Jhonlin Enters Bayan Resources as Moody’s Revises Outlook to Negative

Source: Bayan’s (BYAN) official website

JAKARTA, Jakartaweekly.com–PT Jhonlin Baratama, has officially become a shareholder of PT Bayan Resources Tbk (BYAN) after Low Tuck Kwong and Elaine Low signed a Conditional Sale and Purchase of Shares Agreement with Jhonlin Baratama on September 16, 2026.

Under the agreement, Jhonlin Baratama will acquire 10,000,000,500 ordinary shares in Bayan Resources. Following the completion of the transaction and fulfillment of all conditions precedent, Jhonlin will hold a 30% stake in the coal mining company. 

For context, Johnlin Baratama is owned by Andi Syamsuddin Arsyad, better known as Haji Isam.

“Following completion of the transaction and fulfillment of all conditions precedent, the buyer will own 10 billion and 500 ordinary shares of the company,” Bayan Resources Directors Jenny Quantero and Alastair McLeod said in a disclosure submitted to the Indonesia Stock Exchange (IDX) on Thursday, September 17, 2026.

Bayan Resources said the transaction is not expected to have any material adverse impact that could disrupt the company’s operations, legal position, financial condition, or business continuity. However, the parties have yet to disclose the transaction price under the share sale agreement.

According to Bayan Resources’ financial statements, Low Tuck Kwong was the company’s largest shareholder. As of March 31, 2026, he held 13,406,921,870 shares, representing a 40.22% stake in Bayan Resources.

Meanwhile, Elaine Low held a 22% stake, equivalent to 7,333,833,700 shares. The change in ownership comes as Bayan Resources faces uncertainty over its coal production quota and a more cautious assessment from Moody’s Ratings.

Moody’s Revises Bayan’s Outlook to Negative

Moody’s Ratings has affirmed PT Bayan Resources Tbk’s Ba1 corporate family rating (CFR). But, Moody’s revised the outlook from stable to negative. 

“The negative outlook reflects regulatory uncertainty over production quota allocations, which has led Bayan to declare force majeure. If not resolved promptly, this uncertainty could constrain production and weigh on earnings,” said Anthony Prayugo, Assistant Vice President at Moody’s Ratings.

Given the negative outlook, Moody’s does not expect an upgrade over the next 12 to 18 months. The ratings agency aslo highlighted the potential implications of the company’s change in ownership.

“Moody’s could also downgrade the rating if a change on ownership or control leads to a more aggressive financial policy, higher leverage, increased shareholder distributions or greater related-party exposure,” Prayugo added. 

The outlook could return to stable if Bayan demonstrates it can consistently secure the production quota allocations needed to sustain its production, earning and cash flow, while maintaining very good liquidity, a conservative financial policy and prudent approach to investments and shareholder distributions.

Moody’s could downgrade the rating if operational disruptions materially weaken Bayan’s production, earnings, cash flow or liquidity. These disruptions including prolonged delay in approval of production quota or an extended force majeure event. 

Specific indicators for a downgrade include Moody’s-adjusted debt/EBITDA exceeding 2.5x or adjusted (EBITDA – Capex)/Interest falling below 4.5x. 

Despite the negative outlook, Prayugo said that Bayan’s credit metrics remains strong, supported by its debt-free balance sheet, but continued uncertainty around quota approvals poses downside risk to its ability to achieve production growth. 

Production Quota Remains a Key Risk

On September 14, 2026, Bayan declared force majeure on its coal supply obligations following delays in obtaining Indonesian government approval for an upward revision to its annual mining production quota. Without the revised quota, Bayan’s production would fall to around 39 million metrics ton (MT) in 2026 from about 86 million MT in 2025. 

According to Prayogo, Even if the quota is ultimately increased, uncertainty around the annual approval process reduces visibility into Bayan’s ability to secure the production allocations needed to expand output towards its full capacity of around 80 million MT over the coming years. 

“This uncertainty constraints the company’s ability to plan production, reliably meet contracted delivery commitments, and deliver the earnings and cash flow growth we had previously expected,” he added. 

If the company’s request for a revised quota is not approved, Moody’s expect Bayan’s EBITDA to decline to around US$700 million in 2026, from about US$1.1 billion in 2025. Primarily because of materially lower sales volume. 

If production remains at around 39 million MT in 2027, Moody’s estimate that EBITDA will decline further to around US$400 million – US$500 million. This figure is based on Moody’s assumed average selling price of US$49 per MT, which is below expected realized prices for 2026. 

Under this scenario, earnings would remain materially below Moody’s expectations of aroun US$1 billion annually, which assumed continued production growth toward the company’s 80 million MT production capacity. 

Despite these pressures, Bayan’s credit metrics will remain very strong. Moody’s expect the company to fund capital spending for production capacity and infrastructure expansion mainly with internal cash flow, limiting need for additional debt. 

“Consequently, we expect Moody’s-adjusted debt/EBITDA to remain below 0.5x over the next two years,” said Prayugo. 

Bayan’s Ba1 CFR reflects its position as one of Indonesia’s largest thermal coal producers, the long reserve life of its mines, strong profitability supported by its low cost structure, very good liquidity and prudent financial policy. 

Moody’s see that Bayan will maintain very good liquidity over the next 18 months with sufficient internal cash and projected operating cash flow to fund its capital spending and dividend payments. The company also has around US$650 million undrawn committed working capital facilities with banks as of the end of June 2026. 

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