Registration Form • Nov 25, 2024
Registration Form
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It has been prepared in accordance with Article 29/5 of the Share Communiqué No. VII-128.1 of the Capital Markets Board.
25 NOVEMBER 2024
This report includes assessments regarding the realization of the assumptions taken as basis in determining the public offering price of 1000 Yatırımlar Holding A.Ş. (1000 Yatırımlar, the Company) in accordance with Article 29/5 of the Capital Markets Board's Equity Communiqué No. VII-128.1.
In accordance with paragraph 1 of Article 29 of the Equity Communiqué, if the sales price of the shares to be offered to the public is different from the stock exchange price or higher than the nominal value, a price determination report must be prepared by the authorized institution intermediating the sale in the public offering regarding the sales price and the methods used in the calculation of this price. In case the authorized institution intermediating the sale in the public offering is a related party of the corporation to be offered to public as defined in the relevant regulations of the Board, the price determination report must be prepared by another authorized institution. Within this scope, a price determination report dated 02.10.2023 ("Price Determination Report") was prepared by A1 Capital Yatırım Menkul Değerler A.Ş. ("A1 Capital") to determine the Company's equity value and the value of each share, and the value of the Company was calculated as TRY5,000,000,000 before the public offering.
According to Article 29/5 of the Share Communiqué No. VII-128.1 of the Capital Markets Board; "It is obligatory for the corporation, whose shares are offered to public for the first time, to prepare a report within ten business days following the public disclosure of its financial statements for two years following the commencement of trading of its shares on the stock exchange, including assessments on whether the assumptions taken as basis in determining the public offering price have been realized or not, and if not, the reason thereof, and to publish the said report on the corporation's website and PDP."
In the price determination report prepared by A1 Capital, the Net Asset Value (NAD) method and the Multiplier Analysis method were used to determine the final value of the Company, and since the weight of the value found by the Multiplier Analysis method in the final value calculation was determined as 0%, only the net asset value method was used in the price determination report. Based on the Net Asset Value method, a target market capitalization of TRY7,418,433,971 was reached before the public offering.
By dividing the Company value by the Company's pre-public offering paid-in capital (TRY40,000,000), the pre-public offering Share Value was determined as TRY185.46. IPO discount of 32.60% was applied to the target market value per share and the discounted market value of the Company was determined as TRY5,000,000,000 and the IPO price as TRY125.00.
The evaluations regarding the realization of the assumptions taken as basis in determining the Company's public offering price within the framework of the methods used in the Company's price determination report are given below.
The price determination report prepared by the A1 Capital is based solely on the net asset value method.
The Independent Audit Report including the results Company's financial statement dated 31.12.2023 and 30.09.2024 was published on PDP on 11.11.2024. The calculations in this report are based on this data.
The Company's summarised balance sheet items and equity amounts dated 31.12.2023 and 30.09.2024 are given below for comparison:
| Main Balance Sheet Accounts | 31.12.2023 (*) |
30.09.2024 (*) |
Increase/ Decrease 30.09.2024/31.12.2023 (%) |
|---|---|---|---|
| Total current assets | 1,551,716,038 | 1,261,595,765 | -18.70 |
| Total non-current assets | 18,492,572,642 | 16,611,254,865 | -10.17 |
| Total assets | 20,044,288,680 | 17,872,850,630 | -10.83 |
| Total short - term liabilities | 335,483,567 | 405,865,554 | 20.98 |
| Total long - term liabilities | 4,612,075,996 | 3,792,748,801 | -17.76 |
| Total equity | 15,096,729,117 | 13,674,236,275 | -9.42 |
| Total liabilities and equity | 20,044,288,680 | 17,872,850,630 | -10.83 |
(*) Inflation-adjusted accounting figures.
As can be understood from the information provided in the table, the equity of the Company as of the most recent financial statements has decreased by 9.42% compared to the equity amount reported in the financial results as of 31.12.2023.
In this scope, it is seen that the calculations made using the Company's data dated 30.09.2024 are not below the final value reached as a result of the methods used by A1 Capital in determining the public offering price of the Company.
Presented to the public and investors.
1000 Yatırımlar Holding A.Ş.
AUDIT COMMITTEE
Osman DİNÇBAŞ Eyüp ŞİŞMAN Chairman of Audit Committee Member of Audit Committee (There are signatures on the originals.) (There are signatures on the originals.)
In case of a discrepancy between the Turkish and the English versions of this disclosure report, the Turkish version shall prevail.
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