TXT e solutions SpA

MIL:TXT

Earnings Call Transcript 2022-Q3

[Andrea Randone, analyst]

Together with our CEO, Daniele Misani, the main results and the main events occurred in the first 9 months of the year. And we are going also to have a deeper look in the number of the profit and loss for the first 9 months for the third quarter. And please keep in mind that you can send your questions to us by using the dedicated chatbox, which is available in your screen. So now I let Daniele start the presentation. Enjoy, and thank you for joining us.

[Daniele Misani, executive]

Thank you, Andrea. Thank you, Andrea. Good morning, everybody. I'm happy to be with you again after these 9 months to share with you the results and some insight about the TXT business. First of all, the main KPIs. So like we are doing since a while, quarter-by-quarter, we are delivering on promises. Revenues are growing. So we have more or less 40% increase in revenues. We are lending after 9 months at EUR 92.4 million as total revenues, of which EUR 13.8 million comes from the contribution of M&A. So there is a strong organic growth also. And the contributions of the 2 main divisions are equally positive. So there is a strong growth in both the divisions.

So the Aerospace and the Aviation Industrial, more generic division is growing of 30% in the same period of the last year, landing at more or less EUR 50 million in terms of total revenues. And we have instead the Fintech division that is including also the government and public sector, one that is growing with a 50% growth, lending at EUR 44.2 million, so a very good result of both the divisions.

In terms of profitability, our plan is good. So we have a continuity and a consistent profitability quarter-by-quarter. So at the end of the last year, we reached the 15%, more or less in terms of EBITDA margin, and we keep this KPI in all the 9-month period. So we ended the 9 months with 14.6% in terms of EBITDA marginality with a total EBITDA value of EUR 13.5 million, of which EUR 3.2 million comes from the contribution of the acquisition, mainly the companies that we aggregated at the end of the last year. So overall, good results either in volumes and profitability.

One of the points that I want to highlight is the strong organic growth in these 9 months. I want to remember to you that these numbers in 9 months doesn't include the big acquisition that we did during 2022. So I'm referring to Ennova and to SPS that was, let's say, finalized in the last period of the year and will be consolidated starting from 1st of October. So the numbers are net from this kind of contributes and the rest of the company, so -- and the result is coming from the growth of the company that were already in the perimeter at the beginning of the year.

In terms of organic growth, so like-to-like, there is a strong growth, double digit, more or less 18% so towards the 20%. So it's very strong, and this growth is coming because the strategy of synergies that we are implementing between the companies. So especially the commercial synergies are generating new businesses for the company and especially the small ones that joined the group at the end of the last year are growing because the opportunities are multiplying within the overall TXT perimeters.

The contribution of this company is positive, so EUR 14 million in terms of revenues. So speaking about LBA, Novigo, TeraTron then entered in the second half of the year in Quence. So a very good result after 9 months coming from the integration of the offering of this company within the overall ecosystem of the TXT Group. In terms of profitability and operating profit, another strong result. So EBIT is plus 71% with respect to last year's, and we are landing at EUR 9.2 million, that is the 10% of the total revenue. So very profitable and very good also about online results in terms of operating profit.

We are continuing to invest. So our vision is to be a leader, to be champion in the digital innovation arena. So we are looking forward in order to improve our competencies and improve our product portfolio of smart solutions, investment in research and development on proprietary platform is growing with respect to the last year. So we have invested more or less EUR 6 million in the first 9 months, increasing 15% with respect of the same period of the previous year.

There is a good return from the business coming from our software. Our smart solution portfolio allow us to be perceived as a specialist by our customers. So our portfolio generates revenues that are recurring coming from subscription and software in general, that is EUR 7.3 million in growth with respect to 9 months of last year of 16%. And I want to underline the fact that we generate together with our software revenues, also revenues coming from advanced services, very specialized around our products. So it's a business worth EUR 20 million. So more or less, overall, there is EUR 30 million of revenues out of EUR 90 million. So 1/3 that is coming around our smart solutions, so our proprietary products.

Still it's important for us to grow also internationally. 30% of the business is coming internationally so EUR 26 million. And we continue to invest to look also outside from the boundaries of Italy in order to have a good diversification, not only in offering but also in geographies.

In terms of financial structure, we are still strong. We have a net financial debt that is EUR 30 million, but I want to remember that we are still investment in Banca del Fucino is a financial investment, we are looking to disinvest. So more or less, we can consider to have still a positive net financial position considering the disinvestment of this kind of, let's say, equity investment in Banca del Fucino.

Moreover, we are continuing the buyback plan. Since the beginning of the year, we acquired EUR 5 million more or less in treasury shares, and we use treasury shares, of course, for the M&A we did, and we will continue to do. At 30 September, we still have, let's say, a consolidated value of EUR 13 million to EUR 15 million, depending on the stock price that is growing in these days. So we have still EUR 50 million of numerous that can be used by using our shares to continue to do M&A activity like we did in the past.

Some highlight about the business and the contributes of the different units within the overall ecosystem gives us the -- let's say, the feedback that the business is growing well in all the sectors that we are looking and we are operating. Of course, the digital innovation market is still a market in which there is growth. Nevertheless, the overall condition that is not so stable in terms of markets, in terms of cost of energy. And we know that there are a lot of issues about the overall economy -- global economy.

Nevertheless, the digital innovation, the digital transformation market is still a market in which there are investments. Since we are operating by diversification in many segments, we had [Audio Gap] from the historical segments and the new ones that we wrote in our perimeter that compensate maybe some slowdown in some areas that are less performer.

In terms of overall results, both divisions are growing 30% Aerospace and Industrial division, the Fintech 50%, 35% like-to-like. There is still a bigger maturity in terms of mix of revenue of the Aerospace and Aviation Industrial one that is as a contribution coming from software that is bigger, so 60% is services and advisory and 40% in software and services related to our software. Instead, the Fintech is less mature, yes, but is growing into the [ lies ] coming from the proprietary software and services around our proprietary software.

This lead to also difference in marginality. So the contribution -- a better contribution come from the Aerospace and Industrial division that is 70%, instead Fintech is 12% because this mix of revenues coming from software revenues coming from generic services. The international revenue also is more mature into the Industrial and Aerospace one, even if the Fintech is growing with the business coming mainly from Switzerland, the part of the Switzerland that is growing, so 20% after the total. So there is a good maturity and good growth in all the segments.

Maybe I will go a little bit more in detail with the next slide. Speaking about what happened and what will happen in the next future. First of all, one of the [indiscernible] related for the organic growth is into the government sector. This public sector and government activities are activities for which we are investing in terms of commercial investment, of course, since 2 years from now, 2 years in that for now. And there, let's say, focus on our subsidiary in Rome HSPI that is an advisory company for IT, so more innovation into the digital transformation landscape.

This company is growing in terms of new business coming from CONSIP tenders. So we position ourselves in a good way in order to have a backlog and some good results are already present in these 9 months, but our outlook for the next future is very positive in terms of organic growth. So in terms of, let's say, best player in organic growth within the ecosystem of the group, for sure, HSPI is the first one. So it's growing very fast.

Also the fee intake is growing. So we recovered from some slowdown for the banking and financial institution market of services that was a little bit slow down after COVID and also with the issues coming from the overall market situation. So it's growing again. And so we recapture a market share with an organic growth of 23% of this area. In terms of civil aerospace in general, that was, let's say, a little bit under stress, especially a little bit lot under stress, especially for the civil aviation segment, our signal from the market are very positive. So especially pleased that was facing a lot of difficulties, especially in the aftermarket with the airlines headline that were, let's say, grounded because all the staff and the issues related to the COVID and transportation market that was, let's say, blocked after the COVID wave.

Now they are restarting to invest the positioning of the company is stronger. So we acquired new contracts and the outlook of, let's say, the new contracts will be more positive also during 2023 than this year because we are signing important subscription contracts now in this quarter. And so the benefit will come next year. So -- but already in the ninth month of 2022, we have a 20% growth in this company. So very strong.

The defense that was one of the driver of the growth and the sustainability of our plan in the last 2 years, especially during COVID because this market was also during COVID still a segment that is growing. So it's growing not so fast like we did 2 years ago, but is still growing near to double digits. So it's more than 8% of growth.

There, let's say, the less growing part is related to Industrial Automotive because also all the impacts that the energetic, let's say, issues are bringing towards this industry because with the cost of energy that is growing, also the industrial players are looking forward in order to do savings, not to do so many investment because the risks of the particular situation we are living in. Nevertheless, we have still a positive, let's say, backlog and the positive, let's say, results coming especially from the last acquisition of TeraTron last year because this business is more related on long-term contracts, long backlogs and the backlogs are continuing to produce revenues and still we registered in this area, a growth of 13%.

So overall, there is a good contribution from all the segments. The diversification allows us to be more, let's say, reliable in order to have maybe some segment that is growing faster than others. But overall, we still see a good outlook for Q4 and of course, for 2023.

In terms instead of M&A because together with the organic, of course, part of the strategy is grow by external lines. We already communicated probably everybody here knows that we did operation with extraordinary operation with SPS with [indiscernible] that I will focus later on. I want to communicate, again, to explain a little bit that we finish the investment in Ennova order to acquire the 100% of the company. And of course, to have onboard all the management because the 21% still was in the ends of the top management of the company itself.

And our, let's say, goal is to have a strong commitment from the manager that are joining the group. So like all the other operations, one of the -- let's say, one of the motivation, one of the, let's say, most important driver of our growth is given by the commitment of the team -- of the overall team of managers. So we are -- our governance model is a network of enterprises. Each enterprise is driven by a manager and each manager is a shareholder of the TXT Group. And this, let's say, architecture brings value because the team is growing, and all the team players are working together in order to do common results. And this kind of, let's say, offsetting is bringing value. It's bringing synergies among the managers of the different companies.

And so for this reason, we want all the management committed in part of the overall project. This is fundamental for our strategy. We want to continue to invest. So we have not yet finished. We will do some -- we are already, let's say, working on other opportunities. Probably we will close other 2 small boutique investment during 2022. So we are targeting to, let's say, integrate more or less EUR 5 million in revenues and EUR 1 million in EBITDA before the end of the year, additional to what we have already done.

Of course, we have, as I told you before, still cash availability to continue to invest. So as far as today by this investing Banca del Fucino, we can consider to have a net financial position 0, okay, at the end of the year, maybe EUR 5 million, EUR 6 million debt, okay? So more or less 0, let's say.

Of course, we have the possibility to use the future generated cash because pro forma will be across the year in EUR 30 million more or less EBITDA pro forma. We have a cash generation that is 0.6, 0.7 with respect to the EBITDA means that we have EUR 20 million to spend plus debt. So we will assess to leverage. And of course, with EUR 30 million of EBITDA next year, also average 1x, 2x the EBITDA is something that we have reached. So we have more than EUR 40 million to continue -- to invest and to continue to grow in 2023.

In terms of, let's say, focus on the 2, let's say, operations, the 2 acquisitions that we did in -- in the last few months, I focus on the 2 that we did recently. So SPS solution and [indiscernible]. SPS is an IT company operating into the innovation of products and processes of customers. It's a company with a lot of resources. So for us, it was very important to bring competencies within the group because in this period, there is also a shortage of resources of IT developers, IT architect and the specialists in this kind of segment.

So we bring into the group, 100 more specialized resources, and we also had an addition in terms of coverage of geographies because SPS is more focused on the center and south of Italy, a region in which TXT is present, but is not so strong like in the north of Italy. So we are strengthened the capabilities, the competencies in terms of technology, IoT for example, or other innovative project fields with the development of web for 0 and all the IT and technological competencies that comes plus a coverage of the geographies itself.

The [Audio Gap] one closed at EUR 9.5 million, okay, with a continuous growth in the 2018, '21 period of 23% and with an EBITDA margin of 15%, so in line with the overall average TXT Group EBITDA. What we have in outlook now of the company itself is a better result. So then will close more than EUR 10 million in terms of revenues by keeping the margin -- percentage margin of the overall. So -- and we will start to consolidate these in the last quarter. So just in Q4, so -- okay.

The other, let's say, acquisition that we did instead is more related to a boutique. It's focused on the aerospace and the civil aviation market. So the aim is to exploit synergies with PACE GmbH that is already covering and offering in this market solution and smart solution and proprietary platforms. It's a small Dutch boutique with already a customer base that were international, especially in South America and the rest of the Europe are very strong.

We did a particular, let's say, investment in this case because it's not -- we started with a capital increase in order to get the minority stakes for the first year, more or less. This is because the company requires some investments in order to finish the development of new product lines that they are producing. So TXT enter to empower the technological capability of the company and empower also the financial capability in order to bring to the market this new product line. We have already established a contract in order to acquire the 100% that will be completed in 2 steps, first step next year and second step at the end of 2025 in order to capture the last shares and be 100%.

The closing of these, let's say, acquisition will be finalized during November. So by the end of November, it will be finalized and more detail will be provided to you. This, let's say, acquisition is in line with the lower start-up like investment in which we buy a business that is already established with some profitability but with a good potential in order to implement a strong solid growth plan. So we are investing in order to transform this company from 1.5 million company towards a company that claim more than EUR 5 million, EUR 6 million, EUR 10 million revenues in the next few years.

This is all in terms of overall of the business M&A. I would like to introduce Andrea that already introduced himself at the beginning of the speech that will go deep a little bit in the numbers that are more, let's say, good for the analysts and the financial guys, I'll let him to speak.

[Andrea Randone, analyst]

Welcome back. So now we will focus a bit more on the financial for these 9 months of 2022. Starting from the consolidated profit and loss. We have revenues at EUR 92.4 million, up 38.5% compared to the previous year, and the organic growth was approximately 18%. In terms of gross margin, the absolute value of the gross margin increased by approximately 35%, while the gross margin as a percentage of revenue decreased from 29.9% in the first 9 months of 2021 to 38.8% in the first 9 month of 2022. And this is mainly related to the different breakdown of revenues. So with a stronger, let's say, increase in the 9 month of 2022 of the project and service business against the, let's say, licenses business.

In terms of research and development, as already discussed by Daniele, we recorded an increase of approximately 14% in the first 9 months of 2022, and the absolute value of the R&D investment were approximately EUR 5.8 million in the 9 months. Commercial costs increased at a rate of 36% and those are, let's say, mainly consisting of investment for the, let's say, the boost of the international business and the domestic business to a different region in Italy and worldwide mainly in Europe and in the North American, let's say, markets.

In terms of general and administrative expenses, the incidence on revenue decreased from 9.4% in the first 9 months of 2021 to 8.4% in the first 9 months of 2022 and that included costs related to the M&A plan and also to the integration process of the new companies within the consolidation perimeter of TXT.

In terms of EBITDA, we have a solid growth of approximately 55%, and the EBITDA margin increased by 1.5 percentage points from 13.1% in the first 9 month of 2021 to 14.6% in the first 9 months of 2022. The depreciation and amortization increased by a strong rate, 41% approximately, and the increase is mainly related to the acquisition of the period. In fact, we have also allocated part of the goodwill of TeraTron and some other new acquired companies, and we started the amortization of those intangible assets and also included the amortization of TeraTron related to the second half of 2021. So we have approximately EUR 0.5 million of goodwill depreciated over the TeraTron, let's say, deal.

In terms of reorganization and recurring costs, they are stable compared to the first half of the year, and we have 75,000 in the 9-month 2022, down compared to approximately 350,000 in the first 9 months of 2021. So the -- following the operating profit, which is significantly growing approximately 71% compared to the first 9 months of 2021. And we have an EBIT margin of approximately 10% compared to the 8% in the previous year.

In terms of financial charges, the net financial result in the first 9 months of 2022 had a negative balance of EUR 1.6 million compared to the positive EUR 0.3 million over the first 9 months of 2021. The decrease is mainly due to the effect of the negative market trend recorded in the first 9 months of 2022 following the ongoing military conflict between Ukraine and Russia.

The net financial result in the first 9 month of 2022 includes one-off items related to the M&A plan. In particular, among the financial expenses as at September 30, 2022, is included as a nonrecurring item. The adjustment of the fair value of the liability equal to EUR 0.9 million linked to the earn-out accounted for the subsidiary Assioma. The initial fair value of the earn-out was EUR 2.6 million, and this amount has been adjusted to EUR 1.5 million in Q3 2022 on the basis of the agreement subsequently defined between the parties and paid in the first half of 2022.

The one-off adjustment of referral of Assioma is compensated by the negative result of the company's Ennova and Reversal SIM S.p.A. not consolidated in the results of the first 9 months of 2022. The negative result of Ennova and Reversal is equal to EUR 0.9 million and includes IFRS adjustment, normalization and restructuring costs executed before the closing of the remaining 20% of Ennova. Ennova operating results are expected to be positive from Q4 2022 with EBITDA margin of approximately 11%.

In terms of taxation, in the first 9 months of 2022, the tax rate was approximately 29%. And the net profit is equal to EUR 5.3 million with a net profit margin of approximately 6%, slightly lower compared to the net profit of the first 9 months of 2022, mainly due to the effect of the financial results and the different tax rate of the period.

If we move to the third quarter of the year, the group recorded a significant growth in terms of revenues, approximately 20%. So a trend similar to that recorded in the first, let's say, 9 months of the year. And also in this case, we have a quite significant reduction in terms of gross margin as a percentage of revenues. In fact, we recorded a drop from 43.4% to 29.5%, and this is again related to the different business model of the new acquired companies that are now consolidating within 60 perimeter.

If we move to the EBITDA margin, the growth is significant, 40.3%. So it's outperforming the growth recorded in the top line. And this is also aligned with what we have seen and discussed for the first half of the year aggregated for the first 9 months of the year. And also in this case, we have a significant effect on the appreciation because exactly in the third quarter of the year, we have the impact of the allocation of goodwill of the new acquired companies TeraTron for approximately EUR 0.5 million plus the depreciation coming from the tangibles acquired within the M&A plan.

In the scale -- in the third quarter of the year, we have an EBIT margin of approximately 8.7% with an absolute increase of approximately 23% compared to the third quarter of the previous year. And in terms of net profit, of course, was in this case, the reduction from an approximately 9% net profit in the third quarter of 2021 to 6% net profit in the third quarter of 2022. And also in this case, the strong impact is coming from the different financial results in the period and from the different tax rate recorded in the third quarter 2022 against the third quarter of 2021.

If we move to the net debt position of the company, so the net debt as of September 30, 2022, is equal to EUR 13 million and consists of cash and cash equivalent of EUR 40.4 million, which are mainly in euro and held with the major Italian banks. Within financial instruments at fair value of EUR 46.3 million, they consist of investment in multi-segment insurance funds with partially guaranteed capital for EUR 29.4 million, a bond loan for EUR 0.5 million.

The government securities and bond loan with an overall medium low risk profile for EUR 6.4 million and also included the evaluation of financial instrument. And this evaluation of the financial instrument was affected by the negative effect of the international markets in the first 9 months of 2022, mainly due to the military conflict between Ukraine and Russia.

And the short-term financial debt instead are equal to EUR 43 million as of September 30, 2022, and it includes EUR 24.8 million for the current portion of the noncurrent financial debt. Then we have approximately EUR 15 million to -- related to short-term loans, mainly hot money lines. And then we have EUR 1.5 million estimated disbursement for the earn-out of Assioma, former shareholders, which has been adjusted from EUR 2.5 million to EUR 1.5 million. And then we have EUR 1.8 million for the short-term portion of the debt for the payment of rental and lease for offices, cars and [indiscernible] accounted according to IFRS 16.

So the short-term financial resources of the group as of September 30, 2022, are of approximately EUR 45 million, up EUR 7 million compared to the year-end 2021. In terms of noncurrent financial debt, as of September 30, 2022, it's equal to EUR 57.8 million, and it's related to EUR 50.2 million coming from the portion of medium to long-term loans, referring to the portion with a maturity of more than 12 months. Then we have EUR 4 million consisting of the estimated fair value of the debt for the PUT/CALL option and they are now linked to the acquisition. And then we have a EUR 3.8 million to the -- for the medium long-term portion of the debt related to lease and rental agreements accounted for according to IFRS 16.

And if we look at the net financial debt as of September 30, 2022, compared to the financial debt as of December 31, 2021. There is an increase of EUR 1.3 million, which is related to the acquisition of the period and to the buyback program executed in the first 9 months, which has been partially compensated by the cash generation coming from the operating activities. If we move to the balance sheet as of September 30, 2022, in terms of fixed assets, there is a significant increase of approximately EUR 10 million, and this is mainly related to other financial assets and are included the investment in Ennova and in Reversal that were not consolidated in the first 9 months of the year.

And if we look at the net working capital instead, we recorded a slight decrease of approximately EUR 1.3 million, and this is truly attributable to the decrease of the trade receivable into a better collection from customers. And also we have -- and this is partially offset by the increase in the inventories and inventories mainly consist of work in progress for customer projects.

In terms of shareholder equity, we recorded an increase of EUR 7.6 million, and this consisted mainly in the result of the period for EUR 5.3 million and the net effect of the transfer and repurchase of treasury shares.

If we move to the next slide, we can see the shareholding structure as of September 30, 2022, which remain almost stable compared to the half year to June 30, 2022, and we have [indiscernible], owning that for 30% of TXT. We have our managers owning approximately 11% of TXT. Then there is 50% owned by the market and the remaining 9% consists of treasury shares that will be used for the continuation of our M&A plan.

In terms of performances of TXT stocks and treasury shares in the first 9 months of 2022, the TXT solutions share price recorded an official high of EUR 12.9 as of August 8, 2022, and the low of EUR 8.26 as of February 24, 2022. And as of September 30, 2022, the share price was equal to EUR 11.2. The average-to-date trading volume of the stock exchange in the first 9 month of 2022 was 25,800 share, down from the daily average of 29,700 share in 2021, the first 9 months.

Treasury share as of September 30, 2022, were EUR 1.6 million, representing 8.95% of the issued shares at an average recurring value of EUR 3.33 per share. Treasury share were equal to EUR 1.24 million as of December 31, 2021, and the reduction is to be attributed to the consideration paying TXT share in the context of the ongoing M&A plan.

In the first 9 months of 2022, in fact, approximately 550,000 shares were transferred to vendors and current manager of TXT, while 487 share approximately were repurchased from the market. The average price of share repurchase in the first 9 months of 2022 is equal to EUR 10.04 per share.

[Andrea Randone, analyst]

We are done with the financial section of this presentation. Now we have the Q&A section. And let's check what we receive today in terms of Q&A. So we have a first question related to Banca del Fucino. And where asking when is planned to exit from the investment in Banca del Fucino, and how much are you expected as a return from this investment? Daniele?

[Daniele Misani, executive]

Okay. So I think that this topic of Banca del Fucino is always the topic in which people is asking quarter-by-quarter. So the strategy of the group was to enter in the bank because it was a good financial investment. And there are synergies that can be exploited between the digital bank within Banca del Fucino and our offering into the Fintech domain. This is the, let's say, rationale behind the investment. Still the bank has planned to do IPO. Of course, the situation of the market and the stock market today is not so easy also for companies that are going towards an IPO. So it's taking more time than we expected. And the IPO was, let's say, the expectation in order to do the exist.

Nevertheless, since let's say this question mark about the IPO, we are looking to disinvest, let's say, the equity that we acquired on the bank itself. And we have already started negotiation and discussion about to do that, let's say, turnover. We -- of course, being a financial investment, our aim is to have a good return on the investment itself. And so we are looking towards, let's say, ever performance is also similar to some already transactions that has been done recently on the same kind of, let's say, shares that we have in our portfolio. So Andrea, I think that...

[Andrea Randone, analyst]

Yes. It was approximately a 20% higher value latest [indiscernible] transfer with, let's say, stake of approximately 10%. So that's what we can expect as well.

[Daniele Misani, executive]

Okay. So this is our target. We are moving in order to do that. For sure, it will be disinvested in 2023 being in the IPO or being -- we find some acquirers that we can move our shares to them in order to get the gain that we are looking for.

Preferably, in the first half of the year, of course, we want not to sell not to have a good gain. So it's also related to the overall market and stock exchange condition that is not so easy as far as today.

[Andrea Randone, analyst]

Thank you, Daniele. We have another question. And it's you mentioned in the press release that Fintech is expected to grow strongly in Q4 2022. Is that to be much higher than the 25% reported in the 9 months of 2022?

[Daniele Misani, executive]

It's not much higher, but still, let's say, a growth of 25% is very strong. We are looking for the next quarter something better than 25%, but not much higher. So we are not speaking about 50% because there are a lot of, let's say, programs that are more related to advisory consulting services and so on. So the scale-up of the revenues is not so quick, like, for example, for selling licenses, one-off, let's say, reselling of licenses. But of course, we started the programs during the second half of the year. So Q4 will be a stronger, let's say, results expected like we did last year. So also last year, Q4 was very strong in terms of growth in terms of profitability because the seasonality of the activities related to services. So most of the programs will close. And so there will be good results, outlook for the Q4. Of course, 25% to 30% can be considered the target we are looking for.

[Andrea Randone, analyst]

Thank you so much, Daniele. We have another question related to the M&A plan. In particular, they are asking if you're planning to close any deal before the end of the year or if for the year, we are done in terms of acquisition.

[Daniele Misani, executive]

No, no. Already during the, let's say, presentation, I know it may be as long people -- it's difficult to follow all the presentation itself. But I already introduced that we are working very hard in order to close some other acquisition before the end of the year. And in particular, we are looking to 2 boutiques of consultancy these boutiques will bring an aggregated value of EUR 5 million in revenues and EUR 1 million in EBITDA. And so we are already in a good stage of negotiation, and we are planning, let's say, to acquire and to close the operation, at least the signing before the end of the year, okay? So at least this is something that we can achieve. Of course, the pipeline is longer. There are also bigger opportunity. But in terms of closing date before the end of the year, I think that these 2, so EUR 5 million, EUR 1 million EBITDA can be a target that we can reach.

[Andrea Randone, analyst]

Okay. Perfect, Daniele. Thank you so much. And now looking if we have any other questions from our investors. Yes, we just received one more question. So do you plan maybe a long time from now, a double listing on the American Stock Exchange?

[Daniele Misani, executive]

Yes. It's a long shot. For now, we have also issues with the, let's say, European Stock Exchange because I think that like many investor here, we are happy but not so happy. So probably, our evaluation is still underevaluated with respect to other peers. And then there is a lot of issues related to the stock exchange in general because of the particular period in which we are. Of course, nothing can be, let's say, avoid we can think about it and maybe spend not of the overall company, but some may be a company that is working also strong with strong growth capability on the North American market. It can be a target to be listed in that particular environment. As far as today is not part for our plan as far as today enable listing.

[Andrea Randone, analyst]

Good. Thank you so much, Daniele.

[Daniele Misani, executive]

Another one?

[Andrea Randone, analyst]

Yes, we just received another one. They are asking...

[Daniele Misani, executive]

Can I mention also the people that are asking in order slide is not...

[Andrea Randone, analyst]

[indiscernible] is asking. So we plan to present a new business plan after the result of the year, which will be strongly better than the result of 2021. So to make it short term, are we planning to have a business plan after full year results in 2022?

[Daniele Misani, executive]

Yes, the plan is this. So originally, we had a plan to present the business plan before now in September, so after summer break, but because also the overall market condition, stock exchange condition, the war in Russia and Ukrainian we decided to postpone the communication. We are working on a 3-year plan until 2025. Of course, the plan is in continuity what we have already done in the first 5 years, so we continue strongly to growth. And our plan is to have a major, let's say, presentation of this by the -- during the first quarter of the next year with an outlook of the next 3 years. Of course, it's complex because the situation overall is complex to predict because many, let's say, different situations that are impacting on the overall business. Still we are planning in a strong way with a clear, let's say, target results for the next 3 years, we would like also to share this with the investor community next year after the results, yes.

[Andrea Randone, analyst]

Thank you, Daniele. We have a follow-up question to one of the previous, let's say, answer you provided. So you mentioned before that you are planning to close factor -- M&A factor as within the end of the year and our investors are asking the EUR 5 million sales and EUR 1 million of EBITDA are on an annual basis.

[Daniele Misani, executive]

Yes, pro forma, yes, not for the consolidation, yes. It's a pro forma value. So 2 boutique working this kind of amount. So in order to start the next year, with an overall pro forma around EUR 200 million in terms of revenues and EUR 30 million in terms of EBITDA, okay? For sure, for the consolidation of the results, these 2 acquisition will not have a strong impact in 2022. So just a limited one, of course, because we will close in December. So there will be no big time in order to consolidate the values.

[Andrea Randone, analyst]

Perfect. Thank you, Daniele. And I think there are no further questions. Maybe we can wait just a couple of seconds.

[Daniele Misani, executive]

Okay. Otherwise, I thank you, everybody, for attending the speech. I propose -- I promise, next one will be live in Colombia once the offices we are in our headquarter, a good auditorium. So it will open live for people to join. This may be the last one, let's say, teleconference one speech. Of course, Andrea is from Berlin will connect, but the rest of the people...

[Andrea Randone, analyst]

Let's see, if you invite, I can also plan to join, Daniele.

[Daniele Misani, executive]

We have to save on costs. So no, no plans. No plans.

[Andrea Randone, analyst]

Okay. Good. Thank you so much everyone.

[Daniele Misani, executive]

Thank you, everybody.

[Andrea Randone, analyst]

No further questions, sorry. Yes, yes, no further questions.

[Daniele Misani, executive]

Okay. Thank you, everybody. See you soon. Bye-bye.

Thank you. Bye-bye.