## Assessment of ENEL SpA for Hybrid Bond Issuance Suitability ### Business Profile **Sector:** ENEL is one of the world's largest integrated utilities, operating across regulated networks (electricity distribution and transmission), power generation (including significant renewables), and retail supply. It operates primarily in Europe and Latin America. This places it squarely in the regulated utilities and unregulated power & gas sectors — both of which are classic hybrid bond issuer profiles. **Cash Flow Visibility:** As a utility with significant regulated and quasi-regulated operations, ENEL benefits from relatively predictable cash flows. Revenue grew from €85.7bn to €140.5bn (largely driven by commodity price pass-through), and operating profit from continuing operations was €11.2bn in FY2022. The business has infrastructure-like characteristics with essential service provision. ### Credit Profile **Leverage:** S&P Net Debt/EBITDA of 4.84x for 2022 indicates a credit profile in the BBB area — consistent with investment-grade but under pressure. This is a level where hybrid bonds provide meaningful equity credit and rating support. **FFO/Net Debt:** At 15.67%, this metric is modest for a utility, suggesting the company is operating near the lower end of its investment-grade rating thresholds. Moody's adjusted leverage trend is improving, but the level still indicates a need for balance sheet support. **Total Debt:** Long-term borrowings of €68.2bn plus short-term borrowings of €18.4bn plus current portion of long-term debt of €2.8bn = approximately €89.4bn in total debt. This is substantial relative to equity of €42.1bn. ### Existing Hybrid Bond Program **Proven Hybrid Issuer:** ENEL has been issuing hybrid bonds since 2010. The equity statement shows: - "Equity Instruments Perpetual Hybrid Bonds Member" balance of €5.567bn as of both Jan 2022 and Jan 2023 - In FY2021, ENEL issued €3.181bn in new hybrid bonds - Coupon payments on hybrid bonds were €71m in FY2021 and €123m in FY2022 - No new hybrid issuance in FY2022 (Hybrid Bonds Issued = 0 for 2022-2023 period) The €5.567bn outstanding hybrid bond stock is a significant component of the capital structure, representing approximately 19% of parent equity (€28.7bn). This is a recurring, core funding instrument for ENEL. ### Rationale for Hybrid Issuance 1. **Rating Protection:** With S&P Net Debt/EBITDA at 4.84x and FFO/Net Debt at ~15.7%, ENEL is at a level where hybrid equity credit is critical to maintaining its investment-grade rating. Without the ~50% equity credit on €5.567bn of hybrids, adjusted leverage would be materially worse. 2. **Capital Expenditure Needs:** ENEL invested €11.3bn in PP&E and €2.0bn in intangibles in FY2022, reflecting its massive energy transition and renewables buildout program. This ongoing capex creates a structural funding need. 3. **Refinancing Need:** With €5.567bn outstanding hybrids, some tranches will be approaching first call dates, creating refinancing requirements — a classic driver for new hybrid issuance. 4. **Negative Free Cash Flow:** Operating cash flows of €8.7bn vs. investing outflows of €13.6bn indicate negative free cash flow, further supporting the need for hybrid capital to avoid pure debt accumulation. 5. **Dividend Commitments:** ENEL paid €3.963bn in dividends to shareholders and €937m to non-controlling interests (total €4.9bn), plus €123m in hybrid coupons. The proposed dividend is €0.40/share (€4.067bn). Maintaining dividends while investing heavily necessitates hybrid support. ### Discontinued Operations Impact The €2.3bn loss from discontinued operations (likely related to asset disposals in Russia or other portfolio rationalization) pressured net income to €1.682bn attributable to parent. This temporary earnings drag further supports the case for hybrid capital to bridge the transition period. ### Market Conditions Rising swap rates in 2022 (5Y average at 1.726%) and wider credit spreads suggest a more challenging but still accessible market for hybrid issuance. The sub-senior delta of ~20bps for IG non-financial corporates indicates reasonable pricing conditions for hybrid bonds from investment-grade utilities. ### Conclusion ENEL is a textbook hybrid bond issuer: - **Regulated utility** with essential infrastructure assets - **Investment-grade BBB-area credit profile** where hybrid equity credit is material - **Proven, long-standing hybrid issuer** since 2010 with €5.567bn outstanding - **Active refinancing needs** for maturing hybrid tranches - **Significant capex program** requiring diverse funding sources - **Leverage metrics under pressure** where hybrid bonds help preserve ratings - **Improving but still stretched leverage** per Moody's assessment - **Strong institutional market access** as one of Europe's largest corporate issuers Strongly Suitable