Channel Infrastructure NZ Limited logo

FY22 Financial Results

Full Year Results23 February 2023CHIEnergy

NZX RELEASE

24 February 2023

New business model delivers first profit and dividend for shareholders

Channel Infrastructure (CHI), New Zealand’s largest fuel infrastructure business based at Marsden Point in

Northland, has today released its financial results for the twelve-months ended 31 December 2022 (FY

2022).

Highlights

• Safely and successfully transitioned from refinery to terminal operations on 1 April 2022

• Conversion project remains to plan and to budget - with some 65% of the budget either spent or

committed, the project is significantly de-risked

• Reset cost of funding with successful retail bond issue completed in May 2022 and bank

refinancing completed in November 2022

• Transition to import terminal delivers first profit in three years

• New fuel demand outlook confirms stronger demand forecast for Channel Infrastructure over the

long term

• Return to dividends for shareholders, with a fully imputed final dividend of 5 cents per share and a

fully imputed special dividend of 2 cents per share (for 9 months of terminal operations)

Key Financial Results, including for the 9 months of import terminal operations


FY 2022

Continuing operations

EBITDA $57.5m

Net Profit before tax $23.1m

Dividend declared – final 5 cps

Dividend declared – special 2 cps

Discontinued operations

EBITDA $24.0m

Net Profit before tax $2.4m


Commenting, Chair James Miller said: “During 2022 we successfully reset to our new sustainable business

model, as New Zealand’s leading fuel infrastructure company. As a result, we have today reported the

Company’s first profit in over three years and recommenced a dividend for shareholders. With the

successful refinancing of debt lowering our cost of funding, the Company is well placed for the many

opportunities that exist for future growth.”


Commenting, CEO Naomi James said: “I’m proud that we have delivered in full on our commitments in

2022 and have successfully transitioned to our new business model, safely and to budget, while also

supporting our workforce through significant changes. We now have a company with a long-term

sustainable business model and a focused growth strategy.”

“The successful transformation of this business, the results we achieved in 2022, and the sustainable

business model we now have in place would not have been possible without the hard work and dedication

of the entire Marsden Point team. It has been a privilege to lead such a team over the last three years, and

I know that under Rob’s leadership the Channel Infrastructure team will continue to work hard to make the

most of the exciting growth opportunities ahead.”

Incoming CEO Rob Buchanan said “It will be my first priority to continue our focus on the safe, resilient and

efficient operation of the terminal, while delivering on the strategy already set out for the company, seeking

to grow shareholder value through continuing to optimise and grow our business following the

commencement of import terminal operations last year. The importance of Channel’s critical fuel

infrastructure has never been clearer, with the latest outlook for stronger future fuel demand and the New

Zealand Government’s package of fuel security measures requiring additional fuel storage, which presents

a great opportunity for our business. We have a big and exciting year ahead as we look to seize the

compelling opportunities ahead of us, and deliver further shareholder value from our Marsden Point site.”

Successful nine months of import terminal operations and new business model in place

On 1 April 2022, the business safely and successfully transitioned from refinery to terminal operations.

Channel Infrastructure has successfully completed nine months of terminal operations with 56 import

shipments discharged and over 2.2b litres of terminal throughput. With the closure of the refinery,

Channel’s Scope 1 and 2 CO2 emissions have reduced by over 98% and we received the first shipment of

sustainable aviation fuel through Marsden Point.

Through 2022, aviation demand had recovered to 70% of pre-COVID levels prior to the most recent weather

impacts. Diesel demand has remained strong and petrol demand recovered through the year as COVID

restrictions were lifted.

Channel Infrastructure successfully lowered its cost of funding, reflecting the reset of its business model to

an infrastructure company with stable earnings and cashflows, with the refinancing of the bank debt in

November 2022, together with the Retail Bond offer in May 2022.

The conversion project continues to track to plan and to budget, with project spend until the end of

December 2022 of $114 million. With some 65% of the budget either spent or committed, the project is now

significantly de-risked.

In addition to 180m litres of shared terminal capacity, over half of the almost 100m litres of contracted

private storage has now been commissioned, with the remainder anticipated to be available around mid-

2023. Additional terminal storage was contracted in the second half of the year, which is expected to deliver

c$25m of additional revenue over 5 years.

Focused on delivering Growth Opportunities with stronger fuel demand outlook

In November, the New Zealand government announced its package of fuel security measures, and detailed

policy design is currently underway focused on increasing the amount of fuels held in country to support

greater fuel supply chain resilience. With its tank capacity and pipeline direct to Auckland, Marsden Point

is well placed to support the incoming minimum Domestic Stockholding Obligation (DSO) and 70m litre

domestic diesel fuel reserve announced by Government to ensure New Zealand’s fuel security.

With more clarity around the COVID-19 recovery, late last year Channel Infrastructure sought to update its

future fuel demand outlooks prepared by fuel industry experts Hale & Twomey. The throughput of


Channel’s facilities is expected to change over time to meet changing consumer demands, with the shift to

electric vehicles, biofuels and continuing growth in aviation. With the latest update showing stronger

demand for jet fuel and diesel, this outlook confirms a clear path for long term utilisation of Channel’s jetties,

tanks, and pipeline direct to Auckland to supply increasingly renewable jet fuel and diesel to Auckland and

Northland, long in the future.

Commenting, Naomi James said: “Improving supply chain resilience is a priority for New Zealand. With jet

fuel demand forecast to recover from COVID impacts more quickly than previously expected, and to

continue to grow, it is critical for Government and industry to work together to implement the Government’s

fuel security package and address the outstanding recommendations of the 2017 RAP disruption incident”.

First Channel dividend will be paid less than a year after conversion

With a strong normalised Free Cash Flows and net debt to EBITDA ratio within the targeted range, the

Board today declared its first dividend as Channel Infrastructure. The Board have declared a fully imputed

dividend at 70% pay-out applied for 9 months of terminal operations, resulting in a fully imputed final

dividend of 5 cents and a fully imputed special dividend of 2 cents per share. The dividend declared implies

an annualised dividend yield of 6.5%. The dividend will be paid on 20 March 2023, with a record date of 10

March 2023.


Upgraded FY23 guidance provided in November 2022 confirmed

With funding costs reset and largely hedged in 2023 and long-term contracts indexed to PPI, Channel

Infrastructure is protected and benefits in the current inflationary environment. PPI indexation on revenue

is more than offsetting the inflationary impacts in the cost base, and with additional private storage

contracted, in November last year Channel upgraded its 2023 financial guidance. For 2023 revenue is

expected in the range of $125 million to $128 million and EBITDA guidance of $82 - $86 million, with an

indicative dividend range of 9 – 11 cents per share.


Conference Call

Channel Infrastructure’s Chief Executive Officer, Naomi James, Chief Financial Officer, Jarek Dobrowolski

and Incoming Chief Executive Officer Rob Buchanan, will give a presentation on the company's financial

and operational performance for FY2022 via a teleconference commencing on Friday 24 February at

11:30am NZT. Participants need to pre-register for the conference by navigating to this Link.


- ENDS -


Authorised by:


Chris Bougen

General Counsel and Company Secretary


Contact details

Investor Relations contact:

Anna Bonney

investorrelations@channelnz.com


Media contact:

Laura Malcolm

communications@channelnz.com

+64 21 02363 297



About Channel Infrastructure NZ

Channel Infrastructure is New Zealand’s leading fuel infrastructure company.

Channel Infrastructure owns critical infrastructure, supplying the Northland and Auckland markets, which

make up 40% of New Zealand’s liquid fuel demand and all of the jet fuel to Auckland International Airport.

Utilising the deep-water harbour and jetty infrastructure at Marsden Point, as well as 280-million litres of

storage tanks and the 170-kilometre pipeline from Marsden Point to Auckland, we receive, store, test and

distribute fuel owned by our customers. Channel Infrastructure’s wholly-owned subsidiary, Independent

Petroleum Laboratory Limited, provides fuel quality testing services at Marsden Point and around New

Zealand.

Channel Infrastructure is well positioned to support New Zealand’s changing future fuel needs, with growth

opportunities at the Marsden Point site including additional fuel storage to support fuel security, renewable

electricity supply through the Maranga Ra solar project, and work underway with customers and partners

on biofuel and hydrogen opportunities.

For more information on Channel Infrastructure, please visit: www.channelnz.com

---

Financial Results
For the 12 months ended

31 December2022

24 February 2023

2
•This presentation contains forward looking statements concerning the

financial condition, results and operations of Channel Infrastructure NZ

Limited (hereafter referred to as “CHI”).

•Forward looking statements are subject to the risks and uncertainties

associated with the fuels supply environment, including price and foreign

currency fluctuations, regulatory changes, environmental factors, production

results, demand for CHI’s products or services and other conditions. Forward

looking statements are based on management’s current expectations and

assumptions and involve known and unknown risks and uncertainties that

could cause actual results, performance or events to differ materially from

those expressed or implied in these statements.

•Forward looking statements include among other things, statements

concerning the potential exposure of CHI to market risk and statements

expressing management’s expectations, beliefs, estimates, forecasts,

projections and assumptions. Forward looking statements are identified by

the use ofterms and phrases such as “anticipate”, “believe”, “could”,

“estimate”, “expect”, “goals”, “intend”, “may”, “objectives”, “outlook”, “plan”,

“probably”, “project”, “risks”, “seek”, “should”, “target”, “will” and similar terms

and phrases.

•Readers should not place undue reliance on forward looking statements.

Forward looking statements should be read in conjunction with CHI’s

financial statements released with this presentation. This presentation is for

information purposes only and does not constitute legal, financial, tax,

financial product advice or investment advice or a recommendation to

acquire CHI’s securities and has been prepared without taking into account

the objectives, financial situation or needs of individuals. Before making an

investment decision, you should consider the appropriateness of the

information having regard to your own objectives, financial situation and

needs and consult an NZX Firm or solicitor, accountant or otherprofessional

adviser if necessary.

•In light ofthese risks, results could differ materially from those stated,

implied or inferred from the forward-looking statements contained in this

announcement. CHI does not guarantee future performance and past

performance information is for illustrative purposes only. To the maximum

extent permitted by law, the directors of CHI, CHI and any of its related

bodies corporate and affiliates, and their officers, partners, employees,

agents, associates and advisers do not make any representation or warranty,

express or implied, as to accuracy, reliability or completeness of the

information in this presentation, or likelihood of fulfilment of any forward-

looking statement or any event or results expressed or implied in any

forward-looking statement, and disclaim all responsibility and liability for

these forward-looking statements (including, without limitation, liability for

negligence).

•Except as required by law or regulation (including the NZX Listing Rules), CHI

undertakes no obligation to provide any additional or updated information

whether as a result of new information, future events or results or otherwise.

•Forward looking figures in this presentation are unaudited and may include

non-GAAP financial measures and information. Not all ofthe financial

information (including any non-GAAP information) will have been prepared in

accordance with, nor is it intended to comply with: (i) the financial or other

reporting requirements of any regulatory body; or (ii) the accounting

principles generally accepted in New Zealand or any other jurisdiction with

IFRS. Some figures may be rounded, and so actual calculation of the figures

may differ from the figures in this presentation. Non-GAAP financial

information does not have a standardisedmeaning prescribed by GAAP and

therefore may not be comparable to similar financial information presented

by other entities. Non-GAAP financial information in this presentation is not

audited or reviewed.

•Each forward-looking statement speaks only as of the date of this

announcement, 24 February 2023.

Important Information

Safely and successfully transitioned from refinery to terminal operations, with56import
shipmentsdischarged andover 2.2b litres of terminalthroughput

Conversion projectremainsto plan and budget -with 65% now spent orcommitted,

the project is significantly de-risked

New fuel demand outlook confirms stronger demand forecast for our infrastructure over the

long-term

Reset cost of funding with successful retail bond issuecompleted in May 2022 andbank

refinancing completed inNovember

Transition to import terminal delivers first profit in three years of $17m from continuing

operations (9 months of terminal operations)

Return to dividends for shareholders, with a fully imputed final dividend of5cents per share

and a fully imputed special dividend of 2 cps

3

Delivering on our strategy

3

Highlights and
Operating Update

Naomi James

Chief Executive Officer

5
All 2022 key priorities delivered

5

Strongsafety performancemaintainedPlanned workforce transition Significantly reduced environmental impact
•Zero Tier 1 or Tier 2 process safety incidents in 2022

throughrefinery decommissioning

•Small number of recordable injuries,which did not

involve significant harm,through significant

decommissioning and conversionprojectactivity

•Leading indicators actively monitored through

transition

•135employees at the end of 2022 (2021: 294),with

refinery decommissioning team to exitin 2023

•Key talent retained and increased genderdiversity

with23% women (up from 18%)

•97% of employees who have exited have found next

opportunitywithin 6 months

•Reduction in site emissions (Scope 1 & 2) by98%

(>1million tonnesof CO

2

per annum)

•Over 1,250 tonnesof decommissioning

wastematerials recycled

•30% reduction in legacy groundwater contamination

in the past 6 years

Strong safety and environmental record continues through transition

6

[1] Tier 1 Process Safety Event (API 754) –A tier 1 Process Safety Event (PSE) is an unplanned or uncontrolled release of any material, including non-toxic and non-flammable, from a process which results in one or more of the following: A LTI and/or fatality;A fire or explosion

resulting in greater than or equal to $100,000 of direct cost to the company; A release of material greater than the threshold quantities given in Table 1 of API 754 in any one-hour period; An officially declared community evacuation or community shelter-in-place

[2] Tier 2 Process Safety Event (API 754) –A tier 2 Process Safety Event (PSE) is an unplanned or uncontrolled release of any material, including non-toxic and non-flammable, from a process which results in one or more of the following: A recordable injury; A fire or explosion

resulting in greater than or equal to $2,500 of direct cost to the company; A release of material greater than the threshold quantities given in Table 2 of API 754 in any one-hour period

[3] TRIF –Total Recordable Injury Frequency per 200,000 hours (rolling 12-monthly average)

[4] NZ Business Leaders Health & Safety Forum Benchmark (injuries per 200,000 hrs)

Workforcetransition

0

2

4

6

20182019202020212022CONCAWE

Benchmark

2020

Health & Safety Performance

Tier 2 [2]Tier 1 [1]

TRIF [3]Benchmark [4]

0

125

250

375

500

2019202020212022

(Simplification)

(Refinery

closure)

0

200

400

600

800

1,000

1,200

1,400

2019202020212022Q4 '22

Annualised

CO

2

emissions (ktCO

2

)

Scope 1

Scope 2

(Simplification)

(Refinery

Closure)

7
Limited impacts from Cyclone Gabrielle

7

•Site well prepared ahead of arrival of Cyclone Gabrielle

•Stormwater systems have managed intensive periods of rainfall in recent months

•Coastal boundary and seawall resilient to storm surges –further review of coastal erosion management strategies planned for

this year following recent coastal erosion survey

•No significant impacts to terminal or decommissioned refinery assets

•Pipeline operations continued through cyclone event and import operations have resumed since

•Assessing schedule impacts to crude tank conversions from minor damage to roofing under construction, delays caused by

road closures

•Aerial inspections of the Marsden Point to Auckland pipeline undertaken following both the Auckland anniversary day floods

and Cyclone Gabrielle to identify areas at risk of land instability –physical inspections and remediation being undertaken where

needed

•Work to assess site resilience to extreme 4 degree warming scenario planned for 2023 to ensure robust long-term Asset

Management Plans are in place

Material progress made towards climate change targets
8

TARGET

Just Transition

At least 90% of employees

seeking new employment

find new roles, or have been

retrained, within 6 months

•Extensive program of workforce transition support

•97% of staff who left in 2022 have found their next opportunity

•Additional (decommissioning and transition-related) staff due to exit in 2023, with transition

support planned

97%

of employees in new

roles or retraining

within 6 months

Net Zero

Net Zero Scope 1 and 2

emissions by 2030

•Scope 1 and 2 emissions have reduced from 1,257,173 tonnesCO

2

in 2019 to 284,261 tonnes

CO

2

in 2022 andc.20,000tonnes(annualised) in Q4 2022-equivalent to a 98%reduction in

emissions following refineryclosure (over 1 million tonnesCO

2

p.a.)

•Almost 90% reduction in electricity consumption and no natural gas requirements -reducing

thermal generation demand

•Electricity RFI undertaken to explore long-term renewable electricity supply

98%

reduction in

Scope 1&2 emissions

>1MT CO

2

p.a.

Customer scope 3

emissions

Our infrastructure is

utilisedto support the

decarbonisationof the

transport sector and facilitate

Scope 3 emissions reduction

by 2030

•First SAF import received through Marsden Point in September 2022

•Hale & Twomey long-term fuel forecasts updated to include biofuels volumes for the first time

•FFIgreen hydrogen study investigating e-SAF production at Marsden Point

New Zealand’s first

shipment of Sustainable

Aviation Fuel delivered

through Marsden Point

PROGRESS TO DATE

Strong recovery from COVID fuel demand impacts through 2022
9

•Jet demand recovered to 70% of

pre-COVID levels prior to most

recent weather impact

•Diesel demand remained strong

throughout 2022

•Improving petrol demand as COVID

restrictions liftedand people return

tothe office

[1] Rolling 28-day average. Excludes Coastal Shipping volumes

1

0ML
100ML

200ML

300ML

Pre-conversionPost-conversion

Marsden Point fuel storage capacity (ML)

Shared

terminal

capacity

Private storage

commissioned

Private storage

underway

May 2022

Increasing assetutilisationand storage capacity as demand recovers

10

•Welcomed the largest refined product ship to ever be received in

New Zealand -STI LILY (LR2 vessel) capable of handling up to 120ML

•Terminal conversion delivering increased fuel storage capacity –

significant freight benefit for customers through terminal ullage

•Rigorous testing processes at Marsden Point identified off-spec

jetimport cargo in December, ensuring this fuel was not distributed

alongthe supply chain and limiting broader impacts

86% increase

•56 import shipments discharged at Marsden Point since

1 April 2022

•Product delivered to the Auckland and Northlandmarkets

inQ4 2022 up11% on previous quarter –highest since Q1 2020

•Significant pipeline capacity available to meet recoveringand

growing demand, with seasonal Q4 2022 utilisation at 78%

139

146

200

244

264

275

264

275

222

257

258

280

Pipeline and TLF volumes (ML)

JetDieselPetrol

-
50

100

150

FY21-FY22FY23FY24 - FY27FY32-34

$m

SpentCommittedRemaining

May 2022

Conversion project tracking to budget

11

•$114m project spend to the end of 2022

•Project is now significantly de-risked with c$143m (65% of

budget

[1]

) spent or committed/contracted

•Refinery decommissioning and workforce transition are now

substantially complete

•Successfully managed supply chain and inflation pressures with

limited draw on the contingency

•c.$30m spend moved from 2022 to 2023 (undrawn contingency

and some terminal upgrade workrescheduled to 2023)

Conversion cost phasing

Terminal conversion: $200-220m

Demolition (expected 10 years+): c.$50m

Allocation of Conversion Budget ($200 -$220m)

Shutdown & Decommissioning

Business &

Workforce Transition

Terminal Upgrade Projects

[1] Conversion project budget (opexand capex) of $200 to $220 million.

Shutdown and
Decommissioning

•Permanent decommissioning of refinery largely complete

•Waste equipment and materials removed for recycling,

re-use or appropriate disposal

•Cleaning of tanks for terminal operation

•Completed the first exports of residual crude and

inventory

•Final checks and handover of decommissioned plant

•Implement monitoring and inspection of

decommissioned facilities for 10-year period

•Complete cleaning of decommissioned tanks and

associated piping

•Export of remaining crude and inventory

•Siteclean up(other facilities)

Business &

Workforce

Transition

•Terminal staff transitioned to new contract terms and

conditions

•Extensive transition program to support exiting staff,

including career counselling and retraining

•Transitioned to simpler terminal IT systems (finance,

maintenance, inventory management, compliance)

•Fixed-term decommissioning staff exiting through

H1 2023

•Exiting staff will continue to have access to extensive

transition programmefor support in finding new roles

•Legacy refinery IT systems & infrastructure being

progressively shut down

Terminal Upgrade

Projects

•Upgrade of safety systems, control system and installation

of additive dosing facilities

•Reconfiguration of jetty facilities to provide greater

flexibility

•All shared storage commissioned

•Complete site utilities modifications

•Upgrade of tank fire fighting and secondary

containment systems

12

Conversion project well progressed

COMPLETED TO DATESTILL TO COME

Spent and committed

Remaining to be spent

Spent and committed

Remaining to be spent

Spent and committed

Remaining to be spent

May 2022
Over half of private storage commissioned, with new contracts adding additional revenue

13

•Over half of original contracted private storage commissioned with

c55ML of capacity available to date

•Two crude tank conversions, delivering a further c.45ML of

capacity,now well advanced

•Geodesic dome roofs under construction on site

•Tanksdue to be commissioned around mid-2023

•Assessing schedule impacts from supply chain disruptions,

abnormal levels of wet weather and Cyclone Gabrielle disruptions

•Contracted additional terminal storage during H2 2022

•Capital works (tank and linework modifications) with

anestimated cost of $7m

•New contract expected to deliver c.$25m of additional terminal

revenue over next 5 years-with c.$4m in 2023

Growth capex phasing

Private storage: $45-50m

Additional terminal capacity: c$7m

-

10

20

30

40

FY21-FY22FY23FY24 - FY27

$m

SpentCommittedRemaining

Jarek Dobrowolski
Chief Financial Officer

Financial Update

Transition to import terminal delivers first profit in three years of $17m
(from continuing operations)

Strong EBITDA margin from continuing operations of 65%, demonstrating improved financial

performance under the new operating model

Net assets up 5% from $1.33 to $1.39 per share

Successful retail bond issuecompleted in May 2022 andbank refinancing completed in

November2022 to reset cost of funding

Upgraded EBITDA guidance provided in November 2022 following PPI release and additional

terminal revenue contracted

With Net Debt to EBITDA

[1]

of 3.4x and strong cash flow generation, the Board recommenced

dividends with a fully imputed final dividend of 5 cents per share and a fully imputed special

dividend of 2 cps

1

5

Financial Highlights

15

[1] Based on annualisedreported EBITDA for 9 months of terminal operations

Import terminal delivers strong profit
Debt Maturity Profile

16

•Strong revenue delivered for 9 months of terminal operations, including $75m

[2]

terminal fees from new Terminal Services Agreements

•Operating costs reset for terminal business

•Strong EBITDA from ContinuingOperations of $57.5m

•Lower ongoing depreciation following the terminal asset useful lives’ review

•97% of end of year net debt fixed providing funding cost certainty

•Loss from discontinued operations reflective of the refinery run-down and conversion

costs

[1] The results from continuing operations include revenue from 9 months of terminal operations, and the associated operating costs,

as well as the results of Independent Petroleum Laboratory for the full financial year.

[2] Equivalent to take-or-pay fee under the Terminal Services Agreements of $100m p.a. (pre-indexation), pro-rated to 9 months.

Year ending 31 December 2022

[1]

($m)

Revenue88.2

Operating costs(30.7)

EBITDA57.5

Depreciation(24.6)

Financing costs (9.8)

Net profit before tax23.1

Income tax(6.5)

Net profit after tax from continuing operations16.6

Net loss from discontinued operations(4.6)

Net profit after tax12.0

33.9
36.4

5.0

2.7

4.5

5.7

Terminal fees - fixed

Terminal fees - variable

Terminal - Take-or-Pay top up

Private storage

Wiri lease

Laboratory testing and other

Revenue largely fixed with inflationary protections

Debt Maturity Profile

17

•Take-or-Pay commitments ($75m for 9 months) underpinned revenue while jet demand

continues to recover

•Take-or-Pay top up of $5m for 2022 –take-or-pay volume equivalent toc2.5 billion

litresfor 9 months (or 12% increase in 2022 volumes)

•Together with private storage fees and Wiri lease

[2]

, 94% of total revenue was fixed or

underpinned by Take-or-Pay commitments in FY22

•Almost 90% of FY22 revenue subject to PPI indexation in 2023

Revenue

[1]

(continuing operations)

($m)

[1] Includes revenue from import terminal fees and Wiri land and terminal lease income is for the period from 1 April to 31 December 2022,

and the revenue from laboratory testing is for the full financial year

[2] Wiri lease of $6m p.a. continues until February 2025 when the lease expires

Take-or-Pay &

fixed revenue

Electricity costs
•Electricity consumption reduced through transition:

•consumption of 25GWh over 9 months from 1 April to 31 December 2022

•c.$120/MWh fully hedged cost of supply in 2022

•Transmission and distribution chargesyet to reset fromrefinery levels –$4m

paid from 1 April to 31 December 2022

•Electricity supply for 2023 fully contracted at $215/MWh, and for 2024 c.2/3

hedged at c.$145/MWh

•Site derating confirmed in principle and awaiting new cost allocation ahead of 1 April

Other costs

•Labourcosts reflect c.70 import terminal staff and laboratory employees

[2]

•Inflationary pressures on labourand contractor costs (1/3 of total opex) managed

well

•Administration and other costs (including corporate and governance, insurance, rates,

facilities management, IT) are largely fixed and independent of activity levels or

terminal volumes

Operating costs reset for simpler terminal operation

18

Operating costs

[1]

(continuing operations)

($m)

[1] Includes operating costs of import terminal operations for the period from 1 April to 31 December 2022, and the costs of laboratory testing is for the full financial year

[2] Note, employees involved in refinery decommissioning and transition are included in conversion costs (refer to ‘Discontinuedoperations’and Provisions notes in the financial statements)

7.4

8.0

11.5

3.9

Energy and utility costs

Salaries, wages and benefits

Administration and other costs

Materials and contractor payments

Leverage remains within the targeted range
19

Net debt movement

•Strong cash flows generated from operations, funded more than 3/4

of conversion spend

•Net debt increased to $257m as expected with the conversion spend,

including $14m spent on closing out platinum leases in December 2022

•c.50% of $14m funding cost in FY22 related to bank interest cost and line fees

•Leverage at 3.4x

[4]

as at31 December, within the targeted range 3-4x

•Gearing at 33%

[5]

(vs covenants 55%)

[1] Includes operating and capital conversion costs (but excludes private storage capex which is included in growth capex).

[2] Platinum leases close-out, with recovery and sale of platinum expected to occur within 12 to 24 months.

[3] Includes $8m relating to continuing operations and $5.4m relating to discontinued operations, and excludes non-cash

financing costs (i.e.accrued interest and facility fees, discounting unwinding).

[4] Leverage calculated as Net Debt as at31 December 2022 to the annualisedEBITDA from continuing operations.

[5] Gearing calculated as Net Debt to Net Debt plus Equity as at31 December 2022.

257

82

184

102

14

10

15

14

-

50

100

150

200

250

300

Net Debt

FY21

Net Debt

FY22

Operating

Cashflow

Stay-in-

business

capex

Conversion

costs

[1]

Net

financing

[3]

Growth

capex

Platinum

[2]

•Diversified funding sources and extended tenor
•Successful $100m unsecured retail bonds issued in May2022

•Refinanced $205m of bank debt, achieving tenor spread across 3-5 years and a

reduction in bank funding cost

•Debt facilities of $380m withsignificant liquidity headroom available ($123m as at31

December 2022) –together with operating cash flows, this provides sufficient capacity

to fund the remainder of conversion costs and investment in private storage

•Expected debt will peak at around $70m to $90m above 31 December 2022 level in next

12-18 months

•97% of end of year net debt was fixed, with significant hedge protection in the following

years

•Cost of higher drawn debt in 2023 will be mostly offset by lower bank margins and lower

undrawn line fees

•Weighted average debt maturity (WADM) of c.3.5 years

[2]

Debt maturity profile as at 31 December 2022

20

[1] Nominal interest rate, excluding the amortisationof upfront bank fees and bond issuance costs.

Bank nominal interest rate represents a combination of bank margin and swap rate (note, drawn facilities

in excess of fixed debt are subject to floating interest rates, i.e.Bank Bill Rate).

[2] WADM calculated on the assumption that the subordinated notes are paid at their reset in March 2024.

Debt hedge

Successful reset in funding structure and costs

-

25

50

75

100

125

150

175

20242025202620272034

$M

Bank debtSubordinated notesRetail bonds

Subordinated

notes -

reset date

Subordinated

notes -maturity

date

5.1% p.a.

[1]

5.8% p.a.

[1]

3.5% p.a.

[1]

-

25

50

75

100

125

150

175

200

225

250

275

Jan 22Jul 22Jan 23Jul 23Jan 24Jul 24Jan 25Jul 25Jan 26Jul 26Jan 27Jul 27

$M

Subordinated notesRetail bondsInterest rate swaps

Previous
($m)

Updated

Nov ‘22

($m)

Terminal and other revenue116-120125-128

Operating costs36-4041-44

EBITDA76-8482-86

Depreciation3234-35

Financing costs

[2]

15-18c.16

Income tax payableNilNil

Stay-in-business capex

[3]

-c.8-10

Indicative Normalised Free Cash Flow46-6456-60

Indicativedividend range8 -11 cps9 -11 cps

FY23 EBITDA guidance range upgraded in November 2022

Indicative FY23 Financial metrics

[1]

21

[1] Guidance is for terminal operations (classified as continuing operations) and excludes discontinued operations

(i.e.one-off conversion cost opexand capex of $200-220 million), private storage capex ($45-50 million) and

additional terminal storage ($7m), with no change in guidance for these projects. Guidance also excludes any opex

and capex associated with new growth opportunities.

[2] Based on expected average level of borrowings of c.$300 million in FY23, debt hedge profile (refer previous page)

and current Bank Bill Rate (BKBM) for unhedged debt. Excludes capitalisedinterest, amortisationof upfront bank

fees and issue costs, and other non-cash financing costs (i.e.unwinding of interest associated with provisions)

[3] Previous capex guidance of $5-12m reflected a range of capex expected across the initial 10-year contract term and

excluded growth and one-off conversion capital expenditure

[4] Based on contracted electricity supply at an average cost of $215/MWh and assuming transmission and distribution

costs of $4m

[6] Includes Wiri assets’ depreciation of c$6m p.a. until early 2025.

FY23 guidance upgraded in November 2022

[1]

:

•$106.3m terminaltake or payfees,expect to remain atToPlevelsbased on forecast

aviation capacity

•Revenue reflects expected commissioning of remaining privatestorage tanks

(aroundmid-2023), additional terminal fees contracted andthe PPI impacts on

take-or-pay fees

•Operating and capital expenditure

[3]

guidance reflects expected higher electricity

prices

[4]

, anticipated activity and resourcing requirements and cost inflation

•Overall EBITDA uplift due to additional revenue contracted and inflationary value

accretion

•Depreciation

[5]

guidance also updated to reflect continuinginvestment in terminal

upgrades and private storagecapacity

•Financing costs

[2]

updated post the debt refinancing activities, equivalent to an

effective interest rate across all debt of c.5% to 5.5%

Strategy Update and
Outlook

Naomi James

Chief Executive Officer

Strategic priorities materially progressed in 2022
23

Leverage Existing CapabilityTransform to Deliver ValuePosition for Future Growth

Safe, reliable,

low-cost

operations

•Revised Safety Case for new

import terminal accepted by

WorkSafe

•New operating procedures and

management system changesin

placefor terminal business

model

Competitive

cost of capital

•Successful $100m inaugural bond

issued byChannel Infrastructure

•Completed bank refinancing with

significant capacity offered and a

reset in the cost of debt

•New Capital Allocation Framework

adopted to deliver both dividends

and growth with a focuson

increasing shareholder value

Support lower

carbon fuels

transition

•First Sustainability Report

published aligned to TCFD

reporting standards available on

our website (channelnz.com)

•New Zealand's first shipment of

SAF received through Marsden

Point

High

performance

culture

•Terminal organisationand

management team in place

•Strong capability retained for

terminal business and projects

Realise

Infrastructure

Value

•Refinery closure safely completed

to plan, conversion projects

progressing to plan and budget

•Operating under new Terminal

Services Agreements since 1 April

2022

Grow and

Diversify

•Private storage contracts

signed with approx. $9 million

p.a. revenue (in real terms) over

10 years

•Additional terminal storage

revenue contracted in H2 2022

with approx. $25 million revenue

expected over 5 years

•Over halfof private storage

capacitycommissioned

Strategic focus and priorities for 2023
24

Leverage Existing CapabilityTransform to Deliver ValuePosition for Future Growth

Safe, reliable,

low-cost

operations

•New long-term Asset

Management Plans in place to

manage investment across

thelife of our assets

Competitive

cost of capital

•Review options for $75m

subordinated notes due for renewal

in March 2024

•Release legacy value through sale

of surplus assets and inventory

Support lower

carbon fuels

transition

•Fortescue Future Industries (FFI)

to complete study of the potential

for hydrogen/ eSAFproduction

at Marsden Point

•Continue to assess SAF options

for Marsden Point

High

performance

culture

•Terminal operations and

Information Technology systems

simplified with new systems and

processes embedded and

effective

•Continueto build terminal culture

and capability

Realise

Infrastructure

Value

•Remaining private

storageandother contracted

capacitybroughtonline​

•Complete refinery facility

decommissioning toplan and

budget

Grow and

Diversify

•UtiliseMarsden Point facilities

tosupport Government’s

70MLdomestic diesel fuel

reserveand minimum Domestic

Stockholding Obligation (DSO)​

•Reduce electricity costs

throughlong-term supply​

•Work withCustomers and

Government to improve fuel

resilience, aheadof expected

strong growthinjetfuel demand

Hale & Twomey fuel demand outlook updated with more detailed, bottom-up modelling
25

•Hale & Twomey long-term fuel

outlook

[1]

updated (last outlook

January2021

[2]

)​

•First update since COVID recovery

pathwayhas become more clear​

•Jet fuel forecastsutilisedlong-

termpassenger number forecasts developed

byDKMA

[3]

for Auckland International Airport

•Diesel forecasts have been

modelledseparately for each consumption

sector(Agriculture, Industrial,

Commercial,Residential, Transport &

Internationalshipping)

•Petrol forecasts have been modelled

byvehicle type (light passenger,

lightcommercial, motorbike, heavy transport

&buses) to more accurately

forecastelectrification shift based on

vehicleturnover rates and electrification

trends andfeasibility​

•Biofuel volumes included for the first time

[1] Hale & Twomey modelling for petrol and diesel focused on NZ demand, whereas modelling for jet demand focused on Auckland consumption only (extrapolated to obtain NZ demand)

[2] 2023 forecast includes assumed SAF volumes, these were excluded in 2021 outlook

[3] DKMA: global airport market research consultancy

[4] From the scenarios’ dataset for the Commission's advice on NZ ETS settings for 2023-2027

[4]

[4]

Stronger demand expected for Channel’s infrastructure over the long term
26

•Updated Hale & Twomey fuel outlook confirms a

faster jet fuel demand recovery, and materially

higher jet and diesel demand over the long-term

•Strong growth in demand for jet fuel is

expected to continue reaching pre-COVID

levels by 2026

•Diesel substitution likely to take longer

than previously expected in some sectors

•Petrol demand declines as previously

forecast as light vehicle fleet electrifies

•Terminal revenue now estimated above Take-or-

Pay in 2025 as terminal volumes rise above c.3.4

billion litres, with every 0.1 billion litres volume

increasing revenue by c.$1.6m p.a. (pre-inflation)

•Existing Marsden Point to Auckland pipeline

capacity is sufficient to meet projected demand,

with growth in aviation fuels offset by decline in

land fuels

•Increasing volume of renewable fuels expected

through Channel’s infrastructure as biodiesel and

SAF

[1]

–which can utilise existing infrastructure –

enter the fuel mix

[1] The ‘Indicative renewables portion’ includes biodiesel volume

impact if a mandate was to be implemented as initially proposed

(now rescinded), and indicative SAF volumes (not provided by H&T)

aligned with Air NZ targets (10% by 2030, and along with zero-

emission aircraft contribute to 70% emission reductions by 2050)

[2] 2023 forecast includes assumed SAF volumes, these were

excluded in 2021 outlook.

[2]

Slower diesel substitution forecast
25

Petrol

•Hale & Twomey outlook for petrol demand to peak in near-term -reflecting increasing

electrification of the Light Vehicle fleet, and a gradual shift in travel behaviour

•Recent government incentives delivering faster electrification of light vehicle fleet

than previously anticipated. Outlook assumes electrification rate consistent with 2022

CCC modelling

•Marsden Point volumes anticipated to be c.5% higher if ethanol not utilisedin supply

mix

[1]

Diesel

•Hale & Twomey outlook for higher near-term and longer tail of demand for diesel than

previous outlook (2021)

•slower transition than petrol –electrification to commence in the light vehicle

fleet (utesand vans), followed by light trucks and buses

•diesel substitution more challenging in agriculture, fishing & forestry and heavy

transport sectors

•Biodiesel substitution possible -with second generation biodiesel utilisingexisting

infrastructure

[2]

.

[1] Modelling assumption: biofuels obligation implemented (mandate currently rescinded, but improved transport intensity

target remains) with ethanol blended at 10% into regular petrol, bypassing Channel’s infrastructure

[2] Modelling assumption: biofuels obligation implemented with renewable diesel blended into pool, utilisingexisting

infrastructure

Faster than expected recovery in jet fuel
28

•Initial recovery in demand more than just a temporary release

of ‘pent up travel demand’ from closed borders:

•near doubling

[1]

in Auckland jet fuel demand as borders

reopened from February 2022

•Auckland International Airport expects recovery in

passenger numbers to pre-COVID levels by 2025

•Aligned with Hale & Twomey, who expect jet demand to

return to pre-COVID levels by 2026, with lag reflecting

fleet fuel efficiency improvements

•Forecasts assume 25% of regional jet demand to be electric

by 2040, 10% of short-haul demand to be met by hydrogen by

2050 –limited impact on total jet fuel demand, which is driven

by long-haul and extra-long-haul flights

•SAF

[2]

identified as the primary solution for decarbonising

aviation –interchangeable with fossil jet and utilisingsame

infrastructure

[1] December 2022 vs. January-March 2022

[2] IndicativeSAF volumes (not provided by H&T) aligned with Air NZ targets (10% by 2030, and

along with zero-emission aircraft contribute to 70% emission reductions by 2050)

[3] 2023 forecast includes assumed SAF volumes, these were excluded in 2021 outlook.

[3]

Improving supply chain resilience is a priority for New Zealand
29

•Minimum domestic stockholding obligation (DSO) proposed by

NZ Government has a key role to play in improving resilience

•Fuel storage capacity has increased through transition from

refinery to import supply chain

•Marsden Point fuel storage capacity is higher today

than whenoperating as a refinery -65% increase in

diesel, 40% increase in jet​

•More jet storage capacitywill be available once

additional contractedprivate storage is commissioned

later this year, with capacity to addmore

•With strong jet recovery from COVID impacts underway,

addressing 2019 RAP inquiry recommendations is now a

priority

•Recommendations sitting with Channel –to improve

surveillance along the pipeline and improve

communication with landowners, neighboursand the

community -have been completed

•In November 2022, the NZ Government announced its final resiliency
plan designed to ensure fuel supply resilience by holding more stocks

onshore

•Government procurement of 70ML strategic diesel reserve

•Minimum onshore fuel stockholding obligation for fuel

wholesalers

•MBIE currently consulting with industry on the final policy design, and

have issued RFI for 70ML Diesel reserve (storage and stock) that

Government intends to procure

•Marsden Point is ideally placed to support fuel resilience measures:

•working with government on accelerating the establishment of

70ML domestic dieselfuel reserve –timing & cost advantage

from existing tank capacity and high throughput terminal (enables

product turnover)

•potential need for increased storage capacity to meet minimum

stockholding policy and provide a resilient supply chain for

growing jet fuel demand

•Over 400MLof unutilisedtank capacity available at Marsden Point

Government fuel security measures represent a significant opportunity

30

c.40%

Tank

capacity

c.35%

Jetty

capacity

c.75%

Pipeline

capacity

Current Terminal Capacity Utilisation

•RFI undertaken seeking proposals for long-term supply
•Range of offers received –from physical supply, development of

Maranga Ra solar project, through to fully off-grid options

•Competitive interest for the provision of a long-term grid supplied

fixed price variable volume contract

•Expecting to determine optimal electricity supply strategy and

undertake a formal RFP to conclude arrangements during 2023

•Targeting $2+ million pa reduction in electricity costs (vs 2023)

•Focused on transmission and distribution cost savings opportunities

•De-rating of Marsden Point site confirmed by Transpowerin

principle, with new allocation of transmission costs to be

confirmed before 1 April (built into FY23 cost guidance)

•Reviewing all options to reduce costs including Transpower

revaluation of oversized connection assets, prudent discount

application and/or by-pass

RFI process has identified options for long-term electricity supply

31

Delivering to shareholders
•Dividend recommenced less than a year post-conversion –ahead of indications at the time of the August 2021

shareholder vote

•Strength of cash flows, de-risked conversion project, refinanced debt facilities and leverage within the targeted

range provided Board with confidence in returning to dividends from FY22

•Board approved Dividend policy (a pay-out of 60-70% of normalised Free Cash Flows, being adjusted for net cash

generated from operations less maintenance capex, excluding conversion costs and growth capex)

[1]

•Declared a fully imputed dividend (at top end of pay-out of 70% applied for 9 months of terminal operations) of:

•Final dividend of 5 cents,

•Special dividend of 2 cents.

•Implied (annualised) dividend yield of 6.5%

[2]

as at31 December 2022

•Dividend payable on 20 March 2023, with record date on 10 March 2023

•FY23 guidance implies anindicative dividend range of 9–11 cps, with targeted 40:60 split between interim and

final dividend

[1] The dividend policy is subject to the Board’s due consideration of the Company’s medium term asset investment programme; a sustainable financial structure for Channel Infrastructure, recognisingthe

targeted investment grade rating; and the risks from short and medium term economic and market conditions and estimated financial performance. It is the intention of the Board to attach imputation credits to

dividends to the extent that they are available.

[2]Based on a dividend declared and annualised, and share price as at31 December 2022 of $1.43 per share

32

CEO transition
•CEO transition began November 2022 following the successful transition

to Channel Infrastructure

•Rob Buchanan will become CEO on 6 March 2023

•Rob Buchanan joined the team on 31 January 2023, with Naomi James

departing the company on 1 April 2023

33

3
4

2023 priorities

34

Safe, reliable, and cost-efficient terminal operation and maintenance

On-budget and on-time completion of the remaining conversion project works

Work with Customers and Government to improve supply chain resilience

Deliver on near-term growth opportunities (strategic diesel reserve, DSO, electricity)

Deliver increasing returns to shareholders through dividends in an inflationary environment

Safely and successfully transitioned from refinery to terminal operations, with56import
shipmentsdischarged andover 2.2b litres of terminalthroughput

Conversion projectremainsto plan and budget -with 65% now spent orcommitted,

the project is significantly de-risked

New fuel demand outlook confirms stronger demand forecast for our infrastructure over the

long-term

Reset cost of funding with successful retail bond issuecompleted in May 2022 andbank

refinancing completed inNovember

Transition to import terminal delivers first profit in three years of $17m from continuing

operations (9 months of terminal operations)

Return to dividends for shareholders, with a fully imputed final dividend of5cents per share

and a fully imputed special dividend of 2 cps

3

5

Delivering on our strategy

35

Q&A

Appendices

Continuing operations –H1 vs H2
Debt Maturity Profile

38

Year ending 31 December 2022

[1]

($m)

H1H2FY22

Revenue29.8 58.4 88.2

Operating costs(10.1)(20.6)(30.7)

EBITDA19.7 37.8 57.5

Depreciation(8.3)(16.3)(24.6)

Financing costs (3.6)(6.2)(9.8)

Net profit before tax7.8 15.3 23.1

Income tax(2.2)(4.3)(6.5)

Net profit after tax from continuing operations5.6 11.0 16.6

Net profit/(loss) after tax from discontinued

operations

11.6 (16.2)(4.6)

Net profit/(loss) after tax17.2 (5.2)12.0

[1] Results of continuing operations include revenue from import terminal fees and Wiri land and terminal lease income is for the period

from 1 April to 31 December 2022 and the revenue from laboratory testing is for the full financial year, and the associated operating costs.

Discontinued operations
Debt Maturity Profile

39

•Revenue received under Processing Agreements which concluded end March 2022:

•$47m processing fees

•$6mpipeline fees

•$17m of other refining income (including sulphur, natural gas and carbon

pass-through, Wiri income and other revenue)

•FY22 operating costs include $8m sulphur, natural gas and carbon pass-through

costs

•Conversion costs

[1]

include ongoing conversion costs offset by impact of discount

rate change on provisions

•Impairment / revaluation of assets (non-cash) reflects adjustment to residual values

as at31 December 2022

•Net finance costs includes non-cash conversion provision discount unwinding and

bank and subordinated notes interest cost for the three months to 31 March 2022

Year ending 31 December 2022

($m)

($m)

Revenue70.0

Operating costs(46.0)

EBITDA24.0

Depreciation and disposal costs(7.9)

Conversion costs

[1]

(3.0)

Impairment / revaluation of assets (5.0)

Net finance costs(5.7)

Net profit before tax2.4

Income tax(7.0)

Net loss after tax(4.6)

[1] Note that conversion costs have been largely provided for in the financial year 2021, with ongoing income statement impacts from costs not eligible for recognition as a liability

(noting that these costs are all within the overall conversion project budget of $200 to $220 million) and discount rate changes.

---

A business
transformed

Annual

Report

2022

Welcome To This Report
Annual Report Overview

This 2022 Annual Report outlines the operational

and financial

performance of Channel Infrastructure

NZ Limited, with the results reflecting the continuing

operations of the fuels' import terminal for the

nine months ended 31 December 2022 and the

discontinued operations of the refinery for the three

months ended 31 March 2022 . The transition to a

new business model during the 2022 year limits the

comparability of the current financial results with the

previous corresponding period. This Annual Report also

includes an overview of the Company’s Strategy and

Corporate Governance Framework and includes the

annual Remuneration Report.

In this report, references to “Channel Infrastructure”, the

“C

ompany”, the “Group”, “we”, “us”, “our” refer to Channel

Infrastructure NZ Limited (NZX: CHI), unless otherwise

stated. All dollar figures are in New Zealand (NZ) dollars

unless otherwise stated.

Channel Infrastructure has used non-GAAP (Generally

Accept

ed Accounting Principles) measures when

discussing financial performance in this report. The

directors and management believe that these measures

provide useful information as they are used internally to

evaluate business performance, to establish operational

goals and to allocate resources. Non-GAAP measures

are not prepared in accordance with New Zealand

International Financial Reporting Standards (NZ IFRS)

and are not uniformly defined, therefore the non-GAAP

measur

es reported in this document may not be

comparable with those that other companies report

and should not be viewed in isolation or considered

as a substitute for measures reported by Channel

Infrastructure in accordance with NZ IFRS. The non-GAAP

measures Channel Infrastructure has used are EBITDA,

EBITDA margin and Normalised Free Cash Flow (FCF).

The definitions of these can be found on page 104 of

this report.

Reporting Suite

The 2022 Annual Report is published in conjunction

with the 20

22 Sustainability Report which provides

information on our approach, progress and performance

in relation to Channel Infrastructure’s most material

environmental, social and governance (ESG) issues.

The Sustainability Report has been prepared having

regard to relevant climate and ESG reporting standards

including the recommendations of the Taskforce on

Climate-related Financial Disclosures (TCFD) and the

Global Reporting Initiative Standard (GRI): Core Option

and is also prepared in accordance with the NZX

Corporate Governance Code and ESG Guidance Note.

This Annual Report, the 2022 Sustainability Report and

Channel Infras

tructure’s Governance Statement together

form an integrated suite of reports and should be read

in conjunction with each other, and where possible, we

have drawn links between each.  They are all available

for download at: www.channelnz.com, along with several

underlying documents and policies referred to throughout

this report. 

Directors' Statement

The Directors are pleased to present Channel

Infras

tructure NZ Limited’s Annual Report and Financial

Statements for the year ended 31 December 2022.

This Annual Report is dated 23 February 2023 and is

signed on behalf o

f the Board by:

JB Miller 

Chair of the Board     

AM Molloy

Chair, Audit and

Finance Commit

tee


Feedback

As always, we welcome your feedback on this

r

epor

t. Please send any comments or suggestions

to investorrelations@channelnz.com

.

2

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Contents
About Us

4

2022 Highlights

8

Numbers at a Glance

10

Letter from the Chair

12

Letter from the CEO

16

Letter from the Incoming CEO

20

Our Strategy

22

Board of Directors

28

Corporate Leadership Team

30

Financial Commentary

36

Governance

44

Remuneration Report

48

Shareholder and Bondholder Information

56

Statutory Disclosures

62

Consolidated Financial Report

64

Glossary

104

Corporate Directory

105

3

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

About Us
WIRI FUEL TERMINAL

*

IMPORT TERMINAL SYSTEM (ITS)

Channel Infrastructure receives imported

refined fuel, owned by our customers to

supply 40% of NZ’s transport fuels.

Our Import Terminal handles

more transport fuels than the

10 terminals in the next three

largest ports in New Zealand,

combined.

Two deep water jetties capable of

berthing extra large refined fuel

transport ships (40% larger than

vessels at other NZ ports).

Marsden Point to Auckland

pipeline can transport

10 million litres of fuel per day.

Our pipeline is the

lowest-carbon supply route for

fuels to Auckland, with

one-tenth of the emissions

compared to the alternative

transportation via road.

170KM PIPELINE

Channel Infrastructure is New Zealand’s leading fuel

infrastructure company, based at Marsden Point in Northland.

We own and operate infrastructure essential to the supply of

transport fuels to Northland and New Zealand's largest fuel

market, Auckland.

OVERSEAS

REFINERIES

Transport fuels refined

overseas and imported

by our customers into

Marsden Point.

MARSDEN POINT

Throughput: Each year we

handle enough fuel to fill over

28,300 planes to LA.

More than 3 billion litres

of transport fuels annually.

280 million litres

of product storage.

New Zealand’s largest fuel testing

laboratory, IPL, a subsidiary of

Channel Infrastructure.

PETROL AND DIESEL

Distribution to Northland via

Truck Loading Facility.*

Our pipeline also supplies petrol and

diesel direct to Auckland, New Zealand's

largest market, keeping Aotearoa moving.

PETROL AND DIESEL

Channel Infrastructure is the only supply route

for jet fuel directly to Auckland International

Airport, which consumes 80% of New Zealand’s

jet fuel demand.

JET FUEL TO AUCKLAND

INTERNATIONAL AIRPORT

Long-term customer contracts,

with strong credit counterparts

bp, Mobil and Z Energy

(100% owned by Ampol).

Contracts with a fixed and variable fee structure

which both incentivises utilisation and protects

us from significant market disruptions.

PPI indexation of all terminal

fees which protects us in an

inflationary environment.

A COMPANY WITH A STRONG BALANCE SHEET, STABLE EARNINGS AND CASHFLOWS

SUPPLY INTO NORTHLAND

OUR CRITICAL INFRASTRUCTURE

SUPPLY INTO AUCKLAND

Marsden Point

Auckland

LARGEST FUEL TERMINAL IN NEW ZEALAND

Auckland’s fuel storage

facility with truck loading

facilities and a pipeline to

fuel storage at Auckland

International Airport.

*Not included in

Channel Infrastructure

import terminal system

4

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

About Us
WIRI FUEL TERMINAL

*

IMPORT TERMINAL SYSTEM (ITS)

Channel Infrastructure receives imported

refined fuel, owned by our customers to

supply 40% of NZ’s transport fuels.

Our Import Terminal handles

more transport fuels than the

10 terminals in the next three

largest ports in New Zealand,

combined.

Two deep water jetties capable of

berthing extra large refined fuel

transport ships (40% larger than

vessels at other NZ ports).

Marsden Point to Auckland

pipeline can transport

10 million litres of fuel per day.

Our pipeline is the

lowest-carbon supply route for

fuels to Auckland, with

one-tenth of the emissions

compared to the alternative

transportation via road.

170KM PIPELINE

Channel Infrastructure is New Zealand’s leading fuel

infrastructure company, based at Marsden Point in Northland.

We own and operate infrastructure essential to the supply of

transport fuels to Northland and New Zealand's largest fuel

market, Auckland.

OVERSEAS

REFINERIES

Transport fuels refined

overseas and imported

by our customers into

Marsden Point.

MARSDEN POINT

Throughput: Each year we

handle enough fuel to fill over

28,300 planes to LA.

More than 3 billion litres

of transport fuels annually.

280 million litres

of product storage.

New Zealand’s largest fuel testing

laboratory, IPL, a subsidiary of

Channel Infrastructure.

PETROL AND DIESEL

Distribution to Northland via

Truck Loading Facility.*

Our pipeline also supplies petrol and

diesel direct to Auckland, New Zealand's

largest market, keeping Aotearoa moving.

PETROL AND DIESEL

Channel Infrastructure is the only supply route

for jet fuel directly to Auckland International

Airport, which consumes 80% of New Zealand’s

jet fuel demand.

JET FUEL TO AUCKLAND

INTERNATIONAL AIRPORT

Long-term customer contracts,

with strong credit counterparts

bp, Mobil and Z Energy

(100% owned by Ampol).

Contracts with a fixed and variable fee structure

which both incentivises utilisation and protects

us from significant market disruptions.

PPI indexation of all terminal

fees which protects us in an

inflationary environment.

A COMPANY WITH A STRONG BALANCE SHEET, STABLE EARNINGS AND CASHFLOWS

SUPPLY INTO NORTHLAND

OUR CRITICAL INFRASTRUCTURE

SUPPLY INTO AUCKLAND

Marsden Point

Auckland

LARGEST FUEL TERMINAL IN NEW ZEALAND

Auckland’s fuel storage

facility with truck loading

facilities and a pipeline to

fuel storage at Auckland

International Airport.

*Not included in

Channel Infrastructure

import terminal system

5

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Long-term
renewable

electricity supply

Maranga Rā solar

project

Growth in

other terminal

infrastructure

Hydrogen

Sustainable

aviation fuel

Using less than

50% land and tank

capacity

35 year consents

for industrial site

operations

Large-scale

electricity and gas

connections

Deep-harbour

and jetty access

Proximity to

Auckland

177 ha of land

c. 400 million litres

unutilised tank

capacity

Sufficient pipeline capacity to

meet projected future demand.

CAPACITY FOR GROWTH

Import Terminal System and

Contracted Storage

Available for Redevelopment

Potential Renewable

Redevelopment

Proposed Maranga Rā

Solar Farm

JETTIES

NORTHPORT

MARSDEN POINT TO

AUCKLAND PIPELINE

POTENTIAL

RENEWABLE

DEVELOPMENT

OFFICES

OFFICES

PROPOSED

MARANGA RĀ

SOLAR

FARM

Significant land, tanks and facilities available for repurposing

MARSDEN POINT TODAYA GROWING RANGE OF TRANSPORT FUELS AND ENERGY CHOICES REQUIRES

INFRASTRUCTURE TO SUPPORT MORE RENEWABLE, SECURE TRANSPORT ENERGY.

The transition from refinery to import terminal operations has already delivered a

significant reduction in carbon emissions for New Zealand, and the future growth

opportunities that we are actively investigating will both grow and diversify our

earnings and support New Zealand’s transition to low-carbon fuels.

2035

Jet fuel

Diesel

Petrol

Marine fuel

Sustainable aviation fuel

Renewable gasoline

Renewable diesel

Hydrogen

Renewable electricity

As a provider of critical infrastructure, we have a focussed

growth strategy that will enable us to realise shareholder value

and support New Zealand's wider decarbonisation ambitions.

TO DAY

Jet fuel

Diesel

Petrol

Marine fuel

Expanding the Marsden

Point terminal

• NZ Government 70mL

domestic diesel reserve

• Minimum domestic

stockholding obligation

• Biofuel imports

• Other products

6

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Long-term
renewable

electricity supply

Maranga Rā solar

project

Growth in

other terminal

infrastructure

Hydrogen

Sustainable

aviation fuel

Using less than

50% land and tank

capacity

35 year consents

for industrial site

operations

Large-scale

electricity and gas

connections

Deep-harbour

and jetty access

Proximity to

Auckland

177 ha of land

c. 400 million litres

unutilised tank

capacity

Sufficient pipeline capacity to

meet projected future demand.

CAPACITY FOR GROWTH

Import Terminal System and

Contracted Storage

Available for Redevelopment

Potential Renewable

Redevelopment

Proposed Maranga Rā

Solar Farm

JETTIES

NORTHPORT

MARSDEN POINT TO

AUCKLAND PIPELINE

POTENTIAL

RENEWABLE

DEVELOPMENT

OFFICES

OFFICES

PROPOSED

MARANGA RĀ

SOLAR

FARM

Significant land, tanks and facilities available for repurposing

MARSDEN POINT TODAYA GROWING RANGE OF TRANSPORT FUELS AND ENERGY CHOICES REQUIRES

INFRASTRUCTURE TO SUPPORT MORE RENEWABLE, SECURE TRANSPORT ENERGY.

The transition from refinery to import terminal operations has already delivered a

significant reduction in carbon emissions for New Zealand, and the future growth

opportunities that we are actively investigating will both grow and diversify our

earnings and support New Zealand’s transition to low-carbon fuels.

FUTURE

Jet fuel

Diesel

Petrol

Marine fuel

Sustainable aviation fuel

Renewable gasoline

Renewable diesel

Hydrogen

Renewable electricity

As a provider of critical infrastructure, we have a focussed

growth strategy that will enable us to realise shareholder value

and support New Zealand's wider decarbonisation ambitions.

TO DAY

Jet fuel

Diesel

Petrol

Marine fuel

Expanding the Marsden

Point terminal

• NZ Government 70mL

domestic diesel reserve

• Minimum domestic

stockholding obligation

• Biofuel imports

• Other products

7

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Realising value of infrastructure
Available capacity

c.230ML

storage including

55ML private storage

commissioned

First profit in over

3 years

$17M

net profit after tax

(continuing operations)

-600

-400

-200

0

200

20182019202020212022

Net Profit After Tax

2022 Highlights

Nine months of terminal operations

Safe & reliable

Safely

transitioned


from refining to

import terminal

operations from

1 April

1.8

TRCF

(2021: 0)

56

Ships discharged

0

Tier 1 or 2 process

safety incidents

(2021: 2)

First year of sustainable earnings delivered

as a stable infrastructure company

8

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Sustainable
> 98%

Reduction in Scope 1&2

emissions following

refinery closure

>1MT CO2

per annum

97%

Of employees impacted

by the transition, in new

roles or retraining within

6 months

New Zealand’s

first shipment

of Sustainable

Aviation Fuel

delivered through

Marsden Point

Our transformational change in 2022 has set our business up

for a long-term sustainable future, with stronger than expected

growth in jet fuel demand underpinning the long-term utilisation

of our infrastructure.

Keeping Aotearoa moving

2,215ML

Delivered to market

from Marsden Point

Teminal in 9 months

to end of 2022

591ML

62% PCP

826ML

6% PCP

798ML

17% PCP

JET FUEL

DIESEL

PETROL

Pipeline utilisation

70%

Highest jet fuel demand since 2019

9

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Numbers at a Glance
Nine months of terminal operations

Sustainable financial performance

Strong cashflow and balance sheet

EBITDA

$57M

94%

Underpinned by

fixed or ‘take or

pay’ fees

88%

subject to

indexation

$88M

Terminal revenue

EBITDA MARGIN

65%

3.4

x EBITDA

97%

Debt fixed or

hedged

$257M

As at 31 December

2022

Net debtNet assets

$1.39

Per share

up 5%

Leverage

10

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Delivering to shareholders
The strong EBITDA margin and cashflow generation has given the

Board confidence to recommence dividend payments.

Final DividendSpecial Dividend

5

CPS Fully imputed

2

CPS Fully imputed

6.5%

Annualised Dividend Yield

11

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

James Miller
Chairman

Letter from

the Chair

12

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

During 2022 we successfully reset to our new
sustainable business model, as New Zealand’s

leading fuel infrastructure company.  As a result

of our transition, the Company has reported a

profit and declared our

first

dividend to shareholders.

2022 was a year of huge change for our business, as we

deliver

ed on the outcomes of the 2020 Strategic Review,

safely transitioning from refinery to terminal operations.

Channel Infrastructure is a company that now has a

long-term sustainable business model, which can deliver

stable earnings with a focussed growth strategy to

continue to grow shareholder value. 

We play a critical role in New Zealand’s fuels

infras

tructure supply chain, providing New Zealand’s

largest transport fuels storage capacity, and the only

supply route for jet fuel to Auckland International

Airport.  The long-term contracts that we have

negotiated with strong credit counterparts, give us stable

earnings and strong Free Cash Flows.  With our funding

costs now reset and terminal revenue indexed at PPI,

we are strongly placed in the current environment to

deliver strong and stable earnings and cash flow from

our business, underpinning our return to dividends this

year.  Our change in operations has been supported

by our customers bp, Mobil, and Z Energy (100 per cent

owned by Ampol), and we are thankful for their support

as we worked together to make this major change in New

Zealand’s fuel supply chain.

Transition to a new Chief Executive

Officer following the business transition to

Channel Infr

astructure

Naomi James was appointed at the start of 2020 to

re

set the business on a path to deliver sustainable

returns to shareholders. Having successfully completed

the transition from Refining NZ to Channel Infrastructure,

in November last year the Board began the transition

from Naomi’s transformation-focused leadership to Rob

Buchanan. Rob has deep experience in the energy

and infrastructure sector and will continue to execute

and deliver on Channel Infrastructure’s strategy and

plan to drive the business forward. Rob’s extensive

experience and leadership style is ideal to continue

Channel Infrastructure’s journey to become a world-class

operator of terminal and pipeline assets, and position the

company to prosper in a decarbonising world.

13

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Naomi's leadership during the most difficult time in the
company’

s history was nothing short of first-class. I join

the entire Board in thanking Naomi for her dedication,

perseverance, and leadership of the company over the

past three years. Naomi joined us at a time of immense

uncertainty for the business. With her leadership,

the company undertook a comprehensive strategic

review to determine a long-term sustainable business

model, and successfully delivered the transformation to

Channel Infrastructure. Naomi leaves us with a long-

term sustainable business model in place, a range of

exciting growth opportunities ahead, and a talented and

committed team at Marsden Point.

Rob joined the team on 31 January 2023, and will take

o

ver as CEO from 6 March 2023. Following a hand-over

period, Naomi will depart the company on 1 April 2023.

A new business model requires different

skills at the Board table

Reflecting the Board’s commitment to strong and

e

ffective governance, we undertook a Corporate

Go

vernance Review in 2022 to update the company’s

corporate governance model, structures, and processes

to reflect

the transition to Channel Infrastructure and an

import terminal business.

With a different

business, also came the need for a new

set of skills around the Board table. Our Board requires

a focus on deep capability as a public company as well

as strategic experience in the fuel industry. Reflecting

this, we saw John Bourke, who brought particular refining

expertise to the Board, resign from the Board at the

Annual Shareholders Meeting. Following the completion

of the Corporate Governance Review, Simon Allen

stepped down as Chair from 1 July 2022. As the new

Chair, I want to take this opportunity to thank Simon

for leading the company through its fundamental reset

and John for the insights and experience he brought to

the Refining NZ Board as the company safely shut down

refining operations and converted to the import terminal.

In April 2022, we were joined by Andy Holmes, who has

ext

ensive fuel sector experience, and Anna Molloy, who

brings finance and audit experience to the Board. I am

confident we have a strong and capable Board who

have the right skill set to support our management team

and drive our strategy forward – seizing the growth

opportunities before us, providing the infrastructure to

support New Zealand’s decarbonisation, and lowering

our cost of capital. 

Following on from the Corporate Governance Review, we

engaged Pr

opero Consulting in late 2022 to undertake

an evaluation review of the Board.  This Propero review

provided valuable insights and recommended actions

as we continually strive for improvement in governance

performance and outcomes.

Increasing shareholder value,

re

commencing dividends and focused

growth opportunities

During 2022 we announced our capital allocation

frame

work to grow shareholder value by delivering

both dividends and growth. With the stability that now

comes from our long-term contracts, and the confidence

the transition is running to plan, we have returned to

dividends with a policy of paying out 60 to 70 per

cent of normalised Free Cash Flows. This leaves us with

30 to 40 per cent for deleveraging and growth.  We

have declared our first dividend as Channel Infrastructure

being a fully imputed final dividend of 5 cents per share

and a fully imputed special dividend of 2 cents per share,

representing a pay-out at the top end of the dividend

policy range. The dividend will be paid on 20 March 2023,

with a record date on 10 March 2023.

With the refinancing

of our bank debt in November

2022, together with the Retail Bond offer in May

2022, we have been successful in lowering our cost

of funding, reflecting the reset of our business model

to an infrastructure company with stable earnings and

cash flows. This refinancing programme has established

Channel Infrastructure’s strong presence in both bank

and bond markets, which will support future growth

plans and provide opportunity to continue to lower the

Company’s cost of capital.

Channel Infrastructure is

a company that now has

a long-term sustainable

business model, which can

deliver stable earnings with

a focused growth strategy to

continue to grow shareholder

value.

14

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

The Board and Management are also focussed on
gro

wing shareholder value through the delivery of growth

opportunities.  We have already contracted private

storage that is expected to deliver c. $9 million (real)

per year over the 10-year contract term, and additional

terminal storage revenue was contracted in late 2022

and is expected to deliver c.$25 million of additional

revenue over the next five years. Furthermore, we are

progressing our plans to reduce electricity costs through

long-term supply, and to use our Marsden Point site

to support the Government’s planned 70 million litre

strategic diesel reserve. 

Our strategy is clear, and we are excited by the future

opportunitie

s for growth that utilise the highly strategic

assets and infrastructure of our business, in the near to

medium term. 

Well-placed in the current

inflationary environment 

W

ith our funding costs reset and our long-term contracts

index

ed to PPI, we are protected and benefit

in

the current inflationary environment. PPI indexation on

re

venue is more than offsetting the inflationary impacts

we are seeing in our cost base. The continued execution

of our growth strategy including the contracting of

additional terminal storage, allowed us to update our

detailed 2023 financial guidance in November last year.

For 2023, we are expecting revenue in the range of

$125 - $128 million (previous guidance: $116 - $120 million)

and EBITDA guidance increased from $76 - $84 million to

$82 - $86 million, increasing the indicative dividend range

from 8 –11 cents per share to 9 –11 cents per share.

Thank you shareholders

Your Board appreciates the continued support of

shar

eholders' throughout the Strategic Review and reset

of the fundamentals of this business.

With this period of change now behind us, and

the recommencement o

f dividends, we would like

to acknowledge shareholders patience and support

through this time and to thank you for your loyalty.

In a year when the NZX50G

index declined 12%, it was

extremely pleasing that our

new business model and

delivery of strategic initiatives

resulted in a 52% share price

increase in 2022, following

the 71% increase in 2021. We

can now look to the future with

confidence.

15

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Naomi James
Chief Executive Officer

Letter from

the CEO

16

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

I’m proud that we have delivered on our commitments to
you in 2

022 and have successfully transitioned to our new

business model, safely and to budget, while also supporting our

workforce through significant change. We now have a company

with a long-

term sustainable business model and a focussed

growth strategy.

When I joined the business in 2020, we had a huge

challenge ahead of us as w

e embarked on the Strategic

Review to determine the best way forward for the

business.  The Refining NZ business model was no longer

a sustainable option.  This was evident through the

period of historically low refining margins, with structural

challenges to the competitiveness of the refinery

compared to newer and larger Asian refineries, high costs

of operating in New Zealand (including high electricity,

gas and carbon costs) and the strong preference of

our customers to move to a more competitive import

supply chain.

Not only did we successfully complete the extremely

challenging and complex job t

o transition from Refining

NZ to Channel Infrastructure, but we now have a long-

term sustainable business model in place, alongside a

range of exciting growth opportunities ahead. With this

significant transformation complete and a clear strategy

in place, now is the right time to transition to a new CEO

with deep experience in the energy and infrastructure

sector to take the new business forward. I am excited to

be shortly handing over to Rob Buchanan, on 6 March

2023. I know Rob well, and I know he will be a good

fit

to take the business forward and to seize the growth

opportunities ahead of this great company.

New business model delivers

impro

ved financial performance

Revenue from continuing operations was $88 million

reflecting the

first nine months of terminal operations. On

1 April 2022, the long-term Terminal Services Agreements

with customers bp, Mobil and Z Energy commenced, with

fixed and minimum fee components, which supports debt

funding of the conversion costs and allows time for a

recovery in jet fuel demand from COVID-19 impacts. The

strength of these contracts is reflected in the fact that 94

per cent of total revenue from continuing operations was

fixed or underpinned by “take-or-pay” fees and almost

90 per cent of revenue was subject to annual PPI-based

indexation. Channel Infrastructure has delivered its first

profit of $17 million in three years from continuing

operations, reflecting the improved financial profile of

the business.  The strong EBITDA margin of 65 per cent

and strong cash flow generation have given the Board

confidence to now recommence dividend payments.

17

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Successful nine months of import
terminal oper

ations

Channel Infrastructure successfully completed nine

months of t

erminal operations.  Imported fuel of 2,215ML

has flowed through our terminal infrastructure in its

first nine months of operation and been delivered to

Auckland and Northland markets as planned. 

I’m proud to say that we are well-progressed with

completion o

f conversion project works. Following many

months of extensive planning and preparation, our

capable team safely ran the refinery to shutdown,

transitioned to import terminal operations and

collaborated with customers to establish new ways of

working while also supporting our staff and community

through this significant change. Now, almost a year

on, we remain on plan and to budget and with some

65 per cent of the budget either spent or committed,

the project is significantly de-risked. While works remain

ongoing on site, the most

significant activity will conclude

mid-2023 with the commissioning of remaining private

storage capacity.

Undertaking this highly complex transition safely and to

plan is a credit t

o our entire team at Marsden Point and

something we are all very proud of. 

In late December, rigorous testing processes at Marsden

Point

identified an off-specification jet import cargo and

ensured this fuel was not distributed further along the

supply chain. This incident highlighted the importance

of there being minimum stocks in country at any time

to provide an adequate buffer to potential supply

disruptions. We continue to work with our customers and

Government on steps to improve supply chain resilience.

Environmental & social responsibility

Our 2022 Sustainability Report provides an update on

how w

e are making significant progress against all of the

ambitious sustainability targets we set for ourselves and

what our future priorities will continue to be. We have

delivered on our commitment to significantly reduce our

direct emissions. We are also supporting our customers,

who can now access lower carbon fuel options, to bring

down their emissions. Throughout we have been working

hard to ensure the highly skilled and dedicated workforce

who were impacted by our transformation had access

to the support they need for their own transition to new

opportunities outside of the business.  I am proud that

following an extensive programme of workforce transition

support, 97 per cent of those who have left the business

have been supported into their next opportunity. 

Growth opportunities

As an infrastructure provider, Channel Infrastructure has

a critical role t

o play in New Zealand’s energy transition

and our new business model has already opened up a

number of growth opportunities.

As of today, we have commissioned over half of our

exis

ting private storage commitments, with the rest

set to come online later this year which will increase

fuel storage capacity at Marsden Point by 45 million

litres.  This important work is offering customers more

opportunity for onshore fuel storage, which is critical to

building New Zealand’s supply chain resilience.  

The New Zealand Government has now commenced an

RFI to s

eek proposals for a 70ML domestic diesel fuel

reserve for New Zealand, providing further opportunity

to make use of the significant unutilised storage

capacity that exists at Marsden Point. The New Zealand

Government is also working on the implementation of a

new minimum Domestic Stockholding Obligation (DSO)

for the fuel industry, which we anticipate will generate

additional storage requirements. Our work to secure

affordable, long-term electricity supply for Marsden Point

and explore the potential for future sustainable aviation

fuel and hydrogen production is also progressing.

With more clarity around the COVID-19 recovery, late

last y

ear we began the process of updating our fuel

demand forecasts. The updated Hale & Twomey fuel

outlook, outlined in more detail in our Sustainability

Report, confirms a faster jet fuel recovery and more

persistent jet and diesel demand than previous forecasts.

Terminal revenue is now estimated to be above take-

or-pay levels from 2025 as terminal volumes rise above

c.3.4 billion litres. Every additional 100 million litres of

throughput increases revenue by an estimated $1.6 million

per annum (pre-inflation).

18

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

The updated fuel demand outlook includes biofuels
for the

first time and an updated assessment of the

decarbonisation pathway for fuel. Petrol demand is

expected to peak and start to decline in the near-

term with more electric vehicles and use of biofuels.

Diesel will transition more slowly, with a gradual increase

in biofuels and the electrification of light commercial

vehicles and buses, with the transition of heavy transport

to electric and hydrogen expected to take longer. The

decarbonisation of the aviation industry is expected to

largely be driven by the gradual substitution of petroleum

jet fuel with Sustainable Aviation Fuel. Importantly,

second-generation renewable fuels, including SAF and

biodiesel, are drop-in fuels that can be handled by

Channel’s existing infrastructure, and the changes in

expected fuel demand mean that over time, the volume

of renewable fuels being handled through Channel’s

infrastructure is expected to grow and make up an

increasing proportion of our throughput. 

As you have seen over the last three years, the team

at Mars

den Point are highly capable and dedicated,

and I know that under Rob Buchanan's leadership of the

business, they will work hard to make the most of the

growth opportunities ahead of this company. 

Thank you

As my time with this great business draws to a close,

I want t

o pay tribute and thank the many partners,

stakeholders, shareholders, lenders and customers who

have been on this journey of transformation with us. Your

support has been critical to making this transition

a success. 

I want to thank and acknowledge our Board for their

const

ant support and guidance for me over the last few

years. I especially want to thank everyone working at

Marsden Point, both past and present, for their work in

helping to transform Channel Infrastructure and to set up

this business for a strong and exciting future ahead. I am

proud to have worked alongside all of you, thank you.


The successful transformation

of this business, the results we

achieved in 2022, and

the sustainable business model

we now have in place would not

have been possible without

the hard work and dedication

of the entire Marsden Point

team, who have given this

business their all each and

every day.

19

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Rob Buchanan
Incoming Chief

Executive Officer

Letter from the

Incoming CEO

20

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

I am delighted to be joining Channel Infrastructure
at this important time.

Since joining at the end of January 2023, I have been

impre

ssed with the clear vision and the highly capable

team at Channel Infrastructure, who are working hard to

deliver on our plans for the future.  The business is in great

shape, and it’s a real tribute to our outgoing CEO, Naomi

James, and the wider team at Channel Infrastructure,

who have worked hard to transform the company during

an extremely challenging period of time.

Going forward, I’m delighted to be working alongside the

team at Mar

sden Point, as we leverage the company’s

highly strategic and critical infrastructure in order to

capture the significant opportunities ahead of us.

It will be my first

priority to continue our focus on

safe, resilient and efficient operation of the terminal

while delivering on the strategy already set out for

the company, seeking to grow shareholder value

through continuing to optimise our business following

the commencement of import terminal operations last

year, while delivering on our aspiration to be a world-

class terminal.

Our business plays a critical role in New Zealand’s

fuels infras

tructure supply chain, providing New Zealand’s

largest transport fuels storage capacity, and the only

supply route for jet fuel to Auckland Airport. We are

committed to supporting our customers and the New

Zealand Government with domestic fuel storage which

provides a buffer in the event of supply chain disruptions.

In addition to this we will begin the next phase of

Channel Infras

tructure’s growth plans, looking to support

both the integrity of New Zealand’s fuel security of supply

and the decarbonisation of the fuels' supply chain.

The opportunities for Channel Infrastructure to leverage

its unique and highly s

trategic asset base as New

Zealand navigates the energy transition are significant

– and I’m really excited to be part of bringing our plans

to fruition in coming years.

We have a big and exciting year ahead as we look

to s

eize the compelling opportunities ahead of us, and

deliver further shareholder value from our Marsden Point

site.  I am looking forward to meeting you at our

upcoming Annual Shareholders' Meeting in April.

21

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

We are here to keep Aotearoa
New Zealand’s economy moving

through an era of change, and

as New Zealand moves towards

a lower-carbon future, our

infrastructure will be essential as

New Zealand’s fuel and energy

needs evolve.

Our Strategy

22

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

New Zealand’s leading fuel infrastructure company
OUR VISION

Delivering infrastructure to sustainably meet

New Zealand’s transport energy needs

OUR PURPOSE

Strategic framework

Figure 1: Channel Infrastructure NZ Limited’s Strategic Framework

OUR VALUES

One TeamHonesty

Innovation

Care

OUR STRATEGIC PRIORITIES

Safe, reliable, low

cost operations

High performance

culture

Competitive cost

of capital

Realise

infrastructure

value

Support lower

carbon fuels

transition

Grow and

diversify

Strong safety

systems and

culture

Continuous

improvement

Asset

management

Strong

performance

management

Change-ready

Future focused

More reliable

dividend payout

Diversify access to

capital markets

Leverage the

balance sheet

Realise value

of existing

infrastructure

through import

terminal

conversion

Leverage existing

infrastructure

Marsden Point

energy hub

Strategic storage

Repurposing

Marsden Point site

Supply chain

optimisation

Leverage existing capabilitiesTransform to deliver valuePosition for future growth

23

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Strategic Priorities
To achieve our vision, we have a strong plan to leverage

our exis

ting capabilities through the delivery of safe,

reliable, low-cost operations and by embedding a high-

performance culture.

As a business, we are transforming to deliver value

by oper

ating with a competitive cost of capital while

realising the full value of our infrastructure. And, we are

positioning for future growth.

We are committed to using Channel Infrastructure’s highly

str

ategic assets and transport energy infrastructure, to

support resilient and secure fuel supply for New Zealand

now, and into the future as fuel needs change.

Our Capital Allocation Framework (refer Figure 2), sets out

how the C

ompany will utilise its strong cashflow to deliver

dividends to shareholders while also investing in growth.  

Figure 2: Capital Allocation Framework

Returns to shareholders

Deleveraging

Focused Growth

Dividend Policy of

60-70% of free cash

flow (excludes growth

capex)

Long-term contracts

delivering strong cash flow

Target leverage of 3-4

times EBITDA

Shadow BBB+ rating

Criteria for investment:

• above WACC return

on investment

• customer contracts

that provide

revenue certainty

24

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Delivering on our Strategic Plan
In 2022, significant progress was made to deliver on our strategic priorities and we have a clear plan for continuing our

journey t

o grow and improve our business in 2023 as set out below:

STRATEGIC PILLAR2022 HIGHLIGHTSOUR FOCUS FOR 2023

Leverage Existing Capability

Safe, reliable, low-

cos

t operations

Revised Safety Case for new import

terminal accepted by WorkSafe

New operating procedures and

management system in place for

terminal business model

New long-term Asset Management

Plans in place to manage

in

vestment across the life of

our assets

High performance

culture

T

erminal organisation and management

team in place

Strong capability retained for terminal

busine

ss and projects

Terminal operations and

Information T

echnology systems

simplified with new systems and

processes embedded and effective

Continue to build terminal culture

and capability

Transform to Deliver Value

Competitive cost

of capit

al

Successful $100 

million inaugural bond

issued by Channel Infrastructure

Completed bank refinancing

with

s

ignificant capacity offered and a reset

in the cost of debt

New Capital Allocation Framework

adopt

ed to deliver both dividends and

growth with a focus on increasing

shareholder value (Refer to Figure 2)

Review options for $75 million

subor

dinated notes due for renewal

in March 2024

Release legacy value through sale

o

f s

urplus assets and inventory

Realise

infra

structure 

value

Refinery closure safely completed to

plan, con

version projects progressing to

plan and budget

Operating under new Terminal Services

Agr

eement

s since 1 April 2022

Remaining contracted private

st

orage brought online

Complete

refinery

facility

decommissioning to plan

and budget

25

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

STRATEGIC PILLAR2022 HIGHLIGHTSOUR FOCUS FOR 2023
Position for Future Growth

Support

low

er carbon

fuels transition 

First Sustainability Report published

aligned to TCFD reporting standards

available at www.channelnz.com

New Zealand's first

shipment of SAF

received through Marsden Point

Fortescue Future Industries (FFI) to

complet

e study of the potential

for hydrogen production at

Marsden Point

Continue to assess SAF options for

Mars

den Point

Grow and diversify

Private storage contracts signed with

appr

o

ximately $9 million per annum

revenue (in real terms) over 10 years.

Additional terminal storage revenue

contract

ed in H2 2022 with approx

$25 million revenue expected over

five years 

Over half of contracted private

st

orage commissioned

Utilise Marsden Point facilities

to s

upport the Government’s

70 million litre domestic diesel fuel

reserve and minimum domestic

stockholding obligation

Reduce electricity costs through

long-t

erm supply

Work with customers and

Gov

ernment to improve fuel

resilience, ahead of expected

strong growth in jet fuel demand

26

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Climate Targets
We have also made considerable progress on our climate targets and this work will continue in 2023 (refer to

Sust

ainability Report at www.channelnz.com).

TARGETPROGRESS TO DATE

Just Transition

At least 90 per cent of employees

seeking ne

w employment find new roles,

or have been retrained, within six months

Extensive programme of workforce

transition support

97 per cent of staff who have left

have found their next opportunity 

Additional (decommissioning and

trans

ition-related) staff due to

exit in 2023, with transition

support planned

Net Zero

Net Zero scope 1 and 2 emissions by 2030Scope 1 and 2 emissions have

reduced fr

om 1,257,173 tonnes

CO

2

 in 2019 to 284,621 tonnes

CO

2

in 2022 and are forecast to

reduce further in 2023 - equivalent

to a 98 per cent reduction in

emissions following refinery closure

(over 1 million tonnes CO

2

p.a.) 

88 per cent reduction in electricity

consumption and no natural gas

requirements -reducing thermal

generation demand

Customer scope

3 emis

sions

Our infrastructure is utilised to support

the decarbonisation o

f the transport

sector and facilitate scope 3 emissions

reduction by 2030

Discussions held with customers

on infrastructure to support

biofuels mandate 

First SAF import received through

Mars

den Point in September 2022

Continuing to discuss Air NZ/MBIE

SAF f

easibility study with Air NZ

FFI green hydrogen study

in

v

estigating e-SAF production at

Marsden Point

27

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Board of
Directors

28

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

QUALIFICATIONTENURECOMMITTEES
James Miller

Chairman

BCom

FCA

4 yearsIndependent

Direct

ors (Chair)

Audit & Finance

Health, Safety,

Envir

onment

& Operations

People & Culture

Andrew Holmes

Director

BSc (Hons)

MBA

10 monthsIndependent Directors

Health, Safety,

Envir

onment

& Operations

People & Culture

Lindis Jones

Director

BCom (Hons)

BSc

MFin

5 yearsAudit & Finance

Health, Safety,

En

vir

onment

& Operations

Anna Molloy

Director

BEng

BCom

CFA

10 monthsIndependent Directors

Audit & Finance (Chair)

Health, Safety,

Envir

onment

& Operations

Lucy Nation

Director

BEng

Grad Dip.

Applied Finance

and Inv

estment

2 yearsHealth, Safety,

Environment

& Operations

People & Culture

Vanessa Stoddart

Director

BCom/LLB (Hons)

PGDip

Pr

ofessional Ethics

9 yearsIndependent Directors

Health, Safety,

Envir

onment

& Operations

People & Culture (Chair)

Paul Zealand

Director

BSc (Hons)

MBA

6 yearsIndependent Directors

Audit & Finance

Health, Safety,

Envir

onment &

Operations (Chair)

29

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Corporate
Leadership

Team

30

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Naomi James
CEO

LLB (Hons), MLM

Naomi has led the Company through the comprehensive Strategic Review,

and deliver

y of the successful transition to the import terminal. With the

transition now completed, and the new, sustainable business model in place,

Naomi will depart the Company on 1 April 2023 after a period of handover with

incoming CEO Rob Buchanan. 

Naomi has been committed to delivering on Channel Infrastructure’s focussed

gro

wth strategy, supporting customers with their fuel needs and contributing

to New Zealand’s decarbonisation efforts.  At the same time, a personal

priority for Naomi has been to lead engagement with staff and support them

on their own personal transitions.

Prior to joining Refining

NZ in 2020, Naomi was Executive Vice President at

Santos Ltd, one of Australia’s largest independent oil and gas producers.  Prior

to Santos, she held leadership roles in steel and iron ore businesses.

Rob Buchanan

Incoming CEO

B.Com, M.Bus

Rob will take over as CEO on 6 March 2023, having joined the Company on

31 January for a period of handover.

Rob was previously GM Growth & Trading at Manawa Energy, New Zealand’s

large

st independent renewable electricity owner and developer, where as part

of the executive leadership team he had responsibility for the company’s

renewables development, energy trading and commercial and industrial

sales functions.

With a passion for helping energy and infrastructure companies create value

while navigating challenging str

ategic issues and changing industry dynamics,

Rob is excited about taking forward the company’s plans for growth, which will

deliver further value to Channel Infrastructure’s shareholders.

Prior to Manawa Energy, Rob had an almost 20-year career in investment

banking, advising companie

s in New Zealand, Australia and Europe most

recently as Head of Mergers & Acquisitions at Forsyth Barr in New Zealand.

Prior to this Rob worked in the investment banking business of ABN AMRO

Bank, working across Australasia and Europe.

Rob holds a Bachelor of Commerce and Master of Business (with Distinction)

from the Univ

ersity of Otago, and has completed an Executive Certificate in

Management and Leadership from the MIT Sloan School of Business.

31

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Chris Bougen
General Counsel and

Compan

y Secretary

LLB (Hons), LLB, LLM

Chris is responsible for all aspects of the Channel Infrastructure Group’s legal

affairs and company secretarial functions.

Throughout the Strategic Review, Chris was heavily involved in the

prepar

ations for Refining NZ’s transition to Channel Infrastructure, including

securing the overwhelming support of shareholders for this change, putting in

place the long-term import terminal agreements with customers and leading

the corporate restructure of the new business. 

Chris is looking forward to supporting future growth in the business.  

Chris joined Refining NZ in 2020 and has extensive experience in both private

pr

actice and in-hous

e corporate and commercial legal roles across the energy

and heavy industrial sectors in New Zealand, with experience advising on a

wide range of commercial matters as well as providing legal support for major

corporates on governance matters. 

Jarek Dobrowolski

Chief Financial Officer

MSEcon

Jarek is responsible for finance, investor relations, treasury, taxation, audit and

ass

urance, IT, procurement, and insurance.

Jarek was appointed Chief Financial Officer on 1 April 2022 after six years

with Refining NZ in the roles of Financial Controller and Corporate Finance

Manager

, during which time he played a key role in the corporate and

financing aspects of the transition from refinery to terminal operations.

As well as the delivery of the conversion project on budget, Jarek’s focus is

on completing our IT s

ystem's transformation, releasing legacy value from the

balance sheet and continuing to reduce our cost of capital.

Jarek is a Chartered Accountant (ACCA) and prior to joining Refining NZ he

work

ed for a leading audit firm. 

Caz Jackson

Chief People Officer

BA

Caz is responsible for human resources, organisational capability and

w

orkf

orce transition.

Caz joined Refining

NZ in 2020 and has had a crucial role to play in supporting

Channel Infrastructure’s people through the business transition of the past

two years, including leading the delivery of one of the Company’s key

performance metrics, to ensure that those leaving the business have secured

their next opportunity.

Caz has over 25 years’ experience in human resources and general

management experience f

ocussing on change management, high

performance cultures, staff development and employee engagement.  She

has held senior management roles in a range of industries including FMCG,

construction and financial services.

32

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Phil Jones
GM Projects

BE(Mech)

Phil Jones joined us to lead the preparation for the terminal conversion works,

and now leads our pr

ojects and decommissioning team, with responsibility for

conversion projects across the business. 

Phil has a wealth of experience with industrial infrastructure projects having

led the way thr

ough the full project lifecycle from design, development,

operation and optimisation, of many facilities throughout Australia.  Phil has

spent the last 20 years in senior positions in operations and engineering for

major industry leaders in bulk liquid storage and distribution.

Phil has qualifications in engineering, process control and extensive

experience in haz

ardous area certification and management.

With the conversion project progressing as planned, Phil is excited about

seeing the C

ompany’s plans brought to life, and in implementing the new

processes and procedures required to make our terminal succeed.

Steve Levell

General Manager IPL

DipEng, CMS

Steve is responsible for leading the Independent Petroleum Laboratory (IPL)

busine

ss and has led IPL through the transition in its biggest customer which

had been Refining NZ.  IPL’s changes included resetting the testing focus to

support the importation of refined and alternative fuels. Steve is excited about

IPL’s plan to deliver further growth for our specialist fuels testing laboratories at

Marsden Point and New Plymouth.  

IPL is the fuel testing business which is a wholly-owned subsidiary of

Channel Infras

tructure. The IPL team deliver an important service to Channel

Infrastructure’s customers, as well as wider fuel testing services across New

Zealand and the South West Pacific.

Steve joined Refining

NZ in 2012 and has held a broad range of leadership

roles, including business improvement, before taking the IPL General Manager

role in 2021. Steve has an engineering background and prior to joining Refining

NZ held a number of technical and leadership positions in the petro/chemical

and Scientific research sectors in the UK and New Zealand.

Jack Stewart

GM Operations

BE (Mech)

Jack is responsible for operations, maintenance, and the delivery of terminal

s

ervice

s to our customers.

 

Jack led the successful operational transition from refinery to terminal,

including planning and ex

ecution of the refinery shutdown, decommissioning,

and conversion projects on time and within budget, while ensuring that the

conversion was delivered safely, and there was no disruption to New Zealand’s

fuel supply chain as a result of the changes at Marsden Point. 

Jack has worked at Marsden Point for over 20 years, joining the business as

a mechanical engineer at the st

art of his career.  He has performed a broad

range of leadership roles, including in the areas of engineering, maintenance,

project management, operations, health and safety and environment. 

With decommissioning now almost complete, Jack is looking forward to

commiss

ioning the remaining private storage projects, establishing world-class

terminal operations at Marsden Point and to expanding the operations at

Marsden Point through the company’s focused growth plans. 

33

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Peter Van Cingel
Business

Dev

elopment Manager

BE(Mech) (Hons)

Peter is responsible for Channel Infrastructure’s growth strategy and business

dev

elopment activities. 

Peter has been central to the negotiation of new long-term terminal services

and privat

e storage agreements with Channel Infrastructure's customers.  

Peter is looking forward to pursuing opportunities for Channel to support the

New Z

ealand Government's fuel security measures, and supporting the wider

efforts to decarbonise the fuels' supply chain in New Zealand. 

Peter joined Refining NZ in 2002 and has held a broad range of roles in

the supply chain, commer

cial, strategic and business development areas.

Prior to joining Refining NZ, Peter held roles in the upstream oil industry, in

Europe, Russia, and the Middle East as well as supply chain management,

procurement and business improvement.

34

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

35
Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Financial
commentary

Financial

Comment

ary

36

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Channel’s financial results for the year ended 31 December 2022, reflect nine months financial performance of the
new fuels import terminal business (reported as “continuing” operations) and the operation of the refinery for the

three-months ended 31 March 2022 (reported as “discontinued” operations).

Reset in financial performance

and cost of capital

2022 Highlights2023 Outlook

Strong FY22

financial

performance

delivering EBITDA

margin of 65% in

the 9 months of

terminal operations

Increased

FY23 EBITDA

guidance from

$76 – $84 million to

$82 – $86 million in

November 2022

FY23 indicative

dividend range of

9-11 cps

Net assets up 5%

from $1.33 to $1.39

per share as at 31

December 2022

Reduced cost

of debt through

2022 refinancing

Tax losses

crystalised with

$507 million of

losses available as

at 31 December

2022

Recommenced

dividends

Final 5 cps and

special 2 cps

payable

20 March 2023

(fully imputed)

6.5%

Annualised

Dividend Yield

37

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Income Statement
Continuing Operations

The results from continuing operations include import terminal fees earned under the Terminal Services Agreements

and Priv

ate Storage Agreements and Wiri land and terminal lease income from 1 April 2022, and the associated

operating costs from nine months of terminal operations, as well as the results of Independent Petroleum Laboratory

for the full year ended 31 December 2022.

$ MILLION

Revenue88.2

Operating Costs30.8

EBITDA

57.5

Depreciation24.6

Financing costs

9.8

Net

Profit

before tax

23.1

Income tax expense6.5

Net Profit

after tax from continuing operations

16.6

94%

Of FY22 revenue was underpinned by fixed

or "take-or-pay" fees

65%

A strong EBITDA margin

38

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Revenue
Channel Infrastructure's primary source of revenue comes

fr

om the f

ees earned under the Terminal Services

Agreements, of which 45 per cent is fixed and the

remainder is throughput related fees, for the Marsden

Point to Auckland pipeline, pipeline to the Truck Loading

Facility and wharfage. Fees under the Terminal Services

Agreements are subject to take-or-pay commitments,

set at $100 million per annum (real) for the first three

years, ($75 million pro-rated for the nine months to

31 December 2022) underpinning revenue while jet fuel

demand continues to recover post COVID-19. Total "take-

or-pay" top-up payments made in the nine months

ended 31 December 2022 amounted to $5 million.

All fees are subject to PPI escalation with a one-year

lag (i.e

. 2022 inflation applying to 2023 fees charged)

which provides a high degree of protection in the current

inflationary environment.

Additional revenue is earned through Private Storage

Agreement

s.  Private storage fees are capacity-based

(i.e. independent of throughput), with FY2022 revenue of

$3 million.  Private storage fees are expected to increase

to a full run-rate around mid-2023 as the last tank

conversions are completed, generating private storage

revenue of c.$9 million (real) per annum. In addition,

newly contracted terminal revenue is expected to deliver

revenue of c.$25 million over five years.

The $6 

million p.a. of Wiri lease fees will continue until

February 2025 when the lease expires.

In total, 94 per cent of Channel’s total revenue in FY22

was underpinned b

y fixed or "take-or-pay" fees.

Revenue


(continuing operations)

($m)

Wiri Lease

Private Storage

Laboratory testing and other

Terminal fees - fixed

Terminal fees - variable

Terminal - Take-or-Pay top up

Take-or-Pay

& fixed revenue

33.9

36.4

5.7

4.5

5.0

2.7

39

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Operating Costs
Channel Infrastructure's largest costs are electricity and

payr

oll, t

ogether making up 50 per cent of total

operating costs.

Total electricity costs reduced significantly with an

almos

t 90 per cent reduction in electricity consumption

as a result of the transition from refinery to import

terminal operations. However, unit costs remain high,

with transmission and distribution charges yet to reset

for the reduced terminal load. Electricity costs in FY22

for the terminal comprised c.$120/MWh for supply and

c.$4 million for transmission and distribution. As outlined

on page 26, a key strategic imperative is to lower the cost

of electricity supply in the future.

Labour costs reflect the salary and other employee

cos

ts of the c.70 import terminal, laboratory and

corporate staff.

Administration and other costs comprise insurance, IT,

rat

es and governance costs.

Materials and contractor payments relates to the cost of

sit

e and asset maintenance.

Operating Costs Continuing Activities

($m)

11.5

8

3.9

7. 4

Energy and utilities

Salary and wages

Administration and other

Materials and contractors

Depreciation

A useful life review of all terminal assets was completed

during the y

ear

, which - based on the current asset base

as at 31 December 2022 - will result in an ongoing annual

depreciation of c.$34-$35 million p.a. (including Wiri asset

depreciation of c.$6 million until early 2025). 

Financing Costs

The effective

interest rate applying in the nine months

ended 31 December 2022 was 6.6 per cent (higher

due to line fees paid on undrawn bank facilities) and

approximately 97.0 per cent of Channel Infrastructure’s

debt as at 31 December 2022 was fixed, providing

funding cost certainty and protection in the high interest

rate environment.  A successful retail bond issue and

bank refinancing has reset the cost of debt for 2023,

aligned with the infrastructure business.

Discontinued Operations

A net loss after tax of ($5) 

million is reported from

discontinued operations in 2022 which reflects the results

from refining operations. This includes $70 million of

revenue received in Q1 under the processing agreements

comprising of $47 million processing fees, $6 million

pipeline fees and $17 million of sulphur fees, natural

gas pass-through, carbon and other revenue and Wiri

lease payments. Total expenses amounted to $68 million,

comprising: operating costs of $46 million, depreciation

$8 million, conversion costs and impairment of assets of

$8 million and financing costs of $6 million.

40

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Cashflow and Dividends
Strong operating cashflows

from continuing operations

funded a significant portion of conversion spend and

growth capex, with net debt increasing to $257 million.

This represents gearing of 33 per cent and Net Debt

to EBITDA of 3.4 times (based on annualised reported

EBITDA for nine months of terminal operations).

Strong cash flows and leverage in the target range of 3

to 4 time

s has enabled the Board to declare a dividend

at the top end of its Dividend Policy range of 60-70

per cent of Normalised Free Cash Flow

1

. A fully imputed

final dividend of 5 cents per share and a fully imputed

special dividend of 2 cent per share - will be paid on

20 March 2023.

Net Debt Movement ($m)

Operating

Cashflow

Conversion

Costs

Platinum

Stay in

Business

Capex

Growth

Capex

Net

Financing

184

257

14

10

14

82

102

Net Debt

FY21

Net Debt

FY22

15

1

Net cash generated from operations less maintenance capex (excluding conversion costs and growth capex)

41

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Balance Sheet
Net Assets

Net assets of the Company increased by 5 per cent

t

o

$518 million or $1.39 per share primarily reflecting the

strong financial performance and a net increase in the

mark-to-market valuation of the Company’s interest rate

swaps and electricity hedges as at 31 December 2022. 

Provisions and employee benefits

Provisions associated with the conversion to an import

terminal hav

e reduced by $77 million, with $73 million

spent on shutdown and decommissioning and workforce

transition which were completed across the year and

a $12 million reduction in conversion provisions due to

a higher discount rate, offset with provision discount

unwinding of $2 million. Employee benefits also reduced

by $11 million in line with workforce reductions through

the transition.

Working Capital

Trade receivables and payables have reduced by

c.$114 

million due to excise duty no longer being

collected and paid on behalf of customers following the

commencement of import terminal operations. 

Net working capital (after excluding conversion

pro

visions) is positive $9 million.

Borrowings

In May 2022, Channel Infrastructure issued $100 

million

of unsecured, unsubordinated, fixed rate retail bonds for

a term of five years, maturing on 20 May 2027. The net

proceeds from the retail bonds provided diversification

of funding that aligns with an infrastructure business,

and were applied towards repaying a portion of existing

bank debt.

In November 2022, the Company refinanced $205

 million

of bank debt, achieving tenor spread across three

to five years. Total available debt facilities are now

$380 million with no maturities within 12 months and

a weighted average debt maturity of 3.5

2

years as at

31 December 2022. 

Debt Maturity Profile

NZ$M

175

150

125

100

75

50

25

20252027

Subordinated notes

- reset date

Subordinated notes

- maturity date

Bank DebtRetail Bond

Salary and wages

202620342024

The Group’s net debt as at 31 December 2022 was

$257 million, resulting in total headroom of $123 million

which pro

vides sufficient capacity to fund the remainder

of conversion costs and investment in private storage. It is

expected that debt will peak at around $70 to $90 million

above current levels in the next 12-18 months.

The refinancing programme has reduced the Company’s

co

st of bank debt, with the fixed rate bonds and interest

rate swaps providing significant funding cost certainty for

2023 in a rising interest rate environment.

Tax Losses

The Company generated significant tax losses

through the con

version to an import terminal. As at

31 December 2022 , the Company held tax losses

amounting to c.$507 million which will be used to offset

against future assessable income. 

2

Average tenor calculated on the assumption that the subordinated notes are redeemed at their reset date in March 2024 (noting that the Company

may either ex

ercise a right to redeem the notes or a right to offer new conditions to the noteholders)

42

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Looking Ahead to FY23
The terminal services and private storage fees are

sub

ject to PPI escalation. In November 2022, Statistics

New Zealand announced the PPI for the 12 months

ended 30 September 2023 was 8.4 per cent, which will

increase the 2023 "take-or-pay" level under the Terminal

Services Agreements by $6.3 million (above the 2022

annualised take or pay fee equivalent) to $106.3 million.

Together with additional private storage contracted, this

resulted in Channel's EBITDA guidance upgrade from

$76 - $84 million to $82 - $86 million increasing the

Company’s EBITDA expectations for 2023.

Based on the Company’s capital allocation framework

and dividend policy of r

eturning 60-70 per cent of

normalised Free Cash Flow to shareholders, the indicative

dividend range for FY23 increases from 8 to 11 cents per

share to 9 to 11 cents per share.

43

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Governance
44

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Channel Infrastructure NZ Limited operates in New Zealand and
is li

sted on the NZX’s Main Board. It is subject to regulatory

control and monitoring by both the NZX and the Financial

Markets Authority (“FMA”). Our corporate governance framework

sets out our Board’s practices and processes to provide

accountability to shareholders for Channel Infrastructure’s actions

and performance.

This section of the Annual Report provides summary

information on our curr

ent corporate governance

framework. The Company’s full Governance Statement,

including detailed reporting against the NZX Corporate

Governance Code, together with our governance policies

can be viewed on the ”Investor Centre” section of our

website: www.channelnz.com.

The Governance Statement is annually reviewed and

appro

ved by the Board and is current as at 23 February

2023. In 2022, the Board undertook a Corporate

Governance Review in light of the change in the

Company’s business operations from oil refining to import

terminal s

ervices, and the Governance Statement was

previously reviewed and updated in May 2022.

The Board considers that it has followed the

recommendations in the NZX C

orporate Governance

Code during the financial year ended 31 December 2022.

Responsibilities of the Board and

it

s C

ommittees

The Board is responsible for setting the Company’s

str

ategic direction and for providing oversight of the

management of the Company, with the aim of increasing

shareholder value and ensuring the obligations of the

Company are properly met. The Board is accountable to

shar

eholders for the performance of the Company, with

day-to-day management of the Company delegated to

the Chief Executive Officer.

The Board uses committees to address certain issues

that requir

e detailed consideration by members of the

Board who have specialist knowledge and experience.

The Board retains ultimate responsibility for the functions

of its committees and determines their responsibilities.

There are currently four Board committees:

• The Audit and Finance Committee comprising four

members, of which three are Independent Directors,

• The People and Culture Committee comprising four

members

, of which three are Independent Directors,

• The Independent Directors Committee comprising all

five Independent Directors, and

• The Health, S

afety, Environment and Operations

Commit

tee comprising all Directors.

45

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

The Board may also establish ad hoc committees
from time t

o time, and in 2021 it established a

Transition Committee for the purposes of the Corporate

Governance Review and other matters relating to

the transition from an oil refinery to an import

terminal business.

The respective roles of the Board, its committees and

management (the Corpor

ate Leadership Team) are set

out in the Board’s and relevant committees’ Charters.

The committees annually evaluate their own performance

to ens

ure that they are appropriate to assist the Board in

effectively fulfilling its role and meeting its duties.  The

Board also undertakes a periodic evaluation of its

performance, and in 2022, the Board engaged Propero

Consulting to prepare an evaluation report to assist the

Board in continuing to effectively perform as a Board.

Independence of Directors

The Board currently consists of seven Directors:

• James Miller (the Chair), Andrew Holmes, Anna

Mollo

y

, Vanessa Stoddart and Paul Zealand are

Independent Directors.

• Lindis Jones and Lucy Nation are not Independent.

The Chairman is an Independent Director, responsible for

r

epr

esenting the Board to shareholders.

Independence is assessed according to the NZX Main

Board Lis

ting Rules criteria. No shareholder has any

constitutional right to appoint Directors.

The three largest shareholders of the Company are also

major cus

tomers, either directly or through wholly-owned

subsidiaries, and some have representation on the Board

which could lead to a conflict of interest. Clause 8.16.1

of the Constitution allows for the Independent Directors

to act as the Board in respect of matters that pose a

conflict of interest if raised at the full Board. The role of

the Independent Directors is to:

• Act as the Board in relation to those matters to

be decided by the Board in which all of the other

Directors have an interest which disqualifies them from

forming part of the quorum and voting, and

• Act as a committee of the Board to deal with

matt

ers delegated or referred to it by the Board

or management, including ensuring that issues

concerning the major customers, and in particular any

conflicts of interest, are dealt with in a transparent

manner for the benefit of the Company as a whole.

46

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Meeting Attendance
Director attendances at Board and committee meetings

during 2

0

22 were as follows:

BOARD

MEETING

1

AUDIT AND

FINANCE

COMMITTEE

PEOPLE AND

CULTURE

COMMITTEE

INDEPENDENT

DIRECTORS'

COMMITTEE

HEALTH,

SAFETY,

ENVIRONMENT

AND

OPERATIONS

COMMITTEE

DUE

DILIGENCE

COMMITTEE

TRANSITION

COMMITTEE

SITE

WALKS

2

S C Allen

3

Independent

Chair

4/43/31/14/42/33/32/21

J MillerIndependent

Chair

10/105/53/37/75/53/32/25

J L Bourke

4

Non-

independent

3/32/21

A Holmes

5

Independent9/92/25/53/33

NL JonesNon-

independent

10/105/55/54

AM Molloy

5

Independent9/93/35/53/34

L NationNon-

independent

9/103/34/52/23

V C M StoddartIndependent10/103/37/75/52/24

P A ZealandIndependent10/105/52/27/75/53/35

1 Includes 10 May

2022 Annual Shareholders’ Meeting.

2 Combination of physical walks and virtual engagements.

3 Mr. Allen resigned as a Director and Chair of Channel Infrastructure with effect from 1 July 2022 and was replaced by Mr. Miller who has been an

Independent Director of the Company since 1 November 2018.

4 Mr. Bourke resigned as a Director of Channel Infrastructure with effect from 10 May 2022.

5 Mr. Holmes and Ms. Molloy were appointed by the Board as Independent Directors on 4 April 2022 and elected by shareholders at the Company’s

Annual Shareholders’ Meeting on 10 May 2022.

47

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Remuneration
Report

48

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Director and Corporate Lead
Te

am Remuneration

The Company has adopted a Director and Executive

Remuner

ation Policy for remuneration of the Board

and Corporate Lead Team. Channel Infrastructure’s

remuneration framework and policies are overseen by the

People and Culture Committee in accordance with the

People and Culture Committee Charter.

Remuneration

Channel Infrastructure aims to attract and retain

appropriat

ely qualified and experienced individuals.

Channel Infrastructure applies a fair and equitable

approach to remuneration and reward practices,

considering internal and external relativities balanced

against the commercial environment.

The Board takes independent advice and establishes

marke

t rates and medians against New Zealand

businesses of comparable size and complexity,

having regard to industry specific and generic roles.

Individual performance, company performance and

market relativity are key considerations in setting

remuneration levels.

Channel Infrastructure is committed to pay equity,

and as the bus

ine

ss transitioned to the Terminal, the

Company completed a pay equity review of the new

organisation. In March 2022, the pay equity gap was 16

per cent. Channel remains committed to closing the gap

and actively monitors remuneration levels and during the

appointment of staff into new roles ensured that women

were actively supported into roles. 

Directors’ Remuneration

The Board determines the level of remuneration paid to

Direct

ors within the amounts approved by shareholders

(that is, from the approved collective pool). The current

approved fee pool limit is $900,000 and was approved

by shareholders at the Annual Shareholders’ Meeting in

April 2018.

The remuneration and other benefits, excluding

reimbur

sements, received by the individual Directors

of the Company during the 2022 financial year were

as follows:

APPOINTEDRESIGNEDBOARD FEES

AUDIT AND

FINANCE

COMMITTEE

FEES

PEOPLE AND

CULTURE

COMMITTEE

FEES

INDEPENDENT

DIRECTORS

COMMITTEE

FEES

HEALTH,

SAFETY,

ENVIRONMENT

AND

OPERATIONS

COMMITTEE

FEESTOTAL FEES

S C Allen

Independent

Chair4 Dec 201430 Jun 202290,00090,000

J Miller

Independent

Chair1 Nov 2018127,50015,0002,50010,000155,000

J L Bourke

Non-

independent10 Sep 202110 May

202227,01627,016

A Holme

s Independent4 Apr 202256,2502,50015,00073,750

N L Jones

Non-

independent19 Mar 201875,00012,50087,500

A M MolloyIndependent4 Apr 202256,25018,12515,00089,375

L Nation

Non-

independent1 Feb 202175,0005,00080,000

V C M

S

t

oddartIndependent20 May 201375,00020,00020,000115,000

P A ZealandIndependent29 Aug 201675,00012,5002,50020,00010,000120,000

49

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

The Directors do not participate in any profit-based
incentiv

e system. No Director of the Company has

received, or become entitled to receive, a benefit

(other than a benefit included in the total emoluments

received or due and receivable by Directors shown in this

report), including shares, remuneration paid by subsidiary

company or other payments from services provided

(including Directors and Officers insurance cover). The

Chairman does not receive additional fees for being on

a committee. No loans have been made to Directors.  The

Directors of subsidiary companies (refer to page 63) are

not remunerated in those positions.

Directors’ Fees Review

Directors’ remuneration is intended to be set at a

lev

el to remain comparable with other companies in

New Zealand, considering the expertise, skills, and

responsibilities of Directors.  Directors’ fees were last

increased in 2018, and since then the Board has resolved

each year to not increase Directors’ fees, in recognition

of the Company’s financial performance and despite the

significant workload of the Board over the last three

years during the Strategic Review. 

As previously signaled, following the successful

conv

ersion from refining to import terminal operations

and the change in the nature of the business of the

Company in 2022, the Board is undertaking a review of

the level of Directors’ fees.

Chief Executive

Officer Remuneration

Naomi James commenced her employment as Chief

Executiv

e Officer on 6 April 2020. Naomi James' total

remuneration package includes:

• A base salary of $995,000 per annum (2021: $995,000);

• A short-term performance incentive (STI) payment

based on achie

vement of agreed key performance

indicators (KPIs). The STI is an incentive with an “on

target” incentive of 45 per cent of base salary per

plan year, with the potential for this to increase to

65 per cent depending on performance. Short-term

incentive payments are deemed “at risk” payments

designed to motivate and reward performance in the

financial year. The STI is paid in the year following the

performance period;

• A long-term incentive plan (LTI) in the form of:

– A grant of initial performance rights (in the form

of s

hare rights in the Company) equivalent to

one year’s base salary ($995,000) that are due to

vest on 6 April 2024 subject to achievement of a

minimum “on target” performance against annual

controllable KPIs during the vesting period,

– Performance rights equivalent to 25 per cent

of bas

e salary on the first anniversary of the

commencement date, 25 per cent on the second

anniversary and 50 per cent on each successive

anniversary, with each tranche having a three year

vesting period with a further year to vest

1

.

The Chief Executive Officer’s

LTI entitlement (including

the initial performance rights) is capped at $6 million,

• A six month redundancy entitlement, with no

additional entitlements aris

ing under her employment

contract due to her exit from the business. In

accordance with the terms of her employment

agreement, upon her exit from the Company in 2023,

she will be paid six months redundancy, accrued leave

and her existing STI entitlement, and her existing and

disclosed share rights entitlements will vest subject to

satisfactory performance to termination date.

The total remuneration paid to the Chief Executive Officer

during the year ended 31 December

2022 comprised the

following components:

• Fixed remuneration - base salary of $995,000,

• STI paid on achievement of agreed performance

objectiv

es of $646,750,

• Share rights (equivalent to 25 per cent of base

salar

y ($248,750) and subject to vesting conditions

including the achievement of outcomes sought from

the material decisions made by the Board from the

strategic review process,

• $2,000 Employee Share Scheme award, and

• Other

benefits

of $40,552 (accommodation

and mileage).

The Chief Executive Officer’s

KPIs, with respect to the

short-term incentive, agreed for the 2022 financial year

relate to:

KPI CATEGORYWEIGHTING

Delivery against the Company scorecard (HSE, on time and budget delivery of conversion programme, meeting

cust

omer commitments, retain and build organisational capability and balance sheet capacity to fund conversion)

50%

Establish strong base for future sustainability and growth (reset cost of capital, transform from refinery to

infr

as

tructure company, support New Zealand’s decarbonisation, growth through diversification)

50%

1

As noted in the 2021 Annual Report, the first tranche of LTI share rights under her employment agreement were offered to the CEO. Ms James voluntarily

declined to accep

t the offer recognising the challenging and uncertain circumstances of the Company at that time.

50

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

A short-term incentive in respect of the 2022 year will be
paid in early 20

23, amounting to $646,750 recognising Ms

James’ performance against the KPIs outlined above.

The table below provides a summary of all share rights

issued to the current Chief Executive Officer.

PERFORMANCE

YEAR

GRANT

DATE

VESTING DATE

1

NUMBER

OF SHARES

COSTS RECOGNISED (FINANCIAL YEAR)

202020212022TOTAL

$000$000$000$000

Chief Executive Performance Rights

2020 Initial share rights

2

6 April 2020

6 Mar

ch

20231,250,000166222453

841

2020 Share rights

3

1 April 2021

6 Mar

ch

20231,178,78240176215

431

2021 Final Investment Decision

share rights

2

22 Nov 202128 Feb 2023282,253-19178

197

2022 Share rights

10 May 2022

6 March

2023232,991--195

195

Total Performance Rights

2,944,0262064171,041

1,664

Chief Executive Employee

Share Scheme

2021

16 Dec 2021

6 March

20231,157-11

2

2022

11 April 2022

6 March

20231,896--1

1

Total

2,947,0792064181,043

1,667

1 The Board has determined that unvested share rights will vest upon cessation of Ms James' employment as CEO on 6 March 2023 (subject to any lapse

ev

ent), as the outcomes contemplated by the vesting conditions have been delivered under Ms James' leadership.

2 These share rights are included for the purpose of applying the $6 million cap on the CEO's LTI entitlements referred to above.

3 Ms James’ short-term incentive in respect of the 2020 year was not paid in cash. Instead, share rights equivalent to $540,000 were granted in

April 2021.

Remuneration of Incoming CEO, Rob Buchanan

In November 2022, Rob Buchanan was appointed

as Chief Ex

ecutive (replacing Naomi James) and

commenced employment at Channel Infrastructure on

31 January 2023 and will commence as CEO on 6 March

2023. His remuneration package includes:

• A base salary of $550,000 per annum;

• A short-term performance incentive (STI) payment

based on achie

vement of agreed key performance

indicators (KPIs). The STI entitlement is an “on target”

incentive of 35 per cent of base salary per plan

year, with the potential for this to increase to 45 per

cent depending on performance. STI payments are

deemed “at risk” payments designed to motivate and

reward performance in the financial year. The STI is

paid in the year following the performance period;

• A long-term incentive plan (LTI) in the form of:

– A grant of initial share rights equivalent to one

year

’s base salary ($550,000) that will vest on

31 January 2028, subject to the achievement of a

minimum “on target” performance against annual

controllable KPIs during the vesting period,

– Share rights equivalent to 45 per cent of

base s

alary on the first anniversary of the

commencement date and each anniversary

thereafter, with each tranche having a three-year

vesting period and with measures and targets to be

agreed with the Board.

The Chief Executive Officer’s LTI entitlement, including

the initial shar

e rights, is capped at $8

 million, and

thereafter subject to renegotiation.

• An entitlement to six months base salary (in addition

to s

ix months' notice or payment in lieu) in the

event of termination due to redundancy, and an

entitlement to 12 months’ base salary for termination

of employment on a “no-fault” basis or resignation

within three months of a change of control of

Channel Infrastructure.

51

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Five-Year Summary – Chief
Exe

cutive Remuneration

For the purposes of historical comparison, set out below

is a summar

y of the costs recognised in each of the

past five

years, in relation to the Chief Executive Officer’s

remuneration package.

COSTS RECOGNISED IN

YEAR $000

FINANCIAL

YEARCEO

BASE

SALARYOTHER

TOTAL FIXED

REMUNER-

ATION

SHARE

RIGHTS

SHORT TERM

INCENTIVE KPI

BASED

EMPLOYEE

SHARE

SCHEME

TOTAL

VARIABLE

REMUNER-

ATION

TOTAL

REMUNER-

ATION

FY2022

Naomi James995411,0361,04164721,6902,726

FY2021

Naomi James995461,04141764711,0652,106

FY2020

Naomi James77347820206--2061,026

FY2020

Paul Zealand187-187----187

FY2020

Mike Fuge1304134----134

FY2019

Mike Fuge90032932----932

FY2018

Mike Fuge31661377-165-165542

FY2018

Sjoerd Post70537742-600

1

-6001,342

1 includes $0.3M discretionary short term cash incentive. Not KPI based.

2022 Workforce Changes

In 2022, the conversion of the refinery to import terminal

oper

ations resulted in 159 staff exiting the business

during the year. The Company provided employees

with a minimum of six months’ notice and six months

redundancy.  Redundancies amounting to $22 million

were paid in 2022 (2021: $4.4 million) and leave

entitlements were paid out amounting to $7 million.

Redundancy and leave payments are included in the

employee remuneration table set out on page 54.

The business deployed a wide range of tailored

workf

orce transition support services, to help our people

into new jobs or training opportunities once their

employment with us came to an end.

Within six months of exit, 97 per cent of our staff

impact

ed by the change who were seeking new

employment had found new employment or were

retraining. Refer to the 2022 Sustainability Report

(available at www.channelnz.com

) for further details on

our Workforce Transition.

Corporate Leadership Team

and Other Emplo

yees'

Remuneration Profile

The Corporate Lead Team and employees with Individual

Employment Agr

eements (IEAs) are remunerated with

a mix of base salary and benefits, and short-term

performance incentives. The determination of fixed

remuneration is based on responsibilities, individual

performance and experience, and market data. At risk,

variable remuneration, comprises short-term incentives

based on the KPIs in the Company Scorecard

and individual performance. The Company Scorecard

included HSE, conversion programme, customer,

capability, and balance sheet performance metrics, with

an above target outcome recorded against these KPIs.

STI payments in respect of 2022 performance will be

made in 2023.

52

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

As previously disclosed, in 2021, key business leaders were
awar

ded with two tranches of share rights (in the form of

shares in the Company) to incentivise and retain selected

individuals in key management roles critical to the safe

delivery of the conversion project. The first tranche of

share rights vested on 1 January 2023 in accordance

with their terms and 1,931,890 shares in the Company

were issued to the awardees of the share rights on

4 January 2023.  The second tranche of share rights are

scheduled to vest on 28 February 2023 (and upon vesting

1,377,389 shares in the Company will be issued on that

date to awardees of the share rights), with the Board

having determined that the vesting condition in relation

to the safe, on time, on budget and to-plan conversion

to import terminal operations in 2022 has been satisfied

to date.

Employee Share Purchase Scheme

The Company has established the Employee Share

Purchas

e Scheme which is tax exempt in accordance

with section CW26C of the Income Tax Act 2007 (as

amended). The purpose of the Employee Share Purchase

Scheme is to recognise the important contribution of all

employees to the Company’s future and to assist the

Company in retaining and motivating employees.

A trust has been created under the Employee Share

Purchas

e Scheme for the purpose of holding Company

shares on behalf of each participating employee over a

three-year period. For further details on the scheme, refer

to the consolidated financial statements included in this

latest Annual Report.

The Company estimates that the annual cost of

operating the s

cheme is approximately $31,000. The

value of the awards under the Employee Share Purchase

Scheme amounted to $2,000 for each eligible employee

in 2022.

The funds, totaling $529,848 for the award, were

pro

vided to CRS Nominees Limited (Trustee), as Trustee

of the Employee Share Purchase Scheme, to pay the

subscription price in cash for the issue of the shares

as fully paid ordinary shares. The shares are held

by the Trustee for the participating employees until

they are withdrawn by the participants following a

restricted period of three years from the acquisition date,

unless released earlier in certain limited circumstances

(for example death, sickness, redundancy etc). The

participating employees may vote the shares and receive

dividends, if paid.

The total financial

assistance given in 2022 in the form of

advances to the Trustee to acquire the shares and fund

the annual costs of operating the Scheme amounted to

$560,848. (2021: $575,000).

Employee Remuneration

The following table shows the number of employees and

former emplo

yees (including members of the Corporate

Lead Team), not being Directors, who, in their capacity

as employees, received remuneration and other benefits

during 2022 of at least $100,000.

The remuneration figures include all monetary payments

made during the y

ear, including redundancy payments

and contributions made by the Company as part of the

share scheme. No employees appointed as a Director

of IPL, a subsidiary company of Channel Infrastructure

NZ Limited, receive or retain any remuneration or other

benefits for holding this office.

The analysis (see table) is compiled on a cash basis; the

variable perf

ormance rewards (linked to individual and

business performance for a financial reporting period) in

respect of the 2022 financial year, will be paid in March

2023 and reported as part of the remuneration banding

for the 2023 year.

The ratio between employee remuneration (median)

and Chief Ex

ecutive Officer's total annualised, on-target

remuneration for the 2022 financial year (on a cash basis)

was 1:9 (2021: 1:7).

53

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

20222021
AMOUNT OF REMUNERATION $000NO. OF EMPLOYEES

NO. WHICH

INCLUDE RED

UNDANCY

NO. OF EMPLOYEES

100-1097510

110-1198412

120-1296420

130-139141210

140-1497412

150-1597326

160-1699822

170-179151224

180-18911817

190-199131124

200-2099918

210-21911617

220-2296312

230-239993

240-249335

250-25910104

260-2691094

270-279863

280-28942-

290-299421

300-309662

310-319761

320-32955-

330-33942-

340-34944-

350-359542

360-36922-

370-379431

380-38944-

390-39966-

400-40922-

410-4191--

420-42944-

430-439--1

440-44933-

450-459--1

460-46955-

470-479111

480-48922-

490-49922-

500-59964-

600-69911-

1,020-1,029--1

1,600-1,6991--

54

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

55
Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Shareholder
and

Bondholder

Information

56

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Twenty largest Shareholders
As at 31 January

2023

ShareholdersTotal shares held% of total

1Mobil Oil New Zealand Limited53,760,00014.35%

2Z Energy Limited47,999,98012.81%

3BP New Zealand Holdings Limited31,572,6408.43%

4Forsyth Barr Investment Management Limited27,760,9047.41%

5Accident Compensation Corporation *

1

14,777,1813.94%

6FNZ Custodians Limited11,693,0443.12%

7Custodial Services Limited (<A/C 4>)11,145,6102.97%

8Citibank Nominees (New Zealand) Limited *10,714,8662.86%

9JP Morgan Chase Bank NZ NZ Branch - Segregated Clients Acct *10,452,9232.79%

10HSBC Nominees (New Zealand) Limited *9,915,7232.65%

11Public Trust Class 10 Nominees Limited *8,199,4022.19%

12BNP Paribas Nominees (NZ) Limited (NZCSD<BPSS40>) *7,708,7802.06%

13TEA Custodians Limited Client Property Trust Account - NZCSD*7,599,8262.03%

14Hamish Alexander Jones4,958,4111.32%

15Wairahi Investments Limited4,300,0001.15%

16BNP Paribas Nominees (NZ) Limited (NZCSD<COGN40>) *3,923,9381.05%

17HSBC Nominees A/C NZ Superannuation Fund Nominees Limited - NZCSD*3,817,5961.02%

18New Zealand Depository Nominee Limited3,586,2950.96%

19Peter Duncan Garvan3,400,0000.91%

20Leveraged Equities Finance Limited2,776,0840.74%

280,063,20374.76%

1 The shareholder spread on page 60 groups share held by NZCSD (denoted by * in the table above) as a single legal holding

Substantial product holders

As at 31 December

2022

No. of

ordinar

y shares

Mobil Oil NZ Limited53,760,000

Z Energy Limited47,999,980

BP New Zealand Holdings Limited31,572,640

Forsyth Barr Investment Management Limited27,551,213

57

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Twenty largest Bondholders
As at 31 January

2023

1.

CHI010            Channel Infr

astructure NZ Limited 5.10% Notes

BondholderTotal bonds held% of total

1TEA Custodians Limited Client Property Trust Account - NZCSD*

1

20,641,00027.52%

2FNZ Custodians Limited14,877,00019.84%

3Forsyth Barr Custodians Limited9,950,00013.27%

4JP Morgan Chase Bank NA NZ Branch - Segregated Clients Acct *1,800,0002.40%

5Citibank Nominees (New Zealand) Limited *1,750,0002.33%

6JB Were (NZ) Nominees Limited <NZ Resident A/C>1,697,0002.26%

7Hobson Wealth Custodian Limited <Resident Cash Account>1,668,0002.22%

8RGTKMT Investments Limited1,000,0001.33%

9Nicholas Peter Gordon + Richard Anthony Johnston + Andrea Lee Gordon <Waimea A/C>888,0001.18%

10Forsyth Barr Custodians Limited <A/C 1 Nrlail>859,0001.15%

11Forsyth Barr Custodians Limited <Account 1 E>855,0001.14%

12FNZ Custodians Limited <Dta Non Resident A/C>853,0001.14%

13Custodial Services Limited (<A/C 4>)509,0000.68%

14Richard Barton Adams + Allison Ruth Adams <Adams Family A/C>500,0000.67%

15Jill Gordon500,0000.67%

16Craig John Thompson500,0000.67%

17Woolf Fisher Trust Incorporated500,0000.67%

18Falstaff

Investments Limited400,0000.53%

19Dale P

atricia Stechman290,0000.39%

20Investment Custodial Services Limited <A/C C>285,0000.38%

60,322,00080.44%

1 The shareholder spread on page 60 groups share held by NZCSD (denoted by * in the table above) as a single legal holding


58

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

2.
CHI020                        Channel Infr

astructure NZ Limited 5.8% Bonds

BondholderTotal bonds held% of total

1Forsyth Barr Custodians Limited <1-Custody>45,295,00045.30%

2FNZ Custodians Limited11,321,00011.32%

3Citibank Nominees (New Zealand) Limited - NZCSD <Cnom90>*

1

10,500,00010.50%

4Investment Custodial Services Limited <A/C C>3,370,0003.37%

5Forsyth Barr Custodians Limited <Account 1 E>2,743,0002.74%

6TEA Custodians Limited Client Property Trust Account - NZCSD <Teac40>*1,317,0001.32%

7Custodial Services Limited <A/C 4>995,0001.00%

8JB Were (NZ) Nominees Limited <NZ Resident A/C>800,0000.80%

9FNZ Custodians Limited <Drp NZ A/C>658,0000.66%

10I J Investments Limited500,0000.50%

11Mohua Limited500,0000.50%

12Catherine Jane Gibb438,0000.44%

13Nicholas Peter Gordon330,0000.33%

14Avalon Family Trustee (Mrm) Limited <Marion Ross Memorial A/C>300,0000.30%

15Forsyth Barr Custodians Limited <2-33>300,0000.30%

16James Brackenridge Gordon260,0000.26%

17Andrew Brodie Thomson & Razimah Ismail250,0000.25%

18Forsyth Barr Custodians Limited <Account 1 Nrl>233,0000.23%

19Craig John Thompson218,0000.22%

20Hobson Wealth Custodian Limited <Resident Cash Account>215,0000.22%

80,543,00080.56%

1 The bondholder spread on page 60 groups share held by NZCSD (denoted by * in the table above) as a single legal holding

59

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Shareholder and Bondholder spread - Holding
As at 31 January

2023

SHAREHOLDERSBONDHOLDERS CHI010BONDHOLDERS CHI020

No of financial

products

No of

share-

holders

%

holderShares

% of

shares

No of

bond-

holders

%

holderBonds

% of

bonds

No of

bond-

holders

%

holderBonds

% of

bonds

1 - 4992566.161,8500.0--------

500 - 9992646.2181,8680.0--------

1,000 - 1,99952112.3702,3560.2--------

2,000 - 4,9991,01524.03,215,9570.9--------

5,000 - 9,99970016.64,739,4581.3388.0215,0000.382 11.7464,0000.5

10,000 - 49,9991,15327.323,677,1766.332868.86,797,0009.147767.9 10,009,00010.0

50,000 - 99,9991794.211,939,4903.260 12.63,195,0004.390 12.85,052,0005.0

100,000 - 499,9991072.518,808,3705.0367.5 5,324,0007.1436.1 6,476,0006.5

500,000 - 999,999140.39,343,0352.59 1.9 5,964,0007.95 0.7 3,453,0003.5

1,000,000 - upwards230.5301,988,24780.661.253,505,00071.360.874,546,00074.5

Total4,232100.0374,657,807100.0477100.075,000,000100.0703100.0100,000,000100.0

Shareholder and Bondholder spread - Geographical

As at 31 January

2023

SHAREHOLDERSBONDHOLDERS CHI010BONDHOLDERS CHI020

No of financial

products

No of

share-

holders

%

holderShares

% of

shares

No of

bond-

holders

%

holderBonds

% of

bonds

No of

bond-

holders

%

holderBonds

% of

bonds

Auckland (Greater)1,36232.2204,126,24554.514330.034,161,00045.515321.810,610,00010.6

Wellington (Greater)46411.076,481,25220.410421.8 22,206,00029.616523.5 18,422,00018.4

Whangarei/Northland57213.513,474,0373.6112.3565,0000.8415.8 1,746,0001.7

Other North Island86020.325,918,8946.911824.83,454,0004.616223.05,093,0005.1

South Island84720.053,610,81214.397 20.3 14,545,00019.417725.2 53,449,00053.5

Australia741.7475,4450.1----3 0.4 10,620,00010.6

Other Overseas531.3571,1220.240.869,0000.120.360,0000.1

Total4,232100.0374,657,807100.0477100.075,000,000100.0703100.0100,000,000100.0

60

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

61
Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Statutory
Disclosures

62

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Directors’ and Officers’
Insurance

The Company has granted indemnities to its Directors,

Corpor

ate Lead Team members, and persons whom

it has appointed as Directors of its subsidiaries in

relation to potential liabilities and costs they may incur

in those roles. The indemnities are subject to certain

limitations that are prescribed by law and they do not

cover settlements or admissions prejudicing a successful

defence of a claim without the Company’s consent as

well as the indemnified person’s advisor costs after the

defence of a claim has been assumed by the Company,

unless they are reasonably necessary.

The Company has arranged Directors’ and Officers’

Liability Insurance for its Directors, Corporate Lead Team

and pers

ons whom it has appointed as Directors of

its subsidiaries, which provide them with insurance in

respect of certain liabilities and costs they may incur in

those roles. This insurance is limited to cover that is not

prohibited by law.

Independent Professional Advice

With the approval of the Chairman, Directors are entitled

t

o s

eek independent professional advice on any aspect

of their Director’s duties, at the Company’s expense.

Use of Company Information

The Board did not receive any notices from any Director

of the C

ompany or its subsidiaries during the year,

requesting to use Company information received in their

capacity as a Director, which would not otherwise have

been available to them.

Donations

The Company made donations of $13,273 during the year

ended 31 December

2022 (2021: $14,000). No political

donations were made.

Channel Infrastructure Subsidiary Directors

SUBSIDIARY  NAME OF DIRECTORS

Independent Petroleum Laboratory Limited  

Naomi J

ames, Jarek Dobrowolski

Channel Terminal Services Limited

Naomi James, Jarek Dobrowolski

CHI Future Developments Limited

 

Naomi J

ames, Jarek Dobrowolski

Maranga Rā Holdings Limited 

Naomi James, Jarek Dobrowolski

63

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Consolidated
Financial Report

64

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Contents
Consolidated Income Statement66

Consolidated Statement of Comprehensive Income67

Consolidated Balance Sheet68

Consolidated Statement of Changes in Equity70

Consolidated Statement of Cash Flows74

Notes to the Consolidated Financial Statements75

Independent Auditor’s Report101

65

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Consolidated Income Statement
FOR THE YEAR ENDED 31 DECEMBER

2022

GROUPGROUP

20222021

NOTE

$000$000

(RESTATED)

CONTINUING OPERATIONS

INCOME

Revenue

88,237

3,093

TOTAL INCOME

2,3

88,237

3,093

EXPENSES

Energy and utility costs

7,418

-

Materials and contractor payments

3,922

983

Salaries, wages and benefits

7,964

4,354

Administration and other costs

11,481

506

TOTAL EXPENSES30,785

5,843

EARNINGS BEFORE DEPRECIATION, FINANCE COSTS AND INCOME TAX57,452

(2,750)

Depreciation and disposal costs

24,610

1,115

TOTAL DEPRECIATION AND DISPOSAL COSTS24,610

1,115

NET PROFIT / (LOSS) BEFORE FINANCE COSTS AND INCOME TAX32,842

(3,865)

Finance income

(183)

(3)

Finance costs

9,947

-

NET FINANCE COSTS / (INCOME)9,764

(3)

NET PROFIT / (LOSS) BEFORE INCOME TAX23,078

(3,862)

Income tax

6,524

(1,081)

NET PROFIT / (LOSS) AFTER INCOME TAX FROM CONTINUING OPERATIONS16,554

(2,781)

Net profit / (loss) after income tax from discontinued operations1

(4,594)

(549,848)

NET PROFIT / (LOSS) AFTER INCOME TAX11,960

(552,629)

ATTRIBUTABLE TO:

Owners of the Parent11,960

(552,629)

EARNINGS PER SHARE FOR PROFIT ATTRIBUTABLE TO THE SHAREHOLDERSCENTS

CENTS

Basic and diluted earnings per share from continuing operations6

4.5

(0.9)

Basic and diluted earnings per share6

3.2

(173.9)

The above Consolidated Income Statement is to be read in conjunction with the notes on pages 75 to 100

66

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Consolidated Statement of
Compr

ehensive Income

FOR THE YEAR ENDED 31 DECEMBER 2022

GROUPGROUP

20222021

NOTE

$000$000

NET PROFIT/(LOSS) AFTER INCOME TAX11,960

(552,629)

OTHER COMPREHENSIVE INCOME

Items that will not be reclassified

to the Income Statement

Defined

benefit plan and medical scheme actuarial gain18

2,397

20,225

Revaluation of property, plant and equipment

-

587,182

Deferred tax

(671)

(170,074)

Total items that will not be reclassified to the Income Statement1,726

437,333

Items that may be subsequently reclassified

to the Income Statement

Movement in cash flow hedge reserve

8,913

(2,209)

Deferred tax

(2,496)

619

Total items that may be subsequently reclassified to the Income Statement6,417

(1,590)

TOTAL OTHER COMPREHENSIVE INCOME, AFTER INCOME TAX8,143

435,743

TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD, AFTER INCOME TAX20,103

(116,886)

ATTRIBUTABLE TO:

Owners of the Parent

20,103

(116,886)

The above Consolidated Statement of Comprehensive Income is to be read in conjunction with the notes on

pages 75 to 100.

67

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Consolidated Balance Sheet
AS AT 31 DECEMBER

2022

GROUPGROUP

20222021

NOTE

$000$000

ASSETS

Cash and cash equivalents

2,386

16,069

Trade and other receivables15

23,047

139,847

Income tax receivable

-

684

Derivative

financial

instruments

33

5,263

Inventories

5,057

2,015

TOTAL CURRENT ASSETS30,523

163,878

NON-CURRENT ASSETS

Inventories

-

3,719

Derivative financial

instruments

14,143

4,875

Intangibles9

5,909

27,059

Property, plant and equipment8

876,054

869,137

Other assets10

19,714

6,200

Right-of-use assets

585

650

Deferred tax assets5

-

82,059

TOTAL NON-CURRENT ASSETS916,405

993,699

TOTAL ASSETS946,928

1,157,577

LIABILITIES

CURRENT LIABILITIES

Trade and other payables17

19,334

155,167

Derivative financial

instruments

934

387

Lease liabilities

62

805

Employee

benefits18

877

9,937

Provisions14

34,693

87,088

TOTAL CURRENT LIABILITIES55,900

253,384

NON-CURRENT LIABILITIES

Borrowings13

259,583

199,698

Lease liabilities

557

1,600

Employee

benefits18

5,878

7,953

P

rovisions14

70,498

98,349

Deferred tax liabilities5

36,020

101,105

TOTAL NON-CURRENT LIABILITIES372,536

408,705

TOTAL LIABILITIES428,436

662,089

NET ASSETS518,492

495,488

68

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

GROUPGROUP
20222021

NOTE

$000$000

EQUITY

Contributed equity

314,504

313,974

Revaluation reserve

422,771

422,771

Treasury stock

(1,462)

(1,168)

Employee share entitlement reserve7

4,240

1,586

Cash

flow

hedge reserve19

10,125

3,708

Retained earnings

(231,686)

(245,383)

TOTAL EQUITY518,492

495,488

The Board of Directors of Channel Infrastructure NZ Limited authorised these financial statements for issue on

23 February 2023.

For and on behalf of the Board

J B Miller

Chair of the Board

A M Molloy

Chair of the Audit and Finance Committee

The above Consolidated Balance Sheet is to be read in conjunction with the notes on pages 75 to 100

69

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Consolidated Statement of
Changes in Equity

FOR THE YEAR ENDED 31 DECEMBER

2022

CONTRIBUTED EQUITYREVALUATION RESERVETREASURY STOCKEMPLOYEE SHARE SCHEME

ENTITLEMENT RESERVE

CASH FLOW

HEDGE RESERVE

RETAINED EARNINGSTOTAL EQUITY

NOTE

$000$000$000$000$000$000$000

AT 1 JANUARY 2021266,057-(896)7795,298292,692563,930

COMPREHENSIVE INCOME

Net loss after income tax-----(552,629)(552,629)

Other comprehensive income

Revaluations of property, plant

and equipment-587,182----587,182

Movement in cash

flow hedge reserve19----(2,209)-(2,209)

De

fined

benefit actuarial gain18-----20,22520,225

Deferred tax on other

comprehens

ive income

-(164,411)--619(5,663)(169,455)

TOTAL OTHER COMPREHENSIVE GAIN, AFTER

INCOME TAX

-422,771--(1,590)14,562435,743

TRANSACTIONS WITH OWNERS OF

THE PARENT

Equity-settled share-based payments---1,076--1,076

Shares vested to employees--269(269)---

Treasury shares issued541-(541)----

Equity issue47,376-----47,376

Unclaimed dividends written back-----(8)(8)

TOTAL TRANSACTIONS WITH OWNERS OF

THE PARENT

47,917-(272)807-(8)48,444

AT 31 DECEMBER 2021

313,974422,771(1,168)1,5863,708(245,383)495,488

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Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

CONTRIBUTED EQUITYREVALUATION RESERVETREASURY STOCKEMPLOYEE SHARE SCHEME
ENTITLEMENT RESERVE

CASH FLOW

HEDGE RESERVE

RETAINED EARNINGSTOTAL EQUITY

NOTE

$000$000$000$000$000$000$000

AT 1 JANUARY 2021266,057-(896)7795,298292,692563,930

COMPREHENSIVE INCOME

Net loss after income tax-----(552,629)(552,629)

Other comprehensive income

Revaluations of property, plant

and equipment-587,182----587,182

Movement in cash

flow hedge reserve19----(2,209)-(2,209)

De

fined

benefit actuarial gain18-----20,22520,225

Deferred tax on other

comprehens

ive income

-(164,411)--619(5,663)(169,455)

TOTAL OTHER COMPREHENSIVE GAIN, AFTER

INCOME TAX

-422,771--(1,590)14,562435,743

TRANSACTIONS WITH OWNERS OF

THE PARENT

Equity-settled share-based payments---1,076--1,076

Shares vested to employees--269(269)---

Treasury shares issued541-(541)----

Equity issue47,376-----47,376

Unclaimed dividends written back-----(8)(8)

TOTAL TRANSACTIONS WITH OWNERS OF

THE PARENT

47,917-(272)807-(8)48,444

AT 31 DECEMBER 2021

313,974422,771(1,168)1,5863,708(245,383)495,488

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Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

CONTRIBUTED EQUITYREVALUATION RESERVETREASURY STOCKEMPLOYEE SHARE SCHEME
ENTITLEMENT RESERVE

CASH FLOW

HEDGE RESERVE

RETAINED EARNINGSTOTAL EQUITY

NOTE

$000$000$000$000$000$000$000

AT 1 JANUARY 2022

313,974422,771(1,168)1,5863,708(245,383)495,488

COMPREHENSIVE INCOME

Net

profit

after income tax

-----11,96011,960

Other comprehensive income

Revaluations of property, plant

and equipment

-------

Movement in cash

flow hedge reserve19

----8,913-8,913

De

fined

benefit actuarial gain18

-----2,3972,397

Deferred tax on other

comprehens

ive income

----(2,496)(671)(3,167)

TOTAL OTHER COMPREHENSIVE GAIN, AFTER

INCOME TAX

----6,4171,7268,143

TRANSACTIONS WITH OWNERS OF

THE PARENT

Equity-settled share-based payments

---2,890--2,890

Shares vested to employees

--236(236)---

Treasury shares issued

530-(530)----

Unclaimed dividends written back

-----1111

TOTAL TRANSACTIONS WITH OWNERS OF

THE PARENT

530-(294)2,654-112,901

AT 31 DECEMBER 2022314,504422,771(1,462)4,24010,125(231,686)518,492

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Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

CONTRIBUTED EQUITYREVALUATION RESERVETREASURY STOCKEMPLOYEE SHARE SCHEME
ENTITLEMENT RESERVE

CASH FLOW

HEDGE RESERVE

RETAINED EARNINGSTOTAL EQUITY

NOTE

$000$000$000$000$000$000$000

AT 1 JANUARY 2022

313,974422,771(1,168)1,5863,708(245,383)495,488

COMPREHENSIVE INCOME

Net

profit

after income tax

-----11,96011,960

Other comprehensive income

Revaluations of property, plant

and equipment

-------

Movement in cash

flow hedge reserve19

----8,913-8,913

De

fined

benefit actuarial gain18

-----2,3972,397

Deferred tax on other

comprehens

ive income

----(2,496)(671)(3,167)

TOTAL OTHER COMPREHENSIVE GAIN, AFTER

INCOME TAX

----6,4171,7268,143

TRANSACTIONS WITH OWNERS OF

THE PARENT

Equity-settled share-based payments

---2,890--2,890

Shares vested to employees

--236(236)---

Treasury shares issued

530-(530)----

Unclaimed dividends written back

-----1111

TOTAL TRANSACTIONS WITH OWNERS OF

THE PARENT

530-(294)2,654-112,901

AT 31 DECEMBER 2022314,504422,771(1,462)4,24010,125(231,686)518,492

The above Consolidated Statement of Changes in Equity is to be read in conjunction with the notes on pages 75

to 100

73

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Consolidated Statement of Cash Flows
FOR THE YEAR ENDED 31 DECEMBER

2022

GROUPGROUP

20222021

$000$000

CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers

163,197

221,353

Payment for supplies and expenses

(104,836)

(118,277)

Payments to employees

(57,680)

(57,352)

Interest received

183

112

Interest paid

(13,494)

(10,566)

Net GST paid

(2,518)

(567)

Income tax received/(paid)

1,018

(8)

NET CASH (OUTFLOW) / INFLOW FROM OPERATING ACTIVITIES(14,130)

34,695

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of intangible assets

2,413

1,947

Payments for property, plant and equipment

(59,143)

(33,447)

NET CASH OUTFLOW FROM INVESTING ACTIVITIES(56,730)

(31,500)

CASH FLOWS FROM FINANCING ACTIVITIES

Repayment of loans and borrowings

(39,000)

(75,000)

Proceeds from bond issuance

98,111

-

Net proceeds from issue of share capital

-

47,376

Lease payments

(1,945)

(2,782)

Unclaimed dividends

11

(9)

NET CASH INFLOW / (OUTFLOW) FROM FINANCING ACTIVITIES57,177

(30,415)

NET DECREASE IN CASH AND CASH EQUIVALENTS(13,683)

(27,220)

Cash and cash equivalents at the beginning of the period

16,069

43,289

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD2,386

16,069

The above Consolidated Cash Flow Statement is to be read in conjunction with the notes on pages 75 to 100

74

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Notes to the Consolidated
Financial St

atements

FOR THE YEAR ENDED 31 DECEMBER 2022

Reporting Entity

Channel Infrastructure NZ Limited (previously The New

Zealand

Refining Company Limited, trading as Refining

NZ) (‘Parent’, ‘Company’ or ‘Channel Infrastructure’)

is a profit-oriented company registered under the

Companies Act 1993 and an FMC Reporting Entity for

the purposes of the Financial Markets Conduct Act 2013.

Channel Infrastructure is listed, and its ordinary shares

are quoted under the ticker CHI (previously NZR) on the

NZX Main Board Equity Market (‘NZX Main Board’) and its

subordinated notes (ticker CHI010) and corporate bonds

(ticker CHI020) are quoted on the NZX Debt Market.

The consolidated financial statements for the year ended

3

1 December 2022 presented are those of Channel

Infrastructure together with its subsidiaries (‘the Group’).

Subsidiaries are all entities over which the Group has

control and includes Channel Terminal Services Limited,

Independent Petroleum Laboratory Limited, Maranga Rā

Holdings Limited and CHI Future Developments Limited.

Basis of Preparation

These consolidated financial

statements for the year

ended 31 December 2022 comply with:

• The Financial Markets Conduct Act 2013,

• Generally Accepted Accounting Practice in New

Zealand (‘NZ G

AAP’),

• New Zealand equivalents to the International Financial

Repor

ting Standards (‘NZ IFRS’) and other authoritative

pronouncements of the External Reporting Board, as

appropriate for for-profit entities, and International

Financial Reporting Standards (IFRS).

The consolidated financial statements are prepared on

the his

torical cost basis, except for property, plant and

equipment, investment properties, derivative financial

instruments and plan assets (included in the net defined

benefit pension plan liability) which are measured at

fair value.

The consolidated financial statements are prepared on

a GS

T exclusive basis and presented in New Zealand

dollars ($) which is the Group’s functional currency,

and the financial information has been rounded to the

nearest thousand dollars ($000), unless otherwise stated.

Comparatives in the consolidated income statement

have been r

epresented due to the classification of oil

refining activities as ‘discontinued operations’ (refer Note

1 for further information).

Use of Judgements and Estimates

The preparation of

financial

statements requires directors

and the management to make certain judgements,

estimates and assumptions that affect the application

of accounting policies and reported amounts of

assets, liabilities, income and expenses. The areas

involve estimates and assumptions that can significantly

affect the amounts recognised in the consolidated

financial statements:


Fair value and useful lives of property, plant and

equipment – in 2021 the Group adopted the fair

value model as the measurement base for property,

plant and equipment (refer to the 2021 financial

statements for further details). Effective from 1 January

2022, the Group reassessed the remaining useful lives

of it

s infrastructure assets resulting in changes to

remaining lives of certain assets (refer to Note 8 for

further information).

•Provisions – consistent with the 2021 financial

s

tatements, the Group continues to recognise several

pro

visions in relation to the conversion of the refinery

into a dedicated fuels import terminal operation (refer

to Note 14 for further details).

•Recoverability of tax losses – during the year,

the Group gener

ated a tax loss of c.$437 million,

increasing the balance of total available losses

(including losses from prior years) to c.$507 million at

31 December 2022.  A deferred tax asset in respect of

these unutilised tax losses has been recognised.

On the basis that at least 49 per cent continuity of

shareholding is maintained, or if there were to be a

breach of shareholder continuity, that the Company

could satisfy the Business Continuity Test (dependent

on ‘there being no major’ or a ‘permitted major’

change in the business), management and the Board

believe that future taxable profits will be available

against which the lo

sses can be offset and therefore

the deferred tax asset realised.

•Discontinued operations – in March 2022, the

Group ceas

ed refining operations and commenced

operations as a dedicated liquid fuels import terminal

from 1 April 2022. This has resulted in the refining

cash generating unit being classified as ‘discontinued

operations’. For further details, including judgements

relating to the processing fees, refer to Note 1.

Note, the results from continuing operations (as

pre

sented in the consolidated income statement)

75

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

include import terminal fees earned under the Terminal
Service

s Agreements and Private Storage Agreements,

and Wiri land and terminal lease income from 1 April

2022, and the associated operating costs, as well as

the results of Independent Petroleum Laboratory for

the full financial year.

Significant Accounting Policies

The mat

erial accounting policies applied in the

prepar

ation of these consolidated financial statements

have been consistently applied to all periods presented.

There were no new or amended accounting standards

mandator

y for the year ended 31 December 2022 that

were considered to have a material impact to the Group.

The Group has early adopted in 2022 amendments to IAS

1 Presentation and disclosure: Disclosures of Accounting

P

olicies issued by the XRB (effective for periods beginning

on or after 1 January 2023) which require entities to

disclose only those accounting policies that relate to

material transactions.

The XRB has issued a number of other standards,

amendments and int

erpretations which are not yet

effective, of which an impact on the Group’s consolidated

financial statements is not considered to be material.

76

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

1 Discontinued Operations
Following the Strategic review undertaken by the Company and the Final Investment Decision taken by the Board

to pr

oceed with the conversion to an import terminal (as detailed in the 2021 consolidated financial statements), the

Group ceased refining operations in March 2022, and commenced operations as a dedicated fuels import terminal

from 1 April 2022.

The cessation of refining activities in March 2022 has resulted in

refining operations being classified as ‘discontinued

operations’; these include processing fees, pipeline fees and other refining income earned under the Processing

Agreements, and Wiri land and terminal lease income to 31 March 2022, and the associated operating costs, and are

outlined in the below table.

Processing fees are determined by the Company in accordance with the terms of the Processing Agreements with

each cust

omer. The Company is currently in dispute with some related-party customers in relation to 2022 processing

fees associated with the cessation of refining activities, with these disputes having been referred to arbitration.

Processing fee revenue recognised for the period to 31 March 2022 of $47 million reflects the Company’s best estimate

of the revenue earned during that period. The Company’s maximum exposure to the disputes is limited by the

operation of the Processing Fee Floor (revenue recognised in Q1 in excess of the fee floor was c.$11 million).

GROUPGROUP

20222021

NOTE

$000$000

INCOME

Revenue3

69,950

231,001

TOTAL INCOME69,950

231,001

EXPENSES

Purchase of process materials and utilities

19,390

72,083

Materials and contractor payments

4,708

17,260

Salaries, wages and benefits

15,193

36,157

Administration and other costs

6,705

29,905

TOTAL EXPENSES45,996

155,405

EARNINGS BEFORE DEPRECIATION, IMPAIRMENT, CONVERSION COSTS, FINANCE

COSTS AND INCOME TAX

23,954

75,596

Depreciation and disposal costs

7,907

82,923

Conversion costs

2,968

175,516

Impairment / revaluation of assets

5,043

567,361

TOTAL DEPRECIATION, DISPOSALS, CONVERSION COSTS AND IMPAIRMENT15,918

825,800

NET PROFIT / (LOSS) BEFORE FINANCE COSTS AND INCOME TAX8,036

(750,204)

Finance income

(42)

(109)

Finance costs

5,719

11,103

NET FINANCE COSTS5,677

10,994

NET PROFIT / (LOSS) BEFORE INCOME TAX2,359

(761,198)

Income Tax

6,953

(211,350)

NET LOSS AFTER INCOME TAX(4,594)

(549,848)

77

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

20222021
$000$000

CASH FLOWS (USED IN) / FROM DISCONTINUED OPERATIONS

Net cash (used in) / from operating activities

(59,308)

33,873

Net cash used in investing activities

(11,563)

(30,385)

Net cash used in financing

activities

(1,860)

(30,415)

NET CASH FLOWS USED IN DISCONTINUED ACTIVITIES FOR THE PERIOD(72,731)

(26,927)


2 Segment Reporting

(a)Identification and description of reportable segments and reporting measures

Management reviews the Group’s performance of operating segments primarily based on revenue and adjusted

earnings be

f

ore depreciation, finance costs and income tax (‘Adjusted EBITDA’). For a reconciliation between the

Non-GAAP measure, Adjusted EBITDA, to the reported EBITDA refer to Note 23. Assets and liabilities information,

depreciation, finance income and costs and income taxes are managed on a Group basis and are therefore not

presented as part of the segment information.

Effective

1 April 2022, management has identified one reportable segment, Infrastructure, which comprises the

dedicated fuels import terminal system (including jetty infrastructure at Marsden Point, storage tanks, and Marsden

Point to Auckland pipeline), and Wiri land and terminal leases from 1 April 2022 and the fuel testing laboratory for the

full year

. The oil refining segment represents results from refining and pipeline operations and Wiri land and terminal

leases until 31 March 2022 when the refining business has been discontinued and classified as discontinued operations

(as disclosed under Note 1 ). 2021 financials have been represented to reflect this change in segment reporting.


(b) Segment results

31 December 2022Infr

astructureOil RefiningTotal

$000$000$000

CONTINUING OPERATIONS

External customer

88,237-88,237

Inter-segment

1,633-1,633

TOTAL REVENUE FROM CONTINUING OPERATIONS89,870-89,870

DISCONTINUED OPERATIONS

External customer

53969,41169,950

Inter-segment

---

TOTAL REVENUE FROM DISCONTINUED OPERATIONS53969,41169,950

TOTAL REVENUE

1

90,40969,411159,820

ADJUSTED EBITDA

2

57,45227,01884,470

1 Prior to consolidation eliminations

2 Adjusted EBITDA is adjusted earnings before depreciation, impairment, conversion costs, finance costs and income tax

78

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

31 December 2021 (restated)Infr
astructureOil RefiningTotal

$000$000$000

CONTINUING OPERATIONS

External customer3,093-3,093

Inter-segment4,276-4,276

TOTAL REVENUE FROM CONTINUING OPERATIONS

7,369-7,369

DISCONTINUED OPERATIONS

External customer-231,001231,001

Inter-segment---

TOTAL REVENUE FROM DISCONTINUED OPERATIONS

-231,001231,001

TOTAL REVENUE

1

7,369231,001238,370

ADJUSTED EBITDA

2

(2,750)72,01869,268

1 Prior to consolidation eliminations

2 Adjusted EBITDA is adjusted earnings before depreciation, impairment, conversion costs, finance costs and income tax

3 Income

Import terminal and associated fees are recognised over time as services are delivered. An output method

is applied to meas

ure progress of the services provided. The revenue is recognised in the amounts invoiced,

applying the practical expedient in NZ IFRS 15, reflecting actual throughput, adjusted for minimum fee (take-or-pay)

when applicable.

Rental income from operating leases (including Wiri terminal rental) is recognised on a straight-line basis in

accordance with the s

ubstance of the relevant agreements.

There is no significant

judgement involved in the price determination and allocation with respect to terminal fees. The

Group does not have contracts with customers where significant financing components, non-cash considerations or

consideration payable to customers, obligations for refunds or specific warranties would exist.

GROUPGROUP

20222021

(restated)

$000$000

CONTINUING OPERATIONS

Import terminal revenue

78,535

-

Wiri land and terminal lease income

4,519

-

Laboratory and other revenue

5,183

3,093

TOTAL REVENUE FROM CONTINUING OPERATIONS88,237

3,093

DISCONTINUED OPERATIONS

Processing fees

47,112

140,465

Natural Gas recovery

4,737

25,431

Pipeline and terminalling fee revenue

5,987

36,022

Wiri land and terminal lease income

1,506

6,525

Other refining

related income

10,608

22,558

TOTAL REVENUE FROM DISCONTINUED OPERATIONS69,950

231,001

TOTAL REVENUE158,187

234,094

Included in other income was a gain on sale of assets of $1.3 million (2021: $1.1 million).


79

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

4 Related Parties
(a) Shareholders and other related parties

The Group entered into transactions with related parties, primarily processing and distribution revenues under the

P

r

ocessing Agreements until 31 March 2022 and import terminal and related revenue under the Terminal Services and

Private Storage Agreements from 1 April 2022.

The nature, transactions and balances with the related parties are as follows:

•Import Terminal Services – Channel Group provides import terminal and pipeline services to each of the Group’s

thr

ee shareholder customers, namely bp New Zealand Holdings Limited (BP), Mobil Oil New Zealand Limited (Mobil)

and Z Energy Limited under long-term Terminal Services Agreements which commenced on 1 April 2022, and Private

Storage Agreements. Prior to this, until March 2022, the Group provided processing and distribution services to these

shareholders under Processing Agreements with each of the customers. In 2022 c.89 per cent (2021: c.89 per cent) of

the Group’s total revenue was earned with shareholder customers. For credit terms refer to note 19.

•Lease income – relates to income associated with the Wiri fuel terminal infrastructure that is owned by the Parent

C

ompany and located on the land owned by Wiri Oil Services Limited. There has been no impact from the

conversion to an import terminal on these lease arrangements, which remain in place until their expiry in February

2025 and continue to be classified as non-cancellable operating leases with no right of renewal (meaning that at

the end of the lease term ownership of the Wiri fuel terminal assets reverts to Wiri Oil Services Limited).

•Excise Duty – prior to commencement of the import terminal operations, excise duty was collected from the

s

hareholder customers and paid to the New Zealand Customs Service on the same day each month (refer notes

15 and 17). Following the commencement of import terminal operations, the Company is no longer a Customs

Controlled Area and therefore ceased to collect and pay excise duty.

•Purchases of Goods and Services – prior to commencement of the import terminal operations, the Group

purchas

ed sulphur, a by-product of the refining process, which was then on-sold to third parties. From April 2022

sulphur is no longer produced by the Company. In addition, amongst underwriters of Channel's material damage

and business interruption insurance policy are companies related to Channel's shareholders and therefore a portion

of the insurance premium is paid to those companies.

Revenue, purchases and other charges from related parties

Revenue

1

PurchasesOther charges

TRANSACTION

VALUES FOR THE YEAR

ENDED 31 DECEMBER

BALANCES

OUTSTANDING AS AT

31 DECEMBER

TRANSACTION

VALUES FOR THE YEAR

ENDED 31 DECEMBER

BALANCES

OUTSTANDING AS AT

31 DECEMBER

TRANSACTION

VALUES FOR THE YEAR

ENDED 31 DECEMBER

BALANCES

OUTSTANDING AS AT

31 DECEMBER

202220212022202120222021202220212022202120222021

$000$000$000$000$000$000$000$000$000$000$000$000

BP

42,558

60,958

7,613

20,569

327

1,159

-

105

70

401

-

-

Mobil

38,538

56,231

2,923

54,451

429

1,181

-

70

70

526

-

-

Z Energy

59,691

89,208

4,714

59,000

1,403

1,431

230

269

-

-

-

-

Wiri Oil

7,127

6,955

70

45

-

-

-

-

-

-

-

-

TOTAL147,914

213,352

15,320

134,065

2,159

3,771

230

444

140

927

-

-

1 Revenue excludes excise duty.

80

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

(b) Directors’ fees and key management personnel compensation
Directors’ fees and key management personnel remuneration paid during the financial year were as follows:

GROUPGROUP

20222021

$000$000

Salaries and other short-term employee benefits

4,626

3,319

Post-employment benefits

128

123

KEY MANAGEMENT PERSONNEL COMPENSATION4,754

3,442

Directors' fees

838

790

KEY MANAGEMENT PERSONNEL COMPENSATION & DIRECTORS' FEES5,592

4,232

The increase in key management personnel compensation is related to cash payment of short term incentives (nil

in 20

21) and redundancy/transition payments, and increased Directors' fees related to changes in director numbers

through the year.

The cost associated with the key management personnel’s share scheme (not included in the above key management

pers

onnel compensation) amounts to $1.6 million (2021: $0.6 million).

The Company operates the following share schemes:

Chief Executive Share Rights Scheme

The Company has issued share performance rights to the current CEO Naomi James, details of which are disclosed in

the R

emuner

ation Report, which will vest on her ceasing to be CEO.

In the year ended 31 December 2022, the Company recognised an expense of $1.0 million (2021: $0.4 million) in relation

to the Chie

f Executive Officer’s share rights plans. The expense is measured at its fair value (determined based on the

Company’s share price and taking into account share liquidity discount and expected dividends) and recognised over

the vesting period. The weighted average remaining life of the scheme is 0.2 years (31 December 2021: 2.3 years).

Management Share Rights Scheme

In 2021 key members of management (including the Chief Executive) were awarded with two tranches of share rights

(in the f

orm o

f shares in the Company for nil consideration) to incentivise and retain selected key management to the

safe delivery of the conversion project. The first tranche of share rights vested on 1 January 2023 in accordance with

their terms and 1,931,890 shares in the Company were issued to the awardees of the share rights on 4 January 2023.

The second tranche of share rights are scheduled to vest on 28 February 2023 (and upon vesting 1,377,389 shares in

the Company will be issued on that date to awardees of the share rights), with the board having determined that the

vesting condition in relation to the safe, on time, on budget and to-plan conversion to import terminal operations in

2022 has been satisfied to date.

In the year ended 31 December 2022, the Company recognised an expense of $1.1 million (2021: $0.5 million) in relation

to the Management Shar

e Rights Scheme, including $0.6 million relating to key management personnel (not included in

the table above).


81

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

5 Taxation
(a) Income tax expense

GROUPGROUP

20222021

$000$000

CONTINUING OPERATIONS

Net profit/(loss)

before income tax expense

23,078

(3,862)

Tax at the New Zealand corporate income tax rate of 28% (2021: 28%)

6,462

(1,081)

Tax effect

of amounts which are either non-deductible or taxable in calculating

taxable income:

Group loss offset

-

-

Income no

t assessable for tax

-

-

Expenses not deductible for tax

-

-

Adjustments in respect of current income tax in respect of previous years

62

-

INCOME TAX EXPENSE6,524

(1,081)

Represented by:

Current tax expense

62

(5)

Deferred tax recognised in the income statement

6,462

(1,076)

INCOME TAX EXPENSE6,524

(1,081)

(b) Deferred tax

NET DEFERRED TAX

ASSET / (LIABILITY)

RECOGNISED IN

PROFIT OR LOSS

RECOGNISED IN OTHER

COMPREHENSIVE

INCOME

NET

DEFERRED TAX

ASSET / (LIABILITY)

DEFERRED

TAX ASSET

DEFERRED

TAX LIABILITY

1 JAN 202131 DEC 2021

$000$000$000$000$000$000

Property, plant

and equipment(93,878)158,795(164,411)(99,494)-(99,494)

Provisions1,25241,125-42,37742,377-

Employee

benefits14,9492,693(5,663)11,97911,979-

Financial instruments(2,062)-619(1,443)-(1,443)

Intangibles(226)1,099-873873-

Right-of-use assets(708)540-(168)-(168)

Leases79295-887887-

Inventory2,2914,136-6,4276,427-

Tax losses15,5733,943-19,51619,516-

TOTAL

(62,017)212,426(169,455)(19,046)82,059(101,105)

82

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

NET DEFERRED TAX
ASSET / (LIABILITY)

RECOGNISED IN

PROFIT OR LOSS

RECOGNISED IN OTHER

COMPREHENSIVE

INCOME

NET

DEFERRED TAX

ASSET / (LIABILITY)

DEFERRED

TAX ASSET

DEFERRED

TAX LIABILITY

1 JAN 202231 DEC 2022

$000$000$000$000$000$000

Property, plant

and equipment

(99,494)(112,982)(210)(212,686)-(212,686)

Provisions

42,377(14,920)-27,45727,457-

Employee

benefits

11,979(7,455)(671)3,8533,853-

Financial ins

truments

(1,443)-(2,286)(3,729)-(3,729)

Intangibles

873(77)-796796-

Right-of-use assets

(168)(32)-(200)-(200)

Leases

887(429)-458458-

Inventory

6,427(282)-6,1456,145-

Tax losses

19,516122,370-141,886141,886-

TOTAL(19,046)(13,807)(3,167)(36,020)180,595(216,615)

The Group has estimated unused tax losses of c.$507 million (2021: $70 million) available to carry forward. A deferred

tax as

set in respect of these unutilised tax losses has been recognised. On the basis that at least a 49 per cent

continuity of shareholding is maintained, management and the Board believe that future taxable profits will be

available against which the tax losses can be recovered and therefore the deferred tax asset can be realised.

Any significant

change in the shareholding of Channel Infrastructure, or adverse change in future earnings and

profitability, could limit the Company’s ability to realise the deferred tax asset. Specifically, in case of shareholder

continuity breach occurring, the carry forward of tax losses would be subject to the Business Continuity Test.


6 Earnings Per Share

Earnings per share is calculated by dividing the profit/(loss) from continuing and discontinued operations, attributable

t

o s

hareholders of the Company, by the weighted average number of ordinary shares on issue during the year. The

Company’s share-based payments described in note b have no material dilutive effect on the earnings per share.

TOTALTOTAL

NOTE

20222021

Profit/(loss) after tax from continuing operations attributable to

s

hareholders of the Company

($000)

16,554

(2,781)

Loss after tax from discontinued operations attributable to

shareholders of the Company

($000)

(4,594)

(549,848)

Profit/(loss) after tax attributable to shareholders of

the C

ompany

($000)

11,960

(552,629)

Weighted average number of shares on issue000's7

371,629

317,756

BASIC EARNINGS PER SHARE FROM CONTINUING OPERATIONS

Cents

4.5

(0.9)

BASIC EARNINGS PER SHARE

Cents

3.2

(173.9)

83

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

7 Equity and Dividends
Contributed Equity. The issued capital of the Company as at 31 December 2022 is represented by 372,725,917 ordinary

shar

es (2021: 372,223,477) issued and fully paid, less 1,031,802 (2021: 1,175,163) treasury shares held by CRS Nominees

Limited. All ordinary shares rank equally with one vote attached to each ordinary share.

On 10 May

2022 the Company issued to the Chief Executive Officer (CEO) 232,991 share rights under the Chief Executive

Share Rights Scheme (refer to note 4).

On 13 April

2022, the Company issued 502,440 ordinary shares, at an issue price of $1.055 per share, pursuant to the

Employee Share Purchase Scheme. The shares are held on trust by CRS Nominees as Trustee until they are withdrawn

by the employees following a restricted period of three years.

Revaluation reserve. Revaluation reserve represents an accumulated revaluation gain on property, plant and

equipment v

alued at fair value. Please refer to note 8 for further details.

Treasury stock. Treasury stock represents the value of shares acquired by CRS Nominees Limited on-market, or shares

iss

ued by the Company, in respect of the Employee Share Purchase Scheme.

Employee share entitlement reserve. The employee share entitlement reserve is used to recognise the fair value of

s

hares granted but not vested to employees (as part of the Employee Share Purchase Scheme) or to the Chief

Executive or key management within the Share Rights Schemes. Amounts are transferred to share capital when the

shares vest to the employee.

Cash flow hedge reserve.

The cash flow hedge reserve comprises the effective portion of the cumulative net change

in the fair value of hedging instruments used in cash flow hedges pending subsequent recognition in the Consolidated

Income St

atement (refer to note 19).

Dividends. The Group has declared a fully imputed final dividend of 5 cents per share and a fully imputed special

dividend of 2 cent

s per share, payable on 20 March 2023 (no dividends were paid or declared in 2021). As at

31 December 2022 imputation credits available to shareholders, subject to 66 per cent shareholder continuity, amount

to $20.3 million being an equivalent of c.14 cents per share of fully imputed dividends (2021: $20.9 million or c.14 cents

per share).

84

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

8 Property, Plant and Equipment
Property, plant and equipment are included in the Common Terms Deed as detailed in note 13.

Revaluation of property, plant and equipment

All property, plant and equipment is recognised at fair value (following the change in the Group’s accounting policy

from a his

torical measurement base to a revaluation model, as disclosed in the 2021 consolidated financial statements)

less accumulated depreciation, except capital work in progress which is recognised at historical cost.

Any surplus on revaluation of property, plant and equipment is transferred directly to the Revaluation Reserve unless it

offsets a previous decrease in value recognised in the Consolidated Income Statement, in which case it is recognised

in the C

onsolidated Income Statement. A deficit

on revaluation of property, plant and equipment is recognised in

the Consolidated Income Statement in the period it arises where it exceeds any surplus previously transferred to the

Revaluation Reserve.

As at 31 December

2022 management has assessed the fair values of property, plant and equipment of the import

terminal system and concluded that it does not differ materially from its carrying value. As such no adjustment to the

carrying amounts was made in 2022. The previous valuation was carried out by PwC, a qualified independent valuer,

as at 31 December 2021.

The carrying amount of the import terminal system under the cost model was $218 million as at

31 December 2022.

Depreciation

Depreciation is provided on a straight-line basis on all property, plant and equipment other than freehold land and

capital w

ork in progress which are not depreciated. The remaining useful lives of the Group’s property, plant and

equipment have been reviewed resulting in changes to the remaining lives of certain import terminal system assets

outlined below:

USEFUL

LIVES

(YEARS)

Buildings2-30 years

Jetties14-45 years

Tanks20-45 years

Other Assets1-80 years

Marsden Point to Auckland Pipeline and other assets5-45 years

85

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

FREEHOLD LAND
AND IMPROVEMENTSBUILDINGS AND JETTIESREFINING PLANTEQUIPMENT AND VEHICLES

MARSDEN POINT TO

AUCKLAND PIPELINEIMPORT TERMINAL SYSTEMCAPITAL WORK IN PROGRESSTOTAL

$000$000$000$000$000$000$000$000

AT 1 JANUARY 2021

Cost78,009208,6153,053,708135,346224,603-59,4223,759,703

Accumulated depreciation and

impairment los

ses

(57,289)(110,761)(2,475,816)(99,229)(123,396)-(11,328)(2,877,819)

NET BOOK AMOUNT20,72097,854577,89236,117101,207-48,094881,884

YEAR ENDED 31 DECEMBER 2021

Opening net book value20,72097,854577,89236,117101,207-48,094881,884

Additions-13,1985,5551,254--15,14035,147

Disposals------(429)(429)

Depreciation charge(1,496)(10,579)(62,219)(4,951)(3,412)--(82,657)

Impairment of assets(8,644)(72,321)(421,665)(10,831)--(38,530)(551,991)

NET BOOK AMOUNT AFTER IMPAIRMENTS10,58028,15299,56321,58997,795-24,275281,954

Transfers(6,236)(28,152)(65,863)(21,589)(97,795)219,635--

Revaluation11,275----575,907-587,182

CLOSING NET BOOK AMOUNT15,619-33,700--795,54224,275869,136

AT 31 DECEMBER 2021

Revalued amount15,619-33,700--795,54224,275869,136

Accumulated depreciation--------

NET BOOK AMOUNT

15,619-33,700--795,54224,275869,136

YEAR ENDED 31 DECEMBER 2022

Opening net book value

15,619-33,700--795,54224,275869,136

Additions

------47,01147,011

Disposals

-----(1,955)-(1,955)

Depreciation charge

-----(33,238)-(33,238)

Impairment / revaluation

--(4,900)----(4,900)

NET BOOK AMOUNT AFTER IMPAIRMENTS15,619-28,800--760,34971,286876,054

Transfers

-----27,909(27,909)-

Revaluation

--------

CLOSING NET BOOK AMOUNT15,619-28,800--788,25843,377876,054

AT 31 DECEMBER 2022

Revalued amount

15,619-28,800--821,49643,377909,292

Accumulated depreciation

-----(33,238)-(33,238)

NET BOOK AMOUNT15,619-28,800--788,25843,377876,054

86

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

FREEHOLD LAND
AND IMPROVEMENTSBUILDINGS AND JETTIESREFINING PLANTEQUIPMENT AND VEHICLES

MARSDEN POINT TO

AUCKLAND PIPELINEIMPORT TERMINAL SYSTEMCAPITAL WORK IN PROGRESSTOTAL

$000$000$000$000$000$000$000$000

AT 1 JANUARY 2021

Cost78,009208,6153,053,708135,346224,603-59,4223,759,703

Accumulated depreciation and

impairment los

ses

(57,289)(110,761)(2,475,816)(99,229)(123,396)-(11,328)(2,877,819)

NET BOOK AMOUNT20,72097,854577,89236,117101,207-48,094881,884

YEAR ENDED 31 DECEMBER 2021

Opening net book value20,72097,854577,89236,117101,207-48,094881,884

Additions-13,1985,5551,254--15,14035,147

Disposals------(429)(429)

Depreciation charge(1,496)(10,579)(62,219)(4,951)(3,412)--(82,657)

Impairment of assets(8,644)(72,321)(421,665)(10,831)--(38,530)(551,991)

NET BOOK AMOUNT AFTER IMPAIRMENTS10,58028,15299,56321,58997,795-24,275281,954

Transfers(6,236)(28,152)(65,863)(21,589)(97,795)219,635--

Revaluation11,275----575,907-587,182

CLOSING NET BOOK AMOUNT15,619-33,700--795,54224,275869,136

AT 31 DECEMBER 2021

Revalued amount15,619-33,700--795,54224,275869,136

Accumulated depreciation--------

NET BOOK AMOUNT

15,619-33,700--795,54224,275869,136

YEAR ENDED 31 DECEMBER 2022

Opening net book value

15,619-33,700--795,54224,275869,136

Additions

------47,01147,011

Disposals

-----(1,955)-(1,955)

Depreciation charge

-----(33,238)-(33,238)

Impairment / revaluation

--(4,900)----(4,900)

NET BOOK AMOUNT AFTER IMPAIRMENTS15,619-28,800--760,34971,286876,054

Transfers

-----27,909(27,909)-

Revaluation

--------

CLOSING NET BOOK AMOUNT15,619-28,800--788,25843,377876,054

AT 31 DECEMBER 2022

Revalued amount

15,619-28,800--821,49643,377909,292

Accumulated depreciation

-----(33,238)-(33,238)

NET BOOK AMOUNT15,619-28,800--788,25843,377876,054

87

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

9 Intangibles
Intangibles relate to New Zealand Units (NZUs), being carbon units issued under the New Zealand Emissions Trading

Scheme (NZ ET

S) by the Crown to the Parent company pursuant to the Company’s Negotiated Greenhouse Agreement

(NGA), which came to an end with the cessation of refining activities from April 2022.

NZUs are recognised at historical cost and presented on a gross basis, i.e. intangibles represent all carbon units held

by the C

ompany at balance date. As at 31 December 2022 the Company holds a surplus of c.72,000 units (available

for sale).

Carbon units have an indefinite

useful life as they remain in indefinite circulation under the NZ ETS. A review of

useful lives and an impairment assessment has taken place as at year end, concluding that the useful life remains

appropriate, and the intangibles are not impaired (2021: Nil).


10 Other Assets

Other assets include:

• Investment properties ($6.2 

million) - land leased by Parent (refer to Note 11 for further details) and held at fair value

through profit and loss. The last revaluation of the investment property was undertaken in 2021.

• Precious metal (platinum) ($13.5 million) - platinum purchased in December 2022 as part of the platinum lease

se

ttlement, which is expected to be recovered and sold within 12 to 24 months. Platinum is held at fair value through

profit and loss (discontinued operations).


11 Operating Leases

Lease income from operating leases, where the Group is a lessor, are recognised as income on a straight-line basis

o

v

er the period of the lease.

The Group has the following leases where it acts as a lessor:

• Lease of land and terminal assets located at Wiri, South Auckland, to Wiri Oil Services Limited (refer to note 4) under

a non-cancellable oper

ating lease which expires in February 2025 with no right of renewal. The annual Wiri terminal

and land lease income and land lease cost are recognised on a straight-line basis over the period of lease and

amounted to $6.5 million and $0.5 million, respectively, in 2022 (2021: $6.5 million and $0.5 million);

• Lease of some surplus land at Marsden Point – the original lease ending in 2021 was renewed by the lessee for

another period o

f 21 years.

GROUPGROUP

20222021

$000$000

Lease payments receivable from operating leases where the Group is a lessor

- No later than one year

6,652

6,663

- One to

five

years

8,536

15,061

- Beyond five

years

1,962

2,088

TOTAL17,150

23,812

12 Contractual Commitments

Commitments are related to asset purchases and other ongoing contractual commitments as at the reporting

date but no

t provided for in the consolidated financial statements. As at 31 December 2022, the total contractual

commitments amounted to $34 million (31 December 2021: $21.5 million), and are primarily related to import terminal

conversion project costs.

88

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

13 Borrowings
In May 2022, Channel Infrastructure issued $100 

million of unsecured, unsubordinated, fixed rate retail bonds for

a term of five years, maturing on 20 May 2027. The bonds are quoted on the NZDX. The net proceeds from the

retail bonds provided diversification of funding that aligns with an infrastructure business, and were applied towards

repaying a portion of Channel Infrastructure’s existing bank debt and to replace some of its bank facilities which were

subsequently cancelled.

In November 2022, Channel Infrastructure fully refinanced

$205 million of bank debt and its current banking group

comprises ANZ Bank New Zealand Limited, ASB Bank New Zealand, Bank of New Zealand, China Construction Bank

(New Zealand) Limited and Westpac New Zealand. Following the bank refinancing the Group’s total funding facilities

are $380 million with no maturities within 12 months, and an average tenor of 3.5 years as at 31 December 2022.

Average tenor calculated on the assumption that the subordinated notes are redeemed at their reset date in March

2024 (noting that the Company may either exercise a right to redeem the notes or a right to offer new conditions to

the noteholders).

The carrying amounts of borrowings approximate their fair value. The borrowings are unsecured. The Parent can

det

ermine which revolving cash advance facility will be drawn upon meeting funding requirements. The Parent borrows

under a Common Terms Deed which requires certain certificates and covenants.

The table below outlines the maturity profile

of the facilities as at 31 December 2022:

GROUPGROUP

MATURITY DATE

20222021

$000$000

BORROWINGS

Non-current borrowings:

Revolving cash advancesMar-23

-

50,000

Revolving cash advancesJun-24

-

25,000

Revolving cash advancesMar-25

-

50,000

Revolving cash advancesNov-25

50,000

-

Revolving cash advancesNov-26

16,000

-

Revolving cash advancesNov-27

20,000

-

Subordinated notes

1

Mar-34

74,791

74,698

Retail bonds

1

May-27

98,792

-

Total non-current borrowings259,583

199,698

TOTAL BORROWINGS259,583

199,698

UNDRAWN FACILITIES

Revolving cash advancesMar-22

-

40,000

Revolving cash advancesDec-22

-

15,000

Revolving cash advancesMar-23

-

95,000

Revolving cash advancesJun-24

-

15,000

Revolving cash advancesMar-25

-

45,000

Revolving cash advancesNov-25

15,000

-

Revolving cash advancesNov-26

59,000

-

Revolving cash advancesNov-27

45,000

-

TOTAL UNDRAWN BORROWING FACILITIES119,000

210,000

1 The difference

between the carrying value of the subordinated notes and retail bonds and their face values is due to unamortised issue costs and

accrued interest. While the expiry of the subordinated notes is on 1 March 2034, the first election date is in March 2024, when the Company may elect

to either redeem the notes or to offer new conditions to the noteholders.

89

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

14 Provisions
Provisions are liabilities of uncertain timing and amount, recognised where the Group has an obligation (legal or

constructiv

e) whose settlement will require an outflow of resources and can be reliably measured.

All provisions are recognised in amounts reflecting the present value of future expected cash outflows. In estimating

the pro

visions, the Group assumed a long-term inflation rate of 2 per cent (2021: 1.9 per cent) and discount rates

between 4.5 per cent and 5.12 per cent (2021: between 1.3 per cent and 3.1 per cent), respectively.  

SHUT DOWN

AND DECOMMISSIONING

DEMOLITION

AND RESTORATION

WORKFORCE AND

OTHER PROVISIONS

TOTAL

$000$000$000$000

AT 1 JANUARY 2021-6,9005,27412,174

Additions - conversion related88,39555,38031,741175,516

Additions - other-6,776-6,776

Utilisation(5,150)-(4,372)(9,522)

Finance costs12332248493

AT 31 DECEMBER 2021

83,36869,37832,691185,437

Current60,92446025,70487,088

Non-current22,44468,9186,98798,349

SHUT DOWN

AND DECOMMISSIONING

DEMOLITION

AND RESTORATION

WORKFORCE AND

OTHER PROVISIONS

TOTAL

$000$000$000$000

AT 1 JANUARY 2022

83,36869,37832,691185,437

Additions - conversion related

-5,5003,7329,232

Additions - other

----

Utilisation

(45,111)-(30,826)(75,937)

Adjustment for change in discount rate

(876)(13,991)(1,083)(15,950)

Finance costs

9811,1322962,409

AT 31 DECEMBER 202238,36262,0194,810105,191

Current

31,4981003,09534,693

Non-current

6,86461,9191,71570,498

The key provisions as at 31 December 2022 include:

•Refinery shutdown and decommissioning – Costs associated with the decommissioning of redundant refining assets

which are not suitable for immediate repurposing.

•Demolition and restoration – Costs associated with the demolition of select refining assets, assumed to occur 10

y

ears after the import terminal conversion, as well as jetty demolition at the end of the lease period.

The Company also recognised a provision associated with environmental obligations resulting from Channel

Infras

tructure’s commitments, as part of the resource consents obtained in April 2021, to continue maintaining the

current high level of environmental standards.

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15 Trade and Other Receivables
GROUPGROUP

20222021

NOTE

$000$000

Trade receivables

19,005

20,604

Other receivables and prepayments

4,042

5,021

Excise duty17

-

114,222

TOTAL TRADE AND OTHER RECEIVABLES23,047

139,847

Trade receivables are due from customers, non-interest bearing and are normally settled on seven to 21-day terms.

Due t

o the short-term nature of trade receivables, their carrying amount is considered the same as their fair value.

Excise duty receivable as at 31 December 2021 was due from customers and collected by the Parent on behalf of the

New Z

ealand Customs Service and paid on the same day each month (corresponding offset is presented as a payable

in note 17. Following the commencement of import terminal services, the Company is no longer a Customs Controlled

Area and therefore ceased to collect and pay excise duty as described above.

Trade and other receivables-related party balances are disclosed in note 4

.

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16 Cash and Cash Equivalents
The Group’s cash and cash equivalents comprise cash on hand, demand deposits and short-term, highly liquid

inv

estments that are readily convertible to known amounts of cash.

Reconciliation of net cash flow from operating activities to reported profit/(loss):

GROUPGROUP

20222021

$000$000

NET INCOME / (LOSS) AFTER INCOME TAX11,960

(552,629)

Adjusted for non-cash transactions:

Depreciation and disposal costs

32,517

84,038

Impairment/revaluation of assets

5,043

567,361

Movement in deferred tax

16,974

(42,971)

Add movement in deferred tax on items included in other

compr

ehens

ive income

(3,167)

(169,455)

Movement in provisions

(80,246)

173,263

Less (increase)/decrease in provisions relating to property, plant and equipment

1,955

(17,739)

Employee share scheme entitlement reserve

2,890

1,076

Decrease/(increase) in intangibles

21,150

(17,091)

Less proceeds from sale of intangibles

(2,553)

(1,947)

Interest and other non-cash movements

6,957

(4,879)

Adjusted for movements in working capital items

Decrease in trade and other receivables

116,800

21,047

Decrease in trade and other payables

(135,833)

(7,585)

Less increase/(decrease) in trade and other payables relating to property,

plant and equipment and int

angible

s

(1,200)

2,941

Decrease in employee benefits

liabilities

(11,135)

(33,826)

Less employee entitlements included in other comprehensive income

2,397

20,225

Decrease/(increase) in income tax receivable

684

(7)

Decrease in inventories

677

12,873

NET CASH (OUTFLOW) / INFLOW FROM OPERATING ACTIVITIES(14,130)

34,695

In the Consolidated Statement of Cash Flows, the deposits placements and withdrawals and bank borrowings receipts

and repayment

s are presented on a net basis as their turnover is quick, amounts are large, and the maturities are

relatively short.

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The below sets out an analysis of the Group’s liabilities for which cash flows
have been, or will be, classified as financing

activities in the statement of cash flows:

CASH AND

CASH

EQUIVALENTS

BORROWINGS DUE

WITHIN ONE YEAR

BORROWINGS DUE

AFTER ONE YEAR

NET DEBT

POSITION

LEASE DUE

WITHIN ONE

YEAR

LEASE DUE

AFTER ONE

YEAR

TOTAL

$000$000$000$000$000$000$000

NET (CASH)/ DEBT AS AT 1

JANUARY 2021

(43,289)-274,611231,3222023,940235,464

Cash

flows

(Cash)27,220-(74,913)(47,693)--(47,693)

Finance lease payments----(2,782)-(2,782)

Other non-cash movements----3,385(2,340)1,045

NET (CASH)/DEBT AS AT 1

JANUARY 2022(16,069)-199,698183,6298051,600186,034

Cash flows

13,683-59,88573,568--73,568

Finance lease payments

----(2,111)(1,043)(3,154)

Other non-cash movements

----1,368-1,368

NET (CASH)/DEBT AS AT 31

DECEMBER 2022(2,386)-259,583257,19762557257,816

Cash and cash equivalents include $0.3 million (2021: $3.0 

million) held by Channel Infrastructure’s electricity futures

broker as collateral and $0.06 million (2021: $4.9 million) held as cash prudential for spot electricity purchases.


17 Trade and Other Payables

GROUPGROUP

20222021

NOTE

$000$000

Trade payables

19,334

22,738

Goods services tax payable

-

354

Deferred income

-

17,853

Excise duty15

-

114,222

TOTAL TRADE AND OTHER PAYABLES19,334

155,167

Trade payables are unsecured, non-interest bearing and are usually paid within 30 days of recognition.

Following the commencement of import terminal services, the Company was no longer a Customs Controlled Area and

ther

e

fore ceased to collect and pay excise duty.

Deferred income relates to the New Zealand Units (NZUs) received in advance.

Trade and other payables-related party balances are disclosed in note 4.

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18 Employee Benefits
Liabilities for employee benefits comprise the following:

20222021

CURRENTNON-

CURRENT

TOTALCURRENTNON-

CURRENT

TOTAL

$000$000$000$000$000$000

Defined

benefit pension plan

-2,6792,679

-4,2274,227

Medical plan

1933,1993,392

483,7263,774

Wages, salaries, annual leave and

s

ick leav

e

684-684

9,542-9,542

Long-service leave and

re

tirement bonus

---

347-347

TOTAL8775,8786,755

9,9377,95317,890

Defined

benefit pension plan

The Parent contributes to a defined benefit pension fund which has been closed to new members since 2002. As

at

31 December 2022 there were two active members contributing to the Plan (2021: 44). In addition, there are 98

retirees/pensioners receiving regular pension payments or disability pensions which can be paid from the Plan until

normal retirement age (2021: 87).

Under the plan the Parent has an obligation to pay contributions if the fund does not hold sufficient assets to pay all

pensioners the benefits they are entitled to. Key risks that could expose the Group to a shortfall include investment

returns and life expectancy.

The latest triennial actuarial review, completed as at 31 March 2022, reported an actuarial surplus (actuarial value

of assets was greater that the present value of accrued benefits using expected investment returns), therefore no

immediate contribution to the fund was required. In 2023, to fund the benefits of the two members, the Parent will be

required to contribute $25,000 per annum, and to cover the fund administration expenses of c.$250,000 per annum.

While the fund is fully funded, the Parent recognises a liability in the statement of financial position, which is calculated

annually by independent actuaries using the projected unit credit method with present value of the estimated future

cash outflows using interest rates of Government bonds (rather than expected investment returns). The modified

duration of the defined benefit liability was approximately nine years (2021: 14 years).

Medical plan (scheme closed since 1996)

The Parent pays health insurance premiums in respect of nine beneficiaries (2021: nine) until their death. This scheme

was closed in 1996 and has not been offered to new employees since. The medical plan is accounted for in a similar

manner to the defined benefit plan outlined above, with an accounting valuation performed by an independent

actuary at each balance date. Expected contributions to the medical plan in 2023 are $189,000.


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19 Financial Risk Management
The Group is exposed to a variety of financial risks (market, credit and liquidity) in the normal course of the business.

Risk management is perf

ormed by management who evaluate and hedge certain financial risks, including currency risk

and interest rate risk under a treasury policy that is approved by the Board of Directors. The following is a summary of

the Group’s exposure to financial risk and the management of those:

FINANCIAL RISKEXPOSUREMANAGEMENT OF RISK

 

AND SENSITIVITY

Market risk

Electricity

price risk

Change

s in market pricesPrice fluctuation risk managed using electricity futures, Contracts for

Differences and/or physical supply contracts.

Sensitivity: As at 31 December 2022 the Group was fully hedged hence the

income s

tatement not sensitive to changing market prices.

Currency riskMovement in foreign

ex

change rates

Currency risk managed through material purchases of property, plant and

equipment items hedged using forward currency exchange contracts.

Sensitivity: As at

31 December 2022 the Group held US dollar foreign exchange

contracts and the impact of US dollar appreciation/depreciation by +/-10 per

cent on before-tax profit/loss and other comprehensive income is -/+$1.2m

(2021: no contracts held).

Interest rate riskMovement in interest ratesInterest rate risk managed through a range of fixed

rate borrowings and interest

rate swaps.

Sensitivity: At

31 December 2022, impact of inter-bank interest rates changing

by +/-75 basis points on before tax profit/loss and other comprehensive income

is -/+$0.1m and +/-$2.5m respectively (2021: -/+$0.2m and +/-$2.8m).

Liquidity risk

Risk that the Group will not

be able t

o mee

t its financial

obligations as they fall due

The Group monitors rolling forecasts of liquidity requirements to ensure it

has sufficient cash to meet operational needs while maintaining sufficient

headroom on the Group’s undrawn borrowing facilities. No surplus cash

is held by the Group over and above the balance required for working

capital management.

Credit risk

Risk of loss to the Group due to

cus

t

omer or counterparty default

The Group is exposed to credit risk if counterparties fail to make payments in

respect of payment of trade receivables as invoices fall due. Most common

payment terms are on the 20th of the following month.

The receivables from the shareholder customers (as disclosed in the related

part

y note 4) present a concentration of credit risk, however, management

has assessed the credit quality of these customers as being high. Based on

the analysis of the historical payments of the Group’s customers and with

reference to their credit rating and short payment terms, the Group assessed

the expected credit losses in respect to 31 December 2022 receivables to be

immaterial. No collateral is held over trade receivables.

Overdue trade receivable balances at 31 December 2022 totalled $5.2 million

(20

21: $0.6 million), and no provision for doubtful debt was recognised.

Risk of derivative counterparties

and cash depo

sits being lost

For banks, only parties with a minimum long-term credit rating of A+ or A1 are

accept

ed. For investments gross limits are set for financial institutions and the

usage of these limits is determined by assigning product weightings to the

principal amount of the transaction.

Transactions are spread across several counterparties to avoid concentrations

of cr

edit exposure. No credit limits were exceeded during the reporting

period and management does not expect any losses from non-performance

by counterparties.

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Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Non-Derivative Financial Liabilities
The following table sets out the maturity analysis for non-derivative financial liabilities based on the contractual terms

as at balance dat

e

. The amounts presented are the contractual undiscounted cash flows and are based on the expiry

of the bank facility or maturity of the subordinated notes.

The liquidity analysis set out below discloses cash outflows resulting from the financial liabilities only and does not

consider e

xpected net cash inflows from financial assets (including trade receivables) or undrawn debt facilities which

provide liquidity support to the Group. Contractual cash flows associated with bank borrowings include interest for the

period until the debt rollover date (typically within six months from the balance date) and subordinated notes and

retail bonds include interest in the period until 1 March 2034.

CONTRACTUAL CASH FLOWS

CARRYING

AMOUNT

LESS THAN 6

MONTHS

BETWEEN 6

MONTHS -1

YEAR

BETWEEN 1-2

YEARS

BETWEEN 2-5

YEARS

OVER 5

YEARS

TOTAL CASH

FLOWS

GROUP 2022NOTE

$000$000$000$000$000$000$000

NON-DERIVATIVE

FINANCIAL LIABILITIES

Trade payables17

(19,334)(19,334)----(19,334)

Lease liabilities

(619)(25)(61)(74)(110)(662)(932)

Bank borrowings13

(86,000)(1,197)--(86,000)-(87,197)

Subordinated notes13

(74,791)(1,913)(1,913)(3,825)(11,475)(99,863)(118,989)

Retail bonds13

(98,792)(2,900)(2,900)(5,800)(114,500)-(126,100)

TOTAL NON-DERIVATIVE

FINANCIAL LIABILITIES(279,536)(25,369)(4,874)(9,699)(212,085)(100,525)(352,552)

CONTRACTUAL CASH FLOWS

CARRYING

AMOUNT

LESS THAN 6

MONTHS

BETWEEN 6

MONTHS -1

YEAR

BETWEEN 1-2

YEARS

BETWEEN 2-5

YEARS

OVER 5

YEARS

TOTAL CASH

FLOWS

GROUP 2021NOTE

$000$000$000$000$000$000$000

NON-DERIVATIVE

FINANCIAL LIABILITIES

Trade payables17(22,738)(22,738)----(22,738)

Lease liabilities(2,405)(484)(392)(745)(496)(699)(2,816)

Bank borrowings13(125,000)(902)-(50,000)(75,000)-(125,902)

Subordinated notes13(74,698)(1,913)(1,913)(3,825)(11,475)(103,688)(122,814)

TOTAL NON-DERIVATIVE

FINANCIAL LIABILITIES

(224,841)(26,037)(2,305)(54,570)(86,971)(104,387)(274,270)

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Derivative Financial Liabilities
The table below details the liquidity risk arising from derivative liabilities held by the Group at balance date. Derivative

financial

liabilities are split into the gross settled derivatives which include foreign exchange forward contracts with the

inflo

w being based on the foreign currency converted at the closing spot rate, and the net settled derivatives which

include interest rate swaps (with the floating rate being based on the most recent rate set), electricity futures and

contracts for differences.

CONTRACTUAL CASH FLOWS

CARRYING

AMOUNT

LESS THAN 6

MONTHS

BETWEEN 6

MONTHS -1

YEAR

BETWEEN 1-2

YEARS

BETWEEN 2-5

YEARS

OVER 5 YEARSTOTAL CASH

FLOWS

GROUP 2022

$000$000$000$000$000$000$000

DERIVATIVE

FINANCIAL INSTRUMENTS

Net settled derivatives13,2091,1983344,7196,81956113,631

Gross settled derivatives

Outflows

-(611)(12,516)---(13,127)

Inflows

-57912,676---13,255

Total gross

settled derivatives33(32)160---128

TOTAL DERIVATIVE

FINANCIAL LIABILITIES13,2421,1664944,7196,81956113,759

CONTRACTUAL CASH FLOWS

CARRYING

AMOUNT

LESS THAN 6

MONTHS

BETWEEN 6

MONTHS -1

YEAR

BETWEEN 1-2

YEARS

BETWEEN 2-5

YEARS

OVER 5 YEARSTOTAL CASH

FLOWS

GROUP 2021

$000$000$000$000$000$000$000

DERIVATIVE

FINANCIAL INSTRUMENTS

Net settled derivatives

9,7511,7612,806(604)(1,511)-2,452

Gross settled derivatives

Outflows-------

Inflows-------

Total gross

settled derivatives

-------

TOTAL DERIVATIVE

FINANCIAL LIABILITIES

9,7511,7612,806(604)(1,511)-2,452

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Hedging
Derivatives are only used for hedging purposes and not as speculative investments. The Group designates certain

deriv

ativ

es as hedges of a particular risk associated with a recognised asset or liability or a highly probable forecast

transaction (cash flow hedge).

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges

is r

ecognised in equity in the cash flow hedge reserve. Hedge effectiveness is determined at inception of the hedge

relationship, and through periodic effectiveness assessments to ensure that an economic relationship exists between

the hedged item and hedging instrument. The gain or loss relating to the ineffective portion is recognised immediately

in other operating gains/losses in the Consolidated Income Statement.

The fair value of derivative financial instruments approximates their carrying value.

The ne

t movement in the cash flow hedge reserve comprises:

20222021

$000$000

Level 1 input financial

instruments

Electricity futures settled in the year

1,275

(3,976)

Ineffective

hedges - recycled to income statement

(57)

(972)

Mo

vement in value of electricity futures held throughout the year

-

5,915

Level 2 input

financial instruments

Mo

vement in value of interest rate swaps held throughout the year

7,875

-

Interest rate swaps entered into during the year

-

4,875

Contracts for

differences

entered into during the year

1,393

(436)

Contracts for differences

settled in the year

(1,573)

(4,064)

Ineffective hedges - recycled to income statement

-

(3,551)

Gross movement in cash flow hedge reserve8,913

(2,209)

Deferred tax(2,496)

619

Net movement in cash flow hedge reserve6,417

(1,590)

The full fair value of a hedging derivative is classified as a non-current asset or liability if the remaining maturity of the

hedged it

em is more than 12 months.

Financial instruments are measured at fair value using the following fair value measurement hierarchy:

• Level 1 – Quoted prices from the Australian Securities Exchange (ASX) for electricity futures,

• Level 2 – Inputs other than quoted prices included within level 1 that are observable for:

– Interest rate swaps: fair value calculated as the present value of the estimated future cash flows based on

ob

s

ervable yield curves,

– Forward foreign exchange contracts: fair value determined using forward exchange rates at the balance date,

with the re

sulting value discounted back to present value, and

– Contracts for differences: fair value determined using the inputs from active market (ASX) for electricity futures,

adjus

ted for respective location factors.

The effects

of the derivative financial instruments on the Group’s financial position and performance are as follows:

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Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

FOREIGN EXCHANGE
FORWARD CONTRACTS

AUDUSD

INTEREST

RATE SWAPS

ELECTRICITY

FUTURES AND

CONTRACTS

FOR DIFFERENCES

PLATINUM

COMMODITY

PRICE

31 DECEMBER 2022

Carrying amount – net asset/(liability)

($000)

(29)6212,7501,393(934)

Notional amount (equivalent of NZ$000)

61112,676115,0003,77412,639

Maturity date

202320232026-202820242023

Hedge ratio

1:1-1:11:1-

Change in fair value of hedging

ins

trument ($000)

(29)627,875(3,483)(934)

AU$/NZ$US$/NZ$US$

Weighted average hedged rate

0.93830.63671.5%$143.2/MWhUS$996/Toz

31 DECEMBER 2021

Carrying amount – net asset/(liability)

($000)--4,8754,876-

Notional amount (equivalent of NZ$000)--115,00019,516-

Maturity date--20262022-

Hedge ratio--1:11:1-

Change in fair value of hedging

ins

trument ($000)-----

Weighted average hedged rate--1.5%$113.1/MWh-

For all hedges the quantity of the hedging instrument matched the quantity of the hedged items therefore the hedge

ratio

s were 1:1 (note, the platinum commodity price hedge is an economic hedge, however not designated as a hedge

under NZ IFRS 9).

Electricity derivatives are used to hedge highly probable cash flows associated with purchases of electricity at spot

marke

t and an ineffective portion of the hedge may occur due to a volume mismatch and location factor. During the

financial year the hedge ineffectiveness from these cash flow hedges amounted to $0.06 million.


20 Contingencies

From time to time, the Group has legal claims and exposures that arise from contracts and the Group's business in

r

e

spect of which no provision has been made. Where it is more likely than not that such a litigation will result in an

outflow of resources that is already reasonably estimated, a provision is recorded.

Apart from the contingency disclosed in Note 14

, relating to conditions attached to the site resource consents, the

Group had no contingent liabilities as at 31 December 2022.


21 Events after balance date

No events after balance date occurred other than a dividend declared as per note 7.

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22 Auditor’s fees
GROUPGROUP

20222021

$000$000

Auditor's fees comprises:

Audit of financial

statements

294

290

Audit of financial

statements - prior year

48

38

Reimbursement of travel and accommodation

10

8

Other assurance services:

Agreed upon procedures - AGM scrutineering

5

5

Agreed upon procedures - SGM scrutineering

-

5

Half-year agreed upon procedures

20

20

AUDITOR'S FEES377

366

23 Non-GAAP disclosures

Channel Infrastructure's standard profit measure prepared under New Zealand Generally Accepted Accounting

Pr

actice (NZ GAAP) is net profit/(loss) after tax. Channel has used non-GAAP measures when discussing financial

performance in this report. The Directors and the management believe that these measures provide useful information

as they are used internally to evaluate segmental and total Group performance, to establish operating and capital

budgets as well as being used for bank covenant purposes. 

Non-GAAP profit measures are not prepared in accordance with NZ IFRS (New Zealand equivalents to International

Financial R

eporting Standards) and are not uniformly defined, therefore the audited non-GAAP profit measures

included in this report are not comparable with those used by other companies.  They should not be used in isolation

or as a substitute for GAAP profit measures as reported by Channel in accordance with NZ IFRS. Terms are defined

as follows:

Reported EBITDA

from Continuing

Operations:  

Reported earnings before depreciation, finance costs and income tax for continuing

operations as presented in the Consolidated Income Statement.

Reported EBITDA

from Discontinuing

Operations:

Reported earnings before depreciation, impairment, conversion costs, finance costs and

income tax f

or discontinued operations as presented in the Consolidated Income Statement.

Adjusted EBITDA

Reported EBITDA adjusted for other non-cash and one-off in nature expenses.

GROUPGROUP

20222021

$000$000

(RESTATED)

Reported EBITDA from continuing operations

57,452

(2,750)

Reported EBITDA from discontinued operations

23,954

75,596

Total Reported EBITDA81,406

72,846

Add back non-cash and one-off

expenses:

Post-employment benefit

plan expense

1,282

(9,444)

Employee share scheme and share rights cost

1,782

713

Stock obsolescence provision and

write-offs

-

895

Other adjustments

-

4,258

Adjusted EBITDA84,470

69,268

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Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed


A member firm of Ernst & Young Global Limited

Independent auditor’s report to the Shareholders of Channel Infrastructure

New Zealand Limited

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Channel Infrastructure New Zealand Limited (the

“Company”) and its subsidiaries (together the “Group”) on pages 66 to 100, which comprise the

consolidated statement of financial position of the Group as at 31 December 2022, and the

consolidated statement of comprehensive income, consolidated statement of changes in equity and

consolidated statement of cash flows for the year then ended of the Group, and the notes to the

consolidated financial statements including a summary of significant accounting policies.

In our opinion, the consolidated financial statements on pages 66 to 100 present fairly, in all material

respects, the consolidated financial position of the Group as at 31 December 2022 and its

consolidated financial performance and cash flows for the year then ended in accordance with New

Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken

so that we might state to the Company’s shareholders those matters we are required to state to them

in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not

accept or assume responsibility to anyone other than the Company and the Company’s shareholders,

as a body, for our audit work, for this report, or for the opinions we have formed.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our

responsibilities under those standards are further described in the Auditor’s responsibilities for the

audit of the financial statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) issued by the New Zealand Auditing and Assurance Standards Board, and we have fulfilled

our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Ernst & Young provides agreed upon procedures to the Group in relation to scrutineering at

shareholder meetings and in relation to half-year financial reporting. We have no other relationship

with, or interest in, the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in

our audit of the consolidated financial statements of the current year. These matters were addressed

in the context of our audit of the consolidated financial statements as a whole, and in forming our

opinion thereon, but we do not provide a separate opinion on these matters. For each matter below,

our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the

financial statements section of the audit report, including in relation to these matters. Accordingly,

101

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed


A member firm of Ernst & Young Global Limited

our audit included the performance of procedures designed to respond to our assessment of the risks

of material misstatement of the financial statements. The results of our audit procedures, including

the procedures performed to address the matters below, provide the basis for our audit opinion on the

accompanying consolidated financial statements.

Revenue recognition

Why significant How our audit addressed the key audit matter

On 1 April 2022, the Group ceased operations

as a Refinery and commenced operations as

an Import Terminal.


The Group generated total Import Terminal

Services (ITS) revenue of $79m in FY22,

which amounted to 89% of total Group

revenue from continuing operations of $88m.


While operating as a refinery, the Group

generated Processing Fee (PF) revenue of

$47m (being $11m above the fee floor

equivalent), which has been included in results

from discontinued operations.


Both ITS and PF revenues are material related

party transactions with the Group’s

shareholding oil companies, who are also its

major customers.


The recognition of revenues is based on

complex contracts, and involves consideration

of multiple performance obligations,

contractual terms and take or pay clauses.


As explained in Note 1, the Group is currently

in dispute with certain customers with regards

to the final PF invoices issued to them.


Disclosures related to revenue are included in

notes 1, 3 and 4 to the financial statements.


In obtaining sufficient audit evidence we:

► evaluated the Group’s process for recording

ITS and PF revenue.

► used digital audit techniques to assess the

correlation of revenue, trade receivables and

cash.

► confirmed the total annual ITS and pre

dispute PF revenues with each customer.

► tested payments received from the

shareholding oil companies during the year

and agreed post year-end cash receipts from

each of the shareholding oil companies to the

outstanding receivables at year end.

► With regards to the disputes we discussed

the matters with the Group’s external legal

advisors and considered associated legal

opinions; utilised our internal legal specialists

to consider the nature of the disputes and

the legal opinions; and evaluated the Group’s

process for assessing the quantum of

revenue recognised.


We also assessed the Group’s disclosures in

relation to revenue with regard to NZ IFRS 15

Revenue from Contracts with Customers,

including the related disputes, and NZ IAS 24

Related Party Disclosures.




Information other than the financial statements and auditor’s report

The directors of the Company are responsible for the annual report, which includes information other

than the consolidated financial statements and auditor’s report which is expected to be made available

to us after the date of this auditor’s report.

102

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed


A member firm of Ernst & Young Global Limited

Our opinion on the consolidated financial statements does not cover the other information and we do

not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the

other information and, in doing so, consider whether the other information is materially inconsistent

with the consolidated financial statements or our knowledge obtained during the audit, or otherwise

appears to be materially misstated. If, based upon the work we have performed, we conclude that

there is a material misstatement of this other information, we are required to report that fact. We

have nothing to report in this regard.

Directors’ responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the

consolidated financial statements in accordance with New Zealand Equivalents to International

Financial Reporting Standards and International Financial Reporting Standards, and for such internal

control as the directors determine is necessary to enable the preparation of financial statements that

are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing on

behalf of the entity the Group’s ability to continue as a going concern, disclosing, as applicable,

matters related to going concern and using the going concern basis of accounting unless the directors

either intend to liquidate the Group or cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements as a whole are free from material misstatement, whether due to fraud or error, and to

issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with International Standards on Auditing

(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from

fraud or error and are considered material if, individually or in the aggregate, they could reasonably

be expected to influence the economic decisions of users taken on the basis of these consolidated

financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is

located at the External Reporting Board’s website: https://www.xrb.govt.nz/standards-for-assurance-

practitioners/auditors-responsibilities/audit-report-1/. This description forms part of our auditor’s

report.

The engagement partner on the audit resulting in this independent auditor’s report is Simon O’Connor.




Chartered Accountants

Auckland

23 February 2023

103

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Glossary
Adjusted EBITDA

Reported EBITDA adjusted for non-cash expenses and one-off

expenses, and used for

co

venant purposes

Annualised Dividend Yield

Based on a dividend declared and annualised, and share price as at 31 December 2022

of $1.43 per s

hare

CO

2

Carbon Dioxide

EBITDA or Reported EBITDA

Earnings before depreciation, impairment, conversion costs, finance costs and

income tax

EBITDA Margin

EBITDA divided by revenue from continuing activities

Free Cash Flow (FCF)

Calculated as net cash flow operating activities less payments for property, plant and

equipment with each of the

se items determined in accordance with GAAP

IPL

Independent Petroleum Laboratories Limited, a wholly-owned subsidiary of Channel

Infras

tructure NZ Limited

Lost Time Injury Frequency Rate (LTIFR)

The sum of work-related injury cases per 200,000 hours worked, where the injured

person is deemed medically unfit for any work as a result of the injury

ML

Million litres

MT

Million tonnes

Net Debt

Calculated as total borrowings (bank, fixed rate bonds and subordinated notes) less

cash and cas

h equivalents

Normalised EBITDA

Reported EBITDA excluding one-off conversion costs

Normalised Free Cash Flow

Calculated as cash flow

from operations less maintenance capex (excluding conversion

costs and growth capex)

PPI

Producers Price Index

Total Recordable Case (TRC)

The number of lost time incidents, restricted work cases, medical treatment cases

and f

at

alities

Total Recordable Case Frequency

Rate (TRCF)

The number of lost time incidents, restricted work cases, medical treatment cases and

fat

alities per 200,000 manhours worked

Tier 1 process safety event

An unplanned or uncontrolled release of any material, including non-toxic and non-

flammable, from a process which results in one or more of the following: a Lost Time

In

jury (LTI) and/or fatality; a fire or explosion resulting in greater than or equal to

$100,000 of direct cost to the Company; a release of material greater than the

threshold quantities given in Table 1 of API 754 in any one-hour period; an officially

declared community evacuation or community shelter-in-place

Tier 2 process safety event

An unplanned or uncontrolled release of any material, including non-toxic and non-

flammable,

from a process which results in one or more of the following: a recordable

in

jury; a fire or explosion resulting in greater than or equal to $2,500 of direct cost to the

Company; a release of material greater than the threshold

104

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

Corporate Directory
Registered Office

Marsden Point

Ruakaka

Chairman

J B Miller (Independent Director)

Mailing Address

Private Bag 9024

Whangarei 0148

Telephone: +64 9 432 5100

Independent Directors

A Holmes

A M Molloy

V C M Stoddart

P A Zealand

Website

www.channelnz.com

Non-Independent Directors

N L Jones

L Nation

General enquiries

corporate@channelnz.com

Investor Enquiries

investorrelations@channelnz.com

Chief Executive Officer

N M J

ames (to 6 March 2023)

R C Buchanan (from 6 March 2023)

Auditor

Ernst & Young

General Counsel & Company Secretary

C D Bougen

Bankers

ANZ Bank New Zealand Limited

ASB Bank Limited

Bank of New Zealand

China Construction Bank (New Zealand) Limited

Westpac New Zealand Limited

Share Register

Computershare Investor Services Limited

Private Bag 92119

Auckland 1142

Telephone: +64 9 488 8777

enquiry@computershare.co.nz

Managing your shareholding online

To change your address, update your payment instructions and to view your registered details including

tr

ans

actions, please visit: www.computershare.co.nz/investorcentre Please assist our registrar by quoting your CSN

or shareholder number.

105

Channel Infrastructure NZ Limited | 2022 Annual Report – A business transformed

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)




Results for announcement to the market

Name of issuer Channel Infrastructure NZ Limited

Reporting Period 12 months to 31 December 2022

Previous Reporting Period 12 months to 31 December 2021

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$88,237 2,753%

Total Revenue $158,187 (32%)

Net profit/(loss) from

continuing operations

$16,554 695%

[1]


Total net profit/(loss) $11,960 102%

[1]


Interim/Final Dividend

Amount per Quoted Equity

Security

$0.07000000

Imputed amount per Quoted

Equity Security

$0.02722222

Record Date 10/03/2023

Dividend Payment Date 20/03/2023

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.34 $1.28

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Refer to attached NZX announcement commentary

Authority for this announcement

Name of person


authorised

to make this announcement

Chris Bougen, Company Secretary

Contact person for this

announcement

Laura Malcolm

Contact phone number +64 (0)21 0236 3297

Contact email address communications@refiningnz.com

Date of release through MAP


24/02/2023

Audited financial statements accompany this announcement.


[1] Percentage change expressed as an absolute figure, calculated against Net loss from continuing operations and

Total net loss for the financial year 2021 of $2,781,000 and $552,629,000, respectively.

---

Distribution Notice



Section 1: Issuer information

Name of issuer Channel Infrastructure NZ Limited

Financial product name/description Channel Infrastructure NZ Limited ordinary shares

NZX ticker code CHI

ISIN (If unknown, check on NZX

website)

NZNZRE0001S9

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special X

DRP applies

Record date 10/03/2023

Ex-Date (one business day before the

Record Date)

09/03/2023

Payment date (and allotment date for

DRP)

20/03/2023

Total monies associated with the

distribution

1


$26,226,046

Source of distribution (for example,

retained earnings)

Income available for distribution

Currency NZX

Section 2: Distribution amounts per financial product

Gross distribution $0.09722222

Gross taxable amount $0.09722222

Total cash distribution $0.07000000

Excluded amount (applicable to listed

PIEs)

N/A

Supplementary distribution amount $0.01235294

Section 3: Imputation credits and Resident Withholding Tax

Is the distribution imputed


Fully imputed



If fully or partially imputed, please

state imputation rate as % applied

28%

Imputation tax credits per financial

product

$ 0.02722222

Resident Withholding Tax per

financial product

$0.00486111


1

Based on the number of shares on issue at the date of the announcement

Section 4: Distribution re-investment plan (if applicable)
DRP % discount (if any)

N/A

Start date and end date for

determining market price for DRP

N/A N/A

Date strike price to be announced (if

not available at this time)

N/A

Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)

N/A

DRP strike price per financial product

N/A

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

N/A

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Chris Bougen, Company Secretary

Contact person for this

announcement

Laura Malcolm

Contact phone number +64 (0)21 0236 3297

Contact email address communications@refiningnz.com

Date of release through MAP


24/02/2023

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.