TAVAi tTAV AirportsHldiHolding

TAV Ai t H ldiTAV Airports HoldingManagement Presentation

0

November 2009

Page

TAV Airports – Overview 1

TAV Airports – Financial Overview 13

TAV Airports – Operations 26TAV Airports Operations 26

Conclusion 35

11

TAV Airports Structure

Project Companies Service Companies

ATÜ ( 0%)TAV Istanbul (100%)

TAV Esenboga (100%)

ATÜ (50%)

BTA (67%)

TAV Izmir (100%) HAVAS (100%)

TAV Tunisie (85%)

TAV Georgia (66%)

TAV O&M (100%)

TAV IT (97%)

TAV Gazipasa (100%) TAV Security (67%)

2

TAV Macedonia (100%)

TAV Airports Overview

Airports Duty Free Food and Beverage

Ground Handling Other

O&M, IT and SecurityTAV O&M (100%):

TurkeyIstanbul Ataturk Airport

ATÜ (50%)Largest duty free

BTA (67%)Total seating

Havaş (100%)Traffic ramp and TAV O&M (100%):

Commercial area allocations & CIP

TAV IT (97%): Airport IT

i

Istanbul Ataturk Airport (100%),

Ankara Esenboğa Airport (100%),

Izmir Adnan Menderes Airport (Intl. Terminal) (100%),

Largest duty free operator in Turkey

Partner with Unifree – owned by Heinemann, leading German t l t il

Total seating capacity of 10,500 in Turkey and GeorgiaOperates Istanbul Airport Hotel (85 rooms)

Traffic, ramp and cargo handling

Major groundhandler in Turkey with a c.52%(4) share

Operates in 21airports in Turkey services

TAV Security(67%):

Security service provider in Istanbul Ankara

Gazipasa Airport (1)

(100%)

GeorgiaTbilisi International Airport(66%) and Batumi Airport

Tunisia

travel retailer (Travel Value)

rooms)

Bakery & pastry factory serving in Turkey

airports in Turkey including Istanbul, Ankara, Izmir and AntalyaSelected as a partner for TGS by THY

Istanbul, Ankara and IzmirMonastir and Enfidha

Airports (2) (85%)

MacedoniaSkopje, Ohrid and Shtip Airports (3) (100%)

nues

99

(5)

€

3

€279m

Rev

en9M

09 €109m €44m€44mNotes: (1) We had signed Gazipasa Airport concession agreement on January 7, 2008 and operations started on July 13, 2009.

(2) We started operations in Monastir Airport on January 1, 2008. Enfidha Airport is under construction (greenfield investment) and will start operations in 4Q09.(3) We are awarded the tender on September 2, 2008 and we have not started operations yet.(4) Based on number of flights for 2008(5) Revenues represent the proportional interest of these companies in TAV Airports (e.g. 50% of ATÜ revenues, 60% of TAV Georgia for whole period) (before eliminations)

€99m

LODOCS1 - #172131v14 /4

Ownership Structure (as of November 20, 2009)

Founding shareholders

1. Tepe – Turkish integrated conglomerate focused on infrastructure and construction

2 Akfen holding company operating in the

Shareholder Structure

2. Akfen – holding company operating in the construction, tourism, insurance and energy sector

3. Sera Yapi Endustrisi – family of Dr. Sani Sener, CEO of TAV Airports(1)

26,06%(5)

44,00%

4. Other Non-floated5. Free Float (44,00%)

Akfen Holding (%3,90)IDB I f F d (3 6%)

Other shareholders

(2)22,14%

,

IDB Infrastructure Fund (3,56%)Global Investment House – a Kuwait based fund (2,18%)Other Free Float (34,36%)

(3)3,92%

(4)3,88%

4

Traffic Performance

In 10M 2009 (January-October period)

Passenger:

TAV Passenger Figures (million pax)Airports 2006 2007 2008* 10M08* 10M09* %Istanbul Ataturk 21.3 23.2 28.6 24.2 25.0 3%

Int’l 12.2 13.6 17.1 14.4 15.4 7%g35. 7 million total passengers (2% growth)

15.4 million int’l passenger in

Dom. 9.1 9.6 11.5 9.8 9.6 -2%Ankara Esenboga 4.5 5.0 5.7 4.7 5,0 6%

Int’l 1.2 1.3 1.2 1.0 0.9 -14%Dom. 3.3 3.6 4.4 3.6 4.1 12%

Izmir A.Mend. (int’l) 1.5 1.6 1.7 1.5 1.5 -3%Monastir Airport 4.2 4.2 4.2 3.9 3.5 -11%

Istanbul Ataturk Airport (7% growth)

TAV Air Traffic Movements (‘000)

pGeorgia (inc. Batumi) 0.6 0.7 0.8 0.6 0.6 -6%TAV Total 32.0 34.6 40.9 35.2 35.7 2%

Int’l 19.6 21.4 25.0 21.6 21.9 1%Dom. 12.4 13.2 15.9 13.5 13.8 2%

Air Traffic Movement:314.5 thousand ATM

Note: Since 2008 and 2009 DHMI passenger figures

Airports 2006 2007 2008 10M08 10M09 %Istanbul Ataturk 225.5 243.4 254.5 213.5 219.8 3%

Int’l 130.5 142.5 155.4 129.0 140.0 9%Dom. 95.0 100.9 99.1 84.5 79.7 -6%

Ankara Esenboga 47.4 50.1 51.1 42.9 42.0 -2%I t’l 12 5 13 7 12 2 10 5 8 3 21%

p g gare including transfer passengers, 2008 and 2009 passenger figures are not comparable with previous years’ passenger figures.

Int’l 12.5 13.7 12.2 10.5 8.3 -21%Dom. 34.9 36.4 38.9 32.3 33.6 4%

Izmir A.Mend. (int’l) 11.5 13.1 13.2 11.8 11.3 -4%Monastir Airport 35.2 34.6 33.6 31.2 28.2 -9%Georgia (inc. Batumi) 10.8 13.9 16.4 14.0 13.0 -7%TAV Total 330.4 355.0 368.8 313.6 314.5 0%

5

Int’l 199.3 216.0 229.2 195.3 199.4 2%Dom. 131.1 139.0 139.6 118.0 115.0 -3%

Source: Turkish State Airports Authority (DHMI), Georgian Civil Aviation Authority, TAV Tunisie(*) Since 2008 DHMI passenger figures are including transfer passengers, 2008 and 2009 passenger figures are

not comparable with 2007 passenger figures.

Istanbul Airport Traffic Performance

According to Turkish State AirportsAuthority (DHMI) figures (including transferpassengers), the number of passengers in 9M 2009 Pax growthinternational terminal of Istanbul AtaturkAirport increased by 6% to 13.5 million inthe 9M of 2009 (1Q: -1%, 2Q: 7%, 3Q09: 10%growth).

9M 2009 Pax growth

+1%

-4%

5% 6%9%

8%

1,7

1,9

2,1mn

Atatürk Airport Int'l Pax

%13

-4%

-6%

Worldwide-5%

-6%

-2% -2%

0%

10%5%

1,1

1,3

1,5

,

-6%

-10%

Europe-8%

0,9Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

2008 2009

-10%

6

Tourist Arrivals

According to Turkish Statistical Institute(TurkStat) figures, the number of visitors toTurkey from abroad increased by 1% in the

Tourist arrivals by Country (Jan-Sept.)

9M of 2009 (3Q09: 2.5% growth).

72% of tourist arrivals via air in 2008.Germany

16%Others

17%

5,0

6,0

mnNumber of visitors (Turkey)

%3

%2%4

%2

16%

9%

4%23%

17%UK10%

N th l dCIS22% 2008

1,0

2,0

3,0

4,0

%-1%-4

%9

%-4

% 2

31%

Netherlands4%

Other EU

22% 2008

20090,0

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

2008 2009

%-2 Other EU31%

7

Duty Free Performance

TAV Duty Free Revenues Duty free revenue growth in Istanbul (y o y 2009)

3329

39 3740 40%-5

%-12

%0

TAV Duty Free Revenues€m

0%

5%

10%

Duty free revenue growth in Istanbul (y-o-y 2009)

%5

%2

1Q 1Q2Q 2Q 3Q3Q

-15%

-10%

-5%

Jan Feb Mar Apr May Jun Jul Aug Sep

%-14

%-10 %-2 %-1

%-6

%-1%-10

2008 2009

8

Aviation Industry

≈19.000 commercial aircraft

4.8 billion passengers expected to double in the next 20 years (*)

TODAY≈ 4.8 billion passengers

≈ 2000 commercial airports

93 Airports represent % 64 of the

BY

passengers in the world

35.000 commercial aircraft

9 6 billiBY YEAR 2027

9.6 billion passengers

~$300 billion investment is needed for Airport construction & Expansion

Problem Inadequate Airport Infrastructure

Solution Airport Privatisation

9

(*) Source: Airports Council International (ACI) Airport Economics Survey 2008

Total Passenger Growth by Region

Airports 2008 2009 2010 2011 2012 2017 2027 2007-2012 2007-2027

Africa 5.8% 6.7% 6.8% 6.4% 6.1% 5.5% 5.0% 6.3% 5.5%

Asia/Pasifics 4.3% 6.9% 8.2% 7.7% 7.2% 8.5% 6.0% 6.9% 6.3%

Europe 3.0% 4.5% 4.9% 4.5% 4.2% 3.4% 3.0% 4.2% 3.4%

Lat America/Caribbean 3.3% 5.3% 6.0% 5.7% 5.5% 5.1% 4.9% 5.1% 5.0%

Middle East 5.5% 7.0% 6.5% 5.9% 5.4% 4.5% 3.8% 6.0% 4.6%

North America -0,8% -0,8% 3,3% 3,1% 3,1% 2,9% 2,7% 1,5% 2,5%

Source: ACI (Airports Council International)

2009 Monthly Passenger Trends

WORLD 2.3% 3.6% 5.4% 5.1% 4.9% 4.4% 4.1% 4.3% 4.2%

h 5%

10%

15%

g r o

w t

-10%

-5%

0%JAN FEB MAR APR MAY JUN JUL AUG SEPT

10Source: ACI, TAV Airports

-15%

-10%

World TAV Total TAV Istanbul

Potential Projects

Airports need development!!!

Potential projects in the region

p pSignificant traffic growth expected in the region

Thus, significant number of airport developments continuing and upcoming in the Middle East, Africa, Europe the CIS countries including Russia and IndiaEurope, the CIS countries including Russia and India

Experienced international airport operators will be needed as the infrastructure developments reach completion

1111

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TAV Airports Operations 24TAV Airports – Operations 24

Conclusion 37

1212

LODOCS1 - #172131v14 /13

Operational Performance

(in million €)* 9M09 9M08 ∆ y-o-y 9M09 ** 9M08 ** ∆ ∆ y-o-yRevenues 463.5 457.1 1% 483.7 478.5 1%EBITDA 114.9 91.01 26% 135.1 112.5 20%EBITDA margin 24.8% 19.9% - 27.9% 23.5% -EBITDAR 223.9 207.6 8% 244.1 229.1 7%EBITDAR margin 48.3% 45.4% - 50.5% 47.9% -Net Income (Loss) 35.3 10.3 242% - - -Cash flow from operations 111.9 127.3 -12% - - -Capex 255 8 169 2 n mCapex -255.8 -169.2 n.m - - -Free Cash Flow -143.8 -41.9 n.m. - - -Shareholders’ Equity 344.2 350.3 -2% - - -Net Debt 916.7 758.2 21% - - -Average number of employees 12.204 11.198 9%

EBITDAR (€m) Consolidated Revenue (€m)Net Profit (€m)

484244y-o-y35

479

484y-o-y

1%

229

244y o y %7

10

y-o-y

%242

13* Adjusted by including guaranteed pax fee revenues

9M08* 9M09*9M08* 9M09*9M08 9M09

Revenue & EBITDAR

160

193

162

204%1

%6

100

79 83

118 %18%5

1Q

1Q 1Q

2Q 2Q3Q

3Q118%-6125

1Q 1Q

2Q 2Q3Q

3Q

79

5043

83

%-14

Revenue breakdown (9M09) EBITDAR breakdown (9M09)

Q

2008 2009 2008 2009

( ) ( )

Aviation22%

Other19%

Havas12%

ATU4%

BTA2%

Other services

4%

Ground Handling

19%D t

F&B6%

TAV Istanbul

60%

Other Airports

18%

12%

14

Duty Free 34%

OPEX

120 116128 126

143134%-3 %‐2

%-7

75 7581 79

9386%-1 %-3 %‐8

1Q 2Q 3Q 1Q 2Q 3Q 3Q3Q 2Q1Q1Q 2Q

Opex breakdown (9M09) Opex breakdown (9M09)*

* Excluding concession rent expenses and D&A expense2008 2009 2008* 2009*

duty free11%

services rendered

7%D&A7%

Catering3%

other14%

personnel46%

C i

other21%

concession29%

personnel29%

duty free

services rendered

11%

Catering4%

15* Excluding concession rent expenses and D&A expense

18%

Revenue by country

2% of revenue

91% of revenue

7% of revenue

Note: We are awarded the tender in Macedonia on September 2, 2008 and we have not started operations yet.

16

FX Exposure

Revenues FX Breakdown (2008) Expenses FX Breakdown (2008)

€ 22%others

4%

$ 31%

TL 43%

17

LODOCS1 - #172131v14 /18

9M09 Financial Summary

TAV Airports Consolidated– 9M09

Note: Figures below are adjusted by including guaranteed passenger fee revenues from airports in Ankara and Izmir

(€ million) Revenues EBITDAR(*) EBITDAR(*) Margin Net DebtAirports 279 190 68% 761

Istanbul 195 145 74% 272Ankara 24 11 47% 115Izmir 20 10 53% 54Tbilisi (60%) 7 3 45% 18Batumi 1 0 0% 0Tunisie 32 19 62% 294Gazipasa 0 0 - 8Macedonia 0 (0) - 0Macedonia (0) - 0

Services 295 54 18% 156ATU (50%) 109 10 9% 18BTA 44 5 11% 1Havas 99 29 29% -3Others 44 11 24% 140

(*) EBITDAR figure is used for Istanbul and Tunisie

Others 44 11 24% 140Total 574 244 42% 917

Eliminations (90) 0Consolidated 484 244 50% 917

18

( ) EBITDAR figure is used for Istanbul and Tunisie

2008 Financial Summary


TAV Airports Consolidated– 2008

(€ million) Revenues EBITDAR(*) EBITDAR(*) MarginAirports 377 252 67%

Istanbul 262 192 73%Ankara 34 12 35%Izmir 30 16 54%Tbilisi (60%) 10 3 32%Batumi 0 0 -Tunisie 42 29 69%Gazipasa - 0 -Macedonia - 0 -Macedonia 0

Services 385 44 11%ATU (50%) 151 14 9%BTA 58 4 6%Havas 121 28 23%Others 55 (2)

(*) EBITDAR figure is used for Istanbul and Tunisie

Others 55 (2) -Total 761 295 39%

Eliminations (134) 2Consolidated 627 297 47%

19

( ) EBITDAR figure is used for Istanbul and Tunisie

CAPEX

9M09 Capex composition

(million €)113

Enfidha Airport capex

A k

Gazipasa1%

Other2%

6762 68

45

88Ataturk Airport *

5%

1% 2%

56

18 15 20

3945

T i i

(*) Istanbul Ataturk Airport Development

Tunisia92% 1Q07 2Q07 3Q07 4Q07 1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09

property and equipment airport operation right intangible assets

( ) Istanbul Ataturk Airport Development Project (expansion project) and Trigeneration Project

(*) BOT and concession assets

20

Cash & Debt Structure

TAV Airports Consolidated– As of 30 September 2009

(€ million) Cash and cash equivalents Debt Net DebtAirports 281 1.042 761

Istanbul 169 442 273Ankara 33 147 114Izmir 21 75 54Tbilisi (66%) 2 20 18Batumi 0 0 0Tunisie 55 350 295Gazipasa 0 8 8Macedonia 0 0 0Macedonia 0 0 0

Services 47 202 155ATU (50%) 7 25 18BTA 2 3 1Havas 4 1 -3Others 34 174 140Others 34 174 140

Total 327 1.244 917

21

Debt Repayment

(€ million, as of September 30, 2009)

Debt on Holding Co. (as of September 30, 2009)TAV Tunisie

ATÜ

TAV Tbilisi

574

TAV Izmir

TAV Esenboga

TAV Istanbul

77 10593 110 98

128

21

(€ Million)

1-year 2-year 3-year 4-year 5-year 5+ year

21 17 8

1-year 2-year 3-year 4-year

22

Debt Structure

NET DEBT (€ million) 30 September 2009 30 June 2009 31 December 2008

Airports 761 765 571

İstanbul 272 285 229

Ankara 115 117 119

Izmir 54 59 65

Tbilisi (66%) 18 19 21

Increase in Istanbul’s debt due to lease payment at the beginning of the year

Tbilisi (66%) 18 19 21

Batumi 0 0 0

Tunisie 294 278 134

Gazipasa 8 7 3

Drawndown of the project finance facility for the construction of Enfidha Airport in Tunisia

Macedonia - - -

Services 156 206 214

ATU (50%) 18 20 20

BTA 1 0 1

HAVAŞ (3) (6) (4)

Others 140 192 197

Total 917 972 785

Holding Co. debt level mainly stemmed from acquisition of 40% of Havaş shares and equity contribution of TAV Tunisie

23

Page



TAV Airports – Operations 24TAV Airports – Operations 24

Conclusion 36

24

Istanbul Atatürk Airport (100% owned)

Largest in the region

Main hub and home base for Turkish Airlines 28.623.2

21.319 3

Passenger traffic 2003-2008 (m)

Fastest growing airport in Europe

Revenue of €262 million in 2008, up 7%

€192 million EBITDAR in 2008, implies 7% growth and 73% margin

19.315.612.1

2003 2004 2005 2006 2007 2008and 73% margin

(€ )( )

Source: DHMI, Terminal passenger figures exclude transit passengersNote: Since 2008 DHMI passenger figures are including transfer passengers, 2008

passenger figures are not comparable with 2007 passenger figures.

2003 2004 2005 2006 2007 2008

International Domestic

Revenue (€m)

Domestic International

Passengers per airline (2008)

200

250

300 y-o-y +7%THY

71%

Atl J t

0

50

100

150

200

Onur Air16%

Atlas Jet12%

other1%

25Source: DHMİ

02003 2004 2005 2006 2007 2008

1%

THY(55%)

Lufthansa(3%)

MNG Air(2%)

Atlas Jet(2%)

other(38%)

Ankara Esenboga Airport (100% owned)

Newest in the region


+15% 5.75 0

y-o-y 15%

Secondary hub of Turkish Airlines (THY)

THY’s Ankara based brand Anadolu Jet began to fly in May 2008.

Operations commenced in October 16, 2006.

CAGR 5.04.5

3.83.32.8

p ,

(€ )( )

2003

2004

2005

2006

2007

2008

International DomesticSource: DHMI

Revenue (€m)Passengers per airline (2008)

THY(29%)Lufthansa

(11%)

bmi(7%)

Blue wings(8%)

26Source: DHMI

THY(79%)

Pegasus(18%)

Atlas Jet(3%)

other(0%)

other(45%)

Izmir Adnan Menderes Airport (100% owned)

Third largest city with the second biggest port in

Passenger traffic 2003-2008 (m) (*)

1.71.61 51.7

1 51 4

y-o-y +6%

Turkey

Major tourist destination

Operations commenced in September 13, 2006.

Diversified customer base

1.51.51.4

(€ )( )

2003

2004

2005

2006

2007

2008

Source: DHMI(*) International passengers only


Sun express(52%)

THY

KTHY(18%)

Atlas(6%)

(5%)

27

Source: DHMI

Pegasus(19%)

Tbilisi International Airport (66% owned)

Operations in new terminal commenced in February 7, 2007.

Passenger traffic 2003-2008 (‘000)

547 567 616y-o-y +16%+18%

CAGR715

Capturing 91% of all air traffic in Georgia

Capital city of Georgia with promising business opportunities

Capacity: 2.8 million passengers per year

318402

CAGR

p y p g p y

(€ )( )

2003

2004

2005

2006

2007

2008

International DomesticSource: Georgian Civil Aviation Authority

Revenue (€m)Passengers per airline (1H08)

Georgian Airw ays (31%)

THY (17%)

Lufthansa (9%)

Azal (7%)

Austrian Airlines (5%)

Air Baltic (4%)

Others (27%)

28

Others (27%)Source: Georgian Civil Aviation Authority

Batumi International Airport (60% owned)

Operations in the terminal commenced in May 26,

Passenger traffic 2007-2008 (‘000)

81

2007.

Second biggest city of Georgia with strategic importance

40

07 08

(€ )( Q )

200

200

International Domestic

Source: Georgian Civil Aviation Authority

Revenue (€m)Passengers per airline (1Q08)

Georgian Airw ays (14%)

THY (69%)THY (69%)

JSC TAM AIR (16%)

South Airlines (1%)

29

Source: Georgian Civil Aviation Authority

Monastir International Airport (85% owned)(*)

4.24.24.24 1

TAV started to operate in January 1, 2008

Tunisia have potential to be the hub of Africa in near future


y-o-y -1%+8%

CAGR 4.13.72.8

3 4 5 6 7 8

near future

Capturing 39% of all air traffic in Tunisia, mainly tourists using charters

90% of travelers (6 million in 2007) visiting Tunisia preferred air transportation

2003

2004

2005

2006

2007

2008

International + Domestic

p p

New terminal building construction in Enfidha will be completed in the last quarter of 2009

(€ )( )

Source: TAV Tunisie* TAV sold 15% of shares of TAV Tunisie SA to IFC in June 2009.


Tunis Air (31%)

Nouvelair Tunusia (24%)Nouvelair Tunusia (24%)

Karthago Airlines (9%)

Air Berlin (4%)

Others (32%)

30

Source: TAV Tunisie

ATU Duty Free (50% owned)

ATU is the sole duty free operator at Istanbul Ataturk, Ankara, Izmir, Tbilisi and BatumiCompetitive concession fee paid to TAV for ATÜ-operated shops in Ataturk Airport

Financial Data

(€ m) 2006 2007* 2008* Changeoperated shops in Ataturk AirportSpending per pax increased from €14.8 in 2007 to €15.4 in 2008, mainly because of new layout of duty free area at Istanbul Ataturk Airport. Spending per pax increased to €13.4 (2007: €11.6) Note: Figures imply 100% of ATU

gTotal Revenues 217.2 277.0 302.8 9%EBITDA 7.6 17.6 27.6 57%EBITDA Margin 3.5% 6.4% 9.1% -Spend per pax (€) 16.0 14.8 15.4 4%

* 2007 d 2008 d t f d i l d I t b l A k & I i hilin Ankara EsenbogaATÜ also pursues tenders outside TAV operations

* 2007 and 2008 duty-free spend per pax includes Istanbul, Ankara & Izmir; while previous periods indicate Istanbul only

Spend per pax (€)*Revenue (€m)

14.814.814.816.0 15.4

14.3

217277

y-o-y +9%

303

188217

166142

31

2003 2004 2005 2006 2007 20082003 2004 2005 2006 2007 2008

* 2007 and 2008 duty-free spend per pax includes Istanbul, Ankara & Izmir; while previous periods indicate Istanbul only

BTA Catering Services (67% owned)

BTA is the food and beverage operator at Istanbul Ataturk (Int’l), Ankara, Izmir, Tbilisi and BatumiTotal revenue increased by 15% in 2008, reflecting the increase in per pax spend and improvement of (€ m) 2006 2007* 2008* Change

Financial Data

the increase in per pax spend and improvement of Cakes&Bakes operations.Concession fees: BTA pays c40% of its revenues to TAVSpend per pax increased from €1.8 in 2007 to €2.0

( ) gTotal Revenues 35.0 50.3 58.1 15%EBITDA 3.0 -0.2 3.5 n.m.EBITDA Margin 8.6% n.m. 6.0% -

Spend per pax (€) 2.4 1.8 2.0 14%

Note: Figures imply 100% of BTAin 2008.

g p y

* 2007 and 2008 food & beverage spend per pax includes Istanbul, Ankara & Izmir; while previous periods indicate Istanbul only

Spend per pax (€)*

50.3

y-o-y +15%

1.82.4

1.91 6

Revenue (€m)

58.12.0

2003 2004 2005 2006 2007 2008

29.435.0

21.114.9

1.31.6

32

2003 2004 2005 2006 2007 2008

2003 2004 2005 2006 2007 2008 * 2007 and 2008 food & beverage spend per pax includes Istanbul, Ankara & Izmir; while previous periods indicate Istanbul only

Havaş Ground Handling (100% owned)(*)

Total revenue of Havas increased by 12% in 2008, with 15% YoY growth in ground handling revenues.

Currently operating at 18 airports in Turkey

Financial Data

(€ m) 2006 2007 2008 ChangeFormed strategic partnership with Cyprus Turkish Airlines (KTHY) to undertake ground handling operations in Nothern Cyprus (Ercan Airport)

Havaş has been elected by THY as a 50% partner for the TGS Ground Handling Services Inc.

( ) gTotal Revenues 99.5 108.1 120.6 12%EBITDA 11.1 20.3 28.1 39%EBITDA Margin 11.2% 18.7% 23.3% -

# Aircrafts handled (‘000) 122.7 139.3 158.6 14%

for the TGS Ground Handling Services Inc.Note: Figures imply 100% of HAVAS

* TAV increased its stake in Havaş to 100% in November 2007.TAV signed a subscription & shareholders agreement with HSBC Investment Bank Holdings Plc and İş Girişim Sermayesi Yatırım Ortaklığı A.Ş. on 16 October 2009 to establish a new company that TAV has 65% of the shares. The new company will take over the whole shares of Havas.

122.7 139.3

Revenue (€m) # Aircrafts handled (‘000)

84.199.5

y-o-y +12%

108.1

y-o-y +14%

158.6120.6

58.5

33

2005 2006 2007 20082005 2006 2007 2008

Other Services

Other services income mainly contains incomes from maintenance, CIP lounge services, security services and software sales.

TAV O&M (100%), incorporated in 2004 (€ m) 2006 2007 2008 Change

Financial Data

Commercial area allocations and maintenance

CIP

TAV IT (97%), become a separate entity in 2005

Airport IT services software and hardware sales

Note: All periods include TAV Holding, TAV O&M, TAV IT and TAV Security

( ) ChangeTotal Revenues 38.8 50.3 54.5 8%EBITDA 6.7 -6.6 -1.7 n.m.EBITDA Margin 17.3% n.m. n.m. -

Airport IT services, software and hardware sales

TAV Security (67%), became a separate entity in 2006

Security service provider in Istanbul, Ankara and Izmir

Revenue Breakdown (2008)y-o-y +8%

50.3

Revenue (€m)

54.5

TAV Holding

30%

TAV IT14%

38.8

TAV O&M44%

TAV Security

34

2006 2007 2008

y12%

Page



TAV Airports Operations 26TAV Airports – Operations 26

Conclusion 36

3535

Outlook

Traffic &passenger growth

THY joined Star Alliance in April 2008passenger growth

ATÜ and BTA expected to increase revenues at new airportsCommercial Commercial

revenuesrevenues

p p

All international passengers eligible for duty free (departing and arriving)

S 2008 f

New projectsNew projects

Started operations in Monastir Airport in Tunisia in 2008, Enfidha Airport will commence operations in 4Q09

Macedonia concession contract efective date; March 1, 2010

TGS Yer Hizmetleri A.Ş.; 50%-50% partnership between Havaş andTGS Yer Hizmetleri A.Ş.; 50% 50% partnership between Havaş and Turkish Airlines

CapexCapex Minimal maintenance capex on existing concessions as all terminals are brand new

36

brand new

AppendixShare Performance

Revenue Sources

Concession Overview

Historic Overview

Developements in 2007, 2008, 2009Developements in 2007, 2008, 2009

IFRIC 12 & Cash Flow Hedge Accounting

Revenue and EBITDAR ProfileRevenue and EBITDAR Profile

Consolidated Financial Statements

Corporate Governance Rating

37


LODOCS1 - #172131v14 /38

Share Performance (as of November 19, 2009)

Share Price Performance

TL USD Relative to ISE-100

Weekly -3% -4% 2%

Closing Price TL 4.08 (US$ 2.74) per share

Market Cap US$ 995 mn

1M -10% -11% -2%

3M -8% -7% -8%

YTD 60% 65% -8%

Avg. Daily Volume US$ 19.9mn (last 3 months)

Free Float 43.97%

Foreign ownership 68% of free float Since IPO -54% -50% -51%Foreign ownership 68% of free float

1 21,31,4

78Price ($)Relative

7

8

30

35Price ($) Volume ($m)

Market Performance

0 40,50,60,70,80,91,01,11,2

123456

1

2

3

4

5

6

10

15

20

25

0,30,4

01

19-1

1-09

24-0

8-09

01-0

6-09

04-0

3-09

03-1

2-08

04-0

9-08

12-0

6-08

18-0

3-08

24-1

2-07

25-0

9-07

02-0

7-07

TAVHL ($) Relative to ISE

0

1

5

19.1

1.09

24.0

8.09

01.0

6.09

04.0

3.09

03.1

2.08

04.0

9.08

12.0

6.08

18.0

3.08

24.1

2.07

25.0

9.07

02.0

7.07

38

Notes: Share figures in this page was prepared as of November 19, 2009.

Revenue sources

Aeronautical Charges Non-aeronautical Charges

Passenger Fee Ground Handling Landing Parking Fuel Duty Free F&B Car Park

Turkey

Istanbul

Esenboga

Izmir

Gazipasap

TunisiaEnfidha

Monastir

GeorgiaTbilisi

Batumi

MacedoniaSkopje

MacedoniaOhrid

BTA will start operations in Istanbul Ataturk Airport Domestic Terminal starting from July 2010

39

BTA will start operations in Istanbul Ataturk Airport Domestic Terminal starting from July 2010ATU will start operations in Monastir starting from 2015BTA will start operations in Monastir starting from 2018

Concession Overview

Type / expire Scope Concession fee Net Debt (*)2008

Pax (mppa)Fee/pax Intern’l

Fee/pax domesticAirport Volume

guaranteeTAV stake

Concession(2021) Intl + dom $140m/yr +

VAT €272m28.6 US$15 €3Istanbul Ataturk

BOT(2023) Intl + dom - €115m5.7 €15 €3Ankara

E b

No

0.6m Dom.0.75 Int’l for 2007 5%

100%

100%(2023) Intl dom €115m5.7 €15 €3Esenboga

BOT(2015) Intl - €54m1.7 €15 -Izmir A

Menderes

2007 + 5% p.a.

1.0m Int’l for 2006 + 3%

p.a.

100%

100%

BOT(2027) Intl + dom - €18m0.71 US$22 US$6Tbilisi No66%

BOT + concession Intl + dom

11-26% of revenues €294m4 2 €9 in 2009 €9 in 2009

Monastir& No85%

BOT(2027) Intl + dom - -0.08 US$12 US$7Batumi No60%

40(*) As of 30 September 2009

concession(2047)

Intl + dom from 2010 to 2047

€294m4.2 €9 in 2009 €9 in 2009&Enfidha

No85%

Historic Overview

Established under the name of Tepe Akfen Vie Yatirim Yapim ve Isletme A.S.TAV successfully

May 2004BTA started operating the Istanbul International Airport Hotel

August 2004

March 2006TAV Security became a separate entity

August 2006Name changed to TAV Havalimanlari Holding A S

January 2008TAV started operating Monastir Airport

March 2008TAV Istanbul refinancingTAV successfully

tendered for BOT project for Istanbul Atatürk Airport(Concession deadline May 7, 2004)

August 2004Executed the BOT agreement for Ankara Esenboğa International Airport (right to operate through mid-2023)

September 2004

Holding A.S.September 2006

Completed the construction of Izmir Adnan Menderes Airport’s international terminal

October 2006Ankara Esenboğa’s new domestic and

TAV Istanbul refinancingApril 2008

TAV Tunisie signed project financing agreement

September 2008TAV is awarded the tender for Macedonian Airport

1997 1998 2000 2003 2006200220011999 20052004

TAV O&M incorporated international terminals completedBTA was founded

2007 2008

pInfrastructure Development

January 2000ATÜ began operationsInternational terminal building completed c 8

June 2005TAV won the tender for Ataturk Airport to operate for 15.5 years (through 2nd Jan 2021)

July 2005TAV acquired 60% of Havaş sharesTAV obtained control of the BOT for Izmir Adnan

February 2007IPO: TAV Havalimanlari Holding offered 44.56 million of its shares to public

March 2007TAV won the tender to operate Monastir and Enfidha Airports in Tunisia for 40 yearscompleted c.8

months ahead of schedule

June 2000Concession agreement extended through to

TAV obtained control of the BOT for Izmir Adnan Menderes Airport (right to operate through Jan 2015) through the acquisition of Havaş

August 2005TAV IT became a separate entity

September 2005TAV Urban Georgia LLC won the BOT tender for

Airports in Tunisia for 40 yearsMay 2007

TAV started to operate Batumi AirportJuly 2007

TAV acquired remaining 25% of TAV Esenboga and 5% of TAV Izmir

August 2007TAV i d d h d f A l G i

41

g2nd July 2005 in return for a 30% enlargement of the int’l terminal

the Tbilisi Airport (10.5 years operating contract) with a 9.5-year extension granted in return for the re-development of the Batumi Airport

TAV is awarded the tender of Antalya-Gazipasa Airport

November 2007TAV increased its stake in Havaş to 100% from 60%

Developments in 2007

January

February

March

April

May

June

July

August

September November

October December2007

18 May 2007 - Tunisia Enfidha and Monastir airports concession agreement is signed

26 May 2007 – Batumi Airport commenced operations

6 July 2007 – We purchased 25% of TAV Esenboga

22 June 2007 – TAV Esenboga signed the refinancing agreement

y p g

30 July 2007 – We purchased 5% of TAV Izmir from Havas

31 August 2007 – We won Antalya-Gazipasa tender for 25 years

19 November 2007 – The share of TAV in Havaş has increased from 60% to 100%.

42


January

February

March

April

May

June

July

August

September November


1 January 2008 - We started operating the Monastir Airport in Tunisia

7 January 2008 – Antalya-Gazipasa Airport concession agreement is signed.

10 March 2008 – TAV Istanbul signed the refinancing agreement

25 April 2008 – TAV Tunisie signed a project financing agreement

43


January

February

March

April

May

June

July

August

September November


2 September 2008 – TAV was awarded the tender in Macedonia.

24 September 2008 – The concession agreement for three airports in Macedonia has been signed

4 N b 2008 At t k Ai t i j t h b i d b t TAV4 November 2008 – Ataturk Airport expansion project has been signed between TAV Istanbul and State Airport Authority (DHMI)

19 December 2008 – Turkish Airlines declared that HAVAS has been elected as a 50% partner for the TGS Ground Handling Services Inc.

44


January

February

March

April

May

June

July

August

September November


30 January - 13 February 2009 – The shareholders exercised their pre-emptive rights stemming from the 50% rights issue for 15 days

02 March 2009 – The consortium by TAV Airports and Skonto Buve LTD has been elected02 March 2009 The consortium by TAV Airports and Skonto Buve LTD has been elected for the partnership with the SJSC Riga International Airport Management.

30 June 2009 – The agreement regarding the sale of 15% of shares of TAV Tunisie SA to International Finance Corporation (IFC) is signed by the parties. p ( ) g y p

30 June 2009 The agreement regarding the sale of 15% of shares of TAV Tunisie SA to

06 July 2009 – The negotiations with the potential investors have been started regarding the sale of minority shares up to 40% of Havaş.

30 June 2009 – The agreement regarding the sale of 15% of shares of TAV Tunisie SA to International Finance Corporation (IFC) is signed by the parties. 27 August 2009 – New effective date of Macedonia concession contract is determined as

March 1, 2010.

31 August 2009 – The partnership within TGS Yer Hizmetleri A.Ş. by the joint venture

45

g p p Ş y jcontract signed between HAVAŞ and Turkish Airlines is approved by the Competition Board.

LODOCS1 - #172131v14 /46


January

February

March

April

May

June

July

August

September November


06 October 2009 – SJSC Riga Int.Airport Tender is cancelled due changing economicconditions in Latvia. Our Company started partnership negotiations with Air Baltic to operatea new Terminal in Riga Airport

16 October - TAV signed a subscription & shareholders agreement with HSBC InvestmentBank Holdings Plc and İş Girişim Sermayesi Yatırım Ortaklığı A.Ş. on 16 October 2009 toestablish a new company (“the New Company”) as per the laws of the Republic of Turkeythat our Company (TAV Airports Holding TAV Operational Services TAV IT Services) hasthat our Company (TAV Airports Holding, TAV Operational Services, TAV IT Services) has65% of the shares, HSBC Investment Bank Holdings has 28,33% and İş Girişim SermayesiYatırım Ortaklığı A.Ş. has 6,66% of the shares. The new company will take over the wholeshares of Havas.

09 November 2009 – A Joint Venture Agreement is signed between TAV Airports HoldingCo.and AL-RAJHI Holding Group which is established and has been operating in theKingdom of Saudi Arabia.

46

IFRIC 12

IFRIC 12 is a new application regarding to interpretation of most of existing standards in the IFRS for example, IAS 11-Construction Contracts, IAS 16-Property Plant and equipment, IAS 17-Leases, IAS 36-Impairment of Assets and IAS 38-Intangible Assets.

IFRIC 12 S i C i A t d l d b th I t ti l Fi i lIFRIC 12 Service Concession Arrangements was developed by the International Financial Reporting Interpretations Committee. Effective date of the application is 1 January 2008.

TAV Airports adopted IFRIC 12 in the consolidated financial statements for the first time as of 31 March 2008 retrospectively.

IFRIC 12 affects P&L in terms of the decrease in aviation income (for the guaranteed passenger fees) and depreciation expenses while the increase in financial income in accordance with such interpretation. “BOT assets” are classified as “airport operation right” and “trade receivable” in the consolidated financial statements.

It means the operator (TAV Airports) should account these investments as cost and book construction revenue (if a mark-up on costs) on its financials instead of investments according to the completion of infrastructure throughout the construction periods. Mark-up rates for TAV İzmir, TAV Esenboğa TAV Tbilisi TAV Tunisia and TAV Gazipasa which are in the application of IFRIC 12 areEsenboğa, TAV Tbilisi, TAV Tunisia and TAV Gazipasa, which are in the application of IFRIC 12 are assessed by the management as 0%, 0%, 15%, 5% and 0% during the application periods, respectively.

The remaining discounted guaranteed passenger fee to be received from DHMİ according to the agreements made for the operations of Ankara Esenboğa Airport and İzmir Adnan Menderes Airport

47

agreements made for the operations of Ankara Esenboğa Airport and İzmir Adnan Menderes Airport is represented as guaranteed passenger fee receivable in the balance sheet as a result of IFRIC 12 application.

IFRIC 12

The effect of adoption of IFRIC 12

Airport operation right AddedTrade receivables IncreaseBuild-operate-transfer (“BOT”) Investment Removed

Balance Sheet (Assets)

Construction revenue Added

Income Statement

Construction expenditure (-) Added

Aviation income Decrease (guaranteed pax fees)

Discount interest income AddedDepreciation and amortisation expense (-) Decrease

48

LODOCS1 - #172131v14 /49

Cash Flow Hedge Accounting

Subsidiaries, TAV Istanbul, TAV Esenboğa, TAV İzmir and TAV Tunisie enter into swap transactions in order to diminishexposure to foreign currency mismatch relating to DHMI instalments and interest rate risk to manage exposure to thefloating interest rates relating to loans used.100%, 85%, 75% and 100% of floating bank loans for TAV İstanbul, TAV Tunisia, TAV İzmir and TAV Esenboğa,

respectively are fixed with financial derivatives.respectively are fixed with financial derivatives.Changes in the fair value of the derivative hedging instrument designated as a cash flow hedge are recognized directly in

equity to the extent that the hedge is effective. To the extent that the hedge is ineffective, changes in fair value arerecognized in profit or loss.

Equity Profit or loss30 September 2009USD (27 309 883) 1 262 406

Sensitivity AnalysisA 10 percent strengthening of the EUR against the followingcurrencies at 30 September 2009 and 31 December 2008 wouldhave increased (decreased) equity and profit or loss by theamounts shown below This analysis assumes that all other USD (27,309,883) 1,262,406

TRY - 3,724,675Other - 1,897,552Total (27,309,883) 6,884,663

amounts shown below. This analysis assumes that all othervariables, in particular interest rates, remain constant. The analysisis performed on the same basis for 2008Based on the Group’s current borrowing profile, a 50 basis points

increase in Euribor or Libor would have resulted in additionalannual interest expense of approximately EUR 1.8 million on the

31 December 2008USD (33,310,535) (5,152,864)TRY - 4,212,636Other - 2,531,786Total (33,310,535) 1,591,558

Group’s variable rate debt when ignoring effect of derivativefinancial instruments. EUR 1.5 million of the exposure is hedgedthrough IRS contracts. Therefore, the net exposure on incomestatement would be EUR 0.3 million. A 50 basis points increase inEuribor or Libor would have resulted a decrease in hedging reservein equity approximately by EUR 21 million

49

in equity approximately by EUR 21 million.

Revenue Profile

TAV Airports Revenues

(€ million) 2006 2007* 2008* Change 9M09 * 9M08 * ChangeAirports 247 314 377 20% 279 285 (2%)Airports 247 314 377 20% 279 285 (2%)

Istanbul 227 244 262 7% 195 197 (1%)Others 19 70 115 66% 83 88 (6%)

Services 244 313 384 23% 295 290 2%ATU (50%) 109 138 151 9% 109 114 (5%)BTA 35 50 58 15% 43 43 0%BTA 35 50 58 15% 43 43 0%Havas 61 74 121 63% 99 97 3%Others 39 50 54 8% 44 36 22%

Total 490 627 761 21% 574 576 0%Eliminations (89) (119) (134) (90) (97)

Consolidated 402 508 627 24% 484 479 1%

(*) Adjusted by including guaranteed pax fee revenues from airports in Ankara and Izmir (2008: €29.6mn, 2007: €28.5mn, 9M09: €20.2 mn, 9M08:€21.5 mn)

50

EBITDAR Build-up

Adjusted Revenues increase by 1% to € 484


9M09 EBITDAR Build-up (€m)j y

million (IFRS:€ 464 million) in 9M09

Aviation operations (including ground handling), account for 41% of total operating income and non-aviation operations account vi

atio

n

191 376

pfor 59% of total operating income in 9M09.

Operating expenses decreased by 4% to €376million in 9M09

Av

293

Adjusted EBITDA: €135 million in 9M09, which was €112 million in 9M08.

Concession rent expenses decreased by 7% to €109 million in 9M09

Non

-avi

atio

n

10827

109 244

Adjusted EBITDAR increased by 7% to €244 million in 9M09, implying 50.5% margin.

nues

Ope

x

EBIT

D&

A

exp.

DA

R

N

51

Rev

en O E D

Con

c.

EBIT

EBITDAR Profile

TAV Airports EBITDAR (*)

(€ million) 2006 2007** 2008** Change 9M09 ** 9M08 ** ChangeAirports 151 200 252 26% 189 197 (4%)

Istanbul 150 180 192 7% 145 145 0%Others 1 20 60 196% 44 51 (14%)

Services 19 14 44 n.m. 54 30 79%ATU (50%) 4 9 14 57% 10 9 7%BTA 3 0 3 n.m. 5 2 103%Havas 5 12 28 137% 29 24 23%Others 7 -7 -2 n.m. 11 (5) n.m.

Total 170 214 295 38% 243 227 7%Eliminations 0 4 1 1 2

Consolidated 170 218 297 36% 244 229 7%

(*) EBITDAR figures for Istanbul and Tunisie include concession rent expense(**) Adjusted by including guaranteed pax fee revenues from airports in Ankara and Izmir (2008: €29.6mn, 2007: €28.5mn,

9M09: €20.2 mn, 9M08:€21.5 mn)9M09: €20.2 mn, 9M08:€21.5 mn)

52

LODOCS1 - #172131v14 /53

Consolidated Income Statement(€ million) 9M09 9M08Construction revenue 248,756,746 170,561,286Operating revenue 435,607,233 437,117,816

Other operating income 27,905,582 19,936,183Construction expenditure (237,215,908) (162,439,320)Cost of catering inventory sold (10 204 152) (9 717 329)Cost of catering inventory sold (10,204,152) (9,717,329)Cost of duty free inventory sold (42,450,356) (45,708,068)Cost of services rendered (25,012,022) (27,902,282)Personnel expenses (110,864,857) (110,783,078)Concession rent expenses (109,001,339) (116,600,677)Depreciation and amortisation expense (27,470,475) (25,743,229)Other operating expenses (51,046,793) (55,336,091)Operating profit 99,003,659 73,385,211Finance income 12,988,304 11,587,903Finance expenses (60,034,615) (68,087,578)Net finance expense (47,046,311) (56,499,675)Profit / (loss) before income tax 51,957,348 16,885,536

(6 552 447)Income tax expense (16,666,950) (6,552,447)(Loss) / profit for the period 35,290,398 10,333,089

Other comprehensive (loss) / incomeRevaluation of property and equipment 51,240 51,240Effective portion of changes in fair value

of cash flow hedges (46,456,238) 16,867,069Foreign currency translation differences

for foreign operations (979,090) 3,417,244Income tax on cash flow hedge reserves 7,843,337 (2,368,726)

Other comprehensive (loss) / income for the period, net of tax (39,540,751) 17,966,829Total comprehensive (loss) / income for the period (4,250,353) 28,299,916

(Loss) / profit attributable to:

53

( ) pOwners of the Company 33,781,943) (9,855,259Non-controlling interest 1,508,455 477,830

(Loss) / profit Loss for the period 35,290,398 10,333,089

LODOCS1 - #172131v14 /54

Consolidated Balance Sheet

ASSETS(€ million) 30 September 2009 31 December 2008 Property and equipment 87,747,000 78,111,498Intangible assets 30,075,741 32,679,835

6 6 01 19Airport operation right 676,701,195 457,410,838Other investments 13,823,687 24,238Goodwill 131,564,539 131,564,539Prepaid concession expenses, non-current portion 139,646,873 120,285,515Non-current trade receivables 139,919,840 156,306,856Non-current due from related parties 8,658,677 8,140,329

13 640 704Other non-current assets 13,640,704 14,891,066Deferred tax assets 38,219,625 37,366,642

Total non-current assets 1,279,997,881 1,036,781,356Inventories 11,549,813 9,770,719Prepaid concession expenses, current portion 116,487,380 128,688,749Trade receivables 75,601,477 55,968,143Due from related parties 8,298,471 7,019,918Derivative financial instruments 4,531,922 32,257,634Other receivables and current assets 21,951,818 46,732,857Cash and cash equivalents 46,378,398 22,572,015Restricted bank balances 281,063,571 291,098,061

Total current assets 565,862,850 594,108,096TOTAL ASSETS 1,845,860,731 1,630,889,452

54

LODOCS1 - #172131v14 /55


EQUITY (€ million) 30 September 2009 31 December 2008

Share capital 162,383,978 104,910,267Share premium 220,286,470 220,182,481Legal reser es 18 385 795 15 062 069Legal reserves 18,385,795 15,062,069Revaluation surplus 2,409,726 2,665,932Purchase of shares of entities under common control 40,063,860 40,063,860Cash flow hedge reserve (69,036,865) (31,301,803)Translation reserves (1,582,178) (872,551)Accumulated losses (28,727,915) (56,688,149)

Total equity attributable to equity holders of the Company 344,182,871 294,022,106

Non-controlling interest 34,277,656 15,017,194

Total Equity 378,460,527 309,039,300, , , ,

55

LODOCS1 - #172131v14 /56


LIABILITY(€ million) 30 September 2009 31 December 2008 LIABILITIES

Loans and borrowings 1,027,441,583 876,556,7734 591 057Reserve for employee severence indemnity 4,591,057 3,247,519

Due to related parties 9,443,099 9,591,944Deferred income 15,998,141 16,659,877Long term trade payables - 75,022Deferred tax liabilities 5,182,405 5,752,448

Total non-current liabilities 1,062,656,285 911,883,583

Bank overdraft 2,564,319 1,844,425Loans and borrowings 214,116,131 220,234,320Trade payables 41,860,310 27,543,307Due to related parties 4,203,365 52,428,667Derivative financial instruments 94,169,565 69,699,812Current tax liabilities 4,861,679 2,488,341Other payables 33,710,621 25,299,953Provisions 3,786,484 3,762,121Deferred income 5,471,445 6,665,623

Total current liabilities 404,743,919 409,966,569

Total Liabilities 1,467,400,204 1,467,400,204

TOTAL EQUITY AND LIABILITIES 1,845,860,731 1,630,889,452

56

LODOCS1 - #172131v14 /57

Consolidated Cash Flow Statement

(€ million) 9M09 9M08Profit / (loss) for the year 35,290,398 10,333,089

Amortisation of airport operation right 14,208,889 14,202,350Depreciation of property and equipment 9,861,449 8,776,160Amortisation of intangible assets 3,400,137 2,764,719Amortisation of concession asset 109,001,339 116,600,677Provision for employment termination benefits 2,106,376 2,467,123Provision set for doubtful receivables 237,438 229,794Provision set for tax penalties 972,275 392,339Other provisions (released) / set (13,261) 608,688Gain on sale of non-controlling interest in a subsidiary (8 993 461) -Gain on sale of non-controlling interest in a subsidiary (8,993,461) -Discount on receivables and payables, net 213,920 136,401Gain on sale of property and equipment (59,798) (384,924)Accrual set for unused vacation 700,936 412,238Reversal of provision for slow moving inventory 14,387 -Accrued interest income (425,793) (624,051)Accrued interest expense on financial liabilities 35,119,148 50,111,488Accrued interest expense on financial liabilities 35,119,148 50,111,488Income tax expense 16,666,950 6,552,447Marked to market valuation of derivative instruments 5,242,298 (16,117,150)Unrealised foreign exchange differences on balance sheet items 5,004,991 (57,656,371)Cash flows from operating activities 228,548,618 138,805,017Change in Working Capital (68,939,231) 12,864,955

Cash generated from operations 159 609 387 151 669 972Cash generated from operations 159,609,387 151,669,972Income taxes paid (6,498,534) (2,497,506)Interest paid (41,165,144) (21,061,502)Retirement benefits paid (733,524) (798,336)Net cash from operating activities 111,212,185 127,312,628

57

LODOCS1 - #172131v14 /58


(€ million) 9M09 9M08

CASH FLOWS FROM INVESTING ACTIVITIES

Interest received 7,615,708 7,788,524Interest received 7,615,708 7,788,524

Net change in investments held for trading (13,799,449 248,683Proceeds from sale of property and equipment and intangible assets and correction of airport

operation right 340,602 3,320,161

Acquisition of property and equipment (20,501,080) (11,007,190)

Additions to airport operation right (234,710,210) (155,745,118)p p g ( , , ) ( , , )

Net cash used in investing activities (233,613,846) (157,825,528)

58

LODOCS1 - #172131v14 /59


(€ million) 9M09 9M08

CASH FLOWS FROM FINANCING ACTIVITIESNew borrowings raised 305,617,978 758,553,258Repayment of borrowings (154,281,617) (698,907,986)Change in restricted bank balances (59,536,934) (60,115,716)Non-controlling interest change (4,045,669) (62,043)Change in revaluation surplus and translation reserves 256,205 3,196,170Repayment of finance lease liabilities (99,513) -Increase in share premium 103,989 -Increase in share capital 57,473,711 -Net cash provided from / (used in) financing activities 145,488,150 2,663,683

NET (DECREASE) / INCREASE FROM CASH AND CASH EQUIVALENTS 23,086,489 (27,849,217)CASH AND CASH EQUIVALENTS AT 1 JANUARY 20,727,590 62,681,735CASH AND CASH EQUIVALENTS AT 30 SEPTEMBER 43,814,079 34,832,51843,814,079 34,832,518

59


The “Corporate Governance Rating Report” for TAV Airpors made by RiskMetrics Group - Institutional Shareholder Services (ISS), a global corporate governance rating company having the official authorization to do rating in accordance with the Capital Markets Board (CMB) Corporate Governance Principles in Turkey.

Our company is rated with the grade 83.3 (8.5) in general average as per Corporate Governance Rating Report.

Final rating grades are determined by the separate weighting of four sub-categories within the frame of the related resolution of CMB.

The breakdown of corporate governance rating grades is stated belowThe breakdown of corporate governance rating grades is stated below.

Sub-categories Weight Grade Grade assigned

Shareholders 0.25 8.11 8.00

Public Disclosure and Transparency 0.35 8.69 8.50

Stakeholders 0.15 8.88 9.00

Board of Directors 0.25 7.78 8.00

Total 1.00 8.33 8.50

60

Board of Directors

Ali Haydar KurtdarcanVi Ch i

Hamdi AkınChairman

Chairman of Tepe Construction Ind. Inc

Chairman of Akfen HoldingMember of Ankara Chamber of Commerce (ATO) and board member of Turkey Industrialists’ and Businessmen’s Association

Positions within TAV Airports and other companies

Vice ChairmanDr. Sani Şener

Member and CEOIbrahim Suha Guçsav

Member

Önder Sezgi

p

Chief Executive Officer of TAV Airports

Vice Chairman of Akfen HoldingAbdullah Atalar

Member Vice Chairman of Bilkent HoldingÖnder Sezgi

Member Financial Affairs and Audit Director of Bilkent Holding

Şeref ErenM b Advisor, TAV Airports

H. Kadri Samsunlu Member Advisor to Chairman of the Board of Akfen Holding

Süleyman SonMember General Manager and Board member of Tepe Construction

Mumtaz KhanMember CEO of Middle East & Asia Capital Partners

İhsan SancayMember Global Investment House (Kuwait)

Member Advisor, TAV Airports

Mehmet ErdoğanMember External Affairs Coordinator, TAV Airports

Dr. Cem KozluIndependent member Independent Board Member

Member

Pierre de Champfleury I d d t B d M b

Ahmet Ersagun YücelMember General Secretary of TAV Airports

61

Pierre de ChampfleuryIndependent member Independent Board Member

Management Team

CEO Chief Executive Officer (CEO)

Positions within TAV Airports

Dr. Sani ŞenerSenior Management

Chief Financial Officer (CFO)Murat UluğBusiness Development DirectorSerkan KaptanHuman Resources DirectorÖzlem TekayInternal Audit DirectorAltuğ KoraltanOperations DirectorMurat ÖrnekolBusiness Development Director (Subsidiaries)Haluk Bilgi

Airport GMsGM, TAV IstanbulKemal Ünlü

Strategy DirectorWaleed YoussefGeneral SecretaryErsagun YücelLegal CounselBanu Pektaş

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GM, TAV IzmirErkan BalcıGM,TAV EsenbogaNuray DemirerGM, TAV TunisieErsel GöralGM, TAV Georgia Mete Erkal

Service Companies GMsService Companies GMsGM, ATUErsan ArcanGM, BTASadettin CesurGM, HAVASMüjdat YücelGM, TAV Security Yusuf AcıbiberGM TAV ITBinnur Onaran

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GM, TAV ITBinnur OnaranGM, TAV O&MEda Bildiricioğlu

Disclaimer

This presentation does not constitute an offer to sell or the solicitation of an offer to buy or acquire any shares of TAV Havalimanlari Holding A.Ş. (the "Company") in any jurisdiction or an inducement to enter into investment activity. No information set out in this doc ment or referred to in s ch other ritten or oral information ill form the basis of an contractdocument or referred to in such other written or oral information will form the basis of any contract.The information used in preparing these materials was obtained from or through the Company or the Company’s representatives or from public sources. No reliance may be placed for any purposes whatsoever on the information contained in this presentation or on its accuracy, completeness or fairness. The information in this presentation is subject to verification, completion and change. While the information herein has been prepared in good faith, no representation or warranty, express or implied, is or will be made and noresponsibility or liability is or will be accepted by the Company or any of its group undertakings, employees or agents as to or in relation to the accuracy completeness or fairness of the information contained in this presentation or any other written or oral information madethe accuracy, completeness or fairness of the information contained in this presentation or any other written or oral information made available to any interested party or its advisers and any such liability is expressly disclaimed. This disclaimer will not exclude any liability for, or remedy in respect of fraudulent misrepresentation by the Company.

This presentation contains forward-looking statements. These statements, which may contain the words “anticipate”, “believe”, “intend”, “estimate”, “expect” and words of similar meaning, reflect the Company’s beliefs, opinions and expectations and, particularly where such statements relate to possible or assumed future financial or other performance of the Company, are subject to risks and uncertainties that

t l lt t diff t i ll Th i k d t i ti i l d th f t h i b i thmay cause actual results to differ materially. These risks and uncertainties include, among other factors, changing business or other market conditions and the prospects for growth anticipated by the management of the Company. These and other factors could adversely affect the outcome and financial effects of the plans and events described herein. These forward-looking statements speak only as at the date of this presentation. The Company expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Past performance cannot be relied upon as a guide to future performance As a result you are cautioned not to place reliance on such forward-looking statementsperformance. As a result, you are cautioned not to place reliance on such forward looking statements.

Information in this presentation was prepared as of 19 November, 2009.

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Documents

Transcript of TAVAi tTAV AirportsHldiHolding