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A. Operating results.
You should read the following discussion and analysis of our financial condition and results of operations together with our audited financial statements and related notes included elsewhere in this annual report. The following discussion is based on our financial information prepared in accordance with the IFRS, as issued by the IASB, and endorsed in the EU, which may differ in material respects from generally accepted accounting principles (“GAAP”) in other jurisdictions, including U.S. Generally accepted accounting principles. The following discussion includes forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements because of many factors, including but not limited to those described in “Risk Factors” and elsewhere in this prospectus. Please also see “Cautionary Note Regarding Forward-Looking Statements.”
For information regarding our consolidated results, segment results and liquidity and capital resources for the year ended December 31, 2025 as compared to the year ended December 31, 2024, refer to “Operating and Financial Review and Prospects” in our annual report for the year ended December 31, 2025, which information is incorporated by reference herein.
Overview
We generate revenue primarily through three core collaboration routes: (1) by providing our drug discovery and development capabilities on a fee-for-service and FTE-rate basis; (2) by receiving milestones and royalties on partnered assets; and (3) by creating value through equity ownership in emerging, highly innovative biotechnology companies and translational academic institutional projects. Contracts with our partners can include elements of one or more of our three core collaboration routes.
Until December 31, 2023, we reported the results of our operations in two operating segments: EVT Execute and EVT Innovate. EVT Execute included mainly fee-for-service and FTE-rate arrangements where our customers own the IP, whereas EVT Innovate comprised of internal R&D activities as well as services and partnerships that originated from the R&D activities where we typically owned or co-owned IP with our strategic partners or participated on the jointly developed IP.
As of January 1, 2024, a new segment reporting was introduced and moved from the segments EVT Execute and EVT Innovate towards Shared R&D and Just – Evotec Biologics to better steer our business and to reflect the underlying trends, evolutions and activities of the various business areas we are involved in. We believe that the two new reportable segments Shared R&D and Just – Evotec Biologics represent fairly and provide a better information to external stakeholders on how resources are allocated and how we manage our overall performance. The evaluation of each reportable segment by the management is performed based on revenues and adjusted earnings before interest, taxes, depreciation, and amortization (“EBITDA”). In 2025, the Management Board made the decision to rename the segment previously known as “Shared R&D” to Discovery & Preclinical Development (“D&PD”) to better reflect Evotec’s strategic focus.
For the year ended December 31, 2025, we reported €788.4 million in revenue, representing a variance of (1.1)% from the year ended December 31, 2024, and €103.5 million in net losses, representing a decrease in net loss of €92.6 million compared to the year ended December 31, 2024. We also reported Adjusted EBITDA of €41.1 million for the year ended December 31, 2025, representing a increase of €18.6 million compared to the year ended December 31, 2024. Adjusted EBITDA is a measure that is not defined under IFRS. For further information about how we calculate Adjusted EBITDA, the limitations of its use and its reconciliations to comparable IFRS measures, see “–Key Performance Metrics and Non-IFRS Measures.”
Key Factors Affecting Our Results
Factors affecting our results of operations and financial condition include the factors described below.
Market Demand for External Innovation
Our financial results are impacted by our partners and customers’ needs for external innovation through collaborating or outsourcing their R&D initiatives and/or highly innovative manufacturing activities and our ability to meet those needs. We will sustain growth only if our existing partners and customers continue to rely on our expertise and capacity and if additional companies select us as their partner of choice for drug discovery and development.
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For the past few decades, the global pharmaceutical industry has been struggling with declining R&D efficiency in introducing new products to the market. As a result, pharmaceutical companies of all sizes have been and continue to be under pressure to re-evaluate and adjust their business strategies, in particular by accessing innovative technologies, such as AI and ML, and pursuing innovative treatment modalities, such as personalized medicine, cell therapy and gene therapy. New companies have been formed to specifically develop these technologies and modalities. Moreover, there is an increased focus on early prediction parameters to determine the success or failure of new drugs. To access innovation in a capital-efficient manner, industry players increasingly rely on external sources, such as our innovation hub, for innovative R&D and manufacturing expertise and capacity.
We believe that market demand for external innovation will continue to drive demand for our assets and services, facilitate additional collaboration opportunities and potentially improve the volume and terms of partnerships that we are able to secure. We believe this trend will increase the likelihood of strategic, integrated, long-term collaborations and drive our continued growth.
Efficiency and Scientific Excellence of our own R&D Activities
Our performance is dependent not only on the market’s need for external innovation, but also on our own ability to provide innovative solutions. For this reason, investing in technologies and platforms is a core part of our strategy. In 2025, we spent €37.5 million (2024: €50.9 million) in R&D, and we intend to continue to dedicate a significant number of financial resources to ensuring that our offerings continue to meet the industry’s needs. However, the investments will represent a balance between strong investments in Evotec’s capabilities to improve efficiency and precision medicine platforms, and financial stewardship in a challenging macroeconomic environment.
For example, we are allocating a significant number of resources to improving our PanOmics and PanHunter platform, our capabilities for AI-driven development of biologics and our iPSC platform. Investments in maintaining and expanding our technological leadership increases our short-term expenses while opening possibilities for future revenue growth and sustainability.
Scientific Results and Third-Party Decisions
An important pillar of our growth strategy is the generation of milestones and royalties. Our pipeline currently includes more than 80 partnered assets. We define our pipeline to include candidates that we wholly own and those for which we have the right to receive royalty or milestone payments. Pipeline assets with respect to which we have the right to receive royalty or milestone payments include those that we will have initially developed and subsequently licensed or assigned to partners for continued preclinical and clinical development as well as those that have been initially developed by our partners and that have become the subject of a joint research project. We do not count in our pipeline candidates being developed by partners in whom we have solely an equity stake and no right to milestone or royalty payments with respect to their candidates in development.
Our financial results depend, currently to a limited extent, on the success of our partners’ clinical development of the co-owned pipeline assets, receipt of regulatory approval and commercialization. A partner may choose to end the development of a specific program for scientific or commercial reasons, and we typically have no ability to influence such decisions, which may be driven by factors such as pipeline prioritization and the ability to obtain additional required capital. Our future financial results therefore depend, in part, on the judgment and financial health of our partners. We mitigate this risk through diversification in our portfolio.
Revenue Mix and Gross Margin
We generate revenue either from fee-for-service and/or FTE-rates-based contracts, from technology licenses, by receiving milestones and royalties on assets or partnerships, or any combination thereof. Revenues can be further differentiated based on our technologies and platforms. Changes in the allocation of revenues between contract types and technologies mainly affect our cost of sales, gross profit, and gross margin.
Acquisitions and Disposals
Strategic acquisitions are part of our strategy for growth and strengthening our competitive position. We continually evaluate the market for attractive opportunities that are accretive to our business. We typically acquire companies that expand our value chain through access to new technologies and/or additional capacity, extend our offering and value chain, provide access to new customers, or allow for the extension of our geographical reach.
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Via a share purchase agreement (SPA) signed on November 4, 2025 and with closing effective as of December 5, 2025, we disposed of 100% of the shares in our subsidiary Just - Evotec Biologics EU SAS, Toulouse, France to Sandoz AG, Basel, Switzerland. This transaction was a pivotal step and a transformative milestone in Evotec’s transition to a scalable technology provider for next-generation integrated biologics development and advanced continuous manufacturing.
In addition, we have acquired minority stakes in early-stage development companies through our EVOequity program, which is described in further detail under Item 4 of this annual report. These companies can either be entities with no prior relationship, or spin-offs from our other programs, such as our BRIDGEs program. The related transactions may result in significant influence over the acquired entity in line with the IFRS definition presented in International Accounting Standards (“IAS”) 28 (generally 20% or more of voting rights) and therefore require us to account for these investments using the equity method. In this case, in addition to the balance sheet impact, our share of the investee’s profit or loss will affect our results of non-operating result under “share of the result of associates accounted for using the equity method,” but will have no effect on our Adjusted EBITDA.
Foreign Currency Exchange Rates
Due to our international business operations, we are subject to both foreign exchange transaction and translation risks. Our reporting currency is Euro; however, we also incur revenues and expenses in U.S. dollar and pound sterling. Other currencies are of less relevance.
Transactional risk arises when we and our subsidiaries execute transactions in a currency other than our respective functional currency. Our principal exposure to foreign exchange effects relates to the U.S. dollar and pound sterling. In 2025, 65% and 7% of our revenue and 33% and 18% of our cost of revenue was in U.S. dollars and pound sterling, respectively. In 2024, 62% and 10% of our revenue and 31% and 18% of our cost of revenue was in U.S. dollars and pound sterling, respectively
Where we are unable to reconcile sales generated in a foreign currency with expenses incurred in the same currency, our operating results will be adversely affected by exchange rate fluctuations. We also use derivatives such as currency futures and swaps to minimize exchange risk.
R&D Tax Credits
We receive R&D tax credits for qualifying research related expenses mainly in France for the Toulouse and Lyon sites, UK and Italy. The credits are recognized under other operating income. These credits amounted to €41.6 million in 2025 as compared to €46.9 million in 2024.
Description of components of Results of Operations
Revenues
We generate revenue either from fee-for-service and/or FTE-rates-based contracts, by receiving milestones and license fees, or any combination thereof. Revenues can be further differentiated based on our technologies and platforms. Changes in the allocation of revenues between contract types and technologies mainly affect our cost of sales, gross profit, and gross margin.
Costs of Revenue
Costs of revenue include the cost of personnel directly associated with revenue-generating projects, facilities and overhead used to directly support those projects, and outsourced services used as well as materials consumed in the provision of the products or services as well as amortization and depreciation.
R&D Expenses
Our R&D expenses comprise expenses incurred in connection with our in-house discovery platforms and developing new pipeline assets as well as overhead expenses for both our R&D projects. Partnered R&D expenses ended in 2023 with the completion of the previous Sanofi agreement, thus R&D Expense is synonymous with ‘Unpartnered R&D Expense’ since 2024.
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We expense our pharmaceutical research activities as incurred. Due to the high uncertainty associated with early-stage development activities in the pharmaceutical sector, the precondition for the capitalization of development expenses related to work on pharmaceutical products as outlined in IAS 38 is generally not satisfied. Therefore, we have not capitalized internally generated pharmaceutical development costs to date. However, a significant portion of our R&D expenditure is focused on our platforms and technology, in which the preconditions of IAS 38 can be satisfied. Evotec capitalized € 4.7 million of R&D expenses in 2025 related to development activities of our platforms and underlying technology in comparison to € 3.4 m in 2024.
R&D projects that are acquired in a business combination are capitalized at fair value when those R&D projects are expected to generate probable future economic benefits to our business. R&D costs acquired in a business combination are not amortized until they are sustainably generating benefits.
We expect to invest a significant amount into R&D expenses in the coming years, however, the investments will represent a balance between strong investments in Evotec’s capabilities to improve efficiency and precision medicine platforms, and financial stewardship in a challenging macroeconomic environment.
Selling, General and Administrative Expenses
Our selling expenses mainly consist of personnel costs (including share-based compensation), social security, travel costs and consultancy expenses of our business development team. General and administrative expenses primarily consist of personnel-related costs (including share-based compensation) for procurement and logistics, finance, legal, human resources, information technology, investor relations, risk management and other administrative functions, professional fees, accounting and legal services, insurance and facility costs related to space used by the support functions. These costs relate to the day-to-day administrative operation of the business and are unrelated to the R&D of any individual asset.
Impairment of Intangible Assets and Goodwill
Impairment of intangible assets and impairment of goodwill consists of the losses resulting from the differences between the carrying amount of related assets and their recoverable amount, which is the higher of the asset’s fair value less cost to sell or value in use. An impairment of goodwill may occur in case the expected performance of the underlying cash-generating unit falls below the expectation at the time of the acquisition of the relevant business. Impairments of intangible assets typically occur when scientific programs do not meet expectations in terms of scientific results or timelines for partnering, thereby impacting expectations for future cash flows.
Other Operating Income
Other operating income mainly consists of tax credits received from tax incentive programs in the context of qualifying R&D expenses in different jurisdictions and refunds from third parties for cost charges.
Tax credits can regularly be offset partially or fully from tax payments to fiscal authorities. We account for income from such R&D tax credit programs as other operating income instead of offsetting them from income tax expenses.
Furthermore, in 2025, other operating income equally included income from the sale of one of our associated investments, Dark Blue, finalized on December 30, 2025, as well as an insurance reimbursement for cyber-attack related expenses.
In addition, in prior periods we recharged current costs incurred at the ID Lyon sites to Sanofi in connection to our agreements signed in 2018, which ended in 2023. Sanofi agreed to license to us most of its infectious disease research and early-stage development portfolio and transfer its operational infectious disease research unit to us, in addition to providing significant mid-term funding to ensure support and progression of the portfolio for which it retained certain option rights on the development, manufacturing, and commercialization of anti-infective products. We recognized these amounts in other operating income when they were a direct reimbursement of costs. There is no underlying direct exchange of these services for this income and therefore a recognition as revenue is not suitable. The related expenses were recognized under R&D expenses until the agreement ended.
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Other Operating Expenses
In 2025, main components consisted of expenses related to the disposal of Just-EU Biologics SAS in December as well as one-off arbitration costs, including a lease contract of a building.
In previous years, the largest contributor to other operating expenses were the internal and external costs associated with recovery from the cyber-attack which occurred in the second quarter of 2023. In addition, other operating expenses mainly included expenses that we recharge to our partners for specific projects, for example related to expenses for the ID Lyon agreement, which ended in 2023. These expenses include facility costs, consultancy expenses, personnel costs, and incidental wage costs; outsourced services, materials consumed and depreciation. The related income was recognized under other operating income.
The external cyber-attack costs, the one-off arbitration costs as well as the Sandoz transaction are considered to be items that in magnitude, nature or occurrence would distort the presentation of the financial performance of the Group, as these are not deemed to be recurring costs. These costs are not expected to recur after 2025.
Reorganization Costs
Reorganization costs consists of all direct and incremental costs arising from a formal restructuring program, in accordance with IAS 37. Types of costs included are employee termination benefits, contract termination costs, consulting and legal fees directly associated with the program, as well as onerous contract obligations that arise from the program.
Interest Income and Expenses
Interest income consists of interest accrued or paid on cash deposits and short-term investments as well as other financial instruments.
Interest expenses consist primarily of interest from our Euro denominated short-term and long-terms loans and promissory notes. A portion of our interest expenses is related to financing cost of our revolving credit facility, which was available until mid of the year. Interest expenses also arise from our lease obligations according to IFRS 16 and for the unwind of discounts of our earn-out liabilities.
Measurement result from Investments
Our measurement result from investments includes fair value adjustments for investments measured in accordance with IFRS 9.
Share of the Result of Associates Accounted for Using the Equity Method
Share of the result of associates accounted for using the equity method consists of our participation in the profits or losses generated as well as fair value differences, where applicable.
Foreign Currency Exchange Gain (Loss), Net
Our business and reported profitability are affected by fluctuations in foreign exchange rates mainly between the U.S. dollar, pound sterling and the Euro. A strengthening/weakening of these currencies as compared to each other and against other currencies, leads to foreign currency exchange gains or losses in our consolidated income statement.
Tax Income (Expense)
Tax income (expense) represents the tax charge or credit on our profit or loss for the year and includes both current and deferred taxation. Tax income (expense) is recognized in the income statement unless it relates to items recognized directly in equity when it is recognized through the statement of comprehensive income. Deferred tax income (expense) consists of the tax impact of tax loss carryforwards and temporary differences. In the future, we expect to continue to benefit from certain tax loss carryforwards as we have incurred negative income in certain group entities in the past, which is discussed in more detail under “Result of Operations—Income and deferred taxes” below.
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Result of Operations
The following table summarizes our consolidated statements of operations for each period presented:
Years Ended December 31,
2025 2024 2023
(In € thousands)
Revenues 788,373 796,967 781,426
Costs of revenue (674,152) (682,086) (606,375)
Gross profit 114,221 114,881 175,051
R&D expenses (37,509) (50,857) (68,529)
Selling, general and administrative expenses (175,970) (188,201) (169,610)
Other operating income 65,599 52,700 64,793
Other operating expenses (21,924) (16,116) (44,202)
Impairments — — (5,011)
Reorganization costs (633) (54,930) —
Operating income (loss) (56,217) (142,522) (47,507)
Gain (loss) on investment in equity instruments reevaluation (677) (38,513) (9,143)
Share of profit (loss) of associates and Joint ventures (1,085) (4,312) (20,752)
Financial income 4,424 2,435 9,263
Financial expense (14,442) (11,699) (11,739)
Other non-operating income (expense) (18,769) 636 (714)
Net Income (loss) before taxes (86,766) (193,977) (80,593)
Income taxes (16,751) (2,102) (3,320)
Net income (loss) (103,517) (196,078) (83,913)
Revenues
Group revenues decreased by €8.6 million, or 1.1%, to €788.4 million in 2025 from €797.0 million in 2024. Revenues from milestones increased to €9.6 million in 2025 from €2.9 million in 2024. The decrease against the prior-year period was driven by lower revenue in the D&PD segment and unfavorable FX rates, mostly offset by the performance of the Just — Evotec Biologics segment, including the landmark transaction with Sandoz in Q4. While the overall CRO market in general showed some signs of recovering in 2025, the market for early-stage drug discovery companies, notably driven by continued low biotech funding, remained challenging. At constant FX rates, Group revenues grew by 1.7% to € 810.4 m.
Revenues from fee-for-service and FTE-rate-based research services decreased by €124.5 million or 17%, to €612.9 million in 2025 from €737.4 million in 2024.
Total revenues in the D&PD segment decreased by €82.5 million, or 13%, to €528.9 million in 2025 from €611.4 million in 2024. Revenues within JEB increased by €73.9 million, or 40%, to €259.4 million in 2025 (2024: €185.6 million). This growth was driven by further progression of the Sandoz partnership, including the licensing agreement in Q4, as well as strong growth in non-Sandoz and non-Department of War business. Notably, JEB saw a shift in revenue mix, with €115.0 million of total license revenues in 2025 (2024: €0 million)
Costs of Revenue
Costs of revenue decreased by €7.9 million, or -1.2%, to €674.2 million in 2025 from €682.1 million in 2024, which led to a group gross margin of 14.5% in 2025, compared with 14.4% in 2024.
Within D&PD, costs of revenues decreased by €26.9 million year over year. While a portion of the cost reduction is driven by reduced revenue, further structural savings were realized via lower personnel expense and external spend. Gross margin decreased to 8.9% in 2025 from 16.7% in 2024.
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The decrease in D&PD was partially offset by increase in cost of revenue in JEB, which increased by €19.1 million year over year to €192.2 million in 2025 compared to €173.1 million in 2024. This was primarily driven by the increased headcount and ramp-up of our J.POD facility in Toulouse, and headwinds from build up of the US operations in line with the previous CDMO business model. Throughout the year, incremental steps were taken to adjust the cost base for the new strategic asset-lighter business model, culminating in the sale of the Toulouse site and the subsequent removal of all associated costs. As a result, full year gross margin increased to 26.0% in 2025 from 7.3% in 2024.
R&D Expenses
In 2025, Evotec focused its research and development activities on platforms covering strategic opportunities, therapeutic area investments and segment innovation to strengthen underlying platforms. The strategic opportunities are in particular investments in platforms such as E.MPD, PanOmics, PanHunter, iPSC drug development, iPSC cell therapy and targeted protein degradation. These efforts support Evotec’s development of a long-term pipeline of assets and/or unique proprietary platforms.
R&D expenses decreased by €13.3 million, or 26.2%, to €37.5 million in 2025 from €50.9 million in 2024, The decrease in R&D expenses represents a balance between strong investments in Evotec’s capabilities to improve efficiency and precision medicine platforms, and financial stewardship in a challenging macroeconomic environment. Partnered R&D expenses ended in 2023 with the completion of the previous Sanofi agreement, thus R&D Expense is synonymous with ‘Unpartnered R&D Expense’ starting 2024.
Selling, General and Administrative Expenses
The Group’s selling, general and administrative expenses (SG&A) decreased by €12.2 million, or -6.5%, to €176.0 million in 2025 from €188.2 million in 2024, mainly driven by lower consultancy, insurance and audit cost.
Personnel-related expenses increased by €1.1 million, to €106.4 million in 2025 compared to €105.3 million in 2024. This development was primarily driven by higher headcount levels, particularly within the IT and Logistics functions. In contrast, recruitment expenses declined year-on-year from €2.0 million in 2024 to €1.0 million in 2025 - largely linked to the 2024 opening of JUST EU. Travel and training expenses also decreased by €0.6 million, from €2.9 million in 2024 to €2.3 million in 2025, supported by strengthened cost‑management measures.
Consultancy, including outsourced service costs, decreased by €6.2 million to €20.6 million in 2025 vs. €26.8 million 2024, mainly driven by the IT organization. However, this reduction is partially mitigated by the increase in IT license costs, which rose by €1.7 million from €15.0 million in 2024 to €16.7 million in 2025. Insurance costs declined from €8.1 million in the previous year to €6.4 million in 2025. Audit and Tax expenses decreased by €1.6 million to €7.3 million in 2025 from €8.9 million in 2024.
Impairment of Intangible Assets and Goodwill
In 2025 as well as 2024, there were no impairment of intangible assets recognized. Furthermore, there were no impairment losses from goodwill in either 2025 or 2024.
Other Operating Income
Other operating income amounted to €65.6 million in 2025 compared to income of €52.7 million for 2024. R&D tax credits were mainly recognized in France for the Toulouse and Lyon sites, the UK and Italy, resulting in overall R&D tax credit-related other operating income of €41.6 million (2024: €46.9 million).
Furthermore, as of December 30, 2025, the sale of one of our associated investments, Dark Blue, has been finalized, producing other operating income totaling €12.1 million. In 2025, Evotec received an insurance reimbursement for cyber-attack related expenses of €7.5 million.
Other Operating Expenses
Other operating expense amounted to €21.9 million in 2025, which represents an increase from €16.1 million in 2024.
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This increase was predominantly driven by €10.2 million expenses related to the Sandoz transaction as well as €5.0 million in one-off arbitration costs, including for a lease contract of a building.
At the same time, Evotec incurred lower cyber-attack related costs, with expenses decreasing from €8.6 million in 2024 to €1.7 million in 2025. The external cyber-attack costs, the one-off arbitration costs as well as the Sandoz (SPA) transaction are considered to be items that in magnitude, nature or occurrence would distort the presentation of the financial performance of the Group, as these are not deemed to be recurring costs. These costs are not expected to recur after 2025.
Reorganization Costs
In 2024, Evotec faced significant organizational changes and a challenging market environment. During the year the management announced a priority reset, a restructuring program with significant impacts ranging from headcounts reduction to the optimization of the Group’s overall real estate footprint (either leased or owned) and to the sale and discontinuation of certain business lines.
The direct expenditures arising from the program (necessarily entailed by the restructuring and not associated with the ongoing activities) totalled €54.9 million and included, employee costs, footprint optimization initiatives, cost to sell Evotec DS GmbH, and other direct costs.
In 2025, this program was completed, resulting in the release of the remaining accrual that was partly offset by consultancy expenses amounting to €(0.6) million in total.
Interest Income
Interest income increased by €2.0 million, or 81.7%, to €4.4 million in 2025 from €2.4 million in 2024 primarily driven by targeted initiatives to optimize interest returns on the company’s liquidity position, which more than offset the impact of short‑term interest rate reductions by central banks.
Interest Expense
Interest expense amounted to €14.4 million in 2025 versus €11.7 million in 2024.
Measurement result from Investments
Measurement result from investments increased by €37.8 million, to € (0.7) million in 2025 from € (38.5) million in 2024. The 2025 result was affected by revaluation of our holdings in Aeovian Pharmaceuticals of € 3,500k and Tubulis GmbH of € 1,597k, offset by a valuation decrease in € (1,140)k Curie Bio Seed Fund I LP. Prior year result was affected by a revaluation of our Recursion Pharmaceuticals, Inc (formerly Exscientia Ltd.) shares of €(12.0) million prior to disposal, and further fair value adjustments to our holdings in Blacksmith Medicines Inc. €(9.9) million, and Immunitas Therapeutics Inc. €(5.5) million.
Share of the Result of Associates Accounted for using the Equity Method and Impairment of Financial Assets
Share of the loss and impairment in connection with associates accounted for using the equity method decreased by €3.2 million, or 75%, to € (1.1) million in 2025 from € (4.3) million in 2024.
Other non-operating income (expense)
Other non-operating income (expense) relates substantially to foreign exchange gains and losses. Foreign exchange losses amounted to €17.6 million (2024: € 4.4 million), mostly due to the strengthening of EUR vs USD from 1.0389 as per December 31, 2024 to 1.175 as per December 31, 2025 which resulted in a revaluation in particular of the USD denominated cash and receivables after conversion in EUR.
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Current tax expense and Deferred Taxes
Total tax income (expense) amounted to € (16.8) million for 2025, versus € (2.1) million in 2024. Thereof, Evotec recorded current income taxes of € (2.1) million (2024: € (7.4) million). The decrease in current income tax expense compared to the prior year is primarily attributable to lower CIT provisions recognized in 2025, especially in Evotec UK, as well as a reduced impact from adjustments related to uncertain tax positions, which had a more significant effect on the 2024 current tax expense (2025: € 0.0 million, 2024:.€ (3.2) million).
Deferred tax income (expense) amounted to € (14.7) million for 2025 versus € 5.3 million in 2024, mainly driven by the deconsolidation of JUST EU, the impairment of deferred tax assets on tax loss carry forwards in UK and France, the consumption of tax loss carry forwards in UK and the change in various other temporary differences.
Operating Results by Segments
The following tables detail our segment Revenues and Operating income for the years ended December 31, 2025, 2024 and 2023 for each segment:
Year ended December 31, 2025
Discovery &
Preclinical Just-Evotec Intersegment
(In € thousands) Development Biologics elimination Evotec Group
Revenues 528,930 259,443 0 788,373
Operating income (loss) (74,482) 18,265 — (56,217)
Year ended December 31, 2024
Discovery &
Preclinical Just-Evotec Intersegment
(In € thousands) Development Biologics elimination Evotec Group
Revenues 611,394 185,573 — 796,967
Operating income (loss) (126,170) (16,353) — (142,522)
Year ended December 31, 2023
Discovery &
Preclinical Just-Evotec Intersegment
(In € thousands) Development Biologics elimination Evotec Group
Revenues 672,977 108,449 — 781,426
Operating income (loss) (8,122) (39,385) — (47,507)
For a segment revenue analysis see “—Revenues.”
Segment operating loss within D&PD decreased by €51.7 million, to €(74.5) million for the year ended December 31, 2025, from €(126.2) million for the year ended December 31, 2024 primarily driven by the nonrecurrence of the reorganization expense in 2025. Gross profit amounted to €46.8 million in 2025 (2024 €102.2 million). Selling, and general administrative expenses amounted to €133.2 million and decreased by €25.7 million. R&D expenses decreased to €37.5 million in 2025 from €51.1 million in 2024. In addition, other operating income increased by €11.6 million due the sale of one of our At-Equities Investments, Dark Blue and receipt of cyber insurance reimbursement, and other operating expenses decreased by €2.6 million.
Segment operating income within JEB amounted to €18.3 million for the year ended December 31, 2025. This equals an increase of €34.6 million versus prior year and was primarily driven by higher revenue of €73.9 million. Gross profit amounted to €67.4 million, an increase of €53.9 million versus 2024. Selling, general and administrative expenses increased by €13.4 million driven by higher headcount and corporate cost allocations. Other operating income and expenses (net) decreased by €7.1 million driven by costs related to the Sandoz transaction.
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The following table provides the reconciliation of segment Operating income (loss) to Segment Adjusted EBITDA for the periods presented below:
Year ended December 31, 2025 Year ended December 31, 2024 Year ended December 31, 2023
Discovery & Discovery & Discovery &
Preclinical Just-Evotec Preclinical Just-Evotec Preclinical Just-Evotec
(In € thousands) Development Biologics Development Biologics Development Biologics
Operating income (loss) (74,482) 18,265 (126,170) (16,353) (8,122) (39,385)
Depreciation of tangible assets 65,291 24,707 70,753 24,404 64,349 21,685
Amortization of intangible assets 9,478 — 6,484 — 6,946 —
EBITDA 287 42,972 (48,933) 8,051 63,173 (17,700)
Impairment of intangible assets — — — — (108) 5,119
Impairment of goodwill — — — — — —
Change in contingent consideration (earn-out) — — (158) — — —
Reorganization costs 633 — 54,179 751 — —
External cyber-related costs, net of reimbursements (5,820) — 7,608 1,067 15,379 489
One-off arbitration costs 4,985 — — — — —
(Income) / Expenses related to the disposal of Just - Evotec Biologics EU SAS — 10,211 — — — —
(Income) / Expenses related to the disposal of associate companies (12,125) — — — — —
Segment Adjusted EBITDA (1) (12,039) 53,183 12,696 9,869 78,444 (12,092)
The following tables detail our Segment Adjusted EBITDA for the years ended December 31, 2025, 2024, and 2023 for each segment:
Year ended December 31, 2025
Discovery &
Preclinical
(In € thousands) Development Just-Evotec Biologics Evotec Group
Segment Adjusted EBITDA (1) (12,039) 53,183 41,145
Year ended December 31, 2024
Discovery &
Preclinical
(In € thousands) Development Just-Evotec Biologics Evotec Group
Segment Adjusted EBITDA (1) 12,695 9,868 22,564
Year ended December 31, 2023
Discovery &
Preclinical
(In € thousands) Development Just-Evotec Biologics Evotec Group
Segment Adjusted EBITDA (1) 78,444 (12,092) 66,353
(1) Segment Adjusted EBITDA is a non-GAAP measure and is defined as segment operating income adjusted for depreciation and amortization of intangibles, impairments on goodwill and other intangible and tangible assets and change in contingent consideration (earn-out), as well as other items that in magnitude, nature or occurrence would distort the presentation of the financial performance of Evotec. For a reconciliation of Adjusted EBITDA to net income (loss) on a group level see “—Key Performance Metrics and Non-IFRS Measures—Adjusted EBITDA. Segment Adjusted EBITDA is reconciled to segment operating income because certain items, including taxes and interest, are only accounted for on a group-wide basis and cannot be tracked on a segment basis. Segment operating income/(loss) is the most directly comparable financial measure calculated and presented in accordance with IFRS-IASB.
Segment Adjusted EBITDA in the D&PD segment decreased by €24.7 million, or 195%, to €(12.0) million in 2025 from €12.7 million in 2024, primarily driven by lower revenues on a rather stable cost base.
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Segment Adjusted EBITDA in JEB increased by €43.3 million, or 439% to €53.2 million in 2025 compared to €9.9 million in 2024 driven by increased revenues, change in revenue mix towards more licensing deals, and a comparably lower increase of costs.
Key Performance Metrics and Non-IFRS Measures
We review several key performance metrics and non-IFRS measures to assess the progress of our business, make decisions about where to allocate time and investments and assess the near-term and longer-term performance of our business. The measures set forth below should be considered in addition to, not as a substitute for or in isolation from, our financial results prepared in accordance with IFRS. The following table sets forth these metrics as of and for the periods presented:
Years Ended December 31,
2025 2024 2023
(In thousands, except number of customers, number of customers > €1 million revenue, repeat business)
Revenues 788,373 796,967 781,426
Unpartnered R&D expenses (37,509) (50,857) (64,818)
Net income (loss) (103,517) (196,078) (83,913)
Adjusted EBITDA 41,145 22,564 66,352
Number of customers 735 849 838
Number of customers > €1 million revenue 74 109 102
Annual repeat business 90 % 94 % 93 %
Revenues
Revenue is generated through each of Evotec’s collaboration arrangements dependable on the nature of contract with Evotec’s customers, the (co-)ownership of the IP and the stage of the project. Revenues are recognized from partners owning the IP and includes mainly fee-for-service and FTE-rate based arrangements. In addition to FTE-based revenues other revenues are generated from milestones, royalties, licenses and material recharges. Our revenues were €788.4 million and €797.0 million in 2025 and 2024, respectively. Thereof, €11.3 million and €14.4 million in 2025 and 2024 are related to private grants.
Unpartnered R&D Expenses
Evotec’s unpartnered R&D expenses comprise expenses incurred in connection with its in-house discovery platforms and developing new pipeline assets as well as overhead expenses. From 2024 onwards, all R&D expenses are considered “unpartnered”.
Our R&D expenses were €37.5 million and €50.9 million in 2025 and 2024, respectively.
Net Income (Loss)
Our net result increased by €92.6 million, or 47.2%, to €(103.5) million in 2025 from €(196.1) million in 2024. The improvement was primarily driven by the one-off reorganization costs of € (54.9) m in 2024 that did not re-occur in 2025 as well as by structural cost savings offset by lower revenues in the D&PD segment, and lower impairments on our EvoEquity portfolio versus 2024 (2025: € 0.7 m; 2024: € 38.5 m).
Adjusted EBITDA
Adjusted Group EBITDA is defined as net income (loss) adjusted for interest, taxes, depreciation and amortization of intangibles, impairments on goodwill and other intangible and tangible assets, total non-operating results, change in contingent consideration (earn-out) and items that in magnitude, nature or occurrence would distort the presentation of the financial performance of the Group.
Adjusted EBITDA is a non-IFRS measure presented as a supplemental measure of our performance. Adjusted EBITDA should not be considered as an alternative to net income as a measure of financial performance. Adjusted EBITDA is presented because it is a key metric used by our Management Board to assess our financial performance. Management believes Adjusted EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate directly to the performance of the underlying business. Our definition of this non-IFRS financial measure may not be comparable to similarly titled measures of other companies, thereby, reducing the usefulness of our Adjusted EBITDA as a tool for comparison.
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Adjusted EBITDA increased by €18.6 million, or 82%, to €41.1 million in 2025 from €22.6 million in 2024.
The following table provides the reconciliation of net income (loss) to Adjusted EBITDA for the periods presented below:
Years Ended December 31,
(In € thousands) 2025 2024 2023
Net income (loss) (103,517) (196,078) (83,913)
Interest expense (net) 10,018 9,264 2,476
Tax expense 16,751 2,102 3,320
Depreciation of tangible assets 89,998 95,157 86,034
Amortization of intangible assets 9,478 6,484 6,946
EBITDA 22,729 (83,072) 14,863
Impairment of intangible assets 0 0 5,011
Loss on investment in financial instruments revaluation 677 38,513 9,143
Share of loss and revaluation of at-equity investments 1,085 4,312 20,752
Foreign currency exchange loss (gain), net 17,564 (4,369) 2,523
Other non-operating loss (income), net 1,205 3,733 (1,809)
External cyber-related costs, net of reimbursements (5,820) 8,674 15,869
Reorganization costs 633 54,930 0
Change in contingent consideration (earn-out) 0 (158) 0
One-off arbitration costs 4,985 0 0
(Income) / Expenses related to the disposal of Just - Evotec Biologics EU SAS 10,211 0 0
(Income) / Expenses related to the disposal of associate companies (12,125) 0 0
Adjusted EBITDA 41,145 22,564 66,352
Number of Customers
Evotec worked with 735 customers in 2025 (2024: 849; 2023: 838) This number confirms the broad range of our drug discovery services and is in line with our strategy to focus on higher value segments and integrated deals. During 2025, 225 new customers were added compared to 292 in 2024 (2023: 298)
An entity with multiple subsidiaries, segments, or divisions is defined and counted as one single customer, even if Evotec has separate agreements with multiple subsidiaries, segments, or divisions that are part of the same entity.
Number of Customers Who Contributed More Than €1 million to Our Revenue
The number of customers who contributed more than €1 million to our revenue was 74 and 109 in 2025 and 2024, respectively (2023:102).
Evotec’s largest three customers by revenue collectively accounted for 43% of revenues from contracts with customers in 2025. In 2024 and 2023, Evotec’s three largest customers by revenue contributed 38% and 35% to our revenues, respectively.
Bristol Meyers Squibb (BMS) and Sandoz account for more than 10% of group revenues, individually (as in 2024). There is no other single customer that accounts for more than 10% of the group revenue. In 2023 only BMS accounted for more than 10%.
Repeat Business
We define annual repeat business as the percentage of revenues with customers who have purchased products and services from us at least once in both the current year and the previous year. We review repeat business on a yearly basis. Repeat business was 90% and 94% in 2025 and 2024, respectively (2023: 93%). We believe our significant amount of repeat business is primarily due to our ability to achieve success and high satisfaction of our partners and customers. The extent to which we generate repeat business from our customers will be an important factor in our continued revenue growth.
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B. Liquidity and capital resources.
We have historically funded our operations primarily through cash received in the ongoing operation of our business, from equity financing through private placements, and from the issuance of promissory notes or of bank debt. As of December 31, 2025, the company had no outstanding undrawn credit lines. Cash and cash equivalents are invested in accordance with our investment and risk policy, primarily with a view to maintaining flexibility, liquidity, and capital preservation, and consist primarily of cash in banks and on hand, fixed deposits, money market funds, and short-term deposits with an original maturity of three months or less. As of December 31, 2025, we had cash and cash equivalents of €418.5 million and short-term investments (corporate bonds and long term deposits) of €57.9 million. As of December 31, 2025, 71% of our cash, cash equivalents and investments were held in Germany, of which 93% and 6% were in Euros and U.S. dollars, respectively. 29% of our cash, cash equivalents and investments were held outside of Germany, of which 32% was held in France and Italy, mainly in Euros and U.S. dollars, 29% was held in the UK mainly in pound sterling and U.S. dollars, 48% in the United States, mainly in U.S. dollars.
The promissory notes issued in June 2019 aggregated to a principal amount of €250.0 million. The promissory notes have fixed and variable interest rates and have three, five, seven, and 10-year maturities. The three-year tranches of €35.0 million was repaid as scheduled in June 2022 and the five-year tranches of €108.5 million have been repaid upon maturity in June 2024. The outstanding amount of promissory notes as per December 31, 2025 amounts to €106.5 million.
Based on the Company’s strategy to better monetize its technology and transitioning to an asset-lighter business model, we announced in November 2025 the sale of 100% of the shares in Just - Evotec Biologics EU SAS together with several related agreements to Sandoz, which increased our liquidity position upon closing of the transaction in December 2025. Direct external financing facilities or those directly allocated to Just - Evotec Biologics EU SAS by Banque publique d’investissement (“Bpifrance”) of €6.2 million, Occitane of €0.3 million and EIB of €40.6 million were included, repaid or canceled as a component of this transaction.
In July 2025, the Company terminated its €250 million senior secured revolving credit facility. The facility was no longer aligned with the Company’s evolving funding strategy.
Evotec may adjust the timing of its funding activities as its operating plan evolves, including the possibility of seeking additional resources earlier than previously anticipated through various available options. Even though the Company believes its current liquidity is adequate for its operating plans, it may still pursue incremental funding to enhance financial flexibility or to support strategic initiatives.
EIB Loans
In 2017, we signed a financing agreement with a line of credit amounting up to €75 million with the EIB. Under the agreement, the total amount was provided in various tranches from 2017 until 2020. The final tranche was drawn in September 2020. Each tranche carries a fixed interest rate of 1.6%. Such interest is due and payable semi-annual or where a tranche is canceled or prepaid. The maturity date for each tranche is seven years from the respective disbursement date of the relevant tranche. The financing agreement includes a success share, which is paid as a percentage of future proceeds from the R&D projects for the years 2025 to 2030 and equity investments if these succeed for the period until 2030. As of December 31, 2025, total outstanding amount under this loan facility is € 42.2 million.
In December 2022, we signed a second financing agreement with the EIB. This line of credit amounts up to €150 million. Under this agreement, the total amount was provided in various tranches from 2023 until 2025. Each tranche carries a fixed interest rate of 0.8%. Such interest is due and payable semi-annually or where a tranche is prepaid. The maturity date for each tranche is seven years from the respective disbursement date of the relevant tranche. As of December 31, 2025, we have drawn a total amount of € 137.3 million in three tranches. Parts of the Sandoz proceeds have been used to deleverage € 27.9 million under this facility. Moreover, as a result of a mutual agreement between Evotec and EIB, an amount of € 12.7 million under this facility has been cancelled. As of December 31, 2025, total outstanding amount under this loan facility is € 109.4 million. The financing agreement also includes a success share, which is paid as a percentage of future proceeds from the R&D projects for the years 2028 to 2037 and equity investments if these succeed until 2037.
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R&D Innovation Financing
Our R&D innovation financing loans entered into in 2019 and 2021 with a nominal amount of €29.0 million bear interests at a weighted average fixed interest rate of 1.36%. Final maturity of all four tranches is ranging from 2025 to 2031. The R&D innovation financing relates to individual R&D projects that were financed by IKB Deutsche Industriebank AG through Kreditanstalt für Wiederaufbau (“KfW”). All four tranches are amortizing with quarterly installments. As of December 31, 2025, the outstanding amount was € 16.9 million.
Evotec maintains the following two unsecured research loans with total commitment of €1.0 million at the end of 2025.
● €0.5 million loan from Sanfelice 1893 Banco Popolare with a variable interest rate of 4.50% and final maturity in May 2027. Amount outstanding as per December 31, 2025 is €0.2 million.
● €0.5 million loan from Banco BPM S.p.A., with a fixed interest rate of 1.30% and final maturity in November 2026. Amount outstanding as per December 31, 2025 is €0.1 million.
Loan Maturities
Years Ended December 31,
(In € thousands) 2025 2024 2023
Less than one year 81,280 21,081 128,513
Between one and five years 150,526 170,003 152,464
More than five years 44,597 96,472 155,092
Total 276,403 287,556 436,070
Other Contractual Obligations and Commitments
Our contractual obligations, other than the financing agreements and related interest rate swaps detailed in the “Liquidity and CapEx” section, consist mainly of lease obligations capitalized under IFRS 16. Lease obligations are our future minimum commitments under lease agreements within the scope of IFRS 16 and are reflected on the balance sheet in our audited consolidated financial statements included elsewhere in this annual report. Lease agreements, which were not recognized in accordance with the exemptions in IFRS 16, are not material and therefore not presented here. In addition, we regularly enter several smaller contractual obligations related to our operations or facilities, such as the supply of inventories, power supply and insurance. Our other contractual obligations as of December 31, 2025 are approximately €112.3 million. For a full overview of other contractual obligations and commitments, please refer to Note 19 to the Financial Statements.
We license or acquire certain third-party IP to utilize in our business. Under these agreements, we are required to pay milestones, dependent on development progress and/or royalties and milestones dependent on present and future net income or on sublicensing fees received from third parties. However, it is not possible to predict the maximum potential number of future payments under these agreements due to the conditional nature of our obligations and the unique facts and circumstances involved in each agreement. There are no off-balance sheet obligations other than those disclosed above.
CapEx
Capital expenditure decreased significantly as planned to €(72.5) million in 2025 (2024: €(117.5) million). This reduction is mainly attributable to lower investments in JEB, which declined to €(48.0) million compared to €(92.6) million in 2024, largely due to the completion of the J.POD2 facility in Toulouse. The D&PD segment recorded investments of €(16.0) million in 2025 (2024: €(24.9) million), focusing on strategic investments, facility improvements and replacement initiatives to ensure the highest standards of technology and infrastructure for scientific operations.
Depreciation of property, plant and equipment amounted to €90.0 million compared to €95.1 million in 2024, mainly driven by the above-mentioned lower investments. Of this amount, €19.7 million can be attributed to right-of-use assets (2024: €21.5 million).
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Comparative Cash Flows
The following table summarizes the primary sources and uses of cash for each period presented:
Year Ended December 31,
(In € thousands) 2025 2024 2023
Net cash flows provided by (used in):
Operating activities (9,179) 18,220 36,439
Investing activities 171,591 (71,187) (13,291)
Financing activities (37,630) (161,421) 71,963
Total cash inflow / (outflow) 124,782 (214,388) 95,111
Cash Flow from Operating Activities
Net cash flows from operating activities are primarily derived from partnered projects and the sale of products and services rendered, including sale of intellectual property. Our cash flows from operating activities are significantly influenced by our use of cash for operating expenses and working capital to support the business.
For the fiscal year ended December 31, 2025, operating activities used €(9.2) million in cash and cash equivalents. The main components of cash flow from operating activities include the net loss of €(103.5) million, offset by non-cash charges of €140.4 million, which included depreciation and amortization of €99.5 million, income tax expenses of € €16.8 million and Gain on investment in financial instruments reevaluation of €(2.1) million. Further, the changes in net working capital amounted to €(60.8) million.
For the fiscal year ended December 31, 2024, operating activities generated €18.2 million in cash and cash equivalents. Net Loss amounted to €(196.1) million, after consideration of non-cash charges of €206.4 million. The non-cash charges included depreciation and amortization of €101.6 million, loss on investment in financial instruments reevaluation of €39.5 million and Share of loss (profit) and reevaluation of at-equity investments of €4.3 million. Further, the changes in net working capital amounted to €(68.2) million
Cash Flow from Investing Activities
During the year ended December 31, 2025, cash generated from investing activities amounted to €171.6 million which consisted of purchases of investments in associated companies and other long-term investments of €(14.0) million, divestment of affiliated companies of €222.3 million, sale of investment in Dark Blue Therapeutics Ltd. of €11.3 million, purchases of property, plant and equipment in the amount of €72.5 million, €32.0 million of proceeds from the sale of current investments and purchase of intangible assets and capitalization of development expenditures of €(10.1) million.
During the year ended December 31, 2024, cash used in investing activities amounted to €71.2 million which consisted of purchases of short-term investments in the amount of €29.4 million, purchases of investments in associated companies and other long-term investments of €(15.1) million, divestment of affiliated companies of €(11.5) million, sale of investment in Recursion Pharmaceuticals, Inc. of €69.4 million, purchases of property, plant and equipment in the amount of €117.5 million (including in respect of €92.6 million invested in Just – Evotec Biologics) and €35.7 million of proceeds from the sale of current investments, purchase of intangible assets and capitalization of development expenditures of €(14.8) million, as well as proceeds from the sale of property, plant and equipment of €2.0 million.
Cash Flow from Financing Activities
Our primary financing activities consist of issuances of share capital, proceeds from/payments of bank loans and payments of finance lease liabilities.
Net cash used in 2025 in financing activities for the year ended December 31, 2025 was €(37.6) million which consisted of €(49.7) million in bank loan repayments and €(23.6) million in lease obligation repayments. The repayment of loans included mainly the repayment of revolving credit lines. Proceeds from loans amounted to €44.0 million.
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Net cash provided in 2024 in financing activities for the year ended December 31, 2024 was €(161.4) million which consisted of R&D and investment financing of €(128.8) million, and €(24.1) million lease obligation repayments. The repayment of loans included mainly the repayment of revolving credit lines. Proceeds from loans amounted to €0.9 million, while proceeds from option exercise totaled to €0.4 million.
C. R&D, patents and licenses, etc.
[See Item 4 “Business Overview” and “Operating and Financial Review and Prospects—A. Operating Results” in this Item 5.]
D. Trend information.
See the description of “Operating Results” in this Item 5 within this annual report.
E. Critical Accounting Estimates.
The consolidated financial statements have been prepared in accordance with IFRS and its interpretations as issued by the IASB. For a discussion of our significant accounting policies and other estimates, please see “Summary of significant accounting policies” in note 2 in the notes to our consolidated financial statements included in this annual report.