# Analysis of Hybrid Bond Suitability ## Entity A: A2A S.p.A. **Business Profile:** Italian multi-utility (energy, environment, networks) - regulated/quasi-regulated business with visible cash flows. Subsidiary of A2A S.p.A. group, owned by Municipalities of Milan and Brescia. **Key Financial Metrics (FY2022):** - Total Assets: €21.4B; Equity: €4.5B; Total Debt (non-current financial liabilities): €5.9B - Equity/Assets ratio: ~21% - relatively low - Leverage (Debt/Equity): ~1.3x on non-current financial liabilities alone - Revenue doubled from €11.5B to €23.2B (energy price driven) - EBITDA: €1.5B; Net Profit: €448M - Operating cash flow: €1.26B; Capex heavy (€1.24B PP&E + intangibles) - Free Cash Flow: €118M (tight) - Net debt increased significantly (borrowings up from €4.3B to €5.9B non-current + €1B current) - No existing hybrid bonds in equity structure **Hybrid Suitability Assessment:** - Utility/regulated profile → Strongly suitable category - Leverage is increasing substantially (net debt growing, new borrowings of €4.3B vs repayments of €2.8B) - Equity ratio is modest at 21% - hybrid could materially improve adjusted leverage - Heavy capex program requiring ongoing funding - No existing hybrids to refinance - Deteriorating credit metrics with rising leverage could pressure rating - BBB-area credit profile likely given utility nature and leverage levels ## Entity B: ENEL S.p.A. **Business Profile:** One of the world's largest utilities - generation, distribution, retail. Operates across Europe and Latin America. Strongly regulated/quasi-regulated. **Key Financial Metrics (FY2022):** - Total Assets: €219.6B; Equity: €42.1B - Long-term borrowings: €68.2B; Short-term: €18.4B + €2.8B current portion - Revenue: €140.5B; Operating profit: €11.2B - Net Profit: €2.9B (attributable to parent: €1.7B, down from €3.2B) - Operating cash flow: €8.7B (down from €9.9B) - Heavy capex: €13.2B in PP&E + intangibles - **Existing hybrid bonds: €5.567B in equity** (Perpetual Hybrid Bonds member) - Hybrid bonds issued in prior year: €3.181B (2021); coupon paid: €123M (2022) - No new hybrid issuance in FY2022 - Loss from discontinued operations: -€2.3B - Significant derivative exposures and complex financial structure **Hybrid Suitability Assessment:** - Largest utility → Strongly suitable category - Already has €5.6B in hybrid bonds - experienced issuer - No new hybrid issuance in 2022 (issued €3.2B in 2021) - Paying €123M in hybrid coupons annually - Potential refinancing needs on existing hybrids depending on call dates - Leverage is very high (total borrowings ~€89B vs equity €42B) - Profit declined significantly; discontinued operations losses - Credit metrics under pressure - rating headroom likely tight - However, already a mature hybrid issuer - may have less urgency for NEW hybrid unless refinancing ## Entity C: Terna S.p.A. **Business Profile:** Italian electricity transmission grid operator - highly regulated, monopolistic infrastructure. Owned by CDP Reti (state-linked). **Key Financial Metrics (FY2022):** - Total Assets: €22.8B; Equity: €6.2B (up from €4.7B) - Long-term borrowings: €8.4B; Short-term: €444M + €1.9B current portion - Revenue: €2.96B; Operating profit: €1.33B; Net profit: €858M - Operating cash flow: €2.32B (strong improvement from €832M) - Capex: €1.7B (PP&E + intangibles) - **Issued hybrid bonds of €989M during FY2022** (visible in equity statement) - Coupon paid on hybrid bonds: €21.1M - Equity increased from €4.7B to €6.2B (partly due to hybrid issuance) **Hybrid Suitability Assessment:** - Pure regulated transmission operator → Strongly suitable category - **Just issued €989M in hybrid bonds in FY2022** - very recent issuance - State-linked ownership (CDP) - strong credibility - Strong operating cash flows and regulated revenue base - Moderate leverage improving with hybrid - Since they just issued, less likely to need another immediate transaction - However, demonstrates proven appetite and market access ## Ranking Rationale **Priority 1 - Entity A (A2A):** - No existing hybrids → first-time issuer opportunity (highest origination value for a bank) - Deteriorating leverage metrics with heavy capex and growing debt - Utility profile makes it strongly suitable - Hybrid would materially improve adjusted leverage (equity ratio only 21%) - Tight free cash flow (€118M) with major investment needs - Most urgent need for hybrid capital to support credit metrics **Priority 2 - Entity B (ENEL):** - Existing €5.6B hybrid portfolio likely has tranches approaching call dates (issued €3.2B in 2021, likely with 5-6 year first call) - Significant credit pressure: declining profits, large losses from discontinued operations, massive leverage - Experienced issuer but no new issuance in 2022 suggests potential upcoming need - Rating preservation motivation is strong given leverage levels - Large scale means significant transaction size opportunity **Priority 3 - Entity C (Terna):** - Just completed €989M hybrid issuance in FY2022 - unlikely to need another soon - Strong credit profile and cash flows - less urgency - Well-capitalized after recent hybrid issuance - Lowest immediate origination opportunity A,B,C