Purchase of Financial Fixed Asset

As explained in the attached document, due to the fact that our direct subsidiary Doğan Enerji Yatırımları Sanayi ve Ticaret A.Ş. has acquired and taken over, on condition that the “closing conditions” are provided, in cash, and in a single payment of 152,000,000 Turkish Liras for the 100,000,000 shares with a nominal value of 100,000,000 Turkish Liras representing 50% of the 200,000,000 shares with a nominal value of 200,000,000 Turkish Liras, representing the paid-in capital of Aytemiz Akaryakıt Dağıtım A.Ş., which is 200,000,000 Turkish Liras, the other important conditions and additional transactions set forth in the “Share Purchase and Shareholders Agreement” signed on 29.01.2015 after the closing of the 2nd session of BIST are also summarised below:

1- Following the “Closing Date” when the “Closing Conditions” will be provided, on the “Share Purchase Date”, the paid-in capital of Aytemiz Akaryakıt Dağıtım A.Ş., which is 200,000,000 TL, shall be increased to 454,000,000 TL through the full cash payment. In the capital increased by 254,000,000 Turkish Liras, all the new share acquisition rights which correspond to the contribution share of our direct subsidiary Doğan Enerji Yatırımları Sanayi ve Ticaret A.Ş., totalling to 127,000,000 Turkish Liras shall be used by Doğan Enerji Yatırımları Sanayi ve Ticaret A.Ş. in cash and in a single payment. Likewise, other shareholders (Aytemiz) will participate in the capital increase, pro rata per their shares, in cash and in single payments.

2- The Board of Directors of Aytemiz Akaryakıt Dağıtım A.Ş. will be constituted by 7 members, and the majority of these members (4 members) will be elected through being nominated by our direct subsidiary Doğan Enerji Yatırımları Sanayi ve Ticaret A.Ş.

3- Aytemiz Akaryakıt Dağıtım A.Ş. will be the legal holder of 100% control of Aytemiz Gaz A.Ş. and Aksu Doğal Gaz İletim A.Ş., latest as of the “Share Purchase Date”.

As per the most recent 2013 consolidated financial statements of Aytemiz Akaryakıt Dağıtım A.Ş. prepared in compliance with the Turkish Accounting Standards (TMS) and the Turkish Reporting Standards (TFRS); the asset total is approximately 566 million Turkish Liras; and the total revenue is approximately 2 billion Turkish Liras.

Aytemiz Akaryakıt Dağıtım A.Ş. continues its distribution activities with 310 dealers, 11 supply points, and a storage facility capacity of 4.

As the management control of Aytemiz Akaryakıt Dağıtım A.Ş. will be held by Doğan Enerji Yatırımları Sanayi ve Ticaret A.Ş., the activity results of Aytemiz Akaryakıt Dağıtım A.Ş. will be consolidated with the “full consolidation” method in the financial statements of our direct subsidiary Doğan Enerji Yatırımları Sanayi ve Ticaret A.Ş., and of our Company.

File: Purchase of Financial Fixed Asset

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