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TXT E-Solutions Earnings Release 2026

May 14, 2026

4061_rns_2026-05-14_d377b92f-9ce2-4bd1-b10b-8cf4d1d297a5.pdf

Earnings Release

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Informazione Regolamentata n. 0439-41-2026 Data/Ora Inizio Diffusione 14 Maggio 2026 14:15:24 Euronext Star Milan

Societa': TXT e-SOLUTIONS

Utenza - referente : TXTN02 - Favini Andrea

Tipologia : REGEM

Data/Ora Ricezione : 14 Maggio 2026 14:15:24

Oggetto : TXT: Results Q1 2026

Testo del comunicato

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TXT

PRESS RELEASE

TXT e-solutions: New BoD Appointed, Confirming Enrico Magni as Chairman and Daniele Misani as CEO. Q1 2026 Results Approved:

Revenues €109.2 million (+18.5%)

Organic growth +17.3%

EBITDA €15.8 million (+18.3%)

Adjusted Operating Profit (EBIT) €12.8 million (+18.6%)

Adjusted Net Profit €7.7 million (+17.4%)

  • The new Board of Directors has been appointed, substantially maintaining continuity with the outgoing Board.
  • Revenues of €109.2 million (+18.5%), including €22.3 million from the Smart Solutions division, €18.4 million from the Digital Advisory division, and €68.4 million from the Software Engineering division.
  • Revenues at constant perimeter amounted to €108.1 million (+17.3%).
  • EBITDA of €15.8 million (+18.3%), net of significant research and development investments totaling €6.3 million, fully expensed during the period (+23.9%). EBITDA margin stood at 14.5%, in line with Q1 2025.
  • Adjusted Operating Profit (EBIT) – excluding the purely accounting effects arising from the PPA process related to M&A transactions – amounted to €12.8 million (+18.6%).
  • Adjusted Net Profit – excluding the purely accounting effects arising from the PPA process related to M&A transactions – amounted to €7.7 million (+17.4%), after net financial income and expenses (€2.7 million) and tax charges (€2.3 million).
  • Adjusted Net Financial Position amounted to €101.5 million.

Milan, 14 May 2026 – 14:15

Today, the first meeting of the Board of Directors of TXT e-solutions was held, appointed by the Shareholders' Meeting of 29 April 2026, in substantial continuity with the outgoing Board.

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

The Board of Directors appointed Enrico Magni as Chairman of the Board of Directors and Daniele Misani as Chief Executive Officer, following the favourable opinion of the Remuneration and Appointments Committee and of the Board of Statutory Auditors, thereby ensuring continuity with the executive team that has led the Group's growth path over the course of recent mandates, while also confirming their respective powers.

The Chairman, Enrico Magni, commented: 'The renewal of the Board of Directors in the name of continuity represents an important acknowledgement of the industrial and managerial path developed by the Group in recent years. We will continue to invest in domestic and international growth, in technological innovation and in the development of TXT's distinctive capabilities, with the aim of further consolidating the Group's positioning in high value-added markets'.

The Board also assessed the fulfilment of the independence requirements set out in Article 148, paragraph 3, of Legislative Decree 58/1998 ('TUF') and in the Corporate Governance Code regarding the non-executive directors Antonella Sutti, Antonietta Arienti and Michela Costa.

Following the checks carried out by the Board of Statutory Auditors, the Board of Directors acknowledged that all standing members of the Board of Statutory Auditors — Francesco Maria Scornajenchi, Chairman, Franco Vergani and Giada D'Onofrio — meet the independence requirements set out in Article 148, paragraph 3, of Legislative Decree 58/1998 ('TUF') and in the Corporate Governance Code.

The Board of Directors of TXT e-solutions also approved today the management results as of 31 March 2026.

The main economic and financial results for the first quarter of 2026 were as follows:

Revenues for the first quarter of 2026 amounted to €109.2 million, an increase of +18.5% compared with the €92.2 million recorded in the first quarter of 2025. Organic growth was 17.3%, and acquisitions contributed €1.1 million. Total international revenues accounted for 15.2% of total revenues in the first quarter of 2026.

The Smart Solutions division recorded revenues of €22.3 million, an increase of +15.3% compared with the first quarter of 2025, of which €1.9 million derived from organic growth (+9.6%) and €1.1 million related to M&A.

The Digital Advisory division recorded revenues of €18.4 million, an increase of +23.4% compared with the first quarter of 2025, entirely attributable to organic growth.

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

The Software Engineering division recorded revenues of €68.4 million, an increase of +18.3% compared with the first quarter of 2025, entirely attributable to organic growth.

EBITDA amounted to €15.8 million, an increase of +18.3% compared with the first quarter of 2025 (€13.3 million), after increasing research and development investments to €6.3 million, fully expensed in the first quarter of 2026 (+23.9% compared with the first quarter of 2025). The EBITDA margin was 14.5%, in line with the first quarter. General and administrative costs accounted for 6.9% of revenues, also in line with the first quarter of 2025.

EBIT (Operating Profit) amounted to €10.8 million, an increase of +10.8% compared with the first quarter of 2025 (€9.7 million), after amortisation of intangible assets (€2.2 million, of which €2.0 million relating to Purchase Price Allocation) and of tangible assets (€2.8 million, of which €2.0 million relating to IFRS 16).

Adjusted EBIT, which neutralises the purely accounting effects arising from the PPA process on acquisitions, amounted to €12.8 million in the first quarter of 2026, +18.6% compared with the same period in 2025, with a margin on revenues of 11.7%.

Net financial expenses showed a negative balance of €2.8 million and include €2.4 million relating to interest and banking charges, €0.3 million relating to the fair value effect on securities, and €0.1 million relating to the share attributable to minorities. Exchange differences for the period showed a positive net balance of €0.1 million. In the first quarter of 2025, net financial charges showed a negative balance of €1.9 million.

Net profit amounted to €5.7 million, an increase of +3.6% compared with €5.5 million in the first quarter of 2025. Net profit as a percentage of revenues was 5.2% in the first quarter of 2026, a decrease of 80 bps compared with the first quarter of 2025 due to higher PPA-related amortisation and higher financial charges in the period.

Adjusted Net Profit, which neutralises the purely accounting effects arising from the PPA process on acquisitions, amounted to €7.7 million in the first quarter of 2026, an increase of 17.4% compared with the first quarter of 2025, corresponding to 7.0% of revenues for the period. Adjusted Net Profit excludes the tax effects deriving from the aforementioned accounting adjustment.

Consolidated Adjusted Net Financial Debt as of 31 March 2026 amounted to €101.5 million, an increase of €2.7 million compared with €98.8 million as of 31 December 2025. The change is mainly attributable to M&A totalling €12.0 million, including the recognition of earn-outs on acquisitions for €5.0 million and €2.4 million relating to capital increases in

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

minorities, to outlays linked to the repurchase of treasury shares for €2.6 million, and to the payment of interest expenses for €2.1 million, factors which more than offset the cash generation for the period.

Consolidated Net Financial Debt as of 31 March 2026 amounted to €118.9 million, after the reclassification of €17.4 million of TXT's investment in Banca del Fucino under fixed assets.

Treasury shares as of 31 March 2026 totalled 429,517 (333,855 as of 31 December 2025), equal to 3.30% of the shares issued, for a value of €12.7 million calculated on the basis of the TXT share price as of 31 March 2026 of €29.60 per share.

"I would like to express my sincere gratitude for the renewed trust placed in me for this third term," said Daniele Misani, CEO of TXT Group. "Over the past years, TXT Group has undertaken a significant evolution journey, strengthening its leadership in digital innovation market. The first-quarter results provide clear evidence of the strength of our strategic model, with solid organic growth driven by synergies across the TXT ecosystem, and balanced profitability despite our ongoing investment efforts. Together with the entire management team, we remain fully committed to continuing this growth path, with the goal of achieving and exceeding the targets set out in our business plan."

A conference call will be held on 15 May 2026 at 11:00 CEST, during which CEO Daniele Misani will present and comment on the Q1 2026 results. Registration for the conference call is available on the Company's website at www.txtgroup.com, under the "Financial News & Calendar" section

Subsequent Events and Outlook

After a first quarter of 2026 marked by organic growth exceeding the targets set by management, the TXT Group expects business development to continue over the coming quarters at rates in line with the annual guidance. In parallel, the Group intends to accelerate its external-growth plan through the contribution of the acquisitions already completed and disclosed to the market, as well as through additional extraordinary transactions expected by the end of the second quarter of the year.

In the Smart Solutions division, starting from the second quarter, an acceleration in growth is expected, driven both by organic development and by the contribution of the three acquisitions completed in the first part of the year. In the Aerospace & Defence segment, the Group expects sustained growth thanks to the strengthening of its positioning

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

in the defence sector and the progressive ramp-up of activities related to the contracts acquired in the Flight Operations segment. In this area, proprietary route-optimisation solutions continue to record positive demand. The Industrial segment is showing performance above the expectations of the industrial plan, supported by the development of the integrated system-engineering offering for critical infrastructures. The contribution of the newly acquired FasThink and the evolution of the offering of the AI-native start-up InfraWise will further strengthen the Group's positioning through scalable proprietary solutions dedicated to complex industrial environments. In Fintech, the first quarter recorded growth in digital-payments and consumer-credit solutions, with further development expected in the digital-payments segment starting from the second quarter. The Martech segment continues its growth path in both domestic and international markets, with positive developments expected from the integration of NetMediaClick with the Refine offering.

In the first quarter of 2026, the Digital Advisory division confirmed a sustained growth trend, driven mainly by the delivery of the backlog relating to public-sector tenders awarded to the companies within the Public Sector cluster, which maintains a residual backlog close to €100 million. During the quarter, the Group also participated in new public tenders for an aggregate value of approximately €500 million in the Digital Advisory and Software Engineering segments, with awards expected by year-end. In Martech, the projects developed by the subsidiary I MILLE are contributing to organic growth moderately above plan targets, with further development expected over the course of the year. Overall, the Digital Advisory division is expected to maintain double-digit organic growth in 2026, albeit at levels lower than the +23.4% recorded in the first quarter.

The Software Engineering division recorded sustained organic growth in the first quarter, driven in particular by the Gaming and Industrial segments. For the coming quarters, management expects a gradual normalisation of growth rates towards levels consistent with the industrial plan. In the Aerospace & Defence segment, the Group continues to be involved in new multi-year projects, both domestic and international, with prospects of sustained medium-term growth. In this context, the acquisition of the EDF (European Defence Fund) project is noteworthy, for which TXT will act as coordinator within a consortium composed of leading industrial players, including Dassault, Safran, MBDA and Indra, as well as prestigious academic institutions such as Politecnico di Torino and the Fraunhofer Institute. In the Public Sector, the Group continues to benefit from the delivery of the

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

backlog relating to public tenders already awarded, while further development opportunities are expected from CONSIP tenders currently in the awarding phase and due by the end of 2026. The Industrial vertical continues to contribute positively to the division's growth thanks to the development of the integrated system-engineering offering for critical infrastructures, while activities aimed at expanding the offering perimeter through strategic acquisitions are ongoing.

On 1 April 2026, TXT announced the closing of the acquisition of 100% of the share capital of FasThink S.r.l. ('FasThink'), a company specialised in the development of proprietary hardware-software solutions and in the integration of IT/OT systems for complex industrial environments. The transaction strengthens TXT Group's positioning in the Industrial segment and expands the end-to-end Smart Solutions offering dedicated to the digitalisation of production processes and industrial data management. Link to press release.

On 4 May 2026, TXT announced the acquisition of 100% of the share capital of NetMediaClick S.r.l. ('NetMediaClick'), a MarTech company specialised in Performance Marketing and Retail Media solutions. The transaction strengthens TXT Group's positioning in the MarTech offering, expanding its presence in proprietary technologies and market verticals complementary to those already developed within the Smart Solutions segment. Link to press release.

Following the investments made for the acquisition of Nexteon's SmartRoutes division (Smart Solutions for Aerospace & Defence), FasThink (Smart Solutions for Industrial) and NetMediaClick (Smart Solutions for Martech), as well as the additional investments in the AI-native startups InfraWise and Altilia, the TXT Group confirms its strategy of selective capital allocation, in line with the external-growth objectives defined in the 2025-2027 Industrial Plan. The Group's strategy remains focused on the acquisition of complementary technologies, the strengthening of competitive positioning in strategic markets and the expansion of the high value-added proprietary offering. Despite a macroeconomic and geopolitical context that continues to present elements of uncertainty, management believes that the impacts on the Group's business remain limited to date and that the market continues to offer attractive opportunities for growth and consolidation in the main reference sectors.

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

Declaration of the Manager in Charge of Drawing up the Corporate Accounting Documents

The Manager in charge of drawing up the corporate accounting documents, Marcello Bussolin, hereby declares, pursuant to art. 154-bis, paragraph 2 of Legislative Decree no. 58 of 24 February 1998, that the accounting information contained in this press release corresponds to the documented results, books and accounting records.

As from today, this press release is also available on the Company's website www.txt-group.com.

TXT is an international IT Group, end-to-end provider of consultancy, software services and solutions, supporting the digital transformation of customers' products and core processes. With a proprietary software portfolio and deep expertise in vertical domains, TXT operates across different markets, with a growing footprint in Aerospace, Aviation, Defense, Industrial, Government and Fintech. TXT is headquartered in Milan and has subsidiaries in Italy, Germany, the United Kingdom, France, Switzerland, Canada, Singapore and the United States of America. The holding company TXT e-solutions S.p.A, has been listed on the Italian Stock Exchange, STAR segment (TXT.MI), since July 2000.

For further information:

Marcello Bussolin - CFO
Tel. +39 02 [email protected]

Andrea Favini - IR
Tel. +39 02 [email protected]

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

Management Income Statement as of 31 March 2026

C thousand Q1 2026 % Q1 2025 % Var %
REVENUES 109,183 100 92,154 100 18.5
Direct costs 69,953 64.1 61,414 66.6 13.9
GROSS MARGIN 39,230 35.9 30,739 33.4 27.6
Research and Development costs 6,269 5.7 5,059 5.5 23.9
Commercial costs 9,664 8.9 6,069 6.6 59.2
General and Administrative costs 7,519 6.9 6,269 6.8 19.9
EBITDA 15,778 14.5 13,343 14.5 18.3
Amortization, Depreciation & Write-offs (Excl. PPA) 3,014 4.3 2,577 4.2 16.9
OPERATING PROFIT (EBIT) ADJ. 12,764 11.7 10,766 11.7 18.6
Amortization - PPA 1,961 1.8 1,018 1.1 92.6
OPERATING PROFIT (EBIT) 10,803 9.9 9,748 10.6 10.8
Net Financial income (charges) (2,741) (2.5) (1,891) (2.1) 45.0
Share of profit/(loss) of associates (57) (0.1) (23) (0.0) 142.3
EARNINGS BEFORE TAXES (EBT) 8,005 7.3 7,833 8.5 2.2
Taxes (2,274) (2.1) (2,301) (2.5) (1.2)
NET PROFIT 5,731 5.2 5,533 6.0 3.6
NET PROFIT ADJ. (Excl. PPA) 7,692 7.0 6,551 7.1 17.4
Net Profit attributable to:
Parent Company shareholders 5,349 5,044
Minority interests 382 489

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

Net Financial Debt as of 31 March 2026

.000 Euro 31.03.2026 31.12.2025 Var
Cash (114,403) (102,739) (11,665)
Trading securities at fair value (11,197) (11,433) 236
Other Short Term Financial Assets (320) (320) -
Short term Financial Debts 71,758 69,069 2,689
Short term Financial Debts (54,163) (45,423) (8,740)
Non current Financial Debts - Lessors IFRS 16 11,476 11,970 (494)
Other Long Term Financial Assets (931) - (931)
Other Non current Financial Debts 162,567 149,706 12,861
Non current Financial Debts 173,112 161,676 11,436
Net Financial Debt 118,949 116,253 2,696
Non-monetary debts for adjustment of the price of the acquisitions to be paid in TXT shares - - -
Financial Investment - Banca Del Fucino (17,418) (17,418) -
Adjusted Net Financial Debt 101,531 98,835 2,696

TXT e-solutions S.p.A, Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


TXT

PRESS RELEASE

Consolidated Balance Sheet as of 31 March 2026

€ thousand 31.03.2026 31.12.2025 Change
Intangible assets 190,154 181,473 8,680
Tangible assets 34,340 33,911 429
Other fixed assets 29,127 28,439 688
Fixed Assets 253,621 243,823 9,798
Inventories 32,751 28,638 4,114
Trade receivables 129,615 127,493 2,122
Other short term assets 25,366 22,136 3,231
Trade payables (48,413) (43,985) (4,428)
Tax payables (21,394) (20,379) (1,015)
Other payables and short term liabilities (64,834) (58,140) (6,694)
Net working capital 53,091 55,761 (2,870)
Severance and other non current liabilities (9,801) (9,598) (3)
Capital employed - Continuing Operations 297,110 289,986 7,124
Shareholders' equity 173,681 169,581 4,101
Shareholders' equity - minority interest 4,480 4,152 328
Net financial debt 118,949 116,253 2,696
Financing of capital employed 297,111 289,986 7,124

TXT e-solutions S.p.A., Via Milano, 150 - 20093 Cologno Monzese (MI) - Italy, Tel. +39 02 257711 Fax. +39 02 2578994,

PEC [email protected], 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


Fine Comunicato n.0439-41-2026 Numero di Pagine: 12