Vector Limited Capital Bonds – Election Notice

Market Release
3 May 2022

Vector Limited Capital Bonds – Election Notice


Vector Limited (Vector) currently has on issue unsecured, subordinated capital bonds
(Capital Bonds) (VCT080) subject to the terms of the trust deed dated 25 September 2002
(as amended) (Trust Deed). Under the Trust Deed, Bondholders are entitled to make an
election to keep or sell some or all of their Capital Bonds or apply to purchase additional
Capital Bonds offered through a resale facility, on each election date. The next election date
is 15 June 2022.

Election Notice

Vector advises that today it will send an Election Notice and explanatory notes to the
registered email or postal address of each holder of Capital Bonds whose name appeared on
the Capital Bonds register at close of trading on 28 April 2022. Copies of the Election Notice
and explanatory notes are attached to this announcement. Bondholders are encouraged to
complete this Election Notice online at www.vctbondelection.co.nz.

From 15 June 2022, the Capital Bonds will be subject to a new interest rate, and the next
election date for the Capital Bonds will be 15 June 2027.

The election options available to New Zealand Bondholders are to:

• keep all of their Capital Bonds; or
• keep all of their Capital Bonds and apply to purchase additional Capital Bonds through
the resale facility to be established by Vector as part of the election process (the Resale
Facility); or
• offer to sell some of their Capital Bonds through the Resale Facility and keep the balance
of their Capital Bonds; or
• offer to sell all of their Capital Bonds through the Resale Facility.
If at the close of trading on 31 May 2022 a Bondholder has a registered address outside New
Zealand, all of that Bondholder’s Capital Bonds will be automatically offered for sale in the
Resale Facility.

Interest Rate

If all Capital Bonds offered for sale through the Resale Facility are sold or redeemed by
Vector, the interest rate applicable to the Capital Bonds from 15 June 2022 will be the higher
of either:

• 5.50 per cent per annum; or
• the five-year swap rate at or about 3pm on 14 June 2022 plus the Issue Margin of 1.80
per cent per annum.

Vector media release 3 May 2022 page 2 of 3
If any Capital Bonds offered for sale through the Resale Facility are not sold or redeemed by
Vector, the interest rate payable by Vector on all Capital Bonds from 15 June 2022 will be the
Adjusted Interest Rate. The Adjusted Interest Rate is the aggregate of the:

• five-year swap rate at or about 3pm on 14 June 2022; plus
• Issue Margin for the prior Bond Period (being an Issue Margin of 2.75 per cent per
annum); plus
• Specified Margin (being 1.00 per cent per annum).
Vector has not made any decisions as to whether it will purchase or redeem any Capital Bonds
which are placed by Bondholders into the Resale Facility. Vector’s ability to purchase or
redeem any Capital Bonds is subject to it being satisfied it can comply with its obligations under
the Replacement Security Deed Poll.
1


Making of election

New Zealand Bondholders have until 5pm on Tuesday, 31 May 2022 to advise their election
in accordance with the instructions set by Vector for the election process. If a Bondholder
does not correctly complete and submit an Election Notice in accordance with the applicable
instructions, that Bondholder will be deemed to have elected to keep all of its Capital Bonds
subject to the new interest rate, new interest payment dates and new election date.

Bondholders with a registered address outside New Zealand at the close of trading on 31 May
2022 should not complete an Election Notice. All Capital Bonds held by such Bondholders will
be automatically offered for sale in the Resale Facility.

Trading halt

Trading in the Capital Bonds (VCT080) was suspended at close of trading on Tuesday, 26
April 2022. Trading in the Capital Bonds (under a new ticker VCT110) will commence on
Thursday, 16 June 2022, being the trading day immediately following the election date.

Interest payment

Registered holders of Capital Bonds on 31 May 2022 will be entitled to receive all interest
accrued, un-cancelled and unpaid up to 15 June 2022.

Joint Lead Managers





0800 269 476 0800 226 263 0800 367 227 0800 284 017

ENDS

Investor contact
Jason Hollingworth
Chief Financial Officer
Mobile: 021 312 928


1
Details of the Replacement Security Deed Poll are available at www.vector.co.nz/investors/bonds

Vector media release 3 May 2022 page 3 of 3
About Vector
Vector is an innovative New Zealand energy company which runs a portfolio of businesses
delivering energy and communication services to more than one million homes and
commercial customers across Australasia and the Pacific. Vector is leading the country in
creating a new energy future through its Symphony strategy which puts customers at the heart
of the energy system. Vector is listed on the New Zealand Stock Exchange with ticker symbol
VCT. Our majority shareholder, with voting rights of 75.1%, is Entrust. For further information,
visit www.vector.co.nz

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3 May 2022
Dear Bondholder,
Vector Capital Bonds Rollover
Vector Limited (Vector) currently has on issue capital bonds (VCT080) (Capital Bonds) subject to the terms of the
trust deed dated 25 September 2002 (as amended) (Trust Deed). Under the Trust Deed, New Zealand registered
Bondholders are entitled to make an election to keep or sell some or all of their Capital Bonds on each election date.
The next election date is 15 June 2022. From this date, the Capital Bonds will be subject to a new interest rate and
a new election date of 15 June 2027. The other terms of Capital Bonds (including the interest payment dates of
15 June and 15 December in each year) will remain the same as the Capital Bonds which you hold now. If you are
a New Zealand registered Bondholder you need to make an election in relation to your Capital Bonds by no later
than 5.00pm on Tuesday 31 May 2022.
Enclosed with this letter are:
•an explanatory notes document which contains further information about the new interest rate which will apply
to the Capital Bonds f rom the election date of 15 June 2022, as well as details of your election options
(the Explanatory Notes); and
•an Election Notice.
You should read these documents prior to making your election in relation to your Capital Bonds.
Election Options
The election options available to you as a New Zealand Bondholder are to:
A. keep all of your Capital Bonds; or
B. keep all of your Capital Bonds and apply to purchase additional Capital Bonds through the resale facility to be
established by Vector as part of the election process (the Resale Facility); or
C. keep some of your Capital Bonds and offer to sell the balance of your Capital Bonds through the Resale Facility; or
D. offer to sell all of your Capital Bonds through the Resale Facility.
If at the close of trading on 31 May 2022 your registered address is outside New Zealand then you will be deemed
to have elected to offer to sell all of your Capital Bonds through the Resale Facility.
Detailed information about the options available to you as a Bondholder is set out in the Explanatory Notes.
Action to be taken
If you are a New Zealand Bondholder you should return a completed Election Notice so that it is received
by Computershare Investor Services Limited (Vector’s Capital Bond registrar) (Computershare) no later
than 5.00pm on Tuesday 31 May 2022. We encourage you to complete this Election Notice online at
www.vctbondelection.co.nz to avoid any delays.
If you do not return a properly completed Election Notice to Computershare by 5.00pm on Tuesday 31 May 2022
you will be deemed to have elected to keep all of your Capital Bonds beyond the election date of 15 June 2022
and accepted the new conditions in respect of all of your Capital Bonds.
If you have any doubts as to what you should do in relation to your Capital Bonds, you should contact your financial,
taxation or legal adviser. If you have any queries regarding the procedure for making your election, you should
contact Computershare, as Capital Bond registrar, by phoning: 0800 650 034 or +64 9 488 8777, or your
professional adviser.
Yours sincerely,
Jonathan Mason
Chairman
Vector Limited
101 Carlton Gore Rd
PO BOX 99882
Auckland 1149
New Zealand
+64 9 978 7788 / vector.co.nz
creating a new energy future

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vector
capital
bonds
EXPLANATORY NOTES
3 MAY 2022

Explanatory Notes
1. Vector Capital Bonds Election Date
On 5 November 2002, Vector Limited (Vector) issued
unsecured, subordinated capital bonds (Capital Bonds)
under a trust deed dated 25 September 2002 (as
amended) (Trust Deed). The Capital Bonds are subject
to the terms of the Trust Deed, including the conditions
set out in Schedule 1 of the Trust Deed (the Conditions)
as amended in accordance with the Trust Deed.
The Conditions provide that the next election date for
the Capital Bonds is 15 June 2022 (Election Date).
Under the Conditions, prior to the Election Date, Vector
must send an Election Notice to your last registered
email or postal address specifying the new:
(a) Interest Rate;
(b) Interest Payment Dates; and
(c) Election Date,
(together, the New Conditions) to apply to the Capital
Bonds from the Election Date. The new Interest Rate,
Issue Margin and Election Date are set out in section 2
below. The other terms of the Capital Bonds will
remain unchanged.
Vector has sent you an Election Notice together with
these explanatory notes which describes the election
options available to you as a New Zealand Bondholder
in relation to the upcoming Election Date, being to:
• keep all of your Capital Bonds; or
• keep all of your Capital Bonds and apply to purchase
additional Capital Bonds through the resale facility
to be established by Vector as part of the election
process (Resale Facility); or
• keep some of your Capital Bonds and offer to sell
the balance of your Capital Bonds through the
Resale Facility; or
• offer to sell all of your Capital Bonds through the
Resale Facility.
Completed Election Notices should be returned so
that they are received by Computershare Investor
Services Limited (Vector’s Capital Bond registrar)
(Computershare) no later than 5.00pm on Tuesday
31 May 2022. Election Notices can be completed
online at www.vctbondelection.co.nz.
If you do not complete your Election Notice online
correctly or if Computershare does not receive your
properly completed Election Notice by 5.00pm on
31 May 2022, you will be deemed to have elected to
continue to keep all of your Capital Bonds subject to
the New Conditions as from the Election Date.
If as at the close of trading on 31 May 2022 your registered
address is outside New Zealand, you will not be entitled
to make an election or keep your Capital Bonds after the
Election Date. All Capital Bonds held by Bondholders
with a non-New Zealand registered address as at the
close of trading on 31 May 2022 will be automatically
offered for sale through the Resale Facility.
Further information about election options for
New Zealand Bondholders is set out in section 5 below.
On the Election Date, Vector is required to pay you all
interest accrued, un-cancelled and unpaid up to that
date on your Capital Bonds. Vector will pay this interest
to you irrespective of whether or not you keep your
Capital Bonds after the Election Date.
Capitalised terms defined in the Trust Deed (including
in the Conditions) have the same meaning when used
in these explanatory notes.
2. New Conditions Applicable to the
Capital Bonds from the Election
Date
2.1 New Election Date
The new election date that will apply to the Capital Bonds
will be 15 June 2027 (New Election Date).
2.2 Interest Rate
An Interest Rate of 5.70 per cent per annum currently
applies to the Capital Bonds.
If all Capital Bonds offered for sale through the Resale
Facility are sold or redeemed by Vector, the Interest Rate
applicable to the Capital Bonds from the Election Date
will be the higher of either:
(a) 5.50 per cent per annum; or
(b) the Swap Rate at or about 3.00pm on 14 June 2022
plus the Issue Margin of 1.80 per cent per annum.
As at 28 April 2022, the Swap Rate was 3.95 per cent. By
way of illustrative example only, if the Interest Rate was
being determined on that date, the calculation set out
in paragraph (b) above would give an interest rate of 5.75
per cent per annum and accordingly the Interest Rate as
from the Election Date would be 5.75 per cent per annum
(being the higher of the figures in paragraph (a) and (b)
above). The Swap Rate will fluctuate between the date of
these explanatory notes and when it is calculated at or
about 3.00pm on 14 June 2022.
If any Capital Bonds offered for sale through the Resale
Facility are not sold or redeemed by Vector, the interest
rate payable by Vector on all Capital Bonds from the
Election Date will be the Adjusted Interest Rate (see
section 3 below).
3. Adjusted interest rate
The Adjusted Interest Rate is the aggregate of:
(a) the Swap Rate at or about 3.00pm on
14 June 2022; plus
(b) the Issue Margin for the prior Bond Period (being
an Issue Margin of 2.75 per cent per annum); plus
(c) the Specified Margin (being 1.00 per cent
per annum).

As noted above, on 28 April 2022, the Swap Rate was 3.95 per cent per annum. By way of illustrative example only, if the
Adjusted Interest Rate was being determined on that date, the calculation set out above would give an Adjusted Interest
Rate of 7.70 per cent per annum. The Swap Rate will fluctuate between the date of these explanatory notes and when it is
calculated at or about 3.00pm on 14 June 2022.
4. Interest Payment Dates
The Interest Payment Dates applicable to the Capital Bonds from the New Election Date will remain 15 June and
15 December in each year.
5. Election Options for New Zealand Registered Bondholders and Outcome
for Other Bondholders
5.1 New Zealand Bondholders
If you are a New Zealand Bondholder, you have four election options available to you in relation to the upcoming
Election Date. These options are described below. Further details in respect of the operation of the Resale Facility
are set out in section 5.3.
OPTIONACTIONOUTCOMEWHAT TO DORELEVANT PAYMENTS
A
Keep all of your
Capital Bonds.
If you do not
complete your
Election Notice
online correctly or
if Computershare
does not receive
your properly
completed
Election Notice
by 5.00pm on 31
May 2022, you
will be deemed to
have elected this
Option A.
From the Election Date,
the New Conditions
will apply to all of the
Capital Bonds.
In the event that any
Capital Bonds offered
for sale under the Resale
Facility are not sold or
redeemed by Vector, the
unsold Capital Bonds will
remain on issue and will
be subject to the New
Conditions except that,
for the period until the
New Election Date, the
Interest Rate payable by
Vector f rom the Election
Date on all Capital Bonds
(including the Capital
Bonds that you choose
to keep) will be the
Adjusted Interest Rate
(see section 3).
Complete your Election
Notice online, or return
your completed Election
Notice to Computershare
so that it is received by
no later than 5.00pm on
31 May 2022 indicating
that you want to keep
all of your Capital Bonds.
Alternatively, you can do
nothing and you will be
deemed to have elected
Option A.
No payment required
by Bondholder in relation
to the election process.
No amounts payable
by Vector to Bondholder
in relation to the
election process.
Explanatory Notes

Explanatory Notes
OPTIONACTIONOUTCOMEWHAT TO DORELEVANT PAYMENTS
B
Keep all of your
Capital Bonds
and apply
to purchase
additional Capital
Bonds through
the Resale
Facility.
From the Election Date,
the New Conditions will
apply to all of the Capital
Bonds you keep and any
additional Capital Bonds
you purchase through the
Resale Facility.
In the event that any
Capital Bonds offered
for sale under the Resale
Facility are not sold or
redeemed by Vector, the
unsold Capital Bonds will
remain on issue and will
be subject to the New
Conditions except that,
for the period until the
New Election Date, the
Interest Rate payable by
Vector f rom the Election
Date on all Capital Bonds
(including the Capital
Bonds that you choose to
keep and any additional
Capital Bonds you
purchase through the
Resale Facility) will be the
Adjusted Interest Rate
(see section 3).
Complete your Election
Notice online, or return
your completed Election
Notice to Computershare
so that it is received by
no later than 5.00pm on
31 May 2022 together with
payment for the aggregate
Principal Amount of the
additional Capital Bonds
you wish to apply to
purchase.
You must enter the dollar
value of the Capital Bonds
you would like to purchase
into the space provided in
the Election Notice. The
dollar amount of Capital
Bonds you nominate
to purchase must be in
multiples of $1,000. If the
dollar amount you insert
is not a multiple of $1,000,
the dollar amount you have
inserted will be rounded
down to the nearest $1,000
and you will be deemed
to have nominated to
purchase that new dollar
amount of Capital Bonds.
Bondholders must pay
for additional Capital
Bonds by direct credit
in accordance with the
payment instructions set
out in the Election Notice.
If Vector does not or is
unable to allocate to
you through the Resale
Facility any Capital
Bonds or fewer Capital
Bonds than the number
you have requested
to purchase, a refund
for the balance of the
amount paid by you
(without interest) will be
provided to you as soon
as practicable after the
Election Date.

OPTIONACTIONOUTCOMEWHAT TO DORELEVANT PAYMENTS
C
Choose to keep
some of your
Capital Bonds
and offer to sell
the balance of
your Capital
Bonds through
the Resale
Facility.
Subject to the minimum
holding requirements, you
will keep the number of
Capital Bonds nominated
in your Election Notice.
From the Election Date,
the New Conditions will
apply to all of the Capital
Bonds you keep.
The balance of your
Capital Bonds will be
offered for sale under
the Resale Facility.
Vector may redeem
all Capital Bonds not
sold through the
Resale Facility on the
Election Date.
Capital Bonds not sold or
redeemed by Vector will
remain on issue and they
will remain yours and will
be subject to the New
Conditions except that,
for the period until the
New Election Date, the
Interest Rate payable by
Vector f rom the Election
Date on all Capital Bonds
(including all unsold
Capital Bonds and any
Capital Bonds that you
choose to keep) will be
the Adjusted Interest Rate
(see section 3).
Complete your Election
Notice online, or return
your completed Election
Notice to Computershare
so that it is received by
no later than 5.00pm on
31 May 2022 detailing the
number of Capital Bonds
you wish to keep.
You must enter the dollar
amount of the Capital
Bonds you wish to keep
into the space provided
in the Election Notice.
The dollar amount of
Capital Bonds you keep
must be at least $5,000
and a multiple of $1,000.
If you do not insert the
dollar amount of the
Capital Bonds you wish to
keep, you will be deemed
to have elected to keep
all of your Capital Bonds
beyond the Election
Date of 15 June 2022
and accepted the New
Conditions in respect of
those Capital Bonds.
If the dollar amount you
insert is:
•not a multiple of $1,000,
the dollar amount you
have inserted will be
rounded up to the
nearest $1,000; and/or
•less than $5,000, you
will be deemed to have
elected to keep $5,000
(the Minimum Holding),
and in each case you will
be deemed to have elected
to keep that new dollar
amount of Capital Bonds
and accepted the New
Conditions in respect of
those Capital Bonds and
deemed to have elected to
offer to sell the remainder
of your Capital Bonds
through the Resale Facility.
Vector will pay to you
the Principal Amount of
each of the Capital Bonds
which you have elected
to offer for sale through
the Resale Facility and
which have either been
sold through the Resale
Facility or, if Vector so
elects, redeemed by
Vector. Any such payment
is required to be made to
you no later than 22 June
2022. No brokerage fee
will be deducted f rom,
nor any interest added to,
amounts payable to you
in respect of any Capital
Bonds sold through the
Resale Facility.
Vector will pay you
all interest accrued,
un-cancelled and unpaid
up to the Election
Date on your Capital
Bonds. Vector will pay
this interest to you
irrespective of whether
or not you keep your
Capital Bonds after the
Election Date.
If some or all of your
Capital Bonds are not
sold through the Resale
Facility nor redeemed
by Vector, no payment
will be made to you in
relation to those unsold
Capital Bonds and they
will remain yours.
Explanatory Notes

Explanatory Notes
OPTIONACTIONOUTCOMEWHAT TO DORELEVANT PAYMENTS
D
Choose to offer
to sell all of your
Capital Bonds
through the
Resale Facility.
Bondholders
with a registered
address outside
New Zealand
will be deemed
to have elected
this option.
All of your Capital Bonds
will be offered for sale
under the Resale Facility.
Vector may redeem
all Capital Bonds not
sold through the
Resale Facility on the
Election Date.
Capital Bonds not sold
or redeemed will remain
on issue and they will
remain yours and will
be subject to the New
Conditions except that,
for the period f rom the
Election Date until the
New Election Date, the
Interest Rate payable
by Vector on all Capital
Bonds (including all
unsold Capital Bonds) will
be the Adjusted Interest
Rate (see section 3).
Complete your Election
Notice online, or return
your completed Election
Notice to Computershare
so that it is received by
no later than 5.00pm on
31 May 2022 indicating
that you wish to offer to sell
all of your Capital Bonds
through the Resale Facility.
If your Election Notice
is not received by this
time, you will (unless
you hold your Capital
Bonds through a
registered address
outside New Zealand)
be deemed to have
selected Option A
described above in
respect of all of your
Capital Bonds.
Vector will pay to you
the Principal Amount
of each of the Capital
Bonds which you have
elected to offer for sale
and which have either
been sold through the
Resale Facility or, if Vector
so elects, redeemed by
Vector. Any such payment
is required to be made to
you no later than 22 June
2022. No brokerage fee
will be deducted f rom,
nor any interest added
to, amounts payable to
you in respect of Capital
Bonds sold through the
Resale Facility.
Vector will pay you all
interest accrued, un-
cancelled and unpaid
up to the Election
Date on your Capital
Bonds. Vector will pay
this interest to you
irrespective of whether
or not you keep your
Capital Bonds after
the Election Date.
If some or all of your
Capital Bonds are not
sold through the Resale
Facility nor redeemed
by Vector, no payment
will be made to you in
relation to those unsold
Capital Bonds and they
will remain yours.

Explanatory Notes
5.2 Overseas Bondholders and
Minimum Holding
Where:
(a) you hold less than the Minimum Holding (Capital
Bonds with a minimum aggregate Principal
Amount of $5000) of Capital Bonds as at the close
of trading on 31 May 2022; or
(b) your registered address is outside New Zealand
as at the close of trading on 31 May 2022,
you will be deemed to have elected to offer to sell all
of your Capital Bonds through the Resale Facility.
5.3 Resale Facility
Vector may allocate any Capital Bonds offered for sale
under the Resale Facility in its absolute discretion and
does not guarantee the availability of Capital Bonds for
purchase under the Resale Facility. It is Vector’s current
intention to give existing Bondholders who apply to
purchase additional Capital Bonds through the Resale
Facility (Option B) preferential access to Capital Bonds
offered for sale through the Resale Facility.
Under the Conditions, Vector may itself purchase any
Capital Bonds offered for sale under the Resale Facility.
Vector must use reasonable endeavours to procure the
purchase of any Capital Bonds offered for sale through
the Resale Facility but is not obliged to purchase or
procure the purchase of any such Capital Bonds offered.
If any Capital Bonds remain unsold under the Resale
Facility on the Business Day preceding the Election
Date (being 15 June 2022), Vector may on the Election
Date redeem all those unsold Capital Bonds for the
Principal Amount of each unsold Capital Bond. If Vector
chooses not to redeem all of the unsold Capital Bonds
on the Election Date, all Capital Bonds (including all
unsold Capital Bonds) will remain on issue and will be
subject to the New Conditions except that, for the period
from the Election Date until the New Election Date, the
Interest Rate payable by Vector on all Capital Bonds
(including all unsold Capital Bonds) will be the Adjusted
Interest Rate (see section 3).
Any Capital Bonds offered by a Bondholder for sale
through the Resale Facility which are not sold or
redeemed by Vector will continue to be held by that
Bondholder. Vector’s ability to purchase or redeem
any Capital Bonds is subject to it being satisfied it can
comply with its obligations under the Replacement
Security Deed Poll.
1
Vector has not made any decision as to whether it
will purchase or redeem any Capital Bonds which are
placed by Bondholders for sale in the Resale Facility.
6. Brokerage
Vector may pay to one or more Primary Market
Participants (in terms of the NZX Participant Rules)
or other financial advisory firms a handling or
procurement fee in respect of all Capital Bonds the
subject of a completed Election Notice. Vector will be
solely responsible for the payment of such fees.
7. Information for Bondholders
If you have any doubts as to what you should do, you
should contact your financial, taxation or legal adviser.
If you have any queries regarding the procedure for
making your election you should contact Computershare
Investor Services Limited, as Capital Bond registrar,
or your professional adviser.
The Capital Bonds are quoted on the NZX Debt Market
and all the requirements of NZX Limited relating thereto
have been duly complied with. However, NZX Limited
accepts no responsibility for any statement in these
explanatory notes. The NZX Debt Market is a licensed
market operated by NZX Limited, a licensed market
operator regulated under the Financial Markets
Conduct Act 2013.
From 16 June 2022 the Capital Bonds will be quoted on
the NZX Debt Market under the new ticker code VCT110.
The Conditions can be found in Schedule 1 of the Trust
Deed, a copy of which is available on Vector’s website at
www.vector.co.nz/investors/bonds.
Computershare Investor Services Limited
Address Level 2, 159 Hurstmere Road
Takapuna
Auckland
Private Bag 92119
Victoria Street West
Auckland 1142
Phone 0800 650 034 or +64 9 488 8777
Email vector@computershare.co.nz
1 Details of the Replacement Security Deed Poll are available at
www.vector.co.nz/investors/bonds

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Vector Limited
Capital Bonds Election Process
Investor Presentation
May 2022

2
This presentation has been prepared by Vector Limited (“Vector”) in relation to the election process (“Election Process”) of Vector’s capital bonds with an election
date of 15 June 2022 (VCT080) described in this presentation (“the Capital Bonds”). Alongside this presentation, Vector has lodged with NZX Limited (“NZX”)
various announcements and bondholders have been provided with a letter which encloses the explanatory notes and the election notice relating to the Election
Process (“Election Process Documents”). No information set out in this presentation will form the basis of any contract.
An investment in securities in Vector is subject to investment and other known risks, some of which are beyond the control ofVector. This presentation does not
constitute a recommendation by Vector or ANZ Bank New Zealand Limited, Bank of New Zealand, Craigs Investment Partners Limited or Forsyth Barr Limited
(together, the “Joint Lead Managers”) nor any of their respective directors, officers, employees or agents to sell, purchase or retain the Capital Bonds.
None of the Joint Lead Managers nor any of their respective directors, officers, employees and agents: (a) accept any responsibility or liability whatsoever for any
loss arising from this presentation or its contents or otherwise arising in connection with the rollover of Capital Bonds; (b) authorised or caused the issue of, or
made any statement in, any part of this presentation; and (c) make any representation, recommendation or warranty, express orimplied regarding the origin,
validity, accuracy, adequacy, reasonableness or completeness of, or any errors or omissions in, any information, statement oropinion contained in this
presentation and accept no liability thereof (except to the extent such liability is found by a court to arise under the Financial Markets Conduct Act 2013 (“FMC
Act”) or cannot be disclaimed as a matter of law). The Joint Lead Managers do not guarantee the repayment of Capital Bonds orthe payment of interest thereon
or any other aspect of the Capital Bonds.
This presentation is for preliminary informational purposes only and no part of it shall form the basis of or be relied upon in connection with any contract or
commitment whatsoever or constitute financial advice. The information in this presentation is summary in nature and is necessarily brief. This presentation does
not take into account your personal objectives, financial situation or needs and you should consult your financial and other advisers before an investment
decision is made. This presentation is not and should not be construed as an offer to sell or a solicitation of an offer to buy Capital Bonds and may not be relied
upon in connection with any purchase of Vector securities. It is given in good faith and has been obtained from sources believed to be reliable and accurate at
the date of this presentation, but its accuracy, correctness and completeness cannot be guaranteed. Past performance is not indicative of future performance
and no guarantee of future returns is implied or given.
Disclaimer and important information

3
To the maximum extent permitted by law and subject to any liabilities which might arise under the FMC Act, no representation or warranty, express or implied, is
made as to the accuracy, reliability, completeness or currency of any information, estimates, opinions or statements contained in this presentation (including any
forward-looking statements). Forward-looking statements often include words such as “anticipates”, “estimates”, “intends”, “plans”, “believes” and similar words in
connection with discussions of future operating or financial performance. Any forward-looking statements in this presentation are based on management’s and
directors’ current expectations and assumptions regarding Vector’s businesses and performance, the economy and other future conditions, circumstances and
results. As with any projection or forecast, forward-looking statements are inherently susceptible to uncertainty and changes in circumstances. Vector’s actual
results may vary materially from those expressed or implied in its forward-looking statements.
The distribution of this presentation, and the sale of Capital Bonds under the resale facility, may be restricted by law in certain jurisdictions. Persons who receive
this presentation outside New Zealand must inform themselves about and observe all such restrictions. Nothing in this presentation is to be construed as
authorizing its distribution, or the sale of the Capital Bonds, in any jurisdiction other than New Zealand and Vector acceptsnoliability in that regard. The Capital
Bonds may not be offered or sold directly or indirectly, and neither this presentation nor any other offering material may bedistributed or published, in any
jurisdiction except under circumstances that will result in compliance with any applicable law or regulations.
The Capital Bonds are quoted on the NZX Debt Market and all the requirements of NZX relating thereto have been duly complied with. However, NZX accepts no
responsibility for any statement in this presentation. The NZX Debt Market is a licensed market operated by NZX, a licensed market operator regulated under the
FMC Act. The information and opinions contained in this presentation are provided as at the date of this presentation and aresubject to change without notice.
By attending or reading this presentation, you agree to be bound by the foregoing limitations and restrictions.
For purposes of this disclaimer and important information, “presentation” shall mean the slides, any oral presentation of theslides by Vector, any question-and-
answer session that follows the oral presentation, hard copies of this document and any materials distributed at, or in connection with, that presentation.
Disclaimer and important information (cont’d)

Presenting Today
4
Jason Hollingworth
Chief Financial Officer
Jason leads Vector’s finance team and is responsible for financial and management reporting, corporate
finance, procurement, transaction processing, investor relations, treasury and tax. Jason has been in the role
since early 2019. Prior to Vector, Jason was CFO at Sky TV for 16 years.
Binaifer Behdin
Group Treasurer
Binaifer leads Vector’s Treasury and Corporate Development teams and is responsible for the group’s
funding and interest rate risk management strategy, the design, placement and management of the
Group’s insurance portfolio, and providing analytical and transaction support across Vector’s many
business units. She has been with Vector for 20 years.
Simon Mackenzie
Group Chief Executive
Simon was appointed Group Chief Executive in February 2008 and has been with Vector for 20 years. He
hasextensive experience in the infrastructure sector, including strategy, regulation, network management,
information technology and telecommunications.​

•Vector Group
6
•Financial Performance and Capital Management
19
•Capital Bonds Election Process
26
•Credit Highlights
32
5
Contents

Vector Group
6

7
Jonathan Mason
Independent non-executive
director and chair
Vector Board
Alastair Bell
Non-independent non-executive
director
Tony Carter
Independent non-executive
director
Dame Paula Rebstock
Independent non-executive
director
Bruce Turner
Independent non-executive
director
Anne Urlwin
Independent non-executive
director
Dr Paul Hutchison
Non-independent non-executive
director

The interplay of today and tomorrow
Vector’s Symphony Strategy
8

9
Vector Portfolio

10
•NZ’s largest owner and manager of energy infrastructure
networks
•#1 electricity distribution business
•#1 provider of electricity and gas metering
•#2 LPG business
•~55% of revenue and ~70% of adjusted EBITDA
1
sourced
from regulated assets, with balance sourced from
competitive activities
•Vector reports its financial results in three
2
key segments
•Regulated Networks
•Metering
•Gas Trading
1. Refer to page 44 of the FY21 Annual Report for adjusted EBITDA definition
2. Corporate and Other is not a reportable segment
3. Excluding capital contributions
Vector is NZ’s Largest Provider of Energy
Infrastructure Networks
Regulated
Networks 55%
Metering 19%
Gas Trading
18%
Corporate and
Other 8%
FY21 Segment Revenue
3
FY21 Segment Adjusted EBITDA

5,408
6,202
7,813
8,526
9,138
11,135
11,000
12,231
14,995
2,464
3,107
2,821
3,323
3,515
3,165
3,322
3,201
3,844
FY13FY14FY15FY16FY17FY18FY19FY20FY21
ElectricityGas
164.4
183.7
170.4
201.0
210.6
245.8
260.9
317.1
314.7
FY13FY14FY15FY16FY17FY18FY19FY20FY21
ReplacementGrowth
11
•Vector delivers electricity to 596,396
1
and gas to
117,628
1
Auckland homes and businesses
•Significant investment required to support
Auckland’s rapid growth
•Regulated asset base now at $4.1bn
•Electricity ~$3.7bn
2
•Gas ~$451m
3
•Returns regulated by Commerce Commission
•Input methodologies provide relative
certainty of regulation through 2025
•Next “reset” for gas in October 2022 and for
electricity in April 2025
•Vector is at the forefront of using new technology
to ensure network investment is customer
focussed, efficient, flexible and future-proofed
Vector’s Regulated Networks Deliver Energy to
Auckland Homes and Businesses
1.As at 31 December 2021
2.As at 31 March 2021
3.As at 30 June 2021
Gross Regulated Network Capex ($m)
New Connections

12
Electricity network customers
1
596,396 (27% of NZ)
Network length (19,144km)
2
Overhead8,284km
Underground 10,860km
Network assets
2
Zone Substations111
Distribution Substations13,218
Poles: 124,750
Electricity Distribution
1.As at 31 December 2021
2.As at 31 March 2021

13
•Vector Metering has been installing advanced
meters since 2008 and is the largest supplier of
competitive metering services in NZ
•1.5m mass market advanced meters under
management
1
•Recently commenced a modem replacement
programme
•This will upgrade approximately 1.1m meters
with 4G modems in advance of the
expected shutdown of the 2G mobile
network in NZ
•Will enable us to provide services to our
customers for a longer period of time
•78k modems completed to date
•Vector Metering also owns commercial advanced
meters, legacy meters and legacy gas meters. We
have also started the rollout of advanced gas
meters
1.As at 31 December 2021
Vector’s Metering Business –NZ

0
2000
4000
6000
8000
10000
12000
14000
Jul-16
Sep-16Nov-16
Jan-17
Mar-17
May-17
Jul-17
Sep-17Nov-17
Jan-18
Mar-18
May-18
Jul-18
Sep-18Nov-18
Jan-19
Mar-19
May-19
Jul-19
Sep-19Nov-19
Jan-20
Mar-20
May-20
Jul-20
Sep-20Nov-20
Jan-21
Mar-21
May-21
Jul-21
Sep-21Nov-21
MONTHLY ADVANCED METER DEPLOYMENT
(NZ AND AUSTRALIA)
AustraliaNZ
Impact of
Covid-19
Power of choice
reforms introduced
Impact
of Covid-
19
14
•Vector Metering entered the Australian market in
2016. We have now deployed almost 447,000
1
advanced meters in Australia
•The business has grown by partnering with our
retailer customers and continuing to earn the
right to deploy our meters and provide data
services
•Recent major investment in our digital platforms
and an increase in stock levels to help mitigate
COVID-19 related supply concerns
•Improved service offering in Australia with the
recent introduction of remote re-energisation and
de-energisation services. These services have
already enabled innovative consumer products in
NZ
1.As at 31 December 2021
Vector’s Metering Business –Australia

375
364
358
352
320
302
266
229
203
158
305
338
300
301
284
248
240
200
185
155
FY21FY20FY19FY18FY17FY16FY15FY14FY13FY12
H1H2
15
Vector’s Gas Trading Business
•Gas Trading business consists of:
•Natural Gas -wholesale, trading and
industrial sales
•LPG -OnGas sales, distribution and
reticulated networks; 60% stake in Liquigas
•Vector’s LPG operations occupy a strong market
position
•LPG operations across the entire NZ, with 17
depots, ~41,000 customers and a large 9kg bottle
swap facility in South Auckland
Bottle Swap Volumes (‘000 9kg cylinders)

•As an essential services provider, in the past twelve months we have maintained our focus on ensuring
the safety of our people and communities in the face of Covid-19, and ensuring our ability to continue
providing our essential products and services
•Vector’s largest business, the electricity distribution business, bears no volume risk under the regulated
revenue cap methodology
•However in Vector’s businesses other than Electricity distribution the impact of Covid-19 may vary due to
length of lockdowns
COVID-19 Impact
16

17
•Vector is well-positioned to enable decarbonisation within New Zealand, the Asia-Pacific
region, and globally, guided by our vision, to create a new energy future
•Detailed information can be found in our 2021 TCFD www.vector.co.nz/investors/reports
•Vector’s work is inherently aligned with five priority Sustainable Development Goals,
with an ambition to keep global warming under 1.5ºC
•Vector has pledged a 53.5% reduction target of Scope 1 and 2 emissions, excluding
electricity line losses, by 2030 based on a FY20 baseline. We have already made a
reduction of 18% towards this goal
Climate & Sustainability
Tonnes CO
2
equivalent Tonnes CO
2
equivalent

18
New Developments
•Developed our strategy to leverage the infrastructure and
technology of our existing businessesin order to create
commercial opportunities
•Vector Technology Solutions (VTS) has been established to
take to market solutions developed as part of our digital
transformation journey. We are exploring global
opportunities for key priority solutions such as the New
Energy Platform created through a strategic alliance with
Amazon Web Services (AWS), Distributed Energy Resource
Management Systems (DERMS), cyber security, and others
•Vector Property Services has been established to explore the
commercial potential of our property and facilities assets
•Vector is collaborating with X, a division of Alphabet
(formerly known as Google), to virtualise Auckland’s
electricity network and support energy decarbonisation

Financial Performance and Capital Management
19

647.7
273.8
260.7
102.1
271.3
82.5
684.6
263.6
266.4
115.5
283.6
82.5
RevenueAdjusted EBITDACapital ExpenditureNet ProfitOperating Cash FlowInterim Dividend
H1 2022 Financial Performance ($m)
H1 2021
H1 2022
20
Financial Performance
5.7%-3.7%2.2%13.1%
4.5%

21
5 Year Group Adjusted EBITDA Performance
474.4
470.1
485.8
490.0
513.5
FY17FY18FY19FY20FY21
Group Adjusted EBITDA ($m, year ended 30 June)

22
Capex Driven by Investment in Networks & Meter
Deployment in Australia
$317.1m
65%
$8.2m
2%
$133.3m
27%
$30.1m
6%
$314.7m
60%
$11.2m
2%
$165.3m
31%
$38.3m
7%
Gross Capital Expenditure by Segment
Regulated Networks
Gas Trading
Metering
Corporate and Other
FY20
FY21
272.8
305.1
309.7
345.8
402.3
407.0
49.8
62.3
71.5
79.3
86.4
122.5
FY16FY17FY18FY19FY20FY21
Gross Capital Expenditure ($m)
Net capexCapital contributions
488.7
425.1
381.2
367.4
322.6
529.5
•Gross capex up 8.3% to $529.5m. Net capex (after deducting contributions) up 1.2% to $407.0m
•Growth capex up 14.3% to $333.0m. Replacement capex down 0.5% to $196.5m
•Metering capex up 24.0% driven by new advanced meters in Australia, 4G modem replacement programme,
investment in our digital platforms and an increase in stock levels to help mitigate COVID-19-related supply concerns

405
375
400
100
251
277
138
574
223
240
170
307
250
225
FY22FY23FY24FY25FY26FY27FY28FY29FY30FY31FY32FY33FY34FY35FY36
Debt Maturity Profile ($m)
Bank FacilitiesUSPPWholesale BondsCapital Bond (Rollover)Retail Bonds
23
Debt Maturity Profile
•Weighted average maturity of our drawn debt portfolio beyond 5 years
•The $307m perpetual capital bonds are subject to the current Election Process

24
Group Debt
Note:
Economic gearing ratio = economic net debt to economic net debt plus adjusted equity.
Economic net debt = borrowings and lease liabilities net of cash and short-term deposits
Adjusted equity = total equity adjusted for hedge reserves
2,253
2,490
2,743
3,013
3,163
47%
50%
53%
56%
57%
0
0.1
0.2
0.3
0.4
0.5
0.6
0
500
1,000
1,500
2,000
2,500
3,000
3,500
Dec 17Dec 18Dec 19Dec 20Dec 21
Net Economic Debt and Gearing
Net economic debt ($m)Gearing

2.4x
2.8x
3.3x
3.0x
3.4x
4.2x
FY16FY17FY18FY19FY20FY21
FFO / Cash Interest Coverage
Vector rated BBB (stable outlook) by S&P Global Ratings and Baa1 (stable
outlook) by Moody’s
25
BBB Investment Grade Credit Rating
Source: S&P Report -December 2021
S&P threshold
13.5%
13.0%
12.8%
11.2%
10.7%
12.6%
FY16FY17FY18FY19FY20FY21
FFO / Debt %
9% to
FY20
11%

Capital Bonds / Election Process
26

27
Key terms and conditions from 15 June 2022
Capital Bond Summary
IssuerVector Limited (“Vector”)
Status
The Capital Bonds are unsecured and subordinated to all indebtedness of Vector other than indebtedness ranking equally with, or
subordinate to, the Capital Bonds
Issue Size$307,205,000 Capital Bonds
Credit Rating
The Capital Bonds are currently rated BB+ by S&P Global Ratings
Vector currently has an issuer credit rating of BBB (stable outlook) by S&P Global Ratings and Baa1 (stable outlook) by Moody’s
Interest Rate
If all Capital Bonds in the Resale Facility are sold or redeemed the Interest Rate will be set on 14 June 2022as the greater of:
-5.50% p.a.
-the Swap Rate plus the Issue Margin
If any Capital Bonds offered for sale through the Resale Facility are not sold or redeemed, the interest rate payable by Vector on all
Capital Bonds will be the Swap Rate plus 3.75% p.a.
This rate will apply until the next Election Date on 15 June 2027
Issue Margin1.80% p.a.
Swap RateThe NZ interest rate swap for a term of 5 years on 14 June 2022
Interest Payments
Interest is payable semi-annually in arrears. Vector may elect to cancel all or any part of any interest due. Interest Payments are non-
cumulative
Discretion to cancel interest
The Issuer may at its discretion elect to cancel payment of all or any part of the interest due on an Interest Payment Date. The Issuer
will not have any obligation to pay any cancelled interest at any time in the future
If the Issuer has cancelled any interest payment, it may not pay any dividend or make any distribution on its shares unless the Issuer
has paid either all interest that was cancelled since the last time two consecutive interest payments were made or the two consecutive
interest payments immediately prior to the dividend/distribution
Next election date15 June 2027
Full terms of the Capital Bonds can be obtained at www.vector.co.nz/investors/bonds. Minimum denomination of $5,000 (Minimum Holding),
with multiples of $1,000 thereafter

28
•NZ Bondholders have the following election options
•Keep all Capital Bonds
•Keep all Capital Bonds and apply for additional Capital Bonds through the Resale Facility
•Offer to sell some of their Capital Bonds through the Resale Facility and keep the balance of their Capital Bonds
•Offer to sell all of their Capital Bonds through the Resale Facility
•Bondholders with less than the Minimum Holding of Capital Bonds or non-residents will be deemed to have elected to offer
to sell all of their Capital Bonds through the Resale Facility
•Bondholders who do nothing will be deemed to have elected to keep all Capital Bonds other than those Bondholders with
less than the Minimum Holding of Capital Bonds or non-residents
•Election Notices must be completed online or be at the registry by 5:00pm 31 May 2022
•Size of Resale Facility determined at this point
•If there are any existing Bondholders who apply for Capital Bonds in the Resale Facility, it is Vector’s current
intention to give them preferential access to Capital Bonds available from the Resale Facility
•Vector will pay 0.50% brokerage on ‘stamped’ Election Notices
•‘Stamped’ includes handwritten attributions
Election Process

29
Election Record Date28 April 2022
Election Documents Distributed to
Bondholders
3 May 2022
Notification Date31 May 2022
Resale Facility Determined and Advised to
Intermediaries
1 June 2022*
Rate Set Date14 June 2022
Election Date / Settlement15 June 2022
Timetable
*Time / date may be changed by Vector without consultation

30
•Resale Facility
•Process for the Resale Facility (if one is required) is expected to be notified to intermediaries shortly
after the size of the Resale Facility is determined (after 31 May 2022)
•Vector may purchase Capital Bonds in the Resale Facility or redeem Capital Bonds not sold through
the Resale Facility. Vector has not made any decisions as to whether it will purchase or redeem any
Capital Bonds which are placed by Bondholders into the Resale Facility however, any such decision
will be subject to the terms of the Replacement Security Deed Poll*
•Buyers of Capital Bonds through the Resale Facility will be required to settle the purchases on 15 June
2022
•Fees on Firm Allocations
•Firm brokerage of 0.50%
Resale Facility
* Details of the Replacement Security Deed Poll are available at www.vector.co.nz/investors/bonds

31
•Adjusted Interest Rate
•If any Capital Bonds offered for sale through the Resale Facility are not sold or redeemed by Vector,
the interest rate payable by Vector on all Capital Bonds from 15 June 2022 is the Adjusted Interest
Rate. The Adjusted Interest Rate is the aggregate of the:
•Five-year swap rate on 14 June 2022; plus
•Issue Margin for the prior Bond Period (being an Issue Margin of 2.75% per annum); plus
•Specified Margin (being 1.00% per annum)
Resale Facility

Credit Highlights
32

33
Key Credit Highlights
NZ’s largest electricity distribution business
•Regulatory framework with no volume risk under the regulated revenue cap methodology and strong
market position
•Significant investment to support Auckland’s rapid growth
# 1 provider of electricity and gas metering in NZ
•1.9m advanced meters installed in NZ and Australia
1
•Over 230,000 gas meters in NZ
1
Significant portfolio of assets
•Strategic alliances and collaborations with AWS and X for key priority solutions such as the
•New Energy Platforms and supporting energy decarbonization
•Extensive digital and technical capabilities
Investment grade credit rating
•Vector has a corporate credit rating from S&P Global Ratings of BBB (stable outlook)
1.As at 30 June 2021

Questions
34

---

Vector Capital Bonds
Summary Terms Sheet
(key terms from 15 June 2022)
• Minimum Interest Rate (if no unsold Bonds): 5.50% per annum
• Issue Margin (if no unsold Bonds): 1.80% per annum
• New Election Date: 15 June 2027
• Capital Bonds Rating: BB+ (S&P)
Set out below is a summary of the key terms and conditions of Vector’s Capital Bonds that will apply from 15 June 2022. A
copy of the full terms and conditions of the Capital Bonds can be obtained (free of charge) online on Vector’s website at
www.vector.co.nz/investors/bonds. In the event of any inconsistency between this Summary Terms Sheet and the full
terms and conditions of the Capital Bonds (including those set out in the Election Notice dated 3 May 2022), the latter will
prevail. Investors should consult the Trust Deed (as defined below), or contact their financial, taxation or legal adviser, for
further information. Capitalised terms used below but not defined shall have the meaning given to those terms in the
Trust Deed.
IssuerVector Limited (Vector or the Issuer).
Issuer Credit RatingBBB (Stable) from S&P Global Ratings and Baa1 (Stable) from
Moody’s.
InstrumentCapital Bonds (Capital Bonds) issued under a trust deed dated 25
September 2002 (as amended) (the Trust Deed).
StatusThe Capital Bonds constitute unsecured, subordinated obligations
of the Issuer and rank pari passu and without priority or preference
among themselves.
Issue Credit RatingThe Capital Bonds are rated BB+ by S&P Global Ratings.
A credit rating is not a recommendation by any rating organisation
to buy, sell or hold Capital Bonds and may be subject to revision or
withdrawal at any time.
TermThe Capital Bonds are perpetual, subject to redemption by the
Issuer in certain circumstances.
Total Capital Bonds on issueNZ$307,205,000.
Treasury StockNil.
Current Election Date15 June 2022.
New Election Date15 June 2027.

Interest Rate from 15 June 2022 to 15 June 2027If all Capital Bonds offered for sale through the Resale Facility are
sold or redeemed by Vector, the Interest Rate applicable to the
Capital Bonds from 15 June 2022 will be the greater of:
• 5.50% per annum; and
• the five year swap rate as at or about 3pm on 14 June 2022 plus
the Issue Margin of 1.80% per annum.
If any Capital Bonds offered for sale through the Resale Facility are
not sold or redeemed by Vector, the Interest Rate payable by Vector
on all Capital Bonds from 15 June 2022 is the Adjusted Interest Rate.
The Adjusted Interest Rate is the aggregate of:
• the five year swap rate as at or about 3pm on 14 June 2022; plus
• the Issue Margin for the prior Bond Period from 15 June 2017 to
15 June 2022 (being an Issue Margin of 2.75% per annum); and
• the Specified Margin (being 1.00% per annum).
Interest paymentsSemi-annually in arrears in two equal payments.
Interest Payment Dates15 June and 15 December.
Non-payment of interestAny non-payment of interest (including cancellation of interest)
will not give rise to any right to accelerate payment of any amount
due under a Capital Bond nor constitute a default by the Issuer.
Discretion to cancel interestThe Issuer may at its discretion elect to cancel payment of all
or any part of the interest due on an Interest Payment Date.
The Issuer will not have any obligation to pay any cancelled
interest at any time in the future.
Distributions to shareholdersIf the Issuer has cancelled any interest payment, it may not pay
any dividend or make any distribution on its shares unless the
Issuer has paid either all interest that was cancelled since the
last time two consecutive interest payments were made or the
two consecutive interest payments immediately prior to the
dividend/distribution.
Election Notice prior to next Election Date
(and subsequent Election Dates)
The Issuer shall give the Bondholders prior to each Election Date
an Election Notice specifying the New Conditions as to Interest
Rate, Interest Payment Dates and new Election Date and any other
modifications to the Conditions to apply to the Capital Bonds from
that Election Date.
Bondholders may elect to retain all or some of their Capital Bonds
subject to the New Conditions, apply to purchase additional Capital
Bonds through the Resale Facility, or offer to sell all or some of their
Capital Bonds through the Resale Facility.
No Election Notice givenIf the Issuer fails to give an Election Notice on or prior to an Election
Date, the Issuer shall be deemed to have postponed that Election
Date by a period of one year and for that year interest shall accrue
at a fixed rate equal to the one year swap rate (calculated as if the
Rate Set Date was the Business Day preceding the beginning of
the extended period) plus the Issue Margin as at that date plus the
Specified Margin (being 1.00% per annum).
Redemption of all Capital Bonds on an
Election Date
The Issuer may elect to redeem all (but not some) of the Capital
Bonds on any Election Date in cash for the Principal Amount plus
any Accrued Interest.

Unsold Capital BondsThe Issuer may redeem Capital Bonds which remain unsold under
the Resale Facility on an Election Date for the Principal Amount
plus any Accrued Interest.
If the Issuer does not redeem all unsold Capital Bonds on an
Election Date, all the unsold Capital Bonds will remain on issue and
will be subject to the New Conditions, except that for the period
until the next Election Date, the Interest Rate payable by the Issuer
on all Capital Bonds (including all unsold Capital Bonds) will be the
Adjusted Interest Rate (refer section “Interest Rate from 15 June
2022 to 15 June 2027” above).
No Election ReceivedIf the Issuer does not receive a properly completed Election
Notice from a New Zealand Bondholder by the Notification Date
(31 May 2022) which indicates which option the Bondholder has
chosen, the Bondholder is deemed to have elected to continue to
hold all of their Capital Bonds on the terms of the New Conditions
until the next Election Date.
DenominationsMinimum denomination of NZ$5,000 with multiples of
NZ$1,000 thereafter.
SupervisorThe New Zealand Guardian Trust Company Limited.
QuotationThe Capital Bonds are quoted on the NZX Debt Market and all
the requirements of NZX Limited relating thereto have been duly
complied with. However, NZX Limited accepts no responsibility for
any statement in this Summary Terms Sheet. The NZX Debt Market
is a licensed market operated by NZX Limited, a licensed market
operator regulated under the Financial Markets Conduct Act 2013.

---

VECTOR CAPITAL BONDS (VCT080)
Election Notice
THIS IS AN IMPORTANT DOCUMENT. YOU SHOULD COMPLETE AND RETURN IT SO THAT IT IS
RECEIVED BY THE CAPITAL BOND REGISTRAR BY NO LATER THAN 5.00PM ON 31 MAY 2022.
FOR INSTRUCTIONS ON HOW TO COMPLETE THIS ELECTION NOTICE PLEASE SEE THE COMPLETION
INSTRUCTIONS ON PAGE 4 OF THIS ELECTION NOTICE.
We encourage you to complete this election notice online
at www.vctbondelection.co.nz to avoid any delays.
To complete your election online, you’ll need your CSN/Holder Number.

Name and Address Principal Amount
of Capital Bonds issued under the Trust Deed
dated 25 September 2002 (as amended)
Common Shareholder Number (CSN)
Name/s on Register
NEW CONDITIONS FOR THE CAPITAL BONDS
The new conditions for the Capital Bonds you elect to retain, or are deemed to have elected to retain, are the same as the
conditions for the Capital Bonds that you hold now, except for:
New Election Date15 June 2027
New Interest RateTo be calculated in accordance with the Trust Deed (as further described in sections 2 and 3 of the
explanatory notes accompanying this Election Notice) and announced on NZX.
Interest Payment Dates15 June and 15 December in each year and including the New Election Date
BROKERS STAMP
ADVISOR’S CODE
1

ELECTION (Tick box and complete as appropriate after reading the following explanation pages.)
*
A

I/We elect to keep all of my/our Capital Bonds subject to the New Conditions.
+

or
B I/We elect to keep all of my/our Capital Bonds subject to the New Conditions and wish to apply to purchase
$ of additional Capital Bonds through the Resale Facility.
+

Note: Nominated purchase amounts must be in multiples of $1,000. If the amount you insert is not a multiple of $1,000, the
amount you have inserted will be rounded down to the nearest $1,000 and you will be deemed to have elected to purchase the
new amount. Vector Limited will allocate any Capital Bonds offered for sale under the Resale Facility in its absolute discretion.
Vector Limited does not guarantee the availability of Capital Bonds for you to purchase under the Resale Facility.
Direct Credit Instructions:
Pay by direct credit to: Computershare Investor Services Limited
Bank Name: ANZ Bank
Account Number: 01-1839-0944722-00
Payments must quote the reference and particulars shown below to ensure your payment is identifiable. Applicants must
submit their payment instruction to their bank, so the payment is received in Computershare’s bank account in cleared funds
no later than 5.00pm on 31 May 2022. Applicants must still complete this Election Notice and return it by 5.00pm on 31 May 2022.
The date payment was made should also be provided below.
Reference (CSN) Particulars Date of Payment

Refund Instructions:
If Vector Limited does not or is unable to allocate to you f rom the Resale Facility all of the Capital Bonds requested, a refund for
the balance (without interest) will be provided as soon as practicable.
or
C I/We elect to keep $ of my/our Capital Bonds subject to the New Conditions, with the balance to be
offered for sale through the Resale Facility in accordance with the Existing Conditions.
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Note: The Principal Amount of Capital Bonds you elect to keep must be a multiple of $1,000 and must not be less than $5,000.
•If you select this option C but do not insert the value of the Capital Bonds you wish to keep in the space provided you will
be deemed to have elected to keep all of your Capital Bonds beyond the Election Date of 15 June 2022 and accepted the
New Conditions in respect of those Capital Bonds.
•If the amount you insert is not a multiple of $1,000 the amount you have inserted will be rounded up to the nearest $1,000
and you will be deemed to have elected to keep that new amount of Capital Bonds and accepted the New Conditions in
respect of those Capital Bonds, and deemed to have elected to offer to sell the remainder of your Capital Bonds through
the Resale Facility.
•If the amount you insert is less than $5,000, you will be deemed to have elected to keep $5,000 of your Capital Bonds and
accepted the New Conditions in respect of those Capital Bonds, and deemed to have elected to offer to sell the remainder
of your Capital Bonds through the Resale Facility.
or
D

I/We elect to offer to sell all of my/our Capital Bonds through the Resale Facility in accordance with the
Existing Conditions.
Signed
#
: Date:
(included for joint holders execution)
Signed
#
: Date:
CONTACT DETAILS

Contact name Mobile phone number Other daytime phone number

Email address
*
You will not be able to sell or otherwise transfer Capital Bonds outside of the election process before 16 June 2022. Trading in the
Capital Bonds (VCT080) was suspended at close of trading on 26 April 2022. Trading in the Capital Bonds (with new ticker VCT110)
will commence on 16 June 2022, being the trading day immediately following the Election Date.
+
If, at the close of trading on 31 May 2022, your address on the Bondholders’ register is outside New Zealand all your Capital Bonds
will automatically be placed in the Resale Facility notwithstanding that you have elected either box A, B or C.
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If the Election Notice is signed by an attorney, the certificate of non-revocation of power of attorney overleaf must be completed
and a copy of the power of attorney returned with this Election Notice unless it has already been provided to Computershare
Investor Services Limited. If the Election Notice is signed by an agent, the agent must complete the certificate of agent overleaf.
2

Certificate of non-revocation of power of attorney
(Only complete this section if this Election Notice is signed by an attorney of the Capital Bondholder)
I, (Name of attorney)
of (Address and occupation of attorney)
hereby certify that by Power of Attorney dated the day of /
(Name and occupation of person for whom attorney is signing)
appointed me his/her/its attorney on the terms and subject to the conditions set out in that Power of Attorney.
I have executed this Election Notice for Capital Bonds as attorney under that Power of Attorney and pursuant to the powers
thereby conferred upon me. At the date of this certificate, I have not received any notice or information of the revocation of that
appointment by the death or winding up of the donor or otherwise.
Signed at this day of /2022.

(Signature of attorney)
Certificate of agent
(Only complete this section if this Election Notice is signed by an agent of the Capital Bondholder)
I, (Name of agent)
of (Address and occupation of agent)
hereby certify that (Name and occupation of person for whom agent is signing)

of (Address of person for whom agent is signing)
has appointed me his/her/its agent for the purposes of signing this Election Notice for Capital Bonds.
I have executed this Election Notice for Capital Bonds as agent under that authority and pursuant to the powers conferred upon
me by that appointment.
At the date of this certificate, I have not received any notice or information of the revocation of my powers as agent by the death
or winding up of the donor or otherwise.
Signed at this day of /2022.

(Signature of agent)
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Completion instructions
1. An election is irrevocable and cannot be withdrawn.
2. All joint holders should sign.
3. A company should sign in a manner permitted pursuant to the Companies Act 1993.
4. If the Election Notice is signed by an attorney:
(a) the certificate of non-revocation of power of attorney must be completed; and
(b) a copy of the power of attorney must be returned with this Election Notice unless it has already been provided to the
Capital Bond Registrar.
5. If the Election Notice is signed by an agent, the agent must complete the certificate of agent.
6. You will not be able to sell or otherwise transfer Capital Bonds outside of the election process before 16 June 2022. Trading
in the Capital Bonds (VCT080) was suspended at close of trading on 26 April 2022. Trading in the Capital Bonds (with new
ticker code VCT110) will commence on 16 June 2022, being the trading day immediately following the Election Date.
7. Payment for any additional Capital Bonds applied for must be received by the Capital Bond Registrar by 5.00pm on
31 May 2022.
8. By supplying Computershare Investor Services Limited with your current email address, the bondholder agrees that the
Company may communicate with the bondholder electronically where possible.
9. Please return the duly completed Election Notice to Computershare Investor Services Limited so it is received by no later
than 5.00pm on 31 May 2022.
Please note that if you do not return a properly completed Election Notice to Computershare Investor Services Limited
by 5.00pm on 31 May 2022, under the Existing Conditions you will (unless you hold your Capital Bonds through a registered
address outside New Zealand) be deemed to have elected to keep all of your Capital Bonds beyond the Election Date of
15 June 2022 and accepted the New Conditions in respect of all of your Capital Bonds.
If you have any doubts as to what you should do in relation to your Capital Bonds, you should contact your financial, taxation
or legal adviser. If you have any queries regarding the procedure for making your election, you should contact Computershare
Investor Services Limited, as Capital Bond Registrar, using the contact details set out below.
CONTACT DETAILS
Computershare Investor Services Limited
Address Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622
Private Bag 92119
Victoria Street West
Auckland 1142
Phone 0800 650 034 or +64 9 488 8777
Email vector@computershare.co.nz
The Capital Bonds are quoted on the NZX Debt Market and all the requirements of NZX Limited relating thereto have been duly
complied with. However, NZX Limited accepts no responsibility for any statement in this Election Notice and the accompanying
Explanatory Notes. The NZX Debt Market is a licensed market operated by NZX Limited, a licensed market operator regulated
under the Financial Markets Conduct Act 2013.
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