Quarterly Report • Jun 14, 2024
Quarterly Report
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(Convenience Translation of Financial Statements Originally Issued in Turkish)
Peker Gayrimenkul Yatırım Ortaklığı Anonim Şirketi and Its Subsidiaries
Condensed Consolidated Financial Statements for the Interim Period January 1 - March 31, 2024
| Condensed Consolidated Statements of Financial Position | 1 – 2 |
|---|---|
| Condensed Consolidated Statements of Profit or Loss and Other Comprehensive Income | 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 – 40 |
As of March 31, 2024 and December 31, 2023
| Unaudited | Audited | ||
|---|---|---|---|
| Current period | Prior period | ||
| Note | March 31, 2024 | December 31, 2023 | |
| Current assets | 1.949.047.851 | 1.992.374.039 | |
| Cash and cash equivalents | 4 | 87.149.848 | 66.313.516 |
| Financial investments | 5 | 119.062.868 | 107.158.779 |
| Trade receivables | |||
| Due from related parties | 7-18 | 158.818.136 | 170.559.716 |
| Due from third parties | 7 | 755.152.617 | 812.330.774 |
| Other receivables | |||
| Due from related parties | 8-18 | 3.498.438 | 3.667.530 |
| Due from third parties | 8 | 11.285.975 | 4.432.814 |
| Inventories | 9 | 340.062.002 | 340.062.002 |
| Prepaid expenses | |||
| Due to related parties | 10-18 | 428.266.489 | 414.658.670 |
| Due to third parties | 10 | 7.429.800 | 7.599.838 |
| Current income tax assets | 43.220 | 36.702 | |
| Other current assets | 11 | 38.278.458 | 65.553.698 |
| Non-current assets | 4.477.031.767 | 4.802.921.080 | |
| Financial investments | 5 | 899.113 | 899.113 |
| Other receivables Due from third parties |
8 | 915.960 | 986.496 |
| Investment properties | 12 | 4.386.408.934 | 4.712.653.576 |
| Property, plant and equipment | 13 | 63.579.348 | 62.808.244 |
| Prepaid expenses | |||
| Due to related parties | 10-18 | 13.920.920 | 14.992.334 |
| Deferred tax assets | 17 | 11.307.492 | 10.581.317 |
| Total assets | 6.426.079.618 | 6.795.295.119 |
As of March 31, 2024 and December 31, 2023
| Unaudited Current period |
Audited Prior period |
||
|---|---|---|---|
| Note | March 31, 2024 | December 31, 2023 | |
| Current liabilities | 542.257.699 | 415.519.228 | |
| Short-term borrowings | 6 | 238.319.595 | 136.998.682 |
| Short-term portion of long-term borrowings | 6 | 86.884.392 | 6.009.836 |
| Short-term leasing liabilities | 6 | 25.360.812 | 36.447.405 |
| Trade payables | |||
| Due to related parties | 7-18 | 1.275.501 | 1.105.454 |
| Due to third parties | 7 | 113.486.915 | 137.784.387 |
| Contract liabilities | 10 | 75.000 | 292.826 |
| Employee benefit obligations | 1.246.455 | 931.505 | |
| Other payables | |||
| Due to related parties | 8-18 | 5.043.250 | 1.877.419 |
| Due to third parties | 8 | 61.247.156 | 35.526.568 |
| Provisions | |||
| Other provisions | 15.661 | 414.880 | |
| Other current liabilities | 11 | 9.302.962 | 58.130.266 |
| Non-current liabilities | 2.445.634.455 | 2.548.514.148 | |
| Long-term borrowings | 6 | 2.218.266.473 | 2.308.360.587 |
| Long-term leasing liabilities | 6 | 17.928.174 | 17.885.391 |
| Other payables | |||
| Due to related parties | 8-18 | 1.239.723 | 1.335.138 |
| Provisions | |||
| Provision for employee benefits | 756.507 | 570.580 | |
| Deferred tax liabilities | 17 | 207.443.578 | 220.362.452 |
| Equity | 3.438.187.464 | 3.831.261.743 | |
| Equity holders of the parent | 3.216.537.196 | 3.597.108.026 | |
| Paid-in capital Adjustment to share capital |
15 15 |
669.833.747 2.157.328.010 |
669.833.747 2.157.328.010 |
| Treasury shares | 15 | (72.133.458) | - |
| Share premium | 18.125 | 18.125 | |
| Other accumulated comprehensive income and | |||
| expense not to be reclassified to profit or loss | |||
| Gain/ (loss) arising from defined benefit plans | (721.044) | (611.673) | |
| Other accumulated comprehensive income and | |||
| expense to be reclassified to profit or loss | |||
| Currency translation differences | (762.292.463) | (582.054.949) | |
| Effect of combinations of businesses under | |||
| common control | (1.639.343.368) | (1.639.343.368) | |
| Restricted reserves | 15 | 204.743.193 | 132.609.735 |
| Retained earnings | 2.787.194.941 | 1.754.638.859 | |
| Net profit for the period | (128.090.487) | 1.104.689.540 | |
| Non-controlling interest | 221.650.268 | 234.153.717 | |
| Total liabilities and equity | 6.426.079.618 | 6.795.295.119 |
| January 1- January 1- Note March 31, 2024 March 31, 2023 19 29.120.235 73.027.641 Revenue 19 (23.766) (67.926.561) Cost of sales (-) 29.096.469 5.101.080 Gross loss 20 (30.705.561) (45.572.037) General administrative expenses (-) 21 234.261.771 100.243.866 Other income from operating activities 21 (74.174.364) (48.441.719) Other expenses from operating activities (-) 158.478.315 11.331.190 Operating profit 22 3.339.066 - Income from investment activities 22 (30.642.502) - Expenses from investment activities (-) Operating income before financial income 131.174.879 11.331.190 23 912.792 580.136 Finance income 23 (79.256.151) (28.968.669) Finance expenses (-) (163.279.730) (126.417.146) Net monetary position gain/(loss) (110.448.210) (143.474.489) Loss before tax from continuing operations (13.819.185) 1.450.854 Tax income/ (expense), continuing operations 17 - - Taxes on expense 17 (13.819.185) 1.450.854 Deferred tax expenses (-) (124.267.395) (142.023.635) Net income (128.090.487) (142.023.635) Equity holders of the parent 3.823.092 - Non-controlling interest (109.371) (610.145) Not to be reclassified to profit or loss (109.371) (610.145) Loss arising from defined benefit plans (196.564.055) (128.228.085) To be reclassified to profit or loss (196.564.055) (128.228.085) Currency translation differences (196.673.426) (128.838.230) Other comprehensive income (320.940.821) (270.861.865) Total comprehensive loss (308.437.372) (270.861.865) Equity holders of the parent (12.503.449) - Non-controlling interest (,05) (,05) Earnings per share |
Unaudited | Audited | |
|---|---|---|---|
| Current period | Prior period | ||
| 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 |
Total | |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance at January 1, 2023 | 669.833.747 | 2.157.328.010 | 18.125 | (679.105) | (558.791.919) | 110.992.251 | 5.191.570 | 2.454.395.084 | (529.793.820) | 4.308.493.943 | 4.308.493.943 |
| Transfers Total comprehensive income |
- - |
- - |
- - |
- (610.145) |
- (128.228.085) |
21.617.484 - |
- - |
(551.411.304) - |
529.793.820 (142.023.635) |
- (270.861.865) |
- (270.861.865) |
| Balance at March 31, 2023 | 669.833.747 | 2.157.328.010 | 18.125 | (1.289.250) | (687.020.004) | 132.609.735 | 5.191.570 | 1.902.983.780 | (142.023.635) | 4.037.632.078 | 4.037.632.078 |
| Paid-in capital |
Adjustment to share capital |
Treasury shares |
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 | 2.157.328.010 | - | 18.125 | (611.673) | (582.054.949) | 132.609.735 | (1.639.343.368) | 1.754.638.859 | 1.104.689.540 | 3.597.108.026 | 234.153.717 | 3.831.261.743 |
| Transfers Total comprehensive income Increase/(decrease) due to acquisition of treasury shares |
- - - |
- - - |
- - (72.133.458) |
- - - |
- (109.371) - |
- (180.237.514) - |
- - 72.133.458 |
- - - |
1.104.689.540 - (72.133.458) |
(1.104.689.540) (128.090.487) - |
- (308.437.372) (72.133.458) |
- (12.503.449) - |
- (320.940.821) (72.133.458) |
| Balance at March 31, 2024 | 669.833.747 | 2.157.328.010 | (72.133.458) | 18.125 | (721.044) | (762.292.463) | 204.743.193 | (1.639.343.368) | 2.787.194.941 | (128.090.487) | 3.216.537.196 | 221.650.268 | 3.438.187.464 |
For the Period Ended March 31, 2024, and 2023
| Unaudited | Unaudited | ||
|---|---|---|---|
| Current period | Prior period | ||
| January 1- | January 1- | ||
| Note | March 31, 2024 | March 31, 2024 | |
| A. Cash flows from operating activities | (58.179.731) | (184.742.491) | |
| Net income/ (expenses) | (124.267.395) | (142.023.635) | |
| Adjustments regarding net profit reconciliation for the period | 89.084.552 | 111.286.340 | |
| Adjustments for depreciation and amortisation expense | 13 | 3.983.532 | 2.935.725 |
| Adjustments for provision (reversal of provision) for receivables | - | 125.078 | |
| Adjustments for provisions for employee benefits | 76.556 | (898.253) | |
| Adjustments for interest income | 23 | (912.792) | (30.444) |
| Adjustments for interest expense | 23 | 78.519.621 | 19.494.384 |
| Adjustments for tax expense/ (income) | 17 | 13.819.185 | (1.450.854) |
| Adjustments for unrealised foreign exchange differences | (86.887.450) | (52.659.133) | |
| Adjustments for fair value (gains)/ losses | 5-12 | (63.091.864) | 10.264.776 |
| Monetary (gain)/ loss | 156.140.605 | 122.635.682 | |
| Adjustments for unrealised translation differences | (9.298.826) | 10.869.379 | |
| Adjustments for other cash flows from investing or financing activities | 5 | (3.264.015) | - |
| Changes in operating assets and liabilities | (22.990.370) | (148.006.918) | |
| Adjustments for decrease (increase) in trade receivables | 12.780.891 | 210.809 | |
| Adjustments for decrease (increase) in other receivables | (6.613.533) | 34.973.586 | |
| Decrease (increase) in prepaid expenses | (12.366.367) | (106.465.911) | |
| Adjustments for increase (decrease) in trade payables | (24.127.425) | 1.637.518 | |
| Increase (decrease) in employee benefit liabilities | 314.950 | 790.902 | |
| Adjustments for increase (decrease) in other payables | 28.573.178 | (78.831.737) | |
| Adjustments for other (increase) decrease in changes in operating assets | |||
| and liabilities | |||
| Adjustments for (increase) decrease in other assets | 27.275.240 | (6.989.469) | |
| Adjustments for increase (decrease) in other liabilities | (48.827.304) | 6.667.384 | |
| Cash flows from operating activities | (6.518) | (5.998.278) | |
| Income taxes refund/ (paid) | (6.518) | (5.998.278) | |
| B. Cash flows from investing activities | (47.482.064) | 24.801.473 | |
| Cash inflow from sales of property, plant, equipment | 13 | - | 6.673.164 |
| Cash outflow from purchase of property, plant, equipment | 13 | (6.206.351) | (9.630.631) |
| Cash inflow from sales of investment properties | 12 | - | 67.800.413 |
| Cash outflows arising from project expenditures of investment properties | 12 | (10.366.455) | (40.041.473) |
| Cash outflows from purchase of funds and stocks | 5 | (96.754.317) | - |
| Cash inflow from sales of funds and stocks | 5 | 65.845.059 | - |
| . Cash flows from financing activities | 128.085.948 | 121.701.072 | |
| Cash inflow from borrowings | 6 | 358.648.500 | 144.846.505 |
| Cash outflow from repayments of borrowings | 6 | (102.953.953) | (4.392.094) |
| Cash outflows from acquisition of treasury shares | 15 | (72.133.458) | - |
| Interest and comission paid | (56.387.933) | (18.783.783) | |
| Interest received | 912.792 | 30.444 | |
| D. Net change in cash and cash equivalents (A+B+C) | 22.424.153 | (38.239.946) | |
| E. Effect of monetary gain/ loss | (875.909) | (6.698.956) | |
| F. Effect of goreign exchange gain/ loss | (711.912) | 303.589 | |
| G. Cash and cash equivalents at January 1 | 66.313.516 | 105.505.830 | |
| Cash and cash equivalents at December 31 (D+E+F+G) | 3 | 87.149.848 | 60.870.517 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 March 31, 2024, 61% 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 March 31, 2024 is 26 (December 31, 2023: 27).
As of March 31, 2024 and December 31, 2023, the shareholder structure is as follows:
| March 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Number of shares | Share (%) | Amount | Number of shares | Share (%) | Amount | |
| Hasan Peker | 262.364.967 | 39,17 | 262.364.967 | 262.364.967 | 39,17 262.364.967 | |
| Treasury shares (*) | 3.508.691 | 0,52 | 3.508.691 | - | - | - |
| Public shares | 403.960.089 | 60,31 | 403.960.089 | 407.468.780 | 60,83 407.468.780 |
(*) As of March 31, 2024, it refers to publicly traded shares that have been repurchased by the Company.
As of March 31, 2024 and December 31, 2023, the difference resulting from the inflation adjustment of nominal capital amounting to 2.157.328.010 TL (Note 15a).
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 (%) | ||||||
|---|---|---|---|---|---|---|
| March 31, 2024 | December 31, 2023 | |||||
| Ownership | Voting | Ownership | Voting | |||
| Name of the Company | Operation | Country of Operation | ratio | rigth | ratio | rigth |
| Peker GMBH | Real estate projects | Düsseldorf - Germany | 100 | 100 | 100 | 100 |
| Peker GYO Global GMBH | Real estate projects | Düsseldorf - Germany | 100 | 100 | 100 | 100 |
| Blue Stone Investment GMBH | Real estate projects | Grevenbroich - Germany | 100 | 100 | 100 | 100 |
| Nordstern Düsseldorf GMBH | Real estate projects | Düsseldorf - Germany | 51 | 100 | 51 | 100 |
| Peker GYO Spain SL | Real estate projects | Malaga – Spain | 100 | 100 | 100 | 100 |
Germany-based Peker Real Estate GMBH is not active as of March 31, 2024 and is immaterial to the consolidated financial statements, it is not included in the consolidation. Peker Real Estate GMBH is accounted for as a long-term financial investment in the consolidated financial statements.
For the period ended March 31, 2024, there has been no change in the group structure and consolidation principles.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 March 31, 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.
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 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.
| March 31, 2024 | December 31, 2023 | March 31, 2023 | |
|---|---|---|---|
| Buying exchange rate | 34,8023 | 32,5739 | 20,8450 |
| Selling exchange rate | 34,8650 | 32,6326 | 20,8825 |
| Average exchange rate | 33,5552 | 25,7198 | 20,2251 |
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 March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
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 March 31, 2023, and December 31, 2023 on the purchasing power basis as of March 31, 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 March 31, 2024, the indices and adjustment coefficients used in the adjustment of the consolidated financial statements are as follows:
| March 31, 2024 |
December 31, 2023 |
March 31, 2023 |
December 31, 2022 |
December 31, 2021 |
December 31, 2020 |
|
|---|---|---|---|---|---|---|
| Index | 2.139,47 | 1.859,37 | 1.269,75 | 1.128,40 | 686,95 | 504,81 |
| Average Index | 2.065,79 | 1.488,92 | 1.238,16 | 967,7 | 561,61 | 469,59 |
| Conversion Factor | 1,00000 | 1,15064 | 1,68495 | 1,89602 | 3,11445 | 4,23817 |
| Period - Inflation Rate Cumulative - Inflation Rate (Since |
15,06% | 64,78% | 12,53% | 64,26% | 36,08% | |
| 2020) | 323,82% | 268,33% | 151,53% | 123,53% | 36,08% |
As of March 31, 2023 and 2024, quarterly inflation refers to the 3-month inflation starting from the end of the previous year. When calculating cumulative inflation, the base date was taken into December 31, 2020.
The main elements of the Group's adjustment process for financial reporting in hyperinflationary economies are as follows:
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 June 14, 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 March 31, 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 |
| Amendments to TFRS 10 and TAS 28 | Sale or Contribution of Assets between an |
|---|---|
| Investor and its Associate or Joint Venture | |
| TFRS 17 | The new Standard for insurance contracts |
Amendments to TAS 12 International Tax Reform – Pillar Two Model Rules
The amendments did not have a significant impact on the financial position or performance of the Group.
| Amendments to IAS 21 | Lack of exchangeability |
|---|---|
| IFRS 18 | The new Standard for Presentation and Disclosure |
| in Financial Statements |
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 March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 three months period ended March 31, 2024 have been prepared in accordance with TAS 34. The accounting policies used in the preparation of these condensed consolidated financial statements for the three months period ended March 31, 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).
The details of cash and cash equivalents as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Cash on hand: | ||
| - Turkish lira | 520 | 598 |
| Cash in bank: | ||
| Time deposits | ||
| - Turkish lira | 63.658 | 191.361 |
| - US dollar | 64.571 | 67.746 |
| Demand deposits | ||
| - Turkish lira | 1.039.567 | 979.908 |
| - US dollar | 8.160.126 | 117.858 |
| - Euro | 77.554.475 | 64.490.836 |
| - British pound | 266.931 | 465.209 |
| Total | 87.149.848 | 66.313.516 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
As of March 31, 2024 and December 31, 2023 the details of the time deposits are as follows:
| Maturity | Interest rate | March 31, 2024 | |
|---|---|---|---|
| Turkish lira US dollar |
April '24 April '24 |
%45,00 %4,10 |
63.658 64.571 |
| Total | 128.229 | ||
| Maturity | Interest rate | December 31, 2023 | |
| Turkish lira US dollar |
January '24 January '24 |
%42,50 - 47,50 %4,10 |
191.361 67.746 |
| Total | 259.107 |
As of March 31, 2024, there is no blockage on the bank accounts (December 31, 2023: None).
The details of short-term financial investments as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Stock certificates | 84.255.000 | 69.671.947 |
| Foreign funds (*) | 34.807.868 | 37.486.832 |
| Total | 119.062.868 | 107.158.779 |
(*) As of December 31, 2023, the Group has short-term funds amounting to 1.000.000 euros.
As of March 31, 2024 the details of the stock certificates are as follows:
| Code of stock | Number of shares | Price of stock | Fair value |
|---|---|---|---|
| PETKM | 2.500.000 | 19,83 | 49.575.000 |
| SISE | 750.000 | 46,24 | 34.680.000 |
As of December 31, 2023 the details of the stock certificates are as follows:
| Code of stock | Number of shares | Price of stock | Fair value | Purchasing power of the TL at March 31, 2024 |
|---|---|---|---|---|
| EKGYO | 3.470.000 | 6,88 | 23.873.600 | 27.469.921 |
| KRDMD | 950.000 | 23,76 | 22.572.000 | 25.972.248 |
| THYAO | 30.000 | 228,60 | 6.858.000 | 7.891.090 |
| AVPGY | 150.000 | 38,78 | 5.817.000 | 6.693.273 |
| ADGYO | 50.000 | 28,60 | 1.430.000 | 1.645.415 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
Movement of stock certificates for the periods ended March 31, 2024 and 2023 are as follows:
| 2024 | |
|---|---|
| January 1 | 69.671.947 |
| Addition | 96.754.317 |
| Sales of stock certificate (-) | (65.845.059) |
| Fair value change (Note 22a-b) | (9.167.250) |
| Profit from sales of stock certificate (Note 22a) | 3.264.015 |
| Monetary loss (-) | (10.422.970) |
The details of long-term financial investments as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Peker Real Estate GMBH | 899.113 | 899.113 |
| Total | 899.113 | 899.113 |
The details of financial liabilities as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Short-term bank loans | 130.289.714 | 136.998.682 |
| Short-term portion of long-term borrowings | 86.884.392 | 6.009.836 |
| Commercial paper (*) | 108.029.881 | - |
| Short-term lease liabilities | 25.360.812 | 36.447.405 |
| Short-term financial liabilities | 350.564.799 | 179.455.923 |
| Long-term bank loans | 2.218.266.473 | 2.308.360.587 |
| Long-term lease liabilities | 17.928.174 | 17.885.391 |
| Long-term financial liabilities | 2.236.194.647 | 2.326.245.978 |
| Total | 2.586.759.446 | 2.505.701.901 |
(*) As of March 31, 2024, the commercial paper consists of the commercial paper issued on March 21, 2024, with ISIN code TRFPEGY62417, annual interest rate of 58% simple, 72.56% compound interest, maturity of June 10, 2024.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of bank loans as of March 31, 2024 are as follows:
| Currency | TL equivalent | Interest | Interest rate (%) |
|---|---|---|---|
| Euro | 585.430.210 | Fixed | 2,09 |
| Euro | 538.006.870 | Fixed | 2,09 |
| Euro | 522.975.000 | Fixed | 12,00 |
| Euro | 209.190.000 | Fixed | 4,99 |
| Euro | 174.325.000 | Fixed | 4,85 |
| Euro | 122.550.475 | Floating | 2,90 |
| Turkish lira | 37.245.877 | Fixed | 50,00 |
| Turkish lira | 30.548.858 | Fixed | 50,00 |
| Euro | 24.299.859 | Fixed | 4,50 |
| Euro | 19.912.831 | Fixed | 4,50 |
| Turkish lira | 18.921.586 | Fixed | 53,00 |
| Turkish lira | 18.742.126 | Floating | 48,00 |
| Turkish lira | 18.595.142 | Fixed | 50,00 |
| Turkish lira | 18.329.997 | Fixed | 47,40 |
| Turkish lira | 10.760.414 | Fixed | 48,48 |
| Turkish lira | 9.554.305 | Fixed | 47,52 |
| Turkish lira | 8.476.905 | Fixed | 49,08 |
| Turkish lira | 7.655.653 | Fixed | 45,60 |
| Turkish lira | 5.722.975 | Fixed | 52,92 |
| Turkish lira | 5.397.935 | Fixed | 48,48 |
| Turkish lira | 5.275.766 | Fixed | 49,08 |
| Turkish lira | 5.246.230 | Fixed | 49,08 |
| Turkish lira | 4.695.484 | Fixed | 51,96 |
| Turkish lira | 4.175.097 | Fixed | 49,50 |
| Turkish lira | 4.150.119 | Fixed | 53,00 |
| Turkish lira | 4.112.846 | Floating | 48,00 |
| Turkish lira | 2.695.018 | Fixed | 48,48 |
| Turkish lira | 2.597.811 | Fixed | 49,56 |
| Turkish lira | 2.507.399 | Fixed | 20,69 |
| Turkish lira | 2.442.058 | Fixed | 48,00 |
| Turkish lira | 2.253.503 | Fixed | 48,60 |
| Turkish lira | 1.956.867 | Fixed | 43,20 |
| Turkish lira | 1.950.042 | Fixed | 49,08 |
| Turkish lira | 992.619 | Fixed | 45,49 |
| Turkish lira | 992.619 | Fixed | 45,49 |
| Turkish lira | 992.619 | Fixed | 45,49 |
| Turkish lira | 992.619 | Fixed | 45,49 |
| Turkish lira | 769.845 | Fixed | 50,00 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of bank loans as of December 31, 2023 are as follows:
| Currency | TL equivalent | Interest | Interest rate (%) |
|---|---|---|---|
| Euro | 634.132.640 | Fixed | 2,09 |
| Euro | 579.414.464 | Fixed | 2,09 |
| Euro | 563.225.662 | Fixed | 12,00 |
| Euro | 225.290.265 | Fixed | 4,99 |
| Euro | 187.741.887 | Fixed | 4,85 |
| Euro | 94.434.169 | Floating | 2,90 |
| Turkish lira | 27.402.917 | Fixed | 47,40 |
| Euro | 26.170.087 | Fixed | 4,50 |
| Turkish lira | 21.801.995 | Fixed | 53,00 |
| Euro | 21.445.435 | Fixed | 4,50 |
| Turkish lira | 21.424.877 | Floating | 47,00 |
| Turkish lira | 11.117.904 | Fixed | 45,60 |
| Turkish lira | 9.259.983 | Fixed | 52,92 |
| Turkish lira | 5.793.279 | Fixed | 48,48 |
| Turkish lira | 4.745.297 | Fixed | 53,00 |
| Turkish lira | 4.703.489 | Floating | 47,00 |
| Turkish lira | 3.869.840 | Fixed | 20,68 |
| Euro | 3.564.065 | Fixed | 4,50 |
| Turkish lira | 2.938.228 | Fixed | 43,20 |
| Turkish lira | 2.892.622 | Fixed | 48,48 |
Interest risks related to interest rate changes on floating rate bank loans are explained in Note 24.
Movement of bank loans for the periods ended March 31, 2024 and 2023 are as follows:
| 2024 | 2023 | |
|---|---|---|
| January 1 | 2.451.369.105 | 1.888.700.292 |
| Addition | 169.693.593 | 144.846.505 |
| Principal payments (-) | (19.917.817) | (4.392.094) |
| Interest accrual/ (paid), net | 20.238.339 | 710.601 |
| Translation differences | (165.841.289) | (124.701.999) |
| Monetary gain (-) | (20.101.352) | (9.466.421) |
| March 31 | 2.435.440.579 | 1.895.696.884 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
Movement of commercial paper for the period ended March 31, 2024 is as follows:
| 2024 | |
|---|---|
| January 1 | - |
| Issued of commercial paper (*) | 188.954.907 |
| Principal payments (-) | (78.731.852) |
| Interest accrual/ (paid), net | 1.659.899 |
| Monetary gain (-) | (3.853.073) |
| March 31 | 108.029.881 |
(*) For the period ended March 31, 2024, issued commercial paper consist of the commercial paper with the ISIN code TRFPEGY32410, issued on January 18, 2024, with a maturity of 19 March 2024, and commercial paper with the ISIN code TRFPEGY62417, with an issue date of 21 March 2024, with a maturity of June 10, 2024.
Movement of lease liabilities for the period ended March 31, 2024 is as follows:
| 2024 | |
|---|---|
| January 1 | 54.332.796 |
| Addition | - |
| Principal payments (-) | (4.304.284) |
| Interest paid | (6.321.061) |
| Interest accrual | 6.554.511 |
| Monetary gain (-) | (6.972.976) |
| March 31 | 43.288.986 |
As of March 31, 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, and the B8 and D2 independent sections of the Ataköy NEF 22 project, which are included in the inventories.
The details of short-term trade receivables as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Trade receivables from third parties (*) Income accruals Trade receivables from related parties (Note 18) |
754.847.124 305.493 158.818.136 |
811.979.261 351.513 170.559.716 |
| Total | 913.970.753 | 982.890.490 |
(*) As of March 31, 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.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of short-term trade payables as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Trade payables to third parties Trade payables to related parties (Note 18) |
113.486.915 1.275.501 |
137.784.387 1.105.454 |
| Total | 114.762.416 | 138.889.841 |
The details of short-term other receivables as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Deposits and guarantees given | 11.079.866 | 374.808 |
| Receivables from the tax authorities | 93.839 | 4.039.785 |
| Other receivables from third parties | 112.270 | 18.221 |
| Other receivables from related parties (Note 18) | 3.498.438 | 3.667.530 |
| Total | 14.784.413 | 8.100.344 |
The details of long-term other receivables as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Deposits and guarantees given | 915.960 | 986.496 |
| Total | 915.960 | 986.496 |
The details of short-term other payables as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Other payables to third parties (*) | 60.336.911 | 34.533.742 |
| Deposits and guarantees taken | 910.245 | 992.826 |
| Other payables to related parties (Note 18) | 5.043.250 | 1.877.419 |
| Total | 66.290.406 | 37.403.987 |
(*) As of March 31, 2024 and December 31, 2023, other payables to third parties mainly consist of payables to Deniz Yatırım Menkul Kıymetler A.Ş. within the scope of stock purchases.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of long-term other payables as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Other payables to related parties (Note 18) | 1.239.723 | 1.335.138 |
| Total | 1.239.723 | 1.335.138 |
The details of inventories as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Ataköy Nef 22 independent sections (*) | 251.256.984 | 251.256.984 |
| Land shares of Ataköy Project (**) | 77.948.231 | 77.948.231 |
| Sultan Makamı (***) | 45.561.465 | 45.561.465 |
| Inventories, gross | 374.766.680 | 374.766.680 |
| Ataköy Nef 22 independent sections (*) | (22.461.889) | (22.461.889) |
| Land shares of Ataköy Project (**) | (12.242.789) | (12.242.789) |
| Sultan Makamı (***) | - | - |
| Impairment (-) | (34.704.678) | (34.704.678) |
| Inventories, net | 340.062.002 | 340.062.002 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
Movement of inventories for the periods ended March 31, 2024 and 2023 are as follows:
| 2024 | 2023 | |
|---|---|---|
| January 1 Transfer to investment properties (*) (Note 12) |
340.062.002 - |
388.989.567 (26.924.004) |
| March 31 | 340.062.002 | 362.065.563 |
(*) Independent sections of Nef 22 which was previously reported in inventories has been classified into investment properties due to rental.
The details of short-term prepaid expenses as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Advances given to third parties | 5.613.351 | 7.471.220 |
| Prepaid expenses for next months | 1.816.449 | 128.618 |
| Advances given to related parties (Note 18) | 428.266.489 | 414.658.670 |
| Total | 435.696.289 | 422.258.508 |
The details of long-term prepaid expenses as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Advances given to related parties (Note 18) | 13.920.920 | 14.992.334 |
| Total | 13.920.920 | 14.992.334 |
The details of contract liabilities as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Liabilities from customer contracts | 75.000 | 292.826 |
| Total | 75.000 | 292.826 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of other current assets as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Deferred VAT Personnel and job advances Other |
35.157.310 1.392 3.119.756 |
62.136.319 57.512 3.359.867 |
| Total | 38.278.458 | 65.553.698 |
The details of other current liabilities as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Taxes and funds payables | 9.302.962 | 58.130.266 |
| Total | 9.302.962 | 58.130.266 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of investment properties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Hotel - Peker GMBH (1) | 2.992.997.800 | 3.223.351.802 |
| Düsseldorf 2 - Nordstern (2) | 384.565.415 | 414.163.226 |
| Düsseldorf - Nordstern (2) | 372.384.610 | 401.044.933 |
| Solingen - Peker GYO Global (3) | 227.085.008 | 244.562.448 |
| Grevenbroich - Bluestone (4) | 97.620.452 | 105.133.742 |
| Ritz Carlton A 95 - Peker GYO (5) | 71.339.685 | 71.339.685 |
| Nef 22 - Peker GYO (6) | 58.394.984 | 58.394.984 |
| House - Peker GMBH (1) | 51.333.393 | 55.284.231 |
| Parcela Benalmadena - Spain (8) | 48.639.846 | 52.383.378 |
| Parcela Mijas - Spain (8) | 40.268.239 | 43.367.456 |
| Grevenbroich - Peker GYO Global (3) | 24.013.587 | 25.861.776 |
| Kaiserwall - Peker GYO (7) | 17.765.915 | 17.765.915 |
| Total | 4.386.408.934 | 4.712.653.576 |
(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 March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
Movement of investment properties for the periods ended March 31, 2024 and 2023 are as follows:
| 2024 | 2023 | |
|---|---|---|
| January 1 | 4.712.653.576 | 4.636.226.569 |
| Addition | 10.366.455 | 40.041.473 |
| Transfer from inventories (*) (Note 9) | - | 26.924.004 |
| Sales of investment properties (**) (Note 19) |
- | (67.800.413) |
| Translation differences | (408.870.211) | (284.098.612) |
| Fair value change (Note 21a) | 72.259.114 | (10.264.776) |
| March 31 | 4.386.408.934 | 4.341.028.245 |
(*) Independent sections of Nef 22 which was previously reported in investories has been classified into investment properties due to rental.
(**) It consists of the sales of residences numbered 18 and 19 in the Urbanization Oasis Club Project in Marbella, Malaga.
As of March 31, 2024, the fair values of the investment properties and the methods that are used to identify the fair values are as follows:
| March 31, 2024 | ||||
|---|---|---|---|---|
| Date of appraisal | Fair value | |||
| Name of investment property | report | (Appraisal report) | Currency | Fair value (TL) |
| Hotel - Peker GMBH | December 14, 2023 | 86.000.000 | Euro | 2.992.997.800 |
| Düsseldorf 2 - Nordstern | December 12, 2023 | 11.050.000 | Euro | 384.565.415 |
| Düsseldorf - Nordstern | December 12, 2023 | 10.700.000 | Euro | 372.384.610 |
| Solingen - Peker GYO Global | December 14, 2023 | 6.525.000 | Euro | 227.085.008 |
| Grevenbroich - Bluestone | December 14, 2023 | 2.805.000 | Euro | 97.620.452 |
| Ritz Carlton A 95 - Peker GYO | January 8, 2024 | 71.339.685 | Turkish lira | 71.339.685 |
| Nef 22 - Peker GYO | January 8, 2024 | 58.394.984 | Turkish lira | 58.394.984 |
| House - Peker GMBH | December 14, 2023 | 1.475.000 | Euro | 51.333.393 |
| Parcela Benalmadena - Spain | January 15, 2024 | 1.397.604 | Euro | 48.639.846 |
| Parcela Mijas - Spain | January 16, 2024 | 1.157.057 | Euro | 40.268.239 |
| Grevenbroich - Peker GYO Global | December 14, 2023 | 690.000 | Euro | 24.013.587 |
| Kaiserwall - Peker GYO | December 31, 2023 | 474.000 | Euro | 17.765.915 |
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 March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
As of December 31, 2023, the fair values of the investment properties and the methods that are used to identify the fair values are as follows:
| 31 Aralık 2023 | ||||
|---|---|---|---|---|
| Date of appraisal | Fair value | |||
| Name of investment property | report | (Appraisal report) | Currency | Fair value (TL) |
| Hotel - Peker GMBH | December 14, 2023 | 86.000.000 | Euro | 3.223.351.802 |
| Düsseldorf 2 - Nordstern | December 12, 2023 | 11.050.000 | Euro | 414.163.226 |
| Düsseldorf - Nordstern | December 12, 2023 | 10.700.000 | Euro | 401.044.933 |
| Solingen - Peker GYO Global | December 14, 2023 | 6.525.000 | Euro | 244.562.448 |
| Grevenbroich - Bluestone | December 14, 2023 | 2.805.000 | Euro | 105.133.742 |
| Ritz Carlton A 95 - Peker GYO | January 8, 2024 | 71.339.685 | Turkish lira | 71.339.685 |
| Nef 22 - Peker GYO | January 8, 2024 | 58.394.984 | Turkish lira | 58.394.984 |
| House - Peker GMBH | December 14, 2023 | 1.475.000 | Euro | 55.284.231 |
| Parcela Benalmadena - Spain | January 15, 2024 | 1.397.604 | Euro | 52.383.378 |
| Parcela Mijas - Spain | January 16, 2024 | 1.157.057 | Euro | 43.367.456 |
| Grevenbroich - Peker GYO Global | December 14, 2023 | 690.000 | Euro | 25.861.776 |
| Kaiserwall - Peker GYO | December 31, 2023 | 474.000 | Euro | 17.765.915 |
| 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, | Precent comparison | ||
| 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 March 31, 2024 the fair values classification of the investment properties are as follows:
| March 31, 2024 | 1. level | 2. level | 3. level | |
|---|---|---|---|---|
| Hotel - Peker GMBH | 2.992.997.800 | - | 2.992.997.800 | - |
| Düsseldorf 2 - Nordstern | 384.565.415 | - | 384.565.415 | - |
| Düsseldorf - Nordstern | 372.384.610 | - | 372.384.610 | - |
| Solingen - Peker GYO Global | 227.085.008 | - | 227.085.008 | - |
| Grevenbroich - Bluestone | 97.620.452 | - | 97.620.452 | - |
| Ritz Carlton A 95 - Peker GYO | 71.339.685 | - | 71.339.685 | - |
| Nef 22 - Peker GYO | 58.394.984 | - | 58.394.984 | - |
| House - Peker GMBH | 51.333.393 | - | 51.333.393 | - |
| Parcela Benalmadena - Spain | 48.639.846 | - | 48.639.846 | - |
| Parcela Mijas - Spain | 40.268.239 | - | 40.268.239 | - |
| Grevenbroich - Peker GYO Global | 24.013.587 | - | 24.013.587 | - |
| Kaiserwall - Peker GYO | 17.765.915 | - | - | 17.765.915 |
| Total | 4.386.408.934 | - | 4.368.643.019 | 17.765.915 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
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 | 3.223.351.802 | - | 3.223.351.802 | - |
| Düsseldorf 2 - Nordstern | 414.163.226 | - | 414.163.226 | - |
| Düsseldorf - Nordstern | 401.044.933 | - | 401.044.933 | - |
| Solingen - Peker GYO Global | 244.562.448 | - | 244.562.448 | - |
| Grevenbroich - Bluestone | 105.133.742 | - | 105.133.742 | - |
| Ritz Carlton A 95 - Peker GYO | 71.339.685 | - | 71.339.685 | - |
| Nef 22 - Peker GYO | 58.394.984 | - | 58.394.984 | - |
| House - Peker GMBH | 55.284.231 | - | 55.284.231 | - |
| Parcela Benalmadena - Spain | 52.383.378 | - | 52.383.378 | - |
| Parcela Mijas - Spain | 43.367.456 | - | 43.367.456 | - |
| Grevenbroich - Peker GYO Global | 25.861.776 | - | 25.861.776 | - |
| Kaiserwall - Peker GYO | 17.765.915 | - | - | 17.765.915 |
| Total | 4.712.653.576 | - | 4.694.887.661 | 17.765.915 |
Movement of property, plant and equipment and accumulated depreciation for the periods ended March 31, 2024 and 2023 are as follows:
| January 1, 2024 | Addition | Translation difference | March 31, 2024 | |
|---|---|---|---|---|
| Cost: | ||||
| Vehicles | 76.085.928 | 6.007.389 | (726.285) | 81.367.032 |
| Furniture and fixtures | 16.109.776 | 198.962 | (1.042.679) | 15.266.059 |
| Total | 92.195.704 | 6.206.351 | (1.768.964) | 96.633.091 |
| Accumulated depreciation (-): |
||||
| Vehicles | 25.783.691 | 3.501.002 | (115.830) | 29.168.863 |
| Furniture and fixtures | 3.603.769 | 482.530 | (201.419) | 3.884.880 |
| Total | 29.387.460 | 3.983.532 | (317.249) | 33.053.743 |
| Book value | 62.808.244 | 63.579.348 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
| January 1, | Translation | March 31, | |||
|---|---|---|---|---|---|
| 2023 | Addition | Disposal | difference | 2023 | |
| Cost: | |||||
| Vehicles | 62.583.832 | 9.240.347 | (7.729.996) | (1.965.380) | 62.128.803 |
| Furniture and fixtures | 13.198.384 | 390.284 | - | (846.930) | 12.741.738 |
| Total | 75.782.216 | 9.630.631 | (7.729.996) | (2.812.310) | 74.870.541 |
| Accumulated depreciation (- | |||||
| ): | |||||
| Vehicles | 16.043.215 | 2.624.151 | (1.056.832) | 895.075 | 18.505.609 |
| Furniture and fixtures | 1.616.541 | 311.574 | - | (83.899) | 1.844.216 |
| Total | 17.659.756 | 2.935.725 | (1.056.832) | 811.176 | 20.349.825 |
| Book value | 58.122.460 | 54.520.716 |
As of March 31, 2024 and December 31, 2023, there are pledges on vehicles amounting to 4.849.398 Turkish liras and 5.579.912 Turkish liras (Note 14).
As of March 31, 2024 and December 31, 2023 there are no property, plant and equipment acquired through financial leasing.
As of March 31, 2024 and December 31, 2023 there is no capitalized borrowing cost.
For the periods ended March 31, 2024 and 2023, depreciation expenses are included in general administrative expenses (Note 20).
As of March 31, 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 March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Letter of guarantees taken (*) - Turkish lira - US dollar |
2.060.200 62.434.507 |
2.370.549 65.504.218 |
| Total | 64.494.707 | 67.874.767 |
(*) As of March 31, 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.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of collaterals, pledges and mortgages ("CPM") given as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| A. Total amount of guarantees provided by the Company | ||
| on behalf of itself (*) | 174.882.677 | 201.227.017 |
| B. Total amount for guarantees provided on behalf of | ||
| subsidiaries accounted under full consolidation method (**) | 2.492.888.749 | 2.689.590.278 |
| 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 | 2.667.771.426 | 2.890.817.295 |
(*) As of December 31, 2023, guarantees, pledges and mortgages consist of amounting to 88.783.389 Turkish liras consist of mortgages on independent sections, amounting to 27.040.042 Turkish liras is from mortgages within the scope of "sale-leaseback", amounting to 5.579.912 Turkish liras consist of pledges on vehicles, amounting to 48.181.073 Turkish liras is from liens within the scope of "sale-leaseback", amounting to 23.012.801 Turkish liras and 8.629.800 Turkish liras guarantee given to Kuveyt Türk Katılım Bankası A.Ş. and Albaraka Türk Katılım Bankası A.Ş. As of March 31, 2024, guarantees, pledges and mortgages consist of amounting to 77.160.000 Turkish liras consist of mortgages on independent sections, amounting to 23.500.000 Turkish liras is from mortgages within the scope of "sale-leaseback", amounting to 4.849.398 Turkish liras consist of pledges on vehicles, amounting to 41.873.279 Turkish liras is from liens within the scope of "sale-leaseback", amounting to 20.000.000 Turkish liras and 7.500.00 Turkish liras guarantee given to Kuveyt Türk Katılım Bankası A.Ş. and Albaraka Türk Katılım Bankası A.Ş.
(**) As of March 31, 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.
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of paid-in capital as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |||
|---|---|---|---|---|
| Name of shareholder | Share (%) | Amount | Share (%) | Amount |
| Hasan Peker | 39,17 | 262.364.967 | 39,17 | 262.364.967 |
| Treasury shares (*) (Note 15b) | 0,52 | 3.508.691 | - | - |
| Public shares | 60,31 | 403.960.089 | 60,83 | 407.468.780 |
| Total | 100 | 669.833.747 | 100 | 669.833.747 |
| Inflation adjustment to share capital | 2.157.328.010 | 2.157.328.010 | ||
| Total | 2.827.161.757 | 2.827.161.757 |
As of March 31, 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.
| March 31, 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 | 220.198.300 | 220.198.300 | 220.198.300 | 220.198.300 | B | Bearer |
| Treasury shares (*) | 3.508.691 | 3.508.691 | - | - | B | Bearer |
| Public shares | 403.960.089 | 403.960.089 | 407.468.780 | 407.468.780 | B | Bearer |
| Total | 669.833.747 | 669.833.747 | 669.833.747 | 669.833.747 |
(*) As of March 31, 2024, it refers to publicly traded shares that have been repurchased by the Company (Note 15b).
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.
As of March 31, 2024, in accordance with the decision of the board of directors dated March 12, 2024, based on the completed transactions, a total of 3.508.691 shares, corresponding to 0.52% of the Company's capital, were purchased for a total price of 72.133.458 Turkish liras, including transaction costs (Note 15a).
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 March 31, 2024, the total amount of legal reserves is 204.743.193 Turkish liras (December 31, 2023: 132.609.735 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 - March 31, 2024 |
January 1 - March 31, 2023 |
|
|---|---|---|
| Profit for the year Weighted average number of ordinary shares with nominal value |
(128.090.487) 2.827.161.757 |
(142.023.635) 2.827.161.757 |
| Earnings per share | (,05) | (,05) |
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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).
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. As of March 31, 2024, deferred tax asset is 11.307.492 Turkish liras (December 31, 2023: 10.581.317 Turkish liras) and deferred tax liability is 207.443.578 Turkish liras (December 31, 2023: 220.362.452 Turkish liras).
The details of short-term trade receivables from related parties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Peker Holding GMBH (*) | 158.072.672 | 170.024.488 |
| Peker Port GMBH | 186.366 | 133.807 |
| Pollux Construction GmbH | 186.366 | 133.807 |
| PekFor 95 GMBH | 186.366 | 133.807 |
| Peker Investment GMBH | 186.366 | 133.807 |
| Total | 158.818.136 | 170.559.716 |
(*) As of March 31, 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 March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Hasan Peker Peker Holding GMBH Peker Investment GMBH |
3.305.782 175.288 17.368 |
3.447.766 188.779 30.985 |
| Total | 3.498.438 | 3.667.530 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of short-term prepaid expenses to related parties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Marbella Lifestyle Investment SL (*) Pollux Construction GMBH |
312.879.463 115.387.026 |
312.879.463 101.779.207 |
| Total | 428.266.489 | 414.658.670 |
(*) The Company signed a real estate purchase agreement amounting to 8.900.000 euros with its related party, Marbella Lifestyle 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.
The details of long-term prepaid expenses to related parties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Marbella Lifestyle Investment SL | 13.920.920 | 14.992.334 |
| Total | 13.920.920 | 14.992.334 |
The details of short-term trade payables to related parties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Peker Management GMBH | 1.275.501 | 1.105.454 |
| Total | 1.275.501 | 1.105.454 |
The details of short-term other payables to related parties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Peker Holding A.Ş. | 5.043.250 | 1.877.419 |
| Total | 5.043.250 | 1.877.419 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
The details of long-term other payables to related parties as of March 31, 2024 and December 31, 2023 are as follows:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Peker Holding Ltd. | 1.239.723 | 1.335.138 |
| Total | 1.239.723 | 1.335.138 |
The key management of the Group consists of the Board of Directors, General Manager and Directors. For the period ended March 31, 2024, the total compensation consisting of short term benefits such as salaries and rental of car. For the periods ended March, 2024 and 2023, benefits of the key management amounting to 5.409.475 Turkish liras and 6.083.540 Turkish liras.
For the periods ended March 31, 2024 and 2023, the details of sales and cost of sales are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| March 31, 2024 | March 31, 2023 | |
| Export sales (*) | - | 71.564.557 |
| Rent income | 29.120.235 | 1.463.084 |
| Net sales | 29.120.235 | 73.027.641 |
| Cost of export sales (-) (Note 12) | - | (67.800.413) |
| Other (-) | (23.766) | (126.148) |
| Cost of sales (-) | (23.766) | (67.926.561) |
| Gross profit | 29.096.469 | 5.101.080 |
(*) For the period ended March 31, 2023, export sales consist of the sales of investment properties numbered 18 and 19 in the Urbanization Oasis Club project in Malaga Marbella, Spain.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
For the periods ended March 31, 2024 and 2023, the details of general administrative expenses are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| March 31, 2024 | March 31, 2023 | |
| Personnel expenses | 10.440.937 | 13.507.718 |
| Consultancy expenses | 4.344.246 | 8.602.643 |
| Amortization and depreciation expenses (Note 13) | 3.983.532 | 2.935.725 |
| Rent expenses | 3.783.338 | 3.116.650 |
| Insurance expenses | 1.634.366 | 3.294.350 |
| Taxes, duties and other charges | 1.098.241 | 2.206.091 |
| Travel expenses | 935.678 | 832.694 |
| Maintenance and repair expenses | 544.392 | 501.883 |
| Outsourced benefits and services (*) | 298.368 | 1.231.367 |
| Travel and accommodation expenses | 194.007 | 2.564.112 |
| Donations and grants (**) | 24.880 | 5.174.302 |
| Other (***) | 3.423.576 | 1.604.502 |
| Total | 30.705.561 | 45.572.037 |
(*) For the period ended March 31, 2023, outsourced benefits and services mainly consist of real estate appraisal service expenses. No real estate appraisal service was received for the period ended March 31, 2024.
(**) For the period ended March 31, 2023, donations and grants mainly consist of donations made within the scope of the Kahramanmaraş-centered earthquake that occurred on February 6, 2023.
(***) For the period ended March 31, 2024, other expenses mainly consist of capital market transaction expenses.
For the periods ended March 31, 2024 and 2023, the details of other income from operating activities are as follows:
| January 1 - March 31, 2024 |
January 1 - March 31, 2023 |
|
|---|---|---|
| Foreign exchange gains Fair value differences of investment properties (Note 12) Taxes, duties and other charges refunds Late interest income () Other (*) |
145.270.511 85.851.212 3.097.422 - 42.626 |
79.140.302 10.611.417 - 8.503.809 1.988.338 |
| Total | 234.261.771 | 100.243.866 |
(*) For the period ended March 31, 2023, late interest income consists of interest income related to trade receivables from UK Imperial Investment Ltd.
(**) For the period ended March 31, 2023, other expenses mainly consist of income arising from commercial debts that will not be paid.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
For the periods ended March 31, 2024 and 2023, the details of other expenses from operating activities are as follows:
| January 1 - March 31, 2024 |
January 1 - March 31, 2023 |
|
|---|---|---|
| Foreign exchange loss Fair value differences of investment properties (Note 12) Taxes, duties and other charges Other |
59.079.300 13.592.098 1.420.395 82.571 |
27.138.337 20.876.193 68.804 358.385 |
| Total | 74.174.364 | 48.441.719 |
For the periods ended March 31, 2024 and 2023, the details of income from investing activities are as follows:
| January 1 - March 31, 2024 |
January 1 - March 31, 2023 |
|
|---|---|---|
| Profit from sales of stocks (Note 5a) Interest income from funds Fair value gain of stocks (Note 5a) |
3.264.015 57.801 17.250 |
- - - |
| Total | 3.339.066 | - |
For the periods ended March 31, 2024 and 2023, the details of expense from investing activities are as follows:
| January 1 - March 31, 2024 |
January 1 - March 31, 2023 |
|
|---|---|---|
| Loss from sales of funds Fair value loss of stocks (Note 5a) |
21.458.002 9.184.500 |
- - |
| Total | 30.642.502 | - |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
For the periods ended March 31, 2024 and 2023, the details of income from financing activities are as follows:
| January 1 - March 31, 2024 |
January 1 - March 31, 2023 |
|
|---|---|---|
| Interest income from time deposits Late interest income (*) Interest income from group companies Other |
912.792 - - - |
30.444 510.583 38.769 340 |
| Total | 912.792 | 580.136 |
(*) For the period ended March 31, 2023, late interest income consists of maturity difference income calculated in line with the contract for the receivables related to the sale of investment real estate located in Gravesend, England.
For the periods ended March 31, 2024 and 2023, the details of expense from financing activities are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| March 31, 2024 | March 31, 2023 | |
| Interest and comission expenses related to loans | 36.854.053 | 7.414.889 |
| Late interest expenses | 23.997.012 | 12.079.495 |
| Interest and comission expenses related to lease liabilities | 9.586.271 | - |
| Interest expenses related to commerical papers | 8.082.285 | - |
| Taxes, duties and other charges | 204.418 | 8.149.344 |
| Interest expenses related to retirement payment liability | 23.255 | 59.127 |
| Other | 508.857 | 1.265.814 |
| Total | 79.256.151 | 28.968.669 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 45 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:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Financial liabilities | 2.586.759.446 | 2.505.701.901 |
| Less: Cash and cash equivalents | (87.149.848) | (66.313.516) |
| Net financial debt | 2.499.609.598 | 2.439.388.385 |
| Total equity | 3.216.537.196 | 3.597.108.026 |
| Net financial debt/ Total equity ratio | 77,71% | 67,82% |
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.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 | |||
|---|---|---|---|---|
| March 31, 2024 | Trade receivables |
Other receivables |
Bank deposits |
Other |
| Maximum net credit risk as of balance sheet date (A+B+C+D+E) (*) |
913.970.753 | 15.700.373 | 87.149.328 | 119.062.868 |
| - The part of maximum risk under guarantee with collateral |
- | - | - | - |
| A. Net book value of financial assets that are neither overdue nor impaired | 913.970.753 | 15.700.373 | 87.149.328 | 119.062.868 |
| 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 March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
| Prior period | Receivables | |||
|---|---|---|---|---|
| Trade | Other | |||
| December 31, 2023 | receivables | receivables | Bank deposits | Other |
| Maximum net credit risk as of balance sheet date (A+B+C+D+E) (*) | 982.890.490 | 9.086.840 | 66.312.918 | 107.158.779 |
| - The part of maximum risk under guarantee with collateral |
- | - | - | - |
| A. Net book value of financial assets that are neither overdue nor impaired | 982.890.490 | 9.086.840 | 66.312.918 | 107.158.779 |
| 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.
There is no additional impairment in the financial assets except for the provisions in the consolidated financial statements.
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
Non derivative financial
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 March 31, 2024 and December 31, 2023, the maturity analysis of the financial liabilities is as follows:
| Contractual maturity analysis March 31, 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) |
|---|---|---|---|---|---|
| Non derivative financial liabilities |
|||||
| Bank loans | 2.435.440.579 | 2.507.261.515 | 90.215.958 | 163.351.947 | 2.253.693.610 |
| Commercial paper | 108.029.881 | 120.125.000 | 120.125.000 | - | - |
| Lease liabilities | 43.288.986 | 64.976.358 | 10.259.425 | 30.778.275 | 23.938.658 |
| Trade payables | 114.762.416 | 19.637.941 | 19.637.941 | ||
| Other payables | 67.530.129 | 67.530.129 | 61.247.156 | 5.043.250 | 1.239.723 |
| Total liabilities | 2.769.051.991 | 2.779.530.943 | 281.847.539 | 218.811.413 | 2.278.871.991 |
| Contractual maturity analysis December 31, 2023 |
Carrying value | Total cash outflow according to contract (I+II+III) |
Less than 3 months (I) |
3-12 months (II) |
1-5 years (III) |
| liabilities | |||||
|---|---|---|---|---|---|
| Bank loans | 2.451.369.105 | 2.475.998.679 | 25.418.760 | 139.785.623 | 2.310.794.296 |
| Lease liabilities | 54.332.796 | 86.569.308 | 11.804.906 | 35.414.717 | 39.349.685 |
| Trade payables | 138.889.841 | 138.889.841 | 116.655.828 | 22.234.013 | - |
| Other payables | 38.739.125 | 38.739.125 | 35.526.568 | 1.877.419 | 1.335.138 |
| Total liabilities | 2.683.330.867 | 2.740.196.953 | 189.406.062 | 199.311.772 | 2.351.479.119 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 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 March 31, 2024 and December 31, 2023, interest rate table of financial instruments is as follow:
| March 31, 2024 | December 31, 2023 | |
|---|---|---|
| Fixed interest rate financial assets Time deposits (Note 4) |
128.229 | 259.107 |
| Fixed interest rate financial liabilities Bank loans (Note 6) |
2.290.035.132 | 2.330.806.570 |
| Floating interest rate financial liabilities Bank loans (Note 6) |
145.405.447 | 120.562.535 |
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 March 31, 2024 and December 31, 2023 are presented in Note 6.
The Group is exposed to foreign exchange risk arising from foreign currency transactions.
As of March 31, 2024 and December 31, 2023, details of foreign currency positions of assets and liabilities of the Group are as follows:
| Current period | ||||
|---|---|---|---|---|
| March 31, 2024 | ||||
| Foreign exchange position | TL equivalent | USD | EUR | GBP |
| 1. Monetary financial assets | 16.706.591 | 254.726 | 236.088 | 6.547 |
| 2. Trade receivables | 895.119.374 | - | 24.500.000 | 1.044.177 |
| 3. Other receivables | 43.594 | - | - | 1.072 |
| 4. Current assets (1+2+3) | 911.869.559 | 254.726 | 24.736.088 | 1.051.796 |
| 5. Other receivables | 1.340.574.003 | - | 38.519.696 | - |
| 6. Non-current assets (5) | 1.340.574.003 | - | 38.519.696 | - |
| 7. Total assets (4+6) | 2.252.443.562 | 254.726 | 63.255.784 | 1.051.796 |
| 8. Trade payables | (457.600) | - | (16.085) | 2.513 |
| 9. Other payables | (862.378.581) | - | (24.779.356) | - |
| 10. Current liabilities (8+9) | (862.836.181) | - | (24.795.441) | 2.513 |
| 11. Total liabilities (10) | (862.836.181) | - | (24.795.441) | 2.513 |
| 12. Net foreign currency (liability)/ asset | ||||
| (7+11) | 1.389.607.381 | 254.726 | 38.460.343 | 1.054.309 |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
| Prior period | ||||
|---|---|---|---|---|
| December 31, 2023 | ||||
| Foreign exchange position | TL equivalent | USD | EUR | GBP |
| 1. Monetary financial assets | 1.259.498 | 5.503 | 16.197 | 10.816 |
| 2. Trade receivables | 963.265.606 | - | 24.500.000 | 1.044.177 |
| 3. Other receivables | 79.536 | - | - | 1.846 |
| 4. Current assets (1+2+3) | 964.604.640 | 5.503 | 24.516.197 | 1.056.839 |
| 5. Other receivables | 1.369.021.063 | - | 36.525.896 | - |
| 6. Non-current assets (5) | 1.369.021.063 | - | 36.525.896 | - |
| 7. Total assets (4+6) | 2.333.625.703 | 5.503 | 61.042.093 | 1.056.839 |
| 8. Trade payables | (122.489) | - | (9.498) | 5.420 |
| 9. Other payables | (930.061.670) | - | (24.814.326) | - |
| 10. Current liabilities (8+9) | (930.184.159) | - | (24.823.824) | 5.420 |
| 11. Total liabilities (10) | (930.184.159) | - | (24.823.824) | 5.420 |
| 12. Net foreign currency (liability)/ asset (7+11) |
1.403.441.544 | 5.503 | 36.218.269 | 1.062.259 |
The Group is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the US dollar, EUR and GBP.
In foreign currency sensitivity analysis gain/ loss section as of March 31, 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 | March 31, 2024 | |||||
| Profit/ (loss) | ||||||
| Appreciation of | Depreciation of | |||||
| foreign currency | foreign currency | |||||
| US dollar against Turkish lira by 10% | ||||||
| 1- US dollar denominated net assets/ (liabilities) | 822.393 | (822.393) | ||||
| 2- Hedged amount against US dollar risk (-) | - | - | ||||
| 3- Net effect of USD (1+2) | 822.393 (822.393) |
|||||
| EUR against Turkish lira by 10% | ||||||
| 4- EUR denominated net assets/ (liabilities) | 133.850.840 | (133.850.840) | ||||
| 5- Hedged amount against EUR risk (-) | - | - | ||||
| 6- Net effect of EUR (4+5) | 133.850.840 | (133.850.840) | ||||
| GBP against Turkish lira by 10% | ||||||
| 7- GBP denominated net assets/ (liabilities) | 4.287.505 | (4.287.505) | ||||
| 8- Hedged amount against GBP risk (-) | - | - | ||||
| 9- Net effect of GBP (7+8) | 4.287.505 | (4.287.505) | ||||
| Total (3+6+9) | 138.960.738 | (138.960.738) |
As of and for the Period Ended March 31, 2024 and 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at March 31, 2024 unless otherwise indicated.)
Foreign currency sensitivity (cont'd)
| Foreign currency sensitivity table | |||||
|---|---|---|---|---|---|
| Prior period | December 31, 2023 | ||||
| Profit/ (loss) | |||||
| Appreciation of | Depreciation of | ||||
| foreign currency | foreign currency | ||||
| US dollar against Turkish lira by 10% | |||||
| 1- US dollar denominated net assets/ (liabilities) | 18.640 | (18.640) | |||
| 2- Hedged amount against US dollar risk (-) | - | - | |||
| 3- Net effect of USD (1+2) | 18.640 | (18.640) | |||
| EUR against Turkish lira by 10% | |||||
| 4- EUR denominated net assets/ (liabilities) | 135.749.098 | (135.749.098) | |||
| 5- Hedged amount against EUR risk (-) | - | - | |||
| 6- Net effect of EUR (4+5) | 135.749.098 | (135.749.098) | |||
| GBP against Turkish lira by 10% | |||||
| 7- GBP denominated net assets/ (liabilities) | 4.576.416 | (4.576.416) | |||
| 8- Hedged amount against GBP risk (-) | - | - | |||
| 9- Net effect of GBP (7+8) | 4.576.416 | (4.576.416) | |||
| Total (3+6+9) | 140.344.154 | (140.344.154) |
Based on the transactions completed as of March 31, 2024, within the framework of the program initiated by the Company 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, in accordance with the decision of the board of directors dated March 12, 2024, the Company It purchased a total of 3.508.691 shares, corresponding to 0.52% of its capital, by paying a total price of 72.133.458 Turkish liras, including transaction costs (Note 15b). The exchange of 200.000 shares with a nominal value of 200.000 Turkish liras, purchased on March 28, 2024 for an amount of 2.060.000 Turkish liras, excluding transaction costs, has not yet been completed as of March 31, 2024. After the balance sheet date, 19.741.309 shares and 19.741.309 shares with a nominal value of 19.741.309 Turkish liras were purchased by paying 164.971.382 Turkish liras, excluding transaction costs.
In addition, on June 11, 2024, the Company issued a commercial paper with the ISIN code TRFPEGY92414, an annual compound interest rate of 72.06%, a nominal amount of 200.199.655 Turkish liras, a maturity date of September 30, 2024, and a coupon-free commercial paper to qualified investors.
On June 13, 2024, the Company sold its shares with a nominal amount of 33.000.000 TL to Hedef Portföy Yönetimi A.Ş. at a price of 7,40 TL. With this transaction, Hasan Peker's shares in the Company's capital reached the limit of 34,24% as of June 13, 2024.
73 independent sections which are in the Tenet Topkapı Prime Project located in Istanbul province, Zeytinburnu district, Merkez Efendi District, island 3326, parcel 11 was valued as 792.200.000 TL, excluding VAT, with the report of Net Kurumsal Gayrimenkul Değerleme ve Danışmanlık A.Ş. dated June 6, 2024. The Company signed a real estate sales promise agreement with Tenet İnşaat ve Sanayi Ticaret A.Ş. on June 11, 2024 to purchase the mentioned real estate on a "turnkey" basis for 832.134.745 Turkish liras excluding VAT.
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