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Tinexta Investor Presentation 2016

Oct 14, 2016

4493_cp_2016-10-14_539e2746-5129-47a8-8d00-f0c4e7c02ede.pdf

Investor Presentation

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Presentation of Tecnoinvestimenti Group

Disclaimer

  • ‐ This document has been prepared by and is the sole responsibility of Tecnoinvestimenti Spa (the "Company") for the sole purpose described herein.
  • ‐ The information contained herein does not contain or constitute an offer of securities for sale, or solicitation of an offer to purchase securities, in the United States, Australia, Canada or Japan or any other jurisdiction where such an offer or solicitation would require the approval of local authorities or otherwise be unlawful (the "Other Countries"). Neither this document nor any part of it nor the fact of its distribution may form the basis of, or be relied on in connection with, any contract or investment decision in relation thereto.
  • ‐ The securities referred to herein have not been registered and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or pursuant to the corresponding regulations in force in the Other Countries, and may not be offered or sold in the United States or to U.S. persons unless such securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available.
  • ‐ The content of this document has a merely informative and provisional nature and is not to be construed as providing investment advice. This document does not constitute a prospectus, offering circular or offering memorandum or an offer to acquire any shares and should not be considered as a recommendation to subscribe or purchase shares. Neither this presentation nor any other documentation or information (or any part thereof) delivered shall be deemed to constitute an offer of or an invitation by or on behalf of the Company.
  • ‐ The information contained herein does not purport to be all-inclusive or to contain all of the information a prospective or existing investor may desire. In all cases, interested parties should conduct their own investigation and analysis of the Company and the data set forth in this document.
  • ‐ The statements contained herein have not been independently verified. No representation or warranty, either express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness, correctness or reliability of the information contained herein. Neither the Company nor any of its representatives shall accept any liability whatsoever (whether in negligence or otherwise) arising in any way in relation to such information or in relation to any loss arising from its use or otherwise arising in connection with this presentation.
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  • ‐ Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements as a prediction of actual results. The Group's ability to achieve its projected objectives or results is dependent on many factors which are outside management's control. Actual results may differ materially from (and be more negative than) those projected or implied in the forward-looking statements. Such forward looking information involves risks and uncertainties that could significantly affect expected results and is based on certain key assumptions.
  • ‐ All forward-looking statements included herein are based on information available to the Company as of the date hereof. The Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements.

Tecnoinvestimenti at a Glance

1 Certification Authority is a title accredited by the Digital Agency for Italy (AgID). Certification authorities provide digital certification services and issue certificates for atures and authentication (such as for national healthcare cards) on behalf of government agencies. 2 Including DataFin, Co.Mark Group and Visura Group

2016: Solid accomplishments

  • Capital increase of €49.5m successfully completed
  • Passage to STAR segment from AIM completed
  • Acquisitions of Visura and Co.Mark completed
  • Organic performance of Group continues to be very positive:
  • H1 Revenues (constant perimeter): +4.1%
  • H1 EBITDA (constant perimeter, excl. One-off costs): +11.1%
  • Financial Parameters well managed:
  • Total Shareholders' Equity +€27m to €104.2m
  • NFP (Net debt): €59.5m (from €47.1m)

Tecnoinvestimenti Group – Financial Highlights (1H15 – 1H16)

  • H1 PF Revenues: €70.3m (+ 14%) - Restated H1Revenues: €83.3m (Including Co.Mark Q1 + Visura H1 revenues)
  • H1 PF EBITDA: +20.4%
  • Restated H1 EBITDA: €18.4m (excluding one-off costs of STAR quotation, M&A costs, including Co.Mark Q1 and Visura H1 results)
  • H1 PF Net Income grew 43.4% (excluding any adjustments)

*Please note that 1H16 pro-forma financials include aggregated figures for Visura and therefore intercompany transactions between Tecnoinvestimenti Group and Visura have not been eliminated in these figures.

Tecnoinvestimenti Group – Balance Sheet and Cash Flow FY15 – 1H16

Balance Sheet

Million
FY15 1H16
Total Fixed Assets 126.2 169.6
NWC 6.7 4.1
Other long term assets/liabilities -8.6 -10.0
Net Invested Capital 124.2 163.7
Group Equity 77.1 104.1
Minorities 0.1 0.1
Total Equity 77.2 104.2
Net Financial Debt 47.1 59.5
Net Financial Debt 1H16
Breakdown (€ mn)
Bank loans 36.5
Debt vs. Tecno
Holding S.p.A.
15.1
Debt for acquisition of minorities 69.5
PUT & CALL 48.8
Earn Out 1.2
Co-Mark Vendor Loan 19.5
Other
Long Term Debt
0.8
Gross Financial Debt
121.9
Cash -58.1
Short Term Financial Assets -4.3
Cash and Cash Equivalents -62.4
Net Financial Position (Net
Debt)
59.5
  • NFP (Net Debt) €59.5m grew marginally from YE 2015 (€47.1m)
  • Of Gross Financial Debt of €121.9m, o/w Debt for acquisition of minorities accounts for over 50% (€69.5m)
  • Cash position increased from year-end 2015 significantly and will be a focus of management attention in 2016 2H

A key Player in Digital Trust…

Note: IAS-IFRS figures 1 Including Visura Group

  • Established brand name (Infocert) with a premium price compared to competitors
  • High entry barriers: European Certification Authority and Identity Trust Provider for SPID in Italy
  • Ability to combine know-how in compliance issues, digital processes and technology

7 October 2016

Transaction Management 32%

…Credit Information…

Credit Information & Management (CD&M)

…and Sales & Marketing Solutions

9

Digital Trust: a Growing Market…

  • ₋ Using a pen to sign a physical receipt or contract is fast becoming obsolete1 : Digital trust products and solutions allow companies to reduce transaction costs, increase transaction cycle speeds, improve business insights, and improve customer experiences2
  • ₋ In the past, uneven legal and institutional frameworks of the European Union member states have limited sector growth: New EU regulation will encourage e-signature adoption2
  • All European countries must recognize qualified e-signatures based on qualified certificates across EU country borders. Moreover, customers will not need to use a smart card to verify their qualified certificate, but they can use a one-time-pin generated via SMS instead, which will result in dramatic improvement of security and their customers' experience

…with a big potential development: Digital Identity

Tecnoinvestimenti-InfoCert, as leading European Certification Authority, is on the right path to exploit opportunities arising from Digital Identity and new European and Italian regulation

₋ According to eIDAS, Tecnoinvestimenti-Infocert became a recognized Certification Authority in EU

1 Source: AGID – Agenzia per l'identità digitale, Presidenza del Consiglio dei Ministri

Area of interest for digitalisation

The importance of authenticated digital identity…

The potential of the Italian SME segment is significant

Source: "Credit information and credit collection markets in Italy", PWC, March 2014

Broad corporate client base to enable cross-selling and bundle offers

Strong M&A Track Record

Tecnoinvestimenti's history
2009 - Incorporation
of
Tecnoinvestimenti
S.r.l.
- InfoCert's
acquisition
of
Klever
S.r.l.
(100%)
2011 - Acquisition
of
a
minority
stake
in
Sixtema
S.p.A.
(25%)
2012 - Acquisition
of
Ribes
S.p.A.(39%)
that
holds
the
control
of
RE
Valuta
- S.p.A.
(70%)
Disposal
of
80%
of
Italconsult
S.p.A.
- Merger
of
Klever
in
InfoCert
S.p.A.
- Increase
of
the
participation
in
Ribes
S.p.A.
(up
to
75%)
2013 - Acquisition
of
Expert
Links
(55%)
by
Ribes
S.p.A.
- SEC
Servizi
underwrites
a
share
capital
increase
in
Ribes
S.p.A.
2014 - Disposal
of
non-core
assets
through
a
proportional
demerger
- Listing
on
the
AIM
Italia

Borsa
Italiana
market
- Acquisition
of
Assicom
S.p.A.
(67.5%)
and
Infonet
S.r.l.
(100%)
- Acquisition
of
SEC's
and
Cedacri's
shares
in
Ribes
S.p.A.
with
a
final
control
stake
in
Ribes
of
91%)
- Ribes
S.p.A.
increases
its
participation
stake
in
RE
Valuta
S.p.A.
up
to
90%
- Increase
of
the
participation
in
Sixtema
S.p.A.
(up
to
35%)
2015 - Merger
of
Infonet
S.r.l.
in
Ribes
S.p.A.
- Acquisition
of
remaining
Expert
Links
(45%)
and
merger
into
Ribes
S.p.A.
- Acquisition
of
DataFin
(95%)
2016 -
-
Acquisition
of
Co.Mark
S.p.A.
(70%)
in
March
2016.
Acquisition
of
Visura
S.p.A.
(60%)
(Signing
June
2016,
Closing
July
2016)

14

Appendix

Financial Statements 1H15 – 1H16

Income statement (€ '000) 1H15 1H16
Revenues 60,643 69,701
Other Income 1,028 584
Cost of raw
and other materials
-4,108 -3,193
Cost of services -27,244 -30,655
Personnel cost -18,824 -22,358
Other operating expenses -493 -830
Depreciation & Amortization -3,439 -3,982
Accruals on receivables and assets -772 -577
Operating income 6,791 8,688
Net financial charges -575 -646
Profits /(losses) on equity accounted associates 11 -32
Income Before Extraordinaries & Tax 6,227 8,011
Income tax expense -2,540 -2,724
Net Profit Before Minorities 3,687 5,287
Minorities -33 -22
Net Profit 3,653 5,265
EBITDA 11,002 13,247
EBITDA margin 17.8% 18.8%

Financial Statements FY15 – 1H16

Balance sheet (€ '000) FY15 1H16
Assets 202,145 294,346
Current assets 68,992 117,321
Inventory 424 550
Trade receivables 37,036 44,276
Short term financial assets 3,359 4,313
Cash & equivalents 19,316 58,053
Other current assets 8,857 10,129
Non current assets 133,153 176,826
Intangible fixed assets 120,372 162,820
Tangible fixed assets 5,813 6,807
Financial fixed assets 2,495 2,938
Deferred taxes 2,222 2,443
Other
non current assets
2,251 1,819
Assets
held-for-sale
0 199
Liabilities & stockholders' equity 202,145 294,346
Current liabilities 50,558 95,901
Accounts payable 17,952 19,821
Unearned revenues 9,565 13,104
Taxes payable 281 1,971
Short term debt 9,659 43,531
Other current liabilities 13,101 17,475
Long term liabilities 74,393 94,266
Provisions 1,256 1,193
Long term debt 60,090 78,330
Defered
income taxes
7,829 9,010
Accounts payable 0 0
Unearned revenues 75 14
Other long term liabilities 5,143 5,719
Stockholders' equity 77,194 104,178
Stock capital 31,700 31,700
Legal reserve 773 1,136
Paid-in capital in excess of par 19,173 19,173
Other reserves 25,548 52,170
7 October
2016

Investment Case

1 Key player in reference
markets

Key
player
in
Digital
Trust
and
the
forefront
of
progress
in
Italy
and
Europe

Key
player
in
Business
Information
market

Leading
player
in
Sales
&
Marketing
Solutions
for
SMEs
2 High growth potential in Digital
Trust and SMEs markets

A
growing
market
thanks
to
technological
innovation
and
new
EU
e-signature
regulations

High
growth
potential
in
the
SME
segment
in
Italy
3 Broad corporate client base to
enable cross-selling and bundle
offers

A
client
base
of
>500k
customers
in
DT,
~10k
in
CI&M
and
~750
in
S&MS,
largely
available
for
implementing
cross-selling
of
products
and
services

Website
(www.infocert.it)
with
high
qualified
traffic

Strategic
partnerships
to
expand
the
client
base:
CEDACRI
(IT/Back-office
services
for
Italian
banks)
and
Sixtema
S.p.A.
(IT
services
provider
for
SMEs)
4 Effective growth strategy and
M&A track record

Group
sales
and
EBITDA
more
than
doubled
in
the
last
3
years

>
10
acquisitions
since
2009

Acquired
companies
have
been
growing
from
acquisition
to
date
or
have
generated
synergies

Acquisition
of
Comark
and
Visura
in
2016
5 Growing financial results and
strong operative cash
generation

Sales
CAGR
(2013-2015
PF)
57.1%:

Digital trust
39.0%

Credit information & management
58.8%

Sales & Marketing Solutions
12.8%

EBITDA
growth
(2014-2015
PF):
215.3%

EBITDA
Margin
(2014-2015
PF):
from
14.5%
to
21.9%
of
sales

Net
Profit
(2014-2015
PF):
from
Euro
5.0m
to
Euro15.7m

Cash
generation
(2014-2015
PF):
from
Euro
3.5m
to
Euro
18.4m

Thank you

Tecnoinvestimenti S.p.A. Piazza Sallustio, 9 00187 – Rome phone: +39 06 4201 2631 website: www.tecnoinvestimenti.it

Investor Relations & Communications Lawrence Kay Mobile: +39 335 810 4434 e-mail: [email protected]