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In our consolidated financial statements as of September 30, 2024, we have deemed it necessary to provide clarification in response to investor inquiries concerning the effects related to the additional stake acquisition in our Port business line during the period. The financial results of our Port business line have been consolidated using the full consolidation method under IFRS in previous periods as well. In other words, the revenue and expense items, as well as the assets and liabilities of the Port business line, were included at 100% in our consolidated income and expense accounts and asset and liability accounts in previous periods. Therefore, the increase in our shareholding in the Port business line does not impact items in the consolidated income statement, such as revenue, EBITDA, depreciation, and interest expense. However, the increase in our shareholding in the Port business line affects the allocation of net income/loss between "minority interests" and "owners of the company" items in the consolidated income statement. Under IFRS, a larger portion of the Port business line's net income/loss (from the date of the share increase) is now presented under "owners of the company" item in the income statement. Since the increase in our shareholding in the Port business line was realized in August 2024, its impact on the allocation of net income between "owners of the company" and "minority interests" items has been limited in the income statement for the nine-month period ended September 30, 2024. On the other hand, under IFRS, if there is an increase in the shareholding ratio in a subsidiary subject to full consolidation, the assets and liabilities of the relevant subsidiary (i.e., the purchased shares) are not subject to fair /market value assessment and goodwill and revaluation gains are not calculated by comparing the purchase price to their fair/market values. Instead of such calculations, which apply only in cases where a stake is acquired in an entity not previously subject to full consolidation, the difference between the consideration paid for the additional stake and the IFRS book value of the acquired portion of the subsidiary's net assets is recorded under equity. Consequently, since the total amount paid for the additional stake in the Port business line exceeded the corresponding IFRS book value of the Port business line's net assets, this transaction has had a reducing effect on total consolidated shareholders' equity. We would like to emphasize that all these transactions and records have been made in accordance with IFRS rules, and the resulting impacts reflected in our financial statements bear no relation to the market or fair value of the additional shares acquired or the Port business line in general. As stated above, fair value calculations in share acquisitions are only performed in cases where a stake is acquired in an entity not previously subject to full consolidation; they are not performed in cases where an additional stake is acquired in a fully consolidated subsidiary. This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail. Respectfully announced to the public. |
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