Austriacard Holdings AG ($ACAG)

Ladies and gentlemen, thank you for standing by. I am Maria, your Chorus Call operator. Welcome, and thank you for joining the Austriacard Holdings conference call and live webcast to present and discuss the first quarter 2026 financial results. We are joined today by Mr. Manolis Kontos, Group CEO; Mr. Markus Kirchmayr, Group CFO; and Mr. Dimitris Haralabopoulos, Group Investor Relations Director. They will take you through the presentation and discuss the first quarter 2026 results. At this time, I would like to turn the conference over to Mr. Dimitris Haralabopoulos, Group Investor Relations Director.

Good afternoon, everyone, and thank you for joining us today. I'm pleased to welcome you to our Q1 2026 results conference call. With me today are Manolis Kontos, Chairman of the Manage Board and Group CEO; and Markus Kirchmayr, Group CFO. Today's call is primarily focused on the group Q1 results. However, given this morning's announcement regarding DNP's intended voluntary public takeover offer, Manolis will first make a few brief remarks before we move into the results presentation. With that, I will hand over to Manolis.

Thank you, Dimitris, and welcome, everybody, to our call today. We -- as Dimitris said, we will start by giving a brief about what is the announcement that we released earlier today, so before I go to the Q1 performance, I will address the morning's announcement. So as announced earlier today, Dai Nippon Printing, DNP -- I will refer to it later as DNP, intends to launch a voluntary public takeover offer for Austriacard at a price of EUR 10 per share in cash, valuating Austriacard's entire issued share capital at approximately EUR 364 million. The offer price represents a premium of over 20% to the last closing price of Austriacard's shares prior to today's announcement and approximately 45% volume-weighted average price premium over the last 6 months to today's announcement. A few words on DNP. DNP is a Tokyo headquartered global technology and manufacturing group. It was founded back in 1876. It is listed in the Tokyo Stock Exchange, and it's employing approximately 36,000 people globally. It has a broad platform across printing, information security, smart cards authentication and secure data solutions and related technology-enabled services. In connection with the intended offer, Austriacard and Dai Nippon Printing have entered into a memorandum of understanding, setting out the strategic framework for the contemplated transaction and the parties intended cooperation following completion. Separately, Mr. Nikolaos Lykos, the largest shareholder of Austriacard and a member of the Supervisory Board has entered in an irrevocable undertaking to accept the intended offer in respect of his approximately 74.6% shareholding. So as reflected in today's announcement, the Management Board and Supervisory Board also welcome DNP's intention to launch the offer and the strategic rationale presented for the contemplated transaction. We believe DNP's global scale, technology capabilities and long-term investment perspective could support Austriacard's next phase of growth. Together, the 2 companies would emerge as a clear global leader in secure identity, payment cards, secure chip and trusted technology services. As also announced today, Austriacard does not currently intend to declare, propose or pay any dividend or other distribution prior to settlement of the offer, including the previously contemplated dividend for the financial year 2025, which was EUR 0.10 per share. As far as the next formal step of the takeover process will be the publication of the offer document by Dai Nippon Printing following review. First, the review of the Austrian Takeover Commission. The Management Board and the Supervisory Board will then review the actual offer document and publish their recent statements in accordance to the Austrian Takeover Act. Until then, we will not comment on valuation, fairness or whether shareholders should accept or reject the tender offer. During today's Q&A, we will focus on Q1 results. We may also address limited factual questions related to the announced transaction, but only on information that has already been made public. Any further information would be provided through the formal offer process at the appropriate time, which, as you can understand, it is not in our control. It's in the hands of the bidder. So with that, before turning -- I would like to turn now to our Q1 performance. So starting with the Q1 performance. If we go to the results highlights, which is in Page 5 and starting with Q1 key highlights. Let's start with financial metrics. So as far as our revenue is concerned, you'll see that we showed a solid -- first of all, we showed a solid financial performance across all key metrics. Starting from the revenue line, we see that we showed a growth of 8% versus the relevant period of last year, Q1 of 2025. EBITDA performance even stronger, being double digit at the level of 11% versus Q1, and net profit with 61%. I will elaborate how the EBITDA growth is 11% and the net profit is 61%. We have a few slides later on. What you want to keep from this initial slide is that we are practically delivering against our strategy, which had to do with growing the identity and payment solutions and also increasing the contribution of digital technologies. So both these 2 key segments have shown strong growth. And it is just a confirmation of the strategy that we said a year or so ago and its full implementation is really, let's say, being implemented as planned. We have a temporary headwind as far as the cash flow, but this is purely linked to the financing that we have to do of the Greek public sector digitalization projects, which by definition and the way these contracts are structured, the companies that are involved in this have to finance the actual effort needed and the working capital needed to implement the projects and the actual invoices and payments come at completion of the project, which is for the majority of them plan to take place in the current year. As far as the balance sheet and the leverage, we see that we are maintaining a leverage below 2, which is in line with the midterm direction we have given between 1.5 and 2. There is, of course, some seasonality over the quarters. And the net debt is maintained below 100, which is at 95 -- no, 94.5. Just on the 2026 outlook, as a reminder, because we also had communicated this when we had published our results for the full year 2025, we have a single-digit -- high single-digit growth target for our revenue, the group margin to be further improved, and we see also from Q1 that we are exactly in that exact space where our EBITDA margin is improving versus the year before. And the group operating cash flow, we are expecting a further improvement, especially in the second part of the year. If you look now on a quarter-by-quarter comparison from the previous year to the current year, we see that, as I said, the Digital Technologies and the Identity & Payment solutions being the key drivers of growth. When on the other side, there is a slight decline in the Document Lifecycle Management, but this is mainly due to the fact that last year, especially in the Romanian market, there was a lot of renewals from some Romanian banks, which had involved issuing of new cards and also distribution of these cards, which is impacting the comparison. If you look at the EBITDA level, we reached 11.5%, which also has an improved EBITDA margin from the levels of 12.6% in the relevant period of 2025 to 12.9% in the first quarter of 2026. And as far as the net profit is concerned, we reached EUR 4.1 million in absolute terms, which EBIT growth is 18%. And we see this -- the reason that we see this significant increase versus the same period of last year, 61% is a combination of things. Of course, one is the EBITDA performance itself, the lower interest cost that we have because there is a reduction in the actual loans versus the previous year. And also, we have a favorable effective tax rate because last year, we had 25% and this year, it's 22%, and this has to do purely from which are the jurisdictions that are contributing to the profit generation and the relevant corporate tax that they have. So this is the main reason behind this significant increase in the net profit line. If we move now to Slide 7, just to show -- just a reminder that this is not a linear business. You need to always have this in mind, so there is -- depending on the quarters and depending on the seasonality that we have and the cyclical situation that we have in certain markets, you will see that the quarters are not evenly distributed. Nevertheless, comparing to on a quarter-by-quarter basis, we see the 8% versus the previous year, and as far as EBITDA is concerned, as you can see, we moved from 10.4% to 11.5%. When we look at the leverage, the net debt to EBITDA, as I mentioned, is close at the level of 1.9. The only, let's say, challenge that we have, but as I said, we are addressing it in the balance of the year has to do with the temporary increase in working capital needs that are related mainly to the financing of the projects, especially in the public sector of Greece. The rest of the targets that we have, we are implementing, we will be reducing the inventory levels, we will be reducing the working capital. So all this will contribute positively in the second part of the year. Net debt at EUR 94.5 million and the group's blended cost of debt is at 5.3% versus 5.6% that we had in full year 2025. If we move to Slide 9, the net working capital at EUR 91.1 million, so contract assets, contract assets is mainly the contract that we have with the Greek public sector, where we are recognizing, let's say, the implementation of this project, but the invoicing and completion will happen with the delivery of the project. That's why you see this increase in the contract assets, this is the main reason. As far as the working capital is concerned, we are now getting out of the situation that we had last year where we had certain commitments with our chip semiconductor suppliers that we have managed successfully to renegotiate these terms, and we are now having the last contracted deliveries happening that took place in the end of last year, and there's a limited contractual volumes that need to be delivered in 2026. So we are confident that in the remaining of the year, we will be able to improve further our working capital as far as the -- because of the 2 reasons: one, the completion of the public sector projects; and two, the fact that we don't have any more any large commitments as far as the semiconductor supply is concerned. So as such, we will be able to rationalize our inventory level of the semiconductor stock that we have. The CapEx is mainly behind the growth, let's say, sectors, digital technologies, especially on the GaiaB, our AI platform, which we have announced that is one of our focus areas. We continue investing in the product development. The Card as-a-Service also is another area that this holistic Card-as-a-Service solution we offer to be able to not offer the card and personalize them, but take the journey of the customer from the beginning of the onboarding all the way to the issuance and the analytics. So these areas that we continue investing. As you know, we continue investing in research and development and innovation in order to be able to fuel growth. And the other thing we need to add is our expansion in the U.S. market. So we are in the final stage of completing the investment we have in Salt Lake City, which will be our second personalization center in the U.S., which will enable us to reach even more customer base and even be able to offer proper service levels to serve customers that are in the West and East Coast. Up to now, we have a personalization center in New Jersey. So with this addition, which by the summer will be completed, we will be able, in the second part of the year to increase our customer reach and also be able to provide services even to larger financial organizations, which require, by definition, a second contingency personalization center. So by doing that, we will also be able to continue enabling the U.S. market to contribute in the growth. On the working capital, I believe we have covered this. So this position from EUR 74 million, which was a closing position of 2025 to EUR 91 million, which is the first quarter close of 2026 is purely, I would say, from the contract assets and the trade payables that have to do with the purchases, as I said earlier, that have to do with the semiconductors, which we are paying. And then once this is completed, we will be able to see an improvement in the working capital, especially in the second part of the year. The regions, all regions show positive growth. Central Europe, which still continues to be the largest geographical cluster of the group has shown a 4%. Western Europe, U.S. and Nordics have the strongest performance. This is the region that most of the fintechs that we are serving are based. That's why you see the significant growth, so this is behind the channel of the neobanks and digital banks, where we have been also able to continue serving and increasing our market share in that business segment. This is the one business segment that has significant growth compared to the systemic banks, I would say, where they are in the single digit. Central Europe, let's remember, it's mainly serving systemic banks when Western Europe and U.S. is mainly serving, for the time being at least, fintechs. But as I said earlier, with the investments that we are doing also in U.S. and also in the presence we have in U.K. and the other Western Europe markets, our plan is to expand our reach beyond, let's say, the fintechs even in the Western Europe, but even in the traditional banks. On the Turkey and Middle East, Africa, we also saw a 4%. You remember that we had quite a few challenges last year in the Turkish market. What I can say about the Turkish market this year, the projections that we have is that we should be seeing a more normalized year, especially in the second part of the year. Based on all the conversation and discussions we're having with the customers, we don't anticipate any volume decline as far as the Turkish market is concerned. Nevertheless, it's a mature market for us, so that's why we are focusing more in the Middle East and Africa region, where we are investing both in the banking and the citizen identity solutions. So you will be hearing more growth coming from the new markets for us and not necessarily from the Turkish market. The EBITDA margin, we see that we are having a very strong margin when it comes to Western Europe and U.S., we are reaching around 18%. The reason for the decline that we see in the CEE region, although there is an increase in the revenue line, there is a reduction in the EBITDA margin. This has to do with the fact that this growth that we have in sales is mainly intra-segment sales, which means that the margin is very small. So because the rest of the business as far as the payment card is concerned, is flat. So this is the reason that you see a decline when last year, as I mentioned earlier, especially in the Romanian market, we had a significant upside in Q1 because we were serving all these card renewals that we had in the relevant distribution courier services, which supported a strong performance in CEE in Q1 of 2025, so we are comparing to that. The rest of MEA is in line with what we expected and what we have, around 5%. If we look at the group's revenue growth in Q1, the clear outperformer is the Western Europe and U.S., U.S. is growing 21% on a comparable basis versus last year. And as far as the rest of the fintech European, let's say, customers that we have, there is another 21%. So you see clearly that this is the segment that is supporting the biggest part of the growth. On the other side, in the Middle East and Africa market, we are already seeing good progress as far as our potential there. We also have invested in getting various certifications that we were missing because there are some local payment schemes that we need to have in order to be able to address these markets, and we have gone through this investment. And as such, this will enable us to address many more customers in the Middle East and Africa region, but also continue investing in the security printing. As you know, this is an area that we have already very good performance over the course of the last few years, and it is in our plans to continue developing this segment for the group in the Africa region. Group EBITDA following sales practical contribution, so that's why you see West being the biggest contributor of the decline on the CEE, it's what I mentioned before, so I will not repeat again. And as far as the Middle East, the business in Africa, it's on par. It's not contributing or negatively impacting. If we look at the -- sorry, if we look on the solution level, our key focus areas, which is the Citizen Identity solution and Payment solutions are growing. We see 7%. As far as the Digital Technology also, there is a significant growth. But clearly, this significant growth is related to the Greek public sector. That's why you see this 83%. But what we should be also focusing on is the Identity solutions and the Payment solutions. We started now showing separately, as we had said, the Identity solutions business compared to the Payment solutions business, where you see that the Identity solution is growing 15% from a lower base, obviously, from 2025. But this will be one of the growth pillars in the future, having holistic citizen authentication solutions for -- especially for the African region because there is a lot of citizens that are not registered, and we are there to enable this registration with our solutions, and we are focusing in offering the holistic, again, end-to-end from citizen registration to the issuance of the citizen card or any other authentication document, and this will be a focus area for us. U.S., a clear focus market for us, and the focus has started to show. We have strong performance supported by both the plastic cards, but also metal cards. We see a lot of fintechs in U.S. seeing the value of having metal cards in their product mix because that way, they can give their customers a unique experience and also increase the customer retention, and that's why you see a significant growth in the metal cards in the U.S. market, and the Turkish market, as I said. Overall, our projection is that the Turkish market, for sure, will not be a negative, let's say, driver for this year. But as I said in the beginning, this will not be a market that we have a very strong market share. We are retaining our market share. But the focus as far as Middle East and Africa is mainly the Africa region and not the Turkish market. On the Document Lifecycle Management, the reason that this -- we have less in the Romanian market is what I said before, is that we had a big renewals last year, and that's why this year, we're comparing on the base of a renewal. The rest of the printing business, we know that it has a slight decline year-over-year, and this is anyway projected like that. Where we are seeing and we are focusing is on the document output as far as printing and security printing in the Middle East and Africa business, and this is one of the business that has also a lot of seasonality, so you will be hearing more about this in the second part of the year. So security printing, especially solutions -- holistic solutions for the Africa region continue to be a focus for us. And digital technologies, both private and public sector, as I said, there is a big support in the growth from the public sector, but that doesn't mean we are not at the same time, growing also our private customers are sort of nonpublic sector segment, so this is something that we are investing. As you know, GaiaB is one of our key focus investments as far as the digital technology is concerned. And already, we have very good traction in the customer engagements that we have up to now. We also have the first implementation in the Middle East region when it comes to GaiaB with a large customer in that region. And we are very optimistic that GaiaB and the AI offering that we have will be a strong contributor going forward in this transformation of the group. This is exactly what I was referring to, the Greek public sector. So you see that there is still around EUR 25 million contracted to be recognized from Q2 onwards. We are in full implementation phase. We already had a contracted value of around EUR 70 million, we have recognized EUR 44 million, and there is still a remaining EUR 25 million. But as I said, we are not -- just having the Greek public sector contributing. We are also focusing a lot in getting growth in the digital technologies from the private sector. So to conclude and allow some time for questions, a reconfirmation of our 2026 outlook. So we are, as I said, aiming for high single-digit growth when it comes to the revenue line, although we are in a quite challenging situation macroeconomically and geopolitically. The fact that we have this presence in various markets, and we don't have a dependence on one single market has helped us over the course of the past few years and is helping us again working in the direction of finding growth opportunities beyond a certain market. We are continue working in improving our product mix and having more solutions and service contributing in the product mix because they have a higher margin profile versus just the products. We have a solid backlog of customer onboardings, especially in the Western region and U.S., so this is also fueling the growth as we saw also from the first quarter already. We are continuously looking into optimizing our cost because there's still a lot of pressure as far as the sourcing of materials and the sourcing of components, so we are always working with our innovation and with our research and development team and with the product team in order to optimize further our cost base in order to be able to offset also challenges when it comes to pricing. So there is still pricing pressure as far as -- especially the offering that has to do with the payment cards, so we are looking to offset this pricing pressure from improving our cost base, either that is on the product or the cost of conversion. The working capital is a focus as has been announced from last year, and we are confident that as long as everything comes together in the second part of the year, we will be able to improve significantly the working capital needs. And we will continue investing in CapEx in areas that support growth. So this has been the plan. We have a target of 4%, 5%. We see that we will be able to maintain that target as far as the CapEx investment is concerned. So this is the part of the presentation that we wanted to share. I would like then to turn it over to Dimitris on the Q&A side.

Thank you. Thank you, Manolis. Before we open the line for questions, a brief reminder that today's Q&A will focus on our Q1 results. We may also address limited factual questions on this morning's announcement, but only based on information that has already been made public. Further information regarding the intended offer will be provided through the formal offer process at the appropriate time. Thank you for your understanding, and we can now kick off the Q&A, please.

The first question is from the line of George Grigoriou with Wood & Co.

I appreciate you cannot comment on DNP's offer. However, I was hoping that still you could provide us with a bit of a timetable of the expected steps and when you see this transaction getting the final blessing.

Yes. So thank you for the question. So as I said, in the beginning, this is a process that is practically led by the bidder, so the offer process and the acceptance period will follow the normal statutory takeover timetable based on DNP's announcement. The initial statutory acceptance period is expected to run until mid-July 2026, subject to the formal approval of a document and applicable review process. So we will know more and will be issuing within the next 10 days their tender offer memorandum, and in that tender offer memorandum, we will be able to see much more as far as the anticipated time lines and the details. So we just need to be patient a few days, and we will know more at that stage.

Ladies and gentlemen, there are no further questions at this time. I'll now pass the floor over to Mr. Kontos for any closing comments. Thank you.

Thank you. Thank you very much for attending our call today. I realize that based on the news that we released earlier today, the focus is on what are the next steps, as I mentioned in the question that I received. We will keep you informed and updated as we are also getting information. But what you keep in mind is that the whole process will start as it started from today, and we feel confident that it will go smoothly in the next few weeks. So by the first milestone being July, but the whole expected conclusion of this takeover should be happening in the second half of the year in this -- and it depends on the regulatory approvals that need to be taken also. This is something we need to have in mind. But as I said, we will keep you updated about the development, so you have clear visibility on what are the next steps. Thank you again for your interest and for joining this call, and I wish you all a great afternoon. Thank you.