BSA Logistics to acquire 99.99% stake in Bermuda Inovasi Logistik

By Ranuh Rafiani Putri

PT BSA Logistics Indonesia Tbk (IDX: WBSA) has entered into a conditional share purchase agreement to acquire a 99.99% stake in PT Bermuda Inovasi Logistik (BIL) from PT Bermuda Nusantara Logistik (BNL) for Rp215 billion, marking a strategic step to strengthen its integrated multimodal logistics business in Indonesia.

Under the transaction, BSA Logistics will acquire 191,250 shares representing 99.99% of BIL’s issued and paid-up capital. The acquisition is expected to be funded using proceeds from the company’s initial public offering (IPO).

The company said the acquisition is intended to enhance its position as an integrated multimodal logistics provider by expanding its presence in the maritime transportation segment. Through the transaction, BSA Logistics will gain indirect control over PT Beruang Maritim Indonesia (BMI), BIL’s operating subsidiary engaged in domestic shipping services and mining support activities.

According to the company, the acquisition will provide broader access to Indonesia’s primary industries, particularly the mining and upstream commodity sectors, which require large-scale domestic transportation services and offer attractive long-term growth prospects. The combination of BSA Logistics’ land transportation and warehousing capabilities with BMI’s marine transportation operations is expected to create a more comprehensive logistics offering for customers.

The company also expects the transaction to diversify its customer base, reduce reliance on key clients, and improve revenue balance across multiple industry sectors. In addition, operational integration is expected to generate efficiencies in transportation costs, fleet utilization, and intermodal route coordination while reducing dependence on third-party service providers.

Following the acquisition, BSA Logistics aims to strengthen its market position in Indonesia’s business-to-business (B2B) logistics sector through a broader geographic footprint and larger operating scale, particularly outside Java.

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The transaction has been classified as a material transaction under Indonesian capital market regulations because its value exceeds 50% of the company’s equity. It also constitutes an affiliated-party transaction, as BNL shares common ultimate beneficial owners and overlapping management with BSA Logistics. However, the company stated that the transaction does not involve a conflict of interest and has been conducted in accordance with applicable regulations and corporate governance principles.

An independent valuation conducted by Kusnanto & Rekan Public Appraisal Office (KJPP KR) determined the market value of BIL’s 99.99% stake at approximately Rp222.46 billion as of December 31, 2025. The agreed transaction value of Rp215 billion is approximately 3.35% below the appraised market value, leading the independent appraiser to conclude that the acquisition is fair from a financial perspective.

BIL recorded total assets of Rp576.46 billion and revenue of Rp980.15 billion for the period from its establishment in March 2025 through December 2025. The company reported a net loss of Rp4.57 billion during the period.

The proposed acquisition remains subject to approval from BSA Logistics’ independent shareholders through a General Meeting of Shareholders (GMS). The company has already secured the necessary consents from its lending banks, including PT Bank OCBC NISP Tbk, PT Bank Mandiri (Persero) Tbk, and PT Bank Maybank Indonesia Tbk.

Management believes the acquisition will support long-term revenue growth, improve operational integration across logistics services, strengthen cash flow generation, and create sustainable value for shareholders.

Editing by Reiner Simanjuntak