Interim / Quarterly Report • Aug 13, 2025
Interim / Quarterly Report
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CONVENIENCE TRANSLATION INTO ENGLISH OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE INTERIM PERIOD 1 JANUARY - 30 JUNE 2025
(ORIGINALLY ISSUED IN TURKISH)
| INDEX | PAGE |
|---|---|
| CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 1-2 |
| CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPHERENSIVE INCOME |
3 |
| CONDENSED CONSOLIDATED STATEMENTS OF CHANGE IN EQUITY | 4 |
| CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | 5-6 |
| NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 7-60 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| ASSETS | Notes | (Reviewed current period) 30 June 2025 |
(Audited prior period) 31 December 2024 |
|---|---|---|---|
| Current Assets | 6,624,752 | 5,797,289 | |
| Cash and cash equivalents | 2 2 | 4,479,856 | 4,185,012 |
| Financial investments | 50,635 | 52,461 | |
| Trade receivables | 690,838 | 769,945 | |
| - Trade receivables from related parties | 5-6 | 58,499 | 206,787 |
| - Trade receivables from third parties | 6 | 632,339 | 563,158 |
| Other receivables | 8,562 | 3,334 | |
| - Other receivables from related parties | 5 | 1,869 | 53 |
| -Other receivables from third parties | 6,693 | 3,281 | |
| Inventories | 7 | 5,679 | 2,143 |
| Current tax assets | 3,606 | 2,240 | |
| Prepaid expenses | 767,773 | 550,703 | |
| - Prepaid expenses to related parties | 5 | 667,357 | 423,348 |
| - Prepaid expenses to third parties | 100,416 | 127,355 | |
| Other current assets | 617,803 | 231,451 | |
| Non-Current Assets | 142,665,154 | 137,673,481 | |
| Other receivables | 2,012 | 2,203 | |
| - Other receivables from third parties | 2,012 | 2,203 | |
| Investments accounted through equity method | 3 | 18,373,839 | 18,939,576 |
| Inventories | 7 | 3,606,972 | 3,282,597 |
| Investment properties | 8 | 119,010,557 | 114,710,133 |
| Property, plant and equipment | 171,718 | 168,482 | |
| Right of use assets | 296,876 | 297,892 | |
| Intangible assets | 1,791 | 1,834 | |
| - Other intangible assets | 1,791 | 1,834 | |
| Prepaid expenses | 7,351 | 8,723 | |
| Deferred tax assets | 1 6 | 1,179,357 | 247,752 |
| Other non-current assets | 14,681 | 14,289 | |
| TOTAL ASSETS | 149,289,906 | 143,470,770 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| (Reviewed current period) 30 June |
(Audited prior period) 31 December |
||
|---|---|---|---|
| LIABILITIES | Notes | 2025 | 2024 |
| Current Liabilities | 6,227,590 | 6,982,201 | |
| Short-term borrowings | 19 | 310,366 | 223,267 |
| Short-term portion of long term borrowings | 2,998,250 | 3,920,412 | |
| - Short-term portion of long term borrowings | 1 9 | ||
| from third parties | 2,998,250 | 3,920,412 | |
| Trade payables | 1,133,381 | 1,198,287 | |
| - Trade payables to related parties | 5-6 | 791,731 | 671,119 |
| - Trade payables to third parties | 6 | 341,650 | 527,168 |
| Payables related to employee benefits | 51,453 | 16,254 | |
| Other payables | 1,091,038 | 1,168,327 | |
| - Other payables to related parties | 5 | 860,158 | 844,604 |
| - Other payables to third parties | 230,880 | 323,723 | |
| Derivative instruments | 18 | 144,240 | 135,683 |
| Deferred revenue | 167,251 | 65,565 | |
| Current tax liabilities | 16 | 283,426 | 208,285 |
| Short term provisions | 48,185 | 46,121 | |
| - Short-term provision for employee benefits | 27,319 | 23,572 | |
| -Other short-term provisions | 20,866 | 22,549 | |
| Non-Current Liabilities | 35,302,046 | 31,991,859 | |
| Long term borrowings | 19 | 17,822,207 | 17,222,487 |
| -Long term borrowings from third parties | 1 9 | 17,822,207 | 17,222,487 |
| Other payables | 2,954,242 | 2,576,614 | |
| - Other payables to related parties | 5 | 2,915,277 | 2,544,126 |
| - Other payables to third parties | 38,965 | 32,488 | |
| Deferred revenue | 827 | 1,313 | |
| Long term provisions | 174,828 | 136,828 | |
| - Long term provision for employee benefits | 174,828 | 136,828 | |
| Deferred tax liabilities | 16 | 14,349,942 | 12,054,617 |
| TOTAL LIABILITIES | 41,529,636 | 38,974,060 | |
| SHAREHOLDERS' EQUITY | |||
| Equity attributable to the parent | 107,760,270 | 104,496,710 | |
| Share capital | 10 | 331,000 | 331,000 |
| Adjustment to share capital | 10 | 5,164,690 | 5,164,690 |
| Other comprehensive income not to be | |||
| reclassified to profit or loss | (23,784) | (23,784) | |
| -Loss on remeasurement of defined benefit obligations | (23,784) | (23,784) | |
| Share premium | 10 | 14,628,914 | 14,628,914 |
| Restricted profit reserve | 10 | 769,187 | 759,428 |
| Retained earnings | 83,626,703 | 78,169,110 | |
| Net profit for the period | 3,263,560 | 5,467,352 | |
| Total equity | 107,760,270 | 104,496,710 | |
| TOTAL EQUITY AND LIABILITIES | 149,289,906 | 143,470,770 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| (Reviewed current period) 1 January - |
(Reviewed prior period) 1 January - |
(Not- reviewed) 1 April - |
(Not- reviewed) 1 April - |
||
|---|---|---|---|---|---|
| PROFIT OR LOSS | Notes | 30 June 2025 |
30 June 2024 |
30 June 2025 |
30 June 2024 |
| Revenue | 1 1 | 4,990,289 | 4,563,772 | 2,533,477 | 2,372,965 |
| Cost of sales (-) | 1 1 | (1,530,048) | (1,174,988) | (786,341) | (550,164) |
| Gross profit | 3,460,241 | 3,388,784 | 1,747,136 | 1,822,801 | |
| Marketing expenses (-) | 1 2 | (32,223) | (79,748) | (14,768) | (56,759) |
| General administrative expenses (-) | 1 2 | (231,274) | (239,456) | (145,541) | (178,861) |
| Other operating income | 1 4 | 6,341,981 | 5,558,312 | 5,697,415 | 1,098,230 |
| Other operating expense (-) | 1 4 | (816,587) | (359,822) | (754,764) | (105,806) |
| OPERATING PROFIT | 8,722,138 | 8,268,070 | 6,529,478 | 2,579,605 | |
| Income from investing activities | 1,098 | 763 | - | - | |
| Share of profit of investments accounted | |||||
| for using the equity method | 3 | (565,736) | 824,602 | (610,383) | 241,434 |
| OPERATING PROFIT BEFORE FINANCIAL INCOME |
8,157,500 | 9,093,435 | 5,919,095 | 2,821,039 | |
| Finance income | 1 5 | - | 235,974 | - | 27,586 |
| Finance expenses (-) | 1 5 | (6,114,808) | (4,805,327) | (3,349,060) | (1,409,009) |
| Monetary gain | 2 3 | 3,075,554 | 6,824,025 | 872,906 | 2,123,596 |
| NET INCOME BEFORE TAX FROM CONTINUING OPERATIONS |
5,118,246 | 11,348,107 | 3,442,941 | 3,563,212 | |
| Tax expense from continuing operations | (1,854,686) | (4,225,481) | (666,285) | (1,181,745) | |
| Current tax expense | 1 6 | (490,965) | (228,274) | (176,301) | (145,202) |
| Deferred tax expense | 1 6 | (1,363,721) | (3,997,207) | (489,984) | (1,036,543) |
| PROFIT FOR THE PERIOD | 3,263,560 | 7,122,626 | 2,776,656 | 2,381,467 | |
| Earnings per share | 1 7 | 9.86 | 23.11 | 8.39 | 7.19 |
| OTHER COMPREHENSIVE INCOME | - | - | - | - | |
| Other comprehensive income | - | - | - | - | |
| TOTAL COMPREHENSIVE INCOME | 3,263,560 | 7,122,626 | 2,776,656 | 2,381,467 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Share capital |
Adjustment to share capital (*) |
Share premium (**) |
Loss on remeasurement of defined benefit obligations |
Restricted profit reserve (**) |
Retained earnings |
Net profit for the period |
Total | |
|---|---|---|---|---|---|---|---|---|
| Balance as of 1 January 2024 | 303,717 | 5,104,500 | 9,441,787 | (15,376) | 759,428 | 47,369,114 | 30,799,996 | 93,763,166 |
| Net income for the period | - | - | - | - | - | - | 7,122,626 | 7,122,626 |
| Total comprehensive income | - | - | - | - | - | - | 7,122,626 | 7,122,626 |
| Capital increase (***) | 27,283 | - | - | - | - | - | - | 27,283 |
| Transfers | - | - | - | - | - | 30,799,996 | (30,799,996) | - |
| Increase due to share-based transactions | - | - | 5,187,173 | - | - | - | - | 5,187,173 |
| Balance as of 30 June 2024 | 331,000 | 5,104,500 | 14,628,960 | (15,376) | 759,428 | 78,169,110 | 7,122,626 | 106,100,248 |
| Balance as of 1 January 2025 | 331,000 | 5,164,690 | 14,628,914 | (23,784) | 759,428 | 78,169,110 | 5,467,352 | 104,496,710 |
| Net income for the period | - | - | - | - | - | - | 3,263,560 | 3,263,560 |
| Total comprehensive income | - | - | - | - | - | - | 3,263,560 | 3,263,560 |
| Transfers | - | - | - | - | 9,759 | 5,457,593 | (5,467,352) | - |
| Balance as of 30 June 2025 | 331,000 | 5,164,690 | 14,628,914 | (23,784) | 769,187 | 83,626,703 | 3,263,560 | 107,760,270 |
(*)Share capital is adjusted in accordance with inflation accounting to the purchasing power of 30 June 2025. The inflation effect is recognized in the adjustment to share capital account. As of 30 June 2025, the effect of inflation accounting on share capital is TRY 5,164,690 thousand.
(**) Share premium and restricted reserves have been adjusted to the purchasing power as of 30 June 2025 in accordance with inflation accounting. The effect of inflation on these items is TRY 10,342,133 thousand and TRY 694,563 thousand, respectively.
(***)The Company started to be traded on Borsa Istanbul on 26 April 2024. Through the capital increase method, the Company's issued capital of TRY 303,716,888 was increased to TRY 331,000,000.
As stated in the Capital Markets Board's bulletin numbered 2024/14 published on March 7, 2024, the index difference between the amounts of share premiums and restricted reserves adjusted to the purchasing power of 30 June 2025 using the Domestic Producer Price Index (D-PPI) in the statutory records and the amounts adjusted to the purchasing power of 30 June 2025 using the Consumer Price Index is reflected in retained earnings. The effect of the related indexations and changes are disclosed in Note 10.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| (Reviewed | (Reviewed | ||
|---|---|---|---|
| current | prior | ||
| period) | period) | ||
| 1 January - | 1 January - | ||
| 30 June | 30 June | ||
| Notes | 2025 | 2024 | |
| A. Cash flows from operating activities | |||
| Profit for the Period | 3,263,560 | 7,122,626 | |
| Adjustments to reconcile net profit | |||
| Adjustments related to depreciation and amortization expenses | 1 3 | 9,120 | 7,028 |
| Provision for doubtful receivables | 6 | 69,271 | 22,622 |
| Adjustments related to provisions | 61,520 | 63,606 | |
| Provision for employee termination benefits | 66,425 | 68,339 | |
| Provision/ (reversal) for lawsuits | (4,905) | (4,733) | |
| Adjustments related to interest income | 1 4 | (285,570) | (276,353) |
| Adjustments related to interest expenses | 1 5 | 1,015,547 | 2,153,380 |
| Adjustments related to unrealized foreign currency losses | 5,062,163 | 2,335,173 | |
| Adjustments related to fair value gains | (4,068,378) | (4,227,325) | |
| Changes in the fair value of investment properties | 8 | (4,085,771) | (4,143,820) |
| Changes in the fair value of financial assets | (1,290) | - | |
| Changes in the fair value of derivative instruments | 18,683 | (83,505) | |
| Adjustments related to losses (gains) on disposal of non-current assets | (466,501) | (400,221) | |
| Adjustments related to losses (gains) on disposal of investment properties | (466,501) | (400,221) | |
| Adjustments related to Group's share on net assets of invesments in accounted | |||
| for using the equity method | 3 | 565,736 | (824,602) |
| Adjustments related to gains on monetary positions | (3,098,083) | (4,309,080) | |
| Adjustments related to tax expense | 1 6 | 1,854,686 | 4,225,481 |
| Changes in net working capital | 3,983,071 | 5,892,335 | |
| Adjustments for increase in trade receivables | (100,175) | (271,043) | |
| Adjustments for decrease in other receivables related with operations | (5,829) | (2,991) | |
| Adjustments for increase in inventories | (797,240) | (1,178,644) | |
| Adjustments for decrease in prepaid expenses | (295,630) | 180,224 | |
| Adjustments for (decrease)/increase in trade payables | (236,120) | (378,814) | |
| Adjustments for (decrease)/ increase in other payables related with operations | (227,737) | (2,325,239) | |
| Adjustments for decrease in deferred revenue | 91,644 | (344,823) | |
| Cash flows from operating activities | 2,411,984 | 1,571,005 | |
| Employee benefits paid | 1,474 | (4,924) | |
| Taxes paid | (438,918) | (104,046) | |
| Other provisions paid | (943) | - | |
| Net cash provided by operating activites | 1,973,597 | 1,462,035 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| (Reviewed current period) 1 January - 30 June 2025 |
(Reviewed prior period) 1 January - 30 June 2024 |
||
|---|---|---|---|
| B. Cash flows from investing activites | |||
| Cash outflows from the purchase of tangible and intangible assets | (24,688) | (2,418) | |
| Cash outflows from the purchase of tangible assets | (23,690) | (1,331) | |
| Cash outflows from the purchase of intangible assets | (998) | (1,087) | |
| Cash inflows from sales of investment properties | 8 | 381,264 | 145,240 |
| Cash inflows from sales of financial asset | 1,098 | 64,097 | |
| Cash outflows from purchase of financial assets | (10,947) | - | |
| Interest received | 1 4 | 285,495 | 276,353 |
| Net cash flow from investing activities | 632,222 | 483,272 | |
| C. Cash flows from financing activities | |||
| Proceeds from borrowings | 1 9 | 2,047,464 | 1,756,053 |
| Repayment of borrowings | 1 9 | (3,916,437) | (6,090,495) |
| Change in non-trade payables to related parties | 810,710 | 212,174 | |
| Change in non-trade receivables from related parties | (531,744) | (247,836) | |
| Cash inflows from derivative instruments | - | 256,256 | |
| Cash outflows from derivative instruments | (7,117) | (168,149) | |
| Interest paid | (936,504) | (2,317,942) | |
| Cash inflows from share issuance | - | 5,187,173 | |
| Other cash outflow | (1,340) | (5,279) | |
| Net cash provided by financing activities | (2,534,968) | (1,418,045) | |
| D. Effect of inflation on cash and cash equivalents | 223,993 | 720,581 | |
| NET INCREASE IN CASH AND CASH EQUIVALENTS | 294,844 | 1,247,843 | |
| E. Cash and cash equivalents at the beginning of the year | 2 2 | 4,185,012 | - 2,691,133 |
| Cash and cash equivalents at the end of the year (A+B+C+D+E) | 2 2 | 4,479,856 | 3,938,976 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Rönesans Gayrimenkul Yatırım Anonim Şirketi ("the Company") was founded on 2 June 2006 in Ankara/Turkey. The registered address of the Company is Çankaya Mah. Atatürk Bulvarı No:144 146 Protokol Yolu Çankaya/Ankara Turkey.
The ultimate controlling party and the major shareholder of the Company is Rönesans Varlık ve Proje Yatırımları A.Ş. ("Rönesans Varlık ve Proje Yatırımları"). Ultimate parent of the Company is Rönesans Holding A.Ş.The ultimate controlling party and the major shareholder of Rönesans Holding A.Ş. is Erman Ilıcak with a shareholder 90,01%. The remaining outstanding shares in Rönesans Holding A.Ş. are held by other members of Ilıcak Family and International Finance Corporation (''IFC''). From hereinafter Erman Ilıcak and other members of Ilıcak Family will be referred to as ''Ilıcak Family''. The details of the Company's shareholders are disclosed in Note 10. As at 12 January 2024, trade name of Rönesans Emlak Geliştirme Holding A.Ş. was changed as Rönesans Varlık ve Proje Yatırımları A.Ş.
The principal activities of the Company and its subsidiaries ("the Group") consist of developing and management of shopping malls, office buildings and other commercial real estate projects.
As of 9 December 2014, Euro Efes S.a.r.l acquired 9,8% shares of Rönesans Gayrimenkul by capital increase for a total consideration for TRY 2,835,605. Amounting to TRY 224,942 has been classified as nominal capital increase and the remaining amounting to TRY 2,830,072 has been classified as share premium.
Euro Efes S.a.r.l is a Company which is under indirect control GIC's real estate department GIC Real Estate Pte. Ltd. of Singapore's government fund. As of 25 February 2015, Euro Efes S.a.r.l acquired 11,6% shares of Rönesans Gayrimenkul by way of capital increase for a total consideration for TRY 4,169,998. Amounting to TRY 331,367 has been classified as nominal capital increase and the remaining amounting to TRY 4,161,241 has been classified as share premium (Note 10). As a result of this transaction, partnership ratio of Euro Efes S.a.r.l. has increased from 9,8% to 21,4%.
As of 13 July 2023, Euro Efes S.a.r.l. has transferred all its rights and shares to Euro Cube Private Limited and the ultimate shareholder has not changed.
As at 30 June 2025, the Group has 346 employees (31 December 2024: 318).
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The subsidiaries of the Group, place of incorporation, the nature of business together with geographical segments are as follows:
| Place of incorporation and |
||||
|---|---|---|---|---|
| Registered name of subsidiary | Short name | operation | Nature of business | Activity Area |
| Akaretler Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Akaretler | Turkey, Ankara | Real Estate Development | Land |
| Altunizade Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Altunizade | Turkey, Ankara | Real Estate Development | SHC |
| Ayazağa Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Ayazağa | Turkey, Ankara | Real Estate Development | Land |
| Bakırköy Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Bakırköy | Turkey, Ankara | Real Estate Development | Office&SHC |
| Bahariye Gayrimenkul Yatırım İnş. Turizm San. ve Tic. A.Ş. | Bahariye | Turkey, Ankara | Real Estate Development | Office |
| Bostancı Gayrimenkul Yatırım İnşaat Turizm Eğitim San. ve Tic. A.Ş. | Bostancı | Turkey, Ankara | Real Estate Development | Office&School |
| Cevizli Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Cevizli | Turkey, Ankara | Real Estate Development | Land |
| Kabataş Gayrimenkul Yatırım İnş. Turizm San. ve Tic. A.Ş. | Kabataş | Turkey, Ankara | Real Estate Development | Land |
| Kozyatağı Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş | Kozyatağı | Turkey, Ankara | Real Estate Development | SHC |
| Mel3 Gayrimenkul Geliştirme Yatırım İnş. ve Tic. A.Ş | Mel3 | Turkey, Ankara | Real Estate Development | SHC |
| Rönesans Yönetim A.Ş. | ROY | Turkey, Ankara | Asset management | Management |
| Salacak Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Salacak | Turkey, Ankara | Real Estate Development | Office&SHC |
| Selimiye Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Selimiye | Turkey, Ankara | Real Estate Development | Land |
| Tarabya Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Tarabya | Turkey, Ankara | Real Estate Development | Office&SHC |
| Salacak Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş.- | Salacak | |||
| Rönesans Gayrimenkul Yatırım A.Ş İş Ortaklığı | RGY | Turkey, Ankara | Real Estate Development | Land |
| Kabataş Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş.- | Kabataş | |||
| Rönesans Gayrimenkul Yatırım A.Ş Adi Ortaklığı | RGY | Turkey, Ankara | Real Estate Development | Land |
| Yakacık Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. | Yakacık | Turkey, Ankara | Real Estate Development | Land |
The Company's joint ventures, center, main business activities and geographic segments is as follows:
| Registered name of joint ventures | Short name | Place of incorporation and operation |
Nature of business |
Activity Area |
|---|---|---|---|---|
| Esentepe Gayrimenkul Yatırım İnşaat | Real Estate | |||
| Turizm Sanayi ve Ticaret A.Ş. | Esentepe | Turkey, Ankara | Development | SHC |
| Feriköy Gayrimenkul Yatırım İnşaat | Real Estate | |||
| Turizm Sanayi ve Ticaret A.Ş. | Feriköy | Turkey, Ankara | Development | SHC |
| Kandilli Gayrimenkul Yatırımları Yönetim | Real Estate | |||
| İnşaat ve Ticaret A.Ş. | Kandilli | Turkey, Ankara | Development | Land |
| Kurtköy Gayrimenkul Yatırım İnşaat | Real Estate | |||
| Turizm Sanayi ve Ticaret A.Ş. | Kurtköy | Turkey, Ankara | Development | SHC |
These interim condensed consolidated financial statements have been approved for issue by the Board of Directors on 13 August 2025. The owners of the Company and regulatories have the power to amend the consolidated financial statements after the issue in the General Assembly meeting of the Company.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The interim consolidated financial statements have been prepared in accordance with the provisions of the Capital Markets Board's Communiqué Series II, No. 14.1 "Principles of Financial Reporting in the Capital Markets" ("Communiqué") published in the Official Gazette dated 13 June 2013 and numbered 28676. Pursuant to Article 5, the Turkish Financial Reporting Standards, which were put into effect by the Public Oversight, Accounting and Auditing Standards Authority, and their annexes and comments are taken as basis.
The Group prepared its consolidated financial statements for the interim period ended 30 June 2025 in accordance with the Communiqué Serial: II, No: 14.1 and the announcements clarifying this communiqué, in accordance with TAS 34 "Interim Financial Reporting". The condensed consolidated interim financial statements and notes are presented in accordance with the formats recommended by the CMB, including the mandatory disclosures. In accordance with TAS 34, entities are free to prepare condensed or full set of interim financial statements. In this context, the Group has preferred to prepare condensed consolidated interim financial statements.
For the purpose of the condensed consolidated financial statements, the results and the consolidated financial position of the Group is expressed in TRY.
Each entity in the Group determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. For the purpose of the consolidated financial statements, the results and financial position of each entity consolidated are expressed in Turkish Lira ("TRY"), which is the functional and presentation currency of the Group.
The interim condensed consolidated financial statements of the Group are prepared comparatively with the prior period in order to enable the determination of the financial position and performance trends. In order to maintain consistency with the presentation of the current period condensed consolidated financial statements, comparative information is reclassified, where necessary, and significant changes are disclosed.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Subsidiaries included in consolidation as at 30 June 2025 and 31 December 2024 are as follows:
| Registered name of subsidiary | Effective ownership rate (% ) | Proportion of voting rights (% ) | |||
|---|---|---|---|---|---|
| 30 June 2025 | 31 December 2024 | 30 June 2025 | 31 December 2024 | ||
| Akaretler | 100.00 | 100.00 | 100.00 | 100.00 | |
| Altunizade | 100.00 | 100.00 | 100.00 | 100.00 | |
| Ayazağa | 100.00 | 100.00 | 100.00 | 100.00 | |
| Bahariye | 100.00 | 100.00 | 100.00 | 100.00 | |
| Bakırköy | 100.00 | 100.00 | 100.00 | 100.00 | |
| Bostancı | 100.00 | 100.00 | 100.00 | 100.00 | |
| Cevizli | 100.00 | 100.00 | 100.00 | 100.00 | |
| Kabataş | 100.00 | 100.00 | 100.00 | 100.00 | |
| Kozyatağı | 100.00 | 100.00 | 100.00 | 100.00 | |
| Mel3 | 100.00 | 100.00 | 100.00 | 100.00 | |
| Salacak | 100.00 | 100.00 | 100.00 | 100.00 | |
| Selimiye | 100.00 | 100.00 | 100.00 | 100.00 | |
| ROY | 100.00 | 100.00 | 100.00 | 100.00 | |
| Tarabya | 100.00 | 100.00 | 100.00 | 100.00 | |
| Yakacık | 100.00 | 100.00 | 100.00 | 100.00 | |
| Kabataş-RGY | 100.00 | 100.00 | 100.00 | 100.00 | |
| Salacak-RGY | 100.00 | 100.00 | 100.00 | 100.00 |
| 30 June | 31 December | |||
|---|---|---|---|---|
| Joint ventures | Main activities | Place of incorporation and operation | 2025 | 2024 |
| Esentepe | Real estate development | Türkiye, Ankara | 50.00 | 50.00 |
| Feriköy | Real estate development | Türkiye, Ankara | 50.00 | 50.00 |
| Kandilli | Real estate development | Türkiye, Ankara | 50.00 | 50.00 |
| Kurtköy | Real estate development | Türkiye, Ankara | 50.00 | 50.00 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
With the announcements made by the Public Oversight Accounting and Auditing Standards Authority (POA) on 23 November 2023, entities applying TFRSs have started to apply inflation accounting in accordance with TAS 29 Financial Reporting in Hyperinflation Economies as of financial statements for the interim reporting period ending on or after 31 December 2023.
TAS 29 is applied to the financial statements, including the consolidated financial statements, of any entity whose functional currency is the currency of a hyperinflationary economy. According to the standard, financial statements prepared in the currency of a hyperinflationary economy are presented in terms of the purchasing power of that currency at the balance sheet date. Prior period financial statements are also presented in the current measurement unit at the end of the reporting period for comparative purposes. The Group has therefore presented its consolidated financial statements as of 30 June 2024 and 31 December 2024, on the purchasing power basis as of 30 June 2025.
In accordance with the CMB'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 financial statements for the accounting periods ending on 31 December 2023.
The adjustments in accordance with TAS 29 have been made using the adjustment factor derived from the Consumer Price Index ("CPI") of Turkey published by the Turkish Statistical Institute ("TURKSTAT"). As at 31 March 2025, the indices and adjustment factors used in the adjustment of the consolidated financial statements are as follows:
Accordingly, the financial statements as at 30 June 2025 have been adjusted for the effects of inflation in accordance with the accounting principles set out in TAS 29.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Date | Index | Conversion factor | Cumulative three year inflation rate |
|
|---|---|---|---|---|
| 30 June 2025 | 3,132.17 | 1.0000 | 220% | |
| 31 December 2024 | 2,684.55 | 1.1667 | 291% | |
| 30 June 2024 | 2,319.29 | 1.3505 | 324% |
The main features of TMS 29 indexation are as follows:
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The impact of applying TAS 29 "Financial Reporting in Hyperinflationary Economies" is summarized below:
Amounts in the statement of financial position that are not expressed in terms of the measuring unit current at the end of the reporting period are restated. Accordingly, monetary items are not restated, as they are already expressed in the currency current at the reporting date. Non-monetary items must be restated unless they are already presented at their current values as of the reporting date.
The gain or loss on the net monetary position arising from the restatement of non-monetary items is included in profit or loss and presented separately in the statement of profit or loss and other comprehensive income.
All items in the statement of profit or loss are expressed in terms of the measuring unit current at the end of the reporting period. Accordingly, all amounts have been restated by applying changes in the average general price index.
Depreciation and amortization expenses have been adjusted using the restated balances of property, plant and equipment, intangible assets, and right-of-use assets.
All items in the statement of cash flows are expressed in terms of the measuring unit current at the end of the reporting period.
The financial statements of a subsidiary whose functional currency is that of a hyperinflationary economy are restated by applying the general price index before being included in the consolidated financial statements prepared by the parent company. If such a subsidiary is a foreign entity, its restated financial statements are translated at the closing exchange rate. In cases where financial statements with different reporting dates are consolidated, all monetary and non-monetary items are restated in terms of the measuring unit current at the date of the consolidated financial statements.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Corresponding figures for the previous reporting period are restated by applying the general price index to present them in terms of the measuring unit current at the end of the reporting period. Disclosures related to earlier periods are also expressed in terms of the measuring unit current at the reporting date.
Accordingly, inflation adjustments in accordance with TAS 29 have been applied in the preparation of the consolidated financial statements as of 30 June 2025, 31 December 2024, and 30 June 2024.
• Amendments to TAS 21 Lack of Exchangeability; The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. Amendments are effective from annual reporting periods beginning on or after 1 January 2025.
The Group evaluates the effects of these standards, amendments and improvements on the consolidated financial statements.
TFRS 17 requires insurance liabilities to be measured at a current fulfillment value and provides a more uniform measurement and presentation approach for all insurance contracts. These requirements are designed to achieve the goal of a consistent, principle-based accounting for insurance contracts. TFRS 17 has been deferred for insurance, reinsurance and pension companies for a further year and will replace TFRS 4 Insurance Contracts on 1 January 2026.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Amendments have been made in TFRS 17 in order to reduce the implementation costs, to explain the results and to facilitate the initial application.
The amendment permits entities that first apply TFRS 17 and TFRS 9 at the same time to present comparative information about a financial asset as if the classification and measurement requirements of TFRS 9 had been applied to that financial asset before.
Amendments are effective with the first application of TFRS 17.
TFRS 18 includes requirements for all entities applying TFRS for the presentation and disclosure of information in financial statements. Applicable to annual reporting periods beginning on or after 1 January 2027.
The amendments address matters identified during the post-implementation review of the classification and measurement requirements of TFRS 9 Financial Instruments. Amendments are effective from annual reporting periods beginning on or after 1 January 2026.
The amendments aim at enabling entities to include information in their financial statements that in the IASB's view more faithfully represents contracts referencing nature-dependent electricity. Amendments are effective from annual reporting periods beginning on or after 1 January 2026.
TFRS 19 specifies the disclosure requirements an eligible subsidiary is permitted to apply instead of the disclosure requirements in other TFRS Accounting Standards. Applicable to annual reporting periods beginning on or after 1 January 2027.
These standards, amendments, and improvements are not expected to have a material impact on the Company's financial position or performance.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The details of the Group's associates and joint ventures included in the scope of consolidation by equity method as of 30 June 2025, 31 December 2024 and 30 June 2024 are as follows:
| Group's share on net asset of investments | ||||
|---|---|---|---|---|
| Investment accounted for using the equity method | accounted for using the equity method | |||
| 30 June 2025 | 31 December 2024 | |||
| Joint ventures | 18,373,839 | 18,939,576 | ||
| 18,373,839 | 18,939,576 | |||
| Group's share on net income of investments accounted for using the equity method |
|||
|---|---|---|---|
| Investment accounted for using the equity method | |||
| 1 January- | 1 January | ||
| 30 June 2025 | 30 June 2024 | ||
| Joint ventures | (565,736) | 824,602 | |
| (565,736) | 824,602 |
The fair values of investment properties under development and investment property are given below:
| 30 June | 31 December | |||
|---|---|---|---|---|
| Joint ventures | Project | Investment location | 2025 | 2024 |
| Esentepe | Optimum İzmir SHC (1)(2) | İzmir, Turkey | 12,753,975 | 12,969,347 |
| Feriköy | Optimum İstanbul SHC (1)(2) | İstanbul, Turkey | 5,662,875 | 6,227,924 |
| Kandilli | Ümraniye Tepeüstü (1) | İstanbul, Turkey | 1,312,160 | 1,312,197 |
| Kurtköy | Optimum Ankara SHC (1)(2) | Ankara, Turkey | 4,883,648 | 5,104,707 |
| 24,612,658 | 25,614,175 |
(1) Amount presents the value of the investment properties multiplied with the Company's share.
(2) Assets are secured with mortgage, pledge, lien or other security interest to secure borrowings.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June 2025 | Esentepe | Feriköy | Kandilli | Kurtköy | Total |
|---|---|---|---|---|---|
| Cash | 1,105,608 | 183,740 | 4 6 | 252,735 | 1,542,129 |
| Other current assets |
966,762 | 146,672 | - | 59,259 | 1,172,693 |
| Current assets | 2,072,370 | 330,412 | 4 6 | 311,994 | 2,714,822 |
| 25,507,950 | 11,325,750 | 2,624,320 | 9,767,295 | 49,225,315 | |
| Investment property Deductible VAT |
17,156 | 17,156 | |||
| Other non-current assets |
- 745,722 |
- 4,794,349 |
- | - 722,361 |
6,262,432 |
| Non-current assets | 26,253,672 | 16,120,099 | 2,641,476 | 10,489,656 | 55,504,903 |
| Total assets (*) | 28,326,042 | 16,450,511 | 2,641,522 | 10,801,650 | 58,219,725 |
| Financial liabilities |
4,475,263 | 217,357 | - | 860,158 | 5,552,778 |
| Other current liabilities |
233,113 | 110,942 | 979 | 66,539 | 411,573 |
| Current liabilities | 4,708,376 | 328,299 | 979 | 926,697 | 5,964,351 |
| Financial liabilities |
- | 4,375,944 | - | 2,059,414 | 6,435,358 |
| Deferred tax liabilities Other non-current liabilities |
4,596,001 | 2,093,813 | 212,325 | 2,089,142 | 8,991,281 |
| Non-Current Liabilities | 27,316 4,623,317 |
28,236 6,497,993 |
- 212,325 |
25,506 4,174,062 |
81,058 15,507,697 |
| Total liabilities (*) | 9,331,693 | 6,826,292 | 213,304 | 5,100,759 | 21,472,048 |
| Net assets of subsidiaries | 18,994,349 | 9,624,219 | 2,428,218 | 5,700,891 | 36,747,677 |
| Group's share in subsidiaries |
50% | 50% | 50% | 50% | 50% |
| Carrying amount of the Group's interest in subsidiaries | 9,497,175 | 4,812,110 | 1,214,109 | 2,850,446 | 18,373,839 |
| Group's share in investment properties |
12,753,975 | 5,662,875 | 1,312,160 | 4,883,648 | 24,612,658 |
| Group's share in total assets |
14,163,021 | 8,225,256 | 1,320,761 | 5,400,825 | 29,109,863 |
| Group's share in deferred tax liabilities |
2,298,001 | 1,046,907 | 106,163 | 1,044,571 | 4,495,641 |
| Group's share in total liabilities |
4,665,847 | 3,413,146 | 106,652 | 2,550,380 | 10,736,024 |
(*) Non trade receivables and non-trade payables disclosed in related party notes are shown in total asset and total liability.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
.
| 31 December 2024 | Esentepe | Feriköy | Kandilli | Kurtköy | Total |
|---|---|---|---|---|---|
| Cash | 650,691 | 227,726 | 6 4 | 248,465 | 1,126,946 |
| Other current assets | 1,588,224 | 145,493 | - | 31,159 | 1,764,876 |
| Current assets | 2,238,915 | 373,219 | 6 4 | 279,624 | 2,891,822 |
| Investment property | 25,938,693 | 12,455,847 | 2,624,394 | 10,209,413 | 51,228,347 |
| Deductible VAT | - | - | 19,995 | - | 19,995 |
| Other non-current assets | 452 | 4,260,106 | - | 679,045 | 4,939,603 |
| Non-current assets | 25,939,145 | 16,715,953 | 2,644,389 | 10,888,458 | 56,187,945 |
| Total assets (*) | 28,178,060 | 17,089,172 | 2,644,453 | 11,168,082 | 59,079,767 |
| Financial liabilities | 4,346,120 | 205,559 | - | 200,791 | 4,752,470 |
| Other current liabilities | 146,246 | 172,513 | 145 | 139,111 | 458,015 |
| Current liabilities | 4,492,366 | 378,072 | 145 | 339,902 | 5,210,485 |
| Financial liabilities | 4,115,322 | 2,586,309 | 6,701,631 | ||
| Deferred tax liabilities | - 4,575,852 |
2,342,374 | - 157,550 |
2,137,293 | 9,213,069 |
| Other non-current liabilities | 26,603 | 24,836 | 23,992 | 75,431 | |
| Non-Current Liabilities | 4,602,455 | 6,482,532 | - 157,550 |
4,747,594 | 15,990,131 |
| Total liabilities (*) | 9,094,821 | 6,860,604 | 157,695 | 5,087,496 | 21,200,616 |
| Net assets of subsidiaries | 19,083,239 | 10,228,568 | 2,486,758 | 6,080,586 | 37,879,151 |
| Group's share in subsidiaries | 50% | 50% | 50% | 50% | 50% |
| Carrying amount of the Group's interest in subsidiaries | 9,541,620 | 5,114,284 | 1,243,379 | 3,040,293 | 18,939,576 |
| Group's share in investment properties | 12,969,347 | 6,227,924 | 1,312,197 | 5,104,707 | 25,614,175 |
| Group's share in total assets | 14,089,030 | 8,544,586 | 1,322,227 | 5,584,041 | 29,539,884 |
| Group's share in deferred tax liabilities | 2,287,926 | 1,171,187 | 78,775 | 1,068,647 | 4,606,535 |
| Group's share in total liabilities | 4,547,411 | 3,430,302 | 78,848 | 2,543,748 | 10,600,308 |
(*) Non trade receivables and non-trade payables disclosed in related party notes are shown in total asset and total liability.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June 2025 |
Esentepe | Feriköy | Kandilli | Kurtköy | Total |
|---|---|---|---|---|---|
| Revenue | 939,048 | 456,872 | - | 367,519 | 1,763,439 |
| Cost of sales |
(228 ,298) |
(137 ,150) |
- | (116 ,875) |
(482 ,323) |
| Operating expenses |
(38 ,055) |
(16 ,944) |
(890) | (12 ,751) |
(68 ,640) |
| income from deposits Interest |
17,449 | 13,636 | - | 15,973 | 47,058 |
| expense on bank borrowings Interest |
(146 ,907) |
(125 ,279) |
- | (78 ,804) |
(350 ,989) |
| Tax expense |
(20 ,148) |
248,561 | (54 ,775) |
48,151 | 221,789 |
| Other expense |
(611 ,979) |
(1 ,044,045) |
(2 ,879) |
(602 ,904) |
(2 ,261,807) |
| Net Profit for the period |
(88,889) | (604,349) | (58,544) | (379,690) | (1,131,473) |
| Group's share in subsidiaries |
50% | 50% | 50% | 50% | 50% |
| share in Group's revenue |
469,524 | 228,436 | - | 183,760 | 881,720 |
| share in sales Group's of cost |
(114 ,149) |
(68 ,575) |
- | (58 ,437) |
(241 ,161) |
| Group's share in operating expenses |
(19 ,027) |
(8 ,472) |
(445) | (6 ,376) |
(34 ,320) |
| Group's share in interest income from deposits |
8,724 | 6,818 | - | 7,987 | 23,529 |
| Group's share in interest expense on bank borrowings |
(73 ,453) |
(62 ,639) |
- | (39 ,402) |
(175 ,494) |
| Group's share in tax expense |
(10 ,074) |
124,280 | (27 ,388) |
24,076 | 110,894 |
| share in other Group's expense |
(305 ,989) |
(522 ,023) |
(1 ,440) |
(301 ,452) |
(1 ,130,904) |
| Group's share in profit for the period |
(44,444) | (302,175) | (29,273) | (189,844) | (565,736) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June 2024 |
Esentepe | Feriköy | Kandilli | Kurtköy | Total |
|---|---|---|---|---|---|
| Revenue | 851,773 | 417,167 | - | 342,676 | 1,611,616 |
| Cost of sales |
(194 ,699) |
(124 ,484) |
- | (110 ,220) |
(429 ,403) |
| Operating expenses |
(24 ,894) |
(15 ,820) |
(200) | (10 ,915) |
(51 ,829) |
| income from deposits Interest |
10,229 | 7,090 | - | 4,378 | 21,697 |
| expense on bank borrowings Interest |
(164 ,718) |
(172 ,227) |
- | (119 ,349) |
(456 ,294) |
| Tax expense |
(682 ,017) |
(77 ,939) |
(164 ,576) |
(540 ,462) |
(1 ,464,994) |
| Other income/ (expense) |
691,614 | 305,251 | (1 ,026) |
1,422,572 | 2,418,411 |
| Net Profit for the period |
487,288 | 339,038 | (165,802) | 988,680 | 1,649,204 |
| Group's share in subsidiaries |
50% | 50% | 50% | 50% | 50% |
| share in Group's revenue |
425,887 | 208,584 | - | 171,338 | 805,809 |
| share in of sales Group's cost |
(97 ,350) |
(62 ,242) |
- | (55 ,110) |
(214 ,702) |
| share in operating Group's expenses |
(12 ,447) |
(7 ,910) |
(100) | (5 ,458) |
(25 ,915) |
| Group's share in interest income from deposits |
5,115 | 3,545 | - | 2,189 | 10,849 |
| Group's share in interest expense on bank borrowings |
(82 ,359) |
(86 ,114) |
- | (59 ,675) |
(228 ,148) |
| Group's share in tax expense |
(341 ,009) |
(38 ,970) |
(82 ,288) |
(270 ,231) |
(732 ,498) |
| Group's share in other income/ (expense) |
345,807 | 152,627 | (513) | 711,286 | 1,209,207 |
| Group's share in profit for the period |
243,644 | 169,520 | (82,901) | 494,339 | 824,602 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 April- 30 June 2025 |
Esentepe | Feriköy | Kandilli | Kurtköy | Total |
|---|---|---|---|---|---|
| Revenue | 493,839 | 212,063 | - | 188,522 | 894,424 |
| Cost of sales |
(108 ,092) |
(62 ,915) |
- | (60 ,592) |
(231 ,599) |
| Operating expenses |
(22 ,396) |
(7 ,830) |
(874) | (5 ,511) |
(36 ,611) |
| income from deposits Interest |
7,954 | 5,297 | - | 5,423 | 18,674 |
| expense on bank borrowings Interest |
(73 ,153) |
(55 ,143) |
- | (39 ,456) |
(167 ,752) |
| Tax expense |
138,215 | 296,911 | 20,090 | 113,427 | 568,643 |
| Other expense |
(585 ,087) |
(1 ,086,381) |
(1 ,067) |
(594 ,018) |
(2 ,266,553) |
| Net Profit for the period |
(148,720) | (697,998) | 18,149 | (392,205) | (1,220,774) |
| Group's share in subsidiaries |
50% | 50% | 50% | 50% | 50% |
| share in Group's revenue |
246,919 | 106,032 | - | 94,262 | 447,213 |
| share in sales Group's of cost |
(54 ,046) |
(31 ,457) |
- | (30 ,296) |
(115 ,799) |
| Group's share in operating expenses |
(11 ,198) |
(3 ,915) |
(436) | (2 ,756) |
(18 ,305) |
| Group's share in interest income from deposits |
3,977 | 2,649 | - | 2,712 | 9,338 |
| Group's share in interest expense on bank borrowings |
(36 ,576) |
(27 ,571) |
- | (19 ,728) |
(83 ,875) |
| Group's share in tax expense |
69,108 | 148,455 | 10,045 | 56,714 | 284,322 |
| share in other Group's expense |
(292 ,543) |
(543 ,191) |
(534) | (297 ,009) |
(1 ,133,277) |
| Group's share in profit for the period |
(74,359) | (348,998) | 9,075 | (196,101) | (610,383) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 April- 30 2024 June |
Esentepe | Feriköy | Kandilli | Kurtköy | Total |
|---|---|---|---|---|---|
| Revenue | 464,144 | 212,783 | - | 167,403 | 844,330 |
| of sales Cost |
(98 ,176) |
(59 ,034) |
- | (53 ,811) |
(211 ,021) |
| Operating expenses |
(13 ,297) |
(7 ,125) |
(157) | (4 ,316) |
(24 ,895) |
| income deposits Interest from |
5,523 | 4,377 | - | 2,091 | 11,991 |
| Interest expense on bank borrowings |
(78 ,505) |
(82 ,357) |
- | (57 ,150) |
(218 ,012) |
| Tax expense |
(610 ,973) |
65,784 | (94 ,522) |
(208 ,848) |
(848 ,559) |
| Other income |
489,733 | 103,007 | 70,119 | 266,174 | 929,033 |
| Profit for period Net the |
158,449 | 237,435 | (24,560) | 111,543 | 482,867 |
| share in subsidiaries Group's |
50% | 50% | 50% | 50% | 50% |
| Group's share in revenue |
232,072 | 106,392 | - | 83,702 | 422,166 |
| Group's share in of sales cost |
(49 ,088) |
(29 ,517) |
- | (26 ,906) |
(105 ,511) |
| Group's share in operating expenses |
(6 ,649) |
(3 ,563) |
(79) | (2 ,158) |
(12 ,449) |
| share in interest income from deposits Group's |
2,762 | 2,189 | - | 1,046 | 5,997 |
| share in interest expense on bank borrowings Group's |
(39 ,253) |
(41 ,179) |
- | (28 ,575) |
(109 ,007) |
| share in Group's tax expense |
(305 ,487) |
32,892 | (47 ,261) |
(104 ,424) |
(424 ,280) |
| Group's share in other income |
244,867 | 51,504 | 35,060 | 133,087 | 464,518 |
| Group's share in profit for the period |
79,224 | 118,718 | (12,280) | 55,772 | 241,434 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The Group identifies and presents operating segments in accordance with TFRS 8 ("Segment Reporting"). Operating segments are identified based on internal reports that are regularly reviewed by Group management.
The Group management analyzes assets, liabilities, deferred tax assets and liabilities, deferred tax assets and liabilities, gross profit and operating expenses on the basis of real estate projects in order to make decisions on resources to be allocated to the segments and to evaluate the performance of the segments.
| Company | Project | 30 June 2025 | 31 December 2024 |
|---|---|---|---|
| Hilltown SHC ve Office | |||
| Tarabya | 16,593,862 | 14,845,573 | |
| Mel3 | Kahramanmaraş Piazza SHC | 10,478,303 | 9,469,293 |
| Altunizade | Hilltown Karşıyaka SHC | 26,209,034 | 26,382,717 |
| Salacak | Maltepe Piazza SHC and Office | 20,064,050 | 19,142,444 |
| Bakırköy | Maltepe Park SHC and Office | 17,353,062 | 16,604,833 |
| Göksu | Optimum Adana SHC | 16,600,724 | 16,164,799 |
| Kurtköy | Optimum Ankara SHC | 5,400,825 | 5,584,041 |
| Feriköy | Optimum İstanbul SHC | 8,225,256 | 8,544,586 |
| Esentepe | Optimum İzmir SHC | 14,163,021 | 14,089,030 |
| Mel2 | Samsun Piazza SHC and Hotel | 17,495,077 | 16,404,802 |
| Mel4 | Şanlıurfa Piazza SHC | 6,643,120 | 6,363,391 |
| Kandilli | Ümraniye Tepeüstü | 1,320,761 | 1,322,227 |
| Other | Combined adjustments | (2,418,790) | (2,627,286) |
| Combined | 158,128,305 | 152,290,450 | |
| Joint ventures (Note 3) | (29,109,863) | (29,539,884) | |
| Consolidation eliminations and adjustments | 20,271,464 | 20,720,204 | |
| Consolidated | 149,289,906 | 143,470,770 |
(*) Total Assets include related party receivables.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Company | Project | 30 June 2025 | 31 December 2024 |
|---|---|---|---|
| Tarabya | Hilltown SHC ve Office | 4,668,847 | 4,212,068 |
| Mel3 | Kahramanmaraş Piazza SHC | 2,756,364 | 2,476,957 |
| Altunizade | Hilltown Karşıyaka SHC | 7,203,961 | 7,211,227 |
| Kozyatağı | Kozzy SHC | 453,471 | 408,271 |
| Bostancı | Küçükyalı Office and School | 1,134,767 | 1,038,390 |
| Salacak | Maltepe Piazza SHC and Office | 7,010,582 | 6,850,781 |
| Bakırköy | Maltepe Park SHC and Office | 6,337,579 | 5,241,695 |
| Göksu | Optimum Adana SHC | 5,535,152 | 5,330,457 |
| Kurtköy | Optimum Ankara SHC | 2,550,380 | 2,543,748 |
| Feriköy | Optimum İstanbul SHC | 3,413,146 | 3,430,302 |
| Esentepe | Optimum İzmir SHC | 4,665,847 | 4,547,411 |
| Mel2 | Samsun Piazza SHC and Hotel | 5,006,626 | 4,691,762 |
| Kandilli | Ümraniye Tepeüstü | 106,652 | 78,848 |
| Other | Combined adjustments | (475,340) | (268,173) |
| Combined | 50,368,034 | 47,793,744 | |
| Joint ventures (Note 3) | (10,736,024) | (10,600,308) | |
| Consolidation eliminations and adjustments | 1,897,626 | 1,780,624 | |
| Consolidated | 41,529,636 | 38,974,060 |
(*) Total Liability includes related party payables.
| Company | Project | 30 June 2025 | 31 December 2024 |
|---|---|---|---|
| Rönesans Gayrimenkul Yatırım | Rönesans Gayrimenkul Yatırım | 561,604 | 154,730 |
| Bakırköy | Maltepe Park SHC and Office | 592,308 | 65,248 |
| Other | Other | 25,445 | 27,774 |
| Combined | 1,179,357 | 247,752 | |
| Joint ventures (Note 3) | - | - | |
| Consolidated | 1,179,357 | 247,752 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Company | Project | 30 June 2025 | 31 December 2024 | |
|---|---|---|---|---|
| Tarabya | Hilltown SHC ve Office | 1,511,577 | 851,061 | |
| Mel3 | Kahramanmaraş Piazza SHC | 1,254,211 | 1,028,767 | |
| Altunizade | Hilltown Karşıyaka SHC | 3,740,477 | 3,586,255 | |
| Kozyatağı | Kozzy SHC | 24,831 | 2,663 | |
| Bostancı | Küçükyalı Office and School | 783,194 | 656,289 | |
| Salacak | Maltepe Piazza SHC and Office | 1,638,780 | 979,104 | |
| Göksu | Optimum Adana SHC | 2,465,718 | 2,379,700 | |
| Kurtköy | Optimum Ankara SHC | 1,044,571 | 1,068,647 | |
| Feriköy | Optimum İstanbul SHC | 1,046,907 | 1,171,187 | |
| Esentepe | Optimum İzmir SHC | 2,298,001 | 2,287,926 | |
| Mel2 | Samsun Piazza SHC and Hotel | 2,155,246 | 1,876,538 | |
| Mel4 | Şanlıurfa Piazza SHC | 775,907 | 694,240 | |
| Kandilli | Ümraniye Tepeüstü | 106,163 | 78,775 | |
| Combined | 18,845,583 | 16,661,152 | ||
| Joint ventures (Note 3) | (4,495,641) | (4,606,535) | ||
| Consolidated | 14,349,942 | 12,054,617 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Project | 30 June 2025 |
30 June 2024 |
||||
|---|---|---|---|---|---|---|
| Sales | Cost | Gross profit |
Sales | Cost | Gross profit |
|
| Hilltown SHC ve Office |
804,788 | (259,375) | 545,413 | 515,401 | ||
| Kahramanmaraş Piazza SHC |
199,161 | |||||
| Hilltown Karşıyaka SHC |
922,663 | 718,583 | 865,857 | 698,444 | ||
| SHC Kozzy |
93,709 | 41,326 | 80,147 | 35,510 | ||
| Küçükyalı Office and School |
234,156 | 161,569 | 182,855 | 116,529 | ||
| Maltepe Piazza and Office SHC |
709,441 | 456,572 | 656,049 | 438,816 | ||
| Maltepe Park and Office SHC |
370,726 | 223,335 | 316,374 | 206,688 | ||
| Optimum Adana SHC |
486,686 | 327,502 | 470,965 | 331,912 | ||
| Optimum Ankara SHC |
183,760 | 125,323 | 171,338 | 116,228 | ||
| İstanbul Optimum SHC |
228,436 | (68,575) | 159,861 | 208,584 | (62,242) | 146,342 |
| İzmir Optimum SHC |
469,524 | (114,149) | 355,375 | 425,887 | (97,350) | 328,537 |
| Samsun Piazza SHC and Hotel |
537,656 | 404,652 | 514,696 | 395,635 | ||
| Şanlıurfa Piazza SHC |
264,368 | 166,677 | 245,634 | 155,038 | ||
| Other | 292,327 | (97,264) | 195,063 | 328,325 | (54,736) | 273,589 |
| Combined | 5,949,293 | (1,823,010) | 4,126,283 | 5,489,535 | (1,531,705) | 3,957,830 |
| Joint | (591,107) | |||||
| Consolidation eliminations and adjustments |
(77,284) | 51,801 | (25,483) | (119,954) | 142,015 | 22,061 |
| Consolidated | 3,388,784 | |||||
| ventures (Note 3) |
351,053 (881,720) 4,990,289 |
(106,021) (204,080) (52,383) (72,587) (252,869) (147,391) (159,184) (58,437) (133,004) (97,691) 241,161 (1,530,048) |
245,032 (640,559) 3,460,241 |
726,056 296,768 (805,809) 4,563,772 |
(210,655) (97,607) (167,413) (44,637) (66,326) (217,233) (109,686) (139,053) (55,110) (119,061) (90,596) 214,702 (1,174,988) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Company | Project | 1 | April- 30 June |
2025 | 1 April - 30 2024 June |
||
|---|---|---|---|---|---|---|---|
| Sales | Cost | Gross profit |
Sales | Cost | Gross profit |
||
| Tarabya | Hilltown SHC ve Office |
413,903 | (132,739) | 281,164 | 390,014 | (107,412) | 282,602 |
| Mel3 | Kahramanmaraş Piazza SHC |
179,446 | (51,788) | 127,658 | 139,206 | (48,654) | 90,552 |
| Altunizade | Hilltown Karşıyaka SHC |
480,925 | (113,174) | 367,751 | 447,663 | (82,524) | 365,139 |
| Kozyatağı | Kozzy SHC |
49,147 | (26,598) | 22,549 | 40,143 | (20,936) | 19,207 |
| Bostancı | Küçükyalı Office and School |
112,483 | (34,457) | 78,026 | 86,956 | (31,466) | 55,490 |
| Salacak | Maltepe Piazza SHC and Office |
373,798 | (134,429) | 239,369 | 349,532 | (101,857) | 247,675 |
| Bakırköy | Maltepe Park and Office SHC |
186,848 | (75,439) | 111,409 | 164,595 | (52,094) | 112,501 |
| Göksu | Optimum Adana SHC |
246,019 | (78,929) | 167,090 | 253,512 | (69,172) | 184,340 |
| Kurtköy | Optimum Ankara SHC |
94,262 | (30,296) | 63,966 | 83,702 | (26,906) | 56,796 |
| Feriköy | İstanbul Optimum SHC |
106,032 | (31,457) | 74,575 | 106,392 | (29,517) | 76,875 |
| Esentepe | İzmir Optimum SHC |
246,919 | (54,046) | 192,873 | 232,072 | (49,088) | 182,984 |
| Mel2 | Samsun Piazza SHC and Hotel |
265,764 | (64,683) | 201,081 | 279,320 | (54,563) | 224,757 |
| Mel4 | Şanlıurfa Piazza SHC |
126,276 | (50,033) | 76,243 | 123,362 | (45,199) | 78,163 |
| Diğer | Other | 91,776 | (55,503) | 36,273 | 161,458 | (9,282) | 152,176 |
| Combined | 2,973,598 | (933,571) | 2,040,027 | 2,857,927 | (728,670) | 2,129,257 | |
| Joint ventures (Note 3) |
(447,213) | 115,799 | (331,414) | (422,166) | 105,511 | (316,655) | |
| Consolidation eliminations and adjustments |
7,091 | 31,432 | 38,523 | (62,796) | 72,995 | 10,199 | |
| Consolidated | 2,533,476 | (786,340) | 1,747,136 | 2,372,965 | (550,164) | 1,822,801 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Project Hilltown SHC ve Office |
30 June 2025 22,259 |
30 June 2024 |
30 June 2025 |
30 June 2024 |
|---|---|---|---|---|
| 3,742 | 9,755 | 2,239 | ||
| 11,257 | 11,329 | 4,505 | ||
| Hilltown Karşıyaka SHC |
28,813 | 27,199 | 13,259 | |
| Kozzy SHC |
4,949 | 2,971 | 1,539 | |
| Küçükyalı Ofis ve Okul |
302 | - | 151 | (27,873) |
| Maltepe Piazza and Office SHC |
19,857 | 5,333 | 2,948 | |
| Maltepe Park SHC and Office |
26,317 | 11,310 | 5,219 | |
| Optimum Adana SHC |
15,987 | 15,092 | 8,288 | |
| Optimum Ankara SHC |
6,376 | 5,457 | 2,157 | |
| İstanbul Optimum SHC |
8,472 | 7,910 | 3,563 | |
| İzmir Optimum SHC |
19,027 | 12,448 | 6,649 | |
| Samsun Piazza SHC and Hotel |
18,956 | 14,279 | 7,782 | |
| Şanlıurfa Piazza SHC |
9,604 | 9,182 | 4,512 | |
| Other | 88,809 | 196,797 | 2,557 | 175,460 |
| Combined | 280,985 | 323,049 | 97,707 | 210,247 |
| Joint | (12,447) | |||
| Consolidation eliminations and adjustments |
16,832 | 22,070 | 80,907 | 37,821 |
| Consolidated | 263,497 | 319,204 | 160,309 | 235,620 |
| Kahramanmaraş Piazza SHC ventures (Note 3) |
(34,320) | (25,915) | 4,942 14,013 3,262 9,352 14,145 6,254 2,756 3,915 11,197 11,579 3,829 (18,305) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2024 unless otherwise indicated.)
Rönesans Varlık ve Proje Yatırımları A.Ş. (formerly Rönesans Emlak Geliştirme Holding A.Ş.) is the related party that has the primary control of the Group. Transactions between the Company and its subsidiaries that are related parties of the Company are eliminated on consolidation and are not disclosed in this note.
The details of transactions between the Group and other related parties are explained below:
| 30 June 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Receivables Short-term |
Payables | Advances | ||||||
| Long-term | Long-term | Short-term | ||||||
| Non- | Non- | Non | ||||||
| Balances with related parties | Trade | trade | Trade | trade (*) | Trade | trade (*) | ||
| Subsidiaries and Joint Ventures | ||||||||
| Turizm San.ve Tic.A.Ş. (1) Esentepe Gayrimenkul Yatırım İnşaat |
20,098 | 605 | 9,737 | 807,323 | - | - | - | |
| Turizm San.ve Tic.A.Ş. (1) Kurtköy Gayrimenkul Yatırım İnşaat |
18,055 | 827 | - | - | - | 401,957 | - | |
| Turizm San.ve Tic.A.Ş. (1) Feriköy Gayrimenkul Yatırım İnşaat |
13,442 | 3 | 9,293 | - | - | 2,513,319 | - | |
| Kandilli Gayrimenkul Yatırım Yönetim İnşaat ve Ticaret A.Ş. |
179 | 411 | - | - | - | - | - | |
| Shareholders | ||||||||
| Euro Cube Private Limited | 162 | - | - | - | - | - | - | |
| Rönesans Varlık ve Proje Yatırımları A.Ş. | 9 3 | - | 2,564 | - | - | - | - | |
| Other companies controlled by the parent company | ||||||||
| ve Taahhüt A.Ş. (4) Rönesans Stratejik ve Özellikli Yapılar İnşaat |
142 | - | 653,031 | 46,022 | - | - | 663,943 | |
| Rönesans Holding A.Ş. (2) | 1,525 | - | 18,886 | 6 9 | - | - | - | |
| Rönesans Elektrik Enerji Toptan Satış A.Ş. (3) | - | - | 91,992 | - | - | - | - | |
| Other | 4,803 | 2 3 | 6,228 | 6,744 | - | 1 | 3,414 | |
| 58,499 | 1,869 | 791,731 | 860,158 | - 2,915,277 | 667,357 |
(1) Current trade receivables consist of asset, property management leasing services provided. Non-trade payables represent the reverse shareholder loans provided by the relevant joint ventures to Rönesans Gayrimenkul Yatırım A.Ş.
(2) Rönesans Holding A.Ş. provides services to its group companies. The payables are related with such services rendered to Rönesans Gayrimenkul Yatırım A.Ş. Receivables are related to office leases made by Rönesans Gayrimenkul Yatırım to Rönesans Holding A.Ş.
(3) Rönesans Elektrik Enerji Toptan Satış A.Ş. provides electric energy to the Group's shopping centers and offices. The related charges are related to electricity supply amounts.
(4) The advances given to Rönesans Stratejik ve Özellikli Yapılar İnşaat ve Taahhüt A.Ş is related to the construction services provided for the Maltepe Park residential project.
(*) Non-trade payables to associates and shareholders consist of shareholder loans and reverse shareholder loans given to Rönesans Gayrimenkul Yatırım with interest rates between 2.65%-50% and maturities of 1-2 years.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 31 December 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Receivables | Payables | Advances | ||||||
| Short-term | Short-term | Long-term | Short-term | |||||
| Non- | Non- | Non | ||||||
| Balances with related parties | Trade | trade | Trade | trade (*) | Trade | trade (*) | ||
| Subsidiaries and Joint Ventures |
||||||||
| (1) Yatırım İnşaat Esentepe Gayrimenkul Turizm San.ve Tic.A.Ş. |
53,048 | 2 | 363 | 778,805 | - | - | - | |
| (1) Yatırım İnşaat Kurtköy Gayrimenkul Turizm San.ve Tic.A.Ş. |
74,010 | 3 7 | 156 | - | - | 372,145 | - | |
| (1) Yatırım İnşaat Feriköy Gayrimenkul Turizm San.ve Tic.A.Ş. |
50,979 | - | 155 | 59,238 | - | 2,171,981 | - | |
| İnşaat Kandilli Gayrimenkul Yatırım Yönetim ve Ticaret A.Ş. |
||||||||
| Shareholders | ||||||||
| (2) Euro Cube Private Limited |
149 | - | - | - | - | - | - | |
| A.Ş. (2) Rönesans Varlık ve Proje Yatırımları |
4 | - | 1,345 | - | - | - | - | |
| Other companies controlled by the parent company |
||||||||
| A.Ş. (2) ve Özellikli İnşaat Rönesans Stratejik Yapılar ve Taahhüt |
- | - | 547,463 | - | - | - | 419,364 | |
| A.Ş. (4) Rönesans Holding |
285 | - | 29,639 | 7 9 | - | - | - | |
| A.Ş. (8) İnşaat REC Uluslararası Yatırım San.ve Tic. |
- | - | 78,918 | - | - | - | - | |
| Toptan Satış A.Ş. (5) Rönesans Elektrik Enerji |
23,859 | - | - | - | - | - | - | |
| Other | 4,333 | 2 | 13,080 | 6,482 | - | - | 3,983 | |
| 206,787 | 53 | 671,119 | 844,604 | - 2,544,126 | 423,347 |
(1) Current trade receivables consist of asset, property management leasing services provided. Non-trade payables represent the reverse shareholder loans provided by the relevant joint ventures to Rönesans Gayrimenkul Yatırım A.Ş.
(2) The advances given to Rönesans Stratejik ve Özellikli Yapılar İnşaat ve Taahhüt A.Ş. is related to the construction services provided for the Maltepe Park residential project.
(3) Rönesans Holding A.Ş. provides services to its group companies. The payables are related with such services rendered to Rönesans Gayrimenkul Yatırım A.Ş. Receivables are related to office leases made by Rönesans Gayrimenkul Yatırım to Rönesans Holding A.Ş.
(4) Rönesans Elektrik Enerji Toptan Satış A.Ş. provides electric energy to the Group's shopping centers and offices. The related charges are related to electricity supply amounts.
(*) Non-trade payables to associates and shareholders consist of shareholder loans and reverse shareholder loans given to Rönesans Gayrimenkul Yatırım with interest rates between 2.65%-30% and maturities of 1-2 years.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January -30 June 2025 | |||
|---|---|---|---|
| Transactions with related parties | Purchases | Sales | Interest paid |
| Joint ventures & Subsidiaries (1)(2) | - | 217,444 | 261,931 |
| Shareholders | |||
| Rönesans Varlık ve Proje Yatırımları A.Ş. (2) | 25,830 | 506 | - |
| Other companies controlled by the parent company | |||
| Rönesans Holding A.Ş. (3) | 89,382 | 10,294 | - |
| Rönesans Elektrik Enerji Toptan Satış A.Ş. (5) | 382,299 | - | - |
| Rönesans Stratejik ve Özellikli Yapılar İnşaat ve Taahhüt A.Ş. (5) | 69,286 | 46 | - |
| Rönesans Merkezi Hizmetler Danışmanlık ve Tic. A.Ş. | 22,529 | 8,726 | - |
| Rönesans Endüstri Tesisleri İnşaat Sanayi ve Ticaret A.Ş. | 13 | 8,478 | - |
| Other | 16,820 | 11,808 | - |
| 606,159 | 257,303 | 261,931 |
(1) Sales to joint ventures consists of the services provided to investments accounted for using the equity method from Rönesans Gayrimenkul Yatırım A.Ş.
(2) Rönesans Varlık ve Proje Yatırımları A.Ş. purchase balance is related to the management services provided.
(3) Rönesans Holding A.Ş. provides services to group companies. Purchases are related to direct and indirect services provided to Rönesans Gayrimenkul Yatırım. TRY 20,067 of the TRY 89,382 of purchases mainly consist of services such as license usage, IT and technology consultancy etc. and are reflected to Rönesans Gayrimenkul through Rönesans Holding.
(4) Purchases from Rönesans Elektrik Enerji Toptan Satış A.Ş. are composed of energy services provided to the Group. The related charges are related to the electricity supply amounts.
(5) Purchases from Rönesans Stratejik ve Özellikli Yapılar İnşaat ve Taahhüt A.Ş. are related to the construction services provided for Maltepe Park residential project.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January -30 June 2024 | |||
|---|---|---|---|
| Transactions with related parties | Purchases | Sales | Interest paid |
| Joint ventures & Subsidiaries (1)(2) | - | 229,239 | 252,194 |
| Shareholders | |||
| Euro Cube Private Limited (2) | - | - | 23,962 |
| Rönesans Varlık ve Proje Yatırımları A.Ş. (2) | 1,949 | - | 110,826 |
| Other companies controlled by the parent company | |||
| Rönesans Holding A.Ş. (3) | 43,278 | 12,171 | - |
| IVF Investment and Credit Pte.Ltd. (4) | - | - | 219,455 |
| Gamstar Pte. Ltd. (4) | - | - | 96,496 |
| Rönesans Elektrik Enerji Toptan Satış A.Ş. (5) | 396,874 | - | - |
| Rönesans Stratejik ve Özellikli Yapılar İnşaat ve Taahhüt A.Ş. (6) | 315,226 | - | - |
| Rönesans Merkezi Hizmetler Danışmanlık ve Tic. A.Ş. | 16,390 | 6,189 | - |
| RSY Sağlık Ticari Yatırım A.Ş. | - | 11,705 | - |
| Rönesans Endüstri Tesisleri İnşaat Sanayi ve Ticaret A.Ş. | - | 8,836 | - |
| Rönesans Özel Okulları Eğitim Öğretim Hizmetleri A.Ş.(7) | - | 7,526 | - |
| Other | 4,727 | 5,405 | - |
| 778,444 | 281,071 | 702,933 |
(1) Sales to joint ventures consists of the services provided to investments accounted for using the equity method from Rönesans Gayrimenkul Yatırım A.Ş.
(2) Interest paid represents accrued interest of reverse shareholder loans received from joint ventures and shareholder loans received from Euro Cube Private Limited and Rönesans Varlık ve Proje Yatırımları A.Ş.
(3) Rönesans Holding A.Ş. provides services to group companies. Purchases are related to direct and indirect services provided to Rönesans Gayrimenkul Yatırım. TRY 12,781 of the TRY 43,278 of purchases mainly consist of services such as license usage, IT and technology consultancy etc. and are reflected to Rönesans Gayrimenkul through Rönesans Holding.
(4) Interest paid represents accrued interest loans received from IVF Investment and Credit Pte.Ltd. and Gamstar Pte.Ltd. for the Maltepe Park residential project.
(5) Rönesans Elektrik Enerji Toptan Satış A.Ş. provides energy for the Group's shopping centers and offices. The related charges are related to electricity supply amounts.
(6) Purchases from Rönesans Stratejik ve Özellikli Yapılar İnşaat ve Taahhüt A.Ş. are related to the construction services provided for Maltepe Park residential project..
(7) Sales to Rönesans Özel Okulları Eğitim Öğretim Hizmetleri A.Ş. consist of the rent of Küçükyalı school owned by Bostancı Gayrimenkul.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Benefits provided to key management personnel:
Key management personnel consists of members of Board of Directors and other members. The compensation of key management personnel includes salaries, bonus, health insurance, communication and transportation and total amount of compensation is explained below. The remuneration of key management personnel during the period were as follows:
| 1 January - | 1 January - | |
|---|---|---|
| 30 June | 30 June | |
| 2025 | 2024 | |
| Salaries and other short-term benefits | 99,499 | 62,917 |
As at balance sheet date, details of trade receivables of the Group are as follows:
| 30 June | 31 December | |
|---|---|---|
| Current trade receivables | 2025 | 2024 |
| Trade receivables | 755,350 | 663,242 |
| Notes receivables | 23,327 | 257 |
| Trade receivables from related parties (Note 5) | 58,499 | 206,787 |
| Expected credit loss (-) | (146,338) | (100,341) |
| 690,838 | 769,945 |
The movement of the Group's provision for expected credit loss as at 30 June 2025, and 2024 is as follows:
| 1 January- | |||
|---|---|---|---|
| 30 June | 30 June | ||
| Movement of allowance for credit loss | 2025 | 2024 | |
| Opening | (100,341) | (88,818) | |
| Charge for the period (Note 14) | (139,993) | (73,837) | |
| Provision released | 70,722 | 51,215 | |
| Monetary gain | 23,274 | 19,433 | |
| Closing | (146,338) | (92,007) |
The provision for trade receivables is provided based on expected credit loss amounts from the sale of services, determined by reference to past default experience and the current financial condition of customers.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
As of the balance sheet date, the details of the Group's trade payables are as follows:
| 30 June | 31 December | |
|---|---|---|
| Current trade payables | 2025 | 2024 |
| Trade payables | 341,650 | 527,168 |
| Trade payables to related parties (Note 5) | 791,731 | 671,119 |
| 1,133,381 | 1,198,287 |
| 30 June | 31 December | |
|---|---|---|
| 2025 | 2024 | |
| Inventories | 5,679 | 2,143 |
| 5,679 | 2,143 |
| 30 June | 31 December | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Inventories (*) | 3,606,972 | 3,282,597 | |
| 3,606,972 | 3,282,597 |
(*) The amount mainly represents the cost of the land on which the residential project of Bakırköy Gayrimenkul, whose preliminary preparation and license process has been completed, is located and the construction expenditures made until 30 June 2025 in addition to this cost.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June | 31 December | |
|---|---|---|
| 2025 | 2024 | |
| Investment properties | 118,985,367 | 114,685,020 |
| Investment properties under development | 25,190 | 25,113 |
| 119,010,557 | 114,710,133 |
| 1 January- | 1 January | ||
|---|---|---|---|
| 30 June | 30 June | ||
| Investment properties | 2025 | 2024 | |
| Opening balance | 114,685,020 | 113,923,330 | |
| Additions through subsequent expenditure | 88,812 | 87,103 | |
| Land rental | 323,259 | 241,422 | |
| Disposal | (197,418) | (232,343) | |
| Net gain from fair value adjustments (Note 14) | 4,085,694 | 4,143,881 | |
| Closing balance | 118,985,367 | 118,163,394 |
The fair values of the Group's investment properties have been arrived at on the basis of a valuation carried out at that date by TSKB Gayrimenkul Değerleme A.Ş. which is independent valuers not connected with the Group. The valuation, which conforms to International Valuation Standards, was arrived at by reference to discounted cash flows approach, capitalization approach and market approach.
The Group mortgages some real estate as collateral of the bank loans. The details of mortgages are disclosed in Note 9.
The property rental income earned by the Group from its investment property, all of which is leased out under operating leases, amounted to TRY 4,832,552 (30 June 2024: TRY 4,230,713) (Note 11). Direct operating expenses arising on the investment property in the year include maintenance and repair costs which amounted to TRY 397,519 (30 June 2024: TRY 394,446) (Note 11).
The main assumptions used by the Group in the valuation reports related to the discounting of future cash flows of investment properties are as follows:
| 30 June | 31 December 2024 |
||
|---|---|---|---|
| 2025 | |||
| Currency | TRY | TRY | |
| Discount rate (%) | 19,75-39,14 | 22 - 22,50 | |
| Occupancy rate (%) | 95-100 | 95-100 | |
| Rent increase rate (%) | 10-21,50 | 7,50-34,50 | |
| Capitalization rate (%) | 6,75-7,75 | 7-8,5 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
As at 30 June 2025 and 31 December 2024, investment properties and project values are as follows:
| 30 June | 31 December | |||
|---|---|---|---|---|
| Project | Company | Place of property | 2025 | 2024 |
| Hilltown SHC Karşıyaka (1) | Altunizade | İzmir,Türkiye | 25,394,160 | 25,763,524 |
| Maltepe Piazza (1) | Salacak | İstanbul,Türkiye | 19,574,015 | 18,529,133 |
| Hilltown SHC and Office(1)(3) | Tarabya | İstanbul,Türkiye | 16,452,394 | 14,629,080 |
| Adana Optimum SHC (1) | Göksu | Adana,Türkiye | 13,334,226 | 13,260,365 |
| Samsun Piazza SHC and Hotel (1) | Mel 2 | Samsun,Türkiye | 13,870,610 | 13,144,427 |
| Maltepe Park (1)(5) | Bakırköy | İstanbul,Türkiye | 9,930,953 | 10,134,535 |
| Kahramanmaraş Piazza SHC (1) | Mel 3 | Kahramanmaraş,Türkiye | 8,027,455 | 7,321,521 |
| Şanlıurfa Piazza SHC (1) | Mel 4 | Şanlıurfa,Türkiye | 5,816,800 | 5,704,755 |
| Küçükyalı Office & Ted Rönesans College (1)(2) | Bostancı | İstanbul,Türkiye | 5,512,698 | 5,162,919 |
| Kozzy SHC (1)(4) | Kozyatağı | İstanbul,Türkiye | 1,072,056 | 1,034,761 |
| 118,985,367 | 114,685,020 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Sensitivity analysis of investment property values is as follows:
| Change in fair value as at 30 June 2025 |
Change in fair value as at 31 December 2024 |
|||
|---|---|---|---|---|
| Investment properties | Investment properties | |||
| Rent increase rate | ||||
| increase 1% | 8,663,740 | 8,015,322 | ||
| decrease 1% | (7,937,737) | (7,336,425) | ||
| Discount rate | ||||
| increase 1% | (7,101,010) | (5,859,768) | ||
| decrease 1% | 7,822,550 | 6,426,131 | ||
| Occupancy rate | ||||
| increase 1% | 982,060 | 1,016,867 | ||
| decrease 1% | (1,224,340) | (1,027,472) | ||
| Capitalization rate | ||||
| increase 1% | (6,061,015) | (4,637,656) | ||
| decrease 1% | 8,066,195 | 6,139,362 |
| 1 January- | 1 January | ||
|---|---|---|---|
| 30 June | 30 June | ||
| Investment properties under development | 2025 | 2024 | |
| Opening balance | 25,113 | 26,227 | |
| Net gain/ (loss) from fair value adjustments (Note 14) |
7 7 | (61) | |
| Closing balance | 25,190 | 26,166 |
Investment properties under development consist of two components: land and costs capitalized in connection with the development of the site. Costs capitalized related to development carried out on sites owned or partly owned by the Group or sites to which the Group holds lease titles and which will be acquired on completion of the development. Land and buildings that are being constructed for future use as investment property are classified under investment properties under development account until construction or development is complete, at which time they are reclassified as investment.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
Investment properties under development comprise of the following project:
| 30 June | 31 December | |||
|---|---|---|---|---|
| Project | Company | Place of property | 2025 | 2024 |
| Ataşehir (*) | RGY | İstanbul, Türkiye | 25,190 | 25,113 |
| 25,190 | 25,113 |
(*) In the interim consolidated financial statements as of 30 June 2025 and 31 December 2024, based on the valuation reports issued by TSKB Gayrimenkul Değerleme A.Ş. an independent accredited valuer licenced by the Capital Market Board of Turkey.
The Group has leasing contracts for the projects of Hilltown SHC and office, Küçükyalı School & Office on land belonging to Atik Valide Sultan Vakfı in İstanbul, Maltepe and the Group has the usage right with a renewal option at the end of the lease period for 49 years. There are no restrictions placed upon the Group by entering into these leases.
The Group has a leasing contract for the projects of Antalya Konyaaltı project on land belonging to Antalya Metropolitan Municipality in Antalya, Konyaaltı. The Group has the usage right with a renewal option at the end of the lease period for 30 years. There are no restrictions placed upon the Group by entering into these leases.
The Group has a leasing contract for the projects of Kozzy SHC on land belonging to İstanbul Metropolitan Municipality in İstanbul, Kozyatağı. The Group has the usage right with a renewal option at the end of the lease period for 30 years. There are no restrictions placed upon the Group by entering into these leases.
Details of the Group's investment properties and information about the fair value hierarchy as at 30 June 2025 and 31 December 2024 are as follows:
| Fair value as at 30 June 2025 | ||||
|---|---|---|---|---|
| 30 June | Level 1 | Level 2 | Level 3 | |
| 2024 | TRY | TRY | TRY | |
| Investment properties | 118,985,367 | - | - | 118,985,367 |
| Investment properties under development | 25,190 | - | 25,190 | - |
| Fair value as at 31 December 2024 | ||||
|---|---|---|---|---|
| 31 December | Level 1 | Level 2 | Level 3 | |
| 2023 | TRY | TRY | TRY | |
| Investment properties | 114,685,020 | - | - | 114,685,020 |
| Investment properties under development | 25,113 | - | 25,113 | - |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The Group's guarantee given, pledges and mortgages ("GPM") position as at 30 June 2025, and 31 December 2024 are as follows:
| 30 2025 June |
|||
|---|---|---|---|
| EUR TRY Equivalent ('000) |
TRY | Total TRY Equivalent |
|
| A.CPM given on behalf of its own legal entity |
18,629,779 | 68,782 | 18,698,561 |
| - Mortgage | 18,490,121 | - | 18,490,121 |
| of guarantees given - Letters |
139,658 | 68,782 | 208,440 |
| B. CPM given on behalf of the subsidiaries included in full consolidation (*) |
- | - | - |
| - Mortgage | - | - | - |
| of guarantees given - Letters |
- | - | - |
| given for execution of ordinary commercial activities to collect third parties C. CPM debt |
- | - | - |
| D. Total amount of other given CPM |
5,949,976 | 531 | 5,950,507 |
| i. Total Amount of CPM on behalf of the main partner |
- | - | - |
| ii. Total amount of given on behalf of other companies that do and CPM Company not cover B C |
5,949,976 | 531 | 5,950,507 |
| - Mortgage | - | - | - |
| and guarantees given (*) - Surety |
5,949,976 | 531 | 5,950,507 |
| iii. Total amount of CPM on behalf of third parties that do not cover C |
- | - | - |
| and guarantees given - Surety |
- | - | - |
| Total | 24,579,755 | 69,313 | 24,649,068 |
(*) All sureties and guarantees given in favor of other group companies consist of credit sureties given by the Company to banks in proportion to the capital share directly held in favor of Esentepe, Feriköy, and Kurtköy Real Estate companies.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 31 December 2024 |
|||
|---|---|---|---|
| EUR TRY Equivalent ('000) |
TRY | Total TRY Equivalent |
|
| A CPM given on behalf of its own legal entity |
15,947,232 | 346,767 | 16,293,999 |
| - Mortgage | 15,818,628 | 263,213 | 16,081,841 |
| of given - Letters guarantees |
128,604 | 83,554 | 212,158 |
| B. CPM given on behalf of the subsidiaries included in full consolidation (*) |
- | - | - |
| - Mortgage | - | - | - |
| of given - Letters guarantees |
- | - | - |
| given for execution of ordinary commercial activities collect third parties debt C . CPM to |
- | - | - |
| D. Total of other CPM given amount |
5,677,564 | 650 | 5,678,214 |
| i . Total Amount of CPM on behalf of the main partner |
- | - | - |
| ii . Total of given on behalf of other companies that do and CPM Company cover B C amount not |
5,677,564 | 650 | 5,678,214 |
| - Mortgage | - | - | - |
| - Surety and given (*) guarantees |
5,677,564 | 650 | 5,678,214 |
| iii . Total of CPM on behalf of third parties that do cover C amount not |
- | - | - |
| and given - Surety guarantees |
- | - | - |
| Total | 21,624,796 | 347,417 | 21,972,213 |
(*) All sureties and guarantees given in favor of other group companies consist of credit sureties given by the Company to banks in proportion to the capital share directly held in favor of Esentepe, Feriköy, and Kurtköy Real Estate companies.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
As of 30 June 2025, and 31 December 2024, the share capital held is as follows:
| Shareholders | % | 30 June 2025 | % | 31 December 2024 |
|---|---|---|---|---|
| Rönesans Varlık ve Proje Yatırımları A.Ş. (*) | 68,12 | 225,477 | 68,12 | 225,477 |
| Euro Cube Private Limited | 17,84 | 59,043 | 17,84 | 59,043 |
| Kamil Yanıkömeroğlu | 2,16 | 7,158 | 2,16 | 7,158 |
| Murat Özgümüş | 1,80 | 5,965 | 1,80 | 5,965 |
| Other (Public quotation) | 10,08 | 33,357 | 10,08 | 33,357 |
| Nominal share capital in TRY | 100 | 331,000 | 100 | 331,000 |
| Adjustment to share capital | 5,164,690 | 5,164,690 | ||
| Capital | 5,495,690 | 5,495,690 |
(*) The title of Rönesans Emlak Geliştirme Holding A.Ş. was changed as Rönesans Varlık ve Proje Yatırımları A.Ş. on 12 January 2024.
The share capital of the Company consists of 331,000 shares (31 December 2024: 303,717 shares). The nominal value of the shares is TRY 1 per share. (31 December 2024: TRY 1 per share).
As of 30 June 2025 and 31 December 2024, amount of adjustment to share capital is TRY 5,164,690. Adjustment to share capital refers to the difference between the total amounts of cash and cash equivalent additions to capital adjusted in accordance with inflation accounting. Capital adjustment differences have no use other than being added to capital.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June | 31 December | |
|---|---|---|
| 2025 | 2024 | |
| Legal reserves | 769,187 | 759,428 |
| 769,187 | 759,428 |
According to the Turkish Commercial Code, the general legal reserve is allocated as 5% of the annual profit calculated in accordance with the Tax Procedure Law until it reaches 20% of the Group's (Company's) paid-in capital. Other statutory reserves are set aside at a rate of 10% of the total amount to be distributed to persons entitled to a share of the profit after a 5% dividend has been paid to shareholders. According to the Turkish Commercial Code, if the general statutory reserve does not exceed half of the capital or issued capital, it may only be used to cover losses, to continue operations during difficult times, or to take measures to prevent unemployment and mitigate its consequences.
| 30 June | 31 December | |
|---|---|---|
| 2025 | 2024 | |
| Share premium | 14,628,914 | 14,628,914 |
| 14,628,914 | 14,628,914 |
As stated in the Capital Markets Board's bulletin numbered 2024/14 published on 7 March 2024, the index difference between the amounts of share premiums and restricted reserves adjusted to the purchasing power of 30 June 2025 using the Domestic Producer Price Index (D-PPI) in the statutory records and the amounts adjusted to the purchasing power of 30 June 2025 using the Consumer Price Index is reflected in retained earnings. The differences reflected in retained earnings are summarized in the table below. The related differences arise from the difference between the domestic producer price index and the consumer price index.
| PPI indexed legal | CPI indexed | Amounts recognised in | |
|---|---|---|---|
| Shareholders' equity items | amounts | amounts | retained earnings |
| Share premium | 16,193,514 | 14,628,914 | 1,564,600 |
| Restricted profit reserve | 1,099,504 | 769,187 | 330,317 |
| PPI indexed legal | CPI indexed | Amounts recognised in | |
|---|---|---|---|
| Shareholders' equity items | amounts | amounts | retained earnings |
| Share premium | 16,327,865 | 14,628,914 | 1,698,951 |
| Restricted profit reserve | 1,108,626 | 759,428 | 349,198 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - |
1 January - |
1 April - |
1 April - |
|
|---|---|---|---|---|
| 30 June |
30 June |
30 June |
30 June |
|
| 2025 | 2024 | 2025 | 2024 | |
| (1) Rental revenue from investment properties |
4,832,552 | 4,320,713 | 2,461,602 | 2,245,048 |
| and consulting Management revenue |
119,918 | 150,200 | 51,559 | 69,408 |
| Other | 37,819 | 92,859 | 20,316 | 58,509 |
| 4,990,288 | 4,563,772 | 2,533,477 | 2,372,965 |
(1) This includes electricity, water and other common utility charges of the shopping malls and offices owned by the Group and charged to the tenants on an accrual basis in accordance with lease agreements.
| 1 January - 30 June |
1 January - 30 June 2024 |
1 April - 30 June 2025 |
1 April - 30 June 2024 |
|
|---|---|---|---|---|
| 2025 | ||||
| Utilities expenses | (397,519) | (394,446) | (217,362) | (202,002) |
| Personel expenses | (415,837) | (270,493) | (183,448) | (77,563) |
| Office management expenses | (327,659) | (301,598) | (164,905) | (152,580) |
| Consultancy expenses | (83,155) | (47,670) | (35,229) | (27,361) |
| Maintenance expenses | (81,322) | (47,073) | (49,678) | (27,484) |
| Rent expenses | (76,778) | (59,353) | (40,258) | (37,850) |
| Taxes and fees | (47,340) | (15,488) | (42,118) | (4,528) |
| Depreciation expenses | (9,120) | (7,028) | (4,553) | (3,512) |
| Other | (91,318) | (31,839) | (48,790) | (17,284) |
| (1,530,048) | (1,174,988) | (786,341) | (550,164) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - 30 June 2025 |
1 January - 30 June 2024 |
1 April - 30 June 2025 |
1 April - 30 June 2024 |
|
|---|---|---|---|---|
| Cost of revenue related investment properties to |
(1 446 893) , , |
(1 127 318) , , |
(751 112) , |
(522 803) , |
| of revenue related and consulting and other Cost to management |
(83 155) , |
(47 670) , |
(35 229) , |
(27 361) , |
| (1,530,048) | (1,174,988) | (786,341) | (550,164) |
| 1 January - 30 June 2025 |
1 January - 30 June 2024 |
1 April - 30 June 2024 |
1 April - 30 June 2023 |
|
|---|---|---|---|---|
| Marketing expenses |
(32 ,223) |
(79 ,748) |
(14 ,768) |
(56 ,759) |
| General administrative expenses |
(231 ,274) |
(239 ,456) |
(145 ,541) |
(178 ,861) |
| (263,497) | (319,204) | (160,309) | (235,620) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - 30 June |
1 January - 30 June |
1 April - 30 June |
1 April - 30 June |
|
|---|---|---|---|---|
| 2025 | 2024 | 2024 | 2023 | |
| Advertising expenses |
(32 223) , |
(79 ,748) |
(14 ,768) |
(56 ,759) |
| (32,223) | (79,748) | (14,768) | (56,759) | |
| b) Detail of general administrative expenses: |
||||
| 1 January - |
1 January - |
1 April - |
1 April - |
|
| 30 June |
30 June |
30 June |
30 June |
|
| 2025 | 2024 | 2025 | 2023 | |
| Employee benefit expenses |
(149 367) , |
(206 430) , |
(86 998) , |
(164 643) , |
| Consultancy expenses |
(78 ,724) |
(30 299) , |
(55 635) , |
(12 957) , |
| Other | (3 183) , |
(2 ,727) |
(2 908) , |
(1 261) , |
| (231,274) | (239,456) | (145,541) | (178,861) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - 30 June 2025 |
1 January - 30 June 2024 |
1 April - 30 June 2025 |
1 April - 30 June 2024 |
|
|---|---|---|---|---|
| Personel expenses |
(565 204) , |
(476 924) , |
(270 446) , |
(242 207) , |
| Utilities expenses |
(397 519) , |
(394 446) , |
(217 362) , |
(202 002) , |
| Office management expenses |
(327 659) , |
(301 598) , |
(164 905) , |
(152 579) , |
| Consultancy expenses |
(161 879) , |
(77 968) , |
(125 359) , |
(56 465) , |
| Maintenance expenses |
(81 322) , |
(47 073) , |
(63 867) , |
(24 084) , |
| Rent expenses |
(76 778) , |
(59 353) , |
(45 134) , |
(39 764) , |
| Taxes and fees |
(47 340) , |
(15 488) , |
(42 118) , |
(4 529) , |
| Advertising expenses |
(32 223) , |
(79 748) , |
38 792 , |
(42 095) , |
| Depreciation and amortisation expenses |
(9 120) , |
(7 028) , |
(4 553) , |
(3 512) , |
| Other | (94 501) , |
(34 566) , |
(51 698) , |
(18 547) , |
| (1,793,545) | (1,494,192) | (946,650) | (785,784) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - |
1 January - |
1 April - |
1 April - |
|
|---|---|---|---|---|
| 30 June |
30 June |
30 June |
30 June |
|
| Other operating income |
2025 | 2024 | 2025 | 2024 |
| Change in fair value of investment properties (Note 8.a) |
4,720,754 | 4,398,092 | 4,720,754 | 824,962 |
| Insurance income |
10,664 | 362,620 | 5,432 | (90 ,312) |
| income (*) Interest |
285,570 | 276,353 | 131,815 | 208,118 |
| Foreign exchange gain from operations , net |
682,343 | 180,724 | 342,406 | (56 ,370) |
| from sale of investment Income property |
269,083 | 167,878 | 195,337 | 109,986 |
| Change in fair value of investment properties |
||||
| under development (Note 8.b) |
7 7 |
- | 7 7 |
- |
| Reversal of provision |
79,227 | 55,992 | 56,328 | 36,399 |
| Other | 294,263 | 116,653 | 245,266 | 65,447 |
| 6,341,981 | 5,558,312 | 5,697,415 | 1,098,230 |
(*) The entirety of the interest income arises from interest earned on time deposit accounts.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - |
1 January - |
1 April - |
1 April - |
|
|---|---|---|---|---|
| 30 June 2025 |
30 June 2024 |
30 June 2025 |
30 June 2024 |
|
| Other operating expense |
||||
| Change in fair value of investment properties (Note 8.a) |
(635 ,060) |
(254 ,211) |
(635 ,060) |
(58 ,400) |
| Provision for expected credit losses (Note 6) |
(139 ,993) |
(73 ,837) |
(81 ,979) |
(33 ,573) |
| Change in fair value of investment properties |
||||
| under development (Note 8.b) |
- | (61) | - | - |
| Other | (41 ,534) |
(31 ,713) |
(37 ,725) |
(13 ,853) |
| (816,587) | (359,822) | (754,764) | (105,826) | |
| 15. FINANCIAL INCOME AND EXPENSES |
||||
| a) Financial income |
||||
| 1 January - |
1 January - |
1 April - |
1 April - |
|
| 30 June |
30 June |
30 June |
30 June |
|
| Financial income |
2025 | 2024 | 2025 | 2024 |
| Derivative financial instruments fair value through profit or loss at |
||||
| realized profit on instruments (*) |
- | 194 252 , |
- | 32 992 , |
| Derivative financial instruments fair value through profit or loss at |
||||
| unrealized gain on instruments (*) |
- | 41 ,722 |
- | (5 406) , |
| - | 235,974 | - | 27,586 |
(*) Represents the change in fair value of derivative instruments.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
b) Financial expense
| 1 January - 30 June |
1 January - 30 June |
1 April - 30 June |
1 April - 30 June |
|
|---|---|---|---|---|
| Financial expenses |
2025 | 2024 | 2025 | 2024 |
| Foreign exchange loss of bank loan |
(5 062 225) , , |
(2 299 822) , , |
(2 834 483) , , |
(210 102) , |
| Interest expense of bank loan |
(752 295) , |
(1 ,766 399) , |
(343 800) , |
(1 024 313) , , |
| related parties Interest expense to |
(263 252) , |
(386 982) , |
(138 821) , |
50 373 , |
| Bank commission expenses Derivative financial instruments fair value through profit or loss at |
(18 222) , |
(192 976) , |
(17 668) , |
(190 320) , |
| realized loss on instruments () Derivative financial instruments fair value through profit or loss at unrealized loss on instruments () |
(6 688) , (11 995) , |
(113 831) , (38 638) , |
(3 497) , (10 937) , |
(101 656) , 71 130 , |
| Other | (131) (6,114,808) |
(6 681) , (4,805,327) |
146 (3,349,060) |
(4 121) , (1,409,009) |
(*) Represents the change in fair value of derivative instruments.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June | 31 December | |
|---|---|---|
| Current tax liability | 2025 | 2024 |
| Current corporate tax provision | 514,059 | 493,662 |
| Less: prepaid taxes and funds | (230,633) | (285,377) |
| 283,426 | 208,285 | |
| 1 January - | 1 January - | |
| 30 June | 30 June | |
| Income tax recognized in profit or loss | 2025 | 2024 |
| Current tax expense | (514,059) | (228,274) |
| Reduced corporate tax | 23,094 | - |
| Deferred tax expense | (1,363,721) | (3,997,207) |
| (1,854,686) | (4,225,481) |
The Group is subject to corporate tax in Turkey. Provision is made in the accompanying financial statements for the estimated charge based on the Group's results for the current period. Turkish tax legislation does not permit a parent company and its subsidiaries to file a consolidated tax return. Therefore, provision for tax, as reflected in these accompanying interim consolidated financial statements, have been calculated on a separate-entity basis.
The corporate tax rate to be accrued over the taxable corporate income is calculated over the tax base remaining after the addition of non-deductible expenses and deducting tax-exempt earnings, non-taxable income and other deductions (prior year losses, if any, and investment incentives used if preferred).
In 2025, the effective tax rate is 25% (2024: 25%).
In Turkey, advance tax is calculated and accrued on a quarterly basis. For the year 2025, the advance tax rate to be calculated over the corporate earnings during the taxation of corporate earnings for the advance tax periods is 25%. (2024: 25%). Losses can be carried forward for a maximum of 5 years to be deducted from future taxable income. However, losses cannot be deducted retrospectively from the profits of previous years.
The Group recognizes deferred tax assets and liabilities based upon temporary differences arising between its financial statements as reported for IFRS purposes and its statutory tax financial statements. These differences usually result in the recognition of revenue and expenses in different reporting periods for IFRS and tax purposes and they are given below.
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
In Turkey, the companies cannot declare a consolidated tax return, therefore subsidiaries that have deferred tax assets position were not netted off against subsidiaries that have deferred tax liabilities position and disclosed separately.
| 30 June | 31 December | |
|---|---|---|
| Temporary differences subject to deferred tax: | 2025 | 2024 |
| Change in fair values of investment properties | ||
| under development | 25,192 | 25,112 |
| Change in fair values of investment properties | 60,706,972 | 54,959,120 |
| Adjustments related to inventories | (1,076,824) | (1,803,540) |
| Tax losses carried forward | (6,688,692) | (5,711,440) |
| Provision for retirement pay and unused vacation | (60,352) | (47,276) |
| Other temporary differences | (223,956) | (194,516) |
| 52,682,340 | 47,227,460 | |
| 30 June | 31 December | |
| Deferred tax (assets)/ liabilites: | 2025 | 2024 |
| Change in fair values of investment properties | ||
| under development | 6,298 | 6,278 |
| Change in fair values of investment properties | 15,176,743 | 13,739,780 |
| Adjustments related to inventories | (269,206) | (450,885) |
| Tax losses carried forward | (1,672,173) | (1,427,860) |
| Provision for retirement pay and unused vacation | (15,088) | (11,819) |
| Other temporary differences | (55,989) | (48,629) |
| 13,170,585 | 11,806,865 | |
| 30 June | 31 December | |
| 2025 | 2024 | |
| Deferred tax assets | (1,179,357) | (247,752) |
| Deferred tax liabilities | 14,349,942 | 12,054,617 |
| Net deferred tax liabilities | 13,170,585 | 11,806,865 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
At the balance sheet date, the Group has unused tax losses of TRY 6,668,692 (31 December 2024: TRY 5,711,440) available for offset against future taxable profits and tax assets have been recognized in respect of TRY 1,672 ,173 (31 December 2024: TRY 1,427,860) of such losses.
The movement of deferred tax liability for the period ended 30 June 2025 and 2024 is as follow
| 1 January - 30 June |
1 January - 30 June |
|
|---|---|---|
| Movement of deferred tax liability: | 2025 | 2024 |
| Opening balance | 11,806,865 | 6,529,807 |
| Charged to statement of profit or loss | 1,363,720 | 3,997,207 |
| Closing balance | 13,170,585 | 10,527,014 |
The expiry years of the deferred tax asset recognized from carried forward tax losses are as follows:
| 30 June | 31 December | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Expires in 2025 | 9,289 | 195 | |
| Expires in 2026 | 216,844 | 320,933 | |
| Expires in 2027 | 375 | 438 | |
| Expires in 2028 | 4,411,345 | 5,387,931 | |
| Expires in 2029 and subsequent years | 2,050,838 | 1,943 | |
| 6,688,692 | 5,711,440 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 1 January - 30 June 2025 |
1 January - 30 June 2024 |
1 April - 30 June 2025 |
1 April - 30 June 2024 |
|
|---|---|---|---|---|
| Net profit for the year | 3,263,560 | 7,122,626 | 2,776,656 | 2,381,467 |
| Average number of ordinary share outstanding during the year | 331,000 | 308,264 | 331,000 | 331,000 |
| Earning per share from operations (TRY) | 9.86 | 23.11 | 8.39 | 7.19 |
| 30 June 2025 | 31 December 2024 | ||||
|---|---|---|---|---|---|
| Assets | Liabilities | Assets | Liabilities | ||
| Interest rate swap | - | 67,540 | - | 60,677 | |
| Forward | - | 76,700 | - | 75,006 | |
| - | 144,240 | - | 135,683 | ||
| Short term | - | 144,240 | - | 135,683 | |
| Long Term | - | - | - | - | |
| - | 144,240 | - | 135,683 |
| 30 June | 31 December | |
|---|---|---|
| 2025 | 2024 | |
| Interest rate swap | (67,540) | (60,677) |
| Forward | (76,700) | (75,006) |
| (144,240) | (135,683) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| 30 June | 31 December | |
|---|---|---|
| 2025 | 2024 | |
| Short- term bank loans | 310,366 | 223,267 |
| Short term portion of long term bank loans from third parties Total short term bank loans |
2,965,871 | 3,893,372 |
| 3,276,237 | 4,116,639 | |
| Current portion of long-term financial lease | 32,379 | 27,040 |
| Total short term borrowing | 32,379 | 27,040 |
| Long-term bank loans from third parties | 16,882,386 | 16,471,788 |
| Total non-current bank loans | 16,882,386 | 16,471,788 |
| Long-term leases | 939,821 | 750,699 |
| Total long-term borrowings | 939,821 | 750,699 |
| Total current and non current financial debt | 21,130,823 | 21,366,166 |
| The maturities of bank borrowings are as follows: | ||
| 30 June | 31 December | |
| 2025 | 2024 | |
| Payable within 1 year | 3,276,237 | 4,116,639 |
| Payable between 1-2 years | 3,537,255 | 2,957,816 |
| Payable between 2-3 years | 3,451,794 | 2,859,640 |
| Payable between 3-4 years | 5,386,274 | 2,703,144 |
| Payable between 4-5 years | 1,956,974 | 4,795,013 |
| Payable after 5+ years | 2,550,089 | 3,156,175 |
| 20,158,623 | 20,588,427 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The Group's principal bank borrowings are as follows:
The table below details changes in the Group's liabilities arising from financing activities, including both cash and non–cash changes. Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in the Group's consolidated statement of cash flows as cash flows from financing activities.
| 1 January | Financing | Financing | Foreign exchange | Other | Monetary | 30 June | |
|---|---|---|---|---|---|---|---|
| 2025 | cash inflows | cash outflows | loss | changes | gain | 2025 | |
| Bank loans | 20,588,427 | 2,047,464 | (3,916,437) | 4,532,159 | (25,687) | (3,067,303) | 20,158,623 |
| 1 January | Financing | Financing | Foreign exchange | Other | Monetary | 30 June | |
| 2024 | cash inflows | cash outflows | loss | changes | gain | 2024 | |
| Bank loans | 31,773,003 | 1,756,053 | (6,090,495) | 2,076,768 | 132,098 | (6,154,783) | 23,492,644 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Equivalent of |
|||
|---|---|---|---|
| 30 June 2025 |
Thousands TRY | Thousands USD | Thousands EUR |
| 1. Trade receivables |
21,703 | 2 | 464 |
| 2. Monetary financial assets |
3,140,244 | 241 | 67,250 |
| 3. Non monetary financial assets |
454,500 | 3 0 |
9,737 |
| 4. CURRENT ASSETS |
3,616,447 | 273 | 77,451 |
| 5. Monetary financial assets |
- | - | - |
| 6. Non monetary financial assets |
- | - | - |
| 7.NON CURRENT ASSETS |
- | - | - |
| 8.TOTAL ASSETS |
3,616,447 | 273 | 77,451 |
| 9.Trade payables |
(81,048) | (667) | (1,171) |
| 10.Financial liabilities |
(3,295,709) | - | (70,795) |
| 11.Non monetary financial liabilities |
- | - | - |
| 12.Non monetary other liabilities |
(7,008) | (50) | (108) |
| 13.CURRENT LIABILITIES |
(3,383,765) | (717) | (72,074) |
| 14.Trade payables |
- | - | - |
| 15.Financial liabilities |
(15,806,829) | - | (339,548) |
| 16.Non monetary financial liabilities |
(2,909,684) | (5,309) | (57,971) |
| 17.Non monetary other liabilities |
(14,002) | (68) | (243) |
| 18.NON CURRENT LIABILITIES |
(18,730,515) | (5,377) | (397,762) |
| 19.TOTAL LIABILITIES |
(22,114,280) | (6,094) | (469,836) |
| 20. Net foreign currency assets/ (liabilities) position |
(18,497,833) | (5,821) | (392,385) |
| 21. Monetary items net foreign currency assets/(liabilities) |
|||
| position (1+2+5+9+10+11+14+15+16) |
(18,931,323) | (5,733) | (401,771) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Equivalent of |
|||
|---|---|---|---|
| 31 2024 December |
Thousands TRY |
USD Thousands |
Thousands EUR |
| Trade receivables 1. |
23,020 | 1 5 |
522 |
| 2. Monetary financial assets |
3,110,647 | 201 | 72,371 |
| 3. monetary financial Non assets |
422,610 | 109 | 9,754 |
| 4. CURRENT ASSETS |
3,556,277 | 325 | 82,647 |
| 5. Monetary financial assets |
- | - | - |
| 6. monetary financial Non assets |
- | - | - |
| 7.NON CURRENT ASSETS |
- | - | - |
| 8.TOTAL ASSETS |
3,556,277 - |
325 | 82,647 |
| 9.Trade payables |
(109,849) | (682) | (1,855) |
| 10.Financial liabilities |
(3,602,059) | - | (84,027) |
| monetary financial liabilities 11.Non |
(768,924) | - | (17,937) |
| 12.Non monetary other liabilities |
(42,233) | (51) | (936) |
| 13.CURRENT LIABILITIES |
(4,523,065) | (733) | (104,755) |
| 14.Trade payables |
- | - | - |
| 15.Financial liabilities |
(16,368,360) | - | (381,832) |
| 16.Non monetary financial liabilities |
(1,954,966) | (5,063) | (40,750) |
| monetary other liabilities 17.Non |
(16,884) | (162) | (238) |
| 18.NON CURRENT LIABILITIES |
(18,340,210) | (5,225) | (422,820) |
| 19.TOTAL LIABILITIES |
(22,863,275) | (5,958) | (527,575) |
| 20. Net foreign currency assets/ (liabilities) position |
(19,306,998) | (5,633) | (444,928) |
| items net foreign currency assets/(liabilities) 21. Monetary |
|||
| position (1+2+5+9+10+11+14+15+16) |
(19,670,491) | (5,529) | (453,508) |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
The Group is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the US Dollar and Euro.
The following table details the Group's sensitivity to a 20% increase and decrease in the US Dollars and Euro. 20% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 20% change in foreign currency rates. The sensitivity analysis includes external loans within the Group where the denomination of the loan is in a currency other than the currency of the lender or the borrower.
A positive number indicates an increase in profit or loss.
| 30 June 2025 Profit / (Loss) |
||||
|---|---|---|---|---|
| Appreciation of | Depreciation of | |||
| foreign currencies | foreign currencies | |||
| If US Dollars 20% appreciated vs TRY | ||||
| US Dollars net assets/ (liabilities) | (45,569) | 45,569 | ||
| If EUR 20% appreciated vs TRY | ||||
| Euro net assets/ (liabilities) | (3,745,100) | 3,745,100 | ||
| TOTAL | (3,790,670) | 3,790,670 | ||
| 31 December 2024 | ||||
| Profit / (Loss) | ||||
| Appreciation of | Depreciation of | |||
| foreign currencies | foreign currencies | |||
| If US Dollars 20% appreciated vs TRY | ||||
| US Dollars net assets/ (liabilities) | (38,950) | 38,950 | ||
| If EUR 20% appreciated vs TRY | ||||
| Euro net assets/ (liabilities) | (3,332,640) | 3,332,640 | ||
| TOTAL | (3,371,590) | 3,371,590 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
In accordance with the decision taken at the meeting of the Board of Directors dated 14.04.2025 and numbered 2025/18 has decided to enter into negotiation to sign two separate share transfer agreements regarding; purchasing of the 50% share, equivalent to TRY 50,000.00, of the Euro Crescent Private Limited in Kurtköy Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş., in which the Company currently holds a 50% share equivalent to TRY 50,000, purchasing of 50% share equivalent to TRY 500,000, of the Euro Crescent Private Limited in Esentepe Gayrimenkul Yatırım İnşaat Turizm Sanayi ve Ticaret A.Ş. in which the Company currently holds a 50% share equivalent to TRY 500,000.
Following the negotiation, the Agreements were executed on 24.07.2025, and the transfers have not yet been completed. Obtaining approval from the Competition Board for share transfer transactions is one of the prerequisites for the realization of the share transfer. An application for approval will be submitted to the Competition Board, and further information will be provided once the Board has made its decision.
| 30 June | 31 December | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Cash on hand | 215 | 117 | |
| Demand deposits | 853,165 | 1,049,494 | |
| Time deposits | 3,626,476 | 3,135,401 | |
| 4,479,856 | 4,185,012 |
As of 30 June 2025, there are no blocked deposits (31 December 2024: None).
As of 30 June 2025, and 31 December 2024, the details of time deposits are as follows:
| Currency | Range of interest | Maturity | Currency | 30 June |
|---|---|---|---|---|
| type | rate % | date | amount | 2025 |
| EUR | 0,05-2,05 | July 2025 | 49,863 | 2,321,246 |
| TRY | 35-48 | July 2025 | 1,301,601 | 1,301,601 |
| USD | 0.01 | July 2025 | 9 1 | 3,629 |
| 3,626,476 | ||||
| Currency | Range of interest | Maturity | Currency | 31 December |
| type | rate % | date | amount | 2024 |
| TRY | 20-46 | January 2025 | 51,102 | 2,190,627 |
| USD | 4.10 | January 2025 | 806,188 | 940,580 |
| EUR | 0.01-2.70 | January 2025 | 102 | 4,194 |
| 3,135,401 |
(Amounts expressed in thousands of Turkish Lira ("TRY") in terms of purchasing power of the TRY at 30 June 2025 unless otherwise indicated.)
| Non-Monetary Items | |
|---|---|
| Statement of Financial Position Items | 30 June 2025 |
| Inventories | 469,023 |
| Investment properties | 16,120,321 |
| Property, plant and equipment | 337 |
| Other liabilities | 327,628 |
| Deferred tax liability | (1,687,005) |
| Paid-in capital | (785,233) |
| Share premiums | (2,090,203) |
| Restricted reserves | (109,903) |
| Remeasurement of defined benefit obligations | 2,565 |
| Prior years' gains | (9,240,658) |
| Profit or Loss Statement Items | |
| Revenue | (266,400) |
| Cost of sales | 93,303 |
| Marketing expenses | 1,597 |
| General administrative expenses | 16,894 |
| Income from investment activities | (52) |
| Other operating income | (253,869) |
| Other operating expense | 9,380 |
| Financial expenses | 467,829 |
| NET MONETARY POSITION GAINS | 3,075,554 |
…………………..
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