,260 (including value added tax). As of October 31, 2009, payments amounting to
Rp103,925,511,819 are presented as Machinery and Equipment Under Installation/Construction
under Property, Plant and Equipment in the 2009 consolidated balance sheet. The total advance
payments under the agreement with PTSI amounted to Rp292,149,330, US$15,707 and EURC = 40,151
=
as of October 31, 2009, Rp364,119,800, US$626,819 and EURC 224,067 as of October 31, 2008, and
are presented as part of Advances for Purchase of Property, Plant and Equipment in the consolidated
balance sheets.

k. On January 10, 2008, the Company entered into agreements with AF-Enprima Ltd. for consultancy
services (onshore and offshore services) related to the combined cycle project (phase V) for a period
of 36 months. The consultancy services cover design review services, project management and
construction management services, commissioning and testing management services, and taking over
services. The consultancy services shall be invoiced monthly using hourly rates for offshore services
and monthly rates for onshore services as stipulated in the agreements. The cost of services under this
agreement for the ten-month periods ended October 31, 2009 and 2008 amounted to
Rp23,553,228,919 and Rp8,550,361,816, respectively. The balance of the related payables arising
from this transaction amounted to Rp1,462,679,815 as of October 31, 2008, and is included in Trade
Payables in the 2008 consolidated balance sheet. There is no outstanding liability arising from this
transaction as of October 31, 2009.

l. On January 8, 2008, the Company entered into a contract with General Electric International, Inc.,
USA (GEI) for technical advisory services relating to the installation and startup, and performance test
of gas turbine generator for a contract price of US$1,822,200. The contract shall be paid as follows:
1) 6% within 30 days from the date of the contract signing, 2) 44% upon physical unit shipment or
upon job mobilization, whichever occurs first, 3) 40% upon mechanical completion of the project unit
and 4) final 10% upon the first full load operation on September 30, 2009. The total payments under
this agreement amounting to Rp18,815,241,264 as of October 31, 2009, are presented as Machinery
and Equipment Under Installation/Construction in the 2009 consolidated balance sheet. There are no
payments under this agreement as of October 31, 2008.

m. On March 5, 2008, the Company entered into a contract with Siemens Industrial Turbomachinery AB
(SITAB) for the purchase of one (1) condensing steam turbine generator set for a contract price of
SEK121,978,600, with an option to purchase another condenser for a price of SEK39,820,000. The
contract price shall be paid as follows: 1) 10% of contract price upon signing of the contract less the
slot reservation fee of SEK9,900,000, 2) 10% of contract price upon receipt of a copy of the purchase
order for generator, rotor forging and casing casting, 3) 15% of contract price upon submission of
foundation outline and lay-out drawings, 4) 25% of the contract price upon receipt of turbine rotor
forgings and casing casting at workshop of the suppliers, 5) 30% of contract price upon submission
of proforma invoice and mutually agreed delivery documents after FOB delivery, 6) 5% of contract
price on the date of initial synchronization of the equipment and 7) 5% of contract price upon
completion of final commissioning of the equipment. On May 18, 2009, the parties entered into an

F-70
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

20. SIGNIFICANT AGREEMENTS AND COMMITMENTS (Continued)

agreement to change the contract price to become SEK162,301,850 and fourth payment in terms of
agreement to become 25% of the Contract Price against receipt of turbine rotor forging and casing
casting at the workshop of the Supplier plus an additional 35% of SEK503,250 agreed price for
separate delivery date of the condenser and supporting springs. The total advance payments under the
agreement with SITAB amounting to Rp77,525,799,190 and Rp17,479,533,380 as of October 31,
2009 and 2008, respectively, are presented as part of Advances for Purchase of Property, Plant and
Equipment in the consolidated balance sheets.

n. On April 3, 2008, the Company entered into a contract with Exterran Energy Solutions LP (EES) for
the purchase of three (3) electric motor driven compressor packages for a contract price of
US$2,705,366. The contract price shall be paid as follows: 1) 10% upon receipt of order, 2) 35% upon
receipt of compressor frame at point of manufacture, 3) 25% upon receipt of main drive motor at point
of manufacture, 4) 20% upon completion of the unit before shipment and 5) 10% upon commissioning
and completion of performance test. EES will issue a performance bond for 10% of the purchase price
valid for the 12-month warranty period. The total advance payments under the agreement with EES
amounting to Rp23,240,446,623 and Rp2,974,549,917 as of October 31, 2009 and 2008, respectively,
are presented as part of Advances for Purchase of Property, Plant and Equipment in the consolidated
balance sheets.

o. On November 4, 2008, the Company entered into a contract with PT KSB Indonesia (KSB) for the
offshore supply of pumps for a contract price of US$2,068,800. The contract price shall be paid as
follows: 1) 20% of contract price upon signing of the agreement, 2) 30% of contract price on June 30,
2009 upon submission of evidence demonstrating that the works are progressing on time in accordance
with the program agreed with the purchaser, 3) 30% of contract price on December 31, 2009 upon
submission of documentary evidence demonstrating that the works have been assembled in the sellers
overseas workshop, 4) 10% of contract price upon shipment and 5) 10% of contract price at the start
of the defects liability period. The total advance payments under this agreement amounting to
Rp9,952,151,520 as of October 31, 2009 are presented as part of Advances for Purchase of Property,
Plant and Equipment in the 2009 consolidated balance sheet.

p. On May 30, 2008, the Company entered into contracts with PT Alstom Power Energy Systems
Indonesia (ALSTOM) for the supply, construction, erection, and commissioning of two (2) units of
Heat Recovery Steam Generators (HRSG) for a total contract price of US$37,418,782. The contract
price shall be paid in various installments during the construction of the HRSG. The total payments
under these contracts amounting to Rp322,157,323,561 and Rp86,405,012,685 as of October 31, 2009
and 2008, respectively, are included in Machinery and Equipment Under Installation/Construction
in the consolidated balance sheets.

Based on one of the contracts, the transaction included therein shall be secured by a guarantee issued
by a bank acceptable to ALSTOM (the beneficiary) which shall be in operation for approximately 12
months after the contract commencement date until the final shipment and reduced proportionately
according to the value of the shipment made. The bank guarantee issued by HSBC in connection with
such transaction amounting to US$6.22 million is effective on August 24, 2009 and remains valid until
January 5, 2011. The bank guarantee is secured by the Companys cash deposit in HSBC of the same
amount. The value of the guarantee has been reduced by the sum paid to the beneficiary for shipments
made. As of October 31, 2009, the outstanding bank guarantee issued amounted to US$2.74 million.
The shipments under this contract are expected to be completed in 2010.

q. As of October 31, 2009, the Company has capital expenditure commitments of Rp286 billion relating
to the acquisition, erection and commissioning of machinery and equipment.

F-71
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

21. EMPLOYEE BENEFITS

The Company has defined contribution pension plans covering substantially all of its permanent employees.
The assets of the pension plans are administered by Dana Pensiun Lembaga Keuangan PT Bank Negara
Indonesia (Persero) Tbk and Dana Pensiun Lembaga Keuangan Manulife Indonesia as approved by the
Ministry of Finance in its Decision Letters No. KEP/301/KM.17/1993 and No. KEP-331/KM.6/2004,
respectively. Under the pension plans, the Company contributes 5% of the employees basic salary. The
Companys contributions to the pension plans charged to operations amounted to Rp1,784,932,465 and
Rp1,451,415,344 in 2009 and 2008, respectively.

In addition, the Company recognizes employee benefits relating to the settlement of termination, gratuity
and compensation benefits of qualified employees in the event of employment termination provided certain
conditions are met as set forth in Law No. 13 and other long-term benefits for long leave allowance. The
estimated employee benefits expenses are based on the actuarial valuation reports of PT Eldridge Gunaprima
Solution, dated September 15, 2009, using the projected unit credit method.

The following tables summarize the components of net employee benefits expense recognized in the income
statements and the amounts of estimated employee benefits liability recognized in the balance sheets:

a. Employee benefits expense (in thousands)

2009 2008

Long Leave Long Leave


Law No. 13 Allowance Total Law No. 13 Allowance Total

Current service cost .. 5,182,877 1,545,139 6,728,016 4,017,859 1,352,797 5,370,656


Interest cost................ 4,879,220 382,226 5,261,446 3,550,447 177,520 3,727,967
Amortization of past
service cost ............ 299,620 299,620 748,133 163,668 911,801
Termination benefits
cost ......................... 624,665 624,665 166,744 166,744
Actuarial losses ........ 570,414 505,642 1,076,056 174,422 1,437,324 1,611,746
Employee benefits
expense .................. 11,556,796 2,433,007 13,989,803 8,657,605 3,131,309 11,788,914

b. Estimated employee benefits liability (in thousands)

2009 2008

Long Leave Long Leave


Law No. 13 Allowance Total Law No. 13 Allowance Total

Present value of
obligation ............... 87,461,203 4,735,441 92,196,644 62,498,293 4,856,610 67,354,903
Unrecognized past
service cost -
non-vested .............. (1,565,836) (1,565,836) (2,358,137) (2,358,137)
Unrecognized
actuarial losses....... (28,891,399) (28,891,399) (14,709,743) (14,709,743)
Estimated employee
benefits liability.... 57,003,968 4,735,441 61,739,409 45,430,413 4,856,610 50,287,023

F-72
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

21. EMPLOYEE BENEFITS (Continued)

c. Movements in balance of estimated employee benefits liability (in thousands)

2009 2008

Long Leave Long Leave


Law No. 13 Allowance Total Law No. 13 Allowance Total

Balance at beginning
of period ............... 47,036,320 4,757,156 51,793,476 37,187,313 2,542,320 39,729,633
Employee benefits
expense during the
period ..................... 11,556,796 2,433,007 13,989,803 8,657,605 3,131,309 11,788,914
Employee benefits
payments during
the period ............... (1,589,148) (2,454,722) (4,043,870) (414,505) (817,019) (1,231,524)
Balance at end of
period .................... 57,003,968 4,735,441 61,739,409 45,430,413 4,856,610 50,287,023

The principal assumptions used in determining employee benefits expense and liabilities are as
follows:

2009 2008

Discount rate............................... 11% 12%


Annual salary rate increase........ 10% 8%
Mortality rate.............................. TMI 1999 TMI 1999
Retirement age............................ 55 55
Disability rates............................ 10% of the mortality rate 10% of the mortality rate
Turnover rates............................. 5% up to age 25 and reducing 5% up to age 25 and reducing
linearly to be 1% at age 45 and linearly to be 1% at age 45 and
thereafter thereafter

F-73
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

22. ASSETS AND LIABILITIES IN FOREIGN CURRENCIES

As of October 31, 2009 and 2008, the Companys monetary assets and liabilities denominated in foreign
currencies and their respective Rupiah equivalent computed using the prevailing rates of exchange at
balance sheet dates are as follows:

2009 2008

Foreign Currencies Rupiah Equivalent Foreign Currencies Rupiah Equivalent

Assets
Cash and cash
equivalents ........... US$ 8,099,946 77,313,995,737 US$ 63,965,652 703,302,352,316
EURC= 1,839,431 26,062,902,515 EURC= 7,104,260 100,049,303,156
Marginal deposit on
letter of credit ....... Yen Yen 146,600,000 16,410,404,000
Trade receivables ..... US$ 765,019 7,302,109,887 US$ 838,043 9,214,287,514
Advances ................... US$ 4,551,452 43,443,610,867 US$ 5,956,857 65,495,641,725
EURC= 42,722 605,324,192 EURC=
Advances for
purchase of
property, plant and
equipment.............. US$ 3,580,092 34,171,981,004 US$ 897,355 9,866,419,325
EURC= 190,205 2,695,016,062 EURC= 224,067 3,155,531,336
SEK 56,629,510 77,525,799,190 SEK 12,197,860 17,479,533,380
Escrow accounts ....... US$ 20,390,082 194,623,340,422 US$ 1,059,885 11,653,433,706
Restricted cash in
bank ....................... US$ 10,664,104 101,788,872,680 US$ 5,940,000 65,310,300,000
Other non-current
assets ..................... US$ 42,906 409,533,952 US$ 26,947 296,279,516
Total Assets ............... US$ 48,093,601 459,053,444,549 US$ 78,684,739 865,138,714,102
EURC= 2,072,358 29,363,242,769 EURC= 7,328,327 103,204,834,492
Yen Yen 146,600,000 16,410,404,000
SEK 56,629,510 77,525,799,190 SEK 12,197,860 17,479,533,380

F-74
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

22. ASSETS AND LIABILITIES IN FOREIGN CURRENCIES (Continued)

2009 2008

Foreign Currencies Rupiah Equivalent Foreign Currencies Rupiah Equivalent

Liabilities
Trade payables .......... US$ 6,549,706 62,516,940,334 US$ 5,020,836 55,204,091,160
EURC = 1,804 25,559,459 EURC = 137,293 1,933,497,037
GBP 21,439 339,042,513 GBP 12,844 230,251,340
Sin$ Sin$ 5,522 41,046,513
Yen 1,452,765 151,872,053 Yen
Other payables .......... US$ 625,517 5,970,561,674 US$ 52,110 572,952,749
EURC = 224,881 3,186,334,638 EURC = 53,764 757,152,779

Accrued expenses ..... US$ 1,036,500 9,893,392,500 US$


Long-term bank
loans ...................... US$ 181,235,993 1,729,897,552,040 US$ 202,888,946 2,230,763,957,201
Total Liabilities ......... US$ 189,447,716 1,808,278,446,548 US$ 207,961,892 2,286,541,001,110
EURC = 226,685 3,211,894,097 EURC = 191,057 2,690,649,816
GBP 21,439 339,042,513 GBP 12,844 230,251,340
Sin$ Sin$ 5,522 41,046,513
Yen 1,452,765 151,872,053 Yen
Net Assets
(Liabilities) ........... US$ (141,354,115) (1,349,225,001,999) US$ (129,277,153) (1,421,402,287,008)
EURC = 1,845,673 26,151,348,672 EURC = 7,137,270 100,514,184,676
SEK 56,629,510 77,525,799,190 SEK 12,197,860 17,479,533,380
Yen (1,452,765) (151,872,053) Yen 146,600,000 16,410,404,000
GBP (21,439) (339,042,513) GBP (12,844) (230,251,340)
Sin$ Sin$ (5,522) (41,046,513)

The impact of presenting the Companys foreign currency denominated assets and liabilities, which are
substantially in United States Dollar, using the exchange rate of Rp9,416 to US$1 as of December 2, 2009
is a foreign exchange gain and a decrease in the net liabilities by approximately Rp18.23 billion.

23. CONTINGENCY

The Company is presently a defendant, together with Perusahaan Umum (Perum) Jasa Tirta and the National
Land Agency of Bekasi Regency as co-defendants, to a lawsuit filed by M. Ikat Susanto and Asam (plaintiff)
in Bekasi District Court in 2006. M. Ikat Susanto and Asam claimed material damages of Rp5,000,000,000
plus interest of 3%, to be calculated as of the date of the pronouncement of the court decision,
Rp2,000,000,000 for non-material damages and Rp1,000,000 for each day of delay in complying with the
court decision. M. Ikat Susanto and Asam claim that a tort is committed by: i) Perusahaan Umum (Perum)
Jasa Tirta II by disposing a disputed land without informing and paying compensation, ii) The National Land
Agency of Bekasi Regency by illegally issuing a land certificate for the disputed land in the name of
Perusahaan Umum (Perum) Jasa Tirta and iii) the Company by using the disputed land without the consent
of M. Ikat Susanto and Asam.

On September 17, 2007, the Bekasi District Court in its Decision No. 287.Pdt.G/2006/PN.Bks. decided in
favor of the plaintiffs and ruled the following, among others: 1) declared that the HGB certificate for the
disputed land is groundless and is not binding with all the legal consequences; 2) declared that the

F-75
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

23. CONTINGENCY (Continued)

defendants have committed tort causing damages to the plaintiffs; 3) ordered the defendants collectively to
pay intangible damages to the plaintiffs in the amount of Rp500,000,000 and 4) ordered Perusahaan Umum
(Perum) Jasa Tirta II and the Company or any other party occupying and using the disputed land to surrender
the land to the plaintiffs in vacant condition, and collectively pay Rp100,000 for each day of delay from the
court ruling.

The Company filed an appeal against the District Courts decision with the Bandung High Court through the
District Court on September 27, 2007 while Perusahaan Umum (Perum) Jasa Tirta II and The National Land
Agency of Bekasi Regency filed their appeals with the High Court on September 28, 2007 and October 23,
2007, respectively. On November 20, 2007, Perusahaan Umum (Perum) Jasa Tirta II filed its Memorandum
of Appeal while the Company and The National Land Agency of Bekasi Regency filed their Memoranda of
Appeals on November 23, 2007.

On June 18, 2008, the West Java High Court in its Decision No. 124/PDT/2008/PT.BDG decided in favor
of the plaintiffs and ruled the following, among others: 1) accepted the submission of appeals by the
defendants and the appellants; 2) upheld Bekasi District Courts decision No. 287/Pdt.G/2006/ PN.Bks dated
September 17, 2007; 3) ordered the defendants collectively to pay the court the amount of Rp260,000.

The Company filed an appeal against the West Java High Courts decision with the Supreme Court through
the District Court on September 17, 2008 while Perusahaan Umum (Perum) Jasa Tirta II and The National
Land Agency of Bekasi Regency filed their appeals with the Supreme Court on September 11, 2008 and
November 11, 2008, respectively. The Company, Perusahaan Umum (Perum) Jasa Tirta II, and The National
Land Agency filed their Memorandum of Appeal on September 26, 2008, September 25, 2008 and
November 26, 2008, respectively.

The ultimate outcome of this matter cannot be presently determined. However, the Companys management
believes that the Company has a solid legal basis for its position. Accordingly, no provision for any liabilities
that may result upon adjudication has been made in the consolidated financial statements.

24. ECONOMIC CONDITION

The current global economic crisis has caused volatility in foreign exchange rates and interest rates, unstable
stock markets, tight liquidity, reduced economic activity and lack of investors confidence across the globe,
including Indonesia. Such global economic condition has significantly affected all sectors of the economy,
including the Companys markets which may result to negative growth, increase in credit risk inherent in
the Companys receivables from customers and exposure to other risks. Indonesias ability to minimize the
impact of the global economic crisis on the countrys economy is largely dependent on the monetary, fiscal
and economic stimulus programs and other measures that are being taken and will be undertaken by the
Government, actions which are beyond the Companys control.

25. REVISED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS

The following summarizes the revised Statements of Financial Accounting Standards (PSAK) which were
issued by the Indonesian Institute of Accountants and will be effective after October 31, 2009:

a) PSAK No. 50 (Revised 2006), Financial Instruments: Presentation and Disclosures, contains the
requirements for the presentation of financial instruments and identifies the information that should be
disclosed. The presentation requirements apply to the classification of financial instruments, from the

F-76
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

25. REVISED STATEMENTS OF FINANCIAL ACCOUNTING STANDARDS (Continued)

perspective of the issuer, into financial assets, financial liabilities and equity instruments; the
classification of related interests, dividends, losses and gains; and the circumstances in which financial
assets and financial liabilities should be offset. This standard requires the disclosure, among others, of
information about factors that affect the amount, timing and certainty of an entitys future cash flows
relating to financial instruments and the accounting policies applied to those instruments. PSAK No.
50 (Revised 2006) supersedes PSAK No. 50, Accounting for Certain Investments in Securities, and
is applied prospectively for the periods beginning on or after January 1, 2010. Earlier application is
permitted and should be disclosed.

b) PSAK No. 55 (Revised 2006), Financial Instruments: Recognition and Measurement, establishes the
principles for recognizing and measuring financial assets, financial liabilities, and some contracts to
buy or sell non-financial items. This standard provides for the definitions and characteristics of a
derivative, the categories of financial instruments, recognition and measurement, hedge accounting
and determination of hedging relationships, among others. PSAK No. 55 (Revised 2006) supersedes
PSAK No. 55, Accounting for Derivative Instruments and Hedging Activities, and is applied
prospectively for financial statements covering the periods beginning on or after January 1, 2010.
Earlier application is permitted and should be disclosed.

c) PSAK No. 26 (Revised 2008) Borrowing Costs, prescribes the accounting treatment for borrowing
costs. This standard provides guidance on the borrowing costs that are directly attributable to the
acquisition, construction or production of a qualifying asset that form part of the cost of that asset.
PSAK No. 26 (Revised 2008) supersedes PSAK No. 26 (1997), Borrowing Costs, and is applied
prospectively for financial statements covering the periods beginning on or after January 1, 2010.
Early application is permitted and should be disclosed. This revised PSAK is effective start on January
1, 2010.

The Company is presently evaluating and has not determined the effects of these revised PSAKs on its
consolidated financial statements.

26. ISSUANCE OF NOTES

a) On November 4, 2009, the Companys shareholders, Board of Directors and Board of Commissioners,
in separate circular resolutions, approved the Companys intention to raise funds through the issuance
of US Dollar Notes in the amount of up to US$500,000,000 or any other amount as deemed necessary
and appropriate by the Board of Directors and Board of Commissioners of the Company through
Listrindo Capital B.V., a special purpose company incorporated in The Netherlands with limited
liability and a wholly-owned subsidiary of the Company. The Notes will be listed on the Singapore
Exchange Securities Trading Limited.

b) Based on letter No. KPS/2.5/3005 dated November 5, 2009 from PT Bank Negara Indonesia (Persero)
Tbk to the Company, all creditors, except PT Bank Mandiri (Persero) Tbk, agreed to approve the
Companys plan to issue notes, shorten the maturity of credit facility and prepay the loan principal and
interest from the proceeds of the notes issuance, and release the collateral documents upon settlement
of the Companys obligation to the creditors, and states that:

1) The loan to be settled includes the principal and interest proportionately calculated to the
settlement period;

2) The expenses arising from the settlement of obligation, including the 1% penalty charge and
other charges required under the loan agreement, shall be for the account of the Company; and

F-77
PT CIKARANG LISTRINDO AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Ten-Month Periods Ended October 31, 2009 and 2008
(Expressed in Rupiah, Unless Otherwise Stated)

26. ISSUANCE OF NOTES (Continued)

3) The collateral documents can be released after the loan settlement is effectively received by the
creditors.

The letter also states that PT Bank Internasional Indonesia Tbk approved the change in the
composition of the stockholders of the Company as requested in its letter No. 2008-XII/639/CL/FA
dated December 9, 2008.

c) Based on letter No. KPS/2.5/3039 dated November 10, 2009 from PT Bank Negara Indonesia
(Persero) Tbk to the Company, PT Bank Mandiri (Persero) Tbk agreed to approve the Companys plan
to issue notes, shorten the maturity of credit facility and prepay the loan principal and interest from
the proceeds of the notes issuance, and release collateral documents upon settlement of the obligation.
The letter also states that PT Bank Negara Indonesia (Persero) Tbk approved the change in the
composition of the stockholders of the Company as requested in its letter No. 2008-XII/639/CL/FA
dated December 9, 2008.

27. COMPLETION OF THE CONSOLIDATED FINANCIAL STATEMENTS

The management of the Company is responsible for the preparation and completion of the consolidated
financial statements that were completed on December 2, 2009.

F-78
REGISTERED OFFICE OF THE ISSUER

Listrindo Capital B.V.


Fred. Roeskestraat 123
1076 EE Amsterdam
The Netherlands

REGISTERED OFFICE OF CIKARANG LISTRINDO

PT Cikarang Listrindo
17th Floor, World Trade Center,
Jl. Jend. Sudirman Kav 29-31,
Jakarta 12920, Indonesia

TRUSTEE PAYING AGENT AND


REGISTRAR
The Bank of New York Mellon The Bank of New York Mellon
101 Barclay Street 101 Barclay Street
New York, NY 10286 New York, NY 10286
USA USA
LEGAL ADVISERS
To the Issuer and the Parent Guarantor

As to New York law: As to Indonesian law


(excluding Indonesian tax law):

Shearman & Sterling LLP Makarim & Taira S.


12th Floor, Gloucester Tower Summitmas I, 16th-17th Floors,
The Landmark Jl. Jend. Sudirman Kav. 61-62
15 Queens Road Central Jakarta 12190
Hong Kong Indonesia

To the Initial Purchasers To the Trustee

As to New York law: As to Indonesian law: As to New York law:

Davis Polk & Wardwell LLP Hiswara Bunjamin & Tandjung Clifford Chance
18th Floor 23rd Floor Gedung BRI II 28th Floor Jardine House
The Hong Kong Club Building Jl. Jend. Sudirman One Connaught Place
3A Chater Road Kav. 44-46 Hong Kong
Hong Kong Jakarta 10210
Indonesia

LEGAL ADVISER INDEPENDENT PUBLIC ACCOUNTANTS SINGAPORE


AS TO DUTCH LAW LISTING AGENT
(excluding Dutch tax law)

Linklaters LLP Purwantono, Sarwoko & Sandjaja Shook Lin & Bok LLP
WTC Amsterdam (A Member Firm of Ernst & Young 1 Robinson Road
Zuidplein 180 Global Limited) #18-00 AIA Tower
1077 XV Amsterdam Indonesia Stock Exchange Building Singapore 048542
The Netherlands Tower 2, 7th Floor
Jl. Jend. Sudirman Kav. 52-53
Jakarta 12190
Indonesia

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