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ADMIE HOLDING | Structure isn’t perfect, but the asset offers deep value

Two-step capital increase emerging as most likely scenario – Initial policy signalling and our discussions with mgt in late 2025 suggested a simpler OpCo-level capital increase (of c€1bn), accompanied by a migration of the listing from ADMIE Holding to IPTO. This would have offered cleaner governance, improved liquidity and a more direct valuation anchor. Latest press reports, however, indicate a shift toward a two-step capital increase, starting with a c€510m rights issue at ADMIE Holding, followed by a €1bn capital raising at IPTO, with the listed entity remaining the HoldCo. While this approach appears driven by financing pragmatism and lender requirements, we view it as suboptimal from a valuation perspective, as it preserves structural complexity and a holding-company discount. That being said, our work shows that even under a scenario of a 2-step capital increase and the persistence of a holding-company structure, there would be plenty of upside that could be crystallized for participating shareholders, even under conservative assumptions.

What our work shows – In particular, our analysis shows that: 1) A €1bn capital increase would be sufficient to support IPTO’s investment plan, keeping net debt/EBITDA below the 5x ceiling and in sync with European TSO peers. 2) For the state to retain a 50+% effective stake in the OpCo, it would need to take-up c92% of its rights at HoldCo level. 3) For shareholders who fully participate in the rights issue, the upside is material (near 30%), even assuming that post-money the valuation remains at a discount to RAB (albeit narrower than the current levels, namely near 5%). In essence, this assumes that the current >15% discount to RAB is partly balance-sheet driven and partly relating to structural reasons, as a result of the holding structure.

The thesis in brief: among the highest RAB growth profiles in Europe – ADMIE offers one of the strongest RAB growth profiles in Europe, underpinned by a c€6bn+ investment pipeline that drives high-teens RAB CAGR over the next five years. This positions IPTO squarely at the centre of the structural re-rating of power grids, as Europe accelerates electrification, renewable integration, interconnections and system resilience, with transmission operators emerging as key enablers of the energy transition. Despite this compelling growth and regulated earnings, ADMIE trades at a meaningful discount to RAB, in stark contrast to European TSOs that command material premiums despite inferior – in most cases – growth profiles.

Valuation – Our PT is based on an EV/RAB methodology, yielding a target price of €3.66. At our PT, the stock would still trade at small discount to RAB, which we consider justified by the elevated leverage profile (pre-money), the residual execution risk surrounding the likely upcoming capital event, and, importantly, the suboptimal holding-company structure that weighs on liquidity, indexability and valuation relative to a simplified, single OpCo listing.