I'll work through this step-by-step, identifying the relevant industry and calculating the S&P-adjusted debt-to-EBITDA ratio for Veolia Environnement. ## Step 1: Identify the Relevant Industry Veolia Environnement is a **water and waste management utility company**. Looking at the provided methodologies: - **Regulated Utilities**: Covers water utilities with comprehensive regulation - **Transportation Infrastructure**: Not applicable - **Oil and Gas E&P**: Not applicable - **Unregulated Power and Gas**: Not applicable Veolia operates in the **water utility sector**, which falls under **Regulated Utilities** (specifically "Water" subsector). However, Veolia also has significant waste management and environmental services that may have both regulated and unregulated characteristics. Given the company's primary identity as a water utility with regulated characteristics, I'll apply the **Regulated Utilities** methodology, but note that Veolia has hybrid characteristics. Actually, re-reading more carefully: Veolia is a **multi-utility** providing water, waste, and energy services. The "Multi-utilities" category falls under Regulated Utilities. However, much of Veolia's business (particularly waste and environmental services) operates under concession contracts rather than pure rate-of-return regulation. Given the concession-based nature of much of Veolia's infrastructure, I should consider whether **Transportation Infrastructure** methodology might apply for concession-based assets. However, the Regulated Utilities methodology explicitly covers water utilities with concessions. I'll proceed with the **general corporate baseline** approach as the primary framework, incorporating relevant elements from the regulated utilities methodology where applicable, since Veolia's business model spans regulated utilities and concession-based infrastructure. ## Step 2: Estimate Adjusted_Debt ### Baseline Formula: Adjusted_Debt = (reported_debt + leases + pension_deficit + guarantees + hybrid_debt_portion + other_debt_like_items) - eligible_cash ### Components from the financial statements: **Reported Debt (Financial Liabilities):** - Noncurrent Financial Liabilities Excluding Concession Liabilities (2023-01-01): 19,692,100,000 EUR - Current Financial Liabilities Excluding Concession Liabilities (2023-01-01): 6,521,400,000 EUR - Noncurrent Concession Liabilities (2023-01-01): 1,680,500,000 EUR - Current Concession Liabilities (2023-01-01): 243,200,000 EUR Total Financial Liabilities = 19,692,100,000 + 6,521,400,000 + 1,680,500,000 + 243,200,000 = **28,137,200,000 EUR** Note: Under IFRS, concession liabilities are financial liabilities. However, for S&P purposes, we need to consider whether these are "debt-like." For regulated utilities, S&P notes: "We deconsolidate securitized debt (and associated revenue and expense) that has been accorded specialized recovery provisions." For water concessions, the concession liabilities are typically non-recourse or project-finance in nature. However, S&P typically treats concession liabilities as debt-like obligations. I'll include them but note they may be treated differently. Actually, re-reading the methodology more carefully: For regulated utilities, the focus is on "purchased power methodology" and "regulatory accounting." For companies with concession arrangements, the Transportation Infrastructure methodology mentions concessions explicitly. Let me use a more standard approach: **Total Debt = Noncurrent Financial Liabilities + Current Financial Liabilities + Bank Overdrafts** From the balance sheet (2023-01-01, which is end of 2022): - Noncurrent Financial Liabilities Excluding Concession Liabilities: 19,692,100,000 - Noncurrent Concession Liabilities: 1,680,500,000 - Noncurrent Lease Liabilities: 1,656,200,000 - Current Financial Liabilities Excluding Concession Liabilities: 6,521,400,000 - Current Concession Liabilities: 243,200,000 - Current Lease Liabilities: 496,500,000 - Bank Overdrafts And Other Cash Position Items: 213,600,000 **Total Reported Debt** = 19,692,100,000 + 1,680,500,000 + 1,656,200,000 + 6,521,400,000 + 243,200,000 + 496,500,000 + 213,600,000 = **30,503,500,000 EUR** Wait - I need to be more careful. The "Noncurrent Financial Liabilities Excluding Concession Liabilities" and "Current Financial Liabilities Excluding Concession Liabilities" already exclude leases. Let me check if lease liabilities are separate. Looking at the structure: - "Noncurrent Financial Liabilities Excluding Concession Liabilities" = 19,692,100,000 - "Noncurrent Lease Liabilities" = 1,656,200,000 (separate line) - "Noncurrent Concession Liabilities" = 1,680,500,000 (separate line) So total noncurrent debt-like liabilities = 19,692,100,000 + 1,656,200,000 + 1,680,500,000 = 23,028,800,000 Similarly for current: - "Current Financial Liabilities Excluding Concession Liabilities" = 6,521,400,000 - "Current Lease Liabilities" = 496,500,000 - "Current Concession Liabilities" = 243,200,000 - "Bank Overdrafts And Other Cash Position Items" = 213,600,000 Total current debt-like = 6,521,400,000 + 496,500,000 + 243,200,000 + 213,600,000 = 7,474,700,000 **Gross Reported Debt** = 23,028,800,000 + 7,474,700,000 = **30,503,500,000 EUR** **Leases:** Already included above (1,656,200,000 + 496,500,000 = 2,152,700,000). Under IFRS 16, leases are already on balance sheet. For S&P purposes, we typically don't add them again if already included in financial liabilities. However, the baseline formula says "+ leases" - this is typically for operating leases not already capitalized. Since IFRS 16 is in effect and leases are capitalized, I'll treat these as already in reported debt. Actually, let me re-read: The formula says "reported_debt + leases" - this suggests adding leases if not already in reported debt. Under IFRS 16, they are in reported debt. So no additional lease add-back needed beyond what's already included. **Pension Deficit:** No explicit pension deficit information is provided. The "Noncurrent Provisions" (2,844,400,000) and "Current Provisions" (1,015,300,000) may include pension-related items, but without specific pension deficit data, I'll assume **0** for pension deficit. **Hybrid Debt Portion:** Looking at equity: "Titres Super Subordonnes ADuree Indeterminee" (Deeply Subordinated Securities) = 3,496,300,000 EUR at 2023-01-01. These are hybrid instruments. S&P typically treats 50% of hybrid debt as equity and 50% as debt for non-financial corporates, or uses the equity credit assigned by their hybrid criteria. For deeply subordinated perpetual securities, S&P typically assigns 50% equity credit (i.e., treats 50% as debt). However, looking at the cash flow statement: "Issue Repayment Of Deeply Subordinated Securities" = -500,000,000 (negative means repayment), and "Contribution Of Hybrid Debt Suez SA" = 1,623,900,000. The baseline formula says "+ hybrid_debt_portion" - this means we add the portion that S&P treats as debt. If S&P gives 50% equity credit, then 50% is treated as debt. Hybrid debt portion to add = 3,496,300,000 × 50% = **1,748,150,000 EUR** Wait - actually, I need to think about this more carefully. The formula says "hybrid_debt_portion" which typically means the portion that is treated as debt-like. If the instrument is 50% equity credit, then 50% is debt-like. But these are already in equity on the balance sheet (under "Titres Super Subordonnes ADuree Indeterminee" which is part of equity). Actually, looking at the equity section: - "Titres Super Subordonnes ADuree Indeterminee" 2023-01-01: 3,496,300,000 This is classified as equity under IFRS. For S&P purposes, we reclassify the debt-like portion to debt. So we add the debt-like portion (typically 50% for deeply subordinated perpetuals) to debt. **Guarantees:** No specific guarantee information provided. Assume **0**. **Other Debt-Like Items:** - Derivative financial liabilities (noncurrent): 720,200,000 - Derivative financial liabilities (current): 883,400,000 These are typically not debt-like in the same way - they're mark-to-market items. However, if these represent hedges of debt, they might be netted. I'll exclude these as they're typically not added in standard S&P adjustments. - Deferred tax liabilities: 2,640,100,000 - these are not debt-like, they're a normal operating liability. - Operating payables: 19,475,200,000 - these are operating, not debt-like. Looking at "Actifs Financiers Operationnels" (Operating Financial Assets): - Noncurrent: 1,193,800,000 - Current: 182,800,000 These are operating financial assets, not necessarily debt-like liabilities on the other side. For "other debt-like items," I should consider if there are any material items. The "Nonconsolidated Other Securities" of 112,500,000 and "Nonconsolidated Suez Shares" (was 3,721,000,000 at 2022-01-01, now seems to be gone or consolidated). These are assets, not liabilities. I'll assume **0** for other debt-like items beyond what's already captured. **Eligible Cash:** - Cash And Cash Equivalents 2023-01-01: 9,012,200,000 - Less: Bank Overdrafts And Other Cash Position Items: 213,600,000 Net cash position = 9,012,200,000 - 213,600,000 = 8,798,600,000 However, S&P typically uses "Cash And Cash Equivalents" less any restricted cash. Assuming no restricted cash, eligible cash = **9,012,200,000 EUR** (or we could net against overdrafts). Actually, standard practice is to use gross cash and gross overdrafts separately, or net if there's a right of offset. I'll use Cash And Cash Equivalents = 9,012,200,000. But wait - the formula says "- eligible_cash". Let me use 9,012,200,000 as eligible cash, but note that we might need to subtract overdrafts from debt or net them. Actually, looking more carefully at standard S&P methodology: they typically deduct "available cash" which is cash and liquid investments minus restricted cash. Bank overdrafts are typically already included in current debt. Let me recalculate with cleaner categorization: **Debt components:** - Noncurrent Financial Liabilities Excluding Concession Liabilities: 19,692,100,000 - Current Financial Liabilities Excluding Concession Liabilities: 6,521,400,000 - Noncurrent Concession Liabilities: 1,680,500,000 - Current Concession Liabilities: 243,200,000 - Noncurrent Lease Liabilities: 1,656,200,000 - Current Lease Liabilities: 496,500,000 - Bank Overdrafts: 213,600,000 Total = 30,503,500,000 **Hybrid debt to add (50% of deeply subordinated securities):** 1,748,150,000 **Adjusted Gross Debt** = 30,503,500,000 + 1,748,150,000 = **32,251,650,000 EUR** **Eligible Cash** = 9,012,200,000 EUR **Adjusted_Debt** = 32,251,650,000 - 9,012,200,000 = **23,239,450,000 EUR** Wait - I need to reconsider the concession liabilities. For regulated utilities with concessions, S&P may treat these differently. Looking at the Transportation Infrastructure methodology: "When operating under a concession, the company is required to repay its debt before the assets return to the grantor." For water concessions, these are typically "concession liabilities" representing the obligation to return assets in good condition. They are debt-like but may have different treatment. Actually, re-reading the Regulated Utilities methodology: "Where substantial seasonal working capital requirements...distort leverage measures, we adjust inventory and debt balances..." and "We deconsolidate securitized debt (and associated revenue and expense) that has been accorded specialized recovery provisions." For Veolia, the concession liabilities are not securitized debt but rather IFRS-accounted obligations. I'll keep them in debt for now. However, I want to double-check: are concession liabilities already included in "Financial Liabilities"? The line says "Noncurrent Financial Liabilities Excluding Concession Liabilities" - so no, they're excluded and reported separately. This confirms my approach. Let me also verify the 2022-01-01 numbers to understand the year-over-year change: - Noncurrent Financial Liabilities Excluding Concession Liabilities 2022-01-01: 10,462,500,000 - Noncurrent Concession Liabilities 2022-01-01: 1,588,400,000 - Noncurrent Lease Liabilities 2022-01-01: 1,298,100,000 - Current Financial Liabilities Excluding Concession Liabilities 2022-01-01: 8,624,300,000 - Current Concession Liabilities 2022-01-01: 169,400,000 - Current Lease Liabilities 2022-01-01: 410,600,000 - Bank Overdrafts 2022-01-01: 241,900,000 Total 2022 debt = 10,462,500,000 + 1,588,400,000 + 1,298,100,000 + 8,624,300,000 + 169,400,000 + 410,600,000 + 241,900,000 = 22,795,200,000 The massive increase in debt (to 30,503,500,000) is due to the Suez acquisition. ## Step 3: Estimate Adjusted_EBITDA ### Baseline Formula: Adjusted_EBITDA = EBITDA (reported or reconstructed) + adjustment_leases (if any) + nonrecurring_losses - nonrecurring_gains ± pension_adjustments ± joint_venture_proportional_EBITDA ± other_normalization_adjustments **First, reconstruct EBITDA from the income statement:** For 2022 (2022-01-01 to 2023-01-01): - Revenue From Contracts With Customers: 42,885,300,000 - Cost Of Sales: 35,739,800,000 - Gross Profit = 42,885,300,000 - 35,739,800,000 = 7,145,500,000 - Selling Expense: 954,200,000 - General And Administrative Expense: 3,215,800,000 - Other Operating Income Expense: -769,200,000 (negative = expense) Operating Income Before Share Of Net Income Loss Of Equity Accounted Entities = 2,206,300,000 Add back: Share Of Net Income Loss Of Core Equity Accounted Entities = 127,000,000 Resultat Operationnel Apres Quote Part = 2,333,300,000 **Reconstructing EBITDA:** From cash flow: "Operating Depreciation Amortization Provisions And Impairment Losses" = 3,178,600,000 EBITDA = Operating Income Before Share Of Net Income + Depreciation & Amortization = 2,206,300,000 + 3,178,600,000 = **5,384,900,000 EUR** Or using the "Resultat Operationnel Apres Quote Part" (which includes equity accounted entities): = 2,333,300,000 - 127,000,000 + 3,178,600,000 = 5,384,900,000 (same) Wait, let me verify: "Operating Income Before Share Of Net Income Loss Of Equity Accounted Entities" is EBIT before equity income. Then we add D&A to get EBITDA. EBITDA = 2,206,300,000 + 3,178,600,000 = 5,384,900,000 But we need to check if this includes all adjustments. Let me verify with another approach: From cash flow: "Cash Flows From Used In Operations Before Changes In Working Capital" = 4,804,300,000 This is typically: EBIT + D&A - Cash Taxes + Other items... actually it's more complex. Let me use: CFO before working capital = Net Income + D&A + Other non-cash items - Equity income + Interest expense... Actually, looking at the detailed cash flow reconciliation: - Profit Loss: 997,600,000 - Operating Depreciation Amortization Provisions And Impairment Losses: 3,178,600,000 - Financial Amortization And Impairment Losses: 14,800,000 - Gains Losses On Disposal Of Operating Assets: -299,000,000 (negative = gain, so subtract) - Plus Ou Moins Values De Cessions Dactifs Financiers: -370,000,000 (gain on financial asset sales) - Share Of Net Income Loss Of Joint Ventures: 56,500,000 (subtract equity income) - Adjustments For Undistributed Profits Of Associates: 70,500,000 - Adjustments For Dividend Income: 4,100,000 - Net Finance Costs Adjustments: 632,700,000 (add back interest) - Adjustments For Income Tax Expense: 419,800,000 (add back tax) - Other Adjustments To Reconcile Profit Loss: 282,300,000 Sum: 997,600,000 + 3,178,600,000 + 14,800,000 - 299,000,000 - 370,000,000 - 56,500,000 + 70,500,000 + 4,100,000 + 632,700,000 + 419,800,000 + 282,300,000 = 4,874,900,000 Hmm, this doesn't match 4,804,300,000 exactly. Let me recheck... Actually, the "Share Of Net Income Loss Of Joint Ventures" is 56,500,000 (positive in the adjustment = subtract from net income). And "Adjustments For Undistributed Profits Of Associates" is 70,500,000 (add back). Wait, I need to be more careful. The cash flow statement shows adjustments to reconcile profit to CFO. Let me recalculate: 997,600,000 (Net Income) + 3,178,600,000 (Operating D&A) + 14,800,000 (Financial amortization) - 299,000,000 (Gain on disposal of operating assets - negative means gain, so we subtract) - 370,000,000 (Gain on financial asset sales) - 56,500,000 (Share of JV income - subtract) + 70,500,000 (Undistributed profits of associates) + 4,100,000 (Dividend income) + 632,700,000 (Net finance costs) + 419,800,000 (Income tax expense) + 282,300,000 (Other adjustments) = 997,600,000 + 3,178,600,000 + 14,800,000 - 299,000,000 - 370,000,000 - 56,500,000 + 70,500,000 + 4,100,000 + 632,700,000 + 419,800,000 + 282,300,000 = 997,600,000 + 3,178,600,000 = 4,176,200,000 + 14,800,000 = 4,191,000,000 - 299,000,000 = 3,892,000,000 - 370,000,000 = 3,522,000,000 - 56,500,000 = 3,465,500,000 + 70,500,000 = 3,536,000,000 + 4,100,000 = 3,540,100,000 + 632,700,000 = 4,172,800,000 + 419,800,000 = 4,592,600,000 + 282,300,000 = 4,874,900,000 This is 4,874,900,000 vs reported 4,804,300,000. Difference of 70,600,000. Possibly rounding or I'm misinterpreting some items. Actually, looking more carefully: "Adjustments For Dividend Income" of 4,100,000 - is this added or subtracted? Dividend income is typically subtracted from net income to get to operating cash flow (it's investing, not operating). But in the cash flow statement, it's listed as an adjustment. Let me check if it's already in "Other Operating Income Expense." Actually, I think the issue is that "Other Operating Income Expense" of -769,200,000 might include some of these items. Let me just use the reported EBITDA reconstruction. **Standard EBITDA reconstruction:** EBITDA = Operating Income Before Equity Income + D&A = 2,206,300,000 + 3,178,600,000 = **5,384,900,000 EUR** Or, using the "Resultat Operationnel Apres Quote Part" (Operating income after equity income): = 2,333,300,000 + 3,178,600,000 - 127,000,000 (equity income is already in, so we need to add back D&A to operating profit before equity income) Actually, the standard approach is: EBITDA = EBIT + D&A Where EBIT = Operating Income Before Interest and Taxes "Operating Income Before Share Of Net Income Loss Of Equity Accounted Entities" = 2,206,300,000 is essentially EBIT (before equity income). Add D&A of 3,178,600,000 = 5,384,900,000 But wait - is the 3,178,600,000 just depreciation, or does it include impairments and other items? The line says "Operating Depreciation Amortization Provisions And Impairment Losses" - this includes impairments. For EBITDA, we typically want just D&A, not impairments. However, S&P-adjusted EBITDA typically includes recurring impairments or treats them as non-recurring. For S&P purposes, "Adjusted EBITDA" typically adds back all depreciation and amortization, and treats impairments as potentially non-recurring. Let me check if there were significant impairments in 2022. The massive increase in goodwill (from 6,201,200,000 to 11,637,500,000) is due to the Suez acquisition. The goodwill increase is 5,436,300,000. This suggests significant acquisition activity. For S&P-adjusted EBITDA, we typically: 1. Start with reported EBITDA or reconstruct 2. Add back non-recurring items (restructuring, acquisition costs, etc.) 3. Make proportional consolidation adjustments for JVs 4. Add back lease adjustments if needed **Lease adjustments:** Under IFRS 16, leases are capitalized, so EBITDA already includes the lease depreciation instead of lease expense. S&P typically adds back the lease depreciation and subtracts lease payments, or uses a "lease-adjusted EBITDA" where we add back the lease expense. Actually, for S&P's adjusted EBITDA with IFRS 16, the standard approach is: - Add back operating lease expense (which is now depreciation of right-of-use assets) - But this is already in D&A Wait, under IFRS 16, there's no operating lease expense in EBITDA. The "lease expense" is split into: - Depreciation of right-of-use assets (in D&A) - Interest on lease liabilities (in finance costs) For S&P purposes, when comparing pre- and post-IFRS 16, or for standardized metrics, they may adjust EBITDA to add back the lease depreciation and subtract a "normalized" lease expense. However, the baseline formula says "+ adjustment_leases (if any)". This suggests adding back lease-related adjustments. For IFRS 16 companies, S&P typically calculates "EBITDA pre-IFRS 16" or makes no adjustment if using standard metrics. But for debt/EBITDA, they want comparability. Actually, looking at S&P's standard methodology: For IFRS 16 adopters, they typically use reported EBITDA (which includes lease depreciation instead of lease expense) but add back the lease depreciation and subtract an "operating lease expense" to get to a pre-IFRS 16 comparable EBITDA. But this is complex. Let me check if there's a simpler approach. For the year 2022, Veolia would have had IFRS 16 for the full year. The right-of-use assets: - 2022-01-01: 1,562,400,000 - 2023-01-01: 1,997,100,000 The increase is partly due to Suez acquisition. Lease liabilities: - 2022-01-01: 1,298,100,000 + 410,600,000 = 1,708,700,000 - 2023-01-01: 1,656,200,000 + 496,500,000 = 2,152,700,000 For S&P-adjusted EBITDA with leases, one approach is to add back the depreciation of right-of-use assets and subtract "lease payments" or use a fixed charge coverage approach. Actually, let me re-read the baseline formula more carefully: "+ adjustment_leases (if any)". This is for when leases are NOT already in EBITDA. Under IFRS 16, the lease depreciation IS in EBITDA (as part of D&A). So we don't need to add it back. However, for comparability with pre-IFRS 16 companies or for S&P's standard metrics, they might adjust. But given the instruction says "modifying it as required by the industry methodology," and the regulated utilities methodology doesn't specifically address IFRS 16 leases, I'll use reported EBITDA with no further lease adjustment. **Nonrecurring items:** From the cash flow adjustments, I can identify: - Gains Losses On Disposal Of Operating Assets: -299,000,000 (gain, so nonrecurring) - Plus Ou Moins Values De Cessions Dactifs Financiers: -370,000,000 (gain on financial asset sales, nonrecurring) These are gains that should be subtracted from EBITDA for normalized purposes. Also, the Suez acquisition likely generated significant one-time items. Looking at "Other Adjustments To Reconcile Profit Loss" = 282,300,000 - this might include acquisition costs or other items. For S&P purposes, we typically normalize for: - Gains/losses on asset sales - Restructuring costs - Acquisition-related costs - Impairments (if non-recurring) The gains on disposal total 299,000,000 + 370,000,000 = 669,000,000. These should be subtracted from EBITDA. Are there any nonrecurring losses to add back? The "Other Operating Income Expense" of -769,200,000 (expense) might include some nonrecurring items. Without more detail, I'll assume this is mostly recurring. Also, the "Profit Loss From Discontinued Operations" = -78,600,000 (loss). This is nonrecurring and should be added back (or rather, we should use continuing operations only). For EBITDA from continuing operations, we should exclude discontinued operations. The "Operating Income Before Share Of Net Income Loss Of Equity Accounted Entities" of 2,206,300,000 is for continuing operations (since the discontinued operations line is separate below). Actually, let me verify: The income statement structure shows: - Operating Income Before Share... = 2,206,300,000 - Then various items to get to Profit Before Tax = 1,496,000,000 - Then tax = 419,800,000 - Profit From Continuing Operations = 1,076,200,000 - Profit From Discontinued Operations = -78,600,000 - Total Profit = 997,600,000 So the operating income is already from continuing operations. **Joint Venture Proportional EBITDA:** The company has equity-accounted JVs and associates. S&P typically proportionalizes the EBITDA of material JVs. Investments In Joint Ventures Accounted For Using Equity Method: 1,197,900,000 Investments In Associates Accounted For Using Equity Method: 786,900,000 Share Of Net Income Loss Of Core Joint Ventures: 56,500,000 Share Of Net Income Loss Of Core Associates: 70,500,000 For proportional consolidation, we'd need the full EBITDA of these entities, not just the equity income. However, we don't have their full financials. A rough approximation: If we assume JVs and associates have similar margin profiles to Veolia, we can estimate their total EBITDA. Equity income from JVs and associates = 56,500,000 + 70,500,000 = 127,000,000 If Veolia's equity income / EBITDA ratio is similar to the investees', and Veolia's EBITDA margin is about 12.6% (5,384,900,000 / 42,885,300,000), then: But this is getting too speculative. For S&P, they typically use proportional EBITDA when they have the data. Without full JV financials, we might use a simplifying assumption or ignore if immaterial. The equity income is 127,000,000 vs total profit of 997,600,000 = about 12.7% of net income. If we assume similar leverage and margins, proportional EBITDA might be roughly 2-3x equity income = 250-400 million. However, the baseline formula says "± joint_venture_proportional_EBITDA" - the ± suggests it can be positive or negative depending on treatment. For equity-accounted entities, S&P typically adds proportional EBITDA and subtracts proportional debt (or adds proportional debt to total debt). Actually, for the debt/EBITDA ratio, S&P typically: - Adds proportional debt to debt - Adds proportional EBITDA to EBITDA Or they use the "consolidated + proportional" approach. Given the complexity and lack of full JV data, I'll make a simplifying assumption: use reported EBITDA and note that JVs are equity-accounted. For a more accurate S&P metric, we'd need to add proportional EBITDA and proportional debt. Let me estimate roughly: If equity income is 127,000,000 and this represents ~20-30% of the JVs' net income (typical ownership), then JVs' total net income might be 400-600 million. With similar D&A and interest, EBITDA might be 800-1,200 million. Veolia's proportional share might be 200-400 million. Actually, looking at the investments: 1,197,900,000 + 786,900,000 = 1,984,800,000 in equity investments. If these earn 127,000,000 in equity income, that's a 6.4% return, which seems reasonable. For a rough proportional EBITDA estimate: if we assume these are infrastructure JVs with high D&A, their EBITDA might be 2-3x their net income. Total JV net income ≈ 127,000,000 / 0.25 (assuming 25% average stake) = 508,000,000. EBITDA might be 508,000,000 × 2.5 = 1,270,000,000. Proportional EBITDA ≈ 1,270,000,000 × 0.25 = 317,500,000. But this is very rough. I'll proceed with **no JV EBITDA adjustment** due to lack of data, noting this is a simplification. **Pension Adjustments:** No specific pension data. Assume 0. **Other Normalization Adjustments:** The Suez acquisition in 2022 was a major event. Acquisition-related costs might be in "Other Operating Income Expense" or "General And Administrative Expense." Without specific breakdown, I'll assume normalized EBITDA already captures this. For nonrecurring items, I'll adjust for: - Gains on asset sales: -669,000,000 (subtract these gains) Wait, the formula says "+ nonrecurring_losses - nonrecurring_gains". So if we have gains, we subtract them. Normalized EBITDA = 5,384,900,000 - 669,000,000 = **4,715,900,000 EUR** But let me reconsider: Are these gains already in operating income? - "Gains Losses On Disposal Of Operating Assets" = -299,000,000 (negative in cash flow adjustment means it was a gain deducted from net income) - This gain is likely in "Other Operating Income Expense" of -769,200,000 Actually, looking at the income statement: "Other Operating Income Expense" = -769,200,000. This includes various items, potentially including gains/losses on asset sales. The cash flow adjustment for "Gains Losses On Disposal Of Operating Assets" is -299,000,000, meaning we subtract this gain to reconcile to cash flow. This confirms it's a gain included in net income. Similarly, "Plus Ou Moins Values De Cessions Dactifs Financiers" = -370,000,000 is a gain on financial asset sales. This might be in "Other Finance Income Cost" or below operating income. Actually, looking at the income statement structure, this is likely below operating income (in finance costs or other). Let me check: "Other Finance Income Cost" = -204,600,000. This might include the 370,000,000 gain? No, that doesn't work. Actually, the 370,000,000 is a gain, so it would reduce losses or increase income. But "Other Finance Income Cost" is -204,600,000 (negative = cost). Wait, I need to re-read: "Plus Ou Moins Values De Cessions Dactifs Financiers" = -370,000,000. In the cash flow statement, this is an adjustment to net income. Negative means... actually, looking at the pattern: "Gains Losses On Disposal Of Operating Assets" = -299,000,000 In cash flow terms, a gain is deducted from net income (negative adjustment). So -299,000,000 means "deduct a gain of 299,000,000" or "add a loss of 299,000,000". Given the negative sign, and standard cash flow presentation where gains are subtracted, this is a gain. Similarly, "Plus Ou Moins Values De Cessions Dactifs Financiers" = -370,000,000 is a gain on financial asset sales. But wait - if it's a gain, why is it negative? In standard cash flow presentation: - Gains are subtracted (negative adjustment) - Losses are added (positive adjustment) So -299,000,000 means subtract 299,000,000, which is a gain. But then "Share Of Net Income Loss Of Joint Ventures" = 56,500,000 - positive means add back? No, equity income is subtracted in cash flow (negative adjustment). But it's positive 56,500,000... Actually, looking more carefully: "Share Of Net Income Loss Of Joint Ventures" = 56,500,000. In the cash flow, this is likely subtracted (deduct equity income). But the number is positive, which is confusing. Let me re-read: "Share Of Net Income Loss Of Core Joint Ventures" 2022-01-01 - 2023-01-01: 56500000 EUR In the income statement: "Share Of Net Income Loss Of Core Joint Ventures" = 56,500,000 (positive = income) In cash flow adjustments: "Share Of Net Income Loss Of Joint Ventures" = 56,500,000. This should be subtracted from net income. But the sign is positive... Actually, I think the cash flow statement uses a different convention. Let me look at "Net Finance Costs Adjustments" = 632,700,000. This is added back (positive). And "Adjustments For Income Tax Expense" = 419,800,000, added back. So positive = add back to net income, negative = subtract from net income. Then "Share Of Net Income Loss Of Joint Ventures" = 56,500,000 means... add back? That doesn't make sense for equity income. Wait, "Share Of Net Income Loss Of Joint Ventures" in cash flow might mean "adjustment for share of net income" - and if it's positive 56,500,000, perhaps it's being added back because it was subtracted in the income statement? No, equity income is added in the income statement. I'm getting confused by the signs. Let me just use the reported operating income and D&A to get EBITDA, and make standard adjustments. **Revised EBITDA Calculation:** Using: EBITDA = Operating Income Before Equity Income + D&A = 2,206,300,000 + 3,178,600,000 = 5,384,900,000 Now, for S&P adjustments: 1. **Nonrecurring gains/losses:** The gains on asset sales of 669,000,000 should be normalized out. But are these in operating income? Looking at "Other Operating Income Expense" = -769,200,000 (expense). If this includes the 299,000,000 gain on operating assets, then the "true" operating expense would be -1,068,200,000 without the gain. But we don't know. Actually, the cash flow adjustment "Gains Losses On Disposal Of Operating Assets" = -299,000,000 is an adjustment to reconcile net income to CFO. This means the gain affected net income. Since it's an operating asset, the gain is likely in operating income. Similarly, the 370,000,000 gain on financial assets is likely in finance costs or other income, not operating income. So for **Operating EBITDA**, only the 299,000,000 gain matters. For **Total EBITDA**, both matter. S&P typically uses operating metrics or total metrics depending on context. For debt/EBITDA, they typically use total EBITDA. Let me assume both gains are nonrecurring and normalize: Adjusted EBITDA = 5,384,900,000 - 299,000,000 - 370,000,000 = 4,715,900,000 But wait - the 370,000,000 might not be in EBITDA if it's below the line. Let me check where it falls. "Plus Ou Moins Values De Cessions Dactifs Financiers" = gain/loss on financial asset sales. This is typically in "Other Finance Income Cost" or similar, below EBIT. Looking at: "Other Finance Income Cost" = -204,600,000. This is a cost. The 370,000,000 gain would offset this. But 370,000,000 > 204,600,000, so there must be other items. Actually, I think the 370,000,000 is the total gain, and it might be presented differently. Let me not try to reconcile exactly and just use the cash flow items as nonrecurring. For S&P purposes, I'll normalize EBITDA by: - Subtracting gain on operating asset sales: 299,000,000 (this is in operating income) - Not adjusting for financial asset sales gain if it's below EBIT (it affects net income but not EBITDA) Actually, EBIT is before finance costs and income. So financial asset sale gains below EBIT don't affect EBITDA. Revised: Adjusted EBITDA = 5,384,900,000 - 299,000,000 = **5,085,900,000 EUR** Hmm, but S&P typically looks at total EBITDA including all items up to EBIT. Let me reconsider. Actually, "EBITDA" typically means Earnings Before Interest, Taxes, Depreciation, and Amortization. It starts from net income and adds back interest, taxes, D&A. Or starts from operating income and adds D&A. If we start from "Resultat Operationnel Apres Quote Part" (Operating income after equity income) of 2,333,300,000: - This is after equity income but before finance costs and tax - Add D&A: 3,178,600,000 - EBITDA = 5,511,900,000 Wait, this is different from 5,384,900,000. The difference is 127,000,000 equity income. Which is correct? "Operating Income Before Share Of Net Income" = 2,206,300,000 vs "Resultat Operationnel Apres Quote Part" = 2,333,300,000. The latter includes equity income. For EBITDA, we typically want before equity income (as equity income is not part of core operations). So EBITDA = 2,206,300,000 + 3,178,600,000 = 5,384,900,000 is correct. Now, is the 299,000,000 gain in the 2,206,300,000? Likely yes, in "Other Operating Income Expense." Adjusted Operating EBITDA = 5,384,900,000 - 299,000,000 = 5,085,900,000 But we also need to consider: is there any other normalization? The Suez acquisition integration costs, restructuring, etc.? Without specific data, I'll use **5,085,900,000 EUR** as base adjusted EBITDA. **Lease adjustment:** Under IFRS 16, EBITDA includes lease depreciation instead of lease expense. For comparability, S&P sometimes adjusts. But given the complexity, and that the baseline says "adjustment_leases (if any)", I'll check if needed. For IFRS 16, the "lease expense" that was previously in EBITDA is now replaced by: - Depreciation of right-of-use assets: in D&A - Interest on lease liabilities: in finance costs So EBITDA under IFRS 16 is HIGHER than under IAS 17 by the amount of lease depreciation (since lease expense is no longer in operating costs). For S&P comparability, they might subtract the "operating lease expense" equivalent. But this is complex and not clearly required by the methodology. I'll use **no lease adjustment** and note that EBITDA is IFRS 16-basis. **JV proportional EBITDA:** As discussed, lack data. Will use reported and note limitation. **Final Adjusted_EBITDA estimate: 5,085,900,000 EUR** Wait - let me reconsider the nonrecurring items more carefully. The 299,000,000 gain on operating assets - is this nonrecurring? Veolia regularly divests assets as part of its "asset rotation" strategy. So this might be somewhat recurring. However, the 370,000,000 gain on financial assets (Suez shares?) seems more clearly nonrecurring. For the 299,000,000: Veolia's strategy involves regular asset sales. In 2021, "Gains Losses On Disposal Of Operating Assets" was -39,200,000 (much smaller). The 2022 amount is much larger, likely due to Suez-related divestitures. I'll treat the 299,000,000 as nonrecurring for 2022. But actually, re-looking: in 2021, the gain was 39,200,000 (positive in the data means... let me check: "Gains Losses On Disposal Of Operating Assets" 2021-01-01 - 2022-01-01: -39200000 EUR). So -39,200,000 means a gain of 39,200,000 (using same convention). In 2022: -299,000,000 = gain of 299,000,000. This is larger but not orders of magnitude. Still, for a normalized metric, we might exclude it. Let me also check "Plus Ou Moins Values De Cessions Dactifs Financiers": 2021: 1,200,000 (positive, meaning loss? or small gain) 2022: -370,000,000 = gain of 370,000,000 This large gain in 2022 is likely from selling Suez shares or other financial assets related to the acquisition. For normalized EBITDA, I'll exclude both gains. Adjusted_EBITDA = 5,384,900,000 - 299,000,000 = 5,085,900,000 Actually, I want to double-check: is the 370,000,000 in EBITDA? Financial asset sales are typically NOT in operating income. They're in finance costs or other income below EBIT. So they don't affect EBITDA. Confirming: EBITDA = EBIT + D&A. EBIT is operating income. Financial asset gains are not in operating income (unless the company is a financial institution). So only the 299,000,000 operating asset gain affects EBITDA. Final Adjusted_EBITDA = 5,384,900,000 - 299,000,000 = **5,085,900,000 EUR** ## Step 4: Calculate Adjusted_Debt / Adjusted_EBITDA Adjusted_Debt = 23,239,450,000 EUR Adjusted_EBITDA = 5,085,900,000 EUR Ratio = 23,239,450,000 / 5,085,900,000 = **4.57** Let me recheck my debt calculation more carefully. **Debt Recalculation:** From 2023-01-01 (end of 2022): - Noncurrent Financial Liabilities Excluding Concession Liabilities: 19,692,100,000 - Noncurrent Concession Liabilities: 1,680,500,000 - Noncurrent Lease Liabilities: 1,656,200,000 - Noncurrent Derivative Financial Liabilities: 720,200,000 - Current Financial Liabilities Excluding Concession Liabilities: 6,521,400,000 - Current Concession Liabilities: 243,200,000 - Current Lease Liabilities: 496,500,000 - Current Derivative Financial Liabilities: 883,400,000 - Bank Overdrafts And Other Cash Position Items: 213,600,000 Total debt-like = 19,692,100,000 + 1,680,500,000 + 1,656,200,000 + 720,200,000 + 6,521,400,000 + 243,200,000 + 496,500,000 + 883,400,000 + 213,600,000 = 32,107,100,000 Wait, I previously had 30,503,500,000 without derivatives. Should derivatives be included? Derivative liabilities are typically mark-to-market hedging instruments, not debt-like in the traditional sense. S&P typically excludes these from debt unless they're clearly debt-related. Let me exclude derivatives: - Noncurrent Derivative Financial Liabilities: 720,200,000 - exclude - Current Derivative Financial Liabilities: 883,400,000 - exclude Debt without derivatives = 19,692,100,000 + 1,680,500,000 + 1,656,200,000 + 6,521,400,000 + 243,200,000 + 496,500,000 + 213,600,000 = 30,503,500,000 This matches my earlier calculation. Hybrid debt add: 1,748,150,000 Gross adjusted debt = 32,251,650,000 Less cash: 9,012,200,000 Net adjusted debt = 23,239,450,000 But wait - should we deduct overdrafts from cash or include in debt? I included overdrafts in debt. If we net them: Cash net of overdrafts = 9,012,200,000 - 213,600,000 = 8,798,600,000 Then debt without overdrafts = 30,503,500,000 - 213,600,000 = 30,289,900,000 Plus hybrid = 1,748,150,000 Gross = 32,038,050,000 Less net cash = 8,798,600,000 Net debt = 23,239,450,000 Same result! Good. Now, should we include concession liabilities? For water utilities with concessions, these are debt-like obligations. However, in some cases, S&P treats them as operating liabilities if they're non-recourse or if the concession structure is specific. Looking at the Transportation Infrastructure methodology: concessions are central to the analysis. For regulated utilities, concessions are also common. For Veolia, water concessions are a core part of business. The concession liabilities represent obligations to maintain/return assets. These are debt-like. I'll keep them in debt. **EBITDA Recheck:** Revenue: 42,885,300,000 Cost Of Sales: 35,739,800,000 Gross Margin: 7,145,500,000 Selling + G&A: 954,200,000 + 3,215,800,000 = 4,170,000,000 Other Operating Income Expense: -769,200,000 (expense) Operating Income Before Equity Income: 7,145,500,000 - 4,170,000,000 - 769,200,000 = 2,206,300,000 ✓ Add D&A: 3,178,600,000 EBITDA: 5,384,900,000 Less gain on operating asset sales: 299,000,000 Adjusted EBITDA: 5,085,900,000 Wait, I want to verify the 299,000,000 is indeed in operating income. The "Other Operating Income Expense" line includes various items. Let me see if 299,000,000 is plausible. Other Operating Income Expense = -769,200,000. If this includes a gain of 299,000,000, then without it, the expense would be -1,068,200,000. This is plausible. Alternatively, the gain might be in a separate line not shown. But given the cash flow adjustment specifically mentions "Gains Losses On Disposal Of Operating Assets", it's likely this affected operating income. Actually, looking at 2021: Other Operating Income Expense = -496,900,000. Gains on disposal = -39,200,000. So the gain is included in Other Operating Income Expense. For 2022: Other Operating Income Expense = -769,200,000. This is more negative despite a larger gain. This suggests other items worsened. Normalized Other Operating Income Expense might be -769,200,000 - 299,000,000 = -1,068,200,000 (more expense without the gain). This seems reasonable for a company integrating a large acquisition. **Final Calculation:** Adjusted_Debt = 23,239,450,000 Adjusted_EBITDA = 5,085,900,000 Ratio = 23,239,450,000 / 5,085,900,000 = 4.569... Rounded to two decimal places: **4.57** Let me consider if I should make any other adjustments: 1. **Proportional EBITDA from JVs:** If I add roughly 300,000,000 estimated proportional EBITDA, and add proportional debt of roughly 600,000,000 (50% of equity investments), the ratio changes slightly: - Debt: 23,239,450,000 + 600,000,000 = 23,839,450,000 - EBITDA: 5,085,900,000 + 300,000,000 = 5,385,900,000 - Ratio: 23,839,450,000 / 5,385,900,000 = 4.43 But this is speculative. I'll stick with reported. 2. **Lease adjustment:** If we wanted pre-IFRS 16 comparable EBITDA, we'd add back lease depreciation and subtract "operating lease expense." Under IFRS 16, EBITDA is higher by the lease depreciation amount (since lease expense is replaced by depreciation in D&A and interest below the line). Lease depreciation in 2022: We don't have exact figure, but can estimate from right-of-use assets and lease liabilities. ROU assets 2022-01-01: 1,562,400,000; 2023-01-01: 1,997,100,000 Average: 1,779,750,000 Depreciation at ~5-10% = 89-178 million Lease liabilities interest: Total lease liabilities 2022-01-01: 1,708,700,000; 2023-01-01: 2,152,700,000 Average: 1,930,700,000 Interest at ~4% = 77 million Total lease expense under IAS 17 would be ~150-250 million. Under IFRS 16, this is replaced by 89-178 million depreciation + 77 million interest. The difference in EBITDA is: under IFRS 16, we don't have the lease expense in operating costs, so EBITDA is higher by the former lease expense (roughly 150-250 million). For S&P comparability, they might subtract this from EBITDA. If I subtract 200 million: Adjusted EBITDA = 5,085,900,000 - 200,000,000 = 4,885,900,000 Ratio = 23,239,450,000 / 4,885,900,000 = 4.76 But this is an approximation and not clearly required by the methodology. I'll stick with reported IFRS 16 EBITDA. 3. **Other nonrecurring items:** The "Other Adjustments To Reconcile Profit Loss" = 282,300,000. This might include nonrecurring items. If half is nonrecurring: Add back 141,000,000 to EBITDA? No, these are adjustments to net income, not necessarily operating items. I'll leave as is. **Final verification of numbers:** Let me recalculate EBITDA one more time using an alternative approach: From cash flow: CFO before working capital = 4,804,300,000 This equals: EBIT + D&A - Cash Taxes + Other non-cash items - Interest paid + Interest received... Actually, CFO before working capital is typically: Net Income + D&A - Gain/Loss on asset sales + Other non-cash items - Equity income + Finance costs - Finance income + Tax expense - Tax paid + Other This is complex. Let me use: CFO before working capital = 4,804,300,000 Add: Interest paid = 637,700,000 Add: Tax paid = 557,400,000 Less: Interest received = ? Less: Dividends received = 128,600,000 Roughly: 4,804,300,000 + 637,700,000 + 557,400,000 - 128,600,000 = 5,870,800,000 This should approximate EBITDA less working capital changes... not quite. Actually, CFO before working capital and before interest/tax is roughly EBITDA. CFO before working capital = 4,804,300,000 This includes interest paid and tax paid (negative), and other items. If we add back interest paid (637,700,000) and tax paid (557,400,000), and subtract interest received and dividends received (part of investing), we get closer to EBITDA. 4,804,300,000 + 637,700,000 + 557,400,000 = 5,999,400,000 But this includes other adjustments. The "Net Finance Costs" in income statement is 632,700,000. "Income Tax Expense" is 419,800,000. So EBIT + D&A - Working capital changes (which is before working capital, so 0) - Interest + Interest paid... I'm getting confused. Let me just trust the direct EBITDA calculation: 5,384,900,000 reported, 5,085,900,000 adjusted. Actually, one more check: Is D&A of 3,178,600,000 correct? From cash flow: "Operating Depreciation Amortization Provisions And Impairment Losses" = 3,178,600,000 This includes impairments. If there were significant impairments in 2022, we might want to exclude them for normalized EBITDA. The goodwill increased massively due to Suez acquisition. Were there impairments? Without specific impairment data, I'll assume the 3,178,600,000 is mostly D&A. Looking at PPE: 8,701,900,000 to 16,569,000,000 - massive increase due to Suez. Intangibles: 6,201,200,000 + 3,733,800,000 + 1,300,800,000 = 11,235,800,000 to 11,637,500,000 + 5,291,700,000 + 3,142,300,000 = 20,071,500,000 Total PP&E and intangibles grew from about 19,937,000,000 to 36,640,500,000. D&A of 3,178,600,000 on average assets of ~28 billion is about 11%, which seems high but plausible with new acquisition depreciation. I'll proceed with these figures. ## Final Answer Adjusted_Debt = 23,239,450,000 EUR Adjusted_EBITDA = 5,085,900,000 EUR Ratio = 23,239,450,000 / 5,085,900,000 = 4.569... ≈ **4.57** 4.57