Annex

Alternative Performance Measures

Alternative Performance Measures

We present our consolidated financial statements in accordance with the IFRS Accounting Standards as adopted by the European Union (‘EU’), and with Part 9 of Book 2 of the Dutch Civil Code. In addition, in the Management Report and Consolidated Financial Statements the management provides other non-IFRS regulated financial measures, that we refer to as “APMs” (Alternative Performance Measures) according to the directives of European Securities and Markets Authority (ESMA) or “Non-IFRS measures”.

In considering the financial performance of the business, we analyze certain non-IFRS measures, that we classify as:

  • Non-IFRS measures related to operating results, including Adjusted EBIT and Adjusted EBIT Margin, Adjusted EBITDA and Adjusted EBITDA Margin, Comparable or “Like-for-like” (“LfL”) Growth, and Order Book.
  • Non-IFRS measures related to liquidity and capital resources, including Consolidated Net Debt and Ex-Infrastructure Liquidity.
  • Other APMs: Total shareholder return, Managed investment, and Economic value generated and distributed.

These non-IFRS measures and APMs are not audited and 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 measures is useful to investors, as these measures form the basis of how our executive team and the Board evaluate our performance. By disclosing these measures, we believe that we create for investors a greater understanding of, and an enhanced level of transparency into, some of how our management team operates and evaluates us 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 EU-IFRS.

1. NON-IFRS MEASURES: OPERATING RESULTS

1.1 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/(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 Margin is defined as Adjusted EBIT divided by our revenue for the relevant period.

The following tables set forth a reconciliation of Adjusted EBIT to our net profit/(loss) for the periods indicated:

Q4 25 Q4 24 FY 25 FY 24
Net profit/(loss) 262 2,746 1,150 3,490
Profit/(loss) net of tax from discontinued operations -2 -5 -20 -14
Income tax/(expense) -98 66 -60 145
Share of profits of equity-accounted companies -74 -47 -258 -238
Net financial income/(expense) 123 -483 365 -274
Operating profit/(loss) 211 2,277 1,177 3,109
Impairment and disposal of fixed assets 64 -2,043 -210 -2,208
Adjusted EBIT 276 234 967 901

The following tables set forth a reconciliation of Adjusted EBIT and Adjusted EBIT like-for-like (For further information regarding Comparable or “Like-for-like” (“LfL”) Growth” please see section 1.3) by Business Division to our net profit/(loss) by Business Division for periods indicated:

Q4 25
Construction Toll Roads Highways Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 128 75 -96 -4 161 -2 262
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -2 0 -2
Income tax/(expense) 38 62 94 -1 -291 0 -98
Share of profits of equity-accounted companies 0 -71 -2 0 -1 0 -74
Net financial income/(expense) -11 83 -20 7 64 0 123
Operating profit/(loss) 155 149 -24 2 -69 -2 211
Impairment and disposal of fixed assets -5 1 25 1 44 -1 64
Adjusted EBIT (I) 150 150 1 3 -25 -3 276
FY 25
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 332 610 302 -38 -51 -5 1,150
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -20 0 -20
Income tax/(expense) 99 65 92 0 -316 0 -60
Share of profits of equity-accounted companies 0 -247 -11 0 0 0 -258
Net financial income/(expense) -74 291 -99 19 228 0 365
Operating profit/(loss) 357 719 284 -19 -159 -5 1,177
Impairment and disposal of fixed assets -6 0 -270 7 59 0 -210
Adjusted EBIT (I) 352 719 14 -12 -101 -5 967
Fx Impact 0 0 0 0 0 0 0
L-f-L Adjustments 0 0 0 0 0 0 0
Adjusted EBIT L-f-L (III) 352 719 14 -12 -101 -5 967
Q4 24
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 35 102 2,591 2 18 -2 2,746
Profit/(loss) net of tax from discontinued operations 0 0 0 -5 0 -5
Income tax/(expense) 75 81 1 -5 -86 0 66
Share of profits of equity-accounted companies -45 -2 0 0 0 -47
Net financial income/(expense) -29 67 -570 1 48 0 -483
Operating profit/(loss) 81 205 2,020 -2 -25 -2 2,277
Impairment and disposal of fixed assets 0 -19 -2,025 0 1 0 -2,043
Adjusted EBIT (I) 81 186 -5 -2 -24 -2 234

 

FY 24
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 258 663 2,665 -14 -80 -2 3,490
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -14 0 -14
Income tax/(expense) 142 110 -3 -5 -99 0 145
Share of profits of equity-accounted companies 0 -226 -8 0 -4 0 -238
Net financial income/(expense) -116 290 -625 8 169 0 -274
Operating profit/(loss) 284 837 2,029 -11 -28 -2 3,109
Impairment and disposal of fixed assets 0 -151 -2,025 0 -32 0 -2,208
Adjusted EBIT (I) 284 686 4 -11 -60 -2 901
Fx Impact -1 -29 1 -1 1 0 -28
L-f-L Adjustments 0 0 7 0 -7 2
Adjusted EBIT L-f-L (IV) 283 657 12 -11 -66 -2 874
Adjusted EBIT VAR. L-f-L Growth (III) vs. (IV) 24.2 % 9.5 % 16.4 % (12.9) % (57.7) % 10.6 %

1.2 Adjusted EBITDA and Adjusted EBITDA Margin

Adjusted EBITDA 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), 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/(loss) or any other measure of our financial performance calculated in accordance with IFRS. We use Adjusted EBITDA 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.

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.

Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by our revenues for the relevant period.

The following tables set forth a reconciliation of Adjusted EBITDA to our net profit/(loss) and Adjusted EBITDA Margin for the periods indicated:

Q4 25 Q4 24 FY 25 FY 24
Net profit/(loss) 262 2,746 1,150 3,490
Profit/(loss) net of tax from discontinued operations -2 -5 -20 -14
Income tax/(expense) -98 66 -60 145
Share of profits of equity-accounted companies -74 -47 -258 -238
Net financial income/(expense) 123 -483 365 -274
Operating profit/(loss) 211 2,277 1,177 3,109
Impairment and disposal of fixed assets 64 -2,043 -210 -2,208
Adjusted EBIT 276 234 967 901
Fixed asset depreciation 151 100 490 441
Adjusted EBITDA 426 334 1,457 1,342

The following tables set forth a reconciliation of Adjusted EBITDA and Adjusted EBITDA like-for-like to our net profit/ (loss) by Business Division for the periods indicated:

Q4 25
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 128 75 -96 -4 161 -2 262
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -2 0 2
Income tax/(expense) 38 62 94 -1 -291 0 -98
Share of profits of equity-accounted companies 0 -71 -2 0 -1 0 74
Net financial income/(expense) -11 83 -20 7 64 0 123
Operating profit/(loss) 155 149 -24 2 -69 -2 211
Impairment and disposal of fixed assets -5 1 25 1 44 -1 64
Adjusted EBIT (I) 150 150 1 3 25 3 276
Fixed asset depreciation (II) 50 89 3 5 4 0 151
Adjusted EBITDA (I)+(II) 200 239 4 7 21 2 426
FY 25
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 332 610 302 -38 -51 -5 1,150
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -20 0 20
Income tax/(expense) 99 65 92 0 -316 0 -60
Share of profits of equity-accounted companies 0 -247 -11 0 0 0 258
Net financial income/(expense) -74 291 -99 19 228 0 365
Operating profit/(loss) 357 719 284 -19 -159 -5 1,177
Impairment and disposal of fixed assets -6 0 -270 7 59 0 210
Adjusted EBIT (I) 352 719 14 12 101 5 967
Fx Impact 0 0 0 0 0 0 0
L-f-L Adjustments 0 0 0 0 0 0 0
Adjusted EBIT L-f-L (III) 352 719 14 12 101 5 967
Fixed asset depreciation (II) 160 270 22 15 23 0 490
Adjusted EBITDA (I)+(II) 511 990 37 3 78 5 1,457
Fx Impact 0 0 0 0 0 0 0
L-f-L Adjustments 0 0 0 0 0 0 0
Adjusted EBITDA L-f-L (V) 511 990 37 3 78 5 1,457
Q4 24
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 35 102 2,591 2 18 -2 2,746
Profit/(loss) net of tax from discontinued operations 0 0 0 -5 0 -5
Income tax/(expense) 75 81 1 -5 -86 0 66
Share of profits of equity-accounted companies -45 -2 0 0 0 -47
Net financial income/(expense) -29 67 -570 1 48 0 -483
Operating profit/(loss) 81 205 2,020 -2 -25 -2 2,277
Impairment and disposal of fixed assets 0 -19 -2,025 0 1 0 -2,043
Adjusted EBIT (I) 81 186 -5 -2 -24 -2 234
Fixed asset depreciation (II) 25 60 3 4 8 0 100
Adjusted EBITDA (I)+(II) 106 246 -2 2 -16 -2 334
FY 24
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 258 663 2,665 -14 -80 -2 3,490
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -14 0 -14
Income tax/(expense) 142 110 -3 -5 -99 0 145
Share of profits of equity-accounted companies 0 -226 -8 0 -4 0 -238
Net financial income/(expense) -116 290 -625 8 169 0 -274
Operating profit/(loss) 284 837 2,029 -11 -28 -2 3,109
Impairment and disposal of fixed assets 0 -151 -2,025 0 -32 0 -2,208
Adjusted EBIT (I) 284 686 4 -11 -60 -2 901
Fx Impact -1 -29 1 -1 1 0 -28
L-f-L Adjustments 0 0 7 0 -7 2
Adjusted EBIT L-f-L (IV) 283 657 12 -11 -66 -2 874
Fixed asset depreciation (II) 146 232 22 13 28 0 441
Adjusted EBITDA (I)+(II) 430 918 26 2 -32 -2 1,342
Fx Impact -4 -36 1 0 0 0 -39
L-f-L Adjustments 0 0 7 0 -11 -4
Adjusted EBITDA L-f-L (VI) 426 882 34 2 -43 -2 1,299
Adjusted EBITDA VAR. L-f-L Growth (V) vs. (VI) 19.9 % 12.2 % 8.3 % 67.6 % (86.1)% 12.2 %

Additional disclosures regarding Adjusted EBIT, Adjusted EBIT Margin, Adjusted EBITDA and Adjusted EBITDA Margin.

The tables below set forth a reconciliation of Adjusted EBIT to our net profit/ (loss), Adjusted EBIT Margin, Adjusted EBITDA and Adjusted EBITDA Margin by subdivisions of Construction for periods indicated:

Q4 25 FY 25
Budimex Webber F Co. Construction Budimex Webber F Co. Construction
(in millions of euros)
Net profit/(loss) 73 27 28 128 174 78 80 332
Profit/(loss) net of tax from discontinued operations 0 0 0 0 0 0 0 0
Income tax/(expense) 19 -6 25 38 45 -7 61 99
Share of profits of equity-accounted companies 0 0 0 0 0 0 0 0
Net financial income/(expense) -2 -1 -8 -11 -13 -8 -53 -74
Operating profit/(loss) 90 20 45 145 206 63 88 357
Impairment and disposal of fixed assets 0 0 -5 -5 0 0 -6 -6
Adjusted EBIT (I) 90 20 40 150 206 63 82 352
Fixed asset depreciation 14 16 20 50 45 56 59 160
Adjusted EBITDA (III) 104 36 60 200 251 119 141 511
Revenues (V) 718 574 940 2,233 2,246 1,997 3,409 7,653
Adjusted EBIT Margin 12.5 % 3.6 % 4.2 % 6.7 % 9.2 % 3.2 % 2.4 % 4.6 %
Adjusted EBITDA Margin 14.4 % 6.3 % 6.3 % 8.9 % 11.2 % 6.0 % 4.1 % 6.7 %

 

 

Q4 24 FY 24
Budimex Webber F Co. Construction Budimex Webber F Co. Construction
(in millions of euros)
Net profit/(loss) 39 7 -11 35 145 54 59 258
Profit/(loss) net of tax from discontinued operations 0 0 0 0 0 0 0 0
Income tax/(expense) 19 13 43 75 51 14 77 142
Share of profits of equity-accounted companies 0 0 0 0 0 0 0 0
Net financial income/(expense) -5 -5 -19 -29 -26 -15 -75 -116
Operating profit/(loss) 53 15 13 81 170 52 61 284
Impairment and disposal of fixed assets 0 0 0 0 0 0 0 0
Adjusted EBIT (I) 53 15 13 81 170 52 61 284
Fixed asset depreciation 10 4 12 25 37 48 62 146
Adjusted EBITDA (III) 63 19 25 106 207 100 123 430
Revenues 607 515 877 1,999 2,119 1,725 3,392 7,236
Adjusted EBIT Margin 8.7 % 3.0 % 1.5 % 4.1 % 8.0 % 3.0 % 1.8 % 3.9 %
Adjusted EBITDA Margin 10.3 % 3.6 % 2.8 % 5.3 % 9.8 % 5.8 % 3.6 % 5.9 %
Fx Impact 3 -2 -1 -1
Adjusted EBIT LfL (II) 173 50 60 283
Fx Impact 3 -4 -3 -4
Adjusted EBITDA LfL (IV) 210 96 120 426
Fx Impact 33 -76 -76 -119
Revenues LfL (VI) 2,152 1,649 3,316 7,117
VAR. L-f-L Growth (I) vs. (II) 19.3 % 25.9 % 36.9 % 24.2 %
VAR. L-f-L Growth (III) vs. (IV) 19.4 % 24.4 % 17.1% 19.9 %
VAR. L-f-L Growth (V) vs. (VI) 4.4 % 21.1 % 2.8 % 7.5 %

The following tables set forth a reconciliation of Adjusted EBIT and Adjusted EBIT Margin, Adjusted EBITDA and Adjusted EBITDA Margin, by USA Highways for the periods indicated. The information is provided in Appendix I – Highways Details by assets in euros, and the conversion to USD is made by applying the average exchange rate for the periods indicated (reported in appendix II -Exchange rate movements):

(USD million) NTE LBJ NTE 35W
Global consolidation Q4 25 Q4 24 VAR. Q4 24 Q4 23 VAR. Q4 24 Q4 23 VAR.
Net profit/(loss) 34 44 (21.6) % 15 17 (16.6)% 36 42 (14.9)%
Profit/(loss) net of tax from discontinued operations 0 0 0 0 0 0
Income tax/(expense) 3 3 2 2 3 3
Share of profits of equity-accounted companies 0 0 0 0 0 0
Net financial income/(expense) 12 18 (35.3)% 20 20 1.8% 20 18 9.6%
Operating profit/(loss) 49 65 37 39 58 63
Impairment and disposal of fixed assets 0 0 0 0 0 0
Adjusted EBIT 49 65 (23.9)% 37 39 (6.7)% 58 63 (7.3)%
Fixed asset depreciation 23 8 13 8 18 8
Adjusted EBITDA 73 73 0.3% 50 48 3.6% 76 71 7.2%
Revenues 87 83 5.4 % 63 60 4.4% 100 87 14.7 %
Adjusted EBIT Margin 56.7 % 78.5 % 58.8 % 65.8 % 58.2% 72.0 %
Adjusted EBITDA Margin 83.6 % 87.8 % 79.3% 79.9 % 76.3 % 81.6 %

 

(USD million) I-77 I-66
Global consolidation Q4 25 Q4 24 VAR. Q4 25 Q4 24 VAR.
Net profit/(loss) 12 11 6.5 % -1 1 (183.8)%
Profit/(loss) net of tax from discontinued operations 0 0 0 0
Income tax/(expense) 0 0 0 0
Share of profits of equity-accounted companies 0 0 0 0
Net financial income/(expense) 8 8 (4.8)% 34 31 8.6 %
Operating profit/(loss) 19 19 33 32
Impairment and disposal of fixed assets 0 0 0 0
Adjusted EBIT 19 19 1.8 % 33 32 0.2 %
Fixed asset depreciation 1 1 32 26
Adjusted EBITDA 21 20 4.8 % 64 59 9.9 %
Revenues 33 30 11.8 % 78 73 6.5 %
Adjusted EBIT Margin 58.2 % 63.9% 41.9 % 44.5 %
Adjusted EBITDA Margin 61.8 % 65.9% 83.1 % 80.5 %
(USD million) NTE LBJ NTE 35W
Global consolidation FY 25 FY 24 VAR. FY 25 FY 24 VAR. FY 25 FY 24 VAR.
Net profit/(loss) 176 173 1.9% 77 66 16.0 % 152 140 8.5%
Profit/(loss) net of tax from discontinued operations 0 0 0 0 0 0
Income tax/(expense) 3 3 2 2 3 3
Share of profits of equity-accounted companies 0 0 0 0 0 0
Net financial income/(expense) 49 57 (13.7)% 84 82 1.5 % 88 83 5.6%
Operating profit/(loss) 229 233 (1.8)% 162 150 7.7 % 242 226 7.3 %
Impairment and disposal of fixed assets 0 0 0 0 0 0
Adjusted EBIT 229 233 (1.8)% 162 150 7.7 % 242 226 7.3 %
Fixed asset depreciation 49 31 40 34 52 40
Adjusted EBITDA 278 264 5.5 % 202 185 9.2 % 294 266 10.6 %
Revenues 323 299 8.1 % 244 225 8.6 % 368 320 14.7 %
Adjusted EBIT Margin 70.7 % 77.8 % 66.4 % 67.0 % 66.0  % 70.5%
Adjusted EBITDA Margin 86.0 % 88.1 % 82.7 % 82.3 % 80.1 % 83.1 %
(USD million) I-77 I-66
Global consolidation FY 25 FY 24 VAR. FY 25 FY 24 VAR.
Net profit/(loss) 40 34 18.4 % 18 -8 323.6 %
Profit/(loss) net of tax from discontinued operations 0 0 0 0
Income tax/(expense) 0 0 0 0
Share of profits of equity-accounted companies 0 0 0 0
Net financial income/(expense) 30 25 20.5 % 133 124 7.2 %
Operating profit/(loss) 70 59 19.3 % 151 116 30.5 %
Impairment and disposal of fixed assets 0 0 0 0
Adjusted EBIT 70 59 19.3 % 151 116 30.5 %
Fixed asset depreciation 11 11 95 80
Adjusted EBITDA 81 69 16.5 % 246 196 25.7 %
Revenues 130 107 21.9 % 303 247 22.7 %
Adjusted EBIT Margin 54.1 % 55.3 % 49.9 % 46.9 %
Adjusted EBITDA Margin 62.2 % 65.1 % 81.4 % 79.5 %

The tables below set out our Adjusted EBIT, Adjusted EBIT Margin, Adjusted EBITDA and Adjusted EBITDA Margin by subdivisions of Airports for the periods indicated:

 

Q4 25 FY 25
Dalaman Others Airports
projects and HQ
Airports Dalaman Others Airports
projects and HQ
Airports
(in millions of euros)
Net profit/(loss) -28 -69 -96 -12 314 302
Profit/(loss) net of tax from discontinued operations 0 0 0 0 0 0
Income tax/(expense) 29 66 94 25 67 92
Share of profits of equity-accounted companies 0 -2 -2 0 -11 -11
Net financial income/(expense) 6 -26 -20 30 -129 -99
Operating profit/(loss) 7 -31 -24 43 241 284
Impairment and disposal of fixed assets 0 25 25 0 -270 -270
Adjusted EBIT 7 7 1 43 29 14
Fixed asset depreciation 3 0 3 23 0 22
Adjusted EBITDA 11 7 4 66 29 37
Revenues 16 11 26 85 26 111
Adjusted EBIT Margin 48.2 % n.s 2.6 % 50.8 % n.s. n.s.
Adjusted EBITDA Margin 67.5 % n.s 14.0 % 77.5 % n.s. n.s.
Q4 24 FY 24
Dalaman Others Airports
projects and HQ
Airports Dalaman Others Airports
projects and HQ
Airports
(in millions of euros)
Net profit/(loss) 34 2,556 2,591 59 2,606 2,665
Profit/(loss) net of tax from discontinued operations 0 0 0 0 0 0
Income tax/(expense) -32 34 1 -42 39 -3
Share of profits of equity-accounted companies 0 -2 -2 0 -8 -8
Net financial income/(expense) 4 -574 -570 25 -650 -625
Operating profit/(loss) 7 2,013 2,020 42 1,986 2,029
Impairment and disposal of fixed assets 0 -2,025 -2,025 0 -2,025 -2,025
Adjusted EBIT 7 -12 -5 42 -38 4
Fixed asset depreciation 3 0 3 22 0 22
Adjusted EBITDA 10 -12 -2 64 -38 26
Revenues 15 3 17 82 9 91
Adjusted EBIT Margin 45.7 % n.s. (31.2) % 51.8 % n.s. 4.4 %
Adjusted EBITDA Margin 68.1 % n.s. (14.2) % 78.4 % n.s. 28.5 %
VAR. Revenues 3.6 %
VAR. Adjusted EBITDA 2.5 %
VAR. Adjusted EBIT 1.8 %

1.3 Comparable or “Like-for-like” (“LfL”) Growth

Comparable Growth, also referred to as “Like-for-like” Growth (“LfL”), corresponds to the relative year-on-year variation in comparable terms of the figures for revenue, Adjusted EBIT and Adjusted EBITDA.

Comparable or “Like-for-like” (“LfL”) Growth is a non-IFRS financial measure and should not be considered as an alternative to revenues, net profit/ (loss) or any other measure of our financial performance calculated in accordance with IFRS. Comparable or “Like- for-like” (“LfL”) Growth is calculated by adjusting each year, in accordance with the following rules:

  • 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 the revenue of which represent ≥5% of the reporting unit’s revenue 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 non-recurrent impacts (mainly related to tax and human resources) considered relevant for a better understanding of our underlying results in all periods.

We use Comparable or “Like-for-like” (“LfL”) Growth to provide a more homogenous measure of the underlying profitability of its businesses, excluding non-recurrent 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 table sets forth a reconciliation of revenues on like-for-like basis to our revenues for the periods indicated:

FY 25 FY 24
(in millions of euros)
Revenues 9,627 9,148
Exchange rate effect¹ 0 -167
Fixed asset impairments² 0 0
Operating results of disposed companies³ 0 -116
Restructuring costs 0 0
Operating results from new acquired companies⁴ 0 0
Accounting model adjustments⁵ 0 0
Non-current impact⁶ 0 0
Revenues Comparable (Like-for-like) 9,627 8,865

1Calculation of the results of each period at the exchange rate in the current period.
2Elimination of the impact of fixed asset impairments.
3Elimination of the operating results of disposed companies when the impact effectively occurred.
4Elimination in the current period of the operating results derived from new material companies.
5Following the acquisitions of new companies which are considered material, elimination in the current period of the operating results derived from those companies.
6Elimination of other non-recurrent impacts (mainly related to tax and human resources).

The following tables set forth a reconciliation of Revenues by Business Division to our net profit/(loss) by Business Division for the periods indicated:

FY 25
Construction Highways Airports Energy Others Total
(in millions of euros)
Revenues 7,653 1,374 111 339 150 9,627
Fx Impact 0 0 0 0 0 0
L-f-L Adjustments 0 0 0 0 0 0
Revenues L-f-L (I) 7,653 1,374 111 339 150 9,627
FY 24
Construction Highways Airports Energy Others Total
(in millions of euros)
Revenues 7,236 1,256 91 270 296 9,148
Fx Impact -119 -48 0 -2 3 -167
L-f-L Adjustments 0 0 0 0 -116 -116
Revenues L-f-L (I) 7,117 1,208 90 268 183 8,865
VAR. L-f-L Growth (I) vs. (II) 7.5 % 13.7 % 23.3 % 26.8 % (17.8) % 8.6 %

The following tables set forth a reconciliation of Adjusted EBIT and Adjusted EBITDA on like-for-like basis to our net profit/(loss) for the periods indicated:

FY 25 FY 24
Net profit/(loss) 1,150 3,490
Profit/(loss) net of tax from discontinued operations -20 -14
Income tax/(expense) -60 145
Share of profits of equity-accounted companies -258 -238
Net financial income/(expense) 365 -274
Operating profit/(loss) 1,177 3,109
Impairment and disposal of fixed assets -210 -2,208
Adjusted EBIT 967 901
Exchange rate effect¹ 0 -28
Operating results of disposed companies³ 0 2
Restructuring costs 0 0
Operating results from new acquired companies⁴ 0 0
Accounting model adjustments⁵ 0 0
Non-current impact⁶ 0 0
Adjusted EBIT Comparable (Like-for-like) 967 874
Fixed asset depreciation 490 441
Adjusted EBITDA 1,457 1,342
Exchange rate effect¹ 0 -39
Operating results of disposed companies³ 0 -4
Restructuring costs 0 0
Operating results from new acquired companies⁴ 0 0
Accounting model adjustments⁵ 0 0
Non-current impact⁶ 0 0
Adjusted EBITDA Comparable (Like-for-like) 1,457 1,299

1Calculation of the results of each period at the exchange rate in the current period.
3Elimination of the operating results of disposed companies when the impact effectively occurred.
4Elimination in the current period of the operating results derived from new material companies.
5Following the acquisitions of new companies which are considered material, elimination in the current period of the operating results derived from those companies.
6Elimination of other non-recurrent impacts (mainly related to tax and human resources).

The following tables set forth a reconciliation of Adjusted EBIT and Adjusted EBITDA on like-for-like basis to our net profit/(loss) by Business Division for the periods indicated:

FY 25
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 332 610 302 -38 -51 -5 1,150
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -20 0 -20
Income tax/(expense) 99 65 92 0 -316 0 -60
Share of profits of equity-accounted companies 0 -247 -11 0 0 0 -258
Net financial income/(expense) -74 291 -99 19 228 0 365
Operating profit/(loss) 357 719 284 -19 -159 -5 1,177
Impairment and disposal of fixed assets -6 0 -270 7 59 0 -210
Adjusted EBIT (I) 352 719 14 12 101 5 967
Fx Impact 0 0 0 0 0 0 0
L-f-L Adjustments 0 0 0 0 0 0 0
Adjusted EBIT L-f-L (III) 352 719 14 12 101 5 967
Fixed asset depreciation (II) 160 270 22 15 23 0 490
Adjusted EBITDA (I)+(II) 511 990 37 3 78 5 1,457
Fx Impact 0 0 0 0 0 0 0
L-f-L Adjustments 0 0 0 0 0 0 0
Adjusted EBITDA L-f-L (V) 511 990 37 3 78 5 1,457

 

 

FY 24
Construction Highways Airports Energy Other Adjustments Total
(in millions of euros)
Net profit/(loss) 258 663 2,665 -14 -80 -2 3,490
Profit/(loss) net of tax from discontinued operations 0 0 0 0 -14 0 -14
Income tax/(expense) 142 110 -3 -5 -99 0 145
Share of profits of equity-accounted companies 0 -226 -8 0 -4 0 -238
Net financial income/(expense) -116 290 -625 8 169 0 -274
Operating profit/(loss) 284 837 2,029 -11 -28 -2 3,109
Impairment and disposal of fixed assets 0 -151 -2,025 0 -32 0 -2,208
Adjusted EBIT (I) 284 686 4 -11 -60 -2 901
Fx Impact -1 -29 1 -1 1 0 -28
L-f-L Adjustments 0 0 7 1 -7 2
Adjusted EBIT L-f-L (IV) 283 657 12 -11 -66 -2 874
Fixed asset depreciation (II) 146 232 22 13 28 0 441
Adjusted EBITDA (I)+(II) 430 918 26 2 -32 -2 1,342
Fx Impact -4 -36 1 0 0 0 -39
L-f-L Adjustments 0 0 7 0 -11 -4
Adjusted EBITDA L-f-L (VI) 426 882 34 2 -43 -2 1,299
Adjusted EBITDA VAR. L-f-L Growth (V) vs. (VI) 19.9 % 12.2 % 8.3 % 67.6 % (86.1)% 12.2 %

1.4  Order Book

Order Book corresponds to our revenue which is pending execution corresponding to those contracts of the Construction Business Division 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 calculate the Order Book until said financing is closed.

We use the Order Book as an indicator of our future income, as it reflects, for each contract, the final 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 sales 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 revenue reported for the Construction Business Division in the 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) confirming income.

The following table sets forth the Construction Business Division Order Book as of December 31, 2025 and 2024:

DEC-25 DEC-24 Fx Impact DEC-24 LFL Var. LfL growth
(in millions of euros)
Budimex 4,048 4,389 61 4,450 (7.8)% (9.0)%
Webber 5,556 5,710 -649 5,061 (2.7)% 9.8 %
Ferrovial Construction 7,834 6,657 -325 6,331 17.7 % 23.7 %
Construction 17,438 16,755 -913 15,842 4.1 % 10.1 %

2. NON-IFRS MEASURES: LIQUIDITY AND CAPITAL RESOURCES

2.1 Consolidated 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.

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 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 of ex- 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 flows 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 infrastructure 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.

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:

(EUR million) DEC-25 DEC-24
Cash and cash equivalents excluding infrastructure project -4,070 -4,653
Short and long-term borrowings 2,810 2,889
Non-current restricted cash -10 -21
Forwards hedging balances 0 5
Cross currency swaps balances 0 -2
Intragroup position balances (*) -71 -12
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 table presents, 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.

(1) (2) (3)
Change in
Consolidated
Net Debt (1+2+3)
Ex-infrastructure
project companies
Infrastructure
project companies
Intercompany eliminations
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 0
Change in cash and cash equivalents due to consolidation scope changes -10 -7 -3 0
Cash Flows (Change in cash and cash equivalents) (A) -557 -583 26 0
Change in short and long-term borrowings (B) 861 79 782 0
Change in Non-current restricted cash -139 -11 -128 0
Change in Forwards hedging balances 5 5 0 0
Change in Cross currency swaps balances -2 -2 0 0
Change in Intragroup balances 0 59 -59 0
Change in other short term financial assets 0 0 0 0
Other changes in Consolidated Net Debt (C ) -136 51 -187 0
Change in Consolidated Net Debt (C+B-A) 168 -454 622 0
Consolidated Net Debt at beginning of the year -6,061 1,794 -7,856 0
Consolidated Net Debt at year-end -5,893 1,341 -7,234 0

(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.

2.2 Ex-Infrastructure Liquidity

Ex-Infrastructure Liquidity corresponds to the sum of the cash and cash equivalents raised from to 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.

We use Ex-Infrastructure Liquidity to determine our liquidity to meet any financial commitment in relation to our ex-infrastructure projects.

The following table presents a reconciliation of the ex-infrastructure liquidity for the periods indicated.

 

DEC-25 DEC-24
(in million of euros) 
Cash and cash equivalents 4,070 4,653
Non- current restricted cash 10 21
Other short term financial assets 0 0
Undrawn credit lines 1,008 651
Forward hedging cash flows 0 -5
Total liquidity ex infrastructure 5,088 5,320

3. OTHER NON-IFRS MEASURES

3.1 Total shareholder return

Total Shareholder Return. TSR (or simply total return) is a measure of the performance of different companies’ stocks and shares over time. It combines share price appreciation and dividends paid to show the total return to the shareholder expressed as an annualized percentage and calculated based on Ferrovial’s Spanish trading activity.

Stock price at the beginning of the year is adjusted for dividends declared during the year. The adjustment is based on the weight of each dividend declared over the stock price as of the announcement date.

 

Date Stock Price
(I)
Dividends
declared
(II)
Dividends
declared / Stock
price
(III=II/I)
Dividends
adjustment
(V=III*IV)
Stock Price
Adjusted
(IV – V)
TSR
31/12/2025 55.34   55.34
03/12/2025 57.00 0.0770 0.135% 0.0548
23/10/2025 54.60 0.4769 0.872% 0.3541
21/05/2025 46.64 0.3182 0.675% 0.2742
31/12/2024 40.6 (IV) 0.8721 1.683% 0.6832 39.92 38.6 %

The total shareholder return is presented under the share part of section 1.1 of the Management Report. It is a financial indicator used by investors and financial analysts, to evaluate the performance that shareholders have received throughout the year in exchange for their contribution in capital of the Company.

3.2 Managed investment

Managed investment is presented under Highways in section 1.2 of the Management Report. During the construction phase, it is the total investment to make. During the operating phase, this amount is increased by the additional investment. Projects are included after signing the contract with the corresponding administration (commercial close), on which date the provisional financing terms and conditions, which will be confirmed after the financial closing, are normally available. 100% of investment is considered for all projects, including those that are integrated by the equity method, regardless of Ferrovial’s participation. Projects are excluded with criteria in line with the exit from the consolidation scope.

Managed investments at the end of December 2025 came to approximately 21,750 million euros (23,882 million euros at December 2024) and are made up of 14 concessions, 2 toll collection operators, 19.86% stake of IRB and 23.99% stake of Privit InvIT in 10 countries. The composition of managed investments by asset type is as follows:

  • Intangible Assets projects under IFRIC 12 (in operation), 11,286 million euros (12,533 million euros at 31, December 2024). The managed investment matches with the balance sheet gross investment in these projects included in the table of section 3.3.1 of the Consolidated Annual Accounts, except for the future investment commitments and fair value adjustments: 12,270 million euros of USA Highways I-66, NTE, NTE35W, LBJ and I-77 ( 13,757 million euros at December 31, 2024). Additionally, 725 million euros are included in Spain (mainly Autema project).
  • Intangible Assets IFRIC 12 (under construction), no current projects under construction.
  • Accounts receivable projects under IFRIC 12: no current projects under development.
  • Consolidation using the equity method, 10,464 million euros (11,349 million euros at December 31, 2024). Includes both projects in operation and under construction that are consolidated using the equity method, such as 407ETR 3,201 million euros of 100% managed investment (3,441 million euros at December 31, 2024). In the consolidated statement of financial position, these projects are included under Investments in associates, meaning the investment cannot be reconciled with the balance sheet.

Data useful by Management to indicate the size of the portfolio of managed assets.

3.3 Economic value generated and distributed

Information on the creation and distribution of economic value provides a basic indication of how an organization has generated wealth for shareholders. It includes information on revenue figures, operating costs, employee wages and benefits, financial expenses, and dividends and taxes. Reconciliation: The figures for revenues, operating costs, salaries and employee benefits, financial expenses and dividends and taxes are detailed in the corresponding section of the Management Report and the Consolidated Financial Statements.

We present the calculation of the economic value generated and distributed as follows: Economic Value Retained = Economic Value Generated [Revenues (sales + other operating revenues + financial revenues + fixed asset disposals + income from companies accounted for by the equity method)]. – Economic Value Distributed [consumption and expenses + personnel expenses + financial expenses and dividends + corporate income tax]. Explanation of use: the data on economic value generated and distributed can be useful to know the economic figures that we have distributed among our stakeholders and what economic value we have retained in the form of liquidity.

Comparisons: we present comparable data for the reporting year and the two previous years. Consistency: the criteria used to calculate this indicator is the same as in previous years.

Consistency: the criteria used to calculate this indicator is the same as in previous years.