[CONSOLIDATION_METHOD_TITLE] [CONSOLIDATION_METHOD]
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New Business Relation
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Hayır (No)
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Hayır (No)
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Date Of The Previous Notification About The Same Subject
-
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Hayır (No)
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Announcement Content
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Nature Of The Other Party With Which New Business Relation Will Start
Diğer (Other)
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Name Surname Or Company Title Of Customer Or Supplier
TATA INVESTMENT CORPORATION LIMITED and VOLTAS LIMITED
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If Exists Share Of Customer Or Supplier In Net Sales Or Cost Of Goods Sold On Latest Disclosed Profit Or Loss And Other Comprehensive Income Statement Of Company
No
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If Exists Share Of Customer Or Supplier In Trade Receivables Or Debts On Latest Disclosed Statement of Financial Position Of Company
No
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Expected Starting Date O fNew Business Relation
01/09/2017
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If Exist Significant Provisions Of The Contract
Explained below
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Impact Of New Business Relation On Company Activities
This investment will be beneficial for our growth strategy in emerging markets
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Explanations
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In line with our growth strategy in emerging markets, a Joint Venture Agreement has been signed between our wholly-owned subsidiary Ardutch BV, our parent company Koç Holding A.Ş. and; Voltas Limited and Tata Investment Corporation Limited, Tata Group Companies based in India, which are not related parties to us.

Based on the Joint Venture Agreement; a company (The Company) will be established to engage in the production and sales of refrigerators, in addition to the sales of washing machines, dishwashers, dryers, microwaves and other white goods, under the Voltas-Beko brand for the Indian market. The Company will be governed as per joint management principles and shareholding ratios will be as follows; Ardutch B.V. 49%, Koç Holding A.Ş. 1%, Voltas Limited 49%, Tata Investment Corporation Limited (TICL) 1%.

The Company will commence operations on the date (the Closing Date) on which the approval of the Competition Board of India and the other pre-conditions included in the contract are fulfilled. The parties have the right to terminate the contract if the conditions of the contract cannot be fulfilled within 6 months from the contract signing date.

The Company to be established in India is forecasted to be incorporated with an initial capital of 100,000 INR (c. USD 1,500). After the Closing Date, a capital increase of USD 100 million, minimum investment amount, is planned to be made taking into consideration the Company's business plan and cash flow requirements. Capital amount will be paid by the shareholders in proportion to their shareholding ratios and the payments are foreseen to be made in the periods to be determined according to the Company's business plan.

The agreement sets forth, the principles of election of the board of directors and senior management for the joint management of the Company to be established and; the mechanism of share sale and purchase options in the case of any change of control in shareholding parties.

Within the scope of the Joint Venture Agreement, the Brand License Agreements, which regulate the usage right of the Voltas brand between the Company and Voltas Limited and the usage right of Beko brand between the Company and Arçelik A.Ş; The Technology License Agreement, which regulates the production rights between the Company and Arçelik will be signed at the Closing Date. In addition, the 2-year Service Agreement between the Company and Voltas that governs sales, distribution and after-sales services will be signed.

The Company is aimed to start its operations as of the Closing Date. Under this Joint Venture Agreement, refrigerators will be produced at the production plant to be built in India. The production plant is planned to be established within the first year when the Company starts its operation. In the first year, it is expected to sell the products sourced from Arçelik's production plants and subsequent to the establishment of the production plant in India, the Company will  start the sales of the products manufactured in the aforementioned plant. In addition, by the end of the fourth year following the Closing Date, the Company will assess to produce air conditioners. Within the scope of the Joint Venture Agreement, the Company is expected to supply refrigerator, washing machine, dishwasher, drier and other white goods from Arçelik.

Information on Voltas and TATA Group, which will be a party to the Joint Venture Agreement, is as follows:

About Tata Group and Voltas

Voltas, based in 1954 in Mumbai, India, operates within the main shareholder Tata Group. Tata, one of Asia's most important conglomerates, has USD 103 billion in revenues and approximately 661 thousand employees as of fiscal year ending in March 2016. Within TATA Group companies, TATA Sons operates as its main holding company. The market value of 29 publicly traded companies of the Tata Group, which amounted to USD 128 billion as of May 2017, accounts for 6.4% of the total value of all companies traded on the Indian Bombay Stock Exchange.

Voltas, which achieved a net turnover of approximately USD 900 million as of the fiscal year end of March 2016, has three production plants in Thane, Dadra and Pantnagar. The leader of the air conditioner market in the country, Voltas has sales offices outside India in UAE, Saudi Arabia and Singapore. Voltas has about 8,750 employees and its product and service portfolio includes electromechanical cooling systems, textile, mining and construction equipment, and individual and institutional cooling systems. Voltas, 69.7%  publicly held, has a market cap of around USD 2.1 billion as of May 2017.