Tinexta SpA

Tinexta SpA

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Q2 FY2026 · Earnings Call TranscriptJuly 30, 2026

Josef Mastragostino

Josef: Good afternoon to all of you that joined Tinexta's first half financial results presentation. Here with me today, the Group Financial Officer Oddone Pozzi.

Oddone Pozzi

Good afternoon, everybody.

Josef Mastragostino

As usual, I will go over some highlights and updates. Oddone then will deep dive into 1H results as well as the business units' dynamics and updates, and then we will be closing with some closing remarks.

The last part of the call will be dedicated to Q&A. As a reminder, all the the recording and the necessary documentation, such as the press release as well as the presentations, are already available on the company website.

Let's turn to page 5 so we can go over some of the key group financial data. Revenues came in at 214 million, pretty much pretty much in line with previous year.

EBITDA adjusted was 34 million, with a small decline of 3% versus the prior year. EBITDA on a reported basis was 28 million.

Net profit on an adjusted basis was 2. The net financial position was 343 million versus the 240 of the fiscal year '25.

Very strong came in, in terms of cash flow results, 52 million, plus 39 versus the prior year. Even an LTM number, which we'll discuss later, was very, very strong.

Let's please turn to page 6 of the presentation so we can go over some of the key highlights. Revenues, as we said, are 214 million, pretty much flat versus the prior year, reflecting growth both in Digital Trust, which grew 3.8%, and Business Innovation business business units, growing 2.9%, which were offset, unfortunately, by Tinexta Cyber's performance, which grew which declined by 17%.

EBITDA adjusted was 33 million, dragged down by significant decrease both in the Cybersecurity and Business Innovation business lines, despite a double-digit growth instead in the Digital Trust business unit. EBITDA on a reported basis was 20 28 million.

The margin was 15.7 million when we're looking at EBITDA adjusted margin. The reported margin was 13%.

EBIT reported instead was negative 41 million. This was entirely due to ABF, but Oddone will go over the impairments in detail.

Net profit on an adjusted basis from continuing operation was 2 million, while on a reported basis it was negative 43% 43 million. Net debt we discussed, and maybe it's worthwhile mentioning that the change in the net financial debt mainly reflects the estimated value of the exercise of the call option on Bregal milestone, but this is a known fact.

Free cash flow from continuing operation again was 53 million versus the 38 million of prior year. Kudos to I think the entire finance department, because 85 million of free cash flow on an LTM basis was a great result, specifically in the last 12 months.

That was reflecting favorable net working capital dynamics. Lastly, net financial position over LTM EBITDA adjusted was 3.36 times.

In center part of this of the slide, you can see already the KPIs from, a business unit perspective. Very good top line, I would say, in terms of revenues for Digital Trust, even though it was shy of 4%.

EBITDA was much stronger at 13% growth versus prior year. EBITDA margin was at another historical high, 30.2%.

Cybersecurity instead was deeply impacted, with revenues declining 17 and EBITDA declining 59%. The margin was really mid-double mid-single digit at 5.

Business unit Business Innovation grew 3%, while EBITDA declined 36% versus the prior year. The bottom part of the of the slide instead we are recapping some of the recent events.

As you all have been aware, as of June the 10th, there was a launch of a voluntary tender offer by Zinc Bidco. By July the 22nd, the final results of the VTO, again voluntary tender offer, showed a an overall 90.34% of the share capital of Tinexta.

Relatively to the last couple of days, between July the 24th and July 29th, the offer continued to purchase Tinexta's shares, reaching a total as of July the 30th of 90.36%. I think the major takeaway here is that the consideration due to for the shares remaining will be determined by CONSOB.

You will obviously be informed by all means. Turning to page 7, I think most of these numbers have been commented and highlighted.

The revenues were flat. EBITDA declined 3%.

At this point, I will leave it to Oddone, turning to page 9 of the presentation.

Oddone Pozzi

Okay. Thank you, Josef.

Good afternoon again to everybody. Here we have the results of overall group and by business unit.

As you may have seen in the press release, we are now sharing the results of H1, while the results of Q2 has been improving compared to last year with basically same revenues, but increase about 9% over the EBITDA, following an expected trend from our side. Overall, still the revenue is flat compared to previous year.

Also, on LTM basis, we are basically flat with the end of the year. On the EBITDA, like I said, we recover a bit despite results on cybersecurity that, unfortunately, was definitely much lower than currently we expected.

Already some actions have been put in place in order to restore partially the situation by the end of the year. Digital Trust went well.

In terms of revenues, we have a growth of 4%, but in terms of EBITDA, we are up of 13.4% as we were able to handle the costs that affected negatively last year in terms of third-party costs and cloud, as we shared with the market. Here, the company is back to delivering a higher than double-digit result in first half.

Cybersecurity is facing a tough H1. The revenue are continue to go down, basically aligned to the performance of H1.

Definitely, the pressure on the market of system integration is heavily impacting the results of our division. Also in cybersecurity, despite reasonable profitability in terms of EBITDA margin, still the revenue are weaker than expected, I would say mostly driven by internal effect.

Our capability to drop cost has been there, because we left 7 million of revenue, but we drop only 2.5 million of profitability. We were able to cut quickly some costs, but not enough to restore the situation.

Definitely, the aggressive action we have taken over Q2 on costs will start to deliver back in Q3 and Q4, and we do expect to partially recover in H2, even though also for H2, we are not planning a recovery in terms of revenue as the trend in this moment is what we have seen. For Business Innovation, I would say that if we are going to take out the impact of ABF, the results of Business Innovation are finally back to a positive, let's say, growth, despite in looking at the numbers, basically we are growing the revenue, but not in terms of profitability of H1, but I will deep dive later on.

In terms of P&L, as you may see already commented in terms of EBITDA, as you can see here, we were able to drop the cost of third-party and services cost. Like I mentioned, in terms of personnel cost, we are slightly going up compared to previous year, but with a trend that is basically declining driven by the action we have put in place.

On nonrecurring costs, we are facing couple of million of costs related to the public offer. The company has been involved in many, many legal matters as well as fairness opinion for the board, for the independent board member.

This has been a burden of cost and activity for our group over the last six months that is carrying some costs. We had also some cost of layoffs here as well as some costs from consultancy in order to speed up a cost-out program here on the business unit that are facing more difficulties.

Depreciation amortization includes 34.5 million that then net of deferred tax liability went down to 31 million related to ABF business. Basically here, the trend in terms of success rate is went down to the minimum level ever, just before that France enter into a very different dynamics compared to the past where the success rate of the filing was 71%.

In H1, the success rate at the end was 24%. Definitely, we are reacting again here, in terms of cost cutting and not replacement of resources, and probably we will accelerate further.

The situation as of today is this. Financial charges overall, the cost of debt, we accounted the put and the call for the minority of Tinexta Innovation Hub and the InfoCert, but not yet we had the cash out.

Overall, the financial cost is the same, while obviously last year, we got benefit as financial income that came from the cancellation of put on Ascertia in ABF. Overall, the result has been impacted, like I mentioned before, by the depreciation from ABF.

In nonrecurring results and nonrecurring impact, it's quite detail over here. I would say the main difference compared to the past is related to ABF.

I would say no major other impact that I have not yet commented like the nonrecurring service cost that we had on the past. Net capital invested decreased compared to the end of the year.

Obviously, here we benefit, as already Josef shared with you, we had a strong organic decrease in networking capital that helped us to deliver a very strong cash generation. Despite of the overall results, it means that we further improve our DSOs down the road.

Obviously, we have amortization on top of the, let's say, depreciation of ABF. Net financial position went up as we accounted already in Q1 the potential debt for the payment of the exercise of the call over the minority of ABF.

Still, the process is ongoing, following the shareholder agreement and the contract with the minority. We do expect in the following quarters to be completely set up.

No other major point. On total shareholders' equity, obviously, here we have two two impact, definitely the main impact is related to the decrease by the estimated value of the acquisition of the shares of Bregal in Tinexta InfoCert as well as the impact of the loss of the period.

If we go on LTM basis, I would say I have nothing major to share here with you. If we jump to page 14, yes, to page 14, like I said before, we had another strong quarter in terms of cash generation, strong improvement over the previous year that was less positive than the past driven by the InfoCert that now is fully recovering.

We adapt to 52 million in 1H, and LTM basis we are up to 85 million, that is a very strong performance in term of cash generation. Page 15, you can see here that we have the test of covenant on the net financial position over the EBITDA.

As planned, we are below the 3.5, despite we are including both the debt for Intesa and for acquisition of the minority stake in Tinexta Innovation Hub from Intesa and the minority stake from Bregal. It means that the very strong cash generation allowed us to keep a well-balanced ratio and well-control financial situation.

Like I said, we have more nonrecurring free cash flow components driven by the costs that I have already mentioned. Obviously, the net financial item is a very small portion.

I would jump to the business unit in order to give you more color around our operations. InfoCert went up to 3.8% compared to previous year.

I would say that all the different legal entities performed reasonably as we expected. We had no major variances.

Finally, also Ascertia, that is not been mentioned up to now, means that went finally well. We had a strong Q2, and this is an encouraging situation.

The positive development of this activity and combine with the tight cost management control allows to jump up already above 30% at H1, while generally we will achieve this percentage at the end of the year where we are a little bit more revenue there. I think we are glad of the results, and the potential of the company is there.

CapEx has been managed accordingly to previous year, and, as you can see here, we lowered the production cost by 5%, G&A cost by 8%. We had the combination of revenue growth as well as strong action on the cost side.

Cybersecurity unfortunately is down quite significantly with the system integration activities that are from one side bringing lower contribution, from the other side, we have a range of fixed costs, I would say, immediately to the structure of the revenue. This is heavily impacting our results.

Nevertheless, we were able to basically absorb 5 out of the 7 million of revenue declined, but still many action has already put in place that will deliver a better results over the second part of the year, although we are not expecting actually a recovery in terms of revenue. If we go to Business Innovation, like I said, we are overall glad of the results delivered because unfortunately, we need to take out ABF from this picture.

ABF, we know that we have a tough situation there, mainly driven from the market, although the company is trying to address this shortfall in term of revenue. For the rest of the business, we are in a situation where finance and grants overall are improving over the previous year.

We are in the middle of the campaign for the iperammortamento. The level of incoming orders is satisfactory.

We have a challenge in front of us, but so we have a target by the end of October to collect orders. We are as of now perfectly on the trajectory, and this will help us to deliver a very strong Q4 because most of the revenue will be delivered when the investment of our customer will be finalized and put on working, and at that time, we will be able to deliver a very strong result.

We do expect to fully achieve the results of the plan, the initial plan of the business unit by the end of the year, excluding obviously what is happening relating to ABF. I think it's very important.

It's a step there. Also here, we are trying to implement a streamlining activities for which we will benefit in the second part of the year.

I leave now to Josef for the final comments and Yep.

Josef Mastragostino

Closing remarks on page 22. Following the first H financial results, the Board of Directors updated the group targets.

You can find them on this slide. Revenues are now expected to be anywhere between 0 to 2% growth versus the prior year versus the 3 to 4% growth that we had disclosed back in March in '26.

The EBITDA adjusted is now expected to grow between 2 and 4% versus the 6 and 7% that we had disclosed in March. Lastly, the net financial position over EBITDA adjusted or leverage ratio is expected to be anywhere between 3.3 to 3.4 times versus the 3.1, 3.3 times we had discussed back in March.

Oddone Pozzi

Like I said, in order to complete, basically, we do expect a good year from Digital Trust and Business Innovation, and this really key to us because they are the most important contributor of the results, both in terms of revenue and EBITDA. Unfortunately, the situation on the cybersecurity is affecting for the portion for which we are missing this result, but several actions has been put in place and will deliver full capability later on in Q4 and next year.

Net financial position EBITDA will be slightly above what planned, but not for a weakness in terms of, but for extraordinary costs we incurred already driven by the public tender and all the related activities we have. Strict management of the cash flow will be continuously in place.

Josef Mastragostino

At this point, we are done with our prepared remarks. We can please ask the operator to open the Q&A.

If there are any questions, please go ahead.

Operator

Thank you to the speakers today. We now have an opportunity for questions.

As a reminder, if you would like to ask a question, please use the raise hand function on your screen, or for those dialing in, it's star nine on your keypad. Once your name is announced, please remember to unmute your line and state your company name before asking your question.

Thank you. There are currently no questions, we will wait just a few moments to give everyone the opportunity to ask a question if they have any.

As there are no questions, I will now give the word back to the speakers for any final comments before bringing this presentation to a close. Thank you.

Josef Mastragostino

Thank you very much for your attention. If you have any questions, we're always available.

Oddone Pozzi

Thank you again, everybody.