Quarterly Report • Nov 3, 2025
Quarterly Report
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(CONVENIENCE TRANSLATION OF THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ORIGINALLY ISSUED IN TURKISH)
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2025
| INDEX | PAGE |
|---|---|
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 1-3 |
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME |
4-5 |
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY | 6 |
| INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | 7-8 |
| NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | 9-51 |
| Not Reviewed | Audited | ||
|---|---|---|---|
| Current Period | Prior Period | ||
| September 30, | December 31, | ||
| Notes | 2025 | 2024 | |
| ASSETS | |||
| Current Assets | 35.106.934.197 | 28.402.514.852 | |
| Cash and cash equivalents | 4 | 13.925.574.069 | 7.967.703.716 |
| Financial investments | 13 | 2.072.133.870 | 2.603.917.817 |
| Trade receivables | 6 | 10.574.729.682 | 8.702.682.033 |
| Trade receivables from related parties | 5 | 476.503.739 | 671.085.810 |
| Trade receivables from third parties | 10.098.225.943 | 8.031.596.223 | |
| Other receivables | 7 | 263.813.871 | 228.591.258 |
| Other receivables from related parties | 5 | 168.532.752 | 132.083.017 |
| Other receivables from third parties | 95.281.119 | 96.508.241 | |
| Inventories | 8 | 7.868.492.725 | 8.041.609.707 |
| Prepaid expenses | 9 | 389.145.668 | 686.306.409 |
| Current tax assets | 19 | 557.799 | - |
| Other current assets | 12.486.513 | 171.703.912 | |
| Non-current Assets | 44.930.166.701 | 42.385.729.880 | |
| Other receivables | 7 | 7.270.644 | 8.013.237 |
| Other receivables from third parties | 7.270.644 | 8.013.237 | |
| Investment properties | 10 | 380.381.192 | 380.526.614 |
| Right of use assets | 1.024.767.096 | 1.072.769.579 | |
| Property, plant and equipment | 11 | 32.199.616.786 | 29.157.514.804 |
| Intangible assets | 7.050.665.717 | 6.985.598.253 | |
| Goodwill | 5.632.510.305 | 5.632.510.305 | |
| Other intangible assets | 12 | 1.418.155.412 | 1.353.087.948 |
| Prepaid expenses | 9 | 2.716.652.152 | 3.096.824.858 |
| Deferred tax assets | 19 | 1.549.515.594 | 1.682.583.890 |
| Other non-current assets | 1.297.520 | 1.898.645 | |
| TOTAL ASSETS | 80.037.100.898 | 70.788.244.732 |
| Not Reviewed | Audited | ||
|---|---|---|---|
| Current Period | Prior Period | ||
| September 30, | December 31, | ||
| Notes | 2025 | 2024 | |
| LIABILITIES AND EQUITY | |||
| Current Liabilities | 18.149.003.918 | 12.029.931.256 | |
| Short-term portion of long-term borrowings | 16 | 2.533.810.015 | 77.132.624 |
| Short-term lease liabilities | 16 | 110.670.037 | 62.241.291 |
| Trade payables | 6 | 6.928.334.037 | 7.609.872.883 |
| Trade payables to related parties | 5 | 647.285.786 | 680.468.378 |
| Trade payables to third parties | 6.281.048.251 | 6.929.404.505 | |
| Payables related to employee benefits | 17 | 271.958.952 | 232.700.467 |
| Other payables | 7 | 6.938.457.673 | 1.893.431.514 |
| Other payables to related parties | 5 | 5.610.005.876 | 1.700.566.572 |
| Other payables to third parties | 1.328.451.797 | 192.864.942 | |
| Contract liabilities Current tax liabilities |
9 19 |
220.028.655 146.471.188 |
326.700.846 616.906.553 |
| Short-term provisions | 996.750.362 | 1.208.983.446 | |
| Short-term provisions for employee benefits | 17 | 414.755.792 | 497.235.878 |
| Other short-term provisions | 14 | 581.994.570 | 711.747.568 |
| Other short-term liabilities | 2.522.999 | 1.961.632 | |
| Non-Current Liabilities | 2.871.234.199 | 1.535.330.659 | |
| Long-term borrowings | 16 | 1.173.587.452 | 21.205.596 |
| Long-term lease liabilities | 16 | 146.522.248 | 118.429.041 |
| Long-term provisions | 1.551.124.499 | 1.395.696.022 | |
| Long-term provisions for employee benefits | 17 | 1.187.707.418 | 1.046.401.611 |
| Other long-term provisions | 14 | 363.417.081 | 349.294.411 |
| TOTAL LIABILITIES | 21.020.238.117 | 13.565.261.915 |
| Not Reviewed | Audited | ||
|---|---|---|---|
| Current Period | Prior Period | ||
| September 30, | December 31, | ||
| Notes | 2025 | 2024 | |
| EQUITY | 59.016.862.781 | 57.222.982.817 | |
| Equity Attributable to Parent | |||
| Paid-in capital | 18 | 4.861.655.783 | 4.861.655.783 |
| Capital adjustment differences | 18 | 9.957.286.752 | 9.957.286.752 |
| Repurchased shares (-) | (50.698.027) | (50.698.027) | |
| Share premiums | 1.712.983 | 1.712.983 | |
| Other accumulated comprehensive income | |||
| (expenses) that will not be reclassified to profit or loss | (653.085.243) | (610.794.029) | |
| - Gains (losses) on remeasurement of defined benefit plans | (653.085.243) | (610.794.029) | |
| Other accumulated comprehensive income | |||
| (expenses) that will be reclassified to profit or loss | (155.424.069) | (376.937.366) | |
| - Foreign currency translation differences | (155.424.069) | (376.937.366) | |
| Restricted reserves appropriated from profit | 18 | 8.006.259.099 | 8.005.363.103 |
| Business combinations under common control | 594.724.839 | 594.724.839 | |
| Retained earnings | 29.172.182.825 | 25.850.627.449 | |
| Net profit for the period | 7.282.247.839 | 8.990.041.330 | |
| TOTAL LIABILITIES AND EQUITY | 80.037.100.898 | 70.788.244.732 |
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE INTERIM PERIOD JANUARY 1 – SEPTEMBER 30, 2025
| Not Reviewed | Not Reviewed | Not Reviewed | Not Reviewed | ||
|---|---|---|---|---|---|
| Current | Prior | Current | Prior | ||
| Period | Period | Period | Period | ||
| January 1 - | January 1 - | July 1 - | July 1 - | ||
| September 30, | September 30, | September 30, | September 30, | ||
| PROFIT OR LOSS | Notes | 2025 | 2024 | 2025 | 2024 |
| Revenue | 21 | 40.527.516.047 | 41.717.303.148 | 15.402.248.309 | 15.256.462.046 |
| Cost of sales (-) | 21 | (29.762.474.120) | (30.093.487.586) | (10.782.493.729) | (10.634.488.887) |
| GROSS PROFIT | 10.765.041.927 | 11.623.815.562 | 4.619.754.580 | 4.621.973.159 | |
| General administrative expenses (-) | 22 | (2.301.355.142) | (1.697.682.696) | (754.649.176) | (590.128.569) |
| Marketing expenses (-) | 22 | (269.618.757) | (279.436.609) | (77.786.077) | (98.147.065) |
| Research and development expenses (-) | 22 | (142.318.791) | (126.543.732) | (47.437.856) | (47.765.202) |
| Other income from operating activities | 24 | 966.091.278 | 1.416.414.504 | 268.181.795 | 288.250.250 |
| Other expenses from operating activities (-) | 24 | (647.575.587) | (568.361.136) | (140.157.798) | (128.469.410) |
| OPERATING PROFIT | 8.370.264.928 | 10.368.205.893 | 3.867.905.468 | 4.045.713.163 | |
| Income from investment activities | 25 | 1.180.024.083 | 415.424.768 | 390.527.511 | 187.615.195 |
| Expenses from investment activities (-) | 25 | (15.809.012) | (19.562.346) | 7.831.813 | (17.784.171) |
| OPERATING PROFIT BEFORE | |||||
| FINANCIAL INCOME (EXPENSE) | 9.534.479.999 | 10.764.068.315 | 4.266.264.792 | 4.215.544.187 | |
| Finance income | 26 | 2.728.373.734 | 2.538.319.487 | 968.200.390 | 955.466.462 |
| Finance expense (-) | 26 | (2.091.895.490) | (1.111.901.020) | (520.371.160) | (429.412.193) |
| Monetary loss / gain | (1.323.638.187) | (1.698.876.663) | (228.289.421) | (574.258.083) | |
| PROFIT BEFORE TAX FROM CONTINUING | |||||
| OPERATIONS | 8.847.320.056 | 10.491.610.119 | 4.485.804.601 | 4.167.340.373 | |
| Tax Expense | (1.565.072.217) | (3.384.594.241) | (1.091.768.693) | (1.384.210.396) | |
| Current tax expense | 19 | (1.417.906.850) | (2.208.789.832) | (920.384.363) | (1.028.201.855) |
| Deferred tax expense | 19 | (147.165.367) | (1.175.804.409) | (171.384.330) | (356.008.541) |
| NET PROFIT FOR THE PERIOD FROM | |||||
| CONTINUING OPERATIONS | 7.282.247.839 | 7.107.015.878 | 3.394.035.908 | 2.783.129.977 | |
| NET PROFIT FOR THE PERIOD | 7.282.247.839 | 7.107.015.878 | 3.394.035.908 | 2.783.129.977 | |
| Profit for the Period Attributable to | |||||
| Equity holders of the parent | 7.282.247.839 | 7.107.015.878 | 3.394.035.908 | 2.783.129.977 | |
| Non-controlling interests | - | - | - | - | |
| Earning Per Share Earning per share (Nominal value of TL 1) |
20 | 1,50 | 1,46 | 0,70 | 0,57 |
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE INTERIM PERIOD JANUARY 1 – SEPTEMBER 30, 2025
| Not Reviewed | Not Reviewed | Not Reviewed Not Reviewed | |||
|---|---|---|---|---|---|
| Current | Prior | Current | Prior | ||
| Period | Period | Period | Period | ||
| Notes | January 1 - | January 1 - | July 1 - | July 1 - | |
| September 30, | September 30, September 30, September 30, | ||||
| 2025 | 2024 | 2025 | 2024 | ||
| NET PROFIT FOR THE PERIOD | 7.282.247.839 | 7.107.015.878 | 3.394.035.908 2.783.129.977 | ||
| OTHER COMPREHENSIVE INCOME | |||||
| Items that will not be reclassified to profit or loss | (42.291.214) | 33.428.901 | - | - | |
| Gains / (losses) on remeasurement of defined benefit | |||||
| plans | 17 | (56.388.285) | 44.571.869 | - | - |
| Taxes related to other comprehensive income - | |||||
| deferred tax income / (expense) | 19 | 14.097.071 | (11.142.968) | - | - |
| Items that will be reclassified to profit or loss | 94.357.221 | (82.882.348) | 43.196.788 | (4.992.543) | |
| Foreign currency translation differences | 94.357.221 | (82.882.348) | 43.196.788 | (4.992.543) | |
| OTHER COMPREHENSIVE INCOME / | |||||
| (EXPENSE) | 52.066.007 | (49.453.447) | 43.196.788 | (4.992.543) | |
| TOTAL COMPREHENSIVE INCOME / | |||||
| (EXPENSE) | 7.334.313.846 | 7.057.562.431 | 3.437.232.696 2.778.137.434 | ||
| Total Comprehensive Income / (Expense) Attributable to Equity holders of the parent Non-controlling interests |
7.334.313.846 - |
7.057.562.431 - |
3.437.232.696 2.778.137.434 - |
- |
| Other comprehensive income / (expenses) not to be |
Other comprehensive income / (expenses) to be |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| reclassified under profit or |
reclassified under profit or |
||||||||||
| losses | losses | ||||||||||
| Capital | Restricted reserves |
Gains / (losses) on remeasurement |
Foreign currency |
Business combinations |
|||||||
| Paid-in share capital |
adjustment differences |
Repurchased shares (-) |
Share premiums |
appropriated from profit |
of defined benefit plans |
translation differences |
under common control |
Retained earnings |
Net profit for the period |
Total equity | |
| Balance at January 1, 2024 | 1.246.578.406 | 13.572.364.129 | (50.698.027) | 1.712.983 | 8.005.363.103 | (637.387.217) | (292.332.578) | 594.724.839 | 11.131.557.729 | 14.719.069.720 | 48.290.953.087 |
| Transfers Total comprehensive income/(expense) |
- - |
- - |
- - |
- - |
- - |
- 33.428.901 |
- (82.882.348) |
- - |
14.719.069.720 - |
(14.719.069.720) 7.107.015.878 |
- 7.057.562.431 |
| Net profit for the period Other comprehensive income (expense) |
- - |
- - |
- - |
- - |
- - |
- 33.428.901 |
- (82.882.348) |
- - |
- - |
7.107.015.878 - |
7.107.015.878 (49.453.447) |
| Balance at September 30, 2024 |
1.246.578.406 | 13.572.364.129 | (50.698.027) | 1.712.983 | 8.005.363.103 | (603.958.316) | (375.214.926) | 594.724.839 | 25.850.627.449 | 7.107.015.878 | 55.348.515.518 |
| Balance at January 1, 2025 | 4.861.655.783 | 9.957.286.752 | (50.698.027) | 1.712.983 | 8.005.363.103 | (610.794.029) | (376.937.366) | 594.724.839 | 25.850.627.449 | 8.990.041.330 | 57.222.982.817 |
| Transfers Dividend payment Total comprehensive income/(expense) |
- - - |
- - - |
- - - |
- - - |
895.996 - - |
- - (42.291.214) |
127.156.076 - 94.357.221 |
- - - |
8.861.989.258 (5.540.433.882) - |
(8.990.041.330) - 7.282.247.839 |
- (5.540.433.882) 7.334.313.846 |
| Net profit for the period Other comprehensive income (expense) |
- - |
- - |
- - |
- - |
- - |
- (42.291.214) |
- 94.357.221 |
- - |
- - |
7.282.247.839 - |
7.282.247.839 52.066.007 |
| Balance at September 30, 2025 |
4.861.655.783 | 9.957.286.752 | (50.698.027) | 1.712.983 | 8.006.259.099 | (653.085.243) | (155.424.069) | 594.724.839 | 29.172.182.825 | 7.282.247.839 | 59.016.862.781 |
| Not Reviewed | Not Reviewed | ||
|---|---|---|---|
| Current Period | Prior Period | ||
| Notes | January 1 – September 30, 2025 |
January 1– September 30, 2024 |
|
| A. CASH FLOWS FROM OPERATING ACTIVITIES | 5.503.513.158 | 5.170.508.415 | |
| Net Profit for the Period From Continuing Operations | 7.282.247.839 | 7.107.015.878 | |
| Adjustments Related to Reconciliation of Net Profit for the Period | 2.489.208.335 | 4.040.444.546 | |
| - Adjustments Related to Depreciation and Amortization Expenses | 23 | 2.491.220.046 | 2.455.663.909 |
| - Adjustments Related to Doubtful Receivables | 24 | 3.651.186 | 487.903 |
| - Adjustments Related to Provisions | 890.191.954 | 320.210.705 | |
| - Adjustments Related to Employee Benefits | 17 | 654.636.810 | 68.388.481 |
| - Adjustments Related to Provisions (Reversal of) for Legal Cases | 14 | 19.222.510 | 33.569.140 |
| - Adjustments Related to Other Provisions (Reversals) | 14 | 216.332.634 | 218.253.084 |
| - Adjustments Related to Interest (Income) and Expenses | (2.406.034.350) | (2.127.645.735) | |
| - Adjustments Related to Interest Income | 24, 25, 26 | (2.672.939.100) | (2.478.283.326) |
| - Adjustments Related to Interest Expense | 24, 26 | 266.904.750 | 350.637.591 |
| - Adjustments Related to Fair Value Losses (Gains) | (445.707.195) | (155.255.411) | |
| - Adjustments Related to Fair Value (Gains) /Losses of Financial Assets | 25 | (445.707.195) | (155.255.411) |
| -Adjustments Related to Dividend Income | 25 | (3.272.863) | (4.519.954) |
| - Adjustments Related to Gain on Sale of Fixed Assets | 25 | (13.314.359) | 132.359 |
| - Adjustments Related to Unrealized Foreign Currency Translation Differences | 732.763.696 | 70.751.489 | |
| - Adjustments Related to Tax (Income) / Expense | 19 | 1.565.072.217 | 3.384.594.241 |
| - Adjustments Related to Monetary (Gains) / Losses | (325.361.997) | 96.025.040 | |
| Changes in Working Capital | (2.090.699.257) | (4.568.123.142) | |
| - Adjustments Related to Increase in Trade Receivables | (2.123.141.990) | (1.596.401.740) | |
| - Decrease (Increase) in Trade Receivables from Related Parties | 5 | 194.582.071 | (308.414.118) |
| - Decrease (Increase) in Trade Receivables from Third Parties | (2.317.724.061) | (1.287.987.622) | |
| - Adjustments Related to Decrease (Increase) in Other Receivables Related to Operations | (34.411.509) | (94.126.605) | |
| - Decrease (Increase) in Other Receivables Related to Operations | |||
| from Related Parties | 5 | (36.449.735) | (43.733.831) |
| - Decrease (Increase) in Other Receivables Related to Operations | |||
| from Third Parties | 2.038.226 | (50.392.774) | |
| - Adjustments Related to Decrease (Increase) in Inventories | 8 | 173.116.982 | (776.824.449) |
| - Adjustments Related to Increase (Decrease) in Other Assets and Liabilities Related to | |||
| Activities | 160.379.892 | (12.115.226) | |
| - Increase in Financial Investments | - | (1.677.805.315) | |
| - Decrease (Increase) in Prepaid Expenses | 302.263.990 | 5.524.471 | |
| - Adjustments Related to Increase in Trade Payables | (584.102.390) | (525.634.518) | |
| - Increase (Decrease) in Trade Payables to Related Parties | 5 | (33.182.592) | (559.547.421) |
| - Increase (Decrease) in Trade Payables to Third Parties | (550.919.798) | 33.912.903 | |
| - Increase in Payables Related to Employee Benefits | 17 | 39.258.485 | 67.080.876 |
| - Adjustments Related to Increase / (Decrease) in Other Operating Payables | 82.609.474 | 58.307.194 | |
| - Increase (Decrease) in Other Operating Payables to Related Parties | (83.077.052) | - | |
| - Increase (Decrease) in Other Operating Payables to Third Parties | 0 | 165.686.526 | 58.307.194 |
| - Increase / (Decrease) in Contract Liabilities | 9 | (106.672.191) | (16.127.830) |
| Cash Flows from Operations | 7.680.756.917 | 6.579.337.282 | |
| - Payments Related to Provision for Employee Benefits | (505.378.328) | (474.475.993) | |
| - Tax Payments | 17 | (1.565.261.446) | (884.889.836) |
| - Interest Received | 1. | 147.982.115 | 115.592.245 |
| - Payments for Provisions | 14 | (254.586.100) | (165.055.283) |
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE INTERIM PERIOD JANUARY 1 – SEPTEMBER 30, 2025
| Not Reviewed | Not Reviewed | ||
|---|---|---|---|
| Current Period | Prior Period | ||
| January 1 – | January 1– | ||
| September 30, | September 30, | ||
| Notes | 2025 | 2024 | |
| B. CASH FLOWS FROM INVESTING ACTIVITIES | (3.138.363.945) | (6.874.671.599) | |
| - Cash Inflows from Sale of Property, Plant and Equipment | 14.458.819 | 8.141.502 | |
| - Cash Outflows from Purchase of Property, Plant and Equipment | (4.827.192.836) | (4.309.439.770) | |
| - Increase in Financial Investments | 799.692.111 | (2.671.997.140) | |
| - Interest Received | 693.606.067 | 94.103.855 | |
| - Cash Inflows Obtained from the Sale of Fund Shares or Debt Instruments | 177.799.031 | - | |
| -Dividend Income | 25 | 3.272.863 | 4.519.954 |
| C. CASH FLOWS FROM FINANCING ACTIVITIES | 4.846.281.053 | 563.128.781 | |
| - Cash Inflows From Borrowing | 3.343.250.998 | 1.691.010.965 | |
| - Cash Inflows from Loans | 3.343.250.998 | 1.691.010.965 | |
| - Cash Outflows Related to Debt Payments | (50.790.622) | (2.879.388.488) | |
| - Cash Outflows Related to Loan Repayments | (50.790.622) | (2.879.388.488) | |
| - Interest Paid | (104.383.381) | (79.486.955) | |
| - Interest Received | 1.756.634.029 | 2.155.260.973 | |
| - Cash Outflows from Loan Payments Arising from Lease Agreements | (98.429.971) | (314.865.009) | |
| - Increase (Decrease) in Other Payables to Related Parties Related to Operations | - | (9.402.705) | |
| D. NET INCREASE IN CASH AND CASH EQUIVALENTS | |||
| BEFORE THE EFFECT OF FOREIGN CURRENCY TRANSLATION | |||
| DIFFERENCES ON CASH AND CASH EQUIVALENTS | 7.211.430.266 | (1.141.034.403) | |
| Effect of Foreign Currency Translation Differences on Cash and Cash Equivalents | 608.294.307 | 224.715.796 | |
| Monetary gain loss effect on cash and cash equivalents | (1.928.325.201) | (2.437.688.070) | |
| E. NET INCREASE IN CASH AND CASH EQUIVALENTS | 5.891.399.372 | (3.354.006.677) | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | 4 | 7.807.449.260 | 9.382.841.081 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 4 | 13.698.848.632 | 6.028.834.404 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Mardin Çimento Sanayii ve Ticaret A.Ş. ("Mardin Çimento"), was established on June 2, 1969 under the leadership of Türkiye Çimento Sanayii Türk Anonim Şirketi. The assembly of the factory was completed in 1975 and production started in September 1975.
OYAK Çimento A.Ş. ("OYAK Çimento"), which was established on November 25, 2015 as a 100% subsidiary of the Ordu Yardımlaşma Kurumu ("OYAK") took over the shares of Mardin Çimento owned by OYAK on December 3, 2015 and OYAK Çimento became the main shareholder of the Company. On November 26, 2018, OYAK transferred 40% of its 100% owned OYAK Cement shares to TCC Group Holdings ("TCC").
Founded in 1946 and restructured as a joint-stock company in 1951, TCC operates in the fields of cement and ready-mix concrete production, renewable energy, energy storage, high-efficiency battery manufacturing, and carbon black production. TCC's shares have been listed on the Taiwan Stock Exchange since February 1962.
OYAK is an institution that is financially and administratively autonomous, which has a legal personality, subject to private law provisions, and was established on March 1, 1961 with the law numbered 205. OYAK, the "solidarity and pension fund" of TAF members, provides various services and benefits to its members. OYAK has more than 50 direct and indirect subsidiaries operating in the industry, finance and service sectors.
Due to the purposes of providing more effective management, creating a strong financial, administrative and legal structure in the operating sector and strengthening the production and distribution activities; merger process has been started for Aslan Çimento A.Ş. ("Aslan Çimento"), Adana Çimento Sanayii Türk A.Ş. ("Adana Çimento"), Bolu Çimento Sanayii A.Ş. ("Bolu Çimento") and Ünye Çimento Sanayi ve Ticaret A.Ş. ("Ünye Çimento") following the application to Capital Market Boards in accordance with the board of directors decisions dated December 30, 2019. As of February 20, 2020, the merger application is approved and published in Capital Markets Board bulletin. The general assembly regarding the merger was held on March 27, 2020 and the merger was approved by the shareholders. The process of retirement right within the scope of merger started on April 6, 2020 and ended on May 5, 2020. With the registration of the General Assembly Resolutions for the merger on May 14, 2020, the legal process for the merger was completed. Following the merger, the title of Mardin Çimento was changed to OYAK Çimento Fabrikaları A.Ş. ("The Company") on May 21, 2020.
As of December 31, 2020, OYAK Beton San. ve Tic. A.S. ("OYAK Beton") one of the subsidiaries of the Company, merged within OYAK Çimento Fabrikaları A.Ş. together with all its assets and passives.
On June 13, 2023, the Company's parent's title was changed from OYAK Çimento A.Ş. to OYAK Denizli Çimento A.Ş. Subsequently, Denizli Çimento Sanayii Türk A.Ş. one of the subsidiaries of the parent, was merged and registered within the parent as of June 19, 2023, by applying the "facilitated merger" method, together with all its assets and liabilities.
By evaluating the synergy that will be created by the economic and operational advantages of the merger, the opportunities that will be created by the size of the Company that will emerge after the merger, and the benefits it will provide to all shareholders, an application was made to the Capital Markets Board pursuant to the Board of Directors' Decision dated September 11, 2023, for the Company's merger with OYAK Denizli Çimento A.Ş., its main shareholder, under the roof of the Company by taking over it as a whole together with its assets and liabilities, and the application was approved on November 22, 2023. At the Extraordinary General Assembly meeting dated December 25, 2023 regarding the merger, the Company "took over" OYAK Denizli Çimento Anonim Şirketi as a whole with all its assets and liabilities, and the merger within the Company was accepted by the shareholders. The merger transaction has been registered on December 28, 2023.
As a result of the merger, Cimpor Global Holdings B.V., which was the 100% shareholder of the former OYAK Denizli Çimento A.Ş. ("CGH") became the parent of OYAK Çimento Fabrikaları A.Ş. with a share of 75.81%.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Before the merger transaction dated December 28, 2023, a preliminary memorandum of understanding was signed between OYAK and TCC on November 27, 2023 for the conduct of negotiations regarding the transfer of 20% of the shares of OYAK Denizli Çimento A.Ş., the main shareholder of the Company, to TCC. In December 10, 2023, binding contracts were signed and the process for the permits required to be obtained from official institutions and organizations was initiated. Following the signing of the binding contract, the process for the permissions required to be obtained from official institutions and organizations for the share transfer transaction, including but not limited to the permission of the Turkish Competition Board, has started and the necessary applications have been made. The Turkish Competition Board's permission, which is one of the necessary permissions for the share transfer transaction in question, was granted in accordance with the Board's decision dated January 18, 2024 and numbered E-70922894-120.01.06.81707, and thus the Turkish competition permit requirement within the scope of the binding contracts signed was fulfilled.
Prior to the share transfer transaction, Cimpor Global Holdings B.V. owned 75.81% of the capital of OYAK Çimento Fabrikaları A.Ş., while 75.81% of OYAK Çimento Fabrikaları A.Ş.'s shares were transferred to TCC OYAK Amsterdam Holdings B.V. as of March 6, 2024. With this transfer transaction, the ultimate parent company has become TCC, and the parent company has become TCC OYAK Amsterdam Holdings B.V. The Mandatory Share Offer obligation arising within the scope of the share transfer transaction announced to the public on March 6, 2024 was fulfilled by TCC OYAK Amsterdam Holdings B.V. between July 16, 2024 and July 29, 2024. With this transaction, TCC OYAK Amsterdam Holdings B.V.'s share in the Company's capital increased from 75.81% to 80.05%.
In addition to this, it has been decided to amend the articles of association of one of the company's subsidiaries, OYAK Çimento Enerji A.Ş., resulting in a change to its name and purpose. The title of OYAK Çimento Enerji A.Ş. has been changed to "T1C3 Teknoloji ve Yazılım Geliştirme A.Ş." The company's headquarters has been moved to Istanbul and has been amended as an R&D company. The relevant decision was registered in the Trade Registry Gazette on October 24, 2024.
The titles of two of the Company's subsidiaries were changed in July 2025. On July 18, 2025, Adana Çimento Sanayi ve Ticaret Ltd. was renamed "Northern Cyprus Cimpor Sanayi Ltd", and on July 21, 2025, Adana Çimento Free Port Ltd. was renamed "Northern Cyprus Cimpor Free Port Trading Ltd".
The number of employees of the Company as of September 30, 2025 is 3.274 (December 31, 2024: 3.083).
The Group's shares are traded on Borsa Istanbul ("BIST").
The registered address of the Company is Çukurambar Mahallesi 1480. Sokak, No: 2 A/56, Çankaya, Ankara.
The details of the Company's subsidiaries are as follows:
| September 30, | December 31, | |||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Operation | Shareholding | Shareholding | ||
| Subsidiaries | place | Main operation | rate (%) | rate (%) |
| Northern Cyprus Cimpor San. Ltd. | Cyprus | Sales of cement, clinker and ready mixed concrete | 100,00 | 100,00 |
| Northern Cyprus Cimpor Free Port Trading Ltd. | Cyprus | Sales of cement, clinker and ready mixed concrete | 100,00 | 100,00 |
| Cimpor Romania Terminal SRL | Romania | Sales of cement | 100,00 | 100,00 |
| Marmara Madencilik San. Tic. Ltd. Şti. | Türkiye | Mining | 98,90 | 98,90 |
| T1C3 Teknoloji ve Yazılım Geliştirme A.Ş. | Türkiye | Information technology | 100,00 | 100,00 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The consolidated financial statements have been approved by the Board of Directors and authorized for publication on November 3, 2025. The Ordinary General Assembly has the authority to change the consolidated financial statements.
The Group's subsidiaries incorporated in Turkey maintain their legal books of account and prepare their statutory financial statements in accordance with accounting principles issued by the Turkish Commercial Code ("TCC") and tax legislation.
The accompanying consolidated financial statements are prepared in accordance with the requirements of Capital Markets Board ("CMB") Communique Serial II, No: 14.1 "Basis of Financial Reporting in Capital Markets", which was published in the Official Gazette No:28676 on June 13, 2013. The accompanying consolidated financial statements are prepared based on the Turkish Financial Reporting Standards and interpretations ("TFRS") that have been put into effect by the Public Oversight Accounting and Auditing Standards Authority ("POA") under Article 5 of the Communique.
In addition, the consolidated financial statements are presented in accordance with the formats specified in the "Announcement on TFRS Taxonomy" published by the POA on July 3, 2024, and the Financial Statement Samples and User Guide published by the CMB.
Interim condensed consolidated financial statements are prepared on the basis of historical cost, except for the financial investments measured at fair value. In determining the historical cost, the fair value of the amount paid for the assets is generally taken as basis.
The financial statements of each entity of the Group are expressed in Turkish Lira, which is valid in the main economic environment in which they operate and is the functional currency of the Group and the presentation currency for consolidated financial statements.
Although the functional currency for Cimpor Romania Terminal SRL, one of the Group's subsidiaries, is the Romanian Leu ("RON") is based on the Group's functional currency. It was converted into TL, which is the presentation currency for consolidated financial statements, and included in the consolidated financial statements.
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| RON / TL year end | 9,5410 | 7,3429 |
| RON / TL average | 8,5429 | 7,0941 |
With the announcements made by the Public Oversight Accounting and Auditing Standards Authority (POA) on November 23, 2023, entities applying TFRSs have started to apply inflation accounting in accordance with TAS 29 Financial Reporting in Hyperinflation Economies as of financial statements for the annual reporting period ending on or after December 31, 2023. TAS 29 is applied to the financial statements, including the consolidated financial statements, of any entity whose functional currency is the currency of a hyperinflationary economy.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Adjustment of consolidated financial reporting in hyperinflationary economy (cont'd)
According to the standard, financial statements prepared using the currency of a hyperinflationary economy are presented in terms of the purchasing power of that currency at the balance sheet date. Prior period financial statements are also presented in terms of the current measurement unit at the end of the reporting period for comparative purposes. The Group has therefore presented its consolidated financial statements as of December 31, 2024 and September 30, 2024, on the purchasing power basis as of September 30, 2025.
According to the decision numbered 81/1820 dated December 28, 2023, by the Capital Markets Board (CMB), issuers and capital market institutions subject to the Turkish Accounting/Financial Reporting Standards are required to apply the provisions of TAS 29 starting from the annual financial reports for the accounting periods ending as of December 31, 2023, in order to implement inflation accounting.
The adjustments made in accordance with TAS 29 were made using the adjustment coefficient obtained from the Consumer Price Index (CPI) of Turkey published by the Turkish Statistical Institute (TÜİK). As of September 30, 2025, the indices and adjustment coefficients used in the adjustment of the consolidated financial statements are as follows:
| Date | Index | Index (%) | Conversion factor |
|---|---|---|---|
| September 30, 2025 | 3367,22 | 33,29 | 1,00000 |
| December 31, 2024 | 2684,55 | 44,38 | 1,25430 |
| September 30, 2024 | 2526,16 | 49,38 | 1,33294 |
The main components of the Group's adjustments for financial reporting in hyperinflationary economies are as follows:
It was decided to distribute dividends amounting to nominal TL 5.540.433.882 (TL 4.861.655.783 based on the purchasing power on the date distribution decision was made) from the profits of 2024 as a result of the Ordinary General Assembly held as of March 28, 2025.
The interim condensed consolidated financial statements have been prepared on a going concern basis, assuming that the Group will benefit from its assets and fulfill its liabilities in the next year and in the natural course of its activities.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Effective partnership interests and voting rights are disclosed in Note 1.
The interim condensed consolidated financial statements include the financial statements of businesses controlled by the Company and its subsidiaries. Control is ensured by the Company meeting the following conditions:
If a situation or event occurs that may cause a change in at least one of the criteria listed above, the Company reevaluates whether it has control over its investment.
In cases where the Company does not have a majority voting right over the invested company/asset, it has control over the invested company/asset, provided that it has sufficient voting rights to direct/manage the activities of the relevant investment on its own.
The Company takes into account all relevant events and conditions in assessing whether a majority vote in the relevant investment is sufficient to provide control power, including the following factors:
Including a subsidiary within the scope of consolidation begins when the Company has control over the subsidiary and ends when it loses control. Income and expenses of subsidiaries acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date of acquisition until the date of disposal.
Each item of profit or loss and other comprehensive income belongs to the shareholders of the parent company and non-controlling interests. The total comprehensive income of the subsidiaries is transferred to the parent company shareholders and the non-controlling interests, even if the non-controlling interests result in a reverse balance. If necessary, adjustments have been made to the accounting policies in the financial statements of subsidiaries to ensure that they are the same as the accounting policies followed by the Group. All in-group assets and liabilities, equity, income and expenses and cash flows relating to transactions between Group companies are eliminated on consolidation.
Changes in the Group's capital interest in its subsidiaries that do not result in a loss of control are accounted for as equity transactions. The book values of the Group's share and non-controlling interests are adjusted to reflect changes in subsidiary shares. The difference between the amount by which non-controlling interests are adjusted and the fair value of the consideration received or paid is directly recognized as the Group's share in equity.
In case the Group loses control over a subsidiary, profit/loss after sale is calculated as the difference between (the sum of the sales price received and the fair values of the remaining share) and the previous book values of the assets (including goodwill) and liabilities of the subsidiary and the non-controlling interests. Amounts previously recognized and collected in equity regarding the subsidiary within other comprehensive income are recorded according to the accounting method to be used on the assumption that the Company has sold the relevant assets (for example, in accordance with the relevant TFRS standards, transferring them to profit/loss or transferring them directly to retained earnings).
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Changes in the capital share of the Group's existing subsidiary (cont'd)
The fair value of the investment remaining after the sale of the subsidiary at the date of loss of control is used as fair value in the initial accounting determined the cost price is used within the scope of TFRS 9 "Financial Instruments: Recognition and Measurement Standard" or, where applicable, of the investment in an associate or a jointly controlled entity.
Significant changes in accounting policies are applied retrospectively and previous period financial statements are restated. The Group has not made any changes in its accounting policies during the current year.
If changes in accounting estimates are related to only one period, they are applied prospectively in the current period in which the change is made; if they are related to future periods, they are applied prospectively both in the period in which the change is made and in future periods. There has been no significant change in the Group's accounting estimates during the current year.
Identified material accounting errors are corrected retrospectively and previous period financial statements are rearranged. There is no material error detected by the Group in the current year.
The accounting policies adopted in preparation of the interim condensed consolidated financial statements as of September 30, 2025 are consistent with those of the previous financial year, except for the adoption of new and amended TFRS and TFRS interpretations effective as of January 1, 2025 summarized below.
- Amendments to TAS 21 - Lack of exchangeability
The amendments did not have a significant impact on the financial position or performance of the Group.
Standards, interpretations and amendments to existing standards that are issued but not yet effective up to the date of issuance of the consolidated financial statements are as follows. The Group will make the necessary changes if not indicated otherwise, which will be affecting the consolidated financial statements and disclosures, when the new standards and interpretations become effective.
- Amendments to TFRS 10 and TAS 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
The Group will wait until the final amendment to assess the impacts of the changes.
The standard is not applicable for the Group.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The Group is in the process of assessing the impact of the standard on financial position or performance of the Group.
The standard is not applicable for the Group.
The interim condensed consolidated financial statements for the nine months period ended September 30, 2025 have been prepared in accordance with TAS 34. The accounting policies used in the preparation of these condensed interim consolidated financial statements for the nine months period ended September 30, 2025, are consistent with those used in the preparation of annual consolidated financial statements for the year ended December 31, 2024. Accordingly, these condensed interim consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2024.
As explained in Note 1 there has been no change in total ownership interests and effective interests of the subsidiaries, included in the scope of consolidation as of September 30, 2025, from the interests reported as of December 31, 2024.
The current period interim condensed consolidated financial statements of the Group include comparative financial information to enable the determination of the trends in financial position and performance.
Comparative information is reclassified or restated when deemed necessary or required by a standard to ensure compliance with the presentation of the current period financial statements. Thus, comparative information provides a more accurate representation of events or transactions.
In order to ensure consistency with the current period presentation in the consolidated financial statements of the prior period, the following classifications have been made.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The business activities of the Group are managed and organized depending on the content of the services and products it provides. Group makes its segment reporting in accordance with TFRS 8. Information on the business areas of the Group includes information on the earnings and profit of the Group obtained from cement and ready-mixed concrete activities as of September 30, 2025 and September 30, 2024.
| January 1 – September 30, 2025 |
Ready-mixed Concrete | Cement | Total |
|---|---|---|---|
| PROFIT OR LOSS | |||
| Revenue | 15.017.359.064 | 25.510.156.983 | 40.527.516.047 |
| Cost of Sales (-) | (14.424.092.869) | (15.338.381.251) | (29.762.474.120) |
| GROSS PROFIT | 593.266.195 | 10.171.775.732 | 10.765.041.927 |
| General Administrative Expenses (-) | (213.348.167) | (2.088.006.975) | (2.301.355.142) |
| Marketing Expenses (-) | (56.063.309) | (213.555.448) | (269.618.757) |
| Research and Development Expenses (-) | (133.655.341) | (8.663.450) | (142.318.791) |
| Other Income from Operating Activities | 81.006.111 | 885.085.167 | 966.091.278 |
| Other Expenses from Operating Activities (-) | (19.185.222) | (628.390.365) | (647.575.587) |
| PROFIT (LOSS) FROM OPERATING ACTIVITIES | 252.020.267 | 8.118.244.661 | 8.370.264.928 |
| January 1 – September 30, 2024 |
Ready-mixed Concrete | Cement | Total |
| PROFIT OR LOSS | |||
| Revenue | 13.735.014.283 | 27.982.288.865 | 41.717.303.148 |
| Cost of Sales (-) | (12.807.361.865) | (17.286.125.721) | (30.093.487.586) |
| GROSS PROFIT | 927.652.418 | 10.696.163.144 | 11.623.815.562 |
| General Administrative Expenses (-) | (164.531.209) | (1.533.151.487) | (1.697.682.696) |
| Marketing Expenses (-) | (61.776.595) | (217.660.014) | (279.436.609) |
| Research and Development Expenses (-) | (118.816.919) | (7.726.813) | (126.543.732) |
| Other Income from Operating Activities | 149.923.622 | 1.266.490.882 | 1.416.414.504 |
| Other Expenses from Operating Activities (-) | (51.727.291) | (516.633.845) | (568.361.136) |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| July 1 – September 30, 2025 |
Ready-mixed Concrete | Cement | Total |
|---|---|---|---|
| PROFIT OR LOSS | |||
| Revenue | 5.412.530.492 | 9.989.717.817 | 15.402.248.309 |
| Cost of Sales (-) | (5.212.377.970) | (5.570.115.759) | (10.782.493.729) |
| GROSS PROFIT | 200.152.522 | 4.419.602.058 | 4.619.754.580 |
| General Administrative Expenses (-) | (52.051.751) | (702.597.425) | (754.649.176) |
| Marketing Expenses (-) | (16.581.414) | (61.204.663) | (77.786.077) |
| Research and Development Expenses (-) | (45.358.112) | (2.079.744) | (47.437.856) |
| Other Income from Operating Activities | 13.255.983 | 254.925.812 | 268.181.795 |
| Other Expenses from Operating Activities (-) | (8.987.318) | (131.170.480) | (140.157.798) |
| PROFIT (LOSS) FROM OPERATING ACTIVITIES | 90.429.910 | 3.777.475.558 | 3.867.905.468 |
| July 1 – September 30, 2024 |
Ready-mixed Concrete | Cement | Total |
| PROFIT OR LOSS | |||
| Revenue | 5.025.839.722 | 10.230.622.324 | 15.256.462.046 |
| Cost of Sales (-) | (4.722.209.866) | (5.912.279.021) | (10.634.488.887) |
| GROSS PROFIT | 303.629.856 | 4.318.343.303 | 4.621.973.159 |
| General Administrative Expenses (-) | (47.823.407) | (542.305.162) | (590.128.569) |
| Marketing Expenses (-) | (18.854.964) | (79.292.101) | (98.147.065) |
| Research and Development Expenses (-) | (44.615.395) | (3.149.807) | (47.765.202) |
| Other Income from Operating Activities | 51.467.954 | 236.782.296 | 288.250.250 |
| Other Expenses from Operating Activities (-) | (7.880.213) | (120.589.197) | (128.469.410) |
| PROFIT (LOSS) FROM OPERATING ACTIVITIES | 235.923.831 | 3.809.789.332 | 4.045.713.163 |
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| September 30, 2025 |
Ready-mixed Concrete | Cement | Undistributed | Total |
|---|---|---|---|---|
| Assets and liabilities | ||||
| Inventories | 397.881.245 | 7.470.611.480 | - | 7.868.492.725 |
| Property, plant and equipment | 3.854.583.578 | 28.345.033.208 | - | 32.199.616.786 |
| Intangible assets | 14.338.792 | 7.036.326.925 | - | 7.050.665.717 |
| Undistributed assets | - | - | 32.918.325.670 | 32.918.325.670 |
| Total assets | 4.266.803.615 | 42.851.971.613 | 32.918.325.670 | 80.037.100.898 |
| Undistributed liabilities | - | - | 21.020.238.117 | 21.020.238.117 |
| Total liabilities | - | - | 21.020.238.117 | 21.020.238.117 |
| December 31, 2024 | Ready-mixed Concrete | Cement | Undistributed | Total |
| Assets and liabilities | ||||
| Inventories | 406.167.702 | 7.635.442.005 | - | 8.041.609.707 |
| Property, plant and equipment | 3.861.319.427 | 25.296.195.377 | - | 29.157.514.804 |
| Intangible assets | 15.050.206 | 6.970.548.047 | - | 6.985.598.253 |
| Undistributed assets | - | - | 26.603.521.968 | 26.603.521.968 |
| Total assets | 4.282.537.335 | 39.902.185.429 | 26.603.521.968 | 70.788.244.732 |
| Undistributed liabilities | - | - | 13.565.261.914 | 13.565.261.914 |
Total liabilities - - 13.565.261.914 13.565.261.914
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| September 30, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Bank | 13.598.896.894 | 7.899.422.347 |
| Demand deposits | 63.119.599 | 73.869.087 |
| Time deposits with a maturity of less than three months | 13.535.777.295 | 7.825.553.260 |
| Other cash and cash equivalents (*) | 326.677.175 | 68.281.369 |
| Cash and cash equivalents on the financial statement | 13.925.574.069 | 7.967.703.716 |
| Less : Interest accruals | (226.725.437) | (160.254.456) |
| Cash and cash equivalents in the statement of cash flows | 13.698.848.632 | 7.807.449.260 |
(*) The entire amount consists of receivables related to sales made by credit card.
Detailed information on time deposits as of September 30, 2025 and December 31, 2024 is as follows:
| Currency | Maturity | Foreign currency amount |
Gross interest rate (%) |
September 30, 2025 |
|---|---|---|---|---|
| TL | October 2025 | 10.052.286.597 | 30,00%-45,50% | 10.052.286.597 |
| USD | October 2025 | 29.778.350 | 1,50%-3,90% | 1.236.004.033 |
| EURO | October 2025 | 41.541.821 | 0,01%-2,60% | 2.025.213.603 |
| RON | October 2025 | 23.296.621 | 4,78%-6,60% | 222.273.062 |
| 13.535.777.295 | ||||
| Foreign | Gross interest | December 31, | ||
| Currency | Maturity | currency amount | rate (%) | 2024 |
| TL | February 2025 | 6.934.892.690 | 40,00%-50,25% | 6.934.892.690 |
| USD | January 2025 | 15.315.383 | 2,50%-3,50% | 677.737.550 |
| EURO | January 2025 | 2.062.816 | 1,50% | 95.050.878 |
Key management personnel consists of members of the Board of Directors, vice presidents, general manager and directors. The salaries and similar benefits provided to key management personnel for their services are as follows:
7.825.553.260
| January 1 - | January 1 - | |
|---|---|---|
| September 30, 2025 | September 30, 2024 | |
| Salaries and other short-term benefits | 419.899.676 | 119.035.053 |
| 419.899.676 | 119.035.053 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| September 30, 2025 | |||||
|---|---|---|---|---|---|
| Receivables | Payables | ||||
| Short-term | Short-term | ||||
| Balances with related parties | Trade | Other | Trade | Other | |
| Cimpor Côte d'Ivoire SARL | 145.521.291 | 68.742.585 | - | - | |
| Cimpor Cameroun SA | 117.484.755 | 61.526.268 | - | - | |
| OYAK İnşaat A.Ş. | 94.324.053 | - | - | - | |
| İskenderun Demir ve Çelik A.Ş. | 49.340.490 | - | - | - | |
| Cimpor - Industria de Cimentos SA | 38.628.289 | - | - | - | |
| Cimpor France SAS | 19.308.227 | - | - | - | |
| Cimpor UK Limited | 3.101.317 | - | - | - | |
| Cimpor Ghana | 2.598.112 | 11.671.536 | - | - | |
| Betao Liz, S.A. | 2.115.167 | - | - | - | |
| Cimpor Cabo Verde S.A. | 1.574.274 | - | - | - | |
| Cimpor Global Holdings BV | 1.421.915 | 18.279 | - | 1.660.078.842 | |
| Cimentaçor - Cimentos dos Açores Lda | 517.341 | - | - | - | |
| Cimpor Portugal Holdings SGPS S.A. | 290.780 | - | - | 57.141.630 | |
| Cimpor Energy | 151.169 | - | - | - | |
| TCC OYAK Amsterdam Holding BV (*) | 80.790 | - | - | 3.891.795.734 | |
| OYAK Selülöz ve Kağıt Fabrikaları A.Ş. | 29.012 | - | - | - | |
| Agrepor Agregados | 15.681 | - | - | - | |
| Erdemir Çelik Servis Merkezi San. Tic. A.Ş. | 1.076 | - | - | - | |
| Cimpor-Serviços S.A. | - | 26.233.069 | 128.228.309 | - | |
| Cimpor Cote d'Ivoire | - | 274.181 | - | - | |
| Güzel Enerji Akaryakıt A.Ş. | - | 42.211 | 11.484.396 | - | |
| Oytaş İç ve Dış Ticaret A.Ş. | - | 24.623 | - | - | |
| OYKA Kağıt Ambalaj San. ve Tic. A.Ş. | - | - | 167.532.994 | - | |
| Doco Petrol ve Danışmanlık A.Ş. | - | - | 141.864.686 | - | |
| Omsan Denizcilik A.Ş. | - | - | 39.067.579 | - | |
| OYAK Pazarlama Hizmet ve Turizm A.Ş. | - | - | 33.047.245 | - | |
| Akdeniz Chemson Kimya Sanayi ve Ticaret A.Ş. | - | - | 31.082.199 | - | |
| OYAK Savunma ve Güvenlik Sistemleri A.Ş. | - | - | 30.739.032 | - | |
| Kümaş Manyezit Sanayi A.Ş. | - | - | 30.646.040 | - | |
| Omsan Lojistik A.Ş. | - | - | 18.974.802 | - | |
| Cimpor-Industria De Cimentos | - | - | 13.009.461 | - | |
| İndisol Bilişim ve Teknoloji Hizmetleri A.Ş. | - | - | 462.941 | - | |
| Mais Motorlu Araçlar İmal ve Satış A.Ş. | - | - | 379.718 | - | |
| Yenilikçi Yapı Malzemeleri Yat. Üretim San. Tic. A.Ş. | - | - | 219.912 | - | |
| OYPOWER Elektrik Ticareti ve Hizm. A.Ş. | - | - | 209.427 | - | |
| Ordu Yardımlaşma Kurumu (OYAK) | - | - | 191.002 | - | |
| Miilux Yüksek Mukavemetli Çelik Üretim A.Ş. | - | - | 111.968 | - | |
| Satem Grup Gıda Dağıtım ve Pazarlama A.Ş. | - | - | 28.334 | - | |
| Ereğli Demir Çelik Fabrikaları T.A.Ş. | - | - | 5.741 | - | |
| Other | - | - | - | 989.670 | |
| 476.503.739 | 168.532.752 | 647.285.786 | 5.610.005.876 | ||
(*) Other short-term payables to TCC OYAK Amsterdam Holdings B.V consist of dividends to be paid.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| December 31, 2024 |
||||
|---|---|---|---|---|
| Receivables | Payables | |||
| Short-term | Short-term | |||
| Balances with related parties | Trade | Other | Trade | Other |
| OYAK İnşaat A.Ş. | 321.954.001 | - | - | - |
| Cimpor Cote d'Ivoire | 126.697.371 | 55.435.147 | - | - |
| İskenderun Demir ve Çelik A.Ş. | 97.677.343 | - | - | - |
| Cimpor Cameroun SA | 85.898.853 | 44.835.724 | - | - |
| Cimpor - Industria de Cimentos SA |
23.559.220 | - | 74.397.733 | - |
| Cimpor-Serviços S.A. | 10.910.002 | - | - | - |
| Betao Liz, S.A. | 1.999.194 | - | - | - |
| Cimpor Ghana | 1.658.462 | 6.982.006 | - | - |
| Cimentaçor - Cimentos dos Açores Lda |
258.175 | - | - | - |
| Mais Motorlu Araçlar İmal ve Satış A.Ş. | 205.581 | - | - | - |
| Cimpor Global Holdings BV | 153.875 | - | - | 1.559.317.939 |
| TCC OYAK Amsterdam Holding BV | 76.359 | - | - | - |
| OYAK Selülöz ve Kağıt Fabrikaları A.Ş. | 36.390 | - | - | - |
| Erdemir Çelik Servis Merkezi San. Tic. A.Ş. | 984 | - | - | - |
| Cimpor Portugal Holdings SGPS S.A. | - | 24.799.256 | - | 139.956.768 |
| Oytaş İç ve Dış Ticaret A.Ş. | - | 30.884 | - | - |
| Doco Petrol ve Danışmanlık A.Ş. | - | - | 150.417.992 | - |
| OYKA Kağıt Ambalaj San. ve Tic. A.Ş. | - | - | 85.670.894 | - |
| OYAK Pazarlama Hizmet ve Turizm A.Ş. | - | - | 81.487.578 | - |
| Kümaş Manyezit Sanayi A.Ş. | - | - | 80.575.193 | - |
| Omsan Denizcilik A.Ş. | - | - | 68.212.793 | - |
| OYAK Savunma ve Güvenlik Sistemleri A.Ş. | - | - | 55.642.957 | - |
| Akdeniz Chemson Kimya Sanayi ve Ticaret A.Ş. | - | - | 30.515.226 | - |
| OYAK Otomotiv Enerji ve Lojistik Holding | - | - | 19.822.713 | - |
| Güzel Enerji Akaryakıt A.Ş. | - | - | 9.756.965 | - |
| OYPOWER Elektrik Ticareti ve Hizm. A.Ş. | - | - | 9.169.889 | - |
| İndisol Bilişim ve Teknoloji Hizmetleri A.Ş. | - | - | 7.211.417 | - |
| İskenderun Enerji Üretim ve Tic.A.Ş. | - | - | 2.631.220 | - |
| Yenilikçi Yapı Malz.Yat.Ür.San.Ve Tic. A.Ş. | - | - | 1.514.289 | - |
| Ordu Yardımlaşma Kurumu (OYAK) | - | - | 1.299.737 | - |
| ATAER Holding A.Ş. | - | - | 868.421 | - |
| Omsan Lojistik A.Ş. | - | - | 396.617 | - |
| Ereğli Demir Çelik Fabrikaları T.A.Ş. | - | - | 281.243 | - |
| OYAK Grup Sigorta ve Reasurans Brokerlığı A.Ş. | - | - | 201.040 | - |
| OYAK Yatırım Menkul Değerler A.Ş. | - | - | 200.055 | - |
| Likitgaz Dağıtım ve Endüstri A.Ş. | - | - | 190.676 | - |
| Satem Grup Gıda Dağıtım ve Pazarlama A.Ş. | - | - | 3.730 | - |
| Other | - | - | - | 1.291.865 |
| 671.085.810 | 132.083.017 | 680.468.378 | 1.700.566.572 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| January 1 – September 30, 2025 |
||||||||
|---|---|---|---|---|---|---|---|---|
| Purchase of | Sales of | Interest | Interest | Other | Other | |||
| Transactions with related parties | Purchases | Sales | tangible assets | tangible assets | received | paid | income | expense |
| Doco Petrol ve Danışmanlık A.Ş. (1) |
686.052.834 | - | - | - | - | - | - | - |
| OYKA Kağıt Ambalaj San. ve Tic. A.Ş. (2) | 339.055.788 | - | - | - | - | - | 372.557 | 18.922.261 |
| Cimpor Industria de Cimentos (3) | 286.167.926 | - | - | - | - | - | 35.168 | - |
| Omsan Denizcilik A.Ş. (4) | 144.116.531 | 1.189.754 | - | - | - | - | 32 | - |
| Akdeniz Chemson Kimya San.ve Tic. A.Ş. (5) | 55.470.286 | - | - | - | - | - | 8.226 | 2.884.913 |
| Omsan Lojistik A.Ş. (6) | 40.773.773 | - | - | - | - | - | 1.316 | 9.944 |
| OYAK Savunma ve Güvenlik Sistemleri A.Ş. (7) | 37.842.406 | - | 6.366.229 | - | - | - | 90.207 | 189.882.180 |
| Kümaş Manyezit Sanayi A.Ş. (8) | 35.838.927 | - | - | - | - | - | 25.084 | 8.361.375 |
| Güzel Enerji Yakıt A.Ş. (9) | 26.543.220 | - | - | - | - | - | - | 17.088.213 |
| OYAK Pazarlama Hizmet ve Turizm A.Ş. (10) | 22.871.369 | - | 1.087.578 | - | - | - | 1.942 | 127.406.197 |
| İskenderun Demir ve Çelik A.Ş. (11) | 13.224.850 | 217.580.084 | 494.204 | - | - | - | 2.560 | 4.570.842 |
| Ordu Yardımlaşma Kurumu (OYAK) | 1.045.324 | - | - | - | - | - | 20.006 | - |
| Miilux Yüksek Mukavemetli Çelik Üretim A.Ş. | 415.663 | - | - | - | - | - | - | - |
| Likitgaz Dağıtım ve Endüstri A.Ş. | 338.978 | - | - | - | - | - | - | - |
| Mais Motorlu Araçlar İmal ve Satış A.Ş. | 292.439 | - | - | - | - | - | - | 545.519 |
| OYAK İnşaat A.Ş. (12) | 165.471 | 273.854.063 | - | - | - | - | 77.219.418 | - |
| Ereğli Demir ve Çelik Fabrikaları T.A.Ş. (13) |
114.406 | - | - | - | - | - | 3.272.863 | 39.528 |
| İndisol Bilişim ve Teknoloji Hizmetleri A.Ş. (14) |
9.401 | - | - | - | - | - | - | 18.772.629 |
| Cimpor Cote d'Ivoire SARL (15) | 623 | - | - | - | - | - | 19.136.841 | - |
| Cimpor Industria De Cimentos SA (16) | - | 85.621.990 | - | - | - | - | - | - |
| Cimpor France SAS (17) | - | 18.981.927 | - | - | - | - | - | - |
| Cimpor Cabo Verde SA | - | 1.596.061 | - | - | - | - | - | - |
| Cimpor UK Limited | - | 523.183 | - | - | - | - | - | - |
| Cimpor Global Holdings BV | - | - | - | - | - | 11.185.988 | - | - |
| Cimpor Serviços SA (18) | - | - | - | - | - | - | 23.947.298 | 133.561.763 |
| Cimpor Cameroun SA (19) | - | - | - | - | - | - | 21.164.880 | - |
| Yenilikçi Yapı Malz.Yat.Ür.San.ve Tic. A.Ş. (20) | - | - | - | - | - | - | 5.286.410 | - |
| Cimpor Ghana | - | - | - | - | - | - | 765.070 | - |
| Agrepor Agregados | - | - | - | - | - | - | 14.330 | - |
| Erdemir Çelik Servis Merkezi San. Ve Tic. A.Ş. | - | - | - | - | - | - | 2.732 | - |
| ATAER Holding A.Ş. | - | - | - | - | - | - | - | 276.985 |
| OYAK Birleşik Enerji A.Ş. | - | - | - | - | - | - | - | 232.123 |
| Satem Grup Gıda Dağıtım ve Pazarlama A.Ş. | - | - | - | - | - | - | - | 35.952 |
| OYAK Grup Sigorta Reas. Brok.A.Ş. | - | - | - | - | - | - | - | 2.482 |
| 1.690.340.215 | 599.347.062 | 7.948.011 | - | - | 11.185.988 | 151.366.940 | 522.592.906 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| January 1 – | September 30, 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| Purchase of | Sales of | Interest | Interest | Other | Other | |||
| Transactions with related parties | Purchases | Sales | tangible assets | tangible assets | received | paid | income | expense |
| OYPOWER Elektrik Ticareti ve Hizm. A.Ş (1) (*) | 1.525.503.025 | - | - | - | - | - | - | - |
| Doco Petrol ve Danışmanlık A.Ş. (2) | 574.890.320 | - | - | - | - | - | - | - |
| OYKA Kağıt Ambalaj San. ve Tic. A.Ş. (3) | 381.063.984 | - | - | - | - | - | - | 16.241.957 |
| Omsan Denizcilik A.Ş. (4) | 163.205.815 | - | - | - | - | - | - | - |
| İskenderun Demir ve Çelik A.Ş. (5) | 126.458.040 | 495.349.129 | - | - | - | - | - | 28.254 |
| Cimpor Industria de Cimentos S.A. (6) | 74.901.896 | - | - | - | - | - | 21.034 | - |
| OYAK Pazarlama Hizmet ve Turizm A.Ş. (7) | 55.170.252 | - | - | - | - | - | 206.264 | 146.669.566 |
| Akdeniz Chemson Kimya San.ve Tic. A.Ş. (8) | 41.783.735 | - | - | - | - | - | 57.387 | 4.416.935 |
| Ereğli Demir ve Çelik Fabrikaları T.A.Ş. (9) | 41.581.217 | - | - | - | - | - | - | - |
| Güzel Enerji Yakıt A.Ş. (10) | 30.931.278 | - | - | - | - | - | - | 16.741.838 |
| OYAK Savunma ve Güvenlik Sistemleri A.Ş. (11) | 22.496.992 | - | 5.103.937 | - | - | - | - | 158.471.361 |
| İskenderun Enerji Üretim ve Tic.A.Ş. (9) | 9.578.815 | - | - | - | - | - | - | - |
| Omsan Lojistik A.Ş. | 494.469 | - | - | - | - | - | - | - |
| Likitgaz Dağıtım ve Endüstri A.Ş. | 297.619 | - | - | - | - | - | - | - |
| Mais Motorlu Araçlar İmal ve Satış A.Ş. (12) | 30.915 | - | 59.397.846 | - | - | - | - | 707.890 |
| OYAK İnşaat A.Ş. (13) | - | 435.132.303 | - | - | - | - | 67.964.238 | - |
| Cimpor France SAS (14) | - | 36.421.501 | - | - | - | - | - | - |
| Kümaş Manyezit Sanayi A.Ş. (15) | - | - | 190.047.174 | - | - | - | 40.225 | 11.617.000 |
| OYAK Anker Bank GmbH (16) | - | - | - | - | 145.689.744 | 24.754.926 | - | - |
| Cimpor Global Holdings B.V. | - | - | - | - | - | 11.356.064 | - | - |
| Cimpor Cote d'Ivoire SARL (17) | - | - | - | - | - | - | 33.851.723 | - |
| Cimpor Cameroun SA (18) | - | - | - | - | - | - | 24.708.386 | - |
| Yenilikçi Yapı Malz.Yat.Ür.San.Tic.A.Ş. (19) | - | - | - | - | - | - | 9.126.160 | - |
| OYAK Selüloz ve Kağıt Fabrikaları A.Ş. | - | - | - | - | - | - | 9.177 | - |
| Erdemir Çelik Servis Merkezi San. Ve Tic. A.Ş. | - | - | - | - | - | - | 2.114 | - |
| Oyak Sentetik Karbon ürünleri San.Tic A.Ş. | - | - | - | - | - | - | 295 | - |
| İndisol Bilişim ve Teknoloji Hizmetleri A.Ş. (20) | - | - | - | - | - | - | - | 14.554.220 |
| Ordu Yardımlaşma Kurumu (OYAK) | - | - | - | - | - | - | - | 897.927 |
| OYAK Otomotiv Enerji Loj. Holding A.Ş. (**) | - | - | - | - | - | - | - | 21.124 |
| Satem Grup Gıda Dağıtım ve Pazarlama A.Ş. | - | - | - | - | - | - | - | 14.894 |
| 3.048.388.372 | 966.902.933 | 254.548.957 | - | 145.689.744 | 36.110.990 | 135.987.003 | 370.382.966 |
(*) The commercial title of OYAK Elektrik Enerjisi Toptan Satış A.Ş. was changed to Oypower Elektrik Ticareti ve Hizmetleri A.Ş. on February 23, 2024.
(**) The commercial title of OYAK Akaryakıt ve LPG Yatırımları A.Ş. was changed to OYAK Otomotiv Enerji ve Lojistik Holding A.Ş. on May 14, 2024.
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Disclosures related to transactions with related parties for the period January 1 – September 30, 2025 are as follows:
Disclosures related to transactions with related parties for the period January 1, – September 30, 2024 are as follows:
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The details of the Group's trade receivables as of the balance sheet date are as follows:
| Short-term trade receivables | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Trade receivables | 9.488.115.788 | 7.308.208.151 |
| Notes receivable | 698.560.324 | 832.292.306 |
| Trade receivables from related parties (Note 5) | 476.503.739 | 671.085.810 |
| Income accruals | 21.035.076 | 25.573.870 |
| Provision for doubtful trade receivables and expected credit loss (-) | (109.485.245) | (134.478.104) |
| Total | 10.574.729.682 | 8.702.682.033 |
As of the balance sheet date, the Group does not have any long-term trade receivables. Although the collection period of trade receivables varies depending on the type of product and the contracts made with the customer, the average is 47 days. (December 31, 2024: 47 days).
As of September 30, 2025, the receivables from customers who declared bankruptcy or composition amounting to TL 8.988.991 (December 31, 2024: None), after loss provision, and the registered guarantee amount for these is TL 4.875.510.
As of September 30, 2025, provision for doubtful receivables and expected credit loss has been made for the portion of trade receivables amounting to TL 109.485.245 (December 31, 2024: TL 134.478.104).
The movement table of the allowance for doubtful trade receivables and expected credit loss is as follows:
| Movements of allowance for doubtful trade receivables and | January 1 - | January 1 - |
|---|---|---|
| expected credit loss | September 30, 2025 | September 30, 2024 |
| Opening balance | (134.478.104) | (195.750.570) |
| Canceled/collected during the year | 768.543 | 8.317.239 |
| Charge for the period | (3.080.223) | (487.903) |
| Monetary gain/(loss) | 27.304.539 | 50.818.415 |
| Closing balance | (109.485.245) | (137.102.819) |
The details of the Group's trade payables as of the balance sheet date are as follows:
| Short-term trade payables | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Trade payables | 6.281.048.251 | 6.929.404.505 |
| Trade payables to related parties (Note 5) | 647.285.786 | 680.468.378 |
| 6.928.334.037 | 7.609.872.883 |
The average payment term of trade payables related to the purchase of goods is 86 days (December 31, 2024: 72 days).
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Other short-term receivables | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Other receivables from related parties (Note 5) | 168.532.752 | 132.083.017 |
| Deposits and guarantees given | 48.415.639 | 63.270.714 |
| Other receivables | 48.016.437 | 35.355.794 |
| Receivables from tax administration | 1.929.327 | 1.030.528 |
| Other doubtful receivable provision (-) | (3.080.284) | (3.148.795) |
| 263.813.871 | 228.591.258 |
| Other long-term receivables | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Deposits and guarantees given | 7.270.644 | 8.013.237 |
| 7.270.644 | 8.013.237 |
The movement table of the allowance for doubtful other receivables and expected credit loss is as follows:
| Movements of allowance for doubtful other receivables and | January 1 - | January 1 - |
|---|---|---|
| expected credit loss | September 30, 2025 | September 30, 2024 |
| Opening balance | (3.148.795) | (2.360.854) |
| Charge for the period | (570.963) | - |
| Monetary gain/(loss) | 639.474 | 623.143 |
| Closing balance | (3.080.284) | (1.737.711) |
| Other Short-term Payables | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Non-trade payables to related parties (Note 5) | 5.610.005.876 | 1.700.566.572 |
| Taxes and funds payable | 294.585.976 | 140.929.662 |
| Deposits and guarantees received | 38.349.688 | 43.320.070 |
| Other payables (*) | 995.516.133 | 8.615.210 |
| 6.938.457.673 | 1.893.431.514 |
(*) 969.860.049 TL of other payables consist of dividends to be paid to the publicly held part.
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Raw material | 5.780.684.318 | 5.521.716.066 |
| Semi-finished goods | 1.610.711.573 | 1.868.994.120 |
| Finished goods | 352.995.307 | 422.754.895 |
| Trade goods | 43.934.875 | 19.092.470 |
| Goods in transit | 356.941.716 | 490.112.164 |
| Other inventories | 8.437.322 | 4.152.378 |
| Impairment on inventories (-) | (285.212.386) | (285.212.386) |
| 7.868.492.725 | 8.041.609.707 |
| Short-term Prepaid Expenses | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Order advances given for inventory purchase | 123.610.040 | 239.640.162 |
| Prepaid expenses | 265.535.628 | 446.666.247 |
| 389.145.668 | 686.306.409 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Long-term Prepaid Expenses | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Advanced given for fixed asset purchases | 2.716.652.152 | 3.091.721.609 |
| Prepaid expenses | - | 4.770.261 |
| Prepaid taxes and funds | - | 332.988 |
| 2.716.652.152 | 3.096.824.858 |
| Short-term contract liabilities | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Advances received | 158.749.327 | 278.832.792 |
| Short-term contract liabilities | 61.279.328 | 47.868.054 |
| 220.028.655 | 326.700.846 |
| Land | ||||
|---|---|---|---|---|
| Cost | Lands | improvements | Buildings | Total |
| Opening balance as of January 1, 2025 | 372.544.560 | 55.257.918 | 15.284.817 | 443.087.295 |
| Closing balance as of September 30, 2025 | 372.544.560 | 55.257.918 | 15.284.817 | 443.087.295 |
| Accumulated depreciation | ||||
| Opening balance as of January 1, 2025 | - | 50.845.535 | 11.715.146 | 62.560.681 |
| Charge for the period | - | 128.615 | 16.807 | 145.422 |
| Closing balance as of September 30, 2025 | - | 50.974.150 | 11.731.953 | 62.706.103 |
| Net book value as of September 30, 2025 | 372.544.560 | 4.283.768 | 3.552.864 | 380.381.192 |
| Land | ||||
| Cost | Lands | improvements | Buildings | Total |
| Opening balance as of January 1, 2024 | 372.544.560 | 55.257.918 | 15.284.817 | 443.087.295 |
| Closing balance as of September 30, 2024 | 372.544.560 | 55.257.918 | 15.284.817 | 443.087.295 |
| Accumulated depreciation | ||||
| Opening balance as of January 1, 2024 | - | 50.049.734 | 11.619.591 | 61.669.325 |
| Charge for the period | - | 818.130 | 219.999 | 1.038.129 |
| Closing balance as of September 30, 2024 | - | 50.867.864 | 11.839.590 | 62.707.454 |
| Net book value as of September 30, 2024 | 372.544.560 | 4.390.054 | 3.445.227 | 380.379.841 |
As of December 31, 2024, the fair value of the investment properties of the Group is determined by independent valuation company TSKB Gayrimenkul Değerleme A.Ş. authorized by the CMB, provide real estate valuation services in accordance with the capital market legislation and have sufficient experience and quality in measuring the fair value of properties in the relevant regions. The fair value of the investment properties owned was determined according to the market comparative approach, which reflects the current transaction prices for similar properties for lands, and the cost formation approach for land improvements and buildings.
The rental income generated by the Group for its investment properties is disclosed in Note 25.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
As of September 30, 2025 and December 31, 2024 the Group's investment properties and the fair value hierarchy of these assets are presented in the table below:
| Fair value level | |
|---|---|
| as of reporting period |
| September 30, 2025 |
Level 1 TL |
Level 2 TL |
Level 3 TL |
|
|---|---|---|---|---|
| Investment Land | 2.339.149.400 | - | 2.339.149.400 | - |
| Investment Buildings | 6.087.671 | - | 6.087.671 | - |
| Investment Land Improvements | 26.798.320 | - | 26.798.320 | - |
| Total | 2.372.035.391 | - | 2.372.035.391 | - |
| as of reporting period | ||||||
|---|---|---|---|---|---|---|
| December 31, | Level 1 | Level 2 | Level 3 | |||
| 2024 | TL | TL | TL | |||
| Investment Land | 2.339.149.400 | - | 2.339.149.400 | - | ||
| Investment Buildings | 6.087.671 | - | 6.087.671 | - | ||
| Investment Land Improvements | 26.798.320 | - | 26.798.320 | - | ||
| Total | 2.372.035.391 | - | 2.372.035.391 | - |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Plant, machinery |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| Land | and | Furniture | Construction | Leasehold | |||||
| Lands | improvements | Buildings | equipment | Vehicles | and fixtures | in progress | improvements | Total | |
| Cost | |||||||||
| Opening balance as of January 1, 2025 | 3.662.543.135 | 3.729.843.876 | 13.095.829.958 | 63.075.638.472 | 4.129.403.093 | 1.959.842.912 | 4.722.442.873 | 1.608.887.327 | 95.984.431.646 |
| Additions | 6.627.054 | 30.324.711 | 11.175.108 | 683.742.451 | 85.124.222 | 28.049.597 | 4.433.413.762 | 7.965.580 | 5.286.422.485 |
| Disposals | - | - | - | (1.165.850) | (24.836.108) | (1.377.301) | - | - | (27.379.259) |
| Transfers from construction in progress (*) |
- | 59.427.064 | 75.582.208 | 1.479.049.673 | 582.885.546 | 63.996.815 | (2.271.925.822) | 2.567.432 | (8.417.084) |
| Translation differences | - | - | 6.445.540 | 4.201.717 | 125.102 | 94.903 | - | - | 10.867.262 |
| Closing balances as of September 30, 2025 | 3.669.170.189 | 3.819.595.651 | 13.189.032.814 | 65.241.466.463 | 4.772.701.855 | 2.050.606.926 | 6.883.930.813 | 1.619.420.339 | 101.245.925.050 |
| Accumulated depreciation | |||||||||
| Opening balance as of January 1, 2025 | - | 2.969.169.963 | 8.311.885.415 | 50.432.160.202 | 2.311.961.329 | 1.712.228.644 | - | 1.089.511.289 | 66.826.916.842 |
| Charge for the period | - | 54.309.917 | 141.424.271 | 1.606.723.999 | 360.748.136 | 47.882.896 | - | 27.180.504 | 2.238.269.723 |
| Disposals | - | - | - | (1.165.850) | (23.859.591) | (1.209.358) | - | - | (26.234.799) |
| Translation differences | - | - | 3.693.071 | 3.455.637 | 107.785 | 100.005 | - | - | 7.356.498 |
| Closing balance as of September 30, 2025 | - | 3.023.479.880 | 8.457.002.757 | 52.041.173.988 | 2.648.957.659 | 1.759.002.187 | - | 1.116.691.793 | 69.046.308.264 |
| Net book value as of September 30, 2025 | 3.669.170.189 | 796.115.771 | 4.732.030.057 | 13.200.292.475 | 2.123.744.196 | 291.604.739 | 6.883.930.813 | 502.728.546 | 32.199.616.786 |
(*) As of September 30, 2025, a total of TL 74.415.639 in interest expenses and TL 56.702.705 in exchange rate differences related to short- and long-term borrowings have been capitalized as part of the related assets within the scope of the Group's ongoing investments. (Note 26)
Depreciation of property, plant and equipment are disclosed in Note 23.
There is no mortgage or pledge on the property, plant and equipment of the Group as of September 30, 2025.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Lands | Land improvements |
Buildings | Plant, machinery and equipment |
Vehicles | Furniture and fixtures |
Construction in progress |
Leasehold improvements |
Total | |
|---|---|---|---|---|---|---|---|---|---|
| Cost Opening balance as of January 1, 2024 Additions Disposals |
3.744.196.433 2.708.066 - |
3.493.854.766 109.233.204 - |
12.561.798.584 29.090.555 - |
60.719.735.403 762.725.365 (6.018.858) |
3.164.358.925 701.457.844 (2.004.932) |
1.846.579.709 27.897.727 (2.484.770) |
2.364.144.641 1.709.825.755 - |
1.605.035.703 65.583 - |
89.499.704.164 3.343.004.099 (10.508.560) |
| Transfers from construction in progress Translation differences |
- - |
32.213.770 - |
2.103.371 (37.031.831) |
368.624.322 (17.183.626) |
2.037.630 (613.713) |
15.842.604 (465.563) |
(716.638.284) - |
2.974.495 - |
(292.842.092) (55.294.733) |
| Closing balances as of September 30, 2024 |
3.746.904.499 | 3.635.301.740 | 12.555.960.679 | 61.827.882.606 | 3.865.235.754 | 1.887.369.707 | 3.357.332.112 | 1.608.075.781 | 92.484.062.878 |
| Accumulated depreciation Opening balance as of January 1, 2024 Charge for the period Disposals Translation differences |
- - - - |
2.882.606.897 62.109.270 - - |
8.112.664.206 170.532.372 - (19.886.807) |
48.290.680.196 1.644.403.751 (288.201) (16.105.290) |
1.958.466.682 244.850.526 (852.501) (367.513) |
1.665.452.676 35.882.438 (1.093.997) (417.188) |
- - - - |
1.051.651.243 32.726.953 - - |
63.961.521.900 2.190.505.310 (2.234.699) (36.776.798) |
| Closing balance as of September 30, 2024 | - | 2.944.716.167 | 8.263.309.771 | 49.918.690.456 | 2.202.097.194 | 1.699.823.929 | - | 1.084.378.196 | 66.113.015.713 |
| Net book value as of September 30, 2024 | 3.746.904.499 | 690.585.573 | 4.292.650.908 | 11.909.192.150 | 1.663.138.560 | 187.545.778 | 3.357.332.112 | 523.697.585 | 26.371.047.165 |
Depreciation of property, plant and equipment are disclosed in Note 23.
There is no mortgage or pledge on the property, plant and equipment of the Group as of September 30, 2024.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Capitalized | ||||
|---|---|---|---|---|
| development | Computer Software and | |||
| Rights | expenses | Other Intangible Assets | Total | |
| Cost Value | ||||
| Opening balance as of January 1, 2025 | 1.185.844.094 | 213.049.929 | 991.110.562 | 2.390.004.585 |
| Additions | 779.711 | 44.835.048 | 70.903.581 | 116.518.340 |
| Transfers | 8.417.084 | - | - | 8.417.084 |
| Translation Differences | 130.486 | - | - | 130.486 |
| Closing balance as of September 30, 2025 |
1.195.171.375 | 257.884.977 | 1.062.014.143 | 2.515.070.495 |
| Accumulated amortization and impairment | ||||
| Opening balance as of January 1, 2025 | 406.580.030 | 33.253.455 | 597.083.152 | 1.036.916.637 |
| Charge for the period | 39.685.725 | 2.042.377 | 17.964.272 | 59.692.374 |
| Translation Differences | 306.072 | - | - | 306.072 |
| Closing balance as of September 30, 2025 |
446.571.827 | 35.295.832 | 615.047.424 | 1.096.915.083 |
| Net book value as of September 30, 2025 |
748.599.548 | 222.589.145 | 446.966.719 | 1.418.155.412 |
Amortization of intangible assets are disclosed in Note 23.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Capitalized | ||||
|---|---|---|---|---|
| development | Computer Software and | |||
| Rights | expenses | Other Intangible Assets | Total | |
| Cost Value | ||||
| Opening balance as of January 1, 2024 | 942.351.649 | 174.089.922 | 821.199.140 | 1.937.640.711 |
| Additions | 2.043.691 | 28.431.021 | 54.056.715 | 84.531.427 |
| Transfers | 291.832.994 | - | 1.009.098 | 292.842.092 |
| Translation Differences | (1.075.811) | - | - | (1.075.811) |
| Closing balance as of September 30, 2024 |
1.235.152.523 | 202.520.943 | 876.264.953 | 2.313.938.419 |
| Accumulated amortization and impairment | ||||
| Opening balance as of January 1, 2024 | 363.930.165 | 26.691.923 | 577.791.162 | 968.413.250 |
| Charge for the period | 29.578.967 | 4.912.154 | 16.154.748 | 50.645.869 |
| Translation Differences | (175.958) | - | - | (175.958) |
| Closing balance as of September 30, 2024 |
393.333.174 | 31.604.077 | 593.945.910 | 1.018.883.161 |
| Net book value as of September 30, 2024 |
841.819.349 | 170.916.866 | 282.319.043 | 1.295.055.258 |
Amortization of intangible assets are disclosed in Note 23.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| September 30, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| a) Financial assets at fair value through profit and loss | 2.072.133.870 | 2.603.917.817 |
| b) Financial investments measured at amortized cost | - | - |
| 2.072.133.870 | 2.603.917.817 |
| September 30, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| Listed equity instruments (short-term) | ||
| -Ereğli Demir Çelik Fabrikaları A.Ş. | 337.504.833 | 351.576.188 |
| Investment funds | 1.734.629.037 | 2.252.341.629 |
| 2.072.133.870 | 2.603.917.817 |
Financial investments at fair value through profit or loss:
| September 30, 2025 | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Share | Share | |||||
| Shareholders | rate % | Amount | Cost | rate % | Amount | Cost |
| Shares Traded on the Stock Exchange | ||||||
| Ereğli Demir Çelik Fabrikaları A.Ş. (*) | <1 | 337.504.833 | 351.575.033 | <1 | 351.576.188 | 426.465.457 |
| Investment funds | 1.734.629.037 | 1.238.271.764 | 2.252.341.629 | 1.982.739.851 |
(*) Ereğli Demir Çelik Fabrikaları A.Ş. shares consist of 11.487.571 shares.
| September 30, | December 31, | |
|---|---|---|
| Short-term provisions | 2025 | 2024 |
| State provision for the mine (*) | 155.016.549 | 161.585.329 |
| Provision for legal cases | 360.980.531 | 372.463.363 |
| Other short-term provisions (**) | 65.997.490 | 177.698.876 |
| 581.994.570 | 711.747.568 |
(*) The amount of provision set for state rights that the Group pays for the mines every year in the sixth month of the following year.
(**) As of September 30, 2025 and December 31, 2024, a significant part of the other short-term provisions balance consists of sales turnover premium, other cost provisions and administrative penalty provisions.
| September 30, | December 31, | |
|---|---|---|
| Long-term provisions | 2025 | 2024 |
| Mine rehabilitation | 301.919.886 | 297.539.241 |
| Provision for land occupation | 61.497.195 | 51.755.170 |
| 363.417.081 | 349.294.411 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The movement of short and long-term provisions as of September 30, 2025 and September 30, 2024 is presented below.
| Short-term | Long-term | ||||
|---|---|---|---|---|---|
| State provision for the mine |
Provision for legal cases |
Other provisions |
Mine rehabilitation |
Provision for land occupation |
|
| As of January 1, 2025 | 161.585.329 | 372.463.363 | 177.698.876 | 297.539.241 | 51.755.170 |
| Additional provision | 169.308.071 | 19.222.510 | 58.289.867 | 69.560.188 | 21.682.899 |
| Reversal of provision | - | - | (32.948.203) | - | - |
| Payments during the period | (138.492.633) | - | (116.093.467) | - | - |
| Exchange differences | - | 46.150.670 | - | - | - |
| Monetary Loss / (Gain) | (37.384.218) | (76.856.012) | (20.949.583) | (65.179.543) | (11.940.874) |
| September 30, 2025 | 155.016.549 | 360.980.531 | 65.997.490 | 301.919.886 | 61.497.195 |
| Short-term | Long-term | ||||
|---|---|---|---|---|---|
| Provision | |||||
| State provision | Provision for | Other | Mine | for land | |
| for the mine | legal cases | provisions | rehabilitation | occupation | |
| As of January 1, 2024 | 127.808.681 | 83.155.546 | 654.307.857 | 246.622.661 | 40.315.327 |
| Additional provision | 113.283.288 | 33.569.140 | 162.997.964 | 5.342.886 | 20.703.511 |
| Reversal of provision | - | - | (78.731.679) | - | - |
| Payments during the period | (95.331.114) | - | (69.724.169) | - | - |
| Monetary Loss / (Gain) | (40.560.569) | (24.697.899) | (172.981.904) | (65.533.158) | (12.350.273) |
| September 30, 2024 | 105.200.286 | 92.026.787 | 495.868.069 | 186.432.389 | 48.668.565 |
Guarantees-Pledges-Mortgages ("GPM") given by the Company
| US Dollars | Euro | |||
|---|---|---|---|---|
| September 30, 2025 | TL | (TL Equivalent) | (TL Equivalent) | Total TL |
| A. Total Amount of GPMs Given for the | ||||
| Company's Own Legal Personality | 378.783.380 | 362.870.707 | - | 741.654.087 |
| -Guarantee Letters | 378.783.380 | 362.870.707 | - | 741.654.087 |
| B. Total Amount of GPMs Given on behalf of | ||||
| Fully Consolidated Companies | - | - | - | - |
| C. Total Amount of GPMs given in the Normal | ||||
| Course of Business Activities on Behalf of Third | ||||
| Parties | - | - | - | - |
| D. Total Amount of Other GPMs Given | - | - | - | - |
| i. Total Amount of GPMs Given on Behalf of | ||||
| the Parent | - | - | - | - |
| ii. Total Amount of GPMs Given on Behalf of | ||||
| Other Group Companies Which Are Not in Scope | ||||
| of B and C | - | - | - | - |
| iii. Total Amount of GPMs Given on Behalf of | ||||
| Third Parties Which Are Not in Scope of C | - | - | - | - |
| Total | 378.783.380 | 362.870.707 | - | 741.654.087 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| US Dollars | Euro | |||
|---|---|---|---|---|
| December 31, 2024 | TL | (TL Equivalent) | (TL Equivalent) | Total TL |
| A. Total Amount of GPMs Given for the | ||||
| Company's Own Legal Personality | 408.741.704 | 384.505.615 | - | 793.247.319 |
| - Guarantee Letters | 408.741.704 | 384.505.615 | - | 793.247.319 |
| B. Total Amount of GPMs Given on behalf of | ||||
| Fully Consolidated Companies | - | - | - | - |
| C. Total Amount of GPMs given in the Normal | ||||
| Course of Business Activities on Behalf of Third | ||||
| Parties | - | - | - | - |
| D. Total Amount of Other GPMs Given | - | - | - | - |
| i. Total Amount of GPMs Given on Behalf of the | ||||
| Parent | - | - | - | - |
| ii. Total Amount of GPMs Given on Behalf of | ||||
| Other Group Companies Which Are Not in Scope | ||||
| of B and C | - | - | - | - |
| iii. Total Amount of GPMs Given on Behalf of | ||||
| Third Parties Which Are Not in Scope of C | - | - | - | - |
| Total | 408.741.704 | 384.505.615 | - | 793.247.319 |
| September 30, | December 31, | |
|---|---|---|
| Short-term borrowings | 2025 | 2024 |
| Short-term portions of long-term bank loans | 2.533.810.015 | 77.132.624 |
| Short-term lease liabilities | 110.670.037 | 62.241.291 |
| 2.644.480.052 | 139.373.915 | |
| September 30, | December 31, | |
| Long-term borrowings | 2025 | 2024 |
| Bank loans | 1.173.587.452 | 21.205.596 |
| Long-term lease liabilities | 146.522.248 | 118.429.041 |
| 1.320.109.700 | 139.634.637 |
The details of bank loans are as follows:
| Weighted average | September 30, 2025 | ||
|---|---|---|---|
| Currency | interest rate | Short-term | Long-term |
| TL | 39,81% | - | 28.447.170 |
| EUR(*) | 4,50% | - | 3.678.950.297 |
| - | 3.707.397.467 |
| Weighted average | December 31, 2024 | ||
|---|---|---|---|
| Currency | interest rate | Short-term | Long-term |
| TL | 47,55% | - | 98.338.220 |
| - | 98.338.220 |
(*) The Group secured financing totaling EUR 75.000.000 in February 2025 for the 115 MW capacity Solar Power Plant (SPP) planned to be built in the Ankara Beypazarı region and the Waste Heat Recovery Facilities to be established in the Ankara, Adana and Mardin factories.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
As of September 30, 2025 and 2024, the financial borrowings (excluding leasing liabilities) movement table is as follows:
| January 1 - | January 1 - | |
|---|---|---|
| September 30, 2025 | September 30, 2024 | |
| Opening balance | 98.338.220 | 2.880.060.830 |
| Interest paid | (104.383.381) | (79.486.955) |
| Capitalized exchange differences | 56.702.705 | - |
| Capitalized interest expenses | 74.415.639 | - |
| Interest accrual | 45.726.450 | 112.573.211 |
| Foreign exchange differences | 756.332.150 | 69.040.027 |
| Loans and borrowing instruments acquired | 3.343.250.998 | 1.691.010.965 |
| Repayment of loans and borrowing instruments | (50.790.622) | (2.879.388.488) |
| Monetary (gain) / loss | (512.194.692) | (866.258.890) |
| 3.707.397.467 | 927.550.700 |
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Social security premiums payable | 117.984.453 | 110.956.284 |
| Personnel taxes payable | 89.924.020 | 90.861.701 |
| Due to personnel | 64.050.479 | 30.882.482 |
| 271.958.952 | 232.700.467 |
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Premiums and bonuses provision to personnel | 414.755.792 | 497.235.878 |
| 414.755.792 | 497.235.878 |
The movement of provision for personnel premiums and bonuses payable to personnel for the periods ended September 30, 2025 and September 30, 2024 are presented below;
| 2025 | 2024 | |
|---|---|---|
| Provision as of January 1, | 497.235.878 | 946.465.962 |
| Provision made during the period | 445.981.435 | 444.636.940 |
| Payments made during the period | (451.773.346) | (286.616.995) |
| Reversal of provision | - | (510.594.603) |
| Monetary loss/ (gain) | (76.688.175) | (197.583.249) |
| Provision as of September 30, | 414.755.792 | 396.308.055 |
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Provision for employment termination benefit | 534.931.817 | 463.030.511 |
| Provision for senior labor incentive premium | 518.545.454 | 459.724.609 |
| Provision for unused vacation | 134.230.147 | 123.646.491 |
| 1.187.707.418 | 1.046.401.611 |
Under Turkish Labor Law, the Group is required to pay termination benefits to each employee who has completed certain years of service and whose employment is terminated without due cause, who is called up for military service, dies or retires after completing 25 years of service and reaches the retirement age (58 for women and 60 for men).
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The amount payable consists of one month's salary limited to a maximum of TL 53.919,68 for each period of service on September 30, 2025 (December 31, 2024: TL 41.828,42).
Severance pay liability is not subject to any kind of funding legally. Provision for retirement pay liability is calculated by estimating the present value of probable liability amount arising due to retirement of employees. TAS 19 Employee Benefits stipulates the development of company's liabilities by using actuarial valuation methods under defined benefit plans. In this direction, actuarial assumptions used in calculation of total liabilities are described as follows.
The principal assumption is that the maximum liability for each year of service will increase parallel with inflation. Thus, the discount rate applied represents the expected real rate after adjusting for the anticipated effects of future inflation. Consequently, in the accompanying consolidated financial statements as of September 30, 2025, the provision has been calculated by estimating the present value of the future probable obligation of the Company arising from the retirement of the employees.
Provisions in the relevant balance sheet dates have been calculated using the rates in the table below.
| September 30, 2025 | |
|---|---|
| Discount rate | 30,27% (fix) |
| Inflation rate | 27,44% (fix) |
| The company's budgeted rate for July 1, 2025; | |
| Salary increase | is 1,5% above inflation thereafter |
| 17,27% for July 1, 2025; | |
| Severance pay ceiling increase | in line with inflation thereafter |
| December 31, 2024 | |
|---|---|
| Discount rate | 26,67% (fix) |
| Inflation rate | 23,49% (fix) |
| The company's budgeted rate for January 1, 2025, | |
| Salary increase | is 1,5% above inflation thereafter |
| 33,07% for January 1, 2025; | |
| Severance pay ceiling increase | in line with inflation thereafter |
Estimated amount of retirement pay not paid due to voluntary leaves is also taken into consideration as 1% - 11% for employees with 0-15 years of service, and 0% for those with 15 or more years of service. Ceiling amount of TL 53.919,68 which is in effect since July 1, 2025 is used in the calculation of Groups' provision for retirement pay liability (July 1, 2024: TL 41.828,42) (the severance pay ceilings are expressed as the purchasing power of the specified dates).
Important estimates used in the calculation of employment termination benefits are discount rate, inflation rate and turnover probability.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The movement of the provision for employment termination benefits for the periods ended as of September 30, 2025 and September 30, 2024 are presented below:
| 2025 | 2024 | |
|---|---|---|
| Provision as of January 1, | 463.030.511 | 703.170.214 |
| Service cost | 62.248.176 | 56.981.292 |
| Interest cost (Note 26) | 87.258.605 | 83.216.344 |
| Employment termination benefits paid (-) | (25.270.946) | (147.795.762) |
| Actuarial loss/ (gain) | 56.388.286 | (44.571.869) |
| Monetary loss/ (gain) | (108.722.815) | (178.262.041) |
| Provision as of September 30, | 534.931.817 | 472.738.178 |
The Group has a benefit paid to its personnel named as "Seniority Incentive Premium" who served over a definite year.
Provision for seniority incentive premium has been calculated by estimated value of the probable liability in in future where the personnel have right to be paid.
Seniority incentive premium as of September 30, 2025 has been arrived at on the basis of a valuation carried out by and independent valuer by using 'expected unit credit method'.
The retirement pay liability is calculated with the assumption of discount rate, inflation rate and the probability of voluntary leaves.
The movement of the seniority incentive premium provision for the period ended September 30, 2025 and September 30, 2024 are as follows:
| 2025 | 2024 | |
|---|---|---|
| Provision as of January 1, | 459.724.609 | 361.170.589 |
| Service cost | 104.062.402 | 51.305.552 |
| Interest cost (Note 26) | 88.160.901 | 55.864.546 |
| Seniority incentive paid (-) | (27.248.231) | (15.378.002) |
| Monetary loss/ (gain) | (106.154.227) | (104.776.770) |
| Provision as of September 30, | 518.545.454 | 348.185.915 |
The movement of provision for unused vacation for the period ended as of September 30, 2025 and September 30, 2024 are presented below:
| 2025 | 2024 | |
|---|---|---|
| Provision as of 1 January | 123.646.491 | 124.637.278 |
| Provisions during the period (net) | 42.344.797 | 26.059.300 |
| Paid (-) | (1.085.805) | (24.685.234) |
| Monetary loss/ (gain) | (30.675.336) | (7.067.240) |
| Provision as of September 30, | 134.230.147 | 118.944.104 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
As of September 30, 2025 and December 31, 2024, the paid-in capital structure of the Group is as follows:
| Shareholders | % | September 30, 2025 | % | December 31, 2024 |
|---|---|---|---|---|
| TCC OYAK Amsterdam Holdings B.V. | 80,05 | 3.891.795.734 | 80,05 | 3.891.795.734 |
| Publicly traded | 19,95 | 969.860.049 | 19,95 | 969.860.049 |
| Nominal capital | 100,00 | 4.861.655.783 | 100,00 | 4.861.655.783 |
| Adjustments to share capital (*) | 9.957.286.752 | 9.957.286.752 | ||
| Adjusted capital | 14.818.942.535 | 14.818.942.535 |
(*) Adjustment to share capital represents the restatement effect of cash and cash equivalent contributions to share capital restated for the effects of inflation. Adjustment to share capital is not available for any other usage except to be added to share capital.
As of September 30, 2025, the capital of the Group consists of 486.165.578.300 shares (December 31, 2024: 486.165.578.300 shares). The nominal value of the shares is TL 0,01 per share (December 31, 2024: per share TL 0,01).
The Group reserves 5% of the historical statutory profit as first legal reserve, until the total reserve reaches 20% of the historical paid in share capital according to Turkish Commercial Law. The other legal reserve is appropriated at the rate of 10% per annum of all cash dividend distributions after the payment of dividends to the shareholders at a rate of 5%. According to Turkish Commercial Law, general legal reserves can only be used if it does not exceed the capital or issued capital for close the losses, continue the business when business is not going well or end the unemployment and to take suitable precautions to reduce the results of unemployment. Details of restricted reserves appropriated profit are as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Legal Reserves | 8.006.259.099 | 8.005.363.103 |
| 8.006.259.099 | 8.005.363.103 |
Listed companies distribute dividend in accordance with the Communique No. II-19.1 issued by the CMB which is effective from February 1, 2014. Companies distribute dividends in accordance with their dividend payment policies settled and dividend payment decision taken in general assembly also in conformity with relevant legislations. The communique does not constitute a minimum dividend rate. Companies distribute dividend in accordance with the method defined in their dividend policy or articles of incorporation. In addition, dividend can be paid by fixed or variable instalments and advance dividend can be distributed in accordance with profit on interim financial statements of the Company. As of the reporting period, the Company has retained earnings of TL 1.049.804.978, net profit for the period of TL 7.736.351.388, extraordinary reserve amounting to TL 6.080.248.682 distribution and special fund amounting to TL 4.098.720.788 and TL 125.736.045 other profit/loss which can be subject to profit distribution.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
In accordance with TFRS and statutory financial statements, as of September 30, 2025, historical values and inflation adjustment effects of the equity are as follows;
| Historical | Inflation | Indexed | |
|---|---|---|---|
| September 30, 2025 (TFRS) | Value | Adjustment Effect | Value |
| Capital | 4.861.655.783 | 9.957.286.752 | 14.818.942.535 |
| Repurchased shares | (6.935.220) | (43.762.807) | (50.698.027) |
| Share premiums | 234.324 | 1.478.659 | 1.712.983 |
| Restricted reserves appropriated from profit | 394.684.280 | 7.611.574.819 | 8.006.259.099 |
| Historical | Inflation | Indexed | |
|---|---|---|---|
| September 30, 2025 (Statutory) | Value | Adjustment Effect | Value |
| Capital | 4.861.655.783 | 16.831.363.412 | 21.693.019.195 |
| Repurchased shares | (37.683.213) | (330.081.274) | (367.764.487) |
| Share premiums | 234.324 | 7.123.333 | 7.357.657 |
| Restricted reserves appropriated from profit | 426.832.186 | 10.725.416.678 | 11.152.248.864 |
| Other reserves | 387.944.322 | 7.020.036.048 | 7.407.980.370 |
Current tax liability
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Current corporate tax | 1.417.906.850 | 2.659.395.503 |
| Additional accrued taxes and funds | 293.267.985 | - |
| Less: Prepaid taxes and funds | (1.565.261.446) | (2.042.488.950) |
| (Current period tax assets) / Current tax liability | 145.913.389 | 616.906.553 |
Tax expense in statement of profit or loss and other comprehensive income
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| The tax expense / (income) consists of: | 2025 | 2024 | 2025 | 2024 |
| Current tax expense | 1.417.906.850 | 2.208.789.832 | 920.384.363 | 1.028.201.855 |
| Deferred tax expense / (income) | 147.165.367 | 1.175.804.409 | 171.384.330 | 356.008.541 |
| Total tax expense / (income) | 1.565.072.217 | 3.384.594.241 | 1.091.768.693 | 1.384.210.396 |
The Group is subject to Turkish corporate taxes in force. The necessary provisions are allocated in the consolidated financial statements for the estimated liabilities based on the Group's results for the year. Turkish tax legislation does not permit a parent company and its subsidiary to file a consolidated tax return. Therefore, provisions for taxes, as reflected in the consolidated 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 other incentives (prior year's losses if any and investment incentives used if preferred) utilized.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
Corporate Tax (cont'd)
Institutions with the Law No. 7456 published in the Official Gazette dated July 15, 2023 by making changes in the first paragraph of Article 32 of the Tax Law, the year 2023 and the following the corporate tax rate for corporate earnings of taxation periods has been increased to 25%. As of reporting date, the current corporate tax rate for the corporate earnings has been determined as 25% (December 31, 2024: 25%). Deferred tax rate is 12,5% (December 31, 2024: 12,5%) for valuation increases/decreases of financial investments ("listed on the stock exchange") held for more than two years. According to the laws of Romania and the Cyprus, it is calculated as 16% and 23,5% respectively, on the taxable corporate income after deducting the legally deductible expenses.
With the Law No. 7456 published in the 32249 numbered Official Gazette dated July 15,2023, the exemption rate to be applied to the gains arising from the sale of immovables which in companies' assests before July 15, 2023 has been determined as 25%, and the deferred tax rate to be applied based on the temporary differences arising on the revaluation of the related assets are 18,75%.
The Group recognizes deferred tax assets and liabilities based upon temporary differences arising between its financial statements in accordance with the TFRS and its statutory tax financial statements. These differences usually result in the recognition of income and expenses in different reporting periods for the TFRS regulations and tax purposes and are set out below.
Deferred tax assets and liabilities (excluding land) tax rate used for calculating corporate tax for the subsidiaries in Turkey in accordance with the additional provisional Article 10 of Corporate Tax Law; corporate tax rate is 25% for the corporate earnings to be obtained in the taxation periods of 2024 and following years.
Tax Advantages Obtained Under the Investment Incentives
Earnings of the Group that are derived from investments linked to an investment incentive certificate are subject to corporate tax at discounted rates for a certain period, which starts when the investment starts to partly or fully operate, and ends when the maximum investment contribution amount is reached. Within this scope, the Group has accounted for TL 363.027.216 (December 31, 2024: TL 353.626.604) of tax advantages as deferred tax assets which are expected to be recovered in the foreseeable future in the consolidated financial statements as of September 30, 2025. The contrubition amount between January 1 – September 30, 2025 benefited from the gain from investment is TL 698.315.786.
Deferred tax assets are recognized for deductible temporary differences, carry forward tax losses and indefinite-life investment incentives which allows payment of corporate tax at discounted rates, as long as it is probable that sufficient taxable income will be generated in the future. In this context, the Group recognizes deferred tax assets from investment incentives based on long-term plans, including taxable profit projections derived from business models, which are re-evaluated at each balance sheet date to assess recoverability of such deferred tax assets. The Group expects to recover such deferred tax assets within 5 years from the balance sheet date.
In the sensitivity analysis performed as of September 30, 2025, when the inputs of the key macroeconomic and sectoral assumptions that form the business plans are increased/decreased by 10%, there is no change in the projected 5-year recovery periods of deferred tax assets related to investment incentives.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The movement of deferred tax assets / (liabilities) for September 30, 2025 is as follows:
| Deferred tax assets/(liabilities): | September 30, 2025 | December 31, 2024 |
|---|---|---|
| Investment incentive discount | 354.937.783 | 333.400.496 |
| Energy incentive | 8.089.433 | 20.226.108 |
| Provision for employment termination benefit | 135.450.612 | 115.751.411 |
| Provision for doubtful trade receivables | 6.898.787 | 8.861.224 |
| Senior labor incentive bonus provision | 128.987.798 | 114.268.441 |
| Premium provision provided to employees | 102.924.112 | 124.308.969 |
| Provision for legal cases | 90.245.133 | 93.115.840 |
| Provision for mine royalty | 38.754.137 | 40.396.332 |
| Provision for unused vacation | 33.262.171 | 30.643.238 |
| Provision for land occupation | 15.374.299 | 12.938.793 |
| Provision for rehabilitation | 75.479.971 | 74.384.810 |
| Financial investments fair value difference | (13.396.318) | (7.371.327) |
| Depreciation and amortization differences of property, plant and | ||
| equipment and other intangible assets | 761.228.962 | 1.082.268.384 |
| Inventories | (289.587.949) | (388.154.999) |
| Deductible prior year losses | 5.203.931 | 20.940.941 |
| Other | 95.662.732 | 6.605.229 |
| 1.549.515.594 | 1.682.583.890 |
The movement of deferred tax (assets) / liabilities for the year ended at September 30, 2025 and September 30, 2024 is as follows:
| 2025 | 2024 | |
|---|---|---|
| Opening balance as of January 1, | 1.682.583.890 | 4.010.907.637 |
| Charged to statement of profit or loss | (147.165.367) | (1.175.804.409) |
| Charged to other comprehensive income / (losses) | 14.097.071 | (11.142.968) |
| Closing balance as of September 30, | 1.549.515.594 | 2.823.960.260 |
Reconciliation of tax expense for the period with profit for the period is as follows:
| January 1 - | January 1 - | |
|---|---|---|
| Reconciliation of tax provision | September 30, 2025 September 30, 2024 | |
| Profit before tax | 8.847.320.056 | 10.491.610.119 |
| Income tax rate of 25% (2024: 25%) | (2.211.830.014) | (2.622.902.530) |
| - non-deductible expenses | (41.041.277) | (30.975.934) |
| - exemptions and other discounts | 289.840.297 | 60.723.412 |
| - effect of change in tax rates | - | 68.363.527 |
| - financial losses used in the current period | 10.828.836 | - |
| - items for which deferred tax is not calculated | (30.167.435) | - |
| - different tax rate effect | 43.832.580 | - |
| - investment incentive exemption | 850.913.362 | 117.697.073 |
| - monetary gain/(loss) and other inflation effects | (477.448.566) | (977.499.789) |
| Tax provision expense in the statement of | ||
| profit or loss and other comprehensive income | (1.565.072.217) | (3.384.594.241) |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| Earning per Share | January 1 - | January 1 - | July 1 - | July 1 - |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Net profit for the period | 7.282.247.839 | 7.107.015.878 | 3.394.035.908 | 2.783.129.977 |
| Average amount of shares available during | 486.165.578.300 | 486.165.578.300 | 486.165.578.300 | 486.165.578.300 |
| the period Earning per share from ongoing activities (TL 1 nominal cost) |
1,50 | 1,46 | 0,70 | 0,57 |
a) Sales
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Domestic sales | 36.573.709.607 | 37.701.158.331 | 13.629.232.994 | 13.764.880.382 |
| Foreign sales (export) | 2.903.776.973 | 2.969.862.132 | 1.344.762.624 | 1.012.529.100 |
| Foreign sales (export listed) | 1.067.536.036 | 1.078.204.365 | 428.252.708 | 488.104.059 |
| Other sales | 88.791.153 | 96.767.631 | 38.011.503 | 29.055.929 |
| Sales discounts (-) | (106.297.722) | (128.689.311) | (38.011.520) | (38.107.424) |
| Net Sales | 40.527.516.047 | 41.717.303.148 | 15.402.248.309 | 15.256.462.046 |
b) Cost of sales
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Direct raw material and material costs | (19.133.111.869) (20.045.964.746) | (7.032.241.931) | (7.139.047.058) | |
| Direct labour costs | (3.034.153.945) | (3.031.398.483) | (1.028.478.247) | (1.133.271.008) |
| General production costs | (4.616.771.810) | (4.368.888.851) | (1.546.479.574) | (1.321.379.919) |
| Depreciation and amortization | (2.411.206.290) | (2.396.431.869) | (833.290.102) | (945.500.656) |
| Total production cost | (29.195.243.914) (29.842.683.949) | (10.440.489.854) | (10.539.198.641) | |
| Change in work-in progress | (258.282.547) | (862.264) | (88.065.554) | 40.363.845 |
| Change in finished goods | (69.759.588) | (194.026.213) | (150.462.232) | (122.672.314) |
| Change in trade goods | (239.188.071) | (55.915.160) | (103.476.089) | (12.981.777) |
| Cost of goods sold | (29.762.474.120) (30.093.487.586) | (10.782.493.729) | (10.634.488.887) |
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| General administrative expenses (-) | (2.301.355.142) | (1.697.682.696) | (754.649.176) | (590.128.569) |
| Marketing expenses (-) | (269.618.757) | (279.436.609) | (77.786.077) | (98.147.065) |
| Research and development expenses (-) | (142.318.791) | (126.543.732) | (47.437.856) | (47.765.202) |
| (2.713.292.690) | (2.103.663.037) | (879.873.109) | (736.040.836) |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Personnel expenses | (1.363.643.679) | (938.002.654) | (466.716.922) | (339.260.165) |
| Outsourced benefits and services | (543.738.225) | (407.181.882) | (175.383.812) | (139.017.963) |
| Depreciation and amortization expenses | (74.286.942) | (50.294.440) | (15.552.301) | (10.747.359) |
| Tax and duty expenses | (67.392.536) | (44.531.609) | (18.960.051) | (8.680.369) |
| Travel costs | (54.446.565) | (28.355.701) | (20.808.697) | (13.358.064) |
| Other material costs | (40.526.349) | (33.748.560) | (13.503.427) | (5.081.547) |
| Insurance costs | (24.122.699) | (21.792.232) | (8.280.029) | (5.344.419) |
| Provision expenses | (19.222.510) | (33.569.140) | - | (33.569.140) |
| Energy costs | (18.602.895) | (19.051.030) | (6.744.678) | (7.621.239) |
| Other | (95.372.742) | (121.155.448) | (28.699.259) | (27.448.304) |
| (2.301.355.142) | (1.697.682.696) | (754.649.176) | (590.128.569) |
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Personnel expenses | (224.961.642) | (231.330.923) | (70.023.965) | (81.277.816) |
| Travel costs | (22.260.984) | (13.320.340) | (7.479.988) | (4.723.787) |
| Outsourced benefits and services | (7.115.846) | (4.544.248) | (2.238.221) | (1.044.007) |
| Depreciation and amortization expenses | (4.712.087) | (8.283.768) | 149.663 | (3.037.145) |
| Other material costs | (269.494) | (3.250.667) | (89.067) | (1.365.083) |
| Other | (10.298.704) | (18.706.663) | 1.895.501 | (6.699.227) |
| (269.618.757) | (279.436.609) | (77.786.077) | (98.147.065) |
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| 2025 | 2024 | 2025 | 2024 | |
| Personnel expenses | (133.536.847) | (118.580.691) | (44.920.884) | (45.198.945) |
| Outsourced benefits and services | (3.205.505) | (2.884.837) | (911.390) | (680.878) |
| Depreciation and amortization expenses | (1.014.727) | (653.832) | (329.152) | (341.708) |
| Other | (4.561.712) | (4.424.372) | (1.276.430) | (1.543.671) |
| (142.318.791) | (126.543.732) | (47.437.856) | (47.765.202) |
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| Depreciation and amortization | 2025 | 2024 | 2025 | 2024 |
| Cost of sales | (2.411.206.290) | (2.396.431.869) | (833.290.102) | (945.500.656) |
| General administrative expenses | (74.286.942) | (50.294.440) | (15.552.301) | (10.747.359) |
| Marketing expenses | (4.712.087) | (8.283.768) | 149.663 | (3.037.145) |
| Research and development expenses | (1.014.727) | (653.832) | (329.152) | (341.708) |
| (2.491.220.046) | (2.455.663.909) | (849.021.892) | (959.626.868) |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| Personnel expenses | 2025 | 2024 | 2025 | 2024 |
| Cost of sales | (3.034.153.945) (3.031.398.483) (1.028.478.247) (1.133.271.008) | |||
| General administrative expenses | (1.363.643.679) | (938.002.654) | (466.716.922) | (339.260.165) |
| Marketing expenses | (224.961.642) | (231.330.923) | (70.023.965) | (81.277.816) |
| Research and development expenses | (133.536.847) | (118.580.691) | (44.920.884) | (45.198.945) |
| (4.756.296.113) (4.319.312.751) (1.610.140.018) (1.599.007.934) |
The details of other income from operating activities for the periods ended on September 30, 2025 and 2024 are as follows:
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| Other Income from Operating Activities | 2025 | 2024 | 2025 | 2024 |
| Operational foreign exchange income | 481.431.802 | 490.457.927 | 122.002.016 | 105.702.814 |
| Mining royalty income (*) | 202.408.967 | 123.657.001 | 68.911.994 | 38.081.636 |
| Interest income from delayed collections | 147.982.115 | 115.592.245 | 47.403.145 | 71.798.041 |
| Profit from scrap and material sales | 37.650.905 | 56.049.862 | 9.050.136 | 26.194.445 |
| Damage compensation received from | ||||
| insurance | 27.494.339 | 27.650.481 | 22.231.649 | 14.398.734 |
| Income from provisions no longer required | ||||
| (**) | 14.592.657 | 528.078.002 | - | 204.284 |
| Discount interest income | 8.245.908 | - | (2.476.888) | - |
| Other income | 46.284.585 | 74.928.986 | 1.059.743 | 31.870.296 |
| 966.091.278 | 1.416.414.504 | 268.181.795 | 288.250.250 |
(*) Mining royalty income comprises of mining license income.
The details of other expenses from operating activities for the periods ended on September 30, 2025 and 2024 are as follows:
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| Other Expenses from Operating | September 30, | September 30, | September 30, | September 30, |
| Activities | 2025 | 2024 | 2025 | 2024 |
| Operational foreign exchange losses | (586.055.773) | (511.742.567) | (118.062.313) | (94.903.752) |
| Donation expenses | (6.496.373) | (6.554.275) | (1.526.336) | (3.237.125) |
| Provision expenses | (3.651.186) | (487.903) | (3.596.779) | (393.768) |
| Commission expenses | (172.793) | (776.283) | (71.486) | (52.437) |
| Discount interest expense | - | (26.999.942) | - | (16.519.139) |
| Other expenses (*) | (51.199.462) | (21.800.166) | (16.900.884) | (13.363.189) |
| (647.575.587) | (568.361.136) | (140.157.798) | (128.469.410) |
(*) Other expenses consist of TL 23.368.863 compensation and penalty expenses, and TL 4.675.475 scrap expenses.
(**) Income from provisions no longer required consists of reversals of provisions for personnel bonuses and premiums, sales premiums and doubtful receivables.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The details of income from investment activities for the periods ended September 30, 2025 and 2024 are as follows:
| Income from investment activities | January 1 - September 30, 2025 |
January 1 - September 30, 2024 |
July 1 - September 30, 2025 |
July 1 - September 30, 2024 |
|---|---|---|---|---|
| Interest income from time deposits with a | ||||
| maturity of more than three months | 664.970.184 | 214.374.376 | 174.772.792 | 122.390.633 |
| Income from investment funds | 459.777.395 | 172.502.659 | 212.325.682 | 65.604.121 |
| Private sector bonds and bills income | 28.635.883 | 12.466.795 | 102 | 12.466.795 |
| Income from sale of fixed assets | 13.341.110 | 459.413 | 70.753 | 37.870 |
| Rent income from investment properties | 10.026.648 | 11.101.571 | 3.358.182 | 4.284.362 |
| Dividend income | 3.272.863 | 4.519.954 | - | - |
| Valuation difference of financial assets measured | ||||
| at fair value through profit and loss | - | - | - | (17.168.586) |
| 1.180.024.083 | 415.424.768 | 390.527.511 | 187.615.195 |
The details of expensesfrom investment activities for the periods ended September 30, 2025 and 2024 are as follows:
| January 1 - September 30, |
January 1 - September 30, |
July 1 - September 30, |
July 1 - September 30, |
|
|---|---|---|---|---|
| Expenses from investment activities | 2025 | 2024 | 2025 | 2024 |
| Valuation difference of financial assets measured at fair value through profit and loss |
(14.070.200) | (17.247.248) | 8.263.296 | (17.247.248) |
| Loss from sale of fixed assets | (26.751) | (591.772) | (26.751) | (28.294) |
| Other | (1.712.061) | (1.723.326) | (404.732) | (508.629) |
| (15.809.012) | (19.562.346) | 7.831.813 | (17.784.171) |
The details of finance income and expenses for the periods ended September 30, 2025 and 2024 are as follows:
| January 1 - | January 1 - | July 1 - | July 1 - | |
|---|---|---|---|---|
| September 30, | September 30, | September 30, | September 30, | |
| Finance Income | 2025 | 2024 | 2025 | 2024 |
| Interest income from bank deposits | 1.823.105.010 | 2.135.849.910 | 732.562.764 | 865.679.802 |
| Foreign exchange gains related to financial | ||||
| activities | 905.106.155 | 391.585.660 | 235.475.057 | 84.939.743 |
| Other financial income | 162.569 | 10.883.917 | 162.569 | 4.846.917 |
| 2.728.373.734 | 2.538.319.487 | 968.200.390 | 955.466.462 | |
| January 1 - | January 1 - | July 1 - | July 1 - | |
| September 30, | September 30, | September 30, | September 30, | |
| Finance Expenses | 2025 | 2024 | 2025 | 2024 |
| Foreign exchange losses related to financial | ||||
| activities (*) | (1.628.324.017) | (500.530.791) | (331.625.343) | (219.855.633) |
| Commission expenses | (181.359.194) | (242.402.549) | (67.394.416) | (114.820.173) |
| Interest expense due to seniority incentive | ||||
| premium (Note 17) | (88.160.901) | (55.864.546) | (35.212.603) | (19.168.913) |
| Interest expense due to employment termination | ||||
| benefit (Note 17) | (87.258.605) | (83.216.344) | (35.599.355) | (25.348.400) |
| Interest expenses due to short and long-term | ||||
| borrowings (*) | (45.726.450) | (87.818.285) | (30.868.474) | (34.684.173) |
| Interest expense due to lease liabilities | (34.572.806) | (60.627.484) | (13.067.600) | (8.117.535) |
| Interest expenses regarding related parties | ||||
| (Note 5) | (11.185.988) | (36.110.990) | (3.555.445) | (5.960.985) |
| Other financial expenses | (15.307.529) | (45.330.031) | (3.047.924) | (1.456.381) |
| (2.091.895.490) | (1.111.901.020) | (520.371.160) | (429.412.193) |
(*) As of September 30, 2025, a total of TL 74.415.639 in interest expenses and TL 56.702.705 in exchange rate differences related to short and long term borrowings have been capitalized as part of the related assets within the scope of the Group's ongoing investments (Note 11).
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The Group manages its capital to ensure that it will be able to continue as going concern while maximizing the return to stakeholders through the optimization of the debt and equity balance.
The capital structure of the Group consists of payables, which include the loans disclosed in Note 18, and equity items which comprise cash and cash equivalents, issued capital, reserves and prior years' profits, respectively.
The Group's key management reviews the cost of capital and risks related to each capital level. Based on recommendations of key management, the Group balances its overall capital structure through the payment of dividends, as well as the issue of new debt or the redemption of existing debt.
The Group management examines the capital by leverage ratio in order to be consistent with other companies in the industry. This ratio is calculated by dividing net debt by total capital. Net debt is obtained by subtracting cash and cash equivalents and short-term financial investments from total loans (including current and non-current loans as shown in the balance sheet). Total capital is calculated by adding "equity" item in the consolidated balance sheet and net debt.
Net Debt/Total Capital Ratio
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Financial payables (Note 16) | 3.964.589.752 | 279.008.552 |
| Less: Cash and Cash Equivalents (Note 4) | (13.925.574.069) | (7.967.703.716) |
| Less: Short-term Financial Investments (Note 13) | (2.072.133.870) | (2.603.917.817) |
| Net Debt | (12.033.118.187) | (10.292.612.981) |
| Total Equity | 59.016.862.781 | 57.222.982.817 |
| Total Capital | 4.861.655.783 | 4.861.655.783 |
| Net Debt/Total Capital Ratio | (2,48) | (2,12) |
The Group's activities expose it to market risk (currency risk, price risk), credit risk and liquidity risk. Group's risk management program generally focuses on uncertainty in financial markets and minimizing potential negative effects on Group's financial performance.
The main financial instruments used by the Group are bank loans, bonds issued, cash and short-term bank deposits. The main purpose of using these tools is to create financing for the Group's operations. The Company also has financial instruments, such as financial investments, trade receivables and trade payables, which arise directly from operations.
The operations of the Group are primarily exposed to financial risks related to changes in the exchange rate and interest rate.
Market risks are also evaluated with sensitivity analyses.
There has been no change in the Group's exposure to market risks or the management and measurement of exposures.
Transactions in foreign currency cause exchange rate risk. The Group is mainly exposed to foreign currency risk in Euro, US Dollar and Romanian Leu.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
b.1.1) Foreign currency risk management (cont'd)
The breakdown of the Group's monetary and non-monetary assets and liabilities in foreign currency as of balance sheet date is as follows:
| September 30, 2025 | |||||
|---|---|---|---|---|---|
| TL Equivalent (Functional currency) |
US Dollar | EURO | Romanian Leu |
Other | |
| 1. Trade Receivables | 875.155.562 | 8.991.289 | 10.232.678 | - | 55.665 |
| 2. Monetary Financial Assets (including cash, | |||||
| bank deposits) | 3.483.490.703 | 29.778.350 | 41.541.821 | 23.296.621 | - |
| 3. Other Current Assets | 328.976.484 | 1.787.042 | 4.867.753 | - | 314.057 |
| 4. Current Assets (1+ 2 + 3) | 4.687.622.749 | 40.556.681 | 56.642.252 | 23.296.621 | 369.722 |
| 5. Non-current Assets | 2.580.558.140 | 33.233.441 | 24.638.252 | - | - |
| 6. Total Assets (4+5) | 7.268.180.889 | 73.790.122 | 81.280.504 | 23.296.621 | 369.722 |
| 7. Trade payables | 2.216.519.901 | 26.969.998 | 22.265.475 | - | 136.462 |
| 8. Financial Liabilities | 3.678.950.297 | - | 75.328.125 | - | - |
| 9. Other current liabilities | 1.993.239.883 | 6.631.725 | 35.165.974 | - | 199 |
| 10. Current Liabilities (7+8+9) | 7.888.710.081 | 33.601.723 | 132.759.574 | - | 136.661 |
| 11. Other non-current liabilities | - | - | - | - | - |
| 12. Non-current Liabilities | - | - | - | - | - |
| 13. Total Liabilities (10+12) | 7.888.710.081 | 33.601.723 | 132.759.574 | - | 136.661 |
| 14. Net foreign currency asset liability | |||||
| position (6 - 13) | (620.529.192) | 40.188.399 | (51.479.070) | 23.296.621 | 233.061 |
| 15. Monetary items net foreign currency | |||||
| asset/liability position (6 - 13) | (620.529.192) | 40.188.399 | (51.479.070) | 23.296.621 | 233.061 |
| 16. Export | 2.118.166.778 | 43.446.523 | 6.079.868 | - | - |
| 17. Export-listed sales | 657.532.238 | 15.645.835 | 3.325 | - | - |
| 18. Import | 2.096.121.554 | 30.864.952 | 15.433.222 | - | 1.265.000 |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
b.1.1) Foreign currency risk management (cont'd)
| December 31, 2024 | |||||
|---|---|---|---|---|---|
| TL Equivalent (*) (Functional currency) |
US Dollar | EURO | Romanian Leu |
Other | |
| 1. Trade Receivables | 713.951.118 | 7.119.090 | 8.657.379 | - | - |
| 2. Monetary Financial Assets (including cash, bank deposits) |
890.646.120 | 15.315.383 | 2.062.816 | 12.798.001 | - |
| 3. Other Current Assets | 298.416.736 | 3.204.613 | 3.398.597 | - | 84 |
| 4. Current Assets (1+ 2 + 3) | 1.903.013.974 | 25.639.086 | 14.118.792 | 12.798.001 | 84 |
| 5. Non-current Assets | 2.893.615.349 | 43.560.981 | 20.963.297 | - | - |
| 6. Total Assets (4+5) | 4.796.629.323 | 69.200.067 | 35.082.089 | 12.798.001 | 84 |
| 7. Trade payables | 2.442.222.356 | 26.337.929 | 27.599.177 | - | 10.835 |
| 8. Financial Liabilities | - | - | - | - | - |
| 9. Other current liabilities | 1.993.827.791 | 6.634.384 | 36.821.130 | - | 84 |
| 10. Current Liabilities (7+8+9) | 4.436.050.147 | 32.972.313 | 64.420.307 | - | 10.919 |
| 11. Other non-current liabilities | - | - | - | - | - |
| 12. Non-current Liabilities | - | - | - | - | - |
| 13. Total Liabilities (10+12) | 4.436.050.147 | 32.972.313 | 64.420.307 | - | 10.919 |
| 14. Net foreign currency asset liability position (6 - 13) |
360.579.176 | 36.227.754 | (29.338.218) | 12.798.001 | (10.835) |
| 15. Monetary items net foreign currency asset/liability position (6 - 13) |
360.579.176 | 36.227.754 | (29.338.218) | 12.798.001 | (10.835) |
| 16. Export | 2.612.834.028 | 52.232.408 | 6.541.949 | - | - |
| 17. Export-listed sales | 385.505.357 | 8.711.576 | - | - | - |
| 18. Import | 3.470.230.227 | 64.851.280 | 12.895.251 | - | - |
(*) Amounts are expressed on the basis of the purchasing power of Turkish Lira as of September 30, 2025.
The Group is mainly exposed to foreign currency risks in USD, Euro and Romanian Leu.
The following table shows the Group's sensitivity to a 20% (December 31, 2024: 20%) increase and decrease in USD, Euro and Romanian Leu. 20% (December 31, 2024: 20%) is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the possible change in foreign exchange rates. The sensitivity analysis only includes outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 20% (December 31, 2024: 20%) change in foreign currency rates. A positive number indicates an increase in profit / loss and other equity.
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
b.1.1) Foreign currency risk management (cont'd)
| September 30, 2025 Profit / (Loss) |
|||
|---|---|---|---|
| Appreciation of foreign currency |
Depreciation of foreign currency |
||
| In case of 20% appreciation of US Dollar against TL 1 - USD net asset / liability 2- Portion hedged from USD risk (-) |
333.618.368 - |
(333.618.368) - |
|
| 3 – USD net effect (1+2) | 333.618.368 | (333.618.368) | |
| In case of 20% appreciation of Euro against TL 4 - Euro net asset / liability 5 - Portion hedged from Euro risk (-) |
(501.933.287) - |
501.933.287 - |
|
| 6 – Euro net effect (4+5) | (501.933.287) | 501.933.287 | |
| In case of 20% appreciation of RON against TL 7 - Ron net asset / liability |
44.454.612 | (44.454.612) | |
| 8 - Portion hedged from Ron risk (-) 9 – Ron net effect (7+8) |
- 44.454.612 |
- (44.454.612) |
|
| TOTAL (3+6+9) | (123.860.307) | 123.860.307 | |
| December 31, 2024 Profit / (Loss) |
|||
| Appreciation of foreign currency |
Depreciation of foreign currency |
||
| In case of 20% appreciation of US Dollar against TL 1 - USD net asset / liability 2- Portion hedged from USD risk (-) |
320.630.695 - |
(320.630.695) - |
|
| 3 – USD net effect (1+2) | 320.630.695 | (320.630.695) | |
| In case of 20% appreciation of Euro against TL 4 - Euro net asset / liability 5 - Portion hedged from Euro risk (-) |
(270.370.547) - |
270.370.547 - |
|
| 6 – Euro net effect (4+5) | (270.370.547) | 270.370.547 | |
| In case of 20% appreciation of RON against TL 7 - Ron net asset / liability 8 - Portion hedged from Ron risk (-) |
23.571.537 - |
(23.571.537) - |
|
| 9 – Ron net effect (7+8) | 23.571.537 | (23.571.537) | |
| TOTAL (3+6+9) | 73.831.685 | (73.831.685) |
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS PERIOD ENDED SEPTEMBER 30, 2025
(Amounts are expressed in Turkish Lira ("TL") in terms of the purchasing power of the TL at September 30, 2025, unless otherwise indicated.)
The fair values of financial assets and financial liabilities are determined as follows:
Some financial assets and financial liabilities of the Group are recognized in the consolidated financial statements at their fair values on each balance sheet date. The table below provides the information on how the fair values of these financial assets and liabilities are determined:
Fair value hierarchy table:
| September 30, 2025 | |||
|---|---|---|---|
| Financial assets at fair value in the balance sheet | Level 1 | Level 2 | Level 3 |
| Equity shares | 337.504.833 | - | - |
| Investment funds | 1.734.629.037 | - | - |
| December 31, 2024 | |||
| Financial assets at fair value in the balance sheet | Level 1 | Level 2 | Level 3 |
| Equity shares | 351.576.188 | - | - |
| Investment funds | 2.252.341.629 | - | - |
None.
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