# Analysis of Hybrid Bond Recommendation for Hera S.p.A. ## Company Profile Hera S.p.A. is an Italian multi-utility company headquartered in Bologna, operating in regulated and unregulated utility segments (energy, water, waste management). It is a classic multi-utility that benefits from a mix of regulated and unregulated activities. ## Key Financial Metrics Assessment ### Leverage and Capital Structure **Total Equity (2022):** €3,644.7M **Total Debt Estimate:** - Non-current financial liabilities: €5,689.9M - Current financial liabilities: €650.1M - Non-current lease liabilities: €55.1M - Current lease liabilities: €21.3M - **Total Debt ≈ €6,416.4M** **Total Adjusted Capital (Equity + Adjusted Debt) ≈ €10,061.1M** **Debt/Equity Ratio:** ~1.76x — This is elevated for a utility. **Net Debt:** Total Debt minus Cash (€1,942.4M) = ~€4,474M **Net Debt/EBITDA:** EBITDA ≈ Operating Profit + D&A = €533.8M + €667.1M = ~€1,200.9M **Net Debt/EBITDA ≈ 3.7x** **Gross Debt/EBITDA ≈ 5.3x** ### Cash Flow Analysis **Operating Cash Flow (2022):** Only €35.7M — a dramatic decline from €1,045.4M in 2021, driven by a massive working capital deterioration of -€927.6M (vs +€47.8M in 2021). This is largely due to the energy crisis impact on inventories and receivables. **Investing Cash Flow:** -€758.4M (up from -€662.6M) **FCF:** Deeply negative at approximately -€722.7M **Financing Activities:** The company raised €2,127M in new non-current borrowings in 2022 (vs €525.1M in 2021) — a massive increase, largely to fund working capital and investment needs. ### Profitability **EBITDA Margin (2022):** ~€1,200.9M / €20,630.2M (revenue + other revenue) ≈ 5.8% — compressed due to pass-through energy costs inflating revenue. **Net Profit (2022):** €305.3M, down from €372.7M **Operating Profit:** €533.8M, down from €611.7M ### Rating Considerations Hera is typically rated in the BBB range (investment grade). Key observations: 1. **Significant leverage increase:** Non-current financial liabilities jumped from €3,716M to €5,689.9M — nearly €2B increase in one year. Gross debt/EBITDA at ~5.3x is high for a utility. 2. **Working capital strain:** The energy crisis caused massive working capital outflows, compressing OCF to near-zero despite stable underlying EBITDA. 3. **High capex intensity:** Total capex (PP&E + intangibles) was ~€709.5M, and the company is pursuing acquisitions (€50.1M). 4. **Revenue nearly doubled** from €10.6B to €20.1B, largely from energy commodity pass-through — this distorts margins but also increases working capital needs and counterparty risk. ## Hybrid Bond Assessment ### Arguments FOR Hybrid Issuance: 1. **Elevated leverage:** Gross debt/EBITDA at ~5.3x is stretched for a BBB-rated utility. Hybrid equity credit (50% equity treatment under S&P methodology) would meaningfully improve adjusted leverage metrics. 2. **Significant recent borrowing:** €2.127B in new debt in 2022 has materially increased leverage. The capital structure needs optimization. 3. **Ongoing capex needs:** As a multi-utility with regulated infrastructure, Hera has persistent capex requirements (~€700M+ annually). 4. **Working capital volatility:** The energy crisis demonstrated vulnerability to working capital swings, requiring financial buffer. 5. **Rating preservation:** With leverage this elevated, there is meaningful pressure on maintaining investment-grade rating. Hybrid issuance could provide crucial support. 6. **No apparent existing hybrids:** There's no indication of existing hybrid bonds in the capital structure. ### Arguments AGAINST Maximum Issuance: 1. **Cost of hybrid debt:** With the 2022 swap curve at ~1.7-1.9% for 5-10Y, and subordination premium of ~200bps, hybrid coupons would be significantly above senior debt costs. Current average cost of debt is relatively low given the legacy portfolio. 2. **Working capital normalization expected:** The extreme working capital strain should partially reverse as energy markets normalize. 3. **Stable underlying business:** The regulated utility component provides stability. ### Sizing the Recommendation: - **Total Adjusted Capital ≈ €10.1B** - **15% = ~€1.5B** | **11.25% = ~€1.13B** | **7.5% = ~€756M** | **3.75% = ~€378M** The company faces: - Significant but not transformational leverage pressure - Rating headroom is constrained but not in imminent downgrade territory - High recent borrowing activity requiring capital structure optimization - Ongoing capex needs of €700M+/year - Working capital volatility that creates temporary but meaningful cash flow pressure - Cost of hybrid will increase overall cost of debt but the company can absorb it given its EBITDA base This profile most closely aligns with the **7.5% guidance**: moderate refinancing needs, rating headroom moderately constrained, hybrid issuance would meaningfully improve adjusted leverage metrics. The company doesn't face transformational M&A or imminent downgrade risk (which would suggest 11.25-15%), but the leverage increase is too significant to ignore (ruling out 0-3.75%). 7.5%