Revenio Group Aktie

Good afternoon, and welcome to Revenio Group Q1 Earnings Call. My name is Jouni Toijala, and I'm the Group CFO for Revenio. And today, we have a bit more bigger set of team members here. So in addition to the normal Robin Pulkkinen, our CFO, we also have Erkki Tala, Vice President, Products in a call as well. And the reason for that one is that we are going to run today a bit more longer earnings call. So of course, we are going to start with the Q1 financials and the business highlights.

Then we go through the guidance part, which we actually don't have. But then we have a pretty extensive part run by Erkki regarding to the Visionix transaction, especially related to the products and the product portfolio. But let's jump to the Q1. So reported net sales, EUR 27.3 million increase on the reported side is 4.8%. Currency adjusted net sales growth, 8.4%. So I think it's a good number, especially if taking into account the extremely strong start in the U.S.A.

So in terms of the euros, of course, but especially in terms of the U.S. dollar, the organic growth in the U.S.A was very, very strong. Then if you look at the other countries, so Europe was growing really strong as well. So especially France, U.K. and Germany. So in terms of the sales, good performance in the U.S.A. and in European countries. And then we still had a pretty tough comparables in the APAC side. So the APAC was slightly down.

And if we look now at the start for the Q2 in APAC, so we start to be extremely well on track also on APAC side what comes to the sales. Then operating profit reported EUR 2.4 million, so significantly, of course, down. And of course, the main bucket there is roughly EUR 3.1 million one-off costs related to the Visionix transactions. But Robin is going to cover these ones in more detail. So in adjusted operating profit perspective, good numbers of 21.3% from the sales, of course, slightly down from the last year.

But let's move to the financial part. So Robin, over to you.

Thank you. So the typical graph I think people are used to seeing. Jouni covered the top line part. Maybe also highlighting there that the comparable Q1 '25. FX-adjusted growth there was already close to 15%. So we had a really tough comparison period ahead of us in Q1. So considering 8.4% FX-adjusted growth, we feel it was a pretty good start and in line with our plans for the year.

The profitability did come down on the reported level, but there were EUR 3.4 million. So the EUR 3.1 million of the transaction-related costs and then also some additional costs related to certain organizational changes we did still in the first quarter. Overall, the profitability drop is largely driven also by the margin, which is a lot lower now compared to last year. We know that the tariffs are impacting that, but also the product mix. But we did now improve the gross margin from the last quarter of last year.

So we -- like we discussed, the price increases didn't go in at the end of the year. We have been now implementing those at the beginning of the year. So not fully effective for the whole quarter, but starting February, basically, the price increases have been in the U.S. Adjusted operating profit, so that's probably the better line to look at the profitability. So 21.3% and EUR 5.8 million of revenue.

I'll come to the others in the coming slides. Basically, looking at the quarterly trend line a bit on the sales. So Jouni covered, we did really well in the U.S. and Europe. Basically, the FX was really giving a lot of headwind on the dollar versus the euro. So basically, the change comparing to the comparable period, the euro is 11% stronger. So basically, that is pretty much the impact that we have on the consolidated level then when converting them to the euro.

So the U.S. growth alone was actually very strong as well as Europe. APAC, like Jouni said, we still continue to have some headwinds, but there were also some larger transactions in the comparable period, which are kind of impacting the growth, but we were able to achieve there. So here, the profitability trend lines. So here also reflecting the one-off costs and then the organizational impacts that we had.

On the cost side, there also was actually probably a bit less than we expected on the FDA costs related to the DRSplus and ILLUME regulatory approvals in the U.S. So those costs didn't really incur yet in the first quarter, but we are now expecting them to start accumulating more in the second quarter, and we see that patients are now starting to come into the clinics where we are doing the studies. Balance sheet remains unlevered for now.

Everybody knows and has heard about the Visionix transaction. So the equity ratio was still strong at the end of the first quarter. This is, of course, going to change as the transaction closes. So like we've discussed earlier, the net-debt-to-adjusted EBITDA is expected to decrease below 2.5 after the equity raise that we are planning to do in the fall. So basically, the leverage rates are going to be a lot higher at the closing, starting from the closing and then getting more to normalized levels once we do the rights issue in the fall.

So basically, equity ratio probably is going to be around 50% or slightly below 50% by the end of the year. But now at the end of Q2, when we come out with our Q2 numbers, the balance sheet is going to be quite levered. Cash flow was not very strong in the first quarter. There are basically a couple of drivers. At the end of the year, you can see our Q4 was really strong. We did that quite -- we have like in Italy for our subcontracting or manufacturing, we have 90 days payment terms.

We had quite big open invoices in accounts payable at the end of the year. Those have been actually not paid in the first quarter and also the revenue for the first quarter was very much March weighted. So well over 40% of the whole quarter sales was actually taking place in March, which kind of resulted in the AR to be quite abnormally high for this time of the year. Also, some tax payments were slightly higher than the previous year. And then the main shareholders, not many changes here.

The one that you can see is actually Danske, the # 5, Danske Invest. They have appeared on the list now. As a Finnish fund, I assume the result is that the Finnish ownership actually also increased by roughly 1.5% during the quarter. For the guidance, we have now withdrawn the prior guidance. We are kind of looking to come out after the transaction closes with an adjusted outlook for the year.

But for now, for the coming weeks, at least, we don't have any official guidance for the investors. And then we have the AGM coming up. So if you remember, we canceled the original AGM, which was planned to be held around mid-April. Now the new date is May 12. There's a couple of changes to the original invitation that we sent out.

So basically, in order to complete the transaction, we are asking the AGM to authorize the Board of Revenue to decide on a directed share issue for the sellers, which is part of the transaction payment and also asking for an authorization for the Board to decide on an issuance of shares in a planned EUR 80 million post-completion underwritten rights issue. Also, they are different from the original invitation.

We have new -- 3 new Board members that are being proposed. So the Board is proposing for the election of Charles Vilgrain, Marc Abitbol and Nicklas Hansen to the Board of Directors of Revenue at the AGM on May 12. And then also just to note here that we have transaction support from the largest shareholder, William Demant. So they have irrevocably undertaken to kind of subscribe -- or sorry, vote in favor of the proposals to the AGM by the Board or yes, by the Board.

Good. Excellent. So before the Q&A, so let's switch the gears to the transaction, which was signed April 13. So a couple of recap slides from me, and then we actually go -- Erkki is going to go through in more detail the product portfolio and the overall logic why this deal so very much is making a sense for revenue. But if we start from here, so as I said, so the April 13, we joined the forces with Visionix and why this is remarkable?

So we have been working in an addressable market, which represents roughly a $1 billion in terms of the U.S. dollar. So we have been working on Fundus Imaging Perimetry, Microperimetry and Tonometry. And by joining the forces with Visionix, we are going to get an extremely comprehensive product portfolio, and we are able to increase the addressable market now from USD 1 billion to USD 2.5 billion.

And why this is crucial for us also in the long-term is that now we have a full suite of products for optometry, optical retail and then, of course, enhanced coverage on ophthalmology side as well. But Erkki is going to come back to this one. And as a recap, so EV EUR 290 million plan was really to finance the deal with the cash reserves when issuing the revenue shares to current main shareholders of Visionix with the price EUR 22.40, so significantly higher amount, which we are currently trading.

And then we have a debt financing plus the vendor loan. And then, of course, the [ rights to ] Robin is going to come back to this one. And in addition to this one, of course, we are expecting to have significant synergies coming from the sales side and also from the cost side in the coming years. And a couple of words regarding to the Visionix. So roughly [ EUR 150 million ] of the sales team is a global team. So even if it's here said that it's a French company.

So less than 200 people in France. And then if people are wondering that at Revenio, there's 250 people at Visionix there's a bit less than 600. So I think here, we have to remember that Visionix operates directly, so sales directly in many countries. So it means more sales force than us. It means more customer service installations, et cetera. And of course, also the assembly part of the business, which Visionix is partly having in-house. This is also a really, really good deal in terms of the sales coverage.

So as everybody remembers, so we have roughly 50% sales coming from the U.S.A., then a bit more than 30% from the Europe, Middle-East, Africa, LatAm, Canada and then the remaining part from APAC. So this deal is nicely going to balance now the regions. So the U.S. sales comes proportionally down then the EMEA increases and then we are getting more muscle also to APAC. But maybe we move to actual products now and the logic why this makes very much sense.

Thank you, Jouni. Next, I will open the strategic rationale of the Visionix transaction from product and customer point of views. Combined with opportunities, this new combined portfolio opens for us in varying and actively evolving markets where really one size doesn't fit for all. I'll deepen the view of the impact of total addressable market and customer segments and how expansion of them will open new avenues for our future growth.

And all this will be combined with the evolutionary state of each market in terms of professional allocation of diagnostic tasks between optical retail, optometry and ophthalmology. And this is really at the heart of the acquisition rationale as it explains really the full market potential.

So it's not only about having more products in more segments, but really having a coherent portfolio of products as a turnkey solution for different customer needs in different markets. And really market conditions vary a lot based on regulatory or legal environment, professional education and role of different professional groups. At the same time, and I will go back -- get back to that in a short while, many markets are going through a significant evolution, especially in optical retail and clinical optometry, which means that as a result, many companies are increasingly adopting fundus imaging in optical retail.

And now OCT technology is adopted very fast in optometry practices. And indeed, really the value of getting OCT imaging into the portfolio will also be further open in this presentation. part. So let's start from this total addressable market expansion. As Jouni mentioned, our overall total addressable market expands from USD 1 billion to USD 2.5 billion a year.

But from a product portfolio point of view, this means that we will cover the entire diagnostic path from pretest to refraction, ophthalmic diagnostics and disease monitoring. And while this is already a good news, it's also crucial to understand what are those product categories we will not play in even with a combined portfolio and why? So are we missing still out something critical?

Actually, in fact, the remaining market is largely related to surgical cataract care pathways where the largest product segments are operating room microscopes and optical biometers. And these are very much used in surgical cataract ecosystems, which are typically relatively closed and would ideally require also proven intraocular lens portfolio. And this market has really relatively high entry barriers.

So we have made a clear strategic choice not to enter into the surgical settings, but stay in diagnostics. And this is a natural continuation for the strategic decision made already back in 2021 to focus fully on eye care and fully on ophthalmic diagnostics. That said, it's good to also have in mind that many general diagnostic modalities from refraction to OCT are also used with cataract patients, too.

So this means that we will cover almost all the product segments in this target market, excluding surgical cataract theater. If we then look at the customer segment expansion, that gives another important angle of view. Traditional customer segments for ophthalmic diagnostics companies are optical retail, optometry and ophthalmology.

And I have to say that most companies typically just cover some of them, but we will, going forward, cover them all. And also having a leading position on top of that in microperimetry with our unique MAIA device, servicing strongly growing pharma research field and going forward, also growing a retina specialist segment.

And additionally, we have also expanded to other health care like primary care and diabetes clinics with our screening solution, the solution that combines market's best screening fundus camera iCare DRSplus and very well-performing AI algorithm iCare RETCAD This combo, as we have seen in the market, has clear competitive advantage and has started to scale up well. So all-in-all, we can say that our customer segment coverage is the widest in the market when we combine these 2 companies together.

Okay. Let's move to a product portfolio then. So I started by covering the overall total addressable market expansion as well as the market-leading coverage in customer segments. So why does this combination matter? A few reasons. First of all, every single optical store, optometric practice, ophthalmology practice or clinic need refraction equipment, including lens meters, autorefractors, refraction units and [ autorefractors ].

Secondly, in optical retail, ophthalmic diagnostics starts from tonometers and advances to fundus cameras. Many large optical retail markets are still in this transition phase, offering a great potential for future growth. And I'll get back to this market evolution a bit more in details later. Thirdly, clinical optometry today demands ultra-widefield fundus imaging and increasingly OCT and typically as a combo.

Now that we have -- we will have these high-quality assets in the portfolio, this is really crucial to meet the needs of this segment, which is at the center of our business. And finally, ophthalmology. Ophthalmology uses OCT as a diagnostic standard in many cases already. And typically, this is combined with a high-end fundus cameras. So we will really have a broad portfolio of products meeting needs of different customer segments.

So we have called this as a turnkey solution for optical retail and optometry, and this is what it really is. So real turnkey solution can only be offered when the full clinical journey is covered by devices and solutions starting from pretest phase or screening phase as it shows here to refraction and further to clinical diagnostics and disease management.

And in our case, we will take the solution in optical retail until spectacle manufacturing by including finishing and dispensing devices in the portfolio. And beneath there, you can see connecting platform and clinical data management as an underpinning connector. So connecting software platform is really key to build efficiencies in clinical workflows to collect data from multiple data points, supporting clinical decision-making, often assisted nowadays by AI.

So when patients and professionals are not always in the same location, electronic data transfer and teleoptometry or teleophthalmology solutions are needed. And now these will be also included into our solution portfolio. So we will combine as a combined portfolio, all this together in a joint product portfolio and create a real one-stop shop for many key customer segments. As I mentioned earlier, optical retail and optometry landscape is really evolving fast.

And I want to take a few example markets really kind of trying to explain this more deeply why different markets need really different recipe, different products to be -- to meet the customer needs. So there are still many markets, also pretty large ones like Italy, what I've used here as an example, where optical retail is focusing on refractive examinations and spectacle sales. Now with the full refraction product portfolio, we can fully tap into these markets as well.

But there is, at the same time, clear trend that drives for larger adoption for clinical diagnostic tasks in optical retail and optometry, meaning that delegation of these tasks to better match increasing demand. And this is where Germany is used here as an example and is a good example of such a market. Such a market where optical retail is transforming towards early phase of clinical optometry services.

This includes typically tonometry and fundus imaging. And really, this offers a great potential for us as our combined refraction and clinical diagnostic device portfolio is in use. And we can see really a nice take-up on such kind of solution already today. Then as a third example here of different markets we operate in, I've got here U.S., U.K. and Australia, and there could be many other markets where we have got highly educated clinical optometry, acting as a primary care for ophthalmic conditions.

And in these markets, we offer full end-to-end diagnostic solution, including advanced fundus imaging and OCT. So hopefully, this clarifies the strategic importance of the full end-to-end product portfolio. This is really the only way to be relevant in all the markets and be able to tap into opportunities in the current evolution when they open. And then about the OCT. So OCT has been probably the best recognized and mostly mentioned addition to Revenio's current portfolio via this acquisition.

And really, it is an important part of it. But as I just explained, that's not all of the story. So with this transaction, we will get expedited entry to the OCT segment, which is really, in many ways, future-proofing our portfolio. And I'll now bring 3 different dimensions to the kind of importance of OCT. Of course, it is an interesting and important stand-alone business segment representing USD 700 million annual sales potential. And now we will get access to several subsegments in that business and in that market with this transaction.

So that's important. It's also equally -- almost equally important to really have a kind of solid solution for OCT as OCT is really becoming a diagnostic imperative in ophthalmic diagnostics in different ways, and I'll open that a bit on the next slide. And thirdly, OCT is not only a stand-alone business. So it also as a technology offers us new opportunities for our product development using the same technology across the different parts of the portfolio.

So what does it mean that OCT is becoming a diagnostic imperative in ophthalmic diagnostics. So a few words about the OCT itself, what it is. So you can imagine OCT being almost like an MRI of the eye. So really, it is a noninvasive micron resolution cross-sectional study of the structures of the eye. And that means that it really expands the diagnostic capabilities of fundus images to beneath the surface of retina.

It's not replacing fundus imaging, but it really increases the capabilities. And as such, it's really increasingly important tool for diagnosis and disease management for the common retinal and corneal diseases like AMD, diabetic retinopathy, glaucoma and anterior segment conditions. And we also believe that there will be increased use for OCT technology going forward in retinal screening solutions as well.

Then the role of the OCT as a driver for R&D -- future R&D opportunities. So how does it help to develop other products? Our confocal imaging technology has really proven to have superior image quality in fundus imaging. And now we can explore the options to combine this with a state-of-the-art OCT as the combo devices, fundus OCT combo devices are one of the fastest-growing OCT segment in the market.

Besides that, for example, our MAIA microperimeter, which is a gold standard in its segment, is an interesting area where OCT technology can be adopted to. So OCT technology will allow significant improvement opportunities for perimetry and microperimetry as well. So as an example, we have just released OCT-guided microperimetry software module for MAIA.

So we are already acting in that space, and now we will have own in-house OCT portfolio and technology and expertise and knowledge to build on. So to sum up the product and portfolio rationale for this transaction, really 3 key areas there or key elements there. So massive increase in total addressable market from USD 1 billion to USD 2.5 billion and covering vast majority of the diagnostic equipment we have decided to play in.

And on top of that, we will cover the market customer segments, all of them, actually, all core of them in the market have, as an outcome, have the widest customer segment coverage really, then allowing us to tap into opportunities in different markets, which are in different evolutionary phase.

And finally, of course, getting the OCT -- important OCT addition into portfolio and get that in a way that we will get 3 products straight into 3 subsegments in the OCT market. So having a great fast start and then really be able to adopt OCT technology into other product development as well going forward.

So then over to Robin.

So just a reminder, we'll just cover again how the transaction is being financed. So like in the beginning, you heard the enterprise value, EUR 290 million. Out of that equity value, EUR 250 million and EUR 40 million for net debt, net working capital and other adjustments. How it's being kind of allocated then the EUR 250 million is that 22.3% of that is being paid with shares. That adds up to EUR 55.7 million.

And the important point here is that the direct share issue to the sellers is done at a price of EUR 22.40, which is a roughly 50% premium of where we are trading today. And the remaining EUR 194.3 million is being paid with cash. For financing it, we have the Nordea term loan facility, EUR 130 million with very favorable terms from a shareholder point of view. We have the EUR 80 million bridge to equity facility with a maturity of 6 plus 6 months.

We have, of course, cash in hand, and we've agreed with Nordea on a revolving credit line, if needed. We have agreed with the sellers on EUR 17 million, roughly 10% of the cash portion vendor loan interest-free payable 12 months after closing. And with that, together with the directed issue is kind of how the transaction is being financed.

The post-completion rights issue for kind of repaying the EUR 80 million bridge loan that we've agreed with Nordea is actually subject to decisions of the AGM scheduled to be held on the 12th of May, so in roughly a couple of weeks. So Nordea has been engaged to act as the global coordinator and underwriter for the rights issue. The rights issue will be taking place sometime mid- to late second half.

So we need kind of to be able to close the Q2 first to have fresh numbers. We will be preparing a full prospectus for the issue. William Demant and the sellers together have basically representing roughly 31% of the shares after post completion have irrevocably committed to subscribe pro rata for the shares in the planned rights issue and the remaining 69% is basically underwritten by Nordea.

So the financing is fully committed as it stands. Basically, so like I said, the proceeds from the rights issue is being used then to repay the bridge loan we have in the balance sheet.

Let's start recapping. So here you see the phased value creation journey. So 3 major parts. So first one is the quick wins mobilization. Second one, traction and buildup. And then the third one is continued growth and sustained leadership on the product side. And if you start from the first one, so quick wins and mobilization. So we have been working already months in order to be ready from the day 1 after the closing.

So we have a clear understanding regarding to the -- how the organization operative model should go. And really the plan right from the beginning is to have a clear target setting regarding to the top line synergies. So where are we going to get the top line increase during '26, '27, where we are going to get the cost side of the synergies. So extremely good clarity for those plans starts to be there already and ready for the day 1.

And then regarding the long-term synergies, so we are working and starting to work in detail regarding the portfolio product strategy, updating the combined company corporate strategy and heading towards the CMD, which we are going to keep towards the end of September, early October. And as said earlier, so we are targeting to have a EUR 20 million EBITDA uplift by the end of '29, where the 70% is planned to come by the end of '27. Then if we move to the traction and buildup part, so of course, we continue to harness the synergy plan.

But then there's a big effort coming and on the plans already end of '26, early '27 how the combined product road maps are going to look. So we see there great opportunities. And of course, all the time during the '26, '27 and onwards, the both companies are planning to continue to invest into the R&D. So as a stand-alone revenue in every segment where we are currently operating, we are going to have compelling products and software services coming out in the future and same, of course, applies for the Visionix.

And here, we have said that by the end of '29 bit by bit, we are going to get also, of course, the profitability up into the levels where we're currently operating. And then beyond 2030, so we are having also the clear ideas in mind, of course, needs still a work, how we are able to sustain the innovation for the forthcoming products and what really compelling and totally new we would be able to bring to the customers in the long run.

And also the plan is to start approaching from 25% EBITDA margin more towards the 30%. And as said, April 13, so really the clear plan and target is that we are aiming to go 3x faster than the market. So I think this is just good for everybody to keep in mind. But before moving to the Q&A, I bet there's quite many questions coming.

So before jumping to that one, I would like to say a big thanks for Robin. So we have had a joint path together now almost daily basis for 6 years, you have been working for Revenio. 11 years on June and you came in, there were lots of people, then there were 35, 40, right?

30, 32.

And then we were divesting the portfolio, getting this interview in and now working on the Visionix in order to open the next great path. So on my behalf, big thanks, Robin, for -- it has been a pleasure to work with you and good luck for the forthcoming job as well.

So -- and then, of course, the good news is that we have been onboarding with Robin, Juha Jaatinen already and so we have a continuation plan already in place and working well. But thank you, Robin. And not released yet for sure. So we have a Q&A coming, and I bet there's many, many questions coming. But anything you would like to say?

No, I want to thank everybody in the company, the colleagues and coworkers, of course, the investors and all the partners involved. It's been, I think, a great 11 years in the company. The difficult decision, timing maybe not optimal. These are the M&A and changing jobs is a long process and kind of this time maybe the timing wasn't ideal.

But I feel 11 years in the company, it may be time to have a look at what else there is around other than revenue, but I'm still joining another public company. So if you follow, then I might be that our roads come across again.

Very good. Thank you, Robin. Let's move for the Q&A. I bet there's many questions coming. So let's address them all. Thank you.

[Operator Instructions] The next question comes from [ Guillermo Brinirocha ] from RBCCM.

Just 2 from me. Could you update us on how the iCare ILLUME ramp is progressing? So last result, you reported strong momentum in Life side. So has this momentum continued? That's my first question. And my second question, you pointed to a very strong sales growth in the Fundus device this quarter. So does this mean that we can expect a large increase in the ILLUME subscription through 2026 and next year as well?

So regarding to the ILLUME momentum, so that's continuing. So we see increasing amounts of systems taken into [ life ]. We see increasing amount of course, hardware sold part of the ILLUME end-to-end package. We see increasing amount of scaling the AI report package up. And as said quite many times, of course, now the majority of the revenue is coming from the device part, i.e., the DRSplus.

But the overall take-up is good. Feedback is extremely good regarding to the full end-to-end solution. Then regarding to the fundus imaging sales. So we see -- we saw a strong growth in the U.S.A. on the fundus imaging side, EIDON selling really well. Of course, the DRSplus, then more sales on Europe level regarding to the -- or driven by the screening whether it ILLUME or just DRS plus sold for screening. So I think that, hopefully, [ Juliame ] addresses your questions or anything else.

The next question comes from Nikko Ruokangas from SEB.

This is Nikko Ruokangas from SEB. And first of all, thank you, Robin, for the years and good luck for the future. I have a couple of questions, and I'd like to start also on the fundus imaging side of old Revenio business. Could you comment on -- have you seen kind of the market there improving or do you think that you are taking market share there given that some of your competitors seem to be struggling in the segment?

Regarding to the Q1, I think we haven't yet seen the competitor numbers. So I think coming most probably in 1, 2, 3 weeks' time. So hard to comment on that one. But I think it's the normal market when it's normal on the fundus imaging side growth roughly 3% or so forth. So for sure, we have had a higher growth.

But I think we know in a couple of weeks' time when we know the competitors numbers. But for us, it has been -- products have been moving out really, really well and especially even if looking from the U.S. dollar perspective, so growth in the U.S. dollar perspective, which is then comparing apples-to-apples. So we have had a good growth during the Q1.

That's good to hear. And is it something or this kind of a sales mix for the old revenue with higher now fundus imaging taking higher shares or is this something you expect to see also in the coming quarters?

For the whole year, I think we've kind of planned the growth also for tonometers. But now imaging did take a very strong start for the year. We do have very promising deals on the imaging side, especially on the pipeline. So there's a good chance that does perform quite well this year. Difficult to say yet. But I think Q1 was a bit stronger than we expected a couple of quarters ago.

Okay. Then moving on to Visionix. And I was wondering whether you could give us some comments on Visionix performance in Q1 as you probably know how they have been doing. And then maybe additionally, as you just talked about different product categories you are entering now through the acquisition. So could you give us some further color on which product segments within Visionix have been growing and which have not during the past couple of years?

So do you want to comment? So maybe I comment. So we signed the deal April 13. We haven't closed the deal. So we don't have a possibility to comment on their behalf their performance as such. Perhaps the general comment regarding to the different segments, what they are having.

So from the market study perspective and overall industry trend perspective, it's fair to assume that OCT is from the ophthalmic diagnostic device market perspective. So that's estimated to grow quite fast. So 4.7% roughly, as Erkki was mentioning. So I think it's a fair assumption also from their side that that's a growing segment.

And then, of course, the multimodal devices, which were really core of our strategy around. So if you go back the last CMD, so we were highlighting the multimodal growth. So that's really a growing segment where Visionix is having a unique product.

So on that perspective, I think they are good on that side as well. And of course, the software solutions. So coming back to the telehealth, what Erkki mentioned. So telehealth is increasing in terms of the demand as well. So -- but Nikko, sorry, not able to, before the closing answer on their behalf.

Yes. I understand. But that was good. Then the last one from me at this point. You are targeting for the combined company 3x market growth and EBITDA margin of 25% in '28 to '29. So my question is how tightly are these 2 targets, meaning growth and profitability targets connected? So how high combined sales do you need to have in your estimates so that you would reach 25% EBITDA margin?

So if you think the logic, so we have been communicating to the market that we are -- the target is to grow 3x faster than the market. So throughout all these years, whether is it '27, '28, '29, '30. So that's our aim to go 3x faster than the market.

And then the second topic is which we envision to improve quarter-by-quarter, year-by-year is hitting the 25% EBITDA margin by the end of '25. So sorry yes, '28. Yes. So that's in a planning book for us. So in a way, gradually bringing the profitability up and then, of course, keeping the sales growth up as well during the years and coming quarters.

Yes. We need growth also to cover, of course, the cost base continues to grow with inflation. So difficult without growth to achieve all these profitability targets, as I'm sure you understand.

The next question comes from Daniel Lepisto from Danske Bank.

It's Daniel Lepisto from Danske Bank. I also have a couple of questions. Maybe starting up with this gross margin, which remains below 70%, which is not something that we're used to seeing for you guys for a prolonged period.

So how much was the FX impact here? And with this tariffs in place, do you think this is the new normal? So basically, can you do anything here if this current tariff regime remains in place? Can you do more price hikes or are you like fighting towards the 70% level for now?

I think we're probably targeting to get closer to 70%. So the price increases weren't fully in for the whole quarter. So we kind of expect to do a little bit better. Then, of course, the imaging sales proportion was quite high in Q1, which also has an impact on the gross margin as the tonometry gross margin is a little bit higher.

But it's not kind of -- the price increase were not fully in yet for the whole quarter. So the tariffs definitely have an impact. So we're targeting to make as many euros as before, but kind of the tariffs are kind of -- price increases are just kind of covering the cost increase with 0 margin. So the percentage kind of mathematically comes down even though the euros are still kind of being covered by the price increases.

And comparable quarter Q1 2025, so there were no tariff impact as well, and that was the reason why gross margin was over 72%. FX has an impact because we got -- for this amount of dollars last year, we would have gotten 11% more top line from the dollar.

So basically, that, of course, has an impact on the gross margin. We do have cost of sales roughly 25% to 30% priced in dollars. So it's not kind of there's some buffer or some hedging there, but there's a big impact on the gross margin and EBIT level as well.

All right. Okay. Maybe continuing on this -- still on this segment level growth that you discussed on this fundus imaging growing very strongly. So along with how you typically guide verbally on these growth rates, how does this tally up with what comes with tonometers, probes and perimetry growing since with 8% growth, imaging devices growing very strong, it seems that something is not growing or is barely growing if we look at the product segments. So can you comment on these other segments? How are they growing?

The biggest reason by far the poor growth was kind of the APAC poor growth. So basically, that drew down. I think Europe and U.S., we were doing extremely well, but then - yes. But APAC was clearly down, but one driver there is that the comparable period, we had a pretty big onetime order that we didn't get this year. So kind of looking at Q2, we don't have that big order in the comparables in APAC. So it's expected to improve.

Okay. That's clear. Maybe final question on these larger deals in the pipeline that you have been talking about, I guess, since Q3 last year. So there seems to be a quite long lead time. So these have been noted to be as material as having potential impact on the guidance. So these are still on the table or you haven't fully wrote off these quite yet?

No, no, no, they're still there. Still there, still working on it, not the fastest to close apparently.

[Operator Instructions] The next question comes from Pia Rosqvist-Heinsalmi from DNB Carnegie.

It's Pia from DNB Carnegie. I'll start still by acknowledging that you have withdrawn your guidance, but can you give some kind of comments based on the performance you now saw in Q1?

Are you kind of -- you are tracking along the lower end of that guided range? So I think you alluded to that everything has proceeded according to your plans, but maybe coming back to Daniel's comments. So how are -- how is -- how comfortable are you that your portfolio will continue to perform in the same way?

I think we -- looking at last year's quarters, we had the toughest comparison quarter or the biggest growth quarter. Q1 grew last year almost 15%. So internally, our plans also was expecting the Q1 to be the lower growth quarter out of the 4. So in a way, it's fully in line what we've kind of been planning to do.

All right. Then regarding the clinical trial, I mean, you said you are now in the phase of recruiting or the patients are entering the clinics. What kind of costs should we expect related to the clinical trials now for the remaining quarters of 2026?

Pre-study expense estimation was like EUR 600,000, EUR 700,000. We did incur some of that already, but there is probably, I'd say, maybe EUR 400,000 to EUR 500,000 left or do you have a better estimate?

That's a ballpark, right?

Right. Okay. Then going to the Visionix deal. My first question is that what kind of terms and conditions do you have? Is there a risk that the deal falls through now given that your share price has declined clearly since the announcement?

No, no. We are proceeding as planned. There's no kind of -- nothing -- no kind of triggers related to the share price in any type.

All right. Good. And then regarding Visionix, you published sales and earnings numbers for '24 and '25. And yes, we the market saw that the company hasn't been growing. So is there any kind of -- can you give -- shed some light regarding the organic growth of that business going back several years like 4, 5 years would be really helpful to get an understanding of how their business has been able to grow.

So if you go back as a longer period roughly, I mean, 9 years, 10 years or so forth. So they have had the CAGR growth roughly 8% in a way. So they have been able to grow. And now when looking at the combined company, so we are extremely sure that we are able to get the combined company and also their product portfolio growing.

Otherwise, we wouldn't be, of course, closed the transaction. And we are extremely sure that we are able to get the profitability up as well. So we have a clear plan for that, and they have a clear plans already, and that has improved already in the background even during the Q1.

I think Marc said in the kind of the -- where we released the transaction or had the analyst visit in the presentations related to the announcement. I think Marc said that like us, the COVID years were very strong for them. So they're similar to us, they were growing very strongly in the beginning of the 2020s, just like we were.

All right. And maybe still regarding the expectations, I mean, looking forward for Visionix, they did not grow last year, but the profitability improved on EBITDA level and the margin improved. So can you shed any light on your expectations for or Visionix's expectations for this year?

For this year, I can't really open what the outlook is. I think we're going to come back to that then with the combined guidance and then I'm sure in the Capital Markets Day. And then for the Rights Issue, we need to do the full prospectus. So that will be a lot of valuable information for the investors to look into, but unable to comment at this stage.

Yes. All right. And then finally, when I as an outsider and not an ophthalmic specialist look at the portfolio of the combined company, the question, I think, appears that is this finishing and dispensing business, is it really core for you from a diagnostic perspective?

It's obviously not part of diagnostic pathway, but it's still part of the, let's say, customer journey, especially in optical retail, which is a kind of a strong segment for Visionix. So they are serving a lot of those customers in that segment who are still also manufacturing spectacles inside optical retail stores. So not really part of clinical journey, but part of customer journey.

Thank you, Robin, for excellent cooperation during the past years.

There are no more questions at this time. So I hand the conference back to the speakers for any closing comments.

Hey, thank you all. Have a good spring time, and we come back with the combined company Q2 numbers and now heading towards the closing of the transaction. And thank you for participating, and thank you for the really good questions. Bye.

Good afternoon from sunny Helsinki, and welcome to the webcast, everyone behind the line and also here in Sanomatalo. My name is Jouni Toijala, and I'm the CEO of Revenio Group. And excited to get everybody here in the audience and also in the webcast. So this is a significant day for us as a Revenio and also a significant day for Visionix. So we are going to make the history today. The name of the game is today to go through first by me, the logic why we decided to join forces with Visionix. Robin is going to go through the transaction details. And then perhaps one of the most interesting part is to actually get Marc from Visionix, our President and CEO on the interview together with Charles from Caravelle and also Arne Boye Nielsen, the Chairman of the Board for Revenio Group.

We have been having many, many discussions, I would say, even countless discussions regarding to the -- what would be the dream case match made in heaven for Revenio Group to join the forces with I can see many familiar faces here from the analysts also, we have had extremely huge amount of investor roadshows. And what we have been answering with Robin is that it would be great for the group in the long term to have extremely complementary product portfolio, expand our EUR 1 billion market in the ophthalmic diagnostic devices to the new segments where we are not currently playing.

Then if we get the scale to the product portfolio, we are going to get the scale to the channel in order to provide a better package in terms of product also for our distributors. And then, of course, the most important part as well is our existing and new shareholders. So we are really able to accelerate the growth. So really happy to announce today that we have now signed the deal with Visionix to join the forces. We are going to end up to the totally different league. Sales is going to be roughly EUR 250 million EBITDA level. And the enterprise value of the deal is EUR 290 million equity value, EUR 250 million. Robin is going to go through the details through in more detail, but we are going to finance the deal with the cash, with revenue shares and then, of course, the debt financing and then the vendor loan. But Robin is going to come back to this one later.

I'm sure we slightly missed at least the analyst schedule today. So thank you all for coming here at Sanomatalo face-to-face. And I'm sure quite many of you have after the reading the news, so you have been most probably looking what the Visionix is about the company. So founded by Marc. So really happy to have Marc on the stage later. So he's going to, to tell the story.

And then in terms of the sales, so a bit more bigger than Revenio Group, EUR 140 million EBITDA level, EUR 16 million, roughly EUR 17 million, 5 R&D centers across the globe. And then from the sales perspective, this is a really good match for revenue, as you can see. So we have roughly 50% of the Revenio side coming from the U.S.A., then roughly 30% from the Europe, Middle East, Africa, LatAm, Canada and then the remaining part from the APAC.

So this is nicely going to balance our joint combined company in the long run because a big part of the Visionix revenue is coming from the EMEA region. Then also like we, so extremely good thing is that the Visionix is also having a direct channel then part of the business coming from the OEM side and then as us distributor network as well. And from the offering point of view, we are really expanding the portfolio. So we are going to get a fully blown extremely high-quality OCT device package, so not only the one device, but the portfolio of devices at the OCT side. Then the multimodal devices, refraction system etching and mounting. And then on the software side, we are going to get the data management platform together with the telehealth, which is picking up really nicely at the Visionix end.

We have one product only, which is overlapping and that's the VX 110 fundus imaging device. But I mean from the product portfolio, perfect match. If you look at the combined company, so roughly EUR 250 million, EUR 40 million EBITDA level. I mean, we start to be one of the biggest players now on the ophthalmic diagnostic device side. And what's extremely important on this one is that we are rising the accessible market from EUR 1 billion to EUR 2.5 billion. So from EUR 1 billion to EUR 2.5 billion. Biggest part of that one is the OCT, then we get the refractometers, slit lamps and then the multimodal devices. And if you go back to the earlier discussions, whether they are our earnings calls or AGM or investor roadshows, so we have been saying that the market where we currently are playing grows roughly 3% to 4%, so fundus imaging, 3 to 4 perimeters, 2 to 3 tonometers, ballpark, the same, even 1% to 2%.

So this now gives us a room as a combined company to move from EUR 1 billion to EUR 2.5 billion. OCT, that's the fastest-growing segment as we speak, so a bit after 5%. And then the multimodal devices are even growing faster. So this is extremely good news for all of us. Then what we have really been saying that this really accelerates our growth and the value creation. So it's a total step change on the speed to get the more growth and the value creation. There's 3 top topics here. So the first one is the complementary product portfolio from the device side and also from the software side. Then I mentioned already that we are increasing the accessible market from EUR 1 billion to EUR 2.5 billion, getting immediate access to the OCT devices, which I think everybody have been missing.

And then the synergies are going to be extremely good. So we are also targeting EUR 20 million EBITDA synergies, which are coming by the increasing the top line and then also from the cost side. I'm going to cover these 3 topics now through. And I think this best illustrates the product portfolio. So we have been extremely strong on tonometers also on the microperimetry, a bit more challenging on the perimetry side. Then on the fundus imaging side, extremely strong. Still room to grow organically as everybody knows and understands. But however, if you now look at the portfolio, so we are going to get through by joining the forces with Visionix, we are going to get the OCT devices.

So that's the significant fastly growing EUR 700 million accessible market part. Then we are going to get the multimodal devices, refraction system and then also the etching and mounting part. And then the big topic, extremely important topic is also already fully working sellable telehealth solution, which is the Nexus part of the Nexus platform. If we switch the lens a bit and we look this one from the optical retail or optometry customer journey point of view. So we haven't been ever as a stand-alone Revenio. So we have had the spot products in a journey. So we have had the products in pretest cleaning side like the Tonometers DRSplus nothing from the refractive, the EIDON on the diagnostic side. And then, of course, nothing on the finishing and dispensing side.

But now by joining the forces with Visionix, we are actually able to cover the whole end-to-end journey, what the patient is going through and really provide the excellent and high-quality diagnostic devices for that, including the software. Another angle or lens to look -- this one is to look at the different diseases. So we have been strong in glaucoma, retinal diseases. What we have been missing is the OCT. Now by combining forces with Visionix, we are having it. We haven't been present on corneal issue side. We're not on the dry eye, not on the refractive side. Now we have it by combining the forces. And this is great news.

Then the customer segments. So if we think the customer segments where we have been operating, so we have been constantly saying that revenue as a stand-alone 55%, 60% comes from the optometry, then reasonably strong in ophthalmology. What we have been missing on the ophthalmology side regarding to the structure, so how to diagnose the structural changes of the retina, we have been missing the OCT. Now we have it ready to sell in all the geographies, extremely good portfolio, high-quality products. Then on the optometry, we are going to get the expansion for the optometry regarding the refraction. And then we haven't been too strong on fully blown optical retail. I mean, now we cover the whole customer journey.

And then, of course, in addition to that, we have been all the time at the home care, then other health care clinicals and then Maya for Pharma and research. Let's wrap this one up. I think this is one of the most important topics. I'm sorry if I'm repeating this one. So we used to be in a EUR 1 billion accessible market with tonometers, with fundus imaging with the perimetry. Now that is going to increase from EUR 1 billion to EUR 2.5 billion. OCT, multimodal, slit lamps, refractor meters. This is going to be now the path for us to grow years to come.

So if we would have been only as a stand-alone company, only focusing on this EUR 1 billion part and coming back to the all the earnings calls or AGMs or investor roadshows or analyst calls, we have been saying that, okay, yes, we can grow. And then there has been the discussion and question that what would be the dream package. Dream package is now here. So a wider portfolio moving from EUR 1 billion to EUR 2.5 billion in terms of the accessible market share, able to scale the channel, get the benefits also for customers. So this is really good news.

And then if we're really starting to look forward, so we haven't yet fully started the work on this front, but we have been many times saying that we as a revenue as a stand-alone, we have been constantly investing roughly 10% to the R&D. Visionix team has been doing more or less the same. And we are going to have extremely compelling products coming out for every segment. It's the same for Visionix. And then if you start really to look the long term, combining OCT with TrueColor Confocal, tonometry with multimodal devices, TrueColor in the multimodal devices, et cetera.

So we have a huge, huge trust that we are really able to create new innovation in years to come, but together with the Visionix team. Then value creation. So 2 main levers for the synergies and the value creation. First one is the commercial part. So what to do together to fast track the top line. And then we have operational levers. And based on our current estimates, roughly 70% of the synergies, we are able to realize by the end of '27. And there's no upsides on this one, whether is it relating to the bringing the new solutions into the market, optimizing the assembly.

So those things to be studied in a long run. But let's start with route-to-market opportunities and the channel optimization. So I mean, this is excellent news for our distributors. It's excellent news for the direct sales force in the U.S.A. We go direct -- all of us in the U.S.A. I mean, now we have a comprehensive portfolio. It's a way wider than before. That's a clear benefit. Then also for our distributors, this is a great opportunity now to plan together how in the long run, we do the business together because, again, we have a way more wider product portfolio. So really good news.

Then on the cross-upselling perspective, now as a combined company, we are actually able to go also to the new segments. So this is a good. So I mean, we have a really good, really competitive joint portfolio. As an example, if you go for Spain, I mean, Visionix is already distributing our products in Spain, extremely good traction on the OCT combined with EIDON Ultra-Widefield field Imaging. So there's really a lot of opportunities in a short term and in a long term to increase the sales as a combined company.

It's a game-changing combination. So think about the U.S.A. as an example. So we start to be one of the most major players in the U.S.A. Sales is going to be roughly USD 100 million, USD 110 million in the U.S.A. This deal also is going to reduce the U.S. risk. So if we now have a U.S. revenue 50% in the long run, roughly 1/3, a bit more than 1/3. There's other extremely good countries, I mean, Germany, U.K., Australia, France, Spain, Italy. And then, of course, all the other regions and the countries then contributing to the to the 26%.

Then on the scale benefits perspective, cost savings, other synergies. So the main savings from the operating expenses point of view is going to actually come by integrating and optimizing the systems, IT systems, et cetera. And then we really start to have a volumes on the assembly manufacturing side as well. So as everybody knows, so we are not manufacturing anything. Then if we go for the Visionix, so they have their own assembly lines. So when we start to combine the 2 companies, so I'm sure we are able to get lots of benefits regarding the joint purchasing, joint supply chain management, et cetera.

So this is going to be a big part of the synergies in going forward. Before I let Robin to go through the transaction details, so let's wrap up the value creation journey. So '26, '27, that's the time for quick wins and mobilizing the team. So as I said, we are able to harness 70% of the synergies in next 18 months. So we are more or less finished up with the first half. We are going to combine the organization, processes and the systems. So the plan is that we are targeting to close the deal end of May. We have a plan to have a -- right from the day 1, new teams in place, organization clear. We hit the ground on running in order to harness the synergies right away starting from the second half.

And then what we also start is the plan for the long-term strategic synergies. So we are going to have a CMD, October, November time frame. We are going to go through the corporate strategy. We are going to refresh the product portfolio, product strategy and that to be communicated then towards the October and November time frame. Then '28, '29, we are sure that the -- we are in extremely good shape when it comes to the synergy level. We continued development of the new innovative products and solutions. And then we start to discussing, of course, before that one that how we should optimize the whole assembly, so how the products are going to be manufactured.

And I think everybody, of course, are hopefully realizing here that we are really targeting on '28, '29 to the 25% EBITDA margin. So the Visionix team has been working a lot now to improve already the profitability. That work is going to continue. I'm sure that, that is what we are able to do. And then that then brings us to beyond the 2030. So the plan is to continue to grow. Otherwise, it would be a bit more difficult. So if you only would have a EUR 1 billion addressable market share, now we have a EUR 2.5 billion. We have an extremely good competitive product portfolio able to do the turnkey for optical retail optometry.

Then there's going to be new interesting innovations on the product side already now for us, for Visionix and then in the combination. And really, the plan is to get the profitability in a long run into the level where the revenue stand-alone is. And we are committed to grow 3x faster than the market as part of this journey. And now we are going to focus on getting everything ready, planning the integration, which, of course, is going to be a lot of work, but we have Marc here to support us and all the other team members. So we are going to be successful on that one. So we are going to focus now on the business continuity and building up the -- and continuing the integration work.

But with these words, Robin.

Thank you, Jouni. So my name is Robin Pulkkinen. I'm the Group CFO for Revenio. Let's go through a little bit how we're going to make this all work out. So you probably have read some of these terms already in the releases today, but the enterprise value, EUR 290 million, EUR 250 million of that is payable to the sellers and the remaining EUR 40 million is used for repaying current debt, net working capital and other adjustments of the transaction.

Basically, 22.3% of the purchase price is being paid with the Revenio shares, new shares that are being printed. The price for which they're being allocated at is 22.4%, which is roughly 14% higher than the closing price on Friday. The remaining 77.7% is being paid in cash. We've agreed with Nordea on a term loan facility for EUR 130 million. Basically, its maturity is 4 plus 1 years, down payments, EUR 1 million a month, payable every 6 months tied to 6 months Euribor interest. And the margins are actually something similar that many would be happy to pay for a house loan.

So we're talking about well below 1%, closer to 0.5% margins on the interest. On addition, we have a bridge-to-equity facility for EUR 80 million. The idea here is to be -- this to be repaid with the proceeds of the rights issue done in the fall this year. The -- it's basically 6 plus 6 months maturity for the bridge loan. Then we have cash in hand, of course, like revenue has always been a very strong cash-generating company. We also have the cash for the target or Visionix available. And then we've also negotiated a EUR 10 million revolving credit limit that is available for us to use if needed. And then finally, we've agreed with the sellers roughly 10%, a little bit below of the cash portion being paid.

There's a vendor loan for that interest-free vendor loan payable 12 months from closing of the transaction. So the AGM, I think everybody noticed we canceled it this morning. So the original Annual General Meeting was supposed to be held on Wednesday this week. The cancellation was because basically, there's no new things we need to bring on the agenda for the new meeting. We're going to be sending out the invitation this week and probably the new AGM will be held sometime mid-May. Basically, for completing the transaction, we would need to -- the Board of Directors will be proposing that the AGM approves the share issue of roughly 2.5 million new shares to the sellers.

In addition, we need to get the authorization for arranging the rights issue post closing or after in the fall of this year. The rights issue has been fully underwritten by Nordea. So in a way, we have fully committed financing available for the transaction. In addition, we will be kind of doing a little bit different Board proposal for the Board members than we had in the original invitation. So instead of the 5 -- the same 5 people who were there in the original invitation will be adding 3 new people.

We'll have Charles Vilgrain, who's here today. You'll see him in a few moments in the discussion panel. We have Marc, the CEO and Founder of Visionix; and then also Niclas Hansten, the Chief Investment Officer of William Demant Invest. We've received an irrevocable undertaking from Demant Invest owing roughly 24.5% of our shares to vote in favor of the Board proposal in the AGM. After the transaction closes, there's a bit look how the cap table will look. So the Visionix sellers will roughly hold 8.5% of the shares. So basically, there's a couple of people in there, so it will be split up. But basically, Caravelle is the biggest of the single owner of those sellers receiving shares.

And then the post-completion rights issue, we've engaged with Nordea as the global coordinator and underwriter for the rights issue, targeting to be arranged in the second half this year. So we have also for the rights issue, William Demant and the sellers after receiving the shares of the purchase price consideration, have both irrevocably committed to subscribe pro rata for the shares in the rights issue. And then that's basically 31% of the shares outstanding after completion of the transaction. The remaining 69% is underwritten by Nordea. And of course, the proceeds is being used to repay the bridge loan we have in the balance sheet.

Looking at the combined numbers. So basically, there's a few things you need to take into account. So you already saw we're looking at last year, how the numbers would have looked if we combine them. Net sales, EUR 153 million, EUR 48 million adjusted EBITDA. And then here, it's important to notice that basically the purchase price allocation and related depreciations and amortizations are not in here. So those will be published as part of our Q2 numbers that are coming out after summer. So we'll -- I won't be speculating what that might be looking like. But basically, that work is ongoing. And then on the lower part of the graph, you can see the more the balance sheet items.

So the combined unaudited numbers have some adjustments. So the total assets, we've added EUR 142 million to that. Basically, it's the difference between the net assets of Visionix and the equity value being paid. On the equity, we've eliminated the Visionix equity and added the EUR 55.7 million share issue to the sellers to the combined equity. On the liabilities, we've assumed refinancing of the new financial facilities in place. So if you look at after closing, the net debt adjusted EBITDA number is multiplied like 4.4 and equity ratio above 35%.

Those are expected to significantly improve after the rights issue is done. So -- so after the rights issue, we expect the net debt to adjusted EBITDA to be around or below 2.5 and the equity ratio to increase above 50%. And going forward, the group is expected to be very strong cash generating. So these numbers are expected to improve as we move forward. So the group structure, Visionix will be integrated into the Revenio Group structure. The combined group will operate under revenue governance model and reporting framework. So even after closing, you'll find us in NASDAQ with the same ticker, REG1V. So no change there from an investor point of view.

We're looking to kind of leveraging the best of the both companies that also goes to a balanced leadership participation. So the leadership team will have some changes as part of this transaction and the new leadership team will be announced then together with the closing time frame sometime later during this Q2. So we withdrew our guidance. I guess that's not a surprise to anybody at this stage. We'll be giving out the new guidance after the post completion of the transaction. And the one-off costs. So in order to achieving the synergies we're trying to get from this transaction, there will be one-off costs. Basically, our estimate currently is roughly EUR 20 million. 30% of that is IT related, which will be capitalized for a big part. But also there's costs through organizational restructuring, rebranding, marketing and project management and other costs as well.

Those are expected to take place like Jouni is expected for 70% of the synergies to take place within the next 18 months. The costs are also expected to take place mostly in the next 18 months. And time line, AGM sometime mid-May, invitation being sent out this week. Completion by the end of Q2, hopefully, a bit sooner than end of June. And then the post-completion rights issue after the summer. So we need, of course, fresh numbers, Q2 reported numbers before we can go out. So most likely, we're looking early September, October time frame.

And then can I invite Marc Abitbol, the CEO and Founder of Visionix on stage. Also Arne Boye Nielsen, the Chair of the Board of Revenio Group; and Charles Vilgrain, the Managing Partner for Caravelle.

Thank you.

Welcome, gentlemen.

Thank you.

Great to have you here. Usually, we are the ones that are answering all the questions with Robin, but now the situation is different. So we are going to have a couple of topics for today's discussion with the gentlemen. So we are going to start with the strategic rationale and the combined company governance. Then we are going to cover the strategic fit plus the value creation as a one theme. And then, of course, the interesting part is the integration and the oversight of the integration.

And then we have a choker question at the end. So we wait for that one. But Arne, first one goes for you. So from the revenue Board and shareholder perspective, what makes this acquisition strategically different compared to the other options that we have been looking? And how do you see this one playing out when it comes to the long-term strategic opportunities for the combined company?

I think it's not a secret that for some time, we have been looking at the opportunities for expanding partly because we needed a broader product program, but also so we can get a stronger distribution. And this is what I would see as quite a perfect marriage because we're getting a much better, broader product program. We are getting into the OCT business that we really can utilize to cross-sell some of the other products we have.

And by that, we can get back on -- not get back. We are on a growth track, but to continue to grow. But what really gives me a good feeling is that the last month here, we have spent quite some time together and also people -- some people in the organization and so on. And I really have a good feeling of the match between the culture and the people. It's very much the same way we are thinking. So I think that is the key.

If we didn't have this people match between us and we didn't have the sign-up from the sellers, not just taking all the people -- all the money on the table and leaving the room, but actually that you reinvest in the company and that you also will participate partly on the Board, partly on the whole integration of the company is very, very important. And I think that's important for the future success of this whole joint session that we have to go through that we're going through.

Thank you, Arne. And perhaps the continuation question, which goes for Charles. So it has been clear since beginning when talking with Marc, when talking with you, Charles, that you are not just selling as a Visionix shareholder, the shares out, but you are committed to the longer-term journey. So can you a bit explain that logic for us? Also, I think you are going to subscribe the shares with the higher price where we are trading today. And so can you kind of go through the logic because for me, it's great to hear that as a Visionix shareholders, you are staying in, investing also and being committed for the long-term growth of the company and opportunity.

Thank you very much, Jouni. Yes, for sure. First of all, so I represent Caravelle. Caravelle is a French family-owned industrial investor. And we have permanent capital, and we can remain shareholders as long as we believe we're relevant for the company we invest in. And as Robin earlier told you, we're not just exiting. We're keeping a 25% exposure. We're buying the Revenio shares at EUR 22.4, so with a slight premium compared to today's price, which will make us the second largest shareholder of the combined group. And we're doing this because we're very confident in the fact that joining forces, as you earlier described, between Revenio and Visionix, will be able -- you will be able to make the a leading turnkey solution provider in the global iCare market. And this is what really enthusiasts us and why we want to remain shareholders in this group.

Thank you. Thank you, Charles. And perhaps giving another shareholder spin on this one. So Arne, are you a bit able to open the logic? So William Demant, our biggest shareholder, almost owning roughly 25% of the shares is also committed in a long run. So from the all shareholders' perspective, are you able to open that one a bit?

Of course, we do this investment, this acquisition, we do to create value for all shareholders. And we do it because we feel with this acquisition, we are much better prepared to continue the future growth of the company, and we are better prepared to continue to improve the margins as well. So I think for all shareholders, this will hopefully mean that we will grow the value of the company in the coming years. And I think that is at the end of the day, that is agenda or the agenda we have, that is to create value for the shareholders.

I fully agree on that one. But Marc, next one goes for you. So I think that we have had a countless discussion days, even nights every now and then. And since the beginning when we started this journey, so it has been a bit the journey like the 20-year-old kind of teenagers or so forth have a crush and then we have been wondering what the parents are thinking. But luckily, the parents have been positive because the long-term value creation logic is so clear. But Marc, so we have been sharing the same beliefs and the principles regarding to the and under the joining the forces team. So are you a bit able to talk that one through from your perspective because this is -- I mean, Visionix is your creation. It's your baby. It has been yours for 30 years. It's still going to be yours because you are going to stay in a journey. But we have had a pretty sentimental moment even every now and then on this one.

Let me back to the first thing you mentioned. I think what was the trigger of it is when we met together. And we feel together that we have same DNA, we share same value. And there was not a feeling that one company want to absorb the other. I was very impressed by the way you described how you want to build a leadership which is balanced. You want to look at the talent in the company and you want to leverage on everything which is on the table. And I have been very impressed by how humble you came to this discussion. You could come as an acquirer. No, you didn't come with this one. And I think this is fundamental to the success of the second level, which is what are the fundamental of these 2 companies.

The fundamental is that there is complementary product like Jouni described very nicely. And I think complementarity in product and complementarity in go-to-market. That means we are creating a product range which is almost inequalable in our market. So that will push on the market from a competitive point of view, something unique. There is nobody which is going to have the capability to merge ultrawide field with OCT, no one. So -- and I can list in terms of product and technology and road map, the strong advantage we are going to bring to the market. This is number one.

Number two, in go-to-market, we are creating in the U.S., the biggest presence in diagnostic in the ophthalmic U.S. market. The U.S. market is the biggest ophthalmic market. And we all know that critical mass mean in the U.S. And by this presence, we are going to take more market share. We are going to have closer presence to our customer, et cetera. And the mirror of it is in Europe because in Europe, we have direct presence and joining forces with the product range injected in the direct sales channels we have is the second extremely important in terms of gross margin, capitalizing on the profit that we don't let to the distributor we put in our direct sales channel.

So from product to go-to-market, we are combining something which is unique in this market. And for me, it's like you say a bit emotional, okay, 30 years ago, Visionix was 4 people in a small caravan. Today, it is almost 600 people. And I say I don't want to look at how nice was the past, and I want to look how nice is going to be the future. Beautiful who are going to be successful. For me, this will be the accomplishment of the past by the success we are going to have. And like Jouni say, not only I'm reinvesting part of it in the combined group, but I'm going to be active together under the supervision of, I mean, in the Board either in integration in technology to bring the knowledge and the experience and the contact I have built in this market during 30 years.

Thank you, Marc. And you stole a couple of my questions regarding the strategic fit and value creation. So thank you for that one. I'll skip those ones. But let's move to the integration and the overall oversight. So you partly, Marc, touched this one. So you are committed to stay on the Board in terms of reinvesting into the shares. Then also you are going to help the operational team in an integration. You are going to be part of the Board, et cetera. So I mean, where -- how -- where do you kind of now after the closing? So where do you see your role evolving?

So first of all, I think when 2 company like that merge and 2 very charismatic people like Jouni and myself are together, it is important that there will, one, recognize leadership and for the combined group is Jouni. On the other hand, there is knowledge. And as I say, for me, the success of my past 30 years is going to have a strong integration success. And discussing with Arne, we said where I can help a lot is from the Board looking at the integration. The execution of the integration is, of course, under Jouni, but looking recommendation, bringing experience, et cetera, and helping shaping this integration through the knowledge of the company, the knowledge of our customer.

This will reflect a strong confidence to our customer, to our employee that really like we say, we are joining forces because Jouni from the executive, the trusted leader of the company and myself under the leadership of Arne and the Board, we are going to work together and to bring this experience, each one from his side. And I think better match than that I never had in my experience. So I am excited, convinced that we are going right to the target.

Thank you, Marc.

I hope I didn't take another question.

No, no, no, perhaps the question was a better form of -- regarding the integration, especially the integration oversight, and this goes to you, Arne. So we have set a couple of targets and the aims for the long-term growth like 3x faster than the market, then '28, '29, getting the profitability in the 25% EBITDA level. But I mean, if you look the -- what we are trying to achieve on the integration perspective, so beyond the financial parts as well. So I mean, how would the successful integration look for you, Arne?

Well, first, we are doing this because we believe that we can get 2 plus 2 to be more than 4. And the only way we can get 2 plus 2 to be more than 4, that is to get -- to attack this in a very, very structured way. And the fantastic thing back to this with the culture, the meetings we have had so far, it's not like it's one company acquiring the other company or whatever. It has really been a fantastic open discussions where we are learning from each other. We look at what did you do great or what do you do great in Visionix?

What do we do great at Revenio, where can we learn from each other and so on. And it is to find this best practice from both parts of the company. And then really in a very structured way, make sure that we benefit from this learning implemented in the whole organization. So we some years from now, have one organization that is running the same way and to win more business, help more customers in the market.

I think that is at the end of the day. But of course, we also -- we can see that we have said a minimum EUR 20 million of synergy. The only way we can harvest EUR 20 million of synergy in the market that is hard dedicated work, but we have looked -- it's not just something we have spent 5 minutes looking at where is it we can find EUR 20 million. It -- there's a very good plan behind those EUR 20 million.

Thank you, Arne. I think we are starting to finalize this wonderful discussion with the last choker question. So what excites you most professionally and personally about the next chapter we are now starting to build together. Perhaps we start from Charles, then Arne and we finish up with Marc.

It's a good question, difficult one. 2, 3 things. I think that the Visionix mission has always been to improve iCare through technology and accessibility. It's very important. It has always been important for Marc and us. And I think that this combined iCare Visionix, will provide even better solutions to the iCare professionals to empower them with intuitive, reliable, integrated solutions. And those solutions to transform the patient care journey with new exams that will be more efficient, accurate and accessible as we say it.

So this is very important from this mission standpoint of view. But as Caravelle, we're truly excited to see Visionix joining forces with a business of Revenio's caliber Definitely, that the combined entity will now have, as Marc earlier said, the resources, the critical mass to address the new challenges. And definitely, those 2 groups together, they have now the technologies, the people, the operational excellence to further accelerate what has always been at core, at the heart of your project, which is innovation and growth. So yes, we're very pleased to remain involved and invested in the new chapter.

Thank you, Charles. Marc?

I've been super excited. It has been super exciting to see how excited the people, the ones that have known a little bit about this before the announcement today, how excited they are about the future and the opportunities that this bring to us. And I don't think it's not a secret the level for critical mass in this industry is increasing, growing year-by-year. And we have not been able to get to that level ourselves fast enough. And with this level now, with this joint -- those 2 companies joining forces, then we are really getting to this strong foundation, this strong level now where we can continue this growth path we have been on.

And I'm very confident about the margin improvements as well. So I look forward to see -- that's how I'm driven. I look forward to see a happy engaged team, growing our market share, growing -- improving our margins, then it will be a fantastic 2019, a fantastic outcome.

Thank you. Marc finish.

So life is short. And I was always wondering what will be the next step of Visionix. And the cycle are long in our industry. And I think this is a unique opportunity to make it faster than everything else. And I am extremely excited and a strong emotion to know that I'm going to participate to this second cycle. And it is not a given. I could have exit and forget it. But now I'm going to be part of another beginning of something which is really fantastic. And what Arne said about people, I can tell you 10 time. I was thinking in Finland, you found only cog people. This is wrong. I found the warmer people that I have in this industry, and thank you very much for the wonderful guests you have and how you take care of me. And okay, wow, let's go.

I think we finish up with that. Thank you, gentlemen. I'll let you go to your seats, and then I'll wrap up and then we move to the Q&A. So one slide to go. So today, this is a significant day for revenue. It's a significant day for Visionix team. I think it's a significant day for our patients, like Charles said. So we are really improving as a joint company reach through the iCare services. So we are able to help more people to keep the wonderful vision for all.

Then secondly, this is a really good combination for our customers. So -- we have a complete product portfolio in terms of the total accessible market, we are moving from EUR 1 billion to EUR 2.5 billion, getting the new segments in, which are growing faster than in our previous EUR 1 billion bucket. Then in terms of the team, in terms of all our stakeholders, we are really increasing the scale. We are increasing the scale in portfolio. We are increasing the scale in the channel, and that's a beneficial for Visionix team, it's a beneficial for Revenio team. It's beneficial for all our partners.

And then the last part is, of course, the shareholders. So I'm extremely happy to see the existing Visionix shareholders to commit the long-term growth story. And with this transaction, we are really accelerating the growth, and we are accelerating the value creation. With these words, I think it starts to be time for the Q&A. So Robin, if you can come here, the plan for the Q&A is following. So we start with the live audience here, and let's have a see how many questions they are going to be. And then we -- of course, we have an online [indiscernible] Tim Mari is going to help us to ask the questions from the online. So there's going to be a big bunch of the questions coming through...

Long list already.

Yes, long list. So bear with us. But...

I'm Pia Rosqvist from DNB Carnegie. I also have a long list. I'll try to limit myself. But I'm really eager to hear more about Visionix. So how has the growth journey looked like? I saw from the press release that the company did not grow last year. So what does the growth journey historically look like? And what can you tell me about the profitability development of the company over the years?

Should we maybe go back to Marc. Yes. Maybe Marc, if you fancy coming to tell a bit about the history, you are visible on the webcast as well. So you can come in the middle, if that's okay. I go in the middle.

Whatever you want -- so okay, let's talk about the historical growth of Visionix. We had 2 very strong compounding growth, okay, external and organic growth. And indeed, the last 2023 and '24 were more stable. We had post-COVID, a very strong growth post-COVID, much twice the market. I think we were around 10%. Just to give you a figure in 2019, when Caravelle acquired a majority in Visionix, we were about close to EUR 90 million. And today, we are at EUR 144 million. So we have a strong rebound at post-COVID. The second half of '20 was the best at that time and '21, '22 and more flat in '23. So we had a historical parkour where we grow, we have some plateau and we continue to grow.

To give a reference, I think in 2010, we were around EUR 50 million. So you can see the progression. And part of it was through acquisition and part of it organic. I think we started in 2003, around EUR 12 million, so 2010, EUR 50 million, 2019, close to EUR 90 million and et cetera. So that has been the journey. In fact, as a start-up company, it took us some time to found the market segment and the right product, which was unique in our market and give us a growth potential. Regarding the profitability, so there is twofold which has impacted our profitability. And also, I will describe the plan we have. First of all, we had an impact of the manufacturing cost post-COVID. If you remember, there was quite a severe impact in the cost of components, et cetera. And that was the first one.

The second one, we have been impacted in the currency because we have manufacturing in Israel. And the new Israeli shekel has been -- it was at ILS 5 to euro. Today, we are at ILS 3.6, so when you have this manufacturing cost, so that also impacted a bit of our profitability. As a consequence, in the middle of last year, we started a plan to recover this loss of profitability. We hired a consulting company called FSO, and we developed a very detailed plan in order to recover 4 to 5 points in our gross margin, which this plan should start this year already to generate improvement in gross margin and be completed during '27 and it's going to be part of the complete plan of the 2 company where from our point of view, we are already at the execution because we went to all our portfolio of manufacturing, our supplier redesign of expensive part. So now we are at a stage where we are starting execution of this plan, and this is not even in the very nice uplift that Jouni has presented to you.

Thank you, Marc. Hopefully, that answered Pia to your question.

Thank you. I'm just trying to do a quick calculation here. So it -- I mean, take -- reading from your answer, if you had an EBIT margin of 7% in '25, then adding 4% to 5% to that would then represent kind of the new level.

Yes. I think Pia, now the guidance policy jumps in. So we are going to give you the guidance of the combined company then later on regarding to the profitability. So what we are currently now saying that for sure, the EBITDA is going to be improved and then 28%, 29% hitting towards the '29 -- sorry, 20%, 25% EBITDA level, so a bit under where we currently are. But we are going to have a CMD, then now the guidance is basically off. So we are going to guide the top line growth and profitability now reasonably soon. Sorry, Pia...

Okay. Then with regards to OCT, that is something that you have been attracted to, and we have discussed that many times. How big a share of sales does OCT represent of Visionix today?

So do you have the exact number in mind, Marc? Yes.

Yes. EUR 30 million...

EUR 30 million.

30, 30?

Yes.

Okay. Thank you. Very good. Then -- I haven't had time yet to dig into all the details at Visionix website. But do you have any market shares to be disclosed? What is your position in the market in the product?

So we come back to that one as well when we have a CMD, sorry, Pia. So sorting out the combined company, all what we can talk about the market share. So alignment needed on there still.

Okay. A final question. I have more then to come. But regarding the market growth ambition rate, so you want to grow 3x faster than the market. So can you just quantify based on all the product categories, what does that mean for revenue? Are we still talking about 9% to 12% annual growth? Is that 3x faster than the market of the combined company?

Yes, I think that's ballpark, yes. So currently, it's between 3% to 4%. I think we have been the only one who has been able to grow together with the Visionix more or less if looking. So it's an interesting question that how the market has been growing last year, but that's ballpark right, Robin.

It's Daniel Lepisto from Danske Bank.

I'll continue with still on the Visionix sellers and maybe a question for the sellers and Chairman. Can you disclose or clarify a bit what was the status of Visionix before this transaction? So has this company been for sale? Or is there an exit process ongoing? Or can you clarify what's the status of Visionix before this?

I mean, can you hear me? No, definitely not for sale. We've been having discussions for the past 2 years with Jouni, Arne. And definitely, we pushed back, if I may say.

Slightly if I may.

Honestly speaking, yes, we thought for a long time about joining forces, but we pushed back because we thought that we still had many things to do at Visionix, as Marc just mentioned. So no, they've just been very convincing to make us accelerate joining forces. But for sure, it was not for sale.

I think what convinced us is one day, we sit together we said together, if you remember, in Paris, and we look at the combined portfolio and we identify all the benefit. And every minute, we say, wow.

On the synergies.

On the synergy. And then that's -- I came back to Charles and I say, Charles, you need let's talk now because there is a really amazing project here.

All right. That's a good clarification. Maybe the next question on the synergies. Then I guess you had some bridge in the presentation, clarifying between maybe top line and cost synergies. Can you give us any rough estimates? Is it 50-50 or some other split?

60-40...

60-40...

60-40 -- so 60 for cost and 40 for top line. All right. Then I guess the final question on this different segments that you are now getting. Are there -- what are the rough or the highest sort of growth percentages that you are seeing in these new segments, talking OCT, talking about the new segments that you're having now.

So based on the latest market study, of course, it might vary between the different studies. But for the OCT, roughly 4.5%, so between 4 and 5, closer to 5. Then I think on the multimodal side, the growth has been even higher. So that's a good additional growth segment for us in the long run.

Joni?

Joni Sandvall from Nordea. Maybe one question on the assembly or manufacturing of Visionix because as we know, Revenio doesn't have own. So are you planning now to in-source more of, let's say, Revenio production to Visionix assembly sites? And secondly, how balanced is the manufacturing footprint geographically?

Yes. So there's a couple of manufacturing plants currently, so 4 in total. So 2 in-house, 1 joint venture in China and then the OCT manufacturing is -- that's outside. And now we are starting to plan in the coming quarters that what we are going to do on the manufacturing assembly side. So there, the plan is still open. What's still clear is that, as Marc said, so on the manufacturing assembly side, so there's a lot of lean improvement activities now ongoing on the Visionix side. And we do that same all the time with our manufacturing partners, which are external. So the work is going to start in coming months and quarters. I think we have a really busy, really busy.

Yes. Maybe before we go here, I don't know if there's any questions on the lines that we could take this on live before we jump into the chat questions. [Operator Instructions] There are no more questions at this time. So I hand the conference back to the speakers.

We go to pad iPad.

Yes, let's go to the iPad. So sales related, I think this is a threefold question, but what will be the sales strategy of the combined entity? How are the sales synergies meant to materialize? And how will the sales channels be optimized?

That's a bit difficult question. Perhaps I cover a bit from the opportunity perspective. And the reason for this one is that currently, we don't have a fully blown data. So part of the sales data, what comes to the detailed revenue split, gross margin, et cetera. So they are -- because of the [ antitrust ] they are still in the clean room, and that is -- we are going to have access as a combined company for both company, detailed sales-related data after the closing.

But if trying to partly answer to the question what was asked, so U.S.A. going to be extremely big opportunity for us. Visionix team goes direct, we go direct. And then we are the top player in the U.S.A. when going forward with the fully blown holistic portfolio of the product. And we haven't been as a revenue before in all the big national accounts. So this is going to be fast to enter to these discussions. Then on the other geographies, I mean, extremely low-hanging fruit, Spain. Visionix already distributing our products in Spain, then really looking forward to start the discussions with the distributors to present the whole fully blown portfolio. I think that we can make great things together with our distribution partners as well in Europe and in APAC as well. But I think more to come on that one also during the CMD when we get all the nitty-gritty details on the performance in every region, in every country, all the margin data, et cetera.

Also, they have direct channels to many countries in Europe, which we currently use distribution channels for. So we leave 40%, 45% of the money on the table in every country currently. So it's not difficult to assume those will be some countries and areas we will be looking into quite quickly.

Thank you. The next question on synergies, which synergies are the fastest to realize and which are the slowest? So referring to this 70% until 2027?

The fastest is Spain because we closest done, we eliminate the certain transactions from there on?

I would say top line and perhaps the slowest, let's have a see what we think about the ERP and so forth. So on the sales side, for sure, there's lots of low-hanging fruits then perhaps the overall IT system integration, et cetera, what comes to the CRMs and ERP and so forth. So I think we have to get that one -- those details in good shape, but that might take a bit more longer time. But to sum up, so the goal is between 2026 and '27, if we are talking the value creation and synergy EBITDA uplift, EUR 20 million, so 70% we are going to get in by the end of '27.

Thank you. Next on brand. Will you keep the Visionix brand or move directly to iCare branding for consistency and not confusing end users and creating more alignment?

This is a more complicated topic. We haven't started too much the discussion on this one. So if we go really back and now I even bring the Revenio brand on this one, this discussion. So if we really go back to the Revenio as a group name. So we used to have 80 legal entities. I mean, Robin sold the RIB boats 11 years ago, we had the let science, et cetera. So that was the logic for Revenio Group. Then fine-tuning portfolio down only to tonometers from 1,000 people to the 30 people and only having a tonometers acquiring CentreVue, then Oculo, then Thirona Retina now join the forces with Visionix.

So that starts to be so big package that I think that we -- it's too early to say we have to look the whole branding even starting from Revenio Group as a brand because now a bit confuses. So we have a iCare brand, there's a Visionix brand, then for many for shareholders, we have a Revenio brand. So we are coming back to this one. And luckily, we have here, don't see Jussi Nevanlinna, who is looking most probably the branding also in the long run. So we have a good team to look at that one.

Thank you. Then a more finance related. So there's a clear difference in EBITDA and EBIT for Visionix. So what does the D&A consist of? Is it capitalized R&D or PPA amortizations?

I think, yes, sorry. But I mean this also a bit links to the -- where the Marc already partly answered so the post-COVID manufacturing issue, the currency. But do you want to comment on the PPA?

No, no, it was regarding Visionix stand-alone numbers, I think so.

Yes, yes. Okay. But I think Marc covered that one already.

No, that was a bit. Yes. So basically, from Visionix P&L, the depreciations are more on the PPA depreciation, not depreciating capitalized R&D.

Yes. All right. Then there's a question on this revenue mix. So can we further elaborate on the mix between different brands and product areas? And how much overlap there is in products?

Not at this stage. So we come back to that one. And really, the reason is that part of the things are still hanging on in a clean room.

Thank you. And a final question from now from the chat is that could you talk about the AI strategy of the combined company?

Yes, two-folded way. So first, from the revenue perspective, and I think that applies also for Visionix, Marc to correct if I'm wrong. So we see the huge opportunity of bringing the algorithms and AI inside the devices, whether it is it to improve the clinical decision-making or then the overall experience and the usability of the devices. Then the second thing on the AI front is, of course, what sits on a back end.

So we have a ILLUME solution for that one, which covers the DRS plus the ILLUME retina screening platform plus the AI. Then if you go for Visionix product offering, so then they have a data management platform, which is then utilizing the AI. So I think more or less same strategy, same logic. And how this is going to go forward is that we form the portfolio strategy, we form the product strategy in the coming months to be communicated together with the AI plans during the CMD October, November time frame.

Thank you. That was all of the questions for now. I don't know if there's more in the audience or do we.

Thank you, Mari.

It's Pia from DNB again. I'm still curious or I would really appreciate if you would help me understand the product portfolio profitability in Visionix. So just looking at the EBIT margin of that business and compare it to you. So I tried to get a grasp on the quality of the products understanding. So are there any loss-making parts in Visionix?

No.

And in terms of sales distribution, I think you showed a picture of it, but I can't recall. How much of sales came from OEM distributing like your products, for example, of Visionix. Did you show that?

So no. So we come back to all these when we get all clarified. So what we currently have, so we have the '25 numbers, and it's a bit same logic. So we really think now that how we are going to report -- sorry, the combined company numbers, like you know, so we don't give out from 109 last year, how much was tonometers, how much was fundus imaging, how much was the perimeter part. So we come back to this one, Pia.

All right. And then with this new combination of Revenio and Visionix, who would you name as your main competitors?

What would I say, maybe Japan, maybe -- I think [indiscernible], I would say, NIDEK. Of course, we have -- I mean, depending on the region, ultra-wide field, it's choice, right Optos. So more or less depending on the geography. But I think now we are on the fully blown product portfolio. So that's a competitive package.

And it seems we have one question on the line. So should we take that?

Yes, we take that.

The next question comes from Nikko Ruokangas from SEB.

This is Nikko Ruokangas from SEB. I have 2 questions, and I'd like to start to discuss a bit more still on the sales synergies. So could you discuss about -- is it more -- are the sales synergies more selling OCT or acquired other products into your existing sales channels or Revenio's existing sales channels or then alternatively selling Revenio's products to Visionix sales channels? And then I guess there are also some negative sales synergies as you have some overlapping products. So how big do you estimate those to be?

So I think, Nikko, thank you for calling in. So it's the combination of the many things and combination of the things that you mentioned. So we have certain customers already kind of under our handle under our access. And then, of course, in a long run, we are able to offer more comprehensive portfolio for that one. So that's kind of upselling, cross-selling part. Same applies for Visionix team. So again, taking certain products for mass packaging, combining and moving the products forward. And then the significant part, of course, is that there's still certain customers that are not asking from us or asking from the Visionix, but now we have a fully blown portfolio, big national accounts in the U.S.A. as an example. So now we are starting to be a major player with the fully blown turnkey product portfolio. So for sure, we are going to get the new tables as well.

Okay. Good. Sounds good. And then on the overlapping sales and will this have a negative impact compared to the pro forma?

No, there's only one product VX 110 and that's a really tiny, tiny one. So answer is no, Nikko. Seems to be that we are starting to become an end. Thank you very much for your time. Thank you for the participation to the webcast and all audience here at Sanomatalo. Have a great afternoon, sunny afternoon if you are in Helsinki and have a good afternoon, wherever you are. Thank you.

Thank you.

Good afternoon from snowy Finland, and welcome to Revenio Q4 and Full Year 2025 Earnings Call. My name is Jouni Tojlla. I'm the Group CEO for Revenio. And then with me, as always, we have Robin Pulkkinen here as a CFO.

Plan for today is to go through the business highlights for Q4 2025 and then a couple of highlights also from the whole 2025. And then we are going to go through a recap regarding to the 3-year strategy period, focusing on the strategy execution during '25. And then Robin is going to take over and go through the financials for the Q4 2025 and then the whole year 2025.

And then we'll finish up with the guidance for '26 and of course, the Q&A at the end. Q4 net sales grew to EUR 31.2 million. So reported growth, 2.2% currency adjusted growth, 8.6%. And if you think and go back for the Q4 from the region perspective, so Q4, U.S. sales grew strongly, and we received the all-time sales record in the U.S.A. during the December. Also strong growth in Europe, Middle East, Africa region. And if we look for the APAC, so a bit more similar trend during the Q4 for APAC as we had for Q3. So the sales was down year-on-year. But on the positive note, now the tide bit turned and APAC started to perform a bit more better during the Q4 compared to the Q3.

On the profit side, quite a lot of down. I think it's good to understand a couple of things regarding to the EBIT development and comparing to the last year. So we had a couple of bigger buckets here, which had an impact to the EBIT performance for the Q4. So the first one was related to the delayed price increases. That cost on the bottom line about EUR 0.5 million, 2% on the GM level.

Then we had roughly EUR 0.5 million nonrecurring costs and then a bit more increased costs on the FDA side. And then if you go back to the 2024 Q4, so we had roughly currency tailwind about EUR 860,000, which then passed through also to the bottom line. But Robin is going to cover this one in more detail. But I think this is -- these things are just good to keep in mind.

Cash flow, extremely strong. So a bit shy on the EUR 16 million compared to the EUR 10 million on the comparable quarter. For full year, more or less in the middle of the guidance. So currency adjusted net sales growth, 9.1%, totaling to the EUR 109.7 million.

Profitability in good level. And then perhaps a highlight from the 2025 links also to the cash flow. So strong cash flow, ending up to roughly EUR 30 million from the EUR 23 million. And perhaps this is the right time to say a big thanks for all our customers. So they have been trusting us during the 2025. And then, of course, for all our partners and especially for the team. So I think the year 2025 was a good year for us in this turbulent market environment.

Then a bit doing the recap to the strategy and main drivers, which have been driving our growth for quite many years, and we don't see that tide changing at all. So even though that we have had turbulence in geopolitical environment also on the economical side, so the mega trends have been and they are going to support our growth also in the long run.

So people are aging. There's more lifestyle-related diseases. So really the need for care is growing globally as we are going to have more and more patients every day. And then if we compare to the amount of the available resources, so the gap is going to be widening. And where we have been seeing this one, especially during 2025 is the pickup on our retina screening solution in general. So these trends have been driving our growth, and they are going to be there for sure for years to come. When we entered to the strategy period, -- we laid out 4 cornerstones.

So the first one related to devices, which is here improve the quality of clinical diagnostics with targeted product innovations. Then we had the solution side as a second, then sales and operations and then the people part. So during 2025, we have been able to get the new products out in the market. First example is the MAIA microperimeter. Then also on the solution side, the data management solution, FDA cleared in the U.S.A. was launched during 2025 and now in first client installations.

Then on the solutions side, we have been really successful on rolling out the screening solution. It has been driving already during the 2025, our hardware sales, especially on the new segments where we haven't been before.

And a good example is -- and I think this is the first numbers what we are giving out. So even in the short period, we have now even now live sites more than 350 up and running and in this stage, even more. And also the reporting or report volumes, so we have been doubling them during the 2025.

On the sales side, I think a good year for the sales. So all product categories grew. during 2025 in all regions, even in the APAC, if we take into account the strong Q1, which we had in APAC.

And then, of course, ending up to all-time sales record during the December in the U.S.A. From the operations side, we were really well prepared to take the stock levels up because of the tariffs, so full on the money on that one. And then we have been able to increase also quality -- product quality across all product categories.

On the people side, we have been putting a lot of effort regarding to the leadership team development -- sorry, leadership development in general. And then also, we laid out the new product operating model during the second half 2025. And I think these all have been contributing our ability to maintain profitable growth during 2025.

So if looking at the priorities for the remaining part of 2026. So top 3 items here is, of course, to focus on the sales and marketing side. So we are going to put even more focus on that one in order to guarantee the sales growth also during 2026.

Then we have been constantly investing to the R&D. So in our mind, we have a really compelling product portfolio also in the future on the tonometry side, also on fundus imaging and perimetry side and software solutions side. So the key is to focus on those areas and get the products -- new products out on time.

And of course, the topic what we have been discussing in quite many earnings calls, and there always have been quite many questions around the M&A. So that's going to be high on our agenda also in the coming quarters.

But I think, Robin, before giving speech to you, so we are starting a new strategy period early 2027. So we are planning to have a Capital Markets Day during the fall '26. So keep eye on the more detailed dates. So we'll come back to this one. Over to you, Robin.

Thank you, Jouni. So let me run through the numbers a bit. So like I mentioned, we already covered the sales, 8.6% in the last quarter growth, FX adjusted and 9.1% for the whole year. Basically, the sales didn't include any of those larger deals we're discussing at the end of Q3. None of those are gone or have been lost. So they're all still in the works and kind of looking quite promising going into this year for the company and from the sales point of view.

The margin has been a surprise for the market clearly. The price increases were not fully implemented in the U.S. during the last quarter. You can see it clearly visible here. So we kind of run out of the tariff-free inventory at the end of Q3. And the impact is here when you see that the price increases are not in, it really had an impact on the gross margin. Like we discussed earlier, though, we are increasing the prices to cover for the cost of the tariff.

But basically, for example, if you add EUR 1,000 million in cost of goods sold as tariff and you add EUR 1,000 million of revenue, it will have a lowering impact on the percentage, but the kind of euros should be covered by the increases. So if you have the tariffs running through, it will have a lowering impact on the gross margin, but it shouldn't be this low. So we're working on getting all those fixed now in early this year.

And then looking at the ASP reports, we're seeing now signals that -- or signs that the prices are going up in the U.S., and this will be hopefully fixed in the coming months.

Basically, I don't think the price increases will maybe get us closer to 70%, but that's probably more realistic level for the coming quarters as long as the tariffs are at the level where they are today. I'll get back to the profitability a bit more later.

Basically, our earnings per share is slightly down for the year from last year. Net gearing, minus 13.3%. So kind of in a very balance sheet in a very healthy situation. So I'll also have more slides on those to come.

So the sales. So basically, some people have been wondering why the FX impact was so big and Jouni also mentioned that slightly there earlier. But the comparison period, we still -- some of you or hopefully remember that end of Q --'24, we made some adjustments to the balance sheet where we reallocated or restructured some of the foreign currency balances into different parts of the balance sheet to kind of avoid having a direct impact on the -- or kind of revaluations hit to our top line.

Last Q4 '24 was the last quarter we still had those. And in that quarter, there was EUR 860,000 of kind of FX adjustment to the top line from the balance sheet items, which basically flows through the whole P&L. So the comparison number, if we take those out, we take it out from the top line for our reporting currency adjusted growth, but actually the same EUR 860 million also has a full role in the EBIT line.

So mentioned no larger deals. So it's really business as usual for the quarter. We were kind of -- we left the guidance gap quite wide still at the end of Q3 with the assumption of the possibility to close some of those, but they didn't materialize yet, but we're still working on them and quite positive how things are looking.

So the profitability. So basically, I explained the FX part. So looking at why the revenue profitability is down from the Q4 '24. The FX had the EUR 860,000, the impact. Then we had clinical trial costs, which are EUR 0.5 million higher, which is related to the FDA ILLUME clinic DRSplus, so the screening platform, FDA trials. Those are expected to continue into this year.

We're still now in the pre-study phase based on the findings, then we'll kind of have a better understanding how the actual clinical trial is going to be done and what scope. So the full value or the cost is not fully clear yet at this point, but we're talking about above EUR 1 million, definitely most likely around EUR 1.5 million cost for this year. And those are hitting the P&L. So they are something we don't capitalize.

So the price increase delays also had an impact on the profit. And then finally, we had the nonrecurring costs during the quarter, basically related to negotiations and also other one-off projects.

Kind of going into '26, there's been kind of we've always been kind of seen as a scalable company. If you leave out the FDA clinical trial costs, which are some in one way, one-off costs, our assumption or our expectation is that we are going to target to grow the top line faster than the other operating expenses, so kind of getting scale back to the bottom line.

The balance sheet remains strong. There hasn't been any major shift here for the last couple of years. We had over EUR 26 million in the bank at the end of the year versus a little bit more than EUR 20 million a year earlier. The interest-bearing debt was roughly EUR 11 million at the end of the year.

And same picture you can see here. So basically, the interest -- the net gearing coming down fast, driven by the strong cash generation. So the interest-bearing debt basically breaks down -- so basically, we have EUR 5.8 million left of the bank loan we withdraw for acquiring Centervue. So basically 6 quarters -- so the down payment is roughly EUR 1 million a quarter. So next 6 quarters will be bank debt-free at least. And then the remaining part is the right-to-use liabilities, which are about EUR 5 million at the end of the year.

Cash flow, very strong record high, almost EUR 16 million within Q4, basically driven by efficient working capital management and then lower payments in tax than we had earlier.

And then the dividend. So we've had a long trend of more than 10 years of paying a growing dividend. Now reading today's analyst reports in media, seems like mostly people are under read it or maybe it's AI doing some of the parts, but it seems like the reports are stating that the dividend is EUR 0.44 that is payable just as normal.

If you read carefully what the Board is proposing to the AGM, it is asking for authorization to decide separately on a dividend payment of up to EUR 0.44 during this year. So -- but the intention or how maybe the investors should read it is that there isn't a chance that we will pay the dividend as normally after the AGM. But I'd say there's just as good of a chance that the dividend is paid after summer. It's maybe smaller than EUR 0.44 or there could be no dividend this year. So that's just to kind of clarify. And hopefully, those are being -- I think those -- some of the articles have been fixed already during the day.

Shareholder side, not really any major changes. Demand ownership slightly increased, not much. The foreign ownership is up less than 1%. So the Finnish down and foreign up. And then looking at the top 10 list, it's mostly the same. Swedbank and [ La Financière ] have fallen out. And we have Case Kapital and Handelsbanken that have come as owners on the top 10 list during the quarter.

And the guidance, we expect the exchange rate adjusted net sales to grow 8% to 15% from the previous year and profitability, excluding nonrecurring items, is estimated to remain at a good level.

Thank you, Robin. I think it's time for the questions.

[Operator Instructions] The next question comes from Nikko Ruokangas from SEB.

This is Nikko Ruokangas from SEB. I have 3 questions, and I'll go one by one. And starting with your sales guidance. So could you discuss about different building blocks behind the sales guidance and maybe their importance, although not exactly quantifying them. I mean, for example, the big deals in your pipeline, microperimeter growth, price increases and kind of underlying market growth, how important are they?

So if you look at the drivers, so what we see for this year, so we see tonometry growing, we see fundus imaging growing, we see microperimetry growing. So -- so those are the drivers. And of course, if we think the U.S.A., so the plan is to offset the tariffs now, and we were slightly delayed on that part. So there, we have been discussing that for the U.S.A. in order to offset the tariffs for the U.S. part of the business, it's roughly 4% to 5% that we have to increase the prices. But I think that's more or less in a nutshell, anything to add on the driver side, Robin?

Yes. I think to get to the upper end, we hopefully are successful in some of the larger deals we're working on and kind of the base assumption, excluding those is somewhere hopefully in the middle. So those are kind of the swing factors.

All right. I understand. Then continuing on the price increases related to tariffs. So what is the reason for lagging in price increases compared to your tariff costs now as you already had kind of a pre shipped inventory for 6 months ahead of the price increasing due to tariffs?

I think we were just perhaps too optimistic to get everything through the chain, so meaning through the -- up to the proposals up to the customers. So I think it was as simple as that.

All right. But you are now seeing that is progressing.

Yes.

Did you say, yes?

Yes. Sorry. Yes, yes. Sorry, we said yes. Sorry, Nikko, Yes. So the answer is yes.

Yes. Good. Then final one from me. You mentioned that your fixed cost should scale now in 2026 is excluding the FDA costs. But if you also include the FDA costs and gross margin headwinds from tariffs, should we expect kind of improving adjusted EBIT margin this year still?

It depends a bit how where we hit on the guidance. So it's maybe challenging on the lower end. If we're in the upper end, it is a very scalable model. So basically, we can grow 12% or 3% more, say, 5% more than -- EUR 5 million more than that, and it's still kind of making the 70% margin on the additional sales. So I think it depends a bit where we hit on the guidance level.

But I think the FDA is a bit tricky because we don't even know ourselves how much it's exactly going to be, and it's kind of something that is -- it's kind of a onetime. But basically, the operating engine, so the clinical trial costs are not really generated by any of our people. It's kind of outside service that we pay for.

So basically, the kind of our internal OpEx, that should be kind of now quite well under control in regards to growth and how the top line is growing versus cost is growing.

The next question comes from Jack Reynolds-Clark from RBC Capital Markets.

Three for me also, please. The first was on screening. Could you talk through how much growth in Q4 and 2025 was driven by screening kind of both in the hardware sales that kind of the system generated, but then also the reports that come out and then what your expectations are for 2026? And then I've got 2 more questions as well that I'll ask that.

Jack, so -- on the screening side, so here, I have to slightly disappoint you on the detailed numbers. So we don't disclose the kind of subgroup numbers. But I would perhaps frame it so that if we think the Europe, Middle East, Africa region, and we think the imaging sales, especially the DRSplus sales. So during the 2025, we saw a strong growth on the hardware side of the business in EMEA region, driven by the screening cases.

So the amount of the report, so we have doubled that one. I think we have tripled the amount of the live sites. And quite many of those also take the hardware. So on that front, it's scaling up quite nicely. But sorry to disappoint you slightly, Jack, so we are not able to give the sub breakdowns per product group in terms of the revenue.

Anything to add Robin on this?

Basically, the model is that we do recognize actually the whole hardware when we make a new deal for the screening centers. So in a way, upfront, it's very hardware weighted the revenue. But once the customer base and installed base increases, we will start to see a bigger part of the revenue coming from the software and AI side as well. But now it's actually -- yes, you will have the hardware in day 1 and then the software like the following X years. So in a way, it's very front hardware weighted.

And here, just to remind everybody about the business model. So we sell the hardware, then we sell the ILLUME yearly recurring software license, which scales up based on the reports based on the DRSpluses, which we have been attached to the system.

And then the third component is the AI reports. And there, the logic is a bit like the prepaid SIM card. So when you run out of the minutes, so you have to top up to be able to speak and hear if you want to run the reports and you are out of the report, so you just have to buy the new set.

That's super helpful. That's actually more than I'm expecting. thanks for the color. The next question is on sales and marketing. So you talked about this being a strategic focus for you for 2026. Can you just tell us kind of exactly what you're doing here and kind of what the changes are and how that will feed through to revenue growth?

So I think it's good to go back to the 2025 end of first half 2025 when we were wondering that what kind of approach we should have, especially in the U.S.A. So should we wait and sit still to see how the tariffs or what kind of impact the tariffs are going to have for the U.S. business, but we took the other approach. So we were more aggressive on the sales side. So we hired really good salespeople. So more really good salespeople for the U.S.A.

We bump up the marketing expense regarding the digital marketing in the U.S.A. and in other parts of the world to create more leads. And I think that explains and outlines also this year strategic focus, so if only talking about the sales and marketing. So more rentless attention to the distribution cooperation and more endless focus on really closing the sales in the U.S.A. via direct rep network. And then as you saw, so we also recruited a top-notch Global Head for our sales and -- sorry, for our marketing department, Jussi Nevanlinna. So strong background on the marketing, product marketing and marketing in general across the globe. A couple of examples, Jack, on that front.

That's great. And then my last question, Robin, you talked through one of the swing factors for guidance -- for top line guidance for next year, obviously being the contracts. Could you give any color on any other swing factors that we should be thinking about? Any risk to the downside or any other kind of big things that might swing?

Well, our kind of internal plan is somewhere in the middle. then, of course, we leave some room for movement regarding to any changes in the U.S. economic environment or the tariffs or sudden change in the demand. Our visibility is quite limited. So our backlog, we've sold almost nothing for March even yet.

So that's normal.

That's normal. So in a way, the -- also we don't see it that far in the future. So the kind of baseline assumption is somewhere in the middle and then the larger deals are the kind of the swing factor there.

But we see, so Jack is the – Of course, we see the pipeline. And so the pipeline is strong. So that's a good thing. And then also the year has started so that we are well on the track for the first couple of weeks.

Like APAC, for example, has been a bit problematic now for 2 quarters. So hopefully, we can turn that around during this year.

The next question comes from Daniel Lepisto from Danske Bank.

It's Daniel Lepisto from Danske Bank. I have also a couple of questions. Maybe still starting -- continuing with the ILLUME and the 350 sites you have in operation. So can you give us any indication what kind of revenue potential there could be for one of these sites? Are we talking about thousands or, for example, hundreds of thousands? Any help here?

Sorry, Daniel. Sorry, not too much. So not too much, but it just shows the pace of getting the sites operational. And then, of course, if you think of Germany, so then we have the unique Connect feature, which then also combines the ophthalmologist to being part of the network. So that's also picking up nicely, and it's a unique feature compared to the others. So we are bit by bit starting to build the ecosystem around the retina screen.

There's a message that audio stopped. Do you see? I guess kind of saying that the audio cut off.

Do you guys hear us on the line?

Are you hearing us, Daniel?

Yes, I can hear you.

Okay. Well, maybe there was some…

Okay.

Okay, let's view…

We got a WhatsApp that the audio cut off.

Okay, okay, I think we are in there.

Okay. Maybe if I then ask, is there any estimation how many such sites are there for you to address, if I put it this way? So you have 350, what's the universe that you are targeting? Any insight on this?

Yes, but not willing to comment too much. So sorry for that one, Daniel.

Okay. Maybe on the -- then on the capital expenditure. So if we look at '24, '25, there has been a bit of a small uplift what comes to maybe historical level. It's like 4% to 5% of sales over the past few years. So is this the new normal level? Or could there be a bit of a moderation looking forward?

It depends a bit on the road map. So there's -- once products start to come out, that always kind of changes the CapEx run rate. But it's probably something similar you could expect for this year.

All right. That's clear. Then my final question still on the clinical trial costs. Can you give any sort of indication on the phasing of these costs? Like will this run from Q1 onwards? Or will this start from the summer? Or any sense on the phasing, how do you see costs?

Yes. Maybe I take that one. So the biggest variable is that how we are able to recruit the patients into the clinic. So the current assumption is that it's reasonably evenly split, but I mean it depends on the pace of recruiting the patients in. Okay, so that's logic.

And then the next phase then is still a bit open.

Yes. And here, one thing -- that's a good point, Robin. So if we think the structure of the clinical studies, so where we have had a challenge and why we are late is that we have to now run the so-called pre-study because of the good quality of DRSplus images. And then we see and compare that one to the reference implementation or reference setup. And then most probably, we have to fine-tune the algorithm so that it matches the worser quality imaging device, which is used as a reference. And then we have to then start running the kind of official clinical study. So that's -- those are the variables on this one.

Okay. And can you clarify what's the latest time line on you to secure the FDA approval in the end? So, what's the time line?

Yes. So the latest on that one is towards the end of first half 2027. So that time line hasn't changed.

The next question comes from Pia Rosqvist-Heinsalmi from DNB Carnegie.

It's Pia from DNB Carnegie. I start by looking back at Q4 and your FX-neutral growth of roughly 9%. Can you split up that anyway in how much came from volume, how much from price increases given your comments on delayed price increases in the U.S.?

That's more on volume based. We did have a record sale in the U.S. in December, so clearly better than ever before. So the volumes grew actually quite nicely in Q4. We didn't actually have much price increases during that quarter.

All right. Then if I continue regarding these larger than typical orders. Do I understand correctly that these relate to imaging devices for screening purposes?

Actually, no, generally, in imaging and tonometers might be part of the picture as well and specifically in the U.S.A.

All right. Clear. And with regards to your comment on really strong sales in the U.S., particularly in December, are there any new client groups kind of becoming more active? Or is this just a reflection of a broad demand?

I think the sales was good also on the broader terms, but we have been now getting also into the different tables around the different tables, if I may use that phrase, where we haven't been before, thanks to the investments to the sales team during the end of first half. I think that's the logic.

All right. And still on your gross margin, can you repeat, Robin, your comment on your indication of the gross margin for 2026? I missed that. Did you say...

We have a…

…to remain below 70%.

We have an internal magical 70% that we kind of try to reach with the gross margin. with the tariffs is, of course, a bit more challenging, but we definitely should be higher than what we now saw in Q4, so closer to the 70% mark.

So closer, but still below?

It could be above also. It depends a bit on the mix and everything.

All right. Okay. And then 2 final short questions. Regarding the cash flow, you referred to it as an exceptionally strong cash flow. Were there any exceptional items in that strong cash flow?

No, no, it wasn't really. There was basically a small tax return that hit the Q4 numbers, but basically, it's clearly less than EUR 1 million. So other than that, it's business as usual.

All right. That's good. And then finally, can you remind us regarding Centervue and you allocated some of that purchase price, I presume, to be kind of depreciated. When are those depreciations coming to an end?

If I remember right, the technology bucket was the biggest, and I think it's 10 years. So we have still some time to go. It could be 7 years or 8 years or 10 years. I don't remember right on top of my head what the depreciation period is. But I think we still have some -- I can check and come back to you separately, if you want.

The next question comes from Joni Sandvall from Nordea.

Maybe starting with the new product pipeline, noticing that the R&D costs were somewhat elevated in Q4. So could you give any more color on the new product pipeline for this year?

So perhaps a couple of viewpoints. And Robin, you please correct me if I'm wrong. So we have been doing a bit of an allocation, right? So certain like FDA costs are now visible on the R&D bucket.

And clinical trials.

Yes, clinical trials are also in the R&D bucket. So that might be the reason. I think otherwise, we have been running quite steadily, roughly 10% per year out of the revenue. Am I correct, Robin?

Yes.

So perhaps if you see elevated numbers, so the FDA costs are now coming as a part of the R&D cost bucket. I think that partly explains the lift up on the R&D cost side.

And then we do have use outsourced for R&D outsourced service providers. So those also go project-wise, not necessarily evenly month after month. So there's some swings in those as well.

Okay. And so we should expect something new also this year?

Unfortunately, I cannot comment that one too much, but that one I can comment that we -- in our mind, we have a good road map for the products on the tonometry, fundus imaging and perimetry side in the forthcoming years and then timing to be decided and communicated when they come out.

Okay. Then maybe a second question on the sales mix. Robin mentioned that depends a bit where you will end with the gross margin in '26, but were there any specific in the gross sales mix in Q4?

No, it was actually -- all the main product groups were doing quite well. So nothing kind of out of normal over there. Also kind of depends how the APAC currencies, for example, are or the APAC sales. So they are struggling with sell in euros. So a bit hands tied of regards at least what comes to price increases there. And then kind of U.S., of course, direct sales has a very good gross margin. So it depends on the geography as well slightly.

[Operator Instructions].

It's Erik Karlsson from CapeView Capital. Three questions, please. Maybe on the gross margin in a bit longer perspective, not so much 2026, but over the next 2 years, 3 years, when you look at your product road map and where the business is heading, do you think gross margins will go up or down in the next 2, 3 years?

Yes.

Yes, maybe we take them one by one, it's easier.

Maybe it's easier to remember. So no, I think the software is starting to play in the recurring revenue is starting to play a bigger part in the coming years, and that will have an increasing impact on the gross margin. So the AI reports, for example, are more or less almost 100% gross margin and the software in general. So definitely, we hope to see that actually increasing going forward. But the software part is still like the screening, like we discussed earlier, that's very hardware heavy in the front. So once the installed base and the user base grows, then that kind of starts to have a bigger impact on the gross margin. And then I don't know what happens with the tariffs, but that's a separate problem that if it increases, it will probably have a lowering percent impact and vice versa.

Got it. And on [ microspectry ], what's your ambition there roughly? How much sales can you generate? Or would you target to generate this year?

Microperimetry, was it?

Yes...

So historically, we've sold before the new latest MAIA and the latest developments in geographic atrophy drug development. We used to sell EUR 2 million to EUR 3 million a year. I think our kind of message has been that we expect it to be clearly more than that. And then there's maybe do want Jouni open the clinical potential on the MAIA side.

Yes. So of course, clearly, I think we would be disappointed if it's not way higher than the previous years when we had the product. So I think that's a silver clear. Then during 2026, so we are putting quite a lot of effort to trying to push MAIA out from the research also to the clinical use in order to be able to measure the efficacy of the geographic atrophy-related drugs. And if we are able to be successful on that one, so that's going to have a major impact also to the MAIA sales in years to come, but that's shortly the logic.

That's helpful. And one last one. I think on M&A, you talked about it and then you mentioned that you're proposing to postpone the dividend and even lower it. It's a bit unusual, I think. It seems to me to signal that you might do that in the event of M&A. What are you specifically looking at? What type of product categories or type of acquisitions would be most of interest to you?

Perhaps just to be silver clear on this one so that we keep the 2 buckets perhaps separately. So first commenting the dividend. So I think it was ex-Volvo CEO that said 1980s that the cash is king when there's a turbulent times. So now the logic why the Board is proposing the setup is that we have a bit more freedom in this bit more, let's say, non-forecastable times that we maintain a bit more freedom to allocate the capital into the best places. So I think that's just good to keep in mind.

Then the second topic is your comment related to the M&A, and that has been on the table for quite a long time. So we would have been able to close already the deals on the M&A side, but we haven't closed them. And the reason simply is that they wouldn't have been good for our existing shareholders. So growth potential profitability hasn't had a match to the overall valuation.

So we have been working now with Robin quite heavily during the last quarters, during the last years to fill the gap. So if you think the market where we operate, so it's ophthalmic diagnostic device market, roughly EUR 3.5 billion. Here also we cover only 1/3. So we have a EUR 1 billion market coverage, and it would be great if in the coming years, coming quarters, we would be able to expand our product portfolio. on the hardware side, and that would enable us to go directly also in the big countries and of course, bring scale to the top line, bring scale to the bottom line. So I think that has been the logic on the inorganic growth side as a driver. But Robin, anything you would like to add on this one?

No, no, that's exactly. So kind of -- we've been working on that quite a bit for a long time with Jouni and still it remains on the agenda as we go into the new year.

It's very much appreciated. Maybe a follow-up, but it's very much appreciated by shareholders that you so disciplined on price. It seems to me, at least the public market valuations have come down. Just look at the share price of Carl Zeiss Meditec or most names in Alcon, et cetera, in the space. Do you also feel that in your M&A discussions that they are more realistic price expectations now? Or it hasn't yet filtered down to slightly smaller companies?

I think it's now becoming more reasonable in the -- also in the non-listed companies. At least like a couple of years, it's been -- they were sticking to the corona high pricing.

And quite often, they were looking at our multiples and not growing as much and not making profit as much, but the multiples are more or less.

Expect to be the same. Expect to be the same. Yes.

There are no more questions at this time. So I hand the conference back to the speakers for any closing comments.

Thank you all. Thank you for your time. Thank you for the very good questions. And I think next time, we are back on April with the Q1 earnings call. So thank you very much, and have a nice spring when it comes, at least here in Finland. It's not in too short time seems to be. So thank you, and have a good end of the week and good spring. Bye.

Bye.

"

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" SEB, Research Division

" RBC Capital Markets, Research Division

" Danske Bank A/S, Research Division

" DNB Carnegie, Research Division

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" Nordea Markets, Research Division

” Good afternoon from Finland, and welcome to the Revenio Group Q3 Earnings Call.

My name is Jouni Toijala, and I'm the Group CEO. And as always, with me, we have here as well Robin Pulkkinen, our CFO. I'm going to go through the highlights for the quarter. Robin is going to recap the financial performance, shareholders, and financial guidance for 2025.

Q3 so an extremely good quarter for us. Top line, EUR 25.9 million, 8.1% growth. From the currency-adjusted terms, the growth was 8.7%.

Operating profit, EUR 6 million, up EUR 9.1 %. If you look where the growth came, so a really good quarter in Europe, especially France, Germany, and the U.K., they were growing nicely, and the growth was quite a lot dominated also by screening-related device and software sales.

Also in the U.S.A., good growth, especially in dollar terms, but slightly muted because of the exchange rate impact. So Robin is going to cover a bit more detail the foreign exchange rates in the U.S.A. and also in the APAC.

APAC fell short of the targets, and the logic mainly was related to the strengthening euro. So we sell in 2 currencies. So in the U.S.A., we sell in USD, and for the remaining part of the world, Europe, LATAM, and APAC, we sell on Euro terms.

Then, good news from the software solutions part. So we also launched the Altus, our data management platform running on cloud in the U.S.A. during the review period.

If looking at the whole first 3 quarters, we are currently in the middle of the guidance. So we are going to, of course, reiterate the guidance. So we are on the net sales perspective, EUR 78.5 million, reported growth, 7.5% currency adjusted, 9.1%.

Profitability on a good level. And if we look at the other events, as I said earlier, we have been able to grow really well the screening-related hardware and software sales, and then also MAIA Micro perimeter was launched and was in sales already starting from the quarter.

So I hand it over to Robin.

Thank you. So, going through the numbers a little bit more in detail. So like Jouni said, 8.1% growth in the third quarter and 7.5% for the whole year. Some might have thought the FX impact would have been higher in the third quarter.

Actually, if you remember, the second half of last year, the FX was quite of a roller coaster. So the third quarter in the comparison period had quite a bit of headwind. And then vice versa in the fourth quarter, the last year, we had almost EUR 900,000 of tailwind in the numbers.

So, looking at the fourth quarter, most likely the FX-adjusted growth, there will be a bigger difference compared to the reported number.

Gross margin is at a very good level. Of course, dollars are pushing that down, but then we do have some costs that used to be posted in the variable costs related to commissions that are now in the OpEx side.

But also, we've had quite nice deals, direct deals where we've gotten a better sales price and also saved in some of the outsourced reps' commissions in the U.S. and also in Europe. So the sales mix has had an impact there. Overall, profitability growth in the third quarter as well as the whole year.

So if we look at the adjusted operating profit, up 11%, 11.5% and for the whole year, 16.1% Basically, there's been roughly as many adjusted costs in the reporting period as well as the comparison period.

So $700,000, $800,000 in both. So in a way, it does not really -- if you look at the year-to-date number, it's the adjustments are pretty much as big in both lines. EPS is up this quarter if you're looking at the third quarter FX rate.

So the bigger items when you look at the financial expenses for us are basically the euro against the U.S. dollar and the U.S. against the Australian dollar. Those were pretty stable throughout the third quarter.

So there are, I think, basically very close to 0 financial expenses in the P&L. But in the first half, if you remember, there was like almost EUR 2.5 million of those. So those do pull down the EPS for the whole year or year-to-date. So in the third quarter, we didn't have those unrealized FXs.

Sales growth in more of a graphical view. Basically, looks pretty similar to what we've seen before. I think the fourth quarter is always the strongest quarter for us. That's been at least for the last 10 years or even longer.

There's no reason why we won't think that wouldn't be the case this year as well. And of course, we are looking to finish the fourth quarter well, also in terms of the guidance, to be able to keep the guidance that requires that we do well in the last quarter as well.

EBIT improved. So same thing as the sales, the last quarter of the year typically is the quarter where we make the most profits. Looking at '23, it's roughly 35% of the annual EBIT was done in Q4 last year, and 36% of the EBIT was done in the last quarter.

So, something similar, if we can. So the business model is quite scalable. It's really driven by the top line. So the OpEx is rather fixed or very fixed. So in a way, the higher top line drives profitability as well.

The same for the guidance. So with the higher top line to keep the guidance, most likely, unless something very surprising happens, it should mean a very good quarter, also from the profitability point of view.

Cash flow. So slightly higher than last year. There was some on the working capital, and the payable side went down. We haven't actually had many orders from the contract manufacturers in the third quarter. So that pulled it down slightly.

Also, the finish for the quarter was very strong. So, actually, September was clearly the strongest month for the quarter, and that resulted in the accounts receivable going up. So those 2 combined had an impact on the cash flow as a whole for the quarter.

The unrealized FX from the first half of the year actually doesn't have any impact on the operating cash flow.

The balance sheet remains strong and unleveraged. The net gearing is back to negative. So it always jumps up when we pay dividends, and then we build the cash balances again, and it goes down to negative.

So we're approaching again the recent history record highs in the equity ratio, almost 80% of the balance sheet at the end of Q3.

On the shareholder side, William Demant is still the biggest owner. The whole top 10 list is more or less the same. But William Demant actually did increase its ownership in the third quarter. So at the end of the second quarter, they were below 22%. So they've bought basically 2.5% more shares during the quarter.

The selling side is not really fully clear to us yet. So the shareholder registers don't show exactly where they bought them, but there are some of the bigger owners that don't have verified data for the last day of the quarter yet.

So, probably in the next month or so, we should know where those shares came from.

But basically, the Finnish ownership versus foreign ownership is exactly the same as at the end of Q2. And on the country level, the Denmark part, of course, went up while Demand bought more shares. But the other end of that trade is still a bit open in the systems.

The guidance is basically unchanged. So the exchange rate adjusted net sales are estimated to grow 6% to 15% from the previous year, and profitability, excluding nonrecurring items, is estimated to remain at a good level.

Thank you, Robin. I think it's time for questions.

[Operator Instructions]

The next question comes from Nikko Ruokangas from SEB.

This is Nikko from SEB. I have a couple of questions, and I'll take them one by one.

Starting with the MAIA microperimeter, which you mentioned that it has been very well received in the market in your report. So, how big was the contribution from that product in Q3? Are we talking about EUR 1 million or more?

We don't disclose the exact sales numbers. The MAIA is still selling only to the pharma. So it is there are not that many deals that we close, but they tend to be bigger in size. So there is a monthly variation quite a bit. But I don't know, Jouni, do you want to open more?

Nothing to add much on that front and except that we haven't started marketing the product much on the product.

So we are delivering the orders that we have got and the new deals, which we have in the pipeline. But we haven't done aggressive marketing and sales for the product yet.

But also from the production side, so no production limitations. So we are able to ship the product, which is, of course, good because it's a new product.

But there were some of those deliveries in Q3.

Yes, yes.

I was just wondering kind of the volume growth on the other portfolio than the microperimeters, so I was trying to figure out whether there is something that you mentioned the fundus imaging and the screening side was doing well, but was there something that wasn't doing as well? Or can you open those a bit more?

So if you look in general, so tonometer business was growing, the fundus imaging and perimetry business was growing, software business was growing.

Where we had the differences was that Europe was very strong, the U.S. was strong, especially in USD terms, then because of the lower local in APAC. So the growth in the APAC was not as high as we were expecting during Q3.

Now it looks better in October. But the growth in APAC regions for certain key countries was slightly muted, would you say, so Rob?

Yes, or even down during the quarter. So if the APAC had been able to reach even a flat year, I think we would have had a really, really strong quarter.

So I think it's really APAC driven, maybe there's a bit softer, or that's what was the soft part for us within the quarter.

But out of the kind of product groups, if you would exclude the price increases, did you see growth in all the product groups as well?

Yes. Yes, we did.

Then continuing on the price increases, which you mentioned that you have already agreed on in the U.S., I guess, in addition to the one you already made at the beginning of the year for the whole portfolio.

So were they already visible now in Q3? And is it still the plan that you are aiming for to cover the whole tariff impact with this price increase?

So we already did the slight increase for the probes during Q2. So in terms of the probe prices, the price increases have already been in already during Q3. And now we are bit by bit when we start to run out, as an example, imaging business or autonometry hardware. So then we are going to increase the prices.

Yes. I think we're very close to that now with many devices. So we are now starting to ship the tariff-impacted inventory, which will then, of course, increase the prices, but that does have an impact on the percentages, of course.

So we will not be able to increase the prices with a margin. So basically, it's more or less a pass-through, if that's the right word to use. So we increase the prices to cover the additional tariff by product.

If specifically, Nikko, you were after the answer to the question that, as an example, did we have higher prices for tonometers and fundus imaging devices during Q3 in the U.S.A. So no. So we were shipping the tariff-free stock. Already increased.

The next question comes from Jack Reynolds-Clark from RBC Capital Markets.

I had a couple, please. I'll take them one by one. Regarding iCare ILLUME, you mentioned it was a strong quarter in Q3.

Could you talk about the kind of where you saw the strength? Like, were there more accounts kind of using kind of signing up to iCare ILLUME? Or was it kind of greater usage in the existing accounts, or a mix of both?

So if you first recap the ILLUME solution, so it's a combination of the hardware DRS plus the ILLUME cloud solution, plus then the iCare RedCat AI.

And where we saw the growth, so we saw extremely strong growth in Europe, it comes to the installed sites or new customer sites. So there were a huge amount of new sites in general now in use during the Q3, also Q2, Q1.

So amount of sites is increasing. For us, that means that we have been able to then also sell quite a lot of new hardware related to the ILLUME sales, so an impact on the DRS+ sales. And then we have also been able to increase the actual AI report count. So that's also steadily growing.

So not as high speed as the new sites. But I mean, it's a really strong growth related to the new customers and new customer sites.

Then my next question was on MAIA. You mentioned that it's currently quite focused on your pharma clients.

I guess what is the plan for rolling it out more broadly to a broader range of clients to really increase the kind of sales force efforts there? Like, what do you need to see before you start ramping there?

So there's perhaps the first 2 things in a way. So we have been quite selective now to provide the devices to the customers who have been waiting for them for quite a long time.

So we have concentrated on that, and those are going to go for pharma. Then we have been doing all the sales by our own. So we haven't yet trained, as an example, all distributors to sell the new MAIA and distribute the new MAIA. So that's the plan for the next year.

Then the second topic is linking to the new drugs, geographic atrophy-related drugs, as an example, in the U.S.A. So now if you look to next year, especially, we are ramping that part as well when it comes to pushing the product, marketing it more aggressively, and then also thinking about the features and the user experience as well, and make that one simple in the coming year.

So those are the 2 areas where we are especially going to focus during 2026.

I guess one very quick one just to follow up, if that's okay. Are you planning to do a Capital Markets Day at any point soon?

I think that the time starts next year.

We talked about it.

Yes, yes. So I think, Jack, that's the plan for next year, not this year anymore. I think Christmas is coming really fast. So next year, I think it's a good point, and we have been discussing that one already.

The next question comes from Daniel Lepisto from Danske Bank.

I also have a couple of questions. Maybe starting up with these costs related to the ILLUME RedCat FDA process. So, can you remind us how much you are anticipating of these costs? And how are these costs going to be phased when looking forward?

I think we'll start to see something now in the fourth quarter. But I think next year, there is going to be a bigger impact on that.

We haven't fully disclosed what it is, but it looks to be a 7-number cost for next year, most likely. So we're still working on the full plan. So it is quite a big cost, and it's going to go through the P&L.

But I think once we get clearer plans and also a guide for next year, we'll get back to that in more detail on how the impacts next year. But this year, Q4, if I give a number, maybe EUR 250 million, around EUR 250 million.

And then I think earlier, what we have been discussing, Daniel, is that the combined FDA clearance amount, perhaps we land somewhere around the EUR 2 million. But that's now more in the planning.

Then, on the Red Cat approvals in the big picture, I think you noted that you gained some new approvals during the quarter. I mean, can you walk us through what key regions you are still missing for this solution, apart from the U.S., when it comes to the regulatory side?

Europe is really well covered. We also got the TGA for Australia. And then, of course, in the APAC, it depends on country by country.

So there might be interesting countries. But I think the main target is really to get the FDA clearance. So that would really move the needle.

Maybe the final question still on this MAIA microperimeter. Can you maybe discuss a bit about this addressable market and market opportunity for MAIA specifically?

I mean, if we look at the ophthalmic perimeter market, how big of a portion that is? And how do you see yourself playing in that market with MAIA?

I think there's. So if you look at the overall perimetry market, we have been discussing a USD 300 million roughly perimetry market. So that's a traditional perimeter.

Micro perimeter is bundled on that one. It doesn't include is that the microperimetry goes to clinical use and when the new drugs are coming. So the logic there is how to measure the efficacy of the drug. And that's not quantified. We haven't yet fully quantified that one either.

I think it's a topic for the next CMD for us to come up with the number. And then, of course, the drug development and the approvals of the drugs hopefully are also a bit further away in other parts than the U.S.A. Anything, Robin, to add?

I think in the past, the prior MAIA generations, we were thinking that the MAIA market was like 10 million or so, so EUR 10 million to EUR 20 million. But if it gets into clinical use, it's clearly significantly larger.

The next question comes from Pia Rosqvist-Heinsalmi from DNB Carnegie.

It's Pia from DNB Carnegie. A few questions. And if I start with your sales pipeline, do I remember correctly that you have referred to some kind of mid-sized orders for screening solutions in earlier quarters? What's the status currently?

That's a very good question. The short answer is that, according to my memory, not too much discussed specifically about midsized orders for screening.

Maybe I don't remember either right now.

Maybe it's me, I'm not recalling correctly. Well, anyway, let's then discuss your guidance and your outlook.

Given that Q4 is typically a very strong quarter and I'll try to get some hedge here. So are there any specific changes in your sales force in the U.S.? Or are you fully comfortable that with your sales force, you are again able to achieve this really strong Q4?

So if I comment on the first sales force. We have slightly renewed the sales force. So we have been getting extremely good and extremely professional new sales force members in the U.S.A.

And that team has been clearly put us also on the new tables with the bigger customers. So that's going quite well. And then, of course, the question is when the pipe turns to sales. And there, I don't have a crystal ball to say.

Yes, I think Pia will probably ask why you didn't change the guidance at this stage, also. So as a result of these changes, there are actually very interesting large deals, quite a few we have in the pipe, which are very difficult to forecast if or when those would close, and that could have a big impact on the Q4 numbers.

So we actually ended up being a bit reluctant to change the upper end or the lower end. So there are quite a big swing factors that we have in the pipe currently for the quarter and the next year.

Maybe these were the things, the larger or yes, larger.

Yes.

So, these orders are in the pipeline. And just to be clear, now for Q3, there were no kind of larger orders that turned into deliveries.

No, it was a very typical quarter. So nothing larger in there.

And then if I continue, you booked some nonrecurring items. I think you don't specify them, but do I read correctly that they possibly relate to some M&A projects which have not yet turned into news?

Yes. I will not comment on those specifically, but if we have M&A costs, we would allocate those as nonoperational costs because we are actively working on that side with Jouni and have really nothing to do with the day-to-day business. So any costs like that, we would categorize there.

With regards to M&A, how is your pipeline looking like currently? Is it drying up? Or do you have many active discussions ongoing?

Actually quite busy. There are a few discussions ongoing, very interesting opportunities, but I don't know if we can comment too much. Jouni, do you have any?

I think you covered it well.

Then, finally, two questions: can I still continue? So first of all, with regards to sales in the Asia Pacific, why did sales fall short of your expectations? So, if we disregard the FX effect, is the demand more muted for these specific products, or any other explanation?

So what we hear from the region, of course, it depends a bit quarter-by-quarter. So there might be certain fluctuations, of course, quarter-by-quarter, regarding the sales.

But the main reason has been that if we go for, I mean, the Australian dollar or the Japanese yen or so forth. So we have had stronger euro development against those currencies, and that has slightly impacted our mind, the sales.

Then again, as I said, it depends month-by-month, quarter-by-quarter. So then, if you look at October, so now, I mean, really good progress in APAC countries during October.

So it might be that it's for sure, a bit currency-related item, but also maybe regarding the quarterly fluctuations. But anything you would probably, Robin, like to add?

Yes, I think the currencies have an impact. We have a number of distributors, for example, who have been asking about pricing and asking about payment terms and things, and clearly referring to the FX. So there's no doubt that that has an impact.

And then finally, if I can come back to something, Jouni. I think you mentioned with regards to a new product on the data management platform, which has been launched in the U.S.

Any assessment on the market opportunity, the target market, and the size of that? And yes, any more color would be appreciated.

So if we first start with the target market. So, of course, we have a data management platform already existing. I mean, Choice Forum really high-end ophthalmology-related platform around the Choice ecosystem also covers the surgical workflows and so forth.

So not where we want to play. Then, of course, we have a Topcon Harmony. It's quite a big platform as well, and the big change and so forth are partly covering that part.

Where we are targeting is a bit smaller optometry stores at first. So there's a huge amount. So when we ran the study already long time ago, there was a huge and huge amount of clients that they don't have any data management solution.

So, how do they manage the data? How do they connect the devices to it? So that's the segment where we are going to start first by integrating our devices, then, case by case, the others.

And key also for our side is to enable the replacement sales at the beginning. So if you want to move from DRSplus to EIDON or so forth, or upgrade the fundus imaging device, so we can then handle the data import and export and all those things.

And then what does this bring for us in the long run? So we have been discussing the software assistant clinical decision-making by combining the different modalities, whether it is the fundus imaging, whether it is the IOP data, et cetera.

So now we have a platform which stores the data on top of which we are then, in the long run, able to develop also the AI functionalities with the Red Cat team from the Netherlands.

So if we look, the strategy is that the ILLUME is fully focused on retinal screening, outuses, then going to manage the data coming from the devices. And then on top of the output, we are able to as well build the software-assisted decision-making tooling and the applications in the long run.

So, this is the first step towards that story starting from the U.S.A., and the product is already FDA cleared. So, we are good to go, and we have had the product in testing for almost the whole full year, but now we launched it to a wider audience during Q3.

The next question comes from Sy Gode from Infosys.

I was wondering if you could maybe talk a little bit more about the business environment in the U.S.

You touched on it, but just how is the demand environment looking? Are you seeing any change there in terms of demand? You talked about uncertainty before.

Would you say it's stable or improving? Or how would you describe the environment? And I had a question on the probes side as well, you should have a pretty good understanding of the mechanics of the probes business.

What kind of growth can we expect for the probes business over the next couple of years? Are we talking mid-single digits, high single digits? Or how should we think about it?

Maybe I take the first question regarding the U.S. demand, and Robin takes the probe part. And thank you for the question or questions.

So, if we first take the U.S. demand status. So, we were slightly a bit more worried, of course, during the Q2 when all these tariff things came up. And then we more or less decided towards the end of Q2, Q3, that this is going to be the new normal.

We have to ramp up our game by getting more competence and more sales force in the U.S.A. in order to be more efficient and more on the client's skin. And so far, that has been working quite well.

So, we have been able to increase the amount of leads because of doing more investments on the marketing side. And if looking at the Q4, we are looking positively at the Q4 and also towards the next year as well.

Of course, there's a lot of fluctuation, change, and so forth. But I think it's a new normal. We just have to live with it and plan accordingly, and execute more efficiently.

Robin, do you want to comment on the probe side?

Yes, the probes have always been growing very well for us. Just trying to remember, when I started 10 years ago, it was over 20% annual growth on the probes and kind of slowly once the number of devices we have out is well over 100,000, closer to 140,000 and the size of devices outside is not growing, of course, anymore as fast, even though we sell a little bit more devices, the probe growth is still actually double digit and even high double digits.

So, it's slowly coming down, but it's not hitting single digits in the next couple of years, hopefully. But it's one of the very fast-growing areas and consistently year after year.

The next question comes from Joni Sandvall from Nordea.

Joni from Nordea. Jouni, you were mentioning lower contract manufacturing now during Q3.

Are you expecting this to ramp up now in Q4 because you are also speaking about increasing inventories in the U.S. So, should we expect relatively strong cash flows then in Q4?

Yes. I think the manufacturing is not really happening like systematically every second week, the same month. So, it's a bit varied how we make the orders in.

But I think typically, yes, I would expect them to grow. But also the cash flow for Q4, I would expect it to be, again, the strongest of the year. That would be, unless something surprising happens, I would think that's the case normally. I think it's always been the strongest quarter for us in the cash flow as well.

So, nothing special to expect from that part. Maybe the second question is still coming back on the tariffs and the price increases.

Actually, how large a price increase do you have to make to mitigate the tariff impact? And have you seen in the U.S. any resistance to these increases that you have announced?

The good news is that nobody manufactures anything in the U.S., basically. So that's helping us. Everybody is in the same boat.

So, the tariff is put on, of course, the transfer price, which we import to the U.S., and that's significantly lower than the selling price. So, I would guess on average, maybe around 5% price increases would more or less cover the tariff impact if the tariff is 15%. So that gives an idea that the import value is 1/3 of the sales value.

So, no real resistance from there? The last question is still on the marketing spend. You have been speaking about this for some time, maybe now. Can you give any early indication of how much delta you are expecting for going into '26?

On marketing. We're actually still working on the budget next week. There's some work to be done, so we don't really have an answer for that.

[Operator Instructions]

Seems that we don't have any more questions. So, I wish everybody a nice rest of the autumn period. We resume back in early February, right, Robin? And thank you a lot for the participation and extremely good questions. Thank you.

Thank you. Bye.

Good sunny afternoon from Finland, and welcome to Revenio Group Q2 2025 Earnings Call. My name is Jouni Toijala. I'm the group CEO. And with me, as always, we have here Robin Pulkkinen, our CFO.

Let's go through the agenda first. So I'll start with the highlights for the Q2 2025. And then also, I'm going to cover the summary of the first half. Then Robin is going to do a bit more deeper dive to the Q2 financial part plus the shareholders and then reiterate the guidance for 2025. And then, of course, we finalize the day with the Q&A.

Back to Q2, so April, June highlights. So given all turbulence on the tariff side, geopolitical side, Q2 went reasonably well in our mind. Top line sales growth was 4.2% reported, leading to the EUR 26.5 million. Currency adjusted growth was 7.2%. On the positive side, the trend continued. In all the regions, APAC, USA, Europe, Middle East, Africa. So all the regions grew during the Q2, also all the product categories, so tonometers, fundus imaging, perimetry, microperimetry and the software side of the business. So all the segments grew as well.

If you look a bit more deeper to the regions, so the APAC growing nicely. We had a highlight in APAC, which was India. Then in the Europe, France and Germany growing very strongly as well. And then we have been able to improve also the profitability. So the EBIT level is in the EUR 6.1 million and up roughly 16%. And as said, earlier, Robin is going to cover these ones in more detail.

Then looking back to the first half. So net sales for the first half was EUR 52.6 million, up 7.2% reported currency adjusted, which is relevant for the full year guidance. So that's up 9.6%. Also the profitability nicely up compared to the previous year or so, 22.3% leading towards the roughly a bit less than EUR 13 million.

Then during the first half, we also got the microperimeter out and also the marketing authorizations from the main markets. And then we have been extremely active and successful on the ILLUME side as well. So the screening solution has been selling well, including the increase on the hardware side of the business.

Then moving towards the tariff. So I think everyone has been wondering what's the current status on the tariff side. So if you go back to the April timeline when we announced our Q1 results, so we estimated, if we don't do anything, the 10% tariff impact is going to be roughly from EUR 800,000 to EUR 1.4 million. What we have been doing earlier or the late last year, earlier this year. So we have been increasing the inventory levels, and now the tariffs have settled down to the 15%, we did the new estimate. So with the 15% tariff level, if we don't do anything, the impact for the remaining part of the year is roughly from EUR 0.5 million to EUR 1 million.

And here, of course, we are going to check our pricing. So we have been a bit increasing the prices for the probes during the -- towards the end of the Q2 and then inventory levels are currently looking quite good. So when we are starting to run the inventory or when the inventory starts turn out, then we are going to adjust also the pricing in the U.S.A. according to that.

But I'm done. So over to you, Robin.

Thank you, Jouni. So let's have a quick look at the numbers in a bit more detail. So the development was good, like Jouni mentioned. Sales were up, also gross margin over 70%. So looking at the profitability and gross margin, they have been growing actually faster than the top line for this year. The FX has a play here. I'll come back to that a bit more later.

If you look at the EBITDA line, so EUR 7.2 million, up slightly from last year. And then we do have the operating -- reported operating profit. Maybe here, just a reminder that last year, we had the Ventica write-downs, slightly over EUR 700,000. And this year, we had these one-off project costs, EUR 0.5 million. So basically, if you look at the adjusted operating profit line, so that growing roughly 10% in Q2, almost 20% in the first half. That's probably if you want to see how we are doing operationally. That's the better number to look at.

The EPS is actually -- some have noticed that it looks a bit weak compared to the other numbers. So there are quite a bit of unrealized foreign exchange losses in the financials expense in our P&L, roughly 2.5 million of those are for the first half are unrealized. So had no cash flow impact. And it doesn't hit the EBIT, but the EPS shows that kind of the impact on those costs. I'll come back to the other numbers in the coming slides.

So our sales growth, I mentioned now many times, so 7.2% currency adjusted, quite good for the second quarter. In the past, we've also said that almost half of our sales are in the U.S. dollars now for the first half. Our dollar-based sales were 44% of our total sales. So as many of you know, of course, we have operations in the U.S. We don't do any hedging by banking instruments, but we do have quite a bit of natural hedging in our costs. So looking at the U.S.-based operations. Roughly 40% of the kind of the revenue we have kind of offsetting costs in the country. So you're left with 60% above that in the sales versus costs.

And then if you look at our variable costs, out of our globally sold products, more than 20% of the kind of the components and the materials costs for our products are dollar-based priced. So if you kind of add those together, there's slightly around 60% or slightly above of natural hedging against the euro -- dollar sales that we have in the group. And if you consider U.S. being roughly 44% of our sales, that then kind of means that on a group level, there's under 18% of our group sales are open for kind of -- are not hedged in a way.

Operating profit improved. So looking at the EBIT, it's up year-over-year for the second quarter and for the first half of the year. Also in absolute numbers in euros, also relatively. So we've been kind of having a tighter look at the cost base, but also the FX impacts, our cost base for the operating cost going down with the U.S. dollar weakening. But also just a reminder, we do have our software development in Australia and also the Australian dollar against the euro has weakened some 15% to 20% over the last year. So that, in a way, shows less costs. And we don't have Australian-based sales, Australian dollar-based sales. So the cost savings in a way show up in the group.

Cash generation is solid. So for the second quarter, there's actually a couple of things. So the working capital management was quite good. So had a positive impact on it. But then there's a timing thing on the Italian taxes. So we pay our tax in Italy on the last day of the second quarter. Last year, that payment hit a weekend. So that date on the end of June last year was on a weekend. So the payments hit our Q3 numbers. So in a way, the comparable number is not wrong, but it's not kind of how it's supposed to be. So when you go into Q3, we'll have the kind of the tax payment last year there. So in a way, the comparable number is now slightly better than it should be in normal life. And the foreign exchange losses and the unrealized foreign exchange losses actually had no impact on the cash flow for the group.

Balance sheet, no really surprises here. It normally comes down in Q2 due to the dividend payments that go out. So we're still now in -- at the end of the second quarter, higher than the second quarter as in prior years. So the -- in overall, the balance sheet remains quite unchanged over the last quarter.

Shareholders, looking at how we -- how this was at the end of the year. And there's maybe one bigger change. So if you look at the Finnish versus foreign ownership, that's more or less exactly the same as it was at the end of the year. Finland ownership is basically the same. Denmark and Sweden are up. U.S. and France are slightly down. Looking at the top 10 ownership list, the Demant Invest has actually increased their ownership from 19.6% at the end of the year to 21.8% now. And then the top 10 list is more or less the same, just small changes like Ilmarinen and Swedbank have switched places. Varma is slightly up, Elo is slightly down. And then we have [indiscernible], which has been shifted to Evli. So other than that, all the companies or the investors are the same.

And the guidance we reiterate, so we expect our exchange rate adjusted net sales to grow 6% to 15% from the previous year, and profitability, excluding nonrecurring items, is estimated to remain at a good level.

Thank you, Robin. I think it's time for the Q&A.

[Operator Instructions] The next question comes from Nikko Ruokangas from SEB.

This is Nikko Ruokangas from SEB. I have a couple of questions, and I'll go one by one. Starting with Q2 sales and products there. So you indicated that the new microperimeters have been received well in the market. So did that already contribute to growth in Q2 and then continuing that regardless of the product type, did you have any kind of bigger deals affecting the sales in Q2?

So if you look all the product categories, so if you start from the tonometers. So tonometer sales was growing during the Q2. Then if you go for fundus imaging, so that's [indiscernible] and family DRSplus. So that product category was growing. And then we count the perimetry plus the microperimetry in the same package and MAIA contributed growth to that segment. And then we also have the software side sales. So that increased as well. So that was, in a way, the logic. So in all geographies, all the product categories were in a way growing. And no bigger deals.

And then kind of market environment. You said in the report that you expect the challenges in your operating environment to continue. So as you say that you expect them to continue. So have you seen these challenges in your market so far? Or is this kind of a cautiousness regarding all the uncertainties in the market? Or at least you described that the Q2 went reasonably well.

Yes. So if looking forward of -- how would I say that if we look at the normal -- so if you look at the normal situation, we look at the normal order backlog, what it has been for years already. So the normal order backlog is the visibility, the order backlog is extremely short. And the reason is that if somebody orders a tonometer, as an example, in the U.S. in the Europe or [ brokes, ] we usually ship in 1 to 2 days and imaging products, we always ship from the inventory in a way. So the order backlog visibility is extremely short.

Then when it comes to the outlook. So of course, if you think the tariffs and the current operating environment, also geopolitical, so it's in a way -- not in a way in a normal level. But if we think now Q2, Q4 -- sorry, Q3, Q4. So I mean similar, we see it similarly than Q2. So currently, demand is stable. So no, we don't see any changes on that one compared to Q2. Although visibility, of course, is as always, it has -- it's limited.

Yes. Okay. Good. Then one additional question from me. You said that you aim to increase prices of your devices in the U.S. when you run out of inventory there. So how long do these inventories last? And do you think that you can transfer the tariffs totally to prices despite now being 15%?

So we -- it depends on the product. I think we're all kind of [indiscernible] through the tariff-free probe inventory in the U.S. So like Jouni said, we've increased those prices already. But some products, we do have inventory all the way through the year almost or at least until the fourth quarter. So there's not really a good single answer how it looks. I think all the products are a bit different. But definitely, the probes were already kind of selling the inventory, which is impacted by the 10% tariff. And the price increases, Jouni, do you want to?

Yes, we look at product by product in the U.S.A. and also a bit case by case, depending on the deal size, how we are then going to price and what's the pricing policy. So this is a normal situation. If compared to the competition, we are, of course, in extremely good position because the profitability is extremely high. And then if you look the feature set, image quality compared to the price level, so that's very competitive. And we are already, in a way, we have been priced lower than the competition earlier. So in that sense, it's good. But we are going to look at the pricing. And as I said, current estimation, if we don't do price increases, impact is EUR 0.5 million to EUR 1 million, and the plan is to increase the prices when the tariff-free inventory is ending up. But this is a product-by-product decision and case-by-case decision.

All right. So this will kind of support mechanically the reported sales growth in H2 than if you start to increase price more?

Yes.

The next question comes from Jack Reynolds-Clark from RBC Capital Markets.

I had a couple, please. I'll obviously do it one by one. Thinking about the strength in India and France and Germany, were there any kind of specific products that you would kind of call out as being particularly strong within those markets particularly? I mean I know that you said that there was strength across kind of all the categories, tonometers, fundus, microperimetry and on the software side. But anything you'd call out there specifically within those markets?

I think in general, of course, the India is going strongly. So we have -- or the imaging sales has been strong and also tonometer sales has been going well in India. Then if you look France and Germany, so quite a lot of growth in those areas has been coming from the screening-based cases. So that's a combination of the software plus the DRSplus, I would say. But as I said earlier, so all the other product categories have been performing well as well. But those were the highlights for the France, Germany and India.

Okay. Great. So that's clear. And then my next question was on HOME2. I was wondering if you could update us on how your conversations with the U.S. players are going here?

So on the -- so first to say from the HOME2, so the growth is double digit during the Q2. So that's a good sign. Then what comes to the reimbursement, so we are now sitting still. So we haven't started or restarted the reimbursement discussion at this stage. But the -- as said, so globally, HOME2 growth is on the double-digit path and the growth was double-digit during the Q2.

Fantastic. Super clear. And then my last question was just on tariffs. So can I just confirm, I'm not sure if I fully understand. The EUR 0.5 million to EUR 1 million impact that you're expecting at this stage is without any offsets, but you are actually planning to implement offsets. So the impact would be less than that or at the lower end of the range? Or can you just clarify that?

Yes, the range is basically kind of -- looking at our forecast, looking at how many units of tariff-free inventory do we have in the U.S. And based on that, so it's kind of the number that we have, if we don't do anything, it's somewhere in there in the middle. Then if the forecast changes, that might go up or down, then there's some buffer on both sides. So kind of -- it's our kind of current view, if you just give one number, it's basically in the middle of that range. And then I think the price increase discussion is still open a bit what we do.

So -- and the logic is that it's between 500,000 and 1 million if we don't increase the prices and the plan is to increase the prices after we have run out of the tariff free stock.

Yes.

The next question comes from Daniel Lepisto from Danske Bank.

It's Daniel Lepisto from Danske Bank. And I also have a couple of questions. Maybe starting up with gross margin, which clearly expanded in the first half compared to last year. So can you remind us what are the key drivers here? So does this relate to these external commissions you pay for the salespeople? Or is there some mix-related things here playing a part?

Yes, I think the -- definitely, the big -- one big change compared to last year, so the kind of -- it's not the external commissions, but the internal people's commissions used to be posted in the variable cost and now starting from end of last year, it's been posted in the cost of -- in the salaries in the OpEx side. So that's one single quite large change, like less than a percentage comes from that. So in the last year, we adjusted it in the last quarter based on the discussion with the IFRS specialists and the changed regulations for the whole year, we had it in there. But like now into Q1 and Q2, it's still quite small number there still. So -- but that's one difference in the accounting in a way for the first half of the year.

But for the full year, it's still in line. But those are one bigger item there. And then the other part is the kind of -- we have done price increases and then, of course, the product mix. All the products have very different margins. And also now that we -- the U.S. share has also changed a bit. So also, it depends whether it's direct or indirect. The direct sales have a lot higher margin.

Okay. So it's mainly all accounting related from the switch. So no like underlying improvement, maybe a bit from the pricing?

Some, yes. Some, yes, for sure. I'd say it's probably around 0.5% or something maybe, the accounting change. I don't have the exact number in mind, but around there.

Okay. Maybe if you could -- then the next question, if you could give us sort of maybe a bit of a sentiment update on these key customer segments, such as these private equity backlog is in change which were -- is a big issue for you a couple of years back. So how is the momentum there? Have you seen sort of these customers waking up with the investments?

So of course, we have been tracking that status. And if we consider the U.S.A. in general, so it has been surprisingly stable during the Q2, also the visibility to Q3. So slightly picking up more or less the same. But I mean, they have been ordering and then we have also the other segments that have been active. So I think that's the current status.

Okay. That's clear. And I guess the final question regarding this APAC growth you highlighted, but you don't mention China in your discussion. So only India. So is the situation in China not developing as well as in the beginning of the year?

China growing as well, but India was growing really, really well. So we put that one in a context.

So all is good there. Momentum is [indiscernible].

Yes, yes. Of course, we have to remember what comes to the China. So of course, that status hasn't changed that they are really also focusing and giving the guidance that you have to buy the Chinese products. And it's way easier for us to sell in China, the tonometers compared then to the imaging devices. So I think that hasn't changed in China, but still, it has been good. But I mean the India, if you have to highlight one country from APAC region, so that's clearly India in terms of the growth and in terms of the positive demand.

Anything, Robin, you would like to add on?

No, that's good.

The next question comes from Pia Rosqvist-Heinsalmi from DNB Carnegie.

It's Pia from DNB Carnegie. A few questions, if I may. So firstly, I'm interested in understanding. Do you see any difference in terms of sales growth between tonometer and funding -- fundus imaging devices? I mean which one is currently growing then slightly faster and which one slightly slower?

Overall, I think it was quite close. They were almost kind of at the same level of growth. Then, of course, different countries differ quite a bit, but the total growth was pretty similar in both of those main categories.

And then adding -- building top of what Robin said. And then when we talk about the fundus imaging, so we don't count the microperimetry on it.

If you add the microperimetry in the fundus, then fundus imaging grew faster. But if you keep it separate under perimeter, then they were pretty evenly strong.

Good. Then I saw in the report that you mentioned something about price increases announced early in the year appear to have shifted demand slightly towards Q1. So do I understand you correctly that you saw kind of maybe a boost in demand in Q1 and then a slightly softer demand in Q2? So my question is, first of all, is this a correct interpretation? And then secondly, with this in mind, how has the Q3 started now? Any change?

So if we go back to this, so we did a minor price increase or we informed about the minor price increase during the Q1. And we have the terms and conditions so that we have to inform about 1 month before and we put the new minor price increases in place so that they are on the effect starting from the first of April. So what we were seeing is that the people -- or the customers were and the distributors perhaps slightly order certain products like probe as an example, most probably a bit to the stock still towards the end of the March. And that was behind our comment regarding to the Q2. And now I mean Q3, so going according to the plan as we speak.

All right. Then maybe still looking back at the Q1 report, I think you were quite positive on the sales funnel and the opportunities in the U.S. Any update to this situation?

That's stable. So basically, no new update on that one. So we were thinking during the Q2 that -- and wondering that where all this tariff discussion is going to take us and take the sales funnel in a way. But it has been resilient and it has been stable. So Q3 executing as we have earlier planned.

All right. And then maybe a bit trickier. Regarding your ambition to grow through acquisitions. We haven't seen any news. So is there any change in your focus? Or is there any change to your target list? Any updates to this?

Yes, we have been working on that. We spent quite a bit of time with Jouni and a few other people in the company on the M&A. And we have spent time this year also. There are -- mostly, the target list is similar, but we have also been talking to a few new companies outside the original list. But I think it's also -- it's something that we definitely want to be able to execute at some point.

And I think, Pia, like we have been discussing also earlier. So we would have been able to close during the last 2 years. But then if we start to dig down deeper the numbers and define what would be a good deal for the shareholders in terms of the valuation, so we haven't found fully the match on the valuation side and the overall performance and the growth side. And that's one of the biggest reason why we haven't now closed yet. So if we want to close, we want to close also the deals so that they had clearly long-term shareholder value and the valuation is on the right ballpark.

Would you, Robin?

Yes. I think the -- us being a public company and people looking at our multiples doesn't make life always easier. I think it would have been a lot more successful if we're a private company. Nobody knew how we are doing. But it is always difficult when they start to look at our numbers and multiples.

The next question comes from Joni Sandvall from Nordea.

I was out for a couple of minutes. Hopefully, this were not answered yet. A follow-up question on still the MAIA ramp-up development. Do you have some timeline when you are, let's say, fully ramped so that you can orderly deliver from the backlog?

So we have been delivering the -- how would I say, the backlog. So I mean, we have been able to deliver. We have been able to produce the devices and so forth. But we yet haven't done is that we haven't started aggressively marketing. So we are not currently having, as an example, marketing campaign. So we are serving the existing order backlog and the existing clients. And that's a big opportunity for us to really start the market and boost the next-generation MAIA product, but that's on the works.

Okay. Okay. That's clear. And then maybe there is any update on the FDA process that you are running?

Yes. So there's an update. And now, we have a clear -- so during the Q3, we clarified the path to go forward. So that's going to be twofold. So we do the pre-study at first. And the reason for the preclinical study is that we -- the image quality of the DRSplus, plus the AI. So that's on the higher level than the reference package, which is the combo with traditional fundus camera and then the human reading and creating the images. So we basically detect better the images than the reference. And then that leads to the position towards FDA that we see more cases, which are DR cases, i.e., then it looks like we have more false positives and then it leads that we are not able to get the clearance even though that the -- in a way, we are the right and the package is correct.

And now we have to run first take a prestudy. And then based on the prestudy results, we have to fine-tune the algorithm so that it matches the reference and then run the second phase of the clinical study. So now everything is okay. We are moving forward, unfortunately, because we have to do this one. So we look more towards the mid of 2027 now, the timeline.

All this said, so we, of course, we have been extremely active on the screening side in the U.S.A. for a long time. And we have many cases where we have been selling a lot of hardware, DRSpluses in the U.S.A. Also during last year, during the first half, and we are going to be selling for screening cases with the human grading also during the second half. So I think that's good to remember that even though that we don't have FDA clearance for DRSplus for the human grading purposes, we are selling a lot of DRSpluses for screening in the U.S.A.

Okay. So does that mean actually that you are, let's say, worsening your algorithm for this to be then approved by FDA?

Yes, we have to have -- so currently, we don't have that challenge on the other regions. So current cases, what we have, so it's going to be the different version of the algorithm. Luckily, we have our own resources, and we have our own algorithm in order to be able to do that one.

Okay. And maybe a follow-up for Robin of the costs related to that minor costs now for the prestudy. And then I don't know when it's mid '26, more costs? Or how should we view this?

The prestudy will generate some costs now for the second half in the hundreds of thousands. But it will be a bigger ticket item than next year, which we will then probably clarify a bit more towards the end of the year.

The next question comes from Nikko Ruokangas from SEB.

This is Nikko Ruokangas from SEB again. I have one additional question regarding your answer where you described the process of price increases. So you said that you needed to inform your clients 1 month before regarding kind of the ordinary price increases you made in the beginning of this year. So is the process similar when you now made kind of extraordinary price increases regarding tariffs? And if so, have you already informed your clients regarding this?

No. So yes, of course. So the process is the same because we have to follow up the contracts. Of course, the new cases, if we are selling and having a new RFQ, [indiscernible] et cetera. So then we are, of course, able to quote the new price right away. But if -- for the existing customers in the U.S.A., if we have a contract with them, we have to inform earlier. And then, of course, we know well in advance already that when the certain products are running out of the stock, so then we informed earlier.

All right. But no information yet?

No, because we -- okay, probes, yes. But the other products, no, because we still have a stock.

There are no more questions at this time. So I hand the conference back to the speakers.

Thank you all. Have a nice end of the summer, and we come back during the October. Thank you very much.

Thank you.