Tender Offer Information Form


As stated in our company's material disclosure dated 30.06.2022; our company's direct subsidiary, Öncü Venture Capital Investment Trust A.Ş. (Öncü Girişim) acquired 80,000,000 shares in Karel Elektronik Sanayi ve Ticaret A.Ş. (Karel Elektronik), corresponding to 40% of the capital and 55.55% of the voting rights giving Öncü Girişim the right to nominate candidates for the election of the absolute majority of the members of the board of directors as a result of the said transfer. Due to the acquisition of Group A privileged shares, within the scope of Article 11 of the "Communiqué on Takeover Offers" of the Capital Markets Board (Board) numbered II-26.1, a takeover proposal obligation has arisen.


Within the scope of the Communiqué, it was announced to the public in the Board Bulletin dated 18.08.2022 and numbered 2022/42 that the application made by Öncü Girişim to the Board on 05.07.2022 for the approval of the 'Share Purchase Offer Information Form' was positively received.


Based on the announcement, the "Mandatory Takeover Bid Price" for Karel Elektronik shares has been finalized as 11.4727 TL, and the mandatory takeover bid will be made by Öncü Girişim between 22.08.2022 and 05.09.2022.


The mandatory takeover bid information form approved by the Board and the takeover bid request form are presented to the information of our investors at Karel Elektronik's website: https://www.karel.com.tr/ and the website of Ak Yatırım Menkul Değerler A.Ş.; https://www.akyatirim.com.tr/, which will mediate the mandatory takeover bid of Karel Elektronik.


The procedures to be followed for Karel Elektronik investors who want to accept the takeover bid to be made by Öncü Girişim between 22.08.2022 and 05.09.2022 are explained in detail in the takeover bid information form and in the takeover bid request form.


It is announced to the public and shareholders with our respect.

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