2025 Universal Registration Document

Notes to the parent company financial statements

Notes to the parent company financial statements

The financial statements at 31 December 2025 have been prepared in accordance with the general conventions required by France’s general accounting plan (PCG), resulting from Regulation 2022-06 issued by the Autorité des Normes Comptables (ANC, the French accounting standards authority) relating to the modernisation of financial statements (new PCG Article 831-1).

Change in regulations

The provisions of ANC Regulation 2022-06 are mandatory for periods beginning on or after 1 January 2025 but do not affect previous periods; however, reclassifications of items in previous statements are required to ensure consistency with the new balance sheet and income statement templates in the first year of application.

  • In 2024, transfers of operating expenses (€11 million) were presented under the item “Reversals of depreciation, amortisation, impairment losses and provisions” in operating income. They are now presented as a deduction from “Other purchases and external charges”.
  • Amortisation of debt issuance costs (€6 million in 2024) was presented under the item “Depreciation, amortisation and impairment expense on non-current assets” in operating expense. It is now presented under the item “Depreciation, amortisation, impairment and provisions” in financial expense
  • Interest income on receivables connected with investments in subsidiaries and affiliates (€415 million in 2024) was previously presented under the item “Income from other securities and fixed asset receivables”. It is now presented under the item “Income from investments in subsidiaries and affiliates”.
  • Income from term deposits (€100 million in 2024) was previously presented under the item “Other interest and similar income”. It is now presented under the item “Income from other securities and fixed asset receivables”.
  • Exceptional provisions on shares in subsidiaries and affiliates (€6 million in 2024) were reversed to financial income in 2025.
  • Bonds issued by Group entities and held by other Group entities (€977 million) were previously presented as assets on the balance sheet under the item “Other long-term investment securities” in 2024 and are now presented under “Receivables connected to investments in subsidiaries and affiliates” (see Note 1, “Non-current assets”).
  • Term deposits (€2,128 million), which were presented under “Cash” in the 2024 balance sheet, are now presented under “Other securities” (see Note 5, “Net financial surplus (debt) and derivatives”).

Given the presentation reclassifications affecting the 2024 column of the 2025 financial statements, the published balance sheet and income statement at 31 December 2024 are provided at the end of these notes.

The environmental risk assessment was taken into account when preparing VINCI SA’s financial statements and is consistent with the commitment made by the Group in this regard. Factoring in these elements did not have any material impact in 2025.

VINCI’s parent company financial statements are presented in millions of euros, rounded to the nearest million. This may in certain circumstances lead to non-material differences between the sum of the figures and the subtotals that appear in the tables.

A. Key events in the period

1. Financing activities

In February 2025, VINCI issued €400 million of convertible bonds redeemable in cash, due to mature in February 2030 and paying a coupon of 0.70%. At the same time, VINCI purchased cash-settled call options to hedge its exposure in the event that the conversion rights embedded in the bonds are exercised, in order to eliminate their dilutive effect. In addition, VINCI carried out a €150 million tap on this issue in May 2025.

As part of its Euro Medium Term Notes (EMTN) programme, VINCI SA carried out the following issues:

  • In January 2025, it issued €300 million of floating rate notes due to mature in January 2027, on the basis of three-month Euribor plus a margin of 0.35%. The whole issue was swapped to a fixed rate of 2.555%.
  • In April 2025, VINCI SA carried out a €300 million private placement of bonds due to mature in April 2028 and paying a coupon of 2.625%.
  • In May 2025, it issued €300 million of floating rate notes due to mature in November 2026, on the basis of 3-month Euribor plus a margin of 0.33%. The whole issue was swapped to a fixed rate of 2.189%.
  • In June 2025, VINCI SA carried out a €200 million tap on the €950 million 10-year bond issue carried out in January 2019, paying a coupon of 1.625%.
  • In November 2025, it carried out a €75 million private placement of bonds due to mature in November 2033 and paying a coupon of 2.750%.

VINCI SA also made the following repayments:

  • In February 2025, it redeemed a €500 million private placement of bonds issued in May 2023 and paying a coupon of 3.375%.
  • In September 2025, it redeemed €750 million of bonds issued in September 2018 and paying a coupon of 1.0%.
2. Investments in subsidiaries and affiliates

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

On 5 August 2025, VINCI and ACS reached an agreement to fix the total amount of these earn-out payments at €380 million, payable in 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 was covered by a liability of €320 million recognised in the Group’s financial statements at 31 December 2024.