Tinexta S.p.A. (BIT:TNXT)
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May 7, 2026, 5:35 PM CET
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Earnings Call: Q2 2025

Jul 31, 2025

Operator

The Courseco conference operator. Welcome and thank you for joining the Tinexta Group consolidated results at the 30th of June 2025 presentation. As a reminder, all participants are in listen-only mode. After the presentation, there will be an opportunity to ask questions. Should anyone need assistance during the conference call, they may signal an operator by pressing star and zero on their telephone. At this time, I would like to turn the conference over to Mr. Joseph Mastragostino, Chief Investor Relations Officer. Please go ahead, sir.

Joseph Mastragostino
Chief Investor Relations Officer, Tinexta

Good afternoon and good morning to those joining from abroad. Thank you for joining Tinexta's 2025 first half results presentation. Antonio O’Donnell will be joining us in a few minutes, but in the meantime, I will kick it off. As a reminder, all the remaining and all the relevant documentation of the first half 2025 results can be downloaded from our company website in the Investor Relations section. For the purpose of this call, I will cover the key strategic items of the call, and then we will go over the first half 2025 results from the financial point of view, as well as the business unit's performances, providing you with a deep dive.

The last part of the call will be dedicated to Q&A, and as a reminder, a recording of this conference call will also be available on our company website, and it will be posted upon completion of this call. At this point, I will kick it off by turning to page five of the presentation, which you can find, as we said, on the Investor Relations section of the company website. Let's go over some key group plans of data. In particular, as of the 30th of June 2025, revenues were up 16% versus prior year, growing double digits versus the prior year. Interesting is also the growth in terms of adjusted EBITDA, which came in short of a million from EUR 40 million. It came in at EUR 39 million, to be exact, growing 13% versus the prior year.

EBITDA on a reported basis was EUR 33 million, growing 29% versus prior year, following the considerable low number of one-offs and non-occurring. The net profit on an adjusted basis came in at EUR 8 million. The net financial position was strongly improving versus the fiscal year 2024 number by coming in at over EUR 300 million. I think it's worthy of mentioning that the free cash flow on an adjusted basis was very strong, growing 86% versus the prior year and reaching almost EUR 50 million in the first half of 2025. We will discuss more deeply on the components of free cash flow later in the financial supplement presentation. Turning to page six, we're highlighting that first-week results came in double digits in terms of growth, with an expected acceleration in the second half.

Let's deep dive directly on adjusted EBITDA, which, as you said, came in at EUR 39 million, growing 13%, and that performance was mainly driven by the growth in cybersecurity with the integration of Tinexta Defense, which is performing very well. Axios's contribution in the digital trust area is still light, expected to come in in the latter part of the year, or more precisely at the end of the year. In terms of business innovation and ETFs, the performance is still lagging given the persistent macroeconomic uncertainty. In terms of BI, in particular in Italy, we're still witnessing some general delays in corporate finance in Italy, but we're due to recover in the second age, given the very strong pipeline. EBITDA on a reported basis was $33 million, growing 29%. As we said, driven by lower one-offs and non-occurring.

Adjusted EBITDA margin was just shy under the prior year at 17%, and the EBITDA reported margin was higher at 14% versus the 12.6% of the prior year. EBIT on a reported basis was - $19 million due to some impairment of goodwill related to acquisitions, which we will detail later, and they're also available on our financial statements report. Adjusted EBITDA was $18.3 million. Net profit adjusted was $8.4 million, while net profit on a reported basis was - $7.5 million. Again, we will see what is moving, going down the channel, and Antonio will go down on the financial statements section. Net financial position, again, $300 million. The decrease in the net financial position in the first semester is attributable to the increase of the free cash flow and the positive adjustments from put adjustments that we recorded during the first half.

Adjusted free cash flow was $48 million, and one-week cash generation was driven by payable networking capital dynamics, decreased in CapEx as we had anticipated back in March, and lower cash taxes. Net financial position over LCM adjusted EBITDA was 2.6 x versus the 2.79 on the pro forma basis on December 31st, 2024. A brief highlight on the business here. Digital trust grew around 5% on the top line. Cloud is still partially positive, 1.5% growth in EBITDA. Margin is still attractive at 28%. Cybersecurity, very strong growth, 46% versus prior year on the revenue base, and EBITDA was over 130%. Margin is strong at 14%. BI sees a growth in terms of revenue, while we see a decline in terms of EBITDA, and we will discuss that later.

In terms of recent events and updates, we highlight that there was a transfer of DefenseTech shareholders' equity into Tinexta Defense Holdings by StarLife. This is basically just a corporate governance aspect that we can see. There was, very importantly, the exercise of the call option for the 25% stake in ADS, which was staked only one euro, and that followed the subsequent exit of the founding managers. Also, recently, and it was still recorded in the first half, the acquisition by Tinexta Infocert of the digital trust division, LinkVerse, which expands, therefore, the operations of digital trust in the private and public healthcare sector. Lastly, from the Tinexta Defense point of view, we recently launched a proprietary cipher, which was developed by Tinexta Defense, and it has the so-called dual-use functionality, working both for companies as well as institutions.

Let me turn to page seven, where most of the comments here or the comments of the numbers have been highlighted. Maybe it's important to highlight, you know, the growth, again, of EBITDA, which is still being around, you know, double-digit levels. Page eight, I think it's important to remind the market that, over and therefore stakeholders and shareholders in general, that the overall expected second half, given the performance of first half, is going to be very, very important in terms of percentages. You're looking at another important year where the second half performance will be around or more than 70% in terms of, you know, weight in terms of EBITDA. You can see that here, basically, in the first half, we grew versus the prior year, both in terms of EBITDA and also in terms of revenue.

Let me stop there and turn it to Antonio for page 10 on the results and the key news as he does.

Antonio O’Donnell
CEO, Tinexta

Thank you, Joseph. Good afternoon, everybody. As is already introduced by Joseph, we are at page 10. You see how the group was able to perform a double-digit growth both in revenue and EBITDA, basically almost aligned to our expectation. If we walk through for this division, and I will deep dive later on, we have digital trust that is growing 5.4% in terms of revenue and 1.5% in terms of EBITDA. Obviously, these figures have been impacted, as already anticipated during Q1, by the fact that Acertia during 2024 delivered most of the sales of one-off products and licenses during Q1, while this year they are expecting to deliver down the road during the year.

If we are going to neutralize these effects, and I think this is very important, basically, digital trust, especially InfoSecs, are growing basically at the same pace that was projected at the beginning of the year. Cybersecurity overall is delivering very strong results. We have the revenue going up by 46%, especially mainly driven by the growth, but mainly driven by the results of Tinexta Defense. You know, the former cybersecurity business delivered a flat revenue, but a significant increase in EBITDA that grew in the range of 18%. The first half is very positive, and basically, it's happening everything we were waiting to happen during the plan presentation. Business innovation. The revenue is up both in absolute value as well as in an organic way.

In terms of profitability, we are a bit slightly below our plan, mainly driven by the fact that compared to our initial expectation, the level of revenue coming from AGS and from Tinexta Innovation Hub, from the finance and grants part, the revenue was there, and also the profitability expected, while we are a little bit late in digital innovation and ESG. For us, it's a phasing subject. If we walk through page 11, you see here, we try to segregate the digital trust without Acertia. If we exclude what's happening in Acertia, we are going up $2.6 million of EBITDA, but it's exactly in the range of 7%, 8%. It's exactly what we were expecting. Acertia, we expect this couple of million EBITDA to be delivered between end of Q3 and Q4.

Cybersecurity, as I mentioned, if we exclude, obviously, Tinexta Defense is improving mainly by the cost reduction, as already anticipated during Q1. If we walk through the business innovation, we have the marginality of finance and grants basically aligned with previous year despite a higher level of revenue, while we are suffering as a phasing in the first part of the year, both in ESG activity as well as digital innovation. Most of this delay is planned to be recovered in the second part of the year. We are adding up the results of Lenovis, that last year was not consolidated in Q1, and obviously, Tinexta Defense that has been consolidated starting from August 2024. Overall, the revenue is going up 13.3%, moving from 34.4%- 39%.

If you go, if we go at the P&L, you know the business-related part of the P&L is, like I mentioned here, you see EBITDA going up at 39%, 16.6% EBITDA margin. You have to remember that the most important part of the business is happening in, especially in cybersecurity and business innovation, the second part of the year. Last year, we delivered a 17% EBITDA. The business innovation is the main driver with a decline, a timing or a decline of 4.5% compared to previous year. No recurring costs are below previous year. This cost includes $5 million costs mainly related to internal reorganization, where we are going to lower our recurring costs. We did some action in order to lower our people-related recurring costs. On an organic basis, basically, the number of activities is not far, it's basically equal to the previous year.

We are planning to be in a more federal position approaching the second half of the year. When we look at the pre-taker amortization provision, we have to keep in consideration that here we have a change in the application of an accounting principle. It's a change that we decide to apply also after having changed the auditors that we change staffing from this year. What happens here, as you know, during the month of May, Tinexta and basically Tinexta Innovation Hub decided to exercise the call of underperformance related to the 25% of ADS. We performed this step. The founders are now out. We had basically a gain of that passed through the P&L gain of $12 million that have been included as a profit in the financials. In the meantime, we adjusted for an amount of $60 million the goodwill that we had on ADS.

Basically, it's a balanced part where we have lower debt and lower goodwill. In the meantime, we had to reclassify, compared to the Q1 reporting, but all figures here have been restated. So basically, the cancellation of the put of Acertia for EUR 6 million that declined our debt has also been recorded now as a profit that still is accounting in financial charges. The remaining part of the write-down has been basically driven by the increase of weighted average cost of capital. We rectify our amount of budget in September for EUR 1.6 million. Overall, if we combine the profits that we get from the put cancellation as well as the adjustment of the goodwill, more or less, we are in the range of EUR 90 million. On the net profit, it's not impacting so much, but you can imagine that it's quite reasonable if you decline debt.

Also, the goodwill is going to lower. This is the main driver of these figures that have been quite significantly different from the previous year. For the rest, I think that obviously in this first half, we accounted EUR 2.5 million more in the net of financial interest driven by the fact that this year we have the full debt in the first half of the acquisition of ADS and the acquisition of Tinexta Defense. While last year, we had in the books only the debt related to the acquisition of ADS in the second part of the year started to counting the interest for the acquisition of Tinexta Defense. If we move to page 13, we have basically the adjustments on our P&L. We have a lower adjustment compared to previous year.

Non-recurring service costs are partially related this year to rebranding activities, while non-recurring personal costs, like I mentioned before, are related to reorganization optimization of the cost basis. I think I already talked about the changes that we have in non-recurring drawing down as adjustment of non-controlling issues. Anyways, these are the most important parts. We are booking into our P&L EUR 12.6 million of amortization driven by the purchase price allocation, as well as the EUR 12.2 or EUR 12.4 of last year. The balance sheet, obviously, the balance sheet has been heavily impacted by a very strong first half cash generation.

As we were expecting after a weak 2024, driven by, like we said, very clearly, non-recurring, I would say, CapEx that allow us to invest in some project evolution, as well as they help us in the reconfiguration, I would say, of all our data center and the cloud approach and whatever. Now we are running basically more recurring CapEx, and this has had a positive impact on the cash generation. The net invested capital dropped almost EUR 50 million from the end of the year. Very strong has been the net working capital, organic net working capital decrease, as well as the decrease in good cash, despite the increase of EUR 8 million driven by the acquisition of LinkVerse by Tinexta Infocert . Net financial position, like I said, has been lowered by more than EUR 20 million.

On top of the free cash flow, the very strong free cash flow generation, we had the distribution of dividends. The acquisition of EUR 8 million of LinkVerse. On the contrary, we had the opportunity to improve the net financial position also by the elimination of the put adjustments between Acertia and ADS. If we move to page 15, like I mentioned before, you can see here on the right part of the page a very, very positive improvement of the cash generation. If we look even at the LCM, on LCM basis, I think we delivered the best LCM ever cash flow generation, where we tipped EUR 64 million. If you consider that this has been also combined with a weak 2024, it is absolutely a very positive result.

I would like to underline also that DefenseTech, Tinexta Defense, now in the statement, it remains that Tinexta Defense has delivered a very strong Q1 cash generation. This is something we were looking very carefully, and this is a strong support to our decision to invest in DefenseTech. We were able to free this capability of cash generation. I would say that page 16 and 17 have been already mostly already commented, commenting the results. Here, page 17, you see that over the last year, the group invested more than EUR 70 million in acquisition. We are talking about DefenseTech and LinkVerse basically in the last 12 months, while we had a put adjustment of around EUR 40 million.

Now, despite this acquisition, we have a net financial position that is now at 2.6x the EBITDA, and still we are entering in the part of the year where we are going to deliver most of the EBITDA. I move now to page 19, talking about digital trust. Like I said before, the core part of the business is progressing well, and we have some good news. Legal invoice up 12%. Following also part of the investment we made last year, the online sales are growing on a 10% pace. That is definitely a very strong result that is supporting the marginality, as well as the cash collection. Trusted on both platforms grew 8% due to the recurring subscription models and renewal from loyal clients. Again, on DCM, still a very positive result.

Legal sales revenues are down 7%, but like I said, they are driven by the delay in sales of Acertia PCI products in the Middle East, North Africa, for which we do expect to materialize during the second half. The growth that you know is 1.5% could appear as disappointing, but again, if you take apart this time issue related to Acertia, and we have seen from the product rate of growth, we are on track. Cybersecurity, as already said during the plan presentation, we very well knew that most of the recovery of profitability would have been driven by cost control. Definitely, you know level of growth of the market on the two arenas where we are playing are not so exciting, but in the part of traditional cybersecurity. We were able to still improve our profitability from EUR 4.1 million to EUR 4.8 million.

If we talk about DefenseTech, DefenseTech is delivering exactly aligned with what we were expecting. We anticipated also during the investor presentation in March that our projection was supported by a very strong backlog. This is going to happen during Q1. This happened also during Q2. The EBITDA margin is lowering as we knew well in advance, still at the moment of the acquisition due to a different use between. Basically, we are operating even more and more as a main contractor. Sometimes we have to resell hardware or other components that are delivering lower margins in percentage, but in absolute value, we are growing exactly as expected. The level of backlog is very strong. We are reinforcing our capability to deliver the projects in this area.

If we talk about business innovation, I already anticipated that in this area, we were expecting actually during Q1 a little bit more revenue coming from ADS projects to be delayed from the end of 2024 to early 2025. This occurred, but not at the level we were expecting. In ADS in the French market, now it's unfortunately, and it is one of the reasons why we basically updated our goodwill value, is that the market in this area has dropped. The success rate of the filing went down from 65% the three years before the acquisition. When the French went into a political struggle, this kind of success rate has dropped to in the range of 42%, 43%. We are approaching half the revenue of the founders. We are approaching the market.

When the market was growing 70%, was having a cut rate of 70%, you know volumes were the drivers. Now we are approaching the market in a more selective way, trying in a more selective way, trying to improve the success rate by a more selective selection of projects to be delivered. If we move to the Italian markets, what we are observing here, definitely, as always, the second part of the year will be the key part of our profitability. We are observing here that compared to initial projection, we are observing a shift between 4.0- 5.0 solutions. The customers are switching there. We have already on hand, basically, the backlog that we need to deliver the results.

Now it's a run that we are performing together with our clients to complete the project, to complete the investment, and to deliver what's needed by the end of the year. Before leading to Joseph for the guidance, like I said, we do not see major issues in delivering digital trust results. We have the open point on when Acertia is going to deliver. In cybersecurity, overall, it's almost, we do believe that the forecast is continuing from the first half that it's going to be very solid. On the business innovation, we already factorized into our guidance the better results of ADS, even though not aligned with our initial projection. Overall, we are seeing that if we are able to deliver the orders we have on hand for 5.0, which would be almost in the range of our projects. I will leave now to Joseph for his closing remarks.

Joseph Mastragostino
Chief Investor Relations Officer, Tinexta

Yeah. Thanks, Antonio. To wrap it up on page 23, let's quickly go over the financial guidance. Given all of the above, we confirm guidance issued in revenue growing 11%- 13% versus prior year, of which 7%- 9% organic. EBITDA is confirmed as well, growing 15%- 17% versus the prior year, of which 10%- 12% organic, while we actually register an improvement of the leverage ratio, which now is a leverage ratio, I mean, meant as net financial position over adjusted EBITDA, which is now foreseen at 2.1x- 2.3x versus the 2.2, 2.4 times communicated back in March. I think the levers behind that have been extensively discussed during this call, and obviously, with virtuity exercises of the call option at a very attractive rate in terms of ADS. I will stop there.

Ask the operator to open to Q&A, and we are available for any doubts and any further developments.

Operator

Thank you. This is the Courseco conference operator. We will now begin the question and answer session. Anyone who wishes to ask a question may press the star and one on their touch-tone telephone. To remove yourself from the questions, please press the star and two. Please pick up the receiver when asking questions. Anyone who has a question may press star and one at this time. The first question is from Russell Pointon with Edison Group. Please go ahead.

Russell Pointon
Director of Consumer and Media, Edison Group

Good afternoon, Dana and Joseph. Just a couple of questions, if I may. First of all, in terms of Acertia, you've said there has been this deferred revenue effect. I just wonder if you could give some background to why that revenue has been deferred. I appreciate it. It does move around a bit, but is there something from a customer perspective, etc.? I suppose it is a question on the overall guidance. If I'm reading it correctly, you sound a bit less, it sounds as though the guidance is going to be delivered in a slightly different way than you probably anticipated at the start of the year with business information being a bit behind and digital trust and cyber doing pretty well. Is that right? Thanks.

Joseph Mastragostino
Chief Investor Relations Officer, Tinexta

Welcome. Let's wrap up on Acertia. It's basically deferred revenue. Yes, this is a calendar aspect in the sense that they were supposed to close during their fiscal year closing, which corresponded to March 31, which they did not. Therefore, we are expecting the full recovery by the end of the year. These are the timeclocks that were supposed to come in. They did not, and they're expected to come in in the latter part of the year. We said this in Q1, and we're confirming it again now. In terms of the guidance, what we're saying is that overall on a numerics base, the ranges are fully in effect. We have confirmed both revenues and EBITDA, and then the leverage ratio instead is just a function of the put call option adjustments, favorable adjustments that we registered.

Notwithstanding the fact that BI is a bit behind in the first day, we have a very strong pipeline. It's all about the delivery in the latter part of the year, the latter being mostly the end of Q3 and Q4. Let's be very, very clear on that. More than 70% this year of group EBITDA will be generated in two ways, full stop.

Russell Pointon
Director of Consumer and Media, Edison Group

Okay. Thanks, Joseph.

Operator

As a reminder.

Joseph Mastragostino
Chief Investor Relations Officer, Tinexta

You're welcome.

Operator

As a reminder, if you wish to register for a question, please press the star and one on your telephone. Again, if you wish to ask a question, please press star and one on your telephone.

Joseph Mastragostino
Chief Investor Relations Officer, Tinexta

Given that there are no more questions, thank you very much for the attention, and I will keep you posted on any further news. Bye.

Antonio O’Donnell
CEO, Tinexta

Bye. Thank you.

Operator

Ladies and gentlemen, thank you for joining. The conference is now over. You may disconnect your telephone.

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