Veolia Acquires CDPQ's 30% Stake in Water Technologies and Solutions, Achieving Full Ownership to Accelerate Value Creation
PARIS--(BUSINESS WIRE)--Regulatory News:
Veolia (Paris:VIE) has signed an agreement with CDPQ for the acquisition of its 30% stake in Veolia's subsidiary Water Technologies and Solutions ('WTS'), allowing Veolia to achieve full ownership of WTS, enabling to unlock more value potential, simplify further its structure and extract additional run-rate cost synergies of ~ €90m.
This acquisition is a logical step in the deployment of Veolia's GreenUp strategic roadmap, with an efficient capital allocation to strengthen the Group's anchoring in Water technologies activities and in the United States, both identified as priority growth 'boosters'.
The acquisition of CDPQ's minority interests will further strengthen Veolia's unique positioning as a global leader in Water Technologies. The Group is perfectly positioned to take advantage of the growing demand for innovative water treatment technologies and solutions, fueled by macro-trends such as water scarcity, adaptation to climate change, health concerns and the development of strategic industries such as semiconductors, pharmaceuticals and data centers.
The acquisition of the remaining 30% of Veolia's subsidiary WTS will allow full operational control, enabling it to enhance operational performance and seize all opportunities for development and innovation, through a complete integration process. Following the acquisition, the Group will be able to unlock additional ~€90m of run-rate cost synergies by 2027. Those synergies are already well-identified and benefit from a very low execution risk, given the deep and intimate knowledge of the asset and Veolia's proven track-record in synergies extraction. The acquisition is expected to be accretive from 2026 and will contribute to improve Group ROCE.
The purchase price for the acquisition will be $1.75bn (~€1.5bn), corresponding to ~11x EV/post-synergies 2025e EBITDA. Post-transaction, Veolia will still maintain headroom compared to its Net Debt / EBITDA target of 3x, allowing the Group to retain strategic flexibility to continue to deploy its GreenUp strategic plan.
Veolia confirms all 2025 guidance and GreenUp targets previously communicated both at Group level and at Water Technologies level, and now aims to achieve an EBITDA CAGR of at least +10% (1) over the 2023-2027 period for its Water Technologies division.
"This acquisition marks a pivotal step in unlocking the full value potential of Water Technologies, a growth booster identified as a priority in our GreenUp strategic plan, and a segment where we are already a market leader. Full ownership will enable us to accelerate growth, enhance operational efficiency and synergies as well as deepen the alignment with strategic priorities. This move is especially crucial given the urgent and rapidly evolving needs of the market, allowing us to respond faster and more effectively to emerging opportunities and challenges," said Estelle Brachlianoff, Veolia's Chief Executive Officer.
"We are proud of WTS' achievements since our investment in 2017, as it has grown into a global market leader in water technologies. Through our partnership, we helped strengthen the company's foundations and position it for sustained growth and long-term value creation. We are grateful for the close collaboration with the management teams at WTS and Veolia, and we wish them every success in this next chapter," said Albrecht von Alvensleben, Managing Director, Head of Private Equity Europe at CDPQ.
The closing of the transaction is expected by the end of June 2025.
Veolia Water Technologies segment
- In FY2024, Veolia Water Technologies segment achieved revenues of €4.97bn (41% North America, 25% Europe, 13% Asia Pacific, 13% Africa Middle-East and 8% Latin America) and EBITDA of €612M. The business serves over 8,000 clients in 44 countries, with 38 technological sites and 11 dedicated R&I laboratories.
- Veolia Water Technologies activities include both Veolia WT, 100% owned and Water Technologies and Solutions 'WTS' subsidiary, 70% Veolia-30% CDPQ
Water Technologies and Solutions 'WTS' subsidiary
- WTS was formed as a 70%-30% joint venture between Suez and CDPQ in 2017, before becoming a subsidiary of Veolia following the Veolia–Suez merger in 2022, with CDPQ keeping its 30% minority stake. In FY2024, WTS achieved revenues of €3.3bn ($3.6bn) and EBITDA of €472M ($511M).
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ABOUT VEOLIA
Veolia group aims to become the benchmark company for ecological transformation. Present on five continents with 215,000 employees, the Group designs and deploys useful, practical solutions for the management of water, waste and energy that are contributing to a radical turnaround of the current situation. Through its three complementary activities, Veolia helps to develop access to resources, to preserve available resources and to renew them. In 2024, the Veolia group provided 111 million inhabitants with drinking water and 98 million with sanitation, produced 42 million megawatt hours of energy and treated 65 million tonnes of waste. Veolia Environnement (Paris Euronext: VIE) achieved consolidated revenue of 44.7 billion euros in 2024. www.veolia.com
IMPORTANT DISCLAIMER
Veolia Environnement is a corporation listed on the Euronext Paris. This press release contains 'forward-looking statements'' within the meaning of the provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements are not guarantees of future performance. Actual results may differ materially from the forward-looking statements as a result of a number of risks and uncertainties, many of which are outside our control, including but not limited to: the risk of suffering reduced profits or losses as a result of intense competition, the risk that changes in energy prices and taxes may reduce Veolia Environnement's profits, the risk that governmental authorities could terminate or modify some of Veolia Environnement's contracts, the risk that acquisitions may not provide the benefits that Veolia Environnement hopes to achieve, the risks related to customary provisions of divestiture transactions, the risk that Veolia Environnement's compliance with environmental laws may become more costly in the future, the risk that currency exchange rate fluctuations may negatively affect Veolia Environnement's financial results and the price of its shares, the risk that Veolia Environnement may incur environmental liability in connection with its past, present and future operations, as well as the other risks described in the documents Veolia Environnement has filed with the Autorité des Marchés Financiers (French securities regulator). Veolia Environnement does not undertake, nor does it have, any obligation to provide updates or to revise any forward-looking statements. Investors and security holders may obtain from Veolia Environnement a free copy of documents it filed (www.veolia.com) with the Autorités des marchés financiers.
This document contains "non‐GAAP financial measures". These "non‐GAAP financial measures" might be defined differently from similar financial measures made public by other groups and should not replace GAAP financial measures prepared pursuant to IFRS standards.
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'We remain focused on infrastructure, with the redevelopment of our Carrington Training Complex continuing and on track, which will be the heart of our club, providing world class facilities for all our teams and our staff. We have also announced our aspiration to pursue a new 100,000 seat stadium, sitting at the heart of the regeneration of the Old Trafford area, which would be a catalyst for growth and investment in our local community. We are continuing to work with all the relevant stakeholders, including central Government, to support their vision for growth.' Outlook For fiscal 2025, the Company tightens its revenue guidance to £660m to £670m and expects to be at the higher end of this range. The Company also raises its Adjusted EBITDA guidance to between £180 million and £190 million. The club remains committed to, and in compliance with, both the Premier League's Profit and Sustainability Rules and UEFA's Financial Fair Play Regulations. Key Financials (unaudited) (1) Adjusted EBITDA, adjusted loss for the period and adjusted basic loss per share are non-IFRS measures. See 'Non-IFRS Measures: Definitions and Use' on page 6 and the accompanying Supplemental Notes for the definitions and reconciliations for these non-IFRS measures and the reasons we believe these measures provide useful information to investors regarding the Group's financial condition and results of operations. (2) In addition to non-current borrowings, the Group maintains a revolving credit facility which varies based on seasonal flow of funds. The outstanding balance of the revolving credit facility as of 31 March 2025 was £210.0 million and total current borrowings including accrued interest payable was £212.3 million. Expand Revenue Analysis Commercial Commercial revenue for the quarter was £74.7 million, an increase of £5.1 million, or 7.3%, over the prior year quarter. Sponsorship revenue was £42.5 million, an increase of £1.8 million, or 4.4%, over the prior year quarter, primarily due to the new Qualcomm front of shirt sponsorship agreement, partially offset by other changes in our commercial agreements. Retail, Merchandising, Apparel & Product Licensing revenue was £32.2 million, an increase of £3.3 million, or 11.4%, over the prior year quarter, primarily due to the launch of our new e-commerce model in partnership with SCAYLE. Broadcasting Broadcasting revenue for the quarter was £41.3 million, an increase of £3.8 million, or 10.1%, over the prior year quarter, primarily due to the men's first team playing 4 additional matches in UEFA competitions in the current year quarter, partially offset by 1 less match played in domestic cup competitions versus the prior year quarter. Matchday Matchday revenue for the quarter was £44.5 million, an increase of £14.9 million, or 50.3%, over the prior year quarter, due to playing 4 more home matches compared to the prior year quarter, alongside strong demand for our hospitality offering. Other Financial Information Operating expenses Total operating expenses for the quarter were £162.1 million, a decrease of £41.6 million, or 20.4%, over the prior year quarter. Employee benefit expenses Employee benefit expenses for the quarter were £71.2 million, a decrease of £20.0 million, or 21.9%, over the prior year quarter. This is primarily due to the impact of transactions made during the January transfer window, the men's first team participating in the UEFA Europa League rather than the UEFA Champions League in the prior year and reduced non-playing staff costs as a result of the club's restructuring process. Other operating expenses Other operating expenses for the quarter were £38.1 million, an increase of £6.3 million, or 19.8%, over the prior year quarter. This is primarily due to increased matchday costs associated with playing 4 more home games in the quarter, compared to the prior year quarter and additional costs associated with our new e-commerce model, partially offset by a reduction in costs as a result of the company's focus on improving operating efficiency. Depreciation and amortization Depreciation for the quarter was £4.2 million, compared to £4.1 million in the prior year quarter. Amortization for the quarter was £45.9 million, a decrease of £0.4 million, or 0.9%, over the prior year quarter. The unamortized balance of registrations on 31 March 2025 was £513.7 million. Exceptional items Exceptional items for the quarter were a cost of £2.7 million, as a result of compensation for loss of office costs incurred in relation to the restructuring of the club's operations. Exceptional items for the prior year quarter were a cost of £30.3 million. This comprised costs incurred in relation to the sale of 27.7% of the Group's voting rights to Trawlers Limited, an entity wholly owned by Sir Jim Ratcliffe. These voting rights have been subsequently transferred from Trawlers Limited to INEOS Limited. Profit on disposal of intangible assets Profit on disposal of intangible assets for the quarter was £2.3 million, compared to a profit of £0.8 million for the prior year quarter. Net finance costs Net finance costs for the quarter were £3.8 million, compared to £17.3 million in the prior year quarter. The movement was primarily driven by a favourable swing in foreign exchange rates in the current quarter (gain on re-translation of £7.3 million), compared to an unfavourable swing in foreign exchange rates in the prior year quarter (loss on re-translation of £2.6 million). Income tax The income tax credit for the quarter was £0.4 million, compared to a credit of £12.1 million in the prior year quarter. Cash flows Overall cash and cash equivalents (including the effects of exchange rate movements) decreased by £22.5 million in the quarter to 31 March 2025, compared to an increase of £4.2 million in the prior year quarter. Net cash inflow from operating activities for the quarter was £22.3 million, compared to a net cash outflow in the prior year quarter of £15.1 million. This is primarily due to increased matchday and broadcasting income compared to the prior year quarter, in addition to a reduced cost base, as described above. Net capital expenditure on property, plant and equipment for the quarter was £16.9 million, an increase of £13.9 million over the prior year quarter, due to the improvement works taking place to our Carrington training facility. Net capital expenditure on intangible assets for the quarter was £31.3 million, an increase of £15.5 million over the prior year quarter due to investment in the first team playing squad. Net cash outflow from financing activities for the quarter was £0.1 million, compared to a net cash inflow of £38.4 million in the prior year quarter. The prior year quarter saw £158.5 million of proceeds from the issue of shares as part of the transaction agreement with Trawlers Limited, partially offset by a £120.0 million repayment of our revolving facilities. Balance sheet Our USD non-current borrowings as of 31 March 2025 were $650 million, which was unchanged from 31 March 2024. As a result of the year-on-year change in the USD/GBP exchange rate from 1.2632 at 31 March 2024 to 1.2913 at 31 March 2025, our non-current borrowings when converted to GBP were £500.9 million, compared to £511.3 million at the prior year quarter. In addition to non-current borrowings, the Group maintains a revolving credit facility which varies based on seasonal flow of funds. Current borrowings at 31 March 2025 were £212.3 million compared to £143.0 million at 31 March 2024. As of 31 March 2025, cash and cash equivalents were £73.2 million compared to £67.0 million at the prior year quarter. This movement is detailed further in the Statement of Cash Flows on page 11 of this release. About Manchester United Manchester United is one of the most popular and successful sports teams in the world, playing one of the most popular spectator sports on Earth. Through our 147-year football heritage we have won 69 trophies, enabling us to develop what we believe is one of the world's leading sports and entertainment brands with a global community of 1.1 billion fans and followers. Our large, passionate and highly engaged fan base provides Manchester United with a worldwide platform to generate significant revenue from multiple sources, including sponsorship, merchandising, product licensing, broadcasting and matchday initiatives which in turn, directly fund our ability to continuously reinvest in the club. Cautionary Statements This press release contains forward‑looking statements. You should not place undue reliance on such statements because they are subject to numerous risks and uncertainties relating to the Company's operations and business environment, all of which are difficult to predict and many are beyond the Company's control. These statements often include words such as 'may,' 'might,' 'will,' 'could,' 'would,' 'should,' 'expect,' 'plan,' 'anticipate,' 'intend,' 'seek,' 'believe,' 'estimate,' 'predict,' 'potential,' 'continue,' 'contemplate,' 'possible' or similar expressions. The forward-looking statements contained in this press release are based on our current expectations and estimates of future events and trends, which affect or may affect our businesses and operations. You should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect its actual financial results or results of operations and could cause actual results to differ materially from those in these forward-looking statements. These factors are more fully discussed in the 'Risk Factors' section and elsewhere in the Company's Registration Statement on Form F-1, as amended (File No. 333-182535) and the Company's Annual Report on Form 20-F (File No. 001-35627) as supplemented by the risk factors contained in the Company's other filings with the Securities and Exchange Commission. Non-IFRS Measures: Definitions and Use 1. Adjusted EBITDA Adjusted EBITDA is defined as loss for the period before depreciation, amortization, exceptional items, profit on disposal of intangible assets, net finance costs and tax. Adjusted EBITDA is useful as a measure of comparative operating performance from period to period and among companies as it is reflective of changes in pricing decisions, cost controls and other factors that affect operating performance, and it removes the effect of our asset base (primarily depreciation and amortization), material volatile items (primarily profit on disposal of intangible assets and exceptional items), capital structure (primarily finance costs), and items outside the control of our management (primarily taxes). Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for an analysis of our results as reported under IFRS as issued by the IASB. A reconciliation of loss for the period to adjusted EBITDA is presented in supplemental note 2. 2. Adjusted loss for the period (i.e. adjusted net loss) Adjusted loss for the period is calculated, where appropriate, by adjusting for charges/credits related to exceptional items, foreign exchange gains/losses on unhedged US dollar denominated borrowings (including foreign exchange losses immediately reclassified from the hedging reserve following change in contract currency denomination of future revenues), and fair value movements on embedded foreign exchange derivatives and foreign currency options, adding/subtracting the actual tax expense/credit for the period, and subtracting/adding the adjusted tax expense/credit for the period (based on a normalized tax rate of 21%; 2024: 21%). The normalized tax rate of 21% is the current US federal corporate income tax rate. In assessing the comparative performance of the business, in order to get a clearer view of the underlying financial performance of the business, it is useful to strip out the distorting effects of the items referred to above and then to apply a 'normalized' tax rate (for both the current and prior periods) of the weighted average US federal corporate income tax rate of 21% (2024: 21%) applicable during the financial year. A reconciliation of loss for the period to adjusted loss for the period is presented in supplemental note 3. 3. Adjusted basic and diluted loss per share Adjusted basic and diluted loss per share are calculated by dividing the adjusted loss for the period by the weighted average number of ordinary shares in issue during the period. Adjusted diluted loss per share is calculated by adjusting the weighted average number of ordinary shares in issue during the period to assume conversion of all dilutive potential ordinary shares. There is one category of dilutive potential ordinary shares: share awards pursuant to the 2012 Equity Incentive Plan (the 'Equity Plan'). Share awards pursuant to the Equity Plan are assumed to have been converted into ordinary shares at the beginning of the financial year. Adjusted basic and diluted loss per share are presented in supplemental note 3. (1) For the three and nine months ended 31 March 2025 and the three and nine months ended 31 March 2024, potential ordinary shares are anti-dilutive, as their inclusion in the diluted loss per share calculation would reduce the loss per share, and hence have been excluded. Expand CONSOLIDATED BALANCE SHEET (unaudited; in £ thousands) As of 31 March 2025 30 June 2024 31 March 2024 ASSETS Non-current assets Property, plant and equipment 280,008 256,118 254,908 Right-of-use assets 7,394 8,195 7,913 Investment properties 19,503 19,713 19,783 Intangible assets 942,507 837,564 877,283 Deferred tax assets 25,336 17,607 11,010 Trade receivables 47,679 27,930 24,694 Derivative financial instruments 191 380 667 1,322,618 1,167,507 1,196,258 Current assets Inventories 12,003 3,543 3,757 Prepayments 19,460 18,759 17,235 Contract assets – accrued revenue 40,882 39,778 53,887 Trade receivables 123,122 36,999 37,673 Other receivables 1,696 2,735 1,835 Derivative financial instruments 21 1,917 1,539 Cash and cash equivalents 73,211 73,549 66,994 270,395 177,280 182,920 Total assets 1,593,013 1,344,787 1,379,178 Expand CONSOLIDATED BALANCE SHEET (continued) (unaudited; in £ thousands) As of 31 March 2025 30 June 2024 31 March 2024 EQUITY AND LIABILITIES Equity Share capital 56 55 55 Share premium 307,345 227,361 227,361 Treasury shares (21,305) (21,305) (21,305) Merger reserve 249,030 249,030 249,030 Hedging reserve (550) (1,000) (308) Accumulated losses (337,161) (309,251) (271,628) 197,415 144,890 183,205 Non-current liabilities Contract liabilities - deferred revenue 6,234 5,347 6,834 Trade and other payables 181,866 175,894 188,581 Borrowings 500,883 511,047 511,296 Lease liabilities 7,752 7,707 7,603 Derivative financial instruments 3,272 4,911 3,648 700,007 704,906 717,962 Current liabilities Contract liabilities - deferred revenue 171,472 198,628 102,643 Trade and other payables 298,435 249,030 218,042 Income tax liabilities 1,022 427 851 Borrowings 212,318 35,574 142,960 Lease liabilities 836 934 730 Derivative financial instruments 4,333 2,603 1,830 Provisions 7,175 7,795 10,955 695,591 494,991 478,011 Total equity and liabilities 1,593,013 1,344,787 1,379,178 Expand CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited; in £ thousands) Three months ended 31 March Nine months ended 31 March 2025 2024 2025 2024 Cash flows from operating activities Cash generated from/(used in) operations (see supplemental Note 4) 34,767 (2,584 ) 2,168 (14,725 ) Interest paid (12,952 ) (13,082 ) (31,723 ) (31,838 ) Interest received 667 281 2,423 853 Tax (paid)/refunded (165 ) 268 (464 ) 5,524 Net cash inflow/(outflow) from operating activities 22,317 (15,117 ) (27,596 ) (40,186 ) Cash flows from investing activities Payments for property, plant and equipment (16,856 ) (3,109 ) (34,091 ) (14,949 ) Payments for intangible assets (36,063 ) (18,453 ) (239,720 ) (186,395 ) Proceeds from sale of intangible assets 4,803 2,684 44,141 36,266 Net cash outflow from investing activities (48,116 ) (18,878 ) (229,670 ) (165,078 ) Cash flows from financing activities Proceeds from issue of shares - 158,542 79,985 158,542 Proceeds from borrowings 30,000 - 230,000 160,000 Repayment of borrowings (30,000 ) (120,000 ) (50,000 ) (120,000 ) Principal elements of lease payments (102 ) (180 ) (293 ) (680 ) Net cash (outflow)/inflow from financing activities (102 ) 38,362 259,692 197,862 Effects of exchange rate movements on cash and cash equivalents 3,570 (182 ) (2,764 ) (1,623 ) Net (decrease)/increase in cash and cash equivalents (22,331 ) 4,185 (338 ) (9,025 ) Cash and cash equivalents at beginning of period 95,542 62,809 73,549 76,019 Cash and cash equivalents at end of period 73,211 66,994 73,211 66,994 Expand SUPPLEMENTAL NOTES 1 General information Manchester United plc (the 'Company') and its subsidiaries (together the 'Group') is a men's and women's professional football club together with related and ancillary activities. The Company incorporated under the Companies Law (as amended) of the Cayman Islands. 2 Reconciliation of loss for the period to adjusted EBITDA 3 Reconciliation of loss for the period to adjusted loss for the period and adjusted basic and diluted loss per share Three months ended 31 March Nine months ended 31 March 2025 £'000 2024 £'000 2025 £'000 2024 £'000 Loss for the period (2,710 ) (71,500 ) (29,126 ) (76,883 ) Adjustments: Exceptional items 2,658 30,340 25,833 39,935 Foreign exchange (gains)/losses on unhedged US dollar denominated borrowings (7,285 ) 2,641 (8,033 ) 3,062 Fair value movement on embedded foreign exchange derivatives 348 (777 ) 2,079 8,332 Income tax credit (347 ) (12,069 ) (6,820 ) (12,271 ) Adjusted loss before income tax (7,336 ) (51,365 ) (16,067 ) (37,825 ) Adjusted income tax credit (using a normalized tax rate of 21% (2024: 21%)) 1,834 10,787 4,017 7,943 Adjusted loss for the period (i.e. adjusted net loss) (5,502 ) (40,578 ) (12,050 ) (29,882 ) Adjusted basic loss per share: Adjusted loss per share (pence) (3.19 ) (24.47 ) (7.07 ) (18.22 ) Weighted average number of ordinary shares used as the denominator in calculating adjusted basic loss per share (thousands) 172,353 165,823 170,459 164,040 Adjusted diluted loss per share: Adjusted diluted loss per share (pence) (1) (3.19 ) (24.47 ) (7.07 ) (18.22 ) Weighted average number of ordinary shares and potential ordinary shares used as the denominator in calculating adjusted diluted loss per share (thousands) (1) 172,353 165,823 170,459 164,040 Expand (1) For the three and nine months ended 31 March 2025 and the three and nine months ended 31 March 2024, potential ordinary shares are anti-dilutive, as their inclusion in the adjusted diluted loss per share calculation would reduce the loss per share, and hence have been excluded. Expand 4 Cash generated from operations Three months ended 31 March Nine months ended 31 March 2025 £'000 2024 £'000 2025 £'000 2024 £'000 Loss for the period (2,710 ) (71,500 ) (29,126 ) (76,883 ) Income tax credit (347 ) (12,069 ) (6,820 ) (12,271 ) Loss before income tax (3,057 ) (83,569 ) (35,946 ) (89,154 ) Adjustments for: Depreciation 4,254 4,144 12,803 12,399 Amortization 45,867 46,262 148,560 143,602 Profit on disposal of intangible assets (2,271 ) (790 ) (38,662 ) (30,670 ) Net finance costs 3,764 17,320 32,731 52,214 Non-cash employee benefit expense – equity-settled share-based payments 419 431 1,216 1,907 Foreign exchange losses on operating activities 2,883 411 2,731 888 Reclassified from hedging reserve (1,067 ) 2 1,876 - Changes in working capital: Inventories 1,420 267 (8,460 ) (592 ) Prepayments 7,806 9,522 (1,607 ) (1,311 ) Contract assets – accrued revenue 18,965 7,932 (1,104 ) (10,555 ) Trade receivables (38,112 ) 41,849 (87,355 ) (2,506 ) Other receivables 326 230 1,039 8,093 Contract liabilities – deferred revenue 7,836 (48,225 ) (26,269 ) (66,806 ) Trade and other payables (13,876 ) 1,980 1,044 (29,859 ) Provisions (390 ) (350 ) (429 ) (2,375 ) Cash generated from/(used in) operations 34,767 (2,584 ) 2,168 (14,725 ) Expand
