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oda_MaterialEventDisclosureGeneralAbstract|
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Evet (Yes)
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Hayır (No)
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13.12.2019
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Hayır (No)
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Reference: Public disclosure on 12/13/2019. Pursuant to our Material Event Disclosure dated December 13, 2019, the share purchase agreements were signed by and between our Bank, as seller and TVF Finansal Yatırımlar A.Ş. ("TVF Finansal Yatırımlar"), as purchaser on April 22, 2020, for the transfer of the shares our Bank holds in Halk Sigorta A.Ş., representing 89.18% of its share capital, and the transfer of shares our Bank holds in Halk Hayat ve Emeklilik A.Ş., representing its entire share capital, to TVF Finansal Yatırımlar and the transfer of the shares of Halk Sigorta A.Ş. and the shares of Halk Hayat ve Emeklilik A.Ş. were completed at the same date. Pursuant to the share purchase agreements between our Bank and the purchaser, TVF Finansal Yatırımlar shall pay TL 0.0186 (TL 1.86 for each TL 1 nominal share) for each Halk Sigorta A.Ş.'s share and the total purchase price of Halk Sigorta A.Ş. shall be TL 578,904,511.54. The TL 399,778,774.87 of the total purchase price will be paid with the government bonds and the remaining amount of the total purchase price will be paid in cash following the transfer of shares. TVF Finansal Yatırımlar shall pay TL 4.1149 for each Halk Hayat ve Emeklilik A.Ş.'s share and the total purchase price of Hayat Halk ve Emeklilik A.Ş. shall be TL 1,695,338,800.00. The total purchase price will be paid with the government bonds. These share transfers are related party transactions under Article 9 of the Capital Markets Board's Communiqué on Corporate Governance No. II-17.1 as Turkey Wealth Fund has the management control of TVF Finansal Yatırımlar and our Bank. You may find enclosed the summary of the valuation report regarding the transferred shares. Following the transfer of shares, TVF Finansal Yatırımlar shall hold 95.32% of the share capital of Halk Sigorta A.Ş. Information on transaction details are enclosed. |
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.