Infratil Limited/Announcement
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Infratil Full year results for the year ended 31 March 2020

Full Year Results28 May 2020IFTUtilities

Infratil Limited 5 Market Lane, PO Box 320, Wellington, New Zealand Tel +64-4-473 3663 www.infratil.com

29 May 2020


Full year results announcement for the year ended 31 March 2020


Increasing exposure to data infrastructure and renewable energy drives net growth in a year of

portfolio changes


During the year ended 31 March 2020 Infratil invested $2 billion which included the acquisition of

Vodafone New Zealand (‘Vodafone’) for $1,029 million. The remaining $962 million was invested in

Infratil’s existing businesses, including significant renewable energy projects developed by Tilt

Renewables and Longroad Energy, and the development of additional data centres by CDC Data

Centres. This increased exposure to our preferred sectors of renewable energy generation and data

infrastructure will drive future earnings growth.


The acquisition of Vodafone represented the largest corporate transaction in New Zealand for over a

decade when Infratil acquired a 49.9% stake alongside global infrastructure investor Brookfield Asset

Management. The acquisition is transformational for Infratil and significantly strengthens the cash

generative core of the portfolio while increasing Infratil's exposure to long-term data and connectivity

growth. The deal was well supported by shareholders, reflected by the strong backing of the

$400 million capital raise undertaken as part of the acquisition.


Alongside the Vodafone investment, the Infratil Group continued to undertake significant capital

investment while also exercising a high level of capital discipline:


• Tilt Renewables is progressing with construction of its Dundonnell (336MW) and Waipipi

(133MW) wind farms, having also concluded the sale of Snowtown 2 wind farm (‘Snowtown 2’).

The sale crystallised a profit of $512 million and in April 2020, Tilt Renewables announced a

capital return to shareholders of approximately A$260 million;


• Longroad Energy’s development initiatives gave rise to economic gains of which Infratil’s share

is between $46 million and $66 million (with the final amount to be determined when construction

of the projects is completed). Longroad currently has construction underway of 907MW of

renewable generation capacity;


• CDC Data Centres completed construction of 2 data centres (35MW in total) and construction

of a further data centre (25MW) is underway. CDC Data Centres has also announced the

development of two world class hyperscale data centres in Auckland, with 20MW of capacity

and forecast completion in calendar year 2022;


• Vodafone has commenced its initial roll-out of New Zealand’s first commercial 5G deployment

with 108 enabled cell-sites to provide 5G coverage in Queenstown, Christchurch, Wellington,

and Auckland; and,


• RetireAustralia has completed construction of 70 new care-units at its Glengara Village, while

construction is ongoing on 177 units at The Verge village adjacent to the Burleigh Golf Club in

Queensland.


While the year under review was dominated by investment, the divestments of five portfolio businesses,

ANU Student Accommodation, NZ Bus, Perth Energy, Snapper and Aspire Schools are also significant

in the context of Infratil’s goals and strategies. In addition to releasing capital, the asset sales reflect

the desire to simplify Infratil’s portfolio and recognise that those activities were unlikely to grow to a

material scale.



2


Solid operating result as capital was deployed and portfolio shifts were completed


Infratil’s net surplus for the year from continuing operations of $508.8 million, compared to $64.4 million

in the prior year. This current year result was driven by Tilt Renewables’ gain from its sale of Snowtown

2. The wind farm was developed and constructed by Tilt Renewables with full commissioning achieved

in 2014. Tilt Renewables then operated it successfully for 5 years. The sale of Snowtown 2 is consistent

with Tilt Renewables’ focus on delivering shareholder value from market opportunities and ensuring

capital is available to execute near-term, high-value opportunities from its development pipeline.


Underlying EBITDAF

1

(excluding incentive fees) from continuing operations was $605.9 million for the

year ended 31 March 2020, up from $533.8 million in the prior year. This included an eight-month

contribution from Vodafone of $154.9 million. Excluding the contribution from Vodafone, the main

changes were lower contributions from Trustpower and Longroad arising from low hydro generation in

New Zealand and the accounting treatment of Longroad’s project sales, a lower contribution from Tilt

Renewables due to the sale of Snowtown 2 part way through the year, and an increase in the

contribution from CDC Data Centres as new data centres came online.


Infratil has maintained its dividend, with a final dividend of 11.00 cps to be paid on 15 June 2020 to

shareholders of record as at 8 June 2020. This is in line with the dividend paid in respect to the prior

year. This will carry 2.5 cps of imputation credits. The dividend reinvestment plan will not be activated

for this dividend.


As part of the 31 March 2020 results announcement Infratil has advised that due to the continued

uncertainty from COVID-19, it is unable to provide Group FY2021 earnings and dividend guidance at

this stage.


There will be a briefing for institutional investors, analysts and media commencing today at 10.00am.


An audio webcast of the presentation will be available live at:


https://edge.media-server.com/mmc/p/92hipxhg



Further information is available on www.infratil.com



Any enquiries should be directed to:

Mark Flesher, Investor Relations, Infratil Limited mark.flesher@infratil.com




1

Underlying EBITDAF is an unaudited non-GAAP (‘Generally Accepted Accounting Principles’) measure. Underlying EBITDAF does not have

a standardised meaning and should not be viewed in isolation, nor considered a substitute for measures reported in accordance with NZ IFRS,

as it may not be comparable to similar financial information presented by other entities. A definition of Underlying EBITDAF and reconciliation

of Underlying EBITDAF to Net profit after tax is provided in the Infratil Annual Results Presentation 2020.

---

Results Announcement
For the year ended 31 March 2020

29 May 2020

InfratilFull year results presentation 2020
Disclaimer

Disclaimer

This presentation has been prepared by Infratil Limited (NZ company number 597366, NZX:IFT; ASX:IFT)

(Company).

To the maximum extent permitted by law, the Company, its affiliates and each of their respective

affiliates, related bodies corporate, directors, officers, partners, employees and agents will not be liable

(whether in tort (including negligence) or otherwise) to you or any other person in relation to this

presentation.

Information

This presentation contains summary information about the Company and its activities which is current as

at the date of this presentation. The information in this presentation is of a general nature and does not

purport to be complete nor does it contain all the information which a prospective investor may require

in evaluating a possible investment in the Company or that would be required in a product disclosure

statement under the Financial Markets Conduct Act 2013 or the Australian Corporations Act 2001 (Cth).

This presentation should be read in conjunction with the Company’s Annual Report for the year ended

31 March 2020, market releases and other periodic and continuous disclosure announcements, which are

available at www.nzx.com, www.asx.com.au or infratil.com/for-investors/.

Not financial product advice

This presentation is for information purposes only and is not financial, legal, tax, investment or other

advice or a recommendation to acquire the Company’s securities, and has been prepared without taking

into account the objectives, financial situation or needs of prospective investors.

2

InfratilFull year results presentation 2020
Disclaimer

Future Performance

This presentation may contain certain “forward-looking statements” about the Company and the environment in

which the Company operates, such as indications of, and guidance on, future earnings, financial position and

performance. Forward-looking information is inherently uncertain and subject to contingencies outside of the

Company’s control, and the Company gives no representation, warranty or assurance that actual outcomes or

performance will not materially differ from the forward-looking statements.

Non-GAAP Financial Information

This presentation contains certain financial information and measures that are “non-GAAP financial information”

under the FMA Guidance Note on disclosing non-GAAP financial information, "non‐IFRS financial information"

under Regulatory Guide 230: ‘Disclosing non‐IFRS financial information’ published by the Australian Securities

and Investments Commission (ASIC) and are not recognised under New Zealand equivalents to International

Financial Reporting Standards (NZ IFRS), Australian Accounting Standards (AAS) or International Financial

Reporting Standards (IFRS). The non-IFRS/GAAP financial information and financial measures include Underlying

EBITDAF and EBITDA. The non-IFRS/GAAP financial information and financial measures do not have a

standardised meaning prescribed by the NZ IFRS, AAS or IFRS, should not be viewed in isolation and should not

be construed as an alternative to other financial measures determined in accordance with NZ IFRS, AAS or IFRS,

and therefore, may not be comparable to similarly titled measures presented by other entities. Although Infratil

believes the non-IFRS/GAAP financial information and financial measures provide useful information to users in

measuring the financial performance and condition of Infratil, you are cautioned not to place undue reliance on

any non-IFRS/GAAP financial information or financial measures included in this presentation.

Further information on how Infratil calculates Underlying EBITDAF can be found at Appendix I.

No part of this presentation may be reproduced or provided to any person or used for any other purpose.

3

InfratilFull year results presentation 2020
Full Year Overview

•Net surplus for the year from continuing operations

of $508.8 million, compared to $64.4 million in the

prior year

•13.5% growth in underlying EBITDAF reflected

changes in the portfolio and a growing contribution

from data and communications infrastructure;

‐Acquisition of 49.9% of Vodafone NewZealand

completed on 31 July 2019 for $1.03 billion

‐Divestments and tightening ofthe portfolio are

now substantially complete

•Capex investment of $920 million, including

$541 million in renewable energy and $227 million at

CDC Data Centres

•Strong capital position and liquidity across the Group

with multiple levers to manage near to medium term

capital commitments

•Partially imputed finaldividend of 11.00 cents per

share

4

Full Year

Overview

Increasing

exposure to our

preferred sectors

of data

infrastructure

and renewable

energy has

driven net

growth in a year

of portfolio

changes

InfratilFull year results presentation 2020
Financial

Highlights

Significant

capital

expenditure and

investment will

drive future

earnings growth

and increase

exposure to

high-conviction

sectors

5

31 March ($Millions)20202019Variance% Change

Net Surplus from Continuing Operations 508.864.4444.4690.1%

Net Parent Surplus241.2(19.5)260.71,336.9%

Underlying EBITDAF

1

(before Incentive fee)605.9533.872.113.5%

International Portfolio Incentive fee125.0102.622.421.8%

Capital Expenditure & Investment1,990.9679.01,311.9193.2%

Earnings per share (cps) (continuing activities)41.5(1.0)42.54,397.7%

Notes:

1.Underlying EBITDAF is an unaudited non-GAAP measure. Underlying EBITDAF does not have a standardised meaning and should not be viewed

in isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS, as it may not be comparable tosimilar financial

information presented by other entities. A reconciliation of Underlying EBITDAF to Net profit after tax is provided in Appendix I

InfratilFull year results presentation 2020
Results

Summary

Solid operating

result as capital

was deployed

and portfolio

shifts were

completed

6

31 March ($Millions)20202019

Operating revenue1,368.71,442.2

Operating expenses(903.5)(895.2)

Operating earnings465.2547.0

International portfolio incentive fee(125.0)(102.6)

Depreciation & amortisation(147.5)(160.4)

Net interest(186.4)(148.5)

Tax expense(14.4)(72.0)

Realisations and revaluations516.90.9

Net Surplus (continuing) 508.864.4

Discontinuedoperations

1

(24.6)(12.0)

Net surplus484.252.4

Minority earnings(243.0)(71.9)

Net parent surplus241.2(19.5)

•Operating revenue reflects a reduced period of

contribution from Tilt’s Snowtown 2 wind farm,

and the impact of lower wholesale electricity

prices and lower generation volumes for

Trustpower

•The FY2020 annual incentive fee is payable in

three tranches of $41.7 million, with payment of

the second and third tranche subject to

portfolio level asset values being maintained

•The net reduction in depreciation and

amortisation primarily reflects Tilt’s sale of

Snowtown 2 and lower depreciation for

Trustpower

•Net interest increased as capital was deployed

to new investments and capex developments

were completed

•Realisations and revaluations uplift reflects the

realised gain on the sale of Tilt’s Snowtown 2

wind farm in December 2019

•Discontinued operations include ANU PBSA,

NZ Bus, Perth Energy and Snapper

Notes:

1.Discontinued operations represent businesses that have been divested, or businesses which will be recovered principally through a sale transaction rather

than through continuing use

InfratilFull year results presentation 2020
Underlying

EBITDAF

CDC Data Centres

and Vodafone are

driving

EBITDAFgrowth

and offsetting

declines from

energy

businesses and

impact of

portfolio

divestments

•Lower contribution from Trustpower, withlower

wholesale electricity prices and lower generation

volumes

•Reduction in Tilt Renewables’ contribution

largely resulting from the sale of the Snowtown 2

wind farm in December 2019

•Increased contribution from Wellington Airport

reflecting hotel and multi level carpark, slightly

offset by March COVID-19 impacts

•CDC Data Centresongoing year-on-year earnings

growth as new facilities come online

•Current period includes an 8-monthcontribution

from Vodafone followingcompletion of the

acquisition on 31 July 2019

•Longroad Energyincludes the gain on the sale of

Project Rio Bravo, however partial sales of the

El Campo, Prospero I and Little Bear projects have

not been recognised for accounting purposes

•Contributions from NZ Bus, Perth Energy, ANU

PBSA and Snapper reflect their respective

ownership periods before disposal

7

31 March ($Millions)20202019

Trustpower186.5222.2

Tilt Renewables123.7144.4

Wellington Airport103.2101.4

CDC Data Centres59.637.6

Vodafone154.9-

RetireAustralia8.99.2

Longroad Energy4.746.5

Corporate and other(35.6)(27.5)

Underlying EBITDAF (excl. fees)605.9533.8

International portfolio incentive fee(125.0)(102.6)

Underlying EBITDAF (continuing)480.9431.2

NZ Bus5.917.4

Perth Energy12.135.9

ANU PBSA0.512.8

Snapper(1.5)(4.1)

Total Underlying EBITDAF497.9493.2

InfratilFull year results presentation 2020
Capital

Expenditure &

Investment

Building a

balanced

portfolio

capable of

delivering

long-term

capital growth

•Tilt Renewables’ ongoing construction of the

Dundonnell Wind Farm (336MW)and

commencement of construction of the

Waipipi Wind Farm (133MW)

•Wellington Airport completed the final stage

of the $100 million domestic terminal

renovation

•CDC’s ongoing development including:

‐Eastern Creek 2, Sydney (10MW) –final

handover occurred December 2019;

‐Hume 4, Canberra (25MW) –final handover

occurred December 2019; and,

‐Commencement of construction of Eastern

Creek 3, Sydney (25MW)

•RetireAustralia includes completion of the

GlengaraCare Apartments and commencement

of construction of independent living units at

Wood Glen (The Rise) and Burleigh (The Verge)

•Other includes the construction of the Infratil

Infrastructure Property’s 154 room

Travelodge hotel and carpark in the Wynyard

Quarter –forecast to open in October 2020

8

Notes:

1.The amounts depicted are Infratil’s proportionate share of the investee company’s capital expenditure

2.Shares acquired under Infratil and Mercury Energy's full cash takeover offer for Tilt Renewables

31 March ($Millions)20202019

Trustpower34.327.7

Tilt Renewables506.4127.1

Wellington Airport80.672.1

CDC Data Centres

1

226.6140.6

RetireAustralia

1

28.031.8

NZ Bus2.745.9

Other41.228.2

Capital Expenditure919.8473.4

Vodafone1,029.9-

Longroad Energy31.887.2

Tilt Renewables

2

-109.3

Other9.49.1

Investment1,071.1205.6

Total Capex & Investment1,990.9679.0

InfratilFull year results presentation 2020
Asset

Values

The value of

Infratil’s

subsidiaries and

associates is

recorded in

Infratil’s financial

statements in

accordance with

NZ IFRS. This

slide presents an

alternative

method for

valuing those

assets

•CDC Data Centres, Tilt Renewables, RetireAustralia and Longroad Energy based on Independent Valuations

as at 31 March 2020

•Trustpower based on market price as at 28 May 2020 of $7.00

•Vodafone based on NZ$1,029 million acquisition price

•Wellington Airport based on a 15x multiple of FY2020 EBITDA less net debt as at 31 March 2020

•Other includes 31 March 2020book values for Australian Social Infrastructure Partners, Infratil Infrastructure

Property and ClearvisionVentures

9

31 March ($Millions)

CDC Data Centres1,355 -1,711

Trustpower1,118

Vodafone1,029

Tilt Renewables908 –1,030

Wellington Airport621 –689

RetireAustralia271 –352

Longroad Energy162

Other166

Total

5,632 –6,259

InfratilFull year results presentation 2020
International

Portfolio

Annual

Incentive fee

Fee reflects the

ongoing

significant

outperformance

of the material

international

assets

10

Notes:

1.Distributions from International Portfolio assets plus the hurdle rate of return calculated on a daily basis, compounding

2.Prior year is the fair market value as at 31 March 2019 plus the hurdle rate calculated on a daily basiscompounding, adjusted for any capital movements

3.IRR after incentive fees calculated as at 31 March

•The Management Agreement provides for the assessment of an International Portfolio annual incentive fee

for those assets which have been held more than three financial years. The fee assesses the performance of

the assets since the previous balance date

•The FY2020 annual incentive fee has been finalised and approved by the Infratil Board as part of the

approval of the financial statements for the year ended 31 March 2020

•The FY2020 annual incentive fee is payable in three tranches of $41.7 million, with payment of the second

and third tranche subject to portfolio level asset values being maintained at the relevant date

31 March ($Millions)

AcquisitionValuationDistributions

1

Prior Year

2

Annual FeeIRR

3

CDC Data Centres

15/09/20161,515.6 16.7 1,004.8105.5

38.8%

Longroad Energy

26/10/2016162.4 34.2 166.26.1

54.7%

RetireAustralia31/12/2014308.2-398.1(18.0)

2.2%

Tilt Renewables

28/10/2016966.5 -805.232.2

19.5%

ASIP04/04/201433.10.537.4(0.8)

13.1%

2,985.8 51.4 2,411.7125.0

InfratilFull year results presentation 2020
Access to

Liquidity and

Credit

Duration

extended over

last 6 months

through new

retail bond

issues and

renewed bank

facilities

11

Notes:

1.Infratil and wholly-owned subsidiaries excludes Trustpower, Tilt Renewables, Wellington Airport, CDC Data Centres, RetireAustralia,

Longroad Energy, Galileo Green Energy and Vodafone.

Maturities to 31 March ($Millions)TotalFY21FY22FY23FY24FY25-31>FY31

Bonds1,303.8 -93.9 193.7 122.1 662.2 231.9

Wholly-owned bank facilities

1

748.0 85.0 115.0 350.0 148.0 50.0 -

Access to liquidity and credit

•The Infratil wholly-owned group ended the year with a strong liquidity position after a number of bank re-

financings were executed in the last quarter of FY2020

•Total bank facilities increased by $75 million to $748 million

•As at 31 March 2020 drawn bank debt was $480 million with $268 million of undrawn bank facilities

•Tilt Renewables’ capital returnis expected to be completed in July 2020(Infratil’s share ~$179 million)

•Infratil’s next bank maturity is $53 million in July 2020 and is not intended to be renewed

•Infratil’s next two bond maturities are:

•$93.9 million of IFT220 bonds which mature in June 2021

•$93.7 million of IFT190 bonds which mature in June 2022

•No material changes in the period since 31 March 2020

InfratilFull year results presentation 2020
Debt Capacity

& Facilities

Balanced pool of

funding sources

supports long-

term investment

programme

12

Notes:

1.Infratil and wholly-owned subsidiaries excludes Trustpower, Tilt Renewables, Wellington Airport, CDC Data Centres, RetireAustralia,

Longroad Energy, Galileo Green Energy and Vodafone.

•The market value of equity increased by

$247.1 million since 31 March 2019,

reflecting:

‐$400 million placement and rights issue

as part of the Vodafone acquisition

‐the change in the IFT share price from

$4.17 (March 2019) to $3.91 (March 2020)

•During the year ended 31 March 2020,

Infratil issued:

‐$156.3 million of the IFT280 bond series

(maturing December 2026)

‐$123.2 million of the IFTHC series (annual

rate re-set, maturing December 2029

‐$37.0 million of the IFT300 series

(maturing March 2026)

•2020 gearing reflects the share price at

31 March 2020. Based on the 28 May 2020

share price, gearing would be 35.8%

31 March ($Millions)20202019

Net bank debt

1

470.944.3

Infratil Infrastructure bonds1,071.9904.5

Infratil Perpetual bonds231.9231.9

Market value of equity2,579.32,332.2

Total capital4,354.03,512.9

Gearing (net debt/total capital)40.8%33.6%

Infratil undrawn bank facilities

1

268.0403.0

100% subsidiaries cash9.155.1

Funds available277.1458.1

InfratilFull year results presentation 2020
Notes:

1.Based on composition of existing Infratil portfolio

Portfolio Target

Returns

Ten-year 11-15%

total shareholder

return target

maintained

Portfolio

composition and

active

management

approach have

been designed to

deliver

targetedreturns

Leverage

Assumption

Expected

Returns

1

Infratil

Portfolio

Management

Costs

Return to

Shareholders

Core

Lower Risk

Core Plus /

Growth

Development

Higher Risk

8–10%

Per annum

10–15%

Per annum

15–25%

Per annum

Average net debt/

total capital 30%

at6% p.a.

interest rate

1% of assets

Per annum

11–15%

Per annum

++


=

++–=

13

InfratilFull year results presentation 2020
-

1.00

2.00

3.00

4.00

5.00

6.00

20102011201220132014201520162017201820192020

Infratil Share Price

Total Shareholder Return

1

PeriodTSR

1 Year to 31 March (2.7%)

12 months to 28 May 15.6%

5 Year10.2%

10 Year16.0%

Inception –25 years16.9%

1

Total shareholder returns are to 31 March 2020 based on a closing share price of $3.91

Share Price

Performance

Outstanding

returns delivered

over the medium

and long-term

14

$3.91

$4.10

$4.82

InfratilFull year results presentation 2020
Distributions

FY2020 final

dividend

maintained at

FY2019 level

Final Ordinary Dividend

•A final dividend of 11.00 cps payable on

15 June 2020, partially imputed with 2.5

cps of imputation credits attached

•The FY2020 final dividend is on par with

the FY2019 final dividend

•The record date will be 8 June 2020

•The dividend reinvestment plan will not

be activated for this dividend

Dividend Outlook

•Consistent with its earnings guidance

position, Infratil will not be giving

dividend guidance for FY21 at this stage

15

0

2

4

6

8

10

12

14

16

18

20

20132014201520162017201820192020

Ordinary Dividend per Share Profile

InterimFinal

InfratilFull year results presentation 2020
Portfolio

Resilience and

Composition

Investment over

the last 24

months has

focused on

building scalable

platforms with

defensive

characteristics

and ongoing

demand growth

16

Tilt Renewables​

•336MW (A$560 million) Dundonnell Wind Farm under construction​

•133MW (NZ$377 million) Waipipi Wind Farm under construction

Longroad Energy​

•594MW of utility scale solar under construction (Texas​ & Minnesota)

•313MW of utility scale wind under construction (California & Texas)

Galileo Green Energy

•Newly established development vehicle based inEurope

•Pace of development will reflect COVID-19 realities

CDC Data Centres

•105MW of installed Data Centre capacity with a further ​25MW under construction

•Roadmap to over 230MW of Data Centre capacity

•Announced development of two hyperscale Data Centres in Auckland

Vodafone

•$3.4 billion acquisition of Vodafone New Zealand

•Launch of 5G network in December 2019 and business transformation programme

underway

•Infratil is well positioned in scalable high growth sectors with good jurisdictional diversification

•Investment over the last 24 months has been focused on Infratil’s Renewable Energy and

Data & Connectivity platforms:

Operating Businesses

InfratilFull year results presentation 2020
CDC

Data Centres

Significant

development

driven by

increasing

customer

demand for high

quality secure

data storage

Financial

•Current period reported EBITDAF A$117.5 million, up

A$45.4 million (+63.0%) from the comparativeperiod

•Current run-rate EBITDAF of A$135 million

•Strong performance with revenue growth from new data centres

and additional utilisation in existing data centres

•Increased reliance and demand for resilient digital infrastructure in

COVID-19 world

•FY2021 forecast reported EBITDAF of A$145-A$155 million

Growth and development

•Globally, the generation of electronic data and the need for its

storage continues to grow exponentially

•Announced the development of two world-class hyperscale data

centres in Auckland, with 20MW of capacity and forecast

completion in CY2022

•Development accelerating overall with FY2020 investment of

A$446.6 million including:

•Completion of Eastern Creek 2 (13MW) and Hume 4 (25MW)

•Construction on Eastern Creek 3 (28MW)

•Preparatory work for two Australian sites(50MW) and two

Auckland sites (20MW)

•Additional land acquisitions in Canberra completed during the

period

•Whole of portfolio weighted average lease expiry (WALE) of

8.6 years, and 15.9 years with options (2019: 9.0 years, and

16.7 years with options)

18

InfratilFull year results presentation 2020
Vodafone

New Zealand

First 8 months of

ownership

focused on

rebuilding

capability and

setting an

ambitious

strategy for the

business

19

Financial

•Annual EBITDA of $480.6 million at the operating company level

•Total revenue of $2,046.7 million was up 4.3% on the prior year

•Cost management has been excellent, but trading momentum

and customer experience still require improvement

•$67.0 million favourable purchase price adjustment expected to be

received in Q1 FY2021

•Capital expenditure of $283.2 million, including the launch of 5G

capability in Auckland, Wellington, Christchurch and Queenstown

Transformation programme

•Advanced programme of work underway to reset strategy and

address historic areas of underinvestment

•New capability should address future cost structures while

enhancing customer experience and product development

•Significant new hires have added further strength to the Executive

team, with new appointments including CFO, Human Resources

Director and Strategy Director

Outlook

•COVID-19 has significantly impacted pre-paid and roaming

revenue, and effects will continue while travel restrictions remain

in place

•Impact elsewhere has been relatively modest, although we

anticipate a delayed effect from the extended lockdown and

overall GDP impact on FY21 service revenues and cash collections

•Digitisation and simplification will enable a greater range of

strategic choices in the medium-term

InfratilFull year results presentation 2020
Longroad

Energy

Financial close

reached on

900MW of

utility-scale

generation

against a full

year goal of

800MW

20

Financial

•Associate earnings of NZ$4.7 million compared to NZ$46.5 million

in the comparative period, primarily driven by partial realisations

in the current period which precluded certain development gains

from being recognised in the statement of profit and loss

•During the current period Infratil received cash distributions of

NZ$29.0 million and capital returns of NZ$4.4 million

•To date Infratil has invested NZ$185.8 million, and received

distributions and capital returns of NZ$184.7 million

Development

•During the period Longroadclosed financing and commenced

construction of the

‐243MW El Campo Texas Wind project (US$335 million)

‐379MW Prospero Texas Solar project (US$416 million)

‐215MW Little Bear California Solar project (US$346 million)

‐70MW Minnesota Wind repowering project (US$77 million)

Operations

•Total operating portfolio of 715MW and managing construction of

a further 907MW

•Currently providing operating and maintenance services to

2,610MW including 1,472MW for third parties

Outlook

•It is reasonable to expect a slowdown in FY2021 and pipeline

development will in part depend on the rate of recovery in

corporates and utilities signing new Power Purchase Agreements,

as well as liquidity in the bank and tax equity markets.

InfratilFull year results presentation 2020
Longroad

Energy

Development

gains and project

outcomes have

exceeded

expectations,

however the

nature of retained

interests

precludes some

development

gains from being

recognised

21

ProjectCapacityStatus

Project Rio Bravo

Texas Wind

US$300 million

238MW•100% of the equitysold December 2018

•Development gain recognised on completion of

construction in June 2019

El Campo

Texas Wind

US$335 million

243MW•50% of the equity sold June 2019, remaining 50%

consolidated by LEH, thereforeno development gain

recognised for accounting

Prospero I

Texas Solar

US$416 million

379MW•50% of equity sold 1 April 2020, remaining 50%

consolidated by LEH, thereforeno development gain

recognised for accounting

Little Bear

California Solar

US$346 million

215MW•50% of equity sold 31 March 2020

•Remaining 50% consolidated by LEH, therefore no

development gain recognised for accounting

Minnesota Wind

(Wind repowering)

US$77 million

70MW•Binding agreement to sell 100% of the equity at Commercial

Operation Date (‘COD’), expected ~ late 2020 calendar year

•Development gain will be recognised for accounting

purposes at COD

Total Net Economic Development gains –FY2020

1

US$74 million to US$107 million

Infratil’s ShareUS$30 million to US$43 million

FY2020 Cash Dividends to InfratilUS$18.5 million

FY2020 Capital returns to InfratilUS$2.8 million

FY2020 Development Summary

1

Excludes the value of Longroad’s retained interest in projects that have been partially sold

InfratilFull year results presentation 2020
Trustpower

Geographically

diverse portfolio

of hydro

generation well

placed to

optimise

revenue under

periods of high

volatility

Financial

•EBITDAF of $186.5 million was $35.7 million (16.1%) below the

comparative period of $222.2 million

•Current period impacted by lower generation volumes resulting

from plant outages and materially lower North Island inflows

compared to the prior period

•Trustpowerhas refinanced all its debt due in 2020 and does not

expect to be returning to the bank or debt markets over the

next 12 months

Customers

•Total retail utility accounts 411,000, up 9,000 on the comparative

period, while customers with two or more products rose 8.4% to

over 116,000

•Total products and products per customer continue to grow,

with 84% of all customer acquisitions in the last quarter of

FY2020 taking 2 or more products

•Both electricity only and bundled retail will benefit if the current

very high churn levels drop to more long-term sustainable levels

•Focus on automation as a way of improving the customer

experience and reducing costs

Generation

•Generation revenue materially impacted by decline in Avoided

Transmission (ACoT) revenue, lower production volumes, and

fair value declines in carbon credits

•Average generation forecast to increase by 60GWh from FY2021

to FY2025

22

InfratilFull year results presentation 2020
Tilt

Renewables

Balanced focus

on delivery of

development

pipeline and

optimisation of

the existing

portfolio

Financial

•Tilt Renewables EBITDAF of A$117.5 million was A$17.3 million

(12.8%) behind FY2019 primarily driven by the sale of Snowtown 2

in December 2019, and the reduced contribution for a 3-month

period post sale

•Production for FY2020 was in line with the previous year when

normalised for the sale of Snowtown 2 and 1.3% below long-term

50th percentile expectations

Sale of Snowtown 2 Wind Farm

•Tilt completed the sale of the 270MW Snowtown 2 Wind Farm for

an enterprise value of A$1,073 million

•Snowtown 2 Wind Farm was developed, constructed and operated

successfully for 5 years by Tilt

•The accounting profit on the sale was A$486.0 million

(NZ$511.5 million) with net cash proceeds of A$470.7 million

•Tilt has announced that it intends to return approximately A$260

millionto shareholders via a pro rata share buy back in July 2020

Construction and development

•Construction underway on the 133MW Waipipi Wind Farm

•Along with the Dundonnell Wind Farm, Tilt now has 469MW under

construction, a total forecast investment of more than $900 million

•Dundonnell Wind Farm commenced generation during the month

of March 2020, with generation of 0.8GWh achieved during

commissioning of the first turbines

•448MW Rye Park project is expected to reach FID in 2021

23

InfratilFull year results presentation 2020
Wellington

Airport

Essential

infrastructure

for central

New Zealand

and will continue

to play an

important

role in the

recovery of the

local community

and economy

Financial

•EBITDAF of $103.2 million was $1.8 million above the

comparative period of $101.4 million

•COVID-19 travel restrictions came into effect in March

resulting in a 40% reduction in passengers for the month, and

a 99% reduction in the final week as national borders were

closed and all but essential domestic travel was restricted

•Domestic passengers -4.8% to 5.2 million and international

-1.0% to 920k

•Domestic traffic was flat following the withdrawal of Jetstar

from regional services

•Capex was $80.6 million, including the final stage of the $100

million domestic terminal upgrade

Outlook

•Capital investment for FY2021 has been reduced by 80% with

growth projects deferred until passenger growth resumes

•Terms agreed with the Airport’s shareholders and banks, and

terms with USPP noteholders expected to be agreed shortly,

to ensure funds are available until traffic and revenues return

to more viable levels.

•Under Level 2, the resumption of traffic is consistent with

forecasts. The mid-point forecast is for domestic traffic to be

at 60% of pre-COVID levels by March 2021 and for

international to be at 20%

24

InfratilFull year results presentation 2020
RetireAustralia

Flow through

economic impact

of COVID-19

creates medium

term outlook

uncertainty.

Longer-term

investment thesis

remains intact

Financial

•Underlying Profit

1

of A$17.0 million was flat year on year

•292 resale settlements vs 244 in FY2019. Total collect

A$40.1 million vs A$32.6 million

•Net fair value loss of A$102.0 million from the revaluation of

investment properties at 31 March 2020, primarily reflecting

potential COVID-19 impacts

•Portfolio occupancy during the financial year remained above

the industry average

Development and Outlook

•Protecting residents from COVID-19 remains RetireAustralia’s

top priority as the pandemic continues

•70 purpose-built care apartments at Glengara(NSW) were

opened in February 2020, however sales activities have been

impacted by COVID-19 lockdown restrictions

•Completion of new apartments at The Rise at Wood Glen on the

Central Coast is expected to take place in the first half of FY2021

•Stage one of The Verge, Burleigh a 77-unit development

co-located with Burleigh Golf Club, will welcome its first

residents in the first half of FY2022

•The flow through impact of COVID-19 may see a slowdown in

the Australian housing market, with a consequential impact on

RetireAustralia’s working capital requirements

•RetireAustralia lenders have waived certain covenants until

31 December 2020 and shareholders have also committed to a

capital contribution of up to A$10 million each if required

25

1.Underlying Profit is an unaudited non-GAAP measure and is defined at Appendix I.

InfratilFull year results presentation 2020
FY2021

Outlook

Continued

uncertainty over

the duration and

impact of

COVID-19 means

FY2021 Group

earnings and

dividend

guidance cannot

be provided at

this stage

FY2021 Outlook

•Given ongoing uncertainty over the duration

and impact of the COVID-19 pandemic

Infratil will not be providing FY2021 Group

earnings or dividend guidance at this stage.

•The following component guidance is

available:

‐Trustpower FY2021 EBITDAF guidance

expected to be in the range of

$190 million to $215 million

‐Tilt Renewables FY2021 EBITDAF guidance

expected to be in the range of

A$80 million to A$95 million

‐CDC Data Centres FY2021 EBITDAF

guidance expected to be in the range of

A$145 million to A$155 million

•Infratil will provide FY2021 Group guidance

when it has sufficient certainty

•Capital expenditure will continue to be

focused on the growing renewable

generation and data and connectivity

platforms

26

InfratilFull year results presentation 2020
Summary

A resilient and

balanced

portfolio with

significant

exposure to

higher growth

essential

services. Infratil

is well placed to

support the

economic

recovery in key

markets

•Infratil is well positioned in scalable high growth sectors, with diversified cashflows generating reliablenon-

correlated returns across several jurisdictions

‐The overweight position in renewable energy generation and data infrastructure should drive relative

outperformance during a sustainedslowdown in economic activity

‐Significant capital investment undertaken by CDC Data Centres, Tilt Renewables and Longroad Energy

during FY2020 will be income generating in FY2021

•Its strong capital position and flexibility across thegroup enables Infratil to comfortably support our

high-growth platforms and meet existing capital commitments

‐Rationing capital to support our businesses and sequence our highest-value developments

‐Default position is to prioritise capital to support existing platform opportunities

‐Working with lenders to support Wellington Airport and RetireAustralia as the most COVID-19 affected

businesses

‐Continuing to evaluate opportunities in key growth sectors and new geographies

•Infrastructure sector will be essential to the pace and shape of the global economic recovery

•Infratil is well placed to support the recovery in each key market of operation

27

For further
information:

www.infratil.com

InfratilFull year results presentation 2020
Appendix I

Reconciliation of

NPAT to

Underlying

EBITDAF

29

Underlying EBITDAF is an unaudited

non-GAAP (‘Generally Accepted Accounting

Principles’) measure of financial

performance, presented to provide

additional insight into management’s view

of the underlying business performance.

Specifically, in the context of operating

businesses, Underlying EBITDAF provides a

metric that can be used to report on the

operations of the business (as distinct from

investing and other valuation movements).

Market analysts also use Underlying

EBITDAF as an input into company

valuation and valuation metrics used to

assess relative value and performance of

companies across a sector.

31 March ($Millions)20202019

Net profit after tax (‘NPAT’)484.2

52.4

Less: share of RetireAustralia associate earnings53.7

23.9

Less: share of CDC Data Centres associate earnings(161.0)

(83.9)

Less: share of Vodafone associate earnings24.7

-

Plus: share of RetireAustralia Underlying Profit8.9

9.2

Plus: share of CDC Data Centres EBITDAF59.6

37.6

Plus: share of Vodafone EBITDAF154.9

-

Net loss/(gain) on foreign exchange and derivatives(6.2)

(0.3)

Net realisations, revaluations and impairments(510.7)

(0.6)

Discontinued operations24.6

12.0

Underlying earnings132.6

50.3

Depreciation & amortisation147.5

160.4

Net interest186.4

148.5

Tax14.4

72.0

Underlying EBITDAF (continuing operations)480.9

431.2

International Portfolio Incentive fee125.0

102.6

Underlying EBITDAF (excluding Incentive fees)

605.9533.8

Notes:

1.Reconciling adjustments for Longroad Energy and Galileo Green Energy are not required as their contribution to Underlying EBITDAF is the same

as their contribution to Net profit after tax.

InfratilFull year results presentation 2020
Appendix I

Reconciliation of

NPAT to

Underlying

EBITDAF

•Underlying EBITDAF is presented on a continuing operations basis and excludes any contributions

from discontinued operations.

•Underlying EBITDAF comprises:

•100% of the EBITDAF of the entities which are fully consolidated for Infratil’s Group Financial

Statements, that is Trustpower, Tilt Renewables and Wellington Airport;

•Infratil’s share of EBITDAF for CDC Data Centres (48%) and Vodafone (49.9%);

•Infratil’s 50% share of the Underlying Profit of RetireAustralia (see definition below); and

•Infratil’s 40% share of the surplus before tax of Longroad Energy and Galileo Green Energy.

•Infratil’s approach to calculating Underlying EBITDAF is consistent with the prior reporting period,

with the exception of CDC Data Centres which was previously included on the basis of Infratil’s

share of Net profit after tax. Management’s view is that this change provides additional insight into

the underlying business performance of CDC Data Centres following growth in this investment.

•EBITDAFis net earnings before interest, tax, depreciation, amortisation, foreign exchange and

financial derivative movements, revaluations, impairment, gains or losses on the sales of

investments.

•Underlying Profit is a non-GAAP performance measure used by RetireAustralia that removes the

impact of unrealised fair value movements on investment properties, impairment of property, plant

and equipment, one-off gains and deferred taxation, while adding back realised resale gains and

realised development margins. It is management’s view that Underlying Profit provides a more

predictable and consistent measure of performance year-on-year for RetireAustralia and is viewed

as a better reflection of the underlying performance.

30

Underlying EBITDAF is an unaudited

non-GAAP (‘Generally Accepted Accounting

Principles’) measure of financial

performance, presented to provide

additional insight into management’s view

of the underlying business performance.

Specifically, in the context of operating

businesses, Underlying EBITDAF provides a

metric that can be used to report on the

operations of the business (as distinct from

investing and other valuation movements).

Market analysts also use Underlying

EBITDAF as an input into company

valuation and valuation metrics used to

assess relative value and performance of

companies across a sector.

---

1
Consolidated Statement

of Comprehensive Income

Notes

2020

$Millions

2019

$Millions

Operating revenue10 1,281.31,333.2

Dividends0.6 2.6

Total revenue1,281.91,335.8

Share of earnings of associate companies6 86.8 106.4

Total income1,368.71,442.2

Depreciation14 136.4 145.1

Amortisation of intangibles11.1 15.3

Employee benefits99.1 90.8

Other operating expenses12 929.4907.0

Total operating expenditure1,176.01,158.2

Operating surplus before financing, derivatives, realisations and impairments192.7284.0

Net gain/(loss) on foreign exchange and derivatives6.20.3

Net realisations, revaluations and impairments11510.70.6

Interest income10.76.8

Interest expense197.1155.3

Net financing expense186.4148.5

Net surplus before taxation523.2136.4

Taxation expense13 14.472.0

Net surplus for the year from continuing operations508.864.4

Net surplus/(loss) from discontinued operations after tax9 (24.6)(12.0)

Net surplus for the year484.252.4

Net surplus/(loss) attributable to owners of the Company241.2(19.5)

Net surplus attributable to non-controlling interest243.071.9

Other comprehensive income, after tax

Items that will not be reclassified to profit and loss:

Net change in fair value of property, plant & equipment recognised in equity 63.3(283.6)

Share of associates other comprehensive income(21.3)(11.6)

Net change in fair value of equity investments at fair value through profit and loss(0.5)2.6

Ineffective portion of hedges taken to profit and loss- -

Fair value movements in relation to the executive share scheme5.1(0.1)

Income tax effect of the above items(22.8)69.8

Items that may subsequently be reclassified to profit and loss:

Differences arising on translation of foreign operations(17.8)(18.9)

Realisations on disposal of subsidiary, reclassified to profit and loss(22.5) -

Effective portion of changes in fair value of cash flow hedges(75.0)5.9

Income tax effect of the above items20.8(3.6)

Total other comprehensive income/(loss) after tax(70.7)(239.5)

Total comprehensive income/(loss) for the year413.5(187.1)

Total comprehensive income for the year attributable to owners of the Company207.9(164.3)

Total comprehensive income for the year attributable to non-controlling interests205.6(22.8)

Earnings per share

Basic and diluted (cents per share) from continuing operations4 41.5(1.0)

Basic and diluted (cents per share) 4 37.6(3.5)

The accompanying notes form part of these consolidated financial statements.

For the year ended 31 March 2020

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

2
Consolidated Statement

of Financial Position

Notes

2020

$Millions

2019

$Millions

Cash and cash equivalents22.1 730.3 414.3

Trade and other accounts receivable and prepayments22.1 174.8 226.1

Derivative financial instruments22.4 18.9 17.8

Income tax receivable-9. 3 1.2

Assets held for sale9 -521.8

Current assets933.31,181.2

Trade and other accounts receivable and prepayments22.1 18.7 22.8

Property, plant and equipment14 3,958.2 4,201.5

Investment properties15 266.7 86.5

Right of use assets16.1 161.2 -

Derivative financial instruments22.4 65.5 156.7

Intangible assets35.1 33.6

Goodwill 17 113.1 113.1

Investments in associates6 1,961.9 855.4

Other investments7 71.4 81.2

Non-current assets6,651.8 5,550.8

Total assets7,585.1 6,732.0

Accounts payable, accruals and other liabilities227.3 274.5

Interest bearing loans and borrowings

18 134.7 295.3

Lease liabilities16.2 21.8 -

Derivative financial instruments22.4 8.0 32.2

Income tax payable4.6 9.3

Infrastructure bonds19 - 148.9

Trustpower bonds20 - 114.0

Wellington International Airport bonds21 25.0 25.0

Liabilities directly associated with the assets held for sale9 - 146.2

Total current liabilities421.4 1,045.4

Interest bearing loans and borrowings18 835.0 696.8

Other liabilities86.5 25.9

Lease liabilities16.2 225.1 -

Deferred tax liability13.3 314.6 442.5

Derivative financial instruments22.4 121.3 85.3

Infrastructure bonds19 1,061.3 747.2

Perpetual Infratil Infrastructure bonds19 231.9 231.5

Trustpower bonds20 432.2 307.8

Wellington International Airport bonds and senior notes21 515.9 405.1

Non-current liabilities3,823.8 2,942.1

Attributable to owners of the Company2,132.2 1,646.0

Non-controlling interest in subsidiaries1,207.7 1,098.5

Total equity3,339.9 2,744.5

Total equity and liabilities7,585.1 6,732.0

Net tangible assets per share ($ per share)3.01 2.68

Approved on behalf of the Board on 28 May 2020


Alison Gerry Mark Tume

Director Director

The accompanying notes form part of these consolidated financial statements.

For the year ended 31 March 2020

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

3
Notes

2020

$Millions

2019

$Millions

Cash flows from operating activities

Cash was provided from:

Receipts from customers1,495.01,825.6

Distributions received from associates75.2 52.2

Other dividends0.6 1.8

Interest received10.8 7 .1

1,581.61,886.7

Cash was disbursed to:

Payments to suppliers and employees(1,253.3)(1,388.7)

Interest paid(177.5)(149.3)

Taxation paid(50.8)(71.8)

(1,481.6)(1,609.8)

Net cash inflow from operating activities24 100.0276.9

Cash flows from investing activities

Cash was provided from:

Proceeds from sale of associates169.7 -

Proceeds from sale of subsidiaries (net of cash sold)593.3 -

Proceeds from sale of property, plant and equipment19.4 12.9

Proceeds from sale of investments19.75.9

Return of security deposits14.4 -

816.518.8

Cash was disbursed to:

Purchase of investments(1,132.5)(69.9)

Lodgement of security deposits(5.5)(2.7)

Purchase of intangible assets(12.9)(8.3)

Interest capitalised on construction of fixed assets(4.4) -

Purchase of shares in subsidiaries(5.2)(109.3)

Purchase of investment properties(22.9) -

Purchase of property, plant and equipment(463.3)(258.2)

(1,646.7)(448.4)

Net cash inflow/(outflow) from investing activities(830.2)(429.6)

Cash flows from financing activities

Cash was provided from:

Proceeds from issue of shares396.8 -

Sale of shares in non-wholly owned subsidiary - 6.3

Proceeds from issue of shares to non-controlling interests - 92.6

Bank borrowings1,436.2346.7

Issue of bonds544.5346.2

2,377.5791.8

Cash was disbursed to:

Repayment of bank debt(824.4)(229.8)

Repayment of lease liabilities(12.1)-

Loan establishment costs(10.1)(10.8)

Repayment of bonds/Perpetual Infratil Infrastructure bonds buyback(288.2)(111.4)

Infrastructure bond issue expenses(6.0)(6.9)

Share buyback(3.7) -

Dividends paid to non-controlling shareholders in subsidiary companies(92.3)(117.7)

Dividends paid to owners of the Company3 (113.7)(95.1)

(1,350.5)(571.7)

Net cash inflow/(outflow) from financing activities1,027.0 220.1

Net increase/(decrease) in cash and cash equivalents296.867.4

Foreign exchange gains/(losses) on cash and cash equivalents(10.4)(4.0)

Cash and cash equivalents at beginning of the year414.3 380.5

Adjustment for cash classified as assets held for sale9 29.6 (29.6)

Cash and cash equivalents at end of the year730.3 414.3

Consolidated Statement

of Cash Flows

The accompanying notes form part of these consolidated financial statements.

For the year ended 31 March 2020

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

4
Consolidated Statement

of Changes in Equity

Capital

$Millions

Revaluation

reserve

$Millions

Foreign

currency

translation

reserve

$Millions

Other

reserves

$Millions

Retained

earnings

$Millions

To ta l

$Millions

Non-

controlling

$Millions

Total


equity

$Millions

Balance as at 1 April 2019361.8 685.0 (65.4)(50.4)715.0 1,646.0 1,098.5 2,744.5

Total comprehensive income for the year

Net surplus for the year- - - - 241.2241.2243.0484.2

Other comprehensive income, after tax

Differences arising on translation of foreign operations - - (22.7) - - (22.7)5.2 (17.5)

Transfers to profit and loss on disposal of subsidiaries - (21.5)16.3 0.4 - (4.8)(17.7)(22.5)

Net change in fair value of equity investments at FVOCI - - - (1.0) - (1.0) - (1.0)

Realisations on disposal of equity investments


at FVOCI - - - (2.5)2.5 - - -

Ineffective portion of hedges taken to profit and loss - - - - - - - -

Effective portion of changes in fair value of


cash flow hedges - - - (32.7) - (32.7)(21.3)(54.0)

Fair value movements in relation to the executive


share scheme - - - (0.9) - (0.9) - (0.9)

Fair value change of property, plant & equipment

recognised in equity - 22.9 - - 27.2 50.1 (3.6)46.5

Share of associates other comprehensive income - - - (21.3) - (21.3) - (21.3)

Total other comprehensive income - 1.4 (6.4)(58.0)29.7 (33.3)(37.4)(70.7)

Total comprehensive income for the year - 1.4 (6.4)(58.0)270.9 207.9 205.6 413.5

Contributions by and distributions to


non-controlling interest

Non-controlling interest arising on acquisition


of subsidiary - - - - - - - -

Issue of shares to non-controlling interests - - - - - - 1.7 1.7

Issue/(acquisition) of shares held by outside


equity interest - - - - - - (5.2)(5.2)

Total contributions by and distributions


to non-controlling interest - - - - - - (3.5)(3.5)

Disposal of Snowtown 2-(31.3)--30.2(1.1)(0.6)(1.7)

Contributions by and distributions to owners

Share issued390.9 - - - - 390.9 - 390.9

Share buyback(3.7) - - - - (3.7) - (3.7)

Shares issued under dividend reinvestment plan5.0 - - - - 5.0 - 5.0

Conversion of executive redeemable shares0.9 - - - - 0.9 - 0.9

Dividends to equity holders - - - - (113.7)(113.7)(92.3)(206.0)

Total contributions by and distributions to owners393.1 - - - (113.7)279.4(92.3)187.1

Balance at 31 March 2020754.9 655.1(71.8)(108.4)902.42,132.21,207.73,339.9

For the year ended 31 March 2020

The accompanying notes form part of these consolidated financial statements.

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

5
Consolidated Statement

of Changes in Equity

Capital

$Millions

Revaluation

reserve

$Millions

Foreign

currency

translation

reserve

$Millions

Other

reserves

$Millions

Retained

earnings

$Millions

To ta l

$Millions

Non-

controlling

$Millions

Total


equity

$Millions

Balance as at 1 April 2018361.8 798.2 (43.5)(1.2)819.2 1,934.5 1,199.4 3,133.9

Adjustment on initial application of IFRS 15


(net of tax) - - - - 10.6 10.6 10.2 20.8

Adjusted balance as at 1 April 2018361.8 798.2 (43.5)(1.2)829.8 1,945.1 1,209.6 3,154.7

Total comprehensive income for the year

Net surplus for the year - - - - (19.5)(19.5)71.9 52.4

Disposal of revalued assets - 0.2 - - (0.2) - - -

Other comprehensive income, after tax

Differences arising on translation of foreign operations - - (21.9) - - (21.9)0.2 (21.7)

Transfers to profit and loss on disposal of subsidiaries - - - - - - - -

Net change in fair value of equity investments


at FVOCI - - - 2.6 - 2.6 - 2.6

Realisations on disposal of equity investments


at FVOCI - - - - - - - -

Ineffective portion of hedges taken to profit and loss - - - - - - - -

Effective portion of changes in fair value of


cash flow hedges - - - (1.1) - (1.1)6.2 5.1

Fair value movements in relation to the executive

share scheme-- - 0.6 - 0.6 - 0.6

Fair value change of property, plant & equipment

recognised in equity - (113.4) - - - (113.4)(101.1)(214.5)

Share of associates other comprehensive income - - - (11.6) - (11.6) - (11.6)

Total other comprehensive income - (113.4)(21.9)(9.5) - (144.8)(94.7)(239.5)

Total comprehensive income for the year - (113.2)(21.9)(9.5)(19.7)(164.3)(22.8)(187.1)

Contributions by and distributions to


non-controlling interest

Non-controlling interest arising on acquisition

of subsidiary - - - - - - - -

Issue of shares to non-controlling interests - - - - - - 92.6 92.6

Issue/(acquisition) of shares held by outside


equity interest - - - (39.7) - (39.7)(63.2)(102.9)

Total contributions by and distributions to


non-controlling interest - - - (39.7) - (39.7)29.4 (10.3)

Contributions by and distributions to owners

Share buyback - - - - - - - -

Dividends to equity holders - - - - (95.1)(95.1)(117.7)(212.8)

Total contributions by and distributions to owners - - - - (95.1)(95.1)(117.7)(212.8)

Balance at 31 March 2019361.8 685.0 (65.4)(50.4)715.01,646.0 1,098.5 2,744.5

The accompanying notes form part of these consolidated financial statements.

For the year ended 31 March 2020

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6
Notes to the Financial

Statements

For the year ended 31 March 2020

1 Accounting policies

A Reporting entity

Infratil Limited ('the Company') is a company domiciled in New

Zealand and registered under the Companies Act 1993. The

Company is listed on the NZX Main Board ('NZX') and Australian

Securities Exchange ('ASX'), and is an FMC Reporting Entity in

terms of Part 7 of the Financial Markets Conduct Act 2013.

B Basis of preparation

The consolidated financial statements have been prepared in

accordance with New Zealand Generally Accepted Accounting

Practice (‘NZ GAAP’) and comply with New Zealand equivalents to

International Financial Reporting Standards ('NZ IFRS') and other

applicable financial reporting standards as appropriate for

profit-oriented entities. The consolidated financial statements

comprise the Company, its subsidiaries and associates ('the

Group'). The presentation currency used in the preparation of

these consolidated financial statements is New Zealand dollars,

which is also the Group's functional currency, and is presented in

$Millions unless otherwise stated. The principal accounting policies

adopted in the preparation of these consolidated financial

statements are set out below. These policies have been

consistently applied to all the periods presented, unless otherwise

stated. Comparative figures have been restated where

appropriate to ensure consistency with the current period.

The consolidated financial statements comprise statements of the

following: comprehensive income; financial position; changes in

equity; cash flows; significant accounting policies; and the notes

to those statements. The consolidated financial statements are

prepared on the basis of historical cost, except certain property,

plant and equipment which is valued in accordance with

accounting policy (D), investment property valued in accordance

with accounting policy (E), and financial derivatives valued in

accordance with accounting policy (K).

Accounting estimates and judgements

The preparation of consolidated financial statements in

conformity with NZ IFRS requires management to make estimates

and assumptions that affect the reported amounts of assets and

liabilities at the date of the consolidated financial statements and

the reported amounts of revenues and expenses during the

reporting period. Future outcomes could differ from those

estimates. The principal areas of judgement in preparing these

consolidated financial statements are set out below.

Valuation of property, plant and equipment

The basis of valuation for the Group's property, plant and

equipment is fair value by independent valuers, or cost. The basis

of the valuations include assessment of the net present value of

the future earnings of the assets, the depreciated replacement

cost, and other market based information, in accordance with

asset valuation standards. The major inputs and assumptions that

are used in the valuations that require judgement include

projections of future revenues, sales volumes, operational and

capital expenditure profiles, capacity, life assumptions, terminal

values for each asset, the application of discount rates and

replacement values. The key inputs and assumptions are

reassessed at each balance date between valuations to ensure

there has been no significant change that may impact the

valuation.

With respect to assets held at cost, judgements must be made

about whether costs incurred relate to bringing an asset to its

working condition for its intended use, and therefore are

appropriate for capitalisation as part of the cost of the asset. The

determination of the appropriate life for a particular asset requires

judgements about, among other factors, the expected future

economic benefits of the asset and the likelihood of

obsolescence. Assessing whether an asset is impaired involves

estimating the future cash flows that the asset is expected to

generate. This will, in turn, involve a number of assumptions,

including rates of expected revenue growth or decline, expected

future margins, terminal values and the selection of an

appropriate discount rate for valuing future cash flows.

Valuation of investments including Associates

Infratil completes an assessment of the carrying value of

investments at least annually and considers objective evidence

for impairment on each investment, taking into account

observable data on the investment, the status or context of

markets, its own view of fair value, and its long term investment

intentions. Infratil notes the following matters which are

specifically considered in terms of objective evidence of

impairment of its investments, and whether there is a significant or

prolonged decline from cost, which should be recorded as an

impairment, and taken to profit and loss: any known loss events

that have occurred since the initial recognition date of the

investments, including its investment performance, its long term

investment horizon, specific initiatives which reflect the strategic

or influential nature of its existing investment position and internal

valuations; and the state of markets. The assessment also requires

judgements about the expected future performance and cash

flows of the investment.

Derivatives

Certain derivatives are classified as financial assets or financial

liabilities at fair value through profit or loss. The key assumptions

and risk factors for these derivatives relate to energy price hedges

and their valuation. Energy price hedges are valued with reference

to financial models of future energy prices or market values for the

relevant derivative. Accounting judgements have been made in

determining hedge designation for the different types of

derivatives employed by the Group to hedge risk exposures. Other

derivatives including interest rate instruments and foreign

exchange contracts are valued based on market information and

prices.

Covid-19 pandemic

The spread of novel coronavirus ('Covid-19') was declared a


public health emergency by the World Health Organisation on

31 January 2020 and upgraded to a global pandemic on 11

March 2020. The rapid rise of the virus has seen an unprecedented

global response by governments, regulators and numerous

industry sectors. Authorities worldwide (including the New Zealand

Government and Australian Federal Government) quickly moved

to implement strict measures such as quarantines, curfews,

stay-at-home orders and the closure of borders during March

2020. The level of restrictions has resulted in a reduced ability for

many businesses to operate, significant volatility and instability in

the financial markets, quantitative easing and reductions in

official interest rates by central banks and the release of

significant government stimulus packages.

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7
The closure of the New Zealand border to international travellers

and ongoing restrictions on domestic travel are expected to have

material implications for Wellington International Airport’s (‘WIAL’)

revenues for an as yet unknown period of time. Subsequent to

balance date, WIAL has agreed terms with its banking group to

increase its total committed bank facilities by $70.0 million to

$170.0 million and for covenant waivers to be in place through


to 30 September 2021. WIAL is also seeking covenant waivers

from its USPP note holders, which are expected to follow the

bank waiver approvals. WIAL has also entered into a shareholder

support agreement with its shareholders to enable access to

up to $75.0 million of funding by way of non-participating

redeemable preference shares, if required. WIAL is a subsidiary

of the Group and its results are consolidated in the financial

statements.

Tilt Renewables and Trustpower are subsidiaries of the Group


and their results are also consolidated into these financial

statements. Although these entities are publicly listed, the Group's

carrying value of these investments is not directly impacted by

changes in the quoted price on the NZX and ASX for these entities.

Changes in share price were taken into account when

undertaking an assessment of the carrying value of these

investments and as part of the annual impairment testing of

the associated goodwill balances (Note 17).

The primary impacts of Covid-19 on the Group’s consolidated

balance sheet at 31 March 2020 are summarised below:

Investments (including associates)


Notes 6,7

The Group’s investments in Vodafone New Zealand, CDC Data

Centres, RetireAustralia, Longroad Energy and Galileo Green

Energy are accounted for using the equity method. Under the

equity method, the investment in the associate is carried at cost

plus the Group’s share of post-acquisition changes in the net

assets of the associate and any impairment losses.

In accordance with its accounting policies, Infratil has completed

an assessment of the carrying value of its investments at


31 March 2020. This annual assessment considers a variety of

factors as outlined in Note 1. As part of this assessment the Group

has considered the potential impact of the Covid-19 pandemic.

Direct impacts of Covid-19 on movements in the net assets

of RetireAustralia and Vodafone New Zealand are summarised

below.

The potential impact of Covid-19 was considered by

RetireAustralia as part of the estimation of the fair value of its

investment properties at year end. RetireAustralia made

adjustments to key assumptions such as the unit price growth

rates and discount rates to reflect increased risks and

uncertainties from the pandemic on RetireAustralia’s future

operations and cash flows. The Group has incorporated its share

of these changes in the carrying value of RetireAustralia in these

consolidated financial statements. Subsequent to year end,

RetireAustralia has obtained support from its lenders and

shareholders to assist with its future funding and liquidity

requirements as it continues operations.

Vodafone New Zealand has revised its expected credit loss

allowance for trade receivables due to the deteriorating

economic outlook in New Zealand as a result of Covid-19.

Based on the information available at 31 March 2020,


Covid-19 did not have a direct impact on the carrying value

of the Group’s other investments (including associates) at

31 March 2020.

Property, Plant and Equipment


Note 14

The Group has considered the impact of the Covid-19


pandemic on the valuation of its Property, Plant and Equipment

held at fair value.

Generation assets are held at fair value. Trustpower and


Tilt Renewables have undertaken independent revaluations of

Generation Assets at 31 March 2020 and the updated valuations

are reflected in the consolidated financial statements. Covid-19

has introduced extra uncertainty into the valuation of Generation

Assets. While the New Zealand forward electricity path is

observable for the first four years and this reflects the impact of

Covid-19 and the New Zealand Government response, any longer

term impact on the demand for electricity is uncertain and has

not been incorporated in the valuations. Weighted average cost

of capital is also uncertain as, since Covid-19 began impacting

New Zealand and Australia, there have been very few

transactions between willing buyers and willing sellers which

could be used to observe the required returns of investors.

Civil works assets are held at fair value. WIAL has undertaken an

independent revaluation of civil works assets at 31 March 2020

and the updated valuation is reflected in the consolidated

financial statements. There was no direct impact from Covid-19

on the fair value of civil works due to the specialised nature of

these assets.

Land and buildings assets are held at fair value. WIAL has

undertaken an assessment of whether the carrying amount for

land and buildings differed materially from fair value at


31 March 2020. With the exception of the vehicle business and

hotel business assets, Covid-19 was not considered to have had

a material impact on the fair value of WIAL’s land and building

assets based on information available at 31 March 2020.

Following this assessment, WIAL revised the carrying value of its

vehicle business and hotel business assets, based on a discounted

cash flow assessment of value-in-use incorporating the expected

Covid-19 impacts.

Due to the uncertainties resulting from the Covid-19 pandemic,

the fair value assessment for WIAL's building assets was

concluded on the basis of ‘material valuation uncertainty’ as

defined by the Royal Institution of Chartered Surveyors (‘RICS’).

Consequently, less certainty and a higher degree of caution

should be attached to this assessment as at 31 March 2020.

Investment Properties


Note 15

The Group has considered the impact of the Covid-19 pandemic

on the valuation of its Investment properties held at fair value.


The Group has undertaken an independent revaluation of its

Investment properties at 31 March 2020, in line with its accounting

policies, and the updated valuations are reflected in the

consolidated financial statements. Due to the uncertainties

resulting from the Covid-19 pandemic, these valuations were

concluded on the basis of ‘material valuation uncertainty’ as

defined by the Royal Institution of Chartered Surveyors (‘RICS’).

Consequently, less certainty and a higher degree of caution

should be attached to these valuations as at 31 March 2020.

Trade and other accounts receivable and prepayments


Note 22.1

Trustpower and Wellington International Airport increased their

expected credit loss allowance for trade receivables, in part due

to the deteriorating economic outlook in New Zealand as a result

of Covid-19.

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C Basis of preparing consolidated financial statements

Principles of consolidation

The consolidated financial statements are prepared by combining

the financial statements of all the entities that comprise the

consolidated entity. A list of significant subsidiaries and

associates is shown in Note 8. Consistent accounting policies


are employed in the preparation and presentation of the Group

consolidated financial statements.

D Property, plant and equipment

Property, plant and equipment ('PPE') is recorded at cost less

accumulated depreciation and accumulated impairment losses

(or fair value on acquisition), or at valuation, with valuations

undertaken on a systematic basis. No individual asset is included at

a valuation undertaken more than five years previously. PPE that is

revalued, is revalued to its fair value determined by an independent

valuer or by the Directors with reference to independent experts, in

accordance with NZ IAS 16 Property, Plant and Equipment. Where

the assets are of a specialised nature and do not have observable

market values in their existing use, depreciated replacement cost is

used as the basis of the valuation. Depreciated replacement cost

measures net current value as the most efficient, lowest cost which

would replace existing assets and offer the same amount of utility

in their present use. For non-specialised assets where there is no

observable market an income based approach is used.

Land, buildings, leasehold improvements and civil works are

measured at fair value or cost.

Renewable and Non-renewable generation assets are shown at

fair value, based on periodic valuations by independent external

valuers or by Directors with reference to independent experts, less

subsequent depreciation.

Depreciation is provided on a straight line basis and the major

depreciation periods (in years) are:

Buildings and civil works 0-120

Vehicles, plant and equipment3-40

Renewable generation 12-200

Non-renewable generation

assets

30-40

Metering equipment6-20

Landnot depreciated

Capital work in progressnot depreciated until asset in use

E Investment properties

Investment properties are property (either owned or leased) held

to earn rental income. Investment properties are measured at

fair value with any change therein recognised in profit or loss.

Property that is being constructed for future use as investment

property is measured at fair value and classified as investment

properties. Where a leased property is held to earn rental income,

the right of use asset is included within Investment properties.

F Receivables

Receivables are initially recognised at fair value and subsequently

measured at amortised cost, less any provision for expected

credit losses. The Group applies the simplified approach to

measuring expected credit losses using a lifetime expected loss

allowance for all trade receivables and contract assets. These

provisions take into account known commercial factors impacting

specific customer accounts, as well as the overall profile of the

debtor portfolio. In assessing the provision, factors such as past

collection history, the age of receivable balances, the level of

activity in customer accounts, as well as general macro-economic

trends, are also taken into account.

G Investments in associates

Associates are those entities in which the Group has significant

influence, but not control, over the financial and operating

policies. Investments in associates are accounted for using the

equity method. Under the equity method, the investment in

the associate is carried at cost plus the Group’s share of post-

acquisition changes in the net assets of the associate and any

impairment losses. The Group's share of the associates’ post-

acquisition profits or losses is recognised in profit or loss, and the

Group’s share of post-acquisition movements in reserves is

recognised in other comprehensive income.

H Goodwill and intangible assets

Goodwill

The carrying value of goodwill is subject to an annual impairment

test to ensure the carrying value does not exceed the recoverable

amount at balance date. For the purpose of impairment testing,

goodwill is allocated to the individual cash-generating units to

which it relates. Any impairment losses are recognised in the

statement of comprehensive income. In determining the

recoverable amount of goodwill, fair value is assessed, including

the use of valuation models to calculate the present value of

expected future cash flows of the cash-generating units, and

where available with reference to Listed prices.

Intangible customer base assets

Costs incurred in acquiring customers are recorded based on


the directly attributable costs of obtaining the customer contract

and are amortised on a straight line basis over the period of the

expected benefit. This period has been assessed as between

12 years and 20 years depending on the nature of the customer

and term of the contract. The carrying value is reviewed for any

indication of impairment on an annual basis and adjusted where

it is considered necessary.

Computer software

Acquired computer software licenses are capitalised on the basis

of the costs incurred to acquire and bring to use the specific

software. These costs are amortised over three years on a straight

line basis except for major pieces of billing system software which

are amortised over no more than seven years on a straight line

basis.

I Non-current assets and disposal groups held for sale

Non-current assets and disposal groups classified as held for sale

are measured at the lower of carrying amount or fair value less

costs to sell. Non-current assets and disposal groups are classified

as held for sale if their carrying amount will be recovered through

a sale transaction rather than through continuing use. This

condition is regarded as met only when the sale is highly probable

and the asset (or disposal group) is available for immediate sale in

its present condition and the sale of the asset (or disposal group)

is expected to be completed within one year from the date of

classification.

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9
J Taxation

Income tax comprises both current and deferred tax. Current tax

is the expected tax payable on the taxable income for the year,

using tax rates enacted or substantively enacted at the balance

date, and any adjustment to tax payable in respect of previous

years. Deferred tax is recognised in respect of the differences

between the carrying amounts of assets and liabilities for financial

reporting purposes and the carrying amounts used for taxation

purposes.

The amount of deferred tax provided is based on the expected

manner of realisation or settlement of the carrying amount of

assets and liabilities, using tax rates enacted or substantively

enacted at the balance sheet date. A deferred tax asset is

recognised only to the extent that it is probable that future

taxable profits will be available against which the asset can be

utilised, or there are deferred tax liabilities to offset it. Preparation

of the consolidated financial statements requires estimates of the

amount of tax that will ultimately be payable, the availability and

recognition of losses to be carried forward and the amount of

foreign tax credits that will be received.

K Derivative financial instruments

When appropriate, the Group enters into agreements to manage

its interest rate, foreign exchange, operating and investment risks.

In accordance with the Group's risk management policies, the

Group does not hold or issue derivative financial instruments for

speculative purposes. However, certain derivatives do not qualify

for hedge accounting and are required to be accounted for at fair

value through profit or loss. Derivative financial instruments are

recognised initially at fair value at the date they are entered into.

Subsequent to initial recognition, derivative financial instruments

are stated at fair value at each balance sheet date. The resulting

gain or loss is recognised in the profit or loss immediately unless

the derivative is designated effective as a hedging instrument,


in which event, recognition of any resultant gain or loss depends

on the nature of the hedging relationship. The Group identifies

certain derivatives as hedges of highly probable forecast

transactions to the extent the hedge meets the hedge

designation tests.

Hedge accounting

The Group designates certain hedging instruments as either cash

flow hedges or hedges of net investments in equity. At the

inception of the hedge relationship the Group documents the

relationship between the hedging instrument and hedged item,

along with its risk management objectives and its strategy for

undertaking various hedge transactions. Furthermore, at the

inception of the hedge and on an on-going basis, the Group

documents whether the hedging instrument that is used in the

hedging relationship is highly effective in offsetting changes in


fair values or cash flows of the hedged item.

The effective portion of changes in the fair value of derivatives

that are designated and qualify as cash flow hedges are

recognised in other comprehensive income and presented in

equity. The gain or loss relating to the ineffective portion is

recognised in profit or loss. The amounts presented in equity


are recognised in profit or loss in the periods when the hedged

item is recognised in profit or loss.

Hedge accounting is discontinued when the Group revokes the

hedging relationship, the hedging instrument expires or is sold,

terminated, or exercised, or no longer qualifies for hedge

accounting. Any cumulative gain or loss recognised in equity


at that time remains in equity and is recognised when the

forecast transaction is ultimately recognised in profit or loss.

When a forecast transaction is no longer expected to occur,

the cumulative gain or loss that was recognised in equity is

recognised in profit or loss.

Foreign currency differences arising on the retranslation of a

financial liability designated as a hedge of a net investment in a

foreign operation are recognised directly in equity, in the foreign

currency translation reserve, to the extent that the hedge is

effective. To the extent that the hedge is ineffective, such

differences are recognised in profit or loss. When the hedged net

investment is disposed of, the cumulative amount in equity is

transferred to profit or loss as an adjustment to the profit or loss

on disposal.

L Foreign currency transactions

Transactions in foreign currencies are translated to the respective

functional currencies of Group entities at exchange rates at the

dates of the transactions. Monetary assets and liabilities

denominated in foreign currencies at the reporting date are

translated to the functional currency at the exchange rate at that

date. The foreign currency gain or loss on monetary items is the

difference between amortised cost in the functional currency at the

beginning of the period, adjusted for interest and payments during

the period, and the amortised cost in foreign currency translated at

the exchange rate at the end of the period. Non-monetary assets

and liabilities denominated in foreign currencies that are measured

at fair value are translated to the functional currency at the

exchange rate at the date that the fair value was determined.

Foreign currency differences arising on translation are recognised in

profit or loss, except for differences arising on the translation of the

net investment in a foreign operation.

Foreign operations

The assets and liabilities of foreign operations including goodwill

and fair value adjustments arising on acquisition, are translated


to New Zealand dollars at exchange rates at the reporting date.

The income and expenses of foreign operations are translated to

New Zealand dollars at the average rate for the reporting period.

M Impairment of assets

At each reporting date, the Group reviews the carrying amounts of

its assets to determine whether there is any indication that those

assets have suffered an impairment loss. If any such indication

exists, the recoverable amount of the asset is estimated in order to

determine the extent of the impairment loss (if any). Where the

asset does not generate cash flows that are independent from

other assets, the Group estimates the recoverable amount of the

cash-generating unit to which the asset belongs. Goodwill,

intangible assets with indefinite useful lives and intangible assets

not yet available for use are tested for impairment annually and

whenever there is an indication that the asset may be impaired.

N Revenue recognition

Revenue is measured based on the consideration specified in a

contract with a customer. A description of the nature and timing

of the various performance obligations in the Group’s contracts

with customers and when revenue is recognised is outlined at

Note 10 (Revenue).

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10
Interest revenues are recognised as accrued, taking into account

the effective yield of the financial asset. Revenue from services is

recognised in the profit or loss over the period of service. Dividend

income is recognised when the right to receive the payment is

established.

O Borrowings

Borrowings are recorded initially at fair value, net of transaction

costs. Subsequent to initial recognition, borrowings are measured

at amortised cost with any difference between the initial

recognised amount and the redemption value being recognised

in profit or loss over the period of the borrowing using the effective

interest rate. Bond and bank debt issue expenses, fees and other

costs incurred in arranging finance are capitalised and amortised

over the term of the relevant debt instrument or debt facility.

P Discontinued operations

Classification as a discontinued operation occurs on disposal, or

when the operation meets the criteria to be classified as a

non-current asset or disposal group held for sale (see note (I)), if

earlier. When an operation is classified as a discontinued

operation, the comparative statement of comprehensive income

is re-presented as if the operation had been discontinued from

the start of the comparative year.

Q Segment reporting

An operating segment is a component of the Group that engages

in business activities from which it may earn revenues and incur

expenses, including revenues and expenses that relate to

transactions with any of the Group's other components. All

operating segments' operating results are reviewed regularly by

the Group's Board of Directors to make decisions about resources

to be allocated to the segment and assess its performance, and

for which discrete financial information is available.

The Group is organised into five main business segments,

Trustpower, Tilt Renewables, Wellington International Airport,

Associate Companies and Other. Other comprises investment

activity not included in the specific categories.

R Changes in accounting policies

The Group has adopted NZ IFRS 16 Leases ('NZ IFRS 16') from

1 April 2019.

NZ IFRS 16 Leases

NZ IFRS 16 replaces NZ IAS 17 Leases and removes the

classification of leases as either operating leases or finance

leases and consequently for the lessee, all leases (other than short

term or low value leases) are recognised on the Consolidated

Statement of Financial Position. This has resulted in the Group

recognising right of use assets and related lease liabilities for

leases previously classified as operating leases on the statement

of financial position. As a result, payments for operating leases are

now recorded against the lease liability. The operating lease

expense previously included within Other operating expenses is

replaced by interest on the lease liability and depreciation on the

right of use assets. Lessor accounting remains materially

unchanged under the new standard.

The Group has adopted NZ IFRS 16 using the modified

retrospective approach and has not restated comparative

amounts for the period prior to first adoption. The Group has

utilised the practical expedients permitted by NZ IFRS 16 in

respect of short-term and low value leases where appropriate.

The Group has also elected not to reassess whether an existing

contract contains a lease at the date of initial application.

The lease liability was measured at the present value of the

minimum lease payments, discounted at the incremental

borrowing rate applicable to that lease (or portfolio of leases) at 1

April 2019. In line with the modified retrospective approach, the

associated right of use assets were measured at the amount

equal to the lease liability relating to that lease at 1 April 2019,

with no overall change in net assets. Where the lease pertains to

property held to earn rental income, the right of use asset is

classified as Investment Property and is measured at fair value.

Consolidated statement of financial position effect

31 March 2020

$Millions

1 April 2019

$Millions

Right of use assets161.2 79.1

Investment properties82.2 80.5

Lease liabilities(246.9)(159.6)

Change in net assets(3.5)-

When compared to the accounting policies applied in the prior

comparative period, the adoption of NZ IFRS 16 on the Group’s

Consolidated Statement of Comprehensive Income for the year

ended 31 March 2020 is summarised below.

Consolidated statement of comprehensive income effect

2020

$Millions

Other operating expenses(14.7)

Depreciation10.4

Interest expense10.8

Reconciliation of lease commitments to lease liabilities

2020

$Millions

Operating lease commitments disclosed

at 31 March 2019103.2

Operating lease commitments as


at 31 March 2019 not previously disclosed6.3

Effect of using incremental borrowing rate


at the date of initial application(21.0)

Extension and termination options reasonably


certain to be exercised80.0

Contracts reassessed as capital commitments(2.9)

Finance lease liabilities recognised at 31 March 201924.1

Future dated lease commitments(28.5)

Recognition exemption for:

- short-term leases(0.6)

- leases of low-value assets(0.3)

Effect of movements in exchange rates(0.7)

Lease liabilities at 1 April 2019159.6

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11
Operating lease commitments as at 31 March 2019


not previously disclosed

As part of Trustpower's adoption of NZ IFRS 16 certain operating

lease commitments were identified that were not disclosed as

part of Trustpower's 31 March 2019 financial statements. The


Group has evaluated the impact of this non-disclosure and has

determined that the impact is not material. This assessment is

due to the size and non-cash nature of this item being such that

it would not influence the economic decisions of users made on

the basis of the financial information previously issued.

Additionally this non-disclosure had no impact on the financial

position, performance or cash flows of the Group and impacted

the lease commitments note only.

S Adoption status of relevant new financial reporting

standards and interpretations

A number of new standards, amendments to standards and

interpretations have been issued but are not yet effective and

have not been applied in preparing these consolidated financial

statements. None of these are expected to have a material

impact on the consolidated financial statements.

2 Nature of business

The Group owns and operates infrastructure businesses and

investments in New Zealand, Australia, the United States and

Europe. The Company is a limited liability company incorporated

and domiciled in New Zealand. The address of its registered office

is 5 Market Lane, Wellington, New Zealand.

More information on the individual businesses is contained in


Note 5 (Operating segments) and Note 6 (Investments in

associates) including the relative contributions to total revenue

and expenses of the Group.

3 Infratil shares and dividends

Ordinary shares (fully paid)

20202019

Total authorised and issued shares

at the beginning of the year559,278,166 559,278,166

Movements during the year:

New shares issued99,992,228 -

New shares issued under dividend

reinvestment plan1,030,793 -

Treasury Stock reissued under

dividend reinvestment plan - -

Conversion of executive

redeemable shares265,267 -

Share buyback(887,617) -

Total authorised and issued

shares at the end of the year659,678,837 559,278,166

During the year the Company issued new shares to support the

acquisition of a 49.9% share of Vodafone New Zealand Limited,

raising net proceeds after issue costs of $396.8 million via an

institutional placement and an entitlement offer to existing

shareholders. All fully paid ordinary shares have equal voting

rights, have no par value and share equally in dividends and

equity. At 31 March 2020 the Group held 1,662,617 shares as

Treasury Stock (31 March 2019: 775,000).

Dividends paid on ordinary shares

2020

Cents per

share

2019

Cents per

share

2020

$Millions

2019

$Millions

Final dividend prior year11.00 10.75 72.5 60.1

Interim dividend


current year6.25 6.25 41.2 35.0

Dividends paid on

ordinary shares17.25 17.00 113.7 95.1

4 Earnings per share

2020

$Millions

2019


$Millions

Net surplus attributable to ordinary

shareholders 266.2(5.4)

Basic and diluted earnings per share (cps)

from continuing operations41.5(1.0)

Net surplus attributable to ordinary

shareholders241.3(19.5)

Basic and diluted earnings per share (cps)37.6(3.5)

Weighted average number of ordinary shares

Issued ordinary shares at 1 April 559.3 559.3

Effect of new shares issued81.5 -

Effect of new shares issued under dividend

reinvestment plan0.3 -

Effect of Treasury Stock reissued under

dividend reinvestment plan - -

Effect of conversion of executive


redeemable shares0.2 -

Effect of shares bought back - -

Weighted average number of ordinary

shares at end of year 641.3559.3

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

12
5 Operating segments

Reportable segments of the Group are analysed by significant businesses for reporting to the Infratil Chief Executive Officer.

The Group has seven reportable segments, as described below:

Trustpower and Tilt Renewables are renewable generation investments, Wellington International Airport is an airport investment,


NZ Bus is a transportation investment and Perth Energy is a non-renewable generation investment in Western Australia. Associates

comprises Infratil's investments that aren't consolidated for financial reporting purposes including CDC Data Centres, Vodafone

New Zealand, RetireAustralia, ANU Student Accommodation, Longroad Energy and Galileo Green Energy. Further information on

these investments is outlined in Note 6. The Group's investments in NZ Bus, Perth Energy, ANU Student Accommodation and Snapper

were classified as Held for Sale and treated as Discontinued Operations as at 31 March 2019. Further information on these investments

is outlined in Note 9. All other segments and corporate predominately includes the activities of the Parent Company. The Group has

no significant reliance on any one customer. Inter-segment revenue primarily comprises dividends from Trustpower, subvention income

from Wellington International Airport and intercompany transactions between Trustpower and Tilt Renewables.

Trustpower

New Zealand

$Millions

Tilt

Renewables

Australasia

$Millions

Wellington

International

Airport

New Zealand

$Millions

NZ Bus

New Zealand

$Millions

Perth

Energy

Australia

$Millions

Associates

$Millions

All other

segments

and

corporate

New Zealand

$Millions

Eliminations

and

discontinued

operations

$Millions

Total from

continuing

operations

$Millions

For the year ended

31 March 2020

Total revenue990.0179.2 146.4 76.1 114.2 - 135.1 (191.9)1,449.1

Share of earnings of associate

companies - - - - - 87.3 - (0.5)86.8

Inter-segment revenue - - - - - - (125.3)(41.9)(167.2)

Total income990.0179.2 146.4 76.1 114.2 87.3 9. 8 (234.3)1,368.7

Operating expenses (excluding

depreciation and amortisation)(803.5)(55.5)(43.2)(70.2)(102.1) - (170.5)216.5 (1,028.5)

Interest income0.6 7. 6 0.7 - 0.1 - 7. 3 (5.6)10.7

Interest expense(32.4)(49.0)(25.5)(3.9)(3.6) - (90.2)7. 5 (197.1)

Depreciation and amortisation(42.5)(76.3)(28.4)(7.1)(2.6) - (0.1)9. 5 (147.5)

Net gain/(loss) on foreign

exchange and derivatives16.2 (9.0)0.1 - - - (1.1) - 6.2

Net realisations, revaluations


and impairments8.9 511.5 (11.4)(68.6)(22.9) - 6 7. 7 25.5 510.7

Taxation expense(39.6)(4.9)34.5 1.7 (4.2) - (6.1)4.2 (14.4)

Net surplus/(loss) for the year97.7 503.6 73.2 (72.0)(21.1)87.3 (183.2)23.3 508.8

Net surplus/(loss) attributable


to owners of the company48.6 330.7 52.6 (72.0)(21.4)87.3 (183.2)23.6 266.2

Net surplus/(loss) attributable


to non-controlling interests4 9. 1 172.9 20.6 - 0.3 - - (0.3)242.6

Current assets150.8 730.5 35.0 - - - 1 7. 0 - 933.3

Non-current assets1,960.0 1,046.0 1,336.9 - - 1,961.9 3 4 7. 0 - 6,651.8

Current liabilities143.6 92.6 89.5 - - - 95.7 - 421.4

Non-current liabilities8 6 7. 1 469.0 641.6 - - - 1,846.1 - 3,823.8

Net assets1,100.1 1,214.9 640.8 - - 1,961.9 (1,577.8) - 3,339.9

Non-controlling interest

percentage 49.0% 34.4% 34.0% - 20.0% - - - -

Capital expenditure and

investments34.3506.480.62.70.21,134.541.0(3.0)1,796.7

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

13
Trustpower

New Zealand

$Millions

Tilt

Renewables

Australasia

$Millions

Wellington

International

Airport

New Zealand

$Millions

NZ Bus

New Zealand

$Millions

Perth

Energy

Australia

$Millions

Associates

$Millions

All other

segments

and

corporate

New Zealand

$Millions

Eliminations

and

discontinued

operations

$Millions

Total from

continuing

operations

$Millions

For the year ended

31 March 2019

Total revenue1,030.1 207.1 137.9 184.2 269.9 - 158.6 (461.3)1,526.5

Share of earnings of associate

companies - - - - - 119.2 - (12.8)106.4

Inter-segment revenue - - - - - - (147.8)(42.9)(190.7)

Total income1,030.1 207.1 137.9 184.2 269.9 119.2 10.8 (517.0)1,442.2

Operating expenses (excluding

depreciation and amortisation)(807.9)(62.7)(36.5)(166.8)(234.0) - (142.4)452.5 (997.8)

Interest income1.4 1.4 0.3 - 0.2 - 13.3 (9.8)6.8

Interest expense(29.6)(33.6)(19.7)(7.1)(7.6) - (73.3)15.6 (155.3)

Depreciation and amortisation(47.2)(89.5)(23.7)(21.1)(6.0) - (0.6)2 7. 7 (160.4)

Net gain/(loss) on foreign

exchange and derivatives(5.8)(2.1)1.2 - - - 7. 0 - 0.3

Net realisations, revaluations


and impairments(10.9) - 4.8 (29.2) - - 3.5 32.4 0.6

Taxation expense(37.5)(7.4)(0.2)4.2 (12.1) - (30.3)11.3 (72.0)

Net surplus/(loss) for the year92.6 13.2 64.1 (35.8)10.4 119.2 (212.0)12.7 64.4

Net surplus/(loss) attributable


to owners of the company46.0 7. 5 46.2 (35.8)8.3 119.2 (211.7)14.8 (5.5)

Net surplus/(loss) attributable


to non-controlling interests46.6 5.7 1 7. 9 - 2.1 - (0.3)(2.1)6 9.9

Current assets185.7 3 6 7. 9 43.9 200.0 211.3 108.2 64.2 - 1,181.2

Non-current assets2,028.9 1,233.1 1,216.5 - - 856.5 215.8 - 5,550.8

Current liabilities284.3 238.2 115.0 29.7 110.5 - 2 6 7. 7 - 1,045.4

Non-current liabilities681.2 677.6 541.9 - - - 1,041.4 - 2,942.1

Net assets1,249.1 685.2 603.5 170.3 100.8 964.7 (1,029.1) - 2,744.5

Non-controlling interest

percentage 49.0% 34.7% 34.0% - 20.0% - - - -

Capital expenditure and

investments2 7. 7 127.1 72.1 45.9 0.4 139.0 2 7. 8 (55.6)384.4

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

14
Entity wide disclosure – geographical

The Group operates in two principal areas, New Zealand and Australia, as well as having certain investments in the United States

and Europe. The Group's geographical segments are based on the location of both customers and assets.

New Zealand

$Millions

Australia

$Millions

United States

$Millions

Europe

$Millions

Eliminations and

discontinued

operations

$Millions

Total from

continuing

operations

$Millions

For the year ended 31 March 2020

Total revenue1,391.4249.6 - - (191.9)1,449.1

Share of earnings of associate companies(24.6)107.8 4.7 (0.6)(0.5)86.8

Inter-segment revenue(125.3) - - - (41.9)(167.2)

Total income1,241.5357.4 4.7 (0.6)(234.3)1,368.7

Operating expenses (excluding depreciation


and amortisation)(1,147.5)(97.5) - - 216.5 (1,028.5)

Interest income9. 1 7. 2 - - (5.6)10.7

Interest expense(170.0)(34.6) - - 7. 5 (197.1)

Depreciation and amortisation(100.2)(56.8) - - 9. 5 (147.5)

Net gain/(loss) on foreign exchange and derivatives15.7 (9.5) - - - 6.2

Net realisations, revaluations and impairments(3.4)488.6 - - 25.5 510.7

Taxation expense(11.2)(7.4) - - 4.2 (14.4)

Net surplus/(loss) for the year(166.0)647.4 4.7 (0.6)23.3 508.8

Current assets268.1 665.2 - - - 933.3

Non-current assets4,845.6 1,773.1 30.1 3.0 - 6,651.8

Current liabilities357.1 64.3 - - - 421.4

Non-current liabilities3,434.0 389.8 - - - 3,823.8

Net assets1,322.6 1,984.2 30.1 3.0 - 3,339.9

Capital expenditure and investments1,249.8 512.534.0 3.4 (3.0)1,796.7

For the year ended 31 March 2019

Total Revenue1,555.8 432.0 - - (461.3)1,526.5

Share of earnings of associate companies - 72.7 46.5 - (12.8)106.4

Inter-segment revenue(147.8) - - - (42.9)(190.7)

Total income1,408.0 504.7 46.5 - (517.0)1,442.2

Operating expenses (excluding depreciation


and amortisation)(1,214.4)(235.9) - - 452.5 (997.8)

Interest income15.1 1.5 - - (9.8)6.8

Interest expense(135.2)(35.7) - - 15.6 (155.3)

Depreciation and amortisation(116.0)(72.1) - - 2 7. 7 (160.4)

Net gain/(loss) on foreign exchange and derivatives0.8 (0.5) - - - 0.3

Net realisations, revaluations and impairments(31.8) - - - 32.4 0.6

Taxation expense(62.8)(20.5) - - 11.3 (72.0)

Net surplus/(loss) for the year(136.3)141.5 46.5 - 12.7 64.4

Current assets523.5 657.7 - - - 1,181.2

Non-current assets3,648.6 1,864.6 37.6 - - 5,550.8

Current liabilities718.7 326.7 - - - 1,045.4

Non-current liabilities2,396.5 545.6 - - - 2,942.1

Net assets1,056.9 1,650.0 37.6 - - 2,744.5

Capital expenditure and investments161.9 176.6 101.5 - (55.6)384.4

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

15
6 Investments in associates

Note

2020

$Millions

2019

$Millions

Investments in associates are as follows:

Vodafone New Zealand6.1974.0 -

CDC Data Centres6.2693.4 555.3

RetireAustralia6.3291.5 289.3

Longroad Energy 6.4 - 10.8

Galileo Green Energy3.0 -

Investments in associates1,961.9 855.4

Note

2020

$Millions

2019

$Millions

Equity accounted earnings of associates are as follows:

Vodafone New Zealand

6.1(24.7) -

CDC Data Centres6.2161.0 83.9

RetireAustralia6.3(53.7)(23.9)

Longroad Energy 6.44.7 46.4

Galileo Green Energy(0.5) -

Share of earnings of associate companies86.8 106.4

6.1 Vodafone New Zealand

On 31 July 2019, the Group acquired a 49.9% ownership interest in Vodafone New Zealand Limited via a holding company structure.

The Group and consortium partner Brookfield Asset Management Inc. ('Brookfield') each acquired 49.9% of the share capital of ICN JV

Investments Limited (‘Vodafone’), with the remaining shares being reserved for management of Vodafone. The Group has determined

that its investment in ICN JV Investments Limited is an investment in associate, based on the key terms of the shareholders' agreement,

governance structures and relative rights of the investors. Vodafone is a full-service telecommunications company in New Zealand

and the acquisition increases Infratil's exposure to long-term data and connectivity growth. Infratils current shareholding is 49.9%

(31 March 2019: N/A).

Movement in the carrying amount of the Group’s investment in Vodafone New Zealand:

2020

$Millions

Carrying value at 1 April

Acquisition of shares690.3

Capitalised transaction costs0.2

Shareholder loan339.4

Total capital contributions during the year1,029.9

Interest on shareholder loan9. 3

Share of associate’s surplus/(loss) before income tax(45.1)

Share of associate’s income tax (expense)11.1

Total share of associate’s earnings during the year(24.7)

Share of associate's other comprehensive income(6.2)

less: Distributions received(19.1)

less: Shareholder loan repayments including interest(5.9)

Carrying value of investment in associate974.0

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

16
The nature of the holding structure under which Infratil and Brookfield acquired Vodafone meant that ICN JV Investments Limited

ultimately acquired 100% of the shares in Vodafone New Zealand Limited. As a result, within the holding structure NZ IFRS 3: Business

Combinations was required to be applied on acquisition. NZ IFRS 3 requires that the identifiable assets and liabilities acquired as part

of the business combination are measured at fair value at the date of acquisition, with any gain recognised through the profit and loss

and any deficit recognised as goodwill. The major inputs and assumptions that are used in the valuations of material tangible assets

include replacement values, life assumptions and terminal values for each asset. Key assumptions used for measuring the fair value of

material intangible assets include projections of future revenues and margins associated with customer contracts, expected average

customer tenure and application of discount rates.

Vodafone Management has completed this process and the results of this exercise are reflected in the summary financial information

presented below and carrying value of the investment in associate.

Summary financial information:

2020

$Millions

Summary information for Vodafone is not adjusted for the percentage ownership held by the Group (unless stated)

Current assets598.7

Non-current assets3,811.7

Total assets4,410.4

Current liabilities580.9

Non-current liabilities2,565.0

Total liabilities3,145.9

Net assets (100%)1,264.5

Group's share of net assets631.0

Revenues1,382.6

Net surplus/(loss) after tax(68.1)

Total other comprehensive income2.2

2020

$Millions

Reconciliation of the carrying amount of the Group's investment in Vodafone:

Group's share of net assets631.0

add: Shareholder loan342.8

add: Capitalised transaction costs0.2

Total other comprehensive income974.0

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

17
6.2 CDC Data Centres

On 14 September 2016 the Group completed the acquisition of 48.13% of CDC Data Centres ('CDC'). CDC operates 80MW (2019:

67MW) of installed capacity across 3 accredited and connected Data Centre campuses in Canberra & Sydney. These facilities provide

highly secure outsourced co-location Data Centre services to Australian Government entities and third party service providers. Infratil’s

current shareholding is 48.22% (2019: 48.22%).

Movement in the carrying amount of the Group's investment in CDC Data Centres:

2020

$Millions

2019

$Millions

Carrying value at 1 April555.3453.2

Acquisition of shares - 31.7

Capitalised transaction costs - -

Shareholder loan8.1 11.0

Total capital contributions during the year8.1 42.7

Interest on shareholder loan14.2 14.5

Share of associate’s surplus/(loss) before income tax216.6 108.6

Share of associate’s income tax (expense)(69.8)(39.2)

Total share of associate’s earnings during the year161.0 83.9

Share of associate's other comprehensive income - -

less: Shareholder loan repayments including interest(16.1)(12.6)

Foreign exchange movements(14.9)(11.9)

Carrying value of investment in associate693.4 555.3

Summary financial information:

2020

A$Millions

2019

A$Millions

Summary information for is not adjusted for the percentage ownership held by the Group (unless stated)

Current assets87.2 35.0

Non-current assets2,703.3 1,799.4

Total assets2,790.5 1,834.4

Current liabilities73.3 20.5

Non-current liabilities1,654.1 1,039.9

Total liabilities1,727.4 1,060.4

Net assets (100%)1,063.1 774.0

Group's share of net assets512.6 373.2

Revenues173.6 115.5

Net surplus/(loss) after tax289.1 137.5

Total other comprehensive income- -

2020

$Millions

2019

$Millions

Reconciliation of the carrying amount of the Group's investment in CDC Data Centres:

Group's share of net assets in NZD526.3 389.8

add: Shareholder loan167.1 165.5

Carrying value of investment in associate693.4 555.3

CDC's functional currency is Australian Dollars (A$) and the summary financial information shown is presented in this currency. The NZD/AUD exchange

rates used to convert the summary financial information to the Group's functional currency ($NZD) were 0.9740 (Spot rate) and 0.9501 (Average rate) (2019:

Spot rate 0.9574, Average rate 0.9334).

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

18
6.3 RetireAustralia

On 31 December 2014, the Group acquired a 50% shareholding of RetireAustralia, with consortium partner the New Zealand

Superannuation Fund acquiring the other 50%. RetireAustralia operates 27 retirement villages across three states in Australia –

New South Wales, Queensland and South Australia. Infratil’s current shareholding is 50% (2019: 50%).

Movement in the carrying amount of the Group's investment in RetireAustralia:

2020

$Millions

2019

$Millions

Carrying value at 1 April289.3318.0

Acquisition of shares61.3 -

Total capital contributions during the year61.3 -

Share of associate’s surplus/(loss) before income tax(53.7)(23.9)

Share of associate’s income tax (expense) - -

Total share of associate’s earnings during the year(53.7)(23.9)

Share of associate's other comprehensive income - -

less: Shareholder loan repayments including interest - -

Foreign exchange movements(5.4)(4.8)

Carrying value of investment in associate291.5 289.3

Summary financial information:

2020

A$Millions

2019

A$Millions

Summary information for is not adjusted for the percentage ownership held by the Group (unless stated)

Current assets196.4 191.1

Non-current assets2,266.4 2,319.6

Total assets2,462.8 2,510.7

Current liabilities1,738.0 1,746.0

Non-current liabilities157.1 210.8

Total liabilities1,895.1 1,956.8

Net assets (100%)567.7 553.9

Group's share of net assets283.9 2 7 7. 0

Total other comprehensive income291.5 289.3

Revenues77.5 74.6

Net surplus/(loss) after tax(102.1)(44.5)

Total other comprehensive income - -

RetireAustralia's functional currency is Australian Dollars (A$) and the summary financial information shown is presented in this currency. The NZD/AUD

exchange rates used to convert the summary financial information to the Group's functional currency ($NZD) were 0.9740 (Spot rate) and 0.9501 (Average

rate) (2019: Spot rate 0.9574, Average rate 0.9334).

RetireAustralia’s net current asset deficiency has primarily arisen due to the requirement under Accounting Standards to classify

resident obligations as current liabilities as there is no unconditional contractual right to defer settlement for at least twelve months of

balance date (residents may give notice of their intention to vacate their unit with immediate effect). In contrast, the corresponding

assets are classified as non-current under Accounting Standards.

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

19
6.4 Longroad Energy

On 5 October 2016 the Group announced an initial (45%) investment in Longroad Energy Holdings, LLC ('Longroad Energy' or 'Longroad'),

a recently formed renewable energy development and operating vehicle headquartered in Boston, Massachusetts. Longroad's focus is

primarily in the development of utility-scale wind and solar generation throughout North America. The other establishment partners

were the New Zealand Superannuation Fund (40%) and the Longroad management team (10%). Infratil’s current shareholding is 40%

(2019: 40%). In December 2018 Longroad Energy distributed its membership interest in Montgomery Street Holdings, LLC ('MSH') to the

shareholders of Longroad Energy. The carrying value of MSH is included within the equity accounting for Longroad Energy presented

below.

Movement in the carrying amount of the Group’s investment in Longroad Energy:

2020

$Millions

2019

$Millions

Carrying value at 1 April10.810.1

Capital contributions31.8 19.8

Shareholder loan - 0.4

Mezzanine debt drawdowns - 67.0

Total capital contributions during the year31.8 87.2

Interest on shareholder loan - -

Interest on mezzanine debt - 4.6

Share of associate’s surplus/(loss) before income tax4.7 41.8

Share of associate’s income tax (expense) - -

Total share of associate’s earnings during the year4.7 46.4

Share of associate’s other comprehensive income(15.0)(12.0)

less: Distributions received

(29.0)(32.7)

less: Capital returned(4.4)(16.5)

less: Shareholder loan repayments including interest - (1.6)

less: Mezzanine debt repayments including interest - (71.6)

Foreign exchange movements1.1 1.5

Carrying value of investment in associate - 10.8

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

20
Summary financial information:

31 December

2019

US$Millions

31 December

2018

US$Millions

Summary information for is not adjusted for the percentage ownership held by the Group (unless stated)

Current assets153.0 282.2

Non-current assets1,247.3 572.7

Total assets1,400.3 854.9

Current liabilities270.0 290.1

Non-current liabilities1,059.8 533.8

Total liabilities1,329.8 823.9

Net assets (100%)70.5 31.0

Adjustment for movements between 31 December and 31 March(57.4)(11.6)

less: non-controlling interests at 31 March(29.2)(0.2)

Net assets attributable to owners of Longroad Energy as at 31 March(16.1)19.2

Group's share of net assets at 31 March(5.7)7. 3

Group's share of net assets at 31 March ($NZD)(9.6)10.8

Adjust carrying value to nil at 31 March ($NZD)9. 6 -

Carrying value of investment in associate ($NZD) - 10.8

Revenues94.3 93.4

Net surplus/(loss) after tax6.8 5 9. 5

Total other comprehensive income(10.2)1.1

Longroad's functional currency is United States Dollars ($US) and the summary financial information shown is presented in this currency. The NZD/USD

exchange rates used to convert the summary financial information to the Group's functional currency ($NZD) were 0.5997 (Spot rate) and 0.6474


(Average rate) (2019: Spot rate 0.6785, Average rate 0.6810).

The summary information provided is taken from the most recent audited annual financial statements of Longroad Energy Holdings,

LLC which have a balance date of 31 December and are reported as at that date. An adjustment to the carrying value of the

investment in Longroad Energy has been recorded as at 31 March 2020 as under NZ IAS 28 the carrying amount of the investment is not

permitted to reduce below zero.

Letter of credit facility

Longroad has obtained an uncommitted secured letter of credit facility of up to US$150 million from HSBC Bank. Letters of credit under

the Facility are on issue to beneficiaries to support the development and continued operations of Longroad. Infratil has provided

shareholder backing of the Longroad Letter of Credit facility, specifically, Infratil (and the New Zealand Superannuation Fund) have

collectively agreed to meet up to US$150 million of capital calls (i.e. subscribe for additional units) equal to Longroad’s reimbursement

obligation in the event that a Letter of Credit is called and Longroad cannot fund the call, taking into account immediately available

working capital. As at 31 March 2020, US$113.5 million (31 March 2019: US$115.3 million) in Letters of Credit are on issue under the

Longroad Letter of Credit facility.

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

21
7 Other investments

2020

$Millions

2019

$Millions

Australian Social Infrastructure Partners33.4 45.4

Clearvision Ventures30.1 26.8

Other7. 9 9. 0

Other investments71.4 81.2

Australian Social Infrastructure Partners

Australian Social Infrastructure Partners ('ASIP') holds a 9.95% share of the equity in the New Royal Adelaide Hospital public-private

partnership (‘PPP’). ASIP divested its 49.0% equity interest in the South East Queensland Schools PPP during the year, from which Infratil's

share of cash proceeds was A$12.9 million. In 2014, Infratil made a A$100 million commitment to pursue greenfield availability-based

PPP opportunities in Australia via ASIP. As at 31 March 2020, A$69.5 million of the commitment remains uncalled (31 March 2019:

A$69.5 million) however no further Capital Calls are forecast from ASIP.

Clearvision Ventures

In February 2016, the Group made a commitment of US$25 million to the California based Envision Ventures Fund 2. The strategic

objective is to help Infratil's businesses identify and engage with technology changes that will impact their activities. As at 31 March

2020 Infratil has made total contributions of US$21.0 million (31 March 2019: US$19.5 million), with the remaining US$4.0 million

commitment uncalled at that date. During the comparative period the name of the investing entity, Envision Ventures Fund 2 LP

was renamed Clearvision Ventures Ecosystem Fund LP.

8 Investment in subsidiaries and associates

The significant companies of the Infratil Group and their activities are shown below. The financial year end of all the significant

subsidiaries and associates is 31 March with exceptions noted.

2020

Holding

2019

HoldingPrincipal Activity

Subsidiaries

New Zealand

Infratil Finance Limited100%100%Finance

Infratil Infrastructure Property Limited100%100%Property

New Zealand Bus Limited-100%Public transport

Snapper Services Limited-100%Technology

Swift Transport Limited 100%100%Investment

Tilt Renewables Limited65.6%65.3%Electricity generation

Trustpower Limited51.0%51.0%Electricity generation and utility retailer

Wellington International Airport Limited66.0%66.0%Airport

Australia

Perth Energy Pty Limited-80.0%Electricity retailer

Western Energy Pty Limited-80.0%Electricity generation

Associates

New Zealand

Vodafone New Zealand Limited4 9.9 %-Telecommunications

Australia

CDC Group Holdings Pty Ltd48.2%48.2%Data Centre

Cullinan Holding Trust-50.0%Purpose Built Student Accommodation

RA (Holdings) 2014 Pty Limited50.0%50.0%Retirement Living

United States

Longroad Energy Holdings, LLC

(31 December year end)40.0%40.0%Renewable Energy Development

Europe

Galileo Green Energy, LLC40.0%-Renewable Energy Development

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9 Discontinued operations

Summary of results of discontinued operationsNote

2020

$Millions

2019

$Millions

ANU Student Accommodation9.1 66.6 12.7

NZ Bus9.2 (69.2)(30.8)

Perth Energy9.3 (19.4)14.2

Snapper Services9.4 (2.6)(8.1)

Net surplus from discontinued operations after tax(24.6)(12.0)

9.1 ANU Student Accommodation

On 21 May 2019 the Group announced a sale of its 50% interest in the Australian National University’s PBSA concession to funds

controlled by AMP Capital had completed. Infratil received cash proceeds of A$162.1 million, as well as shareholder loan interest and

distributions of A$4.8 million in the period from 1 April 2019 to completion. The investment was classified as held for sale at 31 March

2019 and is reported in the consolidated financial statements as a discontinued operation. Financial information relating to the

discontinued operation for the period to the date of disposal is set out below.

2020

$Millions

2019

$Millions

Carrying value at 1 April

108.2 96.1

Acquisition of shares - 4.1

Shareholder loan - 5.0

Total capital contributions during the year - 9. 1

Interest on shareholder loan (including accruals)0.5 3.8

Share of associate’s surplus/(loss) before income tax - 8.9

Share of associate’s income tax (expense) - -

Total share of associate’s earnings during the year0.5 12.7

less: Distributions received(3.5)(5.2)

less: Shareholder loan repayments including interest(57.6)(1.7)

less: Capital returned(49.4) -

Foreign exchange movements recognised in other comprehensive income1.8 (2.8)

Carrying value of investment in associate - 108.2

The net gain on the sale is calculated as follows:

Gross sale proceeds172.2 -

Carrying amount of assets and liabilities as at the date of sale104.1 -

Gain on sale before cost of disposal68.1 -

Cost of disposal(2.0)-

Net gain on sale66.1 -

Net surplus from discontinued operation after tax66.612.7

Basic and diluted earnings per share (cents per share)10.42.3

The profit from the discontinued operation is attributable entirely to the owners of the Company.

Cash flows from/(used in) discontinued operation

Net cash from operating activities4.0 6.9

Net cash from/(used in) investing activities169.7 (9.1)

Net cash from/(used in) financing activities - -

Net cash flows for the year173.7 (2.2)

There was no cumulative income recognised in other comprehensive income relating to ANU Student Accommodation at 31 March

2020 (31 March 2019: -$2.4 million).

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23
9.2 NZ Bus

On 2 September 2019 the Group announced that the sale of its NZ Bus business to funds controlled by Next Capital had been

completed. The final consideration after post-completion adjustments for working capital, capital expenditure, and an earnout

mechanism is yet to be finalised. Upfront cash proceeds of approximately $93 million have been received. The balance (after the

post-completion adjustments and earnout) will be paid in cash and a vendor loan once post completion activities are finalised.

Gross sale proceeds have been recognised based on upfront proceeds and an estimate of final proceeds based on the contractual

price floor. Contingent sales proceeds above the contractual price floor do not meet the requirements for recognition as at 31 March

2020. The investment was classified as held for sale at 31 March 2019 and is reported in the financial statements as a discontinued

operation. Financial information relating to the discontinued operation for the period to the date of disposal is set out below.

2020

$Millions

2019

$Millions

Results of discontinued operation

Revenue76.1 184.2

Operating expenses70.2 166.8

Results from operating activities5.9 17.4

Depreciation & amortisation of intangibles(7.1)(21.1)

Net realisations, revaluations, (impairments)0.2 (29.2)

Net financing expense - (0.2)

Net surplus/(loss) before tax(1.0)(33.1)

Taxation (expense)/credit0.6 2.3

Net surplus/(loss) after tax(0.4)(30.8)

The net loss on the sale is calculated as follows:

Gross sale proceeds98.5 -

Carrying amount of assets and liabilities as at the date of sale166.9 -

Loss on sale before cost of disposal(68.4) -

Cost of disposal(0.4) -

Net loss on sale(68.8) -

Net loss from discontinued operation after tax(69.2)(30.8)

Basic and diluted earnings per share (cents per share)(10.8)(5.5)

The loss from the discontinued operation is attributable entirely to the owners of the Company.

Cash flows from/(used in) discontinued operation

Net cash from/(used in) operating activities(0.1)2.6

Net cash from/(used in) investing activities92.9 2.8

Net cash from/(used in) financing activities - -

Net cash flows for the year92.8 5.4

There was no cumulative income recognised in other comprehensive income relating to NZ Bus at 31 March 2020 (31 March 2019: nil).

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24
9.3 Perth Energy

On 2 September 2019 Infratil announced that the sale of Perth Energy to AGL Energy Limited had been completed. Infratil received

cash proceeds of A$56.7 million for its 80% shareholding. Additional final sales proceeds may be received contingent on certain

outcomes but do not meet the requirements for recognition as at 31 March 2020. The investment was classified as held for sale at

31 March 2019 and is reported in the consolidated financial statements as a discontinued operation. Financial information relating to

the discontinued operation for the period to the date of disposal is set out below.

2020

$Millions

2019

$Millions

Results of discontinued operation

Revenue114.2 2 6 9.9

Operating expenses102.1 234.0

Results from operating activities12.1 35.9

Depreciation & amortisation of intangibles(2.6)(6.0)

Net realisations, revaluations, (impairments) - -

Net financing expense(1.1)(2.1)

Net surplus/(loss) before tax8.4 2 7. 8

Taxation (expense)/credit(4.9)(13.6)

Net surplus/(loss) after tax3.5 14.2

The net loss on the sale is calculated as follows:

Gross sale proceeds6 7. 4 -

Carrying amount of assets and liabilities as at the date of sale89.6 -

Loss on sale before cost of disposal(22.2) -

Cost of disposal(0.7) -

Net loss on sale(22.9) -

Net loss from discontinued operation after tax(19.4)14.2

Basic and diluted earnings per share (cents per share)(3.0)2.5

The loss from the discontinued operation is attributable entirely to the owners of the Company.

Cash flows from/(used in) discontinued operation

Net cash from/(used in) operating activities3.5 11.9

Net cash from/(used in) investing activities6 7. 2 (0.4)

Net cash from/(used in) financing activities(2.3)(4.5)

Net cash flows for the year68.4 7. 0

There was no cumulative income recognised in other comprehensive income relating to Perth Energy at 31 March 2020 (31 March 2019:

$5.1 million).

9.4 Snapper Services

On 31 May 2019, Infratil announced that it had completed the sale of Snapper Services to Allectus Capital for nominal consideration.

The investment was classified as held for sale at 31 March 2019 and is presented in the consolidated financial statements as a

discontinued operation.

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25
10 Revenue

2020

$Millions

2019

$Millions

Electricity940.2 1,026.2

Gas2 9.9 29.2

Telecommunications98.1 87.7

Aircraft movement and terminal charges80.8 81.5

Hotel and other trading activities3 9. 130.5

Revenue allocated to customer incentives2 7. 9 21.5

Other65.356.6

Total operating revenue1,281.31,333.2

Revenue Recognition Policies

The nature and timing of the various performance obligations in the Group’s contracts with customers and property leases and when

revenue is recognised is outlined below:

Description of performance obligationsTiming and satisfaction of performance obligations

Electricity and Gas - Sales to customers

Revenue received or receivable from the sale of electricity and

gas to mass market, commercial and industrial customers by

Trustpower.

Where Trustpower provides a bundle of services (such as

electricity and telecommunications) to a customer and a


discount is provided for one of those services, the discount is

allocated to each distinct performance obligation based on

the relative standalone selling price of those services.

Where a discount is offered for prompt payment, revenue is

initially recognised net of estimated discount based on

accumulated experience used to estimate the quantum of

discounts extended to customers.

Revenue is recognised at the point in time of supply and

customer consumption. Customer consumption of electricity

and gas is measured and billed by calendar month for half

hourly metered customers and in line with meter reading

schedules for non-half hourly metered customers. Accordingly,

revenues from electricity and gas sales include an estimated

accrual for units sold but not billed at the end of the reporting

period for non-half hourly metered customers.

Electricity - Generation

This category includes revenue from the sale of electricity

generated from Tilt Renewables' wind farms and Generation and

sale of Large-scale Generation Certificates ('LGC's') in Australia.

Generation revenue is recognised when control has transferred

to the customer. This takes place when the amount of revenue

can be reliably measured, upon satisfaction of contractually

binding performance obligations.

Telecommunications

This category comprises Trustpower’s revenue from the sale


of broadband, mobile and other telecommunications services.

Where Trustpower provides a bundle of services (such as

electricity and telecommunications) to a customer and a


discount is provided for one of those services, the discount is

allocated to each distinct performance obligation based on

the relative standalone selling price of those services.

Where a discount is offered for prompt payment, revenue is

initially recognised net of estimated discount based on

accumulated experience used to estimate the quantum of

discounts extended to customers.

Revenue is recognised at the point in time of supply and

customer consumption. Generally billed and paid on a monthly

billing cycle.

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26
Description of performance obligationsTiming and satisfaction of performance obligations

Aircraft movement and terminal charges

Aircraft movement and terminal charges consists of Wellington

International Airport's airfield income, passenger service charges

and terminal service charges.

Airfield income consists of landing charges and aircraft parking

charges.

Landing charges and aircraft parking charges are paid by


the airlines and recognised as revenue at the point in time the

airport facilities are used by the arriving or departing aircraft.

Passenger services charges and terminal service charges

relating to arriving, departing and transiting passengers are

paid by the airlines and recognised as revenue at the point in

time when the passenger travels or the airport facilities are

used.

Hotel and other trading activities

Hotel and other trading activities includes Wellington International

Airport's hotel and access to the airport’s car parking facilities.

Revenue from car parking is recognised at the point in time

where the utilisation of car parking facilities has been

completed. Revenue from the hotel is recognised at the point

in time the service is delivered.

Revenue allocated to customer incentives

Trustpower offers new customers goods, including appliances


and modems, as an incentive to enter into a contract for

electricity and telecommunications services. These incentives

are considered performance obligations in their own right and

a proportion of the revenue expected to be received over the

contract period is allocated to these physical goods

proportionately to their standalone selling price.

Revenue allocated to customer incentives is recognised upon

delivery of the goods and a capitalised customer acquisition

cost asset is recorded in the statement of financial position. As

the customer is invoiced for electricity and telecommunications

services over the life of the contract, a portion of this invoiced

revenue is allocated to the capitalised customer acquisition

cost asset, thereby reducing this asset to zero over the course

of the contract term.

Other revenue includes Wellington International Airport's retail concession fees and rental income. Retail concession fees are recognised

as revenue based upon passenger throughput or the turnover of the concessionaires and in accordance with the related agreements.

Rental income is recognised as revenue on a straight-line basis over the term of the leases on leases where the group is the lessor.

11 Net realisations, revaluations and impairments

2020

$Millions

2019

$Millions

Impairment of assets

(14.0)(10.9)

Gain on sale of metering business

16.4 -

Gain on sale of Snowtown 2

511.5 -

Investment property revaluation

(3.2)4.8

Other realisations, revaluations and impairments

(0.1)6.7

Net realisations, revaluations and impairments510.7 0.6

On 5 December 2019 Tilt Renewables entered into an agreement to sell the 270 MW Snowtown 2 wind farm to an entity wholly-owned

by funds managed by Palisade Investment Partners Limited and First State Super. Tilt Renewables recorded a net gain on sale of

A$486.0 million (NZ$511.5 million) as a result of the transaction.

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27
12 Other operating expenses

Note

2020

$Millions

2019

$Millions

Trading operations

Energy and wholesale costs2 0 7. 1234.6

Line, distribution and network costs280.7 284.5

Generation production & development costs45.5 46.5

Other energy business costs126.5 123.1

Telecommunications cost of sales63.3 54.4

Airport business costs2 7. 5 24.0

Bad debts written off3.6 2.0

Increase in provision for expected credit loss 22.1 3.2 0.4

Directors’ fees25 3.3 3.2

Administration and other corporate costs5.4 6.7

Management fee (to related party Morrison & Co Infrastructure Management)26 37.3 24.1

International Portfolio incentive fee28 125.0 102.6

Donations1.0 0.9

Total other operating expenses929.4907.0

Fees paid to auditors (including fees paid by associates)

2020

Fees paid to the

Group auditor

$000’s

2020


Audit fees paid

to other auditors


$000’s

2020

Total

$000’s

2019

Fees paid to the

Group auditor

$000’s

2019

Audit fees paid

to other auditors


$000’s

2019

Total

$000’s

Audit and review of financial statements299.3 800.5 1,099.9 317.4 882.9 1,200.3

Regulatory audit work32.0 - 32.0 32.0 - 32.0

Other assurance services114.5 - 114.5 - - -

Taxation services58.1 - 58.1 99.6 - 99.6

Other services122.1 - 122.1103.0 - 103.0

626.0800.5 1,426.6552.0 882.9 1,434.9

Fees paid to the Group auditor by

associates (recognised through share


of associate earnings)621.81,101.5 1,723.3472.5 - 472.5

Total fees paid to the Group auditor1,247.81,902.0 3,149.81,024.5 882.9 1,907.4

The audit fee includes the fees for both the annual audit of the financial statements and the review of the interim financial statements.

Regulatory audit work consists of the audit of regulatory disclosures. Other assurance services comprise of agreed upon procedures

and audit of compliance reports. Tax services relate to tax compliance work and tax advisory services provided to a subsidiary of the

group. Other services primarily relate to due diligence work undertaken.

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28
13 Taxation

13.1 Tax Reconciliation

2020

$Millions

2019

$Millions

Net surplus before taxation from continuing operations523.2 136.4

Taxation on the surplus for the year @ 28%146.5 38.2

Plus/(less) taxation adjustments:

Effect of tax rates in foreign jurisdictions9. 6 (0.1)

Net benefit of imputation credits - -

Timing differences not recognised(3.1)(1.0)

Tax losses not recognised/(utilised)6.230.1

Effect of equity accounted earnings of associates(2.1)0.6

Recognition of previously unrecognised deferred tax(20.8)(1.2)

(Over)/under provision in prior periods(6.1)0.9

Net investment realisations(148.8)(0.4)

Other permanent differences33.04.9

Taxation expense14.4 72.0

Current taxation 35.1 52.4

Deferred taxation (20.7)19.6

Tax on discontinued operations4.3 11.4

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29
13.2 Income tax recognised in other comprehensive income

2020

Before tax

$Millions

Tax (expense)

$Millions

Net of tax

$Millions

Differences arising on translation of foreign operations(17.8)0.3(17.5)

Realisations on disposal of subsidiary, reclassified to profit and loss(22.5) - (22.5)

Net change in fair value of available for sale financial assets(0.5)(0.5)(1.0)

Ineffective portion of hedges taken to profit and loss - - -

Effective portion of changes in fair value of cash flow hedges(75.0)21.0(54.0)

Fair value movements in relation to executive share scheme5.1 (6.0)(0.9)

Net change in fair value of property, plant & equipment recognised in equity 63.3(16.8)46.5

Share of associates other comprehensive income(21.3) - (21.3)

Balance at the end of the year(68.7)(2.0)(70.7)

2019

Before tax

$Millions

Tax (expense)

$Millions

Net of tax

$Millions

Differences arising on translation of foreign operations(18.9)(2.8)(21.7)

Realisations on disposal of subsidiary, reclassified to profit and loss - - -

Net change in fair value of available for sale financial assets2.6 - 2.6

Ineffective portion of hedges taken to profit and loss - - -

Effective portion of changes in fair value of cash flow hedges5.9 (0.8)5.1

Fair value movements in relation to executive share scheme(0.1)0.7 0.6

Net change in fair value of property, plant & equipment recognised in equity (283.6)69.1 (214.5)

Share of associates other comprehensive income(11.6) - (11.6)

Balance at the end of the year(305.7)66.2 (239.5)

13.3 Deferred tax

Deferred tax assets and liabilities are offset on the Statement of Financial Position where they relate to entities with a legally

enforceable right to offset tax.

2020

$Millions

2019

$Millions

Balance at the beginning of the year(442.5)(505.1)

Charge for the year20.7(19.6)

Charge relating to discontinued operations - (14.7)

Deferred tax recognised in equity(1.4)66.2

Disposal of Snowtown 2102.0-

Adjustment on initial application of IFRS 15 - (8.1)

Effect of movements in foreign exchange rates(0.6)1.7

Tax losses recognised7. 2 9.9

Transfers to liabilities classified as held for sale - 2 7. 2

Balance at the end of the year(314.6)(442.5)

The Infratil New Zealand Group is forecasting to derive taxable profits in future periods, sufficient to utilise the tax losses carried forward

and deductible temporary differences. As a result deferred tax assets and liabilities have been recognised where they arise, including

deferred tax on tax losses carried forward.

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30
13.4 Recognised deferred tax assets and liabilities

Assets

$Millions

Liabilities

$Millions

Net

$Millions

31 March 2020

Property, plant and equipment - (372.5)(372.5)

Investment property - (4.3)(4.3)

Derivative financial instruments46.7 - 46.7

Employee benefits5.4 - 5.4

Customer base assets - (2.4)(2.4)

Provisions1.3 - 1.3

Tax losses carried forward38.8 - 38.8

Other items(2.4)(25.2)(27.6)

To ta l89.8 (404.4)(314.6)

31 March 2019

Property, plant and equipment - (442.4)(442.4)

Investment property - (14.9)(14.9)

Derivative financial instruments8.2 (6.7)1.5

Employee benefits5.8 - 5.8

Customer base assets - (2.9)(2.9)

Provisions0.8 -0.8

Tax losses carried forward42.2 - 42.2

Other items-(32.6)(32.6)

To ta l57.0 (499.5)(442.5)

13.5 Changes in temporary differences affecting tax expense

Tax expenseOther comprehensive income

2020

$Millions

2019


$Millions

2020

$Millions

2019

$Millions

Property, plant and equipment24.29.9 45.0 69.1

Investment property10.6(1.5) - -

Derivative financial instruments(5.9)0.6 52.0 (0.8)

Employee benefits0.11.3 (0.5)0.7

Customer base assets0.40.9 - -

Provisions0.50.1 - -

Tax losses carried forward(10.6)(24.9) - -

Other items1.4(6.0)3.6 (2.8)

20.7(19.6)100.1 66.2

13.6 Imputation credits available to be used by Infratil Limited

2020

$Millions

2019

$Millions

Balance at the end of the year9.9 1.7

Imputation credits that will arise on the payment/(refund) of tax provided for

- -

Imputation credits that will arise on the (payment)/receipt of dividends accrued at year end - -

Imputation credits available for use9.9 1.7

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31
14 Property, plant and equipment

Land and

civil works

$Millions

Buildings

$Millions

Vehicles,

plant and

equipment

$Millions

Capital

work in

progress

$Millions

Metering

$Millions

Generation

plant

(renewable)

$Millions

Generation


plant (non-

renewable)

$Millions

To ta l

$Millions

2020

Cost or valuation

Balance at beginning of year585.6 551.7 132.4 169.2 6 7. 6 2,961.1 - 4,467.6

Additions0.4 - - 520.7 - - - 521.1

Capitalised interest and financing costs - - - - - - - -

Disposals - - (14.4) - (69.5)(623.7) - (707.6)

Impairment - (4.4) - (3.6) - (5.6) - (13.6)

Revaluation (12.1)14.7 - - - (5.1) - (2.5)

Transfers between categories24.4 12.6 18.3 (79.6)1.9 22.0 - (0.4)

Transfers to assets classified as held for sale - - - - - - - -

Transfer to right of use assets on transition


to NZ IFRS 16 - - - - - (23.8) - (23.8)

Transfers to intangible assets - - - (0.5) - - - (0.5)

Transfers from/(to) investment properties(16.4)(4.9) - (32.4) - - - (53.7)

Effect of movements in foreign exchange rates - - (0.3)(9.4) - (0.9) - (10.6)

Balance at end of year581.9 569.7 136.0 564.4 - 2,324.0 - 4,176.0

Accumulated depreciation

Balance at beginning of year22.8 13.7 86.5 - 67.0 76.1 - 266.1

Depreciation for the year8.0 14.3 14.1 - 0.8 84.5 - 121.7

Transfer to investment properties - (0.7) - - - - - (0.7)

Revaluation (30.8) - - - - (16.3) - (47.1)

Disposals - - (13.2) - (67.8)(39.8) - (120.8)

Transfers to assets classified as held for sale - - - - - - - -

Transfer to right of use assets on transition


to NZ IFRS 16 - - - - - (0.7) - (0.7)

Effect of movements in foreign exchange rates - - (0.1) - - (0.6) - (0.7)

Balance at end of year - 27.3 87.3 - - 103.2 - 217.8

Carrying value at 31 March 2020581.9542.448.7564.4 -2,220.8-3,958.2

Additions to capital work in progress primarily relate to the construction costs associated with the Dundonnell Wind Farm project in

Australia and the Waipipi Wind Farm project in New Zealand. Included within Impairment is a $4.4 million reduction in the Wellington

International Airport hotel, $5.6 million relating to the valuation of Trustpower’s generation assets, $2.3 million relating to a generation

project and $1.3 million relating to costs superseded as part of a runway and seawall strengthening works project.

Readers should pay attention to the sensitivity analysis included in this note which shows the impact on revalued assets should key

valuation inputs differ from that assumed by the valuer.

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32
Land and

civil works

$Millions

Buildings

$Millions

Vehicles,

plant and

equipment

$Millions

Capital

work in

progress

$Millions

Metering

$Millions

Generation

plant

(renewable)

$Millions

Generation


plant (non-

renewable)

$Millions

To ta l

$Millions

2019

Cost or valuation

Balance at beginning of year543.1 449.4 533.2 255.1 69.4 3,301.5 99.9 5,251.6

Additions - 0.1 43.6 207.2 - 48.2 0.3 299.4

Capitalised interest and financing costs - - - - - - - -

Disposals(5.3)(1.5)(27.7) - (0.7)(4.0)(0.3)(39.5)

Impairment - - (30.4)(1.6) - - - (32.0)

Revaluation 14.0 - - - - (460.9)4.8 (442.1)

Transfers between categories33.8 112.6 27.9 (284.0)(1.1)110.8 - -

Transfers to assets classified as held for sale - (8.9)(413.9)(6.0) - - (105.6)(534.4)

Transfers to intangible assets - - - - - - - -

Transfers from/(to) investment properties - - - - - - - -

Effect of movements in foreign exchange rates - - (0.3)(1.5) - (34.5)0.9 (35.4)

Balance at end of year

585.6 551.7 132.4169.2 67.6 2,961.1 -4,467.6

Accumulated depreciation

Balance at beginning of year15.3 2.9 329.5 - 63.4 117.6 - 528.7

Depreciation for the year7.5 12.4 35.3 - 4.3 105.2 5.3 170.0

Transfer to investment properties - - - - - - - -

Revaluation - - (0.1) - - (145.1)(5.3)(150.5)

Disposals - (0.3)(25.7) - (0.7)(1.3) - (28.0)

Transfers to assets classified as held for sale - (1.3)(252.4) - - - - (253.7)

Effect of movements in foreign exchange rates - - (0.1) - - (0.3) - (0.4)

Balance at end of year22.8 13.7 86.5 - 67.0 76.1 - 266.1

Carrying value at 31 March 2019562.8 538.0 45.9 169.2 0.6 2,885.0 -4,201.5

Trustpower generation property, plant and equipment

Trustpower's generation assets include land and buildings which are not separately identifiable from other generation assets.

Generation assets were independently revalued, using a discounted cash flow methodology, as at 31 March 2020, to their estimated

market value as assessed by Deloitte Corporate Finance.

The valuation of Trustpower’s generation assets is sensitive to the inputs used in the discounted cash flow valuation model. A sensitivity

analysis of key inputs is given in the table below. The valuation is based on a combination of values that are generally at the midpoint

of the range. The valuation impact is calculated as the movement in the fair value as a result of the change in the respective

assumptions and while keeping all other valuation inputs constant.

Generation RenewableLowHighValuation impact

New Zealand Assets

Forward electricity price pathDecreasing in real terms from

$100/MWh to $76/MWh by

2024. Thereafter held constant.

Decreasing in real terms from

$100/MWh to $86/MWh by

2024. Thereafter held constant.

-/+ $250.0m

Generation volume1,668 GWh2,205 GWh-/+ $370.0m

Avoided Cost of Transmission70% reduction in revenue from

2025

30% reduction in revenue from

2025

- $62.0m /


+ $18.0m

Operating costs$60.0 million p.a.$73.0 million p.a.-/+ $123.0m

Weighted average cost of capital6.50%7.50%+ $196.0m /


- $160.0m

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33
Tilt Renewables generation property, plant and equipment

The valuation of Tilt Renewables generation assets is sensitive to the inputs used in the discounted cash flow valuation model.

A sensitivity analysis around some key inputs is given in the table below. The valuation is based on a combination of values that are

generally at the midpoint of the range. The valuation impact is calculated as the movement in the fair value as a result of the change

in the assumption and keeping all other valuation inputs constant. In addition to the tests below, a separate sensitivity analysis has

been conducted to assess the impact of varying future cash flows for increases or decreases of up to 10% in market prices (including

New Zealand market prices beyond the fixed price period to March 2025). None of these tests resulted in an impairment of the fair

value of generation, property, plant and equipment.

Generation RenewableLowHighValuation impact

New Zealand Assets

Generation volume10% reduction in future

production

10% increase in future

production

-/+ $22.5m

Operating costs10% increase in future


operating expenditure

10% decrease in future

operating expenditure

-/+ $9.6m

Weighted average cost of capital 6.50% 7.5%- $5.4m /


+ $6.6m

Australian Assets

Forward electricity price path

(including renewable energy credits)

10% reduction in future


electricity pricing

10% increase in future

electricity pricing

-/+ A$33.8m

Generation volume10% reduction in future

production

10% increase in future production -/+ A$29.4m

Operating costs10% increase in future


operating expenditure

10% decrease in future

operating expenditure

-/+ $11.3m

Weighted average cost of capital6.13%7.13%- A$9.3m /


+ A$9.9m

Wellington International Airport property, plant and equipment

At 31 March 2020, the Group made an assessment of whether the carrying amounts of Wellington International Airport's ('WIAL')

property, plant and equipment differed materially from fair value. This assessment considered changes in significant inputs since the

last revaluation, movements in the capital goods price index and changes in valuations of investment property as an indicator of

property, plant and equipment.

Due to Covid-19, there is uncertainty around forecast domestic and international air travel and consequently uncertainty relating to

WIAL's forecast cash flows. WIAL has forecast a significant reduction in passenger numbers for the year ending 31 March 2021 and a

slow recovery back to pre-Covid-19 levels occurring in the year ended 31 March 2023. These passenger forecasts are based on the

information available to the Group at the time of preparing these financial statements and were arrived at with reference to various

data sources including airlines, the International Air Transport Association ('IATA') and travel and tourism bodies.

WIAL's estimates of passengers, recovery and growth rates remain uncertain and dependent on a number of factors with respect to

Covid-19 including timing of New Zealand moving into lower alert levels, any remaining restrictions on domestic travel, border controls

for international travel, public demand and behaviour with respect to travel and airline scheduling. Material changes in any of these

factors might have a material impact on the estimates of income and cashflows used in the valuations and fair value assessments at


31 March 2020. In addition, the longer-term effects of Covid-19 on WIAL’s business remain uncertain and the potential impacts of the

pandemic continue to evolve rapidly.

Due to the uncertainties resulting from the Covid-19 pandemic, the assessment of fair value of land and buildings by Savills (NZ) Limited

and the valuation of the hotel business assets by Jones Lang LaSalle have been reported by both valuers on the basis of "material

valuation uncertainty as defined by RICS (the Royal Institution of Chartered Surveyors)". Savills (NZ) Limited and Jones Lang LaSalle

both noted in their valuation reports that as a consequence of this material valuation uncertainty, "less certainty and a higher degree

of caution" should be attached to the work undertaken.

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34
The following tables summarise the significant valuation techniques and inputs used by valuers to arrive at the fair value for Wellington

International Airport’s property, plant and equipment.

Asset classification and description

Valuation

approachKey valuation assumptions

+/- 5%

Valuation impact

Land

Aeronautical land - used for airport activities and

specialised aeronautical assets.

Market Value

for Existing


Use ('MVEU')

Rate per hectare$1.86 million per

hectare

+/- $10.0m

Non-aeronautical land - used for non-aeronautical

purposes e.g. industrial, service, retail, residential

and land associated with the vehicle business.

Developer’s WACC rate10.4%

+/- $7.4m

Holding period6 years

+/- $11.1m

Valued at 31 March 2018 by Savills (NZ) Limited,

registered valuers, at $333.1 million.

Civil

Civil works includes sea protection and site

services, excluding such site services to the extent

that they would otherwise create duplication of

value.

Optimised

Depreciated

Replacement

Cost ('ODRC')

Average cost rates

including concrete,

asphalt, base course


and foundations

Concrete $887

Asphalt $989

Basecourse $127

Foundations $20

+/- $9.5m

Estimated remaining

useful life

Average remaining


useful life 30 years

+/- $9.5wm

Valued at 31 March 2020 by Opus International

Consultants Limited at $190.4 million.

Buildings

Specialised buildings used for identified airport

activities.

Optimised

Depreciated

Replacement

Cost ('ODRC')

Modern equivalent


asset rate (per

square metre)

$5,567

+/- $13.0m

Non-specialised buildings used for purposes other

than for identified airport activities, including

space allocated within the main terminal building

for retail activities, offices and storage.

$1,711

+/- $0.4m

Vehicle business assets associated with car

parking and taxi, shuttle and bus services

(excluding land and civil).

Discounted

Cash flows

('DCF') and

Capitalisation

Rate

Revenue growth

Cost growth

Discount rate

Capitalisation rate

3.00%

3.00%

12.00%

9.00%

+/- $0.8m

+/- $0.1m

+/- $6.6m

+/- $9.0m

All buildings (excluding hotel business assets) valued at 31 March 2018 by Savills (NZ) Limited, registered valuers, at $423.4 million.


The decrease in the carrying value of the vehicle business assets is primarily due to a forecast reduction in short term cashflows due

to fewer passengers and vehicle business customers.

Hotel business assetsDiscounted

Cash flows


('DCF') and

Capitalisation

Rate

Capitalisation rate6.50%

+/- $1.4m

Discount rate8.25%

+/- $0.7m

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35
Effect of level 3 fair value measurements on profit or loss and other comprehensive income

The following table summarises for property, plant and equipment measured at fair value, classified as level 3 in the fair value hierarchy,

the effect of the fair value movements on profit or loss and other comprehensive income for the year.

2020

Level 3 fair value movements

Recognised in

profit or loss

$Millions

Recognised


in OCI

$Millions

Total

$Millions

Generation Plant (renewable)(5.6)11.2 5.6

Generation Plant (non-renewable) - - -

Land and civil works - 18.7 18.7

Buildings(4.4)14.7 10.3

(10.0)44.6 34.6

2019

Level 3 fair value movements

Recognised in

profit or loss

$Millions

Recognised


in OCI

$Millions

Total

$Millions

Generation Plant (renewable)(10.6)(231.6)(242.2)

Generation Plant (non-renewable)

- 6.2 6.2

Land and civil works - 14.0 14.0

Buildings - - -

(10.6)(211.4)(222.0)

There were no transfers between property, plant and equipment assets classified as level 1 or level 2, and level 3 of the fair value

hierarchy during the year ended 31 March 2020 (2019: none).

Revalued assets at deemed cost

For each revalued class the carrying amount that would have been recognised had the assets been carried on a historical cost basis are

as follows:

2020

Cost

$Millions

Assets under

construction


$Millions

Accumulated

depreciation

$Millions

Net book value

$Millions

Generation Plant (renewable)678.9 - (107.4)571.5

Generation Plant (non-renewable) - - - -

Land and civil works285.5 24.4 (55.2)254.7

Buildings409.3 12.5 (101.4)320.4

1,373.7 36.9 (264.0)1,146.6

2019

Cost

$Millions

Assets under

construction


$Millions

Accumulated

depreciation

$Millions

Net book value

$Millions

Generation Plant (renewable)1,231.2 - (469.7)761.5

Generation Plant (non-renewable)123.6 - (47.9)75.7

Land and civil works252.4 33.8 (50.8)235.4

Buildings296.8 112.5 (92.2)317.1

1,904.0 146.3 (660.6)1,389.7

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36
15 Investment properties

2020

Owned

property

$Millions

Right of use

assets


$Millions

Total

$Millions

Balance at beginning of year86.5 - 86.5

Adoption of NZ IFRS 16 - 80.5 80.5

Additions25.2 1.7 26.9

Transfers from/(to) property, plant and equipment53.0 - 53.0

Investment properties revaluation net increase19.8 - 19.8

Balance at end of year184.5 82.2 266.7

2019

Owned

property

$Millions

Right of use

assets


$Millions

Total

$Millions

Balance at beginning of year81.9 - 81.9

Additions - - -

Transfers from/(to) property, plant and equipment - - -

Investment properties revaluation net increase4.6 - 4.6

Balance at end of year86.5 - 86.5

Where a lease pertains to property held to earn rental income, the right of use asset is included within Investment properties and is

measured at fair value. Rental income from investment properties of $10.8 million was recognised in profit or loss during the year


(2019: $10.6 million). Direct operating expenses arising from investment properties of $1.4 million were also recognised in profit or loss

during the year (2019: $0.9 million).

Wellington International Airport's investment property was valued at 31 March 2020 by Jones Lang LaSalle, registered valuers,


at $81.2 million (2019: $86.5 million).

Following the sale of NZ Bus, property leased by Infratil Infrastructure Property Limited ('IIPL') to NZ Bus was transferred at historic cost

from property, plant and equipment to investment properties and measured at fair value. IIPL's investment property was valued at


31 March 2020 by Jones Lang LaSalle, registered valuers, at $49.5 million (2019: held at historic cost as property, plant and equipment).

Also included in investment properties is $53.8 million of capital work in progress (2019: $11.0 million).

Due to the uncertainties resulting from the Covid-19 pandemic, all investment property valuations at 31 March 2020 were concluded


on the basis of 'material valuation uncertainty' as defined by the Royal Institution of Chartered Surveyors ('RICS'). Consequently, less

certainty and a higher degree of caution should be attached to these valuations at 31 March 2020.

16 Leases

16.1 Right of use assets

Right of use assets related to leased properties that do not meet the definition of investment properties are summarised below. Land

and buildings right of use assets include land held under ground leases and rental of a variety of office space. Generation right of use

assets comprise leases of transmission lines at the Salt Creek and Dundonnell Wind Farms by Tilt Renewables.

2020

Land and

Buildings

$Millions

Generation


Assets

$Millions

Plant and


equipment

$Millions

To ta l


$Millions

Cost

Balance at beginning of year - - - -

Adoption of NZ IFRS 1654.6 22.5 2.0 79.1

Additions - 94.0 10.2 104.2

Disposals(8.8) - - (8.8)

Remeasurements - - - -

Effect of movements in exchange rates(0.2)(2.7) - (2.9)

Balance at end of year45.6 113.8 12.2 171.6

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37
2020

Land and

Buildings

$Millions

Generation


Assets

$Millions

Plant and


equipment

$Millions

To ta l


$Millions

Accumulated depreciation

Balance at beginning of year - - - -

Depreciation for the year4.3 1.3 4.8 10.4

Effect of movements in exchange rates - - - -

Balance at end of year4.3 1.3 4.8 10.4

Carrying value at 31 March 202041.3 112.5 7.4 161.2

16.2 Lease liabilities

2020

$Millions

Maturity analysis - contractual undiscounted cash flows

Between 0 to 1 year

24.4

Between 1 to 2 years

31.7

Between 2 to 5 years

58.9

More than 5 years514.6

Total undiscounted lease liabilities629.6

2020

$Millions

Lease liabilities included in the statement of financial position

Split as follows:

Current

21.8

Non-current225.1

246.9

2020

$Millions

Amounts recognised in the consolidated statement of comprehensive income

Interest on lease liabilities

10.8

Variable lease payments not included in the measurement of lease liabilities

2.4

Expenses relating to short-term leases0.7

Expenses relating to leases of low-value assets, excluding short-term leases of low-value assets0.3

The weighted average incremental borrowing cost applied to lease liabilities at 1 April 2019 was 4.93%. Total cash outflow for leases for

the year ended 31 March 2020 was $17.1 million.

16.3 Leases as a lessor

The Group has receivables from operating leases relating to the lease of premises. The following table sets out a maturity analysis of

lease payments, showing the undiscounted lease payments to be received after the reporting date.

2020

$Millions

2019

$Millions

Operating lease receivables as lessor

Between 0 to 1 year

30.6 19.3

Between 1 to 2 years

25.8 17.1

Between 2 to 5 years

40.8 32.3

More than 5 years60.0 5.5

Total undiscounted lease payments157.2 74.2

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17 Goodwill

2020

$Millions

2019

$Millions

The aggregate carrying amounts of goodwill allocated to each cash generating unit are as follows:

Trustpower79.4 79.4

Tilt Renewables33.7 33.7

113.1 113.1

There were no movements in the carrying amount of goodwill during the year (2019: $4.2 million was transferred to disposal group


assets classified as held for sale).

The carrying value of goodwill is subject to an annual impairment test to ensure the carrying value does not exceed the recoverable

amount at balance date. In determining whether there are any indicators of impairment the fair value of the Company's investments in

Trustpower and Tilt Renewables are assessed with reference to the market share price quoted on the NZX at each reporting date.

As at 31 March 2020 there were no indicators of impairment (31 March 2019: there were no indicators of impairment).

18 Loans and borrowings

This note provides information about the contractual terms of the Group's interest bearing loans and borrowings.

2020

$Millions

2019

$Millions

Current liabilities

Unsecured bank loans118.0 97.7

Secured bank facilities19.8 201.9

less: Loan establishment costs capitalised and amortised over term(3.1)(4.3)

134.7 295.3

Non-current liabilities

Unsecured bank loans460.7 200.2

Secured bank facilities384.0 505.3

less: Loan establishment costs capitalised and amortised over term(9.7)(8.7)

835.0 696.8

Facilities utilised at reporting date

Unsecured bank loans578.7 298.0

Unsecured guarantees - -

Secured bank loans403.8 707.0

Secured guarantees162.2 129.5

Facilities not utilised at reporting date

Unsecured bank loans514.5 664.4

Unsecured guarantees - -

Secured bank loans303.6 255.8

Secured guarantees57.6 85.7

Interest bearing loans and borrowings -

current134.7 295.3

Interest bearing loans and borrowings -

non-current835.0 696.8

Total interest bearing loans and borrowings969.7 992.1

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39
2020

$Millions

2019

$Millions

Maturity profile for bank facilities (excluding secured guarantees):

Between 0 to 1 year

220.0 379.9

Between 1 to 2 years

248.9 523.1

Between 2 to 5 years

1,118.4 741.9

Over 5 years213.3 280.3

Total bank facilities1,800.6 1,925.2

Financing arrangements

Infratil Finance Limited, a wholly owned subsidiary of the Company, has entered into bank facility arrangements with a negative pledge

agreement, which, with limited exceptions does not permit the Infratil Guaranteeing Group (‘IGG’) to grant any security over its assets.

The IGG comprises entities subject to a cross guarantee and comprises Infratil Limited, Infratil Finance Limited and certain other wholly

owned subsidiaries. The IGG does not incorporate the underlying assets of the Company’s non-wholly owned subsidiaries and

investments in associates. The IGG bank facilities also include restrictions over the sale or disposal of certain assets without bank

agreement. Liability under the cross guarantee is limited to the amount of debt drawn under the IGG facilities, plus any unpaid interest

and costs of recovery. At 31 March 2020 drawn debt and accrued interest under the IGG facilities was $355.3 million (31 March 2019:

$70.2 million) and undrawn IGG facilities totalled $268.0 million (2019: $278.0 million).

Infratil Energy New Zealand Limited (‘IENZ’), a wholly owned subsidiary of the Company, is not a member of the IGG and has granted


a security interest over assets with a carrying amount of $310.2 million (31 March 2019: $320.4 million) as part of its bank facility

arrangements. IENZ has total facilities of $125.0 million, of which $125.0 million was drawn as at 31 March 2020 (31 March 2019: nil).

The Group’s non-wholly owned subsidiaries also enter into bank facility arrangements. Amounts outstanding under these facilities are

included within loans and borrowings in the table above. Wellington International Airport and Trustpower facilities are both subject


to negative pledge arrangements, which with limited exceptions does not permit those entities to grant security over their respective

assets. Tilt Renewables borrows under syndicated bank debt facilities (both general and project specific) and has granted security over

its assets. All non-wholly owned subsidiary facilities are subject to restrictions over the sale or disposal of certain assets without bank

agreement. The various bank facilities across the Group require the relevant borrowing group to maintain certain levels of shareholder

funds and operate within defined performance and gearing ratios. Throughout the period the Group has complied with all debt

covenant requirements as imposed by the respective lenders.

Interest rates payable on bank loan facilities are floating rate determined by reference to prevailing money market rates at the time


of draw-down plus a margin. Interest rates paid during the year ranged from 1.45% to 4.10% (31 March 2019: 2.2% to 4.5%).

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19 Infrastructure bonds

2020

$Millions

2019

$Millions

Balance at the beginning of the year1,127.6 994.4

Issued during the year316.4 246.2

Exchanged during the year(29.3)(51.1)

Matured during the year(119.7)(60.4)

Purchased by Infratil during the year - -

Bond issue costs capitalised during the year(4.2)(3.6)

Bond issue costs amortised during the year2.4 2.1

Balance at the end of the year1,293.2 1,127.6

Current - 148.9

Non-current fixed coupon 939.7 747.2

Non-current variable coupon121.6 -

Non-current perpetual variable coupon231.9 231.5

Balance at the end of the year1,293.2 1,127.6

Repayment terms and interest rates:

IFT200 maturing in November 2019, 6.75% p.a. fixed coupon rate - 68.5

IFT090 maturing in February 2020, 8.50% p.a. fixed coupon rate - 80.5

IFT220 maturing in June 2021, 4.90% p.a. fixed coupon rate93.9 93.9

IFT190 maturing in June 2022, 6.85% p.a. fixed coupon rate93.7 93.7

IFT240 maturing in December 2022, 5.65% p.a. fixed coupon rate100.0 100.0

IFT210 maturing in September 2023, 5.25% p.a. fixed coupon rate122.1 122.1

IFT230 maturing in June 2024, 5.50% p.a. fixed coupon rate56.1 56.1

IFT260 maturing in December 2024, 4.75% p.a. fixed coupon rate100.0 100.0

IFT250 maturing in June 2025, 6.15% p.a. fixed coupon rate43.4 43.4

IFT300 maturing in March 2026, 3.35% p.a. fixed coupon rate3 7. 0 -

IFT280 maturing in December 2026, 3.35% p.a. fixed coupon rate156.3 -

IFT270 maturing in December 2028, 4.85% p.a. fixed coupon rate until 15 December 2023146.2 146.2

IFTHC maturing in December 2029, 3.50% p.a. variable coupon rate123.2 -

IFTHA Perpetual Infratil infrastructure bonds231.9 231.9

less: Bond issue costs capitalised and amortised over term(10.6)(8.7)

Balance at the end of the year1,293.2 1,127.6

Fixed coupon

The fixed coupon bonds the Company has on issue are at a face value of $1.00 per bond. Interest is payable quarterly on the bonds.

IFTHC bonds

The IFTHC bonds the Company has on issue are at a face value of $1.00 per bond. Interest is payable quarterly on the bonds. For the

period to 15 December 2020 the coupon is fixed at 3.50% per annum. Thereafter the rate will be reset annually at 2.50% per annum over

the then one year bank rate for quarterly payments

IF270 bonds

The interest rate of the IFT270 bonds is fixed for the first five years and then reset on 15 December 2023 for a further five years. The

interest rate for the IFT270 bonds for the period from (but excluding) 15 December 2023 until the maturity date will be the sum of the five

year swap rate on 15 December 2023 plus a margin of 2.50% per annum.

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41
Perpetual Infratil infrastructure bonds ('PIIBs')

The Company has 231,916,000 (31 March 2019: 231,916,000) PIIBs on issue at a face value of $1.00 per bond. Interest is payable

quarterly on the bonds. On 15 November 2019 the coupon was set at 2.67% per annum until the next reset date, being 15 November

2020 (2019: 3.55%). Thereafter the rate will be reset annually at 1.50% per annum over the then one year bank rate for quarterly

payments, unless Infratil's gearing ratio exceeds certain thresholds, in which case the margin increases. These infrastructure bonds have

no fixed maturity date. No PIIBs (2019: nil) were repurchased by Infratil Limited during the year.

Throughout the year the Company complied with all debt covenant requirements as imposed by its bond supervisor.

At 31 March 2020 Infratil Infrastructure bonds (including PIIBs) had a fair value of $1,161.5 million (31 March 2019: $1,104.4 million).

20 Trustpower bonds

Unsecured subordinated bonds

2020

$Millions

2019

$Millions

Repayment terms and interest rates:

TPW160 maturing in September 2019, 6.75% p.a. fixed coupon rate - 114.2

less: Bond issue costs capitalised and amortised over term - (0.2)

Balance at the end of the year - 114.0

Current - 114.0

Non-current - -

Balance at the end of the year - 114.0

The unsecured unsubordinated bonds had a fair value of $115.7 million at 31 March 2019 and matured in September 2019.

Unsecured senior bonds

2020

$Millions

2019

$Millions

Repayment terms and interest rates:

TPW140 maturing in December 2021, 5.63% p.a. fixed coupon rate83.0 83.0

TPW150 maturing in December 2022, 4.01% p.a. fixed coupon rate127.7 127.7

TPW180 maturing in July 2026, 3.35% p.a. fixed coupon rate125.0 -

TPW170 maturing in February 2029, 3.97% p.a. fixed coupon rate until 22 February 2024100.0 100.0

less: Bond issue costs capitalised and amortised over term

(3.5)(2.9)

Balance at the end of the year432.2 307.8

Current - -

Non-current432.2 307.8

Balance at the end of the year432.2 307.8

Trustpower's senior bonds rank equally with their bank loans. Trustpower borrows under a negative pledge arrangement, which with

limited exceptions does not permit Trustpower to grant any security interest over its assets. The Trust Deed for these bonds requires

Trustpower to maintain certain levels of shareholders' funds and operate within defined performance and debt gearing ratios.


The arrangements under the Trust Deed may also create restrictions over the sale or disposal of certain assets unless the senior bonds

are repaid or renegotiated. Throughout the year Trustpower complied with all debt covenant requirements as imposed by their bond

supervisor.

At 31 March 2020 Trustpower's unsecured senior bonds had a fair value of $443.0 million (31 March 2019: $321.8 million).

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42
21 Wellington International Airport bonds and USPP notes

2020

$Millions

2019

$Millions

Repayment terms and interest rates:

WIA0619 Wholesale bonds maturing June 2019, repriced quarterly at BKBM plus 130bp - 25.0

WIA0620 Wholesale bonds maturing June 2020, 5.27% p.a. fixed coupon rate25.0 25.0

WIA020 Retail bonds maturing May 2021, 6.25% p.a. fixed coupon rate75.0 75.0

WIA030 Retail bonds maturing May 2023, 4.25% p.a. fixed coupon rate75.0 75.0

WIA040 Retail bonds maturing August 2024, 4.00% p.a. fixed coupon rate60.0 60.0

WIA050 Retail bonds maturing June 2025, 5.00% p.a. fixed coupon rate70.0 70.0

WIA060 Retail bonds maturing April 2030, 4.00% p.a. fixed coupon rate until 1 April 2025

103.0 -

USPP Notes – Series A68.1 52.0

USPP Notes – Series B68.1 52.0

less: Issue costs capitalised and amortised over term(3.3)(3.9)

Balance at the end of the year540.9 430.1

Current25.0 25.0

Non-current515.9 405.1

Balance at the end of the year540.9 430.1

The Trust Deed for the retail bonds requires Wellington International Airport ('WIAL') to operate within defined performance and debt

gearing ratios. The arrangements under the Trust Deed creates restrictions over the sale or disposal of certain assets. Throughout the

year WIAL complied with all debt covenant requirements as imposed by the retail bond supervisor.

On 27 July 2017 WIAL completed a United States Private Placement ('USPP') Note issuance, securing US$72 million of long term debt.


The USPP comprised two equal tranches, a US$36 million 10 year Note with a coupon of 3.47% and a US$36 million 12 year Note with

a coupon of 3.59%. In conjunction with the USPP issuance, WIAL entered into cross currency interest rate swaps to formally hedge the

exposure to foreign currency risk over the term of the notes.

At 31 March 2020 WIAL's bonds had a fair value of $415.7 million (2019: $353.8 million), and WIAL's USPP Notes had a fair value of


$122.3 million (2019: $102.2 million).

22 Financial instruments

The Group has exposure to the following risks due to its business activities and financial policies:

• Credit risk

• Liquidity risk

• Market risk

This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes


for measuring and managing risk, and the Group’s management of capital.

22.1 Credit risk

Credit risk is the risk that a counterparty will default on its contractual obligations, resulting in financial loss to the Group. The Group is

exposed to credit risk in the normal course of business including those arising from trade receivables with its customers, financial

derivatives and transactions (including cash balances) with financial institutions. The Group minimises its exposure to credit risk of trade

receivables through the adoption of counterparty credit limits and standard payment terms. Derivative counterparties and cash

transactions are limited to high-credit-quality financial institutions and organisations in the relevant industry. The Group’s exposure and

the credit ratings of significant counterparties are monitored, and the aggregate value of transactions concluded are spread amongst

approved counterparties. The carrying amounts of financial assets recognised in the Statement of Financial Position best represent the

Group’s maximum exposure to credit risk at the reporting date. Generally no security is held on these amounts.

DocuSign Envelope ID: 4CEC5110-91C4-4540-BC22-A4DEED94E4A2

43
2020

$Millions

2019

$Millions

The Group had exposure to credit risk with financial institutions at balance date

from cash deposits held as follows:

Financial institutions with 'AA' credit ratings - 173.2

Financial institutions with 'AA-' credit ratings485.9 70.6

Financial institutions with 'A+' credit ratings - -

Financial institutions with 'A' credit ratings242.7 153.3

Unrated financial institutions1.7 17.2

Total cash deposits with financial institutions730.3 414.3

Cash on hand - -

Total cash and cash equivalents730.3 414.3

Cash and cash equivalents includes $696.8 million of cash balances held by Tilt Renewables at 31 March 2020. At 31 March 2020 $0.1

million of cash deposits are "restricted" and not immediately available for use by the Group (31 March 2019: $19.9 million). Credit ratings

are from S&P Global Ratings or equivalent rating agencies.

Trade and other receivables

The Group has exposure to various counterparties. Concentration of credit risk with respect to trade receivables is limited due to the

Group’s large customer base in a diverse range of industries throughout New Zealand and Australia.

Ageing of trade receivables

2020

$Millions

2019

$Millions

The ageing analysis of trade receivables is as follows:

Not past due90.4 56.9

Past due 0-30 days9.4 9.2

Past due 31-90 days2.1 3.7

Greater than 90 days4.0 3.8

To ta l105.9 73.6

The ageing analysis of impaired trade receivables is as follows:

Not past due(1.2) -

Past due 0-30 days(1.1) -

Past due 31-90 days(1.0) -

Greater than 90 days(3.0)(2.8)

To ta l(6.3)(2.8)

2020

$Millions

2019

$Millions

Movement in the provision for impairment of trade receivables for the year was as follows:

Balance as at 1st April3.1 3.1

Expected credit loss recognised (Charged to operating expenses)3.2 0.4

Bad debts recovered - -

Utilised - -

Transfers to assets classified as held for sale - (0.4)

Balance as at 31 March6.3 3.1

Other current prepayments and receivables93.9 178.1

Total trade, accounts receivable and current prepayments193.5 248.9

Trustpower and Wellington International Airport increased their expected credit loss allowance for trade receivables, in part due to the

deteriorating economic outlook in New Zealand as a result of Covid-19.

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22.2 Liquidity risk

Liquidity risk is the risk that assets held by the Group cannot readily be converted to cash to meet the Group's contracted cash flow

obligations. Liquidity risk is monitored by continuously forecasting cash flows and matching the maturity profiles of financial assets and

liabilities. The Group's approach to managing liquidity is to ensure that it will always have sufficient liquidity to meet its liabilities when due

and make value investments, under both normal and stress conditions, without incurring unacceptable losses or risking damage to the

Group's reputation. The Group manages liquidity risk by maintaining sufficient cash and marketable securities, the availability of funding

through an adequate amount of committed credit facilities, the spreading of debt maturities, and its credit standing in capital markets.

The tables below analyse the Group's financial liabilities, excluding gross settled derivative financial liabilities, into relevant maturity

groupings based on the earliest possible contractual maturity date at year end. The amounts in the tables below are contractual

undiscounted cash flows, which include interest through to maturity. Perpetual Infratil Infrastructure Bonds cash flows have been

determined by reference to the longest dated Infratil bond maturity in the year 2029.

Balance

sheet

$Millions

Contractual

cash flows

$Millions

6 months


or less

$Millions

6-12 months

$Millions

1-2 years

$Millions

2-5 years

$Millions

5 + years

$Millions

31 March 2020

Accounts payable, accruals and


other liabilities313.8 315.5 312.8 0.1 0.2 0.8 1.6

Lease liabilities246.9 629.6 12.5 11.9 31.7 58.9 514.6

Unsecured & secured bank facilities9 6 9. 7 1,325.5 122.3 48.0 309.0 693.3 152.9

Infratil Infrastructure bonds1,061.3 1,324.4 25.7 25.7 141.7 567.9 563.4

Perpetual Infratil Infrastructure bonds231.9 292.1 3.1 3.1 6.2 18.6 261.1

Wellington International Airport

bonds540.9 652.1 36.7 11.0 94.7 181.1 328.6

Trustpower bonds432.2 518.9 9.0 9.0 99.8 156.0 245.1

Derivative financial instruments129.3 151.2 15.6 13.2 22.6 50.1 49.7

3,926.0 5,209.3 537.7 122.0 705.9 1,726.7 2,117.0

31 March 2019

Accounts payable, accruals and


other liabilities446.6 469.2 334.0 13.4 43.2 13.4 65.2

Lease liabilities - - - - - - -

Unsecured & secured bank facilities992.1 1,254.4 94.7 254.5 204.4 386.7 314.1

Infratil Infrastructure bonds896.1 1,122.3 26.1 172.5 40.7 496.6 386.4

Perpetual Infratil Infrastructure bonds231.5 311.8 4.1 4.1 8.2 24.7 270.7

Wellington International Airport

bonds430.1 535.2 34.6 9.4 43.2 189.2 258.8

Trustpower bonds421.8 460.9 122.9 4.9 9.8 223.3 100.0

Derivative financial instruments117.5 129.0 23.3 16.1 22.6 40.6 26.4

3,535.7 4,282.8 639.7 474.9 372.1 1,374.5 1,421.6

22.3 Market risk

Market risk is the risk that changes in market prices, such as interest rates, foreign exchange rates and energy prices will affect the

Group’s income or the value of its holdings of financial assets and liabilities. The objective of market risk management is to manage and

control market risk exposures within acceptable parameters, while optimising the return.

22.3.1 Interest rate risk (cash flow and fair value)

Interest rate risk is the risk of interest rate volatility negatively affecting the Group's interest expense cash flow and earnings. Infratil

mitigates this risk by issuing term borrowings at fixed interest rates and entering into Interest Rate Swaps to convert floating rate exposures

to fixed rate exposures. Borrowings issued at fixed rates expose the Group to fair value interest rate risk which is managed by the interest

rate repricing profile and hedging.

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2020

$Millions

2019

$Millions

At balance date the face value of interest rate contracts outstanding were:

Interest rate swaps - notional value1,333.0 1,760.8

Fair value of interest rate swaps (102.5)(81.6)

Cross-currency interest rate swaps99.8 99.8

Fair value of cross-currency interest rate swaps 35.5 2.9

The termination dates for the interest rate swaps are as follows:

Between 0 to 1 year242.8 179.8

Between 1 to 2 years144.3 158.7

Between 2 to 5 years398.0 893.5

Over 5 years547.9 528.8

The termination dates for the cross-currency interest rate swaps are as follows:

Between 0 to 1 year - -

Between 1 to 2 years - -

Between 2 to 5 years - -

Over 5 years99.8 99.8

Interest rate sensitivity analysis

The following table shows the impact on post-tax profit and equity of a movement in bank interest rates of 100 basis points higher/

lower with all other variables held constant.

2020

$Millions

2019

$Millions

Profit or loss

100 bp increase2.8 19.5

100 bp decrease(9.4)(20.1)

Other comprehensive income

100 bp increase49.9 43.7

100 bp decrease(53.6)(48.6)

Assumptions used in the interest rate sensitivity analysis include:

Reasonably possible movements in interest rates were determined based on a review of historical movements. A movement of 100 basis

points higher/lower is considered appropriate to demonstrate the sensitivity of the Group to movements in interest rates. The sensitivity

was calculated by taking interest rate instruments including loans and borrowings, bonds, interest rate swaps and cross currency interest

rate swaps at balance date and adjusting the interest rate upwards and downwards to quantify the resulting impact to profit or loss and

other comprehensive income.

22.3.2 Foreign currency risk

The Group has exposure to foreign currency risk on the value of its net investment in foreign investments, assets and liabilities, future

investment obligations and future income. Foreign currency obligations and income are recognised as soon as the flow of funds is likely to

occur. Decisions on buying forward cover for likely foreign currency investments is subject to the Group’s expectation of the fair value of the

relevant exchange rate.

The Group may enter into forward exchange contracts to reduce the risk from price fluctuations of foreign currency commitments

associated with the construction of generation assets and to hedge the risk of its net investment in foreign operations. Any resulting

differential to be paid or received as a result of the currency hedging of the asset is reflected in the final cost of the asset. The Group

has elected to apply cash flow hedge accounting to these instruments.

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Foreign exchange sensitivity analysis

The following table shows the impact on post-tax profit and equity if the New Zealand dollar had weakened or strengthened by


10 per cent against the currencies with which the Group has foreign currency risk with, all other variables held constant.

2020

$Millions

2019

$Millions

Profit or loss

Strengthened by 10 per cent(11.7)0.7

Weakened by 10 per cent11.7 (0.7)

Other comprehensive income

Strengthened by 10 per cent(18.6)(100.8)

Weakened by 10 per cent22.7 103.2

Assumptions used in the foreign currency exposure sensitivity analysis include:

Reasonably possible movements in foreign exchange rates were determined based on a review of historical movements. A movement of

plus or minus 10% has been applied to the AUD/NZD and USD/NZD exchange rates to demonstrate the sensitivity of foreign currency

risk of the company’s investment in foreign operations and associated derivative financial instruments. The sensitivity was calculated by

taking the AUD and USD spot rate as at balance date, moving this spot rate by plus and minus 10% and then reconverting the AUD

and USD balances with the ‘new spot-rate’.

Unhedged foreign currency exposures

At balance date the Group has the following unhedged exposure to foreign currency risk arising on foreign currency monetary assets

and liabilities that fall due within the next twelve months:

2020

$Millions

2019

$Millions

Cash, short-term deposits and trade receivables

United States Dollars (USD) - -

Australian Dollars (AUD)3.07.3

22.3.3 Energy price risk

Energy Price Risk is the risk that results will be impacted by fluctuations in spot energy prices. The Group meets its energy sales demand

by purchasing energy on spot markets, physical deliveries and financial derivative contracts. This exposes the Group to fluctuations in

the spot and forward price of energy. The Group has entered into a number of energy hedge contracts to reduce the energy price risk

from price fluctuations. These hedge contracts establish the price at which future specified quantities of energy are purchased and

settled. Any resulting differential to be paid or received is recognised as a component of energy costs through the term of the contract.

The Group has elected to apply cash flow hedge accounting to those instruments it deems material and which qualify as cash flow

hedges.

20202019

At balance date the aggregate notional volume of outstanding energy derivatives were:

Electricity (GWh)5,006.6 19,753.0

Fair value of energy derivatives ($millions)20.5 135.7

As at 31 March 2020, the Group had energy contracts outstanding with various maturities expected to occur continuously throughout

the next five years. The hedged anticipated energy purchase transactions are expected to occur continuously throughout the

contract period from balance sheet date consistent with the Group's forecast energy generation and retail energy sales. Gains and

losses recognised in the cash flow hedge reserve on energy derivatives as of 31 March 2020 will be continuously released to the income

statement in each period in which the underlying purchase transactions are recognised in the profit or loss.

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2020

$Millions

2019

$Millions

The termination dates for the energy derivatives are as follows:

Between 0 to 1 year101.5 43.3

Between 1 to 2 years54.6 78.8

Between 2 to 5 years88.1 117.0

Over 5 years17.1 15.0

261.3 254.1

Energy price sensitivity analysis

The following table shows the impact on post-tax profit and equity of an increase/decrease in the relevant forward electricity prices

with all other variables held constant:

2020

$Millions

2019

$Millions

Profit and loss

10% increase in energy forward prices(2.2)(2.2)

10% decrease in energy forward prices2.22.2

Other comprehensive income

10% increase in energy forward prices(57.7)(33.2)

10% decrease in energy forward prices57.7 33.2

Assumptions used in the energy forward price sensitivity analysis include:

Reasonably possible movements in energy forward prices were determined based on a review of historical movements. A movement

of 10% higher/lower is considered appropriate to demonstrate sensitivity to movements in forward energy prices. The sensitivity was

calculated by taking balances that incorporate expectations of forward electricity prices at balance date and adjusting the forward

electricity price upwards and downwards to quantify the resulting impact to profit or loss and other comprehensive income.

22.4 Fair values

The carrying amount of financial assets and financial liabilities recorded in the consolidated financial statements is their fair value,

with the exception of bond debt and senior notes held at amortised cost which have a fair value at 31 March 2020 of $2,142.5 million

(31 March 2019: $1,997.9 million) compared to a carrying value of $2,266.3 million (31 March 2019: $1,979.5 million).

The carrying value of derivative financial assets and liabilities recorded in the statement of financial position are as follows:

2020

$Millions

2019

$Millions

Assets

Derivative financial instruments – energy

35.7 170.9

Derivative financial instruments – cross currency interest rate swaps

35.5 2.9

Derivative financial instruments – foreign exchange

1.6 -

Derivative financial instruments – interest rate11.6 0.7

84.4 174.5

Split as follows:

Current

18.9 17.8

Non-current 65.5 156.7

84.4 174.5

Liabilities

Derivative financial instruments – energy

15.2 35.2

Derivative financial instruments – cross currency interest rate swaps

- -

Derivative financial instruments – foreign exchange

- -

Derivative financial instruments – interest rate114.1 82.3

129.3 117.5

Split as follows:

Current

8.0 32.2

Non-current

121.3 85.3

129.3 117.5

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48
Estimation of fair values

The fair values of financial assets and financial liabilities are determined as follows:

• The fair value of financial assets and liabilities with standard terms and conditions and traded on active liquid markets are

determined with reference to quoted market prices.

• The fair value of other financial assets and liabilities are calculated using market-quoted rates based on discounted cash flow analysis.

• The fair value of derivative financial instruments are calculated using quoted prices. Where such prices are not available, use is made

of discounted cash flow analysis using the applicable yield curve or available forward price data for the duration of the instruments.

Where the fair value of a derivative is calculated as the present value of the estimated future cash flows of the instrument, the two key

types of variables used by the valuation techniques are:

• forward price curve (for the relevant underlying interest rates, foreign exchange rates or commodity prices); and

• discount rates.

Valuation inputSource

Interest rate forward price curvePublished market swap rates

Foreign exchange forward pricesPublished spot foreign exchange rates

Electricity forward price curveMarket quoted prices where available and management's best

estimate based on its view of the long run marginal cost of new

generation where no market quoted prices are available

Discount rate for valuing interest rate derivativesPublished market interest rates as applicable to the remaining


life of the instrument

Discount rate for valuing forward foreign exchange contractsPublished market rates as applicable to the remaining life


of the instrument

Discount rate for valuing electricity price derivativesAssumed counterparty cost of funds ranging from 3.1% to 4.1%

(31 March 2019: 3.1% to 4.1%)

The selection of variables requires significant judgement and therefore there is a range of reasonably possible assumptions in respect

of these variables that could be used in estimating the fair value of these derivatives. Maximum use is made of observable market data

when selecting variables and developing assumptions for the valuation techniques.

Fair value hierarchy

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)

• Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or

indirectly (that is, derived from prices) (level 2)

• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3)

The following tables present the Group’s financial assets and liabilities that are measured at fair value.

31 March 2020

Level 1

$Millions

Level 2

$Millions

Level 3

$Millions

Total

$Millions

Assets per the statement of financial position

Derivative financial instruments – energy - 3.1 32.6 35.7

Derivative financial instruments – cross currency interest rate swaps - 35.5 - 35.5

Derivative financial instruments – foreign exchange - 1.6 - 1.6

Derivative financial instruments – interest rate - 11.6 - 11.6

To ta l-51.8 32.6 84.4

Liabilities per the statement of financial position

Derivative financial instruments – energy - 0.3 14.9 15.2

Derivative financial instruments – cross currency interest rate swaps - - - -

Derivative financial instruments – foreign exchange - - - -

Derivative financial instruments – interest rate - 114.1 - 114.1

To ta l-114.4 14.9 129.3

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49
31 March 2019

Level 1

$Millions

Level 2

$Millions

Level 3

$Millions

Total

$Millions

Assets per the statement of financial position

Derivative financial instruments – energy - 0.3 170.6 170.9

Derivative financial instruments – cross currency interest rate swaps - 2.9 - 2.9

Derivative financial instruments – foreign exchange - - - -

Derivative financial instruments – interest rate - 0.7 - 0.7

To ta l-3.9 170.6 174.5

Liabilities per the statement of financial position

Derivative financial instruments – energy - 8.1 2 7. 1 35.2

Derivative financial instruments – cross currency interest rate swaps - - - -

Derivative financial instruments – foreign exchange - - - -

Derivative financial instruments – interest rate - 82.3 - 82.3

To ta l-90.4 27.1 117.5

There were no transfers between derivative financial instrument assets or liabilities classified as level 1 or level 2, and level 3 of the fair

value hierarchy during the year ended 31 March 2020 (31 March 2019: none).

The following table reconciles the movements in level 3 Electricity price derivatives that are classified within level 3 of the fair value

hierarchy because the assumed location factors which are used to adjust the forward price path are unobservable.

2020

$Millions

2019

$Millions

Assets per the statement of financial position

Opening balance170.6 107.5

Foreign exchange movement on opening balance0.8 (2.3)

Acquired as part of business combination - -

Gains and (losses) recognised in profit or loss(106.0)11.7

Gains and (losses) recognised in other comprehensive income(32.8)53.7

Closing balance32.6 170.6

Total gains or (losses) for the year included in profit or loss for assets held at the end of the reporting year(33.1)53.4

Liabilities per the statement of financial position

Opening balance2 7. 1 2 7. 3

Foreign exchange movement on opening balance(0.2)(0.2)

Acquired as part of business combination - -

(Gains) and losses recognised in profit or loss(11.2)(4.1)

(Gains) and losses recognised in other comprehensive income(0.8)4.1

Sold as part of the disposal of a subsidiary - -

Closing balance14.9 2 7. 1

Total gains or (losses) for the year included in profit or loss for liabilities held at the end of the reporting year3.6 (3.9)

Settlements during the year18.6 24.9

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22.5 Risk Management Framework

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Group

has established an Audit and Risk Committee for Infratil and each of its significant subsidiaries and associates with responsibilities which

include reviewing management practices in relation to identification and management of significant business risk areas and regulatory

compliance. The Group has developed a comprehensive, enterprise wide risk management framework. Management and Boards

throughout the Group participate in the identification, assessment and monitoring of new and existing risks. Particular attention is given to

strategic risks that could affect the Group. Management report to the Audit and Risk Committee and the Board on the relevant risks and

the controls and treatments for those risks.

22.6 Capital Management

The Group's capital includes share capital, reserves, retained earnings and non-controlling interests of the Group. From time to time the

Group purchases its own shares on the market with the timing of these purchases dependent on market prices, an assessment of value

for shareholders and an available window to trade on the NZX. Primarily the shares are intended to be held as treasury stock and may

be reissued under the Dividend Reinvestment Plan or cancelled. During the year the Group bought back 887,617 shares (2019: nil). The

Company and the Group's borrowings are subject to certain compliance ratios in accordance with the facility agreements or the trust

deed applicable to the borrowings.

The Group seeks to ensure that no more than 25% of its non-bank debt is maturing in any one year period, and to spread the maturities

of its bank debt facilities between one and five years. Discussions on refinancing of facilities will normally commence at least six months

before maturity. Facilities are maintained with A (2019: A) or above rated financial institutions, and with a minimum number of bank

counterparties to ensure diversification. The Group manages its interest rate profile so as to minimise value volatility. This means having

interest costs fixed for extended terms. At times when long rates appear to be sustainably high, the profile may be shortened, and when

rates are low the profile may be lengthened.

23 Capital commitments

2020

$Millions

2019

$Millions

Committed but not contracted for

5.8 37.2

Contracted but not provided for

500.4 544.1

Capital commitments

506.2 581.3

Capital commitments are primarily associated with the Dundonnell and Waipipi Wind Farms which total A$450.5 million as at 31 March

2020 (31 March 2020: A$470.1 million). See Note 7 for Infratil's commitments to ASIP and Clearvision Ventures.

24 Reconciliation of net surplus with cash flow from operating activities

2020

$Millions

2019

$Millions

Net surplus for the year484.252.4

(Add)/Less items classified as investing activity:

(Gain)/Loss on investment realisations and impairments(489.3)36.7

Add items not involving cash flows:

Movement in financial derivatives taken to the profit or loss(6.2)(0.3)

Decrease in deferred tax liability excluding transfers to reserves(16.2)34.3

Changes in fair value of investment properties5.0 (4.8)

Equity accounted earnings of associate net of distributions received(12.1)(67.0)

Depreciation146.0 171.7

Movement in provision for bad debts6.0 2.2

Amortisation of intangibles11.3 16.5

Other1 9. 0 5.6

Movements in working capital:

Change in receivables24.7 (83.4)

Change in inventories1.2 0.2

Change in trade payables51.2 5.7

Change in accruals and other liabilities(108.9)129.8

Change in current and deferred taxation(15.9)(22.7)

Net cash flow from operating activities100.0276.9

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25 Key management personnel disclosures

Key management personnel have been defined as the Chief Executives and direct reports for the Group’s operating subsidiaries

(excluding non-executive Directors).

2020

$Millions

2019

$Millions

Key management personnel remuneration comprised:

Short-term employee benefits 15.4 14.3

Post employment benefits - -

Termination benefits - -

Other long-term benefits 0.2 0.7

Share based payments3.5 3.2

19.1 18.2

Directors fees paid to directors of Infratil Limited and its subsidiaries during the year were $3.4 million (2019: $3.7 million).

26 Related parties

Certain Infratil Directors have relevant interests in a number of companies with which Infratil has transactions in the normal course of

business. A number of key management personnel are also Directors of Group subsidiary companies and associates.

Morrison & Co Infrastructure Management Limited ('MCIM') is the management company for the Company and receives management

fees in accordance with the applicable management agreement. MCIM is owned by H.R.L. Morrison & Co Group Limited Partnership

('MCO'). Mr Bogoievski is a director of Infratil and is a director and Chief Executive Officer of MCO. Entities associated with Mr Bogoievski

also have beneficial interests in MCO.

Management and other fees paid by the Group (including associates) to MCIM, MCO or its related parties during the year were:

Note

2020

$Millions

2019

$Millions

Management fees2737.5 24.9

International Portfolio Incentive fee28125.0 102.6

Executive secondment and consulting - -

Directors fees2.0 2.2

Financial management, accounting, treasury, compliance and administrative services1.3 1.4

Risk management reporting - -

Investment banking services1.2 1.2

Total management and other fees167.0 132.3

The above table includes $0.4 million paid by discontinued operations in the year ended 31 March 2020 (2019: $1.5 million).

At 31 March 2020 amounts owing to MCIM of $3.0 million (excluding GST) are included in trade creditors (2019: $3.6 million).

On 8 May 2017 the Company obtained a standing waiver from NZSX Listing Rule 9.2.1. The effect of the waiver is to waive the requirement

for Infratil to obtain an Ordinary Resolution from shareholders to enter into a Material Transaction with a Related Party to the extent

required to allow Infratil to enter into transactions with co-investors that have also engaged an entity related to H.R.L. Morrison & Co

Group LP for investment management or advisory services. The waiver is provided on the conditions specified in paragraph 2 of the waiver

decision, which is available on Infratil's website: www.infratil.com/for-investors/announcements. As yet, no transaction has been entered

into in reliance on this waiver.

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MCO, or Employees of MCO received directors fees from the Company’s subsidiaries or associated companies as follows:

2020

$000’s

2019

$000’s

CDC Group Holdings Pty Ltd157.9 160.7

Cullinan Holding Trust (ANU Student Accommodation)7.2 53.6

Infratil Limited112.0 103.7

Infratil Infrastructure Property Limited45.0 60.0

Galileo Green Energy, LLC - -

New Zealand Bus Limited73.1 175.5

Longroad Energy Holdings, LLC183.6 168.9

Perth Energy Pty Limited88.4 181.9

RA (Holdings) 2014 Pty Limited243.5 235.7

Snapper Services Limited12.7 49.2

Tilt Renewables Limited447.3 407.1

Trustpower Limited276.3 289.3

Vodafone New Zealand Limited - -

Wellington International Airport Limited381.9 329.3

2,028.9 2,214.9

27 Management fee to Morrison & Co Infrastructure Management Limited

The management fee to MCIM comprises a number of different components:

A New Zealand base management fee is paid on the 'New Zealand Company Value' at the rates of 1.125% per annum on New Zealand

Company value up to $50 million, 1.0% per annum on the New Zealand Company Value between $50 million and $150 million, and

0.80% per annum on the New Zealand Company Value above $150 million. The New Zealand Company Value is:

• the Company’s market capitalisation as defined in the management agreement (i.e. the aggregated market value of the Company’s

listed securities, being ordinary shares, partly paid shares and, Infratil Infrastructure bonds);

• plus the Company and its wholly owned subsidiaries’ net debt (excluding listed debt securities and the book value of the debt in any

non-Australasian investments);

• minus the cost price of any non-Australasian investments; and,

• plus/minus an adjustment for foreign exchange gains or losses related to non-New Zealand investments.

An international fund management fee is paid at the rate of 1.50% per annum on:

• the cost price of any non-Australasian investments; and,

• the book value of the debt in any wholly owned non-Australasian investments.

28 International Portfolio Incentive fee

International Investments are eligible for International Portfolio Incentive fees (‘Incentive fees’) under the Management Agreement

between MCIM and Infratil. The Agreement allows for incentives to be payable for performance in excess of a minimum hurdle of

12% per annum in three separate areas:

• Initial Incentive fees;

• Annual Incentive fees; and,

• Realised Incentive fees.

To the extent that there are assets that meet these criterion, independent valuations are performed on the respective International

Investments to determine whether any Incentive Fees are payable.

International Portfolio Initial Incentive Fee

International Investments become eligible for the Initial Incentive Fee assessment on the third balance date (31 March) that they have

been held continuously by the Company. All International Investments that are acquired in any one financial year are grouped together for

the purposes of the Initial Incentive Fee, and an Initial Incentive Fee is payable at 20% of the outperformance of those assets against a

benchmark of 12% p.a. after tax, compounding.

The investments in ANU Purpose Built Student Accommodation, CDC Data Centres and Longroad Energy, and the demerger of Tilt

Renewables (from Trustpower) all occurred in the 2017 financial year and were therefore eligible for the International Portfolio Initial

Incentive fee assessment as at 31 March 2019. There are no International Investments eligible as at 31 March 2020.

Based on independent valuations obtained as at 31 March 2019, an Initial Incentive Fee of $102.6 million was payable to MCIM.

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International Portfolio Annual Incentive Fee

Thereafter International Investments are grouped together, and an Annual Incentive Fee is payable at 20% of the outperformance

of those assets against the higher of, a benchmark of 12% p.a. after tax, relative to the most recent 31 March valuation, or cost.

The Company’s investments in CDC Data Centres, Longroad Energy, RetireAustralia, Tilt Renewables and ASIP are eligible for the

International Portfolio Annual Incentive fee assessment as at 31 March 2020 (31 March 2019: ASIP, RetireAustralia and Perth Energy).

Based on independent valuations obtained as at 31 March 2020, an Annual Incentive Fee of $125.0 million is payable to MCIM. No

Annual Incentive Fee was payable at 31 March 2019.

International Portfolio Realised Incentive Fee

Realised Incentive Fees are payable on the realised gains from the sale or other realisation of International Investments at 20% of the

outperformance (since the last valuation date) against the higher of, a benchmark of 12% p.a. after tax, relative to the most recent

31 March valuation, or cost. No Realised Incentive Fees were payable as at 31 March 2019 or 31 March 2020.

International Portfolio incentive fees

2020

$000’s

2019

$000’s

ANU Student Accommodation

- 13.6

ASIP

(0.8) -

CDC Data Centres

105.5 65.3

Longroad Energy

6.1 21.2

RetireAustralia

(18.0) -

Tilt Renewables32.2 2.5

125.0 102.6

All Incentive fees accrued in 2020 relate to the Annual Incentive Fee assessment. All Incentive fees accrued in 2019 related to the Initial

Incentive Fee assessment.

Payment of Annual Incentive Fees

Any Annual Incentive Fee calculated in respect of a Financial Year is earned and paid in three annual instalments, with the second and

third instalments only being earned and payable if, at each relevant assessment date, the fair value of the relevant asset (including

distributions, if any) exceeds the greater of fair value or cost as at the 31 March for which the Incentive Fee was first calculated.

29 Contingent liabilities

The Company and certain wholly owned subsidiaries are guarantors of the bank debt facilities of Infratil Finance Limited under a Deed

of Negative Pledge, Guarantee and Subordination and the Company is a guarantor to certain obligations of subsidiary companies.

Snowtown Wind Farm Stage 2 Pty Ltd, a wholly-owned subsidiary of Tilt Renewables, has been served with court proceedings on

behalf of the Australian Energy Regulator (‘AER’) in relation to their investigations into the system black event which occurred in


South Australia on 28 September 2016. Tilt Renewables will continue to engage with the AER in an endeavour to resolve this matter.

As outlined in Note 11, Snowtown Wind Farm Stage 2 Pty Ltd has been subsequently sold as part of the Snowtown 2 wind farm sale in

December 2019. Following this sale, should any potential future liabilities arise from these ongoing court proceedings, the liability will

remain due and payable by Tilt Renewables.

There were no other contingent liabilities as at 31 March 2020.

30 Events after balance date

Dividend

On 28 May 2020, the Directors approved a partially imputed final dividend of 11.0 cents per share to holders of fully paid ordinary

shares to be paid on 15 June 2020.

Tilt Renewables Capital Return

On 7 April 2020 Tilt Renewables announced its intention to return approximately A$260 million to its shareholders (Infratil's share is

approximately A$169 million) by way of a Court approved scheme of arrangement. The timing of the buy-back is yet to be finalised but

is expected to be completed in the six months to 30 September 2020.

Shareholder support for Wellington International Airport

On 20 May 2020 Infratil and Wellington City Council entered into a shareholder support agreement with Wellington International Airport

to enable the airport to access to up to $75.0 million of additional funding by way of non-participating redeemable preference shares,

if required. Infratil's contribution to this funding is proportional to its 66% ownership interest.

Shareholder support for RetireAustralia

On 12 May 2020 Infratil and consortium partner the New Zealand Superannuation Fund entered into a shareholder support agreement

with RetireAustralia to enable RetireAustralia to access to up to A$20.0 million of additional equity funding, if required. Infratil's

contribution to this funding is proportional to its 50% ownership interest.

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© 2020 KPMG, a New Zealand partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative
(“KPMG International”), a Swiss entity.

Independent Auditor’s Report

To the shareholders of Infratil Limited

Report on the audit of the consolidated financial statements

Opinion

In our opinion, the accompanying consolidated

financial statements of Infratil Limited (the ’company’)

and its subsidiaries (the 'group') on pages 1 to 53:

i.present fairly in all material respects the Group’s

financial position as at 31 March 2020 and its

financial performance and cash flows for the year

ended on that date; and

ii.comply with New Zealand Equivalents to

International Financial Reporting Standards.

We have audited the accompanying consolidated

financial statements which comprise:

—the consolidated statement of financial position as

at 31 March 2020;

—the consolidated statements of comprehensive

income, changes in equity and cash flows for the

year then ended; and

—notes, including a summary of significant

accounting policies and other explanatory

information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). We

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics

for Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and the International

Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (‘IESBA Code’), and we have

fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation services, audit of regulatory disclosures,

other assurance engagements and due diligence services. Subject to certain restrictions, partners and employees of

our firm may also deal with the group on normal terms within the ordinary course of trading activities of the business

of the group. These matters have not impaired our independence as auditor of the group. The firm has no other

relationship with, or interest in, the group.

Scoping

The scope of our audit is designed to ensure that we perform adequate work to be able to give an opinion on the

consolidated financial statements as a whole, taking into account the structure of the group, the significance and risk

profile of each investment it owns, the group’s accounting processes and controls, and the industry in which the

investments operates.

In establishing the overall approach to the group audit, we determined the type of work that needed to be performed

at the component level by us, as the group engagement team, or component auditors operating under our instruction.

54

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A full scope audit was performed on the most significant investments for the group using component materialities

which were lower than group materiality. The component materiality took into account the size and the risk profile of

each component.

Where the work was performed by component auditors, we determined the level of involvement we needed to have

in the audit work at those investments to be able to conclude whether sufficient appropriate audit evidence had been

obtained as a basis for our opinion on the group financial statements as a whole. We kept in regular communication

with component audit teams throughout the year with phone calls, discussions and written instructions and ensured

that the component audit teams had the appropriate skills and competencies which are needed for the audit. We

reviewed the work undertaken by component auditors in order to ensure the quality and adequacy of their work.

Materiality

The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the nature,

timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and on the

consolidated financial statements as a whole. The materiality for the consolidated financial statements as a whole

was set at $37 million, determined with reference to a benchmark of group total assets. We chose total assets given

the asset intensive nature of the group’s underlying investments and that this is a more stable and relevant measure

than a profit measure. Materiality represents 0.5% of the selected benchmark.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the consolidated financial statements in the current period. We summarise below those matters and our key audit

procedures to address those matters in order that the shareholders as a body may better understand the process by

which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely for the purpose

of our statutory audit opinion on the consolidated financial statements as a whole and we do not express discrete

opinions on separate elements of the consolidated financial statements

Key changes in the assessment of audit risks

COVID-19

The COVID-19 pandemic has led to increased uncertainty associated with key management judgements across the

group, particularly in the valuation of property, plant and equipment and the carrying value of investment in associates.

All forward looking assumptions are inherently more uncertain during these unprecedented times. While the key

audit matters “Valuation of property, plant and equipment” and “Carrying value of investment in associates”, detailed

below, are consistent with last year, the underlying audit risk has increased which impacted the nature and extent of

audit evidence that we had to gather. We also draw attention to Note 1 - Accounting estimates and judgements to

the consolidated financial statements which describes the impact of the COVID-19 on the Group’s consolidated

balance sheet.

The key audit matter How the matter was addressed in our audit

Acquisition of Vodafone New Zealand (‘Vodafone’)

As disclosed in Note 6.1 of the financial statements,

during the year the group acquired a 49.9% share of

Vodafone. The investment into Vodafone has been

accounted for as an investment in associate in the

group financial statements.

The risk of inappropriate classification of the Vodafone

investment as an associate on acquisition is a key audit

Our audit procedures in relation to the classification of

the Vodafone investment included examining the legal

documents associated with the investment, to

determine the key terms, including rights of the

investors, terms of shareholders’ agreements,

governance structures and profit-sharing arrangements,

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The key audit matter How the matter was addressed in our audit

matter as it can have a material effect on the group

financial statements and involves judgement as to

whether the group controls the investee.

As part of the acquisition Management completed a

process to allocate the purchase price to tangible

assets, and separately identifiable intangible assets

such as customer relationships and management

rights. The allocation of the purchase price can have a

significant impact on the current and future equity

accounted earnings recorded by the group and involves

estimation and judgement about the future

performance of the business and discount rates

applied to future cash flow forecasts.

The key judgemental areas in the purchase price

allocation related to fair value of property, plant and

equipment and customer related intangible assets.

The key assumptions included in the property, plant

and equipment valuations were:

—Replacement cost of each asset category

—Useful lives, depreciation profiles and residual

values

The key assumptions included in the customer related

intangible asset valuation included:

—Forecasted average revenue per user (ARPU)

—Forecast margins per customer

—Customer churn rates (attrition profile)

—The discount rate applied to the estimated future

cash flows to determine a present-day value


and then assessing these against the accounting

standards to evaluate classification of the investment.

Our procedures to assess the

purchase price allocation

included:

—Assessing the completeness of the identifiable

intangible assets on acquisition and whether

identification and recognition of these was consistent

with the requirements of the accounting standards.

—Utilising valuation specialists to challenge the key

assumptions and methodologies applied in the

independent valuation of property, plant and

equipment including:

—Comparing the replacement cost against internal

benchmarks;

—Reconciling the asset listing utilised in the

valuation against the underlying fixed asset

register;

—Comparing the useful lives, depreciation profiles

and residual values to our own expected range.

—Utilising our valuation specialist to challenge the key

assumptions and methodologies applied

in the

customer related intangible asset valuation including:

—Comparing the forecast ARPU and margin

against historical ARPUs and margins achieved;

—Reviewing the appropriateness of the customer

attrition profiles adopted and comparing these to

historical attrition profiles;

—Using valuation specialists to assess the

appropriateness of the discount rate applied to

the estimated future cash flows;

Valuation of Property, Plant and Equipment

As disclosed in note 14 of the financial statements, the group has property, plant and equipment of $3,958 million

(2019: $4,202 million), with renewable generation assets, land and civil works and buildings making up the

majority of this balance. The group has a policy of recording classes of property, plant and equipment at cost less

accumulated depreciation, or at valuation, with valuations undertaken at least every 5 years.

Renewable generation assets ($2,221 million)

Valuation of renewable generation assets is considered

to be a key audit matter due to both its magnitude and

the judgement involved in the assessment of the fair

value of these assets by the group’s Directors. The

judgement relates to the valuation methodology used

and the assumptions included within that

methodology. Renewable generation assets include

both hydro and wind generation assets.

Our procedures over the renewable generation asset

valuations included:

—Comparing the forward electricity price path used in

the independent valuation to current externally

derived market data and our independent estimate of

the price path incorporating the near term impact of

COVID-19;

—Using valuation specialists to assess the

appropriateness of the discount rate applied to the

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4


The key audit matter How the matter was addressed in our audit

A full revaluation of both hydro and wind generation

assets was carried out as at 31 March 2020. The level

of inherent valuation judgement has increased in the

current year as a result of the COVID-19 pandemic

which occurred before balance date, and particularly

impacts forecasting of the forward electricity price path

and the rate used to discount future cash flows.

The assumptions included in the valuations that have

the largest impact on fair value are:

—New Zealand and Australian electricity forward

price path forecasts;

—Future generation volumes in New Zealand and

Australia;

—Discount rates applied to the estimated future

cash flows to determine a present-day value; and

—Forecast costs of operating the generation

schemes.

estimated future cash flows by comparing this to

rates used by other market participants. We also

assessed whether the discount rate reflected the

current market conditions including the impact of

COVID-19;

—Comparing forecast generation volumes and

operating costs assumed in the independent

valuation against actual realised volumes and

operating costs incurred in the year to 31 March

2020; and

—Assessing the appropriateness of forecast Avoided

Cost of Transmission revenue included within the

valuation, considering the assumptions applied by

management and latest Electricity Authority

announcements;

Land and civil works ($581.9 million) and Buildings

($542 million).

Valuation of land and civil works and buildings,

specifically in relation to airport assets, is considered to

be a key audit matter due to the magnitude and

judgement involved in the assessment of the fair value

of these assets by the group’s Directors. The

judgement relates to the valuation methodologies used

and the assumptions included in each of those

methodologies.

In 2020, Management have considered, and sought,

input from the independent valuers as to any changes

to the key assumptions used in the valuation

methodologies and whether these changes indicate

that the property, plant and equipment is not held at

fair value.

The independent valuers have undertaken their

valuations with reference to COVID-19 and the material

uncertainty involved in assessing the fair value of the

assets in the current economic environment.

The assumptions that have the largest impact on the

valuations are:

—The potential value of the airport land if there was

no airport on the site, primarily driven by weighted

average cost of capital;

—The replacement cost of buildings including the

main terminal building;

Our procedures to assess the land and civil works and

Buildings valuations included, amongst others:

—Utilising valuation specialists to assess the changes in

key judgemental assumptions which have the largest

impact on the valuation. This included assessing:

—the impact of the material valuation uncertainty

relating to COVID-19 identified by the

independent valuers;

—changes to the weighted average cost of capital

and discount rates against observable market

data;

—changes in the cost of buildings and civil assets;

—changes in the value of underlying land prices

with reference to observable market transactions

and relevant indices; and

—the future cash flows against budgets, forecast

passenger numbers and historical financial

performance.

—Comparing the valuation methodologies used by the

valuer for the group, to the valuation methodologies

used by other airports within New Zealand for

comparability.

—Comparing the carrying value of the airport assets to

the estimated market value of the airport business

with reference to observable market metrics.

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The key audit matter How the matter was addressed in our audit

—The replacement cost of civil assets including the

runway, taxiways and roads;

—The estimated future passenger numbers and

resulting cash flows; and

—Discount rates applied to the estimated future

cash flows from the vehicle and accommodation

assets.

Carrying value of investment in associates

The carrying value of the group’s investment in

associates as at 31 March 2020 was $1,962 million.

Investments in associates contribute a significant

portion of the group’s net surplus and total assets.

Given the significance of these investments to the

group, we consider this to be a key audit matter.

As part of its annual impairment assessment, the

Group considered the potential impact of the COVID-

19 pandemic on the carrying value of associates as at

31 March 2020.




Our procedures performed to assess the carrying value of

associates included, amongst others:

−Recalculating the share of profit from equity

accounted investments using investee financial

information;

−Testing a sample of acquisitions made and

distributions received from associates during the year;

−Consideration of associate’s performance to date with

reference to the most recent audited financial

statements and assessment of relevant indicators of

impairment. As part of this impairment assessment,

we specifically considered the impact of COVID-19 on

the investments; and

−Where valuation models have been used to support

carrying value, we have utilised our valuation

specialists to consider the discount rates and cash

flow projections used within the models and the

impact of COVID-19 on these valuation inputs.

Other information

The Directors, on behalf of the group, are responsible for the other information included in the entity’s Annual Report.

Other information includes the reports of the Chief Executive and the Chair, Infratil’s summary financial information,

and disclosures relating to strategy, corporate governance, Infratil’s businesses and statutory information. Our

opinion on the consolidated financial statements does not cover any other information and we do not express any

form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements our responsibility is to read the other information

and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial

statements or our knowledge obtained in the audit or otherwise appears materially misstated. If, based on the work

we have performed, we conclude that there is a material misstatement of this other information, we are required to

report that fact. We have nothing to report in this regard.

Use of this independent auditor’s report

This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been undertaken

so that we might state to the shareholders those matters we are required to state to them in the independent

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6


auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the shareholders as a body for our audit work, this independent auditor’s report,

or any of the opinions we have formed.

Responsibilities of the Directors for the consolidated financial statements

The Directors, on behalf of the company, are responsible for:

—the preparation and fair presentation of the consolidated financial statements in accordance with generally

accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial Reporting

Standards);

—implementing necessary internal control to enable the preparation of a consolidated set of financial statements

that is fairly presented and free from material misstatement, whether due to fraud or error; and

—assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless they either intend to liquidate or to cease

operations or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the consolidated financial

statements

Our objective is:

—to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from

material misstatement, whether due to fraud or error; and

—to issue an independent auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with

ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated

financial statements.

A further description of our responsibilities for the audit of these consolidated financial statements is located at the

External Reporting Board (XRB) website at:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor's report is Brent Manning.

For and on behalf of



KPMG

Wellington

28 May 2020



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---

Notes20202019
$000$000

Dividends received from subsidiary companies-186,145

Subvention income--

Operating revenue42,46830,265

Total revenue42,468216,410

Directors' fees1,053822

Other operating expenses43,08329,578

Total operating expenditure 444,13630,400

Operating surplus/(loss) before financing, derivatives, realisations and impairments(1,668)186,010

Net gain/(loss) on foreign exchange and derivatives3,1054,421

Net realisations, revaluations and (impairments)--

Financial income122,72262,497

Financial expenses(69,228)(66,721)

Net financing expense53,494(4,224)

Net surplus before taxation54,931 186,207

Taxation expense62,375 (5,155)

Net surplus for the year 57,306 181,052

Other comprehensive income, after tax

Fair value movements in relation to executive share scheme(913)573

Total other comprehensive income after tax(913)573

Total comprehensive income for the year56,393181,625

The accompanying notes form part of these financial statements.

Statement of Comprehensive Income

For the year ended 31 March 2020

Infratil Limited

1

NotesCapitalOther reserves
Retained

earnings

Total

$000$000$000$000

Balance as at 1 April 2019354,55291298,891454,355

Total comprehensive income for the year

Net surplus for the year--57,30657,306

Other comprehensive income after tax

-(912)-(912)

Total other comprehensive income

-(912)-(912)

Total comprehensive income for the year

-(912)57,30656,394

Contributions by and distributions to owners

Share buyback

(3,725)--(3,725)

390,874--390,874

Shares issued under dividend reinvestment plan

5,032--5,032

Conversion of executive redeemable shares

883--883

Dividends to equity holders

3--(113,716)(113,716)

Total contributions by and distributions to owners

393,063-(113,716)279,347

Balance as at 31 March 2020

747,615-42,481790,096

Balance as at 1 April 2018354,55233912,916367,807

Total comprehensive income for the year

Net surplus for the year--181,052181,052

Other comprehensive income after tax

-573-573

Total other comprehensive income

-573-573

Total comprehensive income for the year

-573181,052181,625

Contributions by and distributions to owners

Share buyback

----

----

Conversion of executive redeemable shares

----

Dividends to equity holders

3--(95,077)(95,077)

Total contributions by and distributions to owners

--(95,077)(95,077)

Balance at 31 March 2019

354,55291298,891454,355

The accompanying notes form part of these financial statements.

Statement of Changes in Equity

For the year ended 31 March 2020

Statement of Changes in Equity

For the year ended 31 March 2019

Treasury Stock reissued under dividend reinvestment plan

Infratil Limited

Fair value movements in relation to executive share scheme

Shares issued

Fair value movements in relation to executive share scheme

2

Notes20202019
$000$000

Cash and cash equivalents--

Prepayments and sundry receivables1,1722,065

Advances to subsidiary companies 141,645,1011,151,916

Current assets1,646,2731,153,981

Deferred tax 619,04814,203

Investments 14585,529585,529

Non-current assets604,577599,732

Total assets2,250,8501,753,713

Bond interest payable4,5575,507

Accounts payable4,0494,069

Accruals and other liabilities272429

Infrastructure bonds 7-148,857

Derivative financial instruments 8-1,729

Loans from group companies 14153,897153,897

Total current liabilities162,775314,488

Infrastructure bonds 71,061,271747,169

Perpetual Infratil Infrastructure bonds 7231,917231,534

Derivative financial instruments 84,7916,167

Non-current liabilities1,297,979984,870

Attributable to shareholders of the Company790,096454,355

Total equity790,096454,355

Total equity and liabilities2,250,8501,753,713

Approved on behalf of the Board on 28 May 2020

Director Director

The accompanying notes form part of these financial statements.

Statement of Financial Position

Infratil Limited

As at 31 March 2020

3

Notes20202019
$000$000

Cash flows from operating activities

Cash was provided from:

Dividends received from subsidiary companies-186,145

Subvention income--

Interest received122,72262,497

Operating revenue receipts43,53529,297

166,257277,939

Cash was dispersed to:

Interest paid(67,766)(64,703)

Payments to suppliers(44,493)(31,043)

Taxation (paid) / refunded(2,462)(2,750)

(114,721)(98,496)

Net cash flows from operating activities

1051,536179,443

Cash flows from investing activities

Cash was provided from:

Net movement in subsidiary company loan--

--

Cash was dispersed to:

Acquisition of shares in subsidiary--

Cash outflow for group company loan(494,092)(215,330)

(494,092)(215,330)

Net cash flows from investing activities

(494,092)(215,330)

Cash flows from financing activities

Cash was provided from:

Proceeds from issue of shares396,784-

Issue of bonds316,441246,249

713,225246,249

Cash was dispersed to:

Repayment of bonds(148,998)(111,418)

Infrastructure bond issue expenses(4,230)(3,867)

Repurchase of shares(3,725)-

Dividends paid

3(113,716)(95,077)

(270,669)(210,362)

Net cash flows from financing activities

442,55635,887

Net cash movement --

Cash balances at beginning of year--

Cash balances at year end--

The accompanying notes form part of these financial statements.

Infratil Limited

Statement of Cash Flows

Note some cash flows above are directed through an intercompany account. The cashflow statement above has been prepared on the assumption that these

transactions are equivalent to cash in order to present the total cashflows of the entity.

For the year ended 31 March 2020

4

(1) Accounting policies
(A) Reporting Entity

(B) Basis of preparation

Accounting estimates and judgements

Valuation of investments

Accounting for income taxes

(C) Taxation

(D) Derivative financial instruments

Notes to the Financial Statements

For the year ended 31 March 2020

Infratil Limited ('the Company') is a company domiciled in New Zealand and registered under the Companies Act 1993. The Company is listed on the NZX Main

Board ('NZX') and Australian Securities Exchange ('ASX'), and is an FMC Reporting Entity in terms of Part 7 of the Financial Markets Conduct Act 2013.

The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (‘NZ GAAP’) and comply with New Zealand

equivalents to International Financial Reporting Standards ('NZ IFRS') and other applicable financial reporting standards as appropriate for profit-oriented entities.

The presentation currency used in the preparation of these financial statements is New Zealand dollars, which is also the Company's functional currency, and is

presented in $ thousands unless otherwise stated. The principal accounting policies adopted in the preparation of these financial statements are set out below.

These policies have been consistently applied to all the periods presented, unless otherwise stated. Comparative figures have been restated where appropriate to

ensure consistency with the current period.

The financial statements comprise statements of the following: comprehensive income; financial position; changes in equity; cash flows; significant accounting

policies; and the notes to those statements. The financial statements are prepared on the basis of historical cost, except financial derivatives valued in accordance

with accounting policy (D).

The preparation of financial statements in conformity with NZ IFRS requires management to make estimates and assumptions that affect the reported amounts of

assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Future outcomes

could differ from those estimates. The principal areas of judgement in preparing these financial statements are set out below.

Infratil completes an assessment of the carrying value of investments at least annually and considers objective evidence for impairment on each investment taking

into account observable data on the investment, the fair value, the status or context of capital markets, its own view of investment value, and its long term

intentions. Infratil notes the following matters which are specifically considered in terms of objective evidence of impairment of its investments, and whether

there is a significant or prolonged decline from cost, which should be recorded as an impairment, and taken to profit and loss: any known loss events that have

occurred since the initial recognition date of the investments, including its long term investment horizon, specific initiatives which reflect the strategic or influential

nature of its existing investment position and internal valuations; and the state of financial markets. The assessment also requires judgements about the expected

future performance and cash flows of the investment.

Preparation of the financial statements requires management to make estimates as to, amongst other things, the amount of tax that will ultimately be payable, the

availability of losses to be carried forward and the amount of foreign tax credits that it will receive. Actual results may differ from these estimates as a result of

reassessment by management and/or taxation authorities.

Income tax comprises both current and deferred tax. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or

substantively enacted at the balance date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognised in respect of the differences

between the carrying amounts of assets and liabilities for financial reporting purposes and the carrying amounts used for taxation purposes.

The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates

enacted or substantively enacted at the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits or

deferred tax liabilities will be available within the Company against which the asset can be utilised.

When appropriate, the Company enters into agreements to manage its interest rate, foreign exchange, operating and investment risks. In accordance with the

Company's risk management policies, the Company does not hold or issue derivative financial instruments for speculative purposes. However, certain derivatives

do not qualify for hedge accounting and are required to be accounted for at fair value through profit or loss. Derivative financial instruments are recognised

initially at fair value at the date they are entered into. Subsequent to initial recognition, derivative financial instruments are stated at fair value at each balance

sheet date. The resulting gain or loss is recognised in the profit or loss immediately unless the derivative is designated effective as a hedging instrument, in which

event, recognition of any resultant gain or loss depends on the nature of the hedging relationship.

5

Notes to the Financial Statements
For the year ended 31 March 2020

(E) Impairment of assets

(F) Borrowings

(G) Foreign currency transactions

(H) Changes in accounting policies

(I) Adoption status of relevant new financial reporting standards and interpretations

(2) Nature of business

At each reporting date, the Company reviews the carrying amounts of its tangible and intangible assets, to determine whether there is any indication that those

assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the

impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Company estimates the recoverable amount

of the cash-generating unit to which the asset belongs.

Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, borrowings are measured at amortised cost with any

difference between the initial recognised amount and the redemption value being recognised in profit and loss over the period of the borrowing using the effective

interest rate. Fees and other costs incurred in arranging debt finance are capitalised and amortised over the term of the relevant debt facility.

Transactions in foreign currencies are translated to the functional currency of the Company at exchange rates at the dates of the transactions. Monetary assets and

liabilities denominated in foreign currencies at the reporting date are translated to the functional currency at the exchange rate at that date. The foreign currency

gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for interest and

payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the period. Non-monetary assets and

liabilities denominated in foreign currencies that are measured at fair value are translated to the functional currency at the exchange rate at the date that the fair

value was determined. Foreign currency differences arising on translation are recognised in profit or loss.

The Company is the ultimate parent company of the Infratil Group, owning infrastructure businesses and investments in New Zealand, Australia, Europe and the

United States. The Company is a limited liability company incorporated and domiciled in New Zealand. The address of its registered office is 5 Market Lane,

Wellington, New Zealand.

The Company has adopted NZ IFRS 16 Leases ('NZ IFRS 16') from 1 April 2019.

NZ IFRS 16 replaces NZ IAS 17 Leases and removes the classification of leases as either operating leases or finance leases and consequently for the lessee, all leases

(other than short term or low value leases) are recognised on the Consolidated Statement of Financial Position. The Company is not party to any lease contracts

and therefore the adoption of this accounting standard has not had a material impact on the financial statements.

A number of new standards, amendments to standards and interpretations have been issued but are not yet effective and have not been applied in preparing

these financial statements. None of these are expected to have a material impact on the financial statements.

6

Notes to the Financial Statements
For the year ended 31 March 2020

(3) Infratil shares and dividends

Ordinary shares (fully paid)

20202019

SharesShares

Total authorised and issued capital at the beginning of the year

559,278,166559,278,166

Movements during the year:

New shares issued

99,992,228-

New shares issued under dividend reinvestment plan

1,030,793-

Treasury Stock reissued under dividend reinvestment plan

--

Conversion of executive redeemable shares

265,267-

Share buyback

(887,617)-

Total authorised and issued capital at the end of the year

659,678,837559,278,166

Dividends paid on ordinary shares

2020201920202019

cents per sharecents per share

$000$000

Final dividend prior year (paid 27 June 2019)

11.00 10.75 72,526 60,122

Interim dividend current year (paid 13 December 2019)

6.25 6.25 41,212 34,955

Dividends paid on ordinary shares

17.25 17.00 113,738 95,077

Executive redeemable shares

20202019

000000

Balance at the beginning of the year 433433

Shares issued

-

-

Shares converted to ordinary shares

(265)

-

Shares cancelled

(168)

-

Balance at end of year -433

(4) Other operating expenses

20202019

$000$000

Fees paid to the Company auditor209 204

Directors’ fees1,053 822

Administration and other corporate costs5,931 5,423

Management fee (to related party Morrison & Co Infrastructure Management)1436,943 23,951

Total other operating expenses44,136 30,400

20202019

Fees paid to the Company auditor

$000$000

Audit and review of financial statements 194 204

Other assurance services 15-

Taxation services

-

-

Other services

-

-

Total fees paid to the Company auditor 209 204

During the year the Company issued new shares to support the acquisition of Vodafone New Zealand Limited, raising net proceeds after issue costs of $396.8

million via an institutional placement and an entitlement offer to existing shareholders. All fully paid ordinary shares have equal voting rights, have no par value

and share equally in dividends and equity. At 31 March 2020 the Group held 1,662,617 shares as Treasury Stock (2019: 775,000).

The audit fee includes the fees for both the annual audit of the Group and Company financial statements and the review of the interim financial statements. Other

assurance services relate to agreed upon procedures.

7

Notes to the Financial Statements
For the year ended 31 March 2020

(5) Net realisations and (impairments)

(6) Taxation

20202019

$000$000

Surplus before taxation54,931186,207

Taxation on the surplus for the period @ 28%15,38152,138

Plus/(less) taxation adjustments:

Exempt dividends-(52,121)

Losses offset within Group(14,662)10,140

Timing differences not recognised(3,085)-

Over provision in prior years(92)190

Other permanent differences83(5,192)


Taxation expense(2,375)5,155

Current taxation 2,4702,750

Deferred taxation (4,845)2,405

(2,375)5,155

There was no income tax recognised in other comprehensive income during the period (2019: nil)

Recognised deferred tax assets and liabilities

20202019

$000$000

Derivatives1,3412,211

Provisions17,707-

Tax losses carried forward-12,067

Deferred tax assets19,04814,278

20202019

$000$000

Other items-(75)

Deferred tax liabilities-(75)

Property, plant and equipment20202019

Investment property$000$000

Derivatives1,3412,211

Provisions17,707-

Tax losses carried forward-12,067

Other items-(75)

Net deferred tax assets/(liabilities)19,04814,203

Changes in temporary differences affecting tax expense

2020201920202019

$000$000$000$000

Derivatives(870)(1,240)--

Employee benefits----

Customer base assets----

Provisions17,707---

Tax losses carried forward(12,067)(1,240)--

Other items7575--

4,845(2,405)--

At 31 March 2020 the Company reviewed the carrying amounts of loans to Infratil Group companies to determine whether there is any indication that those assets

have suffered an impairment loss. The recoverable amount of the asset was estimated by reference to the counterparties' net asset position and ability to repay

loans out of operating cash flows in order to determine the extent of any impairment loss. Management also considered the impact of the COVID-19 pandemic and

forecasts for deteriorating global macroeconomic conditions as part of this assessment. As a result, the Company did not impair any loans to Infratil Group

companies in 2020 (2019: nil). These balances are within the Infratil Wholly Owned Group to entities also controlled either directly or indirectly by Infratil Limited.

Assets

Tax Expense

Liabilities

Net Assets/(Liabilities)

Other Comprehensive Income

8

Notes to the Financial Statements
For the year ended 31 March 2020

(7) Infrastructure Bonds

20202019

$000$000

Balance at the beginning of the year1,127,560994,448

Issued during the year316,441246,249

Exchanged during the year(29,326)(51,050)

Matured during the year(119,671)(60,367)

Purchased by Infratil during the year--

Bond issue costs capitalised during the year(4,230)(3,867)

Bond issue costs amortised during the year2,4142,147

Balance at the end of the year1,293,1881,127,560

Current-148,857

Non-current fixed coupon 939,636747,169

Non-current variable coupon 121,635-

Non-current perpetual variable coupon231,917231,534

Balance at the end of the year1,293,1881,127,560

Repayment terms and interest rates:

IFT200 Maturing in November 2019, 6.75% p.a. fixed coupon rate-68,500

IFT090 Maturing in February 2020, 8.50% p.a. fixed coupon rate-80,498

IFT220 Maturing in June 2021, 4.90% p.a. fixed coupon rate93,88393,883

IFT190 Maturing in June 2022, 6.85% p.a. fixed coupon rate93,69693,696

IFT240 Maturing in December 2022, 5.65% p.a. fixed coupon rate100,000100,000

IFT210 Maturing in September 2023, 5.25% p.a. fixed coupon rate122,104122,104

IFT230 Maturing in June 2024, 5.50% p.a. fixed coupon rate56,11756,117

IFT260 Maturing in December 2024, 4.75% p.a. fixed coupon rate100,000100,000

IFT250 Maturing in June 2025, 6.15% p.a fixed coupon rate43,41343,413

IFT300 Maturing in March 2026, 3.35% p.a. fixed coupon rate36,976-

IFT 280 Maturing in December 2026, 3.35% p.a. fixed coupon rate156,279-

IFT270 Maturing in December 2028, 4.85% p.a. fixed coupon rate until 15 December 2023146,249146,249

IFTHC Maturing in December 2029, 3.50% p.a. variable coupon rate reset annually from 15 December 2020123,186-

IFTHA Perpetual Infratil infrastructure bonds231,917231,917

less: issue costs capitalised and amortised over term

(10,632)(8,817)

Balance at the end of the year1,293,1881,127,560

IFTHC bonds

The Company has 123,186,000 (31 March 2019: nil) IFTHCs on issue at a face value of $1.00 per bond. Interest is payable quarterly on the bonds. For the period to

15 December 2020 the coupon is fixed at 3.50% per annum (March 2019: nil). Thereafter the rate will be reset annually at 2.50% per annum over the then one year

bank rate for quarterly payments.

The interest rate of the IFT270 bonds is fixed for the first five years and then reset on 15 December 2023 for a further five years. The interest rate for the IFT270

bonds for the period from (but excluding) 15 December 2023 until the maturity date will be the sum of the five year swap rate on 15 December 2023 plus a margin

of 2.50% per annum.

IF270 bonds

Perpetual Infratil infrastructure bonds ('PIIBs')

At 31 March 2020 the Infratil Infrastructure bonds (including PIIBs) had a fair value of $1,161.5 (31 March 2019: $1,104.4 million).

The fixed coupon bonds the Company has on issue are at a face value of $1.00 per bond. Interest is payable quarterly on the bonds.

The Company has 231,916,600 (31 March 2019: 231,916,600) PIIBs on issue at a face value of $1.00 per bond. Interest is payable quarterly on the bonds. For the

period to 15 November 2020 the coupon will be fixed at 2.67% per annum (2019: 3.55%). Thereafter the rate will be reset annually at 1.50% per annum over the

then one year bank rate for quarterly payments, unless Infratil's gearing ratio exceeds certain thresholds, in which case the margin increases. These infrastructure

bonds have no fixed maturity date. No PIIBs (2019: nil) were repurchased by Infratil Limited during the period.

Fixed coupon

Throughout the period the Company complied with all debt covenant requirements as imposed by the bond supervisor.

9

Notes to the Financial Statements
For the year ended 31 March 2020

(8) Financial instruments

The Company has exposure to the following risks due to its business activities and financial policies:

• Credit risk

• Liquidity risk

• Market risk (interest rates and foreign exchange)

2020

Accounts

payable, accruals

and other

liabilities

Infrastructure

bonds

Perpetual Infratil

Infrastructure

bonds

Derivative

financial

instruments

Total

$000$000$000$000$000

Balance sheet

158,2181,065,828231,9174,7911,460,754

Contractual cash flows

158,2181,324,493292,0324,7911,779,534

6 months or less

158,21825,7323,0961,319188,365

6 to 12 months

-25,7323,0961,41830,246

1 to 2 years

-141,7056,1922,054149,951

2 to 5 years

-567,93118,577-586,507

5 years +

-563,394261,071-824,465

2019

Balance sheet

163,902896,026231,5347,8961,299,358

Contractual cash flows

163,9021,122,247311,8467,8961,605,890

6 months or less

163,90226,0724,1172,568196,659

6 to 12 months

-172,4814,1171,539178,136

1 to 2 years

-40,6788,2332,38651,298

2 to 5 years

-496,60624,6991,403522,708

5 years +

-386,410270,680-657,090

The tables below analyses the financial liabilities into relevant maturity groupings based on the earliest possible contractual maturity date at the year end date.

The amounts in the tables below are contractual undiscounted cash flows, which include interest through to maturity. Perpetual Infratil Infrastructure Bond cash

flows have been determined by reference to the longest dated Infratil Bond maturity in the year 2029.

The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board also has a function

of reviewing management practices in relation to identification and management of significant business risk areas and regulatory compliance. The Company has

developed a comprehensive, enterprise wide risk management framework. Management and Board participate in the identification, assessment and monitoring of

new and existing risks. Particular attention is given to strategic risks that could affect the Company.

Credit risk

Liquidity risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss to the Company. The Company is exposed to

credit risk in the normal course of business including those arising from financial derivatives and transactions (including cash balances) with financial institutions.

The Company has adopted a policy of only dealing with credit-worthy counterparties, as a means of mitigating the risk of financial loss from defaults. Derivative

counterparties and cash transactions are limited to high-credit-quality financial institutions and other organisations in the relevant industry. The Company’s

exposure and the credit ratings of counterparties are monitored. The carrying amounts of financial assets recognised in the Statement of Financial Position best

represent the Company’s maximum exposure to credit risk at the reporting date. No security is held on these amounts.

Liquidity risk is the risk that assets held by the Company cannot readily be converted to cash to meet the Company's contracted cash flow obligations. Liquidity risk

is monitored by continuously forecasting cash flows and matching the maturity profiles of financial assets and liabilities. The Company's approach to managing

liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due and make value investments, under both normal

and stress conditions, without incurring unacceptable losses or risking damage to the Company's reputation.

10

Notes to the Financial Statements
For the year ended 31 March 2020

Interest rates

20202019

$000$000

At balance date the face value of interest rate contracts outstanding were:

Interest rate swaps in place at year end

45,00095,000

Fair value of interest rate swaps

(4,791)(7,896)

The termination dates for the interest rate swaps are as follows:

Between 0 to 1 year

-50,000

Between 1 to 2 years

45,000-

Between 2 to 5 years

-45,000

Over 5 years

--

Interest rate sensitivity analysis

20202019

$000$000

Profit or loss

100 bp increase960248

100 bp decrease(946)(210)

There would be no material effect on equity.

Foreign currency

Fair values

20202019

$000$000

Assets

Derivative financial instruments - foreign exchange--

--

--

Split as follows:

Current --

Non-current --

--

Liabilities

Derivative financial instruments - foreign exchange--

Derivative financial instruments - interest rate4,7917,896

4,7917,896

Split as follows:

Current -1,729

Non-current 4,7916,167

4,7917,896

The following table shows the impact on post-tax profit and equity of a movement in bank interest rates of 100 basis points higher/lower with all other variables

held constant.

The Company has exposure to currency risk on the value of its assets and liabilities denominated in foreign currencies, future investment obligations and future

income. Foreign currency obligations and income are recognised as soon as the flow of funds is likely to occur. Decisions on buying forward cover for likely foreign

currency investments is subject to the Company’s expectation of the fair value of the relevant exchange rate.

Derivative financial instruments - interest rate

At 31 March 2020, if the New Zealand dollar had weakened/strengthened by 10 percent against foreign currencies, with all other variables held consistent, post-

tax profit would not have been materially different. There would have been no material impact on balance sheet components.

The carrying amount of financial assets and financial liabilities recorded in the financial statements is their fair value, with the exception of bond debt held at

amortised cost which have a fair value at 31 March 2020 of $1,161.5 million (31 March 2019: $1,104.4 million) compared to a carrying value of $1,293.2 million (31

March 2019: $1,127.6 million).

Foreign exchange sensitivity analysis

Market risk

Interest rate risk is the risk of interest rate volatility negatively affecting the Company's interest expense cash flow and earnings. The Company mitigates this risk

by issuing borrowings at fixed interest rates or entering into Interest Rate Swaps to convert floating rate exposures to fixed rate exposure. Borrowings issued at

fixed rates expose the Company to fair value interest rate risk which is managed by the interest rate profile and hedging.

11

Notes to the Financial Statements
For the year ended 31 March 2020

Estimation of fair values

Valuation InputSource

Interest rate forward price curvePublished market swap rates

Discount rate for valuing interest rate derivatives

Fair value hierarchy

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)

• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

Capital management

• Available sources of capital and relative cost

• Nature of its activities

• Quality and dependability of earnings/cash flows

• The fair value of derivative financial instruments are calculated using quoted prices. Where such prices are not available, use is made of discounted cash flow

analysis using the applicable yield curve or available forward price data for the duration of the instruments.

There were no transfers between derivative financial instrument assets or liabilities classified as level 1 or level 2, and level 3 of the fair value hierarchy during the

year ended 31 March 2020 (2019: none).

The key factors in determining the Company's optimal capital structure are:

• Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived

from prices) (level 2)

The analysis of financial instruments carried at fair value, by valuation method is below. The different levels have been defined as follows:

• Capital needs over the forecast period

The fair values and net fair values of financial assets and financial liabilities are determined as follows:

• The fair value of financial assets and liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted

market prices.

• The fair value of other financial assets and liabilities are calculated using market-quoted rates based on discounted cash flow analysis.

Where the fair value of a derivative is calculated as the present value of the estimated future cash flows of the instrument, the two key types of variables used by

the valuation techniques are:

• forward price curve (for the relevant underlying interest rates, foreign exchange rates or commodity prices); and

• discount rates.

Published market interest rates as applicable to the remaining life of

the instrument.

There were no changes to the Company's approach to capital management during the year.

The selection of variables requires significant judgement and therefore there is a range of reasonably possible assumptions in respect of these variables that could

be used in estimating the fair value of these derivatives. Maximum use is made of observable market data when selecting variables and developing assumptions

for the valuation techniques.

All financial instruments measured at fair value in the statement of financial position are valued either directly (that is, using external available inputs) or indirectly

(that is, derived from externally available inputs) and are classified as level 2 under NZ IFRS 7.

The Company has interest rate swap derivatives that are classified as Level 2 and have a fair value liability of $4.8 million at 31 March 2020 (2019: $7.9 million).

The Company seeks to ensure that no more than 25% of its Infrastructure bonds mature in any one year period, and to spread the maturities of its facilities. The

Company manages its interest rate profile so as to minimise net value volatility. This means having interest costs fixed for extended terms. At times when long

rates appear to be unsustainably high, the profile may be shortened, and when rates are low the profile may be lengthened.

The Company's capital includes share capital, reserves, and retained earnings. From time to time the Company purchases its own shares on the market with the

timing of these purchases dependent on market prices, an assessment of value for shareholders and an available window to trade on the NZX. Primarily the shares

are intended to be held as treasury stock and may be reissued under the Dividend Reinvestment Plan or cancelled. During the year 887,617 shares were bought

back by the the Company (2019: none).

12

Notes to the Financial Statements
For the year ended 31 March 2020

(9) Investment in subsidiaries and associates

The significant investments of the Company and their activities are summarised below:

SubsidiariesHoldingHolding

20202019

New Zealand

Infratil 1998 Limited100%100%InvestmentNew Zealand

Infratil 2016 Limited100%100%InvestmentNew Zealand

Infratil 2018 Limited100%100%InvestmentNew Zealand

Infratil 2019 Limited100%-InvestmentNew Zealand

Infratil Energy Limited100%100%InvestmentNew Zealand

Infratil Finance Limited100%100%FinanceNew Zealand

Infratil Gas Limited100%100%InvestmentNew Zealand

Infratil Infrastructure Property Limited100%100%InvestmentNew Zealand

Infratil Investments Limited100%100%InvestmentNew Zealand

Infratil No 1 Limited100%100%InvestmentNew Zealand

Infratil No 5 Limited100%100%InvestmentNew Zealand

Infratil Outdoor Media Limited100%100%InvestmentNew Zealand

Infratil PPP Limited100%100%InvestmentNew Zealand

Infratil Renewables Limited100%100%InvestmentNew Zealand

Infratil RV Limited100%100%InvestmentNew Zealand

Infratil Ventures II Limited100%100%InvestmentNew Zealand

Infratil Ventures Limited100%100%InvestmentNew Zealand

NZ Airports Limited100%100%InvestmentNew Zealand

Swift Transport Limited 100%100%InvestmentNew Zealand

Infratil Australia Limited100%100%InvestmentNew Zealand

The financial year-end of all the significant subsidiaries is 31 March.

(10) Reconciliation of net surplus with cash flow from operating activities

20202019

$000$000

Net surplus for the year 57,306181,052

Less items classified as investing activity:

Loss/(profit) on investment realisations and impairments--

Add items not involving cash flows:

(3,105)(4,427)

--

--

Amortisation of deferred bond issue costs2,4142,147

Movements in working capital

Change in receivables893(968)

Change in trade payables(20)1,190

Change in accruals and other liabilities(1,107)(1,956)

Change in deferred tax and tax receivable(4,845)2,405

Net cash inflow from operating activities51,536179,443

Movement in financial derivatives taken to the profit or loss

Unsettled share buybacks

Capitalisation of intercompany interest and charges

Principal activityCountry of

incorporation

13

Notes to the Financial Statements
For the year ended 31 March 2020

(11) Share Scheme

Infratil Staff Share Purchase Scheme

Infratil Executive Redeemable Share Scheme

(12) Commitments

There are no outstanding commitments (2019: nil).

(13) Contingent liabilities

From time to time selected key eligible executives and senior managers of Infratil and certain of its subsidiaries are invited to participate in the Infratil Executive

Redeemable Share Scheme ('Executive Scheme') to acquire Executive Redeemable Shares (‘Executive Shares’). The Executive Shares have certain rights and

conditions and cannot be traded and do not convert to ordinary shares until those conditions have been met. The Executive Shares confer no rights to receive

dividends or other distributions or to vote. Executive Shares may be issued which will convert to ordinary shares after three years (other than in defined

circumstances) provided that the issue price has been fully paid and vesting conditions have been met. The vesting conditions include share performance hurdles

with minimum future share price targets which need to be achieved over the specified period. The number of shares that “vest” (or LTI bonus paid) is based on

the share price performance over the relevant period of the Infratil ordinary shares. If the executive is still employed by the Group at the end of the specified

period, provided the share performance hurdles are met the executive receives a long term incentive bonus ('LTI') which must be used to repay the outstanding

issue price of the Executive Shares and the Executive Shares are then converted to fully paid ordinary shares of Infratil.

No new Infratil Executive Redeemable Shares were granted during the current or prior year.

On 31 May 2019, Infratil accelerated the entitlements of executives of Snapper Services Limited (Snapper) under the 2016 Infratil Executive Share Scheme pursuant

to the Infratil Limited Executive Share Scheme Trust Deed dated 22 August 2008 (Trust Deed), to allow those executives the benefit of that Scheme on completion

of the sale of Snapper. As a consequence of this, on 4 June 2019 Infratil converted 54,504 Executive Shares into Ordinary Shares.

On 17 June 2019, the 2016 Infratil Executive Redeemable Share Scheme matured having met certain share performance thresholds. Pursuant to this and the Infratil

Limited Executive Share Scheme Trust Deed dated 22 August 2008 (the Trust Deed), on 19 July 2019 the Company converted 210,763 Executive Redeemable

Shares into Ordinary Shares.

The remaining 167,733 Executive Redeemable Shares for which the performance hurdle was not meet pursuant to the Trust Deed were cancelled and therefore

not converted to ordinary shares.

In 2008 Infratil commenced a staff share purchase scheme ('the Staff Share Scheme'). Under the Staff Share Scheme participating employees have a beneficial title

to the ordinary shares, which are held by a trustee company. Staff are provided a loan in respect of the shares which is repayable over a period of three years.

Upon repayment of the loan and three years’ service by the participating employee, the ordinary shares will transfer from the trustee company to the participating

employee, and the shares become unrestricted. Other than in exceptional circumstances, the length of the retention period before the shares vest is three years

during which time the ordinary shares cannot be sold or disposed of.

During the year 42,566 shares were transferred to employees under the scheme (2019: 47,770 shares).

The Company and certain wholly owned subsidiaries are guarantors of the bank debt facilities of Infratil Finance Limited under a Deed of Negative Pledge,

Guarantee and Subordination and the Company is a guarantor to certain obligations of subsidiary companies.

The Company has a contingent liability under the international fund management agreement with Morrison & Co International Limited in the event that the Group

sells its international assets, or valuation of the assets exceeds the performance thresholds set out in the international fund management agreement.

The Company has agreed to guarantee certain obligations of Infratil Trustee Limited, a related party, that is the Trustee to the Infratil Staff Share Scheme. The

amount of the guarantee is limited to the loans provided to the employees.

14

Notes to the Financial Statements
For the year ended 31 March 2020

(14) Related parties

Related Party2020201920202019

$000$000$000$000

Advances

Infratil Finance

122,71462,4891,645,1011,151,010

Aotea Energy Holdings Limited

--(153,897)(153,897)

Investments in

Infratil Investments Limited

87,66587,665

Infratil 1998 Limited

12,00012,000

Infratil Finance Limited

153,897153,897

Infratil No. 1 Limited

78,02478,024

Infratil PPP Limited

5,9425,942

Infratil No. 5 Limited

248,001248,001

Management and other fees paid by the Company to MCIM, MCO or its related parties during the year were:

20202019

$000$000

Management fees36,94323,951

Directors fees112104

Financial management, accounting, treasury, compliance and administrative services1,2501,258

Investment banking services1,2451,225

Total management and other fees39,55026,538

At 31 March 2020 amounts owing to MCIM of $2,806k (excluding GST) are included in trade creditors (2019: $3,150k).

Intercompany

Certain Infratil Directors have relevant interests in a number of companies with which Infratil has transactions in the normal course of business. A number of key

management personnel are also Directors of Group subsidiary companies and associates.

Morrison & Co Infrastructure Management Limited ('MCIM') is the management company for the Company and receives management fees in accordance with the

applicable management agreement. MCIM is owned by H.R.L. Morrison & Co Group Limited Partnership ('MCO'). Mr M Bogoievski is a director of Infratil and is a

director and Chief Executive Officer of MCO. Entities associated with Mr Bogoievski also have beneficial interests in MCO.

Note 9 identifies significant entities in which the Company has an interest. All of these are related parties of the Company. The Company has the following

significant loans and investments to/from/in its subsidiaries:

Interest income/(expense)

15

Notes to the Financial Statements
For the year ended 31 March 2020

(15)Management fee to Morrison & Co Infrastructure Management Limited ('MCIM')

The management fee to MCIM comprises a number of different components:

A New Zealand base management fee is paid on the "New Zealand Company Value" at the rates of 1.125% per annum on New Zealand Company value up to $50

million. 1.0% per annum on the New Zealand Company Value between $50 million and $150 million, and 0.80% per annum on the New Zealand Company Value

above $150 million. The New Zealand Company Value is:

• the Company's market capitalisation as defined in the management agreement (i.e. the aggregated market value of the Company's listed securities, being

ordinary shares, partly paid shares, infrastructure bonds and warrants):

• plus the Company and its wholly owned subsidiaries' net debt (excluding listed debt securities and the book value of the debt in any non-Australasian

investments):

• minus the cost price of any non-Australasian investments: and

• plus/minus an adjustment for foreign exchange gains or losses related to non-New Zealand investments.

An international fund management fee is paid at the rate of 1.50% per annum on:

• the cost price of any non-Australasian investments: plus

• the book value of the debt in any wholly owned non-Australasian investments.

(16) Segment analysis

During the year, the Company operated in predominantly one business segment, that of investments.

Geographical segments

The Company operated in one geographical area, that of New Zealand. Certain subsidiaries of the Company invest in Australia, Europe and the United States.

(17) Events after balance date

Dividend

On 28 May 2020, the Directors approved a partially imputed final dividend of 11.0 cents per share to holders of fully paid ordinary shares to be paid on 15 June

2020.

There have been no other significant events subsequent to balance date.

16




© 2020 KPMG, a New Zealand partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International

Cooperative (“KPMG International”), a Swiss entity.


Independent Auditor’s Report

To the shareholders of Infratil Limited

Report on the audit of the financial statements

Opinion

In our opinion, the accompanying financial

statements of Infratil Limited (the company) on

pages 1 to 16:

i. present fairly in all material respects the

company’s financial position as at 31 March 2020

and its financial performance and cash flows for

the year ended on that date; and

ii. comply with New Zealand Equivalents to

International Financial Reporting Standards.

We have audited the accompanying financial

statements which comprise:

— the statement of financial position as at 31

March 2020;

— the statements of comprehensive income,

changes in equity and cash flows for the year

then ended; and

— notes, including a summary of significant

accounting policies and other explanatory

information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). We

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the company in accordance with Professional and Ethical Standard 1 (Revised) Code of

Ethics for Assurance Practitioners issued by the New Zealand Auditing and Assurance Standards Board and the

International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (‘IESBA Code’),

and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the

financial statements section of our report.

Our firm has also provided other services to the company in relation to other assurance engagements and due

diligence services. These matters not impaired our independence as auditor of the company. The firm has no other

relationship with, or interest in, the company.

Use of this independent auditor’s report

This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been

undertaken so that we might state to the shareholders those matters we are required to state to them in the

independent auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept

or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent

auditor’s report, or any of the opinions we have formed.

Responsibilities of the Directors for the financial statements

The Directors, on behalf of the company, are responsible for:






2


— the preparation and fair presentation of the financial statements in accordance with generally accepted

accounting practice in New Zealand (being New Zealand Equivalents to International Financial Reporting

Standards);

— implementing necessary internal control to enable the preparation of a set of financial statements that is fairly

presented and free from material misstatement, whether due to fraud or error; and

— assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to

going concern and using the going concern basis of accounting unless they either intend to liquidate or to

cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objective is:

— to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error; and

— to issue an independent auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance

with ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of these financial

statements.

A further description of our responsibilities for the audit of these financial statements is located at the External

Reporting Board (XRB) website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-8/


This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor's report is Brent Manning.

For and on behalf of


KPMG

Wellington

28 May 2020


Notes to the Financial Statements
For the year ended 31 March 2020

Directors

Mark Tume (Chairman)

Marko Bogoievski

Alison Gerry

Paul Gough

Kirsty Mactaggart

Catherine Savage

Peter Springford

Company Secretary

Nick Lough

Registered Office - New ZealandRegistered Office - Australia

5 Market LaneC/- H.R.L. Morrison & Co Private Markets

PO Box 320 Level 31

Wellington60 Martin Place

Telephone: +64 4 473 3663Sydney

Internet address: www.infratil.comNSW 2000

Telephone: +64 4 473 3663

Manager

Morrison & Co Infrastructure Management

5 Market Lane

PO Box 1395

Wellington

Telephone: +64 4 473 2399

Facsimile: +64 4 473 2388

Internet address: www.hrlmorrison.com

Share Registrar - New ZealandShare Registrar - Australia

Link Market ServicesLink Market Services

Level 11, Deloitte HouseLevel 12

80 Queen Street680 George Street

PO Box 91976Sydney

AucklandNSW 2000

Telephone: +64 9 375 5998Telephone: +61 2 8280 7100

E-mail: enquiries@linkmarketservices.co.nzE-mail: registrars@linkmarketservices.com.au

Internet address: www.linkmarketservices.co.nzInternet address: www.linkmarketservices.com.au

Auditor

KPMG

Maritime Tower

10 Customhouse Quay

PO Box 996

Wellington

Directory

17

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)


Results for announcement to the market

Name of issuer Infratil Limited

Reporting Period 12 months to 31 March 2020

Previous Reporting Period 12 months to 31 March 2019

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$1,368,700 (5.1%)

Total Revenue $1,560,300 (18.5%)

Net profit/(loss) from

continuing operations

$508,800 690.1%

Total net profit/(loss) $484,200 824.0%

Interim/Final Dividend

Amount per Quoted Equity

Security

$ 0.11000000

Imputed amount per Quoted

Equity Security

$0.02500000

Record Date 8 June 2020

Dividend Payment Date 15 June 2020

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$3.01 $2.68

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

This Results announcement should be read in conjunction with

the attached consolidated annual financial statements for the 12

months ended 31 March 2020 (“Annual Financial Statements”).

More detailed commentary on the operations of the Group over

the period has been provided in the form of the Infratil Annual

Results Presentation 2020 and Annual Report 2020, which have

been released alongside the Annual Financial Statements.

Authority for this announcement

Name of person


authorised

to make this announcement

Phillippa Harford, Chief Financial Officer

Contact person for this

announcement

Phillippa Harford, Chief Financial Officer

Contact phone number 64 4 473 3663

Contact email address Phillippa.Harford@hrlmorrison.com

Date of release through MAP


29 May 2020


Audited financial statements accompany this announcement.

---

Distribution Notice


Please note: all cash amounts in this form should be provided to 8 decimal places


Section 1: Issuer information

Name of issuer Infratil Limited

Financial product name/description Ordinary Shares

NZX ticker code IFT

ISIN (If unknown, check on NZX

website)

NZIFTE0003S3 / ASX IFT

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 8 June 2020

Ex-Date (one business day before the

Record Date)

5 June 2020

Payment date (and allotment date for

DRP)

15 June 2020

Total monies associated with the

distribution

1


$72,564,672

Source of distribution (for example,

retained earnings)

Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.13500000

Total cash distribution

3

$0.11000000

Excluded amount (applicable to listed

PIEs)

N/A

Supplementary distribution amount $0.01134454

Section 3: Imputation credits and Resident Withholding Tax

4


Is the distribution imputed Partially imputed

If fully or partially imputed, please

state imputation rate as % applied

22.72727273%

Imputation tax credits per financial

product

$0.02500000

Resident Withholding Tax per

financial product

$0.01955000


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

4

The imputation credits plus the RWT amount is 33% of the gross distribution for the purposes of this form. If the distribution is fully

imputed the imputation credits will be 28% of the gross distribution with remaining 5% being RWT. This does not constitute advice

as to whether or not RWT needs to be withheld.

Section 4: Distribution re-investment plan (if applicable)
DRP % discount (if any)


Start date and end date for

determining market price for DRP


Date strike price to be announced (if

not available at this time)


Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)


DRP strike price per financial product


Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms


Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Phillippa Harford, Chief Financial Officer

Contact person for this

announcement

Phillippa Harford, Chief Financial Officer

Contact phone number 64 4 473 3663

Contact email address Phillippa.Harford@hrlmorrison.com

Date of release through MAP


29 May 2020

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.