Quarterly Report • May 14, 2024
Quarterly Report
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Consolidated Financial Statements for the Period January 1 – December 31, 2023 (Convenience Translation of Consolidated Financial Statements Originally Issued in Turkish)
| Consolidated statement of financial position | 1 – 2 |
|---|---|
| Consolidated statement of profit or loss and other comprehensive inome | 3 |
| Consolidated statement of changes in equity | 4 |
| Consolidated statement of cash flows | 5 |
| Notes to consolidated financial statements | 6 – 53 |
as of December 31, 2023
| Current assets | Note | Audited Current period December 31, 2023 1.731.535.403 |
Audited Prior period December 31, 2022 1.312.906.683 |
|---|---|---|---|
| Cash and cash equivalents | 4 | 57.631.848 | 91.693.166 |
| Financial investments | 5 | 93.129.712 | 5.257 |
| Trade receivables | |||
| Due from related parties | 7-18 | 148.230.293 | - |
| Due from third parties | 7 | 705.981.642 | 58.868.902 |
| Other receivables Due from related parties |
8-18 | 3.187.382 | 268.124.417 |
| Due from third parties | 8 | 3.852.477 | 15.095.898 |
| Inventories | 9 | 295.541.592 | 338.063.633 |
| Prepaid expenses | |||
| Due to related parties | 10-18 | 360.372.176 | 270.756.635 |
| Due to third parties | 10 | 6.604.879 | 262.907.556 |
| Current income tax assets | 31.897 | 105.398 | |
| Other current assets | 11 | 56.971.505 | 7.285.821 |
| Non-current assets | 4.174.129.823 | 4.942.317.063 | |
| Financial investments | 5 | 781.402 | - |
| Trade receivables | |||
| Due from related parties | 7-18 | - | 848.433.868 |
| Other receivables | |||
| Due from third parties | 8 | 857.345 | 864.932 |
| Investment properties | 12 | 4.095.680.007 | 4.029.258.716 |
| Property, plant and equipment | 13 | 54.585.482 | 50.513.153 |
| Prepaid expenses | |||
| Due to related parties | 10-18 | 13.029.560 | - |
| Due to third parties | 10 | - | 447.126 |
| Deferred tax assets | 17 | 9.196.027 | 12.799.268 |
| Total assets | 5.905.665.226 | 6.255.223.746 |
as of December 31, 2023
| Audited Current period |
||||||
|---|---|---|---|---|---|---|
| Note | December 31, 2023 |
Prior period December 31, 2022 |
||||
| Current liabilities | 361.120.059 | 910.095.898 | ||||
| Short-term borrowings | 6 | 119.063.019 | 288.898.626 | |||
| Short-term portion of long-term borrowings | 6 | 5.223.037 | - | |||
| Short-term leasing liabilities | 6 | 31.675.765 | - | |||
| Other financial liabilities | 54.488 | 36.292 | ||||
| Trade payables | ||||||
| Due to related parties | 7-18 | 960.730 | - | |||
| Due to third parties | 7 | 119.691.373 | 127.360.052 | |||
| Contract liabilities | 10 | 254.490 | 26.713.508 | |||
| Employee benefit obligations | 809.554 | 1.350.489 | ||||
| Other payables | ||||||
| Due to related parties | 8-18 | 1.631.630 | 455.028.949 | |||
| Due to third parties | 8 | 30.875.483 | 699.358 | |||
| Provisions | ||||||
| Other provisions | 360.565 | 2.053.023 | ||||
| Current income tax liabilities | - | 5.317.125 | ||||
| Other current liabilities | 11 | 50.519.925 | 2.638.476 | |||
| Non-current liabilities | 2.214.866.481 | 1.600.695.490 | ||||
| Long-term borrowings | 6 | 2.006.153.469 | 1.352.535.846 | |||
| Long-term leasing liabilities | 6 | 15.543.862 | - | |||
| Other payables | ||||||
| Due to related parties | 8-18 | 1.160.344 | 130.310.118 | |||
| Provisions | ||||||
| Provision for employee benefits | 495.880 | 2.030.805 | ||||
| Deferred tax liabilities | 17 | 191.512.926 | 115.818.721 | |||
| Equity | 3.329.678.686 | 3.744.432.358 | ||||
| Equity holders of the parent | 3.118.620.735 | 3.744.432.358 | ||||
| Paid-in capital | 15 | 669.833.747 | 669.833.747 | |||
| Adjustment to share capital | 15 | 1.787.200.218 | 1.787.200.218 | |||
| Share premium | 15.752 | 15.752 | ||||
| Other accumulated comprehensive income and | ||||||
| expense not to be reclassified to profit or loss | ||||||
| Gain/ (loss) arising from defined benefit plans | (531.593) | (590.197) | ||||
| Other accumulated comprehensive income and | ||||||
| expense to be reclassified to profit or loss | ||||||
| Currency translation differences | (514.092.143) | (486.315.390) | ||||
| Effect of combinations of businesses under common | ||||||
| control | (1.424.043.311) | 5.191.570 | ||||
| Restricted reserves | 15 | 115.248.666 | 96.461.310 | |||
| Retained earnings | 1.524.924.167 | 2.133.069.346 | ||||
| Net profit for the period | 960.065.232 | (460.433.998) | ||||
| Non-controlling interest | 211.057.951 | - | ||||
| Total liabilities and equity | 5.905.665.226 | 6.255.223.746 |
| Note | Audited Current period January 1- December 31, 2023 |
Audited Prior period January 1- December 31, 2022 |
|
|---|---|---|---|
| Revenue Cost of sales (-) |
19 19 |
896.366.309 (964.142.008) |
310.474.604 (498.259.024) |
| Gross loss | (67.775.699) | (187.784.420) | |
| General administrative expenses (-) Other income from operating activities Other expenses from operating activities (-) |
20 21 21 |
(119.908.769) 1.311.950.846 (126.206.262) |
(114.746.032) 922.714.516 (282.263.286) |
| Operating profit | 998.060.116 | 337.920.778 | |
| Income from investment activities Expenses from investment activities (-) |
22 22 |
523.668.435 (227.783) |
- (620.409) |
| Operating income before financial income/ (expense) | 1.521.500.768 | 337.300.369 | |
| Finance income Finance expenses (-) Net monetary position gain/(loss) |
23 23 |
18.981.665 (124.104.524) (291.938.655) |
11.912.761 (64.303.152) (732.610.711) |
| Profit/ (loss) before tax from continuing operations | 1.124.439.254 | (447.700.733) | |
| Tax income/ (expense), continuing operations | (119.798.557) | (12.733.265) | |
| Taxes on expense Deferred tax expenses (-) |
17 17 |
- (119.798.557) |
- (12.733.265) |
| Net income | 1.004.640.697 | (460.433.998) | |
| Equity holders of the parent Non-controlling interest |
960.065.232 44.575.465 |
(460.433.998) - |
|
| Not to be reclassified to profit or loss | 58.604 | (590.197) | |
| Gain/ (loss) arising from defined benefit plans | 58.604 | (590.197) | |
| To be reclassified to profit or loss | (47.958.513) | (467.172.455) | |
| Currency translation differences | (47.958.513) | (467.172.455) | |
| Other comprehensive income | (47.899.909) | (467.762.652) | |
| Total comprehensive income/ (loss) | 956.740.788 | (928.196.650) | |
| Equity holders of the parent Non-controlling interest |
932.347.083 24.393.705 |
(928.196.650) - |
|
| Earnings per share | 16 | 0,39 | (,19) |
| 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, 2022 |
669.833.747 | 1.787.200.218 | 15.752 | - | (19.142.935) | 44.145.748 | 5.191.570 2.185.929.324 | - | 4.673.173.424 | 13.268.817 | 4.686.442.241 | |
| Transfers Total comprehensive |
- | - | - | - | - | 52.315.562 | - | (52.315.562) | - | - | - | - |
| income | - | - | - | (590.197) | (467.172.455) | - | - | - | (460.433.998) | (928.196.650) | - | (928.196.650) |
| Transactions with non controlling shareholders |
- | - | - | - | - | - | - | (544.416) | - | (544.416) | (13.268.817) | (13.813.233) |
| Balance at December 31, 2022 |
669.833.747 | 1.787.200.218 | 15.752 | (590.197) | (486.315.390) | 96.461.310 | 5.191.570 2.133.069.346 | (460.433.998) | 3.744.432.358 | - | 3.744.432.358 | |
| Transfers Total comprehensive |
- | - | - | - | - | 18.787.356 | - | (479.221.354) | 460.433.998 | - | - | - |
| income Sale of shares of |
- | - | - | 58.604 | (27.776.753) | - | - | - | 960.065.232 | 932.347.083 | 24.393.705 | 956.740.788 |
| Subsidiaries without a change of control Effect of combinations |
- | - | - | - | - | - | - | (128.923.825) | - | (128.923.825) | 186.664.246 | 57.740.421 |
| of businesses under common control |
- | - | - | - | - | - | (1.429.234.881) | - | - | (1.429.234.881) | - | (1.429.234.881) |
| Balance at December 31, 2023 |
669.833.747 | 1.787.200.218 | 15.752 | (531.593) | (514.092.143) | 115.248.666 | (1.424.043.311) 1.524.924.167 | 960.065.232 | 3.118.620.735 | 211.057.951 | 3.329.678.686 |
for the year ended December 31, 2023
| Audited | Audited | ||
|---|---|---|---|
| Current period | Current period | ||
| January 1- | January 1- | ||
| December 31, | December 31, | ||
| Note | 2023 | 2022 | |
| A. Cash flows from operating activities | (494.353.694) | 7.018.085 | |
| Net income/ (expenses) | 1.004.640.697 | (460.433.998) | |
| Adjustments regarding net profit reconciliation for the period | (505.060.624) | (384.999.483) | |
| Adjustments for depreciation and amortisation expense | 13 | 9.659.579 | 11.763.074 |
| Alacaklarda değer düşüklüğü (iptali) ile ilgili düzeltmeler | (1.391.173) | 295.487 | |
| Stok değer düşüklüğü (iptali) ile ilgili düzeltmeler | 9 | (928.819) | (90.153.176) |
| Adjustments for provisions for employee benefits | (1.476.321) | 399.426 | |
| Adjustments for interest income | (3.415.971) | (1.277.180) | |
| Adjustments for interest expense | 43.997.158 | 31.081.316 | |
| Adjustments for tax expense/ (income) | 17 | 119.798.557 | 12.733.265 |
| Adjustments for unrealised foreign exchange differences | (404.526.574) | (382.839.995) | |
| Adjustments for fair value (gains)/ losses | 12 | (748.855.202) | (151.142.821) |
| Monetary (gain)/ loss | 318.209.971 | 347.610.640 | |
| Adjustments for unrealised translation differences | 164.009.871 | (163.469.519) | |
| Adjustments for other cash flows from investing or financing activities | (141.700) | - | |
| Changes in operating assets and liabilities | (988.616.642) | 856.894.508 | |
| Adjustments for decrease (increase) in trade receivables | (795.343.033) | 469.147.548 | |
| Adjustments for decrease (increase) in other receivables | 276.188.043 | 281.134.445 | |
| Adjustments for decrease (increase) in inventories | 20.051.707 | 176.684.513 | |
| Decrease (increase) in prepaid expenses | 154.104.702 | (339.744.354) | |
| Adjustments for increase (decrease) in trade payables | (6.707.949) | (8.041.611) | |
| Increase (decrease) in employee benefit liabilities | (540.935) | 367.876 | |
| Adjustments for increase (decrease) in other payables | (606.505.162) | 263.350.056 | |
| Adjustments for other (increase) decrease in changes in operating assets | |||
| and liabilities | |||
| Adjustments for (increase) decrease in other assets | (49.612.183) | (1.724.168) | |
| Adjustments for increase (decrease) in other liabilities | 19.748.168 | 15.720.203 | |
| Cash flows from operating activities | (5.317.125) | (4.442.942) | |
| Income taxes refund/ (paid) | (5.317.125) | (4.442.942) | |
| B. Cash flows from investing activities | (26.950.533) | (327.587.409) | |
| Cash outflow from purchase of property, plant, equipment | 13 | (13.708.218) | (28.383.228) |
| Cash inflow from sales of property, plant, equipment | 13 | - | 5.774.731 |
| Cash inflow from sales of investment properties | 12 | 942.101.002 | 311.771.766 |
| Cash outflows arising from project expenditures of investment | |||
| properties | 12 | (402.666.328) | (602.937.445) |
| Cash outflows from purchase of funds | (108.572.534) | - | |
| Cash inflow from sales of funds | 15.589.780 | - | |
| Cash inflow/ outflow from sale of shares of Subsidiaries | |||
| without a change of control | 57.740.421 | (13.813.233) | |
| Cash inflow/ outflow from effect of combinations of businesses under | |||
| common control | (517.434.656) | - | |
| C. Cash flows from financing activities | 449.682.032 | (61.933.853) | |
| Cash inflow from borrowings | 6 | 699.822.559 | 535.188.863 |
| Cash outflow from repayments of borrowings | 6 | (214.139.487) | (567.318.580) |
| Interest and comission paid | (39.417.011) | (31.081.316) | |
| Interest received | 3.415.971 | 1.277.180 | |
| D. Net change in cash and cash equivalents (A+B+C) | (71.622.195) | (382.503.177) | |
| E. Effect of monetary gain/ loss | (24.789.655) | (393.804.529) | |
| F. Effect of currency translation differences | 62.350.532 | 84.219.966 | |
| G. Cash and cash equivalents at January 1 | 91.693.166 | 783.780.906 | |
| Cash and cash equivalents at December 31 (D+E+F+G) | 4 | 57.631.848 | 91.693.166 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 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.
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 December 31, 2023, 60,83% 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 December 31, 2023 is 31 (December 31, 2022: 24).
As of December 31, 2023 and December 31, 2022, the shareholder structure is as follows:
| December 31, 2023 | December 31, 2022 | |||||
|---|---|---|---|---|---|---|
| Number of shares |
Share (%) | Amount | Number of shares |
Share (%) | Amount | |
| Hasan Peker | 262.364.967 | 39,17 262.364.967 | 173.958.175 | 25,97 173.958.175 | ||
| Ayşegül Peker | - | - | - | 87.306.792 | 13,03 | 87.306.792 |
| Capital Union Bank Ltd. | 54.382.059 | 8,12 | 54.382.059 | - | - | - |
| Other | 353.086.721 | 52,71 353.086.721 | 408.568.780 | 61,00 408.568.780 |
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 (%) | ||||||
|---|---|---|---|---|---|---|
| December 31, 2023 | December 31, 2022 | |||||
| Name of the Company | Operation | Country of Operation | Voting right | Total | Voting right | Total |
| Peker GMBH (*) | Real estate projectst | Düsseldorf - Germany | 100 | 100 | - | - |
| Peker GYO Global GMBH | Real estate projectst | Düsseldorf - Germany | 100 | 100 | 100 | 100 |
| OXO Investment GMBH (**) | Real estate projectst | Grevenbroich - Germany | - | - | 100 | 100 |
| Blue Stone Investment GMBH | Real estate projectst | Grevenbroich - Germany | 100 | 100 | 100 | 100 |
| Nordstern Düsseldorf GMBH (***) | Real estate projectst | Düsseldorf - Germany | 51 | 100 | 100 | 100 |
| Peker GYO Spain SL | Real estate projectst | Malaga – Spain | 100 | 100 | 100 | 100 |
(***) On December 28, 2023, the Company sold 20% of its shares to DATE Investment GMBH, 20% to EN FA Investment GMBH, and 9% to Peker Holding GMBH.
as of and for the year ended December 31, 2023 (Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The 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 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 financial statements are prepared on the basis of historical cost, with the exception of investment properties carried at fair value. In determining the historical cost, generally the fair value of the amount paid for the assets is taken as basis.
Pursuant to the decision of the CMB dated December 28, 2023 and numbered 81/1820, it has been decided that issuers and capital market institutions subject to financial reporting regulations that entities applying TFRS to apply inflation accounting in accordance with TAS 29 Financial Reporting in Hyperinflationary Economies as of financial statements for the annual reporting period ending on or after 31 December 2023. In accordance with the aforementioned CMB decision and the announcement made by POA on November 23, 2023 and the "Guidance on Financial Reporting in Hyperinflationary Economies", the Group has prepared the consolidated financial statements as of December 31, 2023 by applying TAS 29.
As of 31 December 2023, the indices and adjustment coefficients which obtained from the Consumer Price Index ("CPI") of Turkey published by the Turkish Statistical Institute ("TÜİK") and used in the adjustment of the consolidated financial statements for the current and prior periods since January 1, 2005, the date on which TL ceased to be designated as the currency of a hyperinflationary economy, are as follows:
| 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|
| Index | 1.859,37 | 1.128,40 | 686,95 | 504,81 |
| Average Index | 1.488,92 | 967,70 | 561,61 | 469,59 |
| Conversion Factor | 1,00000 | 1,64780 | 2,70671 | |
| Year - Inflation Rate | %64,78 | %64,26 | %36,08 | |
| Three-year - Inflation Rate | %268,33 | %123,53 | %36,08 |
Current period consolidated financial statements prepared in TL are expressed in terms of the purchasing power at the balance sheet date, and amounts from previous reporting periods are also adjusted and expressed in terms of the purchasing power at the end of the reporting period.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The Company has restated all non-monetary items in order to reflect the effect of inflation adjustment reporting on a current measurement unit basis as of December 31, 2023. As a result, the main items corrected are; "tangible assets", "prepaid expenses", "inventories", "long-term financial investments" and "equity". Monetary assets and liabilities are not adjusted as they are already expressed in terms of the current purchasing power at the balance sheet date.
Since the comparative amounts are presented in the current currency of December 31, 2023 and restated using the general price index of the current year, it is aimed to present the comparative financial statements in the current measurement unit as of the closing date of the reporting period, and the comparative amounts of previous reporting periods are rearranged by applying the general price index.
The main elements of the Group's adjustment process for financial reporting in hyperinflationary economies are as follows:
All items in the comprehensive income statement, except for those that have an impact on the comprehensive income statement of non-monetary items on the balance sheet, have been indexed using the coefficients calculated for the periods when the income and expense accounts were first reflected in the financial statements.
Comperative amounts:
- Current period consolidated financial statements prepared in TL are expressed in terms of the purchasing power at the balance sheet date, and amounts from previous reporting periods are also adjusted and expressed in terms of the purchasing power at the end of the reporting period.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
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, and translated them into the presentation currency at the same exchange rates.
Presentation currency of the consolidated financial statements is Turkish lira. According to TAS 21 ("The Effects of Changes in Foreign Exchange Rates") financial statements, that are prepared in euro, have been translated in Turkish lira as the following method:
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.
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 May 14, 2024 by the Board of Directors. The General Assembly has the authority to revise the financial statements.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The accounting policies adopted in preparation of the consolidated financial statements as of December 31, 2023 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, 2023 and thereafter. The effects of these standards and interpretations on the Group's financial position and performance have been disclosed in the related paragraphs.
| TAS 8 | Definition of Accounting Estimates |
|---|---|
| TAS 1 | Disclosure of Accounting Policies |
| TAS 12 | Deferred Tax related to Assets and Liabilities arising from a Single Transaction |
| Amendments to TAS 12 | International Tax Reform – Pillar Two Model Rules |
| TAS 1 | Classification of Liabilities as Current and Non Current Liabilities |
||
|---|---|---|---|
| TFRS 16 | Lease Liability in a Sale and Leaseback | ||
| TAS 7 ve TFRS 7 | Disclosures: Supplier Finance Arrangements | ||
| TFRS 17 | The new Standard for insurance contracts | ||
| TFRS 10 ve TAS 28 | Sale or Contribution of Assets between an Investor and its Associate or Joint Venture |
Overall, the Group expects no significant impact on its balance sheet and equity.
| 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.
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.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The consolidated financial statements include the accounts of the parent company, Peker GYO, and its subsidiaries on the basis set out in sections below. The financial statements of the companies included in the consolidation have been prepared as of the date of the consolidated financial statements and are based on the statutory records with adjustments and reclassifications for the purpose of presentation in conformity TAS/TFRS promulgated by the POA as set out in the communiqué numbered II-14.1, and Group accounting and disclosure policies.
Subsidiaries are included in the scope of consolidation from the date on which control over their activities is transferred to the Group, and are excluded from the scope of consolidation on the date when control disappears.
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company and its subsidiaries. Control is achieved when the Company:
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.
The table below sets out all subsidiaries included in the scope of consolidation and discloses their direct and indirect ownership, which are identical to their economic interests (%) as of reporting date.
| December 31, 2023 | December 31, 2022 | |||
|---|---|---|---|---|
| Subsidiaries | Ownership | Control power | Ownership | Control power |
| Peker GMBH | 100% | 100% | - | - |
| Peker GYO Global GMBH | 100% | 100% | 100% | 100% |
| OXO Investment GMBH | - | - | 100% | 100% |
| Blue Stone Investment GMBH | 100% | 100% | 100% | 100% |
| Nordstern Düsseldorf GMBH | 51% | 100% | 100% | 100% |
| Peker GYO Spain SL | 100% | 100% | 100% | 100% |
On December 11, 2023, the Company establish the Germany-based Peker Real Estate GMBH which has euro 25.000 capital as part of the structuring it created to plan and realize real estate investments through subsidiaries established abroad and to realize new investments in Germany in order to benefit from lower-cost and long-term financing opportunities abroad. Since it is not active as of December 31, 2023 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.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Financial assets and financial liabilities are recognised in the Group's consolidated statement of financial position when the Group becomes a part of the contractual provisions of the instrument. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.
All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis.
The Group classifies its financial assets as (a) business model used for managing financial assets, (b) financial assets subsequently measured at amortized cost, at fair value through other comprehensive income or at fair value through profit or loss based on the characteristics of contractual cash flows. The Group reclassifies all financial assets effected from the change in the business model it uses for the management of financial assets. The reclassification of financial assets is applied prospectively from the reclassification date. In such cases, no adjustment is made to gains, losses (including any gains or losses of impairment) or interest previously recognized in the financial statements.
Financial assets that meet the following conditions are measured subsequently at amortized cost:
Financial assets that meet the following conditions are measured subsequently at fair value through other comprehensive income (FVTOCI):
By default, all other financial assets are measured subsequently at fair value through profit or loss (FVTPL).
Despite the foregoing, the Group may make the following irrevocable election/designation at initial recognition of a financial asset; the Group may irrevocably elect to present subsequent changes in fair value of an equity investment in other comprehensive income if certain criteria are met.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Interest income on financial assets carried at amortized cost is calculated using the effective interest method. The effective interest method is a method of calculating the amortized cost of a debt instrument and of allocating interest income over the relevant period. This income is calculated by applying the effective interest rate to the gross carrying amount of the financial asset:
Interest income is recognised using the effective interest method for debt instruments measured subsequently at amortized cost and at FVTOCI.
Interest income is recognised in profit or loss and is included in the "finance income – interest income" line item.
Financial assets that do not meet the criteria for being measured at amortized cost or FVTOCI are measured at FVTPL.
Financial assets at FVTPL are measured at fair value at the end of each reporting period, with any fair value gains or losses recognized in profit or loss to the extent they are not part of a designated hedging relationship.
On initial recognition, the Company may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognised by an acquirer in a business combination.
A financial asset is held for trading if:
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in the investments revaluation reserve. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings.
The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Specifically,
Other exchange differences are recognized in other comprehensive income in the investments revaluation reserve;
The Company recognizes a loss allowance for expected credit losses on investments in debt instruments that are measured at amortized cost or at FVTOCI, lease receivables, trade receivables and contract assets, as well as financial guarantee contracts. The amount of expected credit losses is updated at each Reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.
The Company utilizes a simplified approach for trade receivables, contract assets and lease receivables that does not have significant financing component and calculates the allowance for impairment against the lifetime ECL of the related financial assets.
For all other financial instruments, the Company recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. However, if on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The measurement of expected credit losses is a function of the probability of default, loss given default (i.e. the magnitude of the loss if there is a default) and the exposure at default. The assessment of the probability of default and loss given default is based on historical data adjusted by forward-looking information. As for the exposure at default, for financial assets, this is represented by the assets' gross carrying amount at the reporting date.
For financial assets, the expected credit losses are estimated as the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive, discounted at the original effective interest rate.
The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.
On derecognition of a financial asset measured at amortized cost, the difference between the asset's carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. In addition, on derecognition of an investment in a debt instrument classified as at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. In contrast, on derecognition of an investment in equity instrument which the Company has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings.
Financial liabilities are classified as at FVTPL on initial recognition. On initial recognition of liabilities other than those that are recognised at FVTPL, transaction costs directly attributable to the acquisition or issuance thereof are also recognised in the fair value. A financial liability is subsequently classified at amortized cost except:
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The Entity does not reclassify any financial liability.
The Company derecognizes financial liabilities when, and only when, the Company's obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.
Parties are considered related to the Company if:
a) A person or a close member of that person's family is related to a reporting entity if that;
The related person or entity that is related to the entity preparing its financial statements (for this note will be named as reporting entity):
(b) An entity is related to a reporting entity if any of the following conditions applies:
A related party transaction is a transfer of resources, services or obligations between a reporting entity and a related party, regardless of whether a price is charged.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Property, plant and equipment are carried at cost less accumulated depreciation and any accumulated impairment losses. Land is not depreciated and carried at cost less accumulated impairment.
Properties in the course of construction for production, supply or administrative purposes, or for purposes not yet determined, are carried at cost, less any recognized impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalized in accordance with the Company's accounting policy. Such properties are classified to the appropriate categories of property, plant and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.
Depreciation is recognized so as to write off the cost or valuation of assets, other than freehold land and properties under construction, less their residual values over their estimated useful lives, using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.
Useful life
Vehicles 2 – 5 years Furniture and fixtures 3 – 50 years
Expenses after the capitalization are added to the cost of related asset and reflected in financial statements as a separate asset if they shall mostly provide an economic benefit and their cost is measured in a trustable manner. Property, plant and equipment are reviewed for impairment if there are conditions showing that the securities are more than amount recoverable. Assets are grouped at the lowest level which is cash-generating unit in order to determine impairment (cash-generating unit).
Carrying amount of a tangible asset and recoverable value is the one which is higher than the net sales price following the deduction of commensurable value for the sale of the asset. Useful life of assets are reviewed as of date of balance sheet and adjusted, if required.
Maintenance and repair expenses are recorded as expense to the statement of profit or loss of the related period. The Company omits the carrying values of the changed pieces occurred with respect to renovations from the balance sheet without considering whether they are subject to depreciation in an independent manner from other sections. Main renovations are subject to deprecation based on the shortest of residual life of the related tangible asset or useful life of the renovation itself.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Company recognizes revenue when the goods or services are transferred to the customer and when performance obligation is fulfilled. Goods are counted to be transferred when the control belongs to the customer. The principal activities of the Company are production of iron and steel rolled products, alloyed and non-alloyed iron, steel and pig iron castings, cast and pressed products and their byproducts.
Company recognizes revenue based on the following main principles:
The Company evaluates the products it has committed in each contract with customers and determines each commitment it has made to transfer the said goods or services as a separate performance obligation. Whether the performance obligation for each contract will be realized at a certain time or over time is evaluated at the beginning of the contract. If the Company realizes the transfer of control of its goods and services over time and fulfills its performance obligation over time, it measures the progress in fulfilling the performance obligation and records the revenues in the financial statements.
Real estate inventories consist of buildings held for sale in the ordinary course of business, projects under construction or development for sale, and lands on which buildings are planned to be built for sale in the future, and are presented under the inventories. Revenue from the sales of real estate inventories are recognized only if the following conditions are met:
The Group records the sales revenues of the lands it projects within the scope of the RSRLS contract when the control over the lands is completely transferred to the buyers and the sales revenues can be measured reliably. Revenue is recognized by signing a provisional acceptance protocol with the construction company or by transferring control to the buyers (the buyer actually taking delivery of the independent section by signing a delivery document acquitting the seller).
In cases where the provisional acceptance protocol is not signed or actual delivery or title deed transfer does not occur, the Group follows its share of income in its balance sheet as Contract Liabilities (Note 10). The Group's share in the Total Sales Revenue ("TSR") generated as a result of the projects is associated with the statement of comprehensive income as land sales revenue, and the cost of the relevant land tracked in inventories is associated with the statement of comprehensive income as the cost of the lands sold.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Inventories of the Group consist of land and buildings classified as real estate, on which projects will be developed or are being developed to be sold.
The real estates contributed to the Company as in-kind capital in the partial division were first recorded at their fair values on April 25, 2017, when the division took place. These values are accepted as the cost value of the relevant iventories, and real estates are measured at the lower of cost or net realizable value in subsequent periods.
Investment properties are properties held to earn rentals and/or for capital appreciation, including property under construction for such purposes. Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at fair value.
Investment properties are derecognized when either they have been disposed of or when the investment property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal of an investment property are recognized in the consolidated statement of profit or loss under income (expense) from investment activities.
Transfers are made to or from investment property only when there is a change in use. For a transfer from investment property to owner occupied property, the deemed cost for subsequent accounting is the fair value at the date of change in use. If owner occupied property becomes an investment property, the Company accounts for such property in accordance with the policy stated under property, plant and equipment up to the date of change in use.
No assets held under operating lease have been classified as investment properties.
The Group records foreign currency (currencies other than the functional currency of the related company) transactions using exchange rates of the date the transaction is completed. Foreign currency monetary items are evaluated with exchange rates as of reporting date and arising foreign exchange income/expenses are recorded in consolidated statement of profit or loss. All monetary assets and liabilities are evaluated with exchange rates of the reporting date and related foreign currency translation differences are transferred to consolidated statement of profit or loss.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
According to the Turkish and Romanian law and union agreements, employee termination payments are made to employees in the case of retiring or involuntarily leaving. Such payments are considered as a part of defined retirement benefit plan in accordance with TAS 19 (revised) Employee Benefits ("TAS 19").
The termination indemnities accounted in the balance sheet and seniority incentive premium in accordance with the union agreements in force represent the present value of the residual obligation.
The Group makes certain assumptions about discount rates, inflation rates, future salary increases and employee turnover rates in calculation of provisions for employee benefits. The impact of the changes in assumptions is recognized in the statement of profit or loss. The details related with the defined benefit plans are stated below:
Inflation rate % 21,41
December 31, 2023 Interest rate % 25,05
IAS 19 ("Employee Benefits") has been restated for the accounting periods starting after January 1, 2013. In accordance with the revised standard, actuarial gains / losses on employee benefits are recognized in the statement of comprehensive income.
Provisions are recognized when the Group has a present obligation ("legal or constructive") as a result of a past event, it is probable that the Group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
A possible obligation or asset that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group have not been recognized in these consolidated financial statements and treated as contingent liabilities and contingent assets.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The company became a real estate investment corporation in September 2017, and according to Article 5/1(d) (4) of the Corporate Tax Law No. 5520 in Turkey, the profits obtained from real estate investment corporation are exempt from corporate tax. This exception also applies to provisional tax. In accordance with Article 15/(3) of Corporate Tax Law, the earnings of real estate investment company are subject to a 15% tax deduction within the institution, regardless of whether they are distributed or not. Within the framework of the authority within the scope of Corporate Tax Law Article 15/ (34), the Council of Ministers may reduce the tax withholding rates specified in Article 15 to zero separately for each payment and income, increase it up to the corporate tax rate, and provide funds for the earnings specified in the third paragraph within the same limits. or according to partnership types or the quality and distribution of assets in their portfolios. In accordance with the Council of Ministers Decision No. 2009/14594, 0% tax withholding is made on the portfolio management earnings of real estate investment corporation, which are exempt from 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 rates as of the balance sheet date are used.
Since the Company was 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 were recognized over temporary and taxable differences.
Cash flows during the period are classified and reported as operating, investing, and financing activities in the statement of cash flows.
Cash flows from operating activities represent the cash flows generated from the Group's activities.
Cash flows related to investing activities represent the cash flows that are used in or provided from the investing activities of the Group (investment of tangible and intangible assets and financial investments).
Cash flows arising from financing activities represent the cash proceeds from the financing activities of the Group and the repayments of these funds.
Subsequent events include all events that take place between the balance sheet date and the date of authorization for the release of the balance sheet, although the events occurred after the announcements related to the net profit/ loss or even after the public disclosure of other selective financial information.
In the case that events occur requiring an adjustment, the Group adjusts the amounts recognized in its financial statements to reflect the adjustments after the balance sheet date. Post period end events that are not adjusting events are disclosed in the notes when material.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Earnings per share disclosed in the consolidated income statement are determined by dividing net income attributable to equity holders of the parent by the weighted average number of shares outstanding during the period concerned.
In Turkey, companies can increase their share capital through a pro-rata distribution of shares ("bonus shares") to existing shareholders from retained earnings and inflation adjustment to equity. For the purpose of earnings per share computations, the weighted average number of shares in existence during the period has been adjusted in respect of bonus share issues without a corresponding change in resources, by giving them retroactive effect for the period in which they were issued and each earlier period as if the event had occurred at the beginning of the earliest period reported.
The preparation of consolidated financial statements requires estimates and assumptions to be made regarding the amounts for the assets and liabilities at the balance sheet date, and explanations for the contingent assets and liabilities as well as the amounts of income and expenses realized in the reporting period. These estimates and assumptions are reviewed regularly, taking into account past experiences and factors expected to arise in the future under certain conditions. Uncertainty about these estimates and assumptions may require significant adjustments in the carrying values of assets and liabilities. Actual results may differ from estimates and assumptions.
The estimates and assumptions that may cause a material adjustment to the carrying amounts of assets and liabilities for the next reporting period are outlined below:
The basic assumptions of the appraisal reports used in determining the fair value of properties classified as investment properties in the financial statements are stated in Note 12.
Non-monetary assets and liabilities are revalued using the increase in the general price index from the date of transactions to the balance sheet date in order to measure current units at the balance sheet date. Some problems arise when the book value of assets exceeds their net realizable value as a result of revaluation or when non-monetary assets are shown at fair value. The revalued book value should be compared to current values and to an appropriate standard with the difference, if any, recorded as a credit or debit to the income statement or equity.
The net realizable value of the asset may be less than the revalued amount. Therefore, although it is not necessary to show impairment of the asset in historical cost financial statements, as a result of the application of the normal impairment condition, there is a decrease in the book value in the reorganized financial statements.
Within the framework of TFRS 8 - Operating Segments, there are no operating segments that meet limits and require segment reporting (December 31, 2022: None).
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of cash and cash equivalents as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Cash on hand: | ||
| - Turkish lira | 520 | 4.800 |
| Cash in bank: | ||
| Time deposits | ||
| - Turkish lira | 166.308 | 5.932.180 |
| - US dollar | 58.876 | - |
| Demand deposits | ||
| - Turkish lira | 851.620 | 26.793.978 |
| - US dollar | 103.125 | 7.017.090 |
| - Euro | 56.046.398 | 50.145.557 |
| - British pound | 405.001 | 1.799.561 |
| Total | 57.631.848 | 91.693.166 |
As of December 31, 2023 and 2022 the details of the time deposits are as follows:
| Maturity | Interest rate | December 31, 2023 | |
|---|---|---|---|
| Turkish lira | January '24 | 42,50 – 47,50% | 166.308 |
| US dollar | January '24 | 4,10% | 58.876 |
| Total | 225.184 | ||
| Maturity | Interest rate | December 31, 2022 | |
| Turkish lira | January '23 | 5,00% | 5.932.180 |
| Total | 5.932.180 |
As of December 31, 2023, there is no blockage on the bank accounts (December 31, 2022: None).
The details of short-term financial investments as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Stock certificates | 60.550.600 | - |
| Foreign funds (*) | 32.579.112 | 5.257 |
| Total | 93.129.712 | 5.257 |
(*) As of December 31, 2023, the Group has short-term funds amounting to 1.000.000 euros.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
As of December 31, 2023 the details of the stock certificates are as follows:
| Code of stock | Number of shares | Amount | Fair value |
|---|---|---|---|
| EKGYO | 3.470.000 | 6,88 | 23.873.600 |
| KRDMD | 950.000 | 23,76 | 22.572.000 |
| THYAO | 30.000 | 228,6 | 6.858.000 |
| AVPGY | 150.000 | 38,78 | 5.817.000 |
| ADGYO | 50.000 | 28,6 | 1.430.000 |
The details of long-term financial investments as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Peker Real Estate GMBH | 781.402 | - |
| Total | 781.402 | - |
On December 11, 2023, the Company establish the Germany-based Peker Real Estate GMBH which has euro 25.000 capital as part of the structuring it created to plan and realize real estate investments through subsidiaries established abroad and to realize new investments in Germany in order to benefit from lower-cost and long-term financing opportunities abroad. Since it is not active as of December 31, 2023 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.
The details of financial liabilities as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Short-term bank loans | 119.063.019 | 288.898.626 |
| Short-term portion of long-term borrowings | 5.223.037 | - |
| Short-term lease liabilities | 31.675.765 | - |
| Short-term financial liabilities | 155.961.821 | 288.898.626 |
| Long-term bank loans | 2.006.153.469 | 1.352.535.846 |
| Long-term lease liabilities | 15.543.862 | - |
| Long-term financial liabilities | 2.021.697.331 | 1.352.535.846 |
| Total | 2.177.659.152 | 1.641.434.472 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of bank loans as of December 31, 2023 are as follows:
| Currency | TL equivalent | Interest | Interest rate (%) |
|---|---|---|---|
| Euro | 551.112.942 | Fixed | 2,09 |
| Euro | 503.558.388 | Fixed | 2,09 |
| Euro | 489.489.000 | Fixed | 12,00 |
| Euro | 195.795.600 | Fixed | 4,99 |
| Euro | 163.163.000 | Fixed | 4,85 |
| Euro | 82.070.989 | Floating | 2,90 |
| Turkish lira | 23.815.368 | Fixed | 47,40 |
| Euro | 22.743.938 | Fixed | 4,50 |
| Turkish lira | 18.947.710 | Fixed | 53,00 |
| Euro | 18.637.831 | Fixed | 4,50 |
| Turkish lira | 18.619.964 | Floating | 47,00 |
| Turkish lira | 9.662.365 | Fixed | 45,60 |
| Turkish lira | 8.047.680 | Fixed | 52,92 |
| Turkish lira | 5.034.832 | Fixed | 48,48 |
| Turkish lira | 4.124.050 | Fixed | 53,00 |
| Turkish lira | 4.087.715 | Floating | 47,00 |
| Turkish lira | 3.363.206 | Fixed | 20,68 |
| Euro | 3.097.463 | Fixed | 4,50 |
| Turkish lira | 2.553.560 | Fixed | 43,20 |
| Turkish lira | 2.513.924 | Fixed | 48,48 |
The details of bank loans as of December 31, 2022 are as follows:
| Currency | TL equivalent | Interest | Interest rate (%) |
|---|---|---|---|
| Euro | 568.219.925 | Fixed | 2,09 |
| Euro | 518.595.625 | Fixed | 2,09 |
| Euro | 246.813.276 | Fixed | 12,00 |
| Euro | 116.232.599 | Fixed | 4,75 |
| Euro | 66.310.500 | Floating | 2,90 |
| Turkish lira | 56.850.055 | Floating | 17,80 |
| Euro | 39.079.103 | Fixed | 4,50 |
| Euro | 18.907.020 | Fixed | 4,50 |
| Turkish lira | 10.426.369 | Fixed | 20,68 |
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 December 31, 2023 and 2022 are as follows:
| 2023 | 2022 | |
|---|---|---|
| January 1 | 1.641.434.472 | 2.113.122.131 |
| Addition | 649.822.559 | 535.188.863 |
| Principal payments (-) | (211.722.759) | (567.318.580) |
| Interest accrual/ (paid), net | 4.943.792 | - |
| Translation differences | 86.094.795 | (393.364.053) |
| Monetary gain | (40.133.334) | (46.193.889) |
| December 31 | 2.130.439.525 | 1.641.434.472 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Movement of lease liabilities for the periods ended December 31, 2023 and 2022 are as follows:
| 2023 | 2022 | |
|---|---|---|
| January 1 | - | - |
| Addition | 50.000.000 | - |
| Principal payments (-) | (2.416.728) | - |
| Interest accrual/ (paid), net | (363.645) | - |
| December 31 | 47.219.627 | - |
The details of short-term trade receivables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Trade receivables from third parties (*) | 705.676.149 | 56.890.578 |
| Notes receivables | - | 1.960.915 |
| Income accruals | 305.493 | 17.409 |
| Trade receivables from related parties (Note 18) | 148.230.293 | - |
| Total | 854.211.935 | 58.868.902 |
(*) As of 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 long-term trade receivables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Trade receivables from related parties (Note 18) | - | 848.433.868 |
| Total | - | 848.433.868 |
The details of short-term trade payables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Trade payables to third parties Trade payables to related parties (Note 18) |
119.691.373 960.730 |
127.360.052 - |
| Total | 120.652.103 | 127.360.052 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of short-term other receivables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Receivables from the tax authorities | 3.510.902 | 14.741.567 |
| Deposits and guarantees given | 325.739 | 328.493 |
| Other receivables from third parties | 15.836 | 25.838 |
| Other receivables from related parties (Note 18) | 3.187.382 | 268.124.417 |
| Total | 7.039.859 | 283.220.315 |
The details of long-term other receivables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Deposits and guarantees given | 857.345 | 864.932 |
| Total | 857.345 | 864.932 |
The details of short-term other payables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Other payables to third parties (*) Deposits and guarantees taken Other payables to related parties (Note 18) |
30.012.636 862.847 1.631.630 |
654 698.704 455.028.949 |
| Total | 32.507.113 | 455.728.307 |
(*) As of 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.
The details of long-term other payables as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Other payables to related parties (Note 18) | 1.160.344 | 130.310.118 |
| Total | 1.160.344 | 130.310.118 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of inventories as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Ataköy Nef 22 independent sections (*) | 218.362.795 | 258.073.290 |
| Land shares of Ataköy Project (**) | 67.743.365 | 67.743.365 |
| Sultan Makamı (***) | 39.596.625 | 59.648.332 |
| Inventories, gross | 325.702.785 | 385.464.987 |
| Ataköy Nef 22 independent sections (*) | (19.521.212) | (47.401.354) |
| Land shares of Ataköy Project (**) | (10.639.981) | - |
| Sultan Makamı (***) | - | - |
| Impairment (-) | (30.161.193) | (47.401.354) |
| Inventories, net | 295.541.592 | 338.063.633 |
Movement of inventories for the periods ended December 31, 2023 and 2022 are as follows:
| 2023 | 2022 | |
|---|---|---|
| January 1 | 338.063.633 | 441.566.036 |
| Additon | - | 3.188.424 |
| Sales of inventories | (20.051.707) | (179.872.937) |
| Transfer to investment properties (*) (Note 12) | (23.399.153) | (16.971.066) |
| Impairment (-) (Note 21b) | (27.837.147) | (62.298.740) |
| Impairment reversal (Note 21a) | 28.765.966 | 152.451.916 |
| December 31 | 295.541.592 | 338.063.633 |
(*) 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 year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of short-term prepaid expenses as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Prepaid expenses for next months Advances given to third parties (*) Advances given to related parties (Note 18) |
6.597.855 7.024 360.372.176 |
789.451 262.118.105 270.756.635 |
| Total | 366.977.055 | 533.664.191 |
(*) As of December 31, 2022, advances given to third parties consist of advance given for land purchase contract amounting to 7.971.810 euros within the scope of Nordstern project investment. The relevant land is 9,163 m2 and is purchased from the Municipality of Düsseldorf.
The details of long-term prepaid expenses as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Prepaid expenses for next years Advances given to related parties (Note 18) |
- 13.029.560 |
447.126 - |
| Total | 13.029.560 | 447.126 |
The details of contract liabilities as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Liabilities from customer contracts | 254.490 | 26.713.508 |
| Total | 254.490 | 26.713.508 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of other current assets as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Deferred VAT Personnel and job advances Other |
54.001.524 49.983 2.919.998 |
3.250.898 458.585 3.576.338 |
| Total | 56.971.505 | 7.285.821 |
The details of other current liabilities as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Taxes and funds payables | 50.519.925 | 2.638.476 |
| Total | 50.519.925 | 2.638.476 |
As of December 31, 2023, taxes and funds payables mainly consist of VAT amounts related to the sale of the undesigned investment property with an area of 11,020 m2 in Üsküdar.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of investment properties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Hotel - Peker GMBH (1) | 2.801.355.400 | 2.365.148.144 |
| Düsseldorf 2 - Nordstern (2) | 359.941.595 | - |
| Düsseldorf - Nordstern (2) | 348.540.730 | 351.487.294 |
| Solingen - Peker GYO Global (3) | 212.544.692 | 145.358.064 |
| Grevenbroich - Bluestone (4) | 91.369.790 | 92.963.462 |
| Ritz Carlton A 95 - Peker GYO (5) | 62.000.000 | - |
| Nef 22 - Peker GYO (6) | 50.750.000 | 22.245.674 |
| House - Peker GMBH (1) | 48.046.503 | 49.766.660 |
| Parcela Benalmadena - Spain (8) | 45.525.425 | - |
| Parcela Mijas - Spain (8) | 37.689.853 | - |
| Grevenbroich - Peker GYO Global (3) | 22.475.991 | 25.261.096 |
| Kaiserwall - Peker GYO (7) | 15.440.028 | 18.592.693 |
| Land in Çamlıca (9) | - | 892.908.379 |
| Marbella - Spain (10) | - | 65.527.250 |
| Total | 4.095.680.007 | 4.029.258.716 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Movement of investment properties for the periods ended December 31, 2023 and 2022 are as follows:
| 2023 | 2022 | |
|---|---|---|
| January 1 | 4.029.258.716 | 4.324.311.681 |
| Purchase of investment properties | 300.212.751 | 53.529.543 |
| Addition | 102.453.577 | 549.407.902 |
| Transfer from inventories (*) (Note 9) | 23.399.153 | 16.971.066 |
| Sales of investment properties | (942.101.002) | (311.771.766) |
| Translation differences | (166.398.390) | (754.332.531) |
| Increase due to fair value change (Note 21a) | 748.855.202 | 151.142.821 |
| December 31 | 4.095.680.007 | 4.029.258.716 |
(*) Independent sections of Nef 22 which was previously reported in investories has been classified into investment properties due to rental. The fair value difference is accounted in the income statement.
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:
| December 31, 2023 | ||||
|---|---|---|---|---|
| Name of investment property | Date of appraisal report |
Fair value (Appraisal report) |
Currency | Fair value (TL) |
| Hotel - Peker GMBH Düsseldorf 2 - Nordstern Düsseldorf - Nordstern Solingen - Peker GYO Global Grevenbroich - Bluestone Ritz Carlton A 95 - Peker GYO Nef 22 - Peker GYO House - Peker GMBH Parcela Benalmadena - Spain Parcela Mijas - Spain Grevenbroich - Peker GYO Global Kaiserwall - Peker GYO |
December 14, 2023 December 12, 2023 December 12, 2023 December 14, 2023 December 14, 2023 January 8, 2024 January 8, 2024 December 14, 2023 January 15, 2024 January 16, 2024 December 14, 2023 December 31, 2023 |
86.000.000 11.050.000 10.700.000 6.525.000 2.805.000 62.000.000 50.750.000 1.475.000 1.397.604 1.157.057 690.000 474.000 |
Euro Euro Euro Euro Euro Turkish lira Turkish lira Euro Euro Euro Euro Euro |
2.801.355.400 359.941.595 348.540.730 212.544.692 91.369.790 62.000.000 50.750.000 48.046.503 45.525.425 37.689.853 22.475.991 15.440.028 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
| 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 December 31, 2022, the fair values of the investment properties and the methods that are used to identify the fair values are as follows:
| December 31, 2022 | ||||
|---|---|---|---|---|
| Fair value | ||||
| Date of appraisal | (Appraisal | |||
| Name of investment property | report | report) | Currency | Fair value (TL) |
| Hotel - Peker GMBH | December 30, 2022 | 72.000.000 | Euro | 2.365.148.144 |
| Düsseldorf - Nordstern | December 20, 2022 | 10.700.000 | Euro | 351.487.294 |
| Solingen - Peker GYO Global | December 13, 2022 | 4.425.000 | Euro | 145.358.064 |
| Grevenbroich - Bluestone | December 19, 2022 | 2.830.000 | Euro | 92.963.462 |
| Nef 22 - Peker GYO | December 31, 2022 | 13.500.000 | Turkish lira | 22.245.674 |
| House - Peker GMBH | December 13, 2022 | 1.515.000 | Euro | 49.766.660 |
| Grevenbroich - Peker GYO Global | December 30, 2022 | 769.000 | Euro | 25.261.096 |
| Kaiserwall - Peker GYO | December 31, 2022 | 566.000 | Euro | 18.592.693 |
| Land in Çamlıca | December 30, 2022 | 541.870.000 | Turkish lira | 892.908.379 |
| Marbella - Peker GYO Spain | December 13, 2022 | 1.994.785 | Euro | 65.527.250 |
| Name of investment property | Valuation method use | Based on valuation method |
|---|---|---|
| Hotel - Peker GMBH | Precent comparison, Income discount | Income discount |
| Düsseldorf - Nordstern | Precent comparison | Precent comparison |
| Solingen - Peker GYO Global | Cost analysis, Precent comparison, Income discount |
Precent comparison |
| Grevenbroich - Bluestone | Precent comparison, Income discount | Precent comparison |
| Nef 22 - Peker GYO | Precent comparison | Precent comparison |
| House - Peker GMBH | Precent comparison | Precent comparison |
| Grevenbroich - Peker GYO Global | Precent comparison, Income discount | Precent comparison |
| Kaiserwall - Peker GYO | Cost analysis, Income discount | Income discount |
| Land in Çamlıca - Peker GYO | Precent comparison, Income discount | Precent comparison |
| Marbella - Peker GYO Spain | Precent comparison | Precent comparison |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
As of December 31, 2023 and 2022 the fair values classification of the investment properties are as follows:
| December 31, 2023 | 1. level | 2. level | 3. level | |
|---|---|---|---|---|
| Hotel - Peker GMBH | 2.801.355.400 | - | 2.801.355.400 | - |
| Düsseldorf 2 - Nordstern | 359.941.595 | - | 359.941.595 | - |
| Düsseldorf - Nordstern | 348.540.730 | - | 348.540.730 | - |
| Solingen - Peker GYO Global | 212.544.692 | - | 212.544.692 | - |
| Grevenbroich - Bluestone | 91.369.790 | - | 91.369.790 | - |
| Ritz Carlton A 95 - Peker GYO | 62.000.000 | - | 62.000.000 | - |
| Nef 22 - Peker GYO | 50.750.000 | - | 50.750.000 | - |
| House - Peker GMBH | 48.046.503 | - | 48.046.503 | - |
| Parcela Benalmadena - Spain | 45.525.425 | - | 45.525.425 | - |
| Parcela Mijas - Spain | 37.689.853 | - | 37.689.853 | - |
| Grevenbroich - Peker GYO Global | 22.475.991 | - | 22.475.991 | - |
| Kaiserwall - Peker GYO | 15.440.028 | - | - | 15.440.028 |
| Total | 4.095.680.007 | - | 4.080.239.979 | 15.440.028 |
| December 31, 2022 | 1. level | 2. level | 3. level | |
| Hotel - Peker GMBH | 2.365.148.144 | - | 2.365.148.144 | - |
| Düsseldorf - Nordstern | 351.487.294 | - | 351.487.294 | - |
| Solingen - Peker GYO Global | 145.358.064 | - | 145.358.064 | - |
| Grevenbroich - Bluestone | 92.963.462 | - | 92.963.462 | - |
| Nef 22 - Peker GYO | 22.245.674 | - | 22.245.674 | - |
| House - Peker GMBH | 49.766.660 | - | 49.766.660 | - |
| Grevenbroich - Peker GYO Global | 25.261.096 | - | 25.261.096 | - |
| Kaiserwall - Peker GYO | 18.592.693 | - | - | 18.592.693 |
| Land in Çamlıca | 892.908.379 | - | 892.908.379 | - |
| Marbella - Peker GYO Spain | 65.527.250 | - | 65.527.250 | - |
| Total | 4.029.258.716 | - | 4.010.666.023 | 18.592.693 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
Movement of property, plant and equipment and accumulated depreciation for the periods ended December 31, 2023 and 2022 are as follows:
| January 1, | Translation | December 31, | ||
|---|---|---|---|---|
| 2023 | Addition | difference | 2023 | |
| Cost: | ||||
| Vehicles | 54.625.323 | 11.574.219 | (74.669) | 66.124.873 |
| Furniture and fixtures | 11.453.421 | 2.133.999 | 396.383 | 13.983.803 |
| Total | 66.078.744 | 13.708.218 | 321.714 | 80.108.676 |
| Accumulated depreciation (-): | ||||
| Vehicles | 14.116.728 | 8.303.309 | (11.907) | 22.408.130 |
| Furniture and fixtures | 1.448.863 | 1.356.270 | 309.931 | 3.115.064 |
| Total | 15.565.591 | 9.659.579 | 298.024 | 25.523.194 |
| Book value | 50.513.153 | 54.585.482 |
| January 1, 2022 |
Addition | Disposal | Translation difference |
December 31, 2022 |
|
|---|---|---|---|---|---|
| Cost: | |||||
| Vehicles | 44.393.228 | 19.869.948 | (7.559.673) | (2.078.180) | 54.625.323 |
| Furniture and fixtures | 2.119.066 | 8.513.280 | - | 821.075 | 11.453.421 |
| Total | 46.512.294 | 28.383.228 | (7.559.673) | (1.257.105) | 66.078.744 |
| Accumulated depreciation (-): | |||||
| Vehicles | 5.109.824 | 11.191.145 | (1.784.942) | (399.299) | 14.116.728 |
| Furniture and fixtures | 983.071 | 571.929 | - | (106.137) | 1.448.863 |
| Total | 6.092.895 | 11.763.074 | (1.784.942) | (505.436) | 15.565.591 |
| Book value | 40.419.399 | 50.513.153 |
As of December 31 30, 2023 and 2022, there are pledges on vehicles amounting to 4.849.398 Turkish liras (Note 14).
As of December 31, 2023 and 2022 there are no property, plant and equipment acquired through financial leasing.
As of December 31, 2023 and 2022 there is no capitalized borrowing cost.
For the periods ended December 31, 2023 and 2022, depreciation expenses are included in general administrative expenses (Note 20).
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
As of December 31, 2023 and 2022, 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 December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Letter of guarantees taken (*) - Turkish lira - US dollar |
2.060.200 56.928.504 |
12.678.955 59.584.380 |
| Total | 58.988.704 | 72.263.335 |
(*) As of December 31, 2023 and 2022, 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 December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| A. Total amount of guarantees provided by the Company on | ||
| behalf of itself (*) | 133.009.398 | 135.137.355 |
| B. Total amount for guarantees provided on behalf of | ||
| subsidiaries accounted under full consolidation method (**) | 2.337.473.138 | 515.405.200 |
| 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 | 2.470.482.536 | 650.542.555 |
(*) As of December 31, 2023, guarantees, pledges and mortgages consist of amounting to 77.160.000 Turkish liras consist of mortgages on independent sections, amounting to 4.849.398 Turkish liras consist of pledges on vehicles, 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 December 31, 2022, guarantees, pledges and mortgages consist of amounting to 127.146.383 Turkish liras consist of mortgages on independent sections, amounting to 7.900.972 Turkish liras consist of pledges on vehicles.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
(**) As of 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 December 31, 2022, guarantees provided on behalf of subsidiaries accounted under full consolidation method consist of mortgage amounting to 5.690.000 euros related to land in Nordstern and amounting to 10.000.000 euros related to land in Solingen.
The details of paid-in capital as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |||
|---|---|---|---|---|
| Name of shareholder | Share (%) | Amount | Share (%) | Amount |
| Hasan Peker | 39,17 | 262.364.967 | 25,97 | 173.958.175 |
| Ayşegül Peker | - | - | 13,03 | 87.306.792 |
| Capital Union Bank Ltd. | 8,12 | 54.382.059 | - | - |
| Other | 52,71 | 353.086.721 | 61,00 | 408.568.780 |
| Total | 100 | 669.833.747 | 100 | 669.833.747 |
| Inflation adjustment to share capital | 1.787.200.218 | 1.787.200.218 | ||
| Total | 2.457.033.965 | 2.457.033.965 |
As of December 31, 2023 and 2022, the Company's share capital consists of 669.833.747 units of shares with the nominal value of Turkish lira 1.
| December 31, 2023 | December 31, 2022 | |||||
|---|---|---|---|---|---|---|
| Name of shareholder | Units of share | Amount | Units of share | Amount | Group | Type |
| Hasan Peker | 42.166.667 | 42.166.667 | 28.083.000 | 28.083.000 | A | Registered |
| Ayşegül Peker | - | - | 14.083.667 | 14.083.667 | A | Registered |
| Hasan Peker | 220.198.300 | 220.198.300 | 145.875.175 | 145.875.175 | B | Bearer |
| Ayşegül Peker | - | - | 73.223.125 | 73.223.125 | B | Bearer |
| Capital Union Bank Ltd. | 54.382.059 | 54.382.059 | - | - | B | Bearer |
| Halka açık kısım | 353.086.721 | 353.086.721 | 408.568.780 | 408.568.780 | 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.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
According to the Communiqué on Principles of Financial Reporting in the Capital Markets (Series: II-14.1) and the CMB announcements explaining it, "Paid-in capital", "Restricted reserves allocated from profit" and "Share issue premiums" must be shown at their amounts in the legal records. Differences in valuations that occur during the implementation of the said communiqué (such as differences resulting from inflation adjustment):
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.
Ayşegül Peker who is vice chairman of the Board of Directors transferred her shares to Hasan Peker who is Chairman of the Board of Directors with a total nominal value of 87.306.792 Turkish liras outside the stock market. These shares including group A shares with a nominal value of 14.083.667 Turkish liras and group B shares with a nominal value of 73.223.125 Turkish liras which are 13,03% of the Company's capital. The share transfer did not lead to a change in the Company's management control.
As of December 31, 2023, the total amount of legal reserves is 115.248.666 Turkish liras (December 31, 2022: 96.461.310 Turkish liras).
It was published in the Official Gazette dated 30 December 2023 and numbered 32415 (Second Extraordinary) pursuant to the Tax Procedure Law. According to the relevant Communiqué, the balance sheet dated 31 December 2023, prepared in accordance with the Tax Procedure Law, has been corrected by using the Producer Prices General Indices (PPI) published by the Turkish Statistical Institute within the scope of inflation accounting application. The attached financial statements have been subjected to inflation adjustment using the Consumer Price Indices (CPI) published by the Turkish Statistical Institute in accordance with TAS 29, and ultimately the amounts for the current and previous reporting period are expressed in terms of purchasing power as of December 31, 2023. Due to the use of distinct indices in the Tax Procedural Law and TAS 29 inflation accounting differences have emerged between The amounts included in the balance sheet prepared in accordance with the Tax Procedure Law regarding the items "Inflation Adjustment on Capital" and "Restricted reserves appropriated from profits" the amounts included in the financial statements prepared in accordance with TAS/ TFRS. These differences are accounted in the "Retained Earnings or Losses" item in the TAS/ TFRS financial statements, and these differences are given in detail below:
| December 31, 2023 | ||||
|---|---|---|---|---|
| Inflation adjustment to | ||||
| share capital | Share premium | Restricted reserves | ||
| According to TAS/ TFRS | 1.787.200.218 | 15.752 | 115.248.666 | |
| According to Tax Procedure Law | 2.603.885.002 | 19.370 | 136.718.836 | |
| Differences (*) | 816.684.784 | 3.618 | 21.470.170 |
(*) These differences reflected to Group's retained earnings.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
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.
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Profit for the year Weighted average number of ordinary shares with |
960.065.232 | (460.433.998) |
| nominal value | 2.457.033.965 | 2.457.033.965 |
| Earnings per share | 0,39 | (0,19) |
All earnings of The Group, except its subsidiaries in Germany and Spain, are exempt from corporate tax due to the approval of the Group as a Real Estate Investment Trust ("REIT") by the CMB
The effective corporate tax rate in Turkey is 25%, 15,825% in Germany and 15% in Spain as of December 31, 2023 (December 31, 2022: in Turkey 23%, in Germany 15,825%, in Spain 15%).
The company was subject to the corporate tax applicable in Turkey when it was first established, and necessary provisions were made in its financial statements for estimated tax liabilities related to the operating results realized before the division. However, since the Company was approved as a Real Estate Investment Corporatio by the CMB on September 21, 2017, all its earnings are exempt from corporate tax as of this date. For this reason, as of December 31, 2023, no accruals for corporate tax and deferred tax have been recorded in the individual financial statements.
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 December 31, 2023, deferred tax asset is 9.196.027 Turkish liras (December 31, 2022: 12.799.268 Turkish liras) and deferred tax liability is 191.512.926 Turkish liras (December 31, 2022: 115.818.721 Turkish liras).
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of short-term trade receivables from related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Peker Holding GMBH (*) | 147.765.137 | - |
| Peker Management GMBH | 116.289 | - |
| Peker Port GMBH | 116.289 | - |
| Pollux Construction GmbH | 116.289 | - |
| PekFor 95 GmbH | 116.289 | - |
| Total | 148.230.293 | - |
As of December 31, 2023, 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 long-term trade receivables from related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| UK Imperial Investment Ltd. | - | 848.433.868 |
| Total | - | 848.433.868 |
On June 23, 2023, long-term trade receivables from related parties was transferred to Peker Holding GMBH during the acquisition of Peker GMBH.
The details of short-term other receivables from related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Hasan Peker | 2.996.390 | 2.861.535 |
| Peker Holding GMBH | 164.064 | - |
| Peker Investment GMBH | 26.928 | - |
| Peker Holding A.Ş. | - | 244.072.339 |
| Pollux Construction GMBH | - | 20.795.641 |
| PekFor 95 GMBH | - | 394.902 |
| Total | 3.187.382 | 268.124.417 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of short-term trade payables to related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Peker Management GMBH | 960.730 | - |
| Total | 960.730 | - |
The details of short-term other payables to related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Peker Holding A.Ş. Peker Investment GMBH Peker Management GMBH |
1.631.630 - - |
442.848.039 11.965.160 215.750 |
| Total | 1.631.630 | 455.028.949 |
The details of long-term other payables to related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Peker Holding Ltd. Peker Holding GMBH |
1.160.344 - |
4.960.615 125.349.503 |
| Total | 1.160.344 | 130.310.118 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
The details of short-term prepaid expenses to related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Marbella Lifestyle Investment SL (*) Pollux Construction GMBH |
271.917.751 88.454.425 |
211.234.287 59.522.348 |
| Total | 360.372.176 | 270.756.635 |
(*) 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 (December 31, 2022: 6.500.000 euros).
The details of long-term prepaid expenses to related parties as of December 31, 2023 and 2022 are as follows:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Marbella Lifestyle Investment SL | 13.029.560 | - |
| Total | 13.029.560 | - |
The key management of the Group consists of the Board of Directors, General Manager and Directors. For the period ended December 31, 2023, the total compensation consisting of short term benefits such as salaries and rental of car. For the periods ended December 31, 2023 and 2022, benefits of the key management are as follows:
| January 1 - December 31, 2023 |
January 1 - December 31, 2022 |
|
|---|---|---|
| Benefits of the key management | 23.686.695 | 8.189.425 |
| Total | 23.686.695 | 8.189.425 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
For the periods ended December 31, 2023 and 2022, the details of sales and cost of sales are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| December 31, 2023 | December 31, 2022 | |
| Domestic sales (*) | 804.467.611 | 132.587.685 |
| Export sales (**) | 54.011.580 | 154.729.409 |
| Other | 37.887.118 | 23.157.510 |
| Net sales | 896.366.309 | 310.474.604 |
| Domestic cost of sales (-) | (912.960.086) | (354.365.364) |
| Export cost of sales (-) | (49.192.623) | (137.279.339) |
| Other | (1.989.299) | (6.614.321) |
| Cost of sales (-) | (964.142.008) | (498.259.024) |
| Gross profit | (67.775.699) | (187.784.420) |
(*) For the period ended December 31, 2023, domestic sales consist of sales of the investment property with an area of 11,020 m2 in Üsküdar, and residences and warehouses in Sultan Makamı Residences. For the period ended December 31, 2022, domestic sales consist of two investment units in Sultan Makamı Residences and share of land sales related to Ataköy project.
(**) For the period ended December 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. For the period ended December 31, 2022, export sales consist of the sales of investment properties located in Gravesend, England.
For the periods ended December 31, 2023 and 2022, the details of general administrative expenses are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| December 31, 2023 | December 31, 2022 | |
| Personnel expenses | 40.953.336 | 47.257.496 |
| Consultancy expenses | 20.659.538 | 26.377.907 |
| Rent expenses | 10.533.840 | 8.308.620 |
| Amortization and depreciation expenses (Note 13) | 9.659.579 | 11.763.074 |
| Taxes, duties and other charges | 9.353.509 | 4.372.218 |
| Outsourced benefits and services | 4.929.868 | 2.913.613 |
| Donations and grants | 4.356.214 | 173.233 |
| Travel and accommodation expenses | 3.884.225 | 3.218.225 |
| Insurance expenses | 2.833.170 | 2.623.932 |
| Travel expenses | 2.688.166 | 1.940.336 |
| Maintenance and repair expenses | 2.067.321 | 1.015.573 |
| Other | 7.990.003 | 4.781.805 |
| Total | 119.908.769 | 114.746.032 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
For the periods ended December 31, 2023 and 2022, the details of other income from operating activities are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| December 31, 2023 | December 31, 2022 | |
| Fair value differences of investment properties, net | 748.855.202 | 151.142.821 |
| Foreign exchange gains | 504.786.103 | 600.845.704 |
| Provision no longer required for inventories (Note 9) | 28.765.966 | 152.451.916 |
| Late interest income (*) | 22.011.023 | 13.441.354 |
| Taxes, duties and other charges refunds | 3.436.900 | - |
| Other | 4.095.652 | 4.832.721 |
| Total | 1.311.950.846 | 922.714.516 |
(*) As of December 31, 2023, late interest income consists of interest income related to trade receivables from UK Imperial Investment Ltd.
For the periods ended December 31, 2023 and 2022, the details of other expenses from operating activities are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| December 31, 2023 | December 31, 2022 | |
| Foreign exchange losses | 96.377.482 | 215.987.768 |
| Provision expenses for inventories (Note 9) | 27.837.147 | 62.298.740 |
| Taxes, duties and other charges | 1.187.329 | 132.483 |
| Commission expenses | 352.298 | 2.687.736 |
| Other | 452.006 | 1.156.559 |
| Total | 126.206.262 | 282.263.286 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
For the periods ended December 31, 2023 and 2022, the details of income from investing activities are as follows:
| January 1 - December 31, 2023 |
January 1 - December 31, 2022 |
|
|---|---|---|
| Profit from sales of subsidiaries (*) | 523.298.952 | - |
| Fair value gain of stocks | 279.700 | - |
| Profit from sales of funds | 89.783 | - |
| Total | 523.668.435 | - |
(*) For the period ended December 31, 2023 profits from sales of subsidiaries consist of 20%, 20% and 9% shares of Nordstern Dusseldorf respectively, to DATE Investment GMBH, EN FA Investment GMBH and Peker Holding GMBH realized on December 28, 2023 amounting to 24.500.000 euros.
For the periods ended December 31, 2023 and 2022, the details of expense from investing activities are as follows:
| January 1 - December 31, 2023 |
January 1 - December 31, 2022 |
|
|---|---|---|
| Fair value loss of stocks Loss from sales of property plant and equipment |
227.783 - |
- 620.409 |
| Total | 227.783 | 620.409 |
For the periods ended December 31, 2023 and 2022, the details of income from financing activities are as follows:
| January 1 - December 31, 2023 |
January 1 - December 31, 2022 |
|
|---|---|---|
| Interest income from group companies Interest income from time deposits Late interest income Other |
7.846.601 3.415.971 1.594.973 6.124.120 |
5.734.490 1.277.180 - 4.901.091 |
| Total | 18.981.665 | 11.912.761 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
For the periods ended December 31, 2023 and 2022, the details of expense from financing activities are as follows:
| January 1 - | January 1 - | |
|---|---|---|
| December 31, 2023 | December 31, 2022 | |
| Late interest expenses | 56.179.274 | 16.511.843 |
| Interest expenses related to loans | 39.395.558 | 31.081.316 |
| Interest expenses from group companies | 12.844.315 | 8.132.570 |
| Commission and other bank expenses | 9.118.576 | 6.468.779 |
| Interest and commission expense of lease liabilities | 4.965.245 | - |
| Other | 1.601.556 | 2.108.644 |
| Total | 124.104.524 | 64.303.152 |
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:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Financial liabilities | 2.177.659.152 | 1.641.434.472 |
| Less: Cash and cash equivalents | (57.631.848) | (91.693.166) |
| Net financial debt | 2.120.027.304 | 1.549.741.306 |
| Total equity | 3.329.678.686 | 3.744.432.358 |
| Net financial debt/ Total equity ratio | %64 | %41 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
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.
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.
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
| Current period | Receivables | |||
|---|---|---|---|---|
| Trade | Other | Bank | ||
| December 31, 2023 | receivables | receivables | deposits | Other |
| Maximum net credit risk as of balance sheet date (A+B+C+D+E) (*) |
854.211.935 | 7.897.204 | 57.631.328 | 93.129.712 |
| - The part of maximum risk under guarantee with collateral |
- | - | - | - |
| A. Net book value of financial assets that are neither overdue nor impaired | 854.211.935 | 7.897.204 | 57.631.328 | 93.129.712 |
| 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.
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
| Prior period | Receivables | ||
|---|---|---|---|
| December 31, 2022 | Trade receivables | Other receivables | Bank deposits |
| Maximum net credit risk as of balance sheet date (A+B+C+D+E) (*) | 907.302.770 | 284.085.247 | 91.688.366 |
| - The part of maximum risk under guarantee with collateral |
- | - | - |
| A. Net book value of financial assets that are neither overdue nor impaired | 58.868.902 | 284.085.247 | 91.688.366 |
| 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 | 848.433.868 | - | - |
| - Overdue (gross net book value) |
- | - | - |
| - Impairment (-) |
- | - | - |
| - The part of net value under guarantee with collateral etc |
- | - | - |
| - Undue (gross net book value) |
850.783.084 | - | - |
| - Impairment (-) |
(2.349.216) | - | - |
| - 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 year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 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 December 31, 2023 and 2022, the maturity analysis of the financial liabilities is as follows:
| 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) |
|---|---|---|---|---|---|
| Non derivative financial liabilities |
|||||
| Bank loans (*) | 2.130.439.525 | 2.151.844.632 | 22.090.974 | 121.485.098 | 2.008.268.560 |
| Lease liabilities | 47.219.627 | 75.235.783 | 10.259.425 | 30.778.275 | 34.198.083 |
| Trade payables | 120.652.103 | 120.652.103 | 120.652.103 | - | - |
| Other payables | 33.667.457 | 33.667.457 | 30.875.483 | 1.631.630 | 1.160.344 |
| Total liabilities | 2.331.978.712 | 2.381.399.975 | 183.877.985 | 153.895.003 | 2.043.626.987 |
| Contractual maturity | Total cash outflow | ||||
| analysis | according to contract | Less than 3 | 3-12 | 1-5 | |
| December 31, 2022 | Carrying value | (I+II+III) | months (I) | months (II) | years (III) |
| Non derivative financial | |||||
| liabilities | |||||
| Bank loans (*) | 1.641.434.472 | 1.643.725.968 | 1.658.852 | 289.531.270 | 1.352.535.846 |
| Trade payables | 127.360.052 | 127.360.052 | 127.360.052 | - | - |
| Other payables | 586.038.425 | 586.038.425 | 699.358 | 455.028.949 | 130.310.118 |
| Total liabilities | 2.354.832.949 | 2.357.124.445 | 129.718.262 | 744.560.219 | 1.482.845.964 |
(*) As of December 31, 2023, bank loans are presented with their discounted amount in the consolidated financial statements. As of December 31, 2022, the difference between their principal amounts and their discounted amounts is considered as immaterial.
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 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 December 31, 2023 and 2022, interest rate table of financial instruments is as follow:
| December 31, 2023 | December 31, 2022 | |
|---|---|---|
| Fixed interest rate financial assets | ||
| Time deposits (Note 4) | 225.184 | 5.932.180 |
| Fixed interest rate financial liabilities | ||
| Bank loans (Note 6) | 2.025.660.857 | 1.518.273.917 |
| Lease liabilities (Not 6) | 47.219.627 | - |
| Floating interest rate financial liabilities | ||
| Bank loans (Note 6) | 104.778.668 | 123.160.555 |
The Group's floating rate bank loans are exposed to interest rate risk depending on interest rate changes. As of December 31, 2023, the interest rate of floating rate bank loans is 47 for Turkish lira and 2,9%+3 months libor for euro (December 31, 2022: %17,80 and %2,90+3 month Libor) (Note 6).
The Group is exposed to foreign exchange risk arising from foreign currency transactions.
As of December 31, 2023 and 2022, details of foreign currency positions of assets and liabilities of the Group are as follows:
| Current period | ||||
|---|---|---|---|---|
| December 31, 2023 | ||||
| Foreign exchange position | TL equivalent | USD | EUR | GBP |
| 1. Monetary financial assets | 1.094.605 | 5.503 | 16.197 | 10.816 |
| 2. Trade receivables | 837.156.312 | - | 24.500.000 | 1.044.177 |
| 3. Other receivables | 69.123 | - | - | 1.846 |
| 4. Current assets (1+2+3) | 838.320.040 | 5.503 | 24.516.197 | 1.056.839 |
| 5. Total assets (4) | 838.320.040 | 5.503 | 24.516.197 | 1.056.839 |
| 6. Trade payables | (785.617) | - | (24.118) | - |
| 7. Current liabilities (6) | (785.617) | - | (24.118) | - |
| 8. Total liabilities (7) | (785.617) | - | (24.118) | - |
| 9. Net foreign currency (liability)/ asset (5+7) | 837.534.423 | 5.503 | 24.492.079 | 1.056.839 |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
b) Financial risk factors (cont'd)
| Prior period | ||||
|---|---|---|---|---|
| December 31, 2022 | ||||
| Foreign exchange position | TL equivalent | USD | EUR | GBP |
| 1. Monetary financial assets | 30.324.512 | 375.278 | 1.078.904 | 80.020 |
| 2. Trade receivables | 41.304.028 | - | 164.985 | 1.690.370 |
| 3. Current assets (1+2) | 71.628.540 | 375.278 | 1.243.889 | 1.770.390 |
| 4. Trade receivables | 848.433.879 | - | - | 37.726.281 |
| 5. Non-current assets (4) | 848.433.879 | - | - | 37.726.281 |
| 6. Total assets (3+4) | 920.062.419 | 375.278 | 1.243.889 | 39.496.671 |
| 7. Trade payables | (1.779.261) | - | (87.963) | (1.144) |
| 8. Current liabilities (7) | (1.779.261) | - | (87.963) | (1.144) |
| 9. Total liabilities (8) | (1.779.261) | - | (87.963) | (1.144) |
| 10. Net foreign currency (liability)/ asset (6+9) | 918.283.158 | 375.278 | 1.155.926 | 39.495.527 |
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 December 31, 2023 and 2022, 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 | 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) | 16.200 | (16.200) | |||
| 2- Hedged amount against US dollar risk (-) | - | - | |||
| 3- Net effect of USD (1+2) | 16.200 | (16.200) | |||
| EUR against Turkish lira by 10% | |||||
| 4- EUR denominated net assets/ (liabilities) | 79.780.257 | (79.780.257) | |||
| 5- Hedged amount against EUR risk (-) | - | - | |||
| 6- Net effect of EUR (4+5) | 79.780.257 | (79.780.257) | |||
| GBP against Turkish lira by 10% | |||||
| 7- GBP denominated net assets/ (liabilities) | 3.956.985 | (3.956.985) | |||
| 8- Hedged amount against GBP risk (-) | - | - | |||
| 9- Net effect of GBP (7+8) | 3.956.985 | (3.956.985) | |||
| Total (3+6+9) | 83.753.442 | (83.753.442) |
as of and for the year ended December 31, 2023
(Amounts expressed in Turkish lira ("TL") in terms of purchasing power of the TL at December 31, 2023 unless otherwise indicated.)
| Foreign currency sensitivity table | |||||
|---|---|---|---|---|---|
| Prior period | December 31, 2022 | ||||
| Profit/ (loss) | |||||
| Appreciation of foreign Depreciation of foreign |
|||||
| currency | currency | ||||
| US dollar against Turkish lira by 10% | |||||
| 1- US dollar denominated net assets/ liabilities | 701.706 | (701.706) | |||
| 2- Hedged amount against US dollar risk (-) | - | - | |||
| 3- Net effect of USD (1+2) | 701.706 | (701.706) | |||
| EUR against Turkish lira by 10% | |||||
| 4- EUR denominated net assets/ liabilities | 2.304.329 | (2.304.329) | |||
| 5- Hedged amount against EUR risk (-) | - | - | |||
| 6- Net effect of EUR (4+5) | 2.304.329 | (2.304.329) | |||
| GBP against Turkish lira by 10% | |||||
| 7- GBP denominated net assets/ liabilities | 88.822.281 | (88.822.281) | |||
| 8- Hedged amount against GBP risk (-) | - | - | |||
| 9- Net effect of GBP (7+8) | 88.822.281 | (88.822.281) | |||
| Total (3+6+9) | 91.828.316 | (91.828.316) |
The company issued the bonds through sales to qualified investors on January 18, 2024, approved by the decision of the Capital Markets Board dated November 2, 2023, numbered 66/1472, with an ceiling of 1.500.000.000 Turkish liras, ISIN code TRFPEGY32410, with an annual compound interest rate of 63,14%, 82.500.000 Turkish lira nominal amount of no coupon payment bonds have been redeemed on March 18, 2024. In addition, bonds with a nominal amount of 120.125.000 Turkish liras with a maturity date of June 10, 2024 were issued on March 21, 2024.
In addition, as of May 10, 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, a total of 13.000.000 shares have been purchased as of May 10, 2024. bought back its shares for 150.564.809 Turkish liras.
As of March 19, 2024, within the scope of the Nordstern Project located in Dusseldorf, Germany, within the Nordstern Düsseldorf GMBH, negotiations have started regarding the rental of 21.500 m2 of the building, which is predicted as 23.000 m2 of leasable commercial area, as a boarding house with the Hyatt group under the Hyatt House brand. Additionally, the remaining 1.500 m2 is planned to be used as a fitness area.
The Group's explanation regarding the fees for the services received from the independent audit firms, calculated based on purchasing power parity as of December 31, 2023, which is based on the letter of POA dated August 19, 2021, the preparation principles of which are based on the Board Decision published in the Official Gazette on March 30, 2021, are as follows:
| January 1 - December 31, 2023 |
January 1 - December 31, 2022 |
|
|---|---|---|
| Audit fees | 1.028.376 | 3.992.919 |
| Total | 1.028.376 | 3.992.919 |
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