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SYS-DAT Earnings Release 2024

Mar 13, 2025

6548_10-k_2025-03-13_37f8fca7-1087-4f2e-a743-3121807d113e.pdf

Earnings Release

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Informazione
Regolamentata n.
3030-6-2025
Data/Ora Inizio Diffusione
13 Marzo 2025 14:43:08
Euronext Star Milan
Societa' : SYS-DAT
Identificativo Informazione
Regolamentata
: 202340
Utenza - Referente : SYS-DATN01 - BALDINI ANDREA MATTEO
Tipologia : 1.1
Data/Ora Ricezione : 13 Marzo 2025 14:43:08
Data/Ora Inizio Diffusione : 13 Marzo 2025 14:43:08
Oggetto : The Board of Directors of SYS-DAT has
approved the draft financial statements and the
consolidated financial statements as of
December 31, 2024

Testo del comunicato

Vedi allegato

PRESS RELEASE

THE BOARD OF DIRECTORS OF SYS-DAT HAS APPROVED THE DRAFT FINANCIAL STATEMENTS AND THE CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2024

DOUBLE DIGIT GROWTH FOR MAIN CONSOLIDATED ECONOMIC AND FINANCIAL INDICATORS

SIGNIFICANT INCREASE IN CONSOLIDATED NET PROFIT

SOLID CONSOLIDATED NET FINANCIAL POSITION

SIGNIFICANT M&A ACTIVITY: ACQUISITIONS OF FLEXXA, GLAM AND MATRIX SOLUTION COMPLETED IN THE SECOND HALF OF 2024, A&C GROUP ACQUIRED IN Q1 2025

Main consolidated data1:

  • Total revenues at €57.5 million (€46.5 million in 2023) +23.7% YoY
  • EBITDA at €11.6 million (€9.3 million in 2023) +24.5% YoY
  • EBITDA margin at 20.1%, in line YoY
  • Net profit at €6.9 million (€4.2 million in 2023) +61.5% YoY
  • Positive Net Financial Position at €32.2 million (€3.1 million at December 31, 2023) improves by €29.1 million
  • Liquidity at €48.3 million (€19.1 million at December 31, 2023) improves by €29.2 million

Net profit of SYS-DAT S.p.A. and proposed dividend distribution:

Net profit of 5.0 million euros (2.4 million euros at 31 December 2023) +108.5% YoY

1 In 2024, the consolidation perimeter changed following the acquisition of three companies during the fourth quarter of the year, with an effect on revenues, EBITDA and profits for the period of 1.9%, 3.5% and 3.6% respectively.

Dividend equal to Euro 0.04 for each eligible outstanding ordinary share

Milan, 13 March 2025 – The Board of Directors of SYS-DAT S.p.A., a company listed on Euronext Milan, STAR segment ("SYS-DAT" or the "Company") (SYS.MI), a successful Italian operator in the ICT sector that offers innovative IT services and solutions for the main industrial segments and services market, meeting today, approved the Draft Financial Statements and the Consolidated Financial Statements as of 31 December 2024, and submitted them to the Board of Statutory Auditors and BDO Italia S.p.A. The report by the statutory auditor BDO Italia S.p.A. is currently being issued.

Emanuele Angelidis, Vice Chairman of SYS-DAT, commented: "In 2024, the Group achieved a significant level of growth and value generation. Between the end of 2024 and the beginning of 2025, we also continued our M&A activity with the entry into the Group of four important companies, thus strengthening our presence on the market and the offer of vertical solutions".

Matteo Neuroni, CEO of SYS-DAT, commented: "In 2024 we achieved significant results thanks to the strong push of organic growth focused on the three elements, part of our DNA: up & cross selling on the customer base, new business increasing the customer portfolio and careful investments in research and development aimed at constantly improving our vertical software. In the second half of the year, after the challenging IPO phase, we resumed inorganic growth".

***

CONSOLIDATED ECONOMIC AND FINANCIAL DATA AS OF DECEMBER 31, 2024

Total revenues in 2024 amounted to 57.5 million Euros, up 23.7% compared to 46.5 million Euros recorded in 2023, thanks to proprietary software solutions and the significant share of recurring2 and repeatable3 revenues, which represent 71% of the year's revenues, which drive growth in future years.

EBITDA in 2024 was equal to 11.6 million Euros, up 24.5% compared to 9.3 million Euros recorded in 2023, with an EBITDA margin of 20.1%, substantially stable compared to that recorded in 2023.

SYS-DAT S.p.A.

Via Muzio Attendolo detto Sforza, 7/9 - 20141 Milano (Italia) Tel. +39 02 507 [email protected] • www.sys-datgroup.com Capitale Sociale: € 1.564.244,00 i.v. P. IVA - Codice Fiscale: 03699600155 • REA: MI-963005

2 Revenue from recurring fees

3 Revenue attributable to customers in the portfolio for 5 or more years

Net profit for 2024 was 6.9 million Euro, up 61.5% compared to 4.2 million Euro recorded in 2023. Net profit was positively influenced by tax benefits deriving from the IPO (0.66 million Euro) and by higher income from financial investments (0.63 million Euro net of the related tax effect).

The Group's Net Financial Position as of 31 December 2024 is positive for 32.2 million Euro, up by 29.1 million Euro compared to 3.1 million Euro recorded as of 31 December 2023, mainly due to the positive effect deriving from the capital raising following the listing on the regulated market Euronext Milan - STAR Segment.

The Group's Liquidity at 31 December 2024 is 48.3 million Euro, up by 29.2 million Euro compared to 19.1 million Euro recorded at 31 December 2023, due to operations and the positive effect deriving from the capital raising following the listing on the regulated market Euronext Milan - STAR Segment.

ECONOMIC DATA OF THE PARENT COMPANY SYS-DAT S.P.A.

  • Total revenues at €26.7 million (€23.8 million in 2023) +11.8% YoY
  • EBITDA at €6.2 million (€5.0 million in 2023) +22.9% YoY
  • EBITDA margin at 23.2%, up from 21.1% in 2023
  • Net profit at €5.0 million (€2.4 million in 2023) +108.5% YoY

***

ALLOCATION OF THE RESULT FOR THE YEAR

The Board of Directors resolved to propose to the Shareholders' Meeting to allocate the profit as resulting from the financial statements at 31 December 2024 in the following way:

  • to the legal reserve Euro 109,849 having to replenish, following the capital increase of the listing on the regulated market Euronext Milan STAR segment, the quota of one fifth of the share capital provided for by art. 2430 of the Civil Code;
  • to the shareholders, a dividend equal to Euro 0.04 for each ordinary share in circulation with right, equal to Euro 1,251,395.20 in total, with payment of the dividend on 21 May 2025, ex-dividend date on 19 May 2025 and record date pursuant to art. 83-terdecies of Legislative Decree no. 58/1998 on 20 May 2025;
  • as for the residual amount, allocated to the extraordinary reserve.

***

MAIN SIGNIFICANT EVENTS DURING 2024

On 2 July 2024, SYS-DAT began trading on the regulated market Euronext Milan – STAR Segment after having concluded the offer with a price set at Euro 3.40 per share, with a consequent capitalization of the Company equal to approximately Euro 103 million (and equal to approximately Euro 106 million following the full exercise of the greenshoe option).

On 8 July 2024, SYS-DAT communicated the composition of its share capital, following the execution of the capital increase, and having received from Alkemia Capital Partners SGR S.p.A. the communication of the exceeding of the 5% threshold of the share capital.

On 9 July 2024, SYS-DAT announced that the 987,000 shares subject to the over-allotment option had been fully placed, and that during the stabilization period, from 2 July 2024 to 9 July 2024, no stabilization operation was carried out.

On 11 July 2024, SYS-DAT announced that it had executed the tranche of the capital increase on 10 July 2024 through the issue of 987,000 shares, for a value of Euro 3,355,800.00, of which Euro 49,350.00 as share capital and Euro 3,306,450.00 as share premium.

On 15 July 2024, the Company assigned the options relating to the "2024-2026 Stock Option Plan" as already described in the paragraph "Long term incentive plans" of the Information Prospectus relating to the listing.

On 23 July 2024, SYS-DAT announced that it had completed the acquisition of the entire capital of SYS-DAT Verona S.r.l., of which the Company already held 82%. The acquisition of SYS-DAT Verona marked a further step in the growth path of the SYS-DAT Group and in the consolidation of its position in the management systems and cybersecurity sector.

On 7 August 2024, SYS-DAT announced that it had signed the binding Term Sheet for the acquisition of the entire share capital of Flexxa S.r.l., a company that offers services in the field of cybersecurity and business continuity, at a valuation in line with the multiples of previous acquisitions, approximately 5 times the EBITDA. The closing was completed and announced on September 24, 2024.

On 2 October 2024, the company Logic One S.r.l., 100% controlled by the Company, was merged by incorporation into the company BTW Informatica, 100% controlled by the Company.

On 4 November 2024, following the binding LOI signed on October 16, 2024 and the signing of the purchase and sale agreement, SYS-DAT announced that it had acquired the entire share capital of Glam S.r.l. and Glam Digital Lab S.r.l., Bologna-based companies that offer consulting and software production services in the digital commerce sector, such as CRM, web marketing, retail analysis, score management and web development, at a valuation in line with the multiples of previous acquisitions, approximately 5 times EBITDA. As part of the purchase and sale agreement, Glam Digital Lab S.r.l. was merged into Glam S.r.l. prior to the close of the financial year on December 31, 2024.

On 12 November 2024, following the binding LOI signed on October 8, 2024 and the signing of the purchase and sale agreement, SYS-DAT announced that it had acquired the entire share capital of Matrix Solution S.r.l., a Milanese company that offers document archiving services and workflow processes, optical reading and business continuity, at a valuation in line with the multiples of previous acquisitions, approximately 5 times the EBITDA.

***

MAIN SIGNIFICANT EVENTS THAT OCCURRED AFTER THE END OF THE YEAR

On 31 January 2025, SYS-DAT announced that it had received notification from Barca Capital Partners LLC, the American general partner of Barca Global Master Fund LP, that the 5% threshold of the share capital had been exceeded.

On 25 February 2025, the merger plan for the incorporation of Trizeta S.r.l., a company 100% controlled by SYS-DAT S.p.A., into SYS-DAT Verona S.r.l., a company 100% controlled by SYS-DAT S.p.A., was filed.

On 5 March 2025, SYS-DAT announced that it had acquired 80% of the share capital of A&C. Group S.r.l., a Cuneo-based holding company at the head of a group of 5 companies specialized in services for small and medium-sized enterprises, further strengthening its competitive position and expanding the offer of solutions for vertical markets.

***

OUTLOOK

The Group's focus in the coming years is confirmed, both on organic growth, through the strengthening of the offer and provision of services, and on inorganic growth, through the acquisition of additional complementary companies for markets or services.

The strengthening of the offer will pass through the development of new solutions thanks to research and development activities, where the Group invests approximately 5% of its revenues.

Furthermore, the structure will develop in line with the provision of quality services to the market. Relationships with Universities and vendor partners will also continue to be consolidated, focusing on maximizing customer satisfaction and on the inclusion of additional young talents.

In addition to organic growth, the scouting activity will continue in order to identify attractive companies that can join the Group, enriching it with their innovative software solutions and new vertical and dimensional reference markets.

***

FURTHER DELIBERATIONS OF THE BOARD

During today's meeting, the Board of Directors approved (i) the Report on Corporate Governance and Ownership Structure of SYS-DAT prepared pursuant to art. 123-bis of Legislative Decree no. 58/1998; and (ii) the Report on Remuneration Policy and Compensation Paid pursuant to art. 123-ter of Legislative Decree no. 58/1998 and art. 84-quater of the Consob Issuers' Regulation adopted with resolution no. 11971 of 14 May 1999.

The Board of Directors also resolved to approve the proposal to the Shareholders' Meeting to assign the task of certifying the conformity of the consolidated sustainability reporting pursuant to Legislative Decree no. 125/2024, by an auditor authorized pursuant to Legislative Decree 39/2010 in relation to: the conformity of the aforementioned reporting with the provisions of the Decree that govern the drafting criteria; compliance with the obligation to mark the sustainability reporting pursuant to the Decree; compliance with the observance of the disclosure obligations set forth in Article 8 of Regulation (EU) 2020/852.

The Board of Directors also resolved to approve the proposal to the Shareholders' Meeting to authorize the purchase and disposal of own shares,

with a validity period of 18 months, subject to revocation of the previous authorization approved by the Ordinary Shareholders' Meeting of 15 April 2024, for a maximum number of ordinary shares equal to 3,128,488, equal to 10% of the share capital. The authorization is required to allow SYS-DAT to: (i) operate on its own shares in view of medium and long term investments, (ii) operate on the market in order to absorb abnormal movements of the share price and to normalize share exchanges driven by eventual distorsive movements linked to an excess of volatility or to lack of liquidity, (iii) build a portfolio of own shares used according to the company strategy with respect to share capital activities or other extraordinary activities or to fulfill obligations from incentive plans (iv) start programs of purchase of own shares for reasons related to Art. 5 of EU Regulation 596/2014 (MAR). The purchase of own shares is permitted within the limits of distributable profits and available reserves, which in the draft financial statements submitted to the Shareholders' Meeting for approval are equal to Euro 9.329.996. The purchase price of each SYS-DAT share will be identified from time to time, taking into account the method chosen to carry out the transaction, the price trend of the SYS-DAT stock and the best interest of the Company and in compliance with any national and European legal and regulatory requirements. Purchases must be made at a price per share that must not be more than 20% (twenty percent) lower or higher than the reference price recorded by the stock in the trading session preceding each individual transaction or in the trading session preceding the date of the transaction. The purchase of own shares is envisaged according to any of the methods permitted by current legislation. As of the present date, the Company or the companies controlled by SYS-DAT do not hold shares of the same.

NOTICE OF THE ORDINARY SHAREHOLDERS' MEETING

The Board of Directors has also resolved to call the Ordinary Shareholders' Meeting for April 16, 2025 at the time and place that will be communicated in the relevant notice of call that will be published in accordance with the methods and terms of the law and the Articles of Association. The Shareholders' Meeting will be called to resolve on (i) the approval of the 2024 financial statements, (ii) the allocation of the operating result at December 31, 2024, (iii) the Report on the remuneration policy and compensation paid prepared pursuant to art. 123– ter of Legislative Decree no. 58/1998 and art. 84–quater of the Consob Issuers' Regulation adopted with resolution no. 11971 of 14 May 1999, (iv) to the assignment of the task of certifying the conformity of the consolidated sustainability reporting pursuant to Legislative Decree no. 125/2024 for the 2025-2027 financial years, (v) to the authorization to purchase and dispose of own shares, pursuant to and for the purposes of Articles 2357 et seq. of the Civil Code, as well as Article 132 of Legislative Decree no. 58 of 24 February 1998

and Article 144-bis of the Consob Regulation adopted with resolution no. 11971/1999 and subsequent amendments, subject to revocation of the authorization granted by the Shareholders' Meeting of 15 April 2024 for the part not carried out.

The notice of the Shareholders' Meeting will also indicate the methods of participation in the meeting, in accordance with the provisions of the legislation in force at the time.

***

DOCUMENTATION DEPOSIT

The documentation relating to the Shareholders' Meeting with the items on the agenda, including the draft financial statements as of 31 December 2024, the consolidated financial statements of the Group as of 31 December 2024, the management report, the report of the independent auditors and the report of the Board of Statutory Auditors as well as the directors' reports on the items on the agenda of the Meeting will be made available to the public, within the terms of the law, at the registered office of SYS-DAT in via Muzio Attendolo detto Sforza n. 7/9 – Milan (MI), on the website www.sys-datgroup.com, as well as on the authorized storage mechanism .

Group CFO Andrea Baldini, manager responsible for preparing corporate accounting documents, declares pursuant to paragraph 2 of article 154 bis of the Consolidated Finance Act, that the accounting information contained in this press release corresponds to the documentary evidence, books and accounting records.

***

SYS-DAT's 2024 results will be presented to the financial community today during a conference call at 03:00 PM (CET) 02:00 PM (UK). The presentation is available in the "Investors" section of the website www.sys-datgroup.com. For information, please contact the contacts at the bottom of this press release.

***

***

This press release is available in the "Investors" section of the website www.sysdatgroup.com.

For dissemination and storage of Regulated Information, the Company uses the "EMARKET STORAGE" system available at

***

SYS-DAT Group

SYS-DAT Group is one of the main Italian groups specialized in ICT. It has always been a highly innovative company and oriented to offer its customers, throughout the national and foreign territory, complete and integrated IT solutions for different market sectors. The services offered cover all mission critical business processes, starting from the ERP management area and then extending to different application areas including CRM, SCM, PDM, BI, GDPR and Retail & Distribution developed on-premise or cloud. All this thanks to various advanced technologies, including Cyber Security and Artificial Intelligence solutions. www.sys-datgroup.com

Investor Relation – SYS-DAT S.p.A.

[email protected]

Investor Relation – CDR Communication Marta Alocci | [email protected] Silvia Di Rosa | [email protected]

Ufficio stampa corporate - CDR Communication Martina Zuccherini | [email protected] Maddalena Prestipino | [email protected] Angelo Brunello | [email protected]

In the annex, the consolidated reclassified schedules of Income Statement and Balance Sheet as at 31 December 2024 and the reclassified schedules of Income Statement and Balance Sheet as at 31 December 2024 of the parent company SYS-DAT S.p.A.

CONSOLIDATED RECLASSIFIED INCOME STATEMENT

in thousand di Euro 31-Dec-24 % 31-Dec-23 % Delta Var. %
Operating Revenues 57.102 99% 46.266 100% 10.836 23%
Other Revenues 378 1% 202 0% 176 87%
Total revenues 57.480 100% 46.468 100% 11.013 24%
Purchasing cost 3.879 7% 2.249 5% 1.630 72%
Service cost 18.895 33% 15.533 33% 3.362 22%
Personnel 22.718 40% 18.980 41% 3.738 20%
Other operating cost 429 1% 405 1% 25 6%
Total operating cost 45.922 80% 37.167 80% 8.754 24%
EBITDA 11.559 20% 9.300 20% 2.258 24%
Amortisations and depreciations 3.489 6% 2.569 6% 920 36%
Provisions and writedowns 401 1% 263 1% 139 53%
EBIT 7.669 13% 6.469 14% 1.200 19%
Financial income 1.766 3% 518 1% 1.249 241%
Financial expenses -870 -2% -443 -1% -427 96%
Income (Loss) before taxes 8.564 15% 6.543 14% 2.021 31%
Income taxes 1.699 3% 2.301 5% -602 -26%
Net income (Loss) 6.865 12% 4.242 9% 2.623 62%

CONSOLIDATED RECLASSIFIED BALANCE SHEET

in thousand Euro 31-Dec-24 31-Dec-23 Delta
Trade receivables 17.124 16.015 1.109
Activities for work in progress 1.172 1.699 -527
Inventories 249 194 55
Trade payables (excluding non-current portion) -4.964 -4.543 -421
Advance payments on work in progress -1.346 -1.783 437
Commercial net working capital 12.235 11.582 653
Other current assets 3.016 2.340 676
Tax debts -1.486 -2.092 606
Other current liabilities -8.871 -8.696 -175
Net working capital 4.895 3.135 1.760
Tangible assets 871 788 82
Right of use 4.915 3.995 920
Goodwill 12.252 8.954 3.297
Other intangible assets 10.947 7.384 3.563
Deferred tax assets 802 615 186
Other non current assets 121 88 34
Employee benefits -7.135 -6.662 -473
Provisions -174 -330 156
Deferred tax liabilities -2.540 -1.794 -746
Net fixed capital 20.058 13.038 7.020
Net invested capital 24.953 16.173 8.779
Net financial position -32.212 -3.115 -29.097
Net assets 57.164 19.288 37.876
Total Net assets and Net financial position 24.953 16.173 8.779

RECLASSIFIED INCOME STATEMENT OF THE PARENT COMPANY SYS-DAT S.P.A.

in thousand di Euro 31-Dec-24 % 31-Dec-23 % Delta Var. %
Operating Revenues 26.454 99% 23.717 99% 2.737 12%
Other Revenues 213 1% 128 1% 85 66%
Total revenues 26.667 100% 23.845 100% 2.822 12%
Purchasing cost 1.236 5% 899 4% 337 37%
Service cost 10.774 40% 9.406 39% 1.368 15%
Personnel 8.410 32% 8.177 34% 233 3%
Other operating cost 69 0% 337 1% -268 -79%
Total operating cost 20.489 77% 18.818 79% 1.671 9%
EBITDA 6.178 23% 5.027 21% 1.151 23%
Amortisations and depreciations 1.217 5% 869 4% 348 40%
Provisions and writedowns 237 1% 384 2% -147 -38%
EBIT 4.725 18% 3.774 16% 950 25%
Financial income 21 0% 18 0% 3 16%
Financial expenses 925 3% 15 0% 910 6121%
Income (Loss) before taxes 5.670 21% 3.807 16% 1.863 49%
Income taxes 701 3% 1.424 6% -723 -51%
Net income (Loss) 4.969 19% 2.383 10% 2.586 109%

SYS-DAT S.p.A. Via Muzio Attendolo detto Sforza, 7/9 - 20141 Milano (Italia) Tel. +39 02 507 [email protected] • www.sys-datgroup.com Capitale Sociale: € 1.564.244,00 i.v. P. IVA - Codice Fiscale: 03699600155 • REA: MI-963005

RECLASSIFIED BALANCE SHEET OF THE PARENT COMPANY SYS-DAT S.P.A.

in thousand Euro 31-Dec-24 31-Dec-23 Delta
Trade receivables 7.266 7.494 -228
Activities for work in progress 370 548 -178
Inventories 0 0 0
Trade payables (excluding non-current portion) -3.083 -2.717 -366
Advance payments on work in progress -348 -874 526
Commercial net working capital 4.205 4.451 -246
Other current assets 795 626 169
Tax debts -363 -1.249 886
Other current liabilities -3.385 -3.849 464
Net working capital 1.253 -21 1.273
Tangible assets 63 63 0
Right of use 2.049 1.196 853
Goodwill 911 911 0
Other intangible assets 2.689 1.656 1.033
Deferred tax assets 539 376 163
Other non current assets 23.714 16.976 6.738
Employee benefits -2.849 -2.882 33
Provisions 0 -156 156
Deferred tax liabilities -214 -253 39
Net fixed capital 26.902 17.888 9.014
Net invested capital 28.155 17.867 10.288
Net financial position -22.551 3.043 -25.594
Net assets 50.705 14.824 35.881
Total Net assets and Net financial position 28.155 17.867 10.288

ALTERNATIVE PERFORMANCE INDICATORS

The alternative performance indicators used by the Company, in accordance with ESMA 2015/1415 Guidelines, are as follows:

  • EBIT: corresponds to Operating profit
  • EBITDA: represents Gross operating margin and is determined by adding Depreciation of tangible and intangible assets and Impairment and Provisions to the Operating Profit
  • Net Financial Debt or Net Financial Position: represents an indicator of the financial structure and is determined by the algebraic sum of Cash and cash equivalents, Other current financial assets, Current financial debt, Current portion of Non-current financial debt, Non-current financial debt, Trade payables and Other non-current Liabilities
  • Net Invested Capital: represents a balance sheet indicator and is determined as Equity net of Net financial debt
  • Net Trade Working Capital: A balance sheet indicator related to trade working capital, determined as the sum of Trade receivables and Inventories net of Trade payables and Advances
  • Net Working Capital: A balance sheet indicator related to working capital, determined as the sum of Net Trade Working Capital and Other current Assets, net of Tax liabilities and Other current Liabilities
  • Net Fixed Capital: A summary balance sheet indicator determined as Net invested capital net of Net working capital