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Mergers

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On May 15, 2015, the Company and Kiler Holding Anonim Şirketi, Nahit Kiler, Ümit Kiler, Vahit Kiler, Hikmet Kiler, Sevgül Kiler and Denge Reklam San. ve Tic. Ltd. Şti. ("the Sellers") entered into a Share Purchase and Sale Agreement in consideration of TRY 429,574,000.00 for the purchase of 85% of the shares of Kiler Alışveriş Hizmetleri Gıda Sanayi ve Ticaret Anonim Şirketi ("Kiler Alışveriş"), 15% of the total capital of which is publicly traded on Borsa Istanbul A.Ş., by the Company.  
 
The said share purchase and sale request was approved by the Competition Board with the letter dated June 30, 2015 and numbered 61813209-120-6544. The Company took over the management of Kiler Alışveriş as of July 8, 2015 and paid the previously agreed purchase price of TRY 429,574,000.00 to the sellers in cash on the same day. As a result of the mandatory call made by the Company for the shares of Kiler Alışveriş between September 17 - October 5, 2015, the Company's shareholding ratio reached 97,27% by paying an additional amount of TRY 62.290.926. 

The Company decided to merge with Kiler Alışveriş through takeover with the Board of Directors resolution dated October 20, 2015 and the merger was approved by the Capital Markets Board of Turkey ("CMB") with its decision dated November 27, 2015 and numbered 32/1493. As a result of the decision taken at the extraordinary General Meeting of the Company dated December 29, 2015, the merger transaction was finalized and registered on December 31, 2015.