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4.2.3. Exit: Merger or Liquidation
(A)Merger
As outlined in in Sub-Section 4.1 [Essentials], Article 4(1)(a) of the Communiqué…
Moreover, Turkish SPACs cannot merge with foreign target companies since merger transactions…
Nevertheless, pursuant to Article 12(8) of the Communiqué (II-23.2), SPACs are not…
•If the transaction involves the merge of two companies, it is not permitted to:…
-increase the public company’s capital by 100%, in merger by acquisition; and…
-issue shares to the shareholders of the public company representing less than half…
•If the transaction involves the merge of more than two companies, it is not permitted…
-increase the public company’s capital for each of the private companies being acquired…
-issue shares to the shareholders of the public company which would result in less…
•In the case where the acquiring company is a private entity in a merger transaction,…
As for the shareholder vote on the merger, both Article 13(f)(s) of the Communiqué…
On a separate note, there is no reference to conversion threshold under the relevant…
Merger transactions are deemed as material events and ordinarily entitle minority…
It is also important to note that according to Article 18(1)(d) of the Communiqué…
4.2.2. IPO
(B)Liquidation