Marti Technologies Inc. entered into a definitive business combination agreement to acquire Galata Acquisition Corp. (NYSEAM:GLTA) from a group of shareholders for approximately $540 million in a reverse merger transaction on July 29, 2022. Marti pre-deal equity holders will initially receive 45 million shares (implying 71% of GLTA non-diluted shares outstanding). During the five-year period following the Closing Date, GLTA may issue to eligible holders of securities of Marti 9,000,000 additional lass A Ordinary Shares in the aggregate (the “ Earnout Shares ”), upon the achievement of a $20.00 per share price target. Combined company to have an implied initial enterprise value of approximately $532 million and expected to have an estimated $280 million in net cash proceeds after closing. Upon closing of the transaction, the company will be named Marti Technologies Inc., and Marti's ordinary shares are expected to trade on the New York Stock Exchange under the ticker symbol “MRT”. Upon closing, the combined operating entity will continue to be led by Alper Oktem as Chief Executive Officer, along with his experienced management team.

Transaction is subject to approval of stockholders of Marti and GLTA; all required filings, if any, under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“ HSR Act ”), having been completed and any applicable waiting period (and any extension thereof) applicable to the consummation of the Transactions under the HSR Act having expired or been terminated; the Registration Statement having been declared effective; the SPAC Class A Ordinary Shares to be issued pursuant to the Business Combination Agreement (including the Earnout Shares) and the Subscription Agreements (as defined below) having been approved for listing on the NYSE, SPAC having at least $5,000,001 of net tangible assets after giving effect to the redemption of public shares by SPAC's public shareholders; SPAC having cash on hand equal to or in excess of $50,000,000; completion of SEC review; regulatory approvals, a $150 million cash condition in favor of convertible note PIPE investors, and the satisfaction of other customary closing conditions. The transaction has been unanimously approved by the boards of directors of Marti and GLTA. As of April 28, 2023, the closing condition that SPAC have cash on hand equal to or in excess of $50,000,000 has been removed. Transaction is expected to close in the fourth quarter. As of April 28, 2023, the outside date has been extended to July 31, 2023.

B. Riley Securities is acting as capital markets advisor and placement agent to Galata. Ryan Maierson, Daniel Breslin, Paul Sheridan, Reza Mojtabaee-Zamani, Catherine Ozdogan, Nick DeNovio, Elena Romanova and Julie Crisp of Latham & Watkins LLP acting as legal counsels to Marti. William H. Gump, Michael E. Brandt and Danielle Scalzo of Willkie Farr & Gallagher LLP acting as legal counsels to Galata. White & Case LLP is acting as legal counsel to B. Riley Securities. Alan Dickson of Conyers acted as legal advisor to Marti. The transfer agent for Galata securities is Continental Stock Transfer & Trust Company. Galata engaged Scura Partners LLC to render an opinion to the Galata Board as to the fairness, from a financial point of view, of the proposed Business Combination. Verdi Hukuk Bürosu, Willkie Farr & Gallagher LLP, Maples and Calder (Cayman) and Ernst Young Kurumsal Finansman Danismanlik A.S. acted as due diligence providers to Galata. In connection with Scura Partners' services as a financial advisor to the Galata Board, Galata agreed to pay Scura Partners an aggregate fee of $200,000.