# Analysis of Hybrid Bond Suitability ## Entity C: TenneT Holding B.V. **Business Profile:** - Transmission system operator (TSO) – quintessential regulated utility/infrastructure - Owned by the Dutch State (government-owned) - Operations in Netherlands and Germany **Existing Hybrid Capital:** - Already has €2,125M in hybrid capital on the balance sheet (both 2022 and 2023), indicating familiarity with the instrument and potential refinancing needs - Hybrid capital coupons of €57M annually are being paid to hybrid holders **Financial Metrics:** - **Operating losses:** -€976M (2022) and -€275M (2021) operating loss; -€879M net loss (2022) - **Massive capex program:** €4,424M in 2022 (up from €3,711M in 2021) – significant infrastructure investment - **Rapidly increasing debt:** Long-term borrowings grew from €12,366M to €19,006M (+54%) - **Leverage is deteriorating:** Total debt growing rapidly while equity is relatively flat - **Equity injection:** Received €1,230M capital contribution in 2022, signaling need for capital - **Total equity:** €7,713M vs total assets of €38,509M – equity ratio ~20% - **Debt/Equity:** Approximately 2.6x (long-term borrowings alone vs equity) **Hybrid Suitability Assessment:** - **Strongly suitable**: Regulated TSO, government-owned, highly predictable (regulated) cash flows - Existing hybrids may need refinancing depending on call dates - Deteriorating credit metrics with massive capex needs - Hybrid issuance would materially improve adjusted leverage given rapid debt accumulation - Already proven hybrid issuer – market access established - The significant losses and growing leverage create urgency for credit-supportive instruments ## Entity A: EDP, S.A. **Business Profile:** - Integrated energy utility (generation, transmission, distribution, supply of electricity and gas) - Based in Portugal with significant international operations (Brazil, North America) - Listed company **Financial Metrics:** - **Revenue:** €20.65B (2022), up from €14.98B (2021) - **Net profit:** €1,170M (2022), €1,105M (2021) – profitable and growing - **EBITDA proxy:** ~€4,524M (2022) - **Total debt (LT borrowings):** €15,783M; Total equity: €13,835M - **Finance costs:** €1,753M (2022), significantly up from €876M (2021) – rising cost of debt - **Significant capex:** €3,500M in PP&E/intangible investments - **Cash flow from operations:** €3,778M (2022) - **Dividends:** €0.19/share; total ~€750M to parent shareholders - **Large cash flow hedging losses:** Significant OCI losses from cash flow hedges (€-831M net of tax) **Hybrid Suitability Assessment:** - **Strongly suitable to Marginally suitable**: Utility/energy company with regulated and quasi-regulated components - BBB-area credit profile likely given size, leverage, and sector - Leverage is moderate but rising finance costs are a concern - No existing hybrid capital on balance sheet – would be a new instrument - Hybrid could improve adjusted leverage and provide rating headroom - Large capex program and M&A activity (Sunseap acquisition) create funding rationale - Significant non-controlling interests suggest complex capital structure ## Entity B: A2A S.p.A. **Business Profile:** - Italian multi-utility (energy, environment, networks) - Owned by Municipalities of Milan and Brescia - Diversified operations **Financial Metrics:** - **Revenue:** €23,166M (2022), doubled from €11,549M (2021) - **EBITDA:** €1,505M (2022), €1,428M (2021) – stable - **Net profit:** €448M (2022), €550M (2021) – profitable but declining - **Total equity:** €4,467M; Total assets: €21,367M - **Non-current financial liabilities:** €5,867M (up from €4,322M) - **Finance costs:** €125M – relatively modest - **Cash flow from operations:** €1,260M (2022) - **Free cash flow:** €118M (2022) – thin but positive - **No existing hybrid capital** **Hybrid Suitability Assessment:** - **Marginally suitable**: Multi-utility with regulated and unregulated segments - Municipal ownership provides stability - Leverage is manageable; debt levels are growing but not as dramatically as TenneT - No existing hybrids to refinance - Financial metrics are relatively stable – hybrid would be more opportunistic - Smaller absolute need compared to TenneT and EDP - Less urgency in credit metrics ## Ranking 1. **Entity C (TenneT)** – Highest priority: Existing hybrids potentially needing refinancing, pure regulated TSO, rapidly deteriorating leverage due to massive capex, government-owned, already established hybrid issuer, most urgent credit metric deterioration 2. **Entity A (EDP)** – Second priority: Large utility with significant capex needs, rising finance costs, no existing hybrids (new issuance opportunity), BBB-area profile likely, strong business rationale 3. **Entity B (A2A)** – Third priority: Stable metrics, no existing hybrids, less urgent need, more opportunistic case C,A,B