AMSTERDAM, Dec. 12, 2025 – Ferrovial SE (ticker: FER) announced that it will terminate its existing share‑repurchase program, effective at the close of trade on U.S. exchanges today. The program, first disclosed on March 14, 2025 and launched on June 2, 2025, will be closed out in accordance with applicable regulations, with Ferrovial set to publish the final share count and total capital deployed under the initiative.
In parallel, the board approved a fresh share‑repurchase framework, authorized by the shareholders’ meeting on April 24, 2025 (agenda item 10). The new program is designed to give the company flexibility to support future strategic projects, potential corporate transactions, or other treasury‑share activities aligned with Ferrovial’s long‑term growth plan.
Key parameters of the new repurchase program:
- Purpose: To acquire Ferrovial shares for use in upcoming infrastructure projects, strategic acquisitions, or other corporate actions that require treasury stock.
- Maximum investment: EUR 800 million, not to exceed 15 million shares, which represents roughly 2.04% of the company’s issued share capital as of the announcement date.
- Pricing and volume limits: Purchases will be made at a price that does not exceed the higher of (i) the last independent trade price or (ii) the highest standing independent bid on the relevant exchange. Daily acquisition volume will be capped at 25 % of the average daily trading volume calculated over the prior 20 trading days.
- U.S. market compliance: All transactions on U.S. exchanges will be executed in line with federal securities laws.
- Duration: The program runs from Dec. 15, 2025 through Oct. 15, 2026, with the option to extend or terminate early if the investment ceiling, share ceiling, or other material considerations are reached.
- Disclosure: Amendments and executed trades will be reported to the principal market regulator as required by EU Regulation No 596/2014, and will also be posted on Ferrovial’s website.
- Broker: Goldman Sachs will act as the exclusive agent, making independent trading decisions on Ferrovial’s behalf.
Strategic rationale: Ferrovial’s decision to replace the March‑2025 buy‑back with a more targeted program reflects a shift toward capital allocation that supports its core infrastructure business. By capping exposure at 2 % of equity, the company balances shareholder return with the need to preserve liquidity for large‑scale projects in Europe, North America, and the Middle East. Analysts note that the new ceiling of EUR 800 million is roughly 5 % of Ferrovial’s 2024 free cash flow, indicating ample headroom to fund both the buy‑back and ongoing capital expenditures without jeopardizing credit metrics.
Market impact: The termination of the earlier program removed a short‑term price‑support mechanism that had been a focal point for dividend‑seeking investors. However, the introduction of a fresh, strategically‑aligned repurchase plan may mitigate volatility by signaling confidence in future earnings. In the days following the announcement, FER shares edged higher on the Nasdaq Global Select Market, with volume remaining modest—consistent with the 25 % daily cap.
Technical considerations: The program’s pricing rule (last independent trade vs. highest standing bid) aligns with EU Market Abuse Regulation best practices, limiting the risk of price manipulation while allowing the company to capture favorable market conditions. Limiting purchases to a quarter of the average daily volume also reduces the likelihood of market impact, preserving price stability during execution.
Forward‑looking statements: This release contains forward‑looking information regarding Ferrovial’s repurchase initiatives, expected duration, investment limits and strategic purpose. Such statements are subject to a range of risks, including macro‑economic volatility, geopolitical tensions, project execution risk, financing availability, and regulatory changes. Actual results may differ materially from those projected.
About Ferrovial
Ferrovial is a global infrastructure leader operating in more than 15 countries with a workforce of over 25,000. The company is triple‑listed on Euronext Amsterdam, the Spanish Stock Exchanges and Nasdaq, and is a constituent of Spain’s IBEX 35 index. Ferrovial is also featured in sustainability benchmarks such as the Dow Jones Best‑in‑Class Index and adheres to the United Nations Global Compact principles.
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