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TAV AIRPORTS HOLDING

March 2011

Page

Overview 1

Financial Overview 23

Operations 33

Conclusion 54

2

Airport Companies

Ataturk Airport (100%)

Esenboga Airport (100%)

Adnan Menderes

Airport (100%)

Gazipasa Airport (100%)

Tbilisi (%66) & Batumi (60%)

Monastir & Enfidha (67%)

Skopje & Ohrid

(100%)

Service Companies

ATÜ (50%)

BTA (67%)

HAVAŞ

(65%)

TAV O&M (100%)

TAV IT (99%)

TAV Security (67%)

TGS (%50)

North Hub

Services

(%50)

TAV Airports Holding Co.

3

Heinemann

Bilintur

Tepe Savunma ve Guvenlik

IFC (15%)

PAIDF (18%)

HSBC(28%)

Is Private Equity(6,7%)

O&M, IT and Security

TAV O&M (100%):

Commercial area

allocations &

CIP/VIP,travel agency

services

TAV IT (99%):

Airport IT services

(FIDS,FMS,etc)

TAV Security (67%):

Security service

provider in Istanbul,

Ankara , Izmir and

Gazipasa

Airports Duty FreeFood and

Beverage

Ground

HandlingOthers

Turkey

Istanbul Ataturk Airport (100%),

Ankara Esenboğa Airport (100%),

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

Gazipasa Airport (1) (100%)

Georgia

Tbilisi International Airport(66%) and Batumi Airport

Tunisia

Monastir and Enfidha Airports(2) (67%)

Macedonia

Skopje, Ohrid and Shtip

Airports (3) (100%)

ATÜ (50%)

Largest duty free

operator in Turkey

Partner with Unifree –

owned by Heinemann,

leading German travel

retailer (Travel Value)

Operating in Turkey,

Georgia, Tunisia,

Macedonia and Latvia

BTA (67%)

Operating in Turkey,

Georgia, Macedonia,

Tunisia and Latvia

Operates Istanbul Airport

Hotel (131 rooms)

Total seating capacity of

12.500 at144 points

Bakery & pastry factory

serving in Turkey

Revenues

2010 /

2009

(5)

Notes: (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 (greenfield investment) started operations in December 2009.

(3) We are awarded the tender on September 2, 2008 and TAV commenced its operations as of 1 March, 2010.

(4) Based on number of flights for 2010

(5) Revenues represent the proportional interest of these companies in TAV Airports (50% of ATÜ revenues) (before eliminations)

Havaş (65%)

Major groundhandler in

Turkey with a c.65% (4)

share

Operates in 22 airports

in Turkey including

Istanbul (AHL&SGA),

Ankara, Izmir and

Antalya

*TGS(%50) operates in

Istanbul, Ankara, Izmir,

Antalya and Adana

%50 partner of North

Hub Services, operating

in Riga and Helsinki

*TGS started operations as of 1 January 2010

TAV Airports Overview4

€471m/377m €170m/145m €75m/59m €163m/126m €61m/66m

Ownership Structure (as of 31 December, 2010)

1. Tepe Insaat Sanayi A.Ş.

Turkish integrated conglomerate focused on infrastructure and

construction

2. Akfen Holding A.Ş.

Holding company operating in the construction, tourism, insurance

and energy sector

3. Sera Yapi Endustrisi A.Ş.

Focused on construction in Turkey & MENA region

4. Other Non-floating

5. Other Free Float

Shareholder Structure Founding Shareholders

Other shareholders

2.Akfen Holding A.Ş. has 14,466,267 (3.98%) shares in the free float

3. Sera Yapi Endustrisi ve Tic. Ltd. Sti. has 806,544 (0.22%) shares in the free float

-Morgan Stanley has 18.429.937 (5.07%) shares in the free float as of July 2010

-Schroders has 18.235.856 (5.02%) shares in the free float as of January 2011

- TAVHL effective free float is 40%

(1)26,1%

(2)26,1%

(3)4,2%

(4)3,5%

(5)40,1%

5

Investment Highlights

Diversified portfolio with leading market position

10 airports operating in Turkey, Georgia, Tunisia and Macedonia (large catchment

areas).

Distinctive business model with an integrated structure

Buoyant Turkish economy & young population strong pax growth

Agreed regulatory framework providing high visibility

Long-term concessions (Istanbul: 2021, Georgia: 2027, Macedonia: 2030, Tunisia:

2047)

Fixed cost base (operational leverage) and minimal ongoing capex high cash

flow conversion

Benefiting both organic and inorganic growth

Well positioned to win international concessions

Development of the service business (e.g. ATÜ, BTA, Havaş)

6

Diversified Portfolio

Clear Regulatory

Framework and

Earnings Visibility

Well

Positioned

for

Growth

Diversification into high growth markets

(Passenger number, million)

Large catchment areas in operation Operating 3 of the 4 largest airports in Turkey

Source: DHMI, Passenger figures for 2010

**TAV only operates the International Terminal, which had 2,1m passengers in 2010

Turkey

GeorgiaMacedonia

Tunisia

(Passenger number, million)

Source: TAV Tunisie, Georgian Authority, Macedonia Aviation Authority,

Passenger figures for 2010

Turkey

TAV is the leading airport operator in Turkey

The airport terminals which we operate in Turkey handled 42 million passengers in 2010

Istanbul is the largest business center in the region

Tunisia

The operation started as of January 1, 2008 in Tunisia Monastir Airport, which handled 3.9 million passengers in 2010.

The operation commenced in Tunisia Enfidha Airport following the completion of the construction (December 2009)

Georgia

TAV operates Tbilisi Airport and Batumi Airport in Georgia

Macedonia

TAV started operations at Skopje and Ohrid Airports in Macedonİa as of March 1, 2010.

7

İstanbul Antalya İzmir** Ankara

32,1

22,0

7,5 7,8

Tunisia Georgia Macedonia

3,92

0,91 0,73

8

Favourable Economic and Demographic Backdrop

Substantial market size

6th largest economy in Europe

16th largest economy in the world

Expected to beat the market

Sizable population with favourable

demographics

2nd largest population in Europe

Source: IMF

Average Projected Real GDP Growth during 2010-11

7,8

3,7

1,7

3,6 3,1

1,5

Turkey Emerging Europe EURO Area

2010 2011

28% 35%

64% 50%

8% 15%

Turkey EU

60+ 15-60 0-14

GDP Growth Rate

EUROPE

GDP: $18.0 trillion

Population: 588 mn

NORTH AFRICA

& MIDDLE EAST

GDP: $3.5 trillion

Population: 586 mn

RUSSIA & CIS

GDP: $1.3 trillion

Population: 142 mn

CAUCASIAN

GDP: $0.2 trillion

Population: 105 mn

Transportation junction between Europe, North Africa and Asia

Investment backyard with a GDP of $35 trillion and a population of 1.4 bn

Turkey has the 8th largest network across the world with 130 international

and 46 domestic routes.

Prime Location

9

10

Deregulation of the domestic market in 2003

2nd largest country in Europe in terms of population: 72.5m**

Limited alternative transport infrastructure

In 2010, foreign visitors reached 29m***

Turkish Aviation Market

Source: DHMI, **Turkstat, ***Ministry Culture and Tourism

9 9 1421

31 3236

41

50

25 2531

36 3438

44 44

5234 34

45

57

6570

7985

103

0

5

10

15

20

25

30

35

0

20

40

60

80

100

2002 2003 2004 2005 2006 2007 2008 2009 2010

Domestic Intl'l total Tourist Arrivals

11

110

162

202

240

259 250

270

300

347

Turkey 2002-2010

CAGR : 15%

Aircraft number in Turkey will reach 750 in 2023

Aircraft Growth in Turkey

2002 2003 2004 2005 2006 2007 2008 2009 2010

Turkish Aviation Market and TAV Airports 12

CAGR 15%

2002-2010

CAGR 24%

2002-2010

Total Passenger Traffic of Turkish Aviation Market by year (mn)

Total Passenger Traffic of TAV Airports by year (mn)

2002 2003 2004 2005 2006 2007 2008 2009 2010

9 9 10

17

23

30

41 42

48

2002 2003 2004 2005 2006 2007 2008 2009 2010

34 34

45

5765

7079

86

103

13

Airports 2009 2010 09/10 (%)Jan-

Feb10

Jan-

Feb11%

Istanbul Ataturk 29,8 32,1 8% 4,4 4,7 7%

Int’l 18,4 20,3 11% 2,6 2,9 11%

Dom. 11,4 11,8 3% 1,8 1,8 1%

Ankara Esenboga 6,1 7,8 28% 1,0 1,3 22%

Int’l 1,1 1,3 21% 0,1 0,2 32%

Dom. 5,0 6,4 29% 0,9 1,1 21%

Izmir A.Mend. (int’l) 1,7 2,1 28% 0,1 0,2 32%

Monastir Airport(ınc. Enfidha) 3,8 3,92 4% 0,2 0,1 -43%

Georgia (inc. Batumi) 0,77 0,91 18% 0,1 0,1 30%

Macedonia(Skopje&Ohrid)** 0,64 0,73 14% 0,1 0,1 10%

TAV Total *** 42,1 47,6 13% 5,9 6,5 9%

Int’l 25,7 29,3 14% 3,2 3,5 10%

Dom. 16,4 18,3 11% 2,7 2,9 8%

Airports 2009 2010 09/10 (%)Jan-

Feb10

Jan-

Feb11%

Istanbul Ataturk 265,8 273,7 3% 40,8 42,8 5%

Int’l 169,9 178,8 5% 26,3 28,3 8%

Dom. 95,8 94,9 -1% 14,5 14,5 1%

Ankara Esenboga 51,3 63,4 24% 8,8 10,8 23%

Int’l 10,1 11,7 16% 1,4 1,6 14%

Dom. 41,2 51,6 25% 7,4 9,3 26%

Izmir A.Mend. (int’l) 13,1 16,1 23% 1,3 1,4 4%

Monastir Airport(Inc. Enfidha) 30,4 31,8 5% 1,8 1,3 -27%

Georgia (inc. Batumi) 15,6 18,7 20% 2,2 3,0 34%

Macedonia(Skopje&Ohrid)** 12,8 12,8 0% 1,7 1,5 -16%

TAV Total *** 376,2 416,6 11% 56,6 60,8 7%

Int’l 237,4 267,9 13% 34,7 36,7 6%

Dom. 138,8 148,7 7% 22,0 24,2 10%

In 2010 (January – December Period)

TAV Total Passenger Istanbul Ataturk Airport Int’l Passenger

47,6m 20,3m13% 11%

TAV Traffic Performance

TAV Passenger Figures (million) TAV Air Traffic Movements (‘000)

Source: Turkish State Airports Authority (DHMI), Georgian Civil Aviation Authority, TAV Tunisie,TAV Macedonia** Operation commencement date: March 01, 2010

*** TAV 2009 traffic figures do not include Macedonia

14

Duty Free Spend Per Pax (€) 2008 2009 % 2010 %

ATU Average 15,8 14,7 -7% 14,5 -2%

Duty Free Performance

Sales of duty free goods increased by 17% from

€142 million in 2009 to €166 million in 2010 on the

back of the strong international passenger growth.

Against the limitations on duty free purchases set by

the Undersecretariat of Customs, effective between

October 2009 and September 2010, duty free sales

grew in-line with the passenger growth. Note that the

Customs Undersecretariat alleviated the limits as of

September 6th , positive impact of which has been seen

only four months of 2010.

Revenue €m

Average per passenger spending decreased by

2% YoY in 2010, mainly due to dilutive impact of

commencement of Macedonia and Tunisia operations

and also increase in transit / transfer traffic.

dilutive impact

and change in

Customs Law

2008 2009 2010

3329

33

3937

4140 40

46

37 36

46

1Q 2Q 3Q 4Q

14214917%

166-4%

15

Customs Law

Products* 07.10.2009-05.09.2010 As of 06.09.2010

Tobacco Products

2 cartoons of cigarettes OR other

tobacco products at their own

limits

3 cartoons of cigarettes AND

other tobacco products at their

own limits

Alcohol

- Beverages with more than 22%

alcohol such as whiskey and raki1 Liter OR 1 Liter AND

- Beverages with less than 22% alcohol

such as wine and champaigne2 Liters 2 Liters

Parfume, lotion, essence, cologne, lavender

water

5 bottles (each bottle can be 120

ml max )

5 bottles (each bottle can be

120 ml max ) AND 5 packages

of skin care products & make-up

Chocolate 1 kg AND 2 kg OR

Sugar Products 1 kg 2 kg

* The table does not include all products covered under Customs Law, but includes high importance products for ATU

15

TAV vs Other Airport Operators

16

TAV Airports Counterparts

- No state stake

- No foreign ownership limit

-Integrated business model with

service companies active in

every step of the value chain

- Ownership of the operational

rights of the airport portfolio

over a predetermined period

through BOTs and concessions

If BOT, high upfront capex with

minimal or no mandatory capex

throughout the operation period

-If concession, annual concession

payment

- Active state participation

- Foreign ownership limits

- Active mainly in

airport/terminal management

with some participation in

airport services

- Mostly own the airport

portfolio

- Regular capital expenditure

with bulk investments time-to-

time

SHAREHOLDER STRUCTURE

BUSINESS MODEL

PORTFOLIO OWNERSHIP

CAPITAL EXPENDITURE

Earnings Visibility

Notes: Passenger service charges apply to departing passengers only

Pax service charge(PSC)

Agreed passenger service charge of

airports / terminals depending on project

Ankara and Izmir have revenue guarantees

(fixed PSC and volume growth p.a.)

Passenger growth is the main driver

Bridge, check-in counter, parking,

apron, taxi etc

ATM growth is main driver

Airside Revenues

Ground Handling

Ramp, passenger services and traffic

ATM growth and aircraft type are the

main drivers

Duty Free

Other

Duty Free available to all international

inbound and outbound passengers

Increased number of shops, improved

selection of products and higher

penetration

Catering, car park, advertising,

area allocation, lounge services

AVIATON NON-AVIATON

17

Concession Overview

18

Airport Type/ExpireTAV

StakeScope

2009

Pax(mppa)

fee/pax

Int'l

fee/pax

dom.

Volume

Guarantee

Concession

FeeNet Debt*

Istanbul AtaturkConcession

(Jan. 2021)100% Int'l+Dom. 29,8

US$15 ,€ 5 (Transfer)

€ 3 No$140m/yr +

VAT €160m

Ankara EsenbogaBOT

(May 2023)100% Int'l+Dom. 6,1 €15 € 3

0,6 M. Dom. ,

0,75 Int'l for

2007+%5 p.a

- €110m

Izmir A.MenderesBOT

(Jan. 2015)100% Int'l 1,7 €15 -

1.0m Int’l for

2006 + %3 p.a.- €26m

GazipasaConcession

(July 2034)100% Int'l+Dom. - €5 TL4 No $50.000+VAT €16m

TbilisiBOT

(Feb. 2027)66% Int'l+Dom. 0,7 US$22 US$6 No - €24m

BatumiBOT

(Aug. 2027)60% Int'l+Dom. 0,07 US$12 US$7 No - -

Monastir&EnfidhaBOT+Concession

(May 2047)67% Int'l+Dom. 3,8 €9 €9 No

11-26% of

revenues from

2010 to 2047€343m

Skopje & OhridBOT+Concession

(March 2030)100%

Int'l+Dom.0,6

€17.5 in

Skopje,

€16.2 in

Ohrid

- No

15% of the

gross annual

turnover **

€18m

(*) As of 31 December 2010

** The concession fee is going to be 15% of the gross annual turnover until the number of passengers using the two airports reaches 1 million,

and when the number of passengers exceeds 1 million, this percentage shall change between 4% and 2% depending on the number of passengers

TAV Gazipaşa shall make a yearly rent payent of US$ 50,000 + VAT as a fixed amount, until the end of the operation period;

as well as a share of 65% of the net profit to the DHMI.

Operations Map & Potential Projects19

*Potential projects are indicated by red dots, as current operations by orange dots

- Significant traffic growth expected in our target region

- We define our target region as Middle East, Africa, Europe, the CIS countries including Russia and India

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

Riga Int’l Airport (with Air Baltic)

Medina Airport (with Al-Rajhi, Saudi Oger)

20

New Developments

•10th Year Target accomplished: 10 airports under portfolio as of 2010!

•New target is to serve to 100mn paxper annum by 2020.

•13% pax growth in 2010 on top of 3% growth attained in FY09

Traffic

Growth

•Antalya Gazipasa and Tunisia Enfidha Airports commenced operations

•TAV started to collect €5 transfer fee as of Jan. 2010 in Istanbul Ataturk Airport

•Havaş partnered with THY in TGS; and TGS commenced operations as of January 2010

•Macedonia started operations in March 2010

•Havas acquired 50% stake in North Hub Services, a ground handling company with aggressive growth plans in Baltics; and NGS commenced operations in Riga and Helsinki

•BTA took over operation of F&B service points at Istanbul Airport Domestic Terminal.

•Launch of TAV Passport

•Customs Law Amendment relieved the duty-free purchase limits at International Arrival Terminals

•We won the tender to operate commercial areas at Riga International Airport

Operational Highlights

21

Dividends

•Dividends are expected to commence in 1 to 2 years

•Progressive policy with high payment of free cash flow

Deleveraging

Completed

•Deleveraging completed with lucrative ROEs on stake sales

•%50 rights issue in Feb 2009 (€58m)

•Sale of TAV Tunisie stake to IFC (€28m) andPAIDF (€40m)

•Havaş sale to HSBC and Is Private Equity (€102m)

Capex

•Minimum maintenance capexneeded for the young airport portfolio

•No mandatory capex requirements in airport operation contracts

Financial Highlights

22

Page

TAV Airports – Overview 1

TAV Airports – Financial Overview 23

TAV Airports – Operations 33

Conclusion 54

Financial Overview23

(in mn €)* 2008 2009 ∆ y-o-y 2010 ∆ y-o-y

Revenues 627 640 2% 785 23%

EBITDA 141 167 19% 212 27%

EBITDA margin 22% 26% 4 ppt 27,0% 0,9 ppt

Net Income (Loss) 5 51 1.003% 52 0%

Cash flow from operations 214 211 -2% 336 59%

Capex 215 311 45% 118 -62%

Free Cash Flow -1 -100 nm 217 nm

Shareholders’ Equity 294 372 27% 438 18%

Net Debt 785 941 20% 821 -13%

Average number of employees 11.289 12.194 8% 17.535 44%

Number of passengers (mn) 40,9 42,1 3% 47,6 13%

- International 25,0 25,7 3% 29,3 14%

- Domestic 15,9 16,4 3% 18,3 11%

* Construction revenue and construction expenditure are excluded while computing the operational performance in the table.

** Figures are adjusted by including guaranteed passenger fee revenues from airports in Ankara and Izmir

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

2010 2009

785

640

%23

2010 2009

212

167

%27

2010 2009

52

51

%0

24

Revenue & EBITDA

EBITDA Breakdown (2009) EBITDA Breakdown (2010)

Revenue breakdown (2009) Revenue breakdown (2010)

33%

25%

18%

18%

6%

Duty-free

Aviation

Ground Handling

Other

F&B

51%

27%

12%

7%3%

0%

Istanbul

Other Airport

HAVAŞ

ATU

BTA

Other Services

40%

25%

15%

9%

4%

7%

Istanbul

Other Airport

HAVAŞ

ATU

BTA

Other Services

31%

26%

19%

18%

6%

Duty-free

Aviation

Ground Handling

Other

F&B

25

OPEX Breakdown

2009 2010

35%

21%

16%

10%

9%

7% 3%Personnel

Concession rent

Other Services

Duty Free

D&A

Services rendered

Catering

30%

28%

14%

11%

7%

7% 3%Personnel

Concession rent

Other Services

Duty Free

D&A

Services rendered

Catering

26

OPEX Breakdown

2009 2010

(Excluding concession rent and D&A expenses)

4%

15%

9%

49%

23%Catering

duty free

services rendered

Personnel

Other

4%

17%

10%

47%

22%Catering

duty free

services rendered

Personnel

Other

2010 Financial Summary27

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

** TAV Istanbul EBITDAR: €228m (margin: 72%)

(€ million) Revenues EBITDA (*) EBITDA (*) Margin Net Debt

Airports 471,0 170,2 36% 697

Istanbul** 318,6 110,7 35% 160

Ankara 37,9 15,3 40% 110

Izmir 32,7 19,4 59% 26

Tunisie 45,7 12,2 27% 343

Gazipasa 0,0 (1,2) nm 16

Tbilisi & Batumi 22,0 11,3 51% 23

Macedonia 14,1 2,5 18% 18

Services 469 43,5 9% 125

ATU (50%) 170 15,4 9% 21

BTA 75,0 7,2 10% (3)

Havaş 163,5 25,5 16% 76

Others 60,7 (4,6) nm 32

Total 940 213,7 23% 822

Eliminations (155) (1,5) -

Consolidated 785 212,2 27% 822

TAV Airports Consolidated – 2010

28

Revenue by country (2010)

90%

3%

6%

2%

CAPEX

(million €)

Enfidha Airport capex

29

1Q07 2Q07 3Q07 4Q07 1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10 3Q10 4Q10

property and equipment airport aviation right intabgible assets

1520

67

39

6268

45

113

88

55 56

25

35

17

42

18

Debt Structure

30

NET DEBT

(€ million)31 December 2008 31 December 2009 30 December 2010

Airports 571 778 697

Istanbul 229 241 160

Ankara 119 119 110

Izmir 65 46 26

Tunisia 134 335 343

Gazipasa 3 9 16

Tbilisi 21 30 24

Batumi 0 0 -0

Macedonia - 0 18

Services 214 163 125

ATU (50%) 20 17 21

BTA 1 2 (3)

Havas (4) 9 76

Others* 197 152 32

Total 785 941 822

* Including Holding Co.

Debt Repayment

€ Million, as of December 31, 2010

De-leveraging Process

Rights Issue (€57m, January 09)

TAV Tunisie Sale to IFC (€28m, August 09)

Havaş sale to HSBC - Is Girisim (€102m,

March 10)

TAV Tunisie sale to PAIDF (€39.7m, June 10)

31

1- years 2-years 3- years 4- years 5- years 5+ years

TAV Holding

TAV Gazipaşa

TAV Macedonia

Havaş

ATU

TAV Tbilisi

TAV Izmir

TAV Esenboğa

TAV Tunisie

TAV Istanbul

125129

117 121

515

212

32

Page




Conclusion 54

Turkey33

Penetration is still quite low with passport ownership at low teens

Demographics support further market growth in the long term 2nd most populous country in Europe with a

population of 72.6 million

Fastest growing and youngest population in Europe

67% of the population is between ages 15-64, while %26 are between 0-14 and only 7% are above 65

years.

Turkish Airlines' Star Alliance membership builds Turkey into a regional hub.

3.9 million Turkish immigrants living in Europe offers a resilient traffic flow

Ministry of Transport projects 350 million pax by 2023, implying to a CAGR of 11%

34

Istanbul Atatürk Airport (100% owned)

Largest in the region

Main hub and home base for Turkish Airlines

One of the fastest growing airports in Europe & 39th busiest

airport in the world

Revenue of €319 million in 2010

€228 million EBITDAR in 2010, implies 72% margin

€5 Transfer Fee (from Int’l Pax)

Terminal Expansion in 2010

Among “50 Best Travel Centers” list in Monocle, as a “Magnet

for Transit Flights.”

Domestic International

Source: DHMİ

Air Traffic Movement per airline (2010)

Source: DHMI

Note: 2009 and 2008 are not comparable with previous periods

Passenger traffic 2002 - 2010 (m)

2002 2003 2004 2005 2006 2007 2008 2009 2010

Int'l Domestic

21,319,3

15,6

12,1

28,6

23,2

32,129,8

11,4

THY (%65)

Lufthansa (%2)

Atlas Jet (%2)

MNG (%2)

THY (%75) Onur Air (%14)

Atlas Jet (%8) Other (%3)

Ankara Esenboga Airport (100% owned)

Newest in the region

Secondary hub of Turkish Airlines (THY)

Operations commenced in October 16, 2006.

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

2008

In 2009, received “Best Airport Award” by ACI, in 5-10 million

category


Passenger traffic 2002-2010 (m)

Source: DHMI

Source: DHMI

InternationalDomestic

2002 2003 2004 2005 2006 2007 2008 2009 2010

Int'l Domestic

5,7

5,04,5

3,83,32,8

6,1

7,8

2,8

35

THY (%83) Pegasus (%12) Other (%5)

THY (%38)

Lufthansa (%12)

Pegasus (%11)

Other (%38)

36

Izmir Adnan Menderes Airport (100% owned)

Third largest city with the second biggest port in Turkey

Major tourist destination

Operations commenced in September 13, 2006.

Diversified customer base


Passenger traffic 2002 - 2010 (m)

Source: DHMI

Source: DHMI

(*) International passengers only

2002 2003 2004 2005 2006 2007 2008 2009 2010

1,51,4

1,5 1,71,5

1,6 1,7 1,7

2,1

Int'l

Sun Express (%32)

Pegasus (%14)

Lutfhansa (%7)

Other (%47)

Georgia

37

Located on the east of Black Sea, Georgia controls most of the trade routes through Caucasus Mountains.

Constructions of several oil and gas pipelines such as Baku-Tbilisi-Ceyhan have proved the strategic location of

Georgia.

Georgian Economy had been one of the fastest growing economies among Former Soviet Union until the

dispute with Russia on Abkhazia and South Ossetia.

38

Tbilisi International Airport (66% owned)

Operations in new terminal commenced in February 7,

2007.

Capturing almost all air traffic in Georgia

Capital city of Georgia with promising business

opportunities

Capacity: 2.8 million passengers per year

Selected as the Best Emerging Airport – Russia, CIS and

Baltic States


Passenger traffic 2002 - 2010 (‘000)

Source: Georgian Civil Aviation Authority


2002 2003 2004 2005 2006 2007 2008 2009 2010

0,270,32

0,40

0,55 0,570,62

0,71 0,70

0,82

Georgian (%30)

THY (%13)

Armavia (%9)

Other (%48)

39

Batumi International Airport (60% owned)

Operations in the terminal commenced in May 26, 2007.

Second biggest city of Georgia with strategic importance


Passenger traffic 2007-2010 (‘000)


Note: Domestic Passenger numbers included Hopa Terminal Passengers


2007 2008 2009 2010

40

8188

96

THY (%26)

Georgian A/W (%15)

Air Batumi (%12)

Other (%46)

Tunisia

40

The privatization policies of the Government have pushed the economy forward over the past decade.

Tunisia has been getting increasingly popular as a holiday destination. The country, with its charming beaches, attracts

around 9.5 million tourists per annum.

Has 10.5 million young population, 23% of which is between ages 0-14 and 70% of which is between 15-65.

Monastir International Airport (67% owned)(*)

TAV started to operate in January 1, 2008

Tunisia have potential to be the hub of Africa in near

future

90% of travelers visiting Tunisia prefer air transportation

TAV Tunisia SA started to provide services for Enfidha

Airport since December 2009

Selected as the Best Emerging Airport in Africa,

surpassing all other African airports.


Passenger traffic 2003-2009 (m)

Source: TAV Tunisie

Source: TAV Tunisie

* TAV sold 15% of shares of TAV Tunisie SA to IFC in 2009. and 18% of shares to

PAIDF in June 2010

2002 2003 2004 2005 2006 2007 2008 2009 2010

2,9 2,8

3,74,1 4,2 4,2 4,2

3,8 3,9

41

Tunis Air (%30)

Nouvelair Tunisa (%26)

Air Berlin (%4)

Other (%40)

Macedonia

Is an important crossroads of trade in Balkan Region

Adoption of visa liberalization for Macedonia in Dec 2009 has freed the traffic between Macedonia and EU

member states of 500 million population.

On the verge of joining the European Common Aviation Area (ECAA), which will lift the bilateral agreements and

boost the air traffic in the region.

42

43

We are awarded the tender on September 2, 2008

TAV started to operate Skopje and Ohrid Airports in

March 1, 2010

The European Parliament’s adoption of the visa

liberalization for Macedonia on December 19, 2009 has

opened a new era for Macedonian travel. The removals

of visa requirements have freed traveling between

Macedonia and 25 out of 27 EU member states with 500

million citizens.

Passenger traffic 2005 -2010 (‘000)

Air Traffic Movement per airline (Skopje-2010)

Skopje and Ohrid International Airports (100% owned)

2005 2006 2007 2008 2009 2010

Skopje Ohrid

593672

697 636725

575

Adria (%11)

Malev (%9)

Austria Airways (%8)

Other (%72)

ATU Duty Free

44

ATU is Turkey’s leading duty free operator chain, established as a joint venture between TAV

Airports Holding and Unifree Duty Free A.S. It is the sole duty free operator of the Istanbul,

Izmir, Ankara in Turkey, Tbilisi and Batumi airports in Georgia, Enfidha airport in Tunisia,

Skopje and Ohrid airports in Macedonia and Riga International Airport in Latvia as of

January 2011

ATU which is an enterprise constituting a perfect partnership collaboration model between TAV

and Unifree creates a considerable operation, purchasing capacity and an effective logistics

network.

ATU Duty Free (50% owned)

ATU is the sole duty free operator at Istanbul Ataturk,

Ankara, Izmir, Tbilisi, Batumi and Enfidha

Competitive concession fee paid to TAV for ATÜ-

operated shops in Ataturk Airport

ATÜ also pursues tenders outside TAV operations and

started to operate in Riga (Latvia)

Note: Figures imply 100% of ATU

Revenue (€m) Spend Per Pax (€)*

Financial Data

* 2007,2008 and 2009 duty-free spend per pax includes Istanbul, Ankara & Izmir; while

previous periods indicate Istanbul only

(€ m) 2006 2007* 2008* 2009* 2010 Change

Total Revenues 217.2 277.0 302.8 290.3 340,0 17%

EBITDA 7.6 17.6 27.6 27,7 30,8 11%

EBITDA Margin 3.5% 6.4% 9.1% 9,5% 9,0% -

Spend per pax (€) 15,7 14,8 15,8 14,7 14,5 -2%

45

142166

188217

277303 290

340

2003 2004 2005 2006 2007 2008 2009 2010

14,3

14,8 14,8

16

14,8

15,9

14,714,5

2003 2004 2005 2006 2007 2008 2009 2010

BTA Catering Services

46

BTA Catering was founded in 1999 under the partnership of Bilintur, Tepe and Akfen in

order to handle the food & beverage operation of the Istanbul Atatürk Airport's

International Terminal.

Following the opening of the new International Terminal of Istanbul Atatürk Airport on the

10th of January 2000, all food & beverage operations of the terminal, both for the

passengers and the terminal personnel, are managed by BTA Catering.

BTA Catering Services (67% owned)

BTA is the food and beverage operator at Istanbul

Ataturk(Int’l and domestic terminal), Ankara,

Izmir,Tbilisiand Batumi,Monastir,Enfidha,Skopje and

Ohrid

Total revenue increased by 27% in 2010

Concession fees: BTA pays c40% of its revenues to TAV

Note: Figures imply 100% of BTA

* 2007 ,2008 and 2009 food & beverage spend per pax includes Istanbul, Ankara & Izmir;

while previous periods indicate Istanbul only

Revenue (€m) Spend Per Pax (€)*

Financial Data

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

previous periods indicate Istanbul only

(€ m) 2006 2007* 2008* 2009* 2010* Change

Total Revenues 35.0 50.3 58.1 59,1 75,0 27%

EBITDA 3.0 -0.2 3.5 6.5 7,2 11%

EBITDA Margin 8.6% n.m. 6.0% 11% 10% -

Spend per pax (€) 2.4 1.8 2.1 2.0 1,6 -21%

47

14,921,1

29,435

50,358,1 59,1

75,0

2003 2004 2005 2006 2007 2008 2009 2010

1,31,5

1,9

2,4

1,82,1 2

1,6

2003 2004 2005 2006 2007 2008 2009 2010

48

Havaalanları Yer Hizmetleri A.Ş. (Havaş), the first Ground Handling Services Company in Turkey,

was founded by the state in 1933 to provide ground handling and catering services for airlines.

Whereas catering services of the company were privatized under the name USAŞ in 1987,

ground handling services unit continued to render services under the name Havaalanları Yer

Hizmetleri A.Ş.

Havaş Ground Handling

49

Havaş Ground Handling (65% owned)

Total revenue of Havas increased by 30% in 2010

Operating at 22 airports in Turkey

Havaş has been elected by THY as partner in the TGS Ground

Handling Services Inc. which commenced its operations as of 01

January, 2010

Havaş purchased 50% shares of North Hub Services as of 12

April, 2010

Financial Data

(€ m) 2006 2007 2008 2009 2010 Change

Total Revenues 99.5 108.1 120.6 125.9 163,5 30%

EBITDA 11.1 20.3 28.1 24.2 25,5 6%

EBITDA Margin 11.2% 18.7% 23.3% 19.2% 15,6% -

# Aircrafts handled

(‘000) 122.7 139.3 158.6 182.7 242,7 33%

Revenue (€m) Aircrafts Handled* (‘000)

2010 2009

134

87

TGS Only*

%54

2010 2009

109

96

Havas Only

2010 2009

243

183

Havas+TGS

%33%13

* THY flights served by Havas at Istanbul Ataturk Airport in 2010

Figures imply 100% of Havas

84,199,5

108,1120,6 125,9

163,5

2005 2006 2007 2008 2009 2010

Havaş & TGS Operation Map

50

Dalaman

Bodrum

İzmir

Antalya

İstanbul

(AHL,ISG)

Konya

Ankara

Trabzon

Sivas

Muş

Urfa

Batman

Elazığ

Adıyaman

GaziantepAdana

Kayseri

Nevşehir

ZonguldakSinop

Merzifon/

Amasya

North Hub Services

51

Riga – 1 Jan 2010

Helsinki – 1 July 2010

Stockholm – April 2011

Gothenburg – June 2011

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

Commercial area allocations and maintenance

CIP / VIP

TAV IT (99%), become a separate entity in 2005

Airport IT services, software and hardware sales

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

Security service provider in Istanbul, Ankara and Izmir,

Gazipaşa

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

In 2009, €9million one-off gain was recorded due to the sale of TAV Tunisie shares to IFC

In 2010, approximately €5 million one-off expense was recorded due to consultancy charges

Revenue (€m) Revenue Breakdown ( 2010)

Financial Data

(€ m) 2006 2007 2008 2009 2010 Change

Total Revenues 38.8 50.3 54.5 66.1 60,7 -8%

EBITDA 6.7 -6.6 -1.7 19.6 -4,6 n.m.

EBITDA Margin 17.3 n.m. n.m. 30 n.m. -

52

38,8

50,354,5

66,160,7

2006 2007 2008 2009 2010

TAV O&M 50%

TAV IT 16%

TAV Security

14%

Holding 20%

53

Page




Conclusion 54

Share Performance (as of March 02, 2011)

Notes: Share figures in this page was prepared as of March 02 , 2011.

Share Price Performance

Weekly 1M 3M Year to Date Since IPO

TL -2% -12% -13% -15% -24%

USD -3% -14% -20% -19% -35%

Relative to ISE -100 6% -2% -1% -4% -43%

Closing Price

6,38

Market Cap (USD)

1,4bn

Avg. DailyVol.

(USD)

11mn

Free Float

44%

Foreign Ownership

82%

Effective Free Float

40%

54

0,3

0,4

0,5

0,6

0,7

0,8

0,9

1,0

1,1

1,2

1,3

1,4

0

1

2

3

4

5

6

7

8

02-0

3-1

1

08-1

2-1

0

06-0

9-1

0

11-0

6-1

0

09-0

3-1

0

11-1

2-0

9

11-0

9-0

9

19-0

6-0

9

24-0

3-0

9

29-1

2-0

8

24-0

9-0

8

02-0

7-0

8

07-0

4-0

8

14-0

1-0

8

16-1

0-0

7

20-0

7-0

7

27-0

4-0

7

Price ($)Relative

TAVHL ($) Relative to ISE-100

Macro Outlook

2007 2008 2009 2010 2011 2012 2013 2014 2015

Estimates Start

After

CAGR

2009-15

Georgia

GDP (USD, bn) 10 13 11 11 12 13 14 15 16 2009 7%

GDP per capita (USD, 000) 2.3 2.9 2.5 2.6 2.7 2.9 3.2 3.4 3.7 2009 7%

GDP based on PPP per capita (int dollars) 4.7 4.9 4.8 5.1 5.3 5.7 6.0 6.4 6.9 2009 6%

Inflation (average, % change) 9 10 2 6 7 6 6 6 6 2009

Population (mn) 4 4 4 4 4 4 4 4 4 2009 0%

Latvia

GDP (USD, bn) 29 34 26 23 24 25 26 27 28 2009 2%


GDP based on PPP per capita (int dollars) 17 17 14 14 15 16 17 18 19 2009 5%

Inflation (average, % change) 10 15 3 (1) 1 1 1 1 1 2008

Population (mn) 2 2 2 2 2 2 2 2 2 2009 0%

Former Yugoslav Republic of Macedonia

GDP (USD, bn) 8 10 9 10 10 11 12 12 13 2009 6%



Inflation (average, % change) 2 8 (1) 2 3 3 3 3 3 2009

Population (mn) 2 2 2 2 2 2 2 2 2 2009 0%

Tunisia

GDP (USD, bn) 39 45 44 44 46 48 51 54 57 2006 5%




Population (mn) 10 10 10 11 11 11 11 11 11 2006 1%

Turkey

GDP (USD, bn) 649 730 614 729 790 846 903 966 1,033 2009 9%




Population (mn) 69 70 71 71 72 73 74 75 76 2009 1%

International Monetary Fund, World Economic Outlook Database, October 2010

55

56

Traffic Outlook

2009 -2014

2010 -2030

2010 -2030

2010 -2030

2009 -2023

World

World

World

World

Turkey

5.3% CAGR in RPK

4.2 pax - 5.3% CAGR in

RPK

2010-2030 4.8% RPK

4.7% CAGR in RPK

11% CAGR in Passengers

56

Tourism

Countries 2010 2009 Change

Germany 4,4 4,5 -2%

Russia 3,1 2,7 15%

UK 2,7 2,4 10%

Iran 1,9 1,4 36%

Bulgaria 1,4 1,4 2%

Georgia 1,1 1,0 12%

Netherlands 1,1 1,1 -5%

France 0,9 0,9 0%

Syria 0,9 0,5 76%

Italy 0,7 0,6 6%

Other 10,5 10,5 0%

TOTAL 28,6 27,1 6%

Source : Ministry of Culture and Tourism

2000 2005 2006 2007 2008 2009 08/07 09/08

1-France 77,2 75 77,9 80,9 79,2 74,2 -2 -6,3

2-USA 51,2 49,2 51 56 57,9 54,9 3,5 -5,3

3-Spain 46,4 55,9 58 58,7 57,2 52,2 -2,5 -8,7

4-China 31,2 46,8 49,9 54,7 53 50,9 -3,1 -4,1

5-Italy 41,2 36,5 41,1 43,7 42,7 43,2 -2,1 1,2

6-UK 23,2 28 30,7 30,9 30,1 28 -2,4 -7

7-Turkey 9,6 20,3 18,9 22,2 25,0 25,5 12,3 2,0

8-Germany 19 21,5 23,6 24,4 24,9 24,2 1,9 -2,7

9-Malaysia 10,2 16,4 17,5 21 22,1 23,6 5,1 7,2

10-Mexico 20,6 21,9 21,4 21,4 22,6 21,5 5,9 -5,2

World 682 801 846 900 919 880 2,1 -4,3

Source :UNWTO

6% Turkey # 7

57

Tourist Arrivals increased by 6% in 2010 International Tourist Arrivals by Country

Revenue sources

Aeronautical Charges Non-aeronautical Charges

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

Turkey

Istanbul

Esenboga

Izmir

Gazipasa

Tunisia

Enfidha

Monastir

Georgia

Tbilisi

Batumi

Macedonia

Skopje

Ohrid

Latvia Riga

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

ATU will start operations in Monastir starting from July 2014

BTA will start operations in Monastir starting from 2018

58

Istanbul as a Transit Hub

Best Transit Hub, (%of Routes)

Source: Determining Hub Efficiency in Europe, MIiddle East and North Afirca a comparative study, E. Nur Günay, Şükrü Nenem

Istanbul is the most efficient hub for Europe, MENA Region, according to a study by Bosphorus University

Analysis based on “cost per ASK” and a sample of 4,080 distinct O&D pairs

Comparison of 7 existing and emerging hubs: London, Paris, Frankfurt, Dubai, Cairo, Madrid and Istanbul

0

5

10

15

20

25

30

35

İstanbul AHL

Frankfurt Cairo London Dubai Paris Madrid

33

23

16

13 13

31

59

TAV Airports Fraport World

Aeroports de Paris BAA Europe AENA Schiphol

3

-3 -3

-5 -5-6

-8 -8

Growth Rates of Pax Number in Selected Airports

%

%

Source: ACI

60

TAV 3%

2009

2010

TAV 13%

TAV Airports Fraport World AENA Europe Schiphol

Aeroports de Paris BAA

13

9

6 6

4 4

0

-3

61

Historic Overview

1997 1998 2000 2003 200620022001

January 2000

ATÜ began

operations

International terminal

building completed

c.8 months ahead of

schedule

June 2000

Concession agreement

extended through to

2nd July 2005 in

return for a 30%

enlargement of the

int’l terminal

1999 20052004

Established under the name

of Tepe Akfen Vie Yatirim

Yapim ve Isletme A.S.

TAV successfully tendered

for BOT project for Istanbul

Atatürk Airport (Concession

deadline May 7, 2004)

May 2004

BTA started operating the

Istanbul International Airport

Hotel

August 2004

Executed the BOT agreement

for Ankara Esenboğa

International Airport (right to

operate through mid-2023)

September 2004

TAV O&M incorporated

June 2005

TAV won the tender for Ataturk Airport to operate

for 15.5 years (through 2nd Jan 2021)

July 2005

TAV acquired 60% of Havaş shares

TAV obtained control of the BOT for Izmir Adnan

Menderes Airport (right to operate through Jan

2015) through the acquisition of Havaş

August 2005

TAV IT became a separate entity

September 2005

TAV Urban Georgia LLC won the BOT tender for 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

March 2006

TAV Security became a separate entity

August 2006

Name changed to TAV Havalimanlari Holding

A.S.

September 2006

Completed the construction of Izmir Adnan

Menderes Airport’s international terminal

October 2006

Ankara Esenboğa’s new domestic and

international terminals completed

BTA was founded

2007

February 2007

IPO: TAV Havalimanlari Holding offered 44.56 million of

its shares to public

March 2007

TAV won the tender to operate Monastir and Enfidha

Airports in Tunisia for 40 years

May 2007

TAV started to operate Batumi Airport

July 2007

TAV acquired remaining 25% of TAV Esenboga and 5%

of TAV Izmir

August 2007

TAV is awarded the tender of Antalya-Gazipasa Airport

November 2007

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

2008

January 2008

TAV started operating Monastir

Airport

March 2008

TAV Istanbul refinancing

April 2008

TAV Tunisie signed project

financing agreement

September 2008

TAV is awarded the tender for

Macedonian Airport

Infrastructure Development

Developments in 200962

2

3

4

5

Jan-09 Feb-09 Mar-09 Apr-09 May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09

%50 Rights Issue

TAV Tunisia

minority share sale

aggreement

TAV Tunusie started

to provide services

for Enfidha Airport

Havas stake sale

announcement

TAV Tunise stake

sale to IFC

Change in

costoms law

63

Developments in 2010

3

4

5

6

7

8

9

Jan-10 Feb-10 Mar-10 Apr-10 May-10 Jun-10 Jul-10 Aug-10 Sep-10 Oct-10 Nov-10 Dec-10

TAV Tunisie

minority share sale

agreement

NHS share

Purchase

Agreement

MoU with

AirBaltic

MoU with

Indonesia

Removed from

the MSCI Small

Cap Index

AKFEN

IPO

Riga

Commercial

Areas

Takeover of

operations of Skopje

and Ohrid Airport

AKFEN

SPO

Corporate

Governance

Report Update

Change in Duty

Free Limits

64

Corporate Governance Rating

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 90.35 (9,03) 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 below.

Sub-categories Weight Grade Grade assigned

Shareholders 0.25 9,05 9,0

Public Disclosure and Transparency 0.35 9,26 9,0

Stakeholders 0.15 9,54 9,5

Board of Directors 0.25 8,40 8,5

Total 1.00 9,03 9,0

Highest corporate governance rating in Turkey

65

Dividend Policy

Under Turkish law, the distribution of profits and the payment of an annual dividend in respect of the preceding financial year is

recommended by our Board each year for approval by the shareholders at the annual general meeting, which must be held within

three months following the end of the preceding fiscal year.

Dividends are payable on a date determined at the annual general meeting of shareholders or on a date to be determined by

the Board if the general meeting of shareholders authorizes the board to make such a decision.

Pursuant to the requirements of the CMB, listed companies should distribute dividends on a date no later than the end of the fifth

month following the end of the preceding fiscal year.

Distribution of dividends by listed companies can be made in the form of cash or bonus shares, or a combination of both. Each

share entitles its holder to the amount of dividend corresponding to its shareholding.

TAV Airports Holding has not distributed any dividends to shareholders, yet.

Although TAV Airports recorded a net profit in its 2009 financials, it did not distribute any dividends to its shareholders due to

accumulated loss in the TR-GAAP financials.

66

Management Team

Positions within TAV Airports

Dr. Sani Şener Chief Executive Officer (CEO)

Senior Management

Murat Ulug Chief Financial Officer (CFO)

Serkan Kaptan Business Development Director

Altug Koraltan Internal Audit Director

Deniz Aydın Financial Affairs Director

Murat Örnekol Operations Director

Haluk Bilgi Business Development Director (Subsidiaries)

Waleed Youssef Strategy Director

Ersagun Yücel General Secretary

Banu Pektaş Legal Counsel

Airport GMs

Kemal Ünlü GM, TAV Istanbul

Erkan Balcı GM, TAV Izmir

Nuray Demirer GM,TAV Esenboga

Ersel Göral GM, TAV Tunisie

Mete Erkal GM, TAV Georgia

Zoran Krstevski GM, TAV Macedonia

Service Companies GMs

Ersan Arcan GM, ATU

Sadettin Cesur GM, BTA

Müjdat Yücel GM, HAVAS

Levent Güler GM Deputy, TAV Security

Binnur Onaran GM, TAV IT

Eda Bildiricioğlu GM, TAV O&M

67

Board of Directors

Board Member Positions within TAV Airports and other Companies

Hamdi Akın (Chairman)Chairman of Akfen Holding

Ali Haydar Kurtdarcan (Vice Chairman)Chairman of Tepe Construction Ind. Inc.

Dr. Sani Şener (Member and CEO)CEO of TAV Airports

İbrahim Süha Güçsav (Member)CEO of Akfen Holding

Prof. Dr. Abdullah Atalar (Member)Vice Chairman of Bilkent Holding

Önder Sezgi (Member)Financial Affairs and Audit Director of Bilkent Holding

Ahmet Ersagun Yücel (Member)General Secretary of TAV Airports

Dr. Cem Kozlu (Independent Board Member)Independent Board Member

Pierre de Champfleury ( Independent Member )Independent Board Member

68

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 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 Izmir, TAV Esenboga, TAV Tbilisi, TAV Tunisia, TAV Macedonia and TAV Gazipasa, which are in the

application of IFRIC 12 are assessed by the management as 0%, 0%, 15%, 5%, 0% 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 Esenboga Airport and Izmir Adnan Menderes Airport is represented as guaranteed passenger fee

receivable in the balance sheet as a result of IFRIC 12 application.

IFRIC 12

69

IFRIC 12

Airport operation right Added

Trade receivables Increase

Build-operate-transfer

(“BOT”) Investment Removed

The effect of adoption of IFRIC 12

Balance Sheet

(Assets)

Income

Statement

Construction revenue Added

Construction expenditure (-) Added

Aviation income Decrease (guaranteed pax fees)

Discount interest income Added

Depreciation and amortisation

expense (-) Decrease

69

70

Cash Flow Hedge Accounting

•Subsidiaries, TAV Istanbul, TAV Esenboga, TAV Izmir and TAV Tunisie enter into swap transactions in order to diminish exposure to foreign currency mismatch

relating to DHMI installments and interest rate risk to manage exposure to the floating interest rates relating to loans used.

•100%, 65%, 100% and 50% of floating bank loans for TAV Istanbul, TAV Izmir, TAV Esenboga and HAVAŞ, respectively are fixed with financial derivatives.

100% of floating senior bank loans for TAV Tunisie was fixed with financial derivative until 31 October 2009 and 85% of floating senior bank loans for TAV

Tunisie is fixed with financial derivative starting from 1 November 2009.

Sensitivity Analysis

A 10 percent strengthening/weakening of the EUR against the following

currencies at 31 December 2010 and 31 December 2009 would have

increased/decreased “equity” and “profit/loss” by the amounts shown

below. This analysis assumes that all other variables, in particular interest

rates, remain constant.

Based on the Group’s current borrowing profile, a 50 basis points

increase in Euribor or Libor would have resulted in additional annual

interest expense of approximately EUR 4.6 million on the Group’s

variable rate debt when ignoring effect of derivative financial

instruments. EUR 3.9 million of the exposure is hedged through IRS

contracts. Therefore, the net exposure on income statement would be EUR

0.7 million. A 50 basis points increase in Euribor or Libor would have

resulted an increase in hedging reserve in equity approximately by EUR

25.3 million and a 50 basis points decrease in Euribor or Libor would

have resulted an decrease in hedging reserve in equity approximately by

EUR 26.5 million.

Equity Profit or loss

Strengthening Weakening Strengthening Weakening

of EUR of EUR of EUR of EUR

31-Dec-10

USD -26,0 31,7 2,9 -2,9TRL -8,7 8,7Other -0,4 0,4Total -26,0 31,7 -6,2 6,2

31-Dec-09

USD -26,0 31,8 -0,2 0,2TRL -4,7 4,7Other -1,5 1,5Total -26,0 31,8 -6,5 6,5

71

Consolidated Income Statement

(€ million) 2010 2009Construction revenue 41,6 284,5 Total operating income 713,3 573,0 Aviation Income 169,7 113,2 Sales of duty free goods 165,8 131,4 Ground handling income 152,0 142,0 Commission from sales of duty free goods 77,8 68,2 Catering services income 47,8 38,1 Other operating income 39,6 36,0 Construction expenditure (41,4) (271,4)Operating expenses (632,4) (509,5)Cost of catering inventory sold (16,5) (13,9)Cost of duty free inventory sold (64,9) (55,3)Cost of services rendered (42,1) (34,3)Personnel expenses (219,3) (152,8)Concession rent expenses (129,6) (143,6)Depreciation and amortization expense (59,5) (37,2)Other operating expenses (100,4) (72,3)Operating profit 120,8 112,6 Finance income 31,9 25,1 Finance expenses (89,2) (84,6)Profit before income tax 63,5 53,1 Income tax expense (11,8) (1,6)Profit for the period from continuing operationsAttributable to: Owners of the Company 49,8 50,5 Non-controlling interest 1,9 0,9

51,6 51,5 Other Financial Data:Adjusted Revenue * 785,0 639,7 Adjusted EBITDA * 212,2 167,4 Adjusted EBITDAR * 341,8 311,1

72

Consolidated Balance Sheet

2010 2009

ASSETS

Property and equipment 169.534.780 117.527.566

Intangible assets 37.877.865 41.320.152

Airport operation rights 734.271.656 723.041.011

Other investments 24.238 24.238

Goodwill 154.019.707 151.402.835

Prepaid concession expenses 82.283.714 107.413.971

Trade receivables 113.810.957 134.457.502

Other non-current assets 601.680 8.930.598

Deferred tax assets 79.492.563 54.254.039

Total non-current assets 1.371.917.168 1.338.371.912

Inventories 13.966.668 11.403.317

Prepaid concession expenses 122.592.025 117.275.560

Trade receivables 77.681.614 62.044.641

Due from related parties 5.124.375 10.482.379

Derivative financial instruments 0 6.390.781

Other receivables and current assets 33.305.357 29.287.322

Cash and cash equivalents 32.442.373 34.010.922

Restricted bank balances 382.444.797 313.849.601

Total current assets 667.557.271 584.744.523

TOTAL ASSETS 2.039.474.431 1.923.116.435

73

2010 2009

EQUITY

Share capital 162.383.978 162.383.978

Share premium 220.286.470 220.286.470

Legal reserves 21.655.917 18.385.795

Other reserves 14.622.932 -

Revaluation surplus 1.982.718 2.324.325

Purchase of shares of entities under common control 40.063.860 40.063.860

Cash flow hedge reserve -61.729.366 -59.776.657

Translation reserves 849.301 -2.056.517

Retained earnings / (Accumulated losses) 37.209.526 -9.168.016

Total equity attributable to equity holders of the Company 437.325.336 372.443.238

Non-controlling interest 103.060.117 40.555.777

Total Equity 540.385.453 412.999.015


74

LIABILITY 2010 2009

Loans and borrowings 1.008.094.394 1.089.524.346

Reserve for employee severance indemnity 7.451.972 4.645.483

Due to related parties 14.130.564 19.082.385

Deferred income 21.688.366 14.339.463

Deferred tax liabilities 6.281.309 7.335.962

Total non-current liabilities 1.057.646.606 1.134.927.639

Bank overdraft 2.865.313 2.379.933

Loans and borrowings 225.363.062 196.758.985

Trade payables 34.158.390 29.306.087

Due to related parties 14.021.181 12.285.718

Derivative financial instruments 104.968.109 85.400.809

Current tax liabilities 9.920.571 1.391.675

Other payables 38.074.621 39.264.452

Provisions 4.832.799 2.695.918

Deferred income 7.238.327 5.706.204

Total current liabilities 441.442.372 375.189.781

Total Liabilities 1.499.088.978 1.510.117.420

TOTAL EQUITY AND LIABILITIES 2.039.474.431 1.923.116.435


75

Consolidated Cash Flow Statement

2010 2009Profit for the period 51.639.930 51.464.776Adjustments for:

Amortisation of airport operation right 32.765.582 19.266.667Depreciation of property and equipment 21.218.211 13.464.997Amortisation of intangible assets 5.560.792 4.492.928Amortisation of prepaid concession rent 129.638.846 143.621.639Provision for employment termination benefits 4.393.388 5.640.693Provision set for doubtful receivables 1.336.568 306.451Provision set for tax penalties - 444.174Other provisions released 204.048 172.277Gain on sale of non-controlling interest in a subsidiary - -8.993.461Discount on receivables and payables, net -22.078 9.937Gain on sale of property and equipment -386.413 -67.121Impairment of property and equipment 6.638.910 -Provision set for unused vacation 1.802.934 -47.067Provision set / (released) for slow moving inventory 53.749 31.887Accrued insurance income -6.924.254 -Interest income -14.619.447 -17.514.462Interest expense on financial liabilities 81.804.039 68.068.857Income tax expense 11.826.115 1.645.831Discount income from concession receivable -10.242.300 -7.542.366Unrealised foreign exchange differences on statement of financial position items 23.649.535 18.182.260

340.338.155 292.648.897

Change in working capital 101.280.243 11.738.909

441.618.398 304.387.806

Income taxes paid -24.797.818 -11.158.291Interest paid -78.695.629 -79.336.425Retirement benefits paid -1.834.364 -4.215.585

Net cash provided from operating activities 336.290.587 209.677.505

76

Consolidated Cash Flow Statement

2010 2009CASH FLOWS FROM INVESTING ACTIVITIES

Interest received 14.509.566 16.952.284

Proceeds from sale of property and equipment and intangible assets 1.863.704 350.517Acquisition of subsidiary net of cash acquired -3.241.766 -18.164.878Acquisition of property and equipment -79.841.910 -52.459.245

Proceeds from sale of non-controlling interest in a subsidiary 141.668.682 27.999.826

Additions to airport operation right -38.015.639 -259.025.519Acquisition of intangible assets -1.046.598 -594.035

35.896.039 -284.941.050Net cash provided from / (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIESNew borrowings raised 140.991.003 378.969.675

Repayment of borrowings -215.050.661 -198.880.814

Change in restricted bank balances -242.350.100 -136.500.200Non-controlling interest change -59.633.892 -14.952.311Repayment of finance lease liabilities 1.803.095 -47.106Increase in share premium - 103.989Increase in share capital - 57.473.711

-374.240.555 86.166.944Net cash (used in) / provided from financing activities

-2.053.929 10.903.399NET (DECREASE) / INCREASE IN CASH AND CASH EQUIVALENTS 31.630.989 20.727.590CASH AND CASH EQUIVALENTS AT 1 JANUARY 29.577.060 31.630.989

77

For further information, please visit http://ir.tav.aero, [email protected]

or call +90-212-463-30-00(x2120, 2122, 2123, 2124)

TAV Airports Holding Co.

Istanbul Ataturk Havalimanı Dış Hatlar Terminali

34149 Yesilkoy, Istanbul

Nursel İLGEN, CFA

Head of Investor Relations

[email protected]

Tel :+90 212 463 3000 / 2122

Fax : +90 212 465 3100

Besim MERİÇ

Investor Relations Senior Associate

[email protected]

Tel :+90 212 463 3000 / 2123

Fax : +90 212 465 3100

TAV Investor Relations

http://ir.tav.aero/

mailto:[email protected]








Disclaimer

78

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 document 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 no responsibility 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 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 may 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 statements.

Information in this presentation was prepared as of March, 2011.

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