Turkiye Garanti Bankasi A.S.: Receipt of necessary approvals for the voluntary tender offer process and CMB approval to voluntary tender offer information memorandum

TO: Investment Community

FROM : Garanti BBVA / Investor Relations

SUBJECT: Receipt of necessary approvals for the voluntary tender offer process and CMB approval to voluntary tender offer information memorandum

DATE: March 31, 2022

Re: Public disclosure dated 15.11.2021 and 18.11.2021

Banco Bilbao Vizcaya Argentaria, S.A. ("BBVA"), has informed Türkiye Garanti Bankası A.Ş. ("Garanti BBVA") of the following:

 In relation with the voluntary tender offer launched by BBVA for the entire share capital of Garanti BBVA ("VTO"), the relevant authorisations required, both in Turkey and in other jurisdictions, for the acquisition of more than 50% of Garanti BBVA total share capital were obtained. Accordingly, BBVA applied to the Capital Markets Board of Turkey ("CMB") for its approval on  the VTO and the information memorandum in accordance with Section 4 of the Communiqué on Takeover Bids (Pay Alım Teklifi Tebliği) no. II-26.1 ("Communiqué"). As of today, the CMB approved the information memorandum in accordance with Section 4 of the Communiqué in their letter numbered E-29833736-110.05.05-19391 and dated March 31, 2022.

The information memorandum on the VTO is attached and will be available to Garanti BBVA shareholders and investors on the following webpages: https://kap.org.tr, https://www.garantibbvainvestorrelations.com,  https://www.garantibbva.com.tr, https://www.bbva.com and https://www.garantibbvayatirim.com.tr.

The tender offer period for the VTO will start on April 4, 2022 and will last for a term of 20 business days (i.e. VTO ending date on April 29, 2022). As indicated in the information memorandum on the VTO attached, the VTO price is TRY 12.20 for shares with a nominal value of TRY 1.00.

In contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.

We declare that our above statements are in conformity with the principles included in the Board's Communiqué, Serial II Nr.15.1, that it exactly reflects the information we received; that the information complies with our records, books and documents; that we did our best to obtain the correct and complete information relative to this subject and that we are responsible for the declarations made in this regard.

Yours sincerely,

Garanti BBVA

Contact Garanti BBVA Investor Relations:

Tel: +90 212 318 2352

Fax: +90 212 216 5902

E-mail: [email protected]

www.garantibbvainvestorrelations.com