Koç Holding announced the sale of 49.04 percent of Tat Gıda Sanayi A.Ş. shares and some usufruct certificates to Memişoğlu Tarım Ürünleri.
The sale is planned to contribute to the company’s portfolio optimization efforts and strengthen the financial structure.
According to the statement made by Koç Holding to the Public Disclosure Platform (KAP), the Company signed a Share Purchase and Sale Agreement for the sale of the shares held by Koç Group companies including Arçelik and Aygaz, Koç Family Members, foundations related to Koç Group, corresponding to a total of 49.04 percent of the capital of Tat Gıda Sanayi A.Ş. (“Tat Gıda”), as well as 15 founder usufruct shares to Memişoğlu Tarım Ürünleri Ticaret Limited Şirketi (“Memişoğlu”).
Pursuant to the Agreement;
Shares in Tat Gıda with a total nominal value of TL 59,364,947.16, corresponding to 43.65 percent of Tat Gıda’s capital, will be sold to Memişoğlu for USD 72,023,649.13, subject to cash and cash collection on the date of completion of the share transfer transactions (“Closing Date”) and subject to adjustment over the net debt and net working capital amounts in the independently audited financial statements to be prepared based on the Closing Date.
The transfer price for all of the 49.04 percent of Tat Gıda shares subject to transfer was determined as 80,915,335.72 dollars, subject to closing adjustment.
The 6 founding usufruct certificates owned in Tat Gıda will be sold to Memişoğlu for a total price of USD 1,500,000 to be collected in cash and in advance on the Closing Date. The price of the 15 usufruct certificates subject to the transfer was determined as 3,750,000 dollars.
Prior to the transfer, Koç Holding will acquire shares with a total nominal value of TRY 449,999.32, equivalent to 7.5% of the share capital of Ram Dış Ticaret A.Ş. and shares with a total nominal value of TRY 6,797.70, equivalent to 1.1% of the share capital of Düzey Tüketim Malları Sanayi Pazarlama ve Ticaret A.Ş. owned by Tat Gıda.
The transaction will be subject to certain closing conditions, including obtaining authorization from the Competition Authority and completing the transfer of the Tat Gıda subsidiaries mentioned above.
The transactions are expected to be completed within 3 months from the signing of the Share Transfer Agreement and the parties have the right to extend this period by 60 days.