ZORLU ENERJİ ELEKTRİK ÜRETİM A.Ş.

Capital/Financing Update • Oct 23, 2024

Summary Info	Completion of the issuance and sale of debt instruments to non-resident investors abroad (Rule 144A)
Update Notification Flag	No
Correction Notification Flag	No
Postponed Notification Flag	No
Subject of Notification	Completion of the Sale

Board Decision Date	04.09.2024

Related Issue Limit Info

Currency Unit	USD
Limit	1.100.000.000
Issue Limit Security Type	Debt Securities
Sale Type	Oversea
Domestic / Oversea	Oversea
Capital Market Board Approval Date	25.09.2024

Capital Market Instrument To Be Issued Info

Type	Bond
Maturity Date	23.04.2030
Maturity (Day)	2.008
Sale Type	Oversea
The country where the issue takes place	İrlanda
Central Securities Depository	DTC
Ending Date of Sale	23.10.2024
Nominal Value of Capital Market Instrument Sold	800.000.000
Maturity Starting Date	23.10.2024
Issue Exchange Rate	34,2011
Interest Rate Type	Fixed Rate
Traded in the Stock Exchange	Yes
Payment Type	Foreign Exchange Payment
ISIN Code	US98977LAA44
Coupon Number	11
Currency Unit	USD
Coupon Payment Frequency	Once Every Six Months

Redemption Plan of Capital Market Instrument Sold

Coupon Number	Payment Date	Was The Payment Made?
1	23.04.2025
2	23.10.2025
3	23.04.2026
4	23.10.2026
5	23.04.2027
6	23.10.2027
7	23.04.2028
8	23.10.2028
9	23.04.2029
10	23.10.2029
11	23.04.2030
Principal/Maturity Date Payment Amount	23.04.2030

Rating

Does the issuer have a rating note?	Yes

Issuer Rating Note

Rating Company	Rating Note	Rating Date	Is it Investment Grade?
Fitch Ratings, Moody's Ratings	B+ (Stable) Fitch, B3 (Positive) Moody's	23.10.2024	No

Does the capital market instrument have a rating note?	Yes

Capital Market Instrument Rating Note

Rating Company	Rating Note	Rating Date	Is it Investment Grade?
Fitch Ratings, Moody's Ratings	B+ Fitch, B3 Moody's	23.10.2024	No

Does the originator have a rating note?	No

Additional Explanations

Pursuant to our material event disclosure dated October 22, 2024, the sale of sustainability-linked bonds to qualified investors outside Türkiye, which was approved by the Capital Markets Board on October 22, 2024, is completed on October 23, 2024 (today) and the proceeds from the bond sale have been transferred to our Company's accounts. The said bonds have been listed on the Irish Stock Exchange (Euronext Dublin). The proceeds from the Eurobond issuance amounts to USD 800,000,000 will be used to refinance the existing financial debts of the Company's subsidiaries. In this context, remaining USD 262,500,000 nominal value bonds issued for sale abroad by Zorlu Yenilenebilir Enerji A.Ş., the wholly-owned subsidiary of Zorlu Enerji, was fully redeemed on October 23, 2024 (today) using the proceeds from the new issuance. Remaining USD 537,500,000 amount will be used in closing of existing financial debts of Zorlu Enerji's other subsidiaries. The issued bonds will be redeemed in installments of USD 45,000,000 every six months starting from October 2027, with the remaining USD 575,000,000 to be redeemed at maturity. The bonds disclosed to the public through this material event disclosure represent the portion of the issuance with a total nominal amount of USD 800,000,000, tracked by the international securities identification number US98977LAA44, which was sold exclusively to qualified institutional buyers in the United States (Rule 144A). The remaining portion represents the part sold to institutional investors residing outside the United States (Regulation S) and will be announced to the public through a separate material event disclosure. 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.