Category: Turkiye

The Aksan Law Firm has advised the Turkiye Kalkinma Fonu on the establishment of the TUBITAK Bigg Fund with anchor investor TUBITAK – the Scientific and Technological Research Council of Turkiye.

According to the firm, TUBITAK is the leading agency for managing, funding, and conducting research in Turkey.

Turkiye Kalkinma Fonu, a development fund, was established in 2019 by the Development and Investment Bank of Turkey and aims to invest in companies and funds that support Turkiye’s sustainable development. It has six sub-funds with a total committed capital of approximately TRY 1.6 billion.

The Aksan Law Firm team included Partner Alper Onar and Associate Betul Colak.

Aksan did not respond to our inquiry on the matter.

Gokce Ildiri Cosguner has been promoted to a Partner position with Kolcuoglu Demirkan Kocakli in Istanbul.

Ildiri Cosguner has been with the firm since 2012 and is part of its M&A team. In 2019 she was promoted to Senior Associate and, in 2022, to Managing Associate, before the move to the partnership.

According to the firm, she “has significant experience in domestic and cross-border acquisitions, with an emphasis on private equity transactions.”

Former Moral Kinikoglu Pamukkale Kokenek Name Partner Sertac Kokenek has joined Norton Rose Fulbright Turkish affiliated firm Pekin Bayar Mizrahi as an Equity Partner.

At his new firm, Kokenek will be co-heading the M&A and private equity practice and heading the employment and compliance practices.

Kokenek had been with his previous firm since 2022, when he joined Moral & Partners leading to its rebranding to Moral Kinikoglu Pamukkale Kokenek (as reported by CEE Legal Matters on July 22, 2022). Before that, he had been with the Baker McKenzie-affiliated Esin Attorney Partnership since 2010. He first joined the Esin team in 2010 and made Partner in 2021 (as reported by CEE Legal Matters on July 14, 2021). Earlier still, he was an Associate with the Bener Law Office, between 2007 and 2009.

“We are excited to welcome Sertac to the firm,” Pekin Bayar Mizrahi Managing Partner Selin Bayar commented. “Sertac is recognized as a brilliant lawyer offering outstanding client service. Our global platform is the perfect fit for his multi-disciplinary practice.”

Following Kokenek’s departure, his previous firm changed its name to Moral Kinikoglu Pamukkale.

With its announcement dated 10.01.2024, the Competition Authority imposed an administrative fine of TL 4,796,152.96  per day (on the basis of its gross revenues in 2022) on META Economic Unity commencing from 12.12.2023 until the Final Compliance Remedy is submitted to the Competition Authority. 

Reason of Violation: On 11.01.2021, the Competition Authority initiated an ex officio investigation on  META. During this investigation, it was found that META companies have been involved in data sharing among themselves since 2016. With this investigation, it was determined that Facebook violated article 6 of the Law No. 4054 by making it difficult for competitors in the online video advertising market and personal social network services by merging data collected from its core services Facebook, Instagram and Whatsapp, and creating barriers to entry in the market. In this context, it was rendered that, META should take necessary measures to end the said violation and ensure effective competition, as well as submit these measures to the Competition Authority, implement the necessary measures within 6 months, and from the start of the initial compliance measures submit reports to the Competition Authority once a year for a period of 5 years. 

Extension Request: Upon notification of the said decision to META, the Competition Authority accepted the extension request and granted time to META until 09.12.2023 for the submission of the measures (the deadline for submission of the measures is 11.12.2023). 

Conclusion: Although META submitted compliance measures to the Competition Authority within the given period, the Competition Authority rendered a decision that the proposed solutions by META is not sufficient enough. Therefore the Competition Authority imposed an admistrative fine for each day starting from 12.12.2023 until the Final Compliance Remedy is registered within the Competition Authority.

By Ozge Tuncel, Associate Partner, and Esra Agic, Senior Associate, KP Law

Former Senior Associate Tugba Aksoy Bozkurt has become a Partner at the Ergun Law Offices in Istanbul.

According to Ergun, Aksoy Bozkurt “has been representing mainly commercial banks, IFIs, MDBs, and ECAs in various sectors, with a special focus on energy, infrastructure, and PPP projects.”

Aksoy Bozkurt is a finance specialist and has been with the firm since 2019. Before that, she spent a year with Selvi & Ertekin and, earlier, three and a half years with the ASC Law Firm.

“As a homegrown Partner, [Tugba Aksoy Bozkurt] will continue to add value in building on our unique strengths in the banking & finance and project finance areas,” the Ergun Law Offices announced.

Baker McKenzie and its Esin Attorney Partnership affiliate have advised a club of banks including ING Bank, ING Bank Singapore, Bank of China Limited Beijing, the Development Bank of Kazakhstan, Halyk Bank, and AB Bank of China Kazakhstan on the USD 286 million financing of the development a soda ash production facility by the Yildirim Group in Kazakhstan. Morgan Lewis & Bockius reportedly advised the Yildirim Group.

According to Esin, “the lenders have signed three facility agreements worth a total of USD 286 million with Qazaq Soda Limited Liability Partnership as the borrower and Yildirim Holding and Eti Krom as guarantors.”

CEE Legal Matters reported on the establishment of the Qazaq Soda plant back on November 21, 2021. 

The Esin Attorney Partnership team included Partner Muhsin Keskin, Senior Associate Zeki Nizam Cebe, and Associates Oyku Ruya Turkogullari and Serap Suer.

The Baker McKenzie team included lawyers from Frankfurt, London, Amsterdam, and Almaty.

Aydemir Consultancy Legal, working with Toda & Nel-Lo, has advised Tosyali on its acquisition of STS from Baika Steel Tubular Systems. Arruti Abogados advised the sellers.

The Tosyali Holding is a Turkish group that operates in the steel industry, with 10,000 employees on three continents and a 6 million-ton steel production capacity.

STS is a Spanish spiral pipe producer.

Baika Steel Tubular Systems manufactures helical welded steel tubes.

According to Aydemir, “this acquisition is expected to underpin Tosyal’s globally strong presence and leadership position in Europe in steel pipe production.”

The Aydemir team was led by Partner Gupse Hatko-Aydemir.

The Arruti team was led by Lawyer Nora Urtizberea Puy.

The Communiqué No. 2010/4 (the “Communiqué“) requires approval of the Competition Board (the “Board“) on mergers, acquisitions and privatisation transactions that fall within its scope in order for those to be legally valid. The Turkish Competition Authority releases data relating to transactions requiring the Board’s clearance and examines those transactions in an annual report. In this respect, the transactions reviewed by the Board in 2023 were disclosed to public on January 5, 2024 through the Mergers and Acquisitions Overview Report (the “Report“) [available in Turkish only].

The turnover thresholds and other rules applicable to mergers and acquisitions requiring the Board’s approval can be found in our article entitled Significant Amendments in the Communiqué on Competition Authority’s Approval in M&A Transactions.

A Total of 217 Merger and Acquisition Transactions Reviewed

The Competition Authority examined a total of 217 merger and acquisition transactions throughout the year 2023. Among these, 94 involved target companies of Turkish origin with the total value amounting to 162 billion 555 million Turkish Liras. The key data for these 217 transactions are as follows:

• 48 mergers and acquisitions with a value of 81 billion 924 million Turkish Liras, in which all parties were companies of Turkish origin,
• 41 mergers and acquisitions with a value of 67 billion 293 million Turkish Liras, with at least one of the parties in each of the 41 mergers and acquisitions being Turkish and foreign companies; and
• 118 merger and acquisition transactions with a value of 57 trillion 375 billion Turkish Liras, in which all parties were foreign companies.

Accordingly, while the total value of all transactions examined correspond to approximately 57 trillion 524 billion Turkish Liras, around 57 trillion 375 billion Turkish Liras of this amount originates from transactions with all parties are foreign. Although the number of transactions examined decreased by 12% compared to the previous year, the noteworthy aspect is the 57% increase in transaction value in dollar terms.

In 2023, only one mergers and acquisition transaction requiring a more in-depth examination of its impact on the competitive landscape has been subjected to the final review by the Board. The report indicates that the examination process is still ongoing.

Germany and the Netherlands Rank in First Place Among Foreign Investors

In the Report, the investment transactions of foreign investors in Turkish companies were scrutinized, revealing that foreign investors invested a total of approximately 68 billion Turkish Liras (USD 2.86 billion) in Turkish companies in 35 different transactions, with investors from Germany and the Netherlands leading the way. The report highlights that, compared to the year 2022, where investors from the United Arab Emirates and the Netherlands led with approximately 43 billion Turkish Liras (USD 2.59 billion) in 36 transactions, there is a relatively slight increase in transaction value. The Report further notes that the total value of transactions carried out by foreigners abroad amounted to 57 trillion 362 billion Turkish Liras, which includes 113 transactions reported to the Competition Authority.

In addition, in 2023, among the industries that attracted global investments, computer programming, consultancy and related activities, programming and publishing, food production, production of chemical products, production of basic pharmaceutical products, and wholesale and retail trade and repair of motor vehicles and motorcycles were the most prominent.

Highest Transaction Value Is in the Animal Production Industry

According to the Report, in 2023, the sector with the highest transaction value was “animal production”, while the sectors with the highest number of transactions were “electric power generation, transmission and distribution” and “computer programming, consultancy and related activities”. In contrast to 2022, where both the highest number of transactions and the highest transaction value were identified in the “electricity generation, transmission and distribution”, it is noteworthy that the transaction value of animal production surpasses the electricity sector in the last year. 

In terms of mergers and acquisitions transactions where the target company is of Turkish origin, the first sector with the highest transaction volume is “agriculture, forestry and fishing” with 36.8 billion Turkish Liras, followed by “transport and storage” with 34.3 billion Turkish Liras, and the third place is “wholesale and retail trade; repair of motor vehicles and motorcycles” with 30.1 billion Turkish Liras.

The Leader in Privatisation Became the Manufacture of Apparel

According to the Report, only three privatisation transactions were subject to the Board’s review in the year 2023. These privatization transactions were carried out in relation to the (i) furniture, (ii) textile products, (iii) apparel, and (iv) manufacturing industries.

Among these privatization transactions, the sector with the highest transaction value is “manufacture of apparel” with an approximate value of 268 million Turkish Liras. The Report indicates that the share of privatisation transactions in total Turkish transactions in 2023 is approximately 0.026%. This represents a significant decrease in privatization deals compared to the 16% share reported for the year 2022.

By Zahide Altunbas Sancak, Partner, and Beliz Boyalikli, Associate, Guleryuz Partners

Paksoy has advised Borusan Lojistik on its USD 33.2 million loan from the European Bank for Reconstruction and Development.

Borusan Lojistik is a Turkish integrated logistics service provider and operator of the Borusan Port. Among others, it offers land transportation, automotive logistics, warehousing, supplier chain solution development, project logistics, ship organization and project consultancy, energy logistics, and heavy transportation services.

According to Paksoy, the loan will be used to finance Borusan Lojistik’s investments to upgrade and expand Borusan Port’s facilities, accelerate digitalization at the company, and renew the logistics fleet.

The Paksoy team included Partner Sera Somay, Counsel Beril Paksoy, and Associate Muhammed Tosun.

Baker McKenzie has advised Fairfax Financial Holdings Limited on its acquisition of KIPCO’s 46.32% stake in the Gulf Insurance Group for approximately USD 860 million.

Fairfax is a Toronto-headquartered and listed holding primarily engaged in property and casualty insurance and reinsurance and the associated investment management.

Listed on Boursa Kuwait, GIG is among the largest and most diversified insurance groups in the Middle East and North Africa, according to Baker, with operations across 12 countries and a market-leading presence in Kuwait, Jordan, Bahrain, and Egypt.

“Following the closing of the acquisition in December 2023, Fairfax’s shareholding in GIG increased from 43.69% to 90.01%. In accordance with regulations of the Capital Markets Authority of Kuwait, closing of the acquisition requires Fairfax to initiate a mandatory tender offer to all other holders of shares in GIG. Fairfax intends to launch the MTO in the first quarter of 2024,” the firm announced.

The Baker McKenzie team included Istanbul-based Partner Muhsin Keskin and Associates Ece Deniz Gunel, Esen Ergul, and Irem Turgut as well as teams from the firm’s London, Dubai, Riyadh, Bahrain, Cairo, Brussels, Amsterdam, and Toronto offices.