The application made to the Capital Markets Board on October 11, 2023 for "Merger via Facilitated Procedure" with our wholly-owned subsidiary Alkan Jeotermal Enerji Elektrik Üretimi A.Ş. was approved with the CMB’s decision dated December 1, 2023 and numbered 75/1628. The text of the announcement and the merger agreement approved by the Board are attached. This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
The establishment of Zorlu Renewable USA Inc., which is based in Delaware, USA and is a wholly-owned subsidiary of our company with USD 20,000 share capital, is completed as of 30.11.2023 (today).
The seventh coupon payment amounting to TL 1,583,474.10 on the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, was made as of today.
The eighth coupon payment amounting to TL 2,850,308.67 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
The tenth coupon payment amounting to TL 5,712,038.72 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The ninth coupon payment amounting to TL 4,364,337.04 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL71,096,534 at a price of TL4.7 per share via block sale on Borsa Istanbul on November 27, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 32.31%. We undertake that no additional shares will be sold for 120 days following this sale of shares.
The interest rate for the eighth coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 4.5270%.This statement was translated into English for informational purposes.
The interest rate for the eleventh coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.3973%.This statement has been translated into English for informational purposes.
The interest rate for the tenth coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.3973%.This statement has been translated into English for informational purposes.
The interest rate for the ninth coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.2877%.
The sixth coupon payment amounting to TL 1,311,812.25 on the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, was made as of today.
The interest rate for the seventh coupon payment of the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, has been set as 4.3398%.
The fifth coupon payment amounting to TL 1,616,114.50 on the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, was made as of today.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL40,000,000 at a price of TL4.84 per share via block sale on Borsa Istanbul on November 20, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 33.73%.
The interest rate for the sixth coupon payment of the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, has been set as 4.1096%.
Enclosed is the "Report on the Use of Funds to be Obtained from the Capital Increase" prepared in accordance with the Article 33 of the Capital Markets Board's Communiqué on Shares numbered VII-128.1.
The third coupon payment amounting to TL 9,981,539.99 on the TL 230,000,000 nominally valued corporate bond, which was sold to qualified investors on July 27, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN82416, was made as of today.
The fourth coupon payment amounting to TL 2,513,001.54 on the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, was made as of today.
The interest rate for the fourth coupon payment of the TL 230,000,000 nominally valued corporate bond, which was sold to qualified investors on July 27, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN82416, has been set as 3.9453%.
The interest rate for the fifth coupon payment of the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, has been set as 4.1096%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL40,000,000 at a price of TL5,0 per share via block sale on Borsa Istanbul on October 10, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 34.53%.
The eleventh coupon payment amounting to TL 7,412,747.20 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
The interest rate for the twelfth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.7261%.
Commercial paper, which was sold to qualified investors on July 07, 2023 with a maturity of 125 days and with the ISIN Code of TRFZORNK2319, was redeemed as of today (November 09, 2023) with the completion of the first coupon payment amounting TL 33,561,799.94 and principal payment of TL 200,000,000.
The first coupon payment amounting to TL 20,233,827.18 on the TL 180,350,000 nominally valued corporate bond, which was sold to qualified investors on August 10, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN92415, was made as of today.
Zorlu Enerji has announced on November 03, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 2,500,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 78,250,000 fixed coupon commercial paper with a maturity of 147 days to qualified domestic investors on November 09, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 03, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 2,500,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 100,000,000 fixed coupon commercial paper with a maturity of 217 days to qualified domestic investors on November 09, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 3, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 2,500,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 100,770,000 corporate bond with floating coupon payments with a maturity of 371 days to qualified domestic investors on November 09, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the seventh coupon payment of the TL 180,350,000 nominally valued corporate bond, which was sold to qualified investors on August 10, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN92415, has been set as 11.2192%.
Pursuant to our material event disclosures dated 25.09.2023, 26.09.2023 and 03.11.2023, the Capital Markets Board's ("CMB") approval for the planned debt issue was announced in the CMB's bulletin dated 02.11.2023 (November 02, 2023) and numbered 2023/67 and notified to the Company on 03.11.2023, and the issue document is presented in the attachment.
Pursuant to our material event disclosures dated 25.09.2023 and 26.09.2023, the Capital Markets Board's ("CMB") approval for the planned debt issue was announced in the CMB's bulletin dated 02.11.2023 (November 02, 2023) and numbered 2023/67 and the signed application form regarding the issue is presented in the attachment. The issue document will be announced on the Public Disclosure Platform upon its notification to the Company.
The third coupon payment amounting to TL 11,553,225.06 on the TL 118,820,000 nominally valued corporate bond, which was sold to qualified investors on February 2, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN32411, was made as of today.
The interest rate for the fourth coupon payment of the TL 118,820,000 nominally valued corporate bond, which was sold to qualified investors on February 2, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN32411, has been set as 13.4631%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL34,098,000 at a price of TL5,15 per share via block sale on Borsa Istanbul on October 27, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 35.33%.
The ninth coupon payment amounting to TL 5,533,522.24 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The eighth coupon payment amounting to TL 4,227,939.84 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
The eleventh coupon payment amounting to TL 3,737,303.33 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The conclusion section of the "Report on Common and Continuous Transactions" between Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji" or "Company"), its subsidiaries and their related parties, which was prepared in accordance with the Article 10 of the Capital Markets Board's Communiqué on Corporate Governance No. II-17.1 with the purpose of determining the common and continuous transactions to be realized in 2023 by taking into account the similar transactions undertaken in 2022, is presented below;
The Conclusion Section of The Related Party Transactions Report;
In accordance with the Article 10, titled "Common and Continuous Transactions", of the Corporate Governance Communiqué No. II-17.1 of the Capital Markets Board, which was published in the Official Gazette dated 3 January 2014 and numbered 28871, within the scope of Zorlu Enerji's financial planning for the year 2023;
Revenues to be generated by Osmangazi Elektrik Dağıtım AŞ, which is indirectly wholly-owned by Zorlu Enerji Elektrik Üretim AŞ ("Company") via Zorlu Osmangazi Enerji Sanayi ve Ticaret AŞ, from the provision of the use of distribution system and payment notification services to Osmangazi Elektrik Perakende Satış AŞ, another indirectly wholly-owned subsidiary of Zorlu Enerji via Zorlu Osmangazi Enerji Sanayi ve Ticaret AŞ, are foreseen to exceed 10% of the Company's revenues reported in its latest publicly announced annual consolidated financial statements, in 2022. The afore-mentioned service transactions are carried out in accordance with the procedures and principles specified by the Energy Market Regulatory Authority (EMRA) and the service sales fees to be generated from the use of distribution system and payment notification services are determined by EMRA's Board decisions in accordance with the related legislation and market conditions.
The interest rate for the ninth coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.5069%.
The interest rate for the tenth coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.5069%.This statement has been translated into English for informational purposes.
The sixth coupon payment amounting to TL 1,439,525.70 on the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, was made as of today.
TL 87,700,000 nominally valued Corporate Bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and with the ISIN Code of TRSZORNE2320, was redeemed as of today (October 26, 2023) with the completion of the twelfth coupon payment amounting to TL 2,979,432.06 and the principal payment of TL 87,700,000.
TL 51,030,000 nominally valued Corporate Bond, which was sold to qualified investors on September 29, 2022 with a maturity of 392 days and with the ISIN Code of TRSZORNE2312, was redeemed as of today (October 26, 2023) with the completion of the fourth coupon payment amounting to TL 6,652,117.69 and the principal payment of TL 51,030,000.
Zorlu Enerji has announced on August 4, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 114,270,000 corporate bond with floating coupon payments with a maturity of 385 days to qualified domestic investors on October 26, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the seventh coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 3.7973%.
The fifth coupon payment amounting to TL 1,442,983.50 on the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, was made as of today.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL30,000,000 at a price of TL5,65 per share via block sale on Borsa Istanbul on October 24, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 36.01%.
The interest rate for the sixth coupon payment of the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, has been set as 3.9453%. This statement has been translated into English for informational purposes.
The seventh coupon payment amounting to TL 2,687,421.15 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
Pursuant to our material event disclosure dated 21.06.2023; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of "Electrip Austria GmbH" was established in Austria under 100% direct ownership of Electrip Global B.V., an indirectly held associate of our Company based in the Netherlands.
The interest rate for the eighth coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.8357%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL20,000,000 at a price of TL5,3 per share via block sale on Borsa Istanbul on October 20, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 36.61%.
The interest rate for the fifth coupon payment of the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, has been set as 4.5206%.
Energy Market Regulatory Authority (EMRA) has amended to extend the electricity trade license of Zorlu Elektrik Enerjisi İthalat İhracat ve Toptan Ticaret AŞ, an indirect wholly-owned subsidiary of Zorlu Enerji, for 49 years according to its decision dated 15.10.2023 and numbered 777409.
The second coupon payment amounting to TL 9,074,189.97 on the TL 230,000,000 nominally valued corporate bond, which was sold to qualified investors on July 27, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN82416, was made as of today.
The third coupon payment amounting to TL 2,284,526.64 on the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, was made as of today.
The interest rate for the third coupon payment of the TL 230,000,000 nominally valued corporate bond, which was sold to qualified investors on July 27, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN82416, has been set as 4.3398%.
The interest rate for the fourth coupon payment of the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, has been set as 4.5206%.
At the Board of Directors meeting of Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") dated 11.10.2023, it was unanimously accepted by the directors attending the board meeting:
- To merge with Alkan Jeotermal Enerji Elektrik Üretimi A.Ş., a wholly-owned subsidiary of Zorlu Enerji, by taking over all the assets and liabilities of the company and to carry out the merger in a simplified manner under Zorlu Enerji in accordance with the provisions of Article 155 of the Turkish Commercial Code, Articles 19 and 20 of the Corporate Tax Law and Article 13 of the Capital Markets Board's ("CMB") Communiqué on Merger and Demerger No. II-23.2,
-To prepare the merger agreement and all other related documents,
- To take the financial statements dated 30.06.2023 as the basis for the merger transaction,
- Not to prepare the Board of Directors report stipulated in the Article 147 of the Turkish Commercial Code, since the merger will be realized via the simplified procedure in accordance with the Article 13 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
- Not to prepare the independent audit report and the merger report and not to take an opinion of an expert institution in accordance with the Article 13/2 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
- Not to execute a "Right to Leave" option for the Company's shareholders in accordance with the Article 15/ç of the CMB's Communiqué on Common Principles Regarding Significant Transactions and the Retirement Right No. II-23.3,
- Not to make a capital increase due to the merger,
- To prepare the announcement document, the merger agreement and other information and documents required for the applications regarding the merger transaction stipulated by the CMB's Communiqué on Merger and Demerger No. II-23.2, and to submit an application to the Capital Markets Board for approval,
- Following the approval of Capital Markets Board, to submit the Merger Agreement to be signed between the parties to the approval of the Board of Directors without submitting to the approval of the General Assembly,
- To authorize Ahmet Nazif Zorlu and Selen Zorlu Melik jointly for carrying out the necessary transactions.
The interest rate for the eleventh coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.5069%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL11,359,767 at a price of TL4,8 per share via block sale on Borsa Istanbul on September 29, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 37.01%.
In order to establish a more effective and focused structure in renewable energy activities and to evaluate the public offering of the shares of Zorlu Yenilenebilir Enerji AŞ (''Zoryen''), a wholly-owned subsidiary of the Company; the Board of Directors of Zorlu Enerji Elektrik Üretim AŞ (''Zorlu Enerji'') resolved at its meeting held on 29.09.2023 to transfer Zorlu Enerji's shares in Nemrut Jeotermal Elektrik Üretimi AŞ ("Nemrut Jeotermal") and Zorlu Elektrik Enerjisi İthalat İhracat ve Toptan Ticaret AŞ ("Zorlu Elektrik") to Zoryen at nominal share values in accordance with the relevant legislation, and that the payment will be made by deducting the transaction prices from Zoryen's receivables from Zorlu Enerji. The shares of the affiliates transferred and their values are stated below:
a) all of 50,000 shares of Nemrut Jeotermal, which is 100% owned by Zorlu Enerji, with a nominal value of TL 50,000, and
b) all of 24,700,000,000 shares of Zorlu Elektrik, which is 100% owned by Zorlu Enerji, with a nominal value of TL 247,000,000.
The share transfers have been completed on 29.09.2023 (today).
Zorlu Enerji Elektrik Üretim AŞ decided to initiate works for the public offering of a portion of the shares of its wholly-owned subsidiary Zorlu Yenilenebilir Enerji AŞ pursuant to the Capital Market Law No. 6362 and the Capital Markets Board's Communiqués and decisions.
In accordance with Article 6 of the Capital Markets Board's Communiqué on Material Events Disclosure, the disclosure of the information has been delayed by the decision of the Company's Board of Directors dated August 2, 2023 and numbered 2023/48 until the works regarding the public offering reach a certain stage.
Commercial paper, which was sold to qualified investors on June 15, 2023 with a maturity of 104 days and with the ISIN Code of TRFZORN92339, was redeemed as of today (September 27, 2023) with the completion of the first coupon payment amounting TL 6,927,299.19 and principal payment of TL 50,650,000.
TL 40,230,000 nominally valued Corporate Bond, which was sold to qualified investors on September 2, 2022 with a maturity of 390 days and with the ISIN Code of TRSZORN92324, was redeemed as of today (September 27, 2023) with the completion of the fourth coupon payment amounting to TL 4,964,824.51 and the principal payment of TL 40,230,000.
Zorlu Enerji has announced on August 4, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 230,820,000 corporate bond with floating coupon payments with a maturity of 393 days to qualified domestic investors on September 27, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Pursuant to our material event disclosure dated 25.09.2023, Zorlu Enerji submitted its applications to the Capital Markets Board and Borsa Istanbul AŞ for its planned issuance of debt instruments as of today (September 26, 2023).
The fifth coupon payment amounting to TL 1,583,474.10 on the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, was made as of today.
The seventh coupon payment amounting to TL 4,364,337.04 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
The eighth coupon payment amounting to TL 5,712,038.72 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The interest rate for the eighth coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.3973%.
The interest rate for the sixth coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 3.4521%.
The interest rate for the ninth coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.3973%.
Pursuant to the Board of Directors' resolution no. 2023/52, Zorlu Enerji Elektrik Üretim AŞ will apply to the Capital Markets Board of Türkiye to issue up to TL 2,500,000,000 of debt instruments in TL terms in single or multiple tranches with varying maturities of maximum 5 years. The instruments will be sold to qualified investors in the domestic market without a public offering. Ak Yatırım Menkul Değerler AŞ is authorized as the financial intermediary for the issue.
The eleventh coupon payment amounting to TL 3,075,551.30 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
The tenth coupon payment amounting to TL 3,620,502.61 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
Zorlu Enerji has announced on August 4, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 100,000,000 corporate bond with floating coupon payments with a maturity of 395 days to qualified domestic investors on September 25, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the twelfth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.3973%.
The interest rate for the eleventh coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.5069%.
The fourth coupon payment amounting to TL 1,311,812.25 on the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, was made as of today.
The interest rate for the fifth coupon payment of the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, has been set as 4.3398%.
Zorlu Yenilenebilir Enerji AŞ, a wholly-owned subsidiary of Zorlu Enerji, has made a pre-license application for a solar power plant project with an installed capacity of 25 MWe to the Energy Market Regulatory Authority with the commitment to establish energy storage facility within the scope of the Regulation on Storage Activities in the Electricity Market published on 19.11.2022.
The sixth coupon payment amounting to TL 2,443,089.87 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
The interest rate for the seventh coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.6165%.
The third coupon payment amounting to TL 1,616,114.50 on the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, was made as of today.
The interest rate for the fourth coupon payment of the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, has been set as 4.1096%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL33,580,000 at a price of TL4,8 per share via block sale on Borsa Istanbul on September 12, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 37.24%.
The first coupon payment amounting to TL 14,216,069.98 on the TL 230,000,000 nominally valued corporate bond, which was sold to qualified investors on July 27, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN82416, was made as of today.
The second coupon payment amounting to TL 2,589,159.84 on the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, was made as of today.
The interest rate for the third coupon payment of the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, has been set as 4.1096%.
The interest rate for the second coupon payment of the TL 230,000,000 nominally valued corporate bond, which was sold to qualified investors on July 27, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN82416, has been set as 3.9453%.
The ninth coupon payment amounting to TL 2,412,747.20 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
The interest rate for the tenth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.3973%.
Commercial paper, which was sold to qualified investors on April 19, 2023 with a maturity of 141 days and with the ISIN Code of TRFZORN92321, was redeemed as of today (September 7, 2023) with the completion of the first coupon payment amounting TL 13,764,730.64 and principal payment of TL 89,080,000.This statement was translated into English for informational purposes.
Commercial paper, which was sold to qualified investors on March 16, 2023 with a maturity of 175 days and with the ISIN Code of TRFZORN92313, was redeemed as of today (September 7, 2023) with the completion of the first coupon payment amounting TL 9,267,055.02 and principal payment of TL 53,690,000.
Zorlu Enerji has announced on August 4, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 154,560,000 corporate bond with floating coupon payments with a maturity of 392 days to qualified domestic investors on September 7, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on August 4, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 150,000,000 corporate bond with floating coupon payments with a maturity of 392 days to qualified domestic investors on September 7, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Pursuant to our material event disclosure dated 02.08.2023, amendment of the Article 6 of the Company's Articles of Association has been registered by Bursa Trade Registry Office.
Depending on the completion of the capital increase transactions of our Company within the framework of the Capital Markets Law and the secondary regulations of the Capital Markets Board, the amendment of Article 6 of the Articles of Association of our Company titled "Capital of the Company" regarding the capital has been approved by the Capital Markets Board, registered on 31.08.2023 and announced in the Turkish Trade Registry Gazette dated 31.08.2023 and numbered 33550.
The "Simplified Merger by Acquisition" process with Rarik Turkison Enerji A.Ş., a wholly-owned subsidiary of our Company, has been completed and it has been registered with the trade registry on 29.08.2023 in accordance with the Turkish Commercial Code.
As a result of this simplified merger by acquisition process, Rarik Turkison Enerji A.Ş. has been dissolved in accordance with the Turkish Commercial Code.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL20,000,000 at a price range of TL4,62 – TL4,63 per share via block sale on Borsa Istanbul on August 28, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 37.91%.
The seventh coupon payment amounting to TL 5,533,522.24 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The ninth coupon payment amounting to TL 3,737,303.33 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The sixth coupon payment amounting to TL 4,227,939.84 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
The interest rate for the seventh coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.5069%.
Enclosed is the "Report on the Use of Funds to be Obtained from the Capital Increase" prepared in accordance with the Article 33 of the Capital Markets Board's Communiqué on Shares numbered VII-128.1.
The interest rate for the eighth coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.5069%.
The interest rate for the tenth coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.3973%.
The fourth coupon payment amounting to TL 1,439,525.70 on the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, was made as of today.
The tenth coupon payment amounting to TL 2,979,432.10 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today
The third coupon payment amounting to TL 1,442,983.50 on the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, was made as of today.
The interest rate for the fifth coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 3.7973%.
The interest rate for the eleventh coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.5069%.
The interest rate for the fourth coupon payment of the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, has been set as 3.9453%.
The fifth coupon payment amounting to TL 2,687,421.15 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
The interest rate for the sixth coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.2877%.
The second coupon payment amounting to TL 1,469,182.00 on the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, was made as of today.
The interest rate for the third coupon payment of the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, has been set as 4.5206%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL36,000,000 at a price of TL5 per share via block sale on Borsa Istanbul on August 16, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 38.31%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL29,675,000 at a price range of TL4,58 – TL4,65 per share via block sale on Borsa Istanbul on August 15, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 39.03%.
Our Company has made a pre-license application for a solar power plant project with an installed capacity of 20 MWe to the Energy Market Regulatory Authority with the commitment to establish energy storage facility within the scope of the Regulation on Storage Activities in the Electricity Market published on 19.11.2022.
The application made to the Capital Markets Board on February 6, 2023 for "Merger via Facilitated Procedure" with our wholly-owned subsidiary Rarik Turkison Enerji AŞ was approved with the decision dated August 9, 2023 and numbered 46/956.The text of the announcement and the merger agreement are attached.
Commercial paper, which was sold to qualified investors on May 18, 2023 with a maturity of 74 days and with the ISIN Code of TRFZORN82322, was redeemed as of today (August 10, 2023) with the completion of the first coupon payment amounting TL 6,112,097.80 and principal payment of TL 58,370,000. This statement has been translated into English for informational purposes.
Commercial paper, which was sold to qualified investors on February 17, 2023 with a maturity of 174 days and with the ISIN Code of TRFZORN82314, was redeemed as of today (August 10, 2023) with the completion of the first coupon payment amounting TL 21,774,764.92 and principal payment of TL 126,880,000.
Zorlu Enerji has announced on August 04, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 180,350,000 corporate bond with floating coupon payments with a maturity of 399 days to qualified domestic investors on August 10, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on August 04, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,000,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 70,000,000 fixed coupon commercial paper with a maturity of 175 days to qualified domestic investors onAugust 10, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Our Company has made pre-license applications for five solar power plant projects with a total installed capacity of 157.5 MWe to the Energy Market Regulatory Authority with the commitment to establish energy storage facility within the scope of the Regulation on Storage Activities in the Electricity Market published on 19.11.2022.
The first coupon payment amounting to TL 2,513,001.54 on the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, was made as of today.
The interest rate for the second coupon payment of the TL 55,590,000 nominally valued corporate bond, which was sold to qualified investors on July 07, 2023 with a maturity of 370 days and trades with the ISIN Code of TRSZORN72425, has been set as 4.6576%.
The eighth coupon payment amounting to TL 2,337,342.40 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
Pursuant to our material event disclosures dated 03.07.2023 and 04.08.2023, the Capital Markets Board's ("CMB") approval for the planned debt issue was announced in the CMB's bulletin dated 03.08.2023 (August 03, 2023) and numbered 2023/45 and notified to the Company on 04.08.2023, and the issue document is presented in the attachment.
Click here for issue document.
The interest rate for the ninth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.5069%.
Pursuant to our material event disclosures dated 03.07.2023, the Capital Markets Board's ("CMB") approval for the planned debt issue was announced in the CMB's bulletin dated 03.08.2023 (August 03, 2023) and numbered 2023/45 and the signed application form regarding the issue is presented in the attachment. The issue document will be announced on the Public Disclosure Platform upon its notification to the Company.
The second coupon payment amounting to TL 11,553,225.06 on the TL 118,820,000 nominally valued corporate bond, which was sold to qualified investors on February 2, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN32411, was made as of today.
The interest rate for the third coupon payment of the TL 118,820,000 nominally valued corporate bond, which was sold to qualified investors on February 2, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN32411, has been set as 9.7233%.
In accordance with the Prospectus approved by the Board of Directors' decision dated 20 June 2023 and numbered 2023/38 and the Capital Markets Board's decision dated 8 June 2023 and numbered 31/684;
Within the scope of Zorlu Enerji's rights issue for increasing the Company's paid-in capital from TL from TL 2.5 bn to TL 5 bn via a TL 2.5 bn rights issue within the limits of the Company's registered capital ceiling of TL 6 bn, shares corresponding to unexercised pre-emptive rights with a nominal value of TL 7,027,487.23 were offered for sale in the Primary Market of Borsa İstanbul AŞ on July 6, 2023, and Zorlu Enerji's issued capital has increased to TL 5,000,000,000.
A total TL 1,088,663,523.30 of cash proceeds were generated from the rights issue, of which TL 1,063,664,445.32 came from the exercise of pre-emptive rights within the subscription period (June 15, 2023- July 3, 2023) and TL 24,999,077.98 from the sale of the remaining shares in the Primary Market of Borsa İstanbul AŞ on July 6, 2023 after deducting the brokerage commission amounting to TL 26,276.62 and related BITT; in return for the shares representing the increased capital of TL 2,500,000,000.
In addition, our main shareholder Zorlu Holding AŞ and Korteks Mensucat Sanayi ve Ticaret AŞ participated in the capital increase by offsetting the TL 1,429,308,127.06 from the capital advances they previously transferred to the Company.
As a result, the total funds obtained by Zorlu Enerji from the capital increase amounted to TL 2,517,971,650.36.
The public offering of the newly issued shares with a nominal value of TL 2,500,000,000 , was completed within the framework of the conditions specified in the prospectus; and it has been decided to apply to the Capital Markets Board for the approval of the amendment of the Article 6, titled "Company's Capital", of the Company's Articles of Association and to register and announce the approved amendment text following the approval of the Capital Markets Board given that the capital increase transactions are completed within the framework of the Capital Market Law and the secondary regulations of the Capital Markets Board.
JCR Eurasia Rating has evaluated Zorlu Enerji Elektrik Üretim AŞ in the high investment-level category and affirmed its Long-Term National Issuer Credit Rating as "A- (tr)" with "Stable" outlook. On the other hand, the Long Term International Foreign and Local Currency Issuer Credit Ratings and outlooks have been assigned as "BB/Negative".
Commercial paper, which was sold to qualified investors on February 02, 2023 with a maturity of 175 days and with the ISIN Code of TRFZORN72323, was redeemed as of today (July 27, 2023) with the completion of the first coupon payment amounting TL 26,935,527.22 and principal payment of TL 162,840,000.
TL 72,790,000 nominally valued Corporate Bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and with the ISIN Code of TRSZORN72318, was redeemed as of today (July 27, 2023) with the completion of the twelfth coupon payment amounting to TL 4,148,083.69 and the principal payment of TL 72,790,000.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 230,000,000 corporate bond with floating coupon payments with a maturity of 399 days to qualified domestic investors on July 27, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 19,640,000 fixed coupon commercial paper with a maturity of 140 days to qualified domestic investors on July 27,2023.Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 17,300,000 fixed coupon commercial paper with a maturity of 140 days to qualified domestic investors on July 27, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Pursuant to our material event disclosures dated 17.10.2022 and 06.02.2023, at the Board of Directors meeting of Zorlu Enerji Elektrik Üretim AŞ dated 26.07.2023, it was unanimously resolved by the board members present at the meeting:
-To merge with Rarik Turkison Enerji AŞ, a wholly-owned subsidiary of Zorlu Enerji, by taking over all the assets and liabilities of the cited company and to carry out the merger in a simplified manner under Zorlu Enerji in accordance with the provisions of Article 155 of the Turkish Commercial Code, Articles 19 and 20 of the Corporate Tax Law and Article 13 of the Capital Markets Board's ("CMB") Communiqué on Merger and Demerger No. II-23.2,
-To prepare the merger agreement and other related documents for this purpose,
-To realize the merger transaction on the basis of the companies' financial statements dated 31.12.2022,
-Not to prepare the Board of Directors report stipulated in the Article 147 of the Turkish Commercial Code, due to the fact that the merger will be realized via the simplified procedure in accordance with the Article 13 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
-Not to prepare the independent audit report and the merger report and not to take an opinion from an expert institution
pursuant to the Article 13/2 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
-Not to execute a "Right to Leave" option for the Company's shareholders in accordance with the Article 15/ç of the CMB's Communiqué on Common Principles Regarding Significant Transactions and the Retirement Right No. II-23.3,
-Not to increase the capital of Zorlu Enerji due to the merger,
-To prepare the announcement document, the merger agreement and other information and documents required for the applications regarding the merger transaction stipulated by the CMB's Communiqué on Merger and Demerger No. II-23.2, and to submit an application to the Capital Markets Board for approval,
-Following the approval of Capital Markets Board, to submit the Merger Agreement to be signed between the parties to the approval of the Board of Directors without submitting to the approval of the General Assembly,
-To authorize the management for carrying out the necessary transactions.
Pursuant to our material event disclosure dated 31.05.2021, the transfer of the shares representing %99.7 of the share capital of "Zorlu Solar Pakistan Limited" to "ZGP Pakistan (Private) Limited (formerly: Zorlu Wind Pakistan (Private) Limited) has been completed.
The third coupon payment amounting to TL 1,583,474.10 on the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, was made as of today.
The fifth coupon payment amounting to TL 4,364,337.03 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
The sixth coupon payment amounting to TL 5,712,038.72 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The interest rate for the sixth coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.3973%.
The interest rate for the fourth coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 3.4521%.
The interest rate for the seventh coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.3973%.
The ninth coupon payment amounting to TL 3,075,551.30 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
The eighth coupon payment amounting to TL 3,620,502.61 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The interest rate for the ninth coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.5069%.
The interest rate for the tenth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.3973%.
The second coupon payment amounting to TL 1,311,812.25 on the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, was made as of today.
The interest rate for the third coupon payment of the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, has been set as 4.3398%.
The fourth coupon payment amounting to TL 2,443,089.87 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
The interest rate for the fifth coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.6165%.
The first coupon payment amounting to TL 1,665,092.00 on the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, was made as of today.
The interest rate for the second coupon payment of the TL 35,750,000 nominally valued corporate bond, which was sold to qualified investors on June 15, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN72417, has been set as 4.1096%.
Pursuant to our material event disclosure dated 21.02.2022, the pre-license for the Alaşehir 3 Geothermal Power Plant project has been cancelled due to expiration. Based on our material event disclosure dated 23.01.2023, the process for the pre-license application for the Alkan-2 Geothermal Power Plant Project, which is planned to be developed in the same geothermal field, is ongoing.
Pursuant to the Article 4.2.8 of the Capital Markets Board's Communiqué on Corporate Governance, Zorlu Enerji has renewed its existing Directors and Officers Liability Policy for one year. The annual insurance limit of the policy does not exceed 25% of the Company's share capital.
Commercial paper, which was sold to qualified investors on January 13, 2023 with a maturity of 175 days and with the ISIN Code of TRFZORN72315, was redeemed as of today (July 7, 2023) with the completion of the first coupon payment amounting TL 33,561,799.90 and principal payment of TL 200,000,000.
The seventh coupon payment amounting to TL 2,412,747.20 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 55,590,000 corporate bond with floating coupon payments with a maturity of 370 days to qualified domestic investors on July 7, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 200,000,000 fixed coupon commercial paper with a maturity of 125 days to qualified domestic investors on July 7, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the eighth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.3973%. ,
Pursuant to our material event disclosure dated 04.07.2023, all the shares relating to the unexercised pre-emptive rights in Zorlu Enerji's rights issue representing a total nominal value of TL 7,087,487.23, which were offered for sale in the Primary Market of Borsa İstanbul, have been sold as of July 6, 2023 (today).
The subscription period for Zorlu Enerji's rights issue for increasing the Company's paid-in capital from TL 2,500 mn to TL 5,000 mn via a TL 2,500 mn rights issue, within the limits of the registered capital ceiling of TL 6,000 mn, which commenced on 15 June 2023 has ended on 3 July 2023.
During the subscription period, pre-emptive rights corresponding to shares with a nominal value of TL 7,027,487.23 were not exercised and thus, corresponding shares will be offered for sale in the Primary Market of Borsa Istanbul on July 6-7, 2023, at a price not remaining below TL 1 (for TL 1 nominally valued share) through the intermediation of Deniz Yatırım Menkul Kıymetler AŞ.
The announcement regarding the offering of the remaining shares to investors is available on Public Disclosure Platform (www.kap.gov.tr) and Zorlu Enerji's (www.zorluenerji.com.tr) and Deniz Yatırım Menkul Kıymetler AŞ's (www.denizyatirim.com) websites.
The Company's major shareholder, Zorlu Holding AŞ has pledged to purchase the remaining shares (if any) at the end of the offering.
The subscription period for Zorlu Enerji's rights issue for increasing the Company's paid-in capital from TL 2,500 mn to TL 5,000 mn via a TL 2,500 mn rights issue, within the limits of the registered capital ceiling of TL 6,000 mn, which commenced on 15 June 2023 has ended on 3 July 2023.
During the subscription period, pre-emptive rights corresponding to shares with a nominal value of TL 7,027,487.23 were not exercised and thus, corresponding shares will be offered for sale in the Primary Market of Borsa Istanbul on July 6-7, 2023, at a price not remaining below TL 1 (for TL 1 nominally valued share) through the intermediation of Deniz Yatırım Menkul Kıymetler AŞ.
The announcement regarding the offering of the remaining shares to investors is available on Public Disclosure Platform (www.kap.gov.tr) and Zorlu Enerji's (www.zorluenerji.com.tr) and Deniz Yatırım Menkul Kıymetler AŞ's (www.denizyatirim.com) websites.
The Company's major shareholder, Zorlu Holding AŞ has pledged to purchase the remaining shares (if any) at the end of the offering.
Pursuant to our material event disclosure dated 03.07.2023, Zorlu Enerji has submitted applications to the Capital Markets Board and Borsa Istanbul AŞ for the planned issuance of debt instruments as of today (July 03, 2023).
Pursuant to the Board of Directors' resolution no. 2023/41, Zorlu Enerji Elektrik Üretim AŞ will apply to the Capital Markets Board of Türkiye to issue up to TL 1,850,000,000 of debt instruments in TL terms in single or multiple tranches with varying maturities of maximum 5 years. The instruments will be sold to qualified investors in the domestic market without a public offering. Ak Yatırım Menkul Değerler AŞ is authorized as the financial intermediary for the issue.
The third coupon payment amounting to TL 4,798,248.84 on the TL 51,030,000 nominally valued corporate bond, which was sold to qualified investors on September 29, 2022 with a maturity of 392 days and trades with the ISIN Code of TRSZORNE2312, was made as of today.
The interest rate for the fourth coupon payment of the TL 51,030,000 nominally valued corporate bond, which was sold to qualified investors on September 29, 2022 with a maturity of 392 days and trades with the ISIN Code of TRSZORNE2312, has been set as 13.0357%.
The seventh coupon payment amounting to TL 3,737,303.33 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The fifth coupon payment amounting to TL 5,176,489.27 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The fourth coupon payment amounting to TL 4,227,939.83 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
The Prospectus for the public offering of shares with a nominal value of TL 2,500,000,000 to be issued due to the increase in Zorlu Enerji's paid-in capital from TL 2,500,000,000 to TL 5,000,000,000 via a right issue within the Company's registered capital ceiling of 6,000,000,000 TL, was published on www.kap.org.tr , the Company's website and the website of the financial intermediary firm Deniz Yatırım Menkul Kıymetler AŞ on June 12, 2023. The Board of Directors took a decision numbered 2023/38 on June 20, 2023 regarding the registration of the addresses where the prospectus was published; and the cited decision was registered in the Trade Registry on June 22, 2023; and the related registration was announced in the Turkish Trade Registry Gazette numbered 10858 and dated June 22, 2023.
It has been resolved to sell all of the shares in ZES Solar Enerji Tedarik ve Ticaret A.Ş., one of our wholly-owned subsidiaries, to Electrip Global Limited, a company incorporated in Jersey in which we hold a 50%-1 share, for a total consideration of USD 49,400,000, provided that the price adjustments are to be made if the adjustment conditions under the Share Purchase Agreement are fulfilled, and the related share transfer has been completed as of today. In addition, for the purposes of operational growth, it has been decided to participate in the capital increase of Electrip Global Limited in the amount of EUR 45,850,000. Our Company has decided to postpone the announcement until the negotiations are concluded with the resolution of Board of Directors dated 13.03.2023 and numbered 2023/19 in accordance with Article 6 of the Material Events Communiqué numbered II-15.1 in order to prevent harm to the legitimate interests of our Company and misleading our investors.
The interest rate for the fifth coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.5069%.
The interest rate for the sixth coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.5069%.
The interest rate for the eighth coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.3973%.
The eighth coupon payment amounting to TL 2,883,312.90 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
The second coupon payment amounting to TL 1,439,525.70 on the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, was made as of today.
The interest rate for the third coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 3.7973%.
The interest rate for the ninth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.5069%.
Pursuant to our material event disclosure dated 05.05.2023; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of " Electrip Energy Solutions Spain, S.L.U." was established in Spain under 100% direct ownership of Electrip Global B.V., an indirectly held associate of our Company based in the Netherlands.
The first coupon payment amounting to TL 1,486,707.25 on the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, was made as of today.
The interest rate for the second coupon payment of the TL 33,250,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2023 with a maturity of 392 days and trades with the ISIN Code of TRSZORN62418, has been set as 3.9453%.
The third coupon payment amounting to TL 2,687,421.15 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
The interest rate for the fourth coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.2877%.
Commercial paper, which was sold to qualified investors on January 5, 2023 with a maturity of 161 days and with the ISIN Code of TRFZORN62316, was redeemed as of today (June 15, 2023) with the completion of the first coupon payment amounting TL 3,087,680.00 and principal payment of TL 20,000,000.
TL 40,200,000 nominally valued Corporate Bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and with the ISIN Code of TRSZORN62327, was redeemed as of today (June 15, 2023) with the completion of the thirteenth coupon payment amounting to TL 1,085,962.78 and the principal payment of TL 40,200,000.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 35,750,000 corporate bond with floating coupon payments with a maturity of 392 days to qualified domestic investors on June 15, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 50,650,000 fixed coupon commercial paper with a maturity of 104 days to qualified domestic investors on June 15, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has been notified that the Prospectus for increasing the Company's paid-in capital from TL 2,500 mn to TL 5,000 mn via a TL 2,500 mn rights issue has been approved by the Capital Markets Board of Turkey with the Board's letter dated 08.06.2023 and numbered E-29833736-105.01.01.01-38457.
Accordingly;
·Shareholders will have the right to subscribe to the rights issue at the rate of 100% of the shares they hold.
·The subscription period will be 15 days and will commence on June 15, 2023 and end on July 3, 2023, in accordance with the principles set forth in the Prospectus. The last day of the subscription period is normally June 28, 2023, but because of a public holiday on this date, the subscription period will end on the following business day, which is July 3, 2023.
·The subscription price for the rights issue is TL 1 per share, which is the nominal value for 100 shares (1 lot).
·The Prospectus for Zorlu Enerji's rights issue is available on the Public Disclosure Platform (www.kap.gov.tr) and on the websites of Zorlu Enerji's (www.zorluenerji.com.tr) and Deniz Yatırım Menkul Kıymetler AŞ (the intermediary for the issue) (www.denizyatirim.com).
·The unexercised rights will be offered for sale, at the price to be formed in the market and not remaining below the nominal value, in the Primary Market of Borsa Istanbul for 2 business days following the expiration of the subscription period.
·The major shareholder Zorlu Holding has pledged to purchase the remaining shares (if any) at the end of the offering.
Pursuant to our material event disclosure dated 02.02.2023 and 09.06.2023, the prospectus approved at the meeting of the Capital Markets Board dated 08.06.2023 and numbered 31/684 and notified to our Company on 09.06.2023 is presented to the public.
Click for Approved Prospectus.
Pursuant to our material event disclosure dated 02.02.2023, it was announced that the prospectus for our Company's rights issue was approved in the bulletin of the Capital Markets Board dated 08.06.2023 and numbered 2023/32. When the approved prospectus is notified to our Company, it will be published on the Public Disclosure Platform.
Zorlu Enerji Elektrik Üretim AŞ's Annual General Meeting for the year 2022, which was held on May 30, 2023, has been registered by the Bursa Trade Registry Office.
The sixth coupon payment amounting to TL 2,563,556.80 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
The eleventh coupon payment amounting to TL 2,552,672.51 on the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, was made as of today.
The interest rate for the seventh coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.5069%.This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
The interest rate for the twelfth coupon payment of the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, has been set as 5.6987%.This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
The third coupon payment amounting to TL 3,861,557.01 on the TL 40,230,000 nominally valued corporate bond, which was sold to qualified investors on September 2, 2022 with a maturity of 390 days and trades with the ISIN Code of TRSZORN92324, was made as of today.This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
The interest rate for the fourth coupon payment of the TL 40,230,000 nominally valued corporate bond, which was sold to qualified investors on September 2, 2022 with a maturity of 390 days and trades with the ISIN Code of TRSZORN92324, has been set as 12.3411%.
The expections for the year 2023 disclosed at the 2022 Annual General Meeting of Zorlu Enerji held on 30.05.2023 are presented below.
Electricity sales from generation: 2,400 – 2,500 GWh
Commercial electricity sales: 6,000 – 7,000 GWh
Natural gas (Distributed & transported gas): 2,300 – 2,400 million Sm3
Revenues: 38,000 – 42,000 million TL
EBITDA: 10,000 – 12,000 million TL
Within the framework of the decision taken at the Annual General Meeting held on 30.05.2023; the Company's Board of Directors unanimously resolved to elect Mr. Ahmet Nazif Zorlu as the Chairperson of the Board of Directors, Mr. Bekir Ağırdır as the Vice Chairperson and Ms. Selen Zorlu Melik, Mr. Ömer Yüngül, Mr. Bekir Cem Köksal, Mr. Cem Mengi and Ms. Ayşegül İldeniz as other members of the Board at its meeting on 30 May 2023.
At its meeting on 30 May 2023, the Company's Board of Directors unanimously resolved,
1.To elect Ms. Ayşegül İldeniz, Independent Board Member, as the Chairperson of the Corporate Governance Committee and Mr. Cem Mengi, Independent Board Member, and Ms. Başak Dalga, Investor Relations Manager, as the members of the committee to carry out the activities of the Corporate Governance Committee,
2.To elect Mr. Cem Mengi, Independent Board Member, as the Chairperson and Mr. Bekir Ağırdır, Independent Board Member, as the Committee member to carry out the activities of the Audit Committee,
3.To elect Mr. Bekir Ağırdır, Independent Board Member, as the Chairperson and Mr. Cem Mengi, Independent Board Member as the Committee member to carry out the activities of the Early Detection of Risk Committee.
Pursuant to our material event disclosure dated 4 May 2023, the Board of Directors' proposal regarding the selection of KPMG Bağımsız Denetim ve SMMM AŞ as the independent audit firm for auditing the Company's accounts and transactions for the fiscal year 2023 has been accepted at the Company's Annual General Meeting.
Pursuant to the Company's material event disclosure dated 4 May 2023, the shareholders have been informed about the Board of Directors'resolution that no profit distribution could be made due to net loss recorded in the Company's statutory financial statements and the presence of accumulated losses from previous years despite the fact that the Company had booked a net income in its consolidated financial statements prepared in accordance with the CMB legislation.
At Zorlu Enerji Elektrik Üretim AŞ's Annual General Meeting for the year 2022, which was held on 30 May 2023 at 10:30 am at Levent 199 Büyükdere Cad. No: 199 Floor: -1 34394 Şişli/Istanbul, it has been resolved,
- To approve the Consolidated Financial Statements for the fiscal year 2022,
- To inform shareholders about the Board of Directors' resolution that no profit distribution could be made due to net loss recorded in the Company's financial statements prepared pursuant to the legal books and the existence of accumulated losses from previous years despite the Company having booked a net income in its consolidated financial statements prepared in accordance with the CMB legislation,
- To acquit the members of the Board of Directors for their activities and transactions in the fiscal year 2022,
- To determine the number of members of the Board of Directors as seven and the term of office of the Board members as one year and to elect Mr. Ahmet Nazif Zorlu, Ms. Selen Zorlu Melik, Mr. Ömer Yüngül and Mr. Bekir Cem Köksal as Board Members and Ms. Ayşegül İldeniz, Mr. Cem Mengi and Mr. Bekir Ağırdır as Independent Board Members,
- To pay a net monthly remuneration of TL 60,000 to each of the independent Board Members for the year 2023, and to make no payment to other Board Members,
- To grant permission to members of the Board of Directors to carry out the activities and transactions specified in Articles 395 and 396 of the Turkish Commercial Code,
- To select KPMG Bağımsız Denetim ve SMMM AŞ as the independent audit firm to audit the accounts and transactions of the Company for the fiscal year 2023,
- To set the upper limit for the donations to be made in the period between January 1, 2023 and December 31, 2023 as 1.5% of the Company's earnings before interest, tax, depreciation and amortization (EBITDA) reported in the Company's publicly announced annual consolidated financial statements for the year 2022 prepared in accordance with the capital market regulations.
The minutes of the Annual General Meeting and the list of attendees are disclosed in the attachment.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL7,214,000 at a price range of TL4,35 – TL4,40 per share via block sale on Borsa Istanbul on May 29, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 39.62%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL2,500,000 at a price of TL4.22 per share via block sale on Borsa Istanbul on May 26, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 39.91%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL2,500,000 at a price of TL4.22 per share via block sale on Borsa Istanbul on May 25, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 40.01%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL5,000,000 at a price of TL4.35 per share via block sale on Borsa Istanbul on May 24, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 40.11%.
The fourth coupon payment amounting to TL 5,355,005.75 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The interest rate for the fifth coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.1781%.
The interest rate for the second coupon payment of the TL 41,700,000 nominally valued corporate bond, which was sold to qualified investors on April 19, 2023 with a maturity of 393 days and trades with the ISIN Code of TRSZORN52419, has been set as 3.4521%.
The interest rate for the fourth coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.3973%.
The interest rate for the eighth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.2877.
The sixth coupon payment amounting to TL 3,970,904.77 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL5,000,000 at a price of TL4.53 per share via block sale on Borsa Istanbul on May 18, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 40.31%.
The interest rate for the seventh coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.5069%.
TL 38,460,000 nominally valued Corporate Bond, which was sold to qualified investors on April 27, 2022 with a maturity of 386 days and with the ISIN Code of TRSZORN52328, was redeemed as of today (May 18, 2023) with the completion of the fourth coupon payment amounting to TL 3,691,121.57 and the principal payment of TL 38,460,000.
TL 42,810,000 nominally valued Corporate Bond, which was sold to qualified investors on April 7, 2022 with a maturity of 406 days and with the ISIN Code of TRSZORN52310, was redeemed as of today (May 18, 2023) with the completion of the fourth coupon payment amounting to TL 4,835,774.76 and the principal payment of TL 42,810,000.
The second coupon payment amounting to TL 2,443,089.87 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 33,250,000 corporate bond with floating coupon payments with a maturity of 392 days to qualified domestic investors on May 18, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on May 12, 2023 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 650,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 58,370,000 fixed coupon commercial paper with a maturity of 84 days to qualified domestic investors on May 18, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Pursuant to our material event disclosure dated 04.11.2022, the Energy Market Regulatory Authority has granted pre-licenses to Zorlu Elektrik Enerjisi İthalat İhracat ve Toptan Ticaret AŞ, a wholly-owned subsidiary of our Company, for the Yeniçiftlik Wind Power Plant and Energy Storage Facility Project, which is planned to be developed in Muratlı, Tekirdağ with an installed capacity of 250 MW and the Hamitabat Wind Power Plant and Energy Storage Facility Project, which is planned to be developed in Lüleburgaz, Kırklareli with an installed capacity of 125 MW.
The interest rate for the third coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.6165%.
The twelfth coupon payment amounting to TL 1,123,429.20 on the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, was made as of today.
The interest rate for the thirteenth coupon payment of the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, has been set as 2.7014%.
Pursuant to our material event disclosures dated 13.02.2023, 14.02.2023 and 12.05.2023, the Capital Markets Board's ("CMB") approval for the planned debt issue was announced in the CMB's bulletin dated 11.05.2023 (May 11, 2023) and numbered 2023/27 and notified to the Company on 12.05.2023, and the issue document is presented in the attachment.
Click here for issue document
Pursuant to our material event disclosures dated 13.02.2023 and 14.02.2023, the Capital Markets Board's ("CMB") approval for the planned debt issue was announced in the CMB's bulletin dated 11.05.2023 (May 11, 2023) and numbered 2023/27 and the signed application form regarding the issue is presented in the attachment. The issue document will be announced on the Public Disclosure Platform upon its notification to the Company.
Click here for application form
Click here for CMB bulletin
Pursuant to our material event disclosure dated February 28, 2023; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of "Electrip BH d.o.o" was established in Bosnia Herzegovina under 100% direct ownership of Electrip Global B.V., an indirectly held associate of our Company based in the Netherlands.
The Board of Directors of Zorlu Enerji Elektrik Üretim Anonim Şirketi made the following resolution:
Taking into consideration the assessment made by the Audit Committee on May 3, 2023 for the selection of the independent audit firm, it has been unanimously decided to appoint KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik AŞ as the independent audit firm to audit the financial statements of the Company for the fiscal year 2023 in accordance with the principles stipulated by the Turkish Commercial Code No. 6102, the Capital Market Law No. 6362 and other applicable legislation and to carry out other duties specified in the relevant arrangements of the same laws and to submit the selection for the approval of shareholders at the Annual General Meeting for the year 2022.
The Board of Directors of Zorlu Enerji Elektrik Üretim Anonim Şirketi made the following resolution:
Taking into consideration the assessment made by the Audit Committee on May 3, 2023 for the selection of the independent audit firm, it has been unanimously decided to appoint KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik AŞ as the independent audit firm to audit the financial statements of the Company for the fiscal year 2023 in accordance with the principles stipulated by the Turkish Commercial Code No. 6102, the Capital Market Law No. 6362 and other applicable legislation and to carry out other duties specified in the relevant arrangements of the same laws and to submit the selection for the approval of shareholders at the Annual General Meeting for the year 2022.
Click here for the Profit Distribution Table
Zorlu Enerji Elektrik Üretim AŞ's Board of Directors made the following decisions:
• Zorlu Enerji Elektrik Üretim AŞ's Annual General Meeting for the year 2022 will be held on 30 May 2023, Tuesday, at 10:30 am at the address of Levent 199 Büyükdere Cad. No: 199 Floor: -1 34394 Şişli/Istanbul to discuss and decide on the agenda specified above.
• The Board of Directors is authorized to make the invitation for the Annual General Meeting in accordance with the Company's Articles of Association and related regulations.
• Pursuant to the Capital Markets Board's Corporate Governance Principles and Communiqués, the documents and the reports to be discussed at the Annual General Meeting will be submitted to the information of shareholders on the Company's website under the " Information Memorandum for the Annual General Meeting" heading and the Board of Directors is authorized to make the necessary material event disclosure.
• The Board of Directors is authorized to make a request for a representative of the Republic of Turkey Ministry of Trade from the Istanbul Provincial Directorate since the presence of a Ministry representative is mandatory in the General Meetings of publicly listed companies.
Click here for the Invitation for the Annual General Meeting.
Click here for the Information Memorandum for the Annual General Meeting.
Click here for the Proxy Statement for the Annual General Meeting.
The first coupon payment amounting to TL 11,553,225.06 on the TL 118,820,000 nominally valued corporate bond, which was sold to qualified investors on February 2, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN32411, was made as of today.
The tenth coupon payment amounting to TL 2,472,894.67 on the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, was made as of today.
The interest rate for the eleventh coupon payment of the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, has been set as 3.5069%.
The interest rate for the second coupon payment of the TL 118,820,000 nominally valued corporate bond, which was sold to qualified investors on February 2, 2023 with a maturity of 399 days and trades with the ISIN Code of TRSZORN32411, has been set as 9.7233%.
The fifth coupon payment amounting to TL 2,412,747.20 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
The interest rate for the sixth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.7261%.
At its meeting on 27.04.2023, the Board of Directors of Zorlu Enerji Elektrik Üretim AŞ unanimously resolved:
- To merge with its wholly-owned subsidiary, Alkan Jeotermal Enerji Elektrik Üretimi AŞ by taking over all the assets and liabilities of the company and to carry out the merger in a simplified manner under Zorlu Enerji in accordance with the provisions of the Article 155 of the Turkish Commercial Code, Articles 19 and 20 of the Corporate Tax Law and Article 13 of the Capital Markets Board's ("CMB") Communiqué on Merger and Demerger No. II-23.2,
- To prepare the merger agreement and all other related documents,
- To take the financial statements dated 31.12.2022 as the basis for the merger transaction,
- Not to prepare the Board of Directors report stipulated in the Article 147 of the Turkish Commercial Code since the merger will be realized via the simplified procedure in accordance with the Article 13 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
- Not to prepare the independent audit report and the merger report and not to take an opinion of an expert institution in accordance with the Article 13/2 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
- Not to execute a "Right to Leave" option for the Company's shareholders in accordance with the Article 15/ç of the CMB's Communiqué on Common Principles Regarding Significant Transactions and the Retirement Right No. II-23.3,
- Not to make a capital increase due to the merger,
- To prepare the announcement document, the merger agreement and other information and documents required for the applications regarding the merger transaction stipulated by the CMB's Communiqué on Merger and Demerger No. II-23.2, and to submit an application to the Capital Markets Board for approval,
- Following the approval of Capital Markets Board, to submit the Merger Agreement to be signed between the parties to the approval of the Board of Directors without submitting to the approval of the General Assembly,
- To authorize Ahmet Nazif Zorlu, Olgun Zorlu and Selen Zorlu Melik individually for carrying out the necessary transactions.
The third coupon payment amounting to TL 6,247,588.15 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The interest rate for the fourth coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.2877%.
Pursuant to our material event disclosure dated 23.03.2023, Zorlu Doğal Elektrik Üretimi AŞ, an indirect wholly-owned subsidiary of Zorlu Enerji, has applied to EMRA to amend the generation license of its Kızıldere 3 Geothermal Power Plant located in Buharkent, Aydın to increase the plant's stated capacity from 189.75 MWm / 165 MWe to 222.35 MWm / 165 MWe in order to establish a Hybrid Renewable Power Plant (Main Source: Geothermal + Auxiliary Source: Solar) via addition of solar power.
The second coupon payment amounting to TL 3,955,145.43 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
Commercial paper, which was sold to qualified investors on November 10, 2022 with a maturity of 160 days and with the ISIN Code of TRFZORN42318, was redeemed as of today (April 19, 2023) with the completion of the first coupon payment amounting TL 11,272,296.78 and principal payment of TL 71,430,000.
Commercial paper, which was sold to qualified investors on November 24, 2022 with a maturity of 146 days and with the ISIN Code of TRFZORN42326, was redeemed as of today (April 19, 2023) with the completion of the first coupon payment amounting TL 15,263,999.97 and principal payment of TL 106,000,000.
The sixth coupon payment amounting to TL 2,883,312.90 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 89,080,000 fixed coupon commercial paper with a maturity of 141 days to qualified domestic investors on April 19, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 41,700,000 corporate bond with floating coupon payments with a maturity of 393 days to qualified domestic investors on April 19, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the seventh coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.7261%.
The interest rate for the third coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.7261%.
The first coupon payment amounting to TL 2,687,421.15 on the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, was made as of today.
The fifth coupon payment amounting to TL 3,737,303.33 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The eleventh coupon payment amounting to TL 1,160,855.40 on the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, was made as of today.
The interest rate for the sixth coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.7261%.
The interest rate for the second coupon payment of the TL 74,310,000 nominally valued corporate bond, which was sold to qualified investors on March 16, 2023 with a maturity of 385 days and trades with the ISIN Code of TRSZORN42410, has been set as 3.2877%.
The interest rate for the twelfth coupon payment of the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, has been set as 2.7946%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL12,387,483 at a price range of TL5.15 – TL5.19 per share via block sale on Borsa Istanbul on April 12, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 40.51%.
The ninth coupon payment amounting to TL 2,552,672.51 on the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, was made as of today.
The interest rate for the tenth coupon payment of the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, has been set as 3.3973%.
The fourth coupon payment amounting to TL 2,337,342.40 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
The interest rate for the fifth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.5069%.
The second coupon payment amounting to TL 4,961,799.99 on the TL 51,030,000 nominally valued corporate bond, which was sold to qualified investors on September 29, 2022 with a maturity of 392 days and trades with the ISIN Code of TRSZORNE2312, was made as of today.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL10,300,000 at a price of TL4.18 per share via block sale on Borsa Istanbul on March 29, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 41.01%
The interest rate for the third coupon payment of the TL 51,030,000 nominally valued corporate bond, which was sold to qualified investors on September 29, 2022 with a maturity of 392 days and trades with the ISIN Code of TRSZORNE2312, has been set as 9.4028%.
Zorlu Holding AŞ sold Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") shares with a nominal value of TL12,500,000 at a price of TL4.45 per share via block sale on Borsa Istanbul on March 24, 2023. Following the transaction, the company’s share in Zorlu Enerji declined to 41.42%
Pursuant to our material event disclosure dated 23.12.2021, EMRA has approved the application of Zorlu Doğal Elektrik Üretimi AŞ, an indirect wholly-owned subsidiary of Zorlu Enerji, to establish a 24.75 MWp solar power plant to be integrated to its Kızıldere 3 GPP (165 MWm / 165 MWe) in Buharkent, Aydın, as a result of which, the facility will operate as a hybrid renewable power plant and generate electricity from both geothermal and solar energy (Main Source: Geothermal + Auxiliary Source: Solar) and accordingly, the existing generation license of Kızıldere 3 GPP is amended to 189.75 MWm / 165 MWe.
The first coupon payment amounting to TL 4,364,337.04 on the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, was made as of today.
The second coupon payment amounting to TL 6,247,588.15 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
The interest rate for the second coupon payment of the TL 124,450,000 nominally valued corporate bond, which was sold to qualified investors on February 17, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN32429, has been set as 3.1781%.
The interest rate for the third coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.8357%.
The fifth coupon payment amounting to TL 3,075,551.30 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
The interest rate for the sixth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.2877%.
The fourth coupon payment amounting to TL 3,620,502.61 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The tenth coupon payment amounting to TL 1,123,429.20 on the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, was made as of today.
The interest rate for the eleventh coupon payment of the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, has been set as 2.8877%.
The interest rate for the fifth coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.5069%.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 53,690,000 fixed coupon commercial paper with a maturity of 175 days to qualified domestic investors on March 16, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 74,310,000 corporate bond with floating coupon payments with a maturity of 385 days to qualified domestic investors on March 16, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The second coupon payment amounting to TL 3,861,557.01 on the TL 40,230,000 nominally valued corporate bond, which was sold to qualified investors on September 2, 2022 with a maturity of 390 days and trades with the ISIN Code of TRSZORN92324, was made as of today.
The interest rate for the third coupon payment of the TL 40.230.000 nominally valued corporate bond, which was sold to qualified investors on September 2, 2022 with a maturity of 390 days and trades with the ISIN Code of TRSZORN92324, has been set as 9.5987%.
The eighth coupon payment amounting to TL 2,472,894.67 on the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, was made as of today.
The interest rate for the ninth coupon payment of the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, has been set as 3.5069%.
The third coupon payment amounting to TL 2,412,747.20 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
Pursuant to our material event disclosure dated February 21, 2023; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of "Electrip Mobility Service Kft " was established in Hungary under 100% direct ownership of Electrip Global B.V., an indirectly held affiliate of our Company based in the Netherlands.
The interest rate for the fourth coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.3973%.
Pursuant to our material event disclosure dated January 12, 2023; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of "Electrip Germany GMBH" was established in Germany under 100% direct ownership of Electrip Global B.V., a wholly-owned subsidiary of our Company based in the Netherlands.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 126,880,000 fixed coupon commercial paper with a maturity of 174 days to qualified domestic investors on February 17, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 124,450,000 corporate bond with floating coupon payments with a maturity of 384 days to qualified domestic investors on February 17, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The fourth coupon payment amounting to TL 2,979,432.10 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
The interest rate for the fifth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.5069%.
The ninth coupon payment amounting to TL 1,123,429.20 on the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, was made as of today.
The interest rate for the tenth coupon payment of the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, has been set as 2.7946%.
The third coupon payment amounting to TL 3,737,303.33 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
The first coupon payment amounting to TL 5,712,038.71 on the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, was made as of today.
Pursuant to our material event disclosure dated 13.02.2023, Zorlu Enerji submitted its applications to the Capital Markets Board and Borsa Istanbul AŞ for its planned issuance of debt instruments as of today (February 14, 2023).
The interest rate for the second coupon payment of the TL 162,880,000 nominally valued corporate bond, which was sold to qualified investors on January 13, 2023 with a maturity of 384 days and trades with the ISIN Code of TRSZORN22412, has been set as 3.8357%.
The interest rate for the fourth coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.3973%.
Pursuant to the Board of Directors' resolution no. 2023/11, Zorlu Enerji Elektrik Üretim AŞ will apply to the Capital Markets Board of Turkey to issue up to TL 2,500,000,000 of debt instruments in TL terms in single or multiple tranches with varying maturities of maximum 5 years. The instruments will be sold to qualified investors in the domestic market without a public offering. Ak Yatırım Menkul Değerler AŞ is authorized as the financial intermediary for the issue.
We are praying for all our citizens who lost their lives in the earthquake in Kahramanmaraş that occurred on 06.02.2023 and which was felt effectively in the surrounding cities. Our sincerest condolences are to the relatives and our nation, and we wish a speedy recovery to our citizens who were affected and injured by the earthquake.
According to our initial findings no damage was detected at our natural gas distribution facilities in Kilis and Gaziantep and our wind power plant in Osmaniye, where the earthquake was effective.
Respectfully announced to the public.
Pursuant to our material event disclosure dated 17.10.2022, at its meeting on 06.02.2023, Zorlu Enerji Elektrik Üretim AŞ's Board resolved:
-To merge with Rarik Turkison Enerji AŞ, a wholly-owned subsidiary of Zorlu Enerji, by taking over all the assets and liabilities of the company and to carry out the merger in a simplified manner under Zorlu Enerji in accordance with the provisions of Article 155 of the Turkish Commercial Code, Articles 19 and 20 of the Corporate Tax Law and Article 13 of the Capital Markets Board's ("CMB") Communiqué on Merger and Demerger No. II-23.2,
-To prepare the merger agreement and all other related documents,
-To take the financial statements dated 30.09.2022 as the basis for the merger transaction,
-Not to prepare the Board of Directors report stipulated in the Article 147 of the Turkish Commercial Code, since the merger will be realized via the simplified procedure in accordance with the Article 13 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
-Not to prepare the independent audit report and the merger report and not to take an opinion of an expert institution in accordance with the Article 13/2 of the CMB's Communiqué on Merger and Demerger No. II-23.2,
-Not to execute a "Right to Leave" option for the Company's shareholders in accordance with the Article 15/ç of the CMB's Communiqué on Common Principles Regarding Significant Transactions and the Retirement Right No. II-23.3,
-Not to make a capital increase due to the merger,
-To prepare the announcement document, the merger agreement and other information and documents required for the applications regarding the merger transaction stipulated by the CMB's Communiqué on Merger and Demerger No. II-23.2, and to submit an application to the Capital Markets Board for approval,
-Following the approval of Capital Markets Board, to submit the Merger Agreement to be signed between the parties to the approval of the Board of Directors without submitting to the approval of the General Assembly,
-To authorize the management for carrying out the necessary transactions.
The Draft Prospectus signed by our Company and the authorized intermediary institution regarding the rights issue of our company which has been submitted to the Capital Markets Board approval on 02.02.2023 is attached.
An application has been made to the Capital Markets Board today for the approval of the prospectus prepared for increasing the paid-in capital of Zorlu Enerji from TL 2,500,000,000 to TL 5,000,000,000 via a 100% rights issue, within the limits of the registered capital ceiling of TL 6,000,000,000. Draft Prospectus submitted to the CMB's approval is attached.
Enclosed is the "Report on the Use of Funds to be Obtained from the Capital Increase" prepared in accordance with the Article 33 of the Capital Markets Board's Share Communiqué numbered VII-128.1.
The Use of Funds to be Obtained from the Capital Increase |
Planned (TL) |
Payment of debt to parent company, Zorlu Holding AŞ and to Korteks Mensucat Sanayi ve Ticaret AŞ |
1,486,709,610 |
Financial debt service (interest, principal and other financial expenses) |
617,255,000 |
Payment of trade payables |
296,035,390 |
Payments to EPİAŞ for electricity procurements |
296,035,390 |
Investments on energy production and distribution |
100,000,000 |
Total |
2,500,000,000 |
TL 243,320,000 nominally valued Corporate Bond, which was sold to qualified investors on November 11, 2021 with a maturity of 448 days and with the ISIN Code of TRSZORN22313, was redeemed as of today (February 2, 2023) with the completion of the fifth coupon payment amounting to TL13,759,259.31 and the principal payment of TL 243,320,000.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 118,820,000 corporate bond with floating coupon payments with a maturity of 399 days to qualified domestic investors on February 2, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 162,840,000 fixed coupon commercial paper with a maturity of 175 days to qualified domestic investors on February 2, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Due to reassessment of the Company's need for capital, the rate of cash capital increase determined by the Board of Directors' resolution dated 19.01.2023 and numbered 2023/6 is revised as 100%, thus;
In accordance with the Board of Directors' decision dated 26.09.2022 and numbered 2022/40, which was announced to the public on 27.09.2022 and pursuant to authorization set forth in Article 6 of the Company's Articles of Association, Zorlu Enerji's paid-in capital will be increased from TL 2,500,000,000 (two billion five hundred million Turkish lira) to TL 5,000,000,000 (five billion Turkish lira), which is within the registered capital ceiling of TL 6,000,000,000 (six billion Turkish lira), via a 2,500,000,000 (two billion five hundred million Turkish lira) rights issue (by 100%) in order to provide additional working capital, reduce financial debt via principal and interest payments, repay debt to existing vendors and meet the capital need required by the business operations in accordance with the Company's medium and long term plans,The existing shareholders' pre-emptive rights will not be restricted and they will subscribe to the rights issue at a price of 0.01 Turkish lira for each share with a nominal value of 1 Kuruş (0.01 Turkish lira),
Pursuant to the Board resolution of Zorlu Holding AŞ dated 31.01.2023 and numbered 2023/6, Zorlu Holding's total cash contribution to the capital increase will be met from the capital advance payment formerly made in cash to the Company as verified by the financial advisor's report,
Pursuant to the Board resolution of Korteks Mensucat Sanayi ve Ticaret AŞ (Korteks) dated 31.01.2023 and numbered 2023/6,
Korteks' total cash contribution to the capital increase will be met from the capital advance payment formerly paid in cash to the Company as verified by the financial advisor's report,
Group A shareholders will receive Group A shares and Group B shareholders will receive Group B shares in the rights issue,
The subscription period will be 15 days, which will end on the following business day if the last day falls on a national holiday,
The unexercised shares will be offered for sale as Group B shares in the Primary Market of Borsa Istanbul at a price not less than the nominal value for 2 business days following the expiration of the subscription period The Group B shares to be issued in the rights issue will be in the form of "tradable shares on the stock exchange",
As per its Board's decision dated 31.01.2023 and numbered 2023/6, Zorlu Holding AŞ has pledged to purchase any remaining shares fully and in cash at the end of the offering period within 3 business days at a price not below the average of the public offering prices.
Zorlu Enerji's management is authorized to make necessary applications to relevant authorities and carry out all necessary transactions regarding the right issue.
The seventh coupon payment amounting to TL 2,552,672.51 on the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, was made as of today.
The interest rate for the eighth coupon payment of the TL 72,790,000 nominally valued corporate bond, which was sold to qualified investors on June 23, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORN72318, has been set as 3.3973%.
The second coupon payment amounting to TL 2,412,747.20 on the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, was made as of today.
The interest rate for the third coupon payment of the TL 68,800,000 nominally valued corporate bond, which was sold to qualified investors on November 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORNA2324, has been set as 3.5069%.
The third coupon payment amounting to TL 2,972,496.48 on the TL 38,460,000 nominally valued corporate bond, which was sold to qualified investors on April 27, 2022 with a maturity of 386 days and trades with the ISIN Code of TRSZORN52328, was made as of today.
The eleventh coupon payment amounting to TL 2,541,630.00 on the TL 99,750,000 nominally valued corporate bond, which was sold to qualified investors on February 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORN32312, was made as of today.
The interest rate for the fourth coupon payment of the TL 38,460,000 nominally valued corporate bond, which was sold to qualified investors on April 27, 2022 with a maturity of 386 days and trades with the ISIN Code of TRSZORN52328, has been set as 9.5973%.
The interest rate for the twelfth coupon payment of the TL 99,750,000 nominally valued corporate bond, which was sold to qualified investors on February 24, 2022 with a maturity of 385 days and trades with the ISIN Code of TRSZORN32312, has been set as 4.2466%.
Zorlu Jeotermal Enerji Elektrik Üretimi AŞ, a wholly-owned indirect subsidiary of Zorlu Enerji, has applied to Energy Market Regulatory Authority (EMRA) for a 10 MWm/10 MWe pre-license for Alkan-2 Geothermal Power Plant Project, which is planned to be developed in Alaşehir, Manisa.
Pursuant to our material event disclosures dated 21.12.2021 and 16.06.2022, Zorlu Jeotermal Enerji Elektrik Üretim AŞ, a wholly-owned indirect subsidiary of Zorlu Enerji, obtained the necessary approval from the Ministry of Energy for the second 0.1663 MWp unit (Roof-top solar PV system) of the solar power plant, which is integrated to the existing 48.7543 MWm/45MWe Alaşehir Geothermal Power Plant in Manisa, Alaşehir and the unit started commercial operations as of 20.01.2023.
The Board of Directors of Zorlu Enerji Elektrik Üretim AŞ ("Zorlu Enerji") made the following decisions:
- Zorlu Enerji's paid-in capital will be increased from 2,500,000,000 TL (two billion and five hundred million Turkish liras) to 6,000,000,000 TL (Six billion Turkish liras),which is within the registered capital ceiling of 6,000,000,000 TL (Six billion Turkish liras),via a 3,500,000,000 TL (Three billion and five hundred million Turkish liras) rights issue (by 140%) based on the Article 6 of the Company's Articles of Association,in order to meet the capital need required by the planned investments by reducing the Company's foreign currency credit risk and by strengthening the balance sheet and financial position,in accordance with the Board of Directors' resolution dated 26.09.2022 and numbered 2022/40,which was announced to the public on 27.09.2022,
- The existing shareholders' pre-emptive rights will not be restricted and they will subscribe to the rights issue at a price of 0.01 Turkish Lira for each share with a nominal value of 1 Kuruş (0.01 Turkish Lira),
- Pursuant to the Board resolution of Zorlu Holding AŞ dated 19.01.2023 and numbered 2023/4, Zorlu Holding's total cash contribution to the capital increase will be met from the capital advance payment formerly made in cash to the Company as verified by the financial advisor's report,
- Pursuant to the Board resolution of Korteks Mensucat Sanayi ve Ticaret AŞ (Korteks) dated 19.01.2023 and numbered 2023/4,Korteks' total cash contribution to the capital increase will be met from the capital advance payment formerly paid in cash to the Company as verified by the financial advisor's report,
- Group A shareholders will receive Group A shares and Group B shareholders will receive Group B shares in the rights issue,
- The subscription period will be 15 days,which will end on the following business day if the last day falls on a national holiday,
- The unexercised shares will be offered for sale as Group B shares in the Primary Market of Borsa Istanbul at a price not less than the nominal value for 2 business days following the expiration of the subscription period,
- The Group B shares to be issued in the rights issue will be in the form of "tradable shares on the stock exchange",
- As per its Board's decision dated 19.01.2023 and numbered 2023/4, Zorlu Holding AŞ has pledged to purchase any remaining shares fully and in cash at the end of the offering period within 3 business days at a price not below the average of the public offering prices,
- Zorlu Enerji's management will be authorized to carry out all the necessary transactions for the right issue.
The eighth coupon payment amounting to TL 1,160,855.40 on the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, was made as of today.
The third coupon payment amounting to TL 3,075,551.30 on the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, was made as of today.
In accordance with our material event disclosure dated 09.11.2018, our appeal applications have been rejected and approval decisions were given by the Council of State in the ongoing legal process regarding the 1-year extension of our geothermal exploration license numbered 214 in the Simav district of Kütahya province. Aforementioned decisions are definitive.
Within the scope of “ZOREN Share Purchase Agreement” signed with Wren House Infrastructure LP on September 26, 2022 and disclosed by Zorlu Enerji Elektrik Üretim A.Ş. (“Company”) via the material event disclosure made on September 27, 2022; the transfer of 30,860,606,611 Group B shares, representing 12.34% of the Company’s capital, to Wren House Infrastructure LP for a purchase price of USD 38,000,000 (TL 1 nominal valued share: USD 0.123/TL 2.310*) was completed on January 13, 2023. Following the transaction, our share in the Company declined from 54.27% to 41.92%. This transfer did not lead to any change in the management control of the Company. This disclosure has been made in accordance with Article 11 of the Communiqué on Material Events Disclosure.
*Purchase price was paid in USD and it is the TL equivalent calculated by using the Central Bank of the Republic of Türkiye’s buying rate as of January 13, 2023.
Material event disclosures were made on 23 September 2022 and 27 September 2022 about the negotiations and agreements entered into as a consequence of such negotiations regarding the sale between our Company, our controlling shareholder Zorlu Holding A.Ş. ("Zorlu Holding") and Wren House Infrastructure LP ("WH") (a subsidiary of KIA) of the majority shares of Electrip Global B.V. (whose previous trade name was ZES N.V.), a company incorporated in the Netherlands which we fully own, and minority shares of our Company and regarding the amendment of the loan agreement signed between our Company and Kuwait Investment Authority ("KIA") on March 15, 2018 ("Loan Agreement").
Information about the closing transactions related to the agreements subject to our aforementioned material event disclosures and the important provisions stipulated in the agreements are explained below.
I- In relation to the sale of the majority shares in ZES
a- Within the scope of the provisions of "Electrip Limited Share Purchase Agreement" (previously named as ZES Share Purchase Agreement) executed between our Company and WH on 26 September 2022 and amended on 13 January 2023;
• All of our shares representing capital of ZES Dijital Ticaret A.Ş. were transferred by our Company to Electrip Global B.V. (whose previous trade name was ZES N.V.) a 100% subsidiary of our Company as per the material event disclosure made on 9 December 2022.
• Incorporation of a "New Company" in Jersey as a 100% subsidiary of WH under the tradename of Electrip Global Limited ("Electrip Limited") was completed on 9 December 2022.
• On 13 January 2023, shares representing half of the entire share capital plus one share of Electrip Global B.V., which was our 100% subsidiary, were sold and transferred to Electrip Limited, by our Company for a purchase price of USD 50,000,000 and such amount was utilized as per the material event disclosure dated 27 September 2022.
• On 13 January 2023, remaining shares representing half of the entire share capital minus one share of Electrip Global B.V. owned by our Company (minority shares) were transferred to Electrip Limited by way of contribution in kind to Electrip Limited's capital increase which took place on the same date. With this share transfer, the management control of Electrip Global B.V. is acquired by WH via Electrip Limited.
b- Pursuant to the provisions of Electrip Limited Shareholders Agreement (previously named as ZES Share Purchase Agreement) executed between our Company, Zorlu Holding and WH on 13 January 2023 simultaneously with the completion of the share transfers stipulated under the Electrip Limited Share Purchase Agreement;
• Parties agreed not to sell their shares in the capital of Electrip Limited for a period of 18 months from the closing date under the Electrip Limited Shareholders Agreement.
• Our Company committed that it will participate in the capital increase of Electrip Limited up to USD 6,000,000 which is planned to be realized within 9 months from 13 January 2023. This capital increase will not result in a change in the shareholder structure of Electrip Limited.
The tables (Annex) in the annex show the shareholding structure of Electrip Limited and Electrip Global B.V. post the transactions mentioned above.
II- In relation to the sale of minority shares of our Company;
a- Within the scope of the provisions of "ZOREN Share Purchase Agreement" executed between Zorlu Holding and WH on 26 September 2022, the transfer of 30,860,606,611 Group B shares, representing approximately 12.34% of our Company's share capital, to WH by our controlling shareholder Zorlu Holding was completed under the terms and conditions referred in the material event disclosure dated 27 September 2022.
b- Concurrently with the completion of the share transfer stipulated under the ZOREN Share Purchase Agreement, on 13 January 2023, "ZOREN Shareholders Agreement" was executed between Zorlu Holding, Korteks Mensucat Sanayi ve Ticaret A.Ş. and WH, under the same terms referred in the material event disclosure dated 27 September 2022. Within the scope of the provisions of the said agreement, this transfer has not resulted in any change in the management control of our Company.
c- Zorlu Holding's direct shareholding ratio in our Company has become 41.92% with the total share held by Zorlu Holding directly and indirectly amounting to 59.87%. WH's shareholding ratio in our Company has become 12.34%.
d- WH will undertake not to sell its shares in the Company's capital to third parties for a period of 12 months from the signing date of the ZOREN Shareholders' Agreement.
III- Amendment of the Loan Agreement
Simultaneously with the completion of the transactions referred above, on 13 January 2023, the amendment of the Loan Agreement executed between our Company and KIA on 26 September 2022 has become effective under the terms and conditions referred in the material event disclosure dated 27 September 2022.
With the amendment of the Loan Agreement, maturity of the repayment schedule of the loan is extended, foreign currency debt exposure of our Company is decreased, and thereby the balance sheet and financial position of our Company is strengthened. Further, our efforts regarding the capital increase, as referred in our material event disclosure dated September 27, 2022, are ongoing and a separate announcement will be made on the subject.
The interest rate for the fourth coupon payment of the TL 87,700,000 nominally valued corporate bond, which was sold to qualified investors on October 13, 2022 with a maturity of 378 days and trades with the ISIN Code of TRSZORNE2320, has been set as 3.3973%.
The interest rate for the ninth coupon payment of the TL 40,200,000 nominally valued corporate bond, which was sold to qualified investors on May 18, 2022 with a maturity of 393 days and trades with the ISIN Code of TRSZORN62327, has been set as 2.7946.%.
The second coupon payment amounting to TL 3,737,303.33 on the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, was made as of today.
TL 54,300,000 nominally valued Corporate Bond, which was sold to qualified investors on January 12, 2022 with a maturity of 366 days and with the ISIN Code of TRSZORN12314, was redeemed as of today (January 13, 2023) with the completion of the twelfth coupon payment amounting to TL 1,312,159.42 and the principal payment of TL 54,300,000.
Commercial paper, which was sold to qualified investors on August 11, 2022 with a maturity of 155 days and with the ISIN Code of TRFZORN12329, was redeemed as of today (January 13, 2023) with the completion of the principal payment of TL 62,440,000.
Commercial paper, which was sold to qualified investors on September 2, 2022 with a maturity of 133 days and with the ISIN Code of TRFZORN12337, was redeemed as of today (January 13, 2023) with the completion of the principal payment of TL 80,060,000.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 200,000,000 fixed coupon commercial paper with a maturity of 175 days to qualified domestic investors on January 13, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 162,880,000 corporate bond with floating coupon payments with a maturity of 384 days to qualified domestic investors on January 13, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the third coupon payment of the TL 106,570,000 nominally valued corporate bond, which was sold to qualified investors on November 10, 2022 with a maturity of 399 days and trades with the ISIN Code of TRSZORNA2316, has been set as 3.5069%.
Pursuant to our material event disclosure dated December 01, 2022; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of "Electrip Czech Republic s.r.o." was established in Czech Republic under 100% direct ownership of Electrip Global B.V., a wholly-owned subsidiary of our Company based in the Netherlands. This statement has been translated into English for informational purposes.
Pursuant to our material event disclosure dated December 01, 2022; with the aim of expanding our activities including the sale, installation and operation of electric vehicle charging stations in Turkey to overseas markets through our subsidiaries, a new company with the title of "ELECTRIP PTG, UNIPESSOAL LDA" was established in Portugal under 100% direct ownership of Electrip Global B.V., a wholly-owned subsidiary of our Company based in the Netherlands.
The third coupon payment amounting to TL 3,308,699.28 on the TL 42,810,000 nominally valued Corporate Bond, which was sold to qualified investors on April 7, 2022 with a maturity of 406 days and trades with the ISIN Code of TRSZORN52310, was made as of today.
Zorlu Enerji has announced on November 14, 2022 that the Capital Markets Board had approved the Company's application to issue debt instruments up to a nominal value of TL 1,400,000,000 and with a maximum maturity of 5 years for sale in single or multiple tranches to qualified investors in the domestic market within one year following the receipt of the issuance certificate. Within this scope, the Company completed the sale of a TL 20,000,000 fixed coupon commercial paper with a maturity of 161 days to qualified domestic investors on January 5, 2023. Ak Yatırım Menkul Değerler AŞ has acted as the financial intermediary for the issue.
The interest rate for the fourth coupon payment of the TL 42,810,000 nominally valued corporate bond, which was sold to qualified investors on April 7, 2022 with a maturity of 406 days and trades with the ISIN Code of TRSZORN52310, has been set as 11.2959%.
The interest rate for the second coupon payment of TL 30,000,000 nominally valued Corporate Bond, which was sold to qualified investors to domestic qualified investors on August 1, 2022 with a maturity of 389 days and with the ISIN Code of TRSVSTL82317, has been set as 9.2247% (simple annual interest 37%).