April 2 (Reuters) - ARÇELİK:
* SAID MONDAY TRANSACTIONS INVOLVING THE PARTNERSHIP OF
WHIRLPOOL
CORP. AND ARÇELIK'S EU OPERATIONS UNDER CONTROL OF ARÇELIK AND
ACQUISITION OF WHIRLPOOL CORP.'S ACTIVITIES IN MENA CLOSES
* FOLLOWING FULFILLMENT OF THE CLOSING CONDITIONS STIPULATED
IN
AGREEMENT, ON APRIL 1, ENTIRE SHARE CAPITAL OF WHIRLPOOL EUROPE
HOLDING BV (WHIRLPOOL EUROPE), WHICH OWNS ALL PRODUCTION, SALES,
AND MARKETING SUBSIDIARIES OF WHIRLPOOL CORPORATION IN EUROPE,
WAS TRANSFERRED BY WAY OF IN-KIND CAPITAL CONTRIBUTION TO BEKO
EUROPE, WHERE ARÇELIK'S EUROPEAN SUBSIDIARIES' SHARES WERE
TRANSFERRED, WITH 75% OF BEKO EUROPE'S CAPITAL ALLOCATED TO BEKO
B.V. AND 25% TO WHIRLPOOL EMEA
* POST-CLOSING, ULTIMATE PARTNERSHIP STRUCTURE WILL BE
DETERMINED
BASED ON THE CLOSING FINANCIAL STATEMENTS TO BE PREPARED WITHIN
A MAXIMUM OF 90 DAYS, FOLLOWING FINALIZATION OF THE NET
INDEBTEDNESS AND NET WORKING CAPITAL ADJUSTMENTS.
* PARTIES WILL MAKE CASH PAYMENTS TO BEKO EUROPE OF UP TO
EUR 30
MILLION (IF NEEDED) TO ENSURE THAT PARTNERSHIP RATIO REMAINS
SAME AS DETERMINED BY FINALIZED CLOSING FINANCIAL STATEMENTS
* IN EVENT THAT THERE IS A NEED FOR A PAYMENT EXCEEDING THE
PREDETERMINED AMOUNT TO MAINTAIN THE PARTNERSHIP RATIO, THE
PARTIES HAVE THE RIGHT TO MAKE SUCH PAYMENT OR ACCEPT A NEW
PARTNERSHIP RATIO
* CONSOLIDATED NET REVENUE FOR ARÇELIK'S SUBSIDIARIES
SUBJECT TO
THE TRANSACTION AT END OF 2023 IS APPROXIMATELY EUR 2.4 BILLION
* CONSOLIDATED NET REVENUE FOR WHIRLPOOL'S EUROPEAN
SUBSIDIARIES
SUBJECT TO THE TRANSACTION AT THE END OF 2023 IS APPROXIMATELY
EUR 3 BILLION, BASED ON UNCONFIRMED FINANCIAL INFORMATION
* ALL SHARES OF TWO SUBSIDIARIES OF WHIRLPOOL CORPORATION,
NAMELY
WHIRLPOOL MEEA DMCC AND WHIRLPOOL MAROC S.A R.L., OPERATING IN
MENA MARKET IN UNITED ARAB EMIRATES AND MOROCCO, RESPECTIVELY,
ALONG WITH WHIRLPOOL'S ACTIVITIES IN MENA REGION, WERE ACQUIRED
BY BEKO B.V. ON APRIL 1, FOLLOWING CLOSING PROCEDURES OUTLINED
IN MENA SHARE PURCHASE AGREEMENT
* TRANSACTION AMOUNT, WHICH WAS ESTIMATED AT EUR 20 MILLION
SUBJECT TO ADJUSTMENTS FOR NET INDEBTEDNESS AND NET WORKING
CAPITAL BASED ON CLOSING FINANCIAL STATEMENTS, HAS BEEN
CALCULATED AS EUR 38 MILLION, TAKING INTO ACCOUNT THE IMPACT OF
CURRENT FINANCIAL INFORMATION ON THE NET CASH POSITION, AND
* THIS AMOUNT WAS PAID TO WHIRLPOOL EMEA ON APRIL 1, 2024
* THIS AMOUNT WILL ALSO BE SUBJECT TO FURTHER ADJUSTMENTS
BASED ON
THE FINALIZED CLOSING FINANCIAL STATEMENTS
* ESTIMATED CONSOLIDATED NET REVENUE OF THE WHIRLPOOL
SUBSIDIARIES
ACQUIRED IN THE MENA TRANSACTION FOR THE YEAR 2023 IS
APPROXIMATELY EUR 121 MILLION.
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(Gdansk Newsroom)