PENTA TEKNOLOJİ ÜRÜNLERİ DAĞITIM TİCARET A.Ş.

CONVENIENCE TRANSLATION INTO ENGLISH OF THE 01.01.2024 - 30.09.2024 INTERIM REPORT

1.	GENERAL INFORMATION, CAPITAL AND SHAREHOLDERS STRUCTURE 2
2.	BOARD OF DIRECTORS AND SENIOR EXECUTIVES3
3.	SECTORAL DEVELOPMENTS AND ACTIVITIES IN THE REPORTING PERIOD 3
4.	EVENTS AFTER THE REPORTING PERIOD4
5.	SUMMARY OF FINANCIAL INDICATORS 4-5
6.	ADMINISTRATIVE, LEGAL AND OTHER OPERATIONAL ISSUES 5

1. GENERAL INFORMATION, CAPITAL AND SHAREHOLDERS STRUCTURE

Reporting Period	: 01.01.2024 – 30.09.2024
Trade Name	: Penta Teknoloji Ürünleri Dağıtım Ticaret A.Ş.
Trade Registration Number	: 492652
Head Office Address	: Dudullu Organize Sanayi Bölgesi 4. Cadde No : 1 34775 Ümraniye/İSTANBUL
Phone Number	: (0216) 528 00 00
Fax Number	: (0216) 415 23 69
E-mail Address	: [email protected], [email protected]
Website	: www.penta.com.tr, yatirimci.penta.com.tr

Principal activities of Penta Teknoloji Ürünleri Dağıtım Ticaret A.Ş. ("Penta Teknoloji" or the "Company") are distribution of computer, hardware and software goods. The Company purchases the trade goods from domestic and foreign suppliers and distributes them mostly to its domestic customers via its sales network. Total number of the Company's employees is 354 as of September 30, 2024.

The capital and shareholder structure as of 30.09.2024 is given below. Group A shares, held by Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş. ("Gözde GSYO A.Ş.") are privileged shares and their only privilege is the privilege of nominating candidates for members of the Board of Directors.

Shareholder	Share Group	Share Capital (TL)	Share Capital (%)
	A	106.418.079	27,04
Gözde GSYO A.Ş.	B	20.335.752	5,17
Mustafa Ergün	B	38.388.956	9,76
Bülent Koray Aksoy	B	27.617.870	7,02
Mürsel Özçelik	B	27.611.870	7,02
Sinan Güçlü	B	27.124.492	6,89
Other	B	146.018.981	37,10
Total Capital		393.516.000	100,00

The details of subsidiaries as are given below.

Subsidiary Name	Place of Incorporation and Operation	Proportion of Ownership
Commonwealth Finance Investment Ltd.	British Virgin Islands	100,00%
Penta International B.V.	Netherlands	100,00%

2. BOARD OF DIRECTORS AND SENIOR EXECUTIVES

The Company is represented and managed by a 6-member Board of Directors, determined by the General Assembly. Most of the Board Members are non-executive members. Only one member is an executive member. Non-executive Board Members do not have any administrative duties in the Company, other than their Board memberships, and do not interfere in the Company's daily work flow and ordinary operations.

Members of the Board of Directors:

Name	Title
Mehmet TÜTÜNCÜ	Chairman of the Board of Directors
Ali ÜLKER	Vice Chairman of the Board of Directors
Mürsel ÖZÇELİK	Executive Member of the Board of Directors
Erman KALKANDELEN	Member of the Board of Directors
Aytaç Saniye MUTLUGÜLLER	Independent Member of the Board of Directors
Fatma Pınar ILGAZ	Independent Member of the Board of Directors

Authorization and Limitations of the Members of the Board of Directors:

In accordance with the Turkish Commercial Code ("TCC"), the Capital Markets Board regulations and the provisions of the Articles of Association; the Board of Directors is authorized to take all decisions except those that fall within the jurisdiction of the General Assembly.

However, if such matters fall within the scope of a significant transaction pursuant to the Capital Markets Board's Corporate Governance Principles regulation, action is taken within the framework required by the aforementioned regulation. The Corporate Governance Principles, which are mandatory to be implemented by the Capital Markets Board, are complied with.

Top Management of the Company:

Name	Title
Mehmet Fatih ERÜNSAL	General Manager
Eren MANTAŞ	Chief Financial Officer
Yasemin BUDAK	Digital Transformation and Operations Director
Bülent KÖKEN	Sales Director
Arda SERİM	Business Development and Marketing Director

3. SECTORAL DEVELOPMENTS AND ACTIVITIES IN THE REPORTING PERIOD

Net sales in the third quarter of 2024 remained parallel to the same period of the previous year. Quarterly net sales in US Dollars decreased by approximately 0,4% compared to the same period last year. In Turkish Lira terms, quarterly net sales increased by approximately 23,4% in the third quarter of the year compared to the same period of the previous year, due to the rise in the exchange rate. In the first quarter of 2024, a distributorship agreement was signed with Lexar brand, which offers solutions that provide the performance and reliability required to make the most of computers and other digital devices with its drives and memories. In the second quarter, the company became the sole authorized distributor in Türkiye for the products of the Sparkle brand, which offers highperformance and durable products in the graphics card category.

4. EVENTS AFTER THE REPORTING PERIOD

None.

5. SUMMARY OF FINANCIAL INDICATORS

Consolidated Balance Sheet as of 30 September 2024:

	(Turkish Lira) 30.09.2024	(Turkish Lira) 31.12.2023	(US Dollar) 30.09.2024	(US Dollar) 31.12.2023
Current Assets	8.727.427.412	7.815.174.941	255.778.770	265.477.337
Non-Current Assets	387.799.019	247.339.286	11.365.406	8.401.984
TOTAL ASSETS	9.115.226.431	8.062.514.227	267.144.176	273.879.321
	30.09.2024	31.12.2023	30.09.2024	31.12.2023
Current Liabilities	5.821.951.345	5.428.899.406	170.626.633	184.416.826
Non-Current Liabilities	103.501.925	89.486.888	3.033.379	3.039.826
Equity	3.189.773.161	2.544.127.933	93.484.164	86.422.669
TOTAL LIABILITIES AND EQUITY	9.115.226.431	8.062.514.227	267.144.176	273.879.321

Consolidated Income Statement as of 1 January – 30 September 2024:

	(Turkish Lira) 01.01.2024 - 30.09.2024	(Turkish Lira) 01.01.2023 - 30.09.2023	(US Dollar) 01.01.2024 - 30.09.2024	(US Dollar) 01.01.2023 - 30.09.2023
Revenue	16.785.706.049	12.027.934.444	521.319.504	543.923.089
Cost of Sales (-)	(15.576.172.520)	(11.143.901.873)	(483.754.601)	(503.945.674)
GROSS PROFIT	1.209.533.529	884.032.571	37.564.903	39.977.415
General Administrative Expenses (-)	(206.409.901)	(106.731.457)	(6.410.544)	(4.826.573)
Marketing, Sales and Distribution Expenses (-)	(378.864.938)	(186.005.912)	(11.766.540)	(8.411.495)
Other Income From Operating Activities	9.750.737	19.706.046	302.832	891.136
Other Expenses From Operating Activities (-)	(109.842.220)	(180.073.621)	(3.411.408)	(8.143.227)
OPERATING PROFIT	524.167.207	430.927.627	16.279.243	19.487.256
Income From Investing Activities	40.007.473	51.088.025	1.242.526	2.310.285
Finance Income	89.995	316.795	2.795	14.326
Finance Expenses (-)	(321.154.279)	(159.279.977)	(9.974.200)	(7.202.904)
PROFIT BEFORE TAX	243.110.396	323.052.470	7.550.364	14.608.963
Tax Expense From Continuing Operations (-)	(15.740.848)	(244.473.279)	(488.869)	(11.055.486)
Current Tax Expense (-)	(103.797.918)	(227.284.190)	(3.223.688)	(10.278.167)
Deferred Tax Income / (Expense)	88.057.070	(17.189.089)	2.734.819	(777.319)
PROFIT FOR THE YEAR	227.369.548	78.579.191	7.061.495	3.553.477

5. SUMMARY OF FINANCIAL INDICATORS (CONT'D)

Financial Ratios:

	30.09.2024	30.09.2023
Gross Profit Margin (%)	7,2%	7,3%
Operating Profit Margin (%) (*)	3,7%	4,9%
Net Profit Margin (%)	1,4%	0,7%
EBITDA Margin (%)	4,1%	5,1%

(*) Before other income / expenses from operations.

6. ADMINISTRATIVE, LEGAL AND OTHER OPERATIONAL ISSUES

Related Party Transactions:

The amount of the sales and purchase transactions of the Company with the related parties is less than 1% of the Company's total sales. Details of transactions with related parties are included in note 4 of the independently audited consolidated financial statements report as of September 30, 2024.

Compensation of Key Management Personnel:

The key management personnel of the Company consist of board members, the general manager and the directors. The sum of wages and similar benefits paid to top management as of September 30, 2024 is TL 29.518.105.

Donations and Grants:

The amount of donations made in 2024 is TL 16.899.

Other Issues:

No material lawsuits were filed against the Company during the period. There are no administrative and/or judicial sanctions against the Company and the members of the management. There has been no transaction or competition situation that may cause a conflict of interest with the company or its subsidiaries, of the shareholders holding the management dominance, the Members of the Board of Directors, senior managers and their spouses and close relatives including relatives-in-law up to the second degree.

AI Terminal