ASTOR ENERJİ A.Ş.

M&A Activity • Dec 16, 2025

Summary Info	Revision of the Board Resolution and the CMB Application on the Partial Demerger through the Facilitated Procedure under the Affiliate Model Based on the 30.09.2025 Financial Statements
Update Notification Flag	Yes
Correction Notification Flag	No
Postponed Notification Flag	No

Board Decision Date	04.09.2025
Demerger Model	Partial demerger through associate model
Title of New Company/Companies Established After Demerger	ASTOR ŞARJ ANONİM ŞİRKETİ
Scope of Activities of Company Established After Demerger	Establishing and operating charging stations for electric vehicles, implementing technological solutions in this field, and operating in the energy sector.
Paid-in Capital of Company Established After Demerger	400.000.000
Capital Increase of Company That Assets be Transferred Due to Demerger	400.000.000
Will Be Applied to Stock Exchange For Listing of New Established Company?	No
Will Be Applied to Stock Exchange For Listing of Company That Assets be Transferred Due to Demerger?	No
Adjustment Payment	0
Currency Unit	TRY
Date Of Financial Statements Base To Demerger	30.06.2025
Paid-in Capital (TL)	998.000.000
Target Capital (TL)	998.000.000

Share Group Info	Paid-in Capital (TL)	Share Exchange Rate	Capital To Be Decreased Due To Demerger (TL)	Capital To Be Decreased Due To Demerger (%)	Amount Of Bonus Issue From Internal Resources Due to Demerger (TL)	Rate Of Bonus Issue From Internal Resources Due to Demerger(%)	New Shares'' ISIN	Amount of Shares Issued Due To Demerger
A Grubu, İşlem Görmüyor, TREASTR00021	170.000.000
B Grubu, ASTOR, TREASTR00013	828.000.000

Capital Market Board Application Date Regarding Demerger	04.09.2025
Date of Related General Assembly	31.12.2025
Capital Market Board Application Date	04.09.2025

Additional Explanations

Pursuant to the resolution of the Board of Directors of our Company dated 04.09.2025, an application was submitted to the Capital Markets Board on 04.09.2025 regarding the transfer of the Astor Şarj Business Unit, which operates within our Company, to a newly established company to be incorporated under the trade name ASTOR ŞARJ A.Ş., through a partial demerger carried out under the simplified procedure within the scope of the subsidiary model.

Pursuant to the resolution of the Board of Directors of our Company dated 15.12.2025, in accordance with Article 6 of the Capital Markets Board's Communiqué No. II-23.2 on Mergers and Demergers, which stipulates that the period between the financial statements to be taken as a basis for the review of the demerger transaction and the general assembly meeting approving the demerger may not exceed six months, it has been resolved to update the partial demerger application to be submitted to the Capital Markets Board based on the financial statements and reports dated 30.09.2025.

Within this scope, the Demerger Plan, Demerger Report, the Company's independently audited financial statements for the last three years, and the financial statements dated 30.09.2025 shall be made available for the examination of shareholders in accordance with the Turkish Commercial Code and Capital Markets Board regulations.

As the company to be newly established through the demerger, ASTOR ŞARJ A.Ş., will be a wholly owned subsidiary of our Company, no cash outflow will occur; therefore, there is no need for a capital reduction. In addition, since the demerger will be carried out through the simplified demerger procedure, it is not required to obtain an independent audit report or an expert institution opinion.

Furthermore, as a result of the evaluation conducted within the scope of the Capital Markets Board's Communiqué No. II-23.3 on Material Transactions and the Right of Separation, it has been determined that the transaction does not constitute a material transaction under the Communiqué and, accordingly, does not give rise to any right of separation for shareholders. This matter will be presented for the information of shareholders at the General Assembly Meeting at which the Partial Demerger Report will be discussed.

The above resolutions were adopted unanimously. Within this framework, an application was submitted to the Capital Markets Board on 16.12.2025 for the approval of the Announcement Text.

The information and documents regarding the demerger will also be published on the corporate website of our Company (www.astoras.com.tr ).

Respectfully announced to the public and our investors.

Documents Regarding Demerger

Appendix: 1	Astor Enerji Kısmı Bölünme Raporu1.pdf - Demerger Report
Appendix: 2	Duyuru Metni1.pdf - Announcement Text
Appendix: 3	Astor Enerji Kısmı Bölünme Planı_.pdf - Demerger Plan