# Assessment of Iberdrola SA for Hybrid Bond Issuance ## Company Overview Iberdrola SA is a major Spanish regulated utility company operating primarily in the electricity and gas sectors. The company operates across multiple regulated jurisdictions (Spain, Portugal, UK, US, Mexico, Brazil, etc.) with a diversified geographic footprint and significant infrastructure assets. ## Key Financial Metrics (FY 2022) | Metric | Value | |--------|-------| | Total Assets | €154.7 billion | | Revenue (2022) | €53.9 billion | | EBITDA (2022) | €13.2 billion | | Net Income (2022) | €4.3 billion | | Total Equity | €58.1 billion | | Total Debt | €69.3 billion | | S&P Net Debt / EBITDA | 3.91x | | S&P FFO / Net Debt | 19.65% | | EBITDA Margin | 24.5% | | Equity Ratio | 37.6% | ## Assessment Against Guidance Criteria ### 1. Business Profile: **Strongly Supportive** - **Regulated utility with infrastructure characteristics**: Iberdrola is a major European regulated electricity and gas utility with operations across multiple jurisdictions - **Highly visible cash flows**: Regulated operations with cost-recovery mechanisms, diversified customer base (residential, commercial, industrial), and stable demand for essential services - **S&P Regulatory Advantage**: Multi-jurisdiction presence with strong/adequate to adequate regulatory frameworks across Spain, Portugal, UK, and expanding renewable asset base - **Essential service provider**: Electricity and gas distribution are non-discretionary services insulated from cyclicality ### 2. Credit Profile: **BBB Area (Investment Grade)** - Net Debt/EBITDA of 3.91x indicates moderate leverage appropriate for investment-grade utilities - FFO/Net Debt of 19.65% demonstrates solid cash generation - Moody's adjusted leverage trend: Stable (positive signal) - Strong profitability with €4.3B net income on €53.9B revenue - Significant cash generation: €10.4B operating cash flow (2022) ### 3. Hybrid Issuance Rationale: **Compelling** **Leverage management:** - Current Net Debt/EBITDA at 3.91x is above typical comfort zones for BBB utilities (typically 3.0-3.5x) - Hybrid capital would provide ~€2-3B of equity-like support, improving metrics materially - Large capex program (€6.3B in 2022) supports investment needs and refinancing requirements **Financial policy:** - €86.3B in PP&E and €11.5B in construction-in-progress indicates substantial ongoing investment - Multiple refinancing needs given debt maturity profile - History of accessing capital markets with credibility **Strategic rationale:** - Heavy capex in renewable energy transition requires sustained capital access - Hybrid would provide rating headroom and support BBB profile during energy transition - Could defer equity dilution while maintaining financial flexibility ### 4. Recent Hybrid Bond Activity: **Strongly Supportive** - **Already issued hybrid bonds in 2021 and 2022** ✓ - **Hybrid bonds outstanding as line items:** - "Instrumentos De Capital Con Caracteristicas De Pasivo Financiero No Corriente": €576M - "Instrumentos De Capital Con Caracteristicas De Pasivo Financiero Corriente": €87M - Total hybrid instruments: ~€663M - **First issuance: 2013** (established track record) - **Interest accrual on hybrid obligations**: €169M deducted from retained earnings (2022), showing active use and management This is a **critical positive signal**. The guidance specifically notes: *"an entity having issued hybrid bonds is highly likely Strongly Suitable, or at least Marginally Suitable."* ### 5. Market Context: **Favorable** - 5Y/7Y/10Y swap curves positive in 2022 (1.7%-1.9%), supporting bond market access - iShares Core Euro Corporate Bond yields at 1.085% average (2022) manageable - Sub-senior delta of 0.2 (2022: 2.295%) provides reasonable pricing spread for hybrids ### 6. Capital Structure & Refinancing: **Strong Need** - Current financial liabilities (non-current): €44.2B - Current financial liabilities (current): €25.1B - Large capex program (€6.3B annually) requires sustained access to capital - Dividend payments (€890M on parent, €1.3B total) demonstrate shareholder commitment - Hybrid would support this without equity dilution ### 7. Risk Factors: **Manageable** - **Regulatory risks**: Mitigated by multi-jurisdiction diversification and strong regulatory advantage assessments across most markets - **Energy transition**: Already heavily invested in renewables (consistent theme in capex) - **Leverage**: 3.91x is elevated but not distressed; hybrid reduces this - **Market access**: Demonstrated credibility and institutional capital market access ## Synthesis Iberdrola is an **ideal candidate** for hybrid bond issuance: 1. ✓ Regulated utility with essential service characteristics and infrastructure-like cash flows 2. ✓ BBB investment-grade profile with room for rating support 3. ✓ **Already actively issuing and managing hybrid bonds** (most important signal) 4. ✓ Leverage metrics (3.91x Net Debt/EBITDA) at upper end of comfort range, makings hybrid materially beneficial 5. ✓ Strong capital market access and financial credibility 6. ✓ Clear use of proceeds: funding capex, refinancing, supporting rating profile 7. ✓ Diversified, stable, regulated cash flows reduce hybrid risk 8. ✓ Large capex program (€6.3B+) provides ongoing funding rationale The fact that Iberdrola has issued hybrids in 2021-2022 and maintains hybrid instruments outstanding is the strongest possible endorsement of suitability. The company has demonstrated market acceptance, operational capability to manage hybrid coupons, and strategic rationale. Strongly Suitable