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Formula Systems (1985) Ltd. Investor Presentation 2024

Nov 21, 2024

6794_rns_2024-11-21_56d7b917-5003-4cf2-b3ea-895bcf8073d8.pdf

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Formula Systems

Investor Presentation

November 2024

Forward Looking Statements

  • Certain matters discussed in this presentation, that are incorporated herein by reference are forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that are based on our beliefs, assumptions and expectations, as well as information currently available to us. Such forward-looking statements may be identified by the use of the words "anticipate," "believe," "estimate," "expect," "may," "will," "plan" and similar expressions. Such statements reflect our current views with respect to future events and are subject to certain risks and uncertainties. There are important factors that could cause our actual results, levels of activity, performance or achievements to differ materially from the results, levels of activity, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: the degree of our success in our plans to leverage our global footprint to grow our sales; the degree of our success in integrating the companies that we have acquired through the implementation of our M&A growth strategy; the lengthy development cycles for our solutions, which may frustrate our ability to realize revenues and/or profits from our potential new solutions; our lengthy and complex sales cycles, which do not always result in the realization of revenues; the degree of our success in retaining our existing customers or competing effectively for greater market share; difficulties in successfully planning and managing changes in the size of our operations; the frequency of the long-term, large, complex projects that we perform that involve complex estimates of project costs and profit margins, which sometimes change mid-stream; the challenges and potential liability that heightened privacy laws and regulations pose to our business; occasional disputes with clients, which may adversely impact our results of operations and our reputation; various intellectual property issues related to our business; potential unanticipated product vulnerabilities or cybersecurity breaches of our or our customers' systems; risks related to the insurance industry in which our clients operate; risks associated with our global sales and operations, such as changes in regulatory requirements, wide-spread viruses and epidemics like the recent novel coronavirus pandemic, or fluctuations in currency exchange rates; and risks related to our principal location in Israel and our status as a an Israeli company.
  • While we believe such forward-looking statements are based on reasonable assumptions, should one or more of the underlying assumptions prove incorrect, or these risks or uncertainties materialize, our actual results may differ materially from those expressed or implied by the forward-looking statements. Please see the risks listed under the heading "Risk Factors" in our most recent Annual Report on Form 20-F for the year ended December 31, 2023, filed with the U.S. Securities and Exchange Commission on May 15, 2024, in order to review conditions that we believe could cause actual results to differ materially from those contemplated by the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking statements will be achieved or will occur. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this presentation, to conform these statements to actual results or to changes in our expectations.

Formula Systems – Overview

Focus: IT solutions and software services for key sectors

Israel's largest IT & Software Services Holding Group

A member of Asseco Poland S.A (6 th largest IT services company in CE) (1)

Over 20,000 highly experienced IT experts

Presence in ~40 countries, a long list of references from blue chip companies from all over the world

Listed on the NASDAQ and Tel Aviv Stock

Exchange. Also listed: Matrix IT(2) , Sapiens(3) International ,Magic Software(4) and TSG IT Advanced Systems(5)

1) Listed on the Warsaw Stock Exchange (WSE) 2) Listed on the TASE (TA-90) 3) Listed on the TASE (TA-35) and Nasdaq

4) Listed on the TASE (TA-35) and Nasdaq 5) Listed on the TASE (TA-Tech)

Formula Systems – Our Portfolio

4 Publicly Traded Investees

Formula Systems – Shareholders (as of 30.9.24)

Formula Systems – Management

Our strength lies in people – highly skilled and experienced entrepreneurs and managers

Tammy Koll, CTO Formula Joined in March 2023

Nevo Brenner, CFO Matrix Joined in 2022

Moti Gutman, CEO Matrix

Joined in 2001

Guy Bernstein, CEO Formula & Magic Software Joined in 1997

Asaf Bernstein, CFO Formula & Magic Software Joined in 2008

Sapiens Joined in 2005

Roni Giladi, CFO Sapiens Joined in 2007

Formula Systems Group leaders

-

  • Strong financial orientation Conservative in nature Veteran and experienced managements Personal share interests
    -
  • We supervise all the businesses with "Hands-On" involvement in every none ordinary change in the business

Formula Systems – Our Way

We acquire, build, manage and strengthen IT and software businesses enabling them to be clear leaders within their focused industries

Formula Systems – Our strategy focuses on building long-term value

Strong track record of growth organically and through M&A

  • Our mission is to improve the quality of life by providing solutions for people and technologies for business
  • According to the vision:
    • Formula Systems wants to be reliable and fast, with the best products and services to support customers around the world in achieving their goals
    • We have been building an international group of technology entities. Our structure allows us to take advantage of local entrepreneurship and market knowledge, while the company's affiliation with the group increases its execution capabilities and credibility among demanding clients

Formula Systems – M&A Strategy

  • Majority of our M&A's are coming from within the business We know the business, the owners the management and its DNA
  • We focus in the areas of software solutions and services to strengthen our existing business or create the core for the establishment of new group
  • We focus on mature and stable business based on long engagement cycles and "sticky" recurring revenue models
  • We aim to buy more than 50% of equity to maintain control
  • Any acquisition must be a "good financial deal"
  • We provide added value to our investees: strategic insights, operational support, global relationships and synergies
  • We prefer keeping founders and management after the acquisition. We believe in autonomy for managements by a decentralized business model, while maintaining high-level involvement

We Invest in the areas of global information technology, software consulting services, computer-based business solutions and proprietary software products

Formula Systems – Conservative financial cash management, Stable and sustainable cash flow

Dividend receipts

(1) Subsidiaries dividend policy: 75% of net income (Sapiens: 40% of non-GAAP net income). (2) Includes distribution of profit from realization of investment at Matrix (3) Excludes dividend declared by Magic on 18.11.24 (\$0.236 per share) of which \$5.4 million due to Formula on 8.1.2025 (4) Excludes dividend declared by Matrix on 14.11.24 (NIS0.76 per share) of which NIS 23.3 million (~\$6.2 million) due to Formula on 6.1.2025

Formula Systems – Consolidated Cash and Debt Breakdown 30-9-2024

Cash and Debt Breakdown

  • \$511 million consolidated cash and short-term bank deposits as of September 30, 2024
  • \$513 million consolidated financial debt as of September 30, 2024
  • \$295 million positive consolidated operating cash flow in 2023

Fair Value Composition (November 20, 2024)

(*) Book Value as of September 30,2024 \$749 Million

Book
Value
Quoted
prices
in
active
markets
30-Sep-24 November
20
2024
,
Matrix
IT
157
756
,
660
214
,
Sapiens 260
361
,
656
804
,
Magic
Software
134
822
,
252
155
,
TSG 22
278
,
41
884
,
Total
Traded
575
217
,
1
611
057
,
,
(1)
Michpal 49
232
,
49
232
,
ZAP 586
55
,
586
55
,
Other 27
323
,
27
323
,
Private
Total
132
141
,
132
141
,
(2)
Portfolio
Total
707
358
,
1
743
198
,
,
Financial
assets
18
461
,
19
164
,
(1)
Dividend
receivable
296
7
,
296
7
,
Other
Assets
414
15
,
414
15
,
(3)
Total
Assets
(without
cash)
748
529
,
1
785
072
,
,
Gross
Debt
157
147
,
157
147
,
(3)
Cash 68
707
,
68
707
,
(3)
Debt
Net
88
440
,
88
440
,
Net
Assets
660
089
,
1
696
632
,
,
. of
(1
000)
Num
shares
,
15
333
,
15
333
,
Equity
per share
\$43 \$111 (4)
FORTY
Share
price
as of
20
2024
11
\$82 \$82 (1)
LTV 82%
11
4
95%

(1) Quoted prices from TASE as of November 20, 2024, based on USD/NIS exchange rate 3.739.

(2) Privately held subsidiaries are conservatively presented at book value as of September 30, 2024

(3) Presented as of September 30, 2024

(4) Based on outstanding ordinary shares as of November 20, 2024:15,332,667

Formula Systems – Financial Debt Composition Stand Alone

BOND SERIES C (2.29%)

NIS 412,263,900 Par-Value

  • Maalot S&P ilAA-
  • Moody's Aa3.il
  • Secured by shares
  • Average duration as of November 2024 – 1.19
  • Last Pmt. December 2026

BOND SERIES D (5.68%) NIS 150,000,000 Par-Value

  • Maalot S&P ilAA-
  • Moody's Aa3.il
  • Secured by shares
  • Average duration as of November 2024– 5.53
  • Last Pmt. December 2034

Financial Highlights

Formula at a Glance – Annual Consolidated Revenues

(1) On a constant currency basis (2022 vs 2023)

Formula at a Glance – Annual Consolidated ADJ EBITDA(*)

* Excludes IFRS16 impact

DSCR and Financial Leverage, Consolidated

* Excludes IFRS16 impact

Formula Systems Group

Main Pillars

Matrix IT Largest and leading IT company in Israel in the last decade

  • For 18 consecutive years, Matrix has been leading the information technology market, carrying out the most advanced computing projects in Israel, with the latest technologies for the leading customers in the market.
  • Thousands of customers across various sectors offering wide variety of services and solutions.
  • Consistent organic growth as well as expansion into complementary fields of activity through dozens of successful acquisitions
  • Leading Partners: Aws, Microsoft, Google Cloud, IBM, salesforce, cisco, SAP, Red Hat, Dell-EMC, BMC, Oracle, Dynatrace,HP, MongoDB, and more.
  • Attractive dividend distribution policy Up to 75% of the annual net income attributable to shareholders (paid on a quarterly basis).
  • 11,520 Employees (as of 30.9.2024): 10,682 Israel ; 569 United States ;269 Europe.
  • Global Presence (2023) : 89% Israel; 11% North America & Europe.
  • Leading credit rating in the IT industry, Aa3 rating 15 years in a row
Matrix IT Ltd. (TASE:MTRX) 2021 2022 2023 23Vs22 9M23 9M24 9M23Vs9M24 (2)
NIS Millions
Revenues 4,360 4,673 5,232 12.0% 3,911 4,205 7.5%
Gross profit 630 672 764 13.7% 561 614 9.5%
Gross margin 14.5% 14.4% 14.6% 14.3% 14.6%
Operating income 329 (1)
350
393 12.2% 292 330 12.9%
Operating margin 7.6% 7.5% 7.5% 7.5% 7.9%
Net income attributable to Matrix IT's shareholders 195 (1)
213
227 6.7% 171 203 18.6%
Cash flow from operating activities 219 387 496 28.1% 163 284 74.0%

(1) Excludes capital gain realized from the disposition of a Matrix IT subsidiary

20 (2) Excludes dividend declared by Matrix on 14.11.24, NIS 0.76 per share, or NIS 48.3 million on the aggregate, due on 6.1.2025

Sapiens

  • Leading global provider of software solutions for the insurance industry across Property & Casualty (P&C); Reinsurance; Life, Pension & Annuity (L&A) and Workers' Compensation (WC) markets;
  • 38 Countries; + 600 customers (with 66% recurring & re-occurring revenues) offering Robust, configurable insurance platforms with a full suite of services and decades of experience accelerating digital transformation Recognized as a Leader by technology sector analysts.
  • Consistent organic growth with a proven track record of global strategic acquisitions to expand technology offering and capabilities and global presence in high growth markets
  • 5,000 Employees (as of 31.12.2023): 774 Israel ; 593 North America ; 2,424 Asia Pacific (mainly India) and 1,209 Europe.
  • Attractive dividend distribution policy Up to 40% of the annual non-GAAP net income attributable to shareholders (paid on a semi-annual basis).
Sapiens International Corporation N.V. (NASDAQ & TASE: SPNS) 2021 2022 2023 23Vs22 9M23 9M24 9M23Vs9M24
USD Millions
Revenues 461 475 515 8.4% 384 408 6.3%
Gross profit 188 200 220 9.7% 164 178 8.7%
Gross margin 40.7% 42.2% 42.7% 42.6% 43.6%
Operating income 57.5 66.5 78.9 18.6% 59 64 9.1%
Operating margin 12.5% 14.0% 15.3% 15.3% 15.7%
Net income attributable to Sapiens's shareholders 47 53 62 18.7% 45 54 19.4%
Cash flow from operating activities 81 44 79 81.4% 41 40 (1.4)%

Leading credit rating in the IT industry, ilAA-/Stable rating

Magic Software

  • Global provider of IT software services and proprietary application development and business process integration platforms as well as cloud-based services for end-to-end digital transformation.
  • Thousands of customers across various sectors offering wide variety of services and solutions with 75% recurring & re-occurring revenues.
  • Consistent organic growth with a proven track record of global strategic acquisitions to expand technology offering ,service capabilities and global presence.
  • 3,832 Employees (as of 30.9.2024): 1,634 Israel ; 1,428 North America ; 239 Asia Pacific (mainly India) and 522 Europe.
  • Global Presence (9/24) : 44% Israel; 42% North America; 14% ROW (mainly Europe)
  • Experienced in integrating knowledge of local markets, customer relations and innovative solutions
  • Attractive dividend distribution policy Up to 75% of the annual net income attributable to shareholders (paid on a semi-annual basis)
Software
Ltd
(NASDAQ
&
MGIC)
Magic
Enterprises
TASE:
2021 2022 2023 23Vs22 9M23 9M24 9M23Vs9M24
Millions
USD
Revenues 480 567 535 (6)% 384 408 3%
6
profit
Gross
133 155 153 (2)% 164 178 7%
8
margin
Gross
27.7% 27.4% 28.6% 42.6% 43.6%
Operating
income
52 62 57 59 64 9
1%
Operating
margin
10.9% 10.9% 10.7% 15.3% 15.7%
attributable
Software's
shareholders
income
Magic
Net
to
30 40 37 (8)% 45 54 19
4%
Cash
flow
from
operating
activities
44 57 69 22% 31 40 30
7%

\$ Mill.

(1) Excludes dividend declared by Magic on 18.11.24, \$0.236 per share, or \$11.6 million on the aggregate, due on 8.1.2025

Description A global software services
Integrator engaged in high
end technical solutions for
municipal institutions,
defense and homeland
security agencies
A leading service provider in
Israel in the fields of aerial
and satellite mapping,
geographic data collection
and processing
a US based vendor provides
managed services (VMS/MSP)
workforce management
programs nationally
Israel's largest group of
consumer websites, provider
of advertising solutions and
website promotion
A provider of proprietary
payroll software solution for
processing traditional payroll
stubs and consulting services
A provider of integration and
installation of computer
communication
infrastructures,
announcement and alarm
systems and electronic
security
systems.
Geographical
Areas of Activity
Operates mainly in Israel Operates mainly in Israel Operates in North America Operates in Israel Operates in Israel Operates in Israel
Products Command and Control,
Communication Systems and
ERP solutions for municipal
institutions
Consulting services Professionals' requirements
and staffing
Websites & advertising Payroll & book-keeping
software solutions
Infrastructures
Revenue (2023) ~\$80M ~\$9M ~\$53M ~\$45M ~\$39M ~\$14M
(1)
EBITDA
~\$10.5M ~\$1.6M ~\$1.4M ~\$3.7M ~\$10.7M ~\$1.6M
Employees (2023) ~564 ~90 ~950 ~200 ~300 ~40
Share Interest
30.9.2024
42.71% 80% 91% 100% 100% 100%

(1) Based on 2023 annual financial statements

Thank You

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