FORM 6-K/A

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934

For the month of August 2009

Commission File Number 001-15092


TURKCELL ILETISIM HIZMETLERI A.S.
(Translation of registrant’s name into English)

Turkcell Plaza
Mesrutiyet Caddesi No. 153
34430 Tepebasi
Istanbul, Turkey
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F:   ý      Form 40-F:   o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):                

  Note:  Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):                

  Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.




EXPLANATORY NOTE

This Form 6-K/A amends the Form 6-K of Turkcell Iletisim Hizmetleri A.S. furnished to the Securities and Exchange Commission on August 12, 2009 (the “Original Form 6-K”). The Original Form 6-K inadvertently omitted the Consolidated Interim Financial Statements and Notes thereto as at and for the six and three months ended June 30, 2009 (the "June 30 Financials") . The sole purpose of this Form 6-K/A is to include the June 30 Financials.

EXHIBIT INDEX

  99.1(1)   Press Release dated August 5, 2009 (“TURKCELL ILETISIM HIZMETLERI A.S. SECOND QUARTER 2009 RESULTS”)

  99.2   TURKCELL ILETISIM HIZMETLERI A.S.'S CONSOLIDATED INTERIM FINANCIAL STATEMENTS AND NOTES THERETO

(1)   Previously filed as Exhibit 99.1 to our Report on Form 6-K furnished on August 12, 2009.




EXHIBIT 99.2



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION

As at 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

 

 

 

 

Note

 

30 June

 

31 December

2009

2008

Assets

 

 

 

 

 

 

 

Property, plant and equipment

 

11

 

2,313,250

 

2,096,070

 

Intangible assets

 

12

 

1,923,083

 

1,452,895

 

Investments in equity accounted investees

 

13

 

392,848

 

313,723

 

Other investments

 

14

 

34,201

 

34,614

 

Due from related parties

 

32

 

33,733

 

45,349

 

Other non-current assets

 

15

 

59,205

 

54,007

 

Deferred tax assets

 

16

 

2,055

 

1,144

Total non-current assets

 

 

 

4,758,375

 

3,997,802

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Inventories

 

 

 

19,383

 

19,457

 

Other investments

 

14

 

89,284

 

689

 

Due from related parties

 

32

 

64,184

 

64,013

 

Trade receivables and accrued income

 

17

 

689,976

 

587,385

 

Other current assets

 

18

 

291,582

 

138,788

 

Cash and cash equivalents

 

19

 

1,963,470

 

3,259,792

Total current assets

 

 

 

3,117,879

 

4,070,124

 

 

 

 

 

 

 

Total assets

 

 

 

7,876,254

 

8,067,926

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

Share capital

 

20

 

1,636,204

 

1,636,204

 

Share premium

 

20

 

434

 

434

 

Capital contributions

 

20

 

20,411

 

18,202

 

Reserves

 

20

 

(625,762)

 

(706,384)

 

Retained earnings

 

20

 

4,210,237

 

4,437,071

Total equity attributable to equity holders of
Turkcell Iletisim Hizmetleri AS

 

5,241,524

 

5,385,527

 

Minority interest

 

20

 

31,008

 

58,116

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity

 

 

 

5,272,532

 

5,443,643

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Loans and borrowings

 

23

 

168,531

 

130,020

 

Employee benefits

 

24

 

26,800

 

26,717

 

Provisions

 

26

 

84,665

 

4,490

 

Other non-current liabilities

 

22

 

255,727

 

227,511

 

Deferred tax liabilities

 

16

 

128,374

 

130,491

Total non-current liabilities

 

 

 

664,097

 

519,229

 

 

 

 

 

 

 

 

 

Bank overdraft

 

19

 

4,547

 

4,372

 

Loans and borrowings

 

23

 

607,677

 

655,909

 

Income taxes payable

 

10

 

107,491

 

126,585

 

Trade and other payables

 

27

 

917,835

 

964,421

 

Due to related parties

 

32

 

7,773

 

21,032

 

Deferred income

 

25

 

223,734

 

250,386

 

Provisions

 

26

 

70,568

 

82,349

Total current liabilities

 

 

 

1,939,625

 

2,105,054

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

2,603,722

 

2,624,283

Total equity and liabilities

 

 

 

7,876,254

 

8,067,926

 

 

The notes on page 7 to 88 are an integral part of these consolidated interim financial statements.

 

1 
 
 

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

CONSOLIDATED INTERIM INCOME STATEMENT

For the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

 

 

 

 

 

Six months ended

 

Three months ended

 

 

 

Note

 

30 June 2009

 

30 June 2008

 

30 June 2009

 

30 June 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

7

 

2,681,073

 

3,329,438

 

1,397,968

 

1,755,058

 

Direct cost of revenue

 

 

 

(1,372,045)

 

(1,672,115)

 

(741,390)

 

(847,013)

 

Gross profit

 

 

 

1,309,028

 

1,657,323

 

656,578

 

908,045

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income

 

 

 

8,410

 

2,398

 

3,624

 

148

 

Selling and marketing expenses

 

 

 

(515,712)

 

(658,757)

 

(277,038)

 

(366,119)

 

Administrative expenses

 

 

 

(123,448)

 

(145,608)

 

(63,586)

 

(73,400)

 

Other expenses

 

 

 

(10,068)

 

(22,485)

 

(6,599)

 

(21,617)

 

Results from operating activities

 

 

 

668,210

 

832,871

 

312,979

 

447,057

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance income

 

9

 

172,822

 

311,149

 

30,692

 

85,800

 

Finance expenses

 

9

 

(102,622)

 

(31,238)

 

(69,012)

 

(15,338)

 

Net finance income/(expense)

 

 

 

70,200

 

279,911

 

(38,320)

 

70,462

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of profit of equity accounted investees

 

13

 

24,773

 

49,243

 

15,139

 

29,376

 

Profit before income tax

 

 

 

763,183

 

1,162,025

 

289,798

 

546,895

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

10

 

(167,545)

 

(245,210)

 

(47,406)

 

(118,858)

 

Profit for the period

 

 

 

595,638

 

916,815

 

242,392

 

428,037

 

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

 

 

Equity holders of Turkcell Iletisim Hizmetleri AS

 

 

 

590,005

913,236

 

245,782

 

426,446

 

Minority interest

 

 

 

5,633

 

3,579

 

(3,390)

 

1,591

 

Profit for the period

 

 

 

595,638

 

916,815

 

242,392

 

428,037

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per share

 

21

 

0.268184

 

0.415107

 

0.111719

 

0.193839

 

(in full USD)

 

 

 

 

 

 

 

 

 

 

 

 

 

The notes on page 7 to 88 are an integral part of these consolidated interim financial statements.

 
2

 


TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE

INCOME AND EXPENSE

For the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

                

 

 

Six months ended

 

Three months ended

 

 

30 June 2009

 

30 June 2008

 

 

30 June 2009

 

30 June 2008

 

 

 

 

 

 

 

 

 

 

Profit for the period

 

595,638

 

916,815

 

 

242,392

 

428,037

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (expense)/income:

 

 

 

 

 

 

 

 

 

Foreign currency translation differences

 

(26,874)

 

(256,291)

 

 

511,516

 

212,159

Net change in fair value of available-for-sale securities

 

1,753

 

(11,844)

 

 

1,096

 

(9,908)

Income tax on other comprehensive income

 

2,625

 

2,330

 

 

3,111

 

1,117

Other comprehensive (expense)/income for the period, net of income tax

 

(22,496)

 

(265,805)

 

 

515,723

 

203,368

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income for the period

 

573,142

 

651,010

 

 

758,115

 

631,405

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

Equity holders of Turkcell Iletisim Hizmetleri AS

 

567,086

 

643,811

 

 

760,846

 

629,759

Minority interest

 

6,056

 

7,199

 

 

(2,731)

 

1,646

Total comprehensive income for the period

 

573,142

 

651,010

 

 

758,115

 

631,405

                                                                                                                                                                

 

 

The notes on page 7 to 88 are an integral part of these consolidated interim financial statements.

 3

 
 


TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

 

 

Attributable to equity holders of the Company

 

 

 

 

 

Share
Capital

 

 

Capital

Contribution

 

Share
Premium

 

Legal
Reserves

 

Fair Value
Reserve

 

Reserve for Minority Put Option

 

Translation
Reserve

 

Retained
Earnings

 

Total

 

Minority
Interest

 

Total
Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 1 January 2008

1,636,204

 

-

 

434

 

256,834

 

5,481

 

-

 

669,598

 

3,224,526

 

5,793,077

 

138,128

 

5,931,205

Total comprehensive income and expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit or loss

-

 

-

 

-

 

-

 

-

 

-

 

-

 

913,236

 

913,236

 

3,579

 

916,815

Other comprehensive income and expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation difference

-

 

-

 

-

 

-

 

-

 

-

 

(259,911)

 

-

 

(259,911)

 

3,620

 

(256,291)

Net change in fair value of available-for-sale securities

-

 

-

 

-

 

-

 

(9,514)

 

-

 

-

 

-

 

(9,514)

 

-

 

(9,514)

Total other comprehensive income and expense

-

 

-

 

-

 

-

 

(9,514)

 

-

 

(259,911)

 

-

 

(269,425)

 

3,620

 

(265,805)

Total comprehensive income and expense

-

 

-

 

-

 

-

 

(9,514)

 

-

 

(259,911)

 

913,236

 

643,811

 

7,199

 

651,010

Increase in legal reserves

-

 

-

 

-

 

121,945

 

-

 

-

 

-

 

(121,945)

 

-

 

-

 

-

Dividends paid

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(502,334)

 

(502,334)

 

(54,639)

 

(556,973)

Change in minority interest

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

81,199

 

81,199

Capital contribution granted

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

Balance at 30 June 2008

1,636,204

 

 

-

 

434

 

378,779

 

(4,033)

 

 

-

 

409,687

 

3,513,483

 

5,934,554

 

171,887

 

6,106,441

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 1 January 2009

1,636,204

 

18,202

 

434

 

378,779

 

121

 

(286,922)

 

(798,362)

 

4,437,071

 

5,385,527

 

58,116

 

5,443,643

Total comprehensive income and expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit or loss

-

 

-

 

-

 

-

 

-

 

-

 

-

 

590,005

 

590,005

 

5,633

 

595,638

Other comprehensive income and expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation difference

-

 

-

 

-

 

-

 

-

 

-

 

(24,672)

 

-

 

(24,672)

 

423

 

(24,249)

Net change in fair value of available-for-sale securities

-

 

-

 

-

 

-

 

1,753

 

-

 

-

 

-

 

1,753

 

-

 

1,753

Total other comprehensive income and expense

-

 

-

 

-

 

-

 

1,753

 

-

 

(24,672)

 

-

 

(22,919)

 

423

 

(22,496)

Total comprehensive income and expense

-

 

-

 

-

 

-

 

1,753

 

-

 

(24,672)

 

590,005

 

567,086

 

6,056

 

573,142

Increase in legal reserves

-

 

-

 

-

 

103,541

 

-

 

-

 

-

 

(103,541)

 

-

 

-

 

-

Dividends paid

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(713,298)

 

(713,298)

 

(31,083)

 

(744,381)

Change in minority interest

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(2,081)

 

(2,081)

Capital contribution granted

-

 

2,209

 

-

 

-

 

-

 

-

 

-

 

-

 

2,209

 

-

 

2,209

Balance at 30 June 2009

1,636,204

 

20,411

 

434

 

482,320

 

1,874

 

(286,922)

 

(823,034)

 

4,210,237

 

5,241,524

 

31,008

 

5,272,532

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The notes on page 7 to 88 are an integral part of these consolidated interim financial statements.

 

4

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS

For the six months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

 

 

Six months ended

 

 

Note

 

30 June 2009

 

30 June 2008

 

Cash flows from operating activities

 

 

 

 

 

 

Profit for the period

 

 

595,638

 

916,815

 

Adjustments for:

 

 

 

 

 

 

Depreciation

11

 

156,078

 

235,635

 

Amortization of intangibles

12

 

95,030

 

129,389

 

Net finance income

9

 

(158,909)

 

(290,825)

 

Income tax expense

10

 

167,545

 

245,210

 

Share of profit of equity accounted investees

 

 

(42,453)

 

(72,732)

 

(Gain)/loss on sale of property, plant and equipment

 

 

289

 

1,184

 

Translation reserve

 

 

12,711

 

(17,675)

 

Deferred income

 

 

(23,739)

 

80,011

 

 

 

 

802,190

 

1,227,012

 

 

 

 

 

 

 

 

Change in trade receivables

17

 

(108,925)

 

(147,960)

 

Change in due from related parties

32

 

10,897

 

(18,543)

 

Change in inventories

 

 

(151)

 

1,112

 

Change in other current assets

18

 

(160,459)

 

(182,356)

 

Change in other non-current assets

15

 

(7,815)

 

(5,606)

 

Change in due to related parties

32

 

(13,159)

 

6,488

 

Change in trade and other payables

 

 

51,643

 

(10,719)

 

Change in other current liabilities

 

 

(91,238)

 

100,539

 

Change in other non-current liabilities

22

 

30,864

 

837

 

Change in employee benefits

24

 

394

 

5,383

 

Change in provisions

26

 

69,352

 

(1,853)

 

 

 

 

583,593

 

974,334

 

Interest paid

 

 

(11,576)

 

(18,083)

 

Income tax paid

 

 

(199,013)

 

(531,463)

 

Dividend received

13

 

-

 

-

 

Net cash from operating activities

 

 

373,004

 

424,788

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

Proceeds from sale of property plant and equipment

 

 

2,464

 

3,942

 

Proceeds from currency option contracts

 

 

5,344

 

5,965

 

Proceeds from sale of available-for-sale financial assets

 

 

519

 

26,758

 

Interest received

 

 

173,786

 

209,824

 

Dividend received

 

 

-

 

10,250

 

Acquisition of property, plant and equipment

11

 

(450,179)

 

(324,148)

 

Acquisition of intangibles

12

 

(591,307)

 

(91,964)

 

Payment of currency option contracts premium

 

 

(102)

 

(2,482)

 

Acquisition of available-for-sale financial assets

 

 

(78,939)

 

(58,763)

 

Net cash used in investing activities

 

 

(938,414)

 

(220,618)

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

Proceeds from issuance of loans and borrowings

 

 

64,597

 

456,500

 

Repayment of borrowings

 

 

(67,335)

 

(455,903)

 

Change in minority interest

 

 

-

 

90,782

 

Proceeds from capital contribution

 

 

2,209

 

-

 

Dividends paid

 

 

(744,381)

 

(556,972)

 

Net cash used in financing activities

 

 

(744,910)

 

(465,593)

 

 

 

 

 

 

 

 

Effects of foreign exchange rate fluctuations on statement of financial position items

 

 

10,606

 

(156,648)

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

 

(1,299,714)

 

(418,071)

 

Cash and cash equivalents at 1 January

 

 

3,255,420

 

3,093,175

 

Effect of exchange rate fluctuations on cash and cash equivalents

 

 

3,217

 

106,028

 

Cash and cash equivalents at 31 December

 

 

1,958,923

 

2,781,132

 

 

The notes on page 7 to 88 are an integral part of these consolidated interim financial statements.

 

5

 


TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

Notes to the consolidated interim financial statements

 

Page

 

1. Reporting entity

7

 

2. Basis of preparation

8

 

3. Significant accounting policies

10

 

4. Determination of fair values

23

 

5. Financial risk management

24

 

6. Segment reporting

26

 

7. Revenue

31

 

8. Personnel expenses

31

 

9. Finance income and expenses

32

 

10. Income tax expense

32

 

11. Property, plant and equipment

35

 

12. Intangible assets

37

 

13. Equity accounted investees

40

 

14. Other investments

41

 

15. Other non-current assets

42

 

16. Deferred tax assets and liabilities

42

 

17. Trade receivables and accrued income

45

 

18. Other current assets

45

 

19. Cash and cash equivalents

46

 

20. Capital and reserves

46

 

21. Earnings per share

48

 

22. Other non-current liabilities

48

 

23. Loans and borrowings

49

 

24. Employee benefits

51

 

25. Deferred income

51

 

26. Provisions

51

 

27. Trade and other payables

53

 

28. Financial instruments

54

 

29. Operating leases

60

 

30. Guarantees and purchase obligations

60

 

31. Contingencies

60

 

32. Related parties

83

 

33. Group entities

88

 

34. Subsequent events

88

 

 

6

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

1.

Reporting entity

Turkcell Iletisim Hizmetleri Anonim Sirketi (the “Company”) was incorporated in Turkey on 5 October 1993 and commenced its operations in 1994. The address of the Company’s registered office is Turkcell Plaza, Mesrutiyet caddesi No. 71, 34430 Tepebasi/Istanbul. It is engaged in establishing and operating a Global System for Mobile Communications (“GSM”) network in Turkey and regional states.

In April 1998, the Company signed a license agreement (the “2G License”) with the Ministry of Transportation and Communications of Turkey (the “Turkish Ministry”), under which it was granted a 25 year GSM license in exchange for a license fee of $500,000. The License permits the Company to operate as a stand-alone GSM operator and releases it from some of the operating constraints in the Revenue Sharing Agreement, which was in effect prior to the License. Under the License, the Company collects all of the revenue generated from the operations of its GSM network and pays the Undersecretariat of Treasury (the “Turkish Treasury”) an ongoing license fee equal to 15% of its gross revenue from Turkish GSM operations. The Company continues to build and operate its GSM network and is authorized to, among other things, set its own tariffs within certain limits, charge peak and off-peak rates, offer a variety of service and pricing packages, issue invoices directly to subscribers, collect payments and deal directly with subscribers. Following the 3G tender held by the Information Technologies and Communications Authority (“ICTA”) regarding the authorization for providing IMT-2000/UMTS services and infrastructure, the Company has been granted the A-Type license (the “3G License”) providing the widest frequency band, at a consideration of EUR 358,000 (excluding Value Added Tax (“VAT”)). Above mentioned provisions of the 2G License are also valid for the 3G License. Payment of the 3G license was made in cash, following the necessary approvals, on 30 April 2009.

On 25 June 2005, the Turkish government declared that GSM operators are required to pay 10% of their existing monthly ongoing license fee to the Turkish Ministry as a universal service fund contribution in accordance with Law No: 5369. As a result, starting from 30 June 2005, the Company pays 90% of the ongoing license fee to the Turkish Treasury and 10% to the Turkish Ministry as universal service fund.

In July 2000, the Company completed an initial public offering with the listing of its ordinary shares on the Istanbul Stock Exchange and American Depositary Shares, or ADSs, on the New York Stock Exchange.

As at 30 June 2009, two significant founding shareholders, Sonera Holding BV and Cukurova Group, directly and indirectly, own approximately 37.1% and 13.8%, respectively of the Company’s share capital and are ultimate counterparties to a number of transactions that are discussed in the related party footnote. On the basis of publicly available information, Alfa Group, which previously held, indirectly through Cukurova Telecom Holdings Limited and Turkcell Holding AS, 13.2% of Company’s shares, has reduced its stake to 4.99% following litigation with Telenor ASA (“Telenor Group”). On the basis of publicly available information, it has been understood that Alfa Group sold 62.2% of its holdings in Alfa Telecom Turkey Limited (“ATTL”) to Visor Group affiliate Nadash International Holdings Inc. (“Nadash”) and Alexander Mamut’s Henri Services Limited (“HSL”) which now own indirectly 4.26% and 3.97%, respectively, of Company’s share capital.

The consolidated interim financial statements of the Company as at and for the six and three months ended 30 June 2009 comprise the Company and its subsidiaries (together referred to as the “Group”) and the Group’s interest in one associate and one joint venture. Subsidiaries of the Company, their locations and their business are given in note 33. The Company’s and each of its subsidiaries’, associate’s and joint venture’s interim financial statements are prepared as at and for the six and three months ended 30 June 2009.

 

7

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

2.

Basis of preparation

(a)

Statement of compliance

The consolidated interim financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRSs”) as issued by the International Accounting Standards Board (“IASB”) for interim financial statements.

The Group’s consolidated interim financial statements were approved by the Board of Directors on 5 August 2009.

(b)

Basis of measurement

The accompanying consolidated interim financial statements are based on the statutory records, with adjustments and reclassifications for the purpose of fair presentation in accordance with IFRSs as issued by the IASB. They are prepared on the historical cost basis adjusted for the effects of inflation during the hyperinflationary period lasted by 31 December 2005, except that the following assets and liabilities are stated at their fair value: derivative financial instruments and financial instruments classified as available-for-sale. The methods used to measure fair value are further discussed in note 4.

(c)

Functional and presentation currency

The consolidated interim financial statements are presented in US Dollars (“USD”), rounded to the nearest thousand. Moreover, all financial information expressed in Turkish Lira (“TL”), Euro (“EUR”) and Swedish Krona (“SEK”) have been rounded to the nearest thousand. The functional currency of the Company and its consolidated subsidiaries located in Turkey and Turkish Republic of Northern Cyprus is TL. The functional currency of Euroasia Telecommunications Holding BV (“Euroasia”) and Financell BV (“Financell”) is USD. The functional currency of East Asian Consortium BV (“Eastasia”), Beltur BV and Surtur BV is EUR. The functional currency of LLC Astelit (“Astelit”), Global Bilgi LLC (“Global LLC”) and UkrTower LLC (“UkrTower”) is Ukrainian Hryvnia (“HRV”). The functional currency of Belarussian Telecommunications Network (“Belarussian Telecom”) is Belarussian Roubles (“BYR”).

According to the Article No:33 of the Ministry of State, it has been decided to change the name of New Turkish Lira as Turkish Lira removing the phrase “New” which is executed on 1 January 2009 in accordance with the first item of Law No: 5083.

 

(d)

Use of estimates and judgments

The preparation of interim financial statements in conformity with International Accounting Standards No.34 (IAS 34) “Interim Financial Reporting” (“IAS 34”) requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

Information about significant areas of estimation, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amounts recognised in the consolidated interim financial statements are described in notes 4 and 31 and detailed analysis with respect to accounting estimates and critical judgments of bad debts, useful lives or expected patterns of consumption of the future economic benefits embodied in depreciable assets, income taxes and revenue recognition are provided below:

 

8

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

2.

Basis of preparation (continued)

(d)

Use of estimates and judgments (continued)

Key sources of estimation uncertainty

In note 28, detailed analysis is provided for the foreign exchange exposure of the Group and risks in relation to foreign exchange movements.

Critical accounting judgments in applying the Group’s accounting policies

Certain critical accounting judgments in applying the Group’s accounting policies are described below:

Allowance for doubtful receivables

The impairment losses in trade and other receivables are based on management’s evaluation of the volume of the receivables outstanding, historical collection trends and general economic conditions. Should economic conditions, collection trends or any specific industry trend worsen compared to management estimates, allowance for doubtful receivables recognised in consolidated interim financial statements may not be sufficient to cover bad debts.

Useful lives of assets

The useful economic lives of the Group’s assets are determined by management at the time the asset is acquired and regularly reviewed for appropriateness. The Group defines useful life of its assets in terms of the assets’ expected utility to the Group. This judgment is based on the experience of the Group with similar assets. In determining the useful life of an asset, the Group also follows technical and/or commercial obsolescence arising on changes or improvements from a change in the market. The useful life of the licenses are based on duration of the license agreement.

The GSM license that is held by Belarussian Telecom, newly acquired consolidated subsidiary, expires in 2015. According to the Share Purchase Agreement signed, the State Committee on Property of the Republic of Belarus committed to grant the license from the acquisition date of 26 August 2008 for a period of 10 years and such license shall be extended for an additional 10 years for an insignificant consideration. In the consolidated interim financial statements, amortization charge is recorded on the assumption that the license will be extended.

Commission fees

Commission fees relate to services performed in relation to betting games where the Group acts as an agent in the transaction rather than as a principal. In the absence of specific guidance under IFRSs on distinguishing between an agent and a principal, management considered the following factors:

 

The Group does not take the responsibility for fulfilment of the games.

 

The Group does not collect the proceeds from the final customer and it does not bear the credit risk.

 

The Group earns a stated percentage of the total turnover.

Revenue recognition

In arrangements which include multiple elements, the Group considers the elements to be separate units of accounting in the arrangement. Deliverables are accounted separately where a market for each deliverable exists and if the recognition criterion is met individually. The arrangement consideration is allocated to each deliverable in proportion to the fair value of the individual deliverables.

9

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

2.

Basis of preparation (continued)

(d)

Use of estimates and judgments (continued)

Critical accounting judgments in applying the Company’s accounting policies (continued)

Income taxes

The calculation of income taxes involves a degree of estimation and judgment in respect of certain items whose tax treatment cannot be finally determined until resolution has been reached with the relevant tax authority or, as appropriate, through formal legal process.

As part of the process of preparing the consolidated interim financial statements, the Group is required to estimate the income taxes in each of the jurisdictions and countries in which they operate. This process involves estimating the actual current tax exposure together with assessing temporary differences resulting from differing treatment of items, such as deferred revenue and reserves for tax and accounting purposes. The Company management assesses the likelihood that the deferred tax assets will be recovered from future taxable income, and to the extent the recovery is not considered probable the deferred asset is adjusted accordingly.

The recognition of deferred tax assets is based upon whether it is probable that future taxable profits will be available, against which the temporary differences can be utilized. Recognition, therefore, involves judgment regarding the future financial performance of the particular legal entity in which the deferred tax asset has been recognized.

 

3.

Significant accounting policies

The accounting policies set out below have been applied consistently to all periods presented in these consolidated interim financial statements, and have been applied consistently by the Group entities.

(a)

Basis of consolidation

(i)

Subsidiaries

Subsidiaries are entities controlled by the Group. Control exists when the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that currently are exercisable or convertible are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries are changed as necessary to align them with the policies adopted by the Group.

Losses that exceed the minority interest in the equity of a subsidiary may create a debit balance on minority interests only if the minority has a binding obligation to fund the losses and is able to make an additional investment to cover the losses. Unless this is the case, the losses are attributed to the Company’s majority interest within the profit for the period. If the subsidiary subsequently reports profits then these profits are allocated to the parent until the share of losses absorbed previously by the parent has been recovered.


(ii)

Acquisition from entities under common control

Business combinations arising from transfers of interests in entities that are under the control of the shareholder that controls the Group are excluded from the scope of International Financial Reporting Standards No. 3 (“IFRS 3”) “Business Combinations” and are accounted for as if the acquisition had occurred at the beginning of the earliest comparative period presented or, if later, at the date that common control was established. The assets and liabilities acquired from entities under common control are recognised at the carrying amounts recognised previously in the Group’s controlling shareholder’s consolidated financial statements. The components of equity of the acquired entities are added to the same components within the Group equity.

 

10

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(a)

Basis of consolidation (continued

(iii)

Associates and jointly controlled entities (equity accounted investees)

Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 and 50 percent of the voting power of another entity. Joint ventures are those entities over whose activities the Group has joint control, established by contractual agreement and requiring unanimous consent for strategic financial and operating decisions. Associates and jointly controlled entities (equity accounted investees) are accounted for using the equity method and are initially recognised at cost. The Group’s investment includes goodwill identified on acquisition, net of any accumulated impairment loss. The consolidated interim financial statements include the Group’s share of the income and expenses and equity movements of equity accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the Group’s share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest (including any long-term investments) is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee. The Group’s equity accounted investees as at 30 June 2009 are Fintur Holdings BV (“Fintur”) and A-Tel Pazarlama ve Servis Hizmetleri AS (“A-Tel”).

(iv)

Transactions eliminated on consolidation

Intragroup balances and transactions, and any unrealised income and expenses arising from intragroup transactions, are eliminated in preparing the consolidated interim financial statements. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

(v)

Minority interests

Where a put option is granted by the Group to the minority shareholders in existing subsidiaries that provides for settlement in cash or in another financial asset, the Group recognised a liability for the present value of the estimated exercise price of the option. The interests of the minority shareholders that hold such put options are derecognised when the financial liability is recognised. The corresponding interests attributable to the holder of the puttable minority interests are presented as attributable to the equity holders of the parent and not as attributable to those minority shareholders. The difference between the put option liability recognised and the amount of minority interest derecognised is recorded under equity. Subsequent changes in the fair value of the put options granted to the minority shareholders in existing subsidiaries are also recognised in equity, except the imputed interest on the liability is recognised in the consolidated interim income statement.

(b)

Foreign currency

(i)

Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. Foreign currency differences arising on translation of foreign currency transactions are recognised in the income statement. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the period.

 

11

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(b)

Foreign currency (continued)

(i)

Foreign currency transactions (continued)

Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising on the retranslation of available-for-sale equity instruments, which are recognised directly in equity.

(ii)

Foreign operations

The assets and liabilities of foreign operations, including fair value adjustments arising on acquisition, are translated to USD from the functional currency of the foreign operation at foreign exchange rates ruling at the reporting date. The income and expenses of foreign operations are translated to USD at exchange rates approximating to the exchange rates at the dates of the transactions.

Foreign currency differences arising on retranslation are recognized directly in the foreign currency translation reserve, as a separate component of equity. Since 1 January 2005, the Group’s date of transition to IFRSs, such differences have been recognized in the foreign currency translation reserve. When a foreign operation is disposed of, in part or in full, the relevant amount in the foreign currency translation reserve is transferred to profit or loss.

Foreign exchange gains and losses arising from a monetary item receivable from or payables to a foreign operation, the settlement of which is neither planned nor likely in the foreseeable future, are considered to form part of a net investment in a foreign operation and are recognised directly in equity in the foreign currency translation reserve.

(iii)

Translation from functional to presentation currency

Items included in the interim financial statements of each entity are measured using the currency of the primary economic environment in which the entities operate, normally under their local currencies.

The consolidated interim financial statements are presented in USD, which is the presentation currency of the Group. The Group uses USD as the presentation currency for the convenience of investor and analyst community.

Assets and liabilities for each statement of financial position presented (including comparatives) are translated to USD at exchange rates at the statement of financial position date. Income and expenses for each income statement (including comparatives) are translated to USD at monthly average exchange rates.

Foreign currency differences arising on retranslation are recognised directly in a separate component of equity.

(iv)

Net investment in foreign operations

Foreign currency differences arising from the translation of the net investment in foreign operations are recognized in foreign currency translation reserve. They are transferred to the income statement upon disposal of the foreign operations.

(c)

Financial instruments

(i)

Non-derivative financial instruments

Non-derivative financial instruments comprise investments in equity and debt securities, trade and other receivables, cash and cash equivalents, loans and borrowings, and trade and other payables.

 

12

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(c)

Financial instruments (continued)

(i)

Non-derivative financial instruments (continued)

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs. Subsequent to initial recognition, non-derivative financial instruments are measured as described below:

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

Accounting for finance income and expenses is discussed in note 3(m).

 

Held-to-maturity investments

If the Group has the positive intent and ability to hold debt securities to maturity, then they are classified as held-to-maturity. Held-to-maturity investments are measured at amortised cost using the effective interest method, less any impairment losses.

 

Available-for-sale financial assets

The Group’s investments in equity securities and certain debt securities are classified as available-for-sale financial assets. Subsequent to initial recognition, they are measured at fair value and changes therein, other than impairment losses (see note 3(h)(i)), and foreign exchange gains and losses on available-for-sale monetary items (see note 3(b)(i)), are recognised directly in equity. When an investment is derecognised, the cumulative gain or loss in equity is transferred to profit or loss.

 

Financial assets at fair value through profit or loss

An instrument is classified as financial asset at fair value through profit or loss if it is held for trading or is designated as such upon initial recognition. Financial instruments are designated at fair value through profit or loss if the Group manages such investments and makes purchase and sale decisions based on their fair value in accordance with the Group’s risk management or investment strategy. Upon initial recognition, attributable transaction costs are recognised in profit or loss when incurred. Financial instruments at fair value through profit or loss are measured at fair value, and changes therein are recognised in profit or loss.

 

Estimated exercise price of put options

Under the terms of certain agreements, the Group is committed to acquire the interests owned by minority shareholders in consolidated subsidiaries, if these minority interests wish to sell their share of interests.

As the Group has unconditional obligation to fulfil its liabilities under these agreements, International Accounting Standards No: 32 (“IAS 32”) “Financial instruments: Disclosure and Presentation”, requires the value of such put option to be presented as a financial liability on the statement of financial position for the present value of the estimated option redemption amount. The Group accounted such transactions under the anticipated acquisition method and the interests of minority shareholders that hold such put option are derecognised when the financial liability is recognised. The Group accounted the difference between the amount recognised initially for the exercise price of the put option and the carrying amount of minority in equity.

 

Other

Other non-derivative financial instruments are measured at amortised cost using the effective interest method, less any impairment losses.

 

13

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(c)

Financial instruments (continued)

(ii)

Derivative financial instruments

The Group holds derivative financial instruments to hedge its foreign currency risk exposures arising from operational, financing and investing activities. In accordance with its treasury policy, the Group engages in forward and option contracts. However, these derivatives do not qualify for hedge accounting and are accounted for as trading instruments.

Embedded derivatives are separated from the host contract and accounted for separately if a) the economic characteristics and risks of the host contract and the embedded derivative are not closely related, b) a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative, and c) the combined instrument is not measured at fair value through profit or loss.

Derivatives are recognised initially at fair value; attributable transaction costs are recognised in profit or loss when incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are recognized in profit or loss.

(d)

Property, plant and equipment

(i)

Recognition and measurement

Items of property, plant and equipment are stated at cost adjusted for the effects of inflation during the hyperinflationary period lasted by 31 December 2005 less accumulated depreciation (see below) and accumulated impairment losses (see note 3(h)(ii)).

Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labor, any other costs directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located, if any. Borrowing costs related to the acquisition or constructions of qualifying assets are capitalized during the period.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment.

Gains/losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized net within other income or other expenses in profit or loss.

(ii)

Subsequent costs

The cost of replacing part of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost can be measured reliably. The carrying amount of the replaced item is derecognised. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

 

14

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(d)

Property, plant and equipment (continued)

(ii)

Depreciation

Depreciation is recognized in the profit or loss on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term. Land is not depreciated.

The estimated useful lives for the current and comparative periods are as follows:

 

 

Buildings

21 – 50 years

 

Network infrastructure

3 – 8 years

 

Equipment, fixtures and fittings

4 – 5 years

 

Motor vehicles

4 – 5 years

 

Central betting terminals

10 years

 

Leasehold improvements

5 years

 

Depreciation methods, useful lives and residual values are reviewed at least annually unless there is a triggering event.

(e)

Intangible assets

Intangible assets that are acquired by the Group which have finite useful lives are measured at cost adjusted for the effects of inflation during the hyperinflationary period lasted by 31 December 2005 less accumulated amortization (see below) and accumulated impairment losses (see note 3(h)(ii)).

(i)

Goodwill

Goodwill or negative goodwill arises on the acquisition of subsidiaries, associates and joint ventures.

Goodwill represents the excess of the cost of the acquisition over the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the acquire. When the excess is negative (negative goodwill), it is recognised immediately in profit or loss.

Subsequent measurement

Goodwill is measured at cost less accumulated impairment losses. In respect of equity accounted investees, the carrying amount of goodwill is included in the carrying amount of the investment.

(ii)

Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset (that is purchased from independent third parties) to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in profit or loss as incurred. Capitalized costs generally relate to the application of development stage; any other costs incurred during the pre and post-implementation stages, such as repair, maintenance or training, are expensed as incurred.

 

15

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(d)

Intangible assets (continued)

(iii)

Amortization

Amortization is recognized in the profit or loss on a straight line basis over the estimated useful lives of intangible assets unless such useful lives are indefinite from the date that they are available for use. The estimated useful lives for the current and comparative periods are as follows:

 

Computer software

3 – 8

   years

 

GSM and other telecommunications license

3 – 25

   years

 

Transmission lines

10

   years

 

Central betting system operating right

10

   years

 

Customer base

2 – 8

   years

 

Brand name

10

   years

 

Customs duty and VAT exemption right

4.4

   years

 

(f)

 

Leased assets

Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition, the leased asset is measured at an amount equal to the lower of its fair value or the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset.

Other leases are operating leases and the leased assets are not recognized on the Group’s statement of financial position.

(g)

Inventories

Inventories are measured at the lower of cost or net realizable value. Net realisable value is the estimated selling price in the ordinary course of business, less selling expenses. The cost of inventory is determined using the weighted average method and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. As at 30 June 2009, inventories mainly consist of simcards, scratch cards and handsets.

(h)

Impairment

(i)

Financial assets

A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the original effective interest rate. An impairment loss in respect of an available-for-sale financial asset is calculated by reference to its fair value.

Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics.

All impairment losses are recognised in profit or loss. Any cumulative loss in respect of an available-for-sale financial asset recognised previously in equity is transferred to profit or loss.

 

16

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(h)

Impairment (continued)

(ii)

Financial assets (continued

An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. For financial assets measured at amortised cost and available-for-sale financial assets that are debt securities, the reversal is recognised in profit or loss. For available-for-sale financial assets that are equity securities, the reversal is recognised directly in equity.

(ii)

Non-financial assets

The carrying amounts of the Group’s non-financial assets, other than inventories, and deferred tax assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or group of assets (the “cash-generating unit”).

The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are expected to benefit from the synergies of the combination.

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognised.

(i)

Employee benefits

(i)

Retirement pay liability

In accordance with existing labor law in Turkey, the Company and its subsidiaries in Turkey are required to make lump-sum payments to employees who have completed one year of service and whose employment is terminated without cause or who retire, are called up for military service or die. Such payments are calculated on the basis of 30 days’ pay maximum full TL 2,365 as at 30 June 2009 (equivalent to full $1,546 as at 30 June 2009), which is effective from 1 July 2009, per year of employment at the rate of pay applicable at the date of retirement or termination. Reserve for retirement pay is computed and reflected in the consolidated interim financial statements on a current basis. The reserve has been calculated by estimating the present value of future probable obligation of the Company and its subsidiaries in Turkey arising from the retirement of the employees.

 

17

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(i)

Employee benefits (continued)

(ii)

Defined contribution plans

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution plans are recognised as an employee benefit expense in profit or loss when they are due.

The assets of the plan are held separately from the consolidated interim financial statements of the Group. The Company and other consolidated companies that initiated defined contribution retirement plan are required to contribute a specified percentage of payroll costs to the retirement benefit scheme to fund the benefits. The only obligation of the Group with respect to the retirement plan is to make the specified contributions.

(j)

Provisions

A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

Onerous contracts

A provision for onerous contracts is recognized when the expected benefits to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Group recognizes any impairment loss on the assets associated with that contract. The Company did not recognize any provision for onerous contracts as at 30 June 2009.

Site restoration

In accordance with one of the Group subsidiaries’ published environmental policy and applicable legal requirements, a provision for site restoration and future dismantling costs of base stations is recognized.

(k)

Revenues

Revenues are recognized as the fair value of the consideration received or receivable, net of returns, trade discounts and rebates. Communication fees include postpaid revenues from incoming and outgoing calls, additional services, prepaid revenues, interconnect revenues and roaming revenues. Communication fees are recognized at the time the services are rendered.

With respect to prepaid revenues, the Group generally collects cash in advance by selling scratch cards to distributors. In such cases, the Group does not recognize revenue until the subscribers use the telecommunications services. Deferred income is recorded under current liabilities.

 

18

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(k)

Revenue (continued)

In connection with campaigns, both postpaid and prepaid services may be bundled with handset or other goods / services and these bundled services and products involve consideration in the form of fixed fee or a fixed fee coupled with continuing payment stream. Loyalty programs for both postpaid and prepaid services may be bundled with other services. Deliverables are accounted separately where a market for each deliverable exists and if the recognition criterion is met individually. Costs associated with each deliverable are recognized at the time of revenue recognized. The arrangement consideration is allocated to each deliverable in proportion to the fair value of the individual deliverables.

Revenues allocated to handsets given in connection with campaigns, which is included in other revenue, is recognised when the significant risks and rewards of ownership have been transferred to the buyer, collection is probable, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods and the amount of revenue can be measured reliably.

Commission fees mainly comprised of net takings earned to a maximum of 1.4% of gross takings, as a head agent of fixed odds betting games starting from 1 March 2009 (between 15 March 2007 and 1 March 2009, commission rate was 7% of gross takings and 4.3% commission was recognized based on the para-mutual and fixed odds betting games operated on Central Betting System).

Commission revenues are recognized at the time all the services related with the games are fully rendered. Under the agreement signed with Spor Toto Teskilat Mudurlugu AS (“Spor Toto”), Inteltek Internet Teknoloji Yatirim ve Danismanlik AS (“Inteltek”) is obliged to undertake any excess payout, which is presented on net basis with the commission fees.

Monthly fixed fees represent a fixed amount charged to postpaid subscribers on a monthly basis without regard to the level of usage. Fixed fees are recognized on a monthly basis when billed.

Simcard sales are recognized upfront upon delivery to subscribers, net of returns, discounts and rebates. Simcard costs are also recognized upfront upon sale of the simcard to the subscriber.

Call center revenues are recognized at the time services are rendered.

The revenue recognition policy for other revenues is to recognise revenue as services are provided.

(l)

Lease payments

Payments made under operating leases are recognized in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognized as an integral part of the total lease expense, over the term of the lease.

Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.

 

19

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(m)

Finance income and expenses

Finance income comprises interest income on funds invested (including available-for sale financial assets), late payment interest income, gains on the disposal of available-for-sale financial assets, changes in the fair value of financial assets at fair value through profit or loss and gains on derivative instruments that are recognised in profit or loss. Interest income is recognised as it accrues, using the effective interest method.

Finance expenses comprise interest expense on borrowings, unwinding of the discount on provisions, changes in the fair value of financial assets at fair value through profit or loss and impairment losses recognised on financial assets. Borrowing costs that are recognised in profit or loss or capitalized are accounted using the effective interest method.

Foreign currency gains and losses are reported on a net basis.

(n)

Transactions with related parties

A related party is essentially any party that controls or can significantly influence the financial or operating decisions of the Group to the extent that the Group may be prevented from fully pursuing its own interests. For reporting purposes, investee companies and their shareholders, minority shareholders at subsidiaries, key management personnel, shareholders of the Group and the companies that the shareholders have a relationship with are considered to be related parties.

(o)

Income taxes

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the statement of financial position method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit, and differences relating to investments in subsidiaries and jointly controlled entities to the extent that they probably will not reverse in the foreseeable future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

 

20

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(p)

Earnings per share

The Group presents basic earnings per share (“EPS”) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. Diluted EPS is equal to basic EPS because the Group does not have any convertible notes or share options granted to employees.

(q)

Segment reporting

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the Company Management to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.

The Group identified Turkcell, Euroasia and Belarussian Telecom as operating segments.

(r)

New standards and interpretations not yet adopted

A number of new standards, amendments to standards and interpretations are not yet effective at 30 June 2009, and have not been applied in preparing these consolidated interim financial statements:

 

Revised IFRS 3 “Business Combinations” (2008) incorporates the following changes that are likely to be relevant to the Group’s operations:

 

-

The definition of a business has been broadened, which is likely to result in more acquisitions being treated as business combinations.

 

-

Contingent consideration will be measured at fair value, with subsequent changes therein recognised in profit or loss.

 

-

Transaction costs, other than share and debt issue costs, will be expensed as incurred.

 

-

Any pre-existing interest in the acquiree will be measured at fair value with the gain or loss recognised in profit or loss.

 

-

Any non-controlling (minority) interest will be measured at either fair value, or at its proportionate interest in the identifiable assets and liabilities of the acquiree, on a transaction-by-transaction basis.


Revised IFRS 3, which becomes mandatory for the Group’s 2010 consolidated financial statements, will be applied prospectively and therefore there will be no impact on prior periods in the Group’s 2010 consolidated financial statements.

 

Amended IAS 27 “Consolidated and Separate Financial Statements” (2008) requires accounting for changes in ownership interests by the Group in a subsidiary, while maintaining control, to be recognised as an equity transaction. When the Group loses control of a subsidiary, any interest retained in the former subsidiary will be measured at fair value with the gain or loss recognised in profit or loss. The amendments to IAS 27, which become mandatory for the Group’s 2010 consolidated financial statements, are not expected to have a significant impact on the consolidated financial statements.

 

21

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

3.

Significant accounting policies (continued)

(r)

New standards and interpretations not yet adopted (continued)

 

 

Eligible Hedged Items (amendment to IAS 39 “Financial Instruments: Recognition and Measurement”) introduces application guidance to illustrate how the principles underlying hedge accounting should be applied in the designation of i) a one-sided risk in a hedged item and ii) inflation in a financial hedged item. The amendment is effective, with retrospective application, for annual periods beginning on or after 1 July 2009 and is not expected to have any effect on the consolidated financial statements.

 

IFRIC 17, “Distributions of Non-cash Assets to Owners”, requires entities to recognise certain distributions of non-cash assets at fair value, and to recognise in profit or loss the difference between the fair value of the assets distributed and their carrying amounts. IFRIC 17 provides guidance on when and how a liability for certain distributions of non-cash assets is recognised and measured, and how to account for settlement of that liability. Transactions within its scope will need to be measured at fair value. IFRIC 17 is effective for annual periods beginning on or after July 2009; earlier application is permitted only if IFRS 3 Business Combinations (2008), IAS 27 Consolidated and Separate Financial Statements (2008) and the related amendments to IFRS 5 are applied at the same time.

 

IFRIC 18 “Transfers of Assets from Customers” provides guidance on transfers of property, plant and equipment (or cash to acquire it) for entities that receive such contributions from their customers. IFRIC 18 applies prospectively to transfers of assets from customers received on or after July 2009; earlier application is permitted provided that the necessary valuations and other information were obtained at the time that those transfers occurred. The interpretation is not expected to have significant effect on the consolidated financial statements.

 

Amendments to IFRIC 9 “Reassessment of Embedded Derivatives” and IAS 39 “Financial Instruments: Recognition and Measurement” require entities to assess whether they need to separate an embedded derivative from a hybrid (combined) financial instrument when financial assets are reclassified out of the fair value through profit or loss category. When the fair value of an embedded derivative that would be separated cannot be measured reliably, the reclassification of the hybrid (combined) financial asset out of the fair value through profit or loss category is not permitted. The amendments are applicable for annual periods ending on or after 30 June 2009 and are not expected to have significant effect on the consolidated financial statements.

 

Amendments to IFRS 2 “Share-based Payment Transactions” require an entity receiving goods or services (“receiving entity”) in either an equity-settled or a cash-settled share-based payment transaction to account for the transaction in its separate or individual financial statements. This principle applies even if another group entity or any shareholder of such an entity settles the transaction (“settling entity”) and the receiving entity has no obligation to settle the payment. The amendments are applicable retrospectively to annual periods beginning on or after 1 January 2010 and are not expected to have any effect on the consolidated financial statements.

 

22

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

4.

Determination of fair values

A number of the Group’s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the following methods. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

(i)

Property, plant and equipment

The fair value of property, plant and equipment recognised as a result of a business combination is based on market values. The market value of property is the estimated amount for which a property could be exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. The market value of items of plant, equipment, fixtures and fittings is based on the quoted market prices for similar items.

(ii)

Intangible assets

The fair value of the brand acquired in the Superonline Uluslararasi Elektronik Bilgilendirme Telekomunikasyon ve Haberlesme Hizmetleri AS (“Superonline”) business combination is based on the discounted estimated royalty payments that have been avoided as a result of the brand being owned. The fair value of customer base acquired in the Superonline business combination are valued using the multi-period excess earnings method, whereby the subject asset is valued after deducting a fair return on all other assets that are part of creating the related cash flows.

The fair value of custom duty and VAT exemption agreement in the Belarussian Telecom business combination is based on the incremental cash flows method (cost saving approach) and this was used for the valuation analysis.

The fair value of mobile telephony licenses (GSM&UMTS) in the Belarussian Telecom business combination is based on the Greenfield (build-out) method, which is estimated to be appropriate and commonly used for the valuation of licenses, and this was used for the valuation analysis.

The fair value of other intangible assets is based on the discounted cash flows expected to be derived from the use and eventual sale of the assets.

(iii)

Investments in equity and debt securities

The fair value of financial assets at fair value through profit or loss, held-to-maturity investments and available-for-sale financial assets is determined by reference to their quoted bid price or over the counter market price at the reporting date. The fair value of held-to-maturity investments is determined for disclosure purposes only.

(iv)

Trade and other receivables / due from related parties

The fair values of trade and other receivables and due from related parties are estimated as the present value of future cash flows, discounted at the market rate of interest at the reporting date.

(v)

Derivatives

The fair value of forward exchange contracts and option contracts are based on their listed market price, if available. If a listed market price is not available, then fair value is estimated by discounting the difference between the contractual forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate (based on government bonds) or option pricing models.

 

23

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

4.

Determination of fair values (continued)

(vi)

Non-derivative financial liabilities

Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the reporting date. For finance leases, the market rate of interest is determined by reference to similar lease agreements.

(vii)

Exercise price of financial liability related to minority share put option

The Group measures the estimated exercise price of the financial liability originating from put options granted to minorities as the present value of estimated option redemption amount. Present value of the estimated option redemption amount is based on the fair value of estimation for the company subject to the put option.

The Company has estimated a value based on multiple approaches including income approach (discounted cash flows) and market approach (comparable market multiples). The average of the values determined as of 31 August 2013, which is the exercise date of the put option, is then discounted back to 30 June 2009.

5.

Financial risk management

The Group has exposure to the following risks from its use of financial instruments:

 

Credit risks

 

Liquidity risks

 

Market risk

This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring and managing risk, and the Group’s management of capital.

The Company management has overall responsibility for the establishment and oversight of the Group’s risk management framework.

The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities.

The instant impact of the global turmoil across global financial markets came out to be a sharp increase in foreign currency exchange rates in Turkey. Consequently, the depreciation of TL against USD and EUR was 29.8% and 25.2%, respectively and the depreciation of HRV against USD was 52% as at 31 December 2008 when compared to the exchange rates as at 31 December 2007. Subsequently, TL further depreciated against USD and EUR by 1.2% and 0.3%, respectively and HRV/USD parity appreciated against USD by 0.9% as at 30 June 2009 when compared to the exchange rates as at 31 December 2008. Please refer to note 28 for additional information on the Group’s exposure to this turmoil.

Credit risk

Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers and investment securities.

 

24

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

5.

Financial risk management (continued)

Credit risk (continued)

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. The Group may require collateral in respect of financial assets. Also, the Group may demand letters of guarantee from third parties related to certain projects or contracts. The Group may also demand certain pledges from counterparties if necessary in return for the credit support it gives related to certain financings.

In monitoring customer credit risk, customers are grouped according to whether they are an individual or legal entity, ageing profile, maturity and existence of previous financial difficulties. Trade receivables and accrued service income are mainly related to the Group’s subscribers. The Group exposure to credit risk on trade receivables is influenced mainly by the individual payment characteristics of postpaid subscribers.

Investments are preferred to be in liquid securities and mostly with counterparties that have a credit rating equal or better than the Group. Some of the collection banks have credit ratings that are lower than the Group’s, or they may not be rated at all, however, policies are in place to review the paid-in capital and rating of counterparties periodically to ensure credit worthiness.

Transactions involving derivatives are with counterparties with whom the Group has signed agreements and which have sound credit ratings.

At the reporting date, there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement of financial position.

The Group establishes an allowance for doubtful receivables that represents its estimate of incurred losses in respect of receivables from subscribers. This allowance includes the specific loss component that relates to individual subscribers exposures, and adjusted for a general provision which is determined based on historical data of payment statistics. This allowance also includes specific provision for some dealers and roaming counterparties. Impairment loss as a percentage of revenues represented 1.2% of revenues for the six months ended 30 June 2009. If impairment loss as a percentage of revenues increased to 1.5% of revenues, the impairment loss would have been increased by $8,872, negatively impacting profit for the six months ended 30 June 2009.

Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. Typically, the Group ensures that it has sufficient cash and cash equivalents to meet expected operational expenses, including financial obligations.

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.

 

25

 



TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

 

5.

Financial risk management (continued)

Currency risk

The Group is exposed to currency risk on certain revenues such as roaming revenues, purchases and certain operating costs such as roaming expenses and network related costs and resulting receivables and payables, borrowings, deferred payments related to the acquisition of Belarussian Telecom and financial liability in relation to put option for the acquisition of minority shares of Belarussian Telecom that are denominated in a currency other than the respective functional currencies of Group entities, primarily TL for operations conducted in Turkey. The currencies in which these transactions are primarily denominated are EUR, USD and SEK.

Derivative financial instruments such as forward contracts and options are used to hedge exposure to fluctuations in foreign exchange rates. The Group uses forward exchange contracts to hedge its currency risk.

The Group’s investments in its equity accounted investee Fintur and its subsidiaries in Ukraine and Republic of Belarus are not hedged with respect to the currency risk arising from the net assets as those net investments are considered to be long-term in nature.

Interest rate risk

The Group has not entered into any type of derivative instrument in order to hedge interest rate risk as at 30 June 2009.

6.

Segment reporting

The Group has three reportable segments, as described below, which are based on the dominant source and nature of the Group’s risk and returns as well as the Group’s internal reporting structure. These strategic segments offer same types of services, however they are managed separately because they operate in different geographical locations and are affected by different economical conditions.

The Group comprises the following main operating segments: Turkcell, Euroasia and Belarussian Telecom, all of which are GSM operators in their countries.

Other operations mainly include companies operating in telecommunication and betting businesses and companies provide call center and value added services.

Information regarding the operations of each reportable segment is included below. Adjusted EBITDA is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Adjusted EBITDA definition includes revenue, direct cost of revenues excluding depreciation and amortization, selling and marketing expenses and administrative expenses.

The accounting policies of operating segments are the same as those described in the summary of significant accounting policies

.

26

 


TURKCELL ILETISIM HIZMETLERI AS AND ITS SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

As at and for the six and three months ended 30 June 2009

(Amounts expressed in thousands of US Dollars unless otherwise indicated except share amounts)

 

6.

Segment reporting (continued)

 

 

Six months ended 30 June

 

 

Turkcell

 

Euroasia

 

Belarussian Telecom

 

Other

 

Total

 

 

2009

 

2008

 

2009

 

2008

 

2009

 

2008

 

2009

 

2008

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total external revenues

 

2,407,228

 

2,945,824

 

164,213

 

199,695