Azimut Holding Spa Ord

Good afternoon. This is the Car School Conference Operator. Welcome and thank you for joining the Absinthe Holding Full Year 2024 Results Conference Call. As a reminder, all participants are on listen-only mode. After the presentation, there will be an opportunity to ask questions. Should anyone need assistance through the conference call, they may signal an operator by pressing star and zero on their telephone. At this time, I would like to turn the conference over to Gabriele Blei, CEO of Azimut. Please go ahead.

Good afternoon to everyone, and thank you for joining us. As usual, we'll go through the presentation as quickly as possible and leave room for Q&A. So let's start on page number four. We provide you with a recap of the last six years. As you can see, going through volatile markets where, just as a reminder, we went through COVID geopolitical risks, increasing interest rates and so on and so forth. And on top of that, we had to change the fee structure, which casted some doubts on the sustainability of our business model. Well, despite all this, this year we have recorded the highest level of revenues and the second highest level of net profit, which has led to deleverage process, which was announced back in 2019 when we took out the leverage of up to 900 million. And through the organic cash flow generation, we ended this year with the full repayment of all the debt commitments that we had. And despite all this, we have proposed to pay a dividend of 1.75 euro per share, which is in line and consistent with our dividend policy and takes into account the solid results and the fact that we are now debt-free in our balance sheet. Clearly, we also remain committed to invest in growing the business further as well as use buyback to enhance total shareholder remuneration. On page number five, again, taking a long timeframe, this is a company that's doubled AUM every five years since 20 years now, growing in Italy and overseas, comprising today asset management and distribution networks in 19 countries. And we will continue to pursue this growth trend in the future. On slide number six, a snapshot of the flows. You can see this broken down by regions, 3.9 billion out of Italy, 1 billion out of the EMEA region, with especially Turkey and the UAE making more than 60% of That amount, as well as Monaco, worth noting a good inflow trend during the entire 2024, thanks to the recruitment of some private bankers. The Asia-Pacific region with 1.5 billion, clearly the lion's share is thanks to our Australian setup. which has also benefited in terms of M&A, but we will see this in a second. The Americas with $3 billion. Here, again, the U.S. has contributed significantly, both in terms of organic as well as M&A. And Brazil, which fully came back after that complicated 2023. This with the M&A of 8.9 billion of which 2.8 billion belong to Australia and 6.1 billion belong to the US. We concluded the year with 18.3 billion net new money for the entire 2024. Moving to slide number seven, just as a reminder, we took a strategic decision back in 2010 to have an international footprint. in order to benefit in terms of AUM growth, in terms of breadth and diversification of our investment teams as well as our capability to generate performance for our clients. And this has led to reaching 52 billion of assets under management and a number of investment hubs across all the main geographical regions with clear benefits in terms of investment ideas and contribution to the performance of clients. Moving to slide number eight. This is a just a snapshot of how things have evolved in terms of breakdown of recurring revenues vis-a-vis performance fees as You might remember back in 2019 During the investor day we stated that the performance fees would have been following the change in the fee structure in the region of five to ten percent of total revenues and as you can see 7% has been a particular good year in terms of performance fees with $100 million generated over 2024, although it's important that our forecast has proven to be correct also in this circumstance. Moving to slide number nine, a quick highlight of the full year 2024 revenues. I will focus on the full year while Alessandro in a minute will look at the quarterly development of Q4. Just a note before we dive into the numbers, you should bear in mind that the full year 2024 number of total revenues do not take into account 15 days in December following the deconsolidation of AZNGA numbers, which account for roughly 6 million of revenues. So starting from the recurring fee component, we have a platform expansion which has benefited both Italy and our overseas operation. In fact, The delta vis-à-vis the previous year is for 79 million. 36 million are related to Italy, mainly driven by private markets, which explain 25 million of the 36 million, and the advisory services and usage funds that are contributing for the other 10 million. As far as the foreign operations are concerned, the delta is of 48 million vis-à-vis the previous year, and I would say that 70% of that is explained by the combination of the development in Turkey as well as in Australia. Moving to the variable fees, we have 48 million versus 18 million, so plus 30 million the year before. Of the 48 million, I would say that 30 million belong to Italy, 28 million are related to our overseas operation across a number of different countries, but worth mentioning Turkey, Brazil, and Switzerland. And then we have to account a negative fulcrum of 10 million. Last but not least, we had a positive performance from private market products, the Automobile Heritage Enhancement Fund, which had a positive print of a sale of one of the assets within the fund. Moving to the insurance fees, we have 161 million of total insurance revenues, so 50 million more than a year before. We can explain this 12 million for the recurrent fee component, thanks also to the AUM development. And then 38 million belong to the performance fees, which in total have accounted for 57 million of performance fees in 2024. Last but not least, other fees and entry fees of 44 million, broadly in line with what we had achieved the year before. Corporate and investment banking activities have reached almost 20 million euros of fees. Moving to the cost side, also here an initial statement. We have, as you can see in the slide, an increase of 13% of cost. Although to better represent the underlying industrial development of the cost, We wanted to highlight that in the full year 2023, we have to take into account the fact that we released 12 million of provisions, which are not repeated this year. While in 2024, and we will dig into the details in a minute, we had incurred 7 million of extraordinary costs or one-off costs. So if we strip those items from 2023 and 2024, we would see a cost growth of 10%. So moving to the breakdown of the cost. Distribution costs are 432 million, of which, or better, 43 million more than a year before. of which 35 million belong to Italy. And I would say, roughly speaking, 30 million of that is explained by the fact that the revenue have increased and therefore we have a linear relationship with the rebate that we provide to advisers out of our management fees. And then we have incurred some higher variable incentives for our network. As you can imagine, the year has been a good year. We have variable incentive remuneration plans that are linked to our net profit generation. And when we overcome our target, there is an overperformance element that we have to factor in. We also had to incur some one-off costs to some selected FAs, thanks to their performance. And last but not least, we are incurring some higher marketing and event costs, especially linked to the TNB project, i.e. the bank project that we have discussed several times. In terms of foreign operations in the distribution cost, we had an increase of 8 million, and this is, I would say, broadly in line with the growth and development in the recurring revenue line that we have commented before. As far as the SG&A line, 347 million versus 310 the year before, so an increase of 37 million. 8 million of these 37 million are related to Italy, mainly I would say 3 million linked to variable remuneration, whereas there is an increase of 5 million related to IT and operational costs, which we can explain with the growth of the business. The foreign business has increased by 28 million SG&A, and the lion's share here is from Australia as well. as we have noted before. The provisions are back at the normal level after the release of the 12 million in 2023, so we have closed the year at 37 million. Moving to slide 11, the EBIT progresses by 11% to 653 million, or an EBIT margin of 44.4%, roughly stable with the year before. As you have noted throughout the year, and we have been able to comment, this year the finance income line has become quite significant, mainly following the capital gain on the sale of the 20% stake in Kennedy Lewis, as well as the partial sale of the EZNGA transaction. We have had... positive net interest income, as well as a contribution from realized and unrealized capital gains losses on our property investments. Last but not least, dividend from GP staking business of $7 million, which is, I would say, 70%, 80% explained by the U.S. business in hold. Moving to the adjusted net profit and we provide the adjusted net profit just to take, to strip out the IFRS 17 variation consistent with what we have done the year before. So we closed the year at $588 million in terms of adjusted net profit or $576 million reported, an increase of 29% and a very healthy 57 basis point net profit margin. Moving to slide 12, once again we provide, and as you may recall, our dividend policy is based out of the recurring net profit, which strips out a number of extraordinary or one-off items, including performance fees, fair value options, unrealized gains and losses, and the capital gains of the two transactions that we have mentioned before. So we reached 405 million which is twice the level we had back in 2019. And the highest recurring net profit that has therefore led us to propose 1.75 per share dividend for a total of 251 million or up to 251 million that will be paid as usual in May 2025. The next slides are here for your perusal, and I would tend to skip the details of these slides, but you can see the breakdown by verticals, Italy International, private markets, and fintech. As you can see, there has been a development in the average assets across all the four verticals. In terms of total revenues, you note a stable margin across the board with probably one positive exception that is related to the private market development thanks to the evolution that we have had over the past years in terms of private market growth of assets and therefore this is reflected also in a very healthy revenue evolution. In terms of EBIT, once again, stable margins across the board with the exception of the private market. that is posting a significant increase. And last but not least, in terms of adjusted net profit, we are benefiting from the growth that we have seen above and clearly below the operating line. The private markets also take into account the capital gain from the Kennedy-Lewis transaction. whereas the FinTech and corporate investment banking activity has accounted for a very conservative approach of a write-off of a participation we have. Moving to the business update on slide 18, you see here the usual weighted average performance clients have had in 2024. a 9%, almost a 9% net of fees weighted average performance in excess of the industry, and we continue to overperform also on a medium-term period by roughly 80 basis points in excess of the benchmark. On slide 19, you have the usual representation of our Luxembourg usage funds only, which provide for a breakdown by category and underlying assets of how we are managing clients' money and exposure. Just as a note, do bear in mind that this varies quite frequently also given the volatility in the market. development in our AUM in the private market side, taking into account in the second quarter of 24, the deconsolidation of Kennedy-Lewis in past life. And now we stand at 6.4 billion AUM, of which you can find in slide 21, the breakdown by asset class and region with Italy accounting for 81%, again, following the deconsolidation of Kennedy-Lewis. and international business, mainly the US and Brazil accounting for 19%. Very balanced in terms of asset class with 26% of private equity, 30% private debt and infrastructure for 30%. As we have been discussing private markets quite extensively in the last six years, we thought that we would like to provide you some of the very initial exits that some of our funds are delivering. These are obviously not an indication of what will be the final returns of the funds, but just a snapshot of what inside those funds and how they are performing when they they managed to get some deals done and exit materialized. So I'm not going to comment on each one of them, but as you can see on the first slide, two significant transactions worth 34 or 60 million euros have provided for significant money on money or IRR returns. that hopefully will continue also with the other participation in those funds. On slide number two, you see across the different type of funds, so from private equity to venture capital to some pre-booking structures that we have launched and exited are providing significant returns in terms of money on money as well as IRR. Moving to slide 25, just we're re-proposing here the same slide we used in early November 2024, just to highlight the three ways in which we can complete the bank transaction, so the spin-off and listing, the sale to a financial partner, the sale to a banking partner. I will not go over again on the pros and cons of each one of them, but we just wanted to simply reiterate that this transaction will take place one way or another, and our beacon will simply be to create more value for our shareholders. Where do we stand? We stand that in December 2024, the spin-off has been approved by the Board of Directors. We have entered exclusive agreement with FSI, which has been signed. And we stated that the transaction value after taxes is in line with the initial estimates over time. Just as a quick reminder and clarification, If you recall, we had indicated a value of 1.8 to 2.2 billion for the 100% growth of tax, which translates into 1.2 to 1.5 billion net of tax. Of that, we have stated that we will be or we are working to sell up to 80% of TNB and therefore receive the proceeds over time as is customary for this type of transactions. The extensive due diligence is underway and there are no things worth mentioning. So from our side the process is on track with key assessments and evaluations that are being finalized and we are looking to provide further updates in the next couple of months. We do understand that you are very keen to get more information and that we should provide this on a constant basis, but given the complexity of the transaction and the many moving parts, we just wanted to reassure that things are going ahead, that we have very open and constant dialogue with the authorities about it, as well as with our potential partner. with whom we are in negotiation. The company and we therefore expect to obtain the banking license in the second half of 2025 and as always we are very much committed to creating value for our stakeholders. The envisage use of the proceeds which have been discussed in the past as well is to primarily invest in organic growth, both in Italy and abroad, to strengthen the networks of financial advisors, as well as to develop IT solutions, as well as advanced advisory services for the benefit of the business and our clients. On top of this, we will therefore also invest in inorganic growth, as we have always done up to now, in Italy and abroad, in asset management and private markets, as well as in the corporate and investment banking businesses. The other element of the use of the proceeds are dividend and share buybacks. we will continue to remunerate shareholders with dividends as well as use buybacks to unlock additional value and address market undervaluation, which we continue to see. I will leave the floor now to Alessandro for the financials and then take back for the output.

Thank you, Gabriele. As we anticipated, following the full details provided in relation to the 2024 results, I will focus on the last quarter of the year and I will try to compare it with the third quarter and try to give you more details on the evolution of the business. So overall, the total revenue increased by $63 million, the operating cost by $15 million. Therefore, overall, the operating profit increased by $48 million, with a revenue margin on the AUM that increased by three basis points. And as well, the operating margin is nowadays close to 47%. Back to some details of the single line of the P&L, the recurring fees increase of 10 million compared to the third quarter, 24. Again, here I recall the message provided already by Gabriele related to the consolidation of the Australian business. Therefore, we are missing almost 6 million in terms of increase of the recurring fees. Therefore, overall, we can, if we, I mean, this element overall, the increase of the recurring fees are coming 50% from Italy and 50% more or less from the international business. So the level of the variable fees, almost €39 million in Q4. Following also the note, we have a stronger performance of the individual managed portfolio and pension fund. and that provide, let's say, almost 30 million euro in terms of variable fees, and as well the international business produced their contribution to this line with 13 million euro, mainly in Turkey, Switzerland, and Brazil, with a net impact, negative impact of the program for 3.8 million. The other income provide us a bit of increase compared to the last quarter, thanks again to a better conclusion of the year at the level of the investment banking activities. And as well, the additional revenues demonstrate a strong increase of almost $11 billion, thanks to an higher contribution in terms of performance fee for $6.3 million, and as well from the recurring fees by $5 million. At the level of the cost, distribution cost, again, we have a note three. We have a general increase of $13 million. $8 million are coming from the Italian perimeter, and $5 million from the international one. And as well, as already anticipated before, we have higher variable incentives to a phase. We definitely cost at the level of the bank. the project TMB, and Tiger marketing and event costs. We have personal HG&A costs that are almost flat, but as well here, we should take into account the consolidation benefit. Therefore, the other way that we commented, the increase of the revenue, as well here, we benefit for around $4 million less cost. that are compensated by higher variable compensation to the investment team globally linked again to the particular and positive growth in terms of performance. Moving to the next slide, we have the last part of the P&L. In the finance income, we have almost 24 million positives that are generated by the contribution of the capital gain generated by the transaction of the DAZ and GA, the fair value option that contributed by 11 million, the interest on the cash accounts that has a positive effect and impact on the quarter by 6 million, and as well the contribution of your 10 dividends from GP Stakes. Non-operating costs, we have a significant increase, 12 million compared to the last quarter, compared to the third quarter, 24. And here we have the impact of the transaction costs related to the TMB project that we, again, already explained we are still running with the involvement of different advisors. And as well, we moved the write-off of the discontinued back-end program in Italy. Moving forward, we moved to the net financial position. As you can see, compared to the last year, 2023, we doubled our net financial position. In mid-December, we repaid the bond for $500 million. If we try to reconcile the evolution of the net financial position starting from 2023, we should add the contribution of the profit before taxes, so 822 million. We take out the M&A activities and transactions for 40 million. We take out the dividend paid during the year, 160 million, and as well the significant amount paid In tax, that we already explained last quarter, how is evolving the element related to the tax, we are almost reconciling the level of the net financial position at the end. A few slides relating again to the dividend. So on the left side, we remark and we recall our current dividend policy that is ending now in 2024. Therefore, a new dividend policy will be presenting in 2025. And then on the right side, we remark, let's say, the level of the contribution of the proposed dividend with a significant reduction I mean level of recurring GPS and as well as dividend yield of 6.7%. And then last but not least, the increasing of the evolution of our dividend paid to our shareholders year on year where we demonstrated the discipline of the group to continue to invest and repay the bond as we did at the same time which we did at the end of the year. At the same time, we aligned the remuneration of our shell orders in line with the results achieved. I'm going to leave back to Gabriele for the outlook.

Thank you very much. So, on slide 35, we have provided a different view of the highlights of the past six years. This is a company that has produced consistent growth in line with previous top managers. and in the wake of azimuth tradition. We strengthened Italy. We have increased our size and profit with our international presence. We have developed from scratch an alternative private market platform for retail and institutional investors. And we have kept our goal to deliver performance to our clients, which is the most important aspect of all. All these produce $2.8 billion of accumulated net profit to support a friendly shareholder's remuneration. So stay tuned because all this dynamism and the innovative approach is set to continue in the future. For 2025, the targets are reconfirmed. So we are looking to reach net inflows of $10 billion and the net profit that ranges from at least 400 million up to 1.25 billion, depending clearly on the TNB authorization, which is expected to come during 2025. As far as M&A, beyond the completion of the TNB project, we are selectively looking and scouting some accretive targets. And we have already communicated at the beginning of the year the intention to expand into new markets, one in the African region and the other one in Asia. That's all from us. We're happy to take any questions. Thank you.

Excuse me, this is the Car School conference operator. We will now begin the question and answer session. Anyone who wishes to ask a question may press star and one on the touch-tone telephone. To remove your question, please press star and 2. Please pick up the receiver when asking questions. Once again, that's star and 1 for questions. The first question is from Hubert Lam from Bank of America. Please go ahead.

Hi, good afternoon. Thanks for taking my questions. I got a few of them. Firstly, on the net financial position, it's very strong at $750 million, even after all these adjustments. Just wondering why you haven't done anything yet with it in terms of maybe a buyback or just you think there are potentially more opportunities out there for organic growth and organic growth. So just wondering how you see the near-term opportunities around the excess capital you have. That's the first question. Second question is you talk about these new opportunities in Africa and Asia. Maybe you just elaborate a little bit more in terms of which countries and the opportunities you see there. The third question is on, if you can give us an update on the new bank in terms of deposit gathering, how much have you gathered so far? And last question is on, you talk about all these strong returns in the private markets across some of these investments. When should we start to think about carried interest for your private market funds and it contributing to your P&L. Thank you.

Thank you Hubert. So in terms of the net financial positions, we are very, very satisfied with the cash conversion that the business continues to have. As you probably are aware, we Our main focus this year has been to fully deleverage and complete the deleverage process. In some occasions we discussed how we would have done that and in some instances there were some doubts that we would have been able to repay the debt and meet all our commitments. We are and we will be always very, very disciplined in the use of the cash. As you know, we are financing all the projects by ourselves or when it is needed with the access to some debt. We have been very comfortable in proposing this dividend of 1.75 per share given the strong cash flow generation and the fact that we have come out with the deleverage process completed exactly as we were planning five years ago. So from our perspective, the buyback is an additional element of shareholders remuneration, something that has to be done with the financial backup and in the best possible ways to enhance the shareholders return that we always try to achieve. As always, we will propose to the AGM the possibility to have a buyback program approved. And typically we like to announce this when we feel that there is an opportunity to grasp. In terms of the new opportunities in the African and Asian continents, what we're trying to do and the aim is to either complement our geographical exposure or add some competencies that will enhance the value of the franchise that we're building. If you recall, in the Middle Eastern region and African region, we have started with Turkey, then we added the United Arab Emirates, then we added Egypt, to be able to become a very credible player in the region across asset classes and serving different types of clients, both institutional and retail, through the creation of some proprietary financial advisory networks. So what we will be doing and announcing in the coming months and weeks will be some addition to this platform that we are creating that will enhance the geographical footprint. The new bank deposit gathering activity, I don't recall to have mentioned the amount of deposits we have collected. What I can say is that the activity is going on with the partners that we have found in Illimiti. We very much look forward to be able to continue this also on our own banking platform. Private markets carried. We are seeing these positive news that we wanted to share with you because we heard some initial questioning on the capability of our investment teams in the private markets to generate performance, so we wanted to reassure everyone that the funds are performing well. We have some participations that have already been divested. Clearly, having started this project back in 2019 and with the first fund closing in 2020, You can imagine that a typical product market product has a five-year investment period, and therefore we would be willing to see some carried interest generated in the coming years as funds will approach the closing and therefore the payback to investors and the asset manager in terms of carried interest.

Great. Thank you.

My pleasure.

The next question is from Gianluca Ferrari from Mediobanca. Please go ahead.

Yes, hi, good afternoon. Ciao Gabriele, ciao Alessandro. The first one is on the dividend. I see you are planning to unveil a new dividend policy. I was wondering if the introduction of a ratchet policy is something you might consider to attract value funds, for example. The second is on TNB. I know you cannot unveil that much, given that the negotiation is underway, but I was wondering if the general framework such as, for example, the accordo di garanzia is still there and the buyer is committing to this kind of agreement. And second, if the adoption of the banking license will require an injection, a significant injection of equity in TNB and who will take care of this. And the third and final on private markets, again, I saw the exits you put in the presentation. I was wondering if those exits were done sponsors to sponsor or via IPOs or other means. And in this respect, I think at the very beginning when Mr. Giuliani presented the program, you were also referring to the development of some secondary funds or continuation funds to give more liquidity in the private equity space. I was wondering where we are with this kind of development. Thank you.

Thank you Gianluca. So let me take the last question first, the private market development and evolution. There is a mixed approach in terms of how we exited the investment. And we are by now very active in terms of sourcing our origination process as well as the capabilities we can have to divest our investments, whether it is driven by the founders, entrepreneurs that are at our side or through some options or other ways that we can find to maximize as much as we can the value that we have generated and therefore we can extract. In terms of TNB, the approach, Ale, you want to comment on this?

Well, I mean, the guarantee is something that is not, let's say, challenged by SSI. Therefore, no issue at the moment. That's it. I mean, we are just following the process without any issue on that. Thank you.

Last, but not least, on the dividend, we will... Tend to discuss this as soon as you know, we are ready to present you a comprehensive Strategy of the development of the firm including the remuneration to shareholders by a dividend which will be very much articulated in our industrial plan. And we're happy to listen to investors and you guys to understand if you have any recommendations.

Sorry, and on the capital needed to get the banking license, given that it's going to be a request to Bank of Italy, I guess, Any comment on the size of this cache and if it will be you to inject this cache in TNB?

Listen, it's going to be very much related to the deposit base, as we have mentioned in the past, and the growth of the deposit base. And it's a point we are discussing with FSI in order to have this included in the agreements, but it's not something that creates problems with our potential partner at the moment.

Very clear. Thank you very much.

Thank you.

The next question is from Alberto Villa from Intramonte. Please go ahead.

Good afternoon. A few questions from my side as well. One is on the cost growth, 10% adjusted in 2024. I was wondering, there has been probably some additional cost, as you mentioned during the speech. Maybe you can give us an indication of what to expect in terms of cost inflation in the next year, maybe isolating, if possible, the effect of the TMB project. The second question is on the guidance, the lower end of the guidance at 400 million, at least 400 million net profit. Maybe you can recall us what it does include in terms of lower contribution from the assets disposed during 2024, the additional cost for TMB and any other maybe color on the assumption of no recurrent or variable profit embedded into the guidance, if any. Again, on the guidance of 10 billion in terms of net inflows, you already announced in early 2025 recently a new acquisition. So I was wondering if that... Assets are embedded into the guidance of the 10 billion you mentioned and maybe if we can give us an idea what is the organic target for net inflows in 2024. And the last one is on the outlook for recruitment. We have been hearing that there has been some movement within the networks in terms of consultants moving from one network to the other. Maybe you can provide us an indication of what you expect in terms of recruitment in 2025 in Italy. Thank you.

Thank you, Alberto. So let me try to answer without annoying all of you guys for too long, as these are very important but articulated questions. First, the outlook for recruitment. Yes, there is a market. It is a competitive market. We are not seeing... prices going up dramatically, but clearly there is strong competition. Probably this is also fueled by the fact that there are a number of takeover bids across the banking slash non-banking industry, which might initiate some discussions sooner rather than later. Certainly, we have also experienced some people leaving us, although the ones that are physiological comprise the big part of the reduction in FAs and that left to go to competition. We are not too concerned of that. As always, there are a bunch of people that we wish not to lose and they decided to try different companies. But still, we can count these on one or maximum two hands. So it's part of the competitive landscape that we're seeing. We do think that as things will be much clearer in terms of the banking project, we will most likely generate more attraction because an element of uncertainty will no longer be on the table. And certainly we are also hiring some very high profile financial advisors and private bankers from some of our competitors these days, and we're very pleased of that, especially in the Azimuth network that stays. In terms of flows, organic and inorganic, I would say that it's always incredibly difficult to answer the question at the beginning of every year. because already we have to provide the number based on some assumptions and these assumptions change on a daily basis. As you can see, we do not live in a very quiet world these days. I would stick to the 10 billion indication with clearly general comment that we expect the bulk being related to organic flows and we might be in the position of completing some M&A transactions, some of those we have mentioned to you already, which will contribute to some extent to reach or overcome the 10 billion inflow target. Cost growth adjusted 10%. Again, we adjusted that because we feel that we can provide you a better indication of the underlying evolution of the cost base of the company. And because we have always mentioned cost inflation that this company typically has ranging between 7 to 10 percent depending of the year, depending on the change of the perimeter, depending on the type of investment that we want to make. We do have some expected cost savings in 2025 which will be then used to generate additional investment in the business and in our growth profile. However, I would stick to the indication of a 7% to 10% cost inflation for 2025, which is consistent, once again, with the 10 billion inflow target and the guidance that we have given, which I will try to comment in a minute. Ale, you want to add something? No, I mean, fine. Okay. And then on the guidance of the 400 million net profit, let me take from a general comment in this way. We will have a number of moving parts in 2025, especially the bank, which will involve someone off cost. which the accounting treatment of which will be still under discussion or we will have to see when the transaction will be closed. So based on that, which is an element to incentivize the FAs, we will have to then see what's going to be the lower part of the guidance. We have taken to formulate the lower guidance a very conservative approach on that part as well as on the performance fees. Why? Because we have very limited performance fees incorporated in our estimates and we have included a cost inflation in line with that of 2024. So if you see this as the lower end as conservative, we tend to agree with you, but given the many different uncertainties that we see from a business perspective as well as from a macroeconomic perspective, we prefer to be conservative and give a 400 million net profit guidance. whereas on the upper end we are assuming and again here making some assumptions on how we are going to receive the proceeds from the transaction and how from an accounting perspective we will be able to account for those. But you want to add or formulate more comments on this? No, it's okay.

Okay, Gabriele, just a clarification. The one, of course, on which you're still discussing the accounting, treatment, et cetera, are embedded already in the lower end of the guidance or are something on top? Absolutely are already included in the lower end guidance. Okay, thank you.

Next question is from Elena Perini from Intesa San Paolo. Please go ahead.

Yes, good afternoon. Hello Gabriele, hello Alessandro. I've got actually four questions. The first one is about the decline in the recurring net profit margin in 2024. if you can elaborate on this and you already told about the guidance for 2025. As regards this point, referring to the one-off costs which you have said they are already included, I assume that they are included in the most conservative perspective. So the worst possible accounting treatment for your P&L, but I ask for a confirmation. Then on the new bank, you mentioned three months exclusive negotiation period with the FSI or... probably some fresh in the interviews. So we are approaching this term, but it seems that you will require some more time, so you can elaborate on this. And finally, a question on tax rate, if you can provide the guidance for 2025. And also on this clarification on the proceeds for the new bank disposal of 80%, I assume that an ordinary Italian tax rate is incorporated in the figures that you mentioned at the beginning of this call. Thank you very much.

Okay, thank you, Elena. So let me start from the second one because I think I just answered before. But yes, the one-off cost in 2025 related to what I mentioned of the TNB network is included in the 400 million lower end guidance that we have provided. In terms of the EBIT margin decline, yes, we had slight erosion of the margin from 44 to 40. Sorry, let me take again from 46 to 40 basis points. It is a variation that you can see from the six years sometimes it happens and it is indeed linked to the attainment of very solid results and the one-off expenses that we have mentioned related to the over performance as well as the marketing and TNB associated costs. that we have incurred, as well as the acquisition of True Independence that has increased the asset base momentarily with a very limited contribution in terms of operating results. Then the third question was about the timing of FSI. You know, we are There are people in this organization that are working around the clock to provide every data that is required in the due diligence process and complete the transaction in the quickest possible time. It does not depend just on us. It's a very complex transaction. We want to make it right and we want to complete this in the shortest possible time, but you will have to bear with us a couple of months more to be able to hopefully tell you more about the successful completion and the proceeds. In terms of tax rate guidance for 2025, I'm not the master, but speaking with Alessandra, I understood that we are expecting a 25% tax rate going forward. This is also related to the introduction of the minimum global taxation, which by now has kicked in also in places such as Dubai. And therefore, that the sustainable long-term guidance that we are looking to have also for the foreseeable future. You asked also some indication on the tax charge for the proceeds, which I would not comment for the time being. I would just like to recall you what we have said during the presentation, that the range of evaluation is in line with what we originally discussed. So, as you remember, 1.8 to 2.2 billion, which was gross attack. And if we expect this in terms of net of taxes, it ends up in a range of 1.2 to 1.5 billion. And therefore, if we assume that we will be selling 80%, this takes into account 1 to 1.2 billion range net of tax.

Okay? Okay. Thank you very much. Thank you.

The next question is from Domenico Santoro of HSBC. Please go ahead.

Hello. Hi. Good afternoon. Just a follow-up on the follow-up question and the one related to the share buyback. I was listening carefully what you were saying before and the dictionary that you used, especially when you refer to you know, the financial back and the opportunity that you might grab. And I wonder whether you might consider whatever is the size of the share buyback to cancel the shares or you would use those for M&A opportunity, assuming also that there is, you know, any regulatory implication for Timone to change the relatives. sharing the capital. Thank you.

Thank you, Domenico. No implication whatsoever for Timone. In fact, The proposal to the AGM for the buyback includes what is by now very commonly referred to as the whitewash mechanism, which allows us to go even beyond the 25% threshold. So from that perspective, there is absolutely no impact. What we have done so far in terms of the share buyback, we did several plans in the past year 10 plus years, if I'm not mistaken. And we adopted very different approaches because we at one point canceled the shares. It was back in 2008. Not a very lucky approach because it didn't produce the desired effect. And in more recent times, we have used Those shares so we kept those shares as Treasury shares and we use them in various different transactions so Let me say that we remain Open to use one method or the other but again it has to Enhance the value that we can create through the share buybacks Very clear. Thank you. My pleasure.

So, management, there are no more questions registered at this time. Do you have any closing remarks?

Well, just to thank you very much to everyone. As always, my colleagues and I remain at full disposal for any follow-up questions, and we wish you a very pleasant day. Bye-bye.

Ladies and gentlemen, thank you for joining. The conference is now over. You may disconnect your telephones.