SPK Decision on Tera Yatırım Holding and Peker GYO

The Capital Markets Board (SPK) announced that the voting rights of Tera Yatırım Holding and related entities have been frozen because the holding, which took over management control of Peker Gayrimenkul Yatırım Ortaklığı AŞ, failed to fulfill its mandatory tender offer obligation.

The Capital Markets Board stated that Tera Yatırım Holding, which acquired management control by taking over all Group A privileged shares with a nominal value of 314 million 754 thousand 719.80 liras of Peker Gayrimenkul Yatırım Ortaklığı A.Ş., did not fulfill its mandatory tender offer obligation. As a result of this development, the voting rights held by Tera Yatırım Holding AŞ, Tera Yatırım Menkul Değerler A.Ş., Tera Portföy Yönetimi A.Ş., and various hedge funds were automatically frozen as of September 16, 2026. The Board also decided to unfreeze the frozen voting rights of certain Tera Portföy funds whose liquidation had been previously decided.

It was stated that the shares whose voting rights are frozen cannot be subject to trading on the stock exchange until the mandatory tender offer obligation is fulfilled, and the same status will apply to persons acquiring them outside the exchange. The frozen shares will not be taken into account in the calculation of the general assembly meeting quorum, and they will be automatically unfrozen on the first day following the completion of the mandatory tender offer process without the need for any additional procedure. Meanwhile, the Board decided to inform investors that they may resort to legal remedies against Tera Yatırım Holding AŞ to compensate for their damages due to the failure to fulfill the obligation.