ATAKEY PATATES GIDA SANAYİ VE TİCARET A.Ş.

Registration Form • Mar 28, 2024

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ATAKEY PATATES GIDA SANAYİ VE TİCARET A.Ş.

Prepared in Accordance with Article 29/5 of the Capital Markets Board's Communiqué VII-128.1 on Shares

Regarding Assumptions For the basis of Determining the Public Offering Price

Realization and Evaluation Report (Regarding 2023 Year-End Financial Statements)

1. Purpose of the Report

In accordance with the 5th paragraph of Article 29 of the Capital Markets Board's Share Communiqué numbered VII-128.1, it is necessary to assess whether the assumptions used to determine the public offering price of a partnership's shares, initially offered to the public, have been met within two years of trading commencement on the Stock Exchange. Failure to meet these assumptions mandates the preparation of a report explaining the reasons for such discrepancies. This report must then be published on the partnership's website and on KAP.

Atakey Patates Gida Sanayi Ve Ticaret A.Ş. shares were offered to the public on 19-20-21 July 2023 and started to be traded on BIST as of 27 July 2023.

We declare that it has been prepared within the framework of the following ethical principles, taking into account the CMB Communique on Evaluation Standards in the Capital Market numbered III-62.1 and the International Valuation Standards.

Valuation Methods and Calculations Included in the Price Determination Report

İş Yatırım Menkul Değerler A.Ş mediated the public offering of the company's shares. In the Price Determination Report prepared by ("İş Yatırım") on 15.06.2023 and published on the Public Disclosure Platform on 14.07.2023, the Company value and the public offering price were determined as follows.

a. Discounted Cash Flow Method (DCF):

The assumptions used in the Discounted Cash Flows ("DCF") Analysis have been made to reflect the expectations of the Company management for the coming years, and according to these estimates, the cash flows to be created in the future period have been discounted to their present value.

In the DCF analysis, projections were prepared based on the Company's past period realizations and the Company's business plan. The equity value was reached by subtracting the Company's net financial debt amount from the company value based on the discounted value.

DCF Valuation Summary	TL (m)
DCF Company Value	7.133
Total Adjusted Net Financial Debt	473
Equity Value	6,660

b. Market Multipliers Analysis:

The equity value of the Company was determined by İş Yatırım through Market Multipliers analysis, which assigned equal importance to the values derived from the EV/EBITDA and P/E analysis of both domestic and foreign companies.

TL (m)	Calculated Equity Value	Weight	Equity Value
Domestic EV/EBITDA and P/E Weighted Equity Value	5,896,4	50%	2,948,2
Foreign EV/EBITDA and P/E Weighted Equity Value	7,503,2	50%	3,751,6
Equity Value		100%	6.699,8

2. Valuation Result

The weighted equity value found as a result of the valuation study conducted by İş Yatırım is given in the table below,

Valuation Method	Weight	Valuation Method Weight Equity Value (TL)
Market Multipliers Analysis	50%	6,699,805,039
Discounted Cash Flow Analysis	50%	6,660,065,062
Weighted Equity Value	100%	6,679,935,051

According to the calculation made based on the weighted equity value obtained as a result of the valuation methods, the Company's share value before the public offering discount was calculated as 56.80 TL. By applying an approximately 30% public offering discount to this value, the Company's public offering price per share was determined as 39.50 TL.

Public Offering Price Calculation	Value (TL)
Weighted Equity Value	6,679,935,051
Nominal Capital Amount	117,600,000
Share Value Before Public Offering Discount	56.80
Public Offering Discount	30%
IPO Price	39.50

3. Prediction and Realization

The Price Determination Report, compiled by İş Yatırım on 15.06.2023, predates the Capital Markets Board's decision on 28.12.2023 to implement IAS 29 inflation accounting provisions in the 31.12.2023 financial statements. Consequently, our Company's 2023 annual financial reports were prepared in accordance with IAS 29 standards, as mandated by the CMB decision, and underwent independent auditing.

However, since the projection data in the Price Determination Report (FTR) was formulated prior to the adoption of the IAS 29 standard, inflation accounting was not applied. As per the CMB's principle decision on 07.03.2024, selected indicative data were evaluated under FTR without the application of IAS 29 inflation accounting, facilitating comprehensive and sound analysis for investors and analysts.

(Million TL)	2023 Annual Realization* (A)	2023 Annual FTR Forecast** (B)	Realization Rate% (A/B)	2023 Annual Realization IAS 29
Net Sales	1,998	2,261	88%	2,548
Gross Profit	704	747	94%	642
Gross Profit Margin	35%	33%	107%	25%
EBITDA	683	733	93%	636
EBITDA Margin	34%	32%	105%	25%

*IAS 29 Inflation Accounting Not Applied, Not Independently Audited, Selected Indicators for Comparison

** Price Determination Report ( FTR) Projection

In the Price Determination Report (FTR) prepared during the price determination phase, the revenue was predicted to be approximately 2.2 billion TL for the whole year 2023. In the year-end financials where IAS 29 was not applied, 88% of the target was achieved with 1.9 Billion TL. In the financial results where IAS 29 was applied, a revenue of 2.5 billion TL was achieved.

In the price determination report, the 2023 EBITDA was predicted to be 733 million TL, and 93% of the predicted value was reached with the realization of 683 million TL EBITDA. IAS 29 applied EBITDA value is 636 million TL.

The Company's 2023 Gross Profit Margin and EBITDA Margin, which are benchmarks for which IAS 29 has not been applied, were realized at 35% and 34%, respectively, above the 2023 FTR projection estimate. Gross profit margin and EBITDA margin with IAS 29 applied are 25%.

In the comparison of FTR predictions and year-end financials made with the same accounting method; While the nominal values of revenue, gross profit and EBITDA achieved success in the range of 88%-95%, the profitability rates of the same indicators (EBITDA and Gross profit) were realized as 105%-107%, above the predictions.

Obtaining export revenues above FTR estimates in 2023 allowed IAS 29 non-applied profitability rates to be realized above expectations.

Since IAS 29 inflation accounting has been implemented with the decision of the Capital Markets Board dated 28.12.2023, our independently audited 2023 year-end financial reports have necessitated the application of an accounting method with different FTR estimates.

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However, since the 2023 annual financial statements are the first financial statements announced in accordance with the provisions of IAS 29, there may be items that are affected by the cumulative effect of the previous period effects of inflation accounting, as well as the inflation index effect.

As a result, due to the change in accounting practice in the 2023 year-end financials, comparative indicators were included in the evaluation report.

Comparative indicators show that the 2023 financials' Price Determination Report predictions have been achieved at 90% in nominal values and a profitability of over 100%.

In the year-end financial statements, where IAS 29 inflation accounting has been implemented and independently audited, the revenue realization experienced a positive impact from the inflation indexation effect. However, the inflation index effect on the Cost of Goods Sold (COGS) is slightly higher due to the extended stock holding period. As a result, the EBITDA margin and Gross profit margin were observed at 25%, primarily influenced by the rise in COGS.

In 2024, export developments, inflation realizations, rapid restaurant services growth and retail private label production demand dynamics will come to the fore as the main determining factors.

We would like to thank our investors and all our stakeholders.

Regards,

Atakey Patates Gida Sanayi Ve Ticaret A.Ş.