Akfen Holding A.Ş. March 2015

Transcription

1 Akfen Holding A.Ş. March 2015

2 2 AKFEN HOLDING* Mersin International Port 50% TAV Airports* 8.12% TAV Investment 21.68% Istanbul Fast Ferries 30% Akfen Energy Akfen Construction 100% Akfen REIT* 56.88% Akfen Water 50% HEPP Group Inv. 100% Wind Portfolio 99.8% Solar Portfolio Wholesale Co. Akfen Termik Enerji Yatırımları % Akfen CCGT Investment 100% Akfen CFPP Investment 50% * Listed on the Borsa Istanbul

3 3 Akfen Holding Overview Business Lines Company Akfen s Stake 50% Partner Description Privatisation: 36-year concession, US$755mn 1st export-import and 2nd largest container port in Turkey Handled 1.5mn TEU in 2014, CAGR ( ): 9.5% Multi purpose port FY14 EBITDA / % in Akfen s EBITDA EBITDA: US$89mn Share: 46% Infrastructure 30% 50% Privatisation asset sale US$861mn, Innercity and intercity Marmara sea transportation business Carried 47.5mn passengers and 8.2mn vehicles in 2014 Turkey s first private water utilities concession operator with one municipal concession and one industrial site BOT EBITDA: US$30mn Share: 16% EBITDA: US$2mn Share: 1% 8.12% Leading airport operator in Turkey with 49% market share in Airports and 7 main supporting service companies operating in 7 countries EBITDA: US$47mn Share: 24% Contracting 21.68% 100% 1 st largest Airport Constr. Company in 2013 (ENR survey) US$2.1bn of backlog as of as of end Housing project of Incek Loft, Isparta Hospital PPP, Hacettepe student housing project 2014 backlog of 347mn for in-house construction of HEPPs&hotels as well as above mentioned projects EBITDA: US$13mn Share: 7% 100% 11 operational units with 203 MW installed capacity, 2 units under construction (25 MW), 1 unit under development (10 MW). Invested US$487mn so far, remaining inv. of US$46mn for projects under construction. Est. inv. for projects under development of US$14mn EBITDA: US$13mn Share: 7% Energy 69.75% Combined Cycle natural gas power plant in Mersin with 1,150 MW capacity under development, expected investment of US$800mn Electricity wholesale co. sales reached 141mn kwh in MW Sedef II TEPP (pre license application stage) Akfenres (Akfen WPP) wind energy projects under assessment, Akfenges (Akfen SPP) solar projects under assessment Hotel REIT 56.88% Unique portfolio of city hotels in Turkey, Russia and N. Cyprus; 17 operational, 3 under construction Invested around EUR294mn so far, remaining investments of EUR23mn EBITDA: US$18mn Share: 9% All financial data in this presentation is IFRS 11 and IFRIC 12 adjusted (FY14 data does not include equity pick-up participations of TAV and IDO). EBITDA data on this slide is affiliates contribution to Akfen Holding s consolidated EBITDA.

4 4 A Brief Look at Akfen s History : Contractor Phase : Becoming a concession player : Expansion phase : Corporate actions and exits to create further equity 2013-onwards: Ready for new investments Establishment of Akınısı Machinery in 1976 Foundation of Akfen Construction and winning of first public sector tender in 1980 BOT Contract for Istanbul Atatürk Airport and Ankara Esenboğa Airport Winning of Kuşadası cruise port and sale of Akfen s stake a year after Mersin Port concession Accor framework agreement for city hotels in Turkey Extension of Istanbul airport and IPO of TAV Airports Winning and development of vehicle inspection stations TÜVTÜRK Gulluk water concession agreement Acquisition of HEPP licenses IPO and SPO of Akfen Holding on ISE Issuance of corporate bonds IPO of Akfen REIT Sale of Akfen s stake in TuvTurk. Sale of Pirinclik HEPP Acquisition of Istanbul Fast Ferries TAV*/ HEPP** Divestments MIP s Eurobond issue HEPP s refinancing PPP Isparta City Hospital Project Incek Loft Project Hacettepe student housing project Natural Gas Power plant investment in Mersin New energy projects: Sedef II TEPP, Akfenres wind and Akfenges solar energy projects * As of 16 May 2012, TAV Airports and TAV Construction deals were finalized. ** As of 30 November 2012, 40% of Karasular Enerji Uretimi ve Tic. A.S. was sold to Aquila HydropowerINVEST Investitions GmbH & Co KG and on 6 June 2013 the remaining 60% was sold to the same group.

5 5 Key Investment Pillars Concessions with monopolistic nature focusing on sustainable, predictable, long term cash flows Attractive Markets TAV Airports: Airport concessions in Turkey and abroad MIP: 36 years operating rights of Mersin port HEPP Group: Floor price of US$7.3cent/kWh IDO: Strong entry barriers Akfen REIT: Profit sharing with downside protection through Accor Global business partners with strategic knowhow Focused on Growth Shareholding position as asset managers Robust Businesses MIP: 50:50 JV TAV Airports: 8.12% with joint control IDO: 30% with joint control HEPP Group: 100% Akfen REIT: 56.88% (while 29.6% is listed) Akfen Water: 50:50 JV Efficient use of sophisticated Enhancing financing tools Corporate bonds at holding level and Eurobonds on asset level Shareholder Value Non recourse project financing on asset level: leverage ratios varying between 70% to 80% Mezzanine financing to support the acquisition of IDO Strong exit capability Value from Divestitures Track record of Pre-IPO, IPOs, SPO, private placements, partial sales, whole divestments Fast decision making & execution speed Successful Deal Origination A senior management team, collaborating in execution together for years Sustainable & socially responsible stakeholder policies Win-win Partnership with Stakeholders Signing of the UN Global Compact as the first holding in Turkey (July 2002) Corporate social responsibility: Support to education through our foundation TIKAV and construction of public schools; Duke of Edinburgh Turkey; LSE Contemporary Turkish Chair

6 6 Company Overview Shareholding/Share Performance Shareholder Structure Stock Highlights as of March 16, 2015 Shareholder Name (%) Hamdi Akın 75.83% Akfen Holding* 4.22% Other 19.95% Total % Closing Price (TL) 5.98 Market Cap (mn TL) 1,566 Ave. Daily Trading Volume (last 3 mths, TLmn) 2.0 Free Float (%) 20% Distribution of Free Float Foreign 80.53% Investment Funds 0.11% Retail 19.36% * As of March 16, 2015 our Company holds 11,047,248 Akfen Holding A.Ş. shares, acquired through share buyback program. Akfen Holding Share Price Performance Relative to BIST /03/2015 Akfen Share Price /02/2015 TRSAKFH /02/2015 TRSAKFH /02/2015 TRSAKFHA /03/2015 MIP Eurobond Akfen Price (TL) Relative Return (BIST-100), rhs

7 7 FY14: Rise in Revenues and EBITDA continues... Eliminating the effect of our stake sale in Karasular HEPP, FY14 revenues and EBITDA continued to rise on a YoY basis: FY14 revenues amounted to US$567mn, up by 4% YoY (LfL), FY14 EBITDA reached US$194mn, up by 10% YoY (LfL) FY14 EBITDA margin was 34% Investment program on track, FY14 consolidated capex reached US$140mn KPIs as of December 2014: TAV Airports Total pax number up by 14% YoY at 95mn, and air traffic up by 15% TAV Investment MIP IDO HEPP Akfen REIT Akfen Const backlog amounted to US$2.1bn Container volume up by 9% YoY at 1.5mn TEU, conventional throughput up by 17% at 8.8mn t Number of passengers down by 6% YoY at 48mn passengers, number of vehicles up by 5% at 8.2mn vehicles With an installed capacity of 203 MW, generation output down by 19% YoY at 323 GWh/yr Occupancy rate was 64%, down 2% YoY, T-RevPar down by 14% YoY at EUR41, with a room capacity of 2,911 December 2014 backlog amounted to EUR347mn Akfen Water Gulluk project invoiced water volume down by 6% at 507K m 3, Arbiogaz Dilovasi treated waste water volume down by 4% at 2.5mn m 3

8 8 MIP Financials & KPI MAP 2013 YoY % 2014 YoY % Revenue (mn US$)* % 293 7% Adj. EBITDA (mn US$) % % Adj. EBITDA Margin 59% -1 p.p. 61% 2 p.p. Net Debt (mn US$) 474 1% % Container Handling Volumes (TEU) 1.38mn 9% 1.50mn 9% Revenue & EBITDA (mn US$) % Revenue 51.9% * Operating Revenues 54.8% 58.4% Adjusted EBITDA 59.7% 59.2% 61.0% 179 Adj. EBITDA Margin Shareholders Akfen Holding (50%), PSA (50%) Concession/ BOT / Project Description Capacity Operating Performance Financial Performance Pipeline Quick Facts Concession period: 36-years, Expiry: May 2043 Value: US$755mn 1 st export-import and 2 nd largest container port in Turkey Container: 2mn TEU, conventional: 9.75mn ton A sustainable 2.6x GDP growth between (CAGR 10%) container volume up by 9%. EBITDA increase thanks to operational leverage, and ongoing cost optimization in FY14 Refinancing to extend debt maturity, simplify covenants and improve financial&operational flexibility: Issued US$450mn Eurobond, maturity 7 years, coupon 5.875% (investment grade ratings from Fitch&Moody s), current yield 4.7%. First dividend payment totaling to USS$50mn in Oct Following 9M14 profit, company able to distribute dividends US$170mn new investment project to serve bigger ships at port (above 10K TEU) increasing draft from 13.5m to 15.5m and capacity to 2.6mn TEU at the port

9 9 TAV Airports Financials & KPI TAV AIRPORTS HOLDING Co LfL YoY % 2014 YoY % Adj. Revenue (mn US$)* 1,601 13% 1,305 9% Adj. EBITDA (mn US$)* % % Airport Companies Ataturk (100%) Esenboga (100%) Adnan Menderes (100%) Gazipasa (100%) Milas Bodrum (100%) Medinah (33%) Service Companies ATU (50%) BTA (67%) Havas (100%) TGS (50%) Havas Europe (67%) Adj. EBITDA Margin 33% 3 p.p. 44% 2 p.p. Net Debt (mn US$) 1,406 21% 1,138-6% Total pax 84mn 17% 95mn 14% Passenger Traffic Figures 2013 % 2014 % Istanbul Atatürk Airport 51.3mn 14% 56.9mn 11% TAV Turkey Total 72.8mn 14% 80.6mn 11% Tunisia (Monastir&Enfidha) 3.4mn 4% 3.3mn -3% Shareholders Akfen Holding (8.12%), ADP (38%), Tepe (8%), Sera (2%) Concession/ BOT / Project Description Operating Performance Tbilisi & Batumi (76%) Monastir & Enfidha (67%) Skopje & Ohrid (100%) Latvia (100%) O&M (100%) IT (100%) Security (100%) Zagreb (15%) Academy (100%) Quick Facts - TAVHL.IS Expiry - Istanbul: 2021, Ankara: 2023, Izmir: 2032, Gazipaşa: 2034, Milas Bodrum: 2035; Tbilisi/Batumi: 2027, Monastir/ Enfidha: 2047, Skopje/ Ohrid: 2030, Medinah: 2037, Zagreb: 2042 Leading airport operator in Turkey with 49% market share Strong organic and inorganic growth continued in 2014 Service companies to enter new markets for growth Macedonia (Skopje&Ohrid) 1.1mn 17% 1.3mn 20% Georgia (Tbilisi&Batumi) 1.6mn 18% 1.8mn 9% Medinah 4.7mn 2% 5.7mn 22% Zagreb mn 6% Total 83.6mn 17% 95.1mn 14% * Adjustments made for guaranteed revenues and IFRIC12. FY14 data and its YoY change do not include equity pick-up participations Financial Performance Pipeline 14% EBITDA growth thanks to strong operating leverage, Havas turnaround and favorable FX FY14 capex of 96mn FY14 net debt increase (7% in YoY ) due to Milas Bodrum rent payment in Aug. and Izmir dom. terminal construction EUR66mn dividend payment from FY13 income in Mar.14 Nov 14: Contract with DHMI signed for expansion at Ist. A. Airport Int l terminal ( 75mn capex foreseen) La Guardia Airport PQ

10 10 TAV Construction Financials & KPI Geographical Footprint & Backlog Project Country 2013 LfL YoY % 2014 YoY % Revenue (mn US$) % % EBITDA (mn US$) 62 90% 61-2% EBITDA Margin 7% 2 p.p. 6% -1 p.p. Net Debt (mn US$) -87 n.m. 24 n.m. Backlog US$2.5bn -4% US$2.1bn -16% Geographical Footprint & Backlog TAVC's Share Contract Value (US$mn) Physical Completion (2014) Backlog 2014 (US$mn) Marina 101 Dubai 100% % 36 Doha Qatar 35% 3, % 0 MC1 Oman 50% 1,169 91% 58 Tripoli Airport Libya 25% 2,103 37% 332 Sebha Airport Libya 50% 229 7% 109 King Abdul Aziz Airp. S. Arabia 40% % 242 Madinah Int. Airport S. Arabia 50% % 28 S.Airlines Catering B. S.Arabia 50% 25 16% 12 Medinah A. Hotel S.Arabia 50% 31 1% 15 Abu Dhabi Airport UAE 33% 2,959 31% 651 Riyad KKIA Ter. 5 Airport S.Arabia 50% % 133 Damac Towers UAE 100% % 234 Emaar Sq. N1&N2 Str. W. TURKEY 60% 58 60% 10 Emaar Phase 3 TURKEY 60% % 241 Total 13,505 2,101 Shareholders Akfen Holding (21.7%), ADP (49%), Tepe (24.2%), Sera (5.1%) Founded in 1997 for the construction of the İstanbul Atatürk Airport, Concession/ BOT TAV Founded Construction in 1997 was for the spun construction off from TAV of the Airports İstanbul Holding Atatürk on October Airport, Project / 10, 2003 Description Operating Performance Financial Performance Pipeline Sebha US$332 US$109 Operated by third parties US$251 US$242 * King Abdul Aziz Airport is operated by third parties. Quick Facts US$55 US$234 US$36 Medina US$133 Dubai o King Abdul Aziz AbuDhabi o o Masqat o o US$651 US$58 Operated by TAV Airports The 1 st Airport Construction Company in 2013 (ENR ranking) Addition to backlog: In May 2013 tender for the Riyadh King Khaled Airport 5 was won (50% stake in a US$336mn project); in September US$289mn tower project from Damac Properties in Dubai was obtained 98% of 2014 backlog is 3rd party projects, 88% in MENA Revenues continued to rise in FY14, while there was a slight contraction in EBITDA margin Projects on the radar of around US$16bn to sustain sizable backlog (e.g. Bahrain Airport, Houari Boumediene Airport/Algeria, Abu Dhabi Int l Airport carpark, Flight Op. Build. K. Abdulaziz Int l Airport Jeddah/S.Arabia, ADP Headquarters/France, new projects at Kuwait and Dubai Int l airports, etc.)

11 11 HEPP Group Financials & KPI 2013 YoY % 2014 LfL YoY % Revenue (mn US$) 33 5% 24-20% EBITDA (mn US$) 22 49% 13-40% PAK Kavakçalı 11.1 MW, 44.3 GWh/year Demirciler 8.4 MW, 34.5 GWh/year Gelinkaya 6.9 MW, 25.8 GWh/year Development of Energy Portfolio H.H.K Enerji Çalıkobası 17.0 MW, 46.4 GWh/yr ELEN BT BORDO Dogancay 1&2 YENİ DORUK 30.2 MW, GWh/year Yağmur Doruk 9.0 MW, 31.5 GWh/year 28.3 MW, 75.5 GWh/year ZEKİ Çatak 10.0 MW, 42.5 GWh/year KURTAL Çiçekli 6.7 MW, 21.9 GWh/yr Artvin Sakarya Rize Trabzon Giresun Erzurum EBITDA Margin 68% 20 p.p. 55% -17 p.p. Kayseri Sivas Net Debt (mn US$) % 270 6% Installed Capacity (MW) 142-5% % Generation Capacity (GWh) 451 9% % Number of plants HEPP Portfolio (as of March 2015) OP UC UP TOTAL Installed Capacity (MW) Generation Capacity (GWh/year) OP: Operational, UC: Under Construction, UP: Under Planning Shareholders Akfen Holding (100%) Concession/ BOT / Project Description Capacity Operating Performance BEYOBASI Aydin Otluca 47.7 MW, GWh/year Sirma 6.0 MW, 23.2 GWh/year Sekiyaka II HEPP MW, 12.3 GWh/year Muğla Denizli BEYOBASI Sekiyaka II HEPP MW, 4.8 GWh/year Mersin ÇAMLICA Çamlica III 27.6 MW, GWh/year Saracbendi 25.5 MW, GWh/year Quick Facts Operational power plants Power plants under construction Power plants in planning stage Greenfield investment in renewable hydro power plants, enjoying guarantee price of US$7.3cent/kWh 14 hydro power plants with a total installed capacity of 238 MW and annual electricity generation capacity of 963 GWh Currently, 11 operational HEPPs with 203 MW installed capacity and with 848 GWh/yr generation capacity HEPPs selling to the grid or our wholesale co in electricity generation, hit by the severe drought throughout Turkey, was down by 19% YoY at 323 GWh Financial Performance Other Details Pipeline Notable contraction in FY14 revenues and EBITDA Existing loan refinanced with a US$273mn loan in Oct. 2013, improving conditions Karasular sale to Aquila completed in June 2013, total sales proceeds EUR60mn (EV: EUR86mn) 1 power plant (10 MW installed capacity) in planning stage

12 12 Akfen Thermal Energy: Mersin Natural Gas Combined Cycle Power Plant Power Plant Project Mersin CCGT Map Installed Capacity 1,150 MW Generation Capacity 8,000 GWh/year* License 49 years Project Status under Planning Project Completion 2019 Mersin Mersin Freezone 3km Mersin CCGT Power Plant * based on 7,000 working hours Power Plant Quick Facts Shareholders Akfen Holding (69.75%), Hamdi Akın (29.75%) Concession/ BOT / Project Greenfield investment in combined cycle natural gas power plant Once Through Cooling Layout Description Project History Recent Developments Combined Cycle Natural Gas Power Plant with a generation capacity of 1,148.4 MW in Mersin Sale agreement for 58,000 sqm land signed with PA for TL40.6mn. Land is located 4.5km east of MIP and 12 km distance to Tarsus OIZ, near by the sea; supplier is BOTAS Mersin NGPP s EIA (environmental impact assessment) studies accepted by the Ministry, EMRA license approval for 1,148 MW capacity obtained on EPC contract negotiations ongoing. Mandate letter signed with IFC&EBRD in Oct Substation works on site and disassembly work of existing fuel oil plant completed, other preparatory works ongoing Construction to start in 2016, est. capex US$800mn Pipeline 600 MW Sedef II TEPP in Adana (pre license application stage)

13 13 IDO Financials & KPI IDO Lines 2013 YoY % 2014* YoY % Revenue (mn US$) % 255-5% EBITDA (mn US$) 85 3% % EBITDA Margin 31% 1 p.p. 39% 8 p.p. Net Debt (mn US$) 634-8% % Passengers transported 51mn -1% 48mn -6% Vehicles transported 8mn 1% 8mn 5% Number of Passenger and Vehicles Transported (mn) 2013 % 2014 % Number of Passengers % % Fast Ferry % % Sea Bus 7.5-3% % Conventional Ferry % % Number of Vehicles 7.9 1% 8.2 5% Fast Ferry % 1.3 5% Conventional Ferry 6.6-2% 6.9 5% * FY14 data and the YoY change do not include equity pick-up participations Shareholders Akfen Holding (30%), Tepe (30%), Souter (30%), Sera (10%) Concession/ BOT / Project Description Capacity Operating Performance Financial Performance Pipeline Quick Facts Privatisation via 100% block sale in June 2011 for US$861mn Sea transport business with strong entry barriers. A modern fleet of 55 vessels with a capacity over 36,701 passenger and 2,736 vehicles. Analysis of FY14 performance reveals: - Notable improvement at fast ferry numbers thanks to effective trip management - Decline in conventional ferry and sea bus pax - yet, trip optimisation improved occupancy ratios and led to an improvement in operational profitability BTA served 11mn passengers at 74 selling points in 2014 Improvement in EBITDA margin continued in FY14 Unregulated tariff regime for 90% of revenues Rescheduling of existing debt completed in Dec (maturity extended by 2 yrs, ave. maturity by 3.2 yrs) Extensive review of cost structure for further optimisation (e.g. measures to reduce oil consumption), enhancing line efficiency, and Ambarli pier&roro project

14 14 Akfen REIT Financials & KPI 2013 YoY % 2014 YoY % Revenue (mn US$) 22 21% 23 8% EBITDA (mn US$) 15 36% 18 19% EBITDA Margin 70% 9 p.p. 77% 7 p.p. Net Debt (mn US$) % 213-3% Ave. Occupancy Rate 65% -1 p.p. 64% -2% T-Rev par (US$) 63-3% 55-14% Evolution of Income & EBITDA (mn US$) % 70.3% 60.9% 61.4% 38.3% 68.1% % Revenue Adjusted EBITDA 17* EBITDA Margin 11* Shareholders Akfen Holding (56.88%)*, free float (29.6%) Concession/ BOT / Project Description Pipeline Company was established in 1997 and restructured/registered as a real estate investment company in 2006 REIT developing city hotel projects under the brands Ibis and Novotel to be operated by Accor Capacity A portfolio of 20 hotels with a total room capacity of 3,628 Operating Performance Financial Performance Karaköy Novotel Rooms: 200 Beds: 400 Zeytinburnu Novotel Rooms: 208 Beds: 416 Zeytinburnu Ibis Rooms: 228 Beds: 456 Esenyurt Ibis Rooms: 156 Beds: 312 Bursa Ibis Rooms: 200 Beds: 400 Izmir Ibis Rooms: 140 Beds: 280 Eskişehir Ibis Rooms: 108 Beds: 216 Development of Hotel Portfolio Tuzla Ibis Rooms: 200 Beds: 400 Northern Cyprus Merit Park Rooms: 286 Beds: 580 Moscow Ibis Rooms: 317 Beds: 634 Operational hotels Yaroslavl Ibis Rooms: 177 Beds: 354 TURKEY CYPRUS Projects Under Construction Ankara Ibis Rooms: 147 Beds: 294 Adana Ibis Rooms: 165 Beds: 330 Kaliningrad Ibis RUSSIA Quick Facts - AKFGY.IS Samara Office Net Rentable Area: With the recent opening of Esenboga Ibis hotel in Ankara room capacity reached 2,911 and number of hotels 17. On 20 December 2012, renewed framework agreement, raising lease income, signed with Accor led to the improvement in EBITDA in 2013 Revenue and EBITDA margin rose as a result of addition of new hotels, revised agreement with Accor and appreciation of Rooms: 167 Beds: hotel project in Turkey is under construction: Karakoy Novotel (200 rooms) due to be completed in 2015 Addition of 2 new projects: Tuzla/Istanbul Ibis hotel (200 rooms) due in 2016, Moscow Ibis hotel (317 rooms) in 2015 Samara Ibis Rooms: 204 Beds: m² Trabzon Novotel Rooms: 200 Beds: 400 Kayseri Novotel Rooms: 96 Beds: 192 Kayseri Ibis Rooms: 160 Beds: 320 Gaziantep Novotel Rooms: 92 Beds: 184 Gaziantep Ibis Rooms: 177 Beds: 354 * 9.5mn shares (5.16%) in free float are held by Akfen Holding

15 15 Akfen Construction/Greenfield Project Hospital PPP: Isparta Health Campus Isparta City Hospital Isparta City Hospital General Hospital Woman s and Children s Hospital TOTAL 450 beds 305 beds 755 beds Total Construction Area 198,000 m 2 Commercial Area 55,000 m 2 General Information Ministry of Health, Department of Public Private Partnership has launched tenders for the Construction and the Provision of Products and Services for City Hospital through PPP Model. While the construction period defined in the tender documentation varies from project to project (Isparta 2 years), operation period of the Hospital PPP projects are 25 years. After the construction is finalized the Ministry starts to pay TL denominated rent payments called Availability Payments throughout the 25-years operation period. Downside protection due to yearly adjustments in rent (inflation or TL devaluation, whichever higher). The Ministry also asks bidders to provide monthly lump sum fix price offers for the 19 services (6 of which are mandatory, 13 optional), which include services covering in and outside of the hospital building (e.g. imaging, laboratory, sterilization, laundry, security, rapair&maintenance, etc.) Contractor can also construct and operate the commercial spaces. In the past, Akfen Construction has completed other turnkey hospital projects for the government (i.e. Fethiye and Sivas Susehri hospitals). Shareholders Akfen Holding (100%) Concession/ BOT / Project Description Project History Recent Developments Pipeline Quick Facts The reverse auction for the Isparta City Hospital tender took place on The tendered project consists of the construction of the 755-bed Isparta City Hospital against a lease payment and the provision of products and services for a period of 25 years Final All inclusive yearly price bid of TL49.85mn submitted to High Planning Council s approval, approval obtained on On , Health Ministry made the final notification that the tender for the Isparta Hospital PPP was awarded to Akfen Construction Currently, excavation and mobilisation work at the site has started. US230mn loan agreement for the financing of the project signed in January Eskisehir (Tender in Dec.14: best bid submitted, approval process ongoing), other mid-sized hospital projects (e.g. Bakirkoy, Uskudar, Tekirdag, Samsun, Denizli, Sanliurfa)

16 16 Akfen Construction/Greenfield Project - Real estate: Incek Loft Project Information Incek Map Project Start 4Q13 Project Completion Construction Time 30 months Land Area 108,326 m 2 Total Construction Area 279,000 m 2 Number of Apartments Incek Loft 1,199 Shareholders Akfen Insaat (100%) Concession/ BOT / Project Quick Facts Real estate project in Ankara Description New development project in Ankara Incek 108 acres of land is located on the land of an old mine. Project location offers a fine view of Lake Mogan. Gross saleable area of around 200,203 m 2 (193,346 m 2 residential, 6,857 m 2 commercial) Project Details Project design carried out by Tabanlıoğlu Architectural Co: folded 6 blocks Villa or town house style duplex or multi-user 4-storey low-rise apartment block of 10 7,000 m² of trading area, social facilities and bazaar Current plan is to complete construction by mid 2016 As of Dec 2014, construction progress has reached 23%; 672 out of 1,199 residential units have been sold (also 20 apartments will be given to the land owners) Pipeline Urban regeneration projects

17 17 Akfen Construction/Greenfield Project - Real estate: Hacettepe Student Housing Project Information Hacettepe Student Housing Project Start Project Completion Construction Time 2Q14 Sept months Land Area 187,552 m 2 Total Construction Area 123,000 m 2 Total Number of Buildings 7 Hacettepe Student Housing Shareholders Akfen Insaat (45%), Hacettepe University (30%), Renkyol (25%) Concession/ BOT / Project Description Project Details Quick Facts Student housing project to be developed and operated at Hacettepe University in Ankara On 15 May 2014, Akfen Construction signed a share purchase agreement for a 45% stake in Hacettepe Teknokent Eğitim ve Klinik Araştırma Merkezi Sağlık Ar-Ge Danışmanlık Proje Sanayi ve Ticaret A.Ş., paying TL29mn Investment in a student housing project within the Hacettepe University with a capacity of 7,340 people (which can go up to 15,000), commercial areas and social facilities As well as the operating rights for 49 years 7 buildings in total to be completed by Sept Akfen Construction to carry out the contractor s work of 64.29% of the total investment Financing agreeements signed with TSKB Recent Developments Pipeline Currently, project design, architecture and mobilisation work at the site is continuing Student housing projects at other universities

18 Thousands 18 Akfen Water Financials & KPI Akfen Water 2013 YoY % 2014 YoY % Adj. Revenue (mn US$)* % % Adj. EBITDA (mn US$)* 3.2 3% % Adj. EBITDA Margin 43% -4 p.p. 50% 6 p.p. Net Debt (mn US$) 8-26% 7-9% Güllük Dilovası Güllük Invoiced Water & Subscriber # 7,000 6,000 5,000 4,000 3,000 2,000 1, Invoiced Water (m3) Subscriber * Adjustments made for guaranteed revenues and IFRIC m3 500 m3 400 m3 300 m3 200 m3 100 m3 Shareholders Akfen Holding (50%), Kardan (50%) Concession/ BOT / Project Capacity Operating Performance Other Details Pipeline Quick Facts Gulluk: Concession for 35 years, start date: 2006 Dilovası: BOT for 29 years, start date: 2008 Description Gulluk: Water & waste water utility operator Dilovası: Waste water treatment services Capacity 2014 Volumes: Gulluk down by 6% YoY at 507K m 3 ; Dilovasi down by 4% at 2.5mn m 3 Subscribers: Gulluk: 6,561, up by 8% YoY; Dilovasi 209 OIZ member factories Dilovası: 11,000 m 3 /day Concession fee: Gulluk: Fixed annual concession fee and revenue sharing Counterparty: Gulluk: Municipality, Dilovası: Industrial Zone management Other organised industrial zones, waste management services, EPC works

19 19 Akfen Holding Summary Financials ( 000 US$) YoY % LfL 2 YoY % 2014 LfL 4 YoY % Revenue 591,627-6% 16% 566,518 4% Adj. EBITDA 177,521 2% 17% 193,941 10% Adj. EBITDA Margin 31.3% 3.2 p.p. 0.6 p.p. 33.9% 1 p.p. Net Income (excl. minority) -11,458 n.m. n.m. -9,248 n.m. Net Debt 3 1,131,310 11% - 1,181,124 6% Net Debt 3 /EBITDA x x Holding-only net debt 113,167 31% - 218,633 93% Total Assets 2,541,111-6% - 2,554,261 0% Shareholder s Equity 835,190-13% - 725,297-13% Breakdown of Revenue by Segment (%) Breakdown of EBITDA by Segment (%) 2013 TAV Constr % 26% 24% 14% 1% Akfen Constr. Akfen REIT HEPP Group MIP Akfen Water TAV Airports 3% 26% 1% 17% 13% 3% 14% 13% 9% 8% 24% 46% MIP TAV Airports IDO HEPP Group Akfen REIT TAV Constr. 9% 7% 7% 16% 24% 46% 5% 4% 0.5% 26% IDO Other 4% 0.4% 33% -10% -6% 1% 1% Akfen Water Akfen Constr. 0% Other -2% Eliminations -7% 1% (1) Financials throughout this presentation are IFRS11 and IFRIC 12 adjusted (FY14 data does not include equity pickup participations of TAV and IDO) (2) LfL 2012 refers to TAV Airports and TAV Constr. being consolidated in FY12 financials with our current stakes and Karasular HEPP (sold in June 2013) only consolidated in 1H12 (3) In the presentation; net debt incl. deposits over 3 mths recorded under financial investments due to CMB regulations. (4) LfL FY13 indicates that HEPP Group s financials exclude Karasular, which was sold in June 2013

20 20 Financial Overview* FY13-FY14 Revenue FY13-FY14 EBITDA US$mn 900 US$mn FY13 LfL IDO HEPP Group MIP Akfen REIT Other TAV Const. TAV Airports FY14 0 FY13 LfL IDO HEPP Group MIP Akfen REIT TAV Const. Other TAV Airports FY14 Net Profit Breakdown Total Assets Breakdown US$mn TAV Akfen REIT Construc HEPP Group FY13 LfL MIP FY14 23 TAV Airports IDO Other Total TAV Const. Akfen Const. Akfen REIT 9% -2% 9% 10% * IFRS 11 and IFRS 12 adjusted ** Other consists of Akfen Construction, A. Electricity Wholesale, Akfen Water and companies defined as other companies within our segmental breakdown HEPP Group MIP Akfen Water TAV Airports IDO Other 1% 17% 10% 10% 1% 17% 8% -1% 18% 19% 8% 28% 14% 24% FY13 FY14

21 21 APPENDIX

22 22 Appendix: Turkey - A full Pipeline of Investment Opportunities Turkey has huge infrastructure needs in all sectors especially utilities, transportation and health. Large parties of infrastructure assets are controlled by state-owned companies. Stable economic and political environment strengthened the capital base of Turkish companies and attracted foreign investors, as a consequence investment in infrastructure became very competitive leading to competitive biddings with high multiplies being paid. Infrastructure developers struggling to raise funds for mega projects, with international banks reluctant to finance and a nonexisting bond market.

23 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 23 Appendix: Turkey - Macro Outlook Macroeconomic Framework Government Projections - Medium Term Plan 2013R Growth 4.1% 3.3% 4.0% 5.0% 5.0% Inflation 7.4% 9.4% 6.3% 5.0% 5.0% Budget Deficit / GDP 1.2% 1.4% 1.1% 0.7% 0.3% Debt Stock / GDP 36.2% 33.1% 31.8% 30.0% 28.5% CA Deficit / GDP 7.9% 5.7% 5.4% 5.4% 5.2% GDP & CPI Rate of Change (YoY, %) CPI (rhs) GDP Outlook Turkish Economy reached a 4.1% growth in 2013 thanks to the strong support from the public sector, 2014 growth is estimated as 3.3%. According to the governments projections Medium Term Plan ; o growth is estimated as 4% in 2015, o inflation is expected to decline to 6.3%, o meanwhile, a YoY decline in debt stock/gdp to 31.8% is expected in Investment Grade theme Turkey s sovereign grade rating has been upgraded to investment grade by Fitch in November 2012; by Moody s and JCR in May o Turkey s current sovereign ratings are; Fitch: BBB- (stable) Moody s: Baa3 (stable) JCR: BBB- (stable) Standard & Poor s: BB+ (negative)

24 İstan bul Airpo rt BOT Priviti satio n of Mersi n Port Rene wal of Atatü rk Airp Pipeli ne Proje cts 24 Appendix: Turkey - Investment Requirement & Deal Sizes US$306mn US$755mn US$3,000mn Deal Sizes >US$3,000mn To meet Government s 2023 targets: o US$130 billion is required for energy investments o US$40 billion is required for tollroad investments o US$50 billion is required for railways o US$12 billion is required for water and wastewater treatment o US$10 billion is required for solid waste treatment o US$16 billion is required for hospitals 1997 İstanbul Airport BOT 2005 Privatisation of Mersin Port 2005 Renewal of İstanbul Atatürk Airport Concession rd Bridge & Motorway Electricity Generation Assets High Speed Railways Utility Distribution Assets Over US$300 billion of capital investment required in the next 10 years

25 25 Investment Landscape - What lies ahead? Observations on Recent Privatizations Akfen Strategy Akfen will continue to pursue privatization opportunities Prices have gone up significantly o still, indications regarding higher price expectations by the government No project finance available from international banks In overpriced transactions, Turkish banks require higher equity contribution and corporate guarantee for financing Over the next 10 years over US$300bn capex required for BOT projects according to government s 2023 targets Private businesses with concession/ monopolistic nature are in the radar of Akfen Akfen would seek to acquire businesses/projects at development stage in order to leverage its execution capability, financing strength and relationship network PPP Projects are on our radar Hospitals, schools, prisons and railways, etc. Significant concession opportunities could arise at the municipality level (water treatment, waste management, etc.)

26 26 Appendix: Company Overview - Board of Directors Chairman Hamdi Akın Hamdi Akın founded Akfen Holding, active in construction, tourism, trade and service sectors in In addition to serving as the Chairman of the Board of Directors at Akfen Holding, in 2005, he also became Chairman of TAV Airports Holding of which he is a founder and a shareholder. Mr. Akın also carried his dynamism and hard work in business to volunteer efforts and non-governmental organizations as a manager and founder of many societies, foundations, chambers of commerce. He has served as Vice President of Fenerbahçe Sports Club, MESS-Metal Industrialists Union President of Ankara Regional Representatives Council, President of TÜGİAD-Turkish Young Businessmen s Association, on the Board of Directors of TİSK-Turkish Confederation of Employers Associations, the Board of Directors of TÜSİAD-Turkish Industrialists and Businessmen s Association and has also served as the President of Information Society and New Technologies Commission. Mr. Akın has been serving as a Board Member of Clean Seas Association/TURMEPA since Executive Member İrfan Erciyas Irfan Erciyas worked as Vice General Manager between and as General Manager between at Türkiye Vakıflar Bankası. He joined Akfen Holding in 2003 as Vice Chairman of the Board of Directors. Şaban Erdikler served in the public sector for six years and later joined Arthur Andersen as a Tax Manager. In 1992, he became the Chairman of the Board of Directors and General Manager at Arthur Andersen Turkey; in 1994, he assumed responsibility over Balkan countries. Independent Member Şaban Erdikler He is Executive Manager at Akfen Holding since 2010 and is also Chairman of the Board of Directors, Vice Chairman and Member of Board of Directors of several subsidiaries and affiliates of Akfen Holding. In 2001, he organized the Turkish section of Andersen under Ernst & Young. He chaired the Board of Directors at Ernst & Young Turkey for approximately two years. In 2004, he founded Erdikler Yeminli Mali Müşavirlik Limited Şirketi. Vice Chairman Selim Akın Selim Akın served as Surrey University Turkish Association President in , is a member of the Turkish Young Businessmen s Association (TÜGİAD), Turkey Anatolian Employees and the Turkish Construction Employers Union. Mr. Akın started his career at Akfen Holding Accounting Department and served in Project Development and Finance Departments. As future director of Akfen Holding, he serves as Member of the Board at Akfen Holding and various subsidiaries and as Member of the Risk Assessment Committee at TAV Airports. Nusret Cömert started his career in 1984 at Shell Company Turkey to become Planning and Economy Manager in 1989, Aegean and Mediterranean Regional Manager in 1994, Sales Manager in 1995 and Shell International Gas and Power Ltd. London Business Development Manager in In 1998, he became General Manager of Shell EP and Gas Turkey BV and was appointed Executive Director in Currently he is the Chairman of Shell Energy A.Ş. He was the pioneer name behind the signing of the agreement of Royal Dutch Shell s partnership with TPAO in November Independent Member Nusret Cömert Board Member Pelin Akın Pelin Akın started her career in the Strategy department within the Finance department of Deutsche Bank s Madrid office and later joined the MT program of TAV Airports. She currently serves as a Member of the Board at Akfen Holding and as a Member of the Corporate Governance Committee at Akfen Holding and TAV Airports. She takes place in different groups of both Spanish Business Council and British Business Council of DEIK, is a member of the Board of Trustee and the Board of Directors at TİKAV, is Vice President of Duke of Edinburgh's Award-Turkey, Chairwoman at the Advisory Board of the Contemporary Turkish Studies Chair founded in London School of Economics and a member of the Young Executive Businessman Association (GYİAD), YPO (Young Presidents Organisation) and TÜSİAD. Please find detail information under:

27 27 Appendix: Company Overview - Management Board of Directors 6 Members Executive Board Member İrfan Erciyas Corporate Governance & Early Risk Identification Committees Independent Audit Committee CEO Süha Güçsav Mr. Güçsav who started his career in 1992 in Alexander & Alexander Sigorta Brokerliği A.Ş, worked as Financing group President and Chief executive Officer in Akfen where he started to work in Mr. Güçsav, who is the Chairman of the Turkish - Singapore Business Council of DEIK, worked as Vice Chairman of Akfen Holding Board of Directors from 2003 till Mr. Güçsav, who was member of the Board of Administrators both in Akfen Holding between the years of and TAV Havalimanları Holding A.Ş. between the years of , is the CEO of Akfen Holding since March, Additionally, he is also the Chairman of Akfen REIT and Akfen Water, and member of Board of Administrators in Mersin Uluslararası Liman İşletmeciliği A.Ş. and Akfen Enerji Yatırımları Holding A.Ş. CFO Kadri Samsunlu Mr. Samsunlu serves as Assistant General Manager at Akfen Holding and as Board member at various subsidiaries as well as at KOTEDER (Association of Listed Companies). Mr. Samsunlu began his professional career as a Financial Analyst at Türkiye Sınai Kalkınma Bankası and served in various positions between 1995 and 2006 as General Manager and a Board member at Global Holding and its subsidiaries. Before joining Akfen Holding at the beginning of 2009, he spent three years in Romania and Turkey as an investment and corporate finance advisor. Chief Legal Officer Sıla Cılız İnanç Ms. İnanç joined Akfen Holding in She took part in Public Private Partnership projects in Turkey, focusing on mergers and acquisitions, competition law procedures and the secondary legislation studies of the Public Tender Law. She worked at every stage of build-operate-transfer projects and privatizations in which Akfen and its subsidiaries participated. Her work concentrates on administrative law, concessions and transfer of rights, construction contracts, FIDIC contracts, energy law with special emphasis on renewable energy and the electricity market and corporate law. She also serves on the Board of various Akfen Holding subsidiaries.

28 28 Appendix: Akfen Holding - Analyst Coverage Company Analyst Ak Yatırım Hakan Deprem hakan.deprem@akyatirim.com.tr BGC Partners Kerem Tezcan ktezcan@bgcpartners.com Burgan Securities Murat İğnebekçili murat.ignebekcili@burganyatirim.com.tr Deniz Invest Alper Akalın alper.akalin@ekspresinvest.com Erste Securities Istanbul Sezai Saklaroğlu sezai.saklaroglu@erstegroup.com Finans Yatırım Gaye Abidin gaye.abidin@finansinvest.com Garanti Yatırım Onur Marşan / Kerim Gököz omarsan@garanti.com.tr / kgokoz@garanti.com.tr Goldman Sachs Eshan Toorabally / Matija Gergolet / Aslı eshan.toorabally@gs.com / matija.gergolet@gs.com / Tuncer asli.tuncer@gs.com İş Yatırım Başak Dinçkoç / Mustafa Küçükmeral bdinckoc@isyatirim.com.tr / mkucukmeral@isyatirim.com.tr Oyak Yatırım Hasan Şener hasan.sener@oyakmenkul.com.tr Renaissance Capital Alex Kazbegi / Alexandra Serova akazbegi@rencap.com / aserova@rencap.com Ünlü & Co Vedat Mizrahi / Oytun Altaşlı vedat.mizrahi@unluco.com / oytun.altasli@unluco.com Yapı Kredi Yatırım Elvin Akbulut Dağlıer / Gizem Çelik elvin.daglier@ykyatirim.com.tr / gizem.celik@ykyatirim.com.tr

29 29 Appendix: Akfen Holding - Project Finance Details Participation Funding Details Purpose Date TAV Airports US$700mn non-recourse finance from 11 lenders (lead arrangers: Bayerische Hypo-und Vereinsbank HBV, Garanti Bank, West LB)/ EUR505mn nonrecourse finance from 11 lenders (lead arrangers: Goldman Sachs Istanbul Ataturk Airport Dec. 2005/Mar International, Dexia Credit Local, Garanti Bank) EUR145mn limited recourse finance from 5 lenders (lead arranger: Bayerische Hypo-und Vereinsbank (HVB) /EUR150mn non-recourse finance Ankara Esenboğa Airport May 2005/Jan from 8 lenders (lead arranger: Deutsche Bank) TAV Izmir: EUR103.5mn limited recourse finance from 4 lenders (lead arrangers: West LB, Vakıfbank)/ TAV Ege: EUR250mn limited recourse from 5 Izmir Adnan Menderes Airport Aug. 2006/Aug lenders (lead arrangers: EBRD, Unicredit, DenizBank, BSTDB) US$54mn limited recourse finance from lead arrangers IFC and EBRD Georgia&Batumi Airports March 2008 Akfen REIT MIP Akfen Energy EUR389mn non-recourse finance from 10 lenders, lead arrangers IFC, Standard Bank, RBS, Societe Generale EUR70mn limited-recourse finance from lead arrangers Standard Bank, Halkbank, Demir Halk Bank and OFID US$1.2bn non-recourse finance from lead arrangers Arab National Bank, National Commercial Bank, HSBC SABB 9 Loans from TSKB&Isbank totalling EUR62.5mn Enfidha&Monastir Airports June 2008 Skopje&Ohrid Airports Feb Medina Airport June 2012 Zeytinburnu, Eskisehir, Gaziantep, Kayseri, Bursa, Adana, Beylikduzu, Izmir and Ankara Esenboga hotels EUR12.8mn loan from Isbank Karakoy Hotel 2013 * EUR10.5mn for Dilovası, EUR2.5mn for Gulluk utilized. Remaining avaliable amount (EUR3mn) is not utilized and cancelled. ** End 3Q11 part of US$100mn of senior debt assigned to EBRD, short term debt paid back; remaining debt of US$650mn as long term facility and US$50mn mezzanine facility from EBRD between EUR13.5mn loan from Ziraat Bankası TNRC Cyprus Hotel between Loans from CEB, EBRD, IFC totalling EUR44.8mn Russia Hotels US$600mn long-term non-recourse project finance from ABN Amro, Unicredit (HBV), GE/Garanti, Is Bankası, and TSKB + US$100mn Mezzanine Finance Acquisition of MIP 2007 with Corporate Guarentee US$450mn Eurobond (maturity 7 years) and the maturity of Mezzanine loan extended Refinancing 2013 EUR98.8mn non-recourse senior loan from a consortium of Denizbank, Turkiye Sinai Kalkınma Bankası, Yapi Kredi Bankası, Is Bankası Akfen Hidroelektrik Santrali Yatırımları A.S. (HEPP2) May 2010 Non-recourse finance of EUR144.5mn senior loan and EUR16.7mn VAT loan from a consortium of Denizbank, Turkiye Sinai Kalkınma Bankası, Yapi Kredi Akfen HES Yatirimlari ve Enerji Üretim A.S. (HEPP1) March 2009 Bankası, Finansbank, Is Bankası US$275mn loan from Ziraat Bankası HEPP Group Refinancing October 2013 Akfen Water 2 long-term senior loans with EBRD for EUR16mn* Gulluk and Dilovasi Projects October 2010 IDO Long-term debt facility of US$700mn and short-term debt facility of US$50mn from Garanti Bank, Vakifbank, Is Bankasi, TSKB and Denizbank** Acquisition of IDO June 2011 TuvTurk Senior loan facility Tranche A of US$352mn from ABN Amro and Unicredit Concession Payment December 2007 Senior loan facility Tranche B of US$200mn from ABN Amro and Unicredit Operation Right of Istanbul Concession December 2007 Egeport Long-term debt facility of US$20mn from Sekerbank, later refinanced with IFC Egeport 2003

30 30 Appendix: Akfen Holding Strong Track Record of Profitable Exits Akfen Holding Exits Investment Year Amount (US$) Year Amount (US$) Disposal Ege Ports mn mn 196% 4.5x TUVTURK mn mn 107% 3.6x TAV Airports (IPO, Pre-IPO, ADP) IRR ROE mn mn 36% 4.3x HEPP II Pirinçlik (Kardemir) mn mn 33% 1.4x HEPP IV (Karasular) in Euro mn 2012/ mn 9% 1.2x

31 31 IR Contact Aylin CORMAN Investor Relations Manager Tel: /3025 Fax: Thank Thank You You Web Site Phone Address No:201 K.11 AKFEN HOLDING A.Ş. Levent Loft Buyukdere Cad Levent, Istanbul - TURKEY

32 32 Disclaimer This presentation (the Company Presentation ) is not and should not be considered as a recommendation by Akfen Holding A.Ş., (the Company ) or any other person in relation to the Company, nor does it constitute and should not be considered as an invitation or an offer to purchase securities of the Company or any of its assets. This Company Presentation is confidential and is solely for the use of the directors of the interested parties (the Recipient ). The Recipient agrees to keep confidential the information contained herein. In addition, this Company Presentation may not be photocopied, reproduced or distributed to others in whole or in part at any time without the prior written consent of the Company. Upon request, the Recipient will promptly return or destroy all material received from the Company (including this document) without retaining any copies, excerpts or Recipient made summaries thereof or work derived there from. The issue of this Company Presentation shall not be taken as any form of commitment on the Company, or any other person in relation to the Company to proceed with any transaction nor shall its contents form the basis of any contract. Thank You The information contained herein has been prepared to assist interested parties in making their own evaluation of the Company and does not purport to contain all of the information that the recipient may desire or require to make a decision to proceed with further investigation of the Company. Interested parties should conduct their own investigation and analysis of the Company and the data and no representation or warranty, whether express or implied, as to the accuracy or completeness of this Company Presentation is made or given by the Company, or any other person in relation to the Company and, except in the case of their own fraudulent misrepresentation, the Company shall have no liability for any other representations (express or implied) contained in, or for any omissions from, this Company Presentation or any other written or oral communication transmitted to the Recipient in the course of the recipient s evaluation of the Company. This Company Presentation includes certain statements, estimates and projections provided by the Company with respect to its anticipated future performance. Such statements, estimates and projections reflect various assumptions made by the Company concerning anticipated results, which assumptions may or may not prove to be complete, correct or accurate. This notice shall be governed by and construed in accordance with Turkish Law. By accepting this Company Presentation, you agree to be bound by the above conditions and limitations.