CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 TOGETHER WITH
THE INDEPENDENT AUDITOR'S REPORT
DRT Bağımsız Denetim ve
Serbest Muhasebeci Mali Müşavirlik A.Ş. Maslak No1 Plaza
Eski Büyükdere Caddesi Maslak Mahallesi No:1 Maslak, Sarıyer 34485 İstanbul, Türkiye
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https://www.deloitte.com.tr
Mersis No :0291001097600016
Ticari Sicil No: 304099
INDEPENDENT AUDITOR'S REPORTTo the Board of Directors of Pegasus Hava Taşımacılığı Anonim Şirketi Report on the Audit of the Consolidated Financial Statements Opinion
We have audited the consolidated financial statements of Pegasus Hava Taşımacılığı Anonim Şirketi ("the Company") and its subsidiaries ("the Group"), which comprise the consolidated statement of financial position as at 31 December 2025, and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including material accounting policy information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at 31 December 2025, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IASB").
Basis for OpinionWe conducted our audit in accordance with International Standards on Auditing ("ISAs"). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the International Ethics Standards Board for Accountants' Code of Ethics for Professional Accountants (including International Independence Standards) ("IESBA Code"), and we have fulfilled our other ethical responsibilities in accordance with the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit MattersKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
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© 2026. Daha fazla bilgi için Deloitte Türkiye (Deloitte Touche Tohmatsu Limited üye şirketi) ile iletişime geçiniz.
Key Audit Matter | How the matter was addressed in the audit |
Redelivery Maintenance Provision As explained in Note 15, as of 31 December 2025, the Group has recognized a provision of EUR 177.482.876 in respect of redelivery maintenance obligations for aircraft acquired under lease agreements without a purchase option (operating leases). The Group is required to return aircraft at the end of the lease term in accordance with the technical and operational conditions specified in the lease agreements. In this context, the Group may need to compensate lessors for differences between the actual condition of the airframe, engines, and life-limited parts at redelivery and the conditions contractually agreed. The redelivery maintenance provision is calculated over the lease term based on the present value of estimated future maintenance costs, considering flight hours and cycles during the lease period. The balance of the redelivery maintenance provision is significant in the consolidated financial statements. Its calculation involves management judgment and key assumptions, including aircraft utilization rates, the timing and cost of heavy maintenance events, the current condition of the aircraft, and the remaining useful lives of life-limited parts. Changes in these assumptions could have a material impact on the consolidated financial statements. Accordingly, redelivery maintenance provisions have been identified as a key audit matter. | To assess whether the redelivery maintenance provisions have been reasonably calculated, the following audit procedures were performed:
In addition, the adequacy of disclosures related to redelivery maintenance provisions, as presented in Notes 2.4 and 15, was assessed in accordance with the requirements of TFRS 37 Provisions, Contingent Liabilities and Contingent Assets. |
The consolidated financial statements of Pegasus Hava Taşımacılığı A.Ş. and its subsidiaries for the year ended 31 December 2024 were audited by another audit firm who expressed an unmodified opinion on those statements on 4 March 2025.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS Accounting Standards as issued by the IASB, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group's financial reporting process.
Auditor's Responsibilities for the Audit of the Consolidated Financial StatementsOur objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Auditor's Responsibilities for the Audit of the Consolidated Financial StatementsPlan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor's report is Cem Tovil.
DRT BAĞIMSIZ DENETİM VE SERBEST MUHASEBECİ MALİ MÜŞAVİRLİK A.Ş.
Member of DELOITTE TOUCHE TOHMATSU LIMITED
Cem Tovil Partner
İstanbul, 4 March 2026
INDEX PAGE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1-2 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER ..................................................... COMPREHENSIVE INCOME ........................................................................................................................... 3 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ..................................................................... 4 CONSOLIDATED STATEMENT OF CASH FLOWS .................................................................................... 5 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 6-76NOTE 1 ORGANIZATION AND OPERATIONS OF THE GROUP 6-7
NOTE 2 BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS 7-27
NOTE 3 INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD ............................................ 28
NOTE 4 SEGMENT REPORTING ....................................................................................................................... 29
NOTE 5 RELATED PARTY TRANSACTIONS 29-30
NOTE 6 TRADE RECEIVABLES AND PAYABLES 30-31
NOTE 7 OTHER RECEIVABLES AND PAYABLES ........................................................................................ 31
NOTE 8 INVENTORIES ....................................................................................................................................... 32
NOTE 9 PREPAYMENTS, DEFERRED INCOME AND CONTRACT LIABILITIES 32-33
NOTE 10 PROPERTY AND EQUIPMENT 34-36
NOTE 11 INTANGIBLE ASSETS .......................................................................................................................... 36
NOTE 12 RIGHT OF USE ASSETS ....................................................................................................................... 37
NOTE 13 GOVERNMENT GRANTS AND INCENTIVES ................................................................................... 37
NOTE 14 BORROWING COSTS............................................................................................................................ 38
NOTE 15 PROVISIONS, CONTINGENT ASSETS AND LIABILITIES 38-39
NOTE 16 COMMITMENTS. 40-41
NOTE 17 EMPLOYEE BENEFITS 42-44
NOTE 18 EXPENSES BY NATURE ...................................................................................................................... 44
NOTE 19 OTHER ASSETS AND LIABILITIES.................................................................................................... 45
NOTE 20 SHAREHOLDERS' EQUITY 45-46
NOTE 21 REVENUE AND COST OF SALES 47-48
NOTE 22 GENERAL ADMINISTRATIVE EXPENSES AND SELLING AND MARKETING EXPENSES 48-49
NOTE 23 OTHER OPERATING INCOME AND EXPENSES .............................................................................. 49
NOTE 24 INCOME AND EXPENSES FROM INVESTING ACTIVITIES........................................................... 50
NOTE 25 FINANCIAL INCOME AND EXPENSES ............................................................................................. 50
NOTE 26 ANALYSIS OF OTHER COMPREHENSIVE INCOME ITEMS 51-52
NOTE 27 TAXATION ON INCOME (INCLUDING DEFERRED TAX ASSETS AND LIABILITIES) 52-56
NOTE 28 EARNINGS / LOSS PER SHARE .......................................................................................................... 57
NOTE 29 EFFECTS OF EXCHANGE RATE CHANGES ..................................................................................... 57
NOTE 30 DERIVATIVE FINANCIAL INSTRUMENTS ...................................................................................... 57
NOTE 31 FINANCIAL INSTRUMENTS 57-62
NOTE 32 NATURE AND LEVEL OF RISKS DERIVING FROM FINANCIAL INSTRUMENTS 62-71
NOTE 33 FINANCIAL INSTRUMENTS (FAIR VALUE AND HEDGE ACCOUNTING DISCLOSURES) 72-75
NOTE 34 EVENTS AFTER REPORTING PERIOD .............................................................................................. 75
NOTE 35 EXPLANATIONS RELATED TO STATEMENT OF CASH FLOW.................................................... 76
Current Period 31 December | Prior Period 31 December | ||
Notes | 2025 | 2024 | |
ASSETS | |||
Current assets | 1.788.485.548 | 1.896.103.220 | |
Cash and cash equivalents | 35 | 1.087.058.951 | 1.258.979.406 |
Financial assets | 31 | 336.571.275 | 302.048.311 |
Trade receivables | 6 | 72.875.083 | 73.467.728 |
Trade receivables from third parties | 6 | 72.875.083 | 73.467.728 |
Other receivables | 7 | 28.299.290 | 7.160.369 |
Other receivables from third parties | 28.299.290 | 7.160.369 | |
Derivative financial instruments | 30 | - | 3.963.837 |
Inventories | 8 | 45.873.088 | 41.520.211 |
Prepayments | 9 | 206.467.113 | 201.897.122 |
Current income tax assets | 27 | 230.768 | 2.327.277 |
Other current assets | 19 | 11.109.980 | 4.738.959 |
Non-Current assets | 6.341.191.275 | 5.821.790.027 | |
Financial assets | 31 | 138.051.520 | 125.770.276 |
Other receivables | 7 | 154.654.141 | 134.981.750 |
Other receivables from third parties | 7 | 154.654.141 | 134.981.750 |
Investments accounted by using the equity method | 3 | 21.341.960 | 21.115.937 |
Property and equipment | 10 | 512.684.339 | 470.967.606 |
Intangible assets | 11 | 40.126.875 | 24.046.619 |
Right of use assets | 12 | 4.377.194.138 | 4.172.222.342 |
Prepayments | 9 | 687.049.660 | 445.802.363 |
Deferred tax assets | 27 | 410.088.642 | 426.883.134 |
TOTAL ASSETS | 8.129.676.823 | 7.717.893.247 |
Current Period 31 December | Prior Period 31 December | ||
Notes | 2025 | 2024 | |
LIABILITIES | |||
Current liabilities | 1.744.582.757 | 1.506.138.554 | |
Short term borrowings | 31 | 423.818.328 | 172.048.659 |
Short term portion of long term borrowings | 31 | 41.990.007 | 218.212.572 |
Short term portion of long term lease liabilities | 31 | 464.208.239 | 405.833.468 |
Trade payables | 6 | 288.461.849 | 216.174.134 |
Trade payables to related parties | 5 | 1.426.083 | 1.194.536 |
Trade payables to third parties | 287.035.766 | 214.979.598 | |
Employee benefit obligations | 17 | 16.807.607 | 14.704.364 |
Other payables | 7 | 6.565.305 | 12.519.590 |
Other payables to third parties | 7 | 6.565.305 | 12.519.590 |
Contract liabilities | 9 | 334.346.084 | 333.941.687 |
Derivative financial instruments | 30 | 28.487.892 | 4.645.693 |
Deferred income | 9 | 56.374.836 | 40.016.533 |
Short term provisions | 83.522.610 | 88.041.854 | |
Short term provisions for employee benefits | 17 | 49.523.669 | 62.635.867 |
Other short term provisions | 15 | 33.998.941 | 25.405.987 |
Non-Current liabilities | 4.069.009.633 | 4.172.749.156 | |
Long term borrowings | 31 | 499.188.939 | 469.797.544 |
Long term lease liabilities | 31 | 3.192.598.284 | 3.260.356.410 |
Derivative financial instruments | 30 | 5.426.768 | 364.343 |
Deferred income | 9 | 200.919.721 | 202.964.552 |
Long term provisions | 170.875.921 | 239.266.307 | |
Long term provisions for employee benefits | 17 | 24.811.276 | 48.123.147 |
Other long term provisions | 15 | 146.064.645 | 191.143.160 |
SHAREHOLDERS' EQUITY | 2.316.084.433 | 2.039.005.537 | |
Paid-in share capital | 20 | 230.037.951 | 230.037.951 |
Share premiums on capital stock Other comprehensive income/expense | 24.595.488 | 24.595.488 | |
not to be reclassified to profit or loss | |||
Actuarial losses on defined benefit plans | 26 | (4.646.049) | (4.263.048) |
Other comprehensive income/expense | |||
to be reclassified to profit or loss | |||
Currency translation differences | 6.771.201 | 8.451.525 | |
Hedge fund | 26 | (25.435.995) | (3.757.527) |
Gain on financial assets measured at fair value | 1.437.514 | 1.816.800 | |
Restricted profit reserves | 4.047.406 | 4.047.406 | |
Retained earnings | 1.778.076.942 | 1.416.584.246 | |
Net income for the period | 301.199.975 | 361.492.696 | |
TOTAL LIABILITIES AND EQUITY | 8.129.676.823 | 7.717.893.247 | |
Profit or loss | Notes | Current Period 1 January- 31 December 2025 | Prior Period 1 January- 31 December 2024 |
Revenue | 21 | 3.414.377.529 | 3.125.970.722 |
Cost of sales (-) | 21 | (2.833.013.263) | (2.432.049.570) |
Gross profit | 581.364.266 | 693.921.152 | |
General administrative expenses (-) | 22 | (108.750.324) | (84.282.675) |
Selling and marketing expenses (-) | 22 | (72.167.009) | (61.492.192) |
Other operating income | 23 | 458.830 | 38.748.565 |
Other operating expenses (-) | 23 | (142.511.798) | (8.705.751) |
Operating profit | 258.393.965 | 578.189.099 | |
Income from investing activities | 24 | 64.330.518 | 49.187.715 |
Expenses from investing activities (-) | 24 | (33.566) | (1.460.575) |
Share of investments income accounted for using the equity method | 3 | 3.098.299 | 2.624.202 |
Operating profit before financial expense | 325.789.216 | 628.540.441 | |
Financial income | 25 | 252.915.013 | 59.639.274 |
Financial expense (-) | 25 | (253.229.510) | (365.085.216) |
Profit/(loss) before tax | 325.474.719 | 323.094.499 | |
Tax income/(expense) | (24.274.744) | 38.398.197 | |
Deferred tax income/(expense) | 27 | (24.274.744) | 38.398.197 |
Net profit for the period | 301.199.975 | 361.492.696 | |
Income/(loss) per share EUR cents | 28 | 0,60 | 0,72 |
Other comprehensive income | |||
Items not to be reclassified to profit or loss Actuarial (losses) / gains on defined benefit plans | 26 | (510.668) | (1.345.261) |
Deferred tax effect Items to be reclassified to profit or loss Currency translation differences | 26 | 127.667 (1.680.324) | 336.315 (357.262) |
Gain on financial assets measured at fair value | (505.715) | 444.198 | |
Cash flow hedge | 26 | (28.904.624) | 311.114 |
Deferred tax effect | 26 | 7.352.585 | (188.829) |
Other comprehensive income / (expense) | (24.121.079) | (799.725) | |
Total comprehensive income / (expense) | 277.078.896 | 360.692.971 |
(Amounts are expressed in full Euros (EUR) unless otherwise stated.)
Other comprehensive income items not to be reclassified to profit or loss | Other comprehensive income items to be reclassified to profit or loss | Retained earnings | |||||||||
Paid in share capital | Share premiums on capital stock | Actuarial gains/(losses) on defined benefit plans | Currency translation differences | Hedge reserve | Gain on financial assets measured at fair value | Restricted profit reserves | Retained earnings | Net profit/(loss) for the year | Shareholders' equity | ||
As at 1 January 2024 | EUR | 60.544.134 | 194.089.305 | (3.254.102) | 8.808.787 | (3.990.862) | 1.483.652 | 4.047.406 | 626.643.772 | 789.940.474 | 1.678.312.566 |
Transfers | EUR | 169.493.817 | (169.493.817) | - | - | - | - | - | 789.940.474 | (789.940.474) | - |
Net profit/(loss) for the period | EUR | - | - | - | - | - | - | - | - | 361.492.696 | 361.492.696 |
Other comprehensive income / (expense) | EUR | - | - | (1.008.946) | (357.262) | 233.335 | 333.148 | - | - | - | (799.725) |
As at 31 December 2024 | EUR | 230.037.951 | 24.595.488 | (4.263.048) | 8.451.525 | (3.757.527) | 1.816.800 | 4.047.406 | 1.416.584.246 | 361.492.696 | 2.039.005.537 |
As at 1 January 2025 | EUR | 230.037.951 | 24.595.488 | (4.263.048) | 8.451.525 | (3.757.527) | 1.816.800 | 4.047.406 | 1.416.584.246 | 361.492.696 | 2.039.005.537 |
Transfers | EUR | - | - | - | - | - | - | - | 361.492.696 | (361.492.696) | - |
Net profit/(loss) for the period | EUR | - | - | - | - | - | - | - | - | 301.199.975 | 301.199.975 |
Other comprehensive income / (expense) | EUR | - | - | (383.001) | (1.680.324) | (21.678.468) | (379.286) | - | - | - | (24.121.079) |
As at 31 December 2025 | EUR | 230.037.951 | 24.595.488 | (4.646.049) | 6.771.201 | (25.435.995) | 1.437.514 | 4.047.406 | 1.778.076.942 | 301.199.975 | 2.316.084.433 |
(*) Within the registered capital ceiling of EUR 230.037.951, the Company's issued capital amounting to EUR 60.544.134 was increased by EUR 169.493.817 to EUR 230.037.951, all of which was covered from the amounts in the " Share Premiums on Capital Stock" account, and capital increase was registered with the Trade Registry on May 30, 2024.
The accompanying notes form an integral part of these consolidated financial statements.
Current Period 1 January- | Prior Period 1 January- | ||
Notes | 31 December 2025 | 31 December 2024 | |
A. CASH FLOWS FROM OPERATING ACTIVITIES | |||
Income/(loss) for the period | 301.199.975 | 361.492.696 | |
Adjustments to reconcile the income/(loss) | |||
Depreciation and amortization | 10-11-12 | 425.163.725 | 338.692.016 |
Adjustments related with impairments | (1.584.044) | 1.264.353 | |
Provision for doubtful receivable | 6 | (84.941) | (193.900) |
Adjustments related with financial investment impairments | 24 | (1.499.103) | 1.458.253 |
Adjustments related with provisions | 61.109.965 | 62.827.031 | |
Provision for employee benefits | 17 | 57.816.418 | 62.129.094 |
Legal provision | 15 | 3.293.547 | 697.937 |
Interest and commission income | 24-25 | 130.324.825 | 179.759.157 |
Adjustments related with fair value expense (income) | (152.555) | (668.652) | |
Adjustments related with fair value expense (income) of financial assets | (152.555) | (668.652) | |
Gain on equity investments accounted for using the equity method | 3 | (3.098.299) | (2.624.202) |
Current tax (income)/expense | 27 | 24.274.744 | (38.398.197) |
Adjustments for (income)/expense caused by sale or changes in share of joint ventures | (1.138.222) | (1.757.357) | |
Other provisions related with investing or financing activities | 24-25-33 | (4.133.587) | (10.535.925) |
Changes in working capital | |||
Increase in trade receivables | 677.586 | (22.039.570) | |
Increase in other receivables, prepayments and other assets | (122.670.671) | (130.513.407) | |
Increase in inventories | (4.352.877) | (8.509.925) | |
Increase in trade payables | 72.287.715 | 15.826.134 | |
Increase in deferred income, other payables and other current liabilities | (40.477.600) | 93.399.816 | |
Net cash generated from operating activities | 837.430.680 | 838.213.968 | |
Payment for the employee benefits provisions | 17 | (68.837.596) | (28.393.246) |
Payment for other provisions | 15 | (1.661.412) | (22.843) |
766.931.672 | 809.797.879 | ||
B. CASH FLOWS FROM INVESTING ACTIVITIES | |||
Net cash changes from acquisition and sale of debt instruments of other entities | (69.329.780) | (48.917.253) | |
Net cash changes from purchase and sale of property, equipment and intangible assets | (46.240.799) | 69.088.390 | |
Interest received from financial investment | 52.834.936 | 40.376.369 | |
Changes in cash advances and payables | (270.225.134) | (109.660.781) | |
Other cash changes (*) | (23.902.613) | 258.320.898 | |
(356.863.390) | 209.207.623 | ||
C. CASH FLOWS FROM FINANCING ACTIVITIES | |||
Increase in borrowings | 506.670.701 | 761.466.720 | |
Repayment of borrowings | (338.331.116) | (535.551.831) | |
Repayment of principal in lease liabilities | (401.775.554) | (355.958.171) | |
Interest and commission paid | (247.869.475) | (259.557.392) | |
Interest received | 65.892.090 | 53.805.327 | |
(415.413.354) | (335.795.347) | ||
NET DECREASE IN CASH AND CASH EQUIVALENTS | |||
BEFORE TRANSLATION EFFECT (A+B+C) | (5.345.072) | 683.210.155 | |
D. TRANSLATION DIFFERENCES EFFECT ON CASH AND CASH EQUIVALENTS | (166.575.383) | 82.172.877 | |
NET (DECREASE) / INCREASE IN CASH AND CASH EQUIVALENTS (A+B+C+D) | (171.920.455) | 765.383.032 | |
E. CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | |||
AT THE BEGINNING OF THE PERIOD | 35 | 1.258.979.406 | 493.596.374 |
AT THE END OF THE PERIOD (A+B+C+D+E) | 35 | 1.087.058.951 | 1.258.979.406 |
(*) The change in time deposits with a maturity of more than three months, classified as financial investments, has been presented.
EUR 766.132.235 of tangible and intangible assets additions in total of EUR 503.070.403 was financed through leases for the year ended 31 December 2025 (31 December 2024: EUR 1.337.946.977 of tangible and intangible assets additions in total of EUR 979.596.709 was financed through leases).
The accompanying notes form an integral part of these consolidated financial statements.
NOTE 1 - ORGANIZATION AND OPERATIONS OF THE GROUPPegasus Hava Taşımacılığı A.Ş. (the "Company" or "Pegasus") and its subsidiaries (together "the Group") is a low cost airline company. The Group operates under a low cost business model and employs low cost airline business practices which focus on providing affordable, reliable and simple service. Group management focuses on providing high-frequency services on short- and medium-haul, point-to-point routes on its domestic and international transit network primarily from its main hub, Sabiha Gökçen Airport in İstanbul. The Group also operates scheduled flights from four other domestic hubs in Ankara, Adana, Antalya and İzmir. The Group operates with 127 aircraft (31 December 2024: 118 aircraft including 6 owned, all of them leased, 90 of which have purchase option) including 4 owned, 99 of which have purchase option and 24 leased as of 31 December 2025.
The Group offers a number of services ancillary to the core air passenger services and generates revenue through the provision of these services. These ancillary services include, but not limited to, revenue related to in-flight sale of beverages and food, excess baggage fees, reservation change and cancellation fees, airport check-in fees and seat selection fees.
The Group also provides cargo services and provides various training services. These training services include crew training, type rating training (i.e., training to fly a certain aircraft type), dangerous goods training and crew resource management (CRM) training.
The shareholders and ownership of the Company as of 31 December 2025 and 31 December 2024 are as follows:
31 December 2025 | 31 December 2024 | |
Esas Holding A.Ş. ("Esas Holding") | 52,81% | 52,81% |
Publicly held | 45,37% | 45,37% |
Sabancı Family Members | 1,82% | 1,82% |
Total | 100,00% | 100,00% |
Shares of the Company have been started to be traded in İstanbul Stock Exchange since 26 April 2013,
after the book building between the dates of 18-19 April 2013.
The Group's total number of full time employees as of 31 December 2025 is 9.260 (31 December 2024: 8.459). The address of its principal office is Aeropark Yenişehir Mah. Osmanlı Bulvarı No: 11/A Kurtkoy-Pendik İstanbul.
SubsidiariesPegasus Havacılık Teknolojileri ve Ticaret A.Ş.
The Group established Pegasus Havacılık Teknolojileri ve Ticaret A.Ş. ("PHT") in Istanbul on 13 May 2016, to manage simulator technical support and maintenance operations. The Group holds 100% ownership of PHT's outstanding shares and consolidates it as a subsidiary on a line-by-line basis.
Pegasus Airlines Innovation Lab, Inc.
Pegasus Airlines Innovation Lab, Inc. ("PIL"), is incorporated in the State of Delaware, U.S.A., effective as of 28 December 2023, to undertake operations primarily in the Silicon Valley. Notifications regarding incorporation are completed with a capital amount of USD 150.000 as of 2 January 2024. The Group holds 100% ownership of PILs outstanding shares and consolidates it as a subsidiary on a line-by-line basis.
Pegasus Airlines Ventures LP
Pegasus Airlines Ventures LP ("PAV"), in which the Group holds a 100% ownership stake, was incorporated in the United States as of August 20, 2025, to evaluate investment opportunities in innovative technology and software solution ventures focused on the practical application of artificial intelligence in air transportation, with a capital amount of USD 1.000.000.
NOTE 1 - ORGANIZATION AND OPERATIONS OF THE GROUP Subsidiaries (cont'd)Pegasus Europe B.V.
The Group has completed the incorporation process of a new subsidiary in the Netherlands in order to carry out the acquisition of shares in Smartwings Group, as disclosed in the material event dated December 8, 2025. The establishment procedures of its wholly owned subsidiary, Pegasus Europe, ("PEU") were completed as of December 10, 2025, and the registration procedures were finalized as of December 11, 2025.
Joint VenturesPegasus Uçuş Eğitim Merkezi A.Ş.
The Group incorporated Pegasus Uçuş Eğitim Merkezi A.Ş. ("PUEM") in October 2010 in Turkiye, a joint venture flight training company, with SIM Industries B.V., a Dutch simulator manufacturing and marketing company.
The liquidation process of PUEM, in which the Company held a 49.40% stake, was completed and the entity was deregistered from the trade registry as of February 27, 2025.
Hitit Bilgisayar Hizmetleri A.Ş.
Hitit Bilgisayar Hizmetleri A.Ş. ("Hitit Bilgisayar") was established in 1994, and as of 31 December 2014 it was merged with its related company Hitit Yazılım A.Ş. The scope of operations of the entity is to develop software solutions for airlines and travel agencies as well as airports, and be engaged with the activities concerning service of the foregoing operations, services and sales thereof.
The Group owns 36,20% of the outstanding shares of Hitit Bilgisayar and disclose as joint venture under investments accounted for using the equity method in the financial statements.
Approval of Consolidated Financial StatementsThe consolidated financial statements of the Company and its subsidiaries for the year ended 31 December 2025 were authorised for issue in accordance with a resolution of the Board of Directors on 4 March 2026.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS- Basis of Presentation Financial reporting standards
The consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments that are measured at fair values. The accompanying consolidated financial statements are based on the statutory records, with adjustments and reclassifications for the purpose of fair presentation in accordance with IFRS.
The consolidated financial statements have been prepared on a going concern basis, assuming that the Group will continue to utilize its assets effectively and meet its obligations in the normal course of business operations.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd)-
Basis of Presentation (cont'd) Functional and Presentation Currency
Although there is no prominent currency affecting revenue and cost of sales, the Company's functional currency is determined as Euro because; significant portion of scheduled flight revenues, which represents the Company's primary operations, is generated from European flights, Euro represents a significant component of the financial liabilities of the Company and management reports and budget enabling the Company's management to make executive decisions are prepared in Euro. The functional currency of the Company, its subsidiary and associates, other than Hitit Bilgisayar, PIL and PAV, is Euro. Hitit Bilgisayar's, PIL's and PAV's functional currency is US Dollars.
For the companies in Turkiye that maintain financial records in TL, currency translation from TL to the functional currency Euro is made under the framework described below:
Monetary assets and liabilities have been converted to the functional currency with the Central Bank of Turkish Republic (CBRT) foreign exchange rate.
Non-monetary items have been converted into the functional currency at the exchange rates prevailing at the transaction date.
Profit or loss accounts have been converted into the functional currency using the exchange rates at the transaction date, except for depreciation expenses.
The capital is followed according to historical costs.
The translation differences resulting from the above mentioned conversions are recognized under financial income / expenses in the statement of profit or loss.
Financial Reporting in Hyperinflationary EconomiesIn accordance with the POA's announcement dated 23 November 2023, companies applying International Financial Reporting Standards are required to present their financial statements for the annual reporting periods ending on or after 31 December 2023, adjusted for the effects of inflation in accordance with the relevant accounting principles in International Accounting Standard 29 "Financial Reporting in Hyperinflationary Economies" (IAS 29). Since the Company's functional currency is Euro as of the reporting date, there is no need to make any adjustments within the scope of IAS 29 in its financial statements to be prepared in accordance with IFRS. However, the financial statements as of 31 December 2024 are prepared in accordance with the Tax Law and have been subject to inflation correction in accordance with the legislation. As of 31 December 2025, inflation accounting has not been applied.
Comparative Information and Reclassification of Prior Period Financial StatementsConsolidated financial statements of Group are prepared in comparison to prior period in order to identify financial position and performance trends. In order to maintain consistency with current period consolidated financial statements, comparative information is reclassified and significant changes are disclosed if necessary. In the current period, the Group has made several reclassifications in the prior period consolidated financial statements in order to maintain consistency with current year consolidated financial statements. There is no effect of these reclassifications in the prior period equity and statement of profit or loss. The nature, amount and reasons for each of the reclassifications are described below:
In the statement of financial position as of 31 December 2024, the amount of EUR 4.267.977presented under long-term other receivables related to pilot training receivables has been reclassified to short-term other receivables related to pilot training receivables.
In the statement of financial position as of 31 December 2024, the amount of EUR 7.025.009 carried under long-term other receivables as maintenance reserve prepayments has been offset against maintenance reserve provisions under long-term liabilities.
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Basis of Presentation (cont'd)
Comparative Information and Reclassification of Prior Period Financial Statements (cont'd)
In the statement of financial position as of 31 December 2024, the amount of EUR 23.849.031 presented under other long-term provisions related to maintenance reserve provisions has been reclassified to maintenance reserve provisions under other short-term provisions.
In the statement of financial position as of 31 December 2024, the amount of EUR 47.313.587 presented under long-term prepaid expenses related to prepaid engine maintenance expenses has been reclassified to long-term maintenance reserve prepayments.
In the statement of profit or loss and other comprehensive income as of 31 December 2024, the amount of EUR 19.318.955 presented under personnel expenses within general administrative expenses and EUR 2.341.572 presented under personnel expenses within marketing expenses has been reclassified and presented under personnel expenses within cost of sales.
In the statement of cash flows as of 31 December 2024, the amount of EUR 90.481.115 presented under cash flows from operating activities has been reclassified and presented under translation differences effect on cash and cash equivalents.
The following table illustrates the consolidated subsidiaries and the Group's ownership percentage in these subsidiaries as of 31 December 2025 and 31 December 2024:
Ownership rate Country of registration and
Name of the company Principal activity 31 December 2025 31 December 2024 operation
Pegasus Havacılık
Teknolojileri ve
Simulator technical support and
Ticaret A.Ş. | maintenance | 100% | 100% | Turkiye |
Pegasus Airlines Innovation Lab, Inc. | Technology - R&D | 100% | 100% | USA |
Pegasus Airlines Ventures LP | Technology Investment Management | 100% | - | USA |
Pegasus Europe B.V. | Acquisition and Management of Foreign Equity Investments | 100% | - | Netherlands |
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:
Has power over the investee;
Is exposed to variable returns from its involvement with the investee or has rights to such returns; and
Has the ability to use its power to affect its returns.
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.
When the Company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are sufficient to give it power, including:
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd)-
Basis of Presentation (cont'd) Basis of Consolidation (cont'd)
The size of the Company's holding of voting rights relative to the size and dispersion of holdings of
the other voting shareholders;
Potential voting rights held by the Company, other vote holders or other parties;
Rights arising from other contractual arrangements; and
Any additional facts and circumstances that indicate whether the Company currently has the ability to direct the relevant activities at the time decisions need to be made will be considered. This includes analyzing voting patterns at previous shareholders' meetings.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year, are included in the consolidated statement of profit or loss and other comprehensive income from the date the Company gains control until the date when the Company no longer controls the subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the Group's accounting policies. All intercompany assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.
Changes in the Group's Ownership Interests in Existing Subsidiaries
Changes in the Group's ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to owners of the Company.
When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable IFRSs). The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition for subsequent accounting under IFRS 9 Financial Instruments, when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS-
Basis of Presentation (cont'd) Joint Ventures
The following table illustrates the affiliates and joint ventures then indicates the Group's ownership percentage in these joint ventures as of 31 December 2025, 31 December 2024:
Ownership rate Country of
Name of the company
Pegasus Uçuş Eğitim
Principal
activity 31 December 2025 31 December 2024
Simulator
Ownership type
Joint
registration and operation
Merkezi A.Ş. ("PUEM") (*)
Hitit Bilgisayar Hizmetleri
A.Ş. ("Hitit Bilgisayar")
training - 49,40%
Information system
solutions 36,20% 36,82%
venture Turkiye
Joint
venture Turkiye
(*) The liquidation process of PUEM, in which the Company held a 49.40% stake, was completed and the entity was deregistered from the trade registry as of February 27, 2025.
The results and assets and liabilities of joint ventures are incorporated in these consolidated financial statements using the equity method of accounting. At first, investments in joint ventures are recorded on the consolidated financial statements at their initial cost under the equity method. Subsequently, adjustments are made to reflect the Group's portion of the joint venture's profit or loss and other comprehensive income. When the Group's share of losses of joint venture exceeds the Group's interest in that joint venture (which includes any long-term interests that, in substance, form part of the Group's net investment in the joint venture), the Group discontinues recognizing its share of further losses. Additional losses are recognized only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the joint venture.
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Changes in Accounting Estimates
Changes in accounting estimates are applied prospectively. If the change is effective for a specific period, it impacts only that period. If they relates to future periods, they are recognized prospectively both in the current period and in the future period. Significant errors identified by the Group in the accounting estimates are applied retrospectively and prior period financial statements are restated. The Group has not made any changes in accounting estimates in the current reporting period.
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New and Amended Turkish Financial Reporting Standards
Amendments that are mandatorily effective from 2025
Amendments to IAS 21 Lack of ExchangeabilityThe amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. Amendments are effective from annual reporting periods beginning on or after 1 January 2025.
The Group evaluates the effects of these standards, amendments and improvements on the consolidated financial statements. The Group is in the process of assessing the impact of the amendments on financial position or performance of the Group.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS- New and Amended Turkish Financial Reporting Standards (cont'd)
New and revised IFRSs in issue but not yet effective
The Group has not yet adopted the following standards and amendments and interpretations to the existing standards:
IFRS 18 Presentation and Disclosures in Financial Statements
IFRS 19 Subsidiaries without Public Accountability: Disclosures
Amendments to IFRS 9 and IFRS 7 Amendments IFRS 9 and IFRS 7 regarding the
classification and measurement of financial instruments
Amendments to IFRS 9 and IFRS 7 Regarding power purchase arrangements
Annual Improvements Annual Improvements to IFRS Accounting Standards -Volume 11
Amendments to IFRS 19 Subsidiaries without Public Accountability: Disclosures
Amendments to IAS 21 Translation to a Hyperinflationary Presentation Currency
Amendments to IFRS S2 Greenhouse Gas Emissions Disclosures
IFRS 18 Presentation and Disclosures in Financial StatementsIFRS 18 includes requirements for all entities applying IFRS for the presentation and disclosure of information in financial statements. This standard is effective from annual reporting periods beginning on or after 1 January 2027.
IFRS 19 Subsidiaries without Public Accountability: DisclosuresIFRS 19 specifies the disclosure requirements an eligible subsidiary is permitted to apply instead of the disclosure requirements in other IFRS Accounting Standards. This standard is effective from annual reporting periods beginning on or after 1 January 2027.
Amendments to IFRS 9 and IFRS 7 Classification and Measurement of Financial InstrumentsThe amendments address matters identified during the post-implementation review of the classification and measurement requirements of IFRS 9 Financial Instruments. Amendments are effective from annual reporting periods beginning on or after 1 January 2026.
Amendments to IFRS 9 and IFRS 7 Power Purchase ArrangementsThe amendments aim at enabling entities to include information in their financial statements that in the IASB's view more faithfully represents contracts referencing nature-dependent electricity. Amendments are effective from annual reporting periods beginning on or after 1 January 2026.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd)-
New and Amended Turkish Financial Reporting Standards (cont'd)
b) New and revised IFRSs in issue but not yet effective (cont'd)
Annual Improvements to IFRSs - Volume 11The pronouncement comprises the following amendments:
IFRS 1: Hedge accounting by a first-time adopter
IFRS 7: Gain or loss on derecognition
IFRS 7: Disclosure of deferred difference between fair value and transaction price
IFRS 7: Introduction and credit risk disclosures
IFRS 9: Lessee derecognition of lease liabilities
IFRS 9: Transaction price
IFRS 10: Determination of a 'de facto agent'
IAS 7: Cost method
Amendments are effective from annual reporting periods beginning on or after 1 January 2026.
Amendments to IFRS 19 Subsidiaries without Public Accountability: DisclosuresThe amendments cover new or amended Turkish Financial Reporting Standards that were not considered when IFRS 19 was first issued. Amendments are effective from annual reporting periods beginning on or after 1 January 2027.
The Group evaluates the effects of these standards, amendments and improvements on the consolidated financial statements.
Amendments to IAS 21 Translation to a Hyperinflationary Presentation CurrencyThe amendments clarify how companies should translate financial statements from a non-hyperinflationary currency into a hyperinflationary one. Amendments are effective from annual reporting periods beginning on or after 1 January 2027.
Amendments to IFRS S2 Greenhouse Gas Emissions DisclosuresThe amendments to IFRS S2 aim at supporting entities applying IFRS S2 by reducing the complexity, risk of potential duplication of reporting and related costs of applying specific requirements in IFRS S2. Amendments are effective from annual reporting periods beginning on or after 1 January 2027.
The Grup evaluates the effects of these standards, amendments and improvements on the consolidated financial statements.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd)
- Summary of Significant Accounting Policies Related Parties
Related parties comprise of any person or entity related to the entity preparing the financial statements
(reporting entity).
Any individual or any one of the close family members of such individual are considered as being related with the reporting entity: In the event the subject matter individual,
is in possession of control or joint control over the reporting entity,
is entitled to a crucial influence on the reporting entity,
is a member of the key management staff of the reporting entity or one of the major shareholders of the reporting entity.
In the event any of the following circumstances is present in existence, the entity is considered to be in relation with the reporting entity:
If the entity and the reporting entity are members of the same group (in other words, each major partnership, associated partnership and other associated partnership is related to the others).
If the entity is an affiliate or business partnership of the other entity (or a member of the group that such other entity is also a member of).
If both entities are business partnerships of the same third party.
If one of the entities is a business partnership of any third entity and the other entity is an affiliate of the subject matter third entity.
If there are benefit plans for the post-retirement stage with respect to the employees of the entity, reporting entity or any other entity related to the reporting entity. In the event the reporting entity is itself in possession of such a plan, the sponsoring employers are likewise related to the reporting entity.
If the entity is controlled by any individual identified under article (a) or under joint control.
If any individual identified under item (i) of article (a) is in possession of a substantial influence on the entity or is a member of the key management personnel of the subject matter entity (or of the major shareholder of any such entity).
Consists of the transfer of sources, services or obligations between the related party and any party related to the reporting entity of the transaction performed, regardless of whether the same is in consideration for a charge or otherwise.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd)-
Summary of Significant Accounting Policies (cont'd) Revenue from Contracts with Customers
The Group generates its revenues from international and domestic flight operations. Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts and sales related taxes. These revenues are recognized as follows:
Scheduled and charter flight revenues are recorded as revenue when the transportation service is provided. Tickets sold but not yet used are recorded as passenger flight liabilities. Passenger flight liability is followed in the balance sheet under the liabilities arising from customer contracts until the flight occurs.
Cargo services and training services are recognized when services are provided.
Ancillary revenue is recognized as revenue when the service is provided.
The passenger service fee is a non-refundable fee added to the ticket price in order to perform the sales service. Since the passenger service fee is not considered as a performance obligation different from the transportation service, it is recorded as income when the transportation service is performed.
The Group has evaluated itself as a surrogate in terms of the airport tax paid to the relevant state institutions and collected from the passengers at the ticket price and has not included the taxes in the revenue amount. The most important factor in this evaluation is the fact that the addressee of the tax is not the Company but the passenger.
If the Group expects, at contract inception, that the period between when the Group transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less, the promised amount of consideration for the effects of a significant financing component is not adjusted. On the other hand, when the contract effectively constitutes a financing component, the fair value of the consideration is determined by discounting all future receipts using an imputed rate of interest. The difference between the fair value and the nominal amount of the consideration is recognised on an accrual basis as other operating income.
The Group also receives interest income, which is accrued on a time basis by reference to the principal outstanding and at the effective interest rate applicable.
Group recognises revenue based on the following five principles in accordance with the IFRS 15,
"Revenue from Contracts with Customers Standard"; effective from 1 January 2019:
Identification of customer contracts
Identification of performance obligations
Determination of the transaction price in the contracts
Allocation of transaction price to the performance obligations
Recognition of revenue when the performance obligations are satisfied
Group evaluates each contracted obligation separately and respective obligations, committed to deliver the distinct goods or perform services, are determined as separate performance obligations. Group determines at contract inception whether the performance obligation is satisfied over time or at a point in time.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) - Summary of Significant Accounting Policies (cont'd) Revenue from Contracts with Customers (cont'd)
Group determines at contract inception whether the performance obligation is satisfied over time or at a point in time. When the Group transfers control of a good or service over time, and therefore satisfies a performance obligation over time, then the revenue is recognised over time by measuring the progress towards complete satisfaction of that performance obligation. When a performance obligation is satisfied by transferring promised goods or services to a customer, the Group recognises the revenue as the amount of the transaction price that is allocated to that performance obligation. The goods or services are transferred when the control of the goods or services is delivered to the customers.
Pegasus Card and Pegasus Plus Loyalty ProgramPegasus Bolbol is the loyalty program of Pegasus. The members of Pegasus Bolbol program earn and accumulate flight points for both ticket and non-ticket purchases each time they use their Pegasus Bolbol membership. If the points are earned by ticket purchases, the flight points are provided by Pegasus and recognized as a separately identifiable component of the sales transaction and measured at fair value. They are recorded as "flight liability from flight points" initially and recognized as revenue when the flight points are used. The value of flight points changes according to the ticket price during use and their fair value is adjusted according to the statistic during the current year.
If the points are earned through non-ticket purchases, the program partner funds the cost of the points through a payment to the Group. The Group defers this revenue, which it records as "flight liability from flight points" and recognizes the revenue when the points are used by the customer. Award points are valid for at least two years and expire at the last day of the second calendar year. Unused points are recognized as income based on historic usage.
InventoriesInventory cost is calculated using the weighted average cost method. Inventories are composed of consumables, spare parts, catering stocks and other stocks and they are valued at the lower of cost or net realizable value. Spare parts are composed of large number of minor items of property, plant and equipment. For practical reasons, smaller items that are not significant are not recorded individually in the property, plant, and equipment register but are instead included in inventories.
Tangible AssetsTangible assets are carried at historical costs less accumulated depreciation and any accumulated impairment losses.
Depreciation is recognised over their estimated useful lives, less their residual values 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.
The Group allocates the cost of an acquired aircraft to its service potential reflecting the maintenance condition of its engines and airframe. This cost, which can equate to a substantial element of the total aircraft cost, is depreciated over the shorter of the period to the next maintenance check or the remaining life of the aircraft. The costs of subsequent major airframe and engine maintenance checks are capitalised and depreciated over the shorter of the period to the next check or the remaining life of the aircraft.
All significant components and repairable spare parts are accounted separately and depreciated over their respective estimated useful lives.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Tangible Assets (cont'd)Leased assets are depreciated over their expected useful lives on the same basis as owned assets.
An item of property, plant, and equipment is derecognized upon disposal or when no future economic benefits are expected from its continued use. Any gain or loss arising from the disposal or retirement of a tangible asset is determined as the difference between the sales proceeds and the carrying amount of the asset. This gain or loss is recognized in the profit or loss statement.
Intangible AssetsIntangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortization and any accumulated impairment losses. Amortization is recognized on a straight-line basis over their estimated useful lives. The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses.
Acquired trademark, brands and licenses are shown at historical cost. Trademarks, brands and licenses have a finite useful life and are carried at cost less accumulated amortization. Amortization is calculated using the straight-line method to allocate the cost of trademarks and licenses over their estimated useful lives. The acquired software has a 5 year useful life.
Provisions, Contingent Assets and Contingent LiabilitiesProvisions are recognized when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised 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 recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
Impairment of Non-financial AssetsAt the end of each reporting period, the Group reviews the carrying amounts of its aircraft to determine whether there is any indication that those assets have suffered an impairment loss. If such an indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest level for which separately identifiable cash flows exist (cash-generating units). At the end of each reporting period, non-financial assets are reviewed for possible impairment reversals.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Impairment of Non-financial Assets (cont'd)The fleet has been determined as the lowest level cash generating unit and analysed for impairment accordingly. The aircraft fleet includes both right-of-use assets under lease agreements and aircraft, components, spare engines and other parts within the tangible asset account group. For determination of recoverable amounts the higher value between value in use and sale expenses deducted net selling prices in US Dollars is used. Net selling price for the aircraft is determined according to second hand prices in international price guides.
Borrowing CostsBorrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization. There are no qualifying assets during the years ended 31 December 2025 and 31 December 2024. Therefore, no borrowing costs were capitalized during the years ended 31 December 2025 and 31 December 2024. All borrowing costs are recognized in the statement of profit or loss in the period in which they are incurred.
Maintenance and Repair Costs and Maintenance Reserve Contribution ReceivablesAlthough, finance lease and operating lease definitions are removed with IFRS 16 for the lessees, the Group continues to use these definitions because they represent different risk categories. In line with the definitions introduced by IFRS 16 for the lessors; a lease agreement is defined as a financial lease, if the lease significantly transfers all risks and returns arising from the ownership of the underlying asset; otherwise, it is defined as an operating lease. However, this distinction does not affect the accounting for the relevant lease agreements. All lease agreements are accounted for in accordance with IFRS 16.
The accounting for the cost of providing major airframe and certain engine maintenance checks for owned aircraft and aircraft that is leased with purchase option (financial leases) described in the accounting policy for tangible assets.
For leased aircraft where there is no purchase option (operating leases), the Group pays monthly supplemental amount called "Maintenance Reserve Contribution" to operating lease companies with respect to heavy maintenance expenditures. This reserve contribution is calculated based on the actual flight hours or the actual number of landings of the aircraft. These reserve payments are recognised on a monthly basis in the statement of financial position, netted from the maintenance provisions recorded in accordance with IFRS 16, during the lease term. However, when the Group incurs such heavy maintenance expenditures on behalf of the operating lease company, it claims these costs back and recognise an agreed maintenance reserve contribution receivable until it is collected. All other maintenance and repair costs are expensed as incurred.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Right of Use AssetsThe Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use asssets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. As of the leasing start date, redelivery maintenance provisions of the aircraft are considered as an indispensable obligation within the scope of the contract, and the estimated provisions are included in the discounted cost and the right of use assets.
Right-of-use assets are subject to impairment.
Lease LiabilitiesAt the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognised as expense in the period on which the event or condition that triggers the payment occurs.
When calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the lease liabilities are increased to reflect the accretion of interest and reduced for the lease payments made. Additionally, the carrying amount of lease liabilities is remeasured in case of modification, changes in the lease term, changes in in-substance fixed lease payments, or changes in the assessment to purchase the underlying asset.
Short-Term Leases and Leases of Low-Value AssetsThe Group applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the low-value assets lease recognition exemption to leases of office equipment that are considered low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.
Taxation and Deferred Income TaxesTurkish Tax Legislation does not permit a parent company and its subsidiary to file a consolidated tax return. Therefore, provisions for taxes, as reflected in the accompanying consolidated financial statements, have been calculated on a separate-entity basis.
Income tax expense represents the sum of the tax currently payable and deferred tax.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Taxation and Deferred Income Taxes (cont'd)Current Tax
The current tax payable is based on taxable profit for the year. Taxable profit differs from profit before tax as reported in the statement of profit or loss because of items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
Deferred Tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases which are used in the computation of taxable profit. Deferred tax assets are recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the balance sheet date.
The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
Current and Deferred Tax for the Period
Taxes are recognised as an expense or income in profit or loss, except when they related to transactions that are recognised in equity. Otherwise, taxes are also recognized in equity with other related transactions.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Government GrantsGovernment grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received. Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. As a financing instrument, government grants, rather than to be recognized in profit or loss to offset the expenses they are financing, are to be recognized in the balance sheet as deferred income and be recognized in profit or loss on a systematic basis over the economical life of the related assets. Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable. The benefit of a government loan at a below-market rate of interest is treated as a government grant, measured as the difference between proceeds received and the fair value of the loan based on prevailing market interest rates.
Investment Incentives
The Turkish Government has an Investment Incentive Program which became effective upon the issuance of the Council of Ministers' resolution "Government Assistance for Investments" No:2009/15199 ("Incentive Program") on 14 July 2009.
The Incentive Program aims to provide support to companies which make investments by providing a credit against taxable income related to those investments. The amount of credit is determined based on a "contribution rate" in the Incentive Program. An entity must obtain an investment certificate related to the associated incentives.
The Group obtained incentive certificates from the Undersecretariat of Treasury for 105 aircraft. According to the incentive certificate of 12 aircraft, the Company will use 15% of the purchase value of the aircraft as the contribution rate which is the maximum amount that could be deducted against taxable income that is attributable to the operation of aircraft. The deduction will be performed by the application of 50% of the effective tax rate for the (i.e. use of 12,5% instead of 25%) taxable income attributable to the operation of these aircraft. According to the incentive certificate of 93 aircraft, the Company will use 50% of the purchase value of the aircraft as the contribution rate which is the maximum amount that could be deducted against taxable income that is attributable to the operation of aircraft. The deduction will be performed by the application of 90% of the effective tax rate for the (i.e. use of 2,5% instead of 25%) taxable income attributable to the operation of these aircraft. The Group has reflected the amount related to the above-mentioned "contribution amount" in the financial statements due to the formation of a Corporate Tax base in the foreseeable five-year period as of December 31, 2025 (Note 13).
Employee BenefitsDefined Benefits
Under Turkish law and union agreements, lump sum payments are made to employees retiring or involuntarily leaving the Group. Such payments are considered as being part of defined retirement benefit plan as per International Accounting Standard No. 19 (revised) "Employee Benefits" ("IAS 19").
The retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefit obligation. The calculated actuarial gains and losses are accounted under the other comprehensive income when material.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Employee Benefits (cont'd)Employee Bonus Plan
The Group recognizes a liability and an expense for employee bonus, based on current year performance. The Group recognizes a provision where contractually obliged or where there is a past practice that has created a constructive obligation.
Foreign Currency TransactionsThe individual financial statements of each Group entity are presented in the currency of the primary economic environment in which the entity operates (its functional currency).
Based on the nature of the Group's business, there are various transactions entered into that are in currencies other than the functional currency. In preparing the financial statements of the individual entities, transactions in currencies other than the functional currency (foreign currencies) are recorded at the rates of exchange prevailing on the dates of the transactions.
At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences are recognized either as finance income or finance costs in the period in which they arise.
Financial AssetsRecognition and Measurement
Group classifies its financial assets in three categories of financial assets measured at amortized cost, financial assets measured at fair value through other comprehensive income and financial assets measured at fair value through profit or loss. The classification of financial assets is determined considering the entity's business model for managing the financial assets and the contractual cash flow characteristics of the financial assets. The appropriate classification of financial assets is determined at the time of the purchase. The Group determines the classification of its financial assets at the time of purchase.
"Financial assets measured at amortized cost", are non-derivative assets that are held within a business model whose objective is to hold assets in order to collect contractual cash flows and the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Group's financial assets measured at amortized cost comprise "cash and cash equivalents", "trade receivables" and "financial investments". Financial assets carried at amortized cost are measured at their fair value at initial recognition and by effective interest rate method at subsequent measurements. Gains and losses on valuation of non-derivative financial assets measured at amortized cost are accounted for under the consolidated statement of income.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Financial Assets (cont'd)Recognition and Measurement (cont'd)
"Financial assets measured at fair value through other comprehensive income", are non-derivative assets that are held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Gains or losses on a financial asset measured at fair value through other comprehensive income is recognized in other comprehensive income, except for impairment gains or losses and foreign exchange gains and losses until the financial asset is derecognized or reclassified.
The valuation differences classified under other comprehensive income are recognized in retained earnings upon derecognition of financial assets.
At initial recognition, the Group may make an irrevocable election for particular investments in equity instruments, which would otherwise be measured at fair value through profit or loss, to present subsequent changes in fair value in other comprehensive income. In such cases, dividends from those investments are accounted for in the consolidated statement of income.
"Financial assets measured at fair value through profit or loss", are assets that are not measured at amortized cost or at fair value through other comprehensive income. Gains and losses on valuation of these financial assets are accounted for under the consolidated statement of income.
Derecognition
The Group derecognized a financial asset when the contractual rights to the cash flows from the asset expired, or it transferred the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of ownership of the financial asset were transferred. Any interest in such transferred financial assets that was created or retained by the Group was recognized as a separate asset or liability.
Impairment
Impairment of the financial and contractual assets measured by using "Expected credit loss model"
(ECL). The impairment model applies for amortized financial and contractual assets.
Provision for loss measured as below ;
12- Month ECL: results from default events that are possible within 12 months after reporting date. Lifetime ECL: results from all possible default events over the expected life of financial instrument.
Lifetime ECL measurement applies if the credit risk of a financial asset at the reporting date has increased significantly since 12 month ECL measurement if it has not.
The group may determine that the credit risk of a financial asset has not increased significantly if the asset has low credit risk at the reporting date. However, lifetime ECL measurement (simplified approach) always apply for trade receivables and contract assets without a significant financing.
NOTE 2 - BASIS OF PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS (cont'd) 2.4 Summary of Significant Accounting Policies (cont'd) Financial Assets (cont'd)Trade receivables
Trade receivables resulting from services provided directly to debtors are measured at amortized cost, using the effective interest rate method, short duration receivables with no stated interest rate are measured at the original invoice amount unless the effect of imputing interest is significant.
Group has preferred to apply "simplified approach" defined in IFRS 9 for the recognition of impairment losses on trade receivables, carried at amortised cost and that do not comprise of any significant finance component (those with maturity less than 12 months). In accordance with the simplified approach, Group measures the loss allowances regarding its trade receivables at an amount equal to "lifetime expected credit losses" except incurred credit losses in which trade receivables are already impaired for a specific reason.
If the amount of the impairment subsequently decreases due to an event occurring after the write-down, the release of the provision is credited to other operating income.
Unearned finance income/expense due to commercial transactions are accounted for under "Other Operating Income/Expenses" in the consolidated statement of income or loss.
Cash and Cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank deposits with original maturities of more than three months and shorter than 1 year are classified under short-term financial investments.
Financial LiabilitiesThe Group's financial liabilities and equity instruments are classified according to the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. The contract representing the right in the assets of the Group after deducting all debts of the Group which is an equity-based financial instrument. The accounting policies applied for certain financial liabilities and equity instruments are as follows.
Financial liabilities are classified as financial liabilities at fair value through profit or loss or other financial liabilities.
Other financial liabilities
Other financial liabilities are initially recognized at fair value as a net of transaction costs.
Other financial liabilities are subsequently measured at amortized cost using the effective interest method plus the interest expense recognized on an effective yield basis.
The effective interest method calculates the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate discounts the estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period.
In case of fulfilling the contractual obligations of other financial liabilities, cancelling the contract or expiring, the Group offsets this liability. The carrying amount of the off-balance sheet and the difference between the book value of the financial liability and the new financial liability arising are recognized in the statement of profit or loss.
