Turkcell Iletisi SEC Filings

Turkcell İletişim Hizmetleri A.Ş. announced that its Board of Directors has decided to participate in a tender organized by Türkiye’s Information and Communication Technologies Authority (ICTA). The tender, scheduled for October 16, 2025, concerns authorization to establish and operate mobile electronic communication infrastructures and provide related services.

The authorization also covers including certain infrastructures and services under existing authorizations that expire on April 30, 2029. This decision signals Turkcell’s intention to compete for regulatory approvals that would allow it to continue and potentially expand its mobile communications activities under the new authorization framework.

Turkcell will merge its 100% subsidiary Artel Bilişim Servisleri A.Ş. into the parent company by facilitated procedure using the parties' financial statements dated 30 June 2025. The filing states the merger will proceed without preparing a board report, independent audit report, merger report or expert opinion under the cited Communiqué provisions. The transaction will not trigger the Right to Detachment for shareholders and will not increase the Company's capital. The merger is authorized by the ICTA Board Decision dated 29.04.2025 (2025/YK-YED/115). Following Capital Markets Board approval of the announcement text, the merger agreement will be submitted for board approval without a general assembly vote.

Turkcell will merge its 100% subsidiary Artel Bilişim Servisleri A.Ş. into the parent company by facilitated procedure using the parties' financial statements dated 30 June 2025. The filing states the merger will proceed without preparing a board report, independent audit report, merger report or expert opinion under the cited Communiqué provisions. The transaction will not trigger the Right to Detachment for shareholders and will not increase the Company's capital. The merger is authorized by the ICTA Board Decision dated 29.04.2025 (2025/YK-YED/115). Following Capital Markets Board approval of the announcement text, the merger agreement will be submitted for board approval without a general assembly vote.

Turkcell (TKC) reported robust second-quarter 2025 results with broad-based operational momentum and improved margins. Consolidated revenue rose 12.5% year-on-year to TRY 53.0 billion, driven by higher ARPU, hardware sales and Techfin contributions. Adjusted EBITDA grew 14.8% to TRY 23.1 billion and the EBITDA margin expanded 0.9 percentage points to 43.5%. EBIT increased strongly to TRY 8.8 billion (up 39.5%) and profit from continuing operations was TRY 4.4 billion (up 36.8%), while net income reached TRY 4.2 billion (up 7.1%).

Operational highlights included 816k postpaid net additions (highest in 5.5 years), postpaid share at 78%, mobile ARPU excluding M2M up 9.8%, residential fiber ARPU up 17.5%, Data Center & Cloud revenue up 53.2%, and Techfin revenues rising 23.1% with Paycell +35.8%. Balance sheet: consolidated cash TRY 116.6 billion, consolidated debt TRY 172.9 billion, net debt TRY 25.4 billion and net debt/EBITDA 0.29x. The company paid the first dividend installment in June 2025 and reported continued high CAPEX (H1 TRY 40.6 billion).

Turkcell completed the scheduled redemption and coupon payment of a short-term financing bill. The company redeemed the bill with ISIN TRFTCEL82512 with a nominal amount of TRY 900,000,000, a 96-day maturity and an annual simple interest rate of 49.75%. The single coupon payment of TRY 117,764,369.99 and the principal of TRY 900,000,000 were paid on August 13, 2025.

The instrument was issued via private placement to qualified investors, was traded on the exchange and carried a Long Term National Rating of AAA (tr) from JCR Avrasya. The filing confirms the transaction closed as previously announced.

Turkcell completed a private placement of a short-term TRY-denominated financing bill totaling TRY 1,500,000,000 under an existing TRY 10,000,000,000 issuance limit. The instrument is a bill with a single coupon, fixed annual simple interest of 41.50% (annual compound 48.18042%), and a maturity date of 20 November 2025, corresponding to a 99-day term. The securities were placed with qualified investors in Türkiye through book building and are recorded under ISIN TRFTCELK2516. Payment is in Turkish lira and the securities will be transferred to investor accounts on August 13, 2025.

The issuance is listed as tradable on the stock exchange and the issuer holds a Long Term National Rating of AAA(tr) from JCR Avrasya. The single-coupon structure and short maturity mean interest and principal are due at the same payment date rather than periodic payments.

Turkcell (TKC) filed a Form 6-K announcing the final terms of its previously disclosed exit from Ukraine. All shares of Lifecell LLC, Global Bilgi and Ukrtower were transferred to DVL Telecom (NJJ Holding) on 4 Aug 2025 for a cash consideration of US$538.7 million (≈TRY 18.27 billion) after working-capital and net-debt adjustments.

The divested assets equated to 5.1 % of Turkcell’s total assets and 17.1 % of FY 2023 consolidated revenue. Turkcell now holds 0 % equity and voting rights in the entities, fully terminating its Ukrainian presence. The sale will generate an after-tax accounting gain of TRY 8.63 billion, which should lift near-term earnings and strengthen the balance sheet with hard-currency inflows.

Board approval (20 Dec 2023) was unanimous among independent members; no third-party valuation report was required under local rules. Proceeds are unrestricted cash, with future deployment not yet specified. Strategically, the disposal simplifies the group and reduces geopolitical and FX exposure, though it also removes a double-digit revenue contributor.