LINK Mobility Group Holding ASA (LINK) Earnings Call Transcript & Summary

Hi, and welcome to LINK Mobility's Third Quarter Presentation. With me today presenting, I have CEO, Thomas Berge; and CFO, Morten Edvardsen. You can ask questions online during the presentation. With that, I leave the word to our CEO, Thomas Berge.

Thank you for the introduction, Kristian, and good morning to everybody listening in. LINK is Europe's leading provider of digital messaging. That's a position we have established over time through a combination of strong organic growth and a proven track record of successful acquisitions. Today, we are the #1 player in Europe within application to person or A2P messaging. This means we enable businesses to communicate directly and securely with their customers through channels such as SMS, e-mail, voice, RCS and WhatsApp. Our award-winning RCS solution position LINK at the forefront of next-generation messaging, offering enterprises richer and more interactive ways to engage with end users. We approach the enterprise market through a strategy of local touch points with our clients. We have numerous sales reps, customer service and customer success employees on the ground, winning new contracts and supporting existing clients in the local language and local culture. This setup is creating a larger reach than many of our competitors who have a more regional or centralized approach to the market. We serve approximately 60,000 customers on a recurring basis who send 23 billion messages per year, adding another 20 billion messages when including SMSPortal. LINK now employs 700 people across more than 30 offices with operations spanning over 18 European markets as well as South Africa and Latin America. Operations in Latin America is so far limited and a consequence of the acquisition of NRS in 2024. Since 2014, we have completed over 35 acquisitions, which have been a key driver in building both our scale and our tech platform. At the center of the slide, you can see our product portfolio, a broad modular offering that allows customers to manage and automate communication across multiple channels. The MyLink suite includes tools for marketing, marketing automation, CDP engagement, payments and APIs, essentially covering the full life cycle of digital customer interaction. Finally, on the right-hand side, we highlight LINK's footprint, which demonstrates how the company has established strong local positions across Europe and in selected international markets. This broad platform now provides a solid foundation for continued growth, both organically and through future strategic acquisitions. LINK delivered steady and robust growth with expanding margins and strong cash generation in the quarter. We're also announcing the introduction of our shareholder return policy, an important milestone for the company. While accretive M&A will remain first priority, our financial position and cash generation are strong enough to support both continued M&A activity and shareholder distributions. For 2025, we target an ordinary distribution of approximately NOK 300 million, equivalent to around NOK 1 per share to be executed through a combination of treasury share cancellations, share buybacks and subsequent deletions. Over time, we expect shareholder distribution to increase as the business grows organically. In a year with high M&A activity, creating long-term value, the level of dividends or buybacks may be adjusted accordingly. LINK delivered another good quarter with both growth and margin expansion. On a pro forma basis, including SMSPortal, gross profit increased 6% year-on-year, in line with expectations. The gross margin expanded by 2.3 percentage points to 24.3%. This is driven by a favorable product and traffic mix and continued traction on higher-value/margin solutions. Like the previous quarter, gross profit growth was tempered by a few larger enterprise clients that are still moderating their communication spend, negatively impacting the growth momentum with 2 to 3 percentage points. This headwind is expected to continue to impact the rest of 2025. The effect will diminish as we hit 2026. However, the underlying trend remains solid with high contract wins and strong traction on higher-margin conversational solutions. Pro forma adjusted EBITDA increased 9% year-on-year to NOK 268 million, a margin of 13.5%, up 1.7 percentage points from same period last year. This highlights the scalability of our business model. Reported EBITDA came in at NOK 171 million, impacted by nonrecurring costs, mainly related to M&A activity. From a revenue quality perspective, we continue to see favorable shift with high-margin conversational OTT solutions outpacing traditional messaging. As illustrated on the bottom right charts, RCS traffic grew by 134%, while WhatsApp volumes increased by 368% year-on-year. Commercially, this was our strongest third quarter to date in terms of new customer wins with EUR 43 million in new contracts signed despite the typical softer seasonality of the period. This represents a 53% increase year-over-year. This demonstrates both solid underlying market demand and the continued effectiveness of our localized go-to-market approach. Finally, on M&A, activity is accelerating with a pipeline stronger than ever, representing more than EUR 50 million in cash EBITDA opportunities within our historical valuation range of 6x to 9x cash EBITDA. We are also seeing a higher number of larger level-up opportunities that could further strengthen our geographical presence in the pipeline. The SMSPortal acquisition remains on track to close by the end of November, which will solidify the company's cash generation substantially and unlock further growth opportunities. Starting at the top with pro forma gross profit development, we saw a 6% increase year-over-year in stable currency. The organic footprint reported 5% gross profit growth, driven by the enterprise segment. A handful of enterprise clients continue to lower their communication spend compared to last year, which is impacting year-on-year growth momentum by around 2 to 3 percentage points negatively. This is in line with the effect we saw last quarter. We expect this effect to diminish towards the end of the year. Growth was also supported by higher-margin conversational contracts, which continue to drive both gross profit expansion and margin improvements. The growth momentum for SMSPortal is reported at high single digits, which is in line with expectations. Turning to adjusted EBITDA. We delivered 9% organic growth in stable currency, outpacing gross profit growth, underscoring the scalability of our business model. The strong gross profit performance translates efficiently into EBITDA, supported by limited OpEx growth of around 2% year-on-year. When including SMSPortal, pro forma adjusted EBITDA growth was also 9%. LINK closed NOK 43 million in new customer contracts, representing a 53% year-on-year increase, and this was actually our strongest third quarter to date in terms of new contract wins. The growth was largely driven by strong SMS A2P performance, particularly within the banking sector and software platforms. At the same time, new CPaaS contracts grew 23% year-on-year, supported by the continued adoption of OTT-based solutions such as WhatsApp and RCS. In the bottom chart, you can see that OTT solutions represents the majority of CPaaS contracts closed with OTT contract wins up NOK 2 million or 33% year-on-year. Key growth areas include supermarkets, retail and e-commerce, where we've seen increased demand for rich interactive communication. Overall, approximately 30% of total contract value this quarter came from new customers, demonstrating LINK's ability to both expand its client base and strengthen relationships with existing customers. There are 2 key drivers supporting LINK's organic growth potential over time. The first driver shown on the left-hand side is the increasing adoption of A2P messaging across Europe. Adoption has risen across all regions where LINK operates with particularly strong momentum in Central and Western Europe. While the Nordic market remains among the most mature globally, we continue to see adoption growth even in this region, albeit at a lower level. There remains significant room for further expansion across the rest of Europe, providing a solid foundation for sustained long-term growth. The second driver illustrated on the right-hand side relates to the new and more advanced CPaaS solutions. We are seeing growing traction for richer channels such as RCS and WhatsApp enabling conversational solutions, which offer higher ROIs for clients, more efficient customer interactions and greater engagement, particularly in sectors like banking, logistics, retail and e-commerce. Together, these 2 trends, higher adoption rates and the ongoing shift towards advanced conversational solutions are the key enablers of LINK's organic growth going forward. Next, we'll take a closer look at the 2 examples, illustrating the right-hand driver on the organic growth, the shift towards conversational messaging use cases on RCS and WhatsApp and how these solutions are being implemented across specific industries. We'll start with an example on how LINK's digital assistant on WhatsApp is being used within the logistics sector. The transportation and logistics industry accounts for roughly 10% of LINK's gross profit, and it's an area where our solutions are helping clients automate customer communication and drive efficiency. Using LINK's Digital Assistant on WhatsApp, customer can easily track packages, get delivery updates or request quotes all directly through the chat. This helps our clients provide an instant and personalized support while reducing the workload on their customer service teams. As a result, companies that use these solutions are experiencing around 30% fewer inbound calls, which leads to lower operational costs and improved customer satisfaction. This is a great example on how LINK's conversational messaging solutions create tangible value for our clients by combining automation, scalability and improved customer experience. Next is an example from the banking and insurance sector, which accounts for roughly 1/4 of LINK's gross profit. This use case illustrates how RCS messaging is being used to combat fraud and suspicious transactions. Let me briefly explain how this works. When a bank identifies a potential suspicious transaction, such as a money transfer or online payment, that transaction is automatically put on hold. The customer then receives an RCS message with transaction details, asking them to confirm whether it was them or not. The customer simply replies, yes, it was me or no, it wasn't. And the response is integrated directly into the bank's IT system for instant processing. The benefit of this use case are clear. The solution is secure as RCS agents must be approved by mobile operators and Google before going live. It delivers a faster response time from customers, a better user experience than SMS and allows richer communication with more room for content and branding. Feedback from both banks and end users have been highly positive and adoption of this anti-fraud use case continues to grow. As shown in the box at the bottom, profitability on this use case is significantly higher than for regular SMS with gross profit 4x higher when there's no customer reply and up to 8x higher when the customer responds. The next 3 slides will focus on capital allocation. Following the acquisition of SMSPortal, LINK has a strong financial position, supported by solid growth and high cash flow generation. This enables us to initiate shareholder distributions while continuing to pursue accretive M&A opportunities and deliver organic growth. From a capital allocation perspective, our objective is to strike the right balance between pursuing growth opportunities and providing shareholder distributions, all within a framework of financial discipline and a resilient balance sheet. Our strong growth and robust cash flow generation is giving us the flexibility and capacity to achieve this. As shown in the table on the bottom left, our normalized pro forma cash generation for the last 12 months before M&A-related costs amounts to over NOK 600 million. The high cash flow position provides us with the capacity to fund both accretive M&A and shareholder distribution going forward. Let's turn to the graph on the bottom right to help illustrate this. M&A activity will vary in both size and timing. But in what we consider a normal year, we will typically acquire around NOK 100 million in cash EBITDA at an average historical multiple of approximately 6.5x. This implies a total acquisition cost of roughly NOK 650 million. To fund such transactions while maintaining a stable leverage ratio, there are 3 key factors that provide recurring funding for us. First, when we acquire NOK 100 million in cash EBITDA, the acquired earnings directly increase our debt capacity by around NOK 200 million, assuming a leverage ratio of 2.0x. Second, our organic growth also contributes to expanding debt capacity. Assuming 10% organic EBITDA growth adds NOK 220 million in debt capacity without increasing the leverage. We have the ability to finance about NOK 420 million through debt while keeping our leverage ratio unchanged compared to our annual cash flow generation of more than NOK 600 million. Thirdly, LINK intends to fund a portion of future transaction using LINK shares. It is natural to assume that around 1/3 of the acquisition price will be settled in shares. In such cases, the cash funding requirements to maintain a stable leverage ratio in years with normal M&A activity becomes minimal with these assumptions only NOK 13 million. This means that following the acquisition of SMSPortal, LINK is in a position to fund CapEx to support organic growth, pursue M&A and provide attractive shareholder distribution, all without increasing our leverage ratio. We find this to be quite unique shareholder offering, combining shareholder distributions with compounding growth from organic and inorganic initiatives. Let's move over to the new shareholder return policy where we introduced a target shareholder distribution for 2025. Our overall ambition is to deliver long-term value to shareholders by providing a competitive return on invested capital. For 2025, we are targeting an ordinary shareholder distribution of approximately NOK 300 million, equivalent to around NOK 1 per share. Over time, we expect these ordinary distributions to grow in nominal terms, subject to the level of M&A activity. These distributions can be carried out either as dividends or through share buybacks, followed by share cancellations, depending on the Board's assessment of the most value-accretive option for shareholders at any given time. At the same time, accretive M&A transactions that generate high long-term value will continue to be prioritized. As M&A activity naturally varies from year-to-year, periods of higher acquisition activity may lead to temporarily lower levels of ordinary dividends or buyback. The same applies for periods of lower M&A activity. Dividends and buybacks may increase. Finally, LINK remains committed to a financial discipline with a target leverage ceiling of 2.0x to 2.5x. This policy reflects an approach where we remain focused on creating long-term value through both organic and inorganic growth, while recognizing that in years with normal levels of M&A activity, there will be excess free cash flow available, which we intend to return to the shareholders, both to deliver attractive shareholder return and to maintain capital discipline. As communicated earlier, LINK targets an ordinary distribution of approximately NOK 300 million, equivalent to around NOK 1 per share for the fiscal year 2025. For this distribution, we tend to cancel treasury shares and may also execute additional share buybacks with subsequent cancellations. This approach has been selected due to its lower liquidity requirements, allowing LINK to maintain financial flexibility heading into 2026 and positioning the company to capitalize on a strong and attractive M&A pipeline. LINK has a strong M&A pipeline. Activity has accelerated after the summer. As shown on this slide, market activity and engagement levels are high, and we're currently seeing larger and more structured M&A opportunities than usual. We have 10 prioritized targets in the pipeline, including several larger transactions. Naturally, larger transactions come with a higher degree of uncertainty around timing and completion. I would not expect all of the larger transactions to close as complexity, valuation and risk profile is more likely to appear as a no-go compared to bolt-on acquisitions. Out of the 10 prioritized targets, 6 are already in due diligence. And again, some are larger than what we typically have seen in the past. Larger deals in due diligence also have a higher uncertainty around timing and completion, but they also carry greater potential for value creation. Importantly, the quality and maturity of the pipeline have improved significantly, giving us strong confidence in our ability to execute value-accretive transactions going forward. In total, the 10 prioritized targets represent more than EUR 50 million in cash EBITDA, reflecting a very strong and actionable pipeline. The valuation is within the range of 6x to 9x cash EBITDA. Looking ahead, the next 3 to 6 months, our immediate focus is closing and integrating the SMSPortal acquisition, which is expected to be completed by the end of November. Following closing, we will concentrate on extracting synergies and unlocking more growth opportunities within SMSPortal. At the same time, we are progressing several bolt-on acquisitions currently in due diligence across Europe, while also positioning LINK in processes for larger and more transformative targets. To sum up, LINK's inorganic growth strategy remains disciplined, yet highly opportunity driven. We continue to operate within our defined leverage range of 2.0x to 2.5x adjusted EBITDA, supported by a proven M&A framework and a solid track record of successfully integrating acquired companies. The M&A pipeline has never been stronger. And with our financial flexibility, we are well positioned to act decisively when the right opportunity arises. LINK's key medium-term objectives are built around 3 pillars: growth, profitability and capital allocation. Starting with growth. LINK targets high single-digit gross profit growth over the medium term. This growth is driven by increasing mobile messaging adoption across geographies, continued expansion in high-margin conversational and OTT messaging solutions and our localized go-to-market approach. We expect adjusted EBITDA growth to outpace gross profit growth, reflecting the scalability of our business model and margin improvements because of product mix and operational leverage. Regarding capital allocation, accretive M&A remains our first priority. High cash generation enables both M&A and shareholder distribution, and we expect shareholder distributions to increase over time as organic growth further increases cash generation. We will remain strongly committed to maintaining financial discipline, targeting a max leverage range of 2.0x to 2.5x adjusted EBITDA. Altogether, these key medium-term targets positions LINK to deliver sustained value creation, combining profitable organic growth with accretive M&A and attractive shareholder return. With that, I will hand the word over to Morten to provide a closer look at the financials.

Thank you, Thomas, and good morning to everyone listening in. I'll now take you through the third quarter financials for the group. Let's start with the overview of revenue development. Reported revenue for the quarter came in at almost NOK 1.7 billion, a reported growth of 2% year-on-year, impacted by contributions from recent acquisitions. Organically, revenue declined by 7%, which was primarily driven by the Global Messaging segment. Approximately 6 percentage points of the organic decline were attributable to the Global Messaging segment. This reflects a combination of the residual impact from the traffic we deliberately terminated in the third quarter last year as well as somewhat more competitive environment on low-value, high-volume use cases. These dynamics are fully in line with our expectations and also reflect the continued strategic shift in our business towards higher-margin traffic. LINK remains well positioned to capture new volumes going forward based on access to high-quality routes preferred by clients. In the enterprise segment, revenue remained fairly stable, and we continue to observe a favorable traffic and product mix shift. As Thomas mentioned, we continue to experience a temporary impact from a handful of large enterprise clients, which are optimizing their communication spend. While this moderated the overall growth momentum in the quarter, we expect the effect to diminish by end of the year. The quality of revenue continues to improve, supported by OTT contract implementation and an increasing share of higher-value channels. Looking at the bridge in the lower left, we can see that there are 2 main drivers that explain the revenue development this quarter. A year-on-year decline of NOK 102 million in the Global Messaging segment and a positive M&A contribution of NOK 132 million. This resulted in an overall reported revenue growth of 2%. The acquired contribution reflects recently closed acquisitions in Spain and in the U.K. Moving on to churn and net retention. Starting with churn, we saw quarter-over-quarter improvements across both the Enterprise and Global Messaging segments. and churn levels remains at a low level with churn rates of 1.5% and 1%, respectively. The adoption of new CPaaS solutions are expected to further strengthen customer stickiness through deeper integrations and higher switching costs. Looking at the chart below, reported net retention rate was 89% in the quarter, up from 84% in the previous quarter. The impact from terminated traffic since third quarter last year was lower in the quarter as the effect is starting to roll off. The somewhat more competitive environment among aggregators impact net retention, but the request for high-quality routes is expected to benefit LINK going forward. The impact from the enterprise clients adjusting their communication spend is expected to fade and supports an improved net retention rate into 2026. Looking ahead, our medium-term gross profit growth target of high single-digit growth implies a normalized net retention rate of approximately 105%, supported by the expectation that around 2/3 of new revenue will be generated from our existing customer base. Then to the next slide on development in gross profit and gross margin. Reported gross profit increased by 12% in the quarter, reaching NOK 401 million. Organic constant currency growth in gross profit was 5%, while closed and consolidated acquisitions contributed with an additional NOK 25 million in the quarter. Enterprise gross profit growth improved by 2 percentage points quarter-over-quarter, reaching 5%, supported by more favorable traffic mix and continued margin improvement. As previously highlighted, a few large clients have temporarily reduced noncritical communication spend, impacting overall group growth by around 2 to 3 percentage points. This effect, which was also present in the second quarter, is expected to diminish by the end of the year. Global Messaging delivered 9% gross profit growth or NOK 3 million, supported by higher value traffic, while conversational OTT solutions continue to contribute to both margin expansion and growth. Looking at the gross margin, total group margin expanded by 2.7 percentage points year-over-year, driven by traffic and product mix improvements. Enterprise gross margin contributed 1.3 percentage points to the overall margin expansion, supported by a shift toward higher value traffic and products. OTT channels continue to support margin expansion with 0.3 percentage points year-over-year, somewhat higher than the previous quarters. Global Messaging contributed positively, improving total margin by 1.4 percentage points from an improved traffic mix. The margin expansion was partly offset by a slight negative mix effect from closed and consolidated acquisitions. In summary, we delivered solid gross profit growth with continued margin expansion, supported by an improved traffic mix and the phasing in of OTT channel contracts. Moving on to the adjusted EBITDA. We report 17% year-over-year growth, driven by both acquisitions and solid organic performance. On a constant currency basis, organic adjusted EBITDA increased by NOK 14 million, corresponding to 9% growth. Reported adjusted EBITDA reached NOK 195 million in the quarter. The organic improvement was driven by NOK 18 million gross profit growth, partly offset by a 2% or NOK 4 million increase in operating expenses, resulting in a net organic increase of NOK 14 million. Closed and consolidated acquisitions contributed an additional NOK 14 million. Turning to the margin chart at the bottom of the slide. Margin expanded 1.5 percentage points year-over-year to 11.5%. The improvement was supported by gross margin expansion, partly offset by higher OpEx to sales following organic top line decline. Acquired entities had a modest dilutive impact of 0.2 percentage points to the margin. In summary, Q3 was another solid quarter with both organic and acquisition-driven EBITDA growth, supported by a modest increase in OpEx as a result of the scalable business model. Let's now turn to the statement of profit and loss. And as always, I will only comment on material items below adjusted EBITDA. We recorded nonrecurring items of NOK 24 million in the quarter, mainly related to M&A activity. This includes NOK 14 million in direct M&A costs, NOK 7 million in restructuring costs also linked mainly to acquired entities and NOK 3 million in ordinary option costs. Depreciation and amortization amounted to NOK 95 million in the quarter. This includes NOK 27 million related to amortization of intangible assets from R&D activities, NOK 63 million from PPA amortization on acquired entities and NOK 5 million from depreciation of leased and fixed assets. Important to note that there is no or very limited replacement CapEx expected for the PPA-related amortization and the NOK 63 million are not impacting the group's dividend capacity according to the bond terms. On a year-to-date basis, the PPA amortization was NOK 185 million. Net financials were negative NOK 38 million. This includes a net currency loss of NOK 21 million, primarily related to euro exposure and NOK 22 million in net interest expense. These were partly offset by a NOK 6 million positive fair value adjustment related to the earn-out of the FireText acquisition. Then to the balance sheet, which remains solid and provides ample capacity for continued inorganic growth. At quarter end, total assets amounted to NOK 9.8 billion and equity stood at NOK 5.5 billion, representing an equity ratio of a solid 56%. Noncurrent assets were lower year-over-year, mainly reflecting currency effects and the termination of LINK 01 bonds. We invested in our own bonds totaling NOK 877 million, which were canceled in the fourth quarter last year. This was partly offset by NOK 389 million related to M&A add-on as well as currency adjustments. Development in receivables were positively impacted by the settlement of the U.S. divestment receivables and part of the sellers credit totaling NOK 218 million in year-over-year effect. We also saw an underlying improvement in DSO, which contributed to a year-on-year reduction in trade receivables. Cash and cash equivalents ended at NOK 1.9 billion. The year-over-year decrease mainly reflects debt repayment, M&A activity and share buyback program. The initial cash consideration for the SMSPortal acquisition will be financed with approximately NOK 1 billion in cash from the balance sheet. Long-term borrowings totaled NOK 2.6 billion, reflecting 2 outstanding bonds amounting to EUR 225 million in total with an average rate of 3-month EURIBOR plus 2.53% margin. We also have an undrawn working capital facility of EUR 65 million, which remains available for M&A. Net interest-bearing debt was supported at NOK 809 million, corresponding to a leverage ratio of 1x adjusted EBITDA and down quarter-over-quarter. This highlights the strength of our balance sheet and provides flexibility to pursue further growth opportunities. Finally, to my last slide on key cash flow items. For the last 12 months, we have generated NOK 400 million in cash flow after CapEx and interest, excluding M&A-related costs. Cash flow from operations was strong in the quarter, corresponding to 101% of adjusted EBITDA or NOK 196 million. The solid performance was positively impacted by working capital release from improved collections. On an LTM basis, net cash flow from operations, excluding M&A costs amounted to NOK 750 million, representing a healthy conversion rate of 92% from adjusted EBITDA. The nonrecurring items primarily relate to M&A transaction costs. CapEx in the quarter increased NOK 5 million year-over-year, mainly reflecting inflation effects and fast track development following increased market demands for our CPaaS solutions. For the full year 2025, we expect CapEx to be around NOK 190 million. Following the EUR 145 million debt reduction earlier this year, the reported bond interest payments in the quarter reflect a lower run rate associated with the new LINK02 and LINK03 bonds. The current level of interest payments can therefore be considered representative for the coming quarters. In summary, cash generation remains strong with healthy conversion from adjusted EBITDA and supports both continued M&A activity and shareholder distributions going forward. That concludes the financial section and the Q3 presentation, handing the word over to Kristian and Q&A.

[Operator Instructions] We will start with some questions from [indiscernible] from Cantor Fitzgerald. Please, could you explain the thinking behind the share buyback and the shareholder return policy when you also have attractive high-return M&A targets?

Yes, I can answer that one. After the acquisition of SMSPortal, we are generating so much cash that we realistically are not able to utilize all of it on M&A activity, also taking sort of the debt capacity into consideration also that we would like to use the share as part payment. So we believe that we can do both performing accretive M&A on sensible targets, which is value accretive and also do share buybacks or dividends.

Great. Also with regards to the buyback for 2025, when do you expect to receive approval? And when is it expected to complete?

We are expecting this to happen in 2026. Of course, the Board has given the approval and exactly sort of how much of the shares -- treasury shares that we are sitting on are going to be canceled and how much we're going to buy back. We're going to have to sort of give some further guidance on that in the Q4 reporting in February.

Great. Outside of the handful of enterprise customers who are trimming their spend a bit, what kind of conversations are you having with customers for the outlook and 2026?

We are having a lot of different conversations with our customers. We've got 60,000 of them. You can sort of divide it up in 2. The first main item is conversational solutions with chatbots, AI. There's a lot of interest in that, both within notifications, customer service use cases and mobile marketing. So we're having a lot of different conversation on those kind of products also on the OTT channels. The customers are super curious about RCS and WhatsApp specifically, and how that could fit into their different use cases. Secondly, we are also doing a lot of upselling activities on SMS, as you can see from the new contracts. SMS is still interesting for many of our customers, and we're sort of broadening the number of use cases that existing customers are having.

Any color on the main customer sectors that could drive full year 2026?

Yes. Right now, logistics and the finance industry, including insurance looks promising. But we're also seeing a lot of interest on mobile marketing and e-commerce. One trend is that with the OTT channels, you're able to bundle the communication differently than SMS. You have a lot more features to choose from. So we're seeing that the different use cases are merging actually. So something starting with a notification can during the message or conversation turn into more like a mobile marketing activity. So -- and that is also a trend that we are seeing.

Could you provide some color on how you are investing in AI to further accelerate cross-sell?

We're spending resources on AI, integrating into our chatbot and the agent handling workflow offerings. So that's one area which we're going to continue. It's not like it's finished. It's working as it is, and it's commercially viable and customers like it, but we need to improve and add more functionality into it. On top of that, content creation, both the campaign builder and template manager, we are, as we speak, introducing AI into that. So we can help customers automate their communications to a larger extent.

Great. Could there be any reasons why the SMSPortal acquisition may not complete? Or is it more or less a done deal?

It's more or less a done deal. There is nothing I see that is an obstacle on closing that deal. We expect closing end of November.

Then we move over to a question from [indiscernible] from Nordea. Could you elaborate a bit of your dividend policy? How is the flexibility in terms of dividend versus buybacks? And could you remind us again about the bond restrictions in terms of payout ratio?

Yes. The dividend policy has a lot of flexibility in terms of dividends versus buybacks. As I said, it's the Board who is taking that decision on a yearly basis based on what they believe is the most value accretive to the shareholders. The Board is, of course, going to listen to shareholders and their preference when they take that decision. Bond restrictions, there's a restriction on net income or adjusted net income. If I don't remember it incorrectly, Morten, it's 75% adjusted for PPA depreciation.

Yes, there's some noncash adjustments that can be made, but it's 75% of adjusted net income, previous year's net income.

Great. Moving on to some questions from Olav Rødevand in Pareto. Could you provide more color on the 2 to 3 percentage points enterprise headwind for the remainder of 2025 now that we're mid-November or know about the mid-November, but let's go.

Yes. I think we saw this effect entering -- on some of this entering 2025. We spoke about this in Q2. We see the sort of similar impact in Q3 as we are presenting today. And we expect this effect to be present until end of the year, and then it would fade out basically. Yes, I can't really give any flavor on Q4 or start of Q4, but we expect the similar effect sort of through the second half.

And also, what are you observing in client activity that gives confidence this headwind will diminish into 2026?

Basically, a handful of clients, which we saw were sort of optimizing their -- or turning down their communication spend. They did that, as I said, in the beginning of the year, most likely following a new budget year, and that's the feedback we're getting. So we expect sort of that to fade out after a 4-quarter effect.

And then on shareholder distributions, how are you thinking about buybacks versus dividends?

Yes. I guess I've already answered that question. It's -- the Board has the flexibility to decide on a yearly basis what is most value accretive to the shareholders.

Moving on to some questions from Henriette Trondsen in Danske Bank. Could you split what part of CPaaS growth is transitioned from A2P and how much is net new gross profit?

Yes, I can start and then Morten can add his comments on it. The CPaaS growth, a part of it is coming on top of SMS. It depends on different use cases. There are some use cases which is not possible to do as of now on SMS, so that will come on top. Other use cases, for example, for the logistics industry, it's a cannibalization of SMS because instead of sending out a reminder on SMS, they're doing this on WhatsApp with the intent to engage in a conversation. We're super happy with both. We see that we make more money regardless and also the conversational solution, even if it's cannibalizing an existing SMS, the volume normally increases because the conversation means that there's a lot of messages going back and forth between the end user and our chatbot. Have any else to add, Morten?

I think you covered it. We don't disclose specifically the sort of cannibalization effect. It's also clients use putting this on top, as you say, and then sometimes you replace a part of the communication with a more advanced solution, which drives a higher profitability for us. So I don't think I have much to add beyond that, Thomas.

Yes. Okay. One of your peers has stated lower price points on CPaaS solutions recently. Is this something you are seeing as well?

Easy answer, no, we're not seeing that.

Great. And then lastly, some of your peers stated in their Q3 report that AI volumes are starting to be visible. Is this something you also are seeing?

I'm not sure what Henriette means by AI volumes, but we see that AI, especially when it comes to the chatbot and agents handling, it's being utilized more and more. And of course, the volume connected to those products are increasing. So yes, I guess the question is, yes, the volume is visible and it's increasing, but it's connected to mainly chatbot and agent handling today.

Great. Moving on to some questions from Eirik from DNB Carnegie. CM.com noted margin pressure on richer communication channels in their Q3 report. Anything you have noticed? If yes, which players are aggressive on price?

No, we haven't noticed that. Price levels are quite stable, and I would expect that to continue the next couple of years. When the volumes scale, meaning that sort of you get most likely in the neighborhood of 10% of SMS volumes, 10%, 15%, 20%, north of 10% at least. We might have some smaller price reductions on high-volume customers. But I would expect that on a longer-term basis, the gross profit in percent will be higher on the CPaaS solutions versus SMS because the return on investment is much higher and the solutions are more sticky. And we're also selling much more supporting software solutions like agent handling workflow and chatbots. I don't really know why CM.com said that in the Q3 report because we are not seeing that as of now.

And then over to the 2 to 3 percentage point headwind. Should we expect a similar 2 to 3 percentage point negative effect on organic growth in both Q4 '25 and Q1 '26 following reduced messaging spend from selected large enterprise clients?

Yes. We covered this previously, I think. So we expect the effect to sort of diminish by year-end. So it's mainly hitting the fourth quarter.

Yes. And then -- or will the impact be lower in Q1, so it will be lower?

Yes.

And then another question from Eirik. Can you please help us understand implied volume of additional buybacks needed to reach NOK 300 million. Our math indicates approximately 4 million additional shares needed to be bought back. Is that ballpark correct?

We have close to 14 million treasury shares. So after clearing the long-term incentive structure that are in place now, our thinking is that the net there is -- would cover most of the expected sort of NOK 300 million. So most of it will be covered through the existing treasury shares holding.

Great. On the M&A targets, could you share some more color on geographies on those targets?

I don't want to be too specific on geographies because of competitive reasons. But in general, we are having some targeted discussions with opportunities in Europe. And in U.S., Mexico, that is sort of the main areas. But we're also discussing, of course, with potential M&A opportunities in other regions as well.

Also, what's the reason you are seeing more level of M&A opportunities than previously?

It's a little bit difficult for me to sort of answer what the owners of these businesses -- sort of, their reasoning around it. But it might be that it's been -- the valuations when you look at the listed peers have been kind of hard in the last couple of years, but it's picking up gradually. So that might be sort of a trigger. I don't really know. We are focusing more on sort of engaging and understanding these opportunities. So we make sure that we do value-accretive acquisitions.

And then lastly from Eirik. Could we get an updated view on when RCS is likely to be launched in the Nordics on iOS and how ready are you at your end in terms of that RCS launch? Do you have like templates in place for different use cases so you can move swiftly to convert end customers from ATP to RCS?

The last message from the mobile operators and from Google to us was Q1, Q2 next year. We are ready. We are doing -- we have done internal training, and we are doing internal training of salespeople. We have the benefit of operating in several geographies and some of the geographies like Italy and France are quite advanced on RCS. So we're learning from the local teams there what worked and what didn't work. So we have a sharper introduction of the solutions in the Nordics. So we're just waiting and absolutely ready for launching RCS in the Nordics, and we have great hopes from the channel.

Moving over to some questions from Oystein Lodgaard in ABG. Are there any companies that have been removed from your M&A pipeline? Or are the 3 in due diligence phase, the same 3 companies that has been in DD phase for several quarters?

There's been some movement, yes. So one has been terminated and 2 are still ongoing when you look at sort of the due dil pipe we had in Q2 reporting.

Should we assume that the EUR 35 million increase in combined EBITDA from M&A pipeline is driven by the 2 new companies you have added to the pipeline since Q2?

The pipeline of 10 targets, it's not just -- we didn't just add 2 new companies. Some have been taken out also as a not prioritized opportunity due to several reasons. And then a few opportunities have gotten into the target after summer due to -- yes, just us believing that the opportunity is sharper after the summer.

And then some more questions on M&A from Oystein. How many of the 10 targets in the pipeline are larger targets? Are these larger M&A targets all located outside Europe?

Most of them are located outside Europe, but there are also one inside Europe. The targets are -- how many are larger around -- depending on the definition, I would say 3, 4 are larger. And when you accumulate the EBITDA, the cash EBITDA figure from all the 10, it's higher than what we said because we -- as I said in the presentation, the larger acquisitions are more complex. So I would expect more of them to sort of pave the way compared to bolt-on acquisitions. Some of them hopefully are going to be closed as well, but we wanted to be a little bit conservative when we reported sort of the cash EBITDA target from the 10 in pipe.

Great. How yes, do you see any risk that the SMSPortal acquisition will not close before year-end?

No, that would surprise me extremely.

Were there any specific reasons or any specific contracts that drove the strong growth in GP contribution from new contract wins in Q3?

We have 2 larger contracts there. That's not abnormal per se. So I wouldn't say it's something abnormal or unusual, but we have a couple of bigger contracts there, but also a longer tail of smaller contracts. So it's...

It's usually a good mix of contracts, some larger ones and then several smaller contracts.

Yes. And then lastly from Oystein, what was the reason for the significant year-on-year drop in gross profit from nonconsolidated units you showed on Slide 5. I guess this means SMSPortal.

Yes. I can explain the graph. Basically, if you look at -- to sort of understand the growth on the acquired entities, you need to take the NOK 82 million, which is shown as the Q3 '25 number and need to add back the NOK 25 million in organic contribution in the quarter. That will take you to NOK 107 million, and that need to be viewed -- that is growing from the NOK 100 million, which we are seeing in Q3 '24. So there's around 7.5% growth on the acquired acquisition or acquisitions, including SMSPortal.

And then we will take a question from Susann Haugen in SB1 Markets. Could you elaborate on the terms on the new NOK 65 million working capital facility, annual clean down margin?

Yes. Overall, it more or less it follows mainly the terms -- same terms as we have in the bond agreements. It's sort of the carve-out there to do a working capital facility of 1x pro forma adjusted EBITDA. So it's a NOK 65 million. It can be upscaled depending on our -- as we grow the pro forma adjusted EBITDA with acquisitions. There is no clean down. There is a maintenance covenant of 4x adjusted EBITDA. And in current debt is basically also following the bond terms of 3.5x. The margin, I don't want to comment on the margin, that's -- we don't disclose that externally due to the relationship with the banks.

Great. We have one more question from [indiscernible] in Nordea. Could you give some flavor on customers' demand for CPaaS messaging versus traditional SMS going into the seasonal strong Q4?

Yes. In Q4, it's a peak season for mobile marketing use cases. So of course, we see a lot of traction on especially RCS there. WhatsApp is quite expensive on mobile marketing. So it's more limited there. But the general trend regarding -- regardless of Q4, which is more a special quarter with the holidays and Christmas and everything. As I said, it's -- the first movers are within the finance industry, banks, insurance companies and e-commerce and retail.

And then some other questions. Would larger acquisition challenge your leverage policy? Or do you expect to stay within your target range?

We are going to stay within our target range. So larger acquisitions, we can partly pay with shares. It's easier than bolt-ons. So we are going to stay within the target range of leverage. We're not going to go beyond that.

Great. Then we have a question we have had earlier, but we can take it one more time. How many treasury shares do you hold currently? And if needed, when will buyback start?

I think I covered that, we have close to 14 million shares of the sort of plan A is to cancel shares after cleaning or clearing out the LTIP program. So that should cover most of the NOK 300 million. But we will come back and give you an update if we will start buybacks.

If we assume a high level of RCS adoption across the Nordics in 2026 with iPhone enabled from Q1 '26, how should we think about the impact on gross profit?

Going forward, that should increase the gross profit margins in the Nordics. It's not like everything is going to be released as soon as Apple opens up, the clients need time to test and do proof-of-concept phase before they are able to scale the volumes. So this is going to happen gradually. We are expecting it to happen quicker than what we saw in France because of the momentum and traction we are seeing in the market. But it's going to take time before it's visible, hopefully. So if everything goes according to plan, end of next year, we should see sort of a positive impact in the numbers.

Yes. And is it reasonable to expect that RCS mix shift becomes margin accretive rather than dilutive at scale?

RCS should increase our margins, yes. There's no doubt about that because it's not just the channel. There are so many software solutions that we have to sell to the customers in order for them to utilize it. And also the return on investment from the customers, it's much higher.

Okay. Moving on to a question on SMSPortal. Can you clarify what remains before SMSPortal can be closed and whether you expect full consolidation already in Q4 or first -- from Q1 next year?

As we said in the stock release, we're just waiting for the expiry of the time period connected to handing back a license -- mobile license in July. So that's what -- that's the only thing that we're waiting for. All other conditions are being -- have been satisfied. So we do expect to close it late November, and then it's going to be included in the number from December 1.

Yes. That's the plan to consolidate fully from December.

Great. Moving on. Looking beyond existing CPaaS portfolio, can you give some color on the product road map for 2026?

Yes. As I said earlier, it's building on our software solutions, mainly campaign builder, template managers improve the AI functionality into it. It's new functionality on our chatbot and agent handling and also further investments on our marketing automation and CDP solution.

And are there specific new solutions integrations or channel expansions beyond SMS RCS that you expect to contribute meaningfully to growth in the coming 12 to 24 months?

We have the channels that we need. We have mainly sort of Viber, RCS, WhatsApp, SMS, e-mail, we also got voice services. So not really. There are other channels out there like Snapchat, for example, and Messenger and Telegram and so on. But there is no real interest for that in the market. And as of now, the channel owners also haven't done the required investments as far as I see to sort of open those channel up as a relevant ATP channel.

And Twilio and CM.com guided towards more higher-value conversational and AI-enabled services. Is this also part of LINK's road map?

Yes.

Lastly, this morning, Bird announced an offer to acquire CM.com at roughly 0.85x EV sales on 2026 consensus. As this removes a listed peer and is clearly a signal of renewed consolidation in European CPaaS, how do you see this impacting the competitive landscape going forward? And does this change how LINK is thinking about its own strategic positioning in a consolidated market?

No, not really. We haven't seen Bird active on M&A for years. So it came as a surprise. And as far as I could read out of the stock release and also the press release from Bird, it didn't seem like a sort of a friendly proposition. So let's see sort of what CM, how they will handle it. As of now, we don't see a tightening up of the competitive landscape on M&A. And what will happen going forward is difficult for me to say as well, yes.

And then one more question. Do you believe consolidation multiples like this help set the valuation floor for scale, profitable CPaaS platform such as LINK?

Difficult for me to say. The valuation, when you look at the EBITDA figure at least was okay-ish and in line with a couple of other transactions that we've seen. Valuations of smaller entities and larger entities are quite different and especially between private and listed entities. So I don't think necessarily this is going to sort of set any floor or anything like that. We have seen that before historically also that sometimes a very expensive deal has been done by some of our competitors, and we have been able to close within our normal multiple range shortly thereafter. So I wouldn't expect that.

Great. That concludes the Q&A session. Thank you so much, Thomas and Morten, for answering all the questions. Thank you to all participants and for your questions. See you again next quarter.