Interim / Quarterly Report • Aug 12, 2024
Interim / Quarterly Report
Open in ViewerOpens in native device viewer
ÜLKER BİSKÜVİ SANAYİ A.Ş. AND ITS SUBSIDIARIES
CONVENIENCE TRANSLATION INTO ENGLISH OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AND LIMITED AUDIT REVIEW REPORT FOR THE INTERIM PERIOD 1 JANUARY - 30 JUNE 2024
(ORIGINALLY ISSUED IN TURKISH)
| CONTENTS | PAGE(S) |
|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 1-2 |
| CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS | 3 |
| CONDENSED CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE INCOME | 4 |
| CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY | 5 |
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | 6-7 |
| NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 8-38 |
| NOTE 1 | ORGANIZATION AND OPERATIONS OF THE GROUP | 8-9 |
|---|---|---|
| NOTE 2 | BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS | 9-13 |
| NOTE 3 | SEGMENT REPORTING | 14 |
| NOTE 4 | CASH AND CASH EQUIVALENTS | 15 |
| NOTE 5 | FINANCIAL INVESTMENTS | 15 |
| NOTE 6 | FINANCIAL LIABILITIES | 16-17 |
| NOTE 7 | TRADE RECEIVABLES AND PAYABLES | 18 |
| NOTE 8 | OTHER RECEIVABLES AND PAYABLES | 18 |
| NOTE 9 | DERIVATIVE INSTRUMENTS | 19 |
| NOTE 10 | INVENTORIES | 19 |
| NOTE 11 | PROPERTY, PLANT AND EQUIPMENT | 20-22 |
| NOTE 12 | GOODWILL | 22 |
| NOTE 13 | INTANGIBLE ASSETS | 23-24 |
| NOTE 14 | PROVISIONS, CONTINGENT ASSETS AND LIABILITIES | 24 |
| NOTE 15 | REVENUE AND COST OF SALES | 25 |
| NOTE 16 | EXPENSES BY NATURE | 25 |
| NOTE 17 | FINANCIAL INCOME | 26 |
| NOTE 18 | FINANCIAL EXPENSES | 26 |
| NOTE 19 | TAX ASSET AND LIABILITIES | 26-29 |
| NOTE 20 | EARNINGS PER SHARE | 29 |
| NOTE 21 | RELATED PARTY DISCLOSURES | 30-33 |
| NOTE 22 | NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS | 34-36 |
| NOTE 23 | FINANCIAL INSTRUMENTS | 37 |
| NOTE 24 | EVENTS AFTER THE REPORTING PERIOD | 38 |
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated).
| ASSETS Notes 2024 Current Assets 47,885,764 Cash and Cash Equivalents 4 16,724,845 Financial Investments 5 4,664 Trade Receivables - Trade Receivables from Related Parties 7,21 8,675,247 - Trade Receivables from Third Parties 7 6,455,954 Other Receivables |
2023 46,135,892 14,540,588 5,276 8,398,623 6,652,864 |
|---|---|
| - Other Receivables from Related Parties 8,21 1,896,855 |
2,488,864 |
| - Other Receivables from Third Parties 8 456,879 |
210,603 |
| Derivative Instruments 9 1,110,096 |
739,339 |
| Inventories 10 10,414,885 |
10,466,814 |
| Prepaid Expenses | |
| - Prepaid Expenses to Third Parties 996,839 |
932,896 |
| Current Income Tax Assets 19 150,719 |
189,479 |
| Other Current Assets 998,781 |
1,510,546 |
| Non-Current Assets 28,366,804 |
30,687,696 |
| Financial Investments 5 4,468,086 |
5,001,404 |
| Property, Plant and Equipment 11 19,590,032 |
20,299,716 |
| Intangible Assets | |
| - Goodwill 12 2,067,681 |
2,330,467 |
| - Other Intangible Assets 13 1,581,241 |
1,770,671 |
| Prepaid Expenses 252,456 |
276,255 |
| Deferred Tax Asset 19 407,308 |
1,009,183 |
| TOTAL ASSETS 76,252,568 |
76,823,588 |
1
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated).
| LIABILITIES | Notes | Reviewed Current Period 30 June 2024 |
Audited Prior Period 31 December 2023 |
|---|---|---|---|
| Current Liabilities | 16,466,405 | 19,268,365 | |
| Short-Term Borrowings | 6 | 3,108,267 | 1,422,205 |
| Short-Term Portion of Long-Term Financial Liabilities | 6 | 3,159,035 | 5,389,113 |
| Trade Payables | |||
| - Trade Payables to Related Parties | 7,21 | 2,102,413 | 2,856,580 |
| - Trade Payables to Third Parties | 7 | 5,150,492 | 6,666,978 |
| Payables Related to Employee Benefits | 408,857 | 355,416 | |
| Other Payables | |||
| - Other Payables to Third Parties | 8 | 5,744 | 6,646 |
| Derivative Instruments | 9 | 2,318 | - |
| Deferred Income | 65,732 | 100,879 | |
| Current Income Tax Liabilities | 19 | 447,954 | 626,478 |
| Short-Term Provisions | |||
| - Short-Term Provisions for Employee Benefits | 500,574 | 650,724 | |
| - Other Short-Term Provisions | 1,132,645 | 671,788 | |
| Other Current Liabilities | 382,374 | 521,558 | |
| Non-Current Liabilities | 33,776,513 | 32,855,314 | |
| Long-Term Borrowings | 6 | 31,478,927 | 31,311,615 |
| Long-Term Provisions | |||
| - Long Term Provisions for Employee Benefits | 1,454,045 | 1,287,840 | |
| Deferred Tax Liability | 19 | 843,541 | 255,859 |
| SHAREHOLDERS' EQUITY | 26,009,650 | 24,699,909 | |
| Equity Attributable To Equity Holders of the Parent | 24,127,966 | 22,416,590 | |
| Paid in Capital | 369,276 | 369,276 | |
| Share Capital Adjustment Differences | 7,561,771 | 7,561,771 | |
| Share Premium | 4,159,973 | 4,159,973 | |
| Effect of Business Combinations Under Common Control | (20,534,383) | (20,534,383) | |
| Accumulated Other Comprehensive Income or Expenses | |||
| Not to be Reclassified to Profit or Loss | |||
| - Losses on Remeasurement of Defined Benefit Plan | (912,533) | (722,792) | |
| - Increases on Revaluation of Plant, Property and | |||
| Equipment | 2,751,742 | 2,533,312 | |
| - Gains From Financial Assets Measured at Fair Value Through Other | |||
| Comprehensive Income | 1,831,019 | 2,523,029 | |
| Accumulated Other Comprehensive Income or Expenses to be | |||
| Reclassified to Profit or Loss | |||
| - Foreign Currency Translation Differences | (1,461,364) | (437) | |
| - Cash Flow Hedging (Losses) | (846,614) | (1,072,422) | |
| Restricted Reserves Appropriated from Profit | 1,905,933 | 1,905,933 | |
| Prior Years' Profit | 25,693,330 | 21,478,700 | |
| Net Profit for the Period | 3,609,816 | 4,214,630 | |
| Non-Controlling Interests | 1,881,684 | 2,283,319 | |
| TOTAL LIABILITIES AND EQUITY | 76,252,568 | 76,823,588 |
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated).
| Notes | Reviewed Current Period 1 January 30 June 2024 |
Not Reviewed Current Period 1 April 30 June 2024 |
Reviewed Prior Period 1 January 30 June 2023 |
Not Reviewed Prior Period 1 April 30 June 2023 |
|
|---|---|---|---|---|---|
| Revenue | 15 | 36,557,701 | 15,309,329 | 35,200,531 | 16,395,693 |
| Cost of Sales (-) | 15 | (25,088,843) | (10,632,082) | (24,935,927) | (11,910,824) |
| GROSS PROFIT | 11,468,858 | 4,677,247 | 10,264,604 | 4,484,869 | |
| General Administrative Expenses (-) | 16 | (922,609) | (400,860) | (798,649) | (409,739) |
| Marketing Expenses (-) | 16 | (3,851,723) | (1,639,326) | (3,364,416) | (1,530,049) |
| Research and Development Expenses (-) | 16 | (152,778) | (68,641) | (144,185) | (68,888) |
| Other Operating Income | 1,468,112 | 3,224 | 2,328,091 | 1,890,503 | |
| Other Operating Expenses (-) | (898,760) | (1,957) | (511,265) | (120,225) | |
| OPERATING PROFIT | 7,111,100 | 2,569,687 | 7,774,180 | 4,246,471 | |
| Income from Investment Activities | 2,067,867 | 628,042 | 6,550,420 | 5,580,905 | |
| Expenses from Investment Activities (-) | (9,538) | (5,440) | (313,774) | (247,106) | |
| OPERATING PROFIT BEFORE FINANCIAL | |||||
| INCOME AND EXPENSES | 9.169.429 | 3,192,289 | 14,010,826 | 9,580,270 | |
| Financial Income |
17 | 50,755 | 35,637 | 257,914 | 12,768 |
| Financial Expenses (-) |
18 | (5,835,555) | (2,349,950) | (16,021,136) | (13,292,655) |
| Net Monetary Gain | 2,280,394 | 853,582 | 2,606,084 | 1,058,281 | |
| PROFIT/(LOSS) FROM OPERATIONS BEFORE TAX |
5,665,023 | 1,731,558 | 853,688 | (2,641,336) | |
| Tax (Expense) | (1,640,933) | (397,083) | (229,375) | 566,136 | |
| Current Tax Expense (-) |
19 | (457,325) | (236,149) | (948,050) | (417,827) |
| Deferred Tax (Expense)/Income | 19 | (1,183,608) | (160,934) | 718,675 | 983,963 |
| PROFIT/(LOSS) FOR THE PERIOD | 4,024,090 | 1,334,475 | 624,313 | (2,075,200) | |
| Distribution of the Profit/(Loss) for the Period | |||||
| Non-Controlling Interest | 414,274 | 74,126 | 682,761 | 396,181 | |
| Equity Holders of the Parent | 3,609,816 | 1,260,349 | (58,448) | (2,471,381) | |
| Earnings Per Share | 20 | 9.78 | 3.41 | (0.16) | (6.69) |
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated).
| Reviewed Current Period 1 January - 30 June 2024 |
Not Reviewed Current Period 1 April - 30 June 2024 |
Reviewed Prior Period 1 January - 30 June 2023 |
Not Reviewed Prior Period 1 April - 30 June 2023 |
|
|---|---|---|---|---|
| PROFIT/( LOSS) FOR THE PERIOD | 4,024,090 | 1,334,475 | 624,313 | (2,075,200) |
| OTHER COMPREHENSIVE INCOME | ||||
| Not to be Reclassified to Profit or Loss | (666,437) | (412,156) | 564,096 | 1,243,626 |
| (Losses) on Remeasurement of Defined Benefit Plans | (250,035) | (92,229) | (311,883) | (36,060) |
| (Losses)/Gains from Financial Assets Measured at Fair Value |
||||
| Through Other Comprehensive Income | (783,952) | (486,601) | 854,538 | 1,353,667 |
| Taxes on Other Comprehensive Income that will not be | ||||
| Reclassified to Profit or Loss | ||||
| Gains/(Losses) on Remeasurement of Defined Benefit Plans, Tax Effect |
65,275 | 24,113 | 64,169 | (6,297) |
| Revaluation of Property, Plant and Equipment, Revaluation Increases Tax Effect |
210,333 | 107,215 | - | - |
| Gains/(Losses) From Financial Assets Measured at Fair Value |
||||
| Through Other Comprehensive Income, Tax Effect | 91,942 | 35,346 | (42,728) | (67,684) |
| Items to be Reclassified to Profit or Loss | (1,706,133) | (31,336) | (326,319) | 680,930 |
| Foreign Currency Translation Differences | (1,931,941) | (479,353) | 569,025 | 1,533,256 |
| (Losses)/Gains on Cash Flow Hedges | 301,078 | 597,357 | (1,119,181) | (1,065,410) |
| Taxes on Other Comprehensive Income that will be | ||||
| Reclassified to Profit or Loss | ||||
| (Losses)/Gains on Cash Flow Hedges, Tax Effect |
(75,270) | (149,340) | 223,837 | 213,084 |
| OTHER COMPREHENSIVE (LOSS)/INCOME | (2,372,570) | (443,492) | 237,777 | 1,924,556 |
| TOTAL COMPREHENSIVE (LOSS)/INCOME | 1,651,520 | 890,983 | 862,090 | (150,644) |
| Distribution of Total Comprehensive Income | ||||
| Non-Controlling Interests | (59,856) | (30,393) | 967,758 | 1,003,327 |
| Equity Holders of the Parent | 1,711,376 | 921,376 | (105,668) | (1,153,971) |
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated).
| Accumulated Other Accumulated Other Comprehensive Income Comprehensive Income and and Expenses Not To Be Reclassified Expenses To Be Reclassified to Profit or Loss to Profit or Loss |
Retained Earnings |
|---|---|
| --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------- |
| Gains From | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Effect of | Financial Assets | ||||||||||||||
| Business | Measured at | Equity | |||||||||||||
| Share | Combinations | Foreign | Cash Flow | Revaluation | Losses on | Fair Value | Restricted | Net Profit/ | Attributable | ||||||
| Capital | Under | Currency | Hedge | of Plant, | Remeasurement | Through Other | Reserves | (Loss) | to Equity | Non | |||||
| Paid-in | Adjustment | Share | Common | Translation | (Losses)/ | Property and | of Defined | Comprehensive | Appropriated | for the | Prior Periods' | Holders of | Controlling | ||
| Capital | Differences | Premiums | Control | Differences | Gains | Equipment | Benefit Plans | Income | from Profit | Period | Profit | the Parent | Interest | Total | |
| As of 1 January 2023 | 342,000 | 7,549,859 | - | (19,047,145) | (1,328,312) | 74,405 | 2,246,092 | (476,288) | 2,418,842 | 1,754,723 | 1,228,379 | 20,250,323 | 15,012,878 | 4,499,498 | 19,512,376 |
| Transfers | - | - | - | - | - | - | - | - | - | - | (1,228,379) | 1,228,379 | - | - | - |
| Total Comprehensive Income | - | - | - | - | 272,871 | (895,344) | - | (234,608) | 809,861 | - | (58,448) | - | (105,668) | 967,758 | 862,090 |
| Dividend Paid (*) | - | - | - | - | - | - | - | - | - | - | - | - | - | (342,871) | (342,871) |
| As of 30 June 2023 | 342,000 | 7,549,859 | - | (19,047,145) | (1,055,441) | (820,939) | 2,246,092 | (710,896) | 3,228,703 | 1,754,723 | (58,448) | 21,478,702 | 14,907,210 | 5,124,385 | 20,031,595 |
| As of 1 January 2024 | 369,276 | 7,561,771 | 4,159,973 | (20,534,383) | (437) | (1,072,422) | 2,533,312 | (722,792) | 2,523,029 | 1,905,933 | 4,214,630 | 21,478,700 | 22,416,590 | 2,283,319 | 24,699,909 |
| Transfers | - | - | - | - | - | - | - | - | - | - | (4,214,630) | 4,214,630 | - | - | - |
| Total Comprehensive Income | - | - | - | - | (1,460,927) | 225,808 | 218,430 | (189,741) | (692,010) | - | 3,609,816 | - | 1,711,376 | (59,856) | 1,651,520 |
| Dividend Paid (**) | - | - | - | - | - | - | - | - | - | - | - | - | - | (341,779) | (341,779) |
| As of 30 June 2024 | 369,276 | 7,561,771 | 4,159,973 | (20,534,383) | (1,461,364) | (846,614) | 2,751,742 | (912,533) | 1,831,019 | 1,905,933 | 3,609,816 | 25,693,330 | 24,127,966 | 1,881,684 | 26,009,650 |
(*) Food Manufacturers Company, a subsidiary of the Group, paid dividend amounting to TL 761,933 thousand on 19 April 2023 with the decision of the Board of Directors. TL 342,871 thousand of the related amount is recognised under non-controlling interests.
(**) Food Manufacturers Company, a subsidiary of the Group, paid dividend amounting to TL 759,509 thousand on 25 April 2024 with the decision of the Board of Directors. TL 341,779 thousand of the related amount is recognised under non-controlling interests.
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated).
| Notes | Reviewed Current Period 1 January- 30 June 2024 |
Reviewed Prior Period 1 January 30 June 2023 |
|
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit for the period | 4,024,090 | 624,313 | |
| Adjustments to Reconcile Net Profit for the Period | |||
| Adjustments Related to Depreciation and Amortization | |||
| Depreciation expenses of property, plant and equipment | 11 | 769,522 | 770,005 |
| Amortization expenses of intangible assets | 13 | 5,821 | 6,511 |
| Adjustments Related to Impairment Loss (Reversal) | |||
| Adjustments for impairment of receivables | 7 | (2,376) | 789 |
| (Increase) in value of financial investment | (434) | (5,978) | |
| Provision for impairment of inventories | 10 | 6,428 | 20,957 |
| Adjustments Related to Provisions | |||
| Adjustments Related to Provisions (Reversals) for Employee Benefits |
|||
| Provision for employment termination benefits | 223,119 | 191,746 | |
| Unused vacation accrual | 134,936 | 108,600 | |
| Performance premium accrual | 213,447 | 271,957 | |
| Adjustments Related to Provisions (Reversal) for | |||
| Lawsuits and/or Penalties | - | 218 | |
| Adjustments Related to Other Provisions (Reversal) (net) | 463,189 | 784,120 | |
| Adjustments Related to Interest (Income) and Expenses | |||
| Interest (income) | (606,569) | (768,385) | |
| Interest expenses | 18 | 2,312,518 | 2,293,755 |
| Adjustments Related to Tax Expenses | 19 | 1,640,933 | 229,375 |
| Adjustments Related to Losses (Gains) on Disposals of | |||
| Non-Current Assets | |||
| Adjustments related to (gains) arising from sale of | |||
| property, plant and equipment | (3,025) | (2,047) | |
| Adjustments Related to Other Items That Cause Cash | |||
| Flows Arising from Investment or Financing Activities | |||
| Change in foreign currency from financial liabilities (net) | 3,196,185 | 13,298,299 | |
| Change in foreign currency from investing activities (net) | (1,431,000) | (5,443,348) | |
| Commission expenses and financial income (net) | 276,097 | 171,168 | |
| Other Adjustments to Reconcile Profit/(Loss) | |||
| Rent income | (17,258) | (16,887) | |
| Adjustments related to monetary (gains) | (2,328,468) | (1,375,509) | |
| Net cash before changes in assets and liabilities | 8,877,155 | 11,159,659 |
(Amounts expressed in thousands of Turkish Lira ("TL") in terms of the purchasing power of TL as at 30 June 2024, unless otherwise stated.)
| Notes | Reviewed Current Period 1 January- 30 June 2024 |
Reviewed Prior Period 1 January - 30 June 2023 |
|
|---|---|---|---|
| Changes in Working Capital | |||
| (Increase) in trade receivables | (1,119,962) | (1,512,420) | |
| (Increase) in receivables from related parties | (1,942,052) | (1,965,654) | |
| (Increase) in inventories | (1,921,315) | (2,460,032) | |
| (Increase) in other receivables and other assets | (333,931) | (525,358) | |
| (Decrease) in trade payables | (312,119) | (438,558) | |
| (Decrease)/increase in payables to related parties | (187,714) | 107,399 | |
| Increase in other payables and liabilities | 245,825 | 93,785 | |
| Cash generated from activities | 3,305,887 | 4,458,821 | |
| Payments related to provisions for employee benefits | |||
| Employment termination benefit paid | (88,463) | (321,199) | |
| Unused vacation paid | (63,369) | (82,035) | |
| Performance premium paid | (332,907) | (327,507) | |
| Taxes paid | (597,089) | (852,429) | |
| Cash generated from operating activities | 2,224,059 | 2,875,651 | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Cash inflows from sales of property, plant and equipment and | |||
| intangible assets | 22,478 | 46,378 | |
| Cash outflows from purchase of property, plant and equipment | (631,424) | (557,490) | |
| Cash outflows from purchase of intangible assets | 13 | (4,537) | (3,624) |
| Changes in non-trade receivables from related parties | 98,473 | (1,090,951) | |
| Interest received | 606,569 | 768,385 | |
| Other cash advances given and payables | (30,982) | 56,826 | |
| Cash inflows from the sale of shares or debt | |||
| instruments of other businesses or funds | - | 436,749 | |
| Cash outflows from the purchase of shares or debt | |||
| instruments of other businesses or funds | (12,279) | (11,001) | |
| Cash generated from leases | 17,258 | 16,887 | |
| Net cash generated/(used in) from investing activities | 65,556 | (337,841) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Cash inflows from borrowings | 7,564,245 | 1,605,825 | |
| Repayments of borrowings | (3,501,194) | (8,480,726) | |
| Cash inflow from derivate instruments | - | 810,230 | |
| Interest paid | (1,718,437) | (1,811,170) | |
| Dividend paid | (341,779) | (342,871) | |
| Commission paid | (276,097) | (171,168) | |
| Net cash generated/(used in) financing activities | 1,726,738 | (8,389,880) | |
| INFLATION EFFECT ON CASH AND CASH EQUIVALENTS EFFECT OF FOREIGN EXCHANGE RATE CHANGE ON CASH |
(2,883,366) | (3,140,319) | |
| AND CASH EQUIVALENTS | 1,051,270 | 4,999,541 | |
| NET CHANGE IN CASH AND CASH EQUIVALENTS | 2,184,257 | (3,992,848) | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING | |||
| OF THE PERIOD | 4 | 14,540,588 | 19,021,351 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD |
4 | 16,724,845 | 15,028,503 |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Ülker Bisküvi Sanayi A.Ş. ("the Company") and its subsidiaries (all together "the Group") comprises of the parent Ülker Bisküvi Sanayi A.Ş. and thirteen subsidiaries in which the Company owns the majority share of the capital or which are controlled by the Company (2023: Thirteen).
Ülker Bisküvi Sanayi A.Ş. was established in 1944. The Company's core business activities are manufacturing of biscuits, chocolate, chocolate coated biscuits, wafers and cakes.
Ülker Bisküvi Sanayi A.Ş. which is registered at the Capital Market Board, merged under its own title with Anadolu Gıda Sanayi A.Ş., whose shares have been quoted on Borsa Istanbul (Former name: Istanbul Stock Exchange ("ISE")) since 30 October 1996, as of 31 December 2003.
The headquarter of Ülker Bisküvi Sanayi A.Ş. is located Kısıklı Mah. Ferah Cad. No:1 Büyük Çamlıca Üsküdar/Istanbul.
As of 30 June 2024, the total number of people employed by the Group 10,175, which contains 2,368 employees who worked as subcontractors (31 December 2023: 9,794, subcontractor: 2,172).
The main shareholder and controlling party of the Group is pladis Foods Limited. The ultimate parent of the Group is Yıldız Uluslararası Gıda Yatırım. A.Ş. Yıldız Uluslararası Gıda Yatırım.A.Ş. is the ultimate parent of pladis Foods Limited. Yıldız Uluslararası Gıda Yatırım. A.Ş. is managed by the Ülker Family.
As of 30 June 2024 and 31 December 2023, the names and percentages of the shareholders holding more than 5% of the Company's share capital are as follows:
| 30 June 2024 | 31 December 2023 | ||||
|---|---|---|---|---|---|
| Share | Share | Share | Share | ||
| Name of the Shareholders | Amount | Percentage | Amount | Percentage | |
| pladis Foods Limited | 174,420 | 47.23% | 174,420 | 47.23% | |
| Other | 194,856 | 52.77% | 194,856 | 52.77% | |
| 369,276 | 100% | 369,276 | 100% |
As of 30 June 2024 and 31 December 2023, Ülker Bisküvi Sanayi A.Ş.'s subsidiaries within the scope of full consolidation ("Subsidiaries"), their main fields of activity and the Company's direct and effective ownership rates are as follows:
| 30 June 2024 | 31 December 2023 | ||||
|---|---|---|---|---|---|
| Ratio of | Ratio of | Ratio of | Ratio of | ||
| Direct | Effective | Direct | Effective | Nature of | |
| Subsidiaries | Ownership | Ownership | Ownership | Ownership | Operation |
| Atlas Gıda Pazarlama Sanayi ve Ticaret A.Ş. | 100.0% | 100.0% | 100.0% | 100.0% | Trading |
| Reform Gıda Paz. San. ve Tic. A.Ş. | 100.0% | 100.0% | 100.0% | 100.0% | Trading |
| UI Egypt B.V. | 51.0% | 51.0% | 51.0% | 51.0% | Investing |
| Hi-Food for Advanced Food Industries | - | 51.4% | - | 51.4% | Manufacturing-Sales |
| Sabourne Investments Ltd | 100.0% | 100.0% | 100.0% | 100.0% | Investing |
| Food Manufacturers' Company | - | 55.0% | - | 55.0% | Manufacturing-Sales |
| pladis Kazakhstan (*) | 100.0% | 100.0% | 100.0% | 100.0% | Manufacturing-Sales |
| Ulker Star LLC | - | 99.0% | - | 99.0% | Sales |
| UI Mena BV | 100.0% | 100.0% | 100.0% | 100.0% | Investing |
| pladis Gulf FZE | - | 100.0% | - | 100.0% | Sales |
| Ulker for Trading and Marketing | - | 99.8% | - | 99.8% | Sales |
| International Biscuits Company | 100.0% | 100.0% | 100.0% | 100.0% | Manufacturing-Sales |
| Önem Gıda Sanayi ve Ticaret A.Ş. | 100.0% | 100.0% | 100.0% | 100.0% | Manufacturing-Sales |
(*) On 30 April 2024, Hamle Company Ltd LLP changed its legal entity name to pladis Kazakhstan.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The Board of Directors has approved the condensed consolidated financial statements and given authorization for the issuance on 12 August 2024. The General Assembly has the authority to amend/modify the financial statements.
The accompanying condensed consolidated financial statements are prepared in accordance with Communiqué Serial II, No:14.1, "Principles of Financial Reporting in Capital Markets" ("the Communiqué") published in the Official Gazette numbered 28676 on 13 June 2013. According to Article 5 of the Communiqué, consolidated financial statements are prepared in accordance with the Turkish Accounting Standards ("TAS") issued by Public Oversight Accounting and Auditing Standards Authority ("POA"). TAS contains Turkish Accounting Standards, Turkish Financial Reporting Standards ("TFRS") and its addendum and interpretations. In addition, the financial statements have been prepared in accordance with the "Announcement on TFRS Taxonomy" published by POA and the resolution of CMB about the Illustrations of Financial Statements and Application Guidance published on 4 October 2022.
The condensed consolidated financial statements and notes of the Group have been presented in accordance with the formats announced by the Capital Markets Board (CMB) on 7 June 2013, and include the required information.
The Company and Subsidiaries in Türkiye maintain their books of accounts and prepare their statutory financial statements in accordance with the Turkish Commercial Code ("TCC"), tax legislation, the Uniform Chart of Accounts issued by the Ministry of Finance and principles issued by CMB. The foreign subsidiaries maintain their books of account in accordance with the laws and regulations in force in the countries in which they are registered.Condensed consolidated financial statements have been prepared under historical cost conventions except for land, buildings, financial assets and financial liabilities which are carried at fair value.
The condensed consolidated interim financial statements should be read in conjunction with the audited condensed consolidated financial statements and the accompanying notes for the year ended December 31, 2023.
Financial statements of each subsidiary of the Group are presented in the currency of the primary economic environment in which the entities operate (its functional currency). The results and financial position of each subsidiary are expressed in Turkish Lira, which is the presentation currency of the Company.
With the announcement made by the Public Oversight Accounting and Auditing Standards Authority (POA) on 23 November 2023, entities applying TFRSs have started to apply inflation accounting in accordance with TAS 29 Financial Reporting in Hyperinflationary Economies for the annual reporting period beginning on or after 31 December 2023. TAS 29 is applied to the financial statements, including the consolidated financial statements, of entities whose functional currency is the currency of a hyperinflationary economy.
In accordance with the standard, financial statements prepared in the currency of a hyperinflationary economy are stated in terms of the purchasing power of that currency at the balance sheet date. For comparative purposes, comparative information in the prior period financial statements is expressed in terms of the measuring unit current at the end of the reporting period. Therefore, the Group has presented its consolidated financial statements as of 30 June 2023 and 31 December 2023 in terms of the purchasing power of the currency as at 30 June 2024.
In accordance with the CMB's resolution No: 81/1820 dated 28 December 2023, issuers and capital market institutions subject to financial reporting regulations applying Turkish Accounting/Financial Reporting Standards are required to apply inflation accounting by applying the provisions of TAS 29 beginning with the annual financial statements for the accounting periods ending on 31 December 2023.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The financial statements dated June 30, 2024, have been presented are adjusted for the inflation effect in accordance with the accounting principles specified in TAS 29.
The table below includes the inflation rates calculated based on the Consumer Price Index published by the Turkish Statistical Institute ("TURKSTAT") for the relevant periods:
| Three-year cumulative | |||
|---|---|---|---|
| Date | Index | Adjustment coefficient | inflation rates |
| 30.06.2024 | 2,319.29 | 1.00000 | 324% |
| 31.12.2023 | 1,859.38 | 1.24735 | 268% |
| 30.06.2023 | 1,351.59 | 1.71597 | 190% |
The main components of the Group's restatement for financial reporting purposes in hyperinflationary economies are as follows:
• The consolidated financial statements for the current period presented in TL are expressed in terms of the purchasing power of TL at the balance sheet date and the amounts for the previous reporting periods are adjusted and expressed in accordance with the purchasing power of TL at the end of the reporting period.
• Monetary assets and liabilities are not adjusted since they are currently expressed in terms of the purchasing power at the balance sheet date. Where the inflation-adjusted carrying amounts of non-monetary items exceed their recoverable amounts or net realisable
• Non-monetary assets, liabilities and equity items that are not expressed in terms of the current purchasing power at the balance sheet date have been adjusted by using the relevant adjustment coefficients.
• All items in the comprehensive income statement, except for the effect of non-monetary items in the balance sheet on the statement of comprehensive income, have been adjusted by applying the coefficients calculated over the periods in which the income and expense accounts were initially recognised in the financial statements.
• The effect of inflation on the Group's net monetary asset position in the current period is recognised in the gain/(loss) on net monetary position in the consolidated income statement.
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and can affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Inter-Group transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated.
(b) Changes in ownership interests in subsidiaries without change of control
Changes in the Group's ownership interests in subsidiaries that do not result in the loss of control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recorded directly in equity as the Group's share.
When the Group loses control of a subsidiary, a gain or loss is recognized in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognized in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable TAS). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under TFRS 9, when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
| Amendments to TAS 1 | Classification of Liabilities as Current or Non-Current |
|---|---|
| Amendments to TFRS 16 | Lease Liability in a Sale and Leaseback |
| Amendments to TAS 1 | Non-current Liabilities with Covenants |
| Amendments to TAS 7 and TFRS 7 | Supplier Finance Arrangements |
| TSRS 1 | General Requirements for Disclosure of Sustainability- |
| related Financial Information | |
| TSRS 2 | Climate-related Disclosures |
The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current.
Amendments to TAS 1 are effective for annual reporting periods beginning on or after 1 January 2024 and earlier application is permitted.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Amendments to TFRS 16 clarify how a seller-lessee subsequently measures sale and leaseback transactions that satisfy the requirements in TFRS 15 to be accounted for as a sale.
Amendments are effective from annual reporting periods beginning on or after 1 January 2024.
Amendments to TAS 1 clarify how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability.
Amendments are effective from annual reporting periods beginning on or after 1 January 2024.
The Group evaluates the effects of these standards, amendments and improvements on the condensed consolidated financial statements.
The amendments add disclosure requirements, and 'signposts' within existing disclosure requirements, that ask entities to provide qualitative and quantitative information about supplier finance arrangements. Amendments are effective from annual reporting periods beginning on or after 1 January 2024.
TSRS 1 sets out overall requirements for sustainability-related financial disclosures with the objective to require an entity to disclose information about its sustainability-related risks and opportunities that is useful to primary users of general-purpose financial reports in making decisions relating to providing resources to the entity. The application of this standard is mandatory for annual reporting periods beginning on or after 1 January 2024 for the entities that meet the criteria specified in POA's announcement dated 5 January 2024 and numbered 2024-5 and for banks regardless of the criteria. Other entities may voluntarily report in accordance with TSRS.
TSRS 2 sets out the requirements for identifying, measuring and disclosing information about climate-related risks and opportunities that is useful to primary users of general-purpose financial reports in making decisions relating to providing resources to the entity. The application of this standard is mandatory for annual reporting periods beginning on or after 1 January 2024 for the entities that meet the criteria specified in POA's announcement dated 5 January 2024 and numbered 2024-5 and for banks regardless of the criteria. Other entities may voluntarily report in accordance with TSRS.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The Group has not yet adopted the following standards and amendments and interpretations to the existing standards:
| TFRS 17 | Insurance Contracts |
|---|---|
| Amendments to TFRS 17 | Initial Application of TFRS 17 and TFRS 9 - Comparative Information |
| (Amendment to TFRS 17) | |
| Amendments to TAS 21 | Lack of Exchangeability |
TFRS 17 requires insurance liabilities to be measured at a current fulfillment value and provides a more uniform measurement and presentation approach for all insurance contracts. These requirements are designed to achieve the goal of a consistent, principle-based accounting for insurance contracts. TFRS 17 has been deferred for insurance, reinsurance and pension companies for a further year and will replace TFRS 4 Insurance Contracts on 1 January 2025.
Amendments have been made in TFRS 17 in order to reduce the implementation costs, to explain the results and to facilitate the initial application.
The amendment permits entities that first apply TFRS 17 and TFRS 9 at the same time to present comparative information about a financial asset as if the classification and measurement requirements of TFRS 9 had been applied to that financial asset before.
Amendments are effective with the first application of TFRS 17.
The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. Amendments are effective from annual reporting periods beginning on or after 1 January 2025.
The Group evaluates the effects of these standards, amendments and improvements on the condensed consolidated financial statements.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The main field of activity of the Group is the marketing and sales of biscuits, chocolate coated biscuits, wafers, cakes and chocolate. The reports, which are regularly reviewed by the authorized decision maker regarding the Group's activities, are prepared using the Group's consolidated interim financial statements. The Board of Directors, which takes strategic decisions, has been determined as the authorized authority to take decisions regarding the activities of the Group. The Group management has determined the operating segments based on the reports reviewed by the Board of Directors, which are effective in taking strategic decisions. The Board of Directors monitors the performance of the operating segments as gross profit and operating profit.
Group; in its management reporting, it monitors its operations and investment expenditures as domestic (performed by companies in Türkiye) and international operations within the scope of TFRS 8. Accordingly, the information for the periods 1 January - 30 June 2024 and 1 January - 30 June 2023 is presented below:
| Domestic | International | 1 January-30 June 2024 | |
|---|---|---|---|
| Revenue | 25,336,366 | 11,221,335 | 36,557,701 |
| Gross Profit | 7,004,538 | 4,464,320 | 11,468,858 |
| Operating Profit (*) | 4,347,731 | 2,194,017 | 6,541,748 |
| EBITDA (**) | 4,860,935 | 2,456,156 | 7,317,091 |
| EBITDA/Revenue | 19.2% | 21.9% | 20.0% |
| Capital Expenditures | 515,128 | 120,833 | 635,961 |
| Domestic | Internatıonal | 1 January-30 June 2023 | |
| Revenue | 23,341,184 | 11,859,347 | 35,200,531 |
| Gross Profit | 6,058,253 | 4,206,351 | 10,264,604 |
| Operating Profit (*) | 3,719,736 | 2,237,618 | 5,957,354 |
| EBITDA (**) | 4,204,795 | 2,529,075 | 6,733,870 |
| EBITDA/Revenue | 18.0% | 21.3% | 19.1% |
| Capital Expenditures | 365,004 | 201,363 | 566,367 |
(*) Profit before other operating income/expense.
(**) EBITDA (Earnings before interest, tax, depreciation and amortization) is calculated by adding back the noncash expenses of depreciation and amortization to a firm's operating income. EBITDA isn't a measure of performance identified in TFRS, thus it may not be a tool for comparison for firms.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Cash on hand | 622 | 907 |
| Demand bank deposits | 2,350,809 | 2,738,937 |
| Time bank deposits | 14,449,961 | 11,846,676 |
| Provision for expected credit losses | (76,547) | (45,932) |
| 16,724,845 | 14,540,588 |
The details of time deposits are as follows:
| Currency Type | Interest Rate (%) | Maturity | 30 June 2024 |
|---|---|---|---|
| TL | 48.28% | July 2024 | 3,585,177 |
| USD | 4.20% | July 2024 | 6,459,915 |
| EUR | 3.08% | July 2024 | 3,998,719 |
| EGP | 19.42% | July 2024 | 150,521 |
| SAR | 5.50% | July 2024 | 161,948 |
| KZT | 11.00% | July 2024 | 93,681 |
| 14,449,961 |
| Currency Type | Interest Rate (%) | Maturity | 31 December 2023 |
|---|---|---|---|
| TL | 40.77% | January 2024 | 2,067,406 |
| USD | 4.21% | January 2024 | 7,539,072 |
| EUR | 2.69% | January 2024 | 1,596,719 |
| EGP | 15.21% | January 2024 | 236,946 |
| SAR | 5.83% | January 2024 | 375,913 |
| KZT | 11.00% | January 2024 | 30,620 |
| 11,846,676 |
| Short-Term Financial Investments | 30 June 2024 | 31 December 2023 |
|---|---|---|
| Financial assets measured at fair value through profit/loss |
4,664 | 5,276 |
| 4,664 | 5,276 | |
| Long-Term Financial Investments | 30 June 2024 | 31 December 2023 |
| Financial assets measured at fair value through other comprehensive income (*) |
4,468,086 | 5,001,404 |
| 4,468,086 | 5,001,404 | |
| Financial Assets at Fair Value Through Other | ||
| Comprehensive Income | 30 June 2024 | 31 December 2023 |
| G New, Inc | 1,296,491 | 1,450,263 |
| Godiva Belgium BVBA | 2,943,973 | 3,293,149 |
| Other | 227,622 | 257,992 |
| 4,468,086 | 5,001,404 |
(*) Investments based on non-controlling interests where the Group does not have significant influence are classified as financial investments reflecting the fair value difference in other comprehensive income. As of 30 June 2024, tax after the difference attributable to the parent company amounting to TL 1,831,019 thousand has been accounted within equity.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Short-term borrowings | 3,108,267 | 1,422,205 |
| Short-term portion of long-term financial liabilities | 3,159,035 | 5,389,113 |
| Long-term borrowings | 31,478,927 | 31,311,615 |
| 37,746,229 | 38,122,933 | |
| Other Current Borrowings: | 30 June 2024 | 31 December 2023 |
| Letter of credit | 3,108,267 | 1,422,205 |
| 3,108,267 | 1,422,205 | |
| Short-Term Portions of Long-Term Financial Liabilities Bank loans Issued debt instruments (*) Financial lease liabilities |
30 June 2024 1,738,118 1,419,399 1,518 3,159,035 |
31 December 2023 3,799,671 1,587,922 1,520 5,389,113 |
| Long-Term Financial Liabilities | 30 June 2024 | 31 December 2023 |
| Bank loans | 13,722,000 | 11,460,821 |
| Issued debt instruments (*) | 17,756,375 | 19,849,053 |
| Financial lease liabilities | 552 | 1,741 |
| 31,478,927 | 31,311,615 |
(*) On 19 July 2023, the Group has repurchased USD 50,069,000 of USD 650,000,000 bonds issued on the Irish Stock Exchange (Euronext Dublin) on 30 October 2020 with a maturity of 5 years, coupon payments every 6 months, principal and coupon payments at maturity, fixed annual interest rate of 6.95%.
In order to refinance the syndicated and EBRD loans maturing on 20 April 2023, the Group has obtained a 3-year syndicated and EBRD loan with the participation of 6 international banks. The tranches of the loan utilized consist of a murabaha loan amounting to EUR 25 million and USD 10 million, a conventional loan amounting to USD 25 million, EUR 171 million and a conventional loan signed with EBRD amounting to EUR 75 million and EUR 75 million loan signed with IFC. This loan is the Group's first sustainability related loan and was used to repay the syndicated and EBRD loan of USD 457 million which that in April 2023.
The Group obtained a loan of EUR 75 million with a 2 year maturity from International Finance Corporation (IFC) on April, 2024. The loan will be used to finance sustainability investments and working capital needs aimed at growth.
The covenants of the related loans are as follows:
a) Leverage: The ratio of the consolidated net debt on the last day of the current period to the last 12 months consolidated EBITDA (Earnings before interest, depreciation, tax) for the current period should not exceed 3.5:1.
b) Interest Coverage: The Group's consolidated interest coverage ratio for the current period should not be lower than 2:1.
(In the current period, the condensed consolidated financial statements of the Group are in line with the provisions of the bank loan agreements.)
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| Currency Type | Maturity | Effective Weighted Average Interest Rate |
Short-Term | Long-Term |
|---|---|---|---|---|
| TL | July 2024- October 2025 | 28.00% | 1,518 | 552 |
| USD | October 2024- April 2026 | 8.46% | 1,553,628 | 18,792,190 |
| EUR | October 2024- April 2026 | 10.96% | 4,315,730 | 12,522,481 |
| EGP | August 2024 | 10.98% | 127,565 | - |
| KZT | July 2024-January 2026 | 11.02% | 268,861 | 163,704 |
| 6,267,302 | 31,478,927 |
| Currency Type | Maturity | Effective Weighted Average Interest Rate |
Short-Term | Long-Term |
|---|---|---|---|---|
| TL | January 2024- October 2025 | 28.00% | 1,520 | 1,741 |
| USD | April 2024- April 2026 | 8.48% | 1,743,707 | 21,005,945 |
| EUR | April 2024- April 2026 | 11.54% | 4,659,347 | 9,985,005 |
| EGP | February 2024- December 2024 | 10.92% | 75,879 | - |
| KZT | January 2024- January 2026 | 11.01% | 330,865 | 318,924 |
| 6,811,318 | 31,311,615 |
The repayment terms of bank loans and issued debt instruments are as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| To be paid within 1 year | 3,157,517 | 5,387,593 |
| To be paid within 1-2 years | 31,478,375 | 21,294,923 |
| To be paid within 2-3 years | - | 10,014,951 |
| 34,635,892 | 36,697,467 | |
| Short-Term Portion of Long-Term Financial | ||
| Lease Liabilities | 30 June 2024 | 31 December 2023 |
| Financial lease liabilities | 2,158 | 2,705 |
| Costs of deferred lease liabilities (-) | (640) | (1,185) |
| 1,518 | 1,520 | |
| Long-Term Financial Lease Liabilities | 30 June 2024 | 31 December 2023 |
| Financial lease liabilities | 598 | 2,090 |
| Costs of deferred lease liabilities (-) | (46) | (349) |
| 552 | 1,741 | |
| The maturity detail of the financial lease liabilities is as follows: | ||
| 30 June 2024 | 31 December 2023 | |
| To be paid within 1 year | 1,518 | 1,520 |
| To be paid within 1-2 years | 552 | 1,741 |
| 2,070 | 3,261 | |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| Trade Receivables from Related Parties | 30 June 2024 | 31 December 2023 |
|---|---|---|
| Trade receivables from related parties (Note 21) | 8,675,247 | 8,398,623 |
| 8,675,247 | 8,398,623 | |
| Other Trade Receivables | 30 June 2024 | 31 December 2023 |
| Trade receivables | 6,518,342 | 6,728,855 |
| Provision for expected credit losses | (62,388) | (75,991) |
| 6,455,954 | 6,652,864 | |
| Total Short-Term Trade Receivables | 15,131,201 | 15,051,487 |
The movements of the expected credit losses for the periods of 30 June 2024 and 2023 are as follows:
| 1 January | 1 January - | |
|---|---|---|
| 30 June 2024 | 30 June 2023 | |
| Opening balance | (75,991) | (67,671) |
| Charge for the period | (4,352) | (1,758) |
| Cancelled provision amount | 6,728 | 969 |
| Inflation effect | 14,783 | 11,172 |
| Foreign currency translation differences | (3,556) | (9,455) |
| Closing balance | (62,388) | (66,743) |
| Short-Term Trade Payables | 30 June 2024 | 31 December 2023 |
| Trade payables to related parties (Note 21) | 2,102,413 | 2,856,580 |
| Trade payables | 5,150,492 | 6,666,978 |
| 7,252,905 | 9,523,558 | |
| 8. OTHER RECEIVABLES AND PAYABLES |
||
| Other Receivables | 30 June 2024 | 31 December 2023 |
| Non-trade receivables from related parties (Note 21) | 1,896,855 | 2,488,864 |
| Short-term other receivables | 456,879 | 210,603 |
| 2,353,734 | 2,699,467 | |
| Other Short-Term Receivables | 30 June 2024 | 31 December 2023 |
| VAT Receivables | 366,867 | 165,122 |
| Deposits and guarantees given Receivables from personnel |
59,044 7,208 |
28,477 9,805 |
| Other | 23,760 | 7,199 |
| 456,879 | 210,603 | |
| Other Payables | 30 June 2024 | 31 December 2023 |
| Other short-term payables | 5,744 | 6,646 |
| 5,744 | 6,646 | |
| Other Short-Term Payables | 30 June 2024 | 31 December 2023 |
| Deposits and guarantees received | 812 | 1,013 |
| Other payables | 4,932 | 5,633 |
| 5,744 | 6,646 |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
In order to hedge the currency risk the Group carried out a Cross Currency Fixed Interest Swap transaction worth a total of EUR 150,000,000 on 23 March 2023, 4 April 2023, 15 June 2023 and 10 July 2023 in parallel with the repayment schedule of the syndicated loan amounting to EUR 196,219,265 and the EBRD loan amounting to EUR 75,000,000 used on 20 April 2023. In order to hedge against exchange rate risk the Group carried out a Cross Currency Fixed Interest Swap transaction worth a total of USD 100,000,000 on 22 March 2023 and 5 April 2023 in line with the payment plan of the USD 650,000,000 bond issued on 30 October 2020, with a maturity of 5 years, coupon payment every 6 months, principal and coupon payment at the end of maturity, and a fixed annual interest rate of 6.95%. These transactions are associated with cash flow hedging purposes in the accompanying condensed consolidated financial statements.
As of 30 June 2024 and 31 December 2023, derivative instruments are as follows:
| 30 June 2024 | 31 December 2023 | |||
|---|---|---|---|---|
| Contract Amount |
Fair Values Asset/(Liability) |
Contract Amount |
Fair Values Asset/(Liability) |
|
| For hedging purposes | ||||
| Cross Currency Fixed Rate Swaps | 8,551,880 | 1,134,453 | 9,766,600 | 728,283 |
| For trading purposes | ||||
| Forward Transactions | 269,516 | (26.675) | 2,418,101 | 11,056 |
| Total Asset/(Liability) | 8,821,396 | 1,107,778 | 12,184,701 | 739,339 |
Details of inventories are as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Raw materials | 6,414,653 | 6,475,844 |
| Finished goods | 2,910,524 | 2,961,428 |
| Work in progress | 480,964 | 345,402 |
| Trade goods | 323,204 | 386,813 |
| Other inventories | 432,979 | 461,364 |
| Allowance for impairment on inventories (-) | (147,439) | (164,037) |
| 10,414,885 | 10,466,814 |
Inventories are presented on the cost values and provision has been made for the impaired inventories.
The movement of allowance for impairment on inventories for the periods ended on 30 June 2024 and 2023 are below:
| 1 January | 1 January - | |
|---|---|---|
| 30 June 2024 | 30 June 2023 | |
| Opening balance | (164,037) | (133,690) |
| Charge for the period | (6,428) | (20,957) |
| Write-offs | 1,583 | 1,292 |
| Foreign currency translation differences | 21,443 | (13,408) |
| Closing balance | (147,439) | (166,763) |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Movement of property, plant and equipment between 1 January - 30 June 2024 is as follows:
| Foreign currency | ||||||
|---|---|---|---|---|---|---|
| 1 January | translation | 30 June | ||||
| Cost | 2024 | Addition | Disposal | Transfer | differences | 2024 |
| Land | 6,943,175 | - | - | - | (55,516) | 6,887,659 |
| Buildings | 10,680,490 | 13,304 | - | 5,528 | (224,397) | 10,474,925 |
| Machinery, plant and | ||||||
| equipment | 23,783,087 | 99,488 | (31,973) | 22,078 | (738,263) | 23,134,417 |
| Vehicles | 75,144 | 1,247 | (915) | - | (4,341) | 71,135 |
| Furniture and fixture | 1,084,904 | 26,554 | (4,032) | 8,270 | (55,649) | 1,060,047 |
| Leasehold improvements | 439,190 | 12,156 | - | - | (1,310) | 450,036 |
| Other property, plant and | ||||||
| equipment | 556 | - | - | - | - | 556 |
| Construction in progress | 685,145 | 478,675 | (14,120) | (36,367) | (20,294) | 1,093,039 |
| 43,691,691 | 631,424 | (51,040) | (491) | (1,099,770) | 43,171,814 | |
| Charge | Foreign currency | |||||
|---|---|---|---|---|---|---|
| 1 January | for the | translation | 30 June | |||
| Accumulated depreciation | 2024 | Period | Disposal | Transfer | differences | 2024 |
| Buildings | (6,849,433) | (118,071) | - | (4,256) | 85,695 | (6,886,065) |
| Machinery, plant and | ||||||
| equipment | (15,315,236) | (594,221) | 28,719 | 4,256 | 418,674 | (15,457,808) |
| Vehicles | (60,837) | (2,172) | 915 | - | 3,201 | (58,893) |
| Furniture and fixture | (793,261) | (42,632) | 1,953 | - | 39,371 | (794,569) |
| Leasehold improvements | (372,817) | (12,414) | - | - | 1,187 | (384,044) |
| Other property, plant and | ||||||
| equipment | (391) | (12) | - | - | - | (403) |
| (23,391,975) | (769,522) | 31,587 | - | 548,128 | (23,581,782) | |
| Net Book Value | 20,299,716 | 19,590,032 |
From depreciation and amortization expenses of property, plant and equipment and intangible assets amounted to, TL 742,879 thousand (30 June 2023: TL 741,301 thousand) is included in cost of goods sold, TL 3,106 thousand (30 June 2023: TL 2,742 thousand) in research and development expenses, TL 9,332 thousand (30 June 2023: TL 14,005 thousand) in marketing and selling expenses, TL 20,026 thousand (30 June 2023: TL 18,468 thousand) in general administrative expenses. In the sixmonth period ending as of 30 June 2024, there is no fixed asset acquired through financial leasing by the Group. As of June 2024 there are no property,plant and equipment subject to mortgage or pledge.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Movement of property, plant and equipment between 1 January - 30 June 2023 is as follows:
| Foreign currency | ||||||
|---|---|---|---|---|---|---|
| 1 January | translation | 30 June | ||||
| Cost | 2023 | Addition | Disposal | Transfer | differences | 2023 |
| Land | 5,724,200 | - | - | - | (3,089) | 5,721,111 |
| Buildings | 6,858,620 | 6,296 | - | (5,759) | 165,591 | 7,024,748 |
| Machinery, plant and | ||||||
| equipment | 23,121,639 | 95,254 | (71,925) | 104,041 | 664,596 | 23,913,605 |
| Vehicles | 76,563 | 2,878 | (4,060) | 352 | 3,855 | 79,588 |
| Furniture and fixture | 1,033,509 | 33,566 | (2,593) | (5,469) | 34,102 | 1,093,115 |
| Leasehold improvements | 438,192 | 1,580 | - | - | (1,473) | 438,299 |
| Other property, plant and | ||||||
| equipment | 462 | 56,181 | - | - | 17,109 | 73,752 |
| Construction in progress | 463,465 | 366,988 | (153) | (92,868) | 68,495 | 805,927 |
| 37,716,650 | 562,743 | (78,731) | 297 | 949,186 | 39,150,145 |
| 1 January | Charge for the |
Foreign currency translation |
30 June | |||
|---|---|---|---|---|---|---|
| Accumulated depreciation | 2023 | Period | Disposal | Transfer | differences | 2023 |
| Buildings | (3,917,589) | (93,140) | - | (8,588) | (105,803) | (4,125,120) |
| Machinery, plant and | ||||||
| equipment | (14,315,529) | (619,383) | 28,046 | 8,588 | (415,604) | (15,313,882) |
| Vehicles | (66,990) | (2,454) | 4,060 | 4,736 | (1,601) | (62,249) |
| Furniture and fixture | (726,079) | (42,081) | 2,294 | (4,736) | (24,190) | (794,792) |
| Leasehold improvements | (350,398) | (12,940) | - | - | 1,297 | (362,041) |
| Other property, plant and | ||||||
| equipment | (372) | (7) | - | - | - | (379) |
| (19,376,957) | (770,005) | 34,400 | - | (545,901) | (20,658,463) | |
| Net Book Value | 18,339,693 | 18,491,682 |
In the six month period ending as of 30 June 2023 ; there is no fixed assets acquired through financial leasing by the Group. As of June 2023, there are no property,plant and equipment subject to mortgage or pledge.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The estimated useful lives of property, plant and equipment are as follows:
| Useful Life | |
|---|---|
| Buildings | 25 – 50 years |
| Machinery, plant and equipment | 4 – 20 years |
| Vehicles | 4 – 10 years |
| Other property, plant and equipment | 4 – 10 years |
| Furniture and fixtures | 3 – 10 years |
| Leasehold improvements | During rent period |
The Group has chosen the revaluation model from the application methods in TAS 16 regarding the representation of the lands and buildings with their fair values. Land and buildings were revalued with "peer comparison" and the most appropriate one from" the cost approach" technique on 22 January 2024. The revaluation was performed by Denge Gayrimenkul Değerleme ve Danışmanlık A.Ş. that authorized by Capital Markets Board. Properties were accounted on 31 December 2023 financial statements based on their fair values. The frequency of revaluations depends on the changes in the fair values of the properties. If there is significant change in the fair value, revaluation is performed. If not, properties are only subject to periodical revaluation.
| 30 June 2024 | 30 June 2023 |
|---|---|
| 2,330,467 | 2,306,467 |
| (262,786) | 502,748 |
| 2,067,681 | 2,809,215 |
The breakdown of goodwill is as follows:
| Company | 30 June 2024 | 31 December 2023 |
|---|---|---|
| UI Mena B.V. | 1,988,952 | 2,241,732 |
| IBC | 78,729 | 88,735 |
| 2,067,681 | 2,330,467 |
Yıldız Holding A.Ş. acquired United Biscuit Group as of 3 November 2014. Goodwill accounted at Yıldız Holding's financial statement related with UI MENA operations is accounted in Ülker Bisküvi's consolidated financial statement by restating prior years.
Yıldız Holding A.Ş. acquired United Biscuit Group as of 3 November 2014. Goodwill accounted at Yıldız Holding's financial statement related with IBC acquisition is accounted in Ülker Bisküvi's consolidated financial statement by restating prior years.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Movements of intangible assets between 1 January - 30 June 2024 are as follows:
| Foreign currency | |||||
|---|---|---|---|---|---|
| Cost | 1 January 2024 | Addition | Transfer | translation differences | 30 June 2024 |
| Rights (*) | 1,843,107 | 3,043 | 491 | (203,802) | 1,642,839 |
| Other | 75,289 | 1,494 | - | (3,527) | 73,256 |
| 1,918,396 | 4,537 | 491 | (207,329) | 1,716,095 |
| Charge for | Foreign currency | ||||
|---|---|---|---|---|---|
| Accumulated Amortization | 1 January 2024 | the Period | Transfer | translation differences | 30 June 2024 |
| Rights | (80,950) | (3,768) | - | 15,589 | (69,129) |
| Other | (66,775) | (2,053) | - | 3,103 | (65,725) |
| (147,725) | (5,821) | - | 18,692 | (134,854) | |
| Net Book Value | 1,770,671 | 1,581,241 |
Movements of intangible assets between 1 January - 30 June 2023 are as follows:
| Foreign currency | |||||
|---|---|---|---|---|---|
| Cost | 1 January 2023 | Addition | Transfer | translation differences | 30 June 2023 |
| Rights (*) | 1,916,392 | 1,776 | (352) | 299,777 | 2,217,593 |
| Other | 74,275 | 1,848 | 55 | 4,210 | 80,388 |
| 1,990,667 | 3,624 | (297) | 303,987 | 2,297,981 | |
| Charge for | Foreign currency | ||||
| Accumulated Amortization | 1 January 2023 | the Period | Transfer | translation differences | 30 June 2023 |
| Rights | (82,077) | (3,729) | - | (2,331) | (88,137) |
| Other | (62,386) | (2,782) | - | (4,430) | (69,598) |
|---|---|---|---|---|---|
| (144,463) | (6,511) | - | (6,761) | (157,735) | |
| Net Book Value | 1,846,204 | 2,140,246 | |||
(*) As of 30 June 2024, Rights amounting to TL 1,306,089 thousand (30 June 2023: TL 1,763,074 thousand) consists of distribution agreements for the Group's products in Saudi Arabia and TL 248,619 thousand (30 June 2023: TL 337,781 thousand) consist of Rana brand rights. The reacquired rights are not subject to amortization and have an indefinite life but are tested for impairment annually or more frequently if events or changes in circumstances indicate that their value may have decreased. As of 30 June 2024, there is no impairment.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The intangible assets are amortized on a straight-line basis over their estimated useful lives.
| Useful Life | |
|---|---|
| Rights | 2 years – Infinite life |
| Other intangible assets | 2 – 12 years |
(Balances denominated in foreign currencies have been presented in their original currencies.)
| 30 June 2024 | 31 December 2023 | |||||
|---|---|---|---|---|---|---|
| TL | USD | EUR | TL | USD | EUR | |
| A) CPM's given in the name of own | ||||||
| legal personality (*) | 216,705 | 25,354 | 337 | 248,796 | 25,354 | 337 |
| B) CPM's given on behalf of the fully | ||||||
| consolidated companies | - | - | 101,525 | - | - 100,000 | |
| C) CPM's given on behalf of | ||||||
| third parties for ordinary | ||||||
| course of business | - | - | - | - | - | - |
| D) Total amount of other CPM's given | ||||||
| i. Total amount of CPM's given on | ||||||
| behalf of the majority shareholder (**) | - | - | - | - | - | - |
| ii. Total amount of CPM's given on behalf of the group | ||||||
| companies which are not in scope of B and C | - | - | - | - | - | - |
| iii. Total amount of CPM's given on behalf of third parties | ||||||
| which are not in scope of C | - | - | - | - | - | - |
| 216,705 | 25,354 | 101,862 | 248,796 | 25,354 100,337 |
(*) TL 44 million and USD 5.8 million of the balance are related to non-cash risks.
(**) As at 30 June 2024, the ratio of other GPMs given by the Group to the equity of the parent Company is zero (31 December 2023: zero).
The Company, Yıldız Holding A.Ş. and some Yıldız Holding Group companies, including Ülker Bisküvi's subsidiaries, Yıldız Holding A.Ş. and Yıldız Holding Group companies have signed syndicated loan agreements with some of the "Lenders" of their creditors..
As of 8 June 2018, Ülker Bisküvi subsidiaries' cash amounting to TL 592,7 million, EUR 10,1 million and USD 19,5 million, noncash bank loans amounting to TL 140,1 million, USD 57 million and EUR 383 thousand, syndication together with Yıldız Holding A.Ş. level has been raised. There was no increase in the total debt burden of Ülker Bisküvi's subsidiaries due to the syndication loan. Ülker Bisküvi's subsidiaries became the guarantors of Yıldız Holding A.Ş. as of the date of loan utilization, limited to the total amount of bank credit risk to their respective banks.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The detail of operating income are as follows:
| 1 January 30 June 2024 |
1 April 30 June 2024 |
1 January 30 June 2023 |
1 April 30 June 2023 |
|
|---|---|---|---|---|
| Domestic sales (*) | 33,755,565 | 13,983,686 | 39,779,866 | 18,003,070 |
| Export sales | 6,437,609 | 2,855,770 | 6,732,068 | 3,444,196 |
| Sales returns and discounts (-) | (3,635,473) | (1,530,127) | (11,311,403) | (5,051,573) |
| Revenue | 36,557,701 | 15,309,329 | 35,200,531 | 16,395,693 |
| Cost of goods sold | (24,618,612) | (10,517,751) | (24,177,019) | (11,720,776) |
| Cost of trade goods sold | (470,231) | (114,331) | (758,908) | (190,048) |
| Cost of Sales | (25,088,843) | (10,632,082) | (24,935,927) | (11,910,824) |
| Gross Profit | 11,468,858 | 4,677,247 | 10,264,604 | 4,484,869 |
(*) Presents domestic sales in Türkiye and in countries where abroad subsidiaries are located.
The detail of operating expenses are as follow:
| 1 January | 1 April | 1 January | 1 April | |
|---|---|---|---|---|
| 30 June 2024 | 30 June 2024 | 30 June 2023 | 30 June 2023 | |
| General Administrative Expenses | ||||
| Personnel expenses | (310,032) | (97,822) | (319,684) | (172,097) |
| Operating expenses | (380,323) | (182,443) | (299,175) | (150,887) |
| Consultancy expenses | (60,843) | (28,518) | (36,956) | (15,068) |
| Depreciation and amortization expenses | (20,026) | (10,497) | (18,468) | (10,636) |
| Other | (151,385) | (81,580) | (124,366) | (61,051) |
| (922,609) | (400,860) | (798,649) | (409,739) | |
| Marketing Expenses | ||||
| Marketing operating expenses | (3,101,113) | (1,379,872) | (2,611,319) | (1,156,071) |
| Personnel expenses | (441,530) | (134,982) | (531,719) | (260,327) |
| Rent expenses | (81,313) | (33,853) | (64,683) | (36,557) |
| Depreciation and amortization expenses | (9,332) | (4,729) | (14,005) | (8,306) |
| Other | (218,435) | (85,890) | (142,690) | (68,788) |
| (3,851,723) | (1,639,326) | (3,364,416) | (1,530,049) | |
| Research and Development Expenses | ||||
| Personnel expenses | (93,600) | (46,903) | (68,402) | (28,017) |
| Material expenses | (22,491) | (10,362) | (31,230) | (16,020) |
| Depreciation and amortization expenses | (3,106) | (1,565) | (2,742) | (1,382) |
| Other | (33,581) | (9,811) | (41,811) | (23,469) |
| (152,778) | (68,641) | (144,185) | (68,888) |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| 1 January | 1 April | 1 January | 1 April | |
|---|---|---|---|---|
| 30 June 2024 | 30 June 2024 | 30 June 2023 | 30 June 2023 | |
| Foreign exchange gains | 48,430 | 34,514 | 255,207 | 11,413 |
| Other | 2,325 | 1,123 | 2,707 | 1,355 |
| 50,755 | 35,637 | 257,914 | 12,768 |
| 1 January | 1 April | 1 January | 1 April | |
|---|---|---|---|---|
| 30 June 2024 | 30 June 2024 | 30 June 2023 | 30 June 2023 | |
| Foreign exchange losses | (3,244,615) | (1,015,878) | (13,553,506) | (11,960,546) |
| Interest expenses | (2,312,518) | (1,198,761) | (2,304,238) | (1,287,712) |
| Other | (278,422) | (135,311) | (163,392) | (44,397) |
| (5,835,555) | (2,349,950) | (16,021,136) | (13,292,655) |
The Group recognizes deferred tax assets and liabilities for temporary timing differences arising from the differences between the tax base legal financial statements and the financial statements prepared in accordance with TFRS. These differences are generally due to the fact that some income and expense items are included in different periods in tax base financial statements and financial statements prepared in accordance with TFRS, and these differences are stated below.
The corporation tax rate is 25% in Türkiye (December 31, 2023: 25%), The corporate tax rate is applied to the corporate income which is calculated by adding non-deductable expenses according to tax laws to the commercial profit and subtracting exemptions and deductions stated in the tax laws.
The tax rates used in the calculation of deferred tax assets and liabilities of the Group are 25% for Türkiye (2023: 25%), 20% for its subsidiaries in Saudi Arabia and Kazakhstan (2023: 20%), 22,5% for its subsidiaries in Egypt (2023: 22.5%), 10% for its subsidiary in Kyrgyzstan (2023: 10%), zero for its subsidiary in United Arab Emirates (2023: zero).
Timing differences that form the basis for deferred tax:
| 30 June 2024 |
31 December 2023 |
30 June 2024 |
31 December 2023 |
|
|---|---|---|---|---|
| Amortization differences of property, plant and | ||||
| equipment and intangible assets | - | - | 9,672,335 | 10,696,920 |
| Financial investments valuation differences | - | - | 1,237,526 | 1,030,895 |
| Inventories | (326,743) | (80,212) | - | - |
| Provision for severance pay | (1,238,897) | (1,108,374) | - | - |
| Provision for expected credit losses | (114,278) | (92,170) | - | - |
| Prior years' losses | (4,229,221) | (8,414,169) | - | - |
| Provision for lawsuits | (9,286) | (10,888) | - | - |
| Derivative instruments | - | - | 1,107,777 | 737,128 |
| Provision for accumulated unused vacation | (126,614) | (102,950) | - | - |
| Other | (182,493) | (1,675,210) | 217,894 | 299,604 |
| (6,227,532) | (11,483,973) | 12,235,532 | 12,764,547 |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Deferred tax calculated on timing differences that form the basis of deferred tax is as follows:
| 30 June 2024 |
31 December 2023 |
30 June 2024 |
31 December 2023 |
|
|---|---|---|---|---|
| Amortization differences of property, plant and | ||||
| equipment and intangible assets | - | - | 1,747,455 | 2,223,579 |
| Financial investments valuation differences | (47,284) | (384,670) | - | - |
| Inventories | (81,686) | (20,052) | - | 66,165 |
| Provisions for severance pay | (309,724) | (277,093) | - | - |
| Provisions for expected credit losses | (28,569) | (23,042) | - | - |
| Prior years' losses | (1,057,305) | (2,103,543) | - | - |
| Provisions for lawsuits | (2,322) | (2,722) | - | - |
| Derivative instruments | - | - | 276,944 | 184,282 |
| Provisions for accumulated unused vacation | (31,654) | (25,738) | - | - |
| Investment incentive | (38,474) | (46,587) | - | - |
| Other | (45,622) | (418,804) | 54,474 | 74,901 |
| (1,642,640) | (3,302,251) | 2,078,873 | 2,548,927 |
Earnings from the Group's investments tied to the incentive certificate are subject to corporate tax at reduced rates from the accounting period in which the investment is started to be partially or fully operated until the investment contribution amount is reached. In this context, as of 30 June 2024, the tax advantage amounting to TL 38,474 thousand (31 December 2023: TL 46,587 thousand) that the Group will benefit from in the foreseeable future is reflected in the condensed consolidated financial statements as a deferred tax asset. As a result of accounting for the aforementioned tax advantage as of 30 June 2024, no deferred tax income has been reflected in the condensed consolidated statement of profit or loss for the period from 1 January to 30 June 2024. Deferred tax assets are recognized in case it is determined that taxable income is likely to occur in the future. In cases where taxable income is likely to occur, deferred tax assets are calculated over deductible temporary differences, tax losses and tax advantages vested in indefinite-life investment incentives that allow reduced corporate tax payments. In this context, the Group bases the reflection of deferred tax assets arising from investment incentives in the consolidated financial statements on longterm plans and evaluates the recoverability of deferred tax assets related to these investment incentives as of each balance sheet date, based on business models containing taxable profit estimations. The deferred tax assets are expected to be recovered within 5 years from the balance sheet date. In the sensitivity analysis carried out as of 30 June 2024, when the inputs in the basic macroeconomic and sectoral assumptions that make up the business plans are increased/decreased by 10%, the recovery period of deferred tax assets related to investment incentives, which is foreseen as 5 years, has not changed.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| 1 January - | 1 January - | |
|---|---|---|
| 30 June 2024 | 30 June 2023 | |
| Opening balance | (753,324) | (785,613) |
| Netted tax from funds reflected in equity | (292,280) | (245,278) |
| Foreign currency translation differences | 298,229 | 131,051 |
| Deferred tax expense/(income) | 1,183,608 | (718,675) |
| Closing balance | 436,233 | (1,618,515) |
In the condensed consolidated financial statements for the period ended 30 June 2024, the Group recognised deferred tax assets for carry forward tax losses amounting to TL 4,229,221 thousand (31 December 2023: TL 8,414.,69 thousand).
The maturities of the financial losses are as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| 2026 | - | 936,089 |
| 2027 | 2,254,861 | 4,620,840 |
| 2028 | 1,974,360 | 2,857,240 |
| 4,229,221 | 8,414,169 |
The Company and its subsidiaries located in Türkiye are subject to corporate tax valid in Türkiye. Necessary provisions have been made in the accompanying condensed consolidated financial statements for the estimated tax liabilities of the Group regarding the current period operating results.
The corporate tax rate to be accrued on taxable corporate income is calculated over the remaining tax base after adding the nondeductible expenses from the tax base in the determination of the commercial profit and deducting the tax-exempt earnings, non-taxable incomes and other deductions (previous year losses, if any, and investment discounts used if preferred). The tax rate applied on 30 June 2024 is 25% (2023: 25%).
In Türkiye, provisional tax is calculated and accrued on a quarterly basis. During the taxation of the corporate earnings for the year of 2024, as of the temporary tax periods, the provisional tax rate to be calculated over the corporate earnings is 25% (2023: 25%).
Losses can be carried forward for a maximum of 5 years, to be deducted from taxable profits in future years. However, the losses incurred cannot be deducted retrospectively from the profits of previous years.
There is no definitive and definitive agreement procedure regarding tax assessment in Türkiye. Companies prepare their tax returns between 1-25 April of the year following the closing period of the relevant year (between 1-25 of the fourth month following the closing of the period for those with a special accounting period). These declarations and the accounting records based on them can be reviewed and changed by the Tax Authority within 5 years.
The tax legislation in Türkiye does not allow to file a consolidated tax return. Therefore, the tax provision in the condensed consolidated financial statements has been calculated separately for each company.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The corporate tax in Egypt, where Hi Food for Advanced Food Industries and Ulker for Trading and Marketing, subsidiaries of the Group is 22.5% (2023: 22.5%). The corporate tax rate in Saudi Arabia, where Food Manufacturers' Company and International Biscuits Company, subsidiaries of the Group, is 20% (2023: 20%). The corporate tax rate in Kazakhstan, where pladis Kazakhstan, a subsidiary of the Group, is 20% (2023: 20%) The corporate tax rate in Kyrgyzstan, where Ülker Star LLC, a subsidiary of the Group, is 10% (2023: 10%). In United Arab Emirates, where pladis Gulf FZE, a subsidiary of the Group, is exempt from corporate tax earnings.
In addition to corporate tax, income tax withholding should be calculated separately on dividends, excluding those distributed to full-fledged corporations and foreign companies' branches in Türkiye, which receive dividends in case of distribution and declare these dividends by including them in corporate income. Income tax withholding was applied as 10% in all companies between 24 April 2003 and 22 July 2006. This rate has been applied as 15% as of 22 July 2006, with the Council of Ministers Decision No. 2006/10731. Dividends that are not distributed and added to the capital are not subject to income tax withholding.
As of 30 June 2024 and 31 December 2023, the tax provisions are as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Total tax provision | (457,325) | (1,617,809) |
| Prepaid taxes and legal liabilities | 9,371 | 991,331 |
| Taxation in the balance sheet | (447,954) | (626,478) |
| 1 January 30 June 2024 |
1 January - 30 June 2023 |
|
| Current year corporate tax expense | 457,325 | 948,050 |
| Deferred tax expense/(income) | 1,183,608 | (718,675) |
| Tax expense in the income statement | 1,640,933 | 229,375 |
The weighted average of the Company shares and earnings per unit share calculations for the periods of 30 June 2024 and 2023 are as follows:
| 1 January - 30 June 2024 |
1 January - 30 June 2023 |
|
|---|---|---|
| Weighted average number of common stock outstanding | 36,927,600 | 36,927,600 |
| Net profit/(loss) for the period attributable to equity holders of the parent | 3,609,816 | (58,448) |
| Earnings per Share (TL 1 worth shares) | 9.78 | (0.16) |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The detail of receivables from related parties is as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Trade receivables | 8,675,247 | 8,398,623 |
| Non-trade receivables | 1,896,855 | 2,488,864 |
| 10,572,102 | 10,887,487 |
The detail of trade and non-trade receivables is as follows:
| 30 June 2024 | 31 December 2023 | |||
|---|---|---|---|---|
| Non | Non | |||
| Trade | Trade | Trade | Trade | |
| Yıldız Holding A.Ş. | - 1,896,855 | - 2,488,864 | ||
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 4,432,600 | - | 4,008,961 | - |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | 2,695,317 | - | 2,834,980 | - |
| G2MEKSPER Satış ve Dağıtım Hizmetleri A.Ş. | 645,411 | - | 611,022 | - |
| Yeni Teközel Markalı Ürünler Dağıtım Hizmetleri A.Ş. | 479,801 | - | 458,098 | - |
| Other | 422,118 | - | 485,562 | - |
| 8,675,247 1,896,855 | 8,398,623 2,488,864 |
The Group's trade receivables from related parties mainly arise from Horizon Hızlı Tüketim Ürünleri Pazarlama Satış ve Tic. A.Ş. and Pasifik Tük. Ürün. Satış ve Tic A.Ş which make the sale and distribution of products throughout Türkiye.
The detail of payables to related parties is as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Trade payables | 2,102,413 | 2,856,580 |
| 2,102,413 | 2,856,580 |
The detail of trade and non-trade payables is as follows:
| 30 June 2024 | 31 December 2023 | |
|---|---|---|
| Trade | Trade | |
| Yıldız Holding A.Ş. | 1,211,511 | 1,080,175 |
| Marsa Yağ San. ve Tic. A.Ş. | 438,185 | 101,333 |
| United Biscuits (UK) Ltd. | 346,249 | 258,579 |
| Adapazarı Şeker Fabrikası A.Ş. | - | 695,353 |
| Kerevitaş Gıda San. ve Tic. A.Ş. | - | 588,352 |
| Other | 106,468 | 132,788 |
| 2,102,413 | 2,856,580 |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The detail of purchases from and sales to related parties is as follows:
| 1 January 30 June 2024 |
1 April 30 June 2024 |
1 January - 30 June 2023 |
1 April - 30 June 2023 |
|||||
|---|---|---|---|---|---|---|---|---|
| Purchases | Sales | Purchases | Sales | Purchases | Sales | Purchases | Sales | |
| Other Companies Controlled by the Principle |
||||||||
| Shareholder | ||||||||
| Marsa Yağ San. ve Tic. A.Ş. | 1,890,788 | - | 887,072 | - | 409,220 | - | 185,549 | - |
| United Biscuits (UK) Ltd. | 310,269 | 1,710 | 56,685 | - | 301,380 | 27,637 | 157,148 | 17,616 |
| Kerevitaş Gıda San. ve Tic. A.Ş. | 168,423 | - | 15,384 | - | 1,711,568 | - | 882,441 | - |
| Adapazarı Şeker Fabrikası A.Ş. | 66,642 | - | 17,434 | - | 313,072 | - | 150,560 | - |
| G2MEKSPER Satış ve Dağıtım Hizmetleri A.Ş. | 9,390 | 955,552 | 4,667 | 447,436 | 6,851 | 868,196 | 2,785 | 356,990 |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | 10,978,795 | - | 4,354,949 | - | 10,616,845 | - | 4,794,690 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | - | 10,626,344 | - | 4,475,917 | - | 9,268,947 | - | 4,305,914 |
| Yeni Teközel Markalı Ürünler Dağıtım Hizmetleri A.Ş. | - | 1,186,247 | - | 467,867 | - | 1,451,861 | - | 665,268 |
| Other | 170,713 | 472,452 | 81,146 | 187,085 | 141,085 | 487,442 | 65,020 | 226,747 |
| 2,616,225 | 24,221,100 | 1,062,388 | 9,933,254 | 2,883,176 | 22,720,928 | 1,443,503 | 10,367,225 |
The Group mainly purchase raw materials from Kerevitaş Gıda San. ve Tic. A.Ş. and Marsa Yağ San. ve Tic. A.Ş., which produces vegetable oil and margarine. The major part of the Group's sales are made to Horizon Hızlı Tüketim Ürünleri Pazarlama Satış ve Tic. A.Ş. and Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. companies that carry out sales and distribution throughout Türkiye.
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The details of interest, rent and similar other services balances paid to and received from related parties are as follows:
For the six-months period ended 30 June 2024:
| Rent Income/(Expense) Net |
Service Income/(Expense) Net |
Interest and Foreign Exchange Income/(Expense) Net |
|
|---|---|---|---|
| Yıldız Holding A.Ş. (*) | (143) | (1,045,361) | (15,109) |
| pladis Foods Limited | - | (433,332) | 665 |
| İzsal Gayrimenkul Geliştirme A.Ş. | (3,829) | (86,710) | 92 |
| United Biscuits (UK) Ltd. | - | (61,533) | (7,867) |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | (17,724) | 76,787 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 86 | (4,812) | 130,449 |
| Other | 130 | (70,657) | 44,256 |
| (3,756) | (1,720,129) | 229,273 |
For the three-month period between 1 April - 30 June 2024:
| Rent Income/(Expense) Net |
Service Income/(Expense) Net |
Interest and Foreign Exchange Income/(Expense) Net |
|
|---|---|---|---|
| Yıldız Holding A.Ş. (*) | (69) | (448,977) | (141,784) |
| pladis Foods Limited | - | (209,593) | 321 |
| İzsal Gayrimenkul Geliştirme A.Ş. | (1,827) | (43,828) | 32 |
| United Biscuits (UK) Ltd. | - | (29,149) | (5,024) |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | 19,614 | 49,595 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 42 | 42,658 | 95,706 |
| Other | 9 | (34,059) | 44,182 |
| (1,845) | (703,334) | 43,028 |
(*) As of 31 December 2023, Yıldız Uluslararası Gıda Yatırım A.Ş. has become the ultimate parent of the Group. For the sixmonth period ended 30 June 2023, Yıldız Holding is presented under "Main shareholders".
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
For the six-months period ended 30 June 2023:
| Rent Income/(Expense) Net |
Service Income/(Expense) Net |
Interest and Foreign Exchange Income/(Expense) Net |
|
|---|---|---|---|
| Principle Shareholders | |||
| Yıldız Holding A.Ş. (*) | (294) | (883,620) | 937,873 |
| Other Companies Controlled by the Principle Shareholder | |||
| pladis Foods Limited | - | (332,909) | (24,948) |
| United Biscuits (UK) Ltd. | - | (35,871) | (1,765) |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | (97,634) | 66,359 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 93 | (98,933) | 23,167 |
| İzsal Gayrimenkul Geliştirme A.Ş. | (4,193) | (85,749) | - |
| Other | 373 | (48,269) | 649 |
| (4,021) | (1,582,985) | 1,001,335 |
For the three-month period between 1 April - 30 June 2023:
| Rent Income/(Expense) Net |
Service Income/(Expense) Net |
Interest and Foreign Exchange Income/(Expense) Net |
|
|---|---|---|---|
| Principle Shareholders | |||
| Yıldız Holding A.Ş.(*) | (78) | (433,330) | 915,299 |
| Other Companies Controlled by the Principle Shareholder | |||
| pladis Foods Limited | - | (156,389) | (25,026) |
| United Biscuits (UK) Ltd. | - | (8,860) | (728) |
| Horizon Hızlı Tük. Ür. Paz. Sat. ve Tic. A.Ş. | - | (49,743) | 21,110 |
| Pasifik Tüketim Ürünleri Satış ve Tic. A.Ş. | 38 | (55,302) | 14,202 |
| İzsal Gayrimenkul Geliştirme A.Ş. | (3,358) | (46,878) | - |
| Other | 1,518 | (19,072) | 543 |
| (1,880) | (769,574) | 925,400 | |
Benefits provided to members of BOD and key management personnel:
| 30 June 2024 | 30 June 2023 | |
|---|---|---|
| Salaries and other short-term benefits | 314,210 | 274,096 |
| 314,210 | 274,096 |
(*) As of 31 December 2023, Yıldız Uluslararası Gıda Yatırım A.Ş. has become the ultimate parent of the Group. For the six-month period ended 30 June 2023, Yıldız Holding is presented under "Main shareholders".
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
Transactions in foreign currencies expose the Group to foreign currency risk.
The Group is exposed to exchange rate risk due to changes in the exchange rates used in the conversion of foreign currency assets and liabilities into Turkish Lira. Currency risk arises due to future commercial transactions and the difference between recorded assets and liabilities. In this framework, the Group controls this risk with a natural method that occurs by netting foreign currency assets and liabilities. The Management analyzes and monitors the Group's foreign currency position and ensures that measures are taken when necessary. The Group is exposed to currency risk mainly in USD, EUR, GBP and CHF.
The distribution of the Group's monetary and non-monetary assets in foreign currency and monetary and non-monetary liabilities as of the balance sheet date is as follows:
| 30 June 2024 | |||||
|---|---|---|---|---|---|
| TL | |||||
| Equivalent | USD | EUR | GBP | CHF | |
| 1. Trade Receivables | 4,180,081 | 99,034 | 22,720 | 3,161 | 2 |
| 2a. Monetary Financial Assets | 16,893,105 | 331,395 | 170,404 | 672 | 22 |
| 2b. Non-Monetary Financial Assets | - | - | - | - | - |
| 3. Other | 91,204 | 1,861 | 375 | 9 | 455 |
| 4. CURRENT ASSETS | 21,164,390 | 432,290 | 193,499 | 3,842 | 479 |
| 5. Trade Receivables | - | - | - | - | - |
| 6a. Monetary Financial Assets | - | - | - | - | - |
| 6b. Non-Monetary Financial Assets | - | - | - | - | - |
| 7. Other | - | - | - | - | - |
| 8. NON-CURRENT ASSETS | - | - | - | - | - |
| 9. TOTAL ASSETS | 21,164,390 | 432,290 | 193,499 | 3,842 | 479 |
| 10. Trade Payables | 1,599,269 | 21,386 | 23,499 | 1,688 | 50 |
| 11. Financial Liabilities | 5,869,366 | 47,329 | 122,856 | - | - |
| 12a. Other Monetary Financial Liabilities | 4,316 | 2 | 121 | - | - |
| 12b. Other Non-monetary Financial Liabilities | 7,894 | 35 | 192 | - | - |
| 13. CURRENT LIABILITIES | 7,480,845 | 68,752 | 146,668 | 1,688 | 50 |
| 14. Trade Payables | - | - | - | - | - |
| 15. Financial Liabilities | 31,314,645 | 572,475 | 356,477 | - | - |
| 16a. Other Monetary Financial Liabilities | - | - | - | - | - |
| 16b. Other Non-monetary Financial Liabilities | - | - | - | - | - |
| 17. NON-CURRENT LIABILITIES | 31,314,645 | 572,475 | 356,477 | - | - |
| 18. TOTAL LIABILITIES | 38,795,490 | 641,227 | 503,145 | 1,688 | 50 |
| 19. Net Assets of Off Statement of | |||||
| Financial Position (19a-19b) | 8,821,396 | 105,000 | 153,000 | - | - |
| 19a. Net Assets of Off Statement of | |||||
| Financial Position | 8,821,396 | 105,000 | 153,000 | - | - |
| 19b. Net Liabilities of Off Statement of Financial Position | - | - | - | - | - |
| 20. Net Foreign Currency Asset /(Liability) Position | |||||
| (9-18+19) | (8,809,704) | (103,937) | (156,646) | 2,154 | 429 |
| 21. Monetary Items Net Foreign Currency Asset/(Liability) | |||||
| Position (1+2a+5+6a-10-11-12a-14-15-16a) | (17,714,410) | (210,763) | (309,829) | 2,145 | (26) |
| 22. Total Fair Value of Financial Instruments | |||||
| Used to Hedge the Foreign Currency Position | 1,107,778 | 6,954 | 25,037 | 29 | - |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
| 31 December 2023 | ||||||
|---|---|---|---|---|---|---|
| TL | ||||||
| Equivalent | USD | EUR | GBP | CHF | ||
| 1. Trade Receivables | 4,467,290 | 73,450 | 40,687 | 2,507 | - | |
| 2a. Monetary Financial Assets | 16,681,039 | 340,487 | 102,508 | 259 | 32 | |
| 2b. Non-Monetary Financial Assets | - | - | - | - | - | |
| 3. Other | 300,207 | 5,055 | 2,763 | 33 | 18 | |
| 4. CURRENT ASSETS | 21,448,536 | 418,992 | 145,958 | 2,799 | 50 | |
| 5. Trade Receivables | - | - | - | - | - | |
| 6a. Monetary Financial Assets | - | - | - | - | - | |
| 6b. Non-Monetary Financial Assets | - | - | - | - | - | |
| 7. Other | - | - | - | - | - | |
| 8. NON-CURRENT ASSETS | - | - | - | - | - | |
| 9. TOTAL ASSETS | 21,448,536 | 418,992 | 145,958 | 2,799 | 50 | |
| 10. Trade Payables | 1,538,219 | 25,201 | 12,544 | 2,070 | 149 | |
| 11. Financial Liabilities | 6,403,055 | 47,487 | 114,675 | - | - | |
| 12a. Other Monetary Financial Liabilities | 5,079 | - | 125 | - | - | |
| 12b. Other Non-monetary Financial Liabilities | 7,345 | 179 | 19 | - | - | |
| 13. CURRENT LIABILITIES | 7,953,698 | 72,867 | 127,363 | 2,070 | 149 | |
| 14. Trade Payables | - | - | - | - | - | |
| 15. Financial Liabilities | 30,990,943 | 572,063 | 245,749 | - | - | |
| 16a. Other Monetary Financial Liabilities | - | - | - | - | - | |
| 16b. Other Non-monetary Financial Liabilities | - | - | - | - | - | |
| 17. NON-CURRENT LIABILITIES | 30,990,943 | 572,063 | 245,749 | - | - | |
| 18. TOTAL LIABILITIES | 38,944,641 | 644,930 | 373,112 | 2,070 | 149 | |
| 19. Net Assets of Off Statement of | ||||||
| Financial Position (19a-19b) | 12,184,701 | 124,000 | 186,100 | 1,500 | - | |
| 19a. Net Assets of Off Statement of | ||||||
| Financial Position | 12,184,701 | 124,000 | 186,100 | 1,500 | - | |
| 19b. Net Liabilities of Off Statement of Financial Position | - | - | - | - | - | |
| 20. Net Foreign Currency Asset/(Liability) Position (9-18+19) | (5,311,404) | (101,938) | (41,054) | 2,229 | (99) | |
| 21. Monetary Items Net Foreign Currency Asset/(Liability) | ||||||
| Position (1+2a+5+6a-10-11-12a-14-15-16a) | (17,788,967) | (230,814) | (229,898) | 696 | (117) | |
| 22. Total Fair Value of Financial Instruments Used to Hedge the | ||||||
| Foreign Currency Position | 739,339 | 923 | 17,329 | 29 | - |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The Group's export and import amounts realized by the Group as of 30 June 2024 and 2023 are as follows:
| 1 January | 1 January | |
|---|---|---|
| 30 June 2024 | 30 June 2023 | |
| Total exports | 6,437,609 | 6,732,068 |
| Total imports | 7,157,308 | 6,253,079 |
The Group is exposed to currency risk mainly in USD and EURO. The table below shows the Group's sensitivity to 10% change in USD and EURO. The 10% rate used constitutes a logical bar for the Company as it is limited to the 10% capital commitment limit. Sensitivity analyzes regarding the exchange rate risk that the Company is exposed to at the reporting date are determined according to the change at the beginning of the financial year and are kept constant throughout the reporting period. Negative amount represents the decrease effect of 10% increase in value of USD and EUR against TL on profit before tax.
| 30 June 2024 | 30 June 2023 | ||||
|---|---|---|---|---|---|
| Income/Expense | Income/Expense | ||||
| Appreciation | Depreciation | Appreciation | Depreciation | ||
| of foreign | of foreign | of foreign | of foreign | ||
| currency | currency | currency | currency | ||
| In case of 10% appreciation of USD | |||||
| against TL | |||||
| 1 - US Dollar net asset/liability | (691,855) | 691,855 | (1,319,079) | 1,319,079 | |
| 2- Part of hedged from US Dollar risk (-) | 344,675 | (344,675) | 577,805 | (577,805) | |
| 3- US Dollar net effect (1 +2) | (347,180) | 347,180 | (741,274) | 741,274 | |
| In case of 10% appreciation of EUR | |||||
| against TL | |||||
| 4 - Euro net asset/liability | (1,088,380) | 1,088,380 | (1,394,665) | 1,394,665 | |
| 5 - Part of hedged from Euro risk (-) | 537,465 | (537,465) | 791,951 | (791,951) | |
| 6- Euro net effect (4+5) | (550,915) | 550,915 | (602,714) | 602,714 | |
| Total (3 + 6) | (898,095) | 898,095 | (1,343,988) | 1,343,988 |
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The fair value of financial assets and liabilities is determined as follows:
The level classifications of financial assets and liabilities shown at their fair values are as follows:
| Fair value hierarchy as of reporting dates |
||||
|---|---|---|---|---|
| 30 June | Level 1 | Level 2 | Level 3 | |
| Financial assets | 2024 | TL | TL | TL |
| Financial assets at fair value through | ||||
| profit/loss | ||||
| - Held for trading | 4,664 | 4,664 | - | - |
| Financial assets at fair value through | ||||
| comprehensive income statement | ||||
| - Shares | 4,468,086 | - | - | 4,468,086 |
| - Derivative instruments | 1,110,096 | - | 1,110,096 | - |
| Total | 5,582,846 | 4,664 | 1,110,096 | 4,468,086 |
| Financial liabilities | ||||
| Financial liabilities at fair value through | ||||
| profit/loss | ||||
| - Derivative instruments | (2,318) | - | (2,318) | - |
| Total | (2,318) | - | (2,318) | - |
| Fair value hierarchy as of reporting dates |
||||
| 31 | ||||
| December | Level 1 | Level 2 | Level 3 | |
| Financial assets | 2023 | TL | TL | TL |
| Financial assets at fair value through | ||||
| profit/loss | ||||
| - Held for trading | 5,276 | 5,276 | - | - |
| Financial assets at fair value through | ||||
| comprehensive income statement | ||||
| - Shares | 5,001,404 | - | - | 5,001,404 |
| - Derivative instruments | 739,339 | - | 739,339 | - |
| Total | 5,746,019 | 5,276 | 739,339 | 5,001,404 |
The carrying value of the Company's Eurobonds issued for trading on Dublin Euronext with a total nominal value of USD 600,000,000 and fixed interest rate (Note 6) is TL 193,320 thousand below their fair values based on quoted prices in active markets (Level 1).
(Amounts expressed in thousands of Turkish Lira in terms of purchasing power of 30 June 2024 ("TL") unless otherwise stated.)
The issuance and sale of the bonds with a total nominal value of USD 550,000,000, which were issued by the Group for sale abroad and rated BB (stable) by S&P and BB- (positive) by Fitch, were completed on 8 July 2024 and the said bonds were listed on the Irish Stock Exchange (Euronext Dublin).
USD 351,709,000 of the bonds (eurobonds) with a total nominal amount of USD 650,000,000 with a maturity of 30 October 2025, which were issued and sold by the Group on 30 October 2020, were purchased by the Group from the related investors and the settlement process was completed on 10 July 2024. The funds required for this repurchase were covered by the proceeds from the sale of bonds (eurobonds) with a total nominal amount of USD 550,000,000 with a maturity of 8 July 2031, which the Group completed the settlement on 8 July 2024.
It is planned to merge Önem Gıda Sanayi ve Ticaret Anonim Şirketi which is a 100% subsidiary of the Company, through a facilieted procedure by transferring all of its assets and liabilities to the Group as a whole (which will result only in the disappearance of the legal entity).
In the Official Gazette dated 2 August 2024 and numbered 32620, "Law No. 7524 on Amendments to Tax Laws and Certain Laws and Decree Law No. 375" was published. With this Law, regulations and amendments have been made on domestic minimum corporate tax application, global minimum tax application and many other tax-related issues. The Group is in the process of assessing the impact of the amendments on the consolidated financial statements.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.