Türkiye Sise Ve Cam Fabrikalari : Tender Offer Final Results Announcement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014.

Türkiye Şişe ve Cam Fabrikaları A.Ş. announces the final results of its Tender Offer as of the Expiration Date

London, 21 May 2024

Further to the announcements by Türkiye Şişe ve Cam Fabrikaları A.Ş. (IST: SISE) (the "Company") on 22 April 2024 and 7 May in relation to the Tender Offer, the Company hereby announces the final results as of 5:00 p.m., New York City time, on 20 May 2024 (the "Expiration Date") of its cash tender offer (the "Tender Offer") commenced on 22 April 2024 for up to US$400,000,000 of its outstanding US$700,000,000 6.95% notes due 2026 (the "Notes").

The terms and conditions of the Tender Offer are described in an offer to purchase memorandum (the "Offer to Purchase") dated 22 April 2024, the date of commencement of the Tender Offer. Capitalized terms used but not defined herein shall have the meanings given to them in the Offer to Purchase.

The Tender Offer expired at the Expiration Date. No Notes tendered after the Expiration Date will be accepted for purchase.

On 7 May 2024, the Company announced that as of 5:00 p.m. New York City time on 3 May 2024 (the "Early Tender Deadline"), US$327,014,000 in aggregate principal amount of the Notes were validly tendered and that the Company will accept for purchase all such Notes validly tendered on or prior to the Early Tender Deadline without proration.

According to information provided by the Information and Tender Agent, for the period from the Early Tender Deadline to the Expiration Date, US$1,200,000 in aggregate principal amount of the Notes were validly tendered and not validly withdrawn.

As the total amount of Notes validly tendered pursuant to the Tender Offer is less than the Maximum Tender Amount, the Company will accept for purchase all such Notes validly tendered for the period from the Early Tender Deadline to the Expiration Date without proration.

Therefore, US$328,214,000 in aggregate principal amount of the Notes will be accepted for purchase pursuant to the Tender Offer.

The settlement date for the Notes validly tendered and not validly withdrawn at or prior to the Expiration Date to be purchased is expected to be 22 May 2024, upon which US$371,786,000 in aggregate principal amount of the Notes will remain outstanding.

In addition to the Tender Consideration, payments for Notes that are validly tendered on or prior to the Expiration Date and accepted for purchase will include accrued and unpaid interest from the last interest payment date for the Notes up to, but not including, the Final Settlement Date.

This announcement does not contain the full terms and conditions of the Tender Offer, which are contained in the Offer to Purchase prepared by the Company (as amended by the Early Tender Results Announcement).

Further Information

Questions and requests for assistance in connection with the Tender Offer may be directed to the Dealer Managers (the "Dealer Managers") for the Tender Offer:

Citigroup Global Markets Limited
Citigroup Centre
Canada Square	J.P. Morgan Securities plc
London E14 5LB
United Kingdom	25 Bank Street
Attention: Liability Management Group	Canary Wharf
London E14 5JP
Collect: [phone]
Toll-Free: [phone]	Attention: Liability Management
Tel.: [phone]
Telephone: [phone]
Email:[e-mail]
Email:[e-mail]

Questions and requests for assistance in connection with the tender of Notes including requests for a copy of the Offer to Purchase may be directed to the Information and Tender Agent at:

Citibank, N.A., London Branch

Citigroup Centre

Canada Square, Canary Wharf

London E14 5LB

United Kingdom

Telephone: [phone]

Attention: Exchange Team - Agency & Trust

Email:[e-mail]

This announcement is released by Türkiye Şişe ve Cam Fabrikaları and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Tender Offer described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Mr.Gökhan Güralp, the Chief Financial Officer of the Company.

Each Holder is solely responsible for making its own independent appraisal of all matters as such Holder deems appropriate (including those relating to the Tender Offer) and each Holder must make its own decision as to whether to tender any or all of its Notes for purchase pursuant to the Tender Offer.

None of the Dealer Managers, the Information and Tender Agent, Citibank, N.A., London Branch (the "Trustee") or any of their respective directors, officers, employees, agents or affiliates assumes any responsibility for the accuracy or completeness of the information concerning the Company, the Notes or the Tender Offer contained in this announcement or in the Offer to Purchase. None of the Dealer Managers, the Information and Tender Agent, the Trustee or any of their respective directors, officers, employees, agents or affiliates is acting for any Holder, or will be responsible to any Holder for providing any protections which would be afforded to its clients or for providing advice in relation to the Tender Offer, and accordingly none of the Dealer Managers, the Information and Tender Agent, the Trustee or any of their respective directors, officers, employees, agents or affiliates assumes any responsibility for any failure by the Company to disclose information with regard to itself or the Notes which is material in the context of the Tender Offer and which is not otherwise publicly available.

None of the Dealer Managers, the Information and Tender Agent, the Company, the Trustee or any of their respective directors, officers, employees, agents or affiliates make any representation or recommendation whatsoever regarding the Tender Offer, or any recommendation as to whether Holders should tender Notes in the Tender Offer.

Disclaimer

This announcement must be read in conjunction with the Offer to Purchase. This announcement and the Offer to Purchase contain important information which should be read carefully before any decision is made with respect to the Tender Offer. If any Holder is in any doubt as to the contents of this announcement or the Offer to Purchase or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser.

For more information contact:

Investor Relations

Barış Gökalp, Treasury Director

E-mail:[e-mail]