Quarterly Report • Nov 10, 2025
Quarterly Report
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(Convenience translation of the report and consolidated financial statements originally issued in Turkish)
Astor Enerji A.Ş. and its subsidiaries
Financial statements and limited audit for the period January 1-September 30, 2025
| Table of contents | Pages |
|---|---|
| Statement of consolidated financial position | 1-2 |
| Statement of consolidated profit or loss and other comprehensive income | 3 |
| Statement of consolidated changes in equity | 4 |
| Statement of consolidated cash flows | 5 |
| Notes to the consolidated financial statements | 6-27 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
| Current year | Prior year | ||
|---|---|---|---|
| Unaudited | Audited | ||
| Notes | September 30, 2025 | December 31, 2024 | |
| Assets | |||
| Current assets | |||
| Cash and cash equivalents | 3 | 1.980.699.574 | 5.855.465.773 |
| Financial investments | 3 | 8.263.286.012 | 4.080.244.386 |
| Trade receivables: | |||
| - Due from related parties | 5, 17 | 135.776.886 | 22.071.162 |
| - Due from third parties | 5 | 6.478.896.335 | 8.186.516.641 |
| Other receivables: | |||
| - Due from related parties | - | 5.190.304 | |
| - Due from third parties | 702.976.350 | 289.683.594 | |
| Inventories | 6 | 7.850.190.647 | 3.590.674.173 |
| Prepaid expenses | 8 | 5.902.826.382 | 4.416.042.419 |
| Other current assets | 337.825.767 | 40.536.491 | |
| Total current assets | 31.652.477.953 | 26.486.424.943 | |
| Non-current assets | |||
| Other receivables: | |||
| - Due from third parties | 5.810.388 | 18.243.644 | |
| Financial investments | 3 | 1.958.745.192 | 1.169.037.847 |
| Property, plant and equipment | 7 | 8.031.388.720 | 7.107.211.571 |
| Intangible assets: | |||
| - Other intangible assets | 7 | 1.639.294.896 | 2.599.076.580 |
| - Goodwill | 7 | 278.168.028 | - |
| Prepaid expenses | 225.500.948 | 131.516.128 | |
| Deferred taxes | 12 | 37.220.588 | 809.643.825 |
| Total non-current assets | 12.176.128.760 | 11.834.729.595 | |
| Total assets | 43.828.606.713 | 38.321.154.538 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
| Current year | Prior year | ||
|---|---|---|---|
| Unaudited | Audited | ||
| Notes | September 30, 2025 | December 31, 2024 | |
| Liabilities | |||
| Short-term financial liabilities | |||
| Short-term borrowings | 4 | 4.589.287.800 | 2.242.827.156 |
| Current instalments of long-term financial liabilities | 4 | 104.890.640 | 150.841.871 |
| Trade payables: | |||
| - Due to related parties | 5, 17 | 38.096 | 5.376.559 |
| - Due to third parties | 5 | 2.317.825.593 | 2.100.158.384 |
| Deferred income | 10 | 6.326.564.559 | 6.967.141.440 |
| Current tax liabilities | 81.639.831 | - | |
| Short-term provisions: | |||
| - Liabilities related to employee benefits | 286.114.339 | 169.672.496 | |
| - Short-term provisions for employee benefits | 62.710.356 | 49.297.218 | |
| - Other provisions | 249.627.805 | 8.431.502 | |
| Other current liabilities | 424.753.734 | 397.898.269 | |
| Total short-term liabilities | 14.443.452.753 | 12.091.644.895 | |
| Long-term liabilities | |||
| Long-term borrowings | 4 | - | 47.824.832 |
| Long-term provisions: | |||
| - Long-term provisions for employee benefits | 79.380.125 | 61.802.418 | |
| Total long-term liabilities | 79.380.125 | 109.627.250 | |
| Total liabilities | 14.522.832.878 | 12.201.272.145 | |
| Equity | |||
| Paid-in share capital | 11 | 998.000.000 | 998.000.000 |
| Share capital adjustment differences | 11 | 2.710.228.184 | 2.710.228.184 |
| Share premiums and discounts | 2.944.269.068 | 2.944.269.068 | |
| Reserves on retained earnings | 1.049.980.229 | 1.049.980.229 | |
| Other comprehensive income or expenses that will not be | |||
| reclassified to profit or loss: | |||
| - Revaluation gain on property, plant and equipment | 998.372.782 | 998.372.782 | |
| - Defined benefit plans remeasurement (loss)/ gain | (77.798.941) | (55.223.877) | |
| Foreign currency translation differences | 10.098.688 | 3.534.618 | |
| Retained earnings | 15.913.285.689 | 11.168.035.011 | |
| Net profit for the year | 4.759.338.136 | 6.302.686.378 | |
| Total equity | 29.305.773.835 | 26.119.882.393 | |
| Total liabilities and equity | 43.828.606.713 | 38.321.154.538 |
The accompanying notes are an integral part of these financial statements.
| Current Period | Prior Period | Current Period | Prior Period | ||
|---|---|---|---|---|---|
| Not Reviewed 1 January – |
Not Reviewed 1 January – |
Not Reviewed 1 April – |
Not Reviewed 1 April – |
||
| September 30, | September 30, | September 30, | September 30, | ||
| Notes | 2025 | 2024 | 2025 | 2024 | |
| Revenue | 13 | 22.158.943.115 | 24.709.381.005 | 7.543.432.965 | 8.081.334.645 |
| Cost of sales (-) | (13.578.936.857) | (15.201.910.056) | (4.669.606.940) | (4.714.206.172) | |
| Gross profit | 8.580.006.258 | 9.507.470.949 | 2.873.826.025 | 3.367.128.473 | |
| Administrative expenses (-) | (442.413.146) | (462.802.838) | (150.108.529) | (104.261.116) | |
| Marketing, sales and distribution expenses (-) | (1.532.958.434) | (1.296.404.713) | (465.104.247) | (359.236.398) | |
| Research and development expenses (-) | (133.729.365) | (451.039.958) | (44.238.396) | (222.894.672) | |
| Other income from operating activities | 14 | 2.846.787.236 | 1.823.998.647 | 923.357.898 | 447.693.305 |
| Other expenses from operating activities (-) | 14 | (2.892.605.603) | (1.686.895.254) | (814.388.366) | (478.980.991) |
| Operating profit | 6.425.086.946 | 7.434.326.833 | 2.323.344.385 | 2.649.448.601 | |
| Income from investment activities | 15 | 3.818.881.955 | 1.192.969.371 | 2.033.260.390 | 12.789.503 |
| Expenses from investment activities (-) | 15 | (73.983.229) | (522.825.329) | (54.061.749) | (330.929.185) |
| Operating profit before finance expenses | 10.169.985.672 | 8.104.470.875 | 4.302.543.026 | 2.331.308.919 | |
| Financial income | 16 | 1.676.356.018 | 1.608.519.109 | 401.588.091 | 782.433.393 |
| Financial expenses (-) | 16 | (1.163.602.929) | (547.775.375) | (530.483.923) | (258.524.629) |
| Net monetary (loss)/ gain | (5.484.203.521) | (3.558.056.090) | (1.259.985.995) | 356.373.825 | |
| Profit/loss from operations before tax | 5.198.535.240 | 5.607.158.519 | 2.913.661.199 | 3.211.591.508 | |
| Current tax expenses (-) | 12 | (347.396.272) | (714.103.339) | (114.357.923) | (315.747.191) |
| Deferred tax (expenses) | 12 | (91.800.832) | (272.391.895) | (54.568.835) | (135.871.420) |
| Profit for the period | 4.759.338.136 | 4.620.663.285 | 2.744.734.441 | 2.759.972.897 | |
| Earnings per share | 20 | 4,77 | 4,63 | 2,75 | 2,77 |
| Other comprehensive income | |||||
| Not to be reclassified to profit or loss | |||||
| (Losses) on remeasurement of defined benefit plans |
(30.100.086) | (40.083.417) | (2.964.962) | (21.667.557) | |
| Deferred tax income | 7.525.022 | 10.020.854 | 741.240 | 5.416.889 | |
| Foreign currency translation differences | 6.564.070 | 7.890.256 | (249.991) | 23.136.566 | |
| Other comprehensive (loss)/ income | (16.010.994) | (22.172.307) | (2.473.713) | 6.885.898 | |
| Total comprehensive income | 4.743.327.142 | 4.598.490.978 | 2.742.260.728 | 2.766.858.795 |
The accompanying notes are an integral part of these financial statements.
Astor Enerji A.Ş. and its subsidiaries
Statement of consolidated changes in equity for the period ended September 30, 2025 (Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30 ,2025, unless otherwise stated.)
| Paid-in capital | Share capital adjustment differences |
Share premiums and discounts |
Reserves on retained earnings |
Property, plant and equipment revaluation fund |
Accumulated other comprehensive income |
Foreign currency translation differences |
Retained earnings gains |
Net profit for the year |
Total equity | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balances as of January 1, 2024 |
998.000.000 | 2.710.228.184 | 2.944.269.068 | 573.543.402 | 998.372.782 | (31.534.999) | (3.576.894) | 5.647.139.337 | 8.327.280.187 | 22.163.721.067 |
| Transfers Net profit for the year Dividend Other comprehensive expenses |
- - - - |
- - - - |
- - - - |
476.436.827 - - - |
- - - - |
- - - (30.062.563) |
- - - 7.890.256 |
7.850.843.360 - (2.329.947.687) - |
(8.327.280.187) 4.620.663.285 - - |
- 4.620.663.285 (2.329.947.687) (22.172.307) |
| Balances as of September 30, 2024 |
998.000.000 | 2.710.228.184 | 2.944.269.068 | 1.049.980.229 | 998.372.782 | (61.597.562) | 4.313.362 | 11.168.035.010 | 4.620.663.285 | 24.432.264.358 |
| Balances as of January 1, 2025 |
998.000.000 | 2.710.228.184 | 2.944.269.068 | 1.049.980.229 | 998.372.782 | (55.223.877) | 3.534.618 | 11.168.035.011 | 6.302.686.378 | 26.119.882.393 |
| Transfers Net profit for the year Dividend Other comprehensive expenses |
- - - - |
- - - - |
- - - - |
- - - - |
- - - - |
- - - (22.575.064) |
- - - 6.564.070 |
6.302.686.378 - (1.557.435.700) - |
(6.302.686.378) 4.759.338.136 - - |
- 4.759.338.136 (1.557.435.700) (16.010.994) |
| Balances as of September 30, 2025 |
998.000.000 | 2.710.228.184 | 2.944.269.068 | 1.049.980.229 | 998.372.782 | (77.798.941) | 10.098.688 | 15.913.285.689 | 4.759.338.136 | 29.305.773.835 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
| Unaudited | Unaudited | ||
|---|---|---|---|
| January 1 – | January 1 – | ||
| September 30, | September 30, | ||
| 2025 | 2024 | ||
| A. Cash flows from operating activities | Notes | 506.781.934 | 10.257.003.504 |
| Net profit for the year | 4.759.338.136 | 4.620.663.285 | |
| Adjustment for reconciliation of profit for the year | 427.631.312 | 5.573.212.211 | |
| Adjustments for depreciation and amortization expenses Adjustment for provisions: |
7 | 739.029.360 | 768.852.948 |
| -Adjustments for doubtful trade receivables | (141.709.539) | 4.089.739 | |
| -Adjustment for unused vacation liabilities | 23.407.654 | 27.991.267 | |
| -Adjustment for provision for employment termination benefits | 19.799.345 | 9.759.088 | |
| Adjustment for tax expenses | 439.197.104 | 986.495.234 | |
| Adjustment for losses/ (gains) on sales of fixed assets | (20.456.396) | (15.638.511) | |
| Adjustments related to interest income and expenses | (711.376.227) | (1.735.400.510) | |
| Foreign currency translation differences | 6.564.068 | 7.890.256 | |
| Fair value adjustments for financial investments | (3.035.875.256) | (83.260.523) | |
| Adjustments for provisions for lawsuits | 3.952.900 | (902.027) | |
| Adjustments for penalty provisions | 14 | 272.315.087 | - |
| Monetary gain/ (loss) | 2.832.783.212 | 5.603.335.250 | |
| Changes in working capital: | |||
| Changes in trade receivables | 1.593.914.583 | 3.073.808.601 | |
| Changes in inventories | (4.259.516.474) | (367.261.843) | |
| Changes in trade payables | (212.328.746) | 120.575.491 | |
| Changes in other receivables | (395.669.196) | (236.702.247) | |
| Changes in other liabilities | (142.251.035) | (568.714.282) | |
| Changes in deferred income | 640.576.881 | (645.869.573) | |
| Changes in prepaid expenses | (1.580.768.783) | (1.269.458.576) | |
| Changes in other current assets | (324.144.744) | (43.249.563) | |
| B. Cash flows from investing activities | (1.342.283.282) | (3.057.437.371) | |
| Cash outflows from purchases of tangible and intangible assets | 7 | (2.350.487.918) | (2.524.887.423) |
| Cash inflows from sales of tangible and intangible assets | 7 | 1.647.063.092 | 121.955.585 |
| Cash paid for acquisition of subsidiary | 7 | (278.168.028) | - |
| Cash outflows from financial investments | (3.724.442.331) | (654.505.533) | |
| C. Cash flows from financing activities | (3.119.807.000) | (1.822.826.207) | |
| Cash inflows from borrowings and repayments of borrowings, net | 2.251.802.306 | (46.496.493) | |
| Interest paid | (629.175.769) | (1.113.461.748) | |
| Dividend paid | (1.557.435.700) | (2.329.947.687) | |
| Changes in financial investments | (1.407.474.119) | (559.843.775) | |
| Increase in cash and cash equivalents (A+B+C) | (5.541.536.533) | 3.149.816.430 | |
| D. Cash and cash equivalents at the beginning of the year | 5.855.465.773 | 3.046.868.804 | |
| E. Monetary gain/ (loss) on cash and cash equivalents | 1.666.770.334 | (958.651.330) | |
| F. Cash and cash equivalents at the end of the year (A+B+C+D) | 3 | 1.980.699.574 | 5.238.033.904 |
Astor Enerji A.Ş. ("Astor" or the "Company") was established as Transtek Transformatör Sanayi ve Ticaret A.Ş. in Istanbul in 1983. The Company changed its trade name to Astor Transformatör ve Enerji Sanayi Ticaret Anonim Şirketi and Astor Transformatör Enerji Turizm İnşaat ve Petrol Sanayi Ticaret A.Ş. in 2003 and 2008, respectively. The current trade name is Astor Enerji A.Ş., which was announced in the Turkish Trade Registry Gazette with registration number 10281, dated March 5, 2021.
The actual business activity of the Company involves manufacturing transformers and medium/high voltage switching products required by industrial facilities, as well as the energy generation, transmission, and distribution sectors. In order to carry out these productions, the Company also engages in the import, export, purchase, and sale of necessary machinery, equipment, raw materials, finished products, and semi-finished goods. Additionally, the Company provides field installation, commissioning, and field-testing services as part of its after-sales support for the products it manufactures.
The registered address of the Company is Alci OSB Mah. 2001 Cadde, Block A, No: 5a, Sincan, Ankara, Turkey. In its factory, which was commissioned in 2017 and has a closed area of approximately 78,000 m2, established on a land of 95,000 m2, and in the same area, Alcı OSB Mah. 2011 Cad. No: 5 in the mechanical manufacturing factory, which started its operations in 2020, which has a closed area of approximately 27,000 m2 and established on land of 42,000 m2, they manufacture substations including oily type distribution, dry type distribution, power, special type and industrial transformers, medium and high voltage switching products, concrete and sheet metal kiosks.
The registered address of the Company is Alci OSB Mah., 2001 Cadde, Block A, No: 5a, Sincan, Ankara, Turkey.
As of September 30, 2025, the number of employees employed within the Company is 2.376 (December 31, 2024: 2.122).
As of January 18, 2023, the company was listed on Borsa İstanbul A.Ş., and its shares began trading from this date.
The Company's structure of shareholders is as follows;
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Share (%) | TL | Share (%) | TL | |
| Feridun Geçgel | 57% | 571.350.000 | 67% | 671.150.000 |
| Public portion | 37% | 366.900.000 | 28% | 276.900.000 |
| Astor Holding A.Ş. | 6% | 59.750.000 | 5% | 49.950.000 |
| Paid-in capital | 100 | 998.000.000 | 100 | 998.000.000 |
| Share capital adjustment differences | 2.710.228.184 | 2.710.228.184 | ||
| Total | 3.708.228.184 | 3.708.228.184 |
As of September 30, 2025, the Company's capital consists of 998.000.000 shares nominal value TL 1 (998.000.000 shares nominal value TL 1 as of December 31, 2024).
The subsidiaries, branches and their respective principal activities of Astor Enerji A.Ş. included in the consolidation are as follows:
| Subsidiaries | Country of Operation | Ownership Interest | Principal Activity |
|---|---|---|---|
| Astor RO Energy S.R.L. | Romania | %100 | Solar power generation and trading |
| Asener Enerji Elektrik İnşaat Taah. San. ve Tic. A.Ş. | Türkiye | %100 | Electricity generation |
| Branches | Country of Operation | Principal Activity | |
| Astor Enerji A.Ş. Baghdad Branch | Iraq | Installation and assembly of electrical equipment | |
| Astor Enerji A.Ş. Zaragoza Branch | Spain | Installation and assembly of electrical equipment |
Financial statements have been approved by the management and authorized for publication on November 10, 2025. The General Assembly has the authority to alter the financial statements.
Group's financial statements have been prepared in accordance with the principles set forth in the Capital Markets Board's ("CMB") Communiqué No. II-14.1 on "Principles of Financial Reporting in Capital Markets," published in the Official Gazette No. 28676 dated June 13, 2013. They are also prepared in accordance with the Turkish Financial Reporting Standards ("TFRS") and related amendments and interpretations issued by the Public Oversight, Accounting and Auditing Standards Authority ("POA"), ensuring alignment with international standards. TFRS are updated through communiqués to maintain consistency with changes in International Financial Reporting Standards ("IFRS").
The financial statements are based on Group's legal records and are expressed in Turkish Lira. They have been prepared after being subjected to certain adjustments and reclassification changes in accordance with the Turkish Accounting Standards published by the Public Oversight, Accounting and Auditing Standards Authority ("POA") to fairly present Group's financial position.
The preparation of financial statements in accordance with TAS (Turkish Accounting Standards) and TFRS (Turkish Financial Reporting Standards) requires the use of certain assumptions and significant accounting estimates that affect the explanatory notes related to assets, liabilities, and contingent assets and liabilities. Although these estimates are based on management's best judgments within the context of current events and actions, actual results may differ from those estimates. Assumptions and estimates that require complex and more advanced judgments can have a significant impact on the financial statements.
There are no seasonal and periodic changes that will significantly affect Group's activities.
TL has been determined as the reporting and presentation currency for the financial statements of the Group. The accompanying financial statements are prepared in TL including the financial statements as of September 30, 2025 and the previous period's financial data to be used for comparison.
The exchange rate information for the end of the period as of September 30, 2025 and 2024 used by the Group is as follows;
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| USD | 41,5068 | 35,2803 |
| EUR | 48,7512 | 36,7362 |
The functional currency of the Group and its subsidiaries operating in Turkey is the Turkish Lira ("TL"). The functional currencies of the Group's subsidiaries operating outside Turkey are as follows:
| Functional currency | |
|---|---|
| Astor RO Energy S.R.L. | RON |
The functional currency of the Group's branch operating outside Turkey is as follows:
| Functional currency | |
|---|---|
| Astor Enerji A.Ş Baghdad Branch | IQD |
| Astor Enerji A.Ş Zaragoza Branch | EUR |
The reporting presentation currency for the Group's financial statements is set as TRY. During the inclusion of branches with functional currencies other than TRY, the translation process is carried out by converting the balance sheet items at the exchange rate at the end of the reporting period and converting income and expenses at the average exchange rate for the period into TRY. Any resulting gain or loss from the translation process is reported in the other comprehensive income statement under the "foreign currency translation differences" account.
Astor Enerji A.Ş. Baghdad and Zaragoza Branch engages in all types of tenders and commercial activities related to the installation, assembly, and commissioning of electrical equipment in the country and region where it operates.
The financial statements have been prepared on the basis of the continuity of the enterprise under the assumption that the group will benefit from its assets and fulfil its obligations in the next one year and within the natural flow of its activities.
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 annual reporting period ending on or after December 31, 2023 with the announcements made by the Public Oversight Accounting and Auditing Standards Authority on November 23, 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.
The accompanying financial statements are prepared on a historical cost basis, except for (assets and liabilities will be specified) measured at fair value and (classes of property, plant and equipment or intangible assets will be specified) measured at revalued amounts.
Financial statements and corresponding figures for previous periods have been restated for the changes in the general purchasing power of Turkish lira and, as a result, are expressed in terms of purchasing power of Turkish lira as of September 30, 2025 as per TAS 29.
On the application of TAS 29, the entity used the conversion coefficient derived from the Customer Price Indexes published by Turkey Statistical Institute according to directions given by POA. The CPI for current and previous year periods and corresponding conversion factors since the time when the Turkish lira previously ceased to be considered currency of hyperinflationary economy, i.e., since January 1, 2005, were as follow:
| Date | Index | Adjustment coefficient | Three-Year Cumulative Inflation Rate |
|---|---|---|---|
| September 30, 2025 | 3.367,22 | 1,00000 | %222 |
| December 31, 2024 | 2.684,55 | 1,25430 | %291 |
| September 30, 2024 | 2.526,16 | 1,33294 | %343 |
Assets and liabilities were separated into those that were monetary and non–monetary, with non–monetary items were further divided into those measured on either a current or historical basis to perform the required restatement of financial statements under TAS 29. Monetary items (other than index -linked monetary items) and non-monetary items carried at amounts current at the end of the reporting period were not restated because they are already expressed in terms of measuring unit as of September 30, 2025. Nonmonetary items which are not expressed in terms of measuring unit as of September 30, 2025 were restated by applying the conversion factors. The restated amount of a non-monetary item was reduced, in accordance with appropriate TFRSs, in cases where it exceeds its recoverable amount or net realizable value. Components of shareholders' equity in the statement of financial position and all items in the statement of profit or loss and other comprehensive income have also been restated by applying the conversion factors.
Non-monetary items measured at historical cost that were acquired or assumed and components of shareholders' equity that were contributed or arose before the time when the Turkish lira previously ceased to be considered currency of hyperinflationary economy, i.e. before January 1, 2005, were restated by applying the change in the CPI from January 1, 2005 to September 30, 2025.
The application of TAS 29 results in an adjustment for the loss of purchasing power of the Turkish lira presented in Net Monetary Position Gains (Losses) item in the profit or loss section of the statement of profit or loss and comprehensive income. In a period of inflation, an entity holding an excess of monetary assets over monetary liabilities loses purchasing power and an entity with an excess of monetary liabilities over monetary assets gains purchasing power to the extent the assets and liabilities are not linked to a price level. This gain or loss on the net monetary position is derived as the difference resulting from the restatement of non-monetary items, owners' equity and items in the statement of profit or loss and other comprehensive income and the adjustment of index linked assets and liabilities.
In addition, in the first reporting period in which TAS 29 is applied, the requirements of the Standard are applied as if the economy had always been hyperinflationary. Therefore, the statement of financial position at the beginning of the earliest comparative period, i.e. as of January 1, 2022, was restated as the basis of all subsequent reporting. Restated retained earnings/losses in the statement of financial position as of January 1, 2022 was derived as balancing figure in the restated statement of financial position.
If an enterprise whose functional currency is the currency of a hyperinflationary economy presents its financial statements in a foreign currency, the financial statements are adjusted for inflation before translation in accordance with TAS 29. In the translation of the enterprise's current period financial position statement and profit or loss and other comprehensive income statements, the exchange rate at the end of the current reporting period is used for all assets, liabilities, equity, income and expense items.
In the translation of comparative financial statements, it is important whether the currency in which the translation is made is the currency of a hyperinflationary economy or not. If the currency in which the translation is made is not the currency of a hyperinflationary economy, the comparative amounts would be those presented as current year amounts in the prior year's financial statements. Otherwise, all comparative figures are also translated the exchange rate at the end of the current reporting period.
The financial statements of the Group are prepared comparatively with the previous period in order to enable the determination of the financial situation and performance trends order to comply with the presentation of the current period financial statements, comparative information is reclassified when deemed necessary and significant differences are disclosed.
The accounting policies adopted in preparation of the consolidated financial statements as of September 30, 2025 are consistent with those of the previous financial year, except for the adoption of new and amended TFRS and TFRS interpretations effective as of January 1, 2025 and thereafter. The effects of these standards and interpretations on the Group financial position and performance have been disclosed in the related paragraphs.
These changes have had no impact on the Group's financial position or performance.
Standards, interpretations and amendments to existing standards that are issued but not yet effective up to the date of issuance of the consolidated financial statements are as follows. The Group will make the necessary changes if not indicated otherwise, which will be affecting the consolidated financial statements and disclosures when the new standards and interpretations become effective.
The following amendments to IFRS 9 and IFRS 7, Annual Improvements to IFRS Accounting Standards as well as IFRS 18 and IFRS 19 are issued by IASB but not yet adapted/issued by POA. Therefore, they do not constitute part of TFRS. The Group will make the necessary changes to its financial statements after the amendments and new Standard are issued and become effective under TFRS.
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
In accordance with Turkish Accounting Standard No:34 "Interim Financial Reporting," entities are free to prepare their interim financial statements either as a full set or in a condensed format. In this context, the Group has opted to prepare condensed financial statements for interim periods. Therefore, these condensed interim financial statements should be read in conjunction with the Group's financial statements as of December 31, 2024.
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Cash: | ||
| USD | 52.739.821 | 46.306.792 |
| IQD | 1.592.548 | 1.204.812 |
| TL | 97.121 | 14.126 |
| Cash at banks: | ||
| - Demand deposits | ||
| USD | 308.637.717 | 254.772.190 |
| IQD | 102.929.749 | 23.804.747 |
| EUR | 69.651.236 | 205.250.729 |
| TL | 44.284.459 | 114.510.103 |
| GBP | 918.326 | 285.550.733 |
| RON | 908.111 | - |
| AUD | 407.798 | - |
| - Time deposits | ||
| TL | 1.236.137.875 | 3.892.339.880 |
| EUR | 134.857.182 | 230.390.321 |
| USD | 18.254.524 | 796.534.828 |
| Other cash equivalents | 9.283.107 | 4.786.512 |
| Cash and cash equivalents in financial statements | 1.980.699.574 | 5.855.465.773 |
As of September 30, 2025, the annual average interest rate applied to EUR-denominated time deposits is 1,25% and the annual average interest rate applied to TL-denominated time deposits is 42%, the annual average interest rate applied to EUR-denominated time deposits is 1,75% and the maturities of time deposits are less than three months (As of December 31, 2024, the annual average interest rate applied to USD-denominated time deposits is 3,80%, the annual average interest rate applied to EUR-denominated time deposits is 2,3% the annual average interest rate applied to TL-denominated time deposits is 42%, and the maturities of time deposits are less than three months).
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Financial investments | 8.263.286.012 | 4.080.244.386 |
| Total | 8.263.286.012 | 4.080.244.386 |
| ii) Long-term investments | ||
| September 30, 2025 | December 31, 2024 | |
| Re-Pie Portföy Yönetim A.Ş. Venture Capital Fund | 1.037.336.690 | 1.099.541.156 |
| A1 Capital Yatırım Menkul Değerler A.Ş. Bonds Hedef Portföy Yönetim A.Ş. Value Venture Capital Fund |
864.393.260 53.340.766 |
- 66.905.105 |
| Albaraka Portföy Yönetim A.Ş. Ostim Venture Capital Fund | 3.674.476 | 2.591.586 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
As of September 30, 2025 and December 31, 2024, the details of the Group's financial liabilities are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Short-term bank loans | 4.589.287.800 | 2.242.827.156 |
| Short-term portion of long-term bank loans | 104.890.640 | 150.841.871 |
| Short-term financial borrowings | 4.694.178.440 | 2.393.669.027 |
| September 30, 2025 | December 31, 2024 | |
| Long-term bank borrowings | - | 47.824.832 |
| Long-term financial borrowings | - | 47.824.832 |
| Total financial liabilities | 4.694.178.440 | 2.441.493.859 |
| The repayment schedule of financial borrowings is as follows: | ||
| September 30, 2025 | December 31, 2024 | |
| To be paid within 1 year | 4.694.178.440 | 2.393.669.027 |
| To be paid within 1 to 2 years | - | 47.824.832 |
| Total | 4.694.178.440 | 2.441.493.859 |
As of September 30, 2025 and December 31, 2024, bank loans and leasing borrowings original currency balances and effective interest rates as follows:
| September 30, 2025 | |||
|---|---|---|---|
| Weighted effective | Original | ||
| interest rate (%) | currency | TL | |
| Bank loans and leasing borrowings: | |||
| - TL | 21,35% | 4.284.570.354 | 4.284.570.354 |
| - EUR | 5,00% | 4.129.898 | 201.700.086 |
| - USD | 5,95% | 5.000.000 | 207.908.000 |
| Total | 4.694.178.440 | ||
| December 31, 2024 | |||
| Weighted effective | Original | ||
| interest rate (%) | currency | TL | |
| Bank loans and leasing borrowings: | |||
| - TL | 25,90% | 1.963.325.044 | 1.963.325.044 |
| - EUR | 4,72% | 6.969.950 | 256.510.901 |
| - USD | 5,95% | 6.271.479 | 221.657.913 |
| Total | 2.441.493.858 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
As of September 30, 2025 and December 31, 2024, details of the Group's trade receivables are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Notes receivable: (*) | 2.338.527.753 | 2.450.677.090 |
| Trade receivables: (*) | 4.276.145.468 | 5.757.910.713 |
| -Trade receivables from related parties (Note 17) | 135.776.886 | 22.071.162 |
| -Trade receivables from third parties | 4.952.090.968 | 6.815.819.281 |
| Minus: Provision for doubtful receivables (-) | (655.535.080) | (806.137.291) |
| Minus: Rediscount interest expenses (-) | (156.187.306) | (273.842.439) |
| Total | 6.614.673.221 | 8.208.587.803 |
(*) Trade receivables and notes receivable consist of amounts due from customers for services provided in the normal course of business. Group holds trade receivables and notes receivable to collect contractual cash flows and therefore measures them at amortized cost using the effective interest method.
As of September 30, 2025 and December 31, 2024, details of the Group's trade payables are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Notes payables | 379.555.874 | 420.528.149 |
| Trade payables: | ||
| Trade payables to related parties | 38.096 | 5.376.559 |
| Trade payables to third parties | 1.856.556.245 | 1.591.764.214 |
| Other trade payables | 159.276.723 | 197.829.854 |
| Minus: Rediscount interest income (-) | (77.563.249) | (109.963.833) |
| Total | 2.317.863.689 | 2.105.534.943 |
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Raw materials Semi-finished goods Finished goods Merchandise goods |
2.515.008.355 2.809.298.937 1.725.979.640 799.903.715 |
1.663.999.729 825.713.357 1.076.770.778 24.190.309 |
| Total | 7.850.190.647 | 3.590.674.173 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
As of January 1 – September 30, 2025, the details of property, plant and equipment and accumulated depreciation are as follows:
| January 1, 2025 |
Additions | Disposals | Transfers | September 30, 2025 | |
|---|---|---|---|---|---|
| Cost: | |||||
| Land | 389.314.681 | - | - | - | 389.314.681 |
| Land improvements | 600.827.333 | - | - | 15.305.971 | 616.133.304 |
| Buildings | 1.220.382.468 | - | - | 8.851.700 | 1.229.234.168 |
| Plant, machinery and equipment | 4.639.012.218 | 204.230.928 | (1.740.882) | 243.113.337 | 5.084.615.601 |
| Vehicles | 414.774.627 | 34.285.212 | (74.037.951) | - | 375.021.888 |
| Furniture and fixtures | 290.959.302 | 16.373.411 | (27.440) | - | 307.305.273 |
| Leasehold improvements | 7.299.491 | - | - | - | 7.299.491 |
| Purchased by financial leasing | 205.162.949 | - | - | (24.157.671) | 181.005.278 |
| Construction in progress | 1.985.343.542 | 1.287.767.598 | - | (243.113.337) | 3.029.997.803 |
| Total | 9.753.076.611 | 1.542.657.149 | (75.806.273) | - | 11.219.927.487 |
| Accumulated depreciation: | |||||
| Land improvements | 42.056.214 | 45.760.224 | - | 3.969.842 | 91.786.280 |
| Buildings | 166.523.801 | 44.417.589 | - | 15.718.798 | 226.660.188 |
| Plant, machinery and equipment | 1.964.884.813 | 420.101.218 | (397.960) | 185.472.754 | 2.570.060.825 |
| Vehicles | 29.837.514 | 52.207.503 | (33.025.268) | - | 49.019.749 |
| Furniture and fixture | 234.913.694 | 13.324.820 | (153) | - | 248.238.361 |
| Leasehold improvements | 2.487.610 | 285.754 | - | - | 2.773.364 |
| Purchased by financial leasing | 205.161.394 | - | - | (205.161.394) | - |
| Total | 2.645.865.040 | 576.097.108 | (33.423.381) | - | 3.188.538.767 |
| Net book value | 7.107.211.571 | 966.560.041 | (42.382.892) | - | 8.031.388.720 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
The movements of property, plant and equipment and accumulated depreciation between January 1 and September 30, 2024 are as follows:
| January 1, 2024 |
Additions | Disposals | Transfers | September 30, 2024 |
|
|---|---|---|---|---|---|
| Cost: | |||||
| Land | 389.314.681 | - | - | - | 389.314.681 |
| Land improvements | 71.432.034 | - | - | 529.395.299 | 600.827.333 |
| Buildings | 1.220.382.468 | - | - | - | 1.220.382.468 |
| Plant, machinery and equipment | 3.797.507.483 | 385.519.401 | (6.291.137) | 235.944.131 | 4.412.679.878 |
| Vehicles | 390.084.395 | 33.860.019 | (137.098.625) | - | 286.845.789 |
| Furniture and fixtures | 264.023.090 | 20.652.945 | - | - | 284.676.035 |
| Leasehold improvements | 7.299.491 | - | - | - | 7.299.491 |
| Purchased by financial leasing | 205.162.949 | - | - | - | 205.162.949 |
| Construction in progress | 1.067.491.574 | 1.114.271.906 | - | (1.729.115.004) | 452.648.476 |
| Total | 7.412.698.165 | 1.554.304.271 | (143.389.762) | (963.775.574) | 7.859.837.100 |
| Accumulated depreciation: | |||||
| Land improvements | 8.532.745 | 18.525.161 | - | - | 27.057.906 |
| Buildings | 107.418.372 | 44.329.072 | - | - | 151.747.444 |
| Plant, machinery and equipment | 1.488.405.353 | 353.695.418 | (992.795) | - | 1.841.107.976 |
| Vehicles | 64.856.117 | 24.551.461 | (20.441.382) | - | 68.966.196 |
| Furniture and fixture | 217.365.697 | 13.168.403 | - | - | 230.534.100 |
| Leasehold improvements | 2.002.554 | 389.805 | - | - | 2.392.359 |
| Purchased by financial leasing | 189.121.224 | 16.040.168 | - | - | 205.161.392 |
| Total | 2.077.702.062 | 470.699.488 | (21.434.177) | - | 2.526.967.373 |
| Net book value | 5.334.996.103 | 5.332.869.727 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
The movements of property, plant and equipment and accumulated depreciation between January 1, 2025 and September 30, 2025 are as follows:
| January 1, 2025 | Additions | Disposal | Transfers | September 30, 2025 | |
|---|---|---|---|---|---|
| Costs: | |||||
| Rights | 104.091.596 | 69.034.218 | - | - | 173.125.814 |
| Capitalized development costs (*) | 3.531.826.334 | 738.796.551 | (1.648.450.117) | - | 2.622.172.768 |
| Other intangible assets | 1.408.177 | - | - | - | 1.408.177 |
| Total | 3.637.326.107 | 807.830.769 | (1.648.450.117) | - | 2.796.706.759 |
| Accumulated depreciation: | |||||
| Rights | 40.517.936 | 12.233.000 | - | - | 52.750.936 |
| Capitalized development costs | 996.323.415 | 150.699.252 | (43.769.917) | - | 1.103.252.750 |
| Other intangible assets | 1.408.177 | - | - | - | 1.408.177 |
| Total | 1.038.249.528 | 162.932.252 | (43.769.917) | - | 1.157.411.863 |
| Net book value | 2.599.076.579 | 1.639.294.896 |
The movements of property, plant and equipment and accumulated depreciation between January 1, 2024 and September 30, 2024 are as follows:
| January 1, 2024 | Additions | Disposal | Transfers | September 30, 2024 | |
|---|---|---|---|---|---|
| Costs: | |||||
| Rights | 52.103.820 | 2.649.916 | - | - | 54.753.736 |
| Capitalized development costs (*) | 2.076.382.842 | 571.125.754 | - | 1.932.157.111 | 4.579.665.707 |
| Ongoing development costs (*) | 1.259.156.498 | 396.807.482 | - | (968.381.537) | 687.582.443 |
| Other intangible assets | 1.408.177 | - | - | - | 1.408.177 |
| Total | 3.389.051.337 | 970.583.152 | - | 963.775.574 | 5.323.410.063 |
| Accumulated depreciation: | |||||
| Rights | 26.786.614 | 10.116.169 | - | - | 36.902.783 |
| Capitalized development costs | 981.685.422 | 288.037.291 | - | - | 1.269.722.713 |
| Other intangible assets | 1.408.176 | - | - | - | 1.408.176 |
| Total | 1.009.880.212 | 298.153.460 | - | - | 1.308.033.672 |
| Net book value | 2.379.171.125 | 4.015.376.391 |
(*) Group has established a Research and Development (R&D) Center to benefit from incentives and exemptions under Law No. 5746, "Law on Supporting Research and Development Activities, issued by the Ministry of Industry and Technology of the Republic of Turkey ("Ministry"). Group has received the R&D Center certificate from the Ministry.
Goodwill represents the positive difference between the cost of an acquired subsidiary at the acquisition date and the fair value of its net assets. The Group does not amortize goodwill. The carrying amount of goodwill is reviewed for impairment at least annually, or more frequently if events or changes in circumstances indicate that it might be impaired.
Goodwill arising from the acquisition of foreign operations, together with fair value adjustments made to the carrying amounts of assets and liabilities at the date of acquisition, is treated as assets and liabilities of the foreign operation. Accordingly, such amounts are expressed in the functional currency of the foreign operation and translated at the closing exchange rate at the balance sheet date.
As of 2025, Astor Enerji A.Ş. acquired 100% of the shares of Asener Enerji Üretim Elektrik İnşaat Taahhüt Sanayi ve Ticaret A.Ş., a company holding a solar energy license. Based on the financial statements as of September 30, 2025, provisional goodwill has been calculated over the net assets acquired. As of September 30, 2025, the provisional goodwill amount was TL 278.168.028.
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
As of September 30, 2025 and December 31, 2024, the details of the short-term prepaid expenses account are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Order advances for inventory purchases Prepaid expenses to related parties Expenses for the following months |
5.781.347.552 37.111.004 84.367.826 |
4.283.542.161 46.548.180 85.952.078 |
| Total | 5.902.826.382 | 4.416.042.419 |
As of September 30, 2025 and December 31, 2024, the details of the long-term prepaid expenses account are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Advances given (*) Expenses for future years |
187.083.738 38.417.210 |
- 131.516.128 |
| Total | 225.500.948 | 131.516.128 |
(*) Consists of advances given to entities holding solar energy generation licenses to be incorporated into Astor Ro S.R.L.
The positions of the guarantees, pledges, mortgages and sureties given by the Group ("GMPs") are as follows:
| September 30, 2025 | |||||
|---|---|---|---|---|---|
| TL equivalent | USD | EUR | TL | GBP | |
| A. Total amount of GPMs given for companies' own legal entity |
3.207.837.379 | 19.823.914 | 30.380.747 | 704.658.638 | 3.577.200 |
| B. Total amount of GPMs given in favor of partnerships included in scope of full consolidation |
- | - | - | - | - |
| C. Total GPM given for execution of ordinary commercial activities to collect third parties' debt |
- | - | - | - | - |
| D. Total other GPMs given | - | - | - | - | - |
| I. Total amount of GPM given on behalf of main shareholder |
- | - | - | - | - |
| ii. Total amount of GPM given on behalf of group companies which are not in scope of B and C |
- | - | - | - | - |
| iii. Total amount of GPM given on behalf of third parties which are not in scope of C |
- | - | - | - | - |
| Total | 3.207.837.379 | 19.823.914 | 30.380.747 | 704.658.638 | 3.577.200 |
| December 31, 2024 | |||||
| TL equivalent | USD | EUR | TL | GBP | |
| A. Total amount of GPMs given for companies' own legal entity |
7.037.960.144 | 80.884.966 | 83.619.821 | 1.084.715.311 | 627.148 |
| B. Total amount of GPMs given in favor of partnerships included in scope of full consolidation |
- | - | - | - | - |
| C. Total GPM given for execution of ordinary commercial activities to collect third parties' debt |
- | - | - | - | - |
| D. Total other GPMs given | 2.794.799 | - | - | 2.794.799 | - |
| i. Total amount of GPM given on behalf of main shareholder |
- | - | - | - | - |
| ii. Total amount of GPM given on behalf of group companies which are not in scope of B and C |
2.794.799 | - | - | 2.794.799 | - |
| iii. Total amount of GPM given on behalf of | - | - | - | - | - |
| third parties which are not in scope of C |
The ratio of other collateral security deposits given by the Group to the Group's equity is 0% as of September 30, 2025 (December 31, 2024: 0,01%).
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
The positions of the guarantees, pledges, mortgages and sureties given by the Group ("GMPs") are as follows:
| September 30, 2025 | TL equivalent | TL | USD | EUR | GBP |
|---|---|---|---|---|---|
| Guarantee letters Mortgages (*) |
2.281.564.579 926.272.800 |
704.658.638 - |
19.823.914 - |
11.380.747 19.000.000 |
3.577.200 - |
| Total | 3.207.837.379 | 704.658.638 | 19.823.914 | 30.380.747 | 3.577.200 |
| December 31, 2024 | TL equivalent | TL | USD | EUR | GBP |
| Guarantee letters Mortgages (*) |
6.162.476.922 875.483.221 |
1.084.715.310 - |
80.884.965 - |
59.788.200 23.831.622 |
627.148 - |
| Total | 7.037.960.143 | 1.084.715.310 | 80.884.965 | 83.619.822 | 627.148 |
(*) There is a mortgage granted for bank loans related to the investment in the amount of 19.000.000 euros on the Temelli factory (December 31, 2024: 19.000.000 EUR).
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Güney Elektrik Ltd. Şti. () Özgüney Elektrik A.Ş. () Güney Ges Elektrik A.Ş. (*) |
- - - |
752.578 574.402 1.467.820 |
| Total | - | 2.794.800 |
(***) As of September 30, 2025 and December 31, 2024, this represents the letters of guarantee and sureties provided by the Group on behalf of its legal entity for related parties.
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Guarantee letters | 249.331.710 | 751.587.173 |
| Total | 249.331.710 | 751.587.173 |
As of September 30, 2025 and December 31, 2024, the details of short-term deferred income are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Advances received: (*) | 6.272.638.609 | 6.414.943.918 |
| Advances received from related parties | 30.153.079 | 8.441.750 |
| Advances received from unrelated parties | 6.242.485.530 | 6.406.502.168 |
| Income for the next months | 53.925.950 | 552.197.522 |
| Total | 6.326.564.559 | 6.967.141.440 |
(*) Group has order advance balances received from its customers in the deferred income account.
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
As of September 30, 2025 and December 31, 2024, the details of Group's paid-in share capital are as follows:
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| Share (%) | TL | Share (%) | TL | |
| Feridun Geçgel | 57% | 571.350.000 | 67% | 671.150.000 |
| Publicly traded part | 37% | 366.900.000 | 28% | 276.900.000 |
| Astor Holding A.Ş. | 6% | 59.750.000 | 5% | 49.950.000 |
| Paid-in capital | 998.000.000 | 998.000.000 | ||
| Share capital adjustment differences | 2.710.228.184 | 2.710.228.184 | ||
| Total | 3.708.228.184 | 3.708.228.184 |
As of September 30, 2025, the Company's capital consists of 998.000.000 shares with a par value of 1 TL (December 31, 2024: 998.000.000 shares with a par value of 1 TL).
As of September 30, 2025 and December 31, 2024, the details of Group's restricted profit reserves are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Legal reserves | 1.049.980.229 | 1.049.980.229 |
| Total | 1.049.980.229 | 1.049.980.229 |
The legal reserves consist of first and second reserves, appropriated in accordance with the Turkish Commercial Code. The Turkish Commercial Code stipulates that the first legal reserve is appropriated out of statutory profits at the rate of 5% per annum, until the total reserve reaches 20% of the Group's paid-in share capital. The second legal reserve is appropriated at the rate of 10% per annum of all cash distributions in excess of 5% of the paid-in share capital. Under the TCC, the legal reserves can be used only to offset losses and are not available for any other usage unless they exceed 50% of paid-in share capital.
According to the Turkish Commercial Code ("TCC"), unless the reserve funds required to be set aside and the dividends determined for shareholders in the articles of association or profit distribution policy are allocated, it is not permissible to allocate additional reserve funds, transfer profits to the following year, or distribute profits to usufruct holders, board members, Group employees, or non-shareholders. Additionally, dividends cannot be distributed to these people unless the dividends determined for shareholders are paid in cash.
In calculating the net distributable profit for the period, any amount exceeding the total of general legal reserves, including prior years' profits, premiums related to shares, and equity items excluding capital, adjusted for inflation accounting, is considered as a reduction item. Equity inflation adjustment differences and the registered values of extraordinary reserves can be used for bonus capital increases, cash profit distribution, or offsetting losses. However, equity inflation adjustment differences will be subject to corporate tax if used for cash profit distribution.
In Turkey, the general corporate tax rate is 25% (December 31, 2024: 25%). With Article 15 of Law No. 7351 published in the Official Gazette No. 31727 and dated January 22, 2022, an amendment was made to Article 32 of the Corporate Tax Law No. 5520, and the corporate tax rate began to be applied with a 1 point discount on the earnings of exporting institutions obtained exclusively from exports and the earnings of institutions that have an industrial registry certificate and are actually engaged in production activities obtained exclusively from production activities. With Article 21 of Law No. 7456 published in the Official Gazette No. 32249 and dated July 15, 2023, the corporate tax discount rate to be applied to the earnings of institutions obtained exclusively from exports was increased to 5 points.
The Law Amending the Tax Procedure Law and the Corporate Tax Law, Law No. 7352, was enacted on January 20, 2022. According to this law, financial statements for the 2021 and 2022 accounting periods, as well as the 2023 accounting period, will not be subject to inflation adjustment under Article 298 of the Repeated Tax Procedure Law, regardless of whether the conditions for inflation adjustment are met. The Public Oversight Authority issued a statement on January 20, 2022, regarding the application of Financial Reporting in Hyperinflationary Economies under IFRS, indicating that no adjustments were necessary under IAS 29 for the 2021 financial statements. Consequently, no inflation adjustments have been made to the financial statements in accordance with IAS 29.
The tax amounts reflected in the profit or loss statements for the years ended on September 30, 2025 and December 31, 2024, are summarized below:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Period tax expenses Deferred tax expenses |
(347.396.272) (91.800.832) |
(714.103.339) (272.391.895) |
| Total tax expenses, net | (439.197.104) | (986.495.234) |
As of September 30, 2025 and December 31, 2024, the details of the deferred tax assets and liabilities prepared using the applicable tax rates are as follows:
| Deferred tax assets | Deferred tax assets | |
|---|---|---|
| September 30, 2025 | December 31, 2024 | |
| Deferred tax assets and liabilities: | ||
| Deferred tax asset calculated on the investment incentive certificate (*) | 448.251.697 | 509.606.881 |
| Differences between the recorded values and tax bases of tangible fixed | ||
| assets and intangible fixed assets | (535.967.315) | (409.986.151) |
| Provision for severance payments and unused vacation | 35.522.620 | 27.774.909 |
| Provisions for doubtful receivables and ECL | 15.705.564 | 40.479.194 |
| Rediscount income/ (expenses), net | 25.452.846 | 20.673.129 |
| Differences in foreign currency valuation | (11.757.545) | 26.699.347 |
| Other (**) | 60.012.721 | 594.396.516 |
| Deferred tax (liabilities)/ assets, net | 37.220.588 | 809.643.825 |
(*) Consists of the deferred tax asset recognized in relation to the corporate tax reduction benefits utilized by the Group under the investment incentive certificate obtained for its machinery and equipment investments. As a result of Astor Enerji A.Ş.'s application to the General Directorate of Incentive Implementation and Foreign Capital of the Ministry of Economy of the Republic of Turkey, the investment incentive application was included within the scope of the Project-Based State Aid granted under the decision of the Council of Ministers. Accordingly, the investment incentive certificate numbered 575771 was published in the Official Gazette of the Republic of Turkey dated August 29, 2024, issue number 32485, serial number 1352, while the investment incentive certificate numbered 559376 was published in the Official Gazette dated March 10, 2024. Additionally, the investment incentive certificate numbered 506339 was approved by the Presidency on October 31, 2019, and published in the duplicate Official Gazette dated December 31, 2019, issue number 30995-5.
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
The investment incentives and support applicable to each certificate are as follows:
For certificate no. 575771:
(**) Primarily consists of advance indexation adjustments.
| 1 January – September 30, 2025 |
1 January – September 30, 2024 |
1 July – September 30, 2025 |
1 July – September 30, 2024 |
|
|---|---|---|---|---|
| Domestic sales Export sales Other income |
11.939.377.885 10.226.327.806 360.025.004 |
15.450.331.748 9.473.389.718 148.788.402 |
4.677.799.051 2.982.491.258 18.899.891 |
5.171.330.244 2.902.492.621 61.496.997 |
| Gross sales | 22.525.730.695 | 25.072.509.868 | 7.679.190.200 | 8.135.319.862 |
| Returns and discounts on sales (-) | (366.787.580) | (363.128.863) | (135.757.235) | (53.985.217) |
| Net sales | 22.158.943.115 | 24.709.381.005 | 7.543.432.965 | 8.081.334.645 |
| 1 January – | 1 January – | 1 July – | 1 July – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Foreign exchange gains from commercial activities | 2.516.282.314 | 1.502.694.981 | 816.279.189 | 438.401.482 |
| Scrap sales income | 140.583.704 | 145.565.714 | 53.210.427 | 44.052.325 |
| Rediscount interest income | 83.082.733 | - | 19.479.974 | (86.214.970) |
| Price difference income | 16.815.869 | 44.243.971 | 6.300.261 | 21.809.624 |
| Incentive income | 483.680 | 17.682.346 | 483.680 | 8.688.447 |
| Other (*) | 89.538.936 | 113.811.635 | 27.604.367 | 20.956.397 |
| Total | 2.846.787.236 | 1.823.998.647 | 923.357.898 | 447.693.305 |
(*) Mainly consists of price differences, income and penalty revenues.
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
| 1 January – | 1 January – | 1 July – | 1 July– | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Foreign exchange losses from commercial actives | (2.496.162.653) | (1.529.215.224) | (789.755.365) | (385.047.495) |
| Competition Authority fine provision expense | (272.315.087) | - | - | - |
| Provision expense for doubtful receivables | (29.505.406) | (59.315.013) | 7.382.452 | (32.876.799) |
| Donations and grants income | (2.851.364) | (6.109.171) | (210.921) | 458.456 |
| Other (*) | (91.771.093) | (92.255.846) | (31.804.532) | (61.515.153) |
| Total | (2.892.605.603) | (1.686.895.254) | (814.388.366) | (478.980.991) |
(*) It mainly consists of discount, commission, price and maturity difference expenses.
| 1 January – | 1 January – | 1 July – | 1 July – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September | |
| 2025 | 2024 | 2025 | 30, 2024 | |
| Fair value differences of financial investments | 3.787.390.755 | 1.081.740.466 | 2.042.073.484 | (41.869.497) |
| Gain on sale of fixed assets | 31.491.200 | 111.228.905 | (8.813.094) | 54.659.000 |
| Total | 3.818.881.955 | 1.192.969.371 | 2.033.260.390 | 12.789.503 |
| 1 January – | 1 January – | 1 July – | 1 July – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September | |
| 2025 | 2024 | 2025 | 30, 2024 | |
| Loss on sale of fixed assets | (62.948.425) | (427.234.935) | (52.608.242) | (304.200.260) |
| Losses on sale of funds | (11.034.804) | (95.590.394) | (1.453.507) | (26.728.925) |
| Total | (73.983.229) | (522.825.329) | (54.061.749) | (330.929.185) |
| 1 January – | 1 January – | 1 July – | 1 July – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September | |
| 2025 | 2024 | 2025 | 30, 2024 | |
| Interest income | 1.500.757.917 | 1.401.777.961 | 370.790.406 | 685.293.048 |
| Foreign exchange gains from financing activities | 175.598.101 | 206.741.148 | 30.797.685 | 97.140.345 |
| Total | 1.676.356.018 | 1.608.519.109 | 401.588.091 | 782.433.393 |
| 1 January – | 1 January – | 1 July – | 1 July – | |
|---|---|---|---|---|
| September 30, 2025 |
September 30, 2024 |
September 30, 2025 |
September 30, 2024 |
|
| Bank commission interest expenses | 872.464.423 | 307.651.685 | 373.942.884 | 148.923.737 |
| Foreign exchange losses from financing activities | 263.753.072 | 219.201.083 | 144.344.937 | 109.126.799 |
| Guarantee letter commission expenses | 27.385.434 | 20.922.607 | 12.196.102 | 474.093 |
| Total | 1.163.602.929 | 547.775.375 | 530.483.923 | 258.524.629 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
Group's executive management consists of members of the Board of Directors.
Remuneration and similar benefits provided to members of the board of directors and executive management for the years ended September 30, 2025 and December 31, 2024 are summarized below:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Benefits and services provided to senior executives Remuneration and similar benefits provided to executive management |
4.140.000 27.467.734 |
6.061.385 32.547.237 |
| Total | 31.607.734 | 38.608.622 |
| a) Trade receivables from related parties |
||
| September 30, 2025 | December 31, 2024 | |
| Astor Ps Makina Enerji A.Ş. EFG Elektirik Enerji A.Ş. |
74.925.307 60.851.579 |
- - |
| Özgüney Elektrik A.Ş. (2) | - | 22.071.162 |
| Total | 135.776.886 | 22.071.162 |
| b) Payables to related parties |
||
| September 30, 2025 | December 31, 2024 | |
| Astor Ps Makina Enerji A.Ş. EFG Elektrik Enerji A.Ş. (2) |
38.096 - |
- 186.256 |
| Özgüney Elektrik A.Ş. (2) | - | 5.190.303 |
| Total | 38.096 | 5.376.559 |
| c) Prepaid expenses to related parties |
||
| September 30, 2025 | December 31, 2024 | |
| Özgüney Elektrik A.Ş. (2) | 37.111.004 | 46.548.180 |
| Total | 37.111.004 | 46.548.180 |
| d) Deferred expenses to related parties |
||
| September 30, 2025 | December 31, 2024 | |
| Etm Astor Sarl (2) | 30.153.079 | 8.441.750 |
| Total | 30.153.079 | 8.441.750 |
| e) Other receivables from related parties |
||
| September 30, 2025 | December 31, 2024 | |
| Özgüney Elektrik A.Ş. (2) | - | 5.190.304 |
| Total | - | 5.190.304 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
| 1 January – September 30, 2025 |
1 January – September 30, 2024 |
1 July – September 30, 2025 |
1 July – September 30, 2024 |
|
|---|---|---|---|---|
| Astor Ps Makina Enerji A.Ş. | 279.747.412 | - | 193.448.683 | - |
| EFG Elektrik Enerji A.Ş. (2) | 164.902.144 | 157.167.936 | 39.731.472 | 66.798.811 |
| Güney Ges Elektrik A.Ş. | 114.019.771 | - | 47.818 | - |
| Etm Astor Sarl | 51.828.964 | - | 51.828.964 | - |
| Aserva Danışmanlık A.Ş | 1.618.180 | - | 1.618.179 | - |
| Özgüney Elektrik A.Ş. (2) | 83.848 | 147.754.660 | 83.848 | 77.572.376 |
| Total | 612.200.319 | 304.922.596 | 286.758.964 | 144.371.187 |
| 1 January – September 30, 2025 |
1 January – September 30, 2024 |
1 July – September 30, 2025 |
1 July – September 30, 2024 |
|
|---|---|---|---|---|
| Özgüney Elektrik A.Ş. (2) | 169.620.860 | 390.514.603 | 3.655.695 | 4.868.505 |
| EFG Elektrik Enerji A.Ş.(2) | 149.427.094 | 168.558.661 | 38.663.092 | 53.731.090 |
| Güney Ges Elektrik A.Ş. | 108.980.691 | - | - | - |
| Astor Ps Makina Enerji A.Ş. | 75.509 | - | 75.509 | - |
| Total | 428.104.154 | 559.073.264 | 42.394.296 | 58.599.595 |
Group procures raw materials and other materials from related party companies.
(1) Company owned by shareholders
(2) Companies controlled by close family members
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
The main financial instruments of the Group consist of short-term and long-term bank loans, cash and bank deposits. The main purpose of these financial instruments is to finance the Group's operating activities. Group also has other financial instruments such as trade payables and trade receivables arising from direct operating activities.
While managing the capital, Group's goals are to maintain the most appropriate capital structure and to ensure the continuity of Group's activities in order to benefit its partners and reduce the cost of capital.
Transactions denominated in foreign currencies give rise to currency risk. Currency risk is managed by balancing assets and liabilities denominated in foreign currencies.
As of September 30, 2025 and December 31, 2024, Group's foreign currency position is as follows:
| Total TL equivalent |
|||||
|---|---|---|---|---|---|
| September 30, 2025 | USD | EUR | IQD | GBP | (Presentation currency) |
| Cash and cash equivalents | 9.147.827 | 4.202.713 | 3.296.193.520 | 16.496 | 690.025.469 |
| Trade receivables | 69.107.450 | 21.649.775 | - | 1.652.817 | 4.015.945.190 |
| Total assets | 78.255.277 | 25.852.488 | 3.296.193.520 | 1.669.313 | 4.705.970.659 |
| Bank loans | 5.000.000 | 4.129.898 | - | - | 409.608.086 |
| Trade payables | 13.926.492 | 20.790.751 | - | 1.250 | 1.594.541.539 |
| Total liabilities | 18.926.492 | 24.920.649 | - | 1.250 | 2.004.149.625 |
| Net foreign currency position | 59.328.785 | 931.839 | 3.296.193.520 | 1.668.063 | 2.701.821.034 |
| Total TL equivalent |
|||||
| December 31, 2024 | USD | EUR | IQD | GBP | (Presentation currency) |
| Cash and cash equivalents | 31.111.238 | 11.839.695 | 1.091.787.448 | 6.459.357 | 1.842.631.490 |
| Trade receivables | 82.435.396 | 28.234.468 | - | - | 3.945.572.540 |
| Total assets | 113.546.634 | 40.074.163 | 1.091.787.448 | 6.459.357 | 5.788.204.030 |
| Bank loans | 6.271.479 | 6.969.950 | - | - | 478.168.804 |
| Trade payables | 8.830.396 | 22.668.687 | - | 17.134 | 1.147.123.231 |
| Total liabilities | 15.101.875 | 29.638.637 | - | 17.134 | 1.625.292.035 |
| Net foreign currency position | 98.444.759 | 10.435.526 | 1.091.787.448 | 6.442.223 | 4.162.911.995 |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
Group is mainly exposed to exchange rate risk in USD and EURO.
The foreign exchange rate sensitivity analysis table of the Group as of September 30, 2025 and December 31, 2024, are as follows:
| September 30, 2025 | |||
|---|---|---|---|
| Profit/ loss | |||
| Appreciation of | Depreciation of | ||
| foreign currency | foreign currency | ||
| 1- 2- 3- |
Appreciation/ depreciation of TL against USD at 10%: USD net asset/ liability Portion protected from USD risk (-) |
246.114.568 - 246.114.568 |
(246.114.568) - (246.114.568) |
| USD net effect (1+2) | |||
| 4- 5- |
Appreciation/ depreciation of TL against EURO at 10%: EURO net asset/ liability Portion protected from EURO risk (-) |
4.324.026 - |
(4.324.026) - |
| 6- | EURO net effect (4+5) | 4.324.026 | (4.324.026) |
| 7- 8- 9- |
Appreciation/ depreciation of TL against IQD at 10%: IQD net asset/ liability Portion protected from IQD risk (-) IQD net effect (7+8) |
10.452.230 - 10.452.230 |
(10.452.230) - (10.452.230) |
| 10- 11- 12- |
Appreciation/ depreciation of TL against GBP at 10%: GBP net asset/ liability Portion protected from GBP risk (-) GBP net effect (10+11) |
9.291.280 - 9.291.280 |
(9.291.280) - (9.291.280) |
| Total (3+6+9+12) | 270.182.103 | (270.182.103) | |
| December 31, 2024 | |||
| Appreciation of foreign currency |
Profit/ loss Depreciation of foreign currency |
||
| 1- | Appreciation/ depreciation of TL against USD at 10%: USD net asset/ liability |
347.219.768 | (347.219.768) |
| 2- 3- |
Portion protected from USD risk (-) USD net effect (1+2) |
- 347.219.768 |
- (347.219.768) |
| 4- 5- |
Appreciation/ depreciation of TL against EURO at 10%: EURO net asset/ liability |
38.139.947 - |
(38.139.947) - |
| 6- | Portion protected from EURO risk (-) EURO net effect (4+5) |
38.139.947 | (38.139.947) |
| 7- | Appreciation/ depreciation of TL against IQD at 10%: IQD net asset/ liability |
2.452.155 | (2.452.155) |
| 8- 9- |
Portion protected from IQD risk (-) IQD net effect (7+8) |
- 2.452.155 |
- (2.452.155) |
| 10- | Appreciation/ depreciation of TL against GBP at 10%: GBP net asset/ liability |
28.479.330 | (28.479.330) |
| 11- 12- |
Portion protected from GBP risk (-) GBP net effect (10+11) |
- 28.479.330 |
- (28.479.330) |
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
Credit risk is the risk that one of the parties investing in a financial instrument cannot fulfil its obligations and suffer financial losses from the other party. Group manages credit risk by limiting its transactions with certain third parties and by constantly reviewing the credit risk of third parties.
Credit risk concentrations occur when counterparties carry out similar business activities or operate within the same geographic region or if they have similar economic characteristics, the fulfilment of their contractual obligations is equally affected by changes in economic, political and other circumstances. Group manages credit risk by diversifying its sales activities against the risk of excessive concentration resulting from working with individuals and groups in limited regions and sectors. The maximum credit risk amount of the Group is the carried value of the financial instruments it carries in the financial statements.
| Receivables Trade Receivables |
Other Receivables | |||||
|---|---|---|---|---|---|---|
| September 30, 2025 | Related Party | Other | Related Party |
Other | Deposits in Banks |
|
| Maximum exposure to credit risk as of reporting date (A+B+C+D) |
135.776.886 | 6.473.323.989 | - | 702.976.350 | 1.916.986.976 | |
| - The portion of the maximum risk secured by | ||||||
| collateral, etc. A. Net book value of financial assets that are not overdue or impaired |
- 135.776.886 |
- 6.473.323.989 |
- - |
- 702.976.350 |
- 1.916.986.976 |
|
| B. net book value of financial assets that are past due but not impaired |
- | - | - | - | - | |
| C. Net book value of the impaired assets | - | - | - | - | - | |
| - Pass due (gross amount) | - | 655.535.080 | - | - | - | |
| - Impairment (-) | - | (655.535.080) | - | - | - | |
| - Secured portion of the net book value by | - | - | - | - | - | |
| guarantees, etc. | ||||||
| - Not past due (gross amount) - Impairment (-) |
- - |
- - |
- - |
- - |
- - |
|
| D. Off-balance sheet items including credit risk | - | - | - | - | - | |
| Receivables | ||||||
| Trade Receivables | Other Receivables | |||||
| December 31, 2024 | Related Party | Other | Related Party |
Other | Deposits in Banks |
|
| Maximum exposure to credit risk as of reporting date (A+B+C+D) |
22.071.162 | 8.186.516.641 | - | 289.683.594 | 5.803.153.530 | |
| - The portion of the maximum risk secured by collateral, etc. |
- | - | - | - | - | |
| A. Net book value of financial assets that are not overdue or impaired |
22.071.162 | 8.186.516.641 | - | 289.683.594 | 5.803.153.530 | |
| B. net book value of financial assets that are past due but not impaired |
- | - | - | - | - | |
| C. Net book value of the impaired assets | - | - | - | - | - | |
| - Pass due (gross amount) | - | 806.137.291 | - | - | - | |
| - Impairment (-) | (806.137.291) | - | - | - | ||
| - Secured portion of the net book value by guarantees, etc. |
- | - | - | - | - | |
| - Not past due (gross amount) | - | - | - | - | - | |
| - Impairment (-) | - | - | - | - | - | |
| D. Off-balance sheet items including credit risk | - | - | - | - | - |
(Convenience translation of the independent auditors' report and financial statements originally issued in Turkish)
(Amounts are expressed in based on the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise stated.)
Group's earnings per share statement for the years ended September 30, 2025 and 2024 are as follows:
| 1 January – | 1 January – | 1 July – | 1 July – | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Net income attributable to shareholders | 4.759.338.136 | 4.620.663.285 | 2.744.734.440 | 2.759.972.897 |
| Weighted average number of shares outstanding | 998.000.000 | 998.000.000 | 998.000.000 | 998.000.000 |
| Earnings per share | 4,77 | 4,63 | 2,75 | 2,77 |
None.
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