Skip to main content

Ferrovial SE

For the period ended Dec 31, 2025. Filed Feb 25, 2026.

View on SEC.gov

About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2025 · Filed Feb 25, 2026

FER$58.71-0.9%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

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.

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 industrymay 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,
20252024
(in millions of euros)
Net profit/(loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .1,1503,490
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 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .967901

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
ConstructionHighwaysAirportsEnergyOtherAdjustmentsAdjusted EBIT
(in millions of euros)
Net profit/(loss) ........................332610302(38)(51)(5)1,150
Profit/(loss) net of tax from discontinued operations ............————(20)—(20)
Income tax benefit (expense) ....996592—(316)—(60)
Share of profits of equity-accounted companies ................—(247)(11)———(258)
Net financial income/(expense)(74)291(99)19228—365
Impairment and disposal of fixed assets ................................(6)—(270)759—(210)
Adjusted EBIT ........................35171914(12)(100)(5)967
For the year ended December 31, 2024
ConstructionHighwaysAirportsEnergyOtherAdjustmentsTotal 2024
(in millions of euros)
Net profit/(loss) ........................2586632,665(14)(80)(2)3,490
Profit/(loss) net of tax from discontinued operations ............————(14)—(14)
Income tax benefit (expense) ....142110(3)(5)(99)—145
Share of profits of equity-accounted companies ................—(226)(8)—(4)—(238)
Net financial income/(expense)(116)290(625)8169—(274)
Impairment and disposal of fixed assets ................................—(151)(2,025)—(32)—(2,208)
Adjusted EBIT ........................2846864(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,
20252024%Variation
(in millions of euros)
Highways .....................................................................................................7196864.8%
Airports ........................................................................................................144250.0%
Construction ................................................................................................35128423.6%
Energy .........................................................................................................(12)(11)(9.1)%
Other(1) ........................................................................................................(105)(62)(69.4)%
Adjusted EBIT ...........................................................................................9679017.3%

(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.8.1 Adjusted 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.

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,
20252024
(in millions of euros)
Net profit/(loss) .........................................................................................1,1503,490
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 ..................................................................490441
Adjusted EBITDA ...................................................................................1,4571,342

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
ConstructionHighwaysAirportsEnergyOtherAdjustmentsAdjusted EBIT
(in millions of euros)
Net profit/(loss) ........................332610302(38)(51)(5)1,150
Profit/(loss) net of tax from discontinued operations ............————(20)—(20)
Income tax benefit (expense) ....996592—(316)—(60)
Share of profits of equity-accounted companies ................—(247)(11)———(258)
Net financial income/(expense)(74)291(99)19228—365
Impairment and disposal of fixed assets ................................(6)—(270)759—(210)
Depreciation and amortization expenses ....................................160270221523—490
Adjusted EBITDA ..................511989363(77)(5)1,457
For the year ended December 31, 2024
ConstructionHighwaysAirportsEnergyOtherAdjustmentsTotal 2024
(in millions of euros)
Net profit/(loss) ........................2586632,665(14)(80)(2)3,490
Profit/(loss) net of tax from discontinued operations ............————(14)—(14)
Income tax benefit (expense) ....142110(3)(5)(99)—145
Share of profits of equity-accounted companies ................—(226)(8)—(4)—(238)
Net financial income/(expense)(116)290(625)8169—(274)
Impairment and disposal of fixed assets ................................—(151)(2,025)—(32)—(2,208)
Depreciation and amortization expenses ....................................146232221328—441
Adjusted EBITDA ..................430918262(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.8.2 Comparable 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:

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,
20252024
(in millions of euros)
Revenues9,6279,148
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) .............................................................................9,6278,865

(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:

For the year ended December 31,
20252024
(in millions of euros)
Net profit/(loss) ...................................................................................................................1,1503,490
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) ...................................................................967874

(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,
20252024
(in millions of euros)
Net profit/(loss) ..................................................................................................................1,1503,490
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) ...................................................................................................490441
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) ............................................................1,4571,299

(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).

5.A.8.3 Order 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,
20252024
(in millions of euros)
Budimex .............................................................................................................4,0484,389
Webber ................................................................................................................5,5565,710
Ferrovial Construction .........................................................................................7,8346,657
Construction .....................................................................................................17,43816,755

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%.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.