Quarterly Report • Nov 10, 2025
Quarterly Report
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CONSOLIDATED FINANCIAL STATEMENTS AND NOTES FOR THE FINANCIAL STATEMENTS 1 JANUARY – 30 SEPTEMBER 2025
| CONTENTS | Page |
|---|---|
| CONSOLIDATED BALANCE SHEET | 1-2 |
| CONSOLIDATED STATEMENT OF PROFIT OR LOSS |
3 |
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY | 4 |
| CONSOLIDATED STATEMENTS OF CASH FLOWS |
5 |
| CONSOLIDATED NOTES TO THE FINANCIAL STATEMENTS |
6-59 |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF 30 SEPTEMBER 2025 (BALANCE SHEET)
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
| Current Period |
Prior Period |
||
|---|---|---|---|
| Notes | 30.09.2025 TRY |
31.12.2024 TRY |
|
| ASSESTS | 12.737.760.148 | 12.710.341.128 | |
| Current Assets | 2.285.416.574 | 1.945.122.851 | |
| Cash and Cash Equivalents | 52 | 290.397.698 | 75.361.256 |
| Financial Investments | 46 | 13.894.043 | 17.534.156 |
| Trade Receivables | 7 | 311.027.112 | 27.624.359 |
| - Trade Receivables from Related Parties |
6 | 1.162.929 | 426.398 |
| - Other Trade Receivables |
7 | 309.864.183 | 27.197.961 |
| Other Receivables | 9 | 90.652.536 | 88.732.178 |
| - Other Receivables from Related Parties |
6 | 13.212.324 | |
| - Other Receivables |
9 | 77.440.212 | 88.732.178 |
| Inventories | 10 | 833.510.054 | 1.179.275.537 |
| Prepaid Expenses | 12 | 578.938.246 | 355.546.213 |
| - Prepaid Expenses to Related Parties |
6 | 1.021.785 | |
| - Other Prepaid Expenses |
12 | 577.916.461 | 355.546.213 |
| Current Tax Assets | 39 | 1.023.961 | 721.590 |
| Other Current Assets | 29 | 165.972.924 | 200.327.562 |
| SUBTOTAL | 2.285.416.574 | 1.945.122.851 | |
| TOTAL CURRENT ASSETS | 2.285.416.574 | 1.945.122.851 | |
| NON-CURRENT ASSETS | 10.452.343.574 | 10.765.218.277 | |
| Financial Investments | 4 | 2.104.751 | 7.557.616 |
| Other Receivables | 9 | 60.897 | 76.383 |
| - Other Receivables from Non-Related Parties |
9 | 60.897 | 76.383 |
| Tangible Assets | 14 | 8.549.987.167 | 9.099.518.984 |
| Right of Use Assets | 20 | 426.007.376 | 437.176.866 |
| Intangible Assets | 17 | 2.451.210 | 2.812.598 |
| - Other Intangible Assets |
17 | 2.451.210 | 2.812.598 |
| Prepaid Expenses | 12 | 9.671.890 | |
| - Prepaid Expenses to Non- Related Parties |
12 | 9.671.890 | |
| Deferred Tax Asset | 39 | 1.462.060.283 | 1.218.075.831 |
| TOTAL NON-CURRENT ASSETS | 10.452.343.574 | 10.765.218.277 | |
| TOTAL ASSETS | 12.737.760.148 | 12.710.341.128 |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF 30 SEPTEMBER 2025 (BALANCE SHEET)
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
| LIABILITIES 12.737.760.148 Short- Term Liabilities 4.461.001.139 Short- Term Debts 46 2.035.375.774 - Other Short- Term Debts 46 2.035.375.774 Short- Term Portion of Long- Term Debts 46 1.849.397.887 - Other Short- Term Portion of Long- Term Debts 46 1.849.397.887 Trade Payables 7 117.127.416 - Trade Payables to Related Parties 6 8.158.384 - Other Trade Payables 7 108.969.032 Liabilities Under Employee Benefits 27 24.664.382 Other Payables 9 28.131.491 36.653.614 - Other Payables 9 28.131.491 36.653.614 Deferred Income 12 395.430.502 335.788.535 - Other Deferred Income 12 395.430.502 335.788.535 Short- Term Provisions 25 10.873.687 7.370.436 - Short- Term Provisions for Employee Benefits 25 7.397.599 4.075.288 - Other Short- Term Provisions 25 3.476.088 3.295.148 SUBTOTAL 4.461.001.139 3.525.753.083 TOTAL SHORT- TERM LIABILITIES 4.461.001.139 3.525.753.083 LONG- TERM LIABILITIES 1.368.999.039 2.310.202.147 Long- Term Debts 46 1.344.264.736 2.294.830.303 - Other Long- Term Debts 46 1.344.264.736 2.294.830.303 Other Debts 9 243.096 304.914 - Other Payables to Non- Related Parties 9 243.096 304.914 Long- Term Provisions 25 24.491.207 15.066.929 - Long- Term Provisions Related to Employee Benefits 25 24.491.207 15.066.929 Total Long- Term Liabilities 1.368.999.039 2.310.202.147 EQUITY 6.907.759.970 6.874.385.898 Equity Attributable to Owners of the Parent 6.907.759.970 Paid- in Capital 30 135.000.000 Capital Adjustment Differences 30 2.747.981.252 2.747.981.252 Share Premiums/ Discounts 30 42.352.498 Accumulated Other Comprehensive Income (Loss) That Will Not Be Reclassified to Profit or Loss 30 (11.228.626) - Revaluation and Remeasurement Gains (Losses) 30 (11.228.626) - Remeasurement Gains (Losses) on Defined Benefit Plans 30 (11.228.626) Accumulated Other Comprehensive Income (Loss) That Will Be Reclassified to Profit or Loss 30 10.449.415 - Revaluation and Remeasurement Gains (Losses) 30 10.449.415 - Gains (Losses) on Financial Assets Measured at Fair Value Through Other Comprehensive Income 30 10.449.415 Restricted Reserves Appropriated from Profit 30 381.508.045 Retained Earnings/ Accumulated Losses 30 3.575.785.308 Net Profit/ Loss for the Period 25.912.078 |
Notes | Current Period 30.09.2025 TRY |
Current Period 31.12.2024 TRY |
|
|---|---|---|---|---|
| 12.710.341.128 | ||||
| 3.525.753.083 | ||||
| 1.164.031.637 | ||||
| 1.164.031.637 | ||||
| 1.786.463.691 | ||||
| 1.786.463.691 | ||||
| 181.050.160 | ||||
| 22.945.256 | ||||
| 158.104.904 | ||||
| 14.395.011 | ||||
| 6.874.385.898 | ||||
| 135.000.000 | ||||
| 42.606.157 | ||||
| (11.228.626) | ||||
| (11.228.626) | ||||
| (11.228.626) | ||||
| 10.534.654 | ||||
| 10.534.654 | ||||
| 10.534.654 | ||||
| 380.754.607 | ||||
| 5.213.659.171 | ||||
| (1.644.921.318) | ||||
| Non- Controlling Interests | 6.907.759.970 | 6.874.385.898 | ||
| Total Equity 12.737.760.148 |
12.710.341.128 |
CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE PERIOD 1 JANUARY – 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
| Notes | Current Period 01.01.2025 30.09.2025 TRY |
Prior Period 01.01.2024 30.09.2024 TRY |
Current Period 01.07.2025 30.09.2025 TRY |
Prior Period 01.07.2024 30.09.2024 TRY |
|
|---|---|---|---|---|---|
| Revenue | 31 | 4.067.446.571 | 1.488.356.061 | 920.084.523 | 203.905.341 |
| Cost of Sales (-) | 31 | (3.478.782.995) | (1.248.321.060) | (793.761.777) | (145.592.592) |
| GROSS PROFIT/LOSS FROM COMMERCIAL ACTIVITIES | 588.663.576 | 240.035.001 | 126.322.747 | 58.312.749 | |
| GROSS PROFIT/LOSS | 588.663.576 | 240.035.001 | 126.322.747 | 58.312.749 | |
| General Administrative Expenses (-) | 33 | (245.199.687) | (112.835.445) | (79.690.996) | (33.916.165) |
| Marketing Expenses (-) | 33 | (18.439.385) | (16.021.702) | (6.124.416) | (2.681.333) |
| Other Income from Operations | 34 | 114.316.984 | 397.030.138 | 13.514.430 | 208.832.814 |
| Other Expenses from Operations (-) | 34 | (237.398.122) | (1.734.137.702) | (66.715.017) | (670.156.523) |
| OPERATING PROFIT/LOSS | 201.943.366 | (1.225.929.709) | (12.693.253) | (439.608.459) | |
| Income from Investing Activities | 35 | 2.234.067 | 2.228.230 | ||
| Shares of Profits (Loss) of Investments Valued by Equity Method | 35 | 1.576.514 | (2.502.602) | 72.254 | (372.611) |
| OPERATING PROFIT/LOSS BEFORE FINANCIAL INCOME/EXPENSES | 205.753.947 | (1.228.432.311) | (10.392.770) | (439.981.070) | |
| Financial Income | 36 | 51.256.676 | 49.901.283 | 15.423.510 | (4.114.134) |
| Financial Expenses (-) | 36 | (1.194.824.172) | (1.109.872.329) | (301.177.197) | (335.692.858) |
| Net Monetary Position Gains (Losses) | 50 | 472.788.547 | 755.342.820 | 226.981.282 | 351.320.039 |
| PROFIT/(LOSS) BEFORE TAX FROM CONTINUING OPERATIONS | (465.025.002) | (1.533.060.538) | (69.165.176) | (428.468.023) | |
| Continuing Operations Tax Income/(Expense) | 490.937.080 | (233.834.992) | (136.027.464) | (169.513.052) | |
| - Deferred Tax Income /(Expense) | 39 | 490.937.080 | (233.834.992) | (136.027.464) | (169.513.052) |
| PROFIT/(LOSS) CONTINUING OPERATIONS FOR THE PERIOD | 25.912.078 | (1.766.895.529) | (205.192.640) | (597.981.076) | |
| PROFIT/(LOSS) FOR THE PERIOD | 25.912.078 | (1.766.895.529) | (205.192.640) | (597.981.076) | |
| PROFIT/(LOSS) FOR THE PERIOD | 25.912.078 | (1.766.895.529) | (205.192.640) | (597.981.076) | |
| -Parent Company | 40 | 25.912.078 | (1.766.895.529) | (205.192.640) | (597.981.076) |
| Earnings (Loss) Per Share | 0,0019 | (0,1309) | 0,0002 | (0,1222) | |
| -Earnings (Loss) Per Share from Continuing Operations | 40 | 0,0019 | (0,1309) | (0,0152) | (0,0443) |
| PROFIT/(LOSS) FOR THE PERIOD | 25.912.078 | (1.766.895.529) | (205.192.640) | (597.981.076) | |
| OTHER COMPREHENSIVE INCOME | (85.239) | 3.291.709 | 2.988.501 | 4.253.452 | |
| Items that will not be reclassified subsequently to profit or loss | (85.239) | 3.291.709 | 2.988.501 | 4.253.452 | |
| Other Comprehensive Income (Expense) Related to Financial Assets at Fair Value Through Other Comprehensive Income | 37 | (85.239) | 3.291.709 | 2.988.501 | 4.253.452 |
| -Gains (Losses) from Financial Assets at Fair Value Through Other Comprehensive Income | 37 | (85.239) | 3.291.709 | 2.988.501 | 4.253.452 |
| OTHER COMPREHENSIVE INCOME | (85.239) | 3.291.709 | 2.988.501 | 4.253.452 | |
| TOTAL COMPREHENSIVE INCOME (EXPENSES) | 25.826.839 | (1.763.603.820) | (202.204.138) | (593.727.624) | |
| -Parent Company | 25.826.839 | (1.763.603.820) | (202.204.138) | (593.727.624) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD 1 JANUARY – 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Accumulated Other Comprehensive Income or Expenses to be Reclassified
| to Profit or Loss | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Re- Measurement / Gains (Losses) | Accumulated Profits | ||||||||||
| CURRENT PERİOD | Notes | Paid in Capital |
Capital Adjustment Differences |
Share Issuance Premiums/ Discounts |
Defined Benefit Plans Re Measurement Gains (Losses) |
Gains (Losses) on Financial Assets at Fair Value Reflected in Other Comprehensive Income |
Restricted Reserves Appropriated from Profit |
Retained Earnings/Accumulated Losses |
Net Profit/Loss fort he Period |
Equity Attributable to Owners of the Parent |
Total Equity |
| January 1, 2025 (Beginning of The Period) |
135.000.000 2.747.981.252 | 42.606.157 | (11.228.626) | 10.534.654 | 380.754.607 | 5.213.659.171 (1.644.921.318) | 6.874.385.898 | 6.874.385.898 | |||
| Amount After Adjustments | 135.000.000 2.747.981.252 | 42.606.157 | (11.228.626) | 10.534.654 | 380.754.607 | 5.213.659.171 (1.644.921.318) | 6.874.385.898 | 6.874.385.898 | |||
| Transfers | 30 | 753.438 | (1.645.674.755) | 1.644.921.318 | |||||||
| Total Comprehensive Income (Expense) | 30 | (85.239) | 25.912.078 | 25.826.839 | 25.826.839 | ||||||
| - Profit/(Loss) For the Period | 30 | 25.912.078 | 25.912.078 | 25.912.078 | |||||||
| - Other Comprehensive Income (Expense) | 30 | (85.239) | (85.239) | (85.239) | |||||||
| Dividends | 30 | (253.659) | (253.659) | (253.659) | |||||||
| Acquisition or Disposal of a Subsidiary | 30 | 7.800.892 | 7.800.892 | 7.800.892 | |||||||
| September 30, 2025 (End of The Period) | 135.000.000 2.747.981.252 | 42.352.498 | (11.228.626) | 10.449.415 | 381.508.045 | 3.575.785.308 | 25.912.078 | 6.907.759.970 | 6.907.759.970 | ||
| PRIOR PERIOD | |||||||||||
| January 1, 2024 (Beginning of The Period) |
135.000.000 2.747.981.252 | 43.161.403 | (11.285.547) | 2.396.851 | 380.199.361 | 7.943.769.785 (2.729.555.366) | 8.511.667.738 | 8.511.667.738 | |||
| Amount After Adjustments | 135.000.000 2.747.981.252 | 43.161.403 | (11.285.547) | 2.396.851 | 380.199.361 | 7.943.769.785 (2.729.555.366) | 8.511.667.738 | 8.511.667.738 | |||
| Transfers | 30 | 476.799 | (2.730.032.166) | 2.729.555.366 | |||||||
| Total Comprehensive Income (Expense)) | 30 | 3.291.709 | (1.766.895.529) (1.763.603.820) (1.763.603.820) | ||||||||
| - Profit/(Loss) For the Period | 30 | (1.766.895.529) (1.766.895.529) (1.766.895.529) | |||||||||
| - Other Comprehensive Income (Expense) | 30 | 3.291.709 | 3.291.709 | 3.291.709 | |||||||
| Increase (Decrease) Due to Share Based Transactions | 30 | (476.799) | (476.799) | (476.799) | |||||||
| September 30, 2024 (End of The Period) |
135.000.000 2.747.981.252 | 42.684.604 | (11.285.547) | 5.688.561 | 380.676.160 | 5.213.737.619 (1.766.895.529) | 6.747.587.119 | 6.747.587.119 |
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD 1 JANUARY – 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
| Notes | Current Period 01.01.2025 30.09.2025 TRY |
Prior Period 01.01.2024 30.09.2024 TRY |
|
|---|---|---|---|
| A. CASH FLOWS PROVIDED BY OPERATING ACTIVITIES | 1.025.930.127 | (356.436.716) | |
| Profits (Losses) for The Period (+/-) | 25.912.078 | (1.766.895.529) | |
| - Profit (Loss) from Continuing Operations | 25.912.078 | (1.766.895.529) | |
| Adjustments regarding period profit/loss reconciliation | 378.128.278 | (869.780.720) | |
| Adjustments for Depreciation and Amortization Adjustments for Impairment (Reversal) (+/-) |
24,17,20 7 |
673.612.797 444.161 |
670.604.998 1.758 |
| - Adjustments for Impairment (Reversal) on Receivables | 7 | 444.161 | 1.758 |
| Adjustments for Provisions (+/-) | 25 | 14.878.220 | (2.170.430.614) |
| - Adjustments for Provisions for Employee Benefits (Reversal) | 25 | 15.365.338 | 11.836.183 |
| – Adjustments Related to Other Provisions (Reversals) | 25 | (487.118) | (2.182.266.797) |
| Adjustments for Interest Income and Expenses (+/-) - Adjustments for Interest Income |
34,36 36 |
174.370.308 (4.639.338) |
392.094.237 (1.746.061) |
| - Adjustments for Interest Expenses | 36 | 178.903.122 | 390.390.639 |
| - Deferred Financing Costs Arising from The Term Purchase | 34 | 2.472.215 | 6.799.650 |
| - Unearned Finance Income Arising from Forward Sales | 34 | (2.365.691) | (3.349.991) |
| Adjustment for fair value losses/gains (+/-) - Other Adjustments for Fair Value Losses (Gains) |
30 30 |
(85.239) (85.239) |
4.113.909 4.113.909 |
| Adjustments for Tax Revenue/Expenditure | 39 | (482.857.901) | 233.834.992 |
| Adjustments for Losses (Earnings) Arising from Disposal of Fixed Assets | 14 | (2.234.067) | |
| - Adjustments for Losses (Earnings) Arising from Disposal of Intangible Assets | 14 | (2.234.067) | |
| Changes Realized in Working Capital Increase/Decrease in Financial Investments |
46 | 233.162.658 19.577.230 |
1.598.177.893 8.202.185 |
| Adjustments for Increase/Decrease in Trade Receivables | 6,7 | (280.718.566) | (17.651.423) |
| - Increase/Decrease in Trade Receivables from Related Parties | 6 | (650.081) | 247.942 |
| - Increase/Decrease in Other Trade Receivables | 7 | (280.068.485) | (17.899.365) |
| Adjustments for Increase/Decrease in Other Receivables Related with Activities | 9 | 16.100.170 | 56.707.241 |
| -Decrease ( Increase) in Other Receivables from Related Parties -Decrease (Increase) in Other Receivables from Related Parties |
6 9 |
(13.212.324) 29.312.494 |
56.707.241 |
| Adjustments for Increase/Decrease in Inventories | 10 | 675.259.147 | 1.763.672.747 |
| Increase/Decrease in Prepaid Expenses | 12 | (156.599.441) | 315.314.502 |
| Adjustments for Increase/Decrease in Trade Payables | 6,7 | (98.263.152) | (449.011.872) |
| - Increase/Decrease in Trade Payables to Related Parties | 6 | (19.438.792) | 4.749.982 |
| - Increase/Decrease in Trade Payables to Other Parties Increase/Decrease in Payables as Part of Employee Benefits |
7 25 |
(78.824.360) 7.350.928 |
(453.761.854) (12.185.625) |
| Adjustments for Increase/Decrease in Other Payables Related with Activities | 8 | (16.076.911) | (15.027.218) |
| - Increase/Decrease in Other Payables Related with Activities to Other Parties | 8 | (16.076.911) | (15.027.218) |
| Increase ( Decrease) in Deferred Income ( Excluding Those Arising from Customer Contracts) | 12 | (8.435.783) | (34.227.601) |
| Adjustments on Other Increase/Decrease in Realized Working Capital - Increase/Decrease in Other Assets Related with Activities |
29 29 |
74.969.037 74.969.037 |
(17.615.043) (17.615.043) |
| The Cash Flow Generated from Operations (+/-) | 637.203.014 | (1.038.498.357) | |
| Payments Related to Employee Benefits | 25 | (6.499.641) | (7.199.052) |
| Tax Refunds (Payments) | 39 | (156.076) | 1.878.075 |
| Inflation Impact on Operating Activities | 395.382.830 | 687.382.619 | |
| B. CASH FLOW FROM INVESTING ACTIVITIES Cash Inflows for Sales Tangible and Intangible Assets |
14 | 1.742.891.067 2.234.067 |
1.406.148.263 |
| - Cash inflows arising from The Sale of Tangible Assets | 14 | 2.234.067 | |
| Cash Outflows for Purchasing Tangible and Intangible Assets | 14 | (112.550.104) | (494.888.332) |
| - Cash Outflows for Purchasing Tangible Assets | 14 | (112.550.104) | (494.888.332) |
| Inflation Impact on Investing Activities C. CASH FLOWS FROM FINANCING ACTIVITIES |
1.853.207.105 (1.183.988.836) |
1.901.036.595 (1.564.521.906) |
|
| Cash Inflows Resulted from Debts | 46 | 2.230.321.370 | 2.912.293.619 |
| -Cash Inflows from Bank Loans | 46 | 2.230.321.370 | 2.912.293.619 |
| Cash Outflows Related to Debt Payments | 46 | (3.310.045.637) | (4.161.594.947) |
| - Cash Outflows Related to Loan Repayments | 46 | (3.310.045.637) | (4.161.594.947) |
| Interest Paid Interest Received |
32,35 32,35 |
(178.903.122) 4.639.338 |
(390.390.639) 1.746.061 |
| Inflation Impact on Financing Activities | 69.999.215 | 73.424.000 | |
| D. Inflation Impact | (1.385.074.654) | (2.120.142.206) | |
| BEFORE THE EFFECT OF FOREING CURRENCY TRANSLATION DIFFERENCES NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
199.757.705 | (2.634.952.565) | |
| E.NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C+D) | 199.757.705 | (2.634.952.565) | |
| F. CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 75.361.256 | 1.953.690.957 | |
| G. Inflation Impact on Cash and Cash Equivalents | 15.278.737 | 836.169.471 | |
| CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR (A+B+C+D+E+F+G) | 290.397.698 | 154.907.863 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
BAGFAŞ Bandırma Fertilizer Factories Inc. ("Parent Partnership" or "Company") was established in Bandırma, Balıkesir in March 1970 and started production in July 1975. The main activity of the Group is; chemical fertilizer and acid manufacturing, import, internal and external sales.
Head office address : Kılıçali Paşa Mah. Susam Sokak No:22 Beyoğlu-İstanbul/ Türkiye
Foundation Year : 1970
Trade Register Number : 156662-104069
Tax Office : İSTANBUL - Büyük Mükellefler Tax Office Directorate
Tax No : 1400030568
Phone – Fax : 0212 293 08 85 – 0212 249 97 44
Website : http://www.bagfas.com.tr/
As of 30.09.2025, the number of employess of the Group is 225. (31.12.2024: 138) The Group's capital structure is given in Note 31.
The following subsidiaries are consolidated under the Parent Company:
| Subsidiaries | Field of Activity | Subsidiaries |
|---|---|---|
| T Gübre Dış Ticaret Anonim Şirketi (Subsidiary) | Import-Export | Turkey |
| Bagfaş Servis Pazarlama Limited Şirketi (Subsidiary) | Marketing | Turkey |
The activities of the companies in the Group are summarized below:
Bagfaş Bandırma Gübre Fabrikaları A.Ş. ("Corporation"), was established in Bandırma, Balıkesir in March 1970 and started production in July 1975. The address where the Company is registered; Kılıçali Paşa Mahallesi, Susam Sokak No:22 Cihangir Beyoğlu/İstanbul. The company's shares have been traded on Borsa Istanbul A.Ş. since 1986. The company operates in the production, import, internal and external sales of chemical fertilizers and acids. The company continues its production activities in its facilities in Bandırma, Balıkesir.
On July 29, 2019, the Company established T Gübre Dış Ticaret A.Ş. ("T Gübre"), with a capital of 50,000 Turkish Liras in total, divided into 50,000 shares of 1.00 Turkish Liras, with a 100% partnership rate. T Gübre's headquarters is in Beyoğlu district of Istanbul province. Address; Kılıçali Paşa Mahallesi Susam Sk. No: 22/3 Beyoğlu/İstanbul. The purpose of the company; Import, export and wholesale internal trade of all kinds of fertilizer and fertilizer raw materials, chemicals, petrochemical products and plastic raw materials, pesticides, minerals, seeds and agricultural product machinery and equipment, industrial, commercial, chemical and agricultural facilities, purchasing and sales organization Establishing and operating wholesale and retail stores, dealerships, liaison offices, carrying out all kinds of import, export and representation works, etc., engaging in commercial activities and contract manufacturing, carrying out transportation and agency work, establishing and operating storage facilities, providing provisions for domestic and foreign flagged ships. , port management, warehousing, warehousing, all kinds of fuel oil, petroleum derivatives and mineral oil trading and dealership. T Gübre was included in the consolidation as of December 31, 2019.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Bagfaş Servis Pazarlama LTD. ŞTİ. ("the Company") was established in Bandırma, Balıkesir in September 1997. The registered address of the Company is Bandırma Erdek Highway, 10th KM, No.0, Erdek/Balıkesir. The Company's objective is to provide domestic and international transportation services by land, sea, and air. It also engages in the transportation of by-products and production waste generated during the production of chemical fertilizers, acids, and their derivatives, and implements rehabilitation projects to minimize environmental impact. Additionally, the Company is involved in personnel shuttle services, representation, brokerage, and agency services. Bagfaş Servis has been included in the scope of consolidation as of January 1, 2025.
The attached financial statements have been prepared in accordance with the Turkish Accounting Standards ("TAS") and their annexes and interpretations put into effect by the Public Oversight, Accounting and Auditing Standards Authority ("POA"). The financial statements and notes have been presented in accordance with the TAS taxonomy published by the Public Oversight, Accounting and Auditing Standards Authority (POA) on July 3, 2024.
In order to identify trends in financial position and performance, the Company's financial statements are prepared on a comparative basis with the previous period.
The Company has prepared the statement of financial position as of 30 September 2025 together with the statement of financial position as of 31 December 2024, and the statement of profit or loss and other comprehensive income, the statement of cash flows, and the statement of changes in equity for the accounting period between 1 January and 30 September 2025, on a comparative basis with the corresponding financial statements for the accounting period between 1 January and 30 September 2024.
The consolidated financial statements have been prepared on the going concern assumption, under the premise that the Group will continue to derive benefits from its assets and fulfill its liabilities within the natural course of its operations over the next year.
Financial statements of the Group are represented with currency that is valid within the basic economic framework in which it engages in activity (functional currency). Financial situation of the Group and result of the activity are mentioned in TRY which is valid currency of the Group that is also used in the presentation of financial statements.
The Company's share percentages in the capital of the companies included in the consolidation are given below.
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| T Gübre Dış Tic. A. Ş. (1) |
100,00% | 100,00% |
| Bagfaş Servis Pazarlama Ltd. Şti. (1) (2) | 55,00% |
1) Indicates the Company's shareholding percentage in the capital of T Gübre Dış Ticaret A.Ş. and Bagfaş Servis Pazarlama Ltd. Şti., which are included in the consolidation.
2) As of January 1, 2025, Bagfaş Servis Pazarlama Ltd. Şti. has been included in the scope of consolidation; in prior periods, it was accounted for under long-term financial investments at cost.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Consolidated financial statements have been prepared in accordance with the consolidation method, which involves combining the assets, liabilities, equity, income and expenses included in the financial statements of the parent company and subsidiaries within the scope of consolidation as a whole and preparing consolidated financial statements by making the necessary adjustments within the framework of consolidation principles and principles.
Subsidiaries represent businesses in which the Parent Company, directly or through other subsidiaries or affiliates, has more than 50% of the shares, voting rights, or the right to elect the majority of the management or the majority of the management within the framework of capital and management relations. Control power is defined as the power of the Parent Company (investor company) to manage the financial and business policies of its subsidiaries and the power to benefit from their activities. An investor controls an investee when it is exposed to, or has rights to, variable returns from its relationship with the investee and has the ability to influence those returns through its power over the investee.
The above subsidiaries consolidated within the Parent Company have been consolidated because the controlling power belongs to the Group. Accordingly, the consolidated balance sheet and income statement are prepared according to the main principles explained below:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
According to the decision numbered 81/1820 dated December 28, 2023, by the Capital Markets Board of Turkiye (CMB), issuers and capital market institutions subject to financial reporting regulations applying Turkish Accounting/Financial Reporting Standards have decided to apply inflation accounting starting from the annual financial statements for the fiscal years ending on December 31, 2024, by applying the provisions of ''Turkish Accounting Standards'' (TAS) 29.
In this context, inflation adjustments have been made according to TAS 29 for the consolidated financial statements dated September 30, 2025, and September 30, 2024.
Consolidated Financial statements and related figures from previous periods have been restated for changes in the general purchasing power of the functional currency, resulting in financial statements and related figures from previous periods being expressed in the measurement unit currency applicable at the end of the reporting period in accordance with the TAS 29 Financial Reporting in Hyperinflationary Economies standard.
TAS 29 is applied to the financial statements of every entity whose functional currency is the currency of a high inflationary economy, including consolidated financial statements. In the presence of high inflation in an economy, TAS 29 requires the financial statements of an entity whose functional currency is the currency of a high inflationary economy to be expressed in the measurement unit currency applicable at the end of the reporting period.
The table below contains the inflation rates for the relevant years calculated by taking into account the Consumer Price Indexes published by the Turkish Statistical Institute (TSI):
| 30.09.2025 | 31.12.2024 | 30.09.2024 | |
|---|---|---|---|
| Index | 3.367,22 | 2.684,55 | 2,526,16 |
| Adjustment Coefficient | 1,000 | 1,254 | 1,332 |
The main outlines of the indexation process under TAS 29 are as follows;
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The impact of applying the TAS 29 Inflation Accounting standard is summarized as follows:
Amounts in the financial position statement that are not expressed in the measurement unit currency applicable at the end of the reporting period are restated. Accordingly, monetary items are not restated as they are expressed in the currency current at the end of the reporting period. Non-monetary items need to be restated unless they are shown at their current amounts at the end of the reporting period.
The gain or loss on the net monetary position resulting from the restatement of non-monetary items is included in the net income and presented separately in the comprehensive income statement.
All items in the income statement are expressed in the measurement unit currency applicable at the end of the reporting period. Therefore, all amounts have been restated by applying changes in the monthly general price index.
The cost of goods sold has been adjusted using the restated inventory balance.
Depreciation and amortization expenses have been adjusted using the restated balances of property, plant, and equipment, intangible assets, investment properties, and right-of-use assets.
All items in the cash flow statement are expressed in the measurement unit currency applicable at the end of the reporting period.
The financial statements of a subsidiary whose functional currency is the currency of a hyperinflationary economy are restated using the general price index before being included in the consolidated financial statements prepared by the parent company. If such a subsidiary is a foreign subsidiary, the restated financial statements are translated at the closing exchange rate.
In the case of consolidating financial statements with different reporting periods, all monetary and non-monetary items are restated according to the measurement unit valid at the date of the consolidated financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The relevant figures for the previous reporting period are restated by applying the general price index so that comparative financial statements are presented in the unit of measurement valid at the end of the reporting period. Information disclosed for previous periods is also expressed in the measurement unit valid at the end of the reporting period.
The accompanying financial statements have been prepared in accordance with the provisions of the Capital Markets Board ("CMB") Communiqué No. II-14.1 on "Principles of Financial Reporting in Capital Markets." Pursuant to Article 5 of this Communiqué, the Turkish Financial Reporting Standards ("TFRS") issued and enacted by the Public Oversight Accounting and Auditing Standards Authority ("POA")—including their related addenda and interpretations—have been applied as the basis. In addition, the financial statements have been presented in compliance with the Turkish Accounting Standards taxonomy published by the POA on 3 July 2024.
The Group maintains its statutory accounting records in Turkish Lira ("TRY") in accordance with the Tax Procedure Law and the Uniform Chart of Accounts (General Communiqué on Accounting System Application) issued by the Ministry of Finance of the Republic of Turkey.
The financial statements have been prepared on the historical cost basis, except for land and buildings held for use, land improvements, and investment properties, which are stated at their fair values.
The accounting policies used in the preparation of the summary consolidated financial statements for the accounting period ended September 30, 2025, have been applied consistently with those used in the previous year, except for the new and amended Turkish Accounting Standards ("TAS")/TFRS and TAS/TFRS interpretations effective as of January 1, 2025, which are summarized below. The effects of these standards and interpretations on the Group's financial position and performance are explained in the related paragraphs.
These amendments provide guidance on determining when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025.
The amendment has not had a significant impact on the Group's financial position or performance.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
• TFRS 10 and TAS 28 (Amendments) Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
The POA has indefinitely postponed the effective date of the amendments to TFRS 10 and TAS 28 issued in December 2017, pending the outcome of the ongoing research project on the equity method. However, early application is still permitted.
The Group will assess the effects of these amendments once the mentioned standards are finalized.
.
In February 2019, the POA issued TFRS 17, a comprehensive new accounting standard covering recognition, measurement, presentation, and disclosure for insurance contracts. TFRS 17 introduces a model that enables both the measurement of insurance contract liabilities at current balance sheet values and the recognition of profit over the period in which services are provided. Certain changes in estimates of future cash flows and the risk adjustment are also recognized over the period during which the services are provided. Entities may choose to recognize the effects of changes in discount rates either in profit or loss or in other comprehensive income. The standard includes specific guidance for the measurement and presentation of insurance contracts with participation features. Furthermore, according to the amendments issued by the POA in December 2021, when TFRS 17 is applied for the first time, entities are provided with a transition option to address potential accounting mismatches between financial assets and insurance contract liabilities presented in comparative information.
According to the announcement made by the POA, the mandatory effective date of the Standard has been deferred to accounting periods beginning on or after January 1, 2026, for the entities listed below.
Amendments have been made to TFRS 17 to reduce implementation costs, facilitate the explanation of results, and ease the transition process.
In addition, the amendment regarding comparative information allows companies that are applying TFRS 7 and TFRS 9 for the first time simultaneously to present comparative information for their financial assets as if the classification and measurement requirements of TFRS 9 had been applied to those financial assets previously.
The amendments are to be applied when TFRS 17 is applied for the first time.
12
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
In May 2025, the POA issued TFRS 18, replacing TAS 1. TFRS 18 introduces new provisions for the presentation of the statement of profit or loss, including the requirement to present certain totals and subtotals. TFRS 18 requires entities to present all income and expenses included in the statement of profit or loss within one of the categories: operating activities, investing activities, financing activities, or income taxation. The standard also requires disclosure of management-determined performance measures and introduces new provisions for the aggregation or disaggregation of financial information in line with the defined functions of primary financial statements and notes. With the issuance of TFRS 18, certain amendments have also been made to other financial reporting standards, such as TAS 7, TAS 8, and TAS 34. TFRS 18 and the related amendments will be effective for reporting periods beginning on or after January 1, 2027. Early application is permitted. TFRS 18 will be applied retrospectively.
The effects of this standard on the Group's financial position and performance are being assessed.
The following amendments to IFRS 9 and IFRS 7 and the Annual Improvements to IFRS issued by the IASB have not yet been adapted/published by the POA as TFRS. Therefore, they do not form part of TFRS. The Group will make the necessary changes in its financial statements and notes once these standards and amendments become effective in TFRS.
Classification and Measurement of Financial Instruments
IFRS Annual Improvements – IFRS 9 and IFRS 7 (Amendments)
Contracts for the Sale of Electricity Produced from Natural Resources – New Subsidiaries without Public Accountability
IFRS 9 and IFRS 7 (Amendments) – Classification and Measurement of Financial Instruments
In May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments. The amendments clarify that financial liabilities are derecognized at the settlement date. Additionally, under certain conditions, the amendments provide an accounting policy option to derecognize financial liabilities settled through an electronic payment system prior to the settlement date. The amendments also provide explanatory guidance on how to assess the contractual cash flow characteristics of financial assets with Environmental, Social, and Governance (ESG)-linked or other conditional features, as well as guidance for non-recallable assets and interlinked financial instruments. Furthermore, the amendments add disclosures to IFRS 7 for financial assets and liabilities containing contractual terms referencing a contingent event (including ESG-linked events) and for equity instruments measured at fair value through other comprehensive income.
The Group does not expect a significant impact on its financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
In July 2024, the IASB issued the "Annual Improvements to IFRS / 11th Amendment," including the following changes.
Hedge Accounting by an Entity Applying IFRS 1 for the First Time: The amendment was made to eliminate potential confusion arising from inconsistencies between the wording in IFRS 1 and the hedge accounting requirements in IFRS 9.
IFRS 7 Financial Instruments: Disclosures – Gains or Losses on Derecognition: The presentation of unobservable inputs has been amended, and a reference to IFRS 13 has been added.
IFRS 9 Financial Instruments – Derecognition of a Lease Liability by the Lessee and Transaction Price: The amendment clarifies that when a lease liability is extinguished for the lessee, any resulting gain or loss should be recognized in profit or loss in accordance with IFRS 9 derecognition requirements. Additionally, the reference to the transaction price has been removed.
IFRS 10 Consolidated Financial Statements – Identification of the "De Facto Agent": Paragraph inconsistencies in IFRS 10 have been addressed.
IAS 7 Statement of Cash Flows – Cost Method: Following previous amendments removing the "cost method" reference, the term has been deleted from the standard.
The Group does not expect a significant impact on its financial statements.
IFRS 9 and IFRS 7 (Amendments) – Contracts for the Sale of Electricity Produced from Natural Resources
In December 2024, the IASB issued amendments to IFRS 9 and IFRS 7 regarding contracts for the sale of electricity produced from natural resources. The amendments clarify the application of the "own use" exemption and permit hedge accounting when such contracts are used as hedging instruments. They also introduce new disclosure requirements to help investors understand the effects of these contracts on the entity's financial performance and cash flows.
The Group does not expect a significant impact on its financial statements.
The effect of a change in an accounting estimate is recognized in the current period if it affects only that period; if it affects future periods, it is recognized both in the period of the change and prospectively in future periods in determining net profit or loss. The correction of an error is recognized retrospectively. If an error relates to prior periods, comparative amounts are restated, or if the error occurred before the next reporting period, the opening balance of retained earnings for that period is adjusted. If restating prior period information would cause excessive cost, comparative information is not restated; instead, the opening balance of retained earnings for the next period is adjusted for the cumulative effect of the error before the period begins.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Revenues are recognized on an accrual basis at the fair value of the consideration received or receivable from the sale of goods and services. Net sales represent the invoice value of delivered goods and rendered services, net of sales discounts and returns. If a significant financing component exists in the sales, the fair value is determined by discounting future receipts using the interest rate implicit in the financing component. The difference is recognized as financial income on an accrual basis over the relevant periods.
The Group's sales of goods include all types of vegetable and fruit drying processes, and the sale of dried or canned vegetables and fruits. Revenue from the sale of these goods is recognized when the following conditions are met:
Interest income is recognized on an accrual basis using the effective interest method, which calculates the amortized cost of a financial asset and allocates the interest income over its expected life to achieve a constant rate of return on the net carrying amount.
Dividend income from equity investments is recognized in the consolidated financial statements when the shareholders' right to receive the dividend is established.
Inventories are measured at the lower of cost and net realizable value. Cost is determined using the weighted average cost method. The cost of inventories comprises materials, direct labor, and general production overheads. Borrowing costs are not included in inventory costs. Net realizable value represents the estimated selling price in the ordinary course of business, less the estimated costs of completion and the costs necessary to make the sale. Inventories include raw materials, work in progress, operating supplies, finished goods, and other inventories.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Tangible assets, other than land and buildings, are stated at cost less accumulated depreciation and impairment losses. Land is not depreciated. When tangible assets are sold, the cost and accumulated depreciation of the asset are derecognized, and any resulting gain or loss is included in the income statement.
The cost of a tangible asset comprises the purchase price, import duties and non-refundable taxes, and any expenditures directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Subsequent expenditures, such as repair and maintenance costs, are recognized as expenses in the period in which they are incurred. Expenditures that increase the future economic benefits of the related asset are capitalized. Tangible assets are recognized as assets and depreciated when they are ready for use at full capacity. Depreciable assets are depreciated on a straight-line basis over their estimated useful lives.
Land and buildings are carried at revalued amounts. The revalued amount is the fair value at the date of revaluation, less any subsequent accumulated depreciation and accumulated impairment losses. Revaluations are performed at regular intervals to ensure that the carrying amount does not differ materially from the fair value at the balance sheet date.
Increases arising from the revaluation of land and buildings are credited to the revaluation surplus in equity. Any revaluation increase that reverses a previously recognized impairment loss is recognized in profit or loss to the extent of the previously recognized impairment. Amounts in the revaluation surplus relating to land and buildings may be transferred to retained earnings when the asset is derecognized.
The estimated useful lives and applicable depreciation rates for existing property, plant, and equipment are as follows.
| Ecomonic | |
|---|---|
| Life | |
| Underground and Surface Installations | 5-50 years |
| Buildings | 5-50 years |
| Plant, Machinery and Equipment | 4-40 years |
| Vehicles | 5 years |
| Fixtures and Fittings | 5-20 years |
| Leasehold Imrovements | 3-15 years |
The useful lives and depreciation methods are reviewed regularly to ensure they are aligned with the expected economic benefits from the related assets.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Intangible assets consisting of software rights are recorded at their acquisition cost. Software rights are amortized on a pro rata basis using the straight-line depreciation method, over 3 to 5 years, based on their adjusted cost.
The values of intangible assets are reviewed and the necessary provision is made if changes in conditions and events indicate that the carrying value may decrease.
Expenditures related to the preparation of mine sites (including geophysical, topographical, geological and similar types of expenses) are recorded as expenses in the period in which they are incurred, unless there is an opinion that they will contribute to economically sustainable capital formation in the future. In this case, once a mine reaches commercial production capacity, the expenses in question are capitalized and amortized over the useful life of the mine (total reserve amount). Research and preparation expenses recorded as expenses before the development and construction phase of a mine, including the detection of a commercial mineral reserve as a result of these phases, are not capitalized subsequently. The expected useful life, residual value and amortization method are reviewed annually for the possible effects of changes in estimates, and if there is a change in estimates, it is accounted for prospectively. Mine preparation expenses; It consists of mine preparation and development expenses, mine exploration expenses, research and development expenses and other special assets subject to depletion.
Land and buildings held for rental or for capital appreciation, or both, rather than for use in the production of goods and services or for administrative purposes or for sale in the ordinary course of business, are classified as investment property.
Investment property is recognized as an asset if and only if the following conditions are:
The initial cost of a leased property that is classified as investment property is the lower of the fair value of the property and the present value of the minimum lease payments. Real estates classified as investment in subsequent periods are accounted for using the fair value or cost methods within the scope of the relevant TAS.
In this framework, the Group measures its investment classified as investment property using the fair method in accordance with the conditions specified in the relevant TAS, and the gain or loss arising from the change in the fair value of the investment property is recognized in the profit or loss statement in the period it occurs (Note 13).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
For assets subject to amortization, if situations or events occur where it is not possible to recover the book value, an impairment test is applied. If the book value of the asset exceeds its recoverable amount, an impairment loss provision is recorded. The recoverable amount is the greater of fair value less costs to sell or value in use. To assess impairment, assets are grouped at the lowest level at which they have separate identifiable cash flows (cash-generating units). Nonfinancial assets are reviewed for possible indicators of impairment at each reporting date.
All government grants, including non-monetary government grants that are monitored at fair value, are recognized in the financial statements when there is a reasonable assurance that the conditions required for their acquisition will be met by the Group and that the incentive can be obtained by the Group, or when the incentive is obtained by the Group. Government incentives are accounted for by netting off the costs of the capitalizable intangible assets that are intended to be covered by these incentives.
Borrowing costs that are directly attributable to the acquisition, construction or production of assets that require a significant period of time to become ready for their intended use or sale are capitalized as part of the cost of the relevant assets. Other borrowing costs are written off as expenses in the periods in which they are incurred. Borrowing costs include interest and other costs incurred in connection with borrowing.
Provisions are recorded only if the Group has a past obligation that is still ongoing, if there is a possibility of disposing of resources that provide economic benefit to the entity due to this obligation, and if the amount of the obligation can be determined reliably.
When the depreciation of money over time becomes significant, provisions are reflected with the discounted value of possible future expenses at the balance sheet date. Provisions are reviewed at each balance sheet date and necessary adjustments are made to reflect management's best estimates (Footnote 25).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Contingent liabilities are not reflected in the financial statements but are disclosed in the footnotes unless the situation requiring the transfer of resources is highly probable. Contingent assets are not reflected in the financial statements but are disclosed in footnotes if they are likely to generate economic returns (Note 25).
Business combinations are considered as the combination of two separate legal entities or businesses into a single reporting entity.
The difference between the acquisition cost incurred in purchasing a business and the fair value of the identifiable assets, liabilities and contingent liabilities of the acquired business is recognized as goodwill in the consolidated financial statements.
The cash-generating unit to which goodwill is allocated is subjected to impairment testing every year. If there are signs that the unit is impaired, the impairment test is performed more frequently. If the recoverable amount of the cashgenerating unit is less than its book value, the impairment provision is first set aside from the goodwill allocated to the unit, and then the book value of the assets within the unit is reduced. The impairment provision for goodwill is recognized directly in profit/loss in the consolidated income statement. The goodwill impairment provision is not canceled in subsequent periods. If the acquirer's share in the fair value of the acquired identifiable assets, liabilities and contingent liabilities exceeds the cost of the business combination, the difference is associated with the consolidated income statement. During the sale of the relevant cash-generating unit, the amount determined for goodwill is included in the calculation of profit/loss in the sale transaction.
The Group has applied accounting policy changes resulting from the new standard, amendments and interpretations effective as of January 1, 2019 and the first application of the "IFRS 16 Leases" standard, in accordance with the transitional provisions of the relevant standard.
If a contract regulates the right to control the use of the asset defined in the contract for a specified period of time and for a certain price, it is considered to be a lease or to include a lease. At the beginning of a contract, the Group evaluates whether the contract is a lease or not. The Group considers the following conditions when evaluating whether a contract delegates its right to control the use of a defined asset for a specified period of time:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Grup - Kiracı olarak (Devamı)
If the agreement meets these conditions, the Group reflects a right of use and a lease obligation in the financial statements at the date when the lease actually begins
Right-of-use assets,
The right to use asset is first accounted for using the cost method and includes:
While applying the cost method, the Group has the right to use:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
At the commencement date of the lease, the Group recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. Lease payments, if the implicit interest rate in the lease can be easily determined, using this rate; If the implied interest rate cannot be determined easily, the lessee is discounted using the alternative borrowing interest rate.
The lease payments included in the measurement of the lease obligation of the Group and not realized on the date when the lease started consists of:
After the actual commencement date of the lease, the Group measures the lease liability as follows:
The lease obligation is determined by considering the extension and early termination options in the contracts. Most of the extension and early termination options in the contracts consist of options that can be applied jointly by the Group and the lessor. However, if these extension and early termination options are at the discretion of the Group according to the contract and the usage of the options is reasonably certain, the rental period is determined by taking this into consideration. If the conditions change significantly, the assessment is reviewed by the Group.
Short term lease contracts with a lease period of 12 months or less and contracts for leases that are determined to be of low value by the Group have been evaluated within the scope of the exemption recognized by IFRS 16 Leases, and payments related to these agreements continue to be recognized as expense in the period they occur.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Tax expense or income is the sum of current and deferred taxes calculated in relation to gains or losses arising during the period. In calculating current and deferred taxes, tax rates valid as of the balance sheet date are used in accordance with the tax legislation in force in the country in which the Group operates.
Deferred tax assets and liabilities are recorded using substantially enacted tax rates for the effect of temporary differences between book and tax bases of assets and liabilities. The subsidiaries of the Group have deferred tax assets resulting from tax loss carry-forwards and deductible temporary differences, all of which could reduce taxable income in the future. Deferred tax assets and liability are not recognized in which case arising from initial recognition of goodwill or an asset/liability (except business combinations) which, at the time of the transaction, does not affect either the accounting or the taxable profit.
Provided that they are subject to the tax legislation of the same country and there is a legally enforceable right to offset current tax assets from current tax liabilities, deferred tax assets and liabilities are mutually offset from each other. If deferred tax is related to transactions directly associated with equity capital in the same or a different period, it is directly associated with the equity account group.
The Group recognizes deferred tax assets for deductible temporary differences only in the following cases and only if both situations are probable:
Classification and measurement
The Group accounts for its financial assets in three classes: financial assets recognized at amortized cost, financial assets at fair value reflected in profit or loss, and financial assets at fair value reflected in the other comprehensive income statement. Classification is made based on the business model and expected cash flows determined according to the purposes of utilizing financial assets. Management classifies financial assets on the date they are purchased.
Financial assets recognized at amortized cost
Financial assets where the management has adopted the business model of collecting contractual cash flows and the contractual terms include only principal and interest payments arising from the principal balance on certain dates, have fixed or determinate payments, are not traded in an active market and are not derivative instruments are classified as assets recognized at amortized cost. . If their maturity is less than 12 months from the balance sheet date, they are classified as current assets, and if their maturity is longer than 12 months, they are classified as non-current assets. Assets recognized at amortized cost include "trade receivables" and "cash and cash equivalents" items in the statement of financial position.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Fair value through profit / loss assets
Assets for which management adopts a business model of collecting contractual cash flows and/or selling are classified as assets recognized at fair value. If the management does not intend to dispose of the relevant assets within 12 months from the balance sheet date, the assets in question are classified as non-current assets. For investments in equity-based financial assets, the Group makes a permanent selection during initial recognition as an equity investment with the fair value difference of the investment reflected in other comprehensive income or in the statement of profit or loss.
Cash and cash equivalents include cash held in cash, bank deposits and short-term, highly liquid investments that can be easily converted into cash, have an insignificant risk of change in value, and have a maturity of less than three months (Note 53). Turkish Lira deposits are shown at their cost values, and foreign currency deposit accounts are shown at their values converted to Turkish Lira using the foreign exchange buying rate of the Central Bank of the Republic of Turkey on the balance sheet date. Time deposit accounts also include accrued interest as of the balance sheet date. The Group calculates impairment using the expected credit loss model in cases where cash and cash equivalents are not impaired for a specific reason. In the calculation of expected credit loss, the Group's future estimates are taken into account along with past credit loss experiences.
Trade payables refer to payments that must be made for goods and services provided from suppliers in normal activities. Trade payables are initially measured at fair value and subsequently at amortized cost calculated using the effective interest method (Note 7).
All purchases and sales of financial assets are recorded on the transaction date, that is, the date on which the Group undertakes to buy or sell the asset. These purchases and sales are generally purchases and sales that require the delivery of financial assets within the time period determined by the general practices and regulations in the market.
A financial asset (or part of a financial asset or group of similar financial assets);
If the Group transfers the right to receive cash flow from the asset, but does not transfer all risks or benefits or does not transfer control over it, the asset is carried in the financial statements depending on the Group's ongoing relationship with the asset.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Financial liabilities are removed from the records when the debts arising from these liabilities are eliminated, canceled or expired.
Financial assets and liabilities are offset, and the net amount is reported in the balance sheet when there is a legally enforceable right to set-off the recognized amounts and there is an intention to settle on a basis or realize the asset and settle the liability simultaneously.
Foreign currency transactions are accounted for at the exchange rate current at the transaction date. Asset and liability accounts recorded in foreign currencies are subject to revaluation based on the exchange rates at the end of the period. Exchange differences arising from revaluation are shown under financial income and expenses in the income statement.
The exchange rates valid at the balance sheet date are as follows;
| 31.12.2024 | 30.09.2025 | |
|---|---|---|
| 35,2233 | 41,4984 | USD/ TRY |
| 36,7429 | ||
| 44,2458 | 55,6700 | GBP / TRY |
| 48,6479 | EUR / TRY |
A related party is a person or entity that is related to the entity that prepares its financial statements (the 'reporting entity') (Note 6).
A person or a close member of that person's family is considered to be related to the reporting entity if any of the following conditions apply:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
An entity is considered related to a reporting entity if any of the following conditions are present:
The Group is obliged to pay a certain amount of severance pay to employees who leave their jobs due to retirement or whose employment is terminated for reasons other than resignation or misconduct, in accordance with the labor law in Turkey, provided that they have served for at least one year.
The Group has calculated the severance pay provision included in the financial statements using the "Projection Method", taking into account its past experience regarding employees' completion of service periods and entitlement to severance pay. The provision has been discounted using the government bond yield rate as of the balance sheet date. All actuarial gains and losses have been recognized in the consolidated other comprehensive income statement.
Events after the balance sheet date that provide additional information about the Group's position at the balance sheet date (events requiring adjustment) are reflected in the accompanying financial statements. Events that do not require correction are explained in footnotes if they are of particular importance.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Earnings per share stated in the statement of comprehensive income are calculated by dividing the net profit by the weighted average number of shares outstanding during the reporting period.
In Turkey, Groups can increase their capital by distributing "bonus shares" to their existing shareholders from their previous year's earnings. Such "bonus share" distributions are treated as issued shares in earnings per share calculations. Accordingly, the weighted average number of shares used in these calculations is determined by taking into account the retrospective effects of the share distributions in question.
In the cash flow statement, cash flows for the period are classified and reported based on operating, investment and financing activities. Cash flows arising from operating activities represent the cash flows arising from the Group's dried tomato and other food sales activities. Cash flows related to investing activities show the cash flows used and obtained in the Group's investment activities (tangible and intangible investments and financial investments). Cash flows related to financing activities show the resources used by the Group in financing activities and the repayments of these resources.
Liquid assets are cash, demand deposits and other short-term investments with high liquidity that have maturities of 3 months or less from the date of purchase, can be converted into cash immediately and do not carry the risk of significant value change.
In the preparation of financial statements, the Group management is required to make evaluations, assumptions and estimates that will affect the reported asset and liability amounts, determine the liabilities and commitments that are likely to occur as of the balance sheet date and the income and expense amounts as of the reporting period. Actual results may differ from predictions. Estimates are reviewed regularly, necessary adjustments are made and reflected in the statement of comprehensive income in the period in which they are realized. Significant assumptions made, taking into account the main sources of estimates that exist at the balance sheet date or may occur in the future, which may have a significant impact on the amounts reflected in the financial statements, are as follows:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
None. (December 31, 2024: None.)
The details of the Group's long-term financial investments are as follows:
| 30.09.2025 | 31.12.2024 | |||
|---|---|---|---|---|
| Share ratio | Share amount |
Share ratio | Share amount |
|
| Dadatas Danduras Dania Tas. A.C. | 470/ | 04 505 007 | 470/ | 04 250 444 |
| Badetaş Bandırma Deniz Taş. A.Ş. | 47% | 81.505.897 | 47% | 84.358.414 |
| Bagasan Bagfaş Ambalaj San. A.Ş. | 3% | 19.028.584 | 3% | 19.694.541 |
| Bagfaş Servis Pazarlama Ltd. Şti. (1) | 55% | 7.171.889 | ||
| Bagfaş Teknik Müt. Ltd. Şti. | 40% | 2.104.751 | 40% | 385.726 |
| Book value | 102.639.233 | 111.610.569 | ||
| Badetaş Bandırma Deniz Taş. A.Ş. | (81.505.897) | (84.358.413) | ||
| Bagasan Bagfaş Ambalaj San. A.Ş. | (19.028.584) | (19.694.540) | ||
| Impairment | (100.534.482) | (104.052.953) | ||
| Total | 2.104.751 | 7.557.616 |
1) Bagfaş Servis Pazarlama Ltd. Şti. has been included in the scope of consolidation as of January 1, 2025.
With the decision of the board of directors dated 8 December 2023, the company has participated as a 100% (one hundred percent) founding and legal owner of the company titled BFertilizer International Trading FZCO, which will be established in the Dubai Silicon Oasis Free Zone for its foreign business development target, Fertilizer, Acid trade and all kinds of import-export transactions. It was decided unanimously.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
None. (December 31, 2024: None.)
The details of the Group's short-term trade receivables from related parties are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Bagfaş Teknik Müteahhitlik Ltd. Şti. | 762.837 | |
| Ege Gübre Sanayi A.Ş. | 400.091 | 449.471 |
| Receivables rediscount (-) |
(23.073) | |
| Total | 1.162.929 | 426.398 |
The details of the Group's trade payables to related parties are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Bagfaş Teknik Müteahhitlik Ltd. Şti. | 7.556.424 | 10.596.178 |
| Badetaş Sigorta Aracılık Hizmetleri Ltd. Şti. | 898.919 | 466.018 |
| Bagfaş Servis Pazarlama Ltd. Şti. | 12.622.418 | |
| Rediscounted trade payables (-) | (296.959) | (739.357) |
| Total | 8.158.384 | 22.945.256 |
The details of the Group's short-term other receivables from related parties are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Marmara Gübre San. ve Tic. A.Ş. Bagfaş Housing Management |
13.100.855 111.470 |
|
| Total | 13.212.324 |
The details of the Group's short-term prepaid expenses to related parties are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Badetaş Sigorta Aracılık Hizmetleri Ltd. Şti. | 1.021.785 | |
| Total | 1.021.785 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the Group's purchases from related parties are as follows:
| 30.09.2025 | Good and service | Total |
|---|---|---|
| Bagfaş Teknik Müt. Ltd. Şti. | 53.882.931 | 53.882.931 |
| Badetaş Sigorta Aracılık Hizmetleri Ltd. Şti. | 7.414.825 | 7.414.825 |
| Total | 61.297.756 | 61.297.756 |
| 30.09.2024 | Good and service | Total |
| Bagfaş Servis Pazarlama Ltd. Şti. | 43.968.624 | 43.968.624 |
| Bagfaş Teknik Müt. Ltd. Şti. Badetaş Sigorta Aracılık Hizmetleri Ltd. Şti. |
49.748.195 2.769.524 |
49.748.195 2.769.524 |
The details of the Group's sales to related parties are as follows:
| 30.09.2025 | Goods and Services | Total |
|---|---|---|
| Bagfaş Teknik Müt. Ltd. Şti. | 36.226 | 36.226 |
| Total | 36.226 | 36.226 |
| 30.09.2024 | Goods and Services | Total |
| Bagfaş Servis Pazarlama Ltd. Şti. Bagfaş Teknik Müt. Ltd. Şti. |
32.514 32.514 |
32.514 32.514 |
| Total | 65.028 | 65.028 |
The details of the Company's key management compensation and benefits are as follows:
| 30.09.2025 | 30.09.2024 | |
|---|---|---|
| Fees and other benefits | 11.875.735 | 12.087.798 |
| Total | 11.875.735 | 12.087.798 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the Company's short-term trade receivables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Trade receivables | 309.867.546 | 27.199.371 |
| Receivables from related parties (Note 6) |
1.162.929 | 426.398 |
| Doubtful trade receivables | 1.156.592 | 893.599 |
| Provisions for doubtful trade receivables (-) | (1.156.592) | (893.599) |
| Receivables rediscount (-) |
(3.363) | (1.410) |
| Total | 311.027.112 | 27.624.359 |
The maturity of the Group's trade receivables is less than 3 mount (31 December 2024: less than 3 mount). The guarantee amounts received by the Group from its customers against its trade receivables are included in Note 25.
The movements of the provision for doubtful receivables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Opening balance | (893.599) | (1.288.933) |
| The provision in the current period | (444.161) | (855) |
| Inflation effect | 181.168 | 396.189 |
| Ending balance | (1.156.592) | (893.599) |
The details of the Company's trade payables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Trade payables | 111.613.776 | 160.081.681 |
| Payables to related parties (Note 6) |
7.556.424 | 22.945.256 |
| Notes payable | 303.387 | 380.536 |
| Rediscounted trade payables (-) | (2.346.171) | (2.357.314) |
| Total | 117.127.416 | 181.050.160 |
The maturity of the Group's commercial payables is less than 3 months. (December 31, 2023: It is less than 3 months.)
None. (December 31, 2024: None).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the Company's short-term other receivables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Receivables from the tax Office(1) | 69.264.417 | 85.823.491 |
| Other receivables from related parties (Note 6) | 13.212.324 | |
| Deposits and guarantees given | 5.882.890 | 1.096.316 |
| Receivables from staff | 340.972 | 427.680 |
| Other receivables | 1.951.933 | 1.384.691 |
| Total | 90.652.536 | 88.732.178 |
| 1) An amount of TRY 67.571.540 relates to the refund of additional tax previously paid, which is currently subject to an ongoing lawsuit. The case has not yet been |
1) An amount of TRY 67.571.540 relates to the refund of additional tax previously paid, which is currently subject to an ongoing lawsuit. The case has not yet been concluded. (December 31, 2024: The related amount was TRY 84.754.510.)
The details of the Company's long-term other receivables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Deposits and guarantees given | 60.897 | 76.383 |
| Total | 60.897 | 76.383 |
The details of the Company's other short-term payables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Other debts (1) |
14.331.857 | 14.179.953 |
| Taxes and funds payable | 4.312.603 | 4.279.893 |
| Deposits and guarantees received | 9.487.031 | 18.193.767 |
| Total | 28.131.491 | 36.653.614 |
1) The related amount consists of cash guarantees received against liabilities.
The details of other long-term payables are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Deposits and guarantees received | 243.096 | 304.914 |
| Total | 243.096 | 304.914 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of inventories are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Semi-finished products | 386.115.674 | 377.761.163 |
| Finished goods | 226.426.412 | 177.203.559 |
| Raw materials and supplies | 87.955.827 | 529.644.183 |
| Other inventories | 149.497.141 | 115.343.701 |
| Allowance for Inventory Value Decline (-) (1 |
(16.485.000) | (20.677.068) |
| Total | 833.510.054 | 1.179.275.537 |
1) The related amount consists of the impairment of Can Gübre stocks designated for scrap.
There is an insurance coverage of USD 15.000.000 on the stocks. (December 31, 2024: There is an insurance coverage of USD 19.029.447 on the stocks.)
None. (December 31, 2024: None).
The details of the Company's short-term prepaid expenses are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Advances given (1) | 402.431.672 | 279.804.493 |
| Expences related to following months (2) | 155.575.000 | 56.162.453 |
| Business advances given | 19.132.873 | 19.579.268 |
| Expenses for future months to related parties | 1.021.785 | |
| Employee Advances | 776.916 | |
| Total | 578.938.246 | 355.546.213 |
1)The advances given consist of domestic order advances, which are given for stock purchases.
The details of the Group's long-term prepaid expenses are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Expenses for future years (1) |
9.671.890 | |
| Total | 9.671.890 |
1) The related amount consists of loan utilization commission expenses.
2) The related amount consists of easement rights, insurance expenses, and other miscellaneous expenses.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the Company's short-term deferred income are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Advances received (1) | 395.430.502 | 335.788.535 |
| Total | 395.430.502 | 335.788.535 |
1) The related amount consists of the prepayments made by the Company as advance payments prior to delivery.
None. (December 31, 2024: None).
.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The tangible assets movements of the company are as follows:
| 01.01.2024 | Addition | Outputs | 31.12.2024 | Addition | Outputs | Consolidation Effect | 30.09.2025 | |
|---|---|---|---|---|---|---|---|---|
| Lands | 223.450.397 | 223.450.397 | 223.450.397 | |||||
| Buildings | 2.002.500.534 | 2.002.500.534 | 3.145.530 | 2.005.646.063 | ||||
| Machinery, plant and equipment | 18.079.324.982 | 486.506.458 | 18.565.831.440 | 34.408.654 | 18.600.240.094 | |||
| Vehicles | 267.230.300 | 5.079.313 | 272.309.613 | 13.335.432 | (3.768.534) | 20.212.477 | 302.088.987 | |
| Furniture and fixture | 211.869.093 | 1.455.230 | 213.324.322 | 3.644.742 | (56.777) | 126.728 | 217.010.336 | |
| Land improvements | 609.302.524 | 609.302.523 | 609.302.523 | |||||
| Constructionin-Progress | 985.488.675 | 99.988.392 | 1.085.477.066 | 58.015.747 | 1.143.492.813 | |||
| Other tangible assets | 58.913.016 | 58.913.015 | 58.913.015 | |||||
| 22.438.079.520 | 593.029.392 | 23.031.108.909 | 112.550.104 | (3.825.312) | 20.339.205 | 23.160.144.228 | ||
| Buildings | (1.096.232.394) | (42.432.750) | (1.138.665.145) | (29.094.435) | (1.167.759.580) | |||
| Machinery, plant and equipment | (11.008.998.375) | (808.027.861) | (11.817.026.236) | (609.321.884) | (12.426.348.120) | |||
| Vehicles | (224.600.658) | (14.808.095) | (239.408.753) | (11.459.195) | 3.768.535 | (20.212.477) | (267.311.889) | |
| Furniture and fixture | (182.883.834) | (7.294.637) | (190.178.470) | (4.976.181) | 56.778 | (126.728) | (195.195.926) | |
| Land improvements | (479.266.914) | (9.895.144) | (489.162.059) | (7.051.393) | (496.213.451) | |||
| Other tangible assets | (56.794.699) | (354.564) | (57.149.263) | (178.831) | (57.328.094) | |||
| Accumulated Depreciation (-) | (13.048.776.874) | (882.813.051) | (13.931.589.925) | (662.081.919) | 3.825.313 | (20.339.205) | (14.610.157.061) | |
| Net book value | 9.389.302.646 | 9.099.518.984 | 8.549.987.167 |
As of September 30, 2025, the total insurance coverage amount of property, plant and equipment is USD 268.537.000 and TRY 129.750.000. (December 31, 2024: USD 336,824,853 and TRY 7.342.253.)
The distribution of the Group's depreciation expenses is stated in Note 28.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
None. (December 31, 2024: None).
None. (December 31, 2024: None).
Movements in the Group's intangible assets and accumulated amortization are as follows:
| 01.01.2024 | Addition | Outputs | 31.12.2024 | Addition | Outputs | 30.09.2025 | |
|---|---|---|---|---|---|---|---|
| Cost | |||||||
| Rights | 15.993.208 | 15.993.208 | 15.993.208 | ||||
| Total | 15.993.208 | 15.993.208 | 15.993.208 | ||||
| Accumulated Depreciation (-) | |||||||
| Rights | (12.670.948) | (509.662) | (13.180.610) | (361.388) | (13.541.998) | ||
| Total | (12.670.948) | (509.662) | (13.180.610) | (361.388) | (13.541.998) | ||
| Net book value | 3.322.260 | 2.812.598 | 2.451.210 |
None. (December 31, 2024: None).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
None. (December 31, 2024: None).
Movements of right-of-use assets over the periods are as follows;
| 01.01.2024 | Addition | Outputs | 31.12.2024 | Addition | Outputs | 30.09.2025 | |
|---|---|---|---|---|---|---|---|
| Lands | 516.086.349 | 516.086.349 | 516.086.349 | ||||
| Total | 516.086.349 | 516.086.349 | 516.086.349 | ||||
| Lands | (64.016.828) | (14.892.654) | (78.909.483) | (11.169.490) | (90.078.973) | ||
| Accumulated Depreciation (-) | (64.016.828) | (14.892.654) | (78.909.483) | (11.169.490) | (90.078.973) | ||
| Net book value | 452.069.520 | 437.176.866 | 426.007.376 |
None. (December 31, 2024: None).
The details of the impairment of doubtful assets are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Provision for doubtful trade receivables (Note 7) Inventory Impairment (Note 10) |
(1.156.592) (16.485.000) |
(893.599) (20.677.068) |
| Total | (17.641.592) | (21.570.667) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The company shall provide monthly premium and service documents in accordance with Law No. 5510 within the legal period, due to the fact that SSI does not have any premium, administrative fine, delay penalty and no delayed payment, 5 percent of the employer's share is covered by the Treasury.
Regarding SSK incentives, the minimum wage incentive no. 6661 and the incentive arising from the law no. 7252 (incentive for re-employment of employees on short-time working allowance) are benefited from.
| Nature of the investment | Total Amount | Incentive Certificate Date | Incentive Certificate No | |
|---|---|---|---|---|
| S.Asit-F.Asit Modernizasyonu | 115.181.771 | 08.06.2018 | C 137818 | |
| DAP/NPK/AS Gübre Modernizasyonu | 33.150.958 | 26.02.2021 | 520688 | |
| Can Yatırım Teşvik | 1.717.772.516 | 31.07.2012 | 107787 | |
| S.Asit-F.Asit Modernizasyonu | 56.195.955 | 13.04.2016 | 108580 | |
| Starting date | End date | Expenditure in the Current Period |
Incentives Benefited from | Degree of completion (%) |
| 31.11.2024 | %100 Customs Exemption VAT Exemption Interest Support | 92,50% | ||
| 30.05.2018 28.01.2021 |
28.01.2024 | %100 Customs Exemption VAT Exemption Interest Support | 72,00% |
| Nature of the investment | Total Amount | Incentive Certificate Date | Incentive Certificate No |
|---|---|---|---|
| S.Asit-F.Asit Modernizasyonu | 115.181.771 | 08.06.2018 | C 137818 |
| DAP/NPK/AS Gübre Modernizasyonu | 33.150.958 | 26.02.2021 | 520688 |
| Can Yatırım Teşvik | 1.717.772.516 | 31.07.2012 | 107787 |
| S.Asit-F.Asit Modernizasyonu | 56.195.955 | 13.04.2016 | 108580 |
| Starting date End date |
Expenditure in the |
| Current Period | Incentives Benefited from | Degree of completion (%) | ||
|---|---|---|---|---|
| 30.05.2018 28.01.2021 07.06.2018 |
31.11.2024 28.01.2024 07.06.2021 |
%100 Customs Exemption VAT Exemption Interest Support %100 Customs Exemption VAT Exemption Interest Support %100 Customs Exemption VAT Exemption Interest Support |
92,50% 72,00% 86,23% |
The Group has initiated the extension process for expired incentives.
For the period ended at 30 September 2025 there is no borrowing cost added to the cost of assets directly related to the assets. (December 31, 2024: None.) Borrowing costs are included in the statement of profit or loss.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the Company's short-term provisions are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Provision for unused leave | 7.397.599 | 4.075.288 |
| Total short-term provisions for benefits provided to employees | 7.397.599 | 4.075.288 |
| Provision for lawsuit | 3.476.088 | 3.295.148 |
| Total other short-term provisions | 3.476.088 | 3.295.148 |
| Total short-term provisions | 10.873.687 | 7.370.436 |
The unused leave liability amount is calculated by multiplying the remaining leave days by the daily wage. Current period provision expenses are shown in the financial statements as other expenses from main activities, and provision expenses that are no longer included in the other income from main activities accounts.
There are 41 lawsuits filed against the Group domestically and a provision TRY 3.627.090 of has been allocated for these (31 December 2024: 63 lawsuits, TRY 3.295.148).
The details of long-term provisions are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Provision for severance payment | 24.491.207 | 15.066.929 |
| Long-term provisions for total employee benefits | 24.491.207 | 15.066.929 |
| Total long-term provisions | 24.491.207 | 15.066.929 |
According to the Turkish Labor Law, the company is obliged to pay severance pay to each employee who completes at least one year of service and retires after 25 years of working life (58 for women, 60 for men), whose employment relationship is terminated, who is called up for military service, or who dies. Severance pay to be paid as of 30 September 2025 is subject to a monthly ceiling of TRY 53.920 (31 December 2024: TRY 41.828.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Severance pay liability is not legally subject to any funding. The provision for severance pay is calculated by estimating the present value of the future probable obligation of the Company arising from the retirement of the employees. TAS 19 Employee Benefits requires the Company's obligations to be developed using actuarial valuation methods within the scope of defined benefit plans. Accordingly, the actuarial assumptions used in the calculation of total liabilities are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Interest rate | 28,84% | 28,84% |
| Inflation rate | 25,77% | 25,77% |
| Real discount rates | 2,44% | 2,44% |
The main assumption is that the maximum liability amount for each year of service will increase in line with inflation. Therefore, the discount rate applied represents the expected real rate after adjusting for the effects of future inflation. Therefore, as of September 30, 2025, provisions in the attached financial statements are calculated by estimating the present value of the possible future liability arising from the retirement of employees.
The movement in provision for severance payment is as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Opening balance | 15.066.929 | 11.355.258 |
| Service costs | 13.447.239 | 16.711.308 |
| Interest cost | 314.552 | 198.818 |
| Actuarial difference | (6.499.641) | (9.784.000) |
| In-term payments | 75.895 | |
| Inflation difference | 2.162.128 | (3.490.350) |
| Ending balance | 24.491.207 | 15.066.929 |
Information on the Company's given collateral position is as follows;
| 30.09.2025 | 31.12.2024 |
|---|---|
| 262.068.945 | 3.036.715.505 |
| 3.036.715.505 | |
| 0,00% | |
262.068.945 0,00% |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The movement in guarantees and mortgage given is as follows:
| 30.09.2025 | 31.12.2024 | |||||
|---|---|---|---|---|---|---|
| Amount | Exchange Rate | TRY Equivalent | Amount | Exchange Rate | TRY Equivalent | |
| Bank letters of guarantee in TRY | 67.477.345 | 1,0000 | 67.477.345 | 820.069.392 | 1,0000 | 820.069.392 |
| Guarantees Given USD | 57.697.610 | 35,2233 | 2.032.300.240 | |||
| Guarantees Given EUR | 4.000.000 | 48,6479 | 194.591.600 | 5.017.184 | 36,7429 | 184.345.872 |
| Total | 262.068.945 | 3.036.715.505 |
Information on the Company's given guarantees and mortgage received is as follows:
| 30.09.2025 | 31.12.2024 | |||||
|---|---|---|---|---|---|---|
| Amount | Exchange Rate | TRY Equivalent | Amount | Exchange Rate | TRY Equivalent | |
| Bank letters of guarantee TRY | 46.655.328 | 1,0000 | 46.655.328 | 45.394.364 | 1,0000 | 45.394.364 |
| Bank letters of guarantee EURO | 183.623 | 48,6479 | 8.932.849 | 13.484.063 | 36,7429 | 495.443.595 |
| Bank letters of guarantee USD | 234.498 | 41,4984 | 9.731.301 | 424.316 | 35,2233 | 14.945.820 |
| Checks and notes received TRY | 1.929.666 | 1,0000 | 1.929.666 | |||
| Checks and notes received EURO | 39.197 | 36,7429 | 1.440.202 | |||
| Total | 65.319.478 | 559.153.648 |
Payables for employee benefits of company are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Taxes, duties and other deductions payable Payables to personnel |
14.220.949 10.443.433 |
9.041.619 5.353.391 |
| Total | 24.664.382 | 14.395.011 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The classification of depreciation expenses of company are as follows:
| 01.01.2025- | 01.01.2024- | 01.07.2025- | 01.07.2024- | |
|---|---|---|---|---|
| 30.09.2025 | 30.09.2024 | 30.09.2025 | 30.09.2024 | |
| Cost of sales (-) General and administrative expenses (-) Marketing expenses (-) | (535.623.021) | (664.451.176) | (176.466.202) | (226.914.157) |
| (137.628.388) | (5.764.622) | (46.293.688) | (1.907.212) | |
| (361.388) | (389.200) | (120.467) | (124.438) | |
| Total | (673.612.797) | (670.604.998) | (222.880.358) | (228.945.807) |
The details of the Company's other current assets are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Deferred VAT | 153.045.670 | 172.804.960 |
| Other VAT | 12.926.842 | 27.420.130 |
| Other | 412 | 102.472 |
| Total | 165.972.924 | 200.327.562 |
As of 30 September 2025, the paid-in capital amount is TRY 135.000.000 (31 December 2024: TRY 135.000.000) and there are 600 units of Group A (31 December 2024: 600 units) TRY 0.01 of each and 13.499.999.400 units (31 December 2024:13 499.999.400 units) consists of Group B shares. Group A shares are privileged in terms of participation in voting; Holders of Group A shares have an additional 10 voting rights for each Group A share at General Assembly meetings. Thus, each privileged Group A share has 11 votes.
The details of the company's capital structure are as follows;
| 30.09.2025 | 31.12.2024 | |||
|---|---|---|---|---|
| Shareholders | Share Ratio (%) |
Total | Share Ratio (%)) |
Total |
| Recep Gençer | 38,22% | 51.592.338 | 38,22% | 51.592.338 |
| Gençer Holding A.Ş. | 5,67% | 7.655.453 | 5,67% | 7.655.453 |
| Other real and legal persons | 56,11% | 75.752.209 | 56,11% | 75.752.209 |
| Paid capital | 100% | 135.000.000 | 100% | 135.000.000 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The comparison of the relevant equity items, which are presented on an inflation-adjusted basis in the Company's financial statements as of September30, 2025, with the inflation-adjusted amounts in the financial statements prepared in accordance with the Turkish Commercial Code (Law No. 6762) and other applicable legislation is as follows:
| 30.09.2025 | Inflation-adjusted amounts presented in the financial statements prepared in accordance with Law No. 6762 and other regulations |
Inflation-adjusted amounts presented in the financial statements prepared in accordance with TAS/IFRS |
Difference in retained earnings of previous years |
|---|---|---|---|
| Capital Retained Earnings |
3.246.042.342 434.986.127 |
2.747.981.252 381.508.045 |
498.061.090 53.478.082 |
| Capital Adjustment Differences • The details of the Company's capital adjustment differences are as follows: |
|||
| Capital Adjustment Differences | 30.09.2025 2.747.981.252 |
31.12.2024 2.747.981.252 |
|
| Total | 2.747.981.252 | 2.747.981.252 | |
| Premiums/(Discounts) Related to Shares • |
The details of the company's premium/(discounts) account for shares are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Type B share issue premiums | 42.352.498 | 42.606.157 |
| Total | 42.352.498 | 42.606.157 |
The details of the company's accumulated other comprehensive income/(expense) that will not be reclassified to profit or loss are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Defined Benefit Plans Re-Measurement Gains (Losses) | (11.228.626) | (11.228.626) |
| Total | (11.228.626) | (11.228.626) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the company's accumulated other comprehensive income/(expense) to be reclassified to profit or loss are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Gains/losses on financial assets at fair value through other comprehensive income | 10.449.415 | 10.534.654 |
| Total | 10.449.415 | 10.534.654 |
The details of the Group's reserves on retained earnings are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Retained Earnings | 381.508.045 | 380.754.607 |
| Total | 381.508.045 | 380.754.607 |
According to the Turkish Commercial Code, legal reserves are divided into two: first and second legal reserves. According to the Turkish Commercial Code, the first legal reserves are allocated as 5% of the legal net profit until 20% of the company's paid capital is reached. The second set of legal reserves is 10% of the distributed profit exceeding 5% of the paid capital. According to the Turkish Commercial Code, as long as legal reserves do not exceed 50% of the paid-in capital, they can only be used to offset losses and cannot be used in any other way.
The details of the Company's previous year's profit/loss account are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Accumulated Profit/ (Losses) | 3.575.785.308 | 5.213.659.171 |
| Total | 3.575.785.308 | 5.213.659.171 |
Public companies make dividend distributions in accordance with CMB's Dividend Communiqué No. II-19.1, which came into force as of February 1, 2015. Partnerships distribute their profits by the decision of the general assembly, within the framework of the profit distribution policies to be determined by the general assembly and in accordance with the relevant legislation. Within the scope of the said communiqué, a minimum distribution rate has not been determined. Companies pay dividends as determined in their articles of association or profit distribution policies. In addition, dividends can be paid in installments of equal or different amounts and advance dividends can be distributed in cash based on the profit included in the interim financial statements.
Unless the reserve funds required to be set aside in accordance with the Turkish Commercial Code and the dividend determined for the shareholders in the articles of association or profit distribution policy are set aside; It cannot be decided to allocate other reserve funds, to transfer profits to the following year, or to distribute shares of profit to holders of dividend shares, members of the board of directors, partnership employees and persons other than shareholders. Unless the dividend determined for shareholders is paid in cash, no share of profit can be distributed to these people.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Losses of previous years of partnerships; The portion exceeding the sum of the amounts resulting from the adjustment of previous years' profits, general legal reserves including share premiums, and equity items excluding capital according to inflation accounting, is taken into account as a deduction item in the calculation of the net distributable profit for the period.
The details of the Company's revenue and cost of sales are as follows:
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
|---|---|---|---|---|
| Domestic sales | 1.496.834.193 | 817.957.707 | 348.016.339 | 82.838.384 |
| Export sales | 2.570.612.378 | 670.398.354 | 572.068.185 | 121.066.957 |
| Gross Sales | 4.067.446.571 | 1.488.356.061 | 920.084.523 | 203.905.341 |
| Cost of sales (-) |
(3.413.420.430) | (1.248.321.060) | (773.001.997) | (145.592.592) |
| Cost of merchandise sold (-) | (2.140.639) | |||
| Cost of services rendered (-) | (63.221.926) | (20.759.780) | ||
| Cost of sales (-) |
(3.478.782.995) | (1.248.321.060) | (793.761.777) | (145.592.592) |
| Gross profit/loss | 588.663.576 | 240.035.001 | 126.322.747 | 58.312.749 |
None. (December 31, 2024: None).
The Group's general and administrative expenses, marketing expenses, and research and development expenses are as follows:
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
|---|---|---|---|---|
| General and administrative expenses (-) Marketing expenses (-) |
(245.199.687) (18.439.385) |
(112.835.445) (16.021.702) |
(79.690.996) (6.124.416) |
(33.916.165) (2.681.333) |
| Total | (263.639.072) | (128.857.147) | (85.815.413) | (36.597.498) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Other income from the main activities of the Group is as follows:
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
|---|---|---|---|---|
| Foreign exchange gains | 88.145.693 | 209.538.895 | 12.736.095 | 64.395.213 |
| Tax, duty, fee, and incentive revenues | 10.038.200 | 4.288.747 | 2.744.484 | 1.833.337 |
| Scrap sales, damage compensation and insurance revenues | 7.098.074 | 1.450.336 | ||
| Provision no longer required | 2.363.157 | 12.520.911 | 2.363.157 | (8.439.807) |
| Rediscount income | 2.365.691 | 3.349.991 | (7.573.151) | (1.796.891) |
| Price difference and service revenues | 7.625.240 | 928.940 | ||
| Other | 4.306.169 | 159.706.354 | 1.793.509 | 151.912.022 |
| Total | 114.316.984 | 397.030.138 | 13.514.430 | 208.832.814 |
Other expenses from main operations of the company are as follows:
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
|---|---|---|---|---|
| Currency difference expenses | (82.022.008) | (100.457.561) | (5.664.454) | (85.981.586) |
| Idle capacity expenses losses | (121.910.716) | (1.111.898.478) | (46.873.901) | (478.963.609) |
| Rediscount interest expenses | (2.472.215) | (6.799.650) | 185.028 | 604.977 |
| Provision expenses | (2.177.797) | (423.516.112) | 84.207 | (55.388.652) |
| Other (1) |
(28.815.386) | (91.465.901) | (14.445.897) | (50.427.655) |
| Total | (237.398.122) | (1.734.137.702) | (66.715.017) | (670.156.523) |
1) The related amount consists of tax delay penalties, shrinkage expenses and non-deductible expenses.
The details of the Group's income from investment activities are as follows:
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
|---|---|---|---|---|
| Profit on sales of tangible and intangible assets | 2.234.067 | 2.228.230 | ||
| Total | 2.234.067 | 2.228.230 |
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
|---|---|---|---|---|
| Shares from profits (losses) ınvestments revaluated by Equity Method | 1.576.514 | (2.502.602) | 72.254 | (372.611) |
| Total | 1.576.514 | (2.502.602) | 72.254 | (372.611) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The financial income of the group is as follows:
| 01.01.2025- | 01.01.2024- | 01.07.2025- | 01.07.2024- | |
|---|---|---|---|---|
| 30.09.2025 | 30.09.2024 | 30.09.2025 | 30.09.2024 | |
| Foreign exchange gains from financing activities | 46.617.338 | 48.155.222 | 14.213.094 | (4.246.692) |
| Interest income | 4.639.338 | 1.746.061 | 1.210.416 | 132.558 |
| Total | 51.256.676 | 49.901.283 | 15.423.510 | (4.114.134) |
The financial expenses of the Group are as follows:
| 01.01.2025- | 01.01.2024- | 01.07.2025- | 01.07.2024- | |
|---|---|---|---|---|
| 30.09.2025 | 30.09.2024 | 30.09.2025 | 30.09.2024 | |
| Foreign exchange expenses from financing activities (-) | (1.009.101.002) | (694.032.960) | (219.900.164) | (139.253.258) |
| Interest expenses (-) | (173.346.067) | (390.390.639) | (91.011.154) | (192.719.026) |
| Other (1) | (12.377.103) | (25.448.731) | 9.734.121 | (3.720.573) |
| Total | (1.194.824.172) | (1.109.872.329) | (301.177.197) | (335.692.858) |
1) The relevant amount consists of bank and letter of guarantee commission expenses.
The details of the group analysis of other comprehensive income items are as follows:
| 01.01.2025- | 01.01.2024- | 01.07.2025- | 01.07.2024- | |
|---|---|---|---|---|
| 30.09.2025 | 30.09.2024 | 30.09.2025 | 30.09.2024 | |
| Other Comprehensive Income (Expense) Related to Financial Assets Measured at Fair Value Through Other Comprehensive Income | (85.239) | 3.291.710 | 2.988.501 | 4.253.452 |
| - Gains (Losses) from Financial Assets Measured at Fair Value Through Other Comprehensive Income | (85.239) | 3.291.710 | 2.988.501 | 4.253.452 |
| To Be Reclassified to Profit or Loss | 85.239 | 3.291.710 | 2.988.501 | 4.253.452 |
None. (December 31, 2024: None).
The Group is subject to Turkish corporate taxes. Provision is made in the accompanying financial statements for the estimated charge based on the Group's results for the years and periods. Turkish tax legislation does not permit a parent Group and its subsidiary to file a tax return. Therefore, provisions for taxes, as reflected in the accompanying financial statements, have been calculated on a separate-entity basis. Corporate tax is applied on taxable corporate income, which is calculated from the statutory accounting profit by adding back non-deductible expenses, and by deducting dividends received from resident companies, other exempt income and investment incentives utilized. The effective tax rate applied for the accounting period ending 30.09.2025 is 25%. (31.12.2024: 25%).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The Group's Corporate Tax liabilities are as follows:
| 30.09.2025 | 31.12.2024 | |||
|---|---|---|---|---|
| Prepaid corporate tax (-) | 1.023.961 | 721.590 | ||
| Corporate tax to be paid/refunded | 1.023.961 | 721.590 | ||
| 01.01.2025- 30.09.2025 |
01.01.2024- 30.09.2024 |
01.07.2025- 30.09.2025 |
01.07.2024- 30.09.2024 |
|
| Deferred tax income/(expense), net | 490.937.080 | (233.834.992) | (136.027.464) | (169.513.052) |
| Total tax revenue / (expense), net | 490.937.080 | (233.834.992) | (136.027.464) | (169.513.052) |
The Company recognizes deferred tax assets and liabilities for temporary timing differences arising from differences between its statutory tax financial statements and its financial statements prepared in accordance with TAS. These differences generally arise from the fact that some income and expense items are included in different periods in the taxbased financial statements and the financial statements prepared in accordance with TAS, and the differences in question are stated below. Within the scope of the "Law on the Law on the Collection Procedure of Public Receivables and Amendments to Certain Laws" numbered 7316, which came into force after being published in the Official Gazette dated April 22, 2021, the corporate tax rate for the years 2024 and 2025 will be applied as 25%, respectively. Within the scope of the said law, deferred tax assets and liabilities in the financial statements dated 30.09.2025 were calculated with a 25% tax rate for the part of the temporary differences that will have a tax effect in 2024 and 2025.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Movement table of the Company's deferred tax assets/(liabilities) is as follows:
| 30.09.2025 | 31.12.2024 | |||
|---|---|---|---|---|
| Deferred Tax | Deferred Tax | |||
| Total Temporary | Assets/ | Total Temporary | Assets/ | |
| Differences | (liabilities) | Differences | (liabilities) | |
| Deferred Tax Assets | ||||
| Tax-deductible financial losses | 3.589.708.651 | 897.427.163 | 3.455.794.265 | 863.948.566 |
| Investment discount | 1.922.301.199 | 1.922.301.199 | 1.539.968.393 | 1.539.968.393 |
| Credit IRR | 50.073.186 | 12.518.296 | 66.047.773 | 16.511.943 |
| Severance pay provisions | 24.491.207 | 6.122.802 | 15.066.929 | 3.766.732 |
| Inventory write-down | 16.485.000 | 4.121.250 | 20.677.068 | 5.169.267 |
| Unused leave provisions | 7.397.598 | 1.849.400 | 4.075.288 | 1.018.822 |
| Provisions for lawsuits | 3.476.088 | 869.022 | 3.295.148 | 823.787 |
| Provisions for doubtful receivables | 457.285 | 114.321 | 16.461 | 4.115 |
| Financial Investments | 368.407 | 92.102 | 462.091 | 115.523 |
| Receivables are reconsidered | 3.363 | 841 | 24.483 | 6.121 |
| Foring currency valuation | 14.403.818 | 3.600.954 | ||
| Deferred tax assets | 5.614.761.983 | 2.845.416.396 | 5.119.831.716 | 2.434.934.224 |
| Deferred tax liability: | ||||
| Tangible and intangible assets | (4.997.372.982) | (1.249.343.246) | (4.375.561.836) | (1.093.890.459) |
| Right of use assets | (364.001.955) | (91.000.489) | (361.394.980) | (90.348.744) |
| Prepaid expenses | (98.582.089) | (24.645.522) | (9.226.010) | (2.306.502) |
| Inventory adjustment | (53.099.973) | (13.274.993) | (100.646.304) | (25.161.577) |
| Stock valuation | (13.873.012) | (3.468.253) | (17.507.776) | (4.376.944) |
| Foring currency valuation | (4.095.021) | (1.023.755) | ||
| Debt rediscount | (2.346.172) | (586.543) | (3.096.671) | (774.168) |
| Lease adjustments | (53.248) | (13.312) | ||
| Deferred tax liabilities | (5.533.424.451) | (1.383.356.113) | (4.867.433.577) | (1.216.858.394) |
| Deferred tax assets / (liabilities), net | 1.462.060.283 | 1.218.075.831 |
The amount of earnings per payment is calculated by dividing the profit for the period into the periodic weighted average number of payments of the Company's shares. The company's earnings per payout programming is as follows.
| 01.01.2025- | 01.01.2024- | 01.07.2025- | 01.07.2024- | |
|---|---|---|---|---|
| 30.09.2025 | 30.09.2024 | 30.09.2025 | 30.09.2024 | |
| Net Profit/Loss to Shareholders | (25.912.078) | (1.766.895.529) | (205.192.640) | (597.981.076) |
| Net profit for the period attributable to the parent company | (25.912.078) | (1.766.895.529) | (205.192.640) | (597.981.076) |
| Number of shares issued | 13.500.000.000 | 13.500.000.000 | 13.500.000.000 | 13.500.000.000 |
| Earnings/(Loss) Per Share (EPS) | (0,0019) | (0,1309) | (0,0152) | (0,0443) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
None. (December 31, 2024: None.)
None. (December 31, 2024: None.)
As of September 30, 2025, the Group's foreign exchange rate risk is presented in the table in Note 48. The foreign exchange gains and losses incurred for the accounting period ended September 30, 2025, are disclosed in the accompanying financial statements under other operating income/expenses and finance income/expenses accounts.
According to TAS 29 Financial Reporting Standard in Hyperinflationary Economies, enterprises whose functional currency is the currency of a hyperinflationary economy report their financial statements according to the purchasing power of money at the end of the reporting period. TAS 29 identifies features that may indicate an hyperinflationary economy, and it is recommended for businesses to start implementing the Standard at the same time.
The Public Oversight, Accounting, and Auditing Standards Authority announced on November 23, 2023, that entities applying the Turkish Financial Reporting Standards (TFRS) must present their financial statements for annual reporting periods ending on or after December 31, 2024, adjusted for inflation in accordance with the relevant accounting principles set out in 'Turkish Accounting Standard 29 Financial Reporting in Hyperinflationary Economies.' Accordingly, inflation adjustment has been applied to the financial statements as of September 30, 2025, in compliance with TAS 29.
None. (December 31, 2024: None.)
The details of the Group's short financial investments are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Shares (1) |
13.894.043 | 17.534.156 |
| Total | 13.894.043 | 17.534.156 |
1) Group's shares; GUBRF consists of shares (31.12.2024: GUBRF)
The fair value of the group's share investments are valued with the weighted average prices or rates of the last session of the stock exchange on the valuation day. In the valuation of assets traded in markets with a closing session, the prices formed in the closing session are used, and if the price is not formed in the closing session, the weighted average prices of the last session in the stock market are used. The fair value of the shares was measured based on the prices formed at the closing session on 30.09.2025.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The details of the Group's long-term financial investments are as follows:
| 30.09.2025 | 31.12.2024 |
|---|---|
| 2.104.751 | 7.557.616 |
| 2.104.751 | 7.557.616 |
| 30.09.2025 | 31.12.2024 |
| 1.163.944.460 | |
| 116.558 | 87.177 |
| 2.035.375.774 | 1.164.031.637 |
| 1.778.357.188 | |
| 6.836.259 | |
| 157.530 | 1.270.244 |
| 1.849.397.887 | 1.786.463.691 |
| 2.225.884.674 | |
| 52.800.062 | 68.945.629 |
| 1.344.264.736 | 2.294.830.303 |
| 5.229.038.397 | 5.245.325.631 |
| 2.035.259.216 1.840.034.998 9.205.359 1.291.464.674 |
The interest rates on the Group's foreign currency bank borrowings range between 7% and 12.30%, while the interest rates on its TL-denominated bank borrowings range between 8.50% and 53.35%.
Principal payment terms of the company's bank loans are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Payable within a year | 3.884.773.661 | 2.950.495.328 |
| To be paid within 1 - 5 years |
1.344.264.736 | 2.294.830.303 |
| Total | 5.229.038.397 | 5.245.325.631 |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The company's main financial instruments consist of bank loans, cash and short-term deposits. The main purpose of these financial instruments is to finance the Company's business activities. The company also has other financial instruments such as trade payables and trade receivables arising directly from its business activities.
The Company's objectives when managing capital are to maintain the optimal capital structure and ensure the continuity of the Company's activities in order to benefit its partners and reduce the cost of capital.
The company's debt capital ratio, calculated by subtracting cash and cash equivalents and short-term financial investments from financial debts, is calculated by dividing the net debt by the total capital as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Financial debt | 5.229.038.397 | 5.245.325.631 |
| Less: Cash and cash equivalents | (290.397.698) | (75.361.256) |
| Less: Short- term financial investments |
(13.894.043) | (17.534.156) |
| Net debt | 4.924.746.656 | 4.792.762.979 |
| Total equity | 6.907.759.970 | 6.874.385.898 |
| Debt/Equity Ratio | 0,71 | 0,70 |
The Group's significant accounting policies regarding financial instruments are explained in Note 2 (Principles of Presentation of Financial Statements).
The main risks posed by the company's financial instruments are interest risk, liquidity risk, foreign currency risk and credit risk. Company management and the board of directors review and accept the policies regarding the management of the risks listed below. The Company also considers the market value risk of all its financial instruments.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
| Trade receivables | Other receivables | Banks | ||||
|---|---|---|---|---|---|---|
| 30.09.2025 | Related Parties | Other | Related Paties | Related Parties | Other | Total |
| Maximum net credit risk as of balance sheet date | 1.162.929 | 309.864.183 | 13.212.324 | 77.501.109 | 290.397.639 | 692.138.184 |
| - The part of maximum risk under guarantee with collateral | ||||||
| A- Net book value of financial assets that are neither overdue nor impaired |
1.162.929 | 309.864.183 | 13.212.324 | 77.501.109 | 290.397.639 | 692.138.184 |
| B- Net book values of financial assets that are renegotiated, if not that will be accepted as overdue or impaired |
||||||
| C- Book value of financial assets that are overdue but not impaired |
||||||
| D- Net book value of impaired assets |
||||||
| - Overdue (gross book value amount) |
1.156.592 | 1.156.592 | ||||
| - Impairment (-) |
(1.156.592) | (1.156.592) | ||||
| E- Factors Including Off-Balance Sheet Risk |
| Trade receivables | Other receivables | Banks | ||||
|---|---|---|---|---|---|---|
| 31.12.2024 | Related Parties | Other | Related Paties | Related Parties | Other | Total |
| Maximum net credit risk as of balance sheet date | 426.398 | 27.197.961 | 88.808.561 | 75.361.256 | 191.794.176 | |
| - The part of maximum risk under guarantee with collateral | ||||||
| A- Net book value of financial assets that are neither overdue nor impaired |
426.398 | 27.197.961 | 88.808.561 | 75.361.256 | 191.794.176 | |
| B- Net book values of financial assets that are renegotiated, if not that will be accepted as overdue or impaired |
||||||
| C- Book value of financial assets that are overdue but not impaired |
||||||
| D- Net book value of impaired assets |
||||||
| - Overdue (gross book value amount) |
893.599 | 893.599 | ||||
| - Impairment (-) |
(893.599) | (893.599) | ||||
| E- Factors Including Off-Balance Sheet Risk |
The risk that one of the parties to a financial instrument will incur a financial loss to the Company due to its failure to fulfill its contractual obligations is defined as credit risk. The company's financial instruments, which may cause significant credit risk concentration, mainly consist of cash and cash equivalents and trade receivables. The maximum credit risk that the company can be exposed to is the amount reflected in the financial statements.
The company has cash and cash equivalents in various financial institutions. The company manages this risk by constantly evaluating the reliability of the financial institutions it has relationships with. The credit risk that may arise from trade receivables is limited due to the high customer volume and the Company management's limitation of the loan amount applied to customers. The doubtful receivables provision for financial assets has been determined based on past non-collection experience.As of the balance sheet date, there are no guarantees received for overdue trade receivables for which provisions have been made.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
Liquidity risk represents the risk that the Company may not be able to meet its funding obligations as they fall due. The table below discloses the maturity analysis of the Company's derivative and non-derivative financial liabilities. Non-derivative financial liabilities are presented on an undiscounted basis and based on the earliest contractual payment dates. Estimated interest payments related to these liabilities are also included in the table.
Derivative financial liabilities are presented based on undiscounted net cash inflows and outflows. Futures contracts are settled on a net basis for gross futures payable amounts and are realized on the basis of undiscounted gross cash inflows and outflows. When receivables or payables are not fixed, the disclosed amounts are determined using the interest rates derived from the yield curves as of the reporting date.
| 30.09.2025 | Book Value | Cash outflow according to agreement |
0-1 Year | 1-5 Year |
|---|---|---|---|---|
| Non-Derivative Financial Liabilities: | 5.399.204.782 | 5.399.204.782 | (4.054.696.950) | (1.344.507.832) |
| Financial liabilities | 5.229.038.397 | 5.229.038.397 | (3.884.773.661) | (1.344.264.736) |
| Payables for employee benefits | 24.664.382 | 24.664.382 | (24.664.382) | |
| Trade and other payables | 145.502.003 | 145.502.003 | (145.258.907) | (243.096) |
| Derivative Financial Liabilities | ||||
| Total | 5.399.204.782 | 5.399.204.782 | (4.054.696.950) | (1.344.507.832) |
| 31.12.2024 | Book Value | Cash outflow according to agreement |
0-1 Year | 1-5 Year |
|---|---|---|---|---|
| Non-Derivative Financial Liabilities: | 5.477.729.329 | 5.477.729.329 | (3.182.594.111) | (2.295.135.218) |
| Financial liabilities | 5.245.325.631 | 5.245.325.631 | (2.950.495.328) | (2.294.830.304) |
| Payables for employee benefits | 14.395.011 | 14.395.011 | (14.395.011) | |
| Trade and other payables | 218.008.687 | 218.008.687 | (217.703.773) | (304.914) |
| Derivative Financial Liabilities | ||||
| Total | 5.477.729.329 | 5.477.729.329 | (3.182.594.111) | (2.295.135.218) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The Group's activities are primarily exposed to financial risks related to changes in foreign exchange rates and interest rates, as detailed below. In order to control the risks associated with foreign exchange rates and interest rates, the Company uses various non-derivative financial instruments. Market risks are also evaluated through sensitivity analysis
Transactions in foreign currencies give rise to exchange rate risk. The distribution of the company's foreign currency-denominated monetary and non-monetary assets and monetary and non- monetary liabilities as of the balance sheet date is as follows:
| 30.09.2025 | 31.12.2024 | |||||
|---|---|---|---|---|---|---|
| TRY | US | TRY | US | |||
| Aquivalent | Dollar | Avro | Aquivalent | Dollar | Avro | |
| 1. Trade Receivables | 757.413 | 18.252 | 27.369.891 | 775.784 | ||
| 2a. Monetary Financial Assets (including cash, banks) | 289.191.578 | 6.968.739 | 1 | 35.568.183 | 1.008.075 | 81 |
| 2b. Non-monetary financial assets | ||||||
| 3. Other | 187.419.284 | 274.577 | 3.618.342 | 216.201.685 | 5.885.249 | |
| 4.Current Assets (1+2+3) | 477.368.275 | 7.261.568 | 3.618.344 | 279.139.759 | 1.783.859 | 5.885.330 |
| 5.Trade Receivables | ||||||
| 6a. Monetary financial assets | ||||||
| 6b. Non-monetary financial assets | ||||||
| 7.Other | ||||||
| 8.Non-Current Assets (5+6+7) | ||||||
| 9.Total Assets (4+8) | 477.368.275 | 7.261.568 | 3.618.344 | 279.139.759 | 1.783.859 | 5.885.330 |
| 10.Trade Payables | 83.032.326 | 914.147 | 927.002 | 95.367.168 | 1.604.515 | 1.050.407 |
| 11.Financial Liabilities | 3.807.039.248 | 69.472.950 | 18.994.098 | 2.748.172.873 | 61.252.970 | 15.848.427 |
| 12a.Othermonetaryfinancialliabilities | 398.238.431 | 9.592.057 | 3.770 | 8.389.484 | 237.368 | |
| 12b.Other non-monetary financial liabilities | ||||||
| 13.Current Liabilities (10+11+12) | 4.288.310.005 | 79.979.154 | 19.924.870 | 2.851.929.525 | 63.094.853 | 16.898.834 |
| 14.Trade Payables | ||||||
| 15.Financial Liabilities | 1.278.121.910 | 15.688.452 | 12.890.099 | 2.197.079.472 | 36.389.049 | 24.752.522 |
| 16a.Othermonetaryfinancialliabilities | ||||||
| 16b.Other non-monetary financial liabilities | ||||||
| 17. Non-Current Liabilities (14+15+16) | 1.278.121.910 | 15.688.452 | 12.890.099 | 2.197.079.472 | 36.389.049 | 24.752.522 |
| 18. Total Liabilities (13+17) | 5.566.431.915 | 95.667.606 | 32.814.969 | 5.049.008.997 | 99.483.902 | 41.651.356 |
| 19. Net asset / liability position of off- balance sheet derivative instruments19a-19b) |
||||||
| 19a. Hedged amount of assets | ||||||
| 19b. Hedged amount of liabilities position | ||||||
| 20. Net foreign currency position asset / liabilities (9-18+19) | (5.089.063.641) | (88.406.038) | (29.196.625) | (4.769.869.238) | (97.700.042) | (35.766.026) |
| 21. Net foreign currency asset/liability position of monetary items | ||||||
| (IFRS 7.B23) (=1+2a+5+6a-10-11-12a-14-15-16a) |
(5.089.063.641) | (88.406.038) | (29.196.625) | (4.769.869.238) | (97.700.042) | (35.766.026) |
| 22. Fair value of derivative instruments used in foreign currency hedge | ||||||
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The table below shows the Group's sensitivity to a 10% increase or decrease in US Dollar and Euro exchange rates. The 10% rate is the rate used when reporting the exchange rate risk within the Company to senior managers, and the rate in question expresses the possible change that the management expects in foreign exchange rates. Sensitivity analysis only covers open foreign currency denominated monetary items at the end of the year and shows the effects of a 10% exchange rate change on these items at the end of the year. A positive value indicates an increase in profit/loss and other equity items.
| Profit/(Loss) | Equity | ||||
|---|---|---|---|---|---|
| The The |
The | The | |||
| appreciation of | depreciation of | appreciation of | depreciation | ||
| foreign currency |
foreign currency |
foreign currency |
of foreign currency |
||
| 30.09.2025 | |||||
| In case of appreciation/depreciation of USD against TRY at 10% | |||||
| 1- USD net asset/liabilities | (366.870.913) | 366.870.913 | (366.870.913) | 366.870.913 | |
| 2- Part of hedged (-) | |||||
| 3- USD net effect (1+2) | (366.870.913) | 366.870.913 | (366.870.913) | 366.870.913 | |
| In case of appreciation/depreciation of EURO against TRY at 10% | |||||
| 4- EUR net asset/liabilities | (142.035.451) | 142.035.451 | (142.035.451) | 142.035.451 | |
| 5- Part of hedged (-) | |||||
| 6- EUR USD net effect (4+5) | (142.035.451) | 142.035.451 | (142.035.451) | 142.035.451 | |
| In case of appreciation/depreciation of other currency against TRY at 10%: | |||||
| 4- Other currency net asset/liabilities | |||||
| 5- Part of hedged (-) | |||||
| 6- Other currency net effect (4+5) | |||||
| TOTAL (3+6+9) | (508.906.364) | 508.906.364 | (508.906.364) | 508.906.364 |
| Profit/(Loss) | Equity | |||
|---|---|---|---|---|
| The | The | The | The | |
| appreciation of | depreciation of | appreciation of | depreciation | |
| foreign currency |
foreign currency |
foreign currency |
of foreign currency |
|
| 31.12.2024 | ||||
| In case of appreciation/depreciation of USD against TRY at 10% | ||||
| 1- USD net asset/liabilities | (344.131.790) | 344.131.790 | (344.131.790) | 344.131.790 |
| 2- Part of hedged (-) | ||||
| 3- USD net effect (1+2) | (344.131.790) | 344.131.790 | (344.131.790) | 344.131.790 |
| In case of appreciation/depreciation of EURO against TRY at 10% | ||||
| 4- EUR net asset/liabilities | (131.414.752) | 131.414.752 | (131.414.752) | 131.414.752 |
| 5- Part of hedged (-) | ||||
| 6- EUR USD net effect (4+5) | (131.414.752) | 131.414.752 | (131.414.752) | 131.414.752 |
| In case of appreciation/depreciation of other currency against TRY at 10%: | ||||
| 4- Other currency net asset/liabilities | ||||
| 5- Part of hedged (-) | ||||
| 6- Other currency net effect (4+5) | ||||
| TOTAL (3+6+9) | (475.546.542) | 475.546.542 | (475.546.542) | 475.546.542 |
As of 30 September 2025, based on the foreign currency position in the statement of financial position, if the Turkish Lira had appreciated/depreciated by 10% against foreign currencies and all other variables had remained constant, the net loss arising from foreign exchange gains/losses on foreign currency–denominated assets and liabilities for the period then ended would have been TRY 366.870.913 higher/lower for the USD and TRY 142.035.451 higher/lower for the EUR (31 December 2024: TRY 344.131.790 for the USD and TRY 131.414.752 for the EUR).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The Company's borrowing at fixed interest rates exposes the Company to interest rate risk. These risks are managed using natural methods that arise as a result of netting interest rate-dependent assets and liabilities. Interest rates of financial assets and liabilities are stated in the relevant notes. The distribution of the company's interest rate sensitive financial instruments is as follows:
| Book Value | ||
|---|---|---|
| 30.09.2025 | 31.12.2024 | |
| Fixed rate instruments | ||
| Financial assets | 15.998.794 | 25.091.771 |
| Financial liabilities | (5.088.589.694) | (4.883.016.533) |
| Variable rate instruments | ||
| Financial assets | ||
| Financial liabilities | (140.448.703) | (362.309.098) |
Fair value is defined as the price to be obtained from the sale of an asset or to be paid in the transfer of a debt in the usual transaction between market participants on the measurement date. Estimated fair values of financial instruments have been determined by the Group using available market information and appropriate valuation methods. However, estimates are required in the interpretation of market data to determine fair value. Accordingly, the estimates presented here may not show the amounts that the Group can obtain in a current market transaction.
The following methods and assumptions are used to estimate the fair value of financial instruments:
It is anticipated that the registered values of financial assets, which are shown at cost value including cash and cash equivalents, are equal to their fair values because they are short term.
It is foreseen that the registered values of trade receivables reflect the fair value together with the relevant impairment provisions.
The fair values of short-term bank loans and other monetary instruments are expected to be close to their recorded values due to their short-term nature.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices)
Level 3: Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs)
The hierarchy table of fair value measurements as of 30 September 2025 is as follows;
| 30.09.2025 | |||
|---|---|---|---|
| Fair Value of Financial Instruments | Level 1 |
Level 2 |
Level 3 |
| Financial assets available for sale | 13.894.043 | 2.104.751 | |
| Total | 13.894.043 | 2.104.751 | |
| 31.12.2024 | |||
| Fair Value of Financial Instruments | Level 1 |
Level 2 |
Level 3 |
| Financial assets available for sale | 17.534.156 | 7.557.616 | |
| Total | 17.534.156 | 7.557.616 |
During the period ending 30 September 2025, the Group did not make any transfers between the second level and the first level and to or from the third level.
None. (December 31, 2024: None.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025
(Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
| NON - MONETARY ITEMS |
30.09.2025 |
|---|---|
| A) Financial Position Statement Items | 451.691.712 |
| Inventories 1 | (90.407.405) |
| Prepaid Expenses (Short-Term)2 | (4.381.062) |
| Investments accounted for using the equity method | (5.397.147) |
| Right-of-use assets 3 |
88.633.214 |
| Tangible and Intangible Assets (3) | 1.856.703.078 |
| Paid-in capital | (584.495.462) |
| Re-measurement Gains (Losses) on Defined Benefit Plans | 4.012.615 |
| Gains (Losses) on Financial Assets Measured at Fair Value Through Other Comprehensive Income | (3.652.260) |
| Premiums/Discounts on Shares | (8.384.311) |
| Restricted Reserves Allocated from Profit | (815.259.272) |
| Profits/Losses from Previous Years | 14.319.724 |
| B) Items of The Income Statement | 21.096.835 |
| Revenue | (352.578.059) |
| Cost of Sales | 248.318.513 |
| Operating Expenses | 108.627.919 |
| Finance Income / Expenses | 16.728.462 |
| NET MONETARY POSİTİON GAİNS (LOSSES) (A+B) |
472.788.547 |
1) The effect of net monetary position gains/losses related to inventories includes part of the amount related to the cost of sales. Since the amount related to the cost of sales is not separated, it is presented together.
None.
None. (December 31, 2024: None.)
The details of the Company's cash and cash equivalents are as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| Cash | 59 | |
| Cash Banks | 290.397.639 | 75.361.256 |
| - Demand deposit |
167.673.605 | 66.209.231 |
| - Time deposit |
122.724.034 | 9.152.025 |
| Total | 290.397.698 | 75.361.256 |
There are no blockages on the group's bank deposits. (December 31, 2024: No restrictions are placed on bank deposits.) Explanations regarding the nature and level of risks in cash and cash equivalents are disclosed in Note 48.
2) The effect of net monetary position gains/losses related to prepaid expenses includes part of the amount related to general administrative expenses. Since the amount related to general administrative expenses is not separated, it is presented together.
3) The effect of net monetary position gains/losses related to property, plant, and equipment includes part of the amount related to general administrative expenses. Since the amount related to general administrative expenses is not separated, it is presented together.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2025 (Amounts are expressed in Turkish Lira ("TRY") at purchasing power as of 30 September 2025, unless otherwise stated.)
The maturity breakdown of cash and cash equivalents is as follows:
| 30.09.2025 | 31.12.2024 | |
|---|---|---|
| 1-90 days | 122.724.034 | 9.152.025 |
| Cash and cash equivalents | 122.724.034 | 9.152.025 |
The effects of the changes in accounting policies explained in Note 2 and the accumulated other comprehensive income/expenses that will not be reclassified as profit or loss shown in the accumulated profit/loss account and other comprehensive income are shown in the statement of changes in equity.
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