Exercise of Right of First Refusal in Relation to the Sale of Akçansa Shares
In our material event disclosure dated January 28, 2026, it was announced to the public that a binding offer had been received from an unrelated third party for the sale of shares with a nominal value of TL 76,035,136.43, representing 39.72% of the share capital of Akçansa Çimento Sanayi ve Ticaret A.Ş. ("Akçansa"), based on a total enterprise value of USD 1,100,000,000, subject to debt and cash adjustments, and that such offer would be evaluated taking into account the contractual obligations to which our Company is subject and the applicable legal requirements.
Pursuant to the existing contractual obligations between Sabancı Holding and Heidelberg Materials AG, the other controlling shareholder of Akçansa, in the event that either party intends to transfer its shares to a third party, the other party holds a right of first refusal with respect to the shares proposed to be transferred.
In this context, Heidelberg Materials AG notified Sabancı Holding on April 17, 2026 that it has exercised its right of first refusal based on the binding offer received at a total enterprise value of USD 1,100,000,000, subject to debt and cash adjustments.
The share transfer price will correspond to the amount attributable to Sabancı Holding's shares representing 39.72%.
The share transfer transactions will be completed following the receipt of approval from the Competition Authority and the fulfillment of other legal requirements.
Upon completion of the share transfer transactions, Sabancı Holding will no longer hold any shares in Akçansa.
Developments regarding the matter will be disclosed to the public in due course.
Respectfully announced to the public