Quarterly Report • Nov 7, 2024
Quarterly Report
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(Convenience Translation of Financial Statements Originally Issued in Turkish)
Condensed Interim Consolidated Financial Statements for the Period January 1 - September 30, 2024
| 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 |
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 |
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 |
| 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) |
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 |
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 |
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.)
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 |
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.)
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.
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.
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.
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.
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.
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.
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.
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.)
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.
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% |
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.)
The main elements of the Group's adjustment process for financial reporting in hyperinflationary economies are as follows:
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.
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.)
The Group prepared consolidated financial statements in accordance with the going concern assumption.
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.
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.
| 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.
| 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.
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.)
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.
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.
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.
Within the framework of TFRS 8 - Operating Segments, there are no operating segments that meet limits and require segment reporting (December 31, 2023: None).
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.)
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).
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.)
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 |
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.)
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 -
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 |
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.
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.)
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 |
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.)
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.
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.)
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 |
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.)
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.
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.
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.)
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 |
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 |
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.
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 |
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.)
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 |
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.
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.)
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..
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 |
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 |
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.
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.)
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 |
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 |
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.)
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 |
(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.
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.)
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 |
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.)
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 |
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.)
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 |
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.)
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).
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.)
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.
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.
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.
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.)
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.
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.
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.)
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).
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 |
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.)
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) |
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.)
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.
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 |
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.
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.)
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 |
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 |
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 |
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 |
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.
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.)
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.
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 | - | - | - |
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.)
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.
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.
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.)
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 |
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 |
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 | - | - |
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.)
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 |
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 |
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.)
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.
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 |
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.
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at September 30, 2024 unless otherwise indicated.)
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.
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.)
| 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.
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.)
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
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.)
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).
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 |
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.)
b) Financial risk factors (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 |
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) |
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.)
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) |
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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