CONVENIENCE TRANSLATION INTO ENGLISH OF INDEPENDENT AUDITOR'S REVIEW REPORT ORIGINALLY ISSUED IN TURKISH REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL INFORMATION
To the General Assembly of Polisan Holding A.Ş.
Introduction
We have reviewed the accompanying consolidated statement of financial position of Polisan Holding A.Ş. (the "Company") and its subsidiaries (collectively referred to as the "Group") as at 30 June 2025 and the consolidated statements of profit or loss and other comprehensive income, consolidated changes in equity and consolidated cash flows for the six-month period then ended and summary of significant accounting policies and other explanatory notes. The management of the Group is responsible for the preparation and fair presentation of this consolidated interim financial information in accordance with Turkish Accounting Standard 34 ("TAS 34") "Interim Financial Reporting". Our responsibility is to express a conclusion on this consolidated interim financial information based on our review.
Scope of review
We conducted our review in accordance with the Standard on Review Engagements ("SRE") 2410, "Review of interim financial information performed by the independent auditor of the entity". A review of consolidated interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and the objective of which is to express an opinion on the consolidated financial statements. Consequently, a review on the consolidated interim financial information does not provide assurance that the audit firm will be aware of all significant matters which would have been identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to conclude that the accompanying consolidated interim financial information do not give a true and fair view of the financial position of Polisan Holding A.Ş. as at 30 June 2025, and its financial performance and cash flows for the six-month period then ended in accordance with TAS 34.
PwC Bağımsız Denetim ve
Serbest Muhasebeci Mali Müşavirlik A.Ş.
Beste Ortaç, SMMM
Independent Auditor Istanbul, 14 August 2025
PwC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.
Kılıçali Paşa Mah. Meclis-i Mebusan Cad. No:8 İç Kapı No:301 Beyoğlu/İstanbul
T: +90 212 326 6060, F: +90 212 326 6050, https://www.pwc.com.tr Mersis Numaramız: 0-1460-0224-0500015
CONTENTS Pages INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1-2 INTERIM CONSOLIDATED STATEMENT OF PROFIT OR LOSS 3 INTERIM CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME 4 INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY 5 INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS 6 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 7-49Note 1. Group's organization and nature of operations 7-8
Note 2. Basis of presentation of financial information 9-14
Note 3. Segment reporting 14-18
Note 4. Cash and cash equivalents 19
Note 5. Financial borrowings 20-21
Note 6. Trade receivable and payables 22-23
Note 7. Inventories 23
Note 8. Investments accounted using the equity method 24-25
Note 9. Investment properties 26
Note 10. Right of use assets 27
Note 11. Property, plant and equipments 28
Note 12. Provisions, contingent assets and liabilities 29-31
Note 13. Assets held for sale 32
Note 14. Capital, reserves and other equity items 32-33
Note 15. Revenue and cost of sales 34
Note 16. Expenses by nature 35
Note 17. Other income and expenses from operations 35
Note 18. Income and expenses from investment activities 36
Note 19. Financial income and expenses 36
Note 20. Net monetary position gains/(losses) 37
Note 21. Liabilities related to assets held for sale and disposal groups classified as held for sale 37-38
Note 22. Income taxes (including deferred tax assets and liabilities) 39-42
Note 23. Losses per share 42
Note 24. Related party disclosures 43-44
Note 25. Nature and level of risk derived from financial instruments 44-48
Note 26. Financial instruments (fair value and hedge accounting disclosures) 48-49
Note 27. Subsequent events 49
Current period | Prior period | ||
Reviewed | Audited | ||
Assets | Notes | 30 June 2025 | 31 December 2024 |
Current assets | 2,929,747,865 | 3,079,629,864 | |
Cash and cash equivalents | 4 | 62,826,915 | 594,019,089 |
Trade receivables | 6 | 1,103,672,233 | 1,458,062,300 |
- Trade receivables from related parties | 24 | 8,527,734 | 13,460,705 |
- Trade receivables from third parties | 1,095,144,499 | 1,444,601,595 | |
Other receivables | 25,382,476 | 41,302,869 | |
- Other receivables from third parties | 25,382,476 | 41,302,869 | |
Inventories | 7 | 341,187,922 | 551,130,219 |
Prepaid expenses | 175,716,657 | 46,814,234 | |
Current income tax assets | 735,006 | 1,005,238 | |
Other current assets | 267,105,020 | 234,746,246 | |
Sub-total | 1,976,626,229 | 2,927,080,195 | |
Assets held for sale | 13,21 | 953,121,636 | 152,549,669 |
Non-current assets | 18,442,499,608 | 19,619,257,155 | |
Other receivables | 663,480 | 1,181,415 | |
- Other receivables from third parties | 663,480 | 1,181,415 | |
Investments accounted using the equity method | 8 | 4,435,062,908 | 4,760,278,361 |
Investment properties | 9 | 5,078,674,258 | 5,078,674,258 |
Tangible assets | 11 | 8,208,894,500 | 8,302,940,906 |
Right of use assets | 10 | 477,792,127 | 494,490,980 |
Intangible assets | 34,835,109 | 29,330,948 | |
Prepaid expenses | 56,217,647 | 471,626,156 | |
Deferred tax assets | 22 | 150,359,579 | 480,734,131 |
Total assets | 21,372,247,473 | 22,698,887,019 | |
Current period | Prior period | ||
Reviewed | Audited | ||
Liabilities | Notes | 30 June 2025 | 31 December 2024 |
Current liabilities | 2,211,139,477 | 3,329,562,962 | |
Short-term borrowings | 5 | 1,066,346,108 | 1,576,442,579 |
Short-term portion of long-term borrowings | 5 | 36,564,924 | 274,442,384 |
Trade payables | 6 | 735,266,520 | 1,201,125,455 |
- Trade payables to related parties | 24 | 1,360,822 | 402,960 |
- Trade payables to third parties | 733,905,698 | 1,200,722,495 | |
Employee benefit obligations | 37,371,626 | 50,679,054 | |
Other payables | 13,007,575 | 24,033,215 | |
- Other payables to third parties | 13,007,575 | 24,033,215 | |
Current income tax liability | 37,020,860 | 26,646,924 | |
Short-term provisions | 12 | 39,053,832 | 100,900,652 |
- Short-term provisions for employee benefits | 35,811,579 | 96,230,557 | |
- Other short-term provisions | 3,242,253 | 4,670,095 | |
Other current liabilities | 3,273,934 | 75,292,699 | |
Sub-total | 1,967,905,379 | 3,329,562,962 | |
Liabilities related to asset groups classified as held for sale | 21 | 243,234,098 | - |
Non-current assets | 1,662,112,779 | 1,361,635,375 | |
Long-term borrowings | 5 | 782,540,998 | 132,870,476 |
Trade payables | 115,830 | - | |
- Trade payables to third parties | 115,830 | - | |
Long-term provisions | 12 | 82,906,966 | 91,105,273 |
- Provisions for employee termination benefits | 82,906,966 | 91,105,273 | |
Deferred tax liabilities | 22 | 796,548,985 | 1,137,659,626 |
Equity | 17,498,995,217 | 18,007,688,682 | |
Equity holders of the parent | |||
Paid-in share capital | 14 | 3,774,776,170 | 758,500,000 |
Adjustment to share capital | 14 | 9,493,690,689 | 9,493,690,689 |
Share premium/discounts | 14 | 210,898,045 | 210,898,045 |
Other comprehensive income/expense not to be reclassified to profit or loss | 1,016,874,674 | 1,023,694,086 | |
- Revaluation and measurement gain / loss | 1,016,874,674 | 1,023,694,086 | |
Defined benefit plans re-measurement loss | (196,963,313) | (190,143,901) | |
Revaluation increase related to tangible assets | 1,213,837,987 | 1,213,837,987 | |
Other comprehensive expense to be reclassified to | |||
profit/(loss) | (387,264,238) | (314,932,585) | |
-Currency translation differences | (387,264,238) | (314,932,585) | |
Restricted reserves | 14 | 700,226,805 | 700,226,805 |
Retained earnings | 3,119,335,472 | 6,874,470,469 | |
Loss for the period | (429,542,400) | (738,858,827) | |
Total liabilities and equity | 21,372,247,473 | 22,698,887,019 | |
Current period | Prior period | Current period | Prior period | ||
Reviewed | Reviewed | Not reviewed | Not reviewed | ||
Notes | January 1 - June 30, 2025 | January 1 - June 30, 2024 | April 1 - June 30, 2025 | April 1 - June 30, 2024 | |
Profit and loss Revenue | 15 | 2,823,045,672 | 3,245,420,788 | 1,475,717,366 | 1,570,213,575 |
Cost of sales (-) | 15 | (2,172,219,017) | (2,316,831,573) | (1,140,320,833) | (1,111,419,381) |
Gross profit from commercial activities | 650,826,655 | 928,589,215 | 335,396,533 | 458,794,194 | |
Research and development expenses (-) | (40,243,706) | (33,330,594) | (20,761,777) | (16,556,112) | |
Marketing expenses (-) | (50,328,946) | (45,015,601) | (24,704,909) | (21,162,492) | |
General administrative expenses (-) | (346,201,631) | (390,122,505) | (159,028,568) | (181,268,910) | |
Other operating income | 17 | 72,375,262 | 54,012,124 | 29,376,977 | 6,394,936 |
Other operating expenses (-) | 17 | (70,302,517) | (81,580,255) | (31,166,414) | (34,015,841) |
Profit/(loss) from investments accounted using the equity method | 8 | (322,357,619) | (115,653,198) | (159,764,030) | (163,548,221) |
Operating profit/(loss) | (106,232,502) | 316,899,186 | (30,652,188) | 48,637,554 | |
Income from investment activities | 18 | 17,831,522 | 1,843,827 | 15,576,646 | 1,002,597 |
Expense from investment activities (-) | 18 | (4,097,078) | (21,088,939) | (3,932,942) | (25,360,290) |
Operating profit/(loss) before financial income/expense | (92,498,058) | 297,654,074 | (19,008,484) | 24,279,861 | |
Financial income | 19 | 76,713,577 | 87,595,108 | 28,090,822 | 11,945,249 |
Financial expenses (-) | 19 | (216,362,834) | (128,545,740) | (122,284,679) | (53,016,174) |
Monetary (loss)/gain | 20 | 24,534,722 | (38,729,802) | 4,472,948 | 8,199,132 |
Profit/(loss) before tax from continuing operations | (207,612,593) | 217,973,640 | (108,729,393) | (8,591,932) | |
Continuing operations tax income/expense - Current tax expense | 22 | (24,865,936) | - | (12,922,779) | 39,182,000 |
- Deferred tax income/expense | 22 | 8,630,341 | (223,521,726) | 71,931,140 | (338,675,026) |
Profit/(loss) for the period from continuing operations | (223,848,188) | (5,548,086) | (49,721,032) | (308,084,958) | |
Profit/(loss) for the period from discontinuing operations | 21 | (205,694,212) | (152,189,619) | (54,960,200) | (122,895,996) |
Loss for the period | (429,542,400) | (157,737,705) | (104,681,232) | (430,980,954) | |
Attributable to: Non-controlling interests | - | - | - | - | |
Equity holders of the parent | (429,542,400) | (157,737,705) | (104,681,232) | (430,980,954) | |
Earnings/(loss) per share | 23 | (0.406) | (0.149) | (0.099) | (0.407) |
-Earnings/(loss) per share from continuing operations | (0.211) | (0.005) | (0.047) | (0.291) | |
-Earnings/(loss) per share from discontinued operations | (0.194) | (0.144) | (0.052) | (0.116) | |
Current period | Prior period | Current period | Prior period | ||
Reviewed | Reviewed | Not reviewed | Not reviewed | ||
Notes | January 1 - June 30, 2025 | January 1 - June 30, 2024 | April 1 - June 30, 2025 | April 1 - June 30, 2024 | |
Profit/(loss) for the period | (429,542,400) | (157,737,705) | (104,681,232) | (430,980,954) | |
Other comprehensive income: | |||||
Items not to be reclassified to profit or loss | (6,819,412) | (44,136,119) | 29,904,641 | (7,412,066) | |
- Defined benefit plans re-measurement loss | 12 | (8,422,996) | (32,010,632) | 12,061,806 | (11,525,830) |
- Defined benefit plans re-measurement loss, tax effect | 22 | 2,105,750 | 8,002,658 | (3,015,451) | 2,881,457 |
- Defined benefit plans re- measurement loss of investment accounted by equity method | 8 | (669,554) | (26,837,527) | 27,811,049 | 1,643,076 |
- Defined benefit plans re- measurement loss of investment accounted by equity method, tax effect | 8 | 167,388 | 6,709,382 | (6,952,763) | (410,769) |
Items to be reclassified to profit or loss | (72,331,653) | (28,140,602) | (55,450,848) | (11,259,797) | |
- Currency translation differences | (69,975,985) | (20,317,582) | (56,562,443) | (6,904,040) | |
- Currency translation differences of investment accounted by equity method | 8 | (2,355,668) | - | 1,111,595 | 3,467,263 |
Cash flow hedging gains of investments valued using the equity method | 8 | - | (7,823,020) | - | (7,823,020) |
Cash flow hedging gains of investments valued by equity method, tax effect | 8 | - | - | - | - |
Other comprehensive expense | (79,151,065) | (72,276,721) | (25,546,207) | (18,671,863) | |
Total comprehensive income/(loss) | (508,693,465) | (230,014,426) | (130,227,439) | (449,652,817) | |
Attributable to: | |||||
Non-controlling interest | - | - | - | - | |
Equity holders of the parent | (508,693,465) | (230,014,426) | (130,227,439) | (449,652,817) |
Polisan Holding A.Ş.
Consolidated statement of changes in equity for the period between January 1- June 30, 2025 and 2024
(Amounts expressed in Turkish Lira ("TRY") in terms of purchasing power of the TRY at June 30, 2025 unless otherwise indicated.)Other accumulated comprehensive income/ expense not to be classified to profit or loss
Revaluation and measurement gain / loss
Other accumulated comprehensive income/ expense
to be classified to profit or loss Accumulated profit
Notes | Paid in share capital | Adjustment to share capital | Share premiums/ discounts | Defined benefit plans re-measurement losses | Revaluation increase related to tangible assets | Currency translation differences | Losses on cash flow hedge | Restricted reserves | Retained earnings | Net profit / (loss) | Total equity | |
Balance at 1 January 2024 | 758,500,000 | 9,493,719,174 | 210,898,629 | (138,080,631) | 1,213,840,345 | (269,697,909) | - | 700,228,164 | 5,739,603,127 | 1,259,605,518 | 18,968,616,417 | |
Transfers | - | - | - | - | - | - | - | 2,077,318 | 1,257,528,200 | (1,259,605,518) | - | |
Total comprehensive income | - | - | - | (44,136,119) | - | (28,140,602) | - | - | - | (157,737,705) | (230,014,426) | |
- Loss for the period | - | - | - | - | - | - | - | - | - | (157,737,705) | (157,737,705) | |
- Other comprehensive expense | - | - | - | (44,136,119) | - | (28,140,602) | - | - | - | - | (72,276,721) | |
Balance at 30 June 2024 | 758,500,000 | 9,493,719,174 | 210,898,629 | (182,216,750) | 1,213,840,345 | (297,838,511) | - | 702,305,482 | 6,997,131,327 | (157,737,705) | 18,738,601,991 | |
Balance at 1 January 2025 | 758,500,000 | 9,493,690,689 | 210,898,045 | (190,143,901) | 1,213,837,987 | (314,932,585) | - | 700,226,805 | 6,874,470,469 | (738,858,827) | 18,007,688,682 | |
Transfers | - | - | - | - | - | - | - | - | (738,858,827) | 738,858,827 | - | |
Capital increase | 3,016,276,170 | - | - | - | - | - | - | - | (3,016,276,170) | - | - | |
Total comprehensive income | - | - | - | (6,819,412) | - | (72,331,653) | - | - | - | (429,542,400) | (508,693,465) | |
- Loss for the period | - | - | - | - | - | - | - | - | - | (429,542,400) | (429,542,400) | |
- Other comprehensive expense | - | - | - | (6,819,412) | - | (72,331,653) | - | - | - | - | (79,151,065) | |
Balance at 30 June 2025 | 3,774,776,170 | 9,493,690,689 | 210,898,045 | (196,963,313) | 1,213,837,987 | (387,264,238) | - | 700,226,805 | 3,119,335,472 | (429,542,400) | 17,498,995,217 |
The accompanying notes are an integral part of these consolidated financial information.
Current period | Prior period | ||
Reviewed | Reviewed | ||
1 January - | 1 January - | ||
Notes | 30 June 2025 | 30 June 2024 | |
A. Cash flows from operating activities: | (94,515,379) | (109,624,497) | |
Profit for the period | (429,542,400) | (157,737,705) | |
- Profit for the period from continuing operations | (223,848,188) | (5,548,086) | |
- Profit for the period from discontinuing operations | (205,694,212) | (152,189,619) | |
Adjustment for reconciliation of profit for the period | 918,992,558 | 590,978,434 | |
Adjustments for depreciation and amortization expenses | 16 | 273,832,403 | 288,606,155 |
Adjustments related to provisions | 20,332,269 | 24,050,946 | |
- Adjustments related to provisions (cancellations) for benefits provided to employees | 12 | 18,835,652 | 23,052,360 |
- Adjustments related to other provisions (reversals) | 12 | 1,496,617 | 998,586 |
Adjustments related to impairment (cancellations) | (506,641) | (43,074,887) | |
- Adjustments related to impairment of trade receivables (cancellations) | 6 | (506,641) | 5,271,503 |
- Adjustments related to impairment of inventories (cancellations) | 7 | - | (48,346,390) |
Adjustments for profit/loss on sale of tangible assets | 18 | (14,387,680) | (103,501) |
Adjustmets for profit/loss related to sale of investment property | 18 | - | 162,879 |
Adjustments related to undistributed profit/losses of investments accounted using the equity method | 8 | 322,357,619 | 115,653,198 |
Adjustments to tax expense/income | 22 | 16,235,596 | 235,485,887 |
Adjustments for interest income and expense | 47,916,339 | 47,760,679 | |
- Adjustments related to interest income | 19 | (35,080,856) | (34,223,973) |
- Adjustments related to interest expenses | 19 | 80,945,548 | 64,641,100 |
- Deferred financial expense from deferred payment sale | 17 | 7,902,862 | 17,343,552 |
- Deferred financial income from deferred payment sale | 17 | (5,851,215) | - |
Adjustment related to unrealized foreign currency translation differences | 346,940,394 | 601,594,953 | |
Moneraty gain /(loss) | (93,727,741) | (679,157,875) | |
Changes in working capital | (487,516,318) | (410,646,864) | |
Adjustments for increase/decrease in trade receivables | 91,699,720 | 210,121,200 | |
Adjustments for increase/decrease in inventories | (14,797,913) | (957,136,566) | |
Adjustments for increase in other operational receivables | 15,204,481 | 32,103,864 | |
Adjustments for increase/decrease in prepaid expenses | (129,554,041) | 57,287,718 | |
Adjustments for increase/decrease in other assets related to operations | (34,092,274) | 148,396,156 | |
Adjustments for increase/decrease in trade payables | (395,732,014) | 90,563,977 | |
Adjustments for increase in other operational payables | (10,982,282) | 2,056,189 | |
Adjustments for increase/decrease in employee benefit obligations | (5,254,858) | (6,194,845) | |
Adjustments for increase/decrease in other operational liabilities | (4,007,137) | 12,155,443 | |
Cash flows from operating activities | 1,933,840 | 22,593,865 | |
Tax payments/refunds | (14,221,768) | (102,640,145) | |
Provisions for lawsuits paid | 12 | (2,257,046) | - |
Employee termination benefits paid | 12 | (79,970,405) | (29,578,217) |
B. Cash flows from investing activities | (322,820,211) | (319,938,877) | |
Proceeds from sale of tangible/intangible assets | 17,973,883 | 2,756,056 | |
Purchase of tangible/intangible assets | (375,874,950) | (362,241,036) | |
Proceeds from sale of investment properties | - | 5,322,130 | |
Interest received | 35,080,856 | 34,223,973 | |
C. Cash flows from financing activities | (28,964,712) | (36,375,781) | |
Cash inflows from borrowings obtained | 5 | 1,901,710,687 | 1,152,536,286 |
Cash outflows related to loan repayment | 5 | (518,974,168) | (1,035,333,356) |
Cash outflows from lease agreements | 5 | (26,442,872) | (30,191,284) |
Interest paid | (79,666,814) | (65,796,079) | |
Cash flow from discontinued operations | (1,305,591,545) | (57,591,348) | |
Net Increase (Decrease) in Cash and Cash Equivalents (A+B+C) | (446,300,302) | (465,939,155) | |
Change in cash and cash equivalents (A+B+C) | (446,300,302) | (465,939,155) | |
Cash and cash equivalents at the beginning of the period | 594,019,089 | 708,025,983 | |
Inflation impact on cash and cash equivalents | 4 | (84,891,872) | (140,399,952) |
Cash and cash equivalents at the end of the period | 4 | 62,826,915 | 101,686,876 |
The accompanying notes are an integral part of these consolidated financial information.
1.Group's organization and nature of operationsPolisan Holding A.Ş. ("Polisan Holding" or the "Company") is established in order to maintain coordination within the companies, in which it has capital and management contribution, provide guidance and management and ensure to operate with using advanced techniques in planning, marketing and finance, fund management, legal affairs, human resources and information technologies areas for them. The Company operates in several industries particularly in commerce, industry, agriculture, tourism, real estate, mining and finance and engages in various other activities by contributing to the capital and management of domestic and foreign companies.
The Company was founded in 2000 and the Company's registered office is located in Dilovası Organize Sanayi Bölgesi 1.Kısım Liman Cad. No: 7 Dilovası/Kocaeli.
Istanbul branch of the Company is located in Hilltown AVM, Aydınevler Mah. Siteler Yolu Cad. 28 No:1/A Maltepe/İstanbul.
Subsidiaries, joint ventures and associates of the Company (altogether referred to as the "Group") are as follows:
Polisan Kansai Boya Sanayi ve Ticaret A.Ş.
Tintomix Pigment Pasta Sanayi A.Ş.
Polisan Kimya Sanayii A.Ş.
Poliport Kimya Sanayi ve Ticaret A.Ş.
Rohm and Haas Kimyasal Ürünler Üretim Dağıtım ve Tic. A.Ş.
Polisan Hellas S.A.
Polisan Yapıkim Yapı Kimyasalları San. ve Tic. A.Ş.
The Group's main operations are in Turkey and gathered under the major segments which are listed below;
Production and sale of chemical products
Production and sale of paint
Production and sale of concrete chemicals
Port, storage and warehousing services
Service
The average number of employees of the Company, it's subsidiaries and joint ventures for the year ended June 30, 2025 is 986 (December 31, 2024: 1,109). In calculating the average numbers, the number of employees of Polisan Kansai Boya and Rohm and Haas was not weighted in proportion to the Group's share, but was taken as an integer.
Subsidiaries:
Polisan Kimya Sanayii A.Ş. ("Polisan Kimya"):
Operating activity of Polisan Kimya is the production and sale of formaldehyde, formaldehyde resins, construction chemicals and AUS 32.
Polisan Kimya was established in 1964 and company's registered office is located in Dilovası Organize Sanayi Bölgesi 1. Kısım Liman Cad. No: 7 Dilovası/Kocaeli.
Poliport Kimya Sanayi ve Ticaret A.Ş. ("Poliport"):
Operating activities of Poliport are bulk liquid storage services, A-type general warehouse services, loading and unloading services for dry bulk and general cargo vessels.
Poliport was established in 1971 and company's registered office is located in Dilovası Organize Sanayi Bölgesi 1. Kısım Liman Cad. No:7 Dilovası/Kocaeli.
-
Group's organization and nature of operations (Continued)
Subsidiaries(continued):
Polisan Hellas S.A. ("Hellas"):
Polisan Hellas S.A. was established on July 29, 2013 in Athens, Greece. Polisan Hellas S.A. is operating in the plastic products industry. The facility engages in the production of Polyethylene Terephthalate (PET) granule and preform, which has an extensive area of use such as beverage, food, and drink containers and synthetic fiber.
-Polisan Yapıkim Yapı Kimyasalları San. ve Tic. A.Ş. ("Polisan Yapıkim"):
Operating activity of Polisan Kimya is construction chemicals.
Polisan Yapıkim was established in 2022 and company's registered office is located in Dilovası Organize Sanayi Bölgesi 1. Kısım Liman Cad. No: 7 Dilovası / Kocaeli.
Polisan Kimya's construction chemicals activities are carried out by Polisan Yapıkim Yapı Kimyasalları San. ve Tic.
A.Ş. with the same partnership structure, as of September 30, 2022.
Joint ventures and Associates:
Polisan Kansai Boya Sanayi ve Ticaret A.Ş. ("Polisan Kansai Boya")
Operating activity of Polisan Kansai Boya is the production and sale of paint, varnish, resin and other surface coating and insulation materials.
Polisan Kansai Boya was established in 1975 and company's registered office is located in Dilovası Organize Sanayi Bölgesi 1. Kısım Liman Cad. No: 7 Dilovası/Kocaeli.
Following the sale of 50% shares of Polisan Kansai Boya to Kansai Paint Co. Ltd. on December 21, 2016; the title
has been changed as Polisan Kansai Boya Sanayi ve Ticaret A.Ş.
Since this transaction is a sale of subsidiary's shares resulting in loss of control, Polisan Kansai Boya is considered
as joint ventures after the share sale and accounted by using the equity method.
Tintomix Pigment Pasta Sanayi A.Ş. ("Tintomix"):
Tintomix, Polisan Kansai Boya ongoing development of the business as well as pigment pastes and operates inside and outside of Turkey.
Tintomix was established in 2018 and company's registered office is located in Maden Mahallesi, Kasap Çayırı Mevkii Medya kent A9 No:2 Sarıyer/Istanbul.
Rohm and Haas Kimyasal Ürünler Üretim Dağıtım ve Tic. A.Ş. ("Rohm and Haas")
Operating activity of Rohm and Haas is purchasing, selling, marketing and trading of emulsion polymers and their raw materials.
Rohm and Haas was established in 2004, and company's registered office is located in Içerenköy Mah. Umut Sok. No: 10/12 Kat: 3 Ataşehir/Istanbul. As of June 30, 2025 the average number of personnel employed by Rohm and Haas is 50 (December 31, 2024: 49).
Approval of the financial statements
The condensed consolidated financial information was approved and authorized for issue by the Board of Directors on August 14, 2025. The General Assembly has the authority to amend the condensed consolidated financial information.
-
Basis of presentation of financial information
-
Basis of presentation
-
Applicable financial reporting standards
The accompanying condensed consolidated financial information is prepared in accordance with Communiqué Serial II, No: 14,1, "Principles of Financial Reporting in Capital Markets" ("the Communiqué") published in the Official Gazette numbered 28676 on June 13, 2013. According to Article 5 of the Communiqué, consolidated financial statements are prepared in accordance with the Turkish Accounting Standards issued by Public Oversight Accounting and Auditing Standards Authority ("POA/ASA"), TAS contains Turkish Accounting Standards, Turkish Financial Reporting Standards ("TFRS") and its addendum and interpretations ("IFRIC"). The consolidated financial statements of the Group are prepared as per the CMB announcement of October 4, 2022 relating to financial statements presentations.
Polisan Holding and its Subsidiaries, Joint venture and Associate registered in Turkey maintain their books of account and prepare their statutory financial statements in accordance with regulations issued by CMB, the Turkish Commercial Code ("TCC"), tax legislation and the Uniform Chart of Accounts issued by the Ministry of Finance. The subsidiary operating in a foreign country maintains its books of account in accordance with the laws and regulations in force in the countries in which they are registered. The consolidated financial statements have been prepared in TRY by considering certain adjustments and reclassifications for the purpose of fair presentation in accordance with the Turkish Accounting Standards issued by the POA.
In accordance with the TAS, the entities are allowed to prepare a complete or condensed set of interim financial statements in accordance with TAS 34, "Interim Financial Reporting". In this respect, the Group has preferred to prepare condensed consolidated financial information in the interim periods.
- Financial reporting in hyperinflationary economy
-
Applicable financial reporting standards
-
Basis of presentation
With the announcement made by the Public Oversight Accounting and Auditing Standards Authority (POA) on November 23, 2023, entities applying TFRSs have started to implement inflation accounting in accordance with IAS
29 Financial Reporting in Hyperinflationary Economies in their financial statements for annual reporting periods ending on or after December 31, 2024. IAS 29 is applied to the financial statements, including the consolidated financial statements, of entities whose functional currency is that of a hyperinflationary economy. The accompanying financial statements, except for financial investments and derivative instruments measured at fair value and land, land improvements, buildings, port facility and investment properties measured at revalued amounts, have been prepared on the historical cost basis. These financial statements, together with all comparative amounts from prior periods, have been restated to reflect the changes in the general purchasing power of the Turkish Lira in accordance with IAS 29 and are expressed in terms of the purchasing power of the Turkish Lira as of June 30, 2025. Accordingly, the Group has also presented its consolidated financial statements as of June 30, 2024 and December 31, 2024 on the basis of purchasing power as of June 30, 2025.
In accordance with the decision numbered 81/1820 dated 28 December 2023, of the Capital Markets Board ("CMB"), it has been decided to apply the provisions of TMS 29 starting from the annual financial reports of issuers and capital market institutions subject to financial reporting regulations applying Turkish Accounting/Financial Reporting Standards as of December, 31 2023, and for subsequent financial periods, in order to implement inflation accounting.
-
Basis of presentation of financial information (Continued)
-
Basis of presentation (continued)
-
Financial reporting in hyperinflationary economy (continued)
On the application of TAS 29, the entity used the conversion coefficient derived from the Customer Price Indexes (CPI) published by Turkey Statistical Institute according to directions given by POA. The CPI for current and previous year periods and corresponding conversion factors since the time when the Turkish lira previously ceased to be considered currency of hyperinflationary economy were as follow:
Date
Index
Correction Coefficient
3-Year Compound Inflation Rate
30 June 2025
3132.17
1
220%
31 December 2024
2684.55
1.16674
291%
30 June 2024
2319.29
1.35049
324%
The main elements of the Group's adjustment process for financial reporting in hyperinflationary economies are as follows:
Current period consolidated financial statements prepared in TRY are expressed in terms of the purchasing power at the balance sheet date, and amounts from previous reporting periods are also adjusted and expressed in terms of the purchasing power at the end of the reporting period.
Monetary assets and liabilities are not adjusted as they are already expressed in terms of the current purchasing power at the balance sheet date. In cases where the inflation-adjusted values of non-monetary items exceed their recoverable amount or net realizable value, the provisions of TAS 36 "Impairment of Assets" and TAS 2 "Inventories" are applied, respectively.
Non-monetary assets and liabilities and equity items that are not expressed in terms of the current purchasing power at the balance sheet date have been adjusted using the relevant adjustment coefficients.
All items in the comprehensive income statement, except for those that have an impact on the comprehensive income statement of non-monetary items on the balance sheet, have been indexed using the coefficients calculated for the periods when the income and expense accounts were first reflected in the financial statements.
The effect of inflation on the Group's net monetary asset position in the current period is recorded in the monetary gain/loss account in the consolidated income statement.
Revaluation increase related to tangible assets and other reserves items were transferred to Retained earnings and balanced to zero in the statement of financial position dated January 1, 2022, when TMS 29 was first applied.
-
Basis of presentation of financial information (Continued)
- Basis of presentation (continued)
-
Basis of presentation of financial information (Continued)
-
Functional and presentation currency
The functional and presentation currency of the Company and its subsidiaries registered in Turkey is Turkish Lira
("TRY").
The functional currency of Rohm and Haas, associate of the Group is USD.
The functional currency of Polisan Hellas S.A., a subsidiary of the Group operating in Greece is EURO.
The financial and operational results of each company are presented in TRY, which is the functional currency of the Company and the presentation currency of the consolidated financial statements.
-
Financial statements of subsidiaries operating in countries other than Turkey
Financial statements of subsidiary operating abroad Turkey are adjusted to the TAS/TFRS promulgated by the POA to reflect the proper presentation and content. Related subsidiary's assets and liabilities are translated into TRY from the foreign exchange rate at the reporting date and income and expenses are translated into TRY at the average foreign exchange rate. Exchange differences arising from using of period end and average rates are included in the "currency translation difference" account under the shareholders' equity.
-
Financial reporting in hyperinflationary economy (continued)
- The new standards, amendments and interpretations
-
Basis of presentation (continued)
The accounting policies adopted in preparation of the condensed consolidated financial statements as at June 30, 2025 are consistent with those of the previous financial year, except for the adoption of new and amended TFRS and TFRIC interpretations effective as of January 1, 2025. The effects of these standards and interpretations on the Group's financial position and performance have been disclosed in the related paragraphs.
Standards, amendments, and interpretations applicable as of 30 June 2025:
- Amendments to IAS 21 - Lack of Exchangeability; effective from annual periods beginning on or after 1 January 2025. An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. A currency is exchangeable when there is an ability to obtain the other currency (with a normal administrative delay), and the transaction would take place through a market or exchange mechanism that creates enforceable rights and obligations.
Standards, amendments, and interpretations that are issued but not effective as of 30 June 2025:
-
Amendment to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments; effective from annual reporting periods beginning on or after 1 January 2026 (early adoption is available). These amendments:
clarify the requirements for the timing of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system;
clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal and interest (SPPI) criterion;
add new disclosures for certain instruments with contractual terms that can change cash flows (such as some instruments with features linked to the achievement of environment, social and governance (ESG) targets); and
make updates to the disclosures for equity instruments designated at Fair Value through Other Comprehensive Income (FVOCI).
-
The new standards, amendments and interpretations (Continued)
-
Annual improvements to IFRS - Volume 11; effective from annual periods beginning on or after 1 January 2026 (earlier application permitted). Annual improvements are limited to changes that either clarify the wording in an Accounting Standard or correct relatively minor unintended consequences, oversights or conflicts between the requirements in the Accounting Standards. The 2024 amendments are to the following standards:
IFRS 1 First-time Adoption of International Financial Reporting Standards;
IFRS 7 Financial Instruments: Disclosures and its accompanying Guidance on implementing IFRS 7;
IFRS 9 Financial Instruments;
IFRS 10 Consolidated Financial Statements; and
IAS 7 Statement of Cash Flows.
Amendment to IFRS 9 and IFRS 7 - Contracts Referencing Nature-dependent Electricity; effective from annual periods beginning on or after 1 January 2026 but can be early adopted subject to local endorsement where required. These amendments change the 'own use' and hedge accounting requirements of IFRS 9 and include targeted disclosure requirements to IFRS 7. These amendments apply only to contracts that expose an entity to variability in the underlying amount of electricity because the source of its generation depends on uncontrollable natural conditions (such as the weather). These are described as 'contracts referencing nature-dependent electricity'.
-
IFRS 18 Presentation and Disclosure in Financial Statements; effective from annual periods beginning on or after 1 January 2027. This is the new standard on presentation and disclosure in financial statements, with a focus on updates to the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
the structure of the statement of profit or loss;
required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity's financial statements (that is, management-defined performance measures); and
enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general.
-
IFRS 19 Subsidiaries without Public Accountability: Disclosures; effective from annual periods beginning on or after 1 January 2027. This new standard works alongside other IFRS Accounting Standards. An eligible subsidiary applies the requirements in other IFRS Accounting Standards except for the disclosure requirements and instead applies the reduced disclosure requirements in IFRS 19. IFRS 19's reduced disclosure requirements balance the information needs of the users of eligible subsidiaries' financial statements with cost savings for preparers. IFRS 19 is a voluntary standard for eligible subsidiaries. A subsidiary is eligible if:
it does not have public accountability; and
it has an ultimate or intermediate parent that produces consolidated financial statements available for public use that comply with IFRS Accounting Standards.
-
Annual improvements to IFRS - Volume 11; effective from annual periods beginning on or after 1 January 2026 (earlier application permitted). Annual improvements are limited to changes that either clarify the wording in an Accounting Standard or correct relatively minor unintended consequences, oversights or conflicts between the requirements in the Accounting Standards. The 2024 amendments are to the following standards:
-
Changes in Accounting Policies, Estimates and Errors
Any change in accounting policies resulting from the first time adoption of a new TAS/TFRS is made either retrospectively or prospectively in accordance with the transition requirements of TAS/TFRS. Changes without any transition requirement, material changes in accounting policies or material errors are corrected, retrospectively by restating the prior period consolidated financial statements.
If changes in accounting estimates are related to only one period, they are recognized in the period when the changes are applied; if changes in estimates are related to future periods, they are recognized both in the period where the change is applied and in future periods prospectively. There has been no change in the Group's accounting policies and estimates in the current period.
2. Basis of presentation of financial information (Continued) -
Summary of significant accounting policies Group accounting
The consolidated financial statements include the accounts of the parent company Polisan Holding, its Subsidiaries, Joint Ventures and Associates on the basis set out in sections (b) to (d) below. The financial statements of the companies included in the scope of consolidation have been prepared as of the date of the consolidated financial statements with adjustments and reclassifications for the purpose of fair presentation in accordance with "TAS/TFRS" and the application of uniform accounting policies and presentation.
Subsidiaries are companies on which the Company has rights or exposed to variable returns from its involvement with the investee and at the same time it has the power to affect these returns through its power over the investee by constituting the power to control the activities of these companies. Subsidiaries are consolidated from the date on which the control is transferred to the Group and are no longer consolidated from the date that the control ceases. The statement of financial position and the statement of profit or loss of the subsidiaries are consolidated on a line-by-line basis and the carrying value of the subsidiaries held by the Company is eliminated against the related equity of the Subsidiaries. Intercompany transactions and balances between the Company and its Subsidiaries are eliminated during the consolidation. The nominal amount of the shares held by the Company in its Subsidiaries and the associated dividends are eliminated from equity and income for the period, respectively.
As of June 30, 2025 and December 31, 2024 the Group's proportion of ownership interests of subsidiaries has been
shown in the following table:
Title of the subsidiary
Shares owned by the Group (%)
Effective ownership rate (%)
June 30, 2025 December 31, 2024
June 30, 2025 December 31, 2024
Polisan Kimya
100.00
100.00
100.00
100.00
Poliport
100.00
100.00
100.00
100.00
Polisan Hellas
100.00
100.00
100.00
100.00
Polisan Yapıkim
100.00
100.00
100.00
100.00
Joint ventures and Associates are accounted using the equity method. Associates are companies in which the Group has voting power between 20% and 50% or the Group has power to participate in the financial and operating policy decisions but not control them. Unrealized gains or losses arising from transactions between the Group and its joint ventures and associates are eliminated to the extent of the Group's interest in the joint ventures and associates.
Investment in Associate and Joint venture is recognized at cost, and the carrying amount is increased or decreased to recognize the Company's share of the profit or loss after the date of acquisition. Any impairment losses are also deducted from the carrying value of investment.
The table below sets out ownership interests of the Group in its joint ventures and associates included as of June 30, 2025 and December 31, 2024:
Title of the ownership Type of ownership Shares owned directly and indirectly by the Group (%) Effective ownership rate (%)June 30,
December 31,
June 30,
December
2025
2024
2025
31, 2024
Polisan Kansai Boya
Joint venture
50.00
50.00
50.00
50.00
Tintomix
Joint venture
51.00
51.00
25.50
25.50
Rohm and Haas
Associate
40.00
40.00
40.00
40.00
The companies, in which the total voting rights of the Group is below 20%, or above 20% but the Group does not exercise a significant influence, or considered as not significant to the consolidated financial statements are classified as available-for-sale financial assets in the consolidated financial statements. Available-for-sale financial assets which have quoted market prices in organized markets and whose fair values can be measured reliably are carried at fair value in the consolidated financial statements. Available-for-sale financial assets that do not have quoted market prices in active markets and whose fair values cannot be reliably measured are carried at cost less any accumulated impairment loss in the consolidated financial statements.
-
Comparative information and restatement of prior year financial statements
Following the decisions made on March 12, 2025 and June 18, 2025, the Group decided to start talks to sell Polisan Hellas' shares due to the ongoing drop in demand in the PET sector. The Group also decided to end the employment of Polisan Hellas staff, halt its production activities, and provide support to reduce the company's debts, as the remaining inventory was sold and the effects of the lower demand continued.
As a result of this decision, as of June 30, 2025, the assets of the said subsidiary have been classified under non-current assets held for sale, and the liabilities have been classified under liabilities related to assets held for sale. The subsidiary's activities during the interim period from January 1 to June 30, 2025 have been classified as discontinued operations. Accordingly, the Group has presented the relevant activities as discontinued operations in the consolidated income statement and related notes, as well as in the consolidated cash flow statement for the interim period from January 1 to June 30, 2024, to ensure comparability with the presentation of the current period consolidated financial statements.
The accompanying consolidated financial statements are prepared on a comparative basis with the prior period to enable the assessment of the Group's financial position, performance, and cash flow trends. When the presentation or classification of items in the financial statements changes, the prior period consolidated financial statements are reclassified accordingly to ensure comparability, and explanations regarding these changes are provided.
-
Netting / Offsetting
All items that are material in terms of content and amount, even with similar characteristics, are presented separately in the financial statements. Insignificant amounts are summed up by items that are similar in terms of principles and functions. Assets and liabilities are shown in net when there is a necessary legal right, there is an intention to make a net use of the assets and liabilities, or when the assets are acquired and the liabilities are fulfilled simultaneously.
-
Seasonality in operations
Operations of the companies within the consolidation may show increase or decrease as of periods. Thus, the results of the six months' period ended June 30, 2025 may not be an indicator for the whole year.
-
The new standards, amendments and interpretations (Continued)
-
Segment reporting
The Group's operations consist of production and sales of paint, manufacturing and sale of chemical products, sale of services, port management and real estate. The Group's reporting segments are as follows:
As of June 30, 2025 and December 31, 2024, total assets and liabilities are as follows:
Assets
June 30, 2025
December 31, 2024
Chemical products
7,676,361,267
7,373,552,035
Port
10,279,191,570
10,299,313,221
Services
12,013,783,949
11,069,320,995
Combined
29,969,336,786
28,742,186,251
Add: Carrying values of Joint Ventures (Note 8)
4,435,062,908
4,760,280,001
Less: Eliminations
(13,032,152,221)
(10,803,579,233)
Consolidated
21,372,247,473
22,698,887,019
Liabilities
Chemical products
1,682,932,916
3,373,098,877
Port
1,346,948,949
1,552,810,286
Services
1,219,644,274
242,094,099
Combined
4,249,526,139
5,168,003,262
Less: Eliminations
(376,273,884)
(476,804,925)
Consolidated
3,873,252,255
4,691,198,337
3.
Segment reporting (Continued)
Statement of profit or loss reporting for the period between January 1 - June 30, 2025:
Chemical
Plus: Joint venture sharing profits and
Consolidation
products
Port
Services
Combined
loses
adjustments
Consolidated
Revenue
1,734,465,090
1,161,979,135
358,410,406
3,254,854,631
-
(431,808,959)
2,823,045,672
-
Intra segment revenue
1,618,719,865
1,120,988,123
203,200,243
2,942,908,231
-
(119,862,559)
2,823,045,672
-
Inter segment revenue
115,745,225
40,991,012
155,210,163
311,946,400
-
(311,946,400)
-
Cost of sales (-)
(1,553,638,631)
(712,439,082)
(330,985,511)
(2,597,063,224)
-
424,844,207
(2,172,219,017)
Gross profit
180,826,459
449,540,053
27,424,895
657,791,407
-
(6,964,752)
650,826,655
Operational expenses
(226,882,295)
(133,870,090)
(79,204,088)
(439,956,473)
-
3,182,190
(436,774,283)
Other income/expense from operating activities, net
Share of profit/loss of investments accounted for using the equity method
(17,661,335)
-
17,440,657
-
2,293,423
-
2,072,745
-
-
(322,357,619)
-
-
2,072,745
(322,357,619)
Operating profit
(63,717,171)
333,110,620
(49,485,770)
219,907,679
(322,357,619)
(3,782,562)
(106,232,502)
Income / expenses from investment activities, net
16,228,576
(2,629,771)
135,639
13,734,444
-
-
13,734,444
Operating profit before financial income/expense
(47,488,595)
330,480,849
(49,350,131)
233,642,123
(322,357,619)
(3,782,562)
(92,498,058)
Financial income/(expenses),net
(154,628,981)
719,559
14,260,165
(139,649,257)
-
-
(139,649,257)
Monetary (Loss)/Gain
(25,834,380)
(32,571,066)
(6,195,103)
(64,600,549)
-
89,135,271
24,534,722
Profit before tax from continuing operations
(227,951,956)
298,629,342
(41,285,069)
29,392,317
(322,357,619)
85,352,709
(207,612,593)
Tax income/(expense), net
80,166,264
(107,057,601)
8,368,159
(18,523,178)
-
2,287,583
(16,235,595)
Profit for the period from continuing operations
(147,785,692)
191,571,741
(32,916,910)
10,869,139
(322,357,619)
87,640,292
(223,848,188)
Depreciation and amortization
66,101,440
202,491,239
15,735,136
284,327,815
-
(10,495,412)
273,832,403
Investment expenditures
108,164,907
257,385,794
10,324,249
375,874,950
-
-
375,874,950
Finance income
8,240,432
26,290,992
21,717,707
56,249,131
-
(21,168,275)
35,080,856
Finance expense
67,022,270
26,638,189
8,453,364
102,113,823
-
(21,168,275)
80,945,548
3.
Segment reporting (Continued)
Statement of profit or loss reporting for the period between January 1 - June 30, 2024:
Chemical
Plus: Joint venture sharing profits and
Consolidation
products
Port
Services
Combined
loses
adjustments
Consolidated
Revenue
2,117,912,382
1,209,271,461
279,118,825
3,606,302,668
-
(360,881,880)
3,245,420,788
-
Intra segment revenue
2,017,042,506
1,181,873,538
205,269,584
3,404,185,628
-
(158,764,840)
3,245,420,788
-
Inter segment revenue
100,869,876
27,397,923
73,849,241
202,117,040
-
(202,117,040)
-
Cost of sales (-)
(1,807,992,539)
(637,356,573)
(258,505,958)
(2,703,855,070)
-
387,023,497
(2,316,831,573)
Gross profit
309,919,843
571,914,888
20,612,867
902,447,598
-
26,141,617
928,589,215
Operational expenses
(239,954,940)
(141,344,440)
(53,180,610)
(434,479,990)
-
(33,988,710)
(468,468,700)
Other income/expense from operating activities, net
Share of profit/loss of investments accounted for using the equity method
(31,385,048)
-
10,185,729
-
(6,368,812)
-
(27,568,131)
-
-
(115,653,198)
-
-
(27,568,131)
(115,653,198)
Operating profit
38,579,855
440,756,177
(38,936,555)
440,399,477
(115,653,198)
(7,847,093)
316,899,186
Income / expenses from investment activities, net
(17,446,731)
(1,037,141)
(761,240)
(19,245,112)
-
-
(19,245,112)
Operating profit before financial income/expense
21,133,124
439,719,036
(39,697,795)
421,154,365
(115,653,198)
(7,847,093)
297,654,074
Financial income/(expenses),net
(63,799,376)
11,417,832
11,430,912
(40,950,632)
-
-
(40,950,632)
Monetary (Loss)/Gain
(29,121,695)
(66,191,402)
(7,056,935)
(102,370,032)
-
63,640,230
(38,729,802)
Profit before tax from continuing operations
(71,787,947)
384,945,466
(35,323,818)
277,833,701
(115,653,198)
55,793,137
217,973,640
Tax income/(expense), net
(87,120,891)
(136,578,458)
(3,294,978)
(226,994,327)
-
3,472,601
(223,521,726)
Profit for the period from continuing operations
(158,908,838)
248,367,008
(38,618,796)
50,839,374
(115,653,198)
59,265,738
(5,548,086)
Depreciation and amortization
86,468,372
179,521,926
22,615,858
288,606,156
-
-
288,606,156
Investment expenditures
60,151,020
217,716,125
153,830,466
431,697,611
-
(111,310,694)
320,386,917
Finance income
19,332,855
26,352,892
8,397,797
54,083,544
-
(19,859,571)
34,223,973
Finance expense
46,188,743
30,150,262
8,161,666
84,500,671
-
(19,859,571)
64,641,100
3.
Segment reporting (Continued)
Statement of profit or loss reporting for the period between April 1 - June 30, 2025:
Chemical
Plus: Joint venture sharing profits and
Consolidation
products
Port
Services
Combined
loses
adjustments
Consolidated
Revenue
909,636,541
595,771,873
165,512,039
1,670,920,453
-
(195,203,087)
1,475,717,366
-
Intra segment revenue
853,791,339
574,111,611
89,851,058
1,517,754,008
- (42,036,642)
1,475,717,366
-
Inter segment revenue
55,845,202
21,660,262
75,660,981
153,166,445
- (153,166,445)
-
Cost of sales (-)
(799,954,596)
(363,460,739)
(152,989,792)
(1,316,405,127)
-
176,084,294
(1,140,320,833)
Gross profit
109,681,945
232,311,134
12,522,247
354,515,326
-
(19,118,793)
335,396,533
Operational expenses
(110,359,316)
(63,124,941)
(31,543,293)
(205,027,550)
-
532,296
(204,495,254)
Other income/expense from operating activities, net
Share of profit/loss of investments accounted for using the equity method
(11,579,130)
-
7,143,337
-
2,646,356
-
(1,789,437)
-
-
(159,764,030)
-
-
(1,789,437)
(159,764,030)
Operating profit
(12,256,501)
176,329,530
(16,374,690)
147,698,339
(159,764,030)
(18,586,497)
(30,652,188)
Income / expenses from investment activities, net
13,773,434
(2,616,434)
486,704
11,643,704
-
-
11,643,704
Operating profit before financial income/expense
1,516,933
173,713,096
(15,887,986)
159,342,043
(159,764,030)
(18,586,497)
(19,008,484)
Financial income/(expenses),net
(87,774,741)
(2,573,797)
(3,845,319)
(94,193,857)
-
-
(94,193,857)
Monetary (Loss)/Gain
(60,351,351)
(4,613,562)
2,342,657
(62,622,256)
-
67,095,204
4,472,948
Profit before tax from continuing operations
(146,609,159)
166,525,737
(17,390,648)
2,525,930
(159,764,030)
48,508,707
(108,729,393)
Tax income/(expense), net
76,220,214
(20,613,992)
4,128,401
59,734,623
-
(726,262)
59,008,361
Profit for the period from continuing operations
(70,388,945)
145,911,745
(13,262,247)
62,260,553
(159,764,030)
47,782,445
(49,721,032)
Depreciation and amortization
33,756,860
105,168,537
6,262,246
145,187,643
-
(10,276,278)
134,911,365
Investment expenditures
61,436,840
121,993,321
9,695,399
193,125,560
-
-
193,125,560
Finance income
1,085,255
14,561,631
3,379,241
19,026,127
-
(13,306,335)
5,719,792
Finance expense
39,504,222
13,128,401
8,432,542
61,065,165
-
(13,306,335)
47,758,830
3.
Segment reporting (Continued)
Statement of profit or loss reporting for the period between April 1 - June 30, 2024:
Chemical
Plus: Joint venture sharing profits and
Consolidation
products
Port
Services
Combined
loses
adjustments
Consolidated
Revenue
1,045,385,431
588,387,197
154,235,743
1,788,008,371
-
(217,794,796)
1,570,213,575
-
Intra segment revenue
1,007,183,240
572,527,855
128,227,211
1,707,938,306
-
(137,724,731)
1,570,213,575
-
Inter segment revenue
38,202,191
15,859,342
26,008,532
80,070,065
-
(80,070,065)
-
Cost of sales (-)
(890,813,159)
(295,061,119)
(142,857,638)
(1,328,731,916)
-
217,312,535
(1,111,419,381)
Gross profit
154,572,272
293,326,078
11,378,105
459,276,455
-
(482,261)
458,794,194
Operational expenses
(122,694,834)
(68,747,092)
(20,867,373)
(212,309,299)
-
(6,678,215)
(218,987,514)
Other income/expense from operating activities, net
Share of profit/loss of investments accounted for using the equity method
(18,736,058)
-
(2,709,503)
-
(6,175,344)
-
(27,620,905)
-
-
(163,548,221)
-
-
(27,620,905)
(163,548,221)
Operating profit
13,141,380
221,869,483
(15,664,612)
219,346,251
(163,548,221)
(7,160,476)
48,637,554
Income / expenses from investment activities, net
(20,879,044)
(633,812)
(1,372,932)
(22,885,788)
-
(1,471,905)
(24,357,693)
Operating profit before financial income/expense
(7,737,664)
221,235,671
(17,037,544)
196,460,463
(163,548,221)
(8,632,381)
24,279,861
Financial income/(expenses),net
(46,552,952)
5,162,556
(289,937)
(41,680,333)
-
609,408
(41,070,925)
Monetary (Loss)/Gain
3,573,621
(21,308,451)
4,710,240
(13,024,590)
-
21,223,722
8,199,132
Profit before tax from continuing operations
(50,716,995)
205,089,776
(12,617,241)
141,755,540
(163,548,221)
13,200,749
(8,591,932)
Tax income/(expense), net
(212,719,599)
(97,649,346)
(2,656,905)
(313,025,850)
-
13,532,824
(299,493,026)
Profit for the period from continuing operations
(263,436,594)
107,440,430
(15,274,146)
(171,270,310)
(163,548,221)
26,733,573
(308,084,958)
Depreciation and amortization
42,592,031
66,049,621
10,149,803
118,791,455
-
18,879,206
137,670,661
Investment expenditures
37,684,506
130,029,526
113,966,685
281,680,717
-
(25,040,088)
256,640,629
Finance income
6,143,798
21,237,859
3,075,539
30,457,196
-
(19,859,571)
10,597,625
Finance expense
29,821,882
19,143,967
2,525,651
51,491,500
-
(19,859,571)
31,631,929
-
Cash and cash equivalents
June 30, 2025
December 31, 2024
Cash in hand
96,454
272,451
Banks
62,730,461
593,548,817
- Demand deposits
17,337,043
110,073,003
- Time deposits
45,393,418
483,475,814
Other cash and cash equivalents
-
197,821
Total
62,826,915
594,019,089
No blockage exists on the cash and cash equivalents of the Group as of June 30, 2025 (December 31, 2024: None).
As of June 30, 2025 details of time deposits are as follows:
Currency
Average interest rate
Maturity
Foreign currency amount
TRY equivalent
USD
3.50%
2 days
1,021,491
40,596,491
TRY
44.00%
2 days
3,772,770
3,772,770
EURO
0.20%
2 days
22,000
1,024,157
Total
45,393,418
As of December 31, 2024 details of time deposits are as follows:
Currency
Average interest rate
Maturity
Foreign currency amount
TRY equivalent
USD
2.29%
2 days
8,180,687
336,197,054
TRY
46.50%
2 days
140,848,348
140,848,348
EURO
0.01%
2 days
150,000
6,430,412
Total
483,475,814
5.
Financial Borrowings
Interest rate
June 30, 2025
Interest rate
December 31, 2024
Short-term borrowings
Short-term bank borrowings
- TRY
22.94%
205,000,000
-
-
- EURO
7.11%
249,116,976
5.71%
1,535,346,146
- USD
9.09%
612,229,132
6.50%
41,096,433
Total
1,066,346,108
1,576,442,579
Interest rate
June 30, 2025
Interest rate
December 31, 2024
Short-term portion of long-term borrowings
Bank borrowings
- TRY
17.00%
6,271,181
17.00%
14,640,076
- EURO
-
-
6.66%
210,099,491
Financial leasings
- TRY
22.50%
30,293,743
22.50%
47,312,565
- EURO
-
-
1,9% - 5,13%
2,390,252
Total
36,564,924
274,442,384
Interest rate
June 30, 2025
Interest rate
December 31, 2024
Long-term borrowings
Bank borrowings
- EURO
7.11%
279,315,600
1,9% - 5,13%
3,102,812
- USD
9.09%
365,630,080
-
-
Financial leasing obligations
- TRY
22.50%
137,595,318
22.50%
129,767,664
Total
782,540,998
132,870,476
-
Financial borrowings (Continued)
Maturities of principal and accrued interest of financial borrowings are as follows:
Maturity-Total bank borrowings
June 30, 2025
December 31, 2024
0 - 3 months
111,370,041
379,228,895
Between 3 - 6 months
560,145,727
708,126,628
Between 6 - 12 months
401,101,521
713,826,623
More than 2 years
644,945,680
-
Total
1,717,562,969
1,801,182,146
Maturity- financial leasing obligations
June 30, 2025
December 31, 2024
0 - 3 months
4,490,146
12,652,365
Between 3 - 6 months
16,182,558
11,711,416
Between 6 - 12 months
9,621,039
25,339,036
Between 1 - 2 years
17,180,074
36,293,324
More than 2 years
120,415,244
96,577,152
Total
167,889,061
182,573,293
Movements of financial borrowings and financial leasing obligations as of June 30, 2025 and June 30, 2024 are as follows:
June 30, 2025
June 30, 2024
Total bank borrowings as of 1 January
1,801,182,146
1,464,957,858
Cash inflows from borrowing
1,901,710,687
1,152,536,286
Cash outflow from borrowing
(518,974,168)
(1,035,333,356)
Loan repayments related to discontinued operations
(1,431,434,654)
-
Interest accrual
1,278,734
(3,236,079)
Foreign exchange and currency translation differences
419,272,047
652,349,893
Transfers to liabilities held for sale
(177,989,003)
-
Monetary (loss)/gain
(277,482,820)
(643,926,948)
Total bank borrowings as of 30 June
1,717,562,969
1,587,347,654
June 30, 2025
June 30, 2024
Total financial leasing obligations as of 1 January
182,573,293
210,670,958
Additions
-
14,389,663
Disposals
-
(1,546,184)
Payments
(26,442,872)
(30,191,284)
Changes in rental agreements
12,362,911
41,415,887
Translation difference
-
(1,320,423)
Transfers to liabilities held for sale
(8,675,055)
-
Monetary (Loss)/Gain
8,070,784
(37,756,300)
Total financial leasing as of 30 June
167,889,061
195,662,317
- Trade receivable and payables
As of June 30, 2025 and December 31, 2024 the Group's trade receivables are as follows:
Trade receivables | June 30, 2025 | December 31, 2024 |
Trade receivables | 804,769,799 | 960,669,826 |
Notes and cheques receivables | 387,083,242 | 601,474,932 |
Receivables from related parties (Note 24) | 8,527,734 | 13,460,705 |
Subtotal | 1,200,380,775 | 1,575,605,463 |
Allowance for doubtful receivables (-) | (65,625,948) | (94,363,431) |
Deferred finance expense (-) | (31,082,594) | (23,179,732) |
Total | 1,103,672,233 | 1,458,062,300 |
The nature and amount of guarantees obtained for receivables are stated in Note 12.3. Foreign currency balances of trade receivables are explained in Note 25.
Movement of provision for doubtful receivables for the periods ended June 30, 2025 and June 30, 2024 are as follows:
June 30, 2025 | June 30, 2024 | |
1 January | 94,363,431 | 127,137,988 |
Provisions for doubtful receivables (Note 17) | 1,640,154 | 265,560 |
Provisions no longer required (Note 17) | (2,146,795) | (5,536,904) |
Effect of currency translation difference | - | 10,542,847 |
Transfers to assets held for sale | (18,624,237) | - |
Monetary (loss)/gain | (9,606,605) | (33,564,232) |
30 June | 65,625,948 | 98,845,259 |
As of June 30, 2025 and December 31, 2024, the maturity details of trade receivables are as follows:
Maturity | June 30, 2025 | December 31, 2024 |
Past due | 80,958,016 | 123,648,251 |
0-3 months | 916,650,657 | 1,141,717,713 |
3-6 months | 100,539,521 | 138,304,493 |
6-9 months | 5,524,039 | 40,974,333 |
9-12 months | - | 13,417,510 |
Total | 1,103,672,233 | 1,458,062,300 |
As of June 30, 2025 letter of guarantees amounting to TRY 80,958,016 (December 31, 2024: TRY 123,648,251) has been received for the past due but not impaired trade receivables amounting to TRY 6,486,589 (December 31, 2024: TRY 12,078,975). Doubtful receivables are not included into the maturity details.
6. Trade receivable and payables (Continued)As of June 30, 2025 and December 31, 2024 the aging of the overdue but not impaired trade receivables are as follows:
June 30, 2025 | December 31, 2024 | |
1-30 days past due | 51,453,259 | 113,836,525 |
1-3 months past due | 18,743,643 | 9,109,200 |
3-12 months past due | 9,078,536 | 320,933 |
1-5 years past due | 1,682,578 | 381,593 |
Total | 80,958,016 | 123,648,251 |
Trade payables | June 30, 2025 | December 31, 2024 |
Trade payables | 746,529,873 | 1,207,495,455 |
Payables to related parties (Note 23) | 1,360,822 | 402,960 |
Deferred financial income (-) | (12,624,175) | (6,772,960) |
Total | 735,266,520 | 1,201,125,455 |
7. Inventories | ||
June 30, 2025 | December 31,2024 | |
Raw materials and supplies | 206,101,968 | 186,344,073 |
Work in process | 48,080,048 | 47,542,443 |
Finished goods | 1,260,620 | 253,387,587 |
Merchandise | 1,469,644 | 15,701,611 |
Goods in transit | 75,477,056 | 56,517,261 |
Other inventories | 9,026,268 | 26,582,809 |
Subtotal | 341,415,604 | 586,075,784 |
Provision for impairment of inventories (-) | (227,682) | (34,945,565) |
Total | 341,187,922 | 551,130,219 |
Movement of provision for impairment of inventories for the periods ended June 30, 2025 and June 30, 2024 are as follows:
2025 | 2024 | |
1 January | 34,945,565 | 61,480,251 |
Provisions no longer required (-) | - | (48,346,390) |
Currency translation difference | - | 2,383,620 |
Transfers to assets held for sale | (37,679,644) | - |
Monetary (loss)/gain | 2,961,761 | (12,228,156) |
30 June | 227,682 | 3,289,325 |
As of June 30, 2025, the Group has no pledged inventory against its liabilities (December 31, 2024: None).
8. Investments accounted using the equity methodAs of June 30, 2025 and December 31, 2024, the Group's investments accounted using equity the method are as
follows:
June 30, 2025 | December 31, 2024 | ||
% | TRY | % TRY | |
Joint venture Polisan Kansai Boya | 50 | 4,379,667,462 | 50 4,697,752,115 |
Associate Rohm And Haas | 40 | 55,395,446 | 40 62,526,246 |
Total | 4,435,062,908 | 4,760,278,361 | |
Polisan Holding transferred its 50% shares in Polisan Kansai Boya to Kansai on December, 21 2016. In accordance with share sales agreement, management of Polisan Kansai Boya are jointly performed by Polisan Holding and Kansai and the decisions related with company shall require the affirmative votes of the parties. Therefore, this transaction was considered as sales of shares of subsidiaries which causes loss of control and remaining interest of the Company in Polisan Kansai Boya was recognized with their fair values.
For the periods ended June 30, 2025 and December 31, 2024, the movements of the investments accounted using the equity method are as follows:
2025 | 2024 | |
1 January | 4,760,278,361 | 5,408,547,690 |
Profit from investments accounted using the equity method | (322,357,619) | (115,653,198) |
Effect of losses from defined benefit plans | (502,166) | (20,128,145) |
Currency translation difference | (2,355,668) | (7,823,020) |
30 June | 4,435,062,908 | 5,264,943,327 |
The summary financial statements of the Group's investments accounted using the equity method as of June 30, 2025 and December, 31 2024 prepared in accordance with TFRS are as follows:
June 30, 2025 - Condensed balance sheet information | Polisan Kansai Boya | Rohm and Haas |
Current assets | 3,249,268,141 | 831,721,138 |
Non-current assets | 8,283,245,968 | 194,049,858 |
Total assets | 11,532,514,109 | 1,025,770,996 |
Short-term liabilities | 4,779,020,479 | 866,771,277 |
Long-term liabilities | 204,931,550 | 20,511,103 |
Total liabilities | 4,983,952,029 | 887,282,380 |
Net assets | 6,548,562,080 | 138,488,616 |
Reconciliation of carrying value: | ||
Ownership of the Group | 50% | 40% |
Net asset share of the Group | 3,274,281,040 | 55,395,446 |
Goodwill carried at Group level | 1,105,386,422 | - |
Carrying value | 4,379,667,462 | 55,395,446 |
8. Investments accounted using the equity method (Continued) | ||
December 31, 2024 - Condensed balance sheet information | Polisan Kansai Boya | Rohm and Haas |
Current assets | 3,079,057,891 | 614,868,294 |
Non-current assets | 8,552,460,376 | 210,496,502 |
Total assets | 11,631,518,267 | 825,364,796 |
Short-term liabilities | 4,191,246,626 | 649,946,122 |
Long-term liabilities | 255,536,974 | 19,103,055 |
Total liabilities | 4,446,783,600 | 669,049,177 |
Net assets | 7,184,734,667 | 156,315,619 |
Reconciliation of carrying value: | ||
Ownership of the Group | 50% | 40% |
Net asset share of the Group | 3,592,365,693 | 62,526,248 |
Goodwill carried at Group level | 1,105,386,420 | - |
Carrying value | 4,697,752,113 | 62,526,248 |
June 30, 2025 - Condensed income statement information | Polisan Kansai Boya | Rohm and Haas |
Revenue | 3,235,749,342 | 820,475,368 |
Depreciation and amortisation | (170,572,723) | (17,582,695) |
Net financial income / (expense) | (930,167,810) | (15,254,818) |
Net loss for the period | (635,164,971) | (11,937,833) |
Ownership of the Group | 50% | 40% |
Net loss share of the Group | (317,582,486) | (4,775,133) |
June 30, 2024 - Condensed income statement information | Polisan Kansai Boya | Rohm and Haas |
Revenue | 4,527,270,153 | 957,739,384 |
Depreciation and amortization | (107,028,218) | (19,902,582) |
Net financial income / (expense) | (600,442,813) | (37,077,207) |
Net loss for the period | (260,802,491) | 36,870,118 |
Ownership of the Group | 50% | 40% |
Net loss share of the Group | (130,401,246) | 14,748,047 |
9. Investment properties | |||
January 1, 2025 | Disposals | June 30, 2025 | |
Cost | |||
Land | 4,733,577,355 | - | 4,733,577,355 |
Buildings | 345,096,903 | - | 345,096,903 |
Total | 5,078,674,258 | - | 5,078,674,258 |
January 1, 2024 | Disposals | June 30, 2024 | |
Cost | |||
Land | 4,662,352,788 | (5,542,098) | 4,656,810,690 |
Buildings | 333,748,823 | - | 333,748,823 |
Total | 4,996,101,611 | (5,542,098) | 4,990,559,513 |
The investment properties in the consolidated statement of financial position as of June 30, 2025 consist of land located next to Pendik Sabiha Gökçen Airport, buildings located in Kağıthane Merkez district, and other land and buildings.
Poliport Kimya San. ve Tic. A.Ş. ("Poliport") and DOP Yapı Mimarlık İnşaat Gıda Turizm Hizmetleri San. ve Tic. Ltd. Şti. ve DAP Yapı İnşaat San. ve Tic. A.Ş. Joint Venture ("Joint Venture") The Real Estate Sales Promise and Construction in Return for Land Share and Revenue agreement was signed on January, 24 2023, and the Flat in Return agreement dated March 5, 2015 was abolished. The contract amendment did not cause a change in the purpose of use of the real estate in question. The project planned to be carried out by the Joint Venture on the land near Pendik Sabiha Gökçen Airport has not yet started to be developed as of the balance sheet date, and the situation is going to be evaluated according to the developments in the real estate market.
The Group's investment properties of Pendik Land, Kağıthane Z-Office Building and other are appraised by Asal Gayrimenkul Değerleme ve Danışmanlık A.Ş., which is a CMB licensed real estate appraisal company in the 2023. Sales price comparison method is applied during determination of fair value of investment properties (Level 2).
Sales price comparison method is the determination of fair value of a property by applying necessary adjustments on the prices of similar properties sold recently. This comparison method contains the market price of the similar properties valuate them with a comparison approach. Generally, revaluated property is compared with the sale prices of its' similarly in an open market. Asked and bid prices can also be taken into consideration.
10. Right of use assetsThe movement of right-of-use assets as of June, 30 2025 and June, 30 2024 is as follows:
January 1, 2025 | Additions | Changes in rental agreements and assumptions | Transfers to assets held for sale | June 30, 2025 | |
Cost | |||||
Buildings and storage rent | 94,898,916 | - | 994,498 | (4,747,184) | 91,146,230 |
Site rent | 561,422,348 | - | - | - | 561,422,348 |
Vehicles | 99,016,432 | - | 11,390,631 | (8,163,066) | 102,243,997 |
Total | 755,337,696 | - | 12,385,129 | (12,910,250) | 754,812,575 |
Accumulated Depreciation | |||||
Buildings and storage rent | 57,098,101 | 6,007,798 | - | (2,275,520) | 60,830,379 |
Site rent | 143,906,481 | 14,702,517 | - | - | 158,608,998 |
Vehicles | 59,842,134 | 2,646,795 | - | (4,907,858) | 57,581,071 |
Total | 260,846,716 | 23,357,110 | - | (7,183,378) | 277,020,448 |
Net Value | 494,490,980 | 477,792,127 |
January 1, 2024 | Additions | Changes in rental agreements and assumptions | Disposals | Currency translation differences | June 30, 2024 | |
Cost | ||||||
Buildings and storage rent | 51,718,573 | - | 5,821,004 | - | 351,795 | 57,891,372 |
Site rent | 514,292,713 | - | - | - | - | 514,292,713 |
Vehicles | 95,806,756 | 14,389,663 | 2,136,801 | (1,996,550) | 606,251 | 110,942,921 |
Total | 661,818,042 | 14,389,663 | 7,957,805 | (1,996,550) | 958,046 | 683,127,006 |
Accumulated Depreciation | ||||||
Buildings and storage rent | 44,467,644 | 2,804,052 | - | - | 93,598 | 47,365,294 |
Site rent | 114,784,592 | 13,439,038 | - | - | - | 128,223,630 |
Vehicles | 54,127,152 | 11,395,042 | - | (1,585,201) | 517,267 | 64,454,260 |
Total | 213,379,388 | 27,638,132 | - | (1,585,201) | 610,865 | 240,043,184 |
Net Value | 448,438,654 | 443,083,822 |
