The second coupon payment amounting to TL 35,153,700 on the TL 300,000,000 nominally valued commercial paper, which was sold to qualified investors on September 15, 2023 with a maturity of 265 days and trades with the ISIN Code of TRFVSTL62415, was made as of today. The interest rate for the third coupon payment has been set as 11.6773%.
In accordance with the authorization granted by article 11 of the Company's Articles of Association; the Board of Directors resolved to take all necessary actions and apply to the Capital Markets Board (CMB), the Central Securities Depository and other authorities and institutions for the issuance of debt securities up to a total amount of USD 500,000,000 or an equivalent amount to be sold outside Turkey through one or more issuances within one year from the date of the approval of CMB. In line with this decision, an application was made to the Capital Markets Board on March 14, 2024. Following the approval of the issuance certificate by the Capital Markets Board, the final amount, maturity, and interest rate of the issuance will be determined considering the market conditions on the issuance date, and a final decision regarding the issuance will be made. Due to the uncertainty of the debt instrument issuance until the outcome of the credit rating service received and the evaluation of the suitability of the market conditions, our Company's decision to conclude the financial consultancy and credit rating service agreements for the debt instrument issuance and to evaluate the debt instrument issuance has been postponed until the issuance decision is taken with the Board of Directors' decision dated 18.12.2023 within the scope of Article 6 of the Capital Markets Board's Communiqué on Material Events Disclosure.
Pursuant to our PDP statements dated 21.03.2019, 07.12.2020, 27.01.2023 and 29.11.2023; the 13th Chamber of the Council of State accepted the appeals of the Competition Authority and Vestel Ticaret AŞ (Vestel Ticaret), a wholly-owned subsidiary of our Company and decided to annul the appellate decision, affirming the legality of the Competition Board's decision and that the file should be sent back to the Court of Appeal (Ankara 8th Administrative Trial Chamber) to be decided in favor of Vestel Ticaret and Whirlpool (Whirlpool Ev Aletleri Pazarlama ve Ticaret AŞ and Whirlpool Beyaz Eşya Sanayi ve Ticaret AŞ), with its decision dated 10.04.2023 and numbered 2023/206 E., 2023/1767 K. Based on the reversal decision of the Council of State, the file was sent to Ankara 8th Administrative Trial Chamber, and in order to ensure that the Council of State's reversal decision was fulfilled, the investigation initiated against Whirlpool and Vestel Ticaret was terminated by the Competition Authority's decision numbered 23-37/689-238. At this stage, Ankara 8th Administrative Trial Chamber, with its decision numbered 2023/1627 E. and 2024/395, decided to reject the plaintiffs' appeal, complying with the reversal decision of the 13th Chamber of the Council of State. Thus, due to Whirlpool's decision to terminate its activities in Turkey, the agreement regarding the after-sales services of Whirlpool products in the market to be provided by Vestel Ticaret was found to be lawful by the decision of the Ankara 8th Administrative Trial Chamber. It is permissible procedurally to appeal against the decision in question.
A non-binding memorandum of understanding (MoU) - which is valid for a period of three months and can be extended for another three months, if the parties agree - has been executed on March 12, 2024 between Vestel Komünikasyon Sanayi ve Ticaret A.Ş., an indirectly wholly-owned subsidiary of Vestel Elektronik Sanayi ve Ticaret A.Ş. and Huizhou Desay ESS Co., Ltd., a company based in China and indirectly wholly-owned by Shenzhen Desay Battery Technology Co., Ltd., for a potential cooperation in the field of storing renewable energy with lithium battery systems in Türkiye and in other markets where competitive advantage can be achieved. The cooperation will also encompass the design, assembly, manufacturing and sales of energy storage systems and will contribute to our Company’s sustainability goals and efforts. The developments will be fully and timely disclosed to the public.
The interview with Mr. Ergün Güler, CEO of Vestel Group of Companies, published in the Capital magazine and including assessments for the future, is provided in the attachment.
The first coupon payment amounting to TL 62,514,606 on the TL 517,000,000 nominally valued corporate bond, which was sold to qualified investors on November 11, 2023 with a maturity of 379 days and trades with the ISIN Code of TRSVSTLA2415, was made as of today. The interest rate for the second coupon payment has been set as 12.0918% (simple annual interest 48.5%).
The first coupon payment amounting to TL 62,514,606 on the TL 517,000,000 nominally valued corporate bond, which was sold to qualified investors on November 11, 2023 with a maturity of 379 days and trades with the ISIN Code of TRSVSTLA2415, was made as of today. The interest rate for the second coupon payment has been set as 12.0918% (simple annual interest 48.5%).
According to the questions raised by investors based on a vested court decision which has been published on various websites as well as the news which has been published in press and on social media platforms stating that "The Dutch court decided that Vestel is entitled to a compensation in the amount of 684 million Euros to cover the damage caused by the TV CRT cartel.", for the accuracy of the news, it has been announced to the public through our material event disclosure dated 05.02.2024 that the court decision - which has been rendered related to a compensation lawsuit based on competition law following the lawsuit that has been initiated by our Company Vestel Elektronik Sanayi ve Ticaret A.Ş., its wholly-owned subsidiary Vestel Ticaret A.Ş. and these companies' relevant foreign subsidiaries (Vestel Holland B.V., Vestel CIS Ltd., Vestel Trade Ltd., Vestel Electronica S.R.L., Vestel France S.A.S., Vestel Holland B.V. Sucursal En Espana, Vestel Holland B.V. Germany Branch Office and Vestel Holland B.V. UK Branch Office) (collectively "Vestel") as plaintiffs, against Samsung group companies, LG group companies, Technicolr S.A., TTD International S.A.S and TDP SP. Z.O.O before the Dutch East Brabant Regional Court – can be appealed by both plaintiffs and defendants and that the court decision is not a final decision. It has been deemed beneficial to make the following statement in the light of the news published on various websites and press media channels as well as the questions raised by investors regarding "the court ruling for TTD International S.A.S and TDP SP. Z.O.O. companies to pay Vestel a compensation in the amount of 684 million Euros and the collectability of such compensation from these companies":
The above-mentioned decision of the Dutch East Brabant Regional Court is not final and the parties to the case have the right to appeal this decision. In addition, the collection of the compensation awarded in favor of Vestel under the aforesaid decision from TTD International S.A.S and TDP SP. Z.O.O. companies is a separate process. An asset investigation has been initiated regarding these companies, and the legal proceedings will be initiated afterwards. Since these companies are registered abroad, it may take some time to initiate and finalize such legal proceedings. Any developments on whether these two companies have the ability to pay the mentioned amount and therefore, whether any collection can be made within the scope of the legal proceedings will be announced to the public.
Issuance of a Corporate Bond with a Floating Coupon Payment to Qualified Investors
Vestel Elektronik completed the sale of a TL 370,000,000 corporate bond with floating coupon payments with a maturity of 384 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 47.50% annual simple for the first coupon, 47.50% annual simple or the higher of TLREF + 2.00% (BIST TLREF Index Change + 200 Basis Points Additional Return) for the other coupons. Ak Yatırım Menkul Kıymetler AŞ has acted as the financial intermediary for the issue.
TL 120,000,000 nominally valued Corporate Bond, which was sold to qualified investors on January 25, 2023 with a maturity of 379 days and with the ISIN Code of TRSVSTL22412, was redeemed as of today (February 8, 2024) with completion of th coupon payment amounting to TL 42,365,040 and the principal payment of TL 120,000,000. This statement was translated into English for informational purposes.