Financial Fixed Asset Sale (Dergi Pazarlama Planlama ve Ticaret A.Ş.)

The sales transaction and transfer of the "Financial Fixed Asset" shares detailed in the attached document are not in the scope of “material transactions” within the context of Capital Markets Legislation.

That is, as per the provisions of the Article 6, “The criteria for Being Material” of the “Communiqué on common principles for material transactions and exit rights” II-23.1, of the Capital Markets Board (CMB II-23.1 Communiqué);

a- The ratio of the "net assets value" of the "Financial Fixed Asset (Investment accounted for by the equity method)" in the recent financial statement disclosed to the public (31.03.2015) (TL 1,695,753) to total assets (TL 7,520,005,000) is approximately 0.02%,

b- The ratio of the "Financial Fixed Asset (Investment accounted for by the equity method)" share sales and transaction price as of the date of the BoD Resolution (29.07.2015) (TL 160,688.68) to the value of our Company calculated taking as the basis of the arithmetic mean of the six month weighted average price corrected on a daily basis, prior to the date of the BoD Resolution of our Company (TL 1,687,925,195.76) is around 0.0010%,

c- As the "Financial Fixed Asset (Investment accounted for by the equity method)" does not have any contribution to the revenue generated in the recent annual financial statement disclosed to the public (31.03.2015),

and as all three percentages are below 50%, such "Financial Fixed Asset (Investment accounted for by the equity method)" share sales and transfer transaction is not regarded as a “material transaction” within the context of the CMB II-23.1 Communiqué.

File: Financial Fixed Asset Sale (Dergi Pazarlama Planlama ve Ticaret A.Ş.)

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