You may find below the disclosure communicated to our company by Borusan Holding A.Ş.

"Borusan Holding A.Ş. ("Borusan Holding") announces the placement of 372,692 shares in Borusan Yatırım ve Pazarlama A.Ş. ("Borusan Yatırım") (the "Shares"), representing approximately 1.33% of the issued share capital. The transaction was priced at TL 3,272.5 per share, and raised gross proceeds of approximately TL 1.2 billion by Borusan Holding (the "Transaction").

HSBC Bank plc ("HSBC") acted as sole placement agent to Borusan Holding in relation to the Transaction.

As of today, upon signing Transaction documents, the sale was made by way of a placement to an international institutional investor residing outside of Türkiye, following a direct approach.

The Transaction is expected to settle through an off-exchange transaction on 18 March 2024, depending on the usual closing conditions.

Borusan Holding currently directly holds approximately 36.6% of the issued share capital of Borusan Yatırım and Borusan İstikbal Ticaret T.A.Ş., which has a 28.8% direct holding in the Borusan Yatırım, is wholly owned by Borusan Holding. Following the successful completion of the Transaction, it is expected that direct shareholding interest in Borusan Yatırım will be approximately 35.3%.

Following the completion of the Transaction, Borusan Holding will remain the indirectly controlling shareholder of Borusan Yatırım. Borusan Holding remains committed and supportive of Borusan Yatırım.

Subject to the Transaction being successfully completed in accordance with this announcement, Borusan Holding shall be bound with a customary 60-day lock-up period with HSBC, subject to customary exceptions, with respect to any remaining Borusan Yatırım shares held by Borusan Holding.

HSBC, which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, is acting as placing agent to Borusan Holding and no one else in connection with the matters described in this filing and will not be responsible to anyone other than Borusan Holding for providing the protections afforded to clients of HSBC, or for providing advice in connection with the matters referred to herein. Neither HSBC nor any of its group undertakings or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of HSBC in connection with this filing or any matter referred to herein."

In addition to disclosure of Borusan Holding, in case all negotiations and works between the parties mentioned in this disclosure on the related Transaction could not be finalized and in order to protect the legitimate interests of Borusan Yatırım and Borusan Yatırım's investors, as per the Board of Directors' resolution dated 7 March 2024 and numbered 4 it has been resolved to postpone the disclosure of inside information pursuant to Article 6 of the Communiqué on Material Events (II-15.1) until an agreement is signed between the parties on this subject. The reasons of postponement of inside information are no longer valid, and this disclosure is made in compliance with applicable rules mentioned above.

In case of any development with respect to the above transaction, investors will be informed of such developments in accordance with the legislation.

There is also a Turkish version of this disclosure and in case of any differences in the explanation disclosures; the Turkish version will be taken as basis.

We hereby represent and warrant that the above announcement is in compliance with the principles set out in the Communiqué on Special Circumstances numbered (II-15.1) of the Capital Markets Board, reflects the entire information submitted to us on the subject matter hereof, the information included in the announcement complies with our corporate books, records and documents and that we have made all necessary efforts to obtain the correct and complete information on this matter and that we are liable for the announcement set forth above.