[CONSOLIDATION_METHOD_TITLE] [CONSOLIDATION_METHOD]
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English
oda_WinningATenderAbstract|
Tender Process / Result
oda_UpdateAnnouncementFlag|
Update Notification Flag
Evet (Yes)
oda_CorrectionAnnouncementFlag|
Correction Notification Flag
Hayır (No)
oda_DateOfThePreviousNotificationAboutTheSameSubject|
Date Of The Previous Notification About The Same Subject
16.07.2024, 23.12.2024
oda_DelayedAnnouncementFlag|
Postponed Notification Flag
Hayır (No)
oda_AnnouncementContentSection|
Announcement Content
oda_SubjectOfTender|
Subject of Tender
Fenerbahçe Kalamış Yacht Marina
oda_PartyOpenedTender|
Party Opened Tender
Republic of Turkey Ministry of Treasury and Finance, Privatization Administration
oda_BoardDecisionOnBidForTender|
Board Decision On Bid for Tender
The Board of Directors has granted authority with the decision dated 17/05/2024
oda_OtherPartiesIfParticipatedInTheTenderAsAGroup|
Other Parties if Participated in The Tender as a Group
-
oda_ShareOfTheCompanyIfParticipatedInTheTenderAsAGroup|
Share of the Company if Participated in the Tender as a Group
-
oda_DateOfTenderBid|
Date of Tender Bid
16/07/2024
oda_EndingUpDateOfTheTender|
Ending Up Date of The Tender
-
oda_TenderResult|
Tender Result
Our subsidiary Tek-Art Kalamış ve Fenerbahçe Marmara Turizm Tesisleri A.Ş. was invited to sign the tender agreement as the second highest bidder. Following the assessments, it has been resolved to sign the tender agreement.
oda_TenderValue|
Tender Value
USD 504,000,000
oda_ShareOfCompanyInTenderValue|
Share of Company in Tender Value
Our subsidiary Tek-Art Kalamış ve Fenerbahçe Marmara Turizm Tesisleri A.Ş. has participated in the tender alone, and its subsidiary Kalamış ve Fenerbahçe Marina İşletmeciliği A.Ş. will sign the agreement in accordance with the Tender Specifications.
oda_RatioOfTenderValueCorporateShareAmountToGrossSalesRevenueOnPubliclyDisclosedTheLatestFinancialStatementOfCompany|
Ratio Of Tender Value Corporate Share Amount To Gross Sales Revenue On Publicly Disclosed The Latest Financial Statement Of Company (%)
1.1% (according to 2023 annual results)
oda_ExplanationSection|
Explanations
oda_ExplanationTextBlock|

In our announcement dated 23 December 2024, it was disclosed that our subsidiary Tek-Art Kalamış ve Fenerbahçe Marmara Turizm Tesisleri A.Ş. (Tek-Art) is invited to sign the tender agreement on 5 February 2025 regarding the privatization of the Fenerbahçe-Kalamış Yacht Marina for a period of 40 years with the ‘granting of operating rights' method as announced by the Republic of Turkey Ministry of Treasury and Finance, Privatization Administration (ÖİB) as the second highest bidder with its bid amounting to USD 504,000,000 and that the assessments regarding the matter are ongoing.

Following the aforementioned assessments, it has been resolved and notified to the ÖİB that Tek-Art's wholly owned subsidiary Kalamış ve Fenerbahçe Marina İşletmeciliği A.Ş. (Kalamış A.Ş.) will sign the agreement regarding the granting of Fenerbahçe-Kalamış Yacht Marina's operating rights for a period of 40 years, and that an amount of USD 176,400,000 , which corresponds to 35% of the total USD 504,000,000 consideration, will be paid on the signing date of the agreement, and that the remaining amount (for which Kalamış A.Ş. will provide letters of guarantee) will be paid in 60 months and 5 equal installments with an interest rate of SOFR + 3% in accordance with tender specifications. In this regard, in the extraordinary general assembly meeting of Tek-Art, in which we hold approximately 33.8% of the shares, it was resolved to increase the current paid-in capital of TL 134,687,160 by TL 226,785,714 to a total of TL 361,472,874 , and that the pre-emption rights are to be exercised at 0,28 TL per share with a nominal value of 0,01 TL in accordance with the company value determined by KPMG Yönetim Danışmanlığı A.Ş.. Koç Holding decided to participate in this capital increase with a total amount of TL 6,349,999,992 by exercising both the pre-emption rights corresponding to the shares it holds in Tek-Art and the unexercised pre-emption rights of other shareholders, and the relevant amount was paid in cash. As a result of the capital increase, our company's share in Tek-Art reaches approximately 75.3%.

Additionally, according to the tender specifications, Kalamış A.Ş. is required to complete necessary construction works in accordance with the legislation and to ensure that Fenerbahçe-Kalamış Yacht Marina becomes at least a 4-anchor yacht marina within a period of 10 years starting from the signing date of the agreement. In this regard, under the current assumptions, an investment amounting to USD 150 million is expected to be made within this period.

No decision regarding the financing method for future payments is made at this stage, and the matter will be assessed according to the market conditions at the relevant time.

Material developments will be duly disclosed.

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.