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Rights Issue (Via Preemptive Right)
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Additional Explanations
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By our Bank's Board of Directors resolution dated 05.12.2018, it has been decided that; 1. With respect to the authorization granted to the Board of Directors under Article 9 of the Articles of Association of Akbank T.A.Ş. (the "Bank"), Bank's paid in capital shall be hereby increased from TL 4,000,000,000 by 30% to TL 5,200,000,000 -paid in cash- which is within the limit of the registered share capital ceiling of TL 10,000,000,000, 2. The issued shares representing the increased capital of TL 1,200,000,000 and 120,000,000,000 ordinary shares each having a nominal value of TL 0.01 shall be issued as "registered shares" monitored according to the principles of dematerialization in nature and existing shareholders' right to purchase additional new shares (the pre-emptive rights) shall not be subject to any restriction, 3. The price for the shareholders' pre-emptive right to purchase will be realized at TL 0.025 for each share with nominal value of TL 0.01 (TL 2.50 for each lot of share having a total nominal value of TL 1.00), 4. The Head Office shall be authorized to determine the type of the shares to be issued following the capital increase, as "publicly traded shares" or "non-publicly traded shares", as the Head Office deems appropriate, 5. The shareholders' pre-emptive right to purchase new issued shares shall be exercised within at least 15 (fifteen) days. However, if the last day of the period is a weekend or a public holiday, such period should then end on the next business day, 6. The remaining shares following the exercise of pre-emptive rights to purchase; shall be offered to public for a period of 2 (two) business days at the price set at the Primary Market of Borsa Istanbul which shall be no less than the nominal value; on the dates to be announced in the notice of sales (tasarruf sahiplerine satış duyurusu), 7. In case there are still unused rights, within the scope of the purchase guarantee of our majority shareholder Hacı Ömer Sabancı Holding A.Ş. dated 05.12.2018, the process shall be completed through recourse to the majority shareholder regarding the purchase of remaining shares within 3 (three) business days at a price which is not below the average price of public offering with a full and cash payment. 8. The Report on Use of Proceeds from Capital Increase (in attachment) prepared in accordance with the Article 33 of the Shares Communiqué of the Capital Markets Board (VII-128.1) shall be approved, 9. The Head Office shall be authorized to execute all transactions within the scope of this decision. The presentation regarding our capital increase can be found on our website. The above disclosure is a postponed announcement. Akbank and Sabancı Holding have decided to postpone the above disclosure with a decision taken on 28 November 2018. The reasons for the postponement were: - No decision was taken by the Board of Directors, - Although the rights issue was planned, the details of the rights issue, related investor communication and timing was not determined, - To avoid any misleading, incomplete and inaccurate information flow, which could lead to speculative moves, - To protect the legitimate right of our shareholders. Attachment: The Report on Use of Proceeds from Capital Increase. In case of contradiction between the Turkish and English versions of this public disclosure, 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.