Quarterly Report • Oct 30, 2025
Quarterly Report
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ADEL KALEMCİLİK TİCARET VE SANAYİ A.Ş.
INTERIM CONDENSED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2025
| CONTENTS | PAGE |
|---|---|
| INTERIM CONDENSED STATEMENT OF FINANCIAL POSITION | 1-2 |
| INTERIM CONDENSED STATEMENT OF PROFIT OR LOSS | 3 |
| INTERIM CONDENSED STATEMENT OF OTHER COMPREHENSIVE INCOME |
4 |
| INTERIM CONDENSED STATEMENT OF CHANGES IN EQUITY |
5 |
| INTERIM CONDENSED STATEMENT OF CASH FLOWS | 6 |
| NOTES TO INTERIM CONDENSED FINANCIAL STATEMENTS |
7-45 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Unaudited | Audited | ||
|---|---|---|---|
| Notes | 30 September 2025 | 31 December 2024 | |
| Assets | |||
| Current assets | |||
| Cash and cash equivalences | 4 | 48.445 | 827.004 |
| Trade receivables | 1.284.254 | 164.572 | |
| - Trade receivables from related parties | 22 | 147.725 | 53.613 |
| - Trade receivables from third parties | 7 | 1.136.529 | 110.959 |
| Other receivables | 1.534 | 1.913 | |
| - Other receivables from third parties | 8 | 1.534 | 1.913 |
| Inventories | 9 | 1.123.374 | 990.187 |
| Prepaid expenses | 14 | 21.667 | 22.732 |
| - Prepaid expenses from related parties | 22 | 117 | - |
| - Prepaid expenses from third parties | 21.550 | 22.732 | |
| Current tax assets | 14 | 5.771 | 152.651 |
| Other current assets | 28.238 | 89.072 | |
| - Other current assets from third parties | 14 | 28.238 | 89.072 |
| Total current assets | 2.513.283 | 2.248.131 | |
| Non-current assets | |||
| Financial investments | 5 | 1.564 | 1.637 |
| Property, plant and equipment | 10 | 952.385 | 990.762 |
| Right of use assets | 6 | 141.449 | 192.066 |
| Intangible assets | 11 | 118.894 | 111.268 |
| Prepaid expenses | 14 | 28.606 | 20.774 |
| Deferred tax assets | 20 | 68.304 | - |
| Total non-current assets | 1.311.202 | 1.316.507 | |
| Total assets | 3.824.485 | 3.564.638 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Unaudited | Audited | ||
|---|---|---|---|
| Notes | 30 September 2025 | 31 December 2024 | |
| Liabilities | |||
| Current liabilities | |||
| Current borrowings | 1.553.365 | 489.275 | |
| -Current borrowings from third parties | 1.553.365 | 489.275 | |
| - Bank loans | 6 | 1.043.118 | 489.275 |
| - Issued debt instruments | 6 | 510.247 | - |
| Current portion of long-term borrowings | 470.231 | 139.430 | |
| -Current portion of long-term borrowings from third parties | 6 | 470.231 | 139.430 |
| - Bank loans | 172.674 | 35.083 | |
| - Lease liabilities | 45.568 | 59.274 | |
| - Issued debt instruments | 251.989 | 45.073 | |
| Trade payables | 169.948 | 166.775 | |
| - Trade payables to related parties | 22 | 5.357 | 9.017 |
| - Trade payables to third parties | 7 | 164.591 | 157.758 |
| Employee benefit obligations | 8 | 57.102 | 135.620 |
| Other payables | 9.894 | 4.803 | |
| - Other payables to third parties | 8 | 9.894 | 4.803 |
| Derivative instruments | 24.1 | - | 704 |
| Deferred income | 14 | 11.338 | 76.579 |
| Short term provision | 9.415 | 23.854 | |
| - Provisions for employment benefits | 13 | 4.156 | 17.262 |
| - Other current provisions | 12 | 5.259 | 6.592 |
| Total current liabilities | 2.281.293 | 1.037.040 | |
| Non-current liabilities | |||
| Non-current borrowings | 66.598 | 635.157 | |
| - Non-current borrowings from third parties | 6 | 66.598 | 635.157 |
| - Bank loans | - | 213.231 | |
| - Issued debt instruments | - | 313.575 | |
| - Lease liabilities | 66.598 | 108.351 | |
| Employee benefit obligations | 8 | 1.635 | 2.904 |
| Non-current provisions | 36.714 | 41.895 | |
| - Non-current provision for employee benefits | 13 | 36.714 | 41.895 |
| Deferred tax liabilities | 20 | - | 30.053 |
| Total non-current liabilities | 104.947 | 710.009 | |
| Equity | |||
| Paid-in share capital | 15 | 259.875 | 259.875 |
| Adjustment to share capital | 15 | 464.004 | 464.004 |
| Other comprehensive expense not to be | |||
| reclassified to profit or loss | (25.436) | (18.794) | |
| - Revaluation and measurement gains / (losses) | (25.436) | (18.794) | |
| Other comprehensive expense/(income) to be | |||
| reclassified to profit or loss | 15.211 | 15.639 | |
| - Gains/(loss) on hedge | 15.211 | 15.639 | |
| Restricted reserves appropriated from profits | 15 | 388.255 | 377.967 |
| 15 | 542.612 | 695.513 | |
| Prior years' profits/(losses) | |||
| Net profit/(loss) for the period | (206.276) | 23.385 | |
| Total equity | 1.438.245 | 1.817.589 | |
The accompanying notes form an integral part of these interim condensed financial statements.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Unaudited | Unaudited | ||||||
|---|---|---|---|---|---|---|---|
| Profit or loss | Notes | 1 January - | 1 January - 30 September 2025 30 September 2024 30 September 2025 |
1 July - | 1 July - 30 September 2024 |
||
| Revenue | 16 | 1.842.427 | 3.119.770 | 811.883 | 1.259.782 | ||
| Cost of sales (-) | 16 | (1.072.192) | (1.516.229) | (486.115) | (691.699) | ||
| Gross profit | 770.235 | 1.603.541 | 325.768 | 568.083 | |||
| General administrative expenses (-) | (348.198) | (394.626) | (100.768) | (113.962) | |||
| Marketing expenses (-) | (455.548) | (570.728) | (149.521) | (224.938) | |||
| Research and development expenses (-) | (11.604) | (13.595) | (3.136) | (4.434) | |||
| Other income from operating activities | 17 | 15.883 | 20.960 | 3.515 | 4.109 | ||
| Other expenses from operating activities (-) | 17 | (10.235) | (32.183) | (1.470) | (12.934) | ||
| Operating profit / (loss) | (39.467) | 613.369 | 74.388 | 215.924 | |||
| Income from investment activities | 18 | 212 | 716 | 142 | 38 | ||
| Expens from investment activities (-) | 18 | (3.132) | (57.826) | (1.551) | 10.629 | ||
| Operating profit before finance income / (expense) | (42.387) | 556.259 | 72.979 | 226.591 | |||
| Finance income | 19 | 84.178 | 257.621 | 1.369 | (18.185) | ||
| Finance expenses (-) | 19 | (515.796) | (559.611) | (197.527) | (127.472) | ||
| Monetary gain / (loss) | 25 | 171.724 | 149.895 | 68.070 | 53.964 | ||
| Profit/(Loss) before tax from continuing operations | (302.281) | 404.164 | (55.109) | 134.898 | |||
| Tax income from continuing operations | 96.005 | (136.144) | 25.773 | (83.121) | |||
| - Taxes on expense | 20 | - | (183.057) | - | (117.542) | ||
| - Deferred tax income / (expense) | 20 | 96.005 | 46.913 | 25.773 | 34.421 | ||
| Net profit /(loss) for the year | (206.276) | 268.020 | (29.336) | 51.777 | |||
| Profit /(loss) per share (1 TRL per share) | 21 | (0,7938) | 8,3033 | (0,1129) | 1,6041 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Unaudited | Unaudited | ||||
|---|---|---|---|---|---|
| 1 January - | 1 January - | 1 July - | 1 July - | ||
| Notes 30 September 2025 30 September 2024 30 September 2025 30 September 2024 | |||||
| Net profit /(loss) for the year | (206.276) | 268.020 | (29.336) | 51.777 | |
| Other comprehensive income/expense | |||||
| Other comprehensive expenses that will not be reclassified to profit or loss | (6.642) | 8.983 | (1.441) | (1.349) | |
| - Gains (Losses) on Remeasurements Defined Benefit Plans | 13 | (8.852) | 11.980 | (1.863) | (1.796) |
| Other comprehensive expenses that will not be reclassified to profit or loss, tax effect | 2.210 | (2.997) | 422 | 447 | |
| - Deferred tax income / (expense) | 2.210 | (2.997) | 422 | 447 | |
| Other comprehensive income / (expense) that will be reclassified to profit or loss | (428) | (2.154) | (109) | (2.387) | |
| - Currency translation differences | |||||
| - Other comprehensive income / (expense) on cash flow hedge | |||||
| -Other Comprehensive income / (expense) on cash flow hedge | (571) | (2.870) | (145) | (3.180) | |
| -Other comprehensive expenses that will be reclassified to profit or loss, tax effect | 143 | 716 | 36 | 793 | |
| - Deferred tax income / (expense) | 143 | 716 | 36 | 793 | |
| Other comprehensive income / (expense) | (7.070) | 6.829 | (1.550) | (3.736) | |
| Total comprehensive income | (213.346) | 274.849 | (30.886) | 48.041 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Other comprehensive income (loss) that | Other co | omprehensive | |||||||
|---|---|---|---|---|---|---|---|---|---|
| will not be reclassified in profit or loss |
loss/(income reclassified in |
e) that will be | Accumulat | ad puofita | |||||
| - Inflation |
Defined benefit plans | Currency | pront or loss | Accumulat | eu pronts | ||||
| adjustment to | revaluation and | translation G | Sains/(loss) on | Restricted | Retained | Net profit/(loss) | |||
| Share capital | share capital | measurement(losses)/gains | differences | he dge | reserves | earnings | for the period | Total equity | |
| Balances as of 1 January 2024 | 23.625 | 700.249 | (25.079) | (7.131) | 17.699 | 357.565 | 155.208 | 789.504 | 2.011.640 |
| Liquidation effect | - | - | - | 7.131 | - | - | - | - | 7.131 |
| Transfers | 236.250 | (236.250) | - | - | - | 20.346 | 769.158 | (789.504) | - |
| Subsidiary acquisition or disposal | - | - | - | - | - | - | (228.800) | - | (228.800) |
| Total comprehensive income / (loss) | - | - | 8.983 | - | (2.154) | - | - | 268.020 | 274.849 |
| Balances as of 30 September 2024 | 259.875 | 463.999 | (16.096) | 15.545 | 377.911 | 695.566 | 268.020 | 2.064.820 | |
| Balances as of 1 January 2025 | 259.875 | 464.004 | (18.794) | - | 15.639 | 377.967 | 695.513 | 23.385 | 1.817.589 |
| Transfers | - | - | - | - | - | 10.288 | 13.097 | (23.385) | - |
| Subsidiary acquisition or disposal | - | - | - | - | - | - | (165.998) | - | (165.998) |
| Total comprehensive income / (loss) | - | - | (6.642) | - | (428) | - | - | (206.276) | (213.346) |
| Balances as of 30 September 2025 | 259.875 | 464.004 | (25.436) | - | 15.211 | 388.255 | 542.612 | (206.276) | 1.438.245 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Notes Cash flow from operating activities Net profit /(loss) for the period Adjustments to reconcile net profit /(loss) for the period Adjustments for depreciation and amortization expense 6,10,11 Adjustments for impairment loss/(reversal) - Adjustments for impairment / (reversal) of receivables 7 Adjustments for provisions - Adjustments for provisions / (reversal) for employee benefits 13 - Adjustments for provisions / (reversal) for lawsuit and other provisions 12 Adjustments for interest (income) / expense - Adjustments for interest income 1 9 - Adjustments for interest expense 1 9 - Rediscount on interest income Adjustments for fair value (gain) / loss Adjustments for tax incomes 20 Adjustments for gain / (loss) on sale of tangible and intangible assets Monetary gain / (loss) Changes in working capital Adjustments for decrease/(increase) in trade receivables Adjustments for decrease/(increase) in other receivables Adjustments for decrease/(increase) in inventory Decrease/(increase) in prepaid expenses Adjustments for increase/(decrease) in trade payables Adjustments for increase/(decrease) in employee benefit obligations Adjustments for increase/(decrease) in other payables from operations Increase / (decrease) in deferred income (other than obligations arising from customer contracts) Adjustments for other increase/(decrease) in working capital - Increase/(decrease) in other operating assets - Increase/(decrease) in other operating liabilities Cash flows from (used in) operating activities Payments related with provisions for employee benefits 13 Income taxes (paid) return Cash flow from investing activities Cash inflows arising from sale of tangible and intangible assets 10 Cash outflows arising from purchase of tangible and intangible assets 10 Cash flow from financing activities Proceeds from borrowings 6 |
1 January - | |
|---|---|---|
| 1 January - 30 September 2025 30 September 2024 |
||
| (1.056.110) (206.276) |
(863.480) 268.020 |
|
| 389.811 | 480.203 | |
| 142.180 | 156.514 | |
| 1.352 | 993 | |
| 1.352 | 993 | |
| 32.635 | 107.390 | |
| 32.635 | 103.296 | |
| - | 4.094 | |
| 473.632 | 353.993 | |
| (41.415) 515.047 |
(200.272) 554.718 |
|
| - | (453) | |
| (1.127) | (2.497) 136.144 |
|
| (96.005) 2.920 |
587 | |
| (165.776) | (272.921) | |
| (1.294.136) | (1.283.322) | |
| (1.121.034) 379 |
(1.542.280) 10.790 |
|
| (133.187) | 162.777 | |
| (6.766) | (47.761) | |
| 3.172 | 16.451 | |
| (79.787) | (50.052) | |
| 5.091 | 8.447 | |
| (65.241) | (270.957) | |
| 103.237 | 429.263 | |
| 134.627 | 363.822 | |
| (31.390) | 65.441 | |
| (1.110.601) | (535.099) | |
| (48.509) | (29.920) | |
| 103.000 | (298.461) | |
| (61.202) | (43.286) | |
| 7.691 | 3.484 | |
| (68.893) | (46.770) | |
| 429.645 | 193.250 | |
| 1.700.000 | 1.950.555 | |
| Repayment of borrowings 6 |
(525.000) | (1.408.003) |
| Repayment of lease liabilities | (42.179) | (6.069) |
| Dividends paid | (165.998) | (228.800) |
| Interest paid 6 |
(576.720) | (530.101) |
| Interest received | 38.164 | 200.542 |
| Other cash inflows (outflows) | 1.378 | 215.126 |
| Monetary gain/(loss) impact on cash and cash equivalents | (89.872) | (262.278) |
| Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of the year 4 |
(777.539) 825.977 |
(975.794) 1.416.231 |
| Cash and cash equivalents at the end of the year 4 |
48.438 | 440.437 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Adel Kalemcilik Ticaret ve Sanayi A.Ş. ("the Company") 's fields of activity are the production of wooden wall pencils, colored pencils, toy products and other stationery products, sale of hygiene products, the sale and export of the products manufactured in the facilities and importing purchasing and selling of all kinds of raw, semi-finished and finished products.
The company was established on 17 July 1967 and registered with the Istanbul Chamber of Industry (ICI) and the Istanbul Chamber of Commerce (ICOC) on the same date with the registration number 96078.
The registered address of the company's headquarters is as follows:
Fatih Sultan Mehmet Dist. Balkan St. No:58 Buyaka E Block 34771 Tepeüstü - Ümraniye/İstanbul
The Company is registered to the Capital Markets Board ("CMB") and its shares have been traded on Borsa Istanbul ("BIST") since 1996. As of 30 September , the Company has 27.71% of its shares registered in the BIST. The shareholders holding the majority of the Company's shares and their share ratios are as follows:
| 30 September 2025 | 31 December 2024 | |||
|---|---|---|---|---|
| % | TRL | % | TRL | |
| AG Anadolu Grubu Holding A.Ş. | 56,89 | 147.831 | 56,89 | 147.831 |
| Faber-Castell Aktiengesellschaft | 15,40 | 40.017 | 15,40 | 40.017 |
| Shares publicly held | 27,71 | 72.027 | 27,71 | 72.027 |
| 259.875 | 259.875 |
The average number of employees of the Company as at 30 September 2025 is 312 (31 December 2024:371).
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The accompanying financial statements are prepared in accordance with the requirements of Capital Markets Board ("CMB") Communiqué Serial II, No: 14.1 "Basis of Financial Reporting in Capital Markets", which was published in the Official Gazette No:28676 on June 13, 2013. The accompanying financial statements are prepared based on the Turkish Accounting Standards and interpretations ("TAS") issued by the Public Oversight Accounting and Auditing Standards Authority ("POA") under Article 5 of the Communiqué. It is also presented in accordance with the 2025 TFRS Taxonomy updated by POA on July 3, 2024.
The Company's companies operating in Türkiye maintain their books of account and prepare their statutory financial statements in Turkish Lira in accordance with the principles and requirements issued by the Capital Markets Board ("CMB"), the Turkish Commercial Code ("TCC") and Tax Legislation and the Uniform Chart of Accounts issued by the Ministry of Finance.
In accordance with TAS 34 "Interim Financial Reporting", entities are free to prepare their interim financial statements as a full set or condensed. In this context, the Company has preferred to prepare condensed interim financial statements. The condensed interim financial statements and notes are presented including the information required by the CMB.
The interim condensed financial statements should be read in conjunction with the audited financial statements and the accompanying notes as of December 31, 2024.
The financial statements of the Company as of September 30, 2025 were approved by the Board of Directors of the Company on September 30, 2025. The General Assembly is authorized to amend the financial statements.
The Company prepared its financial statements as at and for the period ended September 30, 2025 by applying TAS 29 "Financial Reporting in Hyperinflationary Economies" in accordance with the announcement made by POA on 23 November 2023 and the "Implementation Guide on Financial Reporting in High Inflation Economies". The standard requires that financial statements prepared in the currency of a hyperinflationary economy be expressed in terms of the purchasing power of that currency at the balance sheet date and that comparative figures for prior period financial statements be expressed in terms of the measuring unit current at the end of the reporting period. Accordingly, the Company has also presented its financial statements as of 31 December 2025 in terms of the purchasing power of that currency as of 30 September 2025.
In accordance with the CMB's decision dated 28 December 2023 and numbered 81/1820, it has been decided that issuers and capital market institutions subject to financial reporting regulations applying Turkish Accounting/Financial Reporting Standards will apply inflation accounting in accordance with TAS 29 standards, starting from their annual financial reports for the accounting periods ending as of 31 December 2023.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The restatements in accordance with TAS 29 have been made using the adjustment factor derived from the Consumer Price Index ("CPI") in Türkiye published by the Turkish Statistical Institute ("TSI"). As of September 30, 2025, the indexes and adjustment factors used in the restatement of the financial statements are as follows:
| Date | Index | Adjustment Coefficient |
Three-Year Compound Inflation Rate |
|---|---|---|---|
| 30 September 2025 | 3.367,22 | 1,00000 | %222 |
| 31 December 2024 | 2.684,55 | 1,25430 | %291 |
| 30 September 2024 | 2.526,16 | 1,33294 | %343 |
The main elements of the Company's adjustment for financial reporting purposes in high-inflation economies are as follows:
The Company is based on the Turkish Commercial Code ("TCC"), tax legislation and the Uniform Chart of Accounts issued by the Ministry of Finance of the Republic of Türkiye in keeping its accounting records and preparing its statutory financial statements. Investments valued by the equity method in foreign countries, have prepared their statutory financial statements in accordance with the laws and regulations applicable in the countries in which they operate. Financial statements of company have been prepared in Turkish lira on the basis of historical cost, excluding financial assets and liabilities that are expressed at their fair values. The financial statements have been prepared by reflecting the necessary adjustments and classifications in order to make the correct presentation in accordance with TMS/TFRS to the legal records prepared on the historical cost basis.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Comparative figures are reclassified, where necessary, to conform to changes in presentation in the current period financial statements and significant changes are explained. The financial statements of the Company include comparative financial information to enable the determination of the trends in the financial position and performance. The Company has prepared its financial position statement as of 30 September 2025 with the financial position statement prepared as of 31 December 2024; The profit or loss statement for the period 1 January- 30 September 2025, the profit or loss statement for the 1 January-30 September 2024 accounting period, and the other comprehensive income statement for the 1 January- 30 September 2025 accounting period, the 1 January- 30 September 2024 accounting period, other comprehensive income statement, cash flow statement for the accounting period 1 January-30 September 2025 and statements of changes in shareholders' equity are prepared comparatively with the related financial statements for the accounting period 1 January – 30 September 2024.
The amount of TRL 32.484 shown under "Profit on sale of funds" in "Investment activity income" in the income statement dated September 30, 2024 has been classified under "Profit on sale of funds" in "Finance income."
Disclosures regarding the impacts of the new IFRS/TFRS on the financial statements:
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Accounting estimates are made on the basis of reliable information and reasonable estimation methods. However, estimates are revised if there is a change in the circumstances under which the estimate was made, or if new information becomes available, or if additional developments occur. The effect of a change in an accounting estimate is recognized in the current period in which the change is made, if the change affects only one period, or prospectively in both the current and future periods, if the change affects future periods, in the financial statements in a manner that takes into account in determining the profit or loss for the period.
The nature and amount of any change in an accounting estimate that has an effect on the result of operations in the current period or is expected to have an effect on subsequent periods is disclosed in the notes to the financial statements, except where it is not possible to estimate the effect on future periods. As of September 30, 2025, there have been no changes and errors in accounting estimates.
The Company starts with a sales campaign for certain products at the beginning of the year and then organizes "dealer fairs" in the first quarter of the year to sell the brands it produces and imports. During these sales campaigns and dealer fairs, checks, DDS, credit cards are taken against the order amounts of the customers and most of the shipment of the orders received is realized in the first half of the year.
Fair values of derivatives and other financial instruments
The Company calculates the fair values of financial instruments that do not have an active market by using market data, the use of similar transactions without collusion, reference to the fair values of similar instruments and discounted cash flow analysis.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Provision for doubtful receivables is accounted for using expected credit losses defined in TFRS 9 standard. Calculated using expected credit losses and excluding dealers subject to the Direct Debit System, taking into account the company's forecasts for the future, in addition to past experience.
Fields of activity of the Company established in Türkiye are, respectively, the production of wooden wall pencils, colored pencils, toy products and other stationery equipment, the sale and export of finished products in the facilities, and importing all kinds of raw materials, semi-finished products and finished products, to buy and sell.
The Company's field of activity, the nature and economic characteristics of the products, the production processes, the classification according to the risks of the customers and the methods used in the distribution of the products are similar. In addition, the organizational structure of the Company has been established in such a way that a single activity is managed instead of the Company being managed in separate divisions containing different activities. For these reasons, the Company's operations are considered as a single operating segment, and the Company's operating results, the determination of the resources to be allocated to these activities, and the examination of the performances of these activities are evaluated within this framework.
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Demand deposit | 7.960 | 44.181 |
| Time deposit | 37.030 | 204 |
| Other cash equivalents | 3.448 | 781.592 |
| Cash and cash equivalents in the statement of cash flows | 48.438 | 825.977 |
| Interest income accruals | 7 | 1.027 |
| Total | 48.445 | 827.004 |
The Company has no blocked deposits as of 30 September 2025 (31 December 2024: None).
| 30 September 2025 % TRL |
31 December 2024 % TRL |
|||
|---|---|---|---|---|
| Ülkü Kırtasiye Ticaret ve Sanayi A.Ş. |
7,67 | 113 | 7,67 | 113 |
| Other long-term investments (*) | 1.451 | 1.524 | ||
| 1.564 | 1.637 |
(*) It is the amount of venture capital investment fund received by our company on a long-term basis, equal to 2% of the corporate tax incentive amount used, as it is an R&D center.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 30 September 2025 | Interest rate % | Balance |
|---|---|---|
| Short term borrowings | ||
| TRL loans | 23,47- 47,00 | 1.043.118 |
| Debt instruments issued (*) | TLref + %1 | 510.247 |
| 1.553.365 |
(*) The Company will sell to qualified investors without public offering debt instruments worth TRL500,000 with a maturity of 364 days, carrying a variable interest rate of 100 basis points linked to the BIST TLREF index, with two coupon payments and redemption dated 13 March 2026.
As of 30 September 2025, the interest accrual calculated for the Company's short-term loans is classified within the relevant short-term bank loans, and the interest accrual calculated for the issued debt instruments is classified within the issued debt instruments.
| 30 September 2025 | Interest rate % | Balance |
|---|---|---|
| Short-term portions of long-term borrowings | ||
| Short-term portions of long-term finance leases | - | 45.568 |
| Short-term portions of long-term loans | TLref + %1 | 172.674 |
| Short-term portions of long-term issued debt instruments (*) | TLref + %1 | 251.989 |
| 470.231 |
(*) The Company has debt instruments amounting to TRL250,000, with a maturity of 730 days, carrying a variable interest rate of 100 basis points linked to the BIST TLREF index, with four coupon payments, and redemption dated 24 September 2026. These instruments are offered domestically to qualified investors without a public offering.
As of 30 September 2025, the interest accrual calculated for the Company's short-term loans is classified within the relevant short-term bank loans, and the interest accrual calculated for the issued debt instruments is classified within the issued debt instruments.
| 30 September 2025 | Interest rate % | Balance |
|---|---|---|
| Long term borrowings | ||
| Long-term lease payables | 66.598 | |
| 66.598 | ||
| 31 December 2024 | Interest rate % | Balance |
| Short term borrowings | ||
| TRL loans | 48,00 - 54,00 | 489.275 |
| 489.275 |
As of 31 December 2024, the interest accrual calculated for the short-term loans of the Company has been classified under the related short-term bank loans.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 31 December 2024 | Interest rate % | Balance |
|---|---|---|
| Short-term portions of long-term borrowings | ||
| Short-term portions of long-term finance leases | - | 59.274 |
| Short-term portions of long-term loans | TLref + %1 | 35.083 |
| Short-term portions of long-term issued debt instruments | TLref + %1 | 45.073 |
| 139.430 |
As of December 31, 2024, the accrued interest related to the current portions of long-term borrowings has been classified within the current portions of the respective long-term borrowings.
| 31 December 2024 | Interest rate % | ||
|---|---|---|---|
| Long term borrowings | |||
| TRL loans | TLref + %1 | 213.231 | |
| Debt instruments issued (*) | TLref + %1 | 313.575 | |
| Long-term lease payables | - | 108.351 | |
| 635.157 |
As of 30 September 2025, and 31 December 2024, the maturity details of the Company's long-term loans and financial lease borrowings are given below.
| 30 September 2025 | Total |
|---|---|
| liabilities | |
| 1-2 years | 66.598 |
| 66.598 | |
| 31 December 2024 | Total |
|---|---|
| liabilities | |
| 1-2 years | 635.157 |
| 635.157 |
The movement of financial borrowings is as follows:
| 2025 | 2024 | |
|---|---|---|
| 1 January | 1.096.237 | 1.815.014 |
| Cash inflows from borrowing | 1.700.000 | 1.950.555 |
| Cash outflows related to debt payments | (525.000) | (1.408.003) |
| Interest expense | 482.078 | 529.262 |
| Interest paid | (576.720) | (530.101) |
| Monetary (gain) / loss | (198.567) | (456.134) |
| 30 September | 1.978.028 | 1.900.593 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The movement of lease liabilities is as follows:
| 2025 | 2024 | |
|---|---|---|
| 1 January | 167.627 | 200.007 |
| Cash inflow within the period | 17.848 | 160.009 |
| Cash outflows related to lease payments for the period | (60.027) | (58.419) |
| Interest expense | 32.969 | 25.456 |
| Contract amendment | (3.609) | - |
| Monetary (gain) / loss | (42.642) | (107.656) |
| 30 September | 112.166 | 219.397 |
The movement of the Company's right of use assets as of September 30, 2025 and September 30, 2024 is presented below.
| Right of use assets | Vehicles | Buildings | Total | |
|---|---|---|---|---|
| As of 1 January 2025 | 40.368 | 151.698 | 192.066 | |
| Additions | 17.848 | - | 17.848 | |
| Disposal | - | (11.709) | (11.709) | |
| Changes in contracts | - | (3.609) | (3.609) | |
| Current depreciation expense (*) | (23.110) | (30.037) | (53.147) | |
| As of 30 September 2025 | 35.106 | 106.343 | 141.449 |
(*) 105 TRL of depreciation expenses is included in the cost of goods sold, 10.851 TRL is included in general administrative expenses and 42.191 TRL is included in marketing, selling and distribution expenses.
| Right of use assets | Vehicles | Buildings | Total | |
|---|---|---|---|---|
| As of 1 January 2024 | 50.665 | 193.415 | 244.080 | |
| Additions | - | 160.009 | 160.009 | |
| Disposal | (2.629) | (159.044) | (161.673) | |
| Current depreciation expense (*) | (22.452) | (38.358) | (60.810) | |
| As of 30 September 2024 | 25.584 | 156.022 | 181.606 |
(*) 356 TRL of depreciation expenses is included in the cost of goods sold, TRL 5.274 is included in general administrative expenses and TRL 55.180 is included in marketing, selling and distribution expenses.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Trade Receivables | 30 September 2025 | 31 December 2024 |
|---|---|---|
| Trade receivables from related parties (Note 22) | 147.725 | 53.613 |
| Trade receivables from third parties | 1.136.529 | 110.959 |
| 1.284.254 | 164.572 | |
| Trade receivables from third parties | 30 September 2025 | 31 December 2024 |
| Cheques and notes receivables | 79.485 | 1.973 |
| Trade receivables | 1.065.916 | 118.345 |
| Provisions for doubtful trade receivables (-) | (8.872) | (9.359) |
| 1.136.529 | 110.959 |
As of 30 September 2025, and 2024, the movement for doubtful trade receivables is as follows:
| the movement for doubtful trade receivables is as follows: | |
|---|---|
| 2025 | 2024 |
| 9.359 | 11.551 |
| 1.891 | 993 |
| (539) | - |
| (1.839) | (3.077) |
| 8.872 | 9.467 |
| 30 September 2025 | 31 December 2024 |
| 5.357 | 9.017 |
| 164.591 | 157.758 |
| 169.948 | 166.775 |
| 30 September 2025 | 31 December 2024 |
| 164.545 | 150.046 |
| 4 6 | 7.712 |
| 164.591 | 157.758 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Other receivables | 30 September 2025 | 31 December 2024 |
|---|---|---|
| Other receivables from third parties | 1.534 | 1.913 |
| 1.534 | 1.913 | |
| Other receivables from third parties | 30 September 2025 | 31 December 2024 |
| Receivables from employees | 1 3 | 1.248 |
| Deposits and guarantees given | 332 | 440 |
| Other miscellaneous receivables | 1.189 | 225 |
| 1.534 | 1.913 | |
| Other payables | 30 September 2025 | 31 December 2024 |
| Other payables to third parties | 9.894 | 4.803 |
| 9.894 | 4.803 | |
| Other payables to third parties | 30 September 2025 | 31 December 2024 |
| Taxes, fees and deductions payable | 9.136 | 3.954 |
| Other | 758 9.894 |
849 4.803 |
| Employee benefit obligations | 30 September 2025 | 31 December 2024 |
| Payables to employees | 34.853 | 78.448 |
| Social security premiums payable | 11.719 | 11.725 |
| Taxes, fees and deductions payable | 10.530 | 45.447 |
| 57.102 | 135.620 | |
| Long-term employee benefit obligations | 30 September 2025 | 31 December 2024 |
| Payables to employees | 1.635 | 2.904 |
| 1.635 | 2.904 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Raw materials | 276.114 | 263.838 |
| Semi-finished goods | 107.690 | 127.775 |
| Finished goods | 367.081 | 334.713 |
| Trade goods | 390.708 | 281.028 |
| Other inventories | 13.336 | 14.388 |
| Provision for impairment of inventories (-) (*) | (31.555) | (31.555) |
| 1.123.374 | 990.187 |
(*) As of 30 September 2025 and 2024, the movement table for the provision for inventory impairment, as a result of the assessment of the recoverability of inventories, is as follows:
| 2025 | 2024 | |
|---|---|---|
| As of 1 January | 31.555 | 29.621 |
| Provisions no longer required (-) | - | - |
| 30 September | 31.555 | 29.621 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Lands | Land improvements and buildings | Buildings | Machinery and equipment | Vehicles | Furniture and fixtures | Construction in progress | Special Cost | Total | |
|---|---|---|---|---|---|---|---|---|---|
| As of 1 January 2025, | _ | ||||||||
| Cost | 54.370 | 25.758 | 849.555 | 1.186.101 | 19.005 | 322.852 | 32.999 | 5.731 | 2.496.371 |
| Accumulated depreciation | - | (23.666) | (175.140) | (995.954) | (18.975) | (287.515) | - | (4.359) | (1.505.609) |
| Net book value | 54.370 | 2.092 | 674.415 | 190.147 | 30 | 35.337 | 32.999 | 1.372 | 990.762 |
| Opening balance | 54.370 | 2.092 | 674.415 | 190.147 | 30 | 35.337 | 32.999 | 1.372 | 990.762 |
| Additions | - | - | 650 | 12.622 | _ | 4.471 | 27.015 | - | 44.758 |
| Disposal cost | - | - | - | (23.097) | - | (50.972) | (3.480) | (3.681) | (81.230) |
| Disposal depreciation | - | - | - | 23.004 | - | 47.058 | - | 3.665 | 73.727 |
| Transfers | - | - | 266 | 1.738 | - | - | (17.720) | - | (15.716) |
| Depreciation (*) | - | (262) | (14.171) | (36.861) | (16) | (8.309) | - | (297) | (59.916) |
| Closing balance | 54.370 | 1.830 | 661.160 | 167.553 | 14 | 27.585 | 38.814 | 1.059 | 952.385 |
| As of 30 September 2025, | |||||||||
| Cost | 54.370 | 25.758 | 850.471 | 1.177.364 | 19.005 | 276.351 | 38.814 | 2.050 | 2.444.183 |
| Accumulated depreciation | - | (23.928) | (189.311) | (1.009.811) | (18.991) | (248.766) | _ | (991) | (1.491.798) |
| Net book value | 54.370 | 1.830 | 661.160 | 167.553 | 14 | 27.585 | 38.814 | 1.059 | 952.385 |
(*) 47.716 TRL of depreciation expenses is included in the cost of goods sold, 2.155 TRL is included in general administrative expenses, 2.469 TRL is included in research and development expenses, and 7.576 TRL is included in marketing, sales and distribution expenses.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Lands | Land improvements and buildings |
Buildings | Machinery and equipment | Vehicles | Furniture and C | Construction in progress | Special Cost | Total | |
|---|---|---|---|---|---|---|---|---|---|
| As of 1 January 2024, | |||||||||
| Cost | 54.369 | 25.758 | 847.011 | 1.171.534 | 19.005 | 317.236 | - | 6.555 | 2.441.468 |
| Accumulated depreciation | - | (23.312) | (154.704) | (951.877) | (18.959) | (280.894) | - | (2.683) | (1.432.429) |
| Net book value | 54.369 | 2.446 | 692.307 | 219.657 | 46 | 36.342 | - | 3.872 | 1.009.039 |
| Opening balance | 54.369 | 2.446 | 692.307 | 219.657 | 46 | 36.342 | - | 3.872 | 1.009.039 |
| Additions | - | - | 416 | 6.183 | - | 6.721 | 32.153 | - | 45.473 |
| Disposal cost | - | - | - | (955) | - | (6.990) | _ | - | (7.945) |
| Disposal depreciation | - | - | - | 528 | - | 4.039 | - | - | 4.567 |
| Depreciation (*) | (15.716) | (33.497) | (10) | (9.011) | (2.204) | (60.438) | |||
| Closing balance | 54.369 | 2.446 | 677.007 | 191.916 | 36 | 31.101 | 32.153 | 1.668 | 990.696 |
| As of 30 September 2024, | |||||||||
| Cost | 54.369 | 25.758 | 847.427 | 1.176.762 | 19.005 | 316.967 | 32.153 | 6.555 | 2.478.996 |
| Accumulated depreciation | (23.312) | (170.420) | (984.846) | (18.969) | (285.866) | - | (4.887) | (1.488.300) | |
| Net book value | 54.369 | 2.446 | 677.007 | 191.916 | 36 | 31.101 | 32.153 | 1.668 | 990.696 |
(*) 44.479 TRL of depreciation expenses is included in the cost of goods sold, 1.638 TRL is included in general administrative expenses, 2.418 TRL is included in research and development expenses, and 11.903 TRL is included in marketing, sales and distribution expenses.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Intangible assets include computer software, rights and development costs.
| License | License Other intangible | ||||
|---|---|---|---|---|---|
| Rights | Developments | agreements | assets | Total | |
| As of 1 January 2025, | |||||
| Cost | 4.025 | 110.130 | 299.349 | 25.492 | 438.996 |
| Accumulated amortizations | (3.756) | (38.766) | (259.577) | (25.629) | (327.728) |
| Net book value | 269 | 71.364 | 39.772 | (137) | 111.268 |
| Opening balance | 269 | 71.364 | 39.772 | (137) | 111.268 |
| Additions | - | 20.394 | - | 821 | 21.215 |
| Disposal cost | (1.703) | - | - | - | (1.703) |
| Disposal depreciation | 1.515 | - | - | - | 1.515 |
| Transfers | - | 15.716 | - | - | 15.716 |
| Depreciation (*) | - | (17.403) | (11.714) | - | (29.117) |
| End of the period | 81 | 90.071 | 28.058 | 684 | 118.894 |
| As of 30 September 2025, | |||||
| Cost | 2.322 | 146.240 | 299.349 | 26.313 | 474.224 |
| Accumulated amortizations | (2.241) | (56.169) | (271.291) | (25.629) | (355.330) |
| Net book value | 81 | 90.071 | 28.058 | 684 | 118.894 |
(*) For the current period, 18.101 TRL of amortization is included in the cost of goods sold, 1.930 TRL is included in the cost of general administrative expenses, 5.162 TRL is included in the cost of research and development expenses, and 3.924 TRL is included in the cost of marketing, sales and distribution expenses.
| Rights | Developments | License agreements | Other intangible assets | Total | |
|---|---|---|---|---|---|
| As of 1 January 2024, | |||||
| Cost | 4.025 | 108.077 | 287.325 | 23.740 | 423.167 |
| Accumulated amortizations | (3.539) | (17.116) | (239.972) | (19.482) | (280.109) |
| Net book value | 486 | 90.961 | 47.353 | 4.258 | 143.058 |
| Opening balance | 486 | 90.961 | 47.353 | 4.258 | 143.058 |
| Additions | - | - | 628 | - | 628 |
| Depreciation (*) | (169) | (16.303) | (15.538) | (3.256) | (35.266) |
| End of the period | 317 | 74.658 | 32.443 | 1.002 | 108.420 |
| As of 30 September 2024, | |||||
| Cost | 4.025 | 108.077 | 287.953 | 23.740 | 423.795 |
| Accumulated amortizations | (3.708) | (33.419) | (255.510) | (22.738) | (315.375) |
| Net book value | 317 | 74.658 | 32.443 | 1.002 | 108.420 |
(*) For the current period, TRL 19.056 of amortization is included in the cost of goods sold, TRL 1.456 is included in the cost of general administrative expenses, TRL 4.801 is included in the cost of research and development expenses, and TRL 9.953 is included in the cost of marketing, sales and distribution expenses.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
30 September 2025 31 December 2024
| Provisions for lawsuits | 5.259 | 6.592 |
|---|---|---|
| 5.259 | 6.592 |
The Company's 15 employees have filed 15 lawsuits against the Company for the cancellation of the termination of their employment contracts, reemployment and other compensation claims and a litigation provision amounting to TRL 5.259 has been set aside as a result of the evaluations of the lawyers in relation to the related lawsuits.
| 2025 | 2024 | |
|---|---|---|
| As of 1 January, | 6.591 | 338 |
| Provision provided during the period | - | 4.094 |
| Monetary (gain) / loss | (1.332) | (89) |
| As of 30 September , | 5.259 | 4.343 |
After Adel Kalemcilik Ticaret ve Sanayi A.Ş. could not collect its receivable of 60 TRL arising from its current account relationship with its customer, Istanbul 18th Enforcement Directorate file number 2012/20785E and 2012/18797E and Kartal 1st Enforcement Directorate file number 2012/6142E. Enforcement proceedings were carried out with and the sale of the seized real estate was requested on 7 October 2013. The valuation report has been notified and the real estate sales process continues.
2014/14137E, 2014/15246E, 2014/16896E, filed under Izmir 2, 8, 10 and 14th Enforcement Directorate, as a result Adel Kalemcilik Ticaret ve Sanayi A.Ş.'s inability to collect its receivable of 594 TRL arising from its current account relationship with its customer and 2015/574E, enforcement proceedings were initiated against the debtor company, and a payment order notification was issued against the debtor company, by proceeding with the main proceeding through a lien specific to bills of exchange. Investigations continue for the purpose of collecting the receivable.
There are commercial lawsuits filed against Adel Kalemcilik Ticaret ve Sanayi A.Ş. by the employees of the two subcontractors, whose contracts the Company terminated as of 31 August 2013, due to their failure to fulfill their legal obligations towards their employees, within the framework of the principles of joint and several liability. Provision has been made as of 30 September 2025. The company has objected to the enforcement proceedings in question and the proceedings are continuing.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Following the failure of Adel Kalemcilik Ticaret ve Sanayi A.Ş. to collect its receivables arising from its current account relationship with its customer, a lawsuit was filed with the file number 2016/12354 E (New Basis: 2021/14645 E.) filed within the Istanbul Anatolian 17th Enforcement Directorate. Provision has been made for the amount. Main proceedings have been initiated and the assets recorded on the debtor have been inquired about. There are no assets registered in the name of the debtor, investigations are continuing to collect the receivable.
Following the inability of Adel Kalemcilik Ticaret ve Sanayi A.Ş. to collect due to its current account relationship with its customer, a receivable was recorded in the bankruptcy estate with the file number 2017/32 at Istanbul Anadolu 3rd Bankruptcy Directorate. A provision has been made for the said amount.
Due to the Company's inability to collect a receivable of TRL495 arising from an advance payment relationship with its supplier, a legal follow-up has been initiated under file number 2024/25778 at the Gebze Enforcement Office, and a provision has been recognized for the related amount. The main enforcement proceeding has commenced, and investigations have been conducted to identify assets registered under the debtor's name. No assets have been found registered under the debtor. Efforts to collect the receivable are ongoing.
These proceedings are not expected to have a material impact on the Company's operating results, financial position, or liquidity.
As of 30 September 2025, and 31 December 2024, the tables regarding the Company's collateral/pledge/mortgage ("CPM") position are as follows:
| Letter of guarantees, pledge and mortgages provided by the Company | TRL equivalents | EUR | TRL |
|---|---|---|---|
| A. Total amount of GPMs given on behalf of the Company's legal personality | 68.984 | - | 68.984 |
| B. Total amount of GPMs given in favor of subsidiaries included in full consolidation | - | - | - |
| Total amount of GPMs given by the Company for the liabilities of 3rd parties | |||
| C. in | - | - | - |
| order to run ordinary course of business | |||
| D. Total amount of other GPM's | - | - | - |
| i. Total amount of GPMs given in favor of the parent Company | - | - | - |
| ii. Total amount of GPMs given in favor of other group companies not in the | _ | ||
| scope | - | - | |
| of B and C above | |||
| iii. Total amount of GPMs given in favor of third party companies not in the | |||
| scope of C above | - | ||
| 68.984 | - | 68.984 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Letter of guarantees, pledge and mortgages provided by the Company | TRL equivalents | EUR | TRL |
|---|---|---|---|
| A. Total amount of GPMs given on behalf of the Company's legal personality | 20.281 | - | 20.281 |
| B. Total amount of GPMs given in favor of subsidiaries included in full consolidation | - | - | - |
| C. Total amount of GPMs given by the Company for the liabilities of 3rd parties in | - | - | - |
| order to run ordinary course of business D. Total amount of other GPM's | - | _ | _ |
| i. Total amount of GPMs given in favor of the parent Company | - | - | - |
| ii. Total amount of GPMs given in favor of other group companies not in the scope of B and C above | - | - | - |
| iii. Total amount of GPMs given in favor of third party companies not in the scope of C above | - | - | - |
| 20.281 | - | 20.281 |
The ratio of other CPMs given by the company to the equity of the Company is 0% as of 30 September 2025 (31 December 2024: 0%).
| Short term employee benefits | 30 September 2025 | 31 December 2024 |
|---|---|---|
| Premium accruals | - | 14.290 |
| Provisions for unused vacations | 4.156 | 2.972 |
| 4.156 | 17.262 | |
| Long term employee benefits | 30 September 2025 | 31 December 2024 |
| Provisons for employment termination benefits | 36.714 | 41.895 |
| 36.714 | 41.895 |
The movement table of unused vacation accruals as of 30 September 2025 and 2024 is as follows:
| 2025 | 2024 | |
|---|---|---|
| As of 1 January, | 2.972 | 4.664 |
| Addition | 18.542 | 10.884 |
| Provision for vacation used | (15.613) | (11.572) |
| Monetary (gain) / loss | (1.745) | (1.230) |
| 30 September | 4.156 | 2.746 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
In accordance with the provisions of the Labor Law in force, there is an obligation to pay the legal severance pay to employees whose employment contract has ended so that they are entitled to severance pay.
In addition, in accordance with the legislation currently in force, there is an obligation to pay the legal severance pay to those who have the right to leave the job by receiving severance pay. As of 1 July 2025, the severance pay to be paid is subject to a monthly ceiling of 53,919,68 full TRL (1 January 2025: 46,655,43 TRL). Severance pay liability is not legally subject to any funding. Severance pay liability is calculated based on the estimation of the present value of the company's possible future liability arising from the retirement of employees. TAS 19 ("Employee Benefits") requires the company to develop its liabilities within the scope of defined monthly plans using actuarial valuation methods. Accordingly, the actuarial assumptions used in calculating total liabilities are stated below:
The main assumption is that the maximum liability amount for each year of service will increase in line with inflation. Therefore, the discount rate applied represents the expected real rate after adjusting for the effects of future inflation. Therefore, the provisions in the accompanying financial statements as of 30 September 2025 and 31 December 2024 are calculated by estimating the present value of the future probable obligation arising from the retirement of the employees.
| Severance Pay Accrual Movement Table | ||
|---|---|---|
| 2025 | 2024 | |
| As of 1 January | 41.895 | 52.318 |
| Service cost | 14.093 | 19.155 |
| Severance pay paid | (18.606) | (7.839) |
| Actuarial (gain) / loss | 8.852 | (11.980) |
| Monetary (gain) / loss | (9.520) | (9.550) |
| 30 September | 36.714 | 42.104 |
| 30 September 2025 | 31 December 2024 | |
| Discount rate (%) | 2,58 | 2,58 |
| Turnover rate used in retirement probability calculation (%) | 92,64 | 92,82 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Short-term prepaid expenses | 30 September 2025 | 31 December 2024 |
|---|---|---|
| Advances given | 9.749 | 17.047 |
| Prepaid expenses for the coming months | 11.918 | 5.685 |
| 21.667 | 22.732 | |
| Current tax assets | 30 September 2025 | 31 December 2024 |
| Prepaid taxes and funds | 5.771 | 152.651 |
| 5.771 | 152.651 | |
| Other current assets | 30 September 2025 | 31 December 2024 |
| Deffered VAT | 28.110 | 88.990 |
| Other miscellaneous current assets | 128 | 8 2 |
| 28.238 | 89.072 | |
| Long-term prepaid expenses | 30 September 2025 | 31 December 2024 |
| Prepaid expense for the following years | 28.606 | 20.774 |
| 28.606 | 20.774 | |
| Deffered income | 30 September 2025 | 31 December 2024 |
| Advances received | 11.338 | 76.579 |
| 11.338 | 76.579 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The shareholders of the Company and their shares in the capital are given below.
| 30 September 2025 | 31 December 2024 | |||
|---|---|---|---|---|
| % Share | Balance | % Share | Balance | |
| AG Anadolu Grubu Holding A.Ş. | 56,89 | 147.831 | 56,89 | 147.831 |
| Faber - Castell Aktiengesellschaft | 15,40 | 40.017 | 15,40 | 40.017 |
| Shares publicly held | 27,71 | 72.027 | 27,71 | 72.027 |
| Paid in capital | 100,00 | 259.875 | 100,00 | 259.875 |
| Inflation adjustment to share capital | 464.004 | 464.004 | ||
| Total capital | 723.879 | 723.879 |
Inflation adjustments to share capital represent the effect of restating cash additions to paid-in capital with year-end purchasing power.
40.017.351 shares of the Company, amounting to TRL 40.017 are registered in the name of the holder and 219.857.649 shares, amounting to TRL 219.858 are bearer share certificates in accordance with the Foreign Capital Legislation. There are no privileges granted to shareholders in the election of the Board of Directors.
The legal reserves consist of first and second legal reserves in accordance with the TCC. The first legal reserve is appropriated out of the statutory profits at the rate of 5%, until the total reserve reaches a maximum of 20% of the Company's restated share capital. The second legal reserve is appropriated at the rate of 10% of all distributions in excess of 5% of the Company's restated share capital. Under TCC, the legal reserves are only available for netting off losses unless they exceed 50% of the historical paidin share capital otherwise they are not allowed to be used for other purposes. As a result of the sale of the immovable and participation shares evaluated within the scope of Article 5/e of the Corporate Tax Law No. 5520, 75% of the sales profit has been classified as "Profit from the sale of real estate and participation shares".
| 388.255 | 377.967 | |
|---|---|---|
| R&D investment fund | 1.979 | 1.979 |
| Gain on sale of real estate and associate shares | 1.831 | 5.280 |
| Legal reserves | 384.445 | 370.708 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
Retained earnings consist of extraordinary reserves and other retained earnings. Publicly listed companies distribute dividends in accordance with the requirements of CMB as explained below:
| 30 September 2025 31 December 2024 | ||
|---|---|---|
| ------------------------------------ | -- | -- |
| 542.612 | 695.513 | |
|---|---|---|
| Extraordinary reserves | 235.861 | 272.501 |
| Other retained earnigs /(losses) | 306.751 | 423.012 |
As of September 30, 2025 and 2024, the fund items included within equity in the financial statements prepared in accordance with the Tax Procedure Law are as follows:
| 30 September 2025 | ||||
|---|---|---|---|---|
| CPI Adjusted | PPI Adjusted | Followed | ||
| Retained Earnings | Statuary Entrys | Statuary Entrys | ammount of | |
| Adjustments to share capital | 584.583 | 464.004 | 120.579 | |
| Reserves on retained erning | 417.211 | 388.255 | 28.956 |
In accordance with the CMB decision numbered 7/242 dated 25 February 2005; If the profit distribution amount calculated in accordance with the CMB's regulations regarding the minimum profit distribution obligation, based on the net distributable profit found in accordance with the CMB regulations, can be fully covered from the distributable profit in the legal records, this entire amount will be distributed, and if not, the entire net distributable profit in the legal records will be distributed. If there is a period loss in the financial statements prepared in accordance with CMB regulations or in any of the legal records, no profit distribution will be made. With the decision of the CMB dated 27 January 2010, it was decided not to impose any minimum profit distribution obligation on dividend distribution for publicly held joint stock companies whose shares are traded on the stock exchange.
Capital increase, free of charge, capital inflation adjustment differences and registered values of extraordinary reserves; It can be used for cash profit distribution or loss offset. However, equity inflation adjustment differences are subject to corporate tax if used in cash profit distribution.
The company management took the profit distribution decision at the General Assembly meeting. In case of distribution of these profits, the entire profit distribution amount will be covered from the distributable profit in the legal records.
At the Ordinary General Assembly meeting held on April 16, 2025, it was decided to distribute a net period profit of 150.026 full TRL as a dividend from the Company's 2024 operating year according to the Profit Distribution Table prepared within the scope of the Capital Markets Board Dividend Guide. It was decided to distribute the gross dividend to full taxpayer institutions at a rate of 57,73%, which is 0,5773 full TRL for each share with a nominal value of 1 full TRL, and at a net rate of 49,07%, which is 0,4907 full TRL for each share with a nominal value of 1 full TRL. Dividend payments were made on September 26, 2025.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 1 January - 30 September 2025 |
1 January - 30 September 2024 |
1 July - 30 September 2025 |
1 July - 30 September 2024 |
|
|---|---|---|---|---|
| Domestic sales | 2.550.325 | 4.444.254 | 1.072.799 | 1.758.436 |
| Export sales | 113.907 | 127.271 | 49.511 | 44.501 |
| Sales discounts (-) | (821.805) | (1.451.755) | (310.427) | (543.155) |
| Net sales | 1.842.427 | 3.119.770 | 811.883 | 1.259.782 |
| Cost of sales (-) | (1.072.192) | (1.516.229) | (486.115) | (691.699) |
| Gross profit | 770.235 | 1.603.541 | 325.768 | 568.083 |
The breakdown of the cost of sales by periods is as follows:
| 1 January - 30 September 2025 |
1 January - 30 September 2024 |
1 July - 30 September 2025 |
• | |
|---|---|---|---|---|
| Direct material cost | 260.842 | 373.219 | 105.876 | 128.629 |
| Direct labour costs | 209.371 | 228.904 | 57.954 | 70.019 |
| General production expenses | 84.931 | 108.978 | 25.245 | 37.418 |
| Depreciation and amortization expenses | 66.254 | 63.890 | 23.989 | 24.655 |
| Provision for impairment of inventories | - | - | - | - |
| Change in semi-finished goods | 20.085 | 11.632 | 35.195 | 45.735 |
| Change in finished goods | (32.366) | 133.576 | 15.641 | 134.311 |
| Cost of products sold | 609.117 | 920.199 | 263.900 | 440.767 |
| Cost of goods sold | 463.075 | 596.030 | 222.215 | 250.932 |
| Cost of sales | 1.072.192 | 1.516.229 | 486.115 | 691.699 |
| 1 January - | 1 January - | 1 July - | 1 July - | |
|---|---|---|---|---|
| 30 September 2025 | 30 September 2024 | 30 September 2025 | 30 September 2024 | |
| Other income from operating activities | ||||
| Foreign exchange gain | 12.008 | 14.320 | 1.642 | 3.663 |
| Insurance indemnity income | 143 | 337 | (18) | (16) |
| Reversal of provision for doubtful trade receivables (Note 7) | 539 | - | - | - |
| Other | 3.193 | 6.303 | 1.891 | 462 |
| 15.883 | 20,960 | 3.515 | 4.109 | |
| 1 January - | 1 January - | 1 July - | 1 Tl | |
| • | • | |||
| 30 September 2025 | • | 30 September 2025 | ||
| Other expenses from operating activities | • | 30 September 2024 | 30 September 2025 | 30 September 2024 |
| Other expenses from operating activities Foreign exchange losses | 30 September 2025 6.368 |
30 September 2024 | 30 September 2025 | 30 September 2024 |
| • | 30 September 2024 | 30 September 2025 925 |
30 September 2024 | |
| Foreign exchange losses | 6.368 | 30 September 2024 7.873 |
30 September 2025 | 30 September 2024 |
| Foreign exchange losses Provision for doubtful trade receivables (Note 7) |
6.368 | 7.873 993 4.420 |
30 September 2025 925 |
30 September 2024 1.352 (24) |
| Foreign exchange losses Provision for doubtful trade receivables (Note 7) Litigation provision expenses (Note 12) | 6.368 1.891 |
7.873 993 4.420 10.393 |
30 September 2025 925 - - 15 |
30 September 2024 1.352 (24) 2.024 7.706 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 1 January - | 1 January - | 1 July - | 1 July - 30 September 2025 30 September 2024 30 September 2025 30 September 2024 |
|
|---|---|---|---|---|
| Income from investment activities | ||||
| Gain on sale of property, plant and equipment | 212 | 716 | 142 | 3 8 |
| 212 | 716 | 142 | 3 8 | |
| 1 January - | 1 January - | 1 July - | 1 July - | |
| 30 September 2025 30 September 2024 30 September 2025 30 September 2024 | ||||
| Expense from investment activities | ||||
| Expense arising from the cancellation of the lease agreement | 3.132 | 50.700 | 1.551 | (10.629) |
| Transfer of foreign currency translation | ||||
| differences previously recognized in other comprehensive income to the statement |
- | 7.126 | - | - |
| of income | ||||
| 3.132 | 57.826 | 1.551 | (10.629) |
| 1 January - | 1 January - | 1 July - | 1 July - | |
|---|---|---|---|---|
| 30 September 2025 30 September 2024 30 September 2025 30 September 2024 | ||||
| Finance income | ||||
| Interest income | 41.415 | 178.703 | 6.572 | 2.227 |
| Gain on sale of funds | 38.492 | 32.484 | - | 11.407 |
| Foreign exchange income | 4.271 | 24.865 | (5.203) | (33.954) |
| Currency-protected deposit income | - | 21.390 | - | 2.152 |
| Interest income from sublease receivables | - | 179 | - | (17) |
| 84.178 | 257.621 | 1.369 | (18.185) | |
| 1 January - | 1 January - | 1 July - 30 September 2025 30 September 2024 30 September 2025 30 September 2024 |
1 July - | |
| Finance expenses | ||||
| Interest expenses | 515.047 | 554.718 | 203.228 | 163.959 |
| Foreign exchange losses | 749 | 4.893 | (5.701) | (36.487) |
| 515.796 | 559.611 | 197.527 | 127.472 |
The company is subject to taxation in accordance with the tax laws of the countries in which it operates and other legislation.
In Türkiye, the corporate tax rate is 25%. Corporate tax is declared until the twenty-fifth day of the fourth month following the end of the accounting period to which it relates and paid in one lump sum until the end of the relevant month. In accordance with the tax legislation, provisional tax is calculated and paid at the corporate tax rate on quarterly earnings, and the amounts paid in this way are deducted from the tax calculated over the annual income.
Under Turkish tax legislation, tax losses can be carried forward for a maximum of five years following the year in which they were incurred. In addition, tax returns and related accounting records can be examined by the tax administration within five years.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 1 January - | 1 January - | 1 July - | 1 July - | |
|---|---|---|---|---|
| 30 September 202530 September 2024 30 September 202530 September 2024 | ||||
| Current period statutory tax provision (-) | - | (183.057) | - | (117.542) |
| Deferred tax income/(expense) | 96.005 | 46.913 | 25.773 | 34.421 |
| Total deferred tax income, net | 96.005 | (136.144) | 25.773 | (83.121) |
The reconciliation of the period's tax expense with the profit for the period is as follows:
| 30 September 2025 31 December 2024 | ||
|---|---|---|
| Period income tax provision | - | - |
| Prepaid tax expenses (-) | 5.771 | 152.651 |
| Profit for the period tax (liability)/receivable, net | 5.771 | 152.651 |
The Company's earnings from investments subject to incentive certificates are subject to corporate tax at reduced rates from the accounting period in which the investment starts to be operated partially or fully until the investment contribution amount is reached.
Within the scope of the Company's incentive certificates, there is no discounted corporate tax advantage used in return for the current period's legal tax. (30 September 2024: None.)
As of September 30, 2025, the Company has not utilized the R&D tax credit advantage in lieu of legal tax (September 30, 2024: TL 5.496). The tax benefit of TL 14.783 (December 31, 2024: none) that the Company is expected to benefit from in the foreseeable future on the unused R&D deduction is recognized as a deferred tax asset in the financial statements. The income statement for the period January 1 – September 30, 2025, includes deferred tax income of TL 14.783 related to the aforementioned deferred tax asset.
Deferred tax assets are recognized when it is probable that taxable income will be available in future years. Deferred tax assets are calculated based on tax benefits earned from deductible temporary differences, financial losses, and investment deductions with unlimited life that allow for reduced corporate tax payments. In this context, the Company bases the recognition of deferred tax assets arising from investment incentives in its financial statements on long-term plans and evaluates the recoverability of deferred tax assets related to such investment deductions at each balance sheet date based on business models that include taxable profit forecasts. It is anticipated that the deferred tax assets will be recovered within five years from the balance sheet date.
In the sensitivity analysis conducted as of September 30, 2025, when the inputs in the macroeconomic and sectoral assumptions underlying the business plans were increased/decreased by 10%, there was no change in the five-year recovery periods projected for deferred tax assets related to investment incentives.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Total temprorary differences | Deferred tax | |||
|---|---|---|---|---|
| 30 September 2025 31 December 2024 30 September 2025 31 December 2024 | ||||
| Tangible and intangible assets | (8.376) | 13.007 | (2.094) | 3.252 |
| Provision for employment termination benefits | 37.457 | 38.960 | 9.364 | 9.740 |
| Turnover and dealer premium provisions | 309.899 | - | 77.475 | - |
| Royalty expense provision | 11.846 | 5 | 2.962 | 1 |
| Worker bonus accruals | 11.847 | (1.742) | 2.962 | (435) |
| R&D discount | 59.131 | - | 14.783 | - |
| Adjustments related to derivative instruments | 1.926 | (5.272) | 482 | (1.318) |
| Provision for doubtful receivables | 5.795 | 6.048 | 1.449 | 1.512 |
| Provision for unused vacation | 4.156 | 2.972 | 1.039 | 743 |
| Inventory, provision for impairment on inventories | (151.112) | (172.787) | (37.778) | (43.197) |
| Litigation provision | 5.255 | 6.591 | 1.314 | 1.648 |
| Promotion materials | 2.100 | 2.419 | 525 | 605 |
| Bulk consumption sales return provision | 7.973 | - | 1.993 | - |
| Incentive premium accrual | 5.713 | 14.349 | 1.428 | 3.587 |
| Lease services | (29.283) | (24.440) | (7.321) | (6.110) |
| Other adjustments | (1.103) | (327) | (279) | (81) |
| Deferred tax asset/(liability), net | 273.224 | (120.217) | 68.304 | (30.053) |
| 2025 | 2024 | |||
| As of 1 January | (30.054) | 43.644 | ||
| Deferred tax expense/(income) | 96.005 | 46.913 | ||
| Severance pay accounted under equity effect of remeasurement differences | 2.210 (2.997) |
|||
| Impact of derivative financial instruments | 143 | 716 | ||
| 30 September | 68.304 | 88.276 |
Earnings per share is calculated by dividing the profit for the period by the weighted average number of shares of the Company during the period. The Company's earnings per share calculation is as follows.
| 1 January - | 1 January - | |
|---|---|---|
| 30 September 2025 | 30 September 2024 | |
| Profit /(loss) for the period | (206.276) | 268.020 |
| Average number of shares | ||
| (weighted average number of shares | ||
| with a nominal value of TRL 1 per share) | 259.875.000 | 32.278.846 |
| Earnings per share / (loss) (Full TRL) | (0,7938) | 8,3033 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Receivables from related parties | |||
|---|---|---|---|
| 30 September 2025 | 31 December 2024 | ||
| Migros Ticaret A.Ş. (2) | 143.674 | 37.631 | |
| A.W.Faber Castell Peruana SA (2) | 1.265 | 2.396 | |
| Aep Anadolu Etap Penkon Gıda ve İçecek (2) |
1.261 | - | |
| A.W.Faber-Castell Vertrieb GmbH (2) | 105 | 3.971 | |
| Anadolu Sağlık Merkezi Hastanesi A.Ş. (2) | - | 8.467 | |
| Other | 1.420 | 1.148 | |
| 147.725 | 53.613 |
| Payable to related parties | |||
|---|---|---|---|
| 30 September 2025 | 31 December 2024 | ||
| AEH Sigorta Acentalığı A.Ş. (2) | 2.216 | - | |
| AG Anadolu Grubu Holding A.Ş. (1) | 1.208 | 8.390 | |
| A.W.Faber-Castell Vertrieb GmbH (2) | 711 | 2 2 | |
| Other | 1.222 | 605 | |
| 5.357 | 9.017 |
| Prepaid expenses to related parties | 30 September 2025 | 31 December 2024 |
|---|---|---|
| A.W.Faber-Castell Vertrieb GmbH (2) | 105 | - |
| A.W.Faber-Castell(Guangzhou) (2) | 1 1 | - |
| A.W.Faber Castell (I) | 1 | - |
| 117 | - |
1) Shareholders
2) Other companies managed by the shareholders
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 1 January - | 1 January - | 1 July - 30 September 2025 30 September 2024 30 September 2025 30 September 2024 |
1 July - | |
|---|---|---|---|---|
| Purchases of goods | ||||
| A.W.Faber-Castell Vertrieb GmbH (2) | 125.638 | 133.177 | 67.366 | 62.811 |
| A.W. Faber-Castell (Guangzhou) Stationery Co. Ltd. (2) | 123.296 | 82.469 | 87.422 | - |
| A.W.Faber Castell (M) Sdn.Bhd. (2) | 72.445 | 77.024 | 3.968 | - |
| P.T.A.W.Faber Castell Ind. (2) | 2.762 | 25.307 | ||
| A.W. Faber Castell(I) Pvt. Ltd. India (2) | 2.411 | 1.862 | - | - |
| 326.552 | 319.839 | 158.756 | 62.811 | |
| 1 January - | 1 January - | 1 July - | 1 July - | |
| 30 September 2025 30 September 2024 30 September 2025 30 September 2024 | ||||
| Sales of goods | ||||
| Migros Ticaret A.Ş. (2) | 200.557 | 136.788 | 160.984 | 104.156 |
| A.W.Faber-Castell Vertrieb GmbH (2) | 16.577 | 22.656 | 7.835 | 10.686 |
| A.W.Faber Castell Peruana (2) | 2.141 | 4.031 | 1.285 | 4.031 |
| Other | 2.216 | 3.223 | 1.649 | 2.705 |
| 221.491 | 166.698 | 171.753 | 121.578 | |
| 1 January - | 1 January - | 1 July - | 1 July - | |
| 30 September 2025 30 September 2024 30 September 2025 30 September 2024 | ||||
| Services received | ||||
| AG Anadolu Grubu Holding A.Ş. (1) | 60.374 | 54.870 | 19.137 | 19.040 |
| Migros Ticaret A.Ş. (2) | 49.761 | 482 | 49.761 | 482 |
| Anadolu Efes Spor Kulübü (2) | 10.954 | 7.790 | - | - |
| Diğer | 520 | 25 | 2 | 15 |
| 121.609 | 63.167 | 68.900 | 19.537 | |
| 1 January - | 1 January - | 1 July - | 1 July - | |
| 30 September 2025 30 September 2024 30 September 2025 30 September 2024 | ||||
| Services given | ||||
| AEP Anadolu Etap Penkon A.Ş (2) | 11.240 | 13.779 | 2.172 | 4.788 |
| AEP Anadolu Etap Penkon Gıda ve Tarım Ürün San ve Tic A.Ş (2) | 8.209 | - | 4.009 | - |
| A.W. Faber-Castell Vetrieb Gmbh. (2) | 5.831 | 7.589 | - | 7.589 |
| Anadolu Kafkasya Enerjı Yatırımları A.Ş. (2) | 3.539 | 3.444 | 1.103 | 1.186 |
| Diğer | 610 | 1.460 | 314 | 185 |
| 29.429 | 26.272 | 7.598 | 13.748 | |
| 1 January - | 1 January - | 1 July - 30 September 2025 30 September 2024 30 September 2025 30 September 2024 |
1 July - | |
| Other | ||||
| Anadolu Eğitim ve Sosyal Yard. Vakfı (2) | - | 4.451 | - | 2.999 |
| - | 4.451 | - | 2.999 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The Company has determined the key management personnel as members of the board of directors, President of Agriculture Energy and Industry Group, general manager and managers reporting directly to the general manager. Benefits provided to key management personnel are as follows:
| 2025 | 2024 | |
|---|---|---|
| Short-term employee benefits | 94.386 | 87.629 |
| Other long-term benefits | 11.697 | 7.281 |
| Benefits due terminations | 6.111 | - |
| Benefits provided due to termination of employment | 4.067 | - |
| 30 September | 116.261 | 94.910 |
The Company manages its capital to ensure that it will maintain its status as a going concern while maximizing the return to stakeholders through the optimization of the debt and equity balance.
The capital structure of the Company consists of debt, which includes the borrowings, cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings. The management of the Company considers the cost of capital and the risks associated with each class of capital. The management of the Company aims to balance its overall capital structure through the payment of dividends, new share issues and the issue of new debt or the redemption of existing debt.
The Company controls its capital using the net debt / total equity ratio. This ratio is the calculated as net debt divided by total equity. Net debt is calculated as total liability (comprises of financial liabilities, leasing and trade payables as presented in the statement of financial position) less cash and cash equivalents. Total equity is calculated by adding shareholders equity and net debt, as shown in the balance sheet.
The Company's overall strategy based on equity does not differ from the previous period.
The Company does not have speculative financial instruments (including derivative financial instruments) and does not have any activity related to the purchase and sale of such instruments.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
As of September 30, 2025 and December 31, 2024, net debt / (equity + net debt) ratio is as follows;
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Total borrowings | 1.978.028 | 1.263.862 |
| Less: Cash and cash equivalents | (48.445) | (827.004) |
| Net debt | 1.929.583 | 436.858 |
| Total equity | 1.438.245 | 1.817.589 |
| Total equity + net debt | 3.367.828 | 2.254.447 |
| Net debt / (total equity+net debt) ratio | 57% | 19% |
The Company's activities expose it to foreign exchange and other risks. The Company is also exposed to the risk that counterparties may not fulfill the requirements of the agreement due to holding financial instruments.
Market risks encountered at the Company level are measured on the basis of sensitivity analysis. In the current year, there has been no change compared to the previous year in the Company's exposure to market risks or in the way the Company handles or measures these risks.
Transactions in foreign currency cause the exchange rate risk to occur.
The Company is exposed to exchange rate risk due to changes in the exchange rates used in the conversion of foreign currency assets and liabilities into Turkish lira. Currency risk arises due to future commercial transactions and the difference between recorded assets and liabilities.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The TRL equivalents of foreign currency assets and liabilities held by the Company are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Assets | 48.774 | 82.806 |
| Liabilities | (19.144) | (22.531) |
| Net balance sheet foreign currency position | 29.630 | 60.275 |
The Company is exposed to currency risk mainly in US Dollar and Euro.
| Profit/Loss 30 September 2025 | Appreciation of | Depreciation |
|---|---|---|
| foreign currency | foreign currency | |
| If the US Dollar changes 20% +/- against TRL : | ||
| 1- USD net asset/liability | 6.533 | (6.533) |
| 2- Part hedged against USD risk (-) (*) | - | - |
| 3- USD net effect (1+2) | 6.533 | (6.533) |
| In case the Euro changes 20% +/- against TRL: | ||
| 4- Euro net asset/liability | (607) | 607 |
| 5- Hedged portion from Euro risk (-) | - | - |
| 6- Euro net effect (4+5) | (607) | 607 |
| On average 20% +/- change in other exchange rates against TRL: | ||
| 7- Other foreign currency net asset/liability | - | - |
| 8- Hedged portion from other exchange rate risk (-) | - | - |
| 9- Net effect on other FX assets (7+8) | - | - |
| 5.926 | (5.926) |
(*) The effect of derivative instruments for hedging purposes is not taken into account.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| Appreciation of | Depreciation | |
|---|---|---|
| Profit/Loss 31 December 2024 | foreign currency | foreign currency |
| If the US Dollar changes 20% +/- against TRL : | ||
| 1- USD net asset/liability | 11.504 | (11.504) |
| 2- Part hedged against USD risk (-) (*) | - | - |
| 3- USD net effect (1+2) | 11.504 | (11.504) |
| In case the Euro changes 20% +/- against TRL: | ||
| 4- Euro net asset/liability | 551 | (551) |
| 5- Hedged portion from Euro risk (-) | - | - |
| 6- Euro net effect (4+5) | 551 | (551) |
| On average 20% +/- change in other exchange rates against TRL: | ||
| 7- Other foreign currency net asset/liability | - | - |
| 8- Hedged portion from other exchange rate risk (-) | - | - |
| 9- Net effect on other FX assets (7+8) | - | - |
| 12.055 | (12.055) |
(*) The effect of derivative instruments for hedging purposes is not taken into account.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
It summarizes the Company's foreign currency position risk. The recorded amounts of foreign currency assets and liabilities held by the Company are as follows. by foreign currency type:
| 30 September 2025 | 31 December 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| TRL equivalent | Thousand USD | Thousand Avro | Other | TRL equivalent | Thousand USD | Thousand Avro | Other | |
| 1. Trade receivables | 13.378 | 290 | 28 | - | 18.875 | 285 | 136 | - |
| 2a. Monetary financial assets | 21.913 | 515 | 11 | - | 44.180 | 1.000 | - | - |
| 2b. Non-monetary financial assets | - | - | - | - | - | - | - | - |
| 3. Other | 105 | - | 2 | - | 19.751 | 432 | 15 | - |
| 4. Total current assets (1+2+3) | 35.396 | 805 | 4 1 | - | 82.806 | 1.717 | 151 | - |
| 5. Trade receivables | 13.378 | 290 | 28 | - | - | - | - | - |
| 6a. Monetary financial assets | - | - | - | - | - | - | - | - |
| 6b. Non-monetary financial assets | - | - | - | - | - | - | - | - |
| 7. Other | - | - | - | - | - | - | - | - |
| 8. Total non-current assets (5+6+7) | 13.378 | 290 | 2 8 | - | - | - | - | - |
| 9. Total assets (4+8) | 48.774 | 1.095 | 6 9 | - | 82.806 | 1.717 | 151 | - |
| 10. Trade payables | 19.144 | 308 | 131 | - | 18.217 | 319 | 90 | - |
| 11. Financial liabilities | - | - | - | - | - | - | - | - |
| 12a. Other monetary liabilities | - | - | - | - | 4.314 | 96 | 1 | - |
| 12b. Othre non-monetary liabilities | - | - | - | - | - | - | - | - |
| 13. Total current liabilities (10+11+12) | 19.144 | 308 | 131 | - | 22.531 | 415 | 9 1 | - |
| 14. Trade payables | - | - | - | - | - | - | - | - |
| 15. Financial liabilities | - | - | - | - | - | - | - | - |
| 16a. Other monetary liabilities | - | - | - | - | - | - | - | - |
| 16b. Other non-monetary liabilities | - | - | - | - | - | - | - | - |
| 17. Total non-current liabilities (14+15+16) | - | - | - | - | - | - | - | - |
| 18. Total liabilities (13+17) | 19.144 | 308 | 131 | - | 22.531 | 415 | 9 1 | - |
| 19. Net asset/ (liability) position of off-balance sheet derivative instruments (19a-19b) |
- | - | - | - | 176.722 | 4.000 | - | - |
| 19a. Total asset amount hedged | - | - | - | - | 176.722 | 4.000 | - | - |
| 19b. Total liabilities amount hedged | - | - | - | - | - | - | - | - |
| 20. Net foreign currency asset / (liability) position (9-18+19) | 29.630 | 787 | (62) | - | 236.997 | 5.302 | 6 0 | - |
| 21. Monetary items net foreign currency asset / (liability) position (1+2a+3+5+6a-10-11-12a-14-15-16a) |
29.630 | 787 | (62) | - | 60.275 | 1.302 | 6 0 | - |
| 22. Total fair value of financial instruments used for currency hedge | - | - | - | - | - | - | - | - |
| 23. Exports | 113.907 | 1.887 | 618 | - | 158.028 | 2.191 | 696 | 6.680 |
| 24. Imports | 530.098 | 9.041 | 3.062 | 4.764 | 575.202 | 10.419 | 3.349 | 9 5 |
| % 20 increase | - | 6.533 | (607) | - | - | 9.172 | 439 | - |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
As of 30 September 2025, the Company does not have any floating rate borrowings. (31 December 2024: None).
Holding financial instruments also carries the risk that the other party will not be able to fulfill the requirements of the agreement. The Company's collection risk mainly arises from its trade receivables. Trade receivables are evaluated in accordance with the Company's policies and procedures and are recognized net of provision for doubtful receivables.
The majority of the Company's sales are for the domestic market and it is mainly carried out through dealers and wholesalers. About 54% of the sales are due to the sales of the manufactured products. The commercial goods sold by the Company are of foreign origin. Therefore the company's merchandise costs are sensitive to the exchange rate. The cost of raw materials depends on the general price trend in the country. Approximately 94% of the Company's net sales are domestically oriented and the fluctuations in exchange rates are taken into account when determining price levels.
The Company collects its receivables mainly through checks received from its dealers and also uses a direct debit system (DDS) and other collection instruments. The Company mainly uses the direct debit system (DBS) as a collection tool. Since the issuers of the checks received in general are the customers of the dealers, risk distribution is provided. Since the Company operates in this system, there is no significant risk arising from its receivables.
The Company tries to manage its liquidity risk by regularly monitoring the cash flows and ensuring the continuation of sufficient funds and borrowing reserves by matching the maturities of financial assets and liabilities.
Prudent liquidity risk management refers to holding sufficient cash, availability of sufficient credit transactions and fund resources, and the power to close market positions.
The funding risk of current and prospective debt requirements is managed by maintaining the availability of sufficient number of high-quality lenders.
The maturity distribution of the Company's derivative and non-derivative financial liabilities in Turkish Lira (TRL) is presented below.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The Company considers that the carrying values of financial instruments reflect their fair values.
Level 1: Market price valuation techniques for the determined financial instruments traded in markets (unadjusted)
Level 2: Other valuation techniques including direct or indirect observable inputs
Level 3: Valuation techniques not containing observable market inputs
| 30 September 2025 | Level 1 | Level 2 | Level 3 | |
|---|---|---|---|---|
| Derivative financial liabilities | - | - | - | - |
| 31 December 2024 | Level 1 | Level 2 | Level 3 | |
| Derivative financial liabilities | 704 | - | 704 | - |
The Company has started to apply cash flow hedge accounting as of October 1, 2018.
As of September 30, 2025, the Company has a forward transaction. (31 December 2024: Nominal value of TRL 176.722 amounting to USD 4.000.000).
At the inception of a hedging transaction, the Company documents the relationship between the hedging instrument and the hedged item, as well as its risk management objectives and strategy for undertaking various hedging transactions. The Company recognizes the hedging instruments used in hedging transactions both at the inception of the hedging transaction and at regular intervals in the hedged items. whether they are highly effective in offsetting changes in their values.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The Company is a party to various forward foreign exchange contracts and options depending on the management of exchange rate fluctuations. The derivative instruments purchased are mainly denominated in foreign currencies in the markets in which the Company operates for inventory purchases, purchases of machinery and equipment denominated in foreign currencies and other service contracts denominated in foreign currencies.
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| Fair Values | Fair Values | |||||
| Contract Amount | Asset | Liability | Contract Amount | Asset | Liability | |
| For hedging purposes: | ||||||
| Forward transaction | - | - | - | 176.722 | - | 704 |
| - | - | - | 176.722 | - | 704 | |
| Short term | - | - | - | 176.722 | - | 704 |
| - | - | - | 176.722 | - | 704 |
The Company's finance department is responsible for ensuring regular access to financial markets and monitoring and managing the financial risks incurred in connection with the Company's activities. These risks are; It includes market risk (including currency risk, fair interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk.
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
The Company does not have speculative financial instruments (including derivative financial instruments) and does not have any activity related to the purchase and sale of such instruments.
| Fair value differences reflected in other comprehensive income |
Financial assets shown at amortized cost |
Financial liabilities shown at amortized value |
Book value | Fair value | ||
|---|---|---|---|---|---|---|
| 30 September 2025 | Notes | |||||
| Financial assets | ||||||
| Cash and cash equivalences | 4 | - | 48.445 | - | 48.445 | 48.445 |
| Trade receivables from third parties | 7 | - | 1.136.529 | - | 1.136.529 | 1.136.529 |
| Receivables from related parties | 2 2 | - | 147.725 | - | 147.725 | 147.725 |
| Other financial assets | 5 | - | 1.564 | - | 1.564 | 1.564 |
| Financial liabilities | ||||||
| Financial borrowings | 6 | - | - | 1.978.028 | 1.978.028 | 1.978.028 |
| Lease liabilities | 6 | - | - | 112.166 | 112.166 | 112.166 |
| Trade payables | 7 | - | - | 164.591 | 164.591 | 164.591 |
| Payables from related parties | 2 2 | - | - | 5.357 | 5.357 | 5.357 |
| Other financial liabilities | 8 | - | - | 9.894 | 9.894 | 9.894 |
| Fair value differences reflected in other |
Financial assets shown at |
Financial liabilities shown at amortized |
Book value | Fair value | ||
| 31 December 2024 | Notes | comprehensive income | amortized cost | value | ||
| Financial assets | ||||||
| Cash and cash equivalences | 4 | - | 827.004 | - | 827.004 | 827.004 |
| Trade receivables from third parties | 7 | - | 110.959 | - | 110.959 | 110.959 |
| Receivables from related parties | 2 2 | - | 53.613 | - | 53.613 | 53.613 |
| Other financial assets | 5 | - | 1.637 | - | 1.637 | 1.637 |
| Financial liabilities | ||||||
| Financial borrowings | 6 | - | - | 1.096.237 | 1.096.237 | 1.096.237 |
| Lease liabilities | 6 | - | - | 167.625 | 167.625 | 167.625 |
| Trade receivables from third parties | 7 | - | - | 157.758 | 157.758 | 157.758 |
| Payables from related parties | 2 2 | - | - | 9.017 | 9.017 | 9.017 |
| Derivatives | 24.1 | - | - | 704 | 704 | 704 |
(Amounts expressed in thousands of Turkish Lira ("TRL") in terms of the purchasing power of the TRL at September 30, 2025 unless otherwise indicated)
| 30 September 2025 30 September 2024 | ||
|---|---|---|
| Financial Position Statement Items | ||
| Inventory | 224.501 | 295.750 |
| Prepaid expenses | 7.118 | 7.716 |
| Financial investments | 23 | 21 |
| Property, plant and equipment | 198.915 | 264.030 |
| Intangible assets | 21.789 | 33.735 |
| Right of use assets | 19.147 | 46.971 |
| Deferred tax asset | - | 10.153 |
| Deferred income | (11.841) | 2.119 |
| Adjustment to share capital | (146.759) | (191.067) |
| Other comprehensive expenses that will not be reclassified to profit or loss | 16.206 | 3.749 |
| - Losses on remeasurement of defined benefit obligations | 16.206 | 3.749 |
| Other comprehensive income (expenses) that will be reclassified to profit or loss | (3.171) | 1.881 |
| - Currency translation differences | - | 1.881 |
| - Gains (loss) on hedge | (3.171) | - |
| Restricted reserves | (73.637) | (99.184) |
| Retained earnings | (132.769) | (220.495) |
| Profit or Loss Statement Items | ||
| Revenue | (124.636) | (298.128) |
| Cost of sales (-) | 72.392 | 125.784 |
| Research and development expenses (-) | 1.271 | 1.326 |
| General administrative expenses (-) | 36.573 | 42.253 |
| Marketing expenses (-) | 53.678 | 68.930 |
| Other income from operating activities | (843) | (2.378) |
| Other expenses from operating activities (-) | 1.045 | 2.558 |
| Income from investment activities | (5.746) | (2.352) |
| Expenses from investment activities (-) | - | 4.045 |
| Finance income | (4.538) | (34.623) |
| Finance expenses (-) | 40.748 | 62.659 |
| Taxes on expense | - | 22.447 |
| Deferred tax income | (6.093) | - |
| Other Comprehensive Income Statement Items | ||
| Other comprehensive income (expenses) that will not be reclassified | (11.649) | 1.995 |
| NET MONETARY POSITION GAINS / (LOSSES) | 171.724 | 149.895 |
None.
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