Share Issue/Capital Change • Nov 23, 2023
Share Issue/Capital Change
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| Summary Info | Regulatory Approval for Merger through Acquisition of Exsa by Sabancı Holding-3 |
| Update Notification Flag | Yes |
| Correction Notification Flag | No |
| Postponed Notification Flag | No |
| Related Companies | CIMSA |
| Board Decision Date | 24.05.2023 |
| Merger Model | Merger Through Acquisition |
| Date Of Financial Statements Base To Merger | 30.06.2023 |
| Currency Unit | TRY |
| Acquired Company | Trading On The Stock Exchange/Not Trading On The Stock Exchange | Share Exchange Rate | Group of Share To Be Distributed To Acquired Company Shareholders | Form of Share To Be Distributed To Acquired Company Shareholders |
| EXSA EXPORT SANAYİ MAMULLERİ SATIŞ VE ARAŞTIRMA A.Ş. | Not Trading On The Stock Exchange | 0,35995893 | - | Registered |
| Share Group Info | Paid In Capital | Amount Of Capital To Be Increased Due To The Acquisition (TL) | Capital To Be Decreased (TL) | Target Capital | New Shares To Be Given Due To Merger |
| SAHOL, TRASAHOL91Q5 | 2.040.403.931 | 59.972.038,18 | 0 | 2.100.375.969,18 | SAHOL, TRASAHOL91Q5 |
| Paid In Capital | Amount Of Capital To Be Increased Due To The Acquisition (TL) | Capital To Be Decreased (TL) | Target Capital | |
| TOTAL | 2.040.403.931 TL | 59.972.038,18 TL | 0 TL | 2.100.375.969,18 TL |
| Capital Market Board Application Date Regarding Merger | 21.06.2023 |
| Capital Market Board Application Result Regarding Merger | APPROVAL |
| Capital Market Board Approval Date Regarding Merger | 22.11.2023 |
| Capital Market Board Application Date | 21.06.2023 |
Additional Explanations
In line with the resolution of the Board of Directors of Sabancı Holding dated May 24, 2023, the application before the Capital Markets Board (CMB) regarding the proposed merger, where all of the assets and liabilities of Exsa Export Sanayi Mamulleri Satış ve Araştırma A.Ş. (Exsa), a subsidiary of Sabancı Holding, be acquired as a whole by Sabancı Holding, has been approved by the CMB on November 22, 2023.
Pursuant to the Article 8 of the CMB's Merger and Demerger Communiqué No. II-23.2, Turkish versions of the Regulatory Filing as approved by the CMB, the Merger Agreement, the Merger Report, the Independent Valuation Report, Financial Statements of both Sabancı Holding and Exsa for the interim period ended 30.06.2023 with Special Independent Audit Reports, and Real Estate Appraisal Reports are attached to this statement.
For ease of perusal for our stakeholders, execution copies of the relevant documents that are identical to the signed originals have been disclosed in the attachment.
Lastly, please refer to Updated Q&A regarding Sabancı Holding and Exsa Merger on Investor Relations website.
In case of a discrepancy between the Turkish and English versions of this public disclosure statement, Turkish version shall prevail.
Documents Regarding Merger
| Appendix: 1 | Gayrimenkul Değerleme Raporları (17 Adet).pdf - Appraisal Reports |
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