Annual / Quarterly Financial Statement • Mar 11, 2025
Annual / Quarterly Financial Statement
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1 January - 31 December 2024 Financial Statements Together With Independent Auditor's Report (Convenience Translation of Financial Statements Originally
Issued in Turkish)
To the Board of Directors of 1000 Yatırım Holding Anonim Şirketi Istanbul
Eren Bağımsız Denetim A.Ş. Maslak, Eski Büyükdere Cad. No.14 Kat:10 34396 Sarıyer/İstanbul,Turkey
Independent Audit of Financial Statements
T + 90 212 373 00 00 F + 90 212 291 77 97 www.grantthornton.com.tr
We have audited the accompanying financial statements of 1000 Yatırım Holding Anonim Şirketi (the "Company") which comprise the statement of financial position as at 31 December 2024, the statement of profit or loss and other comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended and notes to the financial statements comprising a summary of significant accounting policies.
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as at 31 December 2024, and its financial performance and its cash flows for the year then ended in accordance with Turkish Financial Reporting Standards ("TFRS").
Our independent audit completed in accordance with the independent auditing standards published by the Capital Markets Board ("CMB") and the Independent Auditing Standards ("IAS"), which are part of the Turkish Auditing Standards published by the Public Oversight, Accounting and Auditing Standards Authority ("POA"). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics for Independent Auditors (Code of Ethics) as issued by the POA, and we have fulfilled our other ethical responsibilities in accordance with the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Issues described below have been determined as key audit matters and reported in our report by us:
| Key Audit Matters | How the key audit matter was addressed in |
|---|---|
| Presentation of subsidiaries and associates | the audit |
| in financial statements and described | |
| significant information | |
| The fair value of the Company's investments in its subsidiaries and associates, which are 10.472.853.798 TL and 19.648.866.787 TL in financial investments in its financial statements as of December 31, 2024 and December 31, 2023, respectively, has been determined by an independent valuation company and the details are explained in note 5. |
We have assessed the qualifications, competencies and impartiality of valuator appointed by the management. In our audit, we have assessed the appropriateness of the valuation methods used by the valuator in the valuation reports of associated companies and subsidiaries. The |
| Since the investments in its subsidiaries and associates constitute a significant part of the Company's total assets and the valuation |
reconciliation of the values in the valuation reports with the amounts explained in Note 6 has been checked. |
| methods applied include significant estimates and assumptions, the valuation of investments in its subsidiaries and associates is considered a key audit matter by us. |
Among the audit procedures we have implemented is the examination of the validity of the assumptions used by valuator in their valuations. |
| Due to the existence of high-level judgments used in the valuation reports and alternative estimates and valuation methods, we have assessed whether the value appraised by the valuator is within an acceptable range. |
|
| The mathematical accuracy of the calculations regarding the value increases or decreases resulting from the appraisal and reflected in the financial statements has been checked. |
|
| In addition, we have questioned the appropriateness of the information in the financial statements and explanatory footnotes, considering the importance of the disclosed information for the readers of the financial statements. |
|
| We did not have any significant findings as a result of the audit procedures we implemented. |
| Key Audit Matters Application of TAS 29 - Financial Reporting audit |
How the key audit matter was addressed in the |
|---|---|
| in Hyperinflationary Economies | |
| Company has applied TAS 29 "Financial reporting in hyperinflationary economies" ("TAS 29") in its financial statements as at and for the year ending 31 December 2024. |
We performed the following audit procedures in relation to the application of TAS 29 "Financial reporting in hyperinflationary economies": Understanding and evaluating the process and |
| TAS 29 requires financial statements to be restated into the current purchasing power at the end of the reporting period. Therefore, |
controls related to the implementation of TAS 29 designed and implemented by management, |
| transactions in 2024 and non-monetary balances at the end of the period with prior year statements with comparative information were restated to reflect a price index that is current |
Verifying whether the determination of monetary and non-monetary items made by the management is in compliance with TAS 29, |
| at the balance sheet date as of 31 December 2024. The implementation of TAS 29 leads to a change in several of the Company's control activities pervasively related to financial |
Obtaining detailed lists of non-monetary items and testing the original entry dates and amounts on a sample basis, |
| reporting. Considering the risk of inaccurate or incomplete data used in the application of TAS |
Evaluating the calculation methods used by management and verifying whether they are consistently used consistently in all periods, |
| 29 and the additional associated audit effort, the application of TAS 29 has been identified as a key audit matter for our audit. |
Verifying the general price index rates used in calculations with the coefficients obtained from the Consumer Price Index in Turkey published by the Turkish Statistical Institute, |
| Disclosures regarding the application of TAS 29 are provided in Note 2.1. |
Testing the mathematical accuracy of non-monetary items, income statement, and cash flow statement adjusted for inflation effects, |
| Evaluating the adequacy of disclosures related to the application of TAS 29 in the notes to the financial statements in accordance with TFRS. |
|
| We had no material findings as a result of these procedures. |
|
The Company management is responsible for the preparation and fair presentation of these financial statements in accordance with TFRS and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company's financial reporting process.
In an independent audit, we, the independent auditors, have the following responsibilities:
Our aim is to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an independent auditor's report that includes our opinion. Reasonable assurance expressed as a result of an independent audit conducted in accordance with independent auditing standards is a high level of assurance but does not guarantee that a material misstatement will always be detected. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an independent audit conducted in accordance with independent auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence. We also communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguard.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner who conducted and concluded this independent audit is Nazım Hikmet.
Eren Bağımsız Denetim A.Ş. Member Firm of Grant Thornton International
Nazım Hikmet Engagement Partner
Istanbul, March 11, 2025
| INDEX | PAGE |
|---|---|
| STATEMENTS OF FINANCIAL POSITIONS | 1 - 2 |
| STATEMENTS OF PROFIT/(LOSS) AND OTHER COMPREHENSIVE INCOME | 3 |
| STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY | 4 |
| STATEMENTS OF CASH FLOW | 5 |
| NOTES TO THE FINANCIAL STATEMENTS | 6 - 42 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Current | Previous | ||
| Period | Period | ||
| 31 December | 31 December | ||
| Assets | Note | 2024 | 2023 |
| Current Assets | |||
| Cash and cash equivalents | 4 | 49,872,776 | 376,548,909 |
| Financial investments | 5 | 914,529,836 | -- |
| Other receivables | 3,7 | 623,209,345 | 1,263,138,290 |
| - Other receivables from related parties | 3 | 616,594,371 | 1,263,138,290 |
| - Other receivables from third parties | 7 | 6,614,974 | -- |
| Prepaid expenses | 9 | 668,029 | 357,968 |
| Other current assets | 13 | 11,114,687 | 8,963,324 |
| Total current assets | 1,599,394,673 | 1,649,008,491 | |
| Non - current assets | |||
| Financial investments | 5 | 10,472,853,798 | 19,648,866,787 |
| Property, plant and equipment | 4,303,834 | 3,188,461 | |
| Intangible assets | 10 | 20,593,506 | -- |
| Total non - current assets | 10,497,751,138 | 19,652,055,248 | |
| TOTAL ASSETS | 12,097,145,811 | 21,301,063,739 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Current | Previous | ||
| Period | Period | ||
| 31 December | 31 December | ||
| Liabilities | Note | 2024 | 2023 |
| Short - term liabilities | |||
| Short - term borrowings | 8 | 5,467,546 | -- |
| Trade payables | 19,675,222 | 13,384,335 | |
| - Trade payables to related parties | 3,6 | -- | 10,878,022 |
| - Trade payables to third parties | 6 | 19,675,222 | 2,506,313 |
| Payables related to employee benefits | 12 | 2,816,023 | 1,868,793 |
| Other payables | 7 | 359,381,388 | 331,393,199 |
| - Other payables to related parties | 3,7 | 358,840,528 | 330,397,834 |
| - Other payables to third parties | 7 | 540,860 | 995,365 |
| Deferred income | 1,888,889 | 3,466,722 | |
| Profit for the period tax liability | -- | 5,956,558 | |
| Short - term provisions | 11 | 1,515,671 | 441,785 |
| - Short - term provisions for employee benefits | 1,515,671 | 441,785 | |
| Other short - term liabilities | 34,192 | 6,966 | |
| Total short - term liabilities | 390,778,931 | 356,518,358 | |
| Long - term liabilities | |||
| Long - term provisions | 12 | 2,010,086 | 714,878 |
| - Long - term provisions for employee benefits | 12 | 2,010,086 | 714,878 |
| Deferred tax liabilities | 15 | 2,483,447,180 | 4,900,537,858 |
| Total long - term liabilities | 2,485,457,266 | 4,901,252,736 | |
| Total Liabilities | 2,876,236,197 | 5,257,771,094 | |
| Paid-in capital | 14 | 47,000,000 | 47,000,000 |
| Positive inflation adjustment differences | 14 | 44,443,177 | 44,443,177 |
| Share premium | 1,268,184,414 | 1,268,184,414 | |
| Retained earnings | 14,683,665,054 | 9,099,579,720 | |
| Net (loss)(profit for the period | (6,822,383,031) | 5,584,085,334 | |
| Total Equity | 9,220,909,614 | 16,043,292,645 | |
| TOTAL LIABILITIES | 12,097,145,811 | 21,301,063,739 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| Audited | Audited | ||
|---|---|---|---|
| Current | Previous | ||
| Period | Period | ||
| 1 January - | 1 January - | ||
| Note | 31 December 2024 | 31 December 2023 | |
| Profit or Loss | |||
| Revenue | 16 | 31,497,211 | 4,426,081,332 |
| Cost of sales (-) | (276,208) | (860) | |
| Gross Profit | 31,221,003 | 4,426,080,472 | |
| General administrative expenses (-) | 17 | (409,930,205) | (67,289,371) |
| Marketing, selling and distribution expenses (-) | (5,111,981) | (193,980) | |
| Other income from operating activities | 18 | 2,333,451,823 | 916,149,712 |
| Other expenses from operating activities (-) | 18 | (465,308,251) | (1,750,486) |
| Operating Profit | 1,484,322,389 | 5,272,996,347 | |
| Income from investment activities | 19 | 1,652,649,342 | 2,468,921,229 |
| Expenses from investment activities (-) | 19 | (7,128,681,295) | -- |
| Operating profit before financial income/(expenses) | (3,991,709,564) | 7,741,917,576 | |
| Financial income | 20 | 403,626,266 | 128,498,511 |
| Financial expenses (-) | 20 | (89,777,488) | (77,375,933) |
| Monetary (loss)/gain | (5,551,019,607) | (22,232,314) | |
| Profit/(loss) before tax | (9,228,880,393) | 7,770,807,840 | |
| Tax income/(expense) from continuing operations | |||
| - Current tax expenses (-) | (10,593,316) | (8,412,103) | |
| - Deferred tax income/(expense) | 2,417,090,678 | (2,178,310,403) | |
| Profit/(loss) for the period from continuing operations | (6,822,383,031) | 5,584,085,334 | |
| Earnings per share | 21 | (145.16) | 118.81 |
| Earnings per share from continuing operations | (145.16) | 118.81 |
Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| Paid-in capital |
Capital Adjustment differences |
Share premium |
Retained earnings |
Net profit/(loss) for the period |
Total equity |
|
|---|---|---|---|---|---|---|
| 1 January 2023 | 12,500,000 | 24,542,873 | -- | -- | 9,099,579,720 | 9,136,622,593 |
| Capital increase Transfers |
34,500,000 -- |
19,900,304 -- |
1,268,184,414 -- |
-- 9,099,579,720 |
-- (9,099,579,720) |
1,322,584,718 -- |
| Total comprehensive income/(expense) | -- | -- | -- | -- | 5,584,085,334 | 5,584,085,334 |
| 31 December 2023 |
47,000,000 | 44,443,177 | 1,268,184,414 | 9,099,579,720 | 5,584,085,334 | 16,043,292,645 |
| 1 January 2024 | 47,000,000 | 44,443,177 | 1,268,184,414 | 9,099,579,720 | 5,584,085,334 | 16,043,292,645 |
| Transfers Total comprehensive income/(expense) |
-- -- |
-- -- |
-- -- |
5,584,085,334 | (5,584,085,334) -- (6,822,383,031) |
-- (6,822,383,031) |
| 31 December 2024 | 47,000,000 | 44,443,177 | 1,268,184,414 | 14,683,665,054 (6,822,383,031) | 9,220,909,614 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| Audited Current Period |
Audited Previous Period |
||
|---|---|---|---|
| 1 January - | 1 January - | ||
| 31 December | 31 December | ||
| Note | 2024 | 2023 | |
| A. Cash flows from operating activities | 298,386,448 | (866,645,062) | |
| Net (loss)/profit for the period | (6,822,383,031) | 5,584,085,334 | |
| Adjustments related to reconciliation of net profit for the | |||
| period | 6,881,159,331 | (5,486,097,356) | |
| Adjustments related to depreciation and amortization expenses | 8,140,189 | - | |
| Adjustments related to provisions | 11,12 | 2,369,094 | 982,760 |
| Adjustments related to interest income and expenses | 20 | (313,848,778) | 76,584,648 |
| Adjustments related to tax expenses | 15 | (2,406,497,362) | 2,186,722,506 |
| Adjustments related to unrealized foreign exchange differences | (2,093,335,468) | (5,537,249,079) | |
| Adjustments related to gain on bargain purchase | (1,652,649,343) | (2,468,921,229) | |
| Adjustments related to fair value losses/(gains) | 7,128,681,295 | (4,417,440,022) | |
| Monetary gain/(loss) | 6,208,299,704 | 4,673,223,060 | |
| Changes in working capital | 673,897,960 | (935,670,449) | |
| Adjustments related to (increase)/decrease in other receivables | |||
| from operating activities | 7 | 639,928,945 | (1,263,138,290) |
| Adjustments related to increase in trade payables | 6 | 6,290,887 | 330,688,843 |
| Adjustments related to (increase)/decrease in other payables from | |||
| operating activities | 27,988,189 | (5,564,375) | |
| Adjustments related to increase/(decrease) in prepaid expenses | 9 | (310,061) | 2,343,373 |
| Cash flows from operating activities | 732,674,260 | (837,682,471) | |
| Other cash inflows/(outflows) | (3,108,968) | (6,478,904) | |
| Tax payments/refunds | (16,549,874) | (2,455,545) | |
| Cash outflows arising from acquisition of shares or debt | (20,028,142) | ||
| instruments of other businesses or funds | (414,628,970) | ||
| B. Cash flows from investment activities | (540,752,639) | (3,188,461) | |
| Cash outflows by purchase of property, plant and equipment (-) | (9,255,562) | (3,188,461) | |
| Cash outflows by purchase of intangible assets (-) | (20,593,506) | -- | |
| Cash inflows related to sales that will result in loss of control of | |||
| subsidiaries | (914,529,836) | -- | |
| Interest received | 403,626,265 | -- | |
| C. Cash flows from financing activities | (84,309,942) | 1,246,000,072 | |
| Interest paid, net | 20 | (89,777,488) | (76,584,647) |
| Cash inflows from issuance of shares and other equity instruments |
-- | 1,268,184,414 | |
| Cash inflows from borrowing | 5,467,546 | -- | |
| Capital increase | -- | 54,400,305 | |
| Net increase/(decrease) in cash and cash equivalent | 4 | (326,676,133) | 376,166,549 |
| D. Cash and cash equivalents at the beginning of the period | 4 | 376,548,909 | 382,360 |
| E. Cash and cash equivalents at the end of the period | 4 | 49,872,776 | 376,548,909 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
1000 Yatırımlar Holding Anonim Şirketi ("the Company") was established after being registered in the Turkish Trade Registry Gazette dated 28 March 2022 and numbered 10546. The Company's field of activity is to participate in the capital management of established and/or to be established companies, to take responsibility for the financing, organization and management of their investments, to increase the security of investments against possible economic fluctuations and to contribute to the commercial, industrial and financial initiatives of the relevant companies in a healthy manner and in accordance with the requirements of the national economy.
The Company's trade name and the address where it carries out its activities are as follows:
1000 Yatırımlar Holding Anonim Şirketi Saray Mah. Sanayi Cad. A Blok, No: 56, İç kapı No: 5 Ümraniye/İstanbul.
As of 31 December 2024, the number of personnel of the Company 37 (31 December 2023: 12). The number of employees working in the Company's financial investments is 361 (31 December 2023: 585)
The share capital of the Company is as follows:
| Shareholders | (%) | 31 December 2024 |
(%) | 31 December 2023 |
|---|---|---|---|---|
| Kadir Can Abdik | 17.63 | 8,287,500 | 17.63 | 8,287,500 |
| Mustafa Saim Birpınar | 17.63 | 8,287,500 | 17.63 | 8,287,500 |
| Üsame Erdoğan | 17.63 | 8,287,500 | 17.63 | 8,287,500 |
| Hüseyin Ardan Küçük | 7.46 | 3,506,250 | 7.46 | 3,506,250 |
| Haris Pojata | 7.46 | 3,506,250 | 7.46 | 3,506,250 |
| Ec Yatırımlar Holding A.Ş. (*) | 0.00 | -- | 11.97 | 5,625,000 |
| Lydia Yatırım Holding Anonim Şirketi (*) | 11.97 | 5,625,000 | 0.00 | -- |
| Public offering capital | 20.21 | 9,500,000 | 20.21 | 9,500,000 |
| Paid-in capital | 100.00 | 47,000,000 | 100 | 47,000,000 |
| Positive inflation adjustment differences | 44,443,177 | 44,443,177 | ||
| Total Paid-in Capital | 91,443,177 | 91,443,177 |
(*) EC Yatırımlar Holding A.Ş has merged with Lydia Yatırım Holding A.Ş. and transferred all of its tangible and monetary rights pursuant to the resolution of the Üsküdar 12th Notary Office dated 12.09.2024 and numbered 19811.
The issued capital of the Company is divided into 47,000,000 shares with a nominal value of TRY1.00 each. Of these, 8,000,000 are registered Class A shares and 39,000,000 are bearer Class B shares. Group A shares have the privilege to nominate candidates for the Board of Directors and to vote in the general assembly. Group B shares do not have any privileges, the privileges of privileged shares are specified in the relevant sections of the Company's Articles of Association.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The accompanying financial statements are prepared in accordance with the Communiqué Serial II, No: 14.1, "Principals of Financial Reporting in Capital Markets" published in the Official Gazette numbered 28676 on 13 June 2013. According to the article 5 of the Communiqué, financial statements are prepared in accordance with Turkish Accounting Standards/ Turkish Financial Reporting Standards ("TFRS") and its addendum and interpretations ("IFRIC") issued by the Public Oversight Accounting and Auditing Standards Authority ("POAASA") Turkish Accounting Standards Board.
The financial statements are presented in accordance with 'Announcement regarding with TFRS Taxonomy' which was published on 3 July 2024 by POA and the format and mandatory information recommended by CMB.
The financial statements are prepared on the historical cost basis, except for financial investments measured at fair value. The determination of historical cost is generally based on the fair value of the consideration paid for the assets.
The financial statements have been prepared on a going concern basis, with the assumption that the Company will benefit from their assets and fulfill their obligations in the next year and in the natural course of their activities.
With the announcements 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 Hyperinflation Economies as of financial statements for the annual reporting period ending on or after 31 December 2023.
TAS 29 is applied to the financial statements, including the consolidated financial statements, of any entity whose functional currency is the currency of a hyperinflationary economy.
According to the standard, financial statements prepared in the currency of a hyperinflationary economy are presented in terms of the purchasing power of that currency at the balance sheet date. Prior-period financial statements are also presented in the current measurement unit at the end of the reporting period for comparative purposes. The Company has therefore presented its financial statements as of 31 December 2023, on the purchasing power basis as of 31 December 2024.
Pursuant to the decision of the Capital Markets Board (SPK) dated 28 December 2023 and numbered 81/1820, it has been decided that issuers and capital market institutions subject to financial reporting regulations that apply Turkish Accounting/Financial Reporting Standards will apply inflation accounting by applying the provisions of IAS 29 starting from their annual financial reports for the periods ending on 31 December 2023.
The adjustments made in accordance with IAS 29 were made using the adjustment coefficient obtained from the Consumer Price Index (CPI) of Turkey published by the Turkish Statistical Institute (TÜİK). As of 31 December 2024, the indices and adjustment coefficients used in the adjustment of the financial statements are as follows:
| Three-year compound | |||
|---|---|---|---|
| Date | Index | Conversion factor | infliation rate |
| 31 December 2024 | 2,684.55 | 1.00000 | 291% |
| 31 December 2023 | 1,859.38 | 1.44379 | 268% |
| 31 December 2022 | 1,128.45 | 2.37897 | 156% |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The main elements of the Company's adjustment process for financial reporting in hyperinflationary economies are as follows::
Current period financial statements prepared in TRY are expressed in terms of the purchasing power at the balance sheet date, and amounts from previous reporting periods are also adjusted and expressed in terms of the purchasing power at the end of the reporting period.
Monetary assets and liabilities are not adjusted as they are already expressed in terms of the current purchasing power at the balance sheet date. In cases where the inflation-adjusted values of nonmonetary items exceed their recoverable amount or net realizable value, the provisions of IAS 36 "Impairment of Assets" and IAS 2 "Inventories" are applied, respectively.
Non-monetary assets and liabilities and equity items that are not expressed in terms of the current purchasing power at the balance sheet date have been adjusted using the relevant adjustment coefficients.
All items in the comprehensive income statement, except for those that have an impact on the comprehensive income statement of non-monetary items on the statement of financial position, have been indexed using the coefficients calculated for the periods when the income and expense accounts were first reflected in the financial statements.
The impact of inflation on the Company's net monetary asset position in the current period is recorded in the net monetary gain/(loss) account in the income statement.
The Company has prepared its financial statements for the period ended 31 December 2024 in accordance with CMB's Communiquê Serial: II-14.1 and the announcements explaining this communiquê. Financial statements and notes are presented in accordance with the formats recommended by the CMB and including the mandatory information.
The Company keeps its accounting records in accordance with the Uniform Chart of Accounts, Turkish Commercial Code and Turkish Tax Laws and prepares its legal financial statements in TRY terms accordingly.
The financial statements of the Company are presented in the currency of the primary economic environment in which the entity operates (its functional currency). The functional and presentation currency of the Company is Turkish Lira ("TRY").
In accordance with paragraph 18 of TAS 28, When an investment in an associate or a joint venture is held by or is held indirectly through, an entity that is a venture capital organization, or a mutual fund, unit trust, and similar entities including investment-linked insurance funds, the entity may elect to measure that investment at fair value through profit or loss in accordance with TFRS 9. The Company has elected to measure its investments at fair value through profit or loss in accordance with this standard.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Investment entity in accordance with TFRS 10 Consolidated Financial Statements is an entity that; (a) obtains funds from one or more investors for the purpose of providing those investor(s) with investment management services, (b) commits to its investor(s) that its business purpose is to invest funds solely for returns from capital appreciation, investment income, or both and (c) measures and evaluates the performance of substantially all of its investments on a fair value basis. In assessing whether it meets the definition described above, an entity shall consider whether it has the following typical characteristics of an investment entity;
The Company does not consolidate its subsidiaries in accordance with TFRS 10 as it meets the above conditions and measures the fair value difference of its investments in its subsidiaries and associate at fair value through profit or loss.
Disclosures on Financial Investments material changes in accounting policies are corrected retrospectively by restating the prior period financial statements.
According to TFRS 10, the Company did not present a financial statement by measuring its investments at fair value through profit or loss and benefiting from exclusion related to financial statement presentation. Besides, the Company is an investment entity as per the definition of investment entity in TFRS 10. The aspects indicating the Company's nature as investment entity are that: the Company gets funds from one or more investors in order to provide investment management services; undertakes its investor or investors that its business purpose is to invest the funds for only acquiring capital gain or investment income or both; and measures and appraises the performance of its all investment based on the fair value principle. Furthermore, the Company has investors without related parties as it is open to multiple investments and investors and to public.
The Company's associates and subsidiarises are as follows:
| Principal organization and place of |
Core business | ||
|---|---|---|---|
| (%) | operation | activity | |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. Meta Mobilite Enerji Anonim Şirketi Algoritma Donanım ve Yazılım Anonim Şirketi |
75 92 100 |
Türkiye Türkiye Türkiye |
Micromobility Charging Station Software |
| Go Sharing B.V. | 100 | The Netherlands |
Micromobility |
| Altay Yenilenebilir Enerji Üretim ve Depolama Anonim Şirketi Cyprus Binbin Microbility Limited Yeşil Kalkınma Vakfı Finq Teknoloji ve İnovasyon Sanayi Ticaret Anonim Şirketi 4B Mühendislik İnşaat Enerji ve Danışmanlık Anonim Şirketi 1000 Ödeme Hizmetleri ve Elektronik Para Anonim Şirketi İstanbul Dijital Taksi Uygulamaları Turizm Sanayi ve Ticaret A.Ş. |
100 5 100 1 100 100 100 |
Türkiye Cyprus Türkiye Türkiye Türkiye Türkiye Türkiye |
Energy Micromobility Ecological Policies Toy Engineering Technology Technology |
Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. ("Bin Ulaşım") Founded in 2019 and operating in the micromobility sector. The Company owns 75% of Bin Ulaşım's share capital amounting to TRY112,000,000. The shares of Bin Ulaşım ve Akıllı Şehir Teknolojileri Anonim Şirketi, one of the financial investments of the Company, started to be traded on the BIST Stars on 9 October 2024. The Company's capital of TRY100,000,000 was increased by TRY12,000,000 and a public offering was realized. The Company sold its shares with a nominal value of TRY4,750,000 during the public offering. Following this sale, the Company's shareholding in the subsidiary decreased from 89% to 75%.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Accounting policy changes resulting from the first application of a new TAS are applied retrospectively or prospectively in accordance with the transitional provisions of that TAS. Significant accounting errors identified are applied retrospectively and prior period financial statements are restated. If changes in accounting estimates are related to only one period, they are recognized in the period when changes are applied; if changes in estimates are related to future periods, they are recognized both in the period where the change is applied and future periods prospectively.
If changes in accounting estimates are related to only one period, they are recognized in the period when changes are applied; if changes in estimates are related to future periods, they are recognized both in the period where the change is applied and future periods prospectively. The Company has not made any significant changes in accounting estimates in the current year. Major accounting errors that have been detected are applied retrospectively and the financial statements of the previous period are restated.
As at 31 December 2024, the accounting policies adopted in preparation of the financial statements for the year ended 1 January 2024 are consistent with those of the previous financial year, except for the adoption of new and amended TFRS and interpretations of TFRS effective.
The new standards, amendments and interpretations which are effective as at 1 January 2024
Standards, interpretations and amendments to existing standards that are issued but not yet effective up to the date of issuance of the financial statements are as follows. The Company will make the necessary changes if not indicated otherwise, which will be affecting the financial statements and disclosures, when the new standards and interpretations become effective.
Amendments to TFRS 10 and TAS 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
Amendments to TAS 21 - Lack of exchangeability
The Company will wait until the final amendment to assess the impacts of the change.
The standard in question does not apply to the Company.
The amendments did not have a significant impact on the financial position or performance of the Company.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The following amendments to IFRS 9 and IFRS 7 as well as IFRS 18 and IFRS 19 are issued by IASB but not yet adapted/issued by POA. Therefore, they do not constitute part of TFRS. The Company will make the necessary changes to its financial statements after the amendments and new Standard are issued and become effective under TFRS.
Amendments to IFRS 9 and IFRS 7 - Classification and measurement of financial instruments
Amendments to TFRS 9 and TFRS 7 – Contracts Concerning Electricity Generated from Natural Resources
IFRS 18 The new Standard for Presentation and Disclosure in Financial Statements
The following individuals or other businesses associated with the business:
a) A person or a member of this person's close family is deemed to be related to the reporting enterprise in the following cases;
The term "close family" of the person in this paragraph is the family members who are expected to influence or be affected by this person during their relationship with the business. Examples of a person's close family member include:
b) Another entity if any of the following conditions exist:
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Revenues consist of sale of subsidiaries and/or associates and consultancy services provided to associates.
Income from the sale of subsidiaries and associates is recognized at the time of sale. Income from consultancy services provided to associates is recognized as income on the date the service is rendered.
Since the Company is an investment entity, the fair value differences of the companies in which it participates are recognized under revenue.
Cash and cash equivalents are cash, demand deposits and other short term investments with a maturity of 3 months or less, which are readily convertible into cash and do not present a risk of impairment at significant time, since the date of purchase.
Financial assets at fair value through profit or loss, other than those classified as financial assets at fair value through profit or loss and recognized at fair value, are recognized at fair market value plus the aggregate amount of expenses directly attributable to the acquisition. As a result of the purchase or sale of financial assets that are subject to a contract that conditions the delivery of the investment instruments in accordance with the period specified by the relevant market, the related assets are recognized or derecognized on the transaction date.
Financial assets are classified as "financial assets at fair value through profit or loss", "financial assets measured at amortized cost" and "financial assets at fair value through other comprehensive income.
The effective interest method is a method of calculating the amortized cost of a financial asset and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset, or, where appropriate, a shorter period to the net carrying amount on initial recognition.
Income is recognized on an effective interest basis for financial assets other than those financial assets designated as at FVTPL.
Financial assets at fair value through profit or loss are financial assets held for trading and financial assets that are not held for trading but are accounted for in this category on initial recognition and subsidiaries and associates that meet the consolidation exception in Note 2. A financial asset is classified in this category when it is acquired for the purpose of disposal in the short term. Derivatives that are not designated as effective hedges of financial risk are also classified as financial assets at fair value through profit or loss.
The methods used in determining the fair values of subsidiaries and associates that qualify for the consolidation exception are disclosed in Note 5.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Those receivables are financial assets with fixed or determinable payments that are quoted in an active market are classified under loans and receivables. Loans and receivables are measured at amortized cost using effective interest method less any impairment. As of 31 December 2024 and 31 December 2023, the Company has no overdraft transactions.
The Company has no financial assets measured at amortized cost as of the end of the financial period.
Financial assets at fair value through other comprehensive income are initially recognized at fair value. Financial investments whose fair value can be reliably measured are measured at fair value.
At each balance sheet date, the Company assesses whether there is objective evidence that a financial asset or a group of financial assets is impaired. If any such indication exists, the Company determines the related impairment amount.
A financial asset or a group of financial assets is impaired and an impairment loss is recognized if, and only if, there is objective evidence that one or more events ("loss events") occurred after the initial recognition of the asset and that the loss event (or events) has had an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. Losses that are probable of occurring as a result of future events are not recognized, regardless of the high probability of occurrence.
When financial assets at fair value through other comprehensive income are impaired, the cumulative gain or loss is removed from equity and recognized in net profit or loss for the period. If there is an increase in the fair value of the asset in the accounting periods following the period in which the loss is recognized, the increase in value is recognized under equity.
In preparing the financial statements of the Company, transactions in foreign currencies (currencies other than TRY) are recorded at the rates of exchange prevailing on the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into TRY at the exchange rates prevailing at the end of the reporting period. Exchange differences arising from such transactions are recognized in the statement of profit or loss.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Trade payables represent the Company's liability for goods and services provided from suppliers within the scope of its ordinary activities. Trade payables are recorded at their fair value when they are first included in the financial statements, and in the following period, they are carried over their values calculated using the effective interest methods (Note 6).
A provision is an obligation whose realization time or amount is unknown.
Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events; it is more likely than not that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated
Provisions are calculated according to the best estimate made by the Company Management of the expenditure to be made to settle the obligation as of the reporting date and are discounted to present value where the effect is material.
Some or all of the economic benefit required to pay for the provision by third parties in cases where it is expected to be met, the amount to be collected is recognized as an asset if the collection of the relevant amount is almost certain and measured reliably.
Employment termination benefits, as required by the Turkish Labor Law and the laws applicable in the countries where the subsidiaries operate, represent the estimated present value of the total reserve of the future probable obligation of the Company arising in case of the retirement of the employees. In accordance with the updated TAS 19 Employee Benefits Standard, such payments qualify as defined retirement benefit plans.
The retirement pay liability recognized in the balance sheet is calculated by estimating the net present value of the future probable obligation of the Company arising from the retirement of all employees and reflected in the financial statements. All actuarial gains and losses are recognized in other comprehensive income.
Unused vacation rights accrued in the financial statements represent the liability calculated over the current salaries of the employees for the unused vacation days of the employees as of the reporting date.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Contingent liability is any of the following:
(ii) The amount of the liability cannot be measured reliably. In the case of being severally liable for an obligation, the portion of that obligation that is expected to be met by other parties is considered a contingent liability.
Possible assets arising from past events and the realization of which are subject to the occurrence or non-existence of one or more events that are not completely under the control of the Company in the future are considered as contingent assets.
Contingent liabilities are disclosed in the notes to the financial statements, except when the probability of an outflow of resources embodying economic benefits is remote. If the situation requiring resource transfer is probable, contingent liabilities are reflected in the financial statements. Contingent assets, on the other hand, are explained in the notes to the financial statements only if the entry of economic benefits is possible.
Earnings per share presented in the statement of profit or loss are determined by dividing net profit by the weighted average number of ordinary shares outstanding during the period concerned. The weighted average number of shares is the number of common shares at the beginning of the period multiplied by a time-weighting factor and the number of shares repurchased or issued during the period. The timeweight factor is the ratio of the number of days in which a certain number of shares are issued to the number of days in the total period.
Events after the reporting period are those that occur in favor of or against the entity between the end of the reporting period and the date the financial statements are approved by the management body. In the case that events require a correction to be made occur subsequent to the balance sheet date, the Company makes the necessary corrections to the financial statements. The events that occur subsequent to the balance sheet date and that do not require a correction to be made are disclosed in accompanying notes, where the decisions of the users of financial statements are affected. Non-Adjusting Events After the Reporting Period are events that indicate conditions that occurred after the reporting period. In order to reflect the effects of non-adjusting events after the reporting period, no changes are made to the amounts in the financial statements for the reporting period.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Taxes related to current or future periods that arise in relation to transactions and events reflected in the financial statements should be recorded. The recorded tax consists of current tax and deferred tax amounts.
Current tax refers to the tax to be paid on the financial profit of the current period. The unpaid portion of the current tax is shown in the "Tax Payable and Similar Liabilities" item in the Statement of Financial Position. The portion of the prepaid tax amount for the current and previous periods exceeding the current tax amount is shown separately in the "Prepaid Taxes and Similars" item. Term tax; It is measured over the amount calculated by taking into account the tax laws and tax rates applicable for the period. Amounts reflected in the Statement of Financial Position regarding current tax are not discounted.
Deferred tax; are the taxes payable or recoverable in future periods as a result of the recovery or payment of the assets and liabilities over their book values and the carrying forward of the previous year's losses and tax deductions to be deducted. Deferred tax asset or deferred tax liability related to taxes to be recovered or payable in future periods due to past transactions and events are recognized in the financial statements. Deferred taxes; arises from differences between the amounts at which assets and liabilities are recognized in the statement of financial position and their tax basis, and the carrying forward of retained losses and unused tax deductions that have not yet been deducted.
Temporary differences are differences between the carrying amount of an asset or liability in the statement of financial position and its tax basis. There are two types of temporary differences:
Temporary differences in financial statements are determined by comparing the book values of assets and liabilities in the financial statements with their tax base values. In terms of financial statements, the tax base value is determined by considering the tax declaration of each of the companies belonging to the Company.
A deferred tax asset is recognized for all deductible temporary differences, provided that it is probable that there will be sufficient financial profit to benefit from the deductible temporary differences in the future.
Deferred tax assets are recognized if it is probable that a financial profit sufficient to offset them in the future for previous year losses and tax deductions that have not yet been deducted. A deferred tax asset is not recognized if it is not probable that a taxable profit will be sufficient to deduct undeducted tax losses or tax deductions. A deferred tax asset resulting from undeducted tax losses or tax deductions is recognized only if there are sufficient taxable temporary differences or other compelling evidence that the Company will generate sufficient taxable profits to offset such losses or reductions.
In the cash flow statement, cash flows for the period are classified as cash flows arising from main activities, investing activities and financing activities.
Core activities are the main revenue-generating activities of a business. In addition, other activities of the business that are not considered investment and financing activities are also considered main activities. Cash flows arising from main activities generally arise as a result of transactions and events whose effects are reflected in profit or loss.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Investing activities are the acquisition and disposal of long-term assets and other investments not included in cash equivalents. Only expenditures that cause an asset to be recognized in the Statement of Financial Position can be classified as cash outflows from investing activity.
Financing activities are the activities that cause changes in the amount and content of the equity and liabilities of the enterprise. Gross cash inflows and outflows from investment and financing activities are classified into main groups and presented separately.
Cash flows arising from foreign currency transactions are shown over the amount found by converting the cash flow to the currency used by the enterprise using the exchange rate at the date of the cash flow.
For the purposes of the statement of cash flows, cash and cash equivalents comprise of cash in hand accounts, bank deposits and short-term, highly liquid investments that are readily convertible to known amounts of cash with maturities equal or less than three months.
Knowledge of current events and transactions, actual results may differ from the assumptions. Estimates are reviewed regularly, necessary corrections are made and reflected in the income statement in the period they are realized.
The Company's significant accounting assumptions and estimates include:
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Approximate maturities of balances due to related parties are 30 - 45 days for receivables.
The details of the transactions between the Company and other related parties:
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Meta Mobilite Enerji A.Ş. (*) | 570,901,792 | 312,763,625 |
| Algoritma Donanım ve Yazılım A.Ş. | 27,576,287 | 67,912,742 |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. | 13,325,004 | 836,708,553 |
| Altay Yenilenebilir Enerji Üretim ve Depolama A.Ş. | 2,045,386 | -- |
| İstanbul Dijital Taksi Uygulamaları Turizm San. ve Tic. A.Ş. | 1,926,980 | -- |
| Go Sharing Mobilite Hizmetleri ve Ticaret A.Ş. | 417,502 | 38,909 |
| 1000 Ödeme Hizmetleri ve Elektronik Para A.Ş. | 401,420 | -- |
| Go Sharing B.V. | -- | 45,714,461 |
| 616,594,371 | 1,263,138,290 |
(*) The related balance consists of the balances sent for the investment commitment advance loan process used by Meta Mobilite Enerji A.Ş..
| 31 December | 31 December | |
|---|---|---|
| 2024 | 2023 | |
| 4B Mühendislik İnşaat Enerji ve Danışmanlık A.Ş. (**) | 300,840,528 | 320,291,320 |
| EC Yatırımlar Holding A.Ş. (*) | 58,000,000 | 10,106,514 |
| 358,840,528 | 330,397,834 |
(*) The related amount is the debt balance received from EC Yatırımlar Holding A.Ş. within the scope of the investment made by Altay Yenilenebilir Enerji Üretim ve Depolama A.Ş. In 2025, the entire amount will be paid.
(**) The related amount is the debt amount sent to 4B Mühendislik İnşaat Enerji ve Danışmanlık A.Ş..
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Altay Yenilenebilir Enerji Üretim ve Depolama A.Ş. | -- | 10,878,022 |
| -- | 10,878,022 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 1 Janaury - 31 December 2024 | |||
|---|---|---|---|
| Interest | Rent | Total | |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. | 31,940 | 413,217 | 445,157 |
| 4B Mühendislik İnşaat Enerji ve Danışmanlık A.Ş. | 86,115,051 | -- | 86,115,051 |
| 86,146,991 | 413,217 | 86,560,208 | |
| 1 January - 31 December 2023 | |||
| Interest | Rent | Total | |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. | 63,141,598 | 514,710 | 63,656,308 |
| 4B Mühendislik İnşaat Enerji ve Danışmanlık A.Ş. | 24,007,947 | -- | 24,007,947 |
| Altay Yenilenebilir Enerji Üretim ve Depolama A.Ş. | 897,754 | -- | 897,754 |
| Algoritma Donanım ve Yazılım A.Ş. | 418,280 | -- | 418,280 |
| 88,465,579 | 514,710 | 88,980,289 |
| 1 Janaury - 31 December 2024 | |||
|---|---|---|---|
| Interest | Rent | Total | |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. | 107,196,066 | -- | 107,196,066 |
| Algoritma Donanım ve Yazılım A.Ş. | 32,673,477 | -- | 32,673,477 |
| Altay Yenilenebilir Enerji Üretim ve Depolama A.Ş. | 4,469,713 | -- | 4,469,713 |
| Meta Mobilite Enerji A.Ş. | 111,610,005 | -- | 111,610,005 |
| 1000 Ödeme Hizmetleri ve Elektronik Para A.Ş. | 3,328,087 | -- | 3,328,087 |
| İstanbul Dijital Taksi Uygulamaları Turizm Sanayi ve Ticaret A.Ş. | 1,919,574 | -- | 1,919,574 |
| 261,196,922 | -- | 261,196,922 |
| 1 January - 31 December 2023 | |||
|---|---|---|---|
| Interest | Rent | Total | |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. | -- | 3,592,249 | 3,592,249 |
| Algoritma Donanım ve Yazılım A.Ş. | -- | 3,646,144 | 3,646,144 |
| Meta Mobilite Enerji A.Ş. | -- | 39,218,277 | 39,218,277 |
| Go Sharing B.V. | 43,798,812 | 38,060,172 | 81,858,984 |
| 43,798,812 | 84,516,842 | 128,315,654 |
As of 31 December 2024, remuneration and similar benefits provided to key management personnel such as general manager and assistant general managers in the current period is TRY12,305,034 (31 December 2023: TRY11,008,956).
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Cash in hand | 354 | 510 |
| Banks | 49,872,422 | 376,548,399 |
| - Demand deposits | 7,665,976 | 1,163,593 |
| - Time deposits (*) | 42,206,446 | 375,384,806 |
| 49,872,776 | 376,548,909 |
(*) The maturity of time deposits is less than 3 months and the average effective interest rate is 43.95% for TRY (31 December 2023: 36%).
As of 31 December 2024, the Company's profit share from time deposit accounts in participation banks amounts to TRY9,837,193.
The details of the Company's short - term financial investments as at 31 December 2024 and 31 December 2023 are as follows:
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Time Deposits (*) | 109,533,333 | -- |
| Financial investments at fair value through profit or loss | 804,996,503 | -- |
| - Equity securities (**) | 804,996,503 | -- |
| 914,529,836 | -- |
(*) The maturity period of deposits is 12 months and the effective interest rate is 44% as of 31 December 2024.
(**) The Company has acquired 2.79% of Ufuk Yatırım Yönetim ve Gayrimenkul Anonim Şirketi, a company listed on the stock exchange on 14.06.2024 by evaluating the conjunctrual opportunities. The stock market value of the shares purchased on the transaction date is TRY440 and the Company paid a total of TRY46,710,720 for 1.307.389 shares and realized a profit of TRY758,285,782 as a result of this transaction. The related amount is recognized in income from investing activities.
The details of the Company's long - term financial investments as at 31 December 2024 and 31 December 2023 are as follows:
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Financial investments at fair value through profit or loss | 10,472,853,798 | 19,648,866,787 |
| 10,472,853,798 | 19,648,866,787 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Shares traded on the stock exchange (*) | 7,793,125,000 | -- |
| Shares not traded on the stock exchange | 2,679,728,798 | 19,648,866,787 |
| 10,472,853,798 | 19,648,866,787 |
(*) One of the financial investments of the Company, Bin Ulaşım ve Akıllı Şehir Teknolojileri Anonim Şirketi, started to be traded on Yıldız Pazar on 9 October 2024. The fair value of Bin Ulaşım ve Akıllı Şehir Teknolojileri Anonim Şirketi is recognized at fair value in the financial statements as of 31 December 2024.
As at 31 December 2024 and 31 December 2023, the fair value details of subsidiaries and associates are as follows:
| Share | Share | |||
|---|---|---|---|---|
| Ratio | 31 December | Ratio | 31 December | |
| (%) | 2024 | (%) | 2023 | |
| Bin Ulaşım ve Akıllı Şehir Teknolojileri A.Ş. and | ||||
| subsidiaries (*) | 75 | 7,793,125,000 | 89 | 11,526,540,583 |
| Meta Mobilite Enerji A.Ş. (*) | 92 | 1,588,173,254 | 95 | 2,283,678,511 |
| Algoritma Donanım ve Yazılım A.Ş. (*) | 100 | 110,945,924 | 100 | 754,892,164 |
| Go Sharing B.V. () (***) | 100 | 26,622,867 | 100 | 5,064,917,400 |
| Altay Yenilenebilir Enerji Üretim ve Depolama A.Ş. (**) | 100 | 43,604,616 | 100 | 11,286,202 |
| Cyprus Binbin Micromobility Limited | 5 | 128,215 | 5 | 128,215 |
| Yeşil Kalkınma Vakfı (***) | 100 | 253,708 | 100 | 253,708 |
| Finq Teknoloji ve İnovasyon Sanayi Ticaret A.Ş. (***) | 1 | 412,817 | 1 | 412,817 |
| 4B Mühendislik İnşaat Enerji ve Danışmanlık A.Ş. (***) | 100 | 317,503 | 100 | 317,503 |
| 1000 Ödeme Hizmetleri ve Elektronik Para A.Ş. (**) | 100 | 71,864,419 | 100 | 6,439,685 |
| İstanbul Dijital Taksi Uygulamaları Turizm San. ve Tic. A.Ş. | ||||
| (****) | 100 | 837,405,475 | -- | -- |
| 10,472,853,798 | 19,648,866,788 |
The fair value of the companies has been determined by an independent valuation company with an independent valuation report dated 31 December 2024. The valuation report is prepared in USD and converted to Turkish lira at the end-of-period exchange rate. The valuation company is authorized by the CMB and provides valuation services in accordance with capital markets legislation. The fair value of the financial investments held are calculated according to the Discounted Cash Flow Method ("DCF") and Net Asset Value method.
(*) The fair value of the related financial investments is determined according to the Discounted Cash Flow Method. (**) The fair value of the related financial investment is determined according to the Net Asset Value method.
(***) Related financial investments are recognized at cost.
(****) The related financial investment is recognized at fair value in the valuation report dated 31 December 2024.
(*****) The related financial investment is accounted with the stock exchange fair value at 31 December 2024.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The details of the Company's trade payables are as follows:
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Trade payables to related parties | -- | 10,878,022 |
| Trade payables to third parties | 19,675,222 | 2,506,313 |
| 19,675,222 | 13,384,335 |
The aging analysis of the Company's short-term trade payables is as follows:
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| 0 - 3 months | 19,675,222 | 13,384,335 |
| 19,675,222 | 13,384,335 |
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Other receivables due from related parties (Note 3) | 616,594,371 | 1,263,138,290 |
| Other miscellaneous receivables | 6,614,974 | -- |
| 623,209,345 | 1,263,138,290 |
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Other payables due to related parties (Note 3) | 358,840,528 | 330,397,834 |
| Other miscellaneous payables | 540,860 | 995,365 |
| 359,381,388 | 331,393,199 |
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Other financial liabilities (*) | 5,467,546 | -- |
| 5,467,546 | -- |
(*) Other financial liabilities consist of Company credit cards as of 31 December 2024.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The details of short - term prepaid expenses are as follows:
| 31 December | 31 December | |
|---|---|---|
| 2024 | 2023 | |
| Advances given | 668,029 | 135,794 |
| Prepaid expenses for upcoming months | -- | 222,174 |
| 668,029 | 357,968 |
| Rights | Total | |
|---|---|---|
| Cost | ||
| 1 January 2024 | -- | -- |
| Additions | 22,496,277 | 22,496,277 |
| 31 December 2024 | 22,496,277 | 22,496,277 |
| Accumulated Amortization (-) | ||
| 1 January 2024 Current period depreciation (-) |
-- (1,902,771) |
-- (1,902,771) |
| 31 December 2024 | (1,902,771) | (1,902,771) |
| 1 January 2024 | -- | -- |
| 31 December 2024 | 20,593,506 | 20,593,506 |
As of 31 December 2024, it consists of the investments to develop our system software and mobile application.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Provisions for unused vacation | 1,515,671 | 441,785 |
| 1,515,671 | 441,785 |
Movements of the short - term provisions the years are as follows:
| 1 January - 31 December 2024 | Provision for unused vacation | Total | |
|---|---|---|---|
| Beginning of the period | 441,785 | 441,785 | |
| Additions | 1,209,681 | 1,209,681 | |
| Inflation effect | (135,795) | (135,795) | |
| End of the period | 1,515,671 | 1,515,671 |
| 1 January - 31 December 2023 | Provision for unused vacation | |
|---|---|---|
| Total | ||
| Beginning of the period | 47,739 | 47,739 |
| Additions | 398,659 | 398,659 |
| Inflation effect | (4,613) | (4,613) |
| End of the period | 441,785 | 441,785 |
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Guarantee | 1,134,545,583 | 1,033,289,513 |
| Pledge | 61,293,895 | -- |
| 1,195,839,478 | 1,033,289,513 |
| 31 December | 31 December | |||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Original | TRY | Original | TRY | |
| Currency | Amount | Currency | Amount | |
| CPM given by the Company: | TRY | 1,195,839,478 | TRY | 1,033,289,513 |
| A. Total amount of collaterals/pledges/mortgages Given for its own legal entity |
-- | -- | -- | |
| B. Total amount of collaterals/pledges/mortgages given for the participations included in entire consolidation |
-- | -- | -- | |
| C. Total amount of collaterals/pledges/mortgages given to assure debts of third parties, for the purpose of conducting the business activities |
-- | -- | -- | |
| D. Total amount of other collaterals/pledges/mortgages given |
TRY | 1,195,839,478 | TRY | 1,033,289,513 |
| i. Total amount of collaterals/pledges/mortgages given ii. Total amount of collaterals/pledges/mortgages given or |
-- | -- | ||
| other related companies that do not fall into B and C | ||||
| sections | TRY | 1,195,839,478 | TRY | 1,033,289,513 |
| iii. Total amount of collaterals/pledges/mortgages given | ||||
| for third parties that do not fall into C section | -- | -- | ||
| TOTAL | 1,195,839,478 | 1,033,289,513 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The payables of the Company's employee benefits as of end of the periods are explained below:
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Social security premium payables | 1,069,376 | 566,106 |
| Payables to personnel (*) | 1,746,647 | 1,302,687 |
| 2,816,023 | 1,868,793 |
(*) The related amount consist of wage accruals of December. The related amount was paid in January.
The Company assumes that all of its personnel will retire when they complete their service for 25 years for men and 20 years for women. The principal assumption is that the maximum liability for each year of service will increase in line with the inflation. Thus, when he retires, he finds the portion of the severance pay he will receive in accordance with his seniority on the balance sheet date. This amount is discounted at the rates stated below, in accordance with the remaining period of retirement. As of 31 December 2024 the provision was calculated with discount ratio as approximately 1.63% on the assumption of annual 23.00% inflation rate and 25.00% interest rate
Actuarial gains and losses arising in the following year due to the differences in the discount rate and the rate of employee resignations are not considered significant, so they are not reported in the Equity in the balance sheet over the other Comprehensive Profit and Loss Statement. It is assumed that those who continue to work while they are able to retire and those who continue to work after retirement will leave on the balance sheet date.
The amount of severance pay is subject to an upper limit that is redefined every year. During these calculations, the upper limit of the salary based on severance pay has been taken into the account. This upper limit is TRY46,655.43 effective from 31 December 2024 (31 December 2023: TRY35,058.58).
| 31 December 2024 |
31 December 2023 |
|
|---|---|---|
| Provisions for employment termination benefits | 2,010,086 | 714,878 |
| 2,010,086 | 714,878 |
Movements of the provisions for employment termination benefits during the year are as follows:
| 2024 | 2023 | |
|---|---|---|
| 1 Januart | 714,878 | 126,164 |
| Service cost | 1,107,729 | 646,973 |
| Interest cost | 474,741 | 19,149 |
| Compensation paid | (68,827) | -- |
| Inflation effect | (218,435) | (77,408) |
| 31 December | 2,010,086 | 714,878 |
The details of the Company's other current assets as of the end of the period are as follows:
| 31 December | 31 December | |
|---|---|---|
| 2024 | 2023 | |
| Deferred VAT | 10,875,687 | 8,959,134 |
| Personnel advances | 239,000 | 4,190 |
| 11,114,687 | 8,963,324 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The Company's issued share capital is TRY47,000,000 and has been fully paid in free of collusion. This capital is divided into 47,000,000 shares with a nominal value of TRY1.00 each of these, 8,000,000 are registered Class A shares and 39,000,000 are bearer Class B shares. Group A shares have the privilege to nominate candidates for the Board of Directors and to vote at the General Assembly. Group B shares do not have any privileges, and the privileged shares are specified in the relevant sections of the Company's Articles Association.
The paid-in capital structure of the Company as of 31 December 2024 and 31 December 2023 is as follows:
| 31 December | 31 December | |||
|---|---|---|---|---|
| Shareholders | (%) | 2024 | (%) | 2023 |
| Kadir Can Abdik | 17.63 | 8,287,500 | 17.63 | 8,287,500 |
| Mustafa Saim Birpınar | 17.63 | 8,287,500 | 17.63 | 8,287,500 |
| Üsame Erdoğan | 17.63 | 8,287,500 | 17.63 | 8,287,500 |
| Hüseyin Ardan Küçük | 7.46 | 3,506,250 | 7.46 | 3,506,250 |
| Haris Pojata | 7.46 | 3,506,250 | 7.46 | 3,506,250 |
| EC Yatırımlar Holding A.Ş. (*) | 0.00 | -- | 11.97 | 5,625,000 |
| Lydia Yatırım Holding Anonim Şirketi (*) | 11.97 | 5,625,000 | 0.00 | -- |
| Public offering capital | 20.21 | 9,500,000 | 20.21 | 9,500,000 |
| Paid - in capital | 100.00 | 47,000,000 | 100.00 | 47,000,000 |
| Positive Inflation Adjustment Differences | 44,443,177 | 44,443,177 | ||
| Total paid-in capital | 91,443,177 | 91,443,177 |
(*) EC Yatırımlar Holding A.Ş has merged with Lydia Yatırım Holding A.Ş. and transferred all of its tangible and monetary rights pursuant to the resolution of the Üsküdar 12th Notary Office dated 12.09.2024 and numbered 19811.
Out of a total of 47,000,000 shares representing the issued capital of the Company amounting to TRY47,000,000, 8,000,000 shares are designated as Group (A) shares and 39,000,000 shares are designated as Group (B) shares.
(Group (A) shares have the privilege to nominate candidates not exceeding half of the number of board members and voting privileges at the general assembly. Each Group A share entitles its holder to 5 (five) votes. Each Group B share entitles its holder to 1 (one) vote.
Group (A) shareholders have the privilege to nominate candidates for the Board of Directors and to vote at the General Assembly.
Group (B) shares do not have any privileges.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The Company is subject to corporate tax in Turkey. Provision is made in the accompanying financial statements for the estimated charge based on the Company's results for the current period.
The corporate tax rate to be accrued on taxable corporate income is calculated over the remaining tax base after adding the non-deductible expenses from the tax base in the determination of the commercial profit and deducting the tax-exempt earnings, non-taxable incomes and other deductions (previous year losses, if any, and investment discounts used if preferred).
In 2024, the effective tax rate is 23% (2023: 25%). The 2 bps decrease in the effective tax rate is mainly due to the IPO effect.
Company activities are subject to Turkish Tax Legislation and practices.
The corporate tax rate is applied to the net corporate income to be found as a result of adding the expenses that are not accepted as deductible in accordance with the tax laws to the commercial income of the corporations and deducting the exemptions and discounts in the tax laws. Companies file their tax returns within the 30th of the fourth month following the close of the financial year to which they relate and are paid by the end of the respective month.
According to the Corporate Tax Law, financial losses shown on the declaration can be deducted from the corporate tax base of the period, provided that they do not exceed 5 years. Declarations and related accounting records can be examined by the tax office within five years.
Dividend payments made to resident companies in Turkey, to those who are not liable and exempt from corporate tax and income tax, and to real persons and non-resident legal entities in Turkey, are subject to income tax.
Dividend payments made from companies' resident in Turkey to joint stock companies residing in Turkey are not subject to income tax. In addition, income tax is not calculated if the profit is not distributed or added to the capital.
The effective tax rate in 2024 is 23% (31 December 2023: 25%).
The movement of deferred income tax assets and liabilities is as follows:
| 2024 | 2023 | |
|---|---|---|
| 1 January | (4,900,537,858) | (2,722,227,455) |
| Recognized in statement of profit or loss | 2,417,090,678 | (2,178,310,403) |
| 31 December | (2,483,447,180) | (4,900,537,858) |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The Company recognizes deferred tax assets and liabilities for temporary timing differences arising from the differences between the tax base legal financial statements and 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 the tax base financial statements and financial statements prepared in accordance with TFRS, and the said differences are stated below.
| 31 December 2024 | 31 December 2023 | |||
|---|---|---|---|---|
| Accumulated | Accumulated | |||
| Deferred Tax | temporary | Deferred | temporary | Deferred |
| Assets/(Liabilities) | differences | tax | differences | tax |
| Provisions for employment | ||||
| termination benefits | (2,010,086) | 462,320 | (405,606) | 110,446 |
| Provisions for unused | ||||
| vacations | (1,515,671) | 348,604 | (656,336) | 178,720 |
| Fair value differences of | ||||
| subsidiaries | 10,807,754,033 | (2,485,783,428) | 18,001,154,622 | (4,901,693,704) |
| Adjustments related to | ||||
| deferred income | (1,888,889) | 434,444 | (3,182,829) | 866,680 |
| Other | (4,742,954) | 1,090,879 | -- | -- |
| Deferred tax | ||||
| assets/(liabilities) - net | (2,483,447,180) | (4,900,537,858) |
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Value increase in financial investments (Note 22) | -- | 4,417,440,022 |
| Other (*) | 31,497,211 | 8,641,310 |
| 31,497,211 | 4,426,081,332 |
(*) Balance arising from other services provided to third parties.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Details of general administrative expenses:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Rent expenses (**) | 211,798,042 | 6,146,633 |
| Personnel expenses | 103,659,227 | 34,929,545 |
| Consulting expenses | 20,652,194 | 19,012,900 |
| Software expenses (*) | 18,994,725 | -- |
| Vehicle expenses | 12,906,015 | -- |
| Depreciation expenses | 8,140,189 | -- |
| Tax, duties and charges expenses | 4,862,493 | 2,085,003 |
| Representation and hospitality expenses | 3,769,518 | 1,110 |
| Donations and aid | 2,201,213 | -- |
| Occupational health and safety expenses | 1,128,458 | -- |
| Travel expenses | 607,488 | 568,470 |
| Insurance expenses | 165,384 | 927,544 |
| Office expenses | 37,902 | 28,360 |
| Chamber and dues expenses | -- | 46,669 |
| Other expenses | 21,007,357 | 3,543,137 |
| 409,930,205 | 67,289,371 |
(*) Consists of the purchase of user experience analysis and scoring infrastructure software.
(**) Consists of Go Sharing B.V. rent invoices cancelled by the decision of the Board of Directors.
Details of other operating income:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Foreign exchange gain | 2,332,949,576 | 915,329,014 |
| Other income | 502,247 | 820,698 |
| 2,333,451,823 | 916,149,712 |
Details of other operating expenses:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Provision for doubtful receivables (*) | 464,671,567 | -- |
| Foreign exchange loss | 573,853 | -- |
| Taxes, duties and charges expenses | -- | 343,429 |
| Other expenses | 62,831 | 1,407,057 |
| 465,308,251 | 1,750,486 |
(*) The related amount consists of evaluating the other receivable balance as of 31 December 2024 as doubtful receivable due to the discontinuation of the Netherlands operations of Go Sharing B.V. and the provision for the related amount.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Detail of income from investment activities:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Negotiated purchase gain | 1,652,649,342 | -- |
| Gain recognized on increase/decrease in value of | ||
| financial investments | -- | 2,468,921,229 |
| 1,652,649,342 | 2,468,921,229 |
Detail of expenses from investment activities:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Impairment of expenses from investment activities | 7.128.681.295 | -- |
| 7.128.681.295 | -- |
Details of financial income:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Interest income | 403,626,266 | 128,498,511 |
| 403,626,266 | 128,498,511 | |
| Details of financial expenses: | ||
| 31 December 2024 | 31 December 2023 | |
| Interest expenses | 89,777,488 | |
| Bank commission expenses | -- | 76,584,648 791,285 |
Basic (loss)/earnings per share is calculated by dividing net profit attributable to equity holders of the parent by the weighted average number of ordinary shares in issue during the period concerned. The Companies can increase their share capital by making a pro-rata distribution of shares ("bonus shares") to existing shareholders from retained earnings. In earnings per share calculation, this bonus share issuance is accepted as shares issued. Hence, weighted average stock share, which is used in the calculation of (loss)/earnings per share, is acquired by retrospective application of bonus share issue.
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Net (loss)/profit for the period attributable to equity holders of the parent Weighted average number of ordinary shares with a |
(6.822.383.031) | 5,584,085,334 |
| nominal value of TRY1.00 |
47,000,000 | 47,000,000 |
| (145.15) | 118.81 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The Company's principal financial instruments are cash and cash equivalents and other receivables. The main purpose of these financial instruments is to raise finance for the Company's operations. The Company has various other financial instruments such as trade debtors and other debtors, which arise directly from its operations. The main risks arising from the Company's financial instruments are interest rate risk, liquidity risk, foreign currency risk and credit risk. The Company management analyses each of the risks summarised below and develops the following policies.
Credit risks exposed by types of financial instruments:
| Trade Receivables | Receivables Other Receivables |
Bank | |||
|---|---|---|---|---|---|
| 31 December 2024 | Related parties | Third parties | Related parties | Third parties | deposits |
| Maximum amount of credit risk | |||||
| exposed as of reporting date | |||||
| (A+B+C+D) | -- | -- | 616,594,371 | 6,614,974 | 49,872,422 |
| - The part of maximum credit | |||||
| risk covered with guarantees | -- | -- | -- | -- | -- |
| A. Net book value of financial | |||||
| assets not due or not impaired | -- | -- | 616,594,371 | 6,614,974 | 49,872,422 |
| B. Net Book value of financial | |||||
| assets of which conditions are | |||||
| negotiated, otherwise considered | |||||
| as impaired or overdue | -- | -- | -- | -- | -- |
| C. Net book value of assets past | |||||
| due but not impaired | -- | -- | -- | -- | -- |
| - The part secured with collateral | |||||
| etc. | -- | -- | -- | -- | -- |
| D. Net book value of assets | |||||
| impaired | -- | -- | -- | -- | -- |
| - Past due amount (gross book | |||||
| value) | -- | -- | 464,671,567 | -- | -- |
| - Impairment amount (-) | -- | -- | (464,671,567) | -- | -- |
| - The part of net value under | |||||
| guarantee with collaterals, etc. | -- | -- | -- | -- | -- |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| Receivables | |||||
|---|---|---|---|---|---|
| Trade Receivables | Other Receivables | ||||
| 31 December 2023 | Related parties | Third parties | Related parties | Third parties | Bank deposits |
| Maximum amount of credit | |||||
| risk exposed as of | |||||
| reporting date (A+B+C+D) | -- | -- | 1,263,138,290 | -- | 376,548,399 |
| - The part of maximum | |||||
| credit risk covered with | |||||
| guarantees | -- | -- | -- | -- | -- |
| A. Net book value of | |||||
| financial assets not due or | |||||
| not impaired | -- | -- | 1,263,138,290 | -- | 376,548,399 |
| B. Net Book value of | |||||
| financial assets of which | |||||
| conditions are negotiated, | |||||
| otherwise considered as | |||||
| impaired or overdue | -- | -- | -- | -- | -- |
| C. Net book value of assets | |||||
| past due but not impaired | -- | -- | -- | -- | -- |
| - The part secured with | |||||
| collateral etc. | -- | -- | -- | -- | -- |
| D. Net book value of assets | |||||
| impaired | -- | -- | -- | -- | -- |
| - Past due amount (gross | |||||
| book value) | -- | -- | -- | -- | -- |
| - Impairment amount (-) | -- | -- | -- | -- | -- |
| - The part of net value under | |||||
| guarantee with collaterals, | |||||
| etc. | -- | -- | -- | -- | -- |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
Liquidity risk is the possibility that the Company will not meet its net toning obligations. The occurrence of events that result in a decrease in fund resources, such as deterioration in the markets or a decrease in the credit score, causes the liquidity risk to occur. The Company management manages the liquidity risk by allocating funds and keeping sufficient cash and similar resources to fulfill the position its current and potential liabilities. The Company's liquidity risk as of 31 December 2024 are as follows:
| 31 December 2024 | ||||||
|---|---|---|---|---|---|---|
| Maturity Terms | Book value |
Total cash outflows (I+II+III+IV) |
Less than 3 months (I) |
3 - 12 months (II) |
1 - 5 years (III) |
More than 5 years (IV) |
| Non-derivative financial liabilities | ||||||
| Trade payables | 19,675,222 | 19,675,222 | 19,675,222 | -- | -- | -- |
| Other payables | 359,381,388 | 359,381,388 | 359,381,388 | -- | -- | -- |
| Total | 379,056,610 | 379,056,610 | 379,056,610 | -- | -- | -- |
| Maturity Terms | Book value |
Total cash outflows (I+II+III+IV) |
Less than 3 months (I) |
3 - 12 months (II) |
1 - 5 years (III) |
More than 5 years (IV) |
|---|---|---|---|---|---|---|
| Non-derivative financial liabilities | ||||||
| Trade payables | 13,384,335 | 13,384,335 | 13,384,335 | -- | -- | -- |
| Other payables | 331,393,199 | 331,393,199 | 331,393,199 | -- | -- | -- |
| Total | 344,777,534 | 344,777,534 | 344,777,534 | -- | -- | -- |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The Company is exposed to foreign currency risk arising from exchange rate changes, since the amounts in foreign currency borrowed or creditor are converted into Turkish lira. The said foreign currency risk is followed by analysing the foreign currency position.
The foreign currency position table of the Company, expressed in Turkish Lira, is as follows.
| 31 December 2024 | ||||
|---|---|---|---|---|
| TRY Equivalent | USD | EUR | Other | |
| 1. Trade receivables | -- | -- | -- | -- |
| 2a. Monetary financial assets (Cash, bank accounts included) | 3,788,224 | -- | 103,120 | -- |
| 2b. Non-monetary financial assets | -- | -- | -- | -- |
| 3. Other | -- | -- | -- | -- |
| -- | ||||
| 4. Current assets (1+2+3) | 3,788,224 | 103,120 | -- | |
| 5. Trade receivables | -- | -- | -- | -- |
| 6a. Monetary financial assets | 10,471,741,543 | 296,815,547 | -- | -- |
| 6b. Non-monetary financial assets | -- | -- | -- | -- |
| 7. Other | -- | -- | -- | -- |
| 8. Non-current assets (5+6+7) | 10,471,741,543 | 296,815,547 | -- | -- |
| 9. Total assets (4+8) | 10,475,529,767 | 296,815,547 | 103,120 | -- |
| 10. Trade payables | -- | -- | -- | -- |
| 11. Financial liabilities | -- | -- | -- | -- |
| 12a. Monetary other liabilities | 7,092,899 | 121,856 | 76,050 | |
| 12b. Non-monetary other liabilities | -- | -- | -- | -- |
| 13. Short - term liabilities (10+11+12) | 7,092,899 | 121,856 | 76,050 | -- |
| 14. Trade payables | -- | -- | -- | -- |
| 15. Financial liabilities | -- | -- | -- | -- |
| 16a. Monetary other liabilities | -- | -- | -- | -- |
| 16b. Non-monetary other liabilities | -- | -- | -- | -- |
| 17. Long - term liabilities (14+15+16) | -- | -- | -- | -- |
| 18. Total liabilities (13+17) | 7,092,899 | 121,856 | 76,050 | -- |
| 19. Net assets/(liabilities) position of balance sheet | ||||
| derivative instruments (19a-19b) | -- | -- | -- | -- |
| 19a. Amount of hedged assets | -- | -- | -- | -- |
| 19b. Amount of hedged liabilities | -- | -- | -- | -- |
| 20. Net foreign currency assets/(liabilities) position | ||||
| (9-18+19) | 10,468,436,868 | 296,693,691 | 27,070 | -- |
| 21. Net foreign currency assets/(liabilities) position of | ||||
| monetary items | ||||
| (=1+2a+5+6a-10-11-12a-14-15-16a) | 10,468,436,868 | 296,693,691 | 27,070 | -- |
| 22. Total fair value of financial instruments used for | ||||
| foreign currency hedging | -- | -- | -- | -- |
| 23. Amount of foreign currency denominated assets | ||||
| hedged | -- | -- | -- | -- |
| 24. Amount of foreign currency denominated liabilities | ||||
| hedged | -- | -- | -- | -- |
| 25. Export | -- | -- | -- | -- |
| 26. Import | -- | -- | -- | -- |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 31 December 2023 | |||||
|---|---|---|---|---|---|
| TRY Equivalent |
USD | EUR | Other | ||
| 1. Trade receivables | -- | -- | -- | -- | |
| 2a. Monetary financial assets (Cash, bank accounts included) 2b. Non-monetary financial assets |
36,594 -- |
30 -- |
751 -- |
-- -- |
|
| 3. Other | 351,325,937 | 3,158 | 7,467,430 | -- | |
| 4. Current assets (1+2+3) | 351,362,532 | 3,188 | 7,468,181 | -- | |
| 5. Trade receivables | -- | -- | -- | -- | |
| 6a. Monetary financial assets | 19,647,754,543 | 462,272,789 | -- | -- | |
| 6b. Non-monetary financial assets | -- | -- | -- | -- | |
| 7. Other | -- | -- | -- | -- | |
| 8. Non-current assets (5+6+7) | 19,647,754,543 | 462,272,789 | -- | -- | |
| 9. Total assets (4+8) | 19,999,117,074 | 462,275,977 | 7,468,181 | -- | |
| 10. Trade payables | -- | -- | -- | -- | |
| 11. Financial liabilities | -- | -- | -- | -- | |
| 12a. Monetary other liabilities | 16,931 | -- | 360 | -- | |
| 12b. Non-monetary other liabilities | -- | -- | -- | -- | |
| 13. Short - term liabilities (10+11+12) | 16,931 | -- | 360 | -- | |
| 14. Trade payables | -- | -- | -- | -- | |
| 15. Financial liabilities | -- | -- | -- | -- | |
| 16a. Monetary other liabilities | -- | -- | -- | -- | |
| 16b. Non-monetary other liabilities | -- | -- | -- | -- | |
| 17. Long - term liabilities (14+15+16) | -- | -- | -- | -- | |
| 18. Total liabilities (13+17) | 16,931 | -- | 360 | -- | |
| 19. Net assets/(liabilities) position of balance sheet derivative instruments (19a-19b) |
-- | -- | -- | -- | |
| 19a. Amount of hedged assets | -- | -- | -- | -- | |
| 19b. Amount of hedged liabilities | -- | -- | -- | -- | |
| 20. Net foreign currency assets/(liabilities) position | |||||
| (9-18+19) | 19,999,100,144 | 462,275,977 | 7,467,821 | -- | |
| 21. Net foreign currency assets/(liabilities) position of monetary items |
|||||
| (=1+2a+5+6a-10-11-12a-14-15-16a) | 19,647,774,207 | 462,272,819 | 391 | -- | |
| 22. Total fair value of financial instruments used for foreign | |||||
| currency hedging | -- | -- | -- | -- | |
| 23. Amount of foreign currency denominated assets | -- | -- | -- | -- | |
| hedged 24. Amount of foreign currency denominated liabilities |
|||||
| hedged | -- | -- | -- | -- | |
| 25. Export | -- | -- | -- | -- | |
| 26. Import | -- | -- | -- | -- |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The analysis is made with the assumption that the TRY depreciates or appreciates by 10% against the exchange rates and all variables such as interest rates are constant.
| Currency risk sensitivity analysis table | |||||
|---|---|---|---|---|---|
| 31 December 2024 Profit/(Loss) |
Equity | ||||
| Appreciation | Depreciation of | Appreciation | Depreciation of | ||
| of foreign | foreign | of foreign | foreign | ||
| currency | currency | currency | currency | ||
| Change of USD by 10% against TRY | |||||
| Asset/(liability) denominated in USD - net | 1,046,744,243 | (1,046,744,243) | 1,046,744,243 | (1,046,744,243) | |
| The part hedged for USD risk (-) | -- | -- | -- | -- | |
| USD Effect - net | 1,046,744,243 | (1,046,744,243) | 1,046,744,243 | (1,046,744,243) | |
| Change of EUR by 10% against TRY | |||||
| Asset/(liability) denominated in EUR - net | 99,443 | (99,443) | 99,443 | (99,443) | |
| The part hedged for EUR risk (-) | -- | -- | -- | -- | |
| EUR Effect - net | 99,443 | (99,443) | 99,443 | (99,443) | |
| Total | 1,046,843,686 | (1,046,843,686) | 1,046,843,686 | (1,046,843,686) | |
| Currency risk sensitivity analysis table 31 December 2023 |
|||||
| Profit/(Loss) | Equity | ||||
| Appreciation of foreign currency |
Depreciation of foreign currency |
Appreciation of foreign currency |
Depreciation of foreign currency |
||
| Change of USD by 10% against TRY | |||||
| Asset/(liability) denominated in USD - net The part hedged for USD risk (-) |
1,964,789,004 -- |
(1,964,789,004) -- |
1,964,789,004 -- |
(1,964,789,004) -- |
|
| ABD Doları net etki | 1,964,789,004 | (1,964,789,004) | 1,964,789,004 | (1,964,789,004) | |
| Change of EUR by 10% against TRY | |||||
| Asset/(liability) denominated in EUR - net The part hedged for EUR risk (-) |
35,121,010 -- |
(35,121,010) -- |
35,121,010 -- |
(35,121,010) -- |
|
| EUR Effect - net | 35,121,010 | (35,121,010) | 35,121,010 | (35,121,010) | |
| Total | 1,999,910,014 | (1,999,910,014) | 1,999,910,014 | (1,999,910,014) |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The Company's objectives when managing capital are to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company return capital to shareholders, issue new shares or sell assets to reduce debt.
The Company monitors capital using the debt/equity ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated by deducting cash and cash equivalents from total debt (which includes financial liabilities, trade payables and other payables as shown in the balance sheet). Total capital is calculated by adding shareholders' equity and net debt, as shown in the balance sheet.
The Company's debt/equity ratios are as follows:
| 31 December 2024 | 31 December 2023 | |
|---|---|---|
| Total monetary liabilities | 384,524,156 | 344,777,534 |
| Less: Cash and cash equivalents (Note 5) | (49,872,776) | (376,548,909) |
| Net debt | 334,651,380 | -- |
| Total equity | 9,220,909,614 | 16,043,292,645 |
| Net debt/equity ratio | 0.04 | 0.00 |
Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation, and is best evidenced by quoted market price, if one exists.
The estimated fair values of financial instruments have been determined by the Company using available market information and appropriate valuation methodologies.
However, judgement is necessarily required to interpret market data to estimate the fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange.
The following methods and assumptions were used to estimate the fair value of the financial instruments:
Foreign currency balances are converted in Turkish Lira at the end of the period using the current foreign exchange buying rates. These balances are estimated to be close to the book value.
Given financial assets, including cash and cash equivalents, are movables with their cost values and it is estimated that their carrying values are approximately equal to their fair values due to their short term nature.
It is expected that the book values of trade receivables, together with the related doubtful receivables provisions, project the fair value.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
It is assumed that the book values of bank loans and other monetary liabilities are close to their fair values due to their short-term nature.
Fair values of long - term foreign currency loans are close to their book values. The fair values of longterm bank loans determined to be disclosed in the related notes are the value of the cash flows stipulated capital by the contract, discounted with the current market interest rate.
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:
Level 1: Quoted prices in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Inputs for the asset or liability that are not based on observable market data.
| Level 1 Financial assets measured at fair value through profit or loss |
2024 | 2023 |
|---|---|---|
| Opening balance (8 October 2024) | 7,993,359,158 | -- |
| Impairment, increase in value, net | 54,762,500 | -- |
| Inflation effect | (254,996,658) | -- |
| Closing balance | 7,793,125,000 | -- |
| Level 3 Financial assets measured at fair value through profit or loss (*) |
2024 | 2023 |
|---|---|---|
| 1 January | 11,655,507,629 | 11,878,451,373 |
| Impairment, increase in value, net | (7,183,443,795) | 4,417,440,022 |
| Inflation effect | (5,952,948,816) | (4,673,223,059) |
| Foreign exchange translation differences | 2,093,335,468 | 5,537,249,079 |
| Negotiated purchase gain | 1,652,649,343 | -- |
| Additions | 10,094,644 | 2,468,921,229 |
| Capital increase | 404,534,326 | 20,028,143 |
| Transfers (**) | 7,793,125,000 | -- |
| 31 December | 10,472,853,798 | 19,648,866,787 |
(*) Based on financial assets at fair value through profit or loss.
(**) This section shows the impact of the transition to Level 1 of the fair value hierarchy due to the listing of Bin Ulaşım on the stock exchange as of 9 October 2024.
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 31 December 2024 | |||||||
|---|---|---|---|---|---|---|---|
| Terminal | Discount Rate |
Discount Rate |
Terminal Growth Discount Rate |
Terminal Growth Discount Rate |
|||
| Curren | Discount | Growth | Increases by | Decreases by | Increases | Decreases | |
| Meta Mobilite Algoritma Go Sharing B.V. Altay Yenilenebilir Enerji 1000 Pay İstanbul Dijital Taksi Uygulamaları TOTAL |
cy USD USD USD USD USD TRY |
Rate (%) 10.28 10.28 10.28 -- -- 23.8 |
Rate (%) 2 2 2 -- -- 5 |
1% 35,840,012 2,710,886 (5,572,923) 1,235,948 2,036,956 20,954,232 57,205,110 |
1% 56,681,316 3,696,215 8,798,931 1,235,948 2,036,956 27,004,168 99,453,534 |
by 1% 54,127,207 3,575,463 7,037,655 1,235,948 2,036,956 26,068,056 94,081,284 |
by 1% 37,785,965 2,802,886 (4,231,023) 1,235,948 2,036,956 21,729,460 61,360,191 |
| 31 December 2023 | |||||||
| Terminal | Discount Rate |
Discount Rate |
Terminal Growth Discount Rate |
Terminal Growth Discount Rate |
| Rate | Rate | ||||||
|---|---|---|---|---|---|---|---|
| Discount | Growth | Increases by | Decreases by | Increases | Decreases | ||
| Currency | Rate (%) | Rate (%) | 1% | 1% | by 1% | by 1% | |
| Bin Ulaşım | USD | 11.8 | 2 | 347,863,148 | 445,445,162 | 431,601,953 | 358,935,420 |
| Meta Mobilite | USD | 11.8 | 2 | 59,834,790 | 99,525,649 | 94,127,669 | 64,096,332 |
| Algoritma | USD | 11.8 | 2 | 22,625,456 | 29,360,412 | 28,321,711 | 23,462,171 |
| Go Sharing B.V. | USD | 11.8 | 2 | 147,797,101 | 202,037,056 | 194,558,702 | 153,725,173 |
| Altay Yenilenebilir Enerji | USD | -- | -- | 383,386 | 383,386 | 383,386 | 383,386 |
| 1000 Pay | USD | -- | -- | 218,754 | 218,754 | 218,754 | 218,754 |
| TOTAL | 578,722,635 | 776,970,420 | 749,212,176 | 600,821,237 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
| 31 December 2024 | Financial assets presented at amortized cost |
Financial liabilities presented at amortized cost |
Financial assets at fair value through profit or loss |
Book value | Note |
|---|---|---|---|---|---|
| Financial Assets |
|||||
| Cash and cash equivalents Financial |
49,872,776 | -- | -- | 49,872,776 | 4 |
| investments | -- | -- | 11,387,383,634 | 11,387,383,634 | 5 |
| Financial Liabilities |
|||||
| Trade payables Other payables |
-- -- |
19,675,222 359,381,388 |
-- -- |
19,675,222 359,381,388 |
6 7 |
| 31 December 2023 | Financial assets presented at amortized cost |
Financial liabilities presented at amortized cost |
Financial assets at fair value through profit or loss |
Book value | Note |
|---|---|---|---|---|---|
| Financial Assets |
|||||
| Cash and cash equivalents |
376,548,909 | -- | -- | 376,548,909 | 4 |
| Financial investments |
-- | -- | 19,648,866,787 | 19,648,866,787 | 5 |
| Financial Liabilities | |||||
| Trade payables | -- | 13,384,335 | -- | 13,384,335 | 6 |
| Other payables | -- | 331,393,199 | -- | 331,393,199 | 7 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
The company's net monetary position gains and (losses) before adjustments are as follows;
| Non-monetary items | 31 December 2024 |
|---|---|
| Statement of financial position items | (5,230,497,150) |
| Financial investments | 1,202,059,036 |
| Tangible fixed assets | 1,461,985 |
| Other intangible assets | 3,642,001 |
| Deferred tax liabilities | (1,506,314,587) |
| Paid-in capital | (28,107,566) |
| Share premiums | (389,811,228) |
| Retaines earnings/(losses) | (4,513,426,791) |
| Statement of profit or loss items | (320,522,457) |
| Revenue | (12,592,269) |
| Financial income | (45,464,976) |
| Income from investment activities | (308,625,730) |
| Other income from operating activities | (2,196,287) |
| Other expenses from operating activities (-) | 579,027 |
| Cost of sales (-) | 276,208 |
| Marketing expenses (-) | 558,984 |
| General administrative expenses (-) | 39,008,220 |
| Financial expenses (-) | 7,934,367 |
| Net monetary position gains/(losses) | (5,551,019,607) |
The Group's explanation regarding the fees for the services rendered by the independent audit firms. which is prepared by the POA pursuant to the Board Decision published in the Official Gazette on 30 March 2021, and the preparation principles of which are based on the letter of the POA dated 19 August 2021 are as follows:
| 1 January - 31 December 2024 |
1 January - 31 December 2023 |
|
|---|---|---|
| Independent audit fee for the reporting period | 1,300,000 | 1,155,030 |
| Total | 1,300,000 | 1,155,030 |
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at 31 December 2024 unless otherwise indicated.)
4B Mühendislik İnşaat Enerji ve Danışmanlık A.Ş., a wholly owned subsidiary of the Company, was merged with Meta Mobilite Enerji A.Ş., also a subsidiary of the Company, by transferring all of its assets and liabilities to Meta Mobilite Enerji A.Ş. as a whole.
It has been decided to revise the strategies of company Go Sharing BV, which operates in the field of Micromobility in the Netherlands, due to the economic recession in the Dutch micromobility market and operational difficulties arising from regulations in recent years. Within the framework of this revision, it is planned to close the regions that negatively affect successful European micromobility activities and to take the relevant operational improvement steps.
Amsterdam operation, the opening of which was announced in the PDP disclosure dated 02.02.2024, was suspended with the decision dated 23.01.2025.
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