Investor Presentation

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1 Investor Presentation March 2016 happy moments

2 2 1. Ülker: Ülker In Brief 2. Organic Growth Drivers 3. Inorganic Growth Opportunities & Godiva 4. Operational Performance 5. Financials 6. Appendix

3 Leading Name In Turkish Confectionery 3 70 years of experience in Turkish confectionery Turkey s leading producer of biscuits, chocolates, chocolate covered products, crackers, wafers and cakes Largest production capacity in Turkey with spread out facilities Leader in chocolate category with 47% market share, and strong #2 in biscuit & cake categories with 44% and 31% market share 1Q16 Extensive sales & distribution capabilities covering 90% of traditional channel Consolidated annual net sales of TL 3.1 bn in 2015 A gateway to the Middle East, Northern Africa and EU, with exports to those regions accounting for c.15% of revenues in 2015 Key figures TL mn 1Q16 Mcap as of 03/31/2016 7,052 Revenue (LTM) 3,222 EBITDA (LTM) 436 EBITDA Margin % (LTM) 13.5% Sales 1Q 2016 k tons 1Q2016 (LTM) TL mn 1Q2016 (LTM) Excludes other non-confectionary sales of TL 40.7 mn in 1Q16 % share in Total Rev 1Q16 Biscuits % Chocolate 138 1,437 45% Cake % Topkapı, Istanbul Chocolate Established in 1991 Capacity: 223k tons/year 68k sqm closed area Silivri, Istanbul Chocolate, chocolate covered biscuit Established in 1995 Capacity: 30k tons/year 12k sqm closed area Cake Production Facilities Istanbul Gebze Hadımkoy, Istanbul Established in 1992 Capacity: 45k tons/year 27k sqm closed area Karaman Ankara Karaman Biscuit, cake, cracker & chocolate Established in 1986 Capacity: 185k tons/year 102k sqm closed area Non-Ülker branded products 74% owned by Ülker Biscuit & cracker Established in 1997 Capacity: 72k tons/year 41k sqm closed area Biscuit Gebze Ankara Established in 1969 Capacity: 120k tons/year 86k sqm closed area The largest biscuit manufacturing facility in the Middle East Shareholding Structure (As of ) Free Float 42,7% Yıldız Holding & Subsidiarie s & Family Members 57,3%

4 Milestones Of Our Success 4 Revenues Mcap US$ mn Established as a small scale family run bakery Numerous minority shareholders triggered the listing of Anadolu Gıda on İstanbul Stock Exchange Ülker Gıda merged under its own title with Anadolu Gıda Appointment of Murat Ülker as Chairman of Ülker and Yıldız Holding: new generation & new vision Ülker Gıda changed its name to Ülker Bisküvi: Emphasis on core business 1,322 2,736 1,131 2,070 Mcap as of year-end 2015 FY Revenue Acquisition of 25% stake in the premium chocolatier brand Godiva Ülker Bisküvi investment: US$214 mn Rapid growth led to complex corporate structure 4 sales companies, 4 production companies and minority stakes in 7 non-core assets : Restructuring at all fronts 2011 New top management on board Gathering all chocolate and cake businesses under Ülker Bisküvi 2012 Disposal of 6 non-core assets. Reduced Godiva stake to 19% - TL 100mn profit Simplified traditional channel distribution merger of production companies with sales 2013 companies; consolidation of all sales under new sales company Horizon SKU optimization 502 SKUs in 2010 vs. 330 SKUs in 2014 Cancellation of privileged shares and founder shares New dividend policy minimum 70% of distributable income Free Float reached 40% after Yıldız Holding s block sale : Ülker Biskuvi acquired 30% minority stake in Biskot Divested stakes in Istanbul Gıda, Birleşik Dış Ticaret and Rekor : Ülker Biskuvi acquired 45.9% majority stake in Hi-Food(Egypt) Ülker Biskuvi acquired 100% stake in Istanbul Gıda

5 The Best Recognized FMCG Brand 5 Ülker has always been the most recognized brand and closest to consumers Strength of the brand is proven by national and international awards Best Recognized Brands Brand One Feels Closest To # 1 # 2 # 3 # 4 # 5 Source: ACNielsen Most Genuine Company (MediaCat & Ipsos, 2014) The Brand Award (International Brands Conference, 2011) Long lasting relationships with end users enhance brand perception Ülker Perception Study in 2014 Proves that Ülker is positioned well above Turkey Benchmark in Trust, Like, Recognition, Familiarness, and Advocacy Source: Ipsos Trust Like Ülker Turkey Consensus 79% 45% 79% 47% Recognition Familiarness Advocacy 83% 56% 99% 91% 73% 42%

6 Strong Product Portfolio 6 Market leader or strong 2nd in the largest majority of our portfolio Strong leadership in Chocolate Covered, Solid Chocolate, Chocolate Covered Sandwich and sandwich biscuits segments New innovative product launches reaffirm our category leadership Biscuits 44% Market Share Chocolate 47% Market Share Cake 31% Market Share # 1 in Petit Beurre Segment # 1 in Creamy Biscuits Segment Top 3 in Chocolate Covered Segment #1 in Cake Segment # 1 in Special Biscuits Segment # 1 in Chocolate Covered Sandwich Segment In Top 5 in Chocolate Covered Segment #2 in Portion Cake Segment # 2 in Cracker Segment #1 in Solid Chocolate Segment # 1 in Sandwich Biscuits Segment #2 in Wet Cake Segment Retail market, Shares as of 1Q2016 # 2 in Chocolate Biscuit Segment #1 in Spread Chocolate Segment

7 7 1. Ülker: Ulker In Brief 2. Organic Growth Drivers 3. Inorganic Growth Opportunities & Godiva 4. Operational Performance 5. Financials 6. Appendix

8 Favorable Demographics & Young Target Population Sizeable market with a growing population Youngest population in Europe 8 Turkey has one of the youngest and fastest growing populations Attractive target consumer group Malaysia Turkey Indonesia S.Africa CAGR % 1.4% 1.3% 1.2% Population % 17% 12% 14% 7% 8% 11% 41% Brazil 0.9% 199 European median 41 yrs UK 0.7% % 14% France 0.5% % 17% Turkey median 31 yrs Italy 0.5% 61 Netherlands 0.5% % 12% 17% 59% Czech Rep. Poland 0.3% 0.2% % 25% Russia 0.2% 144 EU-27 Turkey Greece 0.2% 11 Source: Turkstat, Eurostat Germany -0.1% 82 Source: World Bank, Turkstat Total population in millions

9 Spending Increases In Tandem With GDP Per Capita kg biscuit consumption in 2015 Biscuits consumption vs GDP per capita Per Capita GDP (US$) Chocolate consumption vs GDP per capita Per Capita GDP (US$) 2.3 kg Chocolate consumption in 2015 Increasing GDP per capita expected to fuel biscuit and chocolate consumption Kg Per Capita Source: Euromonitor, World Bank Source: Euromonitor, World Bank Kg Per Capita Biscuit consumption in Turkey gained momentum since 2009 delivering 3,9% average annual growth versus EU average growth of 0,6% Chocolate consumption in Turkey also accelerated since 2009 delivering 5,0% average annual growth versus EU average growth of 0,3%

10 Category Growth In Turkey 10 Biscuits Market Growth (Tons) Chocolate Market Growth (Tons) Source: A.C. Nielsen Source: A.C. Nielsen New innovative product launches affects the growth of biscuits Chocolate coated biscuits grew highest in Consumer preference for practical, nutritious snacks and meal replacement alternatives including sandwich biscuits & filled biscuits Cake Market Growth (Tons) Bagged selflines/softlines was the fastest growing category in Tablets and countlines continue to grow at high single digits More sophisticated new products with novel formats and better-quality will continue to drive the category growth The trend of hybrid products with varied flavors and formats persists The new format of wet cakes which can be re-heated in the microwave has been the new trend

11 Cake Chocolate Biscuit Regaining Market Share With Portfolio Management... Streamlined product portfolio and increased brand investment for improved sales 11 Results of portfolio restructuring reflected as increased sales performance # of SKU and sales Market Share Development, Volume Based Portfolio restructuring started in late Keeping star SKUs, discontinuing unprofitable ones Reduction from 502 SKUs in 2010 to 330 SKUs in Increased brand investments through multichannel advertising and social media / investment on star SKUs - Increasing sales per SKUs New launches to grasp market share: - Indulgence biscuits: Dore (launched in June 2013) - Diet Biscuits (launched in September 2013) - New Chocolate- Laviva- (launched in September 2013) - A New Cake Line O La La (launched in March 2014) - New Biscuits- Kup Gofret (launched in February 2015) - New Chocolate- Çikolata Rüyası (launched in December 2015) Source: ACNielsen, Euromonitor Retail market, Market shares may not add up to 100% due to rounding

12 12 1. Ülker: Ulker In Brief 2. Organic Growth Drivers 3. Inorganic Growth Opportunities & Godiva 4. Operational Performance 5. Financials 6. Appendix

13 Inorganic Growth Opportunities Lie Ahead 13 Saudi Arabia: A Market On The Move Saudi Arabia Key Facts; Population of 31.4 mn on a sq km land Average population growth of 1.6% in the last 5 years One of the world s top 25 most competitive economies with a total GDP of US$ 770 bn Largest free market in the Middle East, having 38% of the total Arab GDP One of the world s fastest growing countries- 8% average growth in the last 5 years One of the world s most stable currency- Saudi Riyal c.us$ 2,8 bn confectionery market FMC Established in % Yıldız Holding, 45% local partner Biscuit, chocolate and cake production Capacity: tons c. 100 trucks reaching c. 10,000 sales points GDP Growth 7,4% 9,6% 1,4% 3,6% 3,5% Inflation 5,2% 3,9% 3,1% 2,5% 2,9% Population 29,4 29,9 30,5 30,9 31,4 Population Growth 1,7% 1,7% 2,0% 1,3% 1,5% Tons Chocolate Biscuit Cake Value (US$ mn) Chocolate 738,7 852,4 993, , ,3 Biscuit 385,1 429,1 481,1 531,4 588,6 Cake 599,1 671,3 757,3 838,7 933,8 Source: Euromonitor, World Bank (SAR x000) Sales Volume (Tons) 26,764 29,404 29,133 Net Sales 341, , ,750 EBITDA 18,727 31,725 40,366 EBITDA Margin 5.5% 8.2% 10.6% Net Debt (17,279) 46,974 24,591

14 Inorganic Growth Opportunities (cont) 14 Egypt Key Facts; Egypt: Presenting Various Opportunities In A Sophisticated Market Population of 91,0 mn on a 1,001,450 sq km land Average population growth of 1.5% in the last 5 years %50 of the population is under the age of 24 Second largest economy in the Arab world with a GDP of US$ 282,2 bn c.us$ 1,7 bn confectionery market Traditional channel is still dominant with c75% GDP Growth 7,8% 11,4% 3,5% 2,2% -1,5% Inflation 12,0% 12,0% 9,0% 11,0% 11,6% Population 85,6 86,9 88,3 89,6 91,0 Population Growth 1,5% 1,5% 1,6% 1,5% 1,6% Tons Chocolate Biscuit Cake Value (US$ mn) Chocolate 288,9 323,0 325,6 360,4 391,7 Biscuit 868,3 955,6 969, , ,9 Cake 149,7 161,9 159,1 172,6 182,5 Source: Euromonitor, World Bank Established in % Yıldız Holding, 54% - 2 Local partners Biscuit, production Hi Food Capacity: 30,000 tons (EGP x000) Sales Volume (Tons) 21,943 21,948 26,645 Net Sales 289, , ,734 EBITDA 44,883 40,728 48,938 EBITDA Margin 15,4% 13,4% 13,6% Net Debt 42,053 81, ,002

15 Inorganic Growth Opportunities (cont) 15 Kazakhstan Key Facts; Kazakhstan: A Bridge From East To West Population of 17,5 mn on a 2,724,900 sq km land Average population growth of 1.5% in the last 5 years One of the largest economy in CIS with a GDP of US$ 246 bn Located right in the heart of Eurasia A gateway to Russia, China, India c.us$ 1,3 bn confectionery market Traditional channel is still dominant with c80% GDP Growth 27,0% 8,2% 13,9% 4,3% 1,9% Inflation 8,0% 5,0% 6,0% 7,0% 7,9% Population 16,6 16,8 17,0 17,3 17,5 Population Growth 1,6% 1,4% 1,5% 1,5% 1,4% Tons Chocolate 85,500 87,700 90,800 91,500 93,900 Biscuit 44,070 45,167 47,730 49,387 50,816 Cake 13,300 13,500 13,700 13,800 14,000 Value (US$ mn) Chocolate 816,1 878,5 977, ,0 932,0 Biscuit 201,9 219,2 245,4 251,8 238,4 Cake 85,8 91,7 97,5 93,5 87,0 Source: Euromonitor, World Bank Hamle (KZT in bn) Sales Volume (Tons) 12,540 11,036 9,601 Established in % Yıldız Holding Net Sales 5,593 5,826 6,051 Biscuit, chocolate and cake production Capacity: tons Covering 14,000 sales points with 62 trucks EBITDA EBITDA Margin 2,4% 0,3% - Net Debt 3,816 3,515 9,054

16 Godiva A Valuable Financial Asset 16 Leading premium chocolate producer with significant brand equity worldwide Entry into China, S.Korea, Indonesia, S. Arabia, Thailand, Australia and Turkey since the acquisition Yet to reach its potential in terms of growth and margins by restructuring the company, investing in store expansion, especially in the Far East, closing down inefficient stores, reshuffling the product portfolio, Godiva plans to open 50 new stores per annum and reach US$ 1bn in revenues and US$ 120mn EBITDA in 2017 Geographical presence of Godiva as of 2015 year end Owns and operates 601 retail boutiques, with presence in over 100 countries as of 2014 year-end Available via over 10,000 specialty retailers Key figures 207 stores in the US &Canada 17 stores in Europe 377 stores in Asia # of stores Revenues US$ 470mn US$ 732mn US$ 792mn EBITDA - US$ 48mn US$ 8mn Godiva store in Harrods, London Geographical store evolution Godiva store in Denver, the US Year U.S. Japan China Pac Rim Belgium Others

17 17 1. Ülker: Ulker In Brief 2. Organic Growth Drivers 3. Inorganic Growth Opportunities & Godiva 4. Operational Performance 5. Financials 6. Appendix

18 Strong Track Record In Operations 18 Continuing growth trend * Change (CAGR 2015/2011) Consolidated Volume (Tons) % Consolidated Revenue (mn TL) 1, , % Consolidated EBITDA (mn TL) % Consolidated Net Profit (mn TL)** % *These figures do not contain the delisted SKU s **Net profit for the equity holders of the parent 2011 Net profit excluding financial gains in 2011

19 Steady Improvement In Operational Front 19 Components of EBITDA margin improvement 3,5% 13,1% 1,2% 4,1% 2011 EBITDA Margin Distribution Restructuring Category Mix Effect Better Cost & Opex Management 1Q 2016 EBITDA Margin

20 Simplified Route To Market Strategy 20 Traditional channel - Efficiency gains from restructuring Before Current Simplified and consolidated route to market creates cost efficiencies paving the way for further margin improvement Previous Structure Domestic Traditional Channel Biscuits Chocolates Other Food & Beverage Products Atlantik (Ülker brand) Atlas (Ülker brand) Distributors Distributors Completed New Structure Domestic Traditional Channel Biscuits Chocolates Other Food & Beverage Products Horizon (New Sales Company) Distributors Cakes Atlas Cakes Multi-channel route to traditional market Limited to single category sales 235 distributors # of points visited: 140k % of invoice issued by visit: 75%-80% Single route to traditional market through Horizon Benefiting from Yıldız Holding product portfolio 103 distributors # of points visited: 200k % of invoice issued by visit: 90% Decreased logistics expense More efficient route to sales points Enhanced distribution profit Better and faster execution capability Stronger distributors with higher nominal gains Owned by Yıldız Holding, took over all traditional sales activities of Ülker as well as Yıldız Holding s other companies sales activities

21 21 1. Ülker: Ülker In Brief 2. Organic Growth Drivers 3. Inorganic Growth Opportunities & Godiva 4. Operational Performance 5. Financials 6. Appendix

22 Increasing Sales 22 Sales volume by category Net sales by category Tonnes Other Cake Chocolate Biscuit TL mn Other Cake Chocolate Biscuit ,4 364, ,7 107,2 399, ,2 389,9 1Q2015 1Q2016 1Q2015 1Q2016 Consolidated sales volume was up by 21.2% in 1Q16 attributable to: Hi-food and Istanbul Gıda acquisitions Excluding other, the growth was 3.8% Like for like growth -2.8% Domestic sales volume was up by 4.5% in 1Q16 Like for like growth -2.4% Export volume slightly increased by 0.6%to tons in 1Q16 Like for like growth -4.8% Lower exports to Iraq, Yemen, Senegal and Algeria persists Consolidated sales revenue was up by 18.6% in 1Q16 primarily as a result of: Acquisition of Hi-Food & Istanbul Gıda Carry on price increases & downsizings impact Mix impact Excluding other, the growth was +13% Like for like growth +4.4% Domestic sales revenue was up by 10.6% in 1Q16 Like for like growth +5.3% Export revenue was by 67.7% in 1Q16 Like for like growth -0.9%

23 Improving Margins 23 Gross profit and margin % EBITDA and margin % * TL mn TL mn Margin 23.4% 22.5% Margin 12.3% 13.1% 210,6 96,8 122,3 184,6 1Q2015 1Q2016 1Q2015 1Q2016 * Excluding other income/(expense) from operations Gross profit increased by 14.1% to TL 210,6 mn in 1Q16 Gross margin contracted by 0.9 pp to 22.5% due to Carry on price increase and downsize impact İncrease in minimum wages Rising input costs EBITDA grew by 26.5% to TL 122,3 mn EBITDA margin widened by 0.9 pp to 13.1% mainly due to; Effective pricing Tight OPEX management

24 Working Capital & Net Debt 24 Average working capital days Average WC days Trade receivables Q15 1Q Inventory Trade payables WC - days Net working capital was TL 535 mn in 1Q 2016 and TL 408 mn at the end of 2015 Working capital requirement over sales ratio was 16.6% in 1Q 2016 vs 13.3% in 2015 Net Debt (TL mn) Net debt Net debt - TL mn Q16 Financial debt Short term financial debt Net debt as of March. 31, 2016: TL 456 mn (US$ 161 mn) Net debt to EBITDA is 1.1x Financial debt FX short position of TL 344 mn (US$ 117 mn) - US$ denominated due to company strategy - Maturity breakdown as of March 31, 2016: - Short term 35.2% - Long term 64.8% Cash & cash equivalents breakdown based on currency - TL: 48,4 mn - US$: 1.429,4 mn - Euro: 739,8 mn Amounts expressed in Turkish Lira TL Long term financial debt Cash and cash equivalents Net debt

25 Financials 25 Consolidated Income Statement Income Statement (in TL mn) 1Q2015 1Q2016 Sales Revenues Growth (%) %18.6 Gross Profit Growth (%) %14.1 Gross Profit Margin 23.4% 22.5% Marketing, Sales & Distribution Expenses (80.4) (79.7) General Administration Expenses (19.4) (23.3) Research Expenses (1,6) (2.1) Other Operating Inc/Exp, net Operating Profit Income from Investments 71.9 (7.3) Operating Profit before Financial Inc/Exp Finance Inc/Exp, net (109.0) 11.0 Profit Before Taxation Tax Charge from Continued Operations (11.0) (24.4) PROFIT FOR THE PERIOD Non Controlling Interests (6.7) (6.5) Equity Holders of the Parent

26 26 1. Ülker: Ülker In Brief 2. Organic Growth Drivers 3. Inorganic Growth Opportunities & Godiva 4. Operational Performance 5. Financials 6. Appendix

27 Yıldız Holding: Strong & Supportive Parent 27 Operates in 6 sectors with TL 20.4 bn gross sales in 2014 The largest branded food group in CEEMEA 72 production facilities, 310 brands in 40 categories including biscuits, chocolate, confectionary, margarine & liquid oils, culinary products, and frozen foods Benefits from its diversified business portfolio - significant distribution and purchasing synergies across the portfolio Increased interests in food retailing with strategic stakes in top three discounters - Bizim, and Şok accounting for 7% of organized food retail sales in Turkey Diversified product portfolio holding strong market shares Best recognized food brand #1 in biscuits & chocolates #1 in edible oils and fats #1 in culinary products Bizim and Şok - 8% of Ülker s net sales as of 2015 Real Estate Personal Care Retail Finance Food Packaging Experience in managing international operations JVs with leading international players Sole and first brand sought out for co-branding Turkey's first food company to establish a nationwide distribution network Premium segment chocolate producer acquired in 2008 Leading international baked snacks producer acquired in 2014 In excess of 220k sales points nationwide c.90% coverage, second best after beverage companies 2012 revenues

28 pladis: Promise happiness to the world with every bite 28 Yıldız Food

29 pladis: Promise happiness to the world with every bite 29 Ulker International FDM Business United Kingdom Northern Europe Nigeria India Saudi Arabia FMC Saudi Arabia Hi Food - Egypt Hamle - Kazakhstan Istanbul Gıda - Export CCC Ülker Bisküvi Ülker Çikolata Biskot Hi Food Egypt (Acquired on ) Istanbul Gıda Export (Acquired on )

30 Synergies With United Biscuits 30 Creating synergies at all fronts Procurement Joint Cocoa, Palm Oil, and packaging material procurement Lower cost due to scale advantage Cross-Production 16 facilities of United Biscuits vs 8 facilities of Ulker Biskuvi s facilities Lower costs mainly due to lower logistics, sales and distribution costs Use of Sales&Distribution Network Complimentary footprints of United Biscuits Leveraging each others brands and route-to-market expertise Combination of the two supply chain networks particularly in sourcing and distribution, given Ulker s vertically integrated supply chain

31 Sustainability 31 Placing great importance in making customers happy and being happy at work Sustainability Practices Our Commitments By 2024 Detailed commitments are available at sustainability/sustainability-approach/ourcommitments.aspx Sustainability approached publicized in the beginning of June key issues are underlined within the context of sustainability practices Environmental Sustainability Value Chain Innovation Employees Social Responsibility Leadership First Sustainability report of Ulker Biskuvi will be released in 2016 Environmental Sustainability: to grow with zero increase in Carbon Emissions 40% reduction in carbon emissions 100% recycling and Zero Waste to Landfill 25% increase in energy efficiency 30% reduction in water usage at factories Value Chain Increasing vehicle capacity usage to 90% in logistic operations 20% reduction in logistics-related carbon emissions Halving the amount of returned raw materials and packaging Social Responsibility 8,000 fewer tons of saturated fat in all bakery products 3,000 fewer tons of saturated fat in all chocolate products Employees Increasing training hours per person by approximately 40%. Reducing personnel turnover rate from 5% to 3.5%.

32 Cost Structure 32 Components of Cost of Goods Sold (Consolidated) Other 35% Raw Material 65% Raw Material Breakdown Cacao 15% Palm Oil 15% Wheat 20% Sugar 15% Palm Oil and Cacao are imported in USD terms Wheat and Sugar is procured from domestic sources in TL terms

33 Disclaimer 33 This presentation contains information and analysis on financial statements and is prepared for the sole purpose of providing information relating to Ülker Bisküvi Sanayi A.Ş. ( Ülker ) This presentation contains forward-looking statements which are based on certain expectations and assumptions at the time of publication of this presentation and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in these materials. Many of these risks and uncertainties relate to factors that are beyond Ülker s ability to control or estimate precisely, such as future market and economic conditions, the behavior of other market participants, the ability to successfully integrate acquired businesses and achieve anticipated cost savings and productivity gains as well as the actions of government regulators Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this presentation. Ülker does not undertake any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of these materials This presentation merely serves the purpose of providing information. It neither represents an offer for sale nor for subscription of securities in any country, including Turkey. This presentation does not include an official offer of shares; an offering circular will not be published This presentation is not allowed to be reproduced, distributed or published without permission or agreement of Ülker The figures in this presentation are rounded to provide a better overview. The calculation of deviations is based on figures including fractions. Therefore rounding differences may occur Neither Ülker nor any of its managers or employees nor any other person shall have any liability whatsoever for any loss arising from the use of this presentation