Turkiye Sise Ve Cam Fabrikalari A.s. · BIST:SISE
Turkiye Sise Ve Cam Fabrikalari A.s — Şişecam — Merger or Acquisition (April 2020)
11 slides from Turkiye Sise Ve Cam Fabrikalari A.s's merger presentation, Apr 28, 2020
Slide 1: Merger Update Presentation
Merger Update Presentation April 28, 2020
Slide 2: Agenda
Agenda 1 Transaction Rationale 2 Roadmap to “One Sisecam” 3 Timeline 4 Expert Company Valuation & Opinion 5 Anticipated Post-Merger Structure 68 Q&A 2
Slide 3: Transaction Rationale
Transaction Rationale Simplification of the Group’s shareholding structure through creation of one single listed entity Single stock with higher free float increases depth and has greater appeal to local and international investors Optimizing costs through the centralization of : o Supply Chains o M
Slide 4: Roadmap to “One Sisecam”
Roadmap to “One Sisecam” Steps completed Next steps Election of the Expert Valuation Company Review of the application by the CMB and Preparation of the Expert Valuation Report & other legal & regulatory approvals – expected Opinion to have by the end of first half of July at the Disclosure of the C
Slide 5: Timeline
Timeline January 30th Group began merger talks January 31st The Group engaged PwC for preparation of Expert Valuation Report February 3rd Commencement of valuation exercise Finalization of the Expert Valuation Report & Opinion April 27th Disclosure of Conversion Rates (subject to the CMB approval) S
Slide 6: Expert Company Valuation & Opinion
Expert Company Valuation & Opinion Conversion Rates: Exit Rights: Value of Shares Exit Right Calculated with respect to the existing Total Share Value Subject to Merger Conversion Rates (TL/share) Communiqué, as the draft legislation has (TL Million) (TL Million) SISE 5,27 SISE 18.093 18.093 1,00000
Slide 7: Anticipated Post-Merger Structure
Anticipated Post-Merger Structure Increase in Share Capital: TL 814 Million Share Capital: TL 3.064 Million İş Bank’s Share: c. 51% Increase in Free Float: c. 21 percentage points Free Float: c. 43% 7
Slide 8: Q&A
Q&A
Slide 9: THANK YOU
THANK YOU 8
Slide 10: Disclaimer
Disclaimer This information in this document has been obtained by T. Şişe ve Cam Fabrikaları A.Ş. (“Şişecam” from sources believed to be reliable , however, Şişecam cannot guarantee the accuracy , completeness, or correctness of such information. This document has been issued for information purpose
Slide 11: Contact Details
T. Şişe ve Cam Fabrikaları Şişecam Genel Merkezi D-100 Karayolu Cad. No:44A 34947 Tuzla/İstanbul Turkey Tel : (+90) 850 206 50 50 Fax: (+90) 850 206 40 40 Contact Details Görkem Elverici, Chief Financial Officer gelverici@sisecam.com Investor Relations Team SC_IR@sisecam.com Hande Özbörçek hozborcek