2025 Universal Registration Document

General and financial elements

The price of the transaction was €515 million. Work to harmonise accounting policies and to determine the fair values of the main assets and liabilities was completed during the year. The allocation of the purchase price resulted in the recognition of final goodwill in the amount of €310 million.

Between 1 February and 31 December, revenue from FM Conway’s business amounted to €664 million, and its net income was €33 million. If the acquisition had taken place on 1 January 2025, based on the accounting principles followed to date by the acquired company, its revenue would have been €713 million and its net income €47 million.

In addition, VINCI Construction completed the acquisitions of 13 other companies in France, Europe, North America and New Zealand during the year.

VINCI Highways

On 21 October 2025, VINCI Highways took control of Entrevias, which holds the concession for two toll highway sections in São Paulo state in Brazil until 2047. VINCI has held a 55% stake in the company, which was previously accounted for under the equity method, since 11 May 2023. Entrevias is now fully consolidated in the VINCI Group’s financial statements.

This acquisition of control is connected with the sale of the 45% stake held by Brazilian investment firm Pátria Investimentos to Singaporean sovereign wealth fund GIC. Under the new shareholders’ agreement signed at the time of the transaction, VINCI is entitled to appoint three of the five members of Entrevias’s board of directors, which takes decisions on strategic matters such as budget planning by voting on a simple majority basis. Some decisions requiring the approval of both shareholders only involve protective rights.

Other changes in the consolidation scope

VINCI Energies completed the acquisitions of 33 new companies in 2025, mainly in Europe and representing full-year revenue of almost €700 million, of which about €600 million is generated outside France.

Cobra IS made nine acquisitions during the year, notably in Spain, South America and the United States. Cobra IS also sold its 50% stake in Brazilian company Mantiqueira Transmissora, which has a public-private partnership (PPP) contract to build a high-voltage transmission line. Cobra IS will continue to operate and maintain the line until 2046.

2. Changes in consolidation scope in previous periods
Cobra IS

When VINCI acquired Cobra IS (the energy division of the ACS group) on 31 December 2021, the transaction included a provision for anearn-out payment for each half gigawatt of renewable capacity added by ready-to-build projects developed by Cobra IS in the 8.5 yearsfollowing the acquisition date, subject to an upper limit of €600 million.

On 5 August 2025, VINCI and ACS reached an agreement to set the total amount of these earn-out payments at €380 million, payablein cash. Given the payments already made by VINCI in previous periods, the remaining €300 million was paid in the second half of 2025.This earn-out payment had already been recognised under non-current liabilities in the Group’s financial statements prior to 2025.

VINCI Highways

On 18 April 2024, VINCI Highways completed the acquisition of 100% of NWP HoldCo LLC, which holds the concession, due to expire in2106, for the Northwest Parkway – a 14 km tolled section of the Denver ring road – for a price of $1.2 billion. Group finalised the allocation of the purchase price in the first quarter of 2025. The final goodwill figure was €323 million.

VINCI Airports

On 25 June 2024, VINCI Airports acquired a 50.01% stake in Edinburgh Airport Limited and took control of this company, which operatesEdinburgh airport, for a price of £1.3 billion. The Group finalised the allocation of the purchase price in the first quarter of 2025. The finalgoodwill figure was €630 million.

On 6 June 2024, VINCI Airports completed the acquisition of a 20% stake in the company that holds a concession due to expire in 2080to operate Budapest airport in Hungary for €618 million, of which €194 million corresponded to the assumption of a shareholder loan.The Group completed the allocation of the purchase price in the first half of 2025. The final figure for goodwill generated by this acquisition was €76 million.

Other acquisitions and transactions

Other changes in 2024 had mainly concerned:

  • the acquisition in November 2024 by VINCI Concessions of an additional 8.6% stake in LISEA, the concession company for the 302 kmhigh-speed rail line between Tours and Bordeaux;
  • acquisitions by VINCI Energies of 34 companies and by VINCI Construction of eight companies.