JAKARTA — PT Ultrajaya Milk Industry & Trading Company Tbk (ULTJ) is asking shareholders to approve acquiring all of PT Frisian Flag Indonesia (FFI) for Rp14.57 trillion (~US$821.2 million), in a deal structured as an inbreng — FFI shareholders contribute their shares as non-cash capital for newly issued Ultrajaya shares — according to coverage of the company disclosure dated Friday reported by DealStreetAsia on 18 September 2026.
FrieslandCampina International Holding BV (FCIH), which owns 78.09% of FFI, would become Ultrajaya’s new controlling shareholder and must launch a mandatory tender offer for the remaining Ultrajaya public shares. The acquisition sits inside Ultrajaya’s fourth rights issue: up to 7.88 billion new shares at Rp2,150, with about 86.01% of proceeds earmarked for the FFI deal and the rest for working capital. The transaction is classified as material at 178.24% of Ultrajaya equity; an EGM is set for 27 October, and an OJK effective statement is still required for the rights issue.
On the numbers, FFI reported seven months to 31 July 2026 revenue of Rp7.79 trillion and net profit of Rp439.5 billion. Ultrajaya over the same period posted revenue of Rp6.42 trillion and net profit of Rp1.22 trillion. If only FCIH / BWG / BWI exercise rights, FCIH would hold about 30.81% of Ultrajaya; Sabana Prawirawidjaja’s stake would fall from 53.17% to 32.19%, with dilution for non-exercising shareholders of up to 43.11%.
Management points to synergies across manufacturing, supply chain, distribution, and sales, arguing the portfolios complement each other — FFI’s condensed milk, powder, Friso, and UHT lines versus Ultrajaya’s Ultra Milk, Teh Kotak, and Sari Kacang Ijo — while plants are expected to stay independent.
Bottom line: This is less a simple bolt-on than a control reset. Watch the 27 October EGM, the OJK green light on the rights issue, and whether public shareholders exercise — or accept dilution — as FCIH moves from FFI majority owner to Ultrajaya’s new controlling shareholder via the mandatory tender offer.
— WWC NEWSDESK
