Share Issue/Capital Change • Jul 7, 2022
Share Issue/Capital Change
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| Summary Info | CMB approval for the application regarding the resolution on transfer of Entek shares to Tüpraş by way of partial demerger through share transfer to shareholders model |
| Update Notification Flag | Yes |
| Correction Notification Flag | No |
| Postponed Notification Flag | No |
| Related Companies | TUPRS, KCHOL |
| Board Decision Date | 25.04.2022 |
| Demerger Model | Partial demerger by way of share transfer to the shareholders |
| Company/Companies That Assets be Transferred Due to Demerger | Türkiye Petrol Rafinerileri A.Ş. (Tüpraş) |
| Scope of Activities of Company/Companies That Assets be Transferred Due to Demerger | Refinery, energy generation |
| Capital Increase of Company That Assets be Transferred Due to Demerger | 12.418.659 |
| Will Be Applied to Stock Exchange For Listing of Company That Assets be Transferred Due to Demerger? | No |
| Currency Unit | TRY |
| Date Of Financial Statements Base To Demerger | 31.12.2021 |
| Paid-in Capital (TL) | 300.000.000 |
| Target Capital (TL) | 219.800.767 |
| 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 |
| AYGAZ, TRAAYGAZ91E0 | 300.000.000 | 0,15485 | 80.199.233 | 26,73307 | TRATUPRS91E8 | 12.418.659 |
| Capital Market Board Application Date Regarding Demerger | 29.04.2022 |
| Capital Market Board Application Result Regarding Demerger | APPROVAL |
| Capital Market Board Approval Date Regarding Demerger | 07.07.2022 |
Additional Explanations
As publicly disclosed on 25.04.2022; within the framework of our Company's strategic plans, with the target to create value by using Aygaz's existing equity and borrowing capacity by focusing especially on international LPG investments and other business areas such as cargo distribution, it has been resolved to transfer Entek Elektrik Üretim A.Ş. ("Entek") shares in our Company's assets which corresponds to 49.62% of the registered Entek capital, to Türkiye Petrol Rafinerileri A.Ş. ("Tüpraş") through a partial demerger transaction through the model of share transfer to Aygaz shareholders. Simultaneously, the Entek shares registered in the assets of our controlling shareholder Koç Holding A.Ş. will be transferred to Tüpraş through a partial demerger transaction through the associates model.
Capital Markets Board approved the application for the partial demerger transaction made by Aygaz, Koç Holding and Tüpraş. The approved version of the Announcement Text together with the Demerger Report, the Demerger Agreement and the draft amendment of our Company's Articles of Association are attached (available in Turkish).
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.
Documents Regarding Demerger
| Appendix: 1 | Duyuru Metni 1 SPK.pdf - Announcement Text |
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