Operator
Good morning, and welcome to the Travelzoo Second Quarter 2026 Earnings Call. Today's conference is being recorded.
The company would like to remind you that all statements made during this conference call and presented in the slides that are not statements of historical facts constitute forward-looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results could vary materially from those contained in the forward-looking statements.
Factors that could cause actual results to differ materially from those in the forward-looking statements are described in the company's Forms 10-K and 10-Q and other SEC filings. Unless required by law, the company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Please refer to the company's website for important information, including the company's earnings press release issued earlier today. An archived recording of the conference call will be made available on the company's Investor Relations website at travelzoo.com/ir.
Now it is my pleasure to turn the floor over to Travelzoo's Global CEO, Holger Bartel; its Chair, General Counsel and CEO of Jack's Flight Club, Christina Ciocca; and its Financial Controller, North America, Jeff Hoffman. Jeff will start with an overview.
Operator
Jeff Hoffman
Thank you, operator, and welcome to those of you joining us. Today, I'm stepping in for Lijun, our Chief Accounting Officer.
Please refer to the management's presentation to follow along with our prepared remarks. The presentation in PDF format is available on our Investor Relations site at travelzoo.com/ir.
Let's begin with Slide 4. Consolidated revenue was $23.2 million, down 3% year-over-year.
In constant currencies, revenue was $23.1 million. International conflicts negatively impacted all business segments.
Management considers this a temporary effect. In Q2, we continued to invest significantly in growing Club Members.
This led to a reported loss. The Q2 reported loss was $2.8 million compared to reported operating profit of $2.1 million in the prior year period.
Slide 5 explains that we decided to accelerate the shift toward recurring membership revenues by more quickly growing paying Club Members. On the right side, you see the number of Club Members has steadily increased, and we estimate further growth this year and in 2027.
Please turn to Slide 6. We are scaling member acquisition to the point where payback still occurs quickly.
On the left side, you see that the average acquisition cost of a Club Member was $62 in Q2. On the right side, you see that, even at this level, there is an attractive return on investment.
The member pays in the U.S. case here their $50 annual membership fee right at the beginning of the membership period.
Additionally, we generated an average of $15 per member in revenue from transactions in Q2. This doesn't even consider an increase in advertising revenues and future membership fees and other revenues in Q3 and future periods.
Slide 7 explains, as a reminder, that with subscription businesses, membership fee revenue is recognized ratably over the subscription period, whereas acquisition costs are expensed as marketing costs immediately when incurred. Slide 8 shows that marketing costs reduced reported quarterly EPS in the short term but are projected to drive better results in 2027 and beyond.
While marketing costs will negatively impact EPS this year, we now estimate for 2027 EPS of $1.20. On Slide 9, we break down our main categories of revenue.
Advertising and commerce revenue was $18.2 million for Q2 2026. Revenue from membership fees increased to $5 million.
Membership fees, which are more stable and predictable, are adding revenue and becoming a larger share, which we anticipate to increase further. This year, we expect them to account for over 20% of revenue.
Please turn to Slide 10. International conflicts affected revenue in all reporting segments.
On Slide 11, you can see that our reported GAAP operating margin for Q2 was negative 12%. Accelerated growth of Club Members reduces operating margin in the short term.
As the number of membership renewals, which do not have acquisition expenses, grows, operating margins are expected to become more attractive over time. Slide 12 shows that investments in Club Members of Travelzoo occur in all key markets.
Over time, we expect margins to return to previous levels or even exceed them. On Slide 13, we provide information on non-GAAP operating profit and operating loss as we believe it better explains how we evaluate financial performance.
Q2 '26 non-GAAP operating loss was $2.1 million compared to non-GAAP operating profit of $2.4 million in the prior year period. Slide 14 provides information about the items that are excluded from the calculation of non-GAAP financial information.
Please turn to Slide 15. As of June 30, 2026, consolidated cash, cash equivalents and restricted cash was $7.6 million.
Our cash balance decreased but not because of increased member acquisition. We reduced merchant payables by $2.7 million and repurchased $1.9 million of shares of our common stock.
The increase in marketing doesn't affect cash significantly. We expect our cash balances to rebound next quarter.
Now looking ahead, for Q3 2026, we expect year-over-year revenue growth. We also expect revenue growth in subsequent quarters as membership fees revenue is recognized ratably over the subscription period of 12 months and as we acquire new members and as more Legacy Members become Club Members.
Over time, we expect profitability to increase as recurring membership fees revenue will be recognized. In the short term, fluctuations in reported net income are likely.
Now I'll turn the discussion over to Holger.
Jeff Hoffman
Holger Bartel
Thank you, Jeff. We will continue to leverage Travelzoo's global reach, trusted brand and our strong relationships with top travel suppliers to negotiate more Club Offers for Club Members.
Travelzoo members are affluent, active and open to new experiences. We inspire travel enthusiasts to travel to places they never imagined they could.
Travelzoo is the must-have membership for those who love to travel as much as we do. Please turn to Slide 17.
Membership empowers travelers to live their life of a travel enthusiast to the fullest while respecting different cultures. Membership provides access to high-quality and high valuable Club Offers.
Our global team negotiates and vets them rigorously. Club Offers cannot be found anywhere else.
Membership also provides complimentary access to airport lounges worldwide in case of flight delays. In Q1 2026, we launched in partnership with Allianz, the first Travel Enthusiast Hotline.
It provides 24/7 complimentary assistance wherever you travel. Culinary journeys curated for the travel enthusiasts are coming soon.
Slide 18 shows a few of the many exclusive Club Offers that we created for Club Members during the quarter. For example, a trip to Rome at a luxury hotel with flights from the U.K.
for GBP 249 per person; a vacation in Hawaii with 3 nights at the Hilton resort, including flights, for $499. One of the hottest musicals in London right now is Paddington.
It's very difficult to get tickets, but Travelzoo Club Members who go to London and travel there, we have a deal for you, GBP 89 per person and even includes dinner. Or a fourth example, the Mexico, St.
Regis in Punta Mita, where we have an ocean view escape for 2, with butler service that saves Travelzoo members over $2,000 over the regular price. Slide 19 shows the worldwide complimentary lounge access in case of flight delays.
It is perfect for the travel enthusiasts, and it's good on any flight that you take, not only on trips that you booked with Travelzoo. Any flight that you book anywhere on an airline website or any travel agent, wherever in the world you are, you benefit from this lounge access.
Slide 20 provides information about sentiment and demographics of members. Travelzoo is loved by travel enthusiasts who are affluent, active and open to new experiences.
90% of our members state that they are open to new destinations and travel ideas. Almost 70% plan to take 2 or more international trips in 2026.
And information about their median household income shows that they have the means to do so, especially given the outstanding value of our Club Offers. Slide 22 provides an overview of management's focus.
We are working to grow the number of paying members and accelerate revenue growth by converting Legacy Members and adding new Club Members. Retain and grow our profitable advertising business from the popular Top 20 product.
Accelerate revenue growth, which drives future profits in spite of temporary lower EPS. Grow Jack's Flight Club's subscription revenue.
And launch Travelzoo META with discipline. Now Christina will provide an update on Travelzoo META and Jack's Flight Club.
Holger Bartel
Christina Ciocca
We expect the first Travelzoo META experiences to become available in Q3 2026. Access to Travelzoo META will be an exclusive benefit of Travelzoo Club Membership.
For Jack's Flight Club, to align with Travelzoo and other investment priorities, our focus is on revenue growth by growing members. I'm now handing over to the operator for questions for Jeff, Holger and me.
Christina Ciocca
Operator
Our first question comes from Theodore O'Neill from Litchfield Hills Research.
Operator
Theodore O'Neill
So Holger, if you could give us some more detail on what's happening with the advertisers and travelers? You say in the prepared remarks here that conflicts are creating uncertainty, and at the same time, at least in the U.S., we're seeing more people traveling.
So are they spending less money? Is it a reduction in purchasing power?
Or are they doing something different that causes them to spend less? What's your sense that's going on there?
Theodore O'Neill
Holger Bartel
Theo, so at the beginning of the quarter, and I would say it lasted probably in April and May, we definitely saw travelers to be more hesitant to book trips. Some were cutting back, some were changing destinations, and it just affected the sentiment among our members and also among the advertisers who became a bit more careful.
That trend already changed a bit towards June. And today, we see more people traveling, and we definitely see this sentiment decreasing, which is why we said we look at this as a temporary situation and advertising revenues increasing again in the future.
Holger Bartel
Theodore O'Neill
And while we're on the subject, what about the fires in Spain and France? Is that going to have an impact, do you think, in sort of a general way, like we're seeing here with conflicts?
Theodore O'Neill
Holger Bartel
They are very specific -- they are in very, very specific areas that are not major destinations for our members, from what I remember. I don't think we have promoted offers to these destinations.
But sure, it just makes people more aware that they have to think about where they want to travel and then just potentially change the destination where they are going to.
Holger Bartel
Operator
Our next question comes from Michael Kupinski from NOBLE Capital Markets.
Operator
Michael Kupinski
I kind of want to go back to the marketing spend. I know, obviously, it has doubled and you say that it's expected to continue over the next several quarters.
What metrics will determine when marketing investment begins to normalize? And I know that your assumption of $1.20 in EPS in 2027, how much does that assume in the delta in marketing expenses for 2027?
Michael Kupinski
Holger Bartel
So look, as Jeff explained earlier, we made a very decisive shift this quarter to invest more in marketing and acquiring members because it's the right thing to do. We spent $4.6 million in marketing this quarter, as you say, substantially more.
But on the other hand, we had more trial start this quarter than at any time since we introduced the membership. This will result in more Club Memberships going forward, in more revenue going forward.
Yes, it doesn't generate a lot of revenue this quarter because most of these members start with a trial. The trial is for $1 in the U.S.
for 30 days. So revenue will only materialize over time.
And at the same time, we have to expense the $4.6 million right away. That explains why we have this negative EPS this quarter.
But look, $4.6 million with minimal revenue this quarter, you can do the math yourself, as a tax benefit and divided by the 10.5 million outstanding shares, it's a difference in EPS of $0.40. So why would we not go for the earnings and report $0.20 and instead report a loss?
Because it's the right thing to do. We would like to shift more aggressively into memberships and into membership revenue.
Your question, what is the level? As we explained, as long as our investments provide positive ROI and a relatively quick payback, we will continue to invest at these levels.
To what level that will increase or decrease is simply determined by market conditions. But we will stay conservative.
We will not spend more than this target that we have set ourselves. But anything that we spend below that target is just the right thing to do.
It's rational, and we believe it's the right strategy for the company to shift over to a membership model more quickly and for even brighter results in 2027.
Holger Bartel
Michael Kupinski
Yes. And just to be clear, Holger, that $1.20 then is just illustrative for 2027?
Michael Kupinski
Holger Bartel
It's not a projected EPS. It's the -- as the slide says, it's the incremental difference in EPS that we are seeing.
So we see -- indeed, we see the decrease incrementally of $0.60 this year. And on the other hand, because we see the revenue coming in with no marketing expenses next year because a lot of these people will renew their memberships, we will see an incremental increase of $1.20 next year just from that investment.
Holger Bartel
Michael Kupinski
Got you. And as my follow-up question, North America experienced your largest decline in profitability.
Can you quantify how much of that decline resulted from the incremental marketing spend versus maybe weaker travel demand that you had in April and May or weaker advertising demand or even changes in conversion rates?
Michael Kupinski
Holger Bartel
We don't break it out by segment. But as you see, North America had the largest share of our marketing expense, and that's why we had the largest decrease nominally in earnings there.
Marketing investments, as I explained, they are smart. They are right things to do.
They have a larger impact on EPS than the temporary reduction of revenue that we saw in Q2.
Holger Bartel
Operator
Our next question comes from Patrick Sholl from Barrington Research.
Operator
Patrick Sholl
Just maybe some follow-up questions on the marketing investments. Can you sort of break out how you kind of classify those between, like, say, the marketing and sales expenses versus what goes into like cost of revenue?
And what are some of the kind of the drivers within that marketing investment to either secure revenue or secure membership growth or retention of members?
Patrick Sholl
Holger Bartel
Almost all of the $4.6 million in marketing expenses are targeted towards increasing the number of members. We are not spending any money on retention.
And as I said, we could have just not spent anything this quarter, we would have the same revenue, but we would have obviously a positive EPS. So the spend is not contingent on keeping the existing business going.
I think that's what your question is. The spend is really incremental to drive new members, to acquire new members and to drive the member base.
And to convert Legacy Members into Club Members, that's where we're using offers where sometimes we have a temporarily higher cost of revenue, which you also asked about. So that's why you're seeing that.
Holger Bartel
Patrick Sholl
Okay. So the acquisition cost also goes into the cost of revenue?
That's -- is that what you're saying?
Patrick Sholl
Holger Bartel
Indirectly, because some of the offers we are creating for member acquisition, offers that we then turn into Club Offers, they still are very profitable, but the way we account for them is with a certain amount of the expenses going to the cost of revenues. But they are not expenses for acquiring new members.
Sorry if that was misunderstood.
Holger Bartel
Patrick Sholl
Okay. And then just on advertising and commerce, could you maybe just sort of break out like the commerce revenue and what is sort of unrelated from Club Offers and just the overall advertising environment -- advertisers are coming back in to match that increase in traveler interest?
Patrick Sholl
Holger Bartel
Yes, it decreased in Q2, as I mentioned, but it improved throughout the quarter. We saw better results in June, and now we are seeing better -- even better results again in July.
So we are seeing more of the advertisers lifting their hesitations and also we are seeing more members book more offers and travel more than before, I would say, a quarter ago.
Holger Bartel
Operator
Our next question comes from Steve Silver from Argus Research.
Operator
Steven Silver
Holger, it sounded like you just said that there's been no marketing spending on Club Member renewals to date. So I just want to make sure I heard that correctly and just whether that means that all renewals that have come through to date have been organic and not requiring any further incentives to get members to renew.
Steven Silver
Holger Bartel
That's correct.
Holger Bartel
Steven Silver
Okay. Great.
And so I'd love to hear your thoughts on the current state of the balance sheet. Obviously, cash was lower from share repurchases and the paydown of merchant payables, but then the prepared remarks said that you expect cash to rebound in this current quarter.
So I'd just love your thoughts in terms of the current state of the balance sheet, particularly as it might relate to future share repurchases.
Steven Silver
Holger Bartel
Also correct. We would like to see the balance -- the cash balance be higher.
It's a bit too low at the end of Q2, and it will increase in Q3, and we're working on various actions to increase that cash balance. But it's important to understand that decrease is not an effect of our increased marketing spend because the marketing spend comes back quickly within a couple of months.
It was just a result of the 2 items that you quoted.
Holger Bartel
Operator
Our last question comes from Ed Woo from Ascendiant Capital.
Operator
Edward Woo
My question is, the margins on your Club Members, is it -- how profitable is it? And as you start to add more benefits such as the club access for delayed flights and other benefits, is that going to impact your margin for Club Members?
Edward Woo
Holger Bartel
The major expense for Club Members -- I mean, not all Club Members are acquired via paid marketing, of course. We also have Legacy Members that convert.
We have also new Club Members that come because word of mouth. The only major expense is really at the beginning for the ones we pay for the member acquisition cost.
When renewal comes up, there's no cost associated with it, so it becomes very profitable. Indeed, it becomes incrementally profitable, close to 100%.
The benefits that we have picked and that we are offering to Club Members have been selected very carefully. They are very much loved by the members, but the expense for them is relatively low compared to the value that the members see in them.
So yes, it is an expense, but it's not a substantial expense.
Holger Bartel
Edward Woo
Great. And then my last question is, in terms of Club Members, do you find that the Club Members in Europe have a similar profile to the Club Members in North America in terms of either income, ability to travel and also renew and sign-up rates?
Edward Woo
Holger Bartel
Yes, absolutely. The common theme is that they all love to travel.
That's why we call ourselves travel enthusiasts. There's no difference there.
In general, I would say the only difference you see between Europe and the U.S. is that people in Europe have more vacations.
So their trips are a bit longer. They spend less per day.
Americans, on the other hand, when they travel, they like to splurge. So the most successful offers and the most sought-after offers in the U.S.
and Canada are offers at 5-star hotels. So that shows us that the income levels in the U.S.
are very much supporting these high-end offers like the St. Regis that I spoke about earlier.
Holger Bartel
Operator
Okay. This concludes the Q&A portion of today's call.
I would like to turn the call back over to Mr. Holger Bartel for closing remarks.
Operator
Holger Bartel
Thank you, everyone. Dear investors, we thank you for your time and support, and we look forward to speaking with you again next quarter.
Have a great day.
Holger Bartel
Operator
This concludes Travelzoo's Second Quarter 2026 Earnings Call and Webcast. You may now disconnect your lines at this time, and have a wonderful day.
Operator
Operator
Ladies and gentlemen, welcome to the Mercialys presentation regarding its 2026 Half Year Results. It will be structured in two parts.
First, a presentation by Mercialys management team, represented by Mr. Vincent Ravat, Group CEO.
Afterwards, there will be a Q&A session during which you can ask oral questions through your computer or by joining the conference call. I will now hand over to Mr.
Vincent Ravat. Sir, please go ahead.
Operator
Vincent Ravat
Good morning, everyone. Thank you for joining us this morning.
I'm pleased to present our 2026 half year results. We have, across the semester, delivered a very strong performance in an environment that remains volatile.
Our performance combines organic growth, financial discipline, balance sheet strength and the acceleration of value creation drivers. Over the next slides, I will show you why we see this momentum as structural for us.
This presentation will follow 3 chapters: first, the resilience and growth of the past semester; second, the Shop Park levers that fuel it; and third, how it all converts into financial performance. Let me open the first part of our presentation.
We are demonstrating that our growth endures, even as the macroeconomic backdrop stays turbulent. Over time, we have constantly refocused our portfolio on accessible, convenient and value-oriented formats that households tend to turn to.
That is what feeds our current footfall and retailer sales growth, our occupancy, and ultimately, our rental income. It all shows in our half year indicators, as shown on Page 4.
All our major metrics are moving upwards this semester. Our net organic rent growth is up plus 2.9%.
Our total net rental income are up plus 4.5%. Our EBITDA is up plus 4.8%, with an EBITDA margin up 70 basis points at 82.7%.
That leads our recurring net income to increase by plus 4.1% or plus 3.9% per share. Meanwhile, our portfolio value is rising plus 4.6% on a like-for-like basis.
This contributes to our LTV staying firmly under control at 41.9%, down 10 basis points over a year. All in all, we continue to create value while maintaining a sound balance sheet, and these strong indicators set the tone for the full year perspectives.
On Slide 5, our guidance upgrade illustrates the confidence we have for our full year trajectory. We are raising our 2026 target for recurring net income to between EUR 1.3 and EUR 1.32 per share from at least EUR 1.29 that we had set back in February.
We are also raising, consequently, our 2026 dividend guidance to at least EUR 1.02 per share. On Page 6, we see the translation of our overall performance for our shareholders.
Our total shareholder return reached nearly 15% over the last 6 months. It was supported by the dividend of EUR 1 per share paid fully in May 2026, but also by our positive stock price evolution for the first 6 months of the year.
In a sector where the cost of capital remains highly observed, this combination of yield and stock growth should be perceived as a positive marker. We come to Slide 7, which details a key part of our operational performance.
The growth in footfall and sales of our retailers confirms the attractiveness of our indoor/outdoor shop park model. Our footfall increased sharply by plus 4.5%, and the momentum continued even stronger at the end of the semester, with a plus 6.5% from 1st of June to the 15th of July.
We outperformed largely the national benchmark index, respectively by plus 370 basis points and plus 280 basis points for footfall and retailer sales. The transformations we are carrying out in Brest, Nimes, Aix, Marseille and Niort are contributing positively, and their positive effect should strengthen further while they last.
Our assets are not that subject to the current lukewarm consumption market that we see through the lenses of the national benchmark year-to-date that I just described. Our portfolio continues to gain market share, both in terms of traffic and in terms of sales.
On Slide 8, I would like to put our performance in the general context of the consumption in France. French consumption remains mildly affected by inflation, but we see 2 strong buffers that are working in favor of a gradual improvement.
Firstly, the high level of household savings illustrated on the left of the slide that consumers have started to tap into. And secondly, the substantial level of social transfer illustrated in the bar chart on the right.
For Mercialys, both should be additional background supports in the medium term. It should especially be the case for us because our assets meet the current needs of consumers, proximity, accessibility, and above all, price accessibility, as we will see further ahead.
Slide 9 highlights our organic growth engine. Our plus 2.9% organic growth in net rents was driven by a very dynamic commercial effort.
It was also driven by a gradually improving rental reversion of plus 2.3% captured on our portfolio. Meanwhile, indexation has slowed significantly down to only plus 0.1% over the semester from, you remember, above 2% 6 months ago.
An important point to highlight is that even when indexation is less supportive, we keep finding growth via the quality of our leasing team and in the sheer demand for our location, helped by low OCRs. But inflation could be back sooner than anticipated.
And as we see on projection on the graph on the right-hand side of the slide, should inflation go up towards 2% from 2027 onwards, as it is projected by Banque de France, indexation would once again become an additional tailwind for organic growth further ahead. Arriving at Slide 10, the plus 24% of relating signs signed in the first half of the year compared to H1 2025 confirm the depth of the demand that I just outlined.
Financial vacancy is close to our historically lowest levels, while our occupancy cost ratio remains stable at one of the lowest level among our peers. Besides, not stated here, but worth noting, our collection rate is up 50 basis points at 97.2% year-on-year.
In other words, our rental growth is not achieved at the cost of the weakening of our retailers' P&L and solvency. It is based on a sustainable sales rental combination dynamics.
Slide 11 details the likely upcoming favorable regulatory tailwind for physical retail that we expect. The European Union and France, in particular, are gradually implementing measures that aim at leveling the playing field for physical retailers.
Indeed, a range of duties and processing fees on small parcel shipment from outside the EU have already started to increase the real cost of these models, especially for the ultra-fast fashion e-commerce pure players. For physical retailers, this should work as a structural support aimed at reinstating some of their competitiveness.
To conclude this first part, Slide 12 shows that we have a continuous commitment on ESG that can also act as a financial lever. Our decarbonization trajectory, portfolio certification and transparency strengthen our company and portfolio quality and positive image.
As a reminder, we have already achieved 57% reduction in Scope 1 and 2 emissions on a trajectory leading us towards carbon neutrality, 95% of our portfolio value is certified BREEAM In-Use and we receive regular recognition in terms of ISR, the latest being an all categories award for our first place among SBF 120 listed companies for the quality and the transparency of our financial and extra financial reporting. We open the second part with Slide 13.
Having shown the resilience and growth of the first half, I will now detail the operational levers that fuel this performance. On slide 14, we show our shop park model is proving its commercial efficiency.
As you already know, the shop park roadmap is structured around 8 guiding principles detailed on the left. On the right of the slide, we see that with around EUR 1,300 in turnover per square meter generated per million visitors per year, shop park assets outperform the European benchmarks on that metric.
This measure of revenue productivity is, according to us, a very interesting and telling indicator. It shows that our model converts traffic into sales at a very high rate, much higher than other asset formats.
Reason for that being that footfall and sales to CapEx efficiency has always been central to our approach. Slide 15 links our real estate strategy to current demographic dynamics, as we have explained in previous presentations.
We deliberately focused our portfolio in regions that benefit from favorable population trends and higher economic growth, with a bonus boost from senior population spending power. This gives us a genuine competitive advantage being in resilient catchment areas that are typically less volatile and better performing than the country's average.
We also capture this way the economic depth of France's regional territories, where competition for prime retail space is far lower than in large international metropolis. In Slide 16, we highlight our belief that seniors are a major under-leveraged growth driver in the retail real estate sector.
The over 65s already represent about 22% of the French and European Union population. That is 15 million consumers just in France.
They have structurally higher purchasing power than the average consumer. They are more physically store-oriented than the rest of the consumers.
We see on the right, 137 store visits a year for the plus 65 against 94 for the 24 to 35 years old with no children. And those consumers are also more loyal and are attached to trusted brands for their spending.
It is a profile that is perfectly compatible with our shop park model, proximity, ease of access, choice among well-known top-of-mind brands. We believe this is not a marginal trend.
It will be a long-term demographic driver needing to be properly addressed like we are doing. Slide 17 shows how we turn today's consumer environment into an opportunity.
We see on the survey results, detailed on the left of the slide, that consumers are comparing more and hunting for the best value for money. There is not one single question in this very recent survey where price does not come on top.
At Mercialys, we meet that demand head-on with an everyday low price proposition. More than 75% of our tenants already offer value-oriented ranges all year round, and we are targeting 90% of EDLP, as we call them, brands across our portfolio soon.
Slide 18 focuses on how this translates into our leasing. We signed 97 leases in the first half of 2026, with a deliberate effort to tilt our mix towards consumers' preferred names, wider choice and attractive price positioning.
We are also gradually approaching our strategic objectives of higher diversification of our commercial risks, being no consumer segment at more than 15% of our rents and no brand at more than 3% of our rental income. This diversification is particularly focused on textile retailers, as everybody has already acknowledged that the personal item segment is a maturing one.
It is facing heavy competition from e-commerce, the second-hand market and from network rationalization. This is an evolution that we anticipated rather than one we are enduring, as shown on Slide 19.
Indeed, over the last 6 months, 90% of the square meters concerned with textile retailers' failure on our portfolio have already been relet, 20% of them to brands outside the personal items segment. This reletting momentum is the clearest evidence that we can rotate our tenant mix faster than the market natural movement.
Transformation on our portfolio is one of the drivers of our growth. Slide 20 sets out our pipeline roadmap.
We plan more than EUR 100 million of CapEx over '26, '28, followed by around EUR 200 million over '29, '31. We have a minimum IRR hurdle of 10% for any of our projects.
Importantly, we will continue to have a controlled progressive activation of this pipeline within a strict balance sheet discipline. Let's turn to Slide 21 with some illustrations of this pipeline with Marseille and Nimes.
In Nimes, our current ongoing transformation is meant to improve the customer journey and differentiates our mix. Primark is yet to open, but our asset management efforts are already visible and generating plus 15% footfall in the first half of 2026 versus 2025 with zero current vacancy on this asset.
In Marseille, we are restructuring a large hypermarket space into a more relevant proposition with around 80% already pre-let and a total value creation potential of plus 10%. This includes a new hypermarket operator, which we have signed on terms already and several other units, of which one MSU that was actually signed yesterday.
These 2 examples show that we know how to turn existing assets into growth platform. Slide 22 continues with our ongoing projects in Grenoble and Saint-Andre on the Reunion Island.
In Grenoble, we are replacing a closed shopping mall with a more efficient indoor/outdoor format. Just like for Marseille, there is a temporary downside on top line until rents of new tenants kick in fully in 2028.
We currently have a 90% pre-letting. We expect to generate 20% additional net rents on this asset.
In Saint-Andre, we benefit for this retail park development from a dense catchment area with low local competition. Our project is more than 90% pre-let, up 10 points from 6 months ago.
We expect a yield above 9%. On Slide 23, we turn to our external growth.
It will remain highly selective and disciplined. Our acquisition of the Toulouse retail park in the first half perfectly illustrates our main criteria: prime asset, limited vacancy or potential for occupancy improvement, a mix that can be aligned with our everyday low price positioning and an attractive yield.
Looking ahead, we are clear about our investment criteria. Quality takes precedence with headline return and earnings accretion just after in terms of priority.
We grow only when it creates value, both financially and operationally. We expect to be net buyer over the coming semester with some asset rotation on the menu as well in order to stay in line with our financial discipline of maintaining our BBB rating.
We open the third part with Slide 24. Having covered the operational and strategic levers, let me turn now to their financial translations.
Slide 25 shows the momentum around our top line revenues. Invoiced gross rents are up plus 3.8% at EUR 91.9 million and gross rental income reached EUR 92.2 million for the semester, while net rents are up plus 4.5% over the same period.
It is driven by an organic growth of plus 2.9% in net rents. You will note that the temporary and favorable effect was linked to the ongoing restructuring of the Brest and Niort site affecting our top line.
The full completion and the new rents of which will only take effect in 2027. Additionally, as explained in the pipeline section, we have started restructuring the Marseille Plan de Campagne hypermarket with several effect on gross rents to be underlined.
One, the lease breaks with Intermarche, against which we received an indemnity. Two, the associated loss of rent over the period.
Three, the reletting of this unit and the progressing, kicking in of positive effects on top line in S2, 2027. Overall, several tailing effects for lasting upward performance with a normalized top line not to be expected before 2028.
On Slide 26, artificial intelligence starts to become a measurable lever for us as well. We are moving from roadmap to first concrete gains.
We now have 10 automated structural processes with annualized savings equal to around 1% of our G&A, excluding HR costs. AI agents are deployed on rental management and retailer relations.
AI allows for 20x faster access to asset and tenant data than before. AI will be a lever for operational efficiency and scalability.
We have a medium-term target of 5% of our OpEx in savings. Slide 27 lets you read our operational performance straight through to our account's bottom line.
Our EBITDA comes to EUR 76.2 million, up plus 4.8% compared with the first half of 2025. Our EBITDA margin improved by 70 bps to 82.7%, benefiting from the increase in rents and cost discipline.
Our cost discipline is also reflected in the improvement of our EPRA cost ratio, down 70 bps over 12 months. Our net recurrent earnings come to EUR 64.1 million, up 4.1% year-over-year.
At EUR 69 per share, it translates into a growth of plus 3.9% only per share, related to a temporary increase in the average number of shares due to our liquidity program. You can see that our NRI growth is achieved despite the rise in our financial expenses that are up EUR 4.9 million.
They are related to the normalization of the company's average cost of debt. Slide 28 addresses our portfolio value.
At the end of June, it comes to EUR 3.06 billion, including transfer taxes. It is up plus 0.7% over 6 months and plus 4.6% over 12 months on a current basis.
Over 12 months, this increase combines a rent effect of plus 1.3%, a yield effect of plus 2.5% and a scope effect of plus 0.8%. Over the half year, rental growth at plus 0.5% has a scope effect of plus 0.8%, offset a slight pressure on yields of minus 0.6%.
Our average appraisal yield rates comes to 6.63%, virtually stable compared with the end of 2025. Value creation shows through in our EPRA net asset values, as shown on Slide 29.
Our EPRA NAV indicators are up over 12 months. EPRA NTA is up plus 3.8%, EPRA NRV up plus 4.3% and EPRA NDV up plus 4.4%.
The increase in NTA to EUR 16.23 per share is supported by net recurrent earnings and the revaluation of assets, despite the payment of EUR 1 per share dividend on May 6, which mechanically reduces the 6 months indicators. We are now at Slide 30 to address our financial structure that remains very solid.
Our net debt stands at EUR 1.2 billion, with an average cost of bond debt of 3.2% and an average maturity of 3.8 years. No repayments are due before the EUR 150 million bond of November 2027.
Our loan-to-value ratio comes to 41.9%, is the ratio including transfer taxes and the financial lease from the Saint-Genis acquisition. It is improving by 10 bps over 12 months, and it is up over the semester because of the full dividend payment in first half, as I just mentioned for the NAV.
Our ICR stands at 4.1x and our net debt to EBITDA ratio at 8.5x. These ratios leave a room relative to the covenants, which are of an LTV below 55%, excluding transfer tax and an ICR above 2x.
Our Standard & Poor's BBB stable outlook rating was last reaffirmed on October 17 last year. To conclude, Slide 31 brings together the pillars of our sustainable value creation that I just described.
We have a refocused portfolio, record occupancy, a reservoir of reversion and retail outperformance. We are closing a very strong first half with enhanced visibility, activated growth levers still ahead of us and an asset-light model that will be reinforced by AI.
That is why we are confident in raising our ambitions for the full year. At last, important information before I conclude.
As of the 2026 financial year, to facilitate intra-sector benchmarking for our investors and analysts, we now account for our investment properties at fair value instead of amortized cost. You will see how it translates in our first half financial report that was published yesterday.
Thank you very much for listening. I'm now happy to take your questions.
Vincent Ravat
Operator
The next question comes from Florent Laroche-Joubert from ODDO BHF. Please go ahead.
Operator
Florent Laroche-Joubert
I would have 3 questions, if I may, and I propose you to ask them one by one. My first question will be maybe to come back to the Slide 25.
Would it be possible to have more colors on your organic growth, excluding indexation? Because I think it's quite significant, and it could be good to understand better how you have been able to build that.
Florent Laroche-Joubert
Vincent Ravat
Florent, for organic growth, there are quite a few factors that have played actively and positively. The first factor, as mentioned, is that we had important negative impact from liquidations of retailer at the end of last year that we have quickly relet with also some immediate effect from temporary relettings that have weighed positively on that organic growth.
We had, as you saw, a very strong second trimester where we had contribution that was very positive from casual leasing operation additional revenues. We also had positive effects on additional rents coming from variable part of the leasing.
So if you compare that on long-term basis, and then we've always said that the first quarter, because there are some specific impacts on a quarter that's very tiny in terms of length of time. If you look at long-term trends, I think we were on a trend over 12 months at the end of the first trimester that was above 2%.
That has slightly improved, but it's still the long-term trend that we are on at the end of the semester.
Vincent Ravat
Florent Laroche-Joubert
Okay. Yes, my second question would be on your projects for acquisition.
We understand that you have the ambition to be a net buyer in the coming semester, notably maybe to initiate some acquisition in H2. So would it be possible maybe to have more colors about maybe the type of assets that you are looking for?
Maybe the volume of acquisitions that you ambition to do. And in terms of location, is it located only in France or are you looking in some other countries?
Florent Laroche-Joubert
Vincent Ravat
We are on the same path we described at the beginning of the year, both in terms of net quantum and in terms of type and quality of assets. The net quantum, we always said, was something around EUR 70 million, of which we have already spent around EUR 20 million.
We also have, as I mentioned, potential for disposal that could help us make more acquisition and balance them with some disposals so that we maintain healthy LTV and other debt ratios. We are still focused in France on regions that we described over and over as allowing us or giving us more possibility for growth.
So we focus on that regions. We have also started, as I mentioned, in February, to look outside France.
But for the moment, there is nothing specific planned.
Vincent Ravat
Florent Laroche-Joubert
Okay. And maybe my third question would be on your development pipeline.
So you have presented a significant number of projects, but would it be possible maybe to have maybe more colors in terms of CapEx by project, in terms of general cost? I don't know if in your reports there is a table with your development pipeline with all these details.
Florent Laroche-Joubert
Vincent Ravat
As mentioned, our development pipeline has a very important quality, is that we are able to activate and stop rather quickly any type of project. For the part that's shown as the 2026 to 2028, around EUR 100 million, this is what we are currently working on, and you can allow and spread that over the three years.
So count EUR 30 million for 2026, EUR 30 million for 2027 and EUR 30 million for 2028. If you add that up to the external growth, EUR 70 million plus EUR 30 million, you had about EUR 100 million investment that we had announced back in February.
So we are on that path and delivering.
Vincent Ravat
Operator
The next question comes from Legrand Benjamin from Kepler Cheuvreux.
Operator
Benjamin Legrand
Just 2 questions from my side. The first one is regarding the footfall, which is increasing quite importantly over H1.
I was just wondering if there was anything specific related to that growth, especially that we are in France. If you could give a bit more color regarding this, that would be interesting.
And then the second point is regarding the guidance uplift. If I'm reading the numbers, it seems that you've got a few one-offs and notably a reversal of provisions.
And I'm just wondering if the guidance uplift is related to those one-offs or if it's really the operational performance that is driving you to upgrade the guidance?
Benjamin Legrand
Vincent Ravat
In terms of footfall, I think what's interesting in this first semester is that over the past few years, retail parks have been the craze among investors with something that was not taken into account is the fact that climate changes can affect the way a consumer behaves. And the consumers have realized in the semester trimester, and it shows in the media, we have a lot of requests for interviews about that subject, that the consumers are turning back to formats of shopping centers that are both indoor and outdoor.
They don't want outdoor only, it's too hot. They don't want indoor only because sometimes it gets milder.
They want something that's in between. And our shop park model is exactly that.
A combination of indoor and outdoor format that we have built taking into account potential effect of climate change because we were exposed early to it. As you know, our geographic focus has been a lot in the south part of France, where we have felt those effects before.
And so it pays off. Right now what we see is that our shop parks are becoming the new place of the villages, if I can call them so.
I think it's France Info, the national radio, that was calling them that way. And we have seen like an increasingly strong activity related to that, that positively translated in our numbers.
After -- another positive effect, as I described, as being the transformation work that we carried on some assets with a boost in terms of footfall, I mentioned Aix, I mentioned Nimes, I mentioned La Valentine. All those centers are seeing positive trends, and the wind blows in their back.
Those trends will last and they will carry increasing take-up of market share for us locally. So these are the factors that explain those very interesting numbers.
In terms of guidance uplift and your comment, we had indeed in the first semester, a positive unwinding of some litigation leading to a provision reversal in the first half. They are in good part related to the progressive extinction of risks and litigation associated with the unwinding of operations related to Groupe Casino that we had provisions.
I think you were among the analysts pointing to some time ago the risk associated to Casino. Our team is working and have been working to unwind that risk.
Sometimes it leads to litigation. It's unwinding now and it's very positive for the company as it clears the risk ahead.
At this stage, we do not expect further significant effect in the second semester. But by nature, we cannot forecast it.
We don't know as they are related to litigation. Therefore, to answer your question, in no way are we making any bets on provisions to revise our guidance.
We cannot. It could be also a negative provision in the second semester.
We have very positive broad-based recurrent indicators that support those revised targets, and that's on those indicators that we have revised the guidance, not on unwinding of litigations.
Vincent Ravat
Benjamin Legrand
But just to make sure I fully understand, when you had your guidance in the first place, that was not forecasted either. So the EUR 2 million additional one-off that you now recognized was not in your initial guidance.
Just to make sure I understand fully. You did not forecast that.
Benjamin Legrand
Vincent Ravat
We didn't know, otherwise there would not be provision. So we had the guidance of at least EUR 1.29.
We are revising according to the flow, but they are mostly based on strong indicators. We could have, like we had in other years, negative provisions in the second semester.
This is not, like I said, the basis on the guidance revision.
Vincent Ravat
Operator
The next question comes from Stephanie Dossmann from Jefferies.
Operator
Stephanie Dossmann
Maybe a follow-up first on the question of Benjamin. To put it in other words, without this reversal, would you have raised your guidance?
This is my first question.
Stephanie Dossmann
Vincent Ravat
Yes.
Vincent Ravat
Stephanie Dossmann
Okay. Fair enough.
The second question relates again to this kind of one-off this semester, the indemnity fee. I am struggling to understand how it works.
You stated EUR 5.5 million indemnity fee in total, which is spread over, let's say, 6 months. But it relates to the rents paid by or that Intermarche should have paid from January '26 to June '27.
So first, is this correct? And does that mean that it is not an indemnity, but it is only the real amount -- the total amount of rents for this period from January '26 to June '27?
Stephanie Dossmann
Vincent Ravat
Yes.
Vincent Ravat
Stephanie Dossmann
Okay. So it doesn't come on top of the rent.
So it's something like a one-off of EUR 1.9 million for this year and a potential loss if you are not reletting the space. But what I understand is that you have plans to replace Intermarche.
At the end of the day, is it EUR 1.9 million one-off for this year?
Stephanie Dossmann
Vincent Ravat
Consider it as a replacement and a smoothing effect from the job that we have to carry to insulate our shareholders in terms of bottom line from effect of restructuring. You had, and the other analyst as well, identified some time ago the risk related to the restructuring of hypermarkets.
We told you there was both an opportunity to restructure our assets to something that was more adapted to consumption trends. And there was also a risk of execution with potential dips in our top line that we needed to look to address.
And we've had consecutively, and this is probably why you have difficulties to reconcile that during the first semester of both 2025 and the first semester of 2026, 4 major operations of these types, Brest, Niort, Plan de Campagne and Grenoble that I described in the pipeline. They create distorting effects both ups and downs due to their timing.
And because they imply, first, positive indemnities from departing tenant, which we have negotiated and we cannot disclose fully because they are linked to legal documents that prevent us from doing this apart from disclosing them in our accounts, loss of passing rent during the restructuring period which you are talking about, and new forward rent with upside, which I described also in the pipeline, when the new retail merchandising mix is fully in place. The difficulty I realize for you is that these operations are overlapping each other with scissor effect on our P&L.
And we try to give you the most visibility, but consider that the visibility we want to give you is visibility on both the trajectory of a top line, and that trajectory is growth. And visibility on the trajectory on that bottom line, which we have also stated in the first -- in February over our 3 years, and that trajectory is also growth path.
And then it's our job to do the recipe to address risk, restructuring and adapt our portfolio so that we can stay on those trajectories. So count on us.
And the teams are doing very positive jobs, and it shows in our numbers.
Vincent Ravat
Stephanie Dossmann
For sure. And my last question would be on the renewals and relettings.
You said that you had a double-digit increase in your reletting this half year. And I was wondering how much of your annual rent base is it in H1?
And actually, how much is the contribution of those in the 2.2% like-for-like rental growth above indexation?
Stephanie Dossmann
Vincent Ravat
I don't have the numbers in hand, not now with me. I propose that we pass you those detail afterwards, if you may.
Vincent Ravat
Operator
The next question comes from [ Tom Berry ] from Green Street. Please go ahead.
Operator
Tom Berry
So at the full year results Q&A, you mentioned that the Board had discussed a share buyback given the discount. Has that moved forward in any way or has capital allocation shifted more towards the acquisition pipeline that you flagged?
And then related to that, would you consider raising equity to fund and deleverage for the right deals? And what yield on cost do you underwrite on those new acquisitions?
Tom Berry
Vincent Ravat
Thank you for your question, Tom. We have regular conversations at the Board about our capital structure and allocation.
We look at all possible measures. There are no new specific developments that I can comment on that are not addressed in the presentation.
Yes, all those subjects are always discussed as options by the Board and will be activated if and when necessary. For the moment, I have no announcement to make on that.
Vincent Ravat
Tom Berry
And is there anything on the yield on costs that you guys look at for new acquisitions? I know you said the unlevered IRR of 10%.
Tom Berry
Vincent Ravat
Yes, this is always a consideration. We trade at multiples of our net recurrent earnings that are quite elevated, that makes it more difficult for us to buy quality assets that are relative or accretive in terms of earnings per share.
That makes our job complicated until the market gives us some release by buying more of the stocks and bringing those multiples down. But we accept that, we've been delivering on that and we are confident that we can continue to deliver same way.
Vincent Ravat
Operator
There are no more questions at this time. So I hand the conference back to the speakers for any closing comments.
Operator
Vincent Ravat
Thank you very much, everyone. And we remain at your disposal for any further questions, and Stephanie will get back to you.
Thank you. Have a great day.