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Ferrovial SE(FER) - 2024 Q3 - Quarterly Report
Ferrovial SEFerrovial SE(US:FER)2024-10-29 20:57

Introduction & Disclaimers Disclaimer This section clarifies the report's informational purpose, defines key terms, and states that historical performance does not guarantee future results - The report is for informational purposes only and does not constitute an offer, solicitation, or recommendation regarding any security of the Company3 - Historical performance does not guarantee future performance, and there is no assurance that the Group's investment strategy will be successful4 Forward-Looking Statements Forward-looking statements are subject to significant uncertainties and risks, and actual results may materially vary - Statements about future events, financial position, business strategy, plans, and objectives are forward-looking and subject to significant business, economic, competitive, and regulatory uncertainties and risks5 - The Company makes no representation or warranty regarding the accuracy or completeness of these statements, and actual results may differ materially5 Alternative Performance Measures (APMs) The report includes non-IFRS Alternative Performance Measures (APMs) used by management, which are not standardized or comparable to other companies - The report includes non-IFRS Alternative Performance Measures (APMs) like Adjusted EBIT, Adjusted EBITDA, Comparable Growth, Order Book, Consolidated Net Debt, and Ex-Infrastructure Liquidity8171 - APMs are used by management for reviewing operating performance, profitability, decision-making, and resource allocation, complementing IFRS measures but not replacing them89164 - These non-IFRS measures are not standardized and may not be comparable to similarly titled measures presented by other companies9164 Additional Information Ferrovial SE is subject to SEC reporting, with filings on EDGAR, and its interim financial statements were reviewed by Ernst & Young, S.L - Ferrovial SE is subject to SEC reporting requirements, and its filings are available on the SEC's EDGAR website10 - The condensed consolidated interim financial statements for the six-month period ended June 30, 2024, have been reviewed by Ernst & Young, S.L11 Highlights & Main Corporate Events Financial Highlights Ferrovial reported strong 9M 2024 financial performance with significant growth in revenue, Adjusted EBITDA, and Adjusted EBIT, maintaining solid liquidity Reported P&L (EUR million) | (EUR million) | Q3 24 | Q3 23 | 9M 24 | 9M 23 | | :--- | :--- | :--- | :--- | :--- | | Revenue | 2,376 | 2,281 | 6,643 | 6,221 | | Adjusted EBITDA® | 405 | 299 | 1,008 | 700 | | Adjusted EBIT* | 282 | 193 | 667 | 393 | | Operating profit/(loss) | 282 | 193 | 833 | 393 | Revenue by Segment (EUR million) | (EUR million) | Q3 24 | Q3 23 | VAR. | 9M 24 | 9M 23 | VAR. | LfL growth* | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Toll Roads | 321 | 289 | 11.4% | 916 | 781 | 17.4% | 21.9% | | Airports | 44 | 41 | 5.0% | 73 | 65 | 6.2% | 12.6% | | Construction | 1,866 | 1,836 | 1.6% | 5,237 | 4,994 | 4.9% | 3.2% | | Energy | 60 | 47 | 27.1% | 174 | 151 | 15.3% | 15.3% | | Others | 85 | 65 | 25.8% | 242 | 226 | 7.2% | 14.7% | | Total Revenue | 2,376 | 2,281 | 4.2% | 6,643 | 6,221 | 6.8% | 6.2% | Adjusted EBITDA by Segment (EUR million) | (EUR million) | Q3 24 | Q3 23 | VAR. | 9M 24 | 9M 23 | VAR. | LfL growth* | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Toll Roads | 244 | 217 | 12.5% | 673 | 577 | 16.5% | 22.8% | | Airports | 27 | 24 | 9.4% | 28 | 23 | 24.7% | 24.8% | | Construction | 140 | 69 | 103.9% | 324 | 126 | 156.4% | 148.2% | | Energy | 5 | 0 | n.s. | 0 | 1 | -73.4% | -73.3% | | Others | -10 | -11 | 10.0% | -16 | -27 | 39.8% | 43.9% | | Adjusted EBITDA* | 405 | 299 | 35.7% | 1,008 | 700 | 44.1% | 50.0% | Consolidated Net Debt (EUR million) | (EUR million) | SEP-24 | DEC-23 | | :--- | :--- | | Consolidated Net Debt of ex-infrastructure project companies* | 418 | -1,121 | | Consolidated Net Debt of infrastructure project companies* | 7,143 | 7,100 | | Consolidated Net Debt* | 7,561 | 5,979 | - Construction profitability improved, reaching an adjusted EBIT margin of 5.1% in Q3 2024 and 3.9% in 9M 2024, with the order book at an all-time high of EUR 15,586 million (+2.9% LfL vs. Dec 2023)21 - Solid financial position with ex-infrastructure project companies liquidity at EUR 3,501 million and Consolidated Net Debt of ex-infrastructure project companies at EUR 418 million21 Sustainability Highlights Ferrovial was recognized for environmental conservation, joining TNFD and achieving 'A List' status from CDP for Climate Change and Water - Ferrovial joined the Taskforce on Nature-related Financial Disclosures (TNFD) as an 'Earlier Adopter'16 - Recognized by CDP (Carbon Disclosure Project) with 'A List' for Climate Change and 'A List' for Water16 Main Corporate Events Key 9M 2024 corporate events included significant investments, divestments, a Heathrow stake sale agreement, Nasdaq trading, and a second scrip dividend - Acquired a 24% stake in IRB Infrastructure Trust for EUR 652 million (total investment EUR 740 million)21 - Awarded Lima's Peripheral Ring Road (Peru) project with an approximate equity commitment of USD 140-210 million for Ferrovial21 - Started trading on Nasdaq on May 921 - Sold a 5% stake in IRB Infrastructure Developers for EUR 211 million, generating a pre-tax capital gain of EUR 133 million21 - Agreed to sell a pro rata portion of shares in FGP Topco (Heathrow) for GBP 1.7 billion, retaining a 5.25% stake (total 10% with other shareholders)21 - Completed the sale of a 24.78% stake in Serveo for EUR 55 million, with a capital gain of EUR 33 million21 - Announced an additional share repurchase program with a maximum amount of EUR 300 million21 - Created a JV vehicle with Interogo Holding to transfer economic and voting rights of stakes in several motorways in Ireland, Scotland, Canada, and Spain for EUR 100 million21 - Announced its second scrip dividend on October 2821 Segment Performance Toll Roads The Toll Roads division showed strong 9M 2024 performance with 21.9% LfL revenue growth and 22.8% LfL Adjusted EBITDA growth, driven by mobility, toll rates, and project developments Toll Roads Key Financials (9M 2024) | Metric | Value (EUR million) | LfL Growth* | | :--- | :--- | :--- | | Revenues | 916 | +21.9% | | Adjusted EBITDA* | 673 | +22.8% | - Toll Roads revenue increased by 17.4% to EUR 916 million in 9M 2024, with Adjusted EBITDA up 16.5% to EUR 673 million1723 407 ETR (Canada) 407 ETR saw robust 9M 2024 growth, with VKTs up 4.6% and revenue increasing 13.2% to CAD 1,267 million, driven by mobility and a new toll rate scheme 407 ETR Traffic & P&L (CAD million) | Metric | Q3 24 | Q3 23 | VAR. | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | VKTs (million) | 765.0 | 742.7 | 3.0% | 1,980.3 | 1,893.0 | 4.6% | | Revenue | 487 | 419 | 16.1% | 1,267 | 1,120 | 13.2% | | EBITDA | 431 | 370 | 16.4% | 1,108 | 969 | 14.4% | | EBITDA margin | 88.5% | 88.3% | - | 87.4% | 86.5% | - | - A new toll rate schedule was implemented on February 1, 2024, ending a four-year rate freeze and terminating the COVID-19 Force Majeure event for Schedule 22 payments3334 - Dividends paid to shareholders in 9M 2024 reached CAD 400 million (up from CAD 300 million in 9M 2023), with CAD 700 million approved for Q4 202429 - Net debt at end of September was CAD 9,407 million with an average cost of 4.26%30 Texas Managed Lanes (USA) Texas Managed Lanes showed mixed traffic but strong revenue and EBITDA growth, driven by higher toll rates and new segments, with I-77 distributing its first dividend - Overall, Texas Managed Lanes revenue increased by 23.3% to EUR 796 million in 9M 2024, with Adjusted EBITDA up 22.1% to EUR 653 million159 NTE I-2 NTE I-2 experienced slight traffic decrease due to construction, but higher toll rates led to 1.6% revenue growth and 1.7% Adjusted EBITDA growth NTE I-2 Key Financials (USD million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Transactions (million) | 28.8 | 29.5 | -2.3% | | Avg. revenue per transaction (USD) | 7.5 | 7.2 | 4.1% | | Revenue | 216 | 213 | 1.6% | | Adjusted EBITDA* | 191 | 188 | 1.7% | | Adjusted EBITDA margin* | 88.2% | 88.2% | - | - NTE Capacity Improvements project commenced construction in 2024, forecasted for completion in early 2027, with Ferrovial Construction and Webber as contractors45 LBJ LBJ experienced 6.7% traffic increase in 9M 2024, with average revenue per transaction up 8.2%, resulting in 15.3% revenue growth and 15.5% Adjusted EBITDA growth LBJ Key Financials (USD million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Transactions (million) | 34.3 | 32.1 | 6.7% | | Avg. revenue per transaction (USD) | 4.8 | 4.4 | 8.2% | | Revenue | 165 | 143 | 15.3% | | Adjusted EBITDA* | 137 | 119 | 15.5% | | Adjusted EBITDA margin* | 83.1% | 83.0% | - | - LBJ distributed USD 45 million in dividends (100%) in 9M 202451 NTE 35W NTE 35W saw significant 27.9% traffic growth in 9M 2024, boosted by NTE 3C's opening, leading to 45.6% revenue and 42.7% Adjusted EBITDA growth NTE 35W Key Financials (USD million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Transactions (million) | 37.5 | 29.3 | 27.9% | | Avg. revenue per transaction (USD) | 6.2 | 5.4 | 14.3% | | Revenue | 233 | 160 | 45.6% | | Adjusted EBITDA* | 195 | 137 | 42.7% | | Adjusted EBITDA margin* | 83.7% | 85.3% | - | - NTE 35W distributed USD 73 million in dividends (100%) in 9M 202457 I-77 I-77 traffic increased 2.0% in 9M 2024, with average revenue per transaction up 12.4%, leading to 14.5% revenue and 3.4% Adjusted EBITDA growth, and distributed its first extraordinary dividend I-77 Key Financials (USD million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Transactions (million) | 31.0 | 30.4 | 2.0% | | Avg. revenue per transaction (USD) | 2.4 | 2.2 | 12.4% | | Revenue | 77 | 67 | 14.5% | | Adjusted EBITDA* | 50 | 48 | 3.4% | | Adjusted EBITDA margin* | 64.8% | 71.8% | - | - I-77 distributed its first extraordinary dividend of USD 293 million (100%) in 202465 - Issued USD 371 million of Senior Secured Notes to refinance TIFIA, increasing average debt life66 I-66 I-66 traffic increased 11.9% in 9M 2024, with average revenue per transaction up 34.4% due to higher toll rates, leading to 49.7% revenue growth and 55.1% Adjusted EBITDA growth I-66 Key Financials (USD million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Transactions (million) | 23.7 | 21.2 | 11.9% | | Avg. revenue per transaction (USD) | 7.1 | 5.3 | 34.4% | | Revenue | 174 | 116 | 49.7% | | Adjusted EBITDA* | 137 | 86 | 55.1% | | Adjusted EBITDA margin* | 79.1% | 76.3% | - | IRB (India) Ferrovial's 9M 2024 financials include IRB's H1 contribution, showing 27.9% revenue growth and 31.6% Adjusted EBITDA growth, alongside stake sales and acquisitions in IRB entities IRB Key Financials (H1 2024, EUR million) | Metric | H1 24 | H1 23 | VAR. | | :--- | :--- | :--- | :--- | | Revenues | 494 | 386 | 27.9% | | Adjusted EBITDA* | 255 | 193 | 31.6% | | Adjusted EBITDA margin* | 51.6% | 50.1% | - | - Ferrovial sold a 5% stake in IRB Infrastructure Developers for EUR 211 million, generating a pre-tax capital gain of EUR 133 million, and retains a 19.9% stake73 - Completed the acquisition of a 24% stake in IRB Infrastructure Trust for EUR 652 million75 - IRB successfully completed two refinancing initiatives, securing USD 740 million in Senior Secured US Notes in 202474 Other Toll Roads & Development Ferrovial is expanding its toll road portfolio with new concessions and strategic JVs, while key assets under development, Ruta del Cacao and Silvertown Tunnel, near completion Other Toll Roads Ferrovial, in a consortium, was selected for Lima's Peripheral Ring Road (Peru), a USD 3.4 billion urban toll road, and formed a JV to transfer motorway stakes for EUR 100 million - Ferrovial, Acciona, and Sacyr consortium selected to develop Lima's Peripheral Ring Road (Peru), a 34.8 km urban toll road with a USD 3.4 billion investment; Ferrovial's equity commitment is approximately USD 140-210 million79 - Ferrovial and Interogo Holding created a Joint Venture (Umbrella Roads BV) to transfer economic and voting rights of stakes in several motorways in Ireland, Scotland, Canada, and Spain for EUR 100 million79 Assets Under Development Key assets under development, Ruta del Cacao (Colombia) and Silvertown Tunnel (UK), are 98.7% and 96.4% complete respectively, and expected to be operational soon - Ruta del Cacao (Colombia): 152 km concession, 98.7% complete as of September 30, 202484 - Silvertown Tunnel (London, UK): 1.4 km twin bore road tunnel, 96.4% complete as of September 30, 2024, expected to be completed in 202584 Tenders Pending Ferrovial, via Cintra, focuses on the USA market for new Managed Lanes projects, with several tenders expected in Georgia, Tennessee, and Charlotte in coming months - Ferrovial is focused on the USA market for new private initiatives, particularly Managed Lanes schemes8285 - Upcoming tenders include I-285 East MLs (Georgia DOT, shortlist Q1 2025), I-24 Southeast Choice Lanes Project (Tennessee DOT, RFQ Q4 2024), and I-77 South Express Lanes (Charlotte, tender launched Oct 2024)85 Airports The Airports division showed mixed 9M 2024 performance, with Heathrow's revenue and Adjusted EBITDA declining, while AGS and Dalaman reported strong growth, and NTO at JFK progressed well Airports Key Financials (9M 2024) | Metric | Value (EUR million) | LfL Growth* | | :--- | :--- | :--- | | Revenue | 73 | +12.6% | | Adjusted EBITDA* | 28 | +24.8% | Heathrow (UK) Heathrow recorded its busiest summer with 63.1 million passengers in 9M 2024, but revenue decreased 3.2% and Adjusted EBITDA by 9.7% due to lower H7 charges, with Ferrovial agreeing to sell a significant stake Heathrow Traffic & P&L (GBP million) | Metric | Q3 24 | Q3 23 | VAR. | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Total Passengers (million) | 23.2 | 22.3 | 4.2% | 63.1 | 59.4 | 6.2% | | Revenue | 958 | 997 | -3.9% | 2,650 | 2,739 | -3.2% | | Adjusted EBITDA | 585 | 631 | -7.3% | 1,536 | 1,701 | -9.7% | | Adjusted EBITDA margin | 61.1% | 63.3% | - | 58.0% | 62.1% | - | - Aeronautical revenue decreased by 9.2% due to lower H7 charges, while retail revenue increased by 11.3% due to higher passenger numbers101 - Heathrow revised its 2024 traffic forecast to 83.8 million passengers97 - Ferrovial agreed to sell 19.75% of its stake in FGP Topco (Heathrow's parent company) for GBP 1.7 billion, retaining a 5.25% stake (total 10% with other shareholders)99 AGS (UK) AGS airports continued traffic recovery, reaching 8.6 million passengers in 9M 2024, with revenue increasing 11.2% and Adjusted EBITDA growing 24.8%, driven by international capacity and higher yields AGS Traffic & P&L (GBP million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Total AGS Passengers (million) | 8.6 | 7.9 | 8.5% | | AGS Revenue | 165 | 149 | 11.2% | | AGS Adjusted EBITDA* | 65 | 52 | 24.8% | | AGS Adjusted EBITDA margin* | 39.4% | 35.1% | - | - International traffic was the main driver of growth due to increased capacity and new routes105 - AGS refinanced its debt facility, comprising a GBP 646.4 million term loan, a GBP 50 million capital expenditure facility, and a GBP 15 million revolving credit facility109 Dalaman (Turkey) Dalaman airport reported strong 9M 2024 performance, with passenger traffic up 7.4%, revenue growing 8.1%, and Adjusted EBITDA increasing 14.7%, driven by capacity and non-aero performance Dalaman Traffic & P&L (EUR million) | Metric | 9M 24 | 9M 23 | VAR. | | :--- | :--- | :--- | :--- | | Traffic (million) | 4.8 | 4.4 | 7.4% | | Revenue | 67 | 62 | 8.1% | | Adjusted EBITDA* | 54 | 47 | 14.7% | | Adjusted EBITDA margin* | 80.6% | 75.9% | - | - The region of Sarigerme has been declared a Tourism development area, expected to support airport growth112 - Dalaman's net debt stood at EUR 58 million as of September 30, 2024, down from EUR 96 million in December 2023114 NTO at JFK (USA) The New Terminal One (NTO) project at JFK is 51% complete, with Ferrovial contributing USD 641 million of its equity, expected operational in 2026, and successfully issued USD 2.55 billion in green bonds - Ferrovial has contributed USD 641 million of its USD 1,142 million equity commitment to NTO115 - The NTO project is 51% complete, with substantial completion of weathertight in the Head House and East Pier steel erection completed in Q3 2024116 - The terminal is expected to be operational in 2026, with the concession contract ending in 2060116 - NTO issued USD 2.55 billion in green bonds in June 2024, the largest issuance of tax-exempt airport debt ever117 Construction The Construction division showed significant 9M 2024 profitability improvement, with Adjusted EBIT reaching EUR 203 million (3.9% margin), revenue growing 3.2% LfL, and the order book at an all-time high of EUR 15,586 million Construction Key Financials (9M 2024) | Metric | Value (EUR million) | LfL Growth* | | :--- | :--- | :--- | | Revenue | 5,237 | +3.2% | | Adjusted EBIT* | 203 | n.s. | | Adjusted EBIT* margin | 3.9% | - | | Order book*/** | 15,586 | +2.9% | - The order book reached an all-time high of EUR 15,586 million (+2.9% LfL vs. Dec 2023), with Civil Works representing 69%125 - The order book figure does not include c.EUR 2,250 million of pre-awarded contracts126 Ferrovial Construction Ferrovial Construction's revenue increased 4.7% LfL in 9M 2024, with Adjusted EBIT significantly improving to EUR 49 million due to the absence of US project losses and generalized performance improvements Ferrovial Construction Key Financials (9M 2024) | Metric | 9M 24 | 9M 23 | VAR. | LfL growth® | | :--- | :--- | :--- | :--- | :--- | | Revenue | 2,514 | 2,419 | 4.0% | 4.7% | | Adjusted EBIT* | 49 | -97 | 150.2% | -148.7% | | Adjusted EBIT margin® | 1.9% | -4.0% | - | - | | Order book*/** | 6,643 | 7,419 | -10.5% | -10.1% | - Profitability improvement was driven by the absence of losses in completion works of large US projects and performance improvements in other geographies124 Budimex Budimex revenue decreased 7.0% LfL in 9M 2024 due to contract delays, but Adjusted EBIT margin improved to 7.8%, benefiting from price revision indexations and a healthy order book Budimex Key Financials (9M 2024) | Metric | 9M 24 | 9M 23 | VAR. | LfL growth® | | :--- | :--- | :--- | :--- | :--- | | Revenue | 1,513 | 1,527 | -1.0% | -7.0% | | Adjusted EBIT* | 117 | 101 | 16.2% | 8.6% | | Adjusted EBIT margin® | 7.8% | 6.6% | - | - | | Order book*/** | 3,898 | 3,301 | 18.1% | 16.4% | - Order book increased by 16.4% LfL compared to December 2023125127 Webber Webber's revenue increased 15.5% LfL in 9M 2024, driven by Civil Works awards, with Adjusted EBIT margin improving to 3.0% Webber Key Financials (9M 2024) | Metric | 9M 24 | 9M 23 | VAR. | LfL growth® | | :--- | :--- | :--- | :--- | :--- | | Revenue | 1,210 | 1,048 | 15.4% | 15.5% | | Adjusted EBIT* | 37 | 29 | 25.1% | 32.2% | | Adjusted EBIT margin® | 3.0% | 2.8% | - | - | | Order book*/** | 5,046 | 4,459 | 13.2% | 14.3% | - Order book increased by 14.3% LfL compared to December 2023125127 Financial Position & Cash Flows Consolidated Net Debt Ferrovial's Consolidated Net Debt increased to EUR 7,561 million in September 2024, primarily due to ex-infrastructure project companies shifting from a net cash to a net debt position Consolidated Net Debt (EUR million) | (EUR million) | SEP-24 | DEC-23 | | :--- | :--- | | Cash and cash equivalents from ex-infrastructure project companies | -2,689 | -4,584 | | Short and long-term borrowings from ex-infrastructure project companies | 3,113 | 3,449 | | Others from ex-infrastructure project companies ** | -6 | 15 | | Consolidated Net Debt of ex-infrastructure project companies* | 418 | -1,121 | | Cash and cash equivalents from infrastructure project companies | -222 | -204 | | Short and long-term borrowings from infrastructure project companies | 8,044 | 7,915 | | Others from infrastructure project companies *** | -678 | -612 | | Consolidated Net Debt of infrastructure project companies* | 7,143 | 7,100 | | Consolidated Net Debt* | 7,561 | 5,979 | Consolidated Borrowings Characteristics (SEP-24) | (EUR million) | Ex-infrastructure project companies | Infrastructure project companies | Consolidated | | :--- | :--- | :--- | :--- | | Short and long-term borrowings | 3,113 | 8,044 | 11,157 | | % fixed | 91.8% | 99.2% | 97.2% | | % variable | 8.2% | 0.8% | 2.8% | | Average rate | 2.4% | 4.5% | 3.9% | | Average maturity (years) | 2 | 19 | 14 | Liquidity & Debt Maturities Ferrovial maintained strong ex-infrastructure liquidity of EUR 3,501 million in September 2024, with stable BBB credit ratings from Standard & Poor's and Fitch Ratings Ex-Infrastructure Liquidity (EUR million, SEP-24) | (EUR million) | SEP-24 | | :--- | :--- | | Cash and cash equivalents | 2,689 | | Undrawn credit lines | 790 | | Others | 22 | | Total Liquidity ex-infrastructure projects | 3,501 | Debt Maturities (EUR million) | 2024 | 2025 | 2026 | 2027 | | :--- | :--- | :--- | :--- | | 501 | 753 | 791 | 1,076 | Credit Ratings | | Rating | | :--- | :--- | | Standard & Poor's | BBB / stable | | Fitch Ratings | BBB / stable | Cash Flows Cash and cash equivalents for ex-infrastructure project companies decreased to EUR 2,689 million in September 2024, primarily due to investments and shareholder distributions, partially offset by project dividends and divestments Change in Consolidated Net Debt of Ex-Infrastructure Project Companies (EUR million) | Item | 9M 2024 | | :--- | :--- | | Cash flow from operating activities | 135 | | Cash flow from/ (used in) investing activities | -602 | | Cash flow from/ (used in) financing activities | -1,413 | | Dividends from projects | 490 | | Investments | -1,207 | | Divestments | 468 | | Shareholder Distribution | -749 | | Other treasury shares acquisition | -75 | | Other cash flows from (used in) financing activities | -594 | | Cash and cash equivalents at beginning of year | 4,584 | | Cash and cash equivalents at end of half year | 2,689 | - Main investment drivers included IRB Infrastructure Trust stake acquisition (EUR -652 million) and equity injection in NTO (EUR -319 million)143 - Divestments included the sale of a 5% stake in IRB Infrastructure Developers (EUR 211 million) and collection of vendor loan from Amey divestment (EUR 176 million)143 - Shareholder distributions included cash dividends (EUR -48 million) and treasury share repurchases (EUR -701 million)143 Shareholder Information Scrip Dividend Ferrovial SE announced an interim scrip dividend of EUR 0.3033 per share in May 2024, issuing 4,719,782 new shares, and declared a second interim scrip dividend in October 2024 - Interim scrip dividend of EUR 0.3033 per share was announced on May 9, 2024, with a ratio of 1 new share for every 120.2110 existing shares, leading to the issuance of 4,719,782 new shares145146 - A second interim scrip dividend was declared on October 28, 2024, payable in cash or shares, with the dividend per share to be announced on November 7, 2024147 Share Buy-Back and Cancellation of Shares Ferrovial completed two share buy-back programs in 2024, repurchasing 21.5 million shares, cancelled 13.2 million treasury shares in August, and resolved to cancel an additional 10 million shares in October, launching a new buy-back program for up to EUR 300 million - Completed a share buy-back program (Nov 2023 - Apr 2024) repurchasing 12,255,493 shares (1.65% of share capital)148 - Completed another buy-back program (Apr 2024 - Aug 2024) repurchasing 9,231,251 treasury shares (1.2% of share capital)149 - Cancelled 13,245,104 treasury shares in August 2024, reducing issued share capital to EUR 7,321,630.43150 - Resolved to cancel an additional 10,005,504 treasury shares in October 2024152 - Launched a new buy-back program on August 23, 2024, for up to EUR 300 million, aiming to repurchase up to 30 million shares (approx. 4.1% of share capital) by February 28, 2025151157 Shareholder Structure As of September 30, 2024, substantial holdings in Ferrovial SE include key family and institutional investors, with a free float of 50.7% Substantial Holdings (as of Sep 30, 2024) | Shareholder | Stake | | :--- | :--- | | R. del Pino Calvo-Sotelo | 20.6% | | M. del Pino y Calvo-Sotelo | 4.5% | | I. del Pino y Calvo-Sotelo | 8.3% | | Bank of America Corporation | 4.3% | | BlackRock | 3.0% | | The Children's Investment Master Fund | 3.6% | | Free Float | 50.7% | Appendices Toll Roads Details by Asset This appendix provides detailed traffic, revenue, Adjusted EBITDA, and net debt figures for consolidated and equity-accounted toll road assets across various geographies Toll Roads - Global Consolidation (9M 2024, EUR million) | Asset | Traffic (million transactions) | Revenue | ADJ. EBITDA * | ADJ. EBITDA MARGIN* | NET DEBT | | :--- | :--- | :--- | :--- | :--- | :--- | | NTE | 29 | 199 | 176 | 88.2% | 1,128 | | LBJ | 34 | 152 | 126 | 83.1% | 1,789 | | NTE 35W ** | 38 | 215 | 180 | 83.7% | 1,425 | | I-77 | 31 | 70 | 46 | 64.8% | 413 | | I-66 | 24 | 160 | 126 | 79.1% | 1,428 | | Autema *** | 16,836 (ADT) | 52 | 46 | 88.3% | 556 | | Aravia *** | 39,682 (ADT) | 34 | 26 | 77.7% | -4 | | Via Livre | - | 12 | 3 | 22.0% | -9 | | TOTAL TOLL ROADS | - | 916 | 673 | 73.4% | 6,731 | Toll Roads - Equity-Accounted (9M 2024, EUR million) | Asset | Traffic (VKT/ADT) | Revenue | EBITDA | ADJ. EBITDA MARGIN* | NET DEBT | | :--- | :--- | :--- | :--- | :--- | :--- | | 407 ETR (VKT million) | 1,980 | 857 | 749 | 87.4% | 6,247 | | M4 (ADT) | 38,406 | 29 | 16 | 54.6% | 36 | | M3 (ADT) | 44,942 | 10 | 5 | 45.5% | - | | A-66 Benavente Zamora | - | 20 | 18 | 83.9% | 146 | | Serrano Park | - | 5 | 3 | 68.2% | 29 | | EMESA | - | 145 | 90 | 61.7% | 163 | | IRB | - | 494 | 255 | 51.6% | 1,298 | | Toowoomba | - | 22 | 5 | 21.2% | 207 | | OSARs | - | 5 | 4 | 85.1% | 208 | | Zero ByPass (Bratislava) | - | 31 | 26 | 85.2% | 785 | Exchange Rate Movements This appendix details last and average exchange rates for key currencies against the Euro, showing year-on-year changes for balance sheet and P&L purposes Exchange Rate Movements (2024/2023 Change) | Currency | LAST EXCHANGE RATE (BALANCE SHEET) | CHANGE 2024/2023 | AVERAGE EXCHANGE RATE (P&L) | CHANGE 2024/2023 | | :--- | :--- | :--- | :--- | :--- | | GBP | 0.8319 | -4.0% | 0.8513 | -2.2% | | US Dollar | 1.1148 | 1.0% | 1.0869 | 0.3% | | Canadian Dollar | 1.5058 | 3.1% | 1.4786 | 1.5% | | Polish Zloty | 4.2813 | -1.4% | 4.3051 | -6.1% | | Australian Dollar | 1.6067 | -0.9% | 1.6418 | 1.3% | | Indian Rupee | 93.7682 | 2.0% | 90.6763 | 1.6% | Alternative Performance Measures (APMs) Definitions This appendix provides detailed definitions and explanations for the non-IFRS Alternative Performance Measures (APMs) used in the report, clarifying their calculation and purpose - Adjusted EBIT is operating profit/(loss) excluding impairment and disposal of fixed assets, used to analyze operating results165 - Adjusted EBITDA is operating profit/(loss) excluding impairment, disposal of fixed assets, depreciation, and amortization, used as an approximation to pre-tax operating cash flow167 - Comparable or 'Like-for-like' (LfL) Growth adjusts for exchange-rate effects, fixed asset impairments, disposals, restructuring costs, and material acquisitions/accounting model changes to provide a homogenous measure of underlying profitability169170172 - Order Book represents income pending execution for Construction contracts, calculated by adding new contracts and subtracting recognized income175 - Consolidated Net Debt is cash and cash equivalents minus short and long-term borrowings and other financial items, broken down into infrastructure and ex-infrastructure project companies178182 - Ex-Infrastructure Liquidity is the sum of cash and cash equivalents from ex-infrastructure projects, restricted cash, undrawn credit lines, and forward hedging cash flows, used to determine liquidity for non-infrastructure commitments180181