Txt E-solutions S.p.a.MIL: TXT

TXT: FY 2025 Results

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TXT: THE BOARD OF DIRECTORS APPROVES THE FINANCIAL STATEMENTS AS OF 31 DECEMBER 2025 Revenues € 394.3 million (+29.5%) Normalised Organic Revenue Growth +12.1% EBITDA €60.0 million (+53.3%), EBITDA margin 15.2% (+236 bps) Adjusted EBIT (excluding PPA) €47.8 million (+61.2%) Adjusted Net Profit (excluding PPA) €34.5 million (+72.4%) Proposed dividend of €0.35 per share (+40.0%)
  • Revenues €394.3 million (+29.5%), of which €92.5 million from the Smart Solutions division, €66.9 million from the Digital Advisory division, and €234.9 million from the Software Engineering division.

  • Revenues on a constant perimeter basis amounted to €327.9 million, with normalised organic revenue growth of €35.3 million (+12.1%).

  • EBITDA €60.0 million (+53.3%), after significant and increasing research and development investments fully expensed (€23.3 million, +56.5%). EBITDA margin of 15.2%, up 236 bps compared with 2024.

  • Adjusted operating profit (EBIT) - excluding purely accounting effects arising from the PPA process related to M&A - €47.8 million (+61.2%).

  • Adjusted net profit - excluding purely accounting effects arising from the PPA process related to M&A - €34.5 million (+72.4%), after net interest and financial expenses (€5.5 million) and income taxes (€7.8 million).

  • Adjusted Net Financial Position of €98.8 million as of 31 December 2025.

  • Proposed dividend of €0.35 per share (+40.0%), with a dividend yield of 1.2%.

Milan, 12 March 2026 - 18:00

The Board of Directors of TXT e-solutions, chaired by Enrico Magni, today approved the financial results as of December 31, 2025.

"TXT's record 2025 results demonstrate our ability to deliver sustained, profitable growth while strengthening our position in highly regulated and technologically complex markets. Artificial Intelligence is becoming a core strategic lever, enabling us to expand our portfolio with smart solutions and higher-value services, increasing both scalability and revenue quality." comments Daniele Misani, CEO of TXT. "The strong improvement in profitability and robust operating cash generation provide us with the financial flexibility to continue investing in advanced technologies and critical skills, fully supporting a sustainable growth trajectory in line with our industrial plan. TXT is consolidating a solid and diversified platform designed to create long-term value for all its stakeholders".

The main economic and financial results in 2025 were as follows:

Revenues amounted to €394.3 million, up 29.5% compared with €304.5 million in 2024. Normalised organic growth, which excludes approximately €12 million of one-off resale revenues recorded in 2024, stood at 12.1%, while acquisitions contributed €66.4 million. Total international revenues accounted for 16.0% of total revenues.

The Smart Solutions division recorded revenues of €92.5 million, an increase of 44.6% compared with €64.0 million in 2024, including €11.0 million from organic growth (+17.3%) and €17.5 million from M&A activities.

The Digital Advisory division recorded revenues of €66.9 million, up 36.7% compared with

€48.9 million in 2024, including €12.1 million from organic growth (+24.7%) and €5.9 mil-

lion from M&A activities.

The Software Engineering division recorded revenues of €234.9 million, an increase of 22.6% compared with €191.7 million in 2024. Reported organic growth during the period was broadly flat, reflecting the discontinuation of approximately €12 million of one-off activities recorded in 2024, as well as the phase-out of other non-strategic activities in the Telco segment. Normalised organic growth, which excludes the one-off resale revenues recorded in 2024, amounted to +6.8%.

EBITDA amounted to €60.0 million, up 53.3% compared with €39.2 million in 2024. EBITDA

margin was 15.2%, a significant improvement compared with 12.9% in 2024 (+236 bps).

This result was primarily driven by the positive contribution from acquisitions, the realisation of synergies, operational efficiencies, and the discontinuation of lower-margin one-off activities recorded in 2024, which were below the Group's average profitability. R&D costs, fully expensed through the income statement, increased by 56.5% in 2025 to €23.3 million, while the incidence of general and administrative costs on revenues was 7.1%, broadly in line with 2024 levels.

EBIT (Operating Profit) amounted to €38.5 million, an increase of 51.0% compared with

€25.5 million in 2024, after amortisation of intangible assets (€10.5 million, of which €9.2 million related to Purchase Price Allocation), depreciation of tangible assets (€9.6 million, of which €6.8 million related to IFRS 16), impairment charges (€0.4 million) and restructuring costs (€0.9 million).

Adjusted EBIT, which neutralises the purely accounting effects arising from the PPA process related to acquisitions, amounted to €47.8 million in 2025, up 61.2% compared with 2024, representing 12.1% of revenues. Net financial expenses in 2025 amounted to €5.5 million (€3.0 million in 2024), of which

€4.7 million related to interest and financial charges net of financial income (€2.5 million in 2024), and €0.8 million related to net foreign exchange losses (€0.1 million net gain in 2024). The result attributable to minority interests was marginally positive in 2025 (compared with net losses of €0.6 million in 2024).

Net profit reached €25.3 million, up 58.8% compared with €15.9 million in 2024. Net profit as a percentage of revenues was 6.4%, up 118 bps versus 2024, despite higher net financial expenses of €2.6 million and increased amortisation related to PPA of €5.1 million recorded in 2025 compared with 2024. Adjusted net profit, which neutralises the purely accounting effects arising from the PPA process on acquisitions, amounted to €34.5 million in 2025, up 72.4% compared with 2024, representing 8.8% of revenues. Adjusted net profit excludes any tax effects resulting from the aforementioned accounting adjustment.

In the fourth quarter of 2025, revenues amounted to €112.8 million, up €27.9 million compared with €85.0 million in Q4 2024 (+32.8%). EBITDA reached €18.9 million, compared with €11.1 million in Q4 2024 (+69.8%), with an EBITDA margin of 16.8%, significantly higher than 13.1% in Q4 2024. This strong operational performance was driven by realised synergies and improved operational efficiency, as well as significant organic growth from license sales in the Smart Solutions division. Adjusted operating profit (EBIT) amounted to

€15.0 million, nearly doubling (+99.1%) the Q4 2024 result (€7.5 million). Adjusted net profit was €13.4 million, representing 11.9% of revenues (+571 bps compared with Q4 2024). PPA adjustments for the period amounted to €3.5 million, reflecting also the annual amortisation related to the Webgenesys acquisition, completed in Q4 2024. Net profit for the quarter stood at €9.9 million.

The consolidated Adjusted Net Financial Position as of 31 December 2025 stood at €98.8 million, up €8.1 million compared with €90.7 million of 31 December 2024. The increase is mainly attributable to cash outflows for acquisitions and international business development, totalling €18.4 million, of which €13.6 million related to IT Values, €3.9 million for the repurchase of own shares, €3.2 million for dividend payments, and €4.8 million for interest and other financial charges net of financial income; these effects more than offset the cash generated by Group operations. Financial liabilities include €10.6 million of earn-out and Put/Call option obligations, up €1.3 million compared with 31 December 2024, and

€18.1 million related to leases recognised under IFRS 16, an increase of €2.9 million versus 31 December 2024. Financial assets included in the Adjusted figure as of 31 December 2025 comprise €17.4 million representing the Group's equity interest in Banca del Fucino.

The consolidated Net Financial Position as of 31 December 2025 amounted to €116.3 million. The difference compared with the Adjusted figure on the same date is due to the reclassification of the equity investment in Banca del Fucino from financial assets to non-current assets.

As of 31 December 2025, treasury shares totalled 333,855 (314,435 as of 31 December 2024), representing 2.6% of issued shares, with a market value of €10.2 million, based on the TXT share price of €30.45 per share on 31 December 2025.

A conference call will be held on 13 March 2026 at 11:00 CEST, during which CEO Daniele Misani will present and comment on the 2025 results. Registration for the conference call is available on the Company's website at www.txtgroup.com, under the "Financial News & Calendar" section.

Dividend and Shareholders' Meeting

The Board of Directors will propose to the Shareholders' Meeting the distribution of a dividend of €0.35 per share (+40.0% compared with the €0.25 per share dividend distributed in 2025) for each share outstanding, excluding treasury shares, for a total expected payout of €4.4 million. The dividend yield, calculated on the current TXT share price, amounts

to 1.2%. The 2026 dividend will be paid from 20 May 2026, with record date on 19 May 2026 and ex-dividend date on 18 May 2026.

The Board of Directors has resolved to convene the Ordinary Shareholders' Meeting on 29

April 2026 at 10:00, in a single session.

Subsequent Events And Outlook

The global macroeconomic environment continues to show moderate growth, albeit with persistent uncertainties. According to the latest estimates from the International Monetary Fund, global GDP is expected to grow by around 2.8% in 2026, broadly in line with forecasts from other international financial institutions such as Goldman Sachs. The United States is expected to record growth of between 2.6% and 2.8%, supported by favourable financial conditions and targeted fiscal policies, while the Euro area is forecast to grow by around 1.3%, reflecting weaker domestic demand. Italy is expected to post growth of 0.8-0.9% in 2026, slightly higher than in 2025, supported by the stability of its key industrial sectors and by public and private investment, although risks linked to fragile domestic demand and ongoing international geopolitical tensions remain.

In the global digital market, the impact of artificial intelligence continues to drive significant transformation. The valuation corrections in the technology sector, initially affecting SaaS providers, have extended to many segments of the services industry, raising questions about potential recession risks linked to corporate restructuring and workforce reductions. Despite this market volatility, TXT confirms its resilience, supported by its positioning in regulated and complex markets, such as Aerospace & Defence and the Public Sector, and by its focus on mission- and business-critical solutions for large organisations. The adoption of AI-native technologies is already producing positive effects on the Smart Solutions portfolio and on the Group's service offering, improving volumes and margins while helping to mitigate pricing pressure.

The Smart Solutions division delivered a positive performance in 2025, with expectations of further growth in 2026 and 2027. In the Aerospace sector, contracts signed with major

U.S. airlines in the first quarter of 2026, together with the acquisition of the SmartRoutes business from Nexteon, are expected to support margin expansion, while the strengthening of the advanced training solutions offering and increased Defence budgets in Europe will contribute to consolidating growth. In the Industrial/IoT segment, the investments made in 2025 generated revenues of more than €2 million in the fourth quarter and are

PEC txtesolutions@legalmail.it, C.F./P.IVA/Registro delle Imprese di Milano, Monza Brianza e Lodi n. 09768170152, Capitale Sociale € 6.503.125,00 i.v. www.txtgroup.com