2026 Interim Financial Report
Contents
01.
Half-year 1
management report
Statutory Auditorsʼ 33report on the interim
Key events in the first half of 2026 2
74Software reports strong H1 2026 results and raises full- 2
year guidances
financial statements
02.
Business Highlights 2
H1 2026 Operational Performance 3
H1 2026 Net Profit 5
Financial position at 30 June 2026 5
Share buy-backs 6
Change in the workforce 6
2026 Targets & Ambitions 6
Main risks and uncertainties for the second half of 2026 6
Events after the reporting period 6
Glossary - Alternative Performance Measures 7
Condensed interim 9
consolidated financial statements
Declaration 34by the person responsible
for the interim financial report
Consolidated income statement 10
Consolidated statement of comprehensive income 10
Consolidated statement of financial position 11
Consolidated statement of changes in equity 12
Consolidated statement of cash flows 13
Notes to the condensed consolidated financial statements 14
01
Haṯf-year management report
Key events in the first half of 2026 2 Share buy-backs 6
74Software reports strong H1 2026 results and raises full-year guidances
2 Change in the workforce 6
2026 fiargets & Ambitions 6
Business Highlights 2
H1 2026 Operational Performance 3
H1 2026 Net Profit 5
Financial position at 30 June 2026 5
Main risks and uncertainties 6
for the second half of 2026
Events after the reporting period 6
Glossary - Alternative 7
Performance Measures
Interim Financial Report 2026 ◼ 74Software 1
Key events in the first half of 2026
The key events in the first half of 2026 were as follows:
Group H1 2026 revenue of €367.0m, up 8.6% organically and 6.7% in total;
Strong H1 across both brands - Axway up 11.7% to
€174.6m and SBS up 5.9% to €193.3m;
Marked improvement in margin on operating activities, up 317bps to 15.2% of revenue (€55.7m);
ARR increased year-on-year by 11.2% at Axway and 8.9% at SBS, further strengthening recurring revenues.
74Software reports strong H1 2026 results and raises full-year guidances
H1 2026
H1 2025
Change / Ratio
€m
€m
Revenue
367.0
337.8
Organic growth: 8.6%
Product revenue
304.1
274.4
Organic growth: 10.8%
o/w Recurring revenue
277.6
252.4
91.3% of Product revenue
ARR at period-end - Axway
288.7
259.7
11.2% YoY at constant FX
ARR at period-end - SBS
252.8
232.1
8.9% YoY at constant FX
Profit on operating activities
55.7
41.3
Margin: 15.2%
Net profit
27.4
5.8
Net margin: 7.5%
Unlevered free cash flow
32.8
76.4
8.9% of revenue
Net debt at period-end
181.3
191.8
Down €10.5m YoY; leverage: 1.39x
Patrick Donovan, Chief Executive Officer, declared:
"74Software delivered a strong first half of 2026, combining sustained organic growth with significant margin expansion. This performance reflects the resilience of our installed base, the enduring importance of our mission-critical software and disciplined execution across both Axway and SBS.
As AI adoption moves from experimentation to industrialization, the ability to connect, govern and secure critical systems and
data becomes increasingly important. This reinforces the strategic relevance of our portfolio and creates further expansion opportunities within our customer base. Based on our H1 execution and improved full-year visibility, we are raising our 2026 objectives while maintaining our focus on disciplined delivery and our 2028 ambitions."
Business Highlights
74Software delivered strong growth across both brands in H1 2026, together with a significant improvement in profitability, underpinned by growth in subscriptions and licenses. The Group continued to strengthen its capabilities while maintaining disciplined capital allocation and preserving flexibility for selective M&A.
Axway delivered a strong first half, supported by Managed File Transfer, sustained momentum in the Americas and continued progress on its offer roadmap. Within MFT, the new Axway Workbench offer strengthened the portfolio by providing unified visibility and operational control across complex file-transfer environments. API Management also gained traction, notably through Amplify Fusion, Axway's unified integration offering combining API management, iPaaS and B2B/MFT capabilities, which recorded 48 wins year-to-date across modernization and extension use cases. The AI Gateway also strengthened the API Management
business line by addressing the secure governance of enterprise AI usage.
SBS maintained solid momentum as banks continued to modernize core platforms, lending operations and digital channels. Amplitude, one of SBS's integrated core banking offerings, recorded 11 signatures in H1, with particularly strong activity in Africa. Modular Products also gained further traction, including three new digital engagement signatures, while Financing Products benefited from sustained activity in the UK. SBS AI Foundation was officially launched in early July, with its first client already live. The new offering combines a governed data layer connected to SBS's product portfolio with an AI platform supporting use cases designed to augment bankers' day-to-day operations. AI-enriched versions of all key solutions are expected from early 2027.
Across both brands, artificial intelligence is being embedded where 74Software has durable advantages: governed connectivity, trusted data, domain-specific workflows and production-grade control. Axway enables enterprises to connect models and agents securely to existing systems while maintaining control over their interactions. SBS, meanwhile, is embedding AI into regulated banking processes built on structured data and established business logic. The Group's opportunity lies in enabling the industrialization of AI usage through integration, governance, observability and auditable workflows. This positioning is becoming increasingly relevant as customers move from isolated pilots toward scaled production deployments.
The Group enters the second half of 2026 with greater visibility, supported by strong first-half execution and a structurally higher recurring revenue base. Quarterly performance will continue to reflect renewal cycles and contract phasing inherent to the software model, while the continued expansion of subscription revenue is enhancing predictability, as reflected in ARR growth across both brands.
H1 2026 Operational Performance
Revenue by Portfolio Brand
€m / %
H1 2026
H1 2025
H1 2025
Restated
Total Growth
Organic Growth
Axway Scope
174.6
160.8
156.3
8.6%
11.7%
SBS Scope
193.3
184.2
182.5
5.0%
5.9%
Consolidation
-0.9
-1.0
-1.0
-3.7%
-3.7%
74SOFTWARE
367.0
344.0
337.8
6.7%
8.6%
H1 2026 revenue reached €367.0 million, up 8.6% organically, with Axway up 11.7% and SBS up 5.9%. Currency movements had a negative impact of €6.2 million, mainly reflecting the stronger euro against the US dollar and British pound.
Revenue by Type
€m / %
H1 2026
H1 2025
H1 2025
Restated
Total Growth
Organic Growth
Product revenue
304.1
280.0
274.4
8.6%
10.8%
Recurring revenue
277.6
258.0
252.4
7.6%
10.0%
o/w Maintenance & Support
77.1
91.5
89.7
-15.7%
-14.1%
o/w Customer-managed Subscription
124.4
97.7
95.7
27.3%
30.0%
o/w Upfront Revenue
72.8
56.4
55.2
29.1%
31.9%
o/w Recurring
51.6
41.3
40.5
24.9%
27.6%
o/w Own-managed Subscription
76.1
68.7
67.0
10.7%
13.5%
Licenses revenue
26.5
22.1
22.0
19.9%
20.6%
Services revenue
62.9
64.0
63.5
-1.6%
-0.8%
TOTAL REVENUE
367.0
344.0
337.8
6.7%
8.6%
Product revenue reached €304.1 million, up 10.8% organically and representing 82.9% of total revenue. Recurring revenue increased 10.0% organically to €277.6 million, equivalent to 91.3% of Product revenue.
Axway's Product revenue reached €157.2 million, up 13.0% organically, driven by continued recurring revenue growth and sustained demand across the MFT and API Management product lines.
SBS's Product revenue reached €147.8 million, up 8.5% organically, supported by solid momentum across its main business lines, notably Integrated Products, Financing Products, and Modular Products.
Services revenue declined slightly to €62.9 million from
€64.0 million in H1 2025, as the Group continued to focus on higher-value services supporting delivery and product adoption. Services represented 17.1% of Group revenue, down from 18.6%.
ARR by Product Line
14%
15%
19%
43%
20%
42%
H1'25
24%
23%
18%
20%
27%
26%
H1'25
12%
42%
13%
42%
H1'26
Managed File Transfer B2B Integration
API Management Specialised ProductsH1'26
Financing Products Modular Products
Integrated Products Banking ComponentsOn June 30, 2026, Axway ARR amounted to €288.7 million, up 11.2% at constant exchange rates, led by strong growth in APIM, up 18.9%, and Managed File Transfer, up 13.5%. SBS ARR
Profit on Operating Activities
reached €252.8 million, up 8.9% at constant exchange rates, driven by Modular Products (+13.7%), Financing Products (+12.7%) and Integrated Products (+10.5%).
H1 2026
H1 2025
Change
€m % of Rev.
€m
% of Rev.
€m
Basis Points
Product revenue
304.1 82.9%
280.0
81.4%
+24.0
+144
Services revenue
62.9 17.1%
64.0
18.6%
-1.0
-144
Total revenue
367.0
344.0
+23.0
Total costs of revenue
120.2
115.9
+4.3
Gross profit
246.8 67.2%
228.1
66.3%
+18.7
+95
o/w product gross profit
236.4 77.7%
217.9
77.8%
+18.5
-6
o/w services gross profit
10.4 16.6%
10.2
15.9%
+0.2
+63
Operating expenses
154.3 42.0%
156.0
45.4%
-1.8
-332
o/w research & development
90.5 24.7%
93.2
27.1%
-2.7
-243
o/w sales & marketing
63.7 17.4%
62.8
18.3%
+0.9
-89
Brand Contribution
92.5 25.2%
72.1
20.9%
+20.5
+427
o/w general & administrative
36.9 10.0%
30.8
8.9%
+6.1
+110
Profit on operating activities
55.7 15.2%
41.3
12.0%
+14.4
+317
Net Capitalisation of R&D
6.7 1.8%
8.4
2.4%
-1.6
-60
in % of gross R&D
6.9%
8.2%
-132
In H1 2026, profit on operating activities increased by 34.8% to
€55.7 million, lifting the margin by 3.2 points to 15.2%, compared with €41.3 million and 12.0% in H1 2025. This strong operating leverage was supported by revenue growth, a more favorable product mix and disciplined cost and resource management.
Gross profit increased by 8.2% to €246.8 million, with the gross margin expanding to 67.2%, compared with 66.3% in H1 2025. Research & Development decreased by €2.7 million while Sales &
Marketing expenses grew marginally, resulting in a strong increase in brand contribution to €92.5 million, representing 25.2% of revenue, compared with €72.1 million and 20.9% in H1 2025.
Centrally managed G&A expenses increased to €36.9 million, compared with €30.8 million in the prior year period. This increase to 10.0% of revenue was driven by investments in Group capabilities, increased bonus accruals based on higher H1 profitability, as well as timing effects expected to normalize over the full year.
H1 2026 Net Profit
Net profit more than quadrupled year-on-year, driven by higher profit on operating activities, lower other operating charges and an improved financial result.
H1 2026
H1 2025
Change
€m % of Rev.
€m
% of Rev.
€m
Basis points
PROFIT ON OPERATING ACTIVITIES
55.7 15.2%
41.3
12.0%
14.4
+317
Share-based expenses
-4.5
-6.7
2.1
Amortisation of allocated intangibles
-5.9
-6.2
0.2
PROFIT FROM RECURRING OPERATIONS
45.2 12.3%
28.4
8.3%
16.8
+405
Other operating income and expenses
-1.2
-8.9
7.7
OPERATING PROFIT
43.9 12.0%
19.5
5.7%
24.4
+630
Cost of financial debt
-6.6
-9.0
2.5
Other financial income and expenses
-2.8
-2.2
-0.6
Income tax expenses
-7.1
-2.5
-4.7
NET PROFIT
27.4 7.5%
5.8
1.7%
21.6
+577
Earnings per share
€0.94
€0.20
€0.74
Profit from recurring operations reached €45.2 million, representing 12.3% of revenue, compared with €28.4 million and 8.3% in H1 2025. Share-based expenses decreased to
€4.5 million from €6.7 million, reflecting the absence of the one-off adjustment to social-security provisions that affected the prior-year period following the change in French law.
Other operating income and expenses represented a net charge of €1.2 million, compared with a net charge of €8.9 million in H1 2025. The charge for H1 2026 is mainly related to integration expenses, while the prior year included significant restructuring
charges. As a result, operating profit reached €43.9 million, or 12.0% of revenue, compared with €19.5 million and 5.7% in the prior-year period.
After a net financial expense of €9.4 million and an income tax charge of €7.1 million, net profit increased to €27.4 million, representing 7.5% of revenue, compared with €5.8 million and 1.7% in H1 2025. Earnings per share reached €0.94, compared with €0.20 in the prior year period.
Financial position at 30 June 2026
As of June 30, 2026, 74Software maintained a strong financial position, using its cash generation to further reduce net debt while repurchasing shares.
Unlevered free cash flow amounted to €32.8 million, representing 8.9% of revenue, compared with €76.4 million and 22.2% in H1 2025. The year-on-year decrease mainly reflected the swing from a €55.0 million working-capital inflow in H1 2025 to a €7.8 million outflow in H1 2026, driven by strong growth in customer-managed subscriptions, an unfavorable year-on-year factoring effect and a more balanced seasonal pattern of revenue and collections, resulting in a shift in cash generation from H1 to H2. Excluding working-capital movements, operating cash flow increased to €61.8 million from €34.6 million, reflecting stronger underlying operating performance.
Net debt was reduced to €181.3 million, from €193.0 million on December 31, 2025. The Group's leverage ratio improved to 1.39x on June 30, 2026, compared with 1.71x on December 31, 2025, on a comparable basis under the revised definition introduced following the April 2026 refinancing. Equity increased to €577.1 million and net debt declined to 23.9% of total capital from 27.2% on June 30, 2025.
Together with the Group's growing recurring revenue base and improving profitability, the Group's stronger financial profile supports greater visibility in international capital markets. 74Software continues to explore alternatives to improve trading liquidity in its shares. Over the first six months of 2026, average daily trading volumes on Euronext Paris more than doubled compared with the same period in 2025.
Share buy-backs
As announced with its FY 2025 results, 74Software intends to repurchase up to 800,000 shares during 2026 to cover its employee long-term incentive plans. On June 30, 2026, the Group had repurchased 421,052 shares for €14.1 million, at a weighted average price of €33.43 per share, leaving up to 378,948 additional shares available for potential repurchase during the remainder of the year.
Change in the workforce
On June 30, 2026, the Group employed 4,527 full-time equivalents, compared with 4,679 on June 30, 2025 and 4,571 at December 31, 2025. This evolution reflects continued resource discipline across both brands, while preserving the capabilities required for customer delivery, product development and strategic execution. Investment remained focused on cloud, automation, AI-related initiatives and selected customer-facing expertise.
2026 fiargets & Ambitions
Considering the strong H1 revenue growth, significant margin expansion and increased visibility provided by its recurring revenue base, 74Software is raising its 2026 guidance.
2026 Guidance and Medium-term ambition
FY 2026 Updated Guidance at constant exchange rates
Medium-term ambition
Organic revenue growth: 3% to 5% 4% to 6%
Margin on operating activities: 15% to 17% 16% to 18%
Unlevered free cash flow: around 10% of revenue (unchanged)
Revenue close to €800m and margin on operating activities ~ 20% by end-2028
€1bn revenue ambition over the medium term, including selective acquisitions
Main risks and uncertainties for the second half of 2026
The level and nature of the risks to which the Group is exposed are unchanged on the risk factors presented on pages 41 to 56 of the 2025 Universal Registration Document.
Events after the reporting period
Between 1 July 2026 and the date of the Board of Directors' meeting held on 23 July 2026, there were no other significant events likely to impact the financial statements.
Glossary - Alternative Performance Measures
Axway ARR: Annual Recurring Revenue - Expected annual billing amounts from all active maintenance and subscription agreements.
Brand Contribution: Contribution to profit on operating activities generated by Axway and SBS before centrally managed general and administrative expenses.
SBS ARR: Annual Recurring Revenue - Monthly recurring revenue (MRR) for the last month of the reporting period multiplied by 12. Where contracts are affected by seasonality or contracted volume-based elements, the last 12 months of revenue are aggregated in determining ARR. Expected recurring revenue from contracts signed but not yet active is not included in ARR.
NPS: Net Promoter Score - Customer satisfaction and recommendation indicator for a company.
Organic growth: Growth in revenue between the period under review and the prior period, restated for consolidation scope and exchange rate impacts.
Profit on operating activities: Profit from recurring operations adjusted for the non-cash share-based payment expense, as well as the amortization of allocated intangible assets.
Proforma: Proforma measures assume the acquisition of SBS happened at the beginning of the respective reporting period.
Restated revenue: Revenue for the prior year, adjusted for the consolidation scope and exchange rates of the current year.
Unlevered free cash flow: Free cash flow before exceptional items and before net interest expense.
02
Condensed interim consoṯidated financiaṯ statements
Consolidated income statement 10
Consolidated statement of cash 13
flows
Consolidated statement of comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
10
Notes to the condensed 14
consolidated financial statements
11
12
Interim Financial Report 2026 ◼ 74Software 9
Consolidated income statement
(in thousands of euros) | Notes | H1 2026 | H1 2025 |
Revenue | 3 and 4 | 366,989 | 343,987 |
Employee costs | 5.1 | -218,453 | -209,477 |
External expenses | 6 | -75,033 | -78,627 |
Taxes and duties | -3,957 | -5,788 | |
Depreciation and amortisation, provisions and impairment | -14,310 | -11,189 | |
Other current operating income and expenses | 429 | 2,378 | |
Profit on operating activities | 55,665 | 41,285 | |
As a % of revenue | 15.2% | 12.0% | |
Share-based payment expense | 7 | -4,526 | -6,652 |
Amortisation of allocated intangible assets | -5,945 | -6,190 | |
Profit from recurring operations | 45,193 | 28,443 | |
As a % of revenue | 12.3% | 8.3% | |
Other operating income and expenses | 8 | -1,244 | -8,902 |
Operating profit | 43,950 | 19,541 | |
As a % of revenue | 12.0% | 5.7% | |
Cost of net financial debt | 9.1 | -6,568 | -9,029 |
Other financial income and expenses | 9.2 | -2,848 | -2,219 |
Income tax expense | 10 | -7,141 | -2,477 |
Profit for the year from continuing operations | 27,393 | 5,816 | |
Profit for the year | 27,393 | 5,816 | |
As a % of revenue | 7.5% | 1.7% | |
of which attributable to non-controlling interests | 11 | 20 | |
of which attributable to owners of the Company | 27,382 | 5,796 | |
Net income per share - attributable to owners of the Company
(in euros) Notes | H1 2026 | H1 2025 |
Basic earnings per share 11 | 0.94 | 0.20 |
Diluted earnings per share 11 | 0.91 | 0.19 |
Consolidated statement of comprehensive income
(in thousands of euros) | H1 2026 | H1 2025 |
Consolidated profit for the year | 27,393 | 5,816 |
Other comprehensive income: | ||
Actuarial gains and losses on pension plans | 2,084 | -602 |
Tax impact | -558 | 156 |
Sub-total items that will not be reclassified subsequently to profit or loss | 1,526 | -447 |
Share attributable to non-controlling interests | 7 | -4 |
Translation adjustments | 3,862 | -26,068 |
Change in fair value of foreign exchange derivative instruments | 715 | -2,710 |
Tax effects on foreign exchange derivative instruments | -181 | 684 |
Sub-total items that may not be reclassified subsequently to profit or loss | 4,404 | -28,098 |
Total other comprehensive income, net of tax | 5,929 | -28,545 |
TOTAL COMPREHENSIVE INCOME | 33,322 | -22,729 |
of which attributable to non-controlling interests | 18 | 17 |
OF WHICH ATTRIBUTABLE TO OWNERS OF THE COMPANY | 33,304 | -22,745 |
Consolidated statement of financial position
6ээс*э(in thousands of euros) Notes | 30/06/2026 | 31/12/2025 |
Goodwill 12.1 | 527,766 | 523,196 |
Intangible assets | 134,213 | 133,507 |
Property, plant and equipment | 21,656 | 20,093 |
Lease right-of-use assets 13.1 | 45,666 | 49,834 |
Non-current financial and other assets | 17,004 | 17,672 |
Deferred tax assets | 34,443 | 34,279 |
Non-current assets | 780,747 | 778,581 |
Inventories and work in progress | 8,076 | 6,872 |
Trade receivables and related accounts 14 | 308,729 | 279,881 |
Other current receivables | 94,997 | 97,110 |
Cash and cash equivalents 16 | 65,168 | 49,075 |
Current assets | 476,970 | 432,938 |
TOTAL ASSETS | 1,257,717 | 1,211,519 |
(in thousands of euros) Notes | 30/06/2026 | 31/12/2025 |
Share capital | 59,492 | 59,492 |
Capital reserves | 223,714 | 223,714 |
Consolidated and other reserves | 266,485 | 229,471 |
Profit (loss) for the period | 27,382 | 40,751 |
Equity - share attributable to owners of the Company | 577,074 | 553,429 |
Non-controlling interests | 67 | 55 |
TOTAL EQUITY 15 | 577,141 | 553,484 |
Financial debt - long-term portion 16 and 17 | 199,395 | 226,869 |
Lease liabilities - long-term portion 13.2 | 42,246 | 47,251 |
Deferred tax liabilities | 30,135 | 30,047 |
Retirement benefits and similar commitments | 31,344 | 32,569 |
Other non-current liabilities including long-term provisions | 5,938 | 6,153 |
Non-current liabilities | 309,058 | 342,889 |
Financial debt - short-term portion 16 and 17 | 47,109 | 15,204 |
Lease liabilities - short-term portion 13.2 | 11,587 | 10,606 |
Trade accounts payable | 29,286 | 32,747 |
Deferred income 18 | 143,951 | 95,431 |
Other current liabilities 19 | 139,585 | 161,158 |
Current liabilities | 371,518 | 315,146 |
TOTAL LIABILITIES | 680,576 | 658,035 |
TOTAL EQUITY AND LIABILITIES | 1,257,717 | 1,211,519 |
Consolidated statement of changes in equity
(in thousands of euros) | Share capital | Capital reserves | Treasury shares | Reserves and consolidated profit | Other comprehensive income | Attributable to: owners of the non-controlling Company interests | Total | |
AT 30/06/2025 | 59,492 | 223,714 | -11,062 | 223,275 | 17,245 | 512,665 | 116 | 512,781 |
Capital transactions | - | - | - | - | - | - | - | - |
Share-based payments | - | - | - | 2,084 | - | 2,084 | - | 2,084 |
Transactions in treasury shares | - | - | -91 | -238 | - | -329 | - | -329 |
Ordinary dividends | - | - | - | - | - | - | - | - |
Changes in scope of consolidation | - | - | - | - | - | - | - | - |
Other movements | - | - | - | 49 | 39 | 89 | -60 | 28 |
Transactions with shareholders | - | - | -91 | 1,896 | 39 | 1,844 | -60 | 1,783 |
Profit for the period | - | - | - | 34,955 | - | 34,955 | -9 | 34,946 |
Other comprehensive income | - | - | - | - | 3,965 | 3,965 | 9 | 3,974 |
Total comprehensive income for the period | - | - | - | 34,955 | 3,965 | 38,920 | -1 | 38,920 |
AT 31/12/2025 | 59,492 | 223,714 | -11,153 | 260,126 | 21,249 | 553,429 | 55 | 553,484 |
Capital transactions | - | - | - | - | - | - | - | - |
Share-based payments | - | - | - | 4,158 | - | 4,158 | - | 4,158 |
Transactions in treasury shares | - | - | -9,050 | -5,052 | - | -14,102 | - | -14,102 |
Ordinary dividends | - | - | - | - | - | - | - | - |
Changes in scope of consolidation | - | - | - | - | - | - | - | - |
Other movements | - | - | - | 297 | -12 | 285 | -6 | 279 |
Transactions with shareholders | - | - | -9,050 | -597 | -12 | -9,659 | -6 | -9,665 |
Profit for the period | - | - | - | 27,382 | - | 27,382 | 11 | 27,393 |
Other comprehensive income | - | - | - | - | 5,922 | 5,922 | 7 | 5,929 |
Total comprehensive income for the period | - | - | - | 27,382 | 5,922 | 33,304 | 18 | 33,322 |
AT 30/06/2026 | 59,492 | 223,714 | -20,203 | 286,911 | 27,160 | 577,074 | 67 | 577,141 |
Consolidated statement of cash flows
(in thousands of euros) | Notes | H1 2026 | H1 2025 |
Consolidated profit (including share attributable to non-controlling interests) | 27,393 | 5,816 | |
Net charges to depreciation, amortisation and provisions | 18,395 | 16,694 | |
Unrealised gains and losses relating to changes in fair value | -199 | 1,634 | |
Share-based payment expense | 7 | 4,155 | 4,497 |
Gains and losses on disposal | 1,447 | 455 | |
Cash from operations after cost of net financial debt and tax | 51,191 | 29,096 | |
Cost of net financial debt | 9.1 | 6,568 | 9,029 |
Income tax expense (including deferred tax) | 10 | 7,141 | 2,477 |
Cash from operations before cost of net financial debt and tax (A) | 64,900 | 40,602 | |
Tax paid (B) | -3,150 | -5,962 | |
Changes to operating working capital requirements (including liabilities related to employee benefits) (C) | -7,812 | 55,000 | |
Net cash from operating activities (D) = (A + B + C) | 53,938 | 89,640 | |
Purchases of intangible assets and PP&E | -13,085 | -14,849 | |
Proceeds from sale of intangible assets and PP&E | 19 | -7 | |
Impact of changes in the scope of consolidation | 12 | - | - |
Change in loans and advances granted | -467 | 94 | |
Other cash flows from investing activities | 490 | 589 | |
Net cash from (used in) investing activities (E) | -13,043 | -14,173 | |
Proceeds from the exercise of stock options | - | - | |
Purchases and proceeds from disposal of treasury shares | 7 | -14,113 | -2,489 |
Dividends paid to shareholders of the parent company | - | - | |
Proceeds from borrowings | 16 | 234,008 | - |
Repayment of borrowings | 16 | -240,374 | -42,296 |
Change in lease liabilities | 13 | -8,698 | -7,281 |
Net interest paid (including finance leases) | -5,375 | -7,799 | |
Other cash flows relating to financing activities | -519 | 1,798 | |
Net cash from (used in) financing activities (F) | -35,073 | -58,067 | |
Effect of foreign exchange rate changes (G) | 359 | -1,359 | |
Effect of changes in accounting policy (G) | - | 172 | |
Net change in cash and cash equivalents (D + E + F + G) | 6,182 | 16,212 | |
Opening cash position | 48,260 | 40,381 | |
Closing cash position | 54,441 | 56,593 | |
The closing cash position is equal to Cash and cash equivalents less bank overdrafts.
Notes to the condensed consolidated financial statements
Contents
Contents
14Note 1 Accounting policies 15
Note 2 Key events and scope of consolidation 16
Notes to the consolidated income statement
17Note 3 Segment reporting 17
Note 4 Revenue 19
Note 5 Employee costs 20
Note 6 Purchases and external expenses 21
Note 7 Share-based and similar payment expenses 21
Note 8 Other operating income and expenses 22
Note 9 Financial income and expense 22
Notes to the consolidated statement of financial
24position
Note 12 Goodwill 24
Note 13 Leases 25
Note 14 Trade receivables and related accounts 25
Note 15 Equity 26
Note 16 Financial debt - Net debt 27
Note 17 Change in net debt 28
Note 18 Current deferred income 29
Note 19 Other current liabilities 30
Other information
31Note 10 | Income tax expense | 23 | Note 20 | Related-party transactions | 31 |
Note 11 | Earnings per share | 23 | Note 21 | Off-balance-sheet commitments and contingent liabilities | 31 |
Note 22 | Exceptional events and legal disputes | 32 | |||
Note 23 | Events after the reporting period | 32 |
Note 1 Accounting policies
The condensed interim consolidated financial statements for the half-year ended 30 June 2026, together with the accompanying notes, were prepared under the responsibility of the Board of Directors and approved at its meeting of 23 July 2026.
Basis of preparation of the condensed interim consolidated financial statements
The consolidated financial statements for the half-year ended 30 June 2026 were prepared in accordance with IAS 34, Interim Financial Reporting, the IFRS published by the IASB (International Accounting Standards Board) and adopted by the European Union. This standard is available on the European Commission website:
http://ec.europa.eu/finance/company-reporting/ifrs-financial-statements/index_en.htm
The accounting policies underlying the preparation of the condensed interim consolidated financial statements for the half year ended 30 June 2026 are identical to those adopted for
the consolidated financial statements for the year ended 31 December 2025 and described in Chapter 5, Note 1 of the
2025 Universal Registration Document filed on 24 March 2026 with the French Financial Markets Authority (AMF) under no. D. 26-0134 and available on the Company's website at https://www.74software.com/investor-relations, except for the new standards and interpretations applicable from 1 January 2026 and presented in Note 1.2.
These condensed interim consolidated financial statements are presented in thousands of euros, unless indicated otherwise.
Application of new standards and interpretations
The new standards, amendments to existing standards and interpretations adopted by the European Union and of mandatory application in fiscal years beginning on or after
1 January 2026 consist of the amendments to IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments.
These amendments have no impact on the condensed interim consolidated financial statements and no disclosures are therefore provided in the notes to the consolidated financial statements.
Impact of IFRS 18, "Presentation and disclosure in financial statements"
IFRS 18, Presentation and Disclosure in Financial Statements, was published by the IASB in April 2024 and will replace IAS 1 and introduce a new structure for the income statement based on standardised categories (Operating, Investing, Financing), as well as enhanced guidance governing the use of Management Performance Measures (MPMs).
The standard will be of mandatory application from 1 January 2027. The Group does not intend to early adopt the standard at this stage.
In H1 2026, the Group continued the work launched in 2025 to assess the consequences of this standard on the presentation of its consolidated financial statements, focusing primarily on:
the future structure of the consolidated income statement;
the identification of potential reclassifications between the Operating, Investment and Financing categories;
the analysis of performance measures likely to be classified as MPM;
the impacts on the Statement of cash flows
additional disclosures to be provided in the notes.
At this stage, the analyses conducted confirm that the main expected effects concern the presentation of the financial statements and required disclosures, with no expected impact on the Group's economic performance, financial position or equity.
The work carried out during the half year identified certain items currently presented in net financial income that will need to be classified in the Operating category. These items relate in particular to research tax credit financing costs, certain foreign exchange effects related to operating activities and other financial income and expenses directly related to the Group's current operations.
In addition, pursuant to IFRS 18, share-based payment expenses (IFRS 2), amortisation of intangible assets recognised in business combinations, and other operating income and expenses would continue to be included in operating income.
The Group is also continuing work on the performance measures used in its financial reporting. Several measures currently monitored by Management are being analysed in light of IFRS 18 provisions relating to Management Performance Measures (MPM). No final decision has been made at this stage on which measures will be presented as MPMs when the standard is first applied. Where applicable, these measures will be formally defined and reconciled with corresponding IFRS subtotals.
Lastly, the Group continues to assess the potential consequences of the standard on the presentation of the Statement of cash flows and the disclosures to be provided in the notes.
Note 2 Key events and scope of consolidation
Strengthening and refinancing of Group borrowings
2.f.f TEU CW ank TEU MfiT pmogmammcs
On 5 March 2026, the Group established its first public negotiable debt programmes, comprising:
a Negotiable European Commercial Paper (NEU CP) programme with a maximum amount of €200 million;
a Negotiable European Medium Term Note (NEU MTN) programme with a maximum amount of €100 million.
Both programmes were established in accordance with French regulations applicable to negotiable debt securities and are registered with the Bank of France, allowing the Group to access short- and medium-term debt markets.
This transaction forms part of the Group's strategy to diversify its financing sources and aims to strengthen its financial flexibility and its ability to access capital markets.
Rcfimnancmng ofi dank dommowmngs
On 22 April 2026, the Group finalised the refinancing of its syndicated bank borrowings.
This involved the repayment of existing financing:
a €125 million revolving credit facility ("RCF") maturing in 2027;
an €80 million Term Loan B maturing in 2027;
a €120 million amortising Term Loan A maturing in 2029. These facilities were refinanced through:
a new €180 million revolving credit facility, maturing in 2031,
with two extension options;
a new €230 million amortising term loan, maturing in 2031.
The refinancing was executed with the Group's existing banking pool and the participation of a new relationship bank.
Following this transaction, the average maturity of the Group's financial debt increased significantly from approximately
1.6 years to 4.5 years.
The refinancing was also accompanied by an update to the Group's banking documentation, including particularly:
the harmonisation of the conditions applicable to the various financing facilities;
greater flexibility for external growth transactions;
a revised leverage ratio definition aligned with current market practice.
Pursuant to IFRS 9, the Group analysed this transaction and concluded that it constituted an extinguishment of existing financial liabilities followed by the recognition of new financial liabilities.
Accordingly:
the refinanced borrowings were derecognised;
the unamortised transaction costs associated with the refinanced borrowings were immediately expensed to net financial income;
the costs directly attributable to the new financing were recognised as a deduction from the relevant financial liabilities and will be amortised over the term of the financing in accordance with the amortised cost method.
The impact of extinguishing the existing financing is presented in other financial expenses (see Note 9.2).
At 30 June 2026, the Group complies with all applicable financial covenants and has significant headroom compared to the contractual thresholds provided for in the banking documentation.
Changes in the scope of consolidation
a. Dcconsoṯmka"ck cn"m"mcs
Field Solutions Limited in the United Kingdom was liquidated in the first half of 2026.
d. Tcwṯy-consoṯmka"ck cn"m"mcs
No entities entered the scope of consolidation in the first half of 2026.
Notes to the consolidated income statement
Note 3 Segment reporting
Pursuant to IFRS 8, the operating segments correspond to the components of the Group whose results are regularly reviewed by the Chief Operating Decision Maker (CODM) to make decisions about resources to be allocated and assess its performance.
The Group adapted its management model from 1 January to further strengthen the accountability of the brand leadership teams.
In this context, the Chief Operating Decision Maker now primarily assesses operating sector performance based on the Brand Contribution.
Brand Contribution corresponds to the net profit generated by each brand after taking into account gross profit, research and development expenses and marketing expenses directly attributable to the relevant brand, but before Group general and administrative expenses.
General and administrative expenses are monitored separately at Corporate level and are no longer allocated to the brands. The Group's two operating segments remain Axway and SBS.
The information presented below reflects the performance measures used by the CODM to manage the Group's operations.
Revenue by business line
6xway
(in thousands of euros)
H1 2026
H1 2025
Product revenue
157,226 90.1%
143,286 89.1%
Recurring revenue
152,313 87.2%
141,591 88.1%
o/w Maintenance & support
17,941 10.3%
27,248 16.9%
o/w Customer-managed Subscription
103,151 59.1%
86,981 54.1%
o/w Upfront Revenue
62,222 35.6%
51,800 32.2%
o/w Recurring Revenue
40,929 23.4%
35,181 21.9%
o/w Own-managed Subscription
31,222 17.9%
27,362 17.0%
License revenue
4,913 2.8%
1,696 1.1%
Services revenue
17,369 9.9%
17,484 10.9%
TOTAL AXWAY REVENUE
174,595 100%
160,771 100%
In H1 2026, Customer-Managed Subscription contracts generated upfront revenue of €62.2 million recognised on the signature of these contracts, up 20.1% on the first half of 2025 (€51.8 million).
SBS
(in thousands of euros)
H1 2026
H1 2025
Product revenue
147,752 76.4%
137,702 74.8%
Recurring revenue
126,201 65.3%
117,323 63.7%
o/w Maintenance & support
59,151 30.6%
64,231 34.9%
o/w Customer-managed Subscription
22,211 11.5%
11,720 6.4%
o/w Upfront Revenue
10,570 5.5%
4,600 2.5%
o/w Recurring Revenue
11,641 6.0%
7,120 3.9%
o/w Own-managed Subscription
44,838 23.2%
41,372 22.5%
License revenue
21,551 11.1%
20,379 11.1%
Services revenue
45,566 23.6%
46,474 25.2%
TOTAL SBS REVENUE
193,318 100%
184,176 100%
7hSofi"wamc
(in millions of euros)
H1 2026
H1 2025
Group
adjust- 74S Axway SBS ments published
Group
adjust- 74S Axway SBS ments published
Product revenue
157 148 -1 304
143 138 -1 280
Recurring revenue
152 126 -1 278
142 117 -1 258
o/w Maintenance & support
18 59 - 77
27 64 - 91
o/w Customer-managed Subscription
103 22 -1 124
87 12 - 99
o/w Upfront Revenue
62 11 - 73
52 5 - 56
o/w Recurring Revenue
41 12 -1 52
35 7 -1 41
o/w Own-managed Subscription
31 45 - 76
27 41 -1 68
License revenue
5 22 - 26
2 20 - 22
Services revenue
17 46 - 63
17 46 - 64
TOTAL 74SOFTWARE REVENUE
175 193 -1 367
161 184 -1 344
The Group's main clients do not account for more than 10% of revenue individually. 74Software's dependency on its main clients is low.
Revenue by region
6xway
(in thousands of euros)
H1 2026
H1 2025
Europe
85,220 48.8%
78,150 48.6%
of which France
41,412 23.7%
35,666 22.2%
of which UK
7,195 4.1%
6,869 4.3%
Americas
74,230 42.5%
67,040 41.7%
of which United States
67,952 38.9%
60,800 37.8%
Middle East & Africa
3,278 1.9%
2,702 1.7%
Asia & Pacific
11,868 6.8%
12,878 8.0%
TOTAL AXWAY REVENUE
174,595 100%
160,771 100%
SBS
(in thousands of euros)
H1 2026
H1 2025
Europe
138,546 71.7%
130,911 71.1%
of which France
64,296 33.3%
64,673 35.1%
of which UK
45,481 23.5%
39,918 21.7%
Americas
5,103 2.6%
6,270 3.4%
of which United States
4,468 2.3%
5,243 2.8%
Middle East & Africa
44,211 22.9%
40,430 22.0%
Asia & Pacific
5,458 2.8%
6,565 3.6%
TOTAL SBS REVENUE
193,318 100%
184,176 100%
7hSofi"wamc
(in millions of euros)
H1 2026 H1 2025
Axway SBS Group adjustments 74S published Axway SBSGroup adjustments
74S
published
Europe
of which France of which UK
Americas
of which United States
Middle East & Africa Asia & Pacific
TOTAL AXWAY & SBS REVENUE85 139 -1 223 78 131 -1 208
41 64 -1 105 36 65 -1 99
7 45 - 53 7 40 - 47
74 5 - 79 67 6 - 73
68 4 - 72 61 5 - 67
3 44 - 47 3 40 - 43
12 5 - 17 13 7 - 19
175 193 -1 367 161 184 -1 344
Segment results
6xway
(in thousands of euros) | H1 2026 | H1 2025 | ||
Revenue | 174,595 | 100% | 160,771 | 100% |
Gross profit | 135,160 | 77.4% | 120,478 | 74.9% |
Brand contribution | 62,238 | 35.6% | 44,833 | 27.9% |
SBS
(in thousands of euros) | H1 2026 | H1 2025 | ||
Revenue | 193,318 | 100% | 184,176 | 100% |
Gross profit | 111,627 | 57.7% | 107,579 | 58.4% |
Brand contribution | 30,295 | 15.7% | 27,220 | 14.8% |
7hSofi"wamc
(in millions of euros) | H1 2026 | H1 2025 | ||||||
Axway | SBS | Corporate | 74S published | Axway | SBS | Corporate | 74S published | |
Revenue | 175 | 193 | -1 | 367 | 161 | 184 | -1 | 344 |
Gross profit | 135 | 112 | - | 247 | 120 | 108 | - | 228 |
Brand contribution | 62 | 30 | - | 93 | 45 | 27 | - | 72 |
Corporate expenses | -37 | -37 | -31 | -31 | ||||
PROFIT ON OPERATING ACTIVITIES | 56 | 41 | ||||||
Note 4 Revenue
Revenue by business line
The breakdown by business line is presented in Note 3.1 "Revenue by business line".
Revenue by geographical area
The breakdown by region is presented in Note 3.2 "Revenue by region".
Note 5 Employee costs
Breakdown of employee costs
(in thousands of euros)
H1 2026
H1 2025
Salaries
167,793
162,470
Social security contributions
53,380
50,298
Research tax credits
-5,087
-4,383
Employee profit-sharing
1,856
952
Net expense for post-employment and similar benefit obligations
510
140
TOTAL EMPLOYEE COSTS
218,453
209,477
Employee costs represent 59.5% of H1 2026 revenue, down on H1 2025 (60.9%).
They increased 6.9% at constant exchange rates. The average number of employees decreased from 4,710 at 30 June 2025 to 4,547 at 30 June 2026.
Research tax credits total €5.1 million at 30 June 2026, up
€0.7 million, and comprise €2.4 million for Axway and
€2.7 million for SBS.
Axway expensed Research & Development expenditure of €29.8 million in H1 2026 (17.1% of revenue), compared to €32.6 million in H1 2025 (20.3% of revenue).
SBS R&D expenditure totalled €60.7 million (31.4% of revenue), compared to €60.6 million in H1 2025 (32.9% of revenue).
For the entire Group scope, R&D expenditure totalled €90.5 million, representing 24.7% of first-half revenue. Finally, SBS capitalised development expenses of €8.8 million in H1 2026, compared to €9.2 million in H1 2025.
Workforce
Number of employees at 30 June | H1 2026 | H1 2025 |
Europe | 2,903 | 3,001 |
of which France | 1,453 | 1,498 |
of which UK | 435 | 470 |
Americas | 340 | 370 |
of which United States | 318 | 328 |
Middle East & Africa | 446 | 439 |
Asia & Pacific | 838 | 869 |
of which India | 800 | 822 |
TOTAL | 4,527 | 4,679 |
Average number of employees | H1 2026 | H1 2025 |
Europe | 2,933 | 3,036 |
of which France | 1,466 | 1,493 |
of which UK | 451 | 490 |
Americas | 350 | 369 |
of which United States | 325 | 343 |
Middle East & Africa | 434 | 438 |
Asia & Pacific | 830 | 867 |
of which India | 792 | 814 |
TOTAL | 4,547 | 4,710 |
Note 6 Purchases and external expenses
(in thousands of euros) | H1 2026 | H1 2025 |
Purchases of subcontracting services | 31,026 | 35,146 |
Purchases not for inventory of equipment and supplies | 903 | 1,955 |
Purchases and change in stock of merchandise | 1,898 | 2,163 |
TOTAL PURCHASES | 33,826 | 39,264 |
SBS purchases totalled €19.9 million in the first half of 2026, down year-on-year in line with the scheduled gradual termination of subcontracting contracts with Sopra Stéria Group as part of the integration of SBS.
Axway purchases totalled €13.9 million and are stable on the first half of 2025.
Purchases of subcontracting services mainly comprise cloud hosting costs supporting the growth of the Subscription activity.
(in thousands of euros) | H1 2026 | H1 2025 |
Rent and rental charges | 10,764 | 11,967 |
Lease expenses - IFRS 16 adjustment | -7,272 | -7,699 |
Maintenance and repairs | 11,917 | 8,455 |
External personnel | 155 | 468 |
Remuneration of intermediaries and fees | 6,578 | 4,760 |
Advertising and public relations | 2,708 | 3,473 |
Travel and entertainment | 7,406 | 7,062 |
Telecommunications | 915 | 874 |
Sundry | 8,037 | 10,002 |
TOTAL EXTERNAL EXPENSES | 41,207 | 39,363 |
Note 7 Share-based and similar payment expenses
A new free share grant plan was set up by the Group in H1 2026. On 25 February 2026, the Board of Directors approved the "LTI PLAN ONE" plan involving the grant of 340,600 shares, including 49,000 shares to the Chief Executive Officer, Patrick Donovan, and the Deputy Chief Executive Officer, Eric Bierry. The plan will vest between February 2026 and March 2029 and includes presence and performance conditions.
The features of other current plans are described in Note 5.4 of Chapter 5 "Consolidated financial statements" of the 2025 Universal Registration Document.
Expenses relating to free performance share grant plans totalled €4.5 million in H1 2026, including employer social security contributions of €0.4 million.
The decrease in employer social security contributions (-€1.8 million) is mainly due to the higher social security contribution rate in France and the change in the share price observed at 30 June 2025.
The April 2023 "LTI PLAN WINNING" free share grant plan was settled on 31 March 2026, with the presentation of 267,167 treasury shares to the Axway Leadership team, members of the Executive Committee and other individuals considered key for the Group. 30,000 treasury shares were presented to the Chief Executive Officer, Patrick Donovan.
Note 8 Other operating income and expenses
(in thousands of euros) | H1 2026 | H1 2025 |
Expenses related to business combinations (fees, commission, etc.) | 88 | 190 |
Net restructuring and reorganisation costs | -65 | 8,863 |
Other operating income and expenses | 1,221 | -152 |
TOTAL | 1,244 | 8,902 |
In the first half of 2026, 74Software performed material non-current transactions representing a total expense of €1.2 million and primarily comprising Workday Cloud implementation costs.
Note 9 Financial income and expense
Cost of net financial debt
(in thousands of euros)
H1 2026
H1 2025
Income from cash management
-322
-160
Interest expense
5,519
-7,384
Cost of net financial debt
5,196
7,544
Net interest on lease liabilities
1,371
1,486
TOTAL COST OF NET FINANCIAL DEBT
6,568
9,029
On 22 April 2026, the Group refinanced its bank borrowings with the arrangement of new credit facilities to replace existing financing.
Following an analysis, the Group concluded that this transaction constituted an extinguishment of existing financial liabilities within the meaning of IFRS 9, followed by the recognition of new financial liabilities. The unamortised transaction costs associated with the refinanced borrowings were immediately expensed to net financial income under "Other financial expenses".
The costs directly attributable to the implementation of the new financing facilities were recognised as a deduction from the relevant financial liabilities and will be amortised over the term of the financing in accordance with the amortised cost method.
The Group cost of net financial debt primarily reflects interest on bank financing and lease liabilities, as well as income generated by cash investments.
In addition, the discounting of the DXchange earn-out represented a financial expense of €0.1 million in the period.
Other financial income and expenses
(in thousands of euros) | H1 2026 | H1 2025 |
Foreign exchange gains and losses | -2,136 | 1,229 |
Reversal of provisions | 340 | 5 |
Other financial income | -87 | -179 |
Total foreign exchange gains/losses and other financial income | -1,883 | 1,056 |
Charges to provisions | 153 | -0 |
Discounting of retirement benefit commitments | 502 | 448 |
Other financial expenses | 4,077 | 715 |
Total other financial expense | 4,732 | 1,163 |
TOTAL OTHER FINANCIAL INCOME & EXPENSES | 2,848 | 2,219 |
Other financial expenses mainly comprise unamortised transaction costs associated with the financing repaid early as part of the bank refinancing secured on 22 April 2026, expensed during the period (€3.0 million). They also include research tax credit financing costs of €0.6 million in H1 2026.
Note 10 Income tax expense
(in thousands of euros) | H1 2026 | H1 2025 |
Current tax | 7,361 | 1,885 |
Deferred tax | -221 | 592 |
TOTAL INCOME TAX EXPENSE | 7,141 | 2,477 |
The Group effective tax rate is 20.68% in H1 2026, compared to 29.87% in H1 2025 and 23.07% in fiscal year 2025.
Deferred tax assets relating to tax losses carried forward are recognised if it is probable that future taxable profits will be available to enable their offset.
At 30 June 2026, capitalised tax losses are similar in amount to 31 December 2025.
74Software SA
Tax losses recognised in France are capitalised in the amount of €89.0 million, representing a total deferred tax asset of
€23.0 million.
Axway Inc.
Tax losses recognised in the United States are capitalised in the amount of €81.8 million (US$93.1 million), representing a total deferred tax asset of €17.2 million.
SBS Software SA
At 30 June 2026, no deferred tax assets are recognised in respect of SBS Software SA tax losses.
Other subsidiaries
The Group did not capitalise any additional tax losses at 30 June 2026 compared to 31 December 2025.
International tax reform - Pillar 2
74Software Group falls within the scope of the OECD Pillar 2 rules to introduce a minimum level of taxation of 15% in each jurisdiction. 74Software Group is impacted by this tax reform through its holding company Sopra GMT whose consolidated revenue exceeds €750 million.
Five jurisdictions (United States, Ireland, Luxembourg, Tunisia and Switzerland) did not meet the "Safe Harbour" tests for fiscal year 2024, and a detailed GloBE income calculation was therefore performed for these jurisdictions. The calculations based on 2024 data were finalised at 30 June 2026 and did not reveal any significant top-up tax for the Group.
Based on the analyses performed at 30 June 2026, the Group has not identified any significant Pillar 2 impact on its consolidated financial statements.
In accordance with the amendments to IAS 12, the Group applied the mandatory temporary exception to the accounting for deferred taxes arising from Pillar 2. No deferred tax is therefore recognised in respect of these rules.
Note 11 Earnings per share
(in euros) | H1 2026 | H1 2025 |
Net income - attributable to owners of the Company | 27,381,891 | 5,795,908 |
Weighted average number of ordinary shares outstanding | 29,746,194 | 29,746,194 |
Weighted average number of treasury shares | 676,882 | 559,874 |
Weighted average number of ordinary shares outstanding | 29,069,312 | 29,186,320 |
BASIC EARNINGS PER SHARE | 0.94 | 0.20 |
(in euros) | H1 2026 | H1 2025 |
Net income - attributable to owners of the Company | 27,381,891 | 5,795,908 |
Weighted average number of ordinary shares outstanding | 29,069,312 | 29,186,320 |
Weighted average number of securities taken into account in respect of dilutive items | 892,749 | 861,366 |
Weighted average number of shares taken into account to calculate diluted earnings per share | 29,962,061 | 30,047,686 |
DILUTED EARNINGS PER SHARE | 0.91 | 0.19 |
Notes to the consolidated statement of financial position
Note 12 Goodwill
Changes in goodwill
Movements in the first half of the year were as follows:
(in thousands of euros)
01/01/2026
Adjustments
on business Translation Other Acquisitions combinations Disposals Impairment adjustments movements
30/06/2026
Axway
287,742
-
-
-
-
4,569
-
292,312
SBS
235,454
-
-
-
-
-
-
235,454
TOTAL
523,196
-
-
-
-
4,569
-
527,766
Impairment tests
In accordance with IAS 36, the Group has considered the latest economic information available at the interim reporting date. Uncertainties related to US trade tensions and tariff policy could indirectly impact some of the markets where the Group operates.
At this stage, no specific indications of impairment loss have been identified for the Group's cash-generating units (CGUs) in relation to these tariff risks.
Nevertheless, the Group is closely monitoring developments in the political and economic environment and reserves the right to reassess the recoverable amount of its assets in the event of a significant change in macroeconomic conditions during the second half of the year.
At 30 June 2026, the revenue and operating financial performance of each of these CGUs are in line with Management expectations.
In the absence of any indication of impairment loss in the first half of 2026, the Group did not perform any impairment tests at 30 June 2026.
At 30 June 2026, the Group's market capitalisation on NYSE Euronext was €1,059 million (i.e. €1,038 million after 2% estimated disposal costs), above the Group's consolidated equity of €577 million at the same date.
It is recalled that impairment tests conducted at 31 December 2025 using a discounted cash flow approach produced the following valuations:
Axway CGU: €1,035 million;
SBS CGU: €605 million.
Sensitivity analyses were performed assuming a change in the WACC of ±1%, instead of the usual change of ±0.5%. These alternative scenarios did not lead to the recognition of an impairment loss on intangible assets.
Note 13 Leases
Lease right-of-use asset by category
(in thousands of euros)
Leased properties
Leased vehicles
Leased IT facilities
Total
Gross value
31 December 2025
74,643
8,393
8,570
91,605
Change in scope of consolidation
-
-
-
-
Acquisitions
1,537
633
1,011
3,181
Disposals - assets scrapped
-2,084
-1,082
-
-3,166
Other movements
-
41
-
41
Translation adjustments
464
-4
-
460
30 JUNE 2026
74,559
7,981
9,581
92,121
Depreciation
31 December 2025
-29,521
-4,619
-7,632
-41,771
Change in scope of consolidation
-
-
-
-
Charges
-4,254
-996
-705
-5,955
Disposals - assets scrapped
521
1,024
-
1,545
Other movements
-
38
-
38
Translation adjustments
-311
-
-
-312
30 JUNE 2026
-33,565
-4,553
-8,337
-46,455
Net value
31 December 2025
45,122
3,774
938
49,834
30 JUNE 2026
40,994
3,428
1,244
45,666
Debt maturity of lease liabilities
(in thousands of euros) | Carrying amount | Current | Non-current | Breakdown of non-current liabilities | ||||
1 to 2 years | 2 to 3 years | 3 to 4 years | 4 to 5 years | More than 5 years | ||||
LEASE LIABILITIES | 53,833 | 11,587 | 42,246 | 10,167 | 8,291 | 6,869 | 6,668 | 10,251 |
Note 14 firade receivables and related accounts
(in thousands of euros) | 30/06/2026 | 31/12/2025 |
Trade receivables and related accounts | 103,454 | 118,713 |
Provision for doubtful receivables | -17,315 | -14,743 |
Trade receivables - net value | 86,140 | 103,970 |
Customer contract assets | 222,589 | 175,911 |
TOTAL TRADE RECEIVABLES AND RELATED ACCOUNTS | 308,729 | 279,881 |
DSO (Days Sales Outstanding) calculated based on total "Trade receivables and related accounts" is 145 days at 30 June 2026, up on the end of 2025 (135 days).
Axway's DSO is 175 days. DSO is high due to the "Customer-Managed" business model, where 50% of the contract is recognised immediately ("upfront fees") while collection is spread over the contract's multi-year term. It is important to note that Axway's receivables schedule shows a high level of collection.
The decrease in Trade Receivables was due to more favourable seasonality of collections during the half year.
SBS's DSO is 117 days at 30 June 2026, mainly due to a different invoicing model from that used by Axway, less exposed to Customer-Managed contracts.
Factoring agreement covering trade receivables
At 30 June 2026, assigned trade receivables totalled
€15 million, representing a 6-day reduction in DSO.
At 30 June 2025, assigned trade receivables totalled
€12.5 million.
Ma"smm"y ofi "makc mcccmuadṯcs
Maturity of Axway trade receivables
Of which: not Of which: not impaired at the reporting date but past due as follows(in thousands of euros) | Carrying amount | past due at the reporting date | less than 30 days | between 30 and 60 days | between 61 and 90 days | between 91 and 180 days | between 181 and 360 days | more than 360 days |
Trade receivables | 39,431 | 23,198 | 7,169 | 3,754 | 1,209 | 2,893 | 478 | 731 |
Maturity of SBS trade receivables
Of which: not Of which: not impaired at the reporting date but past due as follows(in thousands of euros) | Carrying amount | past due at the reporting date | less than 30 days | between 30 and 60 days | between 61 and 90 days | between 91 and 180 days | between 181 and 360 days | more than 360 days |
Trade receivables | 64,023 | 24,361 | 3,796 | 7,979 | 2,461 | 11,033 | 1,619 | 12,774 |
A material share of receivables past due more than one year concern customers in the Middle-East and Africa region where recovery periods are historically longer, mainly due to administrative constraints and foreign exchange restrictions in some countries. These receivables are closely monitored and are not considered to be impaired as long as their recovery is judged probable.
Note 15 Equity
Changes in the share capital
At 31 December 2025, the share capital stood at €59,492,388, and comprised 29,746,194 fully paid-up shares with a par value of
€2.00 each.
At 30 June 2026, the share capital stood at €59,492,388, and comprised 29,746,194 fully paid-up shares with a par value of €2.00 each.
Dividends
The 74Software SA General Meeting held on 19 May 2026 to approve the 2025 financial statements, decided not to distribute a dividend.
Transactions in treasury shares
At 30 June 2026, treasury shares with a value of €20.4 million are deducted from consolidated equity. They comprise 663,477 shares, including 649,002 shares acquired by 74Software for delivery as share-based payments and 14,475 shares held under the market-making agreement.
Note 16 Financial debt - Net debt
Cost of net financial debt
Net debt is €181.3 million at 30 June 2026, compared to €193.0 million at 31 December 2025 and breaks down as follows:
(in thousands of euros)
Current
Non- current
30/06/2026
31/12/2025
Bank borrowings
30,854
198,237
229,091
238,335
Other financial debt
15,431
1,159
16,590
2,985
Bank overdrafts
101
-
101
43
Financial debt
46,385
199,396
245,781
241,363
Cash equivalents
-21,172
-
-21,172
-6,130
Cash
-43,273
-
-43,273
-42,236
NET DEBT
-18,060
199,396
181,336
192,997
Rcconcmṯma"mon wm"h "hc S"a"cmcn" ofi cash fiṯows
Opening bank borrowings
238,335
284,897
Cash flow movements
234,008
-
-240,374
-47,461
Non-cash movements
-2,878
900
Closing bank borrowings
229,091
238,335
Proceeds from borrowings
Repayment of borrowings
f6.f.f Bank dommowmngs
The refinancing of bank borrowings is presented in Note 2.1.2 "Refinancing of bank borrowings". At 30 June 2026, bank borrowings total €229.1 million.
f6.f.2 Rcuoṯumng Cmckm" Facmṯm"y (RCF)
The refinancing of bank borrowings is presented in Note 2.1.2 "Refinancing of bank borrowings".
At 30 June 2026, €180 million of the multi-currency revolving credit facility (RCF) remained available, representing a utilisation rate of zero.
f6.f.3 TEU Commcmcmaṯ Wapcm (TEU CW) ank TEU Mckmsm ficmm To"c (MfiT) pmogmammcs
The set-up of the public negotiable debt programmes is presented in Note 2.1.1 NEU CP and NEU MTN programmes. At 30 June 2026, the Group has one €10 million NEU CP programme outstanding.
f6.f.h Fmnancmaṯ kcd" mcṯa"mng "o "hc camn-os"
In addition, the Group recognised a debt of €2.4 million in respect of the variable earn-out payable to the seller of DXchange in India.
Banking covenants
The financial covenants are met at 30 June 2026.
Following the refinancing secured on 22 April 2026, financial covenants are calculated in accordance with the definitions set out in the new banking documentation. The ratios presented at 31 December 2025 are not, therefore, directly comparable with the ratios at 30 June 2026.
(in thousands of euros)
30/06/2026
31/12/2025
Net debt
181,336
192,997
R1 < 3.00
Consolidated EBITDA
130,789
100,417
Leverage Ratio: Net debt
Consolidated EBITDA
1.39
1.92
Net debt
181,336
192,997
R3 < 1.00
Equity
577,141
553,484
Gearing Ratio: Net debt
Equity
0.31
0.35
Relevant debt outstandings total €230 million and no objective evidence suggests that the Group will be unable to comply with the covenants.
Two financial ratios, calculated using the published consolidated financial statements, on a 12-month sliding basis, must be met under the covenants:
"net debt/consolidated EBITDA" ratio below 3.00 throughout the term of the loan;
"net debt/equity" ratio below 1.00 throughout the term of the loan;
Net debt for the purposes of calculating these ratios does not include IFRS 16 lease liabilities;
74Software consolidated EBITDA is calculated over twelve rolling months.
Financial risk management: interest rate risk
The Group hedges part of its interest rate risk on its Term Loan by entering into a series of caps and floors designated as cash flow hedges.
At 30 June 2026, 74Software had hedged a nominal amount of
€70 million, with a fair value impact of €0.3 million, recorded in other comprehensive income.
Note 17 Change in net debt
(in thousands of euros) | 30/06/2026 | 31/12/2025 |
NET DEBT AT THE BEGINNING OF THE PERIOD (A) | 192,997 | 250,308 |
Cash from operations after cost of net financial debt and tax | 51,191 | 82,545 |
Cost of net financial debt | 6,568 | 16,675 |
Income tax expense (including deferred tax) | 7,141 | 12,227 |
Cash from operations before cost of net financial debt and tax | 64,900 | 111,447 |
Income taxes paid | -3,150 | -11,583 |
Changes in working capital requirements | -7,812 | 11,001 |
Net cash from operating activities | 53,938 | 110,864 |
Change related to investing activity | -13,066 | -26,806 |
Lease payments | -8,698 | -14,763 |
Net interest paid | -5,375 | -13,947 |
Available net cash flow | 26,799 | 55,348 |
Impact of changes in the scope of consolidation | - | 20 |
Financial investments | -467 | -523 |
Dividends | - | - |
Share capital increase for cash | - | - |
Purchase and proceeds from disposal of treasury shares | -14,113 | -2,531 |
Other changes | -916 | 5,902 |
TOTAL NET CHANGE DURING THE PERIOD (B) | 11,302 | 58,217 |
Impact of changes in exchange rates | 359 | -906 |
NET DEBT AT THE END OF THE PERIOD (A - B) | 181,336 | 192,997 |
Unlevered FCF | 74Software | 74Software |
(in thousands of euros) 30/06/2026 31/12/2025
Available net cash flow | 26,799 | 55,348 |
Net interest paid | 5,375 | 13,947 |
Reorganisation and restructuring costs paid | 617 | 11,141 |
Unlevered FCF | 32,791 | 80,437 |
The Group reported a strong performance in H1 2026, combining EBITDA of €69.2 million with an increase in working capital requirements (WCR) of €7.8 million.
The change in Axway WCR represented a net cash outflow of
€10.0 million, a deterioration of €35.6 million year-on-year.
The change in SBS WCR represented a net cash inflow of
€2.2 million, down on the H1 2025 inflow of €29.4 million. The collection of subscription invoices is spread over a longer period than for maintenance invoices which follow the calendar year.
Cash inflows are traditionally higher in the first half of the year than the second half. This is due to the collection of invoices for the renewal of maintenance and subscription contracts generating significant cash inflows at the beginning of the year.
The trade receivables factoring programme and tax credit financing facility helped optimise WCR in the amount of
€15.0 million and €5.1 million, respectively, in line with 30 June 2025 (€12.5 million and €4.3 million) .
Axway free cash flow (FCF) amounted to €19.9 million, down on
€44.1 million in H1 2025. SBS FCF is €6.9 million at 30 June 2026, compared to €15.6 million one year previously.
No dividends were paid during the period.
Taking into account net interest paid (€5.4 million) and restructuring costs (€0.6 million), 74Software generated unlevered free cash flow of €32.8 million in H1 2026, representing 8.9% of revenue. The Group expects Unlevered FCF of around 10% of revenue at 31 December 2026.
Net debt was €181.3 million at 30 June 2026.
Note 18 Current deferred income
(in thousands of euros) | 30/06/2026 | 31/12/2025 |
Customer contract liabilities | 143,951 | 95,431 |
TOTAL CURRENT CUSTOMER CONTRACT LIABILITIES | 143,951 | 95,431 |
Current deferred income, representing customer contract liabilities, is presented in Note 7.6 to the 2025 Universal Registration Document. Movements reflect:
the recognition of prior-year deferred income in revenue;
the transfer of prior-year non-current deferred income to current deferred income;
the emergence of new liabilities as a result of services invoiced but not yet fulfilled.
To avoid the overstatement of asset and liability accounts, deferred income concerning trigger events after 1 January (1 January 2026 for this period) and the corresponding trade receivables not settled at the previous reporting date
(31 December 2025) were offset in the balance sheet at 31 December 2025. There was no offset at 30 June.
Some current customer contract liabilities at 31 December 2025 were recognised in revenue in the first half of 2026.
Compared to 31 December 2025, current deferred income increased mainly due to the reverse offsetting of deferred income at 30 June 2026 and the signature of Axway Managed subscription contracts.
In addition, SBS's business model, comprising a significant share of Maintenance activity, ensures significant advance customer cash receipts during the first half of 2026.
Note 19 Other current liabilities
(in thousands of euros)
30/06/2026
31/12/2025
Amounts payable on non-current assets
61
-12
Advances and payments on account received for orders
493
81
Employee-related liabilities
78,645
95,777
Tax-related liabilities
35,318
31,993
Income tax
16,261
23,789
Other liabilities
8,808
9,530
TOTAL OTHER CURRENT LIABILITIES
139,585
161,158
The decrease in Employee-related liabilities is due to the seasonal nature of commission and bonuses provided at 31 December 2025, which exceed those provided at 30 June 2026.
Other information
Note 20 Related-party transactions
Agreements entered into with parties related to the 74Sotware Group were identified in Chapter 4.2 "Regulated agreements and assessment of everyday transactions" in 74Software's 2025 Universal Registration Document, filed with the French Financial Markets Authority (AMF) on 24 March 2026, under no. D. 26-0134 and available on the Company's website at https://www.74software.com/investor-relations. The 74Software 2025 Universal Registration Document also includes the Statutory Auditors' report on regulated agreements.
To date, excluding those agreements described in the 2025 Universal Registration Document, to the best of the Company's knowledge, there were no new 74Software Group related-party agreements in H1 2026 likely to have a material impact on the Company's financial position or results during the period.
Note 21 Off-balance-sheet commitments and contingent liabilities
The Revolving Credit Facility is a confirmed liquidity line
NEU CP and NEU MTN programme
On 5 March 2026, the Group established Negotiable European Commercial Paper (NEU CP) and Negotiable European Medium Term Note (NEU MTN) programmes, allowing the Group to access short- and medium-term capital markets.
https://www.74software.com/NEUCP_NEU MTN
The following amounts are the authorised issue ceilings for these programmes and are not necessarily the amounts issued at the period end.
€200 million short-term NEU CP programme;
€100 million medium-term NEU MTN programme.
Refinancing
On 22 April 2026, the Group agreed new bank documentation as part of the refinancing of its financial debt.
https://www.74software.com/refinancing
The main financing facilities available at 30 June 2026 are:
a new €180 million revolving credit facility, maturing in 2031, with two extension options; and
a new €230 million amortising term loan, maturing in 2031.
available to the Group and may be used to finance general business needs, external growth transactions and temporary cash requirements.
All of these arrangements contribute to diversifying the Group's sources of financing and strengthening its financial flexibility.
Financial covenants
The new bank facilities are subject to compliance with customary market financial commitments.
Two financial ratios must be met under these covenants:
"net debt/consolidated EBITDA" ratio below 3.00 throughout the term of the loan;
"net debt/equity" ratio below 1.0 throughout the term of the loan;
At 30 June 2026, the Group complies with all applicable financial commitments and has significant headroom compared to contractual thresholds.
With the exception of these agreements, commitments have not significantly changed since 31 December 2025.
Note 22 Exceptional events and legal disputes
To the best of the Group's knowledge, and notwithstanding the information provided herein, at the date of this report, no disputes or litigation known or ongoing are likely to have a significant negative impact on the Group's financial position.
Note 23 Events after the reporting period
There were no significant events likely to impact the financial statements between 1 July 2026 and the Board of Directors' meeting on 23 July 2026.
Statutory Auditorsʼ report on the interim financial statements
This is a translation into English of the Statutory Auditors' report on the interim financial statements of the Company issued in French and it is provided solely for the convenience of English-speaking users. This report should be read in conjunction and construed in accordance with French law and professional auditing standards applicable in France.
To the Shareholders,
In compliance with the assignment entrusted to us by your General Meeting and pursuant to Article L. 451-1-2 III of the French Monetary and Financial Code (code monétaire et financier), we have:
conducted a limited review of the accompanying condensed interim consolidated financial statements of 74Software for the period from 1 January to 30 June 2026;
verified the information provided in the half-year management report.
These condensed interim consolidated financial statements are the responsibility of the Board of Directors. Our role is to express a conclusion on these financial statements based on our limited review.
Conclusion on the financial statements
We conducted our limited review in accordance with the professional standards applicable in France.
A limited review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit.
Based on our limited review, nothing has come to our attention that causes us to believe that these condensed interim consolidated financial statements are not prepared in all material respects in accordance with IAS 34, as adopted by the European Union applicable to interim financial information.
Specific verification
We have also verified the information presented in the half-year management report commenting on the condensed interim consolidated financial statements that were the subject of our limited review.
We have no matters to report as to its fair presentation and consistency with the condensed interim consolidated financial statements.
The Statutory Auditors
Forvis Mazars SA
Levallois-Perret, 28 July 2026
ACA Nexia
Paris, 28 July 2026
Jérôme Neyret Partner
Olivier Juramie Partner
Declaration by the person responsible for the interim financial report
"I declare that, to the best of my knowledge, the condensed interim consolidated financial statements for the half-year ended have been prepared in accordance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position, and profit or loss of the 74Software Group and of all the entities included in the scope of consolidation, and that this Interim financial report provides a fair review of the significant events that occurred in the first six months of the fiscal year and their impact on the financial statements, and of the main transactions between related parties, as well as a description of the main risks and uncertainties for the remaining six months of the fiscal year."
Paris La Défense, 28 July 2026
Patrick Donovan
Chief Executive Officer
74Software
Société Anonyme with a share capital of €59,492,388 Registered office: PAE Les Glaisins, Annecy-le-Vieux, 74940 Annecy France
433 977 980 R.C.S. Annecy France
Design and production: Ruban Blanc https://www.rubanblanc.fr
Photo credits: Getty Images
Mission-Critical Software for a Data-Driven World
74Software is home for leading brands with mission-critical enterprise applications and infrastructure software serving a growing range of markets and geographies
- each with their own identities and value propositions.
FRANCETour Trinity
1 bis Place de La Défense 92400 Courbevoie - France Tel. +33 (0) 1.47.17.24.24
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Tel: +1.480.627.1800
WWW.74SOFTWARE.COM