Business & Money | Friday 20 March, 2015 1:11 pm |

Turkish Airlines announced today the private offering of one tranche of enhanced equipment trust certificates with an aggregate face amount of U.S. $328,274,000 (the “Certificates”). The Certificates will represent an interest in a pass through trust. The trust will use the proceeds from the offering to acquire equipment notes (the “Equipment Notes”) to be issued by Bosphorus 2015 LLC, a newly formed Delaware limited liability company (the “Issuer”), and secured by three new Boeing 777-300ER aircraft scheduled to be delivered in March 2015 and April 2015. The security interest in each of the aircraft will benefit from the protections of the Cape Town Convention on International Interests in Mobile Equipment and the Protocol thereto on Matters Specific to Aircraft Equipment, as enacted in Turkey.

Proceeds from the sale of the Equipment Notes will be used by the Issuer to fund the acquisition of the Boeing 777-300ER aircraft, each of which the Issuer will lease to Turkish Airlines under a separate finance lease agreement.

The Certificates will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction (including registration or approval for sale under the securities laws and regulations of Turkey) and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and state securities laws. The Certificates will be offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and to persons other than U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

This press release shall not constitute an offer to sell the Certificates or the solicitation of an offer to buy the Certificates, nor will there be any sale of the Certificates, in any state or jurisdiction where such offer, solicitation or sale is not permitted. The Certificates will be offered only through a preliminary and final offering memorandum and this press release is not intended to serve as the basis for any investment decision.

Caution Regarding Forward-Looking Information
Certain statements contained in this release are forward-looking within the meaning of the U.S. federal securities laws and certain applicable jurisdictions. Forward-looking statements relate to analyses and other information that are based on forecasts or future results and estimates of amounts not yet determinable. These statements may involve, but are not limited to, comments relating to preliminary results, guidance, strategies, expectations, financial results, operations or future actions. Forward-looking statements are identified by the use of terms and phrases such as “preliminary”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “predict”, “project”, “will”, “would” and similar terms and phrases, or the negative thereof, including references to assumptions. Forward-looking statements, by their nature, are based on assumptions, including those described herein, and are subject to important risks and uncertainties. Actual results may differ materially from results indicated in forward-looking statements due to a number of factors, including without limitation: industry, market and credit conditions; the ability to reduce operating costs and secure financing; competition; airport capacity constraints; general economic conditions (including interest rates, foreign currency exchange rates, investment or credit market conditions, crude oil prices, costs of aircraft fuel and energy refining capacity in relevant markets); and regulatory, legislative or judicial developments. In addition, the proposed offering of Certificates is subject to general market and other conditions and there are no assurances that the proposed offering will be completed or that the terms of the offering will not be modified.

The forward-looking statements contained in this release represent Turkish Airlines’ expectations as of the date of this release and are subject to change after such date. Although Turkish Airlines has attempted to identify important factors that could cause actual results to differ materially from those identified in the forward-looking statements, there may be other factors that could cause actual results not to be as anticipated, estimated or intended. Turkish Airlines disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.

About Turkish Airlines:
Turkish Airlines, Turkey’s flag carrier airline, offers air transportation and related services in Turkey and across the globe. Turkish Airlines’ principal place of business is Istanbul Atatürk Airport from which it has created and currently maintains a well-balanced and extensive route network both directly and through alliances and codeshare arrangements. In addition, Turkish Airlines has a significant presence at Istanbul Sabiha Gökçen International Airport. As of 31 December 2014, Turkish Airlines flew to more than 260 destinations worldwide and was able to reach 115 additional destinations through its Star Alliance partners.
About Star Alliance:
The Star Alliance network was established in 1997 as the first truly global airline alliance to offer worldwide reach, recognition and seamless service to the international traveller. Its acceptance by the market has been recognized by numerous awards, including the Air Transport World Market Leadership Award and Best Airline Alliance by both Business Traveller Magazine and Skytrax. The member airlines are: Adria Airways, Aegean Airlines, Air Canada, Air China, Air India, Air New Zealand, ANA, Asiana Airlines, Austrian, Avianca, Brussels Airlines, Copa Airlines, Croatia Airlines, EGYPTAIR, Ethiopian Airlines, EVA Air, LOT Polish Airlines, Lufthansa, Scandinavian Airlines, Shenzhen Airlines, Singapore Airlines, South African Airways, SWISS, TAP Portugal, Turkish Airlines, THAI and United. The integration of Avianca Brasil is currently in progress. Overall, the Star Alliance network currently offers more than 18,500 daily flights to 1,316 airports in 192 countries.