KAMUYU AYDINLATMA PLATFORMU
FORD OTOMOTİV SANAYİ A.Ş.
Non-current Financial Asset Acquisition
Summary
Completion of the purchase of Koç Finansman A.Ş. shares
Noncurrent Financial Asset Acquisition
Related Companies [KCHOL, ARCLK, KOCFN]
Related Funds []
Noncurrent Financial Asset Acquisition | |
Update Notification Flag | Evet (Yes) |
Correction Notification Flag | Hayır (No) |
Date Of The Previous Notification About The Same Subject | 22/05/2026 - 12/05/2026 - 13/03/2026 |
Postponed Notification Flag | Hayır (No) |
Announcement Content | |
Board Decision Date for Acquisition | 13/03/2026 |
Were Majority of Independent Board Members' Approved the Board Decision for Acquisition | Yes |
Title of Non-current Financial Asset Acquired | Koç Finansman A.Ş. |
Field of Activity of Non-current Financial Asset whose Shares were being Acquired | Financing Company |
Capital of Noncurrent Financial Asset | TL 100,000,000 |
Acquirement Way | Satın Alma (Purchase) |
Date on which the Transaction was/will be Completed | 01.07.2026 |
Acquisition Conditions | Peşin (Cash) |
Detailed Conditions if it is a Timed Payment | - |
Nominal Value of Shares Acquired | Shares with a total nominal value of TL 100,000,000 consisting of Koç Holding A.Ş. shares with a total nominal value of TL 50,000,000; Arçelik A.Ş. shares with a total nominal value of TL 47,000,000; Zer Merkezi Hizmetler ve Ticaret A.Ş. shares with a total nominal value of TL 2,999,900 and Koç Yapı Malzemeleri Ticaret A.Ş. shares with a total nominal value of TL 100. |
Purchase Price Per Share | It is estimated to be approximately 1.3 USD |
Total Purchasing Value | USD 130,553,557.41 following closing adjustments |
Ratio of New Shares Acquired to Capital of Non-current Financial Asset (%) | 100% |
Total Ratio of Shares Owned in Capital of Non-current Financial Asset After Transaction (%) | 100% |
Total Voting Right Ratio Owned in Non-current Financial Asset After Transaction (%) | 100% |
Ratio of Non-current Financial Asset Acquired to Total Assets in Latest Disclosed Financial Statements of Company (%) | 1.4% |
Ratio of Transaction Value to Sales in Latest Annual Financial Statements of Company (%) | 0.8% |
Effects on Company Operations | Through this acquisition, it is aimed to manage financing activities more effectively, support sales processes, and enhance the financing solutions offered to customers. |
Did Takeover Bid Obligation Arised? | Hayır (No) |
Will Exemption Application be Made, if Takeover Bid Obligation Arised? | Hayır (No) |
Title/ Name-Surname of Counter Party | Koç Holding A.Ş., Arçelik A.Ş., Zer Merkezi Hizmetler ve Ticaret A.Ş., Koç Yapı Malzemeleri Ticaret A.Ş. |
Is Counter Party a Related Party According to CMB Regulations? | Evet (Yes) |
Relation with Counter Party if any | Koç Holding is one of the major shareholders of Ford Otosan. Arçelik A.Ş., Zer Merkezi Hizmetler ve Ticaret A.Ş., and Koç Yapı Malzemeleri Ticaret A.Ş. are subsidiaries of Koç Holding. |
Agreement Signing Date if Exists | 13/03/2026 |
Value Determination Method of Non-current Financial Asset | Determined based on the value appraised in the valuation report prepared by DRT Kurumsal Finans Danışmanlık Hizmetleri A.Ş |
Did Valuation Report be Prepared? | Düzenlendi (Prepared) |
Reason for not Preparing Valuation Report if it was not Prepared | - |
Date and Number of Valuation Report | 06/03/2026 - DRT-Report/2026-0301 |
Title of Valuation Company Prepared Report | DRT Kurumsal Finans Danışmanlık Hizmetleri A.Ş. |
Value Determined in Valuation Report if Exists | 5.7 billion TL - 6.9 billion TL (131 million USD - 157 million USD as of the report date) for 100% of Koç Finansman A.Ş. shares |
Reasons if Transaction wasn't/will not be performed in Accordance with Valuation Report | - |
Explanations |
With our disclosure dated 13 March 2026, it was disclosed that a Share Purchase Agreement had been executed for the acquisition by our Company of all shares representing the share capital of Koç Finansman A.Ş., in which Koç Holding A.Ş. holds 50%, Arçelik A.Ş. holds 47%, and other Koç Group companies hold 3% of the share capital, in order to enable a more efficient management of our Company's financing activities, support sales processes and enhance customer experience.
Following the fulfillment of the closing conditions set out in the Share Purchase Agreement, the share transfer transactions have been completed, and all shares representing the share capital of Koç Finansman A.Ş. have been acquired by our Company for a total consideration of USD 130,553,557.41 following closing adjustments. The entire consideration was paid in cash and the share transfer transactions have been completed.
This statement has been translated into English for informational purposes. In case of any discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
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.