Board Decision Date for Sale
|
:
|
11.12.2018
|
Were Majority of Independent Board Members' Approved the Board Decision for Sale?
|
:
|
Yes
|
Title of Non-current Financial Asset Sold
|
:
|
Fintur Holdings B.V. (“Fintur”)
|
Field of Activity of Non-current Financial Asset sold
|
:
|
Telecommunication investments
|
Capital of Non-current Financial Asset sold
|
:
|
US$ 538,118,000
|
Date on which the Transaction was/will be Completed
|
:
|
02.04.2019
|
Sales Conditions
|
:
|
Cash
|
Nominal Value of Shares Sold
|
:
|
US$ 223,049,911
|
Sales Price Per Share
|
:
|
TRY 9.96
|
Total Sales Value
|
:
|
TRY 2,229,594,570
|
Ratio of Shares Sold to Capital of Non-current Financial Asset (%)
|
:
|
41.45%
|
Total Ratio of Shares Owned in Capital of Non-current Financial Asset After Sales Transaction (%)
|
:
|
0%
|
Total Voting Right Ratio Owned in Non-current Financial Asset After Sales Transaction (%)
|
:
|
0%
|
Ratio of Non-current Financial Asset Sold to Total Assets in Latest Disclosed Financial Statements of Company (%)
|
:
|
4.0%
|
Ratio of Transaction Value to Sales in Latest Annual Financial Statements of Company (%)
|
:
|
10.5%
|
Effects on Company Operations
|
:
|
The parent-subsidiary relationship will cease. Sale transaction is expected to strengthen Turkcell’s financing structure.
|
Profit / Loss Arised After Transaction
|
:
|
As the conditions precedent required for the share transfer have been completed in March, the profit generated from the transaction is calculated over FX rate as
of March 31, 2019 and is equivalent of
TRY 772.4 million.
|
How will Sales Profit be Used if Exists?
|
:
|
-
|
Board Decision Date for Use of Sales Profit if Exists
|
:
|
There is no decision taken for this matter.
|
Title/ Name-Surname of Counter Party Bought
|
:
|
Sonera Holding B.V.
|
Is Counter Party a Related Party According to CMB Regulations?
|
:
|
Yes
|
Relation with Counter Party if any
|
:
|
The other shareholder of Fintur with 58.55% stake and subsidiary of one of Turkcell’s shareholders
|
Agreement Signing Date if Exists
|
:
|
12.12.2018
|
Value Determination Method of Non-current Financial Asset
|
:
|
Determined by negotiations taking into account financials of Fintur and market conditions.
|
Did Valuation Report be Prepared?
|
:
|
Yes.
|
Reason for not Preparing Valuation Report if it was not Prepared
|
:
|
- |
Date and Number of Valuation Report
|
:
|
17.01.2019
|
Title of Valuation Company Prepared Report
|
:
|
Ernst Young Kurumsal FinansmanDanışmanlık A.Ş.
|
Value Determined in Valuation Report if Exists
|
:
|
EUR 340.9 million
|
Reasons if Transaction wasn't/will not be performed in Accordance with Valuation Report
|
:
|
-
|
TURKCELL ILETISIM HIZMETLERI A.S. | ||||
Date: April 2, 2019 |
By: |
/s/ Zeynel Korhan Bilek
|
||
Name: | Zeynel Korhan Bilek | |||
Title: | Treasury & Capital Markets Management Director | |||
TURKCELL ILETISIM HIZMETLERI A.S. | ||||
Date: April 2, 2019 | By: | /s/ Osman Yilmaz |
||
Name: | Osman Yilmaz |
|||
Title: | Chief Financial Officer |
|||