TR EN

Doğan Şirketler Grubu Holding A.Ş.
Burhaniye Mahallesi Kısıklı Caddesi No: 65
34676 Üsküdar/İstanbul

+90 (216) 556 90 00

Regarding the Completion of the Acquisition of Gümüştaş Madencilik Shares

11.09.2024

Related Companies

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Related Funds

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Noncurrent Financial Asset Acquisition
 
       
 
   

Update Notification Flag

    

Evet (Yes)
   

Correction Notification Flag

    

Hayır (No)
   

Date Of The Previous Notification About The Same Subject

    

05.06.2024, 06.08.2024
   

Postponed Notification Flag

    

Hayır (No)
   

Announcement Content

    
 
     

Board Decision Date for Acquisition

    

06/08/2024
     

Were Majority of Independent Board Members' Approved the Board Decision for Acquisition

    

Yes
     

Title of Non-current Financial Asset Acquired

    

Gümüştaş Madencilik ve Ticaret A.Ş.
     

Field of Activity of Non-current Financial Asset whose Shares were being Acquired

    

Mining
     

Capital of Noncurrent Financial Asset

    

20,200,000 TL
     

Acquirement Way

    

Satın Alma (Purchase)
     

Date on which the Transaction was/will be Completed

    

11.09.2024
     

Acquisition Conditions

    

Peşin (Cash)
     

Detailed Conditions if it is a Timed Payment

    

None
     

Nominal Value of Shares Acquired

    

15,150,000 TL
     

Purchase Price Per Share

    

8.1188 USD
     

Total Purchasing Value

    

123,000,000 USD
     

Ratio of New Shares Acquired to Capital of Non-current Financial Asset (%)

    

% 75
     

Total Ratio of Shares Owned in Capital of Non-current Financial Asset After Transaction (%)

    

% 75
     

Total Voting Right Ratio Owned in Non-current Financial Asset After Transaction (%)

    

% 75
     

Ratio of Non-current Financial Asset Acquired to Total Assets in Latest Disclosed Financial Statements of Company (%)

    

% 3.99
     

Ratio of Transaction Value to Sales in Latest Annual Financial Statements of Company (%)

    

% 7.95
     

Effects on Company Operations

    

It is anticipated that there will be a positive impact on our Company's revenue and profitability.
     

Did Takeover Bid Obligation Arised?

    

Hayır (No)
     

Will Exemption Application be Made, if Takeover Bid Obligation Arised?

    

Hayır (No)
     

Title/ Name-Surname of Counter Party

    

Kurmel Holding A.Ş. (% 50 stake), Ortadoğu Otomotiv Ticaret A.Ş. (% 25 stake)
     

Is Counter Party a Related Party According to CMB Regulations?

    

Hayır (No)
     

Relation with Counter Party if any

    

Ortadoğu Otomotiv Ticaret A.Ş., which will transfer its 25% stake in Gümüştaş Madencilik, is a related party of our Company.
     

Agreement Signing Date if Exists

    

06/08/2024
     

Value Determination Method of Non-current Financial Asset

    

"Bargaining method" was used.
     

Did Valuation Report be Prepared?

    

Düzenlenmedi (Not Prepared)
     

Reason for not Preparing Valuation Report if it was not Prepared

    

A valuation report was not prepared as the "Bargaining method" was used.
     

Date and Number of Valuation Report

    

None
     

Title of Valuation Company Prepared Report

    

None
     

Value Determined in Valuation Report if Exists

    

None
     

Reasons if Transaction wasn't/will not be performed in Accordance with Valuation Report

    

None
   

Explanations

    
 

The transaction for the acquisition of a total of 15,150,000 TL nominal value, representing 75% of the shares in Gümüştaş Madencilik ve Ticaret A.Ş. (Gümüştaş Madencilik), which represents a total of 20,200,000 TL nominal value of its capital, has been completed on 11.09.2024 (today) as follows:

  • 50% with a nominal value of 10,100,000 TL, for a price of 82,000,000 US Dollars (purchase price per share: 8.1188 US Dollars) from Kurmel Holding A.Ş., and
    •  
  • 25% with a nominal value of 5,050,000 TL, for a price of 41,000,000 US Dollars (purchase price per share: 8.1188 US Dollars) from Ortadoğu Otomotiv Ticaret A.Ş. 

In total, 75% of the shares, with a nominal value of 15,150,000 TL, were acquired for a total of 123,000,000 US Dollars as a result of negotiations.

Respectfully announced to our shareholders and the public.

  

*This statement was 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.

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