Home / Transcripts / Ferrovial N.V. (FER) · October 5, 2026

Ferrovial N.V. (FER) Earnings Call Transcript

October 5, 2026

BME ES Industrials Construction and Engineering special

Earnings Call Speaker Segments

Silvia Ruiz executive
#1

Good morning or afternoon, everybody. This is Silvia Ruiz speaking, and I would like to welcome you to Ferrovial's conference call to discuss the recently [indiscernible]. I am joined here today by our CEO, Ignacio Madridejos; and our CFO, Ernesto Mozo. Just as a reminder, the presentation has been made available on our website. [Operator Instructions] And please bear in mind that the presentation contains forward-looking statements and expectations that are subject to certain risks and uncertainties. So actual figures may differ. With all this, I will hand over to Ignacio. Ignacio, the floor is yours.

Ignacio Madridejos Fernández executive
#2

Thank you, Silvia, and hello, everyone. Today, I will present the I-24 Choice Lanes project in Tennessee, an important milestone for Ferrovial with a potential to create significant value. We're selected to deliver the project in August, reached commercial closing on the 30th of September, and now we are working on the financial clause. The I-24 Choice Lanes is Tennessee's largest-ever capital investment and its first public private partnership transportation project. The corridor stands 26 miles between Nashville [indiscernible] from the I-40 area toward 840. The project will add 2 Choice Lanes in each direction alongside the [indiscernible] general purpose lanes. The project is a 50-year design, build, finance, operate and maintain concession, to retains responsibility for customer service, toll collection and maintenance of the 4 existing general purpose lanes to remain toll-free. The project has an estimated construction cost of approximately $9.2 billion, with an expected 8-year construction period and service commencement expected in 2034. Turning to the corridor fundamentals. Let me start with the growth profile of the Nashville area. Nashville is one of the fastest-growing metropolitan areas in the United States supported by robust demographic and economic fundamentals. The region has consistently exceeded macroeconomic growth expectations, which reinforces our confidence in the project. The metropolitan area reached approximately 2.2 million residents in 2025, following sustained population growth of around 2% per year over the last decade. Over the last 10 years, real GDP grew at 4.6% compound annual rate, while media household income reached approximately $88,000 in 2025, around 9% above the U.S. average. The region combines a diversified economy, a deep talent pool supported by more than 20 universities, a strong graduate retention and continued corporate investment and relocations. Today, Nashville is home to 5 Fortune 500 headquarters and has attracted 35 corporate relocations since 2018, further strengthening employment and economic activity. Growth across logistics, technology, finance, health care and entertainment continues to reinforce the region's economic resilience and long-term competitiveness. This demographic, employment and economic trends are important drivers of long-term travel demand and support the attractiveness of the I-24 corridor. Moving on to the next slide, I-24 is a gateway corridor sharing multiple economic and mobility needs across the region. The corridor is a key freight and logistics route. Nashville is 1 of only 6 U.S. cities where 3 major interstate highways converted and heavy vehicles account for approximately 12% to 60% of corridor traffic. I-24 first part of the Atlanta to Chicago and St Louis, freight corridor linking the Southeast and Midwest with around 50% of large trucks traveling long distances. Beyond freight, the corridor supports daily travel demand along the Nashville to [indiscernible] serving a fast-growing residential area and providing access to Nashville. The corridor also provides direct access to Nasville International Airport, which handled a record 26.7 million passengers in fiscal year 2026 has grown at an 8% annual rate over the last 10 years. Our analysis shows that users rubble approximately 10 miles per trip on average, while track trips are longer than the corridor average, underscoring the corridors importance for both regional connectivity and freight activity. Development activity has also been significant with approximately 178 million square feet of new developments along the corridor between 2020 and 2026. Overall, these demand drivers position I-24 as a strategic corridor underpinned by multiple and diversified sources of traffic demand, supporting the long-term fundamentals of the project. On the next slide, we can see the scale and persistence of the corridors congestion challenge. The corridor currently carries approximately 150,000 to 190,000 vehicles per day. The analysis shows approximately 8 to 11 hours of congestion on a typical day, with [indiscernible] conditions lasting around 4 hours in each direction and speeds falling below 20 miles per hour. The heat maps compared with [indiscernible] traffic conditions in 2016 and 2026 areas sound [indiscernible] colors indicate more severe congestion and longer delays. What is important is not only the intensity of congestion, but also its expansion across the corridor. Compared with 2016, congestion today is more intensive, last longer during the day and affects both directions of travel over longer stretches of the corridor. The maps also saw that congestion is no longer limited to traditional peak period, with traffic conditions remaining constrained for much of the day. The [indiscernible] peak illustrates the geographic extent of the bottleneck across the corridor. Under current traffic conditions, users can experience delays of 36 minutes during peak periods. The new managed lanes will help to elevate congestion, thereby bringing a reliable option to local residents. Looking ahead to 2034, when the asset is expected to begin operations, the traffic case is supported by 3 factors: expected strong regional growth, [indiscernible] demand currently constrained by limited capacity and the gradual user adoption, we typically observe following capacity expansion. Starting with the regional outlook, the slide shows, third-party forecast compound annual growth from 2025 to 2034 of approximately 1% for population, 2.1% real income per capita and 2.8% for real GDP. One important point to highlight, as mentioned in previous slide, is that Nashville has consistently exceeded previous macroeconomic growth forecast. This track record provides additional support for the region's long-term growth fundamentals. We also see evidence of [indiscernible] demand along the corridor. Between 2010 and 2024 traffic grew by approximately 1% annually in the northern section of I-24, compared with more than 3% growth in sections where capacity is available. The most congested areas exhibit the lowest observed growth. This pattern shows demand being shifted to other routes or other times. This suggests there is latent demand that can return to the corridor once additional capacity becomes available. Based on that, we expect a fast period of initial user adoption, according to our experience in our managed lanes portfolio users typically take approximately 2 to 3 years to become familiar with a new route configuration and the benefits it provides. Together, expected regional growth [indiscernible] little of suppress demand and anticipated progressive user adoption support, the traffic assumptions for the asset following its expected opening in 2034. Turning now to connectivity. This is one of the principal differentiators of our design, as stated by TDOT. When comparing the TDOT reference design with the [indiscernible] design, the number of interchanges connected more than doubled from 7% to 15%. With that, the share of corridor trips in scope increases from approximately 70% in reference design to 90% in our design which represents 1.4x more in scope trips than under the reference design. Entries and exits increased from approximately 0.8 per mile to approximately 1.2 per mile. The design includes more direct connectors instead of T-ramps and longer acceleration lanes designed to accommodate heavy vehicles entering safer at speed. These features make it easier for users to access the choice lanes across the corridor and create greater connectivity and thereby, travel convenience. At the same time, the optimized design reduces right-of-way requirements and lower community impacts. Overall, the design allows more trips to access the choice lanes with greater travel convenience for users and fewer impacts on surrounding communities. Moving to the pricing framework. The objective is to manage congestion and preserve reliable travel times as traffic conditions change. I-24 use dynamic pricing that responds to real-time demand no ceiling rates. The pricing framework establishes a soft toll cap and pricing goes above the top cap when the fine traffic or speed conditions are met. To rates about the soft cap can increase without a defined formula and with no maximum. Above certain pricing levels, a portion of the revenue is shared with [indiscernible]. The developer retains 100% of total revenues up to $3.2 per mile. Above that level, revenue share with [indiscernible] through the banks shown on the slide. The developer retains 50% between $3.2 and $4.8, 25% between $4.8 and $6.4 and 10% up of $6.4. The means of toll cap stands at $1.6 per mile. There is also a lower [indiscernible] cap of $0.8 per mile when volumes are below 500 passenger car equivalents per lane per hour, also most traffic across our portfolio operates above that level. The soft cap is [indiscernible] annually at the greater of 2.5% or the average of Tennessee GDP growth, U.S. CPI and 3%. And on cap pricing event may be trigger when traffic exceeds 1,500 passenger car equivalents per lane per hour when speed falls below 55 miles per hour. This is substantially easy to surpass based on our experience improving level of service to users. In addition, when a trigger is reached on one segment above sub cap pricing may also apply in the proceeding segment. This allows the pricing response to extend across connected sections of the corridor, helping manage congestion before it spreads further throughout the network. Heavy vehicles are subject to high pricing multiples from 3x for extended vehicles to 8x for large trucks. These multiples reflect the greater capacity used by larger vehicles. Overall, the combination of dynamic pricing, preceding segment pricing, annual escalation and differentiated heavy vehicle multiplies provides substantial operating flexibility while keeping the framework focused on reliable service for users. Our projections for I-24 are granted in extensive benchmarking against our 16 managed lanes portfolio. NTE35 West is the most relevant comparable particularly given a similar traffic mix. Importantly, the I-24 pricing framework and connectivity will apply 2035. Well, this is an illustrative comparison and not intending as a forecast, it provides additional support for the I-24 pricing framework. And together with our operating experience supports our confidence in the assumptions underlying our projections and expected returns adequate for the risk of the project. Let me now turn to the project construction and the measures we have taken to improve delivery visibility and reduce project impacts while mitigating inflation risk. Our innovative outside lane design is same as improving connectivity while reducing construction costs and minimizing disruption to existing users and surrounding communities. Approximately 30% of advanced design development has already been completed, increasing engineering visibility and pricing confidence. The delivery plan benefits from an early engagement with a significant local subcontract network and the capabilities to self-perform some activities. Inflation risk is mitigated through developer and granted protections, together with additional cost contingency. Moving on to the next slide, our managed lane's operational expertise provides differentiated know-how and unique operating insights and benchmarks. Estimating revenue requires a detailed understanding of several key variables and this is where our data analysis and insights from our operating portfolio give us a differentiated perspective. Specifically, there are important factors such as actual capital rates by backhaul type and time periods, the impact of connectivity and network access and how to increase in scope traffic, how quickly users adopt a new road configuration of how to improve [indiscernible] rates, understanding superior demand and how traffic returns when additional capacity becomes available, understanding how often pricing moves above the soft cap, how long it lasts and how users respond, estimating customer response to toll rate changes and understanding how segmentation configuration can be optimized to manage demand and maintain service quality. I would also like to mention that the bid has been also supported by partners. And our consortium includes 2 most experienced managed lanes operators, bringing complementary knowledge to both underwriting and the future operation of the asset. In short, the I-24 bid is underpinned by extensive proprietary analysis, proven operating experience and a detailed understanding of how manage lanes customers behave in practice. Turning to future enhancements. The concession creates a structured path to consider additional extensions over time. These potential enhancements were not included in the bid or in our projections. The agreement provides a structured path to develop potential note, Easter and software enhancements with TDOT. Any development is subject to TDOT approval. The developer holds the right to begin negotiations with TDOT. I-24 and any negotiated enhancements will form one connected network. The North enhancement is identified as the first potential enhancement in the development sequence. Moving now to the next steps. This slide sets out the main milestones from commercial close through service commencement. As you all know, commercial close was completed on the 30th of September. The next major milestone is financial close. The contractual deadline is July 2027, and we currently expect completion before that date. [indiscernible] breaking is expected in early 2029 with design and early construction works expected to start after financial close. Service commencement is expected in 2034 when the 50-year concession term will begin. In terms of interest rates, protection from the bidding submission up until the financial close, the financing framework includes agri protection for base freight risk and a substantial portion of margin risk from bid through financial close, bearing by debt instrument. For private activity bonds and taxable bonds, TDOT bears all base rate risk and 85% of margin risk. The developer bears the remaining 50% of margin risk and the volume risk for taxable bonds. For [indiscernible], TDOT keeps the rise of both amount and base rate risk. TDOT requires an investment-grade credit rating for the project debt bidding proposal. We cannot disclose information about equity and debt requirements or concessional payments until financial close due to confidentiality rules. Once we reach financial close, we'll be sharing information on concession value and financial structure that it is expected to provide adequate returns to equity even for a third-party projected revenues below our internal projections. This is expected to be a solid project with adequate returns even under more negative scenarios. Let me close by bringing other key messages from today's presentation. I-24 serves a highly congested corridor with multipurpose demand and a favorable pricing framework to manage congestion and pressure reliable travel time. Solid demographic, employment and economic growth prospects support the long-term outlook for the Nashville region. The differentiated design, advanced engineering and disciplined construction assumptions are aimed to support cost efficiency and risk mitigation. The bid is supported by operating insights and extensive experience across our manage lanes portfolio. We have maintained our disciplined approach to capital allocation, targeting a double-digit equity IRR calibrated to the project risk profile and complexity considering that this type of project is riskier than others. We also have a strong balance sheet capacity, and we intend to source the funds for the equity commitments for this project and if successful, I-25 in Atlanta mainly with cash generating in our operations and to a lesser degree with additional corporate debt, all within the framework of our BBB rating and excluding the equity raise at the Ferrovial level. We believe the market is at risk of overestimating the equity requirements of I-24. Details will be disclosed upon financial close. Lastly, we are excited about the attractive pipeline, and we are looking forward to the new management opportunities ahead, including I-25 East and I-77 South. Thank you for your attention, and I will now hand the presentation back for questions.

Operator operator
#3

[Operator Instructions] Our first question comes from Cristian Nedelcu from UBS.

Cristian Nedelcu analyst
#4

Could I please ask you in terms of the capture rates, roughly, could you give us an idea, I think based on public information, it seems that in Texas, your capture rates of the general purpose traffic is around 17% to 28%. I don't know if that's correct, but can you give us a bid your expectations here? Secondly, how many years does it -- do you believe ballpark? How many years does it take to reach 1,500 vehicles per lane hour? Just any color you could help us there. And in terms of the long-haul trucking, is it fair to assume that it could be more volatile than local traffic as they are more different options to choose when going for long-haul traffic rather than local traffic that is captured in the area? Do you agree or disagree maybe with this?

Ignacio Madridejos Fernández executive
#5

Cristian, yes, about the different questions that you asked, no, the first of all, capital raise, we are not disclosing, as you know, any information about our managed lanes. But of course, the information that we have from the managed lanes that we are operating today [indiscernible] as a base, not as a reference for the bid that we have submitted and estimated revenues, but we are not disclosing today any information about that. I was not clear about the second question. I think the traffic that you commented on 450,000. This is the information that was submitted by the TDOT. And it was information, if I remember well, of 2025. So I don't know well what you were asking about that question specifically. And about -- yes, go ahead.

Cristian Nedelcu analyst
#6

Sorry, just to apologies, I didn't express my question very clear. I was talking about the soft cap. I think the soft cap is reached when per hour per lane -- there are 1,500 vehicles. In regards to that, roughly, how many years do you think it could take to reach that type of traffic per hour per lane and trigger the soft cap above $1.6 per mile?

Ignacio Madridejos Fernández executive
#7

So sorry, because I didn't -- I misunderstood. So I understand that you are meaning about the soft cap. What we did, honestly, is take how -- what we are seeing now in our managed lanes, especially when we have the soft cap, that is the case of Dallas and applying with this level of traffic to this specific case. So what we -- our estimates are based on what we are seeing today, but we are not disclosing how we are seeing it. But as we commented, its substantially easier to surpass. So you say, compared to what we have in the Dallas-Fort managed lanes today that is a higher number. This also looks closer to the previous one is substantially easier to surpass under any situation. And of course, I mean, we have this reference with the 407 and other assets that we have. Regarding long haul, yes, what -- the difference is that, in this case, is more related to the U.S. GDP, but it's a route that is actually being used very frequently and it's a corridor that is essentially used and is the main alternative as commented previously for some routes. But it's not the only source of traffic to the corridor because has commented this is logistic area with some short holes. I mean, this [indiscernible] in the area, a logistics center in the area and also is a lot of commuters and also the traffic and airports. So I think we see that is very solid in terms of growth because there are different sources, both linked to Nashville and how it's growing in terms of population and economic activity and also related to the U.S. GDP as could be more the long-haul traffic.

Operator operator
#8

Our next question comes from Patrick Creuset from Goldman Sachs.

Patrick Creuset analyst
#9

Can you hear me?

Ignacio Madridejos Fernández executive
#10

Yes, we can hear you.

Patrick Creuset analyst
#11

Three questions, please. First is just to better understand, without being very specific in rough proportions, the $24.8 billion concession value promise to TDOT, would be correct to say that out of that $25 billion roughly, there's some upfront payment? And then when I look at your Slide 9, the bulk of that concession value would come essentially from revenue sharing payments? And then also, are they basically referring to future value is a discounted value of revenue sharing payments that you take into account?

Ignacio Madridejos Fernández executive
#12

Patrick, no, I think you are missing things. What is the concession value that, as we have commented previously, is something that will be disclosed at the time of the financial close, so we cannot give any additional information. What you have in Page 9 is what you are sharing about certain -- when you are above the 1,500 note that you are above the soft cap, then you can increase -- I mean, it's your decision, how much -- how fast you can increase to certain level the price and if you are certain thresholds, then you share something with the grantor. But this is independent of any concession value.

Patrick Creuset analyst
#13

Right. Are you saying this would come on top of the concession value you've committed? So when I look at the 50%, 75%, 90% profit shares potentially at higher price points, that would come on top of the $25 billion or is it included somewhere in the $25 billion, that's all I'm asking.

Ignacio Madridejos Fernández executive
#14

I will say that is independently of the concession value. And if you go above those numbers. .

Patrick Creuset analyst
#15

Okay. Second question, the soft cap of $160 million, is that a future value, i.e., like a 2035 value or value today that inflates until you start collecting tolls?

Ignacio Madridejos Fernández executive
#16

It is a 2025 value.

Patrick Creuset analyst
#17

And inflates until 2035?

Ignacio Madridejos Fernández executive
#18

Yes. Yes.

Patrick Creuset analyst
#19

Okay. question. Regarding the mandatory mode trigger level of 1,500 vehicles per hour, is that calculated alongside the entire road? Or can you look at specific segments of the road and then basically trigger on parts of the road depending on traffic level?

Ignacio Madridejos Fernández executive
#20

It's triggered by segment and as commented, and is triggered also for the precedent segment. So in one segment, you are reaching this 1,500 or 50 miles per hour, both of them are below what we see in Texas managed lanes, then is triggered in that segment. And then you can go above the $1.6 cap. And you can apply that not only to that specific segment but also to the preceding segment.

Operator operator
#21

Our next question comes from Dario Maglione from BNP Paribas.

Dario Maglione analyst
#22

Actually, just one question on construction cost risk. The $9.2 billion, is this fixed price? And can you explain to us exactly what is the potential risk of Ferrovial here like lets say this construction grows from $9 billion, it's $1 billion more, how much would be absorbed by Ferrovial?

Ignacio Madridejos Fernández executive
#23

Yes. This is -- as you know, the construction cost is something that we estimated by 3 teams independently and with a quite advanced design, the 30% that is unusual in these specific cases, and we have been working for this project for a long period of time and also with understanding what is the local supply chains and getting quotations from them and also analyzing our self-performing activities. And with that, we came with a fixed price that has some inflation risk mitigated by the developer and by the grantor to a fixed amount and then with the contingencies. In that price, we built enough contingencies, of course, for the risk that we see today and also, of course, things that potentially we don't know. So we feel comfortable with this price that is a fixed price but also has some mitigation in case of pricing escalations, as commented previously.

Dario Maglione analyst
#24

And so -- but if there is a cost over then, how is that split between the partners?

Ignacio Madridejos Fernández executive
#25

This is a fixed price as commented with some escalations. Yes, and if prices at the end, you have a profit or loss is the construction company, who bears the risk, yes?

Dario Maglione analyst
#26

And can I just ask a quick one, just a follow-up on the previous question. The $24.8 billion payment, is that an NPV calculation? Or is it a nominal amount?

Ignacio Madridejos Fernández executive
#27

As commented previously, this -- we cannot discuss any figure right now, and we have to wait to see with the financial close [indiscernible] confidentiality agreement as commented, and we cannot disclose anything more about that.

Operator operator
#28

The next question comes from Elodie Rall from JPMorgan.

Elodie Rall analyst
#29

I have still a few follow-ups and more questions. On the -- you mentioned that the start of the concession will be at the end of the construction phase. So does that mean that if there are delays in the construction phase, the 50-year start will be delayed as well? Second, is there any way you could share a bit of information that you think that competitors were missing in their bids to explain the difference in the bid level there? Third, what additional information would you provide at financial close? Would you give us some idea on IR that you target? And could you share with us already how the debt to equity split? Is it 2/3 debt [indiscernible] is that assumption fair? And then lastly, and related to that, I think important -- do you have a partner for the I-285 project now that [indiscernible] is out?

Ignacio Madridejos Fernández executive
#30

Okay. I will answer the first 2 questions, and then Ernesto will comment about the [indiscernible] information about [indiscernible]. Yes, the 50 years comments at the time of starting operations, so it will be whenever. If it is early, it's early and if it's later, it's later. Regarding the competitors, of course, is highly speculative because we don't know exactly what they did. One of the things that you should consider is how competitive the bids were in the sense if they have limited capital limitations, other kind of limitation when they place the bids. Some of them could have been a bit just to get the spend that is paid for presenting the bid. It's very difficult to know what the level of information and benchmark, they could do about managed lanes, especially with this pricing mechanism that is very different to previous ones. So it's very difficult to try to extrapolate the situation to other, I mean, managed lanes and try to get some value. But as I mentioned, it's highly speculative. What I can tell you is what we did. We presented an offer that we expect is going to create a lot of value for the company and even an offer that as we commented that we expect that also finance a close, it will be -- we'll get an adequate return even in situations that are more negative than our assumptions are the ones that we have seen in the market. And for partners, I think for the I-285, well, this is something that I don't know what has been disclosed. Of course, we have communicated that [indiscernible] decided a long time ago not to continue and that will continue with [indiscernible]. It does not mean that at some point, we may bring other partners, could be before commercial close or could be after financial close. So it could be when we opened the managed lanes, but we can always incorporate partners at different times, of course, at different prices, too. And then with that, Ernesto, you can comment about the information disclosure financial...

Ernesto Lopez Mozo executive
#31

Yes, so normally, at financial close, you will have the IRR that is the output of what is called the escrow business plan. That's usually what you see, right? And of course, there will be also an opportunity to apply the capital structure to other sorts of projections that are in the market as Ignacio mentioned before, and you will then see the returns that can be achieved even in that downside projections.

Operator operator
#32

The next question comes from Graham Hunt from Jefferies.

Graham Hunt analyst
#33

Just 2 questions from me. First one, you mentioned in the final remarks slide, the attractive pipeline of new opportunities ahead. Should we take that to mean that obviously, you've got a bid on for the 285. If you were to win that, do you feel like you would be comfortable with your current balance sheet to fund that as well? And then if you were to win 285 as well, would you -- should we assume you would still pursue additional opportunities in the U.S. like the I-77 South? And then second question, I just wanted to ask, you mentioned a couple of times that your IRR analysis was obviously adjusted for the scale and risk of the project. I don't know if there's any more color you can add to that. Just in [indiscernible] thinking this is a project which is sort of an order of magnitude larger than if not more of your existing projects, how you adjusted your risk assessment to accommodate that and ensure you achieve your targeted returns even in sort of downside scenarios?

Ignacio Madridejos Fernández executive
#34

I will answer the first question about the pipeline. And yes, of course, we commented that we bid for both projects. The I-24 and I-285 is both under the assumption that it will not need any capital increase, and we can fund it with the cash flows from our operating assets today and a limited extent also with some additional corporate debt at holding level. And yes, we'll continue winning for more projects. I think this is a very attractive pipeline, very good opportunities ahead. And yes, I think that we'll continue winning. Of course, the I-77, as you know, it was both again in favor by the Charlotte Transportation Authority. So we expect that this project will continue ahead and will get the RFP by the end of the year and then we'll be tendering hopefully at the end of the year or beginning of 2028, and we think is a very attractive project. And as you know, we have a consortium. And as part of it, we will bid for this project. And also hopefully, we can win similar to the I-285 and we can create value with these additional projects.

Ernesto Lopez Mozo executive
#35

Well, regarding the, Graham, the equity IRR hurdle, of course, is high in terms of what is needed for these projects, and we won't mention other specifics that recently maybe were a little bit tighter than this one is similar. What we've done is also look at many other things to support the bid, right? Like -- of course, all the benchmarking that Ignacio was mentioning before. And by the way, one of the things that is important to clarify is that the hurdle for the 1,500 vehicles is checked every 5 minutes. It's not that you have to wait for an hour for that, right? And we have ample data for that. So we've looked at all the different segmentation that we have in our different assets. to assess for affordability and [indiscernible], right? So it's not only the hurdle rate per se, but also all the analysis of these sensitivities and back in to have the solid backing of our expectation.

Operator operator
#36

Our next question comes from Jose Manuel Arroyas from Santander.

José Arroyas analyst
#37

A couple of questions, if I may. First, you mentioned earlier that the market could be underestimating the equity payments associated with I-24. Could you please tell us what Ferrovial's capital allocation policy might be after I-24 in particular? I wanted to ask you about the $600 million or so of annual share buybacks that Ferrovial is currently implementing as part of its shareholder remuneration. And I mean, do you expect to maintain that policy? Could we expect a shift to [indiscernible] dividend? If so, when would that happen, if at all? And also, how would these plans change if you were to win I-25 East in a couple of weeks' time? And Second question is about the financial close. I know you are not going to provide details, but qualitatively, is there any scenario that could from Ferrovial to reconsider your willingness to underwrite this project, especially what levels of ups or [indiscernible] you consider at a minimum for -- to underwrite this project?

Ignacio Madridejos Fernández executive
#38

I will answer the first one, and then Ernesto will answer the second one. And yes, as commented, yes, I think that the comment in the market may overestimate equity payments of this project. And as commented, we expect that with our operating cash flows from our portfolio today and also holding debt and maintaining the BBB rating. We think that we can do this project and if we win the I-285 and also additional projects in the future. So we are comfortable with that. Regarding the distribution policy, I think that it's not going to change in the sense that the Board will continue taking decisions every year, and it will be based on the expectations and opportunities we see of investments and also considering the cash flows that we see in the future. Of course, considering as usual, a rotation of mature assets with more value to third parties than to us and also as we usually do with the potential investments and opportunities that we may see in the future. So we don't expect to see a change to what we have been doing in the past and also, as I referenced historically, we have always given a dividend. Ernesto, you can go to the next.

Ernesto Lopez Mozo executive
#39

Yes. So I mean, you were talking specifically what happens with the financial close, depending on the availability of different financing structures. Well, the first one, I mean, you mentioned also [indiscernible] was covered during the presentation is the [indiscernible] duty and also the bidding documents clearly specify what can be done with -- if there's less availability of [indiscernible], for instance. Regarding [indiscernible], the first thing is that all the bid is submitted with rating -- investment grade rating from a variety of rating agencies, right? So our projections have been checked for their, let's say, lenders case with whatever short of the revenues they considered and we had that investment grade. So with investment grade, we also have let's say, the assessment of bulge bracket investment banks about how -- I mean, the size of what can be placed in the market, right? So therefore, I mean, with -- the market is not being closed in [indiscernible] rating and that assessment, we should be in good shape for the financial close with these instruments.

Operator operator
#40

Our next question comes from Cristian Nedelcu from UBS.

Cristian Nedelcu analyst
#41

Thank you very much for allowing me to follow up. Could I kind of ask you -- you mentioned it's easier to trigger mandatory modes on I-24 relative to some of your other roles. Could I kindly ask you to elaborate there which are the arguments? And secondly, just to come back [indiscernible] you have this slide that [indiscernible] volume risk sits with the Department of Transport. Just to make sure, could you elaborate what that means? Do you already have -- do you know exactly how much [indiscernible] you will get or that is still subject to change? And what -- could you elaborate what does the volume resets with the [ TDOT ]?

Ignacio Madridejos Fernández executive
#42

Yes, about the 1,500 or the shop cap that we need to trigger to to get and cap pricing [indiscernible]. In other managed lanes is different where we have a [indiscernible] that is higher than these numbers, it's 1,800 and also 60 miles per hour. And of course, with our data analysis and insights, we have been able to analyze how often for how long and under which events this will happen, based on the analysis that we have. And with that, we have taken the assumptions in order to estimate the revenues that we have placed in our offer. So of course, we cannot disclose how easier it is to surpass, it is not linear, so I don't think that is a small difference is quite large, the difference. But of course, we cannot share any information that is so that we don't want to share with the market in general. But of course, it's based on data and analysis, and it has taken us to precise, I mean, information that is included in our estimates but it's nothing that we can share with you today.

Ernesto Lopez Mozo executive
#43

Okay. And regarding the [indiscernible] volume price lies with the with the grantor and the final quantity. I mean, I mean, the final amount of [indiscernible] is not known yet. And for what that implies in terms of the [indiscernible] responsibility, you will have to wait for the financial close and there all the capital structure will be clear. I'm sorry that we cannot comment at this point in time.

Operator operator
#44

The next question comes from Nicolas Mora from Morgan Stanley.

Nicolas Mora analyst
#45

So a few from me. Just you -- so as Jose Manuel said, you put in the slide you feel the market overestimates the need for equity on the project. Do you mind sharing what that level is for you in terms of what you think consensus expects for equity? And that would be helpful. Second one, just -- we understand, I mean, you're pushing a fair amount of risk on the financing and funding to TDOT. But in the current market, where the rates are and the spreads are, and they've moved a lot since early July when you find the offering. How much would you cut the upfront payment today? Could you give us an idea of how much basically the current conditions in the market today would lead you to cut the offering of the upfront? And last point, in terms of tariff capture, apparently the [indiscernible] documents show there's a relatively low propensity to pay per user in Nashville. Is that something you expect as well? And last point, can you just confirm the stake you have in the projects that will be helpful. I think it's 65%, but just a confirmation.

Ignacio Madridejos Fernández executive
#46

So I will try to answer -- so let me know if I don't answer all the questions because of the -- there are 4 of them. So the first one, I think, unfortunately, we cannot give any more details right now of what our estimates are. And it's something that we'll disclose at the financial close. So you have to wait until then and even now it's an estimate, and we don't know the final figure until everything is closed. As we commented, the risk of funding is very mainly on the [indiscernible] according to the bidding rules is clearly how it is adjusted in case it is moving also it's a clear definition in the bidding rules about how it is adjusted in case it's changing. But to see the final numbers, we have to wait until the financial close. And about the propensity to pay, to me, what is very relevant in this case is several things. One is that the delay now in peak times is 36 minutes. So it's quite a long delay. Income per capita is higher than the average of the U.S. And so I think that, of course, we have taken consideration about willingness to pay and how it's evolving over time that is related also about the evolution of the income per capita. [indiscernible] is going to increase in the future. So we have taken all the assumptions as part of our model. And of course, we have incorporated it in our estimates. And the stake that we have, yes, I confirm you that we have 65% in this consortium that is the preferred bidder for the I-24. I don't know if I missed anything, Nicolas?

Nicolas Mora analyst
#47

No. Well, I see on the -- on the first question, we -- well, because you assess -- we are estimating the need for equity. I just wanted to know what your base is in terms of how much you think the market thinks you need equity? Is it $7 billion, $8 billion on your share, something around that. Just to know basically just by how much we may be end up being wrong by July next year? But if I may just also just one follow-up on the -- you talk about the potential extension. I think that got a few people excited early on. Any kind of extension, especially to the north, closer to [indiscernible] and to the airport. This is -- can you clarify this is fundamentally a almost [indiscernible] project, you would have some preferential rights, but you would basically have to almost rebid on these projects, if that comes to market or you generally have a kind of first refusal rights on any extension be north or south of the asset?

Ignacio Madridejos Fernández executive
#48

Yes. About -- so about the first question, we can't answer more than that. So I think that you have to wait until then. And as commented, we cannot give any idea about how much is overestimated. About the second is there are enhancements. One is in extension to the North -- is the highly congested area. So what -- of course, now users are asking for additional capacity. And I think for TDOT is a very good opportunity that is negotiating with the winner of the I-24 in order to build this extension. The [indiscernible], you have, if I remember well, 2 or 3 months, the winner has to show that they are interested in proceeding with this project. And then once you do that, we'll need to do the initial designs and because there is no impact, [indiscernible] the environmental permit for this segment. So will be needed an analysis of potential design and estimate about cost and revenues. And with that identifying if there is a payment of a subsidy. And based on that, will be negotiated with TDOT and is approved after the negotiation, then we will proceed with environmental permits and with a project that will be part of the I-24 project and -- but after a negotiated process with Tennessee [indiscernible] is similar to what we saw in the [indiscernible] ways that we have several extensions later because it's under the scope -- geographic scope of the concession and you negotiate with the [indiscernible] of course, they need to approve at the end and they have to agree with what is proposed and what we plan to do, but you have the right to negotiate with them.

Nicolas Mora analyst
#49

And this is a -- this is not in the base case?

Ignacio Madridejos Fernández executive
#50

It's not included in our base case and enhancements, no. [indiscernible] have to be profitable by themselves and each of them, they have to create value.

Operator operator
#51

Our next question comes from Graham Hunt from Jefferies.

Graham Hunt analyst
#52

Thanks for the follow-up, it was just on capital allocation again and sort of squaring with your obvious appetite to bid on more of these projects. Can you just remind us the scope of assets that you could potentially divest sort of ones that are currently sort of, let's say, ready for disposal and also would you consider maybe reducing your stake in some of your existing assets in order to meet equity commitments on these new projects?

Ernesto Lopez Mozo executive
#53

So I mean, basically, when we mentioned that we are funding this with our operating cash flow, it basically comes from dividends from projects. I mean we are not really looking to divest core assets or things like that. Of course, there is some type of business that we wrote in very frequently, let's say, in photovoltaic investment that's usually ripe for rotation pretty quickly. But in our numbers, what we have built for this funding, we haven't included anything like that, like what you're suggesting. So we can divest assets that are based on merits of the transaction per se and capital allocation, not that we have really thought of that as a source of funding. That is super important.

Operator operator
#54

The next question comes from Marcin Wojtal from Bank of America.

Marcin Wojtal analyst
#55

I've got several follow-ups. So maybe firstly, just on funding. What is the maximum amount of leverage at the corporate level of Ferrovial that you would be comfortable to operate with? And can you just remind us what are the leverage metrics that you are most closely monitoring? Okay. My question number two, I wanted to come back on Slide 9 where you disclose those revenue-sharing mechanisms depending on the pricing. But can you just explain, is it the only revenue-sharing mechanism that exists within I-24? Or is there a separate revenue sharing that is relating to the total revenue that the asset will generate irrespective of pricing? That would be quite useful to know. And maybe the last one, if you allow me a follow-up on your Slide 9. You're disclosing that based on your design, you see 1.4x, 1.3x to 1.4x more trips compared to the reference design of TDOT. But do you have visibility as to how your design compared to the design of other consortia that were also participating in the process? Is your design providing essentially significantly more traffic? I don't know if you can comment on that.

Ignacio Madridejos Fernández executive
#56

I'll answer the last 2 and then Ernesto will answer the first one. About any revenue sharing for that, I think you have to wait to the financial close to see that. So we cannot comment any further about that today. And about the connectivity, what I can say is that, of course, I think there are 2 things here. One is in scope traffic that as commented, is 95%. So it's most of the traffic that is used in the corridor is in scope. So at some point of time, we will access the the managed lanes. This is something that we have been evolving through time. So other assets they have -- that we have today, like it could be the 35 West today that has -- in the scope trips, the [indiscernible] scope is around -- is in the 70s, so it's much lower in some cases because you need -- you don't have physical space or in other cases, you need the permission from the grantor. So for different reasons, you may have a full scope. But in this case, we have been able to find in technical options that allow us to capture most of the traffic in the corridor. The second that is also equally important is the capture rates because it's not only that the traffic is in scope, but that the length of the [indiscernible] is the adequate. They are placed in the right position that you have second chances that -- so the type of intersection that you have. So these type of things are also relevant. And -- all these things are based on our knowledge and experience in previous managed lanes. And we are quite comfortable with the design that we have that we think is going to help us to increase the traffic to the managed lanes and also because of the design that the managed lanes are outside of the highway also that will have not to reduce [indiscernible] that are going to be needed and it's going to facilitate the construction during the traffic during the construction. So we are quite comfortable. I think that we have large teams that have been working about this project for a quite long period of time. 35% of the sign is quite unusual for these type of projects, expensive too. But the thing is worth because it help us to identify opportunities that it's difficult to say that to them or not. But what I think is that this is the result of years of experience in managing and bidding for managers.

Ernesto Lopez Mozo executive
#57

Okay. And regarding the metrics for the corporate debt, I mean we have a proxy that is not exactly what the rating agencies do. I mean we always talk about proxy being 2x net debt-to-EBITDA. And here, the EBITDA is, I mean, mainly the dividends that we get from projects and also the -- well, the EBITDA from construction, let's say, and other divisions, right? So what you need to bear in mind, this is long construction period and the equity is back ended. And the growth of our dividends in the portfolio keeps supporting all the needs, right? That's the reason why we say that the main source is the dividends that we get from projects and then to a lesser degree, additional leverage at the corporate level. .

Operator operator
#58

There are no further questions at this time. I will now hand the line back to Silvia at the Ferrovial team. Thank you very much.

Silvia Ruiz executive
#59

Hello. Sorry. We have many questions here on the webcast. I'm starting reading -- first set of question comes from Victor Acitores from Bernstein. First question, what explains your construction costs far below ACS consortium offer?

Ignacio Madridejos Fernández executive
#60

As commented previously, we estimate cost with 3 independent teams and with a very advanced design and also with connection with the local supply chains and local subcontractors and also we have been preparing to self-perform in this area that -- so I think we have been preparing for a long period of time, and we came with these numbers that the number that we have is very close to one of the bids that -- we're not asking almost were considered not a payment to the grantor. So we think that's a very conservative one and our construction cost was very close. It's true that there was one offer that was lower, one that is higher to me, $12 billion, that is $4 billion above the lowest looks another [indiscernible] more than that is the norm. I think that the other thing to consider is that lowest bidder with the construction cost is correct. With this $4 billion, the construction companies will pay 0 equity. Also I mean it's something that you have to consider because maybe there are other reasons for this high price.

Silvia Ruiz executive
#61

Next question from Victor as well. How much flexibility the bidders have in designing the timing profile of concession payments? How confident is Ferrovial that the concession payment structure change is fully protected from legal challenges by our successful bidders? What level of chances easy to appeal structure changes? How much time could take an appeal just in case?

Ignacio Madridejos Fernández executive
#62

Our data -- as commented previously, we cannot give further details about the concession payments. It's something that will be disclosed at the time of the financial close. What I have to say everything that we are negotiating today is something that is usual when you have a financial close nothing exceptional. And of course, everything that you may negotiate is according to the bidding rules. So because of that, we don't have expectations that there could be any challenge to -- after financial close, but you never know. And I don't know exactly how it will work because we are not now considering that alternative. But I think that everything is according to the bidding rules. So we feel very comfortable about that.

Silvia Ruiz executive
#63

Next question from Victor. What happened if financial close is not reached? What are currently viewed as the principal risk to timely financial close? Could the equity requirements be reduced over time through syndication or the entry of infrastructure investors? Could a worry of the I-285 East effect the view of financing the project?

Ernesto Lopez Mozo executive
#64

Okay. Victor. So well, basically, the -- as I mentioned before, the project has an investment-grade rating from multiple agencies. Investment-grade projects are financed in the capital markets regularly. We also have the assessment of investment banks about the size. So we really expect -- this is a great project, and we expect it to close normally. I mean, super unlikely event that the financial close is not reach. Of course, there's flexibility in the contract to move forward. But I will insist, I mean, this is a great project, and that's what we expect to happen. Regarding the equity requirement, I mean this is like any other asset, right? I mean we have the merits [indiscernible] risk return adjustment. So ask me this question after financial close. And you'll see, of course, we are open in different circumstances for partners. And in terms of the award of the I-285 E affecting the view of financing the project, no, we see similarities. We are lucky to to win, we would be looking forward to maybe a similar process.

Silvia Ruiz executive
#65

Okay. Last question from Victor. What traffic and revenue growth are you assuming after ramp-up? Are you expecting average toll far away your other managed lanes assets? What percentage of revenues do you expect from light vehicles versus heavy vehicles?

Ignacio Madridejos Fernández executive
#66

Well, about the first question, about the traffic and revenue growth after ramp-up. Now we explained before what you have to do to estimate the 2034 traffic and at least to consider that period of time, with growth in this period of time and also the [indiscernible] traffic and also ramp up. But after that, what you have to look mainly is about Nashville and how the city could be growing and and how -- I mean, the activity -- the income per capita is going to evolve the population and economic activity. And I think that's something important that you have to consider because I think that we've seen as [indiscernible] as a region with -- could grow a lot and that I think that is is relevant for the future. Regarding the other question -- the other question that -- how it was compared the toll per mile compared to the other managed lanes, what we commented that probably the most relevant comparable to I-24 is the 35 West. In this case, 35 West is a corridor with long-haul heavies traffic. It's also an area with a lot of logistic centers and activity. And also you have a downtown that has a lot of commuters and it's very congested. So in that sense, that's why when I was commented in the presentation, I mentioned the 35 West has the most comparable, and it's what we took in order also for our analysis and for our estimates. And that's why I commented that the I-24 [indiscernible] and connectivity were applied to 35 West ending that with the current traffic profile, in this case, the revenue per lane per mile will significantly increase. We cannot give further disclosure of how much, but what you can consider is that, of course, we are taking our operational expertise in other managed lanes to compare. And with this pricing mechanism connectivity that we have that is, in this case, connectivity is 95% compared to the 70s that we have in the 35 West. So in that case, it's a relevant change. And regarding the percentage of revenues from lanes of heavies, we are not disclosing any information, but again, we commented several times that for managed lanes, the 35 West is the one that has more heavy vehicles, and we are taking a comparable with the 35 West. That's why we are considering that this is also a corridor with a lot of heavy vehicles, not only for long distance, but also for activity and logistic centers in the area.

Silvia Ruiz executive
#67

Okay. Next set of questions comes from Filipe Leite from CaixaBank. First question, how does the expected equity IRR from the project compared with your recent managed lane wins? And what percentage of project value is derived from dynamic pricing above the soft cap?

Ignacio Madridejos Fernández executive
#68

Now regarding the -- as commented previously, we have commented several times that it's a double-digit equity IRR that is adjusted to the risk of the projects. And in this case, what we see is more risk, is a larger project, you have more financial risk, you have more construction risk, is a new state, is the first [indiscernible] in the States. So of course, it's a project with more risk than the others in the past. And what percentage [indiscernible] dynamic pricing about [indiscernible] is something that we are not disclosing. But as commented previously, what we see is that it's much easier than in other managed lanes with soft cap to reach these numbers is all what we can say today, but I think that is a relevant thing to consider.

Silvia Ruiz executive
#69

Okay. Next question comes from Andy Jones from HSBC. How much has delay minutes increased since the 2016 traffic study in Slide 6?

Ignacio Madridejos Fernández executive
#70

Yes. Thank you for the question. Delays have increased from 3 to 8 hours a day in the [indiscernible] direction and from 4 to 11 in the [indiscernible] and the [indiscernible] delay is over 5 minutes.

Silvia Ruiz executive
#71

Next question comes from [indiscernible]. Given the leverage required for financing and construction, by when would you expect the concession to pay its first dividend to its shareholders? Is there any clause that prevents the construction of a free alternative?

Ernesto Lopez Mozo executive
#72

Well, regarding the capital structure, I mean, you need to bear with us to see the leverage details. It's true that what we are working on is capital structure where we could have dividends earlier on, right? So we are working on that. Okay. And well, the other question was, if I'm correct, there was any clause that prevented the construction of a free alternative? Well, here, you have to look at the different plans that are in place, how the basically layout is. So it's more physical limitations that would be faced here, right? So probably doesn't make sense. I mean the TDOT is looking more is through the other managed lanes that is not really an alternative is something different.

Silvia Ruiz executive
#73

Sorry, I was muted, apologies. Next question comes from Kenton Moorhead from the DWS. Do the revenue share [indiscernible] as well? Or are they static through concession life?

Ignacio Madridejos Fernández executive
#74

No, they inflate with the same explanation that we saw before, greater of 2.5% versus average of State GDP, U.S. CPI and 3%. So it's moving exactly the same with the soft company.

Silvia Ruiz executive
#75

Next question comes from [indiscernible]. What is such a secret the timing of the [indiscernible] concession payment? Have you seen the share price where you cannot clarify this overhang and give investors a bit of relief?

Ignacio Madridejos Fernández executive
#76

Well, thank you for the question. Yes, of course, if we could, we'll be more than happy not to share with you that information and the equity and concession and debt, but we are under NDA with a confidentiality agreement, and we cannot share that information. The focus for us is how to maximize and create value. I think this is the most important thing. And our view is about the long term, not about the short term. And whatever we can disclose, we'll do. And of course, we care about the short term too, I think is important about how we create value. But as soon as we can disclose more information we'll do.

Silvia Ruiz executive
#77

Okay. Next question, and I think is the last one is from Harry from Deutsche Bank. Am I understanding it right that the price caps, 0.8 mile and 1.6 per mile are inflated each year, but the adjustment factor, but what about the $3.2 threshold?

Ignacio Madridejos Fernández executive
#78

Yes, all rates are multiplied with the indicator that I mentioned before. So yes, it is the case for all of them. So I think there are no more questions now, Silvia. So I think that with that I appreciate all of you joining the call and all the questions. Hopefully, it will help us help a little bit to clarify with the information that we are able to serve. And as commented previously, financial close, we'll share with you more information. And hopefully, at that time, all of you shared with us that this is a great project that potentially could create a lot of value for Ferrovial. Thank you very much all of you for joining us today. Bye.

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