PDF (3,0MB) - Türk Telekom Investor Relations

Important Developmentsafter the AccountingPeriodDividend Distribution ProposalSecondary Public Offering ProcessWith the Privatization Administration (OIB)announcement dated September 13, 2012, and inconsequence of the decision of Türk Telekom’sTender Committee, it was decided to receive financialconsultancy service, in part or in whole, on theprivatization of 31.68 percent of Türk Telekom sharescurrently owned by Turkey’s Treasury. OIB wasauthorized in respect thereof. With the October 17, 2012dated announcement of the Administration, “GarantiYatırım Menkul Kıymetler A.Ş., Barclays Bank PLC,Chadbourne & Parke Consultancy Services AttorneyPartnership, Çiğdemtekin Şahbaz Attorney Partnershipand Atar & Vicdan Law Firm” consortium won theconsultancy tender. On December 17, 2012, a Reutersnews bulletin stating that Türk Telekom had put on holda secondary public offering (SPO) plan for a 6.68 percentstake for February was published. The PrivatizationAdministration stated that no decision had been maderelated to the timing, rate and method of privatization.On January 23, 2013, the OIB published an announcementwhich stated that a total of 6.68 percent stake of TürkTelekom will be privatized with the sales method and thatthe sales will be performed via public offering which willbe finalized until December 31, 2013. The announcementincluded the following: in the public offering Türk TelekomTender Commission was authorized to determine whetherto sell in domestic and/or foreign capital markets alongwith the timing related to this according to marketconditions and additional share sale option; related to the 5percent share projected to be allocated for the employeesof Türk Telekom and T.R. General Directorate of Post andTelegraph Organization and small savers in the sale of TürkTelekom shares, pursuant to 3% allocated share in 2008,this time company shares in the amount of 10 percent of6.68 percent shall be allocated for mentioned employeesand small savers by assessing within this rate.On March 15, 2013, after the news on media regardingthe SPO of Türk Telekom was suspended and publicoffering was not in the agenda; the OIB published anannouncement which stated that the Council of Ministerswas authorized for the determination of the sales methodand shares of stakes upon the opinion of the OIB andoffer of the Ministry of Transport and Türk TelekomTender Commission was authorized to determine thetiming of public offering according to market conditionsand activities for public offering was continuing.The News in the Press Regarding the Sales of Copper ScrapA material disclosure was published on March 13, 2013related to the news in the press that the revenue ofwaste copper sales would be transferred to the Treasury.In this declaration it was stated that Türk Telekomregularly has been making network investments withthe aim of improving customer service and increasingthe speed and capacity of the broadband service andthe majority of those investments have been and will beon fiber technology. It has been stated that with fiberinvestments, some of the copper cables in the networkbecame idle and with the aim of optimum resourceutilization, the Company sells idle copper cables andproceeds were used to finance the fiber investments. Ithas been emphasized that the monetary amounts of theproceeds mentioned in the media were inaccurate.Utilization of Long Term LoanOn March 29, 2013 it was announced that under thewarranty of Sweden Eximbank EKN a 150 million longtermloan agreement was signed between Türk Telekom,BNP Pribas, ING and JP Morgan with a maturity of nineyears and an interest rate of LIBOR + 795 bps in orderto finance the procurement of Ericsson within long-termfinancing strategy of Türk Telekom and its affiliates.Resignation of Board MemberOn April 1, 2013 it was announced that Türk TelekomBoard Member, Jameel Abdullah A. Al Molhem, who wasnominated by A Group shareholders, has resigned fromhis position.Appointment to Senior ManagementOn April 5, Can Esen was appointed as Vice President ofLegal Affairs.2012 DIVIDEND DISTRIBUTION TABLE OF TÜRK TELEKOMÜNİKASYON A.Ş. FOR THE YEAR ENDED31 DECEMBER 2012 (TL) (*)Paid/Issued Capital 3,500,000,000Total Legal Reserves (in accordance with statutory records) 2,114,250,481If there is information about privilege in dividend distribution in accordance with the AoA ---DISTRIBUTION OF THE PROFIT FOR THE PERIOD Acc. to CMB Acc. to Statutory Records (SR)Profit for Tax the Yaer 3,410,380,126 3,656,617,067Tax Expenses (-) (*) 773,272,321 660,803,929Net Profit for the Period (=) (3-4) 2,637,107,805 2,995,813,137Prior Years’ Losses (-) 0 0First Legal Reserves (-) ((5YK-6YK)*0,05) 0 0NET DISTRIBUTABLE PROFİT (=) (5-6-7) 2,637,107,805 2,995,813,137Donations made during the year (+) 36,141,309Net distributable profit including donationsthat is the base of calculation of first legal reserves (8+9) 2,673,249,113First Dividend(10* The minimum rate determined by CMB)- Cash 534,649,823- Share- TotalDividend paid to praference (Amount of the dividend for privilegedshares shareholders in accordance 0with the Articles of Association)temettü tutarı)Dividend paid to the Board MemberDividend paid to redeemed share ownersSecond Dividend 1.878.630.000Second Legal Reserves (11+12+13+14+15+20)-(H4*0,05)/10 223.827.982Status Reserves 0Special Reserves 0EXTRA ORDINARY RESERVES 5-(6+7+11+12+13+14+15+16+17+18) 0Other Distributable Sources-Prior Years’ Profits-Extra Ordinary Reserves-Other Distributable Rserves inaccordance with legislation(*) Prepared based on 100% dividend pay-out assumption. Since, CMB has not published 2012 profit distribution guidance, 2012 dividend amount iscalculated in accordance with prior year dividend distribution guidance.92TÜRK TELEKOM ANNUAL REPORT 2012