Quarterly Report • Nov 10, 2025
Quarterly Report
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Interim Consolidated Financial Statements For the Period Ended 30 September 2025
Interim Condensed Consolidated Statement of Financial Position Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Interim Condensed Consolidated Statement of Changes in Equity Interim Condensed Consolidated Statement of Cash Flow Notes to the Interim Condensed Consolidated Financial Statements
Interim condensed consolidated statement of financial position as at 30 September 2025 (Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Unaudited | Audited | ||
|---|---|---|---|
| Notes | 30 September 2025 | 31 December 2024 | |
| ASSETS | |||
| Current assets: | |||
| Cash and cash equivalents | 3 | 23,397,185,698 | 2,188,240,183 |
| Financial investments | 18 | 171,035,530 | 2,042,848,287 |
| Trade receivables | 1,993,894,667 | 3,965,661,622 | |
| - Due from related parties | 5 | 1,903,229,938 | 3,928,020,924 |
| - Due from third parties | 6 | 90,664,729 | 37,640,698 |
| Other receivables | 158,864,517 | 194,500,812 | |
| - Due from related parties | 5 | 135,370,727 | 137,680,175 |
| - Due from third parties | 7 | 23,493,790 | 56,820,637 |
| Inventories | 8 | 26,696,890 | 25,594,790 |
| Prepaid expenses | 17 | 138,057,600 | 134,304,022 |
| Other current assets | 13.1 | 33,540 | 196,730 |
| Total current assets | 25,885,768,442 | 8,551,346,446 | |
| Non-current assets: Other receivables |
5,319,470 | 6,769,015 | |
| - Due from third parties | 7 | 5,319,470 | 6,769,015 |
| Property, plant and equipment | 9.1 | 56,705,024,793 | 58,392,140,320 |
| Right of use assets | 9.2 | 377,234,965 | 420,791,909 |
| Intangible assets | 10 | 2,929,341,375 | 2,990,517,169 |
| Prepaid expenses | 17 | 356,775,925 | 361,519,516 |
| Other non-current assets | 13.2 | 37,643,070 | 46,250,392 |
| Total non-current assets | 60,411,339,598 | 62,217,988,321 | |
| Total assets | 86,297,108,040 | 70,769,334,767 |
Interim condensed consolidated statement of financial position as at 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Unaudited | Audited | ||
|---|---|---|---|
| Notes | 30 September 2025 | 31 December 2024 | |
| LIABILITIES | |||
| Current liabilities: | |||
| Short-term portion of long-term financial liabilities | 14.1 | 25,217,078,864 | 7,949,497,599 |
| Lease liabilities | 14.2 | 20,297,315 | 40,426,206 |
| Trade payables | 179,922,354 | 287,799,055 | |
| - Due to related parties | 5 | 24,216,266 | 52,959,473 |
| - Due to third parties | 6 | 155,706,088 | 234,839,582 |
| Liabilities for employee benefits | 12 | 54,948,002 | 15,703,861 |
| Other payables | 295,578 | 296,942 | |
| - Due to related third parties | 7 | 25,642 | - |
| -Due to third parties | 7 | 269,936 | 296,942 |
| Current provisions | 120,874,761 | 128,821,798 | |
| - Provisions for employee benefits | 11.1 | 102,539,283 | 109,379,417 |
| - Other short-term provisions | 11.1 | 18,335,478 | 19,442,381 |
| Other current liabilities | 13.3 | 112,084,351 | 135,927,652 |
| Total current liabilities | 25,705,501,225 | 8,558,473,113 | |
| Non-current liabilities: | |||
| Financial liabilities | 14,1 | 19,376,150,640 | 22,525,645,327 |
| Lease liabilities | 14,2 | 37,212,634 | 53,065,964 |
| Non-current provisions | 182,433,100 | 111,010,788 | |
| - Provisions for employee benefits | 11,4 | 182,433,100 | 111,010,788 |
| Deferred tax liabilities | 20 | 5,446,127,627 | 5,197,235,697 |
| Total non-current liabilities | 24,880,630,949 | 27,886,957,776 | |
| Total liabilities | 50,586,132,174 | 36,445,430,889 |
Interim condensed consolidated statement of financial position as at 30 September 2025
| (Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.) | ||
|---|---|---|
| Unaudited | Audited | |
|---|---|---|
| Notes 30 September 2025 |
31 December 2024 | |
| EQUITY | ||
| Equity attributable to holders of the parent: | ||
| Paid-in capital | 705,000,000 | 705,000,000 |
| Adjustment to share capital | 8,408,673,336 | 8,408,673,336 |
| Share premiums | 955,379,612 | 955,379,612 |
| Treasury shares | (212,216,077) | (212,216,077) |
| Restricted reserves | 298,463,128 | 298,463,128 |
| Other comprehensive income that will not be | ||
| reclassified to profit or loss in subsequent periods | 91,309,380 | 126,532,043 |
| - Gains on revaluation of property, plant and | 233,860,611 | 245,919,543 |
| equipment | ||
| - Actuarial losses on defined benefit plans | (142,551,231) | (119,387,500) |
| Other comprehensive income that may be | ||
| reclassified to loss or profit it subsequent periods | (21,141,950,274) | (22,239,340,344) |
| - Reserve of losses on cash flow hedge | (21,141,950,274) | (22,239,340,344) |
| Retained earnings | 46,293,471,112 | 61,044,823,819 |
| Net profit/(loss) for the period | 312,845,649 | (14,763,411,639) |
| Equity attributable to equity holders of the parent | 35,710,975,866 | 34,323,903,878 |
| Total equity | 35,710,975,866 | 34,323,903,878 |
| Total equity and liabilities | 86,297,108,040 | 70,769,334,767 |
Interim condensed consolidated statement of profit or loss and other comprehensive income for the nine-months period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Unaudited | Unaudited | Unaudited | Unaudited | ||
|---|---|---|---|---|---|
| Notes | 1 January – 30 September 2025 |
1 July – 30 September 2025 |
1 January – 30 September 2024 |
1 July – 30 September 2024 |
|
| LOSS OR PROFIT STATEMENT | |||||
| Revenue | 9,623,283,689 | 3,340,265,950 | 6,828,494,710 | 1,750,245,231 | |
| Cost of sales | (7,169,329,780) | (2,565,551,080) | (4,771,791,646) | (1,541,211,295) | |
| Gross profit | 2,453,953,909 | 774,714,870 | 2,056,703,064 | 209,033,936 | |
| General administrative expenses | (613,843,625) | (166,269,346) | (556,908,582) | (222,806,512) | |
| Other operating income | 244,560,374 | 14,970,984 | 1,043,477,059 | 407,626,888 | |
| Other operating expenses | (40,582,384) | (18,894,110) | (102,558,059) | (99,907,745) | |
| Operating profit | 2,044,088,274 | 604,522,398 | 2,440,713,482 | 293,946,567 | |
| Income from investing activities | 189,787,058 | 71,323,418 | 23,315,743 | 15,083,626 | |
| Expense from investing activities | (11,030) | (11,030) | (625,146,183) | (139,532,208) | |
| Profit before finance income/(expense) | 2,233,864,302 | 675,834,786 | 1,838,883,042 | 169,497,985 | |
| Finance income | 19 | 362,709,464 | 74,185,108 | 894,619,573 | 275,400,201 |
| Finance expenses | 19 | (7,431,651,708) | (2,180,866,693) | (6,863,903,576) | (1,764,355,766) |
| Gains/(losses) on net monetary position | 4,877,447,023 | 1,514,594,544 | 7,950,131,586 | 2,070,643,623 | |
| Gain/(loss) before tax | 42,369,081 | 83,747,745 | 3,819,730,625 | 751,186,043 | |
| Tax income/(expense) | 270,476,568 | 85,575,618 | 741,438,063 | (474,316,311) | |
| - Deferred tax income/(expenses) | 20 | 270,476,568 | 85,575,618 | 741,438,063 | (474,316,311) |
| Net profit/(loss) for the period | 312,845,649 | 169,323,363 | 4,561,168,688 | 276,869,732 | |
| Gain attributable to | |||||
| Equity holders of the parent | 312,845,649 | 169,323,363 | 4,561,168,688 | 276,869,732 | |
| Gain/(loss) earnings per share | 16 | 0,45 | 0,24 | 6,53 | 0,40 |
| - Gain/(loss) earnings per share | |||||
| OTHER COMPREHENSIVE INCOME/(LOSS) STATEMENT |
|||||
| Other comprehensive income/(loss) that will | |||||
| not be reclassified to profit or loss | (23,163,731) | 6,701,260 | (34,732,631) | 4,170,274 | |
| - Actuarial losses on defined benefit plans | (30,884,975) | 8,935,013 | (46,310,175) | 5,560,366 | |
| - Total tax on remeasurement losses on defined benefit plans |
7,721,244 | (2,233,753) | 11,577,544 | (1,390,092) | |
| Other comprehensive income/(loss) | |||||
| that will be reclassified to profit or loss | 1,097,390,070 | 403,374,565 | (291,123,237) | (156,586,633) | |
| - Reserve of gains or losses on cash flow hedge | 1,463,186,760 | 537,832,753 | (388,164,316) | (208,782,177) | |
| - Tax related to other comprehensive income that will be reclassified to profit or loss |
(365,796,690) | (134,458,188) | 97,041,079 | 52,195,544 | |
| Other comprehensive income/(loss) | 1,074,226,339 | 410,075,825 | (325,855,868) | (152,416,359) | |
| Total comprehensive income/(loss) | 1,387,071,988 | 579,399,188 | 4,235,312,820 | 124,453,373 | |
Interim condensed consolidated statement changes in equity for the nine-months period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Other comprehensive income that will not be reclassified to (loss) or profit |
Other comprehensive income that will be reclassified to (loss) or profit |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Paid-in capital |
Adjustment to share capital |
Share premiums |
Treasury shares |
Restricted reserves |
Gains on revaluation of property, plant and equipment |
Actuarial (loss)/gain on defined benefit plans |
Reserve of (losses)/gains on cash flow hedge |
Retained earnings |
Net profit/ (loss) for the period |
Total equity | |
| Balance as of 1 January 2024 | 705,000,000 | 8,408,673,336 | 955,379,612 | (216,395,209) | 249,753,521 | 2,536,621,911 | (105,847,652) | (22,130,653,840) | 63,746,069,763 | (2,318,181,405) | 51,830,420,037 |
| Transfers Dividends |
- | - | - | - 4,441,163 |
51,763,693 | - | - | - | (2,369,945,098) (512,859,391) |
2,318,181,405 | - (508,418,228) |
| Net profit/(loss) for the period | - | - | - | - | - | - | - | - | - | 4,561,168,688 | 4,561,168,688 |
| Other comprehensive income/(loss) | - | - | - | - | - | - | (34,732,631) | (291,123,237) | - | - | (325,855,868) |
| Total comprehensive income/(loss) Depreciation transfers related to |
- | - | - | - | - | - | (34,732,631) | (291,123,237) | - | 4,561,168,688 | 4,235,312,820 |
| revaluation of property, plant and | |||||||||||
| equipment | - | - | - | - | - | (111,184,092) | - | - | 111,184,092 | - | - |
| Balance as of 30 September 2024 | 705,000,000 | 8,408,673,336 | 955,379,612 | (211,954,046) | 301,517,214 | 2,425,437,819 | (140,580,283) | (22,421,777,077) | 60,974,449,366 | 4,561,168,688 | 55,557,314,629 |
| Balance as of 1 January 2025 | 705,000,000 | 8,408,673,336 | 955,379,612 | (212,216,077) | 298,463,128 | 245,919,543 | (119,387,500) | (22,239,340,344) | 61,044,823,819 | (14,763,411,639) | 34,323,903,878 |
| Transfers Net profit/(loss) for the period |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
- - |
(14,763,411,639) - |
14,763,411,639 312,845,649 |
- 312,845,649 |
| Other comprehensive income/(loss) | - | - | - | - | - | - | (23,163,731) | 1,097,390,070 | - | - | 1,074,226,339 |
| Total comprehensive income/(loss) | - | - | - | - | - | - | (23,163,731) | 1,097,390,070 | - | 312,845,649 | 1,387,071,988 |
| Depreciation transfers related to | |||||||||||
| revaluation of property, plant and | |||||||||||
| equipment | - | - | - | - | - | (12,058,932) | - | - | 12,058,932 | - | - |
| Balance as of 30 September 2025 | 705,000,000 | 8,408,673,336 | 955,379,612 | (212,216,077) | 298,463,128 | 233,860,611 | (142,551,231) | (21,141,950,274) | 46,293,471,112 | 312,845,649 | 35,710,975,866 |
Interim condensed consolidated statement of cash flows for the nine-months period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Unaudited | Unaudited | ||
|---|---|---|---|
| 1 January | 1 January | ||
| Notes | 30 September 2025 |
30 September 2024 |
|
| A, CASH FLOWS FROM OPERATING ACTIVITIES | 9,638,411,728 | 5,293,468,897 | |
| Net profit for the period | 312,845,649 | 4,561,168,688 | |
| 6,455,972,740 | (491,727,620) | ||
| Net profit for the period adjustment to reconcile Adjustment related to amortization and depreciation |
9, 10 | 2,010,048,219 | 2,862,068,393 |
| Adjustment related to other provisions | 6 | (33,667) | (110,883) |
| Adjustment related to provisions for employee benefits | 11 | 98,410,332 | 71,186,637 |
| Adjustment related to provisions for litigations | 11 | 3,017,890 | - |
| Adjustment related to income of interest | 19 | (94,234,244) | (394,260,873) |
| Adjustment related to expense of interest | 14 | 1,557,803,527 | 2,125,782,877 |
| Adjustment related to tax income / expense | 20 | (270,476,568) | (741,438,063) |
| Adjustment related to unrealized foreign exchange loss | 14.1 | 5,832,714,135 | 4,705,816,100 |
| Adjustment related to losses arising from disposal of fixed assets Adjustment to related party to interest income / expense from related parties |
19 | 11,030 (128,757,417) |
618,074,693 (111,452,721) |
| Adjustments related to fair value gain | (659,595) | - | |
| Other Adjustments related to (profit)/loss reconciliation | - | 9,453,458 | |
| Monetary (gains)/losses on net monetary position | (2,551,870,902) | (9,636,847,238) | |
| Changes in working capital | 2,936,525,352 | 1,271,646,419 | |
| Increase/decrease in financial investments | 821,070,335 | 736,507,956 | |
| Increase/decrease in trade receivables from third parties | (52,990,364) | 104,165,266 | |
| Increase/decrease in trade receivables from related parties | 2,153,548,403 | (44,571,969) | |
| Increase/decrease in other receivables | 46,846,365 | 905,940,863 | |
| Increase/decrease in inventories | (1,102,100) | 3,967,913 | |
| Increase/decrease in trade payables to third parties | (79,133,494) | (361,695,933) | |
| Increase/decrease in trade payables to related parties Increase/decrease in other liabilities |
(28,743,207) (23,844,665) |
15,553,754 (116,165,110) |
|
| Increase/decrease in liabilities for employee benefits | 100,874,079 | 27,943,679 | |
| Payments related to provisions for employee benefits | (66,932,013) | (47,618,590) | |
| B, CASH FLOWS FROM INVESTING ACTIVITIES | 720,075,566 | (425,012,844) | |
| Interest received | 94,234,244 | 409,976,787 | |
| Inflow related to sales of tangible assets | 1,335,480 | 139,627,053 | |
| Outflow related to purchase of tangible and intangible assets | (207,920,236) | (668,171,597) | |
| Cash inflows arising from disposal of shares or debt instruments of other businesses | |||
| or funds Cash outflows arising from acquisition of shares or debt instruments of other |
20,621,014,943 | 251,460,724 | |
| businesses or funds | (19,788,588,865) | (557,905,811) | |
| C, CASH FLOWS FROM FINANCING ACTIVITIES | 14,301,169,827 | (3,025,803,878) | |
| Cash inflow from borrowings | 14.1 | 22,064,462,683 | - |
| Cash outflow for borrowings | 14.1 | (5,634,750,220) | - |
| Cash outflow related to lease liabilities | 14.2 | (54,342,682) | (46,113,754) |
| Dividends | - | (508,418,228) | |
| Interest paid | 14.1 | (2,074,199,954) | (2,471,271,896) |
| NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) |
24,659,657,121 | 1,842,652,175 | |
| D, EFFECT OF NET MONETARY POSITION DIFFERENCES GAINS | |||
| (LOSSES) ON CASH AND CASH EQUIVALENTS | (3,450,711,606) | (941,058,370) | |
| E, CASH AND CASH EQUIVALENTS BEGINNING OF PERIOD | 2,188,240,183 | 2,523,264,812 | |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD (A+B+C+D+E) | 23,397,185,698 | 3,424,858,617 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Aydem Yenilenebilir Enerji Anonim Şirketi ("Aydem Yenilenebilir" or "the Company") was established on 6 July 1995 as Bereket Enerji Üretim Otoprodüktör Grubu Sanayi ve Ticaret Anonim Şirketi. The Company first changed its corporate name to Bereket Enerji Üretim Anonim Şirketi on 21 May 2004 and then on 27 December 2019, the Company changed again its corporate name to Aydem Yenilenebilir Enerji Anonim Şirketi. In 2019, the Company has been restructured in a way that it operates solely in renewable energy generation business. In relation to the restructuring process, Aydem Yenilenebilir has merged with all of its subsidiaries which are operating in renewable energy generation business and disposed the non-relevant operations and subsidiaries and became a pure renewable energy generation Company, the shares of the Company has started to be traded on Borsa Istanbul as of 29 April 2021.
In these consolidated financial statements, Aydem Yenilenebilir, its subsidiaries and its associate are referred to together as "the Group".
Aydem Yenilenebilir generates electricity from local renewable sources. The Group installed its first hydroelectric power plant ("HPP") on the Bereket Çayı stream and continues to generate electricity with hydro, wind ("WPP"), solar power plant ("SPP") and geothermal ("GPP") in different regions of the country.
The address of the registered office of the Company is as follows:
Adalet Mah, Hasan Gönüllü Bulvarı No:15/1 Merkezefendi, Denizli,
As of 30 September 2025, and 31 December 2024, the Group's subsidiaries ("subsidiaries") and their main business activities are as follows:
| Ownership Percentage | ||||
|---|---|---|---|---|
| Subsidiaries | Location | Main Activities | 30 September | 31 December |
| 2025 | 2024 | |||
| Ey-Tur Enerji Elektrik Üretim ve Ticaret Ltd, Şti, ("Ey-tur") /HPP Kağızman/Kars |
Electricity generation by hydropower | 100% | 100% | |
| Başat Elektrik Üretim ve Ticaret Ltd, Şti, ("Başat") / HPP |
Üzümlü/Erzincan Electricity generation by hydropower | 100% | 100% | |
| Sarı Perakende Enerji Satış ve Ticaret A,Ş, ("Sarı Perakende") İzmir |
Trading of electricity | 100% | 100% | |
| Akköprü Yenilenebilir Enerji A,Ş, ("Akköprü HPP") |
Muğla | Electricity generation by hydropower | 100% | 100% |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, the number of employees of the Company and its subsidiaries and its associate are as shown in the table below:
| The Company and its subsidiaries |
30 September 2025 |
31 December 2024 |
|---|---|---|
| Aydem Yenilenebilir | 549 | 565 |
| Sarı Perakende | - | - |
| Ey-Tur | - | - |
| Başat | - | - |
| Akköprü | - | - |
| Total | 549 | 565 |
The Group is subject to the regulation and board decisions communiques issued by the Energy Market Regulatory Authority (EMRA) and obliged to carry out electricity generation and sales activities in accordance with the Electricity Market Law No. 6446 dated 14 March 2013 which entered into force with the Official Gazette No.28603 dated 30 March 2013.
As of 30 September 2025, and 31 December 2024, the composition of shareholders and their respective percentage of ownership can be summarized as follows:
| 30 September 2025 | 31 December 2024 | |||
|---|---|---|---|---|
| Shareholders | TL | % | TL | % |
| Aydem Enerji Yatırımları A.Ş.* | 574,975,680 | 81.56 | 574,975,680 | 81.56 |
| Publicly traded | 130,000,000 | 18.44 | 130,000,000 | 18.44 |
| Others | 24,320 | 0.00 | 24,320 | 0.00 |
| Total paid in capital | 705,000,000 | 100 | 705,000,000 | 100 |
| Adjustment to share capital ** | 8.408.673.336 | 8.408.673.336 | ||
| Total capital | 9.113.673.336 | 9.113.673.336 |
* Aydem Enerji Yatırımları A.Ş. is controlled by Aydem Holding A.Ş.
As of 29 April 2021, the Company started to be traded on Borsa Istanbul - Star Market.
Consolidated financial statements prepared as of 30 September 2025 were approved for publication by the Board of Directors on 10 November 2025. The General Assembly have the right to amend the consolidated financial statements.
** Adjustment to share capital represents the restatement effect of cash and cash equivalent contributions to share capital restated for the effects of inflation. Adjustment to share capital is not available for any other use except to be added to share capital.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The accompanying consolidated 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 13 June 2013. The accompanying consolidated financial statements have been prepared in accordance with Turkish Financial Reporting Standards ("TFRS") and interpretations regarding these standards that have been put into effect by Public Oversight Accounting and Auditing Standards Authority of Türkiye ("POA") under Article 5 of the Communiqué. TFRS is updated through communiqués to be in line with the changes in International Financial Reporting Standards ("IFRS").
The interim consolidated financial statements have been prepared in accordance with the formats stated in "Announcement regarding to TAS Taxonomy" which was published on 4 July 2024 by POA. Group's interim consolidated financial statements for the period ended 30 September 2025 have been prepared in accordance with the TAS 34 Interim Financial Reporting ("TAS 34"). Interim financial information does not include all the information and disclosures required to be included in the annual financial statements. In addition, significant accounting policies and significant accounting estimates and assumptions used in the preparation of the interim consolidated financial statement for the six months period ended 30 September 2025 are consistent with consolidated financialstatements as at 31 December 2024. Therefore, the interim consolidated financial statements should be read and evaluated together with the annual financial statements prepared by the Group as of 31 December 2024.
In accordance with the announcement made by the Public Oversight, Accounting and Auditing Standards Authority (POA) on November 23, 2023, and the decision of the Capital Markets Board (CMB) dated December 28, 2023 and numbered 81/1820, inflation accounting has been implemented as of December 31, 2023, in line with Turkish Accounting Standard 29 (TAS 29) – Financial Reporting in Hyperinflationary Economies.
TAS 29 is applied to the financial statements, including the consolidated financial statements, of any entity whose functional currency is the currency of a hyperinflationary economy.
According to the standard, financial statements prepared in the currency of a hyperinflationary economy are presented in terms of the purchasing power of that currency at the balance sheet date. Prior period financial statements are also presented in the current measurement unit at the end of the reporting period for comparative purposes. The Group has therefore presented its consolidated financial statements as of December 31, 2024 and September 30, 2024 on the purchasing power basis as of September 30, 2025.
Pursuant to the decision of the Capital Markets Board (CMB) dated December 28, 2023 and numbered 81/1820, it has been decided that issuers and capital market institutions subject to financial reporting regulations that apply Turkish Accounting/Financial Reporting Standards will apply inflation accounting by applying the provisions of IAS 29 starting from their annual financial reports for the periods ending on December 31, 2023.
The adjustments made in accordance with IAS 29 were made using the adjustment coefficient obtained from the Consumer Price Index (CPI) of Türkiye published by the Turkish Statistical Institute (TÜİK). As of September 30, 2025, the indices and adjustment coefficients used in the adjustment of the consolidated financial statements are as follows:
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Financial reporting in hyperinflationary economy (continued)
| Year-end | Index | Adjustment coefficient | Three-year cumulative |
|---|---|---|---|
| inflation rates | |||
| 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% |
Assets and liabilities were separated into those that were monetary and non–monetary, with non– monetary items were further divided into those measured on either a current or historical basis to perform the required restatement of financial statements under TAS 29. Monetary items (other than index -linked monetary items) and non-monetary items carried at amounts current at the end of the reporting period were not restated because they are already expressed in terms of measuring unit as of 30 September 2025. Nonmonetary items which are not expressed in terms of measuring unit as of 30 September 2025 were restated by applying the conversion factors. The restated amount of a non-monetary item was reduced, in accordance with appropriate TFRSs, in cases where it exceeds its recoverable amount or net realizable value. Components of shareholders' equity in the statement of financial position and all items in the statement of profit or loss and other comprehensive income have also been restated by applying the conversion factors.
Non-monetary items measured at historical cost that were acquired or assumed and components of shareholders' equity that were contributed or arose before the time when the Turkish lira previously ceased to be considered currency of hyperinflationary economy, i.e. before 1 January 2005, were restated by applying the change in the CPI from 1 January 2005 to 30 September 2025.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The application of TAS 29 results in an adjustment for the loss of purchasing power of the Turkish lira presented in Net Monetary Position Gains (Losses) item in the profit or loss section of the statement of profit or loss and comprehensive income. In a period of inflation, an entity holding an excess of monetary assets over monetary liabilities loses purchasing power and an entity with an excess of monetary liabilities over monetary assets gains purchasing power to the extent the assets and liabilities are not linked to a price level. This gain or loss on the net monetary position is derived as the difference resulting from the restatement of non-monetary items, owners' equity and items in the statement of profit or loss and other comprehensive income and the adjustment of index linked assets and liabilities.
In addition, in the first reporting period in which TAS 29 is applied, the requirements of the Standard are applied as if the economy had always been hyperinflationary. Therefore, the statement of financial position at the beginning of the earliest comparative period, i.e. as of 1 January 2022, was restated as the base of all subsequent reporting. Restated retained earnings/losses in the statement of financial position as of 1 January 2022 was derived as balancing figure in the restated statement of financial position.
As with the statement of profit or loss, all items in the statement of other comprehensive income are presented in the measurement unit current at the balance sheet date. Therefore, all amounts are restated by applying changes in the general price index from the dates when the related income and expense items were initially recognized in the financial statements. The effects of inflation accounting on cash flow hedge gains/(losses) are transferred to retained earnings at the earlier of when the inflation accounting practice is discontinued or when the hedge accounting ceases. Similarly, all items in the statement of cash flows are expressed in the current measurement unit as of the balance sheet date.
The Group has presented its consolidated financial statements in TL, which is the functional currency of the Company and its subsidiaries as well as its associate.
The preparation of the Group's interim consolidated financial statements, transactions in foreign currencies (currencies other than TL) are recorded based on the exchange rates on the transaction date. Monetary assets and liabilities indexed to foreign currency in the consolidated statement of financial position are translated into TL using the exchange rates valid on the date of the statement of financial position. Non-monetary items recorded in foreign currency that are monitored at fair value are translated into TL using the exchange rates on the date the fair value is determined. Non-monetary items in foreign currency measured in terms of historical cost are not subject to re-translation. Income or expense arising from the adjustments or translations of items in foreign currency are included in the statement of profit or loss and other comprehensive income.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Consolidated financial statements include the financial statements of the company and its subsidiaries as of 30 September 2025. Subsidiaries are companies over which the Group has direct or indirect control over their operations. Control is provided if the Group meets the following conditions:
If a situation or event occurs that could cause a change in at least one of the criteria listed above, the Group re-evaluates whether it has control over its investment.
Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the Group's accounting policies.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, which is measured at acquisition date fair value, and the amount of any non-controlling interests in the acquire. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition-related costs are expensed as incurred and included in administrative expenses.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity. Contingent consideration classified as an asset or liability that is a financial instrument and within the scope of TFRS 9 Financial Instruments, is measured at fair value with the changes in fair value recognised in the statement of profit or loss in accordance with TFRS 9. Other contingent consideration that is not within the scope of TFRS 9 is measured at fair value at each reporting.
Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests and any previous interest held over the net identifiable assets acquired and liabilities assumed). If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in profit or loss.
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies. Associates are accounted for equity method in the consolidated financial statements. Under equity method, investment in an associate is initially recognised at cost. After initial recognition, Group's share of the profit or loss of the investee, is recorded to the financial statements by increasing or decreasing the net book value. Group's share of the profit or loss and other comprehensive income of equity-accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases.
In addition, when there has been a change recognised directly in the equity of the associate, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Goodwill relating to the associate or joint venture is included in the carrying amount of the investment and is not tested for impairment separately. Unrealised gains and losses resulting from transactions between the Group and the associate are eliminated to the extent of the interest in the associate or joint venture.
When the Group's share of losses exceeds its interest in an equity-accounted investee, the carrying amount of the investment, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee.
The aggregate of the Group's share of profit or loss of an associate is shown on the face of the statement of profit or loss within operating profit when the associate's main course of business is renewable energy generation and represents profit or loss after tax.
The financial statements of the associate are prepared for the same reporting period as the Group.
After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its associate. At each reporting date, the Group determines whether there is objective evidence that the investment in the associate is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value, and then recognises the loss within "Share of profit of an associate" in the statement of profit or loss.
For each business combination, the Group elects to measure any non-controlling interests in the acquiree either:
Profit or loss and each component of OCI are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as transactions with owners in their capacity as owners. Accordingly, in the case of additional share purchases from and sales to non-controlling interests, the difference between the acquisition cost and the carrying amount of the net assets of the subsidiary in proportion to the acquired interest is recognized in equity. No adjustments are made to goodwill and no gain or loss is recognised in profit or loss.
For the accounting of business combinations under common control, assets and liabilities subject to business combination are included in the consolidated financial statements with carrying values of historical TFRS financial statements, which were prepared for the purpose of consolidation of the ultimate parents' consolidated financial statements. The financial statements of the acquired entities have been consolidated from the beginning of the financial year in which the business combination occurs. Prior period financial statements have been restated in the same manner for comparability purposes. As a result of these transactions, no goodwill or negative goodwill has been calculated. Any difference between the consideration paid and the share capital of the acquired entity are accounted under equity as "Share Premiums".
During the preparation of the consolidated financial statements, unrealized gains and losses arising from intra-group transactions between entities included in the consolidated financial statements, intra-group balances and intra-group transactions are eliminated. Gains and losses arising from the transactions between the associate and the parent company and the consolidated subsidiaries of the parent company and jointly controlled entities are offset against the parent company's interest in the associate. Unrealized losses are eliminated in the same manner as unrealized gains, unless there is evidence of impairment.
Upon the loss of control, the Group derecognizes the assets and liabilities of the subsidiary, any noncontrolling interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is recognised in profit or loss. If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as an equity-accounted investee or as an available-for-sale financial asset depending on the level of influence retained.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The Group has prepared consolidated financial statements on a going concern basis and does not expect any significant risks to this assumption.
The Group's EBITDA for the periods ended 30 September 2025 and 2024 amounts to TL 4,054,136,493 and TL 5,302,781,875 respectively (Note 4.1). The Group's net profit for the same periods are TL 312,845,649 and TL 4,561,168,688 respectively. As of 30 September 2025, the Group's short-term liabilities do not exceed its current assets (31 December 2024: exceeded current assets by TL 7,126,667)
The fact that a portion of the Group's electricity sales are guaranteed prices in USD under the Feed in Tariff Mechanism ("YEKDEM") positively impacts gross profitability. Moreover, the exchange rate losses arising from the foreign currency loans of companies operating under the feed‐in tariff ("FIT") are largely offset by their foreign currency-indexed revenues.
As of 14 August 2025, the Ministry of Energy and Natural Resources (MENR) officially approved the total of 18 MW portion of the Group's 36 MW capacity increase project for the Uşak region Wind Power Plant (WPP). Accordingly, as of that date, the Group'stotal installed capacity has increased from 1,186 MW to 1,198 MW. Approval for the remaining 18MW is expected by the end of the year. These capacity enhancements are anticipated to have a favourable impact on the Group's cash flows.
The accompanying consolidated financial statements are prepared comparatively to present the tendency in the financial position, financial performance and cash flows of the Group. If necessary, in order to meet the consistency with the presentation of the financial statements in the current period, comparative information is reclassified and material differences are explained in related notes.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The accounting policies adopted in preparation of the consolidated financial statements as of 30 September 2025 are consistent with those of the previous financial year, except for the adoption of new and amended TFRS and TFRS interpretations effective as of January 1, 2025 and thereafter. The effects of these standards and interpretations on the Group's financial position and performance have been disclosed in the related paragraphs.
Amendments to IAS 21 - Lack of Exchangeability; effective from annual periods beginning on or after 1 January 2025. An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. A currency is exchangeable when there is an ability to obtain the other currency (with a normal administrative delay), and the transaction would take place through a market or exchange mechanism that creates enforceable rights and obligations.
The amendments did not have a significant impact on the financial position or performance of the Group.
Amendment to TFRS 9 and TFRS 7 - Classification and Measurement of Financial Instruments; effective from annual reporting periods beginning on or after 1 January 2026 (early adoption is available). These amendments:
The amendments did not have a significant impact on the financial position or performance of the Group.
Annual improvements to TFRS – Volume 11; effective from annual periods beginning on or after 1 January 2026 (earlier application permitted), Annual improvements are limited to changes that either clarify the wording in an Accounting Standard or correct relatively minor unintended consequences, oversights or conflicts between the requirements in the Accounting Standards. The 2024 amendments are to the following standards:
The Group is in the process of assessing the impact of the amendments on financial position or performance of the Group.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Amendment to IFRS 9 and IFRS 7 - Contracts Referencing Nature-dependent Electricity; effective from annual periods beginning on or after 1 January 2026 but can be early adopted subject to local endorsement where required. These amendments change the 'own use' and hedge accounting requirements of IFRS 9 and include targeted disclosure requirements to IFRS 7. These amendments apply only to contracts that expose an entity to variability in the underlying amount of electricity because the source of its generation depends on uncontrollable natural conditions (such as the weather). These are described as 'contracts referencing nature-dependent electricity'.
The Group is in the process of assessing the impact of the amendments on financial position or performance of the Group.
IFRS 18 Presentation and Disclosure in Financial Statements; effective from annual periods beginning on or after 1 January 2027.This is the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
The Group is in the process of assessing the impact of the amendments on financial position or performance of the Group.
TFRS 19 Subsidiaries without Public Accountability: Disclosures; effective from annual periods beginning on or after 1 January 2027. This new standard works alongside other IFRS Accounting Standards. An eligible subsidiary applies the requirements in other IFRS Accounting Standards except for the disclosure requirements and instead applies the reduced disclosure requirements in IFRS 19. IFRS 19's reduced disclosure requirements balance the information needs of the users of eligible subsidiaries' financial statements with cost savings for preparers. IFRS 19 is a voluntary standard for eligible subsidiaries, A subsidiary is eligible if:
The Group is in the process of assessing the impact of the amendments on financial position or performance of the Group.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
A related party is a person or entity that is related to the entity that is preparing its financial statements,
A related party transaction is a transfer of resources, services or obligations between a reporting entity and a related party, regardless of whether a price is charged.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The Group, has adopted the revaluation method in accordance with TAS 16 for its entire power plants, Power plants are measured at fair value less accumulated depreciation and impairment losses recognised after the date of revaluation. Other tangible assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Construction in progress is also stated at cost, net of accumulated impairment losses, if any. An investment in a power plant is classified as construction in progress during the physical construction process; when completed, it is transferred to the power plant class (Note 9.1) and recognized at fair value.
The frequency of revaluations depends on the changes in the fair values of property, plant and equipment subject to revaluation. The Group revalued the property, plant and equipment consisting of the power plant as of 31 December 2024 and performed a detailed impairment analysis as of 30 September 2025. The Renewable Energy Group consist of power plants below:
Çırakdamı HPP, Dereli HPP, Bereket I-II HPP, Dalaman I-V HPP, Gökyar HPP, Feslek HPP, Koyulhisar HPP, Mentaş HPP, Toros HPP, Göktaş I-II HPP, Aksu HPP, Akıncı HPP, UşakWPP, YalovaWPP, Söke WPP and Uşak SPP.
A revaluation surplus is recorded in OCI and credited to the asset revaluation surplus in equity. However, to the extent that it reverses a revaluation deficit of the same asset previously recognised in profit or loss, the increase is recognised in profit and loss. A revaluation deficit is recognised in the statement of profit or loss, except to the extent that it offsets an existing surplus on the same asset recognised in the asset revaluation surplus.
An annual transfer from the asset revaluation surplus to retained earnings is made for the difference between depreciation based on the revalued carrying amount of the asset and depreciation based on the asset's original cost. Additionally, accumulated depreciation as at the revaluation date is eliminated against the gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset. Upon disposal, any revaluation surplus relating to the particular asset being sold is transferred to retained earnings.
Depreciation is calculated using the straight-line method over property, plant and equipment. Land is not depreciated on the basis that it has an indefinite life. Purchase costs are accounted by separating the land and building components in the purchases of buildings, including land.
The estimated useful lives of the significant property, plant and equipment as of 30 September 2025 are as follows:
Years
Power plants 20-49
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit or loss when the asset is derecognised.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year-end and adjusted prospectively, if appropriate. Repair and maintenance costs are recognised in profit or loss as incurred.
A class of power plant is a grouping of assets of a similar nature and used in an entity's operations and contains land, buildings, machinery and equipment, furniture and fixtures.
Expenses for the repair of property, plant and equipment are normally charged as expense. They are, however, capitalized if they result in an enlargement or substantial improvement of the respective assets.
Intangible assets acquired by the Group with a finite useful life are measured at acquisition cost less accumulated amortization and any permanent impairment losses.
The Adıgüzel HPP and Kemer HPP operating licences which has been obtained through Transfer of Operating Rights Agreement ("Agreement") with the Privatization Administration and the Electricity Generation Corporation ("EÜAŞ") are accounted as intangible assets.
Computer software are recognized at acquisition cost and amortized on a straight-line basis over their estimated useful lives of 3-15 years. Where an indication of impairment exists, the carrying amount of any intangible assets is assessed and written down immediately to its recoverable amount.
Subsequent costs are capitalized only if they have an impact that increases the future economic benefits of the intangible assets to which they relate. All other expenditures are recognized in profit or loss when incurred.
Intangible assets are recognized in profit or loss on a straight-line basis over their estimated useful lives starting from the date they are ready for use. The estimated useful lives for the current and comparative periods are valid until the end of the license terms.
Amortization methods, useful lives and residual values are reviewed at each reporting date and, where appropriate, adjusted.
The estimated useful lives in the current periods are as follows:
| Years | |
|---|---|
| Right to operate licences | 12-49 |
| Computer software | 3-15 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Non-derivative financial liabilities of the Group comprised of "borrowings", "trade payables" and "other payables" in the statement of financial position.
Borrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortized cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognized in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalized as a prepayment for liquidity services and amortized over the period of the facility to which it relates. Borrowings are derecognised from the balance sheet when the obligation specified in the contract is discharged, cancelled or expired.
If financing costs arising from the loans are associated with acquisition or construction of qualifying assets, they are included in cost value of qualifying assets. Qualifying assets refer to assets which require a long time to be available for use or sales as intended. Other borrowing costs are accounted in statement of profit or loss in the period they occur.
Trade and other payables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method.
The Group's financial assets at fair value through profit or loss include short-term bonds and mutual funds held for sale. These financial investments are initially recognized at acquisition cost, which reflects their fair value at the transaction date. In subsequent periods, they are measured at fair value. Gains and losses arising from the valuation of these assets are recognized in the consolidated statement of profit or loss.
Cash and cash equivalents include cash on hand, time deposits held in banks with maturities of three months or less, and demand deposits. The Company reviews these cash and cash equivalents for impairment using the expected credit loss model.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
For a hedge of foreign currency risk, the foreign currency component of a non-derivative financial asset or liability may be designated, as a hedging instrument. The foreign currency risk component of a nonderivative financial instrument is determined in accordance with TAS 21.
Accordingly, starting from 20 March 2021, the Company hedgesthe spot risk of highly probable forecast sales that are denominated in USD with its financial liability in the same foreign currency.
While the Company's functional currency is TL, the Company is exposed to exchange rate risks due to its finances and operations. The Company has outstanding USD debt due to its power plant investments. The Company also generates significant sales revenue in USD.
The source of USD denominated revenue is sales of electricity generated via renewable power plants. Such production is incentivized in Türkiye through a feed‐in tariff mechanism (Council of Ministers Decree No. 2013/5625). The kWh sale price of generated electricity is guaranteed in USD prices, whereas the amount of future renewable generation remains uncertain and depends on climate conditions and/or operational risks. The feed‐in tariff ("FIT") revenues are calculated on a daily basis and are aggregated at monthly intervals. This enables the Company to classify expected future revenues as a monthly stream of forecasted USD cash inflows for risk management purposes.
The Company's foreign currency risk management objective is to rely on natural currency hedges due to operations. It achieves this feat by aligning its forecasted USD inflows and its USD bond payments. Moreover, the forecasted USD inflows vs scheduled USD bond repayments constitute a hedged portfolio that allows a Cash Flow Hedge Accounting relationship to reduce the Company's income statement volatility. In particular, the Company associates its forecasted future USD cash inflows due to renewable‐ generated electricity sales, with its outstanding USD bonds. The Company is implementing Hedge Accounting under TFRS 9 to reflect its economic hedges onto financial reporting:
| Hedge Accounting Component | Definition |
|---|---|
| Hedged Item | Forecasted future USD cash inflows due to FIT incentive |
| Hedging Instrument | USD denominated financial borrowings |
| Hedged Risk | Foreign exchange risk of forecasted future USD cash inflows due to FIT |
| incentive |
As of 30 September 2025, the amount of forecasted revenue under FIT and bilateral agreements are USD 124,173,705 whereas the total notional of the outstanding USD denominated bonds is USD 539,285,600. The Group designates USD 439,285,600 of this amount as part of its rebalanced hedge accounting relationship, per TFRS 9.6.2.4 (c). Due to under‐hedged nature of the hedged‐item, the Company achieves 1:1 hedge ratio with the hedging instrument at all times by way of re‐balancing, in line with TFRS 9.6.4.1.c.iii. As a result of the sensitivity analysis performed on the forecasted revenue figures, the Group concluded that the 10% increase/decrease in the forecasts do not have a significant effect on the evaluation of the hedge effectiveness tests.
The maturity breakdown of the designated layer of the hedging instrument notional as of 30 September 2025 is provided below;
| Payment Date | Principal Payment Amount |
|---|---|
| February 2026 | 54,910,700 |
| August 2026 | 54,910,700 |
| February 2027 | 329,464,200 |
| Total | 439,285,600 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The accounting treatment applied with respect to the cash flow hedge is as follows:
As of 30 September 2025, the hedge relationship has been measured as effective.
The preparation of consolidated financial statements in conformity with TFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.
In the process of applying the Group's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the consolidated financial statements:
Note 6 – Trade receivables
Note 9 – Property, plant and equipment
Note 11 – Provisions
Note 2.8 – Cash flow hedge transactions
Note 20 – Taxation on income
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Group based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. The assumptions underlying estimates and estimates are constantly monitored. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The Group has chosen revaluation method instead of historical cost model as an accounting policy among application methods mentioned under TAS 16 for its power plants. An independent valuation firm has been authorized for revaluation because using of long-term price expectation, electricity generation expectation and discount rate which are sensitive to sectoral and economic variables and also complexity of inputs and calculations. As of 31 December 2024, the fair value which is determined with valuation study by an independent valuation company which has CMB license is used for power plants. In the aforementioned valuation and impairment studies, "income reduction method - discounted cash flow analysis " was applied.
Since long term electricity prices and generations are the most important inputs of "Income Approach discounted cash flow analysis". Long term electricity prices and generation estimations are considered long term electricity demand, entrance of new plants, renewable total capacity and evolution of capacity factor.
Generation forecasts have been prepared using historical generation data and feasibility reports. In valuation models prepared in USD terms, discount rate has been determined as 10.7%, 10.3%, 10.0% HPP, WPP, SPP respectively. In real terms, considering the prevailing macroeconomic market conditions. An increase in the discount rate negatively affects the fair value of the power plants. The portion of the relevant valuation results related to the decrease in value that is associated with "Gains/(losses) on revaluation of property, plant and equipment" has been recognized in the consolidated statement of other comprehensive income statement, while the remaining amount has been accounted for in the consolidated statement of profit or loss statement. The valuation report is prepared by an independent valuation firm holding the relevant Capital Markets Board (CMB) license and possessing the necessary professional expertise.
The operations of the Group entities are regulated under Electricity Market Law No. 6446, the Regulation on Electricity Market License of EMRA, the Electricity Market Balancing and Settlement Regulation ("BSR") and other related legislative provisions.
Electricity sales is recognised as revenue at the time of electricity delivery, on an accrual basis. In the case of revenue from feed-in-tariff ("FIT"), sale of electricity is recorded based upon output delivered at rates specified under FIT. In the case of revenue from other than FIT, sale of electricity is again recorded based upon output delivered but at market rates.
The Company sells electricity to related parties Gediz Elektrik Perakende A.Ş. ("Gediz EPSAŞ"), Aydem Elektrik Perakende A.Ş. ("Aydem EPSAŞ") and other third parties within the scope of bilateral agreements. Bilateral agreements are commercial agreements made between real or legal persons, subject to the provisions of private law, regarding the purchase and sale of electrical energy or capacity and not subject to the approval of the Energy Market Regulatory Board. In bilateral agreements, conditions related to the supply of electrical energy such as unit price, price commitment, security fee conditions, contract duration are determined and signed.
Due to the nature of the industry in which the Group operates, its business volume exhibits seasonal fluctuations. Business volume tends to be higher in the second quarter for hydroelectric power plants, first quarter for wind power plants and third quarter for solar power plants. Seasonality does not have a significant impact on the business volume of the Group's remaining segments.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of September 30, 2025 and December 31, 2024 cash and cash equivalents are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Cash at banks | 1,276,232,185 | 2,187,809,139 |
| - Demand deposits | 35,527,050 | 3,906,527 |
| - Time deposits * | 23,361,613,998 | 2,183,902,612 |
| Cash | 550 | - |
| Other cash and cash equivalents | 44,100 | 431,044 |
| 23,397,185,698 | 2,188,240,183 |
As of 30 September 2025, the interest rate of the Group's term TL denominated time deposits amounting is between 5% to 40%, average maturity 1 day. (31 December 2024: between 40% and 48.5%, average maturity 3 days). US Dollars denominated time deposits amounting interest rate is between 0.01% to 2,50%, average maturity 1 day. (31 December 2024: between 0.01% and 2.25%, average maturity 4 days). There is no EUR time deposits. (31 December 2024: 1%, average maturity 3 days).
As of September 30, 2025, the Group's restricted deposits amount to USD 210,469 (December 31, 2024: TL 10,042,000 and USD 2,843,000).
Financial information is provided on a power plant-by-power plant basis to board of directors, which collectively comprise the chief operating decision maker. The information provided to the members of the executive management includes results or operation, valuation gains and losses on power plants, assets and liabilities of each power plant. The individual properties are also monitored based on type of power plants such as Hydro, Wind, Geothermal and Solar. The Group management considers that it is appropriate to report the segments based on this aggregation, to monitor the financial performance.
Group management assesses segment performance over earnings before interest, tax, depreciation and amortization ("EBITDA"). EBITDA is calculated by adjusting the operating income by depreciation and amortization expenses.
The Company management preferred to use EBITDA in the evaluation of department performances in terms of comparability with companies in the same sector. EBITDA is not a measure of financial performance defined in TFRS. It may not be comparable to similar indicators defined by other companies.
The accounting policies adopted by each of the reportable segments are consistent with TFRS used in preparation of consolidated financial statements of the Group. The detailed information regarding the reporting segments of Group is presented below:
* The Group completed the issuance of green bonds on September 30, 2025, with a nominal value of USD 550 million, bearing an interest rate of 9.875% and a maturity of five years. The proceeds obtained from this issuance were recorded under cash and cash equivalents and were used solely for the refinancing of existing financial borrowings on October 20, 2025.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| 30 September 2025 |
Hydro Power Plants | Wind Power Plants | Solar Power Plant | Other | Unallocated * | Consolidated |
|---|---|---|---|---|---|---|
| Segment assets | 45,728,199,025 | 11,149,072,963 | 2,517,251,116 | 239,843,064 | 26,662,741,872 | 86,297,108,040 |
| Segment liabilities | 34,909,020,671 | 3,697,318,365 | 3,070,077,661 | - | 8,909,715,477 | 50,586,132,174 |
| 31 December 2024 | Hydro Power Plants | Wind Power Plants | Solar Power Plant | Other | Unallocated * | Consolidated |
| Segment assets | 46,721,919,602 | 11,897,431,848 | 2,514,701,575 | 248,604,464 | 9,386,677,278 | 70,769,334,767 |
| Segment liabilities | 20,807,916,560 | 2,566,297,791 | 2,128,900,827 | - | 10,942,315,711 | 36,445,430,889 |
* Includes assets and liabilities which are not attributable to a reportable segment such as cash, trade receivables, other ass ets, trade payables, other liabilities, tax assets and liabilities, etc.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| 1 January 30 September 2025 |
Hydro Power Plants |
Wind Power Plants |
Solar Power Plant |
Total Renewable Energy |
Unallocated * | Consolidated |
|---|---|---|---|---|---|---|
| Revenues - Revenues from Feed in Tariff (FIT) |
3,849,399,248 1,985,741,331 |
1,571,730,904 925,036,144 |
313,227,259 - |
5,734,357,411 2,910,777,475 |
3,888,926,278 - |
9,623,283,689 2,910,777,475 |
| - Other than FIT Cost of Sales |
1,863,657,917 (2,278,503,828) |
646,694,760 (1,180,148,616) |
313,227,259 (125,735,232) |
2,823,579,936 (3,584,387,676) |
3,888,926,278 (3,584,942,104) |
6,712,506,214 (7,169,329,780) |
| Operational Expenses/Income (incl, Other Expense and Income) |
- | - | - | - | (409,865,635) | (409,865,635) |
| Earnings before interest and taxes (EBIT) | 1,570,895,420 | 391,582,288 | 187,492,027 | 2,149,969,735 | (105,881,461) | 2,044,088,274 |
| Add-back, Depreciation & Amortization Expenses | 1,203,460,711 | 643,518,199 | 81,752,661 | 1,928,731,571 | 81,316,648 | 2,010,048,219 |
| Earnings before interest, taxes, depreciation and amortization (EBITDA) ** | 2,774,356,131 | 1,035,100,487 | 269,244,688 | 4,078,701,306 | (24,564,813) | 4,054,136,493 |
* Within the unallocated portion, TL 3,848,838,141 of the revenue is attributable to wholesale commercial sales, specifically derived from electricity trading activities. In th e cost of sales, TL 3,415,048,750 corresponds to the cost incurred from electricity trading activities. Also, includes head office costs and expenses which is not attributable to a reportable segment. Operational expenses mainly consist of personnel expenses. Operational income is mainly composed of foreign exchange income and interest income from commercial transactions related to trading activities.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision m aker. The chief operating decision maker function is carried out by the Board of Directors.
** EBITDA is calculated by adjusting the operating income by depreciation and amortization expenses.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| 1 January 30 September 2024 |
Hydro Power Plants |
Wind Power Plants |
Solar Power Plant |
Total Renewable Energy |
Unallocated * |
Consolidated |
|---|---|---|---|---|---|---|
| Revenues - Revenues from Feed in Tariff (FIT) |
4,608,107,129 352,330,535 |
1,748,192,327 1,748,192,327 |
448,137,236 448,137,236 |
6,804,436,692 2,548,660,098 |
24,058,018 - |
6,828,494,710 2,548,660,098 |
| - Other than FIT |
4,255,776,594 | - | - | 4,255,776,594 | 24,058,018 | 4,279,834,612 |
| Cost of Sales | (2,672,419,900) | (1,301,289,005) | (191,010,316) | (4,164,719,221) | (607,072,425) | (4,771,791,646) |
| Operational Expenses/Income (incl, Other Expense and Income) |
- | - | - | - | 384,010,418 | 384,010,418 |
| Earnings Before Interest and Taxes (EBIT) | 1,935,687,229 | 446,903,322 | 257,126,920 | 2,639,717,471 | (199,003,989) | 2,440,713,482 |
| Add-back, Depreciation & Amortization Expenses | 1,448,508,598 | 689,389,695 | 130,482,789 | 2,268,381,082 | 593,687,311 | 2,862,068,393 |
| Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) ** | 3,384,195,827 | 1,136,293,017 | 387,609,709 | 4,908,098,553 | 394,683,322 | 5,302,781,875 |
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision m aker. The chief operating decision maker function is carried out by the Board of Directors.
* Includes head office costs and expenses which is not attributable to a reportable segment. Operational expenses mainly consist of personnel expenses.Most of operational income is composed of foreign exchange income and interest income from commercial transactions related to trading activities.
** EBITDA is calculated by adjusting the operating income by depreciation and amortization expenses.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| 30 September 2025 | 30 September 2024 | |
|---|---|---|
| Profit for the period | 312,845,649 | 4,561,168,688 |
| Add/(Less): | ||
| Income tax expense | (270,476,568) | (741,438,063) |
| Income from investing activities | (189,787,058) | (23,315,743) |
| Expense from investing activities | 11,030 | 625,146,183 |
| Finance income | (362,709,464) | (894,619,573) |
| Finance expense | 7,431,651,708 | 6,863,903,576 |
| Depreciation and amortization | 2,010,048,219 | 2,862,068,393 |
| Monetary gain | (4,877,447,023) | (7,950,131,586) |
| Consolidated EBITDA | 4,054,136,493 | 5,302,781,875 |
Aydem Holding A.Ş. ("Aydem Holding") is the ultimate parent company and controlling party of the Group. The Group controlled by Ceyhan Saldanlı.
Transactions with related parties are classified according to the following groups and include all related party disclosures in this note.
Since the transactions between the Group and its subsidiaries, which are related parties of the Group, are eliminated during consolidation, they are not disclosed in this note.
The shareholders, key management personnel and members of the Board of Directors, their families and partners and entities controlled by the ultimate shareholders are considered and referred to as related parties in the consolidated financial statements. The Group companies have carried out various transactions with related parties during their operations.
Trade receivables from related parties generally arise from sale of electricity. Trade payables to related parties generally arise from the service purchases. The Company, related parties Gediz Elektrik Perakende A.Ş. ("Gediz EPSAŞ") and Aydem Elektrik Perakende A.Ş. ("Aydem EPSAŞ") sells electricity to companies within the scope of bilateral agreements. Bilateral agreements are commercial agreements made between real or legal persons, subject to the provisions of private law, regarding the purchase and sale of electrical energy or capacity and not subject to the approval of the Energy Market Regulatory Board. In bilateral agreements, conditions related to the supply of electrical energy such as unit price, price commitment, security fee conditions, contract duration are determined and signed.
Other receivables from related parties arise from sale of subsidiary shares and amounts arisen from operational activities. At the end of each quarter period for other receivables and payables interest is accrued using market interest rates, which are determined using the Group external cost of borrowing.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, short-term trade receivables due from related parties are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Aydem EPSAŞ (1) | 1,457,258,050 | 3,037,345,615 |
| Gediz EPSAŞ (1) | 445,812,009 | 890,675,309 |
| Diğer | 159,879 | - |
| 1,903,229,938 | 3,928,020,924 |
As of 30 September 2025, and 31 December 2024, short-term other receivables due from related parties are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Aydem Holding A.Ş. ("Aydem Holding") (1) * | 135,370,727 | 137,680,175 |
| 135,370,727 | 137,680,175 |
* Mainly consists of receivables related to the sale of 50% shares belonging to Yalova Karacabey. Group sold the 50% shares of Yalova on 30 June 2020 to Aydem Holding A.Ş. The interest rate applied by the Group on USD-denominated intercompany balances is 7.95% (31 December 2024: 9.01%)
As of 30 September 2025, and 31 December 2024, short-term trade payables due to related parties are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Aydem Holding (1) | 19,276,353 | 40,738,562 |
| GDZ Enerji Yatırımları A.Ş. ("GDZ Enerji") (1) | 2,877,489 | 8,283,084 |
| ADM Elektrik Dağıtım A.Ş. ("ADM EDAŞ") (1) | 1,430,518 | 3,011,148 |
| Other | 631,906 | 926,679 |
| 24,216,266 | 52,959,473 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
For the period ended 30 September 2025 and 2024, income and expense transactions with related parties are as follows:
| Electricity sales and other sales | 1 January 30 September 2025 |
1 January 30 September 2024 |
|---|---|---|
| Gediz EPSAŞ (1) | 4,614,131,572 | 4,137,919,899 |
| Aydem EPSAŞ (1) | 1,621,035,109 | 503,287,659 |
| Other | 111,739 | 895,718 |
| 6,235,278,420 | 4,642,103,276 | |
| Purchase of electricity and services | 1 January 30 September 2025 |
1 January 30 September 2024 |
| Aydem EPSAŞ (1) | 180,121,629 | 221,939,852 |
| Aydem Holding (1) | 137,543,596 | 124,889,964 |
| GDZ Enerji (1) | 74,677,453 | 61,992,699 |
| ADM EDAŞ (1) | 23,875,573 | 28,313,859 |
| Gediz EPSAŞ (1) | 4,249,851 | 72,422,185 |
| Other | 4,213,369 | 4,407,433 |
| 424,681,471 | 513,965,992 | |
| 1 January | 1 January | |
| Other income | 30 September 2025 | 30 September 2024 |
| Aydem EPSAŞ (1) * | 149,313,100 | 605,130,569 |
| Gediz EPSAŞ (1) * | 78,865,436 | 184,763,565 |
| Aydem Holding (1) | 22,222,324 | 106,642,174 |
| Other | 13,280 | - |
| 250,414,140 | 896,536,308 |
* Consists of net foreign exchange income and late interest income regarding trade receivables,
| Finance income | 1 January 30 September 2025 |
1 January 30 September 2024 |
|---|---|---|
| Aydem EPSAŞ (1) Aydem Holding (1) Gediz EPSAŞ (1) Aydem Enerji Yatırımları (1) |
112,515,516 5,322,023 4,856,620 - |
66,012,381 9,137,764 26,144,769 10.157.807 |
| 122,694,159 | 111,452,721 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The executive management of the Group is comprised of general manager and directors. For the period ended 30 September 2025 and 2024, the sum of short-term benefits, such as remuneration and attendance fees, provided to key management executives personnel is as follows:
| 1 January 30 September 2025 |
1 January 30 September 2024 |
|
|---|---|---|
| Benefits to key management personnel | 45,065,808 | 46,975,586 |
| 45,065,808 | 46,975,586 |
As of 30 September 2025, and 31 December 2024, the Group's short-term trade receivables are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Trade receivables due from related parties (Note 5) | 1,903,229,938 | 3,928,020,924 |
| Trade receivables due from third parties | 97,731,409 | 46,541,894 |
| 2,000,961,347 | 3,974,562,818 | |
| Less: Allowances for doubtful trade receivables | (7,066,680) | (8,901,196) |
| 1,993,894,667 | 3,965,661,622 |
As of 30 September 2025, and 31 December 2024, short-term receivables consist of the following items:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Trade receivables related to electricity sales * | 1,993,272,175 | 3,965,222,699 |
| Income accruals related to electricity sales ** | 622,492 | 438,923 |
| Doubtful trade receivables | 7,066,680 | 8,901,196 |
| Allowances for doubtful trade receivables | (7,066,680) | (8,901,196) |
| 1,993,894,667 | 3,965,661,622 |
* Consists of electricity sales and ancillary income within the bilateral agreements.
** Consists of the Group's unbilled receivables arising from the electricity sales.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, The Group has overdue trade receivables and that receivables have not been impaired. The aging of trade receivables is as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Not overdue | 1,969,423,543 | 1,216,824,650 |
| 1-30 days past due | 79,252 | 539,420,224 |
| 1-3 months past due | 5,452,610 | 1,077,594,487 |
| 3-12 months past due | 18,939,262 | 1,131,822,261 |
| 1,993,894,667 | 3,965,661,622 |
The liquidity and exchange rate risk that the Group is exposed in relation with trade receivables are explained under Note 15.
The movement of provisions for doubtful receivables for the period ended 30 September 2025 and 2024 are as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 8,901,196 | 12,788,339 |
| Net change in provision within the period | - | 341,631 |
| Provisions no longer required | (33,667) | (110,883) |
| Inflation effect | (1,800,849) | (3,364,694) |
| Closing balance (30 September) | 7,066,680 | 9,654,393 |
As of 30 September 2025, and 31 December 2024, the Group's short-term trade payables are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Trade payables due to third parties | 155,706,088 | 234,839,582 |
| Trade payables due to related parties (Note 5) | 24,216,266 | 52,959,473 |
| 179,922,354 | 287,799,055 |
As of 30 September 2025, and 31 December 2024, short-term trade payables from third parties consist of the following items:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Trade payables | 97,898,526 | 170,688,716 |
| Expense accruals | 57,807,562 | 64,150,866 |
| 155,706,088 | 234,839,582 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, the Group's short-term other receivables are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Other receivables due from related parties (Note 5) Other receivables due from third parties |
135,370,727 23,493,790 |
137,680,175 56,820,637 |
| 158,864,517 | 194,500,812 |
As of 30 September 2025, and 31 December 2024, short-term other receivables from third parties consist of the following items:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Receivables from tax administration Deposits and guarantees given |
16,600,516 6,893,274 |
56,597,274 223,363 |
| 23,493,790 | 56,820,637 |
As of 30 September 2025, and 31 December 2024, other long-term receivables from third parties consist of the following items:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Other receivables due from third parties | 5,319,470 | 6,769,015 |
| 5,319,470 | 6,769,015 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, the Group's short-term other payables are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Other payables due to related parties | 25,642 | - |
| Other payables due to third parties | 269,936 | 296,942 |
| 295,578 | 296,942 |
As of 30 September 2025, and 31 December 2024, other short-term payables to third parties consist of the following items:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Deposits and guarantees taken Other payables |
235,709 34,227 |
295,649 1,293 |
| 269,936 | 296,942 |
As of 30 September 2025, and 31 December 2024, inventories are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Spare parts * | 26,696,890 | 25,594,790 |
| 26,696,890 | 25,594,790 |
* Inventories consist of spare parts used in the maintenance of power plants and consumable materials.
As of 30 September 2025, there is no insurance coverage on the Group's inventories (31 December 2024: None).
As of 30 September 2025, there are no inventories presented as collateral for liabilities (31 December 2024: None).
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The ending 30 September 2025 and 2024, movements of property, plant and equipment are as follows:
| Land | Power plants | Construction in progress * |
Other | Total | |
|---|---|---|---|---|---|
| Cost or valuation as of 1 January 2025 | 63,590,652 | 83,377,041,529 | 2,286,508,921 | 387,876,063 | 86,115,017,165 |
| Additions | - | 13,563,172 | 188,089,220 | 5,825,040 | 207,477,432 |
| Disposals | - | (1,433,418) | - | - | (1,433,418) |
| Transfers | - | 1,118,646,759 | (1,118,646,759) | - | - |
| Cost or valuation as of 30 September 2025 | 63,590,652 | 84,507,818,042 | 1,355,951,382 | 393,701,103 | 86,321,061,179 |
| Accumulated depreciation as of 1 January 2025 | - | (27,430,128,679) | - | (292,748,166) | (27,722,876,845) |
| Additions | - | (1,874,539,294) | - | (18,707,155) | (1,893,246,449) |
| Disposals | - | 86,908 | - | - | 86,908 |
| Accumulated depreciation as of 30 September 2025 | - | (29,304,581,065) | - | (311,455,321) | (29,616,036,386) |
| Net book value as of 30 September 2025 | 63,590,652 | 55,203,236,977 | 1,355,951,382 | 82,245,782 | 56,705,024,793 |
| Land | Power plants | Construction in progress * |
Other | Total | |
| Cost or valuation as of 1 January 2024 | 63,590,651 | 122,722,842,186 | 2,255,284,595 | 363,034,335 | 125,404,751,767 |
| Additions | - | 128,049,244 | 524,521,944 | 14,547,134 | 667,118,322 |
| Disposals | - | (128,837,809) | (687,421,243) | (188,979) | (816,448,031) |
| Cost or valuation as of 30 September 2024 | 63,590,651 | 122,722,053,621 | 2,092,385,296 | 377,392,490 | 125,255,422,058 |
| Accumulated depreciation as of 1 January 2024 | - | (37,111,532,775) | - | (265,586,836) | (37,377,119,611) |
| Additions | - | (2,697,337,749) | - | (19,983,098) | (2,717,320,847) |
| Disposals | - | 58,605,106 | - | 141,180 | 58,746,286 |
| Accumulated depreciation as of 30 September 2024 | - | (39,750,265,418) | - | (285,428,754) | (40,035,694,172) |
* Mainly consists of investments regarding hybrid solar and capacity increase.
As of 30 September 2025, there are pledges and mortgages on property, plant and equipment of the Group amounting to USD 1,248,750,000 in original currencies (30 September 2024: USD 1,248,750,000 in original currencies) in favour of lenders.
Total depreciation expense of property, plant and equipment amounting to TL 1,874,539,294 (30 September 2024: TL 2,697,337,749) has been reflected to cost of sales and amounting to TL 18,707,155 (30 September 2024: TL 19,983,098) has been reflected to general administration expense.
The Group determined that the power plants constitute a separate class of property, plant and equipment, based on the nature, characteristics and risks of the property and as also mentioned in Note 2, elected to use revaluation method for such assets.
Power plant assets were measured at fair value as of 31 December 2024 and adjusted in accordance with TAS 29 to reflect the purchasing power as of 30 September 2025.
The Company applied the "Income Reduction Method- DCF Analysis" in its valuation and impairment studies. Given that long-term electricity market prices are the most important factor in the "DCF Analysis," the Company collaborated with an independent consultant providing services to companies operating in the energy market. When determining long-term electricity prices, the most important inputs in the model were the forecasted trends in demand, capacity, capacity factor development, electricity export & import trends, and coal prices. The most important assumptions in the income reduction method are, respectively, electricity prices, projected production volume, weighted average cost of capital, discount rate, and exchange rates. The Company does not expect significant changes in the forecasts and assumptions used in the valuation reports. In the income reduction method, the Company discounted its estimated revenues based on the useful life of the power plants.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The Group has lease contracts for various items of plant, machinery, vehicles, land right of use assets and other equipment used in its operations.
For the period then ended as of 30 September 2025, movements of right of use assets is as follows:
| Cost as of 1 January 2025 | 812,600,050 |
|---|---|
| Additions | 11,626,228 |
| Cost as of 30 September 2025 | 824,226,278 |
| Accumulated depreciation as of 1 January 2025 | (391,808,141) |
| Additions | (55,183,172) |
| Accumulated depreciation as of 30 September 2025 | (446,991,313) |
| Net book value as of 30 September 2025 | 377,234,965 |
| For the period then ended as of 30 September 2024, movements of right of use |
assets is as follows: |
| Cost as of 1 January 2024 | 749,333,067 |
| Additions | 34,062,626 |
| Cost as of 30 September 2024 | 783,395,693 |
| Accumulated depreciation as of 1 January 2024 | |
| (289,136,159) | |
| Additions | (79,934,137) |
Total depreciation expense of right of use assets amounting to TL 39,105,780 (30 September 2024: TL 57,917,974) has been reflected to cost of sales and amounting to TL 16,077,392 (30 September 2024: TL 22,016,163) has been reflected to general administration expense.
Accumulated depreciation as of 30 September 2024 (369,070,296)
Net book value as of 30 September 2024 414,325,397
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 5 May 2017, the Company has signed a Transfer of Operating Rights Agreement ("Agreement") with the Privatization Administration and the Electricity Generation Corporation ("EÜAŞ") for Adıgüzel and Kemer Hydroelectric Plants. According to the agreement, the Company obtained the operating rights of the plants for 49 years and is responsible for the transfer of EÜAŞ at the end of the period in a complete and a functional state. During the contract period, the Company is required to carry out all the maintenance, repairs and improvements which are necessary to ensure the convenience and efficiency of the plants for the generation activity, at their own expense. The Company is responsible for any damages and losses that may occur in the generation facilities in general referred as "Power Plants". During the contract period; the Company is required to perform all kinds of additional facilities, the investment for rehabilitation and development in accordance with the legislation, and will obtain the approval of EÜAŞ during the works and procedures to be carried out within this framework. In addition, the company must obtain approval from EÜAŞ in case it wants to make investments and transactions for capacity changes.
As of the transfer date, it is EÜAŞ's responsibility to monitor and solve the administrative, legal disputes regarding the ownership of the immovable on which plants are located and the immovable in use, that are available now or will arise after the transfer date and all responsibilities and obligations arising from this matter.
Intangible assets related to agreements are amortized until the end of the related contract period.
Although the Company has the right to obtain substantially all of the economic benefits from use of the asset, it does not have the right to manage the use of power plants according to Article 7 of the contract signed with the EÜAŞ. Therefore, the contract has not been considered as a lease contract under TFRS 16. On the other hand, the Agreement is not accounted within the scope of TFRIC 12 Service Concession Agreements because although the residual interest of the power plants belongs to EÜAŞ, EÜAŞ does not control at what price electricity will be sold.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 2024, movements of intangible assets are as follows:
| Licences | Operating rights | Softwares | Total | |
|---|---|---|---|---|
| Cost as of 1 January 2025 | 71,911,943 | 3,513,460,616 | 48,670,266 | 3,634,042,825 |
| Additions | 442,804 | - | - | 442,804 |
| Cost as of 30 September 2025 | 72,354,747 | 3,513,460,616 | 48,670,266 | 3,634,485,629 |
| Accumulated depreciation as of 1 January 2025 | (55,417,042) | (549,725,132) | (38,383,482) | (643,525,656) |
| Additions | (6,459,718) | (53,777,458) | (1,381,422) | (61,618,598) |
| Accumulated depreciation as of 30 September 2025 | (61,876,760) | (603,502,590) | (39,764,904) | (705,144,254) |
| Net book value as of 30 September 2025 | 10,477,987 | 2,909,958,026 | 8,905,362 | 2,929,341,375 |
| Licences | Operating rights | Softwares | Total | |
| Cost as of 1 January 2024 | 67,516,760 | 3,513,460,616 | 48,670,266 | 3,629,647,642 |
| Additions | 1,053,275 | - | - | 1,053,275 |
| Cost as of 30 September 2024 | 68,570,035 | 3,513,460,616 | 48,670,266 | 3,630,700,917 |
| Accumulated depreciation as of 1 January 2024 | (43,029,862) | (478,021,854) | (36,533,504) | (557,585,220) |
| Additions | (9,646,452) | (53,777,458) | (1,389,499) | (64,813,409) |
| Accumulated depreciation as of 30 September 2024 | (52,676,314) | (531,799,312) | (37,923,003) | (622,398,629) |
| Net book value as of 30 September 2024 | 15,893,721 | 2,981,661,304 | 10,747,263 | 3,008,302,288 |
Amortization expense of intangible assets amounting to TL 53,777,458 (30 September 2024: TL 53,777,458) has been reflected to cost of sales and amounting to TL 7,841,140 (30 September 2024: TL 11,035,951) has been reflected to general administrative expenses.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, the breakdown of short-term provisions are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Short-term provisions for employee benefits | 102,539,283 | 109,379,417 |
| Provision for litigations | 18,335,478 | 19,442,381 |
| 120,874,761 | 128,821,798 |
Short-term provisions for employee benefits consist of unused vacation days provisions and premium provisions,
The movement table of unused vacation days provisions is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 32,077,240 | 27,697,301 |
| Net change in provision within the period | 15,698,616 | 16,508,895 |
| Inflation effect | (8,199,899) | (10,007,835) |
| Closing balance (30 September) | 39,575,957 | 34,198,361 |
The movement table of premium provisions is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 77,302,177 | 52,349,987 |
| Net change in provision within the period | 1,494,948 | 27,504,721 |
| Inflation effect | (15,833,799) | (18,311,353) |
| Closing balance (30 September) | 62,963,326 | 61,543,355 |
Other short-term provisions consist of provisions for ongoing litigations of the Group,
The movement table is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 19,442,381 | 24,865,032 |
| Net change in provision within the period | 3,017,890 | - |
| Inflation effect | (4,124,793) | (9,362,033) |
| Closing balance (30 September) | 18,335,478 | 15,502,999 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, the Group's collateral/pledge/mortgage ("CPM") balances are as follows:
| 30 September 2025 | 31 December 2024 | ||
|---|---|---|---|
| Currency | TL Amount | TL Amount | |
| A, Guarantees given in the name of its own legal | TL | - | - |
| personality* | US Dollars | 51,831,616,500 | 55,259,603,674 |
| B, Guarantees given on behalf of the fully consolidated companies |
TL | - | - |
| C, Total amount of CPM's given to other 3rd parties for the purpose of carrying out their ordinary commercial activities |
TL | - | - |
| D, Other guarantees | TL | - | - |
| i, Guarantees given on behalf of the majority shareholder |
- | - | |
| ii, Guarantees given to on behalf of other group companies which are not in scope of B and C |
TL | - | - |
| iii, Guarantees given on behalf of third parties which are not in scope of C |
TL | - | - |
| Total | 51,831,616,500 | 55,259,603,674 |
* On 2 December 2021, within the scope of the Eurobond, movable pledge was established on the Company's movable assets to form the guarantee of the bond issuance.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Currency | 30 September 2025 TL equivalent |
31 December 2024 TL equivalent |
|
|---|---|---|---|
| Guarantees given * | TL | 471,981,746 | 506,710,268 |
| Total | 471,981,746 | 506,710,268 |
* Guarantees given, in general, are comprised of the letters of guarantees given to the several institutions and organizations within the operations of the Group (to Energy Market Regulatory Authority ("EMRA"), Turkish Electricity Transmission Company ("TEİAŞ"), privatization administration and to the judicial authorities for some of the on-going lawsuits,
| Currency | 30 September 2025 TL equivalent |
31 December 2024 TL equivalent |
|
|---|---|---|---|
| Guarantees received * | TL | 29,382,215 | 38,359,000 |
| Guarantees received * | EURO | 11,761,227 | 9,116,545 |
| Guarantees received * | US Dollars | 3,171,982,956 | 5,157,886,150 |
| 3,213,126,398 | 5,205,361,695 |
* Guarantees received from Aydem EPSAŞ, Gediz EPSAŞ and third parties.
As of 30 September 2025, and 31 December 2024, the long-term provisions are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Provisions for retirement pay liability | 182,433,100 | 111,010,788 |
| 182,433,100 | 111,010,788 |
As of 30 September 2025, and 2024, movements of provisions for retirement pay liability are as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 111,010,788 | 124,159,998 |
| Service cost | 52,781,511 | 7,597,857 |
| Interest cost | 28,435,257 | 19,575,164 |
| Retirement payments paid | (5,302,075) | (9,086,383) |
| Actuarial loss/(gain) | 30,884,975 | 46,310,175 |
| Inflation effect | (35,377,356) | (46,842,537) |
| Closing balance (30 September) | 182,433,100 | 141,714,274 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
TFRS require actuarial valuation methods to be developed to estimate the enterprise's obligation under defined benefit plans. Accordingly, the following actuarial assumptions have been used in the calculation of the total liability. Related rates have been presented by considering the weighted average of actuarial assumptions of the subsidiaries within the scope of consolidation.
The main actuarial assumptions used as of 30 September 2025 and 31 December 2024 are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Expected interest in the coming years % | 29.32 | 27.15 |
| Expected inflation in the coming years % | 24.95 | 21.95 |
| Expected probability of leaving without compensation in | ||
| the coming years % | 3.50 | 4.26 |
As of 30 September 2025, and 31 December 2024, short-term payables related to employee benefits are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Social security withholdings payable | 15,125,269 | 14,326,334 |
| Payables to personnel | 39,822,733 | 1,377,527 |
| 54,948,002 | 15,703,861 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, other current assets are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Advances to personnel Short-term deferred value added tax (''VAT'') |
3,301 30,239 |
171,512 25,218 |
| 33,540 | 196,730 |
As of 30 September 2025, and 31 December 2024, other non-current assets are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Long-term deferred VAT | 37,643,070 | 46,250,392 |
| 37,643,070 | 46,250,392 |
As of 30 September 2025, and 31 December 2024, other liabilities are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Taxes and funds payable | 108,510,876 | 135,771,874 |
| Other | 3,573,475 | 155,778 |
| 112,084,351 | 135,927,652 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025, and 31 December 2024, terms and conditions of financial liabilities are as follows:
| 30 September 2025 | |||||
|---|---|---|---|---|---|
| Currency | Effective interest rate |
Maturity for the latest payment |
Original currency amount |
Short-term | Long-term |
| USD* | 9,10% | 2027 | 556,549,620 | 23,142,223,679 | - |
| USD** | 11,89% | 2030 | 515,877,357 | 2,074,855,185 | 19,376,150,640 |
| 25,217,078,864 | 19,376,150,640 |
| 31 December 2024 | |||||
|---|---|---|---|---|---|
| Currency | Effective interest rate |
Maturity for the latest payment |
Original currency amount |
Short-term | Long-term |
| USD | 8,63% | 2027 | 687,436,385 | 7,949,497,599 | 22,525,645,327 |
| 7,949,497,599 | 22,525,645,327 |
* The Group on the Irish Stock Exchange issued USD 750,000,000 with a maturity of 5.5 years, coupon payments every 6 months, principal and coupon payments at maturity, annual fixed interest rate of 7.75%, on 2 August 2021. With the amount obtained through the bond issuance, the entire loan debt of the Company to the banks has been repaid, and the remaining amount is going to be used for the investments in line with the Company's growth strategy.
The proceeds from the new bond issuance were utilized to redeem the Company's existing green bonds with a nominal value of USD 539,285,600, bearing an interest rate of 7.75% and maturing in 2027. The redemption process was completed on October 20, 2025 as part of an early redemption, and the bond obligations were fully extinguished.
As of the balance sheet date of September 30, 2025, the funds obtained from the new issuance were reported as an asset of the Company, while the existing bond liabilities that had not yet been settled were reported as short-term financial liabilities. No offsetting has been made, as there is no legally enforceable right of set-off between the two financial instruments and their settlement dates differ. Considering the nature of the transaction and the intended use of the funds, the Company's exposure to liquidity and credit risk arising from the refinancing transaction is limited.
** The Group completed the issuance of green bonds on September 30, 2025, with a nominal value of USD 550 million, bearing an interest rate of 9.875% and a maturity of five years. The proceeds obtained from this issuance were used solely for the refinancing of existing financial borrowings. The bonds have been listed on the Irish Stock Exchange (Euronext Dublin) for trading in international markets.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The repayments of the bond and debt instruments agreements according to their original maturities as of 30 September 2025 and 31 December 2024 are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| To be paid within 3 months | 23,142,223,679 | 4,114,148,818 |
| To be paid within 3-12 months | 2.074,855,185 | 3,835,348,781 |
| To be paid in 1-2 year | 952,328,582 | 6,897,226,661 |
| To be paid in 2-3year | 3,039,221,889 | 15,628,418,666 |
| To be paid in 3-4 year | 3,756,430,557 | - |
| To be paid in 4-5 year | 3,143,251,193 | - |
| To be paid over 5 years | 8,484,918,419 | - |
| 44,593,229,504 | 30,475,142,926 |
The movement of issued financial liabilities for the period ended 30 September 2025 and 2024 is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 30,475,142,926 | 36,397,372,368 |
| Borrowings during the period | 22,064,462,683 | - |
| Principal payments in the period | (5,634,750,220) | - |
| Interest accrued in the period | 1,533,673,540 | 2,106,786,658 |
| Interest paid | (2,074,199,954) | (2,471,271,896) |
| Exchange rate differences accrued in the period | 5,832,714,135 | 4,705,816,100 |
| Exchange rate differences subjected to cash flow hedge, | ||
| accounted in OCI | (1,463,186,760) | 388,164,316 |
| Inflation effect | (6,140,626,846) | (10,515,815,983) |
| Closing balance (30 September) | 44,593,229,504 | 30,611,051,563 |
Financial covenants on bank borrowings
The Issuer shall, not later than the first Interest Payment Date (being 2 February 2022) and at all times thereafter for so long as any Note remains outstanding, maintain one or more cash accounts denominated in U.S. Dollars with one or more Approved Banks (the "Interest Reserve Accounts") and the Issuer shall, commencing from (and including) the first Interest Payment Date and at all times thereafter for so long as any Note remains outstanding, maintain an aggregate amount of cash deposited in its Interest Reserve Accounts in an amount at least equal to:
The Company shall, so long as any Note remains outstanding, fund the interest reserve account on a monthly basis and maintain the required balance given the amount of upcoming interest payment, the amount standing in the account will gradually increase and finally be equal to debt service amount on the date of debt service.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The repayments of the lease liabilities according to their original maturities as of 30 September 2025 and 31 December 2024 are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| To be paid within a year | 20,297,315 | 40,426,206 |
| To be paid in 1-5 years | 12,008,548 | 18,946,688 |
| To be paid over 5 years | 25,204,086 | 34,119,276 |
| 57,509,949 | 93,492,170 |
For the period then ended as of 30 September 2025 and 2024, movements of lease liabilities are asfollows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 93,492,170 | 98,684,245 |
| Additions | 11,626,228 | 34,062,626 |
| Accretion of interest | 24,129,987 | 18,996,219 |
| Payments | (54,342,682) | (46,113,754) |
| Inflation effect | (17,395,754) | (27,292,222) |
| Closing balance (30 September) | 57,509,949 | 78,337,114 |
The Group may be exposed to the following risks depending on the use of financial instruments:
This note provides information on the Group's exposure to the risks outlined above, the Group's objectives, policies and processes for measuring and managing risk, and the Group's management of capital.
Credit risk is the risk that a customer or a counterparty will fail to fulfil its obligations under the contract and is mainly attributable to customer receivables. The carrying values of financial assets represent the maximum exposure to credit risk.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The maximum credit risk the Group is exposed to as of 30 September 2025 and 31 December 2024 are as follows:
| Receivables | ||||||
|---|---|---|---|---|---|---|
| 30 September 2025 | Trade receivables | Other receivables | Cash and cash equivalents |
|||
| Related parties | Other parties | Related parties |
Other parties |
|||
| Maximum exposure to credit risk as of reporting date (A+B+C+D) |
1,903,229,938 | 90,664,729 | 135,370,727 | 28,813,260 | 23,397,185,698 | |
| - Secured part of the maximum credit risk exposures via collateral etc. |
1,903,229,938 | 90,664,729 | - | - | - | |
| A. Net book value of financial assets those are neither overdue nor impaired |
1,903,229,938 | 66,193,605 | 135,370,727 | 28,813,260 | 23,397,185,698 | |
| B. Net book value of assets that are overdue but not impaired |
- | 24,471,124 | - | - | - | |
| C. Net book value of impaired financial assets |
- | - | - | - | - | |
| - Overdue (gross carrying amount) | - | 7,066,680 | - | - | - | |
| - Impairment amount (-) | - | (7,066,680) | - | - | - | |
| - Secured portion covered with guarantees, etc |
- | - | - | - | - | |
| - Overdue (gross carrying amount) | - | - | - | - | - | |
| - Impairment amount (-) | - | - | - | - | - | |
| - Secured portion covered with guarantees, etc |
- | - | - | - | - | |
| D. Off-balance sheet items | - | - | - | - | - | |
| including risk |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
| Receivables | |||||
|---|---|---|---|---|---|
| 31 December 2024 | Trade receivables | Other receivables | Cash and cash | ||
| Related parties |
Other parties |
Related parties |
Other parties |
equivalents | |
| Maximum exposure to credit risk as of reporting date (A+B+C+D) |
3,928,020,924 | 37,640,698 | 137,680,175 | 63,589,652 | 2,188,240,183 |
| - Secured part of the maximum credit risk exposures via collateral etc, |
3,928,020,924 | - | - | - | - |
| A. Net book value of financial assets those are neither overdue nor impaired |
1,179,183,952 | 37,640,698 | 137,680,175 | 63,589,652 | 2,188,240,183 |
| B. Net book value of assets that are overdue but not impaired |
2,748,836,972 | - | - | - | - |
| C. Net book value of impaired financial assets |
- | - | - | - | - |
| - Overdue (gross carrying amount) |
- | 8,901,196 | - | - | - |
| - Impairment amount (-) | - | (8,901,196) | - | - | - |
| - Secured portion covered with guarantees, etc |
- | - | - | - | - |
| - Overdue (gross carrying amount) |
- | - | - | - | - |
| - Impairment amount (-) | - | - | - | - | - |
| - Secured portion covered with guarantees, etc |
- | - | - | - | - |
| D. Off-balance sheet items including risk |
- | - | - | - | - |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
Liquidity risk is the risk that the Group will not be able to meet its financial liabilities in the future. The Group's liquidity risk is managed by providing sufficient financing facilities from various financial institutions in a way that does not harm or damage the Group's reputation in order to fund the current and future debt requirements under normal conditions or in crisis situations.
As at 30 September 2025 and 31 December 2024, the maturity of financial liabilities including estimated interest payments according to the payment schedule is as follows:
| 30 September 2025 | Book value | Contractual cash outflow |
0-3 months | 3-12 months | 1-5 years | > 5 years |
|---|---|---|---|---|---|---|
| Non-derivative financial liabilities | ||||||
| Financial liabilities | 44,593,229,504 | 56,060,170,163 | 23,168,637,268 | 2,258,400,650 | 15,633,707,052 | 14,999,425,193 |
| Financial lease liabilities (TFRS 16) | 57,509,949 | 172,156,013 | 10,777,605 | 29,750,384 | 42,476,472 | 89,151,552 |
| Trade payables to related parties | 24,216,266 | 24,216,266 | 24,216,266 | - | - | - |
| Trade payables to third parties | 155,706,088 | 155,706,088 | 118,945,265 | 36,760,823 | - | - |
| Total | 44,830,661,807 | 56,412,248,530 | 23,322,576,404 | 2,324,911,857 | 15,676,183,524 | 15,088,576,745 |
| 31 December 2024 | Book Value | Contractual cash outflow |
0-3 months | 3-12 months | 1-5 years | > 5 years |
|---|---|---|---|---|---|---|
| Non-derivative financial liabilities | ||||||
| Financial liabilities | 30,475,142,926 | 34,516,285,874 | 4,146,436,929 | 4,030,635,565 | 26,339,213,380 | - |
| Financial lease liabilities (TFRS 16) | 93,492,170 | 252,784,017 | 12,781,396 | 60,155,753 | 64,212,580 | 115,634,288 |
| Trade payables to related parties | 52,959,473 | 52,959,473 | 52,959,473 | - | - | - |
| Trade payables to third parties | 234,839,582 | 234,839,582 | 177,300,196 | 57,539,386 | - | - |
| Total | 30,856,434,151 | 35,056,868,946 | 4,389,477,994 | 4,148,330,704 | 26,403,425,960 | 115,634,288 |
Market risk; The risk of changes in the money market, such as exchange rates, interest rates or the prices of instruments traded in the securities markets, may change the Group's income or the value of its financial assets. Market risk management aims to optimize return while controlling market risk exposure within acceptable limits.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
While the Group's functional currency is Turkish Lira, the Group is exposed to foreign exchange risks. The Group has outstanding US Dollar debt instruments due to power plant investments. The Group also realizes significant USD indexed sales within the scope of the Feed-in Tariff.
As of 30 September 2025, and 31 December 2024, the foreign currency position of the Group arises from foreign currency assets and liabilities stated in the table below.
| 30 September 2025 | |||
|---|---|---|---|
| Original Amounts | |||
| TL Equivalent | US Dollars | EUR | |
| Assets | |||
| Cash and cash equivalents | 22,812,573,404 | 549,599,018 | 9,782 |
| Other receivables from related parties | 135,335,848 | 3,260,571 | - |
| Trade receivables due from related parties | 16,507,808 | 327,057 | 60,156 |
| Trade receivables due from third parties | 244 | - | 5 |
| Total Assets | 22,964,417,304 | 553,186,646 | 69,943 |
| Liabilities | |||
| Short-term and long-term financial liabilities | (44,593,229,504) | (1,072,426,977) | - |
| Short-term trade payables due to third parties | (43,448,854) | (774,683) | (231,671) |
| Short-term trade payables due to related parties | (2,208,600) | (53,211) | - |
| Total liabilities | (44,638,886,958) | (1,073,254,871) | (231,671) |
| Foreign currency liability position | (21,674,469,654) | (520,068,225) | (161,728) |
| Amounts subject to cash flow hedge accounting * | 4,931,940,930 | 118,822,480 | - |
| Net foreign currency position after cash flow hedge | (16,742,528,724) | (401,245,745) | (161,728) |
| 31 December 2024 | ||||
|---|---|---|---|---|
| Original Amounts | ||||
| TL Equivalent (indexed values) |
TL Equivalent | US Dollars | EUR | |
| Assets | ||||
| Cash and cash equivalents | 429,368,110 | 342,318,043 | 9,694,057 | 8,406 |
| Financial investments | 988,108,976 | 787,779,816 | 22,329,170 | - |
| Other receivables due from related parties | 137,680,175 | 109,766,904 | 3,111,281 | - |
| Trade receivables due from related parties | 1,627,060,187 | 1,297,190,093 | 36,761,983 | 5,888 |
| Total assets | 3,182,217,448 | 2,537,054,856 | 71,896,491 | 14,294 |
| Liabilities | ||||
| Short-term and long-term financial liabilities | (30,475,142,926) | (24,296,614,104) | (687,436,385) | - |
| Short-term trade payables due to third parties | (29,372,700) | (23,417,680) | (460,541) | (195,166) |
| Total liabilities | (30,504,515,626) | (24,320,031,784) | (687,896,926) | (195,166) |
| Foreign currency liability position | (27,322,298,178) | (21,782,976,928) | (616,000,435) | (180,872) |
| Amounts subject to cash flow hedge accounting * | 8,556,145,560 | 6,821,473,074 | 193,350,767 | |
| Net foreign currency position after cash flow hedge | (18,766,152,618) | (14,961,503,854) | (422,649,668) | (180,872) |
* Please refer to Note 2.8
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The Group is mainly exposed to foreign currency risk in USD Dollars. The following table details the Group's sensitivity to a 10% increase and decrease in US Dollars and Euro, 10% is the rate used to report the exchange rate risk within the Group to the executives and this rate indicates the possible change in the exchange rates expected by the management. The sensitivity analysis covers only foreign currency denominated monetary items at the end of the year and shows the effects of the 10% increase in foreign exchange rates of these items at the end of the year excluding tax effects. A positive value indicates an increase in profit or loss and other equity items.
| Exchange rate sensitivity analysis table | ||
|---|---|---|
| 30 September 2025 | ||
| Increase in value of foreign currency |
Decrease in value of foreign currency |
|
| If US dollar gains/losses 10% against TL | ||
| 1- TL net assets / liabilities | (1,668,443,993) | 1,668,443,993 |
| 2- TL hedged portion (-) | 493,194,093 | (493,194,093) |
| 3- TL net effect (1 + 2) | (1,175,249,900) | 1,175,249,900 |
| If Euro gains/losses 10% against TL | ||
| 4- TL net assets / liabilities | (755,130) | 755,130 |
| 5- TL hedged portion (-) | - | - |
| 6- Net effect of TL (4 + 5) | (755,130) | 755,130 |
| Total (3 + 6) | (1,176,005,030) | 1,176,005,030 |
| Exchange rate sensitivity analysis table | ||
|---|---|---|
| 31 December 2024 | ||
| Increase in value of foreign currency |
Decrease in value of foreign currency |
|
| If US dollar gains/losses 10% against TL | ||
| 1- TL net assets / liabilities | (1,493,804,535) | 1,493,804,535 |
| 2- TL hedged portion (-) | 682,147,307 | (682,147,307) |
| 3- TL net effect (1 + 2) | (811,657,228) | 811,657,228 |
| If Euro gains/losses 10% against TL | ||
| 4- TL net assets / liabilities | (665,652) | 665,652 |
| 5- TL hedged portion (-) | - | - |
| 6- Net effect of TL (4 + 5) | (665,652) | 665,652 |
| Total (3 + 6) | (812,322,880) | 812,322,880 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
In managing capital, the Group's objectives are to maintain the Group's ability to continue to operate in order to maintain an optimal capital structure to provide returns to shareholders, benefits to other shareholders, and to reduce capital costs.
In order to maintain or adjust the capital structure, the Group determines the amount of dividend payable to shareholders.
The Group monitors capital on the basis of the net financial debt / equity ratio. Net financial debt is calculated by deducting cash and cash equivalents from total financial debt.
As of 30 September 2025, and 31 December 2024, net financial liabilities/equity ratios are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Total financial liabilities * | 44,593,229,504 | 30,475,142,926 |
| Cash and cash equivalents | (23,568,221,228) | (4,231,088,470) |
| Net financial liabilities | 21,025,008,276 | 26,244,054,456 |
| Equity | 35,710,975,866 | 34,323,903,878 |
| 58.88% | 76.46% |
* Includes issued bond liabilities (Note 14).
When measuring the fair value of an asset or liability, the Company uses market observable inputs. Fair value measurements are categorised into different levels of the fair value hierarchy based on the information used in the valuation techniques described below.
Fair value hierarchy table as of 30 September 2025 is as follows:
| Financial assets at fair value in statement of financial position |
Level 1 | Level 2 | Level 3 |
|---|---|---|---|
| Financial investment | - | 26,087,027 | - |
| Power plants | - | - | 55,203,236,977 |
| Total assets | - | 26,087,027 | 55,203,236,977 |
Fair value hierarchy table as of 31 December 2024 is as follows:
| Financial assets at fair value in statement of financial position |
Level 1 | Level 2 | Level 3 |
|---|---|---|---|
| Financial investment | - | 1,076,829,449 | - |
| Power plants | - | - | 55,946,912,850 |
| Total assets | - | 1,076,829,449 | 55,946,912,850 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
If the information used to measure the fair value of an asset or liability can be categorised into a different level of the fair value hierarchy, that fair value is categorised into the same level of the fair value hierarchy that includes the least significant information for the overall measurement.
The Company recognises transfers between levels in the fair value hierarchy at the end of the reporting period in which the change occurs.
Fair value is the amount that would be realised in a sale transaction between two parties willing to exchange a financial asset, other than in a forced sale or liquidation, and is most readily measurable at fair value.
The Company has generally assumed that the carrying amounts of financial instruments with short remaining maturities or financial instruments that are initially recognised close to the reporting date approximate their fair values. It is also assumed that the fair value of foreign currency assets and liabilities within financial instruments, which are translated into Turkish Lira at the year-end exchange rate, approximates their carrying value.
However, since it is necessary to use judgement to determine the estimated fair value, fair value measurements may not reflect the values that may occur in current market conditions. Therefore, apart from the aforementioned assumptions, inputs that are not based on observable market data for financial assets or liabilities (unobservable inputs), which are used by the Company management in the use of judgement in fair value analysis, have been assessed within the scope of the classification defined as level 3 of the valuation method for the comparative fair value analysis of long-term financial liabilities.
The carrying values of financial assets including cash and cash equivalents and financial investments which are accounted with their costs are estimated to be their fair values since they are short term.
The carrying values of trade receivables along with the related allowances for uncollectability are estimated to be their fair values.
The carrying values of trade payables are estimated to be their fair values since they are short term and leasing liabilities are estimated to be their fair values assuming that there is no significant change in the market prices of similar leases with the same maturity. The fair value of the Eurobond liability has been calculated and disclosed in Note 17.1.
The Company uses derivative financial instruments (mainly foreign currency forward contracts) to hedge its foreign currency risk. Derivative financial instruments are measured at fair value at the contracts date and remeasured at fair value at subsequent reporting dates. Changes in the fair value of derivative financial instruments are recognised in the statement of profit or loss in the period in which they arise.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The calculation of basic and diluted Earnings per share for the periods ended 30 September 2025 and 2024 were based on the profit attributable to ordinary shareholders and a weighted average number of ordinary shares as follows:
| 30 September 2025 | 30 September 2024 | |
|---|---|---|
| Numerator: Income / (loss) for the period attributable to owners of the company |
312,845,649 | 4,561,168,688 |
| Denominator: Weighted average number of shares |
698,894,974 | 698,894,974 |
| Basic and diluted profit /(loss) per share | 0.45 | 6.53 |
| 30 September 2025 | Number of shares |
Time weighting (days) |
| Outstanding ordinary shares as of 1 January 2025 (Par Value: TL 1) | 698,894,974 | 270 |
| Weighted average for the period | 698,894,974 | 270/270 |
| 30 September 2024 Outstanding ordinary shares as of 1 January 2024 (Par Value: TL 1) |
Number of shares 698,894,974 |
Time weighting (days) 270 |
| Weighted average for the period | 698,894,974 | 270/270 |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
As of 30 September 2025 and 31 December 2024, short term prepaid expenses as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Advances given for purchase orders | 41,320,259 | 94,392,578 |
| Prepaid expense for the following months | 95,879,285 | 39,678,995 |
| Job advances | 858,056 | 232,449 |
| 138,057,600 | 134,304,022 |
As of 30 September 2025 and 31 December 2024, long term prepaid expenses as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Advances given * | 356,775,925 | 361,519,516 |
| 356,775,925 | 361,519,516 |
* This amount comprises advances paid to Parla Solar Hücre ve Panel Üretim A,Ş, for the procurement of solar panels,
As of 30 September 2025 and 31 December 2024, financial investments are as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Restricted accounts | 144,948,503 | 966,018,838 |
| - Interest reserve account related to Eurobond * | 144,948,503 | 966,018,838 |
| Other financial investments ** | 26,087,027 | 1,076,829,449 |
| 171,035,530 | 2,042,848,287 |
*The Company will fund the interest reserve account on a monthly basis and will maintain the required balance for each month based on the amount of the upcoming interest payment. The balance in the account will gradually increase and will ultimately equal the payment amount on the debt service date.
** Comprised of short-term funds and bonds with maturities of less than one year.
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The details of finance income for the periods ended 30 September 2025 and 2024 is as follows:
| 1 January 30 September 2025 |
1 January 30 September 2024 |
|
|---|---|---|
| Interest income from related parties | 128,757,417 | 111,452,721 |
| Foreign exchange income arising from financing activities | 139,717,803 | 388,905,979 |
| Interest income | 94,224,537 | 394,248,500 |
| Other | 9,707 | 12,373 |
| 362,709,464 | 894,619,573 |
The details of financial expenses for the periods ended 30 September 2025 and 2024 is as follows:
| 1 January 30 September 2025 |
1 January 30 September 2024 |
|
|---|---|---|
| Foreign exchange losses arising from financing activities | (3,338,319,709) | (3,416,647,661) |
| Bond interest expenses Foreign exchange loses recycled from hedge fund |
(1,533,673,540) (2,494,394,426) |
(2,106,786,658) (1,289,168,439) |
| Bank commission and other expenses Right of use assets obligations interest expenses (Note 14) |
(41,134,046) (24,129,987) |
(32,304,599) (18,996,219) |
| (7,431,651,708) | (6,863,903,576) |
Deferred tax liabilities
As of 30 September 2025 and 2024, the movement of deferred tax liability is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance (1 January) | 5,197,235,697 | 11,117,099,742 |
| Recognized in other comprehensive income | 358,075,446 | (108,618,623) |
| Recognised in profit or loss | (270,476,568) | (741,438,063) |
| Closing balance (30 September) | 5,284,834,575 | 10,267,043,056 |
As of 30 September 2025, and 31 December 2024, the breakdown of deferred tax liabilities is as follows:
| 30 September 2025 | 31 December 2024 | |
|---|---|---|
| Provisions for retirement pay and unused vacation liabilities | 53,427,097 | 33,169,133 |
| Provision for litigation | 4,273,857 | 4,471,748 |
| Rediscount income | 32,461,411 | 37,121,448 |
| Amortized cost adjustment for financial borrowings | (135,712,211) | (53,283,016) |
| Tangible and intangible assets | 33,764,595 | (6,788,538) |
| Increase / decrease in value of tangible assets measured by fair value | (6,791,109,815) | (6,879,577,852) |
| Capitalized borrowing costs | 1,504,710,942 | 1,645,700,498 |
| Foreign exchange differences related to prepaid expenses | 63,636,584 | 59,898,269 |
| Other | (50,287,035) | (37,947,387) |
| Deferred tax liabilities | (5,284,834,575) | (5,197,235,697) |
Notes to the interim condensed consolidated financial statements for the nine-month period ended 30 September 2025
(Amounts expressed in terms of the purchasing power of the Turkish Lira ("TL") as of September 30, 2025, unless otherwise indicated.)
The Group completed the issuance of green bonds on September 30, 2025, with a nominal value of USD 550 million, bearing an interest rate of 9.875% and a maturity of five years. The proceeds obtained from this issuance were used solely for the refinancing of existing financial borrowings. The bonds were listed on the Irish Stock Exchange (Euronext Dublin) for trading in international markets. The proceeds from the new bond issuance were utilized to redeem the Company's existing green bonds with a nominal value of USD 539,285,600, bearing an interest rate of 7.75% and maturing in 2027. The redemption process was completed on October 20, 2025 as part of an early redemption, and the bond obligations were fully extinguished.
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