Within the scope of the restructuring of sales and marketing companies abroad, Vestel Germany GmbH, which is based in Germany and wholly-owned by Vestel Ticaret AŞ (Vestel Ticaret), a fully-owned subsidiary of Vestel Elektronik Sanayi ve Ticaret AŞ (Vestel Elektronik), has been merged into Vestel Holland B.V., another wholly-owned subsidiary of Vestel Ticaret. With the merger, all assets, liabilities and operations of Vestel Germany GmbH have been transferred to Vestel Holland B.V. Germany Branch Office, which is established in Germany by Vestel Holland B.V. The merger took place as of December 31, 2022. Following the merger, Vestel Holland B.V. Germany Branch Office will maintain the existing organizational and ownership structure of Vestel Germany GmbH and continue the company's operations. The aforementioned transfer will not affect Vestel Elektronik's position in the German market.
Within the scope of the restructuring of sales and marketing companies abroad, Vestel Poland sp. z o.o., which is based in Poland and wholly-owned by Vestel Ticaret AŞ (Vestel Ticaret), a fully-owned subsidiary of Vestel Elektronik Sanayi ve Ticaret AŞ (Vestel Elektronik), has been merged into Vestel Holland B.V. another wholly-owned subsidiary of Vestel Ticaret. With the merger, all the assets, liabilities and operations of Vestel Poland sp. z o.o. have been transferred to Vestel Holland B.V. Sp. z o.o. Oddział w Polsce, which is a branch established in Poland by Vestel Holland B.V. The merger took place as of January 1, 2023. Following the merger, Vestel Holland B.V. Sp. z o.o. Oddział w Polsce will maintain the existing organizational and ownership structure of Vestel Poland sp. z o.o. and continue the company's operations. The aforementioned transfer will not affect Vestel Elektronik's position in the Polish market.
Zorlu Holding AŞ sold 2,000,000 Vestel Elektronik Sanayi ve Ticaret AŞ ("Vestel Elektronik") shares at a price of TL 64.5 per share on Borsa Istanbul via block sale on December 28, 2022. Following the transaction, the Company's share in Vestel Elektronik declined to 60.95%.
As per the Company's Board of Directors' resolution on 16.12.2022,
It has been decided to sell and transfer the Company's 107,148.5 sqm of land registered in Manisa Province, Organized Industrial Zone III, Section 3307, parcel no. 34 and the building on the cited land to Vestel Beyaz Eşya Sanayi ve Ticaret A.Ş., which is currently occupying the properties as the lessee, in consideration for 674,000,000.00 TL, which is the average of the values determined in the valuation reports, dated 16.12.2022, issued by Gayrimenkul Değerleme ve Danışmanlık A.Ş. and Çelen Gayrimenkul Değerleme ve Danışmanlık A.Ş. both licensed by the Capital Markets Board and to collect the sales price in cash.
Regarding the above-mentioned transaction, as the will of the parties regarding the transaction will become concrete as a result of the parceling and allotment transactions and the property valuation studies, in order to prevent any misleading of investors, the public announcement on the subject was postponed with the decision of the Board of Directors dated 23.11.2022 and numbered 2022/49 within the framework of the Article 6 of the Communiqué on Material Events Disclosure numbered II-15.1.
The third coupon payment, amounting to TL 6,537,832.98 on the TL 160,860,000 nominally valued Corporate Bond, which was sold to qualified investors with a maturity of 399 days and with the ISIN Code of TRSVSTL42311 was made as of today. The interest rate for the fourth coupon payment has been set as 4.5037% (simple annual interest 12.8426%).
Pursuant to Borsa İstanbul’s letter dated 02.12.2022 and numbered E-18454353-100.6-13028, we proclaim that there is not yet any undisclosed material event about our Company as per the Article 8 titled “Unusual price and volume movements” of the Capital Markets Board's Communiqué on Material Events Disclosure No. II-15.1.
TL 334,000,000 nominally valued Discounted Commercial Paper, which was sold to qualified investors on August 1, 2022 with a maturity of 123 days and with the ISIN Code of TRFVSTLA2212, was redeemed as of today (December 2, 2022) with completion of the principal payment of TL 334,000,000.
JCR Eurasia Rating has evaluated "Vestel Elektronik Sanayi ve Ticaret AŞ" in the high investment-level category and affirmed the Long-Term National Issuer Credit Rating at "A(tr)" with ‘Stable' outlook. On the other hand, the Long Term International Foreign and Local Currency Issuer Credit Ratings and outlooks have been assigned as "BB/Negative".
The first coupon payment amounting to TL 4,866,641 on the TL 61,000,000 nominally valued corporate bond, which was sold to qualified investors on August 25, 2022 with a maturity of 365 days and with the ISIN Code of TRSVSTL82325 was made as of today.
In accordance with its Board's decision dated 31.10.2022, Vestel Elektronik Sanayi ve Ticaret AŞ decided to apply to the Capital Markets Board of Turkey to issue up to 1,500,000,000 TL (one and a half billion Turkish Liras) of TL denominated debt instruments in varying terms up to 5 (five) years, in single or multiple tranches, in the form of sales to qualified investors without being offered to the public.