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TÜRK HAVA YOLLARI A.O.

Quarterly Report Aug 5, 2024

5964_rns_2024-08-05_5c6c1aa3-c2c4-4e36-b637-575b1190edfc.pdf

Quarterly Report

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BOARD ACTIVITY REPORT PURSUANT TO THE COMMUNIQUE SERIAL II. NO.14.1

1 JANUARY – 30 JUNE 2024

BOARD'S ACTIVITY REPORT

1. INDUSTRY DEVELOPMENTS3
2. FIELD OF ACTIVITY, CAPITAL STRUCTURE AND SUBSIDIARIES 4
3. ORGANIZATIONAL STRUCTURE5
4. BOARD OF DIRECTORS AND COMMITTEES11
5. SENIOR MANAGEMENT12
6. HUMAN RESOURCES
12
7. DEVELOPMENTS WITHIN THE INCORPORATION13
8. TRAFFIC RESULTS
16
9. FLEET18
10. FINANCIALS
19
11. INVESTMENTS, INCENTIVES AND INVESTMENT POLICIES20
12. PROJECTIONS ABOUT THE INCORPORATION
22
13. OTHER INFORMATION22

1. INDUSTRY DEVELOPMENTS

Despite the challenging operating environment in the sector due to ongoing global geopolitical tensions and macroeconomic uncertainties, Turkish Airlines continued its operations uninterrupted, thanks to its operational agility and the highly qualified workforce it maintained during the pandemic period, and sustained its growth in the second quarter of 2024. According to data published by the International Air Transport Association (IATA), while global passenger capacity in the second quarter of 2024 has just reached pre-pandemic levels, our Incorporation exceeded 2019 passenger capacity by 38% as one of the leading airlines in the industry amid intensifying competition. Additionally, according to data from the European Organization for the Safety of Air Navigation (Eurocontrol), Turkish Airlines operated the most flights among network carriers in Europe in the first half of 2024.

Having one of the youngest and most modern fleet in the world, Turkish Airlines increased its number of aircraft by 9% annually, reaching 458 aircraft in the second quarter of 2024. This growth was achieved despite global supply problems in the aviation sector and bottlenecks in aircraft production. By redesigning the cabins of the newly added aircraft, Turkish Airlines increases the number of seats per aircraft without compromising passenger comfort and reduced the overall weight of the aircraft. This strategy aims to both reduce costs and operate as a more sustainable airline.

Turkish Cargo aims to further enhance its position among the world's leading air cargo brands by capitalizing on the capabilities of SMARTIST at Istanbul Airport, one of the world's largest hubs equipped with high technology, and Turkish Airlines' uniquely expansive flight network. Turkish Cargo increased the amount of cargo transported in the first six months by 32% compared to the same period in 2023, ranking as the world's 3rd largest air cargo carrier according to IATA figures.

The development of jet fuel prices, a major cost factor in the aviation industry, is shown in the table below.

Oil Price per Barrel (Monthly Average)

The table below sets out the fuel price analysis of the Incorporation.

FUEL PRICE ANALYSIS 2021 2022 2023 6M'23 6M'24
Fuel Expenses (Million USD) 2,756 6,467 6,232 2,852 3,123
Fuel Consumption (Thousand Tons) 4,156 5,653 6,429 3,011 3,101
Average Unit Cost (USD/Tons) 663 1,144 969 947 1,007
Average Change of Unit Cost (%) 13% 73% -15% -2% 6%
Fuel Expense Rate in Operational Expenses (%) 29% 41% 34% 38% 35%

2. FIELD OF ACTIVITY, CAPITAL STRUCTURE AND SUBSIDIARIES

Türk Hava Yolları Anonim Ortaklığı (the "Incorporation") was founded in Türkiye in 1933. The Incorporation's main fields of activity are all types of domestic and international passenger and cargo air transportation.

The Incorporation is registered in Istanbul, Türkiye (Reg. No: 75184) and its head office address is Türk Hava Yolları A.O. Genel Yönetim Binası, Yeşilköy Mah. Havaalanı Cad. No:3/1 34149 Bakırköy, İstanbul/Türkiye. Detailed information about the Incorporation can be found on Investor Relations Website. (http://investor.turkishairlines.com/en)

The authorized capital of the Incorporation is 5,000,000,000 (five billion) Turkish Lira, while the issued share capital is 1,380,000,000 (one billion three hundred and eighty million) Turkish Lira divided into 138,000,000,000 (one hundred thirty-eight billion) shares, each with the nominal value of 1 Kuruş (one kuruş) and is completely paid.

Shares are divided into two groups; the distribution of share groups of the issued capital is as follows:

Shareholder Amount of
Nominal
Shares (TRY)
Ownership
(%)
Amount of
Shares
(#)
Rate of
Voting
Right (%)
Türkiye
Wealth Fund (Group A)
677,884,849 49.12 67,788,484,857 49.12
The Republic of Türkiye
Ministry of
Treasury and Finance
Privatization
Administration (Group C)
0.01 <
0.01
1 <
0.01
Open for Public (Group A) 702,115,151 50.88 70,211,515,142 50.88
TOTAL 1,380,000,000 100.00 138,000,000,000 100.00

Group C share belongs to the The Republic of Türkiye Ministry of Treasury and Finance Privatization Administration and privileges granted to Group C share are defined in the Articles of Association of the Incorporation.

The Group has 11 directly controlled (consolidated) subsidiaries as of June 30, 2024. The table below sets out the consolidated subsidiaries and participation rates of the Group in these:

Name of the Company Field of Activity Ownership Country of Registration
Turkish Technic Inc. Aircraft Maintenance
Service
100% Türkiye
Turkish Airlines
Technology Inc.
Information and Technology 100% Türkiye
Turkish Flight Training and
Airport Operations Inc.
Flight Training and Airport
Operations
100% Türkiye
AJet
Inc.
Aircraft Transportation 100% Türkiye
Turkish Airlines
International Investment
and Transport Inc.
Transportation and
Investment
100% Türkiye
THY Air Cargo Transport
Inc.
(Widect)
Cargo Transportation 100% Türkiye
Turkish Support Services
Inc.
Support Services 100% Türkiye
Turkish Airlines Electronic
Money and Payment
Services Inc.
Payment Systems 100% Türkiye
Turkish Cabin Interior
Systems Inc
Cabin Interior Products 80% Türkiye
THY Private Security and
Protection Services Inc.
Security Services 100% Türkiye
TSI Seats Inc. Cabin Interior Products 80% U.S.A

Turkish Technic Inc.

Turkish Technic was established in 2006 as a 100% owned subsidiary of Turkish Airlines, and merged with Turkish Airlines HABOM Inc. in June 2015. Turkish Airlines Teknik A.Ş., which merged with Turkish Airlines Technic Inc., is among the world's largest aircraft maintenance, repair and revision centers in the air transportation industry, with 10,759 employees and subsidiaries as of June 30, 2024. After moving to Istanbul Airport in 2019, it has become the first company to offer all MRO services from a single point to many domestic and foreign airlines, especially Turkish Airlines. To expand the number of foreign airlines it serves and to increase its market share, Turkish Technic continues its activities in its hangars located at 5 different airports in Ankara, Aydın and Istanbul (Atatürk, Istanbul and Sabiha Gökçen Airports).

Turkish Airlines Technology Inc.

THY Technology was established to provide end-to-end solutions and support for the technological needs of the aviation industry, especially Turkish Airlines and its subsidiaries. Besides, the Company aims to export its technologies developed through robust R&D efforts globally. It operates with its 1,562 as of June 30, 2024 employees in its offices in different locations, including Ankara and Izmir, primarily in its Istanbul head office.

Turkish Flight Training and Airport Operations Inc.

Turkish Airlines Flight Academy (TAFA), a sub-brand of Turkish Airlines, was established to train pilots and provide pilot training needed by Turkish Airlines and other airlines. Since 2013, the Academy has conducted its training programs at the facilities located at Aydın Çıldır Airport and started its flight operations at Efes Airport by the end of 2022 and at Usak Airport in March 2024. As of June 30, 2024, the Company has 165 employees.

AJet Air Transportation Inc.

The Company was established on August 7, 2023, as a wholly owned subsidiary of Turkish Airlines in order for our Incorporation's Anadolu Jet brand to continue its activities as a low-cost airline at global standards and to strengthen its competitive position in the market. As of March 31, 2024, it started its operations under the AJet brand, centered at Istanbul Sabiha Gökçen Airport and Ankara Esenboğa Airport. As of June 30, 2024, the Company has 2,200 employees.

Turkish Airlines International Investment and Transport Inc.

The Company, wholly owned by the Incorporation, was established on September 25, 2018, with the primary objective of investing both internationally and domestically, especially in the fields of cargo and courier transportation and in the fields that are specified in the Articles of Association of the Company. The Company represents Turkish Airlines group as a 45% partner of We World Express, which was established in 2019.

THY Air Cargo Transportation Inc. (Widect)

"THY Air Cargo Transportation Inc." was established as a 100% owned subsidiary of Turkish Airlines on March 25, 2021 and was restructured according to the door-to-door delivery business model with the WIDECT subbrand in August 2023. As of June 30, 2024, the Company has 13 employees.

Turkish Support Services Inc.

The Company was established on March 6, 2023, as a wholly owned subsidiary of Turkish Airlines in order to meet the support service needs of our Incorporation's and subsidiaries' out of core business activities, including but not limited to cleaning, safety, facility management, financial affairs, flight and ground handling services, and operational and organizational services. As of June 30, 2024, the Company has 8,997 employees.

THY Private Security and Protection Services Inc.

The Company was established on May 12, 2023, as a wholly owned subsidiaries of Turkish Support Services Inc. in order to provide security and protection services. As of June 30, 2024, the Company has 1,528 employees.

Turkish Airlines Electronic Money and Payment Services Inc.

The Company was established on 18 August 2023, as a wholly owned subsidiary of Turkish Airlines, set to become an electronic money and payment institution following the acquisition and approval of the necessary authorizations and licenses. Its primary objectives are to offer a digital wallet for individual customers and provide a payment collection infrastructure for commercial customers. As of June 26, 2024, the Company will continue its activities as 'Turkish Airlines Electronic Money and Payment Services Inc.' (TKPAY). As of June 30, 2024, the Company has 5 employees.

Turkish Cabin Interior Systems Inc.

TSI Aviation Seats Inc. and Cornea Aviation Systems Industry and Commerce Inc., established for the design, production, marketing and sale of cabin interior products, merged with and into the Turkish Cabin Interior Systems Inc. ("TCI") on February 15,2023. After merging, the Company's shareholding structure is 59.25% Turkish Airlines, 20.84% Turkish Technic, 17% TUSAŞ and 2.91% Havelsan. As of June 30, 2024, the Company has 567 employees.

TSI Seats Inc.

TSI Seats INC ("TSI") was established on June 17, 2014 in order to design, manufacture, modify and merchandise aircraft seats and spare parts in Utah. On April 2021, the facilities in Utah moved to Seattle where the production facilities of Boeing are located. TSI is an aircraft seat manufacturer which produces aircraft seats with the authorizations of EASA and FAA. In 2023, TCI merged with TSI Aviation Seats Inc. and after the merger, TSI became a 100% owned subsidiary of TCI.

Turkish Airlines Inc. has 9 joint ventures. These affiliates are jointly controlled by the Group and are accounted for by using the equity method.

The table below sets out consolidated joint ventures and indicates the proportion of ownership interest of the Incorporation in these joint ventures as of June 30, 2024:

Name of the Company Field of Activity Participation Ratio Country of Operation
Turkish Fuel Services Fuel Supply Facilities 25% Türkiye
SunExpress Aviation Inc. Aircraft Transportation 50% Türkiye
Turkish Opet Aviation
Fuels Inc.
Aviation Fuel Services 50% Türkiye
Turkish
Ground Services
Inc.
Ground Services 50% Türkiye
Turkish Do&Co Catering
Services Inc.
Catering Services 50% Türkiye
Pratt&Whitney Turkish
Engine Center Co. Ltd.
Maintenance Services 49% Türkiye
We World Express Limited Cargo and Courier
Transportation
45% Hong Kong
Goodrich Turkish Technic
Service Center Co. Ltd.
Maintenance Services 40% Türkiye
Air Albania SHPK Aircraft Transportation 49% Albania

Turkish Fuel Services Inc.

The Company was established as an equal partnership of THY A.O., Zirve Holding, Taya Gayrimenkul and Demirören Akaryakıt companies in order to provide services in the fields of transportation, storage and supply of

fuel needed by aircraft and operates at Istanbul Airport. As of June 30, 2024, 129 employees are working for the Company.

SunExpress Aviation Inc.

SunExpress, established in 1989 in Antalya through a 50%-50% partnership between Turkish Airlines & Lufthansa, remains the market leader in tourism transportation between Türkiye and Central Europe. SunExpress connects 100 flight destinations, 27 of which are in Türkiye, with scheduled and charter flights. As of June 30, 2024, the airline operates with a fleet of 77 aircraft, covers 233 routes in 34 countries with 4,097 employees.

Turkish Opet Aviation Fuels Inc.

Turkish Opet Aviation Fuels Inc., established on September 18, 2009, engages in the domestic and international sale, importation, exportation, distribution and transport of various petroleum products, chemicals, lubricants and paints for all types of aircraft. The Company commenced operations on July 1, 2010. Kuzey Tankercilik A.Ş. and Güney Tankercilik A.Ş. were established on November 1, 2012, as wholly owned subsidiaries of Turkish Opet Aviation Fuels Inc., in order to provide transportation of petroleum and petroleum products. In addition to offering "into plane" services with its experienced staff at Istanbul Airport, Turkish OPET Aviation Fuels Inc. also provides storage and aircraft fuel supply services at Sabiha Gökçen Airport and operates at various Anatolian airports. As of June 30, 2024, the Company has 547 employees.

Turkish Ground Services Inc.

The Company was established as a joint venture with 50%-50% stakes of Turkish Airlines and Havaş Havaalanları Yer Hizmetleri A.Ş. on January 1, 2010. It operates at a total of 10 stations, including Istanbul, Istanbul Atatürk, Istanbul Sabiha Gökçen, Ankara Esenboğa, İzmir Adnan Menderes, Antalya, Adana, Milas Bodrum, Dalaman and Eskişehir Hasan Polatkan Airports. As of June 30, 2024, the Company has 20,189 employees.

Turkish Do&Co Catering Services Inc.

Established in September 2006, Turkish Do&Co is a joint venture between Turkish Airlines and Do&Co Restaurants & Catering AG (Austria based company), with each holding a 50% stake. The Company provides inflight catering services primarily to Turkish Airlines and more than 50 local and foreign airlines. As of June 30, 2024, it operates at 31 airports across Türkiye with 9 production units and 6,774 employees.

Pratt&Whitney Turkish Engine Center Co. Ltd. (TEC)

Turkish Engine Center delivers engine maintenance, repair and overhaul services to customers located in Türkiye and neighboring regions. It was founded in 2008 as a 49%-51% partnership between Turkish Technic Inc. and Pratt & Whitney, a subsidiary of United Technologies. Established over a 25 thousand m² area at Istanbul Sabiha Gökçen Airport, Turkish Engine Center's advanced technology and eco-friendly facility has the capability to provide maintenance to around 200 aircraft engines per year at full capacity. As of June 30, 2024, the Company has 501 employees.

We World Express Limited

We World Express Limited, headquartered in Hong Kong, is a joint venture company that was founded in January 2019 and began operations in April 2019. This global Cargo/courier company provides door-to-door logistics services, primarily targeting the global e-commerce market. Turkish Airlines International Investment and Transport, a 100% owned subsidiary of Turkish Airlines, holds a 45% stake, Hong Kong headquartered ZTO

Express (Hong Kong) Limited owns a 45% stake and Hong Kong headquartered PAL Air Limited has a 10% stake of the company. As of June 30, 2024, 68 employees are working for the Company.

Goodrich Turkish Technic Service Center Co. Ltd. (TNC)

Established in 2010, the Goodrich Turkish Technic Service Center Co. Ltd. is a joint venture with 40%-60% stakes of Turkish Technic and Collins Aerospace. It provides maintenance and repair services regarding aircraft engine nacelles and reverse thrust systems to local and foreign airline companies, especially Turkish Airlines. The Company has been providing services under the brand "Turkish Nacelle Center" since 2019. As of June 30, 2024, the Company has 71 employees.

Air Albania SHPK

The Incorporation established a Republic of Albanian based Joint Venture Company, in order to operate in the field of passenger and cargo transportation. Established on September 12, 2018, the stakes of 49%, 41% and 10% are being held respectively by Turkish Airlines, MDN Investment SHPK, and Albcontrol, which manages Albanian airspace and air traffic and representing Government of Albania. As of June 30, 2024, 162 employees are working for the Company.

The Incorporation is responsible for the full and joint control over subsidiaries and affiliates through Board of Directors. Additionally, the operations of subsidiaries and affiliates are monitored by the Senior Vice President of Subsidiaries, within the body of the Parent Company. The internal audit and control functions in the Incorporation are managed by SVP of Inspection Board, SVP of Quality Assurance and other relevant expertise and financial departments.

3. ORGANIZATIONAL STRUCTURE

As of June 30, 2024, the number of countries served has reached to 130.

General Management and all central units are gathered around Istanbul Ataturk Airport. Organization chart of Turkish Airlines, as of June 30, 2024 is shown on the next page.

Page : 10

BOARD ACTIVITY REPORT PURSUANT TO THE COMMUNIQUE SERIAL II. NO.14.1

4. BOARD OF DIRECTORS AND COMMITTEES

BOARD OF DIRECTORS

The Board of Directors is comprised of 9 members, including 3 independent members, elected by the General Assembly. The Board of Directors shall approve the strategic targets, continuously and effectively monitor these targets, as well as the activities of the Incorporation and its past performance. In doing so, the Board shall strive to ensure compliance with international standards, and whenever necessary, take preemptive action for potential problems.

Members of the Board who were on duty and committees as of June 30, 2024 are listed below:

Prof. Dr. Ahmet BOLAT Chairman of the Board of Directors and the Executive Committee
Şekib AVDAGİÇ Deputy Chairman of the Board of Directors and the Executive
Committee, Independent Member of the Board of Directors
Bilal EKŞİ Member of the Board of Directors and General Manager
Assoc. Dr. Murat ŞEKER Member of the Board of Directors and the Executive Committee /
Chief Financial Officer
Dr. Melih Şükrü
ECERTAŞ
Independent Member of the Board of Directors and the Executive
Committee
Ramazan SARI Member of the Board of Directors and the Executive Committee /
Senior Vice President General Aviation (VIP Aircraft) Operations
Prof. Dr. Mecit EŞ Member of the Board of Directors
Dr. Hüseyin KESKİN Member of the Board of Directors
Assoc. Dr. Fatmanur ALTUN Independent Member of the Board of Directors

COMMITTEES

Chairman and the member of the Board Committees were appointed by the Board of Directors on July 25, 2023 as indicated below:

Audit Committee

Chairman: Şekib Avdagiç Member: Dr. Melih Şükrü Ecertaş

Corporate Governance Committee Chairman: Assoc. Prof. Fatmanur Altun Member: Ramazan Sarı, Mehmet Fatih Korkmaz (Investor Relations Manager)

Early Identification of Risks Committee

Chairman: Dr. Melih Şükrü Ecertaş Member: Şekib Avdagiç

Brief resumes of our Board of Directors and their duties outside of the Incorporation are reachable via Turkish Airlines Investor Relations Website. (http://investor.turkishairlines.com/en/governance/board-of-directors)

5. SENIOR MANAGEMENT

Information about the Senior Management of the Incorporation is presented below as of June 30, 2024:

Name Title Starting Date
of Position
Profession
Bilal Ekşi General Manager 24.10.2016 Electronics and
Communications Engineer
Assoc. Prof. Murat Şeker Chief Financial Officer 26.07.2016 Economist
Ahmet Olmuştur Chief Commercial
Officer
30.04.2014 Manager
M. Akif Konar Chief Operations
Officer
01.01.2024 Management Engineer
Levent Konukcu Chief Investment and
Strategy
Officer
28.01.2022 Aeronautical Engineer
Abdulkerim Çay Chief Human Resources
Officer
21.04.2015 Manager
Dr. Kerem Kızıltunç Chief Information
Technology Officer
17.02.2022 Computer Engineer
Mehmet Kadaifçiler Chief Flight Operations
Officer
28.01.2022 Pilot
Ali Türk Chief Cargo Officer 01.01.2024 Industrial Engineer

6. HUMAN RESOURCES

Number of employees increased by 7% to 33,486 as of June 2024 from 31,294 as of June 2023. Employee numbers according to working groups are as follows:

31.12.2023 30.06.2023 30.06.2024 Change (%)
Cockpit Personnel 6,755 6,356 7,082 11%
Cabin Personnel 14,891 14,281 15,163 6%
Aircraft Maintenance Tech. 57 56 49 -13%
Staff Abroad 3,463 3,354 3,557 6%
Domestic Staff 7,972 7,247 7,635 5%
TOTAL 33,138 31,294 33,486 7%

Most of the employees located in Türkiye of our Incorporation are members of the labor union. The relations between the employees and the employer, at each level, with respect to the Collective Bargaining Agreement and any matter concerning the staff, are conducted in the most efficient manner and in a manner to obtain result, through the agency of the representatives and union executives assigned by the labor union, in numbers and proportions specified in the legal legislation. All employees get fair treatment in terms of the rights granted and training programs are conducted to improve their skills, knowledge and experience. The employees are provided

with a safe working environment and conditions, both in Türkiye and abroad.

The rights and benefits provided to the staff by the Incorporation are including but not limited to; pass tickets, private health insurance, maternity, daycare, marriage, death allowances.

7. DEVELOPMENTS WITHIN THE INCORPORATION

I. Developments During the Period

New Route Announcement

Based on market conditions, our Incorporation decided to start operating scheduled flights to Melbourne in Australia and Denver in USA in 2024.

Assignments of the Board of Directors

Our Board of Directors decided to appoint Prof. Ahmet Bolat as the Chairman of the Board and Mr. Şekib Avdagiç as the Deputy Chairman of the Board until the end of the Board term.

Additionally, our Board of Directors made the following appointments to the Executive Committee;

Chairman of the Board Prof. Ahmet Bolat as the Chairman of the Executive Committee, Mr. Şekib Avdagiç as the Deputy Chairman of the Executive Committee, Assoc. Prof. Murat Şeker, Dr. Melih Şükrü Ecertaş and Mr. Ramazan Sarı as Members of the Executive Committee.

Ordinary General Assembly Meeting

The Ordinary General Assembly of our Incorporation took place on Friday, May 24, 2024 at 15:00 at the General Management Building located at Yeşilköy Mahallesi, Havaalanı Cad. No.3/1 Bakırköy/İstanbul. Resolutions of Ordinary General Assembly of our Incorporation was registered with the Istanbul Trade Registry Office on 30.05.2024. The General Assembly Minutes of the Meeting and List of Attendants are available on our Investor Relations Web Site.

Dividend Payment

The Profit Distribution Table regarding FY2023 was disclosed in Public Disclosure Platform. The table is available on our Investor Relations Web Site.

S&P Credit Rating

The international credit agency S&P upgraded the credit rating of our Incorporation to B+ from B. The outlook affirmed as Positive.

S&P also upgraded the rating on our USD-denominated Enhanced Equipment Trust Certificates (EETC) issued in 2015 by four notches to BB+ from B.

Miles&Smiles Credit Card agreement with QNB Finansbank

A new agreement has been signed between our Incorporation and QNB Finansbank to extend the cooperation in providing credit cards to Turkish Airlines Frequent Flyer Program Miles&Smiles members for a period of 5 years.

Establishment of Turkish Airlines Sports Club

It has been decided to establish a joint stock company within the framework of the Sports Clubs and Sports Federations Law No. 7405 and the Turkish Commercial Code No. 6102 within the provincial borders of Istanbul to carry out all or some of the sports activities, currently carried out under the umbrella of Turkish Airlines Sports Club. Our Incorporation will hold 100% of the shares, with a cash capital of TL 1,000,000 under the name of "THY Spor A.Ş." or another trade name to be determined if this title cannot be used.

Related Party Transactions

The conclusion section of the "Common and Continuous Related Party Transactions Report" prepared by the Board of Directors as per Article 10 of the Capital Markets Board's Communique No.II-17.1 on Corporate Governance is provided below for the information of our shareholders.

Conclusion Section of the Report on Related Party Transactions:

Due to the fact that the rate of the amount of common and continuous fuel supply / purchasing transactions executed between Turkish Airlines and TFS Akaryakıt Hizmetleri A.Ş. exceeded 10%, compared to the cost of sales in 2023 financial statements disclosed to public; it is also foreseen that transactions with similar features are expected to continue in compliance with the determined principles in 2024 as well. These transactions mentioned in the aforementioned report are considered to be made consistent with the transactions of previous years and atarm's length when compared with market conditions.

28th Term Collective Bargaining Agreement

Türk Hava Yolları A.O. and Hava-Iş Union signed 28th Collective Bargaining Agreement, which covers the twoyear period starting from 01.01.2024 until 31.12.2025.

According to the agreement, the wage increase for the first half of 2024 will be 64%, for the second half of 2024, the sum of the change in Türkiye Consumer Price Index (CPI) and 10% of that change, and for the first and second half of 2025 the sum of the change in Türkiye Consumer Price Index (CPI) and 10% of that change for the respective periods.

As stated in our public disclosure dated 01.03.2024, in determining the retroactive wage differences back to 01.01.2024, an offset will be made by considering the 50% wage increase applied as of February.

Fitch Credit Rating-I

The international credit agency Fitch upgraded the credit rating of our Incorporation to BB- from B+. The outlook affirmed as Stable. Fitch also upgraded the rating on our USD-denominated Enhanced Equipment Trust Certificates (EETC) issued in 2015 to BB from BB-.

Fitch Credit Rating-II

On 8.02.2024, the international credit agency Fitch affirmed the credit rating of Turkish Airlines as "B+" and the outlook as "Stable". Fitch also affirmed "BB-" rating on our USD-denominated Enhanced Equipment Trust Certificates (EETC) issued in 2015.

Organizational Structure Change

Considering the evolving organizational structure of the Incorporation, our Board of Directors decided to transform;

  • Chief Information Technology & Transformation Office into Chief Information Technology Office and
  • Chief Investment & Technology Office into Chief Investment & Strategy Office.

Moody's EETC Credit Rating

International credit agency Moody's upgraded the rating assigned to Turkish Airlines' USD-denominated Enhanced Equipment Trust Certificate (EETC), which was issued in 2015, to B2 from B3 and the rating of the JPY-denominated Class A and B Enhanced Equipment Trust Certificates (EETCs) to B1 from B2. Additionally, the separate outlooks on these certificates revised to positive from stable

Moody's Credit Rating

On 19.01.2024, the international credit agency Moody's raised the credit rating of Turkish Airlines from B3 to B2 and revised the outlook from stable to positive.

AJet Air Operator Certificate

All application processes of our subsidiary AJet Hava Taşımacılığı A.Ş. ("AJet") for obtaining an Air Operator Certificate within the framework of the Regulation on Commercial Air Transport Enterprises was completed and AJet was granted an Air Operator Certificate by the General Directorate of Civil Aviation on 02.01.2024. AJet is expected to start its operations at the beginning of the summer season in 2024.

I. Subsequent Events

New Route Announcement

Our Incorporation decided to start operating scheduled flights to Santiago, capital of Chile, based on market conditions.

Moody's Credit Rating

The international credit agency Moody's upgraded the credit rating of our Incorporation by two notches to Ba3 from B2. The outlook affirmed as Positive.

Moody's also upgraded the rating assigned to Turkish Airlines' USD-denominated Enhanced Equipment Trust Certificate (EETC), which was issued in 2015, to Ba3 from B2 and the rating of the JPY-denominated Class A and B Enhanced Equipment Trust Certificates (EETCs) to Ba2 from B1.

Establishment of THY Gayrimenkul Yatırım Hizmetleri A.Ş.

On 05.07.2024, Our Incorporation announced the establishment of a wholly owned subsidiary aimed at managing various investment projects. This subsidiary, named THY Gayrimenkul Yatırım Hizmetleri Anonim Şirketi, was registered and its incorporation process finalized on 24.07.2024, at the Istanbul Trade Registry Office.

Establishment of THY Ortak Sağlık ve Güvenlik Birimi Hizmetleri A.Ş.

THY Ortak Sağlık ve Güvenlik Birimi Hizmetleri A.Ş. was established on 10 July 2024 as a 100% subsidiary of Turkish Support Services Inc. to operate in the fields of Joint Health and Safety Unit and Occupational Health and Safety.

Revision of the Purchase and Maintenance Agreements with IAE

In accordance with our Board of Directors' decision, our Incorporation reached a compensation settlement with International Aero Engines LLC (IAE) in relation to mitigating the operational impact arising from engine availability and related issues for PW1100G-JM Engine powered A320/321NEO aircraft, including through the revision of the Purchase and Maintenance agreements between our Incorporation and IAE.

8. TRAFFIC RESULTS

January – June 2024 period traffic results are shown below:

TOTAL
2023 2024 Change (%)
Number of Landing (Passenger Flights) 247,781 256,874 3.7%
Available Seat Km ('000) 110,822,845 122,076,274 10.2%
Revenue Passenger Km ('000) 90,440,484 98,596,150 9.0%
Passenger Load Factor (%) 81.6% 80.8% -0.8 pt
Passengers Carried 38,716,300 40,576,997 4.8%
Int-to-Int Transfer Passengers Carried 14,143,589 15,240,831 7.8%
Cargo and Mail (Tons) 747,869 989,436 32.3%
Fleet 419 458 9.3%
Seat Capacity 85,559 94,148 10.0%
Number of Destinations (City) 339 342 0.9%
Km Flown ('000) 508,056 558,432 9.9%
Hours Flown 814,080 890,134 9.3%
PURSUANT TO THE COMMNIQUE SERIAL II. NO.14.1
DOMESTIC
2023 2024 Change (%)
Number of Landing (Passenger Flights) 100,259 99,939 -0.3%
Available Seat Km ('000) 12,121,100 12,161,513 0.3%
Revenue Passenger Km ('000) 9,827,406 10,281,145 4.6%
Passenger Load Factor (%) 81.1% 84.5% 3.5 pt
Passengers Carried 14,186,220 14,891,394 5.0%
Cargo and Mail (Tons) 27,000 28,862 6.9%
Km Flown ('000) 68,725 67,743 -1.4%
INTERNATIONAL
2023 2024 Change (%)
Number of Landing (Passenger Flights) 147,522 156,935 6.4%
Available Seat Km ('000) 98,701,745 109,914,761 11.4%
Revenue Passenger Km ('000) 80,613,077 88,315,005 9.6%
Passenger Load Factor (%) 81.7% 80.3% -1.3 pt
Passengers Carried 24,530,080 25,685,603 4.7%
Excl. Int-to-Int Transfer Passenger 10,386,491 10,444,772 0.6%
Cargo and Mail (Tons) 720,869 960,574 33.3%
Km Flown ('000) 439,331 490,689 11.7%

I. Scheduled Domestic Flights:

During January – June 2024, the Incorporation did not start operating any scheduled flights with Turkish Airlines main brand to new domestic destinations.

II. Scheduled International Flights:

During January - June 2024, the Incorporation has started operating scheduled flights with Turkish Airlines main brand to new international destinations indicated below.

Flight Destination Flight Inaugural Date
Australia -Melbourne 01.03.2024
USA
-
Denver
11.06.2024

III. Additional, Charter and Hajj-Umrah Flights

During January – June 2024, number of additional, charter and Hajj-Umrah flights with TK main brand and number of passengers carried on these flights are stated on the table below:

BOARD ACTIVITY REPORT
PURSUANT TO THE COMMNIQUE SERIAL II. NO.14.1
Number of Flights
Number of Passengers
6M'23 6M'24 Change (%) 6M'23 6M'24 Change (%)
Additional 2,618 1,319 -50% 225,147 100,772 -55%
Charter 2,784 1,213 -56% 715,940 208,414 -71%
Hajj-Umrah 3,124 1,651 -47% 406,989 199,276 -51%

IV. AJet Flights:

Scheduled and Additional Flights 6M'23 6M'24 Change (%)
Number of Passenger (000) 9,348 10,165 9%
Available Seats*Km (Millions) 12,243 13,001 6%
Passenger Load Factor (%) 80.4% 79.6% -0.8 pt

• By the end of June 2024, AJet operated with 95 aircraft.

• During the period of January – June 2024, AJet flies to a total of 162 routes compared to a total of 178 routes in the same period of 2023.

• Number of passenger breakdown as domestic and international are 68% and 32% respectively.

9. FLEET

30.06.2024 Type Total Owned Financial
Lease
Opr./Wet
Lease
Seat Capacity
('000)
Average Fleet
Age
A330-2/3 49 20 14 15 14.0 12.0
B777-3ER 34 12 15 7 12.2 10.8
Wide Body A350-9 20 20 6.5 1.7
B787-9 23 23 6.9 3.2
Total 126 32 72 22 39.6 8.4
B737-8/9 MAX 32 25 7 5.1 3.7
A321/320 NEO 67 36 31 12.8 2.7
B737-8/9 100 51 24 25 16.9 13.9
Narrow Body A321/320/319 83 49 30 4 14.8 12.6
B737-8 MAX WL 7 7 1.3 6.2
A321/320 WL 18 18 3.7 17.4
Total 307 100 115 92 54.6 10.0
A330-200F 10 3 7 10.7
Cargo B777F 8 0 8 5.4
Wet Lease 7 0 0 7 25.6
Total 25 3 15 7 13.2
Grand Total 458 135 202 121 94.1 9.8

WL:Wet Lease

Page: 18

10. FINANCIALS

Incorporation's functional currency is US Dollars. Below financials for the period are stated in Turkish Lira and US Dollars in line with the relevant local regulations. Financial tables can be found on Investor Relations Website. (http://investor.turkishairlines.com/en).

SUMMARY OF BALANCE SHEET (Mn TRY)

30
June
2024
31 December
2023
ASSETS
Current Assets 312,030 253,043
Non-Current Assets 921,813 797,048
Total Assets 1,233,843 1,050,091
LIABILITIES
Total Current Liabilities 331,593 267,956
Total Non-Current Liabilities 344,483 325,023
Total Equity 557,767 457,112
Total Liabilities and Equity 1,233,843 1,050,091
Debt to Assets Ratio 0.55 0.56
Equity Ratio 0.45 0.44

SUMMARY OF INCOME STATEMENT (Mn TRY)

1 Jan.

30
Jun. 2024
1 Jan.

30
Jun.
2023
Sales Revenue 330,113 189,690
Gross Profit 51,386 39,468
Operating Profit Before Investment Activities 20,307 19,290
Profit/Loss Before Tax 32,778 24,298
Profit/Loss for the Period 37,309 18,173
Earnings Per Share (Kr) 27.04 13.17

SUMMARY OF BALANCE SHEET (Mn USD)

30
June
2024
31
December
2023
ASSETS
Current Assets 9,505 8,595
Non-Current Assets 28,083 27,076
Total Assets 37,588 35,671
LIABILITIES
Total Current Liabilities 10,084 9,087
Total Non-Current Liabilities 10,476 11,021
Total Equity 17,028 15,563
Total Liabilities and Equity 37,588 35,671

Page: 20

BOARD ACTIVITY REPORT PURSUANT TO THE COMMNIQUE SERIAL II. NO.14.1

Debt to Assets Ratio 0.55 0.56
Equity Ratio 0.45 0.44

SUMMARY OF INCOME STATEMENT (Mn USD)

1 Jan. –
30 Jun.
2024
1
Jan. –
30 Jun.
2023
Sales Revenue 10,430 9.502
Gross Profit 1,615 1,935
Operating Profit/Loss Before Investment Activities 633 908
Profit/Loss Before Tax 1,026 1,136
Profit/Loss for the Period 1,169 868
Earnings Per Share (USc) 0.85 0.63
EBITDAR 2,150 2,321
EBITDA
EBIT
1,828
754
2,060
1,066
EBITDAR Margin 20.6% 24.4%
EBITDA Margin 17.5% 21.7%
EBIT Margin 7.2% 11.2%
Operating Profit Margin 6.1% 9.6%
Net Profit Margin 11.2% 9.1%

11. INVESTMENTS, INCENTIVES AND INVESTMENT POLICIES

By the end of June 2024, our operations have been carried out by 126 double-aisle passenger aircraft, 307 single-aisle passenger aircraft and 25 cargo aircraft. Double-aisle aircraft constitute about 28% of the total number of aircraft in fleet.

Aircraft indicated below were received in the period of January – June 2024:

  • Two A321-Neo
  • One B787-9
  • Four A350-900
  • Four B737-8 Max

Decree on State Aids for Investments

In our country, "Investment Incentive System" is implemented to aim targets such as:

  • Increasing production and employment,
  • Increasing international direct investment,
  • Reducing the regional development disparities,
  • Encouraging strategic investments with regional and large-scaled investment which has high researchdevelopment content to increase international competitiveness,

  • PURSUANT TO THE COMMNIQUE SERIAL II. NO.14.1

  • Directing savings to high value-added investments in line with targets, foreseen in annual programs and development plans,
  • Supporting research and development activities with clustering and environmental protection investments.

This system provides incentives to taxpayers when they guarantee the achievement of aforementioned targets. These incentives are:

  • Customs Duty Exemption,
  • Value Added Tax Exemption,
  • Tax Reduction
  • Income Tax Withholding Support,
  • Insurance Premium Employer Contribution Support,
  • Insurance Premium Employee Contribution Support,
  • Interest Rate Support,
  • Investment Space Allocation,

Our Incorporation has the right to benefit from some incentives in "Investment Incentive System" due to airline cargo and passenger transportation activities. As a result of the applications within this scope, Investment Incentive Certificates are obtained for supply of aircraft and ground handling services. The information on the Investment Incentive Certificates that may have an impact on the current or future financial reports of the Incorporation and the incentives utilized are listed below:

Date
of
Cabinet
Decree
Number of
Cabinet
Decree
Date
of
Inv.
Incentive
Certificate
Investment
Status
Tax
Reduction
Total Amount of
Investment TRY:
(*)
Utilized
Contributio
n Amount of
Investment
TRY: (**)
14.07.2009 2009/15199 28.12.2010 Completed Tax Reduction
50%
/
Contribution
rate
to
Investment
20%
13,267,897,366 16,587,441
15.06.2012 2012/3305 18.12.2014 Completed Tax Reduction
50%
/
Contribution
rate
to
Investment
15%
16,968,269,342 0
21.01.2018 2017/11133 9.08.2018 Continued Tax Reduction
90%
/
Contribution
rate
to
Investment
50%
177,438,372,287.80 0
PURSUANT TO THE COMMNIQUE SERIAL II. NO.14.1
Tax Reduction
50%
/
Contribution
21.01.2018 2017/11133 11.09.2018 Continued rate
to
2,518,000,000 0
Investment
25%

(*) As the investments are realized in foreign currency and revisions are made on investments, the amount of investment at the time of application and the amount of investment at the time of completion may vary.

(**) The contribution amount of investment, which is not utilizable when there is no tax base, is transferrable by indexing with revaluation rate in accordance with the provisions of the relevant legislation.

12. PROJECTIONS ABOUT THE INCORPORATION

Turkish Airlines decided to begin operating scheduled flights to cities including Santiago (Chile), Abha (Saudi Arabia), Aswan (Egypt), Makhachkala (Russia), La Coruna (Spain), Lenkeran (Azerbaijan), Nantes (France), Port Sudan (Sudan), Atyrau (Kazakhstan), Sialkot (Pakistan), Hargeisa (Somalia), and Katowice (Poland) subject to aircraft availability and market conditions.

Turkish Airlines flies to more countries than any other airline in the world and is one of the leading airlines in the aviation industry's recovery. The Incorporation developed a strategic roadmap for 2033 in order translate its postpandemic recovery to sustained growth trend. The plan includes enhancing the passenger experience, advancing digitalization, and committing to sustainability, with goals to double the number of aircraft and passengers. This strategy involves expanding the fleet to more than 800 aircraft by 2033 and increasing passenger capacity 2.5 times compared to 2022.

Under the 10-year strategy, Turkish Cargo is set to multiply its cargo volume by 2.3 times that of 2022, capitalizing on the capabilities of SMARTIST at Istanbul Airport, one of the world's largest air cargo terminals equipped with high technology, and Turkish Airlines' uniquely expansive flight network. Turkish Cargo plans to increase cargo flight destinations from 104 in 2022 to 150 in 2033 aiming to become one of the top three air cargo brands in terms of market share and service quality.

Aligned with the 2033 strategy, the Incorporation is focused on delivering integrated and customized services across all passenger channels, aiming to be among the global top three in digital experience.

In addition to operational growth targets, the Incorporation is committed to a sustainable future by aiming to have 90% of fleet consist of new generation aircraft by 2033. As a member of IATA, Turkish Airlines adopted targets to reduce aviation related carbon emissions and is dedicated to achieving these goals. Firm steps are being taken towards becoming a "carbon-neutral" airline by 2050, increasing the use of Sustainable Aviation Fuel (SAF) across more frequencies and destinations.

13. OTHER INFORMATION

Information regarding to lawsuits against the Incorporation and any probable outcomes

None.

Information about legislative amendments that may have a significant impact on Incorporation's Operations

None.

PURSUANT TO THE COMMNIQUE SERIAL II. NO.14.1

Information on conflicts of interest with organizations from whom the Incorporation obtains investment consultancy, rating or similar services and measures taken by the Incorporation to prevent such conflicts of interest

None.

Information on administrative or judicial sanctions imposed on the Incorporation and its management due to practices in violation of legislative provisions

There were no administrative or judicial sanctions imposed on the Incorporation and its management due to practices in violation of legislative provisions.

Incorporation's Efforts on Research and Development Activities

Incorporation's R&D activities are carried out by our subsidiaries Turkish Airlines Technology Inc. and Turkish Technic Inc.

Information about amendment on Articles of Association during the reporting period.

There is no amendment on Articles of Association during the reporting period.

Information on the Incorporation's Acquisition of Own Share

On February 6, 2023, in response to the earthquakes with an epicenter in Kahramanmaraş and their adverse effects on financial markets, the Capital Markets Board issued new regulations regarding share buybacks on February 14, 2023. These were implemented to minimize potential grievances and to prevent possible loss of value in the shares of the companies traded on Borsa Istanbul. Consequently, our Board of Directors decided on the same date to initiate a share buyback program to ensure that our Incorporation's shares trade close to their real value, mitigate any short-term adverse effects of sharp downward price movements on our investors and our Incorporation's market value, and support the stability of our share price, thus contributing to a healthy price formation. In this context, it has been decided to initiate a share buyback covering three calendar years, with a maximum limit of 9 billion TRY to be funded from our Incorporation's cash reserves, and the maximum number of shares to be repurchased will not exceed 5% of our issued capital.

Within the scope of the share buyback program, between February 17 and October 18, 2023, our Incorporation repurchased shares equivalent to 0.348% of the Incorporation capital, totaling 4,797,044 TL nominal value of THYAO shares at an average price of 136.5 TRY per share, amounting to a total expenditure of 654.9 million TRY (approximately 32.9 million USD). These repurchases were funded from our Incorporation's cash portfolio.

This is an English translation of the original Board Activity Report made by Türk Hava Yolları A.O. in Turkish, for information purposes only. In the event of any discrepancy between this translation and the original Turkish report, the original Turkish report shall prevail. Türk Hava Yolları A.O. makes no warranties or representations about the accuracy or completeness of the English translation and assumes no liability for any errors, omissions or inaccuracies that may arise from use of this translation.

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