Coca-Cola İçecek ("Company" or "CCI") and AEP Anadolu Etap Penkon Gıda ve Tarım Ürünleri Sanayi ve Ticaret A.Ş ("Anadolu Etap Tarım"), a 78.58% subsidiary of Anadolu Efes Biracılık ve Malt Sanayii A.Ş. ("Anadolu Efes"), today signed a binding share transfer agreement ("the Agreement") for the acquisition of shares representing 80% of the capital of Anadolu Etap Penkon Gıda ve İçecek Ürünleri Sanayi ve Ticaret A.Ş. ("Anadolu Etap İçecek") by CCI (the "Transaction"). Anadolu Etap İçecek is the wholly owned subsidiary of Anadolu Etap Tarım and is engaged in fruit and vegetable juice concentrate and puree productions and trade business.

As per the Agreement, CCI will acquire 80% of Anadolu Etap İçecek in exchange for USD 112 million ("Consideration"). The amount will be paid in Turkish Liras and will be converted as per the average of the USD/TL foreign exchange buying rate and selling rate published on the website of the Central Bank one business day prior to the date on which the transfer of shares to be completed ("Closing Date").

The Agreement is based on the calculated enterprise value of Anadolu Etap İçecek of USD 214 million. 

The valuation report of Anadolu Etap İçecek, which includes a fair equity valuation range as of September 30, 2022, has been prepared by KPMG. 

The completion of theTransaction is subject to the fulfillment of the preconditions defined in the Agreement and the approval of the Türkiye Competition Authority.

Acquisition Rationale:

CCI will ensure sustainable procurement of a key ingredient in its production. In addition, Anadolu Etap İçecek will have the opportunity to gain access to the whole Coca-Cola İçecek system and will intensify its presence through exports.  

Anadolu Etap İçecek will also continue assisting CCI in developing know-how and expertise on the fruit market and optimizing the procurement process with its strong expertise across the juice concentrate supply chain and sustainable sourcing.

CCI will have access to additional hard currency income thanks to exports to North America, Europe, and the Far East and generate revenue stream diversification.

The Transaction is expected to be immediately EBITDA margin accretive for CCI.  

About Anadolu Etap Tarım:

Anadolu Etap Tarım is Türkiye's first large-scale fruit growing company and currently is the largest fruit growing company in Türkiye. Anadolu Etap Tarım has generated more than 50% of its revenue through exports to a vast geography ranging from Europe to Far East and India. The Company has been investing in its operations in Türkiye, where it currently runs eight gardens with a total area of 30,000 decares where 5 million trees are planted. Anadolu Etap Tarım considers social, economic, and environmental sustainability as its most important values and supports local economic development in all areas of its operations. In this respect, Anadolu Etap Tarım was the first agricultural Company in Türkiye to publish and commit itself to Sustainable Agriculture Principles in 2014.

About Anadolu Etap İçecek:

Anadolu Etap İçecek is one of Türkiye's main fruit and vegetable juice concentrate and puree production companies. Anadolu Etap İçecek was separated from the parent company Anadolu Etap Tarım in August 2022 and now operates as a separate business under 100% ownership of Anadolu Etap Tarım. Anadolu Etap İcecek owns and operates three fruit juice plants. 70% of Anadolu Etap İçecek's sales are exported.