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TURKiYE KALKINMA BANKASI A.~.
PROJECT FINANCIAL STATEMENTS AND SPECIAL ACCOUNT
ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT LOAN N0.8114-001-TR AND 8114-002-TR
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Deloitte.
TURKiYE KALKINMA BANKASI A.S. TO THE BOARD OF DIRECTORS
ANKARA
INDEPENDENT AUDITOR'S REPORT
DRT Bag1ms1z Denetim ve Serbest Muhasebeci Mal i Mu~avirli k A.~ . Armada I ~ Merkezi A Blok Kat:7 No:S 06510 sogutozu, Ankara, Turkiye
Tel : (312) 295 4700 Fax: (312) 295 4747 www.deloitte.com.tr
We have audited the accompanying fmancial statements comprising additional disclosure notes of the Additional Financing For Private Sector Renewable Energy and Energy Efficiency Project (the "Project"), financed under International Bank for Reconstruction and Development (IBRD) Loan No. 8114-001-TR AND 8114-002-TR as of 31 December 2012 implemented by Tiirkiye Kalkmma Bankas1 AS. ("TKB" or "the Bank"). These financial statements are the responsibility of the Bank's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with International Standards on Auditing and IBRD guidelines applicable to the audit of fmancial statements. These standards and IBRD guidelines require that we plan and perform the audit to obtain reasonable assurance about whether the fmancial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the fmancial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
The Project management's policy is to prepare the accompanying statements on the cash receipts and payments basis in conformity with International Accounting Standards issued by the International Accounting Standards Board. On this basis, cash receipts are recognized when received and cash expenditures are recognized when paid rather than when incurred.
In our opinion, the accompanying Project Balance Sheets, Special Account Statements, Uses of Funds by Beneficiary Enterprises Statements for the year ended 31 December 2012, have been prepared, in all material respects, in accordance with the terms ofthe agreements ofiBRD Loan No. 8114-001-TR AND 8114-002-TR and, expenditures have been applied to the purposes intended in such loan agreements.
Ankara, Turkey 28 May 2013
00...'\ (OF\G\\...\.~\L ~~~t\ \'-A'-~ ~\.)tAl" ~ · \ .
DRT BAGIMSIZ DENETiM VE SERBEST MUHASEBECi MALi MU$A ViRLiK A.S. Member ofDELOITTE TOUCHE TOHMATSULIMITED
Member of Deloitte Touche Tohmatsu Limited
TURKiYE KALKINMA BANKASJ A.S. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in US$
PROJECT BALANCE SHEET
ASSETS
Special Account
Special Account -
Amounts Due from Beneficiary Enterprises
LIMAK BATI <;iMENTO A.S. 6,194,125 MENDERES GEOTHERMAL A.S. 29,603,000
Amounts Received from Beneficiary Enterprises
TKB's Account
TOTAL ASSETS
LlABILITlES
Amount Due to World Bank
Credit Line 35,601,500 Up-front Fee 337,500
TOTAL LlABILITlES
1
-
35,797,125
-
141,875
35,939,000
35,939,000
35,939,000
TURKiYE KALKINMA BANKASI A.~. ADDITIONAL FINANCING FOR PRN ATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in EURO
PROJECT BALANCE SHEET
ASSETS
Special Account
Special Account -
Amounts Due from Beneficiary Enterprises
KAPIDAG RUZGAR ENERJi A.~. 1,800,000 LiMAK BAT! <;:iMENTO A.~. 3,494,063
Amounts Received from Beneficiary Enterprises
TKB's Account
TOTAL ASSETS
LIABILITIES
Amount Due to World Bank
Credit Line 5,254,250 Up-front Fee 285,750
TOTAL LIABILITIES
2
-
5,294,063
-
245,937
5,540,000
5,540,000
5,540,000
TURKiYE KALKINMA BANKASI A.$. ADDITIONAL FINANCING FOR PRN ATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in US$
Special Account Statement
Openning balance as at January 1, 2012 IBRD advances during the year
Less: Refund to IBRD from Special Account during the year
Loans advances/expenses paid in the year
Closing Balance as at December 31, 2012 Unexplained Difference
Balance Per SA Statement
3
35,601,500
(35,601,500)
TURKiYE KALKINMA BANKASI A.$. ADDITIONAL FINANCING FOR PRN ATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in EURO
Special Account Statement
Openning balance as at January 1, 2012 IBRD advances during the year
Less: Refund to IBRD from Special Account during the year
Loans advances/expenses paid in the year
Closing Balance as at December 31,2012 Unexplained Difference
Balance Per SA Statement
4
5,254,250
(5,254,250)
T0RKiYE KALKINMA BANKASI A.$. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in US$
USES OF FUNDS BY BENEFICIARY ENTERPRISES
Actual IBRD Actual CTF CwTent Year I Cumulative
to Date Current Year I Cumulative
to Date Renewable Energy Loans
MENDERES GEOTHERMAL A.$. 29,603,ooo I 29,603,000 - I
TOTAL 29,603,000 I 29,603,ooo I - I
Energy Efficiency Loans
LiMAK BAT! t;:iMENTO A.$. 6,194,125 I 6,194,125 I - I
TOTAL 6,194,125 I 6,194,125 I - I
TOTAL LOANS EXTENDED I 35,7_97,125 1 35,797,125 I - I
5
Actual (Total) CTF to Total Ratio (%) Current Year I Cumulative
to Date Ctment Year I Cumulative
to Date
- 29,603,ooo I 29,603,000 I - I -
- 29,603,000 I 29,603,000 I - I -
- I 6,194,125 I 6,194,125 I - I -
- I 6,194,125 I 6,194,125 I - I -
- I 35,797,125 I 35,797,125 I - I -
TURKiYE KALKINMA BANKASI A.$. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in US$
USES OF FUNDS BY BENEFICIARY ENTERPRISES
Actual (SPONSOR EQUITY Actual!BRD FINANCING)
Current Year I Cumulative to Date
CmTent Year I Cumulative to Date
Renewable Energy Loans
Emerf(illK Renewable E11ergy Loans(EREL) MENDERES GEOTHERMAL A.$. 29,603,ooo I 29,603,000 14,88o,ooo I 14,880,000
ERELTOTAL 29,603,ooo 1 29,603,000 14,880,000 I 14,880,000
Energy Efficiency Loans
LiMAK BATI <;iMENTO A.$. 6,194,125 I 6,194,125 5,236,ooo I 5,236,000
ENERGY EFFICIENCY TOTAL 6,194,125 1 6,194,125 5,236,ooo I 5,236,000
TOTAL LOANS EXTENDED 35,797,125 I 35,797,125
Percentage allocated to Energy Efficiency Projects 17.30%
Percentage allocated to Commercial RE Projects 0%
Equity Financing/Total Total Project Expenditure(*) Project Expenditure(%) Cunent Year I Cumulative
to Date Current Year I Cumulative
to Date
70,45o,ooo I 70,45o,ooo I 21.12% I 21.12%
70,45o,ooo I 70,450,000 I 21.12% I 21.12%
11,430,125 I 11,430,125 I 45.81% I 45.81%
11,430,125 I 11,430,125 I 45.81% I 45.81%
(*) The balance shows all the project expenses until year-end, including expenses financed by other financing facilities. In the calculation of US$ balances, TRY
and EUR expenses are converted using average rates.
6
TURKiYE KALKINMA BANKASI A.:;>. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in EURO
USES OF FUNDS BY BENEFICIARY ENTERPRISES
Renewable Energy Loans
Actual IBRD Current Year I Cumulative
to Date
KAPIDAoR.UzaAR ENERJi A.~. 1 1 ,800,0_(lo 1 1 ;8oo,ooo
TOTAL I 1,800,000 I 1,800,000
Energy Efficiency Loans
I LiMAKBATI <;iMENTO A.S. 3,494,063 1 3,494,063
TOTAL 3,494,063 1 3,494,063
TOTAL LOANS EXTENDED 5,294,063 1 5,294,063
Actual CTF Current Y earj Cumulative
to Date
-1
- I
- I
- I
- I
7
Actual (Total) Current Year I Cumulative
to Date
1,8oo,ooo 1 1,800,000
1,8oo,ooo I 1,800,000
3,494,063 1 3,494,063
3,494,063 1 3,494,063
5,294,063 1 5,294,063
CTF to Total Ratio(%) Ctment Year I Cumulative
to Date
- I
- I
- I
- I
- I
TURKiYE KALKlNMA BANKASl A.$. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in EURO
USES OF FUNDS BY BENEFICIARY ENTERPRISES
Actual (SPONSOR EQUITY Actual IBRD FINANCING)
Current Year I Cumulative to Date
Current Year I Cumulative to Date
Renewable Energy Loans
Emerf(ing Renewable Enel"f(Y Loans(EREL) KAPIDAG RUZGAR ENERJi A.~. 1,8oo,ooo 1 1,800,000 14,375,000 I 14,375,000
ERELTOTAL 1,soo,ooo I 1,800,000 14,375,ooo 1 14,375,000
Energy Efficiency Loans
LiMAK BAT! <;:iMENTO A.$.(*) 3,494,063 I 3,494,063 - I -
ENERGY EFFICIENCY TOTAL 3,494,063 I 3,494,063 - I -
TOTAL LOANS EXTENDED 5,294,063 I 5,294,063
Percentage allocated to Energy Efficiency Projects 66.00%
Percentage allocated to Commercial RE Projects 0%
Total Project Expenditure Equity Financing/Total (**) Project Ex~ enditure(%)
Cun·ent Year I Cumulative Cunent Year Cumulative to Date to Date
43,638,ooo 1 43,638,000 32.94% 32.94%
43,638,ooo I 43,638,000 32.94% 32.94%
3,494,063 I 3,494,063 0.00% 0.00%
3,494,063 1 3,494,063 1 0.00% 0.00%
(*) Equity financing amount calculated and presented at "Uses of Beneficiary Enterprises - USD" table comprise total equity financing for the whole project including the equity financing for this loan in EUROs.
(**) The balance shows all the project expenses until year-end, including expenses financed by other financing facilities. In the calculation of EUR balances, TRY
expenses are converted using average rates.
8
TURKiYE KALKINMA BANKASI A.S. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in US$
USES OF FUNDS BY FUNDS BY BENEFICIARY ENTERPRISES
01 Januar~ 2012 1st Quarter 2012 2st Quarter 2012 Beneficiary Enterprises
LiMAK BAT! <;:iMENTO A.~. 1,595,000 MENDERES GEOTHERMAL A.~. 6,345,000
Total Receivables from Loan Customers - - 7,940,000
TKB Up-front Fee 337,500
Total Uses of Funds - 337,500 7,940,000
9
3st Quarter 2012 :li!.Quarter 2012 Cumulative to Date
1,990,000 2,561,500 6,146,500 9,730,000 13,380,000 29,455,000
11,720,000 15,941,500 35,601,500
337,500
11,720,000 15,941,500 35,939,000
TURKiYE KALKINMA BANKASI A.:;>. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in EURO
USES OF FUNDS BY BENEFICIARY ENTERPRISES
01 January 2012 1st Quarter 2012 2st Quarter 2012 3st Quarter 2012 4st Quarter 2012 Cumulative to Date Beneficiary Enterprises
KAPIDAG R0ZGAR ENERJi A.~. LiMAK BAT! <;:iMENTO A.~.
Total Receivables from Loan Customers
TKB Up-front Fee
Total Uses of Funds
2,985,000
2,985,000
285,750
3,270,750
10
1,795,500 473,750
2,269,250
2,269,250
I, 795,500 3,458,750
5,254,250
285,750
5,540,000
TURKIYE KALKINMA BANKASI A.~. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in US$
USES OF FUNDS BY PROJECT ACTIVITY BY BENEFICIARY ENTERPRISES (REIMBURSEMENT OF EXPENDITURES INCURRED)
Opening balance as of January 1, 2012
l.Tranch Civil Works Goods Services
2.Tranch Civil Works Goods Services
3.Tranch Civil Works Goods Services
4.Tranch Civil Works Goods Services
5.Tranch Civil Works Goods Services
6.Tranch Civil Works Goods Services
Closing balance as of December 31, 2012
Menderes Geoterma1 A.~.
1,595,000
1,595,000
1,990,000
1,990,000
384,000 2,177,500 2,561,500
6,146,500
Limak Bati <;:imento A.~.
6,345,000
6,345,000
5,500,000 4,230,000
9,730,000
6,000,000 7,380,000
13,380,000
29,455,000
11
TURKi:YE KALKINMA BANKASJ A.$. ADDITIONAL FINANCING FOR PRIVATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT As at 31 December 2012 in EURO
USES OF FUNDS BY PROJECT ACTIVITY BY BENEFICIARY ENTERPRISES (REIMBURSEMENT OF EXPENDITURES INCURRED)
Opening balance as of 1 January 2012
1.Tranch Civil Works Goods Services
2.Tranch Civil Works Goods Services
3.Tranch Civil Works Goods Services
4.Tranch Civil Works Goods Services
5.Tranch Civil Works Goods Services
Closing balance as of December 31, 2012
Kap1dag Rlizgar Enerji A.$.
1,795,500
1,795,500
1,795,500
12
Limak Bat1 <;:imento A.$.
2,665,000
2,665,000
320,000
320,000
263,750
263,750
210,000
210,000
3,458,750
TURKiYE KALIGNMA BANKASI A.$. ADDITIONAL FINANCING FOR PRN ATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT LOAN N0.8114-001-TR AND 8114-002-TR For the Year Ended 31 December 2012
NOTES TO THE PROJECT FINANCIAL STATEMENTS
1- OBJECTIVES AND NATURE OF THE PROJECT
The Govermnent of Turkey received a loan of 135,000,000 US$ and 114,300,000 EURO for fmancing of Additional Financing for Private Sector Renewable Energy And Energy Efficiency Project from the International Bank for Reconstruction and Development (IBRD). The only implementation agency of the project is the Tiirkiye Kalkmma Bankas1 A.$. (TKB).
The primary objective of the " Additional Financing for Private Sector Renewable Energy and Energy Efficiency Loan", which is made available to Tiirkiye Kalkmma Bankas1 A.$. (TKB) through the Turkish Treasury, is to provide investment finance to private enterprises (Beneficiary Enterprises) engaged in investments for generation of electricity based on renewable resources. Purposes of the project is "to help increase privately owned and operated energy production ji-om indigenous renewable sources within the market-based fimnework of the Turkish Electricity Market Law, enhance energy efficiency and thereby help reduce greenhouse gas emissions".
2- OPERATIONS OF THE PROJECT IMPLEMENTING AGENCY
Tiirkiye Kalkmma Bankas1 A.$. ('the Bank') was founded in Ankara as Devlet Sanayi ve i~l'i Yatlflm Bankas1 in 1975, under the control of the Ministry of Industry. The Bank was founded by the State mainly to promote investment in certain sectors of the country.
With the decision of the "Supreme Planning Board" dated 20.01.1989, the Bank has been merged with the T.C. Turizm Bankas1 A.$.
The name of the bank has been changed as Tiirkiye Kalkmma Bankas1 A.$. in 1988 following a decision of the Council of Ministers.
The Bank is subject to the registered capital system. 99.08% of the capital is owned by the Undersecretariat of Treasury of the Turkish Republic and the remaining shares are quoted in the Istanbul Stock Exchange.
The Bank currently provides investment-banking services mainly to the fmancing of industry, tourism, education, health and energy sectors. Besides supplying loans in medium and long- tenns to the above mentioned sectors, the Bank also participates in other activity fields like project assessment, leasing, rehabilitation, equity participation, fund management, banking operations and training activities.
3- MAIN ACCOUNTING POLICIES
Tiirkiye Kalkmma Bankas1 A.$. uses the accrual basis of accounting to account for project transactions.
Disbnrsements to the local firms are recorded in local currency and translated to US $ and EURO with the exchange rate as of the date of the disbursement. The collections from the local firms are translated with the exchange rate valid on the collection date.
4- RESTRICTED USE OF FUNDS AND OTHER ASSETS
In accordance with the loan agreement between the Bank and IBRD, funds available in the Special Account are restricted to project purposes only.
13
TURKiYE KALKINMA BANKASI A.$. ADDITIONAL FINANCING FOR PRN ATE SECTOR RENEW ABLE ENERGY AND ENERGY EFFICIENCY PROJECT LOANN0.8114-001-TR AND 8114-002-TR For the Year Ended 31 December 2012
NOTES TO THE PROJECT FINANCIAL STATEMENTS
5- INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (IBRD) LOAN
TKB is obliged to pay a front -end fee in an amount equal to 0.25 % of the amount of its respective subsidiary loan used by the beneficiary enterprises to IBRD. The loan received from IBRD has a maturity of 25 years and repayments will start on May 15, 2022 and will end on May 15, 2036. Cost of borrowing is determined for each interest period to be at a rate equal to LIB OR for USD plus the Variable Spread provided and EURIBOR for EUR plus the Variable Spread provided. The payments dates are May 15 and November 15 of each year.
In order to draw down funds under the "Additional Financing for Private Sector Renewable Energy and Energy Efficiency Loan", TKB is entering into sub-loan agreements with beneficiary enterprises. The sub-loan agreements are in accordance with the " Additional Financing for Private Sector Renewable Energy and Energy Efficiency Loan", sub-loan terms and conditions and prudent banking practices. Sub-loans are being provided for capital investment expenditures for goods, civil works and consultants' services.
In 2012, IBRD has provided the special account of the project with a payment of US$ 35,601,500 and EURO 5,254,250 to be used by the beneficiary enterprises. TKB is obliged to pay IBRD a front-end fee in an amount of US$ 337,500 and EURO 285,750 for the total support amount of US$ 135,000,000 and EURO 114,300,000.
6- COLLECTION RATIO TABLES FOR ENTIRE PORTFOLIO
The loans granted to the beneficiary enterprises as of 31 December 2012 have maturity of at least 1 year and repayments will start in year 2013, therefore there are no collections of principals of these loans as of 31 December 2012.
14