TERA YATIRIM MENKUL DEĞERLER A.Ş. Özel Durum Açıklaması (Genel) 15 Eylül 2026

As previously disclosed by our Company through public disclosures, following the negotiations regarding the acquisition by Tera Group companies of a portion of the shares forming part of the economic entirety comprising Pusula Finans Holding A.Ş. and the affiliated companies owned by its shareholders, the parties reached an agreement on the principal terms of the transaction, and the necessary processes for the completion of the contemplated share transfer have been initiated and are currently ongoing.

As of the current stage, the aforementioned share transfer has not yet been completed either legally or in practice, and neither the ownership of the shares subject to the contemplated share transfer nor the management rights attached to such shares have been transferred to Tera Group companies.

Accordingly, until the formal share transfer procedures are completed, the management and operations of the Pusula Group companies continue to be carried out within their respective legal entities and existing corporate structures. In this respect, the portfolio and liquidity management of the investment funds managed by Pusula Portföy Yönetimi A.Ş., as well as the subscription and redemption processes relating to their participation units, are not currently under the management or responsibility of Tera Group companies.

Therefore, any short-term liquidity requirements or redemption requests that may arise in respect of the investment funds managed by Pusula Portföy Yönetimi A.Ş. prior to the legal completion of the share transfer should not be associated with the financial strength, liquidity or operations of Tera Group.

With its strong financial position, extensive experience in capital markets, broad operational capabilities and long-term growth vision, Tera Group considers the contemplated acquisition not merely as a share transfer, but as a strategic step towards further developing the existing corporate infrastructure of the Pusula Group companies within a stronger financial structure.

Upon obtaining the necessary approvals and authorisations from the relevant regulatory and supervisory authorities and the legal completion of the share transfer, the operation of the Pusula Group companies within the same structure as Tera Group's financial and corporate capabilities is expected to make significant contributions to strengthening their existing operations, enhancing the effectiveness of financial and operational processes and supporting their long-term sustainability.

It is considered important that short-term developments arising during this transitional period and reflected in the public domain should not be construed as the final outcome of a share transfer process that has not yet been completed. While investors are expected to make their investment decisions independently, based on their own risk and return preferences, it is considered that assessing the process with due prudence and restraint, relying on official public disclosures, and monitoring developments regarding the completion of the share transfer process in a comprehensive manner will contribute to a more accurate assessment of the current circumstances.

There is no uncertainty regarding Tera Group's financial capacity, experience in capital markets or long-term strategic vision. Following the completion of the share transfer, it is intended that the existing corporate expertise and capabilities of the Pusula Group companies will be supported by Tera Group's financial strength and management experience, with a view to establishing a stronger, more sustainable and integrated financial structure.

In this context, it is important to distinguish developments occurring during the pre-transfer transitional period from the new structure intended to be established following completion of the transfer, and to assess the process not on the basis of short-term fluctuations, but within the framework of Tera Group's financial strength, the existing capabilities of the Pusula Group companies and the strategic objectives agreed upon between the parties.

Completion of the contemplated share transfer remains subject to obtaining the necessary approvals and authorisations from the relevant regulatory and supervisory authorities and the satisfaction of the other closing conditions.

Any developments regarding the process that are required to be disclosed to the public will be announced to our investors in accordance with the provisions of the Capital Markets Board's Communiqué on Material Events No. II-15.1.

Respectfully announced to our shareholders and the public.

In case of any discrepancy between the Turkish and English versions of this disclosure, the Turkish version shall prevail.