Mandatory tender offer exemption application

Mandatory tender offer exemption application

Banco Bilbao Vizcaya Argentaria, S.A. (“BBVA”), has informed Türkiye Garanti Bankası A.Ş. (“Garanti BBVA”) of the following:

As a result of the purchases within the scope of voluntary tender offer (“VTO”) launched by BBVA for the entaire share capital of Garanti BBVA not already owned by BBVA, as of April 25, 2022, BBVA acquired the indirect management control (as defined in the Communiqué on Takeover Bids (Pay Alım Teklifi Tebliği) no. II-26.1 (“Communiqué”)) at Garanti Faktoring A.Ş. (“Garanti Faktoring”) and Garanti Yatırım Ortaklığı A.Ş. (“Garanti Yatırım Ortaklığı”), two fully consolidated subsidiaries of Garanti BBVA both of which are listed at Borsa İstanbul.

Taking into consideration that the VTO is primarily aimed at increasing BBVA's stake in Garanti BBVA (and not in these two listed subsidiaries) and the fact that these two subsidiaries do not constitute a material portion of Garanti BBVA’s business, on April 29, 2022, BBVA applied to the Capital Markets Board of Turkey for an exemption from launching mandatory tender offer for both of Garanti Faktoring and Garanti Yatırım Ortaklığı pursuant to the article (18)(1)(c) of the Communiqué.

Mandatory tender offer exemption application

 

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