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ZORLU ENERJİ ELEKTRİK ÜRETİM A.Ş.

Interim / Quarterly Report Aug 12, 2025

5979_rns_2025-08-12_88b661d8-f021-4f85-9727-e1b780990bd0.pdf

Interim / Quarterly Report

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Condensed Consolidated Financial Statements As at and for the Six-months Period Ended 30 June 2025 Together with Independent Auditor's Report on Review of Consended Consolidated Interim Financial Statements (Convenience translation of the report and the consolidated financial statements) originally issued in Turkish)

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE PERIOD ENDED 1 JANUARY- 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

CONTENTS PAGE
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1-3
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS 4
CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME 5
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 6
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS…………………………………………………7-8
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS……………………………… 9-61
NOT 1 ORGANISATION AND NATURE OF OPERATING 9-14
NOT 2 BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 15-26
NOT 3 SEGMENT REPORTING 27-30
NOT 4 CASH AND CASH EQUIVALENTS …………………………………………………………………………………………… 30-31
NOT 5 FINANCIAL ASSETS SERVICE CONCESSION ARRANGEMENTS ………………………………………………… 32
NOT 6 FINANCIAL LIABILITIES 33-35
NOT 7 OTHER RECEIVABLES AND PAYABLE .…………………………………………………………………………………… 35-36
NOT 8 OTHER ASSETS AND LIABILITIES ……………………………………………………………………………………………… 36
NOT 9 ASSETS HELD FOR SALE 37
NOT 10 TANGIBLE ASSETS 37
NOT 11 INTANGIBLE ASSETS 38
NOT 12 PROVISIONS, CONTINGENT ASSETS AND LIABILITIES 38-39
NOT 13 CASH FLOW HEDGE RESERVE ……………………………………………………………………………………………… 40
NOT 14 DEFERRED REVENUE .….………………………………………………………………………………………………………… 41
NOT 15 EQUITY ……………………………………………………………………………………………………………………………… 42
NOT 16 REVENUE …………………………………………………………………………………………………………………………… 43
NOT 17 COST OF SALES …………………………………………………………………………………………………………………… 43
NOT 18 GENERAL ADMINISTRATIVE AND MARKETING EXPENSES ………………………………………………………. 44
NOT 19 OTHER OPERATING INCOME AND EXPENSES ………………………………………………………………………… 45
NOT 20 INCOME FROM INVESTING ACTIVITIES ……………………………………………………………………………………. 45
NOT 21 FINANCE INCOME AND EXPENSES …………………………………………………………………………………………. 46
NOT 22 NET MONETARY GAINS/(LOSSES) ……………………………………….…………………………………………………. 47
NOT 23 RELATED PARTY TRANSACTION ……………………………………………………………………………………………… 48-54
NOT 24 TAXES …………………………………………………………………………………………………………………………………. 54-55
NOT 25 NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS ………………………………… 56-60
NOT 26 SUBSEQUENT EVENTS ……………………………………………………………………………………………………………. 61

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS

AT 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira (TRY) in terms of the purchasing power of the TRY at 30 June 2025, otherwise indicated.)

Reviewed Audited
ASSETS Notes 30 June 2025 31 December 2024
Current assets:
Cash and cash equivalents 4 2,802,928 1,799,017
Trade receivables 7,485,667 7,513,156
Trade receivables from related parties
-
23 2,707,657 2,234,782
Trade receivables from third parties
-
4,778,010 5,278,374
Other receivables 1,364,628 1,278,979
Other receivables from related parties
-
7,23 1,267,477 1,220,342
- Other receivables from third parties 7 97,151 58,637
Financial assets service concession arrangements 5 3,631,538 3,298,742
Inventories 514,194 545,766
Prepaid expenses 216,042 233,012
- Prepaid expenses to third parties 216,042 233,012
Assets related to current tax 5,033 68,982
Other current assets 968,979 908,390
Other current assets from third parties
-
8 968,979 908,390
Subtotal 16,989,009 15,646,044
Assets held for sale 9 4,306,285 -
Total current assets 21,295,294 15,646,044
Non-current assets:
Financial investments 3,290 3,290
Other financial investments
-
3,290 3,290
Trade receivables 468,764 679,036
Trade receivables from third parties
-
468,764 679,036
Other receivables 15,266,094 14,493,919
- Other receivables from related parties 7,23 15,266,094 14,459,546
Other receivables from third parties
-
7 - 34,373
Contract assets 1,476,693 279,886
Other contract assets
-
1,476,693 279,886
Financial assets service concession arrangements 5 8,850,249 10,998,824
Investments accounted for using equity method 2,969,888 6,707,498
Property, plant and equipment 10 61,911,312 64,131,307
Right of use assets 1,128,995 1,056,824
Intangible assets 11 11,902,191 12,236,277
Prepaid expenses 15,718 16,603
Prepaid expenses to third parties
-
15,718 16,603
Deferred tax assets 24 11,194,992 12,340,064
Other non-current assets 1,130 1,318
- Other non-current assets from third parties 8 1,130 1,318
Total non-current assets 115,189,316 122,944,846
Total assets 136,484,610 138,590,890

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS

AT 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira (TRY) in terms of the purchasing power of the TRY at 30 June 2025, otherwise indicated.)

Reviewed Audited
LIABILITIES Notes 30 June 2025 31 December 2024
Current liabilities:
Short-term borrowings 1,436,385 1,725,639
Short-term borrowings from third parties 1,436,385 1,725,639
Bank loans
-
6 362,577 697,543
Issued debt instruments
-
6 1,073,808 1,028,096
Short-term portions of long-term borrowings 10,302,488 11,336,497
Short-term portions of long-term borrowings from third parties 10,302,488 11,336,497
Bank loans
-
6 1,767,381 2,128,553
Issued debt instruments
-
6 8,424,067 9,114,891
Lease liabilities
-
6 111,040 93,053
Trade payables 9,138,625 5,923,609
Trade payables due to related parties
-
23 270,556 340,023
Trade payables due to third parties
-
8,868,069 5,583,586
Payables related to employee benefits 186,359 167,389
Other payables 2,660,924 2,636,040
Other payables due to related parties
-
7,23 44,806 52,119
Other payables due to third parties
-
7 2,616,118 2,583,921
Deferred income 1,275,195 1,106,479
Deferred income from related parties
-
14,23 1,249,531 1,047,104
Deferred income from third parties
-
14 25,664 59,375
Current income tax liabilities 282,935 17,706
Short-term provisions 137,945 149,247
Short-term provisions for employee benefits
-
12 115,578 113,831
Other short-term provisions
-
12 22,367 35,416
Other current liabilities 872,871 432,761
Other current liabilities due to third parties
-
8 872,871 432,761
Total current liabilities 26,293,727 23,495,367
Non-current liabilities:
Long-term borrowings 42,306,212 40,291,807
Long-term borrowings from third parties 42,306,212 40,291,807
Bank loans
-
6 3,521,346 4,311,578
Lease liabilities
-
6 347,191 309,389
Issued debt instruments
-
6 38,437,675 35,670,840
Other payables 18,597 18,472
Other payables due to related parties
-
7,23 18,597 18,472
Deferred income 418,945 866,437
Deferred income from related parties
-
14,23 418,945 866,437
Long-term provisions 605,632 518,197
Long-term provisions for employment benefits
-
12 605,632 518,197
Deferred tax liabilities 24 4,007,058 4,974,151
Total non-current liabilities 47,356,444 46,669,064
Total liabilities 73,650,171 70,164,431

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS

AT 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira (TRY) in terms of the purchasing power of the TRY at 30 June 2025, otherwise indicated.)

Reviewed Audited
EQUITY Notes 30 June 2025 31 December 2024
Equity attributable to owners of the Company 62,834,055 68,425,922
Share capital 15 5,000,000 5,000,000
Adjustment to share capital 15 30,308,136 30,308,136
Share premium 15 54,818 54,818
Other comprehensive income not to
be reclassified to profit or loss 9,826,411 9,885,961
Revaluation and measurement losses/(gains) 9,826,411 9,885,961
-Revaluation of property, plant and equipment 10,319,702 10,319,702
-Actuarial losses (493,291) (433,741)
Other comprehensive expenses that are or may
be reclassified to profit or loss (32,361,029) (35,183,415)
-Foreign currency translation differences 3,106,430 3,424,734
-Cash flow hedge losses 13 (35,467,459) (38,608,149)
Restricted reserves appropriated from profits 169,504 169,504
-Legal reserves 15 169,504 169,504
Retained earnings 58,190,918 60,948,909
Net period loss (8,354,703) (2,757,991)
Non-controlling interests 384 537
Total equity 62,834,439 68,426,459
Total liabilities and equity 136,484,610 138,590,890

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira (TRY) in terms of the purchasing power of the TRY at 30 June 2025, otherwise indicated.)

Not Not
Reviewed Reviewed Reviewed Reviewed
1 January - 1 April - 1 January - 1 April -
Notes 30 June 2025 30 June 2025 30 June 2024 30 June 2024
Revenue 16 13,091,661 6,600,306 14,693,493 7,054,964
Cost of sales (-) 17 (12,159,216) (5,998,405) (13,075,450) (6,318,601)
Gross Profit from Trading Activities 932,445 601,901 1,618,043 736,363
GROSS PROFIT 932,445 601,901 1,618,043 736,363
General and administrative expenses (-) 18 (703,256) (292,255) (1,179,084) (564,078)
Marketing and selling expenses (-) 18 (137,573) (64,054) (148,939) (75,393)
Other operating income 19 1,820,606 903,628 1,995,541 900,277
Other operating expense (-) 19 (1,815,969) (869,493) (1,731,520) (823,045)
OPERATING INCOME 96,253 279,727 554,041 174,124
Income from investment activities 20 76,213 83,856 5,412,193 -
Shares of profits/(losses) of investments valued by
equity method 3 154,890 (9,304) 280,305 293,986
OPERATING PROFIT BEFORE
FINANCIAL INCOME / (EXPENSES) 327,356
1,419,143
354,279
(171,886)
6,246,539
1,001,229
468,110
278,072
Net monetary position gains
Finance income
22
21
2,956,154 1,041,530 3,770,690 974,007
Finance expenses (-) 21 (13,603,458) (5,885,489) (12,224,617) (4,783,780)
PROFIT / (LOSS) BEFORE TAX
FROM CONTINUED OPERATIONS (8,900,805) (4,661,566) (1,206,159) (3,063,591)
Tax income/(expense) from continuing operations 545,949 (165,923) 2,152,595 1,203,992
Period tax expense
-
24 (303,119) (283,722) (408,625) (152,038)
Deferred tax income
-
24 849,068 117,799 2,561,220 1,356,030
PROFIT / (LOSS) FROM CONTINUED OPERATIONS (8,354,856) (4,827,489) 946,436 (1,859,599)
PROFIT FROM DISCONTINUED OPERATIONS - - 2,428,230 87,635
PERIOD PROFIT / (LOSS) (8,354,856) (4,827,489) 3,374,666 (1,771,964)
Income/ (expense) attributable to:
Non-controlling interest (153) (164) (493) (241)
Equity holders of the parent (8,354,703) (4,827,325) 3,375,159 (1,771,723)
Income/(loss) per share (TRY)
From continued operations
-
(1.67) (0.97) 0.19 (0.37)
From discontinued operations
-
- - 0.49 0.02

CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira (TRY) in terms of the purchasing power of the TRY at 30 June 2025, otherwise indicated.)

Reviewed Not reviewed Reviewed Not reviewed
1 January - 1 April - 1 January - 1 April -
Notes 30 June 2025 30 June 2025 30 June 2024 30 June 2024
Income / (loss) for the year (8,354,856) (4,827,489) 3,374,666 (1,771,964)
Items that will not to be reclassified to profit or loss (59,550) 2,325 1,127,380 1,827,018
Tangible assets revaluation increases/(decreases)
-
- - 1,611,606 2,402,439
Changes in actuarial losses on employment benefit
-
obligations (79,400) 3,100 (108,432) (19,136)
Items that will not to be reclassified to profit or loss
Taxes on Other Comprehensive Income 19,850 (775) (375,794) (556,285)
Tangible assets revaluation increases/(decreases), tax
-
effect - - (402,902) (561,069)
Changes in actuarial losses on employment benefit
-
obligations, tax effect 19,850 (775) 27,108 4,784
Items that are or may be reclassified to profit or
loss 2,822,386 1,176,155 3,581,349 1,199,399
Foreign currency translation differences
-
(318,304) (681,682) 700,058 (736,832)
Gains / (losses) from foreign currency translation
differences (318,304) (681,682) 700,058 (736,832)
Hedge reserves
-
4,187,587 2,477,117 3,841,721 2,581,641
Items that are or may be reclassified to profit or
loss
Taxes on Other Comprehensive Income (1,046,897) (619,280) (960,430) (645,410)
Hedge reserves, tax effect (1,046,897) (619,280) (960,430) (645,410)
OTHER COMPREHENSIVE INCOME 2,762,836 1,178,480 4,708,729 3,026,417
TOTAL COMPREHENSIVE INCOME / (LOSS) (5,592,020) (3,649,009) 8,083,395 1,254,453
Total comprehensive income / (loss)
attributable to:
Non-controlling interests (153) (164) (493) (241)
Equity holders of the parent (5,591,867) (3,648,845) 8,083,888 1,254,694

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira (TRY) in terms of the purchasing power of the TRY at 30 June 2025, otherwise indicated.)

Items that will not be Items that are or may be
reclassified to profit or loss reclassified to profit or loss
Share capital Adjustments to
share capital
Share
premium
Revaluation of
property plant
and equipment
Actuarial
losses
Foreign
currency
translation
differences
Hedge reserves Legal
reserves
Retained
earnings
Period
profit/
(loss)
Equity of the
parent
company
Non
controlling
interests
Total equity
Balance at 1 January 2024 5,000,000 30,308,136 54,818 9,316,780 (434,305) 3,244,876 (44,808,759) 169,504 43,440,427 18,397,287 64,688,764 118,520 64,807,284
Subsidiary acquisition or disposal - - - - 66,726 - - - 50,427 - 117,153 (117,153) -
Transfers - - - (774,937) - - - - 19,172,224 (18,397,287) - - -
Total comprehensive income/(loss) - - - 1,208,704 (81,324) 700,058 2,881,291 - - 3,375,159 8,083,888 (493) 8,083,395
-Income for the period - - - - - - - - - 3,375,159 3,375,159 (493) 3,374,666
-Other comprehensive income / (loss) - - - 1,208,704 (81,324) 700,058 2,881,291 - - - 4,708,729 - 4,708,729
30 June 2024 5,000,000 30,308,136 54,818 9,750,547 (448,903) 3,944,934 (41,927,468) 169,504 62,663,078 3,375,159 72,889,805 874 72,890,679
Balance at 1 January 2025 5,000,000 30,308,136 54,818 10,319,702 (433,741) 3,424,734 (38,608,149) 169,504 60,948,909 (2,757,991) 68,425,922 537 68,426,459
Transfers - - - - - - - - (2,757,991) 2,757,991 - - -
Total comprehensive income/ (loss) - - - - (59,550) (318,304) 3,140,690 - - (8,354,703) (5,591,867) (153) (5,592,020)
Loss for the period
-
- - - - - - - - - (8,354,703) (8,354,703) (153) (8,354,856)
-Other omprehensive income/ (loss) - - - - (59,550) (318,304) 3,140,690 - - - 2,762,836 - 2,762,836
30 June 2025 5,000,000 30,308,136 54,818 10,319,702 (493,291) 3,106,430 (35,467,459) 169,504 58,190,918 (8,354,703) 62,834,055 384 62,834,439

NOTES TO THE CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

Reviewed Reviewed
1 January- 1 January
Notes 30 June 2025 30 June 2024
CASH FLOWS FROM OPERATING ACTIVITIES: 3,380,236 6,064,177
Net income/(loss) for the period (8,354,856) 3,374,666
Profit/(loss) from continuing activities
-
(8,354,856) 946,436
Period profit from discontinued operations
-
- 2,428,230
Adjustments related to period net profit/(loss) reconciliation 6,416,312 (6,125,781)
Adjustments related to depreciation and amortization 17,18,19 2,786,239 2,784,423
Adjustments related to provisions 24,573 50,320
Adjustments for provisions related with employee benefits
-
35,875 25,794
Adjustments for other provisions (cancellations)
-
(11,302) 24,526
Adjustments related to interest (income) and expense 3,707,822 4,923,517
Adjustments related to interest (income)
-
19, 21 (1,199,099) (2,027,791)
Adjustments related to interest expense
-
19, 21 4,906,921 6,951,308
Adjustments related to unrealized foreign exchange losses
and currency translation differences 2,831,651 6,230,575
Adjustments related to fair value gains / (losses) - (465,369)
Adjustments related to fair value losses (gains)
-
of derivative financial instruments 21 - (465,369)
Adjustments related to share of profit of equity - accounted investees (154,890) (280,305)
Adjustments related to share of affiliates
-
3 (154,890) (280,305)
Adjustments related to tax (income) expense 24 (545,949) (2,152,595)
Adjustments related to (gains)/losses on disposals of fixed assets (76,213) (3,192)
Adjustments related to (gains)/losses resulting from
-
disposal of tangible assets 20 (76,213) (3,192)
Other adjustments related to monetary (gains)/losses (2,274,335) (11,900,741)
Adjustments related to gains from disposals
of subsidiaries or joint operations 2.2,20 - (5,409,001)
Other adjustment related to profit (loss) reconciliation 4 117,414 96,587
Net Cash Generated from Operating Activities
Before Changes in Working Capital 5,385,524 9,114,665
Changes in trade receivables 707,025 2,617,848
Changes in trade receivables from related parties
-
(438,605) 835,591
Changes in trade receivables from third parties
-
1,145,630 1,782,257
Changes in other receivables 2,037,339 6,459,974
Changes in other receivables from related parties
-
2,041,480 6,385,914
Changes in other receivables from third parties
-
(4,141) 74,060
Changes in financial assets service concession arrangements 5 1,815,779 1,649,378
Changes in inventories 31,572 (195,727)
Changes in trade payables 1,902,906 (1,876,589)
Changes in trade payables to related parties
-
(69,467) (27,077)
Changes in trade payables to third parties
-
1,972,373 (1,849,512)
Changes in other payables (103,759) 501,534
Changes in other payables to third parties
-
(103,759) 501,534
Changes in other liabilities 470,245 252,902
Changes in other assets
-
11,165 395,444
Changes in other liabilities
-
459,080 (142,542)
Changes in assets arising from customer contracts (1,196,807) (573,931)
Changes in other contract assets
-
(1,196,807) (573,931)
Changes in deferred revenue (278,776) 279,276

NOTES TO THE CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

Reviewed Reviewed
1 January- 1 January
Notes 30 June 2025 30 June 2024
Net cash generated from operating activities 3,446,980 6,363,550
Payments for employee benefits (39,092) (44,437)
Tax payments (27,652) (254,936)
CASH FLOWS FROM INVESTING ACTIVITIES (1,084,932) 5,116,903
Cash inflows related to sales resulting in loss
of control of subsidiaries 2.2 - 5,390,238
Cash outflows related to capital advance payments
of subsidiaries and/or joint ventures (742,218) -
Cash inflows from the sale
of tangible and intangible assets 91,596 12,456
-Cash inflows from the sale of tangible assets 91,596 12,456
Cash outflows from purchases
of tangible and intangible assets (434,310) (461,176)
-Cash outflows from the purchase of tangible assets 10 (428,029) (438,152)
-Cash outflows from the purchase of intangible assets 11 (6,281) (23,024)
Dividend received - 175,385
CASH FLOW FROM FINANCING ACTIVITIES: (930,793) (12,076,957)
Cash inflows from proceeds of borrowings 5,790,058 2,742,185
Cash inflows from bank loans
-
6 80,368 88,290
Cash inflows from issued debt instruments
-
6 5,709,690 2,653,895
Cash outflows related to debt payments (2,780,018) (10,520,339)
Cash outflows related to loan repayments
-
6 (1,068,148) (9,254,708)
Cash outflows from repayments of issued debt instruments
-
6 (1,711,870) (1,265,631)
Decrease in other payables to related parties (11,267) (6,881)
Payment of lease liabilities 6 (8,497) (64,381)
Interest paid 6 (4,069,201) (5,718,288)
Interest received 142,759 1,014,901
Cash inflows from derivative instruments - 465,369
Other inflows/ (outflows) 4 5,373 10,477
NET INCREASE/(DECREASE) IN CASH AND CASH
EQUIVALENTS BEFORE EFFECT OF CURRENCY TRANSLATION
DIFFERENCES 1,364,511 (895,877)
Effect of Currenct Translation Differences in Cash and Cash
Equivalents (29,845) (59,316)
NET INCREASE/(DECREASE) IN CASH AND CASH
EQUIVALENTS 1,334,666 (955,193)
CASH AND CASH EQUIVALENTS AT THE BEGINNING
OF THE PERIOD 1,684,730 3,242,455
INFLATION EFFECT ON CASH AND CASH EQUIVALENTS (257,099) (643,890)
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 4 2,762,297 1,643,372

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS

Zorlu Enerji Elektrik Üretim AŞ ("The Company" or "Zorlu Enerji") and its subsidiaries (collectively referred to as ("The Group") is engaged in electricity, steam production and selling, trading electricity, distribution and retailing of electricity sales, electric vehicle rental, installation and operation of electric charging stations as of 30 June 2025. The Group was established by Zorlu Holding AŞ ("Zorlu Holding") and Korteks Mensucat Sanayi ve Ticaret AŞ ("Korteks") in 1993. Ultimate controlling party of the Group is Zorlu Holding. The Group is registered in Turkey and its registered address is as follows: Fethiye OSB Mahallesi, Pembe Caddesi, Nu:17 Bursa, Turkey. The Group is registered to the Capital Markets Board ("CMB"), and its shares are publicly traded in Borsa Istanbul AŞ ("BIST") since 2000. As at 30 June 2025, 37.40% of its shares are open for trading (31 December 2024: 37.40%) (Note 15).

Share
Directly held subsidiaries Percentage (%)
Nature of Operations
Country Currency
Zorlu Osmangazi Enerji Sanayi ve Ticaret AŞ
("Zorlu Osmangazi")
100% Distribution, retail sale of electricity
and other
Turkey TRY
Zorlu Yenilenebilir Enerji AŞ ("Zorlu
Yenilenebilir")
100% Electricity generation and other Turkey TRY
Eway Araç Kiralama Ticaret AŞ ("Eway") 100% Rental, leasing and other services of
motorized light land vehicles and cars
without adrives
Turkey TRY
ZGP Pakistan (Private) Ltd, ("ZGP
Pakistan")
99.70% Electricity generation and other Pakistan Pakistani
Rupee ("PKR")
Zorlu Enerji Pakistan Ltd ("Zorlu Enerji
Pakistan")
99.99% Electricity generation and other Pakistan Pakistani
Rupee ("PKR")
İn liquidation Zorlu Enerji Israel Ltd, ("Zorlu
Enerji İsrail"
100% Electricity generation and other Israel New Israeli
Shekel ("NIS")
ZJ Strong Energy for Renewable Energy Ltd,
Co, ("ZJ Strong")
75% Electricity generation and other Palestine Jordanian
Dinar ("JOD")
Zador Israel Limited ("Zador") 100% Electricity generation and other Israel New Israeli
Shekel ("NIS")
Zorlu Renewable USA Inc ("Zorlu
Renewable USA")
100% Electricity generation and other USA US Dollar
("USD")

Directly held subsidiaries of the Company are presented below:

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 1 - ORGANISATION AND NATURE OF OPERATIONS (Continued)

The indirectly held subsidiaries of the Company are as follows:

Shareholding Direct
Subsidiaries and its
Indirectly held subsidiaries Share Ratio Nature of Operations Country
Osmangazi Elektrik Perakende Satış AŞ ("OEPSAŞ") 100% Zorlu Osmangazi Retail sale of electricity Turkey
Osmangazi Elektrik Dağıtım AŞ ("OEDAŞ") 100% Zorlu Osmangazi Electricity distribution Turkey
Zorlu Doğal Elektrik Üretimi AŞ ("Zorlu Doğal") 100% Zorlu Yenilenebilir Electricity generation and
other
Turkey
Zorlu Jeotermal Enerji Elektrik Üretimi AŞ
("Zorlu Jeotermal")
100% Zorlu Yenilenebilir Electricity generation and
other
Turkey
Zorlu Elektrik Enerjisi İthalat İhracat ve
Toptan Ticaret AŞ ("Zorlu Elektrik")
100% Zorlu Yenilenebilir Wholesale purchase of
electrical energy and/or
capacity and sales activities
and other
Turkey
Nemrut Jeotermal Elektrik Üretimi AŞ
("Nemrut Jeotermal")
100% Zorlu Yenilenebilir Electricity generation and
other
Turkey
Zorlu Renewable Pakistan (Private) Limited
("Zorlu Renewable Pakistan")
99.70% ZGP Pakistan Electricity generation and
other
Pakistan
Zorlu Sun Power (Private) Limited ("Zorlu Sun
Power Pakistan")
99.70% ZGP Pakistan Electricity generation and
other
Pakistan
Zorlu Industrial Pakistan (Private) Limited
("Zorlu Industrial Pakistan")
99.99% ZGP Pakistan Engineering and consultancy
activities for energy projects
and other
Pakistan
Zorlu O&M Pakistan Limited ("Zorlu O&M
Pakistan")
99.99% ZGP Pakistan Operation and maintenance
activities for energy projects
and other
Pakistan
Zorlu Solar Pakistan Limited ("Zorlu Solar
Pakistan")
99.70% ZGP Pakistan Maintenance, repair,
installation, sale of charging
stations and other
Pakistan

Affiliates

Direct affiliates of the Company are presented below:

Direct Affiliates Share Percentage (%) Nature of Operations Country
Electrip Global Limited 49.99% Charging station maintenance, repair,
installation, sales, battery units, solar
panels, solar photovoltaic devices such
as batteries, etc. leasing, purchasing
and other
England, Jersey
Dorad Energy Limited ("Dorad") (*) 25% Electricity generation and other Israel

(*) Pursuant to the material event disclosure dated July 14, 2025, the sale of 10% of the Company's shares, corresponding to a total of 1,064 shares with a nominal value of 1 New Israeli Shekel ("NIS") each, which are not subject to the preemptive rights of Dorad's existing shareholders, to the Phoenix Group has been completed at a price of NIS 282,941,776. Pursuant to the material event disclosure dated July 22, 2025, the sale of the remaining 15% of the Company's shares, corresponding to a total of 1,596 shares, each with a nominal value of 1 New Israeli Shekel (NIS), subject to the pre-emption rights of Dorad's current shareholders, Due to Edelcom Ltd.'s failure to obtain the necessary legal approvals within the required timeframe, the sale of 10% of the Company's shares in Dorad to Phoenix Group under the share purchase agreement was completed at the same share value, with Ellomay Luzon Energy Infrastructures Ltd. acquiring the shares for NIS 424,412,664. With the sale of all our shares in Dorad, the Group's activities related to electricity production and sales in Israel have come to an end.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 1- ORGANIZATION AND NATURE OF OPERATIONS (Continued)

Affiliates (Continued)

Indirect affiliates of the Company are presented below:

Indirect affiliates Shareholding Direct Affiliates and its Share Ratio Nature of Operations Country ZES Dijital Ticaret AŞ ("ZES Dijital") 100% Electrip Global B.V. Wholesale trade of gas, liquid or electricity supply or production meters, installation services of electrical equipment and other Turkey ZES Solar Enerji Tedarik ve Ticaret AŞ ("ZES Solar") 100% Electrip Global Ltd. Electricity generation and other Turkey Electrip Energy Solutions and Mobility Services Sasu 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other France Electrip Bucharest SRL 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Romania Electrip Global B.V. 100% Electrip Global Ltd. Maintenance, repair, installation, sale of charging stations and other Netherlands Electrip Albania SHPK 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Albania Electrip Germany GmbH 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Germany Electrip Dooel Skopje 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Macedonia Electrip Italy S.r.l. 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Italy Electrip Hellas Single Member P.C. 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Greece Electrip Mobility Service D.O.O. 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Croatia Electrip Poland Spółka Z.O.O. 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Poland Electrip Montenegro DOO 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Montenegro Zorlu Energy Solutions (ZES) Israel Ltd. 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Israel Electrip Solar Italy S.r.l. 100% Electrip Italy S.r.l. Maintenance, repair, installation, sale of charging stations and other Italy ZES Solutions, D.O.O 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Slovenia Electrip PTG, Unipessoal LDA 100% Electrip Global B.V. Maintenance, repair, installation, sale of charging stations and other Portugal

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 1- ORGANIZATION AND NATURE OF OPERATIONS (Continued)

Affiliates (Continued)

Shareholding
Direct
Affiliate and its Share Country
Indirectly held affiliates (Continued) Ratio Nature of Operations
Electrip DOO Belgrade 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Serbia
Electrip Czech Republic s.r.o. 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Czechia
Electrip Mobility Service Kft 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Hungary
Electrip Energy Solutions Spain, S.L.U. 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Spain
Electrip BH d.o.o 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Bosnia and
Herzegovina
Electrip Bulgaria EOOD 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Bulgaria
Electrip Austria Gmbh 100% Electrip Global B.V. Maintenance, repair, installation, sale
of charging stations and other
Austria
ZES Solar Mena DMCC 100% Electrip Global B.V. Trading of solar energy systems and
energy production, transmission and
distribution equipment
United Arap
Emirates

The average employee number of Group as of June 30, 2025 is 1,939 (December 31, 2024: 2,107).

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 1- ORGANIZATION AND NATURE OF OPERATIONS (Continued)

Installed capacity in Turkey:

The power plants of the Group located in Turkey and abroad are presented below together with their existing installed capacities:

Power Plant Location Electricity Steam
Production Production
Company Type Capacity Capacity
(MW) (Ton/Hour)
Geothermal 305.00 -
Kızıldere 1 Zorlu Doğal Denizli Geothermal 15.00 -
Kızıldere 2 Zorlu Doğal Denizli Geothermal 80.00 -
Kızıldere 3 Zorlu Doğal Denizli-Aydın Geothermal 165.00 -
Alaşehir 1 (*) Zorlu Jeotermal Manisa Geothermal 45.00 -
Wind 135.00 -
Zorlu Yenilenebilir
Gökçedağ (**) Osmaniye Wind 135.00 -
Hydroelectric 118.94 -
Tercan Zorlu Doğal Erzincan Hydroelectric 15.00 -
Kuzgun Zorlu Doğal Erzurum Hydroelectric 20.90 -
Ataköy Zorlu Doğal Tokat Hydroelectric 5.50 -
Mercan Zorlu Doğal Tunceli Hydroelectric 20.40 -
Çıldır Zorlu Doğal Kars Hydroelectric 15.40 -
İkizdere Zorlu Doğal Rize Hydroelectric 24.94 -
Beyköy Zorlu Doğal Eskişehir Hydroelectric 16.80 -
Natural Gas 49.53 98.00
Lüleburgaz Zorlu Enerji Lüleburgaz, Cogeneration 49.53 98.00
Kırklareli Natural Gas
TOTAL 608.47 98.00

(*) The 3.588 MWp solar power plant, integrated with the Alaşehir 1 Geothermal Power Plant ("GPP"), began commercial electricity sales on December 22, 2022. The second unit, a 0.1663 MWp rooftop solar power plant ("Çatı SPP"), started commercial electricity sales on January 20, 2023. With the total installed capacity of 3.7543 MWp for the Alaşehir 1 Hybrid Solar Power Plant, there is no increase in the licensed installed capacity in MW(e) tems, as per the Hybrid License Regulation. The total installed capacity of the plant is 48.7543 MWm/45 Mwe.

(**) Rotor, a 100% direct subsidiary of Zorlu Yenilenebilir, has been merged with Zorlu Yenilenebilir, a 100% direct subsidiary of Zorlu Enerji, as a whole with all its assets and liabilities by applying the "Simplified Merger" method. The merger transaction was registered with the Istanbul Trade Registry on February 24, 2025. As a result of the merger, Rotor was dissolved.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 1 - ORGANISATION AND NATURE OF OPERATIONS (Continued)

Installed capacity abroad:

Power Plant Location Type Electricity
Production
Capacity (MW)
Steam
Production
Capacity
(Ton/Hour)
Wind 56.40 -
Jhimpir Pakistan Wind 56.40 -
Solar (*) 1.50 -
Deadsea Palestine Solar (2 MW) 1.50 -
Natural Gas (*) 215.00 -
Dorad Israel Combined-Cycle Natural Gas (860 MW) 215.00 -
TOTAL 272.90 -

(*) Stake of Zorlu Enerji in Israel and Palestine companies has been taken into consideration in the calculation of total production capacity.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 2 - BASIS OF PRESENTATION OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

2.1 Basis of Presentation

a) Basis of measurement

These condensed consolidated financial statements were prepared in accordance with TAS 29 "Financial Reporting in Hyperinflationary Economies", except for monetary assets and liabilities and also assets and liabilities measured at fair value as specified below, adjusted for the effects of inflation on the Turkish lira at the reporting date, based on the historical cost principle.

  • Financial instruments derivative financial instruments accounted for in profit or loss at fair value,
  • Land, land improvements, buildings, and machinery and equipment accounted for in property, plant and equipment.

b) Functional and reporting currency

These consended consolidated financial statements are presented in Turkish Lira ("TRY"), which is the functional currency of the Company. All financial information presented in TRY has been rounded to the nearest thousand TRY unless otherwise stated.

c) Accounting in hyperinflationary economies

The Group has prepared its financial statements for the six - months period ended June 30, 2025 and ending on the same date, by applying (TAS) 29 "Financial Reporting in Hyperinflationary Economies" Standard, based on the announcement made by the Public Oversight Accounting and Auditing Standards Authority ("POA") on November 23, 2023 and the "Implementation Guide on Financial Reporting in High-Inflation Economies" published. In accordance with the standard, financial statements based on the currency of a hyperinflationary economy are prepared in the purchasing power of this currency at the balance sheet date, and comparative information is expressed in terms of the current measurement unit at the end of the reporting period for the purpose of comparison in previous period financial statements. Therefore, the Group has presented its financial statements as of December 31, 2024 and its profit and loss statement as of June 30, 2024 in terms of the purchasing power of that currency as of June 30, 2025.

In accordance with the Capital Markets Board's decision dated December 28, 2023 and numbered 81/1820, 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 to their annual financial statements for the accounting periods ending on December 31, 2023.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.1 Basis of Presentation (Continued)

c) Accounting in hyperinflationary economies (Continued)

Consequently, the financial statements of the entities whose functional currency TRY are restated for the changes in the general purchasing power of the Turkish Lira as at June 30, 2025 based on TAS 29. The restatement is calculated by means of conversion factors derived from the Turkish countrywide consumer price index published by the TSI. For the last three years, such indices and conversion factors used to restate the accompanying consolidated financial statements are as follows:

Date Index Conversion factor
30 June 2025 3,132.17 1.00000
31 December 2024 2,684.55 1.16674
30 June 2024 2,319.29 1.35049

The Group has applied TAS 29 "Financial Reporting in High Inflation Economies" Standard in its consolidated financial statements prepared in accordance with International Financial Reporting Standards ("IFRS") for the year ending December 31, 2022. For this reason, the Group's first application date of TAS 29 has been determined as January 1, 2021.

TFRS requires the financial statements of an entity whose functional currency is hyperinflationary, prepared under either the historical cost or current cost approach, to be restated in accordance with the requirements of TAS 29 and applied retrospectively, assuming that there has always been high inflation in the economy of the currency. The fundamental principle in TAS 29 is that the financial statements of an entity reporting in the currency of a hyperinflationary economy should be reported in terms of the current measuring unit at the reporting date. Comparative figures for prior periods are restated in terms of the same current measuring unit.

The main procedures applied for the adjustments mentioned above are as follows:

• Monetary assets and liabilities carried at amounts denominated in the current reporting currency at the reporting date were not restated.

• Non-monetary assets and liabilities not carried at amounts denominated in the current reporting currency at the reporting date, as well as equity items, were restated using the relevant conversion factors from the most recent revaluation date up to the transaction date or, if applicable, up to the reporting date.

•Tangible fixed assets were adjusted for changes in the index from the transaction date or, if applicable, from the most recent revaluation date up to the reporting date. Depreciation is based on the restated amounts.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.1 Basis of Presentation (Continued)

c) Accounting in hyperinflationary economies (Continued)

• All items in the income statement, excluding depreciation expenses and deferred tax expenses described above, were adjusted using monthly conversion factors based on the months in which the transactions occurred relative to the reporting date.

• The effects of inflation on the Group's net monetary position are presented in the condensed consolidated statement of profit or loss as "Net monetary position gains/(losses)".

•All items in the cash flow statement are expressed in terms of the measuring unit current at the reporting date. For this purpose, all items in the cash flow statement were restated using the relevant conversion factors from the transaction date.

•All figures for the comparative periods are derived from the relevant comparative periods that June 30, 2025 has been restated by applying the index change.

d) Statement of Compliance to Turkish Financial Reporting Standards ("TFRS"s)

The accompanying consended consolidated financial statements are prepared in accordance with Turkish Financial Reporting Standards ("TFRS") published by POA which was adopted by Capital Markets Board of Turkey ("CMB") as set out in the Communiqué numbered II-14.1 "Communiqué on Principles of Financial Reporting in Capital Markets" published in the Official Gazette numbered 28676 on June 13, 2013. TFRSs consist of standards and interpretations which are published as Turkish Accounting Standards ("TAS"), Turkish Financial Reporting Standards, interpretations of TAS and interpretations of TFRS. The condensed consolidated financial statements are presented in accordance with "Announcement regarding with TFRS Taxonomy" which was published on April 15, 2019 by POA and templates defined in the Illustrative Financial Statements and User Guide published CMB based on the financial statement and disclosure formats of CMB.

The condensed consolidated interim financial statements for the period ended June 30, 2025 have been prepared in accordance with the TAS 34 Interim Financial Reporting ("TAS 34"). Interim financial information does not include all the information and disclosures required to be included in the annual financial statements. Therefore, the interim condensed consolidated financial statements should be read and evaluated together with the annual financial statements prepared by the Group as of December 31, 2024.

Approval of consolidated financial statements

The consended consolidated financial statements were approved by the Company's Board of Directors on August 12, 2025.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.2 Basis of consolidation

The consolidated financial statements include the accounts of the Parent company, Zorlu Enerji and its subsidiaries and associates on the basis set out in sections below. The financial statements of the companies included in the scope of consolidation have been prepared at the date of the consolidated financial statements and have been prepared in accordance with TFRS by applying uniform accounting policies and presentations. The results of operations of subsidiaries are included or excluded from their effective dates of acquisition or disposal, respectively.

a) Affiliates

Zorlu Enerji controls an affiliate when it is exposed, or has rights, to variable returns from its involvement with the affiliate and has the ability to affect those returns through its power over the affiliate. Zorlu Enerji has power over an affiliate when it has existing rights that give it the current ability to direct the relevant activities that significantly affect the affiliate's returns. Power arises from rights and the existence and effect of potential voting rights that are currently exercisable, or convertible, are considered when assessing whether the Zorlu Enerji controls another entity.

Affiliates, including the structured entities, are the companies controlled by the Zorlu Enerji. The Zorlu Enerji control is provided by the ability to affect the variable returns through its power over the affiliates. Affiliates are consolidated from the date on which the control is transferred to the Zorlu Enerji and are no longer consolidated from the date that control ceases.

On the statement of financial position and statement of profit or loss the affiliates are consolidated on a line-by-line basis and the carrying value of the investments held by Zorlu Enerji and its affiliates are eliminated against the related equity. Intercompany transactions and balances between Zorlu Enerji and its affiliates are eliminated within the scope of consolidation accounting.

Loss of control

If the Group loses control of an affiliate, it recognizes any investment retained in the former affiliate at its fair value when control is lost and any difference between the fair value and net book value of investment is accounted for as a gain or loss. That fair value shall be regarded as the fair value on initial recognition of a financial asset, when appropriate, the cost on initial recognition of an investment in an associate or joint venture. Additionally, assets and liabilities that were previously recognized as other comprehensive income attributable to that affiliate are accounted for as if those were disposed of by the Group. This may result in the fact that these amounts previously recognized as other comprehensive income may be classified to profit or loss.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.2 Basis of consolidation (Continued)

Loss of control

Based on the Company's material event disclosure dated March 13, 2024, the sale of all of the shares of the Company's 100% subsidiary Zorlu Enerji Dağıtım AŞ were completed for a total consideration of USD 200,000,000 equivalent of TRY 6,375,330 thousand and the share transfer transactions were completed on March 12, 2024. Within the framework of the adaptation criteria in the Share Purchase Agreement, adjustments were made by deducting the financial and commercial liabilities by TRY 2,806,343 thousand from the sales price and remaining TRY 3,568,987 thousand was received in cash and advance from the buyer, Gaztrak Enerji AŞ a fully owned subsidiary of Palmet Enerji AŞ.

The assets, liabilities and net assets related to the shares of Zorlu Enerji Dağıtım, which were sold at a 100% rate are as follows at their values as of the transaction date, February 29, 2024 (expressed in purchasing power as of June 30, 2025):

29 February 2024
Current assets 3,881,705
Non-current assets 7,045,807
Total assets 10,927,512
Short-term liabilities (9,072,585)
Long-term liabilities (1,873,690)
Total liabilities (10,946,275)
Net assets (18,763)
Ratio of shares sold 100%
Net assets disposed (18,763)
Net cash inflow from sales 5,390,238
As of June 30,2024, subsidiary sales profit (Note 20) 5,409,001

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.2 Basis of consolidation (Continued)

Non-controlling interests

The minority shares in the net assets and operating results of affliates are separetely classified in the condensed consolidated statement of financial position and consolidated statements of profit or loss as "non-controlling interest".

The Group applies a policy of treating transactions with non-controlling interests as transactions with owners of the Parent. Regarding the purchases from non-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the affliate is deducted from equity. Gains or losses on disposals to non-controlling interests are also accounted for in equity.

For disposals to non-controlling interests, differences between any proceeds received and the relevant share of non-controlling interests are also recorded in equity.

The table below sets out all subsidiaries and demonstrates the proportion of ownership interest as at June 30, 2025 and December 31, 2024, financial statements of subsidiaries are consolidated using the full consolidation method.

Direct ownership interest by Zorlu Enerji (%)
Directly held affliates 30 June 2025 31 December 2024
Zorlu Osmangazi 100 100
Zorlu Yenilenebilir 100 100
Eway 100 100
ZGP Pakistan 99.70 99.70
Zorlu Enerji Pakistan 99.99 99.99
Zorlu Enerji İsrail 100 100
Zador 100 100
ZJ Strong 75 75
Zorlu Renewable USA 100 100

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.2 Basis of consolidation (Continued)

b) Investments accounted for using equity method

Investments in associates are accounted for based on their acquisition cost on the date of initial recording and the equity method in the following periods. These are entities in which the Group generally has between 20% and 50% of the voting rights or over which the Group has significant influence but not control. Unrealized profits arising from transactions between the Group and its associates are eliminated to the extent of the Group's interest in the associate, and unrealized losses are also eliminated if the transaction does not indicate that the transferred asset is impaired. According to the equity method, the net profit/(losses) after tax of the associates after the acquisition are reflected in the net profit/(loss) of the Group to the extent of the Group's share in the associate.

The equity method is abandoned if the carrying value of the investment in the associate is zero or the significant effect of the Group has ended, as long as the Group does not incur an obligation or commitment in relation to the associate. After the Group's share in the associate has decreased to zero, additional provision and recognition of the liability has been incurred if the Group is exposed to legal or constructive obligations or has made payments on behalf of the associate.

The table below sets out direct associates and the effective shareholding rates as at June 30, 2025 and December 31, 2024:

30 June 2025 31 December 2024
Direct Associates (%) (%)
Dorad
(*)
25 25
Electrip Global Limited 49.99 49.99

(*) Pursuant to the material event disclosure dated July 14, 2025, the sale of 10% of the Company's shares, corresponding to a total of 1,064 shares with a nominal value of 1 New Israeli Shekel ("NIS") each, which are not subject to the preemptive rights of Dorad's existing shareholders, to the Phoenix Group has been completed at a price of NIS 282,941,776. Pursuant to the material event disclosure dated July 22, 2025, the sale of the remaining 15% of the Company's shares, corresponding to a total of 1,596 shares, each with a nominal value of 1 New Israeli Shekel (NIS), subject to the pre-emption rights of Dorad's current shareholders, Due to Edelcom Ltd.'s failure to obtain the necessary legal approvals within the required timeframe, the sale of 10% of the Company's shares in Dorad to Phoenix Group under the share purchase agreement was completed at the same share value, with Ellomay Luzon Energy Infrastructures Ltd. acquiring the shares for NIS 424,412,664. With the sale of all our shares in Dorad, the Group's activities related to electricity production and sales in Israel have come to an end.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.3 Amendments in International Financial Reporting Standards

a. Standards, amendments and interpretations that are issued but not effective as of June 30, 2025:

Some new standards, interpretations, and amendments that have been published but are not yet effective as of the reporting date, and which the Group has not early adopted even though early adoption is permitted, are as follows:

  • TFRS 18 – Presentation and Disclosures in Financial Statements,

  • Amendments to the Classification and Measurement of Financial Instruments – TFRS 9 Financial Instruments and TFRS 7 Financial Instruments: Disclosures standards,

  • TFRS 19 Entities Not Subject to Public Accountability: Disclosures,

  • TFRS Annual Improvements 11th Amendment.
  • Contracts for Electricity from Natural Resources Amendments to TFRS 9 and TFRS 7

b. Amendments that came into effect and began to be applied as of June 30, 2025:

The changes that came into effect for accounting periods beginning on or after January 1, 2025 are as follows:

  • Absence of Exchangeability – Amendments to TAS 21 The Effects of Changes in Foreign Exchange Rates.

These newly implemented standard changes have not had a significant impact on the Group's summary consolidated financial statements.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.4 Going concern assumption

The Group's EBITDA for the periods ended June 30, 2025 and 2024 is TRY 5,681,379 and TRY 6,873,430, respectively. As of June 30, 2025 and 2024, the Group's net loss and profit attributable to equity holders of the parent amounted to TRY (8,354,703) and TRY 3,375,159, respectively. As of June 30, 2025, current liabilities exceed current assets by TRY 4,998,433 (December 31, 2024: TRY 7,849,323).

The fact that most of the Group's electricity sales are made at guaranteed prices in dollar terms within the scope of the Renewable Energy Resources Support Mechanism ("YEKDEM") positively affects gross profitability. In addition, foreign exchange losses arising from foreign currency loans of companies selling within the scope of YEKDEM are largely eliminated naturally with foreign currency-indexed sales revenues. Among the power plants within the Group, Alaşehir geothermal power plant owned by Zorlu Geothermal will be able to sell electricity within the scope of YEKDEM until December 31, 2025, and Zorlu Doğal's Kızıldere 3 geothermal power plant will be able to sell electricity within the scope of YEKDEM until December 31, 2027.

The Group's licenses for the 0.9 MWm Kızıldere 1 Hybrid GPP, 10 MW Kızıldere 2 Hybrid GPP, 47.7 MWm Kızıldere 3 Hybrid GPP and 18.6 Mwe Alkan Geothermal Power Plant are at the investment stage. In addition to these projects, there are additional new projects, existing facility improvement investments and capacity increase projects.

Pursuant to the material event disclosure dated October 22, 2024, the Capital Markets Board On October 23, 2024, the sale of sustainability-related bonds, the issuance of which was approved on October 22, 2024, to qualified investors abroad was completed and the amounts related to the sale of USD 800,000,000 bonds were transferred to the Company accounts on October 23, 2024. Furthermore, as stated in the material event disclosure dated November 1, 2024, the book-building process for the additional sustainability-linked bonds with a nominal value of USD 200,000,000, planned to be issued for the purpose of being consolidated with the USD 800,000,000 nominal value sustainability-linked bonds, which were previously sold to qualified investors abroad and listed on the Irish Stock Exchange (Euronext Dublin), has been completed. The proceeds from the sale of the additional USD 200,000,000 nominal value bonds were transferred to the Company's accounts on November 7, 2024.

The proceeds amounting to USD 1,000,000,000 obtained from the bond issuance were used for the refinancing of existing financial liabilities of the Company's subsidiaries and the payment of other financing expenses.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.4 Going concern assumption (Continued)

In this context, the remaining portion of USD 262,500,000 of the bond previously issued abroad by Zorlu Yenilenebilir Enerji A.Ş., a wholly owned subsidiary of the Company, was fully redeemed on October 23, 2024, using the funds obtained from the new issuance. The remaining USD 737,500,000 was utilized for the repayment of financial liabilities and the payment of other financing expenses of the Company's other subsidiaries.

In addition, based on the Company's announcement dated February 27, 2025, an additional US\$100,000,000 nominal value of sustainability-linked bonds were issued. The sale was completed on March 6, 2025. The proceeds were used to repay financial debt, fund capital expenditures, and pay other financing expenses.

Pursuant to the material event disclosure dated July 14, 2025, the sale of 10% of the Company's shares, corresponding to a total of 1,064 shares with a nominal value of 1 New Israeli Shekel ("NIS") each, which are not subject to the preemptive rights of Dorad's existing shareholders, to the Phoenix Group has been completed at a price of NIS 282,941,776. Pursuant to the material event disclosure dated July 22, 2025, the sale of the remaining 15% of the Company's shares, corresponding to a total of 1,596 shares, each with a nominal value of 1 New Israeli Shekel (NIS), subject to the pre-emption rights of Dorad's current shareholders, Due to Edelcom Ltd.'s failure to obtain the necessary legal approvals within the required timeframe, the sale of 10% of the Company's shares in Dorad to Phoenix Group under the share purchase agreement was completed at the same share value, with Ellomay Luzon Energy Infrastructures Ltd. acquiring the shares for NIS 424,412,664. With the sale of all our shares in Dorad, the Group's activities related to electricity production and sales in Israel have come to an end.

The Group has prepared its summary consolidated financial statements on the assumption that the business will continue as a going concern in the foreseeable future and does not foresee any risks to the continuity of the business.

2.5 Comparatives and restatement of prior year financial statements

The condensed consolidated financial statements of the Group for the current period is prepared in comparison with the prior year in order to be able to determine the financial position and performance trends. Where necessary, comparative figures are reclassified to conform to changes in presentation in the current year and material differences are disclosed.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.6 Critical accounting estimates, assumptions and judgments

The preparation of the consolidated financial statements requires the disclosure of the amounts of assets and liabilities reported as of the reporting date, the disclosure of contingent assets and liabilities, and the use of estimates and assumptions that may affect the amounts of income and expenses reported during the accounting period. These estimates and assumptions are based on the Group management's understanding of current events and transactions. Although based on the best information available, actual results may differ from assumptions.

The estimates and assumptions that are significant in terms of the carrying values of the Group's assets and liabilities and operating results are given below:

a) Deferred tax asset on cumulative tax losses

Deferred tax assets are accounted for only where it is likely that related temporary differences and accumulated losses will be recovered through expected future profits. When accounting for deferred tax assets it is necessary to make critical estimations and evaluations with regard to taxable profits in the future periods. As at June 30, 2025 according to the future projections, deferred tax assets are recognized on the carryforward tax losses amounts to TRY 14,138,496 (December 31, 2024: TRY 12,212,315). Deferred tax asset is not recognized carryforward tax losses for the remaining TRY 9,698,207 (December 31, 2024: TRY 11,783,218).

b) Cash flow hedge transactions

As explained in Note 13, the Group uses bonds amounts to USD 275,579 thousand (December 31, 2024: USD 308,000 thousand) and as a hedging instrument against the highly probable USD spot exchange rate risk the Group is exposed to due to YEKDEM sales income and applies cash flow hedge accounting as a result of the effectiveness tests performed. The estimations in budgets for YEKDEM sales income used for effectiveness test include estimations such as sales quantities and production capacity.

c) Explanations for revaluation methods and fair value measurements

Effective from the presentation of the consolidated financial statements dated 31 December 2013, the cost model, one of the application methods in TAS 16, has been excluded from the application and the revaluation model has been chosen for the presentation of the Group's electricity generation facilities at their fair values. In the accompanying condensed consolidated financial statements as of June 30, 2025, no revaluation study has been carried out and the property, plant and equipment subject to revaluation have been revalued as of the last revaluation date. From December 31, 2024 to the reporting date, adjusted by applying the change in the index.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

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

2.6 Critical accounting estimates, assumptions and judgments (Continued)

d) Uninvoiced sales

The costs of active energy and retail sale services provided to the customer but not invoiced are recognized at estimated amounts. Unbilled electricity costs of active energy and retail sale services are reflected in the consolidated financial statements by multiplying the relevant period's tariff prices by the difference between the date of the customer's most recent meter reading and the last day of the relevant period.

e) Provisions

The Group management is reflecting the best estimation to the consolidated financial statements based on the best available data and results might differ when fulfilling the liabilities. As at June 30, 2025, the Group is the object of several lawsuits. Depending on the reviews of legal counsels, the Group is evaluating the probable results of these lawsuits and setting aside necessary provisions in consolidated financial statements. The Group also ensures the loss of profits or damages incurred during the period regarding the cash-generating facilities with the insurances it has taken out at its facilities. Additionally, insurance income accruals are recorded against current damage and profit losses.

2.7 Seasonality of operations

Business volume shows seasonal changes according to the structure of the industry in which the Group operates. The wind and hydroelectric power plants, which are under production segment, business volumes are higher in second and third quarters and in the second quarter of the year, respectively. Seasonality does not have a significant impact on the volume of business in the remaining segments of the Group.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 3 - SEGMENT REPORTING

Management of the Group has determined the reportable parts of the Group as electricity distribution and retail sales, electricity generation and others according to the activity groups. Management of the Group considers earnings before interest, taxes, depreciation and amortisation ("EBITDA") as the most appropriate method for comparability with other companies within the same industry. The segment information on an industrial basis is presented below:

Electricity
distribution
Electricity and retail Consolidation Consolidation
1 January – 30 June 2025 generation sales Other adjustment total
Revenue 4,376,697 11,756,928 2,346,212 (5,388,176) 13,091,661
Cost of sales (3,987,933) (10,854,255) (2,241,091) 4,924,063 (12,159,216)
Gross profit 388,764 902,673 105,121 (464,113) 932,445
Operating expenses (225,016) (752,389) (327,030) 463,606 (840,829)
Amortisation and depreciation expenses (*) 2,326,465 - 95,668 507 2,422,640
Weighted average cost of capital ("WACC")
correction (**) - 1,123,852 - - 1,123,852
Indexation difference on financial assets under
service concession arrangements (**) - 2,043,271 - - 2,043,271
EBITDA (***) 2,490,213 3,317,407 (126,241) - 5,681,379
Other income 207,547 1,383,833 441,922 (212,696) 1,820,606
Other expense (360,732) (1,174,433) (287,119) 6,315 (1,815,969)
Finance income 555,972 229,132 7,726,298 (5,555,248) 2,956,154
Finance expense (6,726,029) (161,611) (11,843,777) 5,127,959 (13,603,458)
Tax income / (expense) 344,108 14,908 (440,527) 627,460 545,949
Electricity
distribution
Electricity and retail Consolidation Consolidation
1 April – 30 June 2025 generation sales Other Adjustment total
Revenue 2,086,701 6,078,845 1,577,648 (3,142,888) 6,600,306
Cost of sales (1,799,162) (5,552,497) (1,426,940) 2,780,194 (5,998,405)
Gross profit 287,539 526,348 150,708 (362,694) 601,901
Operating expenses (122,298) (431,996) (164,464) 362,449 (356,309)
Amortisation and depreciation expenses (*) 1,168,600 - 18,224 245 1,187,069
Weighted average cost of capital ("WACC")
correction (**) - 561,925 - - 561,925
Indexation difference on financial assets under
service concession arrangements (**) - 736,077 - - 736,077
EBITDA (***) 1,333,841 1,392,354 4,468 - 2,730,663
Other income 80,754 664,172 (196,344) 355,046 903,628
Other expense (121,154) (573,711) (108,407) (66,221) (869,493)
Finance income 220,841 169,535 3,284,228 (2,633,074) 1,041,530
Finance expense (3,082,364) (56,796) (5,286,547) 2,540,218 (5,885,489)
Tax income / (expense) 7,687 24,216 (492,033) 294,207 (165,923)

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 3 - SEGMENT REPORTING (Continued)

Electricity
Profit from distribution
Electricity discontinued and retail Consolidation Consolidation
1 January – 30 June 2024 generation operations sales Other adjustment total
Revenue 5,235,374 - 10,667,494 2,146,245 (3,355,620) 14,693,493
Cost of sales (4,157,458) - (10,265,905) (1,791,069) 3,138,982 (13,075,450)
Gross profit 1,077,916 - 401,589 355,176 (216,638) 1,618,043
Operating expenses (287,534) - (1,016,780) (227,842) 204,133 (1,328,023)
Amortisation and depreciation expenses (*) 2,267,365 - 16,553 163,047 3,220 2,450,185
Weighted average cost of capital ("WACC")
correction (**) - - 1,086,647 - - 1,086,647
Indexation difference on financial assets
under service concession arrangements (**) - - 3,046,578 - - 3,046,578
EBITDA (***) 3,057,747 - 3,534,587 290,381 (9,285) 6,873,430
Other income 306,869 - 1,467,907 857,023 (636,258) 1,995,541
Other expense (106,516) - (326,836) (1,391,347) 93,179 (1,731,520)
Finance income 1,237,750 - 213,398 3,877,238 (1,557,696) 3,770,690
Finance expense (5,913,696) - (1,485,879) (6,480,195) 1,655,153 (12,224,617)
Tax income / (expense) 1,176,154 - 274,987 652,067 49,387 2,152,595
Period profit from discontinued operations
(****) - 2,428,230 - - - 2,428,230
Electricity
Profit from distribution
Electricity discontinued and retail Consolidation Consolidation
1 April – 30 June 2024 generation operations sales Other adjustment total
Revenue 2,598,154 - 5,183,861 1,045,287 (1,772,338) 7,054,964
Cost of sales (1,786,021) - (5,285,550) (860,731) 1,613,701 (6,318,601)
Gross profit 812,133 - (101,689) 184,556 (158,637) 736,363
Operating expenses (171,321) - (502,785) (118,679) 153,314 (639,471)
Amortisation and depreciation expenses (*) 818,029 - 3,519 83,540 (480) 904,608
Weighted average cost of capital ("WACC")
correction (**) - - 543,323 - - 543,323
Indexation difference on financial assets
under service concession arrangements (**) - - 1,035,232 - - 1,035,232
EBITDA (***) 1,458,841 - 977,600 149,417 (5,803) 2,580,055
Other income 131,599 - 723,579 213,699 (168,600) 900,277
Other expense (36,347) - (183,676) (605,651) 2,629 (823,045)
Finance income 147,160 - 128,243 728,006 (29,402) 974,007
Finance expense (2,313,264) - (757,968) (1,548,224) (164,324) (4,783,780)
Tax income / (expense) 898,560 - (556,904) 138,968 723,368 1,203,992
Period profit from discontinued operations
(****) - 87,635 - - - 87,635

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 3 – SEGMENT REPORTING (Continued)

(*) The depreciation and amortisation expenses amounts to TRY 2,422,640 (June 30, 2024: TRY 2,450,185) has been presented in the cost of sales and general administrative expenses and an amortization and depreciation expense amounts to TRY 332,400 and a depreciation expense of TRY 31,199 (June 30, 2024: TRY 334,238 amortisation amount) in the other operating expenses.

(**) Interest income related to weighted average cost of capital correction which are related to OEDAŞ amounts to TRY 1,123,852 (June 30, 2024: TRY 1,086,647), which are accounted in the other income are included in EBITDA calculation. Indexation difference on financial assets under service concession arrangements which are related to OEDAŞ amounts to TRY 2,043,271 (June 30, 2024: TRY 3,046,578), which are accounted in the monetary gain are included in EBITDA calculation.

(***) The Group's EBITDA for the period ending on June 30, 2025 does not include the EBITDA effect of Dorad investments amounting to TRY 342,206 which are included in the fixed assets account classified as held for sale and corresponding to the share owned, and the EBITDA effect of Electrip investments amounting to TRY (86,441) which are classified as investments valued with the equity method and corresponding to the share owned.

(****) Based on the material event statement dated March 12, 2024, it relates to Zorlu Enerji Dağıtım and its subsidiaries, which were sold to Palmet.

Electricity
Electricity distribution
and retail
Consolidation Consolidation
30 June 2025 generation sales Other adjustment total
Segment assets 87,934,783 23,781,821 107,968,153 (90,476,320) 129,208,437
Assets held for sale - - - 4,306,285 4,306,285
Shares from investments
accounted for using equity
method - - 2,969,888 - 2,969,888
Segment liabilities 37,429,983 11,270,848 58,446,823 (33,497,483) 73,650,171
Electricity
distribution
Electricity and retail Consolidation Consolidation
31 December 2024 generation sales Other adjustment Total
Segment assets 74,678,877 22,604,603 132,264,025 (97,664,113) 131,883,392
Shares from investments
accounted for using equity
method - - 6,707,498 - 6,707,498
Segment liabilities 34,498,131 10,986,538 64,061,407 (39,381,645) 70,164,431

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 3 - SEGMENT REPORTING (Continued)

Reconciliation between Adjusted EBITDA and income/(loss) before tax from continued operations is as follows:

1 January - 1 April - 1 January - 1 April -
30 June 2025 30 June 2025 30 June 2024 30 June 2024
Adjusted EBITDA (*) 5,681,379 2,730,663 6,873,430 2,580,055
Amortisation and depreciation expenses (2,786,239) (1,385,392) (2,784,423) (1,073,570)
Financial income/(expenses), net (10,647,304) (4,843,959) (8,453,927) (3,809,773)
Other operating income/(expenses), net (755,616) (329,467) (488,388) (297,129)
Share of gain / (loss) of associates 154,890 (9,304) 280,305 293,986
Income from investment activities 76,213 83,856 5,412,193 -
Gains/(losses) on net monetary position (624,128) (907,963) (2,045,349) (757,160)
Tax income/(expense) 545,949 (165,923) 2,152,595 1,203,992
Profit/(loss) from discontinued operations - - 2,428,230 87,635
Net profit/(loss) for the period (8,354,856) (4,827,489) 3,374,666 (1,771,964)

(*) The Group's EBITDA for the six-months period ended June 30, 2025 excludes the EBITDA impact of Dorad investments amounting to TRY 342,206 and the EBITDA impact of Electrip investments amounting to TRY (86,441) which are reclassified to investments accounted through equity method.

NOTE 4 - CASH AND CASH EQUIVALENTS

30 June 2025 31 December 2024
Cash 1,715 4,088
Banks
Time deposits
-
2,239,965 1,196,889
Demand deposits
-
561,248 598,040
2,802,928 1,799,017

The maturities of time deposits are less than 3 months and the average effective annual interest rates for time deposits are as follows:

30 June 2025 31 December 2024
(%) (%)
US Dollars 4.45 11.12
Pakistani Rupee 9.50 12.67
TRY 46.04 35.16

The credit risks of the banks where the Group has deposits are evaluated taking into account independent data and no significant credit risk is foreseen.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 4- CASH AND CASH EQUIVALENTS (Continued)

The details of cash and cash equivalents include the following for the purpose of the condensed consolidated statements of cash flows as at June 30, 2025 and June 30, 2024:

30 June 2025 30 June 2024
Cash and cash equivalents 2,802,928 1,670,833
Less: Restricted cash (40,631) (27,461)
2,762,297 1,643,372

The details of "Other adjustments related to profit / (loss) reconciliation" presented in the cash flow statement are as follows:

1 January - 1 January -
30 June 2025 30 June 2024
Redemptions related to loan commissions 117,414 96,587
117,414 96,587

Details of "Other cash inflows / (outflows)" in net cash used in financing activities in cash flows as follows:

1 January - 1 January -
30 June 2025 30 June 2024
Commission paid related to borrowings (68,283) (106,097)
Change in restricted deposits 73,656 116,574
5,373 10,477

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 5 - FINANCIAL ASSETS SERVICE CONCESSION ARRANGEMENTS

30 June 2025 31 December 2024
Short-term financial assets 3,631,538 3,298,742
Long-term financial assets 8,850,249 10,998,824
12,481,787 14,297,566

The financial assets under service concession arrangement represent the amounts of the investments not yet recovered by the tariff.

The maturity analysis of financial assets under service concession arrangement has shown as below:

30 June 2025 31 December 2024
Up to 1 years 3,631,538 3,298,742
Between 1 to 2 years 3,631,538 3,298,742
More than 2 years 5,218,711 7,700,082
12,481,787 14,297,566

The movement of financial assets related to concession agreements of electricity distribution operations in the current period is as follows:

1 January - 1 January -
30 June 2025 30 June 2024
Opening balance 14,297,566 15,363,658
Collections (-) (1,815,779) (1,649,378)
Closing balance 12,481,787 13,714,280

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 6 - FINANCIAL LIABILITIES

The details of financial liabilities of the Group as at June 30, 2025 and December 31, 2024 is as follows:

30 June
2025
31 December 2024
Short-term secured bank borrowings 362,577 697,543
Issued debt instruments 1,073,808 1,028,096
Total short-term financial liabilities 1,436,385 1,725,639
Short-term
portion
of
long-term
secured
bank
borrowings 1,767,381 2,128,553
Issued debt instruments 8,424,067 9,114,891
Lease liabilities 111,040 93,053
Total short-term portion of long-term
financial liabilities 10,302,488 11,336,497
Long-term secured bank borrowings 3,521,346 4,311,578
Issued debt instruments 38,437,675 35,670,840
Lease liabilities 347,191 309,389
Total long-term financial liabilities 42,306,212 40,291,807
Total financial liabilities 54,045,085 53,353,943

The details of short-term financial liabilities of the Group as at June 30, 2025 and December 31, 2024 is as follows:

Weighted average effective
Original currency interest rate per annum (%) TRY equivalent
30 June 31 December 30 June 31 December 30 June 31 December
2025 2024 2025 2024 2025 2024
USD 7,618 15,301 10.75% 10.92% 303,303 630,967
TRY 1,133,082 1,094,672 64.43% 51.98% 1,133,082 1,094,672
1,436,385 1,725,639

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 6 - FINANCIAL LIABILITIES (Continued)

The details of short-term portion of long-term financial liabilities of the Group as at June 30, 2025 and December 31, 2024 is as follows:

Weighted average effective
Original currency interest rate per annum (%) TRY equivalent
30 June 31 December 30 June 31 December 30 June 31 December
2025 2024 2025 2024 2025 2024
USD 137,243 132,654 11.29% 12.81% 5,463,967 5,470,256
EUR 13,832 12,806 7.38% 8.39% 645,834 549,875
TRY 4,190,352 5,316,366 59,15% 53,45% 4,190,352 5,316,366
NIS 198 - 5.50% - 2,335 -
10,302,488 11,336,497

The details of long-term financial liabilities of the Group as at June 30, 2025 and December 31, 2024 is as follows:

Weighted average effective
Original currency interest rate per annum (%) TRY equivalent
30 June 31 December 30 June 31 December 30 June 31 December
2025 2024 2025 2024 2025 2024
USD 1,029,597 950,616 11.30% 11.30% 40,990,723 39,200,562
EUR 18,129 16,854 7.25% 8.13% 846,467 723,691
TRY 404,367 306,963 41,41% %17,80 404,367 306,963
PKR 17,779 16,541 - - 2,473 2,428
NIS 5,272 5,146 7.25% 7.25% 62,182 58,163
42,306,212 40,291,807

Letters of guarantees given, pledges and mortgages related to financial liabilities are explained in Note 12.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 6 - FINANCIAL LIABILITIES (Continued)

The movements of financial liabilities as of June 30, 2025 and 2024 as follows:

2025 2024
As at 1 January 53,353,943 71,582,783
Cash inflows from borrowings 80,368 88,290
Cash inflows from issued debt instruments 5,709,690 2,653,895
Cash outflows due to the repayment of bank
borrowings (1,068,148) (9,254,708)
Cash outflows from debt repayments of issued debt
instruments (1,711,870) (1,265,631)
Interest acruals 3,772,833 5,923,390
Cash outflows from debt repayments of lease
agreements (8,497) (64,381)
Interest paid (4,069,201) (5,718,288)
Interest accruals related to lease contract 64,966 44,256
Change of exchange difference 5,233,552 2,868,655
Other classifications 49,131 (9,510)
Net monetary position gain / (loss) (7,361,682) (13,741,964)
30 June 54,045,085 53,106,787

NOTE 7 - OTHER RECEIVABLES AND PAYABLES

a) Short-term other receivables:

30 June 2025 31 December 2024
Other receivables from related parties (Note 23) 1,267,477 1,220,342
Other short-term receivables from third parties 97,151 58,637
1,364,628 1,278,979
b)
Long-term other receivables:
30 June 2025 31 December 2024
Other receivables from related parties
(Note 23)
15,266,094 14,459,546
Other long-term receivables from third parties - 34,373
15,266,094 14,493,919

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 7 - OTHER RECEIVABLES AND PAYABLES (Continued)

c) Short-term other payables:

30 June 2025 31 December 2024
Deposit received
2,615,930
2,583,844
Other payables to related parties (Note 23) 44,806 52,119
Other short-term payables to third parties 188 77
2,660,924 2,636,040
d)
Long-term other payables:
30 June 2025 31 December 2024
Other payables to related parties (Note 23) 18,597 18,472
18,597 18,472

NOTE 8 - OTHER ASSETS AND LIABILITIES

a) Other current assets:

30 June 2025 31 December 2024
VAT receivable 798,965 825,141
Insurance income accruals
(*)
161,262 69,727
Other 8,752 13,522
968,979 908,390

(*) Insurance income accruals are related to the damage compensation income that the Group's commercial enterprises and elements have secured, collected and expect to collect based on insurance policies against all risks such as machine breakdown, loss of profit, fire, etc.

b) Other non-current assets:

30 June 2025 31 December 2024
Prepaid taxes 1,130 1,318
1,130 1,318
c)
Other current liabilities:
30 June 2025 31 December 2024
VAT payable 621,726 265,409
Taxes and funds payable 249,374 165,937
Other 1,771 1,415
872,871 432,761

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 9 – ASSETS HELD FOR SALE

The Company has decided to sell its subsidiary Dorad, which is evaluated under TFRS 5 "Non-current Assets Held for Sale and Discontinued Operations." Following the fulfillment of the conditions required by TFRS 5, the assets and liabilities related to this subsidiary have been classified as "non-current assets classified as held for sale."

Pursuant to the material event disclosure dated July 14, 2025, the sale of 10% of the Company's shares, corresponding to a total of 1,064 shares with a nominal value of 1 New Israeli Shekel ("NIS") each, which are not subject to the preemptive rights of Dorad's existing shareholders, to the Phoenix Group has been completed at a price of NIS 282,941,776. Pursuant to the material event disclosure dated July 22, 2025, the sale of the remaining 15% of the Company's shares, corresponding to a total of 1,596 shares, each with a nominal value of 1 New Israeli Shekel (NIS), subject to the pre-emption rights of Dorad's current shareholders, due to Edelcom Ltd.'s failure to obtain the necessary legal approvals within the required timeframe, the sale of 10% of the Company's shares in Dorad to Phoenix Group under the share purchase agreement was completed at the same share value, with Ellomay Luzon Energy Infrastructures Ltd. acquiring the shares for NIS 424,412,664. With the sale of all our shares in Dorad, the Group's activities related to electricity production and sales in Israel have come to an end.

1 January -
30 June 2025
Assets held for sale 4,306,285
4,306,285

NOTE 10- TANGIBLE ASSETS

As of June 30, 2025, the net book value of the Group's property, plant, and equipment is TRY 61,911,312 (December 31, 2024: TRY 64,131,307). The depreciation expense for property, plant, and equipment for the first six months of 2025 is TRY 2,409,464 (June 30, 2024: TRY 2,369,853).

As of June 30, 2025, the Group's tangible fixed assets amounted to TRY 428,029 (June 30, 2024: TRY 438,152), while the disposal amount related to its tangible fixed assets is TRY 91,596 (June 30, 2024: TRY 12,456).

As of June 30, 2025, the impact of the foreign currency translation of foreign subsidiaries on the net book value of the Group's fixed assets is TRY (232,638).

The collateral, pledges, and mortgages on property, plant, and equipment are disclosed in Note 12.

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 11 - INTANGIBLE ASSETS

As of June 30, 2025, the net book value of the Group's intangible assets is TRY 11,902,191 (December 31, 2024: TRY 12,236,277). The amortization expense for intangible assets for the first six months of 2025 is TRY 333,784 (June 30, 2024: TRY 345,478).

As of June 30, 2025, the Group's non-current intangible assets amounted to TRY 6,281 (June 30, 2024: TRY 23,024), while there were no disposals of non-current intangible assets (June 30, 2024: None).

NOTE 12 - PROVISIONS, CONTINGENT ASSETS AND LIABILITIES

12.1 Short-term provisions

30 June 2025 31 December 2024
Provisions for annual leave 115,578 113,831
Provisions
for lawsuits
22,367 35,416
137,945 149,247
12.2 Long-term provisions
30 June 2025 31 December 2024
Provisions for employment benefits 605,632 518,197
605,632 518,197

12.3 Contingent assets

The Group's guarantees, pledges and mortgages ("GPM") as at June 30, 2025 and December 31, 2024 are summarized as follows:

30 June 2025 31 December 2024
Original Original TRY Original TRY
currency amount equivalent (*) amount equivalent (*)
Letters of guarantees received TRY 1,409,504 1,409,504 1,381,131 1,381,131
Letters of guarantees received USD 5,459 216,945 5,976 245,592
Letters of guarantees received EUR 692 32,252 670 28,723
Cheques received TRY 38,860 38,860 38,718 38,718
Cheques received USD 38 1,510 73 3,000
Cheques received EUR 65 3,029 65 2,786
1,702,100 1,699,950

(*) As at June 30, 2025 and December 31, 2024, all other currencies presented in Turkish Lira are expressed in terms of the purchasing power of June 30, 2025.

Guarantee letters received consist of letters, cheques and notes received from customers in relation to the Group's operations.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 12 – PROVISIONS, CONTINGENT ASSETS AND LIABILITIES (Continued)

12.4 Guarantees, pledges and mortgages given by the Group

The Group's guarantees, pledges and mortgages ("GPM") as at June 30, 2025 and December 31, 2024 are summarized as follows:

30 June 2025 31 December 2024
Original Original TRY Original TRY
currency amount amount (*) amount amount (*)
GPMS's given by the Group
A. Total amount of GPMS given on
behalf of its own legal entity USD 12,205 485,036 10,400 427,402
TRY 1,694,151 1,694,151 1,036,331 1,036,331
B. Total amount of GPMS given in favor
of subsidiaries included in the scope of
full consolidation TRY 559,454 559,454 345,409 345,409
USD 550 21,857 550 22,603
C. Total amount of GPMS given in order to
secure the debt of other third parties
for the purpose of conducting ordinary
commercial activities USD 20,696 822,476 18,892 776,394
NIS 1,567 15,163 9,062 102,313
D. Total amount of other GPMS - - - -
3,598,137 2,710,452

(*) As at 30 June 2025 and 31 December 2024, all other currencies presented in Turkish Lira are expressed in terms of the purchasing power of 2024.

The guarantees provided generally consist of guarantee letters and guarantee certificates given to state institutions (primarily "EMRA" and other state institutions providing electricity transmission and distribution services) in relation to the Group's electricity distribution operations, and to banks for loans obtained from banks.

The ratio of other guarantees, pledges and mortgages given by the Group to the total equity of the Group is 0% as at June 30, 2025 (December 31, 2024: 0%).

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 13 - CASH FLOW HEDGE RESERVE

As explained in Note 2.6, the Group has a loan with a total amount of USD 275,579 thousand (December 31, 2024: USD 308,000 thousand) which are used as a hedging instrument for the USD spot exchange rate risk. The Group is exposed to foreign exchange risk due to highly probable YEKDEM revenues and applies cash flow hedge accounting as a result of the effectiveness tests performed.

Alaşehir geothermal power plant of Zorlu Jeotermal will sell electricity in scope of YEKDEM until the end of 2025 and Kızıldere 3 geothermal power plant of Zorlu Doğal will sell electricity in scope of YEKDEM until the end of 2027. The maturity dates of the hedging items are considered to be the end of YEKDEM sales. Also the maturity dates of the hedging instruments are considered to be the final payment dates of the loans which are subject to hedge relationships. Hedge ratios are 100% and 100% for the six - month period ended June 30, 2025 and the year ended December 31, 2024 respectively. These hedge ratios represent the portion of YEKDEM sales revenue included in the effectiveness tests.

30 June 2025 31 December 2024
Carried at fair value Carried at fair value
through through
Original other comprehensive Original other comprehensive
amount income amount income
USD (TRY) (*) USD (TRY) (*)
Hedging amount 275,579 (35,467,459) 308,000 (38,608,149)
275,579 (35,467,459) 308,000 (38,608,149)

(*) The amount reclassified to the income statement from cash flow hedging is TRY 5,105,316 thousand.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 14 - DEFERRED REVENUE

a) Short term deferred revenue from third parties

30 June 2025 31 December 2024
Deferred
income
related
to
income
difference
adjustment component (*) 25,664 -
Retail sales net profit margin income accruals
(OMEGA 4)
(**)
- 59,321
Advances received from customers - 54
25,664 59,375

(*) The income adjustment component includes the correction of the difference between the system operating income cap for a tariff year, calculated based on the Consumer Price Index (CPI) for December of the relevant tariff year, and the actual system operating income for the relevant tariff year, also calculated based on the CPI for December of the relevant tariff year. In the second year following the occurrence of this difference, the adjustment related to the difference is considered by the Energy Market Regulatory Authority (EPDK) as the corrective system operating income cap and is used in the calculation of the income cap for the relevant year.

(*) The retail company should obtain a net profit margin of 2.38% from sales made by tariff customers. The retail sales net margin consists of the adjustment components recorded to equalize net profit margin to 2.38%.

b) Short-term deferred revenue from related parties

30 June 2025 31 December 2024
Short-term advances received from related parties
(Note 23) 1,249,531 1,047,104
1,249,531 1,047,104

c) Long-term deferred revenue from related parties

30 June
2025
31 December 2024
Long-term advances received from related parties
(Note 23) 418,945 866,437
418,945 866,437

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 15 - EQUITY

a) Share capital

30 June 2025 31 December 2024
Limit on registered share capital 6,000,000 6,000,000
Issued capital 5,000,000 5,000,000

The Group's shareholders and shareholding structure as at June 30, 2025 and December 31, 2024 are as follows:

30 June 2025 31 December 2024
Trade name of Share Nominal Share Amount Share Nominal Share Amount
shareholder (%) (Thousand TRY) (%) (Thousand TRY)
Zorlu Holding 32.31 1,615,531 32.31 1,615,531
Korteks 17.55 877,373 17.55 877,373
Publicly held 37.40 1,869,884 37.40 1,869,884
Wren House Infrastructure LP 12.34 617,212 12.34 617,212
Other 0.40 20,000 0.40 20,000
100 5,000,000 100 5,000,000
Adjustment to share capital 30,308,136 30,308,136
Total 35,308,136 35,308,136

As of June 30, 2025 and December 31, 2024, the Group's inflation adjustment to share capital amounts to TRY 30,308,136 and represents the restatement difference arising from the restatement of the Group's paid-in capital amount according to inflation and not offset by accumulated losses.

b) Premiums related to shares

The share premiums presented in the consolidated financial statements arise from the difference between the issue price and the nominal value of shares issued at a premium during capital increases subsequent to the initial establishment of the Group. As of June 30, 2025, the Group's consolidated financial statements reflect share premiums amounting to TRY 54,818 (December 31, 2024: TRY 54,818).

c) Restricted reserves and retained earnings

30 June 2025 31 December 2024
Legal reserves 169,504 169,504

In accordance with the Turkish Commercial Code ("TCC"), legal reserves are classified as first and second legal reserves. Under the Turkish Commercial Code, the first legal reserve is appropriated at 5% of the statutory net profit until it reaches 20% of the paid-in capital. The second legal reserve is appropriate at 10% of the portion of the profit distributed that exceeds 5% of the paid-in capital.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 16 - REVENUE

1 January-
30 June
2025
1 April-
30 June
2025
1 January-
30 June
2024
1 April
30 June
2024
Electricity generation and wholesale income 4,810,269 2,594,008 6,624,047 3,225,683
Retail sales income 4,577,963 2,330,015 5,312,282 2,780,472
Income from electricity distribution
activities 2,593,963 1,304,385 1,261,512 358,497
General lighting income 468,015 191,722 647,395 260,026
Other 641,451 180,176 848,257 430,286
13,091,661 6,600,306 14,693,493 7,054,964

NOTE 17 - COST OF SALES

1 January- 1 April- 1 January- 1 April
30 June 30 June 30 June 30 June
2025 2025 2024 2024
Retail electricity purchase 4,534,073 2,217,661 4,219,981 2,200,569
Depreciation and amortisation 2,392,796 1,174,750 2,432,041 895,389
Energy purchase cost related to
electricity distribution activities 1,388,414 833,831 2,078,387 1,025,821
Cost of electricity generation and
wholesale purchase 1,258,617 661,052 1,441,648 765,508
Electricity generation and retail system
utilization fee 861,579 420,000 1,203,331 575,400
Employee and personnel expenses 691,652 326,796 665,598 332,445
Maintenance and repair expenses 294,821 72,193 235,674 170,331
Other 737,264 292,122 798,790 353,138
12,159,216 5,998,405 13,075,450 6,318,601

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 18 - GENERAL ADMINISTRATIVE AND MARKETING EXPENSES

a) General Administrative Expenses

1 January- 1 April- 1 January- 1 April
30 June 30 June 30 June 30 June
2025 2025 2024 2024
Employee and personnel expenses 302,081 106,010 482,003 189,379
Consulting and outsourcing expenses 64,471 22,884 253,379 92,853
Office expenses 111,319 32,547 86,402 64,256
Maintenance and repair expenses 52,677 36,878 31,795 27,458
Rent expenses 44,194 24,728 34,085 24,226
Tax expenses 35,574 21,099 151,389 76,184
Depreciation and amortisation expense 29,844 12,319 18,144 9,219
Advertising expenses 13,064 3,021 12,171 10,346
Other 50,032 32,769 109,716 70,157
703,256 292,255 1,179,084 564,078

b) Marketing expenses

1 January-
30 June
2025
1 April-
30 June
2025
1 January-
30 June
2024
1 April
30 June
2024
Employee and personnel expenses 88,981 42,047 90,527 44,411
Communication expenses 11,017 7,372 3,676 2,370
Commission expenses 10,339 4,793 12,672 5,571
Consulting and outsourcing expenses 4,792 1,618 8,381 4,271
Advertising expense 4,367 608 8,634 8,500
Office expenses 3,362 1,527 5,145 2,378
Other 14,715 6,089 19,904 7,892
137,573 64,054 148,939 75,393

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 19 - OTHER OPERATING INCOME AND EXPENSES

a) Other operating income:

1 January - 1 April - 1 January - 1 April -
30 June 30 June 30 June 30 June
2025 2025 2024 2024
Interest income related to weighted overage
cost of capital correction 1,123,852 561,925 1,086,647 543,323
Foreign exchange differences from trading
activities 321,246 152,778 431,977 136,851
Interest income from trading activities 148,018 40,596 289,259 84,410
Insurance income 146,307 107,284 14,195 959
Other 81,183 41,045 173,463 134,734
1,820,606 903,628 1,995,541 900,277

b) Other operating expense:

1 January -
30 June
2025
1 April -
30 June
2025
1 January -
30 June
2024
1 April -
30 June
2024
Interest expense from trading activities 994,467 496,336 924,154 531,130
Foreign exchange differences from trading
activities 317,643 85,765 322,389 25,117
Depreciation of service concession
arrangements 240,884 121,110 242,216 122,442
Depreciation of customer relations 91,516 46,014 92,022 46,520
Provisions 50,578 40,485 33,092 30,794
Depreciation expense of the non-operating
portion 31,199 31,199 - -
Other 89,682 48,584 117,647 67,042
1,815,969 869,493 1,731,520 823,045

NOTE 20 - INCOME FROM INVESTING ACTIVITIES

a) Income from investing activities

1 January - 1 April - 1 January - 1 April -
30 June 30 June 30 June 30 June
2025 2025 2024 2024
Gain on sale of fixed assets 76,213 83,856 3,192 -
Gain on sale of subsidiaries (Note 2.2) - - 5,409,001 -
76,213 83,856 5,412,193 -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 21 - FINANCE INCOME AND EXPENSES

a) Financial income:

1 January -
30 June
2025
1 April -
30 June
2025
1 January -
30 June
2024
1 April -
30 June
2024
Foreign exchange gains 1,905,073 378,545 1,566,789 198,793
Interest income 1,051,081 662,985 1,738,532 772,997
Income on derivative instruments - - 465,369 2,217
2,956,154 1,041,530 3,770,690 974,007

b) Financial expense:

1 January -
30 June
2025
1 April -
30 June
2025
1 January -
30 June
2024
1 April -
30 June
2024
Foreign exchange loss 9,471,119 3,672,601 5,961,280 1,954,781
Interest expense 3,912,454 2,106,165 6,027,154 2,743,475
Bank commission and other financial
expenses 219,885 106,723 236,183 85,524
13,603,458 5,885,489 12,224,617 4,783,780

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 22 - NET MONETARY GAINS/(LOSSES)

30 June
2025
Non-Monetary Items
Statement of Financial Position Items
Inventories 21,001
Tangible assets 5,728,319
Intangible assets 1,379,112
Right of use assets 151,827
Deferred tax assets/(liabilities) 625,712
Paid-in capital (5,045,843)
Actuarial losses on employment benefit obligations 48,853
Restricted reserves (24,224)
Hedge reserves 3,158,682
Other short -
term liabilities (*)
(367,788)
Financial assets under service concession arrangements 2,043,271
Retained earnings/(losses) (8,307,955)
Statement of Profit or Loss Items
Revenue (648,064)
Cost of sales 601,906
Marketing expense 6,673
General administrative expense 34,813
Other operating income/(expense) 570,013
Finance income/(expense) 599,352
Income/ (loss)
from investing activities
8,637
Period tax income/(expense) 834,846
Net monetary position gains/(losses) 1,419,143

(*) It consists of deposits received.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS

i) Related party balances:

a) Short-term trade receivables from related parties

30 June 2025 31 December 2024
Korteks 1,794,893 1,514,977
Zorluteks Tekstil Ticaret ve Sanayi AŞ ("Zorluteks") 380,085 228,836
Meta Nikel Kobalt Madencilik Sanayi AŞ ("Meta Nikel") 210,785 168,257
Zes Teknik Enerji Tesisleri AŞ ("Zes Teknik") 76,034 -
Zorlu Tesis Yönetim AŞ ("Zorlu Tesis Yönetimi") 34,647 32,467
ZES Dijital Ticaret AŞ ("ZES Dijital") 20,230 247,919
Vestel Ticaret AŞ ("Vestel Ticaret") 13,118 14,381
Other 177,865 27,945
2,707,657 2,234,782

The Group's trade receivables consist of electricity and commercial goods sales within the scope of its main activity.

b) Short-term other receivables from the related parties

30 June 2025 31 December 2024
Zorlu Holding (*) 1,111,965 1,184,835
Zorlu Doğal Gaz İth.İhr.ve Top.AŞ. ("Zorlu Doğal Gaz") 155,512 35,507
1,267,477 1,220,342

(*) TRY 1,111,965 of the Group's total receivables from Zorlu Holding amounting to TRY 13,131,158 are short-term. All of the short-term receivables have a financing nature and the interest rates of the receivables amounting to are 9% for USD.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS (Continued)

c) Long-term other receivables from related parties

30 June 2025 31 December 2024
Zorlu Holding (*) 12,019,193 11,446,659
Zorlu O&M Enerji Tesisleri İşletme ve Bakım
Hizmetleri
AŞ ("Zorlu O&M") (**) 3,246,901 3,012,887
15,266,094 14,459,546

(*) TRY 12,019,193 of the Group's total receivables from Zorlu Holding amounting to TRY 13,131,158 are long-term. All of the long-term receivables have a financing nature and the interest rates of the receivables amounting to are 9% for USD.

(**) The Group's entire long-term receivable amounting to TRY 3,246,901 from Zorlu O&M have a financial nature and the interest rate is 9% for USD.

d) Short-term trade payables to related parties

30 June 2025 31 December 2024
Zorlu O&M (*) 146,912 123,879
Zes Solar Mena Dmcc
("Zes Solar Mena")
40,616 46,917
Vestel Ticaret 34,173 31,913
Vestel Elektronik Sanayi ve Ticaret AŞ.
("Vestel Elektronik") 27,127 36,993
Zorlu Gayrimenkul
Geliştirme ve Yatırım AŞ. ("Zorlu
Gayrimenkul") 11,577 47,793
Zorlu Holding 3,815 18,986
Other 6,336 33,542
270,556 340,023

(*) The Group's trade payables to Zorlu O&M consists of the maintanance and repair services provided to the power plants which belogs to the Group.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS (Continued)

i) Related party balances (Continued):

e) Short-term other payables to related parties

30 June 2025 31 December 2024
Zorlu O&M 44,806 52,119
44,806 52,119

f) Long term other payables to related parties

30 June 2025 31 December
2024
Zorlu O&M 18,597 18,472
18,597 18,472

g) Short-term deferred income from related parties

30 June 2025 31 December 2024
Vestel Elektronik
(*)
820,231 720,833
Vestel Beyaz Eşya Sanayi ve Ticaret AŞ.
("Vestel Beyaz Eşya")
(*)
429,300 326,271
1,249,531 1,047,104

(*) As of June 30, 2025 and December 31, 2024 the balances represent the Group's short term advance payables due to Vestel Elektronik and Vestel Beyaz Eşya.

h) Long-term deferred income from related parties

30 June 2025 31 December 2024
Vestel Beyaz Eşya (*) 238,454 493,158
Vestel Elektronik (*) 180,491 373,279
418,945 866,437

(*) As of June 30, 2025 and December 31, 2024 the balances represent the Group's long term advance payables from Vestel Elektronik and Vestel Beyaz Eşya.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS (Continued)

All other transactions between the Company and its subsidiaries that are not mentioned in this footnote have been eliminated during consolidation. Details of transactions between the Group and other related parties are explained below.

ı) Sales to related parties

1 January- 1 April- 1 January- 1 April
30 June 2025 30 June 2025 30 June 2024 30 June 2024
Korteks 260,258 158,535 480,302 239,835
Zorluteks 153,660 87,237 211,022 97,306
Zorlu Tesis Yönetimi 150,588 103,933 153,123 76,902
Vestel Beyaz Eşya 141,148 82,257 225,405 115,229
Vestel Elektronik 84,194 52,533 156,831 85,420
Meta Nikel 23,265 17,006 122,038 58,196
Zes Solar 3,312 1,657 21,544 -
Other 134,007 83,126 83,258 10,504
950,432 586,284 1,453,523 683,392

i) Purchases from related parties

1 January- 1 April- 1 January- 1 April
30 June 2025 30 June 2025 30 June 2024 30 June 2024
Zorlu O&M 108,092 82,359 132,063 81,674
Zes Solar 23,862 - 3,213 3,213
Other 25,752 20,171 3,734 1,933
157,706 102,530 139,010 86,820

j) General administrative expenses and marketing expenses from related parties

1 January-
30 June 2025
1 April-
30 June 2025
1 January-
30 June 2024
1 April
30 June 2024
Zorlu Gayrimenkul 33,012 16,371 28,779 9,591
Zorlu Yapı Yatırım AŞ. 11,388 104 15,678 15,629
Zorlu Holding 8,406 5,260 15,903 6,608
Zorlu Tesis Yönetimi 5,539 2,585 8,415 3,989
ABH Turizm Temsilcilik
ve Ticaret AŞ
("ABH Turizm") 4,727 1,123 8,599 4,142
Other 7,381 1,763 5,401 2,970
70,453 27,206 82,775 42,929

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS (Continued)

k) Other operating income to related parties

1 January-
30 June 2025
1 April-
30 June 2025
1 January-
30 June 2024
1 April
30 June 2024
Korteks 292,302 146,490 154,859 58,111
Zorluteks 44,804 23,062 92,688 36,318
Meta Nikel 42,343 29,849 172,672 165,371
Other 26,720 22,678 2,593 2,155
406,169 222,079 422,812 261,955

l) Other operating expenses to related parties

1 January- 1 April- 1 January- 1 April
30 June 2025 30 June 2025 30 June 2024 30 June 2024
Vestel Elektronik 84,619 21,153 418,757 212,260
Vestel Beyaz Eşya 84,532 39,811 128,599 61,461
Vestel Ticaret 55,877 23,845 - -
Other 15,637 26 18,563 19
240,665 84,835 565,919 273,740

m) Interest income from related parties

1 January-
30 June 2025
1 April-
30 June 2025
1 January-
30 June 2024
1 April
30 June 2024
Zorlu Holding 640,284 302,644 698,761 406,794
Zorlu O&M 127,007 67,795 162,422 30,792
Other 20,086 7,097 13,643 6,446
787,377 377,536 874,826 444,032

n) Interest expenses from related parties

1 January- 1 April- 1 January- 1 April
30 June 2025 30 June 2025 30 June 2024 30 June 2024
Zorlu O&M 1,092 531 1,600 1,600
Other 2,987 13 2,123 37
4,079 544 3,723 1,637

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS (Continued)

o) Foreign exchange gain from related parties

1 January-
30 June 2025
1 April-
30 June 2025
1 January-
30 June
2024
1 April
30 June 2024
Zorlu Holding 1,312,880 467,598 665,378 75,548
Zorlu O&M 367,787 158,392 595,549 92,298
Zorlu Doğal Gaz 10,182 6,168 42,100 10,046
Ezotech Electric Ltd. - - 133,419 35,646
Other 18,606 18 45,375 8,198
1,709,455 632,176 1,481,821 221,736

p) Foreign exchange loss from related parties

1 January-
30 June 2025
1 April-
30 June 2025
1 January-
30 June 2024
1 April
30 June 2024
Zes Solar Mena 5,206 2,111 - -
Vestel Ticaret 4,807 3,508 - -
ZES Dijital 2,819 1,389 - -
Other 8,750 8,675 - -
21,582 15,683 - -

Sales and purchase transactions with related parties generally include electricity, product and service sales and purchase transactions made within the framework of the main activity.

Exchange rate differential income and expenses from related parties and interest income and expenses are related to receivables and debits from related parties that are in the nature of financing.

The operating income and expenses related parties included trade receivables related to the Group's related parties interest income and expense related to debt and income and foreing exchange gains and loss.

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 23 - RELATED PARTY TRANSACTIONS (Continued)

ii) Key management compensations for the periods between 1 January – 30 June 2025 and 2024 are as follows:

For the purpose of this consolidated financial statements, key management compensation consists of the payments made to Group shareholders and top management (General Manager and Vice General Managers and directors).

1 January- 1 April- 1 January- 1 April
30 June 2025 30 June 2025 30 June 2024 30 June 2024
Salaries and other benefits 97,239 60,988 122,720 60,581

There are no guarantees, pledges or mortgages regarding the Group's related party transactions.

NOTE 24 - TAXES

Corporation tax

The Company and its subsidiaries located in Turkey are subject to the tax legislation and practices in force in Turkey. Corporate tax is payable in one installment by the end of the fourth month following the end of the accounting period to which it relates. Corporations are required to calculate advance tax at the current rate on their quarterly financial profits and declare it until the 17th day of the second month following the end of the period and pay it until the 17th day of the second month. Advance taxes paid during the year are offset against the corporate tax calculated on the annual corporate tax return for that year. If there is an amount of advance tax paid despite the offset, this amount can be refunded in cash or offset against other financial debts.

The reconciliation of current tax expense and tax income/(expense) calculated using the current tax rate on profit before tax in the profit or loss statements for the accounting periods ending on June 30, 2025 and 2024 is as follows:

1 January
-
1 January
-
30 June 2025 30 June 2024
Loss before taxation (8,900,805) (1,206,159)
Local tax rate 25% 25%
Tax calculated with local tax rate 2,225,201 301,540
Deductions and exemptions 2,754 293,935
Disallowable expenses (1,530,390) (508,399)
Tax losses on which deferred tax is not recognized (953,670) (430,737)
Tax impact classified to discontinued operations - 372,899
Monetary gain/(loss) 691,026 2,125,678
Other 111,028 (2,321)
Tax income 545,949 2,152,595

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 24 – TAXES (Continued)

Deferred taxes

The Group calculates its deferred tax assets and liabilities by taking into account the effects of temporary differences that arise as a result of different evaluations of financial statements prepared in accordance with TFRS and Tax Procedure Law.

As of June 30, 2025, the tax rate used in the calculation of deferred tax assets and liabilities is 25% (December 31, 2024: 25%).

30 June 2025 31 December 2024
Deferred tax assets 11,194,992 12,340,064
Deferred tax liabilities (4,007,058) (4,974,151)
Deferred tax assets/(liabilities), net 7,187,934 7,365,913
Deferred tax
Temporary differences assets/(liabilities)
30 June 31 December 30 June 31 December
2025 2024 2025 2024
Tangible and intangible assets (27,990,552) (29,962,042) 6,997,638 7,490,510
Carry forward tax losses (14,138,496) (12,212,315) 3,534,624 3,053,079
Receivables from service concession arrangement 12,481,787 14,297,566 (3,120,447) (3,574,391)
Credit comission and unearned credit finance
excpense 1,238,792 (5,913) (309,698) 1,478
Indexation of deposits received (1,834,103) (1,812,654) 458,526 453,164
Investment incentive (784,342) (735,334) 196,086 183,834
Provision for employee termination benefits (683,982) (567,477) 170,995 152,395
Other 2,959,160 1,527,846 (739,790) (394,156)
Deferred tax assets/(liabilities), net (28,751,736) (29,470,323) 7,187,934 7,365,913

The movements in deferred tax assets and liabilities for the years ended June 30, 2025 and June 30, 2024 are as follows:

2025 2024
1 January 7,365,913 3,632,980
Charged to statement of profit or loss from continued
operations
(net)
849,068 2,561,220
Charged to statement of other comprehensive income (net) (1,027,047) (1,336,224)
30 June 7,187,934 4,857,976

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 25 - NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS

Foreign exchange risk

The sources used to finance the Group's investments are predominantly in foreign currencies. The Group is exposed to foreign exchange risk arising from the translation of amounts owed or receivable in US Dollars, Euro, and NIS into Turkish Lira. To mitigate these risks, the Group implements hedging policies by using various derivative instruments. Additionally, foreign exchange losses arising from foreign currency loans of companies selling under the YEKDEM (Renewable Energy Support Mechanism) scheme are largely offset naturally through foreign currency-indexed sales revenues (Note 13).

As of June 30, 2025, and December 31, 2024, the amounts of foreign currency assets and liabilities held by the Group are as follows:

30 June 2025 31 December 2024
Assets 18,824,494 18,189,976
Liabilities (51,770,417) (50,812,948)
Foreign currency position, (net) (32,945,923) (32,622,972)

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 25 - NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS (Continued)

Foreign exchange risk (Continued)

The amounts and TRY equivalent of assets and liabilities denominated in foreign currency held by the Group at June 30, 2025 and December 31, 2024 are as follows:

30 June 2025
TRY equivalent
(functional
currency) USD EURO NIS
1- Trade receivables 1,573,753 38,776 703 -
2a- Monetary financial assets 1,922,346 45,630 2,080 1,017
2b- Non-monetary financial assets - - - -
3- Other 62,301 936 537 -
4- Current Assets (1+2+3) 3,558,400 85,342 3,320 1,017
5- Trade receivables - - - -
6a- Monetary financial assets 15,266,094 384,142 - -
6b- Non-monetary financial assets - - - -
7- Other - - - -
8- Non-Current Assets (5+6+7) 15,266,094 384,142 - -
9- Total Assets (4+8) 18,824,494 469,484 3,320 1,017
10- Trade payables 1,841,630 38,868 6,301 -
11- Financial liabilities 6,413,104 144,861 13,832 -
12a- Other monetary liabilities 1,259,545 31,637 - -
12b- Other non-monetary liabilities - - - -
13- Short-term Liabilities (10+11+12) 9,514,279 215,366 20,133 -
14- Trade payables - - - -
15- Financial liabilities 41,837,190 1,029,597 18,129 -
16a- Other monetary liabilities 418,948 10,542 - -
16b- Other non-monetary liabilities - - - -
17- Long-term Liabilities (14+15+16) 42,256,138 1,040,139 18,129 -
18- Total Liabilities (13+17) 51,770,417 1,255,505 38,262 -
19- Net asset/liability position of
off-balance sheet derivative instruments
(19a-19b) - - - -
19a- Amount of active off-balance sheet derivative
products denominated in foreign currency - - - -
19b- Amount of passive off-balance sheet foreign
currency derivative products - - - -
20- Net foreign currency denominated
assets/(liabilities) position (9-18+19) (32,945,923) (786,021) (34,942) 1,017
21- Monetary accounts net foreign currency
denominated assets/(liabilities) position
(1+2a+5+6a-10-11-12a-14-15-16a) (33,008,224) (786,957) (35,479) 1,017
Total fair value of financial instruments
22- used for foreign exchange hedge - - - -
23- Export 80,276 2,020 - -
24- Import 104,041 2,618 - -

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS AT FOR THE SIX - MONTHS PERIOD ENDED 30 JUNE 2025

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 24 - NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS

(Continued)

Foreign exchange risk (Continued)

31 December 2024
TRY equivalent
(functional
currency) USD EURO NIS
1- Trade receivables 1,809,414 40,329 3,320 860
2a- Monetary financial assets 1,847,505 42,498 2,080 1,047
2b- Non-monetary financial assets - - - -
3- Other 73,511 1,237 527 -
4- Current Assets (1+2+3) 3,730,430 84,064 5,927 1,907
5- Trade receivables - - - -
6a- Monetary financial assets 14,459,546 351,844 - -
6b- Non-monetary financial assets - - - -
7- Other - - - -
8- Non-Current Assets (5+6+7) 14,459,546 351,844 - -
9- Total Assets (4+8) 18,189,976 435,908 5,927 1,907
10- Trade payables 1,982,508 46,135 1,864 -
11- Financial liabilities 6,651,098 147,955 12,806 -
12a- Other monetary liabilities 2,211,748 62,578 - -
12b- Other non-monetary liabilities - - - -
13- Short-term Liabilities (10+11+12) 10,845,354 256,668 14,670 -
14- Trade payables - - - -
15- Financial liabilities 39,924,253 950,616 16,854 -
16a- Other monetary liabilities 43,341 - 1,180 -
16b- Other non-monetary liabilities - - - -
17- Long-term Liabilities (14+15+16) 39,967,594 950,616 18,034 -
18- Total Liabilities (13+17) 50,812,948 1,207,284 32,704 -
19- Net asset/liability position of
off-balance sheet derivative instruments
(19a-19b) - - - -
19a- Amount of active off-balance sheet derivative
products denominated in foreign currency - - - -
19b- Amount of passive off-balance sheet foreign
currency derivative products - - - -
20- Net foreign currency denominated
assets/(liabilities) position (9-18+19) (32,622,972) (771,376) (26,777) 1,907
21- Monetary accounts net foreign currency
denominated assets/(liabilities) position
(1+2a+5+6a-10-11-12a-14-15-16a) (32,696,483) (772,613) (27,304) 1,907
Total fair value of financial instruments
22- used for foreign exchange hedge - - - -
23- Export 7,808 190 - -
24- Import 555,705 13,522 - -

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 25 - NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS (Continued)

Market risk (Continued)

As at June 30, 2025 and December 31, 2024, had the TRY appreciated or depreciated by 10% against USD, EUR and NIS with all other variables held constant, the effect over current consolidated net income/ (loss) and equity would be as follows:

30 June 2025 30 June 2025
Profit or loss Equity
Appreciation of Depreciation of Appreciation of Depreciation of
foreign currency foreign currency foreign currency foreign currency
In case of 10% appreciation
/ depreciation USD against TRY:
USD net asset/(liability) (3,132,700) 3,132,700 (3,132,700) 3,132,700
Amount hedged for USD risk (-) 1,095,173 (1,095,173) - -
USD net effect (2,037,527) 2,037,527 (3,132,700) 3,132,700
In case of 10% appreciation
/ depreciation of EUR against TRY:
EUR net asset/(liability) (163,176) 163,176 (163,176) 163,176
Amount hedged for EUR risk (-) - - - -
EUR net effect (163,176) 163,176 (163,176) 163,176
In case of 10% appreciation
/ depreciation of NIS against TRY:
NIS net asset/(liability) 1,284 (1,284) 1,284 (1,284)
Amount hedged for NIS risk (-) - - - -
NIS net effect 1,284 (1,284) 1,284 (1,284)
Total net effect (2,199,419) 2,199,419 (3,294,592) 3,294,592

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 25 - NATURE AND LEVEL OF RISKS ARISING FROM FINANCIAL INSTRUMENTS (Continued)

Foreign exchange risk (Continued)

As at June 30, 2025, the Group uses investment loans amounting to USD 275,579 thousand as a hedging instrument against the USD spot exchange rate risk the Group is exposed to due to highly probable YEKDEM sales income and applies cash flow hedge accounting as a result of the effectiveness tests performed (December 31, 2024: USD 388,000 thousand).

31 December 2024 31 December 2024
Profit or loss Equity
Appreciation of Depreciation of Appreciation of Depreciation of
foreign currency foreign currency foreign currency foreign currency
In case of 10% appreciation
/ depreciation USD against TRY:
USD net asset/(liability) (3,150,175) 3,150,175 (3,150,175) 3,150,175
Amount hedged for USD risk (-) 1,265,771 (1,265,771) - -
USD net effect (1,884,404) 1,884,404 (3,150,175) 3,150,175
In case of 10% appreciation
/ depreciation of EUR against TRY:
EUR net asset/(liability) (114,293) 114,293 -
(114,293)
114,293
Amount hedged for EUR risk (-) - - - -
EUR net effect (114,293) 114,293 -
(114,293)
114,293
In case of 10% appreciation
/ depreciation of NIS against TRY:
NIS net asset/(liability) 2,171 (2,171) 2,171 (2,171)
Amount hedged for NIS risk (-) - - - -
NIS net effect 2,171 (2,171) 2,171 (2,171)
Total net effect (1,996,526) 1,996,526 (3,262,297) 3,262,297

(Amounts expressed in thousands of Turkish Lira ("TRY") with the purchasing power of 30 June 2025 unless otherwise stated.)

NOTE 26 - SUBSEQUENT EVENTS

Pursuant to the material event disclosure dated July 14, 2025, the sale of 10% of the Company's shares, corresponding to a total of 1,064 shares with a nominal value of 1 New Israeli Shekel ("NIS") each, which are not subject to the preemptive rights of Dorad's existing shareholders, to the Phoenix Group has been completed at a price of NIS 282,941,776.

Pursuant to the material event disclosure dated July 22, 2025, the sale of the remaining 15% of the Company's shares, corresponding to a total of 1,596 shares, each with a nominal value of 1 New Israeli Shekel (NIS), subject to the pre-emption rights of Dorad's current shareholders, due to Edelcom Ltd.'s failure to obtain the necessary legal approvals within the required timeframe, the sale of 10% of the Company's shares in Dorad to Phoenix Group under the share purchase agreement was completed at the same share value, with Ellomay Luzon Energy Infrastructures Ltd. acquiring the shares for NIS 424,412,664. With the sale of all our shares in Dorad, the Group's activities related to electricity production and sales in Israel have come to an end.

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