Terna S.p.A. is **Strongly Suitable** for hybrid bond issuance. Key reasons: - **Business profile is highly compatible with hybrids:** Terna is Italy’s national electricity transmission grid operator, a regulated utility/infrastructure business with essential-service characteristics and highly visible cash flows. Under the regulated utilities methodology, this type of network business generally benefits from strong cash-flow stability, limited commodity exposure, and supportive tariff recovery mechanisms. - **Large, strategic, regulated asset base:** Property, plant and equipment were about **€16.2 billion** at year-end 2022, reflecting a large regulated transmission infrastructure base. This supports scale, strategic importance, and investor appetite. - **Strong operating performance and cash generation:** Revenue increased from **€2.53 billion in 2021 to €2.90 billion in 2022**, while operating profit rose from **€1.20 billion to €1.33 billion**. Operating cash flow was strong at **€2.32 billion** in 2022, significantly above 2021. EBITDA-like cash generation is stable and substantial. - **Leverage profile fits the hybrid rationale:** S&P Net Debt/EBITDA was **4.35x**, and S&P FFO/Net Debt was **17.24%**. These are typical BBB-area regulated utility metrics where hybrids can provide meaningful rating agency equity credit, support adjusted leverage, and preserve financial flexibility during high investment periods. - **Clear funding rationale from capex:** Terna is capital intensive. Purchases of PPE were about **€1.49 billion** and intangible capex about **€212 million** in 2022. Hybrid issuance is well suited to funding large regulated investment programs while limiting pressure on credit metrics. - **Existing market precedent:** The company already issued hybrid bonds in **2022**, with **€989 million** recognized as perpetual hybrid equity instruments. This is a very strong indication that the issuer is acceptable to the hybrid market and that the instrument is part of a credible capital structure strategy. - **Financial policy credibility:** The company has access to institutional capital markets, is ultimately linked to **Cassa Depositi e Prestiti**, and operates a nationally strategic infrastructure asset. These factors support investor confidence in subordinated hybrid issuance. - **Improving metrics do not negate suitability:** Moody’s adjusted leverage trend was improving, which could otherwise weaken the need for hybrids. However, the regulated utility profile, large capex needs, BBB-style leverage metrics, and actual 2022 hybrid issuance strongly outweigh this point. Overall, Terna has the classic profile of a strong hybrid issuer: regulated infrastructure, predictable cash flows, significant capex, meaningful rating-agency leverage benefit, and demonstrated market access. Strongly Suitable