Amended Annual Report and 2020 Results Presentation
Infratil Limited 5 Market Lane, PO Box 320, Wellington, New Zealand Tel +64-4-473 3663 www.infratil.com
5 June 2020
Amended Annual Report and Results Presentation for the year ended 31 March 2020
Infratil has provided an updated copy of its 2020 Annual Report and Results Presentation to correct the
following:
Amend the Total Shareholder Returns on pages 15, 16 and 26 of the Annual Report to ensure
consistency with prior periods, whereby the returns are shown on a post-tax basis. This
reflects the partial imputation of dividends in FY2020.
Amend the Total Shareholder Returns on page 14 of the Results Presentation to be consistent
with the change noted above.
Correct the value of investment undertaken within Infratil’s businesses on page 10 of the
Annual Report. Previously this amount also included investment made directly by Infratil into
component businesses.
Correct the 2020 average lease term for CDC Data Centres on page 49 of the Annual Report
from 8.8 years to 8.6 years.
Other minor amendments to correct spelling, grammar, typos and for general clarity and
consistency.
Any enquiries should be directed to:
Phillippa Harford, Chief Financial Officer, Infratil Limited Phillippa.Harford@infratil.com
---
1
Finding a path
Infratil
Annual Report
2020
Calendar
Final dividend paid
15 June 2020
Annual meeting
20 August 2020
Half year end
30 September 2020
Half year results released
12 November 2020
Financial year end
31 March 2021
Updates/Information
Infratil produces an Annual Report and
Interim Report each year. In addition,
Infratil produces occasional reports on the
operations of its subsidiaries. These are
available at www.infratil.com.
All Infratil’s reports and releases are on the
website, which also contains profiles of
Infratil’s businesses and links.
Contents
Strategy. Governance.
Management. Environment 03
Financial highlights.
Corporate structure 10
Reports of the Chief Executive
and the Chair 12
Financial trends 20
Financial summary for
shareholders & bondholders 22
Infratil’s businesses 30
Financial statements
& statutory information 60
01
Shareholders in any company
want transparency around the
risk and return features of the
business they have invested in.
As an infrastructure investment
company, Infratil seeks to provide this
clarity by describing and reporting on
its investment strategy, its approach
to risk management, and the key
metrics of its businesses. In addition,
two years ago we set out the returns
which are expected to be provided to
shareholders over the following decade.
The COVID-19 crisis is a significant test
of whether the strategy has been well
formulated and executed.
As set out in prior years’ annual reports,
Infratil’s investment approach entails
(amongst other things):
• Owning infrastructure businesses
benefitting from demand growth that
have good prospects of providing fair
returns by investing to meet that
demand.
• Ensuring funding and investment
diversity so that changes within the
portfolio of businesses can be
withstood and opportunities taken.
The test posed by COVID-19 is being
met. While some of Infratil’s businesses
have suffered harm and value loss,
others have thrived or coped well,
and Infratil’s solid funding and cash
flows are allowing both a return to
shareholders and the continued
execution of growth plans.
Next year holds many uncertainties.
The COVID-19 crisis seems likely to
become synonymous with disease,
digitalisation and debt. Each is likely to
have profound consequences, not least
because of the enormous increase in
government engagement in personal
and business activities through the
collection of information, the
reprioritisation of health services, and
the many forms of public economic
assistance. How these engagements
evolve as the crisis recedes will influence
peoples’ behaviour and the nature of
the economic recovery.
Infratil must find a path through these
uncertainties. Keeping people safe.
Assisting its businesses that are
struggling. Pursuing opportunities while
ensuring that our shareholders and
bond holders remain well informed and
supportive.
Finding a path
202
Waipori Hydro Power Station
03
Strategy and
execution
Infratil’s track record reflects a disciplined
approach to capital allocation and liability
management.
• Investment is in businesses where Infratil has the expertise
to manage risks and opportunities, and which are
consistent with the shareholder mandate.
• Because Infratil’s businesses provide critical services to
communities and users, they must be well managed to
meet user needs with the highest standards of probity.
• Investment and funding must be resilient and reflect the
reality of the capital markets’ fluctuating risk appetite and
supply and demand for assets and capital.
• Infratil’s businesses should be able to take advantage of
fundamental trends: energy decarbonisation, the
transportation and storage of data, an aging population,
and expanding middle classes.
Over the last five years the key sources of returns have been
from utility-scale renewable energy projects, the increasing
demand for data storage and the underlying digital
infrastructure, and ultra-low interest rates.
In the future, while the trends will continue, who will benefit
and how is less clear:
• Transportation and storage of data: Since the 2007
introduction of the iPhone, the capacity of mobile networks
has expanded 25,000 times. It is estimated that over the
last two years more manmade data was created and
stored than in the previous ten thousand years.
• Decarbonisation: Atmospheric carbon dioxide has risen
15% since Infratil’s establishment in 1994 because of
approximately 36 billion tonnes a year of human
attributable emissions. Over the same period the cost
of solar and wind generated electricity has fallen up to
95% (on a per unit of energy basis).
• Aging: Since 1994, New Zealand’s over 65 population
has grown 90% to over 700,000 people (the under 65
population is up 38%) and life expectancy has risen 4.8
years to 81.6 years. Australia’s over 65 population has risen
112% to 4.2 million people (the under 65 population rose
35%) with life expectancy up 5.6 years to 83.5 years.
• Growing middle classes: Since 2010, the per capita real
GDP of both China and India more than doubled, and their
combined populations rose by 300 million people.
• Interest rates: The New Zealand five-year government
bond yield was 6.8% per annum the day Infratil listed in
1994, and 0.7% per annum 26 years later.
Business Sectors
Capital Structure
Renewable Energy
Connectivity & Data
Airport
Retirement
Other
Equity
Perpetual debt
Bonds
Bank funding
Governance
& Direction
04
Infratil’s shareholders elect
directors for three year terms to
represent them and to look after
their interests.
To this end, the board is open to
dialogue with shareholders, whether at
the annual meeting or informally.
Director responsibilities include:
• Maintaining an ongoing dialogue
with shareholders.
• Proactively participating in the
formulation and evolution of the
Company’s strategy.
• Ensuring effective articulation to
external stakeholders of strategy,
goals, risks and performance.
• Monitoring strategy implementation,
financial performance, risks and legal
compliance.
• Maintaining awareness of relevant
societal and market developments.
• Providing diversity of perspective and
knowledge relevant to the Company.
• Monitoring the performance of
Infratil’s manager H.R.L. Morrison & Co
(“Morrison & Co”). Morrison & Co is a
specialist manager of infrastructure
investments and performs this role for
Infratil under an investment
management agreement. Infratil
benefits from having a management
team with great breadth and depth
of skills, however the board must be
vigilant about potential conflicts of
interest and satisfied that the cost is
reasonable relative to alternatives.
Further commentary on the role of the
board, the credentials of directors and
their remuneration are set out on pages
119-125 of this report.
Mark Tume, independent chair
appointed 2007, last elected 2018.
Member of the Nomination &
Remuneration and Management
Engagement, and (ex officio) Audit
& Risk committees.
I maintain ties with Infratil’s many
stakeholders and ensure that the board
is delivering on its responsibilities. My
experience in finance and on the boards
of Transpower, Kiwi Rail, Guardians of
NZ Superannuation Fund, and Ngai Tahu
Holdings gives me an appreciation of
the issues faced by Infratil and its
businesses and an appreciation of the
concept of social licence.
Marko Bogoievski, director and chief
executive. Appointed 2009. Last elected
2017 and due for re-election in 2020.
As CEO of Morrison & Co I have the
responsibility of ensuring our team is
focused and active on the Infratil
mandate. Our job is to identify
proprietary opportunities and to deliver
strong long-term returns for an
acceptable level of risk. We are
fortunate to have significant experience
supporting our investment and asset
management programmes.
Alison Gerry, independent director
appointed 2014, last elected 2019.
Chair of the Audit & Risk committee, and
member of the Nomination &
Remuneration, and Management
Engagement committees.
My experience in finance and risk
management helps me appreciate
Infratil’s strategic opportunities and
threats from financial markets,
technology, regulation and the natural
environment. Executing strategy is
about allocating capital and about
developing a culture which reflects the
value we place on people, customers,
and communities.
Paul Gough, independent director
appointed 2012, last elected 2018.
Member of the Nomination &
Remuneration, and Management
Engagement committees.
As a Kiwi who works in London I’m very
aware of how global events impact in
New Zealand and Australia. In London
I manage investments in similar fields
to Infratil’s, but often with more
development risk. Achieving the best
outcome requires the best from people.
The focus on performance and people
is consistent with what I see at Infratil.
Kirsty Mactaggart, independent director
appointed and elected in 2019. Member
of the Audit & Risk and Management
Engagement committees.
I have 25 years of financial market
experience across multiple countries
and sectors. My transactional
experience as a banker; and
governance focus as an investor will be
applied to Morrison & Co to ensure the
manager delivers transparency and
performance to all Infratil stakeholders.
Catherine Savage, independent
director appointed and elected in 2019.
Member of the Audit & Risk and
Management Engagement committees.
I have 30 years of involvement in
New Zealand and global funds
management and capital markets.
Being part of a company that maintains
the highest standard of corporate
governance and transparency to deliver
long term value to its stakeholders is
extremely important to me. Infratil and its
manager, Morrison & Co, are positioned
to deliver long-term value add from
investing in strategic opportunities and
focusing on people and culture.
Peter Springford, independent director
appointed 2016. Last elected 2017 and
due for re-election in 2020. Member of
the Management Engagement
committee.
I have led a major industrial company
based in New Zealand and Australia
and businesses in Asia, and been chair
or director of companies operating
internationally. The immediate future
will be challenging, however good
opportunities arise in difficult times.
A strong balance sheet and access to
resources, both people and financial,
positions Infratil well.
Marko Bogoievski
Paul Gough
Catherine Savage
Alison Gerry
Kirsty Mactaggart
Peter Springford
directors
05
Mark Tume
Management
06
Infratil’s management comprises
people employed by Infratil’s
manager, H.R.L. Morrison & Co
(Morrison & Co), and those
employed by Infratil’s subsidiaries
and investee companies.
As a specialist infrastructure investment
manager, Morrison & Co also manages
investments on behalf of other
superannuation funds; including the
New Zealand Superannuation Fund,
the Commonwealth Superannuation
Corporation and the Australian Future
Fund, each of which has investments in
partnership with Infratil.
Infratil benefits from its management
having the expertise of a larger and more
expert group of individuals than a
company of Infratil’s scale could normally
hope to retain and from the manager’s
contacts and relationships.
This year all director and management
pictures were taken by people sharing
a bubble with the relevant individual.
They were directed remotely by Infratil’s
regular photographer, John Crawford.
Marko Bogoievski, Chief Executive.
Director of Infratil. Chair Vodafone NZ.
Phillippa Harford, Chief Financial
Officer. Director RetireAustralia.
Kevin Baker, Director CDC Data
Centres, Trustpower and Infratil
Infrastructure Property.
Greg Boorer, CEO CDC Data Centres.
Jason Boyes, Head of European
operations. Chair Longroad Energy
and Galileo Green Energy. Director
Wellington Airport.
Ralph Brayham, Technology.
Tim Brown, Capital markets,
and economic regulation.
Chair Wellington Airport.
Fiona Cameron, Treasury committee.
Deion Campbell, CEO Tilt Renewables.
Kellee Clark, Head of Legal.
Compliance, transaction structuring
and execution.
Peter Coman, Head of Real Estate
and Social Infrastructure. Chair
Infratil Infrastructure Property and
RetireAustralia.
Harry Cominos, Investment strategy.
Roger Crawford, Australian energy
sector activities.
Steven Fitzgerald, Asset Management.
Mark Flesher, Capital markets and
investor relations.
Paul Gaynor, CEO Longroad Energy.
Vincent Gerritsen, Private Markets
Europe, Director Galileo Green Energy.
Dr Bruce Harker, Energy team. Chair
Tilt Renewables.
Andrew Lamb, Development
Director Infratil Infrastructure Property.
Nick Lough, Company Secretary
and Legal. Compliance, transaction
structuring and execution.
Will McIndoe, Energy team.
Mark Mudie, Social infrastructure.
Paul Newfield, Chief Investment Officer.
Head of Australia and NZ for Morrison &
Co. Strategy, sector analysis and
transaction execution. Director Tilt
Renewables.
Jason Paris, CEO Vodafone NZ.
Dr David Prentice, CEO Trustpower.
Paul Ridley-Smith, Chair Trustpower.
Dr Brett Robinson, CEO RetireAustralia.
Matthew Ross, Infratil Financial
Controller and Risk Manager.
Steve Sanderson, CEO Wellington
Airport.
William Smales, Private Markets
investment activity. Director
Vodafone NZ, CDC Data Centres
and Longroad Energy.
Vimal Vallabh, Energy team. Director
Tilt Renewables, Longroad Energy and
Galileo Green Energy.
7
management
Marko Bogoievski
Phillippa Harford
Ralph Brayham
Steven Fitzgerald
David Prentice
Kellee Clark
Will McIndoe
Vincent Gerritsen
Steve Sanderson
Jason Boyes
Roger Crawford
Jason Paris
Deion Campbell
Nick Lough
Paul Gaynor
Matthew Ross
Kevin Baker
Tim Brown
Paul Ridley-Smith
Peter Coman
Mark Mudie
Bruce Harker
William Smales
Greg Boorer
Fiona Cameron
Mark Flesher
Brett Robinson
Harry Cominos
Paul Newfield
Andrew Lamb
Vimal Vallabh
07
808
09
Environment
and Society
Infratil is committed to reducing
its environmental footprint and
to being a positive social
influence. Proactively investing
in activities such as renewable
generation, and encouraging
its businesses to recognise
and pursue environmental and
social goals.
This is not altruism; renewable electricity
generation has definitely been a better
investment than its thermal equivalent.
Investment strategy is based on a wide
view of what is right, but it is easier
when that lines-up with financial goals.
An illustration is emission pricing. If
emissions are $50/tonne the maths of
investing in renewable power are easier
than when the price is $20/tonne.
Infratil made submissions on
government’s New Zealand Emission
Trading Scheme review in the hope it will
come to provide reliable and fair prices.
A “fair” price being one that reflects the
cost of reducing emissions over time.
However, the latest iteration of the ETS
is unlikely to provide this price for many
years, increasing the likelihood of
subsidies and restrictions and inefficient
distortions.
The COVID-19 crisis resulted in a drop in
emissions as industrial processes and
transport was curtailed. The crisis also
reignited debate about the priority of
longer term non-financial goals. Is the
cost of reducing emissions now
affordable? Or is the health crisis a
wake-up call relevant to climate
changes?
The COVID-19 crisis illustrates that it’s
both healthier and cheaper to take
precautions. As at mid-May, the
infection rate in New Zealand was 239
people per million and the fatality rate
of 4.4 per million was 1.8% of those who
had tested positive. Setting those figures
to 100, gives the comparisons set out in
the table above:
There are lessons from the stark
differences in outcomes. The value of
Infection RateFatality RateFatality/Infection
Taiwan8786
Australia1168977
New Zealand100100100
United States1,9316,369330
United Kingdom1,53211,940779
good leadership following good advice,
and of social cohesion and trust; people
being willing to make sacrifices on
behalf of others because they were
confident of reciprocity and that society
would help pay the bill. And there is the
specific lesson about preparation.
Climate change was “my generation’s
nuclear-free moment”. Unlike COVID-19
where a fast response, pragmatism and
social unity has enabled a coherent
response, heading off climate change is
all about preparation; being like Taiwan
rather than the countries with 200 times
as many COVID-19 deaths.
Environment and Social
Commitments
All Infratil businesses must understand
and comply with regulations about how
they treat the environment and people;
be they staff, customers or passers-by.
• Trustpower and Wellington Airport, for
instance, monitor, report and comply
with numerous environmental
standards relating respectively to
their hydro power stations and airport
operations.
• Businesses must comply with
employment laws and all proactively
monitor and manage staff
composition, remuneration, and
training to ensure fair and equal
treatment.
• Health and safety regulation makes
companies legally responsible for the
wellbeing of staff, customers,
contractors and others.
A broad range of stakeholders want to
know about a company’s use of resources,
waste, emissions and sustainability.
Taking this a step further, are “modern
slavery” restrictions ensuring functions
are not being outsourced to jurisdictions
where contractors can mistreat staff.
Diversity has taken on whole new areas
of meaning.
At Infratil we seek to anticipate what our
communities, customers, staff, capital
providers, and regulators will want to
know about our businesses’ environment
and how we will need to change. With
greenhouse gas emissions, this means
measurement and developing
management plans. There is
widespread adoption of simple goals
such as “30% reduction by 2030”, but
until costs are better understood, such
goals are mainly aspirational and
possibly misleading.
We hope our businesses can produce
plans that show current and target
emissions and costed steps of how
reductions will be achieved. In addition,
businesses need to make sure they
understand the impact on their activities
and facilities if the climate changes. At
an extreme level, higher sea levels and
violent weather will have profound
effects on buildings and structures on
the coast and on insurance.
Infratil is also looking at ways to provide
useful reports on environmental and
social topics. To that end, Infratil is
progressing use of GRESB Infrastructure
Assessment to provide systematic
reporting, objective scoring, and peer
benchmarking of its businesses. GRESB
was established by fund managers to
provide reliable data on environmental
and social performance of their
investments and now covers $7.5 trillion
of assets.
COVID-19 infection/fatality index: NZ =100
10
Financial
Highlights
10
FY 2020 FY 2019
Net surplus$241.2m($19.5m)
Underlying EBITDAF
1, 2
$480.9m
$431.2m
Capital expenditure$
1,990.9m$679.0m
Net debt
3
$1,774.7m$1,180.7m
Dividends declared
17.25cps 17.25cps
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.
2. Continuing operations excludes NZ Bus, Perth Energy, Snapper and ANU Student Accommodation. All of which have been sold.
3. Infratil parent and 100% subsidiaries.
Key events of the year were the
NZ$512 million gain achieved by
Tilt Renewables from the sale of
its Snowtown 2 wind farm for
A$1,073 million, and the $1,991 million
of investment undertaken across
the group.
Investment included Infratil’s
$1,030 million acquisition of 49.9% of
Vodafone NZ and $920 million of
investment undertaken within Infratil’s
businesses.
Tilt Renewables, Wellington Airport and
CDC Data Centres reported improved
results. Longroad’s excellent
performance was masked by the
accounting treatment of partial sale of
projects. Results from Trustpower and
RetireAustralia were down on the prior
year. The result also includes an 8 month
contribution from Vodafone NZ
following completion of the acquisition
on 31 July 2019.
11
Corporate
Structure
ShareholdersBondholdersBoard
manage
appoint
oversight
H.R.L. Morrison & Co
Banks
100% Subsidiaries
EnergyAirportConnectivityDataSocial/Other
66% Infratil
34% Wellington
City Council
Clearvision Fund
ASIP
Infratil Infrastructure
Property
50% Infratil
50% New Zealand
Superannuation Fund
49.9% Infratil
49.9% Brookfield
Asset Management
48% Infratil
24% Commonwealth
Superannuation
Corporation
24% Future Fund
51% Infratil
27% Tauranga Energy
Consumer Trust
40% Infratil
40% New Zealand
Superannuation Fund
20% Monogement
66% Infratil
20% Mercury Energy
40% Infratil
11
12
Chief Executive
Report
While everyone has been impacted
with the pandemic related events and
disruptions of the last few months,
Infratil has come through a unique and
difficult test in good shape.
That is not to say that we haven’t seen
some value destruction, but we have
also seen value creation. Importantly for
our shareholders and bond holders, our
capital management and approach to
managing risk have proved resilient, and
we will be paying the final dividend we
had signalled at the beginning of the
last year.
Fortunately we have a
company with a diversity of
exposures and robust
funding and those factors
served us well.
Like most businesses and families, our
initial response to the pandemic was
focused on looking after our people and
preserving the value of our assets. Now,
as we emerge from restrictions, the
priorities are to get back to normal as
quickly as practicable while being
mindful of the sort of opportunities and
risks that arise during periods of
disruption.
The pandemic
Our initial steps were to relocate our
people to safe working locations and
to take the steps required to ensure
the safe operation of our businesses
many of which provide crucial services.
We then quickly instigated additional
reporting so that we knew where
difficulties were being encountered
and what assistance was required,
whether in the form of expertise,
guidance, or funding.
Our most impacted business was
Wellington Airport which went from over
500,000 passengers in February to less
than 5,000 in April. We were able to
support management as it took difficult
decisions which saw forecast FY2021
expenditure reduced by 65%, including a
significant number of redundancies. We
also worked with our co-shareholder
Wellington City Council to provide an
equity underwrite which the Airport can
draw on in the future. With those
foundations in place Airport
management was able to agree terms
with its lenders to ensure it has sufficient
funds to get through until the aviation
market recovers.
All of our businesses have had to
change some aspect of their
operations, but only Wellington Airport
and RetireAustralia were truly in the
frontline of the pandemic.
RetireAustralia’s response was directed
at keeping its almost 5,000 residents
and 440 staff safe and the success of
their actions ensured that to date none
of their residents have been infected
with COVID-19.
FY2020 Earnings &
Reported Profits
The parent net surplus of
$241.2 million was dominated by Tilt’s
gains from the sale of its Snowtown 2
wind farm. A large part of Infratil’s
activities involve building large-scale
projects; wind farms, airport terminals,
data centres, retirement facilities, etc.
Usually they will be retained to
contribute to future operating earnings,
but in some cases they will be sold
which effectively crystallises future
earnings.
$605.9 million Underlying EBITDAF
(before incentive fee) included an
8-month contribution from Vodafone NZ
following completion of the acquisition
on 31 July 2019, as well as increased
earnings from CDC Data Centres.
Offsetting this was lower contributions
from Tilt Renewables (largely due to the
sale of the Snowtown 2 wind farm),
Trustpower (lower generation volumes
and wholesale prices) and Longroad
Energy (partial sales of projects not
recognised for accounting purposes).
This year’s result included a
$125 million performance incentive
fee related to Infratil’s portfolio of
international assets. This is explained
in the Chair’s Report, but it should be
noted that the terms of Infratil’s
management contract have enabled
the Company to expand outside of
New Zealand and have generated
significant returns for shareholders.
FY2020 Developments
Infratil is unusual in that it can transform
itself quite markedly over time, which
has happened over the last five years.
Approximately half of Infratil assets
today were not owned in 2015, including
its interests in North American and
European renewable electricity
generation, retirement living, data
storage and telecommunications.
The almost $4 billion of investment
required to effect these changes has
been directed by clearly defined and
articulated investment and portfolio
criteria, as illustrated by last year’s
$1,030 million purchase of 49.9% of
Vodafone NZ.
This gives Infratil a strong New Zealand
business which will lift returns to
shareholders in the medium term as it
streamlines operations and benefits
from rising demand for data
transmission and the expanded
capacity of the 5th generation mobile
network technology.
Our investment in renewable electricity
generation is another example of
following a well-marked pathway. In
New Zealand, Australia and the USA our
businesses are currently building
1,614MW of solar and wind generation
13
14
Chief Executive Report
at a total cost of approximately
$3.3 billion. In FY2020, alongside
co-investors we established Galileo
Green Energy with the aim of expanding
our sector involvement to Europe.
Galileo has all of Infratil’s investment
hallmarks. It was established to take
advantage of a dynamic regional
sector, with the benefit of high-calibre
expertise, and financial flexibility.
Infratil is a 40% shareholder with
NZ Superannuation Fund, the
Commonwealth Superannuation
Corporation, and Morrison & Co Growth
Infrastructure Fund each holding 20%.
The large investment commitment to
renewable generation reflects
burgeoning demand, the ability of
relatively small companies to execute
top-grade developments (not the case
with large-scale thermal or nuclear
generation), and demand from investors
wanting to own completed projects.
While the Infratil group is building
$3.3 billion of generation capacity,
it has on-sold a similar value to
investment funds and other investors
seeking assets with “bond-like” returns
in this era of ultra-low interest rates.
Data storage was our other area of
major investment and growth in FY2020.
Infratil’s stake in CDC Data Centres had
a 31 March 2020 mid-point fair
valuation of $1,515.6 million, a 70%
increase on the $889.2 million value of
a year prior. The $626 million increase
reflects CDC’s rapid expansion of
capacity, including to New Zealand,
and the de-risking of the business via
execution of long-term leases and
contracts to build new capacity.
The CDC valuation reflects 105MW of
operational capacity and 173MW of
expansion plans. To date, most of the
gains from CDC have come from
revaluations rather than distributions as
its operating earnings (up 150% since
Infratil’s acquisition just over three years
ago) are being reinvested back into the
business. Notwithstanding the current
levels of construction and expansion, we
are on the verge of seeing a rise in cash
returns to shareholders from this asset.
Last year there was a shareholding
change at CDC with the Commonwealth
Superannuation Corporation selling half
of its shareholding (24% of CDC) to the
Australian Future Fund. Having 100%
of CDC’s ownership in Australian and
New Zealand hands is important
given increasing sensitivity about
data security and sovereignty and
we welcome the Future Fund to the
share register.
Funding
Along with a clearly laid out investment
strategy, Infratil also has a well-defined
and relatively conservative approach to
its funding. This conservatism is the
driver behind Infratil’s ongoing issuance
of long dated bonds (notwithstanding
higher coupons than those required for
shorter term bonds or bank funding) and
last year’s $400 million equity raise.
This approach is also a major factor in
how we encourage our businesses to
structure their activities and their
funding. Transactions such as Tilt
Renewables’ sale of its Snowtown 2 wind
farm show high capital discipline.
The Infratil 100% group has $268 million
of undrawn bank lines and anticipates
receiving over $275 million of cash
income and capital returns over the
next six months. This includes Infratil’s
share of Tilt’s A$260 million capital
return, dividends and distributions
from Trustpower and Wellington Airport
which amount to $65 million, and a
distribution from Vodafone NZ of
approximately $35 million.
FY2021
The COVID-19 crisis has created an
extraordinary level of uncertainty for
everyone and Infratil is not immune.
Until ways are available to control and
limit the health risks associated with
COVID-19 there will be movement
restrictions. It seems unlikely that
eradication will be straightforward.
Once the disease is controlled, the
economic recovery will be tough. It may
take several years for “post-COVID” to
resemble “pre-COVID”. There will be a
huge array of government measures
which will have to be wound back, and
there will be a significant increase in
public debt to service.
It isn’t all negative. Many
companies, such as
Vodafone NZ, are seeing
accelerated take up for their
services. Customer
engagement is more efficient
via the internet and with the
lockdown the use of data
services has taken a jump
forward, just as there has
been a substantial rise in
remote working, learning
and living.
One relevant example of uncertainty
relates to the provision of retirement
accommodation and aged care. The
pandemic has highlighted the risks
associated with concentrations of
vulnerable people, but those who live in
safe communities experience greater
physical and pastoral care than those
living in more isolated situations. It is
difficult at this stage to anticipate what
lessons will be taken and how future
demand for these services will change.
Notwithstanding some of these new
uncertainties, FY2021 has every
15
prospect of being positive for Infratil and
we expect the following:
C D C ’s extraordinary growth and
expansion plans and construction will
continue, and earnings will rise.
Vodafone NZ will invest in customer
service and improved efficiency while
facing ever expanding demand for
mobile and broadband capacity.
Trustpower will keep the lights on while
electricity demand remains flat until
carbon-reduction initiatives get more
traction.
Tilt, Longroad and Galileo are all
expected to continue to identify
opportunities and to execute plans to
build renewable generation. Outside of
New Zealand, governments are likely to
continue to incentivise this area of
development, for both economic and
environmental reasons.
RetireAustralia has a high level of
uncertainty around demand for its
facilities, what happens to residential
valuations and whether access to
government funding for aged care
is improved.
Wellington Airport is seeing an uptick in
domestic activity following the removal
of restrictions on domestic air travel. In
May there have been days when almost
as many people used the Airport as
occurred in all of April. But while there is
a good case for a solid recovery,
forecasts are not based on any similar
past experience.
Shareholders
• Last year the Infratil share price fell
6%, which improved to negative 2%
after distributions are taken into
account. Over five years average
returns were 9.6% per annum.
Infratil comfortably outperformed the
NZX over 1 and 5 years. Subsequent
to 31 March 2020 the share price has
improved 20%.
• Infratil paid 6.25 cps interim dividend
in December 2019, and will pay
11.0 cps final dividend on 15 June
2020, imputed to 2.5 cps. Both cash
dividends were the same as the prior
year.
• Dividends reflect the Company’s
results over the period and its
financial situation and prospects.
For the last ten years Infratil has
delivered on its goal of gradually
and sustainably raising its dividend. The
flat outcome for FY2020 was signalled
last year as being a likely outcome of
Infratil’s high level of recent investment
activity and the lower initial level of cash
earnings new investments inevitably
provide.
At this point in time Infratil does not
believe it is prudent to provide guidance
for FY2021 due to the nature and extent
of the uncertainties.
The themes of last year’s annual report
were Resilience & Growth. We have
received a real test over the last few
months, and our focus on resilience and
growth has enabled Infratil to grow
earnings and returns over an extremely
challenging period.
Marko Bogoievski
Chief Executive
16
Directors are appointed by
shareholders to represent their interests
to ensure the Company is creating
value, investing wisely and providing
returns which shareholders would
expect to receive on the risks they
are taking. As canvassed in previous
reports, it is not a simple thing to
fairly judge.
To help shareholders, two years ago we
took the step of indicating the total
shareholder returns we expected Infratil
to provide over the ten years to the end
of 2028, which was between 11% per
annum and 15% per annum. In effect we
put a line in the sand, and also posed
the question to our shareholders “given
what you know about Infratil, in
particular its risks, is that a satisfactory
goal?” If we have an agreed
benchmark, it becomes easier to assess
if the company is delivering.
Things have changed over the last
two years, both to the economic
environment and to Infratil’s portfolio
of businesses, not least being the
investment in Vodafone NZ and the
expansion of CDC Data Centres.
Notwithstanding, the 11-15% per annum
range remains valid; it should be
recognised that uncertainties around
returns are greater now than they were
two years ago. Incidentally over the ten
years to 31 March 2020 Infratil’s
compound after tax return to
shareholders was 14.2% per annum.
Of particular focus are the macro
themes which drive Infratil’s investment
positioning. Infratil seeks to own
infrastructure businesses benefitting
from demand growth that have good
prospects of providing fair returns by
investing to meet that demand.
The themes include decarbonisation of
energy, digitalisation (data storage and
communication), population aging, and
transportation. Post COVID-19, will each
Report of the
Board Chair
sector continue to experience growth,
and will that growth translate into
opportunities to make good
investments?
The early empirical evidence is that
data storage and communication will
experience strong growth and will
present good investment opportunities.
Renewable electricity, aged care and air
travel will be impacted, but it is too soon
to say whether the impacts will
encourage or discourage investment.
Another factor the board focusses on is
capital structure. Last year Infratil raised
additional equity to improve financial
resilience and fund the acquisition of
Vodafone NZ. Given events, it is good to
be able to report that Infratil has the
funds for operational and investment
needs, and to meet capital obligations,
including paying a dividend.
What is less clear is how investment
opportunities will evolve and what that
could mean for funding. Some of our
companies are postponing investment
(notably Wellington Airport) while others
(notably CDC Data Centres) are likely to
accelerate their rate of construction.
Given uncertainties the board will be
conservative in its approach to Infratil’s
capital structure.
Another crucial role of the
board is making sure that
management is delivering
value for money. This
encompasses monitoring
costs and comparing them
to the benefits provided as
well as looking at the overall
terms under which the
Manager is employed.
Given a track record of shareholder
returns, the ongoing reviews the board
undertakes, and our hands-on
experiences, we remain confident that
management is performing and being
fairly remunerated. This has been given
some prominence by the large incentive
payments Morrison & Co has earned
over the last two years as a result of
outperforming return hurdles.
Shareholders have indicated they are
comfortable sharing some of the value
created by management, as long as
the sharing is equitable. This obviously
has direct application to the FY2020
$125 million management incentive. How
this was calculated and moderated is
set out below:
• Each year, Infratil’s international*
investments which have been owned
for more than three years are valued
for the board by specialist
independent valuers. The values are
intended to identify the proceeds
Infratil would receive were it to sell
the relevant investments, net of all
transaction costs and taxes.
• If that valuation shows that the
portfolio of investments has delivered
a return (in NZ$) of over 12% per
annum then management receives an
incentive payment equivalent to 20%
of the value above the 12% return. So,
to illustrate, were the return to Infratil
17% per annum then management
would receive 1% leaving Infratil with
a net 16% per annum.
• As a protection against the possibility
of the portfolio of investments
subsequently falling in value,
payment of the incentive is spread
over three years. If the value of the
portfolio at either of the subsequent
two balance dates is lower than the
current valuation, that year’s
payment is cancelled.
• This means that the FY2020 incentive
fee payment will be $41.7 million.
Payment of the second and third
tranches is subject to the conditions
noted above. Also, the board has the
* There is no incentive fee calculated on New Zealand investments.
17
18
right to make the payment in shares
rather than cash.
• This year the valuation covered
five international investments. The
31 March 2020 valuations are shown
in the above table. The $879.7 million
of gains were the total of $51.3 million
of cash receipts and $828.4 million of
valuation changes.
The pandemic
The COVID-19 crisis had a huge impact
on individuals, families and businesses,
with people willing to accept restrictions
and costs which few of us ever thought
we would encounter in countries like
New Zealand and Australia. They have
done so because of high trust in our
national leadership and recognition
that costs, restrictions, and benefits
are shared.
With the worst of the pandemic possibly
behind us, everyone is asking “what
next?”. For some businesses it’s positive
with digitalisation improving workplace
efficiency and giving staff greater
flexibility and work options. For others
it’s negative or uncertain as they wait for
traffic and demand to resume.
Report of the Board Chair
$ MillionsFair ValueAnnual Gain
CDC Data Centres$1,515.6$634.4
Tilt Renewables$966.5$247.1
Longroad Energy $162.4$44.9
RetireAustralia$308.2($48.2)
ASIP Fund$33.1$1.4
$2,985.8$879.7
New Share & Bond Holders
Last year Infratil raised $400 million of
new share capital and $316 million from
issuing bonds.
We are grateful for the trust shown in
Infratil by these investors. While it is
unlikely that events subsequent to
the investments being made were
anticipated, all our share and bond
holders can be assured that Infratil is
in good shape and well positioned to
deliver over the long-term.
Mark Tume
Chair
1919
20
Financial Trends
Infratil Assets
The goal of Infratil’s asset allocation is to
achieve a balance between core and growth
assets; ones that provide robust income and
those that will generate value growth. This
objective is reflected in the evolving portfolio
of businesses.
“Core” can mean a whole company, such as
Trustpower, or a part of a company such as a
fully contracted CDC data centre or a Tilt wind
farm with the output sold by long term contract.
Of the $6,178 million invested over the decade,
$2,334 million was undertaken by Trustpower,
Tilt and Wellington Airport, showing that core
businesses undertake growth investment. A
further $1,525 million was invested by other
businesses and $2,319 million was allocated to
acquisitions.
Capital Investment
As noted above, Infratil’s capital investment
amounted to $6,178 million over the decade.
This was split $3,859 million by businesses
Infratil owns as they invested in their activities,
and $2,319 million by Infratil acquiring ownership
interests in businesses or providing them with
capital.
The four graphs show the evolution of Infratil’s
assets, capital investment, funding and earnings
over the last decade; with a brief explanation of
what happened and why.
Infratil's Assets
0
0
20
30
40
50
60
70
80
90
00
%
Infratil's Capital Structure
0
5
0
5
20
0
00
200
300
400
500
600
700
Dividend, cents per share$Millions
$Millions
EBITDAF, Free Cash Flows, Dividends
Sources of Consolidated EBITDAF
0
Wellington Airport
OtherTilt Renewables
Trustpower
$Millions
Data
Other
SocialTransportTelecommunications
Energy
00
200
300
400
500
600
Perpetual bondsEquity (market value)Net bank debt and dated bonds
Operating cash flow
Interest, tax, working capital
Dividend (rhs)
200
400
600
0
800
,000
,200
,400
,600
,800
2,000
0
500
1,000
1,500
2,000
2,500
3,500
3,000
$Millions
Sold
Retire Australia
Wellington Airport
Trustpower
Vodafone NZ
Other
2020
4,500
4,000
208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
CDC
Tilt Renewables
Infratil's Assets
0
0
20
30
40
50
60
70
80
90
00
%
Infratil's Capital Structure
0
5
0
5
20
0
00
200
300
400
500
600
700
Dividend, cents per share$Millions
$Millions
EBITDAF, Free Cash Flows, Dividends
Sources of Consolidated EBITDAF
0
Wellington Airport
OtherTilt Renewables
Trustpower
$Millions
Data
Other
Social
TransportTelecommunications
Energy
00
200
300
400
500
600
Perpetual bondsEquity (market value)Net bank debt and dated bonds
Operating cash flow
Interest, tax, working capital
Dividend (rhs)
200
400
600
0
800
,000
,200
,400
,600
,800
2,000
0
500
1,000
1,500
2,000
2,500
3,500
3,000
$Millions
Sold
Retire Australia
Wellington Airport
Trustpower
Vodafone NZ
Other
2020
4,500
4,000
208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
CDC
Tilt Renewables
* on page 25 the valuations used in the graph are explained.
21
Underlying EBITDAF
1
Over the decade the combined earnings
of the core businesses Trustpower/Tilt/
Wellington Airport have risen 20% and the
contribution of the rest 165% (excluding
management costs).
Underlying EBITDAF
1
was relatively flat over
the decade, in part because a number of
mature higher earnings companies were
sold and proceeds reinvested into businesses
that were at an earlier stage of their
commercial lives.
Over the decade the weighting of Infratil’s
portfolio has also shifted from largely majority
controlling stakes (included on a 100% basis)
to include a number of non-controlling stakes
(included on a proportional basis). Refer to the
Underlying EBITDAF table on page 22 for
further detail on the composition of
Underlying EBITDAF.
Infratil Funding
Changes to the capital structure of Infratil
and its 100% subsidiaries (the relative use
of debt and equity funding) occurs as
businesses are sold and acquired and when
Infratil advances capital to and receives
funds from its businesses.
The use of debt is bounded by Infratil’s policy
of maintaining credit metrics that are broadly
consistent with an Investment Grade credit
rating (Infratil is not credit rated) and with
maintaining availability of funds for investment
opportunities.
Infratil's Assets
0
0
20
30
40
50
60
70
80
90
00
%
Infratil's Capital Structure
0
5
0
5
20
0
00
200
300
400
500
600
700
Dividend, cents per share$Millions
$Millions
EBITDAF, Free Cash Flows, Dividends
Sources of Consolidated EBITDAF
0
Wellington Airport
Other
Tilt Renewables
Trustpower
$Millions
Data
Other
SocialTransportTelecommunications
Energy
00
200
300
400
500
600
Perpetual bondsEquity (market value)Net bank debt and dated bonds
Operating cash flow
Interest, tax, working capital
Dividend (rhs)
200
400
600
0
800
,000
,200
,400
,600
,800
2,000
0
500
1,000
1,500
2,000
2,500
3,500
3,000
$Millions
Sold
Retire Australia
Wellington Airport
Trustpower
Vodafone NZ
Other
2020
4,500
4,000
208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
CDC
Tilt Renewables
Infratil's Assets
0
0
20
30
40
50
60
70
80
90
00
%
Infratil's Capital Structure
0
5
0
5
20
0
00
200
300
400
500
600
700
Dividend, cents per share$Millions
$Millions
EBITDAF, Free Cash Flows, Dividends
Sources of Consolidated EBITDAF
0
Wellington Airport
OtherTilt Renewables
Trustpower
$Millions
Data
Other
SocialTransportTelecommunications
Energy
00
200
300
400
500
600
Perpetual bonds
Equity (market value)Net bank debt and dated bonds
Operating cash flow
Interest, tax, working capital
Dividend (rhs)
200
400
600
0
800
,000
,200
,400
,600
,800
2,000
0
500
1,000
1,500
2,000
2,500
3,500
3,000
$Millions
Sold
Retire Australia
Wellington Airport
Trustpower
Vodafone NZ
Other
2020
4,500
4,000
208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
2020 208209 20 202 203 204 207206 205
CDC
Tilt Renewables
1. Underlying EBITDAF and EBITDAF are unaudited non-GAAP measures and are defined in
the Infratil Annual Results Presentation 2020. For 2019 and 2020 the graphed amounts
are before disposals.
22
Infratil’s Financial
Performance & Position
Consolidated Results
Infratil consolidates companies of which
it owns over 50%, including Trustpower,
Tilt Renewables and Wellington Airport.
With associate companies, only Infratil’s
share of their net surplus/loss is included
in operating revenue.
The decline in operating revenue in
FY2020 reflects lower revenues at Tilt
(following the sale of Snowtown 2) and
Trustpower (lower wholesale electricity
prices and generation volumes).
Realisation gains included
$511.5 million from Tilt’s sale of its
Snowtown 2 wind farm.
For FY2020 the average NZ$/A$ exchange rate was 0.9501 and the NZ$/US$ was 0.6474 (0.9334 and
0.6810 in FY2019).
Year Ended 31 March ($Millions)20202019
Operating revenue$1,368.7$1,442.2
Operating expenses($1,028.5)($997.8)
Depreciation & amortisation($147.5)($160.4)
Net interest($186.4)($148.5)
Tax expense($14.4)($72.0)
Revaluations
& realisations$516.9$0.9
Discontinued operations($24.6)($12.0)
Net profit after tax$484.2$52.4
Minority earnings($243.0)($71.9)
Net parent surplus$241.2($19.5)
Year Ended 31 March ($Millions)20202019
Trustpower$186.5$222.2
Tilt Renewables$123.7$144.4
Wellington Airport$103.2$101.4
CDC Data Centres$59.6$37.6
Vodafone NZ$154.9-
RetireAustralia$8.9$9.2
Longroad Energy$4.7$46.5
Corporate and Other($35.6)($27.5)
Underlying EBITDAF
1
excluding Incentive fees$605.9$533.8
International Portfolio Incentive fees($125.0)($102.6)
Underlying EBITDAF
1
from continuing operations$480.9$431.2
Discontinued operations$ 1 7. 0$62.0
Total Underlying EBITDAF
1
$ 4 9 7. 9$493.2
1. Underlying EBITDAF and EBITDAF are unaudited non-GAAP measures and are defined in the Infratil
Annual Results Presentation 2020.
Underlying EBITDAF
Infratil uses Underlying EBITDAF
1
as an
alternative way to assess, report, and
provide earnings guidance on the
underlying performance of its business.
Underlying EBITDAF is a non-GAAP
(‘Generally Accepted Accounting
Principles’) measure. For Infratil it
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 NZ
(49.9%) and share of Underlying Profit
of RetireAustralia (50%); and
• Infratil’s 40% share of the surplus
before tax of Longroad Energy and
Galileo Green Energy.
Breakdown of Consolidated Results
The following tables give the breakdown of Infratil’s consolidated results by business, for the last two financial years.
Year Ended 31 March 2020
$Millions
Infratil’s
share
Underlying
EBITDAF
1
D&AInterestTa x
Revaluations
AdjustmentsMinorities
Infratil
share of
earnings
Trustpower51%$186.5($42.5)($31.8)($39.6)$25.1($49.1)$48.6
Tilt Renewables66%$123.7($76.3)($41.4)($4.9)$502.5($173.0)$330.7
Longroad Energy40%$4.7-----$4.7
Galileo Green Energy40%($0.5)-----($0.5)
Wellington Airport66%$103.2($28.4)($24.8)$34.5($11.3)($20.6)$52.6
CDC Data Centres48%$59.6---$101.4-$161.0
Vodafone NZ50%$154.9---($179.6)-($24.7)
RetireAustralia50%$8.9---($62.6)-($53.7)
Parent/Other100%($160.6)($0.2)($88.4)($4.4)$0.6-($253.1)
Total (continuing)$480.9($147.5)($186.4)($14.4)$376.1($242.7)$266.1
NZ Bus100%$5.9($7.1)-$0.6($68.6)-($69.2)
Perth Energy80%$12.1($2.6)($1.1)($4.9)($22.9)($0.3)($19.7)
ANU Student Accommodation50%$0.5---$66.1-$66.6
Snapper100%($1.5)($0.1)--($1.0)-($2.6)
To ta l$ 4 9 7. 9($157.3)($187.5)($18.7)$349.7($243.0)$241.2
Year Ended 31 March 2019
$Millions
Infratil’s
share
Underlying
EBITDAF
1
D&AInterestTa x
Revaluations
AdjustmentsMinorities
Infratil
share of
earnings
Trustpower51%$222.2($47.2)($28.2)($37.5)($16.7)($46.6)$46.0
Tilt Renewables65%$144.4($89.5)($32.2)($7.4)($2.1)($5.7)$ 7. 5
Longroad Energy40%$46.5-----$46.5
Wellington Airport66%$101.4($23.7)($19.4)($0.2)$6.0($17.9)$46.2
CDC Data Centres48%$37.6---$46.3-$83.9
RetireAustralia50%$9.2---($33.1)-($23.9)
Parent/Other($130.1)-($68.7)($26.9)$13.7$0.4($211.6)
Total (continuing)$431.2($160.4)($148.5)($72.0)$14.1($69.8)($5.4)
NZ Bus100%$17.4($21.1)($0.2)$2.3($29.2)-($30.8)
Perth Energy80%$35.9($6.0)($2.1)($13.6)-($2.1)$12.1
ANU Student Accommodation50%$12.8-----$12.8
Snapper100%($4.1)($0.7)($0.1)-($3.3)-($8.2)
To ta l$493.2($188.2)($150.9)($83.3)($18.1)($71.9)($19.5)
1. Underlying EBITDAF and EBITDAF are unaudited non-GAAP measures and are defined in the Infratil Annual Results Presentation 2020.
23
24
Infratil’s Financial
Performance & Position
Year Ended 31 March ($Millions)20202019
Underlying EBITDAF
1
$480.9$431.2
Net interest($166.7)($142.2)
Ta x($50.8)($71.8)
Working capital($170.8)$41.8
Discontinued operations$ 7. 4$17.9
Operating cash flow$100.0$276.9
1. Underlying EBITDAF and EBITDAF are unaudited non-GAAP measures and are defined in the Infratil
Annual Results Presentation 2020.
Consolidated Operating
Cash Flow
Capital Investment
Investments undertaken by Infratil
amounted to $1,071.1 million. This sum
includes buying shares in Vodafone NZ
and providing advances to Longroad
and Galileo.
The capital investments of subsidiaries
(Trustpower, Tilt, Wellington Airport)
are shown in full while the amount of
the capital investment of the associates
reflects Infratil’s shareholding. For
instance, CDC undertook $470.0 million
of investment and 48.2% of that is
$226.6 million.
Year Ended 31 March ($Millions)20202019
Trustpower$34.3$27.7
Tilt Renewables$506.4$127.1
Wellington Airport$80.6$72.1
CDC Data Centres$226.6$140.6
RetireAustralia$28.0$31.8
NZ Bus$2.7$45.9
Perth Energy$0.2$0.4
Parent/other$41.0$ 2 7. 7
Capital Investments$919.8$473.4
Tilt Renewables-$109.3
Longroad Energy$31.8$87.2
Vodafone NZ$1,029.9-
Other$9.4-
Parent Investments$1,071.1$205.6
$1,990.9$ 6 7 9.0
25
Infratil Assets
This table shows the listed values of
Trustpower and Tilt. For other assets
it shows their accounting book values
(adjusted for deferred tax liability if
capital gains tax does not apply).
There can be significant discrepancies
between sharemarket, accounting book
value, and fair values. As set out on
page 18, the assessed fair values of
Infratil’s investments in Tilt, Longroad,
CDC, and RetireAustralia amounted to
$2,952.7 million which is $1,041.8 million
more than the $1,910.9 million
aggregate values shown in this table.
Fair values reflect expected sale
proceeds of the relevant asset.
Infratil Funding
Infratil and 100% subsidiaries had
$748 million of committed bank funding
facilities of which $268 million was
undrawn. In FY2021 $53 million of bank
facilities fall due. No Infrastructure Bonds
are due for repayment in FY2021.
Infratil provides a guarantee for letters
of credit issued by Longroad Energy
which as at 31 March 2020 amounted to
$94.6 million ($85.0 million the prior year).
Subsequent to 31 March 2020 Infratil
provided underwriting commitments in
respect of $50 million of a potential
equity issue by Wellington Airport and
$10.4 million by RetireAustralia.
$Millions31 March 202031 March 2019
Trustpower$1,022.4$1,055.9
Tilt Renewables$926.0$720.9
Longroad Energy-$10.8
Wellington Airport$487.6$481.5
CDC Data Centres$693.4$555.3
Vodafone NZ$974.0-
RetireAustralia$291.5$290.4
Parent/other$169.1$105.8
NZ Bus-$166.2
Perth Energy-$89.3
ANU Student Accommodation-$108.2
$4,564.0$3,584.2
For 31 March 2020 exchange rates of NZ$/A$0.9740 NZ$/US$0.5997 and NZ$/EUR 0.5445 were
used (0.9574, 0.6785, and n/a the prior year). Values exclude deferred tax where capital gains tax
does not apply.
$Millions31 March 202031 March 2019
Net debt/(cash) of 100% subsidiaries $470.9$44.3
Dated Infrastructure Bonds$1,071.9$904.5
Perpetual Infrastructure Bonds$231.9$231.9
Market value Infratil equity$2,579.3$2,332.2
Total capital$4,354.0$3,512.9
Net dated debt/total capital35.4%27.0%
Net debt/total capital40.8%33.6%
26
Shareholder Returns & Ownership
26 Year Track Record
0
1000
2000
4000
3000
5000
60%
40%
20%
0
-20%
-40%
208
206
2020
20420220020082006200420022000998996
Dividend ReturnCapital Return
Accumulation Index
Accumulation
Index
70%
Annual
Return
Over the year, Infratil’s share price fell
from $4.17 on 31 March 2019 to $3.91 on
31 March 2020.
Late March 2020 was the height of the
financial markets’ negative response to
COVID-19. The share price a month prior
had been $5.50 and a month later it
was $4.70.
During the year Infratil paid two
dividends amounting to 17.25 cps in
cash and 3.5 cps imputation credits. It
also undertook a rights issue which
provided a 4.69 cps capital payment to
shareholders who did not take up their
entitlements. The net return for the year
was -2.1%. Reflecting the 6.2% fall in the
share price and the after tax value of
the dividends and rights payment had
they been reinvested in Infratil shares at
the time of receipt.
Infratil’s ten year after-tax compound
return was 14.2% per annum. The 26 year
return was 16.6% per annum.
As shown in the graph, had someone
invested $100 in Infratil shares on
31 March 1994 when the Company
listed, and had subsequently reinvested
all dividends and distributions (ie had
neither taken money out nor put money
in) they would, as at 31 March 2020,
31 March 202031 March 2019
Million sharesMillion shares
NZ retail investors32750%30054%
NZ institutions17326%12321%
Offshore owners15924%13625%
659559
have had 1,398 shares with an NZX
value of $5,464.
Ownership
During the year, 100 million shares
were issued as a part of the Vodafone
NZ acquisition. In addition 1.3 million
shares were issued under the dividend
reinvestment plan and as a part of a
management incentive plan, while
0.9 million shares were repurchased.
Leaving aside the Company
transactions noted above, there was
an approximately 10% change in
Infratil’s ownership over the year.
New Zealand domiciled ownership
rose slightly to 76%. As at 31 March
2020 the ten largest New Zealand
institutional holdings amounted to
157 million shares, an increase of
45 million over the year. The ten
largest offshore institutional holdings
rose to 91 million shares from
89 million a year prior.
2727
28
Bondholders
Information of interest to holders of
Infratil Infrastructure Bonds which is not
otherwise available in the Report is set
out below.
During the year, Infratil undertook a
number of bond transactions, raising
$316,440,800 at an average yield of
3.41% per annum and repaying
$148,997,600 which had an average
yield of 7.70% per annum.
What had been a positive and active
year for Infratil in the bond market
became turmoil in March as the
COVID-19 crisis impacted the financial
markets globally.
As Infratil has a material interest in
ensuring an orderly market for its bonds,
management kept in active contact
with the banks and brokers involved
with Infratil’s bonds and with the
Reserve Bank.
The board authorised intervention in
the market, to buy back bonds, if their
pricing became anomalously unfair to
the holders. As shown in the table on
page 29, for a period, pricing was at
those levels, but so too was the pricing
of most corporate and bank bonds.
Infratil buying back its own securities
was never going to stabilise prices if all
bonds were at fire-sale levels. This was
the basis of discussions with the Reserve
Bank, in case the market needed the
sort of support which only a central
bank can provide.
The advice received from the banks
and brokers was that Infratil should keep
its powder dry until the market had
normalised, and then reassess if Infratil’s
bonds warranted intervention. In the
event, no bonds were repurchased.
Up to date analysis indicated:
1. The secondary market for
New Zealand corporate bonds was
providing satisfactory liquidity for
Infratil’s bonds and pricing which
seemed roughly fair; in common with
other issuers.
2. Bond pricing reflects what is
happening with government bonds
and the perceived risk and liquidity
of the particular corporate security.
Looking at a diverse range of
corporate issuers, there had been a
similar trajectory of the prices of their
bonds and shares, indicating that
similar factors were driving both debt
and equity markets. Not surprisingly,
share prices moved a lot more than
bond prices.
3. Comparing NZ and US bond markets
showed a similar pattern of yield/
spread evolution since before the
COVID-crisis started to unfold, which
is quite remarkable considering the
relative scale of the markets and the
central bank buying support
announced in the US.
4. However, one major difference
between NZ and US bond markets
was that in the US primary issuance
continued, whereas in New Zealand
it completely stalled. There were
probably two main reasons for New
Zealand’s lack of activity. Investors
had alternatives, in particular, high
yielding bank deposits. Borrowers,
on the other hand, could source debt
from their banks at lower cost than
was available from bonds.
5. Naturally, it is hoped that the
corporate bond market resumes
new issuance. Of the $13 billion on
issue, 64% funds infrastructure, 14%
property and 8% agricultural
processing. There are few
comparable sources of long-term
debt available in New Zealand to
match long-term fixed assets, and if
suitable funding isn’t available it will
impede investment.
The Reserve Bank is monitoring
the market, but has expressed a
preference, if it becomes necessary,
to provide long-term loans to banks
so banks can undertake long-term
loans to corporates. As opposed
to the Reserve Bank getting involved
lending to companies or buying
their bonds.
The difference in approach by different
central banks probably largely reflects
the markets in which they operate.
As illustrated by the following graphs
which show the different sources of
corporate debt in the USA, Europe and
New Zealand.
Repaid $68,500,000 of 6.75% per annum coupon bonds which fell due in
November 2019.
Repaid $80,497,600 of 8.50% per annum coupon bonds which fell due in
February 2020.
Issued $123,186,000 of 15 December 2029 bonds which carry a coupon that
resets each 15th December at 2.50% per annum over the one year bank rate.
Issued $156,279,000 of 15 December 2026 bonds with a 3.35% per annum
coupon.
Issued $36,975,800 of 15 March 2026 bonds with a 3.35% per annum coupon.
29
At the time of writing this report, it is
becoming apparent that bond issuance
is becoming plausible again in
New Zealand. However, given that
issuance tends to fund long-term assets
and corporate investment will probably
be muted in FY2021, it may not be a
bumper year for corporate bonds. The
following tables give yields and spreads
over government bonds observed in the
USA (top table) and New Zealand
(bottom). The table on the left gives the
observed yield on the relevant days,
while the table on the right gives the
spreads (to 10 year Treasury bonds
in the USA and to 5 year NZ Government
Bonds (NZGB) in New Zealand). The
corporate bonds were chosen as being
roughly equivalent to the US ratings
categories provided by the Federal
Reserve Bank of St Louis.
USANew ZealandEurope
BanksNon-bank lendersBonds, rated A and betterBonds, other
% Per annum yieldsYieldsSpreads*
USA14 Feb27 Mar17 Apr15 May14 Feb27 Mar17 Apr15 May
10 year Treasuries1.590.720.650.64
AA Corp Bonds2.3
12.611.941.850.721.891.291.21
A2.393.
182.352.260.802.461.701.62
BBB2.924.803.683.42
1.334.083.032.78
BB3.527.
165.466.011.936.444.815.37
New Zealand
5 year NZGB1.170.740.500.17
4 year ANZ
1.902.501.45
0.91
0.731.760.950.74
5 year Fonterra2.342.602.
111.471.171.861.611.30
4 year Mercury2.804.503.502.901.633.763.002.73
4 year IFT2303.457. 0 05.504.002.286.265.003.83
6 year IFT2803.644.925.754.202.474.185.254.03
* The spread is the yield difference between the government bonds and the corporate bonds shown in the table.
30
Trustpower
Infratil 51%
Tauranga Energy Consumer Trust 27%
Public 22%
During the COVID-19 Lockdown offices were unlit, unlike residential apartments.
31
Trustpower experienced a
difficult year across its
generation and utility retailing
activities. The $35.7 million fall in
EBITDAF reflected a diverse
range of factors. Fortunately the
guidance for FY2021 is for at
least a partial recovery, with
EBITDAF of between $190 million
and $215 million.
In FY2020, generation earnings were
impacted by lower generation and
outages at two power stations. Retail
returns reflected tighter gross margins
and higher technology and marketing
costs.
After a decade of over supplied
generation, the position had begun to
tighten over the last two years, pushing
up wholesale prices and putting
pressure on retail margins.
One effect of this is likely to be a
lessening in the intensity of competition.
Trustpower analysis of the surge in
customer switching which happened
after about 2010 showed that 90% of
switches were between generators, as
opposed to pure retailers. It seems that
generators faced with excess capacity
were willing to accept wafer-thin retail
margins rather than accept wholesale
prices.
The question now is what happens as
demand-supply comes more into
balance?
However, the supply-demand picture
was markedly disrupted by the
COVID-19 lockdown dramatically
reducing demand and wholesale
electricity prices. During Level 4
electricity demand fell about 15% and
prices where about half of the quarterly
average.
The effect was largely overturned once
restrictions had returned to Level 2,
returning the focus to the bigger issues
for supply and demand:
• The future of the Tiwai Point smelter
and its use of 15% of the national
load. Originally it had been signaled
that a decision was to be made by
the end of March 2020. Presumably
COVID-19 is the culprit behind the
delay.
• Electrification of transport continues
to tick over. Electric vehicles make up
about 2.5% of all new light-vehicle
registrations and amount to about
20,000 vehicles of a total national
fleet of two million.
Theoretically, the rate of importation
should now accelerate markedly to
meet government targets. However,
most of New Zealand’s electric car
fleet was imported as used vehicles
indicating a high degree of price
sensitivity and this will be an
impediment to expanding the fleet
faster, especially during a recession
with lower petrol prices.
• The various legislative steps intended
to establish the regulatory structures
that will lower emissions have
gradually progressed, even during
lockdown. The Climate Change
Commission is gradually getting to
work, but changes proposed for the
Emission Trading Scheme appear
intended to maintain stable emission
prices, rather than to actually
influence the level of emissions.
While Trustpower’s utility retailing
delivered a disappointing financial
outcome over FY2020, there was
important progress with expanding the
take up of broadband and multi-fuel
offerings.
More than 50% of Trustpower’s
customers now take more than one
utility service, and the more than
100,000 broadband customers reflects
both the quality of the network offered
by Trustpower as well as price.
What Trustpower is seeing with its
broadband customers is much greater
data demand and an increasing focus
on the quality of the network. While
Trustpower owns relatively little fibre it
has contracted access to a high-quality
network.
Trustpower’s COVID-19 response
Trustpower was able to follow a well-rehearsed plan to respond to the
pandemic and associated restrictions.
• Retail and management staff were able to operate remotely, and still
managed to maintain all critical customer services and to make over
10,000 proactive phone calls to potentially vulnerable customers to
make sure they were okay.
• In the first week of Level 4 lockdown Trustpower processed 138,000
customer contacts (17% above normal levels) and 97% of these contacts
were handled digitally.
• Normal generation procedures were followed with no loss of availability.
• Directors and the senior leadership team agreed to donate 10% of their
FY2021 remuneration to charity. In addition, salary market movements
have been suspended for all staff.
32
Year Ended 31 March20202019
Retail electricity sales1,817GWh1,823GWh
Generation1,759GWh1,994GWh
Electricity accounts266,102267,414
Gas accounts41,29838,697
Telco accounts103,64296,142
Av. market spot price10.7c/kwh12.5c/kwh
EBITDAF
1
$186.5m$222.2m
Net profit after tax$97.6m$92.7m
Investment spend$34.8m$27.7m
Net debt$617.2m$562.1m
Infratil holding value
2
$1,022.4m$1,055.9m
1. EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
2. NZX market value at period end.
A copy of Trustpower's financial statements for the year ended 31 March 2020 are available at
https://www.trustpower.co.nz/investor-centre.
Waipori Power Station.
33
EBITDAF & Generation
Year ended 31 March
Over the last ten years Trustpower’s
hydro generation has risen via
acquisition and small-scale
development projects. With fluctuations
coming from rainfall changing from one
year to the next.
EBITDAF has shown some volatility
reflecting hydrology conditions, but the
trend has been flat as increased
generation has been offset by lower
wholesale prices and increasing retail
market competition.
EBITDAF per unit of
generation and the
average market price
of electricity
Year ended 31 March
Trustpower’s success as a utilities
retailer has meant that earnings per
unit of generation have been higher
than had the generation been sold
straight into the wholesale market.
Last year this run was disrupted by
a spike in wholesale prices. Even
though FY2020 was a difficult year,
the positive contribution of retail
normalised this to an extent.
Customers and retail
electricity sales
Year ended 31 March
The attraction of Trustpower’s utility
retailing offer is apparent from the
graph.
However, Trustpower’s electricity
sales per customer have fallen by
23% over the period, while costs per
customer have been stable.
0
500
,500
,000
2,000
2,500
3,000
GWh
$50
0
$00
$150
$200
$250
EBITDAF
$Millions
$300
208 20 202 203 206 207 205 204 2020 209
Generation (GWh)EBITDAF
EBITDAF
0
2
4
0
8
6
4
2
Cents/kwh
$80,000
$60,000
$40,000
$20,000
0
$00,000
$20,000
$40,000
EBITDAF
per GWh of
generation
208 20 202 203 206 207 205 204 2020 209
EBITDAF per GWh
NZ Market price
(Cents/kwh)
NZ Market price
Customer
Accounts
0
4,000
3,500
3,000
2,500
2,000
,500
,000
500
GWh
200,000
50,000
00,000
50,000
0
250,000
300,000
350,000
400,000
208 20 202 203 206 207 205 204
Electricity Accounts:TelcoGas
2020
Total Retail Electricity Sales (GWh)
209
Total Retail Electricity Sales
34
Tilt Renewables
Infratil 66%
Mercury Energy 20%
Public 14%
Waipipi wind farm construction workers social distancing under Level 3 restrictions.
35
Tilt Renewables is making
excellent progress developing
renewable generation assets in
Australia and New Zealand, and
its core generation business is
functioning smoothly.
Notwithstanding significant construction
progressing at two sites, Tilt’s strong
commitment to safe work practices saw
a 75% reduction in Lost Time Injuries with
only one in FY2020 and a 58% lower
Total Recordable Injury Frequency Rate
to 10.2 per million hours worked.
The year was dominated by
development activities, encompassing
the construction and de-risking of new
generation, and the A$1,073 million sale
of Tilt’s largest generation asset.
Operating earnings (EBITDAF
3
) of
A$117.5 million were dwarfed by the
A$486 million realised gain from the sale
of its 270MW Snowtown 2 wind farm.
There was a trade-off in that Tilt would
have delivered EBITDAF
3
close to last
year’s A$135 million but for the sale in
December 2019.
Tilt’s core business is the development
and ownership of renewable generation,
but at times it makes sense to sell an
asset when the transaction value is
compelling. The background to the
Snowtown 2 transaction is explained
below:
• Development of the Snowtown site
north of Adelaide started in the early
2000s and Snowtown 1 was
completed in 2008. In 2013 work
started on Snowtown 2 and it was
commissioned in 2014.
• Snowtown 2 contains 90 3MW
turbines and in an average year
generates about 875GWh. This
output was sold on contract to Origin
Energy through to 2035. Origin
acquired both the electricity and the
associated green certificates.
• In December 2019, Tilt sold
Snowtown 2 to diversified Australian
infrastructure investment fund,
Palisade, for A$1,073 million.
- The book profit on the transaction
was A$486 million.
Year Ended 31 March202020192018
Australian generation1,170GWh1,395GWh1,225GWh
New Zealand generation 665GWh659GWh571GWh
Australian revenueA$128.6mA$151.3mA$121.7m
Average price
1
11.0c/kwh10.8c/kwh9.9c/kwh
Australian contracted sales41%
2
75%95%
New Zealand revenueA$41.6mA$42.0mA$36.2m
Average price 6.3c/kwh6.4c/kwh6.3c/kwh
New Zealand contracted sales100%100%100%
EBITDAF
3
A$117.5mA$134.8mA$103.8m
Net profit after taxA$478.4mA$12.2mA$16.9m
Investment spendA$481.1mA$118.6mA$83.6m
Net debt
4
(A$418m)A$347mA$593m
Infratil’s holding value
5
NZ$926.0mNZ$720.9mNZ$285.9m
1. Including green certificates (LGCs). 11.0c/kwh is the same as A$110,000/GWh (1GWh = 1,000,000
kwh). All prices are in A$.
2. Excluding Dundonnell which is still under construction and Snowtown 2 which was sold.
3. EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
4. As at 31 March 2020 Tilt had net cash and deposits of A$679 million and $261 million of debt. Lease
liabilities of A$126 million are not included. Repayment of approximately A$260 million to
shareholders is intended in July via a court approved scheme to buy back 1 in 5 shares.
5. NZX market value at period end.
A copy of Tilt Renewables financial statements for the year ended 31 March 2020 are available
at https://www.tiltrenewables.com/investors-landowners/
- The proceeds were used to retire
debt and provide funding for
development projects.
- If it receives support at a special
meeting, Tilt intends to return
approximately A$260 million
of capital to shareholders in
July 2020.
While the transaction had
considerable value in its own right,
for Tilt, it was complimentary with
the development of the Dundonnell
wind farm, which is of a similar scale
to Snowtown 2.
Construction of the 336MW
A$560 million Dundonnell wind farm in
Victoria progressed largely on time and
on budget. 70% of its turbines are now
in place and full completion is
anticipated later in FY2021. Tilt also
sold a further 20MW of the wind farm’s
output to ALDI foods on a long-term
contract. 87% of the generation is now
forward sold for fifteen years and 6%
for a decade.
Construction of the 133MW
NZ$277 million Waipipi wind farm
started in South Taranaki following
agreement with Genesis Energy for
them to acquire 100% of the output
for twenty years.
This transaction plays to the respective
strengths of the two companies; as
an expert wind developer Tilt is able
to offer competitively priced wind
generation and Genesis is better
placed to manage the electricity
production and price risk through its
integrated electricity business and
diverse portfolio of other forms of
generation.
36
Development projects
Under construction
Operating assets
Liverpool Range
1000MW (wind)
Blayney
10MW (wind)
Crookwell
5MW (wind)
Rye Park
300MW (wind)
Dundonnell*
336MW (wind)
Salt Creek
54MW (wind)
Palmer
300MW (wind)
Waddi
105MW (wind)
40MW (solar)
Snowtown (Stage I)
101MW (wind)
Snowtown Solar/Storage
65MW (solar)
40MWh (battery)
Queensland Projects
250MW (wind)
160MW (solar)
Waipipi*
133MW (wind)
Omamari
70MW (wind)
Mahinerangi (Stage I)
36MW (wind)
Mahinerangi (Stage II)
160MW (wind)
Tararua (Stage I & II)
68MW (wind)
Tararua (Stage III)
93MW (wind)
Kaiwera Downs
240MW (wind)
Victoria Developments
250MW (wind)
150MWh (battery)
Construction at Waipipi was delayed for five weeks by
COVID-19 restrictions, but completion is still expected late in
FY2021 as originally planned.
The economics of Waipipi are worth noting. It is budgeted
to cost $277 million, have a life of over thirty years generating
an average 455GWh per annum, sufficient for 65,000 typical
New Zealand households. This gives a capital cost of $4,262
per household, clearly demonstrating that utility scale
renewables are a great deal cheaper than rooftop solar.
In addition to the two large scale construction projects, Tilt is
also progressing a development pipeline (see map) of over
3,000MW of wind, solar and battery storage options, arguably
the best in Australasia.
This includes repowering Tilt’s 68MW Tararua 1&2 wind farm,
part of which has been operating for two decades.
Comparing its technology with that being installed at Waipipi
is instructive and explains why a repowered Tararua could
more than double capacity to 140MW.
Tararua 1&2Waipipi
Turbine number10331
Turbine capacity0.66MW4.3MW
Blade length23.5 metres65 metres
Maximum height73 metres160 metres
Total capacity68MW133MW
Average production245GWh455GWh
*
37
EBITDAF
1
& Generation
Year ended 31 March
EBITDAF
1
per unit of generation
Year ended 31 March
Projected generation
& electricity price risk
MW capacity
400
300
200
00
0
500
600
700
800
20202025203020352040
Waipipi - Genesis Energy
Mahinerangi - Trustpower
Tararua /2 - Trustpower
Tararua 3 - Trustpower
Salt Creek - Meredian
Dundonnell - ALDI
Dundonnell - State of Victoria
Snowtown
Dundonnell - Snowy Hydro
0
500
,500
,000
2,000
2,500
GWh
$30
0
$60
$90
$20
$50
EBITDAF
A$Millions
208 20 202 203 206 207 205 204 2020 209
NZ Generation (GWh)
Australian Generation (GWh)
EBITDAF
EBITDAF
$0,000
$20,000
$30,000
$40,000
$50,000
$60,000
$70,000
0
(A$)
208 20 202 203 206 207 205 204 2020 209
EBITDAF per GWh (A$)
1 EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results Presentation 2020.
38
Longroad Energy
Infratil 40%
New Zealand Superannuation Fund 40%
Management 20%
Prospero Solar project, Texas, USA.
39
10%
20%
30%
40%
50%
60%
70%
200 200 208
CoalHydroWindSolarNatural Gas
0
California share of
generating capacity
by fuel type
California provides a useful case
study. As will be apparent from
the graph, the State has
experienced a huge shift in its
generation mix this century,
much of it due to State
greenhouse gas emission targets
and policies. In 2020 State
requirements are for 33%
renewable generation, rising to
60% by 2030 and 100% by 2045.
During the year Longroad’s
development initiatives gave
rise to economic gains of which
Infratil’s share was between
$46 million and $66 million, while
Infratil also received cash
distributions of $33.4 million.
However, the accounting earnings
Infratil recognised only amounted to
$4.7 million. This was because the
development sales executed by
Longroad were for 50% interests in the
relevant projects. While Longroad
retains 50% it will not account for the
gains, even if there was a significant
cash difference between the cost of
Longroad’s involvement in the
developments and the sale value of
the 50%.
As at 31 March 2020, Infratil had its
shareholding in Longroad independently
valued at $162.4 million which is an
increase of $39.7 million on last year’s
figure.
The valuation looked at each of
Longroad’s projects and estimated the
net realisation value, based on market
evidence. Value was attributable
approximately 70% to late stage
development projects and 30% to
owning and operating generation.
• Over the year, Longroad increased its
management of generation for third
parties to 1,472MW and its ownership
of generation to 1,133MW (including
419MW of projects under
construction).
• In total, Longroad has now
developed 751MW of generation,
with another 907MW under
construction.
• Construction is underway on 907MW
of generation capacity:
- 594MW of solar. (Little Bear in
California and Prospero in Texas)
- 313MW of wind. (El Campo in Texas
and the Minnesota repowering
project)
• In all cases the majority of electricity
from the developments was sold on
long-term contracts.
• Also in all cases at least 50% of the
equity in the projects has been sold.
While the pandemic and its economic
impact is disruptive in the short term,
there is no reason to anticipate a
reduction in opportunities to develop
new renewable generation over the
medium term.
The US is generally favourable for the
development of renewable generation.
US corporates have been active buyers
of “green” electricity on long-term
contracts. Low cost debt and tax
efficient funding has been available to
credible counterparties. Many states are
supportive of initiatives to increase
renewable electricity generation which,
together with falling plant cost, is
balancing lower Federal support.
In addition, there continues to be strong
demand for operational contracted
generation from long-term investors,
especially those seeking ethical low risk
investments.
40
NZ$ figures are as at 31 March
US$ figures are as at 31 December20202019
Infratil aggregate investment amount$185.8m$154.0m
Infratil capital received back$184.7m$151.3m
Infratil share of associate’s earnings$4.7m$46.4m
Net surplus before taxUS$6.7mUS$59.5m
Owned generation1,054MW684MW
Managed generation1,472MW1,236MW
Employees111 people90 people
Infratil’s holding book value-$10.8m
Infratil holding market value
1
NZ$162.4mNZ$122.7m
1. Based on an independent valuation at 31 March 2020 as outlined on pages 16 and 18.
Phoebe 312MW solar.
Texas
This project was sold in FY2019.
Rio Bravo 238MW wind.
Texa s
The US$300 million project was started in FY2019
and sold with development gains recognised on
commissioning in FY2020. Longroad has an ongoing
asset management role.
Prospero I 379MW solar.
Texa s
Construction is nearly complete on this US$416 million
project with output sold to Shell. 50% of the equity
was sold on 1 April 2020 and no gain will be
accounted unless additional equity is sold.
El Campo 243MW wind.
Texa s
Construction of this US$335 million project is well
advanced. Most of the output has been sold to
Crown Holdings and DaVita Industries. 50% of the
equity has been sold to two Danish pension funds.
Longroad has an ongoing asset management role.
Because only 50% has been sold, no accounting gain
has been recorded.
Federal Street 220MW
solar. Various locations
100% ownership.
Minnesota 70MW windLongroad has now started a US$77 million
repowering development and has sold the facility on
commissioning to Xcel Energy. This is expected to be
in FY2021 at which time the accounting gain will be
recognised.
Milford 306MW wind.
Utah
100% ownership.
Little Bear 215MW solar.
California
Construction has commenced on this development
following agreement with Marin Clean Energy to
purchase the electricity. 50% of the equity was sold in
FY2020 to PKA and PenSam two of Denmark’s largest
pension funds. Again, unless additional shares are
sold the accounting gains will not be recognised.
Montgomery Street
108MW wind/solar.
100% ownership.
Over the year, Infratil advanced
$31.8 million to Longroad, received
back $33.4 million, and accounted
for a net contribution of
$4.7 million being Infratil’s share of
Longroad’s net surplus and fees.
As at 31 March 2020, Infratil
guaranteed $94.6 million of letters
of credit issued by Longroad
($85.0 million as at 31 March 2019).
41
Milford Wind
306MW
Montgomery Street Wind
108MW
Little Bear Solar* (50% sold)
215MW
Phoebe Solar (sold)
315MW
Prospero I Solar* (50% sold)
379MW
dc
El Campo Wind* (50% sold)
243MW
Rio Wind (sold)
238MW
Minnesota Wind* (sold)
70MW
Federal Street
Solar
299MW
Operational assets
* Under construction
Projects
42
Wellington
Airport
Infratil 66%
Wellington City Council 34%
Karl McKenzie, Soundsair pilot, enjoys a coffee during Level 2 Lockdown provided by Dmitry and Veronika Sedov, owners of the Three Quarter Society
specialty coffee bar.
43
“It was the best of times, it was
the worst of times”, the famous
opening words of Dickens’ novel,
A Tale of Two Cities sums up
Wellington Airport’s year.
Achievements over the first eleven
months included:
• Solid international traffic growth, with
the marque event being Singapore
Airlines introducing new A350 aircraft
on its service with Melbourne-
Singapore and an increase in
frequency to five times a week.
Domestic traffic was flat year on year
following the withdrawal of Jetstar
from regional services and the
rationalisation of trunk capacity
following well above trend increases
over the prior three years. Jetstar are
to be complimented for trialing
regional services.
• The Airport published its 2040
Masterplan setting out the physical
works required to ensure capacity is
available to accommodate 20 years
of forecast growth. Including $1 billion
of investment over the next decade.
• Aeronautical prices for the FY20-24
years were determined following
constructive consultation with the
airlines, overseen by the Commerce
Commission. The substantial
investment forecast was not a
sticking point as, at that time, all
parties appreciated the necessity.
• The final stage of the $100 million
domestic terminal renovation was
completed, creating 50% more space,
excellent functionality, and a warm
ambiance. To accommodate future
growth the Airport increased its land
area 12% with the acquisition of two
hectares from the Government and a
contract to purchase 13 hectares
from the Miramar Golf Club.
• No Lost Time injuries to staff and an
outstanding health and safety report
on all Airport users and workers.
• $100 million 4% per annum coupon
ten year bond issue, as a part of the
Airport’s risk-averse approach to
using long-term bond funding for
core debt requirements.
Year Ended 31 March 20202019
Passengers Domestic5,225,9995,488,013
Passengers International919,741 929,457
Aeronautical income$80.8m $81.5m
Passenger services income$45.2m$42.6m
Property/other income$13.5m $12.9m
Operating costs
1
($36.3m)($35.6m)
EBITDAF
2
$103.2m $101.4m
Net profit after tax
3
$28.9m$23.5m
Investment spending$80.6m $72.5m
Net debt$516.9m $456.9m
Infratil cash income$44.3m $40.5m
Infratil’s holding value
4
$487.6m $481.5m
1. For FY2020 this includes a $1 million bad debt provision.
2. EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
3. Net profit after tax includes a subvention payment of $44.3 million (2019: $40.5 million).
4. Infratil’s share of net assets excluding deferred tax at period end.
A copy of Wellington International Airport's financial statements for the year ended 31 March 2020
is available at https://www.wellingtonairport.co.nz/business/investor-services/financial-reports/
In the twelfth month, the situation
changed abruptly, and the Airport went
from 501,500 passengers in February to
4,500 in April. The almost total collapse
in activity caused by COVID-19 travel
restrictions necessitated urgent and
difficult remedial steps:
• Capital investment for FY2021 was
reduced 80%. Projects intended to
accommodate growth were deferred
until growth resumes. Projects
intended to maintain physical
integrity and meet regulatory
requirements were, if possible,
rescheduled.
• Operating costs were reduced 26%.
An airport serving far fewer users and
with far less capital investment can’t
afford to pay people as much and
has fewer jobs for people to do.
• Terms were agreed with the Airport’s
shareholders and lenders to ensure
funds are available until traffic and
revenues return to more viable levels.
• The mid-stream switch from
accelerator to brake tested the
character and capability of the Airport
team, who showed they have what it
takes. Going hard and going fast,
minimised harm to staff, tenants, other
stakeholders, and shareholders, and
positioned the Airport for recovery.
There are naturally questions about
the trajectory of the recovery, given
that it depends on controlling
COVID-19, regulation, demand and
supply. It is however becoming apparent
that while global mobility propelled
COVID-19’s global spread, very few
people actually caught the virus while
travelling by air. Wellington Airport is
working closely with New Zealand
aviation interests and government
agencies to develop protocols to ensure
air travel is safe, healthy and available.
Evidence from many markets
indicates that air travel is largely
determined by income levels,
convenience, and the cost of travel.
As the economy recovers, peoples’
financial circumstances and their
confidence will lift, while on the other
side of the ledger the affordability of
travel will improve as all parties focus on
productivity and efficiency.
44
Wellington Passenger
Throughput & NZ Gross
Domestic Product
Actual 1998-2020
Forecast FY2021-FY2022
Over the 22 years since Infratil made its
1998 investment into Wellington Airport,
NZ’s real GDP has expanded by 2.80%
per annum and passenger numbers
have risen 2.85% per annum.
While international passengers have
increased at a faster rate than those on
domestic services, 85% of passengers
are still flying domestically.
Wellington Airport Passengers
FY2020-FY2022
The graph shows Wellington Airport’s
monthly traffic from April 2019 through
to when COVID-19 restrictions came
into force March-May 2020.
The dashed lines show the forecast
range of traffic out to the end of FY2022.
Kaitiakitanga
An unfortunate consequence of the
COVID-19 crisis was the distraction of
attention from the Airport’s social,
community, and environmental
initiatives, to which the Airport
contributed $2.5 million in FY2020.
The Airport also appointed a
Sustainability Manager to plan and
manage the goals of reducing emissions
and waste by 30% by 2030.
Wellington Airport now offers battery
recharging in its car park and for
airfield vehicles and is increasing its
own use of electric vehicles.
In FY2020 Wellington Airport started
using the GRESB Assessment tools to
measure and report on its environmental
and social performance. This will enable
the Airport to determine where it needs
to improve, to track improvements, and
to benchmark against peers. The GRESB
reports are widely used by fund
managers to measure company’s
environmental, social and governance
performance.
7
6
5
4
3
2
Annual Passengers (Millions)GDP (Billions)
Forecast
0
$400
$350
$300
$250
$200
$50
$00
$50
$0
DomesticInternationalGDP
9982000 2002 2004 2006 2008 200202 204 206 208 2020 2022
600,000
500,000
400,000
300,000
200,000
00,000
Monthly Passengers
Apr-
9
Jun-
9
Aug-
9
Oct-
9
Dec-
9
Feb-20
Apr-20
Jun-20
Aug-20
Oct-20
Dec-20
Feb-2
Apr-2
Jun-2
Aug-2
Oct-2
Dec-2
Feb-22
0
45
EBITDAF & Passengers
Year ended 31 March
Over the ten years EBITDAF
1
rose
from $72 million to $103 million (it was
reduced by approximately $4 million
by COVID-19 travel restrictions).
Passenger numbers lifted 1,011,513.
An average annual increase
of 82,978 domestic and 29,463
international travellers.
Aeronautical & Services income
Year ended 31 March
Wellington Airport’s 20% increase in
EBITDAF
1
/passenger over the period
(to $16.79) reflects better passenger
services, an increase in property income,
and good cost control.
Wellington has the lowest per passenger
aeronautical costs of any jet airport in
Australasia.
The cost of travel
Year ended 31 March
Over the ten years, consumer prices
rose 18%. The cost of domestic
New Zealand air travel increased 35%.
The cost of international air travel for
New Zealanders fell 25%.
Over the decade, the international air
travel market has delivered considerably
more value for New Zealand users
relative to the less competitive domestic
market.
AeronauticalRev/PaxCost/Pax
Auckland$16.91$5.95
Wellington$13.38$3.76
Christchurch$14.21$5.95
Queenstown$13.24$5.00
From Airport Disclosures
0
$20
$60
$40
$80
$00
0
2
3
4
5
6
7
Passengers
Millions
EBITDAF
$Millions
208 20 202 203 206 207 205 204 2020 209
Domestic passengers
International passengers
EBITDAF
EBITDAF
$0
$5
$0
$5
$20
$ Income Per
Passenger
208 20 202 203 206 207 205 204 2020 209
Aeronautical incomeServices income
Statistics New Zealand
International air travel cost index
Domestic air travel cost index CPI
Index
2010
2011
2012
2013
2014
2017
2018
2019
2020
2016
2015
0
20
40
60
80
100
120
140
160
1 EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results Presentation 2020.
4646
CDC
Data Centres
Infratil 48%
Commonwealth Superannuation Corporation 24%
Future Fund 24%
Management 4%
(during the year CSC sold half its shareholding to
the Future Fund, Australia’s Sovereign Wealth Fund)
Construction of CDC’s Eastern Creek 3 data centre, Sydney.
47
Since Infratil and Commonwealth
Superannuation Corporation acquired
96% of CDC Data Centres in September
2016 the enterprise value of the
company has risen from A$1,075 million
to A$4,193 million (mid-point estimate),
reflecting a series of material changes
to the industry and the Company.
• Globally, the generation of electronic
data and the need for its
transmission, storage and compute
continues to grow.
• Data storage and processing
provided in the “cloud” is incentivising
organisations to relocate their data
and its processing away from their
own infrastructure to hyper-scale
server farms in large data centres.
• Increasingly organisations are seeing
data storage and compute
requirements as critical infrastructure
and separating them from their
broader IT services, consulting and
telecommunications function and
entrusting them with specialist
providers like CDC.
• As the volume of data has risen, so
too has the focus on sovereignty and
security.
Each of these factors is contributing to
growing demand for CDC’s capacity.
Including to the extent that some clients
will pre-contract before construction
starts on new centres.
Expanding demand and less
development risk is an attractive
combination.
During FY2020 CDC undertook
A$446.6 million of capital investment
in facilities, building out the internal
infrastructure of completed data centres
as client commitments were secured.
While roughly 50% of the cost of a data
centre is the building and core services,
the other 50% is the fit-out of server
racks and electrical, cooling and data
transmission infrastructure which occurs
as a centre is progressively occupied.
This ensures that a large part of capex
outlay is only committed once revenue
is secure.
• Completing the Eastern Creek 2
and Hume 4 data centres.
• Starting work on Eastern Creek 3.
• Additional land acquisitions in
Canberra and Auckland.
• Preparatory work for Fyshwick 3,
Eastern Creek 4 and two Auckland
centres.
CDC’s in-house management of
construction is an important factor to
the Company’s success. There is
proprietary expertise in designing and
configuring data centres to ensure
their operational efficiency. Undertaking
this work in-house captures this
expertise as well as enabling
construction cost savings and rapid
build times.
Agreeing long-term contracts with
creditworthy clients has allowed
CDC to cost-efficiently fund its
capital works programme with a new
flexible debt package with terms
which allow the debt facilities to be
expanded progressively over time.
Over the year CDC increased bank
facilities by A$605 million to over
A$1,500 million which is sufficient to
complete contracted construction and
fit-out work.
CDC has commissioned 105MW of
capacity at data centres on three
campuses, with construction well
advanced on a further 28MW and
preparatory work underway on another
20MW. All told, CDC’s campuses could
accommodate over 278MW of data
centre capacity.
Year Ended 31 March 20202019
Available capacity105MW67MW
EBITDAF
1
A$117.5mA$72.1m
Infratil share of EBITDAF
1
NZ$59.6mNZ$37.2m
Net profit after taxA$289.1mA$136.6m
Contribution to InfratilNZ$161.0mNZ$83.9m
CapexA$446.6mA$291.6m
Net debtA$912.4mA$517.8m
Infratil holding book valueNZ$693.4mNZ$555.3m
Infratil holding market value range
2
NZ$1,355-1,711mNZ$841-942m
1 EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
2. Based on an independent valuation at 31 March 2020 as outlined on pages 16 and 18.
4848
ScaleCommissioned
Hume 1 & 212MW2008 and 2011
Fyshwick 118MW2015
Hume 39MW2016
Fyshwick 221MW2018
Eastern Creek 17MW2018
Eastern Creek 213MW2019
Hume 425MW2019
Eastern Creek 328MWCommissioning 2020
Other Sydney75MWPreparatory work underway
Other Canberra50MWPreparatory work underway
Auckland 110MWExpected in 2022. Additional site potential
Auckland 210MWExpected in 2022
Australian government policy strongly
recommends the use of certified
sovereign data centres which comply
with data sovereignty, supply chain and
ownership criteria, and CDC is working
towards this level of certification. It is
expected that this combination of
reliability, specialisation and sovereignty
will also play out in New Zealand.
As at 31 March 2020 CDC was valued
for Infratil by independent valuers Grant
Thornton. The valuation is the present
value (after all applicable taxes and
fees) of the cash flows available to
shareholders from the 278MW data
centres which are operating, or under
construction, or have a near certainty of
construction occurring. Different equity
return targets are allocated to each
centre depending on their risk, with the
average target return range being
10.6% to 12.2% per annum.
Auckland
Eastern Creek
Hume
Fyshwick
The increase in the valuation over the
year reflects several factors including
the development pipeline and sales
activity. The reasonableness of the
valuation was tested by comparing
metrics such as Value/Earnings against
those observed with other data centre
companies.
49
2020201920182017
Capacity105MW67MW39MW39MW
Rack utilisation76%80%78%58%
Average lease term
(excluding options)
8.6 years9.0 years4.2 years4.7 years
EBITDAF
1
A$117.5mA$72.1mA$55.8mA$47.5m
CapexA$446.6mA$29
1.6mA$45.8mA$66.5m
The CDC Fyshwick 2 facility opening, December 2019. From left to right: Brett Chenoweth:
Chairman, CDC Data Centres, Randall Brugeaud: Chief Executive Officer at the Digital Transformation
Agency, Renee Leon: Secretary of the Department of Human Services, Hon. Stuary Robert MP:
Minister for National Disability Insurance Scheme and Greg Boorer: Chief Executive Officer & Founder,
CDC Data Centres.
80
60
40
20
00
80
60
40
20
Data Centre Capacity (MW)EBITDAF
1
(A$Millions)
0
$80
$60
$40
$20
$00
$80
$60
$40
$20
$0
CapacityEBITDAF
1
20
7 20
8 20
9 2020202
(forecast)
CDC Capacity & EBITDAF
1
31 March
1 EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
50
Vodafone
New Zealand
Infratil 49.9%
Brookfield Infrastructure Partners 49.9%
Management 0.2%
A feature of the Level 4 lockdown were supermarket queues, physical distancing, and a massive increase in data use.
51
Year Ended 31 March20202019
Mobile revenue$893.2m$879.6m
Fixed broadband revenue$726.1m$748.5m
Other revenue$427.4m$333.8m
Operating costs($1,566.1m)($1,504.9m)
EBITDAF
1
$480.6m$457.0m
Capex$284.8m$253.0m
EBITDAF
1
less Capex$195.8m$203.0m
Net debt$1,266.6m-
1 EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
2019 Operating costs have been adjusted to be presented on a like for like basis with 2020. This
primarily reflects an adjustment to charges from Vodafone PLC under the new ownership structure
to reflect those incurred in the period of Infratil and Brookfield ownership (8 months).
The $3.4 billion acquisition of Vodafone
New Zealand was completed on
31 July 2019. Infratil’s investment was
$1,030 million and Vodafone NZ
assumed $1,342 million of debt.
Vodafone NZ provides a substantial part
of New Zealand’s telecommunications
infrastructure at a time when data and
its transmission is critical to economic
activity and is expanding rapidly
through increasing use of smartphones,
streamed video, the advent of 5th
generation mobile networks and new
applications.
New Zealand is, on OECD comparisons,
well served in both mobile and
broadband. Department of Statistics
indices show that every year consumers
receive greater benefit for less cost. In
2016, the $60 Red Lite Pay Monthly Plan
had 4GB + unlimited minutes and texts.
Today, the $60 Endless Medium Plan gets
12GB Data + unlimited minutes and texts.
Competition has been intensified by
network evolution and a plethora of
“free” value-added services aimed at
attracting users. Companies in the
sector have struggled to translate
growth into a return on their significant
infrastructure and services investment.
Rapid demand growth, technological
change, and the intense competition
has led to industry-wide cost pressures,
and lags in the improvement of IT and
customer service systems.
In this challenging commercial
environment, Vodafone NZ also had to
exist as a small part of a global
multinational with ownership and
structural uncertainties. The new owners
are encouraging the leadership team to
quickly evolve Vodafone NZ into a
New Zealand-centric, digital
infrastructure and service business
providing simple products and services
that are easy to use, reliable, and fairly
priced.
Another goal for Vodafone NZ is to
expedite the roll-out of the 5th
generation of mobile technology, while
also expanding the availability of
broadband and mobile coverage to
rural areas and pockets which are
currently missing out. The Rural
Connectivity Group Limited, of which
Vodafone NZ is a member, is installing
wireless network infrastructure in
sparsely populated regions to improve
coverage while enabling industry
participants to share costs. It is an
example of getting the balance right
between investment in capacity and
services and competition delivering
innovation and fair prices.
It would be remiss not to note Vodafone
NZ’s ongoing areas of community
support. It is continuing with a diverse
range of initiatives, especially aimed
at helping disadvantaged youth. Since
the launch of the Vodafone Foundation
it has contributed over $25 million
to this and other social areas.
https://foundation.vodafone.co.nz
Before, during and after
COVID-19
Before the COVID-19 crisis, Vodafone
NZ’s key work programmes were
focussed around three areas:
• Transforming operations from a
complex, legacy telco to a digitally
focused, simplified business able to
deliver high-quality services off a
lower cost base.
• Improving the customer experience,
including establishing a team of over
250 people charged with both
improving the response to customers
and helping to resolve the
complexities of Vodafone NZ’s
multiple back-office systems.
• Delivering 5G mobile network
leadership with the launch of 5th
generation capability in Auckland,
Wellington, Christchurch and
Queenstown in December 2019.
Initial results with cost management
were excellent while improving the
customer experience will take time.
The pandemic and how it impacted
operations and customer needs has not
altered the goals. It has underscored
connectivity’s critical importance to
52
Average consumer monthly
data use
NZ consumers’ monthly data
transmission needs have risen 46% per
annum over the decade (mobile data
has risen 72% per annum).
Connected to the internet
(Devices and homes/
businesses)
The connectivity spans smartphones,
fixed broadband (wireless and via fibre
and copper) and machine to machine
devices such as smart metres.
0
200
150
00
50
GB/Month
Average fixed broadbandAverage mobile device
208 200 20 202 203 206 207 205 204 209
9
8
7
6
5
4
3
2
0
Connections (millions)
Mobile devicesMachine to machine devices
Fixed wireless broadband connectionsFixed broadband connected by fibre, copper, etc
208 200 20 202 203 206 207 205 204 209
social and economic wellbeing, and the
industry’s financial challenge in
providing this. Most customers subscribe
to unlimited data plans on a fixed
price, so higher use does not always
mean higher revenue.
Operationally, Vodafone NZ quickly
transitioned to working from home and
was able to assist many business
customers to do the same. The physical
restrictions of lockdown impacted some
customer services, but this was
mitigated by redeploying retail staff and
encouraging customers to use digital
and self-service channels.
On their part, customer behaviour also
changed markedly. Relative to before
the introduction of Level 4 restriction,
phone calls increased 60%, data
transmission rose 20% to 50%, use of
online chat services grew 400% and
social media channels by 250%. Video
conferencing and online shopping
became much more widely used.
With consumers accelerating their
adoption of digital tools, Vodafone NZ
also accelerated its programmes to
provide more services digitally.
Looking ahead
While the recovery from COVID-19
contains many uncertainties, it is certain
New Zealanders will increasingly utilise
and rely on technology, data, and
connectivity.
Vodafone NZ will be evolving to meet
these demands; by digitising,
automating, and simplifying its own
systems and introducing more user-
friendly self-service tools for customers.
Telecommunications is a competitive
and increasingly commoditised business
which will be operating in a tough
macro-economic environment. Along-
side operational improvements,
it will be critical that investments are
directed to core functions and areas
with real efficiency or customer benefit.
The Commerce Commission’s reports
on the New Zealand telecommunication
industry for the last decade show
massive increases in data transmission
(up 30x) using four times as many
connections. This has been facilitated
by a $
15.6 billion investment by
telecommunications companies, which
has not increased either average
household costs or overall sector
revenue. Vodafone NZ has maintained
its size while the industry has grown
around it.
The New Zealand Telecommunication Market. Statistics From The Commerce Commission Monitoring Reports
53
Industry investment
To deliver the massive increase in
data transmission $15.6 billion has
been invested in the New Zealand’s
telecommunications infrastructure
and services.
Industry revenue
Users are getting a lot more
telecommunications capacity, and
not having to pay for it.
Commerce Commission data for
annual sector revenue and monthly
household telecommunications
costs shows that both have been
largely flat over the period.
Vodafone NZ connections
Over the decade Vodafone’s number
of connections
,800
200
400
600
800
,000
,200
,400
,600
0
$Millions
OtherMobileFibre
208 200 20 202 203 206 207 205 204 209
6,000
$MillionsAverage household cost
,000
2,000
3,000
4,000
5,000
0
$ 45
$ 40
$ 50
$ 30
$ 35
Mobile annual revenueFixed line annual revenueAverage monthly house telecommunication cost
208 200 20 202 203 206 207 205 204 209
3.5
3.0
Millions
0.5
.0
.5
2.0
2.5
208 200 20 202 203 206 207 205 204
00
Mobile connectionsBroadband connections
209
54
RetireAustralia
Infratil 50%
New Zealand Superannuation Fund 50%
Infratil and NZ Superannuation
Fund acquired RetireAustralia in
late 2014 with the objective of
transitioning what was essentially
a residential property business
into a fully integrated provider of
retirement accommodation, living
and care.
The Australian retirement market
continues to face difficult conditions.
Regional areas of Australia have
experienced volatile property markets
and associations between retirement
living and the aged care sector
continued with the Royal Commission
into Aged Care Quality and
Safeguarding. The COVID-19 pandemic
came as a further challenge.
Against this backdrop, RetireAustralia
achievied an increase in sales and
progressing new developments. It
also appointed Paulene Henderson as
CFO and Dr Brett Robinson as CEO.
Ms Henderson’s experience includes
10 years as CEO of a residential
property company. Dr Robinson has
an extensive background in medicine
and health administration.
Retirement village residents meeting family during COVID-19 restrictions.
55
Australian Retirement Living Council for
the outstanding contributions they make
to their communities. Julie received the
Village Manager of the Year Award for
New South Wales, while Debbie was
bestowed the same honour for South
Australia.
Protecting residents from COVID-19 is
RetireAustralia’s top priority. When the
risk became clear management closed
community facilities, established checks,
and enforced social distancing
protocols.
Assistance with essential services such
as groceries and medication was
arranged by village staff, and to combat
social isolation, regular wellness checks
were performed, along with many
imaginative social activities that could
be performed at a safe distance.
As social distancing restrictions ease,
RetireAustralia is able to both allow
normal village life to resume and to
open its villages for visits by potential
new residents. It is too early to tell how
COVID-19 and the economic fallout will
impact RetireAustralia. However,
underlying demand for retirement village
accommodation should remain stable.
COVID-19 specific marketing messages
and content have been developed to
educate the market on the safe and
secure lifestyle on offer in RetireAustralia
communities, encouraging potential
residents to explore retirement village
living.
Construction is progressing on the 40
unit stage one of the 177 unit village,
The Verge, which is adjacent to the
Burleigh Golf Club on the Gold Coast,
and on 58 units within the existing Wood
Glen village on the NSW Central Coast.
Infratil had its holding in RetireAustralia
independently valued as at
31 March 2020. This gave a value
for Infratil’s holding of A$303.2 million
1
which was A$41.8 million less than a
year prior (taking into account the
A$58 million equity injection). This
valuation was based on forecast
discounted cash flows using a 10.5% per
annum discount rate to value existing
villages and 14.7% per annum to value
developments. It included a 5% fall in
house prices, which has been the
average peak-to-trough fall in
residential values experienced in the
four recessions experienced in Australia
in the last four decades.
Naturally it is disappointing, but the
projected returns anticipated are
conservative and attractive.
Year Ended 31 March 20202019
Residents4,9554,943
Serviced apartments535465
Independent Living Units3,5203,520
Unit resales292244
Resale cash gains per unitA$137,374A$133,666
New unit sales1615
New unit average priceA$512,625A$721,600
Occupancy receivable /unit
2
A$92,355 A$89,319
Embedded resale gain/unit
2
A$35,948 A$39,381
Underlying profit
3
A$17.0m A$17.1m
Net profit after tax (A$99.5m) (A$44.5m)
Capex A$53.2m A$59.4m
Net external debt A$153.4m A$198.2m
Infratil’s holding valueNZ$291.5mNZ$289.3m
1. Based on an independent valuation at 31 March 2020 as outlined on pages 16 and 18.
2. The values are estimates of point in time value. What RetireAustralia would receive in cash for
deferred occupancy fees and capital gains if all residents left and the occupancy rights were resold
on that particular date. The resale values were estimated by independent valuers based on market
and actual transactions.
3. Underlying Profit is an unaudited non-GAAP measure and is defined in the Infratil Annual Results
Presentation 2020.
“What the COVID-19 pandemic has
demonstrated is that more than ever, it
is nice to be part of a community, and
in uncertain times, to have someone
looking out for you. Retirement
communities offer independent living,
with a safety net, and that’s never been
more relevant for older Australians.
Complemented by our model of tailored
care, RetireAustralia is well positioned to
meet the needs of people looking for
safety and security in their later years.
As we trade through this crisis our
objective remains the same – to provide
high quality community living options to
people looking for a full continuum of
care as they age. With a solid plan in
place and a strong portfolio of
established and new villages backed
by highly engaged staff and happy
residents, we are ready to welcome
more seniors to enjoy living with the
peace of mind RetireAustralia
communities deliver.” Dr Brett Robinson
RetireAustralia recorded 292 resales in
FY2020, compared to 244 in FY2019,
while 16 new units were sold, which was
on-par with last year. In the second half
of the year resales were 162 units (up 25%
on the first) and realised gains were up
15% on the first half to A$145,800.
Glengara Care, located in on the
New South Wales Central Coast, was
opened in February 2020 and has
welcomed four residents to the state
of the art facility. This A$35 million
development of 70 apartments is a
game-changing alternative for older
Australians requiring additional care. It
is located within the existing Glengara
Retirement Village and offers residents
a true community for life.
FY2020 surveys of residents indicate
that 88% are either satisfied or very
satisfied living in their RetireAustralia
community, which is consistent with
last year’s results, although with an
improved Net Promoter Score (65% of
RetireAustralia residents participated
in the study).
Boosting organisational culture and
deepening connections with employees
at all levels of the business was
effective in FY2020 with the highest
level of employee satisfaction recorded.
87% of employees said they were proud
to work for RetireAustralia. (75% of
RetireAustralia employees participated
in the study.)
Village Managers, Julie Ramage from
Forresters Beach and Debbie Dean from
Glengowrie, were recognised by the
56
Other
Investments
Galileo Green Energy
During the year Galileo Green Energy
was established as a joint venture
between Infratil (40%), the
Commonwealth Superannuation
Corporation, the New Zealand
Superannuation Fund, and the Morrison
& Co Growth Infrastructure Fund, each
with 20%.
Infratil has provided $2.5 million of
start-up capital, with the partners’ initial
commitments of EUR220 million (Infratil’s
share, approximately NZ$150 million)
intended to enable Galileo to invest in
renewable generation and energy
storage projects across Europe.
The first project is an initiative to
develop wind farms in Ireland, although
it is anticipated that COVID-19 related
restrictions and economic disruption will
slow progress.
Chief Executive Ingmar Wilhelm has
extensive experience with renewable
generation in Europe. Infratil’s directors
are Vincent Gerritsen, Vimal Vallabh and
Jason Boyes, with the latter two having
been heavily involved with the
establishment and operation of
Longroad Energy.
The mandate with Galileo is similar to
that with Longroad Energy, being to
partner high calibre expertise with
financial flexibility and discipline to take
advantage of a region with a large and
growing appetite for renewable
generation projects.
Infratil Infrastructure
Property (IIP)
IIP has two property initiatives
underway, construction at Halsey Street
in Auckland’s Wynyard Quarter, and
assessment of the alternative use of the
old Kilbirnie Bus Depot site in Wellington.
Construction of the 154 room
Travelodge Hotel, carpark, and retail
precinct is due for completion later in
2020 following the temporary halt on
construction during Level 4 COVID-19
restrictions. The hotel’s revenue will be
reduced by the tourism and travel
downturn, but there is strong demand
for the car parks. The goal now is to
ensure use of the building recognising
the considerable market challenges.
The Kilbirnie Bus Depot site will become
available for alternative use as soon as
the buses are relocated, which is
expected to occur in mid 2021.
During the year Infratil advanced
$38.5 million to IIP to fund construction,
giving IIP a 31 March 2020 valuation
of $96.9 million.
Clearvision Ventures
During the year, Infratil provided
Clearvision with an additional
US$1.5 million meaning that
US$21.0 million of the total
US$25.0 million commitment has
now been advanced. The book value
of the investment as at 31 March 2020
was NZ$30.1 million.
Clearvision made two new investments
during the year; US ride sharing
company Zum which is targeting the
youth market with an alternative to
catching the bus; and next-generation
air quality and greenhouse gas data
company Aclima which uses proprietary
sensors and machine learning models to
enable hyper local measurements. The
Fund’s main other investments; Orbital
Insights, Autogrid, Climacell and
Chargepoint; continue to develop
their businesses.
Australian Social Infrastructure
Partners (ASIP)
During the year ASIP sold its interest in
the Queensland schools project for
A$12.9 million, delivering a 16% per
annum return on that investment. This
leaves the a 9.95% holding in the Royal
Adelaide Hospital public-private
partnership as ASIP’s only asset.
The 31 March 2020 independent
valuation of IFT’s stake in ASIP is
NZ$33.4 million. It is anticipated that IFT
will divest this investment in FY2021.
57
Australian National University
Student Accommodation
During FY2020 Infratil received the final
distribution and sale proceeds from
selling its interest in this investment. Net
proceeds were A$166.9 million.
Infratil’s net investment had been
A$88.6 million. Value was created
through the excellent relationship
formed with the University leadership
and the ability of the partnership
to deliver additional student
accommodation and facilities to
budget and on time.
Snapper Services
Infratil’s ten year development of the
Snapper ticketing and payment system
ended with its sale for nominal
consideration during FY2020. This was
not a successful investment. When
Infratil set up Snapper it was recognised
that success required it to be widely
used. At that time, there were about
100 million annual rides on all
New Zealand public transport and a
sophisticated payment tool such as
Snapper was only going to be viable if
it be used on most of them. In the event,
local and central government transport
agencies preferred to establish a
government owned competitor dooming
all participants to losses. The Snapper
team developed innovative mobile
payment tools they were able to sell to
offshore transport agencies, but it
wasn’t enough to offset the local
diseconomies of scale.
Perth Energy
During FY2020 Infratil sold its 80%
shareholding in Perth Energy for
A$56.7 million. Up to A$18.6 million
may be received in the future
depending on the outcome at Perth
Energy of contingent consideration
where indications remain favourable.
Infratil became a shareholder in Perth
Energy in 2007 through its Australian
Energy business and the shareholding
was retained when the rest of that
enterprise was sold in 2014. It was
an illustration of the problem of a
small-scale business operating in a
complex market.
NZ Bus
During the year, Infratil sold NZ Bus
to funds controlled by Next Capital.
$93 million was received with final
consideration to reflect adjustments for
working capital, capital expenditure,
and an earnout mechanism. The
balance will be paid in cash or as a
vendor loan once post completion
activities are finalised.
When the company was acquired in
2005 it was hoped that regional
transport agencies in Wellington and
Auckland would recognise that by far
the quickest and lowest cost way to
improve mobility in those regions would
involve a significant expansion in bus
public transport. Unfortunately, public
transport turned out to be subject to a
complex and conflict riven regulatory
and funding regime.
Ultimately the new contracting model
transferred absolute control and most of
the risk to the regional councils while
prioritising cost minimisation above
all else.
58
59
Financial
Statements
For the year ended
31 March 2020
Consolidated Statement
of Comprehensive Income 60
Consolidated Statement
of Financial Position 61
Consolidated Statement
of Cash Flows 62
Consolidated Statement
of Changes in Equity 63
Notes to the Financial
Statements 65
Corporate Governance 119
60
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
61
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
62
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
63
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.
64
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
65
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.
66
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.
67
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.
68
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).
69
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
70
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
71
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
72
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
73
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
74
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
75
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
76
6.2 CDC Data Centres
On 14 September 2016 the Group completed the acquisition of 48.13% of CDC Data Centres ('CDC'). CDC operates 105MW
(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).
77
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.
78
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
$Millions
Carrying value at 1 April10.810.1
Capital contributions31.8 19.8
Shareholder loan - 0.4
Mezzanine debt drawdowns - 67.0
Total capital contributions during the year31.8 87.2
Interest on shareholder loan - -
Interest on mezzanine debt - 4.6
Share of associate’s surplus/(loss) before income tax4.7 41.8
Share of associate’s income tax (expense) - -
Total share of associate’s earnings during the year4.7 46.4
Share of associate’s other comprehensive income(15.0)(12.0)
less: Distributions received
(29.0)(32.7)
less: Capital returned(4.4)(16.5)
less: Shareholder loan repayments including interest - (1.6)
less: Mezzanine debt repayments including interest - (71.6)
Foreign exchange movements1.1 1.5
Carrying value of investment in associate - 10.8
79
Summary financial information:
31 December
2019
US$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.
80
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
81
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).
82
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).
83
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.
84
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.
85
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.
86
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.
87
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
88
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.
89
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
90
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.
91
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
92
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.
93
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
94
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
95
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
96
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
97
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
98
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%).
99
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.
100
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).
101
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.
102
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.
103
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.
104
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.
105
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.
106
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
107
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
108
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
109
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
110
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.
111
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.
112
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.
© 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 60 to 112:
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.
113
114
2
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,
115
3
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.
117
5
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
118
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
119
The Board is committed to undertaking its role in accordance with
internationally accepted best practice, within the context of
Infratil’s business. Infratil’s corporate governance practices have
been prepared with reference to the Financial Markets Authority’s
Corporate Governance Handbook, the requirements of the NZX
Listing Rules and the recommendations in the NZX Corporate
Governance Code (“NZX Code”).
Copies of Infratil’s key corporate governance documents, are
available on the corporate governance section of Infratil’s
website: www.infratil.com/about-us/corporate-governance/.
These include Infratil’s Constitution, the Management Agreement,
the Board and Committee Charters, the Corporate Governance
Statement (which discloses Infratil’s compliance with the NZX
Code) and key corporate governance policies.
Corporate governance structure
The Board is elected by the shareholders with overall responsibility
for the governance of Infratil, while the day to day management of
Infratil has been delegated to Morrison & Co. The respective roles of
the Board and Morrison & Co within this corporate governance
structure are summarised below.
The Board
Role of the Board
The primary role of the Board is to approve and monitor the
strategic direction of Infratil recommended by Morrison & Co and
add long-term value to Infratil’s shares, having appropriate regard
to the interests of all material stakeholders. In addition:
• The Board establishes Infratil’s objectives, overall policy
framework within which the business is conducted and confirms
strategies for achieving these objectives.
• The Board also monitors performance and ensures that
procedures are in place to provide effective internal financial
control.
• Although the day to day management of Infratil has been
delegated to Morrison & Co, Board approval is required for:
–all investments and divestments;
–Infratil’s capital management, capital structure and risk
management/appetite;
–Infratil’s portfolio management.
The Board’s role and responsibilities are set out in the Board Charter.
Board Committees
The Board has established four standing committees, and other
committees may be formed when it is efficient or necessary to
facilitate efficient decision-making or when required by law:
• Audit and Risk Committee
The Board has established this Committee to oversee financial
reporting, accounting policies, financial management, internal
control systems, risk management systems, systems for
protecting assets and compliance. The Committee also:
– keeps under review the scope and results of audit work, its
cost effectiveness and performance and the independence
and objectivity of the auditors;
–also reviews the financial statements and the
announcement to the NZX and ASX of financial results; and
–receives regular reports from Morrison & Co, including
reports on financial and business performance, risk
management, financial derivative exposures and
accounting and internal control matters.
The Committee comprises four independent Directors
(A Gerry (Chair), K Mactaggart, C Savage and M Tume
(ex officio, as Chairman)). Manager representatives will attend
meetings to the Committee as appropriate, at the invitation
of the Committee Chair.
The Committee will meet at least quarterly to fulfil its
obligations. The Committee Chair may convene a meeting
if he or she considers one is required, and will also convene
a meeting upon request of any Committee member who
considers it necessary.
The Committee’s role and responsibilities, and membership
requirements, are set out in the Audit and Risk Committee
Charter.
• Nomination and Remuneration Committee
The Board has established this Committee to manage the
identification, consideration and recommendation of director
appointments to the Board, succession planning for Directors,
ensuring written agreements are in place for all Directors, the
induction programme for new Directors and recommending
remuneration for directors for consideration by shareholders.
Nominations will be put to the annual meeting in accordance
with Infratil’s Constitution and the relevant legislation and listing
rules. The filling of casual vacancies must be approved by the
Board, and then approved by shareholders at the next general
meeting
The Committee comprises three independent Directors
(M Tume (Chair), A Gerry and P Gough), with attendances by
appropriate Manager representatives.
The Committee will meet at least annually to fulfil its
obligations. The Committee Chair may convene a meeting
if he or she considers one is required, and will also convene
a meeting upon request of any Committee member who
considers it necessary.
The Committee’s role and responsibilities, and membership
requirements, are set out in the Nomination and Remuneration
Committee Charter.
• Manager Engagement Committee
The Board has established the Manager Engagement
Committee to monitor Morrison & Co’s performance and
compliance with the Management Agreement.
The Board recognises that the interests of Infratil shareholders
and Morrison & Co have the potential to conflict, and that an
important role of the Board is to be aware of and assess
potential conflicts in relation to Infratil’s capital structure and
strategies adopted, and the resulting potential Morrison & Co
revenues. This Committee is also responsible for managing any
potential conflicts between the interests of Infratil shareholders
and Morrison & Co (for instance, in agreeing the terms of
governance arrangements for investment joint ventures with
other Morrison & Co clients).
Corporate
Governance
120
The Committee must comprise solely of independent Directors
(with a minimum of three members). The Committee currently
comprises all independent Directors (M Tume (Chair), A Gerry,
P Gough, K Mactaggart, C Savage and P Springford. Manager
representatives do not attend meetings of the Committee.
The Committee will meet at least quarterly to fulfil its
obligations. The Committee Chair may convene a meeting
if he or she considers one is required, and will also convene
a meeting upon request of any Committee member who
considers it necessary.
The Committee’s role and responsibilities, and membership
requirements, are set out in the Manager Engagement
Committee Charter.
Board membership
The number of Directors is determined by the Board, in accordance
with Infratil’s Constitution, to ensure it is large enough to provide
a range of knowledge, views and experience relevant to Infratil’s
business. The composition of the Board will reflect the duties and
responsibilities it is to discharge and perform in setting Infratil’s
strategy and seeing that it is implemented. The Board Charter
requires both a majority of the Board, and the Chairman, to be
independent Directors.
The Board currently comprises seven Directors (six independent
Directors and one non-independent Director). The composition
of the Board, experience and Board tenure are set out below:
Mark Tume (BBS, Dip Bkg Stud)
Chairman and Independent Director
Mark Tume has been Chairman since 2013 and a director since
2007. He is Chair of RetireAustralia, Ngai Tahu Holdings Corporation
and Te Atiawa Iwi Holdings. Mr Tume’s professional experience has
been in banking and funds management.
Marko Bogoievski (BCA, MBA, FCA)
Non-Independent Director
Marko Bogoievski is Chief Executive of Infratil and its Manager,
Morrison & Co. He joined the Infratil board in 2009. He is Chairman
of Vodafone New Zealand and a director of Morrison & Co. He was
previously Chief Financial Officer of Telecom New Zealand and has
previously held board roles with Trustpower, Auckland Airport and
Infratil Energy Australia. Mr Bogoievski has an interest in Morrison
& Co, which has the Management Agreement with Infratil.
Alison Gerry (BMS(Hons), MAppFin)
Independent Director
Alison Gerry joined the Infratil board in 2014 and is Chair of the
Audit and Risk Committee. She is a director of Wellington
International Airport, ANZ Bank New Zealand, Vero Insurance
New Zealand and Sharesies. She has been a professional director
since 2007. Previously, Ms Gerry worked for both corporates and
for financial institutions in Australia, Asia and London in trading,
finance and risk roles.
Paul Gough (BCom(Hons))
Independent Director
Paul Gough joined the Infratil board in 2012. He is managing
partner of the UK private equity fund STAR Capital. He is a
director of several international companies in the transport,
logistics, healthcare, infrastructure and financial services sectors.
Mr Gough previously worked for Credit Suisse First Boston in
New Zealand and London.
Kirsty Mactaggart (BAcc, CA)
Independent Director
Kirsty Mactaggart joined the Infratil board in 2019. She was most
recently the Head of Equity Capital Markets, Corporate Finance
and Governance Asia for Fidelity International, and was previously
a Managing Director at Citigroup across Hong Kong and London.
She has 25 years global financial market experience with a unique
investor perspective and a focus on governance. Ms Mactaggart
is originally from Scotland but is now a New Zealand resident.
Catherine Savage (BCA, FCA)
Independent Director
Catherine Savage joined the Infratil board in 2019. She is currently
the Chair of the Guardians of New Zealand Superannuation,
and has previously served as the Chairperson of the National
Provident Fund, an independent director of the Todd Family
Office, Kiwibank and Pathfinder Asset Management, and earlier
led AMP Capital in New Zealand. Ms Savage is Co-Chair of the
New Zealand Chapter for Women Corporate Directors, a Fellow
of Chartered Accountants Australia & New Zealand, a Fellow of
The Institute of Directors and a Fellow of INFINZ.
Peter Springford (MBA)
Independent Director
Peter Springford joined the Infratil board in 2016. He is a director
of Zespri and has extensive experience in managing companies
in Australia, New Zealand and Asia, including five years based in
Hong Kong as President of International Paper (Asia) Limited and
four years as Chief Executive Officer and Managing Director of
Carter Holt Harvey Limited. Mr Springford is a chartered member
of the New Zealand Institute of Directors.
Independence
The Board Charter sets out the standards for determining whether
a Director is independent for the purposes of service on the Board
and committees. These standards reflect the requirements of the
NZX Listing Rules.
A Director is independent if the Board affirmatively determines
that the Director satisfies these standards. The Board has
determined that:
• All the non-executive Directors (namely, M Tume, A Gerry,
P Gough, K Mactaggart, C Savage and P Springford) are
independent Directors.
• The Chief Executive (M Bogoievski), as an employee of Morrison
& Co (and occupying a position analogous to an executive
Director), is not an independent Director.
Tenure
Directors are not appointed for fixed terms. However, the
Constitution and the NZX Listing Rules require all Directors to
stand for re-election at the 3rd annual meeting after
appointment or after three years (whichever is longer).
A Director appointed by the Board to fill a casual vacancy
must also stand for election at the following annual meeting.
121
Board and committee meetings
The Board will normally hold at least six meetings in each year,
and additional Board meetings are held where necessary in order
to prioritise and respond to issues as they arise.
The Board and Committee meetings and attendance in Financial
Year 2020 are set out below:
Full
agenda
board
meetings
Limited
agenda
board
meetings
Audit
and risk
committee
Nomination
and
remuneration
committee
3
Manager
engagement
committee
M Tume8/82/24/40/05/5
M Bogoievski8/82/2---
A Gerry8/82/24/40/05/5
P Gough8/82/2-0/05/5
K Mactaggart8/82/22/2--
H Rolleston14/41/1 --3/3
C Savage
2
5/51/1 1/2-2/2
P
Springford8/82/22/2-5/5
1
Retired at the 2019 annual meeting on 22 August 2019
2
Appointed 1 August 2019
3
The committee did not meet in Financial Year 2020 as Ms Mactaggart’s
and Ms Savage’s appointments were considered in Financial Year
2019 and the proposed Directors’ fee pool approved at the 2019 annual
meeting (and the proposed approach to Directors’ fees for Financial
Years 2020-2022) were considered by the full Board.
Independent professional advice and training
With the approval of the Chairman, Directors are entitled to seek
independent professional advice on any aspect of the Directors’
duties, at Infratil’s expense. Directors are also encouraged to
identify and undertake training and development opportunities.
Board performance and skills
The Board, the Audit and Risk Committee and individual Directors
are subject to a performance appraisal from time to time (the
Chairman initiates a review of Board performance annually, and
an external review of the Board was conducted in Financial Year
2018). Appropriate strategies for improvement are agreed and
actioned.
The skills and capabilities of the Board are continually assessed
through the Chairman and the Board, including potential gaps in
skills and experience. Infratil has developed a Board skills matrix
of the skills and experience currently regarded as being important
to Infratil (and which is set out in the table below). The Board
considers that this mix of skills and experience is currently
represented on the Board.
Skill/experience
Governance and stakeholder management
Infrastructure asset management and private markets
Financial/accounting
Capital markets and funds management
People and performance
Technology and innovation
Regulation
Marketing and consumer intelligence
Directors’ and Officers’ insurance
Infratil has arranged Directors’ and Officers’ liability insurance
covering Directors acting on behalf of Infratil. Cover is for damages,
judgements, fines, penalties, legal costs awarded and defence
costs arising from wrongful acts committed while acting for Infratil.
The types of acts that are not covered are dishonest, fraudulent,
malicious acts or omissions, wilful breach of statute or regulations
or duty to Infratil, improper use of information to the detriment of
Infratil, or breach of professional duty.
Takeover protocols
The Board has approved protocols that set out the procedure
to be followed if there is a takeover for Infratil, which reflect the
requirements of the Takeovers Code, market practice and
recommendations by the Takeovers Panel.
Morrison & Co
Role of Morrison & Co
The day to day management responsibilities have been
delegated to Morrison & Co under the Management Agreement.
The Management Agreement specifies the duties and powers of
Morrison & Co, and the management fee payable to Morrison &
Co (which is summarised in note 27 to the Financial Statements on
page 111 of this annual report).
The Board determines and agrees with Morrison & Co specific
goals and objectives, with a view to achieving the strategic goals
of Infratil. Between Board meetings, the Chairman maintains an
informal link between the Board and Morrison & Co, and is kept
informed by Morrison & Co on all important matters. The Chairman
is available to Morrison & Co to provide counsel and advice where
appropriate. Decisions of the Board are binding on Morrison & Co.
Morrison & Co is accountable to the Board for the achievement of
the strategic goals of Infratil. At each of its Board meetings, the
Board receives reports from or through Morrison & Co including
financial, operational and other reports and proposals.
Infratil’s management comprises people employed by the
Morrison & Co (including the Chief Executive and Chief Financial
Officer), and people employed by Infratil’s subsidiaries and
investee companies.
Manager performance
A key responsibility of of the Board is monitoring the Morrison &
Co’s performance and compliance with the Management
Agreement (including potential conflicts between the interests of
Morrison & Co and the interests of Infratil shareholders). Given the
important of this responsibility in the context of Infratil’s business,
the Board has established the Manager Engagement Committee
as a dedicated Board committee charged with this responsibility.
The Board also recognises the potential for conflicts to arise in the
allocation of investment opportunities among clients of Morrison &
Co (including Infratil). Infratil has used investment joint ventures for
many years and expects to continue to do so, and the Board
encourages Morrison & Co to identify aligned parties with which
Infratil can co-invest. Accordingly, the Board and Morrison & Co
have agreed a deal allocation process so Infratil has visibility of all
investment opportunities that fit with Infratil’s investment strategy
and clear investment rights in respect of those opportunities.
122
The Board initiates a review of the Management Agreement from
time to time. An external review of the management fee payable
to Morrison & Co under the Management Agreement was
conducted in Financial Year 2018 (and the key conclusions of
that were noted in the 2018 Annual Report).
Health and safety
Health and safety is managed by Infratil’s operational businesses
and Morrison & Co (rather than in aggregate at a group level),
and the Board is provided with regular health and safety reports
for those operating businesses and Morrison & Co.
Diversity
Infratil has a Diversity Policy, which applies to Infratil and its
wholly-owned subsidiaries. This policy does not apply to portfolio
businesses which are not wholly-owned subsidiaries of Infratil:
• Trustpower and Tilt Renewables (which, in aggregate, comprise
approximately 53% of Infratil’s assets and employee
approximately 25% of the people employed in Infratil’s
operational businesses) each has a Diversity and Inclusion
Policy for its business, copies of which are available on their
websites: https://www.trustpower.co.nz/investor-centre/
governance-documents and https://www.tiltrenewables.com/
investors-landowners/governance-documents/.
• Infratil encourages its other portfolio businesses to adopt
diversity policies which are appropriate for their businesses.
The Infratil Diversity Policy recognises the value of diversity of
thought at all levels of the business, in an inclusive environment,
is recognised as beneficial to decision making, improving and
increasing corporate and shareholder value, enhancing talent
recruitment and retention, increasing employee satisfaction and
enhancing the probability of achieving Infratil’s objectives
(“Principle”). Infratil ensures that it has (and encourages other
wholly-owned subsidiaries to have) strategies, initiatives and
practices to promote behaviours and processes that are
consistent with the Principle. Infratil recognises that these
strategies, initiative and practices will be different for each
wholly-owned subsidiary depending on its specific business
requirements and accordingly it believes that it is better to
engage with each wholly-owned subsidiary on diversity rather
than impose specific objectives on each company. For the same
reason, the Infratil Diversity Policy does not include measurable
objectives, as the appropriate measurable objectives will be
different for each portfolio business (and Trustpower and Tilt
Renewables have set, and report in their Annual Reports on,
gender diversity objectives as part of their diversity policies).
Management monitors, reviews and reports to the Board on
Infratil’s progress under this Policy.
At 31 March 2020, the Infratil Board consisted of four male
Directors and three female Directors (31 March 2019: five male
Directors and two female Director).
The following tables provide the proportion of women employees
in the organisation, women in senior executive positions and
women on the Board (senior executives are defined as a CEO or
CEO direct report, or a position that effectively carries executive
responsibilities):
2020 PositionNumberProportion
FemaleMaleFemaleMale
Board3443%57%
Senior
Executive
Positions
1, 2
165722%78%
Organisation1,6102,15041%59%
2019 PositionNumberProportion
FemaleMaleFemaleMale
Board2529%71%
Senior
Executive
Positions
1, 2
166520%80%
Organisation1,1682,28234%66%
1
Senior Executive Positions and Organisation include Morrison & Co
executive team
2
The gender proportions of Senior Executive Positions (Infratil Group
excluding associates) was 4 female executives (19%) and 17 male
executives (81%) in 2020 and 10 female executives (25%) and 30 male
executives (75%) in 2019
Risk management
Risk management and compliance
The Audit and Risk Committee is responsible for ensuring that
Infratil has an effective risk management framework to identify,
treat and monitor key business risks and regulatory compliance,
and also reviews management practices in these areas. Formal
systems have been introduced for regular reporting to the Board
on business risk, including impacts and mitigation strategies and
compliance matters.
Morrison & Co (via the Chief Executive and Chief Financial Officer)
is required to, and has confirmed to the Audit and Risk Committee
and the Board in writing that, in their opinion:
• Financial records have been properly maintained and Infratil’s
financial statements present a true and fair view, in all material
respects, of Infratil’s financial condition, and operating results
are in accordance with relevant accounting standards;
• The financial statements have been prepared in accordance
with New Zealand Generally Accepted Accounting Practice and
comply with International Financial Reporting Standards and
other applicable financial reporting standards for profit-
oriented entities;
• This opinion has been formed on the basis of a sound system
of risk management and internal control which is operating
effectively; and
• That system of risk management and internal control is
appropriate and effective internal controls and risk
management practices are in place to safeguard and protect
Infratil’s assets, to identify, assess, monitor and manage risk,
and identify material changes to Infratil’s risk profile.
123
Internal financial control
The Board has overall responsibility for Infratil’s system of internal
financial control. Infratil does not have a separate internal audit
function, however the Board has established procedures and
policies that are designed to provide effective internal financial
control:
• Annual budgets, forecasts and reports on the strategic direction
of Infratil are prepared regularly and reviewed and agreed by
the Board.
• Financial and business performance reports are prepared
monthly and reviewed by the Board throughout the year to
monitor performance against financial and non-financial
targets and strategic objectives.
External auditor
The Audit and Risk Committee is also responsible for the selection
and appointment of the external auditor (which is included within
the External Audit Relationship section of the Audit and Risk
Committee Charter) and ensuring that the external auditor or
lead audit partner is changed at least every five years.
Going concern
After reviewing the current results and detailed forecasts, taking
into account available credit facilities and making further
enquiries as considered appropriate, the Directors are satisfied
that Infratil has adequate resources to enable it to continue in
business for the foreseeable future. For this reason, the Directors
believe it is appropriate to adopt the going concern basis in
preparing the financial statements.
Reporting and disclosure
Disclosure
Infratil is committed to promoting investor confidence by providing
forthright, timely, accurate, complete and equal access to
information, and to providing comprehensive continuous disclosure
to shareholders and other stakeholders, in compliance with the NZX
Listing Rules. This commitment is reflected in Infratil’s Disclosure and
Communications Policy. Under this policy:
• All shareholder communications and market releases are
subject to review by Morrison & Co (including Chief Executive,
Chief Financial Officer and legal counsel), and information is
only released after proper review and reasonable inquiry.
• Full year and half year results releases are approved by the
Audit and Risk Committee and by the Board.
Shareholder and other stakeholder communications
Infratil aims to communicate effectively, give ready access to
balanced and understandable information about Infratil group
and corporate proposals and make it easy to participate in
general meetings. Infratil seeks to ensure its shareholders are
appropriately informed on its operations and results, with the
delivery of timely and focused communication, and the holding of
shareholder meetings in a manner conducive to achieving
shareholder participation. To ensure shareholders and other
stakeholders have access to relevant information Infratil:
• holds regular investor road shows and an annual investor day,
and sends interested parties the dates and invitations to
attend;
• sends security holders its annual and half year review, which is a
summary of Infratil’s operating and financial performance for
the relevant period, and periodic operational updates;
• ensures its website contains media releases, full year and half
year financial information and presentations, current and past
annual reports, Infratil bond documents, dividend histories,
notices of meeting, details of Directors and Morrison & Co, a list
of shareholders’ frequently asked questions and other
information about Infratil;
• makes available printed half year and annual reports and
encourages shareholders to access these documents on the
website and to receive advice of their availability by email;
• publishes press releases on issues/events that may have
material information content that could impact on the price of
its traded securities and sends email updates to interested
stakeholders;
• webcasts its half year and full year results so that a wide group
of interested parties can review and participate in discussions
on performance, and advises interested parties of the dates
and how to participate in the webcast; and
• provides additional explanatory information where
circumstances require.
Shareholder meetings are generally held in a location and at a
time which is intended to maximise participation by shareholders,
and Infratil is considering appropriate solutions for holding the 2020
Annual Meeting given the impact of COVID-19. Full participation of
shareholders at the annual meeting is encouraged to ensure a high
level of accountability and identification with Infratil’s strategies
and goals. Shareholders have the opportunity to submit questions
prior to each meeting and Morrison & Co, senior management of
subsidiary companies and auditors are present to assist in and
provide answers to questions raised by shareholders. There is also
generally an opportunity for informal discussion with Directors,
Morrison & Co and senior management for a period after the
meeting concludes.
Infratil supports the efforts of the New Zealand Shareholders’
Association (“NZSA”) to raise the quality of relations between public
companies and their shareholders. Shareholders wishing to learn
more about the NZSA can find information on its website (http://
www.nzshareholders.co.nz). While Infratil supports the general aims
and objectives of the NZSA, its specific actions and views are not
necessarily endorsed by Infratil, or representative of Infratil’s view.
Ethical behaviour
Code of Conduct and Ethics Policy
Infratil has always required the highest standards of honesty and
integrity from its Directors and employees, and this commitment
is reflected in Infratil’s Ethics and Code of Conduct Policy. The
policy recognises Infratil’s commitment to maintaining the highest
standards of integrity and its legal and other obligations to all
legitimate stakeholders, and applies to Directors, Morrison & Co
and all employees.
The policy sets the ethical and behavioural standards and
professional conduct for which Directors, Morrison & Co and
employees of Infratil and its subsidiaries are expected to conduct
their work life. Infratil has communicated the policy to employees
and provided training on it, and failure to follow the standards
124
provided in this Code will result in the appropriate staff or other
performance management practices being invoked and may lead
to disciplinary action (including dismissal).
Financial Products Trading Policy
Infratil has a financial products trading policy applicable to
Directors, Morrison & Co staff and all employees of Infratil and
its subsidiaries who intend to trade in Infratil Financial Products
(which includes quoted financial products issued by Trustpower,
Tilt Renewables and WIAL, in addition to those issued by Infratil).
All trading in Infratil Financial Products by Directors, Morrison & Co
staff and employees of Infratil and its subsidiaries must comply
with this policy. The policy includes a fundamental prohibition on
insider trading and obligations of confidentiality when dealing
with material information. The policy also requires Directors,
Morrison & Co staff and other employees who have, or may have,
access to market sensitive information to obtain consent prior to
trading (although these obligations do not apply to employees
of Trustpower or Tilt Renewables, which as separate listed
companies have their own procedures for dealing with insider
trading).
Investment strategy
Infratil’s investments are long-term, and its objective is to deliver
above average returns to shareholders over the long-term.
The first part of this goal is to position Infratil in sectors where
there will be opportunities to invest capital to meet customer and
community needs. The second part is to make sure that Infratil’s
businesses meet those needs with value-for-money services
and facilities.
Infratil will invest where it has expertise, or can partner with
expertise, and where it can influence the strategic and operational
directions of the companies it invests in.
Further information is available on Infratil’s website:
www.infratil.com/about-us/strategy/.
Remuneration and performance
Directors’ remuneration
The Board determines the level of remuneration paid to Directors
within the amounts approved from time to time by Shareholders
(for the year ended 31 March 2020, this was $1,329,375 per annum,
which was approved by Shareholders at the 2019 annual
meeting). Directors are paid a base fee and may also be paid,
as additional remuneration:
• an appropriate extra fee as Chairman or Member of a Board
Committee;
• an appropriate extra fee as a director of an Infratil subsidiary
(other than Trustpower and Tilt Renewables); and
• an appropriate extra fee for any special service as a Director
as approved by the Board.
In addition, Directors are entitled to be reimbursed for costs
directly associated with the performance of their role as Directors,
including travel costs. The Chairman approves all Directors’
expenses, and the Chair of the Audit and Risk Committee
approves the Chairman’s expenses.
Mr Bogoievski was paid fees in his capacity as a Director for the
year ended 31 March 2020, but will not be paid fees in his
capacity as a Director from 1 April 2020. Mr Bogoievski receives no
remuneration from Infratil for his role as Chief Executive, and his
remuneration as Chief Executive is paid by Morrison & Co.
Remuneration is reviewed annually by the Board, and fees are
reviewed against fee benchmarks in New Zealand and Australia
and to take into account the size and complexity of Infratil’s
business. The fee structure approved by the Board for the year
ended 31 March 2020 is set out below:
Annual fee structure
Financial
year 2020
(NZD)
Base Fees:
Chairman of the Board239,800
Director112,000
Overseas Director (P Gough)140,000
Board Committee Fees:
Audit and Risk Committee
Chair37,000
Member18,800
Nomination and Remuneration Committee
ChairNil
MemberNil
Manager Engagement Committee
ChairNil
Member7,500
Remuneration paid to Directors (as a Director of Infratil and, where
applicable, as a director of an Infratil subsidiary) in respect of the
year ended 31 March 2020 (and 31 March 2019) is set out below
(note that all amounts exclude GST or VAT where appropriate):
Directors’ remuneration paid by Infratil
Directors’ remuneration (in their capacity as such) in respect of
the year ended 31 March 2020 and 31 March 2019 paid by the
Company was as follows (these amounts exclude GST, where
appropriate):
Director
Financial
year 2020
(NZD)
Financial
year 2019
(NZD)
M Tume (Chairman)239,800210,000
M Bogoievski112,000103,733
A Gerry 156,500130,000
P Gough147,500135,498
K Mactaggart128,7982,110
H Rolleston
1
47,227110,000
C Savage
2
89,019110,000
P Springford129,002118,781
To ta l1,049,846810,122
1
Mr Rolleston retired at the 2019 annual meeting on 22 August 2019
2
Ms Savage was appointed on 1 August 2019
125
Directors’ Remuneration paid by Infratil Subsidiaries
Directors’ remuneration (in their capacity as such) in respect of
the year ended 31 March 2020 and 31 March 2019 paid by
subsidiaries was as follows (these amounts exclude GST where
appropriate):
Director
Financial
year 2020
(NZD)
Financial
year 2019
(NZD)
A Gerry (Wellington International
Airport Limited) 104,754102,700
No other benefits have been provided by Infratil or its subsidiaries
to a Director for services as a Director or in any other capacity,
other than as disclosed in the related party note to the financial
statements, or in the ordinary course of business. No loans have
been made by Infratil or its subsidiaries to a Director, nor has
Infratil or its subsidiaries guaranteed any debts incurred by a
Director.
Directors’ shareholding
Under Infratil’s Constitution, Directors are not required to hold
shares in Infratil. However, in recognition of the benefits of aligning
Directors’ interests with those of shareholders, non-executive
Directors have the option to take up a portion of their fees paid
through the issue of shares to those Directors. All Directors who take
up this option either hold those shares themselves or those shares
are held by organisations to which they are associated parties.
Directors will not normally make investments in listed infrastructure
or utilities securities in areas targeted by Infratil.
Management fee
As noted earlier, Infratil is managed by Morrison & Co, under a
Management Agreement. The Management Agreement sets out
the terms of the services provided by Morrison & Co and the basis
of fees, including base fees and incentive fees. Details of fees paid
to Morrison & Co are disclosed in this annual report, including:
• Note 27 to the Financial Statements on page 111: components
of the Management Fee.
• Note 28 to the Financial Statements on page 111: International
Portfolio Incentive Fees.
• Note 26 to the Financial Statements on page 110: related party
disclosures in respect of Morrison & Co and fees paid to
Morrison & Co.
• In the statutory information section on pages 124 and 126,
the interests of the Director associated with Morrison & Co,
and Director’s fees.
Chief Executive remuneration
The Chief Executive is employed by Morrison & Co, not Infratil.
The only cost to Infratil of the Chief Executive is the Management
Fee payable to Morrison & Co (referred to above) and Infratil does
not have (and therefore cannot disclose) any information on his
renumeration.
Executive Remuneration
Infratil supports the recommendations in the NZX Corporate
Governance Code and the FMA Corporate Governance Code
that the remuneration of executives should be transparent,
fair and reasonable.
Infratil’s policy is that all investee companies should adopt
remuneration policies for their executives which set remuneration
at levels that are fair and reasonable in a competitive market,
and that include elements that are dependent on the investee
company’s performance and the performance of the individual.
Establishing appropriate remuneration policies is complex and
each investee company has a policy that it appropriate for its
business – there is no “one-size-fits-all” methodology.
Infratil does not disclose any information on people employed
by Morrison & Co, as these people are remunerated by
Morrison & Co. The only cost to Infratil of these people is the
Management Fee payable to Morrison & Co (referred to above)
and Infratil does not have (and therefore cannot disclose) any
information on their renumeration. Employees of Morrison & Co
include most of the management team listed on page 6 of
this annual report (including the Chief Executive and Chief
Financial Officer).
Although Infratil does not disclose information on employees of
Tilt Renewables or Trustpower, both companies are also listed on
the NZX and their remuneration structures are disclosed in their
reporting to shareholders.
Employee remuneration
During the year ended 31 March 2020, the following number of
employees (and former employees) of Infratil and its subsidiaries
received remuneration and other benefits in their capacity as
employees of at least $100,000. This does not include employees
of Morrison & Co (who include most of the management team
listed on page 6 of this annual report, including the Chief
Executive and Chief Financial Officer), as these employees are
remunerated by Morrison & Co and the only cost to Infratil of
these employees is the Management Fee payable to
Morrison & Co (referred to above).
126
Remuneration rangeNumber of employees
$100,000 to $110,00041
$110,001 to $120,00029
$120,001 to $130,00018
$130,001 to $140,00038
$140,001 to $150,00025
$150,001 to $160,00013
$160,001 to $170,00014
$170,001 to $180,00010
$180,001 to $190,00012
$190,001 to $200,00010
$200,001 to $210,00012
$210,001 to $220,0003
$220,001 to $230,0003
$230,001 to $240,0001
$240,001 to $250,0003
$250,001 to $260,0006
$260,001 to $270,0002
$280,001 to $290,0002
$310,001 to $320,0001
$340,001 to $350,0004
$370,001 to $380,0001
$380,001 to $390,0001
$410,001 to $420,0002
$430,001 to $440,0001
$440,001 to $450,0001
$460,001 to $470,0001
$470,001 to $480,0001
$480,001 to $490,0001
$490,001 to $500,0002
$500,001 to $510,0001
$640,001 to $650,0001
$700,001 to $710,0001
$720,001 to $730,0001
$810,001 to $820,0002
$880,001 to $890,0001
$950,001 to $960,0001
$1,050,001 to $1,060,0001
$1,980,001 to $1,990,0001
Disclosures
Directors Holding Office
Infratil’s Directors as at 31 March 2020 are:
• Mark Tume (Chairman)
• Marko Bogoievski
• Alison Gerry
• Paul Gough
• Kirsty Mactaggart
• Catherine Savage
• Peter Springford
Humphry Rolleston resigned as a Director at the 2019 annual
meeting on 22 August 2019.
Entries in the Interests Register
Statement of Directors’ interests
As at 31 March 2020, Directors had relevant interests (as defined
in the Financial Markets Conduct Act 2013) in quoted financial
products of Infratil or any related body corporate of Infratil, as
follows:
Beneficial
interests
Non-beneficial
interests
Infratil (IFT) ordinary shares
M Tume44,6166,637
M Bogoievski1,835,229
A Gerry24,481
P Gough180,313
K Mactaggart40,258
P Springford30,890
Trustpower (TPW) ordinary shares
M Bogoievski26,318
K Mactaggart8,300
IFT210 Bonds
P Springford40,000
WIA030 Bonds
P Springford30,000
As at 31 March 2020, Directors and senior executives (employed
by Morrison & Co) held, in aggregate, 4.1% of the Infratil ordinary
shares.
127
Dealing in securities
The following table shows transactions by Directors recorded in
respect of those securities during the period from 1 April 2019 to
31 March 2020:
Director
No of securities
bought/(sold)
Cost/(proceeds)
(NZD)
Infratil Limited (IFT)
ordinary shares
M Tume – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 4,95619,824.00
On-market acquisition (in lieu of
director’s fees) – 20/06/20192,2149,985.58
Allotment pursuant to Dividend
Reinvestment Plan – 13/12/2019 469 2,289.38
M Tume – non-beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 776 3,104.00
Allotment pursuant to Dividend
Reinvestment Plan – 13/12/2019 69 336.82
M Bogoievski – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 216,930867,720.00
A Gerry – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 2,893 11,572.00
P Gough – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 21,313 85,252.00
K Mactaggart – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 4,758 19,032.00
P Springford – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 3,351 13,404.00
On-market acquisition (in lieu of
director’s fees) – 20/06/2019 2,2149,985.58
Allotment pursuant to Dividend
Reinvestment Plan – 13/12/2019 325 1,586.46
H Rolleston – beneficial
Allotment pursuant to Retail
Entitlement Offer – 18/05/2019 4,405 17,620.00
On-market acquisition (in lieu of
director’s fees) – 20/06/2019 2,2149,985.58
Use of Company information
During the period the Board has received no notices from any
Director of the Company or its subsidiaries requesting to use
company information received in their capacity as a Director,
which would not otherwise have been available to them.
Directors’ relevant interests
The following are relevant interests of the Company’s Directors
as at 31 March 2020:
M Tume
Director of Yeo Family Trustee Limited
Director of Long Board Limited
Director of Welltest Limited
Director of Koau Capital Partners Ltd
Director of various Infratil wholly owned companies
Director of RetireAustralia Pty Limited
Director of Blink Pay Global Group Limited
Chair of Te Atiawa Iwi Holdings Limited Partnership
Chair of Ngai Tahu Holdings Corporation Limited
M Bogoievski
Director of Zig Zag Farm Limited
Director of various Infratil companies
Chief Executive of the H.R.L. Morrison & Co group, and Director
of H.R.L. Morrison & Co Group GP Limited and companies wholly-
owned by the H.R.L. Morrison & Co Group Limited Partnership
A Gerry
Director of Wellington International Airport Limited
Director of Glendora Holdings Limited
Director of Glendora Avocados Limited
Director of Vero Insurance New Zealand Limited
Director of Vero Liability Insurance New Zealand Limited
Director of Asteron Life Limited
Director of On Being Bold Limited formerly Biz4Girls Limited
Director of Sharesies Limited
Director of Sharesies Nominees Limited
Director of ANZ Bank New Zealand Limited
128
P Gough
Partner of STAR Capital Partners
Director of various STAR Capital Group entities
Director of Star Asset Finance Limited
Director of Eversholt Investments GP Limited
Director of First Capital Finance Limited
Director of Kennet Equipment Leasing Limited
Director of Ignition Credit PLC
Director of Gough Capital Limited
Director of OPM Investments Limited
Director of Tipu Capital Limited
Director of Tipu Capital (NZ) Limited
Director of STAR Mayan Limited
Director of Urban Splash Residential Limited and various
Urban Splash Residential Group entities
Director of STAR Errigal Topco Limited
Director of STAR Errigal Midco Limited
Director of STAR Errigal BidCo Limited
Director of STAR III Limited
Director of Safair Holdings (Pty) Ltd
Director of Safair Lease Finance (Pty) Ltd
Director of SAFOPS Investment Holdings (Pty) Ltd
Director of STAR Throne Midco Limited
Director of STAR Throne Bidco DAC
Director of ASL Aviation Holdings DAC
K Mactaggart
Director and shareholder of The Farm at Lake Hayes Limited
C M Savage
Director of CMS Capital Limited
Director of Comrad Holdings Limited
Director of Comrad Medical Systems Limited
Chair of Guardians of New Zealand Superannuation
Director of Hyklene Limited
Director of Industrial Distributors Limited
Director of Radsoft Holdings Limited
Director of SAFCO Food Service Limited
Director of SAFCO Limited
Director and shareholder of Savage Capital Holdings Limited
Director of Savage Capital Limited
Director and shareholder of Savage Group Limited
Director and shareholder of Savage Nominees Limited
Director of The Griffin Savage Coy. Limited
P M Springford
Director and Shareholder of Springford and Newick Limited
Director of Loncel Technologies 2014 Limited
Director and Shareholder of NZ Frost Fans Limited
Director and Shareholder of New Zealand Wood Products Limited
Director and Shareholder of Aussie Frost Fans 2012 Limited
Director and Shareholder of Omahu Ventures Limited
Director of Mondiale Technologies Limited
Director of Zespri Group Limited
All Directors
(other than A Gerry, K Mactaggart, C M Savage and P M Springford)
Aotea Energy Limited effected, from 23 July 2013, public offering of
securities insurance brokered by Marsh & McLennan Agency Limited
for the benefit of Z Energy Limited, Aotea Energy Investments
Limited, Aotea Energy Holdings Limited and its subsidiaries, NZSF
Aotea Limited and its subsidiaries, Guardians of New Zealand
Superannuation as manager and administrator of the New Zealand
Superannuation Fund as shareholder of NZSF Aotea Limited, Infratil
Limited and its subsidiaries, Morrison & Co and its subsidiaries
(subject to a professional indemnity exclusion), and the directors
and employees of the foregoing. Full details of the POSI policy are
available from Morrison & Co.
All Directors
Infratil has arranged Directors’ and Officers’ liability insurance
covering any past, present or future director, officer (e.g. company
secretary), executive officer, non-executive director or employee
acting in a managerial or supervisory capacity or named as a
co-defendant with Infratil or a subsidiary of Infratil. Cover is for
damages, judgements, fines, penalties, legal costs awarded and
defence costs arising from wrongful acts committed while acting
for Infratil or a subsidiary, but excluding dishonest, fraudulent,
malicious acts or omissions, wilful breach of statute or regulations
or duty to Infratil or a subsidiary, improper use of information to
the detriment of Infratil or a subsidiary, or breach of professional
duty. The period of insurance is currently 1 August 2019 to 1
August 2020. The limit of Indemnity is $120 million (for claims other
than securities claims) or $90 million (for securities claims) for any
one claim and in aggregate, and separate defence costs cover of
$20 million has been placed.
As permitted by its Constitution, Infratil Limited has entered into
a deed of indemnity, access and insurance indemnifying certain
directors and senior employees of Infratil, its wholly-owned
subsidiaries and other approved subsidiaries and investment
entities (Indemnified Persons) for potential liabilities, losses,
costs and expenses they may incur for acts or omissions in their
capacity as directors or senior employees, and agreeing to effect
directors’ and officers’ liability insurance for the Indemnified
Persons, in each case subject to the limitations set out in the
Companies Act 1993. The deed was executed 31 July 2015.
129
Directors of Infratil Subsidiary Companies
Subsidiary companyDirector of subsidiary
Aotea Energy Holdings Limited M Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Aotea Energy Holdings No 2 Limited M Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Aotea Energy Investments Limited M Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Aotea Energy Limited M Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Blayney and Crookwell WindFarm Pty LtdD Campbell and G Swier
Church Lane Wind Farm Pty LtdD Campbell and G Swier
Cityline (NZ) Limited
(sale completed 2 September 2019)
Z Fulljames, C Stratton and S Thorne
Dundonnell Wind Farm Pty LtdD Campbell and G Swier
Dysart 1 Pty LtdD Campbell and G Swier
Fiery Creek Wind Farm Pty LtdD Campbell and G Swier
Fiery Creek Wind Farm Holdings Pty Ltd D Campbell and G Swier
Hopsta LimitedV Hawksworth (ceased 24 January 2020) and D Prentice
Infratil 1998 LimitedM Bogoievski and M Tume
Infratil 2016 LimitedM Bogoievski and M Tume
Infratil 2018 LimitedM Bogoievski and M Tume
Infratil 2019 LimitedM Bogoievski and M Tume
Infratil Australia LimitedM Bogoievski and M Tume
Infratil Energy LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil Energy New Zealand LimitedK Baker (ceased 19 July 2019), M Bogoievski and P Harford
Infratil Europe LimitedM Bogoievski and M Tume
Infratil Finance LimitedM Bogoievski and M Tume
Infratil Gas LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil Infrastructure Property LimitedK Baker, P Coman
Infratil Investments LimitedM Bogoievski and M Tume
Infratil No. 1 LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil No. 5 LimitedM Bogoievski and M Tume
Infratil Outdoor Media Limited M Bogoievski
Infratil PPP Limited K Baker (ceased 19 July 2019), M Bogoievski and P Harford
Infratil Renewables LimitedM Bogoievski and M Tume
Infratil RV LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil Securities LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil Trustee Company LimitedM Bogoievski and M Tume
Infratil UK LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil US Renewables, IncM Bogoievski and V Vallabh
Infratil Ventures LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Infratil Ventures 2 LimitedM Bogoievski and M Tume
King Country Energy Holdings LtdV Hawksworth (ceased 24 January 2020) and D Prentice
King Country Energy LtdP Calderwood, R Carter and K Palmer
Liverpool Range Wind Farm Pty LtdD Campbell and G Swier
Meitaki LtdM Harrington, S Sanderson and A Willis
Nebo 1 Pty Ltd
D Campbell and G Swier
New Lynn Central LimitedP Coman, A Lamb and A Young
New Zealand Bus Finance Company Limited
(sale completed 2 September 2019)
K Baker, J Boyes and S Proctor
130
Subsidiary companyDirector of subsidiary
New Zealand Bus Limited
(sale completed 2 September 2019)
K Baker, J Boyes and S Proctor
New Zealand Bus Tauranga Limited
(sale completed 2 September 2019)
C Neville, C Stratton and S Thorne
North City Bus Limited
(sale completed 2 September 2019)
Z Fulljames, C Stratton and S Thorne
North West Auckland Airport LimitedM Bogoievski and T Brown
NZ Airports LimitedM Bogoievski and M Tume
Perth Energy Holdings Pty Ltd
(sale completed 3 September 2019)
J Biesse, R Crawford, M Faulkner, P Harford and S Jones
Perth Energy Pty Ltd
(sale completed 3 September 2019)
J Biesse, R Crawford, M Faulkner, P Harford and S Jones
Renew Nominees LimitedM Bogoievski, P Harford and M Tume (ceased 26 August 2019)
Rye Park Renewable Energy Pty LtdD Campbell and G Swier
Salt Creek Wind Farm Pty LtdD Campbell and G Swier
Snapper Services Limited
(sale completed 31 May 2019)
R Brougham and P Harford
Snowtown 2 Wind Farm Holdings Pty Ltd
(incorporated 3 July 2019 and sale
completed 17 December 2019)
D Campbell and G Swier
Snowtown North Solar Farm Pty Ltd
(sale completed 17 December 2019)
D Campbell and G Swier
Snowtown South Wind Farm Pty Ltd
(sale completed 17 December 2019)
D Campbell and G Swier
Snowtown Wind Farm Pty LtdD Campbell and G Swier
Snowtown Wind Farm Stage 2 Pty Ltd
(sale completed 17 December 2019)
D Campbell and G Swier
Swift Transport LimitedM Bogoievski and M Tume
Swift Transport No.1 Limited
(sale completed 2 September 2019)
K Baker, J Boyes and S Proctor
Tararua Wind Power LimitedB Harker, F Oliver and A Urlwin
Tilt Renewables LimitedB Harker, V Hawksworth, P Newfield, F Oliver, P Strachan (ceased 19 July 2019),
G Swier, A Urlwin, V Vallabh
Tilt Renewables Australia Pty LtdD Campbell and G Swier
Tilt Renewables Financing PartnershipD Campbell and G Swier
Tilt Renewables Investments Pty LtdD Campbell and G Swier
Tilt Renewables Market Services Pty LtdD Campbell and G Swier
Tilt Renewables Retail Pty Ltd
(name changed from Wingeel Wind Farm
Pty Ltd on 6 March 2020)
D Campbell and G Swier
Transportation Auckland Corporation
Limited (sale completed 2 September 2019)
Z Fulljames, C Stratton and S Thorne
Trustpower Insurance LimitedV Hawksworth (ceased 24 January 2020), K Turner and D Prentice
Trustpower LimitedR Aitken (ceased 26 July 2019), K Baker, A Bickers (ceased 26 July 2019),
I Knowles, S Peterson, D Prentice, P Ridley-Smith, G Swier and K Turner
Trustpower Metering LimitedV Hawksworth (ceased 24 January 2020) and D Prentice
WA Power Exchange Pty Limited
(sale completed 3 September 2019)
J Biesse, R Crawford, M Faulkner, P Harford and S Jones
131
Subsidiary companyDirector of subsidiary
Waddi Wind Farm Pty LtdD Campbell and G Swier
Waverley Wind Farm LimitedB Harker and F Oliver
Waverley Wind Farm (NZ) Holding LimitedB Harker and F Oliver
Wellington Airport Noise Treatment LimitedM Harrington and S Sanderson
Wellington City Transport Limited
(sale completed 2 September 2019)
Z Fulljames, C Stratton and S Thorne
Wellington International Airport LimitedJ Boyes, T Brown, W Eagleson, A Foster, A Gerry and P Walker
Western Downs Solar Project Pty Ltd
(acquired 11 January 2019 and sold
30 March 2020)
D Campbell and G Swier
Western Energy Holdings Pty Limited
(sale completed 3 September 2019)
J Biesse, R Crawford, M Faulkner, P Harford and S Jones
Western Energy Pty Limited
(sale completed 3 September 2019)
J Biesse, R Crawford, M Faulkner, P Harford and S Jones
Whare Manaakitanga LimitedM Clarke, M Harrington and S Sanderson
Directors’ fees paid by Infratil subsidiary companies
(not otherwise disclosed in the Annual Report)
Subsidiary companyDirector of subsidiaryCurrency
Financial
year 2020
(NZD)
New Zealand Bus Limited
(sale completed 2 September 2019)
Kevin BakerNZD37,126
Jason BoyesNZD18,001
Steven ProctorNZD18,001
Perth Energy Pty Limited
(sale completed 3 September 2019)
Roger CrawfordAUD33,475
Michael FaulknerAUD25,112
P HarfordAUD25,112
Shane JonesAUD21,248
Snapper Services Limited
(sale completed 31 May 2019)
Ralph BrayhamNZD-
P HarfordNZD-
Tilt Renewables LimitedBruce HarkerAUD 190,000
Geoffrey SwierAUD 106,333
Paul NewfieldAUD 100,000
Vimal VallabhAUD 90,000
Phillip Strachan (ceased 19 July 2019)AUD 34,323
Fiona OliverAUD 113,333
Anne UrlwinAUD 102,333
Trustpower LimitedRichard Aitken (ceased 26 July 2019)NZD 28,667
Alan Bickers (ceased 26 July 2019)NZD 28,667
Kevin BakerNZD 98,000
Ian KnowlesNZD 119,250
Susan PetersonNZD 114,250
David PrenticeNZD 46,000
Paul Ridley-SmithNZD 178,250
Geoffrey SwierNZD 114,250
Keith TurnerNZD64,333
132
Wellington International Airport LimitedJason BoyesNZD 88,995
Tim BrownNZD 177,990
Wayne EaglesonNZD 104,754
Andrew FosterNZD 88,995
Alison GerryNZD 104,754
Andrew LambNZD 10,200
Phillip WalkerNZD 88,995
Donations
Infratil made donations of $1.0 million during Financial Year 2020
(2019: $0.9 million).
Auditors
It is proposed that KPMG be reappointed automatically at the
annual meeting pursuant to section 207T of the Companies Act
1993.
NZX waivers
During Financial Year 2020, Infratil was granted and relied on the
following waivers from the NZS Listing Rules (all of which are
available on Infratil's website: http://www.infratil.com/for-investors/
announcements:
• On 16 May 2019, Infratil was granted a waiver from the previous
NZX Listing Rule 7.11.1 to the extent that rule would otherwise
require the allotment of New Shares (under the Equity Raising
announced on 17 May 2019) to institutional shareholders and
institutional investors in respect of subscriptions received under
the Institutional Entitlement Offer and the Institutional Placement
to occur within five Business Days of the latest date applications
may be received under the Institutional Entitlement Offer and
the Institutional Placement.
• On 19 August 2019, Infratil was granted a waiver from NZX Listing
Rule 9.2.1 to the extent that rule would otherwise require Infratil
to seek shareholder approval in relation to payment of a fee to
Morrison & Co in relation to the divestment of Infratil’s 50% interest
in the Australian National University’s purpose built student
accommodation concession.
• On 21 August 2019, Infratil was granted a ruling on NZX Listing
Rule 2.11.3 that, for the purposes of the application of that rule to
Resolution 4 of Infratil's 2019 Notice of Meeting, the phrase “... the
number when the remuneration was approved by an Ordinary
Resolution,...” in the first sentence of the rule means seven
Directors.
• On 20 September 2019, Infratil was granted a waiver from NZX
Listing Rule 3.16.2 in respect of the extension of the closing date
of the offer of bonds to be quoted on 20 September 2019 with
the ticker code IFTHC.
Infratil was also granted a standing waiver from NZX Listing Rule
5.2.1 on 22 May 2020 (this standing waiver was originally granted
on 8 May 2017 from the previous NZX Listing Rule 9.2.1 and has
been re-documented under NZX’s transition arrangements for the
current NZX Listing Rules). 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. No transactions were entered into during Financial
Year 2020 in reliance on this waiver.
Credit rating
Infratil does not have a credit rating. As at 31 March 2020,
Wellington International Airport Limited has a BBB+/Watch
Neg/A-2 credit rating from S&P Global Ratings. On 19 March
2020, S&P Global Ratings placed all rated Australian and
New Zealand airports, including Wellington International Airport
Limited, on CreditWatch with negative implications to reflect the
current extraordinary curtailment of air travel across the globe
caused by the rapid spread of the coronavirus and border
controls by various countries.
Continuing share buyback programme
Infratil maintains an ongoing share buyback programme, as
outlined in its 2019 Notice of Meeting. As at 31 March 2020, Infratil
had repurchased 887,617 shares pursuant to that programme
(which allows up to 50,000,000 shares to be bought back).
Shareholder information programme
Infratil is incorporated in New Zealand and is not subject to
Chapters 6, 6A, 6B and 6C of the Australian Corporations Act
2001. The acquisition of securities in Infratil may be limited under
New Zealand law by the Takeovers Code (which restricts the
acquisition of control rights of more than 20% of Infratil other than
via a takeover offer under the Code) or the effect of the Overseas
Investment Act 2005 (which restricts the acquisition of New
Zealand assets by overseas persons).
Substantial product holders
The following information is pursuant to Section 293 of the
Financial Markets Conduct Act 2013. According to notices
received by Infratil under that Act, the following person was a
substantial product holder in Infratil as at 31 March 2020:
Ordinary sharesNumber held
Accident Compensation Corporation39,990,501
The total number of voting securities of the Company on issue as
at 31 March 2020 was 659,678,837 fully paid ordinary shares.
133
Twenty largest shareholders
as at 31 March 2020
Citibank Nominees (NZ) Ltd 43,571,042
Accident Compensation Corporation 39,075,418
Tea Custodians Limited 38,905,639
JPMORGAN Chase Bank 36,236,013
HSBC Nominees (New Zealand) Limited 35,536,795
Forsyth Barr Custodians Limited 28,149,999
HSBC Nominees (New Zealand) Limited 27,185,751
FNZ Custodians Limited 26,980,840
New Zealand Permanent Trustees Limited 18,105,636
JBWERE (NZ) Nominees Limited 15,984,268
Cogent Nominees Limited 14,493,930
National Nominees New Zealand Limited 13,193,541
Robert William Bentley Morrison & Andrew Stewart
& Anthony Howard 11,748,820
BNP Paribas Nominees NZ Limited 11,386,872
New Zealand Depository Nominee 8,630,299
New Zealand Superannuation Fund Nominees
Limited 8,480,666
Premier Nominees Limited 8,220,701
Custodial Services Limited 6,315,800
Custodial Services Limited 6,095,255
Investment Custodial Services Limited 4,170,845
Spread of shareholders
as at 31 March 2020
Number
of shares*
Number
of holders
Total
shares held%
1-1,000 2,729 1,428,9340.2
1,001-5,0007,11819,597,3643.0
5,001-10,0003,63626,272,0674.0
10,001-50,0004,22585,597,11812.9
50,001-100,00041328,426,7004.3
100,001 and
Over239498,356,65475.6
To ta l18,359659,678,837100.0
* 303 shareholders hold less than a marketable parcel of Infratil shares
Twenty largest infrastructure bondholders
as at 31 March 2020
JBWERE (NZ) Nominees Limited 173,096,913
Forsyth Barr Custodians 161,145,338
FNZ Custodians Limited 110,687,978
New Zealand Central Securities 52,633,625
Investment Custodial Services 38,501,105
Custodial Services Limited 38,158,333
Custodial Services Limited 38,003,016
Custodial Services Limited 29,149,818
Lynette Therese Erceg & Darryl Edward Gregory
& Catherine Agnes Quinn 24,120,000
Custodial Services Limited 14,496,990
Forsyth Barr Custodians 9,413,000
Custodial Services Limited 7,026,500
Rgtkmt Investments Limited 6,250,000
Custodial Services Limited 5,289,000
FNZ Custodians Limited 5,196,500
Sterling Holdings Limited 5,130,000
Tappenden Holdings Limited 3,770,000
FNZ Custodians Limited 2,767,930
JBWERE (NZ) Nominees Limited 2,630,000
Garth Barfoot 2,500,000
Spread of infrastructure bondholders
as at 31 March 2020
Number
of Bonds
Number
of holders
Total
bonds held%
1-1,00054,373-
1,001-5,0001,2666,292,1940.5
5,001-10,0003,36332,342,7842.5
10,001-50,0008,636245,452,60118.8
50,001-100,0001,406115,220,6578.8
100,001 and
Over
810904,506,9166 9. 4
To ta l15,4861,303,819,525100.0
134
Comparative financial review
Financial performance
2020
$Millions
2019
$Millions
2018
$Millions
2017
$Millions
2016
$Millions
2015
$Millions
2014
$Millions
2013
$Millions
2012
$Millions
2011
$Millions
31 March year ended
Operating revenue
1,281.3
4
1,333.2
4
1,200.8
4
1,786.51,706.41,624.71,514.92,368.72,166.41,984.8
Underlying EBITDAF
5
480.9
4
431.2
4
482.0
4
488.0462.1452.5437.4
2
527.6520.2470.9
1
Operating earnings
3
6.3135.5157.2 155.2 149.4 120.3 164.2 183.5 199.3 252.9
Net gain/(loss) on
foreign exchange and
derviatives6.20.334.9 28.1 (13.6) (36.3) 70.7 (14.4) 19.2 (3.9)
Investment realisations,
revaluations and
impairments510.70.613.8(55.2) (51.8) 29.5 222.2 (5.9) 4.3 (0.5)
Net surplus after
taxation, discontinued
operations
and minorities241.2(19.5)71.4 66.1 438.3 383.5 198.9 3.4 51.6 64.5
Dividends paid113.795.1 89.6 82.9 110.4 148.8 57.0 48.2 44.1 37.6
Financial position
Represented by
Investments
2,033.3936.6940.6 882.9 534.3 532.3 294.1 334.2 340.9 323.7
Non-currents assets
4,618.54,614.25,075.3 5,170.4 5,085.2 4,830.6 4,613.3 4,435.2 4,328.8 4,193.7
Current assets
933.31,181.2 618.0 743.4 1,007.5 584.8 542.4 670.0 623.7 515.7
Total assets7,585.16,732.0 6,633.9 6,796.7 6,627.0 5,947.7 5,449.8 5,439.4 5,293.4 5,033.1
Current liabilities
421.4896.5355.6 672.7 559.0 344.0 623.6 679.6 547.5 415.7
Non-current liabilities
2,530.61,963.42,148.9 1,984.8 2,048.2 2,066.5 1,810.4 1,920.0 1,887.7 1,919.7
Infrastructure bonds
1,293.21,127.6 994.4 998.3 949.8 981.9 979.9 904.3 851.6 854.8
Total Liabilities4,245.23,987.5 3,498.9 3,655.8 3,557.0 3,392.4 3,413.9 3,503.9 3,286.8 3,190.2
Net Assets3 , 3 3 9.92,744.5 3,135.0 3,140.9 3,070.0 2,555.3 2,035.9 1,935.5 2,006.6 1,842.9
Outside equity interest
in subsidiaries1,207.71,098.5 1,198.3 1,182.6 1,145.3 1,061.4 916.6 931.1 932.0 843.5
Equity
2,132.21,646.0 1,934.4 1,959.3 1,924.7 1,493.9 1,119.3 1,004.4 1,074.6 999.4
Total Equity3 , 3 3 9.92,744.5 3,132.7 3,141.9 3,070.0 2,555.3 2,035.9 1,935.5 2,006.6 1,842.9
Dividends per share
17.2517.0016.0014.7519.6526.509.758.257.256.25
Shares on issue (‘000)
659,679559,278559,278560,053562,326561,875561,618583,321586,931602,806
1
Prior to fair value gains on acquisition recognised by associates of $60.7 million.
2
Prior to fair value gains on acquisition recognised by associates of $33.1 million.
3
Operating earnings is earnings after depreciation, amortisation and interest.
4
Operating revenue and Underlying EBITDAF relate to continuing operations.
5
Underlying EBITDAF is an unaudited non-GAAP measure and is defined in the Infratil Annual Results Presentation 2020.
135
136
---
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
WaipipiWind Farm (133MW)
•Wellington Airport completed the final stage
of the $100 million domestic terminal
renovation
•CDC’s ongoing development including:
‐Eastern Creek 2, Sydney (13MW) –final
handover occurred December 2019;
‐Hume 4, Canberra (25MW) –final handover
occurred December 2019; and,
‐Commencement of construction of Eastern
Creek 3, Sydney (25MW)
•RetireAustralia includes completion of the
GlengaraCare Apartments and commencement
of construction of independent living units at
Wood Glen (The Rise) and Burleigh(The Verge)
•Other includes the construction of Infratil
Infrastructure Property’s 154 room
Travelodge hotel and carpark in the Wynyard
Quarter –forecast to open in October 2020
8
Notes:
1.The amounts depicted are Infratil’s proportionate share of the investee company’s capital expenditure
2.Shares acquired under Infratil and Mercury Energy's full cash takeover offer for Tilt Renewables
31 March ($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 basis compounding, 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 (1,004.8)105.5
38.8%
Longroad Energy
26/10/2016162.4 34.2 (166.2)6.1
54.7%
RetireAustralia31/12/2014308.2-(398.1)(18.0)
2.2%
Tilt Renewables
28/10/2016966.5 -(805.2)32.2
19.5%
ASIP04/04/201433.10.5(37.4)(0.8)
13.1%
2,985.8 51.4 (2,411.7)125.0
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 (2.1%)
12 months to 28 May 16.6%
5 Year9.6%
10 Year14.2%
Inception –26 years16.6%
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$277 million) WaipipiWind 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 270MW 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 $284.8 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 Snowtown2
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 Snowtown2 and 1.3% below long-term
50th percentile expectations
Sale of Snowtown2 Wind Farm
•Tilt completed the sale of the 270MW Snowtown2 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 WaipipiWind Farm
•Along with the Dundonnell Wind Farm, Tilt now has 469MW under
construction, a total forecast investment of more than $800 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$102.3 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’sworking 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.
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.