Good morning and welcome to our investors' call. Today we will be presenting the 8/1/2025 result. Here with me, I have Daniele Misani, our CEO, and Andrea Favini, our Investor Relator. Before starting, I just wanted to remind you that at the end of this call, we will have a dedicated Q&A session. In the meantime, if you have any questions, please feel free to place your question in the Q&A section that you can find on the top of the Microsoft Teams bar. That's all from my side. Now I'm going to give my word to Daniele Misani, our CEO.
Hello, good morning to everybody. I'm very grateful for you attending this call for the first half of the year 2025 results. We can start from the results that are very strong and consistent with our business plan. Please, next slide. The total revenue is about EUR 190 million, so a very strong performance in terms of top line in a growth of 37% with the same perimeter of the last year. In terms of organic growth, we have a growth of 9% that is in line with our business plan and our guidance for this year. We have to consider that in the organic growth, we are netting some one-off activities that we have done last year that are not present this year. EBITDA is strong, EUR 27.5 million in growth of 57% from the same period of the last year.
It's good also the profitability in terms of margin because we are sustaining a margin above 14%, so 14.6% of the revenue in line with the performances of the first quarter and consistent with our sustainable growth plan. Next slide, please. The growth is good because it's also driven by all the divisions of our business. All the offerings are growing. If we look to the segments that we have, it's important to highlight that as a strategy, we want to make growth faster, the Smart Solutions division, because it's the more profitable one. The track record of this first half of the year is good because we grow at 72% with this division, with an overall top line of EUR 44 million. Also, the other divisions are growing, especially the more profitable one, like the Digital Advisory, that grows at 63%.
The Software Engineering that is strong in terms of volume continues to grow at + 22%, mainly due to the integration of the Web genesys business. In terms of EBITDA, also the growth is important to highlight that it's better in terms of, let's say, percentage with respect to the growth of the revenue, + 57%. We grow in all the business lines, especially in the Smart Solutions one that is the most profitable, with + 75%, with EUR 8.1 million, with an overall EBITDA margin of around 18%, around 20%, our target. Also, the other divisions are growing well with a good profitability overall that allowed us to reach the 14.6% as a total group result of the first part of the year. Next slide. We continue to invest in R&D in our solutions.
It's part of a strong part of our strategy to have products that are ahead also of the competition with innovative technology. We invested in the first part of the year EUR 12 million, that is a growth of 75% with respect to the same period of last year. This is due also to the integration of software Smart Solutions companies like ProSim in aerospace and defense and IT Value that has been integrated at the beginning of the year, both companies with proprietary assets, so with proprietary R&D facilities. We continue to invest in order to address the market strongly. We have a growth overall of 72% of this division. The investments are bringing results also in the short term. Of course, the investments are made to have a competitive advantage in the mid-long term.
Benefits will continue to grow during time in the next quarters and in the next years. International revenue is EUR 31 million, 16% of the total. The percentage is lower than last year because we integrated mainly domestic companies like Webgenesys and IT Value in this 2025. The debt adjusted is EUR 112 million, with, let's say, already we continue with our buyback plan. Overall, at the end of the semester, we have more or less EUR 10 million counter value in euros of treasury shares, proprietary shares. Overall, our net debt is in line with the guidance, so it's below two times the year EBITDA. Also, the incidence of the different industries within our perimeter, we can notice the growth of the strategic areas for which we are investing more in terms of also proprietary solutions.
Aerospace and defense, banking and finance, and public sector are growing in terms of incidence with the overall total value of our turnover, while tech and automotive are, let's say, lowering their contribution. They continue to grow, but their incidence is lower than before. Market is stable, we continue with a good performance, with a good growth, but the incidence about the market is in line with the data presented during the Capital Markets Day. Some info about what happened after the closure and during the semester. First of all, I want to highlight that we invested with minority equity in a company with a specific offering and specific assets in artificial intelligence. ALTIVIA, we entered with minority stakes with the plan also and already agreements to reach the majority according to the results of the next few years. This company for us is strategic.
This is a strategic investment because, of course, we don't benefit today from, let's say, the result of this company in our profit and loss, but we will benefit in the future when we will increase our stakes in the company itself. Also, some results will be addressed directly in our profit and loss because we do synergy with this company. This company provides a proprietary smart solution, is already present in several, let's say, industries, especially in the banking and finance segments. The plan is to integrate this asset with our software engineering capability to deliver these assets to big customers with complex projects. We will benefit in the second half of the year from new projects coming with this very strategic knowledge about artificial intelligence, intelligent document management, and digital transformation of processes by using generative AI.
The transaction is subject to a closing that will be completed in Q3 and probably in September. In terms of business, let's say all the divisions, as I said before, are doing and are performing according to plans. Smart Solutions in particular are growing and driven mainly by the aerospace and defense offering, especially the flight ops offering related to flight optimization, which is growing in terms of recurrent revenue. We have a very good contribution coming from ProSim for the training and simulation part with advanced technology to train the future pilots. It's a very strong momentum that we are addressing and investing in order to address. Mainly the aerospace and defense business, Smart Solutions is international with long-term engagement and recurrent business.
Also, public sector growth in this domain because we acquired and integrated IT Value that has already a strong backlog and with the synergies with the other companies of the group is growing in terms of pipeline. We want to continue to invest and to make grow this division faster with respect to the last performances in the last year. Digital Advisory is also performing well, driven, let's say, by the execution of many contracts, one also in the past. The backlog is very strong. The team is growing in order to deliver complex transformation processes. The results can be seen in the numbers of this division that is growing faster. Especially in the topics of cybersecurity and healthcare domain, there are contributions that are very important and will grow later also during the second half of the year.
MarTech also business is growing, and the offering that we have with Refine is increasing. We are investing in order to export the same kind of offering also on an international level by opening up offices initially in different, let's say, areas. The first one will be in Emirates. That will be open just after the summer. Software engineering contribution is very strong, especially for the integration of Webgenesys, a very strong performance, let's say, company that is already integrated within the overall group. We have a lot of initiatives that share competencies, capabilities, and assets to market that are bringing results already in the first quarter, in the first half of the year. Also, the margins of Webgenesys are good, so it improves the overall margin of the total group. Next slide, please.
I want to highlight that in May, we presented to the financial, let's say, community the business plan for three years. The Capital Market Days was held in May. We are very committed as a management team, as a group, to deliver according to promises. The guidance for 2025, let's say, as part of the first half of the year is met. We are growing more than 8% and with an EBITDA margin today of 14.6%. Also, the visibility and the outlook for the second half of the year is positive in order to reach and possibly also go better than the guidance that we defined. I want to highlight that our plan, three years plan, is a plan that makes up, let's say, a continuity, consistent continuity with M&A. Aggregation of a very, let's say, focused company with good performances and assets to the market.
We want to continue to implement synergies across the companies belonging to the ecosystem of the group to grow faster than the average of the market. Our target is 10%. We are very near in the first half of the year, and the outlook allows us to be confident to reach the results in the short and the mid-term of the plan. Our target for 2027 is to reach EUR 70 million of EBITDA. In total EBITDA in 2027, we are on the right path. We want to continue, and we are scouting for additional M&A. We are currently working on different, let's say, opportunities. We are confident if we continue to work as a team like we are doing now with a strong, let's say, project that everybody is, let's say, sharing, we can meet the result in the long term.
I let Andrea from Berlin have a highlight a little bit more deep about the financial. Thank you very much, everybody. Andrea, it's up to you to go through the financials.
Thank you, Daniele, and welcome everyone to the financial session of this conference call. Starting from the next slide of the session, we look at the EBITDA of the first half of the year, the evolution compared to the previous year. As already broadly discussed by Daniele, starting from revenue, we recorded a significant growth of 36.8% with a normalized growth of, let's say, approximately 9.4% and a contribution from M&A of approximately $44 million. We have a significant improvement in the gross margin, and this comes from the different mix of revenues. In fact, the two, let's say, divisions that grew during the period are the Smart Solutions and the Digital Advisory division, which by nature have a stronger, let's say, gross margin compared to the Software Engineering division.
Also within the Software Engineering division, the, let's say, activity with the lower gross margin were terminated during 2025 and that brought to the significant improvement of the gross margin from 32.8% in the first half of 2024 to 38.2% in the first half of the current year. If we look at the indirect cost instead, we have the opposite effect. All the, let's say, the single, let's say, class of costs increase more than the revenues. In particular, research and development costs, the investment effort in our own Smart Solutions grew by 75%, which slightly outperformed the growth of the Smart Solutions revenues. This is again because of the investment in some of the products are more for the future. There are still some investments for which the return is expected in the next half of the year and in the future years.
Here it is also important to comment that the 75% growth also comes from the positive contribution of the acquisition. In fact, as mentioned by Daniele, we have IT Value and ProSim, but also Refine that in 2024 was only consolidated from the second half of the year. Also, in terms of commercial costs, there is a significant growth. In terms of incidence, there is a growth of more or less, let's say, two percentage points. This is also in the context of the accelerated growth to achieve, let's say, the organic growth and the overall growth of the top line outlined in the Capital Markets Day for our business plan. In terms of G&A costs, general and administrative costs, the reported figures for the first half of the current year show a slight increase in the incidence of those costs, about 0.4 percentage points.
This is mainly related to some M&A activities, as we were disclosing in the notes of the first quarter results. All these effects bring a strong increase of 190 basis points of the EBITDA margin that grew from 12.7% to 14.6% in the first half of 2025. Going to the next slide, we look at the bridge from EBITDA to the net profit. In particular, we can see that the amortization and depreciation accounted for 2.7% of the revenues, excluding, of course, the PPA. In this case, we have a strong contribution coming from IFRS 16 of 1.6% of the revenues. We also have the depreciation of other tangible assets, which is 0.7% of the revenue. Amortization and breadth, excluding PPA, are of marginal value and only 0.3% of our top line.
The EBITDA adjusted, so operating profit adjusted to that, is approximately 12% with significant growth compared to the 10.1% of the same period of the previous year. When we look at the financial results of the period, they were negative mainly for the effect of the interest and bank charges, which accounted for 1.6% of our revenues. We also have the impact of the FX losses. In particular, we have an effect on the valuation of the U.S. dollar. Approximately 5% of the TXT group business is denominated in the U.S. currency. We have approximately EUR 0.8 million of net FX loss compared to a positive EUR 0.2 million of FX gain in the same period of the previous year.
If we look at the earnings before taxes, before the PPA, before the allocation of PPA, we recorded 10%. This is a significant improvement of 46.8% compared to the same period of the previous year, despite the EUR 2.6 million of higher net financial costs compared to the previous period. Net profit adjusted, the tax rate is higher at approximately 32%. We expect that within the year, it will be normalized to 29%- 30%. The effect of the financial results together with the higher tax rate brought us to the net profit adjusted to 7.1%, in line with the previous year. All the positive effects coming from the business are offset by financial charges, FX losses, and the higher tax rate.
The net profit reported is also growing by 36.8%, in line with the growth of the revenues, and the net profit margin is 5%- 8% constant compared to the same period of the previous year. In the next slide, we can have a deeper look at the second quarter of the period. All, let's say, the main indicators are somehow in line with the first quarter of the year. We can see that the revenue growth was 36.4% with a stronger contribution from M&A compared to the organic growth if compared to the first quarter of the year. Also, in this case, we had a significant growth of R&D cost of approximately 98%. The growth of the revenue of this specific, let's say, division grew by more than 85% in the same period.
Also, going quickly through the profit and loss of the quarter, we can see that all, let's say, the indicators up to the EBITDA are significantly improving. The adjusted EBITDA reported in the period is 12.1% compared to 9.8% in the same period of the previous year. Also, in terms of pre-tax profit, we have a significant growth of 120 basis points with an operating profit margin at 10.5% non-adjusted compared to 8.5% in the same period of the previous year. Going to the next slide, we have the net debt as of the end of the first half of 2025. The adjusted net debt stood at EUR 112 million with an increase of approximately EUR 22 million compared to the EUR 90.7 million as of year end 2024.
The change is to be attributed to the outflows related to acquisition for a total of EUR 16.6 million, the buyback plan for EUR 2.4 million, the recognition of earnouts for EUR 2.3 million, and the payment of dividends for EUR 3.1 million. We also paid interest and financial charges for EUR 3.1 million. In addition, during the first semester of the year, there was an effect on the net working capital that was with a seasonal increase of about EUR 11 million, mainly driven by the growth of trade receivable and work in progress with the customers. Within the net debt as of the end of June 2025, we have approximately EUR 15 million of leases accounted for according to IFRS 16 in line with year end 2024. As of the 30th of June 2025, I also included EUR 12 million of debt for earnouts and put call option for the purchase of minority interest.
The reported net financial debt is EUR 122 million. We ended EUR 9.5 million higher compared to the adjusted figure following the reclassification of the equity investment held by TXT in Banca del Fucino, net of the portion for which a binding proposal agreement has been signed, which was reclassified from financial assets in the adjusted net debt to fixed assets in the reported net debt. It's important to align that the value of the stake in Banca del Fucino for EUR 8.1 million is now part of the other short-term financial assets because the binding agreement has been signed for the selling of EUR 3.6 million of shares out of 7.7 million total shares at a price of EUR 2.20 per share. The shares were purchased at a price of EUR 1.85 per share. We have approximately 19% revaluation of the shares.
The remaining stake in Banca del Fucino, which is a fair value of EUR 9.5 million, is expected to be sold over the next 12 months. It's also important to highlight that from 2021 up to 2025, the stake in Banca del Fucino also paid out dividends for a total of EUR 850,000. If we move to the next slide, we will have a look at the balance sheet as of the end of June 2025. In this case, in terms of fixed assets, we can see an increase of about EUR 18 million, which is mainly related to new acquisitions over the period, in particular, IT Value Srl. Within the intangible assets, which value is EUR 178 million as of the end of June 2025, we have EUR 153 million of goodwill and a remaining EUR 20 million of customer relationships, NLPs that are also coming from acquisitions. Basically, goodwill allocated to other intangible assets.
Tangible fixed assets are steady compared to the year end 2024, while the decrease in other fixed assets is mainly to be attributed to the effect of Banca del Fucino commented with the previous slide. In particular, other fixed assets as of the 30th of June 2025 consisted of the investment in Banca del Fucino for EUR 9.5 million and investment in minorities for approximately EUR 5.2 million. The net working capital, as we commented before, had a significant growth of EUR 11 million. This growth is driven by the trend in inventories, which are work in progress with the customer for fixed price projects and the trade receivable, which overall grew by approximately EUR 14 million. This effect was partially compensated by the increase in tax payable and other payable and short-term liabilities. This EUR 11 million, of course, is a negative impact in our, let's say, cash generation.
This, in fact, is expected to be, let's say, somehow offset during the second half of the year. In terms of shareholder equity, the difference is driven by the results of the period, the cloud effect of the repurchase, and the sales of TXT treasury shares, while the financial debt is the one reported and commented with the previous slide. If we move to the next slide, looking at the performance in terms of shareholder structure, no major changes compared to the same period, compared to the year end 2024, and also to the situation as of the end of the first quarter of the year. Instead, in terms of performance of the TXT stock in the first six months of 2025, the TXT share price recorded an official high of EUR 41.35 per share on February 25, 2025, and a low of EUR 28.75 as of April 4, 2025.
As of the end of June, the TXT stock price was at EUR 34.35 per share. In terms of treasury shares, as of the end of June 2025, they were approximately 280,000, representing 2.15% of the issued shares. Treasury shares were 314,000 as of the end of year 2024. The decrease of around 35,000 shares is to be attributed to the transfer of TXT shares in the context of the M&A plan that more than compensated the effect of the share buyback plan. In particular, in the first six months of the year, in the context of the share buyback plan, approximately 60,000 shares were repurchased at an average price per share of EUR 25.13, with a total outlay of approximately EUR 2.4 million. The dividend of EUR 0.25 was also paid in May of this year, with a total outlay of approximately EUR 3.2 million.
This is all for the financial section of this conference call. Thank you so much for your attention. Now it's the time for the Q&A session.
Thank you. Thank you very much, Andrea. Thank you very much, Daniele. Now let's start our Q&A session. We already received a question from Andrea Randoni, precisely three questions. I'm going to read the first one. Andrea Randoni asks, "The software engineering business recorded organic growth of 4% in the first semester of 2025, but with a very different pace between quarters, around 10% growth in the first quarter and roughly a 2% decline in the second quarter. Could you explain what drove this change in trend and on what basis you expect the second quarter to show a slightly better performance?
Yes, thank you, Alice, for reading the first question. Let's say the software engineering business is mainly related to big projects. Sometimes, you finish a project, you start another one. We have a different performance according, let's say, to the growth. Also, because last year, Q2 was very strong in terms of total overall projects, it was very difficult also to beat strongly the results we did in the past. Especially, we noticed, let's say, some slowdown, but it was already forecasted in the industries like the tech industry that is, let's say, now in a period of low investment, aggregations, and so on. We expect it to have a slowdown, especially in this area. This affects, let's say, the growth in the second quarter, the overall, let's say, average.
If we look to the entire year, let's say, in the average, we are still confident to grow about 5% -6%. To keep, let's say, the results growing because we also started projects during the Q2 that will benefit in terms of profit and loss in the second half of the year. In particular, we started very important big projects worth about EUR 5 million total, of which, as far as today, in the first half of the year, we have just EUR 500,000 in terms of turnovers. It means that a great part of this project will be delivered in the second part of the year. We contribute into the growth of the overall, let's say, division of Software Engineering.
Speaking about a project that is coming from our investment in IoT, so Internet of Things in the industrial field for the monitoring of complex infrastructure through a network of sensors and software platforms that we are delivering to a major customer here in Italy. At the end, we expect, let's say, even if the first and second quarter performance is different, we are, let's say, confident to have an average of the year that is above 5% in terms of growth of this division.
Thank you very much, Daniele. Now I'm going to read the second question from Andrea Randoni. "Could you elaborate on the rationale behind the partial exit from Banca del Fucino? Earlier indications pointed to a full disposal. What prompted the adoption of a two-step approach instead?
Yes. Of course, it's the market that is making us change our strategy. We didn't change the strategy. We are, let's say, negotiating to sell all, let's say, stakes that we have in Banca del Fucino. Let's say for market reasons, you know that the banking institutions are regulated. Also, the cap table is regulated in some way. If you have, let's say, more than a percentage of the shares of the bank, you need to apply to rules of Banca d'Italia, so on and so on. For this reason, we find, let's say, an interested party that signed, let's say, the possibility to acquire a part of our shares, not the total amount. Otherwise, they would, let's say, address issues in terms of the size of the participation within the overall bank. For this reason, we take the opportunity to sell at least partially.
The signing, the offering that they made is, let's say, there are constraints. It will be sold in September so that we will finish this, let's say, approach because they are doing the checks with Banca d'Italia in order to have all the opportunity to increase the stakes in Banca del Fucino. We are still negotiating with other parties in order to sell the remaining parts of the half of the bank that is still in our portfolio. We didn't change the strategy, but market opportunity allowed us only to proceed with this two-step approach because, let's say, the request was for a smaller amount of shares.
Thank you very much. Now we have the last question of Andrea Randoni. He has a question on our Capital Markets Day. Andrea is asking, "During the May Capital Markets Day, you outlined your M&A strategy to 2027. Could you update us on the expected timing for announcement of potential new deals?
Yes. As discussed during the Capital Markets Day, we declared to have the opportunity to spend up to EUR 120 million in three years in order to make growth the company. We explained that we will address initially in 2025. Hello? Okay. We had some connection problem. I'm back. We will have the opportunity to have a small acquisition to be integrated quickly within our overall offering. We already did at the beginning of the year IT Value . That is a Smart Solutions company. We invest in minority stake with options to grow in majority with ALTIVIA, the company with artificial intelligence proprietary assets that we will deliver with synergies to the market together. We are working on a pipeline of possible opportunities for this year. In particular, we are working and we are through advanced phase for a small acquisition, international in the U.S.
with a Smart Solutions offering that will be integrated in our portfolio Smart Solutions of aerospace and defense. We plan to close this deal in the third quarter of the year. We have another small Smart Solutions company that we plan to close by the end of the year. For 2025, we will add small entities, but very profitable and with easy integration within our overall offering. In order to have a major and bigger acquisition, we are speaking about 2026. We are working on two deals, but it's still in early stage, the negotiation and the structure. Summarizing, this year we will have one to two small acquisitions and the next year will become more stronger in terms of also size and offering with bigger deals. I hope that explains.
Thank you very much, Daniele.
Do we have other questions? I know that it's summertime, especially in Italy. I don't know for the international, let's say, players here. If we don't have any other questions, I would thank you for attending to this call. We are very committed to continue to deliver on promises, on our guidance, on our business plan that we already presented to the market. Happy holidays for everybody that is taking this time as a break. Let's see together again for the Q3 results in October. Thank you, Andrea.
Thank you, Daniele. Thank you, Alice. Thank you, everyone, for attending this call. Happy holiday.
Thank you. Happy holidays.