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PEKER GAYRİMENKUL YATIRIM ORTAKLIĞI A.Ş.

Quarterly Report Nov 7, 2024

8857_rns_2024-11-07_69b798ed-6048-48cc-afc9-c3609172782e.pdf

Quarterly Report

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(Convenience Translation of Financial Statements Originally Issued in Turkish)

Peker Gayrimenkul Yatırım Ortaklığı Anonim Şirketi and Its Subsidiaries

Condensed Interim Consolidated Financial Statements for the Period January 1 - September 30, 2024

Index

Page

Condensed consolidated statements of financial position 1 – 2
Condensed consolidated statements of profit or loss and other comprehensive ıncome 3
Condensed consolidated statements of changes in shareholders' equity 4
Condensed consolidated statements of cash flows 5
Notes to the condensed consolidated financial statements 6 – 44

Condensed Consolidated Statements of Financial Position

As of September 30, 2024 and December 31, 2023

Unaudited Audited
Current period Prior period
September 30, December 31,
Note 2024 2023
Current assets 1.984.096.983 2.418.982.036
Cash and cash equivalents 4 69.646.879 78.932.053
Financial investments 5 51.877.506 126.526.767
Trade receivables
Due from related parties 7-18 174.483.762 201.386.854
Due from third parties 7 514.493.917 959.152.270
Other receivables
Due from related parties 8-18 4.702.259 4.330.403
Due from third parties 8 12.552.178 5.275.343
Inventories 9 383.354.044 401.525.154
Prepaid expenses
Due to related parties 10-18 549.738.396 489.604.503
Due to third parties 10 121.135.884 43.030.979
Current income tax assets 17 135.587 50.918
Other current assets 11 101.976.571 109.166.792
Non-current assets 6.123.856.768 6.219.664.822
Financial investments
Other receivables
5 1.061.619 1.061.619
Due from third parties 8 1.416.529 1.285.008
Investment properties 12 6.047.322.668 6.112.962.066
Property, plant and equipment 13 70.859.236 74.160.270
Prepaid expenses
Due to related parties 10-18 - 17.702.064
Deferred tax asset 17 3.196.716 12.493.795
Total assets 8.107.953.751 8.638.646.858

Condensed Consolidated Statements of Financial Position

As of September 30, 2024 and December 31, 2023

Note Unaudited
Current period
September 30,
2024
Audited
Prior period
December 31,
2023
Current liabilities 1.363.987.550 521.097.778
Short-term borrowings
Short-term portion of long-term borrowings
Short-term lease liabilities
6
6
6
423.150.328
87.514.083
43.381.131
181.001.727
7.096.060
54.130.147
Trade payables
Due to related parties
Due to third parties
Contract liabilities
7-18
7
10
2.758.489
206.379.218
-
1.335.090
162.752.468
345.752
Deferred income
Due from third parties
Employee benefit obligations
Other payables
10 151.107.118
1.751.044
-
1.099.866
Due to related parties
Due to third parties
Provisions
8-18
8
412.563.745
2.924.106
2.216.745
41.992.454
Other provisions
Other current liabilities
11 29.166
32.429.122
489.867
68.637.602
Non-current liabilities 3.167.350.536 3.717.060.500
Long-term borrowings
Long-term lease liabilities
Other payables
6
6
2.262.880.796
332.603.206
2.725.576.046
451.505.588
Due to related parties
Provisions
8-18 345.127.539 279.114.174
Provision for employee benefits
Deferred tax liabilities
17 502.058
226.236.937
673.706
260.190.986
Equity 3.576.615.665 4.400.488.580
Equity holders of the parent
Paid-in capital
Adjustment to share capital
Share Premium
Other accumulated comprehensive income and
15
15
3.359.182.764
669.833.747
2.668.312.123
21.401
4.114.971.594
669.833.747
2.668.312.123
21.401
expense not to be reclassified to profit or loss
Gain/ (loss) arising from defined benefit plans
Other accumulated comprehensive income and
expense to be reclassified to profit or loss
(874.949) (722.227)
Currency translation differences (1.121.955.442) (698.449.677)
Effect of combinations of businesses under
common control
(2.566.267.315) (1.932.672.245)
Restricted reserves
Retained earnings
Net profit for the period
Non-controlling interest
15 251.631.818
3.116.724.796
341.756.585
217.432.901
156.577.754
1.788.226.474
1.463.844.244
285.516.986
Total liabilities and equity 8.107.953.751 8.638.646.858

Condensed Consolidated Statements of Profit or Loss and Other Comprehensive Income For the Period Ended September 30, 2024, and 2023

Note Unaudited
Current period
January 1-
September 30,
2024
Unaudited
Current period
July 1-
September 30,
2024
Unaudited
Prior period
January 1-
September 30,
2023
Unaudited
Prior period
July 1-
September 30,
2023
Revenue
Cost of sales (-)
19
19
106.733.907
(22.108.209)
41.285.077
(22.073.540)
1.205.143.045
(1.321.629.166)
18.947.610
(1.489.289)
Gross profit/ (loss) 84.625.698 19.211.537 (116.486.121) 17.458.321
Marketing expenses (-)
General administrative expenses (-)
Other income from operating activities
Other expenses from operating activities (-)
20
21
21
(12.456.686)
(117.289.588)
1.256.656.107
(375.140.182)
-
(44.800.805)
252.817.396
(275.221.235)
-
(127.105.837)
953.279.206
(223.667.157)
-
(35.743.115)
133.597.345
(53.962.858)
Operating profit 836.395.349 (47.993.107) 486.020.091 61.349.693
Income from investment activities
Expenses from investment activities (-)
22
22
57.558.301
(36.506.570)
17.832.336
(325.710)
21.238
-
21.238
-
Operating income before financial income 857.447.080 (30.486.481) 486.041.329 61.370.931
Finance income
Finance expenses (-)
Net monetary position gain/(loss)
23
23
2.669.423
(324.047.081)
(163.194.811)
1.132.291
(110.309.877)
21.627.422
8.507.903
(148.704.990)
(163.983.812)
2.828.262
(37.592.562)
(26.580.100)
Profit before tax from continuing operations 372.874.611 (118.036.645) 181.860.430 26.531
Tax income/(expense), continuing
operations
(40.723.318) (9.497.084) (37.228.480) (11.737.697)
Taxes on expense
Deferred tax expenses (-)
17
17
-
(40.723.318)
-
(9.497.084)
-
(37.228.480)
-
(11.737.697)
Net income 332.151.293 (127.533.729) 144.631.950 (11.711.166)
Equity holders of the parent
Non-controlling interest
341.756.585
(9.605.292)
(110.829.767)
(16.703.962)
143.295.645
1.336.305
(12.544.903)
833.737
Not to be reclassified to profit or loss (152.722) (11.524) (1.031.392) 413.436
Loss arising from defined benefit plans (152.722) (11.524) (1.031.392) 413.436
To be reclassified to profit or loss (483.212.583) (99.049.852) (301.658.962) 1.621.123.947
Currency translation differences (483.212.583) (99.049.852) (301.658.962) 1.621.123.947
Other comprehensive (expense)/ income (483.365.305) (99.061.376) (302.690.354) 1.621.537.383
Total comprehensive income (151.214.012) (226.595.105) (158.058.404) 1.609.826.217
Equity holders of the parent
Non-controlling interest
(81.901.902)
(69.312.110)
(198.819.664)
(27.775.441)
(159.394.709)
1.336.305
1.608.992.480
833.737
Earnings per share ,10 (,03) ,04 (,00)

Condensed Consolidated Statements of Changes in Shareholder' Equity

For the Period Ended September 30, 2024, and 2023

Gain/ (loss)
arising from
Currency Effect of
combinations
of businesses
Non
Paid-in
capital
Adjustment to
share capital
Share
premium
defined
benefit plans
translation
differences
Restricted
reserves
under common
control
Retained
earnings
Net profit for
the period
Equity holders
of the parent
controlling
interest
Total
Balance at January 1, 2023 669.833.747 2.668.312.123 21.401 (801.847) (660.711.949) 131.053.105 9.097.623 1.988.908.054 - 4.805.712.257 (2.837.912) 4.802.874.345
Transfers
Total comprehensive income
- - - - - 25.524.649 - (25.524.649) - - - -
Net income - - - - - - - - 143.295.645 143.295.645 1.336.305 144.631.950
Other comprehensive income
Effect of combinations of businesses under
common control
-
-
-
-
-
-
(1.031.392)
-
(301.658.962)
-
-
-
-
(1.941.067.894)
-
-
-
-
(302.690.354)
(1.941.067.894)
-
-
(302.690.354)
(1.941.067.894)
Balance at September 30, 2023 669.833.747 2.668.312.123 21.401 (1.833.239) (962.370.911) 156.577.754 (1.931.970.271) 1.963.383.405 143.295.645 2.705.249.654 (1.501.607) 2.703.748.047
Paid-in
capital
Adjustment to
share capital
Share
premium
Gain/ (loss)
arising from
defined
benefit plans
Currency
translation
differences
Restricted
reserves
Effect of
combinations
of businesses
under common
control
Retained
earnings
Net profit for
the period
Equity
holders of the
parent
Non
controlling
interest
Total
Balance at January 1, 2024 669.833.747 2.668.312.123 21.401 (722.227) (698.449.677) 156.577.754 (1.932.672.245) 1.788.226.474 1.463.844.244 4.114.971.594 285.516.986 4.400.488.580
Transfers
Total comprehensive income
- - - - - 95.054.064 - 1.368.790.180 (1.463.844.244) - - -
Net income
Other comprehensive income
-
-
-
-
-
-
-
(152.722)
-
(423.505.765)
-
-
-
-
-
-
341.756.585
-
341.756.585
(423.658.487)
(9.605.292)
(59.706.818)
332.151.293
(483.365.305)
Increase/(decrease) due to acquisition of
treasury shares
Transactions with non-controlling shares
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(39.063.563)
(1.228.295)
-
-
(39.063.563)
(1.228.295)
-
1.228.025
(39.063.563)
(270)
Effect of combinations of businesses under
common control
- - - - - - (633.595.070) - - (633.595.070) - (633.595.070)
Balance at September 30, 2024 669.833.747 2.668.312.123 21.401 (874.949) (1.121.955.442) 251.631.818 (2.566.267.315) 3.116.724.796 341.756.585 3.359.182.764 217.432.901 3.576.615.665

Condensed Consolidated Statements of Cash Flows

For the Period Ended September 30, 2024, and 2023

Unaudited Unaudited
Current period Prior period
January 1- January 1-
September 30, September 30,
Note 2024 2023
A. Cash flows from operating activities 650.233.156 (427.877.310)
Net income 332.151.293 144.631.950
Adjustments regarding net profit reconciliation for the period (227.634.049) (404.007.135)
Adjustments for depreciation and amortisation expense 13 13.509.041 9.821.843
Adjustments for provision (reversal of provision) for receivables - (3.191.663)
Adjustments for provisions for employee benefits 99.565 (674.168)
Adjustments for interest income 23 (2.596.572) (2.738.723)
Adjustments for interest expense 23 298.322.071 128.928.169
Adjustments for unrealised foreign exchange differences (221.299.261) (470.179.048)
Adjustments for fair value (gains) losses - -
Adjustments for fair value (gains) losses on investment properties 12 (658.530.826) (221.377.950)
Adjustments for fair value (gains) losses on financial investments
Adjustments for tax expense/ (income)
5
17
10.824.148
40.723.318
-
37.228.480
Monetary (gain)/ loss 296.416.419 230.362.279
Adjustments for unrealised translation differences 26.705.679 (112.165.116)
Adjustments for losses (gains) on disposal of non-current assets 22 325.710 -
Adjustments for other cash flows from investing or financing activities 22 (32.133.341) (21.238)
Changes in operating assets and liabilities 546.056.791 (159.579.473)
Adjustments for decrease (increase) in trade receivables 343.060.225 (25.641.840)
Adjustments for decrease (increase) in other receivables (260.143.113) 265.733.924
Decrease (increase) in inventories 18.171.110 27.242.412
Decrease (increase) in prepaid expenses (78.104.905) 273.440.932
Adjustments for increase (decrease) in deferred income 151.107.118 -
Adjustments for increase (decrease) in trade payables 45.050.149 (22.047.969)
Increase (decrease) in employee benefit liabilities 651.178 (655.619)
Adjustments for increase (decrease) in other payables 356.174.410 (669.843.162)
Adjustments for other (increase) decrease in changes in operating
assets and liabilities - -
Adjustments for (increase) decrease in other assets 7.105.552 (36.594.153)
Adjustments for increase (decrease) in other liabilities (37.014.933) 28.786.002
Cash flows from operating activities (340.879) (8.922.652)
Payments related to provisions for employee termination benefits (340.879) (1.698.764)
Income taxes refund (paid) - (7.223.888)
B. Cash flows from investing activities (650.970.648) (158.502.512)
Cash outflow from purchase of property, plant, equipment 13 (30.201.655) (17.855.586)
Cash inflow from sale of property, plant, equipment 13 16.311.882 -
Cash outflows arising from project expenditures of investment properties
Cash inflow from sales of investment properties
12
12
(275.145.688)
-
(620.032.934)
1.292.097.869
Cash outflows from other investing activities (42.431.829) (106.307.364)
Cash outflows from purchase of funds and stocks 5 (1.807.048.795) (61.973.501)
Cash inflow from sales of funds and stocks 5 1.883.658.923 7.881.458
Cash outflows from subsidiary acquisition (396.113.486) (652.312.454)
C. Cash flows from financing activities (7.312.635) 509.721.687
Cash inflow from borrowings 6 998.175.453 882.276.067
Cash outflow from repayments of borrowings 6 (718.430.062) (281.915.287)
Payments of lease liabilities 6 (6.358.826) (3.983.274)
Cash outflows from acquisition of treasury shares (39.063.563) -
Transactions with non-controlling shares (270) -
Interest and comission paid (244.231.939) (89.394.542)
Interest received 2.596.572 2.738.723
D. Net change in cash and cash equivalents (A+B+C) (8.050.127) (76.658.135)
E. Effect of monetary gain/ loss (2.458.325) (18.823.558)
F. Effect of foreign exchange gain/ loss 1.223.278 83.220.572
G. Cash and cash equivalents at January 1 4 78.932.053 125.494.371
Cash and cash equivalents at September 30 (D+E+F+G) 4 69.646.879 113.233.250

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

1. Group's organisation and nature of operations

Peker Investment Gayrimenkul Anonim Şirketi was established as of April 25, 2017 by separating part of Peker Holding Anonim Şirketi through division. The Company was registered in the trade registry as of April 25, 2017, and at the same time, it applied to the Capital Markets Board for be a Real Estate Investment Corporation. It was approved in accordance with the Capital Markets Board's decision dated September 21, 2017 and numbered 34/1144. The title of the Company, Peker Gayrimenkul Yatırım Ortaklığı A.Ş. ("Company"), was registered in the trade registry on September 28, 2017, pursuant to the permissions of the CMB and the Ministry of Customs and Trade. Group is composed of Peker Gayrimenkul Yatırım Ortaklığı A.Ş. ("the Company") and its subsidiaries which it owns the majority of their shares.

The Company's shares have been traded on the Borsa İstanbul Anonim Şirketi (formerly known as the Istanbul Stock Exchange) ("BIST") since February 21, 2018. As of September 30, 2024, 68,74% of its shares are traded on BIST.

The Company is affiliated to the İstanbul Ticaret Odası and its registered address is as follows: Cumhuriyet Mahallesi Silahşor Cad. Yeniyol Sk. No:8/1-G Şişli/ İstanbul.

The main objective and operations of the Company are real estate buying-selling, renting, developing real estate projects etc.

Number of employees of the Group as of September 30, 2024 is 26 (December 31, 2023: 27).

As of September 30, 2024 and December 31, 2023, the shareholder structure is as follows:

September 30, 2024 December 31, 2023
Number of Number of
shares Share (%) Amount shares Share (%) Amount
Hasan Peker 209.364.966 31,26 209.364.966 262.364.967 39,17 262.364.967
Halka açık kısım 460.468.781 68,74 460.468.781 407.468.780 60,83 407.468.780

The main operations of the companies included in the consolidation and the share percentage of the Group for these companies are as follows:

Voting right and ownership ratios (%)
September 30, 2024 December 31, 2023
Name of the Company Operation Country of operation Share (%) Share (%)
GG Gayrimenkul Real estate projects İstanbul - Türkiye 100 -
Peker GMBH Real estate projects Düsseldorf - Germany 100 100
Peker GYO Global GMBH Real estate projects Düsseldorf - Germany 100 100
OXO Investment GMBH Real estate projects Grevenbroich -Germany - 100
Blue Stone Investment GMBH Real estate projects Grevenbroich -Germany 100 100
Nordstern Düsseldorf GMBH Real estate projects Düsseldorf - Germany 51 51
Peker GYO Spain SL Real estate projects Malaga - Spain 100 100

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

1. Group's organisation and nature of operations (cont'd)

GG Gayrimenkul Geliştirme İnşaat İşletmecilik A.Ş. ("GG Gayrimenkul")

On June 24, 2024, the Company has purchased 100% shares of the GG Gayrimenkul Geliştirme İnşaat İşletmecilik A.Ş. which owns 99% of the shares of DİGH Maslak İnsaat Proje Danışmanlık Ltd. Şti. from its related party Peker Holding A.Ş. DİGH Maslak İnsaat Proje Danışmanlık Ltd. Şti. has Peker Tower Maslak Project. The land, which has a total construction area of 16,554 m2 , is located on Büyükdere Street, in the area where plazas and business centers are most dense in Istanbul. The project, which will consist of 6 basement floors and ground floor + 15 floors, will have office sizes ranging from 120 m2 to 560 m2 . GG Gayrimenkul merged with DİGH Maslak İnsaat Proje Danışmanlık Ltd. Şti. in accordance with the simplified merger provisions in accordance with the relevant provisions of the Turkish Commercial Code and the Corporate Tax Law and was registered on October 18, 2024.

Peker GMBH

The Company has purchased 100% shares of the capital of Peker GMBH, established in Germany and with a capital amounting to 1.000.000, euros from its related parties, Peker Holding GMBH and Goldstein Investment GMBH, for 40.000.000 euros. The value of the related shares has been determined as 41.428.663 euros in the valuation report dated June 23, 2023 prepared by Konfident Steuerberatungsgesellscharft MBH which is established in Germany. Peker GMBH owns the Northgate Düsseldorf project.

OXO Invesment GMBH

The Group has established OXO Investment GMBH, headquartered in Grevenbroich/ Germany, as part of its restructuring to plan and realize real estate investments through subsidiaries established abroad and to realize new investments to be made in Germany in order to benefit from lower cost and long-term financing opportunities abroad. With the notary contract signed on March 22, 2023, the merger process of OXO Investment GMBH and Nordstern Düsseldorf GMBH within the scope of the Nordstern project has started and the merger has been registered by the court on April 5, 2023. As a result of the registration, OXO Investment GMBH was dissolved.

Blue Stone Investment GMBH

On October 6, 2021, the Group purchased 100% shares of Blue Stone Investment GMBH, which was established to acquire land in Germany, from Peker Holding GMBH. This transaction is considered as a business combination under common control. Therefore, Blue Stone Investment GMBH has been consolidated since 2021.

Nordstern Düsseldorf GMBH

On December 1, 2021, the Group has purchased 89% of the shares of the capital of Nordstern Düsseldorf GMBH, established in Germany, from Peker GMBH. The remaining 11% of the shares were purchased from Peker GMBH on August 26, 2022 for a payment of 13.367.707 Turkish liras. With this share purchase, the Company has become the owner of all the shares of the related company. This transaction is considered as a business combination under common control and has been consolidated since 2021.

Peker GYO Spain SL

The Group established the Spain-based company Peker GYO Spain SL as part of its restructuring to plan and realize its real estate investments through subsidiaries established abroad and to realize new investments to be made in Spain in order to benefit from lower cost and long-term financing opportunities abroad.

Peker GYO Global GMBH

The Group has established Peker GYO Global GMBH, headquartered in Düsseldorf/ Germany, as part of its restructuring to plan and realize real estate investments through subsidiaries established abroad and to realize new investments to be made in Germany in order to benefit from lower cost and long-term financing opportunities abroad.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

2. Basis of presentation of the consolidated financial statements

2.1 Basis of presentation

The condensed consolidated financial statements of the Group have been prepared in accordance with the Turkish Financial Reporting Standards, ("TFRS") and interpretations as adopted in line with international standards by the Public Oversight Accounting and Auditing Standards Authority of Turkey ("POA") and in line with the communiqué numbered II-14.1 "Communiqué on the Principles of Financial Reporting In Capital Markets" ("the Communiqué") announced by the Capital Markets Board of Turkey ("CMB") on June 13, 2013 which is published on Official Gazette numbered 28676. TFRS are updated in harmony with the changes and updates in International Financial and Accounting Standards ("IFRS") by the communiqués announced by the POA.

The condensed consolidated financial statements are presented in accordance with "Announcement regarding with TAS Taxonomy" which was published on October 4, 2022 by POA and the format and mandatory information recommended by CMB.

The Company maintain its legal books of account and prepare their statutory financial statements ("Statutory Financial Statements") in accordance with accounting principles issued by the Turkish Commercial Code ("TCC") and tax legislation. These consolidated financial statements are based on the statutory records with adjustments and reclassifications, for the purpose of fair presentation in accordance with Turkish Financial Reporting Standards ("TFRS"). The condensed consolidated financial statements are prepared on the basis of historical cost, with the exception of investment properties and short-term financial investments carried at fair value. In determining the historical cost, generally the fair value of the amount paid for the assets is taken as basis.

The Group prepared its condensed consolidated interim financial statements for the three months period ended September 30, 2024 in accordance with TAS 34 "Interim Reporting" standard. Interim condensed consolidated financial statements do not include all the information required for the annual financial statements and therefore they should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2023.

Financial reporting in hyperinflationary economies

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.

According to the standard, financial statements prepared in the currency of a hyperinflationary economy are presented in terms of the purchasing power of that currency at the balance sheet date. Prior period financial statements are also presented in the current measurement unit at the end of the reporting period for comparative purposes. The Group has therefore presented its consolidated financial statements as of June 30, 2023, and December 31, 2023 on the purchasing power basis as of September 30, 2024.

The adjustments made in accordance with IAS 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, 2024, the indices and adjustment coefficients used in the adjustment of the consolidated financial statements are as follows:

September 30, 2024 December 31, 2023 September 30, 2023
Index 2.526,16 1.859,37 1.691,07
Average Index 2.264,40 1.488,92 1.383,57
Conversion Factor 1,00000 1,35861 1,49382
Period - Inflation Rate 35,86% 64,78% 49,87%
Three-year Inflation Rate 342,67% 268,33% 254,37%

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

2. Basis of presentation of the consolidated financial statements (cont'd)

2.1 Basis of presentation (cont'd)

Yüksek enflasyon dönemlerinde finansal tabloların düzeltilmesi (devamı)

The main elements of the Group's adjustment process for financial reporting in hyperinflationary economies are as follows:

  • Current period condensed consolidated financial statements prepared in TRY are expressed in terms of the purchasing power at the balance sheet date, and amounts from previous reporting periods are also adjusted and expressed in terms of the purchasing power at the end of the reporting period.
  • Monetary assets and liabilities are not adjusted as they are already expressed in terms of the current purchasing power at the balance sheet date. In cases where the inflation-adjusted values of non-monetary items exceed their recoverable amount or net realizable value, the provisions of IAS 36 "Impairment of Assets" and IAS 2 "Inventories" are applied, respectively.
  • Non-monetary assets and liabilities and equity items that are not expressed in terms of the current purchasing power at the balance sheet date have been adjusted using the relevant adjustment coefficients.
  • All items in the comprehensive income statement, except for those that have an impact on the comprehensive income statement of non-monetary items on the balance sheet, have been indexed using the coefficients calculated for the periods when the income and expense accounts were first reflected in the financial statements.
  • The impact of inflation on the Group's net monetary asset position in the current period is recorded in the net monetary gain/(loss) account in the condensed consolidated income statement.
  • Subsidiaries' assets and liabilities are translated into TRY from the foreign exchange rate at the reporting date and income and expenses are translated into TRY at the average foreign exchange rate and then applied TAS 29.

Functional and reporting presentation currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The functional currency of the Company and its subsidiary GG Gayrimenkul which is operating in Türkiye is Turkish lira and the foreign subsidiaries is euro.

The accompanying condensed consolidated financial statements are prepared in Turkish lira (TL) in accordance with the requirements of Capital Markets Board ("CMB") Communiqué Serial II, No: 14.1 "Basis of Financial Reporting in Capital Markets", which was published in the Official Gazette No:28676 on June 13, 2013.

In accordance with the Public Oversight, Accounting and Auditing Standards Authority's ("POA") announcement "On the Next Measurement of Foreign Currency Monetary Items According to Turkish Accounting Standards" dated March 15, 2021, the Group carried out a valuation for the assets and liabilities in the condensed consolidated financial statements based on the current buying and selling rates effective as of the end of the reporting period, income and expenses are translated into TRY at the average foreign exchange rate.

September 30, 2024 December 31, 2023 September 30, 2023
Buying exchange rate 38,1714 32,5739 29,0305
Selling exchange rate 38.2402 32,6326 29,0828
Average exchange rate 35,0471 25,7198 23,9427

The differences between the values arising from translation of the historical values of these items into the presentation currency and their carrying values from statutory records are recognized as foreign currency translation differences in the statement of other comprehensive income.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

2. Basis of presentation of the consolidated financial statements (cont'd)

2.1 Basis of presentation (cont'd)

Going concern

The Group prepared consolidated financial statements in accordance with the going concern assumption.

Approval of the consolidated financial statements

The consolidated financial statements have been approved and authorized to be published on November 7, 2024 by the Board of Directors. The General Assembly has the authority to revise the financial statements.

2.2 New and amended standards and interpretations

The accounting policies adopted in preparation of the consolidated financial statements as of September 30, 2024 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, 2024 and thereafter. The effects of these standards and interpretations on the Group's financial position and performance have been disclosed in the related paragraphs.

i) The new standards, amendments and interpretations which are effective as of January 1, 2024 are as follows:

Amendments to TAS 1 Classification of Liabilities as Current and Non
Current Liabilities
Amendments to TFRS 16 Lease Liability in a Sale and Leaseback
Amendments to TAS 7 and TFRS 7 Disclosures: Supplier Finance Arrangements
TSRS 1 General
Requirements
for
Disclosure
of
Sustainability-related Financial Information
TSRS 2 Climate-related Disclosures

However, in the Board Decision of the KGK published in the Official Gazette dated December 29, 2023, it was announced that certain businesses will be subject to mandatory sustainability reporting as of January 1, 2024. The businesses that will be subject to sustainability reporting have been determined within the scope of the "Board Decision on the Scope of Application of the Turkish Sustainability Reporting Standards ("TSRS")" dated January 5, 2024.

The amendments did not have a significant impact on the financial position or performance of the Group.

ii) Standards issued but not yet effective and not early adopted

Amendments to TFRS 10 and TAS 28
TFRS 17
Sale or contribution of assets between an investor
and its associate or joint venture
The new standard for insurance contracts
Amendments to TAS 21 Lack of exchangeability
Amendments to TFRS 9 and TFRS 7 Classification
and
measurement
of
financial
instruments
IFRS 18 The new standard for presentation and disclosure
in financial statements
IFRS 19 Subsidiaries
without
public
accountability:
Disclosures

The Group is in the process of assessing the impact of the amendments on financial position or performance of the Group.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

2. Basis of presentation of the consolidated financial statements (cont'd)

2.3 Comparative information and restatement of consolidated financial statements with prior periods

The Group's condensed consolidated financial statements are prepared in comparison with the previous period in order to allow for the determination of the financial position and performance trends in accordance with a new illustrative financial statements. Comparative information is reclassified when necessary and important differences are explained in order to ensure compliance with the presentation of the current period consolidated financial statements.

2.4 Restatement and errors in the accounting policies and estimates

Any change in the accounting policies resulted from the first-time adoption of a new standard is made either retrospectively or prospectively in accordance with the transition requirements. Changes without any transition requirement, material changes in accounting policies or material errors are corrected, retrospectively by restating the prior period condensed consolidated financial statements. If changes in accounting estimates are related to only one period, they are recognised in the period when changes are applied; if changes in estimates are related to future periods, they are recognized both in the period where the change is applied and future periods prospectively.

2.5 Summary of significant accounting policies

The condensed consolidated financial statements for the six months period ended September 30, 2024 have been prepared in accordance with TAS 34. The accounting policies used in the preparation of these condensed consolidated financial statements for the six months period ended September 30, 2024, are consistent with those used in the preperation of annual consolidated financial statements for the year ended December 31, 2023. Accordingly, these condensed interim consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2023.

3. Segment reporting

Within the framework of TFRS 8 - Operating Segments, there are no operating segments that meet limits and require segment reporting (December 31, 2023: None).

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

4. Cash and cash equivalents

The details of cash and cash equivalents as of September 30, 2024 and December 31, 2023, are as follows:

September 30, 2024 December 31, 2023
Cash on hand:
-
Turkish lira
7.578 4.822
Cash on banks:
Time deposits
-
Turkish lira
13.242.158 671.571
-
US dollar
68.180 79.990
-
Euro
570.270 -
Demand deposits
-
Turkish lira
2.294.787 1.340.246
-
US dollar
53.494 139.159
-
Euro
53.139.712 76.146.974
-
British pound
270.700 549.291
Total 69.646.879 78.932.053

As of September 30, 2024 and December 31, 2023, the details of the time deposits are as follows:

Maturity Interest rate (%) September 30, 2024
Turkish lira October '24 42,50 13.242.158
US dollar October '24 3,75 68.180
Euro October '24 2,35 570.270
Total 13.880.608
Maturity Interest rate (%) December 31, 2023
Turkish lira January '24 42,50 - 47,50 671.571
US dollar January '24 4,10 79.990
Total 751.561

As of September 30, 2024, there is no blockage on the bank accounts (December 31, 2023: None).

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

5. Financial investments

a) Short-term financial investments

The details of short-term financial investments as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Foreign funds 38.171.400 44.255.159
Investment funds 13.699.999 -
Stock certificates - 82.264.527
Other 6.107 7.081
Total 51.877.506 126.526.767

Movement of foreign funds for the periods ended September 30, 2024 and 2023 are as follows:

2024 2023
January 1 44.255.159 -
Addition 43.715.230
Translation differences (6.083.759) (348.828)
September 30 38.171.400 43.366.402

Movement of investment funds for the periods ended September 30, 2024 and 2023 are as follows:

2024 2023
January 1 - -
Addition 1.669.321.602 18.258.271
Disposal (-) (1.665.075.412) (7.881.458)
Profit from sales of investment funds, net (Not 22a-b) 7.674.421 21.238
Monetary gain/ (loss) 1.779.388 (1.886.901)
September 30 13.699.999 8.511.150

As of December 31, 2023 the details of the stock certificates are as follows:

Number of Price of Purchasing power of the
Code of stock shares stock Fair value TL at September 30, 2024
EKGYO 3.470.000 6,88 23.873.600 32.434.863
KRDMD 950.000 23,76 22.572.000 30.666.499
THYAO 30.000 228,6 6.858.000 9.317.333
AVPGY 150.000 38,78 5.817.000 7.903.022
ADGYO 50.000 28,6 1.430.000 1.942.810

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

5. Financial investments (cont'd)

a) Short-term financial investments (cont'd)

Movement of stock certificates for the periods ended September 30, 2024 are as follows:

2024
January 1 82.264.527
Addition 137.727.193
Sales of stock certificate (-) (218.583.511)
Fair value change (Note 22a-b) (10.824.148)
Profit from sales of stock certificate (Note 22a) 24.458.920
Monetary loss (-) (15.042.981)

September 30 -

b) Long-term financial investments

The details of long-term financial investments as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Peker Real Estate GMBH 1.061.619 1.061.619
Total 1.061.619 1.061.619

6. Financial liabilities

The details of financial liabilities as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Short-term bank loans 158.938.284 181.001.727
Commercial paper (*) 264.212.044 -
Short-term portion of long-term borrowings 87.514.083 7.096.060
Short-term lease liabilities (**) 43.381.131 54.130.147
Short-term financial liabilities 554.045.542 242.227.934
Long-term bank loans 2.262.880.796 2.725.576.046
Long-term lease liabilities (**) 332.603.206 451.505.588
Long-term financial liabilities 2.595.484.002 3.177.081.634
Total 3.149.529.544 3.419.309.568

(*) As of September 30, 2024, the commercial paper consists of the commercial paper issued on September 18, 2024, with ISIN code TRFPEGY12511, annual interest rate of 59% simple, 70,71% compound interest, maturity of January 28, 2025.

(**) As of September 30, 2024 and December 31, 2023, lease liabilities consist of the "sale-leaseback" transaction for the Ritz Carlton A95, which is included in the investment properties, the B8 and D2 independent sections of the Ataköy NEF 22 project and land rental transaction within the scope of Peker Maslak Tower project.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

6. Financial liabilities (cont'd)

The details of bank loans as of September 30, 2024 are as follows:

Currency TL equivalent Interest Interest rate (%)
Euro 627.270.961 Fixed 2,09
Euro 590.090.078 Fixed 2,09
Euro 573.603.000 Fixed 12,00
Euro 229.441.200 Fixed 4,99
Euro 191.201.000 Fixed 4,85
Turkish lira 31.558.973 Fixed 50,00
Euro 26.766.594 Fixed 4,50
Turkish lira 25.890.964 Fixed 50,00
Turkish lira 23.983.479 Floating 61,00
Euro 21.840.564 Fixed 4,50
Turkish lira 20.328.929 Fixed 44,40
Turkish lira 19.834.410 Fixed 53,88
Turkish lira 19.287.439 Floating 61,50
Turkish lira 15.720.585 Fixed 50,00
Turkish lira 9.817.323 Fixed 48,48
Turkish lira 8.312.921 Fixed 51,60
Turkish lira 7.051.428 Fixed 49,08
Turkish lira 5.390.721 Fixed 42,00
Turkish lira 5.155.596 Fixed 47,40
Turkish lira 4.886.051 Fixed 47,52
Turkish lira 4.390.063 Fixed 49,08
Turkish lira 4.364.348 Fixed 49,08
Turkish lira 4.240.650 Floating 61,50
Turkish lira 4.185.761 Fixed 49,50
Turkish lira 3.637.771 Fixed 48,48
Turkish lira 3.629.495 Fixed 59,28
Turkish lira 2.863.126 Fixed 45,60
Turkish lira 2.645.452 Fixed 58,92
Turkish lira 2.127.775 Fixed 51,96
Turkish lira 2.067.632 Fixed 45,28
Turkish lira 1.816.231 Fixed 48,48
Turkish lira 1.755.795 Fixed 49,56
Turkish lira 1.450.038 Fixed 64,32
Turkish lira 1.316.210 Fixed 49,08
Turkish lira 1.154.005 Fixed 48,60
Turkish lira 1.100.330 Fixed 48,00
Turkish lira 1.084.062 Fixed 48,60
Turkish lira 957.987 Fixed 48,48
Turkish lira 812.687 Fixed 45,49
Turkish lira 812.687 Fixed 45,49
Turkish lira 812.687 Fixed 45,49
Turkish lira 812.687 Fixed 45,49
Turkish lira 807.079 Fixed 52,92
Turkish lira 783.693 Fixed 49,20
Turkish lira 546.383 Fixed 43,20
Turkish lira 499.624 Fixed 43,20
Turkish lira 402.369 Fixed 50,00
Turkish lira 355.925 Fixed 45,60
Turkish lira 268.127 Fixed 51,24
Turkish lira 200.268 Fixed 51,24

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

6. Financial liabilities (cont'd)

The details of bank loans as of December 31, 2023 are as follows:

Currency TL equivalent Interest Interest rate (%)
Euro 748.746.423 Fixed 2,09
Euro 684.138.428 Fixed 2,09
Euro 665.023.645 Fixed 12,00
Euro 266.009.458 Fixed 4,99
Euro 221.674.548 Fixed 4,85
Euro 111.502.298 Floating 2,90
Turkish lira 32.355.748 Fixed 47,40
Euro 30.900.095 Fixed 4,50
Turkish lira 25.742.509 Fixed 53,00
Euro 25.321.505 Fixed 4,50
Turkish lira 25.297.231 Floating 47,00
Turkish lira 13.127.366 Fixed 45,60
Turkish lira 10.933.642 Fixed 52,92
Turkish lira 6.840.363 Fixed 48,48
Turkish lira 5.602.967 Fixed 53,00
Turkish lira 5.553.602 Floating 47,00
Turkish lira 4.730.813 Fixed 52,92
Turkish lira 4.569.278 Fixed 20,68
Euro 4.208.238 Fixed 4,50
Turkish lira 3.583.281 Fixed 42,60
Turkish lira 3.469.287 Fixed 43,20
Turkish lira 3.415.437 Fixed 48,48
Turkish lira 3.166.372 Fixed 43,20
Turkish lira 2.241.544 Fixed 51,24
Turkish lira 1.651.042 Fixed 51,24
Turkish lira 1.630.330 Fixed 45,60
Turkish lira 1.415.240 Fixed 50,52
Turkish lira 823.143 Fixed 16,80

Interest risks related to interest rate changes on floating rate bank loans are explained in Note 24.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

6. Financial liabilities (cont'd)

Movement of bank loans for the periods ended September 30, 2024, and 2023 are as follows:

2024 2023
January 1 2.913.673.833 2.261.295.299
Addition 315.655.050 882.276.067
Principal payments (-) (309.611.215) (281.915.287)
Interest accrual/ (paid), net 22.765.733 271.305
Translation differences (376.422.654) (64.125.801)
Monetary gain (-) (56.727.584) (44.051.831)
September 30 2.509.333.163 2.753.749.752

Movement of commercial paper for the period ended June 30, 2024 is as follows:

2024
January 1 -
Issued of commercial paper (*) 682.520.403
Principal payments (-) (392.903.229)
Interest accrual/ (paid), net 4.604.794
Monetary gain (-) (30.009.924)
September 30 264.212.044

Movement of lease liabilities for the period ended September 30, 2024, and 2023 is as follows:

2024 2023
January 1 505.635.735 669.446.148
Principal payments (-) (22.274.444) (3.983.274)
Interest accrual 45.066.237 39.105.063
Interest paid (-) (18.420.545) -
Monetary gain (-) (134.022.646) (229.167.596)
September 30 375.984.337 475.400.341

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

7. Trade receivables and payables

a) Short-term trade receivables

The details of short-term trade receivables as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Trade receivables from third parties (*)
Trade receivables from related parties (Note 18)
514.493.917
174.483.762
959.152.270
201.386.854
Total 688.977.679 1.160.539.124

(*) As of September 30, 2024 and December 31, 2023, trade receivables from third parties mainly consist of receivables arising from the sale of 40% of the shares of Nordstern Dusseldorf GMBH, operating in Germany, to DATE Investment GMBH and EN FA Investment GMBH on December 28, 2023.

b) Short-term trade payables

The details of short-term trade payables as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Trade payables to third parties (*)
Trade payables to related parties (Note 18)
206.379.218
2.758.489
162.752.468
1.335.090
Total 209.137.707 164.087.558

(*) Trade payables to third parties mainly consist of trade payables of Peker GMBH to DeSa Construction GMBH and the Company's payables to Timur Gayrimenkul Geliştirme Yapı ve Yatırımları A.Ş. regarding trading areas purchased pursuant to the additional protocol of the "Revenue Sharing Project in Return for Land" agreement within the scope of the Ataköy project.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

8. Other receivables and payables

a) Short-term other receivables

The details of short-term other receivables as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Deposits and guarantees given 12.152.472 442.552
Other receivables from third parties 262.900 21.515
Receivables from the tax authorities 136.806 4.811.276
Other receivables from related parties (Note 18) 4.702.259 4.330.403
Total 17.254.437 9.605.746

b) Long-term other receivables

The details of long-term other receivables as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Deposits and guarantees given 1.416.529 1.285.008
Total 1.416.529 1.285.008

c) Short-term other payables

The details of short-term other payables as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Deposits and guarantees taken 2.778.546 1.217.048
Other payables to third parties (*)
Other payables to related parties (Note 18)
145.560
412.563.745
40.775.406
2.216.745
Total 415.487.851 44.209.199

(*) As of September 30, 2024 and December 31, 2023, other payables to respectively third parties mainly consist of payables to A1 Capital Yatırım Menkul Değerler A.Ş. and Deniz Yatırım Menkul Kıymetler A.Ş. within the scope of stock purchases.

d) Long-term other payables

The details of long-term other payables as of September 30, 2024 and December 31, 2023 are as follows:

Other payables to related parties (Note 18)
345.127.539
September 30, 2024 December 31, 2023
279.114.174
Total
345.127.539
279.114.174

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

9. Inventories

The details of inventories as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Ataköy Nef 22 independent sections (*) 278.498.319 296.669.429
Land shares of Ataköy Project (**) 92.036.674 92.036.674
Housing of Sultan Makamı (***) 53.796.288 53.796.288
Inventories, gross 424.331.281 442.502.391
Ataköy Nef 22 independent sections (-) (*) (26.521.674) (26.521.674)
Land shares of Ataköy Project (-) (**) (14.455.563) (14.455.563)
Impairment (-) (40.977.237) (40.977.237)
Inventories, net 383.354.044 401.525.154
  • (*) With the protocol signed between the Company and Timur Gayrimenkul on December 28, 2017, 23 commercial areas amounting to 74.898.337 Turkish liras in the Ataköy project were purchased by the Company. 15 of the purchased commercial areas were returned, and 45 independent sections (16 commercial areas and 29 residences) were purchased within the framework of property sharing between the Company and Nef. As of September 30, 2024, there are 4 workplaces, 4 warehouse workplaces and 2 mezzanine-floor warehouse workplaces (December 31, 2023: 5 workplaces, 4 warehouse workplaces and 2 mezzanine-floor warehouse workplaces).
  • (**) The "Revenue Sharing Project for Land Sale" is carried out with the contract concluded between Nef and the Company on the Company's land located in Istanbul, Bakırköy, Ataköy. The sales revenue will be shared between the landowner Peker GYO and the contractor Nef, 50% of the landowner and 50% of the contractor. There are 1,438 residences and 125 workplaces in the project. The delivery of the independent sections sold by Nef has started, and the land share invoices of the delivered independent sections have been invoiced to Nef. In addition, the land shares (76 in total) of the independent sections subject to the independent section sharing between the Company and Nef in the current period were invoiced to Nef. As of June 30, 2024, the land shares of 5 commercial areas that were not delivered are included in the inventories (December 31, 2023: 5 commercial areas).
  • (***) It consists of an independent section in the "Sultan Makamı Konutları" located on the parcel 879 of the Çengelköy, in the Istanbul, Üsküdar. (December 31, 2023: An independent section).

Movement of inventories for the periods ended September 30, 2024 and 2023 are as follows:

2024 2023
January 1
Sales of inventories (Note 19) ()
Transfer to investment properties (Note 12) (
*)
401.525.154
(18.171.110)
-
459.295.940
(27.242.412)
(31.790.275)
September 30 383.354.044 400.263.253

(*) For the period ended September 30, 2024, sales consist of sales of workplace in Ataköy NEF 22. For the period ended September 30, 2023, sales consist of sales of residences and warehouses in Sultan Makamı Residences.

(**) Independent sections of Nef 22 which was previously reported in inventories has been classified into investment properties due to rental.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

10. Prepaid expenses and contract liabilities

a) Short-term prepaid expenses

The details of short-term prepaid expenses as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Advances given to third parties (*)
Prepaid expenses for next months
Advances given to related parties (Note 18)
118.640.291
2.495.593
549.738.396
34.209.402
8.821.577
489.604.503
Total 670.874.280 532.635.482

(*) As of September 30, 2024, advances given to third parties mainly consist of advances given to Tenet İnşaat Sanayi ve Ticaret A.Ş..

b) Long-term prepaid expenses

The details of long-term prepaid expenses as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Advances given to related parties (Note 18) - 17.702.064
Total - 17.702.064

c) Contract liabilities

The details of contract liabilities as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Liabilities from customer contracts - 345.752
Total - 345.752

d) Deferred income

The details of deferred income as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Advances received from third parties 151.107.118 -
Total 151.107.118 -

As of September 30, 2024, advances received from third parties mainly consist of advances received within the scope of sales of independent units.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

11. Other assets and liabilities

a) Other current assets

The details of other current assets as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Deferred VAT
Personnel and job advances
Other
98.437.612
41.158
3.497.801
105.131.753
67.907
3.967.132
Total 101.976.571 109.166.792

b) Other current liabilities

The details of other current liabilities as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Taxes and funds payables 32.429.122 68.637.602
Total 32.429.122 68.637.602

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

12. Investment properties

The details of investment properties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Hotel - Peker GMBH (1) 3.282.740.400 3.805.943.711
Peker Tower Maslak (9) 981.830.000 332.456.860
Düsseldorf 2 - Nordstern (2) 421.793.970 489.019.511
Düsseldorf - Nordstern (2) 408.433.980 473.530.206
Solingen - Peker GYO Global (3) 332.091.180 288.764.915
Right of use land 159.046.295 216.081.792
Grevenbroich - Bluestone (4) 107.070.777 124.135.722
Ritz Carlton A 95 - Peker GYO (5) 84.233.693 84.233.693
Nef 22 - Peker GYO (6) 68.949.353 68.949.353
House - Peker GMBH (1) 56.302.815 65.276.360
Parcela Benalmadena - Spain (8) 53.348.515 61.851.204
Parcela Mijas - Spain (8) 44.166.479 51.205.734
Grevenbroich - Peker GYO Global (3) 26.338.266 30.536.060
Kaiserwall - Peker GYO (7) 20.976.945 20.976.945
Total 6.047.322.668 6.112.962.066
  • (1) Peker GMBH owns the Northgate Düsseldorf project. Related project; It is a project with a gross indoor construction area of 26.200 m2 located in Düsseldorf, Germany. The project, which was developed on a land of 11,600 m2 , has a total net usage area of 24.000 m2 (8.400 m2 hotel, 5.800 m2 boarding, 1.800 m2 office, 8.000 m2 common use area). The 431-room hotel project, the construction of which started in 2019, was completed at the beginning of 2023. The related hotel is one of the largest hotels in the city of Düsseldorf and has been leased to the Novum Hotels Group for 25+5 years. The hotel continues to operate.
  • (2) Nordstern Düsseldorf GMBH owns a land of 8,891 m2 in Düsseldorf, Germany, and continues its project development activities on the relevant land. In addition, with the purchase agreement signed between Nordstern Düsseldorf GMBH and Düsseldorf Municipality on August 31, 2023, a new land of 9,163 m2 was purchased on the parcel adjacent to the mentioned land.
  • (3) Peker GYO Global GMBH owns 3 adjoining buildings in Grevenbroich, Nordrhein-Westfalen, Germany, and plans to design these three real estates together. In addition, it has a land area of 2,690 m2 in the city of Solingen, and it is planned to build a project with a total of 45 flats, 33 indoor parking lots, 14 outdoor parking lots and motor parking lots.
  • (4) It is planned to develop a residential project on a land of 2,370 m2 in Gerevenbroich, Germany.
  • (5) On July 26, 2023, the Company purchased the independent section numbered 95 amounting to 48.303.840 TL + VAT, which is located on the 14th floor of the A Block of the project. Related project; It is located in Istanbul, Şişli, Teşvikiye. The project is located on a parcel with a surface area of 5.032,56 m2 , registered with the parcel number 840 and 114. There are 3 blocks in the project, consisting of blocks A, B and C.

(6) Due to the rental of 2 residences, which were previously in Nef 22 independent section inventories, the related residences were classified as investment properties as of December 31, 2022 and March 31, 2023, respectively.

  • (7) A real estate consisting of 3 flats and 1 commercial area with a leasable area of 417 m2 in the city of Recklinghausen, Westphalia, Germany, was purchased for 500.000 euros. Rental income is obtained from the said real estate.
  • (8) As part of the restructuring the Group has created for new investments to be made in Spain; Avellano purchased a 609.11 m2 plot at the address 9.3, Benalmadena 1 29639 Malaga and a 670 m2 plot at the address of Ficus Buena Vista Sol, 2, Buenavista, 29650, Mijas, Malaga.
  • (9) On June 24, 2024, the Company has purchased 100% shares of the GG Gayrimenkul Geliştirme İnşaat İşletmecilik A.Ş. which owns 99% of the shares of DİGH Maslak İnsaat Proje Danışmanlık Ltd. Şti. from its related party Peker Holding A.Ş. DİGH Maslak İnsaat Proje Danışmanlık Ltd. Şti. has Peker Tower Maslak Project. The land, which has a total construction area of 16,554 m2 , is located on Büyükdere Street, in the area where plazas and business centers are most dense in Istanbul. The project, which will consist of 6 basement floors and ground floor + 15 floors, will have office sizes ranging from 120 m2 to 560 m2 . The Group has accounted for its investment properties under construction at cost until their fair values can be measured reliably. Since the fair value of the relevant real estate can be measured reliably as of September 30, 2024, it has been accounted for at fair value.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

12. Investment properties (cont'd)

Movement of investment properties for the periods ended September 30, 2024 and 2023 are as follows:

2024 2023
January 1 5.896.880.274 5.641.588.133
Additions 275.145.688 620.032.934
Transfer from inventories (*) (Note 9) - 31.790.275
Sales of investment properties (Note 19) - (1.292.097.869)
Translation differences (942.280.415) (299.149.838)
Fair value change (Note 21a) 658.530.826 221.377.950
September 30 5.888.276.373 4.923.541.585

The Group classifies its rights for the lands that are rented to develop investment real estate as investment real estates. In such a case, the rights to the related land are recognized as if it were a financial lease. The fair values of the investment properties developed on the leased land have been deducted from the estimated cash flows to be paid for the rents and therefore the discounted values of rentable rentals related to the related land are accounted for in the investment property and lease liabilities accounts. Movement of right of use land for the periods ended September 30, 2024 and 2023 are as follows:

2024 2023
January 1
Arrangements
216.081.792
(57.035.497)
356.065.556
(118.478.432)
September 30 159.046.295 237.587.124

As of September 30, 2024, the fair values of the investment properties are as follows:

September 30, 2024
Name of investment property Date of appraisal report Fair value Currency Fair value (TL)
Hotel - Peker GMBH December 14, 2023 86.000.000 Euro 3.282.740.400
Peker Tower Maslak June 14, 2024 981.830.000 Turkish lira 981.830.000
Düsseldorf 2 - Nordstern December 12, 2023 11.050.000 Euro 421.793.970
Düsseldorf - Nordstern December 12, 2023 10.700.000 Euro 408.433.980
Solingen - Peker GYO Global August 22, 2024 8.700.000 Euro 332.091.180
Right of use land - 159.046.295 Turkish lira 159.046.295
Grevenbroich - Bluestone December 14, 2023 2.805.000 Euro 107.070.777
Ritz Carlton A 95 - Peker GYO January 8, 2024 84.233.693 Turkish lira 84.233.693
Nef 22 - Peker GYO January 8, 2024 68.949.353 Turkish lira 68.949.353
House - Peker GMBH December 14, 2023 1.475.000 Euro 56.302.815
Parcela Benalmadena - Spain January 15, 2024 1.397.604 Euro 53.348.515
Parcela Mijas - Spain January 16, 2024 1.157.057 Euro 44.166.479
Grevenbroich - Peker GYO Global December 14, 2023 690.000 Euro 26.338.266
Kaiserwall - Peker GYO December 31, 2023 474.000 Euro 20.976.945

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

12. Investment properties (cont'd)

As of December 31, 2023, the fair values of the investment properties are as follows:

December 31, 2023
Date of appraisal
Name of investment property report Fair value Currency Fair value (TL)
Hotel - Peker GMBH December 14, 2023 86.000.000 Euro 3.805.943.711
Düsseldorf 2 - Nordstern December 12, 2023 11.050.000 Euro 489.019.511
Düsseldorf - Nordstern December 12, 2023 10.700.000 Euro 473.530.206
Peker Tower Maslak - 332.456.860 Turkish lira 332.456.860
Solingen - Peker GYO Global December 14, 2023 6.525.000 Euro 288.764.915
Arsa kullanım hakkı - 216.081.792 Turkish lira 216.081.792
Grevenbroich - Bluestone December 14, 2023 2.805.000 Euro 124.135.722
Ritz Carlton A 95 - Peker GYO January 8, 2024 84.233.693 Turkish lira 84.233.693
Nef 22 - Peker GYO January 8, 2024 68.949.353 Turkish lira 68.949.353
House - Peker GMBH December 14, 2023 1.475.000 Euro 65.276.360
Parcela Benalmadena - Spain January 15, 2024 1.397.604 Euro 61.851.204
Parcela Mijas - Spain January 16, 2024 1.157.057 Euro 51.205.734
Grevenbroich - Peker GYO Global December 14, 2023 690.000 Euro 30.536.060
Kaiserwall - Peker GYO December 31, 2023 474.000 Euro 20.976.945

As of September 30, 2024, the methods that are used to identify the fair values of investment properties are as follows:

Name of investment property Valuation method use Based on valuation method
Hotel - Peker GMBH Precent comparison, Income discount Income discount
Peker Tower Maslak Income discount Income discount
Düsseldorf 2 - Nordstern Precent comparison Precent comparison
Düsseldorf - Nordstern Precent comparison Precent comparison
Cost analysis, Precent comparison, Precent comparison
Solingen - Peker GYO Global Income discount
Grevenbroich - Bluestone Precent comparison Precent comparison
Ritz Carlton A 95 - Peker GYO Precent comparison, Income discount Precent comparison
Nef 22 - Peker GYO Precent comparison, Income discount Precent comparison
House - Peker GMBH Precent comparison Precent comparison
Parcela Benalmadena - Spain Precent comparison Precent comparison
Parcela Mijas - Spain Precent comparison Precent comparison
Grevenbroich - Peker GYO Global Precent comparison, Income discount Precent comparison
Kaiserwall - Peker GYO Cost analysis, Income discount Income discount

As of December 31, 2023, the methods that are used to identify the fair values of investment properties are as follows:

Name of investment property Valuation method use Based on valuation method
Hotel - Peker GMBH Precent comparison, Income discount Income discount
Düsseldorf 2 - Nordstern Precent comparison Precent comparison
Düsseldorf - Nordstern Precent comparison Precent comparison
Solingen - Peker GYO Global Cost analysis, Precent comparison,
Income discount
Precent comparison
Grevenbroich - Bluestone Precent comparison Precent comparison
Ritz Carlton A 95 - Peker GYO Precent comparison, Income discount Precent comparison
Nef 22 - Peker GYO Precent comparison, Income discount Precent comparison
House - Peker GMBH Precent comparison Precent comparison
Parcela Benalmadena - Spain Precent comparison Precent comparison
Parcela Mijas - Spain Precent comparison Precent comparison
Grevenbroich - Peker GYO Global Precent comparison, Income discount Precent comparison
Kaiserwall - Peker GYO Cost analysis, Income discount Income discount

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

12. Investment properties (cont'd)

As of June 30, 2024 the fair values classification of the investment properties are as follows:

September 30, 2024 1. level 2. level 3. level
Hotel - Peker GMBH 3.282.740.400 - 3.282.740.400 -
Peker Tower Maslak 981.830.000 - 981.830.000 -
Düsseldorf 2 - Nordstern 421.793.970 - 421.793.970 -
Düsseldorf - Nordstern 408.433.980 - 408.433.980 -
Solingen - Peker GYO Global 332.091.180 - 332.091.180 -
Grevenbroich - Bluestone 107.070.777 - 107.070.777 -
Ritz Carlton A 95 - Peker GYO 84.233.693 - 84.233.693 -
Nef 22 - Peker GYO 68.949.353 - 68.949.353 -
House - Peker GMBH 56.302.815 - 56.302.815 -
Parcela Benalmadena - Spain 53.348.515 - 53.348.515 -
Parcela Mijas - Spain 44.166.479 - 44.166.479 -
Grevenbroich - Peker GYO Global 26.338.266 - 26.338.266 -
Kaiserwall - Peker GYO 20.976.945 - - 20.976.945
Total 5.888.276.373 - 5.867.299.428 20.976.945

As of December 31, 2023 the fair values classification of the investment properties are as follows:

December 31, 2023 1. level 2. level 3. level
Hotel - Peker GMBH 3.805.943.711 - 3.805.943.711 -
Düsseldorf 2 - Nordstern 489.019.511 - 489.019.511 -
Düsseldorf - Nordstern 473.530.206 - 473.530.206 -
Solingen - Peker GYO Global 288.764.915 - 288.764.915 -
Grevenbroich - Bluestone 124.135.722 - 124.135.722 -
Ritz Carlton A 95 - Peker GYO 84.233.693 - 84.233.693 -
Nef 22 - Peker GYO 68.949.353 - 68.949.353 -
House - Peker GMBH 65.276.360 - 65.276.360 -
Parcela Benalmadena - Spain 61.851.204 - 61.851.204 -
Parcela Mijas - Spain 51.205.734 - 51.205.734 -
Grevenbroich - Peker GYO Global 30.536.060 - 30.536.060 -
Kaiserwall - Peker GYO 20.976.945 - - 20.976.945
Total 5.564.423.414 - 5.543.446.469 20.976.945

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

13. Property, plant and equipment

Movement of property, plant and equipment and accumulated depreciation for the periods ended September 30, 2024 and 2023 are as follows:

January 1, Translation September 30,
2024 Addition Disposal difference 2024
Cost:
Vehicles 89.837.776 29.449.094 (30.659.430) (1.649.611) 86.977.829
Furniture and fixtures 18.998.505 620.972 - (2.361.478) 17.257.999
Leasehold improvements - 80.105 - - 80.105
Advances given - 51.484 - - 51.484
Total 108.836.281 30.201.655 (30.659.430) (4.011.089) 104.367.417
Accumulated
depreciation (-):
Vehicles 30.443.864 12.147.805 (14.021.838) (263.084) 28.306.747
Furniture and fixtures 4.232.147 1.353.226 - (391.949) 5.193.424
Leasehold improvements - 8.010 - - 8.010
Total 34.676.011 13.509.041 (14.021.838) (655.033) 33.508.181
Book value 74.160.270 70.859.236
January 1, Translation September 30,
2023 Addition difference 2023
Cost:
Vehicles 74.214.397 15.712.188 (342.432) 89.584.153
Furniture and fixtures 15.583.873 2.143.398 (1.031) 17.726.240
Total 89.798.270 17.855.586 (343.463) 107.310.393
Accumulated
depreciation (-):
Vehicles 19.261.982 8.508.550 (202.113) 27.568.419
Furniture and fixtures 1.908.717 1.313.293 (143.834) 3.078.176
Total 21.170.699 9.821.843 (345.947) 30.646.595
Book value 68.627.571 76.663.798

As of September 30, 2024 and December 31, 2023, there are pledges on vehicles amounting to 4.849.398 Turkish liras and 6.588.431 Turkish liras (Note 14).

As of September 30, 2024 and December 31, 2023 there are no property, plant and equipment acquired through financial leasing.

As of September 30, 2024 and 2023 there is no capitalized borrowing cost.

For the periods ended September 30, 2024 and 2023, depreciation expenses are included in general administrative expenses (Note 20).

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

14. Provisions, commitments and contingencies

a) Provisions

As of September 30, 2024 and December 31, 2023, there are 8 lawsuits to which the Group is a party. The Group does not foresee a significant cash outflow risk for the related lawsuits.

b) Contingent assets

The details of collaterals, pledges and mortgages ("CPM") received as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Letter of guarantees taken (*)
- Turkish lira
- US dollar
2.060.200
65.984.248
2.799.004
77.343.518
Total 68.044.448 80.142.522

(*) As of September 30, 2024 and December 31, 2023, letter of guarantees taken consist of the letter of guarantees received from the customers regarding the undelivered residences and workplaces within the scope of the sales contracts made within the scope of Nef 22 Project.

c) Contingent liabilities

The details of collaterals, pledges and mortgages ("CPM") given as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
A. Total amount of guarantees provided by the
Company on behalf of itself (*) 327.304.398 237.596.996
B. Total amount for guarantees provided on behalf of
subsidiaries accounted under full consolidation
method (**) 2.739.145.526 3.175.709.581
C. Provided on behalf of third parties in order to
maintain operating activities - -
D. Other guarantees given - -
i. Total amount of guarantees given on behalf of the
parent company - -
ii. Total amount of guarantees provided on behalf of
the associates which are not in the scope of B and C - -
iii. Total amount of guarantees provided on behalf of
third parties which are not in the scope of C - -
Total 3.066.449.924 3.413.306.577

(*) As of September 30, 2024, guarantees, pledges and mortgages consist of amounting to 210.305.000 Turkish liras consist of mortgages on independent sections, amounting to 57.150.000 Turkish liras is from mortgages within the scope of "saleleaseback", amounting to 4.849.398 Turkish liras consist of pledges on vehicles, amounting to 20.000.000 Turkish liras, amounting to 20.000.000 Turkish liras and 15.000.00 Turkish liras guarantee given to respectively Kuveyt Türk Katılım Bankası A.Ş., Albaraka Türk Katılım Bankası A.Ş. and Vakıf Katılım Bankası A.Ş. As of December 31, 2023, guarantees, pledges and mortgages consist of amounting to 104.830.189 Turkish liras consist of mortgages on independent sections, amounting to 31.927.287 Turkish liras is from mortgages within the scope of "sale-leaseback", amounting to 6.558.431 Turkish liras consist of pledges on vehicles, amounting to 56.889.370 Turkish liras is from liens within the scope of "sale-leaseback", amounting to 27.172.159 Turkish liras and 10.189.560 Turkish liras guarantee given to Kuveyt Türk Katılım Bankası A.Ş. and Albaraka Türk Katılım Bankası A.Ş.

(**) As of September 30, 2024 and December 31, 2023, guarantees provided on behalf of subsidiaries accounted under full consolidation method consist of mortgage amounting to 11.000.000 euros related to land in Nordstern, amounting to 10.000.000 euros related to land in Solingen, amounting to 50.000.000 euros related to Hotel in Northgate and amounting to 630.000 euros related to real estates in Grevenbroich.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

15. Shareholders's equity

a) Paid-in capital

The details of paid-in capital as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Name of shareholder Share (%) Amount Share (%) Amount
Hasan Peker 31,26 209.364.966 39,17 262.364.967
Public shares 68,74 460.468.781 60,83 407.468.780
Total 100 669.833.747 100 669.833.747
Inflation adjustment to share capital 2.668.312.123 2.668.312.123
Total 3.338.145.870 3.338.145.870

As of September 30, 2024 and December 31, 2023, the Company's share capital consists of 669.833.747 units of shares with the nominal value of Turkish lira 1.

September 30, 2024 December 31, 2023
Shareholder Units of share Amount Units of share Amount Group Type
Hasan Peker 42.166.667 42.166.667 42.166.667 42.166.667 A Registered
Hasan Peker 167.198.299 167.198.299 220.198.300 220.198.300 B Bearer
Public shares 460.468.781 460.468.781 407.468.780 407.468.780 B Bearer
Total 669.833.747 669.833.747 669.833.747 669.833.747

Shares are divided into groups A and B, and group A shares are privileged. The nominal amount of the privileged shares is amounting to 42.166.667 Turkish liras. Group A shares have the privilege to nominate candidates in the election of the members of the Board of Directors. If the Board of Directors consists of 5 members, 3 of them, in case of 6 or 7 members, 4 of them are selected by the General Assembly from among the candidates nominated by the group A shareholders.

The management control of the Company belongs to group A shareholders, and this control is achieved by owning the majority of the privileges granted to the shares.

b) Treasury shares

It consists of the shares repurchased by the Company within the scope of liquidity provider transactions carried out within the framework of CMB legislation. The repurchased shares of the Company are traded at Borsa Istanbul at market prices on the date of the transaction; it is accounted for in the "Treasury shares" accounts, including the parts of the repurchased shares that exceed their nominal value.

In accordance with the decision of the board of directors dated March 12, 2024, the Company has initiated a program to buy back 25.000.000 shares with a nominal value of 25.000.000 Turkish liras between March 12, 2024 and March 11, 2025. The company has repurchased 25.000.000 shares as of the balance sheet date. On July 10, 2024, the Company sold all its treasury shares at an average price of 9.8260 Turkish liras. As of September 30, 2024, the Company has no treasury shares.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

15. Shareholders's equity (cont'd)

c) Restricted reserves

In accordance with the Turkish Commercial Code ("TCC"), unless the required reserves and the dividend for shareholders as determined in the article of association or in the dividend distribution policy of the Company are set aside, no decision may be made to set aside other reserves, to transfer profits to the subsequent year or to distribute dividends to the holders of usufruct right certificates, to the members of the board of directors or to the employees; and no dividend can be distributed to these persons unless the determined dividend for shareholders is paid in cash.

The Turkish Commercial Code ("TCC") stipulates that the legal reserve is appropriated out of statutory profits at the rate of 5% per annum, until the total reserve reaches 20% of the Group's paid-in share capital. Other legal reserve is appropriated out of 10% of the distributable income after 5% dividend is paid to shareholders. Under the TCC, legal reserves can only be used for compensating losses, continuing operations in severe conditions or preventing unemployment and taking actions for relieving its effects in case general legal reserves does not exceed half of paid-in capital or issued capital.

As of September 30, 2024, the total amount of legal reserves is 251.631.818 Turkish liras (December 31, 2023: 156.577.754 Turkish liras).

16. Earnings per share

Earnings per share disclosed in the consolidated statements of income are determined by dividing the net income per share by the weighted average number of shares that have been outstanding during the year.

January 1 -
September 30, 2024
January 1 -
September 30, 2023
Profit for the year
Weighted average number of ordinary shares with
nominal value
341.756.585
3.338.145.870
143.295.645
3.338.145.870
Earnings per share 0,10 0,04

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

17. Taxation

The earnings of companies that are granted the Real Estate Investment Trust ("REIT") status is exempt from Corporate Tax and provisional corporate tax as per the article 5, section 1, paragraph d/4 of the Corporate Tax Law nr 5520. On the other hand, as per the article 15, paragraph 3 of the Corporate Tax Law, the percentage of the income tax withholding required to be made over the earnings of these partnerships that are subject to exemption is currently zero in accordance with the Ministerial Council Decision nr 2010/14594 (nr 2003/6577 for 2008).

In addition to the above-mentioned laws, according to Article 32 of the "Law on Amendments to the Tax Laws No. 7524 and Certain Laws and the Decree Law No. 375" published in the Official Gazette on August 2, 2024; The Company's ability to benefit from the corporate tax exemption is conditioned on the distribution of at least 50% of the profit it will earn from the real estates it owns after January 1, 2025, as dividends by the end of the second month following the month in which the corporate tax return for the accounting period in which it is obtained is required to be submitted. If the profit is not distributed to the shareholders' up to the specified rate within the relevant period, the relevant exemption will be eliminated. The company is considering benefiting from the relevant exemption by distributing at least 50% of the profits mentioned in the relevant law.

According to Article 36 of the "Law No. 7524 on Amendments to Tax Laws and Certain Laws and the Decree Law No. 375" published in the Official Gazette on 2 August 2024; In accordance with the provision that the calculated corporate tax cannot be less than 10% of the corporate earnings before deducting deductions and exemptions, effective from January 1, 2025, the Company's incomes determined as exempt from corporate tax will be subject to domestic minimum corporate tax.

Deferred tax is calculated using the liability method, based on temporary differences between the recorded values and tax basis of assets and liabilities in the financial statements prepared in accordance with TAS. During this calculation, effective tax rate of the balance sheet date are used. Since the Company is exempt from corporate tax in accordance with the current tax legislation after the approval of the CMB for its transformation into a real estate investment corporation, no deferred tax assets or liabilities have been recognized over temporary and taxable differences.

Subsidiaries in Germany and Spain deferred tax assets and liabilities based upon the temporary differences arising between its taxable statutory financial statements and its financial statements prepared in accordance with the TFRS. These differences consist of fair value differences related to investment properties.

September 30, 2024 December 31, 2023
Deferred tax asset
Deferred tax liabilities
3.196.716
(226.236.937)
12.493.795
(260.190.986)
Total (223.040.221) (247.697.191)

Movement of deferred tax for the periods ended September 30, 2024 and 2023 are as follows:

2024 2023
January 1
Deferred tax income recognized in statement of profit or loss
Translation differences
(247.697.191)
(40.723.318)
65.380.288
(139.963.051)
(37.228.480)
46.571.769
September 30 (223.040.221) (130.619.762)

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

18. Related parties

a) Short-term trade receivables

The details of short-term trade receivables from related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Peker Holding GMBH (*) 173.121.042 200.754.890
Peker Port GMBH 340.680 157.991
Pollux Construction GMBH 340.680 157.991
PekFor 95 GMBH 340.680 157.991
Peker Investment GMBH 340.680 157.991
Total 174.483.762 201.386.854

(*) As of September 30, 2024, 146,582,550 Turkish lira of short-term trade receivables from Peker Holding GMBH consists of the sale of 9% of the shares of Nordstern Dusseldorf GMBH, operating in Germany, to Peker Holding GMBH on December 28, 2023.

b) Short-term other receivables

The details of short-term other receivables from related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Hasan Peker 3.854.832 4.070.919
Peker Investment GMBH 847.427 36.585
Peker Holding GMBH - 222.899
Total 4.702.259 4.330.403

c) Short-term prepaid expenses

The details of short-term prepaid expenses to related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Marbella Lifestyle Investment SL (*)
Pollux Construction GMBH
384.761.605
164.976.791
369.429.618
120.174.885
Total 549.738.396 489.604.503

(*) The Company signed a real estate purchase agreement amounting to 8.900.000 euros with its related party, Marbella Life Style Investments SL, regarding the purchase of a villa with 16 rooms and a total construction area of 1,992 m2 on a 7,100 m2 land in Malaga, Spain. Pursuant to the aforesaid agreement, the title deed will be transferred after the permissions for the construction of 4 additional villas on the land area excluding the existing villa are obtained. Within the scope of the relevant agreement, an advance of 8.500.000 euros was paid to the seller.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

18. Related parties (cont'd)

d) Long-term prepaid expenses

The details of long-term prepaid expenses to related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Marbella Lifestyle Investment SL - 17.702.064
Total - 17.702.064

e) Short-term trade payables

The details of short-term trade payables to related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Peker Management GMBH
Pollux Construction GMBH
Peker Holding A.Ş.
2.281.472
455.058
21.959
1.305.255
-
29.835
Total 2.758.489 1.335.090

f) Short-term other payables

The details of short-term other payables to related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Peker Holding A.Ş.
Hasan Peker
256.563.495
156.000.250
2.216.745
-
Total 412.563.745 2.216.745

g) Long-term other payables

The details of long-term other payables to related parties as of September 30, 2024 and December 31, 2023 are as follows:

September 30, 2024 December 31, 2023
Peker Holding A.Ş.
Peker Holding Ltd.
343.706.521
1.359.738
277.537.721
1.576.453
Peker Holding GMBH 61.280 -
Total 345.127.539 279.114.174

h) Benefits of the key management

The key management of the Group consists of the Board of Directors, General Manager and Directors. For the period ended June 30, 2024, the total compensation consisting of short term benefits such as salaries and rental of car. For the periods ended September 30, 2024 and 2023, benefits of the key management amounting to 18.998.298 Turkish liras and 27.944.815 Turkish liras.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

19. Sales and cost of sales

For the periods ended September 30, 2024 and 2023, the details of sales and cost of sales are as follows:

January 1 -
September 30,
2024
July 1 -
September 30,
2024
January 1 -
September 30,
2023
July 1 -
September 30,
2023
Domestic sales (*) 13.577.240 13.577.240 1.092.956.089 -
Export sales (**) - - 84.251.701 -
Rent income 93.156.667 27.707.837 27.935.255 18.947.610
Net sales 106.733.907 41.285.077 1.205.143.045 18.947.610
Cost of domestic sales (-) (Not 9-12) (18.171.110) (18.171.110) (1.240.354.828) -
Cost of export sales (-) (Not 9-12) - - (78.985.453) -
Other (-) (3.937.099) (3.902.430) (2.288.885) (1.489.289)
Cost of sales (-) (22.108.209) (22.073.540) (1.321.629.166) (1.489.289)
Gross profit/ (loss) 84.625.698 19.211.537 (116.486.121) 17.458.321

(*) For the period ended September 30, 2024, sales consist of sales of workplace in Ataköy NEF 22. For the period ended September 30, 2023, domestic sales consist of sales of the investment property with a land of 11,020 m2 in Üsküdar, and residences and warehouses in Sultan Makamı Residences.

(**) For the period ended September 30, 2023, export sales consist of the sales of investment properties numbered 18 and 19 in the Urbanization Oasis Club project in Malaga Marbella, Spain.

20. Marketing and general administrative expenses

a) Marketing expenses

For the periods ended September 30, 2024 and 2023, the details of marketing expenses are as follows:

January 1 -
September 30,
2024
July 1 -
September 30,
2024
January 1 -
September 30,
2023
July 1 -
September 30,
2023
Sponsorship expenses 12.456.686 - - -
Total 12.456.686 - - -

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

20. Marketing and general administrative expenses (cont'd)

b) General administrative expenses

For the periods ended September 30, 2024 and 2023, the details of general administrative expenses are as follows:

January 1 - July 1 - January 1 - July 1 -
September 30, September 30, September 30, September 30,
2024 2024 2023 2023
Personnel expenses 35.533.063 12.029.344 42.695.257 12.043.103
Consultancy expenses 25.175.271 13.954.121 24.292.500 5.698.114
Amortization and depreciation expenses (Note
13) 13.509.041 4.146.204 9.821.843 4.750.110
Rent expenses 11.961.080 3.169.259 10.793.925 3.045.059
Insurance expenses 5.257.934 1.432.824 2.686.398 299.283
Taxes, duties and other charges 5.162.832 1.423.432 9.575.588 1.763.431
Travel and accommodation expenses 4.152.066 3.516.219 4.644.379 856.973
Travel expenses 2.515.259 696.634 2.233.470 792.412
Maintenance and repair expenses 1.949.582 1.109.115 2.513.879 857.040
Outsourced benefits and services (*) 1.926.176 829.799 6.893.263 3.646.828
Contribution expenses 1.108.267 559.420 1.066.948 406.450
Donations and grants (**) 80.780 24.678 6.156.218 23.828
Other (***) 8.958.237 1.909.756 3.732.169 1.560.484
Total 117.289.588 44.800.805 127.105.837 35.743.115

(*) For the period ended September 30, 2023, outsourced benefits and services mainly consist of real estate valuation service expenses.

(**) For the period ended September 30, 2023, donations and grants mainly consist of donations related to Kahramanmaraş-centered earthquake on February 6, 2023.

(***) For the period ended September 30, 2024, other expenses mainly consist of capital market transaction expenses.

21. Other income and expenses from operating activities

a) Other income from operating activities

For the periods ended September 30, 2024 and 2023, the details of other income from operating activities are as follows:

January 1 - July 1 - January 1 - July 1 -
September 30, September 30, September 30, September 30,
2024 2024 2023 2023
Fair value differences of investment properties
(Note 12) 864.883.536 74.095.787 341.618.900 74.128.826
Foreign exchange gains 388.065.599 178.719.177 570.831.457 54.752.157
Taxes, duties and other charges refunds 3.657.253 - 4.939.552 4.042.893
Late interest income (*) - - 29.904.350 -
Provision no longer required - - 2.965.195 -
Other (**) 49.719 2.432 3.019.752 673.469
Total 1.256.656.107 252.817.396 953.279.206 133.597.345

(*) For the period ended September 30, 2023, late interest income consists of interest income related to trade receivables from UK Imperial Investment Ltd.

(**) For the period ended September 30, 2023, other expenses mainly consist of income arising from trade payables that will not be paid.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

21. Other income and expenses from operating activities (cont'd)

b) Other expenses from operating activities

For the periods ended September 30, 2024 and 2023, the details of other expenses from operating activities are as follows:

January 1 -
September 30,
2024
July 1 -
September 30,
2024
January 1 -
September 30,
2023
July 1 -
September 30,
2023
Fair value differences of investment properties
(Note 12)
Foreign exchange loss
Taxes, duties and other charges
Insurance compensation expenses
Other
206.352.710
164.578.414
1.802.292
285.832
2.120.934
204.791.063
68.343.996
124.550
-
1.961.626
120.240.950
100.972.753
1.568.283
-
885.171
19.817.394
32.582.314
1.447.522
-
115.628
Total 375.140.182 275.221.235 223.667.157 53.962.858

22. Income and expenses from investing activities

a) Income from investing activities

For the periods ended September 30, 2024 and 2023, the details of income from investing activities are as follows:

January 1 - July 1 - January 1 - July 1 -
September 30, September 30, September 30, September 30,
2024 2024 2023 2023
Profit from sales of funds (Note 5a) 33.010.765 7.462.783 21.238 21.238
Profit from sales of stocks (Note 5a) 24.458.920 10.369.553 - -
Interest income from funds 68.248 - - -
Fair value gain of stocks (Note 5a) 20.368 - - -
Total 57.558.301 17.832.336 21.238 21.238

b) Expense from investing activities

For the periods ended September 30, 2024 and 2023, the details of expense from investing activities are as follows:

January 1 -
September 30,
2024
July 1 -
September 30,
2024
January 1 -
September 30,
2023
July 1 -
September 30,
2023
Loss from sales of funds (Not 5a)
Fair value loss of stocks (Note 5a)
Loss from sales of property plant and
equipment
25.336.344
10.844.516
325.710
-
-
325.710
-
-
-
-
-
-
Total 36.506.570 325.710 - -

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

23. Income and expenses from financing activities

a) Income from financing activities

For the periods ended September 30, 2024 and 2023, the details of income from financing activities are as follows:

January 1 - July 1 - January 1 - July 1 -
September 30, September 30, September 30, September 30,
2024 2024 2023 2023
Interest income from time deposits 2.596.572 1.062.368 2.738.723 1.401.832
Late interest income - - 1.276.690 -
Other 72.851 69.923 4.492.490 1.426.430
Total 2.669.423 1.132.291 8.507.903 2.828.262

b) Expense from financing activities

For the periods ended September 30, 2024 and 2023, the details of expense from financing activities are as follows:

January 1 -
September 30,
2024
July 1 -
September 30,
2024
January 1 -
September 30,
2023
July 1 -
September 30,
2023
Interest and comission expenses related to
loans 130.519.008 36.297.315 49.770.782 16.588.846
Late interest expenses 77.290.590 26.675.454 50.357.255 6.551.408
Interest expenses related to commerical
papers 57.393.174 29.764.106 - -
Interest and comission expenses related to
lease liabilities 55.167.988 15.796.090 39.500.064 11.563.919
Bank comission expenses 2.612.406 1.481.932 2.453.856 687.753
Taxes, duties and other charges 628.043 183.747 52.195 14.667
Interest expenses related to retirement
payment liability 73.913 23.255 157.259 26.088
Interest expense related to group companies - - 4.254.294 2.101.917
Interest expense arising other payables - - 2.025.309 -
Other 361.959 87.978 133.976 57.964
Total 324.047.081 110.309.877 148.704.990 37.592.562

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments

The primary financial instruments of the Group consist of bank loans, cash and short-term deposits. The main objective of the related financial instruments is to finance the Group's business activities. The Group also has other financial instruments such as trade receivables and trade payables arising directly from its operating activities.

a) Capital risk management

The Group manages its capital through the optimization of the debt and the equity balance that minimizes the financial risk.

Through the forecasts regularly prepared by the Group, the future capital amount, debt to equity ratio and similar ratios are forecasted and required precautions are taken to strengthen the capital.

The capital structure of the Group consists of debt which includes the financial liabilities disclosed in Note 4 cash and cash equivalents and equity attributable to equity holders of the parent company, comprising issued capital, reserves and retained earnings as disclosed in Note 15.

As of reporting date the net financial debt/ equity ratio is as follows:

September 30, 2024 December 31, 2023
Financial liabilities 3.149.529.544 3.419.309.568
Less: Cash and cash equivalents (69.646.879) (78.932.053)
Net financial debt 3.079.882.665 3.340.377.515
Total equity 3.576.615.665 4.400.488.580
Net financial debt/ Total equity ratio 0,86 0,76

b) Financial risk factors

The Group's activities expose it to a variety of financial risks: foreign exchange risk, credit risk and liquidity risk. Group Management and Board of Directors examines and approves the policies on the management of risks stated below. In addition, the Group also considers the market risk of all of its financial instruments.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments (cont'd)

b) Financial risk factors (cont'd)

b.1) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral where appropriate, as a means of mitigating the risk of financial loss from defaults.

Credit risk of receivables is managed by securing receivables with collaterals covering receivables at the highest possible proportion. Methods used are bank guarantees, mortgages and cheques-notes negotiated.

In credit risk control, for the customers which are not secured with collaterals, the credit quality of the customer is assessed by taking into account its financial position, past experience and other factors. Individual risk limits are set in accordance and the utilization of credit limits is regularly monitored.

Current period Receivables Bank Financial
September
30, 2024
Trade receivables Other receivables deposits investments
Maximum net credit risk as of balance sheet date (A+B+C+D+E) (*) 688.977.679 18.670.966 69.639.301 51.877.506
-
The part of maximum risk under guarantee with collateral
- - - -
A. Net book value of financial assets that are neither overdue nor impaired 688.977.679 18.670.966 69.639.301 51.877.506
B. Net book value of financial assets that are renegotiated - - - -
C. Net book value of financial assets that are overdue but not impaired - - - -
-
The part of maximum risk under guarantee with collateral
- - - -
D. Net book value of impaired asset - - - -
-
Overdue (gross
net book value)
- - - -
-
Impairment (-)
- - - -
-
The part of net value under guarantee with collateral etc
- - - -
-
Undue (gross net book value)
- - - -
-
Impairment (-)
- - - -
-
The part of net value under guarantee with collateral etc.
- - - -
E. Credit risk off the statement of financial position - - - -

(*) The factors that increase the credit reliability, such as guarantee received are not considered in the determination of the balance.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments (cont'd)

b) Financial risk factors (cont'd)

b.1) Credit risk (cont'd)

Prior period Receivables Bank Financial
December 31, 2023 Trade receivables Other receivables deposits investments
Maximum net credit risk as of balance sheet date (A+B+C+D+E) (*) 1.160.539.124 10.890.754 78.927.231 126.526.767
-
The part of maximum risk under guarantee with collateral
- - - -
A. Net book value of financial assets that are neither overdue nor impaired 1.160.539.124 10.890.754 78.927.231 126.526.767
B. Net book value of financial assets that are renegotiated - - - -
C. Net book value of financial assets that are overdue but not impaired - - - -
-
The part of maximum risk under guarantee with collateral
- - - -
D. Net book value of impaired asset - - - -
-
Overdue (gross net book value)
- - - -
-
Impairment (-)
- - - -
-
The part of net value under guarantee with collateral etc
- - - -
-
Undue (gross net book value)
- - - -
-
Impairment (-)
- - - -
-
The part of net value under guarantee with collateral etc.
- - - -
E. Credit risk off the statement of financial position - - - -

(*) The factors that increase the credit reliability, such as guarantee received are not considered in the determination of the balance.

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments (cont'd)

b) Financial risk factors (cont'd)

b.2) Liquidity risk

Liquidity risk is the risk of the Group not meeting its net funding requirements. The following tables detail the Group's remaining contractual maturity for its non-derivative financial liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. The table includes both interest and principal cash flows.

The Group management eliminates of the liquidity risk with the principle of managing the balance sheet in accordance with the expected cash flow by keeping sufficient cash and cash equivalents for daily transactions and ensuring the availability of high quality credit providers. The Group management also tries to adjust the maturity structures of the financial debts used for construction costs and investment property development according to the cash flow of the incomes to be obtained from these real estates as much as possible.

As of September 30, 2024 and December 31, 2023 the maturity analysis of the financial liabilities is as follows:

September 30, 2024 Carrying
value
Total cash outflow
according to contract
(I+II+III)
Less than 3
months (I)
3-12
months (II)
1-5
years (III)
More than 5
years (IV)
Non derivative
financial liabilities
Bank loans 2.509.333.163 2.586.088.182 180.591.661 220.599.069 2.184.897.452 -
Commercial paper 264.212.044 315.000.000 - 315.000.000 - -
Lease liabilities 375.984.337 801.626.457 12.726.091 40.028.273 87.856.168 661.015.925
Trade payables 209.137.707 209.137.707 188.016.778 21.120.929 - -
Other payables 760.615.390 760.615.390 2.924.106 412.563.745 345.127.539 -
Total liabilities 4.119.282.641 4.672.467.736 384.258.636 1.009.312.016 2.617.881.159 661.015.925
Total cash outflow
according to contract
Less than 3 3-12 1-5 More than 5
December 31, 2023 Carrying value (I+II+III) months (I) months (II) years (III) years (IV)
Non derivative financial
liabilities
Bank loans 2.913.673.833 2.942.754.979 30.012.973 184.292.381 2.728.449.625 -
Lease liabilities 505.635.735 1.138.655.652 15.586.375 51.262.970 143.063.372 928.742.935
Trade payables 164.087.558 164.087.558 137.805.111 26.282.447 - -

Other payables 323.323.373 323.323.373 41.992.454 2.216.745 279.114.174 - Total liabilities 3.906.720.499 4.568.821.562 225.396.913 264.054.543 3.150.627.171 928.742.935

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments (cont'd)

b) Financial risk factors (cont'd)

b.3) Interest rate risk

Changes in interest rates create significant risks over financial results with due to the impact on interest sensitive assets and liabilities. These exposures are managed by establishing a fixed-floating balance in the consolidated financial statements and balancing interest rate sensitive assets and maturity with inter balance sheet items.

As of September 30, 2024 and December 31, 2023 interest rate table of financial instruments is as follow:

September 30, 2024 December 31, 2023
Fixed interest rate financial assets
Time deposits (Note 4)
13.880.608 751.561
Fixed interest rate financial liabilities
Bank loans (Note 6)
2.461.821.595 2.771.320.702
Floating interest rate financial liabilities
Bank loans (Note 6)
47.511.568 142.353.131

The Group's floating rate bank loans are exposed to interest rate risk depending on interest rate changes. Interest rates of floating interest rate bank loans as of September 30, 2024 and December 31, 2023 are %2,90+3 months libor (Note 6).

b.4) Foreign currency risk

The Group is exposed to foreign exchange risk arising from foreign currency transactions.

As of September 30, 2024 and December 31, 2023 details of foreign currency positions of assets and liabilities of the Group are as follows:

Current period
September 30, 2024
Foreign exchange position TL equivalent USD EUR GBP
1. Monetary financial assets 3.931.488 3.569 93.090 5.944
2. Trade receivables 667.246.077 - 16.300.000 1.044.177
3. Other receivables 48.767 - - 1.071
4. Current assets (1+2+3) 671.226.332 3.569 16.393.090 1.051.192
5. Other receivables 1.670.689.438 - 43.944.696 -
6. Non-current assets (5) 1.670.689.438 - 43.944.696 -
7. Total assets (4+6) 2.341.915.770 3.569 60.337.786 1.051.192
8. Trade payables (279.342) - (7.348) -
9. Other payables (938.639.951) - (24.689.356) -
10. Current liabilities (8+9) (938.919.293) - (24.696.704) -
11. Total liabilities (10) (938.919.293) - (24.696.704) -
12. Net foreign currency (liability)/ asset
(7+11) 1.402.996.477 3.569 35.641.082 1.051.192

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments (cont'd)

b) Financial risk factors (cont'd)

b.4) Foreign currency risk (cont'd)

Prior period
December 31, 2023
Foreign exchange position TL equivalent USD EUR GBP
1. Monetary financial assets 1.487.139 5.503 16.197 10.816
2. Trade receivables 1.137.367.218 - 24.500.000 1.044.177
3. Other receivables 93.903 - - 1.846
4. Current assets (1+2+3) 1.138.948.260 5.503 24.516.197 1.056.839
5. Other receivables 1.616.459.332 - 36.525.896 -
6. Non-current assets (5) 1.616.459.332 - 36.525.896 -
7. Total assets (4+6) 2.755.407.592 5.503 61.042.093 1.056.839
8. Trade payables (420.336) - (9.498) -
9. Other payables (1.098.161.952) - (24.814.326) -
10. Current liabilities (8+9) (1.098.582.288) - (24.823.824) -
11. Total liabilities (10) (1.098.582.288) - (24.823.824) -
12. Net foreign currency (liability)/ asset
(7+11) 1.656.825.304 5.503 36.218.269 1.056.839

Foreign currency sensitivity

The Group is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the USD, EUR and GBP.

In foreign currency sensitivity analysis gain/ loss section as of September 30, 2024 and December 31, 2023, the exposure of the 10% loss/ gain of Turkis lira against foreign currencies on the comprehensive financial income statement is disclosed. During the foreign currency sensitivity analysis, all variables, especially interest rates are assumed to be fixed.

Foreign currency sensitivity table
Current period September 30, 2024
Profit/ (loss)
Appreciation of foreign
Depreciation of foreign
currency currency
US dollar against Turkish lira by 10%
1- US dollar denominated net assets/ (liabilities) 12.167 (12.167)
2- Hedged amount against US dollar risk (-) - -
3- Net effect of USD (1+2) 12.167
(12.167)
EUR against Turkish lira by 10%
4- EUR denominated net assets/ (liabilities) 135.500.267 (135.500.267)
5- Hedged amount against EUR risk (-) - -
6- Net effect of EUR (4+5) 135.500.267 (135.500.267)
GBP against Turkish lira by 10%
7- GBP denominated net assets/ (liabilities) 4.787.214 (4.787.214)
8- Hedged amount against GBP risk (-) - -
9- Net effect of GBP (7+8) 4.787.214 (4.787.214)
Total (3+6+9) 140.299.648 (140.299.648)

Notes to the Condensed Consolidated Financial Statements

As of and for the Period Ended September 30, 2024, and 2023

(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)

24. Nature and level of risks arising from financial instruments (cont'd)

b) Financial risk factors (cont'd)

b.4) Foreign currency risk (cont'd)

Foreign currency sensitivity (cont'd)

Foreign currency sensitivity table
Prior period December 31, 2023
Profit/ (loss)
Appreciation of foreign Depreciation of foreign
currency currency
US dollar against Turkish lira by 10%
1- US dollar denominated net assets/ (liabilities) 22.009 (22.009)
2- Hedged amount against US dollar risk (-) - -
3- Net effect of USD (1+2) 22.009 (22.009)
EUR against Turkish lira by 10%
4- EUR denominated net assets/ (liabilities) 160.284.527 (160.284.527)
5- Hedged amount against EUR risk (-) - -
6- Net effect of EUR (4+5) 160.284.527 (160.284.527)
GBP against Turkish lira by 10%
7- GBP denominated net assets/ (liabilities) 5.375.994 (5.375.994)
8- Hedged amount against GBP risk (-) - -
9- Net effect of GBP (7+8) 5.375.994 (5.375.994)
Total (3+6+9) 165.682.530 (165.682.530)

25. Subsequent events

On October 1, 2024, the Company issued a commercial paper with the ISIN code TRFPEGY22510, an annual compound interest rate of 69.60%, a nominal amount of 100.000.000 Turkish liras, a maturity date of February 28, 2025, and a coupon-free commercial paper to qualified investors. In addition, on November 1, 2024, the Company issued a commercial paper with the ISIN code TRFPEGY42518, a Turkish lira reference interest rate, a nominal amount of 100.000.000 Turkish liras, a maturity date of April 30, 2025, and a quarterly coupon payment paper to qualified investors.

GG Gayrimenkul Geliştirme İnşaat İşletmecilik A.Ş. ("GG Gayrimenkul"), one of the subsidiaries of the Company, DİGH Maslak İnsaat Proje Danışmanlık Ltd. ("DİGH Maslak") was merged in accordance with the facilitated merger provisions in accordance with the relevant provisions of the Turkish Commercial Code and the Corporate Tax Law, and the relevant merger was registered and announced in the Turkish Trade Registry Gazette dated October 18, 2024 and numbered 14256. In addition; due to the merger of GG Gayrimenkul and DİGH Maslak within DİGH Maslak, there is no need for the facilitated merger of the Company and GG Gayrimenkul, which was decided at the Company's board meeting dated 16 September 2024 and numbered 2024/21, the merge was decided to cancel.

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