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Rights Issue (Via Preemptive Right)
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Additional Explanations
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Our Board of Directors has resolved the following matters to strengthen the financial structure of our Company, improve its liquidity position, establish a balance sheet structure to support sustainable and profitable growth: 1. Within the context of the authorization granted to the Board of Directors under Article 6 of the Articles of Association of the Company, the Company's issued share capital is increased from TL 257,700,000 by 155.22% to the amount of TL 657.700.000- paid in cash- which is within the limit of the registered equity ceiling 1.000.000.000 TL; 2. The issued shares representing the increased capital of TL 400,000,000 and 40,000,000,000 shares, on which there will be no privilege and each having a nominal value of TL 0,01 shall be issued as "bearer shares" and existing shareholders' right to purchase additional new shares (the pre-emptive rights) shall not be subject to any restriction; 3. Within the context of the authorization granted to the Board of Directors under Article 6 of the Articles of Association of our Company, the price for the shareholders' pre-emptive right to purchase will be realized at TL 0,01 for each share with nominal value of TL 0,01 (TL 1 for each share having a nominal value of TL 1); 4. Our main shareholders Boyner Holding A.Ş. and Mayhoola for Investments LLC are entitled to exercise their preemptive rights on account of their cash and due credit from our Company, 5. The shares to be issued following the capital increase shall be determined as "publicly traded shares"; 6. The shareholders' pre-emptive right to purchase new issued shares shall be exercised in 15 (fifteen) days. However, if the last day of the period is a weekend day or a public holiday, such period should then end on the next business day; 7. The remaining shares following the exercise of pre-emptive rights to purchase; shall be offered to public for a limited period of 2 (two) business days at the base price announced on the Primary Market of Borsa Istanbul which shall be no less than the nominal value; 8. Pursuant to this resolution, to make applications and conduct all proceedings that may be required or otherwise requested by the Capital Markets Board, Borsa Istanbul A.Ş., Central Registry Agency, Istanbul Takas ve Saklama Bankası A.Ş. (Istanbul Clearing, Settlement and Custody Bank or Takasbank) and other competent authorities. This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail. |
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We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.