CodeLab Capital AS (CODE) Q4 FY2025 Earnings Call Transcript & Summary

Good morning, everyone, and welcome to today's Q4 and the second half of 2025 Investor Update from CodeLab Capital. My name is Anton Bondesen, and I'm the CEO. Today, presenters will be me and Christoffer Mathiesen, our CFO. And after the presentation, we'll do a Q&A session. So if you have any questions for the people joining us online, please look at the bottom right, you see 9 dots in that if you push there, you should be able to put in questions and then we'll address them after the presentation. And for the people here in the room, just save your questions until we're done. Yes. Let's go to our first slide and look at CodeLab Capital from the top down. Our primary goal is to create shareholder value. We do that by pursuing opportunistic M&A deals and putting our infrastructure capital to work. We target profitable growth by supporting the right people and companies. Today, we serve more than 2,000 customers across service SaaS and reseller business deliveries. By year-end '25, we had the recurring ARR base of NOK 34 million. Yes. And I'll let Christoffer take a brief overview of the numbers so far, and then I'll get back.

Thank you, Anton. Just on a high level on the revenue side, our reported numbers showed around NOK 9 million of revenue in the fourth quarter. So the numbers you see basically includes 6 months of Kuba and 2 months of Cloudya unaudited. More importantly, more like-for-like is the pro forma revenues in the middle of this slide, showing good growth from NOK 0.8 million to NOK 9 million, meaning over 200% organic growth in the period. So what do we mean by pro forma. Pro forma is as if we had owned Kuba and Cloudya also in the fourth quarter '24 and the quarters in between. We are quite optimistic about the future, especially looking at our recurring revenue base going into 2026, where as Anton said, we have NOK 34 million in the fourth quarter. We had sold not invoiced, meaning contracted recurring revenue of over NOK 20 million in addition, meaning that we're entering 2026 with NOK 54 million in visibility on revenue. I'll revert back to more numbers later, but Anton can elaborate a bit more about the story and where we come from.

Thank you, Christoffer. So this is our current legal structure, at the top, that's why we're here today. We have CodeLab Capital, a listed investment company on Euronext growth. I'll present the team on the next slide, consists of 4 people. And we have 3 subsidiaries, Kuba Norge, which we own 100%; Uniscale, which some of you might know from before. And then we have a 50-some percent ownership of Cloudya. Both Kuba and Cloudya, we acquired last year. Yes. Let's look at the CodeLab Capital team. So leading CodeLab Capital, I'm the CEO, and nice to meet you all. I'm glad to see so many people actually have joined both online and here in this meeting room. Besides next to me, I have Christoffer Mathiesen, our CFO. He brings in super important commercial background and some valuable insights into how to structure the deals, making sure that we actually can execute on our strategy. So I'm very happy to work alongside Christoffer and been doing so for almost a year. And of course, Lasse Brenden, our Head of Business Development. I've been working alongside Lasse for more than 10 years. I feel super privileged that he's chosen to join this CodeLab adventure and try to create some value once more. He's the Head of Business Development, and he's a big part of our infrastructure capital. And last but not least, we have Tetyana Breivik, Head of Accounting. It's been a part of the journey we've been on in 2025. I'll get back to that on the next slide. Tetyana is a very important brick in our infrastructure capital, making sure that we have accounting competencies in-house and that we can support both CodeLab Capital and our portfolio companies. So if you look at the right side, it's what our infrastructure capital basically consists of. And it's a very important aspect for us. It's how we can help the companies we work with. And when we identify and have discussions with targets, we can put our capabilities into play. Me myself, I tend to focus a lot on sales and marketing. Of course, Christoffer on the whole finance side and business modeling. And now with Tetyana and Lasse in place as well. we offer a full set of competencies that we can really put into play. And I'll get back to how we do that with both Kuba and Cloudya later on. So I think we will go to 2025 headlines. So yes, '25, a transformative year for CodeLab. We had -- we started out with basically a stabilization and a great reset. We had some cleaning up to do. We got a new majority owner, lots of practicalities in that. After -- immediately thereafter, we managed to secure a deal with Kuba, did a capital raise, making sure that we could deliver on what we -- the opportunities we've identified. Not long thereafter, we acquired a majority stake in Cloudya. We've been strengthening the team and building an M&A pipeline going ahead. So at this point, right, where we are now, we're ready to like really tap into the value creation part. And today marks the first day where we do quarterly update and at least inviting people in with me as the CEO. And we will -- we mentioned it late last year that we would start to pick up quarterly presentation and invest a little more into the Investor Relations side of things. And today, it basically marks that. So we will revert back to quarterly presentations. And yes, so welcome. I really look forward to take on 2026. So let's look at Kuba. Kuba located in Tonsberg delivers occupational health services and software. It's a really great combination of both a software and a service. And the service side of the delivery is required by law for many of the SMBs in Norway, and it's a very good opener to get a chance to present the software solutions as well. By year-end, it had an ARR base of NOK 13 million. The business model, it's B2B. We really like that. And it's 12 months contracts by default. We have some longer, some shorter. And we see a great potential in upselling add-ons. And we have strengthened the commercial team a lot, and I'll show you the numbers later or Christoffer will. And yes, the company is being led by Lars Olborg, the original founder. I think Lars' story goes back 20 years, when it's in its current setup, it's been, since 2011. Lars was offered a position and he also became a big shareholder in CodeLab. And I'm really pleased to have Lars on board still and the whole Kuba team, which is starting to grow and delivering on the business plans we set up. So super, super cool and very glad to have Kuba as our first platform investment where it's possible to do add-ons later on. Yes. And let's look a bit on Cloudya as well. Cloudya, they sit right next to us here in our offices in [ Asker ] in Oslo. They are a certified partner and reseller of Amazon Web Services. By year-end 2025, they had an ARR base of NOK 21 million. The company is being led by Georg Hofsnes, who is also the founder and he found the company in 2024. He brings in -- he's a super experienced sales executive and the results he's been able to deliver since inception is astonishing. I'm super amazed by what he's managed to do being a one-man show basically up until we entered as a majority shareholder. So let's just look at what we look for and how we add value for Kuba and Cloudya and potential new targets. Yes, of course. For us, it's super important to identify the value creation potential. We would like to put our infrastructure capital into play alongside capital if needed. We're really into growth equity. We want to fuel businesses. And our aim is to remove bottlenecks and making sure that the companies we work with really can fulfill their commercial potential. So if we just look briefly on Kuba. So in essence, the only thing Kuba needed was new impulses and a clear direction. The core team is still the same. And we've shifted the focus into investing more in the commercial side of things. And I really look forward to show you the results on that already, and we have very nice partners working alongside Kuba. And for us, it's like we are building a very strong distribution team of the different companies we work with. So yes. And Cloudya, up until we arrived, Georg was basically a one-man shop. We've been assisting with a strategic and operational support in making sure that he can actually scale and handle the growth that's ahead of him because it's quite big numbers already. And we've assisted in setting up the structure, helping Georg lessen the administrative burden, which he will face and he is facing right now, and that's where we come into play. I think that -- was it for me right now, Christoffer. I'll let Christoffer dive into the numbers. And yes, good to see you all.

Thank you, Anton. And before we go into numbers, just to elaborate a bit about the M&A pipeline we're seeing. What's interesting is that the infrastructure capital approach that we have apparently is something that several of the candidates that we talk to find really interesting. So since we set out basically this summer doing M&A and building the pipeline, we've had discussions with around a couple of handful of companies potentially as acquisition candidates, some more relevant than others. But nevertheless, a combined revenue of around NOK 100 million on those discussions. Right now, we are working really hard on 2 opportunities, one being an add-on to one of our portfolio companies, where we basically buy a company that is larger in terms of revenue than what we already have with very interesting and potentially significant revenue synergies. The other route we're following is a new platform investment into a vertical that we know quite well and that we're eager to get exposure to. They have already secured an add-on on their side, which reduced time to market for their international journey, which they are planning on entering into right now. From a risk perspective, both of these companies already has positive margins. So it's all about closing the deals and if we want to grow that even further, put into growth equity as said. So I'll revert back to what this means totally for the group. But if you look at numbers first, the pro forma revenue and cash EBITDA development over the last quarters is shown on this slide. We have gone from NOK 2.8 million to NOK 9 million and the cash EBITDA for fourth quarter ended at minus NOK 2.3 million. That includes, obviously, all the companies in the structure, including CodeLab, which is a cost center for now. And cash EBITDA for us means basically EBITDA where we add back the cost that has been capitalized on the balance sheet. So we treat that as ordinary OpEx. That's closer to cash flow than what the accounting rules would imply. Out of those numbers, around NOK 1 million have been removed, which is one-off costs related to the M&A activities that we have done in the second half. And even more interestingly, out of those NOK 2.3 million, NOK 1.3 million is what we would consider investment in growth, in sales and marketing. So the underlying profitability, if you want to reduce the growth targets that we have is better than what the numbers is showing on this slide. If we deep dive a bit more into the revenues, as alluded to, we have a high share of recurring revenues for fourth quarter. It was 94%, even higher in the third quarter. More interestingly is what we see per company level. We can see that Kuba in 1 year has grown their recurring revenue base with 45%. And we still are doing a lot on the sales side and growth side, both on churn, but also adding additional new sales to that company. And Cloudya basically being started in fourth quarter '24 has been able with one man to generate NOK 5 million in recurring revenue in the fourth quarter. And bear in mind, we just recently added a dedicated seller in that team in December, which should cater for even further and potentially also higher growth into 2026. If we look at the cost side, it's a bit more of a mixed picture. We have taken some investments in CodeLab in order to be able to deliver high quality and good infrastructure capital. That team is now set and that cost base is ready to scale on. And we have increased our efforts into sales and marketing quite significantly. So if you look at the total costs in here, that's a combination of the OpEx we have and the personnel expenses. So it's the combined costs. It has gone from around 180% a year ago to 70% in the fourth quarter and ended at NOK 6.3 million in the last quarter. If we just look at exactly the same numbers and focus more on the operational companies where we take out CodeLab because all the operational companies carry their own costs in terms of sales and marketing, for instance. The OpEx to sales is much more attractive, where it's gone from 155% to less than 50%. And if you exclude the investments in growth, it's 1/3. And bear in mind that we have increased the relative share of sales and marketing in this from less than 20% to over 30% in the same period. So we have 2 operational companies basically yielding our revenues today. That's Kuba and Cloudya. So if you look at Kuba more closely, basically, we acquired it on the back of it being a great company, a great product, a great organization, they only needed some help with sales. So obviously, the new sales numbers are probably the first and most important KPIs that we have started to look at. And bear in mind that we closed this transaction in July into the summer holidays. So August was basically the first month that we were able to start testing and implementing some of our ideas. What's really good to see is that the first real full quarter under our ownership and also thanks to the team, of course, but it's basically a doubling of the new sales speed from the similar period in 2024. Furthermore, just to elaborate a bit on the unit economics. Since we are so focused on growth, we are willing to have a negative margin on new sales the first year. We are investing in marketing, and we are also giving out quite handsome provisions to our sellers. But that means also from year 2, 3 and onwards, we will get the super profit from each of those sales. So we're very optimistic about profit expansion going forward. We can also see signs of that already. If you look at the cash EBITDA year-over-year, you see an improvement of NOK 1.6 million. And if you add back sales and marketing just for the last quarter we had, you can see that Kuba is almost generating NOK 1 million in underlying cash EBITDA. Cloudya is a bit of the same story. It's about growth and margin expansion, obviously. But it's -- Cloudya is a reseller with quite small margins. It's more of a gross margin/gross profit play. But it's starting on the revenue side, entering the year with NOK 40 million in secured recurring -- annual recurring revenue, and they're working on a very big pipeline. So if you just add in 10% of the weight of that pipeline, you're talking about NOK 56 million in recurring revenues, which at the current consumption margin that Cloudya has covers all their costs. So basically, Cloudya is a self-funded business. And that is before we take into account any growth in 2026, which we have now doubled the resources on. Even more importantly, on the gross margin side, I think Amazon themselves has realized that they have been a bit late to the partner-driven program, and they have come to the conclusion that they need to give better terms to partners like Cloudya in order to get the volume and the growth they need because they're years behind Microsoft on that market approach. That combined with what Cloudya is doing on the competencies themselves, which also potentially triggers increased margins, we have a very tangible visibility that the margins will increase substantially within just a few months. And Cloudya is also receiving revenue shares from projects they do with consulting houses and also incentives from Amazon with 100% margin. So based on that NOK 56 million in ARR, we see visibility on an annual gross profit of NOK 5 million. And that is before, again, growth in 2026. Before I round it up, just a few comments on our balance sheet. Ended the year with NOK 57 million in total assets, of which NOK 40 million in cash and an equity position of NOK 28 million. We also have close to NOK 11 million in deferred contingent payments basically related to the earnouts and sellers' credits that we've entered into in connection with the M&A. But part of that could be settled with shares. And I say that because we're very focused on trying to structure deals with as less amount of cash as possible. And we are, right now, a bit risk averse when it comes to leverage. We would like to avoid debt in our group companies before they have proven good cash flow generation over time. But obviously, if we do more M&A, it could be that the capital markets could come in play at some point in order to raise the capital needed to fund those transactions. So what can you expect going forward? We hopefully can announce a couple of deals very shortly, but expect 2 to 5 per year, majority of which will be add-ons. We're working in fragmented markets and see great opportunities there. And we still love the combination of technology and service, which reduces the risk of any AI threat, et cetera. Organically, we're targeting double-digit recurring revenue growth and positive operational cash flow in all our group companies in the short to medium term. Today, on the current business plans, we have enough liquidity to realize our plans for over 12 months, including investing heavily in growth. And as you said, Anton, just to pick one, I think this date marks a new start for how we communicate with the market. So we will have quarterly presentations, and we will also announce major agreements that our group companies do. So just to sum it up, we are trying to combine operational improvements with accretive M&A and as such, increase both growth and margins, which again will reduce the required liquidity going forward. And the final slide for me, just to say why we are so positive ourselves on the future. With the revenue we already have going out of the fourth quarter, the revenue we have contracted already and the opportunities we're working with and just assuming that we can achieve the same growth in '26 as in '25, which I think could be conservative given that we have increased sales resources both in Kuba and Cloudya rather significantly. That combined with the acquisitions we're looking at, this company should be able to generate well above NOK 100 million in revenue a year from now, of which most will be recurring with substantially better margins that we see today. Anton?

Yes. Final slide for me as well. Why invest in CodeLab Capital. It's super early days in the value creation process. It's only just the beginning. Today marks a new day, and we're very proud of what we've been able to do for the last 12 months. I think Christoffer mentioned most of this. We have demonstrated that we can do successful M&A deals. We have a very valuable M&A pipeline. You see the potential effects of that pipeline in the earlier slides. I think that's very important to me is align incentives. That's both in CodeLab Capital, in the subsidiaries and making sure that we have a high management ownership and a hands-on execution focus. Of course, we operate with focus on cost control, even this investor update, we're doing on Google Meet and doing it ourselves. That's where we are right now. But over time, we will, of course, invest even more into this because it's important, we are a listed company and our share represents a way of settling deals. And I really look forward to the next presentation, the 27th of May. And just I think one of the hidden gems in the whole CodeLab structure being listed is that we have a set of investors currently -- the current investors and potential investors. And it brings in some great network effects supporting our portfolio companies. And I really do urge everyone to send leads our direction, potential deals, et cetera, et cetera, because this is only just the beginning, and I really look forward to continue together with all of you. So yes, I think I will conclude with that and open up for questions, both here and online.

Any questions in the chat. And I know it can be a bit difficult to find the Q&A button, but bottom down right, you should be able to put in questions if you have any.

We're also fine with you speaking out if you want that.

Yes, please do. But If there's no questions, Christoffer, I think we can conclude. That was today's presentation. And thank you all for listening in. See you all in May, hopefully, bring in friends and family for the next meeting as well.

Thank you.

Thank you.

Bye.

Have a good day.