Quarterly Report • May 9, 2025
Quarterly Report
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ÜLKER BİSKÜVİ SANAYİ A.Ş. AND ITS SUBSIDIARIES
CONVENIENCE TRANSLATION INTO ENGLISH OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 31 MARCH 2025 (ORIGINALLY ISSUED IN TURKISH)
| CONTENTS | PAGE |
|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 1-2 |
| CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS | 3 |
| CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME | 4 |
| CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY | 5 |
| CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | 6-7 |
| NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 8-33 |
| NOTE 1 | ORGANIZATION AND OPERATIONS OF THE GROUP | 8 |
|---|---|---|
| NOTE 2 | BASIS OF PRESENTATION OF THE CONSOLIDATED FINANCIAL STATEMENTS | 9-12 |
| NOTE 3 | SEGMENT REPORTING | 12 |
| NOTE 4 | CASH AND CASH EQUIVALENTS | 13 |
| NOTE 5 | FINANCIAL INVESTMENTS | 13 |
| NOTE 6 | FINANCIAL LIABILITIES | 14-15 |
| NOTE 7 | TRADE RECEIVABLES AND PAYABLES | 16 |
| NOTE 8 | OTHER RECEIVABLES AND PAYABLES | 16 |
| NOTE 9 | DERIVATIVE INSTRUMENTS | 17 |
| NOTE 10 | INVENTORIES | 17 |
| NOTE 11 | PROPERTY, PLANT AND EQUIPMENT | 18-19 |
| NOTE 12 | GOODWILL | 20 |
| NOTE 13 | INTANGIBLE ASSETS | 21 |
| NOTE 14 | PROVISIONS, CONTINGENT ASSETS AND LIABILITIES | 22 |
| NOTE 15 | REVENUE AND COST OF SALES | 23 |
| NOTE 16 | EXPENSES BY NATURE | 23 |
| NOTE 17 | FINANCE INCOME | 24 |
| NOTE 18 | FINANCE EXPENSES | 24 |
| NOTE 19 | NET MONETARY POSITION GAINS/(LOSSES) | 24 |
| NOTE 20 | TAX ASSETS AND LIABILITIES | 25-27 |
| NOTE 21 | EARNINGS PER SHARE | 27 |
| NOTE 22 | RELATED PARTY DISCLOSURES | 27-29 |
| NOTE 23 | NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS | 30-32 |
| NOTE 24 | FINANCIAL INSTRUMENTS | 33 |
| NOTE 25 | EVENTS AFTER THE REPORTING PERIOD | 33 |
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| Note | Unaudited Current Period 31 March 2025 |
Audited Prior Period 31 December 2024 |
|
|---|---|---|---|
| ASSETS | |||
| Current Assets | 77,284,896 | 71,662,267 | |
| Cash and Cash Equivalents | 4 | 23,936,928 | 28,955,471 |
| Financial Investments | 5 | 5,768 | 5,991 |
| Trade Receivables | |||
| - Trade Receivables from Related Parties | 7,22 | 18,634,177 | 15,982,393 |
| - Trade Receivables from Third Parties | 7 | 8,744,771 | 8,121,007 |
| Other Receivables | |||
| - Other Receivables from Related Parties | 8,22 | 2,190,084 | 2,188,521 |
| - Other Receivables from Third Parties | 8 | 806,571 | 732,536 |
| Derivative Instruments | 9 | 1,706,291 | 479,458 |
| Inventories | 10 | 19,099,042 | 13,021,147 |
| Prepaid Expenses | |||
| - Prepaid Expenses to Third Parties | 962,304 | 1,153,467 | |
| Current Income Tax Assets | 47,182 | 137,145 | |
| Other Current Assets | 1,151,778 | 885,131 | |
| Non-Current Assets | 34,994,743 | 35,580,073 | |
| Financial Investments | 5 | 5,277,871 | 5,400,179 |
| Property, Plant and Equipment | 11 | 25,199,949 | 25,597,416 |
| Intangible Assets | |||
| - Goodwill | 12 | 2,434,935 | 2,427,923 |
| - Other Intangible Assets | 13 | 1,826,601 | 1,867,089 |
| Prepaid Expenses | 144,902 | 117,906 | |
| Deferred Tax Asset | 20 | 110,485 | 169,560 |
| TOTAL ASSETS | 112,279,639 | 107,242,340 |
1
| Unaudited | Audited | ||
|---|---|---|---|
| Current Period | Prior Period | ||
| Note | 31 March 2025 | 31 December 2024 | |
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||
| Current Liabilities | 33,982,563 | 31,306,698 | |
| Short-Term Borrowings | 6 | 7,796,383 | 4,627,040 |
| Short-Term Portion of Long-Term Financial Liabilities | 6 | 12,103,215 | 12,184,411 |
| Trade Payables | |||
| - Trade Payables to Related Parties | 7,22 | 3,043,426 | 3,424,278 |
| - Trade Payables to Third Parties | 7 | 6,817,662 | 7,877,505 |
| Payables Related to Employee Benefits | 687,281 | 576,520 | |
| Other Payables - Other Payables to Third Parties |
8 | 2,244 | 9,697 |
| Deferred Income | 59,289 | 111,108 | |
| Current Income Tax Liabilities | 20 | 423,464 | 293,062 |
| Short-Term Provisions | |||
| - Provisions for Employee Benefits | 837,086 | 945,429 | |
| - Other Short-Term Provisions | 1,699,496 | 653,327 | |
| Other Current Liabilities | 513,017 | 604,321 | |
| Non-Current Liabilities | 39,120,533 | 39,090,921 | |
| Long-Term Borrowings | 6 | 35,521,562 | 36,028,986 |
| Long-Term Provisions | |||
| - Provisions for Employee Benefits | 1,803,119 | 1,845,756 | |
| Deferred Tax Liability | 20 | 1,795,852 | 1,216,179 |
| SHAREHOLDERS' EQUITY | 39,176,543 | 36,844,721 | |
| Equity Attributable to Equity Holders' of the Parent | 36,650,682 | 34,430,679 | |
| Paid in Capital | 369,276 | 369,276 | |
| Share Capital Adjustment Differences | 9,734,586 | 9,734,586 | |
| Share Premiums | 5,299,653 | 5,299,653 | |
| Effect of Business Combinations Under Common Control | (4,785,155) | (4,785,155) | |
| Accumulated Other Comprehensive Income or Expenses | |||
| Not to be Reclassified to Profit or Loss | |||
| - (Losses) on Reameasurement of Defined Benefit Plans | (1,266,071) | (1,296,290) | |
| - Increases on Revaluation of Plant, Property and Equipment | 3,820,224 | 3,763,166 | |
| - Gains From Financial Assets Measured at Fair Value Through | |||
| Other Comprehensive Income | 2,331,791 | 2,718,883 | |
| Accumulated Other Comprehensive Income or Expenses | |||
| to be Reclassified to Profit or Loss | |||
| - Foreign Currency Translation Differences | (1,793,664) | (1,939,370) | |
| - Cash Flow Hedging (Losses) | (1,404,095) | (1,364,839) | |
| Restricted Reserves Appropriated from Profit | 2,428,090 | 2,428,090 | |
| Prior Years' Profit | 19,502,679 | 11,357,464 | |
| Net Profit for the Period | 2,413,368 | 8,145,215 | |
| Non-Controlling Interests | 2,525,861 | 2,414,042 | |
| TOTAL LIABILITIES AND EQUITY | 112,279,639 | 107,242,340 |
| Note | Unaudited Current Period 1 January- 31 March 2025 |
Reviewed Prior Period 1 January 31 March 2024 |
|
|---|---|---|---|
| Revenue | 15 | 26,962,317 | 27,069,643 |
| Cost of Sales (-) | 15 | (17,946,855) | (18,417,380) |
| GROSS PROFIT | 9,015,462 | 8,652,263 | |
| General Administrative Expenses (-) | 16 | (660,350) | (664,690) |
| Marketing Expenses (-) | 16 | (3,251,343) | (2,818,513) |
| Research and Development Expenses (-) | 16 | (140,298) | (107,188) |
| Other Operating Income | 1,131,685 | 1,866,214 | |
| Other Operating Expenses (-) | (720,551) | (1,142,493) | |
| OPERATING PROFIT | 5,374,605 | 5,785,593 | |
| Income from Investment Activities | 3,389,556 | 1,834,284 | |
| Expenses from Investment Activities (-) | (575,094) | (5,220) | |
| OPERATING PROFIT BEFORE FINANCIAL | |||
| INCOME AND EXPENSES | 8,189,067 | 7,614,657 | |
| Financial Income | 17 | 1,204 | 19,260 |
| Financial Expenses (-) | 18 | (5,439,054) | (4,440,533) |
| Net Monetary Gains | 19 | 706,992 | 1,817,706 |
| PROFIT FROM OPERATIONS BEFORE TAX | 3,458,209 | 5,011,090 | |
| Tax Expense | (879,164) | (1,584,619) | |
| Current Tax Expense (-) | 20 | (287,036) | (281,770) |
| Deferred Tax Expense (-) | 20 | (592,128) | (1,302,849) |
| PROFIT FOR THE PERIOD | 2,579,045 | 3,426,471 | |
| Distribution of the Profit for the Period | |||
| Non-Controlling Interest | 165,677 | 433,337 | |
| Equity Holders of the Parent | 2,413,368 | 2,993,134 | |
| Earnings Per Share | 21 | 6.54 | 8.11 |
| Unaudited Current Period 1 January- 31 March 2025 |
Reviewed Prior Period 1 January 31 March 2024 |
|
|---|---|---|
| PROFIT FOR THE PERIOD | 2,579,045 | 3,426,471 |
| OTHER COMPREHENSIVE INCOME | ||
| Not to be Reclassified to Profit or Loss | (299,815) | (323,945) |
| Gains/(Losses) on Remeasurement of Defined Benefit Plans | 40.293 | (201.039) |
| (Losses) from Investments in Equity Financial Instruments | (122,308) | (378,815) |
| Taxes on Other Comprehensive Income That will not be | ||
| Reclassified to Profit or Loss | ||
| Gains/(Losses) on Remeasurement of Defined Benefit Plans, | ||
| Tax Effect | (10,074) | 52,439 |
| Property, Plant and Equipment Revaluation Increases, | ||
| Tax Effect | 57,058 | 131,369 |
| (Losses) from Investments in Equity Financial Instruments, | ||
| Tax Effect | (264,784) | 72,101 |
| Items to be Reclassified to Profit or Loss | 52,592 | (2,133,630) |
| Foreign Currency Translation Differences | 91,848 | (1,850,543) |
| (Losses) on Cash Flow Hedges | (52,341) | (377,449) |
| Taxes on Other Comprehensive Income that will be | ||
| Reclassified to Profit or Loss | ||
| (Losses) on Cash Flow Hedges, Tax Effect | 13,085 | 94,362 |
| OTHER COMPREHENSIVE (LOSS) | (247,223) | (2,457,575) |
| TOTAL COMPREHENSIVE INCOME | 2,331,822 | 968,896 |
| Distribution of Total Comprehensive Income | ||
| Non-Controlling Interests | 111,819 | (37,534) |
| Equity Holders of the Parent | 2,220,003 | 1,006,430 |
(Amounts on tables expressed in thousand TL terms of purchasing power of Turkish Lira ("TL") as of 31 March 2025 unless otherwise stated)
| Accumulated Other Accumulated Other Comprehensive Income and Comprehensive Income and Expenses that will not be Reclassified to Profit or Expenses that will be Loss Reclassified to Profit or Loss |
Retained Earnings |
||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Paid in Capital |
Share Capital Adjustment Differences |
Share Premiums |
Effect of Business Combinations Under Common Control |
Foreign Currency Translation Differences |
Cash Flow Hedge (Losses) |
Revaluation of Plant, Property and Equipment |
(Losses) on Remeasurement of Defined Benefit Plans |
Gains From Financial Assets Measured at Fair Value Through Other Comprehensive Income |
Restricted Reserves Appropriated from Profit |
Net Profit for the Period |
Prior Periods' Profit |
Equity Attributable to Equity Holders of the Parent |
Non Controlling Interest |
Total | |
| As of 1 January 2024 | 369,276 | 9,734,586 | 5,299,653 | (26,160,047) | (559) | (1,366,225) | 3,227,346 | (920,810) | 3,214,246 | 2,428,090 | 5,369,282 | 27,363,074 | 28,557,912 | 2,908,864 | 31,466,776 |
| Transfers Total Comprehensive Income |
- - |
- - |
- - |
- - |
- (1,382,561) |
- (283,087) |
- 138,183 |
- (152,525) |
- (306,714) |
- - |
(5,369,282) 2,993,134 |
5,369,282 - |
- 1,006,430 |
- (37,534) |
- 968,896 |
| As of 31 March 2024 | 369,276 | 9,734,586 | 5,299,653 | (26,160,047) | (1,383,120) | (1,649,312) | 3,365,529 | (1,073,335) | 2,907,532 | 2,428,090 | 2,993,134 | 32,732,356 | 29,564,342 | 2,871,330 | 32,435,672 |
| As of 1 January 2025 | 369,276 | 9,734,586 | 5,299,653 | (4,785,155) | (1,939,370) | (1,364,839) | 3,763,166 | (1,296,290) | 2,718,883 | 2,428,090 | 8,145,215 | 11,357,464 | 34,430,679 | 2,414,042 | 36,844,721 |
| Transfers Total Comprehensive Income |
- - |
- - |
- - |
- - |
- 145,706 |
- (39,256) |
- 57,058 |
- 30,219 |
- (387,092) |
- - |
(8,145,215) 2,413,368 |
8,145,215 - |
- 2,220,003 |
- 111,819 |
- 2,331,822 |
| As of 31 March 2025 | 369,276 | 9,734,586 | 5,299,653 | (4,785,155) | (1,793,664) | (1,404,095) | 3,820,224 | (1,266,071) | 2,331,791 | 2,428,090 | 2,413,368 | 19,502,679 | 36,650,682 | 2,525,861 | 39,176,543 |
| Note | Unaudited Current Period 1 January- 31 March 2025 |
Reviewed Prior Period 1 January 31 March 2024 |
|
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit for the period | 2,579,045 | 3,426,471 | |
| Adjustments to Reconcile Net Profit for the Period | |||
| Adjustments Related to Depreciation and Amortization | |||
| Depreciation expenses of property, plant and equipment | 11 | 517,634 | 512,525 |
| Amortization expenses of intangible assets | 13 | 3,355 | 8,129 |
| Adjustments Related to Impairment Loss (Reversal) | |||
| Adjustments for impairment of receivables | 7 | 11,625 | (2,576) |
| (Increase) in value of financial investment | (330) | (519) | |
| Provision for impairment of inventories | 10 | 6,240 | 3,190 |
| Adjustments Related to Provisions | |||
| Adjustments Related to Provisions for Employee Benefits | |||
| Provision for employment termination benefits | 168,023 | 172,689 | |
| Unused vacation accrual | 92,392 | 109,990 | |
| Performance premium accrual | 221,397 | 187,832 | |
| Adjustments Related to Provisions (Reversal) for | |||
| Lawsuits and/or Penalties | (4,246) | - | |
| Adjustments Related to Other Provisions (Reversal) (net) | 1,053,362 | 802,659 | |
| Adjustments Related to Interest (Income) and Expenses | |||
| Interest (income) | (941,737) | (294,973) | |
| Interest expenses | 18 | 1,280,576 | 1,495,496 |
| Adjustments Related to Tax Expenses | 20 | 879,164 | 1,584,619 |
| Adjustments Related to Losses/(Gains) on Disposals of | |||
| Non-Current Assets | |||
| Adjustments related to Losses /(Gains) arising from sale of | |||
| property, plant and equipment | 319 | (725) | |
| Adjustments Related to Other Items That Cause Cash | |||
| Flows Arising from Investment or Financing Activities | |||
| Change in foreign currency from financial liabilities (net) | 3,819,749 | 2,821,599 | |
| Change in foreign currency from investing activities (net) | (1,859,621) | (1,521,292) | |
| Commission expenses and financial income (net) | 337,525 | 104,178 | |
| Other Adjustments to Reconcile Profit/(Loss) | |||
| Rent income | (13,093) | (11,554) | |
| Adjustments related to monetary (gain) | (668,391) | (1,691,448) | |
| Net cash before changes in assets and liabilities | 7,482,988 | 7,706,290 |
| Note | Unaudited Current Period 1 January- 31 March 2025 |
Reviewed Prior Period 1 January 31 March 2024 |
|
|---|---|---|---|
| Changes in Working Capital | |||
| (Increase) in trade receivables | (1,169,292) | (1,098,543) | |
| (Increase) in receivables from related parties | (4,113,015) | (4,823,579) | |
| (Increase) in inventories | (6,448,932) | (829,283) | |
| (Increase) in other receivables and other assets | (359,451) | (465,182) | |
| (Decrease) in trade payables | (660,296) | (1,045,655) | |
| (Decrease) in payables to related parties | (67,779) | (677,066) | |
| Increase in other payables and liabilities | 68,283 | 485,760 | |
| Cash generated from activities | (5,267,494) | (747,258) | |
| Payments Related to Provisions for Employee Benefits | |||
| Employment termination benefit paid | (37,965) | (66,284) | |
| Unused vacation paid | (20,020) | (25,280) | |
| Performance premium paid | (349,169) | (288,402) | |
| Taxes paid | (66,670) | (134,236) | |
| Cash generated from operating activities | (5,741,318) | (1,261,460) | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Cash inflows from sales of property, plant and equipment | |||
| and intangible assets | 1,093 | 2,891 | |
| Cash outflows from purchase of property, plant and equipment | (176,671) | (370,254) | |
| Cash outflows from purchase of intangible assets | 13 | (264) | (5,530) |
| Changes in non-trade receivables from related parties | (201,654) | (203,948) | |
| Interest received | 941,737 | 294,973 | |
| Other cash advances given and payables | (26,995) | 36,129 | |
| Cash (outflows) from the purchase of shares or debt | |||
| instruments of other businesses or funds | - | (15,642) | |
| Proceeds from rental income | 13,093 | 11,555 | |
| Net cash generated/(used in) from investing activities | 550,339 | (249,826) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Cash inflows from borrowings | 5,918,984 | 1,913,050 | |
| Repayments of borrowings | (2,733,493) | (1,340,224) | |
| Cash (outflows) from derivative instruments | (1,136,431) | - | |
| Interest paid | (788,277) | (100,100) | |
| Commission paid | (337,525) | (104,177) | |
| Net cash generated from financing activities | 923,258 | 368,549 | |
| INFLATION EFFECT ON CASH AND CASH | |||
| EQUIVALENTS | (2,647,327) | (2,425,103) | |
| EFFECT OF FOREIGN EXCHANGE RATE CHANGE | |||
| ON CASH AND CASH EQUIVALENTS | 1,896,505 | 2,531,055 | |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | (5,018,543) | (1,036,785) | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING | |||
| OF THE PERIOD | 4 | 28,955,471 | 18,524,173 |
| CASH AND CASH EQUIVALENTS AT THE END | |||
| OF THE PERIOD | 4 | 23,936,928 | 17,487,388 |
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Ülker Bisküvi Sanayi A.Ş. ("the Company") and its subsidiaries (all together "the Group"), comprises of the parent Ülker Bisküvi Sanayi A.Ş. and fourteen subsidiaries in which the Company owns the majority share of the capital or which are controlled by the Company (2024: Fourteen).
Ülker Bisküvi Sanayi A.Ş. was established in 1944. The Company's core business activities are manufacturing of biscuits, chocolate, chocolate coated biscuits, wafers and cakes.
Ülker Bisküvi Sanayi A.Ş. went public by merging with Anadolu Gıda Sanayi A.Ş., which has been traded on Borsa Istanbul A.Ş. ("BIST") (Former Name: Istanbul Stock Exchange ("ISE") since 30 October 1996, under its own name as of 31 December 2003.
The headquarter of Ülker Bisküvi Sanayi A.Ş. is located Kısıklı Mah. Ferah Cad. No:1 Büyük Çamlıca Üsküdar/Istanbul.
As of 31 March 2025, the total number of people employed by the Group is 10,417, which contains 2,727 employees who worked as subcontractors (31 December 2024: 10,254, subcontractor: 2,556).
The main shareholder and controlling party of the Group is pladis Foods Limited. The ultimate parent of the Group is Yıldız Uluslararası Gıda Yatırımları A.Ş. Yıldız Uluslararası Gıda Yatırımları A.Ş., is the ultimate parent of pladis Foods Limited. Yıldız Uluslararası Gıda Yatırımları A.Ş. is managed by the Ülker Family.
As of 31 March 2025 and 31 December 2024, the names and percentages of the shareholders holding more than 5% of the Company's share capital are as follows:
| 31 March 2025 | 31 December 2024 | ||||
|---|---|---|---|---|---|
| Name of the Shareholders | Share | Percentage | Share | Percentage | |
| pladis Foods Limited | 174,420 | 47.23% | 174,420 | 47.23% | |
| Diğer | 194,856 | 52.77% | 194,856 | 52.77% | |
| 369,276 | 100% | 369,276 | 100% |
As of 31 March 2025 and 31 December 2024, the details of the subsidiaries ("Subsidiaries") under consolidation in terms of direct and effective share of ownership and principal business activities are as follows:
| 31 March 2025 | 31 December 2024 | |||||
|---|---|---|---|---|---|---|
| Subsidiaries | Ratio of Direct Ownership Ownership |
Ratio of Effective |
Ratio of Direct Ownership |
Ratio of Effective Ownership |
Nature of Operation |
|
| Atlas Gıda Pazarlama Sanayi ve Ticaret A.Ş. | 100.00% | 100.00% | 100.00% | 100.00% | Trading | |
| Reform Gıda Paz. San. ve Tic. A.Ş. | 100.00% | 100.00% | 100.00% | 100.00% | Trading | |
| UI Egypt B.V. | 51.00% | 51.00% | 51.00% | 51.00% | Investing | |
| pladis Egypt for Food Industries S.A.E. | - | 51.40% | - | 51.40% | Manufacturing-Sales | |
| Sabourne Investments Ltd. | 100.00% | 100.00% | 100.00% | 100.00% | Investing | |
| pladis Arabia Food Manufacturing Company | - | 55.00% | - | 55.00% | Manufacturing-Sales | |
| pladis Kazakhstan | 100.00% | 100.00% | 100.00% | 100.00% | Manufacturing-Sales | |
| Ulker Star LLC | - | 99.00% | - | 99.00% | Sales | |
| UI Mena B.V. | 100.00% | 100.00% | 100.00% | 100.00% | Investing | |
| pladis Gulf FZE | - | 100.00% | - | 100.00% | Sales | |
| pladis Egypt for Trading and Marketing S.A.E. | - | 99.80% | - | 99.80% | Sales | |
| pladis Arabia International Manufacturing Company | 100.00% | 100.00% | 100.00% | 100.00% | Manufacturing-Sales | |
| Taygeta Gıda Üretim ve Pazarlama A.Ş. | 100.00% | 100.00% | 100.00% | 100.00% | Trading-Consultancy | |
| F.E pladis Confectionery LLC | 100.00% | 100.00% | 100.00% | 100.00% | Sales |
The Board of Directors has approved the financial statements and given authorization for the issuance on 9 May 2025. The General Assembly has the authority to amend the financial statements.
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The accompanying consolidated financial statements are prepared in accordance with Communiqué Serial II, No:14.1, "Principles of Financial Reporting in Capital Markets" ("the Communiqué") published in the Official Gazette numbered 28676 on 13 June 2013. According to Article 5 of the Communiqué, consolidated financial statements are prepared in accordance with the Turkish Accounting Standards ("TAS") issued by Public Oversight Accounting and Auditing Standards Authority ("POA"). TAS contains Turkish Accounting Standards, Turkish Financial Reporting Standards ("TFRS") and its addendum and interpretations. In addition, the financial statements have been prepared in accordance with the "Announcement on TFRS Taxonomy" published by POA and the resolution of CMB about the Illustrations of Financial Statements and Application Guidance published on 4 October 2022.
The consolidated financial statements and notes of the Group have been presented in accordance with the formats announced by the Capital Markets Board (SPK) on 7 June 2013, and include the required information.
The Company and Subsidiaries in Türkiye maintain their books of accounts and prepare their statutory financial statements in accordance with the Turkish Commercial Code ("TCC"), tax legislation, the Uniform Chart of Accounts issued by the Ministry of Finance and principles issued by CMB. The foreign subsidiaries maintain their books of account in accordance with the laws and regulations in force in the countries in which they are registered. The consolidated financial statements have been prepared under historical cost conventions except for land, buildings, derivatives, financial assets and financial liabilities which are carried at fair value.
The interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the accompanying notes for the year ended 31 December 2024.
Financial statements of each subsidiary of the Group are presented in the currency of the primary economic environment in which the entities operate (its functional currency). The results and financial position of each subsidiary are expressed in Turkish Lira, which is the presentation currency of the Company.
With the announcement made by the Public Oversight Accounting and Auditing Standards Authority (POA) on 23 November 2023, entities applying TFRSs have started to apply inflation accounting in accordance with TAS 29 Financial Reporting in Hyperinflationary Economies for the annual reporting period beginning on or after 31 December 2023. TAS 29 is applied to the financial statements, including the consolidated financial statements, of entities whose functional currency is the currency of a hyperinflationary economy.
In accordance with the standard, financial statements prepared in the currency of a hyperinflationary economy are stated in terms of the purchasing power of that currency at the balance sheet date. For comparative purposes, comparative information in the prior period financial statements is expressed in terms of the measuring unit current at the end of the reporting period. Therefore, the Group has presented its consolidated financial statements as at 31 March 2024, 31 December 2024 in terms of the purchasing power of the currency as at 31 March 2025.
In accordance with the CMB's resolution No: 81/1820 dated 28 December 2023, issuers and capital market institutions subject to financial reporting regulations applying Turkish Accounting/Financial Reporting Standards are required to apply inflation accounting by applying the provisions of TAS 29 beginning with the annual financial statements for the accounting periods ending on 31 December 2023.
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The financial statements dated 31 March 2025, have been presented are adjusted for the inflation effect in accordance with the accounting principles specified in TAS 29.
The table below includes the inflation rates calculated based on the Consumer Price Index published by the Turkish Statistical Institute ("TURKSTAT") for the relevant periods:
| Date | Index | Adjustment coefficient | Three-year cumulative inflation rates |
|---|---|---|---|
| 31.03.2025 | 2,954.69 | 1,00000 | 250% |
| 31.12.2024 | 2,684.55 | 1,10063 | 291% |
| 31.03.2024 | 2,139.47 | 1,38104 | 309% |
The main components of the Group's restatement for financial reporting purposes in hyperinflationary economies are as follows:
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Inter-Group transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated.
Changes in the Group's ownership interests in subsidiaries that do not result in the loss of control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recorded directly in equity as the Group's share.
(c) Loss of subsidiary control
When the Group loses control of a subsidiary, a gain or loss is recognized in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognized in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable TFRS). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under TFRS 9, when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
a) Amendments that are mandatorily effective from 2025
Amendments to TAS 2 Lack of Exchangeability
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. Amendments are effective from annual reporting periods beginning on or after 1 January 2025.
The Group evaluates the effects of these standards, amendments and improvements on the consolidated financial statements.
The Group has not yet adopted the following standards and amendments and interpretations to the existing standards:
| TFRS 17 | Insurance Contracts |
|---|---|
| Amendments to TFRS 17 | Initial Application of TFRS 17 and TFRS 9 — Comparative Information |
TFRS 17 requires insurance liabilities to be measured at a current fulfillment value and provides a more uniform measurement and presentation approach for all insurance contracts. These requirements are designed to achieve the goal of a consistent, principle-based accounting for insurance contracts. TFRS 17 has been deferred for insurance, reinsurance and pension companies for a further year and will replace TFRS 4 Insurance Contracts on 1 January 2026.
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Amendments have been made in TFRS 17 in order to reduce the implementation costs, to explain the results and to facilitate the initial application.
The amendment permits entities that first apply TFRS 17 and TFRS 9 at the same time to present comparative information about a financial asset as if the classification and measurement requirements of TFRS 9 had been applied to that financial asset before.
Amendments are effective with the first application of TFRS 17.
The main field of activity of the Group is the marketing and sales of biscuits, chocolate coated biscuits, wafers, cakes and chocolate. The reports, which are regularly reviewed by the authorized decision maker regarding the Group's activities, are prepared using the Group's consolidated financial statements. The Board of Directors, which takes strategic decisions, has been determined as the authorized authority to take decisions regarding the activities of the Group. The Group management has determined the operating segments based on the reports reviewed by the Board of Directors, which are effective in taking strategic decisions. The Board of Directors monitors the performance of the operating segments as gross profit and operating profit.
Group; in its management reporting, monitors its operations and capital expenditures as domestic (those conducted within Türkiye by companies located in Türkiye) and international operations in accordance with TFRS 8. Accordingly, the information for the periods 1 January - 31 March 2025 and 1 January - 31 March 2024 is presented below:
| 1 January | |||
|---|---|---|---|
| Domestic | International | 31 March 2025 | |
| Revenue | 19,865,271 | 7,097,046 | 26,962,317 |
| Gross Profit | 6,140,769 | 2,874,693 | 9,015,462 |
| Operating Profit (*) | 3,589,001 | 1,374,470 | 4,963,471 |
| EBITDA (**) | 3,960,616 | 1,523,844 | 5,484,460 |
| EBITDA/Revenue | 19.9% | 21.5% | 20.3% |
| Investment Expense | 130,165 | 46,149 | 176,314 |
| 1 January | |||
| Domestic | International | 31 March 2024 | |
| Revenue | 18,529,345 | 8,540,298 | 27,069,643 |
| Gross Profit | 5,186,938 | 3,465,325 | 8,652,263 |
| Operating Profit (*) | 3,222,677 | 1,839,195 | 5,061,872 |
|---|---|---|---|
| EBITDA (**) | 3,565,300 | 2,017,226 | 5,582,526 |
| EBITDA/Revenue | 19.2% | 23.6% | 20.6% |
| Investment Expense | 314,064 | 55,008 | 369,072 |
(*) Profit before other operating income/expense.
(**) EBITDA (Earnings before interest, tax, depreciation and amortization) is calculated by adding depreciation and amortization expenses to operating profit before other operating income and expenses. EBITDA isn't a performance measure by TFRS, and may not be comparable with other companies.
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| " | 31 March 2025 | 31 December 2024 |
|---|---|---|
| Cash on hand | 1,291 | 639 |
| Demand bank deposits | 1,047,390 | 784,729 |
| Time bank deposits | 22,935,211 | 28,251,921 |
| Provision for impairment | (46,964) | (81,818) |
| 23,936,928 | 28,955,471 |
The details of time deposits are as follows:
| Currency Type | Interest Rate | Maturity | 31 March 2025 |
|---|---|---|---|
| TL | 44.24% | April 2025 | 1,927,855 |
| USD | 3.84% | April 2025 | 15,777,764 |
| EUR | 1.80% | April 2025 | 1,854,436 |
| EGP | 22.14% | April 2025 | 121,723 |
| SAR | 5.27% | April 2025 | 3,005,056 |
| KZT | 11.00% | April 2025 | 38,396 |
| GBP | 0.01% | April 2025 | 209,981 |
| 22,935,211 |
| Currency Type | Interest Rate | Maturity | 31 December 2024 |
|---|---|---|---|
| TL | 48.35% | January 2025 | 5,049,080 |
| USD | 4.09% | January 2025 | 17,501,392 |
| EUR | 1.89% | January 2025 | 2,841,471 |
| EGP | 19.43% | January 2025 | 190,619 |
| SAR | 5.65% | January 2025 | 2,612,752 |
| KZT | 11.00% | January 2025 | 56,607 |
| 28,251,921 |
| Short-Term Financial Investments: | 31 March 2025 | 31 December 2024 |
|---|---|---|
| Financial assets measured at fair value through profit/loss |
5,768 | 5,991 |
| 5,768 | 5,991 | |
| Long-Term Financial Investments: | 31 March 2025 | 31 Aralık 2024 |
| Financial assets measured at fair value through other comprehensive income (*) |
5,277,871 | 5,400,179 |
| 5,277,871 | 5,400,179 | |
| Financial Assets at Fair Value through Other | ||
| Comprehensive Income | 31 March 2025 | 31 Aralık 2024 |
| G New, Inc | 1,552,094 | 1,595,858 |
| Godiva Belgium BVBA | 3,421,499 | 3,517,975 |
| Other | 304,278 | 286,346 |
| 5,277,871 | 5,400,179 |
(*) Investments based on non-controlling interests where the Group does not have significant influence are classified as financial assets at fair value through other comprehensive income. After tax difference of TL 2,331,791 thousand attributable to the parent company as of 31 March 2025 has been accounted within equity (31 December 2024: 2,718,883 thousand TL).
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| 6. FINANCIAL LIABILITIES |
||
|---|---|---|
| 31 March 2025 | 31 December 2024 | |
| Short-term borrowings | 7,796,383 | 4,627,040 |
| Short-term portions of long-term borrowings | 12,103,215 | 12,184,411 |
| Long-term borrowings | 35,521,562 | 36,028,986 |
| 55,421,160 | 52,840,437 | |
| Other Short Term Borrowings | 31 March 2025 | 31 December 2024 |
| Letter of credit | 7,796,383 | 4,627,040 |
| 7,796,383 | 4,627,040 | |
| Short Term Portion of Long-Term Borrowings | 31 March 2025 | 31 December 2024 |
| Bank loans | 1,835,185 | 1,791,786 |
| Issued debt instruments (*) | 10,267,035 | 10,391,089 |
| Financial lease payables | 995 | 1,536 |
| 12,103,215 | 12,184,411 | |
| Long Term Borrowings | 31 March 2025 | 31 December 2024 |
| Bank loans | 16,065,955 | 15,664,463 |
| Issued debt instruments (*) | 19,455,607 | 20,364,523 |
| 35,521,562 | 36,028,986 |
(*) On 8 July 2024, the Group issued bonds on the Irish Stock Exchange (Euronext Dublin) with a nominal value of USD 550,000,000 with a 7-year maturity, coupon payments in every 6 months, an annual fixed interest rate of 7.88% with both principal and coupon payments at maturity. Additionally, the Group repurchased bonds with a total nominal value of USD 351,709,000 from the USD 600,000,000 bonds issued in 2020, maturing on 30 October 2025, and completed the settlement process on 10 July 2024.
In order to refinance the syndicated and EBRD loans maturing on 20 April 2023, the Group has obtained a 3-year syndicated and EBRD loan with the participation of 6 international banks. The tranches of the loan utilized consist of a murabaha loan amounting to EUR 25 million and USD 10 million, a conventional loan amounting to USD 25 million and EUR 171 million and a conventional loan signed with EBRD amounting to EUR 75 million. This loan is the Group's first sustainability related loan and was used to close the syndicated and EBRD loan amounting to USD 457 million which matured in April 2023. The sustainability related loan complies with the terms of bank loan agreements.
The Group obtained a loan of EUR 75 million with a 2 year maturity from International Finance Corporation (IFC) on 25 April 2024. The loan will be used to finance sustainability investments and working capital needs aimed at growth.
The covenants of the related loans are as follows:
a) Leverage: The ratio of the consolidated net debt on the last day of the current period to the last 12 months consolidated EBITDA (Earnings before interest, depreciation, tax) for the current period should not exceed 3:1.
b) Interest Coverage: The Group's consolidated interest coverage ratio for the current period should not be lower than 2:1.
In the current period, the consolidated financial statements of the Group are in line with the provisions of the bank loan agreements.
AS OF 31 MARCH 2025
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| Effective Weighted | ||||
|---|---|---|---|---|
| Average | ||||
| Currency Type | Maturity | Interest Rate | Short Term | Long Term |
| TL | April 2025-October 2025 | 28.00% | 995 | - |
| USD | April 2025-July 2031 | 8.43% | 10,415,675 | 20,687,572 |
| EUR | April 2025-April 2026 | 10.54% | 9,219,716 | 14,833,990 |
| KZT | April 2025-January 2026 | 10.80% | 263,212 | - |
| 19,899,598 | 35,521,562 |
| Effective Weighted | ||||
|---|---|---|---|---|
| Average | ||||
| Currency Type | Maturity | Interest Rate | Short Term | Long Term |
| TL | January 2025-October 2025 | 28.00% | 1,536 | - |
| USD | April 2025-July 2031 | 8.42% | 10,539,187 | 21,591,740 |
| EUR | April 2025-April 2026 | 10.53% | 6,006,493 | 14,379,680 |
| KZT | January 2025-January 2026 | 10.34% | 264,235 | 57,566 |
| 16,811,451 | 36,028,986 |
The repayment terms of bank loans and issued debt instruments are as follows:
| 31 March 2025 | 31 December 2024 | |
|---|---|---|
| To be paid within 1 year | 12,102,220 | 12,182,875 |
| To be paid within 1-2 years | 17,552,340 | 17,220,972 |
| To be paid within 2-3 years | 1,341,616 | 1,404,927 |
| To be paid within 3-4 years | 1,239,899 | 1,298,552 |
| To be paid within 4-5 year | 1,146,140 | 1,200,227 |
| More than 5 years | 14,241,567 | 14,904,308 |
| 47,623,782 | 48,211,861 | |
| Short-Term Portion of Long-Term | ||
| Financial Lease Liabilities | 31 March 2025 | 31 December 2024 |
| Financial lease liabilities | 1,137 | 1,845 |
| Costs of deferred lease liabilities (-) | (142) | (309) |
| 995 | 1,536 |
The repayment terms of financial leasing debts are as follows:
| 31 March 2025 | 31 December 2024 |
|---|---|
| 995 | 1,536 |
| 995 | 1,536 |
AS OF 31 MARCH 2025
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| Trade Receivables from Related Parties | 31 March 2025 | 31 December 2024 |
|---|---|---|
| Trade receivables from related parties (Note 22) | 18,634,177 | 15,982,393 |
| 18,634,177 | 15,982,393 | |
| Other Trade Receivables | 31 March 2025 | 31 December 2024 |
| Trade receivables | 8,856,533 | 8,225,869 |
| Provision for expected loss | (111,762) | (104,862) |
| 8,744,771 | 8,121,007 | |
| Total Short-Term Trade Receivables | 27,378,948 | 24,103,400 |
The movement table of the expected credit losses for the periods of 31 March 2025 and 2024 is as follows:
| 1 January | 1 January | |
|---|---|---|
| 31 March 2025 | 31 March 2024 | |
| Opening balance Charge for the period |
(104,862) (11,625) |
(96,809) (5,944) |
| Canceled provision amount | - | 8,520 |
| Inflation effect | 9,841 | 12,460 |
| Foreign currency translation differences | (5,116) | (4,813) |
| Collections | - | 490 |
| Closing balance | (111,762) | (86,096) |
| Short-Term Trade Payables | 31 March 2025 | 31 December 2024 |
| Trade payables to related parties (Note 22) | 3,043,426 | 3,424,278 |
| Trade payables | 6,817,662 | 7,877,505 |
| 9,861,088 | 11,301,783 | |
| 8. OTHER RECEIVABLES AND PAYABLES Other Receivables Non-trade receivables from related parties (Note 22) Short-term other receivables |
31 March 2025 2,190,084 806,571 2,996,655 |
31 December 2024 2,188,521 732,536 2,921,057 |
| Other Short-Term Receivables | 31 March 2025 | 31 December 2024 |
| VAT receivables | 411,232 | 620,822 |
| Deposits and guarantees given | 324,970 | 43,248 |
| Insurance claims receivables | 48,295 | 47,698 |
| Receivables from personnel | 10,863 | 12,636 |
| Other | 11,211 806,571 |
8,132 732,536 |
| Other Payables | 31 March 2025 | 31 December 2024 |
| Other short-term payables | 2,244 | 9,697 |
| 2,244 | 9,697 |
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
In order to hedge the currency risk in parallel with the repayment schedule of the syndicated loan amounting to EUR 196,219,265 and the EBRD loan amounting to EUR 75,000,000 used on 20 April 2023, the Group carried out a Cross Currency Fixed Interest Swap transaction worth a total of EUR 150,000,000 on 23 March 2023, 4 April 2023, 15 June 2023 and 10 July 2023. The Group has also entered into Cross Currency Fixed Interest Rate Swap transactions on 6 August 2024 and 26 August 2024 with a total amount of USD 150,000,000 in order to hedge against foreign currency risk in parallel with the payment schedule of USD 550,000,000 bonds issued on 8 July 2024 with a maturity of 7 years, coupon payments every 6 months, principal and coupon payments at maturity and fixed annual interest rate of 7.88%. These transactions are recognized as cash flow hedges in the accompanying consolidated financial statements.
As of 31 March 2025 and 31 December 2024, derivative instruments are as follows:
| 31 March 2025 | 31 December 2024 | ||||
|---|---|---|---|---|---|
| Contract Amount |
Fair Value Asset/(Liability) |
Contract Amount |
Fair Value Asset/(Liability) |
||
| For hedging purposes | |||||
| Cross Currency Fixed | |||||
| Rate Swaps | 11,770,125 | 1,696,381 | 11,889,503 | 976,453 | |
| For trading purposes | |||||
| Forward Transactions | 3,663,171 | 9,910 | 3,414,800 | (496,995) | |
| Total Asset/(Liability) | 15,433,296 | 1,706,291 | 15,304,303 | 479,458 |
Details of inventory are as follows:
| 31 March 2025 | 31 December 2024 | |
|---|---|---|
| Raw materials | 13,720,833 | 7,331,573 |
| Work in progress | 814,760 | 642,658 |
| Finished goods | 3,953,321 | 4,380,919 |
| Trade goods | 160,398 | 269,626 |
| Other inventories | 591,828 | 570,962 |
| Allowance for impairment on inventory (-) | (142,098) | (174,591) |
| 19,099,042 | 13,021,147 |
Inventories are presented on the cost values and provision has been made for the impaired inventories.
The movement of allowance for impairment on inventory fort the periods ended on 31 March 2025 and 2024 are below;
| 1 January | 1 January | |
|---|---|---|
| 31 March 2025 | 31 March 2024 | |
| Opening balance | (174,591) | (208,977) |
| Charge for the period | (6,240) | (3,190) |
| Write-offs | 35,567 | 2,065 |
| Foreign currency translation differences | 3,166 | 2,167 |
| Closing balance | (142,098) | (207,935) |
(Amounts on tables expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Movement of property, plant and equipment assets between 1 January - 31 March 2025 is as follows:
| Foreign Currency Translation |
||||||
|---|---|---|---|---|---|---|
| Cost | 1 January 2025 | Addition | Disposal | Transfer | Differences | 31 March 2025 |
| Land | 8,884,041 | - | - | - | (1,632) | 8,882,409 |
| Buildings | 15,623,741 | 7,115 | - | 5,889 | (19,359) | 15,617,386 |
| Machinery, plant and equipment | 29,983,786 | 51,536 | (3,878) | 678,635 | (84,181) | 30,625,898 |
| Vehicles | 89,485 | - | - | - | (85) | 89,400 |
| Furniture and fixture | 1,499,606 | 15,055 | (1,751) | 6,125 | (10,031) | 1,509,004 |
| Leasehold improvements | 578,332 | 473 | (486) | - | (34) | 578,285 |
| Other property, plant and equipment | 714 | 1,899 | - | - | - | 2,613 |
| Construction in progress | 1,013,311 | 100,051 | - | (694,301) | (22,028) | 397,033 |
| 57,673,016 | 176,129 | (6,115) | (3,652) | (137,350) | 57,702,028 |
| Foreign | ||||||
|---|---|---|---|---|---|---|
| Charge | Currency | |||||
| for the | Translation | |||||
| Accumulated depreciation | 1 January 2025 | Period | Disposal | Transfer | Differences | 31 March 2025 |
| Buildings | (10,319,698) | (104,266) | - | - | 10,132 | (10,413,832) |
| Machinery, plant and equipment | (20,132,672) | (376,233) | 3,008 | - | 70,819 | (20,435,078) |
| Vehicles | (74,855) | (1,317) | - | - | 121 | (76,051) |
| Furniture and fixture | (1,043,938) | (29,211) | 1,259 | - | 5,349 | (1,066,541) |
| Leasehold improvements | (504,437) | (6,579) | 436 | - | 31 | (510,549) |
| Other property, plant and equipment | - | (28) | - | - | - | (28) |
| (32,075,600) | (517,634) | 4,703 | - | 86,452 | (32,502,079) | |
| Net Book Value | 25,597,416 | 25,199,949 |
Depreciation and amortization expenses of property, plant and equipment and intangible assets amounted to TL 500,937 thousand (31 March 2024: TL 500,687 thousand) to cost of goods sold, TL 1,950 thousand (31 March 2024: TL 1,964 thousand) to research and development expenses, TL 5,096 thousand (31 March 2024: TL 5,864 thousand ) is included in marketing and sales expenses, TL 13,006 thousand (31 March 2024: TL 12,139 thousand) is included in general administrative expenses. The Group has not made any lease purchases during the three-month period ending as of 31 March 2025. As of 31 March 2025, there are no property, plant and equipment subject to mortgage or pledge.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Movement of property, plant and equipment between 1 January - 31 March 2024 is as follows:
| Foreign | ||||||
|---|---|---|---|---|---|---|
| Currency | ||||||
| Translation | ||||||
| Cost | 1 January 2024 | Additions | Disposal | Transfer | Differences | 31 March 2024 |
| Land | 8,845,349 | - | - | - | (58,488) | 8,786,861 |
| Buildings | 13,606,551 | 6,049 | - | 6,610 | (173,123) | 13,446,087 |
| Machinery, plant and equipment | 30,298,777 | 72,043 | (18,723) | 14,431 | (535,724) | 29,830,804 |
| Vehicles | 95,731 | - | - | - | (2,200) | 93,531 |
| Furniture and fixture | 1,382,128 | 20,014 | (1,294) | 920 | (45,741) | 1,356,027 |
| Leasehold improvements | 559,511 | 7,099 | - | - | (1,070) | 565,540 |
| Other property, plant and equipment | 708 | - | - | - | - | 708 |
| Construction in progress | 872,849 | 258,337 | - | (22,587) | (11,674) | 1,096,925 |
| 55,661,604 | 363,542 | (20,017) | (626) | (828,020) | 55,176,483 |
| Charge for the |
Foreign Currency Translation |
|||||
|---|---|---|---|---|---|---|
| Accumulated depreciation | 1 January 2024 | Period | Disposal | Transfer | Differences | 31 March 2024 |
| Buildings | (8,725,926) | (96,507) | - | - | 52,343 | (8,770,090) |
| Machinery, plant and equipment | (19,511,047) | (379,513) | 17,632 | - | 313,953 | (19,558,975) |
| Vehicles | (77,504) | (1,409) | - | - | 1,975 | (76,938) |
| Furniture and fixture | (1,010,583) | (27,256) | 220 | - | 32,692 | (1,004,927) |
| Leasehold improvements | (474,954) | (7,832) | - | - | 966 | (481,820) |
| Other property, plant and equipment | (500) | (8) | - | - | - | (508) |
| (29,800,514) | (512,525) | 17,852 | - | 401,929 | (29,893,258) | |
| Net Book Value | 25,861,090 | 25,283,225 |
As of 31 March 2024, the Group has not made any lease purchases in the three-month period. As of 31 March 2024, there are no property, plant and equipment subject to mortgage or pledge.
The estimated useful lives of tangible assets are as follows:
| Useful | |
|---|---|
| Life | |
| Buildings | 25 - 50 years |
| Machinery, plant and equipment | 4 - 20 years |
| Vehicles | 4 - 10 years |
| Other property, plant and equipment | 4 - 10 years |
| Furniture and fixtures | 3 - 10 years |
| Leasehold improvements | During rent period |
The Group has chosen the revaluation model from the application methods in TAS 16 regarding the representation of the lands and buildings with their fair values. Land and buildings were revalued with "peer comparison" and the most appropriate one from" the cost approach" technique on 14 February 2025. The revaluation was performed by Denge Gayrimenkul Değerleme ve Danışmanlık A.Ş. authorized by Capital Markets Board. Properties were accounted on 31 December 2024 financial statements based on their fair values. The frequency of revaluations depends on the changes in the fair values of the properties. If there is significant change at the fair value, revaluation is performed. If not, properties are only subject to periodical revaluation.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| 31 March 2024 | |
|---|---|
| 2,968,930 | |
| (166,447) | |
| 2,434,935 | 2,802,483 |
| 31 December 2024 | |
| 2,335,477 | |
| 92,446 | |
| 2,434,935 | 2,427,923 |
| 31 March 2025 2,427,923 7,012 31 March 2025 2,342,222 92,713 |
Yıldız Holding A.Ş. acquired pladis (UK) Limited as of 3 November 2014. Goodwill accounted at Yıldız Holding's financial statement related with UI MENA operations is accounted in Ülker Bisküvi's consolidated financial statement by restating prior years.
Yıldız Holding A.Ş. acquired pladis Arabia International Manufacturing Company as of 3 November 2014. The goodwill carried in the financial statements of Yıldız Holding in relation to pladis Arabia International Manufacturing Company has been transferred to the consolidated financial statements of Ülker Bisküvi by restating the prior periods' consolidated financial statements.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Movements of intangible assets between 1 January - 31 March 2025 are as follows:
| Foreign Currency |
|||||
|---|---|---|---|---|---|
| Cost | 1 January 2025 | Addition | Transfer | Translation Differences |
31 March 2025 |
| Rights (*) | 1,938,921 | 153 | - | (41,472) | 1,897,602 |
| Other | 95,854 | 111 | 3,652 | (742) | 98,875 |
| 2,034,775 | 264 | 3,652 | (42,214) | 1,996,477 | |
| Charge for | Foreign Currency Translation |
||||
| Accumulated amortization | 1 January 2025 | the period | Transfer | Differences | 31 March 2025 |
| Rights | (83,236) | (2,051) | - | 410 | (84,877) |
| Other | (84,450) | (1,304) | - | 755 | (84,999) |
| (167,686) | (3,355) | - | 1,165 | (169,876) | |
| Net Book Value | 1,867,089 | 1,826,601 |
Movements of intangible assets between 1 January - 31 March 2024 are as follows:
| Cost Rights (*) |
1 January 2024 2,348,051 |
Addition 4,295 |
Transfer 626 |
Foreign Currency Translation Differences (122,168) |
31 March 2024 2,230,804 |
|---|---|---|---|---|---|
| Other | 95,916 | 1,235 | - | (2,368) | 94,783 |
| 2,443,967 | 5,530 | 626 | (124,536) | 2,325,587 | |
| Charge for | Foreign Currency Translation |
||||
| Accumulated amortization | 1 January 2024 | the period | Transfer | Differences | 31 March 2024 |
| Rights Other |
(103,128) (85,069) |
(6,629) (1,500) |
- - |
17,905 2,084 |
(91,852) (84,485) |
| (188,197) | (8,129) | - | 19,989 | (176,337) | |
| Net Book Value | 2,255,770 | 2,149,250 |
(*) As of 31 March 2025, TL 1,502,618 thousand (31 March 2024: TL 1,774,042 thousand) of rights consists of distributorship agreements for the products within the Group in Saudi Arabia, and Rana brand rights amounting to TL 292,778 thousand (31 March 2024: TL 336,972 thousand). Reclaimed rights are not amortized and have an indefinite life, but are tested for impairment at more frequent intervals each year or when changes in circumstances indicate that their value may have decreased. As of 31 March 2025, there is no impairment.
The intangible assets are amortized on a straight-line basis over their estimated useful lives.
| Useful Life | |
|---|---|
| Rights | 2 years - Indefinite life |
| Other intangible assets | 2 - 12 years |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
(Balances denominated in foreign currencies have been presented in their original currencies.)
| 31 March 2025 | 31 December 2024 | |||||
|---|---|---|---|---|---|---|
| TL | USD | EUR | TL | USD | EUR | |
| A) CPM's given in the name of own | ||||||
| legal personality (*) | 211,072 | 25,354 | 337 | 218,410 | 25,354 | 337 |
| B) CPM's given on behalf of the fully | ||||||
| consolidated companies | - | - | 6,120 | - | - | 7,664 |
| C) CPM's given on behalf of third parties | ||||||
| for ordinary course of business | - | - | - | - | - | - |
| D) Total amount of other CPM's given | ||||||
| i. Total amount of other CPM's given on behalf | ||||||
| of majority shareholder | - | - | - | - | - | - |
| ii. Total amount of CPM's given on behalf | ||||||
| of the group companies which are not in | ||||||
| scope of B and C | - | - | - | - | - | - |
| iii. Total amount of CPM's given on behalf of | ||||||
| third parties which are not in scope of C | - | - | - | - | - | - |
| 211,072 | 25,354 | 6,457 | 218,410 | 25,354 | 8,001 |
(*) TL 43.8 million and USD 5.8 million of the balance are related to non-cash risks.
The Company, Yıldız Holding A.Ş. and some Yıldız Holding Group companies, including Ülker Bisküvi's subsidiaries, Yıldız Holding A.Ş. and Yıldız Holding Group companies have signed syndicated loan agreements with some of the "Lenders" of their creditors.
As of 8 June 2018, Ülker Bisküvi subsidiaries' cash amounting to TL 592.7 million, EUR 10.1 million and USD 19.5 million, non-cash bank loans amounting to TL 140.1 million, USD 57 million and EUR 383 thousand, syndication together with Yıldız Holding A.Ş. level has been raised. There was no increase in the total debt burden of Ülker Bisküvi's subsidiaries due to the syndication loan. Ülker Bisküvi's subsidiaries became the guarantors of Yıldız Holding A.Ş. as of the date of loan utilization, limited to the total amount of bank credit risk to their respective banks.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The detail of operating income is as follows:
| 1 January | 1 January | |
|---|---|---|
| 31 March 2025 | 31 March 2024 | |
| Domestic sales (*) | 25,559,447 | 25,188,647 |
| Export sales | 3,920,202 | 4,563,131 |
| Sales returns and discounts (-) | (2,517,332) | (2,682,135) |
| Revenue | 26,962,317 | 27,069,643 |
| Cost of goods sold | (17,557,002) | (17,963,976) |
| Cost of trade goods sold | (389,853) | (453,404) |
| Cost of sales | (17,946,855) | (18,417,380) |
| 9,015,462 | 8,652,263 |
(*) Represents domestic sales in Türkiye and in countries where abroad subsidiaries are located.
The detail of operating expenses is as follows:
| 1 January | 1 January | |
|---|---|---|
| 31 March 2025 | 31 March 2024 | |
| General Administrative Expenses | ||
| Operating expenses | (263,166) | (252,091) |
| Personnel expenses | (249,111) | (270,348) |
| Consultancy expenses | (31,808) | (41,181) |
| Depreciation and amortization expenses | (13,006) | (12,139) |
| Other | (103,259) | (88,931) |
| (660,350) | (664,690) | |
| Marketing Expenses | ||
| Marketing operating expenses | (2,647,160) | (2,192,797) |
| Personnel expenses | (389,907) | (390,531) |
| Rent expenses | (50,500) | (60,462) |
| Depreciation and amortization expenses | (5,096) | (5,864) |
| Other | (158,680) | (168,859) |
| (3,251,343) | (2,818,513) | |
| Research and Development Expenses | ||
| Personnel expenses | (73,911) | (59,491) |
| Operating and materials expenses | (50,104) | (34,707) |
| Depreciation and amortization expenses | (1,950) | (1,964) |
| Other | (14,333) | (11,026) |
| (140,298) | (107,188) |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| 1 January | |
|---|---|
| 31 March 2024 | |
| 17,729 | |
| 1,531 | |
| 1,204 | 19,260 |
| 1 January 31 March 2025 - 1,204 |
| 1 January | 1 January | |
|---|---|---|
| 31 March 2025 | 31 March 2024 | |
| Foreign exchange losses | (3,819,749) | (2,839,328) |
| Interest expenses | (1,280,576) | (1,495,496) |
| Other | (338,729) | (105,709) |
| (5,439,054) | (4,440,533) |
The details of the Company's net monetary position gains/(losses) in accordance with TAS 29 as of 31 March 2025 are as follows:
| Non-Monetary Items | 31 March 2025 |
|---|---|
| Financial statement items | (50,921) |
| Inventories | 600,146 |
| Prepaid expenses | (33,309) |
| Financial investments and subsidiaries | 1,448,607 |
| Property, plant and equipment | 1,758,324 |
| Intangible assets | 1,707 |
| Deferred tax assets/liabilities | (103,848) |
| Paid-in capital | (1,532,489) |
| Share issued premium | 484,534 |
| Other accumulated comprehensive income and expenses | |
| not to be classified to profit or loss | 118,443 |
| Other accumulated comprehensive income and expenses | |
| to be classified to profit or loss | 125,696 |
| Restricted reserves appropriated from profit | (360,029) |
| Prior years' profit | (2,558,703) |
| Statement of profit or loss items | 757,913 |
| Revenue | (557,710) |
| Cost of sales | 1,164,727 |
| Research and development expenses | 4,386 |
| Marketing expenses | 50,404 |
| General administrative expenses | 10,510 |
| Other income/expenses from operating activities | (8,077) |
| Income/expenses from investing activities | (45,286) |
| Finance income/expenses | 131,736 |
| Tax expense | 7,223 |
| Net monetary position gains | 706,992 |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The Group recognizes deferred tax assets and liabilities for temporary timing differences arising from the differences between the tax base legal financial statements and the financial statements prepared in accordance with TFRS. These differences are generally due to the fact that some income and expense items are included in different periods in tax base financial statements and financial statements prepared in accordance with TFRS, and these differences are stated below.
The corporate tax rate in Türkiye is 25% as of 31 March 2025 (31 December 2024: 25%). The corporate tax rate is applied to the net corporate income obtained by adding expenses that are not deductible according to the tax laws to the trade income of the corporations and deducting the exemptions and discounts included in the tax laws.
The tax rates used in the calculation of the Group's deferred tax assets and liabilities are 25% in Türkiye (2024: 25%) 20% for its subsidiaries in Saudi Arabia and Kazakhstan (2024: 20%), subsidiaries in Egypt 22.5% for its subsidiaries (2024: 22.5%), 10% for its subsidiary located in Kyrgyzstan (2024: 10%), 15% for its subsidiary located in Uzbekistan (2024: 15%), zero for its subsidiary located in the United Arab Emirates (2024: zero).
Timing differences that form the basis for deferred tax:
| 31 March | 31 December | 31 March | 31 December 2024 |
|---|---|---|---|
| 11,413,717 | |||
| - | |||
| 76,308 | |||
| - | |||
| - | |||
| - | |||
| 479,458 | |||
| - | |||
| 574,803 | |||
| (5,841,890) | (4,604,210) | 14,616,720 | 12,544,286 |
| 2025 - (2,427,366) - (1,346,494) (111,762) (25,040) - (190,484) (1,740,744) |
2024 - (2,175,069) - (1,392,088) (104,862) (32,233) - (153,126) (746,832) |
2025 12,251,481 - 193,799 - - - 1,706,291 - 465,149 |
Deferred tax calculated on timing differences that form the basis of deferred tax is as follows:
| 31 March 2025 |
31 December 2024 |
31 March 2025 |
31 December 2024 |
|
|---|---|---|---|---|
| Amortization differences of property, plant | ||||
| and equipment and intangible assets | - | - | 2,857,435 | 2,504,093 |
| Financial investments valuation differences | (861,584) | (1,075,077) | - | - |
| Inventories | - | - | 48,450 | 19,077 |
| Provision for severance pay | (336,624) | (348,022) | - | - |
| Provision for expected credit losses | (27,941) | (26,216) | - | - |
| Provision for lawsuits | (6,260) | (8,058) | - | - |
| Derivative instruments | - | - | 426,573 | 119,864 |
| Provision for accumulated unused vacation | (47,621) | (38,282) | - | - |
| Other | (483,348) | (244,460) | 116,287 | 143,700 |
| (1,763,378) | (1,740,115) | 3,448,745 | 2,786,734 |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| 1 January | |
|---|---|
| 31 March 2024 | |
| (959,707) | |
| (350,271) | |
| 368,501 | |
| 1,302,849 | |
| 1,685,367 | 361,372 |
| 1 January 31 March 2025 1,046,619 204,715 (158,095) 592,128 |
The Company and its subsidiaries located in Türkiye are subject to corporate tax valid in Türkiye. Necessary provisions have been made in the accompanying consolidated financial statements for the estimated tax liabilities of the Group regarding the current period operating results.
The corporate tax rate to be accrued on taxable corporate income is calculated over the remaining tax base after adding the nondeductible expenses from the tax base in the determination of the commercial profit and deducting the tax-exempt earnings, nontaxable incomes and other deductions (previous year losses, if any, and investment discounts used if preferred). The tax rate applied on 31 March 2025 is 25% (2024: 25%).
In Türkiye, provisional tax is calculated and accrued on a quarterly basis. During the taxation of the corporate earnings for the year of 2025, as of the temporary tax periods, the provisional tax rate to be calculated over the corporate earnings is 25% (2024: 25%).
Losses can be carried forward for a maximum of 5 years, to be deducted from taxable profits in future years. However, the losses incurred cannot be deducted retrospectively from the profits of previous years.
There is no definitive and definitive agreement procedure regarding tax assessment in Türkiye. Companies prepare their tax returns between 1-25 April of the year following the closing period of the relevant year (between 1-25 of the fourth month following the closing of the period for those with a special accounting period). These declarations and the accounting records based on them can be reviewed and changed by the Tax Authority within 5 years.
The tax legislation in Türkiye does not allow to file a consolidated tax return. Therefore, the tax provision in the consolidated financial statements has been calculated separately for each company.
The corporate tax in Egypt, where pladis Egypt for Food Industries S.A.E and pladis Egypt for Trading and Marketing S.A.E, subsidiaries of the Group is 22.5% (2024: 22.5%). The corporate tax in Saudi Arabia, where the Group's subsidiaries pladis Arabia Food Manufacturing Company and pladis Arabia International Manufacturing Company operate, is 20% (2024: 20%). The corporate tax rate in Kazakhstan, where pladis Kazakhstan, one of the Group's subsidiaries, operates, is 20% (2024: 20%). The corporate tax rate in Kyrgyzstan, where Ülker Star LLC, a subsidiary of the Group, is 10% (2024: 10%).The corporate tax rate in Uzbekistan, where pladis Confectionery, one of the Group's subsidiaries, operates, is 15% (2024: 15%). In United Arab Emirates, where pladis Gulf FZE, a subsidiary of the Group, is exempt from corporate tax earnings (2024: Exempt).
In addition to corporate tax, income tax withholding should be calculated separately on dividends, excluding those distributed to full-fledged corporations and foreign companies' branches in Türkiye, which receive dividends in case of distribution and declare these dividends by including them in corporate income. Income tax withholding was applied as 10% in all companies between 24 April 2003 and 22 July 2006. This rate has been applied as 15% as of 22 July 2006, with the Council of Ministers Decision No. 2006/10731. Dividends that are not distributed and added to the capital are not subject to income tax withholding.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
As of 31 March 2025 and 31 December 2024, the tax provisions are as follows:
| 31 March 2025 | 31 December 2024 | |
|---|---|---|
| Total tax provision | (630,914) | (691,445) |
| Prepaid taxes and legal liabilities | 207,450 | 398,383 |
| Taxation in the balance sheet | (423,464) | (293,062) |
| 1 January | 1 January | |
| 31 March 2025 | 31 December 2024 | |
| Current year corporate tax expense | 287,036 | 281,770 |
| Deferred tax income | 592,128 | 1,302,849 |
| Tax expense in the income statements | 879,164 | 1,584,619 |
The weighted average of the Company shares and earnings per unit share calculations for the periods of 31 March 2025 and 2024 are as follows:
| 1 January 31 March 2025 |
1 January 31 March 2024 |
|
|---|---|---|
| Weighted average number of common stock outstanding | 36,927,600 | 36,927,600 |
| Net profit for the period attributable to equity holders of the parent | 2,413,368 | 2,993,134 |
| Earnings per Share (TL 1 worth shares) | 6.54 | 8.11 |
The detail of receivables from related parties is as follows:
| 31 March 2025 | 31 December 2024 | |
|---|---|---|
| Trade receivables | 18,634,177 | 15,982,393 |
| Non-trade receivables | 2,190,084 | 2,188,521 |
| 20,824,261 | 18,170,914 | |
The detail of trade and non-trade receivables is as follows:
| 31 March 2025 | 31 December 2024 | ||||
|---|---|---|---|---|---|
| Non | Non | ||||
| Trade | Trade | Trade | Trade | ||
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 11,273,465 | - | 8,850,667 | - | |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | 5,020,851 | - | 5,121,272 | - | |
| G2MEKSPER Satış ve Dağıtım Hizmetleri A.Ş. | 1,095,111 | - | 926,233 | - | |
| Yeni Teközel Markalı Ürünler Dağıtım Hizmetleri A.Ş. | 712,888 | - | 562,524 | - | |
| Yıldız Holding A.Ş | - | 2,190,084 | - 2,188,521 | ||
| Other | 531,862 | - | 521,697 | - | |
| 18,634,177 | 2,190,084 | 15,982,393 2,188,521 |
The Group's trade receivables from related parties mainly arise from Horizon Hızlı Tüketim Ürünleri Pazarlama Satış ve Tic. A.Ş. and Pasifik Tük. Ürün. Satış ve Tic A.Ş which make the sale and distribution of products throughout Türkiye.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The detail of payables to related parties is as follows:
| 31 March 2025 | 31 December 2024 | |
|---|---|---|
| Trade payables | 3,043,426 | 3,424,278 |
| 3,043,426 | 3,424,278 |
The detail of trade payables is as follows:
| 31 March 2025 | 31 December 2024 | |||
|---|---|---|---|---|
| Trade | Trade | |||
| pladis (UK) Limited | 1,196,768 | 427,385 | ||
| Yıldız Holding A.Ş. | 1,094,345 | 1,715,666 | ||
| Marsa Yağ San. ve Tic. A.Ş. | 557,064 | 565,890 | ||
| Kerevitaş Gıda San. ve Tic. A.Ş. | 56,267 | 37,577 | ||
| Adapazarı Şeker Fabrikası A.Ş. | 27,942 | 467,975 | ||
| Other | 111,040 | 209,785 | ||
| 3,043,426 | 3,424,278 |
The detail of purchases from and sales to related parties is as follows:
| 1 January 31 March 2025 |
1 January 31 March 2024 |
|||
|---|---|---|---|---|
| Purchases | Sales | Purchases | Sales | |
| Marsa Yağ San. ve Tic. A.Ş. | 1,088,476 | - | 1,278,698 | - |
| pladis (UK) Limited | 860,793 | 6,049 | 323,057 | 2,178 |
| Adapazarı Şeker Fabrikası A.Ş. | 261,840 | - | 62,689 | - |
| Kerevitaş Gıda San. ve Tic. A.Ş. | 74,299 | - | 194,965 | - |
| G2MEKSPER Satış ve Dağıtım Hizmetleri A.Ş. | 7,063 | 776,297 | 6,017 | 647,322 |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | 7,866,814 | - | 8,438,536 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | - | 9,494,117 | - | 7,835,417 |
| Yeni Teközel Markalı Ürünler Dağıtım Hizmetleri A.Ş. | - | 769,404 | - | 915,191 |
| Other | 129,069 | 358,207 | 114,106 | 363,546 |
| 2,421,540 | 19,270,888 | 1,979,532 | 18,202,190 |
The Group mainly acquires raw materials from Kerevitaş Gıda San. ve Tic. A.Ş and Marsa Yağ San. ve Tic. A.Ş., which produces vegetable oil and margarine and acquires from Adapazarı Şeker Fabrikası A.Ş. which produces sugar. The major part of the Group's sales are made to Horizon Hızlı Tüketim Ürünleri Pazarlama Satış ve Tic. A.Ş. and Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. companies that carry out sales and distribution throughout Türkiye.
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The details of interest, rent and similar other services balances paid to and received from related parties are as follows:
For three months period ended 31 March 2025:
| Rent Income/(Expense) |
Service Income/(Expense) |
Interest and Foreign Exchange Income/(Expense) |
|
|---|---|---|---|
| Net | Net | Net | |
| Yıldız Holding A.Ş. | (110) | (803,033) | 164,103 |
| pladis Foods Limited | - | (247,015) | 965 |
| İzsal Gayrimenkul Geliştirme A.Ş. | (3,000) | (64,925) | (6) |
| pladis (UK) Limited | - | (28,305) | (71,966) |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | (132) | (27,701) | 111,296 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 64 | (11,648) | 355,706 |
| Other | 12 | (47,257) | (36,025) |
| (3,166) | (1,229,884) | 524,073 |
For three months period ended 31 March 2024:
| Interest and | |||
|---|---|---|---|
| Rent | Service | Foreign Exchange | |
| Income/(Expense) | Income/(Expense) | Income/(Expense) | |
| Net | Net | Net | |
| Yıldız Holding A.Ş. | (94) | (759,771) | 161,380 |
| pladis Foods Limited | - | (285,035) | 438 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 57 | (60,476) | 44,261 |
| İzsal Gayrimenkul Geliştirme A.Ş. | (2,551) | (54,630) | 76 |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | (47,567) | 34,642 |
| pladis (UK) Limited | - | (41,256) | (3,622) |
| Other | 159 | (46,624) | 97 |
| (2,429) | (1,295,359) | 237,272 |
Benefits provided to members of Board of Directors and key management personnel:
| 31 March 2025 | 31 March 2024 | ||
|---|---|---|---|
| Salaries and other short-term benefits | 188,980 | 229,515 | |
| 188,980 | 229,515 |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
Transactions in foreign currencies expose the Group to foreign currency risk.
The Group is exposed to exchange rate risk due to changes in the exchange rates used in the conversion of foreign currency assets and liabilities into Turkish Lira. Currency risk arises due to future commercial transactions and the difference between recorded assets and liabilities. In this framework, the Group controls this risk with a natural method that occurs by netting foreign currency assets and liabilities. The Management analyzes and monitors the Group's foreign currency position and ensures that measures are taken when necessary. The Group is exposed to currency risk mainly in USD, EUR, GBP and CHF.
The distribution of the Group's monetary and non-monetary assets in foreign currency and monetary and non-monetary liabilities as of the balance sheet date is as follows:
| 31 March 2025 | |||||
|---|---|---|---|---|---|
| TL | |||||
| Equivalent | USD | EUR | GBP | CHF | |
| 1. Trade Receivables | 5,103,346 | 91,116 | 39,446 | 1,152 | 13 |
| 2a. Monetary Financial Assets | 25,880,397 | 568,888 | 102,628 | 4,470 | 17 |
| 2b. Non-Monetary Financial Assets | - | - | - | - | - |
| 3. Other | 1,334,109 | 1,746 | 31,119 | 5 | 31 |
| 4. CURRENT ASSETS | 32,317,852 | 661,750 | 173,193 | 5,627 | 61 |
| 5. Trade Receivables | - | - | - | - | - |
| 6a. Monetary Financial Assets | - | - | - | - | - |
| 6b. Non-Monetary Financial Assets | - | - | - | - | - |
| 7. Other | - | - | - | - | - |
| 8. NON-CURRENT ASSETS | - | - | - | - | - |
| 9. TOTAL ASSETS | 32,317,852 | 661,750 | 173,193 | 5,627 | 61 |
| 10. Trade Payables | 2,933,252 | 39,195 | 28,028 | 6,341 | 66 |
| 11. Financial Liabilities | 19,626,313 | 275,798 | 226,295 | - | - |
| 12a. Other Monetary Financial Liabilities | 723 | 17 | 2 | - | - |
| 12b. Other Non-monetary Financial Liabilities | 8,679 | 163 | 62 | - | - |
| 13. CURRENT LIABILITIES | 22,568,967 | 315,173 | 254,387 | 6,341 | 66 |
| 14. Trade Payables | - | - | - | - | - |
| 15. Financial Liabilities | 35,521,562 | 547,789 | 364,454 | - | - |
| 16a. Other Monetary Financial Liabilities | - | - | - | - | - |
| 16b. Other Non-monetary Financial Liabilities | - | - | - | - | - |
| 17. NON-CURRENT LIABILITIES | 35,521,562 | 547,789 | 364,454 | - | - |
| 18. TOTAL LIABILITIES | 58,090,529 | 862,962 | 618,841 | 6,341 | 66 |
| 19. Net Asset/Liability of Off Statement of | |||||
| Financial Position (19a-19b) | 15,433,296 | 150,000 | 240,000 | - | - |
| 19a. Net Assets of Off Statement of | |||||
| Financial Position | 15,433,296 | 150,000 | 240,000 | - | - |
| 19b.Net Liabilities of Off Statement of | |||||
| Financial Position | - | - | - | - | - |
| 20. Net Foreign Currency Asset/Liability | |||||
| Position (9-18+19) | (10,339,381) | (51,212) | (205,648) | (714) | (5) |
| 21. Monetary Items Net Foreign Currency | |||||
| Asset/Liability Position | |||||
| (1+2a+5+6a-10-11-12a-14-15-16a) | (27,098,107) | (202,795) | (476,705) | (719) | (36) |
| 22. Total Fair Value of Financial Instruments | |||||
| Used to Hedge the Foreign Currency Position | 1,706,291 | 14,903 | 28,094 | - | - |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
| 31 December 2024 | |||||
|---|---|---|---|---|---|
| TL Equivalent | USD | EUR | GBP | CHF | |
| 1. Trade Receivables | 5,358,040 | 93,345 | 40,961 | 1,576 | 13 |
| 2a. Monetary Financial Assets | 27,962,515 | 587,325 | 127,289 | 173 | 31 |
| 2b. Non-Monetary Financial Assets | - | - | - | - | - |
| 3. Other | 1,640,377 | 291 | 39,908 | 31 | 326 |
| 4. CURRENT ASSETS | 34,960,932 | 680,961 | 208,158 | 1,780 | 370 |
| 5. Trade Receivables | - | - | - | - | - |
| 6a. Monetary Financial Assets | - | - | - | - | - |
| 6b. Non-Monetary Financial Assets | - | - | - | - | - |
| 7. Other | - | - | - | - | - |
| 8. NON-CURRENT ASSETS | - | - | - | - | - |
| 9. TOTAL ASSETS | 34,960,932 | 680,961 | 208,158 | 1,780 | 370 |
| 10. Trade Payables | 2,340,999 | 44,434 | 10,592 | 3,394 | 518 |
| 11. Financial Liabilities | 16,545,679 | 271,415 | 148,555 | - | - |
| 12a. Other Monetary Financial Liabilities | 8,328 | 26 | 181 | - | - |
| 12b. Other Non-monetary Financial Liabilities | 10,771 | 167 | 106 | - | - |
| 13. CURRENT LIABILITIES | 18,905,777 | 316,042 | 159,434 | 3,394 | 518 |
| 14. Trade Payables | - | - | - | - | - |
| 15. Financial Liabilities | 35,971,420 | 556,052 | 355,643 | - | - |
| 16a. Other Monetary Financial Liabilities | - | - | - | - | - |
| 16b. Other Non-monetary Financial Liabilities | - | - | - | - | - |
| 17. NON-CURRENT LIABILITIES | 35,971,420 | 556,052 | 355,643 | - | - |
| 18. TOTAL LIABILITIES | 54,877,197 | 872,094 | 515,077 | 3,394 | 518 |
| 19. Net Assets of Off Statement of | |||||
| Financial Position (19a-19b) | 15,304,303 | 150,000 | 234,456 | - | - |
| 19a. Net Assets of Off Statement of | |||||
| Financial Position | 15,304,303 | 150,000 | 234,456 | - | - |
| 19b.Net Liabilities of Off Statement of | |||||
| Financial Position | - | - | - | - | - |
| 20. Net Foreign Currency Asset/(Liability) | |||||
| Position (9-18+19) | (4,611,962) | (41,133) | (72,463) | (1,614) | (148) |
| 21. Monetary Items Net Foreign Currency | |||||
| Asset/Liability Position | |||||
| (1+2a+5+6a-10-11-12a-14-15-16a) | (21,545,871) | (191,257) | (346,721) | (1,645) | (474) |
| 22. Total Fair Value of Financial Instruments | |||||
| Used to Hedge the Foreign Currency Position | 479,458 | (5,736) | 17,367 | - | - |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The export and import amounts realized by the Group as of 31 March 2025 and 2024 are as follows:
| 1 January | 1 January | ||
|---|---|---|---|
| 31 March 2025 | 31 March 2024 | ||
| Total exports | 3,920,202 | 4,563,131 | |
| Total imports | 10,755,740 | 2,909,291 |
The Group is exposed to currency risk mainly in USD and EURO. The table below shows the Group's sensitivity to 10% change in USD and EURO. The 10% rate used constitutes a logical bar for the company as it is limited to the 10% capital commitment limit. Sensitivity analyzes regarding the exchange rate risk that the Company is exposed to at the reporting date are determined according to the change at the beginning of the financial year and are kept constant throughout the reporting period. Negative amount represents the decrease effect of 10% increase in value of USD and EUR against TL on profit before tax.
| 31 March 2025 Income/Expense |
31 March 2024 Income/Expense |
|||
|---|---|---|---|---|
| Appreciation | Depreciation | Appreciation | Depreciation | |
| of foreign | of foreign | of foreign | of foreign | |
| currency | currency | currency | currency | |
| In case of 10% appreciation of USD against TL | ||||
| 1 - US Dollar net asset/liability | (765,867) | 765,867 | (980,829) | 980,829 |
| 2- Part of hedged from US Dollar risk (-) | 566,484 | (566,484) | 575,178 | (575,178) |
| 3- US Dollar net effect (1+2) | (199,383) | 199,383 | (405,651) | 405,651 |
| In case of 10% appreciation of EUR against TL | ||||
| 4 - Euro net asset/liability | (1,940,280) | 1,940,280 | (1,305,774) | 1,305,774 |
| 5 - Part of hedged from Euro risk (-) | 976,846 | (976,846) | 918,009 | (918,009) |
| 6- Euro net effect (4+5) | (963,434) | 963,434 | (387,765) | 387,765 |
| Total (3+6) | (1,162,817) | 1,162,817 | (793,416) | 793,416 |
(Amounts on tables expressed in thousand of Turkish Lira ("TL") in terms of the purchasing power of TL as at 31 March 2025, unless otherwise stated)
The fair value of financial assets and liabilities is determined as follows:
The level classifications of financial assets and liabilities shown at their fair values are as follows:
| Fair value hierarchy as of reporting date |
||||
|---|---|---|---|---|
| Financial assets | 31 March 2025 | Level 1 TL |
Level 2 TL |
Level 3 TL |
| Financial assets at fair value through profit/loss - Held for trading |
5,768 | 5,768 | - | - |
| Financial assets at fair value through comprehensive income statement |
||||
| - Shares | 5,277,871 | - | - | 5,277,871 |
| - Derivative instruments | 1,706,291 | - | 1,706,291 | - |
| Total | 6,989,930 | 5,768 | 1,706,291 | 5,277,871 |
| Fair value hierarchy as of reporting date |
||||
|---|---|---|---|---|
| Financial assets | 31 December 2024 | Level 1 TL |
Level 2 TL |
Level 3 TL |
| Financial assets at fair value through profit/loss |
||||
| - Held for trading Financial assets at fair value through comprehensive income statement |
5,991 | 5,991 | - | - |
| - Shares | 5,400,179 | - | - | 5,400,179 |
| - Derivative instruments | 479,458 | - | 479,458 | - |
| Total | 5,885,628 | 5,991 | 479,458 | 5,400,179 |
The carrying value of the Eurobonds (Note 6) with a total nominal value of USD 550,000,000 and USD 225,222,000 and fixed interest rates issued by the Company to be traded on Dublin Euronext is TL 319,852 thousand below their fair value based on prices quoted in active markets (Level 1).
None.
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