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Exercise Price Of The Retirement Right Info | ||||||||||||||||||||||
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Additional Explanations | ||||||||||||||||||||||
The sale and transfer to Kansai Paint Co., Ltd. of all shares held by our Company in Polisan Kansai Boya Sanayi ve Ticaret A.Ş., representing 50% (fifty per cent) of its share capital and having an aggregate nominal value of TRY 62,501,572 (sixty-two million five hundred and one thousand five hundred and seventy-two Turkish lira), for an upfront cash consideration of USD 93,000,000 (ninety-three million United States dollars), which was classified as a "significant transaction" pursuant to our Company's Board of Directors resolution dated 29 July 2026, was approved at our Company's Extraordinary General Assembly Meeting held on 27 October 2026. In our Company's disclosure dated 27 October 2026, it was announced that shareholders who attended the general assembly meeting, voted against the transaction and had their dissent recorded in the meeting minutes would be entitled, subject to the conditions prescribed by the applicable legislation, to exercise their retirement right at a price of TRY 2.60 per share with a nominal value of TRY 1.00, from 10:00 on 5 November 2026 until 17:00 on 18 November 2026. It was further announced that our Company had authorized Deniz Yatırım Menkul Kıymetler A.Ş. ("Deniz Yatırım") for this purpose pursuant to Article 12 of the Capital Markets Board's Communiqué No. II-23.3 on Significant Transactions and the Retirement Right. Further to that disclosure, and based on the information provided by Deniz Yatırım, the "Marmara Holding Ayrılma Hakkı Kullanımına İlişkin Bilgilendirme Formu", setting out the application, share transfer and payment procedures for the exercise of the retirement right, together with the updated "Marmara Holding Ayrılma Hakkı Kullanımı Talep Formu", are attached to this disclosure. Shareholders wishing to exercise their retirement right are required to complete and sign the updated request form attached to this disclosure, submit it with the required supporting documents to the intermediary institution where their shares are held, and complete their applications in accordance with the procedures and requirements set out in the information form. Submitted for the information of the public and our shareholders. This statement was translated into English for information purposes only. In case of any discrepancy between the Turkish and the English versions of this disclosure, the Turkish version shall prevail. | ||||||||||||||||||||||
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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.