Thomas, please go ahead. good morning everyone uh we prepared 30 slides today we want to keep it short so that we have ample time for q and a and for the partial solar eclipse later over europe so the executive summary to start with uh we are achieved revenue of 1075 million and that's a plus of 8.4 percent and the first time that Medios achieved more than a billion in the first half year. Our EBTA Pre is at 44 million that's minus 5.1% and a EBTA Pre margin of 4.1%. Our focus is unchanged. We focus on profitability, cash conversion and operational efficiency. For that we started the project Avanti Medios that is helping us to cut costs and to help those operational excellence initiatives that are long-term but I think we see the first positive development in the second quarter. Yesterday we announced a strategic milestone with the acquisition of CELO, a company that fits our compounding initiative and helps us to enter the German market. We're excited about this opportunity and we will give you more detail in this slide deck looking at the numbers of the first half here we see that our revenue grew all segments helped with the regman revenue growth and at the same time ebta pre-margin is lower than in the previous year that is due to lower profit marching and increased operational expenses we see those effects continue in the second half of the year And that's why we adjusted our guidance, as we told you last week. If you look at the different business areas, we see pharmaceutical supply within a revenue growth of 8.5%. And at the same time, price pressure on specific marching high products. That resulted for that segment a 2.7% marching compared to 3.3% last year. That's where we had the biggest impact in the first half year. Patient-specific therapies, on the other hand, we also see a strong revenue growth of 8.5%. And what's very rewarding to see is that in Q2, our operational exponent measure helped to increase the EBTA margin to 10.2%. We expect positive development for the second half of 2026 in that business area. our international business revenue growth is 6.9 percent and also a healthy ebta and at the same time we see some marching pressures going forward and we took that in our adjusted guidance on the regulatory radar we see the drug price regulation hilfstaxe still under arbitration so we don't really know what the outcome will be we expect that to be closed this arbitration procedure in 2026 and in our forecast we have only a limited impact there knowing that no it is not yet known for pharmacy reform plan we don't actually see a significant influence on medios and the gkv contribution rate stabilization act is in force since the 30th of july and we got a negative there that the cannabis flowers are no longer reimbursed that movement was a little bit faster than what we expected and we took that negative impact into our adjusted guidance health security act is still under negotiation planning it is not yet in in the government bodies we expect that to be happening in the fall window and see there a opportunity for medius once the regulation is known the eu directive is a rather long-term project there is nothing changed we believe that the national law will integrate those adjustments in the second half of 2028 and we see those development in europe we are the supportive of our business model so much for the regulatory radar and now to what everybody's probably most interested in is the acquisition of salo here are the details we have a we are going to buy a 74 stake in caesar and laurets gmbh that's a total consideration of 9.4 million we pay 7.9 million for the 74 percent of the shares we have a 1.5 million control premium which later can be deducted when we will buy the remaining 26 percent of the shares included is a neural node provision that depends how the market develops of 1.8 million salo is the market leader for compounding ingredients in germany so it accelerates our entry into german market that's something we were looking for and it has a complementary product portfolio to our pst business that is complementary and also serves the pharmacies So we see synergies there. We also see process synergies in combined sourcing, marketing and sales mainly going forward. Signing up was yesterday and now we are going to the antitrust process and we hope that we can close the deal in a relatively short period of time. What's the company? These are laureates. We have 240 employees working there. We are serving pharmacies, hospitals, industrial clients, mainly in Germany. And overall it is the compounding essential business. We sell OTC products to pharmacies, to hospitals and also to the pharma industry. Overall they make 40 million revenue is the expectation in 2026. and they expect a EBTA of 1.6 million. Our target for the EBTA is higher. We see that we can, as a combined entity, we can increase this marching profile going forward. It was founded a long time ago in 1886 and headquartered in Hilden and Bonn and the managing director as CEO Dogen will remain in the director role while Ulrich von der Linde will retire to be shareholder going forward. How does that deal fit with our strategic objectives? It will strengthen our core market in Germany that's very important and it will add services for pharmacies as we do the dispensing for smaller quantities in those facilities that are gmp approved salo is the clear market lay leader with what you see up here in the right corner a very very well-known brand in the pharmacies you really see the seal of salo label in every pharmacy that does some compounding business so we see a good opportunity to further strengthen that brand recognition and position it in the medius network even more successful than in the past it is also a next step for our european api platform extension we have meta pharmaceuticals in spain and marquis in belgium and we will combine that as month compounding essential gmbh under the leadership of constantine and we see growth opportunities in europe and have now a solid platform to further go after those opportunities where are the synergies certainly in the supplier network it's important that we have a professional sourcing organization for all three companies and we see opportunity there to have a better procurement operations going forward we also have add capacities to our network where we believe we can further grow the business and we'll do that in our integration office going forward with that i pass it on to stefan who explains you more about the financial details of this transaction thank you very much um thomas and also welcome from my side and i will jump in directly uh in this slide regarding the financial assessment of the transaction and the acquisition of the 74% of sale.
So let me focus on three topics, synergies, the valuation, and also how we will finance the whole transaction once closing takes place. So on the synergy side, as Thomas already pointed out and mentioned, There is mainly opportunities around there in terms of the cooperation between all our API businesses that we have now with CELO in Germany, but also in Spain and in Belgium and combining this kind of stuff. and we are also um tried really much to to separate and to see what are the the opportunities in terms of synergies that we could get out for and that you can see on the black bar which are the synergies that we will see on say low level itself and what are the ones that we believe that we will see on the on the level of the other um two companies so that will mean we will uh we will have let's say a good two years, two to three years to really come to the full extension of the synergies that we want to get or that we believe that are realistic. They are obviously mainly focused on the strengthening of the cooperation of a very good purchasing network and therefore really much this has to be the focus of our synergies, the operational excellence, the cooperation between MAHIS, META and CELO and this will start immediately after closing took place and all the approvals are there. So in total we will see 2.1 million opportunities which compared to the EBDA number that the company currently has is a quite significant improvement that we believe that we could get. In addition, then coming to the valuation, all what you see here, the EBDA multiple based on the 2024-2025, because the company has a fiscal year which is not the calendar year, that's why it's called like that, it's an EBDA multiple of 5.4. Or you have to know that all these numbers that were discussed with CELO as of now before closing are numbers of the company which is doing all their accounting based on German Gap. So all these reclass what you normally see or you have to see based on IFRS 16 for leasing expenses is not yet included and therefore by technical issue itself will also increase margin and will optimize also here the multiples that we see. So what you see here in the numbers, it's all the EBDA multiple based on the German Gap numbers. And therefore, with the synergies, we really strongly believe that we will bring a significant improvement of the qualities of earnings in there. Talking shortly about the financing of the transaction. So we made there a bridge financing of one year, which is based on the following condition. This is the euro short-term rate is the basis, and we have there an interest margin of 0.85 that we have to pay. I think these are very, very good conditions in terms of getting the financing structure of the company. Why we decided to do a one-year-based bridge financing in the first instance? Because, you know, in our credit facility that we have with our core banks, there is also a kind of revolting credit facility involved where we have an increase option that we then can take in 2027. So the point is here, we will not refinance the bridge with a complete different transaction in terms of financing, but we with the structure of the extension increase option of the RCF, we are able to do that in a very easy level than in 2027 and therefore are here on a very safe side. In addition to that, you have to know that our leverage ratio is as of now before the acquisition with 1.32 on a very conservative and a very good and low level. And even with the acquisition also already here taking into mind the leasing obligation that we then have to show as financial debt, we will change that to increase from 1.32 to 1.42 due to the fact that we have to finance the purchase price. And on the other side, also having there a five-year term loan, a five-year rental agreement for both locations in Hilden and Bonn, but with additional extension option also for the future. So flexibility in that perspective is 100% on our side, and that is very healthy and very good. so this having said um i would like to to close my additional information on the financing side of of the transaction and give you a flavor what are the next steps so obviously yesterday as Thomas said we had the signing of the of the contract now in the following days on short-term basis we will meet the notification uh to the competition authorities the Bundeskartelamt with all what we what we know all what we got as information from the lawyers it's it's it's nothing that we should expect in terms of any issues um so it's a formality that we have to do but nevertheless it's an important one and we take it serious and then the attendant closing um once again it's always depending on when we get the the green lights from the bundes cartel and will then be there and hopefully we believe that in Q4 we can manage that and having there the closing of this transaction. This having said, going back to the financial overview of Medius and coming back to the half-year numbers and giving you a little bit more detailed flavor of where we are. Thomas already pointed out that we have a strong organic growth in revenues, but at the end of the day when we're talking about the EBITDA pre-margin we reduced from 4.7 on last year to 4.1 percentage point we will come when I guide you through the different segments to the different reasons why we have that. An additional information I think which is needed is even when it's not yet guided it's the cash flow from operating activities It reduced significantly from 23.4 million in the first half of last year compared to the 11.2 this year. This is mainly due on the one side, obviously, due to the somehow a little bit lower level of the EBITDA that we have as a company. But on the other side, and that is what we have to know, it's mainly timing issued due to tax payments because significantly higher tax payments or lower tax refund took place in the first half of 2026 compared to 2025 what we saw there. And this alone, on the tech side, these are impacts on around €6 million, which obviously negatively impacting the operating cash flow. Talking about everything what is working capital, we are absolutely on track in optimizing that. For sure, you see an increase between the first half of 2025 to 2026. But let's say the development in the first half last year and the development of the working capital was quite positive. And we were able to optimize also here and to improve slightly our ratios that we have. So, therefore, working capital transaction and activities are on track, mainly impacted cash flow by additional tax payments, which did not take place in the first half of the year 2025. So, therefore, not that somebody believes that due to the operational business, we are not able to generate any cash flow anymore. so this is absolutely not the case we will come back and also our targets that we see with the straight operational cash flow steering and management will continue in that way for the second half of the year now as promised getting back to the growth and the overview of the different segments pharmaceutical supply patients specific therapies and international businesses Here you can see the quite significant good growth in mainly with 8.5% in pharmaceutical supplies, but also in the patient-specific therapies. So there we are very happy that we were able to realize there in the first half of the year a very good performance. You see on the EBDA pre side that in the pharmaceutical supply, we are below prior year. This is mainly due to pricing issue with some specific products that we were not able to get this higher margin in this year on the pharmaceutical supply side. On the other side, when we go to the patient-specific therapies, it's always still on the half year, a little bit below prior year, but the second quarter was already very promising. And last but not least, obviously, the international business also developing here good with a growth of 6.9% in sales and a slightly better EBITDA pre-margin in that year. As I already mentioned, revenue went up in pharmaceutical supplies, but EBITDA pre-decreased, so that is obviously not the structure we like to see, but this is due to continuous price decrease on selected individual products, which unfortunately also we will see that this will maintain in the second half of the year. So there we do not believe on a big recovery in that perspective. Nevertheless, I think we are all nevertheless here on quite good track. And also compared with other wholesalers, we still have a good margin that we are able to achieve. Medicinal cannabis business already started. You know that from the presentation of the first quarter. It was a little bit later. so it was a delay in the first quarter but it developed quite positive in the second quarter this year so um so we gained the momentum unfortunately with now new law in not getting any reimbursement any more of the cannabis flowers that will make the develop further development very difficult or more difficult in the second half of the year but that as Thomas set is already included in our new our new guidance in there also you have to know that nevertheless cannabis is not the big revenue contributor still for medius going to the bridge that we showed first time in the q1 year over year so you can see the major impacts are the 2.7 million uh with the price drop of various products individual products that we that we have there then we see um a good development in new businesses like the nomadis and also uh the the cannabis one and on the other side um there are some uh some operational expenditures um increasing um labor cost increase which are normal so apart from this price drop we would say businesses are developing okay but the price drop unfortunately in that business we cannot compensate here coming directly to the patient specific therapies also here the situation now and here i would like to draw the attention mainly to the to the second quarter so also those who participated in the call of the q1 notice that we're there we were due to several reasons below expectations in the margin now the good message here is we are back on track regarding the growth of the business in terms of the revenue so we increased from 54 in the q2 to 59 million revenues it's a growth of 8.6 percent so and that in a in this market in germany i think it's a good development that we have Second, also here, and that is also what we promised on Q1, the margin and the margin quality of these segments will come back. And here we are. Now we managed to get the 10.2 percentage point EBDA. So Thomas already mentioned our Avantis Medios project. Also here shows the first good positive impact. And also I just want to draw the attention on the fact that and what we announced that we closed the location Aschaffenburg and the site Aschaffenburg end of last month. So therefore that will mean impact, positive impact due to this, let's say, change in the structure is not yet included in Q1 because this just will take place in Q3. and that's why we are quite positive that the good development will continue in that segment and we are absolutely delivering with our business here in Germany what we promised and our guys with our colleagues with Christoph, they make a really great job to optimize your margin in a German market. In terms of our bridge, what does that mean? So we have here a quite positive volume impact, which is obviously helping us and which brings us the growth. The drug price regulation, that is this impact on the German Hilfstaxe. That is the normal, let's say, price impact that we have to compensate and we have to live on that perspective. On the other side, then there is also an increase in personal costs and also some other costs still in the first half of the year. We were working on that mainly on the other side to improve the situation and also the operational efficiency and excellence will help us going forward in the second half of the year. So I think, well, well done. Coming now briefly to the international businesses. Also here, revenue went up. So we are now at 44 million. When you have a look at the Q2 last year, it's a 42 million. It's also here quarter by quarter increase of 4.8% in terms of revenues and sales. And also the EBDA margin is with 17.5%, one of the best that we had. Obviously, it's not the best, but compared to the Q2 of last year, I think we were quite significantly improved. Also here, management and the people made there a good job. and also here we know that on the terms of operational efficiency we have already identified the activities to do and we will work on that that also with the Avanti Medios project which is a total group perspective program also will then step by step show positive impacts on the next month to come. We know that there are some higher material costs mainly with the eye syringes that we are delivering to our customers and also these are topics where measures already are started to solve that issue and to to improve here uh the gross margin in that product segment coming also here um as a summary to our ebitda bridge so positive volume effects of about 4.2 million then we had last year and this year both two different disinvestments which we believe that for transparency reason we should show there a separate impact this were mainly sale of one pharmacy in last year and this year it was the uh let's say the the sale of of a building that used anymore in Belgium where we had extraordinary earnings, if you want to say like that, of 0.8 million. So still last year more higher positive one-timers than this year if we compare that. And then on the other side we have the known additional material costs, mainly talking about the eye syringes products and then the topics like wage increases which are the normal increases of wages that we have from one year to the other year you see personal cost savings on the one side that is that is correct but it's unfortunately compensated via the opex on the other side why is that the case because currently some internal plant people are not hired currently mainly on a pharmacy side and are used with external people these costs are shown in the other operational expenditures and therefore it's more let's say a change in the cost level or in the cost line where you can see that finally we were able to increase here the ebda pre we were able to increase for the half year one the total number that is great the second quarter was even a very good development of margin and that makes appetite to get to get more and to develop further this international area last but not least coming back to the media screw person whole you already know with the announcement that we made last week that we say on the sales or revenue side we developed quite good so also here our now revised guidance is a little bit higher in terms of sales than what we when we had in the uh in the first guidance so we now say it's 2.1 up to 2.16 billion uh euro as uh as our sales or revenue guidance on the other side uh and that is not our target but due to the fact that we have this pricing issues mainly on the wholesaling activities in ps segment and uh and on the other side the the positive development of cannabis is not coming in the second half of uh of the year um these are major impacts also if you want to say it like that that we have to take down a little bit the ebta pre um guidance margin from 94 to 102 now down to 88 to 92 million um you can see on the right side all the different reasons for that i can assure that the management is working hard on on really focusing on the avanti medius and make all the operational excellence activities happen this year and also for the years to come um but i think also here that is uh the realistic guidance so with that i hand over and i give back to thomas um for the focus activities and the takeaways thomas thank you stefan i'm gonna keep it really really short nothing changed here with our focus activities we have the one
