Agreement to acquire stake in Pacific Radiology

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



29 April 2021


Infratil announces agreement to acquire stake in Pacific Radiology Group
Infratil Limited (“Infratil”) announces that it has executed a conditional agreement to
acquire between 50.1% and 60% of Pacific Radiology Group Limited (“Pacific
Radiology”), a comprehensive Diagnostic Imaging business in New Zealand, from
existing Doctor shareholders, for total consideration of up to NZ$350 million.
Pacific Radiology is the largest private diagnostic imaging service provider in New
Zealand, operating 46 clinics in the South Island and lower North Island and employing
90 radiologists throughout New Zealand.
Completion of the Pacific Radiology acquisition is conditional on counterparty consents
to change of control in relation to a small number of material contracts. Assuming those
consents are given, completion is expected by 31 May 2021.
Upon completion, the existing Doctor shareholders and Management will hold between
40% and 49.9% of Pacific Radiology. As the majority investor, Infratil will have
governance rights consistent with its shareholding and, together with the doctor
shareholders, will be able to drive the continued development and growth of the business.
The acquisition Enterprise Value of NZ$867 million implies an EV/EBITDA multiple of
12.6-13.3x and is subject to usual completion adjustments for net debt, net working capital
and capital expenditure.
Infratil CEO Jason Boyes said, “the Pacific Radiology acquisition, if completed, sits well
with Infratil’s other high performing, high quality assets, and builds on its investment last
year in Qscan Group, a leading diagnostic imaging business in Australia”.
“When we outlined the company’s strategic direction in February, healthcare was
identified as a sector of considerable opportunity”.
“Diagnostic imaging is an essential services industry, offering a combination of defensive
characteristics and structural long-term growth. Pacific Radiology is New Zealand’s
largest private provider of diagnostic imaging and has a proven track record for delivering
long-term growth, both organically and via acquisition”.
“We also see this as an opportunity to scale Infratil’s investment in Qscan Group and
create a meaningful Australasian healthcare platform with potential synergies and
adjacent opportunities”.
“The purchase also confirms our continuing confidence in the New Zealand market and
the thematics which are driving our capital allocation in communications and digital
infrastructure, decarbonisation, and aging populations”.

2
Chairman of Pacific Radiology Group, Dr Adrian Balasingam, said:
"The Doctor shareholders in Pacific Radiology are delighted to partner with such a
capable long term investor as Infratil, who will add real value as Pacific Radiology
continues to grow and expand our high quality services to patients, referrers and funders
across New Zealand.”
Further details of the acquisition process and terms are set out in the Investor
Presentation also provided to the NZX and ASX today.

Investor enquiries should be directed to:
Phillippa Harford
Chief Financial Officer
Infratil Limited
phillippa.harford@infratil.com

Media enquiries should be directed to:
David Lewis
Thompson Lewis
david@thompsonlewis.co.nz
+64-21-976 119

---

Acquisition of
Pacific Radiology
Investor Presentation
29 April 2021

InfratilInvestor Presentation –April 2021
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 only 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, prospectus or other disclosure document for the purposes ofthe Financial Markets Conduct Act 2013or
the Australian Corporations Act 2001 (Cth).The Company is subject to a disclosure obligation that requires it to notifycertain material
information to NZX Limited (NZX) and ASX Limited (ASX) for the purpose of that information being made available to participants in the
market and that information can be found by visiting www.nzx.com/companies/IFT and http://www.asx.com.au. This presentation should
be read in conjunction with Infratil’s other periodic and continuous disclosure announcements released to NZX and ASX.
Not financial product advice
This presentation is for information purposes only and is not financial, legal, tax, financial product or investment advice or a
recommendation to acquire the Company’s securities.This presentationhas been prepared without taking into account the objectives,
financial situation or needs of prospective investors.
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.

InfratilInvestor Presentation –April 2021
Disclaimer
Financialdata
ThispresentationcontainscertainfinancialinformationrelatingtoPacificRadiologyGroupLimited(‘PacificRadiology’,‘PRG’)whichhas
beenderivedfrombothauditedandunauditedfinancialinformationrelatingtoPacificRadiology.
Thispresentationcontainsproformafinancialinformation.Inparticular,Infratilhaspreparedapro-formaNetDebtandgearingposition
ofInfratilas31March2021asiftheAcquisitionoutlinedinthispresentationhadtakenplaceonthatdate.Thepro-formahistorical
financialinformationprovidedinthispresentationisforillustrativepurposesonlyandshouldnotberelieduponas,andisnot
representedas,beingindicativeofInfratil’sfuturefinancialposition.
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 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 the Company believes the non-IFRS/GAAP financial information and financial measures provide useful information to usersin
measuring the financial performance and condition of the Company, you are cautioned not to place undue reliance on any non-
IFRS/GAAP financial information or financial measures included in this presentation.
Currency
All currency amounts in this presentation are in New Zealand dollars unless stated otherwise.
No part of this presentation may be reproduced or provided to any person or used for any other purpose.

InfratilInvestor Presentation –April 2021
Transaction
summary
•Infratil has executed a conditional agreement to acquire between 50.1% and 60.0% of New Zealand
Diagnostic Imaging business Pacific Radiology Group Limited (‘Pacific Radiology’) from existing Doctor
shareholders for total cash equity consideration of between $292 million to $350 million
•Infratil will be investing alongside Doctor shareholders and Management who will hold 40.0% to 49.9%
•The acquisition Enterprise Value of $867 million
1
implies a normalised LTM EV/EBITDA multiple of 12.6-13.3x
2
•The Pacific Radiology acquisition is strategically and financially compelling for Infratil shareholders:
✓Diagnostic Imaging is an essential services industry, offering a combination of defensive characteristics
and structural long-term growth
✓New Zealand’s largest private provider of Diagnostic Imaging, offering referrers and patients an
unmatched breadth and depth of subspecialty expertise
✓Proven track record of delivering long-term growth, both organically and via acquisition
✓Opportunity to scale Infratil’s investment in Qscan Group and create a meaningful Australasian healthcare
platform with potential synergies and adjacent opportunities
•As the majority investor, Infratil will have governance rights consistent with its interest and, working alongside
Doctor and Management shareholders, will continue to drive the development and growth of the business
Funding
•The $867 million acquisition enterprise value is funded by $583 million of equity (Infratil’sshare up to $350
million) with the balance funded from debt facilities at the operating company level
•Infratil’sequity investment will be funded through a committed acquisition bridge facility
3
•As at 31 March 2021, Infratil had undrawn bank facilities of $353 million (excluding the acquisition bridge)
•Significant liquidity is forecast upon completion of the Tilt Renewables sale which will result in $2.0 billion of
gross proceeds to Infratil
Timing &
conditions
•Completion of the acquisition is conditional on counterparty consents to change of control in relation to a
small number of material contracts
•Doctor shareholder and Management shareholding to be confirmed in 1-2 weeks. Completion is expected by
31 May 2021
1
The purchase price is subject to post completion adjustments for net debt, net working capital and capital expenditure as at completion
2
EV/EBITDA multiple is based on normalised EBITDA (excluding IFRS 16 adjustments) of $65-69 million for the year to 31 March 2021
3
Acquisition debt facilities of up to $350 million with a 12 month term, available specifically for the acquisition of PacificRadiology
Transaction
Summary
Infratil to
acquire up to
60% of
New Zealand
Diagnostic
Imaging business
Pacific Radiology
for up to
$350 million
4

InfratilInvestor Presentation –April 2021
Investment
Thesis
Infratil is
developing a
scale healthcare
infrastructure
platform
This is an idea
that matters
Diagnostic Imaging exhibits
attractive characteristics
Clear benefits
of scale
•Strong healthcare systems are
required for societies to function
properly. Never has this been
made more apparent than now, as
we observe the demands placed
on global healthcare systems by
the COVID-19 pandemic
•A value-based shift towards early
diagnosis and preventative care
can significantly reduce the
healthcare lifecycle for patients
and address system inefficiencies,
whilst achieving patients‘ desired
care outcomes
•Pacific Radiology’sPET-CT strategy
is underpinned by oncology
demand,with cancer being one of
the leadingcauses of mortality in
New Zealand
•Outlook for the Diagnostic
Imaging sector benefits from long-
term tailwinds of a growing ageing
demographic with an increasing
prevalence of chronic disease
•Diagnostic Imaging is an essential
component of a patient’s lifecycle.
It is a critical part of preventative
healthcare and in informing clinical
decision-making by supporting
diagnosis, treatment planning, and
unlocking efficiency gains by
avoiding high-cost acute care
•Revenues therefore defensive and
growing, supporting continued
organic growth
•Opportunities for value
enhancement include:
•Ability to pool volumes across
sites
•Share and invest in equipment
and technology, including AI
•Attracting and retaining
radiologists
•Potential for synergistic benefits
like these with Qscan Group
•Potential to expand into strategic
adjacencies
5

InfratilInvestor Presentation –April 2021
Snapshot
Pacific Radiology
is New Zealand’s
largest provider
of Diagnostic
Imaging services
6
Clinic network
Overview
•With a heritage that dates back more than 65 years, Pacific Radiology is the largest private Diagnostic Imaging provider
in New Zealand
•Pacific Radiology operates 30 clinics in the South Island and 16 in the North Island, and employs 90 radiologists and 650
employees in total throughout New Zealand. That makes Pacific Radiology around twice the size of its nearest peer, with
around 20% of New Zealand’s private Diagnostic Imaging clinics and radiologists
•Pacific Radiology has ~70% market share within its catchment areas. It does not currently operate in Auckland.
•Pacific Radiology offers five modalities of Diagnostic Imaging including Diagnostic Radiology (‘DR’), Ultrasound (‘UTS’),
Magnetic Resonance Imaging (‘MRI’), Computed Technology (‘CT’), and Positron Emission Tomography (‘PET’)
•Over 230 machines are currently owned. Fleet is mid-life, implying overall steady replacement capex
3
North Island
16 clinics
South Island
30 clinics
Funding mix
(Revenue LTM -December 2020)
Modality mix
(Revenue FY21F)
34%
15%
31%
14%
6%
ACC
Patient
DHB
Other
PHI
36%
14%
5%
23%
15%
7%
MRI
Other
CT
XR
PET-CT
UTS
9
11
1
4
4
3
1
3
1
6

InfratilInvestor Presentation –April 2021
New Zealand is an
Attractive Market
with a Diversified
Funding
Environment
•Compared to many countries New Zealand has a diversified range of funding sources,
including ACC (for accident-related injuries), Public Hospitals, Ministry of Health (cancer
screening), private healthcare insurance and direct patient fees.
•Expected to remain stable given broad acceptance of private clinics, capacity constraints in
Public Hospitals, and Diagnostic Imaging’s critical role in preventative health and informing
clinical decision-making
Clear Market and
Clinical Leadership,
Making it an
Employer of Choice
•In addition to its catchment leadership, Pacific Radiology is held in high regard amongst
radiologists, referrers and funders for clinical and operational excellence
•Talent attracts talent and Pacific Radiologyhas unparalleled depth of radiologist subspeciality
expertise in New Zealand
•Opportunity for new doctors to own equity is highly attractive. Together with significant
continued equity ownership by existing doctor shareholders, will ensure alignment with Infratil
Leading Provider of
High-Growth
Complex Modalities
•The majority of patient exam fee revenue comes from complex modalities, which are expected
to grow faster
•Pacific Radiology introduced PET to the New Zealand market; it operates 2 of the 5 PET-CT
machines in New Zealand, and the only 2 south of Hamilton.Also owns 50% of CyclotekNZ
which is the only manufacturer of PET isotypes in New Zealand
Well Identified
Organic Growth
Levers
•Opportunities for value enhancement through thecontinued improvement of core business
operations
•Established growth plan includes identified greenfield opportunities, targeted modality
expansion within existing clinics and sustaining market leading share of high-growth complex
modalities, such as PET-CT
Further Growth
Opportunities from
Scale
•Potential synergistic benefits with Qscan, including the sharing of IT infrastructure and
investment in AI, equipment/technology procurement, and professional development
opportunities
•Inorganic growth opportunities primarily in Auckland, but also in smaller regional areas
•The ability to provide a scale teleradiology capability would allow the group to pool volume
across sites/clusters, improving overall utilisation and allowing for greater sub-specialisation
Investment
Highlights
Pacific Radiology
is themarket
leader in an
attractive New
Zealand market
7
1
2
3
4
5

InfratilInvestor Presentation –April 2021
Highly
Qualified
Team
Leading medical
professionals
and experienced
executive team
8
Clinical Leadership
•Pacific Radiology is held in high regard amongst
radiologists, referrers and funders for clinical and
operational excellence
•Pacific Radiology’s reputation, affiliations and its
subspecialisedradiology team, Pacific Radiology’s
fellowship program is RANZCR accredited and has
attracted radiologists from around the world. This gives
Pacific Radiologya competitive advantage in identifying
and recruiting the most talented radiologists
High Quality Executive Team
Terry McLaughlin -CEO
•Joined Pacific Radiology in 2018
•Extensive experience across both the
public and private sectors. Previously a
partner at Ernst Young and Chief
Executive of Duncan Cotterill
Dr Jeremy Sharr –Chief Radiologist
•Joined Pacific Radiology in 2008
•Over 25 years’ experience in the radiology
sector. Specialisations in body imaging
and intervention, breast MRI, MSK
imaging, MSK spinal invention and
PET/oncology imaging
Thomas Pickles -CFO
•Joined Pacific Radiology in 2019
•More than 25 years’ experience across a
broad spectrum of finance processes,
leading large commercial teams within
large corporates
47
33
29 29
28
26
20
15
12
10 10
6
5
4
2
MSK
Body
Breast
MRI
Interventional
CTC
PET-CT
Neuro
OBGYN
Vascular
Cardiac
Chest
ENT
Paediatrics
DEXA
Radiologist Subspecialties

InfratilInvestor Presentation –April 2021
-
20
40
60
80
100
120
140
160
180
200
FY2019FY2020FY2021
Revenue
Patient exam feesOtherC19 Normalisation
Financial
Profile
Track record of
revenue growth
underpinned by
a focus on high
value modalities
9
24.5%
24.6%
34.5%
-
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
45.0%
50.0%
-
10
20
30
40
50
60
70
80
90
100
FY2019FY2020FY2021
EBITDA
EBITDAMargin
•Revenue growth comes from all Pacific Radiology’s regions,
through volume increases, indexation and modality mix shifts.
The majority of Pacific Radiology’s exam fees come from
complex modalities, including MRI, CT and PET-CT
•Pacific Radiology’s margins are driven by its mix of scans, which
are skewed towards these complex modalities
•In response to COVID-19 Pacific Radiology undertook a cost
restructure, streamlining the go-forward operating cost
base,contributing to the margin increase
•Revenues and EBITDA have been normalisedfor the impact of
COVID-19
MRI
36%
CT
14%
PET-CT
5%
UTS
23%
XR
15%
Other
7%
Modality Mix
Complex
modalities:
55%

InfratilInvestor Presentation –April 2021
1
Impact of the acquisition on Infratil’s 31 March 2021 balance sheet based on Infratil’s investment of up to $350 million funded via the acquisition facility
2
Gearing at 31 March 2021 (Actual and Pro Forma) calculated as total net debt / total capital based on share price of $7.00 asat28 April 2021
3
Excludes Trustpower, Tilt Renewables, Wellington Airport, CDC Data Centres, RetireAustralia, Longroad Energy, Galileo Green Energy, Vodafone and Qscan
4
Subject to approvals from the Foreign Investment Review Board (Australia), Overseas Investment Office (NZ) and the High CourtofNZ
Funding and
Liquidity
Following the
transaction and
receipt of Tilt
sale proceeds
Infratil will have
net cash of
more than
$1 billion
10
Pro-forma Capitalisation
(NZ$ Million)
As at
31 March 2021
Pro Forma
31 March 2021
1
Net bank debt/(cash)328 678
Infratil Infrastructure bonds1,155 1,155
Infratil Perpetual bonds232 232
Total net debt1,715 2,065
Market value of equity5,0615,061
Total capital6,7767,126
Gearing
2
25.3%29.0%
Infratil undrawn bank facilities
3
353 353
100% subsidiaries cash14 14
Liquidityavailable367 367
•As at 31 March 2021, drawn bank debt was
$342 million with $353 million of undrawn bank
facilities
•$50 million bank facility that was scheduled to
mature in June 2021 has been refinanced.
Infratil’s next bank maturity is $65 million in
February 2022
•Infratil's next two bond maturities are
$93.9 million of IFT220 bonds in June 2021 and
$93.7 million of IFT190 bonds in June 2022
Debt Maturity Profile as at 31 March 2021 (NZ$ million)
•Infratil’s investment in Pacific Radiology will
initially be funded via a 12 month bridge
facility established for the for the purpose of
acquiring Pacific Radiology
•Upon completion of the Tilt Renewables
disposal, Infratil will fully repay its drawn bank
debt facilities
3
, including the Pacific Radiology
acquisition bridge facility, leaving a net cash
balance of more than $1 billion
•Infratil currently expects that completion of
the Tilt sale will occur prior to 30 September
2021
4
65
350
180
100
-
94
194
122
745
232
-
200
400
600
800
1,000
FY22FY23FY24FY25-31>FY31
Wholly owned bank facilitiesBonds

InfratilInvestor Presentation –April 2021
Acquisition of
Pacific
Radiology
New Zealand’s
largest private
provider of
radiology
services, offering
referrers and
patients an
unmatched
breadth and
depth of
subspecialty
expertise
Infratil Acquisition of Pacific Radiology
•Infratil has executed a conditional offer to acquire up to 60% of New Zealand Diagnostic Imaging business
Pacific Radiology from existing Doctor shareholders for total cash equity consideration of up to $350 million
•On completion Doctor shareholders and Management will hold between 40.0% and 49.9% of the Company
•Diagnostic Imaging is an idea that matters. A value-based shift towards early diagnosis and preventative care can
significantly reduce the healthcare lifecycle for patients and address system inefficiencies whilst achieving patients‘
desired care outcomes
•Pacific Radiology is a clear market leader in New Zealand Diagnostic Imaging. Pacific Radiology is able to deliver
superior clinical outcomes through the delivery of complex modalities, which are also experiencing higher growth
•This acquisition is an opportunity to scale Infratil’s investment in Qscan Group and create a meaningful Australasian
healthcare platform with a number of potential synergies and adjacent opportunities
•The global focus on infrastructure as an asset class has not diminished Infratil’s ability to source and compete for
high-quality assets
•Infratil continues to invest ahead of the mainstream infrastructure market and has the capability to position our capital
early in next generation infrastructure
11

InfratilInvestor Presentation –April 2021
Glossary
12
ACCAccident Compensation Corporation
CTComputed tomography (a computerised x-ray imaging procedure)
CTCCT colonoscopy
DEXADual energy x-ray absorptiometry
DHBDistrict Health Board
DIDiagnostic Imaging
EBITDA
Earnings before interest, tax, depreciation and amortisation (prior to the impact of NZ IFRS 16 (Leases)
Mammo
Mammogram / mammography
MRIMagnetic resonance imaging
MSKMusculoskeletal
NeuroNeurologic
OBGYNObstetric and gynecologic
Oncology
Branch of medicine that deals with the prevention, diagnosis, and treatment of cancer
Patient exam fees
Revenue from Pacific Radiology’s primary scan and read services
PET-CT
Positron emission tomography -Computed tomography, used in clinical oncology
PHI
Private health insurer
UTS
Ultrasound
XR
X-ray

www.infratil.com