Summary

  • SoftwareOne says it reached CHF100 million of run-rate cost synergies in fiscal Q2. The same report says approximately CHF37 million of realised synergies contributed over the latest twelve months. An annualised exit-rate and an accumulated period contribution are different measures.
  • On a combined like-for-like basis, contribution margin rose CHF60.2 million and adjusted EBITDA rose CHF49.1 million in H1, by BTW calculation. Adjusted EBITDA margin reached 24.9%, 4.5 points above the synthetic combined prior-year base.
  • The statutory comparison tells another valid story: Crayon was absent from H1 2025, so reported revenue rose 68.2%. Against that statutory adjusted base, the current margin improvement is 1.4 points, not 4.5.
  • Operating cash was CHF90.1 million, only CHF3.0 million above the prior-year half, while LTM cash conversion was 69% and net debt was CHF408.0 million. Savings, earnings, cash and acquisition finance remain separate receipts.

SoftwareOne has declared a milestone one year after acquiring Crayon: CHF100 million of annualised cost synergies, the top of the range it had promised to reach by the end of 2026. It reached the rate during the second quarter, ahead of that calendar.

The smaller number is more useful for understanding what has already happened. In its H1 results review, SoftwareOne says approximately CHF37 million of realised synergies contributed positively over the latest twelve months. The benefit was partly absorbed by investment in sales and delivery, personnel-cost inflation, higher performance-related pay and higher third-party delivery costs.

These numbers are not rivals. A run rate asks what a set of actions would save over a full year if the position at the measurement date persisted. A realised amount asks how much benefit passed through a defined period. Dividing CHF37 million by CHF100 million would invent a 37% completion ratio that neither disclosure supports. Subtracting them would invent a CHF63 million receivable that does not exist.

The honest question sits between them: how much of the annualised operating design can become repeatable reported profit and cash without weakening the service that creates revenue?

Three comparison perimeters, three answers

SoftwareOne's first-half headline begins with reported revenue of CHF818.3 million, 68.2% above CHF486.6 million a year earlier. That increase is real, but the statutory prior period did not contain Crayon. The acquisition closed on 2 July 2025, after H1.

Management therefore supplies two other views. Excluding Crayon from the current business, organic revenue grew 5.0% at constant currency. On a combined like-for-like basis—as if Crayon had belonged to the group from 1 January 2024—revenue grew 11.6% at constant currency. Reported-currency amounts rose from CHF759.1 million to CHF818.3 million, a CHF59.2 million increase by BTW calculation.

The same perimeter issue changes the margin comparison. Current adjusted EBITDA is CHF203.8 million and current margin 24.9% in every view. Against the statutory H1 2025 adjusted EBITDA of CHF114.7 million and margin of 23.5%, growth is 77.6% and expansion 1.4 percentage points. Against the synthetic combined base of CHF154.7 million and 20.4%, growth is 31.7% and expansion 4.5 points.

Neither comparison is false. The first shows what the listed group reports after adding an acquired business. The second asks how today's combined business performed against a reconstructed predecessor. Confusing them makes acquisition consolidation look like organic growth or makes a management reconstruction look like audited statutory history.

This distinction matters because the CHF100 million synergy run rate belongs to the combined operating design. It cannot be accepted merely by pointing to the 68.2% statutory revenue increase, much of which arrived through consolidation.

The operating bridge is visible without assigning every franc

The combined like-for-like bridge gives enough evidence to test direction. Contribution margin rose from CHF511.9 million to CHF572.1 million, a CHF60.2 million gain. Selling, general and administrative costs rose from CHF357.2 million to CHF368.2 million, an CHF11.0 million increase. Adjusted EBITDA consequently rose CHF49.1 million, from CHF154.7 million to CHF203.8 million.

The arithmetic reconciles: CHF60.2 million less CHF11.0 million is CHF49.2 million, within the rounding of the reported CHF49.1 million increase. It does not tell us that synergy created every franc. Revenue growth, mix, cloud-channel terms, delivery efficiency, currency translation, cost removal and reinvestment all sit inside the result.

Management gives one allocation boundary. Approximately CHF37 million of realised synergies contributed over the LTM, while investment and inflation absorbed part of the benefit. It does not publish a monthly waterfall from each eliminated role, office, system or vendor contract to H1 EBITDA. That is sensible operational confidentiality, but it means the CHF100 million exit-rate cannot be independently rebuilt from the financial statements.

Reported EBITDA was CHF185.4 million, CHF18.4 million below adjusted EBITDA. CHF16.2 million of the adjustments related to Crayon. The detailed reconciliation includes CHF16.9 million of integration expense, a negative CHF0.7 million transaction-expense adjustment, CHF1.6 million of other integration, acquisition and earn-out expense, and CHF0.7 million of other non-recurring items.

Integration savings and integration costs therefore coexist. Removing duplicate structure can improve the recurring cost base while the legal and technical work needed to remove it creates current expense. Adjusted EBITDA is useful for seeing the proposed steady state; reported EBITDA remains the receipt for what shareholders owned during the period.

Growth did not come evenly from the three businesses

The segment evidence argues against a simple cost-cutting story. Software & Cloud Direct produced CHF336.8 million of revenue on the combined like-for-like basis. Its constant-currency growth was 1.5%, and Q2 revenue declined 1.8% against a prior period that contained several large deals. Direct adjusted EBITDA slipped to CHF171.1 million from CHF175.2 million.

Software & Cloud Channel was smaller at CHF76.9 million of revenue, but grew 35.6% at constant currency. Adjusted EBITDA rose to CHF43.9 million from CHF28.3 million and margin to 57.2%. Management points to CSP growth, other software vendors and the spread of Cloud IQ into countries where it was not previously available.

Services supplied CHF404.6 million of revenue, growing 17.4% at constant currency. Contribution margin improved to 42.3% from 40.0%, while adjusted EBITDA rose to CHF34.4 million from CHF11.7 million. CSP-related work, AWS and GCP cloud services, data and AI, and cybersecurity were named as drivers.

Those figures reveal the commercial bargain. SoftwareOne is not only removing overlapping headquarters cost. It is trying to move enterprise-agreement customers toward cloud-solution-provider contracts, carry Crayon's indirect channel across a larger footprint and attach services to a software-and-cloud purchasing relationship.

The segment adjusted-EBITDA numbers should not be forced to sum to group EBITDA; central allocations and group items sit outside the published three-line view. Their direction is still informative. Direct remains the large profit pool, while Channel and Services supplied much of the incremental momentum. A synergy programme that damaged those delivery or vendor interfaces could meet a short-term cost target and weaken the growth engine that justifies the acquisition.

Cash is positive counterevidence, not a copy of EBITDA

SoftwareOne generated CHF90.1 million of operating cash in H1, compared with CHF87.1 million a year earlier. Capex was CHF36.5 million. A simple BTW subtraction leaves CHF53.6 million after capex, but that is not a company-labelled free-cash-flow measure and it is not the reported 69% LTM cash-conversion ratio.

The statutory cash-flow statement shows why a single net number needs context. Trade receivables consumed CHF877.3 million; trade and other payables supplied CHF898.0 million. Other receivables, prepayments and contract assets consumed CHF127.2 million, while accrued expenses and contract liabilities supplied CHF34.5 million.

These are not signs that CHF877 million of customers suddenly stopped paying or that CHF898 million of vendor credit became permanent finance. Software and cloud resellers carry large gross settlement flows. The closing balance sheet contained CHF4.3002 billion of trade receivables and CHF4.4936 billion of trade payables. Invoice timing, vendor terms, customer collections and factoring can move cash without changing the underlying service margin.

Management reports net working capital after factoring of negative CHF509.2 million, compared with negative CHF216.6 million a year earlier. It attributes most of the year-on-year movement to the working capital acquired with Crayon and says the underlying measure improved slightly over the LTM. Negative working capital can be useful when customers pay before vendors must be paid; it can also become a liquidity claim if timing reverses. The sign alone is not a verdict.

The 69% LTM cash conversion is strong counterevidence to the idea that the merger benefit is merely an adjusted-accounting exercise. The modest CHF3.0 million H1 operating-cash increase is counterevidence to treating the CHF100 million run rate as cash already collected. Both belong in the same assessment.

Acquisition finance still carries a price

Net debt was CHF408.0 million at June 2026, or 1.1 times LTM adjusted EBITDA of CHF366.1 million. A year earlier, SoftwareOne reported CHF36.2 million of net cash. The CHF444.2 million swing by BTW calculation is primarily acquisition-related, but it is not the purchase price and should not be presented as such.

The Crayon transaction used CHF700 million of bridge facilities: CHF500 million for the cash offer and compulsory acquisition and CHF200 million to refinance Crayon's debt. SoftwareOne later entered a CHF660 million multi-currency revolver and a CHF600 million term-loan facility. Those are available financing structures, not amounts that can be added and labelled CHF1.26 billion of debt.

The balance sheet provides the carrying receipt: CHF310.8 million of current financial liabilities and CHF555.0 million non-current, against cash and current financial assets used in the company's net-debt definition. Interest paid in H1 rose to CHF29.1 million from CHF13.7 million, a CHF15.4 million increase. Finance cost is part of the acquisition acceptance test even when EBITDA excludes it.

Purchase accounting raises a longer clock. Finalised consideration was CHF1.0477 billion. Net identifiable assets acquired were revised to CHF88.6 million, leaving CHF968.6 million of goodwill. That is about 92.45% of consideration by BTW calculation. The company says goodwill principally represents the assembled workforce and expected synergies.

This is not an impairment forecast. It is the accounting form of the promise. If customer reach, vendor relationships, staff knowledge and operating synergies persist, goodwill can remain supported. If cost removal destroys the workforce and interfaces that created the premium, a later impairment test will see what the run-rate slide did not.

“Substantially complete” has a defined boundary

SoftwareOne says the Crayon integration is substantially complete. It also says certain workstreams will continue through the end of 2027. Both statements fit when the boundary is read carefully.

Leadership and organisational integration are finalised. The group operates under a unified go-to-market model. Finance-process integration is complete from a reporting perspective, and the core commercial and operating structure is in place. At the same time, country-by-country legal-entity mergers, IT-system integration and process harmonisation remain open. About CHF20 million of integration cost is expected in H2 2026.

The company also identified an additional CHF5–10 million of synergy opportunity for H2. That upside is not in the CHF37 million realised ledger, and it should not be treated as earned. Nor should the remaining work be described as evidence that the integration milestone is false. The operational test is whether the last systems and legal migrations make the annualised savings repeatable without losing invoices, vendor incentives, renewals or delivery knowledge.

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