Brockhaus Technologies AG ($BKHT)

Hello, ladies and gentlemen, and welcome to the Brockhaus Technologies AG Investor Update Call. At this time, all participants have been placed on a listen-only mode. The floor will be open for questions following the presentation. Let me now turn the floor over to Marco Brockhaus.

Thank you, and good afternoon, everyone. Welcome to Brockhaus Technologies earnings call for the first quarter of the fiscal year 2026. Before we begin, I would like to point out that the slides we are presenting will be published afterwards, in the Investor Relations section of our website, brockhaus-technologies.com. [Operator Instructions] Before we present our results, I encourage all listeners to review the legal notice on Page 2 of our presentation, which explains the understanding of forward-looking statements. . Additionally, please refer to Note 6 and 7 of BKHT's consolidated financial statements for 2025 on Page 84 onwards of our annual report 2025 page 14 of Brockhaus Technologies quarterly statement Q1 2026 for a discussion on alternative performance measures as well as the reconciliation of non-GAAP figures. For information on risk factors that could cause actual results to differ materially from forward-looking statements, we kindly refer to the section on risk and opportunities in the management report 2025, starting on Page 57 of our annual report 2025. Let's turn to Page 3. Let me give you an update on the sale of our stake in bikes. The closing of the sale of the [ Brockhaus ] stake remains subject to the required owner control procedure by Decathlon piles and is expected to take place in the first half of 2026. The German and Austrian and trust authorities have already granted merger control approval the transaction in January and February 2026, respectively. On February 26, 2026, Brockhaus Technologies Extraordinary General Meeting approved the transaction with a clear majority of more than 98% of the votes cast. Based on an illustrative calculation as of September 30, 2025, the pro rata purchase price attributable to Brockhaus Technologies for the shares sold would amount approximately to EUR 240 million after preliminary transaction cost and taxes. The final purchase price will be determined at closing using a customary closing accounts mechanism, taking into account the cash financial liabilities and net working capital of the [indiscernible] Group at that time. The Management Board in close coordination with the Supervisory Board is currently reviewing a combination of measures to return a substantial portion of the expected net proceeds from the sale to shareholders. By definition, this would mean more than 50% of the net proceeds would be distributed to our shareholders. Subject to applicable legal requirements. As all strategic options require careful assessment from both a legal and strategic perspective, we expect to present our initial considerations to our shareholders at our Annual General Meeting on August 19, 2026 at the latest. On the next slide, we provide an overview of the key performance indicators by segment, highlighting what we accomplished in the first quarter of 2026. On the right-hand side, you can see the group KPIs in total. That means including discontinued and continuing operations continued to show resilient growth even in a challenging economic environment. In sum, Brockhaus Technologies generated total revenue of EUR 47.9 million in the first quarter of fiscal year 2026 corresponding to organic growth of 13% to the prior year period. The gross profit margin of 60% was above the comparative period levels of 56%. Adjusted EBITDA amounted to EUR 7.6 million in the reporting period, corresponding to an adjusted EBITDA margin of around 16%. As mentioned before, for comparably purposes, the revenue and adjusted EBITDA figures presented here for the first quarter of fiscal year 2026 are reported on a consolidated basis and include both the group's continuing and discontinuing operations. The continuing operations comprise the Security Technologies segment, which is IHSE and the central functions. Due to the disposal on December 23, 2025, the revenue as well as other income and expenses of the former HR benefit and mobility platform segment by [indiscernible] are presented separately as discontinued operations in Blockhouse Technologies consolidated statement of profit or a loss for the first quarter of fiscal year 2026. Accordingly, they are no longer included in the revenue and earnings figures of the consolidated statement of profit or loss in the Q1 2026 quarterly statement, but presented separately in one line as income from discontinued operations. On the left-hand side, you can see the KPIs for the continuing operations. In the Security Technologies segment IHSE revenue in the reporting period amounted to EUR 5.6 million, down compared to the prior year period. This was primarily due to generally cautious market and environment which compared to Q1 2025 results in significantly reduced investment activity, particularly in the Americas region, driven by the prolonged government shutdown U.S. tariff policy and war in the Middle East. Adjusted EBITDA amounted to EUR 189,000 in the reporting period. Corresponding to an adjusted EBITDA margin of 3% Despite significantly lower revenue and gross profit, EBITDA was only slightly below the prior year period. This was mainly attributed to substantially lower fixed cost in personnel expenses and other operating expenses. In this regard, management had already initiated comprehensive measures to reduce fixed cost in Q3 2025. Moving to further come to the right. Expenses in central functions were in line compared to the first quarter of 2025. In the discontinued operation, the former HR benefit Mobility Platform segment by leasing revenue increased by 18% to EUR 42.3 in Q1 2026. This was primarily driven by improved results from the resale business as previously leased bicycles and e-bikes through the subsidiary bike to future, which was especially established for this purpose as well as the dealer commission introduced in August 2025. These factors also had significantly positive impact on the gross profit margin, which amounted to 58% in Q1 2026. The number of new buyers brokered via the digital biasing platform in the first quarter of 2026 totaled to [indiscernible] largely in line with the prior year period. Adjusted EBITDA of the segment amounted to EUR 8.7 million in the reporting period corresponding to an adjusted EBITDA margin of almost 21%. The main drivers of the higher EBITDA margin were increased revenue and the significantly higher gross margin. Personnel expenses and other operating expense by contrast, increased to a much lesser extent. Turning to the next slide. Let us look at IHSE revenue development by region. As mentioned before, overall IHSE's revenue was below the previous year's level compared to the first quarter of 2025. In EMEA, revenue increased slightly by 4% year-over-year, driven by a growing defense business. APAC also showed growth momentum. In contrast, revenue in Americas declined by 66% year-over-year, primarily due to the prolonged government shutdown U.S. tariff policy in the oil in Middle East. On the next page, I would like to run you briefly through our financial leverage structure. At the end of March, debt from loans amounted to EUR 66 million when extracting cash of EUR 27 million, we are left with net debt from loans of EUR 39 million. Adding EUR 18 million from our financial liabilities and deducting million of net debt from lease refinancing, this brings us to EUR 49 million in total net debt. If you compare that to the adjusted EBITDA for the last 12 months, this corresponds to a leverage ratio below 1, underlying the higher balance sheet quality and resilience of our business. As our limit for this KPS is somewhat 2.5x EBITDA, we consider our current financial position as more than conservative. This concludes the first part of our presentation and I now hand over to Paul, who's in charge of our acquisition team. Paul?

Marco and also hi, everyone, from my side. Let me start with an update on IHSE's cost program. The program was initiated in the third quarter of last year and completed by year-end. As expected, the related one-off costs still weighed on full year figures last year. However, we are now starting to see the first structural savings coming through in Q1 of 2026. As you can see on the right-hand side, personnel expenses were down 16% year-over-year, and other operating expenses declined by 13% year-over-year. So the measures taken in the second half of last year are clearly beginning to show in the cost base now. At the same time, IHSE has further increased its focus on the core product suite and reduced exposure to noncore activities. Overall, this is an important step towards higher efficiency and the goal of bringing IHSE back to past profitability levels. On the next slide, let me now turn the topic to the management transformation at -- the new 2-headed management team is now fully in place, providing continuity for the next phase of the company's development. Frank Breiteneder, who you can see here on the right-hand side, who already joined as Managing Director and CFO in April last year is responsible for, let's say, everything internally. So finance, purchasing, legal and risk management or compliance. And joining on May 1 of this year, Dr. Thomas Nisin, the guy, you can see on the left-hand side has now completed the management team as Managing Director and CEO. Overseas sales, research and development, product management and project management. Thomas Nissen is an experienced manager and expert in industrial automation and network technology. who previously held global roles at [ Belden Inc. ] also a publicly listed company, including VP of R&D as well as VP change management and VP Product Management in their automation solutions department. With this new management team and a strong pipeline of product innovations, IHSE is well positioned for 2026 and beyond in our view. And with that short update, handing back over to Marco for our own outlook.

Thank you, Paul. Flipping over to the last page of today's presentation, our group forecast for the fiscal year 2026 the forecast for the group's continuing operations, IHSE and Holding for fiscal year 2026 remains unchanged. Revenue of EUR 30 million to EUR 32 million and adjusted EBITDA [indiscernible] Due to the science sale agreement regarding the stake in bike leasing, this business is no longer included in the forecast. For the continuing operations, preliminary revenue in Q1 2026 amount to EUR 5.6 million and an adjusted EBITDA of minus EUR 1.1 million. That concludes our presentation, and we are now happy to answer your questions. For that, I would like to hand over to the operator. Thank you.

[Operator Instructions] And we have a first question by Lukas Spang from Tigris Capital GmnH.

Yes. I would like to start with the closing procedure of bike leasing. If we would imagine, for example, the 31st of March would have been the closing date, can you give us an idea what would have been the cash inflow from the transaction just to get a feeling.

I can take the question. And the answer is quite short because we have no updated figure calculated however, systematically, if that's what interests you, what did you is you have a fixed set of items that come is the net debt? So that's, of course, that as a subtraction in cash as an addition, but some other items as well. And then you have a, let's say, net working capital mechanism that looks at the net working capital of the company at the given closing date and normalize it to a normal degree.

Okay. But assuming that now bike leasing since the closing has generated positive earnings, the cash inflow should increase versus the preliminary year.

Yes. Thank you. sorry to say, but we don't imagine anything. We don't make calculations on 31st of March, we made calculations on closing and closing is yet not here. And when closing appears, we will make calculations on that date. Yes, sorry to say, but we don't want to imagine anything and we don't want to think what would happen if we would have closed on 31st of March, yet the deal is not closed.

Yes. But just from a mechanism perspective, if biasing is generating positive earnings, the cash inflow should increase. or the wrong interpretation? Systematically, you are correct. So if there is, let's say, increase in cash, then this, of course, also increases the purchase price to be expected. If it's not at the expense of working capital optimization.

So if you would push down unnaturally working capital. This, of course, is not a way of producing cash flow.

Okay. That helps. And then as you have published and you repeated it today that you want to allocate or distribute the majority of the cash inflow from the bike leasing transaction? Do you also prepare for a sale of IHSE? Or how do you handle IHSE as a as the remaining company in the holding.

We do not comment on that, and we do not have any plans so far. As you can imagine, we would then have to adopt that, and there is no auto [indiscernible] So we have no plans so far.

[Operator Instructions] At the moment, we have no further questions. There are no further questions.

Thank you. As there appear no more further questions, thank you all very much for attending today's earnings call for Brockhaus Technologies. I would like to use this stage in a moment to thank our employees for their outstanding work and performance as well as our shareholders continued trust and support. Goodbye, and have a great day. Thank you.