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oda_ExplanationTextBlock| | On 26 September 2026, reports appeared in the press and on social media stating that a plot of land in the Nilüfer district of Bursa had been purchased by the Company on 7 August 2026 for approximately TL 20 billion and that the transaction had not been disclosed to the public. Our disclosure pursuant to Article 9 of the Communiqué on Material Events Disclosure (II-15.1) of the Capital Markets Board of Türkiye is set out below. A cooperation protocol for the development, under the Revenue Sharing Model (land sale in return for a share of revenue), of the 100,000 m² plot registered as block 255, parcel 7 in Odunluk Neighbourhood, Nilüfer, Bursa was signed between the Company and Bainbridge Gayrimenkul Ticaret A.Ş., the owner of the land at that time. The Company develops projects on land owned by other institutions and organisations as well as on its own land, and has implemented protocols of a similar structure before. Under this structure, the Company allocates no funds and makes no investment for the land; it develops the project with its institutional credibility, experience and business development capability and, in return, receives a share of the revenue to be generated through the tender. In order to secure the Company's rights and interests under the protocol, ownership of the land was transferred, in accordance with the protocol, on 7 August 2026 to the Company, whose shareholders include the Housing Development Administration of Türkiye (TOKİ) under the Ministry of Environment, Urbanisation and Climate Change of the Republic of Türkiye and whose shares are traded on Borsa İstanbul, and was registered in the Company's name at the Land Registry. The transfer was carried out without any payment by the Company in respect of the value declared in the land registry, and the transfer costs, including the land registry fee, were borne by the transferring company; there is no purchase price or payment in the amount stated in the reports. There has been no outflow of funds from the Company, and no privilege has been granted to any party. The transferring company's entitlement under the protocol is limited to the share, set out in the protocol, of the revenue to be generated through the tender. Payments will be made as the tender is held and revenue is collected, and no payment has been made to date. The protocol and the land registry transfer were carried out within the scope of the Company's ordinary real estate development activities. It was envisaged that the required material event disclosure would be made once the development, planning and tender preparations for the project were completed and the tender process was launched. As the matter has appeared in the press, this disclosure is made in order to inform the public accurately and adequately. The developments reported in the public domain in the recent period are being closely followed by the Company, and information on the asset, processes and transactions covered by the protocol has been shared with the relevant public institutions and authorities. The ordinary preparations for the project development process of the land are in progress, and developments will be disclosed to the public in accordance with the regulations of the Capital Markets Board. Respectfully announced to the public. | ||||||||
We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.
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