**Assessment of Italgas S.p.A. for Hybrid Bond Issuance** **Business profile** Italgas is a regulated gas‑distribution utility in Italy. Regulated utilities benefit from transparent, predictable tariff‑setting mechanisms that allow full cost recovery and a stable, compensatory return on capital. The regulatory framework in Italy (ARERA) is considered stable and supportive, giving the company highly visible, contracted cash flows. This aligns with the “Regulated, quasi‑regulated, infrastructure‑like, utility, energy infrastructure” profile in the suitability checklist. **Scale, scope and profitability** The company is a large operator in a single, but sizable, national market, with a diversified customer base (residential, commercial, industrial). Itsgas shows solid profitability: EBITDA ≈ €1.12 bn (≈ 48 % margin on revenue of €2.31 bn) and net profit of €436 m, both growing versus 2021. Such metrics are typical of “above‑average profitability” for a regulated utility. **Financial risk profile** Total financial debt (including short‑term and long‑term borrowings) stands at ≈ €6.55 bn, with net debt of ≈ €6.07 bn after cash (€452 m) and current financial assets (≈ €23 m). This translates to net‑debt/EBITDA of ~5.4× and FFO (≈ €548 m) to total debt of ~8.4 % – a relatively aggressive leverage for the sector. Nonetheless, Italgas holds an investment‑grade rating in the BBB area (BBB stable), indicating that the rating agencies view its business risk as strong enough to offset the higher leverage. **Funding rationale** The 2022‑2023 cash‑flow statement shows substantial investment needs: capex (intangible assets + PP&E) ≈ €777 m, acquisitions/investments in scope changes ≈ €875 m, and debt repayments of ≈ €600 m. The company therefore has a clear, material requirement for financing—whether for refinancing existing maturities, funding the capex programme, or pursuing M&A. This matches the “Strong refinancing, capex, or M&A funding rationale” criterion. **Hybrid issuance potential impact** Issuing a hybrid bond would increase the equity‑like component of the capital structure. Rating agencies typically treat hybrids as 50 % equity and 50 % debt, so an issuance would: * Raise equity (or equity‑credit) by roughly half the proceeds, improving the net‑debt‑to‑capital ratio (from ≈ 73 % to perhaps ≈ 71 %). * Provide incremental cash to reduce short‑term refinancing pressure, supporting FFO/debt and coverage ratios. * Preserve the investment‑grade profile (BBB) while potentially creating rating headroom for future rating actions. Thus, a hybrid could materially improve adjusted leverage, FFO/debt and rating headroom – a key indicator for “Strongly Suitable”. **Market access and credibility** Italgas has demonstrated access to capital markets (multiple bond issuances, syndicated loans) and maintains a transparent financial policy, with regular reporting and investor relations. The 2022‑2023 market data show a 5‑year swap average of ~1.73 % and iBoxx non‑financial IG spreads of ~2.3 % for sub‑senior debt; despite higher rates, the company’s strong credit standing allows it to tap the market, albeit at a premium. This aligns with “High credibility of financial policy and ability to access institutional capital markets”. **Conclusion** All major suitability criteria point to Italgas as a strong candidate for a hybrid bond: * Regulated, stable cash‑flow business (utility) – supports “Strongly Suitable”. * Investment‑grade in the BBB area – fits the “BBB area” requirement. * Clear funding rationale (capex, M&A, refinancing) – matches the “Strong refinancing, capex, or M&A funding rationale”. * Hybrid would improve leverage and coverage metrics, providing rating headroom – satisfies “Hybrid issuance could materially improve adjusted leverage, FFO/debt, or rating headroom”. * No disqualifying factors (e.g., weak investment grade, highly cyclical business, or lack of clear use of proceeds) are present. Therefore, Italgas S.p.A. is **Strongly Suitable** for the issuance of hybrid bonds. Strongly Suitable