Infratil Limited/Announcement
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Infratil 2022 Annual Meeting

AGM25 August 2022IFTUtilities

25 August 2022
Annual Meeting of Shareholders

Infratil Annual Meeting 2022
2

Programme

▪Chair’s Introduction

▪Chief Executive’s Review

▪Portfolio Update

▪Shareholder Questions

▪Resolutions

Annual Meeting of

Shareholders

Annual Meeting
of Shareholders

Online Participation

3

Question boxVoting Card

Infratil Annual Meeting 2022

Chair’s Introduction
Alison Gerry

Alison Gerry
Independent Director

and Chair

•Independent Director

since 2014

•Chair since 2022

•Member of Audit and

Risk Committee

•Member of the Manager

Engagement Committee

•Member of Nomination

and Remuneration

Committee

Up for re-election

Jason Boyes
Chief Executive Officer

and Director

•Chief Executive of Infratil

and Director since 2021

•Partner at

H.R.L. Morrison & Co

Group

•Chair of Longroad Energy

and Galileo

•Director of CDC Data

Centres

Andrew Clark
Independent Director

•Independent Director

since 2022

•Member of Audit and

Risk Committee

•Member of Manager

Engagement Committee

Up for election

Paul Gough
Independent Director

•Independent Director

since 2012

•Member of Manager

Engagement Committee

•Member of Nomination

and Remuneration

Committee

Kirsty Mactaggart
Independent Director

•Independent Director

since 2019

•Chair of Manager

Engagement Committee

•Member of Audit

andRisk Committee

Up for re-election

Peter Springford
Independent Director

•Independent Director

since 2016

•Member of Manager

Engagement Committee

Mark Tume
Independent Director

•Independent Director

since 2007

•Chair of the Audit and

Risk Committee

•Chair of Nomination and

Remuneration

Committee

•Member of the Manager

Engagement Committee

Chair’s Address
12

Alison Gerry

Chief Executive’s Review
Jason Boyes

Investing
Wisely In Ideas

That Matter

FY2022dominated

by a number of

highly promising

new investment

opportunities and

strong results from

existing

investments

Annual Meeting 2022

14

Net parent surplus

$1,169.3m

Investment

Shareholder return

Proportionate EBITDAF

1

$513.9m

Available capital

Fully-imputed final dividend

12.0 cps

$1,412.9m

$1,672.0m

18.4%

1.Proportionate EBITDAF represents Infratil’s share of the consolidated net earnings before interest, tax, depreciation, amortisation, financial derivative movements,

revaluations, gains or losses on the sales of investments, and excludes acquisition and sale related transaction costs and International Portfolio Incentive Fees.

2.Figures are for the year ended 31 March 2022, or as at that date.

Portfolio
Overview

What the

portfolio looked

like last year –

a strong portfolio

poised for growth

Annual Meeting 2022

15

Digital

Infrastructure

42%

Renewables

43%

Healthcare

9%

Airports

7%

Portfolio
Overview

The portfolio has

continued to

evolve with recent

investment across

all ofour key

platforms

Annual Meeting 2022

16

Digital

Infrastructure

57%

Renewables

24%

Healthcare

13%

Airports

6%

Vodafone has sold
its passive mobile

tower assets

alongside a

reinvestment from

Infratil in the new

standalone

business

Annual Meeting 2022

17

▪Vodafone has reached an agreement with InfraRed Capital

Partners (40%) and Northleaf Capital Partners (40%) to sell its

passive tower assets, with Infratil retaining a 20% stake

▪The new TowerCo business comprises 1,484 wholly owned mobile

towers and will be the largest New Zealand towers business,

covering over 98% of New Zealand’s population

▪Infratil’s investment into TowerCo is an opportunity for Infratil to

invest in a unique, established, and hard-to-replicate national

tower network with strong partners

▪Based on the 31 March 2022 independent valuation Infratil

expects to have generated a 26.7% IRR on its investment in

Vodafone following completion of the transaction

Vodafone

Towers

Infratil has
increased its

commitment and

announced a new

co-investor into

Longroad Energy

Annual Meeting 2022

18

▪Infratil, NZ Super Fund and the Longroad Energy management

team, have reached an agreement with MEAG, to invest

US$300 million to acquire a 12% stake in Longroad Energy

▪The transaction values Infratil’s existing 40% stake in Longroad at

US$798 million (NZ$1,284 million)

▪Infratil has invested a net US$112 million (NZ$160 million) in

Longroad since 2016, and achieved an IRR of 59% p.a. based on

the transaction valuation

▪Over the next four years Longroad is expecting to develop or

acquire an additional 7.1GW of capacity, this equivalent to

72% of New Zealand's entire generating capacity

Longroad Energy

Capital Raise

-
1.00

2.00

3.00

4.00

5.00

6.00

7.00

8.00

9.00

10.00

201120122013201420152016201720182019202020212022

Infratil Share Price

Infratil continues

its track record of

outstanding

returns

Annual Meeting 202219

Accumulation Return

PeriodTSR

YTD 24 August 202211.8%

1 Year

1

26.4%

5 Year

1

27.9%

10 Year

1

21.4%

Inception –28 years

1

18.9%

1.Annualised Accumulation returns are to 24 August 2022 based on a closing share price of $9.08, the calculation assumes that

shareholders reinvest dividends on the day they are earned, and participates in any rights offerings.

Share Price

Performance

Debt Capacity
& Facilities

With cash on hand

and undrawn bank

facilities, Infratil

has a strong

balance sheet for

further investment

Annual Meeting 2022

▪Infratil issued $115.9 million of IFT320 bonds

in June 2022 via a successful bookbuild and

exchange offer process

▪Liquidity position to be strengthened by the

net proceeds from the Vodafone TowerCo

transaction expected late 2022

▪As at 31 July 2022, Infratil had cash on hand

and term deposits of $482 million and

undrawn bank facilities of $906 million

▪31 July gearing of 13.4%, significantly below

the target range of 30%

▪Infratil's next bond maturity are $100.0 million

of IFT240 bonds in December 2022

1.Gearing calculated as total net debt / total capital based on the Infratil share price at 31 March 2022.

2.Infratilwholly owned undrawn bank facilties. Includes Core debt facilities and Term Loan debt facilities only.

Debt Maturity Profile as at 31

st

March 2022 (NZ$ million)

2

31 July ($millions)July 2022March 2022

Net bank debt/(cash)($482.4)($773.0)

Infratil Infrastructure bonds$1,185.9$1,163.7

Infratil Perpetual bonds$231.9$231.9

Total net debt$935.5$622.6

Market value of equity$6,067.1$5,972.9

Total capital$7,002.6$6,595.3

Gearing

1

13.4%9.4%

Undrawn bank facilties

2

$906.3$899.6

100% subsidiaries cash$482.4$773.0

Liquidity available$1,388.6$1,672.6

20

-

40

394

281

192

----

100

122

156

164

156

102

146

123

116

--

232

-

100

200

300

400

500

600

FY23FY24FY25FY26FY27FY28FY29FY30FY31Perpetuals

Millions

Undrawn Bank DebtBonds

FY2023
Guidance

Proportionate

EBITDAF remains

within the range of

$510 -$550 million

Annual Meeting 2022

FY2023 Guidance

▪FY2023 Proportionate EBITDAF guidance range remains unchanged at

$510 million –$550 million

▪Guidance is based on Infratil management’s current expectations and

assumptions about the trading performance, is subject to risks and

uncertainties, and dependent on prevailing market conditions continuing

throughout the outlook period

▪Guidance is based on Infratil’s continuing operations and assumes no major

changes in the composition of the Infratil investment portfolio. It excludes the

impact of any potential Vodafone towers transaction, the strategic review

ofRetireAustralia and one month of Manawa Retail

▪Trading performance and market conditions can and will change, which may

materially affect the guidance set out above

21

Portfolio Update

CDC Data
Centres

CDC’s unique

position places it

well to benefit

from tailwinds

driving the sector

Annual Meeting 2022

▪New facilities in Silverdale,Hobsonville, Hume 5 and

Eastern Creek 4are now welcoming customers

▪The four facilities will add a total 104MW of built capacity

▪Continued supply chain risks are being mitigated through proactive

procurement of components

▪Pipeline continues to grow with recent land purchases in Auckland,

Canberra, and Melbourne to support this growth

▪CDC continues to be a trusted and well-established partner for its

customers

23

Digital InfrastructureRenewablesAirportsHealthcare

Vodafone
New Zealand

Benefitting from a

disciplined

approach to cost

and focus on

customers

Annual Meeting 2022

▪Agreement with InfraRed, NorthleafCapital Partners and Infratil to

divest 100% of Vodafone's passive tower assets

▪Vodafone will enter into a 20-year agreement with TowerCoto secure

access to existing and new towers

▪Vodafone now owns its store network directly, enabling

enhancements to Vodafone's customer proposition

▪Continued investment in network coverage and technology is reaping

results -Vodafone has been awarded New Zealand’s ‘Best in Test’

mobile network by global leader in mobile testing, umlaut

▪Roaming has recovered faster than expected, providing a boost to

the business

24

Digital InfrastructureRenewablesAirportsHealthcare

Global
Renewables

Platform

The Global

Renewables

platform consists

of Manawa Energy,

Longroad Energy,

Galileo, and

GurīnEnergy

25

Digital InfrastructureRenewablesAirportsHealthcare

Annual Meeting 2022

•1.5GW operating Assets

•15GW development pipeline

•150+ employees

•4.6GW development pipeline

•33 employees

•2.1GW development pipeline

•29 employees

•487MW operating Assets

•1GW+ development pipeline

•233 employees

Manawa
Energy

Investment in

existing

generation assets

to enhance current

capabilities as well

as building future

development

capacity

Annual Meeting 2022

▪Divestment of the Trustpower Retail business completed on 1 May

▪Manawa is now a business focused on generation and

development, with much of its operating revenue now contracted

▪Focus on strategic asset enhancements will deliver volume and

value with ~15Gwh/year worth of enhancements expected to be

completed in FY2023

▪Over 30 solar and wind projects are under consideration, including

over 1GW of wind projects across more than five sites

26

Digital InfrastructureRenewablesAirportsHealthcare

Longroad
Energy

Longroad’s

pre-money

valuation of

US$2 billion, a

40-times EBITDA

multiple, is

demonstrative of

Longroad's leading

position in the US

market

▪Longroad has announced a transaction which, if completed, will

introduce a new shareholder into the platform, alongside

reinvestment from existing shareholders

▪Current operating portfolio stands at ~1.6GW, services are being

provided to ~3.5GW of operating assets, and a pipeline of ~15.9GW

with 4.5GW expected to reach construction stage over the next three

years (3-4% of US development annually)

▪Longroad aims to develop 1.5GW of generating capacity per year

▪1.3GW is expected to reach construction this financial year –

Milford Wind, Pittsfield, Three Corners, Foxhound, Umbriel, and

Sun Streams 3

▪The US “Inflation Reduction” Act will provide further tailwinds for the

business

27

Digital InfrastructureRenewablesAirportsHealthcare

Annual Meeting 2022

Galileo and
GurīnEnergy

Our early stage

renewables

businesses are

building a solid

pipeline of

projects

▪Gurīn Energy is our platform in Southeast Asia, established in

FY2022, and now active in six countries across the region

▪Galileo is our platform in Europe which was established in FY2020,

which now has an established pipeline across the continent

▪The combined pipeline of Galileo and Gurīn Energy continues to

grow reaching 6.7GW of projects as of June 2022, spread across 12

geographies

▪Gurīn Energy has signed a development agreement for a

297MW solar project in South Korea

▪Galileo has 212MW of solar in Italy hopefully reaching ready-

to-build stage by the end of this year

28

Digital InfrastructureRenewablesAirportsHealthcare

Annual Meeting 2022

Wellington
Airport

Passenger

recovery in full

swing with

destinations such

as Fiji reopening

their borders

▪Domestic traveller numbers are improving with Air New Zealand

passenger numbers reaching 98% of pre-covid levels in July

▪International travel has returned with all of Wellington Airport’s

pre-covid international destinations reconnected, albeit with fewer

airlines currently servicing the airport market

▪International traveller numbers reached 62% of pre-covid levels in

July

▪Taxiway Bravo is under reconstruction with stage 2 completion

planned prior to Christmas

29

Digital InfrastructureRenewablesAirportsHealthcare

Annual Meeting 2022

Diagnostic
Imaging Platform

The industry is

facing headwinds

but the core

thinking behind

the platform

remains solid

▪The effects of Covid-19 are still being felt widely across the industry

with referrals for services remaining subdued and reduced availability

of medical staff impacting volumes

▪It is expected that these impacts will lessen over the next 12-months

▪Since our initial investment into the platform, 11 new clinics have

been commissioned across Australia and New Zealand, eight in the

last 12 months

▪The medium term focus of the platform is cooperation between all

the radiology businesses, aligning IT strategies, ensuring that

businesses can leverage off each other and prepare the groundwork

for teleradiology and other developments

▪Growth opportunities are being explored in Australia and other

markets

Digital InfrastructureRenewablesAirportsHealthcare

30

Annual Meeting 2022

RetireAustralia
Record year of

performance as

refreshed strategy

drives resales and

new developments

are completed

▪The Strategic Review of RetireAustralia has moved to the next

stage with the decision to launch a formal sale process

▪Managing the impacts of Covid-19 continues to be a priority

▪Resident occupancy of villages remains strong at 93.2% compared

to industry average of 89%

▪Construction is ongoing at four villages -one in Queensland (The

Verge Burleigh) and two in New South Wales (The Rise Woodglen

and ForrestersBeach). This will add 192 apartments

Digital InfrastructureRenewablesAirportsHealthcare

31

Annual Meeting 2022

At Infratil, we
believe that

Infrastructure

underpins the

abilities of

communities to

grow, society to

function and

economies to

thrive

32

Summary

& Outlook

Annual Meeting 2022

Shareholder Questions

Resolutions

Resolution 1
Re-election of

Alison Gerry

Re-election of Alison Gerry:

That Alison Gerry be re-elected as a director of Infratil

ForAgainstDiscretionary

345,090,341

(93.15%)

17,065,952

(4.61%)

8,319,494

(2.25%)

Annual Meeting 2022

Resolution 2
Re-election of Kirsty Mactaggart:

That Kirsty Mactaggart be re-elected as a director of Infratil

ForAgainstDiscretionary

346,435,082

(96.97%)

2,432,693

(0.68%)

8,408,451

(2.35%)

Re-election of

Kirsty

Mactaggart

Annual Meeting 2022

Resolution 3
Election of

Andrew Clark

Election of Andrew Clark:

That Andrew Clark be elected as a director of Infratil

ForAgainstDiscretionary

348,456,998

(97.54%)

269,971

(0.08%)

8,515,988

(2.38%)

Annual Meeting 2022

Resolution 4
Payment of

FY2021

Incentive Fee by

Share Issue

Payment of FY2021 Incentive Fee by Share Issue:

That Infratil be authorised to issue to Morrison & Co Infrastructure

Management Limited (Morrison & Co), within the time, in the manner,

and at the price, prescribed in the Management Agreement, such

number of fully paid ordinary shares in Infratil (Shares) as is required to

pay all or such portion of the third instalment of the 2021 Incentive

Fee (if payable) as the Board elects to pay by the issue of Shares (2021

Scrip Option), and the Board be authorised to take all actions and

enter into any agreements and other documents on Infratil’s behalf

that the Board considers necessary to complete the 2021 Scrip Option.

ForAgainstDiscretionary

296,438,983

(85.64%)

41,359,330

(11.95%)

8,330,949

(2.41%)

Annual Meeting 2022

Resolution 5
Payment of

FY2022

Incentive Fee by

Share Issue

Payment of FY2022 Incentive Fee by Share Issue:

That Infratil be authorised to issue to Morrison & Co Infrastructure

Management Limited (Morrison & Co), within the time, in the manner,

and at the price, prescribed in the Management Agreement, such

number of fully paid ordinary shares in Infratil (Shares) as is required to

pay all or such portion of the second instalment of the 2022 Incentive

Fee (if payable) as the Board elects to pay by the issue of Shares (2022

Scrip Option), and the Board be authorised to take all actions and

enter into any agreements and other documents on Infratil’s behalf

that the Board considers necessary to complete the 2022 Scrip Option.

ForAgainstDiscretionary

296,750,894

(85.73%)

41,040,871

(11.86%)

8,347,274

(2.41%)

Annual Meeting 2022

Resolution 6
Auditor’s

remuneration

ForAgainstDiscretionary

346,898,120

(97.28%)

1,204,843

(0.34%)

8,502,018

(2.38%)

Auditor's remuneration:

That the Board be authorised to fix the auditor’s remuneration

Annual Meeting 2022

Close and Afternoon Tea
Annual Meeting of Shareholders

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