KUZUGRUP GAYRİMENKUL YATIRIM ORTAKLIĞI A.Ş. Özel Durum Açıklaması (Genel) 26 Aralık 2025

The statement dated October 31, 2025, submitted to our Company by Mr. Özen Kuzu, a shareholder of our controlling shareholder Kuzu Toplu Konut İnşaat A.Ş., is presented belo

"As Kuzu Toplu Konut İnşaat A.Ş. shareholders, pursuant to the share transfer agreement executed among us on October 23, 2025, it has been agreed that I will acquire the shares of Kuzu Toplu Konut İnşaat A.Ş. which held by Mr. Gökçen Kuzu and Mr. Güven Kuzu. 

As a result of the completion of the acquisition, I would indirectly hold 100% of the privileged Class A shares of Kuzugrup Gayrimenkul Yatırım Ortaklığı A.Ş. (Kuzugrup GYO). Accordingly, an application was submitted to the Capital Markets Board on 30.10.2025 for permission regarding the indirect transfer of the privileged shares, which was publicly disclosed on the Public Disclosure Platform on 31.10.2025.

It has been announced in the Capital Markets Board Bulletin dated 25.12.2025 and numbered 2025/66 that our request for permission for the share transfer was approved. The share transfer transactions were completed on 26.12.2025.

As a result of the transfer transaction, since I have indirectly acquired ownership of all Class A privileged shares that ensure the management control of Kuzugrup GYO, an obligation to make a mandatory tender offer to the other shareholders has arisen. The mandatory tender offer price is TRY 22.89, which is the arithmetic average of the daily adjusted weighted average stock exchange prices of Kuzugrup GYO shares during the six-month period preceding the disclosure dated 23.10.2025.

The necessary application for the mandatory tender offer will be submitted to the Capital Markets Board within the statutory period."

Respectfully announced to the public.

This statement has been translated into English for informative purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.