AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 1/6 · 19/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · — · Portfolio adoption and recurring growth establish commercial traction, but not barriers to substitution. Management's network-effect statement concerns potential and lacks demonstrated user-to-user benefits.
durability · — · Multiyear operating success does not establish how long a structural advantage would persist. Annual subscriptions do not demonstrate durable exclusion of alternatives.
customer dependency · — · Broader account adoption suggests engagement, but material replacement costs or customer dependency are not established. Contractual payment obligations alone are insufficient.
erosion resilience · — · Operating resilience is demonstrated, but resilience of an identifiable moat against substitution is unresolved. Open compatibility and technological competition are potential erosion channels, not proof of realized competitive loss.
Pricing power—
Insufficient evidence for every rubric criterion; no category score is inferred.
realized pricing · — · The passages establish discretion to change renewal fees but disclose no realized price changes or price-volume separation. Revenue growth and higher account spending cannot isolate pricing from migration or expansion.
retention · 2/4 · Multiyear recurring-revenue growth, continued H1 expansion and management-reported broader account adoption provide positive indirect evidence of repeat demand. No retention rate is established, and migration, acquisitions and new customers affect totals. Media spending weakness tempers the assessment.
margin resilience · 3/4 · Group EBITDA margins remained approximately 29%–33% across 2019–2025 and improved to 30.7% in H1 2026 from 29.5%. This demonstrates strong operating resilience, without proving a pricing contribution. Manage compression and extraordinary, currency and acquisition effects limit comparability.
contractual freedom · 3/4 · Bluebeam's general terms expressly permit discretionary fee increases for new purchases and renewals and use then-current renewal fees. This is strong contractual evidence for a major business, although negotiated overrides, reseller pricing and annual customer nonrenewal rights limit its reach. It does not demonstrate realized acceptance of increases.
Predictability—
Missing exact annual revenue, free cash flow or FCF margin; operating cash flow and capex must both be reported for all five years.
Financial strength—
Missing required inputs: debtFcfGrade. Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- netDebtEbitGrade
- 92.79
- interestCoverageGrade
- 100.00
- currentRatioGrade
- 1.08
- Net debt / operating income (x)
- 0.36
- Interest coverage (x)
- 15.74
- Current ratio (x)
- 0.76
Capital allocation—
Missing required inputs: sbcRevenue, cashConversionGrade. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 29.72
- 3-year average dilution (%)
- -0.01
Management56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Strong 2025 cash generation and debt reduction are positive. H1 2026 operating cash flow declined while acquisition spending and net borrowing rose; lower working-capital inflows and higher tax payments contributed. The subsequent HCSS transaction introduced minority ownership in Build and approximately EUR 450 million additional net debt. Returns on these commitments remain unproven.
incentive alignment · 2/4 · Disclosed actual STIP and LTIP structures link remuneration to financial performance. The historical 2023 termination agreement doubled a STIP payment through adjusted calculation arrangements, weakening confidence in consistent linkage. Missing ownership, weights, vesting and realized long-term outcomes prevent a stronger assessment.
execution · 3/4 · Multiyear growth, 2025 performance above raised guidance, continued H1 2026 expansion and the Bluebeam Max launch demonstrate strong execution. Subscription execution is assessed partly from indirect operating evidence. Media's reduced outlook is a realized counterweight; the AI launch does not establish differentiation or customer returns.
governance · 2/4 · Disclosed Audit Committee activity covers reporting, auditor independence, related-party matters, remuneration and acquisition integration. Unpublished board rules, no separate Nomination Committee and the historical compensation adjustment temper the assessment. These support mixed governance evidence without establishing current misconduct or exceptional oversight effectiveness.
Evidence
31, 2022 Dec. 31, 2021 Revenues 1,191.2 995.6 851.6 801.8 681.5 - thereof software licenses 55.9 100.7 161.1 233.1 234.8 - thereof recurring revenues 1,098.1 861.2 652.7 532.6 416.7 - subscription + SaaS (as part of the recurring revenues) 858.7 567.8 301.8 204.2 132.0 Annual Recurring Revenue (ARR) 1,199.2 1,019.9 718.6 581.7 456.5 EBITDA 371.1 301.0 257.7 257.0 222.0 as % of revenue 31.2% 30.2% 30.3% 32.0% 32.6% EBIT 298.0 234.2 199.5 198.1 172.0 as % of revenue 25.0% 23.5% 23.4% 24.7% 25.2% Net income (Group shares) 217.2 175.4 161.3 161.9 134.6 per share in € 1.88 1.52 1.40 1.40 1.17 Net income (Group shares) before purchase price allocation 248.2 200.8 183.8 186.9 153.9 per share in € 2.15 1.74 1.59 1.62 1.33 Cash flow figures Cash flow from operating activities 402.9 306.8 252.9 213.8 214.4 Cash flow from investing activities – 82.0 – 707.1 – 37.8 – 52.4 – 147.6 Cash flow from financing activities – 257.5 331.8 – 139.4 – 124.0 – 55.4 Free cash flow 321.2 – 400.3 215.0 161.4 66.7 Free cash flow before M&A investments 389.5 293.5 240.6 182.4 193.8 Balance sheet figures Cash and cash equivalents 252.0 205.7 268.0 196.8 157.1 Net liquidity/net debt – 107.5 – 294.6 261.2 124.9 28.4 Balance sheet total 2,118.2 2,136.3 1,274.3 1,198.1 1.072,2* Equity ratio in % 45.6% 44.2% 61.4% 57.5% 52,2%* Headcount as of balance sheet date 4,061 3,894 3,429 3,448 3,180 Share figures Closing price (Xetra) in € 92.80 93.60 78.50 47.69 112.80 Market capitalization 10,717.18 10,810.80 9,066.75 5,508.20 13,028.40 * Figures were restated due to a goodwill adjustment.
Key Figures: 2021–2025 operating results, recurring revenue, cash flows and debt · Retrieved 19/10/2026
These clients are increasingly using solutions from the entire Nemetschek portfolio, from design and modeling to construction site collaboration as well as building operation.
Strategic Account Management: broader portfolio adoption · Retrieved 19/10/2026
Doing that increas- es the share of the client budget (share of wallet) with these global key accounts, and that results in higher recurring revenue per client.
Strategic Account Management: recurring revenue per client · Retrieved 19/10/2026
5 Key figures NEMETSCHEK GROUP in EUR million 2nd quarter 2026 2nd quarter 2025 Change 6 months 2026 6 months 2025 Change Operative figures Revenues 327.7 290.0 13.0% 640.7 572.8 11.9% – thereof software licenses 6.4 11.3 – 43.5% 13.2 26.1 – 49.3% – thereof recurring revenues 312.4 269.6 15.9% 609.2 529.2 15.1% – subscription + SaaS (as part of the recurring revenues) 266.4 208.5 27.8% 514.7 403.6 27.5% EBITDA 98.6 88.5 11.5% 197.0 169.1 16.5% as % of revenue 30.1% 30.5% 30.7% 29.5% EBIT 79.0 70.5 12.1% 158.2 132.7 19.2% as % of revenue 24.1% 24.3% 24.7% 23.2% Net income (group shares) 66.0 52.4 26.0% 126.4 97.3 29.9% per share in € 0.57 0.45 1.09 0.84 Net income (group shares & adj.
H1 2026 Key Figures: revenue mix and operating results · Published 30/07/2026
7.4.2. Subscriptions. Except as otherwise specified in the Additional Terms or agreed in writing, subscriptions to Bluebeam Software are for one (1) year (“Initial Term”) and will automatically renew for successive one (1) year periods (each a “Renewal Term”) unless either party gives the other at least thirty (30) days’ prior written (including email) notice before the end of the then-current term.
Section 7.4.2: annual subscriptions, automatic renewal and notice · Retrieved 19/10/2026
In all other cases, fees are non-refundable and Your payment obligations remain in effect.
Section 7.4.5: continuing payment obligations and refund restrictions · Retrieved 19/10/2026
The increasing establishment of an open standard for data exchange, which ensures compatibility between different software solutions and thus fosters the increasing establishment of BIM, will have a particularly positive effect.
Digitalization in Construction: open data exchange standards and compatibility · Retrieved 19/10/2026
Competitive Risks Market risks could arise from faster-than-expected technological change, innovation by competitors, or the emergence of new market participants such as cloud providers.
Competitive Risks: technological change, innovation and new entrants · Retrieved 19/10/2026
This was primarily driven by customers‘ ongoing cautious investments, lower spendings for content creation, customer consolidation, as well as ex- tended decision-making and sales cycles.
Media performance: customer spending, consolidation and sales cycles · Published 30/07/2026
Upon Your written request made on or prior to the effective date of termination, Bluebeam will provide limited access to the terminated Services or Software that store Your Data or Your Content for up to thirty (30) days post termination at no additional cost, solely to allow You to retrieve Your Data and Your Content.
Section 7.4.6: post-termination customer data retrieval · Retrieved 19/10/2026
New purchases and renewals will be priced at Bluebeam’s then-current fees unless otherwise agreed in writing.
Section 7.1.1.1: then-current fees for new purchases and renewals · Retrieved 19/10/2026
7.1.1.3 Bluebeam may increase fees for products and services in its sole discretion, and You agree to pay such fees for new purchases and renewals unless otherwise agreed in writing.
Section 7.1.1.3: discretion to increase new-purchase and renewal fees · Retrieved 19/10/2026
7.1.1.2 If You purchase through a Bluebeam-authorized reseller (“Reseller”), You agree to pay Reseller the fees agreed between You and Reseller.
Section 7.1.1.2: reseller-agreed fees · Retrieved 19/10/2026
If You have entered into a separate written agreement with Bluebeam for Services or Software that expressly references and overrides these Terms, that separate agreement will control where it conflicts.
General Terms: overriding separate written agreements · Retrieved 19/10/2026
31, 2020 Dec. 31, 2019 Revenues 851.6 801.8 681.5 596.9 556.9 - thereof software licenses 161.1 233.1 234.8 210.0 228.2 - thereof recurring revenues 652.7 532.6 416.7 359.0 299.5 - subscription + SaaS (as part of the recurring revenues) 301.8 204.2 132.0 90.4 50.3 Annual Recurring Revenue (ARR) 718.6 581.7 456.5 – – EBITDA 257.7 257.0 222.0 172.3 165.7 as % of revenue 30.3% 32.0% 32.6% 28.9% 29.7% EBIT 199.5 198.1 172.0 122.5 123.6 as % of revenue 23.4% 24.7% 25.2% 20.5% 22.2% Net income ( group shares) 161.3 161.9 134.6 96.9 97,7* per share in € 1.40 1.40 1.17 0.84 0.85 Net income (group shares) before purchase price allocation 183.8 186.9 153.9 115.2 140.3 per share in € 1.59 1.62 1.33 1.00 1.21 Cash flow figures Cash flow from operating activities 252.9 213.8 214.4 157.5 160.4 Cash flow from investing activities – 37.8 – 52.4 – 147.6 – 111.0 – 83.8 Cash flow from financing activities – 139.4 – 124.0 – 55.4 – 109.1 10.7 Free cash flow 215.0 161.4 66.7 46.5 76.6 Free cash flow before M&A investments 240.6 182.4 193.8 148.2 174.5 Balance sheet figures Cash and cash equivalents 268.0 196.8 157.1 139.3 209.1 Net liquidity/net debt 261.2 124.9 28.4 9.0 21.0 Balance sheet total 1,274.3 1,198.1 1,072.2** 889.7 857.2 Equity ratio in % 61.4% 57.5% 52.2%** 46.9% 40.7% Headcount as of balance sheet date 3,429 3,448 3,180 3,074 2,875 Share figures Closing price (Xetra) in € 78.50 47.69 112.80 60.40 58.80 Market Capitalization 9,066.75 5,508.20 13,028.40 6,976.20 6,791.40 * Before DocuWare effect.
Key Figures: 2019–2023 operating history · Retrieved 19/10/2026
For the first half of 2026, EBITDA increased by 24.0% at constant currency (reported: 16.5%) to EUR 197.0 million, corresponding to an EBITDA margin of 30.7% (same period last year: 29.5%).
H1 2026 Group EBITDA and margin comparison · Published 30/07/2026
The EBITDA margin amounted to 5.1% in the second quarter (Q2 2025: 7.6%) and 7.8% for the first half of the year (H1 2025: 9.3%).
Manage segment: Q2 and H1 margin compression · Published 30/07/2026
The Group EBITDA margin includes, among other things, an extraordi- nary, non-operating effect in the low double-digit million-euro range, resulting from the unexpected insolvency of a service and payment provider in the first half of the year.
2025 results: extraordinary payment-provider insolvency effect · Retrieved 19/10/2026
In addition to the slightly negative transla- tion currency effect stemming mainly from the weaker USD, the EBITDA was also impacted in the second quarter by an extraordinary transactional currency effect.
Q2 2026 EBITDA: currency effects · Published 30/07/2026
Additionally, the EBITDA margin in Q2 includes acquisition-related one-off costs of a low single-digit million-euro amount.
Q2 2026 EBITDA: acquisition-related one-off costs · Published 30/07/2026
15 HALF-YEAR REPORT AS OF JUNE 30, 2026 Consolidated Cash Flow Statement for the period from January 1 to June 30, 2026 and 2025 CONSOLIDATED STATEMENT OF CASH FLOWS Thousands of € 6 months 2026 6 months 2025 Profit (before tax) 163,851 124,500 Depreciation of property, plant and equipment and amortization of intangible assets 38,814 36,396 Net finance costs – 5,990 7,579 Share of net profit of associates 334 629 EBITDA 197,009 169,105 Other non-cash transactions 5,200 11,062 Cash flow for the period 202,209 180,168 Change in trade working capital 46,071 74,602 Change in other working capital – 28,678 – 29,394 Dividends received from associates 1,000 0 Interests received 1,002 1,357 Income taxes received 8,011 7,219 Income taxes paid – 54,241 – 34,192 Cash flow from operating activities 175,373 199,760 Capital expenditure – 7,537 – 6,240 Cash received from disposal of fixed assets 353 81 Cash paid for acquisition of subsidiaries, net of cash acquired – 73,161 – 3,849 Cash paid for acquisition of equity instruments of other entities – 3,286 – 3,931 Cash paid for acquisition of interests in associates – 12,000 – 590 Cash flow from investing activities – 95,631 – 14,530 Dividend payments – 78,534 – 63,495 Dividend payments to non-controlling interests – 1,319 – 815 Cash received from loans 205,313 81,609 Repayment of borrowings – 60,000 – 131,000 Principal elements of lease payments – 7,763 – 8,359 Interests paid – 5,348 – 10,385 Financing costs paid – 413 – 871 Purchase of own shares 0 – 11,108 Cash flow from financing activities 51,936 – 144,424 Changes in cash and cash equivalents 131,678 40,806 Effect of exchange rate differences on cash and cash equivalents 8,405 – 17,311 Cash and cash equivalents at the beginning of the period 251,981 205,733 Cash and cash equivalents at the end of the period 392,065 229,228
H1 2026 consolidated cash flow statement · Published 30/07/2026
As part of the transaction, Thoma Bravo acquired a minority in- terest in the Build segment and now holds approximately 28% of the shares, while the Nemetschek Group continues to hold ap- proximately 72%.
Subsequent events: minority ownership in Build · Published 30/07/2026
As a result, the Group’s net debt increased by approximately EUR 450 million.
Subsequent events: transaction-related net debt increase · Published 30/07/2026
(3) Short-Term Incentive Plan (STIP): Each Executive Board mem- ber receives a short-term performance-related (variable) remu- neration component that essentially depends on the achieve- ment of corporate targets (revenue and adjusted EBITDA of the Nemetschek Group and/or the divisions of the respective Executive Board member, and in some cases earnings per share [EPS] based on the consolidated financial statements) as well as on the achievement of individual special targets.
Executive Board remuneration: actual STIP structure · Retrieved 19/10/2026
(4) Long-Term Incentive Plan (LTIP): The LTIP essentially de- pends on the achievement of defined corporate targets, which in particular relate to the development of key financial perfor- mance indicators (e.g., adjusted EBITDA, EBITA and EBT of the Nemetschek Group or earnings per share [EPS]) based on the consolidated financial statements of the Nemetschek Group and/ or the segments of the respective Executive Board member.
Executive Board remuneration: actual LTIP structure · Retrieved 19/10/2026
Viktor Várkonyi from the Executive Board of Nemet- schek SE and the agreement entered into with him in October 2023 governing the termination of his service contract, which provided for a doubling of the amount payable under the 2023 STIP as the con- tractually agreed calculation arrangements were adjusted when payment was made.
2023 governance declaration: termination agreement and doubled STIP payment · Retrieved 19/10/2026
Adjusted for currency effects, revenue increased by 22.6%, slightly exceeding the forecast range of 20% to 22% that had already been raised in July 2025.
2025 results: performance against raised revenue guidance · Retrieved 19/10/2026
3 » The launch of Bluebeam Max , the Nemetschek Group’s first comprehensive agentic AI solution for the construction indust- ry, marked a major milestone in the execution of its AI strate- gy .
AI strategy execution: Bluebeam Max launch · Published 30/07/2026
11 HALF-YEAR REPORT AS OF JUNE 30, 2026 The constant - currency revenue growth in the Media segment for the 2026 financial year is now expected to be in the mid single - di- git percentage range, in line with current consensus estimates, reflecting the market environment and ongoing consolidation in the media market, rather than in the high single - digit percentage range as indicated in the segment outlook published in the 2025 Annual Report.
2026 outlook: reduced Media growth expectation · Published 30/07/2026
In connection with the annual financial statements process, the Audit Commit- tee focused on the following: » Annual financial statements and Combined Management Report of Nemetschek SE and the Group, including the non-financial Group statement and EU Taxonomy reporting integrated into the Combined Management Report » Report on the company’s relationships with affiliated compa- nies (Related Entities Report) » Reporting on transactions with related parties » Remuneration Report for the Executive and Supervisory Boards » Recommendation to the Supervisory Board and Annual Gen- eral Meeting for the auditor election for the 2025 fiscal year » Confirmation of the audit engagement, definition of audit focuses, and setting of the auditor’s fee » Monitoring of the independence, qualification, rotation, and efficiency of the auditor and the non-auditing services ren- dered by the auditor » Review of the quality of the audit » Half-year financial report as well as quarterly reports and the internal reporting underpinning them » Annual financial statement process and effects of any chang- es in the financial statements preparation process or account- ing policies On top of that, the Audit Committee also dealt with the following topics in the 2025 fiscal year: » Current and future requirements for corporate governance and information and product security in respect of the com- pany and its governing bodies, and the fulfillment of these requirements » Remuneration (including stock appreciation rights (SARs) as part of the long-term remuneration) » Group financing and further development of the treasury de- partment and treasury activities (status quo of share buyback, cooperation with partner banks) » Progress of current corporate integration projects (mainly GoCanvas) and their recognition in the financial statements » IT structures, processes and investments (including the har- monization of IT processes and controls) » Topic-specific dialog with company departments relevant to the Audit Committee » Status quo and further development of internal company functions in relation to the work of the Audit Committee The Audit Committee’s meetings were also attended by members of the Executive Board, additional Supervisory Board members, experts from relevant departments, and the auditor, depending on the agenda item.
Supervisory Board report: Audit Committee activities · Retrieved 19/10/2026
Departing from recommendation D.1, however, the Supervisory Board has not made the rules of procedure ac- cessible on the company’s website.
Governance declaration: unpublished Supervisory Board rules · Retrieved 19/10/2026
Departing from recommendation D.4, the Supervisory Board has not set up a Nomination Committee as the Supervisory Board is composed solely of shareholder representatives.
Governance declaration: absence of separate Nomination Committee · Retrieved 19/10/2026
The combination of our deep domain expertise, access to large amounts of data, our network effects, and close integration into our customers’ workflows, gives us the potential to make AI a key catalyst for innovation.
Shareholder letter: management's AI, workflow and network-effect potential claim · Retrieved 19/10/2026
The interim financial statements as of June 30, 2026 have not been audited and have not undergone an audit.
Interim notes: unaudited status · Published 30/07/2026
The 2025 fiscal year was the first full reporting period in which GoCanvas was fully consolidated.
Comparability: first full reporting period of GoCanvas consolidation · Retrieved 19/10/2026
