Tinexta S.p.A. (BIT:TNXT)
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May 7, 2026, 5:35 PM CET
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Earnings Call: Q3 2025

Nov 12, 2025

Josef Mastragostino
Chief Investor Relations Officer, Tinexta

In the third quarter of business innovation, a strong contribution from Industry 5.0. Even on this item, we will give you an in-depth description of what is going on in that particular side of the market. EBITDA on a reported basis, as I said, grew 20% versus prior year, and that growth was due to lower charges related to LTI incentive plans. EBITDA adjusted margin was 18%, mostly in line with prior year. EBITDA reported margin was even better than last year, close to 16% versus the 15% of the prior year. EBIT on a reported basis, instead, was negative EUR 26 million due to some impairments of goodwill related to the acquisitions. EBIT on an adjusted basis was positive EUR 31 million. Net profit adjusted was already commented, while the net profit on a reported basis was negative EUR 16.5 million.

Net financial position was a little bit shy of EUR 300 million. The decrease in the net financial debt in the first nine months reflects the solid cash flow generation, positive put adjustments, and a lower impact from acquisitions. Free cash flow of EUR 56 million, very strong versus the prior year, mainly reflects lower CapEx and cash taxes during the period. Net financial position over LTM EBITDA adjusted came in at 2.55 times versus the 2.8 on a performance basis reported as of December 31, 2024, or 2.9 times on a reported basis. In terms of BU, Digital Trust grew mid-single digit at 5%. EBITDA was a bit lower than 4%. In terms of growth, margin was still strong at 29% in terms of EBITDA. Cybersecurity grew 37% in terms of top line, while EBITDA was very strong, growing 71%, mostly and entirely driven by Tinexta Defense's contribution.

Business innovation grew 9% in terms of top line, while decreased around 9% in terms of EBITDA. Maybe the most important part of this slide, aside from the numbers that have been commented, are the recent events and updates. In particular, let me draw your attention to a couple of items. Mostly, I would say in July, we had the purchase of 72% of LexTel AI on one side. Maybe the most important item, obviously, is the announcement on August of the signing of a binding agreement for the purchase by private equity funds Nextalia together with Advent of a stake in Tinexta's ownership from Techno Holding. The stake is around 38.74% of the company's share capital at a set price of EUR 15 per share.

Following the announcement of August, let us all recall that in September, we exercised the call option for the remaining 35% of a share, which was paid for around GBP 8 million or EUR 9 million. In October, we received the approval of the EU Commission regarding the above transaction related to the sale of Tinexta shares from Nextalia and Advent in compliance with EU antitrust regulations. Just a couple of days ago, in November, there was the conditional resignation of the majority of Tinexta SpA's board of directors and subsequent calling of the shareholders' meeting for December of 2025. Let me turn to page seven. Even though most of these numbers have been commented, maybe it's important to highlight here that net profit on an adjusted basis was around EUR 15 million, and the free cash flow was very strong at EUR 56 million, growing almost 40% versus the prior year. Let me wrap it there. I think Oddone will go over the financial results, turning to page nine.

Oddone Pozzi
CFO, Tinexta

Okay. Thank you, Josef. As anticipated by Josef, you may see here the quick overview of the group results. Like we said, overall, and then we will deep dive in details, overall revenue went up 13% compared to previous year, and EBITDA adjusted went up 12%. If we go in details into the business unit, we have here digital trust continues to grow 5% in revenue and almost 4% in EBITDA. Cybersecurity, overall, has been growing significantly by the contribution of Tinexta Defense, formerly DefenseTech. Overall, the contribution of the business unit went up close to revenue EUR 100 million with a 37% increase, while the EBITDA is almost double than previous year, moving from 8.5 to 14.5. In the business innovation, we have revenue going up, but EBITDA is going down.

We may say that this is a temporary situation driven by the mix of revenue and from the expectation of Q4. If we go in analyzing in detail the results of basically the digital trust, we may see here very clearly that digital trust, overall, if we exclude Ashercia that is not performing accordingly to its station this year, all the rest of the business, the vast majority of the business, is growing basically at 10% EBITDA, and this is definitely very, very positive. In cybersecurity, Tinexta Cyber is almost flat. Unfortunately, the expectation we had at the beginning of the year has been it has been late by the end of Q3 with the flat results both in revenue and EBITDA, while Tinexta Defense, if we compare here only the two months, the company was able in just two months to improve the EBITDA almost EUR 1 million.

In business innovation, and we will deep dive later on also on the future, the EBITDA is down by EUR 2.1 million basically in Tinexta Innovation Hub in Warrant. We have a higher impact of labor cost while we are expecting a significant growth revenue in the last part of the year. ABF is performing less than previous year in terms of EBITDA, while Antexta is slightly improving in the comparison with the last two months of the previous year. Tinexta is reducing its cost by EUR 0.5 million, and the component of the non-comparable business, I mean the change of perimeter of both Lenovis and Tinexta Defense, is significantly improving, and this is driving to the growth of almost 12%. If we go to the P&L, I will basically we talk about the revenue growth and where the revenue is coming.

I would say that overall, the profitability is aligned with the previous year. We are talking about an EBITDA adjustment almost around 18%. In terms of depreciation, amortization, and provision, obviously here we went through some impairments from one side and from another side, and we may see this in the financial cost and expenses part, some profit. We had some profit that already occurred during the first six months. We released basically some debt related to put of ABF and Ashercia, and this brought to a profit in the range of EUR 19 million, while we went through impairment of EUR 25 million in ABF, and the remaining part is related to Certirop and also Ashercia.

Financial charges, net of all not ordinary items, are going up from EUR 6.5 million to EUR 9.3 million, but this is mainly related to the higher average exposure that we had as last year we completed the deal of Tinexta DefenseTech in July 2024. The result is what already Josef mentioned. On a non-recurring basis, on a recurring basis, sorry, on an adjusted basis, we see here basically the EBITDA going up 12%, and the EBIT is going down by 3%. If we move to the balance sheet, the company has continued in a very positive way its delivery from one side and the proper invested capital management.

Basically, the invested capital dropped by almost EUR 60 million, obviously including the goodwill impairment by EUR 20 million, but for the rest, obviously, is a better management working capital compared to the position at the beginning of the year, as well as the amortization of fixed assets has been lower than the CapEx, and during 2025 are significantly declining compared to previous year. Net financial position at the end went down exactly as expected. Here, I would highlight, and I will explain in more detail, that adjusted free cash flow of the continued operation peaked EUR 56 million cash generation. I would say this is obviously one of the historical peaks of the company, perfectly aligned with the company expectation at the beginning of the year.

If we go to the net financial position and in more details of the free cash flow, as you can see here, on a LTM basis, we are almost close to EUR 60 million on a like-for-like basis. It means very, very positive results. Obviously, this is as part of the strict financial management where we basically work on CapEx management, on working capital management. Despite the growth of the revenue, if you compare with previous year of EUR 40 million, still the working capital has been affected by only EUR 4 million, and we do expect even better results in Q4. The free cash flow compared to previous year is going up of 46% as a result of a solid management. The net financial position breach from the beginning of the year, as you may see here, financial charges are in the range of EUR 9 million.

The company has distributed dividends by EUR 19 million. The net between acquisition and put is basically close to zero, and we have no other main item. We are at the end of Q3 with the net financial position below EUR 300 million with the net financial position EBITDA that is dropping from 2.8 to 2.55 and is even expected more to drop during Q4. If we move to the LTM, overall, the picture is almost the same with a few different details, but overall, the trend is what already highlighted. Let's go now to deep dive into the business unit. Like I mentioned before, the revenue of digital trust is going up by 5%.

Like I said, the business is going well, and you see most of the product lines are going up, and we are really glad to the level of growth of the part of online channel that is going up after the renewal of the selling website that occurred at the beginning of the year. After nine months, we are up 13% compared to previous year, and the Q3 only is going up 15%. It means that obviously the market in the B2C segment is very positive, looking at Infocert product and solution, and this for us is a key indicator. Also the investment that we put last year in the CapEx relating to this project are giving a very interesting payback. Legal set revenues are going down 3%, but this is still basically affected by the delay in sales of Ashercia, proprietary PKI product license in the Middle East.

This probably definitely will be lower compared to what expected. Overall, if overall looking at these figures are lower than what presented in the past, but again, this is a temporary situation because we expect a strong recovery during Q4. At the end of the day, the core and the business is very solid, is growing, and the only delay is related to Ashercia and the security business. Two different situations. If we move to Tinexta Defense, I would say this is a very, very positive result. I may say that Tinexta Defense peaked revenue at EUR 31.1 million on 38% on a proforma basis. Two-thirds of the business are related to defense market and one-third to the cyber market. I would say the very solid plan that was at the base of our investment one year ago has been fully confirmed. The company is performing well.

The level of the growth in the revenue is what we do expect. The EBITDA is growing more than 20%, perfectly accordingly to our expectation. The decline in EBITDA margin is something that was fully factored already in our guidance. If we move to Tinexta Cyber revenues, I would say that the company at the end of the day delivered results fully aligned with the previous year. Obviously, this is not what we expected at the beginning of the year, but still in a market that has been severely under pressure because of the, in general, of the competition and on the pricing pressure. The market overall, we know that the IT market overall is growing by 4%. We are playing part of our revenue is coming from a segment of the business that is not growing so much while it's growing the component of the cybersecurity.

Obviously, we are late here in some activity like advisory activities where we have a decrease of more than 20%, and this is not exactly what we would expect. For the remaining part of our technology solution, we are growing mainly the growth was mainly attributable to proprietary products component. Overall, I would say the segment, our segment peaked EUR 14.5 million that is significantly higher compared to previous year. Also, the revenue in nine months is very close to EUR 100 million. In business innovation, I think we are basically we have a situation where we were able to grow in some part of the market. The Italian finance and grant market was up 4.1% driven by the segment of Industry 4.0, Industry 5.0, and PatentBox. We have also a growth in digital market business by 22%.

Obviously, the digital marketing revenues are delivering a lower percentage compared to finance and grant, and this is driving basically the lower margin compared to previous year. Very different situation is related to ABF. I think here I think it's important to share with all you which is the state of the art situation. We know that the French political environment has been dramatically changed, unfortunately, since we invested. The company last year struggled because of the change in the market where, but the company has been able last year as well as this year to continue to improve its capability to get order from the client. Unfortunately, the filing of a dossier into the relevant commissions has been continued very well, but unfortunately, the success rate of this filing has dropped from 70% of 2023 to close to 40% in 2024 and 33% in 2025.

The change of the market has been dramatic. France, the militant that was basically the key part of the business of the company that accounted for more than 60% of the revenue in 2023, last year accounted for like 20%, and this year will account for even less. This is basically a situation that has been obviously very tough in this moment. The company is reacting, continuing to produce a very good level of backlog. The company is cutting the cost, and I would say the company is trying to evolve the go-to-market with the new proposition, with the new methodology that allows to still delivering profitability, although the market is under pressure by the political situation. This is something that obviously was absolutely not expecting even in the size of what happened. What happened? Sorry.

Josef Mastragostino
Chief Investor Relations Officer, Tinexta

Okay. On page 22, Oddone gave us an overview of the ABF situation. I think it is very clear that KPIs, macroeconomic environments, different governments that have succeeded, others that most of them have failed, have brought into a very depressed overall macro environment in France. Definitely our performance. For that matter, turning to page 23, let me walk you through the updated guidance, which was at this point a requirement. In fact, with this persistent uncertainty, this led the group, in particular to the board of directors, to re-examine the 2025 outlook, confirming on one side the overall expected consolidated revenue growth between 11-13%, with a slight offset in the organic guidance going from 7-9% to 6-8%. The prior organic guidance was 7-9% and is now expected to be 6-8%. Again, a slight offset.

In terms of EBITDA adjusted, parsing out ABF, growth is expected to grow between 12-14%, which is in line with the expectation and showcasing also a very strong underlying business growth, again, aside from ABF. If instead we were to include ABF, the EBITDA adjusted is expected to grow in the range of 8-10% or 3-5% on an organic basis. This is necessary also to kind of give you an outlook of where the EBITDA is growing. On the side, you can see what were the expected growth when we gave the guidance back on March the 6th, 2025, respectively 15-17% growth and 10-12% growth in terms of organic.

In this scenario, the leverage ratio for the end of the year is expected to land at around 2.4 times, so slightly above the forecast range that we gave in July, but absolutely in line with what we said at the beginning of the year. This is, I think, a very important highlight. Now, carrying forward, we must say that on November the 7th, which is just a couple of days ago, a directorial decree was published by the Italian Ministry of Enterprises and Made in Italy, the so-called MINIT, which drastically changed the scenario for the tax credit plans, Industry 4.0 and 5.0, by cutting the latter, therefore the Industry 5.0, available funds from EUR 6.3 billion to EUR 2.5 billion in a retroactive way.

This resulted in, as I said, a retroactive exhaustion of the plan's funds, also considering that the amounts reserved on November the 5th were reported EUR 2.52 billion already. This led to a sharp increase in applications related to Industry 4.0, implying as well that the imminent exhaustion of that related fund as well. According to the latest official updates and statements, the ministry's intention is to refinance the plan with new funds based on the number of reservations currently rolling in the platform. The potential effects of these new developments on the group's results are currently being evaluated, also considering potential mitigation measures which could reduce the impact and may lead to further revisions of the outlook for the year. I think it is mandatory and necessary for all and everybody to know. Oddone, please.

Oddone Pozzi
CFO, Tinexta

Maybe. Okay. Thank you, Josef. I think a little bit of more color to help you audience to better understand. Obviously, very clear, as already stated, we wanted to show you guidance keeping apart ABF that is impacted by the situation that is really unique. Still, there is a level of ambition in this guidance, but I would say that we do expect a growth of more than 10% compared to Q4 last year in digital trust. And honestly, we have almost in our backlog a very big deal here for which we do expect to deliver it by the end of the year. This is a reinforcement of our vision of the part of the year. Defense tech is expected to grow in Q4 exactly at the same pace of the first three quarters on a proforma basis. Basically more than 20% in terms of EBITDA and this is obviously very reasonable.

Where do we have a little bit of more challenges? Obviously, last year, cybersecurity delivered a EUR 5 million EBITDA in Q4. We do expect it to be above 6, but also, as you have seen, we had some sales of products in the first part of the year higher than previous year. We do expect the same trend to occur in the last quarter. As far as concerns business innovation, if you exclude ABF, honestly, here we do expect to grow in the range in terms of EBITDA of 10%. Obviously, we have already all the orders in our end to deliver the result, but what has been issued on, like Josef mentioned, on November 7th is jeopardizing a bit the framework. We are working and accelerating our activity with our clients. We will be ready to file whatever 4.0 or 5.0 opportunity.

There has been a lot of media disclaimers on this subject, even today in many websites and newspapers. It is a relevant matter. You may understand here when they decide to cut as of today, but still we may think that something could happen in the following days. You can imagine that there are some entrepreneurs and companies that have already invested millions of EUR, hundreds of thousands of EUR for the PMI companies, basically referring to a law that was expected to be up to EUR 6 billion to be distributed and then suddenly here. We want to share this information that can impact the results of business innovation. Today, we have no exact figure to share and communicate, but this is.

If we exclude this, obviously, this was, since we told since the beginning of the year, a key point of our growth in the last part of the year. At the end of the day, we are expecting to grow year-end around 5% in EBITDA compared to previous year in business innovation, that this is not a very challenging picture driven by the capability of delivering the 5.0. Unfortunately, this news has happened, and we are dealing with it, and we keep informed. Last comment. If we exclude ABF, honestly, the company is delivering basically aligned in terms of EBITDA with the expectation to the ABF. I would reinforce the focus on the solidity of the company and capability to deliver the company because despite all, the leverage is expected to drop to 2.4. Today, we are already at 2.5. This is exactly aligned with the guidance as of the beginning of the year. It is confirming the solidity and capability to generate cash from the group.

Josef Mastragostino
Chief Investor Relations Officer, Tinexta

Okay. Thank you. Operator, if there are any questions, we remind everybody that we accept questions from financial analysts. Please, if there are any questions, Operator, let us know.

Operator

Thank you. This is the CORSCO conference operator. We will now begin the question and answer session. Anyone who wishes to ask a question may press star and one on their touchstone telephone. To remove yourself from the question queue, please press star and two. Please pick up the receiver when asking questions. Anyone who has a question may press star and one at this time. First question is from Russell Poynton at Eason Group.

Russell Pointon
Director, Consumer and Media, Edison Group

Good afternoon, Oddone and Josef. Thanks for the update. First of all, just in terms of the new guidance, can I just check that digital trust is not worse than you thought at the start of the year? Because I think you said in your comments that you are expecting 10% growth in Q4 based on my numbers, and I hope I have not gotten them wrong, but that looks as though that means you come up just short of the 8% you guided at the start of the year.

Oddone Pozzi
CFO, Tinexta

Yes. We give a range during, so we give a range at the beginning of the year of where digital trust could have landed. Obviously, the Q4 will be a very strong Q4 also with the help of one big deal that we are going to deliver. Obviously, the delay in Ashercia is a reality. It is going to happen. If we look at the range of digital trust, we will be in the lower part of the range of revenue EBITDA, but it's only driven by this Ashercia trust.

Russell Pointon
Director, Consumer and Media, Edison Group

Okay. Thanks. The second question in business innovation, the last point on the slide is contraction in the margin due to an increase in labor costs, but you're expecting that to recover. Is that all going to happen in Q4, do you think? Is that where the backlog comes in?

Oddone Pozzi
CFO, Tinexta

Yes, correct. Basically, we have the revenue of Industry 5.0 was expected to grow as usual in the last part of the year. We have a lower absorption, let's say, a higher impact of labor costs in the first three quarters, and this impact is going to lower in the last part of the year.

I have to tell you that also the number of people now are flat compared to previous year. It means that while in the first three quarters, we always had more people in 2025 compared to the relevant period in 2024, I think this last quarter of 2025 will benefit from this. Again, taking apart the potential effect of the news of November 7th, we were forecasting an important recovery that at the end was planning to deliver an increase of profitability, excluding ABF compared to previous year of business innovation.

Russell Pointon
Director, Consumer and Media, Edison Group

Okay. That's great. Thanks for answering the question.

Operator

Mr. Mastragostino, there are no more questions registered at this time.

Josef Mastragostino
Chief Investor Relations Officer, Tinexta

Thank you very much for connecting, and have a good evening.

Operator

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

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