**Priority 1: Entity C — Terna S.p.A.** Terna is the clearest first target. It is a regulated electricity transmission infrastructure company with highly visible cash flows, strong capital-market access and an investment-grade-style utility profile. Most importantly, it has already issued a **€989 million perpetual hybrid bond in 2022**, classified in equity, with a **€21 million coupon payable to hybrid bondholders**. That establishes both investor acceptance and internal policy acceptance of hybrids as a financing tool. Its financial profile also fits the hybrid rationale well: - Regulated infrastructure business with visible cash flows. - Large capex programme: investing cash flow was **€1.86 billion negative** in 2022, including **€1.49 billion of PPE capex** and **€212 million of intangible capex**. - Leverage remains meaningful: long-term borrowings of **€8.42 billion**, current debt components of about **€2.35 billion**, against equity of **€6.17 billion**. - Hybrid issuance materially supports adjusted leverage and rating headroom by adding equity credit. - Existing hybrid issuance creates a strong precedent and future refinancing opportunity. Because Terna has already demonstrated use of the product and has a natural recurring regulated capex funding need, it is the strongest origination candidate. --- **Priority 2: Entity A — REDEIA Corporación S.A.** Redeia is also a strong candidate, but slightly behind Terna. It is a regulated electricity transmission and infrastructure-like issuer with stable and visible cash flows. Its 2022 financials show a robust business profile: - Operating profit of **€962 million** and net profit of **€681 million**. - Operating cash flow of **€1.57 billion**. - Significant infrastructure asset base: PPE of **€9.63 billion**. - Net debt is meaningful, with noncurrent financial liabilities of **€5.54 billion** and current financial liabilities of **€1.71 billion**, partly offset by cash of **€795 million** and current financial assets. - Equity improved materially to **€4.89 billion**, helped by owner transactions. Redeia is a regulated utility-style issuer with credible access to capital markets, and hybrid issuance could improve leverage/rating headroom. However, based on the facts provided, there is **no explicit existing hybrid instrument or near-term hybrid call/refinancing trigger**, whereas Terna already has a live hybrid bond programme. Redeia therefore remains highly suitable, but not as immediately actionable as Terna. --- **Priority 3: Entity B — Électricité de France** EDF is a very large utility and already has hybrid/perpetual subordinated bond experience, including: - **€994 million proceeds from subordinated liabilities and convertible instruments** in 2022. - **€606 million payments to holders of perpetual subordinated bonds**. - Prior-year hybrid/subordinated activity as well. However, despite the strong strategic utility profile and state-linked importance, EDF’s 2022 credit metrics deteriorated severely: - Operating profit was **negative €19.36 billion**. - Net loss was **€18.23 billion**. - Operating cash flow was **negative €7.43 billion**. - Equity fell from **€61.99 billion** to **€46.61 billion**. - Financial liabilities increased substantially, including other noncurrent financial liabilities of **€71.06 billion** and other current financial liabilities of **€71.84 billion**. - The company required major financing inflows, including **€34.17 billion of borrowings**. A hybrid could help adjusted credit metrics, and EDF clearly has market experience with subordinated capital. But the scale of deterioration means pricing and execution would be more sensitive, and the hybrid may be perceived as insufficient relative to the magnitude of funding and operating pressures. EDF is therefore suitable, but the origination case is less clean than for Terna or Redeia. C,A,B