Quarterly Report • May 7, 2025
Quarterly Report
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| 1. Overview: 1 | |
|---|---|
| 2. Corporate Structure: 1 | |
| 2.1 Shareholder Structure: 1 | |
| 2.2 Major Participations (as of March 31, 2025): 1 | |
| 2.3 Organizational Chart: 2 | |
| 3. Developments During the Period: 2 | |
| 4. Corporate Governance Compliance Report: 4 | |
| 4.1 Corporate Governance Principles Compliance Report: 4 | |
| 4.2 Stock Information 4 | |
| 4.3 General Assembly Meetings: 5 | |
| 4.4 The Structure and the Formation of the Board of Directors: 6 | |
| 4.5 Working Principles of the Board of Directors: 6 | |
| 4.6 The Number, the Structure and the Independence of the Committees within the Board of | |
| Directors: 6 | |
| 5. Q1 2025 Earnings Release 8 |
Founded in 1993, MLP Care ("MLP Care", "the Group" or "the Company") continue operations with the Liv Hospital and Medical Park brands. MLP Care is the most widespread Turkish private healthcare group, with 34 hospitals and more than 6,300 beds in Türkiye, Azerbaijan, Hungary, Kosovo and Dubai.
| Shareholder Name | Ownership Interest (%) |
Ownership Interest (thousand TL) |
|---|---|---|
| Lightyear Healthcare B.V. | 37.76% | 72,131 |
| Sancak Yatırım İç ve Dış Ticaret Anonim Şirketi (*) | 16.72% | 31,943 |
| Usta Group - Elbaşı Group | 16.30% | 31,130 |
| Publicly Traded (**) | 29,22% | 55,808 |
| Total (***) | 100.00% | 191.012 |
(*) As of March 9, 2023, the title of Sancak İnşaat Turizm Nakliyat ve Dış Ticaret A.Ş. has been registered as Sancak Yatırım İç ve Dış Ticaret A.Ş..
(**) The shareholders of the Company purchased 6,827 thousand shares from the publicy traded portion of the capital. Distribution of the shares purchased is as follows; 3,642 thousand shares representing 5% of the publicly traded portion were purchased by Lightyear ("Lightyear Healthcare B.V." ve "Hujori Financieringen B.V."), 1,613 thousand shares representing 2.21% of the publicly traded portion of the capital were purchased by Sancak Yatırım, 943 thousand shares representing 1.29% of the publicly traded portion of the capital were purchased by Muharrem Usta, 314 thousand shares representing 0.43% of the publicly traded portion of the capital were purchased by Adem Elbaşı and lastly other shareholders purchased 314 shares representing 0.43% of the publicly traded portion. 1,613 thousand shares purchased by Sancak Yatırım from the publicy traded portion were sold on September 24, 2018. 126 thousand shares purchased by İzzet Usta and 18 thousand shares purchased by Adem Elbaşı from the publicly traded portion were sold.
(***) On October 9, 2024, by redeeming 17,025,000 shares corresponding to 8.18% of the Company's capital in accordance with the capital reduction procedures that do not require fund outflow, the process of reducing the issued capital from TL 208,037,202 to TL 191,012,202 was completed.
| Trade Name | Proportion of ownership |
|---|---|
| Temar Tokat Manyetik Rezonans Sağlık Hizmetleri ve Turizm A.Ş. ("Tokat | 58.84% |
| Hastanesi") | |
| Samsun Medikal Grup Özel Sağlık Hizmetleri A.Ş. ("Samsun Hastanesi") | 80.00% |
| MS Sağlık Hizmetleri Ticaret A.Ş. ("MS Sağlık") | 100.00% |
| Mediplaza Sağlık Hizmetleri Ticaret A.Ş. ("Mediplaza") | 75.00% |
| BTR Sağlık Hizmetleri A.Ş. ("BTR Sağlık") | 100.00% |
| İstanbul Meditime Sağlık Hizmetleri Ticaret Ltd. Şti. ("Meditime Sağlık") | 100.00% |
| MLP Gaziantep Sağlık Hizmetleri Anonim Şirketi ("MLP Gaziantep Sağlık")* | 100.00% |
| Sotte Sağlık Temizlik Yemek Medikal Turizm İnşaat San. ve Tic. A.Ş. ("Sotte | |
| Sağlık Temizlik Yemek") | 100.00% |
| Kuzey Medikal Pazarlama İnşaat Taşımacılık San. ve Tic. Ltd. Şti. ("Kuzey") | 100.00% |
| Artımed Medikal Sanayi ve Ticaret A.Ş. ("Artımed") | 100.00% |
|---|---|
| 21. Yüzyıl Anadolu Vakfı ("21.Yüzyıl Anadolu Vakfı") | 100.00% |
| Kuzey Doğu Sağlık Hizmetleri ve Ticaret A.Ş. (Kuzey Doğu) | 100.00% |
| Livist Sağlık Hizmetleri A.Ş. | 99.99% |
| MLP İzmir Sağlık Hizmetleri A.Ş. | 65.00% |
| MLP Ataşehir Sağlık Hizmetleri A.Ş. | 63.93% |
* Group's share on MLP Gaziantep Sağlık has increased to 100% as of July 18, 2023.

In line with the decision of our Board of Directors dated July 18, 2023, it was resolved to acquire shares corresponding to 25% of the capital of Şile Cns Gayrimenkul Sağlık Hizmetleri A.Ş. ("Şile Cns") and to participate in the company for the purpose of developing a new hospital project on the land located in Ataşehir, Istanbul.
In accordance with the auditor's opinion, since our Company does not have control over the affiliate, it was not consolidated as a subsidiary in our financial statements as of December 31, 2023.
It has been decided to increase the share of MLP Sağlık Hizmetleri A.Ş. in Şile Cns, whose trade name has been changed to MLP Ataşehir Sağlık Hizmetleri A.Ş., to 64% by taking over from other shareholders with the Board of Directors decision dated January 3, 2025.
Following the earthquake safety analyses conducted on the Medical Park Çanakkale hospital building, potential structural issues have been identified, requiring further detailed inspections and assessments. Due to the risk to human life, our Board of Directors has decided to suspend the operations of this branch as of January 30, 2025. It is planned that our hospital will resume operations in a new building in Çanakkale within 18 months.
Additionally, an evaluation will be conducted to determine whether operations can continue in the existing building through structural reinforcement. If deemed feasible, the necessary strengthening measures will be implemented, and operations will continue at the same location.
The hospital, whose operations have been temporarily suspended, accounted for 1.1% of our consolidated hospital revenue in the first nine months of 2024.
Following its periodic annual review of the corporate credit rating, JCR Eurasia Rating rated the consolidated structure of MLP Sağlık Hizmetleri A.Ş. ("MLP Care") in investment level category with high credit quality at national level. Long-Term National Issuer Credit Rating has been affirmed at "AA- (Tr)" with "Stable" outlook, while the Short-Term National Issuer Credit Rating as "J1+ (Tr)" with "Stable" outlooks. On the other hand, the Long Term International Foreign and Local Currency Issuer Credit Ratings and outlooks have been assigned as "BB/Stable" which are capped with the sovereign ratings and outlooks of Republic of Turkey.
The affirmation of the rating was driven by improved revenue growth fuelled by increasing patient numbers, sustainable operational profitability underpinned by EBITDA performance and disciplined cost management practices, a healthy financial profile supported by sound leverage and coverage indicators, strengthened funding diversification through capital market instruments, a robust equity structure via internal funds, diversification of income stream supporting predictable cash flow generation accompanied by robust operating cash flow, costfree fundraising capability backed by low cash conversion cycle pointing toward an enhanced operational efficiency, robust position in the national private healthcare industry with a notable presence in İstanbul, supported by established brand names, enhanced practice of corporate governance principles, increasing costs in the healthcare sector suppressing the sector-wide profitability, and stiff competition in the sector.
Our company's application was approved by the Capital Markets Board, pursuant to the Board of Directors' resolution dated November 7, 2024, to issue green bonds in accordance with the Capital Markets Board's Communiqué on Debt Securities No. VII-128.8.
In line with this decision, necessary approval application has been made to the Capital Markets Board today for the issuance of green bonds with a nominal value of up to TRY 2,000,000,000 (two billion Turkish Lira), with a maturity of up to five (5) years, denominated in Turkish Lira, to be offered domestically to qualified investors in one or multiple issuances without a public offering.
In accordance with the resolution No. 2/49 made by the Capital Markets Board of the Prime Ministry of the Republic of Turkey on January 10, 2019, the Company disclosed the "Compliance Report Format (CRF)" which indicates the compliance status of the Company with the principles of voluntary compliance and the "Corporate Governance Information Form (CGIF)" which indicates the existing corporate governance practices, on the Public Disclosure Platform (KAP) in March 10, 2025. The aforementioned announcements can be reached through https://www.kap.org.tr/en/sirketbilgileri/ozet/2118-mlp-saglik-hizmetleri-a-s link.
Number of Shares: 191,012.202 (each with a nominal value of TL 1.00 per share)
Date of IPO: February 13, 2018
Public: 26.71% (TFRS Report)
| January 1 – March 31, 2025 | Lowest | Highest | Average | March 31, 2025 |
|---|---|---|---|---|
| Stock Price (TL) | 302.00 | 404.00 | 363.82 | 317.00 |
| Market Value (million USD) | 1,654 | 2,347 | 2,091 | 1,738 |

In our General Assembly Meeting held on April 30, 2025, DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (A Member of Deloitte Touche Tohmatsu Limited) has been
selected as the independent auditor to audit our Company's financial reports for the year 2025 accounting period and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations.
According to the Article 18 "General Assembly Meetings" of the Articles of Association, the process of the General Assembly Meeting has been regulated by an internal directive. The aforementioned "Internal Directive on Working Principles and Procedures of the General Assembly" entered into force in 2013. Therefore, MLP Care's Annual Ordinary General Assembly Meeting for the year 2024 has been arranged in accordance with this directive.
In its meeting dated March 28, 2025, our Board of Directors resolved by majority of votes to hold the Annual Ordinary General Assembly Meeting for the year 2024, on April 30, 2025 Wednesday at 10:00 a.m. at the address "Liv Hospital Vadistanbul Ayazağa Mahallesi, Kemerburgaz Caddesi, Vadistanbul Park Etabı, 7F Blok Sarıyer, İstanbul" with the agenda below, to make the related announcements and to take all the necessary actions required by the Turkish Commercial Code, the Articles of Association as well as other related regulations to materialize and finalize the meeting.
Also within the framework of the measures announced by the Turkish Ministry of Trade, it was emphazised to advise that the shareholders to participate in the general assembly meetings electronically without participating in the physical environment and to remind that shareholders who want to participate in the general assembly electronically can vote with the Electronic General Assembly System.
Company's Board of Directors comprises of six members:
It's aimed to carry out the duties of the Board in accordance with the Corporate Governance Principles in a transparent, accountable, fair, and responsible manner. In this context, in line with the Corporate Governance Principles, the Board meetings are conducted regularly (at least four times a year) in a way that it can efficiently carry out its duties. The members of the Board also hold meetings whenever it is necessary.
Board members aim attending every meeting and present their opinions. When there are dissenting opinions on reasonable and detailed grounds regarding the questions asked or different opinions expressed by Board members, these are recorded in the meeting minutes.
In its meeting held on May 13, 2024, the Board of Directors resolved to appoint the members of the Committees in accordance with the provisions of the Corporate Governance Communiqué numbered II-17.1 of the Capital Markets Board,
a) Temel Güzeloğlu has been elected as the chairman of the Audit Committee, while Betül Ebru Edin has been elected as a member.
b) Betül Ebru Edin has been elected as the chairman of the Corporate Governance Committee, with Temel Güzeloğlu, Hatice Hale Özsoy Bıyıklı, and Deniz Can Yücel elected as members.
c) Betül Ebru Edin has been elected as the chairman of the Early Detection of Risk Committee, with Temel Güzeloğlu and Hatice Hale Özsoy Bıyıklı elected as members.
The resumes of the Committee Members and the Committee Charters, determining the principles of operation for each Committee, are available at our website "http://investor.mlpcare.com/en/".
Corporate Governance Committee, Early Detection of Risk Committee, and Audit Committee held two meetings on February 26, 2025 and April 22, 2025. They will continue to convene at the frequency required by their regulations and carry out their duties in the upcoming period.
| (TL million) | Q1 2025 | Q1 2024 | Change |
|---|---|---|---|
| Revenues | 11,754 | 10,993 | 6.9% |
| EBITDA1 | 2,944 | 2,809 | 4.8% |
| EBITDA margin (%)1 | 25.0% | 25.5% | (50bps) |
| Net Profit/(Loss) Before Tax | 1,945 | 2,805 | (30.7%) |
| Net Profit/(Loss) | 1,276 | 1,038 | 22.8% |
| Net Profit/(Loss) equity holders of the parent | 1,170 | 943 | 24.0% |
| Net Debt* | 6,940 | 5,791 | 19.9% |
| Net Debt / EBITDA* | 0.6x | 0.5x |
1EBITDA and EBITDA margin calculated by deducting general administrative expenses from gross profit and adding depreciation and amortization expenses *Q1 2024 data is calculated based on 31.12.2024 Balance Sheet data
"Our performance in the first quarter of 2025 once again demonstrated our strong operational structure and adaptability in the rapidly evolving healthcare sector. This year, the month of Ramadan coincided with the first quarter. Despite a decrease in inpatient traffic due to Ramadan, we achieved real growth by exceeding inflation rates in the first quarter.
Meanwhile, the recent earthquake in Istanbul has once again reminded us of the seismic risks our country faces. Aware of these risks, and as a reflection of our commitment to disaster resilience, we decided to close our hospital in Çanakkale in January 2025 after risk assessments revealed that it did not meet the required standards. This step reflects our approach that prioritizes the safety of patients and employees above all else.
In line with our sustainability vision, we continued our efforts to reduce environmental and social impacts during the first quarter of 2025, while also taking steps to enhance corporate transparency and accountability. We are meticulously managing the preparation and assurance processes for the publication of our integrated report in the second quarter and our report aligned with the Türkiye Sustainability Reporting Standards (TSRS) in the third quarter. Through our sustainability-oriented approach integrated across all business processes, we aim to build a more resilient and inclusive future for our stakeholders."
| Q1 2025 | Q1 2024 | Change | |
|---|---|---|---|
| Total Revenues (TL million) | 11,754 | 10,993 | 6.9% |
| Domestic Patient Revenues | 10,595 | 9,411 | 12.6% |
| Inpatient Revenues | 5,436 | 5,009 | 8.5% |
| Outpatient Revenues | 5,159 | 4,402 | 17.2% |
| Foreign Medical Tourism Revenues | 911 | 1,208 | (24.6%) |
| Other Ancillary Business | 248 | 374 | (33.7%) |
Domestic Patient Revenues: Revenues from domestic patients increased by 12.6% in Q1 2025. Inpatient revenue grew by 8.5%, despite the seasonal negative impact of Ramadan on inpatient traffic in Q1 2025. Outpatient revenue, on the other hand, grew by 17.2% in Q1 2025, due to both the increased traffic and the rise in average prices.
Foreign Medical Tourism (FMT) Revenues: FMT revenues decreased by 24.6% in Q1 2025 due lower patient flow and relatively stable USD/TL exchange rates compared to domestic unit price increases.
Other Ancillary Business: Revenues from other ancillary business decreased by 33.7% in Q1 2025, despite higher management consultancy revenues from hospitals, primarily due to returns and reconciliation differences.

Cost of Service and Expenses (Including Hospitals and Ancillary Business)
| Q1 2025 | Q1 2024 | Change (bps) | |
|---|---|---|---|
| (% of Revenues) | 75.0% | 74.5% | 50 |
| Material | 12.1% | 14.2% | (217) |
| Doctor | 26.2% | 24.1% | 210 |
| Personnel | 23.5% | 21.0% | 250 |
| Outsourced services purchases | 2.7% | 5.8% | (309) |
| All other expenses | 10.4% | 9.3% | 116 |
Material consumption as a percentage of total revenue decreased by 217 bps to 12.1% in Q1 2025 due to reduced inventory days.
Doctor costs as a percentage of total revenue increased by 210 bps to 26.2% in Q1 2025 due to salary improvement of the doctors in newly added hospitals to our portfolio.
Personnel expenses as a percentage of total revenue increased by 250 bps to 23.5% in Q1 2025 due to salary adjustments of the personnel in January.
Outsourced services purchases that consists of cleaning, catering, security expenses as a percentage of the total revenue decreased by 309 bps to 2.7% in Q1 2025 due to the inclusion of services such as laboratory and imaging into the company following the regulatory changes.
All other expenses(energy, rent, foreign and domestic marketing expenses, etc.) as a percentage of total revenue increased by 116 bps to 10.4% in Q1 2025 due to inclusion of medical equipment rental expenses into the company following the regulatory changes.
The operating cash flow decreased by 30.7% to TL 1,572 million in Q1 2025 due to temporary growth in trade receivables. Therefore, the operating cash flow/EBITDA ratio was at 53.4% in Q1 2025.
Free cash flow decreased by 91.8% to TL 143 million in Q1 2025 due to higher capital expenditure. Therefore, free cash flow/EBITDA ratio was at 4.9% in Q1 2025.
Maintenance-related capital expenditures as a percentage of revenues was at 3.8% Q1 2025. Total capital expenditures as a percentage of revenues was at 12.2% in Q1 2025.
| Net debt by currency (TL million) | Q1 2025 | Vertical % | 2024 | Vertical % | Change |
|---|---|---|---|---|---|
| TL | 199 | 3% | 1,858 | 32% | (89.3%) |
| USD + Euro | 560 | 8% | (1,073) | (19%) | n.m. |
| Total loan, financial leasing | 759 | 11% | 785 | 14% | (3.3%) |
| TL (IFRS 16) | 6,063 | 87% | 4,878 | 84% | 24.3% |
| USD + Euro (IFRS 16) | 118 | 2% | 127 | 2% | (7.2%) |
| Total lease liabilities (IFRS16) | 6,181 | 89% | 5,005 | 86% | 23.5% |
| Total net debt | 6,940 | 100% | 5,791 | 100% | 19.9% |
The net debt/EBITDA ratio was increased to 0.6x in Q1 2025.
In Q1 2025, net debt excluding obligations under operational leases related to TFRS 16 decreased by TL 26 million to TL 759 million.
Total net debt including obligations under operational leases related to TFRS 16 increased by 20% to TL 6,940 million.

| TL million | Q1 2025 | Q1 2024 | Change |
|---|---|---|---|
| Revenue | 11,754 | 10,993 | 6.9% |
| Cost of service (-) | (8,522) | (8,127) | 4.9% |
| Gross profit | 3,232 | 2,866 | 12.8% |
| General administrative expenses (-) | (1,078) | (896) | 20.3% |
| Depreciation and amortization expenses (Cost of service) Depreciation and amortization expenses (General administrative |
746 | 779 | (4.2%) |
| expenses) | 43 | 59 | (27.1%) |
| EBITDA1 | 2,944 | 2,809 | 4.8% |
| EBITDA margin (%)1 | 25.0% | 25.5% | (50bps) |
1EBITDA and EBITDA margin calculated by deducting general administrative expenses from gross profit and adding depreciation and amortization expenses
| TL million | Q1 2025 | Q1 2024 | Change (%) |
|---|---|---|---|
| Revenue | 11,754 | 10,993 | 6.9% |
| Cost of service (-) | (8,522) | (8,127) | 4.9% |
| Gross profit | 3,232 | 2,866 | 12.8% |
| General administration expenses (-) | (1,078) | (896) | 20.3% |
| Other income from operations | 518 | 397 | 30.4% |
| Other expenses from operations (-) | (416) | (381) | 9.2% |
| Operating profit/(loss) | 2,257 | 1,987 | 13.6% |
| Income from investing activities | 0 | 0 | (25.5%) |
| Expense from investing activities (-) | (2) | - | n.m. |
| EBIT | 2,255 | 1,987 | 13.5% |
| EBIT margin | 19.2% | 18.1% | 111bps |
| Interest (expenses) / income, net (-) | (786) | (811) | (3.0%) |
| Net foreign exchange profit / (loss) (including hedging cost) | (168) | (13) | 1202.3% |
| Monetary gain / (loss) | 644 | 1,641 | (60.8%) |
| Net profit / (loss) before tax | 1,945 | 2,805 | (30.7%) |
| Tax income / (expense) from operations | (669) | (1,766) | (62.1%) |
| Net profit / (loss) | 1,276 | 1,038 | 22.8% |
| Net profit / (loss) non-controlling interest | 106 | 95 | 11.2% |
| Net profit / (loss) equity holders of the parent | 1,170 | 943 | 24.0% |
| TL million | Unaudited March 31, 2025 |
Audited December 31, 2024 |
|---|---|---|
| Cash and cash equivalents | 3,615 | 3,002 |
| Trade receivables | 7,658 | 6,700 |
| Inventory | 902 | 1,105 |
| Short term other assets | 1,640 | 1,507 |
| Current assets | 13,815 | 12,314 |
| Tangible and intangible fixed assets | 18,930 | 18,665 |
| Right of use assets | 15,438 | 13,839 |
| Deferred tax assets | 2,628 | 2,684 |
| Long term other assets | 5,357 | 4,549 |
| Non-current assets | 42,353 | 39,737 |
| Total assets | 56,168 | 52,050 |
| Trade payables | 6,530 | 6,594 |
| Short term other liabilities | 4,302 | 3,428 |
| Short term financial liabilities (incl, financial and operational leases) |
3,205 | 4,483 |
| Current liabilities | 14,037 | 14,505 |
| Long term other liabilities | 1,287 | 1,295 |
| Deferred tax liabilities | 6,275 | 6,039 |
| Long term financial liabilities (incl, financial and operational leases) |
7,350 | 4,310 |
| Non-current liabilities | 14,912 | 11,644 |
| Shareholders' equity | 26,115 | 24,904 |
| Non-controlling interest | 1,104 | 998 |
| Equity | 27,219 | 25,902 |
| Total liabilities & equity | 56,168 | 52,050 |
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