← Back to FER filing summaryThis is the extracted source text from the SEC filing. Formatting may differ from the original document.
The following discussion of our financial condition and results of operations should be read in conjunction with the
Financial Statements, including the related notes thereto, included elsewhere in this Annual Report. The following
discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ
materially from those discussed in the forward-looking statements as a result of various factors, including those set
forth in “Cautionary Statement Regarding Forward-Looking Statements” and “Item 3. Key Information—D. Risk
Factors.”
5.AOperating Results
5.A.1Overview
We are one of the world’s leading infrastructure groups in terms of construction revenue, focusing our operations
across highways, airports, construction and energy. For an overview of our activities, see “Item 4. Information on the
Company—B. Business Overview.”
56
5.A.1.1Description of segments
We undertake our activities through the following four operating divisions, or lines of business, which also correspond
to our reporting segments (the Business Divisions) under IFRS 8:
▪Highways: Our activities in the Highways Business Division include the development, financing and
operation of toll road projects. We conduct our operations in this Business Division through Cintra, a wholly
owned subsidiary of the Company, and mainly operate in Canada through 407 ETR, in the United States
through the Managed Lanes located in Texas, Virginia’s I-66 and North Carolina’s I-77, as well as in India,
through IRB and Private InvIT.
▪Airports: Our activities in the Airports Business Division include the development, investing and financing
of airports. We participate in the airport industry principally through the NTO consortium, established to
design, build and operate the NTO at JFK Airport in New York, and our indirect holding in YDA Turkey.
▪Construction: Our activities in the Construction Business Division include the design and execution of
various public and private works, with an emphasis on public infrastructures, with over 90 years of
experience in the industry. We conduct our construction activities through our main business lines: Ferrovial
Construction, Budimex and Webber.
▪Energy: Our activities in this Business Division mainly consist of the development, financing and operation
of power transmission lines and renewable energy generation plants, and the execution of construction
projects in the energy sector.
We use the “other” category to reflect results for companies not assigned to any Business Division, the most
significant being Ferrovial SE, the Group’s parent company, the business line Ferrovial Digital Infrastructure, which
was created in 2024, and the waste management plants in the United Kingdom.
5.A.2Material Factors Affecting Results of Operations
Our results of operations and financial condition are affected by a variety of factors, a number of which are outside of
our control. Set out below is a discussion of the most significant factors that have affected our financial results during
the periods under review and which we currently expect to affect our financial results in the future. Factors other than
those set forth below could also have a significant impact on our results of operations and financial condition in the
future (see “Item 3. Key Information—D. Risk Factors”).
5.A.2.1Inflationary pressures and energy and commodity prices
We are exposed to inflationary pressures as well as the impact of energy and commodity prices, which have in the
past, and may in future have, varying effects on our Business Divisions. In the Construction Business Division,
inflationary pressures typically have a negative effect on our costs base through increases in costs of materials
consumed, particularly cement, concrete, steel rebars and bitumen (or asphalt), energy costs and an increase in
personnel expenses.
In the Construction Business Division, we have two key mechanisms in place in an effort to mitigate the effects of
inflationary pressures: through direct claims to our customers or, where possible, through the use of price adjustment
mechanisms, which are included in some of our agreements. Such pass-through mechanisms may be more common in
some jurisdictions, such as, for example, Spain, Canada and Poland, than others, such as the United States, where they
are not frequently used. However, due to particular contractual provisions or otherwise, we may not always be able to
effectively pass through the costs to our customers. Thus, we may remain subject to market risk with respect to
inflationary pressures and increases in commodity prices. No such inflation-related material impacts have occurred for
the last two years within the Construction Business Division.
In the Highways Business Division, our assets are either linked to the inflation index, allowing us to regularly update
the toll rates based on the latest economic situation, or can be freely set. Thus, inflationary increases typically have a
strong positive impact on the Highways Business Division’s revenues. Rising fuel prices, on the other hand, tend to
adversely impact traffic levels, particularly if work from home arrangements are more common or increase. This, in
turn, may have a negative effect on the Highways Business Division’s traffic and consequently revenues. Additionally,
in the Airports Business Division, the airlines may pass any increases in fuel prices on to their customers through
increases in the prices of flights, which could lead to decline demand for air travel and reduce use and demand in
respect of our Airports Business Division.
57
5.A.2.2Foreign exchange rates
Our functional currency is the euro. However, we operate internationally and hold assets, incur liabilities, generate
revenues and pay expenses in a variety of currencies other than the euro. As a result, our results of operations are
affected by exchange rate fluctuations between the euro and other currencies in which we conduct and plan to continue
conducting transactions. We are particularly exposed to the U.S. dollar, Canadian dollar, Indian rupee, Polish zloty,
pound sterling and the Australian dollar. For example, in 2025, such currencies led to translation differences of EUR
(434) million, net of the effect of foreign currency hedging instruments, led by depreciation of the Canadian dollar,
U.S. dollar, and the Indian Rupee, against the euro.
For information on our foreign exchange fluctuations management see “—3. Factors Affecting Comparability of Our
Results of Operations — 2. Financial Risk Management — Exposure to foreign exchange fluctuations”.
5.A.2.3Traffic performance
The table below presents the highways traffic volume in the period under review.
Toll Road Country For the year ended December 31,
2025 2024
Fully consolidated assets (in millions of transactions)
NTE 1-2 ............................................................................................................ U.S. 37 39
LBJ.................................................................................................................... U.S. 46 46
NTE 35W .......................................................................................................... U.S. 52 51
I-77 .................................................................................................................... U.S. 42 43
I-66 .................................................................................................................... U.S. 35 32
Equity-accounted assets (in millions of VKT, vehicle kilometers travelled)
407 ETR ............................................................................................................ Canada 2,819 2,658
In 2025, the Highways Business Division experienced growth, primarily attributed to a general increase in mobility
across the areas where we operate our main concessions, with the traffic on 407 ETR and the U.S Managed Lanes
showing consistent growth, except for NTE and I-77. Regarding NTE, the traffic decrease was affected by capacity
improvement construction works. Additionally, in 2024, I-77 was positively impacted by Hurricane Helene, which
diverted heavy vehicles to the highway.
The tables below set out the Highways traffic volume trends by quarter and for the year ended December 31, 2025,
compared to the similar periods in 2024:
Traffic trends Q1-25 Q2-25 Q3-25 Q4-25 2025
407 ETR ...................................... 2% 6% 9% 6% 6%
NTE ............................................. (6)% (4)% (4)% (6)% (5)%
LBJ ............................................... 2% 1% 2% (4)% 0%
NTE 35W ..................................... 3% 5% 5% 0% 3%
I-66 .............................................. 4% 8% 13% 4% 7%
I-77 ............................................... 0% 2% 1% (11)% (2)%
During 2025, Dalaman Airport experienced a decline in the international traffic due to macroeconomic conditions and
geopolitical stressors in Turkey, which were partially mitigated by an increase in domestic traffic.
The table below presents the passenger traffic, or the total number of incoming and outgoing passengers at the airport
in a particular period, for the Dalaman airport in the period under review.
For the year ended December 31,
2025 2024
Dalaman ...................................................................................... 5.6 5.6
The table below sets out the airport passenger traffic by quarter and for the year ended December 31, 2025, compared
to the same periods in the previous year:
58
Passenger trends Q1-25 Q2-25 Q3-25 Q4-25 2025
Dalaman ....................................... 1% 0% (2)% 1% (1)%
5.A.2.4Impact of macroeconomic factors and conflicts in Ukraine and Middle East
Given the international scope of our operations, our business performance and results are impacted by a number of
drivers, including macroeconomic and geopolitical events affecting demand, tax policies, the regulatory environment,
and the risk and return of assets. For example, the Dalaman Airport traffic has been affected negatively by both the
Ukraine and Middle East conflicts, given its exposure to both markets. These conflicts have also had an adverse effect
on the global geopolitical and economic environment. Although we believe that our direct exposure to the conflicts in
Ukraine and parts of the Middle East region is limited, as we primarily operate across the United States, Spain, Poland,
the United Kingdom and Canada, the macroeconomic impacts resulting from these situations have translated into
shifts in demand patterns, uncertainty, generalized price increases, mainly in energy and raw materials (including
cement, concrete, steel rebars and bitumen (asphalt)), increased labor costs, supply problems and difficulties in the
distribution chain of certain materials, especially in the construction sector, any of which could worsen if these
conflicts were to expand or intensify. For further details, see “—1. Inflationary pressures and energy and commodity
prices.”
The above factors also impact interest rates, which affect the banking and financing market and hence our financing
options.
As a further example of macroeconomic factors, the United States proposed new and increased tariffs on foreign
imports, and the development and application of new tariffs continues to rapidly evolve. The tariffs, or potential risk of
their imposition, have introduced significant uncertainty into the market, leading to volatility in material prices and
potential delays in project timelines. These tariffs, whether imposed or proposed and at the rates or levels announced
or at other rates or levels, and related uncertainty, can and have led to increased costs and could affect our strategic
planning and financial forecasting, particularly in our Construction Business Division. Management continues to
evaluate the potential impact of these evolving developments.
5.A.2.5Seasonality
Revenue and cash flow in the Highways, Construction and Airports Business Divisions is also partially impacted by
seasonal factors, including weather conditions and holiday seasons, which drive demand for transport infrastructure.
The Highways Business Division revenue is affected by seasonal changes in traffic volumes, with typically lower
traffic in the winter months due to adverse climate conditions. We believe that this trend has been exacerbated in the
Highways Business Division as a result of the increase in hybrid work models and work flexibility, although we have
observed a gradual return to the office approach during 2025.
The Construction Business Division is also affected by weather conditions, typically experiencing lower revenues in
the first quarter of the year. For example, in the first quarter of the year ended December 31, 2025, Construction
Business Division revenues amounted to EUR 1,584 million, compared to EUR 1,869 million, EUR 1,967 million and
EUR 2,233 million in the second, third and fourth quarters of 2025, respectively.
The Airports Business Division is also affected by seasonal trends, including holiday seasons. For example, in the
third quarter of the year ended December 31, 2025, Dalaman airport’s revenues amounted to EUR 41 million, in
contrast with EUR 3 million and EUR 16 million in the first and fourth quarters, respectively, as the airport is much
busier during the summer holidays.
5.A.2.6Liquidity management and investments
Our infrastructure assets must be able to secure significant levels of financing to be able to carry out their operations.
Certain of the industries in which we operate, such as airports and Highways, are by nature capital-intensive
businesses. Therefore, the development and operation of infrastructure concession assets requires a high level of
financing. As a result, our business is sensitive to the availability, cost and other terms of financing. We have
established mechanisms to preserve the necessary levels of liquidity with periodic procedures that include cash
generation forecasts and cash requirements, both for the different short-term collections and payments, as well as long-
term obligations. See “Item 3. Key Information—D. Risk Factors—5. Financing and Joint Ventures—2. We may not be
able to effectively manage the exposure of our liquidity risk including access to and costs of capital and credit risks,
which could have a material adverse effect on our business, financial condition, and results of operations.” For further
details on our liquidity position, see “—B. Liquidity and Capital Resources.”
59
5.A.2.7Regulatory matters
Our activities are subject to various regulations by governments and other regulatory bodies across the jurisdictions
where we operate, including specific aviation, toll road, energy, waste management and treatment, as well as public
procurement and construction sector regulations. For further details, see “Item 4. Information on the Company—B.
Business Overview—9. Regulatory Environment.”
We spend significant resources, mainly accounted for as part of personnel expenses and other operating expenses, to
support compliance with a broad and varied range of regulatory requirements. Failure to comply with regulations
could lead to supply interruptions, product recalls, and/or regulatory enforcement action, litigation, and fines from
regulators. For additional information on the impact of the regulated environment on our business, see “Item 3. Key
Information—D. Risk Factors—4. Legal, Regulatory, and Government Contracting—1. We are subject to risks related
to the granting of permits and rights-of-way and securing land rights, which could have a material adverse effect on
our business, financial condition, and results of operations.” and “—2. Our concessions are granted by governmental
authorities and are subject to special risks, including the risk that governmental authorities will take action contrary
to our interests or rights under the concession agreements, (this may include unilaterally terminating, amending or
expropriating the concessions on public interest grounds, or imposing additional restrictions on toll rates).”
5.A.2.8Significant acquisitions and disposals
In the course of our business, we periodically engage in acquisitions and disposals of businesses or stakes therein, and
our results of operations may be affected by significant acquisitions and divestments.
For further details on these significant investments and divestments in 2025, see "Item 4. Information on the Company
—A. History and development of the Company —1. Summary of Historical Investments and Divestments”.
5.A.3Factors Affecting Comparability of Our Results of Operations
5.A.3.1Changes in the scope of consolidation and business combinations.
The most relevant investments and divestments that occurred in 2025 are explained in “Item 4. Information on the
Company—A. History and Development on the Company —1 Summary of Historical Investments and Divestments.
History and Development on the Company ”. For more information regarding changes in the scope of consolidation,
see Note 1.1.5 (Consolidation scope changes and other divestments of investees) to the Audited Financial Statements.
5.A.3.2Financial Risk Management
Our business is affected by changes to the financial variables that have an impact on our accounts, these being mainly
foreign exchange risk, liquidity management risk, interest rate risk, inflation, credit, variable income and capital
management. The main financial risks and how we manage them is summarized below.
5.A.3.2.1 Exposure to interest rate fluctuations
We and our businesses are subject to interest rate fluctuations that may affect our net financial expense due to the
variable interest on financial assets and liabilities, as well as the measurement of financial instruments arranged at
fixed interest rates. At the project level, interest rates are mostly fixed, aligned with rating or lenders’ requirements
and helping to limit the impact of interest rate fluctuations on net financial expense. At the corporate level, interest
rate risk is managed with the goal of optimizing the financial expense by working to achieve suitable proportions of
fixed and variable rate debt based on the market conditions and net cash position.
As of December 31, 2025, 97% of our indebtedness is hedged (either on the basis of a fixed rate or through
derivatives). For more information on our exposure to interest rate fluctuations, see Note 5.4.a (Exposure to interest
rates fluctuations) to the Audited Financial Statements.
5.A.3.2.2 Exposure to foreign exchange fluctuations
Our foreign exchange rate risk generally arises from: (i) our international presence, through our investments and
businesses in countries that use currencies other than the euro, (ii) debt denominated in currencies other than that of
the country where the business is conducted or the home country of the company incurring such debt, and (iii) trade
receivables or payables in a foreign currency to the currency of the company in which the transaction was registered.
60
We regularly monitor our expected net exposure with regard to each currency by assessing the expected cash flows
over coming years (both for dividends receivable and for potential investments or divestments), balance sheet
valuations and free cash flow generation. Foreign currency exposure at project level is managed by prioritizing natural
hedges (same currency debt) or using hedging instruments when feasible. We establish our general hedging strategy
by analyzing past changes in foreign exchange rates, monitoring mechanisms such as future projections and comparing
currency levels to its fundamental valuation or long-term equilibrium rates.
These hedges consist of foreign currency deposits or derivatives. For information on our derivatives, see Note 5.5
(Financial derivatives at fair value) to the Audited Financial Statements.
Our cash and cash equivalents comprises currencies other than the Euro, as shown in the next table:
(in millions of euros) Amount in EUR Local Currency
EUR .................................... 2,165 2,165
PLN .................................... 687 2,883
USD .................................... 577 670
CAD ................................... 372 598
GBP .................................... 236 207
AUD ................................... 154 271
Other .................................. 80
Total Cash ......................... 4,271
5.A.3.2.3 Exposure to credit and counterparty risk
Some of our main financial assets, such as investments in financial assets, non-current financial assets, net financial
derivatives and trade and other receivables, are exposed to our counterparty credit risk. We actively monitor these
risks with each bank, territory and customer by analyzing the performance of risk through internal credit quality
studies. To help mitigate credit risk, our internal treasury policy establishes maximum exposure limits per
counterparty, striving to achieve diversified and secure placement of liquid assets.
5.A.3.2.4 Exposure to liquidity risk
We have established mechanisms to help preserve liquidity levels that reflect our cash generation and projected needs ,
in relation to both short-term collections and payments, and obligations to be met at long-term.
In accordance with our internal treasury policy, we only operate and invest funds with highly solvent financial
institutions.
Risk exposure is monitored on a regular basis to ensure alignment with the Group’s current cash levels and evolving
market conditions. This proactive approach allows the Group to adjust its liquidity positions dynamically, maintaining
a balance between security, liquidity, and yield.
5.A.3.2.5 Exposure to equities risk
We are exposed to risks relating to the fluctuation of our share price. This exposure arises specifically from the risk of
appreciation of share-based remuneration schemes. These plans are hedged through equity swaps. Since these equity
swaps are not classified as hedging derivatives, their market value has an impact on profit or loss.
5.A.3.2.6 Exposure to inflation risk
Our revenue from infrastructure projects is associated with prices tied to inflation (for example, highways concession
contracts). Therefore, an increase in inflation would increase the cash flow derived from assets of this nature.
However, a rise in inflation rates may have an adverse effect on operating margins under construction contracts. This
risk is partially mitigated in certain jurisdictions (e.g., Spain, Canada and Poland) by inflation-related price
adjustments in contractual clauses. We also take steps to manage inflation risk by closing the main direct costs when
the tender is accepted.
61
5.A.3.2.7 Capital management
We aim to achieve a debt-equity ratio that makes it possible to optimize costs while safeguarding our capacity to
continue managing our recurring activities and to grow through new projects that create shareholder value. Our
objective is to maintain a level of indebtedness, excluding infrastructure project companies, to retain our current
investment grade rating. In order to achieve this goal, we have established a financial policy consisting of the
maintenance of a ratio of net debt (gross debt less cash) to Adjusted EBITDA plus dividends from projects of no more
than two times, excluding infrastructure project companies.
5.A.4Recent Developments
See “Item 4. Information on the Company—A. History and Development on the Company.”
5.A.5Description of Key Line Items
Set forth below is a brief description of the composition of certain line items of the consolidated income statement.
This description must be read in conjunction with the significant accounting policies elsewhere in this section and in
the Audited Financial Statements.
5.A.5.1Revenues
Most of our revenues come from: (i) contracts with customers, which include public, private or internal entities, for
services in the Construction Business Division; (ii) fees from users of highways in the Highways Business Division,
(iii) concession contracts from clients in the Airports Business Division and (iv) other activities. Revenues also include
the financial income for the services provided by the concession operators that apply the financial asset model.
5.A.5.2Materials consumed
Materials consumed include expenses related to energy and materials’ consumption, primarily in relation to our
Construction Business Division.
5.A.5.3Other operating expenses
Other operating expenses include work carried out by other companies and changes in provisions for each year
including subcontracted works, leases, repairs and maintenance, independent professional services, changes in
provisions for liabilities and other operating expenses.
5.A.5.4Personnel expenses
Personnel expenses consist of expenses related to wages and salaries, social security, pension plan contributions,
share-based payments and other welfare expenses of our employees.
5.A.5.5Fixed asset depreciation
Fixed asset depreciation consists mainly of depreciation related to our fixed assets such as property, plant and
equipment.
5.A.5.6Impairment and disposal of fixed assets
Impairment and disposal of fixed assets refers to gains or losses related to the sale of our fixed assets such as property,
plant and equipment.
5.A.5.7Net financial income/(expense) from infrastructure projects and ex-infrastructure projects
Part of our activities, primarily in the Highways and Airports Business Divisions but also, to some extent, in the
Construction and Energy Business Divisions, consist of the development of infrastructure projects through long-term
arrangements with public authorities, under which a concession operator, in which we have an ownership interest
together with other shareholders, finances the construction or upgrade of public infrastructure, mainly with borrowings
secured by the project cash flows and capital contributed by shareholders, and subsequently operates and maintains the
infrastructure. Key examples of such infrastructure projects include the Managed Lanes located in Texas and I-66
Managed Lanes.
62
In some cases, the construction and subsequent maintenance of the infrastructure projects are subcontracted by the
concession operators to the Group’s Construction Business Division.
In order to aid in understanding our financial performance, we disclose our net financial income/(expense) separately
for (i) infrastructure projects and (ii) excluding infrastructure projects:
▪Net financial income/(expense) from infrastructure projects consists of financial income from financing
of our infrastructure projects minus the accrued financial expenses and expenses capitalized during the
construction period.
▪Net financial income/(expense) from ex-infrastructure projects consists of income from external
borrowing costs and from financial investments and includes the impact of derivatives and other fair value
adjustments.
For a further description of our infrastructure project companies, see “—B. Liquidity and Capital Resources— 6. Non-
IFRS Measures: Liquidity and Capital Resources—1. Consolidated Net Debt.”
5.A.5.8Share of profits of equity-accounted companies
Share of profits of equity-accounted companies reflects the effect in our consolidated income statement relating to our
companies consolidated by means of equity accounting.
5.A.5.9Profit/(loss) before tax from continuing operations
Profit/(loss) before tax from continuing operations represents our operating profit/(loss) after net financial income/
(expense) and including share of profits of equity-accounted companies.
5.A.5.10Income tax / (expense)
Income tax / (expense) consists of our current tax payable on the taxable profit for the period after applying allowable
deductions, changes in deferred tax assets and liabilities, and tax credits.
5.A.5.11Profit/(loss) net of tax from discontinued operations
Profit / (loss) net of tax from discontinued operations refers to income from discontinued operations and includes all
income and costs generated from our Services and Construction Business Divisions, including divestments of
businesses. It also includes an impairment loss equal to the difference between the estimated fair value of the assets
and their carrying amount.
5.A.5.12Net profit/(loss)
Net profit / (loss) accounted for using the equity method reflecting the effect in our consolidated income statement
relating to companies consolidated by means of equity accounting.
5.A.5.13Net Profit/(loss) attributed to non-controlling interests
Net Profit / (loss) attributed to non-controlling interests refers to the profits we obtain that may be allocated to other
partners with a stake in the said companies.
5.A.6Results of Operations
The following tables set out our consolidated results of operations for the periods indicated.
5.A.6.1Comparison of the Years Ended December 31, 2025 and December 31, 2024
Unless stated otherwise, numbers in this section have been derived from the Audited Financial Statements. For a
discussion of the presentation of our historical financial information included in this Annual Report, see “Presentation
of Financial and Other Information.”
Our consolidated results of operations for the year ended December 31, 2025 compared with the year ended
December 31, 2024, are discussed below.
63
For the year ended December 31,
2025 2024 % Variation
(in millions of euros)
Revenues ............................................................................................................ 9,627 9,148 5.2%
Materials consumed ............................................................................................ 1,124 1,115 0.8%
Other operating expenses ................................................................................... 5,199 4,931 5.4%
Personnel expenses ............................................................................................. 1,847 1,760 4.9%
Total operating expenses .................................................................................. 8,170 7,806 4.7%
Fixed asset depreciation ...................................................................................... 490 441 11.1%
Impairment and disposal of fixed assets ............................................................. 210 2,208 (90.5)%
Operating profit/(loss) ...................................................................................... 1,177 3,109 (62.1)%
Net financial income/(expense) from financing ................................................. (348) (339) 2.7%
Profit/(loss) on derivatives and other net financial income/(expense) .............. (76) (72) (5.6)%
Net financial income/(expense) from infrastructure projects ...................... (424) (411) 3.2%
Net financial income/(expense) from financing ................................................ 57 74 (23.0)%
Profit/(loss) on derivatives and other net financial income/(expense) ............... 2 611 (99.7)%
Net financial income/(expense) from ex-infrastructure projects ..................... 59 685 (91.4)%
Net financial income/(expense) ....................................................................... (365) 274 (233.2)%
Share of profits of equity-accounted companies ................................................ 258 238 8.4%
Profit/(loss) before tax from continuing operations ..................................... 1,070 3,621 (70.5)%
Income tax benefit / (expense) ............................................................................ 60 (145) (141.4)%
Profit/(loss) net of tax from continuing operations ...................................... 1,130 3,476 (67.5)%
Profit/(loss) net of tax from discontinued operations ......................................... 20 14 42.9%
Net profit/(loss) ................................................................................................. 1,150 3,490 (67.0)%
Net profit/(loss) for the year attributed to non-controlling interests .................. (262) (251) 4.4%
Net profit/(loss) for the year attributed to the parent company .................. 888 3,239 (72.6)%
Revenues
Revenues increased by 5.2% to EUR 9,627 million in 2025 from EUR 9,148 in 2024, primarily due to the
improvement in results across the Business Divisions and particularly in the Highways and Construction Business
Divisions.
The table below sets out our revenues by Business Division for the years ended December 31, 2025 and 2024:
For the year ended December 31,
2025 2024 %Variation
(in millions of euros)
Highways ................................................................................................ 1,374 1,256 9.4%
Airports ................................................................................................... 111 91 22.0%
Construction ........................................................................................... 7,653 7,236 5.8%
Energy .................................................................................................... 339 270 25.6%
Other(1) ................................................................................................... 460 519 (11.4)%
Adjustments(2) ........................................................................................ (310) (224) (38.4)%
Total ...................................................................................................... 9,627 9,148 5.2%
(1)Other includes revenues from: Ferrovial SE (mainly management fees charged to our business divisions) and ii) the different businesses
that are not included as part of our business divisions (see "Item 4. Information on the Company,—B. Business Overview, —1 Overview").
(2)Adjustments consist of inter-segment sales that are eliminated in the Group’s consolidated financial statements.
Our Highways Business Division revenue increased by 9.4% to EUR 1,374 million in 2025 from EUR 1,256 million
in 2024. This increase was primarily attributed to increased toll rates. All Managed Lanes revenue-per-transaction,
grew compared to 2024. Particularly, within this Business Division:
▪NTE 1-2 revenues increased by 8.1% to USD 323 million (EUR 286 million), which was mainly driven by
higher toll rates, despite traffic being impacted by construction capacity improvements works along the NTE 1-2
corridor, which started on 2024.
▪NTE 35W revenues increased by 14.7% to USD 368 million (EUR 325 million), which was mainly driven
by higher toll rates, together with an increase in traffic in the corridor.
64
▪LBJ revenues increased by 8.6% to USD 244 million (EUR 216 million), which was primarily driven by
higher toll rates, as traffic was impacted by the increasing construction activity in the nearby corridors.
▪I-77 revenues increased by 21.9% to USD 130 million (EUR 115 million), which was primarily driven by
higher toll rates.
▪I-66 revenues amounted to USD 303 million (EUR 268 million), which was driven by higher toll rates,
coupled with the gradually increase in traffic in the corridor, particularly during peak hours.
Our Airports Business Division revenue increased by 22.0% to EUR 111 million in 2025 from EUR 91 million in
2024 with Dalaman commercial revenues performing positively.
Our Construction Business Division revenue increased by 5.8% to EUR 7,653 million in 2025 from EUR 7,236
million in 2024. This increase was primarily driven mainly by the performance of Webber. Particularly, within the
Business Division:
▪Budimex revenues increased by 6.0%, which was mainly driven by a higher execution of Design and Build
Civil Works contracts.
▪Webber revenues increased by 15.8%, which was driven mainly by higher Civil Works activities on the back
of the awards in 2023 and 2024.
▪Ferrovial Construction increased by 0.5%, which was primarily due to the completion of major contracts
such as Sydney Metro in Australia, California High-Speed Rail in the U.S. or Silvertown Tunnel in the UK,
offset by higher contribution from Canada and Spain.
Our Energy Business Division revenue increased by 25.6% to EUR 339 million in 2025 from EUR 270 million in
2024, which was driven by an increase in all activities.
Materials consumed
Materials consumed increased by 0.8% to EUR 1,124 million in 2025 from EUR 1,115 million in 2024, primarily due
to an increase in activity in the Construction Business Division.
Other operating expenses
Other operating expenses increased by 5.4% to EUR 5,199 million in 2025 from EUR 4,931 million in 2024, primarily
due to higher costs in the Construction Business Division in line with the activity increase explained above and in the
Highways Business Division mainly from US Managed Lanes increase on traffic and higher revenue share in NTE,
NTE 35W and I-77.
Personnel expenses
Personnel expenses increased by 4.9% to EUR 1,847 million in 2025 from EUR 1,760 million in 2024. This was
primarily driven by an average generalized salary increase of approximately 3.5% with respect to the prior year.
Fixed asset depreciation
Fixed asset depreciation increased by 11.1% to EUR 490 million in 2025 from EUR 441 million in 2024, primarily
due to traffic increase and replacement investments in the Highways Business Division.
Impairment and disposal of fixed assets
Impairment and disposal of fixed assets decreased to income of EUR 210 million in 2025 from an income of EUR
2,208 million in 2024, which was primarily driven by the sale of our 50% stake in AGS, and the sale of the services
business in Chile, which resulted in capital gains before taxes of EUR 272 million and a capital loss of EUR 14
million, respectively. Impairment and disposal of fixed assets of EUR 2,208 million in 2024 was primarily driven by
the sale of our 19.75% stake in HAH, our 5.0% stake in IRB and the sale of our 24.78% stake in Grupo Serveo, which
resulted in capital gains before taxes of EUR 2,023 million and EUR 132 million and EUR 33 million, respectively.
Net financial income/(expense) from infrastructure projects
Net financial expense from infrastructure projects increased by 3.2% to a loss of EUR 424 million in 2025 from a loss
of EUR 411 million in 2024, which was primarily driven by:
65
▪an increase of 2.7% in net financial expense financing, which amounted to EUR 348 million in 2025, as
compared to EUR 339 million in 2024, which was primarily driven by the Energy Infrastructure business
assets commencement of operations; and
▪an increase of 5.6% in loss on derivatives and other net financial (expense) to a loss of EUR 76 million in
2025, as compared to a loss of EUR 72 million in 2024, including EUR 67 million corresponding to the
financial update of the future payment commitments in relation to our concession arrangements in I-66 and
Dalaman, with no significant deviations compared to 2024.
Net financial income/(expense) from ex-infrastructure projects
Net financial income from ex-infrastructure projects decreased to EUR 59 million in 2025 from EUR 685 million in
2024, which was primarily due to:
▪a decrease in net financial income from financing, which amounted to EUR 57 million in 2025 from EUR 74
million in 2024, primarily driven by lower cash remuneration derived from lower interest rates, partially
offset by lower expenses due to lower debt levels; and
▪an decrease in profit on derivatives and other net financial income, which was EUR 2 million in 2025 as
compared to EUR 611 million in 2024, impacted by the revaluation of the remaining 5.25% Heathrow
Airports Holdings stake in 2024.
Net financial income/(expense)
Net financial expense decreased by 233.2% to an expense of EUR 365 million in 2025 from an income of EUR 274
million in 2024, primarily due to the revaluation of the remaining 5.25% Heathrow Airports Holdings stake in 2024.
Share of profits of equity-accounted companies
Share of profits of equity-accounted companies increased by 8.4% to EUR 258 million in 2025 from EUR 238 million
in 2024, primarily due to the contribution to results from 407 ETR (EUR 217 million), IRB (EUR 25 million), JFK NTO
(EUR 4 million) and other equity-accounted entities (EUR 18 million).
In terms of the overall operational performance, 407 ETR’s revenues increased by 17.8% to CAD 2,009 million in
2025, which was driven largely by the increase in toll rates on February 1, 2025 coupled with higher traffic supported by
more targeted rush hour driving offers to alleviate congestion across the Greater Toronto Area during workday peak
hours and an increase in mobility and rush-hour commuting from a higher percentage of on-site employees. The 407
ETR’s net result increased to 17.1% to CAD 811 million, with our share thereof being CAD 343 million (EUR 217
million) in 2025, from CAD 692 million, with our share thereof being CAD 278 million (EUR 188 million) in 2024.
Income tax benefit / (expense)
Our income tax benefit/(expense) shows a tax benefit of EUR 60 million in 2025 from a tax expense of EUR 145
million in 2024. The 2025 benefit is mainly related to the recognition of previously unrecognized tax losses mainly in
the US and Spain, on the back of the annual assessment of the expected recoverability of these assets.
Profit/(loss) net of tax from discontinued operations
Profit/(loss) net of tax from discontinued operations increased by 42.9% to a profit EUR 20 million in 2025 from a
profit of EUR 14 million in 2024, which was primarily driven by earn-outs from the divested Services Business
Division’s business in accordance with the sale agreements (mainly pertaining to the Spanish infrastructure services
businesses). The profit of EUR 14 million generated in 2024 was primarily driven by the same factors.
Net profit/(loss)
Net profit/(loss) for the year decreased to EUR 1,150 million in 2025 from EUR 3,490 million in 2024, which was
primarily driven by the sale of the 19.75% stake in Heathrow Airports Holdings in 2024.
66
Net profit/(loss) for the year attributed to non-controlling interests
Net profit/(loss) for the year attributed to non-controlling interests increased by 4.4% to a loss of EUR 262 million in
2025 from a loss of EUR 251 million in 2024, which was primarily due to the Highways Business Division’s non-
controlling interests in the U.S.
5.A.6.2Comparison of the Years Ended December 31, 2024 and December 31, 2023
Please refer to “Item 5. Operating and Financial Review and Prospects—A. Operating Results—6. Results of
Operations—1. Comparison of the Years Ended December 31, 2024 and December 31, 2023” under our 2024 20-F,
filed with the Commission on February 28, 2025.
5.A.7Segment Reporting
The tables below show our income statement for the years ended December 31, 2025 and 2024, by reporting segments
and total sales by geographic market.
For the Segmenting Reporting comparison for the years ended December 31, 2024 and 2023, please refer to “Item 5.
Operating and Financial Review and Prospects—A. Operating Results—7. Segment Reporting” under our 2024 on
Form 20-F, filed with the Commission on February 28, 2025.
5.A.7.1Segment reporting
The tables below show our income statement for the years ended December 31, 2025 and 2024 by reporting segments.
67
For the year ended December 31, 2025
Construction Highways Airports Energy Other(1) Adjustments(2) Total
(in millions of euros)
Revenues ................................... 7,653 1,374 111 339 460 (310) 9,627
Total operating expenses .......... 7,142 385 75 336 537 (305) 8,170
Depreciation and amortization expenses .................................... 160 270 22 15 23 — 490
(Impairment) and gains/(losses) on disposals of non-current assets ............................. 6 — 270 (7) (59) — 210
Operating profit/(loss) ............ 357 719 284 (19) (159) (5) 1,177
Profit/(loss) on derivatives and other net financial income/(expense) ................................... (52) (57) 30 (4) 9 — (74)
Net financial income/(expense) from financing .......................... 126 (234) 69 (15) (237) — (291)
Net financial income/(expense) .................................. 74 (291) 99 (19) (228) — (365)
Share of profits of equity-accounted companies ................ — 247 11 — — — 258
Profit/(loss) before tax from continuing operations ............. 431 675 394 (38) (387) (5) 1,070
Income tax benefit/(expense) .... (99) (65) (92) — 316 — 60
Profit/(loss) net of tax from continuing operations ............... 332 610 302 (38) (71) (5) 1,130
Profit/(loss) net of tax from discontinued operations ............ — — — — 20 — 20
Net profit/(loss) ....................... 332 610 302 (38) (51) (5) 1,150
Net (profit)/loss for the year attributed to non-controlling interests ..................................... (91) (177) 5 1 — — (262)
Net profit/(loss) for the year attributed to the parent company ................................... 241 433 307 (37) (51) (5) 888
(1) We use the “other” category to reflect results for companies not assigned to any Business Division, the most significant being Ferrovial
SE, the Group’s parent company, as well as the business line Ferrovial Digital Infrastructure and the waste management plants in the United
Kingdom.
(2) Adjustments consist of inter-segment sales that are eliminated in the Group’s consolidated financial statements.
68
For the year ended December 31, 2024
Construction Highways Airports Energy Other(1) Adjustments(2) Total
(in millions of euros)
Revenues ................................... 7,236 1,256 91 270 519 (224) 9,148
Total operating expenses .......... 6,806 338 65 268 551 (222) 7,806
Depreciation and amortization expenses .................................... 146 232 22 13 28 — 441
(Impairment) and gains/(losses) on disposals of non-current assets ............................. — 151 2,025 — 32 — 2,208
Operating profit/(loss) ............ 284 837 2,029 (11) (28) (2) 3,109
Profit/(loss) on derivatives and other net financial income/(expense) ................................... (34) (75) 627 — 24 (3) 539
Net financial income/(expense) from financing .......................... 150 (215) (2) (8) (193) 3 (265)
Net financial income/(expense) .................................. 116 (290) 625 (8) (169) — 274
Share of profits of equity-accounted companies ................ — 226 8 — 4 — 238
Profit/(loss) before tax from continuing operations ............... 400 773 2,662 (19) (193) (2) 3,621
Income tax benefit/(expense) .... (142) (110) 3 5 99 — (145)
Profit/(loss) net of tax from continuing operations ............... 258 663 2,665 (14) (94) (2) 3,476
Profit/(loss) net of tax from discontinued operations ............ — — — — 14 — 14
Net profit/(loss) ....................... 258 663 2,665 (14) (80) (2) 3,490
Net (profit)/loss for the year attributed to non-controlling interests ..................................... (68) (160) (23) — — — (251)
Net profit/(loss) for the year attributed to the parent company ................................... 190 503 2,642 (14) (80) (2) 3,239
(1) We use the “other” category to reflect results for companies not assigned to any Business Division, the most significant being Ferrovial
SE, the Group’s parent company, as well as the business line Ferrovial Digital Infrastructure and the waste management plants in the United
Kingdom.
(2) Adjustments consist of inter-segment sales that are eliminated in the Group’s consolidated financial statements
5.A.7.2 Geographic information
We report our revenues based on the following geographic breakdowns: United States, Poland, Spain, United
Kingdom, Canada and Other.
For the year ended December 31,
2025 2024
USA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,485 3,271
Poland . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,228 2,119
Spain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,891 1,584
UK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 804 809
Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 371 246
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 848 1,119
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,627 9,148
69
5.A.8 Non-IFRS Measures and Other Key Performance Indicators: Operating Results
In evaluating our operating performance, we analyze certain measures of operating results not defined by, or
calculated in accordance with, IFRS: Adjusted EBIT, Adjusted EBIT Margin, Adjusted EBITDA, Comparable or
“Like-for-like” (“LfL”) growth, and Order Book. Those measures are not audited and are not a substitute for, or
superior to, reported results presented in accordance with IFRS-IASB.
These non-IFRS measures should not be considered as alternatives to consolidated result for the period, operating
result, revenue, cash generated from operating activities, or any other performance measures derived in accordance
with IFRS as measures of operating performance or operating cash flows or liquidity.
We believe that the disclosure of these non-IFRS measures is useful to investors and analysts because these metrics
assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by
excluding items that our management believes are not indicative of our core operating performance. Furthermore,
these non-IFRS measures form the basis of how our executive team and the Board evaluate our performance.
By disclosing these non-IFRS measures, we believe that we create for investors and analysts a greater understanding
of, and an enhanced level of transparency into, some of the means by which our management team operates and
evaluates our business and facilitates comparisons of the current period’s results with prior periods. While similar
measures are widely used in the industry in which we operate, the financial measures we use may not be comparable
to similarly titled measures used by other companies, nor are they intended to be substitutes for measures of financial
performance or financial position as prepared in accordance with IFRS-IASB.
Our management uses Adjusted EBIT, Adjusted EBIT Margin, Adjusted EBITDA, Comparable or “LfL” growth, and
Order Book as measures of operating performance and in communications with the Board concerning our financial
performance.
For non-IFRS measures relating to our liquidity and capital resources, see “—B. Liquidity and Capital Resources—6.
Non-IFRS Measures: Liquidity and Capital Resources.”
The following sections include figures and comparisons for the years ended December 31, 2025 and 2024. For the
comparison for the years ended December 31, 2024 and 2023, please refer to “Item 5. Operating and Financial Review
and Prospects—A. Operating Results—8. Non-IFRS Measures: Operating Results” under our 2024 20-F filed with the
Commission on February 28, 2025.
Adjusted EBIT and Adjusted EBIT Margin
Adjusted EBIT is defined as our net profit/(loss) for the period excluding profit/(loss) net of tax from discontinued
operations, income tax/(expense), share of profits of equity-accounted companies, net financial income/(expense) and
impairment and disposal of fixed assets.
Adjusted EBIT is a non-IFRS financial measure and should not be considered as an alternative to net profit or loss or
any other measure of our financial performance calculated in accordance with IFRS. Adjusted EBIT does not have a
standardized meaning and, therefore, cannot be compared to Adjusted EBIT of other companies.
Adjusted EBIT has limitations as an analytical tool. Among others, Adjusted EBIT:
▪does not reflect our cash expenditures or future requirements for capital expenditures or contractual
commitments;
▪does not reflect changes in, or cash requirements for, our working capital needs;
▪does not reflect the significant interest expense, or the cash requirements necessary to service interest or
principal payments, on our debt, or our proportional interest in the interest expense of our unconsolidated
investments or the cash requirements necessary to service interest or principal payments on the debt borne
by our unconsolidated investments;
▪does not reflect our income taxes or the cash requirement to pay our taxes; or our proportional interest in
income taxes of our unconsolidated investments or the cash requirements necessary to pay the taxes of our
unconsolidated investments; and
▪does not reflect the effect of certain mark-to-market adjustments and non-recurring items or our
proportional interest in the mark-to-market adjustments at our unconsolidated investments.
70
▪We do not have control, nor have any legal claim to the portion of the unconsolidated investees’ revenues
and expenses allocable to our joint venture partners. As we do not control, but do exercise significant
influence, we account for the unconsolidated investments in accordance with the equity method of
accounting. Net earnings from these investments are reflected within our consolidated statements of
operations in share of profits of equity-accounted companies. Adjustments related to our proportionate
share from unconsolidated investments include only our proportionate amounts of interest expense,
income taxes, depreciation, amortization and accretion, and mark-to-market adjustments included in share
of profits of equity-accounted companies; and
▪Other companies in our industry may calculate Adjusted EBIT differently than we do, limiting its
usefulness as a comparative measure.
Because of these limitations, Adjusted EBIT should not be considered in isolation or as a substitute for performance
measures calculated in accordance with IFRS.
Adjusted EBIT Margin is defined as Adjusted EBIT divided by our revenues for the relevant period.
The following tables set forth a reconciliation of Adjusted EBIT to our net profit/(loss) for the periods indicated:
For the year ended December 31,
2025 2024
(in millions of euros)
Net profit/(loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,150 3,490
Profit/(loss) net of tax from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . (20) (14)
Income tax benefit (expense) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (60) 145
Share of profits of equity-accounted companies . . . . . . . . . . . . . . . . . . . . . . . . . . (258) (238)
Net financial income/(expense) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 365 (274)
Impairment and disposal of fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (210) (2,208)
Adjusted EBIT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 967 901
The following tables set forth a reconciliation of Adjusted EBIT by Business Division to our net profit/(loss) by
Business Division for the years ended December 31, 2025 and 2024:
For the year ended December 31, 2025
Construction Highways Airports Energy Other Adjustments Adjusted EBIT
(in millions of euros)
Net profit/(loss) ........................ 332 610 302 (38) (51) (5) 1,150
Profit/(loss) net of tax from discontinued operations ............ — — — — (20) — (20)
Income tax benefit (expense) .... 99 65 92 — (316) — (60)
Share of profits of equity-accounted companies ................ — (247) (11) — — — (258)
Net financial income/(expense) (74) 291 (99) 19 228 — 365
Impairment and disposal of fixed assets ................................ (6) — (270) 7 59 — (210)
Adjusted EBIT ........................ 351 719 14 (12) (100) (5) 967
71
For the year ended December 31, 2024
Construction Highways Airports Energy Other Adjustments Total 2024
(in millions of euros)
Net profit/(loss) ........................ 258 663 2,665 (14) (80) (2) 3,490
Profit/(loss) net of tax from discontinued operations ............ — — — — (14) — (14)
Income tax benefit (expense) .... 142 110 (3) (5) (99) — 145
Share of profits of equity-accounted companies ................ — (226) (8) — (4) — (238)
Net financial income/(expense) (116) 290 (625) 8 169 — (274)
Impairment and disposal of fixed assets ................................ — (151) (2,025) — (32) — (2,208)
Adjusted EBIT ........................ 284 686 4 (11) (60) (2) 901
The table below sets out our Adjusted EBIT by Business Division for the years ended December 31, 2025 and 2024:
For the year ended December 31,
2025 2024 %Variation
(in millions of euros)
Highways ..................................................................................................... 719 686 4.8%
Airports ........................................................................................................ 14 4 250.0%
Construction ................................................................................................ 351 284 23.6%
Energy ......................................................................................................... (12) (11) (9.1)%
Other(1) ........................................................................................................ (105) (62) (69.4)%
Adjusted EBIT ........................................................................................... 967 901 7.3%
(1)Other includes management revenues of our headquarters and certain other immaterial non-operating entities, including our waste
management plants in the United Kingdom.
Our Highways Adjusted EBIT increased to EUR 719 million in 2025 from EUR 686 million in 2024, which was
primarily driven by toll rates increases in the US Managed Lanes, partially offset by the increase in depreciation due to
higher traffic and replacement investments in Texas.
Our Construction Adjusted EBIT increased to EUR 351 million in 2025 from EUR 284 million in 2024, resulting in an
Adjusted EBIT Margin of 4.6% in 2025 as compared to 3.9% in 2024. This increase was primarily driven by the
performance of Budimex and the Spanish operation, supported by settlements related to the completion of several
significant contracts in 2025.
Our Airports Adjusted EBIT increased to EUR 14 million in 2025 from EUR 4 million in 2024, which was mainly
driven by Vertiports sale in 2024 affecting negatively last year results.
Our Energy Adjusted EBIT decreased to a loss of EUR 12 million in 2025 from a loss of EUR 11 million in 2024,
which was generally driven by a slight increase in amortization expenses due to increased activity.
5.A.8.1Adjusted EBITDA
Adjusted EBITDA is defined as our net profit/(loss) for the period excluding profit/(loss) net of tax from discontinued
operations, income tax benefit /(expense), share of profits of equity-accounted companies, net financial income/
(expense), impairment and disposal of fixed assets and charges for fixed asset and right of use of leases depreciation
and amortization.
Adjusted EBITDA is a non-IFRS financial measure and should not be considered as an alternative to net profit or loss
or any other measure of our financial performance calculated in accordance with IFRS. We use Adjusted EBITDA, in
addition to Adjusted EBIT, to provide an analysis of our operating results, excluding depreciation and amortization, as
they are non-cash variables, which can vary substantially from company to company depending on accounting policies
and accounting valuation of assets. Adjusted EBITDA is used as an approximation to pre-tax operating cash flow and
reflects cash generation before working capital variation.
72
Adjusted EBITDA has limitations as an analytical tool. Among others, Adjusted EBITDA:
▪does not reflect our cash expenditures or future requirements for capital expenditures or contractual
commitments;
▪does not reflect changes in, or cash requirements for, our working capital needs;
▪does not reflect the significant interest expense, or the cash requirements necessary to service interest or
principal payments, on our debt, or our proportional interest in the interest expense of our unconsolidated
investments or the cash requirements necessary to service interest or principal payments on the debt
borne by our unconsolidated investments;
▪does not reflect our income taxes or the cash requirement to pay our taxes; or our proportional interest in
income taxes of our unconsolidated investments or the cash requirements necessary to pay the taxes of
our unconsolidated investments;
▪does not reflect depreciation, amortization and accretion which are non-cash charges; or our proportional
interest in depreciation, amortization and accretion of our unconsolidated investments. The assets being
depreciated, amortized and accreted will often have to be replaced in the future, and Adjusted EBITDA
does not reflect any cash requirements for such replacements; and
▪does not reflect the effect of certain mark-to-market adjustments and non-recurring items or our
proportional interest in the mark-to-market adjustments at our unconsolidated investments.
▪We do not have control, nor have any legal claim to the portion of the unconsolidated investees’
revenues and expenses allocable to our joint venture partners. As we do not control, but do exercise
significant influence, we account for the unconsolidated investments in accordance with the equity
method of accounting. Net earnings from these investments are reflected within our consolidated
statements of operations in share of profits of equity-accounted companies. Adjustments related to our
proportionate share from unconsolidated investments include only our proportionate amounts of interest
expense, income taxes, depreciation, amortization and accretion, and mark-to-market adjustments
included in share of profits of equity-accounted companies; and
▪Other companies in our industry calculate Adjusted EBITDA differently than we do, limiting its
usefulness as a comparative measure.
Because of these limitations, Adjusted EBITDA should not be considered in isolation or as a substitute for
performance measures calculated in accordance with IFRS.
Adjusted EBITDA is a measure which is widely used to track our performance and profitability as well as to evaluate
each of our businesses and the level of debt by comparing the Adjusted EBITDA with Consolidated Net Debt.
However, Adjusted EBITDA does not have a standardized meaning and, therefore, cannot be compared to Adjusted
EBITDA of other companies.
The following tables set forth a reconciliation of Adjusted EBITDA to our net profit/(loss) for the periods indicated:
For the year ended December 31,
2025 2024
(in millions of euros)
Net profit/(loss) ......................................................................................... 1,150 3,490
Profit/(loss) net of tax from discontinued operations ............................... (20) (14)
Income tax benefit (expense) .................................................................... (60) 145
Share of profits of equity-accounted companies ....................................... (258) (238)
Net financial income/(expense) ................................................................ 365 (274)
Impairment and disposal of fixed assets ................................................... (210) (2,208)
Depreciation and amortization .................................................................. 490 441
Adjusted EBITDA ................................................................................... 1,457 1,342
73
The following tables set forth a reconciliation of Adjusted EBITDA by Business Division to our net profit/ (loss) by
Business Division for the years ended December 31, 2025, and 2024:
For the year ended December 31, 2025
Construction Highways Airports Energy Other Adjustments Adjusted EBIT
(in millions of euros)
Net profit/(loss) ........................ 332 610 302 (38) (51) (5) 1,150
Profit/(loss) net of tax from discontinued operations ............ — — — — (20) — (20)
Income tax benefit (expense) .... 99 65 92 — (316) — (60)
Share of profits of equity-accounted companies ................ — (247) (11) — — — (258)
Net financial income/(expense) (74) 291 (99) 19 228 — 365
Impairment and disposal of fixed assets ................................ (6) — (270) 7 59 — (210)
Depreciation and amortization expenses .................................... 160 270 22 15 23 — 490
Adjusted EBITDA .................. 511 989 36 3 (77) (5) 1,457
For the year ended December 31, 2024
Construction Highways Airports Energy Other Adjustments Total 2024
(in millions of euros)
Net profit/(loss) ........................ 258 663 2,665 (14) (80) (2) 3,490
Profit/(loss) net of tax from discontinued operations ............ — — — — (14) — (14)
Income tax benefit (expense) .... 142 110 (3) (5) (99) — 145
Share of profits of equity-accounted companies ................ — (226) (8) — (4) — (238)
Net financial income/(expense) (116) 290 (625) 8 169 — (274)
Impairment and disposal of fixed assets ................................ — (151) (2,025) — (32) — (2,208)
Depreciation and amortization expenses .................................... 146 232 22 13 28 — 441
Adjusted EBITDA .................. 430 918 26 2 (32) (2) 1,342
Our Highways Adjusted EBITDA increased to EUR 989 million in 2025 from EUR 918 million in 2024, which was
primarily driven by rates increases in the US Managed Lanes.
Our Construction Adjusted EBITDA increased to EUR 511 million in 2025 from EUR 430 million in 2024. This
increase was primarily driven by the performance of Budimex and the Spanish operation, supported by settlements
related to the completion of several significant contracts in 2025.
Our Airports Adjusted EBITDA increased to EUR 36 million in 2025 from EUR 26 million in 2024, which was
primarily driven by the Vertiports sale in 2024, which negatively impacted the 2024 results.
Our Energy Adjusted EBITDA increased to EUR 3 million in 2025 from EUR 2 million in 2024, which was primarily
driven by an increase in all activities.
5.A.8.2Comparable or LfL Growth
Comparable growth, also referred to as LfL Growth, corresponds to the relative year-on- year variation in comparable
terms of the figures for revenues, Adjusted EBIT and Adjusted EBITDA. LfL Growth is a non-IFRS financial measure
and should not be considered as an alternative to revenues, net income or any other measure of our financial
performance calculated in accordance with IFRS. LfL Growth is calculated by adjusting each year, in accordance with
the following rules:
74
▪Elimination of the exchange rate effect, calculating the results of each period at the rate in the current period.
▪Elimination from Adjusted EBIT of each period the impact of fixed asset impairments.
▪In the case of disposals of any of our companies and loss of control thereto, elimination of the operating
results of the disposed company when the impact effectively occurred in the previous year, or if it occurred
in the year under analysis, considering the same number of months in both periods, to achieve the
homogenization of the operating result.
▪Elimination of the restructuring costs in all periods.
▪In acquisitions of new companies which are considered material, elimination in the current period of the
operating results derived from those companies except in the case where this elimination is not possible due
to the high level of integration with other reporting units. Material companies are those whose revenues
represent ≥5% of the reporting unit’s revenues before the acquisition.
▪In the case of changes in the accounting model of a specific contract or asset, when material, application of
the same accounting model to the previous year’s operating result.
▪Elimination of other extraordinary impacts (mainly related to tax and human resources) considered relevant
for a better understanding of our underlying results in all periods.
We use LfL Growth to provide a more homogenous measure of the underlying profitability of its businesses,
excluding extraordinary elements which would induce a misinterpretation of the reported growth, impacts such as
exchange-rate movements, or changes in the consolidation perimeter which distort the comparability of the
information. Additionally, we believe that it allows us to provide homogenous information for better understanding of
the performance of each of our businesses.
The following tables set forth a reconciliation of revenues on like-for-like basis to our revenues for the periods
indicated:
For the year ended December 31,
2025 2024
(in millions of euros)
Revenues 9,627 9,148
Exchange rate effect(1) ......................................................................................................... — (167)
Fixed asset impairments(2) ................................................................................................... — —
Operating results of disposed companies(3) ......................................................................... — (116)
Restructuring costs ............................................................................................................... — —
Operating results from new acquired companies(4) .............................................................. — —
Accounting model adjustments(5) ......................................................................................... — —
Non-recurring impact(6) ........................................................................................................ — —
Revenues Comparable (Like-for-like) ............................................................................. 9,627 8,865
(1)Calculation of the results of each period at the exchange rate in the current period.
(2)Elimination of the impact of fixed asset impairments.
(3)Elimination of the operating results of disposed companies when the impact effectively occurred.
(4)Elimination in the current period of the operating results derived from new material companies.
(5)Homogenization of the prior year’s operating result to reflect any modification arising from changes in a contract or an asset operating
model.
(6)Elimination of other extraordinary impacts (mainly related to tax and human resources).
The following table sets forth a reconciliation of Adjusted EBIT on like-for-like basis to our net profit/(loss) for the
periods indicated:
75
For the year ended December 31,
2025 2024
(in millions of euros)
Net profit/(loss) ................................................................................................................... 1,150 3,490
Profit/(loss) net of tax from discontinued operations ........................................................... (20) (14)
Income tax benefit (expense) ............................................................................................... (60) 145
Share of profits of equity-accounted companies .................................................................. (258) (238)
Net financial income/(expense) ............................................................................................ 365 (274)
Impairment and disposal of fixed assets(1) ........................................................................... (210) (2,208)
Exchange rate effect(2) .......................................................................................................... — (28)
Operating results of disposed companies(3) .......................................................................... — 2
Restructuring costs ............................................................................................................... — —
Operating results from new acquired companies(4) .............................................................. — —
Accounting model adjustments(5) ......................................................................................... — —
Non-recurring impact(6) ........................................................................................................ — —
Adjusted EBIT Comparable (Like-for-like) ................................................................... 967 874
(1)Primarily includes asset impairment and gains or losses on the purchase, sale and disposal of investment companies and associates.
(2)Calculation of the results of each period at the exchange rate in the current period.
(3)Elimination of the operating results of disposed companies when the impact effectively occurred.
(4)Elimination in the current period of the operating results derived from new material companies..
(5)Homogenization of the prior year’s operating result to reflect any modification arising from changes in a contract or an asset operating
model.
(6)Elimination of other extraordinary impacts (mainly related to tax and human resources).
The following tables set forth a reconciliation of Adjusted EBITDA on like-for-like basis to our net profit/ (loss) for
the periods indicated:
For the year ended December 31,
2025 2024
(in millions of euros)
Net profit/(loss) .................................................................................................................. 1,150 3,490
Profit/(loss) net of tax from discontinued operations .......................................................... (20) (14)
Income tax benefit (expense) .............................................................................................. (60) 145
Share of profits of equity-accounted companies ................................................................. (258) (238)
Net financial income/(expense) ........................................................................................... 365 (274)
Impairment and disposal of fixed assets(1) .......................................................................... (210) (2,208)
Fixed asset depreciation(2) ................................................................................................... 490 441
Exchange rate effect(3) ........................................................................................................ — (39)
Operating results of disposed companies(4) ......................................................................... — (4)
Restructuring costs .............................................................................................................. — —
Operating results from new acquired companies(5) ............................................................. — —
Accounting model adjustments(6) ........................................................................................ — —
Non-recurring impact(7) ....................................................................................................... — —
Adjusted EBITDA Comparable (Like-for-like) ............................................................ 1,457 1,299
(1)Primarily includes asset impairment and gains or losses on the purchase, sale and disposal of investments companies and associates.
(2)Comprises mainly by depreciation relating to the Highways and Construction Business Division. Increase (+11.2%) in the year ended
December 31, 2025 to EUR 490 million, as compared to the year ended December 31, 2024.
(3)Calculation of the results of each period at the exchange rate in the current period.
(4)Elimination of the operating results of disposed companies when the impact effectively occurred.
(5)Elimination in the current period of the operating results derived from new material companies.
(6)Homogenization of the prior year’s operating result to reflect any modification arising from changes in a contract or an asset operating
model.
(7)Elimination of other extraordinary impacts (mainly related to tax and human resources).
76
5.A.8.3Order Book
Order Book corresponds to our revenue which is pending execution corresponding to those contracts which we have
signed and over which we expect to be executed in the future. The Order Book is calculated by adding the contracts of
the actual year to the balance of the contract Order Book at the end of the previous year, less the income recognized in
the current year. The total income from a contract corresponds to the agreed price or rate corresponding to the delivery
of goods and/or the rendering of the contemplated services. If the execution of a contract is pending the closure of
financing, the income from said contract will not be added to the calculation of Order Book until said financing is
closed.
We use the Order Book as an indicator of our future revenue, as it reflects, for each contract, the final estimated
revenue minus the net amount of work performed.
There is no comparable financial measure to the Order Book in IFRS. This reconciliation is based on the order book
value of a specific construction being comprised of its contracting value less the construction work completed, which
is the main component of the revenue figure. Therefore, it is not possible to present a reconciliation of the Order Book
to our Financial Statements. We believe the difference between the construction work completed and the revenues
reported for the Construction Business Division in the Audited Financial Statements is attributable to the fact that
these are subject to, among others, the following adjustments: (i) consolidation adjustments, (ii) charges to joint
ventures, (iii) sale of machinery, and (iv) reverse factoring income.
The following table sets forth the Construction Business Division Order Book as of December 31, 2025 and 2024:
As of December 31,
2025 2024
(in millions of euros)
Budimex ............................................................................................................. 4,048 4,389
Webber ................................................................................................................ 5,556 5,710
Ferrovial Construction ......................................................................................... 7,834 6,657
Construction ..................................................................................................... 17,438 16,755
Construction Order Book increased by 4.1% to EUR 17,438 million as of December 31, 2025 from EUR 16,755
million as of December 31, 2024 due to new projects awarded to Webber and Ferrovial Construction (mainly the High
Speed 2 Track in UK). For an overview of our new projects, see “Item 4. Information on the Company—B. Business
Overview—3. Group Overview—3. Our Business Divisions—3. Construction Business Division.”. The Order Book
breakdown by geography in 2025 was: U.S. & Canada 46%; Poland 22%; Spain 14%; UK 12%; Australia 1%; and the
rest of the world 5%.
5.BLiquidity and Capital Resources
We are exposed to financial risks such as fluctuations in interest rates, foreign exchange, credit and counterparty risk,
liquidity and inflation. For information on how we manage our financial risks, see “—A. History and Development of
the Company —3. Factors Affecting Comparability of Our Results of Operations — 2. Financial Risk Management.”
The following sections include figures and comparisons for the years ended December 31, 2025 and 2024. For the
comparison for the years ended December 31, 2024 and 2023, see our annual report 2024 on Form 20-F filed with the
Commission on February 28, 2025.
5.B.1Working capital statement
Our main material cash requirements for the next twelve months from known contractual and other obligations are
related to our committed investment in NTO at JFK for an amount of USD 74 million (EUR 63 million at the year-end
2025 exchange rate) and other projects in our Highways and Energy Business Divisions (see “—9. Future Material
Investments and Anticipated Capital Expenditures” and “Item 4. Information on the company —A. History and
development of the Company —2. Significant Equity Investments”), the corporate bond with a notional amount of EUR
780 million maturing on May 14, 2026 (see “—5. Ex- Infrastructure project borrowings” and “—8. Financing —2.
Ex- infrastructure project borrowings —1 Corporate Debt”) and the potential payments related to the December 2025
Share Repurchase Program (see “Item 16.E Purchases of equity securities by the issuer and affiliated purchasers”),
77
with a total potential amount of EUR 800 million, of which EUR 28.5 million has been paid in 2025. There are also
maturities in 2026 of our infrastructure project borrowings of EUR 366 million (see “—4. Infrastructure project
borrowings”) and our ex-infrastructure project borrowings of EUR 839 million (see “—5. Ex-infrastructure project
borrowings”) .
On December 31, 2025, our cash and cash equivalents of ex-infrastructure project companies reached EUR 4,070
million. We also have additional liquidity lines available in the amount of EUR 900 million related to corporate debt,
and EUR 108 million related to other borrowings balances at December 31, 2025. The Group’s short-term assets and
liabilities, including cash and debt, show a positive balance at December 31, 2025. We believe that our sources of
liquidity and available working capital are sufficient to comply with our present requirements and future obligations
for at least twelve months following the date of this Annual Report.
However, this is subject, to a certain extent, to general economic, financial, competitive, regulatory and other factors
that are beyond our control. If we are unable to generate sufficient cash flows from operations in the future, we may
have to obtain additional financing, which may include equity or debt issuances and/or credit financing. If we obtain
additional capital by issuing equity, the interests of our existing stockholders will be diluted and, if we incur additional
indebtedness, that indebtedness may contain significant financial and other covenants that may significantly restrict
our operations. We cannot assure you that we would be able to obtain additional financing on favorable terms, or at
all.
5.B.2Cash flows
The following table presents primary components of our cash flow statement for each of the periods indicated. The
consolidated cash flow statement has been prepared in accordance with International Accounting Standard 7 (“IAS
7”).
For the year ended December 31,
(in millions of euros)
2025 2024
Cash flows from operating activities ...................................... 1,926 1,293
Cash flows from (used in) investing activities ....................... (891) 1,313
Cash flows from (used in) financing activities ....................... (1,483) (2,591)
Cash and cash equivalents at the end of the period .......... 4,271 4,828
5.B.2.1Cash Flows from Operating Activities
Cash flows from operating activities increased by 49.0% to EUR 1,926 million in 2025 from EUR 1,293 million in
2024. This was driven by an increase in the contribution of the Construction Business Division, mainly from North
America. Cash flows were also impacted by higher dividends from our equity accounted infrastructure companies, that
amounted to EUR 502 million in 2025 (EUR 363 million in 2024) mainly due to higher dividends from 407 ETR.
Dividends received from infrastructure project companies that are globally consolidated that were eliminated in the
consolidation process were EUR 466 million (EUR 584 million in 2024). Total dividends received from infrastructure
project companies were EUR 968 million (EUR 947 million in 2024), being the main contributor our Highways
Business Division with EUR 880 million, including dividends from NTE, NTE 35W, LBJ, I-77 and I-66.
5.B.2.2Cash Flows from (Used in) Investing Activities
Cash flows used in investing activities of EUR 891 million in 2025 (compared to cash flows from investing activities
of EUR 1,313 million in 2024). This was primarily driven by i) lower cash flow from divestments in 2025, which
amounted to EUR 1,158 million, and related mainly to the divestment of the Group’s 5.5% remaining stake in
Heathrow airport for EUR 539 million, the sale of our 50% stake in our airports AGS for EUR 533 million, and the
sale of our total stake in the mining services business in Chile for EUR 24 million, compared EUR 2,582 million
divestments in 2024, mainly impacted by the sale of a 19.75% stake of Heathrow airport for EUR 2,004 million, the
sale of a 5% stake in our infrastructure company IRB for EUR 211 million, the termination of the vendor loan related
to the Amey divestment in 2022 for EUR 176 million, and the completion of the sale of our services infrastructure
business in Spain for EUR 40 million; and ii) higher cash used in investing activities in 2025, which amounted to EUR
1,636 million in 2025 (EUR 1,286 million in 2024), and mainly related to the acquisition of an additional 5.06% of
78
407 ETR for EUR 1,271, and the equity investments in NTO of EUR 236 million, compared to 2024 mainly impacted
by Private InvIT stake acquisition for EUR 710 million and NTO higher investments for EUR 469 million.
Investments in equity in our infrastructure project companies consolidated by global consolidation that were
eliminated in the consolidation process were EUR 147 million (EUR 79 million in 2024). Total investments in equity
in our infrastructure project companies and acquisition of companies in 2025 amounted to EUR 466 million (EUR 186
million in 2024).
5.B.2.3Cash Flows from (Used in) Financing Activities
Cash flows used in financing activities of EUR 1,483 million in 2025 (EUR 2,591 million in 2024). This change was
primarily attributed to a decrease in our cash dividend and treasury shares purchases in 2025, amounting to EUR 657
million in 2025 compared to EUR 831 million in 2024, including cash dividend payment of EUR 156 million and
treasury share repurchase of EUR 501 million from the share buy-back programs in place during 2025 (for more
information regarding our share repurchase programs see “Item 16E. Purchases of Equity Securities by the Issuer and
Affiliated Purchasers”). Finally, changes in corporate debt due to Euro Commercial Paper repayment and bond
issuance in November 2025.
5.B.3Financial Indebtedness
For a detailed breakdown of our Consolidated Net Debt, see “—6. Non-IFRS Measures: Liquidity and Capital
Resources—1. Consolidated Net Debt.”
5.B.4Infrastructure project borrowings
The following table sets forth our total infrastructure project borrowings as of the periods indicated.
As of December 31,
2025 2024
Bonds Bank borrowings Total Bonds Bank borrowings Total
(in millions of euros)
Long term ................................................ 4,774 2,660 7,434 5,198 3,058 8,256
Highways .................................................. 4,774 2,279 7,053 5,198 2,707 7,906
U.S. highways ......................................... 4,774 1,724 6,498 5,198 2,138 7,337
Spanish highways ................................... — 555 555 — 564 564
Other concessions .................................. 5 5
Airports .................................................... — 62 62 — — —
Construction ............................................ — 92 92 — 97 97
Energy ...................................................... — 187 187 — 209 209
Other ........................................................ — 39 39 — 44 44
Short term ................................................ 7 177 184 1 142 143
Highways .................................................. 7 34 41 1 38 39
U.S. Highways ........................................ 7 — 7 1 — 1
Spanish Highways .................................. — 34 34 — 38 38
Other concessions ..................................
Airports .................................................... — 15 15 — 94 94
Construction ............................................ — 5 5 — 5 5
Energy ...................................................... — 120 120 — 2 2
Other ........................................................ — 2 2 — 3 3
Total ......................................................... 4,781 2,836 7,617 5,199 3,200 8,400
79
The following table presents the maturity of our infrastructure project borrowings as of December 31, 2025:
Fair value 2025 Carrying amount 2025 2026 2027 2028 2029 2030 2031+ Total maturities
(in millions of euros)
Infrastructure project obligations .............................. 4,313 4,781 7 1 189 1 41 4,317 4,556
Highways .............................. 4,313 4,781 7 1 189 1 41 4,317 4,556
USD ....................................... 4,313 4,781 7 1 189 1 41 4,317 4,556
EUR ...................................... — — — — — — — — —
Bank borrowings of infrastructure project companies ................................ 2,836 2,836 359 105 75 179 83 2,399 3,199
Highways .............................. 2,314 2,314 214 77 44 52 63 2,211 2,662
USD ....................................... 1,724 1,724 180 42 — — — 1,853 2,075
EUR ....................................... 589 589 34 35 44 52 63 358 587
Airports .................................. 77 77 16 18 20 21 7 — 82
EUR ...................................... 77 77 16 18 20 21 7 — 82
Construction .......................... 97 97 4 5 5 5 6 72 97
EUR ....................................... 82 82 4 5 5 5 6 58 83
PLN ........................................ 15 15 — — — — — 14 14
Energy ................................... 307 307 121 2 2 95 2 92 315
EUR ...................................... 290 290 121 2 2 95 2 76 298
USD ....................................... 17 17 1 — — — — 16 17
Other ...................................... 42 42 3 3 4 5 5 23 43
GBP ....................................... 42 42 3 3 4 5 5 23 43
Total infrastructure project borrowings .............................. 7,149 7,617 366 106 265 180 124 6,715 7,755
5.B.5Ex-infrastructure project borrowings
The following table sets forth our total ex-infrastructure project borrowings as of the periods indicated:
As of December 31,
2025 2024
Long term Short term Total Long term Short term Total
(in millions of euros)
Corporate bonds and debentures ............................................ 1,844 809 2,653 1,773 518 2,292
Euro Commercial Paper ......................................................... — 50 50 — 249 249
Corporate liquidity lines ........................................................ 60 — 60 60 252 312
Other borrowings ................................................................... 19 28 47 3 33 36
Total financial borrowings excluding infrastructure project companies ................................................................ 1,923 887 2,810 1,836 1,052 2,889
80
The following table presents the maturity of our ex-infrastructure project borrowings as of December 31, 2025:
Fair value 2025 Carrying amount 2025 2026 2027 2028 2029 2030 2031+ Total maturities
(in millions of euros)
Corporate debt .............................. 2,824 2,763 830 60 500 — 1,000 400 2,790
EUR ................................................ 2,824 2,763 830 60 500 — 1,000 400 2,790
Other borrowings ......................... 47 47 9 — — 1 — 13 23
EUR ................................................ 10 10 — — — — — — 1
PLN ................................................ 23 23 9 — — — — 12 22
CLP................................................. — — — — — — — — —
Other ............................................... 14 14 — — — — — — —
Total financial borrowing excluding infrastructure project companies ...................................... 2,871 2,810 839 60 500 1 1,000 413 2,813
5.B.6Non-IFRS Measures: Liquidity and Capital Resources
In considering the financial performance of the business, we analyze certain measures of liquidity and capital
resources not defined by, or calculated in accordance with, IFRS-IASB: Consolidated Net Debt, Cash flows excluding
infrastructure projects (Ex-Infrastructure Cash Flows), Cash flows from infrastructure projects (Infrastructure Cash
Flows), and Ex-Infrastructure Liquidity. Those measures are not audited and are not a substitute for, or superior to,
reported liquidity measures presented in accordance with IFRS-IASB.
These non-IFRS measures should not be considered as alternatives to consolidated result for the period, operating
result, revenue, cash generated from operating activities or any other performance measures derived in accordance
with IFRS-IASB as measures of operating performance or operating cash flows or liquidity. We believe that these
non-IFRS measures are metrics commonly used by investors to evaluate our performance and that of our competitors.
We further believe that the disclosure of these non-IFRS measures is useful to investors, as these non-IFRS measures
form the basis of how our executive team and the Board evaluate our performance. By disclosing these non-IFRS
measures, we believe that we create for investors a greater understanding of, and an enhanced level of transparency
into, some of the means by which our management team operates and evaluates our business and facilitates
comparisons of the current period’s results with prior periods.
For non-IFRS measures relating to our operating results, see “—A. Operating Results—8. Non-IFRS Measures:
Operating Results.”
5.B.6.1Consolidated Net Debt
Consolidated Net Debt corresponds to our balance of cash and cash equivalents minus short and long-term borrowings
and other financial items that include our non-current restricted cash, the balance related to exchange-rate derivatives
(covering both the debt issuance in currency other than the currency used by the issuing company, through forward
hedging derivatives, and cash positions that are exposed to exchange rate risk, through cross currency swaps) and
other short term financial assets. Lease liabilities are not part of the Consolidated Net Debt. Consolidated Net Debt is a
non-IFRS financial measure and should not be considered as an alternative to net income or any other measure of our
financial performance calculated in accordance with IFRS.
We further break down our Consolidated Net Debt into two categories:
◦Consolidated Net Debt of infrastructure project companies: corresponds to our infrastructure project
companies, which has no recourse to us, as a shareholder, or with recourse limited to the guarantees issued.
◦Consolidated Net Debt of ex-infrastructure project companies: corresponds to our other businesses,
including our holding companies and other companies that are not considered infrastructure project
companies. The debt included in this category generally has recourse to the Group.
81
We also discuss the evolution of our Consolidated Net Debt during any relevant period and split it into two categories:
(i) Consolidated Net Debt of ex-infrastructure project companies and (ii) Consolidated Net Debt of infrastructure
project companies, separated into the following items:
1.change in cash and cash equivalents, as reported in our consolidated cash flows statement for the relevant
period;
2.change of our short and long-term borrowings for the relevant period; and
3.change in additional financial items that we consider part of our Consolidated Net Debt, including changes
of non-current restricted cash, changes in balance related to exchange-rate derivatives, changes in intragroup
position balances and changes in other short-term financial assets.
We use Consolidated Net Debt to explain the evolution of our global indebtedness and to assist our management in
making decisions related to our financial structure.
We also separate Consolidated Net Debt into Consolidated Net Debt of ex-infrastructure project companies and
infrastructure project companies, as we find it helpful for investors and rating agencies to show the evolution of our
Consolidated Net Debt excluding infrastructure project companies, because the debt of infrastructure project
companies has: (i) no recourse to the Group Companies or (ii) the recourse is limited to guarantees issued by other
Group Companies. Net Debt of ex- infrastructure project companies is used by analysts and rating agencies to better
understand the indebtedness that has recourse to the Group. For investors and rating agencies, it is important to clearly
see and understand whether the rest of the Group is under any obligation to inject capital to repay the debt or cure any
potential covenant breach if any of the Group’s infrastructure project companies underperform.
Additionally, our equity investors track performance of our infrastructure project companies on a cash basis, namely
dividends received and capital invested, that are not shown in our change in cash and cash equivalents reported in our
consolidated cash flow statement. Similarly, our debt investors need to know the dividends received from
infrastructure project companies, as the key parameters for the rating of corporate bonds are cash flows of ex-
infrastructure project companies (the main contributor of which is dividends from infrastructure project companies)
and net debt of the ex-infrastructure project companies.
We allocate amounts from the different components of Consolidated Net Debt and its evolution, specifically cash flow
as reported in IAS 7, between infrastructure project companies and ex-infrastructure project companies as follows:
◦Our consolidated subsidiaries and our equity-accounted companies are classified as infrastructure project
companies (infrastructure project companies) or not infrastructure project companies (ex-infrastructure
project companies). These two categories are not simultaneously applied to the same company (i.e., any given
company is either categorized as an infrastructure project company or an ex-infrastructure project company,
but it cannot be both).
◦We include as ex-infrastructure project companies all companies (whether consolidated or accounted for as
equity-accounted companies) dedicated to construction activities, companies providing services to the rest of
the group, and holding companies (including those that are direct shareholders of infrastructure project
companies).
◦We include as infrastructure project companies, all companies (whether consolidated or accounted for as
equity-accounted companies) that meet the definition of “infrastructure project companies” as this is stated in
our annual reports: specifically, they are companies, which are part of our highways, airports, energy and
construction businesses. Appendix I to our Consolidated Financial Statements as of December 31, 2025 and
2024 and for the years ended December 31, 2025 and 2024, includes a complete list of our subsidiaries and
associate companies, including details of all companies classified as infrastructure project companies, which
are identified with a “P” in the “Type” column.
Specifically, cash flows of ex-infrastructure project companies are comprised of the cash flows generated by all
companies classified as ex-infrastructure project companies, after the elimination of transactions between ex-
infrastructure project companies. Cash flows of infrastructure project companies are comprised of the cash flows
generated by all companies classified as infrastructure project companies, after the elimination of transactions between
infrastructure project companies.
82
The key distinction in the classification between cash flows of ex-infrastructure project companies and cash flows of
infrastructure project companies is the treatment of intercompany transactions between ex-infrastructure project
companies and infrastructure project companies. These intercompany transactions are comprised of dividends paid by
infrastructure project companies to ex-infrastructure project companies and investments of equity paid by ex-
infrastructure project companies to infrastructure project companies. We treat these transactions as follows:
◦Dividends received by ex-infrastructure project companies from infrastructure project companies are
classified as cash flows from operations ex-infrastructure project companies;
◦Dividends paid by infrastructure project companies to ex-infrastructure project companies are classified as
cash flows from financing of infrastructure project companies;
◦Equity investment paid by ex-infrastructure project companies to infrastructure project companies are
classified as cash flows from investments ex-infrastructure project companies; and
◦Equity investment received by infrastructure project companies from ex-infrastructure project companies are
classified as cash flows from financing of infrastructure project companies.
These dividends include dividends and other similar items, comprising (i) interest on shareholder loans and (ii)
repayments of capital and shareholder loans.
The equity investment includes the cash invested by the Group in infrastructure project companies through capital
contributions or other similar financial instruments such as shareholder loans. These intercompany transactions are
eliminated in the consolidated cash flows.
The following table sets forth a reconciliation of Consolidated Net Debt to our cash and cash equivalents for the
periods indicated:
As of December 31,
2025 2024
(in million of euros)
Cash and cash equivalents excluding infrastructure projects ........................... (4,070) (4,653)
Short and long-term borrowings ....................................................................... 2,810 2,889
Non-current restricted cash ............................................................................... (10) (21)
Forwards hedging balances .............................................................................. — 5
Cross currency swaps balances ......................................................................... — (2)
Intragroup position balances (*) ....................................................................... (71) (12)
Other short term financial assets ...................................................................... — —
CONSOLIDATED NET DEBT OF EX-INFRASTRUCTURE PROJECT COMPANIES .............................................................................. (1,341) (1,794)
Cash and cash equivalents from infrastructure projects ................................... (201) (175)
Short and long-term borrowings ....................................................................... 7,617 8,400
Non- current restricted cash .............................................................................. (252) (381)
Intragroup position balances (*) ....................................................................... 71 12
CONSOLIDATED NET DEBT OF INFRASTRUCTURE PROJECT COMPANIES .................................................................................................. 7,234 7,856
CONSOLIDATED NET DEBT ..................................................................... 5,893 6,061
(*) Intragroup balances are comprised of financial assets (cash) and liabilities (borrowings) between our ex-infrastructure project companies and
infrastructure project companies that are eliminated in the consolidation process and therefore have no impact on our Consolidated Net Debt.
The following tables present, for the periods indicated, the changes in Consolidated Net Debt (including separation by
ex-infrastructure project companies and infrastructure project companies), as well as the breakdown of our statement
of cash flows into cash flows of ex-infrastructure project companies, cash flows of infrastructure project companies
and intercompany eliminations.
83
As of December 31, 2025
Change in Consolidated Net Debt (1+2+3) Ex-infrastructure project companies (1) Infrastructure project companies (2) Intercompany eliminations (3)
(in million of euros)
Cash flow from operating activities ..................................................................... 1,926 1,285 1,107 (466)
Cash flow from/ (used in) investing activities ..................................................... (891) (682) (357) 147
Cash flow from/ (used in) financing activities ..................................................... (1,483) (1,087) (714) 319
Effect of exchange rate on cash and cash equivalents ......................................... (99) (91) (8) —
Change in cash and cash equivalents due to consolidation scope changes .......... (10) (7) (3) —
Change in cash and cash equivalents from assets held for sale ........................... — — — —
Cash Flows (Change in cash and cash equivalents) (A) ................................. (557) (583) 26 —
Change in short and long-term borrowings (B) .............................................. (861) (79) (782) —
Change in Non-current restricted cash ................................................................. 139 11 128 —
Change in Forwards hedging balances ................................................................ (5) (5) — —
Change in Cross currency swaps balances ........................................................... 2 2 — —
Change in Intragroup balances ............................................................................. — (59) 59 —
Change in other short term financial assets ......................................................... — — — —
Other changes in Consolidated Net Debt (C) .................................................. 136 (51) 187 —
CHANGE IN CONSOLIDATED NET DEBT (C+B-A) .................. (168) 454 (622) —
CONSOLIDATED NET DEBT AT BEGINNING OF YEAR (*) ... 6,061 (1,794) 7,856 —
CONSOLIDATED NET DEBT AT YEAR-END (*) ........................ 5,893 (1,341) 7,234 —
(*) For the reconciliation of Consolidated Net Debt, a non-IFRS measure, to our cash and cash equivalents see the “reconciliation of Consolidated
Net Debt to our cash and cash equivalents” table above.
(A) Figures in this line item represent change in cash flow figures as reported in our consolidated cash flow statements, as well as the change in
cash and cash equivalents ex-infrastructure project companies and change in cash and cash equivalents of infrastructure project companies.
(B) Figures in this line item represent the change in our short and long-term borrowings included in our Consolidated Statement of Financial
Position.
(C) Figures in this line item represent: the changes of non-current restricted cash, the changes related to exchange-rate derivatives balances
(including forwards and cross currency swaps), the changes in our Intragroup balances related to financial assets and liabilities between our ex-
infrastructure project companies and infrastructure project companies with no impact on our Consolidated Net Debt, and changes in other short-term
financial assets.
(1) Ex-infrastructure project companies column includes the change in cash and cash equivalents of our ex-infrastructure project companies. Cash
flows from (used in) operating activities include dividends received from infrastructure project companies that are globally consolidated and cash
flows from (used in) investing activities includes the equity investment by the Group in infrastructure project companies that are globally
consolidated. These dividends received and equity investments are eliminated in column Intercompany eliminations.
(2) Infrastructure project companies column includes the change in cash and cash equivalents of our infrastructure project companies. Cash flows
from (used in) financing include the dividends paid to shareholders (which include the Group Companies that are not infrastructure project
companies), as well as the equity investment received from its shareholders. These dividends paid and equity investments received are eliminated in
column Intercompany eliminations.
(3) Intercompany eliminations include eliminations either of the dividends or equity investment, as applicable, of infrastructure project companies
that are consolidated on the Group level. Specifically, it includes EUR (404) million dividends paid by infrastructure project companies within our
Highways division: NTE EUR (120) million, I-66 EUR (89) million, LBJ EUR (59) million, I-77 EUR (33) million, from our Energy division EUR
(54) million and other minor dividends from Airports division. It also includes equity investments of EUR 147 million, mainly invested in a
Ferrovial Digital Infrastructure project in Poland and Energy Infrastructure projects Milano and Leon.
84
As of December 31, 2024
Change in Consolidated Net Debt (1+2+3) Ex-infrastructure project companies (1) Infrastructure project companies (2) Intercompany eliminations (3)
(in million of euros)
Cash flow from operating activities ..................................................................... 1,293 861 1,016 (584)
Cash flow from/ (used in) investing activities ..................................................... 1,313 1,161 74 79
Cash flow from/ (used in) financing activities ..................................................... (2,591) (1,975) (1,121) 505
Effect of exchange rate on cash and cash equivalents ......................................... 59 54 5 —
Change in cash and cash equivalents due to consolidation scope changes .......... (35) (32) (3) —
Change in cash and cash equivalents from assets held for sale ........................... — — — —
Cash Flows (Change in cash and cash equivalents) (A) ................................. 39 68 (29) —
Change in short and long-term borrowings (B) .............................................. (76) (561) 484 —
Change in Non-current restricted cash ................................................................. 227 12 215 —
Change in Forwards hedging balances ................................................................ (14) (14) — —
Change in Cross currency swaps balances ........................................................... (16) (16) — —
Change in Intragroup balances ............................................................................. — (28) 28 —
Change in other short term financial assets ......................................................... — — — —
Other changes in Consolidated Net Debt (C) .................................................. 198 (45) 243 —
CHANGE IN CONSOLIDATED NET DEBT (C+B-A) .................. 82 (674) 756 —
CONSOLIDATED NET DEBT AT BEGINNING OF YEAR (*) ... 5,979 (1,121) 7,100 —
CONSOLIDATED NET DEBT AT YEAR-END (*) ........................ 6,061 (1,794) 7,856 —
(*) For the reconciliation of Consolidated Net Debt, a non-IFRS measure, to our cash and cash equivalents see the “reconciliation of Consolidated
Net Debt to our cash and cash equivalents” table above.
(A) Figures in this line item represent change in cash flow figures as reported in our consolidated cash flow statements, as well as the change in
cash and cash equivalents ex-infrastructure project companies and change in cash and cash equivalents of infrastructure project companies.
(B) Figures in this line item represent the change in our short and long-term borrowings included in our Consolidated Statement of Financial
Position.
(C) Figures in this line item represent: the changes of non-current restricted cash, the changes related to exchange-rate derivatives balances
(including forwards and cross currency swaps), the changes in our Intragroup balances related to financial assets and liabilities between our ex-
infrastructure project companies and infrastructure project companies with no impact on our Consolidated Net Debt, and changes in other short-term
financial assets.
(1) Ex-infrastructure project companies column includes the change in cash and cash equivalents of our ex-infrastructure project companies. Cash
flows from (used in) operating activities include dividends received from infrastructure project companies that are globally consolidated and cash
flows from (used in) investing activities includes the equity investment by the Group in infrastructure project companies that are globally
consolidated. These dividends received and equity investments are eliminated in column Intercompany eliminations.
(2) Infrastructure project companies column includes the change in cash and cash equivalents of our infrastructure project companies. Cash flows
from (used in) financing include the dividends paid to shareholders (which include the Group Companies that are not infrastructure project
companies), as well as the equity investment received from its shareholders. These dividends paid and equity investments received are eliminated in
column Intercompany eliminations.
(3) Intercompany eliminations include eliminations either of the dividends or equity investment, as applicable, of infrastructure project companies
that are consolidated on the Group level. Specifically, it includes EUR (539) million dividends paid by infrastructure project companies within our
Highways division: I-77 EUR (205) million, NTE EUR (103) million, I-66 EUR (89) million, LBJ EUR (54) million, from our Construction
division EUR (34) million and other minor dividends from Highways and Energy divisions. It also includes equity investments of EUR 79 million,
mainly invested in energy infrastructure project Azalia and Leon and other minor investments in Airports.
Change in Consolidated Net Debt
Our Consolidated Net Debt decreased by EUR 168 million to EUR 5,893 million at December 31, 2025, from EUR
6,061 million at December 31, 2024. This decrease was driven by a net increase of EUR 454 million of our
Consolidated Net Debt of ex-infrastructure project companies to EUR (1,341) million at December 31, 2025 from
EUR (1,794) million at December 31, 2024, in addition to a decrease of EUR 622 million in our Consolidated Net
85
Debt of infrastructure project companies to EUR 7,234 million at December 31, 2025 from EUR 7,856 million at
December 31, 2024.
Change in Consolidated Net Debt ex-infrastructure project companies
The EUR 454 million net increase in our Consolidated Net Debt of ex-infrastructure project companies in 2025 was
affected by the cash flows used in investing activities, mainly due to the acquisition of an additional 5.06% stake of
407 ETR for EUR 1,271 million. This was partially offset by the positive impact from operating activities due to the
contribution of the Construction Business Division, mainly from North America, and the lower cash dividend and
treasury shares purchases.
Cash flow from operating activities ex-infrastructure projects companies
Cash flows from operating activities ex-infrastructure project companies of EUR 1,285 million in 2025, higher than
2024, EUR 861. This improvement was primarily driven by the contribution of the Construction Business Division,
mainly from North America, as well as a reduced tax impact in 2025, which amounted to EUR 100 million (EUR 192
million at December 31, 2024).
The rest of cash flows from operating activities excluding infrastructure projects were mainly related to corporate
offices overheads and contributions from other minor activities.
Cash flows from (used in) investing activities excluding infrastructure project companies
Cash flows used in investing activities ex-infrastructure project companies of EUR 682 million in 2025 (compared to
cash flows from investing activities of EUR 1,161 million in 2024). The change was mainly driven by lower
divestments proceeds and higher investments in 2025, as compared to 2024.
Divestments in 2025 amounted to an inflow of EUR 1,158 million, primarily reflecting the divestment of the Group’s
5.5% remaining stake in Heathrow Airport Holdings for EUR 539 million, the sale of our 50% stake in our airports
AGS for EUR 533 million, and the sale of our total stake in the mining services business in Chile for EUR 24 million.
Divestments in 2024 amounted to an inflow of EUR 2,582 million, mainly related to the sale of 19.75% of the share
capital of FGP Topco Limited, which is the direct shareholder and owner of Heathrow Airports Holdings, for EUR
2,004 million, the sale of a 5% stake in our infrastructure company IRB for EUR 211 million, the termination of the
vendor loan related to the Amey divestment closed in 2022 for EUR 176 million, and the completion of the sale of our
services infrastructure business in Spain for EUR 40 million.
Investments in 2025, amounted to an outflow of EUR 1,970 million (EUR 1,591 million in 2024), primarily reflecting
the acquisition of an additional 5.06% stake of 407 ETR for EUR 1,271 million, and the equity investments in NTO of
EUR 236 million, whereas investments in 2024 were impacted by the acquisition of a stake in Private InvIT for EUR
710 million and higher investments in NTO for EUR 469 million.
Cash flows from (used in) financing activities ex-infrastructure project companies
Cash flows used in financing activities ex-infrastructure project companies of EUR 1,087 million in 2025 (EUR 1,975
million in 2024). This change was primarily attributable to a decrease in cash dividend and treasury shares purchases
to EUR 657 million in 2025 compared to EUR 831 million in 2024, including cash dividend payment of EUR 156
million and treasury share repurchase of EUR 501 million from the share buy-back programs in place during the year
(for more information regarding our share repurchase programs see “Item 16E. Purchases of Equity Securities by the
Issuer and Affiliated Purchasers”). Finally, changes in corporate debt also contributed to the decrease, primarily
driven by the issuance of the EUR 350 million convertible bond in November 2025, partially offset by the repayment
of Euro Commercial Paper (EUR 199 million).
Effect of exchange rate on cash and cash equivalents ex-infrastructure project companies
The negative impact of exchange rate effect on cash and cash equivalents of EUR 91 million in 2025 was primarily
driven by the U.S. dollar depreciation. This was partially offset by cash impact from exchange rate derivatives
covering Canadian and U.S. dollars.
The positive impact of exchange rate effect on cash and cash equivalents of EUR 54 million in 2024 was primarily
driven by the U.S. dollars appreciation during the year, offset by cash impact from exchange rate derivatives covering
Canadian dollars.
86
Change in short and long-term borrowings ex-infrastructure project companies
The decrease by EUR 79 million in 2025 in our short and long-term borrowings ex-infrastructure project companies
was mainly driven by the repayment of the revolving facility (EUR 250 million), and the reduction of the Euro
Commercial Paper volume by EUR 199 million, partly offset by the convertible bond issuance (EUR 350 million).
Other changes in Consolidated Net Debt ex-infrastructure project companies
The other changes in Consolidated Net Debt were primarily driven by the fair value impact on our statement of
financial positions of our forward derivatives, in 2025 and 2024.
Change in Consolidated Net Debt of infrastructure project companies
The decrease of EUR 622 million in our Consolidated Net Debt of infrastructure project companies in 2025 was
primarily driven by a positive impact from the depreciation of the U.S. dollar in our U.S. projects debt, partly offset by
Energy Infrastructure project Leon financial debt issuance.
Cash flows from operating activities from infrastructure project companies
Cash flows from operating activities from infrastructure project companies of EUR 1,107 million in 2025 (EUR 1,016
million in 2024). The increase was primarily driven by the higher revenues of our Managed Lanes, as explained in “—
A. Operating Results —6. Results of operations —1. Comparison of the Years Ended December 31, 2025 and
December 31, 2024 —Revenues”.
Cash flows from (used in) investing activities from infrastructure project companies
Cash flows used in investing activities from infrastructure project companies saw an outflow of EUR 357 million in
2025 (compared to an inflow EUR 73 million in 2024). This change was mainly due to higher investment in Energy
assets and in Highways Managed Lanes, reflecting the expansion phase works at NTE, together with lower restricted
cash levels at I‑77.
Cash flows from (used in) financing activities from infrastructure project companies
Cash flows used in financing activities from infrastructure project companies of EUR 714 million in 2025 (EUR 1,121
million in 2024). This change was mainly driven by lower dividends paid to non-controlling interests of investees as
2024 recorded an extraordinary distribution by I‑77.
Change in cash and cash equivalents due to consolidation scope changes from infrastructure project companies
The change in cash and cash equivalents due to consolidation scope changes in 2025 was explained mainly by the
divestment of services business in Chile.
Change in short and long-term borrowings from infrastructure project companies
The decrease of EUR 782 million in short and long-term borrowings from infrastructure project companies in 2025
was primarily driven by a positive impact from the depreciation of the US dollar in our US projects debt, partly offset
by Energy Division infrastructure project Leon financial debt issuance.
Other changes in Consolidated Net Debt from infrastructure project companies
The other changes in Consolidated Net Debt from infrastructure project companies were primarily related to the
change of our non-current restricted cash in 2025 and 2024.
5.B.6.2 Ex-Infrastructure Liquidity
Ex-Infrastructure Liquidity corresponds to the sum of the cash and cash equivalents raised by our ex- infrastructure
projects, long-term restricted cash, as well as the committed short and long-term credit facilities which remain
undrawn by the end of each period (corresponding to credits granted by financial entities which may be drawn by us
within the terms, amount and other conditions agreed in each contract) and forward hedging cash flows.
87
We use Ex-Infrastructure Liquidity to determine our liquidity to meet any financial commitment in relation to our ex-
infrastructure projects. The liquidity disclosure figures below for the years ended December 31, 2025, and 2024 are as
presented in our audited financial statements for those years and therefore include our continued and discontinued
activities.
The following table sets forth a reconciliation of Ex-Infrastructure Liquidity for the periods indicated.
As of December 31,
2025 2024
(in million of euros)
Cash and cash equivalents ........................................................................................................ 4,070 4,653
Non- current restricted cash ...................................................................................................... 10 21
Other short term financial assets ............................................................................................. — —
Undrawn credit lines ................................................................................................................. 1,008 651
Forward hedging cash flows ..................................................................................................... 0 (5)
Total liquidity ex infrastructure ............................................................................................ 5,088 5,320
As of December 31, 2025, our liquidity, excluding infrastructure projects, was EUR 5,088 million, which included
EUR 1,008 million liquidity lines available at the ex-infrastructures projects level as compared to EUR 5,320 million
as of December 31, 2024.
Excluding the cash flows from our infrastructure projects, the principal source of our liquidity, is cash generated from
operations. We also have access to the debt capital markets through debt issuances and a number of local borrowing
facilities in a variety of currencies and at floating rates in order to meet specific funding needs of certain of our
subsidiaries. Our liquidity requirements primarily relate to servicing our ongoing debt obligations, our working capital
requirements, funding our operating expenses and capital expenditures, funding our dividend payments, and
implementing our growth strategies.
We intend to continue to apply a disciplined approach to capital allocation and have established mechanisms to
preserve the necessary level of liquidity with periodic procedures that include cash generation forecasts and cash
requirements, both for the different short-term collections and payments as well as long-term obligations.
5.B.7Investments and divestments
The table below sets out our investments and divestments split by Business Division for the years ended December 31,
2025 and 2024:
As of December 31,
2025 2024
Investments(1) Divestments(2) Cash flows from (used in) investing activities Investments(1) Divestments(2) Cash flows from (used in) investing activities
Toll Roads ............ (1,479) — (1,478) (867) 312 (556)
Airports ................ (240) 1,073 832 (516) 2,005 1,490
construction .......... (172) 6 (166) (123) 10 (113)
Services ................ (3) 78 75 (3) 241 238
Others ................... (394) — (394) (188) 14 (174)
Interest received ... 144 144 172 172
Investment of long-term restricted cash ....... 96 96 257 257
Total ................. (2,049) 1,158 (891) (1,269) 2,582 1,313
(1)Corresponds to the sum of the concepts Investments in property, plant and equipment/intangible assets, investments in infrastructure
projects, Non-refundable grants, and Investments in associates and non-current financial assets/ acquisition of companies reported in our
consolidated Cash Flow.
(2)Corresponds to the sum of the concepts Divestment of infrastructure projects and Divestment/sale of companies reported in our
consolidated Cash Flow.
88
For discussion of our material investments, dispositions, and acquisitions made in recent years, see “Item 4.
Information on the Company—A. History and Development of the Company—1. Summary of Historical Investments
and Divestments.”
5.B.8Financing
5.B.8.1.1.Infrastructure project borrowings
5.B.8.1.1.1.Project debt guarantees and covenants
Our debt classified as project debt refers to debt (i) without recourse to the shareholders of the projects (i.e., our
consolidated subsidiaries through which we have an indirect interest in the relevant project), including us, or (ii) with
recourse limited to the guarantees granted by said shareholders. The guarantees granted by our subsidiaries in relation
to the debt of these projects are described in “—E. Critical Accounting Estimates—1. Off-Balance-Sheet Arrangements
and Contingent Liabilities.” As of December 31, 2025, all of our fully consolidated project companies are in
compliance with the significant covenants in force.
Our infrastructure project borrowings include debt covenants and covenant debt ratios, in particular related to the
obligation to arrange certain restricted accounts to cover short-term or long-term obligations relating to the payment of
principal or interest on borrowings and to infrastructure maintenance and operation, which are customary in the
industry. The recovery for any potential breach under such covenants is limited to the assets of the relevant project,
and, thus, it is considered a ring-fenced project debt which has no recourse to us and our respective subsidiary
participating in the relevant project. Although the overall consequence of not complying with such covenant debt
ratios will depend on a particular agreement, in most cases it will be limited to declaration of an event of default in
connection with the relevant financing agreement, without an obligation on our part to inject additional equity and/or
repay the underlying debt, except in specific cases for the guarantees granted by shareholders. No individual event of
default in connection with our infrastructure project financing agreements would be material to us.
5.B.8.2.Ex-infrastructure project borrowings
5.B.8.2.1Corporate Debt
Our corporate debt consists of the following debt instruments.
▪Corporate Bonds: the book value of the corporate bonds as of December 31, 2025, amounted to EUR 2,653
million (EUR 2,292 million as of December 31, 2024). Their characteristics are shown in the following
table.
Date of issuance Notional amount as of December 31, 2025 Maturity Annual Coupon
(in millions of euros)
5/14/2020 780 5/14/2026 1.382%
11/12/2020 500 11/12/2028 0.540%
9/10/2023 500 9/13/2030 4.375%
1/16/2025 500 1/16/2030 3.250%
11/20/2025 400 5/20/2031 0.750%
▪All issues made as of 2017 and up to 2023 are admitted to trading on the AIAF fixed income market
(Spain). All these issues are guaranteed by Ferrovial SE.
▪During the year ended December, 2024, the bond issued in July 2014 for a notional amount of EUR
300 million and annual coupon of 2.500% was repaid.
▪On January 16, 2025, we issued a corporate bond amounting to EUR 500 million, with maturity date
on January 16, 2030. The bond has an annual coupon of 3.25% payable annually and was issued by
our parent company, Ferrovial SE, and is admitted to trading on Euronext Dublin.
▪On November 20, 2025, we issued a non-dilutive cash-settled convertible bond amounting to EUR
400 million, maturing on November 20, 2031. The bond carries a coupon of 0.75%, payable
annually, and was issued by our parent company, Ferrovial SE. It is admitted to trading on
Freiverkehr, the open market of the Frankfurt Stock Exchange.
89
▪Sustainability Linked Bond: in September 2023, our parent company Ferrovial SE, issued a sustainable
linked bond for an amount of EUR 500 million, with maturity in 2030. The proceeds of the sustainability
linked bond were used to repay EUR 500 million of the bilateral banking facilities, increasing the average
life of our debt and reducing the cost of debt of ex-infrastructure project borrowings. The sustainability
linked bond includes two sustainability performance targets (“SPTs”): (i) an absolute reduction of Scope
1&2 GHG emissions of 31.9% by 2028, using 2009 as base year (SPT1.1) and (ii) a 20% reduction of
certain Scope 3 GHG emissions by 2028, using 2015 as base year (SPT2.1). Failure to meet one or both
SPTs would entitle bondholders to receive: (i) if SPT1.1 is missed, +30 bps at maturity, and (ii) if SPT2.1 is
missed, +45 bps at maturity. The sustainability linked bond is listed in the regulated market of Ireland
(Euronext Dublin).
▪Sustainability Target Euro Commercial Paper: in the third quarter of 2023, we formalized a program to
issue promissory notes for a maximum amount of EUR 1,5 billion, with maturities between 1 and 364 days
from the issue date, allowing for greater diversification of funding sources in the capital market and more
efficient management of available liquidity. Its book balance as of December 31, 2025, was EUR 50 million.
The Sustainability Target Euro Commercial Paper program issued by the Company from the Netherlands is
not listed on any regulated markets and has received the Short-Term European Paper label (STEP label)
from the STEP Secretariat, the body in charge of the day-to-day management of the STEP label.
▪Corporate liquidity facility: in January 2025 we refinanced the corporate liquidity line incorporating
sustainability criteria linked to key performance metrics. The initial`s facility final maturity is January 2030
with the possibility of two extensions of 1 year each. At the end of 2025, the first of the extensions has been
approved and current final maturity is 2031. The facility has a maximum limit of EUR 900 million with the
possibility of drawing down balances in EUR, USD, CAD and GBP. No amount is drawn as of the date of
this Annual Report.
▪Cross-currency swaps: in order to hedge possible variations in the interest rate and exchange rate of the
amounts drawn under the corporate liquidity facility, we contracted cross currency swaps for USD 260
million, that were settled in 2025, and with an agreed countervalue of EUR 250 million, the fair value of
which amounts to a loss of EUR 13 million.
The change in corporate debt compared to December 31, 2024 (EUR 89 million) is mainly due to the lower issuance
of Euro-commercial papers (EUR 199 million), with an average rate of 3.85%, as well as the redemption of the bond
issued in 2014 for EUR 300 million.
5.B.8.2.2Corporate Rating
The financial rating agencies Standard & Poor’s and Fitch maintain their opinion on the financial rating of our
corporate senior debt at ‘BBB’ and ‘BBB with a stable outlook’, respectively, within the “Investment Grade” category.
5.B.8.2.3Other Debt
The other debt line amounts to EUR 47 million as of December 31, 2025, compared to EUR 36 million as of
December 31, 2024 and mainly includes balances of other bank debt, predominantly in the Construction Business
Division (EUR 42 million as of December 31, 2025).
5.B.9Future Material Investments and Anticipated Capital Expenditures
Our future investment commitments to invest capital in infrastructure project companies as of December 31, 2025, is
the following:
90
2026 2027 2028 2029 2030 2030 AND BEYOND TOTAL
(in millions of euros)
Highways ............................................................................ — — — — — — —
Airports ............................................................................... — — — — — — —
Energy ................................................................................ 61 — 5 5 — — 71
INVESTMENTS IN FULLY- CONSOLIDATED INFRASTRUCTURE PROJECT 61 — 5 5 — — 71
Highways ............................................................................ — 15 — — — — 15
Airports ............................................................................... 63 — — — — — 63
Construction ....................................................................... 1 — — — — — 1
INVESTMENTS IN EQUITY- ACCOUNTED INFRASTRUCTURE PROJECT 63 15 — — — — 78
TOTAL INVESTMENTS 124 15 5 5 — — 149
We committed to invest up to EUR 30 million in companies in which Ferrovial holds non-controlling interests that are
engaged in innovation projects.
In addition, commitments were made to invest up to EUR 199 million in projects primarily engaged in highways and
renewable energy assets pending of financial close.
5.CResearch and Development, Patents and Licenses, etc.
See “Item 4. Information on the Company—B. Business Overview—6. Research and Development” and “Item 5.
Operating and Financial Review and Prospects—A. Operating Results.”
5.DTrend Information
See “—A. Operating Results.”
5.ECritical Accounting Estimates
We have provided a summary of our significant accounting policies, estimates and judgments in Note 1.3 (Accounting
Policies) to the Audited Financial Statements. The following critical accounting discussion pertains to the accounting
policies, judgments, estimates and assumptions that management believes are most critical to the portrayal of our
historical financial condition and results of operations. Other companies in similar businesses may use different
estimation policies and methodologies, which may impact on the comparability of our financial condition, results of
operations and cash flows to those of other companies. For additional information, see Note 1.1 (Basis of presentation,
the Company’s activities and consolidation scope) and Note 1.3 (Accounting policies) to the Audited Financial
Statements.
Basis of consolidation
In order to calculate the degree of control, joint control or significant influence in each Group company, the
consistency of the ownership interest held with the number of votes controlled in each company under their bylaws
and shareholder agreements is reviewed. In the case of business activities with companies in which the existence of
joint control is identified, the general basis of consolidation is the equity method.
In relation to these jointly controlled businesses, apart from the situations in which there are two venturers, each with a
50% ownership interest, the cases requiring a more in-depth analysis are those relating to infrastructure projects in
which Ferrovial is the shareholder with the largest ownership interest (less than or equal to 50%) and has the right to
propose the Chief Executive Officer or other executives of the investee, while the other shareholders, mainly
infrastructure funds, it directly on the Board of Directors.
In all these cases, it was concluded that the projects in question should be equity-accounted, because Ferrovial does
not have the right to appoint the majority of the Board Directors and the Board resolutions (including the appointment
of the main executive positions) always require a simple or qualified majority, where Ferrovial does not itself have a
91
casting vote in the event of a tie. For further details, see Note 1.3.2 (Basis of Consolidation) to the Audited Financial
Statements.
Accounting estimates and judgments
The information regarding our Accounting estimated and judgments is explained in Note 1.3.4 (Accounting estimates
and judgments) to the Audited Financial Statements.