M&A Activity • Sep 17, 2020
M&A Activity
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| Summary Info | Notification regarding merger process |
| Update Notification Flag | Yes |
| Correction Notification Flag | No |
| Postponed Notification Flag | No |
| Related Companies | ANACM, DENCM, TRKCM, SODA |
| Board Decision Date | 27.04.2020 |
| Merger Model | Merger Through Acquisition |
| Date Of Financial Statements Base To Merger | 31.12.2019 |
| 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 |
| ANADOLU CAM SANAYİİ A.Ş. | Trading On The Stock Exchange | 0,88239 | ||
| DENİZLİ CAM SANAYİİ VE TİCARET A.Ş. | Trading On The Stock Exchange | 0,33089 | ||
| TRAKYA CAM SANAYİİ A.Ş. | Trading On The Stock Exchange | 0,67615 | ||
| SODA SANAYİİ A.Ş. | Trading On The Stock Exchange | 1,15997 | ||
| PAŞABAHÇE CAM SANAYİİ VE TİCARET A.Ş. | Not Trading On The Stock Exchange | 0,53423 |
| 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 |
| SISE, TRASISEW91Q3 | 2.250.000.000 | 814.228.446,43 | 3.064.228.446,43 | SISE, TRASISEW91Q3 |
| Paid In Capital | Amount Of Capital To Be Increased Due To The Acquisition (TL) | Capital To Be Decreased (TL) | Target Capital | |
| TOTAL | 2.250.000.000 TL | 814.228.446,43 TL | 0 TL | 3.064.228.446,43 TL |
| Capital Market Board Application Date Regarding Merger | 27.04.2020 |
| Capital Market Board Application Result Regarding Merger | APPROVAL |
| Capital Market Board Approval Date Regarding Merger | 23.07.2020 |
| Date of Related General Assembly | 28.08.2020 |
| Was The Issue Of Merger Negotiated? Was It Accepted? | Accepted |
Additional Explanations
The general assembly meeting was held on 28 August 2020 in respect of the merger of Anadolu Cam Sanayii A.Ş., Denizli Cam Sanayii ve Ticaret A.Ş., Paşabahçe Cam Sanayii ve Ticaret A.Ş., Soda Sanayii A.Ş. and Trakya Cam Sanayii A.Ş. under Türkiye Şişe ve Cam Fabrikaları A.Ş. ("Şişecam") through their acquisition ("Merger"), and the Merger was approved.
With the approval of the Merger, the relevant parties may exercise/enjoy their retirement right as of 3 September 2020 until 23 September 2020. Upon the expiration of term of the retirement right, the amount of the capital increase to be made in the share capital of Şişecam will be determined. Upon determination of the capital increase amount, Article 7 of Şişecam's Articles of Association which is entitled "Capital" and which incorporates the final capital amount, will be submitted to the approval of the Board of Directors of Şişecam.
Registration applications regarding the Merger, the capital increase to be carried out in the share capital of Şişecam and other amendments to the Articles of Association are planned to be made to the Istanbul Trade Registry Office on 24 September 2020. With respect to the aforementioned applications, it is envisaged that the Merger, Şişecam capital increase and other amendments to the Articles of Association are to be registered as of 30 September 2020.
Kindly be informed.
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