Pursuant to our material event disclosure dated May 8, 2024, the tranche issuance application regarding the issuance of bonds with a nominal value of USD 450 million with a 5- year maturity to be sold to qualified investors outside of Turkey by our Company in accordance with the "Regulation S" and/or "Rule 144A", is approved by the Capital Markets Board on 10.05.2024.
The first coupon payment amounting to TL 43,817,250 on the TL 370,000,000 nominally valued corporate bond which was sold to qualified investors on February 8, 2024 with a maturity of 384 days and trades with the ISIN Code of TRSVSTL22511, was made as of today. The interest rate for the second coupon payment has been set as 13.5409%.
Vestel Elektronik Sanayi ve Ticaret AŞ's application to the Capital Markets Board ("CMB") regarding Ms. Ayşegül İldeniz's eligibility, who has been serving as an independent board member at Vestel Elektronik Sanayi ve Ticaret AŞ since 2018, to be renominated as an independent board member candidate by our Company at the 2023 Annual General Meeting to be held on May 29, 2024, has been accepted and Ms. İldeniz has been granted temporary exemption from the independence requirement stated in Article 4.3.6 (g) of the CMB's Corporate Governance Principles, for a period of up to one year, taking into account her professional experience and expertise, as well as the support she personally provides to the Company's growth and expansion goals in the field of mobility electronics (automotive electronics, electric vehicle charging stations, battery and energy storage solutions), and the innovation, technology, and future vision she contributes to the Company's ongoing operations. In addition, within the framework of our Company being in the first Group, the Capital Markets Board has not issued a negative opinion regarding the candidacy of Mr. Adnan Yıldırım and Mr. Emin Ataç, who are nominated as other independent board member candidates by our Company's Board of Directors.
Pursuant to our material event disclosure dated May 1, 2024, the book building process for the sale of our Company's bonds to qualified investors outside of Turkey in accordance with the "Regulation S" and "Rule 144A" has been completed. The bonds to be issued have a nominal value of USD 450 million with a 5-year maturity and a fixed coupon rate of 9.75% per annum. The bonds will be listed on the Euronext Dublin Stock Exchange. The transaction is expected to be completed on May 15, 2024 after the subscription agreement is signed and the tranche issuance certificate is obtained from the Capital Markets Board of Türkiye.
The Board of Directors of Vestel Elektronik Sanayi ve Ticaret Anonim Şirketi has made the following decisions.
Vestel Elektronik Sanayi ve Ticaret AŞ recorded TL 1,449,625,000 net profit attributable to equity holders of the parent company in the 2023 accounting period according to the consolidated financial statements prepared within the framework of the "Communiqué on Principles of Financial Reporting in the Capital Markets" numbered II.14.1 of the Capital Markets Board ("CMB") and in accordance with the formats determined by the Public Oversight Accounting and Auditing Standards Authority (“KGK”) and CMB based on the Turkish Financial Reporting Standards (“TFRS”) put into effect by the KGK and audited by PwC Bağımsız Denetim ve Serbest Muhasebecilik Mali Müşavirlik AŞ; and a net loss of TL 1,688,979,363 in its statutory financial statements prepared in accordance with the relevant provisions of the Tax Procedure Law No. 213 (“TPL”).
Accordingly, the Company’s Board of Directors who attended the meeting unanimously has made the following decision:
To submit the proposal that no profit distribution could be made due to the net loss recorded in the Company’s statutory financial statements to the approval of the shareholders at the 2023 Annual General Assembly.
Click here for the Dividend Distribution Table.
Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors made the following decisions.
Click here for the Agenda.
Vestel Elektronik completed the sale of a TL 600,000,000 commercial paper with fixed coupon payment with a maturity of 147 days to domestic qualified investors, the transfer of the securities to the customer accounts will be completed today. The interest rate of this instrument is 60% annual simple.Ak Yatırım Menkul Kıymetler AŞ has acted as the financial intermediary for the issue.
TL 214,000,000 nominally valued Corporate Bond, which was sold to qualified investors on November 22, 2023 with a maturity of 162 days and with the ISIN Code of TRFVSTL52416, was redeemed as of today (May 2, 2024) with completion of the coupon payment amounting to TL 43,216,444 and the principal payment of TL 214,000,000.
BofA Securities , J.P. Morgan Securities and Emirates NBD Capital have been mandated for selling our Company's bonds to qualified investors outside Turkey within the format of "Rule 144A" and/or "Regulation S". In this context, it is planned to arrange a series of investor meetings in the UK with the participation of our Company's senior management starting from May 1, 2024. Our Company has been assigned with credit ratings of B+ (Positive) by Fitch Ratings and B3 (Stable) by Moody's in connection with its potential transaction. The ultimate decision for the bond issuance and the amount and the terms of the bond issue will be determined based on the market conditions following the investor meetings. The Eurobond is expected to be rated "B+" by Fitch Ratings and "B3" by Moody's.
Zorlu Holding AŞ sold Vestel Elektronik Sanayi ve Ticaret AŞ ("Vestel Elektronik") shares with a nominal value of TL3,800,000 at a price range of TL79.2-79.75 per share via block sale on Borsa Istanbul on April 26, 2024. Following the transaction, the company’s share in Vestel Elektronik declined to 54.56%.