Agreement between BRSA and Cukurova Group
Please be informed that the application made by Çukurova Group to our Bank, regarding the early redemption of the existing debt that was restructured on 31.12.2002 under the Financial Restructuring Agreement, was evaluated and finalized at the Board of Directors Meeting held on 20.07.2004.
In line with the agreement, the first cash payment will start in the first week of September 2004 through the purchase of below mentioned shares by Çukurova Group. The redemption of the principal amount will start after the completion of asset sale on 30.04.2005 and will be finalized on 31.03.2006.
In accordance with the repayment plan, until the debt is collected and redemption of the receivable is finalized, an interest rate of Libor+3,5% will be applied in line with the Financial Restructuring Agreement. On each installment date, an early payment discount will be applied by using the yield of 15.06.2009 Eurobond. In addition to the existing collaterals of Yapi Kredi Bank, mentioned in the Financial Restructuring Agreement dated 31.12.2002, Yapi Kredi Bank shares that were given as collateral to SDIF are also given to Yapi Kredi as subordinated pledge.
According to the amount of each principal payment, the collateralized shares of Turkcell İletişim Hizmetleri A.Ş. and Turkcell Holding A.Ş. will be released, based on debt to collateral ratio.
According the other decisions taken by the Board of Directors in the same meeting, it is decided to sell below mentioned assets to Çukurova Group until 30.04.2005.
The shares of Turkcell İletişim Hizmetleri A.Ş. with a nominal value of TL 5,699,493,626,000 and the shares of Turkcell Holding A.Ş. with a nominal value of TL 91,371,073,250,487, based on the weighted average price of the last 30 trading days in Istanbul Stock Exchange. The shares of Turkcell İletişim Hizmetleri A.Ş. with a nominal value of TL 8,998,845,000,000, based on the acquisition cost plus Libor+3.5% interest applicable for the days to elapse until the sale is exercised.
The shares of Digital Platform İletişim Hizmetleri A.Ş. with a nominal value of TL 80,650,780,174,635, the shares of Fintur Technologies B.V. with a nominal value of Euro 42,220,925 and the shares of Super On-Line Uluslararası Elektronik Bilgilendirme ve Haberleşme Hizmetleri A.Ş. with a nominal value of TL 37,550,002,439,968, based on the valuation of an appraisal company that will be appointed.
In line with Yapi Kredi's strategy to liquidate the non-core equity participations and increase interest-earning assets, in the next 8 months period, approximately USD 1 billion of cash will be received from Çukurova Group through the sale of Turkcell, Turkcell Holding, Fintur, Digiturk and Superonline. In addition, until 31.03.2006, approximately USD 2 billion of cash will be redeemed from Cukurova Group for the restructured debt. Hence, in total, the Bank will be receiving USD 3 billion within the next 2 years, which will have a positive impact on the Bank's profitability.
Yapı Kredi / 21 Jul 2004