TAV Airports Holding

Financial and Operational Results

Full Year 2013

February 18, 2014 Contents

CEO’s Message 3 Summary Financial and Operational Results 4 TAV Airports Operations Map 2013 Guidance vs Realization 5 Passenger Developments 6 Comparison to 2012 7 Revenues 8 Costs 9 FX Analysis 11 Deferred Tax Analysis 14 Debt Structure 15 CAPEX 16 2014 Guidance 17 APPENDIX Notes on Financials 18 Adjusted Financials - IFRIC 12 19 Selected Financials by Assets (IFRIC 12 adjusted) 20 Adjusted Financials – IFRS 11 21 Reconciliation of 2013 Adjusted Financials to IFRS 22 Selected Financials by Assets (IFRS 11 and IFRIC 12 adjusted) 23 Service Companies KPIs 24 Quarterly Revenues & EBITDA by Assets 25 Quarterly Revenues & EBITDAR by Assets (IFRS 11 adjusted) 26 Income Statement 27 Balance Sheet 28 Cash Flow Statement 29 Timeline 30 Material Events 31 Concessions Overview 35 TAV Corporate and Shareholder Structure 36 Contact IR 37

2 CEO’s Message

Since our establishment in 1997 we have laid down very strong foundations for TAV We are looking forward to opening a new gateway to the Aegean region of Izmir with Airports. These foundations are carrying us forward in full speed as evidenced by all its vast untapped touristic potential within March 2014. In Medinah, we have the spectacular achievements of 2013. approximately one and half more years of investments but we have already started enjoying great financials coming from Medinah, triggered by immense pent-up Financially, we achieved all the targets we disclosed to our shareholders in the demand from passengers worldwide. beginning of the year in terms of passenger numbers, revenue, EBITDA and capex according to IFRS 11 and IFRIC 12 adjusted figures. According to only IFRIC 12 adjusted To crown a superb 2013, the board of directors has decided to distribute 50% of 2013 figures, our revenue grew 7% and increased €904m, while EBITDA growth was at 16% IFRS net profit, totaling approximately €66m, which will be presented to the General and reached €381m. As always, with this set of results we have demonstrated the Assembly for approval. The board will also submit a dividend policy of 50% of the amount of operational leverage that we enjoy yet one more time. Net profit consolidated IFRS net profit to the approval of the General Assembly. increased 3% and reached €133m, the highest we have recorded so far, albeit being negatively effected by non-cash FX loss booking and deferred tax expense. As I look into the future, I see immense possibilities for us both across our core regions and possibly outside of these regions. I would like to thank all of our On the operational front, Ataturk recorded an eye-catching 14% passenger growth, employees for making the TAV story come to life and all our shareholders for exceeding 51 million passengers, making it the 5th largest European and 17th largest unconditionally supporting us. global airport. We are truly proud to be operating this crown-jewel of Turkey with such high standards to set an example to many airports in the world.

Our partnership with Aéroports de Paris, as we expected, has started bearing many fruits. The first and foremost of these is of course the addition of Zagreb airport to our portfolio. This concession gives us another strong foothold in emerging Europe. On a Dr. M.Sani Sener more ambitious note, again through our partnership with Aéroports de Paris and Member of Board of Directors Goldman Sachs, we have been pre-qualified to bid for LaGuardia airport in New York. President & CEO

3 2013 Financial and Operational Results in Line with Guidance

IFRIC 12 IFRS 11 and IFRIC 12 Adjusted Financials Adjusted Financials  In 2013, while total number of passengers served increased 17% supported (in m€, unless stated otherwise) (2) (2) 2012 2013 Chg % 2012 2013 Chg % by full year inclusion of Medinah Airport, like-for-like growth was 13%. Revenues 847 904 7% 1,099 1,205 10% Istanbul Ataturk Airport realized 14% passenger growth, with 28% surge in international to international transfer passengers. EBITDA 328 381 16% 339 397 17%

EBITDA margin (%) 38.7% 42.1% 3.4 ppt 30.8% 32.9% 2.1 ppt Revenue increased by 7% to €904 million in 2013 from €847 million in EBITDAR 463 524 13% 483 555 15% 2012, on the back of strong organic and inorganic growth. Revenue growth lagged passenger growth mainly due to depreciation of TRL against other

EBITDAR margin (%) 54.7% 58.0% 3.3 ppt 44.0% 46.1% 2.1 ppt currencies. The weight of aeronautical revenues in consolidated revenues was FX Gain (Loss) 1 (32) nm 2 (33) nm 48% in 2013, same as in 2012. Deferred Tax Income (Expense) 5 (16) nm 4 (17) nm EBITDA grew by 16% to €381 million in 2013 from €328 million in 2012, implying respective 42.1% and 38.7% margins in 2013 and 2012, thanks to Net Profit 129 133 3% 129 133 3% strong operating leverage and favorable FX movements. Likewise, EBITDAR Net Cash Provided from Operating increased by 13% to €524 million in 2013, reaching 58% EBITDAR margin. Activities(3) 417 526 26% 417 526 26%

Capex(3) (69) (234) 238% (69) (234) 238% On the back of strong operational performance, the bottom-line (net profit Free Cash Flow(3) 347 293 (16%) 347 293 (16%) attributable to owners of the company) came in at €133 million in 2013 versus €129 million in 2012, despite FX loss and deferred tax expense in 2013. Shareholders’ Equity 505 594 18% 505 594 18% Revaluation of predominantly TRL and USD denominated monetary assets Net Debt 816 874 7% 882 1022 16% resulted in FX loss, due to depreciation of TRL. Temporary differences in airport operation rights and tax loss carry forwards resulted in deferred tax Average number of employees 13,091 13,598 4% 22,797 24,016 5% expense in 2013. Number of passengers (m) 71.7 83.6 17% 71.7 83.6 17%

- International 40.9 47.4 16% 40.9 47.4 16% Consolidated net debt came at €874 million at 2013 versus €816 million at 2012. Increase in net debt was limited to 7% YoY, due to strong cash flow - Domestic 30.8 36.2 18% 30.8 36.2 18% generation from existing assets, despite ongoing investments, rent payments Duty free spend per pax (€) (1) 15.0 14.8 -2% 15.0 14.8 -2% and dividend payment in 2013. (¹) Transfer numbers are tentative and subject to change (²) Restated retrospectively due to IAS 19 (³) IFRS Source: TAV Airports Holding, DHMI, TAV Tunisie, TAV Macedonia, Georgian Aviation Authority, TIBAH

4 2013 Guidance Attained

Guidance Realization

 Growth in Istanbul Ataturk Airport Passengers 14 to 16 percent 14 percent

 Growth in Total TAV Airports Passengers 15 to 18 percent 17 percent

 Growth in Revenues 10 to 12 percent 10 percent

 Growth in EBITDA 17 to 19 percent 17 percent

 Consolidated CAPEX €330m to €350m €354m

Notes:  All financial targets have been adjusted to reverse the effects of IFRIC 12 and IFRS 11 in 2013 financials.  All financial targets are subject to the passenger targets being met.

5 Double-Digit Passenger Growth Continued

FY Passengers (1) 2012 2013 Chg % The number of passengers using airports operated by TAV increased 17% (like- Ataturk Airport 45,091,962 51,320,875 14% for-like growth of 13%) to 84 million in 2013, on the back of organic and inorganic International 29,812,307 34,096,770 14% growth. Domestic 15,279,655 17,224,105 13% (2) Esenboga Airport 9,273,108 10,928,403 18% International 1,593,737 1,573,943 -1% The number of international passengers served at Istanbul Ataturk continued to Domestic 7,679,371 9,354,460 22% Izmir Airport (3) 9,355,902 10,208,627 9% grow in double digits, increasing by 14%, with 28% surge in international to International 2,410,858 2,467,436 2% international transfer passengers. Domestic 6,945,044 7,741,191 11% Gazipasa Airport 79,740 363,024 n.m. International 75,886 242,949 n.m. Istanbul growth at double-digit spearheaded by THY’s aggressive fleet expansion Domestic 3,854 120,075 n.m. plan. Medinah(5) 4,588,158 4,669,181 2% Tunisia 3,321,244 3,437,849 4% Georgia 1,387,946 1,642,597 18% Ankara’s strong growth in domestic driven by Sun Express. Macedonia 913,567 1,067,467 17% (4) TAV TOTAL 71,654,344 83,638,023 17% International 40,871,220 47,429,862 16%

Domestic 30,783,124 36,208,161 18% Strong domestic growth in Izmir driven by SunExpress and Pegasus. FY (2) ATM 2012 2013 Chg % Ataturk Airport 346,060 387,965 12% SAS, SunExpress and Pegasus increased regular flights to Gazipasa dramatically. International 231,293 260,686 13% Domestic 114,767 127,279 11% Esenboga Airport (2) 74,860 85,241 14% Medinah passenger was flat due to visa restrictions arising from construction in International 13,266 13,133 -1% the holy pilgrimage area. Domestic 61,594 72,108 17% Izmir Airport (3) 66,417 70,057 5% International 17,078 17,215 1% Tunisian passengers was relatively flat due to the political situation. Domestic 49,339 52,842 7% Gazipasa Airport 578 2,577 n.m. International 532 1,805 n.m. Domestic 46 772 n.m. Georgian airports are attracting both Turkish and Russian tourists. Medinah(5) 36,282 40,000 10% Tunisia 27,350 30,077 10% Georgia 23,598 23,512 0% Macedonia is being driven mainy by WizzAir. Macedonia 11,285 12,380 10% TAV TOTAL (4) 569,790 651,809 14% International 330,935 376,719 14% Domestic 238,855 275,090 15%

Source: Turkish State Airports Authority (DHMI), Georgian Authority, TAV Tunisie, TAV Macedonia, TIBAH (3) TAV started to serve domestic passengers at Izmir Airport in January 2012 Notes: DHMİ figures for 2012 and 2013 are tentative. (4) 2012 totals do not include Medinah data for the first half of the year and Gazipaşa for the whole year (1) Both departing and arriving passengers, including transfer pax (5) TAV started to serve Medinah passengers on July 1, 2012 6 (2) Commercial flights only Comparison to 2012

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

16% 3% 7%

381 133 904 129 847 328

FY11 FY12 2012FY11 2013FY12 2012FY11 2013FY12 2012 2013

Consolidated Revenue (%) EBITDA (%) Opex (%) Duty-free Aviation Istanbul Other Airports Catering Services rendered Ground-handling F&B BTA HAVAŞ D&A Duty-free Other Other Services Other Concession rent Personnel 10% 4% 19% 8% 4% 25% 11% 20% 8% 9% 25% 3% 36% 11% 3% 5% 36% 11% 8% 8% 54% 55% 19% 16% 26% 24% 18% 16% 31% 22% 31% 23%

2012 7 2013 * IFRIC 12 adjusted Revenue growth supported by pax growth

(€m) 2012 2013 Chg.(%) Aviation income * 266 284 7% Ground handling income 138 147 6% Commission from duty free sales 209 227 9% Catering services income 67 76 12% Other operating revenue 167 171 2% Total operating revenue (after eliminations) 847 904 7%

Revenue increased by 7% to €904 million in 2013 from €847 million in 2012, on  Ground handling income increased by 6% to €147 million in 2013 from €138 the back of strong organic and inorganic growth. In 2013, while total number of million in 2012. The number of aircraft served by Havas, TGS and Havas Europe passengers served increased by 17%, like-for-like growth was 13%. increased by 15% YoY to 426K. The number of flights served by TGS soared 19% in parallel with increase in total THY traffic and addition of SunExpress to clients served Our income stream is mainly in hard currency, based primarily in Euro and U.S. in second quarter of 2012. THY is served in Bodrum and Dalaman by TGS instead of dollars (please refer to page #17), with aeronautical revenues (which includes Havaş as of 2Q13. Havas Europe served 13% more aircraft due to German operations ground handling), accounting for 48% of total operating income and non- while Helsinki and Stockholm operations closed in 2Q13. TGS revenues (not included aeronautical revenues accounting for 52% of total operating income in 2013. in IFRS financials) are denominated in TRL.

Aviation income amounted €284 million in 2013, versus €266 million in 2012  Catering service income, mainly denominated in TRL, increased by 12%, from €67 (+7% yoy). The growth in passenger number outpaced the growth in aviation million in 2012 to €76 million in 2013, mainly on the back of organic growth. income as domestic and transfer pax have a dilutive effect on aviation fees whose fees are €3 and €2.5 per pax respectively. The guaranteed pax fees in the context of  Other operating revenue increased by 2% from €167 million in 2012 to €171 IFRIC12 amounted €17.5m for Ankara Esenboga and €18.4m for İzmir Adnan million in 2013, mainly stemming from the success fee one-off paid to Holding by Menderes in 2013. TIBAH in 2012.

 Commission from duty free sales increased 9% from €209 million in 2012 to €227 million in 2013 on the back of strong international passenger growth. While there was 16% growth in international pax in 2013, the growth was 10% excluding Medinah where there is no duty free.

 Average per passenger spending decreased 2% to €14.8 in 2013, due to the dilutive impact of the increase in transfer traffic. The share of international to international transfer passengers in Istanbul’s international passengers increased from 33% in 2012 to 38%, YoY**.

* IFRIC 12 adjusted 8 ** Transfer numbers are tentative and subject to change Limited growth in opex thanks to FX and cost discipline

(€m) 2012* 2013 Chg.(%)

Cost of catering inventory sold (24) (27) 10% Cost of services rendered (53) (51) -4%  Operating expenses increased by 2% from €611 million in 2012 to €625 million in 2013. This Personnel expenses (218) (223) 3% was primarily the result of increase in concession and rent expenses. Expenses grew slower on the back of weak TRL and cost control measures. Concession & rent expenses ** (136) (143) 6%

Istanbul (123.5) (128.9) 4% Cost of catering inventory sold increased by 10% in 2013. Ege (8.7) (8.7) 0% Tunisia (0.8) (5.1) 530%  Cost of services rendered decreased by 4% from €53 million in 2012 to €51 million in 2013. Cost of services rendered principally consists of Havas’s operating expenses, TAV Latvia’s Macedonia (2.7) (0.7) -73% concession payments and also includes some costs of BTA and TAV O&M. Depreciation and Amortization (66) (69) 3% Other operating expenses (114) (112) -2%  Personnel expenses increased by 3% from €218 million in 2012 to €223 million in 2013, Total Operating Expenses (611) (625) 2% slightly higher than %0.4 YoY increase in the average number of employees.

 Concession & rent expenses increased 6% to €143 million in 2013. Rent expenses principally consist of payments to DHMI under the terms of the Istanbul Ataturk Airport lease agreement and renovation of the domestic terminal (€129 million in total in 2013). Concession expenses consist of payments made to Tunisian Civil Aviation Authority (OACA), Macedonian Ministry of Transportation and Communication and those made to DHMI under the terms of the Izmir Adnan Menderes Airport concession. While the rent payment of Istanbul Ataturk Airport is made in USD terms at the beginning of each year, due to the amortization schedule of the prepaid rent, Istanbul Ataturk Airport’s rent increased 4% from €124 million in 2012 to €129 million in 2013. TAV Ege booked €8.7 million for Izmir Adnan Menderes domestic terminal in 2013. The concession expense for 2013 was €5.1 million in Tunisia. In 2012, the Tunisian concession payable due from 2010 was decreased €3.9 million resulting in a one-off low concession expense. Macedonia’s concession payment decreased because it served more than 1 million passengers in 2013 whereafter the concession percentage drops from 15% to 4%.

Depreciation and amortization expense rose by 3% from €66 million in 2012 to €69 million in 2013.

Other operating expenses were down 2% at €112 million in 2013, due to almost flat utility expenses and lower insurance costs in EUR terms. Both costs enjoyed a stronger EUR while utility expenses were contained with cost control measures. *2012 restated retrospectively due to IAS 19 **Medinah concession payment for 2013 was € 14.8 million

9 Net Profit impacted by non-cash items

(€m) 2012(1) (2) 2013(1) Chg.(%) . Operating profit increased 19% from €261 million in 2012 to €312 million in 2013.

Operating profit 261 312 19% . EBITDA, which we define as profit (loss) adjusted for income taxes, finance income and expenses and EBITDA 328 381 16% depreciation & amortisation expense, increased by 16% and amounted €381 million in 2013 versus €328 million EBITDA margin 38.7% 42.1% 3.4 ppt in 2012.

EBITDAR 462 524 13% . EBITDAR, which we define as EBITDA before concession rent payment, increased by 13% from €462 million in EBITDAR margin 54.7% 58.0% 3.4 ppt 2012 to €524 million in 2013.

(€m) 2012(2) 2013 Chg.(%)

Finance income 32 32 2% . Net finance costs amounted €88 million in 2013, compared with €63 million in 2012. Finance costs were higher Finance costs (94) (120) 28% mainly due to non-cash FX losses in 2013 vs marginal FX gains in 2012. In 2013, revaluation of predominantly TRL and USD denominated monetary assets resulted in FX loss, due to depreciation of TRL. FX gain/(loss) 1 (32) nm Net finance costs (63) (88) 41% Profit before income tax 164 188 15% . Tax expense consists of deferred tax and corporate taxes. Current tax expense was €40 million in 2013, compared with €37 million in 2012. In 2012, TAV had recorded €5 million deferred tax income versus €16 million Tax expense (32) (55) 74% deferred tax expense in 2013, mainly due to temporary differences in airport operation rights and tax loss carry Current period tax expense (37) (40) 9% forwards. All in all, total tax expense amounted €55 million in 2013 versus €32 million in 2012, mainly due to Deferred tax (expense)/income 5 (16) nm deferred taxes turning negative.

Profit for the period 132 133 0%

Attributable to . Net profit attributable to owners of the company in 2013 was realized as €133 million compared to a net profit Equity holders of the Company 129 133 3% of €129 million in 2012 according to IFRS financial statements. Non-controlling interest reflects the allocation of profit / losses held by the non-controlling interest and amounted €0 million in 2013. Non-controlling interest 3 (0) nm

(1) IFRIC 12 adjusted (2) Restated retrospectively due to IAS 19 10 FX Exposure of Operations (2013)

Revenues (1) Opex (1)(2) €33m €61m Other €206m €158m Other 3% USD 8% USD 20% 22% €367m TL €138m €363m 35% €1037m €435m €724m EUR TL 19% 51% EUR 42%

Concession Rent Expense Gross Debt €24m €14m TL €17m USD 2% EUR 1% €129m 10% €1306m

€143m €1347m

USD 90% EUR 97%

(1) Combined figures, pre-eliminations IFRIC 12 adjusted. Includes equity pick-up (€34m) (2) Includes concession rent expenses (€143m) and depreciation (€69m). 11 FX Exposure

FX Rates

Equity Profit or loss Average Rate 31 Dec 31 Dec Strengthening Weakening Strengthening Weakening 2012 2013 2012 2013 (€’000) of EUR of EUR of EUR of EUR 31 December 2013 EUR/TRL 2.30 2.53 2.35 2.94 USD (16,039) 15,607 (14,012) 14,012 USD/TRL 1.79 1.90 1.78 2.13 TRL - - (10,027) 10,027 Other - - (1,028) 1,028 EUR/USD 1.29 1.33 1.32 1.38 Total (16,039) 15,607 (25,067) 25,067 EUR/GEL 2.12 2.21 2.18 2.39 EUR/MKD 61.35 61.73 61.51 61.50 31 December 2012 USD (28,469) 18,012 (12,534) 12,534 EUR/TND 2.01 2.16 2.05 2.27 TRL - - (8,956) 8,956 EUR/SEK 8.71 8.65 8.61 8.94 Other - - (1,181) 1,181 EUR/SAR 4.82 4.99 4.95 5.16 Total (28,469) 18,012 (22,671) 22,671

Hedging Sensitivity Analysis

 Subsidiaries, TAV Istanbul, TAV Esenboga, HAVAS, TAV

Macedonia, TAV Tunisia and TAV Ege enter into swap The Group’s principal currency rate risk relates to changes in the value of the Euro relative to transactions in order to diminish exposure to foreign currency TRL and the USD. The Group manages its exposure to foreign currency risk by entering into mismatch relating to DHMI installments and interest rate risk derivative contracts and, where possible, seeks to incur expenses with respect to each to manage exposure to the floating interest rates relating to contract in the currency in which the contract is denominated and attempt to maintain its loans used. cash and cash equivalents in currencies consistent with its obligations.

 100%, 100%, 50%, 80%, 85% and 100% of floating bank loans The basis for the sensitivity analysis to measure foreign exchange risk is an aggregate for TAV Istanbul, TAV Esenboga, HAVAS, TAV Macedonia, TAV corporate-level currency exposure. The aggregate foreign exchange exposure is composed of Tunisia and TAV Ege respectively are fixed with interest rate all assets and liabilities denominated in foreign currencies, both short-term and long-term purchase contracts. The analysis excludes net foreign currency investments. swaps as explained in Note 34.

A 10 percent strengthening / (weakening) of EUR against the following currencies at 31  Changes in the fair value of the derivative hedging instrument December 2013 and 31 December 2012 would have increased / (decreased) equity and profit designated as a cash flow hedge are recognized directly in or loss by the amounts shown to the left. This analysis assumes that all other variables, in equity to the extent that the hedge is highly effective. To the particular interest rates, remain constant. extent that the hedge is ineffective, changes in fair value of the ineffective are recognized in profit or loss. 12 FX Gain / Loss Analysis

 TAV has EUR140m equivalent USD financial assets mainly related with TAV Istanbul’s rent payment to DHMI and EUR100m equivalent TRL financial assets as at 31 December 2013 (Note 26 in IFRS Report, derivatives are not taken into consideration, since they affect other comprehensive income, not P&L). Strengthening of EUR against USD and TRL will impair these financial assets in IFRS financials and increase FX losses.

 When we consider that TAV had a similar foreign currency position throughout 2013 and calculate the FX loss by using these USD and TRL financial assets (see below), a 4.3% strengthening of EUR against USD will have an FX loss effect amounting to EUR6m (calculated as 140m x - 4.3% = - 6m) on the USD financial assets. Likewise, a 24.9% strengthening of EUR against TRL will have an FX loss effect amounting to EUR25m (calculated as 100m x – 24.9% = - 25m) on TRL financial assets.

 The total calculated effect of these FX rate changes are EUR31m loss. We almost reach the actual exchange loss for 2013 only by using these two currencies, which are actually the only major currencies affecting TAV’s FX gain/losses.

2013 (€ ‘000) USD TRL TOTAL Net Exposure 129,695 100,272 Less: Derivatives (10,424) - Net Exposure affecting PL 140,119 100,272

Strengthening of EUR against Foreign Currencies 4.3% 24.9% Calculated FX Loss (6,025) (24,967) (30,992) Effect of other currencies (1,243) Actual FX Loss (32,235)

13 Deferred Tax

 Deferred tax arises out of depreciation timing & approach differences.  Deferred tax is recognized in respect of temporary differences between the carrying amount of airport operation right for financial reporting purposes based on IFRS and the amounts used for taxation purposes (capital allowances).  First of all, a timing difference for airport operation right occurs between IFRS based financial statements and statutory accounts for taxation purposes (mostly due to IFRIC 12 adjustments and different useful lives used).  Secondly, in the periods where we make additions to airport operation right deferred tax arising from airport operation changes, as well.  Finally, (and probably in a most active manner), changes in FX rates is also effective in different depreciation vs. capital allowance charges.  All in all, in 2012, TAV had recorded €5 million deferred tax income versus €16 million deferred tax expense in 2013, mainly due to temporary differences in airport operation rights and cancellation of some tax loss carry forwards.

Deferred Tax recognised in P&L (€m) 2011 2012 2013 PPE, Airport operation right & other intangible assets (6,9) 2,4 (10,7) Loans & borrowings 0,1 2,4 2,6 Tax loss carry-forwards (12,5) (1,6) (8,3) Investment incentives 13,3 (0,2) 4,4 Other items 2,2 1,9 (3,6) Deferred Tax (Expense) / Income (3,7) 4,9 (15,6)

14 Debt Structure

Net Debt (eop, €m) 2012 9M13 2013  Door to Door Maturity 7.6 Years Airports 569 624 652 Istanbul 45 68 (1)  Average Maturity 5.1 Years Ankara 92 83 84 Izmir (including Ege) (1) 58 155  Average € Cost of Debt (Hedged*) 5.5 % Gazipasa 17 16 16 Tunisia 351 345 344  Net Debt/EBITDA 2.3x Georgia 8 (4) (2) Macedonia 58 57 55 Services 246 251 222 HAVAS 68 64 58 *91% of all loans have fixed rates. BTA (1) 0 2 Others 179 187 162 Total 816 874 874 Net Debt to Cash Flow (€m) Gross Debt Maturity Profile (€m)

-187 296 4 -58 3

816 874 417

281 217

161 159

NetDebt Changein Restricted Borrowings Repayment Other NetDebt Borrowings

112 Changein

2012 2013

Raised

Cash

Cash

New of 2014 2015 2016 2017 2018 2019+

15 CAPEX Development & Outlook

Quarterly Capex (€m)

Ege Other 66

52 51 42

. 87% of total Capex was incurred in Izmir Adnan Menderes Domestic Terminal Construction 10 11 7 4 .The bulk of the remainder of the capex was incurred at Istanbul and Havas

1Q13 2Q13 3Q13 4Q13

Total EPC* EPC Cumulative Cumulative (¹+²) 2012¹ 2013² Airport Scope (€m) (€m) (€m) (€m) (€m) % Completed

Izmir Re-construction of the domestic terminal 266 237 250 39 210 89 % Re-construction of the terminals and extension of the Medinah (33%) runway 248 137 153 52 101 58 %

16 *While EPC capex does not include capitalized interest costs and other charges, IFRS capex does. Medinah EPC calculated at 1.3 EUR/USD 2014 Guidance

 Growth in Istanbul Ataturk Airport Passengers 8 to 10 percent

 Growth in Total TAV Airports Passengers 10 to 12 percent

 Growth in Revenues 9 to 11 percent

 Growth in EBITDA 12 to 14 percent

 Consolidated CAPEX €100m to €120m

 Growth in net profit Significant improvement expected

Notes:  All financial targets are subject to the passenger targets being met.  All financial targets have been adjusted to reverse the effects of IFRIC 12 and are compliant with IFRS 11. 17

Notes on Financials

Basis of Consolidation

 The consolidated interim financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”).

 Although the currency of the country in which the Group is domiciled is Turkish Lira (TRL), most of the Group entities’ functional currency and reporting currency is EUR.

 Each entity is consolidated as follows:

Summary IFRS Consolidation Table 2013 2012 Name of Subsidiary Consolidation % Stake Consolidation % Stake TAV İstanbul Full - No Minority 100 Full - No Minority 100 TAV Esenboga Full - No Minority 100 Full - No Minority 100 TAV Izmir Full - No Minority 100 Full - No Minority 100 TAV Ege Full - No Minority 100 Full - No Minority 100 TAV Gazipasa Full - No Minority 100 Full - No Minority 100 TAV Macedonia Full - No Minority 100 Full - No Minority 100 TAV Latvia Full - No Minority 100 Full - No Minority 100 TAV Tunisia Full - With Minority 67 Full - With Minority 67 TAV Urban Georgia (Tbilisi) Full - With Minority 76 Full - With Minority 76 TAV Batumi Full - With Minority 76 Full - With Minority 76 TIBAH Development Equity 33 Equity 33 TIBAH Operation Equity 51 Equity 51 HAVAS Full - No Minority 100 Full – No Minority 100 BTA Full - With Minority 67 Full - With Minority 67 TAV O&M Full - No Minority 100 Full - No Minority 100 TAV IT Full - With Minority 99 Full - With Minority 99 TAV Security Full - No Minority 100 Full - No Minority 100 HAVAS Europe (NHS) Full - With Minority 67 Full - With Minority 67 ATU Equity 50 Equity 50 TGS Equity 50 Equity 50 18 BTA Denizyollari (IDO) Equity 50 Equity 50 Adjusted Financials-IFRIC 12

Introduction to IFRIC 12 IFRIC 12 booking model

Debit Credit 1. During Construction  IFRIC 12- is an accounting application treating BOT assets with special provisions BS Debt for guaranteed income. Ankara Esenboga Airport and Izmir Adnan Menderes Airport International Terminal, with their guaranteed passenger fee structures, BS Cash fall under the scope. BS Construction in progress PL Construction Expense Construction Income  The capex we incur on our BOT assets, is routinely booked as “airport operation right” in the balance sheet. However when there are guaranteed passenger fees 2. Completion of Construction in question, these fees are discounted to their NPV and subtracted from the BS Construction in progress “airport operation right” of the BOT in question. The remaining capex amount gets booked as “airport operation right” and the NPV of guaranteed passenger (NPV of) Passenger Revenue Receivable BS (Trade Receivables) fees gets booked as “trade receivables.” BS Airport Operation Right *  When the guaranteed passenger fees become earned during the course of operations, these are credited from the balance sheet and the difference between 3. Operations During Year discounted (NPV of) guaranteed passenger fees and the actual fees as they are PL Aviation Income for the Current Year ** earned are booked as finance income. BS Cash **

 Due to the application of IFRIC 12, guaranteed passenger fees stop being P&L 4. Year Close items and get treated as Balance Sheet/Cash Flow items, while at the same time, PL Aviation Income for the Current Year *** part of these fees gets shown as finance income. This unduely decreases aviation income and increases finance income and distorts our P&L. To adjust for the Finance Income distortion we add back guaranteed passenger fees while reporting our adjusted (Difference between discounted receivables and the actual PL receivables) revenues. BS Passenger Revenue Receivable****  On the other hand the capex incurred during the construction phase is PL Amortisation of Airport Operation Right immediately transferred to P&L with an offsetting construction income assigned BS Accumulated Amortisation of Airport Operation Right to it. This income may or may not carry a mark-up on it. Since this method of * AOR = Construction in progress- (NPV of ) Passenger Revenue Receivable booking also distorts both the P&L and the Balance Sheet we adjust our financials ** TR-GAAP to disregard the effects of both “construction expense” and “construction ***IFRS (IFRIC 12 application) income.” ****Discounted guaranteed passenger revenues for that period

Guaranteed Pax Structure 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

International Departing Pax

(m) 0.8 0.8 0.9 0.9 1.0 1.0 1.1 1.1 1.2 1.2 1.3 1.3 1.4 1.5 1.6 0.6 Guaranteed Pax Income (€m) 11.8 12.4 13.0 13.7 14.4 15.1 15.8 16.6 17.5 18.3 19.2 20.2 21.2 22.3 23.4 9.6

Ankara Ankara Domestic Departing Pax (m) 0.6 0.7 0.7 0.7 0.8 0.8 0.8 0.9 0.9 1.0 1.0 1.1 1.1 1.2 1.2 0.5

Guaranteed Pax Income (€m) 1.9 2.0 2.1 2.2 2.3 2.4 2.5 2.7 2.8 2.9 3.1 3.2 3.4 3.6 3.7 1.5

International Departing Pax (m) 1.1 1.1 1.1 1.2 1.2 1.2 1.3 İzmir İzmir Guaranteed Pax Income (€m) 15.9 16.4 16.9 17.4 17.9 18.4 19.0 Total Guaranteed Pax Income (€m) 29.6 30.8 32.0 33.3 34.6 35.9 37.4 19.3 20.2 21.3 22.3 23.4 24.6 25.8 27.1 11.1 19 Selected Financials by Assets (IFRIC 12 Adjusted) and employee #s

EBITDA Revenue (€m) 2012 2013 Chg.(%) (2013, €m) Revenues EBITDA Margin (%) Net Debt Airports 614.8 658.0 7% Airports 658.0 303.5 46% 652 Istanbul 413.8 442.1 7% Istanbul 442.1 210.6 48% (1) Ankara 44.6 48.1 8% Ankara 48.1 21.4 45% 84 Izmir (including TAV Ege) 56.5 60.0 6% Izmir (including TAV Ege) 60.0 27.3 46% 155 Gazipasa 0.5 1.8 251% Gazipasa 1.8 -0.1 -8% 16 Tunisia 50.6 51.9 3% Tunisia 51.9 17.0 33% 344 Georgia 30.9 35.3 14% Georgia 35.3 21.6 61% (2) Macedonia 17.8 18.8 6% Macedonia 18.8 5.7 30% 55 Services 328.6 344.9 5% Services 344.9 77.4 22% 222 Havas 140.5 29.1 21% 58 Havas 130.6 140.5 8% BTA 116.0 11.2 10% 2 BTA 105.8 116.0 10% Others 88.3 37.1 42% 162 Others 92.2 88.3 -4% Total 1,002.9 380.8 38% 874 Total 943.4 1,002.9 6% Elimination -96.7 -99.3 3% Elimination -99.3 -0.2 0 Consolidated 846.6 903.6 7% Consolidated 903.6 380.6 42% 874

Number of Employees (eop) 2012 2013 EBITDA (€m) 2012 2013 Chg.(%) Istanbul 2,640 2,724 Airports 267.4 303.5 13% Ankara 872 921 Istanbul 181.1 210.6 16% Izmir+Ege 623 686 Ankara 19.1 21.4 12% Tunisia 748 775 Izmir (including TAV Ege) 26.8 27.3 2% Gazipasa 19 29 Gazipasa -0.9 -0.1 -85% Georgia 794 806 Tunisia 21.7 17.0 -22% Macedonia 648 626 Georgia 17.5 21.6 24% HAVAS 3,852 3,648 Macedonia 2.2 5.7 154% ATU - - Services 65.5 77.4 18% BTA 2,086 2,255 Havas 18.3 29.1 59% Holding 102 99 BTA 10.2 11.2 10% O&M 296 307 Others 37.1 37.1 0% IT 197 210 Total 332.9 380.8 14% Security 233 270 Elimination -5.1 -0.2 -96% Latvia 3 3 Consolidated 327.8 380.6 16% Medinah(100%) - - Akademi - 11 TOTAL 13,113 13,370

20 Adjusted Financials - IFRS 11

Effects of IFRS 11 Financials Adjusted for IFRS 11

 According to the IFRS 11 standard, joint ventures cannot be  However, to enable the capital markets participants a consolidated “proportionately” starting with 2013 first set smooth transition process into the new standard, TAV of financials. These types of entities have to be consolidated Airports will provide a summary of consolidated P&L items using the “equity pick-up” method. adjusted to reverse the effects of IFRS 11 for 2013.

 In the case of TAV Airports, this standard implies that  Shares of profit of equity accounted investees are previously “proportionately” consolidated entities such as classified in the consolidated operating profit of the ATU, TGS, TIBAH Development (Medinah) and BTA Marine Holding company, but these sums are not included in the (IDO) have to be consolidated using the “equity pick- up” consolidated revenues. method.

 In the IFRS report, these entities have been consolidated in accordance with the IFRS 11 standard, recording the “net income/(loss)” contributions of these entities as a source of operating profit.

 Please be reminded that we will discontinue reporting consolidated financials adjusted for IFRS 11 with 1Q14 financials.

21 Reconciliation of 2013 Adjusted Financials* to IFRS

Revenue (€m) EBITDA (€m)

11 0 IFRIC 12 28 IFRIC -116 4 1 Adjustments 100 12 12 -34 Adj. 33 IFRS 11 Adjustments -1 IFRS 11 Adjustments 277 36 -210 36

1.078 345

1.205 397

IFRS Guaranteed ATU(50%) Havas Medinah BTA Others Elimination IFRS 11 &

BTA IFRS Construction Guaranteed ATU(50%) Havas Medinah Others Elimination IFRIC 12 adj.

IFRIC12

IFRS 11 &

IFRIC12

IFRIC12

IFRIC12

Income

adj.

Pax Pax

Net Debt (€m) Share of Profit of Equity-accounted investees (€m)

TIBAH BTA Havas ATU ZagrebAJE 2 5 0 146 -0,2 3,7 0,6

874 IFRS 11 Adjustments 1.022 7,3

22,2

(50%) IFRS Medinah Havas BTA IFRS11

ATU adj.

22 *IFRS 11 and IFRIC 12 adjusted Selected Financials by Assets (IFRS 11 and IFRIC 12 adjusted) and employee #’s

EBITDA Revenue (€m) 2012 2013 Chg.(%) (2013, €m) Revenues EBITDA Margin (%) Net Debt Airports 631.3 686.4 9% Airports 686.4 307.8 45% 798 Istanbul 413.8 442.1 7% Istanbul 442.1 210.6 48% -1 Ankara 44.6 48.1 8% Ankara 48.1 21.4 45% 84 Izmir (including TAV Ege) 56.5 60.0 6% Izmir (including TAV Ege) 60.0 27.3 46% 155 Gazipasa 0.5 1.8 251% Gazipasa 1.8 -0.1 -8% 16 Tunisia 50.6 51.9 3% Tunisia 51.9 17.0 33% 344 Georgia 30.9 35.3 14% Georgia 35.3 21.6 61% -2 Macedonia 17.8 18.8 6% Macedonia 18.8 5.7 30% 55 Medinah 16.5 28.4 72% Medinah (33%) 28.4 4.4 15% 146 Services 673.5 733.5 9% Services 733.5 89.9 12% 224 ATU (50%) 255.1 277.1 9% ATU (50%) 277.1 32.9 12% 5 Havas (incl. TGS) 210.9 240.9 14% Havas (incl. TGS) 240.9 40.9 17% 55 BTA (incl. IDO) 115.4 127.2 10% BTA (incl. IDO) 127.2 12.5 10% 2 Others 92.2 88.4 -4% Others 88.4 3.5 4% 162 Total 1,304.8 1,419.8 9% Total 1,419.8 397.7 28% 1,022 Elimination -205.4 -215.2 5% Elimination -215.2 -1.1 0 Consolidated 1,099.4 1,204.7 10% Consolidated 1,204.7 396.6 33% 1,022 EBITDA (€m) 2012 2013 Chg.(%) Number of Employees (eop) 2012 2013 Istanbul 2,640 2,724 Airports 270.5 307.8 14% Ankara 872 921 Istanbul 181.1 210.6 16% Izmir+Ege 623 686 Ankara 19.1 21.4 12% Tunisia 748 775 Izmir (including TAV Ege) 26.8 27.3 2% Gazipasa 19 29 Gazipasa -0.9 -0.1 -85% Georgia 794 806 Tunisia 21.7 17.0 -22% Macedonia 648 626 Georgia 17.5 21.6 24% HAVAS 11,082 11,670 Macedonia 2.2 5.7 154% ATU 1,551 1,376 Medinah 3.1 4.4 42% BTA 2,642 2,894 Holding 102 99 Services 73.6 89.9 22% O&M 296 307 ATU (50%) 28.5 32.9 15% IT 197 210 Havas (incl. TGS) 23.2 40.9 76% Security 233 270 BTA (incl. IDO) 11.5 12.5 9% Latvia 3 3 Others 10.4 3.5 -66% Medinah(100%) 254 291 Total 344.1 397.7 16% Academy - 11 Elimination -5.3 -1.1 -78% TOTAL 22,704 23,698 Consolidated 338.8 396.6 17% 23 Service Companies KPIs

ATU Revenues (€m) Duty Free Spend per Pax (€)

Q1 Q2 Q3 Q4 Istanbul TAV

17,1 69 16,6 16,5 68 16,3 16,0 16,0 15,7 56 74 47 72 37 57 47 73 41 65 53 38 42 61 29 33 41 50 2009 2010 2011 2012 2013 2007 2008 2009 2010 2011 2012 2013 # of Flights Served (‘000) TAV F&B Spend per Pax (€)

15% FY12 426 2,1 FY13 2,0 363 1,8 19% 1,6 1,3 1,3 252 1,3 5% 203

117 124 13%

43 49

HAVAŞ TGS HAVAŞHVŞ EUROPE E HAVAŞHAVAŞ + TGS + + TGS HAVAŞ + 2007 2008 2009 2010 2011 2012 2013 EUROPE HVŞ E 24 Source: DHMI, TAV Quarterly Revenue & EBITDA by Assets*

€m 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 Airports 122.7 155.8 189.0 147.4 140.3 173.2 193.9 150.6 Istanbul 87.8 106.0 114.0 106.0 102.8 116.1 115.4 107.7 Ankara 10.2 11.3 14.6 8.6 11.9 14.0 14.4 7.8 Izmir (including TAV Ege) 9.3 14.1 21.3 11.8 10.1 15.6 21.6 12.7 Gazipasa 0.0 0.1 0.3 0.1 0.1 0.4 1.0 0.3 Tunisia 5.2 12.7 23.6 9.1 4.6 13.4 24.0 9.8 Georgia 6.3 7.2 9.8 7.6 6.9 8.8 11.5 8.2 Macedonia 3.9 4.3 5.5 4.0 3.9 4.9 6.0 4.1 Services 60.2 80.1 94.6 93.7 67.8 87.8 100.6 88.6 BTA 22.8 26.5 29.7 26.8 26.2 30.1 30.8 28.9 Havas 22.0 35.1 45.9 27.7 23.4 38.0 48.7 30.4 Other 15.4 18.6 19.1 39.1 18.2 19.7 21.1 29.3 Total 182.9 235.9 283.6 241.0 208.1 261.1 294.5 239.2 Eliminations -18.5 -22.0 -23.8 -32.4 -22.2 -24.4 -24.2 -28.5 Consolidated Adjusted Revenue 164.4 213.8 259.8 208.6 185.9 236.6 270.3 210.7 Airports 43.6 64.8 98.0 61.1 50.9 86.4 106.0 60.1 Istanbul 34.6 42.6 55.2 48.6 42.1 57.9 59.1 51.4 Ankara 4.9 6.0 8.3 0.0 5.8 8.2 8.8 -1.3 Izmir 2.4 7.2 11.8 5.4 2.2 7.5 13.6 4.1 Gazipasa -0.2 -0.2 -0.1 -0.4 -0.3 0.0 0.5 -0.3 Tunisia -0.9 4.3 14.6 3.6 -2.0 5.1 13.1 0.7 Georgia 2.9 4.1 6.7 3.8 3.1 5.7 8.2 4.6 Macedonia -0.1 0.8 1.5 0.1 0.0 2.0 2.8 0.9 Services 2.2 16.1 24.0 23.2 1.7 20.6 35.3 19.6 BTA 2.0 3.0 3.9 1.3 1.9 2.9 3.9 2.4 Havas -2.1 6.7 13.5 0.2 -2.2 8.0 18.9 4.5 Other 2.3 6.4 6.7 21.7 2.1 9.7 12.6 12.7 Total 45.8 80.9 122.0 84.3 52.7 107.1 141.4 79.7 Eliminations 0.0 -0.4 0.0 -4.8 -0.2 -0.4 -0.4 0.8 Adjusted EBITDA 45.8 80.5 122.0 79.5 52.5 106.6 141.0 80.5 Total Guaranteed passenger fee revenue 6.6 9.2 14.5 4.4 6.8 10.3 14.7 4.2 from Ankara 4.4 4.8 6.3 1.3 4.9 5.5 6.3 0.7 from Izmir 2.2 4.5 8.2 3.1 1.9 4.8 8.3 3.4 Total Concession expense 32.6 33.6 37.3 32.2 34.9 35.4 37.2 35.9 Istanbul 29.3 29.5 32.3 32.3 31.6 32.1 32.6 32.6 Ege 2.2 2.2 2.2 2.2 2.2 2.2 2.2 2.2 Tunisia 0.5 1.3 2.0 -2.9 0.6 1.3 2.2 1.1 Macedonia 0.6 0.7 0.8 0.6 0.6 -0.2 0.2 0.1

*Adjusted for IFRIC 12 **Restated restrospectively due to IAS 19 25

Quarterly Revenue & EBITDAR by Assets*

€m 1Q11 2Q11 3Q11 4Q11 **1Q12 **2Q12 **3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 Airports 102.3 128.4 150.0 117.3 122.7 156.7 195.3 156.6 147.5 180.8 201.6 156.5 Istanbul 76.2 90.5 93.5 84.2 87.8 106.0 114.0 106.0 102.8 116.1 115.4 107.7 Ankara 9.9 10.3 13.1 8.6 10.2 11.3 14.6 8.6 11.9 14.0 14.4 7.8 Izmir (including TAV Ege) 4.9 9.3 14.4 6.5 9.3 14.1 21.3 11.8 10.1 15.6 21.6 12.7 Gazipasa 0.0 0.0 0.0 0.1 0.0 0.1 0.3 0.1 0.1 0.4 1.0 0.3 Tunisia 2.7 8.9 15.4 7.6 5.2 12.7 23.6 9.1 4.6 13.4 24.0 9.8 Georgia 5.2 5.5 7.8 6.6 6.3 7.2 9.8 7.6 6.9 8.8 11.5 8.2 Macedonia 3.4 3.9 5.8 3.7 3.9 4.3 5.5 4.0 3.9 4.9 6.0 4.1 Medinah (33%) - - - - - 1.0 6.3 9.3 7.2 7.5 7.7 5.9 Services 110.9 141.3 155.2 144.9 129.6 165.8 192.7 185.4 152.5 188.8 207.2 185.0 ATU (50%) 41.3 52.8 57.4 56.0 50.5 64.7 72.1 67.8 61.3 72.7 74.5 68.6 BTA 17.4 19.9 22.3 21.5 24.4 28.9 32.9 29.2 28.2 33.0 34.4 31.5 Havas 37.1 53.3 60.5 46.5 39.3 53.6 68.6 49.3 44.8 63.4 77.2 55.5 Other 15.1 15.3 15.0 20.9 15.4 18.6 19.1 39.1 18.2 19.7 21.1 29.4 Total 213.2 269.7 305.2 262.2 252.3 322.5 388.0 342.0 300.0 369.6 408.8 341.5 Eliminations -36.0 -42.6 -43.9 -46.8 -41.0 -50.4 -53.6 -60.5 -47.7 -55.0 -55.5 -57.0 Consolidated Adjusted Revenue 177.2 227.1 261.3 215.4 211.3 272.1 334.4 281.5 252.3 314.6 353.3 284.5 Airports 62.4 85.0 109.8 70.6 75.8 99.3 139.8 99.0 91.1 127.0 149.1 99.0 Istanbul 55.0 66.9 73.4 63.1 63.8 72.3 87.5 80.3 73.7 90.0 91.7 84.0 Ankara 5.1 5.6 8.4 0.6 4.8 6.0 8.3 -0.1 5.8 8.2 8.8 -1.3 Izmir 1.8 6.1 11.2 3.3 4.5 9.5 14.0 7.4 4.4 9.7 15.8 6.2 Gazipasa -0.2 -0.2 -0.2 -0.2 -0.2 -0.2 -0.1 -0.4 -0.3 0.0 0.5 -0.3 Tunisia -2.1 3.2 9.5 -0.1 -0.4 5.6 16.6 0.7 -1.4 6.4 15.4 1.8 Georgia 2.2 2.8 4.9 3.2 2.9 4.1 6.7 3.8 3.1 5.7 8.2 4.6 Macedonia 0.6 0.7 2.6 0.7 0.5 1.4 2.4 0.7 0.6 1.8 3.0 1.0 Medinah (33%) - - - - - 0.6 4.5 6.7 5.2 5.2 5.8 2.9 Services 4.5 20.1 25.9 9.3 3.6 18.6 26.2 22.5 3.3 23.7 39.3 23.6 ATU (50%) 3.2 4.8 6.4 6.8 4.3 6.9 8.2 8.6 6.2 7.9 9.3 9.4 BTA 0.5 2.0 3.3 0.2 2.0 3.5 4.5 1.0 2.1 3.3 4.5 2.6 Havas 2.4 13.4 15.3 3.3 -0.7 7.6 15.6 -0.7 -1.4 11.8 23.9 6.6 Other -1.6 -0.1 0.9 -0.9 -2.1 0.7 -2.0 13.5 -3.6 0.6 1.6 4.9 Total 66.9 105.1 135.6 79.9 79.4 118.0 166.1 121.5 94.4 150.6 188.4 122.5 Eliminations 0.0 -0.3 -0.3 -0.4 0.0 -0.5 0.0 -4.9 -0.2 -0.4 -0.4 -0.1 Adjusted EBITDAR 66.9 104.8 135.4 79.5 79.4 117.5 166.1 116.6 94.2 150.2 188.0 122.4 Total Guaranteed passenger fee revenue 6.4 8.8 13.3 4.9 6.6 9.2 14.5 4.4 6.8 10.3 14.7 4.2 from Ankara 4.1 4.3 5.4 2.0 4.4 4.8 6.3 1.3 4.9 5.5 6.3 0.7 from Izmir 2.3 4.5 7.9 2.9 2.2 4.5 8.2 3.1 1.9 4.8 8.3 3.4 Total Concession expense 31.8 34.8 35.5 27.3 32.6 34.0 41.1 37.1 38.8 39.3 41.3 38.8 Istanbul 31.0 31.3 30.7 29.6 29.3 29.5 32.3 32.3 31.6 32.1 32.6 32.6 Ege 2.2 2.2 2.2 2.2 2.2 2.2 2.2 2.2 Tunisia 0.3 2.9 4.0 -2.9 0.5 1.3 2.0 -2.9 0.6 1.3 2.2 1.1 Macedonia 0.5 0.6 0.9 0.6 0.6 0.7 0.8 0.6 0.6 -0.2 0.2 0.1 Medinah (33%) 0.4 3.8 5.0 3.9 3.9 4.1 2.9

*Adjusted for IFRS 11 and IFRIC 12 **Restated restrospectively due to IAS 19 26

Income Statement

(€m) 2012* 2013 Construction revenue 39.1 210.4 Total operating income 811.9 867.7 Aviation income 230.8 247.6 Ground handling income 138.0 146.5 Commission from sales of duty free goods 208.7 227.5 Catering services income 67.5 75.5 Other operating income 166.8 170.5 Construction expenditure (39.1) (210.4) Operating expenses (611.4) (625.3) Cost of catering inventory sold (24.5) (27.0) Cost of services rendered (53.5) (51.1) Personnel expenses (218.1) (223.2) Concession rent expenses (135.6) (143.4) Depreciation and amortization expense (66.4) (68.7) Other operating expenses (114.3) (111.9) Equity pick-up 26.9 33.6 Operating profit 226.6 276.0 Finance income 31.7 32.2 Finance expenses (94.3) (120.2) Profit before tax 164.0 188.0 Income tax expense (31.7) (55.3) Profit for the period Attributable to: Owners of the Company 129.2 132.9 Non-controlling interest 2.9 (0.2) Profit for the period 132.2 132.7

* Restated

27 Balance Sheet

€m 2012* 2013 ∆% €m 2012* 2013 ∆% ASSETS EQUITY Property and equipment 158 157 -1% Share capital 162 162 0% Intangible assets 23 20 -14% Share premium 220 220 0% Airport operation rights 760 930 22% Legal reserves 55 78 43% Other investments 0 0 nm Other reserves (18) (18) 0% Goodwill 136 136 0% Revaluation surplus 1 1 -26% Prepaid concession expenses 57 56 -3% Purchase of shares of entities under Trade receivables 76 58 -23% common control 40 40 0% Other non-current assets 0 2 281% Cash flow hedge reserve (96) (69) -28% Deferred tax assets 100 72 -27% Translation reserves (3) (16) 391% Equity Accounted Investees 80 92 15% Retained earnings 143 194 36% Total non-current assets 1,394 1,523 9% Total equity attributable to equity holders of the Company 505 594 18% Non-controlling interest 32 32 0% Inventories 7 8 8% Total Equity 538 626 16% Prepaid concession expenses 138 138 0% LIABILITIES Trade receivables 81 74 -9% Loans and borrowings 1,025 1,068 4% Due from related parties 52 15 -72% Reserve for employee severance indemnity 14 12 -18% Derivative financial instruments 0 1 523% Due to related parties 13 10 -20% Other receivables and current assets 21 24 15% Derivative financial instruments 166 123 -26% Cash and cash equivalents 40 98 148% Deferred income 30 24 -20% Restricted bank balances 385 382 -1% Other payables 11 11 0% Total current assets 723 739 2% Deferred tax liabilities 3 4 38%

Trade payables (0) 0 nm TOTAL ASSETS 2,118 2,262 7% Total non-current liabilities 1,262 1,251 1%

* Restated Bank overdraft 1 2 12% Loans and borrowings 213 283 33% Trade payables 37 41 11% Due to related parties 13 9 -28% Current tax liabilities 8 10 33% Other payables 27 21 -24% Provisions 7 6 -10% Deferred income 11 11 -4% Total current liabilities 318 384 20% TOTAL LIABILITIES 1,580 1,635 4%

TOTAL EQUITY AND LIABILITIES 2,118 2,262 7%

* Restated 28 Cash Flow Statement

€m 2012* 2013 ∆% €m 2012* 2013 ∆% CASH FLOWS FROM OPERATING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES Profit for the period 132 133 0% Interest received 14 11 -21% Adjustments for: Proceeds from sale of property, equipment and Amortisation of airport operation right 40 40 -1% intangible assets 2 2 -3% Depreciation of property and equipment 22 24 11% Acquisition of property and equipment -29 -31 8% Amortisation of intangible assets 4 4 3% Acquisition of non-controlling interest -80 0 nm Concession and rent expenses 136 143 6% Additions to airport operation right -39 -202 417% Provision for employee severance indemnity 3 5 106% Acquisition of intangible assets -2 -1 -21% Provision for doubtful receivables 1 1 -15% Net cash (used in) / provided from investing activities -133 -220 66% Discount on receivables and payables, net 0 0 Nm CASH FLOWS FROM FINANCING ACTIVITIES Gain on sale of property and equipment 0 -1 98% Proceeds from borrowings 195 296 52% Provision set for unused vacation 2 0 -82% Repayment of borrowings -163 -187 15% Interest income -15 -15 nm Change in restricted bank balances -293 -295 1% Interest expense on financial liabilities 85 81 nm Non-controlling interest change -1 -4 187% Reversal of insurance income 3 0 Nm Dividends paid -39 -59 49% Tax expense 32 55 75% Change in finance lease liabilities -1 1 Nm Unwinding of discount on concession receivable -15 -17 16% Net cash used in financing activities -302 -248 -18% Share of profit of equity-accounted investees, net of nm tax -27 -34 25% NET INCREASE IN CASH AND CASH EQUIVALENTS -18 58 nm Unrealised foreign exchange differences on statement CASH AND CASH EQUIVALENTS AT 1 JANUARY 56 38 -32% of financial position items 4 -5 nm Cash flows from operating activities 407 416 2% CASH AND CASH EQUIVALENTS AT 31 DECEMBER 38 96 153% Change in current trade receivables -13 8 Nm Change in non-current trade receivables 34 35 4% Change in inventories -1 -1 Nm Change in due from related parties -41 38 Nm Change in restricted bank balances 249 287 15% Change in other receivables and current assets 32 11 -65% Change in trade payables 5 4 -19% Change in due to related parties -7 -6 -7% Change in other payables and provisions -3 -19 437% Change in other long term assets 0 -1 Nm Additions to prepaid concession and rent expenses -138 -136 -1% Cash provided from operations 523 637 22% Income taxes paid -39 -37 -5% Interest paid -84 -85 1% Retirement benefits paid -2 -5 102% Dividends from equity-accounted investees 19 17 -12% Net cash provided from operating activities 417 526 26%

* Restated 29 Timeline

2011 2012 2013 Q1 Q1 Q1

• Tunisian civil unrest started • Izmir domestic operations were taken over by TAV Ege on •Compensation letter received from DHMI regarding our • TAV Latvia took over the duty free operations in Riga January 2012. Company’s concession rights in Istanbul Ataturk Airport International Airport • HAVAS had to suspend bus services in Istanbul temporarily as •Tbilisi extension project cancelled • Increased shareholding in TAV Security from 67% to 100% of 14.01.2012 due to the decision of Istanbul Metropolitan Municipality.

Q2 Q2 Q2

• Increased shareholding in TAV Urban Georgia from 66% to • Transfer of 38% of TAV Airports shares to ADP has taken •The New Istanbul Airport tender was held. TAV Airports did 76% place in May 2012 not win the tender. • Increased shareholding in TAV Batumi from 60% to 76% • First time cash dividend of €39m •Cash dividend of €59m paid. • Adjustments incurred within the context of the tax amnesty • Operations of Medinah Airport were taken over in June 2012 •Havas Europe Helsinki & Stockholm stations closed. legislation (€2.9m one-off expense) • The insurance claim on the trigen facility has finalized and •THY aircrafts are served by TGS now instead of Havas at resulted in lower than inially expected, hence insurance Bodrum and Dalaman. Havas personnel were transferred to income accrual amounting €2.7m was reversed. TGS. •TGS added SunExpress to clients served. •Gezi events took place. Q3 Q3 Q3

• Skopje Airport construction finalized •An MoU is signed to extend the Tbilisi concession for 10 years •TAV Airports’ consortium prequalified for LaGuardia Airport • BTA IDO established and the multistage takeover of the 9 months in exchange for new runway to cost $65m (MoU tender. catering operations in IDO ferries initiated cancelled in Q1 2013. No Capex) • One-off provision of c€5m (KTHY) •TAV Airports agreed to acquire the remaining 35% of Havas • THY CIP Lounge operations at Istanbul Atatürk Airport shares for €80m. International terminal ended •Holding made one off Medinah acquisition expenses (€0.2m in Q1, €0.5m in Q2, €2.0m in Q3)

Q4 Q4 Q4

• Tunisian elections took place •Transfer of acquired HavaS shares took place on October 3, •Zagreb airport taken over in December 2013 by consortium. • Increased shareholding in Havas Europe from 50% to 67% 2012. • At the end of 2013, corporate taxes in Tunisia have been • Izmir Adnan Menderes Airport International and domestic •TAV Airports signed a LOI for 15% participation in the Zagreb decreased from 30% to 25%. tender won , TAV Ege was established, €12m paid as rent Airport consortium composed of ADPM and BBI. advance •Holding made one off Medinah acquisition expenses (€0.9m in Q4, €3.7m for FY) •The Tunisian concession payable due from 2010 was decreased €3.9 million •TIBAHD paid €12.6m to TAV Airports Holding (€8.4m after eliminations) as success fee

30 Material Events in 2013

 January 8, 2013, Tbilisi New Runway In our material event disclosure dated 24.08.2012, it was announced that an agreement (“agreement”), had been made with United Airport Georgia” (“local authority”) on reconstruction of the unused runway, one of two runways at Tbilisi International Airport operated by TAV Urban Georgia LLC whose 76% shares are owned by TAV Airports Holding. It had been also disclosed that, as per the agreement, an investment of USD 65 million would be made for the re-construction of the runway and the operational rights of TAV Urban Georgia would be extended for 10 years 9 months from February 2027 to November 8, 2037 within the scope of the Build-Operate-Transfer agreement, in exchange for the reconstruction investment. However, as per the decree issued by the new government of Georgia which came to power in October 2012, it was announced that the runway construction will be administered by the local authority. The financing of the construction will be ensured by the Georgian government with the support of the Finance Ministry and Economy Ministry of Georgia and the agreement signed with TAV Urban Georgia in August 2012, when the former government was in power is mutually terminated. The operating rights of TAV Urban Georgia based on the present BOT agreement have not changed and TAV Urban Georgia’s concession will remain effective until February 2027.

 January 22, 2013, Formal Letter Received from State Airports Authority As per the lease contract between TAV Istanbul Terminal Isletmeciligi A.S. ("TAV Istanbul") and State Airports Authority ("DHMI"), TAV Istanbul has the right to operate Ataturk Airport International and Domestic Terminal Building, Parking Garage and General Aviation Terminal for 15.5 years, from 03.07.2005 00.01 hours until 02.01.2021 24.00 hours.

In the formal letter addressed to TAV Havalimanları Holding A.S. and to TAV Istanbul by DHMI dated January 22, 2013, DHMI has stated that it will fully reimburse our company for all loss of profit over the remaining period of its existing lease period that may be incurred in case that another airport is opened for operation in Istanbul before the end of the lease period of TAV Istanbul and independent companies may be consulted for the calculation of the total amount of the loss of profit.

 January 25, 2013, Board of Directors' Resolutions The Resolutions below have been reached in Board of Directors meeting of our company dated January 24th 2013:

1. to accept the resignation of Francois Paul Antoine Rubichon from Board Of Directors membership and to appoint Mr. Augustin Pascal Pierre Louis Marie DE ROMANET DE BEAUNE as a member of the Board of Directors in place of Francois Paul Antoine Rubichon, to submit to the approval of the first General Assembly. 2. Augustin Pascal Pierre Louis Marie de Romanet de Beaune, is elected as the Deputy Chairman of the Board of Directors, and Mr Pierre Georges Denis Graff will continue his duty as a member of Board Of Directors 3. to elect Mr Augustin Pascal Pierre Louis Marie de Romanet de Beaune, the Deputy Chairman and member of the Board of Directors, as the Deputy Chairman and member of Risk Assessment Committee of our Company in replacement of Mr Pierre Georges Denis Graff who has resigned from the Risk Assessment Committee of our Company; 4. to elect Mr Augustin Pascal Pierre Louis Marie de Romanet de Beaune, the Deputy Chairman and member of the Board of Directors, as the Deputy Chairman and member of the Corporate Governance Committee of our Company in replacement of Mr Francois Paul Antoine Rubichon who has resigned from the Corporate Governance Committee of our Company; 5. to elect Mr Augustin Pascal Pierre Louis Marie de Romanet de Beaune, the Deputy Chairman and member of the Board of Directors, as the Deputy Chairman and member of the Nomination Committee of our Company in replacement of Mr Pierre Georges Denis Graff who has resigned from the Nomination Committee of our Company of our Company; 6. the continuance of the memberships of all of the committee members, other than the changes specified above in the Risk Assessment Committee, the Corporate Governance Committee and the Nomination Committee of our Company; however due to the fact that Mr Augustin Pascal Pierre Louis Marie de Romanet de Beaune has been elected as the Deputy Chairman of the Corporate Governance Committee of our Company, to resolve that Mr Pierre Georges Denis Graff, who was the Deputy Chairman and member of the Corporate Governance Committee continues his duty only as a member of the Corporate Governance Committee.

31 Material Events in 2013

 Februaty 22, 2013, Distribution of dividend for the year 2012

It is unanimously resolved that this resolution to be submitted to the approval of our shareholders in the Ordinary General Assembly Meeting of our Company for the year 2012; 1. Our Company’s net profit of the fiscal year 2012 according to the independently audited consolidated financial tables prepared in accordance with “Capital Market Board Communiqué About Financial Reporting in Capital Markets Serial: XI No: 29” is TL 285.858.000 and according to the clauses of the Turkish Commercial Code and Tax Procedure Law is TL 210.848.826, 2. Profit of TL 285.858.000 of the profit after tax set forth in the consolidated financial statements will be the base for distribution of profit pursuant to the Capital Market Board Communiqué Serial IV No: 27, 3. As it is obligatory to set aside first legal reserves until the reserve amount reaches 20% of the paid in capital in accordance with Article 519 of Turkish Commercial Code, it is decided to reserve TL 10.542.441 first legal reserves for 2012, 4. It is determined that TL 276.080.645, which is reached by adding the donations in the amount of TL 765.086 made during the year to the distributable profit of TL 275.315.559 for the year 2012 according to the consolidated financial statements, shall be the base for first dividend. 5. It is decided to distribute TL 55.216.129, which corresponds to 20% of TL 276.080.645, which is considered as the base of the first dividend in accordance with “Capital Market Board Communiqué Serial IV No: 27” as cash first dividend and to distribute TL 87.712.871 as cash second dividend. a. TL 142.929.000, which is the total cash dividend amount to be distributed shall be covered by current period net profit. b. Accordingly TL 0.39 (39%) gross cash dividend per share having nominal value of TL 1 shall be distributed to our shareholders and total gross cash dividend distribution amount shall be TL 142.929.000 6. It is decided to reserve the remaining amount after deducting the dividend to be distributed in accordance with the Capital Markets Law and Turkish Commercial Law as extraordinary reserve.

 Februaty 22, 2013, Targets for 2013

Under normal circumstances our company’s targets for 2013 are as follows: - Passenger growth in Istanbul of 14 to 16 percent - Growth in total number of passengers served by TAV Airports of 15 to 18 percent - Revenue growth of 14 to 16 percent - EBITDA growth of 17 to 19 percent - Total capex of € 330 to 350 million Note: All financial targets have been adjusted to reverse the effects of IFRIC 12 and IFRS 11 in 2013 financials. Financial targets are based on the assumption that passenger targets are attained

 March 29, 2013, Appointment of Independent Auditor It has been unanimously resolved that according to the proposal of the Audit Committee, Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş (a member firm of KPMG International Cooperative) to be elected as the independent auditing company and auditor based on the principles specified by the Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and its relevant legislation in order to audit our Company’s financial statements for the year 2013 accounting period and to perform all other activities required within the scope of the relevant regulations stated in aforesaid laws and this resolution to be submitted to the approval of the General Assembly.

32 Material Events in 2013

 April 11, 2013, Amendments of the AoA The Board of Directors has resolved to apply to the Capital Markets Board to get approval for the amendments of the Articles of Association’s clauses no 2, 3, 4, 5,7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 31, 32, 33, 34, 34A, 34B, 35, 36, 37, 38, 39, 40, 41, 42 and the cancellation of the clauses no 43 and 44 as outlined in the attachment to comply with the Turkish Commercial Code.

 April 30, 2013, New Istanbul Airport Tender Our Board of Directors has decided to bid in the tender to be held on May 3, 2013 as per the tender specifications of Istanbul’s New Airport Project to be undertaken by Build-Operate- Transfer model within the framework of the procedures and principles defined by the General Directorate of State Airports Authority (DHMI) as per the law no. 3996 and cabinet decree no. 2011/1807.

 May 3, 2013, The tender result of New Istanbul Airport It has been announced that the winning bid for the tender made on May 3, 2013 as per the tender specifications of Istanbul’s New Airport Project to be undertaken by Build-Operate- Transfer model within the framework of the procedures and principles defined by the General Directorate of State Airports Authority (DHMI) as per the law no. 3996 and cabinet decree no. 2011/1807 was offered by a venture other than our company. We have not received any written notification regarding the tender result yet.

 May 6, 2013, Amendments of the AoA – Revised Amendment Draft Relating to Amendment of Articles 2, 3, 4, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 31, 32, 33, 34, 34A, 34B, 35, 36, 37, 38, 39, 40, 41 and 42 and Cancellation of Articles 43 and 44 of Articles of Association of TAV Airports Holding.

 July 29, 2013, LaGuardia Airport PQ The LGA Central Terminal Consortium, composed of Our Company, Aeroports de Paris (ADP) Management, Goldman Sachs (GS Global Infrastructure Partners II, L.P. and GS International Infrastructure Partners II, L.P.), Tutor Perini Corporation, Ove Arup & Partners PC, Kohn Pederson Fox Associates PC, Suffolk Construction Company, STV Incorporated and ADP Ingenierie, received preliminary qualification (“PQ”) to place a bid in the tender for the " Design / Build / Finance / Operate & Maintain LaGuardia Airport Central Terminal Building Replacement Project " in NYC, USA held by the Port Authority of New York and New Jersey (PANYNJ). LaGuardia International Airport served a total of 26 million passengers in 2012.

 August 23, 2013, Corporate Governance Rating The periodic revision of the Corporate Governance Rating Report has been completed by ISS Corporate Services, an international rating organization officially authorized to rate compliance with Corporate Governance Principles as set forth by the Capital Markets Board of Turkey. The Corporate Governance Rating of our Company has increased to 93.97 (9.39 out of 10) on 23.08.2013 from a rating of 92.44 (9.24 out of 10) which was assigned on 24.08.2012, owing to our strong emphasis on developing good corporate governance practices. The breakdown of the corporate governance rating of our Company by sub-categories is stated in the table below.

Sub-categories Weight Grade Assigned Shareholders 0,25 92,62 9,26 Public Disclosure and Transparency 0,35 96,59 9,65 Stakeholders 0,15 94,53 9,45 Board of Directors 0,25 91,31 9,13

 August 26, 2013, Appointment of New Board of Director The Board of Directors has resolved to appoint Mr. Edward Rodolphe Paul Arkwright as a Board Member and a Corporate Governance Committee member to replace Mr. Pierre Georges Denis Graff who has resigned from his duty with this Board Resolution. Mr. Arkwright will serve until the first General Assembly and his membership will be presented to the General Assembly for approval. 33

Material Events in 2013

 November 8, 2013, Guidance Update In our material event disclosure dated 2/22/2013 we had disclosed our financial and operational targets for 2013 under normal circumstances. We revise our revenue growth guidance to between 10 to 12 percent growth from 14 to 16 percent growth due to the depreciation of the TRL against other currencies. Our full year EBITDA guidance remains unchanged. Note: All financial targets have been adjusted to reverse the effects of IFRIC 12 and IFRS 11 in 2013 financials. Financial targets are based on the assumption that passenger targets are attained

 December 6, 2013, Takeover of Zagreb Int'l Airport In our material event disclosure dated 20.11.2012 we had disclosed that TAV Airports had signed a letter of intent to become 15% shareholder in the “Consortium” for the concession of Zagreb International Airport. The Consortium, comprising Aeroports de Paris Management, Bouygues Batiment International, Viadukt, IFC and Marguerite Fund, has taken over the operations of the airport as of December 5, 2013 and will operate the airport until April 2042. The Consortium will incur capex until end of 2016 to increase capacity from 2 million to 5 million. The capacity will eventually increase to 8 million. An Operating Service Company (OSC) has been commissioned to provide consulting services to the Consortium. The OSC, AMS Airport Management Services D.O.O. will be 60% held by Aéroports de Paris Management and 40% by TAV Airports. Detailed information on concession conditions can be found in the December Management Presentation on our investor relations website at http://ir.tav.aero.

 December 17, 2013, Appointment of Independent Auditor In its meeting, taking into consideration the opinion of the Audit Committee, the Board of Directors of our Company has resolved to nominate Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi (A member firm of Ernst & Young Global Limited), to audit our Company’s financial statements for the year 2014 accounting period and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations and to present the selection for the approval of the General Assembly of Shareholders.

 December 24, 2013, About Istanbul Sabiha Gokcen Airport Our Company has communicated its interest in the project regarding the sale by GMR Infrastructure Limited, GMR Infrastructure Overseas Limited and GMR Infrastructure (Global) Limited (the “Sellers”) of their shares in Istanbul Sabiha Gökçen Uluslararası Havalimanı Yatırım, Yapım ve İşletme A.Ş. (“ISG”) and LGM Havalimanı İşletmeleri Ticaret ve Turizm A.Ş. (“LGM”). Pursuant to the existing obligations of the Sellers, the abovementioned ISG and LGM shares are subject to various share transfer restrictions, including a right of first refusal of other shareholders of the companies. Therefore, as per the resolution dated October 25, 2013 and numbered 2013/27-A, the Board of Directors of our Company has unanimously decided to delay the disclosure of internal information within the context of Article 15 of the Communiqué No. 54, Serial VIII issued by the Capital Markets Board of Turkey, in order to prevent the proceedings from being negatively affected, to protect the legal rights and interests of our Company, and to prevent the risk of investors being misled before the project can be finalized, as well as to ensure that the confidentiality obligations we assumed within the framework of the proceedings were not breached. However, one of the existing shareholders of ISG and LGM, Malaysia Airports Holdings Berhad (“MAHB”), has declared its decision to exercise its right of first refusal through an indirectly wholly-owned subsidiary called Malaysia Airports MSC Sdn Bhd in a disclosure dated December 23, 2013 to the relevant stock exchange. In the event that it is determined that the right of first refusal notice by MAHB to the Sellers has been duly served and were to be validly exercised, our Company shall not be a party to the relevant transaction. We kindly present to the attention of our investors this timely disclosure upon the removal of the reasons for previously delaying our material event disclosure regarding this transaction.

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Concession Overview

Lease/ 2013 fee/pax fee/pax Volume Airport Type/Expire TAV Stake Scope Concession Net Debt (1) Pax(mppa) Int'l Dom. Guarantee Fee Lease US$15 $140m/yr + Istanbul Ataturk 100% Terminal 51,3 €3 No €(1)m (Jan. 2021) €2.5 (Transfer) VAT BOT 0.6m Dom. , Ankara Esenboga 100% Terminal 10,9 €15 €3 0.75m Int'l for - €84m (May 2023) 2007+%5 p.a BOT+Lease €29m starting 1.0m Int’l for Izmir A.Menderes 100% Terminal 10,2 €15 €3 from 2013 (6) €155m 2006 + %3 p.a. (Dec. 2032) Lease Gazipasa 100% Airport 0,4 €5 TL2 No $50,000+VAT(5) €16m (May 2034) BOT Tbilisi 76% Airport 1.4 US$22 US$6 No - €(1)m (Feb. 2027) BOT Batumi 76% Airport 0.2 US$12 US$7 No - €(1)m (Aug. 2027) 11-26% of BOT+Concession Monastir&Enfidha 67% Airport 3.4 €9 €1 No revenues from €344m (May 2047) 2010 to 2047 BOT+Concession €17.5 in 15% of the Skopje & Ohrid 100% Airport 1,1 Skopje, €16.2 - No gross annual €55m (March 2030) in Ohrid turnover (2) BTO+Concession Medinah 33% Airport 4.7 SAR 80 (3) - No 54.5%(4) €146m (2037) BOT+Concession €15 (7) €2.0 - €11.5m fixed Zagreb 15% Airport 2.3 €7(7) No 0.5% (2016) - 61% - (April 2042) €4 (Transfer) (2042) variable

1) As of 31 December 2013 2) 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 3) SAR 80 from both departing and arriving international pax. Pax charge will be increase as per cumulative CPI in Saudi Arabia every three years 4) The concession charge will be reduced to 27.3 % for the first two years that follow the completion of the construction. 5) 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. 6) Cash Basis

35 TAV Corporate and Shareholder Structure

TAV Airports Holding Co. Shareholder Structure

Airport Companies Service Companies (2) 8.1% (3) 8.1% Ataturk (100%) ATU (50%) (4) (1) 2.0% 38.0% (5) 3.5% Esenboga (100%) BTA (67%)

Adnan Menderes Havas (100%) (100%) (6) 40.3%

Gazipasa (100%) TGS (50%)

Shareholders Medinah (33%) Havas Europe (67%)

1. Aéroports De Paris* Tbilisi & Batumi Internationally acclaimed airport operating company with global (76%) O&M (100%) operations 2. Tepe Insaat Sanayi A.S. Turkish integrated conglomerate focused on infrastructure and Monastir & Enfidha (67%) construction IT (99%) 3. Akfen Holding A.S. Holding company operating in the infrastructure, construction, seaport, Skopje & Ohrid REIT and energy sector (100%) 4. Sera Yapi Endustrisi A.S. Focused on construction in Turkey & MENA region Security (100%) 5. Other Non-floating

Latvia (100%) 6. Other Free Float

Zagreb (15%) 36 *Through Tank ÖWA Alpha GMBH Contact IR

IR Team About TAV Airports

Nursel İLGEN, CFA  TAV Airports, the leading airport operator in Turkey, operates 12 airports: Director, Head of Investor Relations  Turkey [email protected]  Istanbul Ataturk, Tel :+90 212 463 3000 / 2122  Ankara Esenboga, Fax : +90 212 465 3100  Izmir Adnan Menderes ,  Antalya Gazipasa  Georgia  Tbilisi and Batumi  Tunisia  Monastir and Enfidha Ali Özgü CANERİ Investor Relations Manager  Macedonia [email protected]  Skopje and Ohrid Tel :+90 212 463 3000 / 2124  Saudi Arabia Fax : +90 212 465 3100  Medinah  Latvia  Riga (only commercial areas)  Croatia  Zagreb Besim MERİÇ Investor Relations Manager [email protected]  TAV Airports provides service in all areas of airport operations such as duty- Tel :+90 212 463 3000 / 2123 free, food and beverage, ground handling, IT, security and operations Fax : +90 212 465 3100 services. The Company and its subsidiaries, provided service to approximately 652 thousand flights and 84 million passengers in 2013. The Company’s shares are listed in the Borsa Istanbul since February 23, 2007, under the ticker code “TAVHL”

IR Website http://ir.tav.aero e-mail [email protected] Address TAV Airports Holding Co. Istanbul Ataturk Airport International Terminal Phone +90-212-463 3000 (x2122 – 2123 – 2124) (Besides Gate A and VIP) Twitter twitter.com/irTAV 34149 Yesilkoy, Istanbul Facebook facebook.com/irTAV 37 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 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 February 18, 2014

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