# S&P Credit Trend Analysis for FERROVIAL SA (2021-2022) ## Step 1: Identify the Relevant Industry FERROVIAL SA is a Spanish infrastructure company operating across multiple segments including: - Transportation infrastructure (toll roads, airports, ports) - Construction services - Infrastructure investments The company's primary business aligns with the **Transportation Infrastructure** methodology provided in the S&P guidelines. However, FERROVIAL operates as an integrated multi-service infrastructure company with meaningful construction and services operations alongside infrastructure concessions. The methodology guidance indicates that we should apply the transportation infrastructure framework for the infrastructure-related portions of the business, while recognizing diversification into construction and services. For this analysis, I will apply the **Transportation Infrastructure** methodology as the primary lens, supplemented by general corporate adjustments where necessary. ## Step 2: Estimate 2021 Adjusted_EBITDA ### Reconstruct 2021 EBITDA: From the income statement for FY 2021 (period 2021-01-01 to 2022-01-01): - Revenue: €6,910M - Operating Expense: €6,301M - Gross Profit: €610M - Amortization Expense: €270M - Operating Profit before impairments: €340M - Impairment and disposal gains: €1,139M (significant gain, nonrecurring) **Reconstructed EBITDA (2021):** - Operating Profit before impairments: €340M - Add: Amortization: €270M - **EBITDA (before adjustments): €610M** ### Apply Adjustments: **Lease Adjustments (IFRS 16):** - Current Lease Liabilities (2022-01-01): €58M - Noncurrent Lease Liabilities (2022-01-01): €115M - Total operating leases: ~€173M (balance sheet representation) - Estimated 2021 lease expense (approximation): ~€65M annually - Add back: €65M (lease interest and principal portion) **Nonrecurring Items (2021):** - Impairment and gains/losses on disposal: €1,139M (nonrecurring gain) - The methodology requires removing nonrecurring gains from EBITDA normalization - However, this is already excluded from the operating EBITDA calculation above - Discontinued operations profit: €361M (nonrecurring) - Less discontinued operations from EBITDA: approximately -€332M (estimated EBITDA contribution) - The €1,139M exceptional gain should not be added back as it's nonrecurring upside **Pension Adjustments:** - Noncurrent Provisions for Employee Benefits (2022-01-01): €3M - Not material; minimal adjustment needed **2021 Adjusted_EBITDA:** ``` EBITDA (reported operations): €610M Add: Lease adjustments: €65M Less: Nonrecurring discontinued operations EBITDA: €0M (conservatively included in base) Adjusted_EBITDA (2021): €675M ``` ## Step 3: Estimate 2021 FFO ### Calculate Cash Interest (2021): From the cash flow statement: - Interest Paid (Financing Activities): €295M ### Calculate Cash Taxes (2021): From the cash flow statement: - Income Taxes Paid: €155M ### FFO Calculation (2021): ``` FFO = Adjusted_EBITDA - Cash_Interest - Cash_Taxes FFO (2021) = €675M - €295M - €155M FFO (2021) = €225M ``` ## Step 4: Estimate 2021 Adjusted_Debt ### Components: **Reported Debt (2022-01-01):** - Noncurrent Borrowings: €9,513M - Current Borrowings: €1,096M - Total Reported Debt: €10,609M **Adjustments:** *Operating Leases (IFRS 16):* - Current Lease Liabilities: €58M - Noncurrent Lease Liabilities: €115M - Total: €173M *Pension Deficit:* - Noncurrent Provisions for Employee Benefits: €3M - Minimal, ~€3M *Hybrid Debt:* - Other Equity Securities (perpetual subordinated bonds component): €507M (treated as quasi-debt) - However, these are classified as equity, so conservative treatment suggests partial inclusion - Include 50% of hybrid securities: €254M *Guarantees and other debt-like items:* - No material guarantees disclosed **Eligible Cash:** - Cash and Cash Equivalents (2022-01-01): €5,536M - Less: Restricted Cash for Infrastructure Projects: €207M + €47M = €254M - Cash available for debt reduction: €5,536M - €254M = €5,282M ### Adjusted Debt (2021): ``` Reported Debt: €10,609M Add: Operating Leases: €173M Add: Pension Deficit: €3M Add: Hybrid Debt (50%): €254M Gross Adjusted Debt: €11,039M Less: Eligible Cash: €5,282M Adjusted_Debt (2021): €5,757M ``` ## Step 5: Calculate 2021 Adjusted_Debt / Adjusted_EBITDA ``` Ratio (2021) = €5,757M / €675M Adjusted_Debt / Adjusted_EBITDA (2021) = 8.53x ``` **Note:** This is a notably high leverage ratio, reflecting the significant cash position relative to debt. This is typical for infrastructure companies with large project pipelines. ## Step 6: Calculate 2021 FFO / Adjusted_Debt ``` Ratio (2021) = €225M / €5,757M FFO / Adjusted_Debt (2021) = 0.039 or 3.9% ``` ## Step 7: Estimate 2022 Adjusted_EBITDA ### Reconstruct 2022 EBITDA: From the income statement for FY 2022 (period 2022-01-01 to 2023-01-01): - Revenue: €7,551M - Operating Expense: €6,825M - Gross Profit: €728M (including fair value adjustments) - Amortization Expense: €299M - Operating Profit before impairments: €429M - Impairment losses: €6M (minimal, nonrecurring) **Reconstructed EBITDA (2022):** - Operating Profit before impairments: €429M - Add: Amortization: €299M - **EBITDA (before adjustments): €728M** ### Apply Adjustments: **Lease Adjustments (IFRS 16):** - Current Lease Liabilities (2023-01-01): €64M - Noncurrent Lease Liabilities (2023-01-01): €120M - Estimated 2022 lease expense: ~€68M annually - Add back: €68M **Nonrecurring Items (2022):** - Impairment and disposal losses: €6M (minimal loss) - Discontinued operations profit: €64M (nonrecurring) - Estimate discontinued EBITDA: ~€155M - Less discontinued operations EBITDA from normalization: €0M (conservatively included) **Pension Adjustments:** - Noncurrent Provisions for Employee Benefits (2023-01-01): €2M - Minimal adjustment **2022 Adjusted_EBITDA:** ``` EBITDA (reported operations): €728M Add: Lease adjustments: €68M Adjusted_EBITDA (2022): €796M ``` ## Step 8: Estimate 2022 FFO ### Calculate Cash Interest (2022): From the cash flow statement: - Interest Paid (Financing Activities): €329M ### Calculate Cash Taxes (2022): From the cash flow statement: - Income Taxes Paid: €82M ### FFO Calculation (2022): ``` FFO = Adjusted_EBITDA - Cash_Interest - Cash_Taxes FFO (2022) = €796M - €329M - €82M FFO (2022) = €385M ``` ## Step 9: Estimate 2022 Adjusted_Debt ### Components: **Reported Debt (2023-01-01):** - Noncurrent Borrowings: €10,776M - Current Borrowings: €877M - Total Reported Debt: €11,653M **Adjustments:** *Operating Leases (IFRS 16):* - Current Lease Liabilities: €64M - Noncurrent Lease Liabilities: €120M - Total: €184M *Pension Deficit:* - Noncurrent Provisions for Employee Benefits: €2M *Hybrid Debt:* - Other Equity Securities: €508M - Include 50%: €254M *Guarantees and other debt-like items:* - No material guarantees **Eligible Cash:** - Cash and Cash Equivalents (2023-01-01): €5,130M - Less: Restricted Cash for Infrastructure Projects: €168M + €38M = €206M - Cash available for debt reduction: €5,130M - €206M = €4,924M ### Adjusted Debt (2022): ``` Reported Debt: €11,653M Add: Operating Leases: €184M Add: Pension Deficit: €2M Add: Hybrid Debt (50%): €254M Gross Adjusted Debt: €12,093M Less: Eligible Cash: €4,924M Adjusted_Debt (2022): €7,169M ``` ## Step 10: Calculate 2022 Adjusted_Debt / Adjusted_EBITDA ``` Ratio (2022) = €7,169M / €796M Adjusted_Debt / Adjusted_EBITDA (2022) = 9.01x ``` ## Step 11: Calculate 2022 FFO / Adjusted_Debt ``` Ratio (2022) = €385M / €7,169M FFO / Adjusted_Debt (2022) = 0.0537 or 5.37% ``` ## Step 12: Credit Trend Classification ### Signal 1: Leverage (Adjusted_Debt / Adjusted_EBITDA) ``` Change = Ratio(2022) - Ratio(2021) Change = 9.01x - 8.53x Change = +0.48x ``` **Assessment:** +0.48x ≥ +0.2x → **DETERIORATING** The company's leverage increased by 0.48 turns year-over-year, which exceeds the deteriorating threshold of +0.2x. This reflects both increased absolute debt (from €11,039M to €12,093M, +€1,054M) and a modest improvement in EBITDA (from €675M to €796M, +€121M). ### Signal 2: Cash-Flow Coverage (FFO / Adjusted_Debt) ``` Change = Ratio(2022) - Ratio(2021) Change = 0.0537 - 0.039 Change = +0.0147 ``` **Assessment:** +0.0147 is between -0.03 and +0.03 (exclusive) → **STABLE** The FFO-to-debt ratio improvement is modest (approximately 1.5 percentage points), remaining within the stable range. While the numerator (FFO) improved significantly (+€160M or +71%), this was offset by the denominator (Adjusted Debt) increasing (+€1,412M or +25%), resulting in a modest overall improvement in the coverage ratio. ### Combined Assessment: **Signal 1 (Leverage):** Deteriorating (+0.48x) **Signal 2 (Coverage):** Stable (+0.0147) The signals conflict. I must reason about which is more material: **Analysis of Conflicting Signals:** 1. **Magnitude relative to thresholds:** - Leverage change: +0.48x vs. threshold of +0.2x (2.4x the threshold) - Coverage change: +0.0147 vs. threshold of ±0.03 (0.49x the threshold) The leverage deterioration is much more pronounced relative to its threshold. 2. **Debt composition and drivers:** - Absolute debt increased by €1,054M while EBITDA increased only €121M - This indicates debt growth was substantially outpacing operational improvement - The increase in debt appears driven by infrastructure investments and project financing needs (Investments in Infrastructure Projects increased from €11,185M to €13,667M, +€2,482M) 3. **Context from company operations:** - Revenue growth: +9.3% (€6,910M to €7,551M) - EBITDA growth: +18.1% (€675M to €796M) - However, debt growth: +9.5% (€11,039M to €12,093M) While operational performance improved, debt growth outpaced EBITDA expansion, which is the key concern for credit quality. 4. **Interest coverage:** - Cash interest increased from €295M to €329M (+11.5%) - This tracks with the debt increase but remains manageable given FFO improvement 5. **Transportation Infrastructure methodology consideration:** - For infrastructure operators, increasing leverage to finance growth is typical - However, the leverage ceiling is still a critical consideration - At 9.01x adjusted leverage, the company is at an elevated level - The fact that leverage *increased* despite operational improvement suggests the capex cycle is front-loaded **Conclusion on conflicting signals:** The **Leverage signal (Deteriorating) is more material** than the Coverage signal (Stable) because: - The deterioration is 2.4x the threshold, while coverage improvement is only 0.49x the threshold - In infrastructure finance, leverage ratios are the primary credit metric, particularly when debt is growth-driving - The absolute increase in leverage (0.48x) is meaningful and suggests debt is being deployed faster than EBITDA growth can absorb it - The coverage improvement, while positive, is marginal and does not fully offset the deterioration in the leverage position Applying conservative bias toward the more negative signal: **DETERIORATING** Deteriorating