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MİGROS TİCARET A.Ş.

Interim / Quarterly Report Nov 5, 2024

5940_rns_2024-11-05_2e864a26-c4f4-4307-b19f-c54049e78463.pdf

Interim / Quarterly Report

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MİGROS TİCARET A.Ş.

CONVENIENCE TRANSLATION INTO ENGLISH OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(ORIGINALLY ISSUED IN TURKISH)

MİGROS TİCARET A.Ş.

INTERIM CONDENSED CONSOLIDATED
STATEMENTS
OF
OTHER COMPREHENSIVE INCOME
INTERIM CONDENSED CONSOLIDATED STATEMENTS
OF
CHANGES IN EQUITY
INTERIM CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS

NOTES TO THE INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
ORGANISATION AND NATURE OF OPERATIONS
BASIS OF PRESENTATION OF CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
PROPERTY, PLANT AND EQUIPMENT
NOTE 4
INTANGIBLE ASSETS
NOTE 5
RIGHT OF USE ASSETS
NOTE 6
INVENTORIES
NOTE 7
FINANCIAL LIABILITIES
NOTE 8
PROVISIONS, CONTINGENT ASSETS AND LIABILITIES
EMPLOYEE BENEFITS OBLIGATION
REVENUE
NATURE OF EXPENSES
OTHER OPERATING INCOME AND EXPENSES
INCOME AND EXPENSES FROM INVESTMENT ACTIVITIES
FINANCIAL INCOME
FINANCIAL EXPENSES
TAX ASSET AND LIABILITIES
CAPITAL, RESERVES AND OTHER EQUITY ITEMS
NOTE 18
RELATED PARTY DISCLOSURES
NOTE 19
EARNINGS PER SHARE
NOTE 20
EXCHANGE RATE RISK AND FOREIGN CURRENCY POSITION
INTERIM CONDENSED CONSOLIDATED STATEMENTS
OF PROFIT OR LOSS
NOTE 1
NOTE 2
NOTE 3
NOTE 9
NOTE 10
NOTE 11
NOTE 12
NOTE 13
NOTE 14
NOTE 15
NOTE 16
NOTE 17
FINANCIAL INSTRUMENTS NOTE 21
OTHER MATTERS THAT MAY AFFECT THE FINANCIAL STATEMENTS OR REQUIRE AN
EXPLANATION FOR THE FINANCIAL STATEMENTS TO BE CLEAR, INTERPRETABLE AND
UNDERSTANDABLE
NOTE 22
NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS NOTE 23

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED BALANCE SHEETS AS OF 30 SEPTEMBER 2024 AND 31 DECEMBER 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Notes Unaudited
30 September 2024
Audited
31 December 2023
ASSETS
Current assets:
Cash and cash equivalents 22,901,148 16,785,299
Financial investments 9,184 628,359
Trade receivables 1,214,005 502,662
-Trade receivables from related parties 18 10,366 2,310
-Trade receivables from third parties 1,203,639 500,352
Other receivables 493,462 2,890,135
-Other receivables from third parties 493,462 2,890,135
Derivative instruments 4,813 -
Inventories 6 25,581,829 29,792,462
Prepaid expenses 1,288,318 765,581
Other current assets 315,928 93,527
Total current assets 51,808,687 51,458,025
Non-current assets:
Financial investments 3,282,713 1,570,478
Other receivables 33,081 25,983
-Other receivables from third parties 33,081 25,983
Property, plant and equipment 3 28,538,200 27,572,163
Right of use assets 5 29,253,619 22,044,695
Intangible assets 20,225,075 20,069,584
-Goodwill 18,792,945 18,604,101
-Other intangible assets 4 1,432,130 1,465,483
Prepaid expenses 2,031,572 2,426,184
Total non-current assets 83,364,260 73,709,087
Total assets 135,172,947 125,167,112

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED BALANCE SHEETS AS OF 30 SEPTEMBER 2024 AND 31 DECEMBER 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Notes Unaudited
30 September 2024
Audited
31 December 2023
LIABILITIES
Current liabilities:
Short term borrowings 560,342 544,107
-Bank loans 7 560,342 544,107
Short term portion of long term borrowings 3,831,312 3,502,938
-Bank loans 7 479,428 1,022,026
-Lease liabilities 3,351,884 2,480,912
Trade payables 50,794,440 50,798,656
-Trade payables to related parties 18 2,963,717 1,707,005
-Trade payables to third parties 47,830,723 49,091,651
Payables related to employee benefits 9 2,637,700 2,228,373
Other payables 856,213 945,606
-Other payables to third parties 856,213 945,606
Deferred income 1,485,533 1,250,601
Current income tax liabilities 16 262,626 160,032
Short term provisions 1,267,565 1,564,766
-Short term provisions for
employee benefits 9 963,284 1,274,024
-Other short term provisions 8 304,281 290,742
Total current liabilities 61,695,731 60,995,079
Non-current liabilities:
Long term borrowings 14,101,017 9,905,746
-Bank loans 7 545,526 1,177,111
-Lease liabilities 13,555,491 8,728,635
Other payables 24,871 60,345
-Other payables to third parties 24,871 60,345
Deferred income 279,909 509,774
Long term provisions 740,494 1,623,997
-Long term provisions for
employee benefits 9 740,494 1,623,997
Deferred tax liabilities 16 3,895,582 2,817,300
Total non-current liabilities 19,041,873 14,917,162
Total liabilities 80,737,604 75,912,241

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED BALANCE SHEETS AS OF 30 SEPTEMBER 2024 AND 31 DECEMBER 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Notes Unaudited
30 September 2024
Audited
31 December 2023
EQUITY
Attributable to equity holders of parent 54,090,532 48,942,639
Share capital 17 181,054 181,054
Adjustment to share capital 17 3,150,588 3,150,588
Treasury shares 17 (810,738) (810,738)
Other comprehensive income
not to be classified to profit or loss (475,336) 269,337
-Defined benefit plans
re-measurement losses (2,231,533) (2,231,533)
-Revaluation fund of property, plant and eqiupment 1,756,197 2,500,870
Other accumulated comprehensive income
to be classified to profit or loss 2,399,811 1,295,491
-Currency translation differences - 416,327
-Gains on financial assets measured at
fair value through OCI 2,399,811 879,164
Other capital reserves 1,628,732 1,347,559
Accumulated gains 42,738,404 31,514,682
Net income for the period 5,278,017 11,994,666
Non-controlling interest 344,811 312,232
Total equity 54,435,343 49,254,871
Total liabilities and equity 135,172,947 125,167,112

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024 AND 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Notes Unaudited
1 January -
30 September 2024
Unaudited
1 July -
30 September 2024
Unaudited
1 January -
30 September 2023
Unaudited
1 July -
30 September 2023
Revenue 10 206,299,761 74,486,534 184,998,227 66,321,771
Cost of sales (-) 11 (159,798,326) (56,523,494) (149,641,436) (54,582,312)
Gross profit 46,501,435 17,963,040 35,356,791 11,739,459
General administrative expenses (-) 11 (3,801,955) (1,368,027) (2,857,260) (880,779)
Marketing expenses (-) 11 (39,244,744) (13,173,496) (34,179,206) (12,375,860)
Other operating income 12 1,680,419 595,452 1,242,114 782,487
Other operating expenses (-) 12 (11,852,199) (4,435,513) (4,046,802) (1,789,059)
Operating loss (6,717,044) (418,544) (4,484,363) (2,523,752)
Income from investment activities 13 588,763 546,852 441,835 45,191
Expenses from investment activities (-) 13 (9,606) (1,561) (20,151) (5,245)
Operating loss/(profit) before financial expenses (6,137,887) 126,747 (4,062,679) (2,483,806)
Financial income
Financial expenses (-)
14
15
4,416,561
(5,552,249)
2,130,365
(1,919,488)
3,840,779
(3,467,689)
1,506,299
(1,348,120)
Net monetary position gains 14,549,588 4,098,212 18,846,732 9,804,452
Net profit before tax from continuing operations 7,276,013 4,435,836 15,157,143 7,478,825
Tax expense from continuing operations (1,844,960) (1,127,538) (4,228,593) (2,419,424)
Income tax expense (-) 16 (579,650) (443,654) (823,940) (309,898)
Deferred tax expense 16 (1,265,310) (683,884) (3,404,653) (2,109,526)
Net income for the contiuning operations 5,431,053 3,308,298 10,928,550 5,059,401
Net income for the discontiuned operations 33,153 - 24,427 1,083
Net income for the period 5,464,206 3,308,298 10,952,977 5,060,484
Net income attributable to:
- Non-controlling interest 186,189 151,512 41,463 1,774
- Equity holders of parent 19 5,278,017 3,156,786 10,911,514 5,058,710
Profit per share ("TRY") from contiuning operations
Profit per share ("TRY") from discontiuned operations
19 30.00
0.18
17.44
-
60.36
0.13
27.94
0.05

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE INCOME FOR THE INTERIM PERIOD ENDED 1 JANUARY- 30 SEPTEMBER 2024 AND 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Unaudited
1 January -
30 September 2024
Unaudited
1 July -
30 September 2024
Unaudited
1 January -
30 September 2023
Unaudited
1 July -
30 September 2023
Net profit for the period 5,464,206 3,308,298 10,952,977 5,060,484
Items that not to be reclassified to profit or loss - - - -
-Tangible fixed asset revaluation decreases - - - -
Taxes on other comprehensive income that
will not be reclassified to profit or loss
88,645 77,853 15,139 (34,143)
-Tangible fixed asset revaluation decreases,
tax effect
88,645 77,853 15,139 (34,143)
Items to be reclassified to profit or loss 1,005,937 1,343,532 (261,872) (299,604)
- Other comprehensive income on financial assets
at fair value through other comprehensive expense
-Currency translation differences
1,422,264
(416,327)
1,552,034
(208,502)
10,554
(272,426)
(247,546)
(52,058)
Taxes on other comprehensive income that
will be reclassified to profit or loss
98,383 (95,222) (2,638) 61,886
- Tax effect other comprehensive expense on financial assets
at fair value through other comprehensive income
98,383 (95,222) (2,638) 61,886
Other comprehensive income/(expense), after tax 1,192,965 1,326,163 (249,371) (271,861)
Total comprehensive income 6,657,171 4,634,461 10,703,606 4,788,623
Allocation of total comprehensive income 6,657,171 4,634,461 10,703,606 4,788,623
-Non-controlling interests
-Equity holders of parent
186,189
6,470,982
151,512
4,482,949
41,463
10,662,143
1,774
4,786,849

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE INTERIM PERIOD ENDED 1 JANUARY - 30 SEPTEMBER 2024 AND 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Other comprehensive
income and expenses
not to be reclassified
to profit or loss Other comprehensive
income and expenses
to be reclassified
to profit or loss
Retained earnings
Share
capital
Share
capital
adjustment
differences
Other
reserves
Treasury
shares
Defined benefit plans
revaluation and
measurement
losses
Increase of
revaluation fund
of property plant
and equipment
Gains on financial assets
at fair value
through other
comprehensive income
Currency
translation
differences
Retained
earnings
Net
profit
for the
year
Attributable
to equity
holders of
the parents
Non
controlling
interests
Total
equity
Balances as of 1 January 2023 181,054 3,150,588 2,249,332 (810,738) (1,639,996) 1,375,607 880,128 523,567 18,945,967 12,417,339 37,272,848 98,640 37,371,488
Transfers
Transaction with non-controlling
shareholders
-
-
-
-
-
-
-
-
-
-
(199,884)
-
-
-
-
-
- 12,617,223 (12,417,339)
-
-
-
-
155,124
-
155,124
Dividends paid - - (923,639) - - - - - - - (923,639) - (923,639)
Total comprehensive income - - - - - 15,139 7,916 (272,426) - 10,911,514 10,662,143 41,463 10,703,606
Net income for the year
Foreign currency translation differences
Gain on revaluation and measurement
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
7,916
-
(272,426)
-
-
-
-
10,911,514
-
-
10,911,514
(272,426)
7,916
41,463
-
-
10,952,977
(272,426)
7,916
Revaluation fund of
property, plant and equipment
- - - - - 15,139 - - - - 15,139 - 15,139
Balances as of 30 September 2023 181,054 3,150,588 1,325,693 (810,738) (1,639,996) 1,190,862 888,044 251,141 31,563,190 10,911,514 47,011,352 295,227 47,306,579
Balances as of 1 January 2024 181,054 3,150,588 1,347,559 (810,738) (2,231,533) 2,500,870 879,164 416,327 31,514,682 11,994,666 48,942,639 312,232 49,254,871
Transfers
Transaction with non-controlling
- - 340,165 - - (496,670) - - 12,151,171 (11,994,666) - - -
shareholders
Acquisition/Disposal of a subsidiary
Dividends paid
-
-
-
-
-
-
-
-
(58,992)
-
-
-
-
-
-
-
(336,648)
-
-
-
-
-
-
-
-
416,909
(1,344,358)
-
-
-
-
80,261
(1,403,350)
(153,610)
-
-
(153,610)
80,261
(1,403,350)
Total comprehensive income - - - - - 88,645 1,520,647 (416,327) - 5,278,017 6,470,982 186,189 6,657,171
Net income for the year
Foreign currency translation differences
Gain on revaluation and measurement
Revaluation fund of
property, plant and equipment
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
88,645
-
-
1,520,647
-
-
(416,327)
-
-
-
-
-
-
5,278,017
-
-
-
5,278,017
(416,327)
1,520,647
88,645
186,189
-
-
-
5,464,206
(416,327)
1,520,647
88,645
Balances as of 30 September 2024 181,054 3,150,588 1,628,732 (810,738) (2,231,533) 1,756,197 2,399,811 - 42,738,404 5,278,017 54,090,532 344,811 54,435,343

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE INTERIM PERIOD ENDED 1 JANUARY - 30 SEPTEMBER 2024 AND 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Notes Unaudited
1 January -
30 September 2024
Unaudited
1 January -
30 September 2023
Cash flows from operating activities:
Net profit for the period 5,464,206 10,952,977
Net income for the contiuning operations 5,431,053 10,928,550
Net income for the discontiuned operations 33,153 24,427
Adjustments related to reconciliation of
net profit for the period 16,543,136 12,651,211
Adjustments for depreciation and amortisation expenses 11 6,626,748 6,003,174
Adjustments for impairment on receivables 26,664 12,244
Adjustments for inventory provisions 126,049 60,757
Adjustments for impairment on property, plant and equipment 13 9,606 20,151
Adjustments for provision for employee benefits 9 457,773 970,850
Adjustments for provision for litigation 12 171,996 122,159
Adjustments for other provisions 66,388 22,001
Adjustments for interest income 14 (3,859,966) (2,268,856)
Adjustments for interest expense 15 2,357,471 2,058,689
Adjustments for deferred financing
due to forward purchases expenses 12 11,487,302 3,718,036
Adjustments for unearned finance income from sales 12 (1,486,996) (745,563)
Adjustments for unrealized foreign exchange losses
related to bank borrowings 7 13,520 69,348
Adjustments for fair value losses
arising from derivatives 14,15 (58,649) 20,708
Adjustments for income tax expense 16 1,844,960 4,228,593
Gains on sale of
property plant and equipment 13 (176,527) (441,835)
Adjustments related to gains from disposal of subsidiaries 13 (412,236) -
Adjustments for monetary position gains (650,967) (1,199,245)
Changes in net working capital 7,366,342 1,427,544
Adjustments for increase in trade receivables (753,946) (575,286)
Adjustments for decrease /(increase) in inventories 4,253,872 (4,268,165)
Adjustments for increase /(decrease) in other receivables related with operations 2,651,198 (331,046)
Adjustments for increase in trade payables 556,378 3,691,128
Adjustments for increase in other payables related with operations 658,840 2,910,913
Cash flows from operating activities 29,373,684 25,031,732
Employee benefits paid 9 (944,169) (2,418,890)
Interest received 1,554,039 739,467
Interest paid (12,047,896) (4,519,533)
Taxes paid (442,397) (53,588)
Other provisions paid (124,472) (498,257)
Net cash provided by operating activities 17,368,789 18,280,931

MİGROS TİCARET A.Ş.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE INTERIM PERIOD ENDED 1 JANUARY - 30 SEPTEMBER 2024 AND 2023

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

Notes Unaudited
1 January -
30 September 2024
Unaudited
1 January -
30 September 2023
Investing activities
Cash outflows from the purchase of
tangible and intangible assets (6,072,396) (5,595,891)
Cash inflows from the sale of
tangible and intangible assets
Cash inflows from sale of subsidiaries
1,020,685
750,088
1,535,992
-
Increase in share capital of subsidiaries
cash outflows (472,679) -
Cash flows from investing activities (4,774,302) (4,059,899)
Financing activities
Proceed from borrowings 7 2,451 2,690,300
Cash outflows from repayments of borrowings 7 (751,274) (2,461,963)
Cash inflows/(outflows) from repayment of derivative
instruments 53,836 (13,738)
Interest received 14 3,859,966 2,268,856
Interest paid (403,890) (422,483)
Dividends paid (1,403,350) (923,639)
Cash outflows from payments
of lease liabilities (2,881,337) (2,489,467)
Cash flows from financing activities (1,523,598) (1,352,134)
Monetary loss on cash and cash equivalents (4,905,330) (7,781,463)
Effect of foreign currency translation
differences on cash and cash equivalents (49,710) (226,862)
Net increase in cash and cash equivalents 6,115,849 4,860,573
Cash and cash equivalents at the begining of the period 16,785,299 17,189,067
Cash and cash equivalents at the end of the period 22,901,148 22,049,640

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 1 - ORGANISATION AND NATURE OF OPERATIONS

Migros Ticaret A.Ş., (collectively referred to as "Migros" or the "Company"), was established on 19 March 2008 and is registered in Istanbul, Turkey under the Turkish Commercial Code. (Migros Türk Ticaret Anonim Şirketi, which was established in 1954, merged with its parent company Moonlight Perakendecilik ve Ticaret Anonim Şirketi ("Moonlight Perakendecilik") on 30 April 2009 and the trade name of Moonlight Retailing was changed as Migros Ticaret A.Ş.)

The Company and its subsidiaries together will be referred as "the Group".

The company is controlled by AG Anadolu Grubu Holding A.Ş., its parent company. AG Anadolu Grubu Holding A.Ş. is controlled by AG Sınai Yatırım ve Yönetim A.Ş., and AG Sınai Yatırım ve Yönetim A.Ş. is a management company that ultimately manages, with equal representation of and by way of equal management by the Süleyman Kamil Yazıcı family and the Özilhan family, the affiliates of AG Anadolu Grubu Holding A.Ş and subsdiaries. AG Anadolu Grubu Holding A.Ş. holds a 50% indirect share.

The Group is mainly engaged in retail sales in food & beverages, consumer goods and wholesale. Other than that the Group is also engaged in online food retailing, takeout food, payment and e-money services, logistic (motorcycle courier) services, media (marketing of media assets) and shopping mall management.

As of 30 September 2024, the Group has a total sales area of 2,005,270 m2 (31 December 2023: 1,930,340 m2) with a retail store area of 1,982,502 m2 and a wholesale store area of 22,768 m2, 3,520 retail stores and 30 wholesale stores, operates in a total of 3,550 (31 December 2023: 3,363) stores. As of the end of the period as of 30 September 2024, the total number of employees of the Group is 53,952 (31 December 2023: 50,915). Retailing is the Group's core business, accounting for approximately 97% (31 December 2023: 96%) of gross sales.

The address of the registered office is as follows:

Migros Ticaret A.Ş. Atatürk Mah., Turgut Özal Blv., No: 7 Ataşehir İstanbul

These interim condensed consolidated financial statements have been approved for issue by the Board of Directors ("BOD") on 5 November 2024 and signed by Ö. Özgür Tort, General Manager, and Ferit Cem Doğan, Assistant General Manager, on behalf of the BoD. The owners of the Company and regulatories have the power to amend the consolidated financial statements after the issue in the General Assembly meeting of the Company.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 1 - ORGANISATION AND NATURE OF OPERATIONS (Continued)

Subsidiaries:

The Company has the following subsidiaries (the "Subsidiaries"). The nature of the business of the Subsidiaries and for the purpose of the consolidated financial statements, their respective geographical segments are as follows:

30 September 31 December
Country of Geographical Nature of 2024 2023
Subsidiaries incorporation segment business (%) (%)
Shopping
Ramstore Kazakhstan LLC (*) center
Kazakhstan Kazakhstan management - 100,0
Mimeda Medya Platform A.Ş. Turkey Turkey Media 100,0 100,0
Services limited
by e-money
Moneypay Ödeme ve Elektronik Para Hizmetleri A.Ş. Turkey Turkey legislation 80,0 80,0
Paket Lojistik ve Teknolojik A.Ş. (**) Turkey Turkey Logistics 92,1 75,0
Online
Dijital Platform Gıda Hizmetleri A.Ş. Turkey Turkey food retaling 93,0 93,0
Migen Enerji ve Elektrikli Charging
Şarj Hizmetleri A.Ş. (***) Turkey Turkey service 100,0 100,0
CRC Danışmanlık ve Packaged
Organizasyon A.Ş. (****) Turkey Turkey food production 50,0 50,0

(*) The Group sold its subsidiary Ramstore Kazakhstan LLC ("Ramstore Kazakhstan") for USD21,578,200 and EUR11,800,000- with the share transfer agreement dated 15 July 2024. Within the scope of the agreements entered into force, the collection of the aforementioned amounts has been completed as of 23 July 2024.

(**) Shares corresponding to 18.3% of the paid-in capital of Paket Lojistik ve Teknoloji A.Ş. (Paket Taxi), which provides logistics services to the Company's online operations, in which the Company has a 75.0% shareholding, were acquired from the other shareholders of Paket Taxi by Dijital Platform Gıda Hizmetleri A.Ş., a subsidiary providing services in online retailing.

(***) It is not included in the scope of consolidation on the grounds of materiality.

(****) 30.0% of the paid-in capital of CRC Danışmanlık ve Organizasyon A.Ş. was acquired by Migros Ticaret A.Ş. and 20.0% of the paid-in capital of CRC Danışmanlık ve Organizasyon A.Ş. was acquired by Dijital Platform Gıda Hizmetleri A.Ş. on 26 December 2023.

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

2.1 Basis of Presentation

2.1.1 Basis of preperation and presentation of financial statements

The companies of the Group operating in Turkey keep their accounting records and legal financial statements in accordance with the accounting and financial reporting standards ("CMB Financial Reporting Standards") accepted by the Capital Markets Board ("CMB"), Turkish Commercial Code ("TCC") and in Turkish Lira in accordance with the provisions of the Tax Legislation and the requirements of the Uniform Chart of Accounts published by the Ministry of Finance. The subsidiary operating abroad, on the other hand, prepares its accounting records and statutory financial statements in accordance with the laws and regulations of the country in which it operates.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2.1 Basis of Presentation (Continued)

The interim condensed consolidated financial statements are based on the statutory financial statements of the Group's subsidiaries and presented in Turkish Lira in accordance with the CMB financial reporting standards with certain adjustments and reclassifications for the purpose of fair presentation. Such adjustments are primarily related to application of consolidation accounting, accounting for deferred taxes on temporary differences, accounting for employment termination benefits on an actuarial basis and accruals for various expenses. Except for the financial assets carried from their fair values and assets and liabilities, financial statements are prepared on historical cost basis.

The interim condensed consolidated financial statements have been prepared in accordance with the provisions of the Capital Markets Board's Communiqué Series II, No. 14.1 "Principles of Financial Reporting in the Capital Markets" ("Communiqué") published in the Official Gazette dated 13 June 2013 and numbered 28676. Pursuant to Article 5, the Turkish Financial Reporting Standards, which were put into effect by the Public Oversight, Accounting and Auditing Standards Authority, and their annexes and comments are taken as basis.

In the scope of the CMB's "Communiqué on Financial Reporting in Capital Market" Numbered II- 14.1 (Communiqué), the Group has prepared condensed consolidated interim financial statements in accordance with TAS 34 "Interim Financial Reporting". The financial statements and explanatory notes are presented using the compulsory standard formats as published by the Communiqué. In accordance with the TAS, the entities are allowed to prepare a complete set of interim financial statements in accordance with TAS 34, "Interim Financial Reporting". In this respect the Group has preferred to prepare condensed consolidated financial statements in the interim periods and prepared the aforementioned condensed consolidated financial statements in compliance with CMB Financial Reporting Standards.

Furthermore in accordance with the Communiqué and announcements regarding the explanations of the Communiqué, guarantee pledge, mortgage table, foreign currency position table, total export and total import amounts and hedging amount of total foreign currency liabilities are presented in the interim condensed consolidated financial statements disclosures (Note 8, 20).

2.1.2 Comparative information and restatement of prior period financial statements

The consolidated financial statements of the Group are prepared comparatively with the previous period in order to enable the determination of financial position and performance trends. In order to comply with the presentation of the current period consolidated financial statements, comparative information is reclassified when it is necessary and significant differences are disclosed.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2.1 Basis of Presentation (Continued)

2.1.3 Changes in the accounting policies, estimates and errors

In case of changes and errors in accounting policies and accounting estimates, significant changes and significant accounting errors are applied retrospectively and the previous period financial statements are restated. Changes in accounting estimates are applied in the current period if the change is made for only one period, and both in the period when the change is made and prospectively if it is related to future periods.

2.1.4 Functional and reporting currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ("the functional currency"). The consolidated financial statements are presented in TRY, which is the functional currency of Migros Ticaret A.Ş. and the reporting currency of the Group.

Group companies

The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

  • Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet
  • Income and expenses for each statement of profit or loss and statement of comprehensive income are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions),
  • All resulting exchange differences are recognised in other comprehensive income.

2.2 Financial reporting in hyperinflationary economy

The Group prepared its consolidated financial statements as at and for the period ended 30 September 2024 by applying TAS 29 "Financial Reporting in Hyperinflationary Economies" in accordance with the announcement made by POA on 23 November 2023 and the "Application Guidance on Financial Reporting in Hyperinflationary Economies". 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. Therefore, the Group has presented its consolidated financial statements as of 30 September 2023 and 31 December 2023 on a purchasing power basis as of 30 September 2024.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2.2 Financial reporting in hyperinflationary economy (Continued)

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 (TSI). As of 30 September 2024, the indices and adjustment coefficients used in the adjustment of the consolidated financial statements are as follows:

Three year compound
Date Index Coefficient Interest rate
30 September 2024 2,526.16 1.00000 343%
31 December 2023 1,859.38 1.35860 268%
30 September
2023
1,691.04 1.49385 154%

The main elements of the Group's adjustment process for financial reporting in hyperinflationary economies are as follows:

  • Current period consolidated 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 non-monetary 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.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

  • 2.3 New and amended Turkish Financial Reporting Standards
  • a) Standards, amendments, and interpretations applicable as of 30 September 2024:
  • Amendment to IAS 1 – Non-current liabilities with covenants; effective from annual periods beginning on or after 1 January 2024. These amendments clarify how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. The amendments also aim to improve information an entity provides related to liabilities subject to these conditions.
  • Amendment to IFRS 16 – Leases on sale and leaseback; effective from annual periods beginning on or after 1 January 2024. These amendments include requirements for sale and leaseback transactions in IFRS 16 to explain how an entity accounts for a sale and leaseback after the date of the transaction. Sale and leaseback transactions where some or all the lease payments are variable lease payments that do not depend on an index or rate are most likely to be impacted.
  • Amendments to IAS 7 and IFRS 7 on Supplier finance arrangements; effective from annual periods beginning on or after 1 January 2024. These amendments require disclosures to enhance the transparency of supplier finance arrangements and their effects on a company's liabilities, cash flows and exposure to liquidity risk. The disclosure requirements are the IASB's response to investors' concerns that some companies' supplier finance arrangements are not sufficiently visible, hindering investors' analysis.
  • IFRS S1, 'General requirements for disclosure of sustainability-related financial information; effective from annual periods beginning on or after 1 January 2024. This standard includes the core framework for the disclosure of material information about sustainabilityrelated risks and opportunities across an entity's value chain.
  • IFRS S2, 'Climate-related disclosures'; effective from annual periods beginning on or after 1 January 2024. This is the first thematic standard issued that sets out requirements for entities to disclose information about climate-related risks and opportunities.
  • b) Standards, amendments and interpretations that are issued but not effective as of 30 September 2024:
  • Amendments to IAS 21 - Lack of Exchangeability; effective from annual periods beginning on or after 1 January 2025. An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. A currency is exchangeable when there is an ability to obtain the other currency (with a normal administrative delay), and the transaction would take place through a market or exchange mechanism that creates enforceable rights and obligations.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2.3 New and amended Turkish Financial Reporting Standards (Continued)

  • Amendment to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments; effective from annual reporting periods beginning on or after 1 January 2026 (early adoption is available). These amendments:
  • clarify the requirements for the timing of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system;
  • clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal and interest (SPPI) criterion;
  • add new disclosures for certain instruments with contractual terms that can change cash flows (such as some instruments with features linked to the achievement of environment, social and governance (ESG) targets); and
  • make updates to the disclosures for equity instruments designated at Fair Value through Other Comprehensive Income (FVOCI).
  • IFRS 18 Presentation and Disclosure in Financial Statements; effective from annual periods beginning on or after 1 January 2027. This is the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
  • the structure of the statement of profit or loss;
  • required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity's financial statements (that is, managementdefined performance measures); and
  • enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general.
  • IFRS 19 Subsidiaries without Public Accountability: Disclosures; effective from annual periods beginning on or after 1 January 2027. Earlier application is permitted. This new standard works alongside other IFRS Accounting Standards. An eligible subsidiary applies the requirements in other IFRS Accounting Standards except for the disclosure requirements and instead applies the reduced disclosure requirements in IFRS 19. IFRS 19's reduced disclosure requirements balance the information needs of the users of eligible subsidiaries' financial statements with cost savings for preparers. IFRS 19 is a voluntary standard for eligible subsidiaries. A subsidiary is eligible if:
  • it does not have public accountability; and
  • it has an ultimate or intermediate parent that produces consolidated financial statements available for public use that comply with IFRS Accounting Standards.

These changes are not expected to have a significant impact on the financial status and performance of the Group.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 3 - PROPERTY, PLANT AND EQUIPMENT

Movement of property, plant and equipments period ended at 30 September 2024 is as follows;

Currency
Consolidated for Impairment translation Sale of 30 September
1 January 2024 Additions the first time Disposals (-) loss (*) Transfers differences subsidiary 2024
Cost
Lands 2,591,930 - - (512,358) - 1,844 (67,089) (320,355) 1,693,972
Buildings 5,087,537 15,593 - (297,209) - 414,865 (115,054) (869,187) 4,236,545
Leasehold improvements 15,163,801 151,725 1,183 - (22,181) 399,403 - - 15,693,931
Machinery and equipments 19,821,652 231,690 99,375 (312,907) - 1,150,772 (7,928) (27,768) 20,954,886
Motor vehicles 808,147 22,761 2,476 (7,887) - 4,068 - - 829,565
Furniture and fixtures 9,187,735 126,064 9,440 (41,455) - 415,407 (2,160) (8,693) 9,686,338
Construction in progress 1,297,428 5,137,944 22,848 - - (2,386,359) (29,750) - 4,042,111
53,958,230 5,685,777 135,322 (1,171,816) (22,181) - (221,981) (1,226,003) 57,137,348
Accumulated depreciation
Buildings (389,876) (87,444) - 5,881 - - (89,888) 166,121 (395,206)
Leasehold improvements (10,198,402) (857,062) (1,017) - 12,575 - - - (11,043,906)
Machinery and equipments (10,356,822) (1,163,259) (42,648) 312,797 - - 5,548 20,754 (11,223,630)
Motor vehicles (223,621) (91,004) (2,702) 7,237 - - - - (310,090)
Furniture and fixtures (5,217,346) (445,951) (6,012) 33,505 - - 1,825 7,663 (5,626,316)
(26,386,067) (2,644,720) (52,379) 359,420 12,575 - (82,515) 194,538 (28,599,148)
Net book value 27,572,163 28,538,200

(*) Impairment loss amounting to TRY9,606 consists of leasehold improvements of the stores closed in 2024 (Note 13).

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 3 - PROPERTY, PLANT AND EQUIPMENT (Continued)

Movement of property, plant and equipments period ended at 30 September 2023 is as follows;

Currency
Impairment translation 30 September
1 January 2023 Additions Disposals (-) loss (*) Transfers differences 2023
Cost
Lands 2,954,424 - (1,034,416) - - (18,004) 1,902,004
Buildings 3,998,218 16,924 - - 4,709 (255,726) 3,764,125
Leasehold improvements 13,454,826 579,161 - (40,264) 340,239 (10,270) 14,323,692
Machinery and equipments 16,837,180 1,121,940 (123,562) - 841,507 (12,816) 18,664,249
Motor vehicles 509,909 284,079 (79,682) - - - 714,306
Furniture and fixtures 8,187,983 455,092 (72,828) - 305,032 (515) 8,874,764
Construction in progress 916,478 2,440,475 (76) - (1,491,487) (10,769) 1,854,621
46,859,018 4,897,671 (1,310,564) (40,264) - (308,100) 50,097,761
Accumulated depreciation
Buildings (311,384) (84,966) - - (4,211) (400,561)
Leasehold improvements (9,259,195) (706,805) - 20,113 - 3,921 (9,941,966)
Machinery and equipments (9,540,146) (959,473) 113,793 - - 6,427 (10,379,399)
Motor vehicles (135,618) (89,492) 41,490 - - - (183,620)
Furniture and fixtures (4,868,559) (393,921) 64,201 - - 1,991 (5,196,288)
(24,114,902) (2,234,657) 219,484 20,113 - 8,128 (26,101,834)
Net book value 22,744,116 23,995,927

(*) Impairment loss amounting to TRY13,685 consists of leasehold improvements of the stores closed in 2023 (Note 13).

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 4 - INTANGIBLE ASSETS

Movement of intangible assets period ended at 30 September 2024 and 2023 is as follows;

Currency
1 January 2024 Additions Consolidated for
the first time
Disposals (-) translation
differences
Sale of
subsidiary
30 September
2024
Cost
Trademark 10,249 - - - - - 10,249
Rent agreements 143,897 - - - - - 143,897
Rights 3,808,745 345,593 2,030 (31,762) - - 4,124,606
Other intangible assets 1,986,728 41,026 18 - (34) (11,486) 2,016,252
5,949,619 386,619 2,048 (31,762) (34) (11,486) 6,295,004
Accumulated amortisation
Rent agreements (143,897) - - - - - (143,897)
Rights (2,701,905) (379,440) (1,422) - - - (3,082,767)
Other intangible assets (1,638,334) (9,142) (18) - (41) 11,325 (1,636,210)
(4,484,136) (388,582) (1,440) - (41) 11,325 (4,862,874)
Net book value 1,465,483 1,432,130

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 4 - INTANGIBLE ASSETS (Continued)

Currency
translation
30 September
1 January 2023 Additions Disposals (-) differences 2023
Cost
Trademark 10,249 - - - 10,249
Rent agreements 143,897 - - - 143,897
Rights 2,923,818 698,220 - - 3,622,038
Other intangible assets 1,964,139 - (19,169) (1,903) 1,943,067
5,042,103 698,220 (19,169) (1,903) 5,719,251
Accumulated amortisation
Rent agreements (139,530) - - - (139,530)
Rights (2,218,358) (326,222) - - (2,544,580)
Other intangible assets (1,643,756) (2,484) 16,092 4,160 (1,625,988)
(4,001,644) (328,706) 16,092 4,160 (4,310,098)
Net book value 1,040,459 1,409,153

Amortisation expenses related to intangible assets have been accounted under marketing expenses.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 5 - RIGHT OF USE ASSETS

For the periods ended on 30 September 2024 and 2023, movement on right of use assets is as follows:

1 January 2024 Additions Disposals 30 September 2024
Cost
Buildings 38,625,203 11,214,104 (902,938) 48,936,369
38,625,203 11,214,104 (902,938) 48,936,369
Accumulated Amortisation
Buildings (16,580,508) (3,593,446) 491,204 (19,682,750)
(16,580,508) (3,593,446) 491,204 (19,682,750)
Net book value 22,044,695 29,253,619
1 January 2023 Additions Disposals 30 September 2023
Cost
Buildings
31,511,835 5,735,544 (941,028) 36,306,351
31,511,835 5,735,544 (941,028) 36,306,351
Accumulated Amortisation
Buildings (12,019,453) (3,455,341) 353,082 (15,121,712)
(12,019,453) (3,455,341) 353,082 (15,121,712)
Net book value 19,492,382 21,184,639

Amortisation expenses related to right of use asset have been accounted under marketing expenses.

NOTE 6 - INVENTORIES

30 September 2024 31 December 2023
Finished goods and commodities 25,284,639 29,646,398
Work in progress 533,798 440,368
Raw materials 234,387 231,260
Other 105,137 93,807
Less: Provision for net realiazable value (576,132) (619,371)
25,581,829 29,792,462

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 7 - FINANCIAL LIABILITIES

30 September 2024
Effective In original Total
TRY
interest rate
(%)
currency equivalent
Short term borrowings
Fixed interest rate
-
TRY
29.00 560,342 560,342
Total short term borrowings 560,342
Current portion of
long term borrowings
Fixed interest rate -
TRY
17.10 152,473 152,473
Floating interest rate -
TRY
56.48 326,955 326,955
Total current portion of
long term
borrowings
479,428
Total short term borrowings 1,039,770
Long term
borrowings
Fixed interest rate -
TRY
17.10 135,702 135,702
Floating interest rate -
TRY
56.48 409,824 409,824
Total long term
borrowings
545,526
Total financial liabilities 1,585,296

The redemption schedule of borrowings with effective interest rate at 30 September 2024 is as follows:

Total
TRY Loan TRY equivalent
1 October
2023
-
30 September
2024
1,039,770 1,039,770
1 October
2024
-
30 September
2025
390,336 390,336
1 October
2025
-
14
December
2026
155,190 155,190
1,585,296 1,585,296

The fair value of borrowings at 30 September 2024 is TRY 1,338,762

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 7 - FINANCIAL LIABILITIES (Continued)

The redemption schedule of principal amounts of borrowings at 30 September 2024 is as follows:

Total
TRY Loan TRY equivalent
1 October 2024
-
30 September 2025
767,436 767,436
1 October 2025 -
30 September 2026
341,023 341,023
1 October 2026 -
14 December 2026
235,408 235,408
1,343,867 1,343,867

The redemption schedule of contractual cash outflows, which consists of principal and interest, of borrowings at 30 September 2024 is as follows:

Total
TRY Loan TRY equivalent
1 October 2024
-
30 September 2025
1,191,017 1,191,017
1 October 2025 -
30 September 2026
542,512 542,512
1 October 2026 -
14 December 2026
302,628 302,628
2,036,157 2,036,157

The Group has the obligation to comply with the various credit commitments in the loan agreement in the interest of the said bank credits. The financial ratios calculated on the financial statements as of 30 September 2024 are in line with the provisions of the bank loan agreement.

The movement schedule of borrowings as of 30 September 2024 and 2023 is as follows;

2024 2023
Beginning balance, as of 1 January, 2,743,244 5,911,650
Proceeds of borrowings 2,451 2,690,300
Payments (-) (751,274) (2,461,963)
Foreign exchange losses 13,520 69,348
Interest accrual 203,585 204,083
Disposal of subsidiary (37,888) -
Monetary gain (588,342) (2,501,746)
Closing balance, as of 30 September, 1,585,296 3,911,672

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 7 - FINANCIAL LIABILITIES (Continued)

31 December 2023
Effective In original Total TRY
interest rate (%) currency equivalent
Short term borrowings
Fixed interest rate -
TRY
23.45 544,107 544,107
Total short term borrowings 544,107
Current portion of
long term borrowings
Fixed interest rate -
TRY
21.47 691,223 691,223
Floating interest rate -
TRY
29.22 228,631 228,631
Kazakhstan
loan

Tenge
13.97 1,156,638 102,172
Total current portion of
long term borrowings
1,022,026
Total short term borrowings 1,566,133
Long term borrowings
Fixed interest rate -
TRY
28.70 677,458 677,458
Floating interest rate -
TRY
29.22 481,576 481,576
Kazakhstan loan

Tenge
13.97 204,646 18,077
Total long term
borrowings
1,177,111
Total financial liabilities 2,743,244

The redemption schedule of borrowings with effective interest rate at 31 December 2023 is as follows:

Tenge loan
TRY equivalent
TRY Loan Total
TRY equivalent
1 January 2024 - 31 December 2024 102,172 1,463,961 1,566,133
1 January 2025 - 31 December 2025 18,077 936,865 954,942
1 January 2026 - 14 December 2026 - 222,169 222,169
120,249 2,622,995 2,743,244

The fair value of borrowings at 31 December 2023 is TRY2,585,291

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 7 - FINANCIAL LIABILITIES (Continued)

The redemption schedule of principal amounts of bank borrowings at 31 December 2023 is as follows:

Tenge loan Total
TRY equivalent TRY Loan TRY equivalent
1 January 2024 - 31 December 2024 88,838 1,119,442 1,208,280
1 January 2025 - 31 December 2025 22,689 1,118,018 1,140,707
1 January 2026 - 14 December 2026 - 319,825 319,825
111,527 2,557,285 2,668,812

The redemption schedule of contractual cash outflows, which consists of principal and interest of borrowings at 31 December 2023 is as follows:

Tenge loan Total
TRY equivalent TRY Loan TRY equivalent
1 January 2024 - 31 December 2024 100,017 1,612,536 1,712,553
1 January 2025 - 31 December 2025 24,301 1,370,103 1,394,404
1 January 2026 - 31 December 2026 - 382,186 382,186
124,318 3,364,825 3,489,143

NOTE 8 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES

Short-term provisions

30 September 2024 31 December 2023
Provision for litigation 254,653 196,724
Provision for invoice 32,086 88,404
Provision for customer loyalty programs 17,542 5,614
304,281 290,742

There are various lawsuits filed against or in favour of the Group. Receivables, rent or labour disputes constitute the majority of these lawsuits. The Group management estimates the outcomes of these lawsuits and estimates their financial impact according to which the necessary provisions are accounted. Movements in the provision for litigation during the period are as follows:

2024 2023
Beginning balance, as of 1 January, 196,724 339,816
Increase during period 171,996 122,159
Reversals of provisions (5,834) -
Payments (-) (47,599) (107,630)
Monetary gain (60,634) (115,970)
Closing
balance, as of 30 September
254,653 238,375

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 8 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES (Continued)

Collaterals, Pledges, Mortgages

30 September 2024:

Total
TRY equivalent
TRY USD EUR
A. CPM given on behalf of the Company's
legal personality 3,149,257 3,138,853 282 20
B. CPM given on behalf of fully consolidated
subsidiaries - - - -
C. Total amount of CPMB's given on
behalf of third parties for ordinary
course of business - - - -
D. Total amount of other CPM's given - - - -
i)Total amount of CPM's given in favor of the main partner - - - -
ii)Total amount of CPM's given in favor of other companies
not included in the scope of articles B and C - - - -
iii) Total amount of GPMs given in favor of third parties not
included in the scope of Article C - - - -
Total collaterals, pledges and mortgages 3,149,257 3,138,853 282 20

Proportion of the other CPM's to equity (%)

31 December 2023:

Total
TRY equivalent
TRY USD EUR
A. CPM given on behalf of the Company's
legal personality 2,202,258 2,190,960 282 20
B. CPM given on behalf of fully consolidated
subsidiaries
120,250 - 3,227 -
C. Total amount of CPMB's given on
behalf of third parties for ordinary
course of business - - - -
D. Total amount of other CPM's given
i)Total amount of CPM's given in favor of the main partner
ii)Total amount of CPM's given in favor of other companies
- - - -
not included in the scope of articles B and C
iii) Total amount of GPMs given in favor of third parties not
- - - -
included in the scope of Article C - - - -
Total collaterals, pledges and mortgages 2,322,508 2,190,960 3,509 20
Proportion of the other CPM's to equity (%)

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 8 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES (Continued)

Contingent assets and liabilities

Guarantees given at 30 September 2024 and 31 December 2023 are as follows:

30 September 2024 31 December 2023
Letter of guarantees given 3,149,257 2,322,508
3,149,257 2,322,508

Guarantees received at 30 September 2024 and 31 December 2023 are as follows:

30 September 2024 31 December 2023
Guarantees obtained from customers 2,724,630 2,293,726
Mortgages obtained from customers 350,559 47,906
3,075,189 2,341,632

NOTE 9 - EMPLOYEE BENEFITS OBLIGATION

Payables within the scope of employee benefits as of 30 September 2024 and 31 December 2023 are as follows:

30 September 2024 31 December 2023
Payables to employees 1,910,451 1,208,271
Social security premiums payables 727,249 1,020,102
2,637,700 2,228,373
Employee benefits are as of 30 September 2024 and 31 December 2023 as follows:
30 September 2024 31 December 2023
Provision for unused vacation 963,284 1,274,024
Provision for employment termination benefits 740,494 1,623,997
1,703,778 2,898,021

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 9 - EMPLOYEE BENEFITS OBLIGATION (Continued)

Movement of provision for unused vacation for the periods ended in 30 September 2024 and 2023 is as follows:

2024 2023
Beginning balance, as of 1 January, 1,274,024 1,280,279
Provision for the year 234,116 654,466
Used in year (-) (202,600) (561,259)
Monetary gain (342,256) (440,152)
Closing balance, as of 30 September, 963,284 933,334

Movement of provision for employee termination benefits for the periods ended in 30 September 2024 and 2023 is as follows:

2024 2023
Beginning balance, as of 1 January, 1,623,997 2,863,830
Provision during year 93,488 150,658
Interest cost 130,169 165,726
Payments (-) (741,569) (1,857,631)
Monetary gain (365,591) (599,007)
Closing balance, as of 30 September, 740,494 723,576

Provision for employment termination benefits

Under the Turkish Labour Law, the Company is required to pay termination benefits to each employee who has completed one year of service and who reaches the retirement age, whose employment is terminated without due cause, is enlisted for military service or passed away. The termination benefit to be paid is one month wage per a service year up to the maximum employment termination benefit.

In the condensed interim consolidated financial statements as of 30 September 2024 and consolidated financial statements as of 31 December 2023, the Group reflected a liability calculated using the projected unit credit method and based upon factors derived using their experience of personnel terminating their services and being eligible to receive retirement pay and discounted by using the current market yield at the balance sheet date on government bonds.

The principal assumption is that the maximum liability for each year of service will increase in line with inflation. Thus, the discount rate applied represents the expected real rate after adjusting for the anticipated effects of future inflation. As the maximum liability is revised once every six months, the maximum amount of TRY41,828.42 effective from 1 July 2024 has been taken into consideration in calculating the reserve for employment termination benefit of the Group.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 10 - REVENUE

1 January -
30 September 2024
1 July -
30 September 2024
1 January -
30 September 2023 30 September 2023
1 July -
Sales revenue:
Domestic sales 208,340,866 75,097,508 186,881,005 66,144,145
Other sales 360,151 70,747 590,240 343,434
Gross sales 208,701,017 75,168,255 187,471,245 66,487,579
Discounts and returns (-) (2,401,256) (681,721) (2,473,018) (165,808)
Sales revenue, net 206,299,761 74,486,534 184,998,227 66,321,771
Cost of sales (-) (159,798,326) (56,523,494) (149,641,436) (54,582,312)
Gross profit 46,501,435 17,963,040 35,356,791 11,739,459

Details of domestic sales before other sales, discounts and returns are as follows:

1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Retail sales revenue 201,254,456 72,887,574 180,701,426 64,607,083
Wholesale revenue 6,191,696 1,832,750 5,247,821 1,192,160
Rent income 894,714 377,184 931,758 344,902
208,340,866 75,097,508 186,881,005 66,144,145

NOTE 11 – NATURE OF EXPENSES

1 January - 1 July - 1 January - 1 July -
30 September 2024 30 September 2024 30 September 2023 30 September 2023
Personnel expenses 21,795,414 7,179,113 17,555,477 6,199,938
Depreciation and amortisation 6,626,748 2,263,181 6,003,174 2,234,105
Rent and common area 5,342,436 1,976,972 4,712,430 1,726,501
Energy 2,237,098 966,104 2,929,633 1,059,075
Porterage and cleaning 1,432,501 472,609 1,163,156 428,776
Information technology maintenance 1,234,971 465,163 1,054,663 396,150
Advertising 1,214,454 394,081 1,235,914 484,909
Repair and maintanence 574,797 141,404 515,356 230,547
Security 476,910 159,078 311,181 115,857
Communication 282,061 95,137 190,916 69,319
Taxes and other fees 163,462 47,983 160,437 48,228
Other 1,665,847 380,698 1,204,129 263,234
43,046,699 14,541,523 37,036,466 13,256,639

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 11 – NATURE OF EXPENSES (Continued)

Marketing expenses 1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Personnel expenses 18,838,189 6,125,776 15,338,704 5,537,878
Depreciation and amortisation 6,626,748 2,263,181 6,003,174 2,234,105
Rent and common area 5,283,678 1,951,361 4,654,754 1,693,353
Energy 2,237,098 958,096 2,929,633 1,035,169
Porterage and cleaning 1,432,501 460,096 1,163,156 417,958
Information technology maintenance 1,234,971 423,365 1,054,663 364,630
Advertising 1,214,454 393,829 1,235,914 485,045
Repair and maintanence 574,797 135,455 515,356 226,111
Security 476,910 152,951 311,181 109,891
Communication 282,061 89,062 190,916 63,430
Taxes and other fees 163,462 40,029 160,437 38,584
Other 879,875 180,295 621,318 169,706
39,244,744 13,173,496 34,179,206 12,375,860
General administrative expenses 1 January -
30 September 2024
1 July -
30 September 2024
1 January -
30 September 2023 30 September 2023
1 July -
Personnel expenses
Other
2,957,225
844,730
1,053,337
314,690
2,216,773
640,487
662,060
218,719
3,801,955 1,368,027 2,857,260 880,779

Expenses by nature in cost of sales for the periods 1 January - 30 September 2024 and 2023 are as follows:

1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Cost of goods sold
Cost of service rendered
158,441,803
1,356,523
56,218,341
305,153
148,810,168
831,268
53,778,130
804,182
159,798,326 56,523,494 149,641,436 54,582,312

Cost of trade goods include discounts, incentives and volume rebates obtained from suppliers. Service costs comprise energy, advertising, cleaning, security and administrative expenses incurred in the Group's shopping malls.

NOTE 12 - OTHER OPERATING INCOME AND EXPENSES

Other operating income 1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Interest income on term sales 1,486,996 562,808 745,563 370,919
Insurance claim income 68,280 3,568 - -
RK structuring income - - 331,385 331,385
Other 125,143 29,076 165,166 80,183
1,680,419 595,452 1,242,114 782,487

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 12 - OTHER OPERATING INCOME AND EXPENSES (Continued)

Other operating expenses 1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Interest expense on term purchases(*) 11,487,302 4,317,568 3,718,036 1,786,135
Litigation provision 171,996 53,881 122,159 19,155
Bad debt provision expense 26,664 5,056 12,244 (2,729)
Other 166,237 59,008 194,363 (13,502)
11,852,199 4,435,513 4,046,802 1,789,059

(*) Term purchases are discounted to the present value with the relevant government securities interest rates for each month, and as a result, forward purchase interest expenses are calculated. Average interest rate in 2024 is (47.8%) ; 2023 (15.1%)

NOTE 13 - INCOME AND EXPENSES FROM INVESTMENT ACTIVITIES

Income from investing activities 1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Subsidiary sales profit 412,236 412,236 - -
Gain on sale of property, plant and
equipment
176,527 134,616 441,835 45,191
588,763 546,852 441,835 45,191
Expense from investing activities 1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Losses from leasehold improvements
of closed stores (Note 3)
9,606 1,561 20,151 5,245

NOTE 14 - FINANCIAL INCOME

1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Interest income on bank deposits 3,859,966 1,972,697 2,268,856 1,159,504
Foreign exchange gains 497,946 172,000 1,571,923 346,795
Financial income on derivatives 58,649 (14,332) - -
4,416,561 2,130,365 3,840,779 1,506,299

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 15 - FINANCIAL EXPENSES

1 January -
30 September 2024
1 July -
30 September 2024 30 September 2023 30 September 2023
1 January - 1 July -
Credit card commision expenses 2,963,612 1,075,558 1,065,923 578,967
Interest expense on lease liabilities 1,749,996 659,084 1,373,659 450,109
Interest expense on bank borrowings 607,475 107,976 685,030 211,465
Interest expense on provision for
employment termination benefits 130,169 39,766 165,726 47,453
Foreign exchange losses 23,547 937 33,072 20,669
Financial expense on derivatives - - 20,708 (5,282)
Other 77,450 36,167 123,571 44,739
5,552,249 1,919,488 3,467,689 1,348,120

NOTE 16 - TAX ASSETS AND LIABILITIES

30 September 2024 31 December
2023
Corporate and income taxes payable 538,953 707,612
Less: Prepaid current income taxes (276,327) (547,580)
Current tax liabilities 262,626 160,032
30 September 2024 31 December
2023
Deferred tax assets 1,519,795 1,484,060
Deferred tax liabilities (5,415,377) (4,301,360)

General information

The Group is taxed in the scope of the tax regulations and laws of the countries in which the Group operates. Tax legislation in Turkey does not allow a principal company and its subsidiaries to fill out a consolidated tax return. Therefore the tax provisions reflected on consolidated financial statements were calculated for separate companies.

The corporate income tax rate in Turkey is 25% (31 December 2023: 25%).

The Group calculates its assets and liabilities related to deferred income by considering the temporary timing differences between taxable legal financial statements and financial statements prepared according to TFRS. As of 30 September 2024, the rate applied for the deferred tax assets and liabilities calculated according to the liability method for temporary differences occurring in future periods for both Turkey and Kazakhstan is 25% and 20% (2023: 25% and 20%).

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 16 - TAX ASSETS AND LIABILITIES (Continued)

Tax advantages obtained within the investment incentive system

Earnings from the Group's investments subject to incentive certificates are subject to corporate tax at reduced rates from the accounting period in which the investment starts to be operated partially or fully until the investment contribution amount is reached. In this context, as of 30 September 2024, tax advantage amounting to TRY10,785 that the Group will benefit from in the foreseeable future is reflected in the financial statements as deferred tax asset (31 December 2023: TRY10,870). As a result of the recognition of the tax advantage as of 30 September 2024, deferred tax expense amounting to TRY85 has been recognized in the statement of profit or loss for the period 1 January - 30 September 2024.

Within the scope of the incentive certificates summarized above, a reduced corporate tax advantage of TRY18,138 has been used in the current period statutory tax provision (30 September 2023: TRY949).

R&D incentives

The Group capitalizes the R&D expenditures it has made within the scope of the law numbered 5746 in its legal books. According to the provisions of the same law, the Group makes calculations over the R&D expenditures made within the framework of the relevant legislation and uses R&D deduction exemption for the part of the expenditures permitted by the law.

As of 30 September 2024, the Group has used R&D deduction exemption amounting to TRY100,930 (30 September 2023: TRY72,930) for legal tax.

The details of taxation on income for the periods ended 30 September 2024 and 2023 are as follows:

1 January - 1 July -
30 September 2024 30 September 2024
1 January -
30 September 2023 30 September 2023
1 July -
Current period income tax expense (579,650) (443,654) (823,940) (309,898)
Deferred tax expense/(income) (1,265,310) (683,884) (3,404,653) (2,109,526)
Current period tax expense/(income) (1,844,960) (1,127,538) (4,228,593) (2,419,424)

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 16 - TAX ASSETS AND LIABILITIES (Continued)

Deferred tax

The composition of cumulative temporary differences and the related deferred income tax assets and liabilities in respect of items for which deferred income tax has been provided as of 30 September 2024 and 31 December 2023 using the currently enacted tax rates, is as follows:

Cumulative
temporary differences
Deferred tax
assets/(liabilities)
30 September 2024 31 December 2023 30 September 2024 31 December 2023
Deferred tax assets:
Inventories 3,184,116 1,904,138 796,029 476,034
Short term provisions 63,643 1,603,906 321,185 401,426
Provision for employee
termination benefits 717,967 1,607,750 180,088 403,783
Finance income not
accrued from future sales 24,791 42,252 6,198 10,563
Fair value change of derivative
financial instruments 4,813 - 1,203 -
Other 860,368 782,309 215,092 192,254
1,519,795 1,484,060
Deferred tax liabilities:
IFRS 16 effect (12,416,968) (11,099,312) (3,104,242) (2,774,828)
Property, plant and equiment
and intangible assets (8,194,595) (5,460,780) (1,502,411) (759,573)
Finance expense not accrued
from future sales (2,456,581) (1,895,987) (614,145) (473,997)
Financial investment fair
value change 2,594,390 (979,298) (194,579) (292,962)
(5,415,377) (4,301,360)
Deferred tax liabilities, net (3,895,582) (2,817,300)

Movements of deferred tax assets and liabilities are as follows:

2024 2023
Beginning balance, as of 1 January, (2,817,300) (1,134,366)
Deferred tax expense
from continuing operations
(1,265,310) (3,404,653)
Recognized on other comprehensive income 187,028 12,501
Closing balance, as of 30 September, (3,895,582) (4,526,518)

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 17 - CAPITAL, RESERVES AND OTHER EQUITY ITEMS

The shareholders of the Company and their shareholdings stated at historical amounts at 30 September 2024 and 31 December 2023 are stated below:

30 September 2024 31 December 2023
TRY Share (%) TRY Share (%)
MH Perakendecilik ve Ticaret A.Ş. 89,046 49.18 89,046 49.18
Migros Ticaret A.Ş. 2,962 1.64 2,962 1.64
Other 89,046 49.18 89,046 49.18
Nominal paid capital 181,054 100.00 181,054 100.00%
Share capital adjustment differences (*) 3,150,588 3,150,588
Adjusted share capital 3,331,642 3,331,642
Treasury shares (810,738) (810,738)

(*) Share capital adjustment differences refer to the difference between the total amounts of cash and cash equivalent additions to capital adjusted in accordance with IFRS published by the KGK and their pre-adjustment amounts. Capital adjustment differences have no use other than being added to capital.

As of 30 September 2024 breakdown of the equity in the financial statements prepared in accordance with the Tax Procedure Law are as follows.

30 September 2024
PPI Indexed
Legal Records
CPI Indexed
Records
Amounts followed in
Accumulated Profit/Loss
Share capital adjustment differences 4,462,210 3,150,588 (1,311,622)
Other reserves 2,939,757 1,628,732 (1,311,025)

Dividend distribution

Publicly traded companies make dividend distributions in accordance with the Capital Markets Board Communiqué on Dividends No. II-19.1 enacted on 1 February 2014.

Partnerships distribute profits with a decision from the general board, within the framework of profit distribution policies determined by the general assemblies and in accordance with related legislation provisions. As per the related Communique, a minimum distribution rate was not set. Companies pay dividends as specified in their articles of association or profit distribution policies. Also, dividends may be paid in equal or unequal instalments and dividend advances may be distributed in cash based on the profit in the interim financial statements.

If legal reserves and dividends determined for shareholders in articles of association or dividend distribution policies are not allocated as per the TCC, no other legal reserve can be allocated or transferred until the following year, and no dividend is distributed to beneficial interest certificate holders, members of the board of directors, employees of the partnership or those other than shareholders. Also, no dividend is distributed to such parties unless the dividends determined for the shareholders are not paid in cash.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 17 - CAPITAL, RESERVES AND OTHER EQUITY ITEMS (Continued)

In the general board meeting of 16 April 2024, the general board decision was made to pay nonresident shareholders who earn dividends via a workplace in Turkey or a permanent establishment a TRY6.9040087 gross=net cash dividend of 690.40087% for shares with a nominal worth of TRY1.00, to pay other shareholders a TRY6.9040087 gross cash dividend of 690.40087% for shares with a nominal worth of TRY1.00, a TRY6.2136078 net cash dividend of 621.36078% out of other resources planned to be allocated. It was decided that this total payment of TRY1,250 million (TRY1,230 million excluding repurchased shares) shall be made in on 1 June 2024.

NOTE 18 – RELATED PARTY DISCLOSURES

a) Balances with related parties

As of 30 September 2024 and 31 December 2023, due from and due to related parties are as follows:

Trade receivables from related parties
30 September 2024 31 December 2023
Coca Cola Satış ve Dağıtım A.Ş. 7,695 -
Türkiye'nin Otomobili Girisim San. Tic. A.Ş.
Anadolu Etap Penkon Gıda ve İçecek
314 -
Ürünleri San. Ve Tic. A.Ş. 139 196
Anadolu Sağlık Merkezi İktisadi İşletmesi (ASM) 43 886
Other 2,175 1,228
10,366 2,310
Trade payables to related parties
30 September 2024 31 December 2023
Efes Pazarlama ve Dağıtım Ticaret A.Ş. 1,492,221 874,725
Coca Cola Satış ve Dağıtım A.Ş. 1,358,766 668,740
Adel Kalemcilik Ticaret ve San. A.Ş. 111,027 61,964
Other 1,703 101,576
2,963,717 1,707,005

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 18 – RELATED PARTY DISCLOSURES (Continued)

b) Transactions with related parties

Significant transactions regarding purchases and sales with related parties for the periods ending on 30 September 2024 and 2023 are as follows:

Inventory purchases

1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Coca Cola Satış ve Dağıtım A.Ş. 3,644,242 2,198,838 3,513,365 1,512,018
Efes Pazarlama ve Dağıtım Ticaret A.Ş. 3,195,887 1,420,230 2,924,013 1,260,688
AEP Anadolu Etap Penkon Gıda ve
Tarım Ürünleri San. ve Tic. A.Ş. 154,068 45,919 110,741 42,129
Adel Kalemcilik Ticaret ve San. A.Ş. 132,391 102,560 136,860 112,424
7,126,588 3,767,547 6,684,979 2,927,259

Other transactions 1 January - 1 July - 1 January - 1 July - 30 September 2024 30 September 2024 30 September 2023 30 September 2023 Rent expenses (24,159) (7,501) (26,674) (8,785) Other income - - 135 - Other transactions, net (24,159) (7,501) (26,539) (8,785)

Key management compensation

The Group has determined key management personnel as chairman, members of Board of Directors, general manager and vice general managers.

Total compensation provided to key management personnel by Group for the period ended 30 September 2024 and 30 September 2023 is as follows:

1 January -
30 September 2024
1 July -
30 September 2024
1 January - 1 July -
30 September 2023 30 September 2023
Short term benefits 385,576 152,449 397,161 113,019
385,576 152,449 397,161 113,019

Key management compensation paid or payable consists of benefits, salaries, premiums, individual pension premiums, vehicle rents and SSI and employer shares.

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 19 - EARNINGS PER SHARE

Basic earnings per share is calculated by dividing net income for the period by the weighted average number of ordinary shares outstanding during the related period. The Company has no diluted instruments.

1 January -
30 September 2024
1 July -
30 September 2024
1 January -
30 September 2023
1 July -
30 September 2023
Net profit attributable to shareholders
Weighted average number of shares with
5,278,017 3,156,786 10,911,514 5,058,710
Kr1 face value each('000) 18,105,233 18,105,233 18,105,233 18,105,233
Earnings per share("TRY") 29.15 17.44 60.27 27.94

There is no difference between basic and diluted earnings per share for any of the periods.

NOTE 20 - EXCHANGE RATE RISK AND FOREIGN CURRENCY POSITION

Exchange Rate Risk

The Group is exposed to foreign exchange risk primarily arising from financial assets denominated in foreign currencies. At 30 September 2024, if Euro, US Dollar and JPY had appreciated against TRY by 20% and all other variables had remained constant, the profit for the period before tax as a result of foreign exchange rate difference arising out of assets and liabilities denominated in Euro, US Dollar and JPY would have been high in the amount of TRY221,797 (31 December 2023: TRY694,971) TRY26,147 of the period profit effect is the effect of the change in Euro, TRY155,182 is the effect of the change in JPY and TRY40,468 is the effect of the change in USD. (31 December 2023: Effect of change in Euro TRY207,060 effect of change in USD487,911).

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 20 - EXCHANGE RATE RISK AND FOREIGN CURRENCY POSITION (Continued)

FOREIGN CURRENCY POSITION

30 September 2024 31 December 2023
Total TRY
equivalent
USD EUR 100
JPY
Other TRY
equivalent
Total TRY
equivalent
USD EUR Other TRY
equivalent
Monetary financial assets 1,141,324 5,939 3,425 3,246,959 32,033 3,499,134 61,006 23,394 23,915
Current assets 1,141,324 5,939 3,425 3,246,959 32,033 3,499,134 61,006 23,394 23,915
Total assets 1,141,324 5,939 3,425 3,246,959 32,033 3,499,134 61,006 23,394 23,915
Trade payables 307 9 - - - 360 9 - -
Current liabilities 307 9 - - - 360 9 - -
Total liabilities 307 9 - - - 360 9 - -
30 September 2024 31 December 2023
Total TRY
equivalent
USD EUR 100
JPY
Other TRY
equivalent
Total TRY
equivalent
USD EUR Other TRY
equivalent
Net foreign currency asset/(liability)
Position
1,141,017 5,930 3,425 3,246,959 32,033 3,498,774 60,997 23,394 23,915
Net foreign currency asset/(liability)
position of monetary items
1,141,017 5,930 3,425 3,246,959 32,033 3,498,774 60,997 23,394 23,915
Fair value hedge funds of
foreign currency
Import
-
553,453
-
15,175
-
-
-
-
-
-
566,607
765,692
14,167
15,330
-
-
-
-

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 20 - EXCHANGE RATE RISK AND FOREIGN CURRENCY POSITION (Continued)

Foreign currency sensitivity analysis as of 30 September 2024 and 31 December 2023 is as follows:

30 September 2024

Gain/Loss
Foreign
exchange
appreciation
Foreign
exchange
depreciation
20% change in JPY exchange rate
JPY net asset/liability 155,182 (155,182)
20% change in US Dollar exchange rate
US Dollar net asset/liability 40,468 (40,468)
20%
change in Euro exchange rate
Euro net asset/liability 26,147 (26,147)
Net effect 221,797 (221,797)

31 December 2023

Gain/Loss
Foreign
exchange
appreciation
Foreign
exchange
depreciation
20%
change in Euro exchange rate
Euro net asset/liability 487,911 (487,911)
20%
change in US Dollar exchange rate
US Dollar net asset/liability 207,060 (207,060)
Net effect 694,971 (694,971)

NOTE 21 - FINANCIAL INSTRUMENTS

Fair value estimation

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 a quoted market price, if one exists.

  • Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
  • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirecty (that is, derived from prices) (level 2).
  • Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 22 - OTHER MATTERS THAT MAY AFFECT THE FINANCIAL STATEMENTS OR REQUIRE AN EXPLANATION FOR THE FINANCIAL STATEMENTS TO BE CLEAR, INTERPRETABLE AND UNDERSTANDABLE

Subsidiary Sale

Group has signed agreements to sell 100% shares as well as liabilities of its subsidiary Ramstore Kazakhstan LLC ("Ramstore Kazakhstan"), which previously divested food retail operations in Kazakhstan and continues its operations solely with the management of a shopping mall in Almaty, for approximately USD 34.5 million at current exchange rate (USD 21,578,200 and EUR 11,800,000) to TOO Evrazia Almaty.Within the scope of the agreements coming into force, the collection of the said amounts has been completed on 23 July 2024.

Ramstore Kazakhstan LLC

Book value of disposed net assets 30 September
2024
Current assets 41,049
Cash and cash equivalents 37,241
Trade receivables 2,335
Other receivables 78
Inventories 197
Other current assets 1,198
Non-current assets 1,031,626
Property, plant and equipment 1,031,465
Intangible assets 161
Current liabilities 31,934
Trade payables 481
Other payables 7,394
Current tax liabilities 24,059
Non-current liabilities 500,732
Long-term borrowings 445,419
Other payables 6,951
Deferrex tax liabilities 48,362
Book value of net assets 540,009

The profit calculation for the sale is shown below:

Subsidiary sales profit

Sales profit 412,236
Currency translation
differences
202,157
Book value of net assets 540,009
Amount received 750,088

MİGROS TİCARET A.Ş.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 SEPTEMBER 2024

(Amounts expressed in thousands of TRY based on the 30 September 2024 purchasing power of Turkish Lira ("TRY") unless otherwise indicated.)

NOTE 23 – NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Income and Expenses from Discontinued Operations:

Income and expenses related to discontinued operations, compared to last year, are as follows:

2024 2023
Revenue 85,249 121,744
Cost of sales (19,247) (26,314)
General administrative expenses (14,252) (28,620)
Other operating income and expenses (687) (278)
Financial expenses (17,910) (42,517)
Deferrex tax income - 412
Net profit 33,153 24,427

NOTE 24 – SUBSEQUENT EVENTS

None.

MİGROS TİCARET A.Ş.

APPENDIX 1 - EBITDA

The Group calculates the EBITDA by deducting general administrative expenses and selling, marketing and distribution expenses and adding depreciation expenses, unused vacation liability paid in current period, employee termination benefit provision expense, unusued vacation liability expense on gross profit amount in consolidated statements of income.

The EBITDA table for the periods ending between 1 January- 30 September 2024 and 2023 are as follows;

IFRS 16
Effect
IFRS 16
Effect
Before
IFRS 16
Before
IFRS 16
2024 2023 2024 2023 2024 2023
Revenue 206,299,761 184,998,227 206,299,761 184,998,227
Cost of goods sold (-) (159,798,326) (149,641,436) 547,926 358,628 (160,346,252) (150,000,064)
Gross profit 46,501,435 35,356,791 547,926 358,628 45,953,509 34,998,163
General administrative
expenses (-) (3,801,955) (2,857,260) - - (3,801,955) (2,857,260)
Marketing expenses (-) (39,244,744) (34,179,206) (1,260,035) (1,324,502) (37,984,709) (32,854,704)
Addition: Depreciation and
amortisation expenses 6,626,748 6,003,174 3,593,446 3,455,341 3,033,302 2,547,833
EBITDA (provisions of
termination and vacation) 10,081,484 4,323,499 2,881,337 2,489,467 7,200,147 1,834,032
Addition: Provision for
employment termination
benefit and unused vacation (284,041) 314,914 - - (284,041) 314,914
EBITDA 9,797,443 4,638,413 2,881,337 2,489,467 6,916,106 2,148,946

The EBITDA table for the periods ending between 1 July- 30 September 2024 and 2023 are as follows;

IFRS 16
Effect
IFRS 16
Effect
Before
IFRS 16
Before
IFRS 16
2024 2023 2024 2023 2024 2023
Revenue 74,486,534 66,321,771 - - 74,486,534 66,321,771
Cost of goods sold (-) (56,523,494) (54,582,312) 261,062 123,769 (56,784,556) (54,706,081)
Gross profit 17,963,040 11,739,459 261,062 123,769 17,701,978 11,615,690
General administrative
expenses (-) (1,368,027) (880,779) - - (1,368,027) (880,779)
Marketing expenses (-) (13,173,496) (12,375,860) (305,326) (625,133) (12,868,170) (11,750,727)
Addition: Depreciation and
amortisation expenses 2,263,181 2,234,105 1,115,018 1,322,232 1,148,163 911,873
EBITDA (provisions of
termination and vacation) 5,684,698 716,925 1,070,754 820,868 4,613,944 (103,943)
Addition: Provision for
employment termination
benefit and unused vacation (152,457) (98,355) - - (152,457) (98,355)
EBITDA 5,532,241 618,570 1,070,754 820,868 4,461,487 (202,298)

……………………..

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